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KFC HOLDINGS (MALAYSIA)

1 BHD 65787-T
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011

Annual Report 2011

After 38 years of Finger Lickin Good, we have changed


our tagline to simply So Good. So Good reflects our
commitment to product, place, people, price and promotion.
So Good is that great experience of a good meal shared
between family and friends. At KFC, it is all about building
a brand that brings people together and creates that So
Good moments. Thus, the choice of the cover illustrates So
Goodwhich is what the brand is all about.

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Contents
ShareholdersOverview
Financial Highlights 6
Notice of Annual General Meeting 9
Statement Accompanying Notice of Annual General Meeting 14

Our Performance in 2011


Corporate Statement 18
Review of Operations 32

Reliable Corporate Citizen


Corporate Social Responsibility 48

The Corporation
Board of Directors 60
Top Management Committee 76
Head of Division 77
Shariah Advisory Council 80
Corporate Information 81
Group Structure 82

Accountability
Corporate Governance Statement 84
Audit Committee Report 93
Statement on Internal Control 97
Additional Compliance Information 100

Financial Statements
Directors Report 127
Statements of Financial Position 131
Statements of Comprehensive Income 132
Consolidated Statement of Changes in Equity 133
Statement of Changes in Equity 135
Statements of Cash Flows 137
Notes to the Financial Statements 139
Statement by Directors 204
Statutory Declaration 204
Independent Auditors Report 205
List of Properties Held 207
Analysis of Shareholdings 220
Analysis of Warrant Holdings 223
Form of Proxy

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

What We Bring To The Table...

we bring

a So Good
Family Meal...

...with a side of

Happiness.

Bringing families together is at the heart of everything that we do.


We take great pride in knowing that enjoying a sumptuous meal
together not only opens line of communications, but in addition is a
healthy and complete feast for the entire family to enjoy. We ensure
the quality of all our food, taking great care in each step of the way
to deliver wholesome, delicious and healthy products for all.

Financial Highlights

2007

2008

2009

2010

2011

RM 000

RM 000

RM 000

RM 000

RM 000

REVENUE
KFC Malaysia
KFC Singapore

1,043,438

1,284,429

1,365,542

1,496,907

1,655,340

280,200

330,771

342,666

368,586

409,126

11,679

13,676

15,469

16,347

20,424

KFC Brunei
KFC India
Integrated Poultry

6,232

19,813

316,985

445,018

484,132

533,397

586,706

Education

1,068

4,725

78,069

105,894

89,622

99,821

102,646

1,730,371

2,179,788

2,297,431

2,522,358

2,798,780

Ancillary
Total


Profit Before Tax

150,624

167,457

190,015

221,833

215,493

Profit After Tax

105,543

120,350

132,797

159,702

146,571

Owners of the Company

104,269

118,535

130,403

156,848

144,005

EBITDA

224,160

241,986

281,326

312,785

330,606

Property, Plant and Equipment

593,599

678,900

773,241

999,984

1,228,459

1,006,128

1,154,407

1,290,470

1,583,032

1,838,226

Total Borrowings

122,987

141,055

116,436

152,547

254,249

Share Capital (Number)

793,099

793,099

793,099

793,231

793,266

Shareholders Equity

602,021

692,158

791,757

990,247

1,074,215

17.32

17.13

16.47

15.84

13.41

10.36

10.27

10.11

9.91

7.83

6.22

2.10

14.08

13.15

14.95

16.44

19.78

18.18

0.76

0.87

1.00

1.25

1.36

20

22

24

15.5

6.40

7.45

7.40

3.82

3.84

Net Profit Attributable to

Total Assets

Return on Shareholders

Equity (%)

Return on Total Assets (%)


Gearing Ratio (Net Debts/
Shareholders Equity) (%)
Basic Earnings Per Share (Sen)
Net Assets Per Share (RM)
Gross Dividend Per Share (Sen)
Share Price as at 31 December (RM)


NO. OF RESTAURANTS
KFC Malaysia

403

436

475

515

539

69

73

77

77

80

KFC Brunei

12

KFC India

13

Kedai Ayamas

20

25

35

49

75

RasaMas Malaysia

22

34

40

39

25

521

578

639

699

746

KFC Singapore

RasaMas Brunei

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Financial Highlights

Revenue
RM (Million)

Profit Before Tax


RM (Million)

1,730

2007

151

2007

2008

2,180

2008

2009

2,297

2009

2,522

2010

2,799

2011

167
190

2010

222

2011

215
250

200

150

100

50

3000

2500

2000

1500

1000

500

Total Assets
RM (Million)

Shareholders Equity
RM (Million)

1,006

2007

1,154

2008

990

2010

1,838

2011

792

2009

1,583

2010

692

2008

1,290

2009

602

2007

1,074

2011

1250

1000

750

500

250

2000

1600

1200

800

400

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Financial Highlights

Total KFC Restaurants


No. of Restaurants
2007

403
69
7

2008

436
73
8

2009

475
77
9

2010

515
77
9
7

2011

539
80
12
13

KFC Malaysia
KFC Singapore
KFC Brunei
KFC India

600

500

400

300

200

100

Total Ayamas OutletS


No. of Outlets
2007

20
22

2008

25
34
2

2009

35
40
3

2010

49
39
3

2011

75

Kedai Ayamas

25

RasaMas Malaysia

RasaMas Brunei

90

75

60

45

30

15

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notice of Annual General Meeting

NOTICE IS HEREBY GIVEN that the 32nd Annual General Meeting of KFC Holdings (Malaysia) Bhd will be
held at Level 3, Wisma KFC, No 17, Jalan Sultan Ismail, 50250 Kuala Lumpur on Tuesday, 22 May 2012 at
11:30 a.m. for the following purposes:AGENDA
1. To receive and adopt the Audited Financial Statements of the Company for the year
ended 31 December 2011 and the Reports of the Directors and Auditors thereon.

Resolution 1

2. To approve the payment of Directors fees in respect of the financial year ended
31 December 2011.

Resolution 2

3. (a) To re-elect the following Directors retiring pursuant to Article 89 of the Companys
Articles of Association:

(i) Ahamad bin Mohamad

Resolution 3

(ii) Datuk Ismee bin Ismail

Resolution 4

(iii) Hassim bin Baba

Resolution 5

(b) To re-elect the following Director retiring pursuant to Article 96 of the Companys
Articles of Association:

(i) YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum Sultan Salahuddin Abdul Aziz
Shah Alhaj

Resolution 6

4. To re-appoint Messrs KPMG as Auditors of the Company and to authorize the Directors
to fix their remuneration.

Resolution 7

5. As special business:

To consider and, if thought fit, to pass the following resolutions: -

(a) Ordinary Resolution - Authority to allot and issue shares pursuant to Section
132D of the Companies Act 1965 (the Act)
THAT pursuant to Section 132D of the Act, full authority be and is hereby given to
the Directors to issue shares of the Company from time to time upon such terms and
conditions and for such purposes as the Directors may in their absolute discretion
deem fit provided that the aggregate number of shares to be issued pursuant to
this resolution does not exceed ten percent (10%) of the issued share capital of the
Company and that such authority shall continue in force until the conclusion of the
next Annual General Meeting (AGM) of the Company, and that the Directors be
and are hereby empowered to obtain the approval of the Bursa Malaysia Securities
Berhad (Bursa Securities) for the listing and quotation for the new shares to be
issued.

Resolution 8

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notice of Annual General Meeting

(b) Ordinary Resolution - Proposed Renewal of the Share Buy-Back Authority


THAT subject to the Act, rules, regulations and orders made pursuant to the Act,
provisions of the Companys Memorandum and Articles of Association and the
Listing Requirements of Bursa Securities (Listing Requirements) and any other
relevant authority, the Company be and is hereby authorized to purchase and/or
hold such amount of ordinary shares of RM0.50 each in the Companys issued and
paid-up share capital (Proposed Renewal of the Share Buy-Back Authority) through
Bursa Securities upon such terms and conditions as the Directors may deem fit in the
interest of the Company provided that:-

(a) the aggregate number of shares so purchased and/or held pursuant to this
ordinary resolution (Purchased Shares) does not exceed ten percent (10%) of
the total issued and paid-up share capital of the Company at any one time; and

(b) the maximum amount of funds to be allocated for the Purchased Shares shall
not exceed the aggregate of the retained profits and/or share premium of the
Company;
AND THAT the Directors be and are hereby authorized to decide at their discretion
either to retain the Purchased Shares as treasury shares (as defined in Section 67A
of the Act) and/or cancel the Purchased Shares and/or to retain the Purchased
Shares as treasury shares for distribution as share dividends to the shareholders
of the Company and/or be resold through Bursa Securities in accordance with the
relevant rules of Bursa Securities and/or cancelled subsequently and/or to retain part
of the Purchased Shares as treasury shares and/or cancel the remainder and to deal
with Purchased Shares in such other manner as may be permitted by the Act, rules,
regulations, guidelines, requirements and/or orders of Bursa Securities and any other
relevant authorities for the time being in force;
AND THAT the Directors be and are hereby empowered to do all acts and things
(including the opening and maintaining of a central depositories account(s) under
the Securities Industry (Central Depositories) Act, 1991) and to take such steps
and to enter into and execute all commitments, transactions, deeds, agreements,
arrangements, undertakings, indemnities, transfers, assignments, and/or guarantees
as they may deem fit, necessary, expedient and/or appropriate in the best interest
of the Company in order to implement, finalise and give full effect to the Proposed
Renewal of the Share Buy-Back Authority with full powers to assent to any conditions,
modifications, variations (if any) as may be imposed by the relevant authorities;
AND FURTHER THAT the authority conferred by this ordinary resolution shall be
effective immediately upon passing of this ordinary resolution and shall continue in
force until the conclusion of the next AGM of the Company or the expiry of the period
within which the next AGM of the Company is required by law to be held (whichever is
earlier), unless earlier revoked or varied by ordinary resolution of the shareholders of
the Company in general meeting, but shall not prejudice the completion of purchase(s)
by the Company before that aforesaid expiry date and in any event in accordance
with provisions of the Listing Requirements and other relevant authorities.

10

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Resolution 9

Notice of Annual General Meeting

(c) Ordinary Resolution - Proposed Renewal of Existing Shareholders Mandate


for Recurrent Related Party Transactions (RRPT) of a Revenue and/or
Trading Nature and New Mandate for Additional RRPT of a Revenue and/or
Trading Nature (Proposed Shareholders Mandate for RRPT)


THAT authority be and is hereby given in line with Paragraph 10.09 of the Listing
Requirements, for the Company, its subsidiaries or any of them to enter into any of the
transactions falling within the types of the RRPT, particulars of which are set out in the
Circular to Shareholders dated 27 April 2012 (the Circular), with the Related Parties
as described in the Circular, provided that such transactions are of revenue and/or
trading nature, which are necessary for the day-to-day operations of the Company
and/or its subsidiaries, within the ordinary course of business of the Company and/
or its subsidiaries, made on an arms length basis and on normal commercial terms
which those generally available to the public and are not detrimental to the minority
shareholders of the Company;
AND THAT such authority shall commence immediately upon the passing of this
Ordinary Resolution until:

(i) the conclusion of the next AGM of the Company following the general meeting
at which the ordinary resolution for the Proposed Shareholders Mandate for the
RRPT is passed, at which time it shall lapse, unless the authority is renewed by a
resolution passed at the next AGM; or

(ii) the expiration of the period within which the next AGM after the date it is required
by law to be held; or

(iii) revoked or varied by ordinary resolution passed by the shareholders of the


Company at a general meeting of the Company,

whichever is earlier.
AND FURTHER THAT the Directors of the Company be authorized to complete
and do all such acts and things (including executing all such documents as may be
required) as they may consider expedient or necessary to give effect to the Proposed
Shareholders Mandate for RRPT.

Resolution 10

11

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notice of Annual General Meeting

6. To transact any other ordinary business of which due notice shall have been given.
FURTHER NOTICE IS HEREBY GIVEN THAT for the purpose of determining a member
who shall be entitled to attend this 32nd AGM, the Company shall be requesting Bursa
Malaysia Depository Sdn Bhd in accordance with Article 64 of the Companys Articles of
Association and Paragraph 7.16 of the Listing Requirements to issue a General Meeting
Record of Depositors (ROD) as at 14 May 2012. Depositors whose names appear on the
ROD as at 14 May 2012 are entitled to attend, speak and vote at the said meeting.

BY ORDER OF THE BOARD

IDHAM JIHADI BIN ABU BAKAR, ACIS (MAICSA 7007381)


HENG AI LENG (MAICSA 7017245)
Company Secretaries
Kuala Lumpur
27 April 2012

Notes:
1. A member of the Company entitled to be present and vote at the above AGM may appoint a proxy or proxies to be present and
vote instead of him. A Proxy may but need not be a member of the Company.
2. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly authorized in writing or
if the appointor is a corporation, either under its common seal or under the hand of an officer or attorney duly authorised.
3. A member of the Company may appoint more than two (2) proxies to attend the AGM. Where a member of the Company appoints
two (2) or more proxies, the appointment shall be invalid unless the member specifies the proportion of his shareholdings to be
represented by each proxy.
4. Where a member of the Company is an authorized nominee as defined under the Securities Industry (Central Depositories) Act,
1991, he may appoint at least one (1) proxy in respect of each securities account he holds with ordinary shares of the Company
standing to the credit of the said securities account.
5. Where a member of the Company is an exempt authorized nominee as defined under the Securities Industry (Central Depositories)
Act, 1991, there will be no limit to the number of proxies which the exempt authorized nominee may appoint.
6. Any alteration made in this form should be initialed by the person who signs it.
7. The Proxy Form and the Power of Attorney or other authority, if any, under which it is signed or a notarially certified copy of that
power of authority must be deposited at Tricor Investor Services Sdn Bhd, Level 17, The Gardens North Tower, Mid Valley City,
Lingkaran Syed Putra, 59200 Kuala Lumpur not less than forty-eight (48) hours before the time for holding the meeting or any
adjournment thereof.

12

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notice of Annual General Meeting

Explanatory Notes on Special Business


1. Resolution Pursuant to Section 132D of the Companies Act 1965
The Ordinary Resolution proposed under item 5(a), if passed, will give the Directors of the Company, from the date of the above
General Meeting, authority to issue and allot ordinary shares from the unissued share capital of the Company being for such
purposes as the Directors consider would be in the interest of the Company. This authority will, unless revoked or varied at a
General Meeting, expire at the conclusion of the next AGM of the Company.

The Company had, at the 31st AGM held on 27 April 2011, obtained its shareholders approval for the general mandate for
issuance of shares pursuant to Section 132D of the Act. The Company did not issue any new shares pursuant to this mandate
obtained as at the date of this notice. The Ordinary Resolution 8 proposed under item 5(a) of the Agenda is a renewal of the general
mandate for issuance of shares by the Company under Section 132D of the Act. At this juncture, there is no decision to issue
new shares. If there should be a decision to issue new shares after the general mandate is obtained, the Company will make an
announcement in respect of the purpose and utilisation of proceeds arising from such issue.

The authority will provide flexibility to the Company for any possible fund raising activities, including but not limited to further placing
of shares, for purpose of funding future investment project(s), working capital and/or acquisitions.

2. Resolution pursuant to the Proposed Renewal of the Share Buy-Back Authority


This resolution proposed under item 5(b) will empower the Directors of the Company to purchase the Companys shares up to
ten percent (10%) of the issued and paid-up share capital of the Company by utilizing the funds allocated which shall not exceed
the total retained earnings and share premium of the Company. This authority will, unless revoked or varied at a General Meeting,
expire at the conclusion of the next AGM of the Company.

Further information on the Proposed Renewal of the Share Buy-Back Authority are set out in the Circular to Shareholders of the
Company which is dispatched together with the Companys Annual Report for the year ended 2011.

3. Resolution pursuant to the Proposed Shareholders Mandate for RRPT


This resolution proposed under item 5(c) will enable the Company, its subsidiaries or any one of them to enter into any recurrent
transactions of a revenue or trading nature which are necessary for the Company and/or its subsidiaries day-to-day operations,
subject to the transactions being in the ordinary course of business, made at arms length and on normal commercial terms and
are not to the detriment of the minority shareholders of the Company.

Further information on the Proposed Shareholders Mandate for RRPT are set out in the Circular to Shareholders of the Company
which is dispatched together with the Companys Annual Report for the year ended 2011.

13

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Statement Accompanying Notice of


Annual General Meeting
1. DIRECTORS WHO ARE STANDING FOR RE-ELECTION AT THE ANNUAL GENERAL MEETING

(a) The Directors retiring by rotation pursuant to Article 89 of the Articles of Association are:-

(i) Ahamad bin Mohamad

(ii) Datuk Ismee bin Ismail

(iii) Hassim bin Baba

(b) The Director retiring by rotation pursuant to Article 96 of the Articles of Association is:-

(i) YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum Sultan Salahuddin Abdul Aziz Shah Alhaj

The details of the directors seeking re-election are set out in the Directors Profiles which appear on pages
62 to 71 of the Annual Report.

2. DETAILS OF ATTENDANCE AT BOARD MEETINGS HELD IN THE FINANCIAL YEAR ENDED
31 DECEMBER 2011

There were six (6) Board Meetings held during the financial year ended 31 December 2011 and the following
are the details of the Board attendance:-

Name of Directors

No of Meetings Attended

1. Kamaruzzaman bin Abu Kassim

6/6

2. Ahamad bin Mohamad

6/6

3. Jamaludin bin Md Ali

6/6

4. Hassim bin Baba

6/6

5. Kua Hwee Sim

6/6

6. Tan Sri Dato Dr Yahya bin Awang

6/6

7. Datuk Ismee bin Ismail

3/6

8. Datin Paduka Siti Sadiah binti Sheikh Bakir

4/6

9. YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum

3/4

Sultan Salahuddin Abdul Aziz Shah Alhaj


(Appointed on 1 June 2011)

3. THE 32ND ANNUAL GENERAL MEETING WILL BE HELD AT LEVEL 3, WISMA KFC, NO 17, JALAN
SULTAN ISMAIL, 50250 KUALA LUMPUR ON TUESDAY, 22 MAY 2012 AT 11.30 A.M.

14

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

we bring

Cheery Smiles...
16

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

17

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

...with a splash of

Mouth-watering
Varieties.
At our restaurants, we are proud to provide our customers with only
the best value everyday. From our meals for one, to meals shared
with family and friends, you will find a delicious meal that suits you
at a great price.

18

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

19

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

The Group Continuously


Achieves Spectacular
Growth

CONSOLIDATING ACHIEVEMENTS

Against this background, 2011 was yet another year of


outstanding achievement for KFCH. Most importantly,
a fundamentally stellar financial performance has
enabled the Group to continue making major capital
investments that will secure the future of the Group
for years to come, while maintaining a healthy bottom
line for the period under review.

Fellow stakeholders,
The growth achieved by the KFC Holdings (Malaysia)
Bhd (KFCH) Group between 2006 and 2010 was
phenomenal. In just five years, the number of KFC
outlets increased from 443 to more than 600, as
the Group not only entrenched its leadership of
the Malaysian food service sector but expanded
its network in Singapore, Brunei and into India.
Moreover, this massive increase in outlets was
matched by a consistent and spectacular growth in
both revenues and profits.

In short, for KFCH, after five years of remarkable


growth, 2011 was a story of consolidation that has
positioned the Group to take the next leap forward in
2012 and beyond.

18

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

From Left to Right :


AHAMAD BIN MOHAMAD
Deputy Chairman
KAMARUZZAMAN BIN
ABU KASSIM
Chairman
jamaludin BIN md alI
Managing Director

ECONOMIC BACKGROUND
The global economy remained fragile throughout
2011. The still unfolding financial turmoil in Europe
began to impact developing and other high-income
countries. In certain parts of the world, this effectively
depressed stock markets and pushed up borrowing
costs, while capital flows to developing nations fell
sharply.
Towards the year end, these conditions dampened
Southeast Asias growth outlook and started to
weigh down on the near-term prospects for the
Malaysian economy.

19

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

Nevertheless, in 2011 the Malaysian economy


remained resilient, achieving GDP growth of 5.1%,
underpinned by strong domestic demand and an
improvement in the external sector arising from firm
regional demand.
However, growth moderated in the last quarter on
account of external developments, while towards the
year end both manufacturing sector sentiment and
consumer sentiment declined, albeit slightly.
In Singapore, GDP stood at 4.9%, with a healthy
7.6% growth in the manufacturing sector offsetting
a contraction in the electronics cluster and slower
growth in the precision engineering and chemicals
clusters. The Accommodation & Food Services and
Other Services industries grew by 5.8% and 6.7%
respectively on the back of healthy visitor inflows.
GDP growth in India fell to around 7% in 2011, with
the economy hampered by a mix of domestic and
global events, including the Eurozone crisis, a rising
fiscal deficit, high inflation and a lack of policy reforms
to help industry and agriculture.

2011 Key Financial Highlights:

DELIVERING RESULTS

Revenue of all KFC restaurants of the Group

Against this background, although all the Groups

Revenue at KFC Malaysia hit RM1,655.3 million,

climbed 11.5% to RM2,104.7 million


business

segments

experienced

inflationary

10.6% up on last year, and achieved Same Store

pressures with higher food, commodity and energy

Sales Growth of 4.6%

costs, KFCH once again achieved commendable

KFC Singapore achieved 11% revenue growth to

sales growth. Total revenue for the year increased to

RM409.1 million

a record high of RM2,798.8 million, up 11% on the

KFC Brunei advanced its revenue to RM20.5

RM2,522.4 million achieved in 2010.

million, a 25% increase on 2010s figure


KFC India generated RM19.8 million of revenue,

Not surprisingly however, given the strategic

217.9% higher than the previous year

decision to make major capital investments, profit

KFC Marketing Sdn Bhd (KFC Marketing) posted

before tax (PBT) dipped 2.8% to RM215.5 million

a 23.3% jump in revenue to RM273.1 million

from RM221.8 million the year before. Specifically,

Kedai Ayamas sales shot up 41.1% to RM77.7

the Group invested some RM104.2 million during the

million

year in vital supply chain facilities, while its operations

KFC Events Sdn Bhd (KFC Events) reported

in KFC India and KFCH International College incurred

RM4.1 million in revenue arising from commission

initial start-up cost as they build the critical mass that

generated from RM41 million sales, contributed

will soon carry them from break-even to profit.

by catering, site selling and voucher marketing of

In addition, the 2010 profit included a net surplus

various corporate clients

KFC, Pizza Hut, RasaMas and Kedai Ayamas to


from revaluation of properties of RM6.7 million. On

Revenue (including intercompany sales) at the

a comparable basis, the Groups PBT therefore

Groups Integrated Poultry segment improved to

improved slightly by 0.2% or RM 0.4 million against

RM1,472 million, a 13.8% gain on 2010

the prior year.

20

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

Dividends
The Group declared a total interim dividend of 3 sen
less tax of 25% per ordinary share for the financial
year ended 31 December 2011. No final dividend
was proposed for the financial year 2011.
INVESTING IN STRONG FOUNDATIONS
KFCHs expansion in 2011 was dedicated to three
vital aspects of the Groups operations: regional
expansion; people and supply chain.

Major Initiatives
Implemented During
the Year Included the
Construction of Nine
Drive-Thru Outlets in
Peninsular Malaysia,
and the Penetration of
KFC into Small Towns
Especially in the East
Coast of Peninsular
Malaysia, Sabah and
Sarawak.

Investing in Expansion
2011 saw KFCs Malaysian network expand by
another 24 outlets. With the rapid growth of the KFC
restaurant chain in Malaysia, our nation can now
boast one of the highest ratios of KFC restaurants
per capita in the world.
Major initiatives implemented during the year
included the construction of nine drive-thru outlets in
Peninsular Malaysia, and the penetration of KFC into
small towns especially in the east coast of Peninsular
Malaysia, Sabah and Sarawak.
Two new outlets were opened in Kelantan, in
Kota Bharu and Koh Lanas. Other small towns in
Peninsular Malaysia that welcomed KFC included
Padang Serai, Pekan Changlun and Kuala Nerang
in Kedah and Sabak Bernam in Selangor. Meanwhile
three new outlets were launched in Sabah and
Sarawak in Kota Kinabalu, Kunak and Betong.
Meanwhile, KFCH has built a strong presence in
Singapore and Brunei, and in 2011 increased its
network by three outlets in each country.
But the biggest opportunities lie with the Groups
more recent venture into India, where in 2011 the
number of outlets grew to 13. The potential of the
Indian market is tremendous, but this is a volume
game and it will need more than 50 outlets before the
Indian operations achieve profitability. KFCHs 2011
investment of RM12.9 million in its Indian network
therefore represents the foundation of a long-term
plan for ongoing, aggressive expansion that before
long will start to pay dividends in the future.

21

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

Kedai Ayamas
Commenced
its East Malaysian
Operations in Tawau
in April 2011.
There are Currently
Three Kedai Ayamas
Outlets in Sabah.

KFCHs subsidiaries are also poised for continual


expansion. Ayamas Shoppe Sdn Bhd entered into a
joint venture agreement with Rastamas Trading Sdn
Bhd (Rastamas) to form a joint venture company,
Ayamas Shoppe (Sabah) Sdn Bhd to kick-start
Kedai Ayamas operations in Sabah. Rastamas is the
biggest poultry integrator in Sabah. The first Kedai
Ayamas commenced its East Malaysia operations in
Tawau in April 2011. There are currently three Kedai
Ayamas outlets in Sabah.
Investing in the Supply Chain
The rapid growth of KFCHs restaurant business in
Malaysia has resulted in an increasing demand for
chicken related products. To meet this demand, in
2011 the Group continued to invest RM104.2 million
in facilities to increase the capacity of its upstream
operations. This will stand KFCH in good stead as
even more people flock to its restaurants.
In August 2011, the Group invested RM25 million in a
breeder farm and hatchery in Sidam Kiri, Kedah. The
19-hectare breeder farm will produce 25% of the total
Day-Old-Chicks (DOC) generated by the Groups five
company-owned farms. The new hatchery has the
capacity to produce one million DOC per month.
Combined with the other company-owned hatchery
in Salak Tinggi which produces three million DOC per
month, total output of DOC will rise to four million per
month, making KFCH self-sufficient in DOC supply.
The Group has also built new broiler farms in
Sedenak. The first phase, completed in 2010, has a
capacity of 400,000 broilers per cycle. The second

22

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

phase was completed in mid 2011, with a capacity of


600,000 broilers per cycle, increasing the combined
capacity of both phases to one million broilers per
cycle. The total investment cost for the two phases
came to RM22 million.

The Logistics division opened its new warehouse


in Port Klang in November 2011. The new RM7.5
million facility, at 300,000 square feet, is nearly seven
times the size of its previous warehouse in Glenmarie,
Shah Alam.

The KFCH-owned broiler farms in Sedenak and


Mantin currently supplies broilers to the Groups
processing plants in Port Klang, Bukit Mertajam
and Johor. They supply 16% of the Groups total
broiler requirements by producing 580,000 broilers
per month, with the remaining 84% coming from
contract farms. In 2011, the Group also invested in
new broiler houses using a cages system, which
will increase capacity by a further two million broilers
per year.

The Group also purchased a site at the Bukit Minyak


Industrial Area in Penang and plans to relocate its IPI
Plant there from its present location in Bukit Mertajam.
Once approval has been granted by the Land Office,
construction will take approximately two and a half
years. The new plant will be able to process 40,000
birds per day, which, when added to the existing two
plants, will bring the Groups processing capacities
to 160,000 birds per day.
Investing in People

In addition, end of April 2012 saw the commissioning


of a new RM27.7 million sausage plant which
increases the output of sausage production from
430 metric tonnes to 800 metric tonnes per month.

It is essential for KFCH to constantly deliver, maintain


and enhance its customer service. But delivering
consistent customer service depends on recruiting
quality staff a task that in recent years has become
increasingly challenging.

Meanwhile, Region Food Industries Sdn Bhd (RFI)


invested RM2.4 million to boost production capacity
of its sachet line to meet current demand. This raises
the maximum sachet production capacity from 325
metric tonnes per month to 650 metric tonnes per
month.

To tackle this issue, in 2010 the Group acquired


Paramount International College in Puchong and
set about transforming it into what is now known
as KFCH International College. In 2011, the Group
purchased a 4.5-hectare parcel of land within the
Bandar Dato Onn township in Johor for the Colleges
second campus. The Johor campus located in the
Iskandar Development Region will be developed in
phases, with completion due in 2017, at which time
its intake capacity will be 12,000 students per year.
The first phase of the development of the Bandar
Dato Onn campus which was completed in March
2011 and the upgrading of its Puchong campus
facilities incurred a total investment cost of RM25
million. As a result, the two campuses now provide
a conducive learning environment for students,
with state-of-the-art teaching and learning facilities,
including kitchen labs, a demo kitchen, a pastry lab,
a sensory lab, a computer lab, an English language
lab, a modern library and an auditorium.
As of December 2011, the total enrolment at the
Puchong and Johor campuses was 681 students.
The Groups vision for KFCH International College is
for it to be Malaysias premier educational institution
specialising in the hospitality and food services
industries, particularly restaurant management,
culinary arts, hotel management, tourism
management and event management.

23

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

RESTRUCTURING THE BUSINESS

The College has obtained full Malaysian Qualifications


Agency (MQA) accreditation for its Diploma in
Business Administration, Diploma in Information
Technology and Diploma in Hotel Management, plus
provisional accreditation for its Diploma in Restaurant
Management, Diploma in Culinary Arts, Diploma
in Event Management and Diploma in Tourism
Management. The College is now preparing the MQA
documentation for two new additional programmes,
namely Diploma in Food Science & Technology and
Diploma in Halal Toyyibban & Food Safety.

On 14 December 2011, Johor Corporation (JCorp),


the Groups ultimate holding corporation, in
partnership with CVC Capital Partners Asia III Limited
(CVC), made a formal offer via a special purpose
vehicle, Massive Equity Sdn Bhd (MESB), to acquire
substantially all the business and undertakings of the
Groups holding company, QSR Brands Bhd (QSR),
and the entire business and undertaking of KFCH.
JCorp holds 51% equity interest in MESB while CVC
owns the balance 49%.

The curriculum is expanding as well. The College


has offered its first three-month Halal Executive
Program, completion of which earns a certificate
from the Halal Industry Development Corporation
(HDC). The College is currently collaborating with
HDC to develop a comprehensive programme in this
subject.

At present, JCorp has a 57.18% equity interest in


Kulim (Malaysia) Berhad, which holds 56.83% of
shares in QSR, which in turn owns 51.07% stake
in KFCH.
The conditional offer by MESB to acquire the entire
KFCHs businesses and undertakings, including
all assets and liabilities, is for an aggregate cash
consideration equivalent to:

In future, the College will act as a crucially important


conduit to provide KFCH with a reliable source of
skillful manpower.

RM4.00 per ordinary share of KFCH of RM0.50


each multiplied by the total outstanding KFCH
shares (less treasury shares, if any) at a date to be
determined later; and
RM1.00 per KFCH warrant multiplied by the total
outstanding number of KFCH warrants in issue at
a date to be determined later.

24

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

The proposed acquisitions of QSR and KFCH are


inter-conditional, and subject to the execution of
the Sale & Purchase Agreement. The proposed
acquisition offer is also subject to approval by both
KFCH shareholders and Yum! Brands, Inc. (Yum!).

require improvement and provide a basis to develop


programmes to improve operations. The Balanced
Score Card also helps management to align strategic
goals across the whole enterprise and thus maintain
a more unified focus, allowing separate business units
to align towards improving the Groups performance.

Upon completion of the exercise, the Board intends


to return the cash proceeds to all KFCH shareholders
and warrantholders via a capital repayment
exercise.
ACCELERATING PERFORMANCE EXCELLENCE
Performance goals must be measurable if they are
to be met, and thus KFCH has defined a framework
of Key Performance Indicators (KPIs) to establish
goals, monitor progress, and boost performance.
Every organisational unit and each staff member
has an appropriate set of KPIs against which to
measure achievement, and there are also indicators
to establish guidance for less concrete values such
as service quality and leadership skill. The KPI
system has given the Group a supremely useful
tool for analysing and quantifying new processes
and procedures, and modifying them for greater
efficiency if necessary.
The Balanced Score Card methodology for the
managements control of its restaurant operations
complements the KPI framework. This is another
tool that the Group uses to identify areas that

25

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

BOOSTING QUALITY

The Groups holding company, QSR organises a


popular annual event, Quality Day or better known as
Hari Mekar. Hari Mekar brings teams of employees
together for one day every December to take part in
competitions. It is a vibrant forum in which staff pitch
their best ideas for new methods and projects to
increase productivity and reduce costs. The winners
of the QSR Hari Mekar then progress to the JCorp
Hari Mekar, where they compete against teams
from JCorp and all its subsidiaries. They also go on
to represent the Group at the Malaysia Productivity
Corporation (MPC) Awards.

KFCH undertakes a range of initiatives to identify


areas that are not operating at optimal levels. Teams
convene and collaborate to find ways to standardise
procedures, implement new methods and tools, and
adopt industry-standard best practices to achieve
peak efficiency.
For the period of 2007-2011, these efforts generated
significant collective cost savings for the Group which
includes savings realized from the Best Practices
project. The cost savings for projects that began in
2011 proved positive and are expected to produce
higher savings when the projects are rolled out to
other business areas and outlets.

At the JCorp Hari Mekar, these teams vie for prizes


in three categories: Innovative Creative Circle (ICC),
Poster Design, and Cempaka (Suggestions & Ideas)
and in 2011 three KFCH teams emerged as winners.
Optimus Prime won for the ICC Cross Functional
category, Golden Dream won for ICC Technical,
while Eagle won for the Cempaka category. The
overall winner at the JCorp Hari Mekar for the fifth
consecutive year was KFCHs holding company,
QSR.

IMPROVING GOVERNANCE
KFCHs success depends on the integrity and conduct
of its people, and the Group is totally committed to
conducting business in a responsible, accountable
and ethical manner. In 2011, further efforts were
dedicated to improving stewardship and governance
processes for the benefit of stakeholders.

Subsequently, at the MPC Awards, Optimus Prime


achieved second place in the Service Sector
category at national level.
In 2011, KFC employees participated in a series of
workshops organised by Yum! in areas including
Marketing, Finance, Restaurant Excellence, and
Human Resource. These sessions provided an
opportunity for personnel in all the Yum! markets
regionwide to share best practices and improvements
to operational efficiency.

26

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

For several years, the Group participated in the


JCorp Remuneration and Nomination Committee
which ensured transparency both to staff and to
external stakeholders. In 2011, KFCH formed its
own Remuneration and Nomination Committee with
a more specific and focused mandate.
To empower staff at every level of the organisation
to address governance issues, the Group continued
to implement the Work Ethics Declaration Form, by
which employees can safely and anonymously report
suspected ethical violations.
Further, KFCH has two additional mechanisms in
place to allow personnel to raise concerns with the
higher management. The Voice of Champions and
Voice of Managers surveys allow team members
and managers to express what they feel about their
working environment, and their feedback provides
insights on what needs to be done to make the
restaurant a better place to work. Both surveys are
carried out in a confidential manner, and the survey
results are distributed to the Operations Leaders
who then develop constructive actions to address
employees concerns.
pillars championing the halal cause, improving
educational standards, encouraging entrepreneurial
development, promoting a healthy lifestyle, fostering a
sense of national unity, and helping the less fortunate
YAB conducts a wide range of initiatives to benefit
both stakeholders and the wider community.

Multi-directional annual performance appraisals


are another area in which the Group incorporates
transparency and encourages constructive feedback.
Traditionally, managers write unilateral evaluations
of the employees reporting to them. In contrast,
KFCH employees at every level participate in peer
performance appraisals, and reverse appraisals give
staff an opportunity to evaluate the managers to
whom they report.

One of the Groups most successful CSR campaigns


in 2011 raised RM2.1 million for the famine-stricken
around the world. To mark its fifth year of participation
in the World Hunger Relief Programme, a joint effort
with Yum! and the United Nations World Food
Program, KFCH together with its holding company
QSR, organised a 5km charity walk in Putrajaya, and
over 10,000 people took part.

TAKING SOCIAL RESPONSIBILITY TO HEART


KFCH has always believed that with success
comes responsibility. This is why Corporate Social
Responsibility (CSR) remains a Group priority. From
enhancing products and services to reaching out
to the communities in which it operates, KFCH
continues to seek ways to enrich the lives of those
around us.

ACHIEVING RECOGNITION
2011 was a year of significant recognition for KFCH
and its subsidiaries.
KFC received the 2010/2011 BrandLaureate Award
for the Best Brand in Brand Strategy. KFC also
won a series of Yum!s 2011 Franchise Awards
for Development Excellence (KFC Malaysia) and
Advertising Excellence (KFC Singapore).

In 2010, KFCH and its holding company,


QSR, established Yayasan Amal Bistari (YAB),
a nongovernmental, non-profit foundation that
coordinates all QSR and KFCHs CSR activities,
endeavours and programmes. Based on six CSR

27

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

Ayamas had an outstanding year as well. The


Malaysia Womens Weekly magazine recognised
two Ayamas products in their Domestic Diva Awards
2011. The Breaded Drummets & Midwings won the
Straight from the Fridge: Best Ready-to-Fry-Frozen
Meat category, and Ayamas QuikBurger took the
prize for the Best Processed Meat. BrandLaureate
selected Ayamas as their winner of the 2010/2011
Best Brand in Consumer Chicken-Based Products
Award. The Ayamas Chicken Satay emerged at the
top of the MIFT Product Innovation Platinum Award
2011 Competition in Malaysia.

In 2012, KFC is launching a vigorous programme of


initiatives to boost its market leadership position. Of
these strategies, the overall driver is the So Good
campaign, designed to bring the Group ever closer
to achieving its vision to be the leading integrated
food services group in the Asia Pacific region, based
on consistent quality products and exceptional
customer-focused service.
Launched in April 2012, the So Good campaign
aims to deliver an experience that is so loved by
customers that they describe it as So Good. It
also provides an opportunity to relaunch the brand,
refocus on the basics, generate internal pride, and
strengthen the relationship between the brand and
its customers.

STRATEGISING 2012
Operational Excellence
In the years ahead KFCH will be further expanding
its network of restaurants, focusing especially
on opening new drive-thru outlets, which offer
exceptional convenience to people leading busy
lives who need a quick and tasty meal. At the same
time, the Group will be enhancing its restaurant
ambiance to provide a more contemporary feel and
create a pleasant place for families and friends to
get together. KFCH will also be expanding into small
towns to increase its market coverage.

With the systematic improvements that the customers


will experience, the campaign will enhance the total
customer experience at the restaurants in terms
of the Five Ps: product, place, people, price and
promotion.
Meanwhile, to improve customer service, all
managers and staff will be recertified, and staff will
go through the Learning Zone. The new Learning
Zone initiative gives Restaurant Managers and
team members access to web-based training. This
provides a virtual classroom and online meetings as
well as online assessments, tests and surveys.

In tandem with its network expansion, the Group


will be improving its KFC restaurants service quality
and speed by investing in new IT Infrastructure. A
new Kitchen Display System (KDS), which positions
packers at each cashier counter and cuts service time,
especially during peak periods, will be introduced at
high sales volume restaurants in Malaysia in early
2012. A self-service order kiosk is currently being
tested to further reduce queue time.

A staff competition will also be held, which will


recognise and reward the best cooks and cashiers.

28

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

Other initiatives will also be effected to address the

Upstream Business

challenges of 2012. To reaffirm product superiority


against all its competitors, KFC will leverage its

To meet the ever-growing demands of KFCH

strengths Chicken On Bone (COB), freshly prepared

restaurants, the Group will continue to grow its

in-store meals, signature recipes, and products

upstream business by investing in plants and

tailored for different times of day, namely breakfast,

increasing product capacity.

lunch, snacking and dinner.


As well as catering to its internal market, the
Meanwhile, KFCH is looking into the viability of a

Group will be growing its external market share.

KFC home delivery service. If this proves promising,

KFC Marketing now aims to introduce a variety of

the service will begin in the third quarter of 2012.

renowned international brands to Malaysia so as to


become one of the nations biggest trading houses.
To this end, in 2011 it clinched a number of exclusive

Overseas Expansion

deals with such brands as Kewpie, Divella, Leggos,


Overseas expansion is high on KFCHs agenda. In

Mission and Simplot and is continually pursuing

Singapore, the Group plans to leverage on product

additional businesses in the domestic, Asian and

excellence and a series of imaginative campaigns

Middle Eastern markets.

and menu enhancements to bolster the market


share. In Brunei, the Group will be opening two new
in-line restaurants and two drive-thrus, as well as
refreshing the image of the KFC Berakas facilities.
But the biggest opportunities lie in the vast Indian
market where KFCH aims to get closer to achieving
critical mass by opening 16 new outlets in 2012. By
offering an appealing range of vegetarian options
alongside its traditional menu, the Group is confident
that it will quickly make KFC one of Mumbai and
Punes most popular restaurant chains. The long-term
prospects for the Indian venture are outstanding.

29

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

Looking ahead, the demand for raw chicken,


chicken parts and further processed chicken
(such as nuggets, sausages, etc.) will continue to
be boosted by Kedai Ayamas. Kedai Ayamas is
the pioneer brand in Malaysia to sell chicken and
chicken-based products through a network of airconditioned stores, and the first to offer an array of
chicken roasters and light, chicken-based snacks.
The Kedai Ayamas chain markets high quality, halal,
branded chicken that is hygienically processed and
packed in the companys own plants.
In 2011, SKU numbers increased to 902 from 507 the
year before, and in 2012, the target is to reach 1060.
Kedai Ayamas also launched its delivery service in
December 2010, which is now available at 40 outlets
in the Klang Valley as well as most stores in Johor
and Melaka. In 2012, the service will be extended
to Seremban and selected stores in Penang, Ipoh
and Kedah. By the year end the total number of
outlets offering delivery is expected to have risen to
67. Kedai Ayamas will also be making further inroads
into Brunei in the coming year.
KFCH International College
By capitalising on its state-of-the-art facilities and
outstanding academic foundation, the Group aims to
grow the number of students at KFCH International
College from 681 in 2011 to 2000 in 2012, at which
point the College will break even. 40 agents have
been appointed to facilitate growth by recruiting
students both locally and internationally. In addition,
an international marketing office has been set up
to boost recruitment of international students. The
College will be offering a number of new courses
by collaborating with other accredited local and
overseas universities. KFCH International College
aims to achieve University College Status by 2015.

LOOKING AHEAD
The global economic outlook still appears uncertain
in view of the lingering debt crisis in Europe, although
there are nascent signs of recovery in the US economy
judging by the improving job market and corporate
earnings released thus far. The positive data from
US appears to outweigh concerns in Europe at this
moment and, if sustainable, will be pivotal to win
back investors and consumers confidence in the
global economy.

Profit Centres
Although consolidation is a priority, the Group is also
aiming to turn its Logistics division into a profit centre
in the future. The new double-storey warehouse
facility in Port Klang, with its vast square footage,
16 loading bays and advanced equipment, currently
serves 921 of the Groups restaurants and outlets
but has the capacity to serve third parties as well as
the other Groups subsidiaries.

30

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Statement

The Malaysian economy will be sustained by the


implementation of projects under the Governments
ETP as well as private capital spending. Together with
the incentives announced during the 2012 Budget,
this is expected to boost consumer confidence and
stimulate domestic demand, and GDP growth of
5% is expected in 2012.

EXPRESSING GRATITUDE
In 2011, KFCH once again consistently delivered top
quality products and customer service. On behalf of
the Board, we offer each of our employees heartfelt
congratulations and gratitude.
We also profoundly appreciate the support we
received from customers, investors, financiers,
suppliers and various governmental and regulatory
authorities. We are equally grateful to Yum! for their
continued confidence and for the guidance received
from them throughout the year.

The economies of the other markets where the Group


operates, namely Brunei and India, are still robust
with relatively healthy GDP growth. The Singapore
economy on the other hand is expected to grow
between 1%-3%. The Group plans to continue
growing in these markets through the sustained
development and refurbishment of stores and the
delivery of operational excellence.

Finally, on a personal note, we would like to


thank our colleagues on the Board and the entire
management team for their outstanding contribution.
Their commitment to the long term growth of the
business has again produced results the Group
can be proud of. The KFCH Board of Directors
grew from eight members to nine last year, and
we offer a warm welcome to the newest member,
YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum
Sultan Salahuddin Abdul Aziz Shah Alhaj, whose
appointment took effect on 1 June 2011.

The food sector is relatively healthy but faces


inflationary cost pressures. The Group expects profit
margins to be tight and it plans to generate earnings
growth by continuing to drive topline aggressively
through new and repeat customer purchases. It
will strive to develop and introduce new winning
products, launch successful promotions that provide
value for its consumers, invest in new facilities and
refurbish existing ones, and improve customer service
and experience. The Group is also continuously
seeking better cost efficiencies as well as improving
productivity in all its business segments.
While the operating costs of the KFCH International
College remain high, the College is confidently
expected to break even in 2012, and the Group
anticipates starting to reap the rewards of its recent
major capital investments in the coming years.

KAMARUZZAMAN BIN ABU KASSIM


Chairman

All in all, the Board is confident of maintaining the


Groups current growth for the year.

AHAMAD BIN MOHAMAD


Deputy Chairman

JAMALUDIN BIN MD ALI


Managing Director

31

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

Customers Remain
the Groups
Number One Priority
INTRODUCTION
Groupwide, 2011 was a year of commendable
achievement. The KFC network continued to expand
in Malaysia, Singapore, Brunei as well as India, and
an imaginative programme of enticing new menu
items, irresistible special promotions and appealing
outlet enhancements continued to draw ever larger
crowds.
Subsidiaries also made considerable progress,
particularly the Integrated Poultry Operations and
Ancillary Operations, while the KFCH International
College has already attracted more than 800
students to date, many of whom are expected to join
the Group as staff members in due course.
KFC MALAYSIA
In 2011, KFC Malaysia revenue jumped to RM
1,655.3 million, 10.6% up on the RM1,496.9 million
recorded the year before.
The Malaysian team achieved this success with a
combination of compelling marketing and promotional
campaigns and irresistible new products to draw
customers into the outlets. Simultaneously, a range
of service enhancements and facilities upgrades
improved comfort and efficiency, whether customers
are eating in, taking away or driving through.
jamaludin bin md alI
Managing Director

32

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

The division initiated three projects during the year

KFC also installed a Self-Order Service Kiosk on a

to increase operational efficiency. A new Kitchen

trial basis at Wisma KFC, which further cuts queue

Display System (KDS) had its trial run at Wisma

time by allowing customers to use the kiosk to place

KFC. The KDS is effectively a packing monitor, and

their orders, then collect their food and pay at the

its use has resulted in much improved service time,

counter. Initial results have been encouraging.

especially during lunch and dinner time. Having


packers at each cash counter during peak periods

The

have meant shorter queues and higher transaction

development of two customer service squads.

counts. In early 2012, the KDS will be rolled out to

This concept clarified managerial roles in the

our high sales volume restaurants in Malaysia.

restaurants by establishing the Customer Mania

33

Groups

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

third

quality

initiative

was

the

Review of Operations

Squad, involving cashiers and dining staff, and the

was a very successful limited time offer, accounting

Product Champion Squad for the cooks and backup

for about 10% of the total sales for the promotional

staff. Each manager is accountable for recruiting,

period.

training, engaging and energising his or her squad


to deliver the most effective service. The goal is to

In April 2011, the spotlight shone on the new So

achieve higher training levels and a better working

Good tagline. But this is not just a tagline the

environment in the restaurants.

objective is for customers to be so delighted with


KFCs food and service that they cannot help but

To keep the menu vibrant, eight new items were

exclaim that it is So Good! The marketing team

introduced throughout the year, each product

pitched a 5-star campaign to spread the word, and

launch celebrated with a well-advertised promotion.

a new Chicken Chop with Mushroom Gravy was the

Offerings such as the Fish Donut, Chicken Chop

anchor product.

with Mushroom Gravy, Quarter Chicken with Black


Pepper Sauce, Ol Pocketful, Tom Yum Crunch,

The Group also focused its attention on breakfast,

Double Zinger Burger and Krushers with new flavours

offering customers a different experience during

enticed customers eager for variety.

the morning hours by providing a Breakfast Corner


with free coffee refills, daily newspaper and radio

The Group implemented a comprehensive marketing

playing in the background. The breakfast menu

programme in 2011. The large number of promotions

was rejuvenated by the introduction of the new a.m.

throughout the year meant that customers could


always find something exciting happening at KFC,
and via several channels, customers were informed
of the latest events. The year kicked off with a
celebration to mark the opening of KFCs 500th
restaurant. As an expression of gratitude to loyal
customers, KFC Malaysia offered a Celebration
Combo, which came with a limited edition 24-karat
gold-inscribed Celebration Mug.
Chinese New Year followed soon after, and the
outlets introduced the Fish Donut, either a la carte
or in a combo meal with two pieces of chicken. This

34

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

Cheezy Egg Bun Combo, an improved a.m. Chicken

renovated 18 restaurants during the year. 24 new

Porridge Combo, and an a.m. Riser Combo.

outlets expanded the networks reach further, and


KFC aimed to better accommodate the needs of

KFC Malaysia honoured the fasting month of

busy customers by increasing the number of outlets

Ramadan and the Hari Raya holidays in July and

offering drive-thru service.

August 2011 by offering a delectable Quarter


With 539 restaurants in total 455 in Peninsular

Chicken with Black Pepper Sauce.

Malaysia and 84 in East Malaysia the Group


retained its market dominance. KFC remains

In November, the team kicked off a season of kids


marketing efforts and got into the spirit of the Happy

Malaysias largest restaurant chain. Another 15 new

Feet 2 movie release. As parents and children flocked

restaurants are planned in 2012.

to the cinemas, they also celebrated the beginning of


KFC SINGAPORE

the school holidays by feasting on the KFC Happy


Feet 2 Combo. In mid-December, promotional offers
continued to entice parents and children with the

Singapores economic growth, especially in early

Ben 10 and PowerPuff Girls Chicky Meals. Both of

2011, and an increased store count led KFC

these offerings included movie-themed buckets and

Singapore to achieve record sales of RM409.1

collectible figurines.

million, up RM40.5 million (or 11%) on 2010.

Reflecting the commitment to provide customers

To celebrate Chinese New Year, the menu featured

a fresh and inviting dining ambience, the Group

the new KFC Fortune Feast signature food in a


collectible bucket with complementary cushion
covers. The Egg Tart (first launched in 2010) made
another appearance, this time transformed for the
festive season. The Mandarin Orange Egg Tarts were
sold individually and in colourful boxes of six.
KFC Singapore officially launched its So Good
tagline in February. This campaign highlighted fresh
preparation techniques that set KFC apart from
its competitors. All KFCs cooks were recertified
to ensure consistently excellent quality. Special
promotions and a So Good photo contest engaged
Singaporeans in the celebration.

35

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

2011 was a year of exceptional product innovation.

In 2011, KFC Singapore collected RM336,380 for

Blueberry Pancakes injected novelty and renewed

victims of the continuing famine in the Horn of Africa,

interest in the KFC breakfast menu. The Ultimate

a 12% increase over 2010.

Boxes were introduced in January 2011, and in


April, the box meal range was expanded to include

The final campaign of 2011 returned to the So

the Ultimate Roasta Box. In conjunction with the

Good tagline, using television and digital media

highly anticipated Transformers 3 Dark of the Moon

to convey the warm emotional connection that

movie, the team launched a new big eat targeting

Singaporeans have with KFC, sharing authentic

Transformers fans with hearty appetites. A series of

customer testimonials.

collectible action figures and a limited edition beach


mat added to the campaigns popular appeal. In

KFC Singapore was the proud recipient of the Caring

July, chicken and two cheeses merged to create

Employer Award from Singapore Compact CSR and

the Cheesy Crunch, which was received with great

the Leader Award from Enabling Employers Network,

enthusiasm.

as well as four Markies awards from Marketing


Magazine.

In August, the Group focused on publicity for the


KFC a.m. breakfast offerings. Singaporeans have

2011 ends with a count of 80 stores, which includes

embraced online media, and they responded warmly

six new openings or relocations, offset by three

to the I a.m. campaign, which invited them to share

closures.

via Facebook how KFC a.m. touches their lives. The


four most inspiring stories were made into three-

The Group predicts that 2012 will present challenges

minute webisodes and shown online and on TV.

in the area of employment, as Singapores

The new KFC Singapore Facebook page now has

unemployment hit a low of 2% in 2011. Competition

over 130,000 fans and counting! During this period,

for market share will also increase as new restaurant

customers were delighted by the Double Chocolate

chains open outlets on the island. As always, the

Egg Tart boasting the perfect blend of egg tart with

staff will respond to challenges positively and are

dark and milk chocolate.

confident that a programme of imaginative campaigns


and products will continue to draw Singaporeans to
KFC.

In October, KFC added a seventh wonder to its range


of six Snackers a pasta shrimp flavour. For every
Snackers and meal coupon purchase, RM0.48 was
donated to the World Hunger Relief Programme.

36

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

In June, customers stayed cool with a new range


of Kafeccino iced coffee drinks. The Frappe, Iced
Kapuccino and Iced Mochaccino start with a base of
strong, cold coffee then gain extra allure from vanilla
cookie crumble, whipped cream, and chocolate.
Catering to the 40% of Indians who are vegetarian,
KFC India launched two new meatless combos in
August. The Veg Rizo Meal comprises of flavourful
rice and spicy gravy, served with three veg strips and
a regular Pepsi. The Veg Zing Kong Box contained
a spicy, crunchy Veg Zinger, three veg strips, regular
fries, a regular Pepsi and a chocolate.
Targeting young working adults, the September
launch of the Fiery Grilled featured a unique
combination of KFCs signature spices grilled with
the steam roast technology in a combi oven. This
offering accounted for 15% of total sales during the
launch period.

KFC BRUNEI
KFC Brunei expanded from nine to 12 restaurants
in 2011, and total revenue surged 25% to RM20.5
million.

Currently, KFC India has 16 outlets, of which three


were opened in early 2012.

The Brunei team came up with a full calendar of


new product releases, activities, and premiums to
keep KFC in the public eye. Seven intriguing new
products such as the Fish Donut and Tom Yum
Chicken successfully caught popular attention, and
the team joined corporate marketing partners for ten
assorted month-long activities and promotions. KFC
Brunei also pursued a very energetic programme of
in-house training, with staff attending nine different
seminars.

RASAMAS & KEDAI AYAMAS


RasaMas reduced the number of outlets in Malaysia
and Brunei from 42 to 27 during 2011. With fewer
restaurants in service, 2011s sales of RM19 million
were 23% down on 2010.

Expansion plans for 2012 include two new inline restaurants, two drive-thrus, and image
enhancements for the KFC Berakas facilities.
KFC INDIA
In its second year of operations, KFC India reported
revenue of RM19.8 million, an impressive increase
on 2010 sales of RM13.6 million.
To capitalise on the Indian passion for Cricket, KFC
India was an Official Partner in the 2011 ICC World
Cup. The staff got into the spirit by wearing special
tournament t-shirts, and customers took advantage
of the limited time offer of meals served in a cricketthemed Fan Bucket.

37

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

The Integrated
Poultry Operations
Segment Saw
Another Year of
Growth in 2011.
Revenue Including
Intercompany Sales
Advanced 13.8%
from 2010, Climbing
to RM1,472 Million.
More positively, vigorous marketing campaigns used
varied media and creative tactics to reach consumers
throughout 2011. RasaMas devised a new menu in
February, and in April commenced a campaign to
celebrate the brands Typically Malaysian identity.
The redesigned website came online in April,
and by July, the visitor count exceeded 10,000.
The marketing team maximized the use of social
media Twitter, Facebook, blog and website as
well as e-mail and SMS to publicise 16 promotions
throughout the year, including Chinese New Year and
Ramadan specials, new product announcements as
well as coupon offers.
Meanwhile, Kedai Ayamas sales jumped by 41.1%
to RM77.7 million, and the new Kedai Ayamas
(Sabah) contributed an additional RM743,000 to the
2011 revenue stream. The store count increased
from 49 at the beginning of 2011 to 75 at the end
of the year.
40 outlets now offer delivery services, and August
saw the installation of e-pay terminals in the
branches to give customers yet another level of
convenience. 2011s new products included the
Percik Roaster, and Ayamas re-launched the highly

38

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

popular Auspicious and Spicy Siam roasters on

Under the Groups Breeder Farm and Hatchery

a limited-time basis during the festive seasons. In

division, the breeder farms produce eggs which

addition, corporate partners Digi and Bank Rakyat

are sent to hatcheries to be hatched into Day-Old-

helped publicise two other innovative special offers.

Chicks (DOC). In 2011, the division produced 38.6


million DOCs with a value of RM48.8 million.

INTEGRATED POULTRY OPERATIONS


KFC Marketing
The Integrated Poultry Operations segment saw
another year of growth in 2011. Revenue including

KFC Marketing Sdn Bhd (KFC Marketing) was

intercompany sales advanced 13.8% from 2010,

incorporated in 2001 as a sales, marketing and

climbing to RM1,472 million.

trading arm for KFC Holdings (Malaysia) Bhd


(KFCH) and external markets, both domestically

Ayamas Food Corporation Sdn Bhd (AFCSB)

and internationally. With a vision to be the preferred

processing plants contributed greatly to the increase,

distributor of superior quality halal brands, the

up by 8.5% on 2010 levels. The Groups expanding

subsidiary performed exceptionally well in 2011, with

restaurant chains and stores KFC, RasaMas and

sales growing by 23.3% to reach RM273.1 million.

Kedai Ayamas continue to increase their order

Sales to the domestic open market increased once

volumes, thus boosting internal sales figures.

again, and open market export sales also jumped to


RM15.9 million in 2011.

2011 was not without challenges, as rising chicken


Groups

In addition to the Groups own products, KFC

products,

Marketing distributes third-party international brands

however especially processed foods such as

such as Simplot, Divella, Mission, Kewpie and

sausage, nuggets, etc. continues to rise steadily,

Leggos. Datuk Redzuawan bin Ismail, better known

so this subsidiary took steps toward greater self-

as Chef Wan, now acts as brand ambassador for

sufficiency and expansion into niche markets.

KFC Marketing, further strengthening the companys

prices

made

performance.

an

impact

Demand

for

upon

the

chicken

position.

39

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

Ayamazz Roti Impit


Ayamazz Sdn Bhd was established in 2009 as a
wholly owned subsidiary of KFCH. It began by selling
quick, affordable chicken dishes from push-carts
in Malaysias college, university and polytechnic
campuses.

Each

push-cart

is

independently

operated, and the Ministry of Higher Education


has recognised the Ayamazz Roti Impit business
model as a successful means of nurturing young
entrepreneurs.
2011 was the second year that Ayamazz Roti Impit
hot dog carts have plied Peninsular Malaysias
higher education campuses, and there was a
commendable 330.4% rise in gross sales, which
reached RM581,000.

Usahawan Bistari Ayamas

Looking forward, Ayamazz has collaborated with Jati

Usahawan Bistari Ayamas Sdn Bhd (UBASB) is a

Bestari Sdn Bhd and other companies to expand

wholly-owned subsidiary of KFC Marketing, and is

its business by more aggressively marketing and

a key element in the Groups CSR commitment to

promoting the programme and by establishing more

assist those in need. UBASB was established in

Ayamazz Roti Impit kiosks nationwide, including in

2009 to bring the Ayamas brand to the lower-income

Sabah and Sarawak. The business model has also

market sector.

grown to include kiosks, flip-counters, and hawker


vans, and the goal for 2012 is to add 100 new open

UBASBs business model engages housewives,

market outlets by the end of the year.

single mothers and other lower income individuals


who are interested in business to become Sudut
Ayamas operators. Parallel objectives are to provide
an opportunity for the operators to generate extra
income and to inculcate entrepreneurship among
their children and family members. The Sudut
Ayamas operators are the front-line stocking and
sales agents for the UBASB products. Although they
are packaged differently and sold at lower prices, the
products all maintain Ayamas hygiene, quality and
halal certification.
The pilot project was introduced in Pasir Gudang,
Johor in collaboration with the local city council and
Johor Corporations Waqaf Dana Niaga. At the end
of 2011, there were 819 Sudut Ayamas operators all
over Malaysia.
UBASBs success has attracted the attention and
support of several Government agencies such as
Majlis Agama Islam Negeri, Majlis Amanah Rakyat
(MARA), Jabatan Tenaga Kerja (JTK), Jabatan
Kebajikan Masyarakat (JKM), the Ministry of

40

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

2011 was the Second


Year that Ayamazz Roti
Impit Hot Dog Carts
have Plied Peninsular
Malaysias Higher
Education Campuses,
and there was a
Commendable 330.4%
Rise in Sales, which
Reached RM581,000.

International Trade and Industry (MITI), Yayasan


Pembangunan Keluarga (YPK), FELDA and also
Pusat Pemulihan Dalam Komuniti (PDK). With
the support of these partners, UBASB expects to
continue on its rapid growth curve.
Feedmill Division
The Feedmill operations made good progress in
the past year. Revenue for 2011 rose 8.6% to
RM208 million. Increased broiler production to meet
the Groups chicken requirements translated to
137,000 metric tonnes of feed milled, an increase
of 1,000 metric tonnes over the previous years
production.

Estimates

of

broiler

requirements

for 2012 are higher still, and feed volume is also


expected to grow.
Breeder Farms & Hatchery
In 2011, the revenue achieved by the Breeder
Farms and Hatchery division rose to RM93.8 million.
Meanwhile, the division considerably boosted its
production by investing in additional facilities.
ANCILLARY OPERATIONS
During the year under review, the Groups ancillary
operations made further commendable progress.
Sauce Manufacturing
Region Food Industries Sdn Bhd (RFI), which
manufactures sauces both for the Group and for
external markets under the brand name Life,
reported an impressive sales growth of 12.5% from
RM89.9 million to RM101.1 million in 2011.
At RM46.2 million, internal sales accounted for
45.8% of the revenue, a rise of 9% over the previous
year. Meanwhile, external domestic sales of RM38.6
million and export sales of RM16.3 million contributed
38.1% and 16.1% of the revenue respectively.

41

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

In addition to continuing upgrades to existing

Bakery & Commissary

equipment in 2012, the Bakery division will initiate


In 2011, the Bakery division recorded sales of RM31.2

the planning phase of a new bakery line to support

million. It also achieved a 7.7% increase in bun

KFC and Pizza Hut business expansion. Likewise,

production and introduced the Butter Scotch Bun to

the

the KFC product line. The rectangular Butter Scotch

include primary and secondary wash and spin-dry

Bun has a rich butter caramel and milk flavour and is

equipment, which will both enhance quality and

already proving a popular addition to the KFC menu.

reduce costs.

Commissarys

ongoing

improvements

will

Meanwhile, a new pizza dough line a 700 square


metre facility providing dough for 42 PHD outlets to

Tepak Marketing

date began operations in February 2011.


Tepak Marketing Sdn Bhd (Tepak), a wholly owned
The renewal of the Bakerys HACCP (Hazard

subsidiary of KFCH produces, markets, and sells

Analysis Critical Control Point) and ISO 9001:2008

beverages and nutritional drinks for the domestic and

certifications demonstrated its continued high

export markets. In addition to various tea products

production standards. In compliance with HACCP

sold in packets, pot bags and sachets, Tepak also

requirements, the Bakery completed a flooring

manufactures carbonated drinks in PET bottles and

upgrade in November 2011.

aluminium cans.

The Commissary division generated sales of RM1.7

Tepaks revenue declined by 5.4% to RM23.6 million

million plus a 4.3% increase in coleslaw production,

in 2011, mainly due to the restructuring of production

amounting to over two million packets in total. The

and delivery by Unilever, one of the companys largest

coleslaw facilities also received flooring upgrades in

customers.

April and May 2011 to meet Yum! requirements.

42

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Review of Operations

GROUP LOGISTICS DIVISION

HUMAN CAPITAL DEVELOPMENT

The Logistics division under KFC Manufacturing

KFCH currently employs over 28,000 people in

Sdn Bhd expanded its dry stock storage capacity in

Malaysia, Singapore, Brunei and India, making it

2011 in line with the growing number of restaurants

one of the largest food sector employers in the

and stores. The Groups original 45,000 square foot

region. The Groups active and holistic approach to

warehouse was in Glenmarie. 2011 saw it shift to

employee recruitment, training, and retention reflects

a new double-storey warehouse complex offering

the value it places on its staff.

300,000 square feet at Jalan Gerudi, Port Klang.


During 2011, KFCH used a variety of recruitment
The new facility offers 16 loading bays, five receiving

methods to fill vacant and newly-created positions.

bays, space for nearly 17,000 pallets, and new

The Group participated in numerous job fairs and

heavy equipment. The transition went smoothly,

advertised its requirements in newspapers, leaflet

and the new warehouse was fully operational on

and email campaigns, flyers and restaurant postings.

1 November 2011. It now serves over 921 stores

It also offered referral incentives to current staff.

and restaurants in Malaysia, Brunei and Cambodia.


In future, the Logistics division plans to extend its

KFCH is committed to retaining valued employees,

facilities and services to third parties, thus becoming

and thus offers a variety of training, advancement

a profit centre.

and recognition opportunities, including organised


activities and sports tournaments, conventions, and

KFCH INTERNATIONAL COLLEGE

award ceremonies.

The KFCH International College now spans two

The Group invested RM7.2 million in training and

campuses in Puchong and Johor Bahru. At present,

development programmes in 2011. This figure is

over 800 students are enrolled in nine diploma

equivalent to 5.25% of total employee compensation

programmes, including a variety of hospitality-

and illustrates the importance of training to the

related disciplines, as well as Early Childhood

organisation.

Education, Business Administration, and Information


On average, KFCHs full-time employees received

Technology.

67 hours of training over the year, and nearly 8,000


During the year, the College achieved a revenue of

staff participated in training. Opportunities included

RM4.3 million from its diploma programmes and a

in-house soft skills training, and public programmes

further RM325,675 from short courses.

on a range of topics designed to build technical,


financial,

43

business

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

and

management

abilities.

Review of Operations

Furthermore, 40 students were sponsored in full-

At the Annual Long Service Awards, KFCH recognises

time diploma courses at the two KFCH International

employees who have served the company and its

College campuses and 23 more in various part-time

customers for ten years or more with awards of BSN

programmes offered by other institutions.

savings bonds of RM500-RM1000 each. In 2011,


the Group distributed some RM160,000 in savings
bonds to 257 long-term employees.

Yum! Learning Zone offers an additional training


medium for KFC employees. Through this new
initiative, managers and team members at the

In 2012, the OSH unit will begin a General OSHA

restaurants have access to web-based training,

1994 Compliance Audit. All operating units will be

including virtual classrooms, online meetings, and

subject to the audit, which is in preparation for the


full JKKP Audit. As part of the Groups unflagging

electronic assessments, tests and surveys.

efforts to improve workplace safety, the Accident


The Group continues to place great emphasis on

Prevention Programme will also be revamped in the

Occupational Safety and Health (OSH) training, and

coming year.

four particular activities dominated 2011s efforts.


HALAL COMMITMENT

A proactive Hazard Identification, Risk Assessment


and Risk Control (HIRARC) exercise was conducted
for the restaurant operations, poultry farm and

KFCH guarantees full halal compliance in all of

office-based employees in Wisma KFC. A new,

the Groups markets. Every aspect of our food

comprehensive Safety and Health Manual was

manufacturing processes, including raw materials

published for the Farm and Hatchery division, and

procurement,

the Procedures for Reporting of Accidents in the

and utensils follow strict controls. The Group

Workplace were enhanced. The new procedures

pays keen attention to any products acquired

cover not only reporting and documenting accidents

from foreign suppliers, requiring that they be halal

but also aspects of investigation for the purpose of

certified within the source country and accepts only

preventing recurrence. Finally, the Department of

certificates recognized by the Department of Islamic

Safety and Health (JKKP) Audit Kit for the restaurant

Development Malaysia (JAKIM).

division was improved to assist employees as they


prepare for the OSHA 1994 compliance audit.
Effective organisations perform regular employee
appraisals to identify areas for growth and to
recognise successful achievements. KFCH updated
its evaluation forms last year to include reverse peer
appraisals.

44

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

preparation,

packaging,

storage

Review of Operations

Esteemed

scholars

from

Islamic

LOOKING FORWARD

institutions

comprise the KFCH Shariah Advisory Council, which


inspects every stage of the food production chain.

KFCH continues to prosper as families and friends

The Council examines equipment, ingredients, and

get together to relish the Groups products in ever

preparation methods, touring all of the Groups

increasing numbers. Whether eating out or at home,

facilities, restaurants and factories. Once the internal

customers of all ages demonstrate their delight with

Council is satisfied, JAKIM is requested to repeat

the menus. Superb service has won their loyalty, and

the entire inspection process. After that, all of the

the Groups commitment to corporate responsibility

Groups products bear the official JAKIM stamp

has strengthened the bond with the communities in

indicating full halal compliance.

which it operates across the region. KFCH moves


forward upon a solid financial foundation, with a clear
vision of future goals as well as the determination to

KFCHs internal Shariah and Halal Department


reports directly to the Shariah Advisory Council.

achieve them. In 2012, all the Groups stakeholders

The department plays a vital role in the Groups

can be confident of celebrating yet another year of

halal commitment, creating a deeper understanding

success.

of halal principles for all stakeholders both within


KFCH and beyond via training exercises and media
campaigns. The department strives to develop
mutually beneficial relationships with relevant NGOs,
and it acts as the first response unit for the Groups
Shariah Advisory Council.

45

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

we bring

Balance
to a Healthy
Lifestyle...
46

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

47

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

...with a spoonful of

Responsibility.

There is more to KFCH than just great food. We take action to


strengthen communities, develop employees potential, offer
greater opportunities for employment and education and help
preserve our environment. It is our belief that each decision affects
the greater community at large. As such, we take our Corporate
Social Responsibilities to heart and are passionate about effecting a
change for the good.
48
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011

49

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Social Responsibility

Corporate Social
Responsibility (CSR)
Plays an Increasingly
Important Role in the
Malaysian Business
Arena, and KFC
Holdings (Malaysia)
Bhd (KFCH) has Made
it an Integral Part of the
Groups Culture.

As part of the Groups commitment to


contributing to the wellbeing of the
communities in which it operates, KFCH
embraces its responsibility through
extensive activities within the region.The
Group also never loses sight of the fact
that each decision has an impact on both
employees and customers.
The Group takes CSR very much to heart.
As a corporation, KFCH realises the
impact it makes within its community
and the vital role in sharing and
promoting its CSR principles.As KFCH
takes action to strengthen communities,
develop employees potential, offer
greater opportunities for employment
and education, as well as preserve the
environment, it is with the belief that the
benefits extend to everyone involved.

48

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Social Responsibility

COMMUNITY

Tabung Penyayang KFC

KFCH has always striven to build strong relationships


with the communities in which it operates, and the
CSR initiatives in this area highlight the Groups
dedication. In certain cases, aid takes the form of
purely philanthropic donations to organisations
such as the Kiwanis Down Syndrome Foundation,
the Cancerlink Foundation, Rumah KFC Bakti
Semantan, and the Kuala Lumpur Society of the
Deaf, now known as the Malaysian Federation of the
Deaf. On other occasions, the Group joins community
members by sponsoring and participating in a variety
of events and activities.

Established in 1997, Tabung Penyayang KFC is a


vehicle for the Groups various CSR programmes to
help the needy. Funds are collected for these initiatives
in two ways. First, KFC donates to the fund ten cents
from every Chicky Meal sold. Second, collection
boxes are placed at strategic locations in every
KFC restaurant in Malaysia, thereby encouraging
customers to add their own contributions. In 2011,
Tabung Penyayang made regular contributions to a
variety of charities.

KFCS Feeding Programme

2011 marks the fifth year that KFC and Pizza Hut
participated in the World Hunger Relief Programme.
On 29 October, the Group organised the Step Out,
Stop Hunger 5km charity walk in Putrajaya. Over
10,000 people joined this event, which also featured
a games carnival, musical concerts and various
contests as well as other activities. Over RM2.1
million was collected and distributed to the faminestricken around the world as well as local charities.

Be the Movement Charity Walk

KFCs Projek Penyayang, one of the Groups most


rewarding and beneficial initiatives, is now in its
18th year. Organised four times a year, usually in
conjunction with festive seasons, this programme
sees the distribution of free meals to various charity
homes. In 2011, 150 homes with over 12,000 less
fortunate residents throughout Malaysia benefited
from this programme. By the end of the year, over
48,000 KFC meals were shared.

49

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Social Responsibility

KFC Hearing Impaired Community Care Stores

Football Association of Johor

26 years ago, KFC launched a pioneering effort


of which it is still immensely proud of. Indeed, the
Hearing Impaired Community Care Stores have
attracted worldwide recognition. Malaysia now
boasts four KFC restaurants run entirely by speechand hearing-impaired staff, offering 60 members of
this community independence and empowerment.
KFCs Hearing-Impaired Community Care Stores
are located in Sentul Raya (Kuala Lumpur), Tanjung
Aru (Sabah), Saujana (Sarawak) and Taman Masai
(Johor).

In 2011, KFC commenced sponsorship of this


sporting association, joining the teams royal
patron, DYMM Sultan Ibrahim Ibni Almarhum Sultan
Iskandar, Sultan of Johor, in supporting the team as
it represented the state in national competitions.
International Childrens Day
KFCs involvement with International Childrens
Day began in 1994. On 22 October, the Group
contributed to the 2011 celebration, which was held
at Sri Pentas. YB Dato Sri Shahrizat binti Abdul
Jalil, Minister of Women, Family and Community
Development officiated at the event, where over
6,000 children enjoyed the Kids Parade, board
games, cake decorating competition, colouring
contests and more.

Buka Puasa with Orphans


On 10 August 2011, KFC Malaysia contributed
duit raya, KFC vouchers and food to a buka puasa
gathering in Batu Pahat, Johor. DYMM Sultan
Ibrahim Ibni Almarhum Sultan Iskandar, Sultan of
Johor, officiated at the event which brought joy to
over 200 orphans from the surrounding areas.

50

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Social Responsibility

International Kite Festival

Utusan Sepaktakraw

For the second year in a row, KFC sponsored the
KFC-Utusan Sepaktakraw tournament. The Grand
Finale, held at The Curve, Petaling Jaya, was
attended by YB Dato Ahmad Shabery bin Cheek,
Minister of Youth and Sports.

KFC Malaysia was the main sponsor of the


International Kite Festival, organised by the Pasir
Gudang (Johor) City Council in February 2011.
As visitors enjoyed the colourful kites in the sky,
they were also able to sample KFC, RasaMas and
Ayamazz Roti Impit meals at the venue.

51

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Social Responsibility

and procedures adhering to halal requirements, and


employees are devoted to maintaining the most
rigorous standards.

Malaysian Yacht Association


Since 2007, KFC has been very active in Malaysian
yachting, contributing every year to the Malaysian
Yacht Association. In 2011, the Association held
regattas around Malaysias coasts and islands,
including Langkawi, Penang and Terengganu.
The regattas attracted international participation
with entrants from countries such as Australia,
New Zealand, Brazil, Mexico, USA, South Korea,
Cambodia, Sri Lanka, India and Hong Kong.

The Halal Food Standards Realisation (HAFSTAR)


programme was developed by the Halal Development
Corporation (HDC) and the Department of Standards
(SIRIM) to promote Malaysian halal standards. KFCH
is an active participant in the programmes events
which occur all over Malaysia and provide a forum
for discussion and education.
In April 2011, KFCH set up an exhibitors booth at
the Malaysian International Halal Showcase (MIHAS),
Malaysias largest food and beverage exhibition. The
fair drew over 16,000 people and gave the Group an
excellent opportunity to share its halal-certified foods
and services with an international audience.

MARKETPLACE
Halal Initiatives
One of the most essential aspects of the Groups
continued success is its insistence upon strict halal
compliance. Customers rely upon all KFCH products

52

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Social Responsibility

WORKPLACE

Restaurant Managers Convention

KFCH is currently one of the largest employers in


the food sector industry in the region, with a team
of over 24,000. The Group acknowledges the
substantial role personnel have played in its success,
and to reward the hard work and fuel the personal
and professional development of its staff, various
events are organised throughout the year. The Group
believes that each individual plays an important role
in contributing to the success of the company. To
reward its staff for their dedication, commitment and
hard work, various activities were organised.

The KFC Restaurant Managers Convention was held


at Nexus Karambunai Resort in Sabah. For their roles
in Making KFC So Good (which was the theme of
the 2011 convention), the managers celebrated
each others accomplishments at award ceremonies
and enjoyed some well-earned relaxation on outings
to the Mount Kinabalu foothills and nearby Mamutik
Island.

53

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Social Responsibility

National Ayamas Challenge

Champs Challenges

In 2011, Kedai Ayamas and RasaMas introduced a

The 2011 National Champs Challenge took place

nationwide initiative for staff with the aim of setting

from 26-27 April at the KFC Subang 2 Drive-Thru.

and maintaining superior standards in customer

11 teams competed: nine teams from Peninsular

service by way of a fun-filled competition. More than

Malaysia and one team each from Sabah and

60 employees in 16 teams took part in the inaugural

Sarawak. At the end of the event, the five best team

competition. The finals were held in December at

members and manager were chosen to represent

Wisma KFC, and the winning teams and individuals

Malaysia in the Regional Champs Challenge in

won a range of trophies and prizes.

Jakarta, Indonesia in November 2011. Ten teams


competed at this event, and the Malaysian team
came home with five individual and executional
awards.

54

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Social Responsibility

Hari Mekar Quality Day

Gerak Kemas

The Groups holding company, QSR organises its

KFCH introduced its own 5 Sigma (5S) initiative at

popular annual event, Quality Day or better known as

Wisma KFC in 2009. The goal of this programme,

Hari Mekar. Every December, Hari Mekar brings teams

known as Gerak Kemas (GK), is to ensure office

of employees together for one day to compete in

cleanliness by discarding unwanted items like empty

quality-related contests. It is a vibrant forum in which

boxes and obsolete documents. GK has since

employees present their ideas for new methods and

become an annual spring cleaning event at Wisma

projects to increase productivity and reduce costs.

KFC. In 2010, staff successfully incorporated the

The winners of the QSR Hari Mekar proceed to the

Hazard Hunt as part of the GK programme, whereby

JCorp Hari Mekar, where they compete against

employees identify potential hazards in the office

teams from JCorp and all its subsidiaries. They also

environment. This in turn raised the endeavour from

go on to represent QSR at the Malaysia Productivity

5S to 6 Sigma (6S).

Corporation (MPC) Awards. The overall winner at the


JCorp Hari Mekar for the fifth consecutive year was

In 2011, the 6S audit was launched, involving all

KFCHs holding company, QSR.

personnel in Wisma KFC. The Gerak Kemas Audit


Committee carried out two separate audit sessions
during the year. The aim of these exercises is to

Bank Negara Malaysia GP2000

inculcate the 6S culture amongst all staff and to


In 2011, Bank Negara Malaysia organised the

promote a sense of mutual responsibility for safety

GP2000 programme. The programmes objective is

and cleanliness in their office environment.

for participating companies to provide training and


employment opportunities for 200 recent graduates

THE ENVIRONMENT

from low-income backgrounds. KFCH joined the


programme in 2011, and as of 1 June, had selected

KFCH is concerned with the impact that its

four candidates. By the end of the training period,

operations have upon the environment. The Group

all four candidates were accepted as permanent

consistently aims to find ways to deploy ecologically

employees.

sound practices whilst maintaining its high levels of


product quality and shareholder value.

55

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Social Responsibility

Ayamas Port Klang

Bakery & Commissary

Since 1998, Ayamas Port Klang has operated its own

The Bakery and Commissary divisions, based at

waste water treatment facility. The final discharge

Kompleks KFC Glenmarie, also operate their own

earns the Malaysian Department of Environment

waste water treatment plant. Releasing treated water

(DOE) rating of Standard B. The Group has since

which meets the DOE Standard B rating, it employs

invested approximately RM5 million in upgrading

a Biological Treatment System, which consists of

the facility a number of times. The facility uses two

an Up-Flow Anaerobic Sludge Bed (UASB) and

different waste water processes, a Continuous

Alternative Intermittent Cyclic Reactor (AICAR).

Processor and a Sequential Batch Reactor (SBR)


process. At present, the plant treats approximately

Region Food Industries

2,000 cubic metres of waste water discharge per


In 2004, Region Food Industries Sdn Bhd (RFI), the

day.

Groups sauce manufacturing division, deployed its


own waste water treatment plant. The final discharge

Ayamas Bandar Tenggara, Johor

meets the DOEs Standard B rating, and the plant


In 2009, the Group opened its second waste water

treats about 250 cubic metres of waste water per

treatment facility at Ayamas Bandar Tenggara, Johor.

day using a continuous biological and chemical

This facilitys final discharge is in compliance with the

process. In 2009, to reduce its environmental impact,

DOE Standard A. Built at a cost of RM2 million, this

RFI also upgraded its burner to enable its production

waste water facility uses only the SBR process, and it

machinery to use natural gas instead of diesel.

treats 800 cubic metres of final discharge waste water


per day.

56

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Corporate Social Responsibility

LOOKING AHEAD

In the years ahead, KFCH will continue to fulfill its


role as a responsible corporate citizen by working

In partnership with its holding company, QSR, KFCH

in close cooperation with the communities in which

has set up the Yayasan Amal Bistari (YAB) to form the

it operates because, in the final analysis, the most

framework and oversee funding of all CSR initiatives

effective way to enhance the lives and environments of

by both QSR and KFCH. Under the YAB umbrella,

those communities is through the direct involvement

it has succeeded in boosting the effectiveness and

of the Group and its people.

organisation of its CSR endeavours by creating


awareness of the Groups activities.

57

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

we bring

Freshness
and Quality
to your Dining
Experience...
58

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

59

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

...with a dash of

Tender
Loving Care.
At our restaurants, we have one mission: To serve only the best
food. We start with only the finest ingredients that is delivered fresh
from our farms all the way onto your plate. Easy? No. But it only
takes one bite to remember why all that extra effort is worthwhile.
Because fresh tastes better. 60
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011

61

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Board of Directors

From Left to Right :


HASSIM BIN BABA
DATIN PADUKA SITI SADIAH BINTI SHEIKH BAKIR
YAM TENGKU SULAIMAN SHAH ALHAJ IBNI ALMARHUM
SULTAN SALAHUDDIN ABDUL AZIZ SHAH ALHAJ
DATUK ISMEE BIN ISMAIL
AHAMAD BIN MOHAMAD

60

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Board of Directors

From Left to Right :


KAMARUZZAMAN BIN ABU KASSIM
JAMALUDIN BIN MD ALI
KUA HWEE SIM
TAN SRI DATO DR YAHYA BIN AWANG

61

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Profile of Directors

62

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Profile of Directors

Kamaruzzaman bin Abu Kassim, Malaysian, aged


48, is a Non Independent Non Executive Director and
Chairman of KFC Holdings (Malaysia) Bhd (KFCH).
He was appointed to the Board and Chairman of
the Company on 12 January 2011. He is currently
the President & Chief Executive Officer of Johor
Corporation (JCorp).
He graduated with a Bachelor of Commerce
majoring in Accountancy from the University of
Wollongong, New South Wales, Australia in 1987.
He embarked on his career as an Audit Assistant
with Messrs K.E Chen & Associates in May 1988
and later joined Coopers & Lybrand (currently known
as PricewaterhouseCoopers) in Johor Bahru. In
December 1992, he left the firm to join JCorp as
Deputy Manager, Corporate Finance Department.
He was later promoted to become the Executive
Director at Damansara Realty Berhad (a company of
which JCorp is the majority shareholder) in 1999 until
September 2006. He was appointed as the Chief
Operating Officer of JCorp on 1 August 2006 and
was later appointed as the Senior Vice President of
JCorp on 1 January 2009. He was appointed as the
President & Chief Executive Officer of JCorp on 1
December 2010.
He is also the Chairman of Damansara Realty
Berhad, Kulim (Malaysia) Berhad, KPJ Healthcare
Berhad, QSR Brands Bhd and Director of Waqaf AnNur Corporation Berhad. He also sits as Chairman
and Director of several other JCorp Group of
Companies.
He is the Chairman of the Nomination and
Remuneration

Committee

of

the

Company.

Other than as disclosed, he does not have any


family relationship with any director and/or major
shareholder of the Company. He has no personal
interest in any business arrangement involving KFCH.
Kamaruzzaman bin Abu Kassim
Chairman
Non Independent
Non Executive Director

He has not been convicted for any offences.


He attended all six (6) Board Meetings of the
Company held during the financial year ended
31 December 2011.

63

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Profile of Directors

AHAMAD BIN MOHAMAD


Deputy Chairman
Non Independent Non Executive Director

Ahamad bin Mohamad, Malaysian, aged 58, is a

He is the Chairman of the Executive Committee

Non Independent Non Executive Director and the

of KFCH. He is also the Director of Waqaf An-

Deputy Chairman of KFC Holdings (Malaysia) Bhd

Nur Corporation Berhad, an Islamic endowment

(KFCH). He was appointed to the Board on 27 June

institution that spearheads JCorp Groups CSR

2006 and as Deputy Chairman on 2 July 2006.

programmes, including the unique Corporate Waqaf


Concept initiated by JCorp.

He graduated with a Bachelor of Economics


(Honours) degree in 1976 from the University of

He is a member of the Nomination and Remuneration

Malaya. He joined Johor Corporation (JCorp) in

Committee of the Company. Other than as disclosed,

June 1979 as a Company Secretary for various

he does not have any family relationship with any

companies within the JCorp Group. He was involved

director and/or major shareholder of the Company.

in many of JCorps projects; among others are the

He has no personal interest in any business

Johor Specialist Hospital, prefabricated housing

arrangement involving KFCH. He has not been

project and the Kotaraya Complex in Johor Bahru. He

convicted for any offences.

is presently the Managing Director of Kulim (Malaysia)


Berhad, a member of the Board of Directors of KPJ

He attended all six (6) Board Meetings of the

Healthcare Berhad and New Britain Palm Oil Limited

Company held during the financial year ended

(Papua New Guinea). He was appointed as a Director

31 December 2011.

of QSR Brands Bhd (QSR) on 7 June 2006 and


as the Deputy Chairman of QSR on 8 June 2006.
He is also a Chairman and Director of several other
companies within the JCorp Group.

64

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Profile of Directors

JAMALUDIN BIN MD ALI


Managing Director

Jamaludin bin Md Ali, Malaysian, aged 54, is the

He is a member of the Executive Committee of

Managing Director of KFC Holdings (Malaysia) Bhd

KFCH. He is also active as the Director of Waqaf

(KFCH). He was appointed to the Board on 27 June

An-Nur Corporation Berhad, an Islamic endowment

2006 and as Managing Director on 2 July 2006.

institution that spearheads JCorp Groups CSR


programmes, including the unique Corporate Waqaf
Concept initiated by JCorp.

He graduated with a Bachelor of Economics


(Honours) degree from University of Malaya in
1982 and Master of Business Administration from

He is a member of the Nomination and Remuneration

University of Strathclyde, Glasgow Scotland in

Committee of the Company. Other than as disclosed,

1987. He started his career with Malayan Banking

he does not have any family relationship with any

Berhad as Trainee Officer in 1982 and later served as

director and/or major shareholder of the Company.

International Fund Manager in Permodalan Nasional

He has no personal interest in any business

Berhad in 1991. He joined Johor Corporation

arrangement involving KFCH. He has not been

(JCorp) in 1992 and was appointed the Managing

convicted for any offences.

Director of Johor Capital Holdings Sdn Bhd in


1998. Before his appointment as the Managing

He attended all six (6) Board Meetings of the

Director of KFCH, he was the Group Chief Operating

Company held during the financial year ended

Officer of JCorp since 2001. He sits on the board of

31 December 2011.

various companies within the JCorp Group. He was


appointed as a Director of QSR Brands Bhd (QSR)
on 7 June 2006 and was appointed the Managing
Director of QSR on 8 June 2006. He is also the Chief
Executive Officer of KFCH.

65

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Profile of Directors

KUA HWEE SIM


Independent Non Executive Director

Kua Hwee Sim, Malaysian, aged 59, was appointed

QSR and a member of Audit Committee of Kulim

to the Board of KFC Holdings (Malaysia) Bhd (KFCH)

(Malaysia) Berhad. As a professional Accountant she

on 27 June 2006. She is currently an Independent

also provides financial training for companies within

Non Executive Director of KFCH.

Malaysia.

She is a Fellow of the Association of Chartered

She is also the Chairman of the Audit Committee of

Certified

Registered

KFCH. Other than as disclosed, she does not have

Accountant of Malaysia and Singapore. She has

any family relationship with any director and/or major

more than thirty five years of corporate and financial

shareholder of the Company. She has no personal

experience in several industries within Malaysia

interest in any business arrangement involving KFCH.

and overseas. She is currently a Director of Kulim

She has not been convicted for any offences.

Accountant

(UK)

and

(Malaysia) Berhad, which is of the Johor Corporations


subsidiaries listed on the Main Board of the Bursa

She attended all six (6) Board Meetings of the

Malaysia Securities Berhad. She was appointed as

Company held during the financial year ended

a Director of QSR Brands Bhd (QSR) on 7 June

31 December 2011.

2006. She is the Chairman of Audit Committee of

66

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Profile of Directors

DATIN PADUKA SITI SADIAH BINTI


SHEIKH BAKIR
Non Independent Non Executive Director

She is a member of the Malaysia Productivity Council


(MPC) Consultative Panel on Healthcare since 2001
and a member of the National Patient Safety Council,
Ministry of Health since 2003. In 2009, she was
appointed as a member of the Malaysian Healthcare
Travel Council, Ministry of Health.

Datin Paduka Siti Sadiah binti Sheikh Bakir,


Malaysian, aged 59 was appointed to the Board of KFC
Holdings (Malaysia) Bhd (KFCH) on 1 January 2010
as a Non Independent Non Executive Director. Datin
Paduka was also appointed as a Non Independent Non
Executive Director of QSR Brands Bhd on 1 January
2010.

Datin Paduka was a Board member of MATRADE from


1999 to 2010 and an Independent Non-Executive
Director of Bursa Malaysia from 2004 to April 2012.

Datin Paduka has served as the Managing Director of


KPJ Healthcare Berhad (KPJ) since 1 March 1993. She
graduated with a Bachelor of Economics from University
of Malaya in 1974, and holds an MBA from Henley
Management College, University Reading, London,
United Kingdom.

In 2010, Datin Paduka was named the CEO of The


Year 2009 by The New Straits Times Press and the
American Express. In 2011, Datin Paduka achieved
three more awards, namely the Asia Leading Woman
CEO of The Year at the Women in Leadership (WIL)
Forum Asia, the Masterclass Woman CEO of The
Year by the Global Leadership Awards and the
BrandLaureate Transformational Corporate Leader
Brand iCon Leadership Awards 2011 from The Asia
Pacific Brands Foundation.

Her career with Johor Corporation (JCorp) commenced


in 1974 and she is directly involved with JCorps
Healthcare Division since 1978. Datin Paduka was
appointed as the Chief Executive of Kumpulan
Perubatan (Johor) Sdn Bhd (KPJSB) from 1989 until the
listing of KPJ in November 1994.

Other than as disclosed, she does not have any family


relationship with any director and/or major shareholder
of the Company. She has no personal interest in any
business arrangement involving KFCH. She has not
been convicted of any offences.

Datin Paduka is the Chairman of various hospitals


and companies in the KPJ Group, as well as MIT
Insurance Brokers Sdn Bhd. She is a Non Independent,
Non Executive Director of Kulim (Malaysia) Bhd, QSR
Brands Bhd (QSR), and Damansara REIT Managers
Sdn Bhd. Datin Paduka is also a Director of Waqaf AnNur Corporation Bhd, a non-governmental organisation
dedicated to the provision of healthcare services to the
less fortunate.
Committed to promoting excellence in healthcare, Datin
Paduka is the President of the Malaysian Society for
Quality in Health (MSQH), elected since its inception in
1997 to date.

She attended four (4) out of six (6) Board Meetings


of the Company held during the financial year ended
31 December 2011.

67

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Profile of Directors

DATUK ISMEE BIN ISMAIL


Non Independent Non Executive Director

Datuk Ismee bin Ismail, Malaysian, aged 47, was

Datuk Ismee is a director of BIMB Holdings Berhad,

appointed to the Board of KFC Holdings (Malaysia)

Syarikat Takaful Malaysia Berhad and TH Plantations

Bhd (KFCH) on 1 March 2009 as a Non Independent

Berhad. He is a member of the Nomination and

Non Executive Director. He is a Fellow member of the

Assessment

Chartered Institute of Management Accountants and

Committee of BIMB Holdings Berhad. He was

a member of the Malaysian Institute of Accountants.

appointed as a Director of Johor Corporation on 1

Committee

and

Remuneration

November 2010.
Datuk Ismee is presently the Group Managing
Director and Chief Executive Officer of Lembaga

Other than as disclosed, he does not have any

Tabung Haji. Prior to that, he was the Chief Executive

family relationship with any director and/or major

Officer of ECM Libra Securities and a Director of ECM

shareholder of the Company. He has no personal

Libra Capital Sdn Bhd. He has also served several

interest in any business arrangement involving KFCH.

organisations namely as Senior General Manager of

He has not been convicted for any offences.

Finance, Lembaga Tabung Haji; Chief Accountant at


Pengurusan Danaharta Nasional Berhad; General

He attended three (3) out of six (6) Board Meetings

Manager of Business Development at Arab Malaysian

of the Company held during the financial year ended

Development Berhad and has held several finance-

31 December 2011.

related positions at Shell Malaysia.

68

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Profile of Directors

YAM Tengku Sulaiman Shah


Alhaj Ibni Almarhum Sultan
Salahuddin Abdul Aziz Shah
Alhaj
Independent Non Executive Director

YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum


Sultan Salahuddin Abdul Aziz Shah Alhaj,
Malaysian, aged 62 was appointed to the Board of
KFC Holdings (Malaysia) Bhd (KFCH) on 1 June
2011 as an Independent Non Executive Director.
YAM Tengku Sulaiman Shah was also appointed
as an Independent Non Executive Director of QSR
Brands Bhd on 1 June 2011.

Securities Berhad. In 1997, he relinquished his


position in SP Setia Berhad. YAM Tengku Sulaiman
Shah was also appointed as the Chief of Ceremony
for the State of Selangor by his late father H.R.H.
The Sultan of Selangor in 1978 which carries the
title Y.A.M. Tengku Panglima DiRaja Selangor, he is
also a member of The Council of the Royal Court of
Selangor (Dewan DiRaja).

YAM Tengku Sulaiman Shah has completed


Wellingborough Primary & Secondary School at
Northamptonshire, United Kingdom and at Greylands
College Bembridge, Isle of Wright.

YAM Tengku Sulaiman Shah was formerly a Director


of Malaysian Resources Corporation Berhad,
Samanda Holdings Berhad, MCB Holdings Berhad,
SIME UEP Properties Berhad and Bina Goodyear
Berhad.

Since 1970, YAM Tengku Sulaiman Shah became


actively involved in business particularly in the
building construction and housing development. He
started his career with a world known advertising
company called Ogilvy & Mather. Throughout his
stint from 1971-1975, he gained wide knowledge in
the advertising and branding industry. His motivation
drives him to be more enterprising and the ultimate
goal is to be a major player in the construction
industry.

YAM Tengku Sulaiman Shah is currently a Director


of Cosway Corporation Bhd and Baneng Holdings
Berhad.
Other than as disclosed, he does not have any
family relationship with any director and/or major
shareholder of the Company. He has no personal
interest in any business arrangement involving KFCH.
He has not been convicted for any offences.

YAM Tengku Sulaiman Shah with his other partners


formed Syarikat Pembinaan Setia Sdn Bhd which
is now known as SP Setia Berhad a public listed
company in the Main Board of Bursa Malaysia

He attended three (3) out of four (4) Board Meetings


convened subsequent to his appointment as a
Director of the Company on 1 June 2011, out of a
total of six (6) Board Meetings of the Company held
during the financial year ended 31 December 2011.

69

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Profile of Directors

Tan Sri Dato Dr Yahya bin Awang


Independent Non Executive Director

Tan Sri Dato Dr Yahya bin Awang, Malaysia, aged

Tan Sris many professional achievements include

62 was appointed to the Board of KFC Holdings

performing open-heart surgery on Tun Dr Mahathir

(Malaysia) Bhd (KFCH) on 2 May 2008 as an

Mohamad in 1989; pioneering the establishment

Independent Non Executive Director.

of The National Heart Institute of Malaysia in 1992;


and performing the first heart transplant in Malaysia

One of the Colombo Plan Scholars, Tan Sri graduated

in 1998. Tan Sri is author of many scholarly and

from Monash University in Australia with a Bachelor of

professional articles and has made numerous

Medicine and Bachelor of Surgery (MBBS) degree

presentations to professional audiences.

in 1974. In 1980, Tan Sri was appointed as a Fellow


of the Royal College of Surgeons and Physicians of

Tan Sri is currently the Consultant Cardiothoracic

Glasgow (FRCS).

Surgeon at Damansara Heart Centre, Damansara


Specialist Hospital. He is also Chairman of the

Moving to London in 1981, Tan Sri worked as Surgical

National Transplant Registry and a council member

Registrar in the Department of Cardiothoracic Surgery

of the Association of Thoracic and Cardiovascular

at Brampton Hospital before returning to Malaysia

Surgeons of Asia.

to take up the role of Cardiothoracic Surgeon at


General Hospital. In 1985, he was appointed Head

He is a member of the Audit Committee and a member

and Senior Consultant Cardiothoracic Surgeon at

of the Nomination and Remuneration Committee of

General Hospital.

KFCH. Other than as disclosed, he does not have


any family relationship with any director and/or major

From 1992 until 2002, Tan Sri held the position

shareholder of the Company. He has no personal

of Head and Senior Consultant Cardiothoracic

interest in any business arrangement involving KFCH.

Surgeon at Malaysias National Heart Institute, and

He has not been convicted for any offences.

from 1998 to 2002, he was also Medical Director of


He attended all six (6) Board Meetings of the

the Institute.

Company held during the financial year ended


31 December 2011.

70

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Profile of Directors

Hassim bin Baba


Independent Non Executive Director

Hassim bin Baba, Malaysian, aged 66, was

shareholder of the Company. Save as disclosed, he

appointed as an Independent Non Executive

has no personal interest in any business arrangement

Director of KFC Holdings (Malaysia) Bhd (KFCH)

involving KFCH. He has not been convicted for any

on 29 April 2005. He graduated with a Diploma

offences.

in Business Administration from the then MARA


Institute of Technology (MIT), Malaysia and

He attended all six (6) Board Meetings of the

passed the Securities Institute of Australia and

Company held during the financial year ended

London Chartered Institute of Company Secretaries

31 December 2011.

examinations and qualified as an Australia Securities


Analyst and Chartered Company Secretary.
He is a member of the Audit Committee of KFCH.
Other than as disclosed, he does not have any
family relationship with any director and/or major

71

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Board of Directors Kentucky Fried Chicken


Management Pvt Ltd (Kfc Singapore)

AHAMAD BIN MOHAMAD

JAMALUDIN BIN MD ALI

MICHAEL GIAN

Chairman

Director

Chief Executive Officer

72

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Board of Directors Mumbai Chicken Pvt Ltd


Pune Chicken Restaurants Pvt Ltd (Kfc India)

AHAMAD BIN MOHAMAD


Chairman
JAMALUDIN BIN MD ALI
Director
MOHD ZAM BIN MUSTAMAN
Director
MOHAMMAD BIN ALWI
Director

73

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Board of Directors KFC (B) Sdn Bhd


(Kfc Brunei Darussalam)

AHAMAD BIN MOHAMAD

NELKY GOH

Deputy Chairman

Managing Director

YANG TERAMAT MULIA


PADUKA SERI PENGIRAN
ANAK PUTERI HAJAH AMAL
JEFRIAH BINTI ALMARHUM
SULTAN HAJI OMAR ALI
SAIFUDDIEN SAADUL KHAIRI
WADDIEN
Director

74

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Board of Directors KFC (B) Sdn Bhd (KFC Brunei Darussalam)

JAMALUDIN BIN MD ALI

DATUK TAN CHENG KIAT

GOH THIAM FATT

Director

Director

Director

75

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Top Management Committee

1. JAMALUDIN BIN MD ALI

2. SHEIK SHARUFUDDIN BIN


SHEIK MOHD

Managing Director

Executive Director
3. AZIZAH BINTI ABDUL
RAHMAN

4. MOHD ZAM BIN


MUSTAMAN
Director

Director

Integrated Poultry & Food


Manufacturing

Legal Advisory, Development


& Corporate Services

6. MJ LING

5. ALAN AU
Deputy President,

Senior Vice President

KFC Peninsular Malaysia

Pizza Hut Malaysia & KFC


East Malaysia

7. EDMUND LOONG
Senior General Manager,
Group Finance

76

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Head of Division

1. FOO PENG PENG

2. DR KOOI ENG TIONG

3. AZAMI BIN MUSTAPHA

Managing Director

President

Vice President

KFC Marketing Sdn Bhd

Poultry Integration

Ayamas Food Corporation

4. MOHD IZANI BIN HASSAN

5. ROSNIZA BINTI BAHARUM

Senior General Manager


Group Properties, Technical &

General Manager

Group Corporate Communications

Maintenance

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Annual Report 2011

Head of Division

6. MOHD ROSLAN BIN


MOHD SALUDIN

7. SHARIFAH MUSAINAH
BINTI SYED ALWI

General Manager

General Manager

Shariah & Halal Compliance

Group Human Resources

9. HISHAMUDDIN BIN
HAMIDON
General Manager
Kedai Ayamas & RasaMas

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Annual Report 2011

8. ZAITON BINTI IBRAHIM


Chief Executive Officer
KFCH International College

Head of Division

10

11

10. MICHEAL GIAN

12

11. MOHAMMAD BIN ALWI

12. NELKY GOH

Chief Executive Officer

Chief Executive Officer

Managing Director

KFC & Pizza Hut Singapore

KFC India

KFC Brunei

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Annual Report 2011

Shariah Advisory Council

1. KAMARUZZAMAN
BIN ABU KASSIM

5. PROF. DATUK DR. SIDEK


BIN BABA

2. AHAMAD BIN MOHAMAD

6. JAMALUDIN BIN MD ALI

3. TAN SRI DATO ABDUL


KADER BIN TALIP

7. MOHD ROSLAN
BIN MOHD SALUDIN

4. DATO HAJI NOOH


BIN GADOT

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Annual Report 2011

Corporate Information

Board of Directors

Company Secretaries

1. Kamaruzzaman bin Abu Kassim


Chairman
Non Independent Non Executive Director

Idham Jihadi bin Abu Bakar


(MAICSA 7007381)
Heng Ai Leng
(MAICSA 7017245)

2. Ahamad bin Mohamad


Deputy Chairman
Non Independent Non Executive Director

Auditors

3. Jamaludin bin Md Ali


Managing Director/Chief Executive Officer

KPMG, Chartered Accountants


Level 10, KPMG Tower, 8 First Avenue
Bandar Utama, 47800 Petaling Jaya
Selangor

4. Kua Hwee Sim


Independent Non Executive Director
5. Datin Paduka Siti Sadiah binti Sheikh Bakir
Non Independent Non Executive Director

Principal Bankers

6. Datuk Ismee bin Ismail


Non Independent Non Executive Director

Affin Islamic Bank Berhad


AmIslamic Bank Berhad
Bank Muamalat Malaysia Berhad
CIMB Bank Berhad
DBS Bank Ltd
HSBC Amanah Malaysia Berhad
Malayan Banking Berhad

7. YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum


Sultan Salahuddin Abdul Aziz Shah Alhaj
Independent Non Executive Director
8. Tan Sri Dato Dr Yahya bin Awang
Independent Non Executive Director

Solicitors

9. Hassim bin Baba


Independent Non Executive Director
Executive Committee

M/s Azmi & Associates


M/s Kadir, Andri & Partners
M/s Zainal Abidin & Co

1. Ahamad bin Mohamad


Chairman

Registered Office

2. Jamaludin bin Md Ali


Member
3. Sheik Sharufuddin bin Sheik Mohd
Member

Level 11, Menara JCorp, No 249 Jalan Tun Razak


50400 Kuala Lumpur
Tel No: 03-2787 2787
Fax No: 03-2787 2777

SHariah Advisory Council

Registrar & Transfer Office

Kamaruzzaman bin Abu Kassim


Ahamad bin Mohamad
Tan Sri Dato Abdul Kader bin Talip
Dato Haji Nooh bin Gadot
Prof. Datuk Dr. Sidek bin Baba
Jamaludin bin Md Ali
Mohd Roslan bin Mohd Saludin (Secretary)

Pro Corporate Management Services Sdn Bhd


Suite 12B, Tingkat 12
Menara Ansar
No 65 Jalan Trus
80000 Johor Bahru, Johor
Tel No: 07-226 7476
Fax No: 07-222 3044

Audit Committee

Stock Exchange Listing

1. Kua Hwee Sim


Chairman

Bursa Malaysia Securities Berhad, Main Board

2. Tan Sri Dato Dr Yahya bin Awang


Member
3. Hassim bin Baba
Member

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Annual Report 2011

Group Structure

100%
Kentucky Fried
Chicken (Malaysia)
Sdn Bhd
- KFC restaurants

100%
KFC (Peninsular
Malaysia) Sdn Bhd
- KFC restaurants
- Commissary

100%
SPM Restaurants
Sdn Bhd
- Meals on wheels
- Property holding

100%
KFC (Sarawak) Sdn Bhd
- KFC restaurants

90%
KFC (Sabah) Sdn Bhd

KFC Holdings (Malaysia) Bhd

51%
KFC (B) Sdn Bhd

- KFC restaurants

- KFC restaurants

100%
KFC Events Sdn Bhd

100%
Rasamas Sdn Bhd
(Brunei)

- Sales of food products


vouchers

- Restaurants

100%
Cilik Bistari Sdn Bhd
- Sale of board games

70%
Yayasan Amal Bistari
- Corporate foundation

100%
KFCH Education (M)
Sdn Bhd

- College/Learning institute

100%
KFCIC Assets Sdn Bhd
- Property holding

100%
Roasters Chicken
Sdn Bhd
- Investment holding

55%
Tepak Marketing
Sdn Bhd
- Contract packing

100%
Region Food
Industries Sdn Bhd

- Sauce manufacturing

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Annual Report 2011

89.2%
Rasamas Tebrau
Sdn Bhd

- Restaurant (Intrapreneur)

89.1%
Rasamas Taman
Universiti Sdn Bhd

- Restaurant (Intrapreneur)

Group Structure

100%
WQSR Holdings (S)
Pte Ltd

100%
Kentucky Fried
Chicken Management
Pte Ltd

- Investment holding

- KFC restaurants

100%
KFC India Holdings
Sdn Bhd
- Investment holding

100%
Mauritius Food
Corporation Pvt Ltd

100%
KFCH Restaurants
Private Limited

- Investment holding

- KFC restaurants

100%
Integrated Poultry
Industry Sdn Bhd

100%
Pune Chicken
Restaurants Private
Limited

- Poultry processing plant

- KFC restaurants

100%
Ayamas Integrated
Poultry Industry Sdn
Bhd

- Property holding

- Restaurants

65%
Ayamas Shoppe
(Sabah) Sdn Bhd

- Convenience food store

100%
KFC Manufacturing
Sdn Bhd
- Trading
- Bakery

100%
Ayamas Food
Corporation Sdn Bhd

- Poultry processing &


further processing plants

100%
Ladang Ternakan
Putihekar (N.S.)
Sdn Bhd
100%
MH Integrated Farm
Berhad

100%
Rasamas Holdings
Sdn Bhd

- Convenience food store

- KFC restaurants

- Breeder farm

- Breeder and broiler farms


- Hatchery
- Feedmill

100%
Ayamas Shoppe
Sdn Bhd

100%
Kernel Foods Private
Limited

100%
Pintas Tiara Sdn Bhd
- Property holding

100%
KFC Marketing Sdn Bhd
- Sales & marketing of
food products

90%
Ayamazz Sdn Bhd
- Push Cart


100%
Usahawan Bistari
Ayamas Sdn Bhd
- Sudut Ayamas

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Annual Report 2011

Corporate Governance Statement

1. INTRODUCTION


The Board of Directors (the Board) of KFC Holdings (Malaysia) Bhd (KFCH or the Company)
subscribes to and supports the Malaysian Code on Corporate Governance (Revised 2007) (the Code) as
a minimum basis for practices on corporate governance. The Board further recognizes that the principles
of integrity, transparency and professionalism are key components for the Groups continued growth and
success. These will not only safeguard and enhance shareholders value but will at the same time ensure
that the interests of other stakeholders are protected.


The Board is pleased to report to the shareholders in particular and other stakeholders in general on the
manner the Company has applied the principles of corporate governance as set out in Part 1 of the Code
as well as the extent of its compliance with the Best Practices as set out in Part 2 of the Code.
2. THE BOARD OF DIRECTORS


2.1 Composition, Size and Effectiveness of the Board

The Board is led and managed by an experienced and effective Board with a wide range of knowledge
and expertise. The Board is primarily assigned for charting the strategic direction of the Group.

On 1 June 2011, the Company welcomed the appointment of YAM Tengku Sulaiman Shah Alhaj Ibni
Almarhum Sultan Salahuddin Abdul Aziz Shah Alhaj as our new Independent Non Executive Director.
With the changes, the Board currently has 9 members comprising the following:

One (1) Executive Director

Four (4) Non Independent Non Executive Director

Four (4) Independent Non Executive Director

The Company is in compliance with the Bursa Malaysia Securities Berhads Listing Requirements
which require at least two directors or one-third of the total number of Directors, whichever is higher, to
be Independent Directors. The Board retains full and effective control of the Company. The Managing
Director has direct responsibilities for business operations whilst non-executive directors have the
necessary skill and experience to bring independent judgments to bear on the issues relating to
strategy, performance and resources. Key matters, such as approval of annual and interim results,
acquisitions and disposals, material agreements, major capital expenditures, budgets and long term
plans would require Boards approval.

The Board views that the number and composition of the current Board members are sufficient and
well-balanced for the Company to carry out its duties effectively, whilst providing assurance that no
individual or small group of individuals can dominate Boards decision making.

To ensure that there is balance of power and authority, the roles of the Chairman/Deputy Chairman
and Managing Director are separated and clearly defined. The Chairman/Deputy Chairman is
primarily responsible for the orderly conduct and effectiveness of the Board, including but not
limited to organizing information necessary for the Board to deal with the agenda of meetings,
whilst the Managing Directors primary task is to report, communicate and recommend key strategic
and operational matters and proposals to the Board for decision making purposes as well as to
implement policies and decisions approved by the Board. The Independent Directors and NonIndependent Non Executive Directors are from varied business and professional backgrounds and
bring with them a wealth of experience that is brought to bear favourably in board decisions and
policy formations. Together, the Directors bring a wide range of business and financial experience
relevant to the direction of the expanding Group.

Other than the Chairman and the Managing Director, the shareholders or stakeholders may convey any
concerns that they may have to the Chairperson of the Audit Committee who is also an Independent
Non Executive Director.

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Corporate Governance Statement

2.2 Principal Duties and Responsibilities


The Board assumes six principal stewardships responsibilities:a. Reviewing and adopting a strategic plan for the Company.

The Board will review and approve the 5-year strategic plan for the Group.

The strategic and business plan for the period 2012 2016 was tabled, discussed and approved
by the Board at its meeting held on 14 December 2011.

Additionally, on an ongoing basis as the need arises, the Board will assess whether projects,
purchases and sale of equity as well as other strategic consideration being proposed at Board
meetings during the year are in line with the objectives and broad outline of the adopted strategic
plans.
b. Overseeing the conduct of the Companys business to evaluate whether the business is being
properly managed.
At Board meetings, all key operations matters will be discussed and expert advice will be sought
if necessary.

The performances of the various companies and operating units within the Group represent
the major element of the Board agenda. Where and when available, data are compared against
national trends and performance of similar companies.

The Group uses Key Performance Indicator (KPI) system as the primary driver and anchor to
its performance management system, of which is continually refined and enhanced to reflect the
changing business circumstances.

The Organisational Chart and the Group Authority Limits and Guidelines define, amongst others,
the limits to management responsibilities. At the end of each financial year the Board will set KPI
that should be achieved by the management for the next financial year.

c. Identifying principal risks and ensure the implementation of appropriate systems to manage
these risks.

The Group has set up a Risk Management Committee for this purpose to assist the Board.

The principal objectives of the Enterprise Risk Management are, amongst others, to meet the
strategies, goal and objectives of the Group; to safeguard financial and non-financial assets of
the Group; to allocate and optimize the use of resources and to comply with policies, procedures,
guidelines, laws and regulations. For further information of the Risk Management Committee,
please refer to page 90 of the Annual Report.


d. Succession planning, including appointing, training, fixing the compensation of and where
appropriate, replacing senior management.

The Boards responsibility in this aspect is being closely supported by the Group Human
Resource division. More importantly, after several years of continuous efforts in emphasizing
and communicating the importance of succession planning, the subject has now become an
ongoing agenda being reviewed at various high-level management and operational meetings of
the Group.

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Corporate Governance Statement

e. Developing and implementing an investor relations programme or shareholder communications


policy for the Company.

Various strategies and approaches are employed by the Group so as to ensure that investors
and shareholders are well-informed about the Group affairs and developments.

f.

Reviewing the adequacy and the integrity of the Companys internal controls and management
information systems, including compliance with applicable laws, regulations, rules, directives
and guidelines.

The Boards function as regard to fulfilling the above responsibility is supported and reinforced
through the various Committees established at both the Board and Managements level. Aided
by an independent function of the Group Internal Audit Division, the active functioning of these
Committees through their regular meetings and discussions would provide a strong check and
balance and reasonable assurance on the adequacy of the Groups internal controls. Details on
the Group Internal Audit functions are further discussed in the Internal Control Statement and
Audit Committee Report in this Annual Report.

At the same time, the Board also ensures the sustenance of a dynamic and robust corporate
climate focused on strong ethical values. This emphasizes active participation and dialogues on a
structured basis involving key people at all levels, as well as ensuring accessibility to information and
transparency on all executive action. The Group has established a formal avenue for all employees
to report directly to the Managing Director of any misconduct or unethical behaviour conducted by
any employees of the Group. The corporate climate is also continuously nourished by value-centred
programmes for team-building and active subscription to core values.

2.3 Board Meetings and Supply Of Information


Operations Meetings are held once a month during which the Managing Director and Divisional
Directors will be briefed by management on all operational aspects of the Group. During the
meetings, they will be furnished with information on the progress of the operating units i.e. activities,
performance, planned projects and problems arising so as to enable the former to participate in
problem solving and decision-making process. The Group has also established a Top Management
Committee wherein Divisional Directors and Top Senior Executives will meet weekly to, amongst
others, set the management direction of the Group and provide the general management and
corporate leadership. The Top Management Committee is also to facilitate collective decisionmaking at the top management level of the Companys stratum. The terms of reference of the Top
Management Committee is set out on page 90.
All Board meetings for the ensuing year are scheduled by December in the year before so as to
allow Directors to plan ahead. Board Meetings are held at least 4 times a year. Apart from the regular
scheduled meetings, additional meetings are convened as and when necessary to deliberate and
approve ad-hoc, urgent and important issues.

The specific agendas tabled for the Boards deliberation are the key financial and operational results
and performances of the Group, Company and its subsidiaries, strategic and corporate initiatives
such as approval of corporate plans and budgets, acquisitions and disposals of material assets,
major investments and changes to management and control structure of the Group, including key
policies, procedures and authority limits. The total number of Board Meetings held during the financial
year was six (6) and all Directors have complied with the minimum 50% attendance as required
by Paragraph 15.05 of the Listing Requirements. The Directors are provided with adequate Board
Papers together with the agenda and minutes of the previous meeting on a timely manner prior to the
Board Meeting so as to give the Directors time to deliberate on the issues to be raised at the meeting.
All deliberations and conclusions of the Board meetings are duly recorded and minutes kept by the
Company Secretary.

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Corporate Governance Statement

The Board recognizes the importance of providing timely, relevant and up-to-date information in
ensuring an effective decision making process by the Board. In this regard, the Board is provided
with not just quantitative information but also those of qualitative nature that is pertinent and of a
quality necessary to allow the Board to effectively deal with matters that are tabled in the meeting.
All Directors have access to information within the Company and to the advice and services of the
Company Secretaries. The Directors may also obtain independent professional advice, in furtherance
of their duties.

In between meetings, the Managing Director meets regularly with the Chairman and other Board
members (where necessary) to keep them abreast of current development. Circular Resolutions are
used for determination of matters arising in between meetings.

2.4 Appointment and re-election of Directors


The number and composition of Board membership are reviewed on a regular basis appropriate to
the prevailing size, nature and complexity of the Groups business operations so as to ensure the
relevance and effectiveness of the Board.

The Board is responsible to the shareholders. All Directors appointed during the financial year retire
at the Annual General Meeting (AGM) of the Company in the period of appointment and are eligible
for re-election. In compliance with Paragraph 7.26(2) of the Listing Requirements, all directors shall
retire once at least in every 3 years.


In accordance with Article 89 of the Articles of Association of the Company, the following directors
retire by rotation at the forthcoming Annual General Meeting and being eligible, offer themselves for
re-election:

(i) Ahamad bin Mohamad


(ii) Datuk Ismee bin Ismail
(iii) Hassim bin Baba
In accordance with Article 96 of the Articles of Association of the Company, YAM Tengku
Sulaiman Shah Alhaj Ibni Almarhum Sultan Salahuddin Abdul Aziz Shah Alhaj retires at the
forthcoming Annual General Meeting and being eligible, offers himself for re-election.

2.5 Directors Remuneration


The Board believes that the levels of remuneration offered by the Group are sufficient to attract
Directors of calibre and with sufficient experience and talents to contribute to the performance of the
Group. The remuneration framework for Executive Director has an underlying objective of attracting
and retaining director needed to run the Company successfully. Remuneration packages of Executive
Director are structured to commensurate with corporate and individuals performance. The NonExecutive Directors are remunerated based on fixed annual fees approved by the shareholders of the
Company.

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Corporate Governance Statement

The details on the remuneration of the directors are as follows:



Fees/
Allowances/

Basic
Other

Salary Emoluments Bonus

RM
RM
RM
Executive Director

Jamaludin bin Md Ali

Non-Executive
Directors

Kamaruzzaman bin Abu
Kassim
Ahamad bin Mohamad
YAM Tengku Sulaiman Shah
Alhaj Ibni Almarhum Sultan
Salahuddin Abdul Aziz
Shah Alhaj
Kua Hwee Sim
Datin Paduka Siti Sadiah
binti Sheikh Bakir
Tan Sri Dato Dr Yahya bin
Awang
Datuk Ismee bin Ismail
Hassim bin Baba
*Tan Sri Dato Muhammad Ali
bin Hashim
Total

Benefits
-in-kind
RM

Total
RM

131,141

1,228,725


621,156

178,348 298,080

-
-

115,000
84,000

-
-

-
26,867

115,000
110,867

-
-

33,667
69,000

-
-

-
-

33,667
69,000

56,000

56,000

-
-
-

65,000
54,500
65,000

-
-
-

-
-
-

65,000
54,500
65,000

4,167

4,167

724,682 298,080

158,008

1,801,926

621,156

* Resigned with effect from 12 January 2011


2.6 Directors Training


The Company complies with the requirements set out in the amendments to the Listing Requirements
in that it regularly assess the training needs of its directors to ensure that they are equipped with the
requisite knowledge and competencies to make effective contribution to the boards functioning. All
Directors have successfully completed the Mandatory Accreditation Programme (MAP) prescribed
by Bursa Malaysia. The Continuous Education Programme (CEP) was repealed by Bursa Malaysia
with effect from 1 January 2005 and Directors who are required to fulfill this programme complied
with the deadline before due date. Nevertheless the Directors are encouraged to continue attending
various training programmes that are relevant to the discharge of their responsibilities.

Among the training programmes, seminars and briefings attended during the year are as follows:

1. Updates of FRS 2010/2011 New & Revised FRSs, Amendments, Interpretations and the New

Bursa Listing Requirements

2. Budget 2012 Proposals & Recent Development

3. Johor Corporation Directors Conference 2011

4. MSWG & ICGN Dialogue Session

5. Corporate Governance Program - Assessing the Risk and Control Environment

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Corporate Governance Statement

Apart from this requirement, all new directors who are appointed from among the Groups Senior
Executives must attend an internally-administered directors course and pass the examination set
prior to being eligible for appointment to the Board. All new directors will be given comprehensive
briefing of the Groups history, operations and financial control systems in order to provide them
with first-hand knowledge of the Groups operations. In the light of increasing complexities in global
markets as well as within the industry, in financial reporting and in shareholders expectations, training
is an ongoing process in an effort to help Directors stay abreast of relevant new developments.
3. Board And Management Committees


The Group has formed several committees to facilitate the operations of the Group. Each committee
has written terms of reference defining their scope, powers and responsibilities. The list of committees
includes, amongst others:Board Committees:
i. Audit Committee

Pursuant to paragraph 15.15 of the Listing Requirements of Bursa Securities, the Audit Committee
Report for the financial year, which sets out the composition, terms of reference and a summary of
activities of the Audit Committee, is contained on pages 93 to 96 of this Annual Report.

ii. Nomination and Remuneration Committee (NRC)


The Board has on 21 February 2011 resolved to establish its own NRC. With the establishment of the
Companys NRC, the functions and responsibilities previously vested with JCorp Group NRC are now
assumed by the Companys NRC. The Board is of the view that the composition of the NRC meets
the objectives and principles of the corporate governance.

The NRC is established primarily to:-

A. Nomination

1. Identify and recommend candidates for Board directorship;


2. Recommend directors to fill the seats on Board Committee;
3. Evaluate the effectiveness of the Board and Board Committee (including the size and
composition) and contributions of each individual director;
4. Ensure an appropriate framework and plan for Board succession.

B. Remuneration
1. Provide assistance to the Board in determining the remuneration of executive directors,
senior management and Chief Executive Officer. In fulfilling these responsibilities, the NRC
is to ensure that executive directors and applicable senior management of the Company:

Are fairly rewarded for their individual contribution to overall performance;


Are compensated reasonably in light of the Companys objectives; and
Are compensated similar to other companies.

2. Establish the Managing Director/Chief Executive Officers goals and objectives; and
3. Review the Managing Director/Chief Executive Officers performance against the goals and
objectives set.

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Corporate Governance Statement

Membership

The NRC shall consist of the following:1. Kamaruzzaman bin Abu Kassim

Chairman
2. Ahamad bin Mohamad
Deputy Chairman
3. Tan Sri Dato Dr Yahya bin Awang
Independent Non Executive Director
4. Jamaludin bin Md Ali

Managing Director/Chief Executive Officer

iii. Risk Management Committee


The Board has established the Risk Management Committee (RMC) and the Enterprise Risk
Management (ERM) framework. The RMC is chaired by the Chief Risk Officer who is also the
Executive Director Group Finance. The principal objectives of the ERM are, amongst others, to
meet the strategies, goal and objectives of the Group; to allocate and optimize the use of resources
and to comply with policies, procedures, guidelines, laws and regulations.

The Audit Committee will oversee the effectiveness of ERM process across the Group whereby the
Board retains the overall risk management responsibility.

The principal roles and responsibilities of RMC:

Create a high-level risk strategy (policy) aligned with Groups strategic business objectives;
Communicate board vision, strategy, policy, responsibilities, and reporting lines to all employees
across the Group;
Identify and communicate to the Board the critical risks (present or potential) the Group faces,
their changes, and the management action plans to manage the risks;
Perform risk oversight and review risk profiles and organisational performance;
Aggregating the Groups risk position and yearly reporting to the Board on the risk situation/
status;
Set performance measures for the Group; and
Provide guidance to the business units on the Groups and business units risk appetite and
capacity, and other criteria which, when exceeded, trigger an obligation to report upward to the
Board.

Management Committees:
i.

Top Management Committee (TMC)

1. The terms of reference and objectives of the TMC are as follows:-

(a) Manages the Group in all aspects of business;


(b) Implements strategic business plans and policies as approved by the Board of Directors
(c) Identifies, formulates and prioritizes strategic issues and charts strategic directions for
action by the Management and staff

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Corporate Governance Statement

2. The members of the TMC comprise the following: -

1. Managing Director
2. Executive Director Group Finance
3. Director Integrated Poultry & Food Manufacturing
4. Director Legal Advisory, Corporate Services & Property
5. Deputy President KFC Peninsular Malaysia
6. Senior General Manager Group Finance
7. Senior Vice President Pizza Hut Malaysia & KFC East Malaysia

Decisions taken will be by majority.


Appointment of members is by the Exco.

3. Meetings are to be held on every Thursday or as and when it deems necessary basis.

ii. Agreement Committee


The principal term of reference of the Agreement Committee is to assist the Group in preparing and
reviewing the terms and conditions of legal documents for corporate and/or commercial transactions
to be entered into by the Group.

iii. Asset Committee


The principal term of reference of the Asset Committee is to acquire properties of existing rented
premises as well as procuring/disposing of suitable sites for outlets expansion and other operations
of the Group.

iv. Tender Committee


The principal term of reference of the Tender Committee is to review and evaluate tenders of purchases
and expenditures and to make such appropriate recommendations to the relevant Committees for
approval.

4. SHAREHOLDER RELATIONSHIP
In line with the Groups commitment to observe the highest level of accountability and transparency to its
stakeholders, the Group continually ensures that it maintains a high level of disclosure and communication
with its shareholders and stakeholders through various practicable and legitimate channels. The Group
is duty-bound to keep the shareholders and investors informed of any major developments and changes
affecting the Group.

The management holds discussions and dialogues with analysts and investors on a regular basis. During
the discussions and dialogues, presentations based on permissible disclosures are made to the analysts
and investors to provide details on the Group i.e. financial performance, any major developments and
future plans. Apart from the mandatory requirement to make public announcements via the Bursa
Securities, the Group also disseminates information through press releases on corporate events, product
launches and any significant developments of the Group.

In addition to the above, the Group has an interactive web-site available at http:www.kfcholdings.com.my
to communicate with investors and the investing public. The web-site is being used as a forum to answer
inquiries and provide information on the activities of the Group.

The Annual General Meeting is the principal forum for dialogue and interaction with the shareholders of
the Company. Besides the usual agenda of the Annual General Meeting, the Board presents the progress
and performance of the business. Thereafter, the shareholders are presented with the opportunity to
participate in question and answer sessions with the Directors.

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5. ACCOUNTABILITY AND AUDIT


5.1 Financial Reporting
In presenting the annual financial statement and quarterly announcements to the shareholders, the
Board aims to present a balanced and understandable assessment of the Groups position and
prospects. This also applies to other price-sensitive public reports and reports to regulators. Timely
release of announcements reflects the Boards commitment to provide up-to-date and transparent
information on the Groups performance.
In the preparation of the financial statement, the Directors have taken the necessary steps to
ensure that the Group had used all the applicable Financial Reporting Standards, provisions of the
Companies Act, 1965 and relevant provisions of laws and regulations in Malaysia and the respective
countries in which the subsidiaries operate, consistently, and that the policies are supported by
reasonable and prudent judgment and estimates. The Audit Committee assists the Board in ensuring
the accuracy, adequacy and completeness of the information to be disclosed. The Statement by
Directors pursuant to Section 169 of the Companies Act 1965 is set out on page 204 of the Annual
Report.

The quarterly reports, prior to tabling to the Board for approval will be reviewed and approved by the
Audit Committee.

5.2 Internal Control


The Groups Statement on Internal Control is set out on page 97 of this Annual Report.

5.3 Relationship with the Auditors


The Board through the Audit Committee has maintained a formal procedure of carrying out an
independent review of all quarterly reports, annual audited financial statements, External Auditors
audit plan, report, internal control issues and procedures. The Audit Committee meets with the
External Auditors without the presence of the Executive Board and Senior Management at least twice
a year. During the year, two meetings have been conducted without the presence of the management.
Representatives from the External Auditors are also invited to attend every Annual General Meeting.

The Groups internal audit department, reporting to the Audit Committee performs regular reviews
of business processes to assess the effectiveness of internal controls and highlight significant risks
impacting the Group. The Audit Committee conducts annual reviews on the adequacy of the internal
audit departments scope of work and resources.

The Report of the Audit Committee is set out on pages 93 to 96 of the Annual Report.

5.4 Statement of Directors Responsibilities in respect of the Audited Financial Statements


The provisions of the Companies Act, 1965 require the directors to be responsible in preparing the
financial statements for each financial year which gives a true and fair view of the state of affairs of
the Group and the Company at the end of the financial year and of the results and cash flows for
the financial year then ended. In complying with these requirements, the directors are responsible
for ensuring that proper accounting records are maintained and suitable accounting policies are
adopted and applied consistently. In cases whereby judgment and estimates were required, the
directors have ensured that these were made prudently and reasonably.

The Directors also ensured that all applicable accounting standards have been followed and confirmed
that the financial statements have been prepared on a going concern basis.

In addition, the Directors are also responsible for safeguarding the assets of the Company by taking
reasonable steps to prevent and detect fraud and other irregularities.

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Annual Report 2011

Audit Committee Report

Members of the Audit Committee


The Audit Committee presently comprises three members who are all independent non-executive directors
as follows:
1. Kua Hwee Sim
2. Tan Sri Dato Dr. Yahya bin Awang
3. Hassim bin Baba

Kua Hwee Sim is the Chairperson of the Committee as appointed by the Board.
Attendance of Meetings
The Committee convened four meetings during the financial year ended 31 December 2011 and details of
attendance of each member are as follows:

Audit Committee Members

Date of Meetings
16 Feb

18 May

16 Aug

16 Nov

Kua Hwee Sim


Tan Sri Dato Dr. Yahya bin Awang
Hassim bin Baba
- attended the meeting

The Managing Director, Divisional Directors, Head of Finance and Head of Internal Audit attended the audit
committee meetings at the invitation of the Committee. The external auditors also attended two of the meetings
where they held private discussion with the Committee without the presence of Management.
SUMMARY OF ACTIVITIES
The Committee carried out the following activities during the financial year in accordance to its terms of
reference:
a. Reviewed the quarterly result announcements prior to the approval of the Board.
b. Reviewed the audited financial statements prior to the approval of the Board.
c. Reviewed the external auditors fees, scope of work and audit plan prior to the commencement of audit.
d. Discussed with the external auditors on significant matters arising from their examination of the financial
statements, including compliance with applicable accounting standards.
e. Reviewed the external auditors Management Letter and evaluated Managements response.
f. Reviewed and approved the internal audit plan and the key performance indicators (KPIs) of the internal
audit function for the year.
g. Reviewed and monitor the adequacy of scope, function, competency and resources of the internal audit
function towards the achievement of the internal audit plan and its KPIs.

93

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Audit Committee Report

h. Deliberated on the key internal audit findings and appraised Managements response to the observations
and recommendations including following-up on Managements implementation of the recommendations.
i. Reviewed the related party transactions entered into by the Group.
j. Reviewed the key risks identified in the Enterprise Risk Management report.
k. Reviewed the operations report prepared by Management including pertinent matters on taxation, legal
and regulatory compliance.
TERMS OF REFERENCE
Composition
i. The members shall be appointed by the Board from among its numbers and their appointment shall be
concurrent with their tenure on the Board.
ii. The Committee shall comprise not less than three members and all the members must be non-executive
directors with a majority of them being independent directors.
iii. In the event a member retires or ceases to be a member resulting in the number reducing to below three,
the Board shall within three months appoint new members to make up the minimum number of three
members.
iv. At least one member of the Committee must be a member of the Malaysian Institute of Accountants or must
have the necessary experience and recognised qualifications or such other requirements as prescribed or
approved by Bursa Malaysia Securities Berhad.
v. No alternate director shall be appointed as an Audit Committee member.

Chairperson
The Chairperson shall be an independent non-executive director appointed by the Board.
Secretary
The Company Secretary shall act as the Secretary of the Committee.
Review of performance
The term of office and performance of the Committee and each of its members shall be reviewed by the Board
at least once every three years.
Meetings
The Committee shall meet not less than four times a year. Additional meetings may be called at any time at
the discretion of the Chairperson.

94

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Audit Committee Report

Quorum
The quorum for Audit Committee meetings shall be two members and the majority of the members present
shall be independent non-executive directors.
Attendance
The Head of Finance and Head of Internal Audit would normally attend meetings. Other board members,
senior management and external auditors may attend meetings upon the invitation of the Committee.
Authority
The Committee is empowered by the Board:
i. To have explicit authority to investigate any matter within its terms of reference.
ii. To have full and unrestricted access to all records, information, properties and personnel.
iii. To have direct communication channels with the external and internal auditors.
iv. To be able to obtain independent professional advice and to secure the attendance of outsiders with the
relevant experience and expertise if the Committee considers this necessary.
v. To be able to convene meetings with the external auditors, the internal auditors, or both, excluding the
attendance of other directors and employees, whenever deemed necessary.
Duties and Responsibilities
i. To consider the appointment of the external auditors, their audit fee and any questions of resignation or
dismissal.
ii. To discuss with the external auditors prior to the commencement of audit, the nature and scope of the audit
and ensure co-ordination where more than one audit firm is involved.
iii. To review the quarterly, half-yearly and year-end financial statements prior to the approval of the Board,
focusing on:



Compliance with accounting standards and other legal requirements.


Any changes in the accounting policies and practices.
Significant issues arising from the audit.
The going concern assumption.

iv. To discuss problems and reservations arising from the interim and final audits, and any significant matters
the external auditor may wish to discuss (in the absence of Management where necessary).
v. To review the external auditors Management Letter and Managements response.
vi. To do the following with regard to the internal audit function:

95

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Audit Committee Report

Review the adequacy of scope, function, competency and resources of the internal audit function and
that it has the necessary authority to carry out its work.
Review the internal audit programme and the results of audit work and where necessary ensure that
appropriate action is taken on the recommendations of the internal auditors.
Review the coordination of external audit and internal audit.
Review any major discoveries of audit investigations and Managements response.
Approve the appointment of senior staff members of internal audit function, review performance
appraisals and be informed of resignations and providing the resigning staff an opportunity to submit
his/her reason for resigning.

vii. To review any related party transaction and conflict of interest situation that may arise within the Company
or Group including any transaction, procedure or course of conduct that raises questions of Managements
integrity.
viii. Where the Committee is of the view that a matter reported by it to the Board has not been satisfactorily
resolved resulting in a breach of the Listing Requirements, the Committee shall promptly report such matter
to Bursa Malaysia.
ix. To undertake any other responsibilities as may be agreed by the Committee and the Board.
INTERNAL AUDIT FUNCTION
The internal audit function is undertaken by the Group Internal Audit Department (GIAD). It reports directly to
the Committee and assists the Committee in discharging its duties and responsibilities.
GIAD is adequately staffed by experienced and qualified auditors and it incurred an estimated cost of RM1.8
million during the financial year. GIADs scope of work is spelt out in the annual audit plan that is approved
by the Committee. The plan covers all the operating divisions and support functions of the Group including
the foreign operations in Singapore, Brunei and India. GIADs performance is measured against the approved
KPIs.
In every audit assignment, GIAD conducted risk assessments, reviewed the adequacy and effectiveness of the
system of internal controls and reviewed the extent of compliance with the Groups policies and procedures
and regulatory requirements. GIAD also reviewed the key business processes with the objective of improving
the efficiency and effectiveness of the Groups operations.
During the financial year, GIAD tabled 47 audit reports to the Committee for deliberation and followed-up to
ensure pertinent audit recommendations are implemented by Management.

KUA HWEE SIM


Chairperson

96

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Statement on Internal Control

This Statement on Internal Control has been prepared in compliance with the Listing Requirements of Bursa
Malaysia Securities Berhad (Bursa Malaysia) and in accordance with the Guidance for Directors of Public
Listed Companies.
BOARD RESPONSIBILITY
The Board recognises the importance of maintaining a sound system of internal controls and risk management
practices within the Group and affirms its responsibility to review the adequacy and effectiveness of these
systems and processes on a regular basis. The system of internal controls is designed to provide reasonable
assurance on the effectiveness and efficiency of operations, reliability of financial reporting and compliance
with applicable laws and regulations. It is also meant to effectively manage business risks towards the
achievement of objectives so as to enhance the value of shareholders investments and to safeguard the
Groups assets.
However, as in any system of internal control, it is designed to manage rather than eliminate the risk of failure
to achieve business objectives and therefore, it can only provide reasonable and not absolute assurance
against material misstatement or loss.
INTERNAL CONTROL FRAMEWORK
The key components of the Groups internal control framework are as follows:
Board and Management Committees
The Group has established several committees to assist the Board and Management in discharging their
responsibilities and the objectives of these committees are clearly spelt out in their terms of reference.
The Executive Committee (Exco) is established to formulate strategic business plans, directions and
policies for the Group and makes appropriate recommendations for the approval of the Board. The Top
Management Committee (TMC) is established to manage all aspects of the Groups business and to
oversee the implementation of the approved business plans and policies.
Other committees such as Tender Committee, Agreement Committee and Risk Management Committee
are established to ensure that Management abides by approved policies and procedures and best practices
in the evaluation and award of tendered purchases, drafting of legal documentation and implementation of
risk management practices to safeguard the Groups interests.
Organisation Structure
The Board has established a formal organisation structure for the Group with delineated lines of authority,
responsibility and accountability. It has put in place suitably qualified and experienced management
personnel to head the Groups diverse operating units into delivering results and their performance are
measured against the Key Performance Indicators that are approved by the Board.
Authority Limits
The Board has established authority limits for approving revenue and capital expenditures for each level of
management and also established cheque signatories for approving payments. Major capital investments,
acquisitions and disposals exceeding a certain threshold must be referred to the Board or relevant committee
for approval.

97

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Annual Report 2011

Statement on Internal Control

Enterprise Risk Management


The Enterprise Risk Management (ERM) framework adopted by the Group is a structured and disciplined
approach to align its strategy, processes, people, technology and knowledge in evaluating and managing
business risks. This involves updating of principal risks across all the operating divisions periodically and
timely reporting of these risks to the attention of the Audit Committee and the Board.
At the Group level, Risk Management Committee (RMC) is entrusted to deliberate the ERM agendas. It
comprises senior management and is chaired by the Chief Risk Officer (CRO) who is also the Executive
Director. RMC functions within the authority of its charter and the risk policy and guidelines approved by
the Board.
RMC is supported by the Risk Management Department. It is responsible for the ongoing development
of the ERM process which includes coordination with the respective risk management units in monitoring
risks, formulating risk treatment plans and conducting risk management trainings and awareness for risk
owners.
During the year, the Group continuously carried out a series of risk assessment exercises via interviews and/
or workshops with senior/line management across the Group to identify priorities, evaluate and rate all key
risks and controls affecting the Group in achieving its business objectives. These risk assessment exercises
also cover foreign operations in Singapore, Brunei and India. The result from these exercises was presented
to the Audit Committee and the Board.
Audit Committee
The Board recognises that the Audit Committee forms an integral part of the Groups internal control and
risk management framework and in promoting good corporate governance. The Committee performs
an important oversight role in maintaining the integrity of the Groups system of internal control and risk
management practices. The Committee is assisted by the internal auditors and has access to the external
auditors and the CRO. The activities of the Committee and internal audit function are reported in the Audit
Committee Report on pages 93 to 96.
OTHER KEY ELEMENTS OF INTERNAL CONTROL
Complementing the broad internal control and risk management framework are various control processes
that have been implemented by the Group. Some of the key control processes are as follows:
Budgets
Annual budgets are prepared by each operating division and consolidated by Group Finance Department.
These are thoroughly reviewed before they are tabled to TMC, Exco and the Board for approval.
Performance Monitoring
The Groups performance is monitored by the Group Finance Department which prepares monthly
management accounts that compares against the approved budget. The monthly management accounts
are reviewed and deliberated by Management in its monthly operation meetings and a copy is extended to
Exco for review.

98

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Statement on Internal Control

The Board monitors the Groups performance by reviewing the quarterly results and operations and examines
the announcement made to Bursa Malaysia. These are usually reviewed by the Audit Committee before they
are tabled to the Board.
Human Resource
There are policies and procedures for recruitment, performance appraisals and promotion to ensure that
suitably qualified and competent personnel across all levels of management are hired and retained. The
Group is also dedicated to continuously develop employees with the relevant and appropriate skills by
conducting regular training programmes that are tailored for restaurant excellence as well as corporate and
leadership programmes for the supporting staff.
Procurement
There is a centralised and coordinated procurement function for major purchases of assets and inventory,
project development and maintenance expenditures which enables the Group to leverage on economies of
scale and ensures adherence to authority limits, policies and procedures. Aided by an integrated purchasing,
inventory and accounting system, the Group is capable of keeping track of the accuracy, integrity and
recording of its assets and expenditures. Significant capital and revenue expenditures exceeding a certain
value are subjected to tender procedures and appraised by the Tender Committee before they are approved
by the Board or relevant committee.
Regulatory and Halal Compliance
The Group adheres strictly to health, safety and environmental regulations and complies with halal standards
and is subjected to regular inspections by the relevant authorities. Quality Assurance Department conducts
product safety and quality audits at restaurants and the entire supply chain on an ongoing basis. The Group
has also established a Shariah Advisory and Compliance Department to perform regular halal audits and to
liaise closely with the government agencies on halal related matters.
CONCLUSION
The Board is of the view that the present system of internal control is adequate for the Group to manage its
risks and to achieve its business objectives. The Board is committed in ensuring that the Group continuously
reviews the internal control system so that it is effective in enhancing shareholders investments and
safeguarding the Groups assets.

KAMARUZZAMAN BIN ABU KASSIM


Chairman

99

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

JAMALUDIN BIN MD ALI


Managing Director

Additional Compliance Information

1. NON-AUDIT FEES

The amount of non-audit fees paid and payable to the external auditors and their affiliated company by
the Group for the financial year ended 31 December 2011 is as follows:-



KPMG
KPMG Tax Services Sdn Bhd

Total

RM000
38
22
60

2. MATERIAL CONTRACTS
Other than those disclosed in the financial statements on pages 198 to 199, there are no material
contract including contracts relating to any loans entered into by the Group and its subsidiaries involving
Directors and major shareholders interest.
3. DISCLOSURE OF THE RESTRICTIVE COVENANT CLAUSE IN THE INTERNATIONAL FRANCHISE
AGREEMENTS (IFA) GOVERNING KFC FRANCHISE

KFCH group operates KFC restaurants in Malaysia, Singapore and Brunei under the International
Franchise Agreements entered into with the Franchisor. The right to develop KFC restaurants in Malaysia,
Singapore and Brunei is granted to KFCH by the Franchisor under the Development Agreements entered
into with the Franchisor.

Any occurrence of events of default under the International Franchise Agreements may lead to the
termination of the KFC franchise by the Franchisor. The International Franchise Agreements and/or
Development Agreements are also subject to renewal.

The International Franchise Agreements also contain a covenant which requires the consent of the
Franchisor for any direct or indirect acquisition by any third party competitor of QSR and/or KFCH or
any third party holding twenty percent (20%) or more of QSR and/or KFCH, failing which the Franchisor
may terminate the International Franchise Agreements and/or adopt any of the remedies specified in the
International Franchise Agreements. As KFCH is listed on Bursa Securities and the respective shares are
freely traded, any person, whether individually or together with persons acting in concert, could possibly
acquire more than twenty percent (20%) of the voting shares of KFCH without obtaining the consent of
the Franchisor. As such, if the Franchisor does not consent to any such acquisition, the Franchisor may
terminate the International Franchise Agreements or choose not to renew the International Franchise
Agreements upon the expiry. A similar covenant also applies to KFCH Restaurants Private Limited
(formerly known as Mumbai Chicken Private Limited) and Pune Chicken Restaurants Private Limited in
respect of the rights to operate KFC business in Mumbai and Pune, India granted by Yum! Restaurants
(India) Private Limited.

100

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Additional Compliance Information

4. RECURRENT RELATED PARTY TRANSACTIONS OF REVENUE AND/OR TRADING NATURE


(RRPT)

The aggregate value of the RRPT conducted pursuant to the shareholders mandate during the financial
year under review between the Company and/or its subsidiary companies with related parties are set out
below: -

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
- Ayamas
Food
Corporation
Sdn Bhd
(Ayamas)
- KFC
Marketing
Sdn Bhd
(KFC
Marketing)

Name of
Related
Parties
Pizza Hut
Restaurants
Sdn Bhd
(PHR)
Kampuchea
Food
Corporation
Co Ltd
(Kampuchea)
Pizza Hut
Singapore
Pte Ltd (PH
Singapore)
PHD Delivery
Sdn Bhd
(PHD)

Nature of
Transactions
Ayamas and
KFC Marketing
sale of prime
cut chicken
and further
processed
products
to PHR,
Kampuchea,
PH Singapore
and PHD

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

PHR is a
wholly owned
subsidiary of
QSR Brands
Bhd (QSR).
QSR is the
holding
company of
KFC Holdings
(Malaysia) Bhd
(KFCH). Kulim
(Malaysia)
Berhad
(Kulim) is
the holding
company of
QSR. Johor
Corporation
(JCorp) is
the holding
corporation of
Kulim.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

35,166

Kampuchea is
a subsidiary of
QSR.
PH Singapore
is a wholly
owned
subsidiary of
Multibrand
QSR Holdings
Pte Ltd which
is wholly owned
by QSR.
PHD is a
wholly owned
subsidiary of
PHR.

101

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Interested
Major
Shareholders
QSR/QSR
Ventures Sdn
Bhd (QSR
Ventures)
Kulim
JCorp

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
KFC
Manufacturing
Sdn Bhd
(KFCM)

Name of
Related
Parties
PHR
Kampuchea
PHD

Nature of
Transactions
KFCM sale
of packaging
materials,
spare parts
and bakery
products
to PHR,
Kampuchea
and PHD

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

PHR is a
wholly owned
subsidiary of
QSR.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

62,466

Kampuchea is
a subsidiary of
QSR.
PHD is a
wholly owned
subsidiary of
PHR.

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp
KFC (Peninsular PHR
Malaysia) Sdn
Bhd (KFCPM) Kampuchea
PHD

KFCPM sale
of vegetables,
salad and
coleslaw
to PHR,
Kampuchea
and PHD

PHR is a
wholly owned
subsidiary of
QSR.
Kampuchea is
a subsidiary of
QSR.
PHD is a
wholly owned
subsidiary of
PHR.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail
Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

102

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

937

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
Region Food
Industries Sdn
Bhd (RFISB)

Name of
Related
Parties
PH Singapore
PHR

Nature of
Transactions
RFISB sale
of chilli and
tomato
sauces to PH
Singapore and
PHR

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

PH Singapore
is a wholly
owned
subsidiary of
Multibrand
QSR Holdings
Pte Ltd which
is wholly owned
by QSR.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

1,126

PHR is a
wholly owned
subsidiary of
QSR.

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

103

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
- SPM
Restaurants
Sdn Bhd
(SPM)
- Kentucky
Fried Chicken
(Malaysia)
Sdn Bhd
(KFC(M))
- KFCPM

Name of
Related
Parties
PHR

Nature of
Transactions
Payment of
monthly rental
by PHR to
SPM, KFC(M)
and KFCPM for
the following
properties:-

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

PHR is a
wholly owned
subsidiary of
QSR.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

1,090

1. KFCPM
- Lot PT
15144, Jalan
Kepong
Batu, 6 ,
52100 Kuala
Lumpur
(5,617 sq ft)
2. KFCPM Lot
PT 6878
Jalan 8/27A,
Wangsa
Maju, 53300
Kuala
Lumpur
(5,793 sq ft)
3. SPM 9
Jalan Taiping,
41400 Klang
(3,300 sq ft)
4. SPM 1 &
1.1 Jalan
Niaga, Pusat
Perniagaan,
Jalan Mawai
81900 Kota
Tinggi (2,273
sq ft)
5. KFC(M)
Lot 14083
Jalan Kuchai
Lama,
58200 Kuala
Lumpur
(4,467 sq ft)
Tenancy
Agreements
for the above
properties are
for a period of 3
years.

104

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
- KFCH

Name of
Related
Parties
JKing Sdn Bhd
(JKing)

- KFCM
- KFC(M)

Nature of
Transactions
KFCH, KFCM,
KFC(M) and
KFCPM
purchase of
apparels from
JKing

- KFCPM

Nature of
relationship
with KFCH
Group

Relatioship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

JKing is a
subsidiary
of Johor
Franchise
Development
Sdn Bhd which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

43

Interested
Major
Shareholder
JCorp
- Ayamas
- KFCPM
- Rasamas
Holdings
Sdn Bhd
(Rasamas
Holdings)
- Ayamas
Shoppe Sdn
Bhd (KAY)

Rajaudang
Trading
Sdn Bhd
(Rajaudang)

Ayamas,
KFCPM,
Rasamas
Holdings and
KAY purchase
of processed
chicken and
rice from
Rajaudang

Rajaudang is
a subsidiary
of Rajaudang
Aquaculture
Sdn Bhd which
in turn is a
subsidiary of
Johor Ventures
Sdn Bhd.
Johor Ventures
Sdn Bhd is a
wholly owned
subsidiary of
Johor Capital
Holdings Sdn
Bhd which
in turn is a
wholly owned
subsidiary of
JCorp.

105

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail
Interested
Major
Shareholder
JCorp

6,891

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT

Name of
Related
Parties

- RFISB

Rajaudang

- KFCM
- Tepak
Marketing
Sdn Bhd
(Tepak)

- KFC
Marketing
- Tepak

Hotel Selesa
JB Sdn Bhd
(Hotel Selesa
JB)

Nature of
Transactions
RFISB, KFCM
and Tepak sale
of sauce, Deli
Pai, Sardine
Roll and Zippie
drinks to
Rajaudang

KFC Marketing
and Tepak
sale of chicken
products and
Zippie products
to Hotel Selesa
JB

Nature of
relationship
with KFCH
Group

Relatioship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Rajaudang is
a subsidiary
of Rajaudang
Aquaculture
Sdn Bhd which
in turn is a
subsidiary of
Johor Ventures
Sdn Bhd.
Johor Ventures
Sdn Bhd is a
wholly owned
subsidiary of
Johor Capital
Holdings Sdn
Bhd which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

NIL

Hotel Selesa
JB is a
wholly owned
subsidiary of
JCorp Hotels
and Resorts
Sdn Bhd
(formerly known
as Kumpulan
Penambang
(Johor) Sdn
Bhd) which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

Interested
Major
Shareholder
JCorp

106

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

14

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
KFCH

Name of
Related
Parties
Metro Parking
(M) Sdn
Bhd (Metro
Parking)

Nature of
Transactions
KFCHs
payment of
season parking
fees to Metro
Parking at
Wisma KFC.
The parking
facility at
Wisma KFC is
managed by
Metro Parking

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Metro Parking
is a subsidiary
of Sindora
Berhad
(Sindora).
Sindora is a
wholly owned
subsidiary of
Kulim.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

138

Interested
Major
Shareholders
Kulim
JCorp
KFCH

Metro Parking

Monthly rental
received by
KFCH from
Metro Parking
for rental of the
parking lots
located at the
basements and
Levels 4 to 8 of
Wisma KFC

Metro Parking
is a subsidiary
of Sindora.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail
Interested
Major
Shareholders
Kulim
JCorp

107

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

210

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
KFCH Group

Name of
Related
Parties
Pro Corporate
Management
Services Sdn
Bhd (Pro
Corporate)

Nature of
Transactions
KFCH Groups
payment of
share registrar
and secretarial
services fees to
Pro Corporate

Nature of
relationship
with KFCH
Group

Relationhip
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Pro Corporate
is a wholly
owned
subsidiary of
JCorp Hotels
and Resorts
Sdn Bhd
(formerly known
as Kumpulan
Penambang
(Johor) Sdn
Bhd) which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

541

Interested
Major
Shareholder
JCorp
- KFCH
- Ayamas
- KFCPM
- Rasamas
Holdings
- KFCH
Education

Teraju Fokus
Sdn Bhd
(Teraju Fokus)

KFCH, Ayamas,
Rasamas
Holdings,
KFCH
Education
and KFCPMs
payment to
Teraju Fokus for
the provision
of security
services by
Teraju Fokus

JCorp owned
30% equity
interest in
Teraju Fokus.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail
Interested
Major
Shareholder
JCorp

108

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

312

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT

Name of
Related
Parties

KFCH Group

JCorp

Nature of
Transactions
KFCH Groups
payment to
JCorp for the
transportation,
administrative
and secretarial
services

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

JCorp is
the holding
corporation
of QSR via
its direct
and indirect
shareholdings
(through Kulim).

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

268

Interested
Major
Shareholder
JCorp
- KFCH
- KFCPM
- Rasamas
Holdings

- TMR
Urusharta
(M) Sdn Bhd
(TMR)

KFCH, KFCPM
and Rasamas
Holdings
payment to
TMR for the
provision of
building and
maintenance
services

TMR is a
subsidiary of
Damansara
Assets
Sdn Bhd
(Damansara
Assets) which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail
Interested
Major
Shareholder
JCorp

109

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

1,246

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
- RFISB
- Ayamas

Name of
Related
Parties
Pro
Communication
Sdn Bhd ( Pro
Communication)

Nature of
Transactions
RFISB and
Ayamas
purchase of
signboard
from Pro
Communication

Nature of
relationship
with KFCH
Group

Relationhip
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Pro
Communication
is a subsidiary
of Johor
Franchise
Development
Sdn Bhd which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

55

Interested
Major
Shareholder
JCorp
KFCPM

Bistari Young
Entrepreneur
Sdn Bhd
(Bistari
Young)

KFCPM
purchase of
Catur Bistari
board games
from Bistari
Young

Bistari Young,
a subsidiary of
Johor Ventures
Sdn Bhd which
in turn is a
wholly owned
subsidiary of
Johor Capital
Holdings
Sdn Bhd.
Johor Capital
Holdings
Sdn Bhd is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail
Interested
Major
Shareholder
JCorp

110

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

124

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
KFCH Group

Name of
Related
Parties
Pro Office
Solutions Sdn
Bhd (Pro
Office)

Nature of
Transactions
KFCH Groups
payment to
Pro Office for
the provision
of courier and
mailing room
services

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Pro Office is a
subsidiary of
Sindora.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

1,926

Interested
Major
Shareholders
Kulim
JCorp
- Ayamas
- Tepak

Epasa Shipping
Agency Sdn
Bhd (EPASA)

Ayamas
and Tepaks
payment to
EPASA for
the provision
of forwarding
services

EPASA is a
subsidiary of
Sindora

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad
bin Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail
Interested
Major
Shareholders
Kulim
JCorp

111

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

69

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT

Name of
Related
Parties

- KFC(M)

Tepak

- KFCM
- KAY

Nature of
Transactions
Tepak sale
of tea and
Zippie drinks to
KFC(M), KFCM
and KAY

Nature of
relationship
with KFCH
Group

Relatioship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Tepak is a
subsidiary of
KFCH. Sindora
owns 20%
whilst JCorp
owns 19.99%.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

182

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp
KFC Events
Sdn Bhd (KFC
Events)

PHR

Payment of
commissions
by PHR to
KFC Events
for the sale of
vouchers

PHR is a
wholly owned
subsidiary of
QSR.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail
Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

112

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

786

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT

Name of
Related
Parties

KFCPM

Metro Parking

Nature of
Transactions
KFCPMs
monthly rental
payment to
Metro Parking
for storage
space located
at Level 1
(Car Park),
Persada Johor
International
Convention
Centre, Jalan
Abdullah
Ibrahim, 80000
Johor Bahru,
Johor (264
sq ft)

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Metro Parking
is a subsidiary
of Sindora.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
Kulim
JCorp
KFC Marketing

Hotel Selesa
Sdn Bhd
(Hotel Selesa)

KFC Marketing
sale of chicken
products to
Hotel Selesa

Hotel Selesa is
a wholly owned
subsidiary of
JCorp Hotels
and Resorts
Sdn Bhd
(formerly known
as Kumpulan
Penambang
(Johor) Sdn
Bhd) which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail
Interested
Major
Shareholder
JCorp

113

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

20

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT

Name of
Related
Parties

- KFCPM

Tepak

- KFC
Marketing
Tepak
- KFC
Marketing

Nature of
Transactions
Tepak sale
of tea and
packing service
to KFCPM and
KFC Marketing

Nature of
relationship
with KFCH
Group

Relatioship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Tepak is a
subsidiary of
KFCH. Sindora
owns 20%
whilst JCorp
owns 19.99%.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

56

KFC
Marketings
payment to
Tepak for
transportation
services

30

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp
KFCPM

Puteri Hotels
Sdn Bhd
(Puteri Hotels)

Payment of
monthly rental
by KFCPM
to Puteri
Hotels for the
Exhibition Food
& Beverages,
Level 1,
Persada Johor
International
Convention
Centre, Jalan
Abdullah
Ibrahim,
80000 Johor
Bahru, Johor
(2,660.54 sq ft)

Puteri Hotels is
a wholly owned
subsidiary of
JCorp Hotels
and Resorts
Sdn Bhd
(formerly known
as Kumpulan
Penambang
(Johor) Sdn
Bhd) which
in turn is a
wholly owned
subsidiary of
JCorp.

Tenancy
Agreement
for the above
property is for
a period of 3
years.

114

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail
Interested
Major
Shareholder
JCorp

138

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT

Name of
Related
Parties

KFC Marketing

Puteri Hotels

Nature of
Transactions
KFC Marketing
sale of chicken
products to
Puteri Hotels

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Puteri Hotels is
a wholly owned
subsidiary of
JCorp Hotels
and Resorts
Sdn Bhd
(formerly known
as Kumpulan
Penambang
(Johor) Sdn
Bhd) which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

97

Interested
Major
Shareholder
JCorp
- KFCH
- KFCPM
- KFC(M)
- Tepak

IPPJ Sdn Bhd


(IPPJ)

KFCH, KFCPM,
KFC(M) and
Tepaks
payment to
IPPJ for the
provision of
seminars and
trainings

IPPJ is a
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail
Interested
Major
Shareholder
JCorp

115

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

120

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT

Name of
Related
Parties

Rasamas
Holdings

- Damansara
Assets
- TPM
Management
Sdn Bhd
(TPM)

Nature of
Transactions
Payment of
monthly rental
by Rasamas
Holdings to
Damansara
Assets and
TPM for the
following
properties:1. Damansara
Assets L2-35A,
Aras Lereng
Bukit, Plaza
Kotaraya,
Jalan Trus,
80000 Johor
Bahru,
Johor (784
sq ft)
2. TPM - Lot
5B-03(A),
Ground
Floor,
Terminal
Larkin
Sentral,
81100 Johor
Bahru,
Johor (1,660
sq ft)

Nature of
relationship
with KFCH
Group

Relatioship
of KFCH
Group with
related parties

- Damansara
Assets is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

- TPM is
a related
company to
JCorp. JCorp
owned 0.61%
through its
subsidiary.

Tenancy
Agreements
for the above
properties are
for a period of
3 years.

116

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Aggregate
Value of
Transaction
RM000

43

Interested
Major
Shareholder
JCorp
80

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT

Name of
Related
Parties

- RFISB

Tepak

- KFCM

Nature of
Transactions
Tepak sale of
lemon grass to
RFISB. Tepaks
provision
of packing
services
of KFCs
condiment to
KFCM.

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Tepak is a
subsidiary of
KFCH. Sindora
owns 20%
whilst JCorp
owns 19.99%.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

NIL

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp
KFC Marketing

Tanjung Tuan
Hotel Sdn Bhd
(Tanjung Tuan
Hotel)

KFC Marketing
sale of chicken
products to
Tanjung Tuan
Hotel.

Tanjung Tuan
Hotel is a
wholly owned
subsidiary of
JCorp Hotels
and Resorts
Sdn Bhd
(formerly known
as Kumpulan
Penambang
(Johor) Sdn
Bhd) which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail
Interested
Major
Shareholder
JCorp

117

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT

Name of
Related
Parties

KAY

Rajaudang

Rasamas
Holdings

IPPJ

Nature of
Transactions
KAY sale
of chicken
products to
Rajaudang.

Rasamas
Holdings sale
of its variant
chicken
products to
IPPJ

Nature of
relationship
with KFCH
Group

Relationhip
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Rajaudang is
a subsidiary
of Rajaudang
Aquaculture
Sdn Bhd which
in turn is a
subsidiary of
Johor Ventures
Sdn Bhd.
Johor Ventures
Sdn Bhd is a
wholly owned
subsidiary of
Johor Capital
Holdings Sdn
Bhd which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

607

IPPJ is a
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

Interested
Major
Shareholder
JCorp

118

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

NIL

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
KFCH

Name of
Related
Parties
Akademi
JCorp Sdn
Bhd (Akademi
JCorp)

Nature of
Transactions
KFCHs
payment to
Akademi
JCorp for the
provision of
training and
seminars

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Akademi JCorp
is a subsidiary
of JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

133

Interested
Major
Shareholder
JCorp
- KFCPM
- KFCM

The Secret of
Secret Garden
Sdn Bhd
(TSSG)

KFCPMs
purchase of
TSSG products
(toiletries) for
souvenirs.

TSSG is a
wholly owned
subsidiary of
Kulim.

KFCMs
purchase of
TSSG products
as inventory for
re-sale

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail
Interested
Major
Shareholders
Kulim
JCorp

119

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

115

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
Usahawan
Bistari Ayamas
Sdn Bhd
(Usahawan
Bistari)

Name of
Related
Parties
Pro
Communication

Nature of
Transactions

Nature of
relationship
with KFCH
Group

Relationhip
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Usahawan
Bistari
purchase of
marketing
materials
(billboards,
signages,
banners,
posters and
etc) from Pro
Communication

Pro
Communication
is a subsidiary
of Johor
Franchise
Development
Sdn Bhd which
in turn is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

18

Interested
Major
Shareholder
JCorp
- KFCPM
- KFCM
- KAY

Rajaudang

KFCPM, KFCM
and KAY
sale of used
cooking oil to
Rajaudang

Rajaudang is
a subsidiary
of Rajaudang
Aquaculture
Sdn Bhd which
in turn is a
subsidiary of
Johor Ventures
Sdn Bhd.
Johor Ventures
Sdn Bhd is a
wholly owned
subsidiary of
Johor Capital
Holdings Sdn
Bhd which
in turn is a
wholly owned
subsidiary of
JCorp.

120

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail
Interested
Major
Shareholder
JCorp

1,028

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
KFCH
Education
(M) Sdn Bhd
(formerly known
as Paramount
Holdings (M)
Sdn Bhd)
(KFC College/
Education)

Name of
Related
Parties
1. Pro Biz
Solution
Sdn Bhd
(Pro Biz
Solution)

2. Pro
Communi cation

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

1. KFCH
Educations
payment
of monthly
rental of
office space
located at
Lot 1B,
Podium
Menara
Ansar, No
65 Jalan
Trus, 80000
Johor
Bahru,
Johor (395
sq ft) to Pro
Biz Solution

1. Pro Biz
Solution is a
subsidiary of
Damansara
Assets.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

33

2. KFCH
Educations
payment of
promotion
and
advertising
fees (printed
marketing
materials like
billboards,
signages,
banners
and poster
etc) to Pro
Communi cation

2. Pro
Communi cation is a
subsidiary
JCorp
of Johor
Franchise
Development
Sdn Bhd
which in turn
is a wholly
owned
subsidiary of
JCorp.

Nature of
Transactions

121

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Interested
Major
Shareholders
Kulim

36

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT

Name of
Related
Parties

Nature of
relationship
with KFCH
Group

Nature of
Transactions

Relationhip
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

3. Pro Office

3. KFCH
3. Pro Office is
Educations
a subsidiary
payment to
of Sindora.
Pro Office
for the
provision of
courier and
mailing room
services.

NIL

4. Sovereign
Multimedia
Resources
Sdn Bhd
(Sovereign)

4. KFCH
Educations
payment
of rental
cost of
computers
to Sovereign

4. Sovereign is
a subsidiary
of Johor
Ventures
Sdn Bhd
which in turn
is a wholly
owned
subsidiary
of Johor
Capital
Holdings
Sdn Bhd.
Johor
Capital
Holdings
Sdn Bhd
is a wholly
owned
subsidiary of
JCorp.

133

5. TSSG

5. KFCH
Educations
purchase of
souvenir and
gifts from
TSSG

5. TSSG is
a wholly
owned
subsidiary of
Kulim

122

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
MH Integrated
Berhad (MH
Int)

Name of
Related
Parties

Nature of
Transactions

Nature of
relationship
with KFCH
Group

Relationship
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

70

1. EPA
Manage ment Sdn
Bhd (EPA)

1. MH Int
payment of
management and
administrative
services for
the palm oil
businesses
and palm
oil estate
manage ment to EPA

1. EPA is
a wholly
owned
subsidiary of
Kulim.

2. Extreme
Edge
Sdn Bhd
(Extreme
Edge)

2. MH Int
purchase of
computer
equipments
from
Extreme
Edge. MH
Int payment
for the
computer
services
provided
by Extreme
Edge

2. Extreme
Edge is
a wholly
owned
subsidiary of
EPA.

3. Edaran
Badang
Sdn Bhd
(Edaran)

3. MH Int
purchase of
hardwares,
spare parts
for motor
vehicles and
furniture
from Edaran

3. Edaran is a
subsidiary of
EPA.

109

4. Kulim
Nursery Sdn
Bhd (Kulim
Nursery)

4. MH Int
purchase
of oil palm
seedling and
bio compost
from Kulim
Nursery

4. Kulim
Nursery is a
subsidiary of
Kulim.

12

NIL

Interested
Major
Shareholders
Kulim
JCorp

123

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Additional Compliance Information

KFCH or
subsidiary
of KFCH
involved in the
Recurrent RPT
SPM

Name of
Related
Parties
Damansara
Assets

Nature of
Transactions
Payment of
monthly rental
by SPM to
Damansara
Assets for the
4 storey office
building located
at HS(D)
484887 PTD
156353, Mukim
Tebrau, District
of Johor Bahru,
Johor (approx
87,178 sq ft)
for the college

Nature of
relationship
with KFCH
Group

Relationhip
of KFCH
Group with
related parties

Aggregate
Value of
Transaction
RM000

Damansara
Assets is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

1,918

Tenancy
Agreement
for the above
property is for
a period of 3
years.
Tepak

Bistari Young

Payment
to Tepak
for packing
services

Interested
Major
Shareholder
JCorp

Bistari Young,
a subsidiary of
Johor Ventures
Sdn Bhd which
in turn is a
wholly owned
subsidiary of
Johor Capital
Holdings
Sdn Bhd.
Johor Capital
Holdings
Sdn Bhd is a
wholly owned
subsidiary of
JCorp.

Interested
Directors
Kamaruzzaman
bin Abu
Kassim,
Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

19

Interested
Major
Shareholder
JCorp
Total

124

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

118,427

Additional Compliance Information

5. SHARE BUY-BACK
During the financial year ended 31 December 2011, the Company bought back a total of 2,078,000 of
its own shares for a total consideration of RM7,933,666.94. These shares are presently held as treasury
shares. None of the shares purchased has been resold or cancelled during the financial year.
Details of the shares purchased during the year are as follows:
Lowest

purchase
Date of
No of shares
price
purchase
purchased
(RM)

3 May 2011
128,200
3.68
4 May 2011
130,000
3.66
5 May 2011
40,000
3.69
6 May 2011
116,400
3.69
9 May 2011
57,800
3.70
10 May 2011
178,400
3.74
11 May 2011
77,400
3.72
12 May 2011
51,800
3.73
13 May 2011
22,000
3.84
18 July 2011
220,000
3.84
19 July 2011
175,000
3.83
20 July 2011
105,000
3.87
26 July 2011
186,000
3.88
27 July 2011
67,300
3.93
28 July 2011
14,500
3.93
29 July 2011
40,000
3.94
1 August 2011
73,000
3.95
2 August 2011
79,000
3.95
3 August 2011
40,200
3.87
8 August 2011
205,000
3.60
9 August 2011
10,000
3.48
11 August 2011
16,000
3.69
12 August 2011
10,000
3.78
17 August 2011
25,000
3.90
19 August 2011
10,000
3.83
Total

Highest
purchase
price
(RM)

3.6989
3.7027
3.7010
3.7013
3.7123
3.7201
3.7333
3.7613
3.8429
3.8752
3.8691
3.8933
3.9102
3.9620
3.9521
3.9450
3.9851
3.9684
3.8725
3.6390
3.4800
3.6900
3.7800
3.9196
3.8300

475,963.84
483,139.46
148,677.54
432,453.06
215,479.03
666,055.94
290,110.98
195,673.31
85,161.43
855,557.40
679,526.91
410,345.53
729,897.28
267,722.53
57,724.48
158,478.74
292,072.32
314,738.17
156,344.23
748,656.79
35,054.24
59,471.96
38,076.14
98,705.34
38,580.29

2,078,000

7,933,666.94

125

3.71
3.73
3.72
3.71
3.72
3.70
3.75
3.80
3.85
3.94
3.90
3.90
3.94
3.98
3.97
3.95
3.99
3.98
3.88
3.68
3.48
3.69
3.78
3.94
3.83

Average
purchase
Purchase
price (RM) Consideration (RM)

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Financial Statements
Directors Report 127
Statements of Financial Position 131
Statements of Comprehensive Income 132
Consolidated Statement of Changes in Equity 133
Statement of Changes in Equity 135
Statements of Cash Flows 137
Notes to the Financial Statements 139
Statement by Directors 204
Statutory Declaration 204
Independent Auditors Report 205
List of Properties Held 207
Analysis of Shareholdings 220
Analysis of Warrant Holdings 223
Form of Proxy

Directors Report

for the year ended 31 December 2011

The Directors have pleasure in submitting their report and the audited financial statements of the Group and
of the Company for the year ended 31 December 2011.
Principal Activities
The Company is principally engaged in investment holding whilst the principal activities of the subsidiaries
are as stated in Note 6 to the financial statements. There has been no significant change in the nature of
these activities during the financial year.
Results

Group Company
RM000 RM000
Profit attributable to:
Owners of the Company
Non-controlling interests

144,005
2,566

95,621
-

146,571

95,621

Reserves And Provisions


There were no material transfers to or from reserves and provisions during the year under review except as
disclosed in the financial statements.
Dividends
Since the end of the previous financial year, the Company paid:
i)

a second interim dividend of 5.5 sen per ordinary share less tax at 25% on 31 March 2011, totalling
RM32,722,000 (4.1 sen net per ordinary share) in respect of the year ended 31 December 2010; and

ii)

an interim dividend of 3.0 sen per ordinary share less tax at 25% on 7 October 2011, totalling
RM17,802,000 (2.3 sen net per ordinary share) in respect of the year ended 31 December 2011.

The Directors do not propose any final dividend for the year ended 31 December 2011.
Directors of the Company
Directors who served since the date of the last report are:
Kamaruzzaman bin Abu Kassim
Ahamad bin Mohamad
YAM Tengku Sulaiman Shah Alhaj ibni Almarhum
Sultan Salahuddin Abdul Aziz Shah Alhaj
Jamaludin bin Md Ali
Kua Hwee Sim
Datin Paduka Siti Sadiah binti Sh Bakir
Tan Sri Dato Dr Yahya bin Awang
Datuk Ismee bin Ismail
Hassim bin Baba

(Chairman)
(Deputy Chairman)
(Appointed on 1 June 2011)
(Managing Director/Chief Executive Officer)

127

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

DirectorsReport
for the year ended 31 December 2011

Directors interests
The interests in the shares and warrants of the Company and of its related corporations (other than whollyowned subsidiaries) of those who were Directors at year end (including the interests of the spouses or
children of the Directors who themselves are not Directors of the Company) as recorded in the Register of
Directors Shareholdings are as follows:
Number of ordinary shares of RM0.50 each
At At

1.1.2011 Acquired Disposed 31.12.2011
Direct interest
Company
Ahamad bin Mohamad
Hassim bin Baba

172,000
400

-
-

(172,000)
-

400


Number of ordinary shares of RM1.00 each
At At

1.1.2011 Acquired Disposed 31.12.2011
Immediate holding company
QSR Brands Bhd
Datin Paduka Siti Sadiah binti Sh Bakir
Hassim bin Baba

1,000
32

-
-

-
-

1,000
32


Number of ordinary shares of RM0.25 each
At At

1.1.2011 Acquired Disposed 31.12.2011
Intermediate holding company
Kulim (Malaysia) Berhad
Ahamad bin Mohamad
Datin Paduka Siti Sadiah binti Sh Bakir

229,600
69,500

733,800
208,500

-
-

963,400
278,000

Number of warrants
At At

1.1.2011 Acquired Disposed 31.12.2011
Company
Hassim bin Baba

16

16

Immediate holding company


QSR Brands Bhd
Hassim bin Baba

32

32

-
-

114,800
34,750

(114,800)
-

34,750

Intermediate holding company


Kulim (Malaysia) Berhad
Ahamad bin Mohamad
Datin Paduka Siti Sadiah binti Sh Bakir

None of the other Directors holding office at 31 December 2011 had any interest in the ordinary shares and
warrants of the Company and of its related corporations during the financial year.

128

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

DirectorsReport
for the year ended 31 December 2011

Directors benefits
Since the end of the previous financial year, no Director of the Company has received nor become entitled
to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or
due and receivable by Directors as shown in the financial statements) by reason of a contract made by the
Company or a related corporation with the Director or with a firm of which the Director is a member, or with
a company in which the Director has a substantial financial interest.
There were no arrangements during and at the end of the financial year which had the object of enabling
Directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the
Company or any other body corporate.
Issue of shares
During the financial year, the Company increased its issued and paid-up share capital from 793,230,984 to
793,266,104 ordinary shares of RM0.50 each by the issuance of 35,120 new ordinary shares of RM0.50
each upon the conversion of 35,120 warrants at the exercise price of RM3.00 per new ordinary share.
There were no other changes in the authorised, issued and paid-up share capital of the Company during
the financial year.
Treasury shares
During the financial year, the Company repurchased 2,078,000 of its issued ordinary shares from the
open market at an average price of RM3.82 per share. The total consideration paid for the repurchase
including transaction costs was RM7,933,667. The shares repurchased are being held as treasury shares in
accordance with Section 67A of the Companies Act, 1965.
As at 31 December 2011, the Company held as treasury shares a total of 2,078,000 of its 793,266,104
issued ordinary shares. Such treasury shares are held at a carrying amount of RM7,933,667 and further
details are disclosed in Note 11 to the financial statements.
Warrants
The main features of the warrants are disclosed in Note 11 to the financial statements.
Options granted over unissued shares
No options were granted to any person to take up unissued shares of the Company during the year.
Other statutory information
Before the statements of financial position and statements of comprehensive income of the Group and of
the Company were made out, the Directors took reasonable steps to ascertain that:
i)

all known bad debts have been written off and adequate provision made for doubtful debts, and

ii)

any current assets which were unlikely to be realised in the ordinary course of business have been
written down to an amount which they might be expected so to realise.

At the date of this report, the Directors are not aware of any circumstances:
i)

that would render the amount written off for bad debts, or the amount of the provision for doubtful debt,
in the Group and in the Company inadequate to any substantial extent, or

129

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

DirectorsReport
for the year ended 31 December 2011

Other statutory information (contd)


ii)

that would render the value attributed to the current assets in the financial statements of the Group and
of the Company misleading, or

iii) which have arisen which render adherence to the existing method of valuation of assets or liabilities of
the Group and of the Company misleading or inappropriate, or
iv) not otherwise dealt with in this report or the financial statements, that would render any amount stated
in the financial statements of the Group and of the Company misleading.
At the date of this report, there does not exist:
i)

any charge on the assets of the Group or of the Company that has arisen since the end of the financial
year and which secures the liabilities of any other person, or

ii)

any contingent liability in respect of the Group or of the Company that has arisen since the end of the
financial year.

No contingent liability or other liability of any company in the Group has become enforceable, or is likely
to become enforceable within the period of twelve months after the end of the financial year which, in the
opinion of the Directors, will or may substantially affect the ability of the Group and of the Company to meet
their obligations as and when they fall due.
In the opinion of the Directors, the financial performance of the Group and of the Company for the financial
year ended 31 December 2011 have not been substantially affected by any item, transaction or event of a
material and unusual nature nor has any such item, transaction or event occurred in the interval between the
end of that financial year and the date of this report.
Significant events
Details of the significant events are disclosed in Note 31 to the financial statements.
Auditors
The auditors, Messrs KPMG, have indicated their willingness to accept re-appointment.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:

Kamaruzzaman bin Abu Kassim


Chairman

Jamaludin bin Md Ali


Managing Director/Chief Executive Officer
Kuala Lumpur
Date: 7 March 2012

130

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Statements of Financial Position


as at 31 December 2011


Group Company

2011
2010
2011
2010
Note RM000 RM000 RM000 RM000
Assets
Property, plant and equipment
Intangible assets
Investment properties
Investments in subsidiaries
Other investments

3
4
5
6
7

1,228,459
74,034
910
-
24,282

999,984
73,596
910
-
22,400

24,687
-
-
513,260
24,282

24,106
395,072
22,400

Total non-current assets

1,327,685

1,096,890

562,229

441,578

8
9
10

234,322
173,270
102,949

200,797
153,633
131,712

-
171,713
1,812

170,362
3,975

Total current assets

510,541

486,142

173,525

174,337

Total assets

1,838,226

1,583,032

735,754

615,915

11
11
11

396,633
101,562
576,020

396,615
111,406
482,226

396,633
3,892
222,370

396,615
11,309
177,099

Total equity attributable to


owners of the Company

1,074,215

990,247

622,895

585,023

Non-controlling interests

17,265

15,025

Total equity

1,091,480

1,005,272

622,895

585,023

12
13
14

188,504
74,022
2,700

105,845
51,795
2,913

46,400
1,255
-

779
-

Total non-current liabilities

265,226

160,553

47,655

779

Trade and other payables


15
Current tax liabilities
Loans and borrowings
12
Employee benefits
14

400,848
14,626
65,745
301

357,164
12,697
46,702
644

62,204
-
3,000
-

10,113
20,000
-

Total current liabilities

481,520

417,207

65,204

30,113

Total liabilities

746,746

577,760

112,859

30,892

Total equity and liabilities

1,838,226

1,583,032

735,754

615,915

Inventories
Trade and other receivables
Cash and cash equivalents

Equity
Share capital
Reserves
Retained earnings

Liabilities
Loans and borrowings
Deferred tax liabilities
Employee benefits

The notes on pages 139 to 202 are an integral part of these financial statements.

131

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Statements of Comprehensive Income


for the year ended 31 December 2011


Group Company

2011
2010
2011
2010
Note RM000 RM000 RM000 RM000

Revenue
16
2,798,780
2,522,358
115,867
51,337
Cost of sales (1,310,546) (1,167,928)
-
Gross profit

Other income
Administrative expenses
Selling and marketing expenses
Other expenses

1,488,234
26,613
(145,736)
(1,140,157)
(6,759)

1,354,430
24,905
(127,365)
(1,017,561)
(8,212)

115,867
33,213
(33,830)
-
(382)

51,337
40,644
(38,569)
-

Results from operating activities


Finance costs
17

222,195
(6,702)

226,197
(4,364)

114,868
(969)

53,412
(994)

18
20

215,493
(68,922)

221,833
(62,131)

113,899
(18,278)

52,418
(10,389)

Profit for the year

146,571

159,702

95,621

42,029

(2,529)
599

(947)
1,521

-
599

1,521

89,843

2,252

Profit before tax


Income tax expense

Other comprehensive (expense)/income,


net of tax
Foreign currency translation differences
for foreign operations
Fair value of available-for-sale financial assets
Net surplus arising from revaluation
of properties
Total other comprehensive (expense)/
income for the year

(1,930)

90,417

599

3,773

Total comprehensive income for the year



Profit attributable to:
Owners of the Company
Non-controlling interests

144,641

250,119

96,220

45,802

144,005
2,566

156,848
2,854

95,621
-

42,029
-

Profit for the year

146,571

159,702

95,621

42,029

Total comprehensive income


attributable to:
Owners of the Company
Non-controlling interests

142,075
2,566

247,265
2,854

96,220
-

45,802
-

Total comprehensive income for the year

144,641

250,119

96,220

45,802

21

18.18

19.78

Diluted earnings per ordinary share (sen) 21

18.05

19.64

Basic earnings per ordinary share (sen)

The notes on pages 139 to 202 are an integral part of these financial statements.

132

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

-
-

Total other comprehensive income/


(expense) for the year
Profit for the year

Total comprehensive income


for the year

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

133

(18,373)

363

198,340

396,615

Total contribution from/


(distribution to) owners

At 31 December 2010

(18,721)
348
-
-
-

198,274
66
-
-
-

Deferred tax on revaluation


surplus
13
Transfer from revaluation
reserve
Increase in non-controlling
interests
Issuance of share capital
- bonus issue
11
- conversion of warrants
11
Issuance of warrants
Dividends to shareholders
22
Dividends of subsidiaries

-
-

18,736

198,275

Foreign currency translation


differences for foreign operations
Fair value of available-for-sale
financial assets
Net surplus arising from
revaluation of properties

At 1 January 2010

4,107

4,107

-
(17)
4,124
-
-

-
-

1,521

-
-
-
-
-

1,521

1,521
-

1,521

1,125

-
-
-
-
-

(947)

(947)
-

(947)

2,072

104,290

(10,722)

-
-
-
-
-

(214)

(10,508)

89,843

89,843
-

89,843

25,169

-
-
-
-
-

-
-

482,226

(222,127)

(179,553)
-
(4,124)
(38,664)
-

214

156,848

-
156,848

547,505

990,247

(48,775)

-
397
-
(38,664)
-

(10,508)

247,265

90,417
156,848

89,843

1,521

(947)

791,757

1,521

(947)

96

15,025 1,005,272

(320) (49,095)

-
-
397
-
- (38,664)
(416)
(416)

96

- (10,508)

2,854 250,119

- 90,417
2,854 159,702

- 89,843

12,491 804,248


Attributable to owners of the Company

Non-distributable
Distributable
Non Share Share Warrants Fair value Translation Revaluation Treasury Retained controlling Total

capital
premium
reserve
reserve
reserve
reserve
shares
earnings Total
interests equity
Group Note RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Consolidated Statement of Changes in Equity


for the year ended 31 December 2011

Total comprehensive income


for the year

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

134

18

Total contribution from/


(distribution to) owners

396,633

92
-
-
-

18
-
-
-

At 31 December 2011

455

92

-
-

-
-

Transfer from revaluation


reserve
Reversal of deferred tax
13
Increase in non-controlling
interests
Issuance of share capital
- conversion of warrants
11
Treasury shares acquired
Dividends to shareholders
22
Dividends of subsidiaries

-
-

363

-
-

396,615

Foreign currency translation


differences for foreign operations
Fair value of available-for-sale
financial assets
Total other comprehensive income/
(expense) for the year
Profit for the year

At 1 January 2011

4,102

(5)

(5)
-
-
-

-
-

-
-

4,107

2,120

-
-

599

599
-

599

1,521

(1,404)

-
-

(2,529)

(2,529)
-

(2,529)

1,125

104,222

(68)

(313)
245

-
-

104,290

(7,933)

(7,933)

-
(7,933)
-
-

-
-

-
-

576,020

(50,211)

-
-
(50,524)
-

313
-

144,005

-
144,005

482,226

1,074,215

(58,107)

105
(7,933)
(50,524)
-

-
245

142,075

(1,930)
144,005

599

(2,529)

990,247

599

(2,529)

619

245

144,641

(58,433)
17,265 1,091,480

(326)

-
105
-
(7,933)
- (50,524)
(945)
(945)

619

-
-

2,566

-
(1,930)
2,566 146,571

15,025 1,005,272


Attributable to owners of the Company

Non-distributable
Distributable
Non Share Share Warrants Fair value Translation Revaluation Treasury Retained controlling Total

capital
premium
reserve
reserve
reserve
reserve
shares
earnings Total interests
equity
Group Note RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Consolidated Statement of Changes in Equity


for the year ended 31 December 2011

(18,721)
348
-
-
(18,373)
348

198,274
66
-
-

198,340

396,615

Deferred tax on revaluation surplus


13
Transfer from revaluation reserve
Issuance of share capital
- bonus issue
11
- conversion of warrants
11
Issuance of warrants
Dividends to shareholders
22

Total contribution from/(distribution to) owners

At 31 December 2010

-
-

Total comprehensive income for the year


-
-

-
-

-
-

Total other comprehensive income for the year


Profit for the year

-
-

18,721

-
-

198,275

Fair value of available-for-sale financial assets


Net surplus arising from revaluation of properties

At 1 January 2010

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

135
4,107

4,107

-
(17)
4,124
-

-
-

-
-

-
-

1,521

-
-

1,521

1,521
-

1,521
-

5,333

(271)

(76)
(195)

2,252

2,252
-

-
2,252

3,352

-
-
-
-

-
-

-
-

-
-

177,099

(222,146)

(179,553)
-
(4,124)
(38,664)

-
195

42,029

-
42,029

-
-

357,216

585,023

(38,343)

397
(38,664)

(76)
-

45,802

3,773
42,029

1,521
2,252

577,564


Non-distributable
Distributable
Share Share
Warrants Fair value Revaluation Treasury Retained Total

capital
premium
reserve
reserve
reserve
shares
earnings
equity
Company Note RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Statement of Changes in Equity


for the year ended 31 December 2011

92
-
-
92
440

-
-
-
18
-
-
18

396,633

Total comprehensive income for the year

Transfer from revaluation reserve


Reversal of deferred tax
13
Issuance of share capital
- conversion of warrants
11
Treasury shares acquired
Dividends to shareholders
22

Total contribution from/(distribution to) owners

At 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

136
4,102

(5)

(5)
-
-

-
-

-
-

4,107

2,120

-
-
-

-
-

599

599
-

1,521

The notes on pages 139 to 202 are an integral part of these financial statements.

-
-

-
-

348

-
-

396,615

Fair value of available-for-sale financial assets


Profit for the year

At 1 January 2011

5,163

(170)

-
-
-

(174)
4

-
-

5,333

(7,933)

(7,933)

-
(7,933)
-

-
-

-
-

222,370

(50,350)

-
-
(50,524)

174
-

95,621

-
95,621

177,099

622,895

(58,348)

105
(7,933)
(50,524)

96,220

599
95,621

585,023


Non-distributable
Distributable
Share Share
Warrants Fair value Revaluation Treasury Retained Total

capital
premium
reserve
reserve
reserve
shares
earnings
equity
Company Note RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Statement of Changes in Equity


for the year ended 31 December 2011

Statements of Cash Flows


for the year ended 31 December 2011


Group Company

2011
2010
2011
2010
Note RM000 RM000 RM000 RM000
Cash flows from operating activities
Profit before tax
Adjustments for:
Amortisation of franchise fees
4
Depreciation of property, plant and
equipment
3
Finance costs
17
Loss/(Gain) on disposal of property,
plant and equipment
Dividend income from subsidiaries
Interest income
Impairment loss on:
Goodwill on consolidation
Property, plant and equipment
Reversal on impairment loss of property,
plant and equipment
Operating profit/(loss) before changes in
working capital
Changes in working capital:
Inventories
Trade and other payables
Employee benefits
Trade and other receivables
Subsidiaries
Related companies

215,493

221,833

5,061

6,736

103,350
6,702

86,590
4,364

5,008
-
(441)

3,920
-
(402)

113,899
-

52,418
-

1,890
969

1,536
994

382
(114,115)
(6,380)

(118)
(50,938)
(5,997)

-
-

17
10,913

-
-

(17,651)

335,173
(32,764)
42,480
(556)
(12,098)
-
(5,980)

316,320
(28,349)
35,380
57
(12,953)
-
8,401

(3,355)

(2,105)

-
(3,898)
-
(1,195)
(10,689)
(32)

1,902
1,051
75,142
-

Cash generated from/(used in) operations


Interest paid
Taxes paid

326,255
(6,702)
(45,990)

318,856
(4,364)
(49,979)

(19,169)
(969)
(1,557)

75,990
(994)
(473)

Net cash generated from/(used in)


operating activities

273,563

264,513

(21,695)

74,523

(338,706)

(220,085)

(4,337)

(1,885)

2,307
(1,283)

2,390
(20,879)

1,238
(1,283)

960
(20,879)

-
(50,429)
-
6,380
96,915

(14,000)
(25,522)
5,997
42,683

48,484

(12,646)

Cash flows from investing activities


Purchase of property, plant and
equipment
3
Proceeds from disposal of property,
plant and equipment
Purchase of other investments
Acquisition of subsidiaries, net of cash
acquired
30
Additional investment in subsidiaries
Franchise fees
4
Interest received
Dividends received from subsidiaries
Net cash (used in)/generated from
investing activities

136
-
(4,681)
441
-

(341,786)

137

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

(9,513)
-
(5,039)
402
-

(252,724)

Statements of Cash Flows


for the year ended 31 December 2011


Group Company

2011
2010
2011
2010
Note RM000 RM000 RM000 RM000
Cash flows from financing activities

Issuance of shares
Purchase of treasury shares
11
Proceeds from bank borrowings
Repayment of bank borrowings
Dividends paid to shareholders of
the Company
22
Dividends paid to non-controlling
interests of subsidiaries

105
(7,933)
150,143
(48,441)

397
-
68,193
(33,105)

105
(7,933)
49,400
(20,000)

397
(20,000)

(50,524)

(38,664)

(50,524)

(38,664)

(945)

(416)

42,405

(3,595)

(28,952)

(58,267)

(25,818)

8,194

(2,163)

3,610

(2,945)
131,712

69
123,449

Net cash generated from/(used in)


financing activities
Net (decrease)/increase in cash and
cash equivalents
Effect of exchange rate fluctuation on
cash held
Cash and cash equivalents at 1 January

-
3,975

365

Cash and cash equivalents at


31 December
102,949
131,712
1,812
3,975

Cash and cash equivalents

Cash and cash equivalents included in the statements of cash flows comprise the following statement of
financial position amounts:

Group Company
Note
2011
2010
2011
2010
RM000 RM000 RM000 RM000
Deposits placed with licensed banks
Cash and bank balances

10
10

23,446
79,503

52,893
78,819

177
1,635

125
3,850

102,949

131,712

1,812

3,975

The notes on pages 139 to 202 are an integral part of these financial statements.

138

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements


KFC Holdings (Malaysia) Bhd is a public limited liability company, incorporated and domiciled in Malaysia
and is listed on the Main Board of Bursa Malaysia Securities Berhad. The addresses of the principal place
of business and registered office of the Company are as follows:
Principal place of business
Level 17 Wisma KFC
No. 17 Jalan Sultan Ismail
50250 Kuala Lumpur
Registered office
Level 11 Menara JCorp
No. 249 Jalan Tun Razak
50400 Kuala Lumpur
The consolidated financial statements of the Company as at and for the year ended 31 December 2011
comprise the Company and its subsidiaries (together referred to as the Group). The financial statements of
the Company as at and for the year ended 31 December 2011 do not include other entities.
The Company is principally engaged in investment holding whilst the principal activities of the subsidiaries
are as stated in Note 6 to the financial statements.
The immediate and intermediate holding companies are QSR Brands Bhd (QSR) and Kulim (Malaysia)
Berhad, both are public listed companies listed on the Main Board of Bursa Malaysia Securities Berhad
and the ultimate holding corporation is Johor Corporation, a body corporate established under the Johor
Corporation Enactment Act 1968 (No. 4 of 1968) (as amended by Enactment No. 5 of 1995). All companies
are incorporated in Malaysia.
The financial statements were approved by the Board of Directors on 7 March 2012.
1. Basis of preparation
(a) Statement of compliance

These financial statements of the Group and the Company have been prepared in accordance with
Financial Reporting Standards (FRSs), generally accepted accounting principles and the Companies
Act, 1965 in Malaysia.

The following are accounting standards, amendments and interpretations of the FRS framework
that have been issued by the Malaysian Accounting Standards Board (MASB) but have not been
adopted by the Group and the Company:

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 July 2011

IC Interpretation 19, Extinguishing Financial Liabilities with Equity Instruments


Amendments to IC Interpretation 14, Prepayments of a Minimum Funding Requirement

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 January 2012



FRS 124, Related Party Disclosures (revised)


Amendments to FRS 1, First-time Adoption of Financial Reporting Standards Severe
Hyperinflation and Removal of Fixed Dates for First-time Adopters
Amendments to FRS 7, Financial Instruments: Disclosures Transfers of Financial Assets
Amendments to FRS 112, Income Taxes Deferred Tax: Recovery of Underlying Assets

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 July 2012

Amendments to FRS 101, Presentation of Financial Statements Presentation of Items of


Other Comprehensive Income

139

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

1. Basis of preparation (contd)


(a) Statement of compliance (contd)
FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 January 2013








FRS 10, Consolidated Financial Statements


FRS 11, Joint Arrangements
FRS 12, Disclosure of Interests in Other Entities
FRS 13, Fair Value Measurement
FRS 119, Employee Benefits (2011)
FRS 127, Separate Financial Statements (2011)
FRS 128, Investments in Associates and Joint Ventures (2011)
IC Interpretation 20, Stripping Costs in the Production Phase of a Surface Mine
Amendments to FRS 7, Financial Instruments: Disclosures - Mandatory Date of FRS 9
and Transition Disclosures

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 January 2014

Amendments to FRS 132, Financial Instruments: Presentation - Offsetting Financial Assets


and Financial Liabilities

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 January 2015

FRS 9, Financial Instruments (2009)


FRS 9, Financial Instruments (2010)

The Groups and Companys financial statements for annual period beginning on 1 January 2012
will be prepared in accordance with the Malaysian Financial Reporting Standards (MFRSs) issued
by the MASB and International Financial Reporting Standards (IFRSs). As a result, the Group and
the Company will not be adopting the above FRSs, Interpretations and amendments.
(b) Basis of measurement
The financial statements have been prepared on the historical cost basis except for the following
assets as explained in their respective accounting policy notes:


Note 2(c) Financial instruments


Note 2(d) Property, plant and equipment
Note 2(g) Investment properties

(c) Functional and presentation currency


These financial statements are presented in Ringgit Malaysia (RM), which is the Companys
functional currency. All financial information is presented in RM and has been rounded to the
nearest thousand, unless otherwise stated.

(d) Use of estimates and judgements


The preparation of financial statements in conformity with FRSs requires management to make
judgements, estimates and assumptions that affect the application of accounting policies and the
reported amounts of assets, liabilities, income and expenses. Actual results may differ from these
estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the period in which the estimate is revised and in any future periods
affected.

140

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

1. Basis of preparation (contd)


(d) Use of estimates and judgements (contd)

There are no significant areas of estimation uncertainty and critical judgements in applying accounting
policies that have significant effect on the amounts recognised in the financial statements other
than those disclosed in the following notes:




Note 4 - measurement of recoverable amounts of cash-generating units


Note 5 - valuation of investment properties
Note 13 - recognition of unutilised tax losses and capital allowances
Note 14 - employee benefits
Note 28 - contingent liabilities

2. Significant accounting policies




The accounting policies set out below have been applied consistently to the periods presented in these
financial statements, and have been applied consistently by Group entities, unless otherwise stated.
(a) Basis of consolidation
(i) Subsidiaries

Subsidiaries are entities, including unincorporated entities, controlled by the Group. Control
exists when the Group has the ability to exercise its power to govern the financial and operating
policies of an entity so as to obtain benefits from its activities. In assessing control, potential
voting rights that presently are exercisable are taken into account.

Investments in subsidiaries are measured in the Companys statement of financial position at


cost less impairment losses, unless the investment is held for sale or distribution. The cost of
investments includes transaction costs.

The accounting policies of subsidiaries are changed when necessary to align them with the
policies adopted by the Group.

(ii) Accounting for business combinations


Business combinations are accounted for using the acquisition method from the acquisition
date, which is the date on which control is transferred to the Group.

The Group has changed its accounting policy with respect to accounting for business
combinations.

From 1 January 2011 the Group has applied FRS 3, Business Combinations (revised) in
accounting for business combinations. The change in accounting policy has been applied
prospectively in accordance with the transitional provisions provided by the standard and
does not have impact on earnings per share.
Acquisitions on or after 1 January 2011
For acquisitions on or after 1 January 2011, the Group measures goodwill at the acquisition
date as:



the fair value of the consideration transferred; plus


the recognised amount of any non-controlling interests in the acquiree; plus
if the business combination is achieved in stages, the fair value of the existing equity
interest in the acquiree; less
the net recognised amount (generally fair value) of the identifiable assets acquired and
liabilities assumed.

141

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(a) Basis of consolidation (contd)


(ii) Accounting for business combinations (contd)
Acquisitions on or after 1 January 2011 (contd)
When the excess is negative, a bargain purchase gain is recognised immediately in profit or
loss.
The consideration transferred does not include amounts related to the settlement of preexisting relationships. Such amounts are generally recognised in profit or loss.
Costs related to the acquisition, other than those associated with the issue of debt or equity
securities, that the Group incurs in connection with a business combination are expensed as
incurred.
Any contingent consideration payable is recognised at fair value at the acquisition date. If
the contingent consideration is classified as equity, it is not remeasured and settlement is
accounted for within equity. Otherwise, subsequent changes to the fair value of the contingent
consideration are recognised in profit or loss.

Acquisitions between 1 January 2006 and 1 January 2011


For acquisitions between 1 January 2006 and 1 January 2011, goodwill represents the excess
of the cost of the acquisition over the Groups interest in the recognised amount (generally fair
value) of the identifiable assets, liabilities and contingent liabilities of the acquiree. When the
excess was negative, a bargain purchase gain was recognised immediately in profit or loss.
Transaction costs, other than those associated with the issue of debt or equity securities, that
the Group incurred in connection with business combinations were capitalised as part of the
cost of the acquisition.
Acquisitions prior to 1 January 2006
For acquisitions prior to 1 January 2006, goodwill represents the excess of the cost of
the acquisition over the Groups interest in the fair values of the net identifiable assets and
liabilities.

(iii) Accounting for acquisitions of non-controlling interests


The Group treats all changes in its ownership interest in a subsidiary that do not result in a loss
of control as equity transactions between the Group and its non-controlling interest holders.
Any difference between the Groups share of net assets before and after the change, and any
consideration received or paid, is adjusted to or against Group reserves.

(iv) Non-controlling interests


Non-controlling interests at the end of the reporting period, being the equity in a subsidiary
not attributable directly or indirectly to the equity holders of the Company, are presented in the
consolidated statement of financial position and statement of changes in equity within equity,
separately from equity attributable to the owners of the Company. Non-controlling interests in
the results of the Group is presented in the consolidated statement of comprehensive income
as an allocation of the profit or loss and the comprehensive income for the year between noncontrolling interests and the owners of the Company.

Since the beginning of the reporting period, the Group has applied FRS 127, Consolidated
and Separate Financial Statements (revised) where losses applicable to the non-controlling
interests in a subsidiary are allocated to the non-controlling interests even if doing so causes
the non-controlling interests to have a deficit balance. This change in accounting policy is
applied prospectively in accordance with the transitional provisions of the standard and does
not have impact on earnings per share.

142

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(a) Basis of consolidation (contd)


(iv) Non-controlling interests (contd)

In the previous financial years, where losses applicable to the non-controlling interests exceed
their interests in the equity of a subsidiary, the excess, and any further losses applicable to
the non-controlling interests, were charged against the Groups interest except to the extent
that the non-controlling interests had a binding obligation to, and was able to, make additional
investment to cover the losses. If the subsidiary subsequently reported profits, the Groups
interest was allocated with all such profits until the non-controlling interests share of losses
previously absorbed by the Group had been recovered.

(v) Transactions eliminated on consolidation


Intra-group balances and transactions, and any unrealised income and expenses arising from
intra-group transactions, are eliminated in preparing the consolidated financial statements.

(b) Foreign currency


(i) Foreign currency transactions

Transactions in foreign currencies are translated to the respective functional currencies of


Group entities at exchange rates at the dates of the transactions.

Monetary assets and liabilities denominated in foreign currencies at the reporting period are
retranslated to the functional currency at the exchange rate at that date.

Non-monetary assets and liabilities denominated in foreign currencies are not retranslated at
the end of the reporting date except for those that are measured at fair value are retranslated to
the functional currency at the exchange rate at the date that the fair value was determined.

Foreign currency differences arising on retranslation are recognised in profit or loss, except
for differences arising on the retranslation of available-for-sale equity instruments or a financial
instrument designated as a cash flow hedge of currency risk, which are recognised in other
comprehensive income.

(ii) Operations denominated in functional currencies other than Ringgit Malaysia


The assets and liabilities of operations in functional currencies other than RM, including
goodwill and fair value adjustments, are translated to RM at exchange rates at the end of
the reporting period, except for goodwill and fair value adjustments arising from business
combinations before 1 January 2006 which are reported using the exchange rates at the dates
of the acquisitions. The income and expenses of foreign operations are translated to RM at
exchange rates at the dates of the transactions.

Foreign currency differences are recognised in other comprehensive income and accumulated
in the foreign currency translation reserve (FCTR) in equity. However, if the operation is a nonwholly-owned subsidiary, then the relevant proportionate share of the translation difference is
allocated to the non-controlling interests. When a foreign operation is disposed off, in part or
in full, the relevant amount in the FCTR is transferred to profit or loss as part of the profit or
loss on disposal.

In the consolidated financial statements, when settlement of a monetary item receivable from
or payable to a foreign operation is neither planned nor likely in the foreseeable future, foreign
exchange gains and losses arising from such a monetary item are considered to form part of a
net investment in a foreign operation and are recognised in other comprehensive income, and
are presented in the FCTR in equity.

143

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(c) Financial instruments
(i) Initial recognition and measurement

A financial instrument is recognised in the statements of financial position when, and only when,
the Group or the Company becomes a party to the contractual provisions of the instrument.

A financial instrument is recognised initially, at its fair value plus, in the case of a financial
instrument not at fair value through profit or loss, transaction costs that are directly attributable
to the acquisition or issue of the financial instrument.

An embedded derivative is recognised separately from the host contract and accounted for as
a derivative if, and only if, it is not closely related to the economic characteristics and risks of
the host contract and the host contract is not categorised at fair value through profit or loss.
The host contract, in the event an embedded derivative is recognised separately, is accounted
for in accordance with the policy applicable to the nature of the host contract.

(ii) Financial instrument categories and subsequent measurement


The Group and the Company categorise financial instruments as follows:

Financial assets


(a) Held-to-maturity investments


Held-to-maturity investments category comprises debt instruments that are quoted in an
active market and the Group or the Company has the positive intention and ability to hold
them to maturity.

Financial assets categorised as held-to-maturity investments are subsequently measured


at amortised cost using the effective interest method.


(b) Loans and receivables


Loans and receivables category comprises debt instruments that are not quoted in an
active market, trade and other receivables and cash and cash equivalents.

Financial assets categorised as loans and receivables are subsequently measured at


amortised cost using the effective interest method.

(c) Available-for-sale financial assets


Available-for-sale category comprises investment in equity and debt securities instruments


that are not held for trading.

Investments in equity instruments that do not have a quoted market price in an active
market and whose fair value cannot be reliably measured are measured at cost. Other
financial assets categorised as available-for-sale are subsequently measured at their
fair values with the gain or loss recognised in other comprehensive income, except for
impairment losses, foreign exchange gains and losses arising from monetary items and
gains and losses of hedged items attributable to hedge risks of fair value hedges which
are recognised in profit or loss. On derecognition, the cumulative gain or loss recognised
in other comprehensive income is reclassified from equity into profit or loss. Interest
calculated for a debt instrument using the effective interest method is recognised in profit
or loss.

All financial assets are subject to review for impairment (see Note 2(j)(i)).
Financial liabilities
All financial liabilities are subsequently measured at amortised cost.

144

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(c) Financial instruments (contd)
(iii) Derecognition

A financial asset or part of it is derecognised when, and only when the contractual rights to the
cash flows from the financial asset expire or the financial asset is transferred to another party
without retaining control or substantially all risks and rewards of the asset. On derecognition of
a financial asset, the difference between the carrying amount and the sum of the consideration
received (including any new asset obtained less any new liability assumed) and any cumulative
gain or loss that had been recognised in equity is recognised in profit or loss.

A financial liability or a part of it is derecognised when, and only when, the obligation specified
in the contract is discharged or cancelled or expires. On derecognition of a financial liability,
the difference between the carrying amount of the financial liability extinguished or transferred
to another party and the consideration paid, including any non-cash assets transferred or
liabilities assumed, is recognised in profit or loss.

(d) Property, plant and equipment


(i) Recognition and measurement

Items of property, plant and equipment are stated at cost / valuation less any accumulated
depreciation and any accumulated impairment losses.

Cost includes expenditures that are directly attributable to the acquisition of the asset and
any other costs directly attributable to bring the asset to working condition for its intended
use, and the costs of dismantling and removing the items and restoring the site on which they
are located. For qualifying assets, borrowing costs are capitalised in accordance with the
accounting policy on borrowing costs.

The cost of property, plant and equipment recognised as a result of a business combination is
based on fair value at acquisition date. The fair value of property is the estimated amount for
which a property could be exchanged between a willing buyer and a willing seller in an arms
length transaction wherein the parties had each acted knowledgeably, prudently and without
compulsion. The fair value of other items of plant and equipment is based on the quoted
market prices for similar items and replacement cost where appropriate.
Where significant parts of an item of property, plant and equipment have different useful
lives, they are accounted for as separate items (major components) of property, plant and
equipment.
The gains and losses on disposal of an item of property, plant and equipment are determined
by comparing the proceeds from disposal with the carrying amount of property, plant and
equipment and are recognised net within other income or other expenses respectively in
profit or loss. When revalued assets are sold, the amounts included in the revaluation surplus
reserve are transferred to retained earnings.

Property, plant and equipment under the revaluation model

Surplus arising from revaluation are dealt with in profit or loss to the extent of a previous
decrease for the same property and the net surplus is then dealt with in the revaluation reserve
account. Any deficit arising is offset against the revaluation reserve to the extent of a previous
increase for the same property. In all other cases, a decrease in carrying amount is recognised
in profit or loss.

The Group revalues its property comprising land and building every five (5) years and at shorter
intervals whenever the fair value of the revalued assets is expected to differ materially from
their carrying value.

145

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(d) Property, plant and equipment (contd)
(ii) Subsequent costs

The cost of replacing part of an item of property, plant and equipment is recognised in the
carrying amount of the item if it is probable that the future economic benefits embodied within
the part will flow to the Group and its cost can be measured reliably. The carrying amount of
the replaced part is derecognised to profit or loss. The costs of the day-to-day servicing of
property, plant and equipment are recognised in profit or loss as incurred.

(iii) Depreciation

Depreciation is calculated over the depreciable amount, which is the cost of an asset, or other
amount substituted for cost, less its residual value.

Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful
lives of each part of an item of property, plant and equipment. Leased assets are depreciated
over the shorter of the lease term and their useful lives unless it is reasonably certain that the
Group will obtain ownership by the end of the lease term. Freehold land is not depreciated.

The estimated useful lives for the current and comparative periods are as follows:

Buildings
Leasehold land
Leasehold improvements and renovation
Plant and machinery
Motor vehicles
Restaurant and office equipment

20 - 50 years
45 - 999 years
10 years
10 years
5 years
5 - 10 years

No depreciation is provided for crockery, cutlery and utensils. Subsequent replacements are
written off to profit or loss as and when incurred.

Depreciation methods, useful lives and residual values are reassessed at the end of the
reporting period.

(e) Leased assets


(i) Finance lease

Leases in terms of which the Group or the Company assumes substantially all the risks and
rewards of ownership are classified as finance leases. On initial recognition of the leased
asset is measured at an amount equal to the lower of its fair value and the present value of
the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in
accordance with the accounting policy applicable to that asset.

Minimum lease payments made under finance leases are apportioned between the finance
expense and the reduction of the outstanding liability. The finance expense is allocated to
each period during the lease term so as to produce a constant periodic rate of interest on the
remaining balance of the liability. Contingent lease payments are accounted for by revising the
minimum lease payments over the remaining term of the lease when the lease adjustment is
confirmed.

Leasehold land which in substance is a finance lease is classified as property, plant and
equipment.

146

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(e) Leased assets (contd)
(ii) Operating lease

Leases, where the Group does not assume substantially all the risks and rewards of ownership
are classified as operating leases and, except for property interest held under operating lease,
the leased assets are not recognised on the statement of financial position. Property interest
held under an operating lease, which is held to earn rental income or for capital appreciation
or both, is classified as investment property.

Payments made under operating leases are recognised in profit or loss on a straight-line basis
over the term of the lease unless another systematic basis is more representative of the time
pattern in which economic benefits from the leased asset are consumed. Lease incentives
received are recognised in profit or loss as an integral part of the total lease expense, over
the term of the lease. Contingent rentals are charged to profit or loss in the reporting period in
which they are incurred.

(f) Intangible assets


(i) Goodwill
Goodwill arises on business combinations is measured at cost less any accumulated
impairment losses. In respect of equity-accounted investees, the carrying amount of goodwill
is included in the carrying amount of the investment and an impairment loss on such an
investment is not allocated to any asset, including goodwill, that forms part of the carrying
amount of the equity-accounted investee.
(ii) Other intangible assets


Intangible assets, other than goodwill, that are acquired by the Group, which have finite
useful lives, are measured at cost less any accumulated amortisation and any accumulated
impairment losses.

(iii) Subsequent expenditure

Subsequent expenditure is capitalised only when it increases the future economic benefits
embodied in the specific asset to which it relates. All other expenditure, including expenditure
on internally generated goodwill and brands, is recognised in profit or loss as incurred.

(iv) Amortisation
Goodwill with indefinite useful lives are not amortised but are tested for impairment annually
and whenever there is an indication that it may be impaired.

The restaurants initial and renewal franchise fees are stated at cost and are amortised on a
straight-line basis over ten (10) years.

Amortisation methods, useful lives and residual values are reviewed at the end of each
reporting period and adjusted, if appropriate.

147

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(g) Investment properties
(i) Investment properties carried at fair value


Investment properties are properties which are owned or held under a leasehold interest to
earn rental income or for capital appreciation or for both, but not for sale in the ordinary
course of business, use in the production or supply of goods or services or for administrative
purposes.

Investment properties are measured initially at cost and subsequently at fair value with any
change therein recognised in profit or loss for the period in which they arise. Where the fair
value of the investment property under construction is not reliably determinable, the investment
property under construction is measured at cost until either its fair value becomes reliably
determinable or construction is complete, whichever is earlier.

Cost includes expenditure that is directly attributable to the acquisition of the investment
property. The cost of self-constructed investment property includes the cost of materials and
direct labour, any other costs directly attributable to bringing the investment property to a
working condition for their intended use and capitalised borrowing costs.

An investment property is derecognised on its disposal, or when it is permanently withdrawn


from use and no future economic benefits are expected from its disposal. The difference
between the net disposal proceeds and the carrying amount is recognised in profit or loss in
the period in which the item is derecognised.

(ii) Reclassification to / from investment property


When an item of property, plant and equipment is transferred to investment property following
a change in its use, any difference arising at the date of transfer between the carrying amount
of the item immediately prior to transfer and its fair value is recognised in other comprehensive
income and accumulated in equity as revaluation reserve. However, if a fair value gain
reverses a previous impairment loss, the gain is recognised in profit or loss. Upon disposal
of an investment property, any surplus previously recorded in equity is transferred to retained
earnings; the transfer is not made through profit or loss.

When the use of a property changes such that it is reclassified as property, plant and
equipment or inventories, its fair value at the date of reclassification becomes its deemed cost
for subsequent accounting.

(iii) Determination of fair value


An external, independent valuation firm, having appropriate recognised professional


qualifications and recent experience in the location and category of property being valued,
values the Groups investment property portfolio every twelve (12) months.

The fair values are based on market values, being the estimated amount for which a property
could be exchanged on the date of the valuation between a willing buyer and a willing seller in
an arms length transaction wherein the parties had each acted knowledgeably, prudently and
without compulsion.

In the absence of current prices in an active market, the valuations are prepared by considering
the aggregate of the estimated cash flows expected to be received from renting out the
property. A yield that reflects the specific risks inherent in the net cash flows then is applied to
the net annual cash flows to arrive at the property valuation.

Valuations reflect the remaining economic life of the property. When rent reviews or lease
renewals are pending with anticipated reversionary increases, it is assumed that all notices
and where appropriate counter-notices have been served validly and within the appropriate
time.

148

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(h) Inventories

Inventories are measured at the lower of cost and net realisable value. The cost of inventories is
based on the first-in first-out principle and includes expenditure incurred in acquiring the inventories
and bringing them to their existing location and condition.

In the case of livestocks, cost includes the original cost of bringing the inventories to its present
location and condition.

In the case of finished goods, cost includes an appropriate share of production overheads based
on normal operating capacity.

Net realisable value is the estimated selling price in the ordinary course of business, less the
estimated costs of completion and the estimated costs necessary to make the sale.

The fair value of inventories acquired in a business combination is determined based on its
estimated selling price in the ordinary course of business less the estimated costs of completion
and sale, and a reasonable profit margin based on the effort required to complete and sell the
inventories.

(i) Cash and cash equivalents




Cash and cash equivalents consist of cash on hand, balances and deposits with banks. For
the purpose of the cash flow statement, cash and cash equivalents are presented net of bank
overdrafts and pledged deposits.
(j) Impairment
(i) Financial assets

All financial assets (except for investments in subsidiaries) are assessed at each reporting date
whether there is any objective evidence of impairment as a result of one or more events having
an impact on the estimated future cash flows of the asset. Losses expected as a result of
future events, no matter how likely, are not recognised. For an equity instrument, a significant
or prolonged decline in the fair value below its cost is an objective evidence of impairment.

An impairment loss in respect of loans and receivables and held-to-maturity investments is


recognised in profit or loss and is measured as the difference between the assets carrying
amount and the present value of estimated future cash flows discounted at the assets original
effective interest rate. The carrying amount of the asset is reduced through the use of an
allowance account.

An impairment loss in respect of available-for-sale financial assets is recognised in the profit


or loss and is measured as the difference between the assets acquisition cost (net of any
principal repayment and amortisation) and the assets current fair value, less any impairment
loss previously recognised. Where a decline in the fair value of an available-for-sale financial
asset has been recognised in the other comprehensive income, the cumulative loss in other
comprehensive income is reclassified from equity and recognised to profit or loss.

An impairment loss in respect of unquoted equity instrument that is carried at cost is recognised
in profit or loss and is measured as the difference between the assets carrying amount and the
present value of estimated future cash flows discounted at the current market rate of return for
a similar financial asset.

Impairment losses recognised in profit or loss for an investment in an equity instrument


classified as available for sale is not reversed through profit or loss.

149

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(j) Impairment (contd)
(i) Financial assets (contd)


If, in a subsequent period, the fair value of a debt instrument increases and the increase
can be objectively related to an event occurring after the impairment loss was recognised in
profit or loss, the impairment loss is reversed, to the extent that the assets carrying amount
does not exceed what the carrying amount would have been had the impairment not been
recognised at the date the impairment is reversed. The amount of the reversal is recognised in
profit or loss.
(ii) Non-financial assets

The carrying amounts of non-financial assets (except for inventories, deferred tax asset and
assets arising from employee benefits) are reviewed at the end of each reporting period to
determine whether there is any indication of impairment. If any such indication exists, then
the assets recoverable amount is estimated. For goodwill, and intangible assets that have
indefinite useful lives or that are not yet available for use, the recoverable amount is estimated
each period at the same time.

For the purpose of impairment testing, assets are grouped together into the smallest group
of assets that generates cash inflows from continuing use that are largely independent of
the cash inflows of other assets (known as cash-generating unit). The goodwill acquired in a
business combination, for the purpose of impairment testing, is allocated to a cash-generating
unit or a group of cash-generating units that are expected to benefit from the synergies of the
combination.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its
fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted
to their present value using a pre-tax discount rate that reflects current market assessments of the
time value of money and the risks specific to the asset or cash-generating unit.

An impairment loss is recognised if the carrying amount of an asset or its related cashgenerating unit exceeds its estimated recoverable amount.

Impairment losses are recognised in profit or loss. Impairment losses recognised in respect
of cash-generating units are allocated first to reduce the carrying amount of any goodwill
allocated to the cash-generating unit or the group of cash-generating units and then to reduce
the carrying amount of the other assets in the cash-generating unit (or a group of cashgenerating units) on a pro rata basis.
An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment
losses recognised in prior periods are assessed at the end of each reporting period for any
indications that the loss has decreased or no longer exists. An impairment loss is reversed if
there has been a change in the estimates used to determine the recoverable amount since
the last impairment loss was recognised. An impairment loss is reversed only to the extent
that the assets carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no impairment loss had been recognised.
Reversals of impairment losses are credited to profit or loss in the financial year in which the
reversals are recognised.

150

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(k) Equity instruments

Instruments classified as equity are measured at cost on initial recognition and are not remeasured
subsequently.


(i) Issue expenses

Costs directly attributable to issue of instruments classified as equity are recognised as a


deduction from equity.

(ii) Repurchase of share capital




When share capital recognised as equity is repurchased, the amount of the consideration paid,
including directly attributable costs, is recognised as a deduction from equity. Repurchased
shares that are not subsequently cancelled are classified as treasury shares and are presented
as a deduction from total equity.

Where treasury shares are distributed as share dividends, the cost of the treasury shares is
applied in the reduction of the share premium account or distributable reserves, or both.

Where treasury shares are sold or reissued subsequently, the difference between the sales
consideration net of directly attributable costs and the carrying amount of the treasury shares
is recognised in equity, and the resulting surplus or deficit on the transaction is presented in
share premium.

(l) Borrowing costs


Borrowing costs that are not directly attributable to the acquisition, construction or production of
a qualifying asset are recognised in profit or loss using the effective interest method.

Borrowing costs directly attributable to the acquisition, construction or production of qualifying


assets, which are assets that necessarily take a substantial period of time to get ready for their
intended use or sale, are capitalised as part of the cost of those assets.

The capitalisation of borrowing costs as part of the cost of a qualifying asset commences when
expenditure for the asset is being incurred, borrowing costs are being incurred and activities that
are necessary to prepare the asset for its intended use or sale are in progress. Capitalisation of
borrowing costs is suspended or ceases when substantially all the activities necessary to prepare
the qualifying asset for its intended use or sale are interrupted or completed.

Investment income earned on the temporary investment of specific borrowings pending their
expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

(m) Employee benefits


(i) Short-term employee benefits

Short term employee benefit obligations in respect of salaries, annual bonuses, paid annual
leave and sick leave are measured on an undiscounted basis and are expensed as the related
service is provided.

A liability is recognised for the amount expected to be paid under short term cash bonus
or profit-sharing plans if the Group has a present legal or constructive obligation to pay
this amount as a result of past service provided by the employee and the obligation can be
estimated reliably.

The Groups contributions to statutory pension funds are charged to the profit or loss in the
year to which they relate. Once the contributions have been paid, the Group has no further
payment obligations.

151

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(m) Employee benefits (contd)
(ii) Defined benefit plans

The Groups net obligation in respect of defined benefit retirement plans is calculated separately
for each plan by estimating the amount of future benefit that employees have earned in return
for their service in the current and prior periods; that benefit is discounted to determine the
present value. Any unrecognised past service costs and the fair value of any plan assets are
deducted. The discount rate is the yield at the reporting period on seven (7)-year high quality
corporate bonds that have maturity dates approximating the terms of the Groups obligations
and that are denominated in the same currency in which the benefits are expected to be paid.
The calculation is performed by a qualified actuary conducted every two (2) years with the
last actuarial report dated 13 January 2012 using the projected unit credit method. When the
calculation results in a benefit to the Group, the recognised asset is limited to the net total of
any unrecognised past service costs and the present value of any future refunds from the plan
or reductions in future contributions to the plan.

In order to calculate the present value of economic benefits, consideration is given to any
minimum funding requirements that apply to any plan in the Group. An economic benefit is
available to the Group if it is realisable during the life of the plan, or any settlement of the plan
liabilities.

When the benefits of a plan are improved, the portion of the increased benefit relating to past
service by employees is recognised in the profit or loss on a straight-line basis over the average
period until the benefits become vested. To the extent that the benefits vest immediately, the
expense is recognised immediately in profit or loss.
The Group recognises all actuarial gains and losses arising from defined benefit plans in
other comprehensive income and all expenses related to defined benefit plans in personnel
expenses in profit or loss.
The Group recognises gains and losses on the curtailment or settlement of a defined benefit
plan when the curtailment or settlement occurs. The gain or loss on curtailment comprises
any resulting change in the fair value of plan assets, change in the present value of defined
benefit obligation and any related actuarial gains and losses and past service cost that had
not previously been recognised.

(n) Provisions

A provision is recognised if, as a result of a past event, the Group has a present legal or constructive
obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will
be required to settle the obligation. Provisions are determined by discounting the expected future
cash flows at a pre-tax rate that reflects current market assessments of the time value of money
and the risks specific to the liability. The unwinding of the discount is recognised as finance cost.

Contingent liabilities

Where it is not probable that an outflow of economic benefits will be required, or the amount cannot
be estimated reliably, the obligation is disclosed as a contingent liability, unless the probability
of outflow of economic benefits is remote. Possible obligations, whose existence will only be
confirmed by the occurrence or non-occurrence of one or more future events are also disclosed as
contingent liabilities unless the probability of outflow of economic benefits is remote.

152

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(o) Revenue and other income

Revenue from the sale of goods is measured at fair value of the consideration received or receivable,
net of returns and allowances, trade discounts and volume rebates. Revenue is recognised when
the significant risks and rewards of ownership have been transferred to the buyer, recovery of the
consideration is probable, the associated costs and possible return of goods can be estimated
reliably, and there is no continuing management involvement with the goods.
The following specific recognition criteria must also be met before revenue is recognised.
(i) Sale of restaurant food and beverages

Sales revenue represents retail sales at the Groups restaurants and is recognised at the point
of sales. The Group recognises sales revenue net of sales tax and service charge.

(ii) Dividend income


Dividend income is recognised in profit or loss when the right to receive payment is
established.

(iii) Interest income


Interest income is recognised as it accrues, using the effective interest method in profit or loss
except for interest income arising from temporary investment of borrowings taken specifically
for the purpose of obtaining a qualifying asset which is accounted for in accordance with the
accounting policy on borrowing costs.

(p) Income tax


Income tax expense comprises current and deferred tax. Current tax and deferred tax are
recognised in profit or loss except to the extent that it relates to a business combination or items
recognised directly in equity or other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year,
using tax rates enacted or substantively enacted by the end of the reporting period, and any
adjustment to tax payable in respect of previous financial years.

Deferred tax is recognised using the liability method, providing for temporary differences between
the carrying amounts of assets and liabilities in the statement of financial position and their tax
bases. Deferred tax is not recognised for the following temporary differences: the initial recognition
of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business
combination and that affects neither accounting nor taxable profit or loss. Deferred tax is measured
at the tax rates that are expected to be applied to the temporary differences when they reverse,
based on the laws that have been enacted or substantively enacted by the end of the reporting
period.

Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax
liabilities and assets, and they relate to income taxes levied by the same tax authority on the same
taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets
on a net basis or their tax assets and liabilities will be realised simultaneously.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be
available against which the temporary difference can be utilised. Deferred tax assets are reviewed
at the end of each reporting period and are reduced to the extent that it is no longer probable that
the related tax benefit will be realised.

Unutilised reinvestment allowance and investment tax allowance are treated as tax base of assets
and are recognised as a reduction of tax expense as and when they are utilised.

153

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

2. Significant accounting policies (contd)


(q) Earnings per share

The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic
EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company
by the weighted average number of ordinary shares outstanding during the period, adjusted for
own shares held. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary
shareholders and the weighted average number of ordinary shares outstanding for the effects of all
dilutive potential ordinary shares, which comprise convertible notes and share options granted to
employees.

(r) Operating segments


An operating segment is a component of the Group that engages in business activities from
which it may earn revenues and incur expenses, including revenues and expenses that relate
to transactions with any of the Groups other components. An operating segments operating
results are reviewed regularly by the chief operating decision maker, which in this case is the Chief
Executive Officer of the Group, to make decisions about resources to be allocated to the segment
and to assess its performance, and for which discrete financial information is available.

154

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

172,759
16,297
-
(768)
-
38,619

226,907
26,571
-
(692)
-
-

252,786

26,571
226,215

252,786

Cost/Valuation
At 1 January 2010
Additions
Acquisition of subsidiaries
Disposals/Write off
Effect of movement in exchange rates
Revaluation surplus

At 31 December 2010/1 January 2011


Additions
Acquisition of subsidiaries
Disposals/Write off
Effect of movement in exchange rates
Reclassification

At 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

155

Representing:
At cost
At valuation

At 31 December 2011

121,957

11,928
110,029

121,957

110,029
11,928
-
-
-
-

78,559
3,357
-
-
-
28,113

281,881

69,839
212,042

281,881

244,122
34,763
-
-
(548)
3,544

220,943
2,468
3,227
(1,242)
(104)
18,830

344,845

344,845
-

344,845

277,431
83,827
-
(13,977)
1,342
(3,778)

215,154
74,577
178
(10,943)
(1,535)
-

270,439

270,439
-

270,439

215,066
55,583
11
(221)
-
-

191,689
24,612
-
(1,235)
-
-

37,249

37,249
-

37,249

36,897
8,286
-
(7,952)
18
-

36,685
3,612
118
(3,440)
(78)
-

539,434

539,434
-

539,434

436,102
117,748
12
(15,432)
770
234

358,583
95,162
2,018
(18,470)
(1,191)
-

1,848,591

1,300,305
548,286

1,848,591

1,546,554
338,706
23
(38,274)
1,582
-

1,274,372
220,085
5,541
(36,098)
(2,908)
85,562

3. Property, Plant and Equipment


Leasehold

improve-
Plant Restaurant
Freehold Leasehold ments and
and
Motor
and office

land
land
Buildings renovation
machinery
vehicles equipment Total
Group RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Notes to the Financial Statements

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

156

Balance carried forward

56,468

-
56,468

At 31 December 2010:
Accumulated depreciation
Accumulated impairment losses




5,276

4,303
973
61,135

40,756
20,379

59,421
5,164
249
(1,242)
(13)
(2,444)

58,733
-
-
-
-
(2,265)



Depreciation for the year

Acquisition of subsidiaries

Disposals/Write off

Effect of movement in exchange rates

Reversal of impairment loss

10,647
927
-
-
-
(6,298)

36,598
22,823

Depreciation and impairment loss



At 1 January 2010:

Accumulated depreciation
-
3,376

Accumulated impairment losses
58,733
7,271

101,484

101,484
-

89,500
22,894
64
(9,986)
(988)
-

88,224
1,276

122,834

122,834
-

107,986
16,015
-
(1,167)
-
-

107,986
-

25,478

25,478
-

24,895
3,504
100
(2,976)
(45)
-

24,895
-

173,895

173,895
-

149,949
38,086
1,123
(14,417)
(846)
-

148,682
1,267

546,570

468,750
77,820

501,131
86,590
1,536
(29,788)
(1,892)
(11,007)

409,761
91,370

3. Property, Plant and Equipment (contd)


Leasehold

improve-
Plant Restaurant
Freehold Leasehold ments and
and
Motor
and office

land
land
Buildings renovation
machinery
vehicles equipment Total

Group RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Notes to the Financial Statements

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

157

170,439

At 31 December 2010/1 January 2011

At 31 December 2011

196,318

114,026

Carrying amounts

At 1 January 2010

56,468

-
56,468

At 31 December 2011:
Accumulated depreciation
Accumulated impairment losses

56,468
-
-
-
-
-

Depreciation and impairment loss



Balance brought forward

Depreciation for the year

Acquisition of subsidiaries

Disposals/Write off

Effect of movement in exchange rates

Reclassification

114,734

104,753

67,912

7,223

6,250
973

5,276
1,947
-
-
-
-

215,332

182,987

161,522

66,549

46,170
20,379

61,135
5,371
-
-
(673)
716

227,020

175,947

125,654

117,825

117,825
-

101,484
28,222
-
(12,224)
1,075
(732)

130,416

92,232

83,703

140,023

140,023
-

122,834
17,380
2
(193)
-
-

14,837

11,419

11,790

22,412

22,412
-

25,478
3,859
-
(6,962)
37
-

329,802

262,207

208,634

209,632

209,632
-

173,895
46,571
3
(11,580)
727
16

1,228,459

999,984

773,241

620,132

542,312
77,820

546,570
103,350
5
(30,959)
1,166
-

3. Property, Plant and Equipment (contd)


Leasehold

improve-
Plant Restaurant
Freehold Leasehold ments and
and
Motor
and office

land
land
Buildings renovation
machinery
vehicles equipment Total

Group RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Notes to the Financial Statements

Notes to the Financial Statements

3. Property, Plant and Equipment (contd)


Leasehold
improve-
Freehold ments and
Motor Office

land Buildings renovation vehicles equipment Total
Company RM000 RM000 RM000 RM000 RM000 RM000
Cost/Valuation
At 1 January 2010
Additions
Disposals/Write off
Revaluation surplus

14,647
-
(769)
1,938

2,260
-
-
314

558
82
-
-

2,870
499
(722)
-

4,639 24,974
1,304
1,885
(55) (1,546)
- 2,252

At 31 December 2010/
1 January 2011
Additions
Disposals/Write off
Transfer to subsidiary

15,816
-
(692)
-

2,574
-
-
-

640
-
-
(82)

2,647
1,125
(1,354)
-

5,888 27,565
3,212
4,337
(75) (2,121)
(219)
(301)

At 31 December 2011

15,124

2,574

558

2,418

8,806

Representing:
At cost
At valuation

-
15,124

-
2,574

558
-

2,418
-

8,806 11,782
- 17,698

At 31 December 2011

15,124

2,574

558

2,418

8,806

29,480

29,480

Depreciation
At 1 January 2010
Depreciation for the year
Disposals/Write off

-
-
-

212
52
-

185
65
-

1,019
515
(662)

1,211
904
(42)

2,627
1,536
(704)

At 31 December 2010/
1 January 2011
Depreciation for the year
Disposals/Write off
Transfer to subsidiary

264
61
-
-

250
60
-
(16)

872
392
(429)
-

2,073
1,377
(72)
(39)

3,459
1,890
(501)
(55)

At 31 December 2011

325

294

835

3,339

4,793

Carrying amounts
At 1 January 2010

14,647

2,048

373

1,851

3,428

22,347

At 31 December 2010/
1 January 2011

15,816

2,310

390

1,775

3,815

24,106

At 31 December 2011

15,124

2,249

264

1,583

5,467

24,687

158

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

3. Property, Plant and Equipment (contd)


3.1 Impairment loss

In 2010, the Group had recognised impairment loss of RM11,377,000 as a result of the valuation
conducted in that year. Impairment loss of RM10,913,000 had been recognised in other expenses,
while the remaining RM464,000 had been recognised in the revaluation reserve.

3.2 Security

At 31 December 2011, properties with a carrying amount of RM45,424,000 (2010: RM85,130,000)


were pledged as securities for term loans (Note 12).

3.3 Property, plant and equipment under the revaluation model


The Groups freehold land, leasehold land and buildings were revalued on 15 December 2010 by
an independent professional qualified valuer using the open market value method. Had the freehold land, leasehold land and buildings been carried under the cost model, their carrying amounts
would have been included in the financial statements of the Group as at 31 December 2011 as
follows:

Net
Accumulated
carrying
Cost depreciation
amount
Group RM000 RM000 RM000
At 31 December 2011
Freehold land
Leasehold land
Buildings

158,570
85,365
210,116

-
5,368
56,118

158,570
79,997
153,998

454,051

61,486

392,565

At 31 December 2010
Freehold land
Leasehold land
Buildings

159,184
85,365
210,116

-
3,836
51,466

159,184
81,529
158,650

454,665

55,302

399,363

Company
At 31 December 2011
Freehold land
Buildings

10,287
2,172

-
476

10,287
1,696

12,459

476

11,983

At 31 December 2010
Freehold land
Buildings

10,901
2,172

-
414

10,901
1,758

13,073

414

12,659

159

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

3. Property, Plant and Equipment (contd)


3.4 Title deeds

The titles of certain properties are either in process of being transferred to the Group and the Company or are pending the issuance of strata titles by the relevant authorities.

3.5 Leasehold Land


Included in the carrying amounts of leasehold land at 31 December were:


Group

2011
2010
RM000 RM000
Leasehold land with unexpired lease period of more than 50 years
Leasehold land with unexpired lease period of less than 50 years

113,741
993

103,507
1,246

114,734

104,753

4. Intangible assets
Goodwill on Franchise
consolidation
fees Total
Group RM000 RM000 RM000
Cost
At 1 January 2010
Additions
Write off

44,965
6,636
-

48,782
5,039
(2,008)

93,747
11,675
(2,008)

At 31 December 2010/1 January 2011


Additions

51,601
818

51,813
4,681

103,414
5,499

At 31 December 2011

52,419

56,494

108,913

Accumulated amortisation
At 1 January 2010
Amortisation for the year
Impairment Loss
Write off

1,566
-
17
-

23,507
6,736
-
(2,008)

25,073
6,736
17
(2,008)

At 31 December 2010/1 January 2011


Amortisation for the year

1,583
-

28,235
5,061

29,818
5,061

At 31 December 2011

1,583

33,296

34,879

Carrying amounts
At 1 January 2010

43,399

25,275

68,674

At 31 December 2010/1 January 2011

50,018

23,578

73,596

At 31 December 2011

50,836

23,198

74,034

160

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

4. Intangible assets (contd)


Impairment testing for cash-generating units (CGU) containing goodwill
For the purpose of impairment testing, goodwill is allocated to the Groups operating divisions which
represent the lowest level within the Group at which the goodwill is monitored for internal management
purposes.
The aggregate carrying amounts of goodwill allocated to each unit are as follows:


2011
2010
Group RM000 RM000

Restaurants
22,658
22,658
Integrated poultry
21,115
20,297
Ancillary
7,063
7,063

50,836

50,018

The recoverable amounts of the CGUs were determined based on value-in-use calculations using pretax cash flow projections based on financial budgets approved by management covering a ten (10)-year
period. The growth rate used to extrapolate the cash flows beyond the ten (10)-year period was 4%
(2010: 4%). The growth rate does not exceed the average historical growth rate over the long term for
the industry.

Key assumption and value-in-use calculation

Value in use was determined by discounting the future cash flows generated from the continuing use of
the units and was based on the following assumptions:

There will be no material changes in the structure and principal activities of the Group.
Raw material price inflation - there will not be any significant increase in the prices and supply of
raw materials, wages and other related costs, resulting from industrial dispute, adverse changes
in the economic conditions or other abnormal factors, which will adversely affect the operations of
the Group.
Statutory income tax rate - the tax rate for Malaysia was 25% and Singapores tax rate is 17%.
There will be no material changes in the present legislation or regulations, rates and bases of duties, levies and other taxes affecting the Groups activities.
Interest rates - the interest rates on the existing financing facilities will prevail.
Foreign exchange rate - the foreign exchange rate will not be substantially and adversely different
from the current rate.
Growth rate used to extrapolate segment beyond the ten (10) year-period is 4% which is in line with
the estimated GDP growth rate of the country.
A pre-tax discount rate of 9.93% was applied in determining the recoverable amount of the unit.
The discount rate was estimated based on the weighted average cost of capital of the Group.

Based on the assessment above, the recoverable amount was determined to be higher than the carrying amount, thus no impairment loss was recognised.

Sensitivity analysis were performed on the cash flow projections based on the following criteria:
i. 40% decrease of the projected sales growth rate of 4%;
ii. 200 basis points increase on pre-tax discount rate of 9.93%; and
iii. 10% decrease in gross profit margin.

Each sensitivity analysis is used on the basis that all other variables remain constant. The result of the
sensitivity analysis does not have an impact on the carrying amount of goodwill on consolidation.

161

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

5. Investment properties

Group

2011
2010
RM000 RM000


At 1 January
910
898

Change in fair value recognised in profit or loss
-
12

At 31 December

910

910

Included in the above are:


Leasehold land with unexpired lease period of more than 50 years
Buildings

590
320

590
320

910

910

The rental income earned by the Group for the year ended 31 December 2011 from its investment
properties, all of which are leased out under operating leases, amounted to RM70,500 (2010:
RM69,000). There were no direct operating expenses (including repair and maintenance) arising from
the investment properties.

6. Investments in subsidiaries
Company

2011
2010
RM000 RM000

At cost:

Unquoted shares

- in Malaysia
474,234
433,805

- outside Malaysia
35,322
25,322


509,556
459,127
Less: Accumulated impairment losses

- in Malaysia
(64,055)
(64,055)


Advances receivable

445,501
67,759

395,072
-

513,260

395,072

The advances receivable from Rasamas Holdings Sdn Bhd and Ayamas Shoppe Sdn Bhd are interest
free and are determined to form part of the Companys net investments in subsidiaries, as repayment
of these amounts are neither fixed nor expected in the near term.

162

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

6. Investments in subsidiaries (contd)


Details of the subsidiaries are as follows:
Effective
ownership
Country of interest
Name of subsidiaries
incorporation Principal activities
2011
2010

%
%
Held by the Company:

Ayamas Food Corporation
Malaysia
Poultry processing
Sdn Bhd and further processing
plants

Investment holding

Ayamas Integrated Poultry
Malaysia
Breeder and broiler
Industry Sdn Bhd farms

Hatchery

Feedmill

Investment holding

Ayamas Shoppe Sdn Bhd
Malaysia
Poultry retail and
convenience
food store chain

Investment holding
Cilik Bistari Sdn Bhd

Integrated Poultry Industry
Sdn Bhd

100.0

100.0

100.0

100.0

100.0

100.0

Malaysia

Sale of board games

100.0

100.0

Malaysia

Poultry processing plant

100.0

100.0

Malaysia

Restaurants

100.0

100.0

KFC Events Sdn Bhd


Malaysia
Sales of food products
vouchers

100.0

100.0

KFCH Education (M) Sdn Bhd


(formerly known as
Paramount Holdings (M)
Sdn Bhd)

Malaysia

College/learning institute

100.0

100.0

KFCIC Assets Sdn Bhd


(formerly known as
Paramount Management
Sdn Bhd)

Malaysia

Property holding

100.0

100.0

KFC India Holdings Sdn Bhd

Malaysia

Investment holding

100.0

100.0

KFC Manufacturing Sdn Bhd


Malaysia
Bakery

Trading in
consumables

Investment holding

100.0

100.0

Kentucky Fried Chicken


(Malaysia) Sendirian
Berhad

163

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

6. Investments in subsidiaries (contd)


Details of the subsidiaries are as follows (contd):
Effective
ownership
Country of interest
Name of subsidiaries
incorporation Principal activities
2011
2010

%
%
Held by the Company (contd):


KFC (Peninsular Malaysia)
Malaysia
Restaurants
Sdn Bhd
Commissary

Investment holding

KFC (Sarawak) Sdn Bhd
Malaysia
Restaurants

Rasamas Holdings Sdn Bhd
Malaysia
Restaurants

Region Food Industries Sdn Bhd
Malaysia
Sauce manufacturing
plant
Roasters Chicken Sdn Bhd
Malaysia
Investment holding

WP Properties Holdings Sdn Bhd
Malaysia
Investment holding

KFC (Sabah) Sdn Bhd
Malaysia
Restaurants

Tepak Marketing Sdn Bhd
Malaysia
Contract packing

WQSR Holdings (S) Pte Ltd*
Singapore
Investment holding

Asburys (Malaysia) Sdn Bhd
Malaysia
Dormant

Bakers Street Sdn Bhd
Malaysia
Dormant

Cemerlang Sinergi Sdn Bhd
Malaysia
Dormant

Efinite Revenue Sdn Bhd
Malaysia
Dormant

Gratings Solar Sdn Bhd
Malaysia
Dormant
KFC (East Malaysia) Sdn Bhd
Malaysia
Dormant

KFC Restaurants Holdings
Malaysia
Dormant
Sdn Bhd

Rangeview Sdn Bhd
Malaysia
Dormant

Restoran Keluarga Sdn Bhd
Malaysia
Dormant

Signature Chef Dining Services
Malaysia
Dormant
Sdn Bhd

Signature Chef Foodservice &
Malaysia
Dormant
Catering Sdn Bhd

Hiei Food Industries Sdn Bhd
Malaysia
Dormant

Yayasan Amal Bistari
Malaysia
Dormant

164

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

90.0

90.0

55.0

55.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

81.0

81.0

70.0

70.0

Notes to the Financial Statements

6. Investments in subsidiaries (contd)


Details of the subsidiaries are as follows (contd):
Effective
ownership
Country of interest
Name of subsidiaries
incorporation Principal activities
2011
2010

%
%

Held through subsidiaries:

KFC Marketing Sdn Bhd
Malaysia
Sales and marketing
100.0
100.0
of food products

Ladang Ternakan Putihekar
Malaysia
Breeder farm
100.0
100.0
(N.S.) Sdn Bhd

MH Integrated Farm Berhad
Malaysia
Property holding
100.0
100.0

Pintas Tiara Sdn Bhd
Malaysia
Property holding
100.0
100.0

SPM Restaurants Sdn Bhd
Malaysia
Meals on wheels
100.0
100.0

Property holding

Usahawan Bistari Ayamas
Malaysia Operation of
100.0
100.0
Sdn Bhd Sudut Ayamas
Ayamas Farms & Hatchery
Malaysia
Broiler farm
Sdn Bhd

Ayamazz Sdn Bhd
Malaysia
Push-cart selling
food and refreshment

Southern Poultry Farming
Malaysia
Broiler farm
Sdn Bhd

Ventures Poultry Farm
Malaysia
Broiler farm
Sdn Bhd

Rasamas Tebrau Sdn Bhd
Malaysia
Restaurant

Rasamas Taman Universiti
Malaysia
Restaurant
Sdn Bhd

Ayamas Feedmill Sdn Bhd
Malaysia
Broiler farm

Synergy Poultry Farming
Malaysia
Broiler farm
Sdn Bhd
Semangat Juara Sdn Bhd
Malaysia
Broiler farm

Ayamas Shoppe (Sabah)
Malaysia
Convenience food store
Sdn Bhd

Kentucky Fried Chicken
Singapore
Restaurants
Management Pte Ltd*

Kernel Foods Private Limited*
India
Restaurants

KFCH Restaurants Private Limited India
Restaurants
(formerly known as
Mumbai Chicken
Private Limited)*

165

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

90.0

90.0

90.0

100.0

90.0

90.0

89.2

89.2

89.1

89.1

85.0

85.0

84.8

75.0

75.0

65.0

100.0

100.0

100.0

100.0

100.0

100.0

Notes to the Financial Statements

6. Investments in subsidiaries (contd)


Details of the subsidiaries are as follows (contd):
Effective
ownership
Country of interest
Name of subsidiaries
incorporation Principal activities
2011
2010

%
%
Held through subsidiaries (contd):

Mauritius Food Corporation Pvt Ltd* Mauritius

Investment holding

100.0

100.0

Pune Chicken Restaurants


India
Private Limited*

KFC (B) Sdn Bhd*
Brunei

Darussalam

Rasamas Sdn Bhd*
Brunei

Darussalam

Agrotech Farm
Malaysia
Solutions Sdn Bhd

Ayamas Contract
Malaysia
Farming Sdn Bhd

Ayamas Franchise Sdn Bhd
Malaysia

Ayamas Marketing (M) Sdn Bhd
Malaysia

Ayamas Selatan Sdn Bhd
Malaysia

Chippendales (M) Sdn Bhd
Malaysia

Rasamas Bangi Sdn Bhd
Malaysia

Rasamas Batu Caves Sdn Bhd
Malaysia

Rasamas Endah Parade Sdn Bhd
Malaysia

Rasamas Larkin Sdn Bhd
Malaysia

Rasamas Mergong Sdn Bhd
Malaysia

Restoran Sabang Sdn Bhd
Malaysia

Seattles Best Coffee Sdn Bhd
Malaysia

Restaurants

100.0

100.0

Restaurants

45.9

45.9

Restaurants

45.9

45.9

Dormant

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Dormant

100.0

100.0

Wangsa Progresi Sdn Bhd


Malaysia

Rasamas BC Sdn Bhd
Malaysia

Rasamas Bukit Tinggi
Malaysia
Sdn Bhd

Dormant

100.0

100.0

Dormant

90.0

90.0

Dormant

90.0

90.0

166

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

6. Investments in subsidiaries (contd)


Details of the subsidiaries are as follows (contd):
Effective
ownership
Country of interest
Name of subsidiaries
incorporation Principal activities
2011
2010

%
%
Held through subsidiaries (contd):

Rasamas Butterworth
Malaysia
Dormant
Sdn Bhd

Rasamas Kota Bharu
Malaysia
Dormant
Sdn Bhd

Rasamas Melaka Sdn Bhd
Malaysia
Dormant

Rasamas Nilai Sdn Bhd
Malaysia
Dormant

Rasamas Subang Sdn Bhd
Malaysia
Dormant

Rasamas Wangsa Maju
Malaysia
Dormant
Sdn Bhd

Rasamas Terminal Larkin
Malaysia
Dormant
Sdn Bhd

Yes Gelato Sdn Bhd
Malaysia
Dormant

Ayamas Food Corporation
Singapore
Dormant
(S) Pte Ltd*

Ayamas Shoppe (S) Pte Ltd*
Singapore
Dormant

Helix Investments Limited
Hong Kong
Dormant

Ayamas Shoppe (Brunei)
Brunei
Dormant
Sendirian Berhad*
Darussalam

90.0

90.0

90.0

90.0

90.0

90.0

90.0

90.0

90.0

90.0

90.0

90.0

89.2

89.2

80.0

80.0

100.0

100.0

100.0

100.0

100.0

100.0

45.9

45.9

* Audited by other member firms of KPMG International


Acquisition of subsidiaries by the Company
(i)

During the year, the Company had acquired a number of subsidiaries pursuant to the re-organisation of its group structure (refer Note 31(i)).

(ii) During the year, the Company had contributed to Yayasan Amal Bistaris capital contribution of
RM700,000.
(iii) During the year, the Company had subscribed for an additional 9,500,000 ordinary shares of
RM1.00 each in KFCH Education (M) Sdn Bhd (formerly known as Paramount Holdings (M) Sdn
Bhd) at par.

167

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

7. Other investments
Unquoted
Quoted

shares shares in
Total in Malaysia Malaysia

Group RM000 RM000 RM000


2011
Non-current

Available-for-sale financial assets
24,282
-
24,282


Held-to-maturity investment
4,500
4,500

Less: Impairment loss
(4,500)
(4,500)

-
-

24,282

24,282

24,282

24,282


Market value of quoted investments


2010
Non-current

Available-for-sale financial assets


Held-to-maturity investments

Less: Impairment loss

24,282

24,282

22,400

22,400

4,500
(4,500)
-

22,400

22,400

22,400

22,400

22,400

22,400

24,282

24,282

24,282

24,282

24,282

24,282

22,400

22,400

Representing item:
At fair value

4,500
(4,500)
-

Representing item:
At fair value


Market value of quoted investments

Company

2011
Non-current

Available-for-sale financial assets

Representing item:
At fair value


Market value of quoted investments


2010
Non-current

Available-for-sale financial assets

Representing item:
At fair value

22,400

22,400

Market value of quoted investments

22,400

22,400

168

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

8. Inventories

Group

2011
2010
RM000 RM000

At cost:

Raw materials
33,209
39,205
Groceries, poultry and consumables
80,267
66,290

Equipment and spare parts
20,262
21,439

Advertising materials
3,748
2,514

Livestock
17,826
13,458

Finished goods
79,010
57,891

234,322

200,797

9. Trade and other receivables



Group Company

2011
2010
2011
2010
Note RM000 RM000 RM000 RM000

Trade

Trade receivables
65,854
46,450
-
Non-trade

Amounts due from subsidiaries
9.1

Amounts due from related companies 9.1
Other receivables
9.2

Deposits
9.3

Current tax assets

-
12,558
16,387
67,277
11,194

-
6,578
16,420
74,534
9,651

162,107
32
2,476
5,291
1,807

163,661
1,284
5,288
129

107,416

107,183

171,713

170,362

173,270

153,633

171,713

170,362

9.1 Amounts due from subsidiaries and related companies


The non-trade receivables due from subsidiaries and related companies are unsecured, interest
bearing at 4.13% (2010: 3.79%) per annum and repayable on demand.

9.2 Other receivables


Included in the other receivables of the Group are lease considerations paid to related companies
amounting to RM1,943,000 (2010: RM2,029,000) which comprised of the lease of a vacant land
at Terminal Larkin Sentral, Johor Bahru for a term of fifteen (15) years expiring on 16 March
2023 (2011: RM801,000; 2010: RM851,000) and the lease of a portion of a single-storey
building erected in Tg. Leman, Johor for a period of thirty (30) years (2011: RM1,142,000;
2010: RM1,178,000), respectively. Both these leased properties are now occupied with KFC
restaurants.

9.3 Deposits

Included in the deposits of the Group and of the Company is a deposit paid to a related company
amounting to RM5,228,000 (2010: RM5,228,000) for purchase of a leasehold industrial land at
Bandar Tenggara, Kulai, Johor Darul Takzim.

169

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

10. Cash and cash equivalents



Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000

Deposits placed with licensed banks


Cash and bank balances



11. Share capital and reserves

23,446
79,503

52,893
78,819

177
1,635

125
3,850

102,949

131,712

1,812

3,975

11.1 Share capital



Group and Company
Number Number
Amount
of shares Amount of shares

2011
2011
2010
2010
RM000
000 RM000
000

Ordinary shares of RM0.50 each

Authorised
1,000,000
2,000,000
1,000,000 2,000,000


Issued and fully paid

At 1 January
396,615
793,231
198,275
198,275

Issued during the year
- share split
-
-
-
198,275
- bonus issue
-
-
198,274
396,549
- conversion of warrants
18
35
66
132


At 31 December
396,633
793,266
396,615
793,231

The holders of ordinary shares are entitled to receive dividends as declared from time to time and
are entitled to one vote per share at meetings of the Company.

11.2 Reserves

Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000

Non-distributable
Share premium
455
363
440
348
Warrants reserve
4,102
4,107
4,102
4,107
Fair value reserve
2,120
1,521
2,120
1,521
Translation reserve
(1,404)
1,125
-
Revaluation reserve
104,222
104,290
5,163
5,333
Treasury shares
(7,933)
-
(7,933)

Distributable
Retained earnings

101,562

111,406

3,892

11,309

576,020

482,226

222,370

177,099


677,582
593,632
226,262
188,408

The movement in each category of the reserves are disclosed in the statements of changes in
equity.

170

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

11. Share capital and reserves (contd)


11.2 Reserves (contd)
The nature and purpose of each category of reserves are as follows:
(a) Share premium

This reserve comprises the premium paid on subscription of shares in the Company over
and above the par value of the shares.

(b) Warrants 2010/2015


A total of 31,723,949 new free warrants were issued by the Company in conjunction with
the issuance of bonus shares on 15 September 2010. Each warrant entitles the holder the
right to subscribe for a new ordinary share of RM0.50 each in the Company at an exercise
price of RM3.00 per new ordinary share. As at the year end, the number of outstanding
warrants was 31,556,573 (2010: 31,591,693). The warrants will expire on 14 September
2015.

(c) Fair value reserve


The fair value reserve relates to the fair valuation of financial assets categorised as availablefor-sale until the investments are derecognised or impaired.

(d) Translation reserve


The translation reserve is used to record exchange differences arising from the translation
of the financial statements of foreign operations whose functional currencies are different
from that of the Groups presentation currency. It is also used to record the exchange
differences arising from monetary items which form part of the Groups net investment in
foreign operations, regardless of the currency of the monetary items.

(e) Revaluation reserve


The revaluation reserve relates to the revaluation of the Groups land and buildings.
(f) Treasury shares

This amount relates to the acquisition cost of treasury shares net of the proceeds received
on their subsequent sale or issuance.

The shareholders of the Company, by an ordinary resolution passed in a general meeting


held on 27 April 2011 approved the Companys resolution to repurchase its own ordinary
shares. The Directors of the Company are committed to enhancing the value of the Company
for its shareholders and believe that the repurchase plan can be applied in the best interests
of the Company and its shareholders.

During the financial year, the Company repurchased 2,078,000 of its issued ordinary shares
from the open market at an average price of RM3.82 per share. The total consideration paid
for the repurchase shares were RM7,933,667 which were financed by internally generated
funds. The shares repurchased are being held as treasury shares in accordance with Section
67A of the Companies Act, 1965.

Of the total 793,266,104 (2010: 793,230,984) issued and fully paid ordinary shares as at 31
December 2011, 2,078,000 (2010: Nil) were held as treasury shares by the Company. As at
31 December 2011, the number of outstanding ordinary shares in issue net of the treasury
shares was therefore 791,188,104 ordinary shares of RM0.50 each.

171

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

11. Share capital and reserves (contd)


11.2 Reserves (contd)
(g) Section 108 tax credit

Subject to agreement by the Inland Revenue Board, the Company has Section 108 tax
credit and tax-exempt income to frank all of its distributable reserves at 31 December 2011
if paid out as taxable dividends.

The Finance Act, 2007 introduced a single tier company income tax system with effect from
1 January 2008. As such, the remaining Section 108 tax credit as at 31 December 2011 will
be available to the Company until such time the credit is fully utilised or upon expiry of the
six-year transitional period on 31 December 2013, whichever is earlier.

12. Loans and borrowings



Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000

Current

Term loans
- secured
369
20,557
-
20,000

- unsecured
23,376
15,463
-

Bankers acceptance
- unsecured
34,000
5,682
-

Revolving credit
- unsecured
8,000
5,000
3,000


Non-current

Term loans
- secured

- unsecured

65,745

46,702

3,000

46,708
141,796

1,610
104,235

46,400
-

188,504

105,845

46,400

254,249

152,547

49,400

20,000

172

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

20,000

Notes to the Financial Statements

12. Loans and borrowings (contd)


12.1 Terms and debt repayment schedule
Year of Carrying Under 1
1-2
2-5 Over 5

Maturity
amount
year
years
years
years
Group RM000 RM000 RM000 RM000 RM000
2011
Term loans
- secured
- secured
- unsecured
- unsecured
- unsecured
- unsecured
Bankers acceptance
- unsecured
Revolving credit
- unsecured

2013
2018
2013
2014
2015
2016

677
46,400
9,093
49,500
71,679
34,900

369
-
7,275
2,000
14,101
-

2012

34,000

34,000

2012

8,000

8,000

254,249

65,745

28,478

127,546

32,480

2011
2013
2022
2031
2013
2014
2015

20,154
1,046
212
755
23,187
45,000
51,511

20,154
369
13
21
9,275
-
6,188

-
369
14
23
9,275
-
10,872

-
308
48
75
4,637
45,000
34,451

137
636
-

2011

5,682

5,682

2011

5,000

5,000

152,547

46,702

2010
Term loans
- secured
- secured
- secured
- secured
- unsecured
- unsecured
- unsecured
Bankers acceptance
- unsecured
Revolving credit
- unsecured

308
580
1,818
2,000
16,802
6,970

-
13,340
32,480
-
45,500
40,776
27,930
-

20,553

84,519

773

580

13,340

32,480

Company
2011
Term loans
- secured
2018
Revolving credit
- unsecured
2012

3,000

3,000

49,400

3,000

580

13,340

32,480

2010
Term loans
- secured

20,000

20,000

2011

46,400

12.2 Security

The term loans granted to the Group and the Company are secured by the following:
(a) First and third party charges over certain land and buildings (Note 3);
(b) Corporate guarantee of a related company; and
(c) Debenture on a subsidiarys assets.

173

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

13. Deferred tax liabilities


Recognised deferred tax liabilities

Deferred tax liabilities are attributable to the following:

Assets Liabilities Net



2011
2010
2011
2010
2011
2010
Group RM000 RM000 RM000 RM000 RM000 RM000
Deferred tax liabilities
Property, plant and equipment
Revaluation of land and buildings
Employee benefit plans
Provisions
Tax losses and capital allowances

carry-forward
Unutilised reinvestment allowance
Tax (assets)/liabilities

-
-
(750)
(780)

-
-
(889)
(292)

70,570
16,410
-
-

41,300
16,655
-
-

(6,399)
(5,029)

(4,979)
-

-
-

-
-

(12,958)

(6,160)

86,980

70,570 41,300
16,410 16,655
(750)
(889)
(780)
(292)
(6,399)
(5,029)

(4,979)
-

57,955

74,022

51,795

Company
Property, plant and equipment
Revaluation of land and buildings

-
-

-
-

1,120
135

640
139

1,120
135

640
139

Tax liabilities

1,255

779

1,255

779

In recognising the deferred tax assets attributable to unutilised tax losses carry-forward and unutilised
capital allowances carry-forward, the Directors made an assumption that there will not be any substantial
change (more than 50%) in the shareholders before these assets are utilised. If there is substantial
change in the shareholders, unutilised tax losses carry-forward and unutilised capital allowances carryforward amounting to approximately RM3,948,000 (2010: RM4,365,000) and RM21,648,000 (2010:
RM15,554,000) respectively will not be available to the Group, resulting in an increase in net deferred
tax liabilities of RM6,399,000 (2010: RM4,979,000).

Unrecognised deferred tax assets

Deferred tax assets have not been recognised in respect of the following items:


Group

2011
2010
RM000 RM000


Tax losses carry-forward
16,550
13,356

Unutilised capital allowances carry-forward
27,747
28,024

Property, plant and equipment
(5,973)
(5,766)


38,324
35,614

At 25%

9,581

174

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

8,904

Notes to the Financial Statements

13. Deferred tax liabilities (contd)




Deferred tax assets have not been recognised in respect of these items because it is not probable that
future taxable profit will be available against which the Group can utilise the benefits there from.

Tax losses carry-forward and unabsorbed capital allowance do not expire under current legislation.
Included in tax losses carry-forward and unabsorbed capital allowances are amounts of RM16,550,000
(2010: RM13,356,000) and RM27,747,000 (2010: RM28,024,000), respectively, representing tax losses
carry-forward and unabsorbed capital allowances, pertaining to certain dormant subsidiaries, which will
not be available to the Group if there is a substantial change in shareholders (more than 50%) in these
subsidiaries.

The comparative figures have been restated to reflect the revised taxable temporary differences of the
tax losses carry-forward and unabsorbed capital allowances available to the Group.

175

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

176

394
63

457

32,940

30,200
6,147
(890)
(210)
(2,307)
-

Company
Property, plant and equipment
Revaluation of land and buildings

Property, plant and equipment


Revaluation of land and buildings
Employee benefit plans
Provisions
Tax losses and capital allowances carry-forward
Unutilised reinvestment allowance

-
-

31

31
-
-
-
-
-

246

246
-

8,316

11,069
-
1
(82)
(2,672)
-

76

-
76

10,508

-
10,508
-
-
-
-

779

640
139

51,795

41,300
16,655
(889)
(292)
(4,979)
-

480

480
-

22,472

29,270
-
139
(488)
(1,420)
(5,029)

(4)

-
(4)

(245)

(245)
-

1,255

1,120
135

74,022

70,570
16,410
(750)
(780)
(6,399)
(5,029)

Recognised Recognised
Acquisition
in profit
in profit
At
of
or loss Recognised At
or loss Recognised At

1.1.2010 subsidiaries
(Note 20)
in equity 31.12.2010
(Note 20)
in equity 31.12.2011
Group RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Movement in temporary differences during the year

13. Deferred tax liabilities (contd)

Notes to the Financial Statements

Notes to the Financial Statements

14. Employee benefits


Retirement benefits

Group

2011
2010
RM000 RM000

Present value of unfunded obligations


- current
301
644
- non-current
2,700
2,913


3,001
3,557


Certain subsidiaries operate an unfunded, defined Retirement Benefit Scheme (the Scheme) for its
eligible employees. Under the Scheme, eligible employees are entitled to retirement benefits calculated
by reference to their length of service and earnings. Provision for retirement benefits was calculated
based on the predetermined rate of basic salaries and length of service.

Movement in the present value of the defined benefit obligations


Group

2011
2010
RM000 RM000


Defined benefit obligations at 1 January


Current service costs and interest (see below)
Benefits paid by the plan

3,557
86
(642)

3,500
270
(213)

Defined benefit obligations at 31 December

3,001

3,557

126
155
(195)

138
164
(32)

86

270

Expense recognised in profit or loss


Current service costs
Interest on obligation
Overprovided in prior years

The expense was recognised in administrative expenses.

Actuarial assumptions

Principal actuarial assumptions at the end of reporting period (expressed as weighted averages):


Group

2011
2010


Discount rate at 31 December
5.1%
5.6%

Future salary increases
4.0%
4.0%

177

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

15. Trade and other payables



Group Company

2011
2010
2011
2010
Note RM000 RM000 RM000 RM000

Trade

Trade payables
192,092
154,958
-
Non-trade

Amounts due to subsidiaries
15.1
Other payables

Accrued expenses

Duties and other taxes payables

-
82,237
104,530
21,989

-
75,097
110,452
16,657

55,989
936
5,279
-

1,608
8,505
-

208,756

202,206

62,204

10,113

400,848

357,164

62,204

10,113

15.1 Amounts due to subsidiaries


The non-trade payables due to subsidiaries are unsecured, interest free and repayable on
demand.

16. Revenue

Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000


Sales of goods
2,797,028
2,521,959
-
Gross dividends
- subsidiaries
-
-
114,115
50,938
- others
1,752
399
1,752
399

2,798,780

2,522,358

115,867

51,337

17. Finance costs




Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000


Interest expense of financial liabilities
- loans, bankers acceptances and others
6,702
4,225
969
994
- related company
-
139
-

6,702

178

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

4,364

969

994

Notes to the Financial Statements

18. Profit before tax



Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000

Profit before tax is arrived at after charging:
Amortisation of franchise fees
5,061
6,736
-
Auditors remuneration:
- Statutory audit
KPMG Malaysia
440
352
50
50
KPMG Affiliates
341
254
-
-
- Other services
60
75
16
40
Depreciation of property, plant and
equipment
103,350
86,590
1,890
1,536
Impairment loss on:
- goodwill in consolidation
-
17
-
- property, plant and equipment
-
10,913
-
- trade receivables
198
-
-
Loss on disposal of property, plant and
equipment
5,008
3,920
382
Rental of land and buildings
162,390
145,533
2,897
3,129
Staff costs (including key management
personnel)
- Contributions to Employees Provident Fund
38,555
34,066
1,712
1,833
- Other employee benefits
136,586
129,262
2,784
4,778
- Retirement benefits
86
270
-
- Fees
564
556
508
475
- Salaries and wages
292,884
250,902
13,383
11,296
and after crediting:
Franchise fees income
Gain on disposal of property, plant and
equipment
Interest receivable
- deposits with licensed banks
- subsidiaries
- others
Rental income
- related company
- others
Reversal of impairment loss:
- trade receivables
- property, plant and equipment

297

118

433
-
8

401
-
1

-
6,380
-

5,997
-

814
1,201

-
837

783

32
17,651

-
-

1,089
1,224
45
-

179

282

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

19. Key management personnel compensation


The key management personnel compensation are as follows:


Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000


Directors:

Fees
564
556
508
475

Remuneration
1,142
1,088
1,136
1,078

Benefits-in-kind
158
220
158
220

Total Directors remuneration

1,864

1,864

1,802

1,773

Other key management personnel:



Short-term employee benefits

3,014

2,988

2,095

2,057


Total short-term employee benefits
4,878
4,852
3,897
3,830

Other key management personnel comprises persons other than the Directors of the Group, having
authority and responsibility for planning, directing and controlling the activities of the entity either directly
or indirectly.
20. Income tax expense
Recognised in profit or loss


Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000

Major components of income tax


expense include:
Current income tax expense
Malaysian
- current year

- prior year
Overseas
- current year

- prior year

57,306
(11,758)
3,650
(2,748)

59,680
(7,594)
1,729
-

19,260
(1,462)
-
-

11,015
(872)
-

Total current income tax

46,450

53,815

17,798

10,143

Deferred tax expense


Origination of temporary differences
Underprovided in prior years

14,008
8,464

6,456
1,860

480
-

246
-

Total deferred tax

22,472

8,316

480

246

Total income tax expense

68,922

62,131

18,278

10,389

180

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

20. Income tax expense (contd)


Reconciliation of effective tax expense

Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000

Profit before tax

215,493

221,833

Tax at Malaysian tax rate of 25%


Effect of tax rates in foreign jurisdictions
Non-deductible expenses
Income not subject to tax
Utilisation of previously unrecognised tax

losses, unabsorbed capital allowances

and unutilised reinvestment allowances

Change in unrecognised temporary

differences

53,873
(3,568)
24,179
(1,781)

55,458
(2,439)
16,279
(2,860)

28,475
-
2,552
(11,287)

13,105
2,636
(4,480)

681

(103)

1,580

1,530


Overprovided in prior years

74,964
(6,042)

67,865
(5,734)

19,740
(1,462)

11,261
(872)

68,922

62,131

18,278

10,389

Total income tax expense

113,899

52,418

Tax recognised directly in equity


Revaluation of property, plant and equipment

10,508

76

21. Earnings per ordinary share


Basic earnings per ordinary share

The calculation of basic earnings per ordinary share at 31 December 2011 was based on the profit
attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding
calculated as follows:






Profit for the year attributable to shareholders (RM000)

2011

2010

144,005

156,848

Weighted average number of ordinary shares in issue (000)

792,184

793,132

Basic earnings per share (sen)

18.18

19.78

181

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Group

Notes to the Financial Statements

21. Earnings per ordinary share (contd)


Diluted earnings per ordinary share

The calculation of diluted earnings per ordinary share at 31 December 2011 was based on the profit
attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding
after adjustment for the effects of all dilutive potential ordinary shares, calculated as follows:





Profit for the year attributable to shareholders (RM000)

2011

Group
2010

144,005

156,848

Weighted average number of ordinary shares in issue (000)


Effect of conversion of warrants (000)

792,184
5,783

793,132
5,337

Weighted average number of ordinary shares (diluted) (000)

797,967

798,469

Diluted earnings per ordinary share (sen)

18.05

19.64

22. Dividends

Dividends recognised in the current year by the Company were:

Sen Total

per share
amount Date of

2011
(net of tax) RM000
payment

Second interim 2010 ordinary


Interim 2011 ordinary

4.1
2.3

Total amount

50,524

2010
Final 2009 ordinary
First interim 2010 ordinary

23,793
14,871

Total amount

The Directors do not propose any final dividend for the year ended 31 December 2011.

12.0
7.5

182

32,722
17,802

31 March 2011
7 October 2011

27 May 2010
30 September 2010

38,664

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

23. Operating segments


The Group has three reportable segments, as described below, which are the Groups strategic business units. The strategic business units offer different products and services, and are managed separately because they require different technology and marketing strategies. For each of the strategic
business units, the Groups Top Management Committee (TMC) reviews internal management reports
on a monthly basis. The following summary describes the operations in each of the Groups reportable
segments:

Restaurants
-
Integrated Poultry
-


Ancillary
-

KFC restaurants operation


Breeder and broiler farms, hatchery, feedmill, poultry procesing and
further processing, convenient food store chain and Rasamas
restaurants
All other activities other than the above reportable segments

Performance is measured based on segment profit before tax and interest as included in the internal
management reports that are reviewed by the Groups TMC. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results
of certain segments relative to other entities that operate within these industries.

Segment assets


The total of segment asset is measured based on all assets (including goodwill) of a segment, as included in the internal management reports that are reviewed by the Groups TMC.
Segment liabilities


The total of segment liability is measured based on all liabilities of a segment, as included in the internal
management reports that are reviewed by the Groups TMC.
Segment capital expenditure

Segment capital expenditure is the total cost incurred during the financial year to acquire property, plant
and equipment, and intangible assets other than goodwill.

183

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

(4,364)
(62,131)
159,702

(6,702)
(68,922)
146,571

Finance costs
Income tax expense

Profit for the year

226,197

2,522,358

2,522,358
-

226,197

2,798,780

2,798,780
-

222,195

(549,307)

-
(549,307)

Results from operating activities

(614,998)

-
(614,998)

(9,110)

362,314

100,889
261,425

10,383

401,241

107,371
293,870

Unallocated expenses

8,964

821,279

533,397
287,882

222,195

208,882

907,834

586,706
321,128

6,932

222,341

1,888,072

2,104,703

Total segment revenue

Segment results

1,888,072
-

2,104,703
-

Business segments
Total external revenue
Inter-segment revenue

23. Operating segments (contd)



Restaurants Integrated Poultry Ancillary Eliminations Consolidated

2011
2010
2011
2010
2011
2010
2011
2010
2011
2010
RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Notes to the Financial Statements

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

184

354,863

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

185

Impairment loss

Depreciation/Amortisation

72,642

4,110

62,701

25,123
6,671

23,108

47,382

10,646

41,314

149

7,517

14,728

108,411

10,930

93,326

225,124

343,387

121,723

Capital expenditure and


franchise fees

163,014

577,760

746,746

Total liabilities

180,350

525,965
51,795

672,724
74,022

183,109

146,243
108,705
-
-

Segment liabilities
275,788
234,151
250,693
Unallocated liabilities

1,583,032

391,240
1,838,226

455,415

Total assets

571,734

1,583,032

772,754

1,838,226

875,252

Business segments
Segment assets

23. Operating segments (contd)



Restaurants Integrated Poultry Ancillary Eliminations Consolidated

2011
2010
2011
2010
2011
2010
2011
2010
2011
2010
RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Notes to the Financial Statements

Notes to the Financial Statements

23. Operating segments (contd)



Malaysia Foreign Consolidated

2011
2010
2011
2010
2011
2010
RM000 RM000 RM000 RM000 RM000 RM000


Geographical segments

Revenue from external

customers
2,349,056 2,130,653 449,724 391,705 2,798,780 2,522,358

Non-current assets

1,170,985

967,208 105,864

79,664 1,276,849 1,046,872

Segment assets

1,655,380 1,411,788 182,846

171,244 1,838,226 1,583,032

Capital expenditure and


franchise fees

294,958

190,123

48,429

35,001

343,387

225,124

24. Financial instruments


24.1 Categories of financial instruments
The table below provides an analysis of the various categories of financial instruments:
(a) Loans and receivables (L&R);
(b) Available-for-sale financial assets (AFS); and
(c) Other financial liabilities measured at amortised cost (OL).
Carrying

amount L&R AFS
Note RM000 RM000 RM000
2011
Financial assets
Group
Other investments
7
Trade and other receivables
(excluding current tax assets)
9
Cash and cash equivalents
10

24,282

24,282

162,076
102,949

162,076
102,949

289,307

265,025

24,282

24,282

24,282

9
10

169,906
1,812

169,906
1,812

196,000

171,718

24,282

Company
Other investments
Trade and other receivables
(excluding current tax assets)
Cash and cash equivalents

186

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

24. Financial instruments (contd)



24.1 Categories of financial instruments (contd)

Carrying

amount OL
Note RM000 RM000
2011
Financial liabilities
Group
Loans and borrowings
Trade and other payables

12
15

254,249
400,848

254,249
400,848

655,097

655,097

12
15

49,400
62,204

49,400
62,204

111,604

111,604

Company
Loans and borrowings
Trade and other payables

Carrying

amount L&R AFS
Note RM000 RM000 RM000
2010
Financial assets
Group
Other investments
Trade and other receivables
(excluding current tax assets)
Cash and cash equivalents

22,400

9
10

143,982
131,712

143,982
131,712

298,094

275,694

22,400

22,400

9
10

170,233
3,975

170,233
3,975

196,608

174,208

22,400

152,547
357,164

152,547
357,164

509,711

509,711

12
15

20,000
10,113

20,000
10,113

30,113

30,113

Company
Other investments
Trade and other receivables
(excluding current tax assets)
Cash and cash equivalents

2010
Financial liabilities
Group
Loans and borrowings
12
Trade and other payables
15


Company
Loans and borrowings
Trade and other payables

187

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

22,400

22,400

Notes to the Financial Statements

24. Financial instruments (contd)


24.2 Net gains and losses arising from financial instruments

Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000

Net (losses)/gains arising on:
Available-for-sale financial assets
- recognised in other
comprehensive income
599
1,521
599
1,521
Loans and receivables
288
434
6,380
5,997
Financial liabilities measured
at amortised cost
(6,702)
(4,364)
(969)
(994)


(5,815)
(2,409)
6,010
6,524

24.3 Financial risk management
The Group has exposure to the following risks from its use of financial instruments:


Credit risk
Liquidity risk
Market risk

24.4 Credit risk


Credit risk is the risk of a financial loss to the Group if a customer or counterparty to a financial
instrument fails to meet its contractual obligations. The Groups exposure to credit risk arises
principally from its receivables from customers. The Companys exposure to credit risk arises
principally from loans and advances to subsidiaries and financial guarantees given to banks for
credit facilities granted to subsidiaries.

Receivables


Risk management objectives, policies and processes for managing the risk
The Group trades only with recognised and trustworthy third parties. It is the Groups policy that
all customers who wish to trade on credit terms are subject to credit verification procedures. In
addition, receivable balances are monitored on an ongoing basis and the Groups exposure to
bad debt is not significant. For transactions that are not denominated in the functional currency
of the relevant operating unit, the Group does not offer credit terms without the specific approval
of the Head of Credit Control.
Exposure to credit risk, credit quality and collateral
The Group does not have any significant exposure to any individual customer or counterparty
nor does it have any major concentration of credit risk related to any financial instruments.
As the Groups transactions are substantially on cash basis, its credit risk is minimal.

188

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

24. Financial instruments (contd)


24.4 Credit risk (contd)
Receivables (contd)

The ageing of receivables as at the end of the reporting period was:

Individual

Group
Gross impairment Net
RM000 RM000 RM000


2011

Not past due
32,069
- 32,069

Past due 0 30 days
21,876
- 21,876

Past due 31 120 days
10,432
- 10,432

Past due more than 120 days
2,503
(1,026)
1,477

66,880

(1,026)

65,854

24,208
1,005
20,477
2,112

-
-
-
(1,352)

24,208
1,005
20,477
760

47,802

(1,352)

46,450

2010
Not past due
Past due 0 30 days
Past due 31 120 days
Past due more than 120 days


The movements in the allowance for impairment losses of receivables during the financial year were:


Group

2011
2010
RM000 RM000



At 1 January
Impairment loss recognised
Impairment loss reversed
Impairment loss written off

1,352
198
(45)
(479)

1,639
(32)
(255)

At 31 December

1,026

1,352

Financial guarantees

Risk management objectives, policies and processes for managing the risk

The Company provides unsecured financial guarantees to banks in respect of banking facilities
granted to certain subsidiaries. The Company monitors on an ongoing basis the results of the
subsidiaries and repayments made by the subsidiaries.

Exposure to credit risk, credit quality and collateral

The maximum exposure to credit risk amounted to RM231,911,000 (2010: RM141,958,000)


representing the outstanding banking facilities of the subsidiaries as at the end of the reporting
period.

As at the end of the reporting period, there was no indication that any subsidiary would default
on repayment.

The financial guarantees provided were not recognised since the fair value on initial recognition
was not material.

189

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

24. Financial instruments (contd)


24.4 Credit risk (contd)
Inter company balances
Risk management objectives, policies and processes for managing the risk
The Company provides unsecured loans and advances to subsidiaries. The Company monitors
the results of the subsidiaries regularly.
Exposure to credit risk, credit quality and collateral
As at the end of the reporting period, the maximum exposure to credit risk was represented by
their carrying amounts in the statement of financial position.
Impairment losses
As at the end of the reporting period, there was no indication that the loans and advances to
the subsidiaries are not recoverable.
24.5 Liquidity risk

The Group manages its debt maturity profile, operating cash flows and the availability of funding
so as to ensure that all refinancing, repayment and funding needs are met. As part of its overall
prudent liquidity management, the Group maintains sufficient levels of cash or cash convertible
investments to meet its working capital requirements. In addition, the Group strives to maintain
available banking facilities of a reasonable level to its overall debt position. As far as possible,
the Group raises committed funding from both capital markets and financial institutions and
prudently balances its portfolio with some short term funding so as to achieve overall cost
effectiveness.

190

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

The table below summarises the maturity profile of the Groups financial liabilities as at the end of the reporting period based on undiscounted contractual payments:

2011
Term loans
- secured
- unsecured
Bankers acceptance unsecured
Revolving credit unsecured
Trade and other payables

12
12
12
12
15

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

191

12
12
15

Company

2011

Term loans
- secured

Revolving credit unsecured

Trade and other payables



3.97
4.14
3.54
3.72
-

3.97
3.72
-

111,604

46,400
3,000
62,204

655,097

47,077
165,172
34,000
8,000
400,848

135,694

70,481
3,009
62,204

701,323

71,249
186,962
34,240
8,024
400,848

70,662

5,449
3,009
62,204

480,641

5,866
31,663
34,240
8,024
400,848

5,857

5,857
-
-

40,728

6,208
34,520
-
-
-

25,129

25,129
-
-

145,908

25,129
120,779
-
-
-

34,046

34,046
-
-

34,046

34,046
-
-
-

Carrying Contractual Contractual Under 1


1 - 2
2 5
More than

amount interest rate cash flows
year
years
years
5 years

Group Note RM000
% RM000 RM000 RM000 RM000 RM000

Maturity analysis

24.5 Liquidity risk (contd)

24. Financial instruments (contd)

Notes to the Financial Statements

Maturity analysis (contd)

2010
Term loans
- secured
- unsecured
Bankers acceptance unsecured
Revolving credit unsecured
Trade and other payables

12
12
12
12
15

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

192

12
15

Company

2010

Term loans
- secured

Trade and other payables



4.10
3.52
3.23
3.47
-

4.08
-

30,113

20,000
10,113

509,711

22,167
119,698
5,682
5,000
357,164

30,207

20,094
10,113

534,606

22,988
143,573
5,866
5,015
357,164

30,207

20,094
10,113

419,643

20,769
30,829
5,866
5,015
357,164

24,649

502
24,147
-
-
-

89,203

606
88,597
-
-
-

1,111

1,111
-
-
-

Carrying Contractual Contractual Under 1


1 - 2
2 5
More than

amount interest rate cash flows
year
years
years
5 years

Group Note RM000
% RM000 RM000 RM000 RM000 RM000

24.5 Liquidity risk (contd)

24. Financial instruments (contd)

Notes to the Financial Statements

Notes to the Financial Statements

24. Financial instruments (contd)


24.6 Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest
rates and other prices which will affect the Groups financial position or cash flows.

24.6.1 Currency risk


The foreign currency risk of the Group arises from subsidiaries operating in foreign countries,
which generate revenue and incur costs denominated in foreign currencies. The currency
exposure is primarily Singapore Dollars (SGD), Indian Rupees (Rs), Brunei Dollars (B$) and US
Dollars (USD).

The Group is exposed to foreign currency risk on purchases that are denominated in a currency
other than the respective functional currencies of Group entities. The currencies giving rise to this
risk are primarily US Dollars.

Risk management objectives, policies and processes for managing the risk

The Group does not enter into any hedging activities. Hence, is not exposed to any hedging
risk.

Exposure to foreign currency risk

The Groups exposure to foreign currency (a currency which is other than the currency of the
Group entities) risk, based on carrying amounts as at the end of the reporting period was:

Denominated in

Group SGD Rs
B$ USD
RM000 RM000 RM000 RM000


2011

Trade and other receivables
976
382
-

Term loans - unsecured
-
(11,700)
-
(31,779)

Trade and other payables
(37,341)
(742)
(1,017)








Exposure in the statement of


financial position

(36,365)

(12,060)

(1,017)

(31,779)

2010
Trade and other receivables
Term loans - unsecured
Trade and other payables

1,064
-
(35,987)

16
-
(1,622)

11
-
(935)

(18,511)
-

Exposure in the statement of


financial position

(34,923)

(1,606)

(924)

(18,511)

Currency risk sensitivity analysis

The exposure to currency risk of Group entities which functional currency is other than RM is not
material and hence, sensitivity analysis is not presented.

193

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

24. Financial instruments (contd)


24.6 Market risk (contd)
24.6.2 Interest rate risk

The Groups interest rate risk arises primarily from interest-bearing borrowings. Borrowings at
floating rates expose the Group to cash flow interest rate risk. Borrowings obtained at fixed rates
expose the Group to fair value interest rate risk.

Risk management objectives, policies and processes for managing the risk

The Group manages its interest rate exposure by maintaining a mix of fixed and floating rate
borrowings.

Exposure to interest rate risk

The interest rate profile of the Groups and the Companys significant interest-bearing financial
instruments, based on carrying amounts as at the end of the reporting period was:

Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000

Fixed rate instruments



Financial assets

Financial liabilities

23,446
(42,000)

52,893
(10,682)

177
(3,000)

125
-

(18,554)

42,211

(2,823)

125

(212,249)

(141,865)

(46,400)

(20,000)

Floating rate instruments



Financial liabilities

Interest rate risk sensitivity analysis


(a) Fair value sensitivity analysis for fixed rate instruments

The Group does not account for any fixed rate financial assets and liabilities at fair value
through profit or loss, and the Group does not designate derivatives as hedging instruments
under a fair value hedged accounting model. Therefore, a change in interest rates at the end
of the reporting period would not affect profit or loss.
(b) Cash flow sensitivity analysis for variable rate instruments

A change of 50 basis points (bp) in interest rates at the end of the reporting period would
have increased/(decreased) equity and post-tax profit or loss by the amounts shown below.
This analysis assumes that all other variables, in particular foreign currency rates, remained
constant.

Profit or loss
Profit or loss

50 bp
50 bp
50 bp
50 bp

increase decrease
increase decrease

2011
2011
2010
2010
RM000 RM000 RM000 RM000

Group
Floating rate instruments

796

(796)

532

(532)

Company

Floating rate instruments

174

(174)

75

(75)

194

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

24. Financial instruments (contd)


24.6 Market risk (contd)
24.6.3 Other price risk

Equity price risk arises from the Groups investments in equity securities.

Risk management objectives, policies and processes for managing the risk

Management of the Group monitors the equity investments on a portfolio basis. Material
investments within the portfolio are managed on an individual basis and all buy and sell decisions
are approved by the Risk Management Committee of the Group.

24.7 Fair value of financial instruments


The carrying amounts of cash and cash equivalents, short term receivables and payables and
short term borrowings approximate fair values due to the relatively short term nature of these
financial instruments.

The fair values of other financial assets and liabilities, together with the carrying amounts shown
in the statement of financial position, were as follows:


2011
2010
Carrying Fair Carrying Fair

Group
amount
value
amount
value
Note RM000 RM000 RM000 RM000
Quoted shares
- in Malaysia
Term loans - non-current
- secured
- unsecured
Company
Quoted shares
- in Malaysia
Term loans - non-current
- secured

24,282

24,282

22,400

22,400

12
12

(46,708)
(141,796)

(46,708)
(141,796)

(1,610)
(104,235)

(1,610)
(104,235)

24,282

24,282

22,400

22,400

12

(46,400)

(46,400)

The following summarises the methods used in determining the fair value of financial instruments
reflected in the above table.

Investments in equity securities

The fair values of financial assets that are quoted in an active market are determined by reference
to their quoted closing bid price at the end of the reporting period.

195

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

24. Financial instruments (contd)


24.7 Fair value of financial instruments (contd)

Non-derivative financial liabilities

Fair value, which is determined for disclosure purposes, is calculated based on the present value
of future principal and interest cash flows, discounted at the market rate of interest at the end of
the reporting period.

Interest rates used to determine fair value


The interest rates used to discount estimated cash flows, where applicable, were as follows:


2011
2010


Group

Loans and borrowings
2.72% - 10.75%
2.55% 5.15%
Company

Loans and borrowings

3.97%

4.08%

24.7.1 Fair value hierarchy


Comparative figures were not presented for 31 December 2010 by virtue of the exemption
provided in paragraph 44G of FRS 7.

The table below analyses financial instruments carried at fair value, by valuation method. The
different levels have been defined as follows:
Level 1:
Level 2:

Level 3:

Quoted prices (unadjusted) in active markets for identical assets or liabilities.


Inputs other than quoted prices included within Level 1 that are observable for the
asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Inputs for the asset or liability that are not based on observable market data
(unobservable inputs).

Level 1 Level 2 Level 3 Total


Group and Company RM000 RM000 RM000 RM000

2011
Financial assets
Quoted shares in Malaysia
24,282
-
-
24,282

25. Capital management


The Groups objectives when managing capital is to maintain a strong capital base and safeguard the
Groups ability to continue as a going concern, so as to maintain investor, creditor and market confidence
and to sustain future development of the business. The Directors monitor and determine to maintain an
optimal debt-to-equity ratio that complies with debt covenants and regulatory requirements.

196

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

25. Capital management (contd)




During 2011, the Groups strategy, which was unchanged from 2010, was to maintain the debt-toequity ratio at the lower end range within 0.5:1 to 1:1. The debt-to-equity ratios at 31 December 2011
and at 31 December 2010 were as follows:


Group

2011
2010
RM000 RM000


Total borrowings (Note 12)
254,249
152,547

Less: Cash and cash equivalents (Note 10)
(102,949) (131,712)

Net debt

151,300

20,835

Total equity attributable to owners of the Company

1,074,215

990,247

Debt-to-equity ratios

0.14

0.02

There were no changes in the Groups approach to capital management during the financial year.

Under the requirement of Bursa Malaysia Practice Note No. 17/2005, the Company is required to
maintain a consolidated shareholders equity equal to or not less than the 25 percent of the issued and
paid-up capital (excluding treasury shares) and such shareholders equity is not less than RM40 million.
The Company had complied with this requirement.

The Group is also required to maintain a maximum debt-to-equity ratio of 2.0 to comply with a bank
covenant, failing which, the bank may call an event of default. The Group has complied with this
covenant.

26. Operating leases


Leases as lessee

Non-cancellable operating lease rentals were payable as follows:


Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000


Less than one year


Between one and five years
More than five years

94,827
105,816
-

97,729
120,156
632

2,885
5,769
-

2,884
8,654
-

200,643

218,517

8,654

11,538

The Group and the Company has entered into non-cancellable operating lease agreements for the
use of land and buildings. These leases have an average term of fifteen (15) years with no renewal or
purchase option included in the contracts. Certain contracts include escalation clauses or contingent
rental arrangements computed based on sales achieved while others include fixed rentals for an average
of three (3) years. There are no restrictions placed upon the Group and the Company by entering into
these leases.

197

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

27. Capital commitments



Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000

Property, plant and equipment


Authorised but not contracted for
Contracted but not provided for

290,939
18,920

284,315
17,627

2,556
922

2,720
922

309,859

301,942

3,478

3,642

28. Contingent liabilities


Company

2011
2010
RM000 RM000
Unsecured

Corporate guarantees in favour of various financial institutions in respect

of credit facilities extended to and performance by certain subsidiaries

231,911

141,958

29. Related parties


For the purposes of these financial statements, parties are considered to be related to the Group or
the Company if the Group or the Company has the ability, directly or indirectly, to control the party or
exercise significant influence over the party in making financial and operating decisions, or vice versa, or
where the Group or the Company and the party are subject to common control or common significant
influence. Related parties may be individuals or other entities.

Key management personnel are defined as those persons having authority and responsibility for planning,
directing and controlling the activities of the Group either directly or indirectly. The key management
personnel includes all the Directors of the Group, and certain members of senior management of the
Group.

The significant related party transactions of the Group and the Company, other than key management
personnel compensation (disclosed in Note 19), were as follows:


Transaction value

for year ended

31 December

Group
2011
2010
RM000 RM000

Ultimate holding corporation

Rendering of services
268
116
Holding companies

Sale of goods
Related companies
Gross dividends

Sale of goods

Purchase of goods

Purchase of apparels

Purchase of balloons

Purchase of printing, publication materials

Purchase of souvenir and gifts

Rendering of services

Interest payable

Allocation of expenses

Management fees income

Equipment rental payable

198

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

1,752
100,473
7,654
43
8
109
8
5,027
-
6,087
2,993
133

399
96,836
14,725
8
69
9
7,597
139
5,831
4,061
224

Notes to the Financial Statements

29. Related parties (contd)



Transaction value

for year ended

31 December

Group
2011
2010
RM000 RM000

Related companies (contd)

Forwarding services payable
69
66

Rental income
1,300
1,235

Rental payable
2,218
340

Commission income
786
767

Purchase of property, plant and equipment
830
202

Sale of used cooking oil
1,028
951
Related parties

Rendering of services

Purchase of goods

312
524

165
-

Company
Ultimate holding corporation

Rendering of services

103

64

114,115
22,986
6,380

50,938
29,670
5,997

1,752
2,993
2,521
210
5
27

399
4,061
2,250
210
4
-

35

26

Subsidiaries
Gross dividends

Management fees income

Interest receivable
Related companies
Gross dividends

Management fees income

Rendering of services

Rental income

Purchase of souvenir and gifts

Purchase of equipment
Related parties

Rendering of services

There were no material outstanding balances as at reporting period other than that disclosed in
Note 9 and Note 15.

There was no impairment loss provided in respect of these balances outstanding at year end.

199

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

30. Acquisitions of subsidiaries by the Group


Acquisition of subsidiaries in 2011
(i) On 1 November 2010, the Company announced that it had via its wholly-owned subsidiary,
Ayamas Food Corporation Sdn Bhd, entered into Sale and Purchase of Shares Agreements for the
acquisition of:
a.
b.
c.
d.

90.0% of the issued and paid-up share capital of Southern Poultry Farming Sdn Bhd;
84.8% of the issued and paid-up share capital of Synergy Poultry Farming Sdn Bhd;
90.0% of the issued and paid-up share capital of Ventures Poultry Farm Sdn Bhd; and
100% of the issued and paid-up share capital of Agrotech Farm Solutions Sdn Bhd

for a total cash consideration of RM1,111,951. These acquisitions were completed on 14 January
2011.

(ii) On 11 March 2011, the Company announced that it had via its wholly-owned subsidiary, Ayamas
Shoppe Sdn Bhd, incorporated a company, ie. Ayamas Shoppe (Sabah) Sdn Bhd pursuant to the
Joint Venture Agreement dated 27 October 2010 with Rastamas Trading Sdn Bhd for the purpose
of operating Kedai Ayamas business in Sabah.
Disposal of interest in subsidiary in 2011
(iii) On 2 August 2011, the Company announced that it had through KFC Marketing Sdn Bhd entered
into a Sale and Purchase of Shares incorporating Shareholders Agreement with Ayamazz Sdn Bhd
and Mohamed Hashim bin Mohd Kamil (Intrapreneur).

The agreement enables the Intrapreneur to subscribe/purchase ordinary shares representing


up to 25% equity interest in Ayamazz Sdn Bhd arising from the implementation of the Groups
Intrapreneur Scheme.

During the year, the Group disposed off 10% of its interest in Ayamazz Sdn Bhd for a cash
consideration of RM50,000.

These acquisitions have the following effect on the Groups assets and liabilities on acquisition date:

Recognised

values on

acquisition
RM000


Property, plant and equipment
18

Inventories
761

Trade and other receivables
16

Cash and cash equivalents
1,248

Current tax assets
74

Trade and other payables
(1,204)

Non-controlling interests
(619)

Net identifiable assets and liabilities


Intangible assets arising from acquisition

Consideration paid, satisfied in cash


Cash and cash equivalents acquired

Net cash inflow

294
818
1,112
(1,248)
(136)

200

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

30. Acquisitions of subsidiaries by the Group (contd)




Book value at the date of these acquisitions were determined based on the applicable FRSs immediately
before these acquisitions. The book value at the date of acquisition of identifiable assets and liabilities
recognised on acquisition approximates the fair values of their carrying amounts. The fair values are
provisional and may be used for a period of 12 months from acquisition. The effect of net profits and
net assets contributed by these companies is not material in relation to the consolidated net profit and
net assets of the Group for the year.
Acquisition of subsidiaries in 2010
(i) On 18 September 2009, the Company announced that it had entered into a Share Sale Agreement for
the acquisition of the entire equity interest in KFCIC Assets Sdn Bhd (formerly known as Paramount
Management Sdn Bhd) and KFCH Education (M) Sdn Bhd (formerly known as Paramount Holdings
(M) Sdn Bhd), comprising 500,000 ordinary shares each and the entire equity interest in Gratings
Solar Sdn Bhd comprising 200,000 ordinary shares, at a total cash consideration of RM6.5 million.
The acquisition was completed on 29 January 2010.
(ii) On 16 July 2010, the Company announced that it had jointly with QSR Brands Bhd established a
non-governmental and non-profitable company, i.e. Yayasan Amal Bistari for the primary purposes
of regulating and driving all Corporate Responsibility endeavours and programmes.
(iii) On 4 October 2010, the Company announced that it had acquired the entire issued and paid-up
share capital of Cemerlang Sinergi Sdn Bhd and Efinite Revenue Sdn Bhd comprising 2 ordinary
shares of RM1.00 each and at a total cash consideration of RM2.00, for each of the companies.
(iv) On 27 October 2010, the Company via its wholly-owned subsidiary, Ayamas Shoppe Sdn Bhd,
acquired the entire issued and paid-up share capital of Ayamas Shoppe (S) Pte Ltd comprising 2
ordinary shares of SGD1.00 each for a total cash consideration of SGD2.00.
(v) On 18 November 2010, the Company announced that it had via its subsidiary, KFC (B) Sdn Bhd,
incorporated a subsidiary in Brunei, i.e. Ayamas Shoppe (Brunei) Sendirian Berhad.
(vi) On 13 December 2010, the Company announced that it had via its subsidiary, Pune Chicken
Restaurants Private Limited, entered into a Share Purchase Agreement for the acquisition of the
entire equity interest in Kernel Foods Private Limited for a cash consideration of Rs. 12,00,000/(Rupees Twelve Lacs only) amounted to approximately RM83,565.

These acquisitions have the following effect on the Groups assets and liabilities on acquisition date:

Recognised

values on

acquisition
RM000
Property, plant and equipment
Inventories
Trade and other receivables
Cash and cash equivalents (bank overdraft)
Loans and borrowings
Deferred tax liabilities
Trade and other payables
Current tax liabilities
Non-controlling interests

4,005
109
549
(385)
(1,023)
(31)
(597)
(39)
(96)

Net identifiable assets and liabilities


Intangible assets arising from acquisition

2,492
6,636

Consideration paid, satisfied in cash


Cash and cash equivalents acquired (bank overdraft)

9,128
385

Net cash outflow

9,513

201

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

30. Acquisitions of subsidiaries by the Group (contd)


Acquisition of subsidiaries in 2010 (contd)

The effect of net profits and net assets contributed by these companies is not material in relation to the
consolidated net profit and net assets of the Group for the year.
Acquisition-related costs

The Groups acquisition-related costs in relation to external legal fees have been included in other
expenses in the Groups consolidated statement of comprehensive income and are not material to the
Groups net profit for the year.

31. Significant events


(i) On 19 September 2011, the Company announced the re-organisation of its group structure
resulting in the Company purchasing the following subsidiaries:
Cost
Target Companies Vendor RM000



KFC (Sarawak) Sdn Bhd


KFC (Sabah) Sdn Bhd
KFC (Peninsular Malaysia) Sdn Bhd
Kentucky Fried Chicken (Malaysia)

Sendirian Berhad

Asburys (Malaysia) Sdn Bhd

WQSR Holdings (S) Pte Ltd

KFC (East Malaysia) Sdn Bhd

Ayamas Shoppe Sdn Bhd

Rasamas Holdings Sdn Bhd

KFC (East Malaysia) Sdn Bhd


KFC (East Malaysia) Sdn Bhd
KFC Restaurants Holdings Sdn Bhd
KFC Restaurants Holdings Sdn Bhd

2,198
4,363
9,250
2,406

KFC Restaurants Holdings Sdn Bhd


KFC Restaurants Holdings Sdn Bhd
KFC Restaurants Holdings Sdn Bhd
Ayamas Food Corporation Sdn Bhd
Ayamas Food Corporation Sdn Bhd

1,145
10,000
6,038
1,829
3,000

40,229

(ii) Reference is made to the announcement made by the Company in relation to the letter of offer by
Massive Equity Sdn Bhd (MESB) dated 14 December 2011, wherein MESB stated its intention to
acquire the entire business and undertaking of KFC, including all assets and liabilities of KFC, at an
aggregate cash consideration equivalent to:(a) RM4.00 per ordinary share of RM0.50 each held in KFC (KFC Share) multiplied by the total
outstanding KFC Shares (less treasury shares, if any) at a date to be determined later; and
(b) RM1.00 per warrant of KFC (KFC Warrant) multiplied by the total outstanding number of KFC
Warrants in issue at a date to be determined later.

(hereinafter referred to as the KFC Offer)

MESB had also on even date made an offer to acquire substantially all the business and undertaking
of QSR Brands Bhd (QSR), including substantially all of the assets and liabilities of QSR (QSR
Offer). The KFC Offer and the QSR Offer are inter-conditional.

The Company had on 21 December 2011 announced that the Board (save for the Interested
Directors under the KFC Offer) had considered, inter-alia, the views of the Main Adviser and
the Independent Adviser and all other relevant aspects of the KFC Offer. Pursuant thereto, the
Independent Directors of KFC had agreed to accept the KFC Offer subject to further negotiations
and mutual agreement on terms and conditions to be incorporated into the definitive sale and
purchase agreement.

The KFC Offer is in the midst of being implemented for Shareholders and Warrantholders approval,
with the details to be announced in due course.

202

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Notes to the Financial Statements

32. Supplementary information on the breakdown of realised and unrealised


profits or losses

Pursuant to Paragraph 2.06 and 2.23 of Bursa Malaysia Main Market Listing Requirements, the
breakdown of the retained earnings of the Group and of the Company as at 31 December, into realised
and unrealised profits were as follows:


Group Company

2011
2010
2011
2010
RM000 RM000 RM000 RM000


Total retained earnings of the Company
and its subsidiaries:
- realised
588,019
471,260
223,490
177,739
- unrealised
(57,612)
(35,140)
(1,120)
(640)


530,407
436,120
222,370
177,099

Add: Consolidation adjustments
45,613
46,106
-


Total retained earnings

576,020

482,226

222,370

177,099

The determination of realised and unrealised profits is based on the Guidance of Special Matter No.1,
Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to
Bursa Malaysia Securities Berhad Listing Requirements, issued by Malaysian Institute of Accountants
on 20 December 2010.

203

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Statement by Directors

pursuant to Section 169(15) of the Companies Act, 1965

In the opinion of the Directors, the financial statements set out on pages 131 to 202 are drawn up in
accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia so as to give a
true and fair view of the financial position of the Group and of the Company at 31 December 2011 and of
their financial performance and cash flows for the financial year then ended.
In the opinion of the Directors, the information set out in Note 32 to the financial statements has been compiled
in accordance with the Guidance of Special Matter No.1, Determination of Realised and Unrealised Profits
or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements,
issued by the Malaysian Institute of Accountants, and presented based on the format prescribed by Bursa
Malaysia Securities Berhad.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:

Kamaruzzaman bin Abu Kassim


Chairman

Jamaludin bin Md Ali


Managing Director/Chief Executive Officer

Kuala Lumpur
Date: 7 March 2012

Statutory Declaration

pursuant to Section 169(16) of the Companies Act, 1965

I, Sheik Sharufuddin bin Sheik Mohd, being the Officer primarily responsible for the financial management
of KFC Holdings (Malaysia) Bhd, do solemnly and sincerely declare that the financial statements set out on
pages 131 to 203 are, to the best of my knowledge and belief, correct and I make this solemn declaration
conscientiously believing the same to be true, and by virtue of the provisions of the Statutory Declarations
Act, 1960.
Subscribed and solemnly declared by the above named in Kuala Lumpur on 7 March 2012.

Sheik Sharufuddin bin Sheik Mohd

Before me:
Faridah binti Abdul Hamid (W420)
Commissioner for Oaths

204

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Independant AuditorsReport
to the members of KFC Holdings (Malaysia) Bhd

Report on the Financial Statements


We have audited the financial statements of KFC Holdings (Malaysia) Bhd, which comprise the statements
of financial position as at 31 December 2011 of the Group and of the Company, and the statements of
comprehensive income, changes in equity and cash flows of the Group and of the Company for the year
then ended, and a summary of significant accounting policies and other explanatory information, as set out
on pages 131 to 202.
Directors Responsibility for the Financial Statements
The Directors of the Company are responsible for the preparation of financial statements that give a true
and fair view in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia,
and for such internal control as the Directors determine are necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted
our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we
comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in
the financial statements. The procedures selected depend on our judgement, including the assessment of
risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk
assessments, we consider internal control relevant to the entitys preparation of financial statements that
give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the entitys internal control. An audit also
includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting
estimates made by the Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion.
Opinion
In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting
Standards and the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial
position of the Group and of the Company as of 31 December 2011 and of their financial performance and
cash flows for the year then ended.

205

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Independant AuditorsReport
to the members of KFC Holdings (Malaysia) Bhd

Report on Other Legal and Regulatory Requirements


In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:
a) In our opinion, the accounting and other records and the registers required by the Act to be kept by
the Company and its subsidiaries of which we have acted as auditors have been properly kept in
accordance with the provisions of the Act.
b) We have considered the accounts and the auditors reports of all the subsidiaries of which we have not
acted as auditors, which are indicated in Note 6 to the financial statements.
c) We are satisfied that the accounts of the subsidiaries that have been consolidated with the Companys
financial statements are in form and content appropriate and proper for the purposes of the preparation
of the financial statements of the Group and we have received satisfactory information and explanations
required by us for those purposes.
d) The audit reports on the accounts of the subsidiaries did not contain any qualification or any adverse
comment made under Section 174(3) of the Act.
Other Reporting Responsibilities
Our audit was made for the purpose of forming an opinion on the financial statements taken as a whole. The
information set out in Note 32 to the financial statements has been compiled by the Company as required
by the Bursa Malaysia Securities Berhad Listing Requirements. We have extended our audit procedures to
report on the process of compilation of such information. In our opinion, the information has been properly
compiled, in all material respects, in accordance with the Guidance of Special Matter No.1, Determination of
Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities
Berhad Listing Requirements, issued by the Malaysian Institute of Accountants and presented based on the
format prescribed by Bursa Malaysia Securities Berhad.
Other Matters
This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the
Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other
person for the content of this report.

KPMG
Firm Number: AF 0758
Chartered Accountants

Johan Idris
Approval Number: 2585/10/12(J)
Chartered Accountant

Petaling Jaya
Date: 7 March 2012

206

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

KEDAH

Geran 34780 Lot 1908, Mukim Sidam Kiri
27/11/2011
Daerah Kuala Muda, Kedah

NEGERI SEMBILAN

Geran 22067 Lot 3468, Mukim Linggi
15/12/2010
Daerah Port Dickson

Geran 6348 PT 2149, Mukim Lenggeng
15/12/2010
Daerah Seremban

Lot 559 Mukim Gemencheh, Daerah Tampin 15/12/2010

HS (D) 5977-5980 PT 924-927
15/12/2010
Mukim Titian Bintangor, Daerah Rembau

Freehold

Freehold

Freehold

Freehold
Freehold

21

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

207

21

15

20 acres

30,557

20 acres

55 acres

47.28 acres

Vacant land for future expansion

Breeder farm

Breeder farm

Breeder farm

Breeding farm & hatchery

AGRICULTURAL PROPERTIES

SELANGOR

Geran 24766 Lot 1462, Mukim Beranang
15/12/2010
22
Freehold
-
63 acres
Breeder farm
Daerah Hulu Langat

HS (D) 20746 PT153
15/12/2010
13
Leasehold
25/01/2105
32 acres
Breeder farm & hatchery
Bandar Baru Salak Tinggi, District of Sepang

1,362

4,805

2,939

5,222

15,249

9,684

13,043

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

208

COMMERCIAL PROPERTIES

PERLIS

9 Persiaran Putra Timur Satu
15/12/2010
17
Leasehold
25/09/2092
2,660
02000 Kuala Perlis

KEDAH

Lot No 269 Pekan Dindong
15/12/2010
17
Freehold
-
3,260
07000 Kuah Langkawi

368

443

3-storey intermediate shopoffice


for warehouse, commissary and
staff hostel

33,007

44,000

Double-storey intermediate
shophouse for storage and
accommodation

JOHOR

Mukim of Mersing, District of Johor
15/12/2010
-
Freehold
-
855 acres
Vacant land and oil palm estate

Part of Lot land held under PTD 9374
02/11/2011
1
Leasehold
16/08/2081
400 acres
Broiler farms
HSD 14897 Mukim Bukit Batu
Daerah Kulai Jaya, Johor

PM 1026 Lot 2294, Mukim Machap


15/12/2010
16
Leasehold
27/05/2038
6 acres
Contract broiler farming
203
Daerah Alor Gajah

MELAKA

Lots 1375-1397, 1689 and 1706
15/12/2010
21
Freehold
-
151 acres
Breeder farm
9,760
Mukim Ayer Paabas, Daerah Alor Gajah

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

475

495

3-storey corner and intermediate


shopoffices for restaurant and hostel
2-storey shopoffice for restaurant

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

209

1,512

247

1,683

2,431

2,656

648

Double-storey corner shophouse


for restaurant

PULAU PINANG

34 Jalan Mahsuri, 11950 Bandar Bayan Baru 15/12/2010
19
Leasehold
15/05/2090
7,176
Double-storey shophouse

for restaurant

3A-G-18 Blok 3A, Kompleks Bukit Jambul
15/12/2010
15
Freehold
-
2,972 Ground floor of a shopping complex
Jalan Rumbia, 11900 Pulau Pinang
for restaurant

Unit No G-103 Megamal Pinang
15/12/2010
15
Leasehold
04/07/2094
3,342 Ground floor of a shopping complex
2828 Jalan Baru, Bandar Perai Jaya
for restaurant
13600 Seberang Perai Tengah

Parcel No S-C1-05, Pusat Bandar
15/12/2010
8
Freehold
-
2,798
Double-storey intermediate
Nibong Tebal, 14300 Pulau Pinang
shophouse for restaurant

1-5G, 1-6G & 1-9G, Eden Parade
15/12/2010
11
Freehold
-
4,397
3 adjoining ground and mezzanine
Jalan Sungai Emas, 11100 Batu Ferringhi
floors of a shopping complex

for restaurant

45 Arked Pokok Asam, Langkawi Mall


15/12/2010
16
Freehold
-
4,077
07000 Kuah, Langkawi

46 & 47 Lengkok Cempaka 1
15/12/2010
13
Freehold
-
7,220
Persiaran Cempaka, 08000 Amanjaya

No. 5 Bangunan Joota Brothers
10/10/2011
21
Freehold
-
1,240
Jalan Sungai Korok, 06000 Jitra

KEDAH (contd)

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

210
Freehold
Freehold

27

43,561

7,542

Vacant land for restaurants

3-storey shopoffice for restaurant

6-storey commercial building for


restaurant and staff hostel

Double-storey intermediate
shophouse for restaurant

SELANGOR

18A Ground Floor, Jalan SS6/3
15/12/2010
23
Freehold
-
1,490 Ground floor of a 5-storey
Kelana Jaya, 47301 Petaling Jaya
shophouse for retail outlet

158 Jalan Idris, 31900 Kampar


15/12/2010

PTD 217643 Jalan Kuala Kangsar
15/12/2010
Daerah Hulu Kinta, Klebang, Ipoh

PERAK

79 Jalan Dato Lau Pak Khuan
15/12/2010
41
Freehold
-
4,980
Ipoh Garden, 31400 Ipoh

65 Jalan Dato Onn Jaafar, 30300 Ipoh
15/12/2010
25
Freehold
-
19,375

GF-12A Queensbay Mall


15/12/2010
6
Freehold
-
5,870 Ground floor of a shopping complex
100 Persiaran Bayan Indah
for restaurant
11900 Bayan Lepas, Pulau Pinang

Geran No. 23532 Lot 599
15/12/2010
-
Freehold
-
30,453
Plot of land with a colonial heritage
Seksyen 5 Bandar Georgetown
bungalow
No.10-A Jln Masjid Negeri
11600 Daerah Timor Laut, Penang

PULAU PINANG (contd)

801

6,717

589

1,750

589

9,600

6,848

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

211

Lot PT 5665, Pekan Puchong Perdana


15/12/2010
Daerah Petaling

Blok B Jalan Prima 5/5
15/12/2010
Persiaran Prima Utama, Taman Puchong Prima
47100 Puchong

Leasehold

Freehold

28/05/2108

5,968

5,000

60 & 62 Jalan PJS 11/28A, Bandar Sunway 15/12/2010


16
Leasehold
11/03/2095
15,237
46150 Petaling Jaya
& 28/12/2092

9 Jalan Taiping, 41400 Klang
15/12/2010
31
Freehold
-
12,202


18 & 20 Jalan Sulaiman, 43000 Kajang
15/12/2010
30
Freehold
-
17,088

Lot PT 12209, Mukim Damansara
15/12/2010
-
Leasehold
01/11/2092
95,788
Daerah Petaling

2105 Jalan 3/1, Bandar Baru Sungai Buloh
15/12/2010
22
Leasehold
13/03/2087
2,423
47000 Sungai Buloh

Lot C1-091, Kompleks Galaxy Ampang
15/12/2010
8
Leasehold
20/10/2084
4,108
Jalan Dagang 5, Taman Dagang
68000 Ampang

SELANGOR (contd)

4,667
7,902

4-storey shophouse for restaurant


Vacant land for restaurant

4-storey shopoffice

Vacant land for restaurant

Concourse level of shopping centre


for restaurant

4,181

3,959

1,466

639

1,963

4-storey corner shophouse


for restaurant and staff hostel

Double-storey shophouse for


restaurant

4,719

2 units of 4-storey shopoffice


for restaurant, office and hostel

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

212

3,969

2,488

5-storey corner lot commercial


building for restaurant & staff training
4-storey intermediate shophouse
for restaurant and staff hostel

2 adjoining units of 4-storey


shophouse for restaurant

2,136

812

3,619

Single-storey building for restaurants 12,738

Double-storey building for restaurants 10,933

6,660

Single-storey building for restaurant

NEGERI SEMBILAN

26 Jalan Dato Sheikh Ahmad
15/12/2010
27
Freehold
-
3,000
Double-storey corner shophouse
70000 Seremban
for retail outlet and staff hostel

20 & 21 Jalan Dato Sheikh Ahmad
15/12/2010
31
Freehold
-
7,812
2 adjoining units of 4-storey
70000 Seremban
shophouse for restaurant and hostel

Lot PT 6878, Jalan 8/27A Wangsa Maju


15/12/2010
9
Leasehold
19/04/2083
11,768
53300 Kuala Lumpur

No. 23 & 24 Jalan 54, Desa Jaya Kepong
15/12/2010
29
Leasehold
08/03/2081
13,587
52100 Kepong

W.P. KUALA LUMPUR



Lot 14083 Jalan Kuchai Lama
15/12/2010
6
Leasehold
08/02/2064
8,052
58200 Kuala Lumpur

437 Jalan Ipoh, 51200 Kuala Lumpur
15/12/2010
29
Freehold
-
13,294


140 Jalan Raja Laut, 50350 Kuala Lumpur
15/12/2010
39
Freehold
-
6,437


Lot PT 16805, Jalan Prima 1, Metro Prima
15/12/2010
11
Leasehold
28/04/2096
11,000
Off Jalan Kepong, 52100 Kuala Lumpur

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

213

MELAKA

9 Jalan PPM 9, Plaza Pandan Malim
15/12/2010
14
Leasehold
09/06/2095
5,818
75250 Melaka

555 Plaza Melaka, Jalan Hang Tuah
15/12/2010
25
Freehold
-
9,990
75300 Melaka

PM 222 Lot No. 4260, Mukim Bukit Katil
15/12/2010
-
Leasehold
14/09/2077
42,851
Daerah Melaka Tengah

Lot Nos PT 8241 to 8249 & 8262


15/12/2010
-
Freehold
-
119,946
Mukim Rantau, Daerah Seremban
Negeri Sembilan

PT 12172, Jalan BBN 1/1F Putra Point
15/12/2010
15
Freehold
-
5,386
Bandar Baru Nilai, 71800 Nilai

Lot 3363 Mukim Rasah
22/03/2011
-
Freehold
-
43,906
District of Seremban, Negeri Sembilan

NEGERI SEMBILAN (contd)



24 & 26 Jalan Bunga Raya 7
15/12/2010
17
Freehold
-
5,456
Pusat Perniagaan Senawang
Taman Tasik Jaya, 70400 Senawang

1 Jalan Mahajaya
15/12/2010
15
Leasehold
31/01/2085
9,164
Kawasan Penambakan Laut
Bandar Port Dickson, 71009 Negeri Sembilan

621

1,182

3,123

4 -storey corner shophouse


with mezzanine floor for restaurant
Vacant land for restaurants

2,343

423

3,400

1,126

498

4-storey intermediate shophouse


for restaurant and staff hostel

Vacant commercial land

3-storey shophouse for restaurant

Vacant land (for shoplot and


commercial complex)

3-storey corner shophouse


for restaurant and staff hostel

2 units of a double-storey
shophouse for restaurant

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

214

910

371

381

Freehold

Leasehold

No. 3, 3A & 3B Jalan Resam 13


15/12/2010
Taman Bukit Tiram

No. 43 Jalan Sejambak 14, Taman Bukit Dahlia 07/12/2011
81700 Pasir Gudang, Johor

Freehold

15/12/2010

No.1 & 1A Jalan Resam 13


Taman Bukit Tiram

30/06/2103

3,080

4,620

6,987

Vacant land for restaurant

3-storey intermediate shophouse

3-storey corner shophouse

509

528

853

Lot 590 & Lot 591, PTD 171459 Taman Perling 15/12/2010
-
Freehold
-
45,000
Vacant land for restaurant
8,400
Mukim Pulai, 81200 Johor

HS(D) 367670 PTD 104984


15/12/2010
-
Freehold
-
75,229
Vacant commercial land
4,100
Damansara Aliff 2, Mukim Tebrau, Johor Bahru

JOHOR

11 Jalan Sri Perkasa 2/1
15/12/2010
15
Leasehold
13/04/2094
4,620
3-storey intermediate shophouse
Taman Tampoi Utama, 81200 Johor Bahru
for restaurant and staff hostel

1 & 1-1 Jalan Niaga, Pusat Perniagaan
15/12/2010
12
Leasehold
14/05/2085
2,926
Corner unit of double-storey
Jalan Mawai, 81900 Kota Tinggi
shophouse for restaurant

No. 37 Jalan BBP1


04/01/2011
9
Leasehold
28/06/2108
1,389 Ground floor of a 2-storey
Taman Batu Berendam Putra
shopoffice for restaurant
75350 Batu Berendam, Melaka

MELAKA (contd)

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

215

Single storey building for KFC


and Pizza Hut restaurants

PAHANG

Retail 1 & 2 Ground Floor
15/12/2010
7
Leasehold
29/08/2106
2,878
Bangunan Baru UMNO Pekan, 26600 Pekan

2 contiguous parcels of ground


floor retail lots within a 6-storey
commercial complex

1,146

406

6,171

5,904

1,279

3-storey shopoffice for restaurant

Vacant commercial land

669

3-storey shopoffice for restaurant

TERENGGANU

10 Persiaran Melor, Kijal Beach Resort
15/12/2010
17
Leasehold
25/11/2101
3,300
Double-storey intermediate
24100 Kijal
shophouse for restaurant

JOHOR (contd)

No. 2 Jalan Bandar 1
11/11/2011
1
Leasehold
16/07/2101
5,280
Pusat Bandar Baru Ayer Hitam
86100 Ayer Hitam, Johor

No. 1 Jalan Bandar 1
11/11/2011
1
Leasehold
16/07/2101
9,936
Pusat Bandar Baru Ayer Hitam
86100 Ayer Hitam, Johor

Part of PTD 84134, Bandar Dato Onn
16/06/2011
-
Freehold
-
2 acres
Johor Bahru

Part of C9 Taman Damansara Aliff
25/05/2011
1
Freehold
-
41,295
Tampoi, Johor Bahru

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

216

Freehold

0.494 acres

29 & 31 Lorong IKS, Juru 3, IKS Juru


15/12/2010
15
Freehold
-
5,960
14100 Simpang Ampat
Seberang Perai Selatan

PULAU PINANG

2718 Jalan Seladang Alma
15/12/2010
23
Freehold
-
47,376
14000 Bukit Mertajam

BRUNEI

EDR BD 44812 Lot 51759
17/02/2011
Kampong Sengkurong
Mukim Sengkurong, Brunei

INDUSTRIAL PROPERTIES

SABAH

Lot 25 Block 3 Bornion Centre, Jalan Kolam 15/12/2010
27
Leasehold
15/05/2915
5,710
88300 Kota Kinabalu

SINGAPORE

18 Yung Ho Road, Singapore 618591
15/12/2010
36
Leasehold
16/12/2036
2,912

1,345

2 adjoining units of a 1-storey


semi-detached factories for
commissary and warehouse

Single-storey factory with


double-storey office block
for processing plant

Vacant land for restaurant

1,359

3,744

1,122

Purpose Built single-storey building


5,294
for restaurant

3-storey corner shophouse


for restaurant and hostel

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

Freehold

8.231 acres

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

217

KEDAH

Mukim of Sungai Petani/Sungai Pasir
15/12/2010
-
Freehold
-
District of Kedah

45,900
square
metres

SELANGOR

Lot 5 Jalan 51A/223, 46675 Petaling Jaya
15/12/2010
24
Leasehold
18/11/2067
27,930


Lot 20153 Jalan Pelabuhan Utara
15/12/2010
25
Leasehold
17/12/2086
124,031
42000 Pelabuhan Klang


17, 19 & 21 Jalan Pemaju U1/15
15/12/2010
14
Freehold
-
169,200
Seksyen U1, HICOM-Glenmarie Industrial Park
40150 Shah Alam

Lot 166 Jalan Pemaju U1/15
15/12/2010
-
Freehold
-
205,603
Seksyen U1, HICOM-Glenmarie Industrial Park
40150 Shah Alam

1, 3 & 6 Lorong Gerudi 1
15/12/2010
17
Leasehold
15/03/2087
312,594
Off Jalan Pelabuhan Utara
42000 Pelabuhan Klang

Lot 1136 Mukim 602, Seberang Perai Tengah 10/02/2011


Penang

PULAU PINANG (contd)

21,600

Vacant land for future expansion


of industrial complex

Vacant industrial/residential land,


residential and commercial properties

13,124

Single & double-storey warehouse


71,929
buildings and 4-storey office building

39,062

39,511

7,256

8,909

Industrial complex

Land and factory buildings for


primary processing and further
processing plants

Single-storey detached factory


with 4-storey office block

Vacant land for processing plant

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

218

RESIDENTIAL PROPERTIES

W.P. KUALA LUMPUR

90 Pinggir Zaaba, Taman Tun Dr Ismail
15/12/2010
20
Freehold
-
5,388
60000 Kuala Lumpur

NEGERI SEMBILAN

Unit Nos 1D, 1E, 1F, 1G & 2D
15/12/2010
14
Leasehold
27/07/2094
3,251
Marina Bay Admiral Cove, 71000 Port Dickson

Lot 5 Lorong Tembaga Tiga


15/12/2010
11
Leasehold
29/05/2101
18,287
Kawasan MIEL KKIP Selatan
Kota Kinabalu Industrial Park Menggatal
88450 Kota Kinabalu

JOHOR

PLO 398 Kilang Siapbina PKENJ
15/12/2010
21
Leasehold
18/04/2050
24,057
Jalan Perak, Kawasan Perindustrian
Pasir Gudang, 81770 Pasir Gudang

SABAH

Lot 43A Karamunsing Warehouse
15/12/2010
26
Leasehold
22/01/2901
11,832
88000 Kota Kinabalu
2,149

2,978

953

Double-storey detached house

5 units of condominium for staff


training and recreation

1-storey semi-detached warehouse 1,469

3-storey corner warehouse and office 2,103

Land and factory buildings for


contract manufacturing
and warehouse

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

Unit No B1-22 (P)


15/12/2010
17
Freehold
-
2,429
Amber Court Villa DGenting Resort
69000 Genting Highlands

Unit No B1-16 Level 16
15/12/2010
17
Freehold
-
1,214
Amber Court Villa DGenting Resort
69000 Genting Highlands

Unit No A7-22 (P)


15/12/2010
17
Freehold
-
2,386
Amber Court Villa DGenting Resort
69000 Genting Highlands

PAHANG

Unit No 3556 Block B
15/12/2010
24
Freehold
-
1,399
Awana Golf & Country Resort
69000 Genting Highlands

Condominium for staff training and


recreation

Condominium for staff training and


recreation

Condominium for staff training and


recreation

Condominium for staff training and


recreation

141

304

299

318

Date of Age of Net Book


Valuation/
building Value
Location Acquisition
(year) Tenure Expiry Date Area (sq ft) Description
(RM000)

List of Properties Held


as at 31 December 2011

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

219

Analysis of Shareholdings
as at 2 April 2012

Authorised Share Capital


: RM1,000,000,000
Issued & Fully Paid-Up Capital : RM396,633,552 less RM1,039,000 Treasury Shares = RM395,594,552
Class of Shares
: Ordinary Share of RM0.50 each
Voting Right of Shareholders
Every member of the Company present in person or by proxy shall have one vote on a show of hand and in
the case of a poll shall have one vote for every share of which he/she is the holder.
DISTRIBUTION OF SHAREHOLDERS

No. of No. of
Size of Shareholdings Shareholders
% Shares
Less than 100
100 1000
1,001 10,000
10,001 100,000
100,001 to less than 5% of Issued Capital
5% and above of Issued Capital
TOTAL

8,921
2,186
4,189
689
123
3

55.37
13.57
26.00
4.28
0.76
0.02

49,647
1,714,904
17,081,256
19,328,844
169,437,853
583,576,600

0.01
0.22
2.16
2.44
21.41
73.76

16,111

100.00

791,189,104

100.00

SUBSTANTIAL SHAREHOLDERS
Direct Indirect
No. of KFCH No. of KFCH
Shareholder Shares held
% Shares held
QSR Brands Bhd
QSR Ventures Sdn Bhd
Kulim (Malaysia) Berhad
Johor Corporation
Lembaga Tabung Haji

175,719,600
228,320,000
6,157,800
343,000
181,200,600

*i
228,320,000
22.21
28.86
*ii
404,039,600
0.78
*iii
410,197,400
0.04
22.9
-

%
28.86
51.07
51.85
-

Notes:
Deemed interested via interest in QSR Ventures Sdn Bhd pursuant to Section 6A of the Companies Act
1965 (the Act).
*ii
Deemed interested via interest in QSR Brands Bhd pursuant to Section 6A of the Act.
*iii
Deemed interested via interest in Kulim (Malaysia) Berhad pursuant to Section 6A of the Act.
*i

DIRECTORS DIRECT AND INDIRECT INTERESTS IN THE COMPANY AND ITS RELATED
CORPORATIONS
Save as disclosed below, none of the Directors has any interest, direct or indirect, in the Company and its
related corporations.
In the Company
Direct Indirect
Director No. of Shares
% No. of Shares
%

Hassim bin Baba
100
*
-
Notes
* Insignificant

220

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Analysis of Shareholdings
as at 2 April 2012

In the immediate holding company QSR Brands Bhd


Direct Indirect
Director No. of shares
% No. of shares
%

Hassim bin Baba
32
*
-
Datin Paduka Siti Sadiah binti Sheikh Bakir
1,000
*
-
Notes
* Insignificant
In the intermediate holding company Kulim (Malaysia) Berhad
Direct Indirect
Director No. of shares
% No. of shares
%

Ahamad bin Mohamad
963,400
0.08
-
Datin Paduka Siti Sadiah binti Sheikh Bakir
278,000
0.02
-
LIST OF TOP THIRTY (30) SHAREHOLDERS AS AT 2 APRIL 2012
Name

No. of Shares

QSR Ventures Sdn Bhd

228,320,000

28.86

2 Lembaga Tabung Haji

181,200,600

22.90

3 QSR Brands Bhd

174,056,000

22.00

(Malaysia) Berhad (PAR 1)

22,089,700

2.79

5 AmanahRaya Trustees Berhad - A/C Public Islamic Dividend Fund

14,024,000

1.77

11,725,200

1.48

9,318,400

1.18

Bank AG London (Prime Brokerage)

8,906,300

1.13

9 AmanahRaya Trustees Berhad - A/C Amanah Saham Didik

7,889,200

1.00

10 AmanahRaya Trustees Berhad - A/C Public Islamic Equity Fund

6,161,700

0.78

11 Kulim (Malaysia) Berhad

6,157,800

0.78

5,689,700

0.72

3,891,904

0.49

3,534,000

0.45

1 OSK Noms (T) Sdn Bhd - A/C Bank Muamalat Malaysia Berhad for

4 Malaysia Noms (T) Sdn Bhd - A/C Great Eastern Life Assurance

6 Mayban Noms (T) Sdn Bhd - A/C Mayban Trustees Berhad for
Public Ittikal Fund (N14011970240)
7 AmanahRaya Trustees Berhad - A/C Public Islamic Select
Treasures Fund
8 DB (Malaysia) Nom (A) Sdn Bhd - A/C Exempt An for Deutsche

12 AmanahRaya Trustees Berhad - A/C Public Islamic Select


Enterprises Fund
13 HSBC Noms (A) Sdn Bhd - A/C Exempt An for Morgan Stanley &
Co. International PLC
14 AmanahRaya Trustees Berhad - A/C Public Islamic Optimal
Growth Fund

221

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Analysis of Shareholdings
as at 2 April 2012

LIST OF TOP THIRTY (30) SHAREHOLDERS AS AT 2 APRIL 2012 (contd)


Name

No. of Shares

Investments Berhad

3,320,400

0.42

16 CIMB Commerce Trustee Berhad - A/C Public Focus Select Fund

3,093,600

0.39

17 CIMB Group Noms (T) Sdn Bhd - A/C CIMB Bank Berhad (EDP 2)

2,802,100

0.35

2,588,100

0.33

(Malaysia) Berhad (PAR 2)

2,508,600

0.32

20 Lembaga Tabung Angkatan Tentera

2,253,700

0.28

2,239,200

0.28

2,217,000

0.28

Fund Inc.

2,114,200

0.27

24 Mayban Noms (T) Sdn Bhd - A/C Etiqa Takaful Berhad (Family PRF EQ)

2,012,300

0.25

(Bermuda) Ltd.

2,000,000

0.25

26 HSBC Noms (A) Sdn Bhd - A/C DZ PrivatBk for Uniasiapacific

2,000,000

0.25

27 AmanahRaya Trustees Berhad - A/C Public Islamic Sector Select Fund

1,988,000

0.25

28 QSR Brands Bhd

1,663,600

0.21

29 Mayban Noms (T) Sdn Bhd - A/C Etiqa Insurance Berhad (Life Non-Par FD) 1,600,000

0.20

30 DB (M) Nom (A) Sdn Bhd - A/C Deutsche Bank AG London

1,516,200

0.19

718,881,504

90.86

15 Citigroup Noms (T) Sdn Bhd - A/C Exempt An for Eastspring

18 HSBC Noms (A) Sdn Bhd - A/C Exempt An for Credit Suisse Securities
(Europe) Limited (CLTAC N-Treaty)
19 Malaysia Noms (T) Sdn Bhd - A/C Great Eastern Life Assurance

21 Citigroup Noms (A) Sdn Bhd - A/C CBNY for DFA Emerging Markets
Small Cap Series
22 Malaysia Noms (T) Sdn Bhd - A/C Great Eastern Life Assurance
(Malaysia) Berhad (LSF)
23 HSBC Noms (A) Sdn Bhd - A/C HSBC-FS I for Lim Asia Arbitrage

25 Citigroup Noms (A) Sdn Bhd A/C GSI for Orvent Master Fund

Total

222

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Analysis of Warrant Holdings


as at 2 April 2012

Exercise Price
Exercise Period

: RM3.00 per Ordinary Share


: 15 September 2010 up to 14 September 2015

DISTRIBUTION OF WARRANT HOLDERS


No. of No. of
Size of Warrantholdings No. of Warrantholders
%
Warrants

Less than 100


100 1000
1,001 10,000
10,001 100,000
100,001 to less than 5% of Issued Capital
5% and above of Issued Capital

1,497
1,322
917
229
10
3

37.63
33.23
23.05
5.76
0.25
0.08

27,283
425,086
4,345,127
6,136,253
2,825,848
17,795,976

0.09
1.35
13.77
19.45
8.95
56.39

TOTAL

3,978

100.00

31,555,573

100.00

DIRECTORS DIRECT AND INDIRECT INTERESTS IN THE COMPANY AND ITS RELATED
CORPORATIONS
Save as disclosed below, none of the Directors has any interest, direct or indirect, in the Company and its
related corporations.
In the Company
Direct Indirect
Director No. of warrants
% No. of warrants
%

Hassim bin Baba
16
*
-
Notes
* Insignificant
In the immediate holding company QSR Brands Bhd
Direct Indirect
Director No. of warrants
% No. of warrants
%

Hassim bin Baba
32
*
-
Notes
* Insignificant
In the intermediate holding company Kulim (Malaysia) Berhad
Direct Indirect
Director No. of warrants
% No. of warrants
%

Datin Paduka Siti Sadiah
binti Sheikh Bakir
34,750
0.02
-
-

223

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

Analysis of Warrant Holdings


as at 2 April 2012

LIST OF TOP THIRTY (30) WARRANT HOLDERS AS AT 2 APRIL 2012


Name

No. of Warrants

QSR Ventures Sdn Bhd

9,132,800

28.94

2 QSR Brands Bhd

6,870,476

21.77

(Europe) Limited (CLTACT N-TREATY)

1,792,700

5.68

4 Lembaga Tabung Haji

1,060,808

3.36

5 Johor Corporation

645,000

2.04

6 Yeow Ho Huat

202,800

0.64

7 Lau Sow Chun

145,100

0.46

8 Mayban Secs Noms (T) Sdn Bhd - A/C Ea Chaw Giap

136,900

0.43

9 Goh Tai Meng

135,640

0.43

10 Gunasundari a/p Muniandy

135,000

0.43

11 Lee Chee Kuen

134,600

0.43

12 Wong Jen Way

120,000

0.38

13 Mayban Noms (T) Sdn Bhd - A/C Wong Yiik Hook

110,000

0.35

14 Sim Beng Moe

100,000

0.32

15 Ong Swee Keng

100,000

0.32

Berhad for Eastspring Investments Dana Al-Islah

93,600

0.30

17 CimSec Noms (T) Sdn Bhd - A/C for Toh Lay Fan (Penang-CL)

91,900

0.29

18 Kiew Kuay Fong

90,000

0.29

19 Tay Soo Khoon

88,000

0.28

20 Loh Chee Yau

85,000

0.27

21 Public Noms (T) Sdn Bhd - A/C Choo Hon Leng (E-SPG)

80,000

0.25

22 AIBB Noms (T) Sdn Bhd - A/C Hussin bin Abdol

80,000

0.25

23 Goh Yock San @ Goo Yock San

75,040

0.24

24 HLG Nom (T) Sdn Bhd - A/C Hong Leong Bank Bhd for Mah Nyok Ha

73,000

0.23

25 Mayban Noms (T) Sdn Bhd - A/C Etiqa Insurance Berhad (Life Non-Par FD)

70,576

0.22

26 Abdul Aziz bin Abdul Kadir

67,300

0.21

27 QSR Brands Bhd.

66,544

0.21

28 Sentral Bina Jaya Sdn. Bhd.

65,900

0.21

29 Oh Chee Wah

65,000

0.21

30 Gan Siew Lian

63,000

0.20

21,976,684

69.64

1 OSK Noms (T) Sdn Bhd - A/C Bank Muamalat Malaysia Berhad for

3 HSBC Noms (A) Sdn Bhd - Exempt An for Credit Suisse Securities

16 DB (Malaysia) Nom (T) Sendirian Berhad - A/C Deutsche Trustees Malaysia

Total

224

KFC Holdings (Malaysia) BHD (65787-T)


Annual Report 2011

KFC Holdings (Malaysia) Bhd (65787-T)


Form of Proxy
32nd Annual General Meeting

No. of ordinary shares

CDS account no. of authorised


Nominee

I/ We, ...............................................................................................................................................................................

(Full name and NRIC No. / Company No. in capital letters)

of .....................................................................................................................................................................................

(Full address in capital letters and telephone no.)

..................................................................................................................................................................................................................................................

being a member/ members of KFC Holdings (Malaysia) Bhd (Company), hereby appoint .................................................
..................................................................................................................................................................................................................................................

(Name of proxy as per NRIC, in capital letters)

NRIC No ........................................................................... (new) ............................................................................. (old)


of .....................................................................................................................................................................................

(Full address in capital letters)

or failing him/her ...............................................................................................................................................................


(Name of proxy as per NRIC, in capital letters)

NRIC No ........................................................................... (new) ............................................................................. (old)


of .....................................................................................................................................................................................

(Full address in capital letters)

or failing him/her, the Chairman of the meeting as my/ our proxy to vote for me/ us and on my/ our behalf at the 32nd
Annual General Meeting (AGM) of the Company to be held at Level 3, Wisma KFC, No 17, Jalan Sultan Ismail, 50250
Kuala Lumpur on Tuesday, 22 May 2012 at 11:30 a.m. or any adjournment thereof in respect of my/ our holdings of shares
in the manner indicated below:
FOR
Resolution 1

Financial Statements and Reports

Resolution 2

Payment of Directors Fees

Re-election of Directors:-

Resolution 3

Ahamad bin Mohamad

Resolution 4

Datuk Ismee bin Ismail

Resolution 5

Hassim bin Baba

AGAINST

Resolution 6 YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum Sultan Salahuddin

Abdul Aziz Shah Alhaj
Resolution 7

Re-appointment of Messrs KPMG as Auditors of the Company

Resolution 8

Resolution pursuant to Section 132D of the Companies Act 1965

Resolution 9

Resolution pursuant to the Proposed Renewal of the Share Buy-


Back Authority

Resolution 10

Resolution pursuant to the Proposed Shareholders Mandate for the


recurrent related party transactions of a revenue or trading nature
with related parties

(Please indicate with a () in the appropriate box whether you wish your vote to be cast for or against the resolution. In the absence of specific direction, your
proxy will vote or abstain as he thinks fit. However, if more than one proxy is appointed, please specify the number of shares represented by each proxy, failing
which the appointment shall be invalid)

....................................................................
Signature(s)/ Common Seal of Shareholder(s)

Dated this ............. day of. ............ 2012

Notes:
1. A member of the Company entitled to be present and vote at the above AGM may appoint a proxy or proxies to be present and vote instead of him.
A Proxy may but need not be a member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 need not be complied
with.
2. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly authorized in writing or if the appointor is a
corporation, either under its common seal or under the hand of an officer or attorney duly authorised.
3. A member of the Company may appoint more than two (2) proxies to attend the AGM. Where a member of the Company appoints two (2) or more
proxies, the appointment shall be invalid unless the member specifies the proportion of his shareholdings to be represented by each proxy.
4. Where a member of the Company is an authorized nominee as defined under the Securities Industry (Central Depositories) Act, 1991, he may appoint
at least one (1) proxy in respect of each securities account he holds with ordinary shares of the Company standing to the credit of the said securities
account.
5. Where a member of the Company is an exempt authorized nominee as defined under the Securities Industry (Central Depositories) Act, 1991, there
will be no limit to the number of proxies which the exempt authorized nominee may appoint.
6. Any alteration made in this form should be initialed by the person who signs it.
7. The Proxy Form and the Power of Attorney or other authority, if any, under which it is signed or a notarially certified copy of that power of authority
225
must be deposited at Tricor Investor Services Sdn Bhd, Level 17, The
Gardens North Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala
KFC Holdings (Malaysia) BHD (65787-T)
Lumpur not less than forty-eight (48) hours before the time for holding
the meeting
or any adjournment thereof.
Annual Report
2011

AFFIX
STAMP
HERE

TRICOR INVESTOR SERVICES SDN BHD


Level 17, The Gardens North Tower
Mid Valley City, Lingkaran Syed Putra
59200 Kuala Lumpur

KFC HOLDINGS (MALAYSIA) BHD (65787-T)


Level 17, Wisma KFC, No. 17, Jalan Sultan Ismail, 50250 Kuala Lumpur
Tel : +603 2026 3388
Fax: +603 2078 8088
126
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011

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