2013
FIBON BERHAD
ANNUAL REPORT
CONTENTS
Corporate Information
Profile of Directors
Chairmans Statement
Group Structure
Financial Highlights
13
22
25
26
Financial Statements
28
Analysis of Shareholdings
91
List of Property
94
95
Enclosed
99
Proxy Form
Corporate Information
BOARD OF DIRECTORS
SHARE REGISTRAR
PRINCIPAL BANKERS
REGISTERED OFFICE
Koh Chun Kiat
Independent Non-Executive Director
Appointed on 14 November 2012
HEAD OFFICE
COMPANY SECRETARY
ADVANCE COMPOSITES
Profile of Directors
Pang Chee Khiong
Executive Chairman, Non-Independent
Mr Pang Chee Khiong, a Malaysian aged 49 is a Non-Independent Executive
Chairman since 25 March 2008. He has attended all four Board meetings held
during the financial year under review. He has more than 25 years of experience
in the industries such as plumbing, timber logging, construction and housing
development. He is the brother to Pang Fok Seng and Pang Nyuk Yin. He
maintains a clean record with regard to convictions for offences, other than traffic
offences, if any and he has no conflict of interest with the group.
Profile of Directors
contd
Datuk Mohamad Saleh began his career by serving the Fishery Development Authority of Malaysia as an
economist in 1972 and went on to lecture in Universiti Institut Teknologi Mara in 1973. Prior to retiring in
November 1999 he was the Executive Director/ Chief Executive Officer of Bank Industri Malaysia Berhad
(presently known as Bank Perusahaan Kecil & Sederhana Malaysia Berhad ) for eighteen years. His other
working experiences encompasses being a marketing executive in Tourist Development Corporation of Malaysia,
an assistant director in the Urban Development Authority, Malaysia and an assistant general manager in the
Armed Forces Provident Fund in its investment department.
He has no conflict of interest with the Group and has no family relationship with any director and/or major
shareholder of the Group. He maintains a clean record with regard to convictions for offences, other than traffic
offences, if any.
ADVANCE COMPOSITES
Profile of Directors
contd
He began his career as an auditor with Deloitte Kassim Chan and subsequently Ernst & Young, involving in audit
and business advisory of companies from various industries. His experience covers audit and assurance
engagements, corporate reporting and compliance, taxation and wide-ranging overseas exposures. He has
previously headed the accounting and finance division of a public listed company listed on the Main Market of
Bursa Malaysia Securities Berhad and responsible for the corporate finance, accounting, tax and cash flow
functions of the company and its subsidiaries. He is currently an Audit Manager of a chartered accounting firm.
He is also an independent non-executive director of another company listed on the Main Market of Bursa
Malaysia Securities Berhad. He has no conflict of interest with the Group and has no family relationship with any
director and/or major shareholder of the Group. He maintains a clean record with regard to convictions for
offences, other than traffic offences, if any.
He is a Chartered Accountant by profession as well as a member of the Malaysian Institute of Accountants, CPA
Australia and Chartered Tax Institute of Malaysia. He started his career as senior associate with
PricewaterhouseCoopers (PwC) from 2006 to 2008. He joined Sam Hoe Plantations Sdn Bhd in 2008 as an
accountant and was promoted to senior accountant. His principal role was to supervise the financial accounting
section of the department and liaise with auditors and tax agents. Presently, he is a partner of an audit firm. He is
the Approved Company Auditor under Companies Act, 1965 and also Licensed Tax Agent under Income Tax Act
1967. He has no conflict of interest with the Group and has no family relationship with any director and/or major
shareholder of the Group. He maintains a clean record with regard to convictions for offences, other than traffic
offences, if any.
Chairmans Statement
On behalf of the Board of Directors of FIBON
Berhad, I am pleased to present the Annual Report
and Audited Financial Statements of the Group and
of the Company for the financial year ended 31 May
2013.
CORPORATE GOVERNANCE
The Group acknowledges the Malaysian Code on
Corporate Governance which set out the principles,
best practices and guidelines that may be applied in
the operations of a company, so as to enhance the
transparency and accountability of public listed
companies in Malaysia. These high standards have
enabled the Group to function and perform in the
best interests of shareholders. The Board will
ensure that the requirements of Bursa Malaysia
Securities Berhad are applied and adhered to by
the Company.
FINANCIAL PERFORMANCE
For the financial year under review, the Group
registered revenue of approximately RM 16.7
million, a decrease of 1.34% compared to the
preceding year. Profit after tax increase from RM
4.5 million to RM 4.9 million. The increase is mainly
due to increase in sales of manufacturing goods.
The Group continues maintaining a set of healthy
and financially sound balance sheet with cash and
cash equivalents of approximately RM 20 million.
APPRECIATION
On behalf of the Board of Directors, I would like to
convey our most sincere thanks and appreciation to
every member of the Fibon family for their
continued efforts, commitment, dedication and hard
work in every level of the organization. I would also
like to take this opportunity to extend our deepest
gratitude to all our valued customers, suppliers,
business associates, investors, bankers and
authorities for their continued support and
confidence in the Group.
DIVIDENDS
ADVANCE COMPOSITES
Group Structure
FIBON BERHAD
100 %
100 %
HEXA ANALISA
FIBON AUSTRALIA
SDN BHD
PTY LTD
100 %
100 %
FIBON UK
FIBON ELECTRIC
FIBON CAPITAL
LIMITED
SDN BHD
Financial Highlights
2009
2010
2013
RM000
RM000
RM000
RM000
RM000
Revenue
16,474
12,891
14,498
16,901
16,674
8,693
5,010
5,945
6,226
6,666
8,304
4,014
4,389
4,499
4,905
17.86
5.11
6.07
6.35
6.8
17.06
4.10
4.48
4.59
5.01
FYE 2009: Computed based on the PBT and PAT for the relevant financial years under review and divided
by the weighted average number of shares in issue of 48,666,000 during the respective financial year.
FYE 2010-2013: Computed based on the PBT and PAT for the relevant financial years under review and
divided by the issued and paid up share capital of 98,000,000 Shares for the financial year.
ADVANCE COMPOSITES
Financial Highlights
contd
2.
3.
4.
5.
6.
7.
Name of Director
Designation Attendance
Datuk Mohamad
Saleh Bin Mohd
Ghazali
Independent
Non-Executive
Director
Chairman
3/4
Independent
Non-Executive
Director;
Member of the
MIA
Member
4/4
Independent
Non-Executive
Director;
Member of the
MIA
Member
2/4
Composition
1.
2.
3.
TERMS OF REFERENCE
Objectives
The principal objective of the Audit Committee is to
assist the Board of Directors in discharging its
statutory duties and responsibilities relating to
accounting and reporting practices of the Group. In
addition, the Committee shall:
ADVANCE COMPOSITES
4.
1.
2.
Authority
1.
2.
Duties
3.
4.
5.
2.
3.
Meetings
10
5.
7.
The primary role of the internal auditors is to interalia, assist the Audit Committee on an ongoing
basis to:
Reporting
Review the risk management framework;
The Audit Committee is authorised to regulate its
own procedures and in particular the calling of
11
ADVANCE COMPOSITES
12
Board Meeting
The Board
The Group recognises the important role played by
the Board in the stewardship of the Groups
direction and operations, and ultimately, the
enhancement of long-term shareholders value. To
fulfill this role, the Board is responsible for the
overall corporate governance of the Group,
including its strategic direction, establishing goals
for management and monitoring the achievement of
these goals.
13
ADVANCE COMPOSITES
No. of Meetings
Attended
3/4
2/4
2/4
4/4
Directors Remuneration
4/4
4/4
4/4
3/4
174,000
Salaries and
Bonus
815,224
989,224
72,000
72,000
Description
Appointment of Directors
Executive
Directors
Non Executive
Directors
Fees
Total
Description
Less than RM50,000
RM50,000 RM100,000
RM100,000 RM150,000
RM150,000 RM200,000
RM200,000 RM300,000
RM300,000 RM400,000
Executive
Directors
1
1
1
1
-
Non
Executive
3
-
Directors Training
The Group acknowledges the importance of
continuous education and training to the Board
members.
14
ii)
Revised
Shariah
Internal Control
ii)
Financial Reporting
15
ADVANCE COMPOSITES
16
17
ADVANCE COMPOSITES
Kiwanis Club of Kluang Mandarin is a centre providing support and assistance to persons with disabilities. Their
main aims are providing day care services and simple education for the disabled people. There are around 30
disabled persons with 9 teachers and 1 administration staff. Kiwanis Club has been very active club for the last 9
years with various activities held for the unfortunate with their families.
Fibon as part of caring community, paid a visit and donated small token of contribution.
18
19
ADVANCE COMPOSITES
Mr.Sabirin father of 4 children passed away due heart attack on 7 June 2013. Fibon Berhad had donated a
small token of contribution to wife of the deceased, Pn.Hasmah Binti Dollah.
20
1.
2.
3.
4.
5.
6.
7.
8.
9.
21
ADVANCE COMPOSITES
INTRODUCTION
The Malaysian Code of Corporate Governance
(The Code) prescribes that all listed issuers should
have an internal audit function and all risks areas
identified.
The Principals and Best Practises in the Malaysian
Code on Corporate Governance state that the
Board should maintain a sound system of internal
control to safeguard shareholders investments and
the Groups assets.
RISK MANAGEMENT
Organisation Structure
The Group has in place an organisation structure
with clearly defined lines of responsibilities and
functionality which promotes appropriate levels of
accountability for risk management, control
procedures and effectiveness of operations.
BOARD RESPONSIBILITIES
The Board acknowledges its responsibility for
maintaining a sound system of internal control to
safeguard shareholders investments and the
22
Limits of Authority
Defined level of authorities and lines of
responsibilities from business divisions up to the
Board level is established to ensure accountabilities
and responsibilities for risk management and
control activities.
Audit Committee
The AC reports to the Board on a quarterly basis
the activities of the internal audit function and
deliberate on the internal audit reports. The AC also
ensures that the adequacy and effectiveness of the
internal controls and procedures and that there are
continuous efforts by management to address and
resolve areas with control weakness.
23
ADVANCE COMPOSITES
24
25
ADVANCE COMPOSITES
UTILISATION OF PROCEEDS
The status of utilisation of proceeds from the public offering during the financial year ended 31 May 2013 is as
follows:
Purposes
(i)
Proceeds
Actual
Intended
Extended
Balance
raised
Utilisation Timeframe for Timeframe for Unutilised
RM000
RM000
Utilisation
Utilisation
RM000
1,848
1,848
(ii)
Research &
development activities
Purchase of machineries
1,700
1,700
(iii)
Geographical expansion
1,180
790
2,409
Estimated listing
expenses
Total
3,079
18 December
2011
18 December
2011
18 December
2011
-
18 December
2012
18 December
2013
18 December
2013
-
2,000
1,330
9,137
8,747
%
Explanation
390
33
(670)
670
390
^
The initial approved time frame for utilisation is 3 years from the date of listing. The Board of Directors
have decided to extend the time frame for all remaining unutilised portions for another twelve (12) months period
until 18 December 2013 in accordance with announcement made on 18 January 2013.
*
SHARE BUYBACKS
During the financial year under review, there were no share buyback by the Company.
26
contd
NON-AUDIT FEES
Non-audit fees paid to external auditors and affiliated firm amounted to RM14,452.
REVALUATION POLICY
The Company has not adopted a policy of regular revaluation of assets as permitted under the transition provisions.
MATERIAL CONTRACT
The Company and its subsidiary do not have any material contract for the financial year.
PROFIT GUARANTEES
There were no profit guarantees given by the Company for the financial year.
27
ADVANCE COMPOSITES
Financial Statements
Directors Report
30
Statement by Directors
35
Statutory Declaration
35
36
39
41
42
44
45
28
29
ADVANCE COMPOSITES
Directors Report
The directors hereby submit their report and the audited financial statements of the Group and of the Company
for the financial year ended 31 May 2013.
PRINCIPAL ACTIVITIES
The Company is principally engaged in the business of investment holding. The principal activities of its
subsidiaries are set out in Note 5 to the financial statements. There have been no significant changes in the
nature of these activities during the financial year.
RESULTS
The Group
RM000
Profit after taxation for the financial year
4,905
4,905
The Company
RM000
1,301
1,301
DIVIDENDS
A first and final single tier dividend of 1.15 sen per ordinary share amounting to RM1,127,000 for the financial
year ended 31 May 2012 was approved by the shareholders at the Annual General Meeting held on 14
November 2012 and paid on 28 December 2012.
At the forthcoming Annual General Meeting, a first and final single tier dividend of 1.25 sen per ordinary share
amounting to RM1,225,000 in respect of the financial year ended 31 May 2013 will be proposed for shareholders
approval. The financial statement for the current financial year will not reflect this proposed dividend. Such
dividend, if approved by the shareholders, will be accounted for as a liability in the financial year ending 31 May
2014.
there were no changes in the authorised and issued and paid-up share capital of the Company; and
(b)
30
Directors Report
contd
CURRENT ASSETS
Before the financial statements of the Group and of the Company were made out, the directors took reasonable
steps to ascertain that any current assets other than debts, which were unlikely to be realised in the ordinary
course of business, including their value as shown in the accounting records of the Group and of the Company,
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 which would render the values
attributed to the current assets in the financial statements misleading.
VALUATION METHODS
At the date of this report, the directors are not aware of any circumstances which have arisen which render
adherence to the existing methods of valuation of assets or liabilities of the Group and of the Company
misleading or inappropriate.
any charge on the assets of the Group and of the Company that has arisen since the end of the financial
year which secures the liabilities of any other person; or
(b)
any contingent liability of the Group and of the Company which has arisen since the end of the financial
year.
No contingent or other liability of the Group and of the Company 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
when they fall due.
31
ADVANCE COMPOSITES
Directors Report
contd
CHANGE OF CIRCUMSTANCES
At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report
or the financial statements of the Group and of the Company which would render any amount stated in the
financial statements misleading.
DIRECTORS
The directors who served since the date of the last report are as follows:Pang Chee Khiong
Pang Fok Seng
Lim Wai Kiew
Pang Nyuk Yin
Chong Peng Khang
Datuk Mohamad Saleh Bin Mohd. Ghazali
Koh Chun Kiat (Appointed on 14.11.2012)
Dr. Chen Chaw Min (Resigned on 14.11.2012)
Pursuant to Article 121 of the Articles of Association of the Company, Pang Fok Seng and Chong Peng Khang
retire by rotation at the forthcoming annual general meeting and being eligible, offer themselves for re-election.
Pursuant to Article 126 of the Articles of Association of the Company, Koh Chun Kiat, the newly appointed
director is to retire by rotation at the forthcoming annual general meeting and being eligible, offers himself for reelection.
32
Directors Report
contd
DIRECTORS INTERESTS
According to the register of directors shareholdings, the interests of directors holding office at the end of the
financial year in shares in the Company and its related corporations during the financial year are as follows:-
At 1.6.2012
Direct Interests
Lim Wai Kiew
Pang Chee Khiong
Pang Fok Seng
Pang Nyuk Yin
Chong Peng Khang
1,470,000
21,560,552
16,398,788
2,940,000
322
1,470,000
21,560,552
16,398,788
2,940,000
322
Deemed Interests
Lim Wai Kiew
Pang Fok Seng
16,398,788
1,470,000
16,398,788
1,470,000
By virtue of their interests in shares in the Company, Lim Wai Kiew, Pang Chee Khiong, Pang Fok Seng and
Pang Nyuk Yin are deemed to have interests in shares in its subsidiaries to the extent of the Companys interest,
in accordance with Section 6A of the Companies Act, 1965.
The other directors holding office at the end of the financial year had no interest in shares in the Company or its
related corporations during the financial year.
DIRECTORS BENEFITS
Since the end of the previous financial year, no director has received or become entitled to receive any benefit
(other than a benefit included in the aggregate amount of emoluments received or due and receivable by
directors as shown in the financial statements, or the fixed salary of a full-time employee of the Company) 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 except for any
benefits which may be deemed to arise from transactions entered into in the ordinary course of business with
companies in which certain directors have substantial financial interests as disclosed in Note 29 to the financial
statements.
Neither during nor at the end of the financial year was the Group or the Company a party to any arrangements
whose object is to enable the directors to acquire benefits by means of the acquisition of shares in or debentures
of the Company or any other body corporate.
33
ADVANCE COMPOSITES
Directors Report
contd
AUDITORS
The auditors, Messrs. Crowe Horwath, have expressed their willingness to continue in office.
34
Statement by Directors
We, Pang Chee Khiong and Lim Wai Kiew, being two of the directors of Fibon Berhad, state that, in the opinion of
the directors, the financial statements set out on pages 39 to 89 are drawn up in accordance with Malaysian
Financial Reporting Standards, International Financial Reporting Standards and the Companies Act 1965 in
Malaysia so as to give a true and fair view of the state of affairs of the Group and of the Company at 31 May
2013 and of their results and cash flows for the financial year ended on that date.
The supplementary information set out in Note 35, which is not part of the financial statements, is prepared in all
material respects, in accordance with Guidance on 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, as issued by the Malaysian Institute of Accountants and the directive of Bursa Malaysia Securities
Berhad.
Statutory Declaration
I, Pang Chee Khiong, I/C No. 640329-01-5175, being the director primarily responsible for the financial
management of Fibon Berhad, do solemnly and sincerely declare that the financial statements set out on pages
39 to 89 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
Pang Chee Khiong, I/C No. 640329-01-5175,
in the State of Melaka
on 6 September 2013
35
ADVANCE COMPOSITES
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 give a true and fair view of the financial position of the Group and of the
Company as of 31 May 2013 and of their financial performance and cash flows for the financial year then ended
in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and
the requirements of the Companies Act 1965 in Malaysia.
36
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 financial statements and the auditors report of the subsidiaries of which we have
not acted as auditors, which are indicated in Note 5 to the financial statements.
(c)
We are satisfied that the financial statements of the subsidiaries that have been consolidated with the
Company's 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 financial statements of the subsidiaries did not contain any qualification or any
adverse comment made under Section 174(3) of the Act.
The supplementary information set out in Note 35 on page 90 is disclosed to meet the requirement of Bursa
Malaysia Securities Berhad and is not part of the financial statements. The directors are responsible for the
preparation of the supplementary information in accordance with Guidance on 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, as issued by the Malaysian Institute of Accountants ("MIA
Guidance") and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary information
is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia
Securities Berhad.
37
ADVANCE COMPOSITES
contd
OTHER MATTERS
1.
2.
As stated in Note 3 to the financial statements, Fibon Berhad adopted Malaysian Financial Reporting
Standards on 1 June 2012 with a transition date of 1 June 2011. These standards were applied
retrospectively by director to the comparative information in these financial statements, including the
statement of financial position as at 31 May 2012 and 1 June 2011, and the statement of profit or loss
and other comprehensive income, statement of changes in equity and statement of cash flows for the
financial year ended 31 May 2012 and related disclosures. We were not engaged to report on the
restated comparative information and it is unaudited. Our responsibilities as part of our audit of the
financial statements of the Group and of the Company for the financial year ended 31 May 2013 have, in
these circumstances, included obtaining sufficient appropriate audit evidence that the opening balances
as at 1 June 2012 do not contain misstatements that materially affect the financial position as of 31 May
2013 and financial performance and cash flows for the financial year then ended.
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.
Crowe Horwath
Firm No: AF 1018
Chartered Accountants
6 SEPTEMBER 2013
Melaka
38
31.5.2013
31.5.2012
RM000
RM000
5,541
1,144
The Company
1.6.2011
31.5.2013
31.5.2012
1.6.2011
RM000
RM000
RM000
RM000
5,352
1,244
4,966
1,182
4,100
*
-
4,100
*
-
3,701
*
-
5,994
5,898
6,685
6,596
6,148
10,094
9,998
3,701
1,460
5,527
1,275
4,675
1,862
4,774
136
121
180
14
238
14,979
5,074
63
13,503
4,467
297
10,964
2,857
12
1,743
222
628
1,094
176
5,953
2,243
53
27,414
24,104
20,934
1,978
1,903
8,263
34,099
30,700
27,082
12,072
, 11,901
11,964
ASSETS
NON-CURRENT ASSETS
Investment in subsidiaries
Property, plant and equipment
Intangible assets
Amount owing by related
companies
CURRENT ASSETS
Inventories
Trade receivables
Other receivables, deposits and
prepayments
Amount owing by related
companies
Tax recoverable
Deposits with licensed banks
Cash and bank balances
TOTAL ASSETS
5
6
7
11
8
9
10
11
12
ADVANCE COMPOSITES
The Company
31.5.2013
31.5.2012
1.6.2011
31.5.2013
31.5.2012
1.6.2011
RM000
RM000
RM000
RM000
RM000
RM000
13
9,800
9,800
9,800
9,800
9,800
9,800
Share premium
14
707
707
707
707
707
707
Other reserve
15
(2,629)
(2,602)
(2,586)
Retained profits
16
24,524
20,746
17,345
1,523
1,349
1,364
32,402
28,651
25,266
12,030
11,856
11,871
17
713
806
668
18
554
551
618
SHAREHOLDERS' EQUITY
NON-CURRENT LIABILITY
Deferred tax liabilities
CURRENT LIABILITIES
Trade payables
Other payables and accruals
Provision for taxation
TOTAL LIABILITIES
TOTAL EQUITY AND
LIABILITIES
19
423
622
459
42
38
91
70
71
984
1,243
1,148
42
45
93
1,697
2,049
1,816
42
45
93
34,099
30,700
27,082
12,072
11,901
11,964
Note
REVENUE
20
The Group
2013
2012
RM000
RM000
16,674
16,901
COST OF SALES
(6,744)
(7,861)
GROSS PROFIT
9,930
OTHER INCOME
The Company
2013
2012
RM000
RM000
1,953
1,599
9,040
1,953
1,599
756
1,142
60
63
10,686
10,182
2,013
1,662
(184)
(553)
ADMINISTRATIVE EXPENSES
(3,836)
(3,403)
21
6,666
6,226
24
(1,761)
(1,727)
4,905
4,499
(27)
(16)
(635)
1,378
(77)
(513)
1,149
(66)
1,301
1,083
4,878
4,483
1,301
1,083
4,905
4,499
1,301
1,083
4,878
4,483
1,301
1,083
5.01
N/A
4.59
N/A
25
25
ADVANCE COMPOSITES
Note
Total
RM000
At 1.6.2011
As previously stated
Effect of adopting MFRS 1
34
As restated
Total comprehensive income for
the financial year
Dividends paid
26
Balance at 31.5.2012/1.6.2012
Total comprehensive income for
the financial year
Dividends paid
26
Balance at 31.5.2013
9,800
707
14
9,800
707
14
9,800
707
(2)
(27)
9,800
707
(16)
-
(29)
(2,600)
16,775
24,696
570
570
17,345
25,266
4,499
4,483
(1,098)
(1,098)
20,746
28,651
4,905
4,878
(1,127)
(1,127)
24,524
32,402
(2,600)
(2,600)
(2,600)
The Company
Note
Balance as at 1.6.2011
Total comprehensive income for
the financial year
Dividends paid
26
Balance at 31.5.2012/1.6.2012
Total comprehensive income for
the financial year
Dividends paid
26
Balance at 31.5.2013
Share
Capital
RM000
NonDistributable
Share
Premium
RM000
Distributable
Retained
Profits
RM000
Total
RM000
9,800
707
1,364
11,871
1,083
1,083
(1,098)
(1,098)
9,800
707
1,349
11,856
1,301
1,301
(1,127)
(1,127)
9,800
707
1,523
12,030
ADVANCE COMPOSITES
Note
CASH FLOWS FROM OPERATING
ACTIVITIES
Profit before tax
6,666
295
32
(8)
(407)
168
6,790
(Increase)/Decrease in inventories
(Increase)/Decrease in trade and other
receivables
(Decrease)/Increase in trade and other
payables
6,226
82
381
2
(7)
(482)
148
The Group
2013
2012
RM000
RM000
The Company
2013
2012
RM000
RM000
1,378
1,149
*
(60)
20
*
(54)
13
6,306
1,338
1,108
(198)
562
(958)
(43)
(180)
75
(53)
5,454
6,900
1,347
(2,090)
(1,354)
3,364
5,546
(96)
(62)
407
32
60
-
(549)
-
(741)
-
511
(364)
571
(66)
3,298
5,182
(60)
1,251
(18)
482
19
1,063
1,822
1,003
(6,275)
54
5,290
(931)
72
Note
BALANCE BROUGHT FORWARD
The Group
2013
2012
RM000
RM000
The Company
2013
2012
RM000
RM000
3,298
5,182
1,822
(1,127)
(1,098)
(1,127)
(1,098)
(1,127)
(1,098)
(1,127)
(1,098)
(88)
65
72
NET INCREASE/(DECREASE) IN
CASH AND CASH EQUIVALENTS
2,083
4,149
695
17,970
13,821
1,270
2,296
20,053
17,970
1,965
1,270
27
(1,026)
ADVANCE COMPOSITES
GENERAL INFORMATION
The Company is incorporated as a public company limited by shares under the Companies Act 1965 in
Malaysia. The domicile of the Company is Malaysia. The registered office and principal place of business
are as follows:Registered office
31-04, Level 31
Menara Landmark,
No.12, Jalan Ngee Heng
80000 Johor Bahru, Johor
12A, Jalan 20
Taman Sri Kluang
86000 Kluang, Johor
The financial statements were authorised for issue by the Board of Directors in accordance with a
resolution of the directors dated 06 September 2013.
2.
PRINCIPAL ACTIVITIES
The Company is principally engaged in the business of investment holding. The principal activities of its
subsidiaries are set out in Note 5 to the financial statements. There have been no significant changes in
the nature of these activities during the financial year.
3.
BASIS OF PREPARATION
The financial statements of the Company are prepared under the historical cost convention and modified
to include other bases of valuation as disclosed in other sections under significant accounting policies, and
in compliance with Malaysian Financial Reporting Standards (MFRSs) and the requirements of the
Companies Act 1965 in Malaysia.
46
These are the Companys first set of financial statements prepared in accordance with MFRSs,
which are also in line with International Financial Reporting Standards as issued by the International
Accounting Standards Board.
In the previous financial year, the financial statements of the Company were prepared in
accordance with Financial Reporting Standards (FRSs). The financial impacts on the transition
from FRSs to MFRSs are disclosed in Noted 34 to the financial statements.
3.2
The Company has not applied in advance the following accounting standards and interpretations
(including the consequential amendments, if any) that have been issued by the Malaysian
Accounting Standards Board (MASB) but are not yet effective for the current financial year:MFRSs and IC Interpretations (including the Consequential Amendments)
Effective Date
1 January 2015
1 January 2013
1 January 2013
1 January 2013
1 January 2013
1 January 2013
1 January 2013
1 January 2013
1 January 2015
1 January 2013
1 January 2014
1 July 2012
1 January 2014
1 January 2013
1 January 2013
47
ADVANCE COMPOSITES
(Contd)
The above accounting standards and interpretations (including the consequential amendments) are
not relevant to the Companys operations except as following:MFRS 9 & Amendments to MFRS 9 : Mandatory Effective Date of MFRS 9 and Transition
Disclosures
MFRS 9 replaces the parts of MFRS 139 that relate to the classification and measurement of
financial instruments. MFRS 9 divides all financial assets into 2 categories those measure at
amortised cost and those measured at fair value, based on the entitys business model for
managing its financial assets and the contractual cash flow characteristics of the instruments, For
financial liabilities, the standard retains most of the MFRS 139 requirements, An entity choosing to
measure a financial liability at fair value will present the portion of the change in its fair value due to
changes in the entitys own credit risk in other comprehensive income rather than within profit or
loss. There will be no financial impact on the financial statements of the Company upon its initial
application but may impact its future disclosures.
MFRS 13
MFRS 13 defines fair value, provides guidance on how to determine fair value and require
disclosures about fair value measurements. The scope of MFRS 13 is board; it applies to both
financial instruments items and non-financial instrument items for which other MFRSs require of
permit fair value measurements and disclosures about fair value measurements, except in specified
circumstances. In general, the disclosure requirements in MFRS 13 are more extensive than those
in the current standards and therefore there will be no financial impact on the financial statements
of the Company upon its initial application but may impact its future disclosures.
Amendments to MFRS 7 : Disclosures Offsetting Financial Assets and Financial Liabilities
The Amendments to MFRS 7 (Disclosures Offsetting Financial Assets and Financial Liabilities)
require disclosure that will enable users of an entitys financial statements to evaluate the effect or
potential effect of netting arrangements, including rights of set-off associated with the entitys
recognised financial assets and recognised financial liabilities, on the entitys financial position.
There will be no financial impact on the financial statements of the Company upon its initial
application but may its future disclosures.
48
(Contd)
Amendments to MFRS 132 : Offsetting Financial Assets and Financial Liabilities
The amendments to MFRS 132 provide the application guidance for criteria to offset financial
assets and financial liabilities. Accordingly, there will be no financial impact on the financial
statements of the Company upon its initial application but may impact its future disclosures.
Annual Improvements to MFRSs 2009-2011 cycle
The Annual Improvements to MFRSs 2009 2011 Cycle contain amendments to MFRS 1, MFRS
101, MFRS 116, MFRS 132 and MFRS 134. These amendments are expected to have no material
impact on the financial statements of the Company upon their initial application .
4.
49
ADVANCE COMPOSITES
(b)
Basis of Consolidation
The consolidated financial statements include the financial statements of the Company and its
subsidiaries made up to 31 May 2013.
A subsidiary is defined as a company in which the parent company has the power, directly or
indirectly, to exercise control over its financial and operating policies so as to obtain benefits from
its activities.
Subsidiaries are consolidated from the date on which control is transferred to the Group up to the
effective date on which control ceases, as appropriate.
Intragroup transactions, balances and unrealised gains on transactions are eliminated on
consolidation; unrealised losses are also eliminated on consolidation unless cost cannot be
recovered. Where necessary, adjustments are made to the financial statements of the subsidiaries
to ensure consistency of accounting policies with those of the Group.
50
Business Combinations
All Subsidiaries are consolidated using the purchase method except for the subsidiary, Hexa
Analisa Sdn. Bhd., which are accounted for under the merger method.
Under the purchase method, the results of the subsidiaries acquired or disposed off are
included from the date of acquisition or up to the date of disposal. At the date of acquisition, the
fair values of the subsidiaries net assets are determined and these values are reflected in the
consolidated financial statements. The cost of acquisition is measured at the aggregate of the
fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity
instruments issued by the Group in exchange for control of the acquiree, plus any costs directly
attributable to the business combination.
Non-controlling interests are initially measured at their share of the fair values of the identifiable
assets and liabilities of the acquiree as at the date of acquisition.
Under the merger method of accounting, the results of subsidiaries are presented as if the
merger had been effected throughout the current and previous years. In the consolidated
financial statements, the cost of the merger is cancelled with the nominal values of the shares
received. Any resulting debit difference is shown as merger deficit.
51
ADVANCE COMPOSITES
the aggregate of the fair value of the consideration received and the fair value of any
retained interest in the former subsidiary; and
(ii) the previous carrying amount of the assets (including goodwill), and liabilities of the former
subsidiary and any non-controlling interests.
Amounts previously recognised in other comprehensive income in relation to the former
subsidiary are accounted for (i.e. reclassified to profit or loss or transferred directly to
retained profits) in the same manner as would be required if the relevant assets or
liabilities were disposed off. The fair value of any investments retained in the former
subsidiary at the date when control is lost is regarded as the fair value on initial recognition
for subsequent accounting under MFRS 139 or, when applicable, the cost on initial
recognition of an investment in an associate or a jointly controlled entity.
(c) Functional and Foreign Currencies
(i)
52
(d)
Financial Instruments
Financial instruments are recognised in the statements of financial position when the Group has
become a party to the contractual provisions of the instruments.
Financial instruments are classified as liabilities or equity in accordance with the substance of the
contractual arrangement. Interest, dividends, gains and losses relating to a financial instrument
classified as a liability, are reported as an expense or income. Distributions to holders of financial
instruments classified as equity are charged directly to equity.
Financial instruments are offset when the Group has a legally enforceable right to offset and intends
to settle either on a net basis or to realise the asset and settle the liability simultaneously.
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.
Financial instruments recognised in the statements of financial position are disclosed in the
individual policy statement associated with each item.
(i)
Financial Assets
On initial recognition, financial assets are classified as either financial assets at fair value
through profit or loss, held-to-maturity investments, loans and receivables financial assets, or
available-for-sale financial assets, as appropriate.
Financial Assets at Fair Value Through Profit or Loss
Financial assets are classified as financial assets at fair value through profit or loss when
the financial asset is either held for trading or is designated to eliminate or significantly
reduce a measurement or recognition inconsistency that would otherwise arise.
Derivatives are also classified as held for trading unless they are designated as hedges.
Financial assets at fair value through profit or loss are stated at fair value, with any gains
or losses arising on remeasurement recognised in profit or loss. Dividend income from this
category of financial assets is recognised in profit or loss when the Groups right to receive
payment is established.
As at the end of the reporting period, there were no financial assets classified under this
category.
53
ADVANCE COMPOSITES
54
Investments in Subsidiaries
Investments in subsidiaries are stated at cost in the statement of financial position of the Company,
and are reviewed for impairment at the end of the reporting period if events or changes in
circumstances indicate that the carrying values may not be recoverable.
On the disposal of the investments in subsidiaries, the difference between the net disposal
proceeds and the carrying amount of the investments is recognised in profit or loss.
(f)
3%
10- 20%
10%
10%
55
ADVANCE COMPOSITES
its ability to measure reliably the expenditure attributable to the asset under development;
56
Impairment
(i)
57
ADVANCE COMPOSITES
Impairment
(ii) Impairment of Non-Financial Assets
The carrying values of assets, other than those to which MFRS 136 - Impairment of Assets
does not apply, are reviewed at the end of each reporting period for impairment when there is
an indication that the assets might be impaired. Impairment is measured by comparing the
carrying values of the assets with their recoverable amounts. The recoverable amount of the
assets is the higher of the assets fair value less costs to sell and their value-in-use, which is
measured by reference to discounted future cash flow.
An impairment loss is recognised in profit or loss immediately.
When there is a change in the estimates used to determine the recoverable amount, a
subsequent increase in the recoverable amount of an asset is treated as a reversal of the
previous impairment loss and is recognised to the extent of the carrying amount of the asset
that would have been determined (net of amortisation and depreciation) had no impairment
loss been recognised. The reversal is recognised in profit or loss immediately.
(i)
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost of raw materials is
determined on the first-in-first-out basis and comprises the cost of materials and incidentals
incurred in bringing the inventories to their present location and condition. Cost of finished goods
and work-in-progress includes the cost of materials, labour and an appropriate proportion of
production overheads.
Net realisable value represents the estimated selling price less the estimated costs of completion
and the estimated costs necessary to make the sale.
Where necessary, write down or write off is made for all damaged, obsolete and slow-moving items.
(j)
Income Taxes
Income taxes for the year comprise current and deferred tax.
Current tax is the expected amount of income taxes payable in respect of the taxable profit for the
year and is measured using the tax rates that have been enacted or substantively enacted at the
end of the reporting period.
Deferred tax is provided in full, using the liability method, on temporary differences arising between
the tax bases of assets and liabilities and their carrying amounts in the financial statements.
Deferred tax liabilities are recognised for all taxable temporary differences.
58
(k)
(l)
Employee Benefits
(i)
Short-term Benefits
Wages, salaries, paid annual leave and sick leave, bonuses and non-monetary benefits are
recognised in profit or loss and included in the development costs, where appropriate, in the
period which the associated services are rendered by employees of the Group.
59
ADVANCE COMPOSITES
4.
Related Parties
A party is related to an entity (referred to as the reporting entity) if:(a) A person or a close member of that persons family is related to a reporting entity if
that person:(i)
The entity and the reporting entity are members of the same group (which means that
each parent, subsidiary and fellow subsidiary is related to the others).
(ii) One entity is an associate or joint venture of the other entity (or an associate or joint
venture of a member of a group of which the other entity is a member).
(iii) Both entities are joint ventures of the same third party.
(iv) One entity is a joint venture of a third party and the other entity is an associate of the third
party.
(v) The entity is a post-employment benefit plan for the benefit of employees of either the
reporting entity or an entity related to the reporting entity. If the reporting entity is itself
such a plan, the sponsoring employers are also related to the reporting entity.
(vi) The entity is controlled or joint controlled by a person identified in (a) above.
(vii) A person identified in (a)(i) above has significant influence over the entity or is a member
of the key management personnel of the entity (or of a parent of the entity).
Close members of the family of an individual are those family members who may be expected to
influence, or be influenced by, that individual in their dealings with the entity.
(n)
Contingent Liabilities
A contingent liability is a possible obligation that arises from past events and whose existence will
only be confirmed by the occurrence of one or more uncertain future events not wholly within the
control of the Group. It can also be a present obligation arising from past events that is not
recognised because it is not probable that outflow of economic resources will be required or the
amount of obligation cannot be measured reliably.
A contingent liability is not recognised but is disclosed in the notes to the financial statements.
When a change in the probability of an outflow occurs so that the outflow is probable, it will then be
recognised as a provision.
60
Sale of Goods
Revenue is recognised upon delivery of goods and customers acceptance and where
applicable, net of sales tax returns and trade discounts.
(p)
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 directors to make decisions about resources to be allocated to the
segment and assess its performance, and for which discrete financial information is available.
61
ADVANCE COMPOSITES
INVESTMENT IN SUBSIDIARIES
31.5.2013
RM000
Unquoted shares, at cost
- in Malaysia
- outside Malaysia
(a)
The Company
31.5.2012
RM000
1.6.2011
RM000
4,099
1
4,099
1
3,700
1
4,100
4,100
3,701
Subsidiaries
The details of the subsidiaries are as follows:Name of Companies
Country of
Incorporation
Principal Activities
Malaysia
100%
100%
100%
Formulation of advanced
polymer matrix fibre
composites, manufacturing
and sales of electrical
insulators, electrical
enclosures and meter
boards
Fibon UK Limited #
UK
100%
100%
100%
Australia
100%
100%
100%
Malaysia
100%
100%
100%
62
The Group
At
1.6.2012
RM000
Written
Additions Transfer Disposal
Off
RM000 RM000 RM000 RM000
Depreciation
Charge
RM000
Exchange
At
Difference 31.5.2013
RM000
RM000
1,100
2,158
1,461
366
60
90
86
137
-
132
27
135
322
5,352
(137)
585
(1)
-
(47)
(259)
(55)
(2)
1
1,100
2,171
1,426
398
(2)
(20)
137
309
(1)
5,541
(11)
-
(12)
(2)
(381)
The Group
At
Revaluation
Written Depreciation Exchange
At
1.6.2011
Surplus Additions Transfer Disposal
Off
Charge
Difference 31.5.2012
RM000
RM000
RM000 RM000 RM000 RM000
RM000
RM000
RM000
1,049
1,508
895
415
51
692
-
6
529
-
277
-
112
38
244
168
743
741
4,223
(24)
-
(277)
-
At
Cost
RM000
The Group
(32)
-
(24)
(32)
Accumulated
Depreciation
RM000
(48)
(182)
(48)
(17)
63
1,100
2,158
1,461
366
(1)
132
135
(295)
(4)
5,352
Net Book
Value
RM000
At 31.5.2013
Freehold land
Building
Plant and machinery
Motor vehicles
Office equipment, furniture and fittings
Plant and machinery under construction
(2)
(1)
1,100
2,266
2,152
579
209
309
(95)
(726)
(181)
(72)
-
1,100
2,171
1,426
398
137
309
6,615
(1,074)
5,541
ADVANCE COMPOSITES
The Group
Accumulated
Depreciation
RM000
Net Book
Value
RM000
At 31.5.2012
Freehold land
Building
Plant and machinery
Motor vehicles
Office equipment, furniture and fittings
Plant and machinery under construction
1,100
2,206
1,928
492
184
135
(48)
(467)
(126)
(52)
-
1,100
2,158
1,461
366
132
135
6,045
(693)
5,352
At
Cost
RM000
The Group
Accumulated
Depreciation
RM000
Net Book
Value
RM000
At 1.6.2011
Freehold land
Building
Plant and machinery
Motor vehicles
Office equipment, furniture and fittings
Plant and machinery under construction
1,100
2,200
1,280
493
147
244
(385)
(78)
(35)
-
1,100
2,200
895
415
112
244
5,464
(498)
4,966
31.5.2013
RM000
The Group
31.5.2012
RM000
585
(36)
741
-
3,337
-
549
741
3,337
64
1.6.2011
RM000
INTANGIBLE ASSETS
Intangible assets can be broken down into:31.5.2013
RM000
The Group
31.5.2012
RM000
1.6.2011
RM000
408
736
508
736
446
736
1,144
1,244
1,182
31.5.2013
RM000
The Group
31.5.2012
RM000
1.6.2011
RM000
508
18
(36)
(82)
446
62
-
372
83
(9)
408
508
446
31.5.2013
RM000
The Group
31.5.2012
RM000
1.6.2011
RM000
490
(82)
508
-
455
(9)
408
508
446
31.5.2013
RM000
The Group
31.5.2012
RM000
1.6.2011
RM000
31
37
35
Development expenditure
Industrial operating rights
(i)
Development Expenditure
At cost
Accumulated amortisation
Staff costs
31.5.2013
RM000
The Group
31.5.2012
RM000
1.6.2011
RM000
736
65
736
736
ADVANCE COMPOSITES
INVENTORIES
The Group
31.5.2013
31.5.2012
RM000
RM000
At cost:Raw materials
Work-in-progress
Finished goods
Trading goods
1.6.2011
RM000
1,014
228
181
37
917
167
151
40
1,113
511
201
37
1,460
1,275
1,862
9.
TRADE RECEIVABLES
The Groups normal trade credit terms range from 30 to 180 days (31.5.2012: 30 to 180 days; 1.6.2011 :
30 to 180 days). Other credit terms are assessed and approved on a case-by-case basis.
10.
The Group
31.5.2012
RM000
1.6.2011
RM000
31.5.2013
RM000
The Company
31.5.2012
1.6.2011
RM000
RM000
59
37
40
26
27
68
17
34
129
1
-
1
4
1
13
136
121
180
14
66
Non-current:Quasi Loans
Subsidiaries
31.5.2013
RM000
The Company
31.5.2012
RM000
1.6.2011
RM000
5,994
5,898
628
5,918
35
628
5,953
5,994
6,526
5,953
(a) Quasi loans represent advances of which the settlement is neither planned nor likely to occur in the
foreseeable future. These amounts are, in substance, a part of the Companys net investment in the
subsidiaries. The quasi loans are stated at cost less accumulated impairment losses, if any.
(b) In the previous financial year, the amount owing by subsidiaries are unsecured, interest-free and
repayable on demand. The amount owing is to be settled in cash.
12.
67
ADVANCE COMPOSITES
SHARE CAPITAL
Par
Value
RM
31.5.2013
Number
Of
Share
Shares
Capital
'000
RM000
The Company
31.5.2012
Number
Par
Of
Share
Value Shares
Capital
RM
'000
RM000
1.6.2011
Number
Par
Of
Share
Value Shares
Capital
RM
'000
RM000
Ordinary Shares
Authorised
At 31 May
0.10
250,000
25,000
31.5.2013
Number
Par
Of
Share
Value Shares
Capital
RM
'000
RM000
0.10
250,000
25,000
The Company
31.5.2012
Number
Par
Of
Share
Value Shares
Capital
RM
'000
RM000
0.10
250,000
25,000
1.6.2011
Number
Share
Par
Of
Value Shares
Capital
RM
'000
RM000
Ordinary Shares
Issued and Fully Paid
-Up
At 31 May
14.
0.10
98,000
9,800
0.10
98,000
9,800
0.10
98,000
SHARE PREMIUM
The share premium is not distributable by way of cash dividends and may be utilised in the manner set out
in Section 60 (3) of the Companies Act 1965.
15.
OTHER RESERVES
Foreign
Currency
Translation
Reserve
RM000
Merger
Deficit
RM000
Total
RM000
At 1.6.2011
Movement during the year
14
(16)
(2,600)
-
(2,586)
(16)
At 1.6.2012/31.5.2012
Movement during the year
(2)
(27)
(2,600)
-
(2,602)
(27)
At 31.5.2013
(29)
(2,600)
(2,629)
68
9,800
Merger Deficit
The merger deficit in the financial year was related to the subsidiary which was consolidated under the
merger method of accounting.
The merger deficit arose from the difference between the carrying value of the investment and the nominal
value of the shares of the subsidiary upon consolidation using merger accounting principles.
16.
RETAINED PROFITS
At the end of the reporting period, the Company will be able to distribute dividends out of its entire retained
profits under the single tier tax system.
17.
The Group
31.5.2012
RM000
1.6.2011
RM000
At 1 June
As previously stated
Revaluation of land and building
As restated
Recognised in profit or loss (Note 24)
Exchange difference
633
173
806
(93)
*
495
173
668
138
*
340
173
513
154
1
At 31 May
713
806
668
69
ADVANCE COMPOSITES
The Group
31.5.2012
RM000
1.6.2011
RM000
350
102
184
173
*
298
119
184
173
97
*
193
103
184
173
14
1
809
871
668
63
33
49
16
96
65
713
806
668
18.
TRADE PAYABLES
The normal trade credit terms granted to the Group ranging from 30 to 90 days (31.5.2012: 30 to 90 days;
1.6.2011: 30 to 90 days).
19.
The Group
31.5.2012
RM000
1.6.2011
RM000
31.5.2013
RM000
The Company
31.5.2012
RM000
1.6.2011
RM000
122
109
192
340
92
190
105
120
234
42
-
24
14
17
74
423
622
459
42
38
91
70
REVENUE
The Group
2013
2012
RM000
RM000
Dividend income
Management fee received
Sale of goods
21.
16,674
16,901
16,674
16,901
The Company
2013
2012
RM000
RM000
1,350
603
-
1,000
599
-
1,953
1,599
The Company
2013
2012
RM000
RM000
64
82
381
246
861
359
2
68
591
55
295
246
594
174
32
72
576
(267)
(7)
(704)
(8)
(482)
(407)
18
*
246
8
71
-
18
*
246
6
14
-
(60)
71
(9)
(54)
ADVANCE COMPOSITES
DIRECTORS REMUNERATION
The aggregate amount of emoluments received and receivable by directors of the Group and of the
Company during the financial year are as follows:The breakdown of the directors remuneration:The Group
2013
2012
RM000
RM000
Non-executive directors:- Fees
- Other emoluments
The Company
2013
2012
RM000
RM000
72
8
72
6
72
8
72
6
80
78
80
78
174
174
174
174
1,078
200
820
152
1,452
1,146
174
174
1,532
1,224
254
252
23.
1,532
The Company
2013
2012
RM000
RM000
1,224
254
252
EMPLOYEE BENEFITS
The Group
2013
2012
RM000
RM000
Short-term employee benefits
Contribution to a defined contribution
plan
2,639
2,358
337
287
2,976
2,645
The Company
2013
2012
RM000
RM000
130
113
16
14
146
127
Included in employee benefits is key management personnel compensation as disclosed in Note 29 to the
financial statements.
72
The Company
2013
2012
RM000
RM000
1,714
1,513
78
87
65
75
1,854
(43)
119
1,589
(1)
77
(21)
66
(56)
83
(37)
55
(93)
138
1,727
77
66
1,761
A reconciliation of income tax expense applicable to the profit before taxation at the statutory tax rate to
income tax expense at the effective tax rate of the Group and the Company is as follows:The Group
2013
2012
RM000
RM000
Profit before tax
Tax at the statutory tax rate of 25%
Tax effects of:Controlled transfer of assets
Non-deductible expenses
Non-taxable income
Deferred tax assets not recognised
during the financial year
(Over)/Under provision in previous
financial year:- income tax
- deferred taxation
Utilisation of incentive
Effect of different tax rates in foreign
jurisdiction
Tax expense for the financial year
The Company
2013
2012
RM000
RM000
6,666
6,226
1,378
1,149
1,666
1,557
345
287
71
(338)
50
(250)
(42)
72
-
131
(5)
25
59
65
(37)
-
(43)
55
(47)
(1)
-
(21)
-
12
20
1,761
1,727
77
66
73
ADVANCE COMPOSITES
26.
DIVIDENDS
The Group/
The Company
2013
2012
RM000
RM000
Recognised during the financial year:- first and final single tier dividend of 1.15 sen per ordinary share in respect of
financial year ended 31 May 2012
1,127
- first and final single tier dividend of 1.12 sen per ordinary share in respect of
financial year ended 31 May 2011
1,098
1,127
1,098
At the forthcoming Annual General Meeting, a first and final single tier dividend of 1.25 sen per ordinary
share amounting to RM1,225,000 in respect of the financial year ended 31 May 2013 will be proposed for
shareholders approval. The financial statements for the current financial year will not reflect this proposed
dividend. Such dividend, if approved by the shareholders, will be accounted for as a liability in the financial
year ending 31 May 2014.
27.
31.5.2013
RM000
Fixed deposits
with licensed banks
Cash and bank
balances
The Group
31.5.2012
RM000
1.6.2011
RM000
The Company
31.5.2013
31.5.2012
RM000
RM000
1.6.2011
RM000
14,979
13,503
10,964
1,743
1,094
2,243
5,074
4,467
2,857
222
176
53
20,053
17,970
13,821
1,965
1,270
2,296
74
OPERATING SEGMENTS
(a)
The Group
2013
2012
RM000
RM000
5,310
4,818
2,110
2,362
72
2,002
5,242
5,793
2,157
863
1,536
1,310
16,674
16,901
No other segmental information such as segment assets, liabilities and results are presented as the
Groups sales is predominantly generated from Malaysia operation.
(b)
Major Customers:Revenue from three (3) (2012 : two (2)) groups of customers amounted to RM4,945,903 (2012:
RM4,688,184) contributed to approximately 30% (2012 : 28%) of the Groups revenue.
29.
(b)
In addition to the information detailed elsewhere in the financial statements, the Group and the
Company carried out the following transactions with its related parties during the financial year:The Group
2013
2012
RM000
RM000
(i) Subsidiaries
Dividend received/ receivable from
a subsidiary
Management fee
received/ receivable from
subsidiaries
75
The Company
2013
2012
RM000
RM000
1,350
1,000
603
599
ADVANCE COMPOSITES
(Contd):The Group
2013
2012
RM000
RM000
(ii)
185
219
The Company
2013
2012
RM000
RM000
119
87
Information regarding outstanding balances arising from related party transactions as at 31 May
2013 is disclosed in Note 11 to the financial statements.
The Group
2013
2012
RM000
RM000
(iv) Key management personnel
compensation
Short-term employee benefits
Post employment benefits
- Defined contribution plan
30.
1,503
1,281
360
329
212
162
13
10
1,715
1,443
373
339
CAPITAL COMMITMENT
31.
The Company
2013
2012
RM000
RM000
31.5.2013
RM000
The Group
31.5.2012
RM000
1.6.2011
RM000
131
42
31.5.2013
RM000
The Company
31.5.2012
RM000
1.6.2011
RM000
CONTINGENT LIABILITIES
76
5,300
5,300
FINANCIAL INSTRUMENTS
The Groups activities are exposed to a variety of market risks (including foreign currency risk, interest rate
risk and equity price risk), credit risk and liquidity risk. The Groups overall financial risk management
policy focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects
on the Groups financial performance.
(a) Financial Risk Management Policies
The Groups policies in respect of the major areas of treasury activity are as follows:(i)
Market Risk
(i)
The Group
31 May 2013
Financial assets
Trade receivables
Other receivables, deposits
and prepayments
Fixed deposits with licensed
banks
Cash and bank balances
Singapore Australian
Dollar
Dollar
RM000
RM000
2,054
424
647
41
3,166
1,423
1,977
759
309
1,043
382
-
86
2,668
3,311
3,477
3,164
1,999
383
127
9,150
(348)
(349)
(2)
(50)
(399)
8,751
Financial liabilities
Trade payables
Other payables and
accruals
Currency exposure
United
States Pound
Dollar Sterling Others
Total
RM000 RM000 RM000 RM000
(1)
-
(48)
(1)
(48)
(348)
(2)
3,116
1,651
381
127
3,476
77
ADVANCE COMPOSITES
The Group
31 May 2012
Financial assets
Trade receivables
Other receivables,
deposits and
prepayments
Fixed deposits with
licensed banks
Cash and bank balances
Singapore
Dollar
RM000
The Group
31 May 2011
Financial assets
Trade receivables
Other receivables,
deposits and
prepayments
Cash and bank balances
United
States
Dollar
RM000
Pound
Sterling
RM000
Total
RM000
1,575
433
179
405
2,592
12
18
1,073
2,660
1,434
436
2,309
645
824
400
885
1,690
1,834
3,039
7,483
(209)
(209)
Financial liabilities
Trade payables
Other payables and
accruals
Currency exposure
Australian
Dollar
RM000
(41)
(154)
(195)
(41)
(363)
(404)
2,660
Singapore
Dollar
RM000
2,268
Australian
Dollar
RM000
461
1,690
7,079
United
States
Dollar
RM000
Other
RM000
Total
RM000
1,607
705
269
43
2,624
12
443
7
497
54
1,090
1
255
74
2,285
2,062
1,209
1,413
299
4,983
Financial liabilities
Trade payables
Currency exposure
2,062
1,209
78
(188)
1,225
(2)
297
(190)
4,793
The Company
31 May 2013
Pound
Sterling
RM000
Total
RM000
Financial assets
Fixed deposit with licensed banks
Cash and banks balances
610
161
610
161
Currency exposure
771
771
Australian
Dollar
RM000
The Company
31 May 2012
Pound
Sterling
RM000
Total
RM000
Financial assets
Amount owing by related companies
Fixed deposits with licensed banks
Cash and bank balances
628
61
37
847
-
1,475
61
37
Currency exposure
726
847
1,573
Australian
Dollar
RM000
The Company
1 June 2011
Pound
Sterling
RM000
Total
RM000
Financial assets
Amount owing by related companies
691
175
866
Currency exposure
691
175
866
79
ADVANCE COMPOSITES
32.
The Company
2013
2012
Increase/
Increase/
(Decrease)
(Decrease)
RM000
RM000
87
(87)
74
(74)
20
(20)
22
(22)
34
(34)
20
(20)
Pound Sterling:
- strengthened by 4% (2012: 1%)
- weakened by 4% (2012: 1%)
12
(12)
15
(15)
7
(7)
80
21
(21)
24
(24)
32.
The Company
2013
2012
Increase/
Increase/
(Decrease)
(Decrease)
RM000
RM000
10
32
(10)
(32)
(2)
81
ADVANCE COMPOSITES
31.5.2013
RM000
Asia
Australia and Oceania
Others
The Group
31.5.2012
RM000
1.6.2011
RM000
5,066
424
37
3,797
433
445
4,021
740
13
5,527
4,675
4,774
Ageing analysis
The ageing analysis of the Groups trade receivables as at 31 May 2013 is as follows:-
31.5.2013
RM000
The Group
Carrying Value
31.5.2012
RM000
1.6.2011
RM000
2,370
4,603
4,774
1,538
1,619
72
5,527
4,675
4,774
82
Carrying
Amount
RM000
The Group
Contractual
Undiscounted
Cash Flows
RM000
Within
1 Year
RM000
31 May 2013
Trade payables
Other payables and accruals
554
423
554
423
554
423
977
977
977
Carrying
Amount
RM000
The Group
Contractual
Undiscounted
Cash Flows
RM000
Within
1 Year
RM000
31 May 2012
Trade payables
Other payables and accruals
83
551
622
551
622
551
622
1,173
1,173
1,173
ADVANCE COMPOSITES
Carrying
Amount
RM000
The Group
Contractual
Undiscounted
Cash Flows
RM000
Within
1 Year
RM000
1 June 2011
Trade payables
Other payables and accruals
618
459
618
459
618
459
1,077
1,077
1,077
Contractual
Undiscounted
Cash Flows
RM000
Within
1 Year
RM000
Carrying
Amount
RM000
The Company
31 May 2013
Other payables and accruals
42
Carrying
Amount
RM000
The Company
42
Contractual
Undiscounted
Cash Flows
RM000
42
Within
1 Year
RM000
31 May 2012
Other payables and accruals
38
Carrying
Amount
RM000
The Company
38
Contractual
Undiscounted
Cash Flows
RM000
38
Within
1 Year
RM000
1 June 2011
Other payables and accruals
91
84
91
91
(c)
31.5.2013
RM000
The Group
31.5.2012
RM000
1.6.2011
RM000
5,527
96
14,979
5,074
4,675
53
13,503
4,467
4,774
51
10,964
2,857
25,676
22,698
18,646
554
423
551
622
618
459
977
1,173
1,077
Financial Assets
Loans and receivables financial assets
Trade receivables
Other receivables and deposits
Deposits with licensed banks
Cash and bank balances
Financial Liabilities
Other financial liabilities
Trade payables
Other payables and accruals
85
ADVANCE COMPOSITES
31.5.2013
RM000
The Company
31.5.2012
RM000
1.6.2011
RM000
Financial Assets
Loans and receivables financial assets
Other receivables and deposits
Amount owing by related companies
Deposits with licensed banks
Cash and bank balances
1
1,743
222
1
628
1,094
176
1
5,953
2,243
53
1,966
1,899
8,250
42
38
91
42
38
91
Financial Liabilities
Other financial liabilities
Other payables and accruals
(d)
(e)
The financial assets and financial liabilities maturing within the next 12 months approximated
their fair values due to the relatively short-term maturity of the financial instruments.
86
34.
Note
ASSETS
NON-CURRENT ASSETS
Property, plant and equipment
Intangible assets
4,223
1,182
743
-
4,966
1,182
4,609
1,244
743
-
5,352
1,244
5,405
743
6,148
5,853
743
6,596
1,862
4,774
1,862
4,774
1,275
4,675
1,275
4,675
180
297
10,964
2,857
180
297
10,964
2,857
121
63
13,503
4,467
121
63
13,503
4,467
20,934
20,934
24,104
24,104
26,339
743
27,082
29,957
743
30,700
CURRENT ASSETS
Inventories
Trade receivable
Other receivables, deposit
and prepayments
Tax recoverable
Deposits with licensed bank
Cash and bank balances
TOTAL ASSETS
87
ADVANCE COMPOSITES
Note
9,800
707
(2,586)
16,775
570
9,800
707
(2,586)
17,345
9,800
707
(2,602)
20,176
570
9,800
707
(2,602)
20,746
SHAREHOLDERS EQUITY
24,696
570
25,266
28,081
570
28,651
495
173
668
633
173
806
618
459
71
618
459
71
551
622
70
551
622
70
1,148
1,148
1,243
1,243
TOTAL LIABILITIES
1,643
173
1,816
1,876
173
2,049
26,339
743
27,082
29,957
743
30,700
NON-CURRENT LIABILITY
Deferred tax liabilities
CURRENT LIABILITIES
Tax payables
Other payables and accruals
Provision for taxation
88
An increase in land and building at 1 June 2011 and 31 May 2012 of RM743,095;
(ii)
An increase in deferred tax liabilities at 1 June 2011 and 31 May 2012 of RM173,073 that
related to the fair value adjustment above; and
(iii)
The resulting adjustments on items (i) and (ii) above were adjusted against retained profits at 1
June 2011 and 31 May 2012.
The aggregate fair value of the land and building at 1 June 2011 was determined to be RM3,300,000
compared to the then carrying amount of RM2,556,905 under FRSs.
(b) Reserves
There were no adjustments to the reserves other than the following:-
Note
The Group
1.6.2011
31.5.2012
RM000
RM000
Revaluation surplus
Land and building
89
570
570
570
570
ADVANCE COMPOSITES
31.5.2013
RM000
The Group
31.5.2012
RM000
1.6.2011
RM000
25,385
(861)
21,720
(974)
17,771
(426)
At 31 May
24,524
20,746
17,435
31.5.2013
RM000
The Company
31.5.2012
RM000
1.6.2011
RM000
1,543
(20)
1,362
(13)
1,333
31
At 31 May
1,523
1,349
1,364
90
Analysis of Shareholdings
as at 17 September 2013
Issued and Paid-Up Share Capital
Class of Shares
Voting Rights
: RM9,800,000
: Ordinary Shares of RM0.10 each
: One vote per share
DISTRIBUTION OF SHAREHOLDINGS
No. of
Size of Shareholdings
% of
Shareholders / Shareholders /
Depositors
Depositors
No. of Shares
% of Issued
held
Capital
57
4.16
1,406
0.00
100 to 1,000
967
70.58
326,476
0.33
1,001 to 10,000
161
11.75
827,733
0.85
10,001 to 100,000
152
11.09
5,057,895
5.16
29
2.12
38,571,052
39.36
0.30
53,215,438
54.30
1,370
100.00
98,000,000
100.00
DIRECTORS SHAREHOLDINGS
Direct
Indirect
No. of
% of Issued
No. of Shares
% of Issued
Shares Held
Capital
Held
Capital
1,470,000
1.50
*16,398,788
16.65
21,560,552
22.00
16,398,788
16.74
*1,470,000
1.50
2,940,000
3.00
322
Name
Lim Wai Kiew
91
ADVANCE COMPOSITES
Analysis of Shareholdings
as at 17 September 2013 contd
THIRTY LARGEST SHAREHOLDERS
Name
No. of
Shares Held
Direct
% of Issued
Capital
21,560,552
22.00
16,312,618
16.65
8,366,949
8.54
6,975,319
7.12
4,888,800
4.99
4,874,004
4.97
4,700,500
4.80
4,413,800
4.50
3,128,122
3.19
2,940,000
3.00
2,940,000
3.00
12. Maybank Nominees (Asing) Sdn. Bhd. DBS Bank For Taib-Jaic
Asian Balanced Private Equity Fund (290582)
13. CIMSEC Nominees (Asing) Sdn. Bhd. CIMB For Frigate Equities
Ltd. (PB)
14. Lim Wai Kiew
2,228,700
2.27
2,139,548
2.18
1,470,000
1.50
778,349
0.79
561,628
0.57
500,000
0.51
18. Lim Ah Pe
300,000
0.31
270,200
0.28
263,000
0.27
21. UOB Kay Hian Nominees (Tempatan) Sdn. Bhd. Exempt An For
UOB Kay Hian Pte Ltd (A/C Clients)
22. Wong Seau Han @ Stella Wan Seau Han
258,200
0.26
220,100
0.22
215,000
0.22
24. Ho Si Keiw
205,601
0.21
180,000
0.18
169,300
0.17
159,500
0.16
152,000
0.16
151,400
0.15
140,000
0.14
92
Analysis of Shareholdings
as at 17 September 2013 contd
SUBSTANTIAL SHAREHOLDERS
As Per Register of Substantial Shareholders
Direct
Indirect
No. of
% of Issued
No. of Shares
% of Issued
Shares Held
Capital
Held
Capital
21,560,552
22.00
CIMSEC Nominees
16,312,618
16.65
8,366,949
8.54
6,975,319
6,975,319
7.12
Name
1,470,000
(1)
1.50
(2)
7.12
Management Berhad
Expedient Equity Ventures
Sdn. Bhd.
(1)
(2)
93
ADVANCE COMPOSITES
List of Property
as at 31 May 2013
Tenure/ Area
Location
Net Book
Approximate
Build-
Expiry
(Sq.
up Area Description
Date
Ft.)
(Sq. Ft.)
Age of
Date of
building
Acquisition
(years)
Taman Sri
office
Kluang,86000
building
14
Kluang, Johor.
94
Value as at
31 May
2013
(RM000)
6.12.2010
3,271
AGENDA
ORDINARY BUSINESSES:
1.
To receive and adopt the Audited Financial Report for the financial year
ended 31 May 2013 together with the Reports of the Directors and the
Auditors thereon.
(Please refer to
Note 1)
2.
To declare a single tier final dividend of 1.25 sen less tax for the year ended
31 May 2013.
(Resolution 1)
3.
(Resolution 2)
(Resolution 3)
(Resolution 4)
4.
(Resolution 5)
5.
(Resolution 6)
SPECIAL BUSINESS:
To consider and, if thought fit, pass the following Ordinary Resolutions:6.
95
(Resolution 7)
ADVANCE COMPOSITES
contd
Special Resolution
Proposed Renewal Share Buy-Back by the Company
(Resolution 8)
THAT subject to the rules, regulations and orders made pursuant to the Companies
Act, 1965 (the Act), provisions of the Memorandum and Articles of Association of
the Company and the Listing Requirements of Bursa Malaysia Securities Berhad
(Bursa Securities) and any other relevant authorities, the Board be and is hereby
authorised to purchase the Companys issued and paid-up ordinary shares of
RM0.10 each (Fibon Shares) through Bursa Securities (Proposed Share BuyBack) subject to the following:(i)
the maximum number of Fibon Shares which may be purchased and/or held
as treasury shares by the Company at any point in time pursuant to the
Proposed Share Buy-Back shall not exceed ten percent (10%) of the total
issued and paid-up share capital of the Company;
(ii)
(iii)
the authority conferred by this resolution will be effective immediately upon the
passing of this Resolution and will expire at the conclusion of the next Annual
General Meeting of the Company, unless earlier revoked or varied by an
ordinary resolution of the shareholders of the Company at a general meeting
or the expiration of the period within which the next Annual General Meeting is
required by law to be held, whichever is the earlier, but not so as to prejudice
the completion of purchase(s) by the Company before the aforesaid expiry
date and in accordance with the provisions of the Listing Requirements of
Bursa Securities or any other relevant authorities; and
(iv) upon completion of the purchase(s) of the Fibon Shares by the Company, the
Board be and is hereby authorised to retain the Fibon Shares so purchased as
treasury shares, of which may be distributed as dividends to shareholders
and/or re-sold on Bursa Securities and/or subsequently cancelled and in any
other manner as prescribed by the Act, rules, regulations and orders made
pursuant to the Act and the requirements of Bursa Securities and any other
relevant authorities for the time being in force.
AND that the Board be and is hereby authorised to take all such steps as are
necessary or expedient to implement or to effect the purchase(s) of the Fibon
Shares with full power to assent to any condition, modification, variation and/or
amendment as may be imposed by the relevant authorities and to take all such steps
as they may deem necessary or expedient in order to implement, finalise and give
full effect in relation thereto.
8.
To transact any other business for which due notice shall have been given in
accordance with the Companies Act, 1965.
96
(Resolution 9)
contd
b.
Shares bought on the Bursa Malaysia Securities Berhad on a cum entitlement basis according to the
Rules of Bursa Malaysia Securities Berhad.
97
Account
before
5.00
p.m.
on
ADVANCE COMPOSITES
contd
Notes:
1.
This Agenda Item is not put forward for voting as the provisions of Section 169 of the Companies Act, 1965 do not require the
Audited Financial Statements to be approved by shareholders.
2.
3.
PROXY
i. A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his stead. A proxy may
but need not be a member of the Company.
ii. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting.
iii. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the proportion of his
holdings to be represented by each proxy.
iv. Where a member is an authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991, it may
appoint at least one (1) proxy in respect of each securities account it holds with ordinary shares of the Company standing to the
credit of the said securities account.
v. Where the Proxy Form is executed by a corporation, it must be either under its Common Seal or under the hand of an officer or
attorney duly authorised.
vi. The Proxy Form must be deposited at the Registered Office of the Company, located at 31-04, Level 31, Menara Landmark, 12
Jalan Ngee Heng, 80000 Johor Bahru, not less than forty-eight (48) hours before the time set for the meeting or any adjournment
thereof.
4.
98
FIBON BERHAD
(Company No: 811010-H)
(Incorporated In Malaysia)
PROXY FORM
I/We,
(FULL NAME AND NRIC/PASSPORT NO)
of
(FULL ADDRESS)
of
(FULL ADDRESS)
or failing him/her, the Chairman of the Meeting as *my/our proxy to attend and vote for *me/us and on *my/ our
behalf at the Sixth Annual General Meeting of the Company to be held at ORNARESORT BERHAD, Batu 16, Jalan
Gapam, Ladang Gapam, Bemban, 77200 Jasin, Melaka, Malaysia on Friday, 25 October 2013 at 10.00 am or any
adjournment thereof.
Mark either box if you wish to direct the proxy how to vote. If no mark is made the proxy may vote on the
resolution or abstain from voting as the proxy thinks fit. If you appoint two proxies and wish them to vote
differently this should be specified.
My/our proxy/proxies is/are to vote as indicated below
No.
1.
2.
3.
4.
5.
6.
7.
8.
RESOLUTIONS
Declaration of a single tier final dividend of 1.25 sen for the year ended 31 May 2013.
Re-election of Mr. Pang Fok Seng as Director.
Re-election of Mr. Chong Peng Khang as Director.
Re-election of Mr. Koh Chun Kiat as Director.
Approval of the payment of Directors fees of RM246,000.00 for the financial year ended
31 May 2013.
Reappointment of Messrs Crowe Horwath as Auditors of the Company for the ensuing year
and to authorise the Directors to fix their remuneration.
Authority to Issue Shares Pursuant to Section 132D of the Companies act, 1965.
Proposed Renewal Share Buy Back by the Company
FOR
AGAINST
..
Signature of Member/Common Seal
Date: .
[Please refer to the next page for the Notes on Appointment of Proxy)
99
Affix Stamp
1.
2.
3.
4.
5.
6.
7.
Only depositors whose name appears in the Record of Depositors as at 30 September 2013 shall be regarded as Member of the Company entitled to attend, speak and vote at this
Meeting or appoint proxy(ies) to attend, speak and vote in his stead.
A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his stead. A proxy may but need not be a member of the Company.
A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting.
Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the proportion of his holdings to be represented by each proxy.
Where a member is an authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991, it may appoint at least one (1) proxy in respect of each
securities account it holds with ordinary shares of the Company standing to the credit of the said securities account.
Where the Proxy Form is executed by a corporation, it must be either under its Common Seal or under the hand of an officer or attorney duly authorised.
The Proxy Form must be deposited at the Registered Office of the Company, located at 31-04, Level 31, Menara Landmark, 12 Jalan Ngee Heng, 80000 Johor Bahru, not less
than forty-eight (48) hours before the time set for the meeting or any adjournment thereof.
100
FIBON BERHAD
12A, JALAN 20,
TAMAN SRI KLUANG,
86000 KLUANG, JOHOR,
MALAYSIA
TEL : ( 607 ) 773 6918
FAX : ( 607 ) 774 2025
E-MAIL : corp@fibon.com.my