Notes To The Financial Statements 30 JUNE 2005: 1. Corporate Information
Notes To The Financial Statements 30 JUNE 2005: 1. Corporate Information
Notes To The Financial Statements 30 JUNE 2005: 1. Corporate Information
1. CORPORATE INFORMATION
The principal activities of the Company are property development and investment holding. The principal activities of the subsidiaries are property development, property investment, sale of building materials, operation of golf, sports and recreation clubs, operation of bowling centre, nursery operation and investment holding. There have been no significant changes in the nature of these principal activities during the financial year under review. The Company is a public limited company, incorporated and domiciled in Malaysia, and is listed on the Main Board of Bursa Malaysia Securities Berhad. The registered office of the Company is located at Suite 1301, 13th Floor, City Plaza, Jalan Tebrau, 80300 Johor Bahru, Johor Darul Ta'zim. The principal place of business is located at Room 501, 5th Floor, Wisma Daiman, 64 Jalan Sulam, Taman Sentosa, 80150 Johor Bahru, Johor Darul Ta'zim. The number of employees in the Group and in the Company at the end of the financial year were 215 (2004 : 215) and 47 (2004 : 41) respectively. The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of the Directors on 14 October 2005.
2.
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(c) Goodwill
Goodwill represents the excess of the cost of acquisition over the Group's interest in the fair value of the identifiable assets and liabilities of a subsidiary at the date of acquisition. Goodwill is stated at cost less accumulated amortisation and impairment losses. The policy for the recognition and measurement of impairment losses is in accordance with Note 2(q). Goodwill arising on the acquisition of subsidiaries is presented separately in the balance sheet. Goodwill is amortised on a straight-line basis over its estimated useful life of five years.
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Other assets consist of computers, electrical installation and fittings, furniture and fittings, office equipment, office flooring, office partition, motor vehicles and signages, etc. Upon the disposal of an item of property, plant or equipment, the difference between the net disposal proceeds and the net carrying amount is recognised in the income statement and the unutilised portion of the revaluation surplus on that item is taken directly to retained profits.
(i) Land Held for Property Development and Property Development Costs
(i) Land held for property development Land held for property development consists of land where no development activities have been carried out or where development activities are not expected to be completed within the normal operating cycle of three years. Such land is classified within non-current assets and is stated at cost less any accumulated impairment losses. However, as permitted under the transitional provisions of MASB 32 : Property Development Activities, certain land held for property development continue to be stated at their revalued amount less impairment losses. The policy for the recognition and measurement of impairment losses is in accordance with Note 2(q). Land held for property development is reclassified as property development costs at the point when development activities have commenced and where it can be demonstrated that the development activities can be completed within the normal operating cycle of three years.
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(j) Inventories
Inventories are stated at lower of cost and net realisable value. Cost is determined using the first-in, first-out basis. The cost of raw materials comprises costs of purchase. Unsold properties are stated at the lower of cost/carrying value or net realisable value. Cost is determined on the specific identification basis and comprises cost associated with the acquisition of land, construction costs and appropriate proportions of development overheads. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and costs to be incurred in marketing, selling and distribution.
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49
50
(ii) Receivables
Receivables are carried at anticipated realisable values. Bad debts are written off when identified. An estimate is made for doubtful debts based on a review of all outstanding amounts as at the balance sheet date.
(iii) Payables
Payables are stated at cost which is the fair value of the consideration to be paid in the future for goods and services received.
4.
COST OF SALES
Cost of sales of the Group comprises attributable development expenditure, invoiced value of building materials, food and beverages, and cost incurred in relation to other revenue generating activities. Cost of sales of the Company comprises attributable development expenditure. Included in current year is RM2,431,408 (2004 : Nil) being write-back of provision for development expenditure no longer required.
5.
This is stated after charging : Auditors' remuneration : - Statutory audit - Current year - Prior year - Other services - Group statutory auditors - Other auditors Bad debts written off Directors' remuneration (Note 7) Depreciation (Note 11) Foreign exchange losses - Realised - Unrealised Impairment losses Loss on disposal of property, plant and equipment Property development costs written off (Note 12(b)) Property, plant and equipment written off Provision for diminution in value of investment Provision for doubtful debts Rental expense Staff costs (Note 6)
124,712 5,400 70,080 5,701 12,030 2,814,351 4,178,711 879,941 253,320 2,800 66,854 2,432,561 19,294 7,144,324
118,968 11,500 71,800 10,719 62,764 2,493,448 4,097,545 554,707 605,051 311,404 124,401 43,368 46,364 15,813 5,982,680
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Group 2005 RM
And crediting : Amortisation of deferred membership fees Bad debts recovered Dividend income from investments - Quoted in Malaysia - Subsidiaries Doubtful debts recovered Gain on disposal of investments Gain on disposal of property, plant and equipment Interest income Foreign exchange gains - Realised - Unrealised Provision for diminution in value of investment written back Rental income
56,500 40,381 817,379 12,023 3,034,269 571,787 1,666,891 3,453,885 894,786 320,094 15,789,989
68,500 49,655 775,306 122,822 3,889,920 399,096 2,742,351 6,484,564 129,057 14,054,087
6.
Company 2005 RM
2,071,347 459,195
2004 RM
1,812,379 55,055
Wages and salaries Other staff related expenses Total staff costs excluding directors' remuneration (Note 5)
6,199,631 944,693
7,144,324
5,982,680
2,530,542
1,867,434
53
Directors of Subsidiaries Salaries Bonus and other emoluments Fees Benefits-in-kind 773,141 244,805 41,000 7,200 1,066,146 Total Analysis excluding benefits-in-kind : Total executive directors' remuneration Total non-executive and other directors' remuneration Total directors' remuneration excluding benefits-in-kind (Note 5) 2,911,927 674,790 142,940 41,000 5,300 864,030 2,583,348 714,464 739,256
1,572,405
1,476,718
503,164
552,656
1,241,946
1,016,730
183,000
158,000
2,814,351
2,493,448
686,164
710,656
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2 1
(1,548,400) 3,341,624
177,437 4,247,224
(1,534,660) 1,465,340
132,699 1,830,699
Deferred tax (Note 22) : Relating to origination and reversal of temporary differences Under/(Over)provided in prior year
(55,931)
(2,226)
(39,920)
(13,793)
Domestic income tax is calculated at the Malaysian statutory tax rate of 28% (2004 : 28%) of the estimated assessable profit for the year. As proposed in the Malaysian Fiscal Budget 2004, which has been gazetted as the Finance Act 2003, the income tax rate on the first RM500,000 (2004 : RM500,000) of chargeable income for qualified small and medium enterprises, which certain subsidiaries are qualified as, have been further reduced to 20%. Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions.
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2005 RM Group
Profit before taxation Taxation at Malaysian statutory tax rate of 28% (2004 : 28%) Effect of different tax rate of 20% (2004 : 20%) on first RM500,000 (2004 : RM500,000) for qualified small and medium enterprises Effect of different tax rates in other countries Effect of income not subject to tax Effect of expenses not deductible for tax purposes Deferred tax assets not recognised during the year Utilisation of previously unrecognised tax losses Under/(Over)provision of deferred tax in prior year Under/(Over)provision of income tax expense in prior years Income tax expense for the year 25,419,276 7,117,397
2004 RM
25,616,647 7,172,661
Company
Profit before taxation Taxation at Malaysian statutory tax rate of 28% (2004 : 28%) Effect of income not subject to tax Effect of expenses not deductible for tax purposes Under/(Over)provision of deferred tax in prior year Under/(Over)provision of income tax expense in prior years Income tax expense for the year 8,586,812 2,404,307 (494,220) 1,049,993 (143,536) (1,534,660) 1,281,884 8,723,329 2,442,532 (1,128,013) 369,688 96,263 132,699 1,913,169
Group 2005
Net profit for the year (RM) Weighted average number of ordinary shares in issue Basic earning per share (sen) 22,268,938 224,610,367 9.91
2004
20,982,949 224,363,549 9.35
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Group 2005
Net profit for the year (RM) Weighted average number of ordinary shares in issue Adjustment for assumed exercisable employee share options Adjusted weighted average number of ordinary shares in issue and issuable 22,268,938 224,610,367 12,619,000 237,229,367 9.39
2004
20,982,949 224,363,549 809,000 (662,055) 224,510,494 9.35
2005 RM
2004 RM
11,323,519
8,076,060
5.04
3.60
At the forthcoming Annual General Meeting, a final dividend in respect of the financial year ended 30 June 2005, of 9% less 28% taxation on 223,428,000 ordinary shares, amounting to a total dividend payable of RM14,478,134 (6.48 sen net per ordinary share) will be proposed for Shareholders' approval. The financial statements for the current financial year do not reflect this proposed dividend. Such dividend, if approved by the Shareholders, will be accounted for in equity as an appropriation of retained profits in the financial year ending 30 June 2006.
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Other assets RM
Total RM
2,419,185
409,435
1,268,925
4,097,545
58
59 Golf course RM Total RM Club house RM Swimming pool RM Bowling centre RM Sports complex and equipment RM
35,583,183 56,387 23,026,616 941,052 14,619,498 10,330 11,827,953 11,827,953 14,629,828 941,052 23,026,616 35,639,570 576,789,432 405,485 (14,150,000) 563,044,917 639,570 35,000,000 426,616 22,600,000 941,052 5,770,828 8,859,000 14,629,828 941,052 23,026,616 35,639,570 1,371,953 10,456,000 11,827,953 16,193,604 546,851,313 563,044,917 917,274 311,843 436,028 146,532 93,975 18,821 112,796 582,560 1,229,117 2,614,668 874,402 3,489,070 1,675,971 329,998 2,005,969 7,958,863 2,422,578 10,381,441 1,840,910 1,090,587 1,090,587 1,840,910 646,800 646,800 101,245,567 (1,950,000) 99,295,567
Group
Cost / Valuation
2,211,000 -
At 30 June 2005
474,768,898
2,211,000
Representing :
At cost At valuation
7,043,585 467,725,313
2,211,000
474,768,898
2,211,000
Accumulated Depreciation
2,220,947 740,982
At 30 June 2005
2,961,929
Impairment Losses
97,456,270 (1,950,000)
211,000 -
At 30 June 2005
95,506,270
211,000
710,671 375,590,028
2,000,000
376,300,699
2,000,000
* Land and buildings Golf course RM Total RM Club house RM Swimming pool RM Bowling centre RM Sports complex and equipment RM
Group
609,507 388,293,406
2,000,000
388,902,913
2,000,000
2,211,000 211,000
740,868
872,204
329,998
2,419,185
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Other assets RM
3,400,302 358,223 (169,942) (92,504) 3,496,079
Total RM
389,877,110 598,853 (14,319,942) (111,592) 376,044,429
125,189 125,189 8 8
Details at 1 July 2003 : Cost Valuation Accumulated depreciation Impairment losses Depreciation charge for 2004 (Note 5) 1,659,527 637,264,000 2,545,815 72,188,200 106,588 106,430 3,346,488 2,609,307 5,112,603 637,264,000 5,261,552 72,188,200
930,668
150
356,515
1,287,333
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* Land and buildings Golf course RM Total RM Club house RM Bowling centre RM Sports complex and equipment RM
Freehold land RM
Company
Cost / Valuation
20,000,000 20,000,000 15,700,000 9,146,574 11,827,953 15,700,000 9,146,574 11,827,953 386,370,220 105,415 (14,150,000) 372,325,635
2,211,000 -
At 30 June 2005
313,440,108
2,211,000
Representing : 20,000,000 20,000,000 15,700,000 9,146,574 11,827,953 15,700,000 287,574 8,859,000 1,371,953 10,456,000 1,793,322 370,532,313 372,325,635
At cost At valuation
133,795 313,306,313
2,211,000
313,440,108
2,211,000
Accumulated Depreciation
2,401,182 1,800,512 600,670 1,675,971 329,998 2,005,969 3,476,483 930,668 4,407,151
At 30 June 2005
Impairment Losses
211,000 211,000 646,800 646,800 84,426,087 (1,950,000) 82,476,087
83,568,287 (1,950,000)
At 30 June 2005
81,618,287
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63 Golf course RM Total RM Club house RM Bowling centre RM Sports complex and equipment RM
20,000,000 20,000,000 15,700,000 6,745,392 9,175,184 15,700,000 194,831 6,550,561 411,586 8,763,598 711,832 284,730,565 285,442,397 20,000,000 20,000,000 15,700,000 7,346,062 9,505,182 15,700,000 218,391 7,127,671 480,182 9,025,000 698,573 297,769,077 298,467,650 20,000,000 15,700,000 287,574 8,859,000 1,199,842 1,371,953 10,456,000 1,345,973 433,200 1,659,527 637,264,000 2,545,815 72,188,200
Freehold land RM
Company
105,415 231,716,406
2,000,000
231,821,821
2,000,000
243,916,406
2,000,000
243,916,406
2,000,000
580,038,000 71,544,000
2,211,000 211,000
600,670
329,998
930,668
Group At 30 June 2005 : At 1 July 2004 Transfer from property development costs (Note 12(b)) Addition At 30 June 2005 Carrying amount as at 30 June 2005 consisting of : At cost At revalued amount
Total RM
35,903,057 35,903,057
At 30 June 2004 : At 1 July 2003 Addition Transfer from property, plant and equipment Transfer to property development costs (Note 12(b)) At 30 June 2004 Carrying amount as at 30 June 2004 consisting of : At cost At revalued amount 42,157,042 161,998,001 (1,125,087) 203,029,956 31,804,682 409,679 (1,435,548) 30,778,813 73,961,724 409,679 160,562,453 (1,125,087) 233,808,769
30,778,813 30,778,813
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Total RM
8,075,925 8,075,925
At 30 June 2004 : At 1 July 2003 Addition Transfer from property, plant and equipment Transfer to property development costs (Note 12(b)) At 30 June 2004 Carrying amount as at 30 June 2004 consisting of : At cost At revalued amount 110,114 161,998,001 (350,120) 161,757,995 6,497,067 39,645 (1,435,548) 5,101,164 6,607,181 39,645 160,562,453 (350,120) 166,859,159
5,101,164 5,101,164
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2004 RM
5,306,202 5,306,202 11,436,990 16,743,192
40,528,323
50,461,104
4,452,351
856,426
(124,401) (124,401)
Transfers : Freehold land from/(to) land held for property development (Note 12(a)) From/(To) property, plant and equipment - Freehold land - Development costs To inventories
(1,819)
1,125,087
350,120
(47,507,220) (47,509,039)
2,210,762 2,560,882
Provision for anticipated loss : At 1 July Provision for the year Reversal during the year At 30 June
22,541,967
20,036,099
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2004 RM
88,057,858 (656,000) 87,401,858
The investment properties of the Group stated at valuation were revalued by the Directors on 30 June 2001 based on an independent professional valuation using the open market value basis.
2004 RM
118,769,206 171,402,694 6,228,990
The amounts due from/to subsidiary companies are unsecured, interest-free and have no fixed terms of repayment.
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Name of Subsidiaries
Principal Activity
Country of Incorporation
Malaysia Malaysia Malaysia Malaysia Malaysia Malaysia
Atlantic Dynamics Sdn. Bhd. Chye Seng Development Sdn. Bhd. Lembaran Murni Sdn. Bhd. Mahseng Developments Sdn. Bhd. Daiman Properties Sdn. Bhd. Daiman Trading Sdn. Bhd.
Property development Property development Property development Property development Property investment Sale of building materials Operation of bowling centre Operation of golf and recreation club Operation of sports and recreation club Horticulture & nursery operation Investment holding Investment holding Investment holding
100%
100%
Malaysia
100%
100%
Malaysia
Daiman Johor Jaya Sports Complex Berhad Daiman Horticulture & Nursery Sdn. Bhd. Daiman Roof Tiles Sdn. Bhd. Rassna Sdn. Bhd. Daiman Investments Ltd.
100%
100%
Malaysia
100%
100%
Malaysia
100% 100%
100% 100%
* Audited by affiliate of Ernst & Young ** Audited by firm of auditors other than Ernst & Young
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2004 RM
14,216 14,216 14,216 1,313,010 1,313,010 1,327,226
The Group's normal trade credit terms range from 14 to 90 days. Other credit terms are assessed and approved on a case-by-case basis. The Group has no significant concentration of credit risk that may arise from exposures to a single debtor or to groups of debtors.
Group 2004 RM
969,613 3,733,914 4,703,527 20,894,705 5,566,104 9,073,133 40,237,469
Company 2005 RM
334,207 303,983 638,190 13,387,730 3,001,644 17,027,564
2004 RM
56,407 665,931 722,338 12,547,959 5,503,796 18,774,093
Restricted bank balances Other cash and bank balances Cash in hand and at banks Deposits with : - Licensed banks - Licensed finance companies - Foreign financial institutions Commercial papers with foreign finance institutions
The restricted bank balances represent monies held pursuant to Section 7A of the Housing Development (Control and Licensing) Act 1966 and sinking fund held by a commercial bank and therefore are restricted from use in other operations. Included in bank balances of the Group and of the Company are RM30,250 (2004 : RM27,750) and RM18,000 (2004 : RM18,000) respectively, which had been earmarked for bank guarantee facilities.
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Group 2005 %
Licensed banks Licensed finance companies Foreign financial institutions 2.65 to 3.70 3.00 1.50 to 5.30
2004 %
2.75 to 3.70 3.00 to 3.10 -
The maturity days of deposits as at the end of the financial year were ranged as follows :
2004 Days
30 to 365 30 -
9 to 457 30 to 61 14 to 31
2004 RM
409,587 5,101,380 5,510,967
The normal trade credit terms granted to the Group range from 30 to 90 days.
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Amount 2005 RM
500,000,000
2004
500,000,000
2004 RM
500,000,000
(a) Treasury Shares This amount relates to the acquisition cost of treasury shares net of the proceeds received on their subsequent sale or issuance. The Shareholders of the Company, by a special resolution passed pursuant to the Shares Buy-Back mandate obtained at the Extraordinary General Meeting held on 3 December 2004, approved the Company to purchase its own shares. The Directors of the Company are committed to enhancing the value of the Company for its Shareholders and believe that the repurchase plan can be applied in the best interests of the Company and its Shareholders. During the financial year, the Company repurchased 1,297,000 of its issued and fully paid ordinary shares from the open market at an average price of RM1.32 per share. The total consideration paid for the repurchase including transaction costs was RM1,705,803. The repurchase transactions were financed by internally generated funds. The shares repurchased are being held as treasury shares in accordance with Section 67A of the Companies Act, 1965. Of the total 224,725,000 (2004 : 224,504,000) issued and fully paid ordinary shares as at 30 June 2005, 1,297,000 (2004 : Nil) are held as treasury shares by the Company. As at 30 June 2005, the number of outstanding ordinary shares in issue and fully paid less treasury shares held is 223,428,000 (2004 : 224,504,000) ordinary shares of RM1 each. (b) Employee Share Option Scheme The new Daiman Development Berhad Share Option Scheme 2005 ("Daiman Share Option Scheme 2005") is governed by the Bye-Laws approved by the Shareholders at an Extraordinary General Meeting held on 3 December 2004. The Daiman Share Option Scheme 2005 was implemented on 16 February 2005 and is to be in force for a period of five years from the date of implementation. The salient features of the Daiman Share Option Scheme 2005 are as follows : (i) The Option Committee appointed by the Board of Directors to administer the Daiman Share Option Scheme 2005, may from time to time grant options to eligible persons of the Group to subscribe for new ordinary shares of RM1 each in the Company. (ii) Employees including Executive Directors of any company in the Group who have been confirmed in their employment and who fall within any one of the categories set out in the Bye-Laws of the Daiman Share Option Scheme 2005 are eligible to participate in the scheme. The eligibility for participation in the Daiman Share Option Scheme 2005 shall be at the discretion of the Option Committee appointed by the Board of Directors.
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(vi) An option granted under Daiman Share Option Scheme 2005 shall be capable of being exercised by the grantee by notice in writing to the Company before the expiry of five years from the date of implementation. (vii) All new ordinary shares issued upon exercise of the options granted under the Daiman Share Option Scheme 2005 will rank pari passu in all respects with the existing ordinary shares of the Company except that the new ordinary shares will not be entitled to any dividends, rights, allotments and/or other distributions which entitlement date precedes the allotment date of the said shares. Entitlement date means date as at the close of business on which shareholders must be registered in order to participate in any dividends, rights, allotments and/or other distributions. (viii) The number of shares under option or the option price or both may be adjusted following any variation in the capital structure of the Company by way of capitalization of profits or reserves, right issues, bonus issues, consolidation or subdivision of shares or capital reduction. The exercisable of options outstanding as at end of the financial year are as follows:
Year 1 (%)
Yearly basis Cumulative basis 20 20
Year 5 (%)
20 100
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Grant Date
21-3-2005
Expiry Date
16-2-2010
Exercise Price RM
1.31
1 July 2004 RM
-
Granted RM
13,734,00
Recalled/ Withdraw RM
(1,115,000)
30 June 2005 RM
12,619,000
2005 RM
At 1 July At 30 June 9,014,000 12,619,000
2004 RM
9,014,000
Details of options exercised during the financial year and their fair value, at exercise date, of ordinary shares issued are as follows :
30 June 2005 6 July 2004 6 July 2004 6 September 2004 8 November 2004 8 November 204 6 January 2004 Less : Par value of ordinary shares Share premium 30 June 2004 8 July 2003 8 September 2003 5 November 2003 5 November 2003 13 November 2003 8 March 2004 8 March 2004 14 May 2004 14 May 2004 Less : Par value of ordinary shares Share premium
Considerations Received RM
12,000 38,280 24,360 45,600 77,720 60,320 258,280 (221,000) 37,280
17,000 40,000 4,000 10,000 1,000 72,000 38,000 21,000 38,000 241,000
19,720 48,000 4,800 11,600 1,200 86,400 44,080 25,200 44,080 285,080 (241,000) 44,080
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The movements in the reserves are shown in the Statements of Changes in Equity. The nature and purpose of each category of reserve are as follows : (a) Share Premium This represents premium arising from the issuance of shares. (b) Treasury Shares This represents acquisition cost of the Company's own ordinary shares net of the proceeds received on subsequent sale or issuance. (c) Revaluation Reserve This non-distributable reserve includes the cumulative net change, net of deferred tax effects, arising from the revaluation of leasehold/freehold land and buildings and investment properties above their cost. (d) Foreign Exchange Reserve The foreign exchange reserve comprises of all foreign exchange differences arising from the translation of the financial statements of foreign subsidiaries. As at 30 June 2005, the Company has tax exempt profits available for distribution of approximately RM1,909,979 (2004 : RM1,909,979), subject to the agreement of the Inland Revenue Board. The Company has sufficient tax credit under Section 108 of the Income Tax Act 1967 and the balance in the tax exempt income account to frank the payment of dividends out of its entire retained profits as at 30 June 2005.
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2004 RM
27,422,249 82,470 29,265,281 56,770,000
The components and movements of deferred tax liabilities and assets during the financial year prior to offsetting are as follows :
Others RM
1,441,450 108,770 (7,341) 1,542,879
Total RM
65,858,186 (101,541) (569,885) 65,186,760
Deferred tax assets of the Group : Accelerated capital allowances and unutilised tax losses RM
At 1 July 2004 Recognised in the income statement At 30 June 2005 (921,371) (89,745) (1,011,116)
Total RM
(921,371) (89,745) (1,011,116)
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Total RM
56,982,260 (145,946) (562,544) 56,273,770
Total RM
(212,260) (37,510) (249,770)
Deferred tax assets have not been recognised in respect of the following items :
Group 2005 RM
Unused tax losses Unabsorbed capital allowances 23,604,268 3,959,653 27,563,921
2004 RM
22,066,370 3,959,653 26,026,023
The unused tax losses are available indefinitely for offset against future taxable profits of the subsidiaries in which these items arose. Deferred tax assets have not been recognised in respect of these items as they may not be used to offset taxable profits of other subsidiaries in the Group and they have arisen in subsidiaries that have a recent history of losses.
77
Reclassification RM
As Restated RM
2004 RM
The Directors are of the opinion that all the transactions above have been entered into in the normal course of business and have been established on terms and conditions that are not materially different from those obtainable in transactions with unrelated parties.
2004 RM
446,373
1,476,123
2004 RM
39,159
134,159
78
28. FINANCIAL INSTRUMENTS (a) Financial Risk Management Objective and Policies
The Group's financial risk management policy seeks to ensure that adequate financial resources are available for the development of the Group's businesses whilst managing its interest rate, foreign exchange, liquidity and credit risks. The Group operates within clearly defined guidelines that are approved by the Board and the Group's policy is not to engage in speculative transactions.
(c)
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(ii) Property investment - management and operation of buildings; (iii) Trading - sale of building materials; and (iv) Leisure and recreation - operation of sports, golf and recreation clubs, and bowling centre. Other business segments include nursery operation and investment holding, none of which are of a sufficient size to be reported separately. The Directors are of the opinion that all inter-segment transactions have been entered in the normal course of business and have been established on terms and conditions that are not materially different from those obtainable in transactions with unrelated parties.
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30 June 2005
Property Development RM
Revenue
47,443,675 -
Total revenue
47,443,675
Results
22,879,738
Assets
Segment assets
870,869,877
Liabilities
Segment liabilities
107,331,333
Other Information
388,254 800,832 8,742 208,421 118,828 1,269,590 192,778 258,585 1,724,543 4,178,711
1,015,941 1,641,283
30 June 2004
Property Investment RM
Revenue
12,224,488 644,105 12,868,593 24,799,576 7,341,965 2,775,854 (2,367,476) 89,727,971 24,550,111 249,465 7,298,565 43,400 1,345,348 1,430,506 (2,367,476) 89,727,971 -
44,309,459 -
Total revenue
44,309,459
Results
5,509,024 1,812,316 (320,384) 10,024,542 (12,237,049) 25,616,647 (4,633,698) 20,982,949
20,828,198
Assets
123,330,455 11,578,865 31,009,073 51,894,542 1,086,311,668 1,086,311,668
Segment assets
868,498,733
Liabilities
3,742,659 377,349 5,660,745 99,748 119,855,433 119,855,433
Segment liabilities
109,974,932
Other Information
199,632 814,874 470,880 393,053 173,598 5,000 437,649 1,406,133 817,293 255,495 225,570 2,552,109 4,097,545 111,583,637
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(b)
Geographical Segments
Total Revenue from External Customers 2005 2004 RM RM 2004 RM Capital Expenditure 2005 2004 RM RM
77,958,837 10,475,834 1,293,300 89,727,971
Consolidated
85,732,079
PARTICULARS OF PROPERTIES
Location Properties held by Daiman Development Berhad PTD 49041 - 49688 * PTD 55480 - 56456 * PTD 154796 Taman Johor Jaya, Mukim of Plentong District of Johor Bahru, Johor Darul Ta'zim PTD 52709, 52710, 52712 PTD 52756, 52757, 55857, 62700 PTD 115603, 115608, 115703 PTD 115722, 115723 Taman Johor Jaya, Mukim of Plentong District of Johor Bahru, Johor Darul Ta'zim Geran 91358/M4/1/105, 91358/M4/1/106 Geran 91358/M7/1/221, 91358/M7/1/122 Geran 91358/M5/1/155, 91358/M61/188 Taman Johor Jaya, Mukim of Plentong District of Johor Bahru, Johor Darul Ta'zim PTD 115654 Taman Johor Jaya, Mukim of Plentong Districts of Johor Bahru, Johor Darul Ta'zim PTD 115610 - 115718 * PTD 154826 Taman Johor Jaya, Mukim of Plentong Districts of Johor Bahru, Johor Darul Ta'zim PTD 154825, 15609 Taman Johor Jaya, Mukim of Plentong Districts of Johor Bahru, Johor Darul Ta'zim Daiman 18 PTD 154827 PTD 115721 Taman Johor Jaya, Mukim of Plentong District of Johor Bahru, Johor Darul Ta'zim Daiman Johor Jaya Sports Complex PTD 61815 No. 1, Jalan Dedap 3, Taman Johor Jaya 81100 Johor Bahru, Johor Darul Ta'zim Daiman Bowl PTD 61816 No. 2, Jalan Dedap 3, Taman Johor Jaya 81100 Johor Bahru, Johor Darul Ta'zim PTD 29414, 29415 PTD 71404 - 71417 Taman Senai Utama, Mukim of Senai-Kulai Districts of Johor Bahru, Johor Darul Ta'zim PTD 27878 - 29529 * PTD 61526, 61527 PTD 67713 - 67717 PTD 69118 , 69120 Taman Senai Utama, Mukim of Senai-Kulai Districts of Johor Bahru, Johor Darul Ta'zim Lot 325 G37861 Mukim of Segemat, District of Segamat Johor Darul Ta'zim
Description
Age (Year)
Tenure
Size (Acre-Nett)
Freehold
4.31
211,499
Freehold
27.75
24,848,620
4 units of low cost shops, 1 unit of multipurpose hall and 1 unit of kindergarden
6 1/2
Freehold
0.12
137,632
6 1/2
Freehold
0.21
703,266
Freehold
17.23
7,676,756
Freehold
9.97
3,310,990
Freehold
103.75
35,700,000
14
Freehold
9.21
65,175,185
Freehold
2.52
23,045,392
Freehold
1.47
527,194
Freehold
7.71
9,221,495
Freehold
1.25
666,000
84
PARTICULARS OF PROPERTIES
Location
Description
Age (Year) -
Tenure
PTD 23301 - 23721* Mukim of Kota Tinggi District of Kota Tinggi, Johor Darul Ta'zim PTD 31047 - 31063 Mukim of Kota Tinggi District of Kota Tinggi, Johor Darul Ta'zim PTD 56094 - 56119 * Mukim of Tebrau, District of Johor Bahru Johor Darul Ta'zim PTD 56102, 56104, 99401, PTD 56110, 56113, 56115 Mukim of Tebrau, District of Johor Bahru Johor Darul Ta'zim Lot 55 & Lot 56 Mukim of Senai-Kulai District of Johor Bahru, Johor Darul Ta'zim
Freehold
Land approved for mixed residential, commercial and industrial development 20 units of residential bungalow lots in Starhill Golf Resort
Freehold
2,828.49
126,527,820
Freehold
6.89
6,468,065
Freehold
2.18
5,969,622
Agricutural land
0.92
2,000,000
Properties held by Mahseng Developments Sdn. Bhd. PTD 16145, 18756, 18758 Taman Sri Skudai, Mukim of Pulai District of Johor Bahru, Johor Darul Ta'zim PTD 2384 Taman Banang, Mukim of Simpang Kanan District of Batu Pahat, Johor Darul Ta'zim 3 lots of vacant commercial land Freehold 4.00 42,354
Freehold
0.05
2,882
Properties held by Daiman Properties Sdn. Bhd. Lot 11159 No. 64, Jalan Sulam, Taman Sentosa 80150 Johor Bahru, Johor Darul Ta'zim Lot 4164 No. 11, Jalan Jim Quee, Bukit Chagar 80300 Johor Bahru, Johor Darul Ta'zim Lot 805 Mukim of Serkat, District of Pontian Johor Darul Ta'zim Freehold land with 7-storey office building known as Wisma Daiman 20 1/2 Freehold 0.65 30,000,000
Freehold land with 3-storey apartment block known as Daiman Apartment Farm land with facilities for prawn farm operation and farm building
20 1/2
Freehold
1.30
5,587,000
25
Freehold
256.27
6,400,000
Properties held by Chye Seng Developments Sdn. Bhd. P.T. 2308 - 2928 * P.T. 2304, 2305, 2306, 3050, 3099 Taman Paloh, Mukim of Paloh District of Kluang, Johor Darul Ta'zim P.T. 2929 - 2973 P.T. 3098 Taman Paloh, Mukim of Paloh District of Kluang, Johor Darul Ta'zim P.T. 2976 - 3037 * Taman Paloh, Mukim of Paloh District of Kluang, Johor Darul Ta'zim 566 lots of vacant residential land for development Freehold 36.08 4,309,548
Freehold
2.56
658,286
16 1/2
Freehold
0.83
1,918,936
85
PARTICULARS OF PROPERTIES
Location
Description
Age (Year) -
Tenure
PTD 6902 - 6903 Taman Sri Lalang, Mukim of Kota Tinggi District of Kota Tinggi, Johor Darul Ta'zim PTD 30571 Taman Sri Lalang, Mukim of Kota Tinggi District of Kota Tinggi, Johor Darul Ta'zim
Freehold
Freehold
3.63
3,940,674
Properties held by Daiman Golf Berhad No. 18, Jalan Pesona, Taman Johor Jaya 81100 Johor Bahru, Johor Darul Ta'zim Development cost for 18-hole golf course and clubhouse building with swimming pool 6 Freehold 103.75 18,223,012
Properties held by Daiman Investments (Australia) Pty. Ltd. Title Reference 18131141 2, Corporate Court, Bundall, Gold Coast Queensland 4217, Australia Title Reference 18144160 2, Corporate Court, Bundall, Gold Coast Queensland 4217, Australia Title Reference 18144163, 18144164, 18131161, 18144165, 18144162 2, Corporate Court, Bundall, Gold Coast Queensland 4217, Australia 17-storey commercial office building known as Corporate Centre One 2-storey recreation and fitness centre 14 1/2 Freehold 1.39 69,964,049 24,259,379 (AUD)
14 1/2
Freehold
0.38
Vacant commercial land with development potential for approximately 678,018 sq. ft. of commercial space
Freehold
4.86
Properties held by Lembaran Murni Sdn. Bhd. PTD 42924 - 43187 * PTD 64998 * PTD 74893, 74897 Taman Perindustrian Murni Senai Mukim of Senai-Kulai District of Johor Bahru, Johor Darul Ta'zim PTD 42962 - 43095 * Taman Perindustrian Murni Senai Mukim of Senai-Kulai District of Johor Bahru, Johor Darul Ta'zim PTD 42955 - 43164 * Taman Perindustrian Murni Senai Mukim of Senai-Kulai District of Johor Bahru, Johor Darul Ta'zim PTD 42928 - 43175 * PTD 64978 - 64994 * PTD 74896 Taman Perindustrian Murni Senai Mukim of Senai-Kulai District of Johor Bahru, Johor Darul Ta'zim PTD 64996, 64997 PTD 43135 - 43185 * Taman Perindustrian Murni Senai Mukim of Senai-Kulai 5 lots of vacant commercial land for development 1 sub-station 1 sewage treatment plant Freehold 20.84 9,038,503
6 1/2
Freehold
3.78
9,196,104
Freehold
21.64
10,663,380
Freehold
34.72
16,420,940
23 lots of land approved for low-cost and low medium-cost flats development
Freehold
19.62
9,065,614
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PARTICULARS OF PROPERTIES
Location
Description
Age (Year)
Tenure
Size (Acre-Nett)
Properties held by Atlantic Dynamics Sdn. Bhd. PTD 121063, 121065 PTD 97073, 97074 Taman Gaya, Mukim of Tebrau, District of Johor Bahru, Johor Darul Ta'zim PTD 73630 - 74162 Taman Gaya, Mukim of Tebrau District of Johor Bahru, Johor Darul Ta'zim PTD 73530 - 75196* PTD 97078 - 97095* PTD 121066 - 121079* PTD 121453, 121584, 121384 Taman Gaya, Mukim of Tebrau District of Johor Bahru, Johor Darul Ta'zim PTD 74388 - 74507 Taman Gaya, Mukim of Tebrau District of Johor Bahru, Johor Darul Ta'zim PTD 74839 - 75434* PTD 121073 - 121793 Taman Gaya, Mukim of Tebrau District of Johor Bahru, Johor Darul Ta'zim PTD 75029 - 75103 PTD 121983 - 122197* Taman Gaya, Mukim of Tebrau District of Johor Bahru, Johor Darul Ta'zim PTD 73531 - 75103* Taman Gaya, Mukim of Tebrau District of Johor Bahru, Johor Darul Ta'zim PTD 121064, PTD 75104 - 75193* PTD 75197 - 75332* PTD 75209 - 75369 4 lots of land approved for low-cost and low-mediumcost flats development Freehold 20.25 9,565,585
3 to 4
Freehold
0.48
872,662
8 lots of vacant commercial land for development, 20 sub-stations and 1 sewage treatment plant
Freehold
33.69
103,270,742
76 units of double-storey shop and 42 units of 3-storey shop under development 1,122 lots of vacant residential land for development
Freehold
5.46
2,487,894
Freehold
88.23
35,432,495
Freehold
12.89
13,724,673
Freehold
3.33
2,682,216
9 units of completed low-medium-cost flat and 227 units of completed double-storey terraced house
1/2
Freehold
10.44
46,386,321
Properties held by Daiman Trading Sdn. Bhd. PTD 22380, PTD 22383 No. 20 & 26, Jalan Perkasa 2 Taman Ungku Tun Aminah, 81300 Skudai Johor Bahru, Johor Darul Ta'zim PTD 90039 #C-3-9, Block Kasturi, Amansari Condominium Jalan Persiaran Seri Alam, 81750 Masai Johor Darul Ta'zim Lot No 9888 #06-05, Tingkat 6, Kondominium Mariamah 2 No. 15-A, Jalan Mariamah 7 80100 Johor Bahru, Johor Darul Ta'zim Johor Darul Ta'zim 2 units of double-storey shophouses 8 Freehold 0.06 625,000
1 unit of condominium
Freehold
0.02
185,000
1 unit of condominium
Freehold
0.05
480,000
Notes: 1. The PTD lots ranged specified with an asterisk (*) do not contain all the lots owned by the respective companies within that range but provided as a range reference only. The exact number of lots owned are, however, stated under the "Description Column".
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2. The freehold land and building included under property, plant and equipment and investment properties, except for land held for property development, were revalued by the Directors on 26 March 2001. The basis used were based on an independent professional valuation using the open market value.
Note : *1 By virtue of its interest in Daiman Holdings Sdn. Bhd. pursuant to Section 6A of the Companies Act, 1965 *2 By virtue of their interest in Tay Kia Hong & Sons Sdn. Bhd. pursuant to Section 6A of the Companies Act, 1965 *3 By virtue of their interest in Chye Seng Tannery Pte Ltd pursuant to Section 6A of the Companies Act, 1965 *4 By virtue of the shares held by his wife, Mdm Lim Chee Moi
1. 2. 3. 4. 5. 6.
351,000 Tay Tian Liang 548,000 Tay Thiam Song Tay Thiam Yew Dato Ahmad Johari Bin Tun Abdul Razak 1,502,000 Eddie Chan Yean Hoe Ong Seng Pheow
Note : *1 By virtue of its interest in Daiman Holdings Sdn. Bhd. pursuant to Section 6A of the Companies Act, 1965 *2 By virtue of their interest in Tay Kia Hong & Sons Sdn. Bhd. pursuant to Section 6A of the Companies Act, 1965 *3 By virtue of their interest in Chye Seng Tannery Pte Ltd pursuant to Section 6A of the Companies Act, 1965 *4 By virtue of the shares held by his wife, Mdm Lim Chee Moi *5 DSOS : The Daiman Share Option Scheme 2005
88
Name
Daiman Holdings Sdn Bhd Daiman Holdings Sdn Bhd Lido Developments Private Limited Tay Kia Hong & Sons Sdn Bhd Citicorp Nominees (Tempatan) Sdn Bhd Pledged Securities Account for Tan Eng Boon Daiman Holdings Sdn Bhd Employees Provident Fund Board Seksyen Depositori Pusat RHB Nominees (Asing) Sdn Bhd HSBC Trustee (S) Ltd for Ulendo Properties Ltd OSK Nominees (Asing) Sdn Berhad Kim Eng Securities Pte Ltd for Belafonte Assets Ltd OSK Nominees (Asing) Sdn Berhad Kim Eng Securities Pte Ltd for Sidney Heights Investments Ltd Malaysia Nominees (Tempatan) Sendirian Berhad Pledged Securities Account for Tan Kim Kee @ Tan Kee Alliancegroup Nominees (Tempatan) Sdn Bhd Pheim Asset Management Sdn Bhd for Employees Provident Fund Amsec Nominees (Asing) Sdn Bhd Kim Eng Securities Pte Ltd for Tse Shirley Shui Hang HSBC Nominees (Asing) Sdn Bhd HSBC Trustee (S) Ltd for Speedway Services Limited Malaysia Export Credit Insurance Berhad Permodalan Nasional Berhad Sun Hua Shun Wetex Industries Sdn Bhd Chye Seng Tannery (Private) Limited Teoh Guan Kok & Co. Sdn Bhd Chan Wan Moi Teoh Hooi Bin Poo Choo @ Ong Poo Choi UOBM Nominees (Asing) Sdn Bhd United Overseas Bank Nominees (Pte) Ltd for Boon & Co Pte Ltd Yeo Khee Nam Cimsec Nominees (Tempatan) Sdn Bhd CIMB for Dato' Ahmad Johari Bin Tun Abdul Razak Ang Toon Tiong Tay Thiam Song A.A. Assets Nominees (Tempatan) Sdn Bhd Pledged Securities Account for Tan Kim Kee @ Tan Kee IJM Corporation Berhad
Percentage (%)
22.6326 18.1479 4.0100 3.4972 2.5326 2.4174 2.1257 2.0120 1.1746 1.0769 0.9578 0.9562 0.7695 0.7438 0.5568 0.5454 0.5314 0.5278 0.4495 0.4423 0.4264 0.3793 0.3506 0.3214 0.3169 0.3150 0.2733 0.2481 0.2351 0.2336 69.2071
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D A IM A N D EVE L O P M E N T B E R H A D
(Incorporated in Malaysia - Co. No. 11681-T)
Form Of Proxy
I/We __________________________________________ (NRIC No: ___________________________________)
(Please use block letter)
of _______________________________________________________________________________________________
(Full address)
being a member / members of DAIMAN DEVELOPMENT BERHAD (Co. No. 11681-T) do hereby appoint _____________________________________________________________ (NRIC NO:_________________________) of _____________________________________________________________________________________________ or failing him__________________________________________ (NRIC NO:________________________________) of___________________________________________________________ as * my / our proxy to vote for * me / us on
* my / our behalf at the 33rd Annual General Meeting of the Company to be held on Tuesday, the 29 day of November, 2005 at 11.00 a.m. at Dewan Johor, 2nd Floor, Mutiara Hotel Johor Bahru, Jalan Dato Sulaiman, Taman Century, 80250 Johor Bahru, Johor Darul Ta'zim, and at any adjournment thereof. * My / our proxy is to vote as indicated below :
No. 1 2 3 4 5 6 7
RESOLUTION Re-election of Director Mr. Tay Thiam Song Re-election of Director Mr. Eddie Chan Yean Hoe Approval of Directors Fees Declaration of First & Final Dividend Re-appointment of Ernst & Young as the External Auditors Special Business: Authorisation to the Board to issue shares under section 132D of the Companies Act, 1965 Proposed Renewal of Shareholders Mandate for Proposed Share Buy Back by the Company
FOR
AGAINST
(Please indicate with a cross (X) in the spaces provided whether you wish your votes to be cast for or against the resolution. In the absence of such specific directions, your proxy will vote or abstain as he thinks fit.) Number of shares held
Note: 1. A member entitled to attend and vote at the Meeting is entitled to appoint a proxy to attend and vote in his stead. A proxy may but need not be a member of the Company. 2. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same Meeting. 3. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the proportion of his holdings to be represented by each proxy. 4. Where a member is an authorised nominee as defined under the Securities Industry (Central Depositories) Act, 1991, it may appoint at least one (1) proxy in respect of each securities account it holds with ordinary shares of the Company standing to the credit of the said securities account. 5. Where the Proxy Form is executed by a corporation, it must be either under its Common Seal or under the hand of an officer or attorney duly authorised. 6. The Proxy Form must be deposited with the Company Secretary at the Registered Office, Suite 1301, 13th Floor, City Plaza, Jalan Tebrau, 80300 Johor Bahru, Johor Darul Ta'zim not less than 48 hours before the time set for the Meeting.
90
Postage