Ae Multi Holding BHD - Annual Report - 2013

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AE MULTI HOLDINGS BERHAD

539777-D

Committed to

Growth

ANNUAL REPORT

2013
CONTENTS
02 Corporate Information
03 Executive Chairman’s Statement
05 Board Of Directors’ Profile
08 Corporate Governance Statement
14 Other Information
15 Statement On Risk Management And Internal Control
17 Audit Committee Report

Reports And Financial Statements


20 Directors’ Report
25 Statement by Directors
25 Statutory Declaration
26 Independent Auditors’ Report To The Members
28 Statements Of Financial Position
29 Statements Of Profit or Loss and Other Comprehensive Income
30 Statement Of Changes In Equity
31 Statements Of Cash Flow
33 Notes To The Financial Statements

73 List Of Properties Of The Group


74 Analysis Of Shareholdings
76 Notice Of Annual General Meeting
79 Statement Accompanying Notice Of Annual General Meeting
Enclosed Proxy Form
CORPORATE INFORMATION

DIRECTORS SHARE REGISTRAR

Yang Wu-Hsiung Symphony Share Registrars Sdn. Bhd.


(Executive Chairman) Level 6 Symphony House
Block D13 Pusat Dagangan Dana 1
Yang Chao-Tung Jalan PJU 1A/46
(Managing Director) 47301 Petaling Jaya
Selangor Darul Ehsan
Yang Chueh-Kuang Tel : 603-7841 8000
(Executive Director) Fax : 603-7841 8151/8152

Oon Hock Chye


(Independent Non-Executive Director) BUSINESS ADDRESS

Saffie Bin Bakar Lot 87 Persiaran 11


(Independent Non-Executive Director) Kawasan Perusahaan Bakar Arang
08000 Sungai Petani
Teh Beng Soon Kedah Darul Aman
(Independent Non-Executive Director) Tel : 604-421 3715
Fax : 604-422 5200
Website : http//www.amallionpcb.com
SECRETARIES

Chee Wai Hong (BC/C/1470) AUDITORS


Foo Li Ling (MAICSA 7019557)
Morison Anuarul Azizan Chew
Chartered Accountants
AUDIT COMMITTEE Jalan 1/64 Off Jalan Kolam Air
Jalan Ipoh
Oon Hock Chye 51200 Kuala Lumpur
(Chairman, Independent Non-Executive Director) Tel : 603-4048 2888
Fax : 603-4048 2999
Saffie Bin Bakar
(Member, Independent Non-Executive Director)
PRINCIPAL BANKERS
Teh Beng Soon
(Member, Independent Non-Executive Director) Hong Leong Bank Berhad
Malayan Banking Berhad
CIMB Bank Berhad
REGISTERED OFFICE OCBC Bank Berhad
Bangkok Bank Public Company Limited
51-13-A Menara BHL Bank
Jalan Sultan Ahmad Shah
10050 Penang SOLICITORS
Tel : 604-228 9700
Fax : 604-227 9800 Syarikat Lim Kiam Hoon
Messrs Wong Beh & Toh

STOCK EXCHANGE LISTING

Main Market of Bursa Malaysia Securities Berhad


Stock Name : AEM
Stock Code : 7146

02 AE MULTI HOLDINGS BERHAD (539777-D)


EXECUTIVE CHAIRMAN'S STATEMENT

On behalf of the Board of Directors of AE Multi Holdings Berhad (”AEM”), I am pleased to present herewith the Annual Report
and Audited Financial Statements of the Company and the Group for the financial year ended 31 December 2013.

FINANCIAL REVIEW

For the financial year ended 31 December 2013, the Group's revenue has reduced from RM49.7 million to RM43.1 million,
representing a reduction of 15% as compared to the preceding financial year. The lower revenue recorded was mainly due
to lower demand caused by uncertainty over the recovery pace of global economy. However, the Company has managed to
record a profit before taxation of RM0.46 million as compared to loss before taxation of RM0.74 million with the contribution
of lower material costs incurred.

CORPORATE DEVELOPMENTS

In view of the acquisition of a new factory land in Thailand for expansion of our production line for value added products, and
our effort to continue to implement stringent cost control in our internal control measures through lean programs. These
strong commitments will ensure our Company to have sufficient resources for product innovation and market expansion, to
further strenghten the Company's competitiveness.

PROSPECTS

As the year unfolded, the euro zone limped out of recession. In Japan and the U.S., consumers repaired their personal
balance sheets and resumed spending, although businesses remained wary about committing to fresh employment or new
investment. With the gradual world economic recovery and strong corporate development undertaken by the Group, we see
a better opportunities for the coming year.

CORPORATE SOCIAL RESPONSIBILITY

Otherwise as stated below, the Company did not undertake any significant Corporate Social Responsibility activities during
the year but shall endeavor to do more in the near future.

Employee’s Welfare

To maintain a healthy and safe workplace, the Company has put in place an Occupational Health and Safety policy whereby
the welfare of its workers are placed in high priority. The fire safety training has also been carried out with the assistance
of the representative from local fire department during the year.

The Group had also allocated a pool of fund for employees’ welfare, which included bearing the cost of outpatient medical
fees of employees. In addition, the Thai subsidiary has donated wheelchair to its disabled employee.

DIVIDEND

The Board of Directors does not recommend the payment of any dividend for the financial year ended 31 December 2013.

ANNUAL REPORT 2013 03


EXECUTIVE CHAIRMAN'S STATEMENT
(CONT'D)

ACKNOWLEDGEMENT

On behalf of the board member, I would like to welcome our newly appointed Independent Non-Executive Director, Mr Teh
Beng Soon who joined us on 19 September 2013. I also wish to place a record of our appreciation to Mr Tan Tee Beng who
resigned on 31 December 2013, for his valuable contribution to the Group during his tenure of service.

I would also like to take this opportunity to thank my fellow directors for their collective wisdom, sound judgement and
practical advice in the past year. I would like to thank our employees for their dedication, loyalty and hard work to the Group.
Last but not least on behalf of the Board, I would like to thank our shareholders, bankers and regulatory bodies for your
continued support during these challenging times.

YANG WU-HSIUNG
EXECUTIVE CHAIRMAN

04 AE MULTI HOLDINGS BERHAD (539777-D)


BOARD OF DIRECTORS' PROFILE

Yang Wu-Hsiung
Executive Chairman

Mr Yang Wu-Hsiung, a Taiwanese, aged 71, is the founder of the Company and was appointed as a Managing Director on
9 May 2002 and redesignated as Executive Chairman with effect from 24 May 2005.

He graduated with a college degree majoring in Electronics Engineering from Taipei Technical College, Taiwan in 1960.
Mr Yang Wu-Hsiung has immense amount of experience in the electronics and electrical industry. Prior to the setting up of
AE Corporation (M) Sdn Bhd, he was the General Manager of Kua Tiang (Taiwan) Industry Co. Ltd. and Amallion Enterprise
Corporation, which were principally involved in the manufacturing of printed circuit board.

Presently, his responsibilities include strategic business development, providing direction and coordinating of the overall
marketing and production operations of the Group. He also sits on the Board of several private limited companies. Mr Yang
Wu-Hsiung does not hold any other directorships in public companies.

He is the father of Mr Yang Chueh-Kuang and uncle of Mr Yang Chao-Tung.

Yang Chao-Tung
Managing Director

Mr Yang Chao-Tung, a Taiwanese, aged 48, joined the Board of the Company as an Executive Director on 9 May 2002
and was subsequently appointed as Managing Director on 24 May 2005. He serves as Chairman of the Remuneration
Committee and ESOS Committee of the Company.

He graduated in 1987 with a college degree, majoring in Mechanical Engineering from Hwa Shia Tech College, Taiwan. He
started his career in 1989 as an Engineer with Unitech Corporation Ltd., a public company involved in manufacturing of PCB.
In 1991, he joined AE Corporation (M) Sdn Bhd as a General Manager before assuming directorship in 1992.

His responsibilities include management and coordination of the administration, marketing, production and engineering
divisions as well as quality functions of the Group. He is also responsible for the business development of overseas’
markets and oversees the operation of the foreign subsidiary company. Mr Yang Chao-Tung does not hold any other
directorships in public companies.

He is a nephew of Mr Yang Wu-Hsiung and cousin of Mr Yang Chueh-Kuang.

ANNUAL REPORT 2013 05


BOARD OF DIRECTORS' PROFILE
(CONT'D)

Yang Chueh-Kuang
Executive Director

Mr Yang Chueh-Kuang, a Taiwanese, aged 44, joined the Board on 11 October 2010 as an Executive Director.

He received his Bachelor degree of Industrial Engineering from University of Chun Yuan in 1991 and Master of Science
majoring in Industrial Engineering from University of Texas, USA in 1995.

He started his career in 1996 as a Quality Assurance Manager with Mik Aik Industrial Co. Ltd, Taiwan and was promoted
to Development Manager in 1998. In 1999, he joined AE Corporation (M) Sdn Bhd ("AEC") as Factory Manager and was
promoted to Assistant General Manager in 2001. His area of responsibilities include overseeing Amallion Enterprise
(Thailand) Corp Ltd's ("AET") operation. In year 2007, he was promoted as General Manager of AET. He is also the director
of AET since 2004. Mr Yang Chueh-Kuang does not hold any other directorships in public companies.

He is the son of Mr Yang Wu-Hsiung and the cousin of Mr Yang Chao-Tung.

Saffie Bin Bakar, JMN, SMP, AMP, PJK


Independent Non-Executive Director

Encik Saffie Bin Bakar, a Malaysian, aged 60, was appointed as a Non-Independent Non-Executive Director of the Company
on 16 May 2005. He is the Chairman of the Nomination Committee and a member of the Audit Committee and Remuneration
Committee of the Company.

He graduated from University of Malaya with a B.A (Honours) majoring in Geography in 1977 and subsequently received a
Postgraduate Diploma in Public Admin.(D.P.A) from the Faculty of Economics and Administration, University of Malaya in
1978. He received a M.B.A degree from the United States International University in San Diego, California,USA in 1988.

He is also an Associate Member of Certified System Investigator (CSI), World Headquarters, Singapore, Member of
Malaysian Institute of Corporate Governance (MICG), Transparency International - Malaysia (T.I-M), Malaysia Crime Prevention
Foundation (MCPF), a life member of Malaysian Drug Prevention Association and a Chartered Audit Committee Director
(CACD) of The Institute of Internal Auditors,Malaysia (IIAM). He is currently a Central Committee Member of Malaysian
Exporters Association (MEXPA) and and Co-Chairman of the Special Task Forces to Facillitate Business (PEMUDAH) for Perlis
State.

He has more than 35 years of management expertise especially in the areas of project planning, business
development,property development,human resources management, project management, cross border investments,
mining exploration, corporate advisory transactions including Initial Public Offerings (IPOs), Reverse Takeovers (RTOs),
Mergers and Acquisitions (M&As) and General Offer (GO).

He was attached to the Perlis State Government from May 1978 to August 1983, during which he served as Assistant
State Secretary in Economic Planning . He joined Perlis State Economic Development Corporation (SEDC) in Sept.1983 as
Business Development Manager until his optional retirement from Government Service in August 1994.

He is currently the Corporate Advisor to Shorubber (Malaysia) Sdn.Bhd., a Japanese OBM manufacturer and exporter of
industrial gloves. He is also a Senior Independent Non-Executive Director and Audit Committee Member of MESB Berhad,
YEN Global Berhad and Perlis State Economic Development Corporation (SEDC) and a director cum corporate advisor of a
number private limited companies.

06 AE MULTI HOLDINGS BERHAD (539777-D)


BOARD OF DIRECTORS' PROFILE
(CONT'D)

Oon Hock Chye, AMP


Independent Non-Executive Director

Oon Hock Chye, a Malaysian, aged 45 was appointed as an Independent Non-Executive Director of the Company on
17 March 2010. He also serves as a member of the Audit Committee, Nomination Committee and Remuneration
Committee of the Company.

He is a member of the Malaysian Institute of Accountants (MIA), a fellow member of the Association of Chartered Certified
Accountants (ACCA), a fellow member of the Chartered Tax Institute of Malaysia (CTIM) and also a Certified Financial Planner
(CFP). He has more than 20 years experiences in taxation and business advisory and holds a tax agent licence issued by
the Ministry of Finance. He was awarded the title ‘Ahli Mahkota Pahang’ (AMP) by the Sultan of Pahang in conjunction with
His Majesty’s 76th birthday.

He is the Founder and Managing Director of Consulnet Tax Services Sdn Bhd, a tax and business advisory firm established
since 1996 with offices in Ipoh and Petaling Jaya. Prior to starting his own firm, he was attached to the tax division of
Deloitte Touche Tohmatsu. He is also a Director, Audit Committee, Remuneration Committee and Nomination Committee
of Yen Global Berhad.

Teh Beng Soon


Independent Non-Executive Director

Teh Beng Soon, a Malaysian, aged 55, was appointed as an Independent Non-Executive Director of the Company on
19 September 2013. He also serves as a member of the Audit Committee and Nomination Committee of the Company.
Upon graduating in Economics from the School Of Social Science, University Science Malaysia in 1982, he joined the
banking industry for 16 years before resigning as a Bank Manager to join the manufacturing sector as an Executive
Director of a public listed company dealing in confectionary. He subsequently embarked in the property development in
Perak and Kedah. After the successful completion of these projects, he joined a public listed company dealing in audio
equipment as Group General Manager. Upon the advent of new owners, he left to join the Asia Group of companies
dealing in veterinary and pharmaceutical products as Group General Manager until the present.

Save as disclosed above, none of the Directors have:-

1) any family relationship with any Director and/or major shareholders of the Company;
2) conflict of interest with the Company; and
3) conviction for offences within the past ten (10) years other than traffic offences, if any.

ANNUAL REPORT 2013 07


CORPORATE GOVERNANCE STATEMENT

A. THE MALAYSIAN CODE ON CORPORATE GOVERNANCE

The Board of Directors (“Board”) is fully committed to ensure that the highest standards of corporate governance are
practiced throughout the Company and its subsidiaries as a fundamental part of discharging its responsibilities to
protect and enhance shareholders’ value and the financial performance of the Group. The Board is pleased to provide
investors with an insight into the Principles of Corporate Governance of the Company and to the extent of compliance
with the best practices as set out in the Malaysian Code of Corporate Governance 2012 (“the Code”), pursuant to
Paragraph 15.25 of the Bursa Malaysia Securities Berhad (“Bursa Securities”) Main Market Listing Requirements.

B. BOARD OF DIRECTORS

1. Composition and Balance

The Board currently has six (6) members comprising three (3) Executive Directors and three (3) Independent Non-
Executive Directors. The Board’s composition represents a mix of knowledge, skills and strength in qualities, which are
relevant to effectively discharge its stewardship responsibilities in spearheading the Group’s growth and future direction.

In the organization, the Executive Chairman led the Board to ensure its effectiveness. The Board takes cognizance of
the Chairman being in an executive position but is of the view that there are sufficient experiences and independent
non-executive Directors on Board to provide assurance that there is adequate check and balance.

The Executive Chairman, Managing Director and Executive Director are responsible for implementing policies and
decision of the Board, overseeing the operations as well as coordinating the development and implementation of
business and corporate strategies.

The presence of three Independent Non-Executive Directors fulfills a pivotal role in corporate accountability. They are
all independent of management and free from any business or other relationship, which could materially interfere with
the exercise of their independent judgement. They play their roles by giving objective and independent view, advice and
judgement to take into account of the interest of all stakeholders and ensuring a practice of a balanced Board’s decision
making process. Where a potential conflict of interest may arise, it is mandatory practice for the Director concerned to
declare his interest and abstain from the decision-making process.

All decisions of the Board are based on the decision of the majority and no single Board member can make any decision
on behalf of the Board.

In accordance with the requirement of the Code, Encik Saffie Bin Bakar has been designated as the Senior Independent
Non-Executive Director of the Board to whom concerns may be conveyed.

2. Board Responsibilities

The Board is led and managed by experienced Board members with a wide range of expertise. It is collectively responsible
for promoting the success of the Company and the Group by directing and supervising its business and affairs. The
Board’s principal responsibilities are as prescribed under the best practices of the Code. These include: charting and
reviewing the strategic direction for the Company and the Group; overseeing its business operations thereof; evaluating
whether these are being properly managed; and providing leadership to enable the achievement of the Group’s business
objectives.

The Board has a formal schedule of matters reserved to itself for decisions, including the overall Group strategy and
direction, acquisition policy, approval of major capital expenditure projects and significant financial matters.

The Board practices a clear division of responsibilities between the Chairman, Managing Director, Executive Directors
and Non-Executive Directors. The Chairman and the Executive Directors are primarily responsible for the orderly conduct
and function of the Board, the day to day running of the Group’s business, implementation of the Board’s policies and
the overall operational and management decisions.

08 AE MULTI HOLDINGS BERHAD (539777-D)


CORPORATE GOVERNANCE STATEMENT
(CONT'D)

B. BOARD OF DIRECTORS (cont'd)

2. Board Responsibilities (cont'd)

On the other hand, the Non-Executive Directors ensure that the strategies proposed by the Management are fully
deliberated and examined, taking into account the long term interest of the stakeholders including contributing to the
formulation of policy and other decision-making process through their expertise and experience. As they are independent
of the Management, it is ensured that no single individual or group dominates the Board’s decision-making process.

The board has recently established a formal board charter, the details of board charter is accessible through the
Company’s website at http://www.amallionpcb.com/.

3. Board Meeting

The Board meets regularly on a quarterly basis, with additional meetings convened as required between the scheduled
meetings. The Directors’ attendance for the Board Meetings held in year 2013 was as follows:

Directors Attendance
Yang Wu-Hsiung 4/4
Yang Chao-Tung 4/4
Saffie Bin Bakar 3/4
Oon Hock Chye 4/4
Yang Chueh-Kuang 4/4
Teh Beng Soon (Appointed on 19 September 2013) 1/1
Tan Tee Beng (Resigned on 31 December 2013) 4/4
Goh Hock Hai (Retired on 20 June 2013) 1/1

4. Supply of Information

Scheduled Board meetings are structured with a pre-set agenda. Prior to the Board meetings, all Directors are provided
with sufficient and timely reports and supporting documents which are circulated in advance of each meeting to ensure
sufficient time is given to understand the key issues and contents. Urgent papers may be presented for tabling at the
Board meetings under supplemental agenda. The Board also noted the decisions and salient issues deliberated by the
Board Committees briefed by them at the meetings. In the intervals between the scheduled Board meetings, any
matters requiring Board decision and Board approvals are obtained through circular resolutions.

All Directors, whether as a Board or in their individual capacity have full access to information within the Group and may
obtain independent professional advise at the Group’s expense on specific issue to enable the Board to discharge its
duties in relation to the matters being deliberated. In addition, all Directors have unrestricted access to the advice and
services of the Company Secretaries and senior management staff in the Group.

5. Directors’ Training

In compliance with the Listing Requirements and the relevant Practice Note issued by Bursa Securities, Directors have
attended the Mandatory Accreditation Programme prescribed by Bursa Securities.

The Directors are also aware of their duty to undergo appropriate training programmes from time to time to ensure that
they be better equipped to carry out their duties as Directors. The Board is mindful therefore of the need to keep abreast
with changes in both the regulatory and business environments as well as with new developments within industry in
which the Group operates.

ANNUAL REPORT 2013 09


CORPORATE GOVERNANCE STATEMENT
(CONT'D)

B. BOARD OF DIRECTORS (cont'd)

5. Directors’ Training (cont'd)

During the financial year ended 31 December 2013, the seminars and training programmes attended by various members
of the Board included the followings:-

1. “MIDA Seminar on Electrical & Electronics - Connecting The Dots, Leading Towards The Future”, Equatorial Hotel,
Penang, 17th June 2013.

2. “Ministry of Defense & AIAD Italy – Malaysia & Italy Defence and Dual Use SME Partnership Seminar 2013”,
Matrade MECC KL, 2nd - 3rd July 2013.

3. “PKNS 2nd Annual Integrity Conference - A Conference on Integrity and Good Corporate Governance in Public and
Private Sector”. SACC Convention Centre, Shah Alam, 8th July 2013.

4. “ShareInvestor’s Seminar & INVEST FAIR 2013”, Kuala Lumpur Convention Centre, KLCC, 13th - 14th July 2013.

5. “UniMAP International Academic Lecture Series – Economy and Teaching In The Field of Nanotechnology” by Prof.
Dr.Karl Kohlhof, Cologne University of Applied Sciences, Germany, UniMAP, 22 Aug 2013.

6. “ITX Asia 2013 – The 2nd International ICT & ERP Conference”, Kuala Lumpur Convention Centre, KLCC,
11 – 13th Sept 2013.

7. “IFSEC Southeast Asia – International Security Technology Conference 2013”, Kuala Lumpur Convention Centre,
KLCC 12 - 13th Sept 2013.

8. “ONEBUILD – Malaysia International Building, Architecture & Construction Technology”, PWTC, 9 - 12 Oct 2013.

9. “MITF – Kuala Lumpur Manufacturing & Industrial Trade Fair, PWTC, 9 - 12 Oct 2013.

10. “IGEM – The 4th International Greentech & Eco Products Exhibition & Conference Malaysia”, Kuala Lumpur
Convention Centre, KLCC, 10 - 13 Oct 2013.

11. “Ministry of Education – Dialogue & Survey on the Performance and Accomplishments of National Higher Education
Strategic Plan (2007 - 2020)”, Dewan Kapitol, University Malaysia Perlis (UniMAP), Kangar, 21 Oct 2013.

12. “IPMEX Malaysia 2013 – International Printing, Paper, Packaging Machinery Exhibition”, PWTC KL
24 - 27 Oct 2013.

13. “Asia SIGN & LED Exhibition 2013”, PWTC KL, 24 - 27 Oct 2013.

14. “iCapital.biz Berhad 2013 INVESTOR DAY – Investment Presentation on What is Value Investing?”, KL Convention
Centre, KLCC, 26 Oct 2013.

15. “PECIPCA 13 ,International Conference and Exposition On Invention of Institutions of Higher Learning”, KL
Convention Centre, KLCC 7 - 9 Nov 2013.

16. “UniMAP 12th Professorial Lecture Series on Making Micros Into Millions in Agro-based Food and Beverage (F&B)
Industry in Sarawak” by Prof. Dr. Rosni Bakar, Dewan Kapitol, Kangar 3 Dec 2013.

17. National Tax Conference 2013, Kuala Lumpur Convention Centre, Kuala Lumpur.

18. ACCA Forum: Building a Better Business Through Diversity, Eastern & Oriental Hotel, Penang.

19. Seminar Percukaian Antarabangsa 2013, Ixora Hotel, Bandar Perai Jaya.

10 AE MULTI HOLDINGS BERHAD (539777-D)


CORPORATE GOVERNANCE STATEMENT
(CONT'D)

B. BOARD OF DIRECTORS (cont'd)

6. Re-election of Directors

In accordance with the Company’s Articles of Association, all newly appointed Directors shall hold office only until the
forthcoming Annual General Meeting and shall then be eligible for re-election, and shall not be taken into account in
determining the Directors who are to retire by rotation at the meeting.

An election of Directors shall take place each year. One-third of the Board shall retire from office at each Annual General
Meeting and they may offer themselves for re-election. All directors, including the Managing Director, shall retire from
office at least once in every three (3) years, but shall be eligible for re-election.

7. Re-appointment of Directors to the Board

Pursuant to Section 129(2) of the Companies Act, 1965, Directors who are over the age of 70 years shall retire at every
Annual General Meeting (“AGM”) and may offer themselves for re-appointment to hold office until the next AGM. The
Articles of Association of the Company also provide that at every AGM, at least one-third of all Directors for the time
being and those appointed during the financial year shall retire from office but shall be eligible for re-election in line
with the Main Market Listing Requirements. The Articles of Association further provide that all Directors are subject to
retirement by rotation once every 3 years but shall be eligible for re-election.

8. Board Committees

To assist the Board in the discharge of its duties effectively, the Board has delegated specific functions to the following
three (3) Board Committees. Each Committee will operate within its clearly defined terms of reference. The Chairman of
the various Committees will report to the Board on the outcome of the Committee meetings.

a) Audit Committee

The composition of the Audit Committee, the terms of reference and a summary of its activities are set out in the
Audit Committee Report on pages 17 to 19 of this Annual Report.

b) Nomination Committee

The Nomination Committee has established on 26 June 2002. At the date of this statement, the Nomination
Committee comprises of the following Directors :

Chairman : Saffie Bin Bakar


Independent Non-Executive Director

Members : Teh Beng Soon (appointed on 21 March 2014)


Independent Non-Executive Director
Oon Hock Chye
Independent Non-Executive Director

The Nomination Committee is responsible for making recommendations on the appointments of new Directors
and re-appointment of Directors to the Board, assessing the effectiveness of the Board, its Committee and the
contribution of each individual Director on an annual basis.

During the financial year, the Nomination Committee has reviewed and recommended to the Board that Encik
Saffie Bin Bakar and Mr Teh Beng Soon be nominated for re-election at the forthcoming Annual General Meeting.

ANNUAL REPORT 2013 11


CORPORATE GOVERNANCE STATEMENT
(CONT'D)

B. BOARD OF DIRECTORS (cont'd)

8. Board Committees (cont'd)

c) Remuneration Committee

The Remuneration Committee was formed in 26 June 2002. The members are as follows:-

Chairman : Saffie Bin Bakar


Independent Non-Executive Director

Members : Oon Hock Chye


Independent Non-Executive Director

The Remuneration Committee’s primary role is to draw up the policy framework and for making recommendations
to the Board on remuneration packages and benefits annually as extended to the Directors. The Board as a whole
determines the remuneration package of the Directors with the Director concerned abstaining from participating
in the discussion with respect to his remuneration package at the Board of Directors’ Meeting.

All directors’ fees are approved by shareholders at the Annual General Meeting of the Company before
they are paid.

Details of the nature and amount of each major element of the remuneration of the Directors of the Company,
during the financial year, are as follows:

Directors Fees (RM) Salaries & Bonuses Meeting Allowance Total (RM)
Executive 30,000 570,645.34 7,500 608,145.34
Non-Executive 75,013.70 - 12,000 87,013.70
Total 105,013.70 570,645.34 19,500 695,159.04

The number of Director whose remuneration falls into following bands for the financial year ended 31 December
2013 are as follows:

Number of Directors
Range of remuneration (RM) Executive Non-Executive
50,000 and below - 5
50,001 - 100,000 - -
100,001 - 150,000 1 -
150,001 - 200,000 2 -

C. SHAREHOLDERS

The Company acknowledges the importance of timely dissemination of information to shareholders and investors. In
addition to various announcements made during the year, the timely release of annual reports and financial results
on a quarterly basis provides shareholders and the investing public with an overview of the Group’s performance and
operations.

Annual General Meeting is an important forum for communication and dialogue with shareholders where all shareholders
are given the opportunity to voice their views and direct question regarding the Group to Directors, including the
chairperson of each of the Board Committees. The external auditors are also normally present to assist the Directors in
advisory any relevant queries by shareholders.

The Company is guided by the Bursa Securities Listing Requirements regarding the Corporate Disclosure Policy.

12 AE MULTI HOLDINGS BERHAD (539777-D)


CORPORATE GOVERNANCE STATEMENT
(CONT'D)

D. ACCOUNTABILITY AND AUDIT

1. Financial Reporting

The Board aims to present a balanced, clear and understandable assessment of the Group’s financial performance and
prospects to shareholders and the public via its Annual Report and quarterly financial results announcements. The Audit
Committee assists the Board to ensure the accuracy and timely dissemination of financial and corporate announcement
made to the Bursa Securities.

2. Statement of Directors’ Responsibility For Preparing The Financial Statement

The Board is responsible for the preparation of the annual audited financial statements of the Group and of the Company
which give a true and fair view of the state of affairs of the Group and of the Company and will ensure that they are
presented in accordance with the provisions of the Companies Act, 1965 and applicable approved accounting standards
in Malaysia.

In the preparation of the financial statements for the year ended 31 December 2013, the Directors have selected and
applied consistently suitable accounting policies and made reasonable and prudent judgements and estimates.

The Directors are also responsible for the assets of the Group and of the Company and, hence, for taking reasonable
steps for the prevention and detection of fraud and the irregularities.

3. Risk Management and Internal Control

The Directors acknowledge the responsibility of maintaining a sound system of risk management and internal control
to safeguard shareholders’ investment and the Group’s assets which cover not only the financial aspect but also
operational and compliance controls as well as risk management.

The Group’s Statement On Risk Management and Internal Control for the year ended 31 December 2013 is set out on
page 15 of this Annual Report.

4. Relationship with External Auditors

The Company has always maintained a transparent relationship with the external auditors in seeking their advice and
towards ensuring compliance with the accounting standards and other related regulatory requirements. The external
auditors report their findings which are included as part of the Company’s financial report with respect to each year’s
audit on the statutory financial statements.

ANNUAL REPORT 2013 13


OTHER INFORMATION

MATERIAL CONTRACTS
There were no material contracts entered into by the Company and its subsidiary companies involving Directors’ and major
shareholders’ interests either still subsisting as at 31 December 2013 or entered into since the end of the previous
financial year.

NON-AUDIT FEES
There was no non-audit fees paid to the external auditors for the financial year ended 31 December 2013, other than the
taxation fee totaling RM5000.00 payable to a company in which certain partners of the audit firm are shareholder and
director.

SHARE BUY-BACKS
There were no share buy-back of the Company’s shares during the financial year ended 31 December 2013.

VARIATION IN RESULTS
There were no material variations between the audited results for the financial year ended 31 December 2013 and the
unaudited results released for the financial quarter ended 31 December 2013.

PROFIT GUARANTEE
No profit guarantee given by the Company or its subsidiary companies during the financial year ended 31 December 2013.

UTILISATION OF PROCEEDS
During the financial year, there were no proceeds raised by the Company from any corporate proposals.

SANCTION AND/OR PENALTIES


There were no public sanctions and/or penalties imposed on the Company and its subsidiary companies, Directors or
management by any relevant regulatory bodies during the financial year ended 31 December 2013.

OPTIONS, WARRANTS OR CONVERTIBLE SECURITIES


There was no issuance of options, warrants or convertible securities during the financial year. Details of ESOS have been
duly disclosed in Note 18 of the notes to the financial statements.

AMERICAN DEPOSITORY RECEIPT (“ADR”) OR GLOBAL DEPOSITORY RECEIPT (“GDR”) PROGRAM


The Company did not sponsor any ADR or GDR program during the financial year ended 31 December 2013.

RELATED PARTY TRANSACTIONS


Details of the recurrent related party transactions of a revenue or trading nature have been duly disclosed in Note 10 of the
Notes to Financial Statements.

14 AE MULTI HOLDINGS BERHAD (539777-D)


STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL

Paragraph 15.26(b) of the Listing Requirements of Bursa Securities stipulates that the Board of Directors of public listed
companies should include in its annual report a statement about the state of risk management and internal control of the
listed issuer as a group. In this regard, the Board is pleased to provide the following statement which outlines the nature
and scope of the risk management and internal control of the Group during the financial year ended 31 December 2013.

RESPONSIBILITY FOR RISK AND INTERNAL CONTROL

The Board recognises its responsibilities for the Group’s system of internal control and for reviewing its adequacy and
integrity. The system of internal control is designed to identify and manage the principal risks facing by the businesses
in pursuit of its objectives. The internal control system covers inter alia, risk management and financial, organizational,
operational and compliance controls.

Nevertheless, in view of the limitations inherent in any system of internal control, the system is designed to manage rather
than to eliminate risk to achieve the corporate objectives and can provide reasonable and not absolute assurance against
materials misstatement, fraud or loss.

RISK MANAGEMENT FRAMEWORK

For long term viability of the Group, it is crucial to achieve a critical balance between risks incurred and potential returns.
Taking cognizance of this, the Board has been mandated to drive the risk management process whilst focusing on the
critical business agenda of the Group. The Board strived to develop and implement an effective and efficiency and integrated
approach to risk management whereby risk management is built into the existing governance and organization structure and
planning and operational process of the Group. The Group has also developed an effective risk management culture and
awareness at all levels of the organization.

The Group has an on-going process for identifying, evaluating and managing significant risks faced by the Group and this
mechanism continued to be effective in the year under review. Members of the Board regularly review the control process
for any weaknesses exposed by the changing business environment.

KEY ELEMENTS OF THE GROUP’S SYSTEM OF INTERNAL CONTROL

The Group has an ongoing process to review the effectiveness, adequacy and integrity of the system of internal control and
the key elements of the internal control include:-

a) a clear defined organisational structure with a clear lines of accountability, with strict authorisation, approval and
procedures which provide a sound frame work of authority and accountability with the Group.

b) continuous compliance and maintenance of the requirements of ISO 9001:2008 and ISO 14001:2004. This includes
continuous implementation, improvement and refinement of our business processes in all operations of the Group.

c) comprehensive human resource internal control policies with procedures and best practices to guide and instill integrity,
accountability and professionalism in employee conduct.

d) periodic and comprehensive information is provided for monitoring the performance against budget. Such monitoring
ensures that exceptions and variances are disclosed, fully discuss with appropriate action taken in a timely and effective
manner.

ANNUAL REPORT 2013 15


STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL
(CONT'D)

INTERNAL CONTROL FUNCTION

The Group has since third quarter of financial year 2013 outsources its internal audit function to a professional firm of
consultants, which provides the Board with much of the assurance it requires regarding the adequacy and integrity of the
Group’s system of internal control.

During the financial year under review, scheduled internal audits are carried out by the internal auditor. Observations
noted from the internal audit findings were deliberated with Management and recommended action plans discussed for
deployment to improve the system of internal control within the Group. The Audit Committee, on behalf of the Board, reviews
internal control issues identified and recommendations from reports prepared by the internal audit department on a regular
basis. In return, the Audit Committee had also reported to the Board of Directors on the Internal Auditor’s findings and their
recommendations for improvements and the response from Management thereto.

The Board is of the view that there is no significant breakdown or weaknesses in the system of internal controls of the
Group that may result in material losses incurred by the Group for the financial year ended 31 December 2013. The
Group continues to take the necessary measures to ensure that the system of internal controls is in place and functioning
effectively.

CONTROL WEAKNESSES THAT RESULTS IN MATERIAL LOSSES

Based on the findings in the internal auditors’ report for the financial year ended 31 December 2013, internal control
weaknesses were identified during the year, all of which have been, or are being addressed. However, none of the
weaknesses in the internal control system have resulted in any material losses, contingencies or uncertainties that would
require disclosure in the Group’s annual report.

The Board and the Management continue to take measures to strengthen the internal control environment of the Group.

16 AE MULTI HOLDINGS BERHAD (539777-D)


AUDIT COMMITTEE REPORT

The Audit Committee (“the Committee”) of the Company was established on 9 May 2002.

MEMBERSHIP

The present membership of the Committee consists of:

Chairman : Oon Hock Chye


Independent Non-Executive Director

Members : Saffie Bin Bakar


Independent Non-Executive Director
Teh Beng Soon (appointed on 19 September 2013)
Independent Non-Executive Director

TERMS OF REFERENCE

1. Membership

The Committee shall be appointed by the Board from amongst the Directors and shall consist of not less than three
members, majority of whom must be Independent Non-Executive Director of the Company and all of whom shall
be Non-Executive Directors. None of the Alternate Directors shall be appointed as a member of the Committee.
The members of the Committee shall elect a Chairman from amongst themselves who shall be an Independent
Non-Executive Director.

All members of the Committee shall be financially literate and at least one of the members must:

a) be a member of the Malaysian Institute of Accountants; or

b) have at least three (3) years’ working experience and:-

• must have passed the examinations specified in Part I of the 1st Schedule of the Accountants Act, 1967, or
• must be a member of one of the associations of accountants specified in Part II of the 1st Schedule of the
Accountants Act, 1967.

If a Member of the Committee for any reason ceases to be a Member of the Committee with the result that the number
of Member is reduced to below three (3), the Board shall within three (3) months of that event, appoint such number of
new Member as may be required to make up the minimum number of three (3) Members.

4. Functions and Duties of the Committee

The functions and duties of the Audit Committee are to review the following and report the same to the Board:

a) with the external auditors, the audit plan;

b) with the external auditors, their evaluation of the system of internal controls;

c) with the external auditors, their audit report;

d) the external auditors’ management letter and management response;

e) the assistance provided by employees of the Company to the external auditors;

f) Quarterly interim financial reports and year-end financial statements prior to the approval of the Board focusing
particularly on:

- changes in significant accounting policies;


- significant and unusual events;
- the going concern assumption; and
- compliance with accounting standards and other legal requirements.

ANNUAL REPORT 2013 17


AUDIT COMMITTEE REPORT
(CONT'D)

TERMS OF REFERENCE (cont'd)

4. Functions and Duties of the Committee (cont'd)

g) any related party transactions and conflict of interest situation including any transaction, procedure or course of
conduct that raises questions of management integrity;

h) any related party transactions and conflict of interest situation including any transaction, procedure or course of
conduct that raises questions of management integrity;

i) any letter of resignation from the external Auditor of the Company;

j) whether there is reason (supported by grounds) to believe that the Company’s external Auditor is not suitable for
re-appointment;

k) recommend the nomination of a person(s) as external auditors;

l) any change of the chief financial officer. The Audit Committee meets on a quarterly basis to carry out its functions.
The Audit Committee is also responsible for recommending the person or persons to be nominated to act as the
external Auditor and the remuneration and terms of engagement of the external Auditor.

The management may attend the meetings only at the invitation of the Audit Committee.

The Board will review the performance of the Audit Committee once in every three (3) years.

To review the internal auditors include:-

- the adequacy of the scope, functions, competency and resources of the internal audit functions and the necessary
authority given to the internal auditor in order for him to carry out his work;

- the internal audit plan and the results of the internal audit

5. Attendance of Meetings

A total of four (4) meetings were held during the financial year ended 31 December 2013. The details of attendance of
the Committee were as follows:-

Directors Attendance
Oon Hock Chye 4/4
Saffie Bin Bakar 3/4
Teh Beng Soon (appointed on 19 September 2013) 1/1

6. Summary of activities

The main activities undertaken by the Committee for the financial year ended 31 December 2013 were as follows:-

• reviewed the quarterly unaudited financial results and recommended to the Board for approval and for announcement
to Bursa Securities and Securities Commission;

• reviewed the annual audited financial statements with external auditors to ensure compliance with the provisions of
the Companies Act, 1965, Listing Requirements of Bursa Securities, applicable accounting standards in Malaysia
and other legal and regulatory requirements prior to the submission to the Board for approval;

• reviewed the internal audit plan and its scope of work;

• reviewed the internal audit reports, which highlighted the audit findings, recommendations and management
response. Discussed with Management the corrective action taken to improve the system of internal control based
on improvement opportunities identified in the internal audit reports;

18 AE MULTI HOLDINGS BERHAD (539777-D)


AUDIT COMMITTEE REPORT
(CONT'D)

TERMS OF REFERENCE (cont'd)

6. Summary of activities (cont'd)

• established and formalised risk management framework and action plan to manage the risk identified on an on-going
process.

• reviewed any related party transactions and conflict of interests situation that may arise within the Group.

• reviewed and discussed with the external auditors on their audit plan and scope of work for the year as well as the
audit procedures to be utilised; and

• considered the re-appointment and remuneration of external auditors.

INTERNAL AUDIT FUNCTION

The Group had outsourced its internal audit function to a professional internal audit service provider firm. The main role
of the internal audit is to review the effectiveness of the Group’s system of internal controls and this is performed with
impartiality, proficiency and due professional care.

The internal auditor reports directly to the Audit Committee the effectiveness of risk management, internal control system
and governance processes within the Group.

The internal audit adopts a risk based auditing approach by focusing on identify high risk areas and to recommend
corrective measurements for compliance with control policies and procedures, identifying business risk which have not
been appropriately addressed and evaluating the adequacy and integrity of control.

The summary of main activities undertaken by the internal audit function during the financial year is as below:

i) Prepared the Group’s Internal Audit Plan for the Audit Committee’s approval;

ii) Carried out internal audits of the Company and its subsidiary companies to review the adequacy of internal controls in the
auditable areas such as Purchasing & Payment Management, Insurance & Risk Management, Investment Property, Plant
& Equipment Management and to assess consistency in the compliance with the established policies and procedures;

iii) Performed an ad hoc reviews of selected internal control system and procedures as requested by the Audit Committee;

iv) Reported the outcomes of audit conducted which highlight the effectiveness of the internal control system and significant
risks;

v) Monitored remedial actions taken by the management in response to the recommendations addressing the internal
control deficiencies; and

vi) Presented the internal audit reports at the Audit Committee meetings for the deliberation by its members, and to follow
up on the suggestions given by its members.

The internal audit costs incurred during the financial year were RM7,356.00.

ANNUAL REPORT 2013 19


DIRECTORS' REPORT

The Directors hereby present their report together with the audited financial statements of the Group and of the Company
for the financial year ended 31 December 2013.

PRINCIPAL ACTIVITIES

The principal activities of the Company are those of investment holding and the provision of management services to its
group of companies.

The principal activities of the subsidiary companies are disclosed in Note 5 to the financial statements.

There have been no significant changes in the nature of these activities during the financial year.

FINANCIAL RESULTS

Group Company
RM RM

Net profit/(loss) for the financial year attributable to:-


Owners of the parent 672,200 (177,025)

DIVIDEND

No dividend has been paid or declared by the Company since the end of the previous financial year. The Board of Directors
does not recommend any dividend in respect of the current financial year under review.

RESERVES AND PROVISIONS

There were no material transfers to or from reserves or provisions during the financial year under review other than those
disclosed in the financial statements.

ISSUE OF SHARES AND DEBENTURES

There were no issues of shares or debentures during the financial year under review.

20 AE MULTI HOLDINGS BERHAD (539777-D)


DIRECTORS' REPORT
(CONT'D)

OPTIONS GRANTED OVER UNISSUED SHARES

No options were granted to any person to take up unissued shares of the Company during the financial year under review.

EMPLOYEE SHARE OPTION SCHEME

The Company’s Employee Share Option Scheme (“ESOS”) is governed by the By-Laws which were approved by the
shareholders at an Extraordinary General Meeting held on 28 June 2004. The ESOS which expired on 24 November 2009
was extended for another five years expiring on 24 November 2014 pursuant to By-Law 19 of the Scheme. The details of
options over unissued shares of the Company granted under the ESOS during the financial year are as follows:-

Options over ordinary shares of RM0.50 each


Grant Exercise Balance at Granted and Lapsed due to Balance at
date Expiry date price 1.1.2013 accepted Exercised resignation 31.12.2013

24.11.2004 24.11.2014 RM0.65 961,000 - - - 961,000

The salient features of the ESOS are disclosed in Note 18 to the financial statements.

There are no share options granted and exercised during the financial year.

Details of options granted to Directors are disclosed in the section on Directors’ Interests in this report.

DIRECTORS

The Directors who served since the date of the last report are as follows:-

Yang Wu-Hsiung
Yang Chao-Tung
Yang Chueh-Kuang
Oon Hock Chye
Saffie Bin Bakar
Teh Beng Soon (Appointed on 19.9.2013)
Goh Hock Hai (Retired on 20.6.2013)
Tan Tee Beng (Resigned on 31.12.2013)

ANNUAL REPORT 2013 21


DIRECTORS' REPORT
(CONT'D)

DIRECTORS’ INTERESTS

According to the register of Directors’ shareholdings, particulars of interests of Directors who held office at the end of the
financial year in share and options over share in the Company are as follows:-

Numbers of ordinary shares of RM0.50 each


As at As at
1.1.2013 Acquired Disposed 31.12.2013

Shares in the Company

Direct interest:-
Yang Wu-Hsiung 183,092 - - 183,092
Yang Chao-Tung 855,114 - - 855,114
Yang Chueh-Kuang 22,018 - - 22,018
Saffie Bin Bakar 105,580 - - 105,580

Deemed interest:-
Yang Wu-Hsiung 8,691,398 - - 8,691,398

Other interest:-
* Yang Wu-Hsiung 616,078 - - 616,078
* Yang Chao-Tung 151,900 - 151,900 -

Numbers of options over ordinary shares of RM0.50 each


As at As at
1.1.2013 Granted Exercised 31.12.2013

Yang Wu-Hsiung 214,000 - - 214,000


Yang Chao-Tung 214,000 - - 214,000

None of the other Directors holding office at the end of the financial year had any interest in the ordinary shares of the
Company or its related corporations during the financial year under review.

DIRECTORS’ BENEFITS

Since the end of the previous financial year, no Director of the Company has received or become entitled to receive any
benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by Directors as
shown in the 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,
other than those related party transactions disclosed in Note 33 to the financial statements.

Neither during nor at the end of the financial year, was the Company a party to any arrangement the object of which 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 other than the share options granted under the Company’s ESOS.

22 AE MULTI HOLDINGS BERHAD (539777-D)


DIRECTORS' REPORT
(CONT'D)

OTHER STATUTORY INFORMATION

(a) Before the statements of profit or loss and other comprehensive income and statements of financial position of the
Group and of the Company were made out, the Directors took reasonable steps:-

(i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of
allowance for doubtful debts and satisfied themselves that all known bad debts had been written off and that
adequate allowance had been made for doubtful debts; and

(ii) to ensure that any current assets which were unlikely to realise their values as shown in the accounting
records in the ordinary course of business had been written down to an amount which they might be expected
so to realise.

(b) 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 allowance for doubtful debts in
the financial statements of the Group and of the Company inadequate to any substantial extent; or

(ii) that would render the values 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.

(c) No contingent or other liabilities of the Group and of the Company have become enforceable, or are 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 affect the ability of the Group or the Company or its subsidiary companies to meet their
obligations as and when they fall due.

(d) At the date of this report, there does not exist:-

(i) any charge on the assets of the Group or the Company which has arisen since the end of the financial year
which secures the liabilities of any other person; and

(ii) any contingent liability in respect of the Group or the Company or its subsidiary companies which has arisen
since the end of the financial year.

(e) In the opinion of the Directors:-

(i) the results of the operations of the Group and of the Company for the financial year ended 31 December 2013
have not been substantially affected by any item, transaction or event of a material and unusual nature; and

(ii) there has not arisen in the interval between the end of the financial year and the date of this report any
item, transaction or event of a material and unusual nature likely to affect substantially the results of the
operations of the Group and of the Company for the financial year in which this report is made.

ANNUAL REPORT 2013 23


DIRECTORS' REPORT
(CONT'D)

SIGNIFICANT EVENT

The significant event is disclosed in Note 31 to the financial statements.

AUDITORS

The auditors, Morison Anuarul Azizan Chew, have expressed their willingness to accept re-appointment.

Signed in accordance with a resolution of the Directors.

YANG WU-HSIUNG YANG CHAO-TUNG

PENANG,

Date: 29 April 2014

24 AE MULTI HOLDINGS BERHAD (539777-D)


STATEMENT BY DIRECTORS
Pursuant to Section 169(15) of the Companies Act, 1965

We, YANG WU-HSIUNG and YANG CHAO-TUNG, being two of the Directors of AE MULTI HOLDINGS BERHAD, do hereby
state that, in the opinion of the Directors, the financial statements set out on pages 28 to 72 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 financial position of the Group and of the Company as of 31 December
2013 and of their financial performance and cash flows for the financial year then ended.

Signed in accordance with a resolution of the Directors.

YANG WU-HSIUNG YANG CHAO-TUNG

PENANG,

Date: 29 April 2014

STATUTORY DECLARATION
Pursuant to Section 169(16) of the Companies Act, 1965

I, YANG CHAO-TUNG, being the Director primarily responsible for the financial management of AE MULTI HOLDINGS BERHAD,
do solemnly and sincerely declare that the financial statements set out on pages 28 to 72 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)


abovenamed YANG CHAO-TUNG at)
PUCHONG, SELANGOR this 29 April 2014)
YANG CHAO-TUNG

Before me,

Samuel John A/L Ponniah


No.: B437
COMMISSIONER FOR OATHS

ANNUAL REPORT 2013 25


INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF THE AE MULTI HOLDINGS BERHAD

Report on the Financial Statements

We have audited the financial statements of AE Multi Holdings Berhad, which comprise the statements of financial position
as at 31 December 2013 of the Group and of the Company, and the statements of profit or loss and other comprehensive
income, statements of changes in equity and statements of cash flow of the Group and of the Company for the financial year
then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages 28 to 72.

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 Malaysian Financial Reporting Standards, International 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 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 the auditors’ judgement, including the assessment of risks of material
misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors
consider internal control relevant to the Company’s preparation of the 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 Company’s 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 opinion.

Opinion

In our opinion, the financial statements have been properly 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 financial position of the Group and of the Company as of 31 December 2013 and of their financial
performance and cash flows for the financial year then ended.

26 AE MULTI HOLDINGS BERHAD (539777-D)


INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF THE AE MULTI HOLDINGS BERHAD (CONT'D)

Report on Other Legal and Regulatory Requirements

In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report on 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 subsidiary companies have been properly kept in accordance with the provisions of the Act.

(b) We have considered the financial statements and the independent auditors’ report of the subsidiary companies of
which we have not acted as auditors, which are indicated in Note 5(b) to the financial statements.

(c) We are satisfied that the financial statements of the subsidiary companies 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 independent auditors’ reports on the financial statements of the subsidiary companies were not subject to any
qualification and did not include any comment required to be made under Section 174(3) of the Act.

Other Reporting Responsibilities

The supplementary information set out in Note 36 to the financial statements 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.

Other Matters

The financial statements of the Company for the financial year ended 31 December 2012 were audited by another firm of
Chartered Accountants, whose report dated 26 April 2013, expressed an unqualified opinion on those statements.

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.

MORISON ANUARUL AZIZAN CHEW SATHIEA SEELEAN A/L MANICKAM


Firm Number: AF 001977 Approved Number: 1729/05/14 (J/PH)
Chartered Accountants Partner of Firm

Date: 29 April 2014

KUALA LUMPUR

ANNUAL REPORT 2013 27


STATEMENTS OF FINANCIAL POSITION
AS AT 31 DECEMBER 2013

Group Company
2013 2012 2013 2012
Note RM RM RM RM

Non-Current Assets

Property, plant and equipment 3 14,881,611 20,500,019 - -


Investment property 4 600,000 600,000 - -
Investment in subsidiary companies 5 - - 9,239,688 9,253,000
15,481,611 21,100,019 9,239,688 9,253,000

Current Assets

Assets held for sale 6 5,858,392 - - -


Inventories 7 19,326,962 18,667,053 - -
Trade receivables 8 9,601,977 9,824,816 - -
Other receivables 9 5,694,777 2,360,187 2,281 3,237
Amount owing by subsidiary companies 10 - - 17,219,107 17,339,136
Fixed deposits with licensed banks 11 2,703,507 2,250,922 - -
Cash and bank balances 12 1,072,852 3,220,031 3,045 19,653
44,258,467 36,323,009 17,224,433 17,362,026

Current Liabilities

Trade payables 13 6,215,328 5,807,633 - -


Other payables 14 3,977,093 4,222,530 243,706 352,586
Amount owing to subsidiary companies 10 - - 314,740 179,740
Finance lease liabilities 15 107,921 58,066 - -
Bank borrowings 16 23,667,670 16,819,694 - -
Tax payables 66,577 30,111 - -
34,034,589 26,938,034 558,446 532,326
Net current assets 10,223,878 9,384,975 16,665,987 16,829,700
25,705,489 30,484,994 25,905,675 26,082,700

Financed by:-

Share capital 17 47,187,750 47,187,750 47,187,750 47,187,750


Share premium 18 5,765,722 5,765,722 5,765,722 5,765,722
Reserves 19 2,219,068 2,516,377 - -
Accumulated losses (29,771,561) (30,446,385) (27,047,797) (26,870,772)
25,400,979 25,023,464 25,905,675 26,082,700

Non-Current Liabilities

Finance lease liabilities 15 202,113 111,946 - -


Bank borrowings 16 - 5,008,424 - -
Deferred taxation 20 102,397 341,160 - -
304,510 5,461,530 - -
25,705,489 30,484,994 25,905,675 26,082,700

The accompanying notes from an integral part of the financial statements.

28 AE MULTI HOLDINGS BERHAD (539777-D)


STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2013

Group Company
2013 2012 2013 2012
Note RM RM RM RM

Revenue 21 43,114,674 49,736,319 100,000 100,000

Cost of sales (34,972,511) (44,766,765) - -

Gross profit 8,142,163 4,969,554 100,000 100,000

Other operating income 22 1,080,342 611,777 - 17,067

Administrative expenses (3,584,110) (3,331,353) (277,025) (26,746,050)

Selling and distribution costs (1,351,828) (1,429,434) - -

Finance costs 23 (3,829,391) (1,562,030) - -

Profit/(Loss) before taxation 24 457,176 (741,486) (177,025) (26,628,983)

Taxation 25 215,024 (24,639) - -

Net profit/(loss) for the financial year 672,200 (766,125) (177,025) (26,628,983)

Other comprehensive income, net of tax:-


Foreign currency translation differences
for foreign operation (294,685) 83,817 - -
Realisation of revaluation surplus upon
depreciation (2,624) (14,334) - -
Transfer of reserve to accumulated
losses 2,624 14,334 - -
Other comprehensive (loss)/income for
the year, net of tax (294,685) 83,817 - -

Total comprehensive income/(loss) for


the year 377,515 (682,308) (177,025) (26,628,983)

Profit/(Loss) per share attributable to


owners of the parent (sen)
Basic 26(a) 0.71 (0.81)
Diluted 26(b) - -

The accompanying notes from an integral part of the financial statements.

ANNUAL REPORT 2013 29


STATEMENT OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2013

Attributable to Equity Holders of the Parent


Non-Distributable Distributable
Share Accumulated
Capital Share Premium Reserves Losses Total
RM RM RM RM RM
Group

At 1 January 2013 47,187,750 5,765,722 2,516,377 (30,446,385) 25,023,464

Realisation of revaluation
surplus upon depreciation - - (2,624) 2,624 -

Total comprehensive (loss)/


income - - (294,685) 672,200 377,515

At 31 December 2013 47,187,750 5,765,722 2,219,068 (29,771,561) 25,400,979

At 1 January 2012 47,187,750 5,765,722 2,446,894 (29,694,594) 25,705,772

Realisation of revaluation
surplus upon depreciation - - (14,334) 14,334 -

Total comprehensive income/


(loss) - - 83,817 (766,125) (682,308)

At 31 December 2012 47,187,750 5,765,722 2,516,377 (30,446,385) 25,023,464

Non-
Distributable Distributable
Share Share Accumulated
Capital Premium Losses Total
RM RM RM RM
Company

At 1 January 2013 47,187,750 5,765,722 (26,870,772) 26,082,700

Total comprehensive loss - - (177,025) (177,025)

At 31 December 2013 47,187,750 5,765,722 (27,047,797) 25,905,675

At 1 January 2012 47,187,750 5,765,722 (241,789) 52,711,683

Total comprehensive loss - - (26,628,983) (26,628,983)

At 31 December 2012 47,187,750 5,765,722 (26,870,772) 26,082,700

The accompanying notes from an integral part of the financial statements.

30 AE MULTI HOLDINGS BERHAD (539777-D)


STATEMENTS OF CASH FLOW
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2013

Group Company
2013 2012 2013 2012
RM RM RM RM

Cash Flows From Operating Activities


Profit/(Loss) before taxation 457,176 (741,486) (177,025) (26,628,983)

Adjustments for:-
Depreciation of property, plant and equipment 2,763,163 3,529,550 - -
(Gain)/Loss on disposal of property, plant and
equipment (369,940) 41,873 - -
Impairment loss for investment in subsidiary
companies - - 13,312 26,358,924
Impairment loss for trade receivables 21,593 123,216 - -
Impairment loss for other receivables 956 - 956 -
Interest expense 3,829,391 1,562,030 - -
Interest income (86,766) (54,183) - -
Unrealised (gain)/loss on foreign exchange (196,706) - 15,746 (17,067)
Operating profit/(loss) before working capital
changes 6,418,867 4,461,000 (147,011) (287,126)

(Increase)/Decrease in working capital


Inventories (934,840) 39,711 - -
Trade and other receivables (3,056,537) (499,551) (108,880) -
Trade and other payables 259,528 5,163,874 - 184,526
(3,731,849) 4,704,034 (108,880) 184,526
Cash generated from/(used in) operations 2,687,018 9,165,034 (255,891) (102,600)

Interest paid (3,829,391) (1,562,030) - -


Tax refund/(paid) 12,796 (504) - -
(3,816,595) (1,562,534) - -
Net cash (used in)/generated from operating
activities (1,129,577) 7,602,500 (255,891) (102,600)

ANNUAL REPORT 2013 31


STATEMENTS OF CASH FLOW
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2013 (CONT'D)

Group Company
2013 2012 2013 2012
Note RM RM RM RM

Cash Flows From Investing Activities


Interest received 86,766 54,183 - -
Proceeds from disposal of property,
plant and equipment 4,043,906 1,358,691 - -
Purchase of property, plant and
equipment 3(d) (6,821,734) (3,388,864) - -
Placement of fixed deposits with
licensed banks (485,612) - - -
Net cash used in investing activities (3,176,674) (1,975,990) - -

Cash Flows From Financing Activities


Drawdown/(Repayment) of trust receipts 4,502,917 (1,882,652) - -
Net change in subsidiaries’ balances - - 239,283 80,737
Repayment of bankers acceptance (39,388) (27,000) - -
Repayment of factoring facility (724,190) (94,177) - -
Repayment finance lease liabilities (139,229) (268,581) - -
Repayment of term loans (1,417,628) (1,856,557) - -
Net cash generated from/(used in)
financing activities 2,182,482 (4,128,967) 239,283 80,737

Group Company
2013 2012 2013 2012
RM RM RM RM

Net (decrease)/increase in cash and cash


equivalents (2,123,769) 1,497,543 (16,608) (21,863)
Effect of foreign exchange rates changes on
cash and cash equivalents (16,578) 9,625 - -
Cash and cash equivalents at beginning of the
financial year 2,945,584 1,438,416 19,653 41,516
Cash and cash equivalents at end of the
financial year 805,237 2,945,584 3,045 19,653

Cash and cash equivalents at end of the


financial year comprises:-
Cash and bank balances 1,072,852 3,220,031 3,045 19,653
Bank overdrafts (267,615) (274,447) - -
805,237 2,945,584 3,045 19,653

The accompanying notes from an integral part of the financial statements.

32 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013

1. Corporate Information

The principal activities of the Company are those of investment holding and the provision of management services
to its group of companies.

The principal activities of the subsidiary companies are disclosed in Note 5 to the financial statements.

There have been no significant changes in the nature of these activities during the financial year.

The Company is a public limited liability company, incorporated under the Companies Act, 1965 and domiciled in
Malaysia and is listed on the Main Market of Bursa Malaysia Securities Berhad.

The registered office of the Company is located at 51-13-A, Menara BHL Bank, Jalan Sultan Ahmad Shah, 10050
Penang.

The principal place of business of the Company is located at Lot 87, Persiaran 11, Kawasan Perusahaan Bakar
Arang, 08000 Sungai Petani, Kedah.

2. Basis of Preparation and Significant Accounting Policies

(a) Basis of accounting

The financial statements of the Group and the Company have been prepared under the historical cost
convention unless otherwise stated in the accounting policies below and in accordance with Malaysian
Financial Reporting Standards (“MFRSs”), International Financial Reporting Standards and the provisions of
the Companies Act, 1965 in Malaysia.

Accounting standards, amendments to accounting standards and interpretations that are effective for the
Group and the Company’s financial year beginning on or after 1 January 2013 are as follows:-

• MFRS 10, “Consolidated Financial Statements”


• MFRS 11 “Joint arrangements”
• MFRS 12, “Disclosures of Interests in Other Entities”
• MFRS 13, “Fair Value Measurement”
• The revised MFRS 127, “Separate Financial Statements”
• The revised MFRS 128, “Investments in Associates and Joint Ventures”
• Amendments to MFRS 101 “Presentation of items of other comprehensive income”
• Amendment to MFRS 119, “Employee benefits”
• Amendment to MFRS 7, “Financial Instruments: Disclosures”
• Amendments to MFRS 10, 11 & 12 “Consolidated Financial Statements, Joint Arrangements and
Disclosure of Interests in Other Entities: Transition Guidance”
• Annual improvements 2009 – 2011 Cycle
• IC Interpretation 20 “Stripping costs in the production phase of a surface mine”

The impact of the above accounting standards, amendments to accounting standards and interpretation
effective during the financial year is not material to the financial results and position of the Group and the
Company.

ANNUAL REPORT 2013 33


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(a) Basis of accounting (cont'd)

Accounting standards, amendments to accounting standards and interpretations that are applicable for the
Group and the Company in the following periods but are not yet effective:-

(i) Financial year beginning on/after 1 January 2014

Amendments to MFRS 132 Financial Instruments: Presentation

These amendments clarifies the meaning of “currently has a legally enforceable right of set-off” that
the right of set-off must be available today (not contingent on a future event) and legally enforceable
for all counterparties in the normal course of business and is not contingent on a future event. It
clarifies that some gross settlement mechanisms with features that are effectively equivalent to net
settlement will satisfy the MFRS 132 offsetting criteria.

Amendments to MFRS 136 Impairment of assets

These Amendments removed certain disclosures of the recoverable amount of CGUs which had been
included in MFRS 136 by the issuance of MFRS 13.

IC Interpretation 21 Levies

This Interpretation provides guidance that accounting for an obligation to pay a levy that is not income
tax. The interpretation clarifies that a liability to pay a levy is recognised when the obligating event
occurs. Obligating event is the event identified by the legislation that triggers the payment of the levy.

(ii) Financial year beginning on/after 1 January 2015

MFRS 9 Financial Instruments

This Standard addresses the classification and measurement of financial assets and financial
liabilities. All financial assets shall be classified into two measurement categories: those measured
as at fair value and those measured at amortised cost at initial recognition. This classification
depends on the Group’s business model for managing the financial assets and the contractual cash
flow characteristics of the instrument. The Standard retains most of the MFRS 139 requirements
for financial liabilities. The main change is that, in cases where the fair value option is taken for
financial liabilities, the part of a fair value change due to an entity’s own credit risk is recorded in other
comprehensive income, unless this creates an accounting mismatch.

The impact of MFRS 9 is still being assessed. Aside from the above mentioned, the adoption of the
accounting Standards, amendments to accounting standards and interpretations are not expected to
have a material impact to the financial statements of the Group and the Company.

Accounting standards, amendments to accounting standards and interpretations that are not relevant
and not yet effective for the Group and the Company are as follows:-

• Amendments to MFRS 139 Novation of Derivatives and Continuation of Hedge Accounting


• Amendments to MFRS 10, MFRS 12 and MFRS 127 “Investment Entities”

34 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(a) Basis of accounting (cont'd)

The Group and the Company plans to adopt the abovementioned MFRSs, IC Interpretations and amendments
to MFRSs which are relevant to the Group’s and to the Company’s operations when they become effective.

The Directors of the Group and of the Company anticipate that the application of the above MFRSs, IC
Interpretations and amendments to MFRSs will have no material impact on the financial statements of the
Group and of the Company.

(b) Functional and presentation currency

These financial statements are presented in Ringgit Malaysia (“RM”), which is the Company’s functional
currency.

(c) Significant accounting estimates and judgements

Estimates, assumptions concerning the future and judgements are made in the preparation of the financial
statements. They affect the application of the Group’s accounting policies, reported amounts of assets,
liabilities, income and expenses, and disclosures made. They are assessed on an on-going basis and are
based on historical experience and other relevant factors, including expectations of future events that are
believed to be reasonable under the circumstances.

The key assumptions concerning the future and other key sources of estimation or uncertainty at the balance
sheet date, that have a significant risk of causing a material adjustment to the carrying amounts of assets
and liabilities within the next financial year are set out below:-

(i) Estimation of fair value of properties

In the absence of current prices in an active market for similar properties, the Group considers
information from a variety of sources, including:-

(a) current prices in an active market for properties of a different nature, condition or location (or
subject to different lease or other contracts) adjusted to reflect those differences; or

(b) recent prices of similar properties based on less active market, with adjustments to reflect
any changes in economic conditions since the date of the transactions that occurred at those
prices.

(ii) Impairment of goodwill

The Group determines whether goodwill is impaired at least on an annual basis, in accordance with
the accounting policy stated in Note 2(h) to the financial statements. This requires an estimation of
the value in use of the cash-generating units to which the goodwill is allocated. Estimating the value
in use requires the Group to make an estimate of the expected future cash flows from the cash-
generating unit and also to choose a suitable discount rate in order to calculate the present value of
those cash flows.

(iii) Depreciation of property, plant and equipment

The costs of property, plant and equipment of the Group are depreciated on a straight-line basis
over the useful lives of the assets. Management estimates the useful lives of the property, plant
and equipment as disclosed in Note 2(e)(iii) to the financial statements. These are common life
expectancies applied in the industry. Changes in the expected level of usage and technological
developments could impact on the economic useful lives and the residual values of these assets,
therefore future depreciation charges could be revised.

ANNUAL REPORT 2013 35


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(c) Significant accounting estimates and judgements (cont'd)

(iv) Income taxes

There are certain transactions and computations for which the ultimate tax determination is uncertain
during the ordinary course of business. Significant judgement is involved especially in determining
tax base allowances and deductibility of certain expenses in determining the Group-wide provision
for income taxes. The Group recognised liabilities for expected tax issues based on estimates of
whether additional taxes will be due. Where the final tax outcome of these matters is different from
the amounts that were initially recognised, such differences will have impact on the income tax and
deferred tax provisions in the period in which such determination is made.

(v) Deferred tax asset

Deferred tax asset is recognised for unutilised tax losses to the extent that is probable that taxable
profit will be available in future against which tax losses can be utilised.

Significant management judgement is required to determine the amount of deferred tax asset that
can be recognised, based upon the likely timing and level of future taxable profits together with future
tax planning strategies.

(vi) Impairment of non financial assets

The Group assesses whether there are any indicators of impairment for all non-financial assets at
each reporting date. When such indicators exist, recoverable amounts of the cash-generating unit are
determined based on the value-in-use calculation. These calculations require the estimation of the
expected future cash flows from the cash generating unit and a suitable discount rate is applied in
order to calculate the present value of those cash flows.

(vii) Allowance for inventory write down

Allowance for inventory write down is made based on an analysis of the ageing profile and expected
sales patterns of individual items held in inventory. This requires an analysis of inventory usage based
on expected future sales transactions taking into account current market prices, useful lives of vehicle
models and expected cost to sell. Changes in the inventory ageing and expected usage profiles can
have an impact on the allowance recorded.

(d) Basis of consolidation

The consolidated financial statements include the financial statements of the Company and all its subsidiary
companies, which are made up to the end of the financial year.

Subsidiary companies are entities (including special purpose entities) over which the Group has power to
govern the financial and operating policies, generally accompanying a shareholding of more than one half
of the voting rights. The existence and effect of potential voting rights that are currently exercisable or
convertible are considered when assessing whether the Group controls another entity.

In the Company’s separate financial statements, investment in subsidiary companies is stated at cost less
impairment losses. On disposal of such investments, the difference between net disposal proceeds and their
carrying amount is included in the statements of profit or loss and other comprehensive income.

36 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(d) Basis of consolidation (cont'd)

The acquisition method of accounting is used to account for the acquisition of subsidiaries. The cost of an
acquisition is measured as the fair value of the assets given, equity instruments issued or liabilities incurred
or assumed at the date of exchange. Identifiable assets acquired and liabilities and contingent liabilities
assumed in a business combination are measured initially at their fair values on the date of acquisition,
irrespective of the extent of any non-controlling interest. Any cost directly attributable to the acquisition is
included in administrative expenses in profit and loss as incurred.

The excess of the cost of business combination over the Group’s interest in the net fair value of the identifiable
assets, liabilities and contingent liabilities is recognised as goodwill. If the cost of business combination is
less than the interest in the net fair value of the identifiable assets, liabilities and contingent liabilities, the
Group will:-

(a) reassess the identification and measurement of the acquiree’s identifiable assets, liabilities and
contingent liabilities and the measurement of the cost of the combination; and

(b) recognise immediately in profit or loss any excess remaining after that reassessment.

Subsidiaries are consolidated from the date on which control is transferred to the Group to the date on which
that control ceases.

Non-controlling interests that are present ownership interests and entitle their holders to a proportionate
share of the entity’s assets in the event of liquidation are measured at either the fair value or the present
ownership instruments’ proportionate share in the recognised amounts of the acquiree’s identifiable net
assets. All other components of non-controlling interests should be measured at their acquisition date fair
values. The choice of measurement basis is made on a transaction-by-transaction basis. Losses within a
subsidiary are attributed to the non-controlling interest even if that results in a deficit balance.

Where a business combination is achieved in stages, the Group’s previously held equity interest in the
acquiree is remeasured to fair value at the acquisition date when the Group attains control and the resulting
gain or loss, if any, is recognised in profit or loss. Amounts arising from interests in the acquiree prior to the
acquisition date that have previously been recognised in other comprehensive income are reclassified to
profit or loss where such treatment would be appropriate if that interest were disposed of.

When increases or decreases in ownership interests in subsidiaries that do not result in the Group losing
control over the subsidiaries are dealt with in equity and attributed to the owners of the parent, with no impact
on goodwill or profit or loss. When control of a subsidiary is lost as a result of a transaction, event or other
circumstance, the Group derecognises all assets, liabilities and non-controlling interests at their carrying
amounts. Any retained interest in the former subsidiary is recognised at its fair value at the date when control
is lost, with the resulting gain or loss being recognised in profit or loss.

Where the consideration transferred by the Group in a business combination includes assets or liabilities
resulting from a contingent consideration arrangement, the contingent consideration is measured at its
fair value on acquisition date. Changes in the fair value of the contingent consideration that qualify as
measurement period adjustments are adjusted retrospectively, with corresponding adjustments against
goodwill. Measurement period adjustments are adjustments that arise from additional information obtained
during the ‘measurement period’ (which cannot exceed one year from the acquisition date) about facts and
circumstances that existed at the acquisition date.

ANNUAL REPORT 2013 37


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(e) Property, plant and equipment

(i) Recognition and measurement

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated
impairment losses, except for the land and buildings of the Group which are stated at valuation less
accumulated depreciation and any accumulated impairment losses.

Land and buildings shown at valuation are based on valuation reports by external independent valuers.
Revaluations are performed at least once in every five years.

Surpluses arising on revaluation are credited to asset revaluation reserve. Any deficit arising from
revaluation is charged againts the revaluation reserve to the extent of a previous surplus held in the
asset revaluation reseerve for the same asset. In all other cases, a decrease in carrying amount is
recognised in statement of profit or loss and other comprehensive income.

The policy of recognition and measurement of impairment losses is in accordance with Note 2(h) to
the financial statements.

Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost
of self-constructed assets includes the cost of materials and direct labour, any other costs directly
attributable to bringing 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.

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 on the date of valuation between a willing buyer and a willing seller in an
arm’s length transaction after proper marketing 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.

When 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.

(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 costs of the day-to-day servicing of property,
plant and equipment are recognised in the statements of profit or loss and other comprehensive
income as incurred.

(iii) Depreciation

Depreciation is recognised in the statements of profit or loss and other comprehensive income on
a straight-line basis over the estimated useful lives of each part of an item of property, plant and
equipment.

38 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(e) Property, plant and equipment (cont'd)

(iii) Depreciation (cont'd)

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

Buildings 2% - 5%
Hostels 2%
Building improvements 2% - 10%
Machinery and factory equipment 10% - 20%
Furniture, fixtures and office equipment 10% - 20%
Motor vehicles 20%

Construction in progress is not depreciated. Leasehold land is amortised on a straight line method
over the period of the lease. Freehold land is not amortised as it has infinite life.

The depreciable amount is determined after deducting the residual value.

The residual values, useful lives and depreciation method are reviewed at each financial year end to
ensure that the amount, method of depreciation are the expected pattern of consumption of future
economic benefits embodied in the items of property, plant and equipment.

Gains or losses on disposals are determined by comparing net disposal proceeds with carrying
amount and are recognised in the statements of profit or loss and other comprehensive income. On
disposal of a revalued asset, the attributable revaluation surplus remaining in the revaluation reserve
is transferred to distribution reserve.

(f) Investment property

Investment property is a property which is held either to earn rental income or for capital appreciation
or for both. Such property is measured initially at cost, incuding transaction costs. Subsequent to initial
recognition, investment property is stated at fair value. Fair value is arrived at by reference to market evidence
of transaction prices for similar properties and is derived based on Director’s valuation by reference to the
existing market condition.

Gains or losses arising from changes in the fair values of investment property are recognised in statements
of profit or loss and other comprehensive income in the year in which they arise.

A property interest under an operating lease is classified and accounted for as an investment property on a
property-by-property basis when the Group holds it to earn rentals or for capital appreciation or for both. Any
such property interest under an operating lease classified as an investment property is carried at fair value.

Investment property is derecognised when either it has been disposed of or when it is permanently withdrawn
from use and no future economic benefit is expected from its disposal. Any gains or losses on the retirement
or disposal of an investment property are recognised in statements of profit or loss and other comprehensive
income in the year in which they arise.

ANNUAL REPORT 2013 39


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(g) Leases

(i) Finance leases

Leases of property, plant and equipment where the Group has substantially all the risks and
rewards of ownership are classified as finance leases. Finance leases are capitalised at the lease’s
commencement at the lower of the fair value of the leased property and the present value of the
minimum lease payments.

Each lease payment is allocated between the liability and finance charges so as to achieve a constant
rate of interest on the remaining balance of the liability. The corresponding rental obligations, net of
finance charges, are included in other long-term payables. The interest element of the finance cost
is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest
on the remaining balance of the liability for each period. The property, plant and equipment acquired
under finance leases is depreciated over the shorter of the useful life of the asset and the lease term.

(ii) Operating leases

Leases of assets where a significant portion of the risks and rewards of ownership are retained by
the lessor are classified as operating leases. Payments made under operating leases, net of any
incentives received from the lessor, are charged to profit or loss on the straight line basis over the
lease period.

Leasehold land which in substance is an operating lease is classified as prepaid lease payments.

(h) Impairment of non financial assets

The carrying values of assets are reviewed for impairment when there is an indication that the assets might
be impaired. If any such indication exists, impairment is measured by comparing the carrying values of the
assets with their recoverable amounts. The recoverable amount is the higher of an asset’s net selling price
and its value in use, which is measured by reference to discounted future cash flows. An impairment loss is
charged to the statements of profit or loss and other comprehensive income immediately.

Subsequent increase in the recoverable amount of an asset is treated as reversal of the previous impairment
loss and is recognised to the extent of the carrying amount of the asset that would have been determined
(net of amortisation and depreciation) had no impairment loss been recognised. The reversal is recognised
in the statements of profit or loss and other comprehensive income immediately.

(i) Inventories

Inventories are valued at the lower of cost and net realisable value after adequate allowance has been made
for all deteriorated, damaged, obsolete or slow-moving inventories.

Cost is determined using the weighted average method. The cost of raw materials comprises the original cost
of purchase plus the cost of bringing the stocks to its present location and condition.

Net realisable value is the estimate of the selling price in the ordinary course of business, less the costs of
completion and selling expenses.

40 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(j) Financial assets

Financial assets are recognised in the statements of financial position when the Group and the Company
have become a party to the contractual provisions of the instruments.

The Group classifies its financial assets as loan and receivables. The classification depends on the purpose
for which the financial assets were acquired. Management determines the classification of its financial
assets at initial recognition and re-evaluates this at every reporting date except for financial assets at fair
value through profit or loss.

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are
unquoted in an active market. They arise when the Group provides money, goods or services directly to a
debtor with no intention of trading the receivable. They are included in current assets, except for maturities
greater than 12 months after the reporting date. These are classified as non-current assets. Loans and
receivables are classified as trade and other receivables in the statements of financial position.

Subsequent to initial recognition, loans and receivables are carried at amortised cost using the effective
interest method. Gains and losses are recognised in statements of profit or loss and other comprehensive
income when the loans and receivables are derecognised or impaired, and through the amortisation process.

A financial asset is derecognised where the contractual right to receive cash flows from the asset has
expired. On derecognition of a financial asset in its entirety, the difference between the carrying amount and
the sum of the consideration received and any cumulative gain or loss that had been recognised in other
comprehensive income is recognised in statements of profit or loss and other comprehensive income.

(k) Impairment of financial assets

A financial asset is considered to be impaired if objective evidence indicates that one or more events have
had a negative effect on the estimated future cash flows of that asset. For an equity instrument, a significant
or prolonged declined in fair value below its cost is also considered objective evidence of impairment.

An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference
between its carrying amount, and the present value of the estimated future cash flows discounted at the
original effective interest rate.

Individually significant financial assets are tested for impairment on an individual basis. The remaining
financial assets are assessed collectively in groups that share similar credit risk characteristics.

All impairment losses are recognised in statements of profit or loss and other comprehensive income.

An impairment loss is reversed if the reversal can be related objectively to an event occurring after the
impairment loss was recognised. For financial assets measured at amortised costs, the reversal is recognised
in statements of profit or loss and other comprehensive income.

(l) Cash and cash equivalents

Cash and cash equivalents include cash and bank balances, deposits and other short term highly liquid
investments that are readily convertible to cash and are subject to insignificant risk of changes in value. For
the purpose of the statements of cash flow, cash and cash equivalents are presented net of bank overdrafts
and pledged deposits, if any.

ANNUAL REPORT 2013 41


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(m) Financial liabilities

Borrowings, trade and other payables are classified as financial liabilities in the statements of financial
position as there is a contractual obligation to make cash payments to another entity and is contractually
obliged to settle the liabilities in cash.

Financial liabilities are initially recognised at fair value plus transaction costs, and are subsequently measured
at amortised cost using the effective interest method, except when the Group designates the liabilities at
fair value through profit or loss. Financial liabilities are designated at fair value through profit or loss when:-

(i) they are acquired or incurred for the purpose of selling or repurchasing in the near term;
(ii) the designation eliminates or significantly reduces measurement or recognition inconsistencies that
would otherwise arise from measuring financial liabilities or recognising gains or losses on them; or
(iii) the financial liability contain an embedded derivative that would need to be separately recorded.

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.

(n) Equity instruments

Ordinary shares are classified as equity. Dividends on ordinary shares are recognised in equity in the period
in which they are declared.

The transaction costs of an equity transaction are accounted for as a deduction from equity, net of tax.
Equity transaction costs comprise only those incremental external costs directly attributable to the equity
transaction which would otherwise have been avoided.

(o) Provision

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.

When the Group expects a provision to be reimbursed (for example, under an insurance contract), the
reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain.

(p) Borrowing costs

Borrowing costs which are not eligible for capitalisation are recognised as an expense in the statements of
profit or loss and other comprehensive income in the period in which they are incurred.

(q) Foreign currencies

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing
at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of
such transactions and from the translation at year-end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in the statements of profit or loss and other comprehensive
income.

42 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(q) Foreign currencies (cont'd)

Translation differences on non-monetary items, such as financial assets held for trading held at fair value
through profit or loss, are reported as part of the fair value gain or loss. Translation differences on non
monetary items, such as equities classified as available-for-sale financial assets, are included in the exchange
fluctuation reserve in the equity.

The closing exchange rates used for each unit of the main foreign currency in the Group are:-

2013 2012
RM RM

United States Dollar (“USD”) 3.2815 3.0583


Singapore Dollar (“SGD”) 2.5943 2.5030
Japanese Yen (“JPY”) 0.0313 0.0356
Thailand Baht (“THB”) 0.0983 0.1000

(r) Revenue recognition

Revenue is recognised when it is probable that the economic benefits will flow to the Group and the Company
and when the revenue can be measured reliably, on the following bases:-

(i) Goods sold and services rendered

Revenue from sale of goods is measured at the fair value of the consideration received or receivable,
net of returns and discounts and is recognised in the statements of profit or loss and other
comprehensive income when significant risks and rewards of the ownership have been transferred to
the customers.

(ii) Interest income

Interest income is recognised on a time proportion basis that takes into account the effective yield
on the asset.

(iii) Management fee income

Management fee income is recognised on the accrual basis.

(s) Employee benefits

(i) Short term employee benefits

Salaries, wages, bonuses and social security contributions are recognised as an expense in the year
in which the associated services are rendered by employees of the Group. Short term accumulating
compensated absences such as paid annual leave are recognised when services are rendered
by employees that increase their entitlement to future compensated absences. Short term non-
accumulating compensated absences such as sick and medical leave are recognised when the
absences occur. Non-monetary benefits such as medical care, housing, and other staff related
expenses are charged to the statements of profit or loss and other comprehensive income as and
when incurred.

The expected cost of accumulating compensated absences is measured as additional amount


expected to be paid as a result of the unused entitlement that has accumulated at the reporting date.

ANNUAL REPORT 2013 43


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(s) Employee benefits (cont'd)

(ii) Defined contribution plans

As required by law, companies in Malaysia make contributions to the Employees Provident Fund
(“EPF”). Such contributions are recognised as an expense in the statements of profit or loss and other
comprehensive income as incurred.

(iii) Share-based compensation

The Company’s Employee Share Option Scheme (“ESOS”), an equity-settled, share-based compensation
plan, allows the Group’s employees to acquire ordinary shares of the Company. The total fair value
of share options granted to employees is recognised as an employee cost with a corresponding
increase in the share option reserve within equity over the vesting period and taking into account
the probability that the options will vest. The fair value of share options is measured at grant date,
taking into account, if any, the market vesting conditions upon which the options were granted but
excluding the impact of any non-market vesting conditions. Non-market vesting conditions are included
in assumptions about the number of options that are expected to become exercisable on vesting date.

At the end of each reporting period, the Group revises its estimates of the number of options that
are expected to become exercisable on vesting date. It recognises the impact of the revision of
original estimates, if any, in the statements of profit or loss and other comprehensive income, and a
corresponding adjustment to equity over the remaining vesting period. The equity amount is recognised
in the share option reserve until the option is exercised, upon which it will be transferred to share
premium, or until the option expires, upon which it will be transferred directly to retained profits.

The proceeds received net of any directly attributable transaction costs are credited to share capital
(nominal value) and share premium when the options are exercised.

(t) Income taxes

Income tax on the profit or loss for the financial year comprises current and deferred tax. Current tax is
the expected amount of income taxes payable in respect of the taxable profit for the financial year and is
measured using the tax rates that have been enacted at the reporting date.

Deferred tax is recognised on the liability method for all temporary differences between the carrying amount
of an asset or liability in the statements of financial position and its tax base at the reporting date. Deferred
tax liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised
for all deductible temporary differences, unused tax losses and unused tax credits to the extent that it
is probable that future taxable profit will be available against which the deductible temporary differences,
unused tax losses and unused tax credits can be utilised. Deferred tax is not recognised if the temporary
difference arises from goodwill or negative goodwill or from the initial recognition of an asset or liability in a
transaction which is not a business combination and at the time of the transaction, affects neither accounting
profit nor taxable profit.

Deferred tax asset and liability is measured at the tax rates that are expected to apply to the period when
the asset is realised or the liability is settled, based on the tax rates that have been enacted or substantively
enacted by the reporting date. The carrying amount of a deferred tax asset is reviewed at each reporting date
and is reduced to the extent that it becomes probable that sufficient future taxable profit will be available.

Deferred tax is recognised in the statements of profit or loss and other comprehensive income, except when
it arises from a transaction which is recognised directly in equity, in which case the deferred tax is also
charged or credited directly in equity, or when it arises from a business combination that is an acquisition, in
which case the deferred tax is included in the resulting goodwill or negative goodwill.

44 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

2. Basis of Preparation and Significant Accounting Policies (cont'd)

(u) Earnings per share

The Group presents basic 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 and ordinary shares that will be issued upon the
conversion of mandatorily convertible instruments from the date the contract is entered into.

(v) Operating segments

For management purposes, the Group is organised into operating segment based on their business activities.
An operating segment’s operating results are reviewed regularly by the chief operating decision maker, who
will make decisions to allocate resources to the segments and assess the segment performance.

ANNUAL REPORT 2013 45


46
3. Property, Plant and Equipment

At valuation At cost
Furniture,
Short term Machinery fixtures and
Freehold leasehold Factory and factory office Motor Construction
land land buildings Hostels equipment equipment vehicle in progress Total
Group RM RM RM RM RM RM RM RM RM

Cost
At 1 January 2013 2,016,907 1,530,000 7,351,147 748,000 71,987,441 5,932,471 2,189,661 - 91,755,627
31 DECEMBER 2013 (CONT'D)

Additions - - - - 3,618,049 46,254 388,109 2,769,322 6,821,734

AE MULTI HOLDINGS BERHAD (539777-D)


Reclassified to asset held
for sale - (1,530,000) (4,800,000) - - - - - (6,330,000)
Disposal - - - (295,000) (3,237,173) - (229,698) - (3,761,871)
Foreign currency translation (7,304) - (85,764) - (503,056) (12,459) (15,786) 34,394 (589,975)
At 31 December 2013 2,009,603 - 2,465,383 453,000 71,865,261 5,966,266 2,332,286 2,803,716 87,895,515

Accumulated depreciation
At 1 January 2013 - 74,298 363,453 33,381 63,318,573 5,541,139 1,924,764 - 71,255,608
Charge for the financial year - 38,337 362,937 17,405 2,163,027 73,972 107,485 - 2,763,163
Reclassified to asset held
NOTES TO THE FINANCIAL STATEMENTS

for sale - (112,635) (358,973) - - - - - (471,608)


Disposal - - - (17,404) (47,624) - (22,877) - (87,905)
Foreign currency translation - - (42,927) - (375,140) (10,617) (16,670) - (445,354)
At 31 December 2013 - - 324,490 33,382 65,058,836 5,604,494 1,992,702 - 73,013,904

Carrying amount
At 31 December 2013 2,009,603 - 2,140,893 419,618 6,806,425 361,772 339,584 2,803,716 14,881,611
3. Property, Plant and Equipment (cont'd)

At valuation At cost
Furniture,
Short term Machinery fixtures and
Freehold leasehold Factory and factory office Motor
land land buildings Hostels equipment equipment vehicle Total
Group RM RM RM RM RM RM RM RM

Cost
At 1 January 2012 2,006,767 1,530,000 7,338,321 748,000 64,978,660 5,863,865 2,053,460 84,519,073
31 DECEMBER 2013 (CONT'D)

Reclassified from assets


held for sale - - - - 5,156,946 - - 5,156,946
Additions - - - - 3,263,609 58,027 132,507 3,454,143
Disposal - - - - (1,531,209) - - (1,531,209)
Foreign currency translation 10,140 - 12,826 - 119,435 10,579 3,694 156,674
At 31 December 2012 2,016,907 1,530,000 7,351,147 748,000 71,987,441 5,932,471 2,189,661 91,755,627

Accumulated depreciation
At 1 January 2012 - 35,961 112,819 15,976 57,708,913 5,356,644 1,847,714 65,078,027
Reclassified from assets
held for sale - - - - 2,664,909 - - 2,664,909
NOTES TO THE FINANCIAL STATEMENTS

Charge for the financial year - 38,337 251,538 17,405 2,972,857 176,364 73,049 3,529,550
Disposal - - - - (130,645) - - (130,645)
Foreign currency translation - - (904) - 102,539 8,131 4,001 113,767
At 31 December 2012 - 74,298 363,453 33,381 63,318,573 5,541,139 1,924,764 71,255,608

Carrying amount
At 31 December 2012 2,016,907 1,455,702 6,987,694 714,619 8,668,868 391,332 264,897 20,500,019

ANNUAL REPORT 2013


47
NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

3. Property, Plant and Equipment (cont'd)

(a) The landed properties were revalued by Raine & Horne, International Zaki & Partners Sdn. Bhd., an independent
professional valuer on 15 December 2006. The valuation was updated by another independent valuers, CH
Williams Talhar & Wong Sdn. Bhd. and World Valuation Co., Ltd. on 31 January 2011 and 29 December 2011
respectively. Fair value is determined by reference to the open market values on an existing use basis.

Had the revalued landed properties been included in the financial statements at historical cost, the carrying
amount of the landed properties would have been as follows:-

Group
2013 2012
RM RM

At carrying amount
Freehold land 175,000 175,000
Short term leasehold land - 189,951
Factory buildings 1 5,735,925
Hostels 507,059 521,167

The remaining period of the lease term is 37 (2012: 38) years.

(b) The carrying amount of property, plant and equipment of the Group have been pledged to licensed banks
as securities for credit facilities granted to subsidiary companies as disclosed in Note 16 to the financial
statements are as follows:-

Group
2013 2012
RM RM

Freehold land 2,009,603 2,016,907


Short term leasehold land - 1,455,702
Factory buildings and hostels 7,217,972 7,274,726
9,227,575 10,747,335

(c) The carrying amount of property, plant and equipment of the Group acquired under finance lease liabilities
and have been pledged to licensed banks as securities for credit facilities granted to subsidiary companies
as disclosed in Note 15 to the financial statements are as follows:-

Group
2013 2012
RM RM

Motor vehicles 147,760 213,983

48 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

3. Property, Plant and Equipment (cont'd)

(d) The aggregate additional cost for the property, plant and equipment of the Group during the financial year
under hire purchase and cash payment are as follows:-

Group
2013 2012
RM RM

Aggregate costs 6,821,734 3,454,143


Hire purchase financing - (65,279)
Cash payments 6,821,734 3,388,864

4. Investment Properties

Group
2013 2012
RM RM

Short term leasehold land, at fair value


At 1 January/31 December 600,000 600,000

The short term leasehold land is pledged to a licensed bank as security for banking facilities granted to subsidiary
companies.

Short term leasehold land refers to a land with an unexpired lease period of less than fifty years determined as at
the end of the reporting date.

The investment property has not been rented out and the related direct operating expenses are insignificant.

The short term leasehold land was revalued on 31 January 2011 by CH Williams Talhar & Wong, an independent
valuer based on the open market value basis.

5. Investment in Subsidiary Companies

(a) Investment in subsidiary companies

Company
2013 2012
RM RM

In Malaysia
Unquoted shares, at cost 35,971,924 35,971,924
Accumulated impairment losses:-
At 1 January 26,718,924 360,000
Impairment loss during the year 13,312 26,358,924
At 31 December (26,732,236) (26,718,924)
9,239,688 9,253,000

ANNUAL REPORT 2013 49


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

5. Investment in Subsidiary Companies (cont'd)

(b) The subsidiary companies and shareholdings therein are as follows:-

Country of Effective
Name of company incorporation interest Principal activities
2013 2012
% %
Direct holding:-

AE Corporation (M) Sdn. Bhd. Malaysia 100 100 Manufacture and sale of printed circuit
boards and its related products and
provision of technical services.

AE Multi Industries Sdn. Bhd. Malaysia 100 100 Sourcing and reselling of printed circuit
boards and related products, electronic
and telecommunication components.

Indirect holding:-

Subsidiary company of AE
Corporation (M) Sdn. Bhd. :-
* Amallion Enterprise Thailand 100 100 Manufacture and sale of printed circuit
(Thailand) Corporation Ltd. boards and its related products and
provision of technical services.

* Audited by another member firm of Morison International which is a separate and independent legal entity
from Morison Anuarul Azizan Chew.

6. Assets Held For Sale

Group
2013 2012
Note RM RM

At carrying amount
At 1 January - 2,492,037
Transfer from property, plant and equipment 3 5,858,392 -
Transfer back to property, plant and equipment 3 - (2,492,037)
At 31 December 5,858,392 -

During the financial year, a sale and purchase agreement was entered into to dispose off the leasehold land and
factory buildings of the Group for a total consideration of RM4,000,000. This disposal is expected to complete within
next twelve months upon fulfillment of all conditions precedent of the sale and purchase agreement. Leasehold
land and factory buildings amounted to RM1,417,365 and RM4,441,027 respectively have been held for sale.
Accordingly, these assets are classified as asset held for sale.

Asset held for sale of the Group have been pledged to licensed banks as securities for credit facilities granted to
subsidiary companies as disclosed in Note 16 to the financial statements.

50 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

7. Inventories

Group
2013 2012
RM RM

At cost:-
Raw materials 11,779,660 12,223,626
Work-in-progress 2,845,576 2,857,973
Finished goods 4,522,909 3,282,437
Consumables 178,817 303,017
19,326,962 18,667,053

8. Trade Receivables

Group
2013 2012
RM RM

Trade receivables 9,746,786 9,948,032


Impairment for trade receivables (144,809) (123,216)
Trade receivables, net 9,601,977 9,824,816

The Group’s normal trade credit term range from 30 to 90 days (2012: 30 to 90 days). Other credit terms are
assessed and approved on a case to case basis.

The Group has no significant concentration of credit risk that may arise from exposure to a single receivable or
to groups of receivables except for the amount owing by 1 major customer amounting to RM2,462,381 (2012:
RM1,293,244) which accounts for 25% (2012: 13%) of the total trade receivables of the Group.

Ageing analysis of trade receivables

The ageing analysis of the Group’s trade receivables is as follows:-

Group
2013 2012
RM RM

Neither past due or impaired 3,936,881 5,780,237

1 - 90 days past due but not impaired 5,490,514 3,371,172


91 - 180 days past due but not impaired 319,391 796,623
5,809,905 4,167,795
Fully impaired (144,809) (123,216)
9,601,977 9,824,816

ANNUAL REPORT 2013 51


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

8. Trade Receivables (cont'd)

The trade receivables that are impaired

Group
2013 2012
RM RM

Individually (144,809) (123,216)

Allowance for impairment


At 1 January 123,216 -
Allowance made 21,593 123,216
At 31 December 144,809 123,216

Trade receivables that are neither past due nor impaired are creditworthy debtors with good payment records with
the Group. These debtors are mostly long term customers with no history of default in payments.

The Group’s trade receivables of RM5,809,905 (2012: RM4,167,795) that are past due at the reporting date but
not impaired relate mainly to customers who have never defaulted on payments but are slow paymasters hence,
periodically monitored. None of the trade receivables that are past due but not impaired have been renegotiated
during the financial year.

The currency exposure profiles of trade receivables are as follows:-

Group
2013 2012
RM RM

Ringgit Malaysia 755,767 1,554,210


Thai Baht 5,803,946 5,981,762
United States Dollar 3,042,264 2,288,844
9,601,977 9,824,816

9. Other Receivables

Group Company
2013 2012 2013 2012
RM RM RM RM

Other receivables 2,132,359 879,738 3,237 3,237


Deposits 980,193 497,825 - -
Prepayments 2,394,844 924,691 - -
Value added tax recoverable 188,337 57,933 - -
5,695,733 2,360,187 3,237 3,237
Less: Impairment loss (956) - (956) -
5,694,777 2,360,187 2,281 3,237

52 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

9. Other Receivables (cont'd)

The currency exposure profiles of other receivables are as follows:-


Group Company
2013 2012 2013 2012
RM RM RM RM

Ringgit Malaysia 3,884,012 1,056,548 2,281 3,237


Thai Baht 1,810,765 1,208,481 - -
United States Dollar - 95,158 - -
5,694,777 2,360,187 2,281 3,237

10. Amount Owing by/(to) Subsidiary Companies

These represent unsecured interest free advances which are repayable on demand.

The currency exposure profiles of amount owing by/(to) subsidiary companies are as follows:-

Company
2013 2012
RM RM

Amount owing by subsidiary companies:-


Ringgit Malaysia 13,107,631 13,211,914
Thai Baht 4,111,476 4,127,222
17,219,107 17,339,136

Amount owing to subsidiary companies:-


Ringgit Malaysia 314,740 179,740

11. Fixed Deposits with Licensed Banks

The currency exposure profiles of fixed deposit with a licensed bank is as follows:-

Group
2013 2012
RM RM

Thai Baht 2,703,507 2,250,922

The fixed deposits interests range between 1.25% and 2.25% (2012: 1.25% to 2.25%) per annum with a maturity of
3 to 6 months (2012: 3 to 6 months).

The carrying amount of fixed deposit of the Group has been pledged to licensed banks as securities for credit
facilities granted to the subsidiary company as disclosed in Note 16 to the financial statements.

ANNUAL REPORT 2013 53


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

12. Cash and Bank Balances

The currency exposure profiles of cash and bank balances are as follows:-

Group Company
2013 2012 2013 2012
RM RM RM RM

Ringgit Malaysia 301,842 155,396 3,045 19,653


Thai Baht 632,919 819,085 - -
United States Dollar 138,091 2,245,550 - -
1,072,852 3,220,031 3,045 19,653

13. Trade Payables

The currency exposure profiles of trade payables are as follows:-

Group
2013 2012
RM RM

Ringgit Malaysia 42,922 122,221


Thai Baht 5,287,569 2,297,936
United States Dollar 814,719 3,234,033
Singapore Dollar 30,206 46,804
Japanese Yen 39,912 106,639
6,215,328 5,807,633

The normal trade credit terms granted to the Group range from 30 to 90 days (2012: 30 to 90 days).

14. Other Payables

Group Company
2013 2012 2013 2012
RM RM RM RM

Other payables 3,097,521 3,319,948 30,953 62,390


Accruals 879,572 902,582 212,753 290,196
3,977,093 4,222,530 243,706 352,586

Included in the other payables of the Group is an amount of RMNil (2012: RM1,348,679) due to a Director of the
Company. The amount owing to a Director is unsecured, interest free advances which are repayable on demand.

54 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

14. Other Payables (cont'd)

The currency exposure profiles of other payables are as follows:-

Group Company
2013 2012 2013 2012
RM RM RM RM

Ringgit Malaysia 1,666,332 2,130,074 243,706 352,586


Thai Baht 1,299,930 1,759,699 - -
United States Dollar 1,010,831 170,691 - -
Singapore Dollar - 124,860 - -
Japanese Yen - 37,206 - -
3,977,093 4,222,530 243,706 352,586

15. Finance Lease Liabilities


Group
2013 2012
RM RM

(a) Minimum finance lease liabilities payments


Within one year 118,140 66,457
Between one and five years 220,495 118,124
338,635 184,581
Future finance charges (28,601) (14,569)
Present value of finance lease liabilities 310,034 170,012

(b) Present value of finance lease liabilities


Within one year 107,921 58,066
Between one and five years 202,113 111,946
310,034 170,012

Analysed as:-
Repayable within twelve months 107,921 58,066
Repayable after twelve months 202,113 111,946
310,034 170,012

The effective interest rates of the Group are between 2.35% and 2.63% (2012: 2.35% and 2.63%) per annum.

The finance lease liabilities are secured over the leased assets as disclosed in Note 3(c) to the financial statements.

The currency exposure profiles of finance lease liabilities are as follows:-

Group
2013 2012
RM RM

Ringgit Malaysia 64,646 94,649


Thai Baht 245,388 75,363
310,034 170,012

ANNUAL REPORT 2013 55


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

16. Bank Borrowings

Group
2013 2012
RM RM

Secured
Term loans 5,959,836 7,377,463
Bank overdraft 267,615 274,447
Banker acceptance - 206,000
Factoring 354,727 1,107,121
Promissory note 2,457,725 2,501,125
Trust receipts 14,627,767 10,361,962
Total bank borrowings 23,667,670 21,828,118

Analysed as follows:-

Repayable within twelve months


Secured
Term loans 5,959,836 2,369,039
Bank overdraft 267,615 274,447
Banker acceptance - 206,000
Factoring 354,727 1,107,121
Promissory note 2,457,725 2,501,125
Trust receipts 14,627,767 10,361,962
23,667,670 16,819,694

Repayable after twelve months


Secured
Term loans - 5,008,424
23,667,670 21,828,118

The bank borrowings are secured on the following:-



(i) legal charges over the land, factory buildings and certain hostels;

(ii) debenture by way of fixed and floating charges over the assets, both present and future;

(iii) corporate guarantee by the Company;

(iv) facility agreement for RM6,000,000 and RM9,000,000;

(v) joint and several guarantee of certain Directors of the Company; and

(vi) pledge of fixed deposit.

56 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

16. Bank Borrowings (cont'd)

Maturity of borrowings is as follows:-

Group
2013 2012
RM RM

Within one year 23,667,670 16,819,694


Between one and two years - 2,810,715
Between two and five years - 2,197,709
23,667,670 21,828,118

The weighted average effective interest rate is as follows:-

Group
2013 2012
% %

Term loans 4.79 - 8.35 8.10 - 8.35


Bank overdraft 7.38 - 7.75 8.60
Banker acceptance - 5.39 - 5.50
Factoring 7.25 - 8.38 3.75 - 8.38
Promissory note 6.75 - 7.25 7.13
Trust receipts 4.12 - 4.79 3.15

The currency exposure profiles of bank borrowings are as follows:-

Group
2013 2012
RM RM

Ringgit Malaysia 6,227,451 7,952,560


Thai Baht 2,812,452 3,911,002
United States Dollar 14,627,767 9,964,556
23,667,670 21,828,118

17. Share Capital

Number of ordinary shares of


RM0.50 each Amount
2013 2012 2013 2012
RM RM

Authorised share capital


At 1 January/31 December 200,000,000 200,000,000 100,000,000 100,000,000

Issued and fully paid


At 1 January/31 December 94,375,500 94,375,500 47,187,750 47,187,750

ANNUAL REPORT 2013 57


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

18. Share Premium

Group/Company
2013 2012
RM RM

Share premium 5,765,722 5,765,722

Employee Share Option Scheme (“ESOS”)

The Company’s Employee Share Option Scheme (“ESOS”) is governed by the By-Laws which were approved by the
shareholders at an Extraordinary General Meeting held on 28 June 2004. The ESOS which expired on 24 November
2009 was extended for another five years expiring on 24 November 2014 pursuant to By-Law 19 of the scheme.

The salient features of the ESOS are as follows:-

(i) Eligible employees are those employees who are at least eighteen years of age on the date of offer. Eligible
employees also include executive Directors who have been confirmed and employed full-time by and on the
payroll of any company in the Group. Whilst for non-executive Directors, they must be a member of the Board
of Directors of a company(ies) comprised in the Group.

(ii) The total number of shares to be offered under the ESOS shall not exceed 10% of the issued and paid-up
share capital of the Company at any point of time during the duration of ESOS.

(iii) The option is personal to the grantee and is non-assignable, non-transferable, non-chargeable and non-
disposable in any manner whatsoever.

(iv) The exercise price shall be at a discount of not more than 10% from the weighted average market price of the
shares as shown in the daily official list issued by the Bursa Malaysia Securities Berhad for the five market
days preceding the date of offer or the par value of the ordinary shares, whichever is higher.

(v) The ESOS is for a period of five years from the date of the last approval of the relevant authorities subject
however to any extension or renewal of the ESOS for another five years only at the discretion of the Option
Committee.

There are no share options granted and exercised during the financial year.

19. Reserves

Group
2013 2012
RM RM

Non-distributable:-
Asset revaluation reserve
At 1 January 2,105,419 2,116,561
Realisation upon depreciation (2,624) (14,334)
Foreign currency translation difference - 3,192
At 31 December 2,102,795 2,105,419

Foreign currency translation reserve


At 1 January 410,958 330,333
Current year’s exchange fluctuation (294,685) 80,625
At 31 December 116,273 410,958
2,219,068 2,516,377

The movements in the reserves are reflected in the statements of changes in equity.

58 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

20. Deferred Taxation Liabilities

Group
2013 2012
RM RM

At 1 January 341,160 347,334


Recognised in statements of profit or loss and other comprehensive income (238,763) -
Over provision in prior year - (6,190)
Foreign currency translation difference - 16
At 31 December 102,397 341,160

21. Revenue

Group Company
2013 2012 2013 2012
RM RM RM RM

Manufacturing sales 43,114,674 47,304,393 - -


Provision of technical services - 2,431,926 - -
Management fee from subsidiaries - - 100,000 100,000
43,114,674 49,736,319 100,000 100,000

22. Other Income

Group Company
2013 2012 2013 2012
RM RM RM RM

Gain on disposal of property, plant and


equipment 369,940 - - -
Interest income 86,766 54,183 - -
Miscellaneous income 36,000 80,896 - -
Realised gain on foreign exchange 182,349 19,248 - -
Scrap sales 208,581 457,450 - -
Unrealised gain on foreign exchange 196,706 - - 17,067
1,080,342 611,777 - 17,067

ANNUAL REPORT 2013 59


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

23. Finance Costs

Group
2013 2012
RM RM

Interest expense on:-


Bank overdrafts 20,409 30,635
Banker acceptance and trust receipts 2,425,424 406,152
Factoring 6,149 115,438
Finance lease liabilities 21,827 11,467
Promissiory note 167,839 179,690
Term loans 1,019,511 696,550
Others 168,232 122,098
3,829,391 1,562,030

24. Profit/(Loss) Before Taxation

Profit/(Loss) before taxation is derived after charging/(crediting):-

Group Company
2013 2012 2013 2012
RM RM RM RM

Auditors’ remuneration:-
- current year 40,200 54,200 20,000 34,000
- other services - 10,000 - 10,000
- other auditors 10,173 8,665 - -
Bad debt written off 9,667 - - -
Depreciation of property, plant and
equipment 2,763,163 3,529,550 - -
Impairment loss for trade receivables 21,593 123,216 - -
Impairment loss for other receivables 956 - 956 -
Impairment loss for investment in
subsidiary companies - - 13,312 26,358,924
Lease expenses - 1,074,050 - -
Loss on disposal of property, plant and
equipment - 41,873 - -
Realised loss on foreign exchange 9,761 102,930 - -
Rental of plant and equipment 19,181 12,442 - -
Rental of premises 16,471 9,126 - -
Research and development expenses 11,833 15,009 - -
Unrealised loss on foreign exchange - - 15,746 -

60 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

25. Taxation

Group Company
2013 2012 2013 2012
RM RM RM RM

Current income tax


Current financial year
- Foreign 65,759 30,829 - -
Over provision in prior year
- Malaysia (42,020) - - -
23,739 30,829 - -

Deferred tax
Relating to origination and reversal of
temporary differences - -
- Malaysia (238,763) (4,427) - -
- Foreign - (1,763) - -
(238,763) (6,190) - -
Tax (saving)/expense for the financial year (215,024) 24,639 - -

Income tax is calculated at the Malaysian statutory tax rate of 25% (2012: 25%) of the estimated assessable profit/
(loss) for the financial year.

A reconciliation of income tax expense applicable to profit/(loss) before taxation at the statutory income tax rate to
income tax expense at the effective income tax rate of the Group and of the Company is as follows:-

Group Company
2013 2012 2013 2012
RM RM RM RM

Profit/(Loss) before taxation 457,176 (741,486) (177,025) (26,628,983)

Taxation at Malaysian statutory tax rate


of 25% (2012: 25%) 114,294 (185,372) (44,256) (6,657,246)
Expenses not deductible for tax purposes 262,423 320,375 44,256 6,661,513
Income not subject to tax - (4,267) - (4,267)
Crystalisation of deferred tax liabilities on
amortisation on revalued properties - (6,189) - -

Utilisation of previously unrecognised


deferred tax assets (535,994) (96,255) - -
Over provision of current taxation in prior
year (42,020) - - -
Deferred tax asset not recognised 2,713 - - -
Effect of different tax rates in other
countries (16,440) (3,653) - -
Tax (saving)/expense for the financial
year (215,024) 24,639 - -

The Company has unabsorbed tax losses amounting to approximately RM10,495,000 (2012: RM10,944,000),
unutilised capital allowances amounting to approximately RM6,692,000 (2012: RM9,084,000) and unabsorbed
reinvestment allowances amounting approximately RM16,938,000 (2012: RM16,938,000) available for carry
forward to set-off against future taxable profits. The said amounts are subject to approval by the tax authorities.

ANNUAL REPORT 2013 61


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

26. Profit/(Loss) Per Share

(a) Basic profit/(loss) per share

The basic profit/(loss) per share has been calculated based on the consolidated profit/(loss) after taxation
for the financial year attributable to owners of the parent of RM672,200 (2012: RM766,125) for the Group
and the weighted average number of ordinary shares in issue during the financial year of 94,375,500 (2012:
94,375,500) are as follows:-

Group
2013 2012
RM RM

Net profit/(loss) for the financial year attributable to owners of the parent 672,200 (766,125)

Weighted average number of ordinary shares in issue 94,375,500 94,375,500

(b) Fully diluted profit/(loss) per share

Diluted profit/(loss) per share has not been computed as the effect of the share options under ESOS is
anti-dilutive in nature.

27. Staff Costs

Group Company
2013 2012 2013 2012
RM RM RM RM

Staff costs (excluding Directors) 4,519,761 6,784,856 - 56,047

Included in the staff costs above are contributions made to the Employees Provident Fund under a defined contribution
plan for the Group and the Company amounting to RM168,940 and RM Nil (2012: RM185,130 and RM3,840)
respectively.

28. Key Management Personnel Compensation

Group Company
2013 2012 2013 2012
RM RM RM RM

Short-term employee benefits


- Fees - 138,333 110,000 138,333
- Salaries and other emoluments 236,374 436,322 19,500 12,000
- Estimated monetary value of
benefits-in-kinds - 35,281 - -
236,374 609,936 129,500 150,333
Post employment benefits
- Defined contribution plan 4,440 4,371 - -
240,814 614,307 129,500 150,333

Key management personnel comprise Directors and Executives of the Company, who have authority and responsibility
for planning, directing and controlling the activities of the Company either directly or indirectly.

62 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

29. Contingent Liabilities

Company
2013 2012
RM RM

Unsecured corporate guarantees in respect of banking facilities granted to


subsidiary companies 15,100,000 14,303,000

30. Capital Commitments

Company
2013 2012
RM RM

Authorised and contracted but not provided for:-


Property, plant and equipment - 1,485,787

31. Significant Event

On 27 June 2013, a subsidiary company of AE Multi Holdings Berhad (“AEM”), namely Amallion Enterprise (Thailand)
Corporation Ltd. entered into a sale and purchase agreement with Mr. Pisit Phichiensaveatthara to purchase a
piece of industrial land and factory building known as No. 673 located under the Title Deed No. 85428 Serial
No. 365 covering 2-0-88 rais, in Bangpoo Industrial Estate Soi 4E, (EPZ) Plot no. E-24 Sukhumvit Road, Tambol
Prakasa, Amphur Muang Samutprakarn, Samutprakarn Province, covering the building area of 15 metre x 33 metre
approximately 495 square metres and land area of 50,770 square feet for a total consideration of THB18,000,000
equivalent to approximately RM1,800,000.

ANNUAL REPORT 2013 63


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

32. Segment Information – Group

Segment information is primarily presented in respect of the Group’s business segment which is based on the
Group’s management and internal reporting structure.

The reportable business segments of the Group comprise the following:-

Printed circuit boards : Manufacture and sale of printed circuit boards and its related
products and provision of technical services.

Electronic products : Assembly and trading of electronic products and


telecommunication components and accessories.

Investment holding : Investment holding and the provision of management services.

Segment revenue, results, assets and liabilities include items directly attributable to a segment and those where a
reasonable basis of allocation exists. Inter-segment revenues are eliminated on consolidation.

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.

The total of segment assets is measured based on all assets (including goodwill) of a segment, as included in the
internal management reports that are reviewed by the Group’s Executive Directors. Segment total assets are used
to measure the return of assets of each segment.

The total of segment liabilities is measured based on all liabilities of a segment, as included in the internal
management reports that are reviewed by the Group’s Executive Directors.

The accounting policies of the segments are consistent with the accounting policies of the Group.

64 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

32. Segment Information – Group (cont'd)

Printed Inter-
Circuits Electronic Investment segment
Boards Products Holding Eliminations Total
2013 RM RM RM RM RM

Revenue
Total Revenue 43,114,674 589,391 100,000 (689,391) 43,114,674

Results
Segment profit/(loss) 849,850 (13,937) (163,713) - 672,200
Included in the segment profit/
(loss) are:-
Depreciation of property, plant
and equipment (2,758,074) (5,089) - - (2,763,163)
Impairment loss for trade
receivables (21,593) - - - (21,593)
Impairment loss for other
receivables - - (956) - (956)
Loss on disposal of property,
plant and equipment 369,940 - - - 369,940
Interest income 86,766 - - - 86,766
Finance costs (3,805,217) (24,174) - - (3,829,391)
Taxation 215,024 - - - 215,024

Assets
Segment assets 79,646,538 797,423 26,464,121 (47,168,004) 59,740,078

Segment liabilities 53,271,955 532,735 558,446 (20,024,037) 34,339,099

2012

Revenue
Total Revenue 52,880,282 1,315,220 100,000 (4,559,183) 49,736,319

Results
Segment profit/(loss) (252,918) (243,148) (270,059) - (766,125)
Included in the segment profit/
(loss) are:-
Depreciation of property, plant
and equipment (3,524,461) (5,089) - - 3,529,550
Impairment loss for trade
receivables (123,216) - - - (123,216)
Loss on disposal of property,
plant and equipment (41,873) - - - (41,873)
Interest income 54,183 - - - 54,183
Finance costs (1,528,440) (33,590) - - (1,562,030)
Taxation (24,639) - - - (24,639)

Assets
Segment assets 79,232,371 820,589 52,973,950 (75,603,882) 57,423,028

Segment liabilities 51,635,256 541,964 532,326 (20,309,982) 32,399,564

ANNUAL REPORT 2013 65


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

32. Segment Information – Group (cont'd)

All the inter-segment transactions were carried out on normal commercial basis and in the ordinary course of
business.

(a) Major Customer

The revenue from a major customer which individually contributed more than 10% of the Groups’ revenue
amounted to RM5,746,704 (2012: RM6,191,599).

(b) Geographical segments

The Group’s printed circuit boards business operates in two principal geographical areas, Malaysia and
Thailand, while the investment operates in Malaysia only.

Revenue Non-current assets


2013 2012 2013 2012
RM RM RM RM

Malaysia 12,458,616 15,606,822 9,737,244 11,341,794


Thailand 30,656,058 34,129,497 11,602,759 9,758,225
43,114,674 49,736,319 21,340,003 21,100,019

33. Related Party Disclosures

Group Company
2013 2012 2013 2012
RM RM RM RM

Related party transaction


Management fee from a subsidiary company - - 100,000 100,000

34. Financial Instruments

(a) Financial risk management objectives and policies

The Group and the Company’s financial risk management policy is to ensure that adequate financial resources
are available for the development of the Group and of the Company’s operations whilst managing its financial
risks, including foreign currency exchange risk, interest rate risk, credit risk, liquidity risk and cash flow risk.

(b) Foreign currency exchange risk

The Group and the Company is exposed to foreign currency risk on sales and purchases that are denominated
in a currency other than Ringgit Malaysia. The currency giving rise to this risk is primarily United States Dollar,
Thai Baht and Japanese Yen. The Group and the Company maintains a natural hedge that minimises the
foreign exchange exposure by matching foreign currency income with foreign currency costs.

66 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

34. Financial Instruments (cont'd)

(b) Foreign currency exchange risk (cont'd)

Exposure to foreign currency risk

The Group’s and the Company’s exposure to foreign currency risk, based on carrying amounts as at the end
of the reporting period was:-

United States Singapore Japanese


Functional Currency Dollar Dollar Yen Total
RM RM RM RM

Group
2013

Trade and other receivables 3,042,264 - - 3,042,264


Cash and bank balances 138,091 - - 138,091
Trade and other payables (1,825,550) (30,206) (39,912) (1,895,668)
Bank borrowings (14,627,767) - - (14,627,767)
(13,272,962) (30,206) (39,912) (13,343,080)

2012

Trade and other receivables 2,384,002 - - 2,384,002


Cash and bank balances 2,245,550 - - 2,245,550
Trade and other payables (3,404,724) (171,664) (143,845) (3,720,233)
Bank borrowings (9,964,556) - - (9,964,556)
(8,739,728) (171,664) (143,845) (9,055,237)

Functional Currency Thai Baht


RM

Company
2013

Amount due from a subsidiary company 4,111,476

2012

Amount due from a subsidiary company 4,127,222

ANNUAL REPORT 2013 67


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

34. Financial Instruments (cont'd)

(b) Foreign currency exchange risk (cont'd)

Currency risk sensitivity analysis

The following shows the sensitivity of the Group’s and of the Company’s equity and profit/(loss) net of tax to
a reasonably possible change in the USD, SGD, JPY and THB exchange rates against the functional currency
of the affected Group of Companies (“RM”), with all other variables remain constant.

Group

Loss net
of tax
RM

USD/RM – weakening 5% (498,411)


SGD/RM – weakening 5% (1,133)
JPY/RM – weakening 5% (1,497)

Company

Profit net
of tax
RM

THB/RM – strengthening 5% 154,180

(c) Interest rate risk

The Group’s income and operating cash flows are substantially independent of changes in market interest
rates. Interest rate exposure arises from borrowings and deposits. The Group does not hedge the interest
rate risk.

Exposure to interest rate risk

The interest rate profile of the Group’s significant interest-bearing financial instruments, based on carrying
amounts as at the end of the reporting period was:-

Group
2013 2012
RM RM

Floating rate instruments


Bank overdraft 267,615 274,447
Bankers acceptance 245,388 206,000
Factoring 354,727 1,107,121
Promissory note 2,457,725 2,501,125
Term loans 5,959,836 2,369,039
Trust receipts 14,627,767 10,361,962

68 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

34. Financial Instruments (cont'd)

(c) Interest rate risk (cont'd)

Interest rate risk sensitivity analysis

A change of 100 basis points (“bp”) in interest rates at the end of the reporting period would have increase/
decrease equity and loss net of tax by the amounts shown below, assuming all other variables remain
constant.

Loss net of tax


Group 100bp
Increase

Floating rate instruments:-


Bank overdraft 2,007
Bankers acceptance 1,840
Factoring 2,660
Promissory note 18,433
Term loans 44,699
Trust receipts 109,708
179,347

(d) Credit risk

Exposure to credit risk

The Group’s exposure to credit risk arises mainly from receivables. Receivables are monitored on an ongoing
basis via management reporting procedure and action is taken to recover debts when due.

Credit risk concentration profile

At reporting date, there were no significant concentrations of credit risk other than disclosed in Note 8 to
the financial statements. The maximum exposure to credit risk for the Group is the carrying amount of the
financial assets shown in the statements of financial position.

(e) Liquidity and cash flow risk

The Group seeks to achieve a flexible and cost effective borrowing structure to ensure that the projected
net borrowing needs are covered by available committed facilities. Debt maturities are structured in such a
way to ensure that the amount of debt maturing in any one year is within the Group’s ability to repay and/or
refinance.

The Group also maintains a certain level of cash and cash convertible investments to meet its working capital
requirements.

ANNUAL REPORT 2013 69


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

34. Financial Instruments (cont'd)

(e) Liquidity and cash flow risk (cont'd)

Maturity analysis

The table below summarises the maturity profile of the Group’s financial liabilities as at the end of the
reporting period based on undiscounted contractual payments.

On demand
or within One to five Over
one year years five years Total
RM RM RM RM

Financial liabilities:-
Trade and other payables 10,192,421 - - 10,192,421
Bank borrowings 23,667,670 - - 23,667,670
Finance lease liabilities 107,921 202,113 - 310,034
33,968,012 202,113 - 34,170,125

(f) Fair values

The aggregate fair values of the financial liabilities as at 31 December 2013 are as follows:-

2013 2012
Carrying Fair Carrying Fair
amount value amount Value
RM RM RM RM

Group
Financial liabilities
Hire purchase payables 202,113 188,686 111,946 100,818

(i) The carrying amounts of cash and cash equivalents, current portion of trade and other receivables,
inter-company loans and advances, current portion of trade and other payables, short term borrowings
approximate fair value due to the relatively short term nature of these financial instruments.

(ii) The carrying amount of long term bank borrowing carried on the statements of financial position is
reasonable approximate of fair value due to that it is a floating rate instruments that are re-priced to
market interest rate on or near the reporting date.

(iii) The aggregate fair value of the other financial assets and liabilities carried on the statements of
financial position approximates its carrying value and the Group does not anticipate the carrying
amounts recorded at the reporting date to be significantly different from the values that would
eventually be settled.

70 AE MULTI HOLDINGS BERHAD (539777-D)


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

34. Financial Instruments (cont'd)

(f) Fair values (cont'd)

Fair value hierarchy

The Group and the Company use the following hierarchy for determining and disclosing the fair value of
financial instruments by valuation technique:-

Level 1 : quoted (unadjusted) prices in active markets for identical assets or liabilities

Level 2 : other techniques for which all inputs which have a significant effect on the recorded fair value are
observable, either directly or indirectly

Level 3 : techniques which use inputs that have a significant effect on the recorded fair value that are not
based on observable market data

The fair value of long term hire purchase payables carried on the statements of financial position are estimated
using valuation technique under the hierarchy level 2 mentioned above whereby the expected future cash
flows are discounted at the market interest rate for similar types of borrowings.

Interest rates used to determined fair value:-

2013 2012
% p.a. % p.a.

Hire purchase payables 4.97 4.97

35. Capital Management

The objective of the Group on capital management is to ensure that it maintains a strong credit rating and safeguard
the Group’s ability to continue as a going concern, so as to support its business, maintain the market confidence
and maximise shareholder value.

The Group manages its capital structure and makes adjustments to it in the light of changes in economic conditions
or expansion of the Group. The Group may adjust the capital structure by issuing new shares, returning capital to
shareholders or adjusting the amount of dividends to be paid to shareholders or sell assets to reduce debts.

ANNUAL REPORT 2013 71


NOTES TO THE FINANCIAL STATEMENTS
31 DECEMBER 2013 (CONT'D)

36. Realised and Unrealised Profits/Losses (Supplementary Information)

The breakdown of the retained earnings of the Group and of the Company as of 31 December into realised and
unrealised amounts is as follows:-
Group
2013 2012
RM RM

Total accumulated losses of the Company and its subsidiary companies:-


Realised profits (43,319,377) (43,643,334)
Unrealised losses 44,681 341,160
(43,274,696) (43,302,174)
Add: consolidation adjustments 13,503,135 12,855,789
(29,771,561) (30,446,385)

Company
2013 2012
RM RM

Total accumulated losses of the Company:-


Realised profits (27,032,051) (26,888,379)
Unrealised losses (15,746) 17,607
(27,047,797) (26,870,772)

The above disclosure of realised and unrealised profits or losses is made solely for complying with the disclosure
requirements stipulated in the directive of Bursa Malaysia Securities Berhad and is not made for any other purposes.

37. Comparative Figures

The financial statements of the previous financial year which are presented for comparatives purposes were examined
and reported on by another firm of auditors.

38. Date of Authorisation for Issue

The financial statements of the Group and of the Company for the financial year ended 31 December 2013 were
authorised for issue in accordance with a resolution of the Board of Directors on 29 April 2014.

72 AE MULTI HOLDINGS BERHAD (539777-D)


LIST OF PROPERTIES OF THE GROUP

Total Land
Area/
Built-up Approximate Net
Area Age of Carrying
(square Existing Tenure Building Date of Amount
Address/Location Description metre) Use (Years) (Years) Valuation (RM’000)
1 Lot 87, 88 & 89, Industrial; 14,213/ Office & 99 17 31 Jan 2011 6,020
Persiaran 11, factory 6,864 factory (expiring
Kawasan Perusahaan complex n 24
Bakar Arang, March
08000 Sungai Petani, 2089)*
Kedah.
2 No.608, Lorong 2/4A, Residential; 156/ Hostel Freehold 26 31 Jan 2011 65
Taman Sri Wang, single story 112
08000 Sungai Petani, terrace
Kedah. house
3 No.64, Residential; 152/ Hostel Freehold 35 31 Jan 2011 81
Taman Sejahtera, single 149
08000 Sungai Petani, storey
Kedah. terrace
house
4 No. 20, Lorong 64, Residential; 143/ Hostel Freehold 16 31 Jan 2011 149
Taman Patani Jaya, double 151
08000 Sungai Petani, storey
Kedah. terrace
house
5 P.T. No. 8564, Industrial 5868 Empty 99 - 31 Jan 2011 600
H.S.(M) 170/90, Land Land (expiring
Mukim of Sungai Pasir, on 24
District of Kuala Muda, March
Kedah. 2089)**
6 707 Moo 4, Industrial; 5,760/ Office & Freehold 12 31 Jan 2011 4,121
Bangpoo Ind. Estate double 3,432 factory
Phraksa Muang, storey
Samutprakam, factory
Thailand 10280.

* Perbandaran Kemajuan Negeri Kedah subleased to AE Corporation (M) Sdn Bhd for 60 years commencing on
24 March 1990
** Perbandaran Kemajuan Negeri Kedah subleased to AE Multi Industries Sdn Bhd for 60 years commencing on
21 March 1990

ANNUAL REPORT 2013 73


ANALYSIS OF SHAREHOLDINGS
AS AT 9 MAY 2014

A. Authorised Share Capital : RM50,000,000.00


Issued and fully paid-up Share Capital : RM47,187,750.00
Class of Shares : Ordinary Shares of RM0.50 each
Voting Rights : On show of hands - One vote per person
On a poll - One vote for one ordinary share

B. ANALYSIS BY SIZE OF SHAREHOLDINGS

No. of % of total No. of % of total


Size of shareholdings shareholders shareholders shares issued capital

Less than 100 shares 15 0.54 854 0.00


100 to 1,000 shares 369 13.39 337,431 0.36
1,001 to 10,000 shares 1,232 44.70 6,966,533 7.38
10,001 to 100,000 shares 992 35.99 35,842,522 37.98
100,001 to less than 5% of issued shares 148 5.37 51,228,160 54.28
5% and above of issued shares 0 0.00 0 0.00
Total 2,756 100.00 94,375,500 100.00

C. DIRECTORS’ SHAREHOLDINGS

Name Number of Shares Held


Direct % Deemed %

Yang Wu-Hsiung 183,092 0.19 3,579,398j 3.79


Yang Chao-Tung 855,114 0.91 - -
Saffie Bin Bakar 105,580 0.11 - -
Yang, Chueh-Kuang 22,018 0.02 - -

Note:-

j
Deemed interested by virtue of his shareholdings of more than 15% equity interest in Stanza Corporation Sdn
Bhd pursuant to Section 6A(4) of the Companies Act, 1965.

74 AE MULTI HOLDINGS BERHAD (539777-D)


ANALYSIS OF SHAREHOLDINGS
AS AT 9 MAY 2014 (CONT'D)

D. THIRTY LARGEST SHAREHOLDERS

No. of % of Total
Name of Shareholders Shares Issued Capital

1. Stanza Corporation Sdn. Bhd. 3,579,398 3.79


2. CIMSEC Nominees (Tempatan) Sdn Bhd
Pledged Securities Account For Tan Sin Yee
(J Sarjana-CL) 2,294,600 2.43
3. Ang Toon Chuan 2,186,000 2.32
4. Sew Kee Lang @ Seow Khee Chin 1,293,800 1.37
5. Inter-Pacific Equity Nominees (Tempatan) Sdn Bhd
Pledged Securities Account For Soh Jin Gee 1,200,000 1.27
6. HDM Nominees (Asing) Sdn Bhd
Philip Securities Pte Ltd for Koh Hue Lah Betty 1,100,000 1.17
7. Sew Kee Lang @ Seow Khee Chin 1,087,200 1.15
8. Eng Swee Luan 991,000 1.05
9. Ng Eng Chen 946,200 1.00
10. Wong Mei Hwa 918,092 0.97
11. Citigroup Nominees (Tempatan) Sdn Bhd
Pledged Securities Account For Wong Yat Weng (471637) 876,000 0.93
12. Yang, Chao-Tung 855,038 0.91
13. Leong Weng Chong 805,000 0.85
14. Lim Kim Seng 800,000 0.85
15. Chiang Siew Eng @ Le Yu Ak Ee 767,300 0.81
16. Lok Fong Yuen 766,000 0.81
17. Lau Hueh Chin 755,000 0.80
18. Ooi Cheng Aik 748,000 0.79
19. Tan Yik Bor 700,000 0.74
20. CIMSEC Nominees (Tempatan) Sdn Bhd
CIMB Bank For Christopher Lim Kim Teck (MY0135) 690,000 0.73
21. Mudi @ Helen Binti Dingkaya 675,100 0.72
22. Yang, Chueh-Yu 672,060 0.71
23. Su Ping Soon 670,000 0.71
24. HDM Nominees (Asing) Sdn Bhd
Lim & Tan Securities Pte Ltd For Anna Sim Nee Chew Geok Har 668,500 0.71
25. Liaw, Hsin-Chung 611,000 0.65
26. Lim Hong Peng 580,000 0.61
27. Teng, Chung-Chien 532,800 0.56
28. Maybank Nominees (Tempatan) Sdn Bhd
Pledged Securities Account For Chong Soo Lim 520,000 0.55
29. Hsu, Yu-Tang 509,000 0.54
30. Loke Fay 500,000 0.53

ANNUAL REPORT 2013 75


NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the Thirteenth Annual General Meeting of the Company will be held at Park Avenue Hotel,
E-1, Jalan Indah Dua, Taman Sejati Indah, 08000 Sungai Petani, Kedah Darulaman, Malaysia on Thursday, 26 June 2014
at 10:30 a.m. for the following purposes:-

AGENDA
1. To receive the Directors’ Report and Audited Financial Statements for the financial year ended
31 December 2013 together with the Auditors’ Report thereon.
Please refer to the Explanatory Notes

2. To approve the payment of Directors’ fees of RM105,013.70 for the financial year ended Ordinary
31 December 2013. Resolution 1

3. To re-elect Encik Saffie Bin Bakar who retire in accordance with Article 29.1 of the Company’s Ordinary
Articles of Association. Resolution 2

4. To re-elect Mr Teh Beng Soon who retire in accordance with Article 29.6 of the Company’s Ordinary
Articles of Association. Resolution 3

5. To consider and, if thought fit, to pass the following resolution pursuant to Section 129 of the
Companies Act, 1965:-

“THAT Mr Yang Wu-Hsiung, who retires in accordance with Section 129(2) of the Companies Act,
1965, be hereby re-appointed as Director of the Company in accordance with Section 129(6) of Ordinary
the Companies Act, 1965 and to hold office until the next Annual General Meeting.” Resolution 4

6. To re-appoint Messrs Morison Anuarul Azizan Chew as Auditors of the Company for the ensuing Ordinary
year and to authorise the Directors to fix their remuneration. Resolution 5

As special business:
To consider and if thought fit, to pass with or without modifications the following as Ordinary
Resolutions:-

7. AUTHORITY TO ISSUE SHARES


“THAT pursuant to Section 132D of the Companies Act, 1965, and subject to the approvals
of the relevant Governmental and/or regulatory authorities, the Directors be and are hereby
empowered to issue shares in the Company, at such time and 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 issued pursuant to this resolution in any one financial
year does not exceed 10% of the issued share capital of the Company for the time being and
that the Directors be and are also empowered to obtain the approval from Bursa Malaysia
Securities Berhad for the listing of and quotation for the additional shares so issued and that
such authority shall continue to be in force until the conclusion of the next Annual General Ordinary
Meeting of the Company.” Resolution 6

8. RETENTION OF INDEPENDENT DIRECTOR


“THAT subject to the passing of Ordinary Resolution 2, authority be and is hereby given to Encik
Saffie Bin Bakar who has served as an Independent Non-Executive Director of the Company for a
cumulative term of more than nine (9) years, to continue to act as an Independent Non-Executive Ordinary
Director of the Company.” Resolution 7

9. To transact any other business of which due notices shall have been given in accordance with
the Companies Act, 1965.

76 AE MULTI HOLDINGS BERHAD (539777-D)


NOTICE OF ANNUAL GENERAL MEETING
(CONT'D)

By Order of the Board,

Chee Wai Hong (BC/C/1470)


Foo Li Ling (MAICSA 7019557)
Hing Poe Pyng (MAICSA 7053526)
Company Secretaries
Penang
Date: 4 June 2014

Notes:

1. A proxy may but need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act,
1965 shall not apply to the Company. A member shall be entitled to appoint up to (2) proxies to attend and vote at the
same meeting. Where a member appoints two (2) or more proxies, the appointments shall be invalid unless he specifies
the proportions of his holdings to be represented by each proxy.

2. Where a Member of the Company is an exempt authorised nominee which hold ordinary shares in the Company for
multiple beneficial owner in one (1) securities account (“Omnibus Account”), there is no limit to the number of proxies
which the exempt authorised nominee may appoint in respect of each Omnibus Account its holds.

An exempt authorised nominee refers to an authorised nominee defined under the Securities Industry (Central
Depositories) Act 1991 (“Central Depositories Act”) which is exempted from compliance with the provisions of subsection
25A(1) of Central Depositories Act.

3. The proxy form must be duly completed and deposited at the Registered Office of the Company, 51-13-A Menara BHL
Bank, Jalan Sultan Ahmad Shah, 10050 Penang not less than forty-eight (48) hours before the time appointed for
holding the meeting.

4. If the appointor is a corporation, this form must be executed under its Common Seal or under the hand of its attorney.

5. For purpose of determining who shall be entitled to attend this meeting, the Company shall be requesting Bursa
Malaysia Depository Sdn Bhd to make available to the Company pursuant to Article 20.3 of the Articles of Association
of the Company and Paragraph 7.16(2) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad,
a Record of Depositors (“ROD”) as at 30 May 2014 and only a Depositor whose name appears on such ROD shall be
entitled to attend, speak and vote at this meeting or appoint proxy to attend and/or speak and/or vote in his/her behalf.

Explanatory Notes

Item 1 of the Agenda


To receive the Audited Financial Statements for the financial year ended 31 December 2013 together with the Reports
of the Directors and Auditors thereon.

This item is meant for discussion only as the provision of Section 169(1) of the Companies Act, 1965 does not require
shareholders’ approval for the audited financial statements. Therefore, this item will not be put forward for voting.

Ordinary Resolution 4
The Proposed Ordinary Resolution 4 is in accordance with Section 129(6) of the Companies Act, 1965 which requires that
a resolution be passed to re-appoint Mr Yang Wu-Hsiung who is over 70 years of age as Director of the Company and to
hold office until the conclusion of the next AGM of the Company. This resolution shall be effect if be passed by a majority
of not less than three-fourth of such shareholders of the Company as being entitled to vote in person or where proxies are
allowed, by proxy at the AGM of the Company.

ANNUAL REPORT 2013 77


NOTICE OF ANNUAL GENERAL MEETING
(CONT'D)

Explanatory Notes on Special Business

Ordinary Resolution 6 – Authority to issue shares


Renewal of authority to allot and issue shares pursuant to Section 132D of the Companies Act, 1965
Subject to exceptions provided in the Companies Act, 1965, the Directors would have to call for a general meeting to
approve the issue of new shares eventhough the number involved is less than 10% of the issued capital.

In order to avoid any delay and costs involved in convening a general meeting to approve such issue of shares, it is thus
considered appropriate that the Directors be empowered to issue shares in the Company, up to an amount not exceeding
in total 10% of the issue share capital of the Company for the time being, for such purpose as they consider would be in
the interest of the Company.

The Company has not issued any new shares pursuant to Section 132D of the Companies Act, 1965 under the general
authority which was approved at the Twelfth AGM held on 20 June 2013 and which will lapse at the conclusion of the
Thirteenth AGM to be held on 26 June 2014. A renewal of this authority is being sought at the Thirteenth AGM under
proposed Ordinary Resolution 6.

The renewal mandate if granted will provide flexibility to the Company for the allotment of shares for the purpose of fund
raising activities including but not limited to further placing of shares, for purpose of funding future investment project(s),
working capital, acquisition(s) and/or settlement of banking facility(ies).

Ordinary Resolution 7 – Retention of Independent Director


The proposed Ordinary Resolution 7, if passed, will retain Encik Saffie Bin Bakar as Independent Non-Executive Director
of the Company to fulfill the requirements of Paragraph 3.04 of Bursa Malaysia Securities Berhad’s Main Market Listing
Requirements and in line with the recommendation No. 3.2 of the Malaysian Code of Corporate Governance 2012. The
Nomination Committee of the Company has assessed the independence of Encik Saffie Bin Bakar, who has served as an
Independent Non-Executive Director of the Company for a cumulative term of more than nine years, and recommended him
to continue to act as Independent Non-Executive Director of the Company based on the following justifications:-

a) He fulfilled the criteria under the definition of Independent Director as stated in the Main Market Listing Requirements
of Bursa Malaysia Securities Berhad, and thus, he would be able to provide check and balance and bring an element of
objectivity to the Board;

b) He was not appointed by the current controlling shareholder and hence the issue on special relationship with or loyalty
to the controlling shareholder does not arise;

c) He had devoted sufficient time and attention to his professional obligations for informed and balanced decision making
by actively participated in board discussion and provided an independent voice to the Board; and

d) He had exercised due care during his tenure as Independent Non-Executive Director of the Company and carried out his
professional duties in the best interest of the Company and the shareholders.

78 AE MULTI HOLDINGS BERHAD (539777-D)


STATEMENT ACCOMPANYING NOTICE OF ANNUAL GENERAL MEETING
(PURSUANT TO PARAGARPH 8.27(2) OF THE LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES
BERHAD)

As at date of this notice, there are no individuals who are standing for election as Directors (excluding the above Directors
who are standing for re-election) at this forthcoming Annual General Meeting.

ANNUAL REPORT 2013 79


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PROXY FORM
AE MULTI HOLDINGS BERHAD (539777-D)
(Incorporated in Malaysia)

* I/We_____________________________________________________________________________________________________
(Full Name in Block Letters)
of__________________________________________________________________________________________________________
(Address)
being a * member/members of the abovenamed Company, hereby appoint__________________________________________
____________________________________________________________________________________________________________
(Full Name in Block Letters)
of__________________________________________________________________________________________________________
(Address)
or failing him,_______________________________________________________________________________________________
(Full Name in Block Letters)
of__________________________________________________________________________________________________________
(Address)

as * my / our proxy to vote for * me / us on * my / our behalf at the Thirteenth Annual General Meeting of the Company to
be held at Park Avenue Hotel, E-1, Jalan Indah Dua, Taman Sejati Indah, 08000 Sungai Petani, Kedah Darulaman, Malaysia
on Thursday, 26 June 2014 at 10:30 a.m. and any adjournment thereof.

AGENDA
1. To receive the Audited Financial Statements for the year ended 31 December 2013 together with the Reports of the
Directors and Auditors thereon.

Resolutions For Against


Ordinary Business:
2. Approval of payment of Directors’ fees for the financial year ended 31 December 2013.
3. Re-election of Encik Saffie Bin Bakar as Director.
4. Re-election of Mr Teh Beng Soon
5. Re-appointment of Mr Yang Wu-Hsiung as Director.
6. Re-appointment of Messrs Morison Anuarul Azizan Chew as Auditors and to authorise the
Directors to fix the Auditors’ remuneration.
Special Business:
7. Authority under Section 132D of the Companies Act, 1965 for the Directors to issue shares.
8. Retention of Encik Saffie Bin Bakar as Independent Non-Executive Director.

Please indicate with an “x” in the appropriate spaces provided above on how you wish your vote to be cast. If no specific
direction for voting is given, the proxy may vote as he thinks fit.

No. of shares held

Signed this ___________ day of ________________ , 2014. Signature of Member(s)

Notes:
1. A proxy may but need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 shall not apply to
the Company. A member shall be entitled to appoint up to (2) proxies to attend and vote at the same meeting. Where a member appoints two
(2) proxies, the appointments shall be invalid unless he specifies the proportions of his holdings to be represented by each proxy.

2. Where a Member of the Company is an exempt authorised nominee which hold ordinary shares in the Company for multiple beneficial owner in
one (1) securities account (“Omnibus Account”), there is no limit to the number of proxies which the exempt authorised nominee may appoint
in respect of each Omnibus Account its holds.

An exempt authorised nominee refers to an authorised nominee defined under the Securities Industry (Central Depositories) Act 1991 (“Central
Depositories Act”) which is exempted from compliance with the provisions of subsection 25A(1) of Central Depositories Act.

3. The proxy form must be duly completed and deposited at the Registered Office of the Company, 51-13-A Menara BHL Bank, Jalan Sultan Ahmad
Shah, 10050 Penang not less than forty-eight (48) hours before the time appointed for holding the meeting.

4. If the appointor is a corporation, this form must be executed under its Common Seal or under the hand of its attorney.

5. For purpose of determining who shall be entitled to attend this meeting, the Company shall be requesting Bursa Malaysia Depository Sdn Bhd
to make available to the Company pursuant to Article 20.3 of the Articles of Association of the Company and Paragraph 7.16(2) of the Main
Market Listing Requirements of Bursa Malaysia Securities Berhad, a Record of Depositors (“ROD”) as at 30 May 2014 and only a Depositor
whose name appears on such ROD shall be entitled to attend, speak and vote at this meeting or appoint proxy to attend and/or speak and/or
vote in his/her behalf.

ANNUAL REPORT 2013


Please fold across the lines and close

Postage

The Company Secretaries


AE Multi Holdings Berhad (539777-D)
51-13-A Menara BHL Bank
Jalan Sultan Ahmad Shah
10050 Penang

Please fold across the lines and close


AE MULTI HOLDINGS BERHAD (539777-D)
Lot 87, Persiaran 11,
Kawasan Perusahaan Bakar Arang,
08000 Sungai Petani,
Kedah Darul Aman, Malaysia.
Tel : 604-421 3715
Fax : 604-422 5200

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