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Company No.

:439710-W

Adizan Sdn. Bhd.


(Incorporated in Malaysia)

Corporate information

DIRECTORS

SECRETARY

AUDITORS

REGISTERED OFFICE

PRINCIPAL PLACE OF
BUSINESS

BANKER

1
Company No.:439710-W

Adizan Sdn. Bhd.


(Incorporated in Malaysia)

DIRECTORS’ REPORT

The Directors hereby submit their report together with the audited financial
statements of the Company for the financial year ended 31 January 2010.

Principal activities

The Company is principally engaged in the business of processing and retailing


of chicken nuggets.

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

Financial results

RM

Profit for the year

Reserves and provisions

There were no material transfers to or from reserves or provisions during the


financial year.

Dividends

The amount of dividends declared by the Company in respect of the financial


year ended 31st January 2010 is:

Issue of shares and debentures

On 1 October 2009, the Company increased its issued and paid-up share capital
from RM100,000 to RM150,000 by way of issuance of 50,000 ordinary shares of
RM1.00 each at par for cash consideration. The new ordinary shares issued rank
pari passu with the then existing ordinary shares of the Company.

Share Options

No options have been granted by the Company to any parties during the
financial year to take up unissued shares of the Company.

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Company No.:439710-W
No shares have been issued during the financial year by virtue of the exercise of
any option to take up unissued shares of the Company. As at the end of the
financial year, there were no unissued shares of the Company under options.

Directors

Directors who served the office since the date of last report are: -

The retirement by rotation of the Directors is in accordance with the Company’s


Articles of Association.

Directors’ Interests in Shares

According to the Register of Directors' Shareholdings, the interests of Directors


in office at the end of the financial year in shares in the Company were as
follows:

Number of ordinary shares of RM1


each
As at Acquir Dispos As at
1.2.200 ed ed 31.1.20
9 10
The Company

According to the Register of Directors’ Shareholdings, no Director in office, other


than those disclosed above, held any interest in shares in the Company at the
end of the financial year.

Directors' benefits

There were no arrangements during and at the end of the financial year, which
had the object or objects of enabling the Directors of the Company to acquire
benefits by means of the acquisition of shares in or debentures of the Company
or any other body corporate.

Since the end of the previous financial year, no Director of the Company has
received or become entitled to receive any benefit (other than disclosed in the
financial statements) by reason of a contract made by the Company or a related
company 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.

Statutory information on the financial statements

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Company No.:439710-W
Before the income statements and balance sheets of the Company were made
out, the Directors took reasonable steps:

(a) to ascertain that 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

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

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

(a) which would render the amounts written off for bad debts or the amount
of the allowance for doubtful debts, in the financial statements of the
Company inadequate to any substantial extent; or

(b) which would render the values attributed to current assets in the financial
statements of the Company misleading; or

(c) which have arisen which render adherence to the existing method of
valuation of assets or liabilities of the Company misleading or inappropriate.

No contingent or other liability has become enforceable or is likely to become


enforceable within the period of twelve months after the end of the financial
year which, in the opinion of the Directors, will or may substantially affect the
ability of the Company to meet their obligations as and when they fall due.

At the date of this report, there does not exist:

(a) any charge on the assets of the Company which has arisen since the end
of the financial year which secures the liability of any other person; or

(b) any contingent liability (other than those disclosed in the notes to
financial statements) of the Company which has arisen since the end of the
financial year.

At the date of this report, the Directors are not aware of any circumstances not
otherwise dealt with in this report or the financial statements that would render
any amount stated in the financial statements misleading.

In the opinion of the Directors,

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Company No.:439710-W
(a) the results of the operations of the Company during the financial year
were not substantially affected by any item, transaction or event of a
material and unusual nature; and

(b) 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 Company for the financial year in which this report is made.

Events Subsequent to Balance Sheet Date

Auditors

The auditors, Haris & Co., have expressed their willingness to continue in office.

Signed on behalf of the Board of Directors in accordance with a resolution of the


Directors:

Date:

5
Company No.:439710-W

Adizan Sdn. Bhd.


(Incorporated in Malaysia)

Statement by Directors
Pursuant to Section 169(15) of the Companies Act, 1965

We , being two of the Directors of Adizan Sdn. Bhd state that, in the opinion of
the Directors, the financial statements set out on pages x to xx, are drawn up
in accordance with applicable approved accounting standards in Malaysia so as
to give a true and fair view of the state of affairs of the Company at 31st January
2010 and of its results of operations and cash flows for the year ended on that
date.

Signed in accordance with a resolution of the Directors:

…………………………………. ………………………………………

Date:

Statutory declaration pursuant to


Section 169(16) of the Companies Act, 1965

I, being the Director primarily responsible for the financial management of


Gemilang Sdn Bhd., do solemnly and sincerely declare that the financial
statements set out on pages x to xx 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 )


at )
In the state of Negeri Sembilan on )

BEFORE ME:

COMMISIONER FOR OATHS

6
Company No.:439710-W

Report of The Auditors to The Members of


(Incorporated in Malaysia)

We have audited the financial statements of Adizan Sdn. Bhd. set out on pages
X to XX. The preparation of the financial statements is the responsibility of the
Company’s Directors.

It is our responsibility to form an independent opinion, based on our audit, on


the financial statements and to report our opinion to you, as a body, in
accordance with Section 174 of the Companies Act 1965 and for no other
purpose. We do not assume responsibility to any other person for the content of
this report.

We conducted our audit in accordance with approved Standards on Auditing in


Malaysia. These standards require that we plan and perform the audit to obtain
all the information and explanations which we consider necessary to provide us
with evidence to give reasonable assurance that the financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence relevant to the amounts and disclosures in the financial statements.
An audit also includes an assessment of the accounting principles used and
significant estimates made by the Directors as well as evaluating the overall
adequacy of the presentation of information in the financial statements. We
believe our audit provides a reasonable basis for our opinion.

In our opinion:-

(a) the financial statements are properly drawn up in accordance with the
provisions of the Companies Act, 1965 and applicable approved accounting
standards in Malaysia so as to give a true and fair view of:

i) the state of affairs of the Company at 31st January 2010 and of its
results of operations and cash flows for the year ended on that date;
and

ii) the matters required by Section 169 of the Companies Act, 1965 to be
dealt with in the financial statements of the Company.

(b) the accounting and other records and the registers required by the
Companies Act, 1965 to be kept by the Company have been properly kept
in accordance with the provisions of the said Act.

Date:

7
Company No.:397652-W

Adizan Sdn. Bhd.


(Incorporated in Malaysia)

Balance sheet at 31st January 2010

2010
Note RM

ASSETS
Non-current assets
Property, plant and equipment

Current assets
Inventories
Trade receivables
Other receivables -
Deposit
Cash and bank balances

TOTAL ASSETS

EQUITY AND LIABILITIES


Share capital
Retained earning

Shareholders' fund

Non-current liabilities
Hire-purchase creditors

Current liabilities
Trade payables
Other payables and accruals
Hire-purchase creditors
Tax payable

TOTAL EQUITY AND LIABILITIES

The accompanying notes form an integral part of these financial statements.

8
Company No.:397652-W

Adizan Sdn. Bhd.


(Incorporated in Malaysia)

Income statement
for the year ended 31 January 2010

2010
Note RM

Revenue
Costof sales
Gross profit -

Other operating income -


Sellling and distributionexpenses
Administrative expenses
Other operating expeses -

Profitfromoperation -

Finance cost

Profitbeforetax -

Tax expense

Profitfor theyear -

The accompanying notes form an integral part of these financial statements.

9
Company No.:397652-W

Gemilang Sdn. Bhd.


(Incorporated in Malaysia)

Statement of changes in equity


for the year ended 31st January 2010

Issuedand
fullypaid
ordinaryshares Distributable
Nominal value Retained
Note ofRM1each earning Total
RM RM RM

At1stFebruary2009 - -

Profitfor the year - -

Issue of shares -
-
Dividend inrespectof
financial year ended:
31J anuary 2010 -

At31January2010 - - -

The accompanying notes form an integral part of these financial statements.

10
Company No.:397652-W

Adizan Sdn. Bhd.


(Incorporated in Malaysia)

Cash flow statement


for the year ended 31 January 2010

2010
Cash flows from operation activities RM

Net cash flows from operating activities

Cash flows from investing activities

Net cash flow from investing activities

Cash flows from financing activities

Net cash flow from financing activities

Net decrease in cash and cash


equivalents
Cash and cash equivalents at beginning
of year
Cash and cash equivalents as at end of
year

The accompanying notes form an integral part of these financial statements.

11
Company No.:397652-W

Adizan Sdn. Bhd.


(Incorporated in Malaysia)

Notes to the financial statements – 31 January 2010

1. General Information

The Company is principally engaged in the business of processing and


retailing of chicken nuggets.

There have been no significant changes in the activities of the Group and the
Company during the financial year.

The Company is a private limited liability company and incorporated and


domiciled in Malaysia.

The financial statements were authorised for issue by the Board of Directors
in accordance with a resolution of the directors dated.

2. Basis of preparation

(a)Basis of preparation

The financial statements of Company have been prepared under the


historical cost convention except as disclosed in this summary of
significant accounting policies.

The financial statements have been prepared to comply with the


provisions of the Companies’ Act 1965 and applicable approved
accounting standards in Malaysia.

(b)Cash and cash equivalents

Cash and cash equivalents comprise of cash in hand, at bank and short
term deposits and highly liquid investments maturing within three months
from the date of acquisition and are readily convertible to known amount
of cash and which are subject to an insignificant risk of changes in value.

3. Summary of significant accounting policies

(a)Property, plant and equipment and depreciation

Property, plant and equipment are stated at cost less accumulated


depreciation and impairment losses. Freehold land is not depreciated.
Other property, plant and equipment are depreciated to their residual
values on a straight line basis over their estimated useful lives. The
principal rates used are as follows:-

Machinery
Motor vehicles

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Company No.:397652-W

Office equipment

The carrying amounts of property, plant and equipment are reviewed at


each balance sheet date to determine whether there is any indication of
impairment. An impairment loss is recognised whenever the carrying
amount of an item of property, plant and equipment exceeds its
recoverable amount. The impairment loss is recognised as an expense in
the income statement.

Upon disposal of an item of property, plant and equipment, the difference


between the net disposal proceeds and the net carrying amount is
recognised in the income statement and the revaluation reserve related to
those assets, if any, is transferred directly to retained profits.

(b)Impairment of assets

Property, plant and equipment and other non-current assets are reviewed
for impairment losses whenever events or changes in circumstances
indicate that the carrying amount may not be recoverable. Impairment
loss is recognised for the amount by which the carrying amount of the
asset exceeds its recoverable amount. The recoverable amount is the
higher of an asset’s net selling price and value in use. The impairment
loss is included in the income statement in the period in which the
impairment is identified.

(c) Inventories

Inventories are stated at the lower of cost and net realisable value. Cost
of raw materials is stated at purchase cost determined on the weighted
average basis. Cost comprises where appropriate, materials, labour, the
appropriate proportion of overhead costs. Net realizable value is the
estimated selling price in the ordinary course of business, less the costs
of completion and selling expenses.

(d)Trade receivables

Trade receivables are carried at invoiced amount less an estimate made


for doubtful debts. Specific allowances are made for doubtful debts which
have been individually reviewed and specifically identified as bad or
doubtful.

(e)Tax

Tax on the profit or loss for the year comprises current tax. Current tax
expense is determined based on profit for the year adjusted for tax
purposes to comply with Malaysian tax laws.

(f) Revenue recognition

Revenue is stated gross sales net of discounts. Revenue from the sale of
goods is recognised when the significant risks and rewards of ownership
of the goods have been transferred to customers.

(g)Other income recognition

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Company No.:397652-W

Interest income is recognised on an accrual basis unless collectibility is in


doubt.

(h)Short-term employee benefits

Wages, salaries, bonuses, annual leave entitlement, medical leave, and


other short-term employee benefits are recognised in the period in which
the associated services are rendered by the employees.

4. Critical accounting estimates and judgments

Estimates and judgments are continually evaluated by the Directors and are
based on historical experience and other factors, including expectations of
future events that are believed to be reasonable under the circumstances.

Key sources of estimation uncertainty


The Company makes estimates and assumptions concerning the future. The
estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying value of assets and liabilities within the next
financial year are as follows:

(a)Inventory obsolescence

The estimated net realisable value includes management consideration of


out-dated articles, over-stocking, physical damages, handling and other
selling costs. If the estimated net realisable value is lower than historical
cost, a valuation allowance is established for inventory obsolescence.

(b)Impairment of Property, plant and equipment

Property, plant and equipment are amortised and depreciated over their
useful lives. Useful lives are based on management’s estimates of the
period that the assets will generate revenue. If, at the date of the
financial statements, there is any indication that a tangible non-current
asset has been impaired, the recoverable amount of the asset would be
estimated. The recoverable amount is the higher of the asset’s net selling
price and its value in use, estimated with reference to management’s
projections of future cash flows. If the recoverable amount of the asset is
less than the carrying amount, an impairment loss is recognized and the
carrying amount of the asset is reduced to the recoverable amount.

Determination of the recoverable amount is based upon management’s


projections of future cash flows, which are generally made by use of
internal business plans or forecasts.

5. Property, plant and equipment

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Company No.:397652-W

Motor Machinery Fixtures& Computer& Air-


vehicles Fittings Printer Conditioner Total
RM RM RM RM RM RM
Cost
At1stFebruary 2009 -
Additions - - - - -

At31stJanuary 2010 - - - - - -

Accumulateddepreciation
At1stFebruary 2009 - - - - - -
Chargefor theyear -

At31stJanuary 2010 - - - - - -

Netbookvalue
At31stJanuary 2010 - - - - - -

Net book value of property, plant and equipment for the Company purchased
under hire purchase is RM

6. Inventories
2010
RM
Direct materials
Finished goods

7. Trade Receivables
2010
RM

8. Deposit
2010
RM

9. Share capital
2010

15
Company No.:397652-W

RM
Authorised:

Issued and fully paid:


Ordinary shares of RM1.00 each

10.Hire purchase creditors

2010
RM

Presentvalue of hire purchase liabilities -

Representinghirepurchasecreditors:-

11.Revenue

Revenue for the Company comprises sales of goods net of discounts and
return.

12.Profit before tax

Profit before tax is arrived after charging amongst other items of the
following:-

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Company No.:397652-W

2010
RM

13.Income tax expense

2010
RM
Malaysiataxationbasedonresults fortheyear:
Currentyear

Reconciliationprofitbeforetaxandtaxexpense:
Profitbefore tax

Taxationatthe statutory tax rate of 20%

Expenses notdeductible for the tax purposes 27,250


Utilizationof capital allowances (25,106)
2,143

Tax 389

14.Dividends

Dividends proposed in respect of the financial years are as follows:

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Company No.:397652-W

2010
Amountof
Gross dividend
per share netoftax
Sen RM

Interimdividend paid
Final dividend paid
- -

15.Cash and cash equivalents

2010
RM

18
Company
No.:397652-W

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