Eupe Annual Report 2020 - Part 3

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44 EUPE CORPORATION BERHAD Registration no.

199601005416 (377762-V) ANNUAL REPORT 2020

Corporate Governance Overview Statement


Corporate Governance (“CG”) is an integral part of Eupe way of working and underpins how the Company and its subsidiaries
(“the Group”) conduct its day-to-day business, and in turn form the culture and behaviour throughout the Group.

The Board of Directors (“Board”) of the Company is pleased to present this statement, which provide an overview of the CG
practices of the Group during the financial year ended 29 February 2020 (“FY2020”) under the leadership of the Board.

This statement is prepared with the guidance from the key CG principles as set out in the Malaysian Code on Corporate
Governance 2017 (“MCCG 2017”) and is in compliance with Bursa Malaysia Securities Berhad (“Bursa Securities”) Main
Market Listing Requirements (“MMLR”). It should be read together with the CG Report for FY2020 which is available on Eupe’s
website (www.eupe.com.my) as well as the website of Bursa Securities. The CG Report provides the detailed application for
each best practice as set out in the MCCG 2017 during the FY2020.

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS

I. Board Responsibilities
The Board is collectively responsible for the oversight of the strategic direction of the Group by playing an active role in the
development of the Group’s strategies, taking into consideration sustainability matters such as economic, environmental
and social factors, to support the Group’s long-term value creation, monitoring implementation and performance of those
strategies.

The Board currently has seven (7) Directors comprising four (4) Independent Non-Executive Directors (“INED”), one (1)
Non-Independent Non-Executive Director (“NINED”), one (1) Executive Director and the Group Managing Director (“GMD”).
The Board is headed by Datuk Tan Hiang Joo, the Independent Non-Executive Chairman.

There is a clear distinction and separation of roles and responsibilities between the Chairman of the Board and the GMD
to ensure a balance of power and authority for the running of the Board and the Company’s business, respectively. The
Chairman of the Board leads the Board in its collective oversight of management by focusing on strategy, governance
and compliance whereas the GMD manages the day-to-day operations of the Group and implementation of the Board’s
policies and decisions. He is supported by Chief Financial Officer (“CFO”) and Senior Management that comprises Head
of Department (“HOD”) of various functions as well as Head of Business Unit (“HBU”).

The Board meets at least five (5) times per annum, together with the GMD, CFO and when required, HOD and HBU, to review,
deliberate and guide the management on the implementation of the Group’s strategic plans. The Board also constantly
reviews the Group’s businesses and the performance of management through Key Performance Indicators, Interim
Progress Report, Project Progress Update Report and Quarterly Financial Reports and Audited Financial Statements,
5-Years Business Plan and its business strategies to ensure that the Group’s businesses are being properly managed and
necessary resources were in place for the Group to meet its goals and targets.

The Board is fully committed to achieving the highest standards of CG, professionalism and integrity not only to comply
with regulatory compliance but also to create and deliver long term sustainable value to its shareholders and other
stakeholders. The Board sets the tone in driving ethical culture and values within the Group.

The Board has established a Board Charter which defines the roles, responsibilities and authority of the Board, Board
Committees and individual Directors, including those issues and decisions reserved for the Board. It also serves as the
primary reference for prospective and existing Board members of their fiduciary duties as Director of the Company. The
matters which require the Board’s approval, amongst others, are as follows:-

i. Corporate and strategic planning;


ii. Capital expenditure and investment transactions;
iii. Regulatory compliance and internal controls; and
iv. Major action items or emerging issues that could affect the business of the Group.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 45

Corporate Governance Overview Statement (cont’d)


To ensure the effective discharge of its functions and duties, the Board had established a Risk Management and Audit
Committee (“RMAC”), a Nomination Committee (“NC”) and a Remuneration Committee (“RC”) and delegated specific
responsibilities according to their Terms of Reference (“TOR”). The ultimate responsibility for the final decision on all
matters lies with the Board.

The Board is supported by three (3) professionally qualified Company Secretaries. The Company Secretaries act as CG
counsels and ensure timely and appropriate information flow within the Board and Board Committees, and between the
Non-Executive Directors and Senior Management. They play an advisory role to the Board, particularly with regard to the
Company’s Constitution, Board policies and procedures, CG matters and its compliance with relevant laws, rules and
regulations. All Directors have unrestricted access to the advices and services of the Company Secretaries.

Code of Conduct and Ethics


The Board has established a Code of Conduct and Ethics which articulated acceptable practices and guide on behaviour
of Directors, management and employees, integrating the policies into Group-wide management practices. This Code is
based on the principles of sincerity, integrity, responsibility and corporate social responsibility. The Code is periodically
reviewed by the Board as and when the need arises.

In line with the implementation of new corporate liability provision under Section 17A of the Malaysian Anti-Corruption
Commission Act 2009 effective 1 June 2020, the Board had on 14 May 2020 reviewed, approved and adopted the Anti
Bribery & Anti-Corruption Policy which sets out rules and guidance to Directors, Senior Management, employees and
business associate who work for and/or act for or on behalf of the Group on how to deal with improper solicitation,
requests for bribes and other corrupt activities and issues that may arise in the course of business.

Whistleblowing Policy and Procedures


Integrity Policy (Whistleblowing Policy) with accompanying formal whistleblowing channels was established to provide
an avenue for employees of the Group and members of the public to disclose any improper conduct in a confidential
manner. The Chairman of the Board and/or the Chairman of the RMAC is committed to investigate and address all cases
of reported misconduct and recommend action to be taken by the Board (if any). The policy underscores the Group’s
commitment to developing a culture of openness and honesty, where a person who is aware of a potential malpractice or
misconduct is encouraged to report such matters in good faith, without fear of reprisal.

II. Board Composition


Dato’ Paduka Haji Ismail bin Haji Shafie had on 16 January 2020 resigned as the Company’s Senior INED. Notwithstanding
that, the current Board composition is still compliant with the requirement for one-third (1/3) Independent Directors in the
Board with the INEDs representing 57.1% (or 4/7) of the Board’s composition. The profile of each Director is disclosed on
page 12 to page 15 of this Annual Report.

The INEDs act as a caretaker for the minority shareholders’ interest and their views carry significant weight in the Board’s
decision-making process. The INEDs are considered by the Board to be independent of management and free of any
business or other relationship or circumstance that could materially interfere with the exercise of objective, unfettered or
independent judgement. The Board has formalised and in place a Directors’ Independence Policy which gives a framework
to guide and govern the INEDs and their objectivities.

A. Nomination Committee
The NC comprises wholly Non-Executive Directors, majority of whom are INEDs, as detailed below:

Chairperson : Kek Jenny (Independent Non-Executive Director)

Members :
Iskandar Abdullah @ Sim Kia Miang (Independent Non-Executive Director)
Beh Yeow Seang (Non-Independent Non-Executive Director)

The main role of the NC is to review and ensure that the composition of the Board and Board Committees comprises
individual with the right balance of skills, experience and knowledge to maintain the Board’s effectiveness in discharging
its responsibilities. The NC recommends to the Board on nomination and election of candidates for directorship on the
Board and Board Committees and on the re-appointment and re-election of existing Directors to the Board.

The NC also leads the overall assessment of the contribution, effectiveness and performance of the Board, Board
Committees and individual Director as well as the performance of Senior Management.
46 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Corporate Governance Overview Statement (cont’d)


B. Balance, Diversity and Skills
The Board strongly endorses diversity and continues to recognise that a balance of experience, competencies, expertise,
diversity, professional experience, knowledge and skills on the Board and Senior Management are the key foundation for
introducing different perspectives into the Board’s discussions and for better anticipation of the risks and opportunities in
building a long-term sustainable business. The Board ensures the continuity of effective oversight, and informed decision-
making with respect to issues affecting Eupe.

The Board has adopted a Board and Senior Management Diversity Policy to ensure the drive of the Board’s effectiveness
by creating diversity perspective among Directors and Senior Management.

The Directors believe that the Board and Senior Management presently have an appropriate balance of skills, experience,
knowledge and independence to deliver the Group’s strategy.

The Board takes into account the diversity in gender, age, race or ethnicity and nationality of the existing Board members
and Senior Management in seeking potential candidate(s). This helps to ensure an appropriate balance between the
experienced perspectives of the long-term Directors and new perspectives that bring fresh insights to the Board.

Currently, the Board has two (2) women Directors namely, Ms Kek Jenny and Ms Beh Yeow Seang, representing 28.6% of
the Board’s composition.

The existing Directors’ age distribution falling within the respective age group is as follows:

Age Group 41-49 years 50-59 years

Number of Directors 2 (28.6%) 5 (71.4%)

The breakdown of the Board by race/ethnicity and nationality is as follows:

Race/ Ethnicity Nationality

Malay Chinese Indian Others Malaysian Foreigner


Number of
Directors
2 5 - - 7 -

C. Re-election of Retiring Directors


Based on the Company’s Constitution, at least one-third of the Directors for the time being shall retire by rotation at each
Annual General Meeting (“AGM”) at least once in each 3 years but shall be eligible for re-election.

The Board had, via the NC, evaluated the performance of the Directors namely Datuk Tan Hiang Joo and Encik Alfian
bin Tan Sri Mohamed Basir who are due for retirement and recommended their re-election at the forthcoming AGM for
shareholders’ approval.

D. Tenure of Independent Directors


The Board acknowledges the recommendation of the MCCG 2017 that the tenure for an INED shall not exceed nine
(9) years. Upon completion of the tenure of nine (9) years, the INED may continue to serve on the Board subject to the
Director’s re-designation as NINED. Where the Board intends to retain the INED who has served the Company beyond nine
(9) years, it must justify and seek annual shareholders’ approval. If the Board continues to retain the INED after the twelfth
year, the Board shall seek annual shareholders’ approval through a two-tier voting process.

As of to-date, the Company has two (2) INEDs namely Datuk Tan Hiang Joo and Ms Kek Jenny, who have been with the
Board for a cumulative term of more than twelve (12) years. The NC, based on the recent assessment conducted, had
recommended to the Board the continuation of the aforesaid INEDs to continue acting as INEDs of the Company in the
fact that they have continued to demonstrate high level of integrity and are objective in their judgement and decision-
making and able to express unbiased views without any influence. The Board agreed to seek shareholders’ approval for
their continuation as INED of the Company at this forthcoming AGM.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 47

Corporate Governance Overview Statement (cont’d)


E. Criteria for Recruitment and Annual Assessment of Directors
The NC is responsible for screening and conducting an initial selection, which includes an external search, before making a
recommendation to the Board, taking into account the mix of skills, competencies, experience and other qualities required
to discharge their duties and responsibilities. The NC may obtain the services of professional recruitment firms to source
for suitably candidates for directorship or seek independent professional advice whenever necessary.

During the year, the NC had undertaken an annual assessment on the effectiveness of the Board as a whole, its Committees
and contribution of each individual Director in terms of their skills, experience and core competencies. The assessment
is conducted through questionnaires circulated to the Board members. The NC also assessed the independence of
Independent Directors. Additional questionnaires on the independence assessment were provided to all Independent
Directors.

Outcomes of the evaluations are generated based on the Directors’ feedback on the questionnaires. Upon assessment, the
NC will consider and recommend measures to improve the effectiveness of the Board and its Committees. All assessments
and evaluations carried out by the NC in the discharge of its function are properly documented.

The assessment results had been deliberated and presented to the Board during the Board meeting held on 14 May 2020.
Based on the results of the recent assessments, the Board is satisfied with the overall performance of its existing number
and composition and is of the view that, with the current mix of skills, knowledge, experience and strength, the Board as a
whole is able to discharge its duties effectively.

During the year, the NC had also conducted annual review on the term of office and performance of the RMAC and each
of its member based on a combination of self and peer assessment obtained from each RMAC members via customised
questionnaires. Based on the analysed Statistical Report, the NC concluded that the RMAC has carried out its roles and
responsibilities effectively.

F. Training and Professional Development


Pursuant to the MMLR, the Directors are mindful that they shall receive appropriate training which may be required from
time to time to keep abreast with the current developments of the industry as well as the new statutory and regulatory
requirements. The Board will identify the training needs of the Directors based on feedback provided by the NC during the
annual Board evaluation.

During the FY2020, the Directors are updated on new developments pertaining to the laws and regulations or changes
which may affect the Group and their obligations from time to time or at regular Board meetings.

In order to ensure that the Directors are continually equipped with the necessary skills and knowledge to meet the
challenges ahead, Management further strengthened the Directors’ continuing professional development plan during the
year, ranging from governance to industry trends. In addition to the activities internally organised by Eupe, the Directors
also attended other training and development programmes organised by highly competent professional that are relevant
to the Company.

The trainings and development programmes attended by the Board of Directors during FY2020 included:

1. Enterprise Risk Management (ERM) – Maximising its impact to organisation;


2. Understanding cybersecurity threats and its impact to businesses;
3. Understanding of risks and implications associated with the “Sustainability” theme for Eupe development projects;
4. National Tax Seminar 2019;
5. Suing the Revenue – Essential Tax Law Principles for Malaysian Lawyers;
6. The New Currency Going Cashless;
7. Revolutionising Business Through Blockchain;
8. Corporate Liability Act - Protection for Company; and
9. Corporate Governance: New Perspectives & Developments for Board of Directors & Secretaries.
48 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Corporate Governance Overview Statement (cont’d)


G. Board and Board Committees Attendance
The Board members are aware of the time commitment expected from them to attend to matters of the Company.

The Board meetings as well as the Board Committee meetings are scheduled in advance before the end of each financial
year so as to enable the Directors to plan ahead and co-ordinate their respective schedules. Special Board meetings may
be convened to consider urgent proposals or matters that require expeditious decision or deliberation by the Board.

During FY2020, there were six (6) Board meetings and eight (8) Board Committees meetings held, as follows:

Attendance in meeting of
Director
BOARD RMAC NC RC

Datuk Tan Hiang Joo 5/6 0/1

Dato’ Beh Huck Lee 6/6

Muhamad Faisal bin Tajudin 6/6

Alfian bin Tan Sri Mohamed Basir 6/6 5/5

Iskandar Abdullah @ Sim Kia Miang 6/6 5/5 2/2 1/1

Kek Jenny 5/6 4/5 2/2 1/1

Beh Yeow Seang 6/6 2/2

Dato’ Paduka Haji Ismail bin Haji Shafie


2/5 2/5
(Resigned w.e.f. 16 January 2020)

III. Remuneration
A. Remuneration Committee
The RC comprises exclusively of Non-Executive Directors, as follows:

Chairman : Datuk Tan Hiang Joo (Independent Non-Executive Chairman)

Members : Iskandar Abdullah @ Sim Kia Miang (Independent Non-Executive Director)


Kek Jenny (Independent Non-Executive Director)

The main function of the RC is to assist the Board in formalising remuneration framework for Directors and Senior
Management as well as reviewing and recommending remuneration of Directors and Senior Management taking into
account the demand, complexities of the business, performance of the Company as well as skills, responsibilities and
experience required.

B. Directors’ and Senior Management’s Remuneration Policy


The Board has formalised a Directors’ and Senior Management’s Remuneration Policy to support the Group’s key
strategies and create a strong performance-orientated environment as well as to attract, motivate and retain high-
performing talent.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 49

Corporate Governance Overview Statement (cont’d)


i. Directors’ Remuneration
In deciding on the appropriate level of fees for each Non-Executive Director, the Board takes into consideration the
experience, the level of responsibilities, time commitment required in attending both scheduled and special Board
meetings, deliberation time required for Board papers as well as membership of and responsibilities on Board Committees.
Any review or change to the existing remuneration package will be deliberated upon by the RC before recommending it
to the Board for approval. The Directors will abstain from the deliberation of their individual remuneration.

The details of Directors’ remuneration for the FY2020 including remuneration for services rendered to the Company and
its subsidiaries are as follows:

Remuneration received from Total

The Company Subsidiaries Companies

Salaries, bonus
Other Other
and defined
emoluments emoluments
contribution

RM‘000 RM‘000 RM‘000 RM‘000

Datuk Tan Hiang Joo 75.5 - - 75.5

Dato’ Beh Huck Lee 5.4 771.3 3.8 780.5

Muhamad Faisal bin Tajudin 4.8 468.5 3.7 477.0

Alfian bin Tan Sri Mohamed Basir 66.0 - - 66.0

Iskandar Abdullah @ Sim Kia Miang 72.6 - - 72.6

Kek Jenny 71.5 - - 71.5

Beh Yeow Seang 67.6 - - 67.6

Dato’ Paduka Haji Ismail bin Haji Shafie


54.1 - - 54.1
(Resigned w.e.f. 16 January 2020)

ii. Remuneration of Senior Management


The profiles of the Senior Management personnel are disclosed in the Company’s website under the caption “Senior
Management” and pages 16 and 17 of this Annual Report. Senior Management are those primarily responsible for
managing the business operations and corporate divisions of the Group.

The Board decided not to disclose on a named basis the top five Senior Management’s remuneration in bands of
RM50,000 in order to allay valid concerns of intrusion on staff confidentiality as well as maintaining the Company’s ability
to retain talented Senior Management in view of the competitive employment environment, in particular for the Group’s
property business.

Notwithstanding that, the Board ensures that the remuneration of the Senior Management commensurate with their
individual performances and level of responsibility as well as the demand, complexities and performance of the Company,
with due consideration to attract, retain and motivating the Senior Management.
50 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Corporate Governance Overview Statement (cont’d)


PRINCIPLE B: EFFECTIVE AUDIT AND RISK MANAGEMENT

I. Risk Management and Audit Committee


The RMAC comprises solely of INED. The members of the RMAC are:

Chairman : Iskandar Abdullah @ Sim Kia Miang (Independent Non-Executive Director)

Members : Kek Jenny (Independent Non-Executive Director)


Alfian bin Tan Sri Mohamed Basir (Independent Non-Executive Director)

The Chairman of RMAC is a Fellow of the Institute of Chartered Accountants in England and Wales whilst the rest of the
RMAC members are Members of the Malaysian Institute of Accountants.

The RMAC meets every quarter to review the integrity and reliability of the Group’s unaudited quarterly financial
statements and once a year to review the annual audited financial statements, Directors’ report and auditors’ report prior
to recommending them for the Board’s approval. The Board deliberates on these financial statements before they are
publicly released together with explanatory notes on the Group’s quarterly and year-end performance.

The RMAC, also through discussions with Senior Management, analyses the Group’s income and expenditures against
previous corresponding period and also against immediate preceding quarter, quarter-to-quarter as well as year-to-date,
and seeks explanations from Management on financial performance.

The RMAC also received assurance from the CFO and the external auditors that the financial statements are prepared
in full compliance with Malaysian Financial Reporting Standards and disclosures as per MMLR and give a true and fair
view of the financial position of the Group.

The Board has, via the RMAC, established policies and procedures to assess the suitability, objectivity and independence
of the external auditors. The RMAC conducts an annual assessment on the suitability and independence of the external
auditors which take into account factors such as independence, experience, competency, quality of services and
sufficiency of resources to ensure their role is discharged effectively without impair their independence.

II. Risk Management and Internal Control Framework


The Board is committed to nurture and maintain a sound risk management framework and systems of internal control
throughout the Group.

The Board has formalised a comprehensive Enterprise Risk Management framework and clear governance structure
that takes into account all significant aspects of internal control including risk assessment, the control environment and
control activities, information and communication, and monitoring. Key business risks have been categorised to highlight
the source of the risk, and scored to reflect both financial and reputational impact of the risk and the likelihood of its
occurrence. The ERM framework is reviewed by RMAC annually to ascertain its effectiveness.

Through the RMAC, the Board oversees the risk management matters of the Group, which include identifying, managing
and monitoring, treating and mitigating significant risks across the Group. The RMAC also assists the Board to fulfil its
responsibilities with regard to the risk governance and risk management in order to manage the overall risk exposure of
the Group.

The Company has outsourced its internal audit function to an independent professional firm which reports directly to the
RMAC. The internal audit function undertakes an independent assessment on the internal control system of the Group
and provides assurance to RMAC that no major deficiency has been noted which would pose a high risk to the overall
system of internal control. The RMAC conducts annual assessment on the performance of the Internal Auditors which
includes the knowledge on the Group’s business, adequacy of resources, professionalism and their observations findings
and recommendations for improvements.

The Directors’ Statement on Risk Management and Internal Control from pages 53 to 58 of this Annual Report features
the Group’s risk management framework and its state of internal control.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 51

Corporate Governance Overview Statement (cont’d)


III. Directors’ Responsibility Statement
The Board is to ensure that the financial statements prepared for each financial year have been made out in accordance with
the applicable approved accounting standards and give a true and fair view of the state of affairs of the Company and the
Group at the end of the financial year and of the results and cash flows of the Company and the Group for the financial year.
In preparing the financial statements for FY2020, the Board had:
• Applied the appropriate and relevant accounting policies consistently;
• Made judgements and estimates that are reasonable and prudent;
• Ensured that all applicable accounting standards have been followed; and
• Prepared financial statements on a going concern basis, having made enquiries that the Group has adequate resources
to continue in operations for the foreseeable future.

PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIPS WITH STAKEHOLDERS

I. Communication with Stakeholders


The Company maintains an open communications policy with its shareholders and stakeholders, and welcomes feedback from
them. Whenever deemed appropriate, the Board or the relevant management personnel will respond to their queries or opinions.
The Company has in place a Corporate Disclosure Policy which serves as a guide to determination and dissemination of
sensitive and material information to investors, stakeholders, local media, the investing public and other relevant persons
in line with the applicable legal and regulatory requirements.
The communication channels used in the Company’s engagement with its shareholders and stakeholders include:
• The Company’s website;
• Announcement to Bursa Securities;
• Annual Reports;
• General meetings;
• Newsletters; and
• Dialogues with investors, analysts and media (as appropriate).

II. Conduct of General Meetings


The AGM is an important platform to inform the shareholders of the Group’s direction and performance and to obtain
their feedback directly. The notice of its 23rd AGM in 2019 and the upcoming AGM in 2020 were served to shareholders
at least 28 days before the AGM, well in advance of the 21 days required under the Companies Act 2016 and MMLR. The
additional time given to the shareholders allows them to make the necessary arrangement to attend and participate in
person or through corporate representative or proxies. More importantly, it provides shareholders sufficient time to go
through the annual report and information supporting the resolutions proposed.
During the 23rd AGM held on 25 July 2019, the GMD and CFO presented the Group’s business operations and highlights of the
milestones achieved as well as activities of its key segments for FY2019, the financial performance of the Group for FY2019
and updated the shareholders on current and future prospects of the Group. All Directors, Senior Management, Company
Secretaries and External Auditors were present at the 23rd AGM to provide meaningful response to questions raised.
All the resolutions set out in the Notice of the 23rd AGM held on 25 July 2019 were put to vote by poll and were duly
passed. The outcome of the AGM was announced to Bursa Securities on the same day. A summary of the key matters
discussed at the AGM was published on the Company’s website as soon as practicable after the conclusion of the AGM.

Focus Areas and Future Priorities


The Board recognised the importance of leveraging technology to facilitate electronic voting and remote shareholders’
participation at general meeting which would encourage greater shareholders’ participation. Thus, the Board had at its 23rd
AGM held on 25 July 2019 conducted poll voting electronically.
The Board is of the view that although the Company does not have large number of shareholders as guided by Practice 12.3
of MCCG 2017, given the unprecedented conditions caused by the Covid-19 pandemic, it is imperative for the Company to
explore feasible way of conduct of general meeting remotely and voting in absentia at a reasonable cost to enable shareholders
participation while observing the directives, safety and precautionary requirements as prescribed by the Government to curb
the spread of pandemic.

This Corporate Governance Overview Statement is issued in accordance with a resolution of the Board dated 12 June 2020.
52 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Additional Compliance Information


UTILISATION OF PROCEEDS RAISED FROM CORPORATE PROPOSALS
There were no proceeds raised from corporate proposals during the financial year.

AUDIT AND NON-AUDIT FEES


The amount of audit fees and non-audit fees paid or payable to the Group and the Company’s external auditors for the
financial year ended 29 February 2020 are as follows:

GROUP COMPANY
RM’000 RM’000

Audit fees 204 40


Non-audit fees 5 5
Total 209 45

MATERIAL CONTRACTS
There were no material contracts entered into by the Company and its subsidiaries involving the interest of Directors, chief
executive and major shareholders, either still subsisting at the end of the financial year ended 29 February 2020 or entered
into since the end of previous financial year ended 28 February 2019.

RECURRENT RELATED PARTY TRANSACTIONS


At the Annual General Meeting of the Company held on 25 July 2019, the Company has renewed the shareholders’ mandate
for the Group to enter into recurrent related party transactions of revenue or trading nature (“Shareholders’ Mandate”) which is
necessary for its day-to-day operations. The Shareholders’ Mandate shall expire at the conclusion of the forthcoming Annual
General Meeting and is subject to renewal by the shareholders at the said Annual General Meeting.

The aggregate value of transactions conducted pursuant to the Shareholders’ Mandate during the financial year ended 29
February 2020 is disclosed in Note 38 of the Financial Statements.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 53

Directors’ Statement on Risk Management and Internal Control

INTRODUCTION
The Board of Directors (“Board”) of Eupe Corporation Berhad (“Company” or “Eupe”) is committed in maintaining a robust
system of risk management and internal control throughout its group of companies (“Group”). This statement outlines
key features of the Group’s risk management framework and internal control system and is prepared in accordance with
Paragraph 15.26(b) of Bursa Malaysia Securities Berhad (“Bursa Securities”) Main Market Listing Requirements (“MMLR”)
and guided by the Statement on Risk Management and Internal Control: Guidelines for Directors of Listed Issuer endorsed
by Bursa Securities.

BOARD RESPONSIBILITIES
The Board acknowledges its responsibilities in maintaining a sound and effective risk management and internal control
system to safeguard shareholders’ investment and the Group’s assets as well as to discharge its stewardship responsibility
in identifying key risks and ensuring the implementation of appropriate risk management and internal control system to
manage those risks.

The responsibility in reviewing of the adequacy and effectiveness of risk management and internal control systems and
to ensure that the system remains applicable and robust to the Group, is delegated by the Board to the Risk Management
and Audit Committee (“RMAC”). The Group’s system of risk management and internal control encompasses various types
of controls including those which are strategic, operational and compliance in nature, as well as financial controls for the
purpose of safeguarding shareholders’ investment and the Group’s assets.

In view of the limitations that are inherent in the risk management and internal control systems, the Board recognises that
such systems is designed to manage risks that may impede the achievement of the Group’s business objectives rather than to
eliminate these risks. Such system can only provide reasonable and not absolute assurance against material misstatement,
loss or fraud.

RISK MANAGEMENT FRAMEWORK


The Board regards risk management as an integral part of the Group’s business operations and has oversight over this
area through the RMAC. The risk management practice of the Group is an on-going process used for identifying, evaluating,
monitoring and managing key risk of the Group.

The Group risk management framework is guided by the principles set out in ISO31000-Risk Management and are outlined
below:

a. Structured Risk Management Process

The group has a structured risk management process for identification, assessment of identified risks, development of
relevant risk action plans and continuous monitoring of key risk associated with functions, processes and activities to
enable the Group to minimise losses and optimise opportunities.

The risk management process undertaken for the financial year under review is summarised below:

1 Risk
identification

Continous
4 Monitoring &
Embedment
2 Risk
Assessment

3 Risk Action Plan


Development
54 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Directors’ Statement on Risk Management and Internal Control (cont’d)

• The identification of key risks are based on the broad spectrum of strategic, operation, financial and compliance to
regulatory requirements.

• Risk assessment technique are also embedded and applied by the Management on day to day operations such as facilitate
decision-making for new projects / investments.

• Risk action plans for identified key risks are developed based on the selected risk treatment strategies and is mitigate to
an acceptable level. These actions are implemented to close the gaps and are continuously monitored by its risk owners.

• During the financial year, key risks are continuously monitored to ensure appropriate action plans are initiated due to the
dynamic changes of internal and external environment.

b. Risk Management Governance Structure

The Board delegates the day to day risk management decision to the Top Management and business units heads. In
fulfilling its oversight responsibility, the Board as a whole or through delegation to the RMAC, continues to review and
assess the adequacy and effectiveness of the Structured Risk Management Process implemented and practised by the
Top Management and business units heads.

The Group’s risk management governance structure is illustrated below:

Board of Directors

Risk Management and Audit Committee Internal Audit Function

Top Management

Risk Owners

Business Units Business Units Business Units


EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 55

Directors’ Statement on Risk Management and Internal Control (cont’d)

The principal roles and responsibilities of the Board, RMAC, Top Management and risk owners in the implementation and
execution of risk management practices are set out below:

Board • Determine the Group’s level of risk tolerance to support the strategic objectives of the Group;
• Ensure a risk awareness and control optimised culture is embedded throughout the Group; and
• Assume accountability over the effectiveness of the risk management and internal control
system of the Group by establishing and supervising the operation of the risk management
framework.

RMAC • Ensure that there is a structured risk management framework in place;


• Review the status of implementation of the policies approved by the Board;
• Identify, assess and review the key business risks of the Group and ensure adequate allocation
of resources and appropriate measurements are in place for managing the prioritised risks to
safeguard shareholders’ investment and the Group’s assets;
• Communicate to the Board on changes to the Key Risk Profiles and the course of action to be
taken by risk owners in mitigating these risks on a periodic basis;
• Approve changes to the risk profiles based on recommendations by Top Management; and
• Responsible to review the Group’s internal control framework to ensure implementation and
effectiveness.

Top • Provide further input on identification, assessment, mitigation, monitoring and reporting of
Management risks;
• Moderate risk scoring based on Group level risk tolerance; and
• Consider and recommend changes of risk profile to the RMAC by looking into the significance
and impact of the risk on the overall Group operations.

Risk owners • Risk identification, evaluation and management of each business unit heads and the respective
(i.e Heads of Heads of Department (“HOD”). Any significant risks identified from risk management activities
Department) are communicated to Top Management before it is escalated to the RMAC and the Board;
• Involvement in identification, assessment, mitigation, monitoring and reporting of risks that are
appropriate to the needs of the organisation;
• Implement, manage and monitor various control designed to mitigate the risks identified; and
• The Group’s internal policies, standards and procedures to ensure the effective management of
risks and these documents are available on the Group’s intranet for easy access by employees.

c. Risk Management Activities


During the financial year under review, with the assistance of an out-sourced service provider, an annual update of the
risk profiles was undertaken. Several risk assessment workshops were conducted with related risk owners to update the
Group’s risk profiles for corporate functions and business units in terms of the controls in place and the risk ratings for
each risk.
All risks identified were individually assessed and ranked, having regard to the impact of the identified risk; likelihood or
frequency of risk occurring, and effectiveness of the internal control system currently in place to manage these key risks. Risk
management activities are reported to the RMAC to keep the RMAC informed and advised of key risks and risk trends. The
updated Group’s top 5 risk profiles as well as other key risk profiles were presented to the RMAC quarterly, for their deliberation.
As part of the Group’s effort to instil a proactive risk management culture, three (3) risk awareness sessions were conducted
for the Management and staff to refresh their knowledge on risk management concept and application techniques.
56 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Directors’ Statement on Risk Management and Internal Control (cont’d)

MANAGING KEY RISKS


The Group’s key risks have been identified, monitored and deliberated by the RMAC. The following table details the key risk
and its mitigation actions:

Risk Description Mitigation

Business Continuity In view of the recent crisis on Covid-19 pandemic, The Top Management has been continuously
Challenges the Group like many organisation faces business brainstorming and strategising action plans to respond
continuity challenges that can lead to financial to the challenges affecting the business activities of
losses if not properly managed. the Group.

Untimely Challenges faced by the Group to secure quality The Group mitigates this risk by working closely with
Replenishment of landbanks. Landbanks are needed to sustain landbank agents to actively source for new lands.
Landbank and grow the business in future, an untimely
replenishment of landbanks may affect the project
planning progress, launching of new properties
and delay in the diversification of revenue source,
and eventually continuity in its consistency in
financial performances.

Succession Planning Effective succession planning is critical to ensure The Group has identified successors for key positions.
continuity of leadership and smooth running of These successors are sent for external training to
the business operations. Sudden departure of enhance their knowledge and skillsets to be better
Key Management or personnel who holds critical leaders of the Group in time to come.
position may result in leadership challenges and
loss of stakeholders’ confidence.

Innovation & The Group is exposed to a large number of Management are constantly researching and learning
Differentiation competitors. With that being said, it is crucial for about the latest construction technologies as well as
Challenge the Group to keep abreast with new innovation new ideas to enhance the sustainability features and
and technologies in the market in order to be at a innovative lifestyle facilities but yet affordable products.
competitive edge. On a periodical basis, the Management will also
brainstorm on the innovative designs and practicality of
advanced construction methods and approaches.

Land Investment Land acquisition involves huge capital layout and The Group embedded a detail feasibility study and due
Risk commitments. When a wrong decision is made, diligence as part of the land investment evaluation
it may affect the Group’s ability to achieve their process.
desired targeted profits. Hence, affecting the
overall project planning and the Group’s financial
cash flow.

Delay in Project Arises due to disruption in business operations The Group mitigates such risk, together with the
Completion during the MCO, which leads to weak monitoring appointed counsultants, by keeping track and
and management of project progress to ensure managing the main contractor’s performance closely.
timely delivery of vacant possession. Project Project assessment are carried out during the
delays will result in negative cash flow impact development stage to better plan and manage delays.
to the Group and the overall profitability of the In addition, the Group perform stringent selection
project in the form of delayed progress billing to process to appoint qualified and competent consultant
purchasers and Liquidated Ascertained Damages and contractors.
payable to purchasers.

Poor Response of Eupe is planning to launch the 3rd project in Klang The Group mitigates this risk by, having a detailed
New Projects Valley namely The Est8, which located on a 2.90 feasibility study and an extensive market research of
acre leasehold parcel at Seputeh. Positive public the land and its surroundings. The Group also conducts
response to the Group is crucial as poor response market survey to establish profiles of potential
would result in low take up rate therefore, affecting purchaser and their lifestyles as well as aggressively
the cash flow position, erosion of profit margin promotes their new projects on social medias, and
and increase in inventory holding cost. property events. In addition, the Group emphasises on
their Sustainability Plus principles by challenging the
architectural designs to add value to the homeowner’s
lifestyle. In order to help purchaser with their loans, the
Group will provide alternative payment plans to ease
their down payment burden.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 57

Directors’ Statement on Risk Management and Internal Control (cont’d)

INTERNAL AUDIT FUNCTIONS


The Group’s internal audit function assists the Board and the RMAC by providing an independent assessment of the adequacy
and effectiveness of the Group’s internal control system. Further details of the internal audit function are set out in the Risk
Management and Audit Committee Report included in this Annual Report.

OTHER KEY ELEMENTS OF THE GROUP’S CONTROL ENVIRONMENT


Apart from risk management and internal audit, the Board has put in place the following pertinent measures to strengthen
the internal control systems of the Group:

Culture and Employee Conduct

• The vision and mission set the tone from the Board to employees and shape the culture for the Group;

• The Group has in place an organisation structure with clearly defined authority and reporting lines aligned with business
and operational requirements;

• The Group has drawn up and adopted Authority Matrix which sets out the level of authorisation level of Top Management
in all key areas.

• Code of conduct and ethics are in place to set out standards of ethics and conduct expected from its employees;

• Integrity Policy (Whistle-Blowing Policy) and Procedures are in place to enable individuals to raise genuine concerns
without fear of retaliation; and

• Adopted Anti-Bribery and Anti-Corruption Policy to ensure that any employee, representative or agent or business associate
of the Group does not engage in any act of bribery and corruption.

Policies and Procedures

• Policies and procedures for key processes are documented and communicated to employees for application across the
Group. These are supplemented by operating procedures set by individual companies, as required for the type of business
of each company;

• Formalised policy and procedures on Related Party Transaction (“RPT”) and Recurrent Related Party Transactions (“RRPT”)
to ensure that all RPT and RRPT are monitored and conducted in a manner that is fair and at arms’ length basis, with the
terms not more favourable to the related parties than to the public, not to the detriment of minority shareholders and in
the best interest of the Group;

• In place policy and procedures for External Auditors to outline the Company’s policies and procedures in assessing the
suitability, objectivity and independence of External Auditors and continuous monitor their performance; and

• Continuous quality improvement initiatives to ensure accreditation such as ISO certification for selected businesses.

People

• Employee handbook outlines the employment teams and conditions, including compensation, leaves, benefits and other
matters related to their employment; and

• A half-yearly review of Key Performance Indicators is undertaken by the management to identify, and where appropriate,
address significant variances.

Communication and Reporting

• An effective reporting system which ensures the timely generation of financial information for management review has
been put in place. Financial results are reviewed and approved on a quarterly basis by the RMAC and the Board respectively,
before it is released to shareholders and stakeholders; and

• Internal corporate disclosure policies and procedures are in place to govern the disclosure of material information to
shareholders and stakeholders.
58 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Directors’ Statement on Risk Management and Internal Control (cont’d)

REVIEW OF STATEMENT BY EXTERNAL AUDITORS


As required by Paragraph 15.23 of the MMLR, the external auditors have reviewed this Statement pursuant to the scope set
out in the Audit and Assurance Practice Guide 3 (“AAPG 3”) [previously Recommended Practice Guide (“RPG”) 5 (Revised
2015)], Guidance for Auditors on Engagements to Report on the Statement on Risk Management and Internal Control included
in the Annual Report issued by the Malaysian Institute of Accountants (“MIA”) for inclusion in the annual report of the Group
for the financial year ended 29 February 2020 and reported to the Board that nothing has come to their attention which causes
them to believe that the Statement intended to be included in the annual report of the Group, in all material respects:

1. has not been prepared in accordance with the disclosures required by paragraph 41 and 42 of the Statement on Risk
Management and Internal Control: Guidelines for Directors of Listed Issuers, nor

2. is factually inaccurate.

CONCLUSION
Based on the risk management framework and internal controls maintained by the Group, as well as the assurance provided
to the Board by the Group Managing Director and Chief Financial Officer that the Company’s risk management and internal
control system is operating adequately and effectively, in all material aspects, the Board is of the view that the systems of
internal control and risk management in place for the year under review, and up to the date of approval of this Statement, are
adequate in safeguarding the shareholders’ interests and assets of the Group.

This statement is issued in accordance with a resolution of the Board dated 12 June 2020.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 59

Risk Management and Audit Committee Report

The Board of Directors is pleased to present the report of the Risk Management and Audit Committee (“RMAC”) which
provides insights into the manner in which the RMAC discharged its functions for the Group during the financial year ended
29 February 2020 (“FY2020”).

COMPOSITION OF THE RISK MANAGEMENT AND AUDIT COMMITTEE


The RMAC comprises three (3) members, all of whom are Independent Non-Executive Directors. This meets the requirements
of Paragraphs 15.09(1) (a) and (b) of the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad
(“Bursa Securities”) and Step Up 8.4 of the Malaysian Code on Corporate Governance (“MCCG”).

The composition of the RMAC as of the date of this report are as follows:

Composition of the RMAC

Iskandar Abdullah @ Sim Kia Miang


Chairman, Independent Non-Executive Director

Kek Jenny
Member, Independent Non-Executive Director

Alfian bin Tan Sri Mohamed Basir


Member, Independent Non-Executive Director

En. Iskandar Abdullah @ Sim Kia Miang is a Fellow of the Institute of Chartered Accountants in England and Wales while both
Ms. Kek Jenny and En. Alfian bin Tan Sri Mohamed Basir are Members of the Malaysian Institute of Accountants. Therefore,
the Company complies with the requirements of Paragraph 15.09(1)(c) of the MMLR and Practice 8.5 of MCCG.

MEETINGS AND ATTENDANCE


The RMAC held 5 meetings during the FY2020. The details of the attendance of each RMAC members are as follows:

RMAC Member Meeting Attendance

Iskandar Abdullah @ Sim Kia Miang (Chairman) 5/5

Kek Jenny 4/5

Alfian bin Tan Sri Mohamed Basir 5/5

Dato’ Paduka Haji Ismail bin Haji Shafie (Resigned w.e.f. 16 January 2020) 2/5

The Group Managing Director (“GMD”) and Chief Financial Officer (“CFO”) were invited to attend RMAC meetings to assist
the RMAC in its review of the unaudited quarterly financial statements, resolving and clarifying matters raised in relation to
operations and financial. The representatives of External Auditors and Internal Auditors were also invited to attend those
meetings to present their audit plans, audit findings and recommendations. The Chairman of the RMAC briefs the Board on
matters discussed at every RMAC meeting.

Minutes of each RMAC meeting were recorded and tabled for confirmation at the next following RMAC meeting and
subsequently presented to the Board for notation.
60 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Risk Management and Audit Committee Report (cont’d)

ATTENDANCE OF PROFESSIONAL DEVELOPMENT COURSES


All RMAC members are aware of the need to continuously develop and increase their knowledge in the area of accounting
and auditing standards, given the changes and developments in this area from time to time. In line with this and Practice 8.5
of MCCG, RMAC members have kept themselves abreast of relevant developments by attending various seminars, training
programme and conferences related to financial and reporting standards, practices and rules during the FY2020.

SUMMARY OF WORK OF THE RMAC


The RMAC carried out the following key activities during the FY2020:

1. Financial Reporting
a) Reviewed the unaudited quarterly financial statements for the first, second and third quarters of FY2020, which were
prepared in compliance with the Malaysian Financial Reporting Standards (“MFRS”) 134 Interim Financial Reporting
and Paragraph 9.22, including Part A of Appendix 9B of the MMLR, at RMAC meetings held on 25 July 2019, 24
October 2019 and 16 January 2020. During those meetings, the GMD and CFO were invited to present the unaudited
quarterly financial statements and provide explanations in regards to any material changes in financial performance,
as well as providing assurances to the RMAC that appropriate accounting standards and accounting policies had been
adopted and applied consistently.

Post FY2020, on 14 May 2020, the RMAC reviewed the quarterly financial statements for the fourth quarter of FY2020,
which was presented by GMD, CFO and representatives of External Auditors.

The RMAC’s recommendations were presented to the Board for approval.

b) At RMAC meeting held on 28 May 2019, reviewed the annual audited financial statements of the Group and of the
Company for FY2019, Directors’ and Auditors’ Reports, together with the External Auditors. The key considerations in
the deliberations of these financial statements included the following:

i. The annual financial statements did not contain material misstatements and gave a true and fair view of the
financial position of the Group and of the Company;

ii. The audit opinion given by the External Auditors stating that the financial statements give a true and fair view of
the financial position of the Company as at 28 February 2019 and of its financial performance and cash flows for
the financial year then ended in accordance with MFRS and the requirements of the Companies Act 2016.

iii. The accounting policies and methods of computation adopted by the Group were consistent with those adopted
in the previous audited financial statements except for the adoption of new or amended accounting standards
that were effective for FY2019.

The RMAC’s recommendations were presented to the Board for approval.


EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 61

Risk Management and Audit Committee Report (cont’d)

2. External Audit
a) At RMAC meeting held on 28 May 2019, reviewed the External Auditors’ reports in relation to Key Audit Matters with
regards to the relevant disclosures in the annual audited financial statements for FY2019. The External Auditors also
shared with the RMAC their observations and areas for improvement.
b) Reviewed the Annual Audit Planning Memorandum for FY2020 proposed by the External Auditors on 16 January 2020.
The annual audit plan outlined the scope of works, key audit areas, audit issues carried forward from FY2019 (if any),
engagement team, audit timeline and the potential Key Audit Matters.
c) Reviewed the proposed fees for audit and non-audit services to be provided by the External Auditors for FY2020 and
recommended to the Board of Directors for approval.
d) Conducted two (2) private meetings with the External Auditors on 25 April 2019 and 16 January 2020 in the absence of
the Executive Directors and the Management. The RMAC enquired about Management’s co-operation with the External
Auditors, their sharing of information and the proficiency and adequacy of resources in financial reporting functions,
particularly in relation to the compliance with applicable MFRSs. During the private session with the External Auditors,
it was noted that no critical issues were raised by the External Auditors and they conveyed that they had been receiving
full cooperation from the Management throughout the audit.
e) Evaluated and reviewed the performance and independence of the External Auditors.
Based on the annual assessment using questionnaires and feedback received from the Management, the RMAC was
satisfied with the suitability and independence of the External Auditors in terms of the professional staff assigned to
the audit, the quality of services and sufficiency of resources they provided to the Group, requisite skill and expertise,
turnaround time and the appropriateness of the level of fees.
In addition, the RMAC obtained a written assurance from the External Auditors confirming that they are, and have been,
independent throughout the conduct of the audit engagement in accordance with the terms of all relevant professional
and regulatory requirements.

3. Internal Audit
a) Evaluated the appropriateness of the short-listed internal audit service providers and recommended to the Board for
the appointment of Axcelasia Columbus Sdn. Bhd. as the new out-sourced internal auditors.
b) Reviewed and approved the risk based annual internal audit plan for FY2020 - FY2021 proposed by the Internal
Auditors on 25 July 2019 and to ensure adequacy of the scope and comprehensive coverage over the activities of the
Group.
c) Reviewed internal audit reports prepared by the Internal Auditors at RMAC meetings held on 25 April 2019, 24 October
2019 and 16 January 2020, deliberation of major findings and Management’s responses together with Internal
Auditors’ recommendations.
d) Reviewed the performance of the Internal Auditors pursuant to the Terms Of Reference of RMAC. The areas being
assessed are as follows:
• knowledge on the Group’s business;
• adequacy of resources;
• professionalism; and
• their observations, findings and recommendations for improvements.

4. Enterprise Risk Management (“ERM”)


a) Evaluated the appropriateness of the short-listed of the ERM service providers and approved the appointment of
Axcelasia Columbus Sdn. Bhd. as the new out-sourced ERM consultant.
b) On 25 July 2019, the RMAC reviewed the updated risk profile of the Group and the adequacy and integrity of the
internal control systems to manage particularly those key risks are within the Group’s acceptable risk tolerance range.
c) The Group’s top 5 risks profile as well as other key risks profile were updated on a quarterly basis and presented to
the RMAC for review and deliberation at RMAC meetings held on 24 October 2019 and 16 January 2020.
The costs incurred for the ERM for FY2020 was RM38,000 (FY2019: RM5,000).
For further details on ERM Functions, please refer to Directors’ Statement on Risk Management and Internal Control
on page 53 of the Annual Report 2020.
62 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Risk Management and Audit Committee Report (cont’d)

5. Related Party Transactions (“RPTs”) & Recurrent Related Party Transactions (“RRPTs”)
a) Reviewed RPTs and RRPTs entered into / to be entered into by the Group and conflicts of interest situations on a
quarterly basis, if any, to ensure that the transactions are at arm’s length basis and on normal commercial terms which
is not favourable to the related party than those generally available to the public and are not to the detriment of the
Group’s minority shareholders.
b) Reviewed the processes and procedures on related party transactions to ensure that related parties are appropriately
identified and that they have declared and reported appropriately.
c) Reviewed the circular to shareholders in relation to the proposed renewal of shareholders’ mandate for RRPTs of a
revenue or trading nature which is necessary for the Group’s day-to-day operations and are in the ordinary course
of business on terms that are not more favourable to the related parties than those generally available to the public
(“Mandate for RRPTs”) and recommended to the Board for approval of release. At the 23rd AGM held on 25 July 2019,
the shareholders had approved the resolution pertaining to the Mandate for RRPTs where the approval shall lapse at
the conclusion of the next AGM of the Company.

6. Others
The RMAC has also reviewed this Report and the Statement on Risk Management and Internal Control prior to the
recommendation to the Board for inclusion into the Annual Report 2019.

INTERNAL AUDIT FUNCTION


The Group’s internal audit function, which reports directly to the RMAC, is outsourced to Axcelasia Columbus Sdn. Bhd., an
independent professional services provider whose principal responsibility is to undertake systematic reviews of internal
controls and risk management framework every quarter, to provide reasonable assurance that the system and framework
continue to operate effectively and efficiently.
The engagement Executive Director is Mr Mah Siew Hoong who has diverse professional experience in internal audits, risk
management and corporate governance advisory. He is a Chartered Member of the Institute of Internal Auditors Malaysia, a
member of the Malaysian Institute of Accountants and a Fellow Member of the Association of Chartered Certified Accountants,
United Kingdom. Mr Mah is a Certified Internal Auditors (USA) and has a Certification in Risk Management Assurance (USA).
The number of staff deployed for the internal audit reviews was 3 to 4 staff per cycle including the engagement Executive
Director. The staff involved in the internal audit reviews possess professional qualification and/or a university degree. Most
of them are members of the Institute of Internal Auditors Malaysia. The internal audit staff on the engagement are free from
any relationships or conflicts of interest, which could impair their objectivity and independence.
During the FY2020, the Internal Auditors performed audit reviews in accordance with the approved annual audit plan covering
the following divisions and auditable processes:

Business Division Auditable Processes

Property Development • Project management (Central Region)


• Project development & planning (Central Region & Northern Region)
• Sales and marketing (Central Region)

Corporate Functions • Joint venture and investments

The internal audit reports were issued to the RMAC and presented to the RMAC at their scheduled quarterly meetings. The
audit report containing audit findings and recommendations together with Management’s responses to address the control
weaknesses identified during the course of internal audit and enhance the adequacy and effectiveness of the Group’s systems
of internal controls. The Internal Auditors subsequently conducted follow-up audits to ensure that agreed corrective action
plans were implemented appropriately. The internal audit was conducted using a risk-based approach and was guided by the
International Professional Practice Framework (“IPPF”).
The costs incurred for the Internal Audit Function for FY2020 was RM68,500 (FY2019: RM100,000).
This report is issued in accordance with a resolution of the Board dated 12 June 2020.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 63

Directors’ Report
The directors have pleasure in presenting their report and the audited financial statements of the Group and of the Company
for the financial year ended 29 February 2020.

PRINCIPAL ACTIVITIES
The principal activity of the Company is that of investment holding.

The principal activities of the subsidiary companies are described in Note 8 to the financial statements.

RESULTS
GROUP COMPANY
RM’000 RM’000
Profit for the year attributable to:
Equity holders of the Company 33,861 339
Non-controlling interests 19,426 -
53,287 339

In the opinion of the directors, the financial results of the Group and of the Company during the financial year have not been
substantially affected by any item, transaction or event of a material and unusual nature.

DIVIDEND
RM’000
In respect of the financial year ended 29 February 2020:
Interim single-tier dividend of 1.50 sen per ordinary share, declared on 16 January 2020
and paid on 3 March 2020 1,920

The directors do not recommend any final dividend in respect of the financial year ended 29 February 2020.

RESERVES AND PROVISIONS


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

ISSUE OF SHARES AND DEBENTURES


The Company did not issue any new shares or debentures during the financial year.

OPTIONS GRANTED OVER UNISSUED SHARES


No options were granted to any person to take up unissued shares of the Company during the financial year.
64 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Directors’ Report (cont’d)


DIRECTORS
The directors who held office during the financial year until the date of this report are:-

THE COMPANY SUBSIDIARY COMPANIES


Datuk Tan Hiang Joo (Chairman) Y.A.M Dato’ Seri Sharifah Fariza binti DYMM Syed Sirajuddin
Dato’ Beh Huck Lee (Group Managing Director) Y. Bhg. Dato’ Hj Abd Rahim bin Man
Datuk Seri Chiau Beng Teik, PJN
Muhamad Faisal bin Tajudin
Dato’ Beh Huck Lee
Alfian bin Tan Sri Mohamed Basir Datin Paduka Teoh Choon Boay
Iskandar Abdullah @ Sim Kia Miang Tuan Hj Mohd Subri bin Ahmad @ Md Ludin
Kek Jenny Chiau Haw Choon
Lee Kam Choon
Beh Yeow Seang
Muhamad Faisal bin Tajudin
Dato’ Paduka Haji Ismail bin Haji Shafie (Resigned Noordihan bin Hashim
on 16 January 2020) Tan Soon Huat
Teoh Ling Fong
Yeong Chee Fun
Mark Triffitt (Appointed on 7 March 2019)
Beh Yeow Seang (Appointed on 2 January 2020)

During and at the end of the financial year, the Company was not a party to any arrangement whose object is to enable the
directors to acquire benefits through the acquisition of shares in or debentures of the Company or any other body corporate.

The directors holding office at the end of the financial year and their beneficial interest in the ordinary shares of the Company
and of its related corporations during the financial year ended 29 February 2020 as recorded in the Register of Directors’
Shareholdings kept by the Company under Section 59 of the Companies Act 2016 were as follows:

Number of shares
At At
1.3.2019 Acquired Disposed 29.2.2020
’000 ’000 ’000 ’000
THE COMPANY

Direct interests
Datuk Tan Hiang Joo 10 - - 10
Dato’ Beh Huck Lee 3,500 - - 3,500

Indirect interests
Dato’ Beh Huck Lee 53,315 - - 53,315
Iskandar Abdullah @ Sim Kia Miang 103 - - 103

By virtue of their interest in the shares of the Company, the directors are also deemed to be interested in the shares of all the
subsidiaries to the extent the Company has an interest.

Other than disclosed above, none of the other directors holding office at the end of the financial year held any interest in the
ordinary shares of the Company and of its related corporations.

Since the end of the previous financial year, no director has received or become entitled to receive any significant benefit
(other than a benefit included in the aggregate amount of remuneration received or due and receivable by the directors shown
in the notes to the financial statements) by reason of a contract made by the Company or a related corporation with a director
or with a firm of which a director is a member, or with a company in which a director has substantial financial interest except
for any benefits which may deemed to have arisen by virtue of the significant related party transactions as disclosed in Note
38 to the financial statements.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 65

Directors’ Report (cont’d)


DIRECTORS’ REMUNERATION
The directors’ remuneration is disclosed in the Note 33 to the financial statements.

INDEMNIFYING DIRECTORS, OFFICERS AND AUDITORS


The total amount of insurance premium paid for the directors and officers of the Group and of the Company is as follows:

GROUP COMPANY
RM’000 RM’000

Directors and officers 21 21

No indemnities have been given or insurance premium paid for the auditors of the Group and of the Company.

SUBSIDIARY COMPANIES
The details of the Company’s subsidiaries are disclosed in Note 8 to the financial statements.

AUDITORS’ REMUNERATION
The auditors’ remuneration is disclosed in Note 33 to the financial statements.

OTHER STATUTORY INFORMATION


(a) Before the financial statements of the Group and of the Company were prepared, 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 provision
for doubtful debts, and had satisfied themselves that all known bad debts had been written off and that adequate
provision 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) which would render the amount written off for bad debts and the amount of the provision for doubtful debts in the
financial statements of the Group and of the Company inadequate to any substantial extent; or

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

(iii) which have arisen which would 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 financial statements of the Group and of the Company which would render
any amount stated in the Group’s and the Company’s financial statements misleading.

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

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

(ii) any contingent liability in respect of the Group and of the Company which has arisen since the end of the financial
year except as disclosed in Note 39 to the financial statements.
66 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Directors’ Report (cont’d)


OTHER STATUTORY INFORMATION (cont’d)
(d) In the opinion of the directors:

(i) no contingent liability or other liability has become enforceable or is likely to become enforceable within the period of
twelve months after the end of the financial year which will or may affect the ability of the Group and of the Company
to meet their obligations as and when they fall due; and

(ii) no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the
financial year and the date of this report which is likely to substantially affect the results of the operations of the
Group and of the Company for the current financial year.

AUDITORS
The auditors, Messrs RSM Malaysia, have expressed their willingness to continue in office.

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

MUHAMAD FAISAL BIN TAJUDIN

DATO’ BEH HUCK LEE


Sungai Petani, Kedah Darul Aman
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 67

Statements of Financial Position as at 29 February 2020

GROUP COMPANY
2020 2019 2020 2019
Note RM’000 RM’000 RM’000 RM’000
ASSETS

Non-current assets
     
Property, plant and equipment 6 64,924 65,722 * *
Right-of-use assets 7 617 - - -
Investment in subsidiaries 8 - - 117,420 116,920
Other investments 9 - 7 - -
Inventories 10 188,193 153,037 - -
Investment properties 11 45,751 48,233 - -
Deferred tax assets 12 2,344 2,385 - -
301,829 269,384 117,420 116,920

Current assets

Inventories 10 117,769 150,894 - -


Contract costs 13 6,085 6,980 - -
Contract assets 14 167,424 108,917 - -
Trade and other receivables 15 78,173 41,071 7 5
Amount owing from subsidiaries 16 - - 39,673 34,505
Sinking funds 17 802 832 - -
Tax recoverable 2,271 2,997 - -
Cash and cash equivalents 18 36,668 70,971 13 23
409,192 382,662 39,693 34,533

TOTAL ASSETS 711,021 652,046 157,113 151,453


68 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Statements of Financial Position as at 29 February 2020 (cont’d)

GROUP COMPANY
2020 2019 2020 2019
Note RM’000 RM’000 RM’000 RM’000

EQUITY AND LIABILITIES

Equity attributable to equity


holders of the Company

Share capital 19 133,982 133,982 133,982 133,982


Reserves 20 218,343 186,571 14,566 16,147
352,325 320,553 148,548 150,129
Non-controlling interests 73,435 54,008 - -
TOTAL EQUITY 425,760 374,561 148,548 150,129

LIABILITIES

Non-current liabilities

Borrowings 21 95,243 102,666 - -


Lease liabilities 28 252 - - -
Deferred tax liabilities 12 13,867 14,653 - -
109,362 117,319 - -

Current liabilities

Contract liabilities 14 12,880 14,527 - -


Trade and other payables 29 67,334 60,049 68 139
Provisions 30 11,613 9,878 - -
Amount owing to subsidiaries 16 - - 8,497 1,185
Borrowings 21 80,094 69,007 - -
Lease liabilities 28 383 - - -
Current tax payable 3,595 6,705 - -
175,899 160,166 8,565 1,324
TOTAL LIABILITIES 285,261 277,485 8,565 1,324

TOTAL EQUITY AND


LIABILITIES 711,021 652,046 157,113 151,453

* Denotes less than thousand

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


EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 69

Statements of Profit or Loss and Other Comprehensive Income


for The Financial Year Ended 29 February 2020

GROUP COMPANY
2020 2019 2020 2019
Note RM’000 RM’000 RM’000 RM’000

REVENUE 31 298,320 359,939 1,400 1,250


COST OF SALES 32 (201,399) (241,014) - -
GROSS PROFIT 96,921 118,925 1,400 1,250
OTHER OPERATING INCOME 2,723 3,657 - 109
MARKETING AND
DISTRIBUTION COSTS (5,031) (10,124) - -
ADMINISTRATIVE
EXPENSES (18,843) (20,427) (889) (957)
OTHER OPERATING
EXPENSES (3,270) (5,547) (172) (141)
FINANCE COSTS (1,313) (1,254) - -
PROFIT BEFORE TAX 33 71,187 85,230 339 261
TAX EXPENSE 34 (17,900) (23,729) - -
NET PROFIT FOR THE
FINANCIAL YEAR 53,287 61,501 339 261
OTHER COMPREHENSIVE
EXPENSE
- FOREIGN CURRENCY
TRANSLATION DIFFERENCES
FOR FOREIGN OPERATION (168) (188) - -
TOTAL COMPREHENSIVE
INCOME FOR THE
FINANCIAL YEAR 53,119 61,313 339 261

PROFIT ATTRIBUTABLE TO:


EQUITY HOLDERS OF
THE COMPANY 33,861 30,300 339 261
NON-CONTROLLING
INTERESTS 19,426 31,201 - -
53,287 61,501 339 261
TOTAL COMPREHENSIVE
INCOME ATTRIBUTABLE TO:
EQUITY HOLDERS OF
THE COMPANY 33,692 30,126 339 261
NON-CONTROLLING
INTERESTS 19,427 31,187 - -
53,119 61,313 339 261
BASIC EARNINGS PER
ORDINARY SHARE
ATTRIBUTABLE TO
EQUITY HOLDERS OF
THE COMPANY (SEN) 35 26.45 23.67

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


70 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Statements of Changes in Equity for The Financial Year Ended 29 February 2020

Attributable to equity holders of the Company


Non-distributable Distributable
Foreign
currency Non-
Ordinary Share translation Retained controlling
share capital premium reserve earnings Total interests Total equity
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

GROUP

Balance as at 1 March 2018 128,000 5,982 134 156,311 290,427 23,113 313,540

Net profit for the financial year - - - 30,300 30,300 31,201 61,501

Other comprehensive expense for


the financial year - - (174) - (174) (14) (188)

Total comprehensive income for


the financial year - - (174) 30,300 30,126 31,187 61,313

Dividend paid to
non-controlling interest - - - - - (292) (292)

Transfer pursuant to Section 618(2)


of the Companies Act 2016 5,982 (5,982) - - - - -

Balance as at 28 February 2019/


1 March 2019 133,982 - (40) 186,611 320,553 54,008 374,561

Net profit for the financial year - - - 33,861 33,861 19,426 53,287

Other comprehensive (expense)/


income for the financial year - - (169) - (169) 1 (168)

Total comprehensive income for


the financial year - - (169) 33,861 33,692 19,427 53,119

Dividend paid (Note 37) - - - (1,920) (1,920) - (1,920)

Balance as at 29 February 2020 133,982 - (209) 218,552 352,325 73,435 425,760


EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 71

Statements of Changes in Equity for The Financial Year Ended 29 February 2020 (cont’d)

Non-distributable Distributable
Ordinary share
capital Share premium Retained earnings Total
RM’000 RM’000 RM’000 RM’000
COMPANY

Balance as at 1 March 2018 128,000 5,982 15,886 149,868

Net profit and total comprehensive


income for the financial year - - 261 261

Transfer pursuant to Section 618(2)


of the Companies Act 2016 5,982 (5,982) - -

Balance as at 28 February 2019/


1 March 2019 133,982 - 16,147 150,129

Net profit and total comprehensive


income for the financial year - - 339 339

Dividend paid (Note 37) - - (1,920) (1,920)

Balance as at 29 February 2020 133,982 - 14,566 148,548

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


72 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Statements of Cash Flows for The Financial Year Ended 29 February 2020

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
CASH FLOWS FROM
OPERATING ACTIVITIES
Cash receipts from customers 208,485 306,304 - -
Cash payments to
suppliers and creditors (192,059) (222,159) - -
Cash payments to employees
and for expenses (27,177) (40,578) (960) (887)
Cash (used in)/generated
from operations (10,751) 43,567 (960) (887)

Insurance claim received - 12 - -


Rental income received 512 579 - -
Bank overdraft interest paid (219) (358) - -
Deposits received/(paid) 2,776 (3,555) (2) -
Tax refunded 1,559 136 - -
Tax paid (22,588) (17,886) - -
Net cash (used in)/generated
from operating activities (28,711) 22,495 (962) (887)

CASH FLOWS FROM


INVESTING ACTIVITIES
Repayment from/(advance to)
subsidiaries - - 1,972 (490)
Dividend received - - 1,400 1,250
Interest income received 1,114 1,812 - 109
Investment in a subsidiary - - (500) -
Net placement of fixed
deposits pledged (935) (2,289) - -
Proceeds from disposal
of other investments 7 - - -
Proceeds from disposal of property,
plant and equipment 176 112 - -
Proceeds from sales of
investment properties 2,463 798 - -
Purchase of property,
plant and equipment^ (1,667) (917) - -
Net cash generated from/
(used in) investing activities 1,158 (484) 2,872 869
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 73

Statements of Cash Flows for The Financial Year Ended 29 February 2020 (cont’d)

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
CASH FLOWS FROM
FINANCING ACTIVITIES
Bankers’ acceptances interest paid (38) (59) - -
Dividend paid (1,920) - (1,920) -
Drawdown of term loans 70,247 79,675 - -
Hire purchase interest paid (31) (31) - -
Invoice financing interest paid (59) (112) - -
Lease liabilities interest paid (50) - - -
Net drawdown/(repayment)
of revolving credit 8,000 (810) - -
Net drawdown/(repayment)
of bankers’ acceptances 213 (200) - -
Net repayment of invoice financing (198) (909) - -
Net repayment of
hire purchase liabilities (332) (463) - -
Net repayment of lease liabilities (361) - - -
Repayment of term loans (74,795) (63,904) - -
Revolving credit interest paid (378) (25) - -
Term loans interest paid (7,655) (6,358) - -
Net cash (used in)/generated
from financing activities (7,357) 6,804 (1,920) -
NET (DECREASE)/ INCREASE IN
CASH AND CASH EQUIVALENTS (34,910) 28,815 (10) (18)
EFFECT OF TRANSLATION
DIFFERENCE (168) (61) - -
CASH AND CASH EQUIVALENTS
BROUGHT FORWARD 63,269 34,515 23 41
CASH AND CASH EQUIVALENTS
CARRIED FORWARD (NOTE 18) 28,191 63,269 13 23
74 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Statements of Cash Flows for The Financial Year Ended 29 February 2020 (cont’d)

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
Cash outflows for leases as a lessee
Included in net cash from
operating activities:
Payment relating to leases of
low-value assets 17 - - -
Payment relating to short-term leases 758 - - -
Included in net cash from
financing activities:
Interest paid in relation
to hire purchase liabilities 31 - - -
Interest paid in relation to lease liabilities 50 - - -
Net repayment of hire purchase liabilities 332 - - -
Net repayment of lease liabilities 361 - - -
Total cash outflows for leases 1,549 - - -

^ During the financial year, the Group acquired right-of-use assets and property, plant and equipment using the following arrangements:

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
Right-of-use assets
Lease 996 - - -
Property, plant and equipment
Hire purchase 689 - - -
Cash 1,667 917 - -
2,356 917 - -

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


EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 75

Notes to The Financial Statements 29 February 2020


1. PRINCIPAL ACTIVITIES
The principal activity of the Company is investment holding.
The principal activities of the subsidiary companies are indicated in Note 8.

2. BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS


The financial statements of the Group and the Company have been prepared in accordance with applicable approved
Malaysian Financial Reporting Standards (“MFRSs”) issued by the Malaysian Accounting Standards Board (“MASB”),
International Financial Reporting Standards and the requirements of the Companies Act 2016 in Malaysia.

3. SIGNIFICANT ACCOUNTING POLICIES


3.1 Basis of accounting
The financial statements of the Group and of the Company have been prepared under the historical cost
convention unless otherwise stated in the financial statements.
The preparation of financial statements requires the directors to make estimates and assumptions that affect the
reported amount of assets, liabilities, revenue and expenses and disclosure of contingent assets and liabilities.
In addition, the directors are also required to exercise their judgement in the process of applying the accounting
policies. The areas involving such judgements, estimates and assumptions are disclosed in Note 5. Although
these estimates and assumptions are based on the directors’ best knowledge of events and actions, actual results
could differ from those estimates.
3.2 Basis of consolidation
(a) Subsidiaries
A subsidiary is an entity controlled by the Group, i.e. the Group is exposed, or has rights, to variable returns
from its involvement with the entity and has the ability to affect those returns through its current ability to
direct the entity’s relevant activities (power over the investee).
The existence and effect of potential voting rights that the Group has the practical ability to exercise (i.e.
substantive rights) are considered when assessing whether the Group controls another entity.
The Group’s financial statements incorporate the results, cash flows, assets and liabilities of Eupe Corporation
Berhad and all of its directly and indirectly controlled subsidiaries. Subsidiaries are consolidated from the
effective date of acquisition, which is the date on which the Group effectively obtains control of the acquired
business, until that control ceases.
The non-controlling interests in the net assets and net results of consolidated subsidiaries are shown
separately in the consolidated statement of financial position and consolidated statement of profit or loss
and other comprehensive income.
Total comprehensive income (i.e. profit or loss and each component of other comprehensive income) is
attributed to the equity holders of the Company and to the non-controlling interests even if this results in the
non-controlling interests having a deficit balance.
Changes in the Group’s ownership interest in a subsidiary that do not result in the Group losing control are
accounted for as transactions with owners in their capacity as owners (i.e. equity transactions). The carrying
amounts of the Group’s and non-controlling interests are adjusted to reflect the changes in their relative
interests in the subsidiary. Any difference between the amount by which the non-controlling interests are
adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed
to the equity holders of the Company.
Upon loss of control of a subsidiary, the Group’s profit or loss is calculated as the difference between (i) the
fair value of the consideration received and of any investment retained in the former subsidiary and (ii) the
previous carrying amount of the assets (including any goodwill) and liabilities of the subsidiary and any non-
controlling interests.
Investment in subsidiaries are measured in the Company’s statement of financial position at cost less any
impairment losses, unless the investment is classified as held for sale or distribution. The cost of investments
excludes transaction costs.
76 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.2 Basis of consolidation (cont’d)

(b) Translation of financial statements of foreign entities

The assets and liabilities of foreign operations are translated into Ringgit Malaysia (“RM”) using exchange rates at
the reporting date. The components of shareholders’ equity are stated at historical value.

Average exchange rates for the period are used to translate income and expense items of foreign operations.
However, if exchange rates fluctuate significantly, the exchange rates at the dates of the transactions are used.

All resulting exchange differences are recognised in other comprehensive income and accumulated in foreign
currency translation reserve (“FCTR”), a separate component of equity. However, if the operation is a non-wholly owned
subsidiary, then the relevant proportionate share of translation difference is allocated to the non-controlling interests.

Any goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and
liabilities of that foreign operation and, as such, translated at the closing rate.

On the disposal of a foreign operation, all of the exchange differences accumulated in FCTR in respect of that
operation attributable to the equity holders of the Company are reclassified to profit or loss. The cumulative amount
of the exchange differences relating to that foreign operation that had been attributed to the non-controlling interests
are derecognised, but without reclassification to profit or loss. The same applies in case of loss of control, joint
control or significant influence.

On the partial disposal without loss of control of a subsidiary that includes a foreign operation, the proportionate
share of exchange differences accumulated in the separate component of equity are re-attributed to non-controlling
interests (they are not recognised in profit or loss). For any other partial disposal of foreign entity (i.e. associates
or jointly controlled entities without loss of significant influence or joint control), the proportionate share of the
accumulated exchange differences is reclassified to profit or loss.

(c) Business combinations

The Group applies the acquisition method to account for all acquired businesses, whereby the identifiable assets
acquired and the liabilities assumed are measured at their acquisition-date fair values (with few exceptions as
required by MFRS 3 Business Combinations).

The consideration transferred in a business combination is measured at fair value, which is calculated as the sum
of the acquisition-date fair values of the assets transferred by the Group, the liabilities incurred by the Group to the
former owners of the acquiree and the equity interests issued by the Group.

Acquisition-related costs (e.g. finder’s fees, consulting fees, administrative costs, etc.) are recognised as expenses
in the periods in which the costs are incurred and the services are received.

On acquisition date, goodwill is measured as the excess of the aggregate of consideration transferred, any non-
controlling interests in the acquiree, and acquisition-date fair value of the Group’s previously held equity interest
in the acquiree (if business combination achieved in stages) over the net of the acquisition-date amounts of the
identifiable assets acquired and the liabilities assumed.

If, after appropriate reassessment, the amount as calculated above is negative, it is recognised immediately in profit
or loss as a bargain purchase gain.

At acquisition date, non-controlling interests in the acquiree that are present ownership interests and entitle their
holders to a proportionate share of the entity’s net assets in the event of liquidation are measured at either fair value
or the present ownership instruments’ proportionate share in the recognised amounts of the acquiree’s identifiable
net assets. This choice of measurement is made separately for each business combination. Other components of
non-controlling interests are measured at their acquisition-date fair values, unless otherwise required by MFRS.

The acquisition-date fair value of any contingent consideration is recognised as part of the consideration transferred
by the Group in exchange for the acquiree. Changes in the fair value of contingent consideration that result from
additional information obtained during the measurement period (maximum one year from the acquisition date)
about facts and circumstances that existed at the acquisition date are adjusted retrospectively against goodwill.
Other changes resulting from events after the acquisition date are adjusted at each reporting date only when the
contingent consideration is classified as an asset or a liability and the adjustment is recognised in profit or loss.

In a business combination achieved in stages, the Group remeasures its previously held equity interest in the
acquiree at its acquisition-date fair value and any resulting gain or loss is recognised in profit or loss. If any,
changes in the value of the Group’s equity interest in the acquiree that have been previously recognised in other
comprehensive income are reclassified to profit or loss, if appropriate had that interest been disposed of directly.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 77

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.2 Basis of consolidation (cont’d)

(d) Transactions eliminated on consolidation

All intragroup transactions, balances, income and expenses are eliminated in full on consolidation.

Unrealised gains arising from transactions with equity-accounted associates and joint ventures are eliminated
against the investment to the extent of the Group’s interest in the investees. Unrealised losses are eliminated
in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

3.3 Property, plant and equipment

All items of property, plant and equipment are initially measured at cost. Cost includes expenditure that is directly
attributable to the acquisition of the asset.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when the cost is incurred and it is probable that the future economic benefits associated with the asset will
flow to the Group and the Company and the cost of the asset can be measured reliably. The carrying amount of
parts that are replaced is derecognised. The costs of the day-to-day servicing of property, plant and equipment are
recognised in the profit or loss as incurred. Cost also comprises the initial estimate of dismantling and removing
the asset and restoring the site on which it is located for which the Group and the Company are obligated to incur
when the asset is acquired, if applicable.

Each part of an item of property, plant and equipment with a cost that is significant in relation to the total cost of
the asset and which has different useful lives, is depreciated separately.

After initial recognition, property, plant and equipment are stated at cost less any accumulated depreciation and
accumulated impairment losses, if any, except for freehold land which is not depreciated.

Depreciation is calculated to write off the cost of the assets to their residual values on a straight line basis over
their estimated useful lives.

The principal annual depreciation rates are as follows:

Leasehold land 1.85%


Buildings 2%
Renovation, electrical and amusement equipment 10% to 20%
Motor vehicles 20%
Furniture, fittings and equipment 10% to 20%
Sports equipment, machinery and others 10% to 20%

At each reporting date, the carrying amount of an item of property, plant and equipment is assessed for impairment
when events or changes in circumstances indicate that its carrying amount may not be recoverable. A write-down
is made if the carrying amount exceeds the recoverable amount (see Note 3.7 on impairment of non-financial
assets).

The residual values, useful lives and depreciation method are reviewed at each financial year end to ensure
that the amount, method and period of depreciation are consistent with previous estimates and the expected
pattern of consumption of the future economic benefits embodied in the items of property, plant and equipment.
If expectations differ from previous estimates, the changes are accounted for as a change in an accounting
estimate.

The carrying amount of an item of property, plant and equipment is derecognised upon disposal or when no future
economic benefits are expected to arise from the continued used of the asset. Any gain or loss arising on the
disposal or retirement of an item of property, plant and equipment is determined as the difference between the
sales proceeds and the carrying amount of the asset and is recognised in profit or loss.
78 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.4 Leases

The Group has applied MFRS 16 Leases using the modified retrospective approach, under which the cumulative
effect of initial application is recognised as an adjustment to retained earnings at 1 March 2019. Accordingly, the
comparative information presented for 2019 has not been restated – i.e. it is presented, as previously reported
under MFRS 117 Leases and related interpretations.

Current financial year

(a) Definition of a lease

A contract is, or contains, a lease if the contract conveys a right to control the use of an identified asset for a
period of time in exchange for consideration. To assess whether a contract conveys the right to control the
use of an identified asset, the Group assesses whether:

• the contract involves the use of an identified asset – this may be specified explicitly or implicitly, and
should be physically distinct or represent substantially all of the capacity of a physically distinct asset. If
the supplier has a substantive substitution right, then the asset is not identified;

• the customer has the right to obtain substantially all of the economic benefits from use of the asset
throughout the period of use; and

• the customer has the right to direct the use of the asset. The customer has this right when it has the
decision-making rights that are most relevant to changing how and for what purpose the asset is used.
In rare cases where the decision about how and for what purpose the asset is used is predetermined,
the customer has the right to direct the use of the asset if either the customer has the right to operate
the asset; or the customer designed the asset in a way that predetermines how and for what purpose it
will be used.

At inception or on reassessment of a contract that contains a lease component, the Group allocates the
consideration in the contract to each lease and non-lease component on the basis of their relative stand-
alone prices. However, for leases of properties in which the Group is a lessee, it has elected not to separate
non-lease components and will instead account for the lease and non-lease components as a single lease
component.

(b) Recognition and initial measurement

(i) As a lessee

The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The
right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or before the commencement date, plus any initial direct
costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the
underlying asset or the site on which it is located, less any lease incentives received.

The lease liability is initially measured at the present value of the lease payments that are not paid at
the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot
be readily determined, the respective Group entities’ incremental borrowing rate. Generally, the Group
entities use their incremental borrowing rate as the discount rate.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 79

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.4 Leases (cont’d)

(b) Recognition and initial measurement (cont’d)

(i) As a lessee (cont’d)

Lease payments included in the measurement of the lease liability comprise the following:

• fixed payments, including in-substance fixed payments less any incentive receivable;

• variable lease payments that depend on an index or a rate, initially measured using the index or rate at
the commencement date;

• amounts expected to be payable under a residual value guarantee;

• the exercise price under a purchase option that the Group is reasonably certain to exercise; and

• penalties for early termination of a lease unless the Group is reasonably certain not to terminate early.

The Group excludes variable lease payments that linked to future performance or usage of the underlying
asset from the lease liability. Instead, these payments are recognised in profit of loss in the period in
which the performance or use occurs.

The Group has elected not to recognise right-of-use assets and lease liabilities for short-term leases that
have a lease term of 12 months or less and leases of low-value assets. The Group recognises the lease
payments associated with these leases as an expense on a straight-line basis over the lease term.

(ii) As a lessor

When the Group acts as a lessor, it determines at lease inception whether each lease is a finance lease
or an operating lease.

To classify each lease, the Group makes an overall assessment of whether the lease transfers
substantially all of the risks and rewards incidental to ownership of the underlying asset. If this is the
case, then the lease is a finance lease; if not, then it is an operating lease.

If an arrangement contains lease and non-lease components, the Group applies MFRS 15 to allocate the
consideration in the contract based on the stand-alone selling prices.

When the Group is an intermediate lessor, it accounts for its interests in the head lease and the sublease
separately. It assesses the lease classification of a sublease with reference to the right-of-use asset
arising from the head lease, not with reference to the underlying asset. If a head lease is a short-term
lease to which the Group applies the exemption described above, then it classifies the sublease as an
operating lease.

(c) Subsequent measurement

(i) As a lessee


The right-of-use asset is subsequently depreciated using the straight-line method from the
commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the
lease term. The estimated useful lives of right-of-use asset are determined on the same basis as those
of property, plant and equipment. In addition, the right-of-use asset is periodically reduced by impairment
losses, if any, and adjusted for certain re-measurements of the lease liability.

The lease liability is measured at amortised cost using the effective interest method. It is re-measured
when there is a change in future lease payments arising from a change in an index or rate, if there is
a revision of in-substance fixed lease payments, or if there is a change in the Group’s estimate of the
amount expected to be payable under a residual value guarantee, or if the Group changes its assessment
of whether it will exercise a purchase, extension or termination option.

When the lease liability is re-measured, a corresponding adjustment is made to the carrying amount of
the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has
been reduced to zero.
80 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.4 Leases (cont’d)

(c) Subsequent measurement (cont’d)

(ii) As a lessor


The Group recognises lease payments received under operating leases as income on straight-line basis
over the lease term as part of “revenue”.

Previous financial year

(d) Recognition and initial measurement

Leases are classified as finance leases if substantially all the risks and rewards of ownership are transferred
to the lessee. All other leases are classified as operating leases.

Assets and liabilities arising from finance lease contracts are initially recognised in the statement of financial
position at their fair value at the inception of the lease or, if lower, at the present value of the minimum future
lease rentals.

After initial recognition, the depreciation policy applied is consistent with that for depreciable assets that are
owned. As a result, the depreciation recognised is calculated in accordance with the useful life stated for
property, plant and equipment (the Group and the Company does not hold leased intangible assets). In cases
where there is no reasonable certainty that the lessee will obtain ownership by the end of the lease term, the
asset is fully depreciated over the shorter of the lease term and its useful life.

The interest element of rental obligations is charged to profit or loss over the period of the lease at a constant
rate on the balance of finance lease obligations outstanding.

Rentals payable under operating leases are charged to profit or loss on a straight-line basis over the lease
term. Incentives to take out operating leases are credited to the profit or loss on a straight-line basis over the
lease term.

Provision is made in the statement of financial position for the present value of the onerous element of
operating leases. This typically arises when the Group and the Company ceases to use premises and they
are left vacant to the end of the lease or are sublet at rentals, which fall short of the amount payable by the
Group and the Company under the lease.

3.5 Inventories

(a) Land held for property development

Land held for property development consists of land on which no significant development work has been
undertaken or where development activities are not expected to be completed within the normal operating
cycle. Such land is classified as non-current asset and is stated at lower of cost and net realisable value.

Costs associated with the acquisition of land includes the purchase price of the land, professional fees, stamp
duties, commissions, conversion fees and other relevant levies. Where an indication of impairment exists, the
carrying amount of the asset is assessed and written down immediately to its recoverable amount.

Land held for property development is transferred to property development costs (under current assets) when
development activities have commenced and where the development activities can be completed within the
normal operating cycle.

(b) Property development costs

Property development costs are stated at the lower of costs and net realisable value. The cost of land, related
development costs common to whole projects and direct building costs less cumulative amounts recognised
as expense in the profit or loss for property under development are carried in the statement of financial
position as property development costs. The property development cost is subsequently recognised as an
expense in profit or loss as and when the control of the inventory is transferred to the customer.

Property development cost of unsold unit is transferred to completed development unit once the development
is completed.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 81

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.5 Inventories (cont’d)

(c) Unsold completed properties

Unsold completed properties are stated at the lower of cost and net realisable value.

The cost of unsold completed properties held for sale comprise cost associated with the acquisition of land,
direct costs and appropriate proportions of common costs.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs
of completion and the estimated costs necessary to make the sale.

(d) Building materials and resort operating supplies

Building materials and resort operating supplies are stated at the lower of cost and net realisable value.

Cost is determined using the first-in, first-out basis and comprises the original cost of purchase plus the cost
of bringing the inventories to their intended location and condition.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs
necessary to make the sale.

3.6 Investment properties

(a) Investment property carried at fair value

Investment properties are held to earn rental income or for capital appreciation or both, but not for sale in the
ordinary course of business, use in the production or supply of goods or services or for administrative purpose.

Investment properties are measured initially at cost, including transaction costs. The cost comprises the
purchase price and any directly attributable expenditure (e.g. professional fees for legal services, property
transfer taxes). The cost of self-constructed investment property includes the cost of materials and direct
labour, any other costs directly attributable to bring the investment property to a working condition for their
intended use and capitalised borrowing costs.

Subsequently, investment properties are carried at fair value at the reporting date and, unlike operational
properties, they are not depreciated. Fair value is based on active market prices adjusted as necessary to
reflect the specific assets’ location and condition. In cases where active market prices are not available, the
Group engages independent valuers who hold a recognised and relevant professional qualification. Changes in
fair value are recognised in the statement of profit or loss.

Where the fair value of the investment property under construction is not reliably determinable, the investment
property under construction is measured at cost until either its fair value becomes reliably determinable or
construction is complete, whichever is earlier.

Leased assets are not classified and accounted for as investment properties.

An investment property is derecognised upon disposal or when the investment property is permanently
withdrawn from use and no future economic benefits are expected from the disposal. Any gain or loss arising on
derecognition of the property (calculated as the difference between the net disposal proceeds and the carrying
amount of the asset) is included in profit or loss in the period in which the property is derecognised.

(b) Reclassification to/from investment property

When an item of property, plant and equipment is transferred to investment property following a change in its
use, any difference arising at the date of transfer between the carrying amount of the item immediately prior
to transfer and its fair value is recognised directly in equity as a revaluation of property, plant and equipment.
However, if a fair value gain reverses a previous impairment loss, the gain is recognised in profit or loss.
Upon disposal of an investment property, any surplus previously recorded in equity is transferred to retained
earnings; the transfer is not made through profit or loss.

When the use of a property changes such that it is reclassified as property, plant and equipment or inventories,
its fair value at the date of reclassification becomes its cost for subsequent accounting.
82 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.7 Impairment of non-financial assets

Impairment of property, plant and equipment

The carrying amounts of such assets are reviewed at each reporting date for indications of impairment and where
an asset is impaired, it is written down as an expense through profit or loss to its estimated recoverable amount.
Recoverable amount is the higher of value in use and the fair value less costs to sell of the individual asset or the
cash-generating unit.

The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows
that are largely independent of those from other assets or groups of assets. If this is the case, recoverable amount
is determined for the cash-generating unit to which the asset belongs.

Value in use is the present value of the estimated future cash flows of that unit. Present values are computed using
pre-tax discount rates that reflect the time value of money and the risks specific to the unit which impairment is
being measured.

Impairment losses for cash-generating units are allocated first against the goodwill of the unit and then pro rata
amongst the other assets of the unit.

Subsequent increases in the recoverable amount caused by changes in estimates are credited to profit or loss to
the extent that they reverse the impairment.

3.8 Financial instruments

(a) Initial recognition and measurement

The Group and the Company recognise a financial asset or a financial liability (including derivative instruments)
in the statements of financial position when, and only when, the Group and the Company become a party to
the contractual provisions of the instruments.

On initial recognition, all financial assets and financial liabilities (including intra-group payables) are measured
at fair value plus or minus transaction costs if the financial asset or financial liability is not measured at fair
value through profit or loss. For instruments measured at fair value through profit or loss, transaction costs
are expensed to profit or loss when incurred.

(b) Derecognition of financial instruments

For derecognition purposes, the Group and the Company first determine whether a financial asset or a
financial liability should be derecognised in its entirety as a single item or derecognised part-by-part of a
single item or of a group of similar items.

A financial asset, whether as a single item or as a part, is derecognised when, and only when, the contractual
rights to receive the cash flows from the financial asset expire, or when the Group and the Company transfer
the contractual rights to receive cash flows of the financial asset, including circumstances when the Group
and the Company act only as a collecting agent of the transferee, and retain no significant risks and rewards of
ownership of the financial asset or no continuing involvement in the control of the financial asset transferred.

A financial liability is derecognised when, and only when, it is legally extinguished, which is either when the
obligation specified in the contract is discharged or cancelled or expires. A substantial modification of the
terms of an existing financial liability is accounted for as an extinguishment of the original financial liability
and the recognition of a new financial liability. For this purpose, the Group and the Company consider a
modification as substantial if the present value of the revised cash flows of the modified terms discounted
at the original effective interest rate is different by 10% or more when compared with the carrying amount of
the original liability.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 83

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.8 Financial instruments (cont’d)

(c) Financial assets

For the purpose of subsequent measurement, the Group and the Company classify financial assets into
three measurement categories, namely: (i) financial assets at amortised cost (“AC”); (ii) financial assets at
fair value through other comprehensive income (“FVOCI”) and (iii) financial assets at fair value through profit
or loss (“FVPL”). The classification is based on the Group’s and the Company’s business model objective for
managing the financial assets and the contractual cash flow characteristics of the financial instruments.

After initial recognition, the Group and the Company measure financial assets as follow:

(i) Financial assets at AC

A financial asset is measured at AC if: (a) it is held within the Group’s and the Company’s business
objective to hold the asset only to collect contractual cash flows, and (b) the contractual terms of the
financial asset give rise on specified dates to cash flows that are solely payments of principal and interest
in principal outstanding.

Typically, trade and other receivables (excluding prepayments) and cash and cash equivalents are
classified as financial assets at AC.

(ii) Financial assets at FVPL

A financial asset is measured at FVPL if it is an equity investment, held for trading (including derivative
assets) or if it does not meet any of the condition specified for the AC or FVOCI model.

For the financial year ended on 29 February 2020 and 28 February 2019, the Group and the Company did not
carry any financial assets classified as FVOCI.

Other than financial assets measured at fair value through profit or loss, all other financial assets are subject
to review for impairment in accordance with Note 3.8(g).

(d) Financial liabilities

After initial recognition, the Group and the Company measure all financial liabilities at amortised cost using
the effective interest method.

(e) Fair value measurement

The fair value of a financial asset or a financial liability is determined by reference to the quoted market price
in an active market, and in the absence of an observable market price, by a valuation technique as described
in Note 3.22.

(f) Recognition of gains and losses

Fair value changes of financial assets and financial liabilities classified as at fair value through profit or loss
are recognised in profit or loss when they arise.

For financial assets and financial liabilities carried at amortised cost, interest income and interest expense are
recognised in profit or loss using the effective interest method. A gain or loss is recognised in profit or loss
only when the financial asset or financial liability is derecognised or impaired, and through the amortisation
process of the instrument.
84 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.8 Financial instruments (cont’d)

(g) Impairment of financial assets

The Group and the Company apply the expected credit loss (“ECL”) model of MFRS 9 to recognise impairment
losses of financial assets measured at amortised cost or at fair value through other comprehensive income.
Except for trade receivables, a 12-month ECL is recognised in profit or loss on the date of origination or
purchase of the financial assets. At the end of each reporting period, the Group and the Company assess
whether there has been a significant increase in credit risk of a financial asset since its initial recognition or
at the end of the prior period. Other than for financial assets which are considered to be of low risk grade, a
lifetime ECL is recognised if there has been a significant increase in credit risk since initial recognition. For
trade receivables, the Group and the Company have availed the exception to the 12-month ECL requirement
to recognise only lifetime ECLs.

The assessment of whether credit risk has increased significantly is based on quantitative and qualitative
information that include financial evaluation of the creditworthiness of the debtors or issuers of the
instruments, ageing of receivables, defaults and past due amounts, past experiences with the debtors, current
conditions and reasonable forecast of future economic conditions.

The ECL is measured using an unbiased and probability-weighted amount that is determined by evaluating
a range of possible outcomes, discounted for the time value of money and applying reasonable and
supportable information that is available without undue cost or effort at the reporting date about past events,
current conditions, and forecast of future economic conditions. The ECL for a financial asset (when assessed
individually) or a group of financial assets (when assessed collectively) is measured at the present value of
the probability-weighted expected cash shortfalls over life of the financial asset or group of financial assets.
When a financial asset is determined as credit-impaired (based on objective evidence of impairment), the
lifetime ECL is determined individually.

For trade receivable, the lifetime ECL is determined at the end of each reporting period using a provision matrix.
For each significant receivable, individual lifetime ECL is assessed separately. For significant receivables
which are not impaired and for all other receivables, they are grouped into risk classes by type of customers
and businesses, and the ageing of the receivables. Collective lifetime ECLs are determined using past loss
rates, which are updated for effects of current conditions and reasonable forecasts for future economic
conditions. In the event that the economic or industry outlook is expected to worsen, the past loss rates are
increased to reflect the worsening economic conditions.

3.9 Contract costs

Incremental cost of obtaining a contract

The incremental costs of obtaining a contract are those costs that the Group incurs to obtain a contract with a
customer that it would not have incurred if the contract had not been obtained (for example, a sales commission).
These costs are recognised in contract assets if the Group expects to recover those costs.

These contract costs are initially measured at cost and amortised on a systematic basis that is consistent with
the pattern of revenue recognition to which the asset relates. An impairment loss is recognised in the profit or
loss when the carrying amount of the contract costs exceed the expected revenue less expected cost that will
be incurred. Where the impairment condition no longer exists or has improved, the impairment loss is reversed
to the extent that the carrying amount of the contract costs does not exceed the amount that would have been
recognised had there been no impairment loss recognised previously.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 85

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.10 Contract assets and contract liabilities

Contract asset is the right to consideration for goods and services transferred to the customers. In the case of
property development and construction contracts, contract asset is the excess of cumulative revenue earned over
the billings to date. Contract asset is stated at cost less accumulated impairment loss, if any.

Contract liability is the obligation to transfer goods and services to customer for which the Group has received
the consideration or has billed the customer. In the case of property development and construction contracts,
contract liability is the excess of the billings to date over the cumulative revenue earned.

3.11 Cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-term,
highly liquid investments with original maturities of three months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of changes in value.

For the statements of cash flows presentation purposes, cash and cash equivalents also includes bank overdrafts,
which are shown within borrowings in current liabilities on the statements of financial position.

3.12 Interest bearing loans and borrowings

All loans and borrowings are initially recognised at the fair value of the consideration received less directly
attributable transactions costs. After initial recognition, interest-bearing loans and borrowings are subsequently
measured at amortised cost with any difference between cost and redemption value being recognised in the profit
or loss over the period of the loans and borrowings using the effective interest method.

Interest relating to financial liabilities is reported within finance cost in the profit or loss.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of
the liability for at least twelve (12) months after the reporting date.

Capitalisation of borrowing costs

Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset is
capitalised as part of the cost of the asset until when substantially all the activities necessary to prepare the asset
for its intended use or sale are complete, after which such expense is charged to profit or loss. A qualifying asset is
an asset that necessarily takes a substantial period of time to get ready for its intended use or sale. Capitalisation
of borrowing costs is suspended during extended periods in which active development is interrupted.

The amount of borrowing costs eligible for capitalisation is the actual borrowing costs incurred on the borrowing
during the period less any investment income from temporary investment of the borrowing.

All other borrowing costs are recognised in the profit or loss in the period in which they are incurred.

3.13 Equity

Equity instruments are contracts that give a residual interest in the net assets of the Company. Ordinary shares are
classified as equity. Equity instruments are recognised at the amount of proceeds received net of costs directly
attributable to the transaction.

Dividends to shareholders are recognised in equity in the period in which they are declared.

If the Company reacquires its own equity instruments, the consideration paid, including any attributable transaction
costs is deducted from equity as treasury shares until they are cancelled. No gain or loss is recognised in the
statement of profit or loss and other comprehensive income on the purchase, sale, issue or cancellation of the
Company’s own equity instruments. Where such shares are issued by resale, the difference between the sales
consideration and the carrying amount is shown as a movement in equity.
86 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.14 Provisions

Provisions are recognised when there is a present obligation, legal or constructive, as a result of a past event, when it
is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation. Changes in estimates are reflected in profit or loss in
the period they arise.

Where the effect of the time value of money is material, the amount of a provision will be discounted to its present
value at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to
the liability.

Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. If it is no longer
probable that an outflow of resources embodying economic benefits will be required to settle the obligation, the
provision will be reversed.

Provisions are not recognised for future operating losses. If the Group has a contract that is onerous, the present
obligation under the contract shall be recognised and measured as a provision.

3.15 Revenue recognition

(a) Revenue from property development

Contracts with customers may include multiple promises to customers and therefore accounted for as separate
performance obligations. In this case, the transaction price will be allocated to each performance obligation based
on the stand-alone selling prices. When these are not directly observable, they are estimated based on expected
cost plus margin.

The revenue from property development is measured at the fixed transaction price agreed under the sale and
purchase agreement net of expected liquidated ascertained damages (“LAD”) payment, based on the expected
value method.

Revenue from property development is recognised as and when the control of the asset is transferred to the
customer and it is probable that the Group will collect the consideration to which it will be entitled in exchange for
the asset that will be transferred to the customer. Depending on the terms of the contract and the laws that apply
to the contract, control of the asset may transfer over time or at a point in time. Control of the asset is transferred
over time if the Group’s performance does not create an asset with an alternative use to the Group and the Group
has an enforceable right to payment for performance completed to date.

This is generally established when:

• the promised properties are specifically identified by its plot, lot and parcel number and its attributes (such as
its size and location) in the sale and purchase agreements and the attached layout plan and the purchasers
could enforce its rights to the promised properties if the Group seeks to sell the unit to another purchaser.
The contractual restriction on the Group’s ability to direct the promised residential property for another use is
substantive and the promised properties sold to the purchasers do not have an alternative use to the Group; and

• the Group has the right to payment for performance completed to date and is entitled to continue to transfer
to the customer the development units promised and has the rights to complete the construction of the
properties and enforce its rights to full payment.

If control of the asset transfers over time, revenue is recognised over the period of contract by reference to the
progress towards complete satisfaction of that performance obligation. Otherwise, revenue is recognised at a
point in time when the customer obtains control of the asset.

When the outcome of property development contract cannot be estimated reliably, revenue is recognised only to
the extent of the expenses recognised that are recoverable.

The Group recognises revenue over time using the input method, which is based on the actual cost incurred to date
on the property development project as compared to the total budgeted cost for the respective development projects.

The Group recognises revenue at a point in time for the sale of completed properties, when the control of the
properties has been transferred to the purchasers, being when the properties have been completed and delivered
to the customers and it is probable that the Group will collect the considerations to which it will be entitled to in
exchange for the assets sold.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 87

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.15 Revenue recognition (cont’d)

(b) Sale of goods, building materials and playground materials

Revenue from sale of goods, building materials and playground materials are recognised at a point in time
when control of the goods is passed to the customer, which is the point in time when the significant risks
and rewards are transferred to the customer and the transaction has met the probability of inflows and
measurement reliability requirements of MFRS 15.

Revenue is measured at the fair value of the consideration received or receivables, which is usually the invoice
price, net of a trade discounts and volume rebates given to the customer.

(c) Revenue from rendering of services

Revenue from the provision of tuition, sports and recreation services is recognised at a point in time upon
rendering of these services unless collectability is in doubt.

(d) Construction contracts

Under such contracts, the Group is engaged to construct buildings and related infrastructure. These contracts
may include multiple promises to the customers and therefore accounted for as separate performance
obligations.

The fair value of the revenue, which is based on fixed price under the agreement will be allocated based on
relative stand-alone selling price of the considerations of each of the separate performance obligations.

The Group recognises construction revenue over time as the project being constructed has no alternative use
to the Group and it has an enforceable right to the payment for performance completed to date. The stage
of completion is measured using the input method, which is based on the total actual construction costs
incurred to date as compared to the total budgeted costs for the respective construction projects.

When the outcome of construction contract cannot be estimated reliably, revenue is recognised only to the
extent of the expenses recognised that are recoverable.

(e) Revenue from water theme park

Entrance fees collected for right of enjoyment of facilities are recognised at a point in time when tickets are sold.

(f) Club subscription fees

Club subscription fees are recognised on the accrual basis.

(g) Dividend income

Dividend income is recognised when the rights to receive payment is established.

3.16 Employee benefits

(a) Short term employee benefits

Wages, salaries, social security contributions, paid annual leave, paid sick leave, bonuses and non-monetary
benefits are recognised as an expense in the year when employees have rendered their services to the Group
and the Company.

Short term accumulating compensated absences such as paid annual leave are recognised as an expense
when employees render services that increase their entitlement to future compensated absences. Short term
non-accumulating compensated absences such as sick leave is recognised when the absences occur.

Bonuses are recognised as an expense when there is a present, legal or constructive obligation to make
such payments, as a result of past events and when a reliable estimate can be made of the amount of the
obligation.
88 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.16 Employee benefits (cont’d)

(b) Defined contribution plan

As required by law, companies in Malaysia make contributions to the Employees’ Provident Fund (“EPF”). The
contributions are recognised as a liability after deducting any contribution already paid and as an expense
in profit or loss in the period in which the employee render their services. Once the contributions have been
paid, the Group and the Company have no further payment obligations.

3.17 Income taxes

Tax currently payable is calculated using the tax rates in force or substantively enacted at the reporting date.
Taxable profit differs from accounting profit either because some income and expenses are never taxable or
deductible, or because the time pattern that they are taxable or deductible differs between tax law and their
accounting treatment.

Using the statement of financial position liability method, deferred tax is recognised in respect of all temporary
differences between the carrying value of assets and liabilities in the statement of financial position and the
corresponding tax base, with the exception of goodwill not deductible for tax purposes and temporary differences
arising on initial recognition of assets and liabilities that do not affect taxable or accounting profit.

Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or
the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the
reporting date.

Deferred tax assets are recognised only to the extent that the Group and the Company consider that it is probable
(i.e. more likely than not) that there will be sufficient taxable profits available for the asset to be utilised within the
same tax jurisdiction.

Deferred tax assets and liabilities are offset only when there is a legally enforceable right to offset current tax
assets against current tax liabilities, they relate to the same tax authority and the Group’s and the Company’s
intention is to settle the amounts on a net basis.

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except if it
arises from transactions or events that are recognised in other comprehensive income or directly in equity. In this
case, the tax is recognised in other comprehensive income or directly in equity, respectively.

Since the Group is able to control the timing of the reversal of the temporary difference associated with interests
in subsidiaries, associates and joint arrangements, a deferred tax liability is recognised only when it is probable
that the temporary difference will reverse in the foreseeable future mainly because of a dividend distribution.

At present, no provision is made for the additional tax that would be payable if the subsidiaries in certain countries
remitted their profits because such remittances are not probable, as the Group intends to retain the funds to
finance organic growth locally. As far as joint arrangements and associates are concerned, the Group is not in a
position to determine their dividend policies. As a result, all significant deferred tax liabilities for all such taxable
temporary differences are recognised.

Where investment properties are carried at their fair value in accordance with the accounting policy set out in
Note 3.6, the amount of deferred tax recognised is measured using the tax rates that would apply on sale of
those assets at their carrying value at the reporting date unless the property is depreciable and is held with
the objective to consume substantially all of the economic benefits embodied in the property over time, rather
than through sale. In all other cases, the amount of deferred tax recognised is measured based on the expected
manner of realisation or settlement of the carrying amount of the assets and liabilities, using tax rates enacted or
substantively enacted at the reporting date. Deferred tax assets and liabilities are not discounted.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 89

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.18 Foreign currency

(a) Functional and presentation currency

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

(b) Foreign currencies transactions and balances

Foreign currency monetary assets and liabilities are translated into the functional currency of the concerned
entity of the Group using the exchange rates at the reporting date. Gains and losses arising from changes
in exchange rates after the date of the transaction are recognised in profit or loss (except when deferred in
other comprehensive income as qualifying cash flow hedges).

Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are
translated at the exchange rate at the date of the transaction. Translation differences on non-monetary items
that are measured at fair value in a foreign currency are translated using the exchange rates at the date when
the fair value is determined.

3.19 Earnings per share

The Group presents basic and diluted earnings per share data for its ordinary shares (“EPS”).

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, adjusted for own shares held.

Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted
average number of ordinary shares outstanding, adjusted for own shares held, for the effects of all dilutive
potential ordinary shares, which comprise convertible notes and share options granted to employees.

3.20 Contingent liabilities and contingent assets

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by
the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Group and the
Company or a present obligation that is not recognised because it is not probable that an outflow of resources
will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a
liability that cannot be recognised because it cannot be measured reliably. The Group and the Company do not
recognise a contingent liability but discloses its existence in the financial statements.

A contingent asset is a possible asset that arises from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain future events beyond the control of the Group and the
Company. The Group and the Company do not recognise contingent assets but disclose its existence where
inflows of economic benefits are probable, but not virtually certain.

In the acquisition of subsidiaries by the Group under business combinations, contingent liabilities assumed
are measured initially at their fair value at the acquisition date, irrespective of the extent of any non-controlling
interest.

3.21 Operating segments

An operating segment is a component of the Group that engages in business activities from which it may earn
revenues and incur expenses, including revenues and expenses that relate to transaction with any of the Group’s
other components. An operating segment’s operating results are reviewed regularly by the Chief Operating
Decision Maker, which in this case is the Managing Director of the Group, to make decisions about resources to be
allocated to the segment and to assess its performance, and for which discrete financial information is available.
90 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)
3.22 Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. When measuring the fair value of an asset or a liability, the
Group and the Company use market observable data to the extent possible. If the fair value of an asset or a liability
is not directly observable, it is estimated by the Group and the Company (working closely with external qualified
valuers) using valuation techniques that maximise the use of relevant observable inputs and minimise the use
of unobservable inputs (e.g. by use of the market comparable approach that reflects recent transaction prices
for similar items, discounted cash flow analysis, or option pricing models refined to reflect the issuer’s specific
circumstances). Inputs used are consistent with the characteristics of the asset/liability that market participants
would take into account.

Fair values are categorised into different levels in a fair value hierarchy based on the degree to which the inputs to
the measurement are observable and the significance of the inputs to the fair value measurement in its entirety:

• Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for
identical assets or liabilities.

• Level 2 fair value measurements are those derived from inputs other than quoted prices included within
Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from
prices).

• Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset
or liability that are not based on observable market data (unobservable inputs).

Transfers between levels of the fair value hierarchy are recognised by the Group and the Company at the end of
the reporting period during which the change occurred.

4. ADOPTION OF MFRSs, AMENDMENTS TO MFRSs AND INTERPRETATIONS


4.1 MFRSs, Amendments to MFRSs and Interpretations adopted

For the preparation of the financial statements, the following accounting standards, amendments and
interpretations of the MFRS framework issued by the MASB are mandatory for the first time for the financial year
beginning on or after 1 January 2019:

• MFRS 16 Leases

• Amendments to MFRS 3 Business Combinations – Previously Held Interest in a Joint Operation (Annual
Improvements 2015-2017 Cycle)

• Amendments to MFRS 9 Financial Instruments (2014) – Prepayment Features with Negative Compensation

• Amendments to MFRS 11 Joint Arrangements - Previously Held Interest in a Joint Operation (Annual
Improvements 2015-2017 Cycle)

• IC Interpretation 23 Uncertainty over Income Tax Treatments

• Amendments to MFRS 112 Income Taxes – Income Tax Consequences of Payments on Financial Instruments
Classified as Equity (Annual Improvements 2015-2017 Cycle)

• Amendments to MFRS 119 Employee Benefits – Plan Amendment, Curtailment or Settlement

• Amendments to MFRS 128 Investments in Associates and Joint Ventures – Long-term Interest in Associates
and Joint Ventures

• Amendments to MFRS 123 Borrowing Costs – Borrowing Costs Eligible for Capitalisation (Annual
Improvements 2015-2017 Cycle)

The adoption of the above-mentioned accounting standards, amendments and interpretations have no significant
impact on the financial statements of the Group and of the Company.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 91

Notes to The Financial Statements 29 February 2020 (cont’d)


4. ADOPTION OF MFRSs, AMENDMENTS TO MFRSs AND INTERPRETATIONS (cont’d)
4.2 New/ Revised MFRSs, Amendments to MFRSs and Interpretations not adopted

The following are accounting standards, amendments and interpretations of the MFRS framework that have
been issued by the MASB but have not yet effective in current financial reporting period of the Group and of the
Company ended 29 February 2020, thus have not been adopted in these financial statements:

MFRSs, Amendments to MFRSs and Interpretations effective for annual periods beginning on or after 1
January 2020

• Amendments to References to the Conceptual Framework in MFRS Standards

• Amendments to MFRS 3 Business Combination – Definition of a Business

• Amendments to MFRS 9 Financial Instruments, MFRS 139 Financial Instruments: Recognition and
Measurement and MFRS 7 Financial Instruments: Disclosures – Interest Rate Benchmark Reform

• Amendments to MFRS 101 Presentation of Financial Statements and MFRS 108 Accounting Policies, Changes
in Accounting Estimates and Errors – Definition of Material

MFRSs, Amendments to MFRSs and Interpretations effective date yet to be confirmed

• Amendments to MFRS 10 Consolidated Financial Statements and MFRS 128 Investment in Associates and
Joint Ventures – Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

The directors anticipate that the above-mentioned accounting standards, amendments and interpretations will
be adopted by the Group and the Company when they become effective from the annual period beginning on
1 March 2020 for those accounting standards, amendments and interpretations that are effective for annual
periods beginning on or after 1 January 2020.

Amendments to MFRS 4 Insurance Contracts – Applying MFRS 9 Financial Instruments with MFRS 4 Insurance
Contracts and MFRS 17 Insurance Contracts have not been taken into consideration because they are not
applicable to the Group and the Company.

4.3 IFRIC Agenda Decision

In March 2019, IFRIC published an agenda decision on borrowings costs confirming receivables, contract assets
and inventories for which revenue is recognised over time are non-qualification assets. On 20 March 2019, the
Malaysian Accounting Standards Board decided an entity shall apply the change in accounting policy as a result
of the IFRIC Agenda Decision to financial statements of annual periods beginning on or after 1 July 2020.

The Group is currently in the process of obtaining new information and adapting its systems to implement this
change in accounting policy. The implementation results would be reported during the financial year ending 28
February 2022.

5. SIGNIFICANT JUDGEMENTS AND ACCOUNTING ESTIMATES


In preparing its financial statements, the Group and the Company have made significant judgements, estimates and
assumptions that impact on the carrying value of certain assets and liabilities, income and expenses as well as other
information reported in the notes. The Group and the Company periodically monitor such estimates and assumptions
and makes sure they incorporate all relevant information available at the date when financial statements are prepared.
However, this does not prevent actual figures differing from estimates.
92 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


5. SIGNIFICANT JUDGEMENTS AND ACCOUNTING ESTIMATES (cont’d)
The judgements made in the process of applying the Group’s and the Company’s accounting policies that have the most
significant effect on the amounts recognised in the financial statements, and estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial
year are addressed below.

(a) Critical judgements made in applying accounting policies

The following are judgements made by management in the process of applying the Group’s accounting policies
that have a significant effect on the amounts recognised in the financial statements.

(i) Classification between investment properties and property, plant and equipment

The Group has developed certain criteria based on MFRS 140 Investment Property in making judgement
whether a property qualifies as an investment property. Investment property is a property held to earn rentals
or for capital appreciation or both.

Some properties comprise a portion that is held to earn rentals or for capital appreciation and another
portion that is held for use in the production or supply of goods or services or for administrative purpose. If
these portions could be sold separately (or leased out separately under a finance lease), the Group would
account for the portions separately. If the portions could not be sold separately, the property is an investment
property only if an insignificant portion is held for use in the production or supply of goods or services or for
administrative purposes. Judgement is made on an individual property basis to determine whether ancillary
services are so significant that a property does not qualify as investment property.

(b) Key sources of estimation uncertainty

The following are key assumptions concerning the future and other key sources of estimation uncertainty at the
reporting date that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year.

(i) Revenue and cost recognition from property development activities

The Group recognises property development revenue and costs in the profit or loss by using the percentage of
completion method. The percentage of completion is determined by the proportion that property development
costs incurred for work performed to date bear to the estimated total property development costs.

Significant judgement is required in determining the extent of property development costs incurred and
the total estimated costs of property development, which in turn is used to determine the percentage of
completion and gross profit margin of property development activities undertaken by the Group, the potential
liquidated ascertained damages (“LAD”) payment, as well as the recoverability of the contracts. In making
these judgements, management relies on past experience and the work of specialists.

Revenue and cost of sales from property development activities are as disclosed in Notes 31 and 32
respectively.

(ii) Loss allowances of trade receivables

The Group recognises impairment losses for trade receivables under the expected credit loss model.
Individually significant trade receivables are tested for impairment separately by estimating the cash
flows expected to be recoverable. All others are grouped into credit risk classes and tested for impairment
collectively, using the Group’s past experience of loss statistics, ageing of past due amounts and current
economic trends. The actual eventual losses may be different from the allowance made and this may affect
the Group’s financial positions and results.

Carrying amount of trade receivables are as disclosed in Note 15.


EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 93

Notes to The Financial Statements 29 February 2020 (cont’d)


5. SIGNIFICANT JUDGEMENTS AND ACCOUNTING ESTIMATES (cont’d)
(b) Key sources of estimation uncertainty (cont’d)

(iii) Income tax and deferred tax estimation

Management’s judgement is required in determining the provision for income taxes, deferred tax assets
and liabilities and the extent to which deferred tax assets can be recognised. There are transactions and
computations for which the ultimate tax determination may be different from the initial estimate.

The Group and the Company recognise tax liabilities based on its understanding of the prevailing tax laws
and estimates of whether such taxes will be due in the ordinary course of business. Where the final outcome
of these matters is different from the amounts that were initially recognised, such difference will impact the
income tax and deferred tax provision in the period in which such determination is made.

Deferred tax assets are recognised for all unused tax losses, unabsorbed capital allowances and other
deductible temporary differences to the extent that it is probable that taxable profit will be available against
which the tax losses, capital allowances and other deductible temporary differences can be utilised.
Significant management’s judgement is required to determine the amount of deferred tax assets that can be
recognised, based upon the likely timing and level of future taxable profits together with future tax planning
strategies.

Income tax expenses and deferred tax assets/liabilities are as disclosed in Notes 34 and 12 respectively.

(iv) Depreciation of property, plant and equipment and right-of-use assets

The cost of an item of property, plant and equipment and right-of-use asset is depreciated on a straight-line
method or another systematic method that reflects the consumption of the economic benefits of the asset
over its useful life. Estimates are applied in the selection of the depreciation method, the useful lives and the
residual values. The actual consumption of the economic benefits of the property, plant and equipment and
right-of-use asset may differ from the estimates applied.

Depreciation of property, plant and equipment and right-of-use assets are as disclosed in Notes 6 and 7
respectively.

(v) Fair value of investment properties

The fair value of each investment property is individually determined by independent registered valuer based
on Cost and Investment Methods and Comparison Method of valuation on regular intervals.

The valuer has relied on the discounted cash flow analysis and the comparison method. These methodologies
are based upon estimates of future results and a set of assumptions specific to each property to reflect its
income and cash flow profile.

In the years that no valuation performed by the independent registered valuer, the directors will perform
the valuation based on the occupancy rate and rental yield. Comparison and reference will be made to the
valuation previously performed by the independent registered valuer on that particular property.

Investment properties are as disclosed in Note 11.

(vi) Fair value measurement

Some of the Group’s and the Company’s assets and liabilities are measured at fair value for financial
reporting purposes. In estimating the fair value of an asset or a liability, the Group and the Company use
market-observable data to the extent it is available. Where Level 1 inputs are not available (e.g. for unquoted
investments), the Group and the Company work closely with external qualified valuers who perform the
valuation, based on agreed appropriate valuation techniques and inputs to the model (e.g. use of the market
comparable approach that reflects recent transaction prices for similar instruments, discounted cash flow
analysis, option pricing models refined to reflect the issuer’s specific circumstances). Prices determined then
by the valuers are used by the Group and the Company without adjustment.

Changes in the fair value of assets and liabilities and their causes are quarterly analysed by the management
of Group and of the Company. Such valuations require the Group and the Company to select among a range of
different valuation methodologies and to make estimates about expected future cash flows and discount rates.
94 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


6. PROPERTY, PLANT AND EQUIPMENT
The details of property, plant and equipment are as follows: -

Renovation,
electrical Motor Sports
GROUP and vehicles Furniture, equipment,
Freehold Leasehold amusement Motor under hire fittings and machinery
2020 land land Buildings equipment vehicles purchase equipment and others Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Cost
At 1 March 2019 24,146 40,000 21,082 11,369 2,672 2,271 9,080 21,615 132,235
Additions - 278 340 813 32 371 213 309 2,356
Reclassifications - - - - 1,234 (1,234) 15 (15) -
Written off - - (120) (14) (53) - (23) (41) (251)
Disposals - - - - (658) (243) (6) (18) (925)
At 29 February 2020 24,146 40,278 21,302 12,168 3,227 1,165 9,279 21,850 133,415

Accumulated depreciation

At 1 March 2019 - 16,996 10,522 8,196 2,204 1,902 7,392 19,198 66,410
Charge for the financial year - 740 392 518 85 206 493 586 3,020
Reclassifications - - - (17) 1,500 (1,500) 2 15 -
Written off - - (25) (14) (53) - (14) (28) (134)
Disposals - - - - (655) (134) (1) (15) (805)
At 29 February 2020 - 17,736 10,889 8,683 3,081 474 7,872 19,756 68,491

Accumulated impairment loss

At 1 March 2019 - - 95 - - - 1 7 103


Written off - - (95) - - - (1) (7) (103)
At 29 February 2020 - - - - - - - - -

Net carrying amount

At 29 February 2020 24,146 22,542 10,413 3,485 146 691 1,407 2,094 64,924
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 95

Notes to The Financial Statements 29 February 2020 (cont’d)


6. PROPERTY, PLANT AND EQUIPMENT (cont’d)
The details of property, plant and equipment are as follows: -

Renovation,
electrical Motor Sports
GROUP and vehicles Furniture, equipment,
Freehold Leasehold amusement Motor under hire fittings and machinery
2019 land land Buildings equipment vehicles purchase equipment and others Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

At 1 March 2018 24,146 40,000 21,076 11,995 1,852 2,563 13,074 17,687 132,393
Additions - - 6 306 400 - 93 112 917
Reclassifications - - - (930) 547 (62) (4,017) 4,462 -
Written off - - - (2) - - (7) (637) (646)
Disposals - - - - (127) (230) (63) (9) (429)
At 28 February 2019 24,146 40,000 21,082 11,369 2,672 2,271 9,080 21,615 132,235

Accumulated depreciation

At 1 March 2018 - 16,256 10,129 8,334 1,656 1,859 10,555 14,791 63,580
Charge for the financial year - 740 393 480 192 309 456 1,286 3,856
Reclassifications - - - (618) 483 (70) (3,550) 3,755 -
Written off - - - - - - (6) (634) (640)
Disposals - - - - (127) (196) (63) - (386)
At 28 February 2019 - 16,996 10,522 8,196 2,204 1,902 7,392 19,198 66,410

Accumulated impairment loss

At 1 March 2018 - - - - - - - - -
Impairment loss during the
financial year - - 95 - - - 1 7 103
At 28 February 2019 - - 95 - - - 1 7 103

Net carrying amount

At 28 February 2019 24,146 23,004 10,465 3,173 468 369 1,687 2,410 65,722
96 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


6. PROPERTY, PLANT AND EQUIPMENT (cont’d)

Furniture,
fittings and
equipment
COMPANY RM’000

2020

Cost
At 1 March 2019/29 February 2020 9

Accumulated depreciation
At 1 March 2019/29 February 2020 9

Net carrying amount


At 29 February 2020 *

2019

Cost
At 1 March 2018/28 February 2019 9

Accumulated depreciation
At 1 March 2018/28 February 2019 9

Net carrying amount


At 28 February 2019 *

* Denotes less than thousand

Certain freehold land and buildings of the Group with net carrying value of RM14,150,000 (2019: RM14,261,000) have
been pledged to licensed banks for credit facilities granted to a subsidiary as disclosed in Notes 22 and 24.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 97

Notes to The Financial Statements 29 February 2020 (cont’d)


7. RIGHT-OF-USE ASSETS

GROUP
RM’000

At 1 March 2019 -
Additions 996
Depreciation (379)
At 29 February 2020 617

Included in right-of-use assets are leases of buildings and residential properties.

(a) Short-term leases and low value assets

For short-term leases with lease term of 12 months or less and for leases of low-value assets of less than RM20,000,
the Group has availed the exemption in MFRS 16 not to recognise the right-of-use assets and lease liabilities. Instead,
payments made for these leases are recognised as expense when incurred (Note 33).

(b) Significant judgements and assumptions in relation to leases

The Group applied judgement and assumptions in determining the incremental borrowing rate of the respective
leases. Group entities first determine the closest available borrowing rates before using significant judgement to
determine the adjustments required to reflect the term, security, value or economic environment of the respective
leases.

8. INVESTMENTS IN SUBSIDIARIES

GROUP
2020 2019
RM’000 RM’000

Unquoted shares, at cost 117,420 116,920


98 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


8. INVESTMENTS IN SUBSIDIARIES (cont’d)

The details of the subsidiaries are as follows: -

Name of company Group’s effective interest Principal activities


2020 2019
% %

Eupe Kemajuan Sdn. Bhd. 100 100 Property development


Esteem Glory Sdn. Bhd. 100 100 Property development
Eupe PJ South Development Sdn. Bhd. 100 100 Property development
Mera-Land (Malaysia) Sdn. Bhd. 100 100 Property development
Bukit Makmur Sdn. Bhd. 100 100 Property development
Riacon Sdn. Bhd. 100 100 Building construction and sale of building
materials
Eupe Golf Recreation & Tour Sdn. Bhd. # 100 100 Chalet and restaurant operation, recreation and
tour services
Eupe Golf Management Bhd. # 100 100 Management of club providing golf and
recreation facilities
Eupe Realty Sdn. Bhd. 100 100 Property investment and management
Pasar Taman Ria Sdn. Bhd. # 100 100 Operating a complex for rental of stalls
Ria Food Centre Sdn. Bhd. # 100 100 Operating a complex for rental of stalls
Ria Plaza Sdn. Bhd. # 100 100 Operating a complex for rental of stalls
Eupe Hotel Sdn. Bhd.# 100 100 Property rental
Eupe Homes (MM2H) Sdn. Bhd. # 100 100 Provision of services allowed under MM2H to
non-residents
Australasia Development (M) Pte. Ltd.# 70 70 Property development
Australasia Development Pte. Ltd.# 70 70 Property development

Subsidiaries of Eupe Kemajuan Sdn. Bhd.


Oriental Plus Sdn. Bhd. 100 100 Dormant
Tadika Pro-Dedikasi Sdn. Bhd. # 100 100 Dormant
Titian Sama Sdn. Bhd. 70 70 Property development
Eupe Development Sdn. Bhd. 60 60 Property development
Eupe Bangsar South Development (JV) Sdn. Bhd. 50 50 Property development

Subsidiary of Bukit Makmur Sdn. Bhd.


Makmur Longan Farming Sdn. Bhd. 70 70 Fruit cultivation

Subsidiary of Eupe Hotel Sdn. Bhd.


Millennium Pace Sdn. Bhd. # 100 100 Fruit cultivation

Subsidiaries of Eupe Golf Recreation & Tour Sdn. Bhd.


Cinta Sayang Management Sdn. Bhd. # 100 100 Restaurant operation & food catering

# Companies not audited by RSM Malaysia.


All subsidiaries are incorporated in Malaysia except for Australasia Development (M) Pte. Ltd. and Australasia Development Pte. Ltd.,
both of which are incorporated in Australia.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 99

Notes to The Financial Statements 29 February 2020 (cont’d)


8. INVESTMENTS IN SUBSIDIARIES (cont’d)
Non-controlling interests in subsidiaries

The Group’s subsidiaries that have material non-controlling interests (“NCI”) are as follows:

Eupe Bangsar Other


Eupe South individually
2020
Development Development Titian Sama immaterial
Sdn. Bhd. (JV) Sdn. Bhd. Sdn. Bhd. subsidiaries Total
NCI percentage of ownership
interest and voting interest 40% 50% 30%
RM’000 RM’000 RM’000 RM’000 RM’000

Carrying amount of NCI 5,038 55,834 12,626 (63) 73,435


Profit/(Loss) allocated to NCI 60 9,442 9,983 (59) 19,426

Summarised financial information before intra-group elimination:

2020
Non-current assets 13,952 5,751 64,763
Current assets 2,864 169,125 147,225
Non-current liabilities - (11,500) (54,806)
Current liabilities (4,222) (51,707) (115,095)
Net assets 12,594 111,669 42,087

Revenue - 83,815 133,402


Profit for the year 149 18,883 33,275
Total comprehensive income 149 18,883 33,275

Net cash generated from/(used in) :


- operating activities 4 (2,135) 9,251
- investing activities 6 350 53
- financing activities 75 (38,205) (4,972)
Net increase/(decrease) in cash
and cash equivalents 85 (39,990) 4,332
100 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


8. INVESTMENTS IN SUBSIDIARIES (cont’d)
Non-controlling interests in subsidiaries (cont’d)

Eupe Bangsar Other


Eupe South individually
2019
Development Development Titian Sama immaterial
Sdn. Bhd. (JV) Sdn. Bhd. Sdn. Bhd. subsidiaries Total
NCI percentage of ownership
interest and voting interest 40% 50% 30%
RM’000 RM’000 RM’000 RM’000 RM’000

Carrying amount of NCI 4,978 46,392 2,644 (6) 54,008


Profit/(Loss) allocated to NCI 176 28,394 2,828 (197) 31,201

Summarised financial information before intra-group elimination:

2019
Non-current assets 13,861 5,552 59,059
Current assets 2,759 158,494 108,344
Non-current liabilities - (29,502) (66,833)
Current liabilities (4,175) (41,759) (91,758)
Net assets 12,445 92,785 8,812

Revenue 830 219,216 58,190


Profit for the year 440 56,788 9,428
Total comprehensive income 440 56,788 9,428

Net cash generated from/(used in) :


- operating activities 705 28,637 (15,435)
- investing activities (792) (18,339) 16,292
- financing activities - 12,588 (375)
Net (decrease)/increase in cash
and cash equivalents (87) 22,886 482
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 101

Notes to The Financial Statements 29 February 2020 (cont’d)


9. OTHER INVESTMENTS
GROUP
2020 2019
RM’000 RM’000
At fair value through profit or loss
Investment in fixed income unit trusts - 7

10. INVENTORIES
GROUP
2020 2019
RM’000 RM’000
At cost:

Non-current
Land held for property development (a) 188,193 153,037

Current
Property development costs (b) 99,297 134,708
Completed properties 17,477 15,234
Building materials 809 814
Nursery plants 159 -
Food and beverages 4 70
Playground materials 15 15
Spare parts and consumables 8 53
117,769 150,894

(a) Land held for property development


GROUP
2020 2019
RM’000 RM’000
Cost
Balance as at 1 March 153,037 147,720
Additions during the financial year 41,833 9,784
Disposal during the financial year (45) (173)
Transferred to property development costs (b) (6,632) (4,294)
Balance as at 29 February/28 February 188,193 153,037

Freehold land, at cost 55,872 59,007


Leasehold land, at cost 77,740 45,414
Development cost 54,581 48,616
188,193 153,037

Certain land held for future development with a carrying value of RM102,857,000 (2019: RM66,817,000) have been
pledged to licensed banks for credit facilities granted to subsidiaries as disclosed in Note 22 and 23.

Included in development cost is interest expense capitalised during the financial year amounting to RM2,459,000
(2019: RM1,713,000).
102 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


10. INVENTORIES (cont’d)

(b) Property development costs


GROUP
2020 2019
RM’000 RM’000
Freehold land, at cost
Balance as at 1 March 45,271 44,389
Transferred from land held for property
development during the financial year (a) 3,261 971
Disposals during the financial year - (3)
Transferred to completed properties (144) -
Completed development project (1,388) (86)
Balance as at 29 February/28 February 47,000 45,271

Leasehold land, at cost


Balance as at 1 March/29 February/28 February 32,306 32,306

Development expenditure
Balance as at 1 March 452,450 256,644
Incurred during the financial year 138,775 193,681
Transferred from land held for property
development during the financial year (a) 3,371 3,323
Disposals during the financial year - (2)
Transferred to completed properties (2,219) -
Completed development project (29,380) (1,196)
Balance as at 29 February/28 February 562,997 452,450
642,303 530,027

Accumulated costs charged to statement of


profit or loss and other comprehensive income
Balance as at 1 March (395,319) (181,500)
Cost charged to profit or loss for the financial year (178,455) (215,101)
Reversal of cost of completed development project 30,768 1,282
Balance as at 29 February/28 February (543,006) (395,319)
99,297 134,708

Included in development expenditure is rental of equipment and interest expense capitalised during the financial year
amounting to RM NIL and RM5,857,000 (2019: RM108,000 and RM5,455,000) respectively.

The leasehold land with carrying value of RM32,306,000 (2019: RM32,306,000) has been pledged to a licensed bank
for credit facilities granted to a subsidiary as disclosed in Note 22.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 103

Notes to The Financial Statements 29 February 2020 (cont’d)


11. INVESTMENT PROPERTIES
GROUP
2020 2019
RM’000 RM’000

Balance as at 1 March 48,233 49,905


Additions - 291
Changes in fair value recognised in profit or loss - (1,015)
Disposals (2,482) (948)
Balance as at 29 February/28 February 45,751 48,233

The Group does not have investment properties which are held under lease terms.

The fair value of the investment properties was determined by the management at RM45,751,000 (2019: RM48,233,000)
based on comparison of recent transacted price of similar properties and desktop valuation performed by an independent
valuer adopting market value comparison method.

The investment properties with total carrying value of RM29,792,000 (2019: RM30,239,000) have been pledged to
licensed banks for credit facilities granted to subsidiaries as disclosed in Notes 22, 23, 25 and 26.

Fair value information

Details of the Group’s investment properties as at 29 February 2020 are as follows:

GROUP
2020 2019
RM’000 RM’000

Commercial properties 23,841 23,841


Bungalows 10,278 11,943
Food court and plaza 6,852 6,852
Condominiums 4,780 5,597
45,751 48,233

Level 1 fair value

Level 1 fair value is derived from quoted price (unadjusted) in active markets for identical investment properties that the
entity can access at the measurement date.

Level 2 fair value

Level 2 fair value is estimated using inputs other than quoted prices included within Level 1 that are observable for the
investment property, either directly or indirectly.

Level 2 fair values of land and buildings have been generally derived using the sales comparison approach. Sales price
of comparable properties in close proximity are adjusted for the differences in key attributes such as property size. The
most significant input into this valuation approach is price per square foot of comparable properties.

The fair value hierarchy of all the investment properties of the Group are within the definition of Level 2 fair value.

Level 3 fair value

Level 3 fair value is estimated using unobservable inputs for the investment property.

Policy on transfer between levels

The fair value of an asset to be transferred between levels is determined as of the date of the event or changes in
circumstances that caused the transfer.

Transfer between Level 1 and 2 fair values

There is no transfer between Level 1 and 2 fair values during the financial year.
104 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


12. DEFERRED TAX ASSETS/(LIABILITIES)
The following amounts, determined after appropriate offsetting, are shown in the statements of financial position.

GROUP
2020 2019
RM’000 RM’000

Deferred tax assets, net 2,344 2,385


Deferred tax liabilities, net (13,867) (14,653)
(11,523) (12,268)

(a) Movement in deferred tax during the year are as follows:


GROUP
2020 2019
RM’000 RM’000

Balance as at 1 March (12,268) (9,674)


Recognised in profit or loss (Note 34):
- Current year 516 (2,224)
- Over/(Under) provision in prior financial year 229 (370)
745 (2,594)
Balance as at 29 February/28 February (11,523) (12,268)

(b) The components of the deferred tax assets and liabilities at the end of the financial year comprise tax effects of:

GROUP
2020 2019
RM’000 RM’000
Deferred tax assets

Unabsorbed capital allowances and tax losses 935 913


Provisions 2,410 2,195
Other deductible temporary differences 149 462
Deferred tax assets (before offsetting) 3,494 3,570
Offsetting (1,150) (1,185)
Deferred tax assets (after offsetting) 2,344 2,385

Deferred tax liabilities

Temporary differences in respect of inventories 7,837 7,938


Temporary differences in respect of contract costs 1,770 2,170
Surplus arising from revaluation of investment properties 271 271
Excess of net book value over tax written down
value of property, plant and equipment 5,139 5,459
Deferred tax liabilities (before offsetting) 15,017 15,838
Offsetting (1,150) (1,185)
Deferred tax liabilities (after offsetting) 13,867 14,653
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 105

Notes to The Financial Statements 29 February 2020 (cont’d)


12. DEFERRED TAX ASSETS/(LIABILITIES) (cont’d)

(c) Unrecognised deferred tax assets


GROUP
2020 2019
RM’000 RM’000

Unabsorbed agricultural allowance 158 158


Unabsorbed capital allowances 205 294
Unabsorbed tax losses 1,829 2,456
Excess of net book value over tax written down
value of property, plant and equipment (52) (104)
Other deductible temporary differences 345 144
2,485 2,948

Deferred tax assets have not been recognised in respect of these items as it is not probable that taxable profit of
certain subsidiaries will be available against which the deductible temporary differences can be utilised.

With effect from year of assessment (“YA”) 2019, unabsorbed tax losses can only be carried forward for a maximum
period of seven (7) consecutive YAs to be utilised against income from any business source. Any amount which is
not deducted at the end of the period of 7 YAs shall be disregarded.

13. CONTRACT COSTS


GROUP
2020 2019
RM’000 RM’000

Costs to obtain sale of property contracts 6,085 6,980

Costs to obtain sale of property contracts represent sales commission paid to intermediaries which are amortised to
cost of sales when the related revenues are recognised.

During the financial year, RM3,612,000 (2019: RM1,899,000) was amortised to cost of sales as disclosed in Note 32.
106 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


14. CONTRACT ASSETS/(LIABILITIES)

2020 2019
RM’000 RM’000
Property development
Contract assets 167,424 108,917
Contract liabilities (12,880) (14,527)
154,544 94,390

The net movement of contract assets and contract liabilities is as follow:

2020 2019
RM’000 RM’000

Balance as at 1 March 94,390 34,404


Consideration payable to customers 2,506 4,193
Revenue recognised during the financial year 275,045 323,300
Progress billings issued during the financial year (217,397) (267,507)
Balance as at 29 February/28 February 154,544 94,390

The transaction price allocated to the remaining performance obligations (unsatisfied or partially unsatisfied) as at the
reporting date is as follows:

2020 2019
RM’000 RM’000

Sale of development properties under construction 305,464 440,413

The remaining performance obligations are expected to be recognised within 1 – 3 years which are in accordance with
the agreed time frames stated in the sale and purchase agreements signed with purchasers.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 107

Notes to The Financial Statements 29 February 2020 (cont’d)


15. TRADE AND OTHER RECEIVABLES
GROUP
2020 2019
RM’000 RM’000
Trade receivables

Third parties 53,137 23,734


Related party - 211
Less: Impairment loss - third parties (312) (531)
52,825 23,414
Other receivables, deposits and prepayments

Other receivables 22,158 11,772


Deposits 2,940 5,716
Prepayments 250 169
25,348 17,657
78,173 41,071

COMPANY
2020 2019
RM’000 RM’000

Deposits 7 5

(a) The credit terms of trade receivables granted by the Group range from 30 to 60 days (2019: 30 to 60 days) from date
of progress billings or range from 30 to 90 days (2019: 30 to 90 days) from date of invoice.

(b) The amount owing from a related party referred to amount due from a company in which a director has interest.

The amount owing from a related party represents retention sum relating to completed construction work amounted
to RM NIL (2019: RM211,000).

(c) Information on financial risk of trade and other receivables are disclosed in Note 43.

16. AMOUNT OWING FROM/(TO) SUBSIDIARIES

The amount owing from/(to) subsidiaries are unsecured, interest free and repayable upon demand.

17. SINKING FUNDS

The sinking funds of the Group are created under a trust deed to meet the refund of deposits on refundable membership
and cost of major periodic repairs of the golf club.
108 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


18. CASH AND CASH EQUIVALENTS
GROUP
2020 2019
RM’000 RM’000

Fixed deposits with licensed banks 6,198 7,894


Cash and bank balances 30,470 63,077
As reported in statements of financial position 36,668 70,971
Less: Bank overdrafts (Note 24) (2,518) (2,678)
Less: Fixed deposits pledged with licensed banks (5,959) (5,024)
As reported in statements of cash flows 28,191 63,269

COMPANY
2020 2019
RM’000 RM’000

Cash and bank balances 13 23

(a) Included in the Group’s cash and bank balances is an amount of RM24,846,000 (2019: RM36,444,000) held under
the Housing Development Account pursuant to Section 7A of the Housing Development (Control and Licensing) Act
1966. The utilisation of these balances are restricted, before completion of the housing development and fulfilling all
relevant obligations to the purchasers, the cash could be withdrawn from such account for the purpose of completing
the particular projects concerned.

(b) The fixed deposits of the Group have maturity periods ranging between 30 to 365 days (2019: 30 to 365 days).

(c) Included in fixed deposits with licensed banks of the Group is an amount of RM5,959,000 (2019: RM5,024,000)
pledged to licensed banks for bank facilities granted to the Group.

(d) The weighted average interest rate per annum of fixed deposits that was effective as at reporting date is as follows:

GROUP
2020 2019
% %

Fixed deposits with licensed banks 3.04 3.19

(e) Information on repricing analysis of cash and cash equivalents are disclosed in Note 43.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 109

Notes to The Financial Statements 29 February 2020 (cont’d)


19. SHARE CAPITAL

GROUP/COMPANY
2020 2019
RM’000 RM’000
Issued and fully paid

128,000,000 ordinary shares


As at 1 March 133,982 128,000
Transfer from share premium pursuant to Section
618(2) of the Companies Act 2016 - 5,982
As at 29 February/28 February 133,982 133,982

20. RESERVES

GROUP
2020 2019
RM’000 RM’000
Non-distributable:
Foreign currency translation reserve (209) (40)

Distributable:
Retained earnings 218,552 186,611
218,343 186,571

COMPANY
2020 2019
RM’000 RM’000
Distributable:
Retained earnings 14,566 16,147
110 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


21. BORROWINGS

GROUP
2020 2019
Note RM’000 RM’000
Current
Secured
Term loans 22 26,814 23,575
Revolving credits 23 48,510 40,510
Bank overdrafts 24 2,518 2,678
Bankers’ acceptances 25 1,141 928
Invoice financing 26 944 1,142
Hire purchase liabilities 27 167 129
80,094 68,962
Unsecured
Hire purchase liabilities 27 - 45
Total current portion 80,094 69,007

Non-current
Secured
Term loans 22 94,756 102,543
Hire purchase liabilities 27 487 123
Total non-current portion 95,243 102,666
Total borrowings 175,337 171,673

Secured
Term loans 22 121,570 126,118
Revolving credits 23 48,510 40,510
Bank overdrafts 24 2,518 2,678
Bankers’ acceptances 25 1,141 928
Invoice financing 26 944 1,142
Hire purchase liabilities 27 654 252
175,337 171,628
Unsecured
Hire purchase liabilities 27 - 45
Total borrowings 175,337 171,673

Reconciliation of liabilities arising from financing activities:

2020 2019
RM’000 RM’000

At 1 March 171,673 160,892


Cash flows:
Drawdown of loans 107,307 113,612
Repayment of loans (103,643) (102,831)
At 29 February/28 February 175,337 171,673
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 111

Notes to The Financial Statements 29 February 2020 (cont’d)


22. TERM LOANS

GROUP
2020 2019
RM’000 RM’000
Secured
Term loan I repayable by 120 monthly instalments of
RM72,818 each commencing September 2012 392 1,335

Term loan II repayable by 84 monthly instalments of


RM101,190 each commencing June 2016 3,049 4,269

Term loan III repayable by 179 monthly instalments of


RM38,888 each with final instalment of RM39,048 commencing July 2017 4,555 4,695

Term loan IV repayable by 60 monthly instalments of


RM567,000 each commencing February 2018 19,885 26,689

Bridging loan V repayable by 6 monthly instalments of


RM1,000,000 each commencing June 2019,
15 monthly instalments of RM1,500,000 each commencing
December 2019 and last instalment of RM11,500,000 by March 2021 29,500 40,000

Bridging loan VI repayable by 44 monthly instalments of


RM1,503,674 each commencing December 2020 39,944 18,867

Term loan VII repayable by 48 monthly instalments of


RM563,068 each commencing April 2021 24,245 -

Term loan VIII repayable by 44 monthly instalments of


RM569,672 each commencing May 2018 - 266

Term loan IX repayable by 44 monthly instalments of


RM694,004 each commencing September 2019 - 29,997

121,570 126,118

The term loans of the Group are secured by way of:

(i) fixed charge over certain freehold land and building as disclosed in Note 6;

(ii) fixed charge over certain freehold land and leasehold land as disclosed in Notes 10(a) and 10(b);

(iii) fixed charge over certain investment properties as disclosed in Note 11;

(iv) fixed deposits as disclosed in Note 18;

(v) corporate guarantee by the Company; and

(vi) joint and several guarantee by certain directors of a subsidiary company.


112 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


22. TERM LOANS (cont’d)
Repayment terms

The term loans are repayable by instalments of varying amounts over the following periods:

GROUP
2020 2019
RM’000 RM’000

Not later than one year 26,814 23,575

Non-current
Later than one year and not later than five years 91,934 92,974
More than five years 2,822 9,569
94,756 102,543
121,570 126,118

The term loans bear interest ranging from 4.32% to 5.66% (2019: 4.86% to 5.88%) per annum.

The weighted average interest rate per annum of term loans that was effective as at reporting date is as follows:

GROUP
2020 2019
% %

Term loans 5.03 5.44

Information on repricing analysis of term loans is disclosed in Note 43.

23. REVOLVING CREDITS – SECURED

The revolving credits of the Group are secured by way of legal charges over certain freehold land and certain investment
properties as disclosed in Note 10(a) and 11.

The weighted average interest rate per annum of revolving credits that was effective as at reporting date is as follows:

GROUP
2020 2019
% %

Revolving credits 4.66 5.17

Information on repricing analysis of revolving credits is disclosed in Note 43.


EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 113

Notes to The Financial Statements 29 February 2020 (cont’d)


24. BANK OVERDRAFTS – SECURED

The bank overdrafts of the Group are secured by first legal charges over certain freehold land of the Group as disclosed
in Note 6 and corporate guarantees issued by the Company.

The weighted average interest rate per annum of bank overdrafts that was effective as at reporting date is as follows:

GROUP
2020 2019
% %

Bank overdrafts 7.86 8.13

Information on repricing analysis of bank overdrafts is disclosed in Note 43.

25. BANKERS’ ACCEPTANCES - SECURED

The bankers’ acceptances of the Group are secured by way of legal charges over certain investment properties as
disclosed in Note 11 and corporate guarantees issued by the Company.

The weighted average interest rate per annum of bankers’ acceptances that was effective as at reporting date is as follows:

GROUP
2020 2019
% %

Bankers’ acceptances 4.61 5.09

Information on repricing analysis of bankers’ acceptances is disclosed in Note 43.

26. INVOICE FINANCING – SECURED

The invoice financing of the Group are secured by way of legal charges over certain investment properties as disclosed
in Note 11 and corporate guarantees issued by the Company.

The weighted average interest rate per annum of invoice financing that was effective as at reporting date is as follows:

GROUP
2020 2019
% %

Invoice financing 6.15 6.49

Information on repricing analysis of invoice financing is disclosed in Note 43.


114 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


27. HIRE PURCHASE LIABILITIES

The bank overdrafts of the Group are secured by first legal charges over certain freehold land of the Group as disclosed
in Note 6 and corporate guarantees issued by the Company.

The weighted average interest rate per annum of bank overdrafts that was effective as at reporting date is as follows:

GROUP
2020 2019
RM’000 RM’000
Minimum hire purchase instalments: -
- not later than one year 194 184
- later than one year and not later than five years 526 129
720 313
Less: Future interest charges (66) (16)
Present value of hire purchase liabilities 654 297

Repayable as follows:

Current liabilities
- not later than one year 167 174

Non-current liabilities
- later than one year and not later than five years 487 123
654 297

The effective interest rate per annum of hire purchase liabilities as at reporting date is as follow:

GROUP
2020 2019
% %

Hire purchase liabilities 4.29 4.68

Information on repricing analysis of hire purchase liabilities is disclosed in Note 43.


EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 115

Notes to The Financial Statements 29 February 2020 (cont’d)


28. LEASE LIABILITIES

GROUP
2020
RM’000
Minimum lease repayments: -
- not later than one year 408
- later than one year and not later than five years 257
665
Less: Future interest charges (30)
Present value of lease liabilities 635

Repayable as follows:

Current liabilities
- not later than one year 383

Non-current liabilities
- later than one year and not later than five years 252
635

The effective interest rate per annum of lease liabilities as at reporting date is as follow:

GROUP
2020
%

Lease liabilities 5.40

Information on repricing analysis of lease liabilities is disclosed in Note 43.


116 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


29. TRADE AND OTHER PAYABLES

GROUP
2020 2019
RM’000 RM’000
Trade payables
Third parties 7,375 5,769
Retention payables 24,717 23,491
32,092 29,260
Other payables
Other payables, deposits and accruals 34,067 29,130
Member deposits 1,175 1,659
35,242 30,789
67,334 60,049

COMPANY
2020 2019
RM’000 RM’000

Other payables and accruals 68 139

(a) The member deposits of the Group is referring to golf memberships which are transferable.

(b) Information on financial risk of trade and other payables is disclosed in Note 43.

30. PROVISIONS

Liquidated
GROUP Infrastructure Renovation ascertained
cost cost damages Total
RM’000 RM’000 RM’000 RM’000

Balance as at 1 March 2018 9,372 1,454 - 10,826


Utilisation during the financial year (750) (198) - (948)
Balance as at 28 February/
1 March 2019 8,622 1,256 - 9,878
Additions during the financial year 1,294 1 1,208 2,503
Utilisation during the financial year (649) (119) - (768)
Balance as at 29 February 2020 9,267 1,138 1,208 11,613

Provision for infrastructure cost refers to further costs on infrastructures of township development projects which the
Group has partially developed and is obligated to incur for the completion of the entire development projects as a whole.

Provision for renovation cost relates to obligation of the Group in renovating the remaining units held in Sky Residence
Condominium as and when the units are sold.

Provision of liquidated ascertained damages (“LAD”) is the expected LAD claims calculated at a rate indicated in the
sale and purchase agreement from the expiry of the vacant possession date stipulated in the said sale and purchase
agreement until the date the purchaser takes vacant possession of the property.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 117

Notes to The Financial Statements 29 February 2020 (cont’d)


31. REVENUE

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
Revenue from contracts
with customers:
- revenue from property
development 275,045 323,300 - -
- sale of completed properties 1,073 10,986 - -
- revenue from water theme park
and resort operations
and sport and recreation 10,198 11,944 - -
- sale of building materials 9,521 11,099 - -
- sale of fruits and other supplies 167 334 - -
296,004 357,663 - -
Revenue from other source:
- gross dividend income
from subsidiaries - - 1,400 1,250
- rental income from
investment properties 2,316 2,276 - -
2,316 2,276 1,400 1,250
298,320 359,939 1,400 1,250
Timing of revenue:
- at a point in time 20,959 34,363 - -
- over time 275,045 323,300 - -
296,004 357,663 - -

32. COST OF SALES

GROUP
2020 2019
RM’000 RM’000

Property development cost 178,455 215,101


Amortisation of contract costs (Note 13) 3,612 1,899
182,067 217,000
Completed properties 548 7,258
Service rendered 2,310 2,347
Building materials sold 8,397 9,836
Others 8,077 4,573
201,399 241,014
118 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


33. PROFIT BEFORE TAX

Profit before tax is stated after charging: -

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000

Auditors’ remuneration 204 214 40 40


Bad debts written off 51 26 - -
Depreciation of property,
plant and equipment 3,020 3,856 - -
Depreciation of right-of-use assets 379 - - -
Directors’ emoluments 1,699 1,627 418 317
Expenses relating to:
- leases of low-value assets 17 - - -
- short-term leases 758 - - -
Impairment loss on property,
plant and equipment - 103 - -
Impairment loss on
trade receivables 17 393 - -
Interest expense on:
- bankers’ acceptances 38 59 - -
- bank overdrafts 219 358 - -
- hire purchase liabilities 31 31 - -
- invoice financing 59 112 - -
- leases 50 - - -
- revolving credits 378 25 - -
- term loans 538 669 - -
Loss from fair value adjustment
on investment properties - 1,015 - -
Loss on disposal of
investment properties 19 150 - -
Property, plant and
equipment written off 14 6 - -
Rental expense on:
- premises - 1,665 - -
- equipment - 97 - -

And crediting:

Bad debts recovered 5 - - -


Dividend income from
subsidiary companies - - 1,400 1,250
Gain from disposal of property,
plant and equipment 56 69 - -
Impairment loss on trade
receivables no longer required 236 - - -
Insurance compensation received - 12 - -
Interest income 1,114 1,812 - 109
Rental income from:
- investment properties 2,177 2,140 - -
- others 651 715 - -

Direct operating expenses from investment properties that generated rental income of the Group during the financial year
amounted to approximately RM1,630,000 (2019: RM1,340,000).
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 119

Notes to The Financial Statements 29 February 2020 (cont’d)


34. TAX EXPENSE

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
Malaysian income tax:
Current year 18,701 20,552 - -
(Over)/Under provision in prior
financial years (56) 583 - -
18,645 21,135 - -
Deferred tax: (Note 12a)
Current year (516) 2,224 - -
(Over)/Under provision in prior
financial years (229) 370 - -
(745) 2,594 - -
Total tax expense 17,900 23,729 - -

The Malaysian income tax is calculated at the statutory tax rate of 24% (2019: 24%) of the estimated taxable profit for
the fiscal year.

A reconciliation of income tax expense on the financial results with the applicable statutory tax rate is as follows:

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000

Profit before tax 71,187 85,230 339 261


Tax at Malaysian statutory
tax rate of 24% (2019: 24%) 17,085 20,455 81 63
Tax effects in respect of:
Crystalisation of deferred tax
liabilities on revaluation surplus (163) (179) - -
Deferred tax assets not recognised 24 1,112 - -
Depreciation on non-qualifying
property, plant and equipment 75 50 - -
Income not subject to tax (89) (81) (336) (326)
Non-allowable expenses 1,740 1,419 255 263
Utilisation of deferred tax assets
previously not recognised (487) - - -
18,185 22,776 - -
(Over)/Under provision
in prior financial years
- income tax (56) 583 - -
- deferred tax (229) 370 - -
Tax expense 17,900 23,729 - -
120 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


35. EARNINGS PER ORDINARY SHARE
Basic earnings per ordinary share of the Group is calculated by dividing the profit for the financial year attributable to
ordinary equity holders of the Company for the financial year by the weighted average number of ordinary shares in issue
during the financial year.

GROUP
2020 2019

Profit attributable to ordinary equity holders of the Company (RM’000) 33,861 30,300

Number of ordinary shares in issue (‘000) 128,000 128,000

Basic earnings per ordinary share (sen) 26.45 23.67

The diluted earnings per share of the Group is equal to the basic earnings per share as the Group does not have any
material potential dilutive ordinary shares in issue.

36. EMPLOYEE BENEFITS


The employee benefits during the financial year are as follows:

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000

Salaries and wages 17,798 17,938 - -


Contributions to defined
contribution plan 2,252 2,271 - -
Other benefits 1,515 1,560 - -
21,565 21,769 - -

37. DIVIDEND
The following dividend was declared and paid by the Company in respect of the financial year ended 29 February 2020:

2020
RM’000

Interim single-tier dividend of 1.50 sen per ordinary share


declared on 16 January 2020 and paid on 3 March 2020 1,920

The directors do not recommend any final dividend in respect of the financial year ended 29 February 2020.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 121

Notes to The Financial Statements 29 February 2020 (cont’d)


38. RELATED PARTY DISCLOSURES
(a) Identities of related parties

Parties are considered to be related to the Group if the Group or the Company has the ability, directly or indirectly,
to control the party or exercise significant influence over the party in making financial and operating decisions, or
vice versa, or where the Group or the Company and the party are subject to common control or common significant
influence. Related parties may be individuals or other entities.

The Company has controlling related party relationship with its direct and indirect subsidiaries.

(b) Significant related party transactions

Related parties of the Group and the Company include:

(i) Direct and indirect subsidiaries as disclosed in Note 8.

(ii) Key management personnel are defined as those persons having authority and responsibility for planning,
directing and controlling the activities of the Group either directly or indirectly. The key management personnel
includes all the directors of the Company and certain members of senior management of the Group and the
Company.

The Group and the Company have related party’s relationship with the following parties:

Close members of the family of certain directors:

- Dato’ Paduka Beh Heng Seong


- Datin Paduka Teoh Choon Boay

Entity in which a director of the Company has interest:

- Wong, Beh & Toh


- Just Bread Sdn. Bhd.

Entities controlled by a close member of the family of certain directors:

- Eupe Food Court Sdn. Bhd.


- Kam Pian Garden Development Sdn. Bhd.
- Padang Serai Birdnest Sdn. Bhd.
- Xin Seng Vege Enterprise

In addition to the transactions detailed elsewhere in the financial statements, the Group and the Company had the
following transactions with related parties during the financial year:
122 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


38. RELATED PARTY DISCLOSURES (cont’d)
(b) Significant related party transactions (cont’d)

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
Subsidiaries
Gross dividend income - - 1,400 1,250

Close members of the family


of certain directors
Advisory fees paid 100 240 - -
Sales of property** - 561 - -

Director
Sales of property** 810 - - -

Entities in which a director


of the Company has interest
Professional fees paid** 327 413 - -
Rental income 18 - - -

Entities controlled by
a close member of the
family of certain directors
Rental income 34 47 - -
Sales of bird nest** 98 134 - -
Sales of shop lots - 825 - -
Sales of fruits 32 81 - -

** At the Annual General Meeting of the Company held on 25 July 2019, the Company obtained its shareholders’
mandate for the Group to enter into these recurrent related party transactions.
The related party transactions described above were carried out on negotiated and mutually agreed terms and conditions.

(c) Compensation of key management personnel

The remuneration of key management personnel of the Company and subsidiaries during the financial year are as follows:

GROUP COMPANY
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000

Directors’ fee and allowances 353 240 353 240


Short term employee benefits 3,646 3,808 65 77
Contributions to defined
contribution plans 397 363 - -
Other benefits 12 9 - -
4,408 4,420 418 317

Included in the above is remuneration of the Group Managing Director and Executive Director received from the Group
and from the Company amounting to RM1,257,000 (2019: RM1,278,000) and RM10,000 (2019: RM20,000) respectively.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 123

Notes to The Financial Statements 29 February 2020 (cont’d)


39. CONTINGENT LIABILITIES – UNSECURED
As at the end of the financial year, the Group and the Company have the following contingent liabilities: -

GROUP
2020 2019
RM’000 RM’000
Liquidated ascertained damages (“LAD”)
in respect of the late delivery of properties 4,876 -

COMPANY
2020 2019
RM’000 RM’000
Corporate guarantees for bank facilities granted to subsidiaries
- amount utilised 191,208 187,116
Corporate guarantees to suppliers of a subsidiary company
- amount utilised 135 261
Total facilities available to subsidiaries which are
guaranteed by the Company 476,925 454,789

Contingent liabilities arising from LAD is in respect of the late delivery of properties due to Movement Control Order
(“MCO”) and Conditional Movement Control Order (“CMCO”) imposed by the Government as disclosed in Note 47.

Property developers in the country including the Group have jointly lobbied for Extension of Time (“EOT”) for the period
of MCO and CMCO from the Government through Real Estate & Housing Developers’ Association (“REHDA”) Malaysia.
As at date of financial statements, the EOT has yet to be granted by the Government.

In view of the uncertain outcome on the grant of EOT, the possible liquidated ascertained damages arising from the late
delivery of properties during the period of MCO and CMCO are disclosed as contingent liabilities.

40. CAPITAL COMMITMENTS


As at the end of the financial year, the Group has the following capital commitments: -

GROUP
2020 2019
RM’000 RM’000
Acquisition of leasehold lands
Contracted but not provided for - 29,093
124 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


41. OPERATING SEGMENTS
The Group comprises the following main business segments which are based on the Group’s management and internal
reporting structure:

Property development : Development of residential and commercial properties.

Chalet and golf operation and management : Operations and management of chalet, restaurant,
golf club operations and recreation facilities.

Property construction : Construction of residential and commercial properties,


and sales of building material.

Others : Rental of properties, management of complex,


fruits cultivation and kindergarten operations.

Performance is measured based on the segment revenue and profit before tax, interest, depreciation and amortisation,
as included in the internal management reports that are reviewed by the Group Managing Director (the Chief Operating
Decision Maker). Segment profit is used to measure performance as management believes that such information the
most relevant in evaluating the results of certain segments relative to other entities that operate within these industries.

Segment assets

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

Segment liabilities

The total of segment liability is measured based on all liabilities of a segment, as included in the internal management
reports that are reviewed by the Group Managing Director.

Segment capital expenditure

Segment capital expenditure is the total cost incurred during the financial year to acquire property, plant and equipment,
investment properties and intangible assets other than goodwill.

Allocation basis and inter-segment pricing

Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be
allocated on a reasonable basis. Inter-segment prices between business segments are set on an arm’s length basis in
a manner similar to transactions with third parties. Segment revenue, expenses and results include transfer between
business segments. These segments are eliminated on consolidation.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 125

Notes to The Financial Statements 29 February 2020 (cont’d)


41. OPERATING SEGMENTS (cont’d)
The following table provides an analysis of the Group’s revenue, results, assets, liabilities and other information by
business segment:

Chalet and golf


Financial year Property operation and Property
ended 29 February 2020 development management construction Others Eliminations Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue
Revenue from external customer 276,118 10,197 9,521 2,484 - 298,320
Inter-segment revenue - - 33,360 1,867 (35,227) -
Total revenue 276,118 10,197 42,881 4,351 (35,227) 298,320

Results
Segment result 72,302 (1,878) 1,764 1,073 (1,875) 71,386
Interest income 1,008 68 30 8 - 1,114
Interest expense (279) (510) (463) (113) 52 (1,313)
Profit/(Loss) before tax 73,031 (2,320) 1,331 968 (1,823) 71,187
Tax expense (18,091) 281 - (190) 100 (17,900)
Profit/(Loss) for the financial year 54,940 (2,039) 1,331 778 (1,723) 53,287

At 29 February 2020

Assets
Segment assets 681,760 60,830 112,439 212,781 (361,404) 706,406
Tax assets 832 5 1,433 1 - 2,271
Deferred tax assets 2,344 - - - - 2,344
Total assets 684,936 60,835 113,872 212,782 (361,404) 711,021

Liabilities
Segment liabilities 273,885 15,026 29,635 40,049 (266,133) 92,462
Borrowings 140,468 7,046 27,431 392 - 175,337
Tax liabilities 3,335 203 - 57 - 3,595
Deferred tax liabilities 1,781 3,728 - 521 7,837 13,867
Total liabilities 419,469 26,003 57,066 41,019 (258,296) 285,261

Other information
Capital expenditure 528 618 773 809 (325) 2,403
Depreciation of property,
plant and equipment 340 2,295 282 113 (10) 3,020
Bad debts written off - 42 - 9 - 51
Property, plant and
equipment written off 7 1 6 - - 14
126 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


41. OPERATING SEGMENTS (cont’d)

Chalet and golf


Financial year Property operation and Property
ended 28 February 2019 development management construction Others Eliminations Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue
Revenue from external customer 334,286 11,945 11,099 2,609 - 359,939
Inter-segment revenue - - 37,151 1,598 (38,749) -
Total revenue 334,286 11,945 48,250 4,207 (38,749) 359,939

Results
Segment result 90,699 (3,317) (1,745) 704 (1,669) 84,672
Interest income 1,618 64 12 118 - 1,812
Interest expense (295) (543) (330) (86) - (1,254)
Profit / (Loss) before tax 92,022 (3,796) (2,063) 736 (1,669) 85,230
Tax expense (23,017) (6) 1 (283) (424) (23,729)
Profit / (Loss) for the financial year 69,005 (3,802) (2,062) 453 (2,093) 61,501

At 28 February 2019

Assets
Segment assets 588,528 62,125 101,231 205,186 (310,406) 646,664
Tax assets 128 - 2,867 2 - 2,997
Deferred tax assets 2,385 - - - - 2,385
Total assets 591,041 62,125 104,098 205,188 (310,406) 652,046

Liabilities
Segment liabilities 226,718 13,618 29,432 30,918 (216,232) 84,454
Borrowings 143,729 7,418 19,192 1,334 - 171,673
Tax liabilities 6,438 202 - 65 - 6,705
Deferred tax liabilities 2,178 4,017 - 520 7,938 14,653
Total liabilities 379,063 25,255 48,624 32,837 (208,294) 277,485

Other information
Capital expenditure 50 1,374 414 74 - 1,912
Depreciation of property,
plant and equipment 477 2,864 351 164 - 3,856
Bad debts written off 4 22 - - - 26
Property, plant and
equipment written off 2 3 1 - - 6
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 127

Notes to The Financial Statements 29 February 2020 (cont’d)


42. FINANCIAL INSTRUMENTS
Categories of financial instruments are as follows:

GROUP
2020 2019
RM’000 RM’000
Financial assets at amortised cost
- contract assets (exclude consideration payable to customers) 164,958 111,024
- trade and other receivables (exclude prepayments) 77,923 40,902
- cash and cash equivalents 36,668 70,971
279,549 222,897

Financial assets at fair value through profit or loss


- other investments - 7
279,549 222,904

Financial liabilities at amortised cost


- trade and other payables 67,334 60,049
- borrowings 175,337 171,673
- lease liabilities 635 -
243,306 231,722

COMPANY
2020 2019
RM’000 RM’000
Financial assets at amortised cost
- trade and other receivables (exclude prepayments) 7 5
- amount owing by subsidiaries 39,673 34,505
- cash and cash equivalents 13 23
39,693 34,533
Financial liabilities at amortised cost
- trade and other payables 68 139
- amount owing to subsidiaries 8,497 1,185
8,565 1,324
128 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


43. FINANCIAL RISK MANAGEMENT
The Board of Directors recognises the importance of financial risk management in the overall management of the Group’s
businesses. A sound risk management system will not only mitigate financial risk but will be able to create opportunities
if risk elements are properly managed.

The Group’s overall financial risk management objective is to ensure that the Group value for its shareholders whilst
minimising the potential adverse effects on the performance of the Group. Financial risk management is carried out
through risk reviews, internal control systems and adherence to the Group’s financial risk management policies, set out
as follows:

(a) Liquidity and cash flow risk

The Group is actively managing its operating cash flow to suit the debt maturity so to ensure all commitments and
funding needs are met. As part of the overall liquidity management, it is the Group’s policy to ensure continuity in
servicing its cash obligations in the future by forecasting its cash commitments and maintaining sufficient levels of
cash or cash equivalents to meet its working capital requirements. In addition, the Group also maintains available
banking facilities sufficient to meet its operational needs.

The table below summarises the maturity profile of the Group’s liabilities at the reporting date based on contracted
undiscounted repayment obligations.

On demand
or within one Two to five More than five
year years years Total
RM’000 RM’000 RM’000 RM’000
2020
Financial liabilities
Trade and other payables 48,604 18,730 - 67,334
Borrowings 82,592 99,195 2,718 184,505
Lease liabilities 408 257 - 665

Total undiscounted financial liabilities 131,604 118,182 2,718 252,504

2019
Financial liabilities
Trade and other payables 47,384 12,665 - 60,049
Borrowings 75,135 108,218 4,818 188,171

Total undiscounted financial liabilities 122,519 120,883 4,818 248,220


EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 129

Notes to The Financial Statements 29 February 2020 (cont’d)


43. FINANCIAL RISK MANAGEMENT (cont’d)
(b) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and other prices
that will affect the Group’s and the Company’s financial position or cash flows.

(i) Currency risk

The Group is exposed to currency exchange risk as a result of the foreign currency denominated transactions
entered into by the Group during the course of business. The currency involved is Australian Dollar. In addition,
subsidiaries operating in Australia have assets and liabilities together with expected cash flows from anticipated
transactions denominated in foreign currency that give rise to foreign exchange exposure.

The Group monitors the movement in foreign currency exchange rates closely to ensure its exposures are
minimised. The Group does not enter into any hedging contract to hedge this risk. The directors are of the view
that there is no material impact and hence no sensitivity analysis could be presented.

The net unhedged financial assets and financial liabilities of the Group that are not denominated in their
functional currency is as follow: -

Net financial assets/(liabilities)


held in non-functional currency
Functional currency – Australian Dollar RM’000
At 29 February 2020
Financial assets
Other receivables, deposits and prepayments 3,527
Cash and cash equivalents 186
3,713
Financial liabilities
Trade and other payables (3,861)

At 28 February 2019
Financial assets
Other receivables, deposits and prepayments 3,717
Cash and cash equivalents 196
3,913
Financial liabilities
Trade and other payables (3,933)
130 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


43. FINANCIAL RISK MANAGEMENT (cont’d)
(b) Market risk (cont’d)

(ii) 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 the Group’s borrowings and is managed through the use of fixed and floating
rate debts. The fixed rate borrowings expose the Group to fair value interest rate risk which is partially offset
by borrowings obtained at floating rate. The Group’s floating rate borrowings are exposed to a risk of change
in cash flows due to changes in interest rates. Investments in equity securities and short term receivables
and payables are not significantly exposed to interest rate risk. The Group does not use derivative financial
instruments to hedge its risk.

The Group also earns interest income derived from the placement of short-term deposits with licensed banks
and financial institutions.

The Group regularly reviews these risks and takes proactive measures to mitigate the potential impact of such risk.

Fair value sensitivity analysis for fixed rate instruments

The Group does not account for any fixed rate instruments at fair value through profit or loss. Therefore, a
change in interest rates at the reporting date would not affect the profit or loss.

Sensitivity analysis for floating rate instruments

A change of 25 basis points in interest rates at the reporting date would result in the profit net of tax to be
higher/(lower) by the amounts shown below. This analysis assumes that all other variables remain constant.

GROUP
2020 2019
RM’000 RM’000
Profit net of tax
Floating rate instruments
25 basis point (0.25%) increase (333) (326)
25 basis point (0.25%) decrease 333 326

The assumed movement in basis point for interest rate sensitivity analysis is based on current observable
market environment.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 131

Notes to The Financial Statements 29 February 2020 (cont’d)


43. FINANCIAL RISK MANAGEMENT (cont’d)
(b) Market risk (cont’d)

Weighted average effective interest rates (‘WAEIR’) and repricing analysis

In respect of interest-earning financial assets and interest-bearing financial liabilities, the following table indicates
their weighted average effective interest rates at the statement of financial position date and the period in which they
reprice or mature, whichever is earlier:

Within Between Between Between Between More than


Group NOTE WAEIR 1 year 1-2 years 2-3 years 3-4 years 4-5 years 5 years Total
% RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
2020
Fixed rates
Fixed deposits with
licensed banks 18 3.04 6,198 - - - - - 6,198
Hire purchase liabilities 27 4.29 167 135 142 149 61 - 654
Lease liabilities 28 5.40 383 252 - - - - 635

Floating rates
Bankers’ acceptances 25 4.61 1,141 - - - - - 1,141
Bank overdrafts 24 7.86 2,518 - - - - - 2,518
Invoice financing 26 6.15 944 - - - - - 944
Revolving credits 23 4.66 48,510 - - - - - 48,510
Term loans 22 5.03 26,814 25,126 27,923 23,833 15,052 2,822 121,570

2019
Fixed rates
Fixed deposits with
licensed banks 18 3.19 7,894 - - - - - 7,894
Hire purchase liabilities 27 4.68 174 79 44 - - - 297

Floating rates
Bankers’ acceptances 25 5.09 928 - - - - - 928
Bank overdrafts 24 8.13 2,678 - - - - - 2,678
Invoice financing 26 6.49 1,142 - - - - - 1,142
Revolving credits 23 5.17 40,510 - - - - - 40,510
Term loans 22 5.44 23,575 35,178 28,217 15,848 13,731 9,569 126,118
132 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


43. FINANCIAL RISK MANAGEMENT (cont’d)
(b) Market risk (cont’d)

(iii) Other price risk

Equity price risk arises from the Group’s investments in equity securities.

There are no material investments in equity securities to the Group and hence no sensitivity analysis has been
presented.

(c) Credit risk

Credit risk arises when sales are made on deferred credit terms. The Group controls these risks by the application
of credit approvals, limits and monitoring procedures. Credit risks are minimised and monitored by strictly limiting
the Group’s associations to business partners with high creditworthiness. Trade receivables are monitored on an
ongoing basis via Group management reporting procedures. The Group does not have any significant exposure
to any individual customer or counterparty nor does it have any major concentration of credit risk related to any
financial instrument.

The credit quality of trade receivables that are neither past due nor impaired are substantially amounts due from
customers with good collection track record with the Group. Management will continuously monitor closely the trade
receivables which are past due.

Credit risk arising from property development

The Group does not have any significant credit risk from its property development activities as its services and
products are predominantly rendered and sold to a large number of property purchasers using financing from
reputable end-financiers.

Trade receivables are monitored on an on-going basis via Group management reporting procedures. The Group
does not have any significant exposure to any individual customer or counterparty nor does the Group have any
major concentration of credit risk related to any financial instruments. Credit risk with respect to trade receivables
are limited as the ownership and rights to the properties revert to the Group in the event of default.

Credit risk arising from investment properties

Credit risks arising from outstanding receivables from the tenants are minimised and monitored by strictly limiting
the Group’s association to business partners with high creditworthiness. Furthermore, the tenants have placed
security deposits with the Group which acts as collateral. Due to these factors, no additional credit risk beyond
amounts allowed for collection losses is inherent in the Group’s trade receivables.

Credit risk arising from other activities of the Group

Concentration of credit risk with respect to trade receivables is limited due to the Group’s large number of customers.
The Group’s historical experience in collection of trade receivables fall within the recorded allowances. Due to these
factors, no additional credit risk beyond amounts allowed for collections losses is inherent in the Group’s trade
receivables.

Credit risk arising from deposits with licensed banks

Concentration of credit risk arising from deposits with licensed banks is limited as bank deposits are held with banks
with strong financial strength.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 133

Notes to The Financial Statements 29 February 2020 (cont’d)


43. FINANCIAL RISK MANAGEMENT (cont’d)
(c) Credit risk (cont’d)

(i) the ageing analysis of trade receivables as at the end of the reporting date was:

GROUP
2020 2019
RM’000 RM’000

Neither past due nor impaired 40,215 13,305


Past due but not impaired:
1 to 30 days past due 6,816 3,572
31 to 60 days past due 859 1,337
61 to 90 days past due 210 634
91 to 120 days past due 655 583
More than 120 days past due 4,070 3,983
12,610 10,109
Impaired 312 531
53,137 23,945

The impaired trade receivables are more than 120 days past due and comprised of collective impairment.

The movement of the allowance of impairment loss is as follows:

GROUP
2020 2019
RM’000 RM’000

At beginning of financial year 531 138


Charge during the financial year 17 393
Reversal during the financial year (236) -
At end of financial year 312 531

Receivables that are neither past due nor impaired

Trade receivables that are neither past due nor impaired are creditworthy debtors with good payment records
with the Group.

None of the Group’s trade receivables that are neither past due nor impaired have been renegotiated during the
financial year.

Receivables that are past due but not impaired

As at 29 February 2020, trade receivables for the Group of RM12,610,000 (2019: RM10,109,000) were past due
but not impaired. These relate to a number of customers for whom there is no recent history of default, have
met the Group’s approved credit policies and are monitored on an on-going basis.

The other classes within trade and other receivables do not contain impaired assets.

The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivables
mentioned above.
134 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


43. FINANCIAL RISK MANAGEMENT (cont’d)
(c) Credit risk (cont’d)

(ii) Financial guarantees

The Company provides unsecured financial guarantees to banks in respect of banking facilities granted to
subsidiaries.

The Company monitors on an ongoing basis the results of the subsidiaries and repayments made by the
subsidiaries.

The maximum exposure to credit risk amounts to RM191,208,000 (2019: RM187,116,000) representing the
outstanding banking facilities of the subsidiaries as at end of the reporting date.

As at end of the reporting date, there was no indication that any subsidiary would default on repayment.

The financial guarantees have not been recognised since the fair value on initial recognition was not material.

(iii) Inter-company balances

The Company provides unsecured loans and advances to subsidiaries. The Company monitors the results of
the subsidiaries regularly.

As at end of the reporting date, the maximum exposure to credit risk is represented by their carrying amounts
in the statement of financial position.

As at end of the reporting date, there was no indication that the loans and advances to the subsidiaries are not
recoverable.

44. FAIR VALUE OF FINANCIAL INSTRUMENTS


The carrying amounts of cash and cash equivalents, short term receivables and payables approximate fair values due
to the relatively short term nature of these financial instruments. As borrowings are obtained from licensed financial
institutions at the prevailing market rate, the carrying amount of these financial liabilities approximate the fair value.

It was not practicable to estimate the fair value of the Company’s investment in unquoted shares due to the lack of
comparable quoted market prices and the inability to estimate fair value without incurring excessive costs.

The table below analyses financial instruments carried at fair value:

Group
Fair value of financial instruments carried at fair value
Note Level 1 Level 2 Level 3 Total
RM’000 RM’000 RM’000 RM’000
2020
Financial assets
Fixed income unit trusts 9 - - - -

2019
Financial assets
Fixed income unit trusts 9 7 - - 7
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 135

Notes to The Financial Statements 29 February 2020 (cont’d)


44. FAIR VALUE OF FINANCIAL INSTRUMENTS (cont’d)
Policy of transfer between levels

The fair value of an asset to be transferred between levels is determined as of the date of the event or change in
circumstances that caused the transfer.

Level 1 fair value

Level 1 fair value is derived from quoted price (unadjusted) in active markets for identical financial assets or liabilities
that the entity can access at the measurement date.

Level 2 fair value

Level 2 fair value is estimated using inputs other than quoted prices included within Level 1 that are observable for the
financial assets or liabilities, either directly or indirectly.

Non-derivative financial liabilities

Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal
and interest cash flows, discounted at the market rate of interest at the end of the reporting period. In respect of the
liability component of convertible notes, the market rate of interest is determined by reference to similar liabilities that
do not have a conversion option. For other borrowings, the market rate of interest is determined by reference to similar
borrowing arrangements.

Transfer between Level 1 and Level 2 fair values

There has been no transfer between Level 1 and 2 fair values during the financial year (2019: no transfer in either
directions).

Level 3 fair value

Level 3 fair value is estimated using unobservable inputs for the financial assets and liabilities.

Fair value which is determine for disclosure purposes, is calculated based on the present value of future principal and
interest cash flow, discounted at the market rate of interest at the reporting period.

Interest rates used to determine fair value.

The interest rates used to discount estimated cash flows, when applicable, are as follows:

2020 2019
% %

Bank borrowings 4.29 - 7.86 4.68 - 8.13

45. CAPITAL RISK MANAGEMENT


The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order
to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to
reduce cost of capital.

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders,
return capital to shareholders, issue new shares or sell assets to reduce debt.
136 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notes to The Financial Statements 29 February 2020 (cont’d)


45. CAPITAL RISK MANAGEMENT (cont’d)
GROUP
2020 2019
RM’000 RM’000

Borrowings 175,337 171,673


Less: Cash and cash equivalents (36,668) (70,971)
Net debt 138,669 100,702

Total equity 425,760 374,561

Debt-to-equity ratio 0.33 0.27

46. CARRYING AMOUNT OF MONIES HELD IN TRUST


The total carrying amount of monies held in trust is as follows:
GROUP
2020 2019
RM’000 RM’000

Monies held in trust 895 982

The above monies are held by the trustee, Pacific Trustee Berhad.

47. SUBSEQUENT EVENT


The coronavirus disease (“COVID-19”) pandemic and unprecedented global crisis started in the first quarter of 2020. After
considering the measures taken by the Government, especially the MCO that started from 18 March 2020 to 3 May 2020 and
the CMCO that started from 4 May 2020 to 9 June 2020, the Group’s and the Company’s activities in the country are affected.
As the property development industry is not considered as an essential service industry, the Group was unable to carry
out any property development activities during the MCO. Consequently, the delivery of vacant possession of properties
in one of the property development projects undertaken by the Group had been affected which resulted in contingent
liability arose from the LAD in respect of late delivery of properties to customers as disclosed in Note 39.
Besides, the MCO and CMCO have significant financial impact to the leisure and hospitality businesses under the Chalet
and Golf Operation and Management segment of the Group. Nevertheless, the Group has been putting on-going efforts
in the best possible way to mitigate its impact.
The management has performed stress test to gauge the capability of the Group to meet its obligations as and when
they fall due within the next 12 months after the end of the financial year. The management will continue to assess
the financial impact of COVID-19 on the Group’s and the Company’s financial results, however, at this juncture, it is not
possible to determine precisely the potential financial impact on the Group’s and the Company’s financial statements for
financial year ending 28 February 2021.
The Group’s and the Company’s financial statements for the financial year ended 29 February 2020 have been prepared
with the application of going concern principle. The directors of the Group and the Company are not aware of any
significant uncertainties arising after the end of the financial year that would have a significant financial impact, including
its ability to continue as going concern over the next twelve months.

48. GENERAL INFORMATION


The Company is a public limited liability company, incorporated and domiciled in Malaysia, and is listed on the Main Board
of Bursa Malaysia Securities Berhad.
The registered office and principal place of business of the Company is located at 5th Floor, Wisma Ria, Taman Ria, 08000
Sungai Petani, Kedah Darul Aman.
The financial statements are presented in Ringgit Malaysia (“RM”), which is also the Company’s functional currency. All
financial information presented in RM has been rounded to the nearest thousand (“RM’000”), unless otherwise stated.
The financial statements were authorised for issue in accordance with a resolution by the Board of Directors on 12 June 2020.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 137

Statement by Directors

Pursuant to Section 251(2) of the Companies Act 2016


We, the undersigned, being two of the directors of EUPE CORPORATION BERHAD (Registration No. 199601005416
(377762-V)) do hereby state that, in the opinion of the directors, the financial statements set out on pages 67 to 136 are
drawn up in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the
requirements of the Companies Act 2016 in Malaysia so as to give a true and fair view of the state of affairs of the Group and
of the Company as at 29 February 2020 and of the financial results and the cash flows of the Group and of the Company for
the financial year ended on that date.

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

MUHAMAD FAISAL BIN TAJUDIN

DATO’ BEH HUCK LEE

Sungai Petani, Kedah Darul Aman

Statutory Declaration

Pursuant to Section 251(1)(b) of the Companies Act 2016


I, NG KEE CHYE, being the Chief Financial Officer primarily responsible for the financial management of EUPE CORPORATION
BERHAD (Registration No. 199601005416 (377762-V)) do solemnly and sincerely declare that the financial statements set
out on pages 67 to 136 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.

NG KEE CHYE

(MIA No.: CA7428)


Subscribed and solemnly declared
by the abovenamed at Petaling Jaya
in the state of Selangor Darul Ehsan on 12 June 2020

Before me
138 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Independent Auditors’ Report to The Members of Eupe Corporation Berhad


Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Eupe Corporation Berhad, which comprise the statements of financial position
as at 29 February 2020 of the Group and of the Company, and 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 notes to the financial statements, including a summary of significant accounting policies, as set out on pages
67 to 136.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Group and of the
Company as at 29 February 2020 and of their financial performance and their cash flows for the financial year then ended in
accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements
of the Companies Act 2016 in Malaysia.

Basis for Opinion

We conducted our audit in accordance with approved standards on auditing in Malaysia and International Standards on
Auditing. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the
Financial Statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our opinion.

Independence and Other Ethical Responsibilities

We are independent of the Group and of the Company in accordance with the By-Laws (on Professional Ethics, Conduct and
Practice) of the Malaysian Institute of Accountants (“By- Laws”) and the International Ethics Standards Board for Accountants’
Code of Ethics for Professional Accountants (“IESBA Code”), and we have fulfilled our other ethical responsibilities in
accordance with the By-Laws and the IESBA Code.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the Group and of the Company for the current financial year. These matters were addresses in the context of
our audit of the financial statements of the Group and of the Company as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 139

Independent Auditors’ Report to The Members of Eupe Corporation Berhad (cont’d)


Key Audit Matters (cont’d)

Key audit matter How our audit addressed the key audit matter

Recognition of revenue and cost of sales from property The details of our work performed are as follows:
development activities
- We evaluated the reasonableness of the management’s key
Refer to Note 3.15(a) – Significant Accounting Policies, Note judgements used in the preparation of budgeted property
5(b)(i) – Significant Accounting Estimates and Judgements, development costs;
Note 31 – Revenue and Note 32 – Cost of Sales
- We verified the gross development value by examining the
For the financial year ended 29 February 2020, revenue of signed sales and purchase agreement and intended selling
RM275,045,000 and cost of sales of RM182,067,000 from price of the unsold units to the latest transacted selling price;
property development activities accounted for approximately
- We performed re-computation on the calculation of
92.2% and 90.4% of the Group’s total revenue and cost of
percentage of completion to ascertain there is no
sales respectively. The Group uses stage of completion
mathematical error which may render in the over/
method to account for the recognition of revenue and cost of
understatement of revenue and profit recognition; and
sales from property development activities.
- We reviewed the stage of completion of all on-going
We identified this area as area requires audit focus due to
development projects to determine if there is any exposure
the amount of revenue and cost of sales recognised during
to the late ascertained damages and ascertain the adequacy
the financial year are affected by a variety of estimates
of provision for late ascertained damages, if any.
which includes judgement exercised by the management, in
particular with regards to determining the estimated gross Based on the above procedures performed, we did not identify
development value and gross development cost. any material exceptions.

Assessment on financial resources to complete high rise The details of our work performed are as follows:
property development projects
- We reviewed the cash flow projections prepared by the
The Group is currently developing high rise property projects management, where the reasonableness of key assumptions
in Klang Valley which have high gross development costs. used by the management (including the forecasted billing
and collection, and future costs to complete the projects)
This strategy would require high financial resources,
have been evaluated and challenged; and
especially at the early stage of the projects to cater for the
foundation works while the progress billings are to be issued - We reviewed the progress status report and the sales take
to the buyers at more advance stages of the development to up rate of the projects.
generate sufficient cash inflow.
Based on the above procedures performed, we did not identify
During the course of development, the Group would also any material exceptions.
have to monitor the progress in order to prevent any delay
which would in turn affect the timing of billing and collection.
Delay in billing may bring negative impact to the cash flow
in the event that cash inflow is not sufficient to cater for the
development cost outflow.
140 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Independent Auditors’ Report to The Members of Eupe Corporation Berhad (cont’d)


Information Other than the Financial Statements and Auditors’ Report Thereon

The directors of the Company are responsible for the other information. The other information comprises the Management
Discussion and Analysis and Directors’ Reports included in the annual report, but does not include the financial statements
of the Group and of the Company and our auditors’ report thereon.

Our opinion on the financial statements of the Group and of the Company does not cover the other information and we do
not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements of the Group and of the Company, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the financial statements
of the Group and of the Company or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Statements

The directors of the Company are responsible for the preparation of financial statements of the Group and of the Company
that give a true and fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting
Standards and the requirements of the Companies Act 2016 in Malaysia. The directors are also responsible for such internal
control as the directors determine is necessary to enable the preparation of financial statements of the Group and of the
Company that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements of the Group and of the Company, the directors are responsible for assessing the Group’s
and the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the directors either intend to liquidate the Group or the Company or to
cease operations, or have no realistic alternative but to do so.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and of the Company
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with approved standards on auditing in Malaysia and International Standards on Auditing will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.

As part of an audit in accordance with approved standards on auditing in Malaysia and International Standards on Auditing,
we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements of the Group and of the Company,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit 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 Group’s and the Company’s
internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the directors.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 141

Independent Auditors’ Report to The Members of Eupe Corporation Berhad (cont’d)


Auditors’ Responsibilities for the Audit of the Financial Statements (cont’d)

• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt
on the Group’s or the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists,
we are required to draw attention in our auditors’ report to the related disclosures in the financial statements of the Group
and of the Company or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group or the
Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements of the Group and of the Company,
including the disclosures, and whether the financial statements of the Group and of the Company represent the underlying
transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within
the Group to express an opinion on the financial statements of the Group. We are responsible for the direction, supervision
and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant
audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on
our independence, and where applicable, related safeguards.

From the matters communicated with the directors, we determine those matters that were of most significance in the audit
of the financial statements of the Group and of the Company for the current financial year and are therefore the key audit
matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report
because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of
such communication.

Report on Other Legal and Regulatory Requirements

In accordance with the requirements of the Companies Act 2016 in Malaysia, we report that the subsidiaries of which we
have not acted as auditors, are disclosed in Note 8 to the financial statements.

Other Matters

This report is made solely to the members of the Company, as a body, in accordance with Section 266 of the Companies Act
2016 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.

RSM Malaysia Yeoh Kian Teck


AF: 0768 03322/08/2021 J
Chartered Accountants Chartered Accountant

Kuala Lumpur
142 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Analysis of Shareholdings as at 1 June 2020


No. of Issued Shares : 128,000,000 ordinary shares
Class of shares : Ordinary shares
Voting rights : One (1) vote per ordinary share

DISTRIBUTION OF SHAREHOLDINGS

Size of Shareholdings No. of Holders No. of Shares Percentages (%)


  Malaysian Foreigner Malaysian Foreigner Malaysian Foreigner

Less than 100 shares 12 1 434 51 0.0003 0.0000


100 to 1,000 shares 1,752 3 1,719,826 3,000 1.3436 0.0023
1,001 to 10,000 shares 1,370 14 6,243,152 64,200 4.8775 0.0502
10,001 to 100,000 shares 434 4 14,233,600 125,000 11.1200 0.0977
100,001 to less than
5% of issued shares 97 1 55,600,848 299,900 43.4382 0.2343
5% and above of issued shares 3 0 49,709,989 0 38.8359 0.0000
SUBTOTAL 3,668 23 127,507,849 492,151 99.6155 0.3845
GRAND TOTAL
(Malaysian + Foreigner) 3,691 128,000,000 100.0000

THIRTY (30) LARGEST SHAREHOLDERS

No. Shareholders No. of Shares %


1. CIMSEC Nominees (Tempatan) Sdn Bhd 23,261,208 18.17
CIMB for Beh Heng Seong Sdn Bhd (PB)
2. Betaj Holdings Sdn Bhd 14,349,781 11.21
3. Betaj Holdings Sdn Bhd 12,099,000 9.45
4. Success Leads Sdn Bhd 4,980,694 3.89
5. Tan Han Chuan 4,323,400 3.38
6. Betaj Holdings Sdn Bhd 3,605,000 2.82
7. Affin Hwang Nominees (Tempatan) Sdn. Bhd. 3,500,000 2.73
Pledged Securities Account for Beh Huck Lee (M01)
8. Success Leads Sdn Bhd 3,095,900 2.42
9. Firm Alliance Sdn Bhd 2,622,538 2.05
10. Tham Sau Kien 2,532,300 1.98
11. Maybank Nominees (Tempatan) Sdn Bhd 1,605,900 1.25
Pledged Securities Account for Gan Wan Koon
12. Ng Chor Weng 1,199,600 0.94
13. UOB Kay Hian Nominees (Tempatan) Sdn Bhd 1,191,200 0.93
Pledged Securities Account for Teo Kwee Hock
14. Maybank Nominees (Tempatan) Sdn Bhd 1,138,800 0.89
Beh Chan Sin
15. Janet Lai Wei Ying 1,030,000 0.80
16. Maybank Nominees (Tempatan) Sdn Bhd 1,000,000 0.78
Beh Siok Hock
17. Wong Hung Ngie 902,300 0.70
18. UOB Kay Hian Nominees (Tempatan) Sdn Bhd 829,800 0.65
Pledged Securities Account for Teo Siew Lai
19. Maybank Nominees (Tempatan) Sdn Bhd 800,000 0.63
Beh Chan Mua
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 143

Analysis of Shareholdings as at 1 June 2020 (cont’d)


THIRTY (30) LARGEST SHAREHOLDERS (cont’d)

No. Shareholders No. of Shares %


20. Yeo Khee Nam 796,500 0.62
21. Loke Yew Seng 752,400 0.59
22. Sim Lian Hing 749,000 0.59
23. Beh Siam Kee 677,600 0.53
24. HLB Nominees (Tempatan) Sdn Bhd 660,000 0.52
Pledged Securities Account for Cher Sew Seng
25. CGS-CIMB Nominees (Tempatan) Sdn Bhd 647,000 0.51
Pledged Securities Account for Gan Wan Koon (MY1597)
26. Lee Seng Huat 620,000 0.48
27. CGS-CIMB Nominees (Tempatan) Sdn Bhd 600,000 0.47
Pledged Securities Account for Lee Ee Jen (MY3171)
28. Inter-Pacific Equity Nominees (Tempatan) Sdn Bhd 568,500 0.44
Pledged Securities Account for Yu Ah Sing @ Yeo Ah Sing
29. Alliancegroup Nominees (Tempatan) Sdn Bhd 546,200 0.43
Pledged Securities Account for Neo Eng Hui (7003415)
30. CGS-CIMB Nominees (Tempatan) Sdn Bhd 544,400 0.42
Pledged Securities Account for Ng Chee Siong (MY1819)
TOTAL: 91,229,021 71.27

SUBSTANTIAL SHAREHOLDERS
According to the Register of Substantial Shareholders as at 1 June 2020

Direct Interest Indirect Interest


Name of Substantial Shareholders
No. of Shares % No. of Shares %
Betaj Holdings Sdn Bhd 30,053,781 23.48 - -
Beh Heng Seong Sdn Bhd 23,261,208 18.17 30,053,781(a) 23.48
Dato’ Beh Huck Lee 3,500,000 2.73 53,314,989(b) 41.65
Datin Paduka Teoh Choon Boay 234,416 0.18 53,314,989(b) 41.65
Success Leads Sdn Bhd 8,076,594 6.31 -
-

DIRECTORS’ SHAREHOLDINGS
According to the Register of Directors’ Shareholdings as at 1 June 2020

Direct Interest Indirect Interest


Name of Directors
No. of Shares % No. of Shares %
Datuk Tan Hiang Joo 10,000 0.01 - -
Dato’ Beh Huck Lee 3,500,000 2.73 53,314,989(b) 41.65
Muhamad Faisal bin Tajudin - - - -
Beh Yeow Seang - - - -
Dato’ Paduka Haji Ismail Bin Haji Shafie - - - -
Iskandar Abdullah @ Sim Kia Miang - - 103,000(c) 0.08
Kek Jenny - - - -
Alfian bin Tan Sri Mohamed Basir - - - -

Notes:
(a) Deemed interested by virtue of Section 8(4) of the Companies Act 2016 through shareholdings in Betaj Holdings Sdn Bhd.
(b) Deemed interested by virtue of Section 8(4) of the Companies Act 2016 through shareholdings in Beh Heng Seong Sdn Bhd
which in turn hold shares in Betaj Holdings Sdn Bhd.
(c) Deemed interested by virtue of Section 59(11)(c) of the Companies Act 2016 through his spouse’s shareholdings in the Company.
144 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

List of Top Ten Properties Held by the Group as at 29 February 2020

No. Location & Description Tenure & Age Land Area Date of Existing use Net Book
acquisition Value as at
or last 29 February
revaluation 2020
(RM’000)
1 Lot 660, Seksyen 94 Leasehold 2.90 acres Oct-2014 Land held for 65,505
Bandar Kuala Lumpur, 99 years 126,325 sq ft. development
Daerah Wilayah Persekutuan expiring 11,736 sq.m.
Kuala Lumpur 26/02/2118
[Located at Seputeh]
2 PT20000 Seksyen 90A, H.S.(D) Leasehold 2.67acres Feb-2016 Development 45,854
120253, Bandar Kuala Lumpur, 99 years 116,358 sq ft. in progress
District of Kuala Lumpur expiring 10,810 sq.m.
Federal Territory of Kuala Lumpur. 12/17/14
[Located at Cheras]
3 HSD 262397, PT 1880 Leasehold 2.85 acres May-2019 Land held for 35,361
& HSD 293643, PT1983 99 years 124,334 sq ft. development
Bandar Petaling Jaya Selatan, expiring 11,551 sq.m.
Daerah Petaling, Negeri Selangor 7/4/2109
[Located at Petaling Jaya Selatan] and
10/9/12
4 P.T.97077 to P.T.97234, P.T.97633 to Freehold 86.80 acres Mar-2008 Development 31,268
P.T.97710, P.T.97759 to P.T.97880, 3,781,017 sq ft. in progress
P.T.96247, P.T.97711 to P.T.97758, 351,268 sq.m.
P.T.96840 to P.T.96858, P.T.97255 to
P.T.97256, P.T.97273 to P.T.97284,
P.T.97417 to P.T.97428, P.T.97517 to
P.T.97536, P.T.96859 to P.T.97076,
P.T.97285 to P.T.97350, P.T.97429 to
P.T.97516,
H.S.(D) 121154 to H.S.(D) 121311,
H.S.(D) 121708 to H.S.(D) 121785,
H.S.(D) 121834 to H.S.(D) 121955,
H.S.(D) 5210, H.S.(D) 121786 to
H.S.(D) 121833,
H.S.(D) 120917 to H.S.(D) 120935,
H.S.(D) 121332 to H.S.(D) 121333,
H.S.(D) 121350 to H.S.(D) 121361,
H.S.(D) 121494 to H.S.(D) 121505,
H.S.(D) 121592 to H.S.(D) 121611,
H.S.(D) 120936 to H.S.(D) 121153,
H.S.(D) 121362 to H.S.(D) 121427,
H.S.(D) 121506 to H.S.(D) 121591,
H.S.(D) 121961 to H.S.(D) 121962,
Mukim of Pinang Tunggal,
District of Kuala Muda
[Located next to Bandar Puteri
Jaya,Kedah]
5 P.T. 17698 and P.T. 17699 Leasehold 190.88 acres Mar-2015 Property, 22,141
H.S.(D) 73395 and H.S.(D) 73398 60 years 8,314,645 sq ft. Plant and
Mukim of Sungai Petani, expiring 772,456 sq.m. Equipment
District of Kuala Muda 7/31/51
[Located next to Cinta Sayang Golf and 30 years
Country Resort,
Persiaran Cinta Sayang,
Sungai Petani, Kedah
[Cinta Sayang Golf Club]
6 P.T. 10398 to P.T. 10422, Freehold 8.61 acres Jul-2016 Property, 21,177
P.T. 10447 to P.T. 10457 23 to 30 375,087 sq ft. Plant and
H.S.(D) 5511 to H.S.(D) 5535, years 34,847 sq.m. Equipment
H.S.(D) 5541 to H.S.(D) 5550
Mukim of Sungai Petani,
District of Kuala Muda
Persiaran Cinta Sayang,
Sungai Petani, Kedah
[Cinta Sayang and Country Resort]
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 145

List of Top Ten Properties Held by the Group as at 29 February 2020 (cont’d)

No. Location & Description Tenure & Land Area Date of Existing use Net Book
Age acquisition Value as at
or last 29 February
revaluation 2020
(RM’000)
7 P.T. 21648, H.S.(M) 3/94 Freehold 1.67 acres Feb-2018 Investment 15,740
Mukim of Sungai Petani, 22 years 72,640 sq ft. Property
District of Kuala Muda 6,748 sq.m.
[Located along the eastern side of Jln
Badlishah, within Taman Ria,
Sungai Petani,Kedah]
8 P.T.72202 to P.T.72219, P.T.72408 to Freehold 43.15 acres Sep-2001 Development 13,168
P.T.72413, P.T.72422 to P.T.72427, 1,879,626 sq ft. in progress
P.T.72500 to P.T.72527, P.T.72544 to 174,623 sq.m.
P.T.72547, P.T.72806 to P.T.72825,
P.T.72894 to P.T.72895, P.T.72220 to
P.T.72263, P.T.72944 to P.T.72945,
P.T.72962 to P.T.72963, P.T.73046 to
P.T.73057, P.T.73157 to P.T.73160,
P.T.73221, P.T.73265 to P.T.73266,
P.T.73304 to P.T.73305, P.T.73338,
P.T.72448 to P.T.72463, P.T.72896 to
P.T.72897, P.T.72984 to P.T.72987,
P.T.73123 to P.T.73124, P.T.73137 to
P.T.73139, P.T.73146 to P.T.73147,
P.T.73172 to P.T.73173, P.T.73185 to
P.T.73187, P.T.73511 to P.T.73514,
P.T.73524 to P.T.73529, P.T.73557 to
P.T.73616,
P.T.72994 to P.T.73007, P.T.73018 to
P.T.73045, P.T.73166 to P.T.73171 &
P.T.73008 to P.T.73017, P.T.73174 to
P.T.73184
H.S.(D) 23071 to H.S.(D) 23088,
H.S.(D) 23277 to H.S.(D) 23282,
H.S.(D) 23291 to H.S.(D) 23296,
H.S.(D) 23369 to H.S.(D) 23396,
H.S.(D) 23413 to H.S.(D) 23416,
H.S.(D) 23675 to H.S.(D) 23694,
H.S.(D) 23763 to H.S.(D) 23764,
H.S.(D) 23089 to H.S.(D) 23132,
H.S.(D) 23813 to H.S.(D) 23814,
H.S.(D) 23831 to H.S.(D) 23832,
H.S.(D) 23915 to H.S.(D) 23926,
H.S.(D) 24026 to H.S.(D) 24029,
H.S.(D) 24090, H.S.(D) 24134 to
H.S.(D) 24135, H.S.(D) 24173 to
H.S.(D) 24174, H.S.(D) 24207, H.S.(D)
23317 to H.S.(D) 23332, H.S.(D)
23765 to H.S.(D) 23766, H.S.(D)
23853 to H.S.(D) 23856, H.S.(D)
23992 to H.S.(D) 23993, H.S.(D)
24006 to H.S.(D) 24008, H.S.(D)
24015 to H.S.(D) 24016, H.S.(D)
24041 to H.S.(D) 24042, H.S.(D)
24054 to H.S.(D) 24056, H.S.(D)
24380 to H.S.(D) 24383, H.S.(D)
24393 to H.S.(D) 24398, H.S.(D)
24426 to H.S.(D) 24485,
H.S.(D) 23863 to H.S.(D) 23876,
H.S.(D) 23887 to H.S.(D) 23914,
H.S.(D) 24035 to H.S.(D) 24040 &
H.S.(D) 23877 to H.S.(D) 23886,
H.S.(D) 24043 to H.S.(D) 24053,
Mukim of Sungai Petani,
District of Kuala Muda
[Located next to Taman Kelisa Ria and
Aman Jaya]
146 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

List of Top Ten Properties Held by the Group as at 29 February 2020 (cont’d)

No. Location & Description Tenure & Age Land Area Date of Existing use Net Book
acquisition Value as at
or last 29 February
revaluation 2020
(RM’000)
9 P.T.60240, P.T.60242 to P.T.60297, Freehold 18.63 acres Oct-2010 Development 12,587
P.T.60041 to P.T.60075, P.T.60125 to 811,599 sq ft. in progress
P.T.60130, P.T.60133 to P.T.60156, 75,400 sq.m.
P.T.60165 to P.T.60168, P.T.60219 to
P.T.60220, P.T.60222 to P.T.60229,
P.T.60231 to P.T.60234, P.T.60236 to
P.T.60238
H.S.(D) 128561, H.S.(D) 128563 to
H.S.(D) 128618,
H.S.(D) 128362 to H.S.(D) 128396,
H.S.(D) 128446 to H.S.(D) 128451,
H.S.(D) 128454 to H.S.(D) 128477,
H.S.(D) 128486 to H.S.(D) 128489,
H.S.(D) 128540 to H.S.(D) 128541,
H.S.(D) 128543 to H.S.(D) 128550,
H.S.(D) 128552 to H.S.(D) 128555,
H.S.(D) 128557 to H.S.(D) 128559
Bandar Sungai Petani,
District of Kuala Muda
[Located next to Cinta Sayang Golf
and Country Resort Persiaran Cinta
Sayang, Sungai Petani, Kedah]
10 PLOT L090, L102, L224, L225, L227 Freehold 0.91 acres Sep-2017 Investment 10,278
L247,L255.L261.L267.L268 and 39,471 sq ft. Property
L271 3,667 sq.m.
Lorong Hillpark, Hill Park Residensi,
14000 Alma, Bukit Mertajam, Pulau
Pinang.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 147

Notice of Annual General Meeting


NOTICE IS HEREBY GIVEN that the Twenty-Fourth (24th) Annual General Meeting (“AGM”) of Eupe Corporation Berhad (“Eupe”
or the “Company”) will be conducted fully virtual from the Broadcast Venue at 5th Floor, Wisma Ria, Taman Ria, 08000 Sungai
Petani, Kedah Darul Aman on Tuesday, 18 August 2020 at 11:00 a.m. for the following purposes:

AGENDA

AS ORDINARY BUSINESS
1. To receive the Audited Financial Statements for the financial year ended 29 February 2020 (Please refer to the
together with the Reports of the Directors and Auditors thereon. Explanatory Notes to the
Agenda)

2. To approve the payment of the following Directors’ remuneration by the Company for the
period from 18 August 2020 until the conclusion of the next AGM in 2021:

(a) Directors’ fees of RM5,000 per month per Non-Executive Director. Ordinary Resolution 1

(b) Chairmanship allowance of RM5,000 per annum payable to Board Chairman, and Ordinary Resolution 2
each Chairman/Chairperson of Board Committees namely Risk Management and
Audit Committee, Nomination Committee and Remuneration Committee.

(c) Attendance allowance of RM800 per trip (for local Directors) or RM1,100 per trip (for Ordinary Resolution 3
outstation Directors).

3. To re-elect the following Directors who are retiring by rotation pursuant to Clause 76(3) of
the Constitution of the Company:

(a) Datuk Tan Hiang Joo Ordinary Resolution 4

(b) Alfian bin Tan Sri Mohamed Basir Ordinary Resolution 5

4. To re-appoint RSM Malaysia as the Auditors of the Company and to authorise the Directors Ordinary Resolution 6
to fix their remuneration.

AS SPECIAL BUSINESS
To consider, and if thought fit, with or without any modification(s), to pass the following resolutions:

5. PROPOSED CONTINUATION IN OFFICE OF DATUK TAN HIANG JOO AS INDEPENDENT Ordinary Resolution 7
NON-EXECUTIVE DIRECTOR (“INED”)

“THAT approval be and is hereby given to Datuk Tan Hiang Joo who has served as an INED
of the Company for a cumulative term of more than twelve (12) years to continue to act
as an INED of the Company until the conclusion of the next AGM in accordance with the
Malaysian Code on Corporate Governance.”

6. PROPOSED CONTINUATION IN OFFICE OF KEK JENNY AS INED Ordinary Resolution 8

“THAT approval be and is hereby given to Kek Jenny who has served as an INED of the
Company for a cumulative term of more than twelve (12) years to continue to act as
an INED of the Company until the conclusion of the next AGM in accordance with the
Malaysian Code on Corporate Governance.”

7. PROPOSED PAYMENT OF GRATUITY TO DATO’ PADUKA HAJI ISMAIL BIN HAJI SHAFIE, Ordinary Resolution 9
FORMER SENIOR INED OF THE COMPANY (“PROPOSED GRATUITY PAYMENT”)

“THAT approval be and is hereby given for the Company to pay a gratuity amounting to
RM30,000 to Dato’ Paduka Haji Ismail bin Haji Shafie, former Senior INED of the Company
in recognition of his long service and contribution to the Company.

AND THAT the Directors of the Company be and are hereby authorised to take all such
actions as they may consider expedient and necessary to give full effect to the Proposed
Gratuity Payment.”
148 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notice of Annual General Meeting (cont’d)


8. AUTHORITY TO ISSUE AND ALLOT SHARES PURSUANT TO SECTIONS 75 AND 76 OF Ordinary Resolution 10
THE COMPANIES ACT 2016

“THAT pursuant to Sections 75 and 76 of the Companies Act 2016 (“the Act”) and subject
to the Constitution of the Company, the Main Market Listing Requirements (“Listing
Requirements”) of Bursa Malaysia Securities Berhad (“Bursa Securities”) and the approvals
of the relevant governmental/regulatory authorities (if any), the Directors of the Company
be and are hereby authorised to issue and allot shares in the Company from time to
time, at such price, upon such terms and conditions and for such purposes and to such
persons whomsoever as the Directors may in their absolute discretion deem fit, provided
that the aggregate number of shares to be issued pursuant to this resolution does not
exceed twenty percent (20%) of the total number of the issued shares (excluding treasury
shares) of the Company for the time being AND THAT the Directors be authorised to do
all such things as they may deem fit and expedient in the best interest of the Company
to give effect to the issuance of new shares under this resolution including making such
applications to Bursa Securities for the listing of and quotation for the additional shares
so issued on Bursa Securities.

AND THAT such authority shall commence immediately upon the passing of this
resolution and continue to be in force until 31 December 2021, unless revoked or varied
by an ordinary resolution of the Company at a general meeting.”

9. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR SHARE BUY-BACK Ordinary Resolution 11

“THAT subject always to the Act, the Constitution of the Company, the Listing Requirements
of Bursa Securities and all other applicable laws, guidelines, rules and regulations, approval
be and is hereby given for the Company to purchase such amount of ordinary shares in
the Company as may be determined by the Directors of the Company from time to time
through Bursa Securities upon such terms and conditions as the Directors may deem fit
and expedient in the interest of the Company (“Share Buy-Back Mandate”) provided that:

(i) the aggregate number of ordinary shares in the Company purchased and/or held
as treasury shares pursuant to the Share Buy-Back Mandate does not exceed ten
percent (10%) of the total number of issued shares of the Company as at the point
of purchase(s);

(ii) the maximum funds to be allocated by the Company for the purpose of purchasing
its ordinary shares shall not exceed the total retained profits of the Company based
on the latest Audited Financial Statements and/or the latest management accounts
(where applicable) available at the time of the purchase; and

(iii) the Directors of the Company may decide either to retain the shares so purchased
as treasury shares or cancel the shares so purchased or retain part of the shares so
purchased and cancel the remainder or resell the treasury shares on Bursa Securities
or distribute the treasury shares as dividends or transfer the treasury shares under
an employees’ share scheme or as purchase consideration or otherwise use the
treasury shares for such other purpose in the manner as prescribed by the applicable
laws, guidelines, rules and regulations.

THAT the authority conferred by this resolution will be effective upon the passing of this
resolution and will continue to be in force until:

(a) the conclusion of the next AGM of the Company, at which time it shall lapse, unless
by an ordinary resolution passed at that meeting, the authority is renewed, either
unconditionally or subject to conditions;

(b) the expiration of the period within which the next AGM of the Company after that
date is required by law to be held; or

(c) revoked or varied by ordinary resolution passed by the shareholders in a general meeting,
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 149

Notice of Annual General Meeting (cont’d)


whichever occurs first, but shall not prejudice the completion of purchase(s) by the
Company of its own shares before the aforesaid expiry date and, in any event, in accordance
with the provisions of the Listing Requirements and any prevailing laws, rules, regulations,
orders, guidelines and requirements issued by any relevant authorities.

AND THAT authority be and is hereby given to the Directors of the Company to take all
such steps to implement, finalise and give full effect to the Share Buy-Back Mandate with
full power to assent to any conditions, modifications, variations and/or amendments as
may be required by the relevant authorities or as the Directors deem fit and expedient at
their discretion in the best interest of the Company.”

10. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED Ordinary Resolution 12
PARTY TRANSACTIONS (“RRPTs”) OF A REVENUE OR TRADING NATURE (“PROPOSED
RENEWAL OF SHAREHOLDERS’ MANDATE FOR RRPTs”)

“THAT subject always to the Listing Requirements of Bursa Securities, approval be and is
hereby given to the Company and/or its subsidiaries to enter into the RRPTs of a revenue
or trading nature with the related parties as specified in Section 2.3 of Part B of the
Statement/Circular to Shareholders dated 25 June 2020, provided that such transactions
are necessary for the Group’s day-to-day operations and carried out in the ordinary course
of business at arm’s length basis and on normal commercial terms which are not more
favourable to the related parties than those generally available to the public and are not
detrimental to the interest of the minority shareholders of the Company.

THAT the authority conferred by such mandate shall continue to be in force until:-

(i) the conclusion of the next AGM of the Company, at which time it will lapse, unless
by a resolution passed at that meeting, the authority is renewed;

(ii) the expiration of the period within which the next AGM of the Company is required to
be held pursuant to Section 340(2) of the Act (but must not extend to such extension
as may be allowed pursuant to Section 340(4) of the Act); or

(iii) revoked or varied by a resolution passed by the shareholders in a general meeting,

whichever is the earlier.

AND THAT the Directors of the Company be and are hereby authorised to do all such
acts and things (including executing all such documents as may be required) as they may
consider expedient or necessary or in the best interest of the Company to give effect to
the Proposed Renewal of Shareholders’ Mandate for RRPTs.”

11. To transact any other business of which due notice shall have been given in accordance
with the Act and the Constitution of the Company.

By Order of the Board

WONG WAI FOONG (MAICSA 7001358) (SSM PC NO. 202008001472)


TE HOCK WEE (MAICSA 7054787) (SSM PC NO. 202008002124)
FONG SOK YEE (MAICSA 7066501) (SSM PC NO. 202008001180)
Company Secretaries

Sungai Petani, Kedah Darul Aman


25 June 2020
150 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notice of Annual General Meeting (cont’d)


Notes:

1. The Broadcast Venue is strictly for the purpose of complying with Section 327(2) of the Companies Act 2016 which
requires the Chairman of the meeting to be present at the main venue of the meeting. Shareholders WILL NOT BE
ALLOWED to attend the 24th AGM in person at the Broadcast Venue on the day of the meeting. Shareholders who wish
to participate the 24th AGM will therefore have to register via the link https://shorturl.at/gvHV4. For further information,
kindly refer to the Administrative Notes at www.eupe.com.my/annual-reports-2020.

2. For the purposes of determining a member who shall be entitled to attend, speak and vote at this AGM, the Company
shall be requesting Bursa Malaysia Depository Sdn Bhd to make available to the Company, a Record of Depositors as at
10 August 2020. Only a member whose name appears on this Record of Depositors shall be entitled to attend and vote
at this AGM or appoint proxy(ies) to attend, speak and vote on his/her/its behalf.

3. A member entitled to attend, speak and vote at this AGM is entitled to appoint a proxy or attorney or in the case of a
corporation, to appoint a duly authorised representative to attend, participate, speak and vote in his place. A proxy may
but need not be a member of the Company.

4. A member of the Company who is entitled to attend and vote at the AGM may appoint not more than two (2) proxies to
attend, participate, speak and vote instead of the member at the AGM.

5. Where a member of the Company is an authorised nominee as defined in the Securities Industry (Central Depositories)
Act 1991 (“Central Depositories Act”), it may appoint not more than two (2) proxies in respect of each securities account
it holds in ordinary shares of the Company standing to the credit of the said securities account.

6. Where a member is an exempt authorised nominee which holds ordinary shares in the Company for multiple beneficial
owners in one securities account (“omnibus account”), there is no limit to the number of proxies which the exempt
authorised nominees may appoint in respect of each omnibus account it holds. An exempt authorised nominee refers
to an authorised nominee defined under the Central Depositories Act which is exempted from compliance with the
provisions of Section 25A(1) of the Central Depositories Act.

7. Where a member appoints more than one (1) proxy, the proportion of shareholdings to be represented by each proxy
must be specified in the instrument appointing the proxies.

8. The appointment of a proxy may be made in a hard copy form or by electronic means in the following manner and
must be received by the Company not less than forty-eight (48) hours before the time appointed for holding the AGM or
adjourned AGM at which the person named in the appointment proposes to vote:

i. In hard copy form: Proxy form must be deposited at the office of the Share Registrar, Mega Corporate Services Sdn.
Bhd. at Level 15-2, Bangunan Faber Imperial Court, Jalan Sultan Ismail, 50250 Kuala Lumpur.

ii. By electronic means: Proxy form must be received via email at [email protected]. You also have
the option to register directly at https://shorturl.at/gvHV4 and submit the proxy appointment electronically.

9. Any authority pursuant to which such an appointment is made by a power of attorney must be deposited with the
Company’s Share Registrar’s office at Level 15-2, Bangunan Faber Imperial Court, Jalan Sultan Ismail, 50250 Kuala
Lumpur not less than forty-eight (48) hours before the time appointed for holding the AGM or adjourned AGM at which
the person named in the appointment proposes to vote. A copy of the power of attorney may be accepted provided that
it is certified notarially and/or in accordance with the applicable legal requirements in the relevant jurisdiction in which it
is executed.

10. Please ensure ALL the particulars as required in the proxy form are completed, signed and dated accordingly.

11. Last date and time for lodging the proxy form is Sunday, 16 August 2020 at 11:00 a.m.

12. Pursuant to Paragraph 8.29A(1) of the Listing Requirements, all resolutions set out in the Notice of AGM will be put to
vote by way of poll.
EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020 151

Notice of Annual General Meeting (cont’d)


EXPLANATORY NOTES TO THE AGENDA:

1. Item 1 of the Agenda


Audited Financial Statements for the financial year ended 29 February 2020
This item is meant for discussion only. The provision of Section 248(2) and 340(1)(a) of the Act require that the Audited Financial
Statements and the reports of the Directors and Auditors thereon be laid before the Company at its AGM. As such, this Agenda
item is not a business which requires a motion to be put for voting by shareholders.
2. Ordinary Resolutions 1, 2 and 3
Payment of Directors’ Fees, Chairmanship Allowance and Attendance Allowance
Pursuant to Section 230(1) of the Act, the fees of the Directors and any benefits payable to the Directors of a listed company
and its subsidiaries, shall be approved at a general meeting. In this respect, the Board has recommended to the shareholders for
approval on the payment of Directors’ fees, chairmanship allowance and attendance allowance to Directors for the period from
18 August 2020 until the conclusion of the next AGM at the forthcoming 24th AGM of the Company.
3. Ordinary Resolutions 4 and 5
Re-election of retiring Directors
Datuk Tan Hiang Joo and Encik Alfian bin Tan Sri Mohamed Basir are standing for re-election as Directors of the Company and
being eligible, have offered themselves for re-election at the 24th AGM.
The Board had via the Nomination Committee (“NC”) considered the assessment of the aforesaid Directors and concluded
that they met the criteria as prescribed under Paragraph 2.20A of the Listing Requirements on character, experience, integrity,
competence and time commitment to effectively discharge their roles as Directors. The Board had recommended the re-election
of the aforesaid Directors. Their profiles are set out in the Profiles of Directors from pages 12 to 15 of the Company’s 2020 Annual
Report.
4. Ordinary Resolution 6
Re-appointment of RSM Malaysia as Auditors of the Company
The Board had via the Risk Management and Audit Committee evaluated the independence, competency and reliability of RSM
Malaysia. The Board was satisfied with the performance of RSM Malaysia and had recommended the re-appointment of RSM
Malaysia as Auditors of the Company for the financial year ending 28 February 2021 to the shareholders for approval.
5. Ordinary Resolutions 7 and 8
Proposed continuation in office of Datuk Tan Hiang Joo and Kek Jenny as Independent Non-Executive Directors (“INEDs”)
Datuk Tan Hiang Joo and Ms Kek Jenny both have served as INEDs of the Company for a cumulative term of more than twelve
(12) years. The Board had, through the NC, conducted the necessary assessment and recommended them to continue to act as
INEDs of the Company based on the following justifications: -
i. They had fulfilled the criteria under the definition of Independent Directors as stated in the Listing Requirements of Bursa
Securities. They possess strong self-esteem and confidence to stand up for an independent point of view. With “independent
in mind”, they would be able to bring the element of objectivity, independent judgement and balance to the Board;
ii. They are knowledgeable and have applied their vast experience and exercised due care during their tenure as INEDs of the
Company. They have carried out their duties professionally with reasonable skill and competence, bringing independent
judgement and depth into the Board’s decision making in the best interest of the Company, shareholders and stakeholders;
iii. They have been with the Company long and therefore understand the Company’s business operations which enable them to
participate actively and contribute during Board and Board Committee meetings; and
iv. They exhibited high commitment and devoted sufficient time and efforts to attend all the meetings for informed and balanced
decision making. They are unafraid to explicit disagreement on matters and able to express unbiased view without any
influence.
Their profiles are set out in the Profiles of Directors from pages 12 to 15 of the Company’s 2020 Annual Report.
152 EUPE CORPORATION BERHAD Registration no.199601005416 (377762-V) ANNUAL REPORT 2020

Notice of Annual General Meeting (cont’d)

6. Ordinary Resolution 9
Proposed Gratuity Payment
Dato’ Paduka Haji Ismail bin Haji Shafie (“Dato’ Paduka Haji Ismail”) was appointed to the Board as INED of the Company on 24
September 2010. He was subsequently re-designated as Senior INED in January 2018. Dato’ Paduka Haji Ismail had resigned
from his position as Senior INED of the Company on 16 January 2020. Throughout his tenure with the Company, Dato’ Paduka
Haji Ismail had exhibited high level of commitment and exercised due care in carrying out his duties as Director of the Company.
The Proposed Gratuity Payment is in recognition of Dato’ Paduka Haji Ismail’s commitment, dedication and contribution to the
Company, and is a gesture of appreciation for his 10 years of service with the Company. The Proposed Gratuity Payment of
RM30,000 would be a one-off payment and shall be payable upon the approval from shareholders at the 24th AGM.
7. Ordinary Resolution 10
Authority to issue and allot shares pursuant to Sections 75 and 76 of the Act
The proposed resolution, if passed, will empower the Directors to issue and allot ordinary shares up to 20% of the total number of
the issued shares (excluding treasury shares) of the Company for such purposes as the Directors consider would be in the best
interest of the Company. This authority will continue to be in force until 31 December 2021, unless such approval is revoked or
varied by the Company in a general meeting.
The Company had, at the last AGM held on 25 July 2019, obtained the mandate from the shareholders to allot up to a maximum
of 10% of the total number of issued shares of the Company. Having considered the unprecedented uncertainty arising from
the global COVID-19 outbreak and future financial needs of the Group, the Board of Directors is desirous to seek shareholders’
mandate to allot up to a maximum of 20% of the total number of issued shares of the Company in order to raise funds quickly
and efficiently during this challenging time.
The mandate is to provide flexibility to the Company to issue new securities without the need to convene separate general meeting
to obtain its shareholders’ approval so as to avoid incurring additional costs and time. This is also for any possible fund-raising
activities, including but not limited to further placing of shares, for purpose of funding current and/or future investment project(s),
working capital and/or acquisition as the Directors may deem fit in the best interest of the Company.
The Board, having considered the current and prospective financial positions of the Company, is of the view that the mandate is in
the best interest of the Company to safeguard the interest of the Company and the shareholders to ensure long term sustainability
of the Company.
As at the date of this Notice, no new shares in the Company were issued pursuant to the mandate granted to the Directors at the
23rd AGM held on 25 July 2019 and the mandate will lapse at the conclusion of the 24th AGM.
8. Ordinary Resolution 11
Proposed Renewal of Shareholders’ Mandate for Share Buy-Back
The Ordinary Resolution 11, if passed, will enable the Directors of the Company to purchase Company’s shares up to 10% of the
total number of the issued shares of the Company. This authority, unless revoked or varied at a general meeting, will expire at the
next AGM of the Company.
The Company has not purchased any of its own shares since obtaining the said mandate from its shareholders at the last AGM
held on 25 July 2019.
Further information relating to the Proposed Renewal of Shareholders’ Mandate for Share Buy-Back are set out in Part A of the
Company’s Statement/Circular to Shareholders dated 25 June 2020 which is available at www.eupe.com.my/annual-reports-2020.
9. Ordinary Resolution 12
Proposed Renewal of Shareholders’ Mandate for RRPTs
This proposed resolution, if passed, will allow the Group to enter into RRPTs with its related parties in accordance with the Listing
Requirements without the necessity to convene separate general meetings to seek shareholders’ approval as and when such
RRPTs occur. This would reduce substantial administrative time and expenses associated with the convening of such meetings
without compromising the corporate objectives of the Group or affecting the business opportunities available to the Group. This
authority, unless revoked or varied at a general meeting, will expire at the next AGM of the Company and is subject to renewal on
an annual basis.
Further details relating to this proposed resolution are set out in Part B of the Company’s Statement/Circular to Shareholders
dated 25 June 2020, which is available at www.eupe.com.my/annual-reports-2020.
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EUPE CORPORATION BERHAD
PROXY FORM
Registration No. 199601005416 (377762-V)
(Incorporated in Malaysia) CDS Account No. No. of shares held

*I/We [Full name in block, *NRIC/Passport/Company No.]

of [Address]

with email address Mobile Phone No.

being member(s) of Eupe Corporation Berhad (“Company”), hereby appoint:

Full Name: NRIC/Passport No.: Proportion of Shareholdings


No. of Shares %
Address:

Email Address: Mobile Phone No.:

and
Full Name: NRIC/Passport No.: Proportion of Shareholdings
No. of Shares %
Address:

Email Address: Mobile Phone No.:

or failing *him / her, the Chairman of the meeting, as *my / our *proxy / proxies to vote for *me / us on *my / our behalf at the 24th Annual
General Meeting of the Company, which will be conducted fully virtual from the Broadcast Venue at 5th Floor, Wisma Ria, Taman Ria, 08000
Sungai Petani, Kedah Darul Aman on Tuesday, 18 August 2020 at 11:00 a.m., and at any adjournment thereof in the manner as indicated below:

Resolution Particular For Against


Ordinary Resolution 1 Payment of Directors’ fees
Ordinary Resolution 2 Payment of chairmanship allowance
Ordinary Resolution 3 Payment of attendance allowance
Ordinary Resolution 4 Re-election of Datuk Tan Hiang Joo as Director
Ordinary Resolution 5 Re-election of Alfian bin Tan Sri Mohamed Basir as Director
Ordinary Resolution 6 Re-appointment of RSM Malaysia as Auditors
Ordinary Resolution 7 Proposed continuation in office of Datuk Tan Hiang Joo as Independent Non-Executive Director
Ordinary Resolution 8 Proposed continuation in office of Kek Jenny as Independent Non-Executive Director
Ordinary Resolution 9 Proposed Gratuity Payment to Former Senior Independent Non-Executive Director
Ordinary Resolution 10 Authority to issue and allot shares pursuant to Sections 75 and 76 of the Companies Act 2016
Ordinary Resolution 11 Proposed Renewal of Share Buy-Back Mandate
Ordinary Resolution 12 Proposed Renewal of Shareholders’ Mandate for RRPTs

Please indicate with an “X” in the space provided whether you wish your votes to be cast for or against the resolutions. In the absence of specific
direction, your proxy will vote or abstain as he/she thinks fit.

Notes:

Signed this day of 1. The Broadcast Venue is strictly for the purpose of complying with Section 327(2) of the Companies Act 2016 which requires the
Chairman of the meeting to be present at main venue of the meeting. Shareholders WILL NOT BE ALLOWED to attend the 24th AGM
in person at the Broadcast Venue on the day of the meeting. Shareholders who wish to participate the 24th AGM will therefore have
to register via the link https://shorturl.at/gvHV4. For further information, kindly refer to the Administrative Notes at www.eupe.com.
my/annual-reports-2020.
2. For the purposes of determining a member who shall be entitled to attend, speak and vote at this AGM, the Company shall be
requesting Bursa Malaysia Depository Sdn Bhd to make available to the Company, a Record of Depositors as at 10 August 2020. Only
a member whose name appears on this Record of Depositors shall be entitled to attend and vote at this AGM or appoint proxy(ies)
to attend, speak and vote on his/her behalf.
3. A member entitled to attend, speak and vote at this AGM is entitled to appoint a proxy or attorney or in the case of a corporation, to
appoint a duly authorised representative to attend, participate, speak and vote in his place. A proxy may but need not be a member
of the Company.
4. A member of the Company who is entitled to attend and vote at the AGM may appoint not more than two (2) proxies to attend,
Signature* participate, speak and vote instead of the member at the AGM.
5. Where a member of the Company is an authorised nominee as defined in the Securities Industry (Central Depositories) Act 1991
Member (“Central Depositories Act”), it may appoint not more than two (2) proxies in respect of each securities account it holds in ordinary
shares of the Company standing to the credit of the said securities account.
6. Where a member is an exempt authorised nominee which holds ordinary shares in the Company for multiple beneficial owners in one
securities account (“omnibus account”), there is no limit to the number of proxies which the exempt authorised nominees may appoint
* Manner of execution: in respect of each omnibus account it holds. An exempt authorised nominee refers to an authorised nominee defined under the Central
Depositories Act which is exempted from compliance with the provisions of Section 25A(1) of the Central Depositories Act.
(a) If you are an individual member, please sign where indicated.
7. Where a member appoints more than one (1) proxy, the proportion of shareholdings to be represented by each proxy must be
(b) If you are a corporate member which has a common seal, this specified in the instrument appointing the proxies.
proxy form should be executed under seal in accordance with 8. The appointment of a proxy may be made in a hard copy form or by electronic means in the following manner and must be received
the constitution of your corporation. by the Company not less than forty-eight (48) hours before the time appointed for holding the AGM or adjourned AGM at which the
person named in the appointment proposes to vote: -
(c) If you are a corporate member which does not have a common
seal, this proxy form should be affixed with the rubber stamp of i. In hard copy form: Proxy form must be deposited at the office of the Share Registrar, Mega Corporate Services Sdn. Bhd. at Level
your company (if any) and executed by: 15-2, Bangunan Faber Imperial Court, Jalan Sultan Ismail, 50250 Kuala Lumpur.
ii. By electronic means: Proxy form must be received via email at [email protected]. You also have the
(i) at least two (2) authorised officers, of whom one shall be a option to register directly via the link https://shorturl.at/gvHV4 and submit the proxy appointment electronically not later than
director; or Sunday, 16 August 2020 at 11:00 a.m.
(ii) any director and/or authorised officers in accordance with 9. Any authority pursuant to which such an appointment is made by a power of attorney must be deposited with the Company’s
the laws of the country under which your corporation is Share Registrar’s office at Level 15-2, Bangunan Faber Imperial Court, Jalan Sultan Ismail, 50250 Kuala Lumpur not less than forty-
incorporated. eight (48) hours before the time appointed for holding the AGM or adjourned AGM at which the person named in the appointment
proposes to vote. A copy of the power of attorney may be accepted provided that it is certified notarially and/or in accordance with
the applicable legal requirements in the relevant jurisdiction in which it is executed.
10. Please ensure ALL the particulars as required in the proxy form are completed, signed and dated accordingly.
11. Last date and time for lodging the proxy form is Sunday, 16 August 2020 at 11:00 a.m.
12. Pursuant to Paragraph 8.29A(1) of the Listing Requirements, all resolutions set out in the Notice of AGM will be put to vote by way of poll.
Affix
Stamp

EUPE CORPORATION BERHAD


Registration no.199601005416 (377762-V)

c/o Mega Corporate Services Sdn Bhd


(Registration no.198901010682 (187984-H))

Level 15-2, Bangunan Faber Imperial Court,


Jalan Sultan Ismail,
50250 Kuala Lumpur, Malaysia

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