ae multi holdings berhad - malaysiastock.biz...ae multi holdings berhad (539777-d) lot 87, persiaran...

102
ANNUAL REPORT 2015 AE MULTI HOLDINGS BERHAD 539777-D

Upload: others

Post on 05-Nov-2020

9 views

Category:

Documents


0 download

TRANSCRIPT

Page 1: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

AE MULTI HOLDINGS BERHAD (539777-D)

Lot 87, Pers iaran 11, Kawasan Perusahaan Bakar Arang,08000 Sungai Petani , Kedah Darul Aman, Malaysia

T 604-421 3715 F 604-422 5200

ANNUAL REPORT 2015

AE MULTI HOLDINGS BERHAD539777-D

Page 2: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

CONTENTSCorporate Information 02

Executive Chairman’s Statement 03

Corporate Social Responsibility Statement 04

Board Of Directors’ Profile 05

Corporate Governance Statement 08

Other Information 16

Statement On Risk Management and Internal Control 17

Audit Committee Report 19

Reports And Financial Statements

Directors’ Report 22

Statement by Directors 27

Statutory Declaration 27

Independent Auditors’ Report To The Members 28

Statements Of Financial Position 30

Statements Of Profit or Loss and Other Comprehensive Income 31

Consolidated Statement Of Changes In Equity 32

Company Statement Of Changes In Equity 33

Statements Of Cash Flow 34

Notes To The Financial Statements 36

List Of Properties Of The Group 75

Analysis Of Shareholdings 76

Analysis Of Warrant Holdings 78

Notice Of Annual General Meeting 80

Statement Accompanying Notice Of Annual General Meeting 84

Statement Of The Proposed Amendments To The Articles Of Association 85

Proxy Form Enclosed

Page 3: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201502

CORPORATE INFORMATION

DIRECTORS

JOINT COMPANY SECRETARIES

Chee Wai Hong (BC/C/1470)Foo Li Ling (MAICSA 7019557)

AUDIT COMMITTEE

Oon Hock ChyeChairman, Independent Non-Executive DirectorSaffie Bin BakarMember, Independent Non-Executive DirectorTeh Beng SoonMember, Independent Non-Executive Director

NOMINATING COMMITTEE

Saffie Bin BakarChairman, Independent Non-Executive DirectorOon Hock ChyeMember, Independent Non-Executive DirectorTeh Beng SoonMember, Independent Non-Executive Director

REMUNERATION COMMITTEE

Saffie Bin BakarChairman, Independent Non-Executive DirectorOon Hock ChyeMember, Independent Non-Executive DirectorYang Chao-TungMember, Managing Director

REGISTERED OFFICE

51-13-A Menara BHL BankJalan Sultan Ahmad Shah10050 PenangTel : 604-228 9700Fax : 604-227 9800

SHARE REGISTRAR

Symphony Share Registrars Sdn. Bhd.Level 6 Symphony House Block D13 Pusat Dagangan Dana 1Jalan PJU 1A/4647301 Petaling JayaSelangor Darul EhsanTel : 603-7841 8000Fax : 603-7841 8151/8152

BUSINESS ADDRESS

Lot 87 Persiaran 11Kawasan Perusahaan Bakar Arang08000 Sungai PetaniKedah Darul AmanTel : 604-421 3715Fax : 604-422 5200Website : http//www.amallionpcb.com

AUDITORS

Morison Anuarul Azizan ChewChartered Accountants18 Jalan Pinggir 1/64 Jalan Kolam AirOff Jalan Sultan Azlan Shah (Jalan Ipoh)51200 Kuala LumpurTel : 603-4048 2888Fax : 603-4048 2999

PRINCIPAL BANKERS

Hong Leong Bank BerhadMalayan Banking BerhadCIMB Bank BerhadOCBC Bank BerhadBangkok Bank Public Company Limited

SOLICITORS

Syarikat Lim Kiam HoonMessrs Wong Beh & TohMessrs Allen Chee Ram

STOCK EXCHANGE LISTING

Main Market of Bursa Malaysia Securities BerhadStock Name : AEMStock Code : 7146

Yang Wu-Hsiung Executive Chairman

Yang Chao-Tung Managing Director

Yang Chueh-Kuang Executive Director

Oon Hock Chye Independent Non-Executive Director

Saffie Bin Bakar Independent Non-Executive Director

Teh Beng Soon Independent Non-Executive Director

Page 4: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

03AE MULTI HOLDINGS BERHAD (539777-D)

EXECUTIVE CHAIRMAN’S STATEMENT

On behalf of the Board of Directors of AE Multi Holdings Berhad (”AEM”), I am hereby present to the shareholders the Annual Report and Audited Financial Statements of the Company and the Group for the financial year ended 31 December 2015.

FINANCIAL REVIEW

For the financial year ended 31 December 2015, the Group recorded a consolidated revenue of RM42.52 million which was approximately 22.25% lower than preceding financial year. The decline in revenue was mainly due to completion of set top box project in Thailand which consist of 20.89% of the total sales in 2014. In tandem with the decline in revenue, the Group reported a loss before tax of RM3.07 million for the financial year under review as compared to loss before tax of RM1.033 million in year 2014.

CORPORATE DEVELOPMENTS

We express sincere appreciation to the authorities and our shareholders for giving us support to proceed with the following corporate proposals:

(i) private placement of up to 54,667,700 new shares representing approximately up to 30% of the issued and paid-up capital of the Company.

(ii) establishment of an employee share option scheme of up to fifteen percent (15%) of the total issued and paid-up share capital of the Company (excluding treasury shares) for the benefit of eligible directors and employees of the Company and its subsidiaries (excluding dormant subsidiaries).

Premised on the above, the Company's issued and paid-up capital had increased from RM18,222,575 in 2014 to RM23,689,345 as at 31 December 2015.

PROSPECTS

Financial year 2016 expected to be a challenging year for the Group. The Group is expected continue to experience a slowdown in its core business affected by market volatility and the slowing economy.

We expect the market to be competitive and profit margin to be depressed further. However, despite the dampened market sentiments, the Group will continue to fuel its efforts on improving operating efficiencies, product quality and competitiveness to increase market share and deliver a positive year ahead.

DIVIDEND

The Board of Directors does not recommend the payment of any dividend for the financial year ended 31 December 2015.

ACKNOWLEDGEMENT

On behalf of the Board, I would like to express my utmost gratitude and appreciation to our valued shareholders, customers, suppliers and business partners for their continued support, confidence and trust over the years.

We would also like to extend our appreciation to our management and staff for their concerted team efforts, hard work dedication and commitments.

My sincere gratitude also goes to my fellow Board members, whose advice and guidance has driven the Board to discharge its stewardship duties effectively and professionally and in the best interest of the Company.

YANG WU-HSIUNGEXECUTIVE CHAIRMAN

Page 5: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201504

CORPORATE SOCIAL RESPONSIBILITY STATEMENT

The Group committed on sustainability by managing its business for long term success and enduring value for its employees, customers, shareholders, stakeholders, community and environment.

Employee Health and Safety

We strongly believe that human capital is the most important value to an organization, To ensure a safe and healthy working condition for our employees and support workers, the Group has developed guidelines to safeguard employees in all of its business operations.

To safeguard employees and instill the values and knowledge essential to a safe and healthy workplaces, we continuously undertake first aid training, fire drills and plant evacuation exercise

Environmental Management

We complies with REACH namely the registration, evaluation, authorization and restriction of chemical. REACH aims to improve the protection of human health and the environmental through better and earlier identification of the intrinsic properties of chemical substance We also complies with ROHS (Restriction of Hazardous Substances) which is a European Union directive that restricts the use of lead, mercury, Cadmium, Chromium (VI), PBBs and PBDEs in the Electrical and Electronics Industries. All purchasing of raw material has gone through audits and evidence provided by third party such as SGS. The Group committed to work with our customers and suppliers to ensure that we are providing the environmental friendly products to the community.

Besides, we also invest into energy saving project by using LED lighting in our newly invested plant and will gradually change all the LED lighting in old plant. This is to explore the opportunity of making the community more energy-efficient

Human Capital Development

The Group recognises the importance of strengthening its workforce. Hence, proper training programmed upfront for all level of employees to improve their skills, knowledge and competencies. The Group also strives to retain its talents by maintaining a conducive and supportive working environment.

Employee Welfare

Fostering better ties with our employees and improving their quality of life are the areas that have continuously been given importance in the Group’s corporate responsibility initiatives. Activities carried out include annual medical health screening and bearing the cost of outpatient medical fees

We also demonstrate our corporate social responsibility to the community through sponsorship/donation to various organizations during the year. Of importance are highlighted as follow

1) Donating money to government hospital to increase hospital bed.2) Donating bicycle to underprivileged children on children day.3) Employing of disabled persons.4) and providing wheel chair for them.

Page 6: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

05AE MULTI HOLDINGS BERHAD (539777-D)

Yang Wu-HsiungExecutive ChairmanMale

Mr Yang Wu-Hsiung, a Taiwanese, aged 73, is the founder of the Company and was appointed as a Managing Director on 9 May 2002 and redesignated as Executive Chairman with effect from 24 May 2005.

He graduated with a college degree majoring in Electronics Engineering from Taipei Technical College, Taiwan in 1960.

Mr Yang Wu-Hsiung has immense amount of experience in the electronics and electrical industry. Prior to the setting up of AE Corporation (M) Sdn Bhd, he was the General Manager of Kua Tiang (Taiwan) Industry Co. Ltd. and Amallion Enterprise Corporation, which were principally involved in the manufacturing of printed circuit board.

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

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

Yang Chao-TungManaging DirectorMale

Mr Yang Chao-Tung, a Taiwanese, age 50, joined the Board of the Company as an Executive Director on 9 May 2002 and was subsequently appointed as Managing Director on 24 May 2005. He also serves as member of the Remuneration Committee and ESOS Committee.

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

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

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

BOARD OF DIRECTORS’ PROFILE

Page 7: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201506

BOARD OF DIRECTORS’ PROFILE(CONT’D)

Yang Chueh-KuangExecutive DirectorMale

Mr Yang Chueh-Kuang, a Taiwanese, age 46, joined the Board on 11 October 2010 as an Executive Director.

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

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

Saffie Bin Bakar, JMN, SMP, AMP, PJKIndependent Non-Executive DirectorMale

Encik Saffie Bin Bakar, a Malaysian, aged 63, was appointed as a Non-Independent Non-Executive Director of the Company on 16 May 2005. He is the Chairman of the Nominating Committee and a member of the Audit Committee, Remuneration Committee and ESOS Committee of the Company.

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

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

He has had more than 38 years of management expertise especially in the areas of project planning, business development, property development, human resources management, project management, cross border investments, mining exploration, corporate advisory transactions including Initial Public Offerings (IPOs), Reverse Takeovers (RTOs), Mergers and Acquisitions (M&As) and General Offer (GO). He was attached to the Perlis State Government from May 1978 to August 1983, during which he served as Director of Perlis State Economic Planning Unit. He joined Perlis State Economic Development Corporation (SEDC) in Sept.1983 as Business Development Manager until his optional retirement from Government Service in August 1994.

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

Page 8: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

07AE MULTI HOLDINGS BERHAD (539777-D)

BOARD OF DIRECTORS’ PROFILE(CONT’D)

Oon Hock Chye, AMPIndependent Non-Executive DirectorMale

Oon Hock Chye, a Malaysian, aged 47 was appointed as an Independent Non-Executive Director of the Company on 17 March 2010. He serves as the Chairman of the Audit Committee, a member of the Nominating Committee and Remuneration Committee of the Company.

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

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

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

1) any family relationship with any Director and/or major shareholders of the Company;2) conflict of interest with the Company; and3) conviction for offences within the past ten (10) years other than traffic offences, if any.

Teh Beng SoonIndependent Non-Executive DirectorMale

Teh Beng Soon, a Malaysian, aged 57, was appointed as an Independent Non-Executive Director of the Company on 19 September 2013. He is the Chairman of the ESOS Committee and he also serves as a member of the Audit Committee and Nominating Committee of the Company.

Upon graduating in Economics from the School Of Social Science, University Science Malaysia in 1982, he joined the banking industry for 16 years before resigning as a Bank Manager to join the manufacturing sector as an Executive Director of a public listed company dealing in confectionary. He subsequently embarked in the property development in Perak and Kedah. After the successful completion of these projects, he joined a public listed company dealing in audio equipment as Group General Manager. Upon the advent of new owners, he left to join the Asia Group of companies dealing in veterinary and pharmaceutical products as Group General Manager until the present.

Page 9: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201508

A. THE MALAYSIAN CODE ON CORPORATE GOVERNANCE

The Board of Directors (“Board”) of AE Multi Holdings Berhad recognises the importance of maintaining high standards of corporate governance in managing its business affairs so as to build a sustainable business capable of enhancing shareholders’ value.

The Board uphold the Principles and Recommendation promulgated by the Malaysian Code of Corporate Governance 2012 (the “Code”). This statement sets out how the Company has applied the 8 Principle of the Code within the Company and its subsidiary companies (the “Group”). In areas where the Company deviate from the Code, the rationale is provided.

Principle 1: Establish Clear Roles and Responsibilities

1. Composition and Balance

The Company is led and controlled by effective Board, which comprises of three (3) Executive Directors and three (3) Independent Non-Executive Directors. The Board members, collectively, with diverse expertise in business and management experience, industry knowledge, strategic planning skills, accounting and financial knowledge.

The composition of the Board is reviewed on an annual basis by Nominating Committee to ensure that the Board has appropriate mix of diversity, expertise and experience, and collectively possess the necessary core competencies for effective functioning and informed decision-making. The Company maintaining the Executive Directors as the Chairman of the Company with the view half of the Board comprises of Independent Non-Executive Directors. Key decision will be resolved by the approval of majority Board members and no single Board member dominate the Board decision-making. Nevertheless, the Nominating Committee acknowledges the need to have an Independent Non-Executive Chairman and will recommend to the Board when there is suitable candidate.

The Independent Non-Executive Directors play their roles by giving objective and independent view, advice and judgement to take into account of the interest of all stakeholders and ensuring a practice of a balanced Board’s decision making process. Where a potential conflict of interest may arise, it is mandatory practice for the Director concerned to declare his interest and abstain from the decision-making process.

The presence of three Independent Non-Executive Directors fulfills a pivotal role in corporate accountability. They are all independent of management and free from any business or other relationship, which could materially interfere with the exercise of their independent judgement.

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

2. Board Roles and Responsibilities

The Board is collectively responsible for the oversight and overall management of the Group inclusive of setting strategic direction, establishing goals for management and monitoring the achievement of these goals.

The Board, at its meetings, regularly reviews the business financial results, adopts and reviews risk management initiatives, oversees the implementation and effectiveness of internal control systems, as well as enforces the compliance of legal and statutory requirements within the Group.

The Executive Directors are responsible for the day-to-day operational management of the Group. On the other hand, the Independent Non-Executive Directors, who are not involved in the daily management of the Group, play a vital role by providing independent and objective views, opinions and judgement on issues being deliberated.

CORPORATE GOVERNANCE STATEMENT

Page 10: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

09AE MULTI HOLDINGS BERHAD (539777-D)

Principle 1 : Establish Clear Roles and Responsibilities (cont'd)

3. Board Charter

The roles and functions of the Board as well as roles delegated to Management are clearly delineated in the Board Charter. Whilst the Board retains full and effective control in directing and supervising the business and affairs of the Company, Management is responsible for day to day operations instituting compliance with laws, regulations, rules, directives and guidelines, including the achievement of the Group s corporate objectives. Such demarcation of roles is clearly set out in the Board Charter which complements and reinforces the supervisory role of the Board.

The Board has formalised its Board Charter according to the latest developments in the Group as well as regulatory requirements. The Board Charter has been published on the Company’s website at www.amallionpcb.com.

4. Access to Information and Advice

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

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

5. Strategies promoting sustainability

The Board recognizes the importance of sustainability practices and the impact on the environment, social and governance aspects in conducting the business is taken into consideration.

The Group is committed to the welfare of its employees, by providing various related training programmes to equip them with the necessary skills and knowledge in order to improve their performance.

The Group will continue its commitment to ensure the wider community will benefit from its efforts in enhancing the value of social responsibility.

6. Code of Ethics and Whistle Blower Policy

The Board has formalised in writing the Code of Ethics and Code of Conduct, setting out the standards of ethics and conduct expected from its Directors, Management and Officers to enhance the standards of corporate governance and corporate behaviour.

The Company has also put in place a whistle blower policy which allows the whistle blower to raise concerns about actual or potential corporate fraud or breach of ethics involving any employee, Senior Management or Director of the Group. Whistle blowing reports are addressed to their Supervisor, Managing Director or Audit Committee following the form and specific conditions as prescribed under the policy. The policy also affirms that the identity of the whistle blower will be kept confidential and protection will be accorded to the whistleblower against any form of reprisal or retribution.

The Board has the overall responsibility of overseeing the execution of the whistle blower policy and recognises the importance of adhering to the Code of Ethics and Code of Conduct by all Directors, Management and Officers.

Whistle Blower Policy is available for viewing at the Company’s website at www.amallionpcb.com.

CORPORATE GOVERNANCE STATEMENT(CONT’D)

Page 11: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201510

Principle 1 : Establish Clear Roles and Responsibilities (cont'd)

7. Company Secretary

All Directors have direct access to the advice of the Company Secretaries whether as a full board or in their individual capacities. The Board also avails itself to independent professional advice in the course of fulfilling its responsibilities and if so required, at the expense of the Company.

The Company Secretary provides support to the Board in fulfilling its fiduciary duties and leadership role in shaping the CG of the Group. In this respect, they play an advisory role to the Board, particularly with regard to the Company’s constitution, Board policies and procedures, and its compliance with regulatory requirements, codes, guidance and legislations.

The Company Secretaries ensure that deliberations at Board and Board Committee meetings are well documented, and subsequently communicated to the relevant Management for appropriate actions. The Board is updated by the Company Secretaries on the follow-up of its decisions and recommendations by the Management.

The Company Secretaries constantly keeps themselves abreast of the evolving capital market environment, regulatory changes and developments in CG through attendance at relevant conferences and training programmes. They have also attended the relevant continuous professional development programmes as required by the Companies Commission of Malaysia, Bursa Malaysia Securities Berhad or MAICSA for practising company secretaries. The Board is satisfied with the performance and support rendered by the Company Secretaries to the Board in discharging its functions.

8. Gender Diversity Policy

The Board has no immediate plans to implement gender diversity policy. In considering Board appointment, the Board believes in and provides equal opportunity to candidates who have the necessary skills, experience, core competencies and other qualities regardless of gender, ethnicity and age. Nevertheless, the Board will continue to take steps to ensure that suitable lady candidates are sought as part of its recruitment exercise.

Principle 2 : Strengthen the Composition

Board Committees

To assist the Board in the discharge of its duties effectively, the Board has delegated specific functions to the following four (4) Board Committees. Each Committee will operate within its clearly defined terms of reference. The Chairman of the various Committees will report to the Board on the outcome of the Committee meetings.

1. Audit Committee

The composition of the Audit Committee, the terms of reference and a summary of its activities are set out in the Audit Committee Report on pages 19 to 20 of this Annual Report.

2. Nominating Committee

The Nominating Committee has established on 26 June 2002. At the date of this statement, the members of the Nominating Committee, which comprise wholly of Independent Non-Executive Directors are as below:

Directors Designation Number of meetings attended

Saffie Bin Bakar (Chairman) Independent Non-Executive Director 1/1

Teh Beng Soon Independent Non-Executive Director 1/1

Oon Hock Chye Independent Non-Executive Director 1/1

CORPORATE GOVERNANCE STATEMENT(CONT’D)

Page 12: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

11AE MULTI HOLDINGS BERHAD (539777-D)

Principle 2 : Strengthen the Composition (cont'd)

Board Committees (cont'd)

2. Nominating Committee (cont'd)

The Nominating Committee is empowered by the Board through clearly defined terms of reference to oversee the assessment of the Board as a whole, Board Committees and each individual Director, nominate to the Board the candidature of Directors and Board Committees’ members as well as review the Board’s succession plans and training programs.

During the financial year, the Nominating Committee has assessed the effectiveness of the Board, the Board Committees and the contribution of each Director; reviewed the size and composition of the Board of Directors and its Committees; reviewed the profile of Directors retiring at the forthcoming Annual General Meeting and recommended the same to the Board for re-appointment and/ re-election by the shareholders; and assessed the independence of independent director who has served in the said capacity for more than nine (9) years.

The terms of reference of Nominating Committee is available for viewing at the Company's website at www.amallionpcb.com

3. Remuneration Committee

The Remuneration Committee was formed in 26 June 2002 with principal objective to assist the Board in developing a policy on remuneration packages of Directors of the Company and to ensure reward and remuneration packages commensurate with the expected responsibilities and contribution by the Directors and subsequently furnishes their recommendations to the Board for approval.

The members are as follows:-

Directors Designation

Saffie Bin Bakar (Chairman) Independent Non-Executive Director

Oon Hock Chye Independent Non-Executive Director

Yang Chao-Tung Executive Director

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

Directors Fees (RM) Salaries & Bonuses (RM) Meeting Allowance (RM) Total (RM)

Executive 30,000 511,373 9,000 550,373Non-Executive 60,000 16,500 76,500Total 90,000 511,373 25,500 626,873

The number of Director whose remuneration falls into following bands for the financial year ended 31 December 2015 are as follows:

Number of DirectorsRange of remuneration (RM) Executive Non-Executive

50,000 and below - 350,001 - 100,000 - -100,001 - 150,000 - -150,001 - 200,000 3 -

The terms of reference of Remuneration Committee is available for viewing at the Company's website at www.amallionpcb.com

CORPORATE GOVERNANCE STATEMENT(CONT’D)

Page 13: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201512

Principle 2 : Strengthen the Composition (cont'd)

Board Committees (cont'd)

4. Employees’ Share Option Scheme (“ESOS”) Committee

The Company, with approval from shareholders at its Extraordinary General Meeting held on 6 November 2015, had established the Employees’ Share Option Scheme (“ESOS”) Committee.

ESOS Committee appointed by the Board continued to oversee the administration as well as to ensure proper implementation of ESOS according to the By-Laws of ESOS. Currently, the ESOS Committee comprises the following members:-

Members Designation

Teh Beng Soon (Chairman) Independent Non-Executive DirectorYang Chao-Tung Managing DirectorSaffie Bin Bakar Independent Non-Executive DirectorChou Sing Hoan Financial ControllerEng Swee Luan Administration Manager

Principle 3 : Reinforce Independence

1. Annual Assessment of Independent Directors

The Board had conducted an evaluation of level of independence of all the Independent Directors of the Company and the Board is satisfied with the level of independence demonstrated by them and their abilities to act in the best interest of the Company and/or the Group.

2. Tenure of Independent Director

In compliance with the Code, the tenure of an Independent Director shall not exceed a cumulative term of nine (9) years. However, upon completion of the nine (9) years, the Independent Director may continue to serve the Board subject to the Director’s re-designation as a Non-Independent Director. In the event the Director is to remain designated as an Independent Director, the Board shall first justify and obtain shareholders’ approval on a year to year basis.

Following the assessment and recommendation by the Nomination Committee of the Company, the Board resolved to seek for shareholders’ approval at the forthcoming Annual General Meeting to retain Encik Saffie Bin Bakar as an Independent Director of the Company based on the following justifications:

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

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

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

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

3. Chairman and Managing Director to be held by different individuals

The position of the Chairman and the Managing Director are held by two different individuals in line with the Code’s recommendations. There is a clear division of responsibility between the Executive Chairman and the Managing Director to ensure that there is a balance of power and authority.

The Chairman is responsible for leading the Board and ensuring its effectiveness whilst the Managing Director is responsible for running the Group’s business.

CORPORATE GOVERNANCE STATEMENT(CONT’D)

Page 14: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

13AE MULTI HOLDINGS BERHAD (539777-D)

Principle 3 : Reinforce Independence (cont'd)

4. Chairman to be a Non-Executive Director

The Company’s Chairman, Mr. Yang Wu-Hsiung is the Executive Chairman of the Board and is not an independent director by virtue of his involvement in the day-to-day operation of the Company. However, the Board believes that he is well placed to act for the best interest of shareholders.

Principle 4 : Foster Commitment

1. Board Meeting

The Board meets regularly on a quarterly basis, with additional meetings convened as required between the scheduled meetings. The Directors’ attendance for the Board Meetings held in year 2015 is as follows:

Directors Designation Number of meetings attended

Yang Wu-Hsiung Executive Chairman 3/4Yang Chao-Tung Executive Director 4/4Yang Chueh-Kuang Executive Director 4/4Saffie Bin Bakar Independent Non-Executive Director 4/4Oon Hock Chye Independent Non-Executive Director 4/4Teh Beng Soon Independent Non-Executive Director 4/4

2. Directors’ Training

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

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

During the financial year ended 31 December 2015, the seminars and training programmes attended by various members of the Board included the followings:-

SAFFIE BIN BAKAR

1. “MIDA Dialogue On Domestic Investment Initiative With Domestic Keys Leaders and CEOs Kedah and Perlis”, Grand Alora Hotel, Alor Setar, 7 January 2015.

2. “ASEAN ELENEX 2015 –Electric ,Power & Renewable Energy”, KL Convention Centre, KLCC, 25 March 2015.

3. “MITI - Malaysia Entrepreneurship Forum 2015”, MATRADE Exhibition and Convention Centre, KL, 26 March 2015.

4. Bursa Malaysia – Workshops for Audit Committee Members: “Risk Management and Internal Control Workshop – Is Our Line of Defence Adequate and Effective ?”, Bursa Malaysia Berhad,K.L, 8 Sept. 2015.

5. KeTTHA –“IGEM 2015 – International Greentech & Eco Products Exhibition & Conference Malaysia”, KL Convention Centre,KLCC 9-10 Sept. 2015.

6. CIDB Malaysia – “ICW 2015 - International Construction Week”, PWTC KL, 11 Sept. 2015.

7. MPOB –“PIPOC 2015 – International Palm Oil Congress and Exhibition”, ,KL Convention Centre, KLCC, 6 Oct. 2015.

CORPORATE GOVERNANCE STATEMENT(CONT’D)

Page 15: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201514

2. Directors’ Training (cont'd)

SAFFIE BIN BAKAR (cont'd)

8. MOSTI – “MCCE 2015 – MOSTI Commercialisation Conference & Exhibition and KLIF 2015 – Kuala Lumpur Innovation Forum”, PWTC 18 Nov. 2015.

9. Camgrad Procapital Sdn.Bhd. – “Course on Construction Project Management” (CIDB Certified), Putra Brasmana Hotel, 21-22 Nov. 2015.

10. Bursatra Sdn.Bhd. – “The Annual General Meeting (AGM) – A Practical Insight and Managing Shareholders’ Expectations”, Seri Pacific Hotel,KL,16 Dec. 2015.

OON HOCK CHYE

1. "GST for Property Developer: A Complete and Critical Review", 18 June 2015.

2. "National Tax Conference 2015", 25 & 26 August 2015.

3. "Seminar Percukaian Kebangsaan 2015", 3 November 2015.

4. "2016 Budget Seminar", 1 December 2015.

Principle 5: Uphold Integrity in Financial Reporting

1. Financial Reporting

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

2. Statement of Directors’ Responsibility for Preparing the Financial Statement

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

In the preparation of the financial statements for the year ended 31 December 2015, the Directors have selected and applied consistently suitable accounting policies and made reasonable and prudent judgements and estimates.

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

3. Relationship with External Auditors

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

CORPORATE GOVERNANCE STATEMENT(CONT’D)

Page 16: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

15AE MULTI HOLDINGS BERHAD (539777-D)

Principle 6 : Recognise and Manage Risks

Sound Risk Management Framework

The Board assumes responsibility for the effective stewardship and management of the Company with the strategic objective to build and deliver long term shareholder value whilst meeting the interests of shareholders and other stakeholders.

The Board provides strategic direction and formulates appropriate corporate policies to ensure the Group’s resources and profitability are optimized. The Board is also responsible for assessing the integrity of the Group’s financial information and the adequacy and effectiveness of the Group’s internal control and risk management processes.

Internal Audit Function

The Board recognizes the importance of risk management and internal controls in the overall management process.

The Group’s Statement on Risk Management and Internal Control for the year ended 31 December 2015 is set out on pages 17 and 18 of this Annual Report.

Principle 7 : Ensure Timely and High Quality Disclosure

The Company acknowledges the importance of timely dissemination of information to shareholders and investors. In addition to various announcements made during the year, the timely release of annual reports and financial results on a quarterly basis provides shareholders and the investing public with an overview of the Group’s performance and operations. The shareholders may obtain announcements and financial results of the Company from Bursa Securities’ website at www.bursamalaysia.com or the Company’s website at www.amallionpcb.com.

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

Principle 8 : Strengthen Relationship with Shareholders

1. Shareholders Participation at General Meetings

The Annual General Meeting is the principal forum and crucial mechanism for dialogue between the Company and its shareholders. The shareholders are encouraged to attend the Annual General Meeting and participate in the proceedings and take the opportunity to raise questions in relation to the operation of the Group. The Directors and senior management are available to respond to those queries. It also serves as a platform for shareholders to have direct access to the Board. Shareholders who are unable to attend the Annual General Meeting are allowed to appoint proxies to attend and vote on their behalf.

2. Communication and engagement with shareholders

The Company recognises the importance of being transparent and accountable to its investors and, as such, has maintained an active and constructive communication policy that enables the Board and Management to communicate effectively with investors, the financial community, and the public generally. The various channels of communications are through the quarterly announcements of financial results to Bursa Securities, relevant announcements and circulars when necessary, Annual General Meeting, and through the Group’s website at www.amallionpcb.com where shareholders can access corporate information, press releases, and company announcements.

COMPLIANCE WITH THE CODE

The Board is satisfied that, save as disclosed earlier, the Company has in all material aspects, complied with the principles and recommendations set out in the Code that were in place during the financial year ended 31 December 2015.

CORPORATE GOVERNANCE STATEMENT(CONT’D)

Page 17: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201516

OTHER INFORMATION

MATERIAL CONTRACTS

There were no material contracts entered into by the Company and its subsidiary companies involving Directors’ and major shareholders’ interests either still subsisting as at 31 December 2015 or entered into since the end of the previous financial year.

NON-AUDIT FEES

There was no non-audit fees paid to the external auditors for the financial year ended 31 December 2015, other than the taxation fee totaling RM3,000.00 payable to a company in which certain partners of the audit firm are shareholder and director.

SHARE BUY-BACKS

There were no share buy-back of the Company’s shares during the financial year ended 31 December 2015.

VARIATION IN RESULTS

There were no material variations between the audited results for the financial year ended 31 December 2015 and the unaudited results released for the financial quarter ended 31 December 2015.

PROFIT GUARANTEE

There was no profit guarantee for the financial year.

UTILISATION OF PROCEEDS

An amount of RM5,747,440.32 out of the net proceeds of RM5,992,908.30 (net of fees in relation to the Private Placement exercise completed on 3 December 2015) has been fully utilised for upgrading of machinery in Thailand's subsidiary, reducing the Group bank's borrowing and also for working capital requirement.

SANCTION AND/OR PENALTIES

There were no public sanctions and/or penalties imposed on the Company and its subsidiary companies, Directors or management by any relevant regulatory bodies during the financial year ended 31 December 2015.

OPTIONS, WARRANTS OR CONVERTIBLE SECURITIES

There were no issuance of options, warrants or convertible securities during the financial year.

Subsequent to the financial year end, on 7 January 2016, the Company implemented an Employees’ Share Option Scheme (“ESOS”) of up to 15% of the issued and paid-up share capital of the Company for eligible Directors and employees of the Company and its subsidiary companies who fulfill the criteria of eligibility as stipulated in the By-Laws governing the ESOS. As at 31 December 2015, 65,887,748 Warrants remained unexercised.

DEPOSITORY RECEIPT PROGRAM

The Company does not have any depository receipt program during the financial year ended 31 December 2015.

RECURRENT RELATED PARTY TRANSACTIONS

There were no Recurrent Related Party Transaction during the financial year ended 31 December 2015.

EMPLOYEES’ SHARE OPTION SCHEME (“ESOS”)

There were no Employees' Share Option Scheme ("ESOS") granted during the financial year under review.

Page 18: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

17AE MULTI HOLDINGS BERHAD (539777-D)

STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL

Paragraph 15.26(b) of the Listing Requirements of Bursa Securities stipulates that the Board of Directors of public listed companies should include in its annual report a statement about the state of risk management and internal control of the listed issuer as a group. In this regard, the Board is pleased to provide the following statement which outlines the nature and scope of the risk management and internal control of the Group during the financial year ended 31 December 2015.

RESPONSIBILITY FOR RISK AND INTERNAL CONTROL

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

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

RISK MANAGEMENT FRAMEWORK

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

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

KEY ELEMENTS OF THE GROUP’S SYSTEM OF INTERNAL CONTROL

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

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

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

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

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

Page 19: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201518

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

INTERNAL CONTROL FUNCTION

The Group has engaged an independent professional firm which carries out the internal audit function in the Group by providing independent advice and assurance on effectiveness of the Group’s system of internal controls. The internal auditors also review the internal controls on the key activities and processes of the Group’s businesses and present an annual internal audit plan to the Audit Committee for prior approval before carrying out the review. The internal audit function adopts a risk-based approach and prepares its internal audit plan based on the risk profiles of the Company.

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

The Board is of the view that there is no significant breakdown or weaknesses in the system of internal controls of the Group that may result in material losses incurred by the Group for the financial year ended 31 December 2015. The Group continues to take the necessary measures to ensure that the system of internal controls is in place and functioning effectively.

CONTROL WEAKNESSES THAT RESULTS IN MATERIAL LOSSES

Based on the findings in the internal auditors’ report for the financial year ended 31 December 2015, internal control weaknesses were identified during the year, all of which have been, or are being addressed. However, none of the weaknesses in the internal control system have resulted in any material losses, contingencies or uncertainties that would require disclosure in the Group’s annual report.

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

Page 20: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

19AE MULTI HOLDINGS BERHAD (539777-D)

AUDIT COMMITTEE REPORT

The Board is pleased to present the Audit Committee Report for the financial year ended 31 December 2015. The Audit Committee (“the Committee”) of the Company was established on 9 May 2002 and currently comprises of the following directors:-

Directors Designation

Oon Hock Chye (Chairman) Independent Non-Executive Director

Saffie Bin Bakar Independent Non-Executive Director

Teh Beng Soon Independent Non-Executive Director

TERMS OF REFERENCE

1. Membership

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

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

a) be a member of the Malaysian Institute of Accountants; orb) have at least three (3) years’ working experience and:-

• must have passed the examinations specified in Part I of the 1st Schedule of the Accountants Act, 1967, or

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

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

2. Functions and Duties of the Committee

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

a) with the external auditors, the audit plan;b) with the external auditors, their evaluation of the system of internal controls;c) with the external auditors, their audit report;d) the external auditors’ management letter and management response;e) the assistance provided by employees of the Company to the external auditors;f) Quarterly interim financial reports and year-end financial statements prior to the approval of the Board

focusing particularly on:- changes in significant accounting policies;- significant and unusual events;- the going concern assumption; and- compliance with accounting standards and other legal requirements.

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

h) any letter of resignation from the external Auditor of the Company;i) whether there is reason (supported by grounds) to believe that the Company’s external Auditor is not suitable

for re-appointment;j) recommend the nomination of a person(s) as external auditors;k) any change of the chief financial officer.

Page 21: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201520

AUDIT COMMITTEE REPORT(CONT’D)

TERMS OF REFERENCE (cont'd)

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

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

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

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

To review the internal auditors include:-a) the adequacy of the scope, functions, competency and resources of the internal audit functions and the

necessary authority given to the internal auditor in order for him to carry out his work;b) the internal audit plan and the results of the internal audit

3. Attendance of Meetings

A total of five (5) meetings were held during the financial year ended 31 December 2015. The details of attendance of the Committee are as follows:-

Directors Designation Number of meetings attended

Oon Hock Chye (Chairman) Independent Non-Executive Director 5/5

Saffie Bin Bakar Independent Non-Executive Director 5/5

Teh Beng Soon Independent Non-Executive Director 5/5

4. Summary of activities

The main activities undertaken by the Committee for the financial year ended 31 December 2015 were as follows:-

a) Reviewed the quarterly unaudited financial results and recommended to the Board for approval and for announcement to Bursa Securities and Securities Commission;

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

c) Reviewed the internal audit plan and its scope of work;d) Reviewed the internal audit reports, which highlighted the audit findings, recommendations and management

response. Discussed with Management the corrective action taken to improve the system of internal control based on improvement opportunities identified in the internal audit reports;

e) Established and formalised risk management framework and action plan to manage the risk identified on an on-going process;

f) Reviewed any related party transactions and conflict of interests situation that may arise within the Group;g) Met twice with the external auditors without the presence of the Executive Directors and management staffs

to discuss the issues concern to the auditors;h) reviewed and discussed with the external auditors on their audit plan and scope of work for the year as well

as the audit procedures to be utilised; andi) Reviewed the performance of the external auditors, considered and recommended their re-appointment to the

Board.

Page 22: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

21AE MULTI HOLDINGS BERHAD (539777-D)

INTERNAL AUDIT FUNCTION

The Group had outsourced its internal audit function to a professional internal audit service provider firm so as to provide reasonable assurance that the internal control system is sound, adequate and satisfactory. The main role of the internal audit is to review the effectiveness of the Group’s system of internal controls and this is performed with impartiality, proficiency and due professional care.

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

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

The summary of main activities undertaken by the internal audit function during the financial year is as below:a) Prepared the Group’s Internal Audit Plan for the Audit Committee’s approval;b) Carried out internal audits of the Company and its subsidiary companies to review the adequacy of internal controls

in the auditable areas such as Purchasing & Payment Management, Insurance & Risk Management, Investment Property, Plant & Equipment Management and to assess consistency in the compliance with the established policies and procedures;

c) Performed an ad hoc reviews of selected internal control system and procedures as requested by the Audit Committee;d) Reported the outcomes of audit conducted which highlight the effectiveness of the internal control system and

significant risks;e) Monitored remedial actions taken by the management in response to the recommendations addressing the internal

control deficiencies; andf) Presented the internal audit reports at the Audit Committee meetings for the deliberation by its members, and to

follow up on the suggestions given by its members.

The internal audit costs incurred during the financial year were RM12,314.40.

AUDIT COMMITTEE REPORT(CONT’D)

Page 23: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201522

DIRECTORS’ REPORT

The Directors hereby present their report together with the audited financial statements of the Group and of the Company for the financial year ended 31 December 2015.

PRINCIPAL ACTIVITIES

The principal activities of the Company are those of investment holding and the provision of management services.

The principal activities of the subsidiary companies are disclosed in Note 4 to the financial statements.

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

FINANCIAL RESULTS

Group CompanyRM RM

Net loss for the financial year attributable to:Owners of the Company (3,017,558) (537,707)

DIVIDEND

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

RESERVES AND PROVISIONS

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

ISSUE OF SHARES AND DEBENTURES

During the financial year, the Company increased its issued and paid-up ordinary share capital from RM18,222,575 to RM23,689,345 by way of the issuance of 54,667,700 ordinary shares of RM0.10 each at an issue price of RM0.12 per ordinary share pursuant to private placement as disclosed in Note 15 and 30 to the financial statements for the purpose of working capital and acquisition of property, plant and equipment.

The new ordinary shares issued during the financial year ranked pari passu in all respects with the existing ordinary shares of the Company.

There were no issue of debentures by the Company during the financial year under review.

Page 24: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

23AE MULTI HOLDINGS BERHAD (539777-D)

WARRANTS

On 26 December 2014, the Company issued 65,887,748 5-year free detachable Warrants 2014/2019 pursuant to a renounceable rights issue of three (3) free warrants for every four (4) right shares of RM0.10 each held in the Company, at an exercise price of RM0.25. The Warrants are constituted by the Deed Poll dated 11 November 2014. Any Warrants 2014/2019 not exercised by the date of maturity will lapse thereafter and cease to be valid for all purpose.

The movement of the Warrants 2014/2019 since the listing is as follow:

Numbers of WarrantsAs at As at

1.1.2015 Issued Exercised 31.12.2015

Warrants 65,887,748 - - 65,887,748

The ordinary shares issued from the exercise of Warrants 2014/2019 shall rank pari passu in all respects with the existing issued ordinary shares of the Company except that they shall not be entitled to any dividends, rights, allotments and/or other distributions, the entitlement date of which prior to the date of allotment of the new shares arising from the exercise of Warrants 2014/2019.

OPTIONS GRANTED OVER UNISSUED SHARES

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

DIRECTORS

The Directors who served in office since the date of the last report and the date of this report are as follows:-

Yang Wu-HsiungYang Chao-TungYang Chueh-KuangOon Hock ChyeSaffie Bin BakarTeh Beng Soon

DIRECTORS’ REPORT(CONT’D)

Page 25: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201524

DIRECTORS’ INTERESTS

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

Numbers of ordinary shares of RM0.10 eachAs at As at

1.1.2015 Acquired Disposed 31.12.2015

The CompanyDirect interest:

Yang Wu-Hsiung 3,516,592 551,000 (2,071,200) 1,996,392Yang Chao-Tung 7,554,564 3,379,100 (1,811,100) 9,122,564Yang Chueh-Kuang 329,575 - - 329,575Saffie Bin Bakar 300,000 - - 300,000

Deemed interest:Yang Wu-Hsiung 1 6,018,595 776,000 (650,000) 6,144,595Yang Wu-Hsiung 2 365,960 360,000 (600,000) 125,960

Numbers of warrants 2014/2019As at As at

1.1.2015 Acquired Disposed 31.12.2015

The CompanyDirect interest:

Yang Wu-Hsiung 2,500,125 629,000 (2,500,040) 629,085Yang Chao-Tung 5,024,588 - (5,022,188) 2,400Yang Chueh-Kuang 230,668 - (208,600) 22,068Saffie Bin Bakar 145,815 - - 145,815

Deemed interest:Yang Wu-Hsiung 1 2,579,398 - - 2,579,398Yang Wu-Hsiung 2 45,000 270,000 (315,000) -

1 Deemed interest by virtue of Section 6A of the Companies Act, 1965 held through Stanza Corporation Sdn. Bhd.2 Other interest by virtue of the interest of his child in the Company pursuant to Section 134(12)(c) of the Companies Act

1965.

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

DIRECTORS’ BENEFITS

Since the end of the previous financial year, no Director of the Company has received or become entitled to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by Directors as shown in the financial statements) by reason of a contract made by the Company or a related corporation with the Director or with a firm of which the Director is a member, or with a company in which the Director has a substantial financial interest, other than those related party transactions disclosed in the financial statements.

Neither during nor at the end of the financial year, was the Company a party to any arrangement the object of which is to enable the Directors to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate.

DIRECTORS’ REPORT(CONT’D)

Page 26: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

25AE MULTI HOLDINGS BERHAD (539777-D)

DIRECTORS’ REPORT(CONT’D)

OTHER STATUTORY INFORMATION

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

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

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

(b) At the date of this report, the Directors are not aware of any circumstances:-

(i) that would render the amount written off for bad debts or the amount of the allowance for doubtful debts in the financial statements of the Group and of the Company inadequate to any substantial extent; or

(ii) that would render the values attributed to the current assets in the financial statements of the Group and of the Company misleading; or

(iii) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate; or

(iv) not otherwise dealt with in this report or the financial statements, that would render any amount stated in the financial statements of the Group and of the Company misleading.

(c) No contingent or other liabilities of the Group and of the Company have become enforceable, or are likely to become enforceable within the period of twelve months after the end of the financial year which, in the opinion of the Directors, will or may affect the ability of the Group or the Company to meet their obligations as and when they fall due.

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

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

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

(e) In the opinion of the Directors:-

(i) the results of the operations of the Group and of the Company for the financial year ended 31 December 2015 have not been substantially affected by any item, transaction or event of a material and unusual nature; and

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

SIGNIFICANT EVENT

The significant event during the financial year is disclosed in Note 30 to the financial statements.

Page 27: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201526

DIRECTORS’ REPORT(CONT’D)

SUBSEQUENT EVENT

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

AUDITORS

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

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

YANG WU-HSIUNG YANG CHAO-TUNG

Puchong, Selangor5 April 2016

Page 28: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

27AE MULTI HOLDINGS BERHAD (539777-D)

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

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

We, YANG WU-HSIUNG and YANG CHAO-TUNG, being two of the Directors of AE MULTI HOLDINGS BERHAD, do hereby state that, in the opinion of the Directors, the financial statements set out on pages 30 to 73 are drawn up in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirement of the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as of 31 December 2015 and of their financial performance and cash flows for the financial year then ended.

The information set out in page 74 to the financial statements have been prepared in accordance with the Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants.

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

YANG WU-HSIUNG YANG CHAO-TUNG

Puchong, Selangor5 April 2016

I, YANG CHAO-TUNG, being the Director primarily responsible for the financial management of AE MULTI HOLDINGS BERHAD, do solemnly and sincerely declare that the financial statements set out on pages 30 to 73 and the supplementary information set out on page 74 respectively are to the best of my knowledge and belief, correct and I make this solemn declaration conscientiously believing the same to be true and by virtue of the provisions of the Statutory Declarations Act, 1960.

Subscribed and solemnly declared by the abovenamed YANG CHAO-TUNG at Puchong, Selangor on this dateof 5 April 2016

))))

YANG CHAO-TUNG

Before me,

Samuel John A/L PonniahNo: B437COMMISSIONER FOR OATHS

Page 29: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201528

INDEPENDENT AUDITORS’ REPORTTO THE MEMBERS OF AE MULTI HOLDINGS BERHAD

REPORT ON THE FINANCIAL STATEMENTS

We have audited the financial statements of AE Multi Holdings Berhad, which comprise the statements of financial position as at 31 December 2015 of the Group and of the Company, and the statements of profit or loss and other comprehensive income, statements of changes in equity and statements of cash flows of the Group and of the Company for the financial year then ended, and a summary of significant accounting policies and other explanatory information, as set out on pages 30 to 73.

Directors’ Responsibility for the Financial Statements

The Directors of the Company are responsible for the preparation of financial statements so as to give a true and fair view in accordance with the Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. The Directors are also responsible for such internal controls as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditors’ Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal controls relevant to the Company’s preparation of financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements give a true and fair view of the financial position of the Group and of the Company as at 31 December 2015 and of their financial performance and cash flows for the financial year then ended in accordance with the Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia.

Page 30: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

29AE MULTI HOLDINGS BERHAD (539777-D)

INDEPENDENT AUDITORS’ REPORTTO THE MEMBERS OF AE MULTI HOLDINGS BERHAD (CONT’D)

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:

(a) In our opinion, the accounting and other records and the registers required by the Companies Act, 1965 in Malaysia to be kept by the Company and its subsidiary companies of which we have acted as auditors have been properly kept in accordance with the provisions of the Companies Act, 1965 in Malaysia.

(b) We have considered the financial statements and the auditors’ report of the subsidiary company of which we have not acted as auditors, which are indicated in Note 4(b) to the financial statements.

(c) We are satisfied that the financial statements of the subsidiary companies that have been consolidated with the Company’s financial statements are in form and content appropriate and proper for the purposes of the preparation of the financial statements of the Group and we have received satisfactory information and explanations required by us for those purposes.

(d) The auditors’ reports on the financial statements of the subsidiary companies did not contain any qualification or any adverse comment made under Section 174(3) of the Companies Act, 1965 in Malaysia.

OTHER REPORTING RESPONSIBILITIES

The supplementary information set out in page 74 is disclosed to meet the requirement of Bursa Malaysia Securities Berhad and is not part of the financial statements. The Directors are responsible for the preparation of the supplementary information in accordance with Guidance on Special Matter No.1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants (“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia Securities Berhad.

OTHER MATTERS

This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the contents of this report.

MORISON ANUARUL AZIZAN CHEW SATHIEA SEELEAN A/L MANICKAMFirm Number: AF 001977 Approved Number: 1729/05/16 (J/PH)Chartered Accountants Chartered Accountant

KUALA LUMPUR5 April 2016

Page 31: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201530

STATEMENTS OF FINANCIAL POSITIONAS AT 31 DECEMBER 2015

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

Group Company2015 2014 2015 2014

Note RM RM RM RM

Non-Current AssetsProperty, plant and equipment 3 26,520,349 13,223,360 - -Investment in subsidiary companies 4 - - 9,239,688 9,239,688

26,520,349 13,223,360 9,239,688 9,239,688

Current AssetsInventories 5 18,948,117 20,116,988 - -Trade receivables 6 7,947,439 15,037,696 - -Other receivables 7 10,297,445 7,226,592 5,502,281 2,281Amount owing by subsidiary companies 8 - - 31,539,561 23,628,348Fixed deposits placed with licensed banks 9 3,001,807 10,601,270 680,000 8,000,000Cash and bank balances 10 780,494 3,186,186 17,856 730,699

40,975,302 56,168,732 37,739,698 32,361,328

Current LiabilitiesTrade payables 11 6,586,849 4,694,386 - -Other payables 12 1,185,317 2,848,101 182,299 331,633Amount owing to subsidiary companies 8 - - 179,740 179,740Finance lease liabilities 13 56,511 102,974 - -Bank borrowings 14 19,376,510 21,997,060 - -

27,205,187 29,642,521 362,039 511,373Net current assets 13,770,115 26,526,211 37,377,659 31,849,955

40,290,464 39,749,571 46,617,347 41,089,643

Equity attributable to the owners of the Company

Share capital 15 23,689,345 18,222,575 23,689,345 18,222,575Share premium 16 7,385,576 6,786,935 7,385,576 6,786,935Reserves 17 15,214,175 17,552,136 16,442,888 16,442,888Accumulated losses (6,023,843) (3,006,285) (900,462) (362,755)

40,265,253 39,555,361 46,617,347 41,089,643

Non-Current LiabilitiesFinance lease liabilities 13 25,211 91,813 - -Deferred tax liabilities 18 - 102,397 - -

25,211 194,210 - -40,290,464 39,749,571 46,617,347 41,089,643

Page 32: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

31AE MULTI HOLDINGS BERHAD (539777-D)

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

STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOMEFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2015

Group Company2015 2014 2015 2014

Note RM RM RM RM

Revenue 19 42,515,174 54,682,817 100,000 100,000Cost of sales (34,375,958) (45,325,759) - -Gross profit 8,139,216 9,357,058 100,000 100,000Other income 20 556,140 2,259,718 26,841 3,005Administrative expenses (9,463,217) (9,674,301) (664,548) (655,167)Selling and distribution costs (1,179,038) (1,139,376) - -Finance costs 21 (1,123,298) (1,778,895) - -Loss before taxation 22 (3,070,197) (975,796) (537,707) (552,162)Taxation 23 52,639 (57,663) - -Net loss for the financial year (3,017,558) (1,033,459) (537,707) (552,162)

Other comprehensive income:Foreign currency translation differences for

foreign operation (2,337,961) (548,289) - -

Total comprehensive loss for the year (5,355,519) (1,581,748) (537,707) (552,162)

Loss per share attributable to owners of the Company (sen)

Basic and diluted 24 (1.62) (1.08)

Page 33: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201532

CONSOLIDATED STATEMENT OF CHANGES IN EQUITYFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2015

Attributable to Owners of the CompanyNon-Distributable

ShareCapital

SharePremium Reserves

AccumulatedLosses Total

RM RM RM RM RM

2015At 1 January 2015 18,222,575 6,786,935 17,552,136 (3,006,285) 39,555,361Issuance of ordinary shares 5,466,770 1,093,354 - - 6,560,124Share issuance expenses - (494,713) - - (494,713)Total comprehensive loss - - (2,337,961) (3,017,558) (5,355,519)At 31 December 2015 23,689,345 7,385,576 15,214,175 (6,023,843) 40,265,253

2014At 1 January 2014 47,187,750 5,765,722 2,219,068 (29,771,561) 25,400,979Capital reduction (37,750,200) - 10,512,996 27,237,204 -Realisation of revaluation surplus - - (561,531) 561,531 -Issuance of shares pursuant to

rights issue with warrants 8,785,025 1,021,213 5,929,892 - 15,736,130Total comprehensive loss - - (548,289) (1,033,459) (1,581,748)At 31 December 2014 18,222,575 6,786,935 17,552,136 (3,006,285) 39,555,361

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

Page 34: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

33AE MULTI HOLDINGS BERHAD (539777-D)

COMPANY STATEMENT OF CHANGES IN EQUITYFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2015

Non-DistributableShare

CapitalShare

Premium ReservesAccumulated

Losses TotalRM RM RM RM RM

2015At 1 January 2015 18,222,575 6,786,935 16,442,888 (362,755) 41,089,643Issuance of ordinary shares 5,466,770 1,093,354 - - 6,560,124Share issuance expenses - (494,713) - - (494,713)Total comprehensive loss - - - (537,707) (537,707)At 31 December 2015 23,689,345 7,385,576 16,442,888 (900,462) 46,617,347

2014At 1 January 2014 47,187,750 5,765,722 - (27,047,797) 25,905,675Capital reduction (37,750,200) - 10,512,996 27,237,204 -Issuance of shares pursuant to

rights issue with warrants 8,785,025 1,021,213 5,929,892 - 15,736,130Total comprehensive loss - - - (552,162) (552,162)At 31 December 2014 18,222,575 6,786,935 16,442,888 (362,755) 41,089,643

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

Page 35: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201534

STATEMENTS OF CASH FLOWSFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2015

Group Company2015 2014 2015 2014

RM RM RM RM

Cash Flows From Operating Activities Loss before taxation (3,070,197) (975,796) (537,707) (552,162)Adjustments for:

Depreciation of property, plant and equipment 2,386,742 2,803,351 - -Gain on disposal of investment properties - (898,306) - -Gain on disposal of property, plant and equipment (334,315) (253,530) - -Unrealised gain on foreign exchange - (375,629) - -Interest income (56,148) (41,331) (26,841) -Impairment loss for trade receivables 2,900,556 5,000 - -Impairment loss for other receivables 173,363 - - -Interest expense 1,123,298 1,778,895 - -Inventory written-off - 137,752 - -Impairment loss on asset held for sale - 1,858,392 - -Property, plant and equipment written-off - 2,100 - -

Operating profit/(loss) before working capital changes 3,123,299 4,040,898 (564,548) (552,162)

Changes in working capital:Inventories 1,168,871 (927,778) - -

Trade and other receivables 945,485 (6,596,905) (5,500,000) -Trade and other payables 229,679 (2,649,934) (149,334) 87,927Amount owing to/by subsidiary companies - - (7,911,213) (6,544,241)

2,344,035 (10,174,617) (13,560,547) (6,456,314)Cash generated from/(used in) operations 5,467,334 (6,133,719) (14,125,095) (7,008,476)

Interest paid (1,123,298) (1,778,895) - -Interest received 56,148 41,331 26,841 -Tax paid (49,758) (124,240) - -

(1,116,908) (1,861,804) 26,841 -Net cash generated from/(used in) operating

activities 4,350,426 (7,995,523) (14,098,254) (7,008,476)

Page 36: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

35AE MULTI HOLDINGS BERHAD (539777-D)

Group Company2015 2014 2015 2014

RM RM RM RM

Cash Flows From Investing Activities Proceeds from disposal of property, plant and

equipment 2,718,450 6,000,487 - -Proceeds from disposal of asset held for sale - 4,000,000 - -Proceeds from disposal of investment properties - 1,498,306 - -Purchase of property, plant and equipment (19,577,580) (7,406,606) - -

Net cash (used in)/generated from investing activities (16,859,130) 4,092,187 - -

Cash Flows From Financing ActivitiesNet movement in trust receipts (3,428,327) 3,858,110 - -Net movement in fixed deposit pledged for bank

borrowings 7,599,463 (7,897,763) 7,320,000 (8,000,000)Net proceeds from corporate exercises 6,065,411 15,736,130 6,065,411 15,736,130Net drawdown of factoring facility 562,097 345,990 - -Repayment of finance lease liabilities (113,065) (115,247) - -Repayment of term loans - (5,959,836) - -

Net cash generated from financing activities 10,685,579 5,967,384 13,385,411 7,736,130

Net (decrease)/increase in cash and cash equivalents (1,823,125) 2,064,048 (712,843) 727,654

Effect of foreign exchange rates changes on cash and cash equivalents (828,247) (35,840) - -

Cash and cash equivalents at the beginning of the financial year 2,833,445 805,237 730,699 3,045

Cash and cash equivalents at the end of the financial year 182,073 2,833,445 17,586 730,699

Cash and cash equivalents at the end of the financial year comprises:

Cash and bank balances 780,494 3,186,186 680,000 730,699Fixed deposits placed with licensed banks 3,001,807 10,601,270 17,856 8,000,000

3,782,301 13,787,456 697,856 8,730,699Less: Fixed deposit pledged for bank borrowings (3,001,807) (10,601,270) (680,000) (8,000,000)

Bank overdrafts (598,421) (352,741) - -182,073 2,833,445 17,586 730,699

STATEMENTS OF CASH FLOWSFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2015 (CONT’D)

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

Page 37: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201536

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015

1. Corporate Information

The principal activities of the Company are those of investment holding and the provision of management services.

The principal activities of the subsidiary companies are disclosed in Note 4 to the financial statements.

There have been no significant changes in the nature of these principal activities during the financial year. The Company is a public limited liability company, incorporated under the Companies Act, 1965 and domiciled in Malaysia and is listed on the Main Market of Bursa Malaysia Securities Berhad.

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

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

2. Basis of Preparation and Significant Accounting Policies

(a) Basis of preparation

The financial statements of the Group and of the Company have been prepared in accordance with the provisions of the Malaysian Financial Reporting Standards (“MFRS”), International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia.

The financial statements have been prepared under the historical cost convention except as disclosed in summary of significant accounting policies.

The preparation of financial statements in conformity with MFRS requires the use of certain critical accounting estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amount of revenues and expenses during the reported period. It also requires Directors to exercise their judgment in the process of applying the Group and the Company’s accounting policies. Although these estimates and judgment are based on the Directors’ best knowledge of current events and actions, actual results may differ. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 2(c) to the financial statements.

Amendments to accounting standards that are effective for the Group and the Company’s financial year beginning on or after 1 January 2015 are as follows:

• Amendments to MFRS 1, “First-time Adoption of Malaysian Financial Reporting Standards” (Annual Improvements 2011-2013 Cycle)

• Amendments to MFRS 2, “Share-based Payment” (Annual-Improvements 2010-2012 Cycle)• Amendments to MFRS 3, “Business Combinations” (Annual Improvements 2010-2012 Cycle and 2011-

2013 Cycle)• Amendments to MFRS 8, “Operating Segments” (Annual Improvements 2010-2012 Cycle)• Amendments to MFRS 13, “Fair Value Measurement” (Annual Improvements 2010-2012 Cycle and 2011-

2013 Cycle)• Amendments to MFRS 116, “Property, Plant and Equipment” and MFRS 138, “Intangible Assets” (Annual

Improvements 2010-2012 Cycle)• Amendments to MFRS 119, “Defined Benefit Plans Employee Contribution”• Amendments to MFRS 124, “Related Party Disclosures” (Annual Improvements 2010-2012 Cycle)• Amendments to MFRS 140, “Investment Property” (Annual Improvements 2011-2013 Cycle)

The above amendments to accounting standards effective during the financial year do not have any significant impact to the financial results and position of the Group and the Company.

Page 38: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

37AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(a) Basis of preparation (cont'd)

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

Annual periods beginning on/after 1 January 2016

Amendments to MFRS 5 Non-Current Assets Held for Sale and Discontinued Operations

The Amendments introduce specific guidance in MFRS 5 for when an entity reclassifies an asset (or disposal group) from held-for-sale to held-for-distribution to owners (or vice versa), or when held-for-distribution is discontinued.

Amendments to MFRS 7 Financial Instruments: Disclosures

The Amendments provide additional guidance to clarify whether servicing contracts constitute continuing involvement for the purposes of applying the disclosure requirements of MFRS 7. The Amendments also clarify the applicability of Amendments to MFRS 7, Disclosure–Offsetting Financial Assets and Financial Liabilities to condensed interim financial statements.

Amendments to MFRS 11 Joint Arrangements

These Amendments clarify that when an entity acquires an interest in a joint operation in which the activity of the joint operation constitutes a business, as defined in MFRS 3, it shall apply the relevant principles on business combinations accounting in MFRS 3, and other MFRSs, that do not conflict with MFRS 11. Some of the impact arising may be the recognition of goodwill, recognition of deferred tax assets/liabilities and recognition of acquisition-related costs as expenses.

Amendments to MFRS 101 Presentation of Financial Statements

The Amendments aim to improve the effectiveness of disclosures and are designed to encourage companies to apply professional judgement in determining the information (including where and in what order) to be disclosed in the financial statements.

Amendments to MFRS 116 Property, Plant and Equipment

These Amendments to MFRS 116 prohibit revenue-based depreciation because revenue does not, as a matter of principle, reflect the way in which an item of property, plant and equipment is used or consumed.

Amendments to MFRS 119 Employee Benefits

The Amendment clarifies that the high quality corporate bonds used to estimate the discount rate for post-employment benefit obligations should be denominated in the same currency as the liability. The Amendment also clarifies that the depth of the market for high quality corporate bonds should be assessed at a currency level.

Amendments to MFRS 127 Separate Financial Statements

The Amendments allow a parent and investors to use the equity method in its separate financial statement to account for investments in subsidiaries, joint ventures and associates, in addition to the existing options.

Amendments to MFRS 134 Interim Financial Reporting

The Amendment clarifies the meaning of disclosure of information ‘elsewhere in the interim financial report’ as used in MFRS 134. The Amendment requires such disclosures to be given either in the interim financial statements or incorporated by cross-reference from the interim financial statements to some other statement that is available to users of the financial statements on the same terms as the interim financial statements and at the same time.

Page 39: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201538

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(a) Basis of preparation (cont'd)

Annual periods beginning on/after 1 January 2016 (cont'd)

Amendments to MFRS 138 Intangible assets

These Amendments to MFRS 138 introduce a rebuttable presumption that an amortisation method that is based on the revenue generated by an activity that includes the use of an intangible asset is inappropriate. This presumption can be overcome only in the limited circumstances:

• in which the intangible asset is expressed as a measure of revenue, i.e. in the circumstance in which the predominant limiting factor that is inherent in an intangible asset is the achievement of a revenue threshold; or

• when it can be demonstrated that revenue and the consumption of the economic benefits of the intangible asset are highly correlated.

Annual periods beginning on/after 1 January 2018

MFRS 9 Financial Instruments

This Standard addresses the classification, measurement and recognition of financial assets and financial liabilities.

Classification determines how financial assets and financial liabilities are accounted for in financial statements and, in particular, how they are measured on an ongoing basis. The Standard introduces an approach for classification of financial assets which is driven by cash flow characteristics and the business model in which an asset is held. The new model also results in a single impairment model being applied to all financial instruments, thereby removing a source of complexity associated with previous accounting requirements. If a financial asset is a simple debt instrument and the objective of the entity’s business model within which it is held is to collect its contractual cash flows, the financial asset is measured at amortised cost. In contrast, if that asset is held in a business model the objective of which is achieved by both collecting contractual cash flows and selling financial assets, then the financial asset is measured at fair value in the balance sheet, and amortised cost information is provided through profit or loss. If the business model is neither of these, then fair value information is increasingly important, so it is provided both in the profit or loss and in the balance sheet.

The Standard introduces a new, expected-loss impairment model that will require more timely recognition of expected credit losses. Specifically, it requires entities to account for expected credit losses from when financial instruments are first recognised and to recognise full lifetime expected losses on a more timely basis. The model requires an entity to recognise expected credit losses at all times and to update the amount of expected credit losses recognised at each reporting date to reflect changes in the credit risk of financial instruments. This model is forward-looking and it eliminates the threshold for the recognition of expected credit losses, so that it is no longer necessary for a trigger event to have occurred before credit losses are recognised.

In addition, the Standard introduces a substantially-reformed model for hedge accounting, with enhanced disclosures about risk management activity. The new model represents a significant overhaul of hedge accounting that aligns the accounting treatment with risk management activities, enabling entities to better reflect these activities in their financial statements. As a result of these changes, users of the financial statements will be provided with better information about risk management and the effect of hedge accounting on the financial statements.

Page 40: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

39AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(a) Basis of preparation (cont'd)

Annual periods beginning on/after 1 January 2018 (cont'd)

MFRS 15 Revenue from Contracts with Customers

The Standard provides clarity on revenue recognition especially on areas where existing requirements unintentionally created diversity in practice. Under MFRS 15, an entity recognises revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

Extensive disclosures are required to provide greater insight into both revenue that has been recognised, and revenue that is expected to be recognised in the future from existing contracts.

Effective date yet to be determined by the Malaysian Accounting Standards Board

Amendments to MFRS 10 Consolidated Financial Statements and MFRS 128 Investments in Associates and Joint Ventures

The Amendments address an acknowledged inconsistency between the requirements in MFRS 10 and those in MFRS 128, in dealing with the sale or contribution of assets between an investor and its associate or joint venture. The main consequence of the Amendments is that a full gain or loss is recognised when a transaction involves a business (whether it is housed in a subsidiary or not), as defined in MFRS 3. A partial gain or loss is recognised when a transaction involves assets that do not constitute a business, even if these assets are housed in a subsidiary.

The Group is in the process of assessing the impact of MFRS 9 and MFRS 15 in the year of initial application. Aside from the above mentioned, the adoption of the accounting standards and amendments to accounting standards are not expected to have any significant impact to the financial statements of the Group and the Company.

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

• Amendments to MFRS 10, MFRS 12 and MFRS 128, “Investment Entities: Applying the Consolidation Exception”

• MFRS 14, “Regulatory Deferral Accounts”• Amendments to MFRS 116 and MFRS 141, “Agriculture: Bearer Plants”

The Group plans to adopt the abovementioned MFRS and amendments to MFRS, which are relevant to the Group’s operation when they become effective.

(b) Functional and presentation currency

Items included in the financial statements of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The financial statements are presented in Ringgit Malaysia (“RM”), which is the Company’s functional and presentation currency.

(c) Significant accounting estimates and judgements

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

Page 41: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201540

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

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

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

(i) Depreciation of property, plant and equipment

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

(ii) Income taxes

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

(iii) Deferred tax asset

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

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

(iv) Impairment of non-financial assets

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

(v) Allowance for inventory write down

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

Page 42: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

41AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(d) Basis of consolidation for subsidiary companies

Subsidiary companies are entities, including structured entities, controlled by the Group. The group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.

The Group considers it has de-facto power over an investee when, despite not having the majority of voting rights, it has the current ability in circumstances where the size of the Group’s voting rights relative to the size and dispersion of holdings of other shareholders to direct the activities of the investee that significantly affect the investee’s return.

Subsidiary companies are fully consolidated from the date on which control is transferred to the group. They are deconsolidated from the date that control ceases.

Business combinations are accounted for using the acquisition method on the acquisition date. The consideration transferred includes the fair value of assets transferred, equity interest issued by the Group and liabilities assumed. Identifiable assets acquired, liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date.

The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recognised as goodwill. If the total of consideration transferred, non-controlling interest recognised and previously held interest measured is less than the fair value of the net assets of the subsidiary companies acquired in the case of a bargain purchase, the difference is recognised directly in the profit or loss.

Inter-company transactions, balances and unrealised gains and losses on transactions between group companies are eliminated. Accounting policies of subsidiary companies have been adjusted where necessary to ensure consistency with the policies adopted by the Group.

Transactions with non-controlling interests that do not result in loss of control are accounted for as equity transactions. Any difference between fair value of any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary companies is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.

Upon the loss of control of a subsidiary companies, the Group derecognises the assets and liabilities, any non-controlling interests and other components of equity related to the disposed subsidiary companies. Any retained interest in the entity is re-measured to its fair value at the date when control is lost, with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset depending on the level of influence retained.

(e) Property, plant and equipment

(i) Recognition and measurement

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

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

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

Page 43: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201542

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

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

(i) Recognition and measurement (cont'd)

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

Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost of self-constructed assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the asset to working condition for its intended use, and the costs of dismantling and removing the items and restoring the site on which they are located.

The cost of property, plant and equipment recognised as a result of a business combination is based on fair value at acquisition date. The fair value of property is the estimated amount for which a property could be exchanged on the date of valuation between a willing buyer and a willing seller in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion. The fair value of other items of plant and equipment is based on the quoted market prices for similar items.

When significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

(ii) Subsequent costs

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

(iii) Depreciation

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

All other property, plant and equipment are depreciated on a straight-line method at rates calculated to write off the cost of the assets to their residual values over their estimated useful lives as follows:

Factory buildings 20 to 50 yearsHostels 50 yearsLeasehold land 75 yearsMachineries and factory equipment 5 to 10 yearsFurniture, fixtures and office equipment 5 to 10 yearsMotor vehicles 5 years

Construction-in-progress is not depreciated. Freehold land is not amortised as it has infinite life.

The depreciable amount is determined after deducting the residual value.

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

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

Page 44: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

43AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(f) Investment in subsidiary companies

Investment in subsidiary companies is carried at cost less accumulated impairment losses. On disposal of investments in subsidiary companies, the difference between disposal proceeds and the carrying amounts of the investments are recognised in profit or loss.

(g) Leases

(i) Finance leases

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

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

(ii) Operating leases

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

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

(h) Impairment of non-financial assets

Assets that have an indefinite useful life, such as goodwill or intangible assets not ready to use, are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation and depreciation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or cash-generating units.

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

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

Impairment losses are recognised in profit or loss unless it reverses a previous revaluation in which it is charged to the revaluation surplus. Impairment losses recognised in prior periods are assessed at the end of each reporting period for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount since the last impairment loss was recognised. An impairment loss is reversed only to the extent that the asset’s carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. Reversals of impairment losses are credited to profit or loss in the financial year in which the reversals are recognised.

Page 45: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201544

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(i) Inventories

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

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

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

(j) Financial assets

(i) Classification

The Company classifies its financial assets based on the purpose for which the financial assets were acquired at initial recognition in the following categories:

Financial assets at fair value through profit or loss

Fair value through profit or loss category comprises financial assets that are held for trading, including derivatives (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument) or financial assets that are specifically designated into this category upon initial recognition.

Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market.

They are included in current assets, except for maturities greater than 12 months after the end of the reporting period. These are classified as non-current assets.

Held-to-maturity financial assets

Held-to-maturity financial assets are non-derivative financial assets with fixed or determinable payments and fixed maturities that the Company’s management has the positive intention and ability to hold to maturity.

Held-to-maturity financial assets are included in non-current assets, except for those with maturities less than 12 months from the end of the reporting period, which are classified as current assets.

Available-for-sale financial assets

Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified in any of the other categories.

They are included in non-current assets unless the investment matures or management intends to dispose of it within 12 months of the end of the reporting period.

(ii) Recognition and initial measurement

Regular purchases and sales of financial assets are recognised on the trade-date, the date on which the Company commits to purchase or sell the asset.

Page 46: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

45AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(j) Financial assets (cont'd)

(ii) Recognition and initial measurement (cont'd)

Financial assets are initially recognised at fair value plus transaction costs for all financial assets not carried at fair value through profit or loss. Financial assets carried at fair value through profit or loss are initially recognised at fair value, and transaction costs are expensed in profit or loss.

Financial assets at fair value through profit or loss and available-for-sale financial assets are subsequently carried at fair value. Loans and receivables and held-to-maturity financial assets are subsequently carried at amortised cost using the effective interest method.

(iii) Subsequent measurement

Gains and losses

Changes in the fair values of financial assets at fair value through profit or loss, including the effects of currency translation, interest and dividend income are recognised in profit or loss in the period in which the changes arise.

Changes in the fair value of available-for-sale financial assets are recognised in other comprehensive income. Impairment losses and exchange differences on monetary assets are recognised in profit or loss, whereas exchange differences on non-monetary assets are recognised in other comprehensive income as part of fair value change.

Interest and dividend income on available-for-sale financial assets are recognised separately in profit or loss. Interest on available-for-sale debt securities calculated using the effective interest method is recognised in profit or loss. Dividend income on available-for-sale equity instruments are recognised in profit or loss when the Company’s right to receive payments is established.

Impairment of financial assets

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

An impairment loss in respect of loans and receivables and held-to-maturity investments is recognised in profit or loss and is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the asset’s original effective interest rate. The carrying amount of the asset is reduced through the use of an allowance account.

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

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

Impairment losses recognised in profit or loss for an investment in an equity instrument classified as available for sale is not reversed through profit or loss.

Page 47: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201546

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(j) Financial assets (cont'd)

(iii) Subsequent measurement (cont'd)

Impairment of financial assets (cont'd)

If, in a subsequent period, the fair value of a financial asset measured at amortised cost and the increase can be objectively related to an event occurring after the impairment loss was recognised in profit or loss, the impairment loss is reversed, to the extent that the asset’s carrying amount does not exceed what the carrying amount would have been had the impairment not been recognised at the date the impairment is reversed. The amount of the reversal is recognised in profit or loss.

(iv) De-recognition

Financial assets are de-recognised when the rights to receive cash flows from the investments have expired or have been transferred and the Company has transferred substantially all risks and rewards of ownership.

When available-for-sale financial assets are sold, the accumulated fair value adjustments recognised in other comprehensive income are reclassified to profit or loss.

(k) Cash and cash equivalents

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

(l) Financial liabilities

Financial liabilities are initially recognised at fair value net of transaction costs for all financial liabilities not carried at fair value through profit or loss. Financial liabilities carried at fair value through profit or loss are initially recognised at fair value, and transaction costs are expensed in profit or loss.

Fair value through profit or loss category comprises financial liabilities that are derivatives (except for a derivative that is a financial guarantee or a designated and effective hedging instrument) or financial liabilities that are specifically designated into this category upon initial recognition.

All financial liabilities are subsequently measured at amortised cost using the effective interest method other than those categorised as fair value through profit or loss.

Other financial liabilities categorised as fair value through profit or loss are subsequently measured at fair values with the gain or loss recognised in the profit or loss.

(m) Equity instruments

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

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

Page 48: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

47AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(n) Provision for liabilities

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

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

(o) Borrowing costs

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

(p) Foreign currencies

(i) Foreign currency transactions and balances

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

Non-monetary items denominated in foreign currencies measured at fair value are translated using the spot exchange rates at the date when the fair value was determined. Exchange differences arising on the translation of non-monetary items carried at fair value are included in profit or loss, except for the differences arising on the translation of non-monetary items in respect of which gains and losses are recognised in other comprehensive income.

(ii) Foreign operations

The results and financial position of all the group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:• assets and liabilities for each statement of financial position presented are translated at the

closing rate at the date of that statement of financial position;• income and expenses for each profit or loss are translated at average exchange rates (unless

this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions); and

• all resulting exchange differences are recognised as a separate component of equity.

On consolidation, exchange differences arising from the translation of the net investment in foreign entities, and of borrowings, are taken to shareholders’ equity. When a foreign operation is sold, such exchange differences are recognised in the profit or loss as part of the gain or loss on sale.

Goodwill and fair value adjustments arising on the acquisition of foreign subsidiary companies are treated as assets and liabilities and translated at the rates of exchange ruling at the transaction dates.

Page 49: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201548

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(q) Revenue recognition

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

(i) Goods sold and services rendered

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

(ii) Interest income

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

(iii) Management fee

Management fee is recognised on the accrual basis.

(iv) Rental income

Rental income is recognised on the accrual basis.

(r) Employee benefits

(i) Short term employee benefits

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

The expected cost of accumulating compensated absences is measured as additional amount expected to be paid as a result of the unused entitlement that has accumulated at the reporting date.

(ii) Defined contribution plans

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

Page 50: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

49AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

(s) Income taxes

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

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

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

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

(t) Earnings per share

The Group presents basic earnings per share (“EPS”) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period and ordinary shares that will be issued upon the conversion of mandatorily convertible instruments from the date the contract is entered into.

(u) Operating segments

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

Page 51: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201550

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

3.

Pro

pert

y, P

lant

and

Equ

ipm

ent

At

valu

atio

nA

t co

st

Free

hold

land

Leas

ehol

dan

dFa

ctor

ybu

ildin

gsH

oste

ls

Mac

hine

ryan

d fa

ctor

yeq

uipm

ent

Furn

itur

e,fix

ture

san

d of

fice

equi

pmen

tM

otor

Veh

icle

sC

onst

ruct

ion-

in-p

rogr

ess

Tota

lG

roup

RM

RM

RM

RM

RM

RM

RM

RM

RM

Cos

tAt

1 J

anua

ry 2

015

3,7

59,5

70

-4,0

64,2

20

308,0

00

71,6

92,4

21

5,6

54,2

22

1,9

96,6

21

-87,4

75,0

54

Add

itio

ns-

4,1

84,0

00

5,8

75,2

45

-8,7

59,6

50

19,8

32

-738,8

53

19,5

77,5

80

Dis

posa

l-

--

-(5

,325,7

70)

--

-(5

,325,7

70)

Fore

ign

curr

ency

tr

ansl

atio

n(4

13,1

82)

-(6

99,6

89)

-(3

,311,1

04)

(221,6

88)

(129,8

03)

(33,5

65)

(4,8

09,0

31)

At

31 D

ecem

ber

2015

3,3

46,3

88

4,1

84,0

00

9,2

39,7

76

308,0

00

71,8

15,1

97

5,4

52,3

66

1,8

66,8

18

705,2

88

96,9

17,8

33

Acc

umul

ated

de

prec

iati

on

At

1 J

anua

ry 2

015

--

523,7

54

31,2

65

66,4

61,9

23

5,4

31,4

28

1,8

03,3

24

-74,2

51,6

94

Cha

rge

for

the

finan

cial

yea

r-

6,9

73

227,3

75

7,3

40

1,9

19,6

88

85,2

67

140,0

99

-2,3

86,7

42

Dis

posa

l-

--

-(2

,941,6

35)

--

-(2

,941,6

35)

Fore

ign

curr

ency

tr

ansl

atio

n-

-(3

34,2

70)

-(2

,664,8

56)

(202,7

38)

(97,4

53)

-(3

,299,3

17)

At

31 D

ecem

ber

2015

-6,9

73

417,8

59

38,6

05

62,7

75,1

20

5,3

12,9

57

1,8

45,9

70

-70,3

97,4

84

Car

ryin

g am

ount

At

31 D

ecem

ber

2015

3,3

46,3

88

4,1

77,0

27

8,8

22,9

17

269,3

95

9,0

40,0

77

138,4

09

20,8

48

705,2

88

26,5

20,3

49

Page 52: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

51AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

3.

Pro

pert

y, P

lant

and

Equ

ipm

ent

(con

t'd)

At

valu

atio

nA

t co

st

Free

hold

land

Fact

ory

build

ings

Hos

tels

Mac

hine

ryan

d fa

ctor

yeq

uipm

ent

Furn

itur

e,fix

ture

san

d of

fice

equi

pmen

tM

otor

Veh

icle

sC

onst

ruct

ion-

in-p

rogr

ess

Tota

lG

roup

RM

RM

RM

RM

RM

RM

RM

RM

Cos

tAt

1 J

anua

ry 2

014

2,0

09,6

03

2,4

65,3

83

453,0

00

71,8

65,2

61

5,9

66,2

66

2,3

32,2

86

2,8

03,7

16

87,8

95,5

15

Add

itio

ns-

799,4

93

-6,5

62,7

59

25,3

54

19,0

00

-7,4

06,6

06

Rec

lass

ified

1,8

23,6

19

980,0

97

-51,6

16

(51,6

16)

-(2

,803,7

16)

-D

ispo

sal

--

(145,0

00)

(5,6

74,0

31)

(19,3

90)

(101,1

53)

-(5

,939,5

74)

Writt

en-o

ff-

--

(31,5

00)

--

-(3

1,5

00)

Fore

ign

curr

ency

tra

nsla

tion

(73,6

52)

(180,7

53)

-(1

,081,6

84)

(266,3

92)

(253,5

12)

-(1

,855,9

93)

At

31 D

ecem

ber

2014

3,7

59,5

70

4,0

64,2

20

308,0

00

71,6

92,4

21

5,6

54,2

22

1,9

96,6

21

-87,4

75,0

54

Acc

umul

ated

dep

reci

atio

n At

1 J

anua

ry 2

014

-324,4

90

33,3

82

65,0

58,8

36

5,6

04,4

94

1,9

92,7

02

-73,0

13,9

04

Cha

rge

for

the

finan

cial

yea

r-

244,9

83

7,6

28

2,2

74,5

09

119,9

53

156,2

78

-2,8

03,3

51

Rec

lass

ified

--

-89,4

49

(89,4

49)

--

-D

ispo

sal

--

(9,7

45)

(65,2

57)

(16,4

64)

(101,1

51)

-(1

92,6

17)

Writt

en-o

ff-

--

(29,4

00)

--

-(2

9,4

00)

Fore

ign

curr

ency

tra

nsla

tion

-(4

5,7

19)

-(8

66,2

14)

(187,1

06)

(244,5

05)

-(1

,343,5

44)

At

31 D

ecem

ber

2014

-523,7

54

31,2

65

66,4

61,9

23

5,4

31,4

28

1,8

03,3

24

-74,2

51,6

94

Car

ryin

g am

ount

At

31 D

ecem

ber

2014

3,7

59570

3,5

40,4

66

276,7

35

5,2

30,4

98

222,7

94

193,2

97

-13,2

23,3

60

Page 53: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201552

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

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

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

Had the revalued landed properties been included in the financial statements at historical cost, the carrying amount of the landed properties (excluding the leasehold land and factory building acquired in the financial year ended 31 December 2015) would have been as follows:

Group2015 2014

RM RM

At carrying amountFreehold land 175,000 175,000Factory buildings 1 1Hostels 3,221 246,140

(b) The carrying amount of property, plant and equipment of the Group have been pledged to licensed banks as securities for credit facilities granted to subsidiary companies as disclosed in Note 14 to the financial statements are as follows:

Group2015 2014

RM RM

Freehold land 3,346,388 3,759,570Factory buildings 2,866,611 3,667,201

6,212,999 7,426,771

(c) The carrying amount of property, plant and equipment of the Group acquired under finance lease liabilities and have been pledged to licensed banks as securities for credit facilities granted to subsidiary companies as disclosed in Note 14 to the financial statements are as follows:

Group2015 2014

RM RM

Motor vehicles 88,656 118,208

(d) The remaining period of the lease term of the leasehold land is 74 years.

4. Investment in Subsidiary Companies

(a) Investment in subsidiary companies

Company2015 2014

RM RM

In Malaysia

Unquoted shares, at cost 35,971,924 35,971,924

Less: Accumulated impairment losses (26,732,236) (26,732,236)

9,239,688 9,239,688

Page 54: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

53AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

4. Investment in Subsidiary Companies (cont'd)

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

Country of incorporation/

Principal place of business

Effectiveownership interest and voting interest

2015 2014Name of companies % % Principal activities

Direct holding:-AE Corporation (M) Sdn. Bhd. Malaysia 100 100 Manufacture and sale of printed

circuit boards and its related products and provision of technical services.

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

Indirect holding:-Subsidiary company of AE

Corporation (M) Sdn. Bhd. :Amallion Enterprise

(Thailand) Corporation Ltd. *Thailand 100 100 Manufacture and sale of printed

circuit boards and its related products and provision of technical services.

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

5. Inventories

Group2015 2014

RM RM

At cost:Raw materials 4,138,670 11,902,113Work-in-progress 3,415,023 3,220,230Finished goods 4,728,110 4,826,703Consumables 6,666,314 167,942

18,948,117 20,116,988

Page 55: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201554

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

6. Trade Receivables

Group2015 2014

RM RM

Trade receivables 10,874,588 15,064,289Less: Accumulated impairment losses (2,927,149) (26,593)

7,947,439 15,037,696

The Group’s normal trade credit term range from 30 to 90 days (2014: 30 to 90 days). Other credit terms are assessed and approved on a case to case basis.

The Group has no significant concentration of credit risk that may arise from exposure to a single receivable or to groups of receivables except for the amount owing by 2 (2014: 3) major customer amounting to RM1,792,649 (2014: RM8,509,562) which accounts for 16% (2014: 56%) of the total trade receivables of the Group.

Ageing analysis of trade receivables

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

Group2015 2014

RM RM

Neither past due or impaired 3,050,233 4,475,975

1 - 90 days past due but not impaired 4,393,662 8,749,004More than 91 days past due but not impaired 503,544 1,812,717

4,897,206 10,561,721Individually impaired 2,927,149 26,593

10,874,588 15,064,289

The Group’s trade receivables that are impaired at the reporting date and the movement of the allowance for impairment losses of trade receivables are as follow:

2015 2014RM RM

Nominal Amount 2,927,149 26,593Less: Allowance for impairment losses (2,927,149) (26,593)

- -

Movement in the allowance for impairment losses of trade receivables are as follow:

Group2015 2014

RM RM

At 1 January 26,593 144,809Impairment during the financial year 2,900,556 5,000Written off during the financial year - (123,216)At 31 December 2,927,149 26,593

Page 56: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

55AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

6. Trade Receivables (cont'd)

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

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

The currencies exposure profiles of trade receivables are as follows:

Group2015 2014

RM RM

United States Dollar 475,008 4,659,479

7. Other Receivables

Group Company2015 2014 2015 2014

RM RM RM RM

Other receivables 3,372,070 2,867,237 3,237 3,237Deposits 6,716,978 3,507,878 5,500,000 -Prepayments 382,716 852,433 - -

10,471,764 7,227,548 5,503,237 3,237Less: Impairment losses (174,319) (956) (956) (956)

10,297,445 7,226,592 5,502,281 2,281

Movement on the allowance for impairment of other receivables are as follow:

Group Company2015 2014 2015 2014

RM RM RM RM

At 1 January 956 956 956 956Impairment during the financial year 173,363 - - -At 31 December 174,319 956 956 956

The currency exposure profiles of other receivables are as follows:

Group2015 2014

RM RM

United States Dollar - 2,410,575

8. Amount Owing By/(To) Subsidiary Companies

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

Page 57: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201556

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

9. Fixed Deposits Placed with Licensed Banks

The fixed deposits interests range between 1.125% and 1.65% (2014: 1.125% to 1.65%) per annum with a maturity of 90 to 180 (2014: 90 to 180) days.

The carrying amount of fixed deposit of the Group has been pledged to licensed banks as securities for credit facilities granted to the subsidiary company as disclosed in Note 14 to the financial statements.

10. Cash and Bank Balances

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

Group2015 2014

RM RM

United States Dollar 49,189 865,552

11. Trade Payables

The currencies exposure profiles of trade payables are as follows:

Group2015 2014

RM RM

United States Dollar 1,923,039 2,068,729Singapore Dollar - 514

The normal trade credit terms granted to the Group range from 30 to 90 days (2014: 30 to 90 days).

12. Other Payables

Group Company2015 2014 2015 2014

RM RM RM RM

Other payables 692,632 1,725,176 24,569 38,880Accruals 492,685 1,122,925 157,730 292,753

1,185,317 2,848,101 182,299 331,633

The currency exposure profiles of other payables are as follows:

Group2015 2014

RM RM

New Taiwan Dollar 1,175,214 124,860

Page 58: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

57AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

13. Finance Lease Liabilities

Group2015 2014

RM RM

Minimum finance lease liabilities paymentsWithin one year 62,372 110,236Between one and five years 27,822 101,331

90,194 211,567Future finance charges (8,472) (16,780)Present value of finance lease liabilities 81,722 194,787

Present value of finance lease liabilitiesWithin one year 56,511 102,974Between one and five years 25,211 91,813

81,722 194,787

Analysed as:Repayable within twelve months 56,511 102,974Repayable after twelve months 25,211 91,813

81,722 194,787

The effective interest rates of the Group are between 2.55% and 2.65% (2014: 2.55% and 2.65%) per annum.

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

14. Bank Borrowings

Group2015 2014

RM RM

SecuredBank overdrafts 598,421 352,741Factoring 1,262,814 700,717Promissory note 2,092,800 2,351,200Trust receipts 15,422,475 18,592,402

Total bank borrowings 19,376,510 21,997,060

Analysed as follows:-Repayable within twelve months

Bank overdrafts 598,421 352,741Factoring 1,262,814 700,717Promissory note 2,092,800 2,351,200Trust receipts 15,422,475 18,592,402

19,376,510 21,997,060

Page 59: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201558

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

14. Bank Borrowings (cont'd)

The bank borrowings are secured on the following:

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

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

(iii) corporate guarantee by the Company;

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

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

(vi) pledged of fixed deposit.

The weighted average effective interest rate is as follows:

Group2015 2014

% %

Bank overdrafts 7.38 - 7.75 7.38 - 7.75Factoring 7.25 - 8.38 7.25 - 8.38Promissory note 6.75 - 7.25 6.75 - 7.25Trust receipts 4.12 - 4.79 4.12 - 4.79

The currency exposure profiles of bank borrowings are as follows:

Group2015 2014

RM RM

United States Dollar 10,543,453 10,177,935

15. Share Capital

Group/CompanyNumber of ordinary shares Amount

2015 2014 2015 2014Units Units Units Units

Ordinary shares of RM0.10 eachAuthorised share capitalAt 1 January 1,000,000,000 200,000,000 100,000,000 100,000,000 Addition - 800,000,000 - -At 31 December 1,000,000,000 1,000,000,000 100,000,000 100,000,000

Issued and fully paidAt 1 January 182,225,754 94,375,500 18,222,575 47,187,750Issuance of shares 54,667,700 - 5,466,770 -Capital reduction - - - (37,750,200)Rights issues - 87,850,254 - 8,785,025At 31 December 236,893,454 182,225,754 23,689,345 18,222,575

Page 60: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

59AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

15. Share Capital (cont'd)

During the financial year, the Company increased its issued and paid-up ordinary share capital from RM18,222,575 to RM23,689,345 by way of the issuance of 54,667,700 ordinary shares of RM0.10 each at an issue price of RM0.12 per ordinary share pursuant to private placement as disclosed in Note 15 and 30 to the financial statements for the purpose of working capital and acquisition of property, plant and equipment.

The new ordinary shares issued during the financial year rank pari passu in all respects with the existing ordinary shares of the Company.

16. Share Premium

Group/Company2015 2014

RM RM

At 1 January 6,786,935 5,765,722Issuance of shares pursuant to:

- rights issue with warrants - 1,021,213- private placement 1,093,354 -

Shares issuance expenses (494,713) -At 31 December 7,385,576 6,786,935

The share premium is not distributable by way of cash dividends and may be utilised in the manner as set out in Section 60(3) of the Companies Act, 1965 in Malaysia.

17. Reserves

Group Company2015 2014 2015 2014

RM RM RM RM

Non-distributable:-Capital reserveAt 1 January 10,512,996 - 10,512,996 -Capital reduction - 10,512,996 - 10,512,996At 31 December 10,512,996 10,512,996 10,512,996 10,512,996

Warrant reserveAt 1 January 5,929,892 - 5,929,892 -Issuance of warrants - 5,929,892 - 5,929,892At 31 December 5,929,892 5,929,892 5,929,892 5,929,892

Asset revaluation reserveAt 1 January 1,541,264 2,102,795 - -Realisation of revaluation surplus - (561,531) - -At 31 December 1,541,264 1,541,264 - -

Foreign currency translation reserveAt 1 January (432,016) 116,273 - -Current year’s exchange fluctuation (2,337,961) (548,289) - -At 31 December (2,769,977) (432,016) - -

15,214,175 17,552,136 16,442,888 16,442,888

Page 61: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201560

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

17. Reserves (cont'd)

(i) Capital reserve

Capital reserve represents the excess credit arising from the par value reduction.

(ii) Asset revaluation reserve

Asset revaluation reserve represents surplus arising from the revaluation of the Group’s land and building.

(iii) Foreign currency translation reserve

The foreign currency translation reserve represents exchange differences arising from the translation of the financial statements of a subsidiary company whose functional currency is different from that of the Group’s functional currency.

(iv) Warrant reserve

On 26 December 2014, the Company issued 65,887,748 5-year free detachable Warrants 2014/2019 pursuant to a renounceable rights issue of three (3) free warrants for every four (4) right shares of RM0.10 each held in the Company, at an exercise price of RM0.25. The Warrants are constituted by the Deed Poll dated 11 November 2014.

The movement of the Warrants 2014/2019 since the listing is as follow:

Numbers of WarrantsAs at As at

1.1.2015 Issued Exercised 31.12.2015

Warrants 65,887,748 - - 65,887,748

The salient terms of the Warrants are as follows:

(i) Each Warrant entitles the registered holder to subscribe for one (1) new ordinary share of RM0.10 each at the Exercised Price during the Exercised Period and shall be subject to adjustments in accordance with the Deed Poll;

(ii) The exercise price for the Warrants is fixed at RM0.25 per new ordinary share of the Company, subject to adjustments under certain circumstances in accordance with the provision of the Deed Poll;

(iii) The exercise period is five (5) years from the date of issuance until the maturity date. Upon the expiry of the exercise period, any unexercised rights will lapse and cease to be valid for any purpose; and

(iv) Upon exercise of the Warrants into new ordinary shares, the new shares shall rank pari passu in all respects with the ordinary shares of the Company in issue at the time of exercise except that they shall not be entitled to any dividend or other distributions declared in respect of a financial period prior to the financial period in which the Warrants are exercised or any interim dividend declared prior to the date of exercise of the Warrants.

The valuation of warrant is based on the relative fair value of the ordinary shares by reference to the following assumption comprising:

Valuation model : Binomial Option Pricing ModelFair value of warrant : RM0.09Share price : RM0.10Exercise price : RM0.25Volatility : 58.17%Risk free interest rate : 3.77% per annum

Page 62: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

61AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

18. Deferred Tax Liabilities

The analysis of deferred tax liabilities is as follow:

Group2015 2014

RM RM

Deferred tax liabilities - 102,397

Group2015 2014

RM RM

At 1 January 102,397 102,397Over provision in prior years:- property, plant and equipment (102,397) -At 31 December - 102,397

The components of deferred tax assets and liabilities of the Group and the Company during the financial year prior to offsetting are as follows:

Group2015 2014

RM RM

Deferred tax liability:- property, plant and equipment - 102,397

Deferred tax assets has not been recognised on the following items:

Group Company2015 2014 2015 2014

RM RM RM RM

Deductible temporary differences 4,589,383 5,651,108 - -Reinvestment allowance 16,938,000 16,938,000 - -Unutilised capital allowances 7,002,536 6,063,664 - -Unutilised tax losses 13,510,175 11,678,757 916,655 584,958

42,040,094 40,331,529 916,655 584,958

Deferred tax asset not recognised @ 24% (2014: 25%) 10,089,623 10,082,882 219,997 146,240

19. Revenue

Group Company2015 2014 2015 2014

RM RM RM RM

Manufacturing sales 42,415,274 54,361,023 - -

Provision of technical services 99,900 321,794 - -

Management fee from subsidiary companies - - 100,000 100,000

42,515,174 54,682,817 100,000 100,000

Page 63: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201562

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

20. Other Income

Other income includes:

Group Company2015 2014 2015 2014

RM RM RM RM

Gain on disposal of property, plant and equipment 334,315 253,530 - -

Gain on disposal of investment property - 898,306 - -Interest income 56,148 41,331 26,841 -Rental income 22,949 - - -Realised gain on foreign exchange - 222,034 - -Unrealised gain on foreign exchange - 375,629 - -

21. Finance Costs

Group2015 2014

RM RM

Interest expense on:Bank overdrafts 29,323 19,743Bankers’ acceptances and trust receipts 734,957 509,269Factoring 205,966 526,199Finance lease liabilities 8,308 10,287Promissory note 144,169 169,684Term loans - 178,013Others 575 138,013

1,123,298 1,778,895

22. Loss Before Taxation

Loss before taxation is derived after charging:

Group Company2015 2014 2015 2014

RM RM RM RM

Auditors’ remuneration 88,293 71,904 41,000 20,000Depreciation of property, plant and

equipment 2,386,742 2,803,351 - -Impairment loss for trade receivables 2,900,556 5,000 - -Impairment loss for other receivables 173,363 - - -Impairment loss on asset held for sale - 1,858,392 - -Inventories written off - 137,752 - -Lease rental 3,186,102 320,000 - -Property, plant and equipment written off - 2,100 -Rental of plant and equipment 101,728 34,325 - -Realised loss on foreign exchange 469,140 - - -

Page 64: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

63AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

23. Taxation

Group Company2015 2014 2015 2014

RM RM RM RM

Income tax:Current financial year:- Foreign 49,729 57,450 - -Under provision in prior years:- Malaysia 29 213 - -

49,758 57,663 - -

Deferred tax (Note 18):Over provision in prior years:- Malaysia (102,397) - - -Tax (credit)/expenses for the financial year (52,639) 57,663 - -

Malaysian and Thailand subsidiary income tax is calculated at the statutory tax rate of 25% (2014: 25%) and 20% (2014: 20%) of the estimated assessable profit for the financial year respectively. The Malaysian statutory rate will be reduced to 24% for the current rate of 25% effective from year assessment 2016.

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

Group Company2015 2014 2015 2014

RM RM RM RM

Loss before taxation (3,070,197) (975,796) (537,707) (552,162)

Taxation at Malaysian statutory tax rate of 25% (2014: 25%) (767,549) (243,950) (134,427) (138,041)

Expenses not deductible for tax purposes 399,614 225,009 51,503 124,930Income not subject to tax - (217,903) - -Under provision of income taxation in prior

years 29 213 - -Over provision of deferred taxation in prior

years (102,397) - - -Deferred tax asset not recognised 469,182 300,297 92,092 13,111Effect of different tax rates in other

countries (9,478) (6,003) - -Effect of reduction in tax rate (42,040) - (9,168) -

(52,639) 57,663 - -

Page 65: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201564

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

24. Loss Per Share

(a) Loss per share

The basic loss per share has been calculated based on the consolidated loss after taxation for the financial year attributable to owners of the Company for the Group and the weighted average number of ordinary shares in issue during the financial year are as follows:

Group2015 2014

RM RM

Net loss for the financial year attributable to owners of the Company (3,017,558) (1,033,459)

Weighted average number of ordinary shares in issue 185,980,853 95,819,614

Basic loss per share (sen) (1.62) (1.08)

(b) Fully diluted loss per share

Diluted loss per share has not been computed as the effect of the Warrants 2014/2019 is anti-dilutive in nature.

25. Staff Costs

Group2015 2014

RM RM

Staff costs (excluding Directors) 6,719,495 7,023,927

Included in the staff costs above are contributions made to the Employees Provident Fund under a defined contribution plan for the Group amounting to RM162,019 (2014: RM183,367) respectively.

26. Key Management Personnel Compensation

Group Company2015 2014 2015 2014

RM RM RM RM

Short-term employee benefits- Fees 167,008 374,807 90,000 110,000- Salaries and other emoluments 339,929 211,582 22,500 17,000

506,937 586,389 112,500 127,000Post-employment benefits- Defined contribution plan 4,319 4,657 - -

511,256 591,046 112,500 127,000

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

Page 66: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

65AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

27. Financial Guarantees

Company2015 2014

RM RM

Unsecured corporate guarantees in respect of banking facilities granted to subsidiary companies 15,100,000 15,100,000

28. Segment Reporting

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

The reportable business segments of the Group comprise the following: Printed circuit boards : Manufacture and sale of printed circuit boards and its related products and provision of

technical services.

Electronic products : Assembly and trading of electronic products and telecommunication components and accessories.

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

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

Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries.

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

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

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

Page 67: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201566

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

28. Segment Reporting (cont'd)

PrintedCircuitsBoards

ElectronicProducts

InvestmentHolding

Inter-segmenteliminations Total

2015 RM RM RM RM RM

RevenueTotal revenue 47,016,643 12,111 100,000 (4,613,580) 42,515,174

ResultsSegment loss (2,578,474) (3,774) (537,707) - (3,017,558)

Included in the segment loss are:Depreciation of property,

plant and equipment (2,386,742) - - - (2,386,742)Impairment loss for trade

receivables (2,900,556) - - - (2,900,556)Impairment loss on other

receivables (173,363) - - - (173,363)Gain on disposal of property,

plant and equipment 334,315 - - - 334,315Interest income 29,307 - - 26,841 56,148Finance costs (1,123,298) (9,139) - - (1,123,298)Taxation (49,758) - - 102,397 52,639

AssetsSegment assets 81,289,379 506,878 46,979,386 (61,279,992) 67,495,651Included in the segment

assets are:-Additions to non-current

assets 19,577,580 - - - 19,577,580

Segment liabilities (23,340,250) (12,643) (362,039) (3,515,466) (27,230,398)

Page 68: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

67AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

28. Segment Reporting (cont'd)

PrintedCircuitsBoards

ElectronicProducts

InvestmentHolding

Inter-segmenteliminations Total

2014 RM RM RM RM RM

RevenueTotal revenue 60,865,607 - 100,000 (6,282,790) 54,682,817

ResultsSegment (loss)/profit (714,618) 233,321 (552,162) - (1,033,459)

Included in the segment profit/(loss) are:Depreciation of property,

plant and equipment (2,800,989) (2,362) - - (2,803,351)Impairment loss for trade

receivables (5,000) - - - (5,000)Impairment loss on asset

held for sale (1,858,382) - - - (1,858,382)Inventories written off (137,752) - - - (137,752)Gain on disposal of

investment property - 898,306 - - 898,306Gain/(loss) on disposal

of property, plant and equipment 256,456 (2,926) - - 253,530

Property, plant and equipment written off - (2,100) - - (2,100)

Unrealised gain on foreign exchange 375,629 - - - 375,629

Interest income 41,331 - - - 41,331Finance costs (1,769,756) (9,139) - - (1,778,895)Taxation 57,663 - - 57,663

AssetsSegment assets 80,021,429 509,682 41,601,016 (52,740,035) 69,392,092

Segment liabilities (55,100,579) (11,673) (511,373) 25,786,894 (29,836,731)

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

(a) Major customers

The revenue from Nil (2014: 3) major customers which individually contributed more than 10% of the Group’s revenue amounted to RM Nil (2014: RM24,185,764).

(b) Geographical segments

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

Page 69: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201568

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

28. Segment Reporting (cont'd)

Revenue Non-Current Assets2015 2014 2015 2014

RM RM RM RM

Malaysia 12,091,292 11,991,087 10,799,100 1,948,362Thailand 30,423,882 42,691,730 15,721,249 11,274,998

42,515,174 54,682,817 26,520,349 13,223,360

29. Related Party Disclosures

Company2015 2014

RM RM

Management fee received/receivable from a subsidiary company:AE Corporation (M) Sdn. Bhd. 100,000 100,000

30. Significant Event

On 15 July 2015 and 20 October 2015, the Group had announced multiple proposals to undertake corporate exercise of:-

(a) Issuance of up to 54,667,700 ordinary shares of the Company (“Proposed Private Placement”). The 54,667,700 Proposed Placement Shares represent approximately 30% of the issued and paid-up share capital of the Company.

(b) Granting of employee share option scheme to all eligible employees as set out in the By-Laws (“Proposed ESOS”) to subscribe for new ordinary shares of the Company at a pre-determined price, in accordance with By-Laws. The Proposed ESOS will be administered by the ESOS Committee.

On 6 November 2015, all the resolutions pertaining to the Proposed Private Placement and Proposed ESOS tabled at the Extraordinary General Meeting of the Company were duly passed by the shareholders present. In addition, the Company has fixed the issue price at RM0.12 per Placement Share to be issued pursuant to the Private Placement which represents a discount of approximately 5.51% or RM0.007 from the five (5)-day weighted average market price of the Company from 2 November 2015 to 6 November 2015 of approximately RM0.127 per share.

On 20 November and 2 December 2015, the Company has completed the Proposed Private Placement exercise and increased the issued and paid-up ordinary share capital from RM18,222,575 to RM23,689,345 by way of the issuance of 54,667,700 ordinary shares of RM0.10 each at an issue price of RM0.12 per ordinary share.

On 7 January 2016, the Company announced that the final copy of the By-Laws of the Proposed ESOS has been submitted to Bursa Malaysia. Accordingly, the effective date of implementation of the ESOS shall be on 7 January 2016.

31. Subsequent Event

On 8 March 2016, the Company had acquired two ordinary shares of RM1.00 each in AE Resources Development Sdn. Bhd. representing 100% of the total issued and paid-up share capital.

Page 70: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

69AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

32. Operating Lease

Group2015 2014

RM RM

Future minimum lease payables:- within 1 year 3,002,640 1,651,737- within 2 to 5 years 4,688,397 3,129,801

7,691,037 4,781,538

Operating lease payment represent rentals payable by the Group for use of the factory and office. Leases are fixed for three to five years term.

33. Financial Instruments

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

(b) Foreign currency exchange risk

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

Exposure to foreign currency risk

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

Functional CurrencyUnited States

DollarSingapore

DollarNew Taiwan

Dollar TotalRM RM RM RM

2015Trade and other receivables 475,008 - - 475,008Cash and bank balances 49,189 - - 49,189Trade and other payables (1,923,039) - (1,175,214) (3,098,253)Bank borrowings (10,543,453) - - (10,543,453)

(11,942,295) - (1,175,214) (13,117,509)

2014Trade and other receivables 7,070,054 - - 7,070,054Cash and bank balances 865,552 - - 865,552Trade and other payables (2,068,729) (514) (124,860) (2,194,103)Bank borrowings (10,177,935) - - (10,177,935)

(4,311,058) (514) (124,860) (4,436,432)

Page 71: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201570

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

33. Financial Instruments (cont'd)

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

Currency risk sensitivity analysis

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

GroupIncrease/(Decrease)

in profit or loss

2015

RM

USD/RM – weakening 5% (447,836)

TWD/RM – weakening 5% (44,070)

(c) Interest rate risk

Exposure to interest rate risk

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

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

Group2015 2014

RM RM

Floating rate instrumentsBank overdrafts 598,421 352,741Factoring 1,262,814 700,717Promissory note 2,092,800 2,351,200Trust receipts 15,422,475 18,592,402

19,376,510 21,997,060

Interest rate risk sensitivity analysis

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

Loss net of taxIncrease in 100 basis

pointsGroup RM

Floating rate instruments:-Bank overdrafts 4,488Factoring 9,471Promissory note 15,696Trust receipts 115,669

145,324

Page 72: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

71AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

33. Financial Instruments (cont'd)

(d) Credit risk

Exposure to credit risk

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

Credit risk concentration profile

At reporting date, there were no significant concentrations of credit risk other than disclosed in Note 6 to the financial statements. The maximum exposure to credit risk for the Group is the carrying amount of the financial assets shown in the statements of financial position.

(e) Liquidity and cash flow risk

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

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

Maturity analysis

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

Carryingamount

Contractualinterest rate

Contractualcash flows

Below 1 year

1 – 5years

RM % RM RM RM

2015Trade and other

payables 7,279,481 - 7,279,481 7,279,481 -Bank borrowings 19,376,510 4.12 - 8.38% 19,376,510 19,376,510 -Finance lease

liabilities 81,722 2.55 - 2.65% 90,194 62,372 27,82226,737,713 26,746,185 26,718,363 27,822

2014Trade and other

payables 6,419,562 - 6,419,562 7,048,015 -Bank borrowings 21,997,060 4.12 - 8.38% 21,997,060 21,997,060 -Finance lease

liabilities 194,787 2.55 - 2.65% 211,567 110,236 101,33128,611,409 28,628,189 29,155,311 101,331

Page 73: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201572

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

33. Financial Instruments (cont'd)

(f) Fair values

The aggregate fair values of the financial liabilities as at 31 December 2015 are as follows:-

2015 2014Carrying amount

Fairvalue

Carrying amount

Fairvalue

RM RM RM RM

GroupFinancial liabilitiesFinance lease liabilities 81,722 77,678 194,787 187,449

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

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

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

Fair value hierarchy

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

Level 1 : quoted (unadjusted) prices in active markets for identical assets or liabilitiesLevel 2 : other techniques for which all inputs which have a significant effect on the recorded fair value

are observable, either directly or indirectlyLevel 3 : techniques which use inputs that have a significant effect on the recorded fair value that are not

based on observable market data

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

34. Capital Commitment

Group2015 2014

RM RM

Capital expenditure approved and contracted for - 10,000,000

Page 74: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

73AE MULTI HOLDINGS BERHAD (539777-D)

NOTES TO THE FINANCIAL STATEMENTS31 DECEMBER 2015 (CONT’D)

35. Capital Management

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

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

36. Date of Authorisation for Issue

The financial statements of the Group and of the Company for the financial year ended 31 December 2015 were authorised for issue in accordance with a resolution of the Board of Directors on 5 April 2016.

Page 75: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201574

Realised and Unrealised Profits/Losses (Supplementary Information)

The breakdown of the accumulated loss of the Group and of the Company as at 31 December into realised and unrealised amounts is as follows:

Group Company2015 2014 2015 2014

RM RM RM RM

Total accumulated losses:Realised losses (19,451,874) (16,707,548) (900,462) (362,755)Unrealised profits - 273,232 - -

(19,451,874) (16,434,316) (900,462) (362,755)Add: Consolidation adjustments 13,428,031 13,428,031 - -

(6,023,843) (3,006,285) (900,462) (362,755)

The determination of realised and unrealised profits or losses is based on the Guidance on Special Matter No.1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of Accountants on 20 December 2010.

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

Page 76: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

75AE MULTI HOLDINGS BERHAD (539777-D)

LIST OF PROPERTIES OF THE GROUP

Address/Location Description

Total LandArea/

Built-upArea

(squaremetre)

ExistingUse

Tenure(Years)

ApproximateAge of

Building(Years)

Date ofValuation

NetCarryingAmount

(RM’000)

1 No.608, Lorong 2/4A,Taman Sri Wang,08000 Sungai Petani,Kedah.

Residential;single storeyterracehouse

156/112

Hostel Freehold 27 31 Jan 2011 61

2 No.64,Taman Sejahtera,08000 Sungai Petani,Kedah.

Residential;singlestoreyterracehouse

152/149

Hostel Freehold 36 31 Jan 2011 77

3 No. 20, Lorong 64,Taman Patani Jaya,08000 Sungai Petani,Kedah.

Residential;doublestoreyterracehouse

143/151

Hostel Freehold 17 31 Jan 2011 140

4 707 Moo 4,Bangpoo Ind. EstatePhraksa Muang,Samutprakam,Thailand 10280.

Industrial;doublestoreyfactory

5,760/3,432

Office &factory

Freehold 13 31 Jan 2011 3,597

5 673 M.4. T. Prakasa A. Muang Samutprakan

IndustrialLand

3552 Land Freehold 0 14 May 2013 1,745

* Perbandaran Kemajuan Negeri Kedah subleased to AE Corporation (M) Sdn Bhd for 60 years commencing on24 March 1990

** Perbandaran Kemajuan Negeri Kedah subleased to AE Multi Industries Sdn Bhd for 60 years commencing on21 March 1990

Page 77: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201576

ANALYSIS OF SHAREHOLDINGSAS AT 31 MARCH 2016

Authorised Share Capital : RM100,000,000.00Issued and fully paid-up Share Capital : RM23,689,345.40Class of Shares : Ordinary Shares of RM0.10 eachVoting Rights : On show of hands - One vote per person On a poll - One vote for one ordinary share

A. Distribution of shareholders

Size of shareholdingsNo. of

shareholders% of total

shareholdersNo. of

shares% of total

issued capital

1 - 99 20 0.72 1,008 0.00100 – 1,000 333 12.05 292,135 0.121,001 - 10,000 1,050 38.00 5,864,584 2.4810,001 - 100,000 1,078 39.02 41,873,169 17.68100,001 – 11,844,671(*) 281 10.17 176,868,458 74.6611,844,672 and above (**) 1 0.04 11,994,100 5.06Total 2,763 100.00 236,893,454 100.00

(*) - less than 5% of issued holdings(**) - 5% and above of issued holdings

B. List of substantial shareholders as shown in the Register of Substantial Shareholders

NameNumber of Shares Held

Direct % Deemed %

Tan Chin Seoh 12,111,800 5.11 - -Peninsular Accord Sdn. Bhd. 11,994,100 5.06 - -

C. List of Directors’ shareholdings as shown in the Register of Directors

NameNumber of Shares Held

Direct % Deemed %

Yang Wu-Hsiung 1,996,392 0.84 6,270,555*# 2.65Yang Chao-Tung 9,122,564 3.85 - -Saffie Bin Bakar 300,000 0.13 - -Yang, Chueh-Kuang 459,575 0.19 - -

Note:-

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

# Deemed interested by virtue of the interest of his child in the Company pursuant to Section 134(12)(c)of the Companies Act, 1965.

Page 78: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

77AE MULTI HOLDINGS BERHAD (539777-D)

ANALYSIS OF SHAREHOLDINGSAS AT 31 MARCH 2016 (CONT’D)

D. List of 30 largest shareholders according to the Record of Depositors

Name of Shareholders No. of Shares

% of Total Issued

Capital

1. PENINSULAR ACCORD SDN BHD 11,994,100 5.062. MAYBANK NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR TAN CHIN SEOH 10,619,800 4.483. CIMSEC NOMINEES (TEMPATAN) SDN BHD

CIMB FOR TEKUN ASAS SDN BHD (PB) 10,000,000 4.224. MAYBANK SECURITIES NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR YANG CHAO-TUNG (MARGIN) 9,120,188 3.855. WONG MEI HWA 8,517,000 3.606. MOHD TAJRI BIN ABU YAIM (ABU YAMIN) 7,773,300 3.287. SYARIKAT PERKAPALAN SOO HUP SENG SDN BHD 7,036,800 2.978. STANZA CORPORATION SDN.BHD. 6,144,595 2.599. ENG SWEE LUAN 6,087,400 2.5710. LAU HUEH CHIN 5,971,000 2.5211. TA NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR TAN TEIK HOE 4,906,500 2.0712. RHB NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR MAH BENG FONG 2,961,600 1.2513. KHEM KUI CHEN 2,659,000 1.1214. TEOH HIN HENG 2,218,800 0.9415. ALAN PETER LIM 2,210,000 0.9316. TAN CHEE SENG 2,000,000 0.8417. MOHD HAFIZ HAZWAN BIN ROSLI 1,956,900 0.8318. CIMSEC NOMINEES (TEMPATAN) SDN BHD

CIMB BANK FOR CHRISTOPHER LIM KIM TECK (MY0135) 1,780,000 0.7519. MAYBANK NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR TAN CHUAN HONG 1,750,000 0.7420. RHB NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR TAN CHIN SEOH 1,492,000 0.6321. OON LAY HOON 1,415,100 0.6022. LOK FONG YUEN 1,401,133 0.5923. WEE SENG HUAT 1,400,000 0.5924. YANG, WU-HSIUNG 1,352,300 0.5725. FOO FOOK MIN 1,300,000 0.5526. UXL ENGINEERING & TRADING SDN BHD 1,201,800 0.5127. SEW KEE LANG @ SEOW KHEE CHIN 1,193,800 0.5028. LOW AH KOU 1,140,000 0.4829. TAN AH LEE 1,111,100 0.4730. CHOO ENG POH 1,110,000 0.47

TOTAL 119,824,216 50.57

Page 79: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201578

ANALYSIS OF WARRANT HOLDINGSAS AT 31 MARCH 2016

Total Number of Warrants : 65,887,748Total Number of Warrants Outstanding : 65,887,748Exercise Price Per Warrant : RM0.25Exercise Period of Warrant : 18 December 2014 to 17 December 2019Exercise Rights : Each Warrant entitles the registered holder to subscribe for one (1) new AEM

Share at the Exercise Price during the Exercise period and shall be subject to adjustments in accordance with the Deed Poll

A. Distribution of warrant holders

Size of warrant holdingsNo. of warrant

holders% of total

warrant holdersNo. of

warrants% of total

issued capital

1 - 99 11 2.30 614 0.00100 - 1,000 17 3.55 13,650 0.021,001 - 10,000 115 24.00 623,443 0.9510,001 - 100,000 232 48.43 11,102,361 16.85100,001 – 3,294,386 (*) 101 21.09 42,081,280 63.873,294,387 and above (**) 3 0.63 12,066,400 18.31Total 479 100.00 65,887,748 100.00

(*) - less than 5% of issued holdings(**) - 5% and above of issued holdings

B. Substantial warrant holders

NameNumber of Warrants Held

Direct % Deemed %

Tan Chin Seoh 6,779,800 10.29 - -Low Ah Kou 4,066,400 6.17 - -Michael Heng Chun Hong 3,500,000 5.31 - -

C. List of directors’ warrant holdings as shown in the Register of Directors

NameNumber of Warrants Held

Direct % Deemed %

Yang Wu-Hsiung 629,085 0.95 2,579,398* 3.91Yang Chao-Tung 2,400 ^ - -Saffie Bin Bakar 145,815 0.22 - -Yang, Chueh-Kuang 22,068 0.03 - -

Note:-^ Negligible* Deemed interested by virtue of his warrant holdings of more than 15% equity interest in Stanza Corporation Sdn

Bhd pursuant to Section 6A(4) of the Companies Act, 1965.

Page 80: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

79AE MULTI HOLDINGS BERHAD (539777-D)

ANALYSIS OF WARRANT HOLDINGSAS AT 31 MARCH 2016 (CONT’D)

D. List of 30 largest warrant holders according to the Record of Depositors

Name of Warrant HoldersNo. of

Warrants

% of Total Issued

Capital

1. MAYBANK NOMINEES (TEMPATAN) SDN BHDPLEDGED SECURITIES ACCOUNT FOR TAN CHIN SEOH 4,500,000 6.83

2. LOW AH KOU 4,066,400 6.17 3. KENANGA NOMINEES (TEMPATAN) SDN BHD

MICHAEL HENG CHUN HONG (EM1-D88) 3,500,000 5.31 4. ANG TOON CHUAN 2,879,800 4.37 5. STANZA CORPORATION SDN.BHD. 2,579,398 3.91 6. MAYBANK NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR CHAN BOON ENG 2,331,400 3.54 7. RHB NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR TAN CHIN SEOH 2,279,800 3.46 8. AFFIN HWANG NOMINEES (TEMPATAN) SDN. BHD.

PLEDGED SECURITIES ACCOUNT FOR LEE SING NGING (M02) 2,000,000 3.04 9. THAM AH LAN 1,431,300 2.17 10. YONG SIEW NGEE 847,000 1.29 11. TAN AH LEE 833,400 1.26 12. CHEW WENG KHAK @ CHEW WENG KIAK 762,000 1.16 13. MAYBANK NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR TAN CHUAN HONG 750,000 1.14 14. MALACCA EQUITY NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR THAM AH LAN 706,900 1.07 15. CH'NG SIEW SUAN 700,000 1.06 16. CHE AMAH BINTI HUSSAN 631,000 0.96 17. LAI WENG CHEE @ LAI KOK CHYE 600,000 0.91 18. LIM BAK WING 600,000 0.91 19. LIM CHIN PO 600,000 0.91 20. YANG, WU-HSIUNG 570,000 0.87 21. RHB NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR MAH BENG FONG 544,950 0.83 22. PHUAH SIEW CHENG 530,000 0.80 23. CHENG MEI NA 500,000 0.76 24. CHEW CHUON GHEE 500,000 0.76 25. KENANGA NOMINEES (TEMPATAN) SDN BHD

PLEDGED SECURITIES ACCOUNT FOR TAN KIM PET (013) 500,000 0.76 26. LEE CHONG FATT 500,000 0.76 27. LOK WEI SEONG 500,000 0.76 28. TANG CHING KUANG 500,000 0.76 29. YEAP TEONG PERNG 500,000 0.76 30. OOI TUAN LENG 470,000 0.71

TOTAL 38,213,348 58.00

Page 81: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201580

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the Fifteenth Annual General Meeting of the Company will be held at the Meeting Room, Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia on Friday, 27 May 2016 at 11:00 a.m. for the following purposes:-

AGENDA

As Ordinary Business :

1. To receive the Directors’ Report and Audited Financial Statements for the financial year ended 31 December 2015 together with the Auditors’ Report thereon.

Please refer to the Explanatory Notes

2. To approve the payment of Directors’ fees of RM120,000.00 for the financial year ended 31 December 2015.

OrdinaryResolution 1

3. To re-elect Mr Yang Chueh-Kuang who retires in accordance with Article 29.1 of the Company’s Articles of Association.

OrdinaryResolution 2

4. To re-elect Encik Saffie Bin Bakar who retires in accordance with Article 29.1 of the Company’s Articles of Association.

OrdinaryResolution 3

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

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

OrdinaryResolution 4

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

OrdinaryResolution 5

As Special Business :To consider and if thought fit, to pass with or without modifications the following as Ordinary Resolutions/Special Resolution:-

7. AUTHORITY TO ISSUE SHARES“THAT pursuant to Section 132D of the Companies Act, 1965, and subject to the approvals of the relevant Governmental and/or regulatory authorities, the Directors be and are hereby empowered to issue shares in the Company, at such time and upon such terms and conditions and for such purposes as the Directors may, in their absolute discretion deem fit, provided that the aggregate number of shares issued pursuant to this resolution in any one financial year does not exceed 10% of the issued share capital of the Company for the time being and that the Directors be and are also empowered to obtain the approval from Bursa Malaysia Securities Berhad for the listing of and quotation for the additional shares so issued and that such authority shall continue to be in force until the conclusion of the next Annual General Meeting of the Company.”

OrdinaryResolution 6

8. RETENTION OF INDEPENDENT DIRECTOR“THAT subject to the passing of Ordinary Resolution 3, authority be and is hereby given to Encik Saffie Bin Bakar who has served as an Independent Non-Executive Director of the Company for a cumulative term of more than nine (9) years, to continue to act as an Independent Non-Executive Director of the Company.”

OrdinaryResolution 7

9. PROPOSED AMENDMENT TO THE COMPANY’S ARTICLES OF ASSOCIATION“THAT the amendments to the Company’s Articles of Association as set out in the Annual Report for the financial year ended 31 December 2015 be hereby approved and that the Directors be hereby authorized to assent to any modifications, variations and/or amendments as may be required by the relevant authorities and to do all acts and things and take all steps as may be considered necessary to give full effect to the Proposed Amendments to the Company’s Articles of Association.”

SpecialResolution 1

Page 82: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

81AE MULTI HOLDINGS BERHAD (539777-D)

NOTICE OF ANNUAL GENERAL MEETING(CONT’D)

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

By Order of the Board,

Chee Wai Hong (BC/C/1470) Foo Li Ling (MAICSA 7019557)Company SecretariesPenang

Date: 29 April 2016

Notes:

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

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

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

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

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

5. For purpose of determining who shall be entitled to attend this meeting, the Company shall be requesting Bursa Malaysia Depository Sdn Bhd to make available to the Company pursuant to Article 20.3 of the Articles of Association of the Company and Paragraph 7.16(2) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, a Record of Depositors (“ROD”) as at 16 May 2016 and only a Depositor whose name appears on such ROD shall be entitled to attend, speak and vote at this meeting or appoint proxy to attend and/or speak and/or vote in his/her behalf.

Explanatory Notes

Item 1 of the AgendaTo receive the Audited Financial Statements for the financial year ended 31 December 2015 together with the Reports of the Directors and Auditors thereon.

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

Ordinary Resolution 4

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

Page 83: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201582

NOTICE OF ANNUAL GENERAL MEETING(CONT’D)

Explanatory Notes on Special Business

Ordinary Resolution 6 – Authority to issue sharesRenewal of authority to allot and issue shares pursuant to Section 132D of the Companies Act, 1965

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

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

The Company has not issued any new shares pursuant to Section 132D of the Companies Act, 1965 under the general authority which was approved at the Fourteenth AGM held on 17 June 2015 and which will lapse at the conclusion of the Fifteenth AGM to be held on 27 May 2016. A renewal of this authority is being sought at the Fifteenth AGM under proposed Ordinary Resolution 6.

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

Ordinary Resolution 7 – Retention of Independent Director

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

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

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

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

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

Special Resolution 1 – Proposed Amendment to the Company’s Articles of Association

The proposed Special Resolution 1, if passed, will render the Articles of Association of the Company to align with the various amendments in the Listing Requirements of Bursa Securities as well as to update certain outdated provisions contained in the Articles of the Company.

Page 84: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

83AE MULTI HOLDINGS BERHAD (539777-D)

NOTICE OF ANNUAL GENERAL MEETING(CONT’D)

PERSONAL DATA POLICY

By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the Annual General Meeting and/or any adjournment thereof, a member of the Company (i) consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents) for the purpose of the processing and administration by the Company (or its agents) of proxies and representatives appointed for the Annual General Meeting (including any adjournment thereof) and the preparation and compilation of the attendance list, minutes and other documents relating to the Annual General Meeting (including any adjournment thereof) and in order for the Company (or it agents) to comply with any applicable laws, listing rules , regulations and/or guidelines (collectively, the “Purposes”). (ii) warrants that where the member discloses the personal data of the member’s proxy(ies) and/or representative(s) to the Company (or its agents), the member has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its agents) of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and (iii) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member’s breach of warranty.

ANNUAL REPORT 2015

The Annual Report 2015 is in CD-ROM format. Printed copy of the Annual Report shall be provided to the shareholder upon request within four (4) market days from the date of receipt of the verbal or written request. A copy of the Annual Report can also be downloaded at www.amallionpcb.com.

Shareholders who wish to receive the printed Annual Report, kindly contact Ms. Eng Swee Luan at telephone 04-4213715 or e-mail your request to [email protected].

Page 85: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201584

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

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

The details of any interest in the securities of the Company and its subsidiaries (if any) held by the said Directors are stated on page 24 of the financial statements in Annual Report 2015.

Page 86: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

85AE MULTI HOLDINGS BERHAD (539777-D)

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION

INTRODUCTION

On 26 February 2016, the Board of Directors of AE Multi Holdings Berhad (“the Company” or “AEM”) announced that the Company proposed to amend its Articles of Association is to be aligned with the various amendments to the Listing Requirements of Bursa Securities as well as to update certain outdated provisions contained in the Articles of the Company. The Board wishes to seek the shareholders’ approval for the special resolution pertaining to the Proposed Amendments to the Articles of Association of the Company (“Proposed Articles Amendments”) to be tabled at the forthcoming Annual General Meeting (“AGM”).

You are advised to read and carefully consider the contents of the amendments before voting on the special resolution relating to the Proposed Articles Amendments at the forthcoming AGM.

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS

The Company proposed to amend its Articles of Association as follows:

ArticleNo. Existing Articles Proposed Articles Amendments

2 Bursa Malaysia Bursa Securities or the Exchange- Bursa Malaysia Securities Berhad (635998-W) - Bursa Malaysia Securities Berhad (635998-W)

2 Central Depository Depository- Bursa Malaysia Depository Sdn. Bhd.

(165570-W)- Bursa Malaysia Depository Sdn. Bhd.

(165570-W)

2 The Central Depositories Act The Central Depositories Act- The Securities Industry (Central Depositories)

Act, 1991- The Securities Industry (Central Depositories)

Act 1991 and/or any statutory modification, amendment or re-enactment thereof.

2 New Definition Employees Share Scheme- A Share Issuance Scheme and a Share Grant

Scheme, collectively

2 Listing Requirement Listing Requirements- The Listing Requirements of Bursa Malaysia

Securities Berhad and any modification or amendment thereof that may be made from time to time

- The Main Market Listing Requirements of Bursa Malaysia Securities Berhad including any amendments thereto that may be made from time to time.

2 Market Day Market Day- Any day between Mondays and Fridays which is

not a market holiday or public holiday- A day on which the stock market of the Exchange

is opened for trading in securities.

2 Member Member- Any person whose name appears on the Record

of Depositors (excluding Central Depository or its nominee company)

- Any person whose name is entered in the Company’s Register including Depositor whose name appear on the Record of Depositors but exclude the Depository in its capacity as bare trustee.

Page 87: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201586

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

2 Record of Depositors Record of Depositors- A record provided by Central Depository to the

Company under Chapter 24.0 of the Rules- A record provided by Depository to the Company

under Chapter 24.0 of the Rules.

2 Rules Rules- Rules of Central Depository - Rules of the Depository including any

amendments thereto that may be made from time to time.

2 New Definition Share Grant Scheme- a scheme involving the grant of the Company’s

existing shares to employees of the Company and its subsidiaries.

2 Securities Account Securities Account- An account established by the Central

Depository for a Depositor for the recording of the deposit of securities and for dealing in such securities by the Depositors as defined in the Central Depository Act and/or the Rules.

- An account established by the Depository for a Depositor for the recording of deposit of securities and for dealing in such securities by the Depositors as defined in the Central Depositories Act.

2 Share Issuance Scheme Share Issuance Scheme- Share Issuance Scheme means a scheme

involving a new issuance of shares to the employees.

- A scheme involving a new issuance of shares to employees and Directors of the Company and its subsidiaries.

2 New Definition Take-Overs and Mergers Code- Malaysian Code on Take-Overs and Mergers

2010, including any amendment that may be made from time to time.

4.2:4 The total nominal value of issued preference shares shall not exceed the total nominal value of the issued ordinary shares at any time;

Deleted

4.4 All new issues of securities for which listing is sought shall be made by way of crediting the Securities Accounts of the allottees or entitled persons with such securities save and except where the Company is specifically exempted from complying with Section 38 of the Central Depositories Act. For this purpose, the Company shall notify the Central Depository of the names of the allottees or entitled persons and all such particulars as may be required by the Central Depository to enable the Central Depository to make the appropriate entries in the securities accounts of such allottees or entitled persons.

All new issues of securities for which listing is sought shall be made by way of crediting the Securities Accounts of the allottees or entitled persons with such securities save and except where the Company is specifically exempted from complying with Section 38 of the Central Depositories Act. For this purpose, the Company shall notify the Depository of the names of the allottees or entitled persons and all such particulars as may be required by the Depository to enable the Depository to make the appropriate entries in the securities accounts of such allottees or entitled persons.

Page 88: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

87AE MULTI HOLDINGS BERHAD (539777-D)

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

4.6 Notwithstanding Article 4.4 (but subject to the Act), the Company may apply to KLSE for a waiver from convening an extraordinary general meeting to obtain shareholders’ approval for further issue or issues of shares (other than bonus or rights issues) where:

Notwithstanding Article 4.4 (but subject to the Act), the Company may apply to Bursa Securities for a waiver from convening an extraordinary general meeting to obtain shareholders’ approval for further issue or issues of shares (other than bonus or rights issues) where:

4.6.1 the aggregate issues of shares (other than bonus and rights issues and other issues of shares which have been specifically approved by the shareholders in an extraordinary general meeting) in any one financial year in which such further issue or issues are made do not exceed 10% (or such higher percentage as KLSE may from time to time allow either in respect of a particular financial year, generally or otherwise) of the Company’s issued share capital as at the last day of the financial year before such financial year; and

4.6.1 the aggregate issues of shares (other than bonus and rights issues and other issues of shares which have been specifically approved by the shareholders in an extraordinary general meeting) in any one financial year in which such further issue or issues are made do not exceed 10% (or such higher percentage as Bursa Securities may from time to time allow either in respect of a particular financial year, generally or otherwise) of the Company’s issued share capital as at the last day of the financial year before such financial year; and

4.6.2 in accordance with the provisions of Section 132D of the Act, there is still in effect a resolution approving the issuance of shares by the Company.

4.6.2 in accordance with the provisions of Section 132D of the Act, there is still in effect a resolution approving the issuance of shares by the Company.

4.11 Subject to the Rules, no more than one (1) person shall be entered as the holder of a securities account in the system of the Central Depository.

Subject to the Rules, no more than one (1) person shall be entered as the holder of a securities account in the system of the Depository.

5.3 Preference shareholders shall have:5.3:1 the same rights as ordinary shareholders

as regards receiving notices, reports and audited accounts and attending general meetings of the Company;

Subject to the Act, any preference shares may with the sanction of an ordinary resolution, be issued on terms that they are, or at an option of the Company is liable to be redeemed. Preference shareholders shall have the same rights as ordinary shareholders in relation to receiving notices reports and audited financial statements and attending general meetings of the Company but shall only entitled to a right to vote in each of the following circumstances:

5.3:2 the right to vote at any meeting convened for the purposes of reducing the capital, or to wind up the Company and during the winding up of the Company, or disposing the whole of the Company’s property, business and undertaking or of directly affecting the rights attached to their shares and privileges, or when the dividend or part of the dividend on the preference shares is in arrears for more than 6 months.

i when the dividend or part of the dividend on the shares is in arrears for more than six (6) months

ii on a proposal to reduce the Company’s share capital.

iii on a proposal for the disposal of the whole of the Company’s property, business and undertaking.

iv on a proposal that affects rights attached to the share.

v on a proposal to wind up the Company.vi during the winding up of the Company.

Page 89: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201588

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

7.1 Every share certificate shall be sealed in accordance with these Articles and Section 100 of the Act and shall comply with the requirements of these Articles, such Section and the applicable Listing Requirements of KLSE and (where applicable) the Central Depositories Act and the Rules.

Every share certificate shall be sealed in accordance with these Articles and Section 100 of the Act and shall comply with the requirements of these Articles, such Section and the applicable Listing Requirements of Bursa Securities and (where applicable) the Central Depositories Act and the Rules.

7.2 Subject to the provisions of the Act, the Central Depositories Act and the Rules, the Company upon allotment of shares shall despatch notices of allotment to all allottees within such period as may be prescribed by KLSE and deliver to the Central Depository the appropriate certificates in such denominations as may be specified by the Central Depository registered in the name of the Central Depository or its nominee company.

Subject to the provisions of the Act, the Central Depositories Act and the Rules, the Company upon allotment of shares shall despatch notices of allotment to all allottees within such period as may be prescribed by Bursa Securities and deliver to the Depository the appropriate certificates in such denominations as may be specified by the Depository registered in the name of the Depository or its nominee company.

7.4 Subject to the Act, the Central Depositories Act and the Rules, if any destroyed, lost or stolen, it may be renewed on:

7.4.1 such evidence being produced; and7.4.2 a letter of indemnity (if required);

being given by the shareholder, transferee, person entitled, Central Depository or tis nominee company, purchaser, member company of KLSE or on behalf of its/their clients as the Directors may require, and (in case of defacement or wearing out) on delivery of the old certificate and in any case on payment of such sum not exceeding RM3 (or such other sum as the law and KLSE may allow the Company to charge) as the Directors may from time to time require. In the case of destruction, loss or theft a shareholder or person entitled to whom such renewed certificate is given shall also bear the loss and pay to the Company all expenses incidental to the investigations by the Company of the evidence of such destruction or loss.

Subject to the Act, the Central Depositories Act and the Rules, if any destroyed, lost or stolen, it may be renewed on:

7.4.1 such evidence being produced; and

7.4.2 a letter of indemnity (if required);

being given by the shareholder, transferee, person entitled, Depository or tis nominee company, purchaser, member company of Bursa Securities or on behalf of its/their clients as the Directors may require, and (in case of defacement or wearing out) on delivery of the old certificate and in any case on payment of such sum not exceeding RM3 (or such other sum as the law and Bursa Securities may allow the Company to charge) as the Directors may from time to time require. In the case of destruction, loss or theft a shareholder or person entitled to whom such renewed certificate is given shall also bear the loss and pay to the Company all expenses incidental to the investigations by the Company of the evidence of such destruction or loss.

Page 90: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

89AE MULTI HOLDINGS BERHAD (539777-D)

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

8.4 To give effect to a sale, the Directors may authorize some person to execute an instrument of transfer of the shares sold to, or in accordance with the directions of the purchaser. If the shares sold are Deposited Securities, an instrument of transfer of the shares shall include, the form FTFO10 prescribed under the Rules or any other document or instrument prescribed under the Rules to require Central Depository to transfer such shares from the account of the Member or deceased Member whose shares are being sold to a securities account of the purchaser or such other securities account as the purchaser directs. The title of the transferee to the shares shall not be affected by any irregularity in or invalidity of the proceedings in reference to the sale.

To give effect to a sale, the Directors may authorize some person to execute an instrument of transfer of the shares sold to, or in accordance with the directions of the purchaser. If the shares sold are Deposited Securities, an instrument of transfer of the shares shall include, the form FTFO10 prescribed under the Rules or any other document or instrument prescribed under the Rules to require Depository to transfer such shares from the account of the Member or deceased Member whose shares are being sold to a securities account of the purchaser or such other securities account as the purchaser directs. The title of the transferee to the shares shall not be affected by any irregularity in or invalidity of the proceedings in reference to the sale.

10.1 The transfer of any listed security or class of listed security of the Company, shall be by way of book entry by the Central Depository in accordance with the Rules and, notwithstanding Sections 103 and 104 of the Act, but subject to sub-section 107C(2) of the Act and any exemption that may be made from compliance with sub-section 107C(1) of the Act, the Company shall be precluded from registering and effecting any transfer of the listed securities.

The transfer of any listed security or class of listed security of the Company, shall be by way of book entry by the Depository in accordance with the Rules and, notwithstanding Sections 103 and 104 of the Act, but subject to section 107C(2) of the Act and any exemption that may be made from compliance with section 107C(1) of the Act, the Company shall be precluded from registering and effecting any transfer of the listed securities.

10.4 Notwithstanding Sections 103 and 104 of the Act, the Company shall be precluded from registering and effecting any transfer of securities. The Central Depository may, in its absolute discretion, refuse to register any transfer that does not comply with the Central Depositories Act and the Rules. Neither the Company nor any of its officers shall be liable for any transfer of shares effected by the Central Depository.

Notwithstanding Sections 103 and 104 of the Act, the Company shall be precluded from registering and effecting any transfer of securities. The Depository may, in its absolute discretion, refuse to register any transfer that does not comply with the Central Depositories Act and the Rules. Neither the Company nor any of its officers shall be liable for any transfer of shares effected by the Depository.

10.5 Subject to the Central Depositories Act and the Rules, a Member may transfer all or any of its securities in writing in the form prescribed and approved by KLSE and the Registrar (as the case may be). Subject to these Articles, there shall be no restriction on the transfer of fully paid shares except where required by law. All transfers of deposited securities shall be effected in accordance with the Act, the Central Depositories Act and the Rules.

Subject to the Central Depositories Act and the Rules, a Member may transfer all or any of its securities in writing in the form prescribed and approved by Bursa Securities and the Registrar (as the case may be). Subject to these Articles, there shall be no restriction on the transfer of fully paid shares except where required by law. All transfers of deposited securities shall be effected in accordance with the Act, the Central Depositories Act and the Rules.

Page 91: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201590

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

10.6.2 give notice of such intended closure to KLSE at least 12 Market Days before the intended date of such closure including in such notice, such date, the reason for such closure and the address of the Share Registrar at which documents will be accepted for registration;

at least ten (10) Market Days’ notice or such other period of notice as may be permitted by Bursa Securities, of such closure shall be given to Bursa Securities stating the period and the purpose or purposes of such closure. In relation to such closure, the Company shall give notice, in accordance with the Rules, to the Depository to prepare appropriate Record of Depositors;

10.6.4 give notice to Central Depository at least 3 clear Market Days before the intended date of such closure, to enable Central Depository to prepare and deliver the appropriate Record of Depositors.

give notice to Depository at least 3 clear Market Days before the intended date of such closure, to enable Depository to prepare and deliver the appropriate Record of Depositors.

14.1 If the personal representative of a deceased holder of a share so becoming entitled elects to have the share transferred to him, a notice in writing signed by him stating that he so elects must be served by him on the Central Depository in accordance with the Rules or as the Central Depository may determine.

If the personal representative of a deceased holder of a share so becoming entitled elects to have the share transferred to him, a notice in writing signed by him stating that he so elects must be served by him on the Depository in accordance with the Rules or as the Depository may determine.

14.2 The entitlement of a person becoming entitled to a share in the consequence of the death, bankruptcy or mental disorder of a Member to elect whether to have his name entered as the holder of such share in the Record of Depositors or to have the name of a person nominated by him entered in the Record of Depositors as a holder of such shares shall be subject to and in accordance with the Rules or as the Central Depository may determine.

The entitlement of a person becoming entitled to a share in the consequence of the death, bankruptcy or mental disorder of a Member to elect whether to have his name entered as the holder of such share in the Record of Depositors or to have the name of a person nominated by him entered in the Record of Depositors as a holder of such shares shall be subject to and in accordance with the Rules or as the Depository may determine.

14.3 A person becoming entitled to a share by reason of the death, bankruptcy, mental disorder of the holder or by operation of law shall subject to and in accordance with the Rules or as the Central Depository may determine, be entitled to the rights to which he would be entitled as the holder of the share.

A person becoming entitled to a share by reason of the death, bankruptcy, mental disorder of the holder or by operation of law shall subject to and in accordance with the Rules or as the Depository may determine, be entitled to the rights to which he would be entitled as the holder of the share.

15.5 Subject to any lien for amounts not presently payable (if any), any residue of the proceeds of forfeited shares sold, re-allotted or otherwise disposed of, after the satisfaction of the unpaid calls and accrued interest and expenses, shall be paid to the person whose shares have been forfeited, or his executors, administrators, assignees, guardians or receivers or the committee of his estate or as he directs.

If any share is forfeited and sold, and residue after the satisfaction of the unpaid calls and accrued interest and expenses, shall be paid to the person whose shares have been forfeited, or his executors, administrators or assignees or as he directs.

Page 92: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

91AE MULTI HOLDINGS BERHAD (539777-D)

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

20.2 Subject to these Articles including (without limitation) Articles 45.5 and 45.12, and to any restrictions imposed on any shares, every notice calling a general meeting shall be given by advertisement in 1 national daily newspapers in Malaysia in the national or English language and In Writing to KLSE, all the Members, to all persons entitled to a share (who have produced such evidence as may from time to time be required by the Central Depository in accordance with the Rules or as the Central Depository may determine) in consequence of the death, bankruptcy or mental disorder of a Member or by operation of law and to the Directors and auditors of the Company. Except as provided for in Article 20.2, no other person shall be entitled to receive notices of general meetings. A notice by advertisement under this Article shall be deemed given at noon on the day on which the advertisement appears in the national daily newspaper through which such advertisement is made.

Subject to these Articles including (without limitation) Articles 45.5 and 45.12, and to any restrictions imposed on any shares, every notice calling a general meeting shall be given by advertisement in 1 national daily newspapers in Malaysia in the national or English language and In Writing to Bursa Securities, all the Members, to all persons entitled to a share (who have produced such evidence as may from time to time be required by the Depository in accordance with the Rules or as the Depository may determine) in consequence of the death, bankruptcy or mental disorder of a Member or by operation of law and to the Directors and auditors of the Company. Except as provided for in Article 20.2, no other person shall be entitled to receive notices of general meetings. A notice by advertisement under this Article shall be deemed given at noon on the day on which the advertisement appears in the national daily newspaper through which such advertisement is made.

20.3 The Company shall request the Central Depository in accordance with the Rules, to issue a Record of Depositors to whom notices of general meetings shall be given by the Company. The Company shall also request the Central Depository in accordance with the Rules, to issue a Record of Depositors, as at the latest date which is reasonably practicable which shall in any event be a date not less than 3 Market Days before the general meeting (hereinafter referred to as “the General Meeting Record of Depositors”).

The Company shall request the Depository in accordance with the Rules, to issue a Record of Depositors to whom notices of general meetings shall be given by the Company. The Company shall also request the Depository in accordance with the Rules, to issue a Record of Depositors, as at the latest date which is reasonably practicable which shall in any event be a date not less than 3 Market Days before the general meeting (hereinafter referred to as “the General Meeting Record of Depositors”).

20.4A New Article Every notice of meeting in writing to the Exchange shall include the date of the Record of Depositors to be obtained pursuant to Article 20.3 for the purpose of determining whether a Depositor shall be regarded as a member entitled to attend, speak and vote at the general meeting.

20.5 In every notice calling a general meeting, there shall appear with reasonable prominence a statement that a Member is entitled to appoint up to 2 proxies to attend and vote in his place, that a proxy may but need not be a Member and the provisions of Section 149(1)(b) of the Act shall not apply to the Company. There shall be no restriction as to the qualification of the proxy, and that if a Member appoints 2 proxies, the appointments shall be invalid unless he specifies the proportions of his holdings to be represented by each proxy. If a Member appoints two (2) proxies, he must specify which proxy is entitled to vote on a show of hands. Only one (1) of those proxies is entitled to vote on a show of hands.

In every notice calling a general meeting, there shall appear with reasonable prominence a statement that a Member is entitled to appoint up to 2 proxies to attend and vote in his place, that a proxy may but need more not be a Member and the provisions of Section 149(1)(b) of the Act shall not apply to the Company. There shall be no restriction as to the qualification of the proxy, and that if a Member appoints 2 proxies, the appointments shall be invalid unless he specifies the proportions of his holdings to be represented by each proxy. If a Member appoints two (2) proxies, he must specify which proxy is entitled to vote on a show of hands. Only one (1) of those proxies is entitled to vote on a show of hands.

Page 93: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201592

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

21.7A New Article Voting by poll

(1) The Company must ensure that any resolution set out in the notice of any general meeting includes any addendum, errata or amendment to the earlier notice of general meeting, or in any notice of resolution which may properly be moved and is intended to be moved at any general meeting, is voted by poll.

(2) The Company must appoint at least 1 scrutineer to validate the votes cast at the general meeting. Such scrutineer must not be an officer of the listed issuer or its related corporation, and must be independent of the person undertaking the polling process. If such scrutineer is interested in a resolution to be passed at the general meeting, the scrutineer must refrain from acting as the scrutineer for that resolution. For this purpose, “officer” has the meaning given in section 4 of the Companies Act, 1965.

21.8 A resolution put to the vote of a meeting shall be decided on a show of hands unless before, or on the declaration of the result of, the show of hands, a poll is duly demanded. Subject to the Act, a poll may be demanded:

21.8:1 by the Chairman; or

21.8:2 By at least 5 Members having the right to vote at the meeting; or

21.8:3 by a Member or Members representing at least one-tenth of the total voting rights of all the Members having the right to vote at the meeting; or

21.8:4 by a Member or Members holding shares conferring a right to vote at the meeting being shares on which an aggregate sum has been paid up equal to at least one-tenth of the total sum paid on all the shares conferring that right,

and a demand by a person as proxy for or attorney of a Member (whether individual, corporate or otherwise) or as duly authorized representative for a corporate Member shall be the same as a demand by the Member.

Subject to the Act, a poll may be demanded:

21.8:1 by the Chairman; or

21.8:2 by at least 5 Members having the right to vote at the meeting; or

21.8:3 by a Member or Members representing at least one-tenth of the total voting rights of all the Members having the right to vote at the meeting; or

21.8:4 by a Member or Members holding shares conferring a right to vote at the meeting being shares on which an aggregate sum has been paid up equal to at least one-tenth of the total sum paid on all the shares conferring that right,

and a demand by a person as proxy for or attorney of a Member (whether individual, corporate or otherwise) or as duly authorized representative for a corporate Member shall be the same as a demand by the Member.

Page 94: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

93AE MULTI HOLDINGS BERHAD (539777-D)

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

21.15 New Article The result of the poll and the name of the scrutineer shall be announced to the Exchange in accordance to the Listing Requirements. The result of the poll shall include the total number of votes cast on the poll together with the percentage in favour of and against the resolution.

22.1 Subject to the Act and to any rights or restrictions attached to any shares on a show of hands every Member who:

22.1:1 being an individual, is present in person or by proxy or attorney; or

22.1:2 being a corporation, is present by a duly authorized representative or by proxy or attorney,

shall have 1 vote and on a poll every Member shall have 1 vote for every share of which he is the holder. On a poll votes may be given either personally or by proxy or by attorney or by a duly authorized representative of a corporate Member. A proxy shall be entitled to vote on a show of hands on any question at any general meeting.

Notwithstanding the above but subject to the Act, if at any time the share capital of the Company consists of shares of different monetary denominations, voting rights shall be prescribed in such a manner that a unit of capital in each class, when reduced to a common denominator, shall carry the same voting power when such right is exercisable.

Subject to the Act and to any rights or restrictions attached to any shares on a show of hands every Member who:

22.1:1 being an individual, is present in person or by proxy or attorney; or

22.1:2 being a corporation, is present by a duly authorized representative or by proxy or attorney,

shall have 1 vote and on a poll every Member shall have 1 vote for every share of which he is the holder. In the case of a poll every member present in person or by proxy or by attorney or other duly authorized representative shall have one vote for every share held by him. A proxy shall be entitled to vote on a show of hands on any question at any general meeting. Notwithstanding the above but subject to the Act, if at any time the share capital of the Company consists of shares of different monetary denominations, voting rights shall be prescribed in such a manner that a unit of capital in each class, when reduced to a common denominator, shall carry the same voting power when such right is exercisable.

22.5 A Member may appoint 2 or more proxies to attend the same meeting. A proxy may but need not be a Member and the provisions of Section 149(1)(b) of the Act shall not apply to the Company. If a Member appoints 2 or more proxies, the appointments shall be invalid unless he specifies the proportions of his holdings to be represented by each proxy.

Deleted

Page 95: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201594

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

22.7 An Instrument appointing a proxy shall be in writing, executed by or on behalf of the appointor and shall be in the following form (or in a form as near to it as circumstances allow or in any other form which is usual or which the Directors may approve):

An Instrument appointing a proxy shall be in writing, executed by or on behalf of the appointor and shall be in the following form (or in a form as near to it as circumstances allow or in any other form which is usual or which the Directors may approve):

AE Multi Holdings Berhad

AE Multi Holdings Berhad I/We _______________________(*I/C No./Passport I/We ______________________ of _______________being a member/members of the above Company appoint _____________________________________of ______________ or failing him, of __________ as my/our proxy to vote in my/our name(s) and on my/our behalf at the annual/extraordinary general meeting of the Company to be held on [date], and at any adjournment of such meeting for/against* the resolution(s) to be proposed thereat.

No./Company No. _______________) of ___________ being a member/members of the abovenamed Company, hereby appoint ____________ (*I/C No. Passport No. ___________) of __________ or failing whom, the Chairman as *my/our proxy to vote for*me/us on *my/our behalf at the [Annual or Extraordinary, as the case may be] General Meeting of the Company to be held at _____________ (place of meeting) on the ____ day of __________ at ________ (time of meeting) and any adjournment thereof.

Resolution(s)Date: __________________ For[Signature] Against

* Strike out whichever is not desired Please indicate with an “x” in the appropriate space(s) provided above on how you wish your vote to be cast. If no specific direction as to voting is given, the proxy may vote as he thinks fit.

Signed this ___________ day of _____________.

No. of shares held

For appointment of two (2) proxies, percentage of shareholdings to be represented by the proxies:

No. of shares %Proxy 1Proxy 2

100

_______________________Signature of Member(s)

Page 96: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

95AE MULTI HOLDINGS BERHAD (539777-D)

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

22.10A A proxy appointed to attend and vote at a meeting of the Company shall have the same rights as the members to speak at the meeting.

(1) A member of a company entitled to attend and vote at a meeting of a company, or at a meeting of any class of members of the company, shall be entitled to appoint any person as his proxy to attend and vote instead of the members at the meeting. There shall be no restriction as to the qualification of the proxy.

(2) A proxy appointed to attend and vote at a meeting of the Company shall have the same rights as the members to speak at the meeting.

30.2:7 he is absent from more than 50% of the total Directors’ meeting held during a financial year except in the event of a grant of waiver of this provision by KLSE.

he is absent from more than 50% of the total Directors’ meeting held during a financial year except in the event of a grant of waiver of this provision by Bursa Securities.

31.2 The Directors may establish, maintain and give effect to any scheme approved by the Company in general meeting for the allotment of or the grant of options to subscribe for shares of the Company to any Directors, officers or employees of the Company or any body corporate which is or has been a Subsidiary of the Company, and may exercise all the power given to them by such scheme (including (without limitation) any power to alter or add to the provisions of such scheme) and these Articles shall be deemed to be modified as far as may be necessary to give effect to such scheme for the time being in force in respect of any share or shares for the time being in issue or under option subject to such scheme.

Subject to the approval of members in general meeting, these Articles, the Act, the Listing Requirements, the Central Depositories Act and/or any other relevant authorities, the Company may upon recommendation of the Directors establish a Share Issuance Scheme and/or a Share Grant Scheme. The terms and conditions of the Employees Share Option Scheme shall be determined by the Board of Directors and the allocation of options pursuant to the Share Issuance Scheme shall be verified by the Audit Committee. However, no Director shall participate in the Share Issuance Scheme unless members in general meeting have approved the specific allotment to be made to such Director.

33.2:3 New Article A director shall not vote in respect of any contract or proposed contract or arrangement in which he has directly or indirectly personal interest (and if he shall do so his vote shall not be counted) but the Director may be counted in the quorum present at any meeting.

37.3 New Article Subject to the Listing Requirements and any other relevant laws and regulations, the Directors may issue the Company’s annual report in compact disc read-only memory (“CD-ROM”) or digital video disc read-only memory (“DVD-ROM”) format or in any format that may be developed in the future.

Page 97: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201596

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

39.9 All cash distribution or other moneys payable in cash in respect of shares, may be paid by way of telegraphic transfer or electronics transfer or remittance to such account as designated by such holder or the person entitled to such payment, cheque or dividend warrant or via any other mode or manner as may be prescribed by the Act, Listing Requirements of Bursa Securities and any other relevant authority for the time being in force. In the event that a member has not provided his bank account details to the Central Depository, all cash distribution or other moneys payable in cash in respect of a share may be paid by cheque, bank draft, dividend warrant or postal order and (in the case of a cheque, bank draft, dividend warrant or postal order for such payment) sent by post by courier or by hand to the registered address of the Member or person entitled to it by reason of the death, bankruptcy of mental disorder of the holder or by operation of law, or by direct bank transfer to such bank account as the person entitled to it directs. In the case of a Member who is also an employee of the Company or any of its Subsidiaries, the Company may remit any cash distribution or other moneys referred to above to such Member through the Company’s internal postal arrangements. Payment of the cheque or warrant or telegraphic transfer or electronics transfer or remittance shall be a good discharge to the Company. Every such cheque or warrant or telegraphic transfer or electronics transfer or remittance shall be sent at the risk of the person entitled to the moneys which it represents. The Company shall not be responsible for any inaccurate details supplied by the Members or any errors, delay or power or electronic failure encountered during or in the course of transmission of data or payment or for any loss of any such cash distribution, cheque, bank draft, dividend warrant or postal order (whether in the bank account transfer, post, while being delivered by courier or by hand, after bank account transferring and/or delivering to the relevant address or person or otherwise). No unpaid or unclaimed dividend, interest or any cash distribution shall bear interest as against the Company.

All cash distribution or other moneys payable in cash in respect of shares, may be paid by way of telegraphic transfer or electronics transfer or remittance to such account as designated by such holder or the person entitled to such payment, cheque or dividend warrant or via any other mode or manner as may be prescribed by the Act, Listing Requirements of Bursa Securities and any other relevant authority for the time being in force. In the event that a member has not provided his bank account details to the Depository, all cash distribution or other moneys payable in cash in respect of a share may be paid by cheque, bank draft, dividend warrant or postal order and (in the case of a cheque, bank draft, dividend warrant or postal order for such payment) sent by post by courier or by hand to the registered address of the Member or person entitled to it by reason of the death, bankruptcy of mental disorder of the holder or by operation of law, or by direct bank transfer to such bank account as the person entitled to it directs. In the case of a Member who is also an employee of the Company or any of its Subsidiaries, the Company may remit any cash distribution or other moneys referred to above to such Member through the Company’s internal postal arrangements. Payment of the cheque or warrant or telegraphic transfer or electronics transfer or remittance shall be a good discharge to the Company. Every such cheque or warrant or telegraphic transfer or electronics transfer or remittance shall be sent at the risk of the person entitled to the moneys which it represents. The Company shall not be responsible for any inaccurate details supplied by the Members or any errors, delay or power or electronic failure encountered during or in the course of transmission of data or payment or for any loss of any such cash distribution, cheque, bank draft, dividend warrant or postal order (whether in the bank account transfer, post, while being delivered by courier or by hand, after bank account transferring and/or delivering to the relevant address or person or otherwise). No unpaid or unclaimed dividend, interest or any cash distribution shall bear interest as against the Company.

Page 98: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

97AE MULTI HOLDINGS BERHAD (539777-D)

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

DETAILS OF THE PROPOSED ARTICLES AMENDMENTS (cont'd)

ArticleNo. Existing Articles Proposed Articles Amendments

39.9A Subject to the approval being obtained from the members of the Company and the Listing Requirements, the Company may issue shares pursuant to a Dividend Reinvestment Scheme to all its members who are entitled to dividend in accordance with the provision of the Act and any rules, regulations and guidelines there under or issued by the Exchange and any other relevant authorities in respect of thereof.

Subject to the approval of the members in general meeting, these Articles, the Act, the Listing Requirements, the Take-Overs and Mergers Code, the Income Tax Act 1967 and/or any other relevant authorities or regulations, the Company may upon the recommendation of the Directors establish a Dividend Reinvestment Scheme. However, any member of the Company may elect not to participate in such scheme.

43.4 The Directors shall from time to time in accordance with the Act and the applicable Listing Requirements of KLSE (if applicable) cause to be prepared and laid before the Company in general meeting such profit and loss accounts, balance sheets, group accounts (if any) and reports as are referred to in the Act and/or such Listing Requirements (if applicable).

The Directors shall from time to time in accordance with the Act and the applicable Listing Requirements of Bursa Securities (if applicable) cause to be prepared and laid before the Company in general meeting such annual audited financial statements of the Company (if any) and the report of the Directors and Auditors as are referred to in the Act and/or such Listing Requirements (if applicable).

43.5 A copy of the reports by the Directors and auditors of the Company, the profit and loss accounts, balance sheets and group accounts (if any) (including all documents required by law to be annexed or attached to all or any of them) shall be sent (not later than 6 months after the close of the financial year and at least 21 days before the general meeting at which they are to be laid) to all Members, holders of debentures and all other persons entitled to receive notices of general meetings under the Act or these Articles. The internal between the close of a financial year of the Company and the issue of the annual audited accounts, the directors’ and auditors’ reports shall not exceed 4 months. The required number of copies of each of these documents (as required by the applicable Listing Requirements of KLSE) shall at the same time be sent to KLSE.

Deleted.

49 The Company shall not delete, amend or add to any of these Articles unless the prior written approval of KLSE for such deletion, amendment or addition has been sought and obtained.

Subject to the provisions of the Act, the Listing Requirements and the Memorandum of Association, no amendment whether by way of rescission, alternation or addition shall be made to these Articles unless the same has been passed by a Special Resolution.

50 The Company shall comply with the provision of the relevant governing statutes, regulations, and rules that may be amended, modified or varied from time to time, or any other directive or requirements imposed by the KLSE, the Central Depository and other appropriate authorities, to the extent required by law notwithstanding any provision in these Articles to the contrary.

The Company shall comply with the provision of the relevant governing statutes, regulations, and rules that may be amended, modified or varied from time to time, or any other directive or requirements imposed by the Bursa Securities, the Depository and other appropriate authorities, to the extent required by law notwithstanding any provision in these Articles to the contrary.

Page 99: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

ANNUAL REPORT 201598

STATEMENT OF THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION (CONT’D)

RATIONALE FOR THE PROPOSED ARTICLES AMENDMENTS

The Proposed Articles Amendments are to be aligned with the various amendments to the Listing Requirements of Bursa Securities as well as to update certain outdated provisions contained in Articles of the Company.

EFFECTS OF THE PROPOSED ARTICLES AMENDMENTS

The Proposed Articles Amendments will not have any effect on the share capital, major shareholders’ shareholdings, net assets per share, earnings per share, dividend and gearing of AEM.

APPROVALS REQUIRED AND CONDITIONS OF THE PROPOSED ARTICLES AMENDMENTS

The Proposed Articles Amendments are conditional upon the approval of the shareholders of AEM at the forthcoming AGM.

DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST

None of the Directors and/or major shareholders and/or persons connected to them have any interest, direct or indirect, in the Proposed Articles Amendments.

DIRECTORS’ RECOMMENDATION

The Board, having considered the rationale of the Proposed Articles Amendments, is of the opinion that the Proposed Articles Amendments are in the best interest of the Company. Accordingly, the Board recommends that you vote in favour of the special resolution in relation to the Proposed Articles Amendments to be tabled at the forthcoming AGM.

Page 100: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

(Incorporated in Malaysia)

* I/We_____________________________________________________________________________________________________(Full Name in Block Letters)

of__________________________________________________________________________________________________________(Address)

being a * member/members of the abovenamed Company, hereby appoint__________________________________________

____________________________________________________________________________________________________________(Full Name in Block Letters)

of__________________________________________________________________________________________________________(Address)

or failing him,_______________________________________________________________________________________________(Full Name in Block Letters)

of__________________________________________________________________________________________________________(Address)

as * my / our proxy to vote for * me / us on * my / our behalf at the Fifteenth Annual General Meeting of the Company to be held at the Meeting Room, Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia on Friday, 27 May 2016 at 11:00 a.m. and any adjournment thereof.

Ordinary Resolutions: For Against

1. To approve the payment of Directors’ fees.

2. To re-elect Mr. Yang Chueh-Kuang as Director.

3. To re-elect Encik Saffie Bin Bakar as Director.

4. To re-appoint Mr. Yang Wu-Hsiung, who retires in accordance with Section 129(2) of the Companies Act, 1965.

5. To re-appoint Messrs Morison Anuarul Azizan Chew as the Company’s Auditors

6. To authorize Directors to allot and issue shares pursuant to Section 132D of the Companies Act, 1965.

7. To retain Encik Saffie Bin Bakar as an Independent Non-Executive Director.

Special Resolution:

1. Proposed Amendments to the Company’s Articles of Association

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

No. of shares held

Signed this ___________ day of ________________ , 2016.

Notes:

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

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

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

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

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

5. For purpose of determining who shall be entitled to attend this meeting, the Company shall be requesting Bursa Malaysia Depository Sdn Bhd to make available to the Company pursuant to Article 20.3 of the Articles of Association of the Company and Paragraph 7.16(2) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, a Record of Depositors (“ROD”) as at 16 May 2016 and only a Depositor whose name appears on such ROD shall be entitled to attend, speak and vote at this meeting or appoint proxy to attend and/or speak and/or vote in his/her behalf.

PERSONAL DATA POLICY

By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the Annual General Meeting and/or any adjournment thereof, a member of the Company (i) consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents) for the purpose of the processing and administration by the Company (or its agents) of proxies and representatives appointed for the Annual General Meeting (including any adjournment thereof) and the preparation and compilation of the attendance list, minutes and other documents relating to the Annual General Meeting (including any adjournment thereof) and in order for the Company (or it agents) to comply with any applicable laws, listing rules , regulations and/or guidelines (collectively, the “Purposes”). (ii) warrants that where the member discloses the personal data of the member’s proxy(ies) and/or representative(s) to the Company (or its agents), the member has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its agents) of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and (iii) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member’s breach of warranty.

Signature of Member(s)

AE MULTI HOLDINGS BERHAD (539777-D)

PROXY FORM

Page 101: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

The Company Secretaries

AE Multi Holdings Berhad (539777-D)

51-13-A Menara BHL Bank

Jalan Sultan Ahmad Shah

10050 Penang

Postage

Please fold across the lines and close

Please fold across the lines and close

Page 102: AE MULTI HOLDINGS BERHAD - Malaysiastock.biz...AE MULTI HOLDINGS BERHAD (539777-D) Lot 87, Persiaran 11, Kawasan Perusahaan Bakar Arang, 08000 Sungai Petani, Kedah Darul Aman, Malaysia

AE MULTI HOLDINGS BERHAD (539777-D)

Lot 87, Pers iaran 11, Kawasan Perusahaan Bakar Arang,08000 Sungai Petani , Kedah Darul Aman, Malaysia

T 604-421 3715 F 604-422 5200

ANNUAL REPORT 2015

AE MULTI HOLDINGS BERHAD539777-D