TIONG WOON CORPORATION HOLDING LTDtiongwoon.listedcompany.com/misc/ar2001.pdf · 4 Chairman’s...
Transcript of TIONG WOON CORPORATION HOLDING LTDtiongwoon.listedcompany.com/misc/ar2001.pdf · 4 Chairman’s...
CO
NT
EN
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1 C o r p o r a t e P r o f i l e
2 C o r p o r a t e I n f o r m a t i o n
4 C h a i r m a n ’s S t a t e m e n t
7 O p e r a t i o n s R e v i e w
1 3 F i n a n c i a l S t a t e m e n t s
6 1 N o t i c e o f A n n u a l G e n e r a l M e e t i n g
6 3 P r o x y Fo r m
1
C O R P O R AT E P R O F I L E
Tiong Woon Corporation Holding Ltd started
as a partnership in 1978 to provide crane and transport services to the
construction industry in Singapore. The Group has since come a long way
and today, it is a leading integrated specialist in heavy lift, heavy haulage
and marine transportation with a total fleet of more than 300 units of heavy
lift and heavy haulage equipment, including tug boats and barges.
The Group currently operates with five subsidiaries in Singapore: Tiong Woon
Crane & Transport Pte Ltd., Tiong Woon Marine Pte Ltd, Tiong Woon Training
Centre Pte Ltd (formerly known as Tiong Woon Engineering Pte Ltd), Tiong
Woon Enterprise Pte Ltd and Grande Engineering Construction Pte Ltd. In
the region, the Group has one subsidiary each in Malaysia (Tiong Woon Crane
& Transport (M) Sdn Bhd), Indonesia (PT. Tiong Woon Indonesia) and the
Philippines (Tiong Woon Philippines, Inc).
2
“ f o c u s o n c o n t i n u o u s p e r s o n n e l t r a i n i n g a n d
d e v e l o p m e n t t o p r o v i d e c u s t o m e r s w i t h e f f i c i e n t ,
r e l i a b l e a n d q u a l i t y s e r v i c e s ”
Ang
Kah
Hon
g
Ang
Kha
King
Won
g Ki
ng K
heng
Tan
Swee
Khi
mCh
andr
a M
ohan
s/o
Ret
hnam
/ C O R P O R A T E I N F O R M A T I O N
3
CorporateInformationBOARD OF DIRECTORS
Ang Kah Hong (Chairman & Managing Director)
Ang Kha King (Executive Director)
Tan Swee Khim (Executive Director)
Wong King Kheng (Director)
Chandra Mohan s/o Rethnam (Director)
COMPANY SECRETARIES
Choong Mee Fong, ACIS
Foo Soon Soo, FCIS
REGISTERED OFFICE
No 13 & 15 Pandan Crescent
Singapore 128470
Tel : 261 7888 Fax : 777 4544
SHARE REGISTRAR
Barbinder & Co Pte Ltd
8 Cross Street
#11-00 PWC Building
Singapore 048424
AUDITORS
PricewaterhouseCoopers
Certified Public Accountants
Partner-in-charge : Yeoh Oon Jin
PRINCIPAL BANKERS
The Development Bank of Singapore Ltd
ABSA Bank Limited
United Overseas Bank Limited
C O R P O R A T E I N F O R M A T I O N / 3
4 / C H A I R M A N ’ S S T A T E M E N T
“ w e w i l l s t r i v e t o m a i n t a i n o u r c o m p e t i t i v e n e s s
a n d s u s t a i n , i f n o t i m p r o v e t h e G r o u p ’s
p r o f i t a b i l i t y b y s t r e a m l i n i n g o u r o p e ra t i o n s a n d
l e v e r a g i n g o n o u r s t r e n g t h s a n d c o r e c o m p e t e n c e
i n h e a v y l i f t , h e a v y h a u l a g e a n d m a r i n e
t r a n s p o r t a t i o n ”
5
C H A I R M A N ’ S S TAT E M E N T
I am pleased to report that Tiong Woon Corporation Holding Ltd continued to perform profitably during the
financial year under review despite unfavourable economic conditions in many of the markets we operate in.
The local construction industry, which contracted 4.5 per cent in 2000, is unlikely to see the anticipated
recovery this year as the Singapore economy falters with contractions in the first two quarters of 2001. The
regional markets have not performed any better either and hopes for a quick economic recovery following the
Asian economic crisis have proven shortlived.
The Group faced stiff competition and price erosion for its services both domestically as well as regionally.
However, Tiong Woon managed to turn in a positive performance by adopting a prudent and conservative
approach to mitigate the impact of these negative factors.
BusinessStrategiesAlthough the year under review has been a difficult one, the Group moved steadily ahead with its strategy of
regional expansion and reducing its reliance on the local construction industry by focusing on other niche
markets such as power plants, refineries and infrastructure projects.
Some specific corporate developments included the implementation of an equipment replenishment programme,
investing in higher capacity cranes (notably the Demag CC6400 with a 1,000 ton lift capacity) and the setting
up a training center for crane operators.
The Group has also been actively replacing its older equipment with newer ones to compete effectively in the
market and increase customer satisfaction. In addition, we have restructured our fleet in line with our strategy
of expanding our markets to include the non-construction sectors in the region by acquiring various units of
higher capacity cranes.
These bigger cranes, ranging from 150 ton to 1,000 ton, are well suited for the type of projects we are aiming
for in the region such as petrochemical plants, power plants and infrastructure work. We will continue with this
replenishment and upgrading programme of our equipment fleet in the coming years.
Our acquisition of the Demag CC6400 crawler crane, the largest Demag crane in Southeast Asia with 1,000
ton lift capacity, marks an important milestone for the Group. The purchase of this world-class equipment will
open the doors to international markets for Tiong Woon and allow us to compete globally. With our
complementary services in road haulage and marine transportation, this crane will enable us to provide one-
stop integrated heavy lift and haulage services to new geographical markets.
C H A I R M A N ’ S S T A T E M E N T / 5
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The equipment replenishment exercise and crane acquisition have resulted in high depreciation and financing
costs which have put pressure on our profitability during the year under review. However, the Group is confident
these strategic investments will pay off in the years to come.
ProspectsWe expect FY2002 to be a difficult year due to the slower growth, both domestically and regionally. In anticipation
of this, we will strive to maintain our competitiveness and sustain, if not improve the Group’s profitability by
streamlining our operations and leveraging on our strengths and core competence in heavy lift, heavy haulage
and marine transportation.
To achieve this, we intend to continue pursuing the following strategies:
❖ Diversify out of the building and construction industry to serve other sectors such as petrochemicals,
refineries and power plants;
❖ Look for opportunities to offer our heavy lift and heavy haulage services to new geographical markets;
❖ Work towards being ISO 9002 certified by offering consistently high quality services and customer support;
❖ Improve productivity by reviewing our operations and work processes to reduce wastage; and
❖ Expand our customer base of loyal and long term clients by providing one-stop integrated solutions for
their lifting and haulage requirements
Although the road ahead will not be easy, we remain optimistic about our mid to long-term outlook and our
growth prospects in the coming years.
Mr Ang Kah Leong, a director of the company, passed away on 20 April 2001. He has been with the company
since its incorporation and his contribution to the Group has been invaluable. The Board would like to extend
its deepest condolences and sympathy to the members of his family. Mr Ang Kah Leong will be sorely missed
by the Board, management and staff.
On behalf of the Board, I would like to thank the management and staff for their continued dedication and hard
work, without which, Tiong Woon would not have overcome the numerous challenges it faced during the year.
I would also like to express our sincere appreciation to our customers and business associates for their kind
support and last but not least, to our shareholders, who have placed their trust in us. We look forward to your
continuing support.
Ang Kah HongChairman & Managing Director
7 November 2001
/ C H A I R M A N ’ S S T A T E M E N T6
7
“ t h e G r o u p h a s b e e n a b l e t o r e a p
t h e b e s t b e n e f i t s f r o m a n
e x t r e m e l y c h a l l e n g i n g m a r k e t ”
O P E R A T I O N S R E V I E W / 7
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O P E R AT I O N S R E V I E W
The business environment we operate in remains tough as the local and regional economies continue to suffer
from the hangover of the regional economic crisis. The construction industry, which is our mainstay, is still in
the doldrums and this has put pressure on the Group’s margins as well as its operational performance.
The virtually stagnant growth in the local construction industry, which has slowed down in line with the
contraction of the overall economy, has created a very competitive and hostile environment. This has forced
operators in the industry to cut prices for the services they offer and led to an erosion of the Group’s income.
Put Up APositive PerformanceTiong Woon has however remained resilient and managed to achieve a marginal profit despite the negative
market conditions. The Group achieved a turnover of $40.40 million for the financial year ended 30 June 2001,
which was 20 % higher compared to the previous financial year, while pre-tax profit stood at $ 0.8 million.
The Group’s management will continue to take a long term view in its planning and strategies. In anticipation of
the adverse market conditions, Tiong Woon has devised plans and strategies to mitigate the impact of these
negative factors.
Tiong Woon has also restructured its operations and streamlined its equipment fleet to enhance its
competitiveness and capture a bigger share of the market. In this way, the Group has been able to reap the
best benefits from an extremely challenging market.
The main strategies implemented by the Group include:
❖ Constant replenishing and upgrading of our equipment fleet to ensure that customers get the most reliable
and best quality equipment;
❖ Restructuring our inventory mix to focus on the most strategic categories of equipment in line with market
demand; and
❖ Downsizing those equipment categories which are less productive and in low demand by the market.
By taking note of changing market conditions and adapting ourselves accordingly, Tiong Woon has been able to
remain actively involved in the industry and clinch several projects to supply equipment to public and private
sector clients, both locally and in the region.
/ O P E R A T I O N S R E V I E W8
9O P E R A T I O N S R E V I E W /
Lifting of 60 tons Tank
9
In Singapore, one of the major projects that the Group has been actively participating in is the HDB upgrading
project. Tiong Woon has entered into several term contracts with its clients to supply cranes and transport
services for the latters’ various HDB upgrading contracts.
Tiong Woon has successfully completed its contracts for the Mei Ling Street, Bendemeer/Whampoa, Ang Mo Kio
Ave 3 and Tanjong Rhu projects. The current ongoing project works are Commonwealth Crescent, Boon Lay,
Toa Payoh, Jalan Bukit Merah, Bedok South, Telok Blangah and other upgrading works.
The Group has exhibited its professionalism, capability and reliability by providing qualified engineers and
workers, as well as a fleet of certified equipment of various capacities to satisfy both statutory and clients’
exacting requirements.
Tiong Woon is also actively involved in the supply of equipment for various pharmaceutical and wafer plant
construction projects such as the Wyeth, Pfizer and Schering Plough pharmaceutical plants as well as the
Toshiba Wafer Plant in Tampines and the proposed UMC Wafer Plant at Pasir Ris.
1 0 / O P E R A T I O N S R E V I E W
In addition, the Group has been supplying heavy-duty equipment to clients in shipbuilding and repair as well as
offshore marine activities such as the fabrication of jackets and modules.
Regionally, some of the major projects the Group has participated in include the LNG Debottlenecking project
in Brunei; the Cakawala Field Development works in Penang, Malaysia; the Kelanittissa Power Plant project in
Sri Lanka; and the Metromanila Transit project in Manila, Philippines.
In the Brunei LNG Debottlenecking project, the Group provided a total integrated services package which
included receiving the equipment shipped from overseas at the Singapore port, supplying the cranes, providing
the transport services (both land and sea) to deliver the equipment to the work site, dismantling the old driers
as well as erection and installation of new driers. Each drier weigh more than 120 tons.
The Group successfully completed two such LNG Debottlenecking projects in August 2000 and April 2001
respectively, with each project completed in a duration of 45 days. These projects highlight Tiong Woon’s
capabilities in providing one-stop integrated heavy lift and heavy haulage services.
The Cakawala Field Development works in Penang, Malaysia, was awarded in October 2000. The project involved
supplying various units of heavy-duty cranes for the fabrication of several units of jackets, top-sides and
modules which are used in the construction of offshore oil rigs. The highlight of this project was the Group’s
successful lift of the heaviest item, weighing more than 400 tons, by deploying the tandem-lift technique. In
tandem lift, several cranes are deployed simultaneously to lift a bulky and heavy item, and position it to specified
orientation and location.
BRUNEI – Debottlenecking projectBLNG Train 4
1 1O P E R A T I O N S R E V I E W /
In March 2001, the Group has, for the first time, successfully clinched the transportation
project for the Kelanittissa Power Plant in Colombo, Sri Lanka. In this project,
Tiong Woon was required to ship a series of multi-axle modular hydraulic trailers to
Sri Lanka for several months; to discharge the equipment comprising generators and
transformers at Colombo port and provide land haulage to transport the equipment
(the heaviest weighing 150 tons) to the Power Plant site.
“ s u c c e s s f u l l y c l i n c h e d t h e
t r a n s p o r t a t i o n p r o j e c t f o r t h e
Ke l a n i t t i s s a P o w e r P l a n t i n
C o l o m b o , S r i L a n k a ”
1 1
1 2
At about the same time, the Group was awarded a project to lift and erect stadium light towers in Maldives. In
this project, we mobilized an LTM 1160, which is a 160 ton mobile crane with a 60 m telescopic boom, via a landing
craft vessel (which was wholly chartered) to Maldives, and erected four units of stadium lightings of 45 m
height each.
In the Philippines, the Group supplied various units of hydraulic and rough terrain cranes to the Metromanila
Transit project in Manila. This project commenced in the previous fiscal year and continued into the fiscal year
under review. It is expected to be completed in February 2002.
Towards the close of the fiscal year, the Group acquired one of the world’s largest lifting machine – the Demag
CC6400 crawler crane which has a lifting capacity of 1,000 tons. The crane has been deployed to Pulau Seraya
and is currently involved in a Power Plant project which was secured towards the end of the fiscal year. In this
project, the Group supplied the transportation and lifting services of various heavy and oversized equipment.
The Demag CC6400 is a world class piece of equipment and the Group believes that its acquisition will enable
Tiong Woon to become an international player, able to compete on the world stage for specialized lifting work.
Together with our marine and land haulage capabilities, it will provide a synergistic boost to our aim of becoming
a one-stop provider of heavy lift and heavy haulage services.
Lifting & Erection of 45m Height StadiumLight Tower at Maldives – March 2001
/ O P E R A T I O N S R E V I E W
FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
Contents
Page
Directors’ Report 14
Statement by Directors 19
Auditors’ Report 20
Income statements 22
Balance Sheets 23
Consolidated Statement of Changes in Equity 25
Statement of Changes in Equity 26
Consolidated Cash Flow Statement 27
Notes to the Financial Statements 29
Shareholders’ Information 56
Corporate Governance 59
1 4 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
DIRECTORS’ REPORTFor the financial year ended 30 June 2001
The directors present their report to the members together with the audited financial statements of the Company and of the Group for
the financial year ended 30 June 2001.
Directors
The directors of the Company at the date of this report are:
Ang Kah Hong
Ang Kha King
Tan Swee Khim
Wong King Kheng
Chandra Mohan s/o Rethnam
Principal activities
The principal activity of the Company is that of an investment holding company. The principal activities of the subsidiaries are
disclosed in Note 16 to the financial statements.
Results for the financial year
The consolidated profit after tax attributable to the members of the Company for the financial year was $680,867 (2000: $2,643,588).
The Company made a loss after tax for the financial year of $273,158 (2000: profit after tax of $627,382).
Material transfers to or from reserves and provisions
Material transfers to or (from) reserves during the financial year were as follows:
The Group The Company$ $
Transfer to foreign currency translation reserve 86,762 —
Material movements in provisions are set out in the notes to the financial statements.
T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S / 1 51 5 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
DIRECTORS’ REPORTFor the financial year ended 30 June 2001
Acquisition and disposal of subsidiaries
During the financial year, the Company increased its interest in the subsidiary, Grande Engineering Construction Pte Ltd to 95% by
the acquisition of additional 5% interest for a cash consideration of $5,000. The share of net tangible assets of subsidiary acquired
was $5,980 at the acquisition date.
There were no acquisitions or disposals of interests in subsidiaries during the financial year.
Issue of shares and debentures
There were no issues of shares or debentures by any corporation in the Group during the financial year.
Arrangements to enable directors to acquire shares and debentures
Neither at the end of nor at any time during the financial year was the Company a party to any arrangement whose object was to
enable the directors of the Company to acquire benefits by means of an acquisition of shares in, or debentures of, the Company or
any other body corporate.
Directors’ interests in shares or debentures
The interests of the directors holding office at the end of the financial year in the share capital of the Company and related
corporations, as recorded in the register of directors’ shareholdings, were as follows:
Holdings registered in name of Holdings in which a directordirector or nominee is deemed to have an interest
At At At At30.6.2001 30.6.2000 30.6.2001 30.6.2000
The Company
(Ordinary shares of $0.10 each)
Ang Kah Hong 8,565,000 8,565,000 115,153,940 114,805,940
Ang Kha King 7,765,000 7,765,000 115,153,940 114,805,940
Tan Swee Khim 3,431,000 3,431,000 — —
Wong King Kheng 30,000 30,000 — —
Chandra Mohan s/o Rethnam 30,000 30,000 — —
At the balance sheet date, Ang Kah Hong and Ang Kha King have 5,990,298 and 2,995,149 ordinary shares of $1 each respectively in
the ultimate holding company Ang Choo Kim & Sons (Pte) Limited. Their deemed interest in the Company through Ang Choo Kim &
Sons (Pte) Limited is shown above.
1 6 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
DIRECTORS’ REPORTFor the financial year ended 30 June 2001
Dividends
Dividends paid since the end of the Company’s preceding financial year are as follows:
$
A final dividend of 2.7% per ordinary shares, net of tax at 25.5%, was paid on 24 November 2000
in respect of the financial year ended 30 June 2000 as proposed in the Directors’ Report for that financial year. 452,690
Bad and doubtful debts
Before the financial statements of the Company were made out, the directors took reasonable steps to ascertain the action taken in
relation to the writing off of bad debts and providing for doubtful debts of the Company, and have satisfied themselves that all known
bad debts of the Company have been written off and that adequate provision has been made for doubtful debts.
At the date of this report, the directors are not aware of any circumstances which would render any amounts written off for bad debts
or provided for doubtful debts in the Group inadequate to any substantial extent.
Current assets
Before the financial statements of the Company were made out, the directors took reasonable steps to ascertain that current assets
which were unlikely to realise their book values in the ordinary course of business have been written down to their estimated
realisable values or that adequate provision has been made for the diminution in value of such current assets.
At the date of this report, the directors are not aware of any circumstances, not otherwise dealt with in this report, which would
render the values attributed to current assets in the consolidated financial statements misleading.
Charges on assets and contingent liabilities
At the date of this report, no charges have arisen since the end of the financial year on the assets of the Company or any corporation
in the Group which secure the liability of any other person, nor have any contingent liability arisen since the end of the financial year
in the Company or any other corporation in the Group.
T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S / 1 71 7 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
DIRECTORS’ REPORTFor the financial year ended 30 June 2001
Ability to meet obligations
No contingent or other liability of the Company or any other corporation in the Group has become enforceable or is likely to become
enforceable within the period of twelve months after the end of the financial year which, in the opinion of the directors, will or may
substantially affect the ability of the Company and the Group to meet its obligations as and when they fall due.
Other circumstances affecting the financial statements
At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report or the consolidated
financial statements which would render any amount stated in the financial statements of the Company and the consolidated financial
statements misleading.
Unusual items
In the opinion of the directors, the results of the operations of the Company and of the Group during the financial year have not been
substantially affected by any item, transaction or event of a material and unusual nature except for the change in accounting policy
as stated in Note 3 to the financial statements.
Unusual items after the financial year
In the opinion of the directors, no item, transaction or event of a material and unusual nature has arisen in the interval between the
end of the financial year and the date of this report which would affect substantially the results of the operations of the Company and
of the Group for the financial year in which this report is made.
Directors’ contractual benefits
Since the end of the previous financial year, no director has received or become entitled to receive a benefit (other than as disclosed
in the consolidated financial statements and in this report) by reason of a contract made by the Company or a related corporation with
the director or with a firm of which he is a member or with a company in which he has a substantial financial interest.
Remuneration
The total remuneration paid to the executive directors and employees who are related to the controlling shareholders amounting to
S$884,249, exceeded 15% of the profit before taxation of the Group for the financial year ended 30 June 2001.
1 8 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
DIRECTORS’ REPORTFor the financial year ended 30 June 2001
Audit Committee
The Audit Committee carried out its functions in accordance with Section 201B(5) of the Companies Act, including review of audit
plans and scope of external auditors, discussions of external auditors’ findings and a review of the financial statements of the
Company and of the Group for the financial year and the auditors’ report thereon.
The Audit Committee has nominated PricewaterhouseCoopers for re-appointment as auditors of the Company at the forthcoming
Annual General Meeting.
Share options
There were no options granted during the financial year to subscribe for unissued shares of the Company or its subsidiaries.
No shares have been issued during the financial year by virtue of the exercise of options to take up unissued shares of the Company
or its subsidiaries.
There were no unissued shares in the Company or its subsidiaries under option at the end of the financial year.
Auditors
The auditors, PricewaterhouseCoopers have expressed their willingness to accept re-appointment.
On behalf of the directors
ANG KAH HONG ANG KHA KING
Chairman & Managing Director Executive Director
7 November 2001
T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S / 1 91 9 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
STATEMENT BY DIRECTORS
In the opinion of the directors, the financial statements set out on pages 22 to 55 are drawn up so as to give a true and fair view of
the state of affairs of the Company and of the Group at 30 June 2001 and of the results of the business, and changes in equity, of
the Company and of the Group and the cash flows of the Group for the financial year then ended, and at the date of this statement
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they fall due.
On behalf of the directors
ANG KAH HONG ANG KHA KING
Chairman & Managing Director Executive Director
7 November 2001
2 0 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
AUDITORS’ REPORT TO THE MEMBERS OF TIONG WOON CORPORATION HOLDING LTD
We have audited the financial statements of Tiong Woon Corporation Holding Ltd and the consolidated financial statements of the
Group for the financial year ended 30 June 2001 set out on pages 22 to 55. These financial statements are the responsibility of the
Company’s directors. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require that we plan and perform our
audit to obtain reasonable assurance whether the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by the directors, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion,
(a) the accompanying financial statements of the Company and consolidated financial statements of the Group are properly drawn
up in accordance with the provisions of the Singapore Companies Act (“Act”) and Singapore Statements of Accounting Standard
and so as to give a true and fair view of:
(i) the state of affairs of the Company and of the Group at 30 June 2001, the results and changes in equity of the Company
and of the Group, and the cash flows of the Group for the financial year ended on that date; and
(ii) the other matters required by section 201 of the Act to be dealt with in the financial statements of the Company and the
consolidated financial statements of the Group; and
(b) the accounting and other records, and the registers required by the Act to be kept by the Company and by those subsidiaries
incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act.
We have considered the financial statements and auditors’ report of the subsidiaries of which we have not acted as auditors, being
financial statements included in the consolidated financial statements. The names of the subsidiaries are stated in note 16 to the
financial statements.
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AUDITORS’ REPORT TO THE MEMBERS OF TIONG WOON CORPORATION HOLDING LTD
We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial statements of the
Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements
and we have received satisfactory information and explanations as required by us for those purposes.
The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and in respect of
subsidiaries incorporated in Singapore did not include any comment made under section 207(3) of the Act.
PricewaterhouseCoopers
Certified Public Accountants
Singapore
7 November 2001
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INCOME STATEMENTSFor the financial year ended 30 June 2001
The Group The CompanyNotes 2001 2000 2001 2000
$ $ $ $
Sales 4 40,404,130 33,538,037 — —
Cost of sales (31,473,529) (23,610,350) — —
Gross profit 8,930,601 9,927,687 — —
Other operating income 2,005,071 2,128,815 — 1,000,000
Administrative expenses (1,347,170) (724,728) (261,040) (143,976)
Other operating expenses (7,513,799) (6,404,662) (12,118) (6,720)
Operating profit/(loss) 5 2,074,703 4,927,112 (273,158) 849,304
Finance income 6 18,290 26,653 — 6,393
Finance costs 7 (1,499,210) (1,226,562) — —
Exceptional item 3 203,580 — — —
Profit/(loss) before tax 797,363 3,727,203 (273,158) 855,697
Tax 10 (125,425) (1,078,706) — (228,315)
Profit/(loss) from ordinary activities 671,938 2,648,497 (273,158) 627,382
Minority interest 24 8,929 (4,909) — —
Net profit/(loss) 680,867 2,643,588 (273,158) 627,382
Earnings per share – basic 11 0.30 cents 1.38 cents
The accompanying notes form an integral part of these financial statements.
Auditors’ Report – Page 20.
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BALANCE SHEETSAs at 30 June 2001
The Group The CompanyNotes 2001 2000 2001 2000
$ $ $ $
Current assets
Cash and cash equivalents 12 225,687 744,163 4,977 3,687
Receivables 13 15,051,345 13,494,309 — 10
Inventories 14 358,919 313,936 — —
Other current assets 15 618,463 545,346 26,685 26,685
16,254,414 15,097,754 31,662 30,382
Non-current assets
Subsidiaries 16 — — 27,138,822 27,746,414
Property, plant and equipment 17 53,603,421 39,273,561 — —
Deferred expenditure 18 31,817 — — —
Goodwill 19 7,638 10,184 — —
53,642,876 39,283,745 27,138,822 27,746,414
Total assets 69,897,290 54,381,499 27,170,484 27,776,796
Current liabilities
Trade and other payables 20 5,381,925 4,530,138 146,919 480,073
Provisions 21 224,275 540,802 — —
Borrowings 22 10,801,173 4,070,526 — —
16,407,373 9,141,466 146,919 480,073
Non-current liabilities
Borrowings 22 17,631,715 9,845,027 — —
Deferred tax 10 3,772,504 3,888,504 — —
21,404,219 13,733,531 — —
Total liabilities 37,811,592 22,874,997 146,919 480,073
Net assets 32,085,698 31,506,502 27,023,565 27,296,723
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BALANCE SHEETS (continued)As at 30 June 2001
The Group The CompanyNotes 2001 2000 2001 2000
$ $ $ $
Share capital and reserves
Share capital 23 22,505,094 22,505,094 22,505,094 22,505,094
Share premium 4,629,787 4,629,787 4,629,787 4,629,787
Foreign currencies translation
reserve (420,929) (334,167) — —
Retained earnings/(Accumulated losses) 5,371,746 4,690,879 (111,316) 161,842
Interests of shareholders of the Company 32,085,698 31,491,593 27,023,565 27,296,723
Minority interests 24 — 14,909 — —
32,085,698 31,506,502 27,023,565 27,296,723
The accompanying notes form an integral part of these financial statements.
Auditors’ Report – Page 20.
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITYFor the financial year ended 30 June 2001
Foreigncurrency
Share Share translation Retainedcapital premium reserve earnings Total
$ $ $ $ $
Balance at 1 July 2000 22,505,094 4,629,787 (334,167) 4,690,879 31,491,593
Currency translation differences — — (86,762) — (86,762)
Net profit for the financial year — — — 680,867 680,867
Balance at 30 June 2001 22,505,094 4,629,787 (420,929) 5,371,746 32,085,698
Balance at 1 July 1999 3 — (133,660) 14,681,072 14,547,415
Issue of share capital 22,505,091 5,380,000 — — 27,885,091
Costs associated with initial public
offering exercise — (750,213) — — (750,213)
Currency translation differences — — (200,507) — (200,507)
Capitalisation of reserve pursuant to
restructuring exercise — — — (12,181,091) (12,181,091)
Net profit for the financial year — — — 2,643,588 2,643,588
Dividend for 2000 — — — (452,690) (452,690)
Balance at 30 June 2000 22,505,094 4,629,787 (334,167) 4,690,879 31,491,593
The accompanying notes form an integral part of these financial statements.
Auditors’ Report – Page 20.
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STATEMENT OF CHANGES IN EQUITY – COMPANYFor the financial year ended 30 June 2001
(Accumulatedlosses)/
Share Share Retainedcapital premium earnings Total
$ $ $ $
Balance at 1 July 2000 22,505,094 4,629,787 161,842 27,296,723
Net loss for the financial year — — (273,158) (273,158)
Balance at 30 June 2001 22,505,094 4,629,787 (111,316) 27,023,565
Balance at 1 July 1999 3 — (12,850) (12,847)
Issue of share capital 22,505,091 5,380,000 — 27,885,091
Costs associated with initial public
offering exercise — (750,213) — (750,213)
Net profit for the financial year — — 627,382 627,382
Dividend for 2000 — — (452,690) (452,690)
Balance at 30 June 2000 22,505,094 4,629,787 161,842 27,296,723
The accompanying notes form an integral part of these financial statements.
Auditors’ Report – Page 20.
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CONSOLIDATED CASH FLOW STATEMENTFor the financial year ended 30 June 2001
Notes 2001 2000$ $
Cash flows from operating activities
Profit before tax 797,363 3,727,203
Adjustments for:
Depreciation and amortisation 8,087,664 6,498,761
Interest income (18,290) (26,653)
Interest expense 1,499,210 1,226,562
Gain on disposal of property, plant and equipment (1,418,657) (1,380,052)
Fixed assets written off 40,640 15,562
Provision for drydocking written back (203,580) —
Exchange difference (20,821) 29,400
Operating cash flow before working capital changes 8,763,529 10,090,783
Changes in operating assets and liabilities, net of effects from
purchase of controlled entity
Receivables (1,557,036) (2,436,424)
Inventories (44,984) (73,636)
Other assets (104,934) 401,508
Accounts payable 851,785 (877,472)
Cash generated from operations 7,908,360 7,104,759
Income tax paid (359,392) (522,752)
Interest paid (1,499,210) (1,226,562)
Net cash from operating activities 6,049,758 5,355,445
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CONSOLIDATED CASH FLOW STATEMENT (continued)For the financial year ended 30 June 2001
Notes 2001 2000$ $
Cash flows from investing activities
Payments for property, plant and equipment (5,787,455) (1,717,419)
Payment for purchase of subsidiary, net of cash acquired (5,000) (36,006)
Interest received 18,290 26,653
Proceeds from sale of property, plant and equipment 3,379,452 1,722,435
Net cash outflow from investing activities (2,394,713) (4,337)
Cash flows from financing activities
Net proceeds from issue of shares — 6,009,787
Proceeds from borrowings — —
Repayment of borrowings (871,049) (7,169,722)
Repayment of lease liabilities (6,459,497) (5,360,960)
Contribution from minority shareholders — 10,000
Net cash outflow from financing activities (7,330,546) (6,510,895)
Net (decrease)/increase in cash held (3,675,501) (1,159,787)
Cash at the beginning of the financial year 648,443 1,808,230
Cash at the end of the financial year 12 (3,027,058) 648,443
The accompanying notes form an integral part of these financial statements.
Auditors’ Report – Page 20.
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
These notes form an integral part of and should be read in conjunction with the accompanying financial statements.
1. General
The Company is domiciled and incorporated in Singapore and is listed on the Singapore Exchange. The address of the
Company’s registered office is
No. 13 &15 Pandan Crescent
Singapore 128470
The principal activity of the Company is that of an investment holding company. The principal activities of the subsidiaries are
disclosed in Note 16 to the financial statements.
2. Significant accounting policies
(a) Basis of preparation
The financial statements are prepared in accordance with the historical cost convention.
The financial statements are prepared in accordance with and comply with Singapore Statements of Accounting Standard.
The financial statements are expressed in Singapore dollars.
(b) Basis of consolidation
The consolidated financial statements include the financial statements of the Company and all its subsidiaries made up to the
end of the financial year. The results of subsidiaries acquired or disposed of during the financial year are included in or
excluded from the consolidated income statement from the date of their acquisition or disposal. Intercompany balances and
transactions and resulting unrealised profits are eliminated in full on consolidation. When necessary, accounting policies for
subsidiaries have been changed to ensure consistency with the policies adopted by the Group.
Goodwill represents the excess of the fair value of the consideration given over the fair value of the identifiable net assets of
subsidiaries when acquired. Goodwill is amortised on a straight-line basis, through the consolidated income statement over its
useful economic life of 5 years. Goodwill which is assessed as having no continuing economic value is written off to the
consolidated income statement.
3 0 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
2. Significant accounting policies (continued)
(c) Foreign currencies
Transactions in foreign currencies during the financial year are converted to Singapore dollars at the rates of exchange
prevailing on the transaction dates. Foreign currency monetary assets and liabilities are translated into Singapore dollars at the
rates of exchange prevailing at the balance sheet date or at contracted rates where they are covered by forward exchange
contracts. Exchange differences arising are taken to the income statements.
For the purpose of consolidation of foreign subsidiaries, the balance sheets are translated into Singapore dollars at the
exchange rates prevailing at the balance sheet date, and the results are translated using the average exchange rates for the
financial year. The exchange difference arising on translation of foreign subsidiaries, are taken directly to the foreign currency
translation reserve. On disposal, these translation differences are recognised in the consolidated income statement as part of
the gain or loss on sale.
(d) Revenue recognition
Turnover represents the gross invoiced value of services rendered and goods delivered.
Revenue from the sale of goods is recognised upon delivery to customers.
Revenue from the rendering of services is recognised upon completion of services.
Rental income is recognised on an accrual basis.
Dividend income is recorded gross in the income statements in the accounting period in which the dividend is declared payable
by the investee company or, in the case of subsidiaries, in respect of which it is proposed.
Interest income is accrued on a day to day basis.
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
2. Significant accounting policies (continued)
(e) Taxation
Tax expense is determined on the basis of tax effect accounting using the liability method. Deferred taxation is provided on
significant timing differences arising from the different treatments in accounting and taxation of relevant items except where it
can be demonstrated with reasonable probability that the tax deferral will continue for the foreseeable future.
In accounting for timing differences, deferred tax assets are not recognised unless there is reasonable expectation of their
realisation.
(f) Cash and cash equivalents
For the purpose of the cash flow statement, cash and cash equivalents comprise cash in hand, deposits held at call with
banks, net of bank overdrafts and revolving credit facilities.
(g) Trade debtors
Trade debtors are carried at anticipated realisable value. Bad debts are written off and specific provisions are made for those
debts considered to be doubtful. General provisions are made on the balance of trade debtors to cover unexpected losses
which have not been specifically identified.
(h) Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is calculated on a first in first out basis and includes
all costs in bringing the inventories to their present location and condition.
Provision is made where necessary for obsolete, slow-moving and defective inventories.
(i) Subsidiaries
Investments in subsidiaries are stated in the financial statements at cost less provision. Provision is made in recognition of a
diminution in the value of the investments which is other than temporary, determined on an individual investment basis.
(j) Property, plant and equipment
All property, plant and equipment are recorded at cost less depreciation and less any writedown for impairment, where
applicable.
3 2 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
2. Significant accounting policies (continued)
(k) Depreciation of property, plant and equipment
Depreciation is calculated on a straight line basis to write off the cost of property, plant and equipment over their expected
useful lives. The rates of depreciation are as follows:
Leasehold land and buildings 5% or remaining life of lease, whichever is shorter
Machinery
- less than 5 years old (when acquired) 5% - 10%
- 5 years to 10 years old (when acquired) 5% - 14%
- more than 10 years old (when acquired) 20%
Tug boats and barges 10%
Office equipment 10% - 20%
Furniture and fixtures 10%
Office renovation 20%
Motor vehicles 10% - 20%
(l) Accounting for leases
A distinction is made between finance leases which effectively transfer from the lessor to the lessee substantially all the risks
and benefits incidental to the ownership of the leased assets, and operating leases under which the lessor effectively retains
substantially all such risks and benefits.
Finance leases are capitalised at the estimated present value of the underlying lease payments. Each lease payment is
allocated between the liability and finance charges so as to achieve a constant rate of return on the balance outstanding. The
corresponding rental obligations, net of finance charges, are included in other long-term payables. The interest element of the
finance charge is charged to the income statements over the lease period. Plant and equipment acquired under finance leasing
contracts is depreciated over the useful life of the asset.
Operating lease payments are charged to the income statements on a straight line basis over the period of the lease.
(m) Deferred expenditure
Deferred expenditure comprise drydocking and special survey expenditure which is capitalised and amortised to the income
statement in equal amounts till the next estimated drydocking or survey, which is estimated to be over a period of one to five
years.
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
3. Changes in accounting policy
In the previous financial year, an annual provision for drydocking and special survey expenditure (which are incurred once in
every one to five years) is charged against the results of each financial year, leading up to the drydocking or special survey.
With effect from 1 July 2000, the Group has adopted a policy which requires drydocking and special survey expenditure to be
capitalised and amortised to the income statement in equal amounts till the next estimated drydocking or survey, which is
estimated to be over a period of one to five years. This change will result in a more appropriate presentation of drydocking and
survey costs in the Group’s financial statements.
The effect of the change in accounting policy is to increase the net profit before tax for the current financial year by S$203,580.
This change in accounting policy is not applied retrospectively as the amount of any resulting adjustment that relates to prior
periods is not reasonably determinable.
4. Revenue
The Group The Company2001 2000 2001 2000
$ $ $ $
Services rendered 28,698,983 29,671,063 — —
Sales of cranes and equipment 10,721,349 2,737,292 — —
Storage income 719,573 809,475 — —
Miscellaneous sales 264,225 320,207 — —
Sales 40,404,130 33,538,037 — —
Dividends received/receivable — — — 1,000,000
Interest received/receivable 18,290 26,653 — 6,393
40,422,420 33,564,690 — 1,006,393
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
5. Operating profit/(loss)
The Group The Company2001 2000 2001 2000
$ $ $ $
Operating profit/(loss) is arrived at after:
Charging:
Auditors’ remuneration
– Auditors of the Company 90,165 73,176 35,000 26,300
– Other auditors 2,184 2,497 — —
Fees for non-audit services by auditors of the Company 76,106 65,954 27,782 19,285
Depreciation of property, plant and equipment
– Leasehold buildings 234,208 231,050 — —
– Leasehold land 15,833 15,833 — —
– Machinery 6,581,291 5,037,331 — —
– Tug boats and barges 1,006,723 995,501 — —
– Office equipment 129,125 106,056 — —
– Furniture and fixtures 10,755 10,419 — —
– Office renovation 18,248 3,211 — —
– Motor vehicles 87,838 96,814 — —
Property, plant and equipment written off 40,640 15,562 — —
Amortisation of goodwill 2,546 2,546 — —
Amortisation of drydocking expenses 1,097 — — —
Directors’ remuneration
– Company
– Fees 80,000 80,000 80,000 80,000
– Other remuneration 648,359 629,539 — —
– Subsidiaries
– Fees 2,184 — — —
– Other remuneration 118,771 — — —
Provision for doubtful trade debts 759,673 — — —
Net foreign exchange loss — 210,156 — —
Rental expense – operating leases 1,125,922 1,094,697 — —
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
5. Operating profit/(loss) (continued)
The Group The Company2001 2000 2001 2000
$ $ $ $
Provision for diminution in value of investments — — 95,000 —
And crediting:
Provision for doubtful debts written back 225,610 53,300 — —
Gain on disposal of property,
plant and equipment 1,418,657 1,380,052 — —
Provision for dry docking written back — 25,565 — —
Net foreign exchange gain 35,721 — — 53
6. Finance income
The Group The Company2001 2000 2001 2000
$ $ $ $
Interest income
– Fixed deposits 14,091 25,558 — 6,393
– Others 4,199 1,095 — —
18,290 26,653 — 6,393
3 6 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
7. Finance costs
The Group The Company2001 2000 2001 2000
$ $ $ $
Interest expense
– Finance lease 1,212,812 952,226 — —
– Bank loans 182,113 369,698 — —
– Bank overdraft 98,186 27,570 — —
– Trust receipt 3,213 226 — —
– Others 2,886 3,417 — —
– Adjustment for interest on convertible bonds — (126,575) — —
1,499,210 1,226,562 — —
8. Remuneration of directors of the Company
2001 2000
Number of directors of the Company in remuneration bands:
Below $250,000 6 6
Total 6 6
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
9. Staff costs
The Group The Company2001 2000 2001 2000
$ $ $ $
Wages and salaries 9,827,216 9,105,680 — —
Employers’ contribution to Central Provident Fund 893,170 631,347 — —
Foreign workers levy 102,195 101,540 — —
10,822,581 9,838,567 — —
Number of persons employed at the end of the financial year:
The Group The Company2001 2000 2001 2000
Full time 330 326 — —
10. Tax
(a) Tax expense
The Group The Company2001 2000 2001 2000
$ $ $ $
Tax expense attributable to profit is made up of:
Current income tax
Singapore 205,092 257,700 — 228,315
Foreign 35,425 89,829 — —
Deferred tax 295,436 819,158 — —
535,953 1,166,687 — 228,315
3 8 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
10. Tax (continued)
(a) Tax expense (continued)
The Group The Company2001 2000 2001 2000
$ $ $ $
Under/(over) provision in prior financial years
– Current tax 908 (36,160) — —
– Deferred tax (411,436) (51,821) — —
125,425 1,078,706 — 228,315
The income tax expense on the results of the Group for the year is higher than the amount of income tax determined by
applying the Singapore standard rate of income tax to profit before taxation due to losses and capital allowances available to
certain subsidiary companies which cannot be offset against the profits of other group companies, higher tax rates applicable to
certain overseas subsidiary companies and non-deductible expenses.
(b) Movements in provision for deferred tax
The Group The Company2001 2000 2001 2000
$ $ $ $
Balance at the beginning of the financial year 3,888,504 3,121,167 — —
Provision for the year 295,436 819,158 — —
Overprovision in prior financial year (411,436) (51,821) — —
Balance at the end of the financial year 3,772,504 3,888,504 — —
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
11. Earnings per share
The Group2001 2000
$ $
Profit after tax attributable to members of Tiong Woon Corporation Holding Ltd 680,867 2,643,588
Weighted average number of ordinary shares in issue for basic earnings per share 225,050,940 191,139,159
Basic earnings per share is calculated by dividing the profit after tax attributable to shareholders by the weighted average
number of ordinary shares in issue during the financial year.
12. Cash and cash equivalents
The Group The Company2001 2000 2001 2000
$ $ $ $
Cash at bank and on hand 225,687 706,557 4,977 3,687
Deposits, at call — 37,606 — —
225,687 744,163 4,977 3,687
For the purposes of the consolidated cash flow statement, the year end consolidated cash and cash equivalents comprise the
following:
Cash and bank (as above) 225,687 744,163
Less: Bank overdrafts (Note 22) (2,952,745) (95,720)
Revolving credit facilities (Note 22) (300,000) —
Cash and cash equivalents per consolidated
cash flow statement (3,027,058) 648,443
4 0 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
13. Receivables
The Group The Company2001 2000 2001 2000
$ $ $ $
Trade debtors 16,778,884 14,788,919 — —
Less: Provision for doubtful debts (1,895,375) (1,350,664) — —
Sundry debtors 167,836 56,054 — 10
15,051,345 13,494,309 — 10
Movements in provision for doubtful debts are as follows:
Balance at the beginning of the financial year 1,350,664 1,646,016 — —
Provision made during the financial year 759,673 — — —
Bad debts written off against provision (4,504) (245,565) — —
Provision written back (225,610) (53,300) — —
Translation difference 15,152 3,513 — —
Balance at the end of the financial year 1,895,375 1,350,664 — —
Included in the trade debtors of the Group is $21,129 (2000: $21,793) receivable from companies in which some of the directors
have substantial interests.
14. Inventories
The Group2001 2000
$ $
Inventories comprise:
Cranes held for sale, at cost 225,285 225,285
Spare parts, at cost 133,634 88,651
358,919 313,936
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
15. Other current assets
The Group The Company2001 2000 2001 2000
$ $ $ $
Tax recoverable — 9,923 26,685 26,685
Deposits 57,376 64,111 — —
Advances to staff 59,593 9,763 — —
Prepayments 501,494 461,549 — —
618,463 545,346 26,685 26,685
16. Subsidiaries
The Company2001 2000
$ $
Unquoted equity shares, at cost 14,220,092 14,215,092
Less: Provision for diminution in value of investment (95,000) —
14,125,092 14,215,092
Amount owing by subsidiaries (non-trade) 13,013,730 13,531,322
27,138,822 27,746,414
4 2 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
16. Subsidiaries (continued)
Name of company/ Principal Country ofCountry of incorporation activities business Equity holding Cost of investment
2001 2000 2001 2000% % $ $
Tiong Woon Crane & Hiring out of Singapore 100 100 8,447,674 8,447,674Transport Pte Ltd (Singapore) cranes and
transport
Tiong Woon Marine Pte Ltd Provision of Singapore 100 100 3,529,412 3,529,412(Singapore) wharfing and
stevedoringservices, hiringof cranes, andconstruction andsale of barges
Tiong Woon Enterprise Sales of Singapore 100 100 1,622,153 1,622,153Pte Ltd (Singapore) cranes and
transport
Tiong Woon Training Centre Provision of Singapore 100 100 525,852 525,852Pte Ltd (Formerly known as training,Tiong Woon Engineering Pte consultancyLtd) (Singapore) services and
investmentholding company
Tiong Woon Crane & Hiring out of Malaysia 100 100 1 1Transport (M) Sdn Bhd* cranes and(Malaysia) transport
P.T. Tiong Woon Indonesia Hiring out of Indonesia 100 100 — —@ (Indonesia) cranes and
transport
Tiong Woon Philippines, Hiring out of Philippines 100 100 — —Inc**@ (Philippines) cranes and
transport
T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S / 4 34 3 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
16. Subsidiaries (continued)
Name of company/ Principal Country ofCountry of incorporation activities business Equity holding Cost of investment
2001 2000 2001 2000% % $ $
Grande Engineering Carrying on the Singapore 95 90 95,000 90,000Construction Pte Ltd business of(Singapore) mixed
construction
14,220,092 14,215,092
* Company audited by a member firm of PricewaterhouseCoopers** Company audited by another public accounting firm@ Wholly-owned subsidiary of Tiong Woon Training Centre Pte Ltd
4 4 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
17. Property, plant and equipment
Leasehold Leasehold Tug boats Off ice Furniture & Off ice Motorbuildings land Machinery and barges equipment fixtures renovation vehicles Total
$ $ $ $ $ $ $ $ $
The Group
Cost
At 1 July 2000 4,620,997 316,667 60,190,281 12,212,524 1,180,677 126,123 65,200 985,953 79,698,422
Additions 162,928 — 23,714,706 176,889 148,872 10,208 133,500 131,208 24,478,311
Disposals — — (3,971,595) (150,000) (191,238) — — (40,801) (4,353,634)
Exchange rate
adjustments — — (122,405) — 1,046 321 (2,193) 2,498 (120,733)
At 30 June 2001 4,783,925 316,667 79,810,987 12,239,413 1,139,357 136,652 196,507 1,078,858 99,702,366
Accumulated depreciation
At 1 July 2000 (497,421) (95,000)(31,851,585) (6,646,452) (653,450) (81,188) (55,305) (544,460)(40,424,861)
Depreciation
charge (234,208) (15,833) (6,581,291) (1,006,723) (129,125) (10,755) (18,248) (87,838) (8,084,021)
Disposals — — 2,129,941 31,250 150,596 — — 40,412 2,352,199
Exchange rate
adjustments (101) — 61,629 — (2,173) (411) 1,045 (2,251) 57,738
At 30 June 2001 (731,730) (110,833)(36,241,306) (7,621,925) (634,152) (92,354) (72,508) (594,137)(46,098,945)
Net book value
At 30 June 2001 4,052,195 205,834 43,569,681 4,617,488 505,205 44,298 123,999 484,721 53,603,421
Net book value
At 30 June 2000 4,123,576 221,667 28,338,696 5,566,072 527,227 44,935 9,895 441,493 39,273,561
T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S / 4 54 5 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
17. Property, plant and equipment (continued)
(a) During the financial year, the Group acquired property, plant and equipment with an aggregate cost of $24,478,311 of which
$13,690,856 was acquired by means of finance leases and $5,000,000 by means of bank loans.
(b) At the balance sheet date, the net book value of machinery of the Group under finance leases amounted to $25,879,154 (2000:
$16,571,420).
(c) At the balance sheet date, the net book value of tug boats and barges of the Group pledged as security for term loans (Note
22) amounted to $1,993,000 (2000: $2,318,500).
(d) At the balance sheet date, the net book value of machinery of the Group pledged as security for bank loans (Note 22)
amounted to $8,911,162 (2000: Nil).
(e) At the balance sheet date, the net book value of tug boats and barges of the Group under a sale and purchase agreement
amounted to $nil (2000: $240,000).
(f) The leasehold buildings are located at No. 13 and 15 Pandan Crescent, Singapore 128470.
18. Deferred expenditures
The Group2001 2000
$ $
Drydocking expenses capitalised during the financial year 32,914 —
Amortisation for the financial year (Note 5) (1,097) —
Unamortised balance at the end of the financial year 31,817 —
4 6 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
19. Goodwill
The Group2001 2000
$ $
Goodwill arising from acquisition of subsidiary 10,184 12,730
Amortisation for the financial year (2,546) (2,546)
Balance at the end of the financial year 7,638 10,184
Cost 12,730 12,730
Accumulated amortisation (5,092) (2,546)
7,638 10,184
20. Trade and other payables
The Group The Company2001 2000 2001 2000
$ $ $ $
Trade creditors 3,353,244 2,382,271 — —
Other creditors 968,119 674,580 43,377 5,560
Accrued operating expenses 780,125 854,178 103,542 21,823
Deposits received 280,437 122,669 — —
Dividends — 452,690 — 452,690
Obligations under sale and purchase agreement — 43,750 — —
5,381,925 4,530,138 146,919 480,073
Included in other creditors of the Group is $32,776 (2000: $45,325) payable to directors. The balances due to directors are
unsecured, interest free and have no fixed repayment terms.
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
21. Provisions
The Group The Company2001 2000 2001 2000
$ $ $ $
Current tax (Note 10) 224,275 337,222 — —
Provision for drydocking — 203,580 — —
224,275 540,802 — —
Movements in the provision for
drydocking are as follows:
Balance at the beginning of the financial year 203,580 229,145 — —
Provision written back due to change in
accounting policy (Note 3) (203,580) — — —
Provision written back (Note 5) — (25,565) — —
Balance at the end of the financial year — 203,580 — —
22. Borrowings
(a) Current
The Group2001 2000
$ $
Bank overdrafts (Note 12) 2,952,745 95,720
Revolving credit facilities (Note 12) 300,000 —-
Term loans 658,337 616,993
Bank loans 1,000,000 —-
Lease liabilities (Note 26) 5,890,091 3,357,813
10,801,173 4,070,526
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
22. Borrowings (continued)
(b) Non-current
The Group2001 2000
$ $
Term loans 689,652 1,352,045
Bank loans 3,750,000 —-
Lease liabilities (Note 26) 13,192,063 8,492,982
17,631,715 9,845,027
(c) Details of the Group’s borrowings are as follows:
(i) Bank loans amounting to $4.75 million, bearing interest at cost of funds + 2% p.a. are repayable over 19 equal quarterly
instalments of $250,000 each, which fall due for payment between 29 September 2001 and 29 March 2006. The bank
loans are secured by a first legal charge over the Group’s machinery (Note 17) and a corporate guarantee from the
Company amounting to $4.75 million (2000: Nil). The interest rate charged during the financial year is about 5% p.a.
(2000: Nil).
(ii) Term loans from finance companies are secured by way of mortgage on three of the Group’s barges and two of the
Group’s tug boats as well as assignment of insurances and assignment of earnings on these vessels. Term loans
amounting to $261,420 (2000: $398,435) are further secured by a corporate guarantee from the Company amounting to
$261,420. The loans are repayable by monthly instalments over a period of 12 to 42 months. The interest rate charged
during the financial year ranged from 2.6% to 7.875% (2000: 3.625% to 7.5%) p.a..
(iii) Interest charged on the loan of $300,000 drawn under revolving credit facilities ranged between 4.22% to 4.92% p.a.
during the financial year. Revolving credit facilities are secured by corporate guarantee from the Company amounting to
$300,000 (2000: Nil).
(iv) The overdrafts are secured by a corporate guarantee from the Company amounting to $5.75 million (2000: $4.7 million).
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
23. Share capital
The Group and the Company2001 2000
$ $
Authorised:
300,000,000 ordinary shares of $0.10 each 30,000,000 30,000,000
Issued and fully paid:
225,050,940 ordinary shares of $0.10 each 22,505,094 22,505,094
24. Minority interests
The Group2001 2000
$ $
At the beginning of the financial year 14,909 —
Acquisition of new subsidiary — 10,000
Acquisition of additional shares in existing subsidiary (5,980) —
Share of (loss)/profit after tax of subsidiary (8,929) 4,909
— 14,909
25. Ultimate holding corporation
The Company’s ultimate holding corporation is Ang Choo Kim & Sons (Pte) Limited, incorporated in Singapore.
5 0 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
26. Lease liabilities
The Group2001 2000
$ $
Not later than one financial year 6,861,173 4,035,587
Later than one financial year but not later than five financial years 14,372,205 9,321,073
Later than five financial years 13,976 —
Minimum lease payments 21,247,354 13,356,660
Less: Future finance charges (2,165,200) (1,505,865)
Provided for in the financial statements 19,082,154 11,850,795
Representing lease liabilities:
Current [Note 22(a)] 5,890,091 3,357,813
Non-current [Note 22(b)] 13,192,063 8,492,982
19,082,154 11,850,795
The liabilities are secured on the property, plant and equipment acquired under finance leases (Note 17) as well as assignment
of insurances. Included in the above is an amount of $2,517,268 (2000: $2,002,580) which is further secured by a corporate
guarantee from the Company.
27. Contingent liabilities
The Company has the following contingent liabilities at 30 June 2001:
(i) Corporate guarantees amounting to $16.25 million (2000: $13.4 million) given to banks for facilities extended to certain
subsidiary companies of which the amount utilised at 30 June 2001 was $3,252,745 (2000: $95,720).
(ii) Corporate guarantees amounting to $2,517,268 (2000: $2,002,580) in favour of finance companies for hire purchase
facilities given to certain subsidiary companies.
T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S / 5 15 1 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
27. Contingent liabilities (continued)
(iii) Corporate guarantees amounting to $5,011,420 (2000: $398,435) in favour of banks for bank loans and term loans (Note
22) given to certain subsidiary companies.
The Group has the following contingent liabilities at 30 June 2001:
(i) Letter of indemnity amounting to $120,000 (2000: $85,000) extended to insurance companies for guarantees given to the
Controller of Immigration over employment of certain foreign workers.
28. Commitments for expenditure
(a) Capital commitments
Capital commitments not provided for in the financial statements:
The Group2001 2000
$ $
Expenditure for property, plant and equipment, contracted for — 430,000
(b) Lease commitments
Commitments in relation to non-cancellable operating leases contracted for at the reporting date but not recognised as
liabilities, are payable as follows:
The Group2001 2000
$ $
Not later than one financial year 1,055,904 1,094,688
Later than one financial year but not later than five financial years 4,692,909 4,378,752
Later than five financial years 9,679,124 10,125,864
15,427,937 15,599,304
5 2 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
29. Related party transactions
In addition to the related party information disclosed elsewhere in the financial statements, the following related party
transactions took place between the Group and related parties during the financial year at terms agreed by the parties
concerned:
The Group2001 2000
$ $
Payment to companies in which certain directors have substantial interests:
Rental of cranes 93,592 12,759
Received from companies in which certain directors have substantial interests:
Rental of cranes 95,447 36,904
30. Segment information
(a) Primary report format – business segments
Heavy lift Marine Engineering& haulage transportation services Trading Others Group
$ $ $ $ $ $
2001
Revenues 24,278,357 3,889,567 1,559,057 10,676,349 800 40,404,130
Segment result 2,009,290 169,564 (481,517) 406,216 (28,850) 2,074,703
Finance income 18,290
Finance costs (1,499,210)
Exceptional item 203,580
Profit before tax 797,363
Tax (125,425)
Group profit from ordinary activities 671,938
Minority interest 8,929
Net profit 680,867
T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S / 5 35 3 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
30. Segment information (continued)
(a) Primary report format – business segments (continued)
Heavy lift Marine Engineering& haulage transportation services Trading Others Group
$ $ $ $ $ $
Segment assets 61,801,117 6,216,545 624,583 1,227,494 27,551 69,897,290
Segment liabilities 33,702,057 3,141,558 340,905 602,501 24,571 37,811,592
Capital expenditure 24,103,380 372,825 9,194 730 25,096 24,511,225
Depreciation and amortisation 7,049,996 1,021,543 12,232 580 3,313 8,087,664
2000
Revenues 23,683,250 5,356,645 1,760,850 2,737,292 — 33,538,037
Segment result 3,852,753 784,586 174,280 115,493 — 4,927,112
Finance income 26,653
Finance costs (1,226,562)
Profit before tax 3,727,203
Tax (1,078,706)
Group profit from ordinary activities 2,648,497
Minority interest (4,909)
Net profit 2,643,588
Segment assets 45,816,865 6,831,521 438,122 1,294,991 — 54,381,499
Segment liabilities 18,392,275 4,253,857 128,054 100,811 — 22,874,997
Capital expenditure 6,978,949 71,950 47,370 — — 7,098,269
Depreciation and amortisation 5,486,933 1,006,757 4,525 546 — 6,498,761
5 4 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
30. Segment information (continued)
(a) Primary report format – business segments (continued)
The Group is organised into four main business segments:
l Heavy lift and haulage – Hiring out of cranes and provision of transportation.
l Marine transportation – Provision of wharfing and stevedoring services.
l Engineering service – Carrying on the business of mixed construction.
l Trading – Trading of heavy equipment and spare parts.
Other operations at the Group comprise investment holding and provision of training courses and consultancy services on
mobile crane operations, neither of which constitute a separately reportable segment.
Segment assets consist primarily of property, plant and equipment, deferred expenditure, inventories, receivables and operating
cash. Segment liabilities comprise operating liabilities, taxation and certain corporate borrowings. Capital expenditure
comprises additions to property, plant and equipment and deferred expenditure.
(b) Secondary report format – geographical segments
The Group’s four main business segments operate in two main geographical areas:
Singapore is the home country of the Group. The areas of operation are principally heavy lift and haulage, marine
transportation, engineering service, trading and other operations of the Group.
Malaysia – the main activity is heavy lift and haulage.
Other countries – comprise mainly Indonesia and Philippines and the main activity is heavy lift and haulage.
Sales revenues Total assets Capital expenditure2001 2000 2001 2000 2001 2000
$ $ $ $ $ $
Singapore 29,329,633 24,261,172 67,666,781 50,883,921 24,333,677 6,897,669
Malaysia 2,063,297 3,224,070 1,786,713 2,113,888 177,442 58,272
Other countries 9,011,200 6,052,795 443,796 1,383,690 106 142,328
40,404,130 33,538,037 69,897,290 54,381,499 24,511,225 7,098,269
T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S / 5 55 5 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 30 June 2001
30. Segment information (continued)
(b) Secondary report format – geographical segments (continued)
With the exception of Singapore, no other individual country contributed more than 10% of consolidated revenues and assets.
Sales revenue is based on the country in which the customer is located. Total assets and capital expenditure are shown by the
geographical area in which the assets are located.
31. Subsequent event
Subsequent to the year end, one of the subsidiaries entered into a sales and purchase agreement to purchase six large
capacity cranes amounting to approximately $12.4 million with delivery dates commencing from September 2001 to July 2002.
32. Comparatives
Certain comparative figures have been reclassified to conform with the current year’s presentation.
In particular, the comparatives have been adjusted or extended to take into account the requirements of the following revised
Singapore Statements of Accounting Standard which the Group implemented in 2001.
SAS 1 – Presentation of financial statements
SAS 15 – Leases
The results are not affected by the adoption of the above Accounting Standards in these financial statements as the Group was
already following the recognition and measurement principles in those Standards.
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SHAREHOLDERS INFORMATION REQUIRED UNDER SES LISTING MANUAL
Analysis of shareholders by range of balances
As at 31 October 2001
Size of holdings No. of holders % No. of shares %
1 - 1,000 2,691 41.71 2,691,000 1.20
1,001 - 10,000 2,671 41.40 16,590,000 7.37
10,001 - 1,000,000 1,073 16.63 48,546,000 21.57
1,000,001 and above 17 0.26 157,223,940 69.86
6,452 100.00 225,050,940 100.00
List of twenty largest shareholders
As at 31 October 2001
S/no Shareholder’s name Percentage ofNo. of shares holdings
1 Ang Choo Kim & Sons (Pte) Ltd 115,273,940 51.22
2 Ang Kah Leong 7,915,000 3.52
3 Ang Kha King 7,765,000 3.45
4 Mayban Nominees (S) Pte Ltd 5,500,000 2.44
5 HL Bank Nominees (S) Pte Ltd 2,700,000 1.20
6 United Overseas Bank Nominees Pte Ltd 2,110,000 0.94
7 Overseas Union Trust (Noms) Pte Ltd 2,000,000 0.89
8 Overseas Union Bank Nominees Pte Ltd 1,972,000 0.88
9 Singapore Nominees Pte Ltd 1,752,000 0.78
10 Philip Securities Pte Ltd 1,586,000 0.70
11 G K Goh Stockbrokers Pte Ltd 1,523,000 0.68
12 SBS Nominees Pte Ltd 1,450,000 0.64
13 Citibank Consumer Nominees Pte Ltd 1,262,000 0.56
14 Hironaga Hashimoto 1,165,000 0.52
15 DBS Nominees Pte Ltd 1,121,000 0.50
16 Ang Kah Hong 1,065,000 0.47
17 Koh Chew Kwee 1,064,000 0.47
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SHAREHOLDERS INFORMATION REQUIRED UNDER SES LISTING MANUAL
List of twenty largest shareholders (continued)
As at 31 October 2001
S/no Shareholder’s name Percentage ofNo. of shares holdings
18 Ong & Company Pte Ltd 994,000 0.44
19 UOB Kay Hian Pte Ltd 955,000 0.42
20 OCBC Securities Private Ltd 870,000 0.39
Total 160,042,940 71.11
Analysis of shareholders
As at 31 October 2001
Number of sharesDirect Deemed
Substantial shareholders interest interest
Ang Choo Kim & Sons (Pte) Limited 115,273,940 —
Ang Kah Hong 8,565,000 115,273,940
Ang Kha King 7,765,000 115,420,940
Directors’ interest in shares
As at 21 July 2001
According to the register maintained under Section 164 of the Companies Act, Cap. 50, the directors had an interest in the shares of
the Company on the 21st day after the end of the financial year as undernoted:
Shareholdingsregistered in the
name of directors Shareholdings in which or in which directors directors are deemedhave a direct interest to have an interest
As at 21.7.2001 As at 21.7.2001
Ang Kah Hong 8,565,000 115,153,940
Ang Kha King 7,765,000 115,153,940
Tan Swee Khim 3,431,000 —
Chandra Mohan s/o Rethnam 30,000 —
Wong King Kheng 30,000 —
5 8 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
SHAREHOLDERS INFORMATION REQUIRED UNDER SES LISTING MANUAL
Directors’ interest in shares (continued)
As at 21 July 2001
Ang Kah Hong and Ang Kha King have 5,990,298 and 2,995,149 ordinary shares of $1 each respectively in the ultimate holding
company Ang Choo Kim & Sons (Pte) Limited. Their deemed interest in the Company through Ang Choo Kim & Sons (Pte) Limited is
shown above.
Voting rights of ordinary shareholders
Every member of the Company present in person or by proxy shall have one vote on a show of hands and in the case of a poll shall
have one vote for every share of which he is the registered holder.
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CORPORATE GOVERNANCE
Tiong Woon Corporation Holding Ltd is committed to raising the standard of corporate governance in order to protect the interests of
its shareholders. For effective corporate governance, the Company has put in place various self–regulatory and monitoring
mechanisms which are set out below:
Board of Directors
The Board comprises five members, two of whom are non-executive directors. The Board held six meetings in the financial year.
The Board supervises the management of the business and affairs of the Group. Apart from its statutory responsibilities, the Board
approves the Group’s strategic plans, key operational initiatives, major investments and funding decisions; identifies principal risks of
the Group’s business and ensures the implementation of appropriate systems to manage these risks; reviews the financial
performance of the Group and evaluates the performance and compensation of senior management personnel. These functions are
carried out either directly or through the Audit Committee.
Audit Committee
The directors of Tiong Woon Corporation Holding Ltd have adopted the principles of corporate governance under the Best Practices
Guide with respect to Audit Committees as formulated by the Singapore Exchange Securities Trading Limited (“SGX-ST”).
The Audit Committee comprises three members, two of whom are non-executive directors. Chandra Mohan s/o Rethnam, an
independent director, chairs the Audit Committee. The Committee held four meetings in the financial year and performs the following
functions:
(i) reviews with the external auditors, their audit plan, evaluation of the internal accounting controls, audit report and any matters
which the external auditor wishes to discuss;
(ii) reviews of the half-yearly announcements and annual financial statements, including adhoc announcements to shareholders and
the SGX prior to submission to the Board;
(iii) reviews of any significant findings of internal investigations;
(iv) makes recommendations to the Board on the appointment of the external auditors, the audit fee and any questions of
resignation or dismissal of auditors;
(v) reviews the assistance given by the Company’s officers to the external auditors;
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CORPORATE GOVERNANCE
Audit Committee (continued)
(vi) reviews and approves the remuneration of the executive directors and the employees who are related to the controlling
shareholders; and
(vii) reviews interested person transactions to ensure that they are carried out on normal arm’s length and commercial terms.
Management Committee
The Management Committee is led by Mr. Ang Kah Hong, the Chairman of the Company, and comprises of the Executive Directors
and the Senior Management staff. The Committee meets once a month, and performs the following functions:
(i). Setting Group’s short-term objectives and strategic directions at the beginning of each fiscal year, in line with the Group’s
strategic, long-term objectives as determined by the Board.
(ii). Projects Group’s sales and profits, and allocates and approves operational budgets for each new fiscal year.
(iii). Reviews Group’s operational performance by ensuring adherence to the planned budgets, and approves rectification steps to be
taken for off-budget items.
(iv). Analyzes local and regional market opportunities, and set appropriate marketing strategies.
Dealings in Securities of the Company
The Group has issued a circular to all directors and staff, to emphasize the importance when dealing in the shares of the Company,
of observing the recommendations of the Best Practices Guide issued by SGX-ST and formally adopted by the Company. In addition,
a circular is issued before the start of the window period to remind directors and staff to refrain from dealing in the Company’s shares
during the month prior to release of the announcement of the Group’s financial results.
ANG KAH HONG
Chairman of the Board
7 November 2001
T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S / 6 16 1 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the Annual General Meeting of the Company will be held at No.15 Pandan Crescent,
Singapore 128470 on 30 November 2001 at 11.00 a.m. to transact the following business:
As Ordinary Business
1. To receive and adopt the Accounts for the financial year ended 30 June 2001 and the Report of Directors
and Auditors thereon.
2. To approve Directors’ fees for the year ended 30 June 2001.
3. To re-elect the following Directors who are retiring in accordance with the Company’s Articles of
Association:-
(a) Mr Ang Kha King (Retiring under Article 104)
(b) Mr Wong King Kheng (Retiring under Article 104)
In accordance with the requirements of Clause 902(4)(a) of the Singapore Exchange Securities Trading
Limited’s Manual, the person listed as (b), a non-Executive Director, if re-elected, will continue to serve
as a member of the Audit Committee and will be considered an Independent Director.
4. To re-appoint PricewaterhouseCoopers as auditors of the Company and to authorise the Directors to fix
their remuneration.
As Special Business
5. To consider and, if thought fit, to pass the following Ordinary Resolution with or without modifications:-
“That pursuant to Section 161 of the Companies Act, Cap. 50, approval be and is hereby given to the
Directors to issue shares in the capital of the Company at any time, upon such terms and conditions and
for such purposes and to such persons as the Directors may in their absolute discretion deem fit, provided
always that the aggregate number of shares to be issued pursuant to this Resolution shall not exceed
50% of the existing share capital of the Company of which the aggregate number of shares issued other
than on a pro rata basis to existing shareholders shall not exceed 20% of the existing issued share capital
of the Company.” (See explanatory note)
Resolution 1
Resolution 2
Resolution 3
Resolution 4
Resolution 5
Resolution 6
6 2 / T I O N G W O O N C O R P O R A T I O N H O L D I N G L T D A N D I T S S U B S I D I A R I E S
NOTICE OF ANNUAL GENERAL MEETING
6. To transact any other business that may be transacted at an Annual General Meeting of the Company of which due notice shall
have been given.
By Order of the Board
Choong Mee Fong (Ms)
Company Secretary
15 November 2001
Notes:
1. A Member of the Company entitled to attend and vote at the Meeting is entitled to appoint a proxy and vote in his stead.
2. A proxy need not be a Member of the Company.
3. The instrument appointing a proxy must be deposited at the registered office of the Company at No.13 & 15 Pandan Crescent Singapore
128470 not later than 48 hours before the time appointed for the Meeting.
Explanatory Notes
The Ordinary Resolution proposed in item 5 above, if passed will empower the Directors of the Company from the date of the above Meeting until
the next Annual General Meeting to issue shares in the Company up to an amount not exceeding in total 50 percent of the existing issued share
capital of the Company for such purposes as they consider would be in the interest of the Company. This authority will, unless revoked or varied at
a general meeting, expire at the next Annual General Meeting of the Company.
Total Number of Shares held
%
Tiong Woon Corporation Holding Ltd(Incorporated in the Republic of Singapore)
PROXY FORM
I/We
of
being *a member/members of Tiong Woon Corporation Holding Ltd (the “Company”), hereby appoint
Name Address NRIC/ Proportion of shareholdings toPassport No be represented by proxy (%)
*and/or
as *my/our *proxy/proxies to vote for *me/us on *my/our behalf and, if necessary, to demand a poll, at the Annual General Meeting ofthe Company to be held at No. 15 Pandan Crescent, Singapore 128470 on Friday, 30 November 2001 at 11.00 a.m. and at anyadjournment thereof.
*I/We direct *my/our proxy/proxies to vote for or against the Ordinary Resolutions to be proposed at the Annual General Meeting asindicated with an “X” in the spaces provided hereunder. If no specific directions as to voting are given, the *proxy /proxies will voteor abstain from voting at *his/their discretion.
Ordinary Resolution For Against
1. To receive and adopt the Accounts for the financial year ended 30 June 2001 and theReport of the Directors and Auditors thereon. (Resolution 1)
2. To approve Directors’ fees for the year ended 30 June 2001. (Resolution 2)
3. To re-elect the following Directors who are retiring in accordance with the Company’sArticles of Association:-(a) Mr Ang Kha King (Retiring under Article 104) (Resolution 3)(b) Mr Wong King Kheng (Retiring under Article 104) (Resolution 4)
4. To re-appoint PricewaterhouseCoopers as auditors of the Company and to authorise theDirectors to fix their remuneration. (Resolution 5)
5. To approve the Ordinary Resolution pursuant to Section 161 of the Companies Act,Chapter 50. (Resolution 6)
Dated this day of 2001.
Signature(s) of Member(s)/Common Seal
* Delete accordingly
Notes :
1. A member of the Company entitled to attend and vote at the Annual General Meeting is entitled to appoint not more than two proxies to
attend and vote in his stead. Such proxy need not be a member of the Company.
2. Where a member of the Company appoints two proxies, he shall specify the proportion of his shareholding (expressed as a percentage of
the whole) to be represented by each such proxy.
3. The instrument appointing a proxy or proxies must be under the hand of the appointor or of his attorney duly authorised in writing. Where
the instrument appointing a proxy or proxies is executed by a corporation, it must be executed either under its common seal or under the
hand of its attorney or duly authorised officer.
4. A corporation which is a member of the Company may authorise by resolution of its directors or other governing body such person as it
thinks fit to act as its representative at the Annual General Meeting, in accordance with its Articles of Association and Section 179 of the
Companies Act, Chapter 50 of Singapore.
5. The instrument appointing proxy or proxies, together with the power of attorney or other authority (if any) under which it is signed, or
notarially certified copy thereof, must be deposited at the registered office of the Company at No. 13 & 15 Pandan Crescent Singapore
128470 not later than 48 hours before the time set for the Annual General Meeting.
6. A member should insert the total number of shares held. If the member has shares entered against his name in the Depository Register (as
defined in Section 130A of the Companies Act, Chapter 50 of Singapore), he should insert that number of shares. If the member has shares
registered in his name in the Register of Members of the Company, he should insert the number of shares. If the member has shares
entered against his name in the Depository Register and shares registered in his name in the Register of Members of the Company, he
should insert the aggregate number of shares. If no number is inserted, this form of proxy will be deemed to relate to all the shares held by
the member of the Company.
7. The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly completed or illegible or
where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing
a proxy or proxies. In addition, in the case of members of the Company whose shares are entered against their names in the Depository
Register, the Company may reject any instrument appointing a proxy or proxies lodged if such members are not shown to have shares
entered against their names in the Depository Register 48 hours before the time appointed for holding the Annual General Meeting as
certified by The Central Depository (Pte) Limited to the Company.
8. A Depositor shall not be regarded as a member of the Company entitled to attend the Annual General Meeting and to speak and vote thereat
unless his name appears on the Depository Register 48 hours before the time set for the Annual General Meeting.
No. 13 & 15 Pandan Crescent, Singapore 128470Tel: 261 7888 Customer Service: 777 4450 Fax: 777 4544E-mail: [email protected]
TIONG WOON CORPORATION HOLDING LTD