Epicentre 2009 AR

i.LOVE.
it
AFOR LIMITED ANNUAL REPORT 2009
.contents
Corporate Profile Awards & Achievements Chairmans Statement Board of Directors Key Management Corporate Information Group Structure Group of Companies Retail Locations Financial Highlights Corporate Governance Financial Statements Statistic of Shareholdings Notice of Annual General Meeting Proxy Form 1 3 5 6 8 11 12 12 12 15 17 26 74 76 79
i.LOVE.it
Provide fresh, new & effective ideas, actions, services & value add to our customers, employees and stakeholders.
This document has been prepared by the Company and its contents have been reviewed by the Companys sponsor (Sponsor), Asian Corporate Advisors Pte. Ltd., for compliance with the relevant rules of the Singapore Exchange Securities Trading Limited (Exchange). The Companys Sponsor has not independently verified the contents of this document including the correctness of any of the figures used, statements or opinions made. This document has not been examined or approved by the Exchange and the Exchange assumes no responsibility for the contents of this document including the correctness of any of the statements or opinions made or reports contained in this document. The contact person for the Sponsor is Mr Liau H.K. Telephone number: 6221 0271
innovation . learning . ownership . vision excellence . integrity . teamwork
i.LOVE.it
.core values
.vision
To be the Best Digital Lifestyle Store in Asia. Delivering a delightful customers shopping experience and providing value adds to our stakeholders;
.mission
Total Commitment to Customers, unmatched service excellence and innovative services for their one stop shop Digital Lifestyle needs.
.corporateprofile
As an Apple Premium Reseller, Afor carries a wide range of Apple brand products, accessories and a variety of softwares as well as complementary products under its own proprietary iWorld brand.
Incorporated in Singapore in April 2002, and listed on Singapore Exchange in January 2008, Afor Limited (Afor), is the first Apple Premium Reseller in Asia specialising in the sale of Apple brand products and its complementary products. As an Apple Premium Reseller, Afor carries a wide range of Apple brand products, accessories and a variety of softwares as well as complementary products under its own proprietary iWorld brand. Headquartered in Singapore and listed on the Singapore Exchange in January 2008, Afor has five outlets in Singapore and Malaysia named EpiCentre. Afor offers customers a one-stop shop Digital Lifestyle shopping experience. At its EpiCentre outlets, customers can enjoy an interactive shopping experience where they are encouraged to touch, feel and test the range of Apple products offered. Other than a wide range of Apple products and accessories, Afor also provides training and hands-on coaching on Everything Mac & more.... As a one-stop service centre, it also provides after-sales support at its EpiCentre outlets. This would include the iConcierge where support and guidance for Mac users can be obtained and trade-in services, where Apple products can be brought in for a valuation and trade-in for a new one. .1
i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009
i.LOVE.it
Continuous Learning. Open learning and sharing of knowledge with each other.
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AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it
.awards&achievements
We have been recognised by Apple for our growth rate and the quality of our service. In this regard, we received the following awards for our successful retailing efforts :
Top Apple Point-of-Sale (Retail Store) in Asia 2008 Top Apple Point-of-Sale (Retail Store) in Asia 2007 Best Apple Service Provider in ASEAN 2006 Best Apple Point-of-Sale (Retail Store) in Asia 2006 Best Apple Centre in Singapore in 2003 Best Apple Point-of-Sale (Retail Store) in Asia 2006 Best Apple Service Provider in ASEAN 2006 Top Apple Point-of-Sale (Retail Store) in Asia 2007 Top Apple Point-of-Sale (Retail Store) in Asia 2008
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.chairmansstatement
Dear Shareholders Despite the challenging year for retail business resulted from the sub-prime financial crisis around the world that affects the consumer confidence and spending, I am pleased to announce yet another year of profitability for the Group. For FY2009, the Group recorded a 1.2 % growth in revenues to S$65.1 million, compared to S$64.3 million in FY2008. The Group continued to remain profitable with the net profit attributable to equity holders stood at S$1.8 million, a decrease of 44.3% as compared with S$3.3 million in FY2008. Concurrently, the Groups cash and cash equivalents increased by S$1.4 million. Earnings per share for the year based on the weighted average number of ordinary shares issued was 1.95 cents while net tangible assets backing per ordinary share based on our issued share capital was 15.35 cents. The revenue from Third-party and proprietary brand complementary products increased by S$1.5 million or 16.4% from S$9.1 million in FY2008 to S$10.6 million in FY2009, while the revenue from Apple branded products dropped by S$0.7 million or 1.3% from S$55.2 million to S$54.5 million. Nevertheless, the revenue from our Apple branded products remained the main contributor which accounted for about 83.8% and 85.9% of the total revenue in FY2009 and FY2008. Our Malaysia outlet at Pavilion, Kuala Lumpur has been in full operation and contributed positively to the Groups revenue and profit. It had shown promising growth with revenue increased by S$4.7 million or 104.4% from S$4.5 million in FY2008 to S$9.2 million in FY2009. We continue to extend our market reach in Singapore with the opening of our new outlets in Bugis in July 2008 and ION Orchard in July 2009. With these two additions, our Group has a total of 5 outlets including one in Malaysia. Our new outlets in 313 Somerset and Marina Bay Sands are scheduled to open in the second half 2009 and first half 2010 respectively. On an operating level, we have been ever mindful of managing costs and improving productivity. We implemented various operational and quality control processes over the last year to fully maximize our resources. One of the Groups IT initiatives over the last year has been the successful implementation of our new ERP system linking the operations of the Group. This competency has enhanced the centralised information management capability of the Group and has helped improve our overall customer relationship management as well. In line with another year of profitability and our healthy cash flow, we had declared and paid out an interim exempt (one-tier) dividend of 0.5 cents per ordinary share for FY2009. Going forward, The Group will focus its strategy to invest in brand building and training to strengthen its marketing and sales. More efforts will be put on services and increasing the range of lifestyle products that we represent, to improve product margins and enhance the standing of our Group among its customers and peers. Concurrently, we will also continue to extend our coverage by looking for other suitable and strategic locations in the Asia region as well as looking for mergers, acquisitions and joint ventures opportunities in the region. We believe that with the strategic locations that the Group has already secured, coupled with a strong cash position of S$12.4 million and working capital of S$14.0 million, the Group is able to remain competitive and continue to grow in the market. Current market conditions look set to continue to be uncertain in the retail industry but there is reason to be optimistic. With signs of a recovery slowly emerging, positive consumer sentiments and good economic fundamentals in the region, we are confident that we shall continue to remain profitable. I am grateful to the management team and employees for the hard work and dedication in riding out this years challenging business climate. I would also like to thank my fellow Board members for their invaluable insights, wisdom and support, which have helped to make the Group stronger. On behalf of the Board of Directors and the management team, I would like to sincerely thank our customers, suppliers and business associates for their support and contribution to making EpiCentre the leading Apple Premium Reseller in Singapore. Last but not least, I would also like to thank our shareholders for their loyalty and confidence in the company. Jimmy Fong Teck Loon Executive Chairman and Chief Executive Officer
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.boardofdirectors
from left: Mr Liu Zhipeng, Mr Siow Chee Keong, Ms Brenda Yeo, Mr Jimmy Fong Teck Loon, Mr Johnson Goh Ann Ann, Mr Lee Keen Whye
The Board of Directors is entrusted with the responsibility for the overall management of our Group. Our Directors particulars are listed below :
Jimmy Fong Teck Loon

Executive Chairman & Chief Executive Officer Mr Fong is our Executive Chairman and Chief Executive Officer and was the founder of the Group. He was appointed to our Board on 9 April 2002. He is responsible for setting the strategic direction, tracking the financial and profitability growth of the Group, managing the business and overseeing all aspects of business growth and development of the Group. He has more than 12 years of experience in audit, management, IT and finance with commercial and financial organisations in Asia and Singapore. In 1991, he began his career as a Trainee Bank Officer and was with Oversea-Chinese Banking Corporation as an IT system auditor before moving on to hold various senior audit and finance positions in financial institutions and corporations, such as, Citibank, Schlumberger Oilfield Services, Sun Microsystems and I.B.M. World Trade Asia Corporation. Prior to establishing our Company in 2002, he held senior management positions in finance and was the Director of Finance for the Asia Pacific region with Intensia Asia Pacific. He holds a Bachelor of Commerce and Administration from the Victoria University of Wellington, New Zealand, majoring in accountancy with a minor in IT. In 1998, he also obtained a Master of Business Administration from Rutgers, the State University of New Jersey, the USA. 6.
Johnson Goh Ann Ann

Chief Operations Officer Mr Goh is our Executive Director and Chief Operations Officer who was appointed to our Board on 10 December 2007. He is responsible for our Companys local and regional sales and operations, including the overall management and continued development of strategic partners and supplier relationships. He also leads the formulation and execution of EpiCentres retail strategy and heads the ODM and distribution business units for third party products, playing a key role in securing exclusive rights to major accessories brands as well as developing new accessory products under our Companys own brand, iWorld. He has more than 15 years of experience in sales, operations and business development and prior to joining our Group in 2004, he was also the Director of Business Development for Avant-logic Computer Technology Pte Ltd. He holds an Advanced Diploma in Marketing Management from Oklahoma City University as well as a Graduate Diploma in Marketing Management from the Marketing Institute of Singapore. In 2003, he received a Master in Business Administration (Marketing) from the University of Leicester.
Brenda Yeo
Executive Director Ms Yeo is our Executive Director who was appointed to our Board on 21 February 2007. She oversees the human resource department of our Group and has more than 7 years of experience in human resource. In 2005, she first joined our Group as a human resource executive and was promoted to a personal assistant in 2006. She holds a Diploma in Human Resource Management from the International Business and Management Education Centre.
Liu Zhipeng
Independent Director Mr Liu is our Independent director and was appointed to our Board on 10 December 2007. Mr Liu is an advocate and solicitor of the Supreme Court of Singapore and currently also a director with Quantum Law Corporation, where he advises on corporate and commercial matters, banking, finance and real estate matters. Mr Liu graduated from the University of Nottingham and joined Messrs William Lai & Alan Wong (now known as WLAW LLC) as a legal assistant after being called to the Singapore Bar in July 1997. Mr Liu then joined Societe Generale as their in-house legal counsel from 1999 to 2000. Prior to joining Quantum Law Corporation, Mr Liu was an associate with Wong Partnership LLPs Corporate Real Estate Department from April 2006 to April 2007 and a partner with Chang See Hiang & Partners from November 2000 to February 2006.
Siow Chee Keong

Lead Independent Director Mr Siow is is our Lead Independent Director and was appointed to our Board on 10 December 2007. He has more than 25 years of audit and management experience in operations, business systems, information technology, finance and accounting with commercial and financial organisations in Canada, USA, England and Singapore. He is currently the Managing Director of JF Virtus Pte. Ltd. and offers audit, risk and consultancy services to exchange listed companies. Mr Siow qualified as a Chartered Certified Accountant with the Association of Chartered Certified Accountants in 1981, a Certified Internal Auditor with the Institute of Internal Auditors Inc. in 1985, a Certified General Accountants with the Certified General Accountants of Canada in 1990 and is a member of the Institute of Certified Public Accountants of Singapore. He graduated from the University of Warwick, England, with a Master of Business Administration. Mr Siow is on board of several listed and private companies, and is a member of the Singapore Institute of Directors.
Lee Keen Whye

Independent Director Mr Lee is our Independent Director and was appointed to our Board on 10 December 2007. He is the Managing Director of Strategic Alliance Capital Pte Ltd (SAC), a venture capital and investment management advisory company. Prior to founding SAC, Mr Lee was the founder and Managing Director of Rothschild Ventures Asia Pte Ltd, a member of the N M Rothschild & Sons global merchant banking group, and worked there from 1990 to 1997. He was Associate Director with Kay Hian James Capel Pte Ltd which he joined in 1987 as Head of Research for Singapore and Malaysia. Between 1985 and 1987, Mr Lee was based in California and worked with venture capital companies seeking investments in emerging growth companies. Prior to that, he was an Investment Manager with the Government of Singapore Investment Corporation. Mr Lee currently sits on the boards of several companies, including Santak Holdings Ltd, Oniontech Limited and Ultro Technologies Limited, which are listed on the SGX-ST. Mr Lee holds a Masters Degree in Business Administration from Harvard Business School and a Bachelors Degree in Business Administration from the University of Singapore.
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.keymanagement
from left: Mr Andy Koh, Mr Allan Tan Lee Chye, Mr Ong Omar Peter Young, Mr Chia Choy Heng, Mr Goh Ling Chuan, Ms Joanne Lee Sieu Wei
The particulars of our Executive Officers are set out below :
Ong Omar Peter Young

Chief Financial Officer Mr Ong is our Chief Financial Officer responsible for the overall group finance and corporate affairs of our Group. Mr Ong joined our Group in June 2008 prior to which he was a Chief Financial Officer and Executive Director of Esmart Holdings Limited, an SGX listed company. Prior to joining Esmart Holdings Limited, Mr Ong held the posts of finance manager of Price Johnson Controls Pte Ltd and finance manager and logistics manager of Shanghai Johnson Controls AirConditioning Co. Ltd., both subsidiaries of Johnson Controls, Inc., a global market leader in automotive systems, facility management and control. Mr Ong has approximately 15 years experience in accounting and finance. Mr Ong holds a Bachelor of Business (Accounting) from the University of Technology Sydney and is a member of CPA Australia and Singapore Institute of Directors.
of business plans for the Group. He has more than 14 years of experience in retail business. Prior to joining our Group, he was an Assistant Operations and Merchandise Director for Carrefour (S) Pte. Ltd. Mr Tan has also held managerial positions in with Courts (Singapore) Limited and Robinson & Co. (S) Pte. Ltd. Mr Tan holds a Diploma in Retail Management from the University of Stirling. Mr Tan was also the award winner for the prestigious Retail Executive of the Year in year 2003.
Joanne Lee Sieu Wei

Operations Manager Ms Lee is our Operations Manager who is responsible for the retail management of the Group. In 1999, she started her career as a sales executive with Challenger Technologies Ltd (Challenger), and was subsequently promoted to become its assistant manager. Prior to joining our Group in August 2005, she was tasked with overseeing the operations of two of Challengers subsidiary companies. She holds an International Diploma in Computer Studies from Informatics Computer School, Singapore, as well as a Diploma in Retail Management from the University of Stirling.
Allan Tan Lee Chye

Operations General Manager
Goh Ling Chuan

Mr Tan is our Operations General Manager and joined our Group in September 2009. He is responsible for the management of the Groups business and assisting the Chief Operations Officer in strategic planning and the execution General Manager, Malaysia Mr Goh is our General Manager for Afor (Malaysia) who is responsible for the general operations of Afor (Malaysia). He
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i.LOVE.it
Take pride in your work; be accountable with your job. Act on best interests of the company. Speed in execution and implementation.
joined our Group in August 2007. Between 1980 and 1985, he was employed as the Customer Service Manager for Unidata Sdn Bhd and was the Operations Manager (Operations & Services) for Pan Malaysian Pools Sdn Bhd from 1985 to 1991. Between 1991 and 2007, Mr Goh was employed as the Senior Manager for OCE System (M) Sdn Bhd, SiS Distribution (M) Sdn Bhd and Basis Bay Sdn Bhd, respectively, where he was responsible for the management and development of the respective companies financial targets and business goals. Mr Goh holds a Diploma in Electrical Engineering from the Federal Institute of Technology of Kuala Lumpur and was awarded certificates for Telecommunication Technician by the City and Guilds of London Institute. He has also received several certificates for completing various management, technology and development courses from institutions including Oce Nederland B.V. Venlo, Concurrent Computer Corporation of the USA, Robert Lam English Language Centre, Malaysian Institute of Management and Singapore Institute of Management.
to win a Gold in the Effie awards, which is an illustrious event in the industry. Subsequently, he was invited as a speaker at the inaugural World Effie Festival 2008 presenting his case on effectiveness of marketing. He was also a judge at the Singapore Effie 2008. Andy holds an Honours degree in Economics and Management from University of London; lead college London School of Economics and also a Diploma in Business Administration.
Joseph Chia Choy Heng

Human Resources Manager Mr Joseph Chia is our Human Resources Manager who is responsible for the management of the Groups Human Resources. Equipped with more than 18 years of experience in the Human Resources, he has managed the Human Resources functions in both operational as well as strategic capacities in industries like the manufacturing, community services, country clubs and hotel industry. He has also been invited to give talks at the Singapore Tourism Board to the public on working in the service sector and has represented companies he has worked for in meetings with the relevant government ministries and industry counterparts on workforce issues in Singapore. Some of the other international groups he has served in prior to joining our Group include hotel groups like the Pan Pacific, the Shangri-La, the Inter-Continental and manufacturing group like Shimano. He holds a Diploma in Personnel Management from the National Productivity Board.
Andy Koh Beng Lee

Group Marketing Manager Mr Koh is our Group Marketing Manager who is responsible for the brand and marketing communications management of the Group. He joined our Group in August 2008 and brings with him more than 9 years of experience. Mr Koh has won numerous awards in the marketing and advertising industry, with the most notable one being the first from a local agency
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i.LOVE.it
Ability to think and plan ahead according to business needs.
.corporateinformation
FULL NAME OF COMPANY : AFOR LIMITED 200202930G www.epicentreorchard.com Jimmy Fong Teck Loon (Executive Chairman and Chief Executive Officer) Johnson Goh Ann Ann (Chief Operations Officer) Brenda Yeo (Executive Director) Siow Chee Keong (Independent Director) Lee Keen Whye (Independent Director) Liu Zhipeng (Independent Director) Siow Chee Keong (Chairman) Lee Keen Whye Liu Zhipeng Liu Zhipeng (Chairman) Siow Chee Keong Lee Keen Whye Jimmy Fong Teck Loon Lee Keen Whye (Chairman) Siow Chee Keong Liu Zhipeng Tham Lee Meng 501 Orchard Road, Wheelock Place, #02-20/22 Singapore 238880 Telephone: (65) 62389378 Facsimile: (65) 62387681 BDO Raffles Public Accountants and Certified Public Accountants 19 Keppel Road, Jit Poh Building, #02-01 Singapore 089058 Partner-in-charge: Lew Wan Ming Appointed since financial year ended 30 June 2009 Boardroom Corporate & Advisory Services Pte. Ltd. 3 Church Street, Samsung Hub, #08-01 Singapore 049483 (65) 65365355 (65) 65361360 Oversea-Chinese Banking Corporation Limited Citibank, N.A., Singapore Branch Standard Chartered Bank
COMPANY REGISTRATION NUMBER : WEBSITE :
BOARD OF DIRECTORS : AUDIT COMMITTEE : NOMINATING COMMITTEE : REMUNERATION COMMITTEE : COMPANY SECRETARY :
REGISTERED OFFICE : AUDITORS : SHARE REGISTRAR AND : SHARE TRANSFER OFFICE Telephone Facsimile : :
PRINCIPAL BANKERS :
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.groupstructure
Afor Limited
EpiCentre Pte. Ltd. 100%
EpiCentre Solutions Pte. Ltd. 100%
Afor Sdn. Bhd. 100%
.groupofcompanies
SINGAPORE Afor Limited 501 Orchard Road, Wheelock Place, #02-20/22 Singapore 238880 Telephone: +65 6238 9378 Facsimile: +65 6238 6780 EpiCentre Pte. Ltd. 501 Orchard Road, Wheelock Place, #02-20/22 Singapore 238880 Telephone: +65 6238 9378 Facsimile: +65 6238 6780 EpiCentre Solutions Pte. Ltd. 501 Orchard Road, Wheelock Place, #02-20/22 Singapore 238880 Telephone: +65 6238 9378 Facsimile: +65 6238 6780 MALAYSIA Afor Sdn. Bhd Central Plaza Suite 1706 17th Floor, 34 Jalan Sultan Ismail, Kuala Lumpur, Malaysia Telephone: +603 2141 1787 Facsimile: +603 2141 3787
.retaillocations
SINGAPORE EpiCentre@Orchard 501 Orchard Road, Wheelock Place #02-20/23 Singapore 238880 Tel : +65 6238 9378 Fax : +65 6238 6780 EpiCentre@Suntec 3 Temasek Boulevard #02-179 Singapore 038983 Tel : +65 6835 8168 Fax : +65 6337 8246 EpiCentre@Bugis Junction 200 Victoria Street, #01-57 Singapore 188021 Tel : +65 6338 4855 Fax : +65 6338 4892 EpiCentre@ION Orchard ION Orchard, 2 Orchard Turn #B3-14 Singapore 238801 Tel : +65 6509 5028 Fax : +65 6509 8190 MALAYSIA EpiCentre@Pavilion Lot 5.24.07, Level 5, Pavilion 168 Jalan Bukit Bintang 55100 Kuala Lumpur Tel : +603 2141 6378 Fax : +603 2141 6318
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i.LOVE.it
Perform 2Q & 1T. Quality Service to Customers. Quantity to Sales. Transcend Beyond Job Scope.
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i.LOVE.it
Be honest; keep to promise and deliver as promise.
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.financialhighlights
REVENUE (S$M) 64.3 51.0 37.9 26.1 65.1
Net Profit Attributable to Shareholders (S$M)
3.5
3.3
2.0 0.9
1.8
2005
2006
2007
2008
2009
2005
2006
2007
2008
2009
gross profit (S$M)
11.7
Profit Before Tax (S$M) 10.9 4.3 4.0
7.8 5.6 3.7 1.2 2.4 2.1
2005
2006
2007
2008
2009
2005
2006
2007
2008
2009
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i.LOVE.it
Be proactive to achieve Companys vision, mission & objective. Trust in each other professionalism.
.corporategovernancereport
The Board of Directors (the Board) of Afor Limited (the Company) is committed and dedicated to maintaining a high standard of corporate governance in order to protect and enhance the interests of its shareholders. This report outlines the Companys corporate governance processes and activities that were in place throughout the financial year, with specific reference made to the principles and guidelines of the Code of Corporate Governance (Code). In compliance with the Listing Manual Section B of the SGX-ST Listing Manual (Catalist Rules), the Company has engaged Asian Corporate Advisors Pte. Ltd. as its Continuing Sponsor as part of the Companys transition to the Catalist sponsor-supervised regime. The Company will comply with the Catalist Rules with effect from 5 October 2009. The Boards conduct of its Affairs Principle 1: Every company should be headed by an effective Board to lead and control the company. The Board is collectively responsible for the success of the company. The Board works with Management to achieve this and the Management remains accountable to the Board. The Boards primary role is to protect and enhance long-term shareholder value. It sets the overall strategy for the Group and supervises executive management. To fulfill this role, the Board sets the Groups strategic direction, establishes goals for management and monitors the achievement of these goals, thereby taking responsibility for the overall corporate governance of the Group. The Board meets at least twice a year and Ad hoc meetings are convened when circumstances require. Important and critical matters concerning the Group are also tabled for the Boards decision by way of written resolutions, faxes, electronic mails and tele-conferencing. In addition to its statutory duties, the Boards principal functions are: 1. 2. 3. 4. 5. approving the Groups strategic plans, key operational initiatives, major investments and divestments and funding requirements; approving the annual budget, reviewing the performance of the business and approving the release of the financial results of the Group to shareholders; providing guidance in the overall management of the business and affairs of the Group; overseeing the processes for risk management, financial reporting and compliance; and approving the recommended framework of remuneration for the Board and key executives.
The Group has adopted internal guidelines that require the approval of the Board. The types of material transactions that require Board approval includes the: a. b. c. d. e. f. approval of release of financial results to the Singapore Exchange Securities Trading Limited (SGX-ST); approval of annual results and accounts; declaration of interim and proposal of final dividends; approval of corporate strategy; convening of shareholders meetings; and authorization of major transactions.
All newly appointed Directors are given briefings by Management on the history and business operations and corporate governance practices of the Group. The Company will, from time to time, organise seminars and briefing sessions for the Directors to enable them to keep pace with regulatory changes, where changes to regulations and accounting standards have a material bearing on the Company.
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Board Composition and Balance Principle 2: There should be a strong and independent element on the Board, which is able to exercise objective judgement on corporate affairs independently, in particular, from Management. No individual or small group of individuals should be allowed to dominate the Boards decision making. As at the end of the financial year, the Board comprises six Directors, three of whom are Independent Directors. The criteria for independence are determined based on the definition provided in the Code. The Board is supported by various sub-committees, namely, the Nominating Committee, the Audit Committee and the Remuneration Committee, whose functions are described below. The Board is able to exercise objective judgment independently from Management and no individual or small group of individuals dominate the decisions of the Board. The Board is of the opinion that, given the scope and nature of the Groups operations, the present size of the Board is appropriate for effective decision making. The Board is made up of Directors who are qualified and experienced in various fields including manufacturing, legal, business administration and finance. Accordingly, the current Board comprises of persons who as a group, have core competencies necessary to lead and manage the Company. Chairman and Chief Executive Officer Principle 3: There should be a clear division of responsibilities at the top of the company the working of the Board and the executive responsibility of the companys business which will ensure a balance of power and authority, such that no one individual represents a considerable concentration of power. The Board is of the view that it is in the best interests of the Group to adopt a single leadership structure, whereby the CEO and Chairman of the Board is the same person, so as to ensure the decision-making process of the Group would not be unnecessarily hindered. The Group Executive Chairman (Executive Chairman) and Chief Executive Officer, Mr Jimmy Fong Teck Loon, plays a pivotal role in the Groups business development and provides the Group with strong leadership and vision. As Executive Chairman and Chief Executive Officer of the Group, he supervises the business operations, as well as formulating long-term corporate strategies and policies for the Group. He schedules Board meetings as and when required and sets the agenda for the Board meetings. In addition, he sets guidelines on and ensures quality, quantity, accurateness, and timeliness of information flow between the Board, Management and shareholders of the Company. He encourages and builds constructive relation between the Board and Management. He also takes a leading role in ensuring the Companys compliance with corporate governance guidelines. As all major decisions made by Mr Fong are reviewed by the respective Board Committees, the Board is of the view that there are sufficient safeguards to ensure accountability and independent decision making. The Company has also appointed Mr Siow Chee Keong as the Lead Independent Director pursuant to the recommendations of the Code. The Lead Independent Director will be available to shareholders where they have concerns which contact through the normal channels of the Executive Chairman and Chief Executive Officer has failed to resolve or for which such contact is in-appropriate.
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Nominating Committee Principle 4: There should be a formal and transparent process for the appointment of new directors to the Board. As a principle of good corporate governance, all directors should be required to submit themselves for re-nomination and re-election at regular intervals. To facilitate a formal and transparent process for the appointment of new Directors, the Board has formed the Nominating Committee (NC). The Nominating Committee comprises: Mr Liu Zhipeng (Chairman) Mr Jimmy Fong Teck Loon (Member) Mr Siow Chee Keong (Member) Mr Lee Keen Whye (Member) Save for Mr Jimmy Fong Teck Loon, the other members of the Committee are independent Directors. The NC has written terms of reference and their role includes: 1. 2. 3. 4. making recommendations to the Board on all board appointments, including the development of a set of criteria for Director appointments; re-nominating Directors having regard to the Directors contribution to the Group and his performance at Board Meetings, for example, attendance, participation and critical assessment of issues deliberated upon by the Board; considering and determining on an annual basis, whether or not a Director is independent; and to decide on how the Boards performance may be evaluated and propose objective performance criteria to the Board.
The independence of each Director is reviewed annually by the NC based on the Codes definition of what constitutes an independent director. Pursuant to the Articles of Association of the Company:(a) (b) one third of the Directors are to retire from office and be subject to re-election at every Annual General Meeting; and directors appointed during the course of the year must retire and submit themselves for re-election at the next Annual General Meeting of the Company following their appointments. Principle 5: There should be a formal assessment of the effectiveness of the Board as a whole and the contribution by each director to the effectiveness of the Board. The NC assesses the performance of the Board as a whole in view of the complementary and collective nature of the Directors contributions. The Committee has established objective performance criteria by which the Boards performance may be evaluated. Access to Information Principle 6: In order to fulfil their responsibilities, Board members should be provided with complete, adequate and timely information prior to board meetings and on an on-going basis.
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The Board is provided with complete and adequate information prior to Board meetings and kept informed of on-going developments within the Group. Board papers are generally made available to Directors before the meeting and would include financial management reports, reports on performance of the Group, papers pertaining to matters requiring the Boards decision, updates on key outstanding issues, strategic plans and developments in the Group. The Directors have separate and independent access to the Companys senior management and the Company Secretary at all times. Should the Directors, whether as a group or individually, require independent professional advice, such professionals (who will be selected with the approval of the Chairman or the Chairman of the Committee requiring such advice) will be appointed at the Companys expense. The Company Secretary attends all Board Meetings and is responsible for ensuring that Board procedures are followed. The Company Secretary assists senior management in ensuring that the Company complies with rules and regulations which are applicable to the Company. Remuneration Committee Principle 7: There should be a formal and transparent procedure for developing policy on executive remuneration and for fixing the remuneration packages of individual directors. No director should be involved in deciding his own remuneration. Principle 8: The level of remuneration should be appropriate to attract, retain and motivate the directors needed to run the company successfully but companies should avoid paying more than is necessary for this purpose. A significant proportion of the remuneration especially that of executive directors should be structured so as to link rewards to corporate and individual performance. The Remuneration Committee comprises: Mr Lee Keen Whye (Chairman) Mr Liu Zhipeng (Member) Mr Siow Chee Keong (Member) All members of the Committee are Independent Directors. The Remuneration Committee (RC) has written terms of reference and their role includes: 1. 2. 3. 4. 5. making recommendations to the Board on a framework of remuneration for the directors and key executives to ensure that it is appropriate to attract, retain and motivate them to run the Group successfully; reviewing and determining specific remuneration packages for each executive director and key executives; reviewing and recommending to the Board terms of renewal of service contracts; considering various disclosure requirements for directors remuneration; and considering the participation of directors, CEO and key executives in the share schemes and other long-term incentive schemes as may from time to time be implemented. In setting remuneration packages, RC took into account the performance of the Group as well as the Directors and key executives aligning their interests with those of shareholders and linking rewards to corporate and individual performance as well as industry benchmarks. The review of remuneration packages takes into consideration the longer term interests of the Group. The review covers all aspects of remuneration including salaries, fees, allowances, bonuses, options and benefits-in-kind. The Committees recommendations are made in consultation with the Chairman of the Board and submitted for endorsement by the entire Board. The payment of Directors fees is subject to the approval of shareholders.
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Disclosure on Remuneration Principle 9: Each company should provide clear disclosure of its remuneration policy, level and mix of remuneration, and the procedure for setting remuneration, in the companys annual report. It should provide disclosure in relation to its remuneration policies to enable investors to understand the link between remuneration paid to directors and key executives, and performance. Details of remuneration of Directors of the Company for FY2009 is set out below: Directors of the Company $250,000 to $499,999 Below $250,000 Jimmy Fong Teck Loon Johnson Goh Ann Ann Brenda Yeo Siow Chee Keong Lee Keen Whye Liu Zhipeng Salary & Bonus % 100 100 100 Fees % 100 100 100 Total % 100 100 100 100 100 100
Rather than set out the names of the top five executives who are not also Directors of the Company, the remuneration of the top five executives for FY 2009 are set out below in bands of S$250,000. This will maintain confidentiality of the remuneration packages of the key executives: > S$250,000 < S$500,000 < S$250,000 : : 0 5
Brenda Yeo, our Executive Director, is the spouse of Jimmy Fong Teck Loon, our Executive Chairman & Chief Executive Officer as well as Substantial Shareholder. Save as disclosed above, none of our Directors or employees are immediate family members of the Directors or the Executive Chairman & Chief Executive Officer. Accountability and Audit Principle 10: The Board is accountable to the shareholders while the Management is accountable to the Board. Accountability Management provides the Board with the necessary financial information on a regular basis for the discharge of its duties. In presenting the half year and full year financial statement and dividend announcement to shareholders, as well as timely announcements of other matters as prescribed by the relevant rules and regulation, it is the aim of the Board to provide shareholders with a balanced and understandable assessment of the Companys and Groups performance, position and prospects.
.21
Audit Committee Principle 11: The Board should establish an Audit Committee with written terms of reference which clearly set out its authority and duties. The Audit Committee comprises: Mr Siow Chee Keong (Chairman) Mr Lee Keen Whye (Member) Mr Liu Zhipeng (Member) All three Audit Committee (AC) members are independent Directors of the Company. The members have had many years of experience in accounting, legal, business and financial management. The Board considers that the members of the AC are appropriately qualified to discharge the responsibilities of the AC. The AC has written terms of reference. Specifically, the AC meets on a periodic basis to perform the following functions: 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. review with the external and internal auditors their respective audit plans, scope, reports, findings and action taken by management on the findings. review the independence of the external and internal auditors annually. recommend the appointment or reappointment of external and internal auditors and remuneration of the external and internal auditors. review the adequacy of internal financial controls, operational and compliance controls, and risk management policies and systems established by Management (collectively internal controls). review the effectiveness of the internal audit function. review the co-operation given by the Management to the auditors. review the performance of external and internal auditors with the management. review the financial statements of the Company and draft announcements to SGX before their submission to the Board. review Interested Party Transactions (IPT). review arrangements by which staff of the company may, in confidence, raise concerns about possible improperties in matters of financial reporting or other matters. undertake such other functions and duties as may be required by statute or the Listing Manual, and by such amendments made thereto from time to time. to meet with the external and internal auditors without the presence of Management at least once a year. to note any significant actions commenced against the Company and to note any significant breaches of regulations or legislation. to consider any other topics specifically delegated to the Committee by the Board from time to time.
The AC has full access to and the co-operation of Management and the full discretion to invite any Director or executive officer to attend its meetings, and has reasonable resources to enable it to discharge its functions properly. The AC has undertaken a review of all non-audit services provided by the auditors and in the ACs opinion, the provision of these services does not affect the independence of the auditors. The AC has recommended to the Board the nomination of Messrs BDO Raffles for re-appointment as external auditors of the Company at the forthcoming AGM.
22.
The AC has reviewed arrangements by which the staff of the Company may, in confidence, raise any improprieties in matters of financial reporting or other matters, with the objective of ensuring that arrangements are in place for the independent investigation of such matters for appropriate follow-up action. In this regard, the Management has adopted a whistle-blower policy. Internal Controls Principle 12: The Board should ensure that Management maintains a sound system of internal controls to safeguard the shareholders investments and the companys assets. The Company has in place a system of internal controls to safeguard shareholders investment and the Groups assets. The AC has, during the year, reviewed, with the assistance of the external and internal auditors, the effectiveness of the Companys material internal controls, including financial, operational and administrative controls and financial risk management. Based on the review of the AC, the Board is satisfied that the internal controls of the Group are adequate to safeguard shareholders investments and the Companys assets and ensure the integrity of its financial statements. The Board, however, recognizes that no system of internal controls could provide absolute assurance against human error, poor judgement in decision making, fraud and other irregularities. The Board conducts regular review on the effectiveness of the Companys system of internal controls. Internal Audit Principle 13: The company should establish an internal audit function that is independent of the activities it audits. The Company outsources its internal audit function to an external CPA firm. The internal auditors plan its internal audit schedules in consultation with, but independent of the Management. The audit plan is submitted to the Audit Committee for approval prior to the commencement of the internal audit. The Audit Committee reviews the internal auditors report on a regular basis, including overseeing and monitoring of the implementation or the improvements required on internal control weaknesses identified. Communications with the Shareholders Principle 14: Companies should engage in regular, effective and fair communication with shareholders. Communications with Shareholders The Company ensures that timely and adequate disclosure of information on matters of material impact on the Company are made to shareholders of the Company via SGXNET and press releases where appropriate, in compliance with the requirements set out in the Listing Manual of the Singapore Exchange Securities Trading Limited with particular reference to the Corporate Disclosure Policy set out therein. Principle 15: Companies should encourage greater shareholder participation at AGMs, and allow shareholders the opportunity to communicate their views on various matters affecting the company.
.23
Greater Shareholder Participation At general meetings, shareholders of the Company are given the opportunity to air their views and ask Directors or Management questions regarding the Company. The Board and Management are present at these meetings to address any questions that shareholders may have. The external auditors are also present to assist the Board in addressing queries by shareholders. The Articles of Association of the Company (Articles) allow a member of the Company to appoint a proxy or two proxies to attend and vote in place of the member at general meetings. For the time being, the Board is of the view that this is adequate to enable shareholders to participate in general meetings of the Company and is not proposing to amend their Articles to allow votes in absentia. Separate resolutions on each distinct issue are tabled at general meetings and the Chairman of the Audit Committee and the external auditors will be present to address any queries from the shareholders attending the meeting. Dealings in Securities The Company has adopted the Singapore Exchange Securities Trading Limiteds Best Practices Guide applicable in relation to dealings in the Companys securities by its officers. The Company has informed its officers not to deal in the Companys shares whilst they are in possession of unpublished material price sensitive information and during the period commencing one month before the announcement of the Companys financial results and ending on the date of announcement of such financial results. Interested Person Transaction The aggregate value of interested person transaction entered during the financial year was as follows: Name of interested person Aggregate value of all interested person transactions during the Aggregate value of all interested financial year under review (excluding person transactions conducted under transactions Rule 920) S$ conducted under shareholders mandate pursuant to than $100,000) S$ shareholders mandate pursuant to Rule 920 (excluding transactions less
Material Contracts Since the end of the previous year, the company and its subsidiaries did not enter into any material contract involving interests of the Executive Chairman & Chief Executive Officer, directors or controlling shareholders and no such material contract still subsist at the financial year. Catalist Sponsor No non-sponsor fee was paid to the Sponsor during the financial year.
24.
Directors Attendance at Board and Committee Meetings The number of Directors and other committees meetings and the record of attendance of each Director during the financial year ended 30 June 2009 is set out below: Remuneration Committee 1 Nominating Committee 1
Director Number of Meetings Held
Board 2
Audit Committee 2
Number of Meetings Attended Jimmy Fong Teck Loon Johnson Goh Ann Ann Brenda Yeo Siow Chee Keong Lee Keen Whye Liu Zhipeng
* By invitation
2 2 2 2 2 2
2* 2* 2* 2 1 2
1* 0 0 1 1 1
1 0 0 1 1 1
.25
.reportofthedirectors
The Directors of the Company present their report to the members together with the audited financial statements for the financial year ended 30 June 2009 of the Group and the balance sheet of the Company as at 30 June 2009. 1. Directors The Directors of the Company in office at the date of this report are: Jimmy Fong Teck Loon Brenda Yeo Lee Keen Whye Goh Ann Ann Johnson Siow Chee Keong Liu Zhipeng 2. Arrangements to enable Directors to acquire shares or debentures Neither at the end of nor at any time during the financial year was the Company a party to any arrangement whose object is to enable the Directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate. 3. Directors interests in shares or debentures According to the register of Directors shareholdings kept by the Company for the purposes of Section 164 of the Singapore Companies Act, Cap. 50 (the Act), none of the Directors of the Company who held office at the end of the financial year had any interests in the shares or debentures of the Company or its related corporations except as detailed below: Shareholdings registered in the Shareholdings in which Directors name of Directors Balance at 1 July 2008 Balance at 30 June 2009 are deemed to have an interest Balance at 1 July 2008 Balance at 30 June 2009
Number of ordinary shares Company Jimmy Fong Teck Loon Brenda Yeo Lee Keen Whye Goh Ann Ann Johnson Siow Chee Keong Liu Zhipeng 51,629,800 630,000 100,000 9,450,000 100,000 100,000 50,369,800 630,000 100,000 10,710,000 100,000 100,000 630,000 51,629,800 630,000 50,369,800
By virtue of Section 7 of the Act, Jimmy Fong Teck Loon is deemed to have interests in the shares of all the subsidiaries of the Company as at the end of the financial year. Jimmy Fong Teck Loon is deemed to be interested in the shares held by his wife, Brenda Yeo, and vice versa.
26.
3. Directors interests in shares or debentures (Continued) In accordance with the continuing listing requirements of the Singapore Exchange Securities Trading Limited, the Directors of the Company state that, according to the register of Directors shareholdings, the Directors interests as at 21 July 2009 in the shares of the Company have not changed from those disclosed as at 30 June 2009. 4. Directors contractual benefits Since the end of the previous financial year, no Director of the Company has received or become entitled to receive a benefit by reason of a contract made by the Company or by a related corporation with the Director or with a firm of which he is a member, or with a company in which he has a substantial financial interest, except as disclosed in the financial statements. 5. Share options There were no share options granted by the Company or its subsidiaries during the financial year. There were no shares issued during the financial year by virtue of the exercise of options to take up unissued shares of the Company or its subsidiaries. There were no unissued shares of the Company or of its subsidiaries under options as at the end of the financial year. 6. Audit committee The Audit Committee comprises the following members, who are all non-executive Directors and a majority of whom, including the Chairman, are Independent Directors. The members of the Audit Committee during the financial year and at the date of this report are: Siow Chee Keong Lee Keen Whye Liu Zhipeng The Audit Committee performs the functions specified in Section 201B (5) of the Act. In performing those functions, the Audit Committee reviewed the audit plans and the overall scope of examination by the external auditors of the Group and of the Company. The Audit Committee also reviewed the independence of the external auditors of the Company and the nature and extent of the non-audit services provided by the external auditors. The Audit Committee also reviewed the assistance provided by the Companys officers to the external auditors and the consolidated financial statements of the Group and the balance sheet of the Company as well as the Independent Auditors Report thereon prior to their submission to the Directors of the Company for adoption and reviewed the interested person transactions as defined in Chapter 9 of the Listing Manual of the Singapore Exchange. The Audit Committee has full access to and has the co-operation of the management and has been given the resources required for it to discharge its function properly. It has also full discretion to invite any Director and executive officer to attend its meetings. The external auditors have unrestricted access to the Audit Committee. (Chairman)
.27
6. Audit committee (Continued) The Audit Committee has recommended to the Board of Directors the nomination of BDO Raffles, for re-appointment as auditors of the Company at the forthcoming Annual General Meeting. The Audit Committee has carried out an annual review of non-audit services provided by the external auditors to satisfy itself that the nature and extent of such services will not prejudice the independence and objectivity of the external auditors prior to recommending their recommendation. 7. Auditors The auditors, BDO Raffles, have expressed their willingness to accept re-appointment.
On behalf of the Board of Directors
Jimmy Fong Teck Loon Director Singapore 18 September 2009
Goh Ann Ann Johnson Director
28.
.statementbydirectors
In the opinion of the Board of Directors, (a) the accompanying financial statements comprising the balance sheets, consolidated income statement, consolidated statement of changes in equity and consolidated cash flow statement together with the notes thereon are properly drawn up in accordance with the provisions of the Singapore Companies Act, Cap. 50 and Singapore Financial Reporting Standards so as to give a true and fair view of the state of affairs of the Group and of the Company as at 30 June 2009 and of the results, changes in equity and cash flows of the Group for the financial year ended on that date; and (b) at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they fall due.
On behalf of the Board of Directors
Jimmy Fong Teck Loon Director Singapore 18 September 2009
Goh Ann Ann Johnson Director
.29
.independentauditorsreport
to the members of afor limited We have audited the accompanying financial statements of Afor Limited (the Company) and its subsidiaries (the Group) as set out on pages 32 to 73 which comprise the balance sheets of the Group and of the Company as at 30 June 2009, the consolidated income statement, consolidated statement of changes in equity and consolidated cash flow statement of the Group for the financial year then ended, and a summary of significant accounting policies and other explanatory notes. Managements Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with the provisions of the Singapore Companies Act, Cap. 50 (the Act) and Singapore Financial Reporting Standards. This responsibility includes: (a) devising and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly authorised and that they are recorded as necessary to permit the preparation of true and fair income statement and balance sheets and to maintain accountability of assets; (b) (c) selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditors Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Singapore Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the entitys preparation and fair presentation of the financial statements 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 entitys internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
30.
.independentauditorsreport
to the members of afor limited Opinion In our opinion, (a) the consolidated financial statements of the Group and the balance sheet of the Company are properly drawn up in accordance with the provisions of the Act and Singapore Financial Reporting Standards so as to give a true and fair view of the state of affairs of the Group and of the Company as at 30 June 2009 and of the results, changes in equity and cash flows of the Group for the financial year ended on that date; and (b) the accounting and other records required by the Act to be kept by the Company and by the subsidiary incorporated in Singapore of which we are the auditors, have been properly kept in accordance with the provisions of the Act.
BDO Raffles Public Accountants and Certified Public Accountants Singapore 18 September 2009
.31
.balancesheets
AS AT 30 JUNE 2009
Group Note Non-current assets Plant and equipment Investments in subsidiaries 4 5 406 406 Current assets Inventories Trade and other receivables Cash and cash equivalents 6 7 8 5,080 3,856 12,437 21,373 Less: Current liabilities Trade and other payables Finance lease payable Current income tax payable 9 10 7,072 6 301 7,379 Net current assets Less : Non-current liabilities Finance lease payable Deferred tax liabilities 10 11 7 42 49 14,351 Capital and reserves Share capital Foreign currency translation reserve Accumulated profits Equity attributable to equity holders of the Company 14,351 14,872 13,633 12 13 6,709 3 7,639 6,709 6 8,157 6,709 6,924 13 51 64 14,872 7 15 22 13,633 13,994 5,062 6 775 5,843 14,499 462 6 151 619 13,069 5,528 3,822 10,992 20,342 5,620 8,068 13,688 437 437 106 480 586 2009 $000 2008 $000 2009 $000
Company 2008 $000 229 165 394 4,725 6,091 9,451 20,267
4,658 6 775 5,439 14,828
13 51 64 15,158 6,709 8,449 15,158
The accompanying notes form an integral part of these financial statements.
32.
.consolidatedincomestatement
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009
Note Revenue Cost of sales Gross profit Other income Administrative expenses Selling and distribution costs Profit before income tax Income tax expense Profit after income tax attributable to equity holders of the Company Earnings per share (in cents) Basic Diluted 18 16 17 15 14
2009 $000 65,063 (54,154) 10,909 783 (6,881) (2,678) 2,133 (313) 1,820
2008 $000 64,312 (52,628) 11,684 415 (5,759) (2,293) 4,047 (779) 3,268
1.95 1.95
6.42 6.42

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.consolidatedstatementofchangesinequity
Foreign currency translation Note Balance as at 1 July 2008 Currency translation adjustment recognised directly in equity Net profit for the financial year Total recognised income and expense for the financial year Dividends Balance as at 30 June 2009 Balance as at 1 July 2007 Issue of shares Share issue expenses Currency translation adjustment recognised directly in equity Net profit for the financial year Total recognised income and expense for the financial year Balance as at 30 June 2008 6,709 6 6 3,268 8,157 6 3,268 12 12 19 6,709 315 7,790 (1,396) (3) 3 1,820 (2,338) 7,639 4,889 (3) 1,820 Share capital $000 6,709 reserve $000 6 Accumulated profits $000 8,157
Total equity attributable to equity holders of the Company $000 14,872
(3) 1,820
1,817 (2,338) 14,351 5,204 7,790 (1,396)
6 3,268
3,274 14,872
34.
.consolidatedcashflowstatement
Note Cash flows from operating activities Profit before income tax Adjustments for: Allowance for doubtful trade receivables Bad trade receivables written off Depreciation of plant and equipment Goodwill on acquisition of subsidiaries written off Interest income Loss on disposal of plant and equipment Obsolete inventories written off Plant and equipment written off Currency translation adjustment Operating profit before working capital changes Working capital changes: Inventories Trade and other receivables Trade and other payables Cash generated from operations Interest received Income taxes paid Net cash from operating activities Cash flows from investing activities Purchase of plant and equipment Acquisition of subsidiaries Proceeds from disposal of plant and equipment Net cash used in investing activities Cash flows from financing activities Dividends paid Increase in fixed deposits pledged Net proceeds from issue of shares Finance lease payments Net cash (used in)/from financing activities Net change in cash and cash equivalents Cash and cash equivalents at beginning of financial year Cash and cash equivalents at end of financial year 8 8 4 5 4 5
2009 $000 2,133 7 75 264 (33) 11 165 9 2,631 283 (116) 2,010 4,808 33 (796) 4,045 (266) 10 (256) (2,338) (195) (6) (2,539) 1,250 8,889 10,139
2008 $000 4,047 9 274 13 (22) 15 4,336 (1,700) (580) 312 2,368 22 (910) 1,480 (384) 29 (355) (1,740) 6,359 (6) 4,613 5,738 3,151 8,889

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.notestothefinancialstatements
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 These notes form an integral part of and should be read in conjunction with the financial statements. 1. General corporate information The balance sheet of Afor Limited (the Company) and the consolidated financial statements of the Company and its subsidiaries (the Group) for the financial year ended 30 June 2009 were authorised for issue in accordance with a Directors resolution dated 18 September 2009. The Company is a public limited company, incorporated and domiciled in Singapore with its registered office address and principal place of business at 501 Orchard Road, #02-20/22 Wheelock Place, Singapore 238880. The Companys registration number is 200202930G. The principal activities of the Company are those of distribution and selling of computers and computer products and providing maintenance and computer related services. The principal activities of the subsidiaries are set out in Note 5 to the financial statements. 2. Summary of significant accounting policies 2.1. Basis of preparation of financial statements The financial statements have been prepared in accordance with the provisions of the Singapore Companies Act, Cap. 50 and Singapore Financial Reporting Standards (FRS). The financial statements are presented in Singapore dollar and all values are rounded to the nearest thousand ($000) except when otherwise indicated. The financial statements have been prepared under the historical cost convention, except as disclosed in the accounting policies below. The preparation of financial statements in conformity with FRS requires the management to exercise judgement in the process of applying the Groups and the Companys accounting policies and requires the use of accounting estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the balance sheet date, and the reported amounts of revenue and expenses during the financial year. Although these estimates are based on the managements best knowledge of historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances, actual results may ultimately differ from those estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the financial year in which the estimate is revised if the revision affects only that financial year, or in the financial year of the revision and future financial years if the revision affects both current and future financial years. Critical accounting judgements and key sources of estimation uncertainty used that are significant to the financial statements are disclosed in Note 3 to the financial statements. During the financial year, the Group and the Company adopted the new and revised FRS and Interpretations of FRS (INT FRS) that are relevant to their operations and effective for the current financial year. The adoption of the new or revised FRS and INT FRS did not result in any substantial change to the Groups and the Companys accounting policies and has no material effect on the amount reported for the current or prior financial years.
36.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 2. Summary of significant accounting policies (Continued) 2.1. Basis of preparation of financial statements (Continued) FRS and INT FRS issued but not yet effective The Group and the Company have not adopted the following FRS and INT FRS that have been issued but not yet effective: Effective date (Annual periods beginning on or after) FRS 1 : Presentation of Financial Statements (Revised Presentation) : Amendments FRS 1 Puttable of Financial Instruments and Obligations Arising on Liquidation FRS 23 FRS 27 : Borrowing Costs (Revised) : Amendments to FRS 27 Cost of an Investment in a Subsidiary, Jointly Controlled Entity or Associate : Consolidated and Separate Financial Statements (Revised) FRS 32 : Financial Instruments: Presentation Amendments relating to Puttable Financial Instruments and Obligations Arising on Liquidation FRS 39 : Amendments to FRS 39 Financial Instruments: Recognition and Measurement and FRS 107, Financial Instruments: Disclosures Reclassification of Financial Assets : Amendments to FRS 39 Financial Instruments Recognition and Measurement Eligible Hedge Items : Amendments to FRS 39 Financial Instruments Embedded Derivatives FRS 101 FRS 102 FRS 103 FRS 107 FRS 108 INT FRS 109 INT FRS 112 INT FRS 116 INT FRS 117 INT FRS 118 : Amendments to FRS 101 Cost of an Investment in a Subsidiary, Jointly Controlled Entity or Associate : Share-based Payment Vesting Conditions and Cancellations : Business Combinations (Revised) : Amendments to FRS 107 Financial Instruments: Disclosures Improving Disclosures about Financial Instruments : Operating Segments : Amendments to FRS 109 Embedded Derivatives : Service Concession Arrangements (Revised) : Hedges of a Net Investment in a Foreign Operation : Distributions of Non-cash Assets to Owners : Transfer of Assets from Customers 1 January 2009 30 June 2009 1 January 2009 1 October 2008 1 July 2009 1 July 2009 1 January 2009 1 July 2009 1 January 2009 1 January 2009 30 June 2009 1 July 2009 1 July 2009 1 July 2009 1 January 2009 1 January 2009 1 January 2009 1 January 2009 1 January 2009
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 2. Summary of significant accounting policies (Continued) 2.1. Basis of preparation of financial statements (Continued) The Group and the Company expect that the adoption of the above pronouncements, if applicable will have no material impact on the financial statements in the period of initial application, except as disclosed below. FRS 1, Presentation of Financial Statements - Revised Presentation FRS 1 (Revised) requires an entity to present, in a statement of changes in equity, all owner changes in equity. All non-owner changes in equity (i.e. comprehensive income) are required to be presented in one statement of comprehensive income or in two statements (a separate income statement and a statement of comprehensive income). Components of comprehensive income are not permitted to be presented in the statement of changes in equity. In addition, a statement of financial position is required at the beginning of the earliest comparative period following a retrospective application of an accounting policy, a retrospective restatement of items in its financial statements or a reclassification of items in the financial statements. FRS 1 (Revised) does not have any impact on the Groups and the Companys financial position or results. FRS 27, Consolidated and Separate Financial Statements (Revised) The amendments in FRS 27 (Revised 2009) are principally in respect of the accounting treatment for transactions that result from changes in a parents interest in a subsidiary. These amendments will significantly affect the accounting for such transactions in future accounting periods, but the extent of the impact on the financial statements will depend on the nature and type of the transactions, which cannot be anticipated. The changes will be adopted prospectively for transactions after the date of adoption of the revised Standard and, therefore, no restatements will be required in respect of transactions prior to the date of adoption. FRS 103, Business Combination (Revised) The amendments in FRS 103 (Revised 2009) on accounting for business combination transactions are significant and the main changes relate to measurement of all items of consideration transferred by acquirer at fair value at the acquisition date, the election of measuring non-controlling interest at fair value or at its proportionate interest in fair value of identifiable assets and liabilities at acquisition date and the transaction costs incurred in connection with the business combination is expensed as and when they are incurred and cannot be capitalised. The impact of FRS 103 (Revised) can only be determined once the detail of future business combination transactions is known. The amendments to this revised Standard will be adopted prospectively for transactions after the date of adoption of the revised Standard and, therefore, no restatements will be required in respect of transactions prior to the date of adoption. FRS 108, Operating Segments FRS 108 requires an entity to adopt a management perspective approach in reporting financial and descriptive information about its reportable segment. Financial information is required to be reported on the basis that it is used internally for evaluating operating segment performance and deciding how to allocate resources to operating segments. FRS 108 introduces additional segment disclosures to be made to improve the information about the operating segments. The Group and the Company will apply FRS 1, FRS 27, FRS 103 and FRS 108 from financial year beginning 1 July 2009.
38.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 2. Summary of significant accounting policies (Continued) 2.2. Basis of consolidation The consolidated financial statements comprise the financial statements of the Company and its subsidiaries made up to end of the financial year. The financial statements of the subsidiaries are prepared for the same reporting date as the parent company. The purchase method of accounting is used to account for the acquisition of subsidiaries. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued or liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values on the date of acquisition, irrespective of the extent of any minority interest. Cost directly attributable to an acquisition are included as part of the cost of acquisition. Subsidiaries are consolidated from the date on which control is transferred to the Group to the date on which that control ceases. In preparing the consolidated financial statements, inter-company transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Where necessary, adjustments are made to the financial statements of subsidiaries to ensure consistency of accounting policies with those of the Group. 2.3. Subsidiaries Subsidiaries are entities (including special purpose entities) over which the Group has power to govern the financial and operating policies, generally accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Investments in subsidiaries are stated at cost on the Companys balance sheet less accumulated impairment in value, if any. 2.4. Plant and equipment Plant and equipment are initially recorded at cost. Subsequent to initial recognition, plant and equipment are stated at cost less accumulated depreciation and impairment in value, if any. The cost of plant and equipment includes expenditure that is directly attributable to the acquisition of the items. Dismantlement, removal or restoration costs are included as part of the cost of plant and equipment if the obligation for dismantlement, removal or restoration is incurred as a consequence of acquiring or using the plant and equipment. Subsequent expenditure relating to the plant and equipment that has already been recognised is added to the carrying amount of the asset when it is probable that the future economic benefits, in excess of the standard of performance of the asset before the expenditure was made, will flow to the Group and the Company and the cost can be reliably measured. Other subsequent expenditure is recognised as an expense during the financial year in which it is incurred.
.39
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 2. Summary of significant accounting policies (Continued) 2.4. Plant and equipment (Continued) On disposal of an item of plant and equipment, the difference between the net disposal proceeds and its carrying amount is taken to the income statement. Depreciation is calculated on the straight-line method so as to write off the depreciable amount of the plant and equipment over the estimated useful lives as follows: Years Demo equipment Office equipment Furniture and fittings Renovation Motor vehicle 3 3 3 3 10
The residual values, useful life and depreciation method are reviewed at each balance sheet date to ensure that the residual values, period of depreciation and depreciation method are consistent with previous estimates and the expected pattern of consumption of the future economic benefits embodied in the items of plant and equipment. 2.5. Impairment of non-financial assets The carrying amounts of non-financial assets are reviewed at each balance sheet date to determine whether there is any indication of impairment in value and whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If any such indication exists, or when annual impairment testing for an asset is required, the assets recoverable amount is estimated. An impairment in value is recognised whenever the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. A cash-generating unit is the smallest identifiable asset group that generates cash flows that largely are independent from other assets and groups of assets. Impairment in value is recognised in the income statement, unless it reverses a previous revaluation, credited to equity, in which case it is charged to equity. The recoverable amount of an asset or cash-generating unit is the higher of its fair value less costs to sell and its value in use. Recoverable amount is determined for 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, the recoverable amount is determined for the cash-generating unit to which the assets belong. The fair value less costs to sell is the amount obtainable from the sale of an asset or cash-generating unit in an arms length transaction between knowledgeable, willing parties, less costs of disposal. Value in use is the present value of estimated future cash flows expected to be derived from the continuing use of an asset and from its disposal at the end of its useful life, discounted at pre-tax rate that reflects current market assessment of the time value of money and the risks specific to the asset or cash-generating unit for which the future cash flow estimates have not been adjusted.
40.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 2. Summary of significant accounting policies (Continued) 2.5. Impairment of non-financial assets (Continued) An assessment is made at each balance sheet date as to whether there is any indication that an impairment in value recognised in prior periods for an asset may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. An impairment in value recognised in prior periods is reversed only if there has been a change in the estimates used to determine the recoverable amount since the last impairment in value was recognised. If that is the case, the carrying amount of the asset is increased to its recoverable amount. An impairment in value is reversed only to the extent that the assets carrying amount does not exceed the carrying amount that would have been determined, net of depreciation, if no impairment in value has been recognised. Reversals of impairment in value are recognised in the income statement unless the asset is carried at revalued amount, in which case the reversal in excess of impairment in value recognised in the income statement in prior periods is treated as a revaluation increase. After such a reversal, the depreciation is adjusted in future periods to allocate the assets revised carrying amount, less any residual value, on a systematic basis over its remaining useful life. 2.6. Inventories Inventories are stated at the lower of cost and net realisable value. Cost is determined on a first-in, first-out basis and includes all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. Net realisable value is the estimated selling price at which inventories can be realised in the ordinary course of business after allowing for the costs of realisation. Allowance is made for obsolete, slow-moving and defective inventories. 2.7. Financial assets The Group and the Company classify their financial assets as loans and receivables. The classification depends on the purpose of which the assets were acquired. The management determines the classification of the financial assets at initial recognition and re-evaluate this designation at the balance sheet date, where allowed and appropriate. Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Loans and receivables are classified within trade and other receivables and cash and cash equivalents on the balance sheets. Recognition and derecognition Regular way purchases and sales of financial assets are recognised on trade-date, the date on which the Group and the Company commit to purchase or sell the asset. Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Group and the Company have transferred substantially all risks and rewards of ownership. On sale of a financial asset, the difference between the carrying amount and the net sale proceeds is recognised in the income statement.
.41
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 2. Summary of significant accounting policies (Continued) 2.7. Financial assets (Continued) Initial and subsequent measurement Financial assets are initially recognised at fair value plus transaction costs. After initial recognition, loans and receivables are carried at amortised cost using the effective interest method, less impairment in value, if any. Effective interest method The effective interest method is a method of calculating the amortised cost of a financial instrument and of allocating interest income or expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts or payments through the expected life of the financial instrument, or where appropriate, a shorter period. Income and expense are recognised on an effective interest basis for debt instruments other than those financial instruments at fair value through profit or loss. Impairment The Group and the Company assess at each balance sheet date whether there is objective evidence that a financial asset or a group of financial assets is impaired. An allowance for impairment in value of loans and receivables is recognised when there is objective evidence that the Group and the Company will not be able to collect all amounts due according to the original terms of the receivables. The amount of allowance is the difference between the assets carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. The carrying amount of the asset is reduced through the use of an allowance account. The amount of the loss is recognised in the income statement. If, in a subsequent period, the amount of the impairment in value decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment in value is reversed either directly or by adjusting an allowance account. Any subsequent reversal of an impairment in value is recognised in the income statement, to the extent that the carrying amount of the asset does not exceed its amortised cost at the reversal date. 2.8. Cash and cash equivalents Cash and cash equivalents consist of cash and bank balances and short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
42.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 2. Summary of significant accounting policies (Continued) 2.9. Financial liabilities The accounting policies adopted for specific financial liabilities are set out below: Trade and other payables Trade and other payables are recognised initially at cost which represents the fair value of the consideration to be paid in the future, less transaction cost, for goods received or services rendered, whether or not billed to the Group and the Company, and are subsequently measured at amortised cost using the effective interest method. Gains or losses are recognised in the income statement when the liabilities are derecognised as well as through the amortisation process. Recognition and derecognition Financial liabilities are recognised on the balance sheets when, and only when, the Group and the Company become parties to the contractual provisions of the financial instrument. Financial liabilities are derecognised when the contractual obligation has been discharged or cancelled or expired. On derecognition of a financial liability, the difference between the carrying amount and the consideration paid is recognised in the income statement. 2.10. Equity instruments An equity instrument is any contract that evidences a residual interest in the assets of the Group and the Company after deducting all of its liabilities. Ordinary shares are classified as equity and recognised at the fair value of the consideration received by the Group and the Company. Incremental costs directly attributable to the issuance of new equity instruments are shown in the equity as a deduction from the proceeds. 2.11. Revenue recognition Revenue is measured at the fair value of the consideration received or receivable for the sale of goods in the ordinary course of business. Revenue is recognised to the extent that it is probable that the economic benefits will flow to the entity and the revenue can be reliably measured. Revenue is presented, net of rebates, discounts and sales related taxes. Revenue from sale of goods is recognised upon passage of title to the customer which coincides with the delivery and acceptance. Interest income is recognised on a time-proportion basis using the effective interest method.
.43
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 2. Summary of significant accounting policies (Continued) 2.11. Revenue recognition (Continued) Sponsorship income is recognised upon public presentation for media advertising. Facilities fees income is recognised on a straight-line basis over the term of the service agreement. Service income is recognised upon performance of services. Marketing income is recognised upon confirmation of the achievement of certain sales quota. 2.12. Employee benefits Defined contribution plan Contributions to defined contribution plans are recognised as an expense in the income statement in the same financial year as the employment that gives rise to the contributions. Employee leave entitlement Employee entitlements to annual leave are recognised when they accrue to employees. An accrual is made for estimated liability for unutilised annual leave as a result of services rendered by employees up to the balance sheet date. 2.13. Leases When the Group and the Company are the lessees of a finance lease Leases in which the Group and the Company assume substantially the risks and rewards of ownership are classified as finance lease. Upon initial recognition, plant and equipment acquired through finance lease is capitalised at the lower of its fair value and the present value of the minimum lease payments. Any initial direct costs are also added to the amount capitalised. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset. Lease payments are apportioned between finance charge and reduction of the lease liability. The finance charge is allocated to each period during the lease term so as to achieve a constant periodic rate of interest on the remaining balance of the finance lease liability. Finance charge is recognised in the income statement. When the Group and the Company are the lessees of operating leases Leases of assets in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are recognised in the income statement on a straight-line basis over the period of the lease.
44.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 2. Summary of significant accounting policies (Continued) 2.13. Leases (Continued) When an operating lease is terminated before the lease period has expired, any payment required to be made to the lessor by way of penalty is recognised as an expense in the financial year in which termination takes place. Contingent rents are recognised as an expense in the income statement in the financial year in which they are incurred. 2.14. Income tax expense Income tax expense for the financial year comprises current and deferred taxes. Income tax expense is recognised in the income statement except to the extent that it relates to items recognised directly in equity, in which case such income tax is recognised in equity. Current income tax is the expected tax payable on the taxable income for the financial year, using tax rates enacted or substantively enacted by the balance sheet date, and any adjustment to income tax payable in respect of previous financial years. Deferred tax is provided, using the liability method, providing for temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax is measured using the tax rates expected to be applied to the temporary differences when they are realised or settled, based on tax rates enacted or substantively enacted by the balance sheet date. Deferred tax assets are recognised only to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised. Deferred tax assets are reviewed at each balance sheet date and reduced to the extent that it is no longer probable that the related tax benefit will be realised. Unrecognised deferred tax assets are reassessed at each balance sheet date and are recognised to the extent that it has become probable that future taxable profits will be available against which the temporary differences can be utilised. Deferred tax assets and liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same tax authority and there is intention to settle the current tax assets and liabilities on a net basis. Deferred tax liabilities are recognised for all taxable temporary differences associated with investments in subsidiaries, except where the timing of the reversal of the temporary difference can be controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. 2.15. Foreign currencies Items included in the individual financial statements of each entity in the Group are measured using the currency of the primary economic environment in which the entity operates (functional currency).
.45
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 2. Summary of significant accounting policies (Continued) 2.15. Foreign currencies (Continued) The consolidated financial statements of the Group and the balance sheet of the Company are presented in Singapore dollar, which is the functional currency of the Company and the presentation currency for the consolidated financial statements. In preparing the financial statements, transactions in currencies other than the entitys functional currency (foreign currencies) are recorded at the rates of exchange prevailing on the date of the transaction. At each balance sheet date, monetary items denominated in foreign currencies are re-translated at the rates prevailing on the balance sheet date. Non-monetary items carried at fair value that are denominated in foreign currencies are re-translated at the rates prevailing on the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not re-translated. Exchange differences arising on the settlement of monetary items and on re-translating of monetary items are included in the income statement for the financial year. Exchange differences arising on the re-translation of non-monetary items carried at fair value are included in the income statement for the financial year except for differences arising on the re-translation of non-monetary items in respect of which gains and losses are recognised directly in equity. For such non-monetary items, any exchange component of that gain or loss is also recognised directly in equity. For the purpose of presenting consolidated financial statements of the Group, the results and financial position of the Groups entity that has a functional currency different from the presentation currency are translated into the presentation currency as follows: (i) assets and liabilities for the balance sheet presented are translated at the closing exchange rate at the date of the balance sheet; (ii) income and expenses for the income statement are translated at average exchange rate for the financial year (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated using the exchange rates at the dates of the transactions); and (iii) the resulting exchange differences are recognised in the foreign currency translation reserve within equity. 2.16 Dividends Interim dividends are recorded in the financial year in which they are declared payable. Final dividends on ordinary shares are recognised as a liability in the financial year in which the dividends are approved by the shareholders.
46.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 3. Critical accounting judgements and key sources of estimation uncertainty 3.1 Critical judgements in applying the accounting policies In the process of applying the Groups and the Companys accounting policies, the management is of the opinion that there are no critical judgements involved that have a significant effect on the amounts recognised in the financial statements except as discussed below. (i) Impairment of investments in subsidiaries and financial assets The Group and the Company follow the guidance of FRS 36 and FRS 39 on determining whether an investment or a financial asset is impaired. This determination requires significant judgement. The Group and the Company evaluate, among other factors, the duration and extent to which the fair value of an investment or a financial asset is less than its cost and the financial health of and near-term business outlook for the investment or financial asset, including factors such as industry and sector performance, changes in technology and operational and financing cash flow. 3.2 Key sources of estimation uncertainty The key assumptions concerning the future, and other key sources of estimation uncertainty at the balance sheet date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities and reported amounts of revenue and expenses within the next financial year, are discussed below. (i) Depreciation of plant and equipment Plant and equipment are depreciated on a straight-line basis over their estimated useful lives. The management estimates the useful lives of these assets to be within 3 to 10 years. The carrying amounts of the Groups and the Companys plant and equipment as at 30 June 2009 were approximately $406,000 and $106,000 (2008: $437,000 and $229,000) respectively. Changes in the expected level of usage and technological developments could impact the economic useful lives and the residual values of these assets, therefore future depreciation charges could be revised. (ii) Allowance for inventory obsolescence Inventories are stated at the lower of cost and net realisable value. The management primarily determines cost of inventories using the first-in, first out method. The management estimates the net realisable value of inventories based on assessment of receipt or committed sales prices and provides for excess and obsolete inventories based on historical and estimated future demand and related pricing. In determining excess quantities, the management considers recent sales activities, related margin and market positioning of its products. However, factors beyond its control, such as demand levels and pricing competition, could change from period to period. Such factors may require the Group and the Company to reduce the value of their inventories. The carrying amounts of the Groups and the Companys inventories as at 30 June 2009 were approximately $5,080,000 and $Nil (2008: $5,528,000 and $4,725,000) respectively.
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 3. Critical accounting judgements and key sources of estimation uncertainty (Continued) 3.2 Key sources of estimation uncertainty (Continued) (iii) Allowance for doubtful receivables The management establishes allowance for doubtful receivables on a case-by-case basis when they believe that payment of amounts owed is unlikely to occur. In establishing these allowances, the management considers the historical experience and changes to its customers financial position. If the financial conditions of receivables were to deteriorate, resulting in impairment of their abilities to make the required payments, additional allowances may be required. The carrying amounts of the Groups and the Companys trade and other receivables as at 30 June 2009 were approximately $3,856,000 and $5,620,000 (2008: $3,822,000 and $6,091,000) respectively. (iv) Income taxes Significant judgements are involved in determining the Groups and the Companys income taxes. There are certain transactions and computations for which the ultimate tax determination is uncertain during the ordinary course of business. Where the final tax outcome of these matters differs from the amounts that were initially recognised, such differences will impact the current income tax and deferred tax provisions, in the financial year in which such determination is made. The carrying amounts of the Groups and the Companys current income tax payable as at 30 June 2009 were approximately $301,000 and $151,000 (2008: $775,000 and $775,000) respectively. The carrying amounts of the Groups and the Companys deferred tax liabilities as at 30 June 2009 were approximately $42,000 and $15,000 (2008: $51,000 and $51,000) respectively. 4. Plant and equipment Demo equipment Group Cost Balance at 1 July 2008 Additions Disposals Written-off Currency re-alignment Balance at 30 June 2009 Accumulated depreciation Balance at 1 July 2008 Depreciation charged for the financial year Disposals Written-off Currency re-alignment Balance at 30 June 2009 Net book value At 30 June 2009 13 166 35 150 42 406 3 34 82 (14) (1) 212 41 (2) (1) 97 133 (6) (1) 396 5 10 264 (6) (16) (3) 749 31 145 59 270 5 510 31 16 47 334 62 (15) (3) 378 133 11 (10) (2) 132 397 177 (27) (1) 546 52 52 947 266 (27) (25) (6) 1,155 $000 Office equipment $000 Furniture and fittings $000 Renovation $000 Motor vehicle $000 Total $000
48.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 4. Plant and equipment (Continued) Demo equipment Group Cost Balance at 1 July 2007 Additions Currency re-alignment Balance at 30 June 2008 Accumulated depreciation Balance at 1 July 2007 Depreciation charged for the financial year Currency re-alignment Balance at 30 June 2008 Net book value At 30 June 2008 Company Cost Balance at 1 July 2008 Additions Disposals Written-off Balance at 30 June 2009 Accumulated depreciation Balance at 1 July 2008 Depreciation charged for the financial year Disposals Written-off Balance at 30 June 2009 Net book value At 30 June 2009 53 4 7 42 106 31 41 (1) 142 13 (1) 44 81 (6) 336 5 10 140 (6) (2) 563 31 102 32 261 5 431 31 31 159 37 (1) 195 48 10 (10) 48 370 (27) 343 52 52 660 47 (27) (11) 669 189 74 127 47 437 26 31 88 (2) 145 41 (1) 59 114 (1) 270 5 5 274 (4) 510 5 59 19 157 240 31 31 134 208 (8) 334 42 94 (3) 133 343 55 (1) 397 52 52 550 409 (12) 947 $000 Office equipment $000 Furniture and fittings $000 Renovation $000 Motor vehicle $000 Total $000
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 4. Plant and equipment (Continued) Demo equipment Company Cost Balance at 1 July 2007 Additions Balance at 30 June 2008 Accumulated depreciation Balance at 1 July 2007 Depreciation charged for the financial year Balance at 30 June 2008 Net book value At 30 June 2008 57 16 109 47 229 26 31 43 102 14 32 104 261 5 5 192 431 5 59 18 157 239 31 31 134 25 159 42 6 48 343 27 370 52 52 550 110 660 $000 Office equipment $000 Furniture and fittings $000 Renovation $000 Motor vehicle $000 Total $000
As at the balance sheet date, the net book value of motor vehicle of the Group and the Company which was acquired under finance lease arrangement was approximately $42,000 and $42,000 (2008: $47,000 and $47,000) respectively. Finance leased asset is pledged as a security for the related finance lease liability (Note 10). For the purpose of consolidated cash flow statement, the Groups additions to plant and equipment were financed as follows: Group 2009 $000 Additions of plant and equipment Acquired under finance lease agreements Cash payments to acquire plant and equipment 5. Investments in subsidiaries Company 2009 $000 Unquoted equity shares, at cost 480 2008 $000 165 266 266 2008 $000 409 (25) 384
50.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 5. Investments in subsidiaries (Continued) The particulars of the subsidiaries are as follows: Name of company (Country of incorporation) 2009 % Epicentre Solutions Pte. Ltd. (formerly known as ACDC Technologies Pte. Ltd.) (Singapore) Epicentre Pte. Ltd.(1) (Singapore) Afor Sdn. Bhd.
(2) (1)
Effective equity interest 2008 % 100 Providing IT solutions to educational institutions within Singapore 100 100 100 100 Retail of Apple brand products and complementary products Retail of Apple brand products and complementary products Principal activities
100
(Malaysia)
Audited by BDO Raffles, Singapore. Audited by BDO Binder, Malaysia, a member firm of BDO International.
(1) (2)
Capital injection in a subsidiary On 21 January 2009, Epicentre Pte. Ltd. increased its issued and paid-up capital from $2 comprising 2 ordinary shares to $315,000 comprising 315,000 ordinary shares through allotment and issuance of 314,998 new ordinary shares to the Company, for a total cash consideration of $314,998. Incorporation and acquisition of subsidiaries in previous financial year On 6 May 2008, the Company incorporated a wholly-owned subsidiary, Epicentre Pte. Ltd. for a cash consideration of $2. On 20 November 2007, the Company acquired 100% equity interest in Epicentre Solutions Pte. Ltd. (formerly known as ACDC Technologies Pte. Ltd.) for a consideration of $22,366. The purchase consideration was satisfied by the issue and allotment of 35,002 ordinary shares of the Company. On 30 July 2007, the Company acquired 100% equity interest in Afor Sdn. Bhd. for a cash consideration of RM2. On 18 October 2007, the Company subscribed for additional 299,998 ordinary shares of RM1 each in Afor Sdn. Bhd. for a total consideration of RM299,998.
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 5. Investments in subsidiaries (Continued) The fair value of the identifiable assets and liabilities of the subsidiaries as at the date of acquisitions were: 2008 Recognised on dates of acquisitions $000 Trade and other receivables Cash and bank balances Trade and other payables Net identifiable assets acquired Goodwill arising on acquisitions Goodwill written off Consideration satisfied by way of issue of shares Cash consideration paid Cash and bank balances acquired Net cash inflow for acquisition of subsidiaries
* Denotes less than $1,000
Carrying amounts before combination $000 32 29 (39) 22
32 29 (39) 22 13 (13) (22) * 29 29
The Directors of the Company are of the opinion that the goodwill arising on acquisitions of these subsidiaries are immaterial to the Group and consequently these have been written off in the income statement in the previous financial year. 6. Inventories Group 2009 $000 Trading goods 5,080 2008 $000 5,528 2009 $000 Company 2008 $000 4,725
The cost of inventories recognised as an expense in the consolidated income statement and included in the cost of sales for the financial year ended 30 June 2009 amounted to approximately $54,153,000 (2008: $52,498,000).
52.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 7. Trade and other receivables Group 2009 $000 Trade receivables third parties subsidiaries Allowance for doubtful trade receivables third parties Advance payments to suppliers Other receivables Rebate accrual Rental and other deposits Prepayments Due from subsidiaries non-trade (7) 1,983 130 12 539 929 263 3,856 2,885 84 115 622 116 3,822 705 9 3 260 150 4,493 5,620 3,266 84 23 265 40 2,413 6,091 1,990 1,990 2,885 2,885 277 428 705 2,827 439 3,266 2008 $000 2009 $000 Company 2008 $000
Trade receivables are non-interest bearing and generally on 30 to 60 days (2008: 30 to 60 days) terms. The trade amounts due from subsidiaries are unsecured, non-interest bearing and repayable within the normal credit terms. The non-trade amounts due from subsidiaries are unsecured, non-interest bearing and repayable on demand. Movements in allowance for doubtful third parties trade receivables were as follows: Group 2009 $000 Balance at beginning of financial year Allowance made during the financial year Balance at end of financial year 7 7 2008 $000 2009 $000 Company 2008 $000
Allowances for doubtful third parties trade receivables of the Group and of the Company were determined subsequent to a debt recovery assessment performed on trade receivables.
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 7. Trade and other receivables (Continued) Trade and other receivables are denominated in the following currencies: Group 2009 $000 Singapore dollar United States dollar Ringgit Malaysia 2,945 654 257 3,856 8. Cash and cash equivalents Group 2009 $000 Cash and bank balances Fixed deposits with banks Cash and cash equivalents as per balance sheets Fixed deposits pledged with banks Cash and cash equivalents as per consolidated cash flow statement 10,139 8,889 12,437 (2,298) 10,992 (2,103) 8,068 9,451 10,139 2,298 2008 $000 4,889 6,103 2009 $000 5,873 2,195 Company 2008 $000 3,348 6,103 2008 $000 3,553 36 233 3,822 2009 $000 5,612 8 5,620 Company 2008 $000 6,055 36 6,091
Fixed deposits mature on varying dates between 30 to 365 days (2008: 30 to 365 days) from the end of the financial year. The effective interest rates on the fixed deposits range from 0% to 2.2% (2008: 0.1825% to 2.2%) per annum. The fixed deposits of the Group and of the Company amounting to approximately $2,298,000 and $2,195,000 (2008: $2,103,000 and $2,103,000) respectively are pledged to banks for banking facilities issued to the Group and to the Company. As at 30 June 2009, the Group and the Company have banking facilities as follows: Group 2009 $000 Facilities granted Facilities utilised currency forward exchange bankers guarantee 2,906 2,523 5,429 2,168 2,168 2,906 2,523 5,429 2,168 2,168 13,852 2008 $000 20,961 2009 $000 13,649 Company 2008 $000 20,961
As at 30 June 2009, the Groups and the Companys banking facilities amounted to approximately $13,852,000 and $13,649,000 (2008: $20,961,000 and $20,961,000) respectively were secured by fixed deposits with banks.
54.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 8. Cash and cash equivalents (Continued) Cash and cash equivalents per balance sheets are denominated in the following currencies: Group 2009 $000 Singapore dollar United States dollar Ringgit Malaysia 10,296 1,499 642 12,437 9. Trade and other payables Group 2009 $000 Trade payables third parties Accrued operating expenses Deposits placed by customers Other payables 6,052 588 431 1 7,072 2008 $000 4,317 513 214 18 5,062 2009 $000 68 360 34 462 Company 2008 $000 3,994 450 214 4,658 2008 $000 7,570 1,935 1,487 10,992 2009 $000 6,592 1,476 8,068 Company 2008 $000 7,541 1,910 9,451
Trade payables are unsecured, non-interest bearing, and are normally settled between 30 to 60 days (2008: 30 to 60 days) terms. Trade and other payables are denominated in the following currencies: Group 2009 $000 Singapore dollar United States dollar Ringgit Malaysia 2,108 4,847 117 7,072 2008 $000 2,013 2,933 116 5,062 2009 $000 451 11 462 Company 2008 $000 2,008 2,650 4,658
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 10. Finance lease payable Present value of minimum Minimum lease Future finance Group and Company 2009 Within one financial year After one financial year but within five financial years 7 8 15 2008 Within one financial year After one financial year but within five financial years 7 15 22 (1) (2) (3) 6 13 19 (1) (1) (2) 6 7 13 payments $000 charges $000 lease payments $000
The lease term is 4 (2008: 4) years and the effective interest rate for finance lease is 5.52% (2008: 3.85%) per annum. Interest rates are fixed at the contract date, and thus expose the Group and the Company to fair value interest rate risk. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments. The Groups and the Companys obligations under finance leases are secured by the lessors title to the leased assets, which will revert to the lessors in the event of default by the Group and the Company. The finance lease payable is denominated in Singapore dollar. 11. Deferred tax liabilities Group 2009 $000 Balance at beginning of financial year Transferred to income statement Balance at end of financial year 51 (9) 42 2008 $000 51 51 2009 $000 51 (36) 15 Company 2008 $000 51 51
Deferred tax liabilities arise as a result of temporary differences between the tax written down values and the net book values of plant and equipment computed at statutory tax rate of 17% (2008: 18%).
56.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 12. Share capital Group and Company 2009 No of shares Issued and fully-paid At beginning of financial year Issue of new ordinary shares pursuant to the restructuring exercise New additional ordinary shares as a result of subdivision of ordinary shares Issue of ordinary shares pursuant to initial public offering exercise Share issue expenses At end of financial year 93,501,600 23,500,000 93,501,600 6,709 7,755 (1,396) 6,709 69,651,592 93,501,600 35,002 350,008 6,709 35 350 93,501,600 315,006 6,709 315 2008 No of shares 2009 $000 2008 $000
The holders of ordinary shares are entitled to receive dividends as and when declared by the Group. All ordinary shares have no par value and carry one vote per share without restriction. All shares rank equally with regards to the Groups residual assets. On 20 November 2007, the Company acquired 100% equity interest in Epicentre Solutions Pte. Ltd. (formerly known as ACDC Technologies Pte. Ltd.) for a consideration of $22,366. The purchase consideration was satisfied by the issue and allotment of 35,002 ordinary shares of the Company. On 5 December 2007, the Company sub-divided the issued ordinary shares of 350,008 into 200 ordinary shares. On 10 January 2008, the Company issued 23,500,000 ordinary shares at $0.33 for each share at cash pursuant to the Companys initial public offering. 13. Foreign currency translation reserve The foreign currency translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of foreign operation whose functional currency is different from that of the Groups presentation currency and is non-distributable. Movements in this reserve are set out in the consolidated statement of changes in equity. 14. Revenue Revenue represents the invoiced value of goods sold less goods returned, discounts allowed and goods and services tax.
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 15. Other income Group 2009 $000 Interest income Facilities fees Marketing income Sponsorship income Others 33 46 410 196 98 783 16. Profit before income tax The above is arrived at after charging: Group 2009 $000 Administrative expenses Allowance for doubtful trade receivables Bad trade receivables written off Depreciation of plant and equipment Directors fees Directors of the Company Foreign exchange loss, net Goodwill on acquisition of subsidiaries written off Obsolete inventories written off Loss on disposal of plant and equipment Operating lease expenses Non-audit fees paid auditors of the Company other auditors of subsidiaries Plant and equipment written off Staff costs salaries, wages, and bonuses contributions to defined contribution plans other employee benefits Selling and distribution costs Advertising and promotion Commission expenses Credit card charges 1,250 259 1,121 550 238 1,325 3,154 315 322 2,641 270 300 3 4 9 3 1 7 75 264 96 260 165 11 1,559 9 274 60 489 13 982 2008 $000 2008 $000 22 92 105 196 415
Included in the staff costs were Directors remunerations as shown in Note 21 to the financial statements.
58.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 17. Income tax expense Group 2009 $000 Current income tax current financial year underprovision in prior financial years 309 13 322 Deferred tax current financial year overprovision in prior financial years 27 (36) (9) 313 Reconciliation of effective income tax rate Group 2009 $000 Profit before income tax Income tax calculated at Singapores statutory income tax rate of 17% (2008: 18%) Effect of different income tax rate in other country Effect of changes in tax rates Expenses not deductible for income tax purposes Singapores statutory stepped income tax exemption Underprovision of current income tax in prior financial years Overprovision of deferred tax in prior financial years Utilisation of previously unrecognised deferred tax asset Deferred tax asset not recognised Others 363 26 (12) 24 (56) 13 (36) (40) 31 313 Unrecognised deferred tax assets Group 2009 $000 Balance at beginning of financial year Utilisation of previously unrecognised deferred tax asset Effect of changes in tax rates Amount not recognised Balance at end of financial year 50 (40) (10) 2008 $000 50 50 728 (21) 31 (27) 4 50 14 779 2,133 2008 $000 4,047 779 775 4 779 2008 $000
.59
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 17. Income tax expense (Continued) Deferred tax assets have not been recognised in respect of the following items: Group 2009 $000 Net unrealised foreign exchange loss Unutilised capital allowances 2008 $000 20 30 50
In the previous financial year, the deferred tax assets relate to one of the subsidiaries, Afor Sdn. Bhd., which have not been recognised as there is no certainty that there will be sufficient future taxable profits to realise these future benefits. Accordingly, these deferred tax assets have not been recognised in the consolidated financial statements of the Group in the previous financial year in accordance with the accounting policy in Note 2.14 to the financial statements. 18. Earnings per share The calculations for earnings per share are based on: Group 2009 Net profit after income tax attributable to equity holders of the Company ($000) Actual (2008: weighted average) number of ordinary shares in issue during the financial year applicable to basic and diluted earnings per share Basic earnings per share (in cents) Diluted earnings per share (in cents) 93,501,600 1.95 1.95 50,906,850 6.42 6.42 1,820 3,268 2008
Basic earnings per share is calculated by dividing the net profit after income tax attributable to equity holders of the Company by the actual (2008: weighted average) number of ordinary shares in issue during the financial year. As the Group has no dilutive potential ordinary shares, the diluted earnings per share are equivalent to basic earnings per share. 19. Dividends Group and Company 2009 $000 Interim tax-exempt (one-tier) dividend declared and paid of $0.005 per share in respect of the current financial year First and final tax-exempt (one-tier) dividends declared and paid of $0.02 per share in respect of financial year ended 30 June 2008 1,870 2,338 468 2008 $000
60.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 20. Commitments Operating leases Group and Company as lessees As at the balance sheet date, there were operating leases for rental payable in subsequent accounting periods as follows: Group 2009 $000 Within one financial year After one financial year but within five financial years 2,976 5,028 3,259 4,725 1,202 2,080 2,182 3,096 2,052 2008 $000 1,466 2009 $000 878 Company 2008 $000 914
The above operating lease commitments are based on existing rental rates. Some of the operating leases of premises provide for rentals based on percentage of sales derived from the rented premises. Forward foreign exchange contract Foreign exchange forward contracts are agreements to buy or sell fixed amounts of currency at agreed exchange rates to be settled in the future. The Company enters into various foreign exchange forward contracts to reduce its exposure on anticipated transactions and firm commitments, primarily for forecasted cash outflows denominated in currencies other than the Companys functional currency. Consistent with the Companys policy on covering transactional exposures, the purpose of the hedges is to eliminate the impact of movements in foreign currency exchange rates on identified transactions. These foreign exchange forward contracts generally have maturity dates of less than 3 months. As at the balance sheet date, the Company had entered into foreign exchange forward contract as follows: Notional amount Buying US$500,000 Buying US$500,000 Contract date 6 April 2009 16 June 2009 Maturity 9 July 2009 10 September 2009 Exchange rate S$1.4930 to US$1 S$1.4930 to US$1
The above derivatives are measured at fair values at the balance sheet date. Their fair values are determined based on the market prices for equivalent instruments at the balance sheet date. Fair value gain/(loss) and the respective derivative financial instruments have not been recognised as the amount was immaterial. 21. Significant related party transactions For the purpose of these financial statements, parties are considered to be related to the Group or the Company if the Group or the Company have 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.
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 21. Significant related party transactions (Continued) In addition to the information disclosed elsewhere in the financial statements, the following are significant related party transactions at rates and terms agreed between the parties: Company 2009 $000 Subsidiaries Sales to subsidiaries Purchases from a subsidiary Settlement of liabilities on behalf of subsidiaries Settlement of liabilities on behalf by a subsidiary Transfer of assets and liabilities to a subsidiary due to restructuring exercise Compensation of key management personnel The remuneration of the key management personnel who are also the Directors of the Company during the financial year are as follows: Group and Company 2009 $000 Directors fees Short-term benefits Post-employment benefits 96 816 31 943 22. Segment information A segment is a distinguishable component of the Group that is engaged either in providing products or services (business segment), or in providing products or services within a particular economic environment (geographical segment), which is subject to risks and rewards that are different from those of other segments. Segment information is presented in respect of the Groups business and geographical segments. The primary format, business segments, is based on the Groups management and internal reporting structure. Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items mainly comprise corporate assets, liabilities and expenses. Segment capital expenditure is the total costs incurred during the financial year to acquire segment assets that are expected to be used for more than one financial year. 2008 $000 60 940 23 1,023 519 19 7,662 219 2,899 900 3,434 130 2008 $000
62.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 22. Segment information (Continued) Business segments The Group is primarily engaged in two business segments namely: (i) (ii) Apple brand products; and Third party and proprietary brand complementary products.
The Group adopts these two business segments for its primary segment information. Third party and proprietary brand Apple brand products $000 2009 Revenue External revenue Inter-segment revenue 54,516 312 54,828 Results Segment results Other income Profit before income tax Income tax expense Profit after income tax Assets and liabilities Segment assets Segment liabilities Current income tax payable Deferred tax liabilities Total liabilities Capital expenditure Depreciation 223 221 43 43 22,137 10,443 5,501 2,021 (5,859) (5,379) 21,779 7,085 301 42 7,428 266 264 1,121 229 1,350 783 2,133 (313) 1,820 10,547 361 10,908 (673) (673) 65,063 65,063 complementary products $000 Elimination $000 Consolidated $000
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 22. Segment information (Continued) Third party and proprietary brand Apple brand products $000 2008 Revenue External revenue Inter-segment revenue 55,247 55,247 Results Segment results Other income Profit before income tax Income tax expense Profit after income tax Assets and liabilities Segment assets Segment liabilities Current income tax payable Deferred tax liabilities Total liabilities Capital expenditure Depreciation 351 235 58 39 20,441 6,814 3,354 1,118 (3,016) (2,851) 20,779 5,081 775 51 5,907 409 274 3,611 21 3,632 415 4,047 (779) 3,268 9,065 900 9,965 (900) (900) 64,312 64,312 complementary products $000 Elimination $000 Consolidated $000
64.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 22. Segment information (Continued) Geographical segments The Groups business segments operate in two main geographical areas. Revenue is based on the country in which the customers are located. Segment assets consist primarily of plant and equipment, inventories, trade and other receivables, cash and cash equivalents. Capital expenditure comprise of additions to plant and equipment. Segment assets and capital expenditure are shown by the geographical area in which the assets are located. Singapore $000 2009 Revenue Assets Segment assets Capital expenditure 2008 Revenue Assets Segment assets Capital expenditure 23. 21,039 111 2,756 298 (3,016) 20,779 409 60,738 4,474 (900) 64,312 25,772 260 1,866 6 (5,859) 21,779 266 56,555 9,181 (673) 65,063 Malaysia $000 Elimination $000 Consolidated $000
Financial instruments, financial risk and capital management The Groups and the Companys activities expose them to a variety of financial risks: credit risk, market risk (including currency risk and interest rate risk) and liquidity risk. The Group and the Company have adopted risk management policies and utilise a variety of techniques to manage exposure to the financial risks. 23.1 Credit risk Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in a loss to the Group and the Company. The Group does not have any significant credit exposure to any single counterparty or any group of counterparties having similar characteristics. The Company has significant credit exposure arising from the non-trade amounts due from subsidiaries amounting to approximately $4,493,000 (2008: $2,413,000) as at the balance sheet date. As the Group and the Company do not hold any collateral, the maximum exposure to credit risk for each class of financial instrument is the carrying amount of that class of financial instrument. The Groups major classes of financial assets are bank deposits and trade receivables.
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 23. Financial instruments, financial risk and capital management (Continued) 23.1 Credit risk (Continued) The Companys major classes of financial assets are bank deposits, trade receivables and non-trade receivables from its subsidiaries. The table below is an analysis of gross trade receivables as at 30 June 2009. Group 2009 $000 Not past due and not impaired Past due Total trade receivables 1,592 398 1,990 2008 $000 2,389 496 2,885 2009 $000 92 613 705 Company 2008 $000 2,770 496 3,266
The age analysis of past due trade receivables is as follows: Group 2009 $000 Past due 61 to 90 days Past due more than 90 days 85 313 398 2009. Company 2009 $000 Not past due and not impaired Past due Total non-trade receivables from subsidiaries 2,792 1,701 4,493 2008 $000 458 1,955 2,413 2008 $000 131 365 496 2009 $000 6 607 613 Company 2008 $000 131 365 496
The table below is an analysis of the Companys gross non-trade receivables from its subsidiaries as at 30 June
The age analysis of the Companys past due non-trade receivables from its subsidiaries is as follows: Company 2009 $000 Past due 61 to 90 days Past due more than 90 days 131 1,570 1,701 2008 $000 308 1,647 1,955
66.
23.
Financial instruments, financial risk and capital management (Continued)
23.2 Market risk
(i)
Foreign exchange risk management
Currency risk arises from transactions denominated in currencies other than the respective functional currencies of the entities in the Group. The Group
transacts business mainly in Singapore dollar.
The Group and the Company hedge their foreign currency exposure using derivative financial instruments. The Group and the Company manage foreign
currency risks by close monitoring of the timing of inception and settlement of the foreign currency transactions.
As at the balance sheet date, the carrying amounts of monetary assets and monetary liabilities denominated in currencies other than the respective
entitys functional currency are disclosed in the respective notes to the consolidated financial statements.
The Groups currency exposure based on the information available to key management is as follows:
Financial assets Financial liabilities Net financial Trade and other payables excluding Cash and cash placed by Total $000 13,089 1,914 897 15,900 $000 (1,677) (4,847) (117) (6,641) customers $000 10,296 1,499 642 12,437 deposits Finance lease payables $000 (13) (13) Total $000 (1,690) (4,847) (117) (6,654) Net financial assets/ (liabilities) $000 11,399 (2,933) 780 9,246 assets denominated in the respective entities functional currencies $000 (10,176) (780) Currency exposure $000 1,223 (2,933)
2009
Trade
and other
receivables,
excluding
advance to
suppliers and
prepayments equivalents 2,793 415 255 3,463
$000
Singapore dollar
United States dollar
Ringgit Malaysia
.67
23.
68.
Financial assets Net financial Trade and other payables excluding Cash and cash Total $000 10,930 1,971 1,713 14,614 (4,848) (19) (116) (2,933) (1,799) (19) (1,818) (2,933) (116) (4,867) $000 $000 $000 customers payables Total $000 7,570 1,935 1,487 10,992 placed by Finance lease deposits Net financial assets/ (liabilities) $000 9,112 (962) 1,597 9,747 assets denominated in the respective entities functional currencies $000 (8,744) (1,597) Currency exposure $000 368 (962) Financial liabilities
23.2 Market risk (Continued)
(i)
Foreign exchange risk management (Continued)
The Groups currency exposure based on the information available to key management is as follows:
2008
Trade
and other
receivables,
excluding
advance to
suppliers and
prepayments equivalents 3,360 36 226 3,622
$000
Singapore dollar
Ringgit Malaysia
23.
(i)
The Companys currency exposure based on the information available to key management is as follows:
Financial assets Net financial Trade and other payables excluding Cash and cash Total $000 12,053 1,476 13,529 (428) (13) (11) (417) (13) (430) (11) (441) $000 $000 $000 customers payables Total $000 6,592 1,476 8,068 placed by Finance lease deposits Net financial assets/ (liabilities) $000 11,623 1,465 13,088 assets denominated in the respective entities functional currencies $000 (11,623) Currency exposure $000 1,465 Financial liabilities
2009
Trade
and other
receivables,
excluding
advance to
suppliers and
prepayments equivalents 5,461 5,461
$000
Singapore dollar
.69
23.
70.
Financial assets Net financial Trade and other payables excluding Cash and cash Total $000 13,472 1,946 15,418 (4,444) (19) (2,650) (1,794) (19) (1,813) (2,650) (4,463) $000 $000 $000 customers payables Total $000 7,541 1,910 9,451 placed by Finance lease deposits Net financial assets/ (liabilities) $000 11,659 (704) 10,955 assets denominated in the respective entities functional currencies $000 (11,659) Currency exposure $000 (704) Financial liabilities
(i)
The Companys currency exposure based on the information available to key management is as follows:
2008
Trade
and other
receivables,
excluding
advance to
suppliers and
prepayments equivalents 5,931 36 5,967
$000
Singapore dollar
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 23. Financial instruments, financial risk and capital management (Continued) 23.2 Market risk (Continued) (i) Foreign exchange risk management (Continued) Foreign currency sensitivity analysis The Groups exposure to foreign currency risks are mainly in Singapore dollar and United States dollar. The following table details the Groups and the Companys sensitivity to a 5% increase and decrease in Singapore dollar against the relevant foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the financial year end for a 5% change in foreign currency rates. Group 2009 $000 Singapore dollar Strengthened 5% Weakened 5% United States dollar Strengthened 5% Weakened 5% 147 (147) 48 (48) (73) 73 35 (35) (61) 61 (18) 18 2008 $000 2009 $000 Company 2008 $000
The potential impact on the income statement of the Group as described in the sensitivity analysis above is attributable mainly to the Groups foreign exchange rate exposure on receivables and payables at financial year end. (ii) Interest rate risk The Groups and the Companys exposure to market risk for changes in interest rates relates primarily to finance lease liability as shown in Note 10 to the financial statements. The Groups and the Companys results are affected by changes in interest rates due to the impact of such changes on interest income and expenses from fixed deposits and interest-bearing finance lease liability which are at floating interest rates. It is the Groups and the Companys policy to obtain quotes from reputable banks to ensure that the most favourable rates are made available to the Group and the Company. No sensitivity analysis is prepared as the Group and the Company do not expect any material effect on the Groups and the Companys income statements arising from the effects of reasonably possible changes to interest rates on interest-bearing financial instruments at the balance sheet date.
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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 23. Financial instruments, financial risk and capital management (Continued) 23.3 Liquidity risk Liquidity risks refer to the risks in which the Group and the Company encounter difficulties in meeting short-term obligations. Liquidity risks are managed by matching the payment and receipt cycle. The Group and the Company manage their debt maturity profile, operating cash flows and the availability of funding so as to ensure that all repayment and funding needs are met. As part of the overall prudent liquidity management, the Group and the Company maintain sufficient levels of cash and available banking facilities to meet their working capital requirements. The table below analyses the maturity profile of the Groups and Companys financial liabilities based on contractual undiscounted cash flows. After one financial Within one financial year $000 Group 2009 Financial liabilities Finance lease payable 2008 Financial liabilities Finance lease payable Company 2009 Financial liabilities Finance lease payable 2008 Financial liabilities Finance lease payable 4,658 7 15 4,658 22 462 7 8 462 15 5,062 7 15 5,062 22 7,072 7 8 7,072 15 year but within five financial years $000 Total $000
72.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2009 23. Financial instruments, financial risk and capital management (Continued) 23.4 Capital management policies and objectives The Group and the Company manage their capital to ensure that the Group and the Company will be able to continue as going concern and to maintain an optimal capital structure so as to maximise shareholders value. The Group and the Company manage their capital structure and make adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Group and the Company may adjust the return capital to shareholders or issue new share, make dividend payment or obtain new borrowings. No changes were made in the objectives, policies or processes during the financial year. The Group and the Company do not have any externally imposed capital requirements for the financial year. 23.5 Fair value of financial assets and financial liabilities The carrying amounts of the Groups and the Companys current financial assets and financial liabilities approximate their respective fair values as at balance sheet date due to the relatively short-term maturity of these financial instruments. The fair value of non-current liability in relation to finance lease payable is disclosed in Note 10 to the financial statements.
.73
.statisticsofshareholdings
AS AT 23 SEPTEMBER 2009 Issued and fully paid-up capital Class of shares Voting rights Treasury shares : : : : S$8,105,008** Ordinary share 1 vote per share Nil
** This is based on records kept with the Accounting & Corporate Regulatory Authority (ACRA) and differs from the accounting records of the Company which is S$6,708,737.53 due to certain share issue expenses.
DISTRIBUTION OF SHAREHOLDINGS NO. OF SIZE OF SHAREHOLDINGS 1 999 1,000 10,000 10,001 1,000,000 1,000,001 AND ABOVE TOTAL TWENTY LARGEST SHAREHOLDERS NAME 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 FONG TECK LOON GOH ANN ANN JOHNSON LAM WAI HENG ROWSLEY SPORTS PTE LTD LI CHOW CHIN DMG & PARTNERS SECURITIES PTE LTD CHALLENGER TECHNOLOGIES LTD MERRILL LYNCH (SINGAPORE) PTE LTD ABN AMRO NOMS SINGAPORE PTE LTD BRENDA YEO DBS VICKERS SECURITIES (SINGAPORE) PTE LTD LIM JOO BOON LAI WENG KAY NG CHWEE LIAN NATALIE AMANDA GOH TZE HONG (WU ZIHONG) LEE MIEW KUM (LI MIAOQIN) UOB KAY HIAN PTE LTD CHAK LEE HUNG MARGARET FOO CHEE LIAM HSBC (SINGAPORE) NOMINEES PTE LTD TOTAL NO. OF SHARES 50,369,800 10,710,000 5,933,800 4,968,000 4,375,000 2,793,000 1,500,000 1,160,000 1,000,000 630,000 539,000 300,000 272,000 210,000 200,000 200,000 182,000 180,000 180,000 180,000 85,882,600 % 53.87 11.45 6.35 5.31 4.68 2.99 1.60 1.24 1.07 0.67 0.58 0.32 0.29 0.22 0.21 0.21 0.19 0.19 0.19 0.19 91.82 SHAREHOLDERS 0 535 95 8 638 % 0.00 83.86 14.89 1.25 100.00 NO. OF SHARES 0 2,144,000 9,548,000 81,809,600 93,501,600 % 0.00 2.29 10.21 87.50 100.00
74.
.statisticsofshareholdings
AS AT 23 SEPTEMBER 2009 SUBSTANTIAL SHAREHOLDERS AS AT 23 SEPTEMBER 2009 (As recorded in the Register of Substantial Shareholders) DIRECT INTEREST NO. OF SHARES 1 2 3 4 5 6 7 8 Jimmy Fong Teck Loon* Johnson Goh Ann Ann Brenda Yeo* Lam Wai Heng Rowsley Sports Pte. Ltd. Rowsley Ltd** Garville Pte Ltd** Lim Eng Hock** 50,369,800 10,710,000 630,000 5,933,800 4,801,000 % 53.87 11.45 0.67 6.35 5.13 DEEMED INTEREST NO. OF SHARES 630,000* 50,369,800* 4,801,000** 4,801,000** 4,801,000** % 0.67 53.87 5.13 5.13 5.13
* Jimmy Fong Teck Loon is deemed interested the shares held by his wife, Brenda Yeo and vice versa. ** Deemed to be interested in the shares held by Rowsley Sports Pte. Ltd. by virtue of Section 7 of the Companies Act, Cap 50.
PERCENTAGE OF SHAREHOLDINGS IN THE HANDS OF PUBLIC AS AT 23 SEPTEMBER 2009 Based on the information provided, to the best knowledge of the Directors and the substantial shareholders of the Company, approximately 22.20% of the issued share capital of the Company was held in the hands of the public as at 23 September 2009. Accordingly, Rule 723 of the Listing Manual of Singapore Exchange Securities Trading Limited has been complied with.
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.noticeofannualgeneralmeeting
NOTICE IS HEREBY GIVEN that the Annual General Meeting of Afor Limited (the Company) will be held at 1 Plymouth Avenue, Raffles Town Club, Dunearn 1, Level 1, Singapore 297753 on Friday, 30 October 2009 at 2.30 p.m. for the following purposes: As Ordinary Business 1. To receive and adopt the Audited Financial Statements for the financial year ended 30 June 2009 (Resolution 1) together with the Directors Report and the Auditors Report thereon. 2. To approve the payment of Directors fees of S$100,000 for the financial year ended 30 June 2009. (Resolution 2) (FY2008: S$56,154) 3. To re-elect Mr Johnson Goh Ann Ann who is retiring pursuant to Article 93 of the Companys Articles (Resolution 3) of Association. 4. To re-elect Mr Siow Chee Keong who is retiring pursuant to Article 93 of the Companys Articles of (Resolution 4) Association. Mr Siow Chee Keong will, upon re-election as a Director of the Company, remain as Chairman of the Audit Committee and a member of the Nominating Committee and Remuneration Committee. Mr Siow is considered as an independent director. 5. To re-appoint Messrs BDO Raffles as the Companys Auditors and to authorise the Directors to fix their (Resolution 5) remuneration. 6. To transact any other ordinary business which may properly be transacted at an Annual General Meeting. As Special Business To consider and, if thought fit, to pass the following resolutions as Ordinary Resolutions, with or without modifications: 7. Authority to issue renounceable rights up to one hundred per centum (100%) of the total (Resolution 6) number of issued shares in the capital of the Company THAT pursuant to Section 161 of the Companies Act, Chapter 50 and Rule 806 of Section B: Rules of Catalist of the Listing Manual (the Listing Manual) of the Singapore Exchange Securities Limited (the SGX-ST), authority be and is hereby given to the Directors of the Company to allot and issue shares whether by way of rights, bonus or otherwise and / or make or grant offers, agreements or options (collectively, Instruments) that might or would require shares to be issued, including but not limited to the creation and issue of (as well as adjustments to) options, warrants, debentures or other Instruments convertible into shares, from time to time and upon such terms and conditions and for such purposes and to such persons as the Directors may in their absolute discretion deem fit, and (notwithstanding the authority conferred by this Resolution may have ceased to be in force) issue shares pursuant to any Instruments made or granted by the Directors of the Company while this Resolution was in force, provided that:
76.
(a) the aggregate number of shares to be issued pursuant to this Resolution (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed one hundred per centum (100%) of the total number of issued shares (excluding treasury shares) in the capital of the Company (as calculated in accordance with sub-paragraph (b) below), of which the aggregate number of shares to be issued other than on a pro-rata basis to the existing shareholders of the Company shall not exceed fifty per centum (50%) of the total number of issued shares (excluding treasury shares) in the capital of the Company (as calculated in accordance with sub-paragraph (b) below); (b) (subject to such manner of calculation as may be prescribed by the SGX-ST) for the purpose of determining the aggregate number of shares that may be issued under sub-paragraph (a) above, the percentage of issued share capital shall be based on the total number of issued shares (excluding treasury shares) in the capital of the Company at the time of passing of this Resolution, after adjusting for (i) new shares arising from the conversion or exercise of any convertible securities; (ii) new shares arising from exercising share options or vesting of share awards outstanding or subsisting at the time of passing of this Resolution provided the share options or share awards (as the case may be) were granted in compliance with Part VIII of Chapter 8 of the Listing Manual; and (iii) any subsequent bonus issue, consolidation or subdivision of Shares; (c) in exercising the authority conferred by this Resolution, the Company shall comply with the provisions of the Listing Manual for the time being in force (unless such compliance has been waived by the SGX-ST) and the Articles of Association of the Company; and (d) unless previously revoked or varied by the Company in general meeting, such authority shall continue in force until the conclusion of the next Annual General Meeting (AGM) of the Company or on the date by which the next AGM is required by law to be held, whichever is the earlier. [See Explanatory Note (i)] 8. Authority to issue shares on a non-pro-rata basis at discount exceeding ten per centum (10%) (Resolution 7) but not more than twenty per centum (20%) of the weighted average price of the shares for trades done on the SGX-ST Subject to and pursuant to the share issue mandate in Resolution 6 being obtained, that the Directors be empowered to issue shares in the Company (whether by way of rights, bonus or otherwise) on a non-pro-rata basis at a discount as the Directors may in their absolute discretion, deem fit, exceeding ten per centum (10%) but not more than twenty per centum (20%) to the weighted average price of the Shares for trades done on SGX-ST (calculated in the manner specified in the Section B: Rules of Catalist of the Listing Manual of the SGX-ST (the Catalist Rules) and any requirement which SGX-ST may impose from time to time) and (unless revoked or varied by the Company in a general meetings), the authority so conferred shall continue in force until the conclusion of the next general meeting of the Company is held or is required by law to be held, whichever is earlier. [See Explanatory Note (ii)]
By Order of the Board Tham Lee Meng Company Secretary Singapore, 14 October 2009
.77
Explanatory Notes: (i) The Ordinary Resolution 6 is to empower the Directors to issue shares and/or Instruments (as defined above) in the capital of the Company. The aggregate number of shares to be issued pursuant to Resolution 6 (including shares to be issued in pursuance of Instruments made or granted) shall not exceed 100% of the total number of issued shares (excluding treasury shares) in the capital of the Company with a sub-limit of 50% for shares issued other than on a pro-rata basis to shareholders (including shares to be issued in pursuance of Instruments made or granted pursuant to the said Resolution). For the purpose of determining the aggregate number of shares that may be issued, the percentage of issued share capital will be calculated based on the total number of issued shares (excluding treasury shares) in the capital of the Company at the time of the passing of Resolution 6, after adjusting for (i) new shares arising from the conversion or exercise of any convertible securities; (ii) new shares arising from exercising share options or vesting of share awards outstanding or subsisting at the time of passing of this Resolution provided the share options or share awards (as the case may be) were granted in compliance with Part VIII of Chapter 8 of the Listing Manual; and (iii) any subsequent bonus issue, consolidation or subdivision of shares. The issuance of shares up to 100% (up from 50%) of the total number of issued shares (excluding treasury shares) is one of the new measures introduced by the Singapore Exchange Limited, in consultation with the Monetary Authority of Singapore on 20 February 2009 to accelerate and facilitate listed issuers fund raising efforts and will be in effect until 31 December 2010. This mandate is conditional upon the Company: Making periodic announcements on the use of the proceeds as and when the funds are materially disbursed; and providing a status report on the use of the proceeds in the annual report.
(ii) The Ordinary Resolution 7 proposed above, if passed, will empower the directors of the Company to issue Shares on a non pro-rata basis at a discount exceeding ten per centum (10%) but not more than twenty per centum (20%) to the weighted average price of the Shares for trades done on SGX-ST (calculated in the manner as may be prescribed by SGX-ST), from the date of the above Meeting until the next Annual General Meeting. Notes: 1. A member entitled to attend and vote at the Annual General Meeting of the Company is entitled to appoint not more than two proxies to attend and vote in his/her stead. A proxy need not be a member of the Company. If the appointor is a corporation, the instrument appointing a proxy must be executed under seal or the hand of its duly authorized officer or attorney. The instrument of proxy must be deposited at the Business Office of the Company at 545 Orchard Road, Far East Shopping Centre #12-11, Singapore 238882, not less than 48 hours before the time appointed for holding the Meeting. This notice has been prepared by the Company and its contents have been reviewed by the Companys sponsor (Sponsor), Asian Corporate Advisors Pte. Ltd., for compliance with the relevant rules of the Singapore Exchange Securities Trading Limited (Exchange). The Companys Sponsor has not independently verified the contents of this notice including the correctness of any of the figures used, statements or opinions made. This notice has not been examined or approved by the Exchange and the Exchange assumes no responsibility for the contents of this notice including the correctness of any of the statements or opinions made or reports contained in this notice. The contact person for the Sponsor is Mr Liau H.K. Telephone number: 6221 0271
2.
3.
4.
78.
AFOR LIMITED
(Company Registration No.: 200202930G) (Incorporated in the Republic of Singapore)
IMPORTANT: 1. For investors who have used their CPF monies to buy AFOR LIMITEDs shares, this Report is forwarded to them at the request of the CPF approved Nominees and is sent solely FOR INFORMATION ONLY. This Proxy Form is not valid for use by CPF investors and shall be ineffective or all intents and purposes if used or purported to be used by them. CPF investors who wish to attend the Meeting as an observer must submit their requests through their CPF Approved Nominees within the time frame specified. If they also wish to vote, they must submit their voting instructions to the CPF Approved Nominees within the time frame specified to enable them to vote on their behalf.
2.
PROXY FORM
(Please see notes overleaf before completing this Form)
3.
I/We, of
(Name) NRIC/Passport No.
being a member/members of AFOR LIMITED (the Company), hereby appoint: Name NRIC/Passport No. Proportion of Shareholdings No. of Shares Address and/or (delete as appropriate) Name NRIC/Passport No. Proportion of Shareholdings No. of Shares Address or failing him/her, the Chairman of the Meeting as my/our proxy to vote for me/us on my/our behalf, if necessary to demand a poll, at the Annual General Meeting of the Company to be held on Friday, 30 October 2009 at 2.30 p.m. and at any adjournment thereof. The proxy is to vote on the business before the Meeting as indicated below. If no specific direction as to voting is given, the proxy will vote or abstain from voting at his/her discretion, as he/she will on any other matter arising at the Meeting. Please indicate your vote For or Against with an X within the box provided. To be used on a show of hands No 1 2 3 4 5 6 7 Resolutions relating to: Adoption of Audited Financial Statements, Directors Report and Auditors Report for the financial year ended 30 June 2009 Approval of Directors fees amounting to $100,000 for the financial year ended 30 June 2009 Re-election of Mr Johnson Goh Ann Ann as a Director Re-election of Mr Siow Chee Keong as a Director Re-appointment of Messrs BDO Raffles as Auditors and authority for Directors to fix their remuneration Authority for Directors to allot and issue new shares Authority for Directors to issue shares at discount For** Against** To be used in the Event of a Poll For** Against** % %
** Please indicate your vote For or Against with an X within the box provided. *** If you wish to exercise all your votes For or Against, please indicate (X) within the box provided. Alternatively, please indicate the number of votes as appropriate.
Dated this
day of
2009 Total Number of Shares in: (a) CDP Register (b) Register of Members No. of shares
Signature(s) of Member(s) or Common Seal of Corporate Shareholder

.79
Notes: 1. Please insert the total number of Shares held by you. If you have Shares entered against your name in the Depository Register (as defined in Section 130A of the Singapore Companies Act, Cap. 50), you should insert that number of Shares. If you have shares registered in your name in the Register of Members, you should insert that number of Shares. If you have Shares entered against your name in the Depository Register and Shares registered in your name in the Register of Members, you should insert the aggregate number of Shares entered against your name in the Depository Register and registered in your name in the Register of Members. If no number is inserted, the instrument appointing a proxy or proxies shall be deemed to relate to all the Shares held by you. A member of the Company entitled to attend and vote at a meeting of the Company is entitled to appoint one or two proxies to attend and vote in his/her stead. A proxy need not be a member of the Company. Where a member appoints two proxies, the proportion of the shareholding concerned to be represented by each proxy shall be specified in the form of proxy. The instrument appointing a proxy or proxies must be deposited at the Business Office of the Company at 545 Orchard Road, Far East Shopping Centre #12-11, Singapore 238882, not less than forty-eight (48) hours before the time appointed for the Annual General Meeting. The instrument appointing a proxy or proxies must be under the hand of the appointor or of his attorney duly authorised in writing. Where the instrument appointing a proxy or proxies is executed by a corporation, it must be executed either under its seal or under the hand of an officer or attorney duly authorised. A corporation which is a member may authorise by resolution of its directors or other governing body such person as it thinks fit to act as its representative at the Annual General Meeting.
2.
3.
4.
5.
6.
General: The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly completed or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing a proxy or proxies. In addition, in the case of Shares entered in the Depository Register, the Company may reject any instrument appointing a proxy or proxies lodged if the members, being the appointor, is not shown to have shares entered against his name in the Depository Register as at forty-eight (48) hours before the time appointed for holding the Annual General Meeting, as certified by The Central Depository (Pte) Limited to the Company.
80.
Designed and produced by
(65) 6578 6522
AFOR LIMITED ANNUAL REPORT 2009
501 Orchard Road, Wheelock Place, #02-20/22 Singapore 238880 Telephone: (65) 62389378 Facsimile: (65) 62386780 www.epicentreorchard.com

Epicentre 2009 AR

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i.LOVE.

innovation . learning . ownership . vision excellence . integrity . teamwork

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

Jimmy Fong Teck Loon

Johnson Goh Ann Ann

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

Siow Chee Keong

Lee Keen Whye

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

The particulars of our Executive Officers are set out below :

Ong Omar Peter Young

Joanne Lee Sieu Wei

Allan Tan Lee Chye

Goh Ling Chuan

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

Joseph Chia Choy Heng

Andy Koh Beng Lee

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

Ability to think and plan ahead according to business needs.

COMPANY REGISTRATION NUMBER : WEBSITE :

EpiCentre Pte. Ltd. 100%

EpiCentre Solutions Pte. Ltd. 100%

Afor Sdn. Bhd. 100%

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

Be honest; keep to promise and deliver as promise.

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

REVENUE (S$M) 64.3 51.0 37.9 26.1 65.1

Net Profit Attributable to Shareholders (S$M)

gross profit (S$M)

Profit Before Tax (S$M) 10.9 4.3 4.0

7.8 5.6 3.7 1.2 2.4 2.1

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

Director Number of Meetings Held

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

On behalf of the Board of Directors

Jimmy Fong Teck Loon Director Singapore 18 September 2009

Goh Ann Ann Johnson Director

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

On behalf of the Board of Directors

Jimmy Fong Teck Loon Director Singapore 18 September 2009

Goh Ann Ann Johnson Director

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

i.LOVE.it | AFOR LIMITED ANNUAL REPORT 2009

4,658 6 775 5,439 14,828

13 51 64 15,158 6,709 8,449 15,158

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

AFOR LIMITED ANNUAL REPORT 2009 | i.LOVE.it

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

Total equity attributable to equity holders of the Company $000 14,872

1,817 (2,338) 14,351 5,204 7,790 (1,396)