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ANNUALREPORT2013

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

CONTENTS

Corporate Information

Corporate Structure

Board of Directors Profile

Chairmans Statement

Statement of Corporate Governance

10

Other Information

17

Report of the Audit Committee

19

Statement on Risk Management and Internal Control

24

Financial Statements

26

Analysis of Shareholdings

119

Notice of Annual General Meeting

121

Statement Accompanying Notice Of Annual General Meeting

123

Proxy Form

Annual Report 2013

enclosed

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

CORPORATE INFORMATION
BOARD OF DIRECTORS
Dato Bahari bin Haron

Independent Non-Executive Chairman


Appointed on 24 August 2012

Chai Ko Thing

Independent Non-Executive Director


Appointed on 16 October 2012

Wan Azmi bin Wan Abd Rahman

Independent Non-Executive Director


Appointed on 29 January 2013

Dato Seri Abdul Azim bin Mohd Zabidi

Non-Independent Non-Executive Director


Appointed on 1 March 2013

Ong Tee Kein

Independent Non-Executive Director


Appointed on 4 July 2013

Aziz Yazdani bin Ahmad Khalil

Independent Non-Executive Director


Resigned on 17 October 2012

Khairudin bin Ibrahim

Independent Non-Executive Director


Resigned on 23 January 2013

Dato Ng Back Heang

Non-Independent Non-Executive Director


Resigned on 1 April 2013

Law Siew Ngoh

Non-Independent Non-Executive Director


Resigned on 1 April 2013

Robert Daniel Tan Kim Leng

Non-Independent Non-Executive Director


Resigned on 1 April 2013

Abdul Ghaffur bin Ramli

Independent Non-Executive Director


Retired on 5 December 2012

Dato Yap Wee Hin

Non-Independent Non-Executive Director


Retired on 5 December 2012

Wong Ngai Peow

Independent Non-Executive Director


Appointed on 24 August 2012
Resigned on 12 October 2012

Hwang Seak Wai

Independent Non-Executive Director


Appointed on 24 August 2012
Resigned on 5 November 2012

Lim Kok Kiong

Independent Non-Executive Director


Appointed on 24 August 2012
Resigned on 5 March 2013

Sulaiman bin Masrum

Independent Non-Executive Director


Appointed on 29 January 2013
Resigned on 31 May 2013

Annual Report 2013

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
BOARD OF DIRECTORS (contd.)
YB Datuk Nur Jazlan bin Tan Sri Mohamed

Non-Independent Non-Executive Director


Appointed on 1 March 2013
Resigned on 18 April 2013

Hew Tze Kok

Non-Independent Non-Executive Director


Appointed on 26 March 2013
Resigned on 31 May 2013

PRINCIPAL OFFICER
Jarnail Singh A/L Ram Singh

Group Chief Executive Officer

AUDIT COMMITTEE
Wan Azmi bin Wan Abd Rahman
Chai Ko Thing
Ong Tee Kein

Chairman
Member
Member

NOMINATION COMMITTEE
Dato Bahari bin Haron
Chai Ko Thing
Wan Azmi bin Wan Abd Rahman

Chairman
Member
Member

REMUNERATION COMMITTEE
Dato Bahari bin Haron
Chai Ko Thing
Wan Azmi bin Wan Abd Rahman

Chairman
Member
Member

COMPANY SECRETARIES
Tan Tong Lang (MAICSA 7045482)
Chong Voon Wah (MAICSA 7055003)
Jauhari bin Haron (LS03681)

REGISTERED OFFICE
Ground Floor, 8 Lorong Universiti B,
Section 16,
46350 Petaling Jaya,
Selangor Darul Ehsan

Tel.No :
Fax.No.:

03-7956 5889
03-7958 7889

WEBSITE
www.patimas.com

Annual Report 2013

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
BUSINESS ADDRESS
Lot 4.1, 4th Floor, Menara Lien Hoe,
No. 8, Persiaran Tropicana,
Tropicana Golf & Country Resort,
47410 Petaling Jaya, Selangor

Tel.No :
Fax.No.:

03-7880 3961
03-7886 7391

Patimas Technology Centre,


Technology Park Malaysia,
Bukit Jalil, 57000 Kuala Lumpur

Tel.No :
Fax.No.:

03-8994 1818
03-8994 2288

REGISTRAR
Boardroom Corporate Services (KL) Sdn Bhd
Lot 6.05, Level 6, KPMG Tower,
8 First Avenue, Bandar Utama,
47800 Petaling Jaya,
Tel. No.:03-7720 1188
Selangor Darul Ehsan
Fax. No.:03-7720 1111

AUDITORS
Hasnan THL Wong & Partners
10 Lorong Universiti B,
Section 16,
46350 Petaling Jaya,
Selangor Darul Ehsan

PRINCIPAL BANKERS
Malayan Banking Berhad
RHB Bank Berhad

STOCK EXCHANGE LISTING


Main Market of Bursa Malaysia Securities Berhad
Stock Name
PATIMAS
Stock Code
7042

Annual Report 2013

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

CORPORATE STRUCTURE

Patimas Computers Berhad

Patimas Computer Services Sdn. Bhd.


Patimas Computer Systems Sdn. Bhd.
Patimas Computer Technology Sdn. Bhd.
Patimas Computer Software Sdn. Bhd.
Patimas Computer Security Sdn. Bhd.
Patimas Dot Com Sdn. Bhd.
Patimas Business Solutions Sdn. Bhd.
Patimas Outsourcing Services Sdn. Bhd.
Patimas Services Sdn. Bhd.
Patimas Education Centre Sdn. Bhd.
Patimas International Sdn. Bhd.
Patimas-HPD Systems Sdn. Bhd.
Patimas e-Business Sdn. Bhd.
OED Technology Sdn. Bhd. (65%)
Patimas Workgroup Technology Sdn. Bhd. (60%)
Sigma AIT Sdn. Bhd. (49%)
Scion Global Sdn. Bhd. (45%)
Dynotronic International Sdn. Bhd. (40%)

AsatAugust2013
Unlessotherwisestated,100%owned

Annual Report 2013

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

BOARD OF DIRECTORS PROFILE


Dato' Bahari bin Haron
Independent Non-Executive Director
Dato' Bahari bin Haron, a Malaysian aged 65, was appointed to the Board and assumed the role of the
Independent Non-Executive Chairman of Patimas on 24 August 2012. Dato Bahari is a Barrister-at-law
(Inner Temple, London) and was a Magistrate of Kuala Lumpur Court from 1973 to 1974. Dato' Bahari
started his own legal practice in 1974 and was actively involved in UMNO Johor. In 1982, he was elected
as a Member of Parliament for Labis, Johor. He was appointed as the State Exco Member in 1989 and
held the portfolio of Chairman of the State Housing and Local Government Committee. He was also
involved in various business activities in the retail, property, food and manufacturing industries. He was
the Director of Bank Rakyat for five years and was the Vice Chairman of Kejora (Lembaga Kemajuan
Johor Tenggara) for eight years. Dato Bahari is presently a partner of his legal firm, Messrs Bahari
Hazzan & Fadzil.
Dato Bahari has no family relationship with any other Directors or major shareholders of Patimas, no
conflict of interest with Patimas and has no convictions for offences within the past 10 years.

Chai Ko Thing
Independent Non-Executive Director
Mr. Chai Ko Thing, a Malaysian aged 42, was appointed to the Board of Patimas on 16 October 2012. Mr.
Chai graduated with a Bachelor of Laws (LL.B) from the University of London and holds a Certificate in
Legal Practice. He was called to the Malaysian Bar in 1996 and is currently a partner in a legal firm, a
position he assumed since 1998. His area of practice is corporate and commercial matters including
corporate transactions, banking and finance, joint ventures and advisory.
He has no family relationship with any other Directors or major shareholders of Patimas, no conflict of
interest with Patimas and has no convictions for offences within the past 10 years.

Wan Azmi bin Wan Abd Rahman


Independent Non-Executive Director
Mr. Wan Azmi, a Malaysian aged 48, was appointed to the Board on 29 January 2013. He graduated in
1989 from The Association of Chartered Certified Accountants, United Kingdom and was admitted as an
Associate Member and a Fellow Member of The Association of Chartered Certified Accountants, United
Kingdom in 1997 and 2002 respectively. He is also a member of the Malaysian Institute of Accountants.
Mr. Wan Azmi started his career as a System Accountant with a subsidiary of Majlis Amanah Rakyat
MARA in 1989 before joining an investment back specializing in corporate finance advisory works
between 1989 and 1994. He later assumed the position of a Project Manager for a private company
providing corporate and financial advisory services. He subsequently joined Padiberas Nasional Berhad
(now known as BERNAS) between 1996 and 2000; Permodalan Terengganu Berhad between 2000 to
2003 and MIMOS Berhad between 2003 to 2007, where he held top key positions in the respective
organisations. Mr. Wan Azmi is currently the Managing Director of a private company involved in the rice
industry.
Mr. Wan Azmi has no family relationship with any other Directors or major shareholders of Patimas, no
conflict of interest with Patimas and has no convictions for offences within the past 10 years.

Annual Report 2013

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
Dato Seri Abdul Azim bin Mohd. Zabidi
Non-Independent Non-Executive Director
Dato Seri Abdul Azim Bin Mohd. Zabidi, aged 54, a Malaysian, is a Non-Independent Non-Executive
Director of the Company. He was appointed to the Board of the Company on 1 March 2013.
Dato Seri is a Fellow of the Institute of Chartered Secretaries and Administrators, United Kingdom and
holds a Master of Arts in Business Law from London Metropolitan University, United Kingdom. He was
appointed Chairman of Bank Simpanan Nasional from July 1999 until June 2009. During his tenure at
BSN, he was also active in the work undertaken by the World Savings Banks Institute (WSBI), Brussels,
Belgium. In 2000, in recognition of this, he was appointed President (Asia Pacific) for WSBI and elevated
to its Board of Directors in 2003. In September 2006 until April 2009, he was elected as Vice President
and Treasurer of WSBI. Dato Seri Abdul Azims extensive involvement in unit trusts/mutual funds and
fund management culminated in him being elected President of the Federation of Malaysian Unit Trust
Managers in 1998 through 2003. During this period, he was appointed Member of the Steering
Committee of the International Investment Funds Association (IIFA), Montreal, Canada, a post that he
held until 2008.
During the period from 2000 to 2004, Dato Seri Abdul Azim was selected by the Government to be a
member of the National Economic Consultative Council II, where he served on the Islamic Banking and
Finance Committee, selected by the Securities Commission to be a member of its Capital Market
Advisory Council, selected by the Kuala Lumpur Stock Exchange (now known as Bursa Malaysia
Securities Berhad) to be a member of its Index Committee and Deputy Chairman of its Board of Advisors
for the Malaysian Central Depository.
Dato Seri Abdul Azim is also a Director of Timberwell Berhad, Tadmax Resources Berhad, XOX Berhad,
Wang-Zheng Berhad and several private limited companies.
Dato Seri Abdul Azim has no family relationship with any other Directors or major shareholders of
Patimas, no conflict of interest with Patimas and has no convictions for offences within the past 10 years.

Ong Tee Kein


Independent Non-Executive Director
Mr. Ong Tee Kein a Malaysian aged 56, was appointed to the Board on 4 July 2013 as an Independent
Non-Executive Director. He is a member of the Malaysian Institute of Accountants, Associate of The
Institute of Chartered Secretaries and Administrators and holds a Master Degree in Business
Administration.
He has several years of experience in industry and consultancy practice. He sits on the boards of Mlabs
Systems Berhad, Sanichi Technology Berhad, Advance Information Marketing Berhad and Biosis Group
Berhad. He is also a director of several private limited companies.
Mr Ong has no family relationship with any other Directors or major shareholders of Patimas, no conflict
of interest with Patimas and has no convictions for offences within the past 10 years.

Annual Report 2013

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
PROFILE OF THE GROUP CHIEF EXECUTIVE OFFICER
Jarnail Singh A/L Ram Singh
Mr. Jarnail Singh A/L Ram Singh, a Malaysian aged 54, was appointed as the Acting Group Chief
Executive Officer of Patimas on 15 August 2012 and subsequently re-designated as the Group CEO on
29 January 2013. He holds a Diploma in Computer Science and has more than 30 years experience in
the ICT industry having worked in various areas from programming, systems analysis; to running various
computer-based companies. He is a director of various private companies. For the last 13 years; his
company, Sprintz Designs Sdn Bhd, has been a business partner of Patimas. From January 2008 to mid
2012, Mr Jarnail Singh headed and managed the telecommunications business division for the Patimas
Group. As Head of the Telecommunications group, he grew the business to include amongst others, the
supply and implementation of specialized equipment, software and services to the telecommunications
industry in Malaysia and also worked closely with major Network Equipment Producers to supply
solutions to the telecommunications industry in Malaysia, India, and South Africa.
He has no family relationship with any other Directors or major shareholders of Patimas, no conflict of
interest with Patimas, save for his interest as above and has no convictions for offences within the past
10 years.

Annual Report 2013

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

CHAIRMANS STATEMENT
On behalf of the Board of Directors of Patimas Computers Berhad (Patimas or the Company) I present
to you the Annual Report and the Audited Financial Statements of Patimas Group for the financial year
ended 31 March 2013.

Highlights
The financial year ended 31 March 2013 was another challenging and trying year for the Patimas Group
since the discovery of significant accounting and audit findings/queries (Significant Audit Findings) in the
accounts of the Patimas Group which amongst others led to the delayed issuance of the of the previous
financial periods audited financial statements.
In light of the discovery of Significant Audit Findings, the Company has on 30 July 2012 appointed PKF
Advisory Sdn Bhd firm to conduct a special audit into the affairs of the Company (special audit) on the
basis of information and records that are made available by the Board of Directors and from the
Management of the Company. The Company's shares were suspended from trading on 31 July 2012 as
the Board of Directors announced to Bursa Malaysia Securities Berhad (Bursa) on the same date that
the Company was not able to issue its annual audited financial statements for financial period ended 31
March 2012 within the four months from the close of the financial period.
Subsequently, on 10 August 2012, Messrs BDO Governance Advisory Sdn Bhd was appointed to
conduct the aforesaid special audit. The Board has also removed the financial functions and authorities of
the Executive Directors who shall no longer be responsible for the financial management of the Patimas
Group. Further, in order to protect the interest of all stakeholders, the Board has on 15 August 2012
appointed Mr. Jarnail Singh A/L Ram Singh as the Acting Group Chief Executive Officer with the sole
authority to oversee the day to day affairs of the Group and other operational matters.
Following discussions with Bursa, the Audit Committee was directed by Bursa to appoint an investigative
auditor to conduct an investigative audit on the financial affairs of Patimas Group. On 29 March 2013 the
Company announced that the report of the Investigative Audit by UHY Advisory (KL) Sdn Bhd has been
completed and presented to the Board. The Company announced on 17 October 2012 that the former
Chairman of the Company had lodged a police report in respect of unresolved significant accounting and
audit findings and queries raised by Messrs Ernst & Young. Subsequently, the current Chairman of the
Audit Committee also made a police report on 30 May 2013 based on the findings of the Investigative
Audit Report.
The financial and operational challenges faced by the Group, culminated with the Company being
designated as an affected Practice Note 17 (PN17) by Bursa on 1 November 2012; the prescribed criteria
of which was triggered by its negative net tangible assets position as well as the expressed disclaimer of
opinion by the external auditors on the Companys audited financial statements for the financial period
ended 31 March 2012. On 28 November 2012, pursuant to Practice Note 1 (PN1) the Company
announced that its subsidiary, Patimas-HPD Systems Sdn. Bhd had received a legal letter of demand
from Malaysia Debt Ventures Berhad (MDV) for the outstanding balance of a project financing facility.
The Company also received a similar letter of demand as a guarantor in respect of the said facility.
The Company is required to submit its regularization plan within twelve months of the first announcement
i.e. by 31 October 2013. In this respect, the Board is working with the relevant consultants to propose a
regularization plan, the details of which will be announced in due course.
During the current financial year, the Company and three of its subsidiaries had sought and were granted
restraining orders by the courts to restrain creditors from pursuing legal redress such as winding up
proceeding or forced sale of assets while the Group is undergoing its regularization scheme.

Annual Report 2013

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
Financial Performance
The year under review was another challenging and trying year for the Group, wherein lack of working
capital, liquidity in the Group and being designated as a PN17 and PN1 company caused a negative
impact on the Groups overall financial performance.
For the financial year ended 31 March 2013, the Group registered revenue of RM26.99 million. The
Group incurred loss before taxation of RM36.39 million for the year attributed to impairment loss on
software development expenditure of RM6.33 million; impairment loss on trade receivables of RM3.10
million; impairment loss on investment in associated companies of RM1.65 million; writing off of plant and
equipment of RM4.30 million; and interest expenses of RM4.21 million. The Group incurred net losses of
RM34.11 million during the financial year ended 31 March 2013 and as at that date, the accumulated
losses of the Group was RM173.02 million.

Prospects
Patimas is facing a severe setback against its business performance. The Groups immediate main focus
in the near term is on finalising the restructuring scheme for its borrowings with creditors and banks and
in restructuring the Group to alleviate its business performance from the present financial condition.
The Board is actively evaluating the prospects of the Group in light of the investigative audit, the PN17
and PN1 status of the Group and the stiff competition prevailing in both Malaysia and overseas ICT
market. At this point in time, the Board is unable to comment on the prospects of the Group, save for the
data centre business division and the telecommunication business division which, in the opinion of the
Board, can still be profitable with proper and efficient management.
The Board is mindful of the challenges facing the Group and is working diligently to improve its
performance.

Appreciation
On behalf of the Board of Directors, I would like to express my sincere appreciation to our shareholders,
customers, business associates, financiers, government authorities and regulatory bodies for their
continuous support to the Group. I would also like to thank my fellow Board members, the management
team and staff for their hard work, perseverance and commitment throughout the challenging year under
review.
Thank you.

Dato Bahari bin Haron


Independent Non-Executive Chairman

Annual Report 2013

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

STATEMENT OF CORPORATE GOVERNANCE


The Board of Directors of Patimas acknowledges the importance of maintaining good corporate
governance in the Group and is committed to ensure that the principles and best practices of corporate
governance as set out in the Malaysian Code on Corporate Governance 2012 (Code) are adhered to.
Set out below is a statement which outlines the main Corporate Governance principles and practices that
were in place throughout the financial year ended 31 March 2013, unless otherwise stated.
The Company announced the significant accounting and audit findings on 31 July 2012 and that it had
become a PN17 company on 1 November 2012. On 28 November 2012, pursuant to Practice Note 1
(PN1) the Company announced that its subsidiary, Patimas-HPD Systems Sdn. Bhd had received a legal
letter of demand from Malaysia Debt Ventures Berhad (MDV) for the outstanding balance of a project
financing facility. The Company also received a similar letter of demand as a guarantor in respect of the
said facility.

THE BOARD OF DIRECTORS


The Board
The Board assumes responsibility for effective stewardship and control of the Company. The
responsibilities of the Board include setting the strategic and succession plans of the Group, monitoring
performance goals, formalizing documentation on matters specifically reserved for its decision and
ensuring that the Group's internal controls and reporting procedures are adequate.
The Board comprises members with a wide range of business, financial, technical and legal background.
With this mix of expertise and background, the Company is led and guided by an experienced and
competent Board of Directors. The profiles of the Board of Directors are provided in the Annual Report on
pages 5 to 6.

Meetings
Board meetings are held at quarterly intervals and additional meetings are held whenever necessary. The
Board deliberated and considered a variety of matters inclusive of financial results, operation
performance and resolutions and recorded its deliberations in terms of issues discussed and the
conclusion in discharging its duties and responsibilities.
During the financial year ended 31 March 2013, 24 board meetings were held. The information on the
attendance of the members is as follows:

Members

Designation

No of meetings
attended

Abdul Ghaffur bin Ramli

Chairman (resigned from chairmanship on 24

14/14

August 2012)
Independent Non-Executive Director
(retired on 5 December 2012)
Dato Yap Wee Hin

Executive Deputy Chairman, redesignated as

13/14

Non-Independent Non-Executive Director on


24 August 2012
(retired on 5 December 2012)

Annual Report 2013

10

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

Members

Designation

No of meetings
attended

Law Siew Ngoh

Managing Director, redesignated as Non-

23/24

Independent Non-Executive Director on 24


August 2012
(resigned on 1 April 2013)
Robert Daniel Tan Kim Leng

Executive Director, redesignated as Non-

22/24

Independent Non-Executive Director on 24


August 2012
(resigned on 1 April 2013)
Dato Ng Back Heang

Executive Director, redesignated as Non-

24/24

Independent Non-Executive Director on 24


August 2012
(resigned on 1 April 2013)
Khairudin bin Ibrahim

Independent Non-Executive Director

16/17

(resigned on 23 January 2013)


Aziz Yazdani bin Ahmad Khalil

Independent Non-Executive Director

9/12

(resigned on 17 October 2012)


Dato Bahari bin Haron

Chairman,

14/14

Independent Non-Executive Director


(appointed on 24 August 2012)
Wong Ngai Peow

Independent Non-Executive Director

4/4

(appointed on 24 August 2012 & resigned on


12 October 2012)
Hwang Siak Wai

Independent Non-Executive Director

2/3

(appointed on 24 August 2012 & resigned on


5 November 2012
Lim Kok Kiong

Independent NonExecutive Director

12/12

(appointed on 24 August 2012 & resigned on


5 March 2013
Chai Ko Thing

Independent Non-Executive Director

11/12

(appointed on 16 October 2012)


Wan Azmi bin Wan Abd

Independent Non-Executive Director

Rahman

(appointed on 29 January 2013)

Annual Report 2013

6/6

11

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

Members

Designation

No of meetings
attended

Sulaiman bin Masrum

Independent Non-Executive Director

6/6

(appointed on 29 January 2013 & resigned on


31 May 2013)
Dato Seri Abdul Azim bin Mohd

Non-Independent Non-Executive Director

Zabidi

(appointed on 1 March 2013)

Datuk Nur Jazlan bin Mohamed

Non-Independent Non-Executive Director

3/3

2/3

(appointed on 1 March 2013 & resigned on


18 April 2013)
Hew Tze Kok

Non-Independent Non-Executive Director

1/1

(appointed on 26 March 2013 & resigned on


31 May 2013
Notes:
Mr. Ong Tee Kein did not attend any of the Board meetings as the meetings were held prior to his
appointment on 4 July 2013.

Board Composition and Balance


Between 1 April 2012 and up to 24 August 2012, the Board comprised seven members, four of whom
were Executive Directors while the other three were Independent Non-Executive Directors.
Post 24 August 2012, the board re-designated the directorships of four executive directors to nonexecutive level, appointed several new directors, and saw several retirements and resignations of
members.
Since 24 August 2012, none of the board members hold executive positions.
The composition of the Board of Directors throughout the financial year ended 31 March 2013 and to-date
is as set out in the Corporate Information section of this Annual Report. The current composition of the
Board consists of five members comprising an Independent Non-Executive Chairman, three Independent
Non-Executive Directors and a Non-Independent Non-Executive Director.
The number of independent non-executive directors exceeds the minimum threshold prescribed by the
Code and the Bursa Securities Listing Requirements. The Board is of the opinion that the composition of
the Board aims to ensure that the interest of not only the Group, but also the stakeholders and the public
in general are represented in all business strategies formulation and adoption.

Annual Report 2013

12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
There is a clear division of roles of the then Chairman and the then Managing Director (from 1 April 2012
to 24 August 2012), with each having his respective scope and responsibilities to ensure a balance of
power and authority. The Chairman is responsible for ensuring the Boards effectiveness and orderly
conduct. The Managing Director is responsible for the implementation of Board policies, making
operational decisions and monitoring the day-to-day running of the business. The then Executive
Directors take on the primary responsibilities of managing and monitoring the Groups businesses,
allocation of resources and enhancement of controls and governance. The Independent Non-Executive
Directors are to deliberate and discuss policies and strategies formulated and proposed by the
management with the view of the long-term interests of all stakeholders. The presence of the
Independent Non-Executive Directors is essential as they provide unbiased and independent views,
advice and judgment as well as to safeguard the interest of other parties such as the minority
shareholders and other stakeholders.
In the absence of the executive directors functions, post 24 August 2012, the Board of Directors has
taken over the responsibilities of setting policies and decisions of the Patimas Group and has also
appointed a Group Chief Executive Officer, Jarnail Singh A/L Ram Singh to carry out the implementation
of business strategies and daily management and operations of the Group.
Dato Bahari bin Haron has been appointed as the Senior Independent Non-Executive Director to whom
any concerns relating to the Company may be conveyed.

Board Committees
The Board has established various committees to assist the Board in managing the Groups businesses
effectively. Each committee has its own terms of reference to govern its responsibilities and to report and
propose recommendations to the Board. These committees are:
Audit Committee (The primary responsibilities, terms of reference and activities of the Audit
Committee during the financial year ended 31 March 2013 are set out in the Audit Committee
Report)
Remuneration Committee; and
Nomination Committee.
The chairman of the various committees will report to the Board the outcome and recommendations of
the committee meetings and such reports are incorporated in the minutes of the Board meetings.

Supply of Information
The Directors have full and unrestricted access to all information pertaining to the Groups business and
affairs, both as a full Board and in their individual capacity. They are supplied with information on
financial, operational, corporate, regulatory, business developments, and audit matters for informed
decision-making and effective discharge of their responsibilities.
They also have access to the advice and services of the Company Secretary who ensures that Board
procedures are adhered to at all times during meetings and advises the Board on matters including
corporate governance issues, and Directors responsibilities in complying with relevant legislation and
regulations.
The Directors may, if necessary, obtain independent professional advice, at the Companys expense in
furtherance of their duties.

Annual Report 2013

13

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
Appointments to the Board
Nomination Committee
The Nomination Committee is responsible for reviewing the Board structure, size and composition and
making recommendations to the Board for any adjustments that are deemed necessary. The Committee
is also responsible in making annual assessment on the mix of skills, experience and effectiveness of the
Board and the committees of the Board.
The present members of the Nomination Committee are as follows:
Position
Dato Bahari bin Haron
Chairman
Chai Ko Thing
Member
Wan Azmi bin Wan Abd Rahman
Member
During the financial year ended 31 March 2013 the committee met five times with all members present.
The Nomination Committee during the year reviewed and assessed the mix of skills and experience and
size of the Board, contribution of each director and effectiveness of the Board and Board Committees and
also reviewed the retirement of directors by rotation eligible for re-election. The Nomination Committee
has also assessed the character, experience and competence of the Board and Senior Management.

Re-election
The procedure on re-election of directors by rotation is set out in Articles No. 86.1 and 93 of the
Companys Articles of Association (the Articles). Pursuant to the Articles, any Directors who are
appointed by the Board during the year are subject to re-election by shareholders at the first meeting after
their appointment. The Articles also provide all Directors shall submit themselves for re-election at least
once in every three years. Any Directors over seventy (70) years of age are subject for re-appointment
annually in accordance with Section 129(6) of the Companies Act, 1965.

Reinforce Independence
The Non-Executive Directors are not employees of the Group and do not participate in the day to day
management of the Group. The Non-Executive Directors, including the Chairman are independent
directors and are able to express their views without any constraint. The Nomination Committee has
reviewed the performance of the independent directors and is satisfied they have been able to discharge
their responsibilities in an independent manner.
None of the current independent board members had served the company for more than nine (9) years
as per the recommendations of the Code. Should the tenure of an independent director exceed nine (9)
years, shareholders approval will be sought at a General Meeting or if the services of the director
concerned are still required, the director concerned will be re-designated as a non-independent director.

Directors Training
All Directors namely Abdul Ghaffur bin Ramli, Dato Yap Wee Hin, Law Siew Ngoh, Dato Ng Back Heang,
Robert Daniel Tan Kim Leng, Aziz Yazdani bin Ahmad Khalil, Khairudin bin Ibrahim, Dato Bahari bin
Haron, Lim Kok Kiong, Chai Ko Thing, Wan Azmi bin Wan Abd Rahman, Dato Seri Abdul Azim bin Mohd
Zabidi, Datuk Nur Jazlan bin Mohamed, Sulaiman bin Masrum have completed their Mandatory
Accreditation Programme prescribed by Bursa Securities during the financial year ended 31 March 2013.
During the financial year ended 31 March 2013, the Directors were also advised of developments or
changes to relevant laws and regulatory requirements. Management briefings during Board and Audit
Committee meetings on various operational, technical and corporate matters were also aimed at ensuring
that Directors are well versed with the knowledge of the Groups business and affairs in enabling them to
make meaningful decisions.
The Board will continue to evaluate and determine the training needs to keep abreast with developments
and changes in the regulations and the business environment relevant to the industry and to further
enhance their skills and knowledge.

Annual Report 2013

14

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
Remuneration Committee
The Remuneration Committee is responsible to review and recommend to the Board the remuneration
package of the Board and senior management. The remuneration package of the Executive Directors is
based on the Groups financials and the individuals performance.
The present members of the Remuneration Committee are as follows:

Dato Bahari bin Haron


Chai Ko Thing
Wan Azmi bin Wan Abd Rahman

Position
Chairman
Member
Member

During the financial year ended 31 March 2013 the committee met six times with all members present.
The Remuneration Committee shall ensure that the levels of remuneration are sufficient to attract and
retain Directors to successfully manage the business of the Group. The Remuneration Committee is
entrusted under its terms of reference to assist the Board, amongst others, to recommend to the Board
the remuneration of the then Executive Directors and in respect of Non-Executive Directors, the level of
remuneration shall reflect their respective levels of experience, expertise and responsibilities. However,
the ultimate responsibility to approve the remuneration of the Directors remains with the Board as a
whole. The respective Director is not involved in any discussions and/or deliberations with regards to his
own remuneration.

Disclosure
The Company has complied with the Main Market Listing Requirements of Bursa Securities on the
disclosure of Directors' remuneration in its audited financial statements as set out in Note 31 of the Notes
to the Financial Statements.

SHAREHOLDERS AND INVESTORS


The Board recognises the importance of good communication with all shareholders and endeavours to
provide timely and accurate disclosure of all material information of the Group to the shareholders and
investors. Shareholders and investors are kept informed of all major developments within the Group by
way of announcements to Bursa Securities, the Company's Annual Reports and website with an overview
of the Group's financial and operational performance.
The Annual General Meeting (AGM) is the principal forum for dialogue with shareholders to inform
shareholders and investors of current developments. Notice of the AGM and the Annual Report are sent
out to shareholders at least 21 days before the date of the meeting. Shareholders are encouraged to
raise questions or to seek more information on the progress and performance of the Group. Where
Extraordinary General Meetings (EGM) are held to obtain shareholders approval on certain businesses
or corporate proposals, comprehensive circulars to shareholders would be sent within prescribed
deadlines in accordance with regulatory and statutory provisions. During the AGM and EGM, the
Chairman and Board members as well as the auditors of the Company are available to respond to all
shareholders queries.
Shareholders and members of the public are invited to access the Companys website at
www.patimas.com and the Bursa Securities website to obtain the latest information on the Group.

Annual Report 2013

15

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
ACCOUNTABILITY AND AUDIT
Financial Reporting
In presenting the annual audited financial statements and the quarterly financial results, the Directors aim
to ensure that the financial statements and quarterly announcements are prepared in accordance with the
Companies Act, 1965 and applicable approved accounting standards are adopted, so as to offer a
balanced and comprehensive assessment of the Groups financial position and prospects.

Directors Responsibility Statement


The Board of Directors is responsible in ensuring that the financial statements of the Group and Company
are drawn up in accordance with the applicable approved accounting standards set by the Malaysian
Accounting Standards Board and the provisions of the Companies Act, 1965 so as to give a true and fair
view of the state of affairs of the Group and the Company as at 31 March 2013 and of the results and
cash flows of the Group and the Company for the financial year ended on that date.
In the process of preparing the financial statements, and other than as disclosed in the notes to the
financial statements, the Directors have reviewed the accounting policies and practices. However, due to
the circumstances that have been brought to the attention of the Board after the financial year ended 31
March 2012, the Directors are not in a position to determine whether the accounting policies and
practices were consistently applied throughout the year, and in cases where judgment and estimates
were made, whether they were reasonable and prudent.

Risk Management and Internal Control


The Statement on Risk Management and Internal Control in pages 24 to 25 of the Annual Report sets out
an overview of the state of internal control within the Group.

Relationship with the Auditors


The Company maintains a transparent relationship with the auditors in seeking their professional advice
and towards ensuring compliance with the accounting standards. The external auditors met with the Audit
Committee to present the scope of the financial audit before the commencement of audit and review the
results of the said audit as well as the management letter, if any after the conclusion of the audit. Annual
appointment or re-appointment of the external auditors is via shareholders resolution at the AGM at the
recommendation of the Board.

Statement of Compliance
In the opinion of the Board, the Company has complied with and shall remain committed to attaining the
highest possible standards through the continuous adoption of the principles and best practices of the
Code and all other applicable laws.

Annual Report 2013

16

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

OTHER INFORMATION
Utilisation of Proceeds Raised from Corporate Proposals
During the financial year ended 31 March 2013 the Company implemented a private placement of up to
ten percent (10%) of the issued and paid-up share capital (excluding treasury shares, if any) of the
Company ("Private Placement").
The Company issued 75,000,000 new ordinary shares of RM0.10 each at an issue price of RM0.10 per
share (Placement Shares) on 24 July 2012. The 75,000,000 Placement Shares have been listed and
quoted on the Main Market of Bursa Malaysia Securities Berhad on Thursday, 26 July 2012.
Details of the breakdown of utilisation of proceeds raised from the Private Placement are as follows:
Purposes

Proposed
(RM'000)

Working capital
Wages and salaries and other statutory
payments
Utilities
Rental expenses
Defraying expenses in relation to the Private
Placement

Actual
(RM'000)

Intended utilisation
period

5,217

5,217

Within one (1) year

1,290
900
93

1,290
900
93

Within one (1) year


Within one (1) year
Upon completion of
the Private Placement

7,500

7,500

The proceeds were fully utilised by 25 February 2013.

Share Buy-back
The Company does not have a share buy-back programme in place.
On 31 January 2013, the Company resold its entire treasury shares of 6.1 million shares of 10 sen each
in the open market at 12.5 sen per share. The Company does not hold any treasury shares subsequent to
the resale on the said date.

Options, Warrants & Convertible Securities


There were no exercises of options, warrants or convertible securities during the financial year ended
31 March 2013.

Sanctions and / or Penalties


There were no sanctions or penalties imposed on the Company and its subsidiary companies, Directors
or management by the relevant regulatory bodies during the financial year ended 31 March 2013.

Non Audit Fees to External Auditors


There were no non-audit fees paid to external auditors by the Group for the financial year ended
31 March 2013.

Depository Receipt Programmes


The Company did not sponsor depository receipt programme during the financial year ended
31 March 2013.

Annual Report 2013

17

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
Profit Guarantee
There was no profit guarantee given by the Company during the financial year ended
31 March 2013.

Variation of Results
The annual audited financial statements of the Company/Group for the financial year ended
31 March 2013 did not vary by 10% or more from the unaudited financial results announced to Bursa
Malaysia Securities Berhad on 31 May 2013.

Material Contracts involving Directors and major shareholders


There were no material contracts entered into by the Company and its subsidiary companies involving
Directors and major shareholders interests either still subsisting at the end of the financial year ended
31 March 2013 or entered into since the end of the previous financial period.

Recurrent related party transactions of revenue nature


The details of recurrent related party transactions of revenue nature during the financial year ended
31 March 2013 are as disclosed in Note 32 of the financial statements.

Contracts relating to loans


There were no contracts relating to loans by the Company involving Directors and major shareholders
interests during the financial year ended 31 March 2013.

Corporate Social Responsibility (CSR) Statement


Due to the Companys Practice Note 17 status and taking into account the current level of activities, focus
is placed on the restructuring scheme. Further as the Companys expenses are kept to the minimal, it did
not undertake any CSR activities in the financial year ended 31 March 2013.

Annual Report 2013

18

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REPORT OF THE AUDIT COMMITTEE


Set out below is the Report of the Audit Committee for the financial year ended 31 March 2013.
Composition
The composition of the Audit Committee from 1 April 2012 to 24 August 2012 was follows:

Khairudin bin Ibrahim


Abdul Ghaffur bin Ramli
Aziz Yazdani bin Ahmad Khalil

Position
Chairman
Member
Member

The above Audit Committee members resigned from their posts on 24 August 2012 and subsequently the
following members were appointed:
Lim Kok Kiong
Dato Bahari bin Haron
Wong Ngai Peow
Chai Ko Thing
Wan Azmi bin Wan Abd Rahman
Sulaiman bin Masrum
Ong Tee Kein

Position
Chairman (24 August 2012 to 5 March 2013)
Member (24 August 2012 to 29 January 2013)
Member (24 August 2012 to 12 October 2012)
Member (appointed on 16 October 2012)
Member (appointed on 29 January 2013)
Chairman (redesignated on 14 March 2013)
Member (14 March 2013 to 31 May 2013)
Member (appointed on 29 July 2013)

Secretary
The Company Secretary of Patimas acts as the Secretary to the Audit Committee.

Meetings
The Audit Committee met 15 times during the financial year ended 31 March 2013. All meetings to review
the quarterly results and annual financial statements are held prior to such quarterly results and annual
financial statements being presented to the Board for approval.
After each Audit Committee meeting, the Audit Committee reported to and updated the Board on
significant issues and concerns discussed during the Audit Committee meetings and where appropriate,
made the necessary recommendations to the Board.

Annual Report 2013

19

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
The information on the attendance of the members during the financial year ended 31 March 2013 is as
follows:
Members

No of meetings
attended

Attendance

Khairudin bin Ibrahim

5/5

100%

Abdul Ghaffur bin Ramli

5/5

100%

Aziz Yazdani bin Ahmad Khalil

4/5

80%

Lim Kok Kiong

7/7

100%

Dato Bahari bin Haron

6/6

100%

Wong Ngai Peow

3/3

100%

Chai Ko Thing

6/6

100%

Wan Azmi bin Wan Abd Rahman

4/4

100%

Sulaiman bin Masrum

3/3

100%

Summary of Activities during the Financial Year ended 31 March 2013


The Audit Committee carried out the following activities during the financial year ended 31 March 2013:

Reviewed the unaudited quarterly reports on the consolidated results of the Patimas Group for
the quarters ended 31 March 2012, 30 June 2012, 30 September 2012 and 31 December 2012;

Reviewed the annual audited financial statements, external auditors reports and their audit
findings;

Reviewed and deliberated on the internal auditors audit findings and recommendations;

Conducted meetings with the external auditors without the presence of the Executive Directors
and employees of the Company;

Deliberated on the Special Audit Report by BDO Governance Advisory Sdn Bhd and made
recommendations to the Board;

Deliberated on the Investigative Audit Report by UHY Advisory (KL) Sdn Bhd and made
recommendations to the Board;

Reviewed with the external auditor and discussed the overall annual audit plan, nature and scope
of the audit and the significant changes in accounting and auditing issues;

Reviewed and deliberated the significant risk areas, internal control and financial matters coming
to the attention of the external auditor in the course of their work;

Reviewed and approved the annual internal audit plan of the Group including its audit strategy,
scope, functions, competency, resource requirements and the necessary authority to carry out its
work.

Annual Report 2013

20

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
Internal Audit Function
The Internal Audit function is outsourced to an internal auditing firm. As normally carried out in the
previous years, the activities of the Internal Audit Function during the financial year would have covered
the following activities:
(a) developed the internal audit plan for financial year ended 31 March 2013;
(b) execution of the approved internal audit plan;
(c) presentation of the internal audit findings at the quarterly Audit Committee meetings; and
(d) follow up reviews to ensure that action plans are properly and appropriately implemented by
Management.
Only item (a) above was carried out and presented to the board on 29 May 2012 whilst the rest of the
items (b) to (d) were put in abeyance due to the circumstances that have been brought to the attention of
the Board after the financial year ended 31 March 2012 which require a far more pressing attention by the
Board and the management. The costs incurred for the internal audit function in respect of the financial
year under review was approximately RM17,120.
The terms of reference of the Audit Committee are set out below:

TERMS OF REFERENCE OF THE AUDIT COMMITTEE


1.

Objectives
The Audit Committee shall assist the Board of Directors (Board) of Patimas in:

2.

i)

overseeing the financial reporting and complying with the applicable Financial Reporting
standards, the provisions of the Companies Act 1965 and disclosure requirements
administered by relevant accounting bodies, Bursa Malaysia Securities Berhad (Bursa
Securities), Companies Commission of Malaysia and any other laws and regulations as
amended from time to time; and

ii)

assessing the internal and external audit processes including issues pertaining to the
system of internal control and risk management within the Group.

Composition
The Audit Committee is to be appointed by the Board from among themselves as follows:
i)

a minimum of three (3) members none of whom shall be Executive;

ii)

a majority shall be Independent Non-Executive Directors;

iii)

all members must be financially literate and at least one (1) member must be a member of
Malaysian Institute of Accountants or a person who fulfils the requirements prescribed or
approved by Bursa Securities;

iv)

all members shall hold office only for so long as they serve as directors of the Company;

v)

no alternate director shall be appointed as a member;

Annual Report 2013

21

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

3.

vi)

in any event of any vacancies resulting in non compliance of the minimum of three (3)
members, the Board shall upon the recommendation of the Nomination Committee,
appoint such number of directors to fulfill such vacancy within three (3) months of the
event;

vii)

the term of office and performance of the Committee shall be reviewed by the Board at
least once in every three (3) years to determine whether the Committee and its members
have carried out their duties in accordance with their terms of reference.

Duties and functions


In discharging its duties, the Committee shall undertake the following:
i)

consider the appointment of the external auditor, the audit fee and any questions of
resignation or dismissal for recommendation to the Board;

ii)

review with the external auditor before the audit commences, the audit plan, areas and
scope of the audit and ensure co-ordination where more than one audit firm is involved;

iii)

review with the external auditor, their evaluation of the system of internal controls and
audit findings;

iv)

review the quarterly and year-end financial statements of the Company and Group and
thereafter recommend them to the Board for approval, focusing particularly on:

any changes in accounting policies and practices;

significant adjustments arising from the audit;

the going concern assumption;

compliance with the applicable Financial Reporting Standards and other legal
requirements;

significant and unusual events;

v)

review and report the assistance given by the Company's or Group's officers to the
external auditors and the overall conduct of the audit;

vi)

review the audit report with the external auditors;

vii)

discuss problems and reservations arising from the interim and final audits and any
matter the auditor may wish to discuss (in the absence of management where
necessary);

viii)

review the external auditor's management letter and management's response;

ix)

appoint internal auditors who will report functionally directly to the Audit Committee and
review their performance on an annual basis. The Internal Audit function shall be
responsible for the regular review and/or appraisal of the effectiveness of the risk
management, internal control, and governance processes within the Company;

x)

review the following of the internal audit function:


the adequacy of the scope, functions, competency and resources of the internal audit
function, and that it has the necessary authority to carry out its work;

Annual Report 2013

ensure the internal audit function is independent of the activities it audits;

22

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

the internal audit programme and results of the internal audit process and where
necessary, ensure that appropriate action is taken by management on the
recommendations of the internal audit function;

xi)

consider any related party transactions that may arise within the Company or Group;

xii)

consider the major findings of internal investigations and management's response;

xiii)

consider other areas as defined by the Board.

The Chairman of the Committee shall engage on a continuous basis with Senior Management,
such as the Chairman of the Board of Directors, Group Chief Executive Officer, Chief Financial
Officer, the head of internal audit and the external auditors in order to be kept informed of matters
affecting the Group.

4.

5.

Meeting Procedures and Quorum


i)

The Audit Committee shall meet at least four times a year and such additional meetings,
as the Chairman shall decide in order to fulfill its duties.

ii)

At least twice annually, the Audit Committee shall meet with the external auditor, internal
auditors or both without executive Board members and employees present.

iii)

The Chairman may call a meeting of the Audit Committee if a request is made by any
committee member, the Company's Group Chief Executive Officer, or the internal or
external auditors.

iv)

The Company Secretary or other appropriate senior official shall act as secretary of the
Audit Committee and shall be responsible, in conjunction with the Chairman, for drawing
up the agenda and circulating it, supported by explanatory documentation to committee
members prior to each meeting.

v)

The Secretary shall also be responsible for keeping the minutes of Audit Committee and
circulating them to committee members and to the other members of the Board of
Directors.

vi)

A quorum shall consist of a majority of independent committee members.

Authority
i)

The Audit Committee is authorised by the Board to review any activity of the Company
and of the Group within its Terms of Reference. It is authorised to seek any information it
requires from any director or member of management and all employees are directed to
co-operate with any request made by the Audit Committee.

ii)

The Audit Committee is authorised by the Board to obtain independent legal or other
professional advice if it considers necessary.

Annual Report 2013

23

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL


The Statement on Risk Management and Internal Control is made in accordance with Paragraph 15.26
(b) of the Bursa Securities Listing Requirements which requires directors of public listed companies to
include a statement on their risk management and internal controls in their annual reports. The Boards
Statement on Risk Management and Internal Control has been prepared in accordance with the
provisions of the Malaysia Code on Corporate Governance 2012.

Responsibility
The Board recognises that it is responsible for the Group's system of risk management and internal
control and for reviewing its effectiveness whilst the role of management is to implement Board policies
on risk management and control. The Board is committed to effective risk management practices, as it
understands that such practices are essential in the maintenance of a sound system of internal control.
However, in any system of internal controls, there are inherent limitations that may impede the
achievement of the Groups business objectives. Therefore the system of internal control can only provide
reasonable assurance and not absolute assurance against any material misstatement, losses or fraud.
The Board has received assurance from the Group Chief Executive Officer that the Groups risk
management and internal control system is operating adequately and effectively, in all material aspects,
based on the risk management and internal control system of the Group.

Risk Management Framework


Throughout the financial year ended 31 March 2013, the Board had identified, evaluated and managed the
significant risks faced by the Group by monitoring the Group's operations, performance and profitability
during Board meetings. This serves as the on-going process of identifying, assessing and managing risks
faced by the Group
The key risk profile is an on-going process to ensure a more coordinated and consistent approach in
managing the Groups significant risk exposures and that such process is subject to regular reviews by the
Board of Directors.

Key elements of internal control


The following are key elements of the Groups internal control systems:

Defined delegation of responsibilities and authorities in the forms of organization structure,


authority limit and approval procedures.

Independent review of internal control system by outsourced internal auditor with proposed
recommendations for further improvements.

Regular reporting to Audit Committee on audit findings, recommendations and progress of the
proposed recommendations or implementations.

Quarterly review of the performance of the Groups business by the Board which also covers
assessment of the impact of changes in business and competitive environment.

Regular Management meetings attended by heads of subsidiaries and senior management and
chaired by the Group CEO to identify; discuss and resolve business and operational issues, the
day-to-day operations and conduct of the Group's businesses.

Annual Report 2013

24

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
Internal Audit Function
The outsourced internal audit functions support the Board in an independent capacity to examine and
evaluate the Companys business and operational processes, assess compliance with policies and
procedures as well as relevant laws and regulations, and provide a reasonable assurance that the
internal control system is adequate, effective and functional. The Internal Auditors provide reports on
issues relating to internal controls and the associated risks together with recommendations for
appropriate actions to the Audit Committee.
The external auditors provide assurance in the form of their annual statutory audit of the financial
statements of the Group. Any areas for improvement identified during the course of the statutory audit by
the external auditors are brought to the attention of the Audit Committee through management letters, if
any or are articulated at Audit Committee meetings. In addition, the Audit Committee receives reports
from the internal auditor on a regular basis.
As required by Bursa Securities Listing Requirements, the External Auditors, Messrs Hasnan THL Wong
& Partners have reviewed this Statement on Risk Management and Internal Control. The External
Auditors review scope does not extend to the adequacy and effectiveness of the internal control.
The Board is of the view that there would be a need to review the effectiveness of the internal audit
function to ensure that appropriate action is taken to enhance and strengthen the internal control
environment. For this purpose, the Board intends to review in detail the functional capabilities and/or
effectiveness of the existing internal auditor and to carry out detailed review of prevailing internal controls.
The Board recognises that the Group operates in a dynamic business environment and that the Group's
risk management and internal control system must be responsive to changes in the business environment
and continuously evolves to support its business objectives. The Board remains committed towards
continuous improvement and enhancement of its system of risk management and internal control and will,
when necessary, put in place action plans to ensure that there is increased certainty of the achievement
of business objectives, thus enhancing shareholders value.
This statement made in accordance with the resolution of the Board dated 28 August 2013.

Annual Report 2013

25

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
REPORTS AND FINANCIAL STATEMENTS
31 MARCH 2013

Annual Report 2013

26

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
CORPORATE INFORMATION

BOARD OF
DIRECTORS

Dato' Bahari Bin Haron (Appointed on 24.08.12)


Chai Ko Thing (Appointed on 16.10.12)
Wan Azmi Bin Wan Abd Rahman (Appointed on 29.01.13)
Dato' Seri Abdul Azim Bin Mohd Zabidi (Appointed on 01.03.13)
Ong Tee Kein (Appointed on 04.07.13)
Aziz Yazdani Bin Ahmad Khalil (Resigned on 17.10.12)
Khairudin Bin Ibrahim (Resigned on 23.01.13)
Dato' Ng Back Heang (Resigned on 01.04.13)
Law Siew Ngoh (Resigned on 01.04.13)
Robert Daniel Tan Kim Leng (Resigned on 01.04.13)
Abdul Ghaffur Bin Ramli (Retired on 05.12.12)
Dato' Yap Wee Hin (Retired on 05.12.12)
Wong Ngai Peow (Appointed on 24.08.12 and resigned on
12.10.12)
Hwang Seak Wai (Appointed on 24.08.12 and resigned on
05.11.12)
Lim Kok Kiong (Appointed on 24.08.12 and resigned on
05.03.13)
Sulaiman Bin Masrum (Appointed on 29.01.13 and resigned on
31.05.13)
Datuk Nur Jazlan Bin Mohamed (Appointed on 01.03.13 and
resigned on 18.04.13)
Hew Tze Kok (Appointed on 26.03.13 and resigned on 31.05.13)

SECRETARIES

Jauhari Bin Hassan (Appointed on 15.01.13)


Chong Voon Wah (Appointed on 29.01.13)
Tan Tong Lang (Appointed on 29.01.13)
Tai Yit Chan (Resigned on 11.01.13)
Liew Irene (Resigned on 11.01.13)

Annual Report 2013

27

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
CORPORATE INFORMATION (CONT'D)

AUDITORS

Hasnan THL Wong & Partners (No. AF 0942)


Chartered Accountants
10, Lorong Universiti B
Section 16, 46350 Petaling Jaya
Selangor Darul Ehsan

REGISTERED OFFICE

Ground Floor
8, Lorong Universiti B
Section 16
46350 Petaling Jaya
Selangor Darul Ehsan

PRINCIPAL PLACES
OF BUSINESS

Patimas Technology Centre


Technology Park Malaysia
Bukit Jalil
57000 Kuala Lumpur
Lot 4.1, 4th Floor, Menara Lien Hoe
No. 8, Persiaran Tropicana
Tropicana Golf & Country Resort
47410 Petaling Jaya
Selangor Darul Ehsan

PRINCIPAL BANKERS

Annual Report 2013

Bank Islam Malaysia Berhad


CIMB Bank Berhad
Hong Leong Bank Berhad
Malayan Banking Berhad
RHB Bank Berhad

28

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
DIRECTORS' REPORT

The Directors hereby submit their report together with the audited financial statements of the
Group and the Company for the financial year ended 31 March 2013.

PRINCIPAL ACTIVITIES
The principal activities of the Company are investment holding, provision of management services
and provision of computer equipment rental.
The principal activities of the subsidiary and associate companies are described in Note 7 and Note
21 of the Notes to the Financial Statements respectively.
There have been no significant changes in the nature of these activities during the financial year.

FINANCIAL RESULTS
Group
RM

Company
RM

Loss before taxation


Taxation
Net loss for the year

(36,386)
2,273
(34,113)

(28,979)
(253)
(29,232)

Attributable to:
Owners of the parent

(34,267)

(29,232)

DIVIDENDS
No dividend has been paid or declared by the Company since the end of the previous financial
period.
The Directors do not recommend any dividend for the year ended 31 March 2013.

Annual Report 2013

29

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

RESERVES AND PROVISIONS


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

ISSUE OF SHARES AND/OR DEBENTURES


During the financial year, the Company increased its issued and paid-up share capital from RM
75,789,578 to RM 83,289,578 by way of issuance of 75,000,000 ordinary shares of RM 0.10 each
for cash consideration.
The new ordinary shares issued during the financial year ranked pari passu in all respects with the
existing ordinary shares of the Company.
No debentures were issued during the financial year.

TREASURY SHARES
During the financial year, the Company disposed its entire treasury shares of 6,100,000 shares at
RM 0.125 each for cash consideration.

INFORMATION ON THE FINANCIAL STATEMENTS


Before the Statements of Comprehensive Income and Statements of Financial Position of the
Group and the Company were made out, the Directors took reasonable steps :(a)

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

(b)

to ensure that any current assets which were unlikely to realise in the ordinary course of
business including their value as shown in the accounting records of the Group and the
Company have been written down to an amount which they might be expected so to realise.

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

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

Annual Report 2013

30

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

INFORMATION ON THE FINANCIAL STATEMENTS (CONT'D)


(b)

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

(c)

which have arisen which render adherence to the existing method of valuation of assets or
liabilities of the Group and the Company misleading or inappropriate.

No contingent or other liability has become enforceable or is likely to become enforceable within
the period of twelve months after the end of the financial year which, in the opinion of the
Directors, will or may substantially affect the ability of the Group and the Company to meet its
obligations as and when they fall due.

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

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

(b)

any contingent liability of the Group and the Company which has arisen since the end of the
financial year.

OTHER STATUTORY INFORMATION


The Directors state that :At the date of this report, they are not aware of any circumstances not otherwise dealt with in this
report or the financial statements which would render any amount stated in the financial statements
misleading.
In their opinion:(a)

the results of the operations of the Group and the Company during the financial year were
not substantially affected by any item, transaction or event of a material and unusual nature
other than as disclosed in Note 38 of the Notes to the Financial Statements; and

(b)

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

Annual Report 2013

31

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
DIRECTORS

The Directors who have held office during the year since the date of the last report are as follows:-

Dato' Bahari Bin Haron (Appointed on 24.08.12)


Chai Ko Thing (Appointed on 16.10.12)
Wan Azmi Bin Wan Abd Rahman (Appointed on 29.01.13)
Dato' Seri Abdul Azim Bin Mohd Zabidi (Appointed on 01.03.13)
Ong Tee Kein (Appointed on 04.07.13)
Aziz Yazdani Bin Ahmad Khalil (Resigned on 17.10.12)
Khairudin Bin Ibrahim (Resigned on 23.01.13)
Dato' Ng Back Heang (Resigned on 01.04.13)
Law Siew Ngoh (Resigned on 01.04.13)
Robert Daniel Tan Kim Leng (Resigned on 01.04.13)
Abdul Ghaffur Bin Ramli (Retired on 05.12.12)
Dato' Yap Wee Hin (Retired on 05.12.12)
Wong Ngai Peow (Appointed on 24.08.12 and resigned on 12.10.12)
Hwang Seak Wai (Appointed on 24.08.12 and resigned on 05.11.12)
Lim Kok Kiong (Appointed on 24.08.12 and resigned on 05.03.13)
Sulaiman Bin Masrum (Appointed on 29.01.13 and resigned on 31.05.13)
Datuk Nur Jazlan Bin Mohamed (Appointed on 01.03.13 and resigned on 18.04.13)
Hew Tze Kok (Appointed on 26.03.13 and resigned on 31.05.13)
In accordance with Article 104 of the Company's Articles of Association, Wan Azmi Bin Wan Abd
Rahman, Dato' Seri Abdul Azim Bin Mohd Zabidi and Ong Tee Kein, shall retire by rotation at the
forthcoming Annual General Meeting and being eligible, offer themselves for re-election.
According to the Register of Directors' Shareholdings, particulars of interests of Directors in office at
the end of the financial year in shares, warrants and options over shares in the Company and its related
corporations are as follows:No. of Ordinary Shares of RM 0.10 each
At
At
01.04.12
Bought
Sold
31.03.13

Interest in the Company


Law Siew Ngoh

- direct

53,823,630

Dato' Ng Back Heang#

- direct
- indirect

41,973,160
-

Robert Daniel Tan Kim


Leng*

- direct
- indirect

45,940
162,640,010

Dato' Seri Abdul Azim


bin Mohd Zabidi^

- indirect

2,787,300
-

(53,823,600)

30

(41,900,000)
-

73,160
2,787,300

(45,940)
(162,640,000)

10

55,000,000

55,000,000

# Deemed interest through Heng Cheow Wah


* Deemed interest through his shareholdings in Forum Pintar Sdn. Bhd.
^ Deemed interest through his shareholdings in Syawaras Sdn. Bhd.

Annual Report 2013

32

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

DIRECTORS' BENEFITS
During and at the end of the financial year, no arrangements subsisted to which the Company is a
party, being arrangements with the object or objects of enabling 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.
Since the end of the previous financial period, no Director has received or become entitled to
receive any benefit (other than as disclosed in the Notes to the Financial Statements) by reason of a
contract made by the Company or a related corporation with the Director or with a firm of which
the Director is a member or with a company in which the Director has substantial financial interest.

GOING CONCERN
The financial statements of the Group and Company have been prepared on a going concern
basis. The Group and Company incurred net losses of RM 34,267,000 and RM 29,232,000
respectively during the financial year ended 31 March 2013 and as at that date, the accumulated
losses of the Group and Company was RM 173,022,000 and RM 138,628,000 respectively.
On 28 November 2012, the Company made an announcement pursuant to Practice Note 1 of
the Listing Requirements of Bursa Malaysia Securities Berhad for Main Market that PatimasHPD Systems Sdn. Bhd. ("PHPD"), its wholly owned subsidiary had received a legal letter of
demand from Malaysia Debt Venture Berhad ("MDV") for the outstanding balance of RM
4,340,988 in connection with the credit facilities granted for a project financing facility
totalling RM 14 million. The Company also received a similar legal letter of demand as a
guarantor in respect of the said facility. Both the Company and PHPD are currently in
communication with MDV and exploring various options to regularise the default. No
Solvency Declaration by the Board of Directors is being submitted to Bursa Malaysia
Securities Berhad within 3 market days from the date of announcement.
These conditions indicate the existence of a material uncertainty which may cast significant
doubt on the ability of the Group and Company to continue as going concerns.
The financial statements of the Group and Company do not include any adjustments relating to
the amounts and reclassification of assets and liabilities that might be necessary should the
Group and Company be unable to continue as going concerns. The ability of the Group and
Company to continue as going concerns are dependent on the timely and successful
implementation of the corporate and debts restructuring exercise towards the profitability and
the cash flows of the Group and Company.

Annual Report 2013

33

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

AUDITORS

Messrs Hasnan THL Wong & Partners, the retiring Auditors, have expressed their willingness to
continue in office.

Signed on behalf of the Board in accordance with a resolution of the Directors dated 29 July 2013.

CHAI KO THING

DATO' BAHARI BIN HARON

DIRECTORS

Petaling Jaya

Annual Report 2013

34

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
STATEMENT BY DIRECTORS
We, DATO' BAHARI BIN HARON and CHAI KO THING, being two of the Directors of
PATIMAS COMPUTERS BERHAD, do hereby state, in the opinion of the Directors, the
accompanying financial statements set out on pages 4 1 to 118 are drawn up in accordance with
Malaysian Financial Reporting Standards ("MFRSs"), International Financial Reporting Standards
and the requirements of the Companies Act, 1965 in Malaysia so as to give a true and fair view of
the financial position of the Group and the Company as at 31 March 2013 and of their financial
performance and cash flows for the year then ended.
In the opinion of the Directors, the information set out in Note 40 of the Notes to the Financial
Statements has been compiled in accordance with the Guidance on Special Matter No. 1,
Determination of Realised and Unrealised Profits or Losses in the Context of Disclosures Pursuant
to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of
Accountants and the directive of Bursa Malaysia Securities Berhad.
Signed on behalf of the Board in accordance with a resolution of the Directors

DATO' BAHARI BIN HARON

CHAI KO THING

Petaling Jaya
29 July 2013

Annual Report 2013

35

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
STATUTORY DECLARATION
I, YONG KET INN, I/C No. 570201-12-5067, who was appointed as the Chief Financial Officer
of PATIMAS COMPUTERS BERHAD on 30 October 2012, do solemnly and sincerely declare
that, except for the matters disclaimed by the Independent Auditors in their Auditors Report on
pages 37 to 40 and for the period prior to my appointment as the Chief Financial Officer, the
accompanying financial statements set out on pages 4 1 to 118 are in my opinion correct, and I make
this solemn declaration conscientiously believing the same to be true and by virtue of the
provisions of the Statutory Declarations Act, 1960.
Subscribed and solemnly declared by the
abovenamed YONG KET INN,
I/C No. 570201-12-5067,
at Petaling Jaya on 29 July 2013

YONG KET INN

Before me:
Pn Koh Twee Yong @ Koh Twee Siew (No. B 357)
Commissioner for Oaths

Annual Report 2013

36

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF


PATIMAS COMPUTERS BERHAD
(Incorporated in Malaysia)

Report on the Financial Statements


We have audited the financial statements of Patimas Computers Berhad, which comprise the
statements of financial position of the Group and the Company as at 31 March 2013, and the
statements of comprehensive income, statements of changes in equity and statements of cash
flows of the Group and the Company for the financial year then ended, and a summary of
significant accounting policies and other explanatory information, as set out on pages 41 to 118.
Directors' Responsibility for the Financial Statements
The Directors of the Company are responsible for the preparation of financial statements so as
to give a true and fair view in accordance with Malaysian Financial Reporting Standards,
International Financial Reporting Standards and the requirements of the Companies Act, 1965
in Malaysia. The Directors are also responsible for such internal control as the Directors
determine is necessary to enable the preparation of financial statements that are free from
material misstatement, whether due to fraud or error.
Auditors' Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with approved Standards on Auditing in Malaysia.
Because of the matters described in the Basis of Disclaimer of Opinion paragraph, however,
we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit
opinion.
Basis for Disclaimer of Opinion
(i)

We were unable to confirm or verify by alternative means the opening balances


making up the statements of financial position as the previous auditors have
expressed a disclaimer opinion in audited financial statements for the financial
period ended 31 March 2012. Since the opening balances enter into the
determination of the financial performance and cash flows, we were unable to
determine whether any adjustments might have been found to be necessary in
respect of the loss for the year reported in the statements of comprehensive income,
statement of changes in equity and statement of cash flows. As disclosed in Note
38(b), an investigative audit was carried out on the financial affairs of the Group
and the Company. On 30 May 2013, the Chairman of the Audit Committee made a
police report based on the findings from the Investigative report.

Annual Report 2013

37

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF


PATIMAS COMPUTERS BERHAD (CONT'D)
(Incorporated in Malaysia)
Basis for Disclaimer of Opinion (cont'd)
(ii)

As disclosed in Note 2 of the Notes to the Financial Statements, the Group and the
Company incurred a net loss of RM 34,267,000 and RM 29,232,000 respectively for
the financial year ended 31 March 2013, and as of 31 March 2013, the Group and
the Company had capital deficiencies of RM 45,335,000 and RM 10,941,000
respectively whilst the current liabilities exceeded the current assets by RM
51,996,000 and RM 13,306,000 respectively. On 1 November 2012, the Company
announced that it had triggered the prescribed criteria pursuant to Practice Note 17
("PN 17") of the Listing Requirements of Bursa Malaysia Securities Berhad
("BURSA") for the Main Market. On 28 November 2012, the Company made an
announcement pursuant to Practice Note 1 of the Listing Requirements of BURSA
that Patimas-HPD Systems Sdn. Bhd. ("PHPD"), its wholly owned subsidiary had
received a legal letter of demand from Malaysia Debt Venture Berhad ("MDV") for
the outstanding balance of RM 4,340,988 in connection with the credit facilities
granted for a project financing facility totalling RM 14 million. The Company also
received a similar legal letter of demand as a guarantor in respect of the said facility.
Both the Company and PHPD are currently in communication with MDV and
exploring various options to regularise the default. No Solvency Declaration by the
Board of Directors is being submitted to BURSA within 3 market days from the
date of announcement.
These conditions indicate the existence of material uncertainties, which may cast
significant doubt on the ability of the Group and of the Company to continue as
going concerns and therefore, the Group and the Company may be unable to realise
their assets and discharge their liabilities in the normal course of business.
The Company is in the process of formulating a comprehensive plan to regularise
their financial condition ("Regularisation Plan"). The Company is required to
submit a Regularisation Plan to the relevant authorities by 31 October 2013 or the
Company may face de-listing. As of the date of this report, the Company has not
submitted any Regularisation Plan to address its PN 17 status.

In view of the matters set out above there are material uncertainties that may cast significant
doubt on the ability of the Group and the Company to continue as going concerns.

Annual Report 2013

38

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF


PATIMAS COMPUTERS BERHAD (CONT'D)
(Incorporated in Malaysia)
Basis for Disclaimer of Opinion (cont'd)
The financial statements have been prepared on the historical cost basis and on the assumption
that the Group and the Company are going concerns. The going concern assumption is highly
dependent upon the successful restructuring of the defaulted debts, the successful approval and
implementation of the Regularisation Plan, and the ability of the Group and the Company to
attain profitable operations to generate sufficient cash flows to fulfil their obligations as and
when they fall due. In the event that these are not forthcoming, the Group and the Company
may be unable to realise their assets and discharge their liabilities in the normal course of
business. Accordingly, the financial statements may require adjustments relating to the
recoverability and classification of recorded assets and liabilities that may be necessary should
the Group and the Company be unable to continue as going concerns.
Disclaimer of Opinion
Because of the significance of the matters described in the Basis for Disclaimer of Opinion
paragraph, we do not express an opinion on the financial statements.
Report on Other Legal and Regulatory Requirements
In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report
the following:
a)

In our opinion, except for the matters as disclosed in the Basis for Disclaimer of
Opinion paragraph, the accounting and other records and the registers required by
the Act to be kept by the Company and its subsidiary companies of which we have
acted as auditors have been properly kept in accordance with the provisions of the
Act.

b)

Except for the matters as disclosed in the Basis for Disclaimer of Opinion
paragraph, we are satisfied that the accounts of the subsidiary companies that have
been consolidated with the Company's financial statements are in form and content
appropriate and proper for the purposes of the preparation of the financial
statements of the Group and we have received satisfactory information and
explanations required by us for those purposes.

c)

Except for the subsidiaries with a modified opinion in the auditors' report as
disclosed in Note 21 of the Notes to the Financial Statements, our audit reports on
the accounts of the subsidiary companies did not contain any qualification or any
adverse comment made under Section 174(3) of the Act.

Annual Report 2013

39

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF


PATIMAS COMPUTERS BERHAD (CONT'D)
(Incorporated in Malaysia)
Other Reporting Responsibilities
The supplementary information set out in Note 40 of the Notes to the Financial Statements is
disclosed to meet the requirement of Bursa Malaysia Securities Berhad and is not part of the
financial statements. The Directors are responsible for the preparation of the supplementary
information in accordance with Guidance on Special Matter No. 1, Determination of Realised
and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia
Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants
("MIA Guidance") and the directive of Bursa Malaysia Securities Berhad. In our opinion, the
supplementary information is prepared, in all material respects, in accordance with MIA
Guidance and the directive of Bursa Malaysia Securities Berhad.

Other Matters
The financial statements of Patimas Computers Berhad for the financial period ended 31
March 2012 were audited by another auditor whose report dated 30 October 2012 expressed a
disclaimer of opinion on those financial statements.
This report is made solely to the members of the Company, as a body, in accordance with
Section 174 of the Companies Act 1965 in Malaysia and for no other purpose. We do not
assume responsibility to any other person for the content of this report.

HASNAN THL WONG & PARTNERS


(NO. AF 0942)
CHARTERED ACCOUNTANTS

WONG KOK SEONG


CHARTERED ACCOUNTANT
(NO: 2791/08/14 (J))

Petaling Jaya
29 July 2013

Annual Report 2013

40

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2013
Group
Note
31.03.13
31.03.12
RM'000
RM'000
ASSETS
NON-CURRENT ASSETS
Property, plant and equipment
Intangible assets
Investment in associate companies
Other investments
Trade receivables

CURRENT ASSETS
Inventories
Trade receivables
Other receivables
Tax in credit
Fixed deposits
Cash and bank balances

5
6
7
8
9

5,264
704
5,968

12,026
7,873
2,319
258
22,476

12,514
58,075
2,279
320
73,188

10
9
11

127
1,671
1,679
984
179
4,640

1,872
13,270
5,968
1,494
24,158
245
47,007

2,048
35,778
11,567
1,942
20,951
6,933
79,219

10,608

69,483

152,407

11,957
5,458
33,237
5,785
199
56,636

18,397
6,988
24,218
35,318
467
85,388

21,296
3,171
10,186
48,238
151
83,042

(51,996)

(38,381)

(3,823)

12
13

TOTAL ASSETS
EQUITY AND LIABILITIES
CURRENT LIABILITIES
Trade payables
Other payables
Bank overdraft
Borrowings
Tax payable

Net current assets

Annual Report 2013

01.01.11
RM'000

14
15
13
16

41

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2013 (CONT'D)
Group
Note
31.03.13
31.03.12
RM'000
RM'000
NON-CURRENT LIABILITIES
Borrowings
Deferred tax liability

16
17

TOTAL LIABILITIES
Net assets
EQUITY ATTRIBUTABLE TO OWNERS
OF THE PARENT
Share capital
Share premium
Treasury shares
Accumulated losses

Non-controlling interest
TOTAL EQUITY

TOTAL EQUITY AND LIABILITIES

18
19
20

01.01.11
RM'000

1,559
2,433
3,992

2,766
2,766

56,636

89,380

85,808

(46,028)

(19,897)

66,599

83,290
44,397
(173,022)
(45,335)

75,790
44,397
(482)
(138,755)
(19,050)

75,790
44,397
(482)
(53,106)
66,599

(693)
(46,028)

(847)
(19,897)

66,599

10,608

69,483

152,407

The above consolidated statement of financial position are to be read in conjunction with the notes to
the financial statements set out on pages 52 to 118.

Annual Report 2013

42

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2013
Company
Note
31.03.13
31.03.12
RM'000
RM'000
ASSETS
NON-CURRENT ASSETS
Property, plant and equipment
Investment in subsidiary companies
Investment in associate companies
Other investments

CURRENT ASSETS
Trade receivables
Other receivables
Tax in credit
Fixed deposits
Cash and bank balances

5
21
7
8

2,365
2,365

2,989
19,791
2,390
258
25,428

3,362
92,733
2,390
258
98,743

9
11

18,186
18
7
18,211

1,418
15,827
269
24,158
6
41,678

1,277
56,446
261
20,951
10
78,945

20,576

67,106

177,688

10,051
21,466
31,517

35,070
21,727
56,797

78,486
9,698
48
88,232

31,517

56,797

88,232

12
13

TOTAL ASSETS
EQUITY AND LIABILITIES
CURRENT LIABILITIES
Trade payables
Other payables
Bank overdraft
Borrowings

TOTAL LIABILITIES

Annual Report 2013

01.01.11
RM'000

14
15
13
16

43

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2013 (CONT'D)
Company
Note
31.03.13
31.03.12
RM'000
RM'000
EQUITY ATTRIBUTABLE TO OWNERS
OF THE PARENT
Share capital
Share premium
Treasury shares
Accumulated losses
TOTAL EQUITY
TOTAL EQUITY AND LIABILITIES

18
19
20

01.01.11
RM'000

83,290
44,397
(138,628)
(10,941)

75,790
44,397
(482)
(109,396)
10,309

75,790
44,397
(482)
(30,249)
89,456

20,576

67,106

177,688

The above statement of financial position are to be read in conjunction with the notes to the financial
statements set out on pages 52 to 118.

Annual Report 2013

44

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2013

Note

Revenue

22

Less: Cost of sales


Gross profit
Add: Other income

Less: Sales and distribution costs


Less: Administrative expenses
Less: Other operating expenses
Less: Finance costs

23

01.04.12
to
31.03.13
RM'000
26,987

97,326

(21,537)

(80,470)

5,450

16,856

5,594
11,044

1,294
18,150

(259)
(29,259)
(12,160)
(4,209)

(183)
(88,838)
(9,488)
(5,102)

(1,543)

Share of (loss)/profit from associate companies

01.01.11
to
31.03.12
RM'000

40

Loss before taxation

24

(36,386)

(85,421)

Taxation

25

2,273

(1,075)

Loss for the year/period

(34,113)

(86,496)

Total comprehensive expense for the year/period

(34,113)

(86,496)

(34,267)
154
(34,113)

(85,649)
(847)
(86,496)

(34,267)
154
(34,113)

(85,649)
(847)
(86,496)

(4.24)
(0.05)

(11.39)
(0.02)

Loss attributable to:


Owners of the parent
Non-controlling interest

Total comprehensive expense attributable to:


Owners of the parent
Non-controlling interest

Loss per share attributable to owners of the parent:- basic and diluted (sen per share)
- diluted (sen)

26
26

The above consolidated statement of comprehensive income are to be read in conjunction with the
notes to the financial statements set out on pages 52 to 118.

Annual Report 2013

45

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
STATEMENT OF COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2013

Note

Revenue

22

01.04.12
to
31.03.13
RM'000

01.01.11
to
31.03.12
RM'000

4,456

10,666

Gross profit

4,456

10,666

Add: Other income

652
5,108

3,618
14,284
(87,280)
(480)
(5,671)
(79,147)

Less: Cost of sales

Less: Administrative expenses


Less: Other operating expenses
Less: Finance costs

23

(32,189)
(144)
(1,754)

Loss before taxation

24

(28,979)

Taxation

25

(253)

Total comprehensive expense for the year


Loss attributable to:
Owners of the parent
Non-controlling interest

(29,232)

(79,147)

(29,232)
(29,232)

(79,147)
(79,147)

The above statement of comprehensive income are to be read in conjunction with the notes to the
financial statements set out on pages 52 to 118.

Annual Report 2013

46

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
STATEMENTS OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2013
Attributable to owners of the parent
Non-distributable

Group

Note

Balance at 01.01.11
Total comprehensive expense
for the period
Balance at 31.03.12
Private placement
Total comprehensive expense
for the year
Balance at 31.03.13

Unappropriated profits retained by:Company


Subsidiary companies

Annual Report 2013

27

SHARE
CAPITAL
RM'000

SHARE
PREMIUM
RM'000

TREASURY
SHARES
RM'000

75,790

44,397

(482)

75,790

44,397

7,500

482

83,290

44,397

(482)

31.03.13
RM
(138,628)
(34,394)
(173,022)

Distributable
ACCUMULATED
LOSSES
RM'000
(53,106)

NON
CONTROLLING
INTEREST
RM
-

TOTAL
EQUITY
RM'000
66,599

(85,649)

(847)

(86,496)

(138,755)

(847)

(19,897)

7,500

(34,267)

154

(33,631)

(173,022)

(693)

(46,028)

31.03.12
RM
(109,396)
(29,359)
(138,755)

47

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
STATEMENTS OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2013

Company

Note

Balance at 01.01.11

SHARE
CAPITAL
RM'000

Non-distributable
SHARE PREMIUM
RM'000

Non-distributable
TREASURY SHARES
RM'000

TOTAL
EQUITY
RM'000

(30,249)

89,456

(79,147)

(79,147)

(109,396)

10,309

75,790

44,397

75,790

44,397

7,500

7,500

Disposal during the year

482

482

Total comprehensive expense


for the year

(29,232)

(29,232)

83,290

44,397

(138,628)

(10,941)

Total comprehensive expense


for the period
Balance at 31.03.12
Private placement

Balance at 31.03.13

27

(482)

Distributable
ACCUMULATED
LOSSES
RM'000

(482)

The above statements of changes in equity are to be read in conjunction with the notes to the financial statements set out on pages 52 to 118.

Annual Report 2013

48

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
STATEMENTS OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2013
Group
31.03.13
RM'000
CASH FLOWS FROM
OPERATING ACTIVITIES
Loss before taxation
Adjustments for:Allowance for specific doubtful
debts
Allowance for specific doubtful
debts - no longer required
Amortisation of intangible assets
Bad debts written off
Deposit written off
Depreciation of property, plant
and equipment
Foreign currency exchange
(gain)/loss - unrealised
Inventories written off
Impairment loss on
- subsidiary companies
- associate companies
- goodwill
- other investments
- software development
expenditure
Intangible assets written off
Gain on disposal of property,
plant and equipment
Gain on disposal of treasury shares
Property, plant and equipment
written off
Share of loss/(profit) of associate
companies
Interest expense
Interest income
Operating loss before working
capital changes carried forward

Annual Report 2013

Company
31.03.13
31.03.12
RM'000
RM'000

31.03.12
RM'000

(36,386)

(85,421)

4,757

7,112

447

(754)
1,540
1,719
50

2,829
-

2,975

4,919

573

708

(62)
1,311

81
31

(28,979)

(79,147)

776
258

48,736
-

19,791
2,390
258

72,942
-

6,333
-

2,739
163

(278)
4,300

(206)
5

(278)

58

1,543
4,209
(405)

(40)
5,102
(806)

1,754
(374)

5,671
(3,618)

(8,114)

(14,756)

(4,360)

(3,444)

49

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
STATEMENTS OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2013 (CONT'D)
Group
Note

Operating loss before working


changes brought forward
Decrease in inventories
Decrease/(Increase) in receivables
(Decrease)/increase in payables
Decrease in amount due to
associate companies
Decrease in amount due to
subsidiary companies
Cash generated (absorbed by)/from
operations
Interest paid
Net tax refund/(paid)
Net cash (used in)/from operating
activities
CASH FLOWS FROM INVESTING
ACTIVITIES
Interest received
Withdrawal/(placement) of
fixed deposits pledged as security
Proceeds from disposal of
treasury shares
Proceeds from disposal of
other investments
Proceeds from disposal of property,
plant and equipment
Purchase of intangible assets
28
Purchase of property, plant and
equipment
29
Net cash from/(used) in investing
activities

Annual Report 2013

31.03.13
RM'000

(8,114)
434
9,964
(7,968)

31.03.12
RM'000

(4,360)
(302)
404

(3,444)
4,239
1,145

(63)

(484)

(26,446)

(7,838)

(6,176)
(4,209)
82

7,221
(5,102)
(644)

(30,767)
(1,754)
(2)

(6,382)
(5,671)
(8)

(10,303)

1,475

(32,523)

(12,061)

(492)

405
24,158
760
(513)
24,810

(14,756)
145
20,893
939

Company
31.03.13
31.03.12
RM'000
RM'000

806
(3,207)
62
209
(4,265)
(4,439)
(10,834)

374
24,158

3,618
(3,207)

760

(7)

25,285

(335)
76

50

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
STATEMENTS OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2013 (CONT'D)
Group
Note

CASH FLOWS FROM


FINANCING ACTIVITIES
Net proceeds from Islamic
facilities
Net repayment of bankers'
acceptance
Proceeds from issuance of shares
Repayment of hire purchase
creditors
Net cash (used in)/from financing
activities

CASH AND CASH


EQUIVALENTS
BROUGHT FORWARD

13

31.03.12
RM'000

(408)

(2,235)

(30,684)
7,500

(9,078)
-

7,500

NET INCREASE/(DECREASE)
IN CASH AND CASH
EQUIVALENTS

CASH AND CASH


EQUIVALENTS
CARRIED FORWARD

31.03.13
RM'000

Company
31.03.13
31.03.12
RM'000
RM'000

(48)

(48)

(23,592)

(11,361)

7,500

(48)

(9,085)

(20,720)

262

(12,033)

(23,973)

(3,253)

(21,721)

(9,688)

(33,058)

(23,973)

(21,459)

(21,721)

The above statements cash flows are to be read in conjunction with the notes to the financial
statements set out on pages 52 to 118.

Annual Report 2013

51

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

PATIMAS COMPUTERS BERHAD


(Incorporated in Malaysia)
NOTES TO THE FINANCIAL STATEMENTS - 31 MARCH 2013

1. GENERAL INFORMATION
The Company is a public limited liability company, incorporated and domiciled in Malaysia
and listed on the Main Market of Bursa Malaysia Securities Berhad. The principal activities of
the Company are investment holding, provision of management services and provision of
computer equipment rental.
The principal activities of the subsidiary and associate companies are described in Note 7 and
Note 21 of the Notes to the Financial Statements respectively.
The address of the registered office of the Company is Ground Floor, 8, Lorong Universiti B,
Section 16, 46350 Petaling Jaya, Selangor Darul Ehsan.
The principal places of business of the Company is Patimas Technology Centre, Technology
Park Malaysia, Bukit Jalil, 57000 Kuala Lumpur and Lot 4.1, 4th Floor, Menara Lien Hoe, No.
8, Persiaran Tropicana, Tropicana Golf & Country Resort, 47410 Petaling Jaya, Selangor Darul
Ehsan.
The financial statements were authorised for issue by the Board of Directors in accordance with
a resolution of the Directors dated 29 July 2013.
Pursuant to the Listing Requirement ("LR") of Bursa Malaysia Securities Berhad ("Bursa"), the
Company is designated as an Affected Listed Issuer pursuant to Paragraph 2.1 (d) of the
Amended Practice Note 17/2005 and Paragraph 8.04 of the Listing Requirements of Bursa
Malaysia Securities Berhad ("Listing Requirements") on 1 November 2012 as the previous
auditors have expressed a disclaimer opinion in the Company's audited financial statements for
the financial period ended 31 March 2012.
As a PN17 company, the Company is required to comply with the following conditions:a) submit a regularisation plan to the Securities Commission ("SC") and other relevant
authorities for approval (collectively referred to as the "Approving Authority") within
twelve (12) months from the date of the first announcement;
b) implement the regularisation plan within the timeframe stipulated by the relevant
Approving Authority;
c) announce the status of its plan to regularise its condition on a monthly basis until further
notice from Bursa;

Annual Report 2013

52

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

1. GENERAL INFORMATION (CONT'D)


As a PN17 company, the Company is required to comply with the following conditions
(cont'd):d) announce its compliance or non-compliance with a particular obligation imposed pursuant
to the PN17 on an immediate basis; and
e) announce details of the regularisation plan, which shall include the timeline for the
complete implementation of the regularisation plan. This requisite announcement must be
made by a merchant banker or a participating organisation that may act as a principal
adviser under the Securities Commission's policies and guidelines on issue/offer of
securities.
The Group and the Company are in the process of formulating the regularisation plan to
regularise their financial condition.
In the event that the Company fails to comply with the obligation to regularise its condition, all
of its listed securities shall be suspended and delisted, immediately upon notification of
suspension and de-listing by Bursa.

2. SIGNIFICANT ACCOUNTING POLICIES


The accounting policies have been applied consistently to the periods presented in these
financial statements and in preparing the opening MFRS statements of financial position of the
Group and the Company at 1 January 2011 (the transition date to MFRS framework).
a) Basis of preparation
The financial statements of the Group and the Company have been prepared in accordance
with Malaysian Financial Reporting Standards ("MFRSs"), International Financial
Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. In the
previous period/years, the financial statements of the Group and the Company were
prepared in accordance with Financial Reporting Standards ("FRSs") in Malaysia.
These are the first financial statements of the Group and the Company prepared in
accordance with MFRSs. MFRS 1 First-time Adoption of Malaysian Financial Reporting
Standards has been applied. There are no adjustments arising from the transition to MFRSs.
The financial statements of the Group and the Company have been prepared under the
historical cost convention except as otherwise stated in the financial statements and on the
basis of accounting principles applicable to a going concern. Certain financial instruments
are carried at fair value in accordance with MFRS 139 Financial Instruments: Recognition
and Measurement.

Annual Report 2013

53

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


a) Basis of preparation (cont'd)
The Company was designated as an Affected Listed Issuer pursuant to Paragraph 2.1 (a)
and Paragraph 2.1 (d) of the Amended Practice Note 17/2005 and Paragraph 8.04(2) of the
Listing Requirements of Bursa Malaysia Securities Berhad ("Listing Requirement") as the
consolidated shareholders' deficit was RM 19.90 million as at 31 March 2012 which is
below 25% of the issued and paid up share capital of RM 75.790 million and the previous
auditors have expressed a disclaimer opinion in the Company's audited financial statements
for the financial period ended 31 March 2012. Consequently, the Group and the Company
are required to undertake a plan to regularise their financial positions and to submit the
regularisation plan to relevant authorities for approval within twelve (12) months from 1
November 2012. The Company is in the process of formulating a comprehensive plan to
regularise their financial condition.
The Group and the Company incurred a net loss of RM 34,267,000 and RM 29,232,000
respectively for the financial year ended 31 March 2013, and as of 31 March 2013, the
Group and the Company had capital deficiencies of RM 45,335,000 and RM 10,941,000
respectively whilst the current liabilities exceeded the current assets by RM 51,996,000 and
RM 13,306,000 respectively.
On 28 November 2012, the Company made an announcement pursuant to Practice Note 1
of the Listing Requirements of Bursa Malaysia Securities Berhad for Main Market that
Patimas-HPD Systems Sdn. Bhd. ("PHPD"), its wholly owned subsidiary had received a
legal letter of demand from Malaysia Debt Venture Berhad ("MDV") for the outstanding
balance of RM 4,340,988 in connection with the credit facilities granted for a project
financing facility totalling RM 14 million. The Company also received a similar legal letter
of demand as a guarantor in respect of the said facility. Both the Company and PHPD are
currently in communication with MDV and exploring various options to regularise the
default. No Solvency Declaration by the Board of Directors is being submitted to BURSA
within 3 market days from the date of announcement.
These conditions indicate the existence of material uncertainties, which may cast
significant doubt on the ability of the Group and of the Company to continue as going
concerns and therefore, the Group and the Company may be unable to realise their assets
and discharge their liabilities in the normal course of business.
However, the financial statements of the Group and of the Company, have been drawn up
on the basis of accounting principles applicable to going concerns. Accordingly, the
financial statements do not include any adjustments relating to the recoverability and
classification of recorded assets amounts, or the amounts and classification of liabilities or
provision for further liabilities that may arise, if the Group and the Company are unable to
continue as going concerns. The assumption is premised on future events of which the
outcome is inherently uncertain.

Annual Report 2013

54

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


a) Basis of preparation (cont'd)
The preparation of financial statements in conformity with MFRSs requires the Directors to
make estimates and assumptions that affect the reported amounts of assets, liabilities,
revenue and expenses and disclosure of contingent assets and liabilities. In addition, the
Directors are also required to exercise their judgement in the process of applying
accounting policies. The areas involving such judgements, estimates and assumptions are
disclosed in Note 3 of the Notes to the Financial Statements. Although these estimates and
assumptions are based on the Directors' best knowledge of events and actions, actual results
could differ from those estimates.
The financial statements are presented in Ringgit Malaysia (RM) and all values are rounded
to the nearest thousand ('000), unless otherwise indicated.
b) Standards issued but not yet effective
As at the date of authorisation of these financial statements, the following standards,
Amendments and Issues Committee ("IC") Interpretations have been issued by the
Malaysian Accounting Standards Board ("MASB") but are not yet effective and have not
been adopted by the Group and the Company.
Effective for financial periods beginning on or after 1 July 2012
Amendments to MFRS 101
Presentation of Items of Other Comprehensive Income
Effective for financial periods beginning on or after 1 January 2013
MFRS 3
Business Combinations
MFRS 10
Consolidated Financial Statements
MFRS 11
Joint Arrangements
MFRS 12
Disclosure of Interests in Other Entities
MFRS 13
Fair Value Measurement
MFRS 119
Employee Benefits (revised)
MFRS 127
Consolidated and Separate Financial Statements (revised)
MFRS 128
Investments in Associates and Joint Ventures (revised)
Amendments to MFRS 1
First-time Adoption of MFRS - Government Loans
Amendments to MFRS 7
Financial Instruments : Disclosure - Offsetting Financial
Asset and Financial Liabilities
Amendments to MFRS 10
Consolidated Financial Statements: Transition Guidance
Amendments to MFRS 11
Joint Arrangements: Transition Guidance
Amendments to MFRS 12
Disclosure of Interests in Other Entities: Transition
Guidance
Annual Improvements to IC Interpretations and MFRSs 2009 - 2011 Cycle

Annual Report 2013

55

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


b) Standards issued but not yet effective (cont'd)
Effective for financial periods beginning on or after 1 January 2014
MFRS 10
Consolidated Financial Statements
MFRS 12
Investment Entities
Amendments to MFRS 127
Consolidated and Separate Financial Statements (revised)
Amendments to MFRS 132
Financial Instruments: Presentation - Offsetting Financial
Assets and Financial Liabilities
Effective for financial periods beginning on or after 1 January 2015
Amendments to MFRS 9
Mandatory Effective Date of MFRS 9 and Transition
Disclosures
The Group and the Company will adopt the above pronouncements when they become
effective in the respective financial periods. These pronouncements are not expected to
have any effect to the financial statements of the Group and of the Company upon their
initial application, except as described below:
MFRS 9 Financial Instruments
MFRS 9, as issued, reflects the first phase of the International Accounting Standards
Board's (IASB's) work on the replacement of MFRS 139 Financial Instruments:
Recognition and Measurement and applies to classification and measurement of
financial instruments as defined in MFRS 139 Financial Instruments: Recognition and
Measurement ("MFRS 139") and replaces the guidance in MFRS 139.
In subsequent phases, the IASB will address hedge accounting and impairment of
financial assets.
The Group and the Company will quantify the effect of adopting this MFRS when the
full standard is issued.
c) Subsidiary companies
Subsidiary companies are entities over which the Group has the power to govern the
financial and operating policies so as to obtain benefits from their activities.
In the Company's separate financial statements, investments in subsidiary companies are
accounted for at cost less accumulated impairment losses. On disposal of such investments,
the difference between the net disposal proceeds and their carrying amounts is included in
profit or loss.

Annual Report 2013

56

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


d) Associate companies
Associate companies are entities, not being subsidiary companies or joint venture, in which
the Group has significant influence. Associate companies are equity accounted for from the
date the Group obtains significant influence until the date the Group ceases to have
significant influence over the associate companies.
The Group's investments in associate companies are accounted for using the equity method.
Under the equity method, the investment in associate companies is measured in the
Statement of Financial Position at cost plus post-acquisition changes in the Group's share of
net assets of the associate companies. Goodwill relating to associate companies is included
in the carrying amount of the investment. Any excess of the Group's share of the net fair
value of the associate companies' identifiable assets, liabilities and contingent liabilities
over the cost of the investment is excluded from the carrying amount of the investment and
is instead included as income in the determination of the Group's share of the associate
companies' profit or loss for the period in which the investment is acquired.
When the Group's share of losses in an associate company equals or exceeds its interest in
the associate company, the Group does not recognise further losses, unless it has incurred
obligations or made payments on behalf of the associate company.
After application of the equity method, the Group determines whether it is necessary to
recognise an additional impairment loss on the Group's investment in its associate
companies. The Group determines at each financial year/period end whether there is any
objective evidence that the investment in the associate companies are impaired. If this is the
case, the Group calculates the amount of impairment as the difference between the
recoverable amount of the associate companies and its carrying value and recognises the
amount in Statement of Comprehensive Income.
The financial statements of the associate companies are prepared as of the same financial
year/period ended as the Company. Where necessary, adjustments are made to bring the
accounting policies in line with those of the Group.
In the Company's separate financial statements, investments in associate companies are
stated at cost less any accumulated impairment losses. On disposal of such investments, the
difference between net disposal proceeds and their carrying amounts is included in
Statement of Comprehensive Income.

Annual Report 2013

57

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


e) Basis of consolidation
The consolidated financial statements comprise the financial statements of the Company
and all its subsidiaries as at the financial year/period end. The financial statements of the
subsidiary companies used in the preparation of the consolidated financial statements are
prepared for the same financial year as the Company. Consistent accounting policies are
applied to like transactions and events in similar circumstances.
All intra-group balances, income and expenses and unrealised gains and losses resulting
from intra-group transactions are eliminated in full.
Acquisition of subsidiary companies are accounted for using the purchase method except
for business combinations arising from common control transfers. Business combinations
involving entities under common control are accounted for by applying the pooling of
interest method. The assets and liabilities of the combining entities are reflected at their
carrying amounts reported in the consolidated financial statements of the controlling
holding company. Any difference between the consideration paid and the share capital of
the "acquired" entity is reflected within equity as merger reserve or merger deficit. Merger
deficit is adjusted against suitable reserves of the entity acquired to the extent that laws or
statutes do not prohibit the use of such reserves.
The Statements of Comprehensive Income reflects the results of the combining entities for
the full year/period, irrespective of when the combination takes place. Comparatives are
presented as if the entities have always been combined since the date the entities had come
under common control.
Under the purchase method of accounting, identifiable assets acquired and liabilities and
contingent liabilities assumed in a business combination are measured initially at their fair
values at the date of acquisition. Adjustments to those fair values relating to previously held
interests are treated as a revaluation and recognised in other comprehensive income. The
cost of a business combination is measured as the aggregate of the fair values, at the date of
exchange, of the assets given, liabilities incurred or assumed, and equity instruments issued,
plus any costs directly attributable to the business combination.
Any excess of the cost of business combination over the Group's share in the net fair value
of the acquired subsidiary company's identifiable assets, liabilities and contingent liabilities
is recorded as goodwill on the Statement of Financial Position. The accounting policy for
goodwill is set out in Note 2 (h)(i) of the Notes to the Financial Statements. Any excess of
the Group's share in the net fair value of the acquired subsidiary company's identifiable
assets, liabilities and contingent liabilities over the cost of business combination is
recognised as income in profit or loss on the date of acquisition. When the Group acquires a
business, embedded derivatives separated from the host contract by the acquiree are
reassessed on acquisition unless the business combination results in a change in the terms
of the contract that significantly modifies the cash flows that would otherwise be required
under the contract.

Annual Report 2013

58

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


f) Transactions with non-controlling interest
Non-controlling interest represent the portion of profit or loss and net assets in subsidiary
companies not held by the Group and are presented separately in profit or loss of the Group
and within equity in the consolidated Statements of Financial Position, separately from
parent shareholders' equity. Transactions with non-controlling interests are accounted for
using the entity concept method, whereby, transactions with non-controlling interests are
accounted for as transactions with owners. On acquisition of non-controlling interests, the
difference between the consideration and book value of the share of the net assets acquired
is recognised directly in equity. Gain or loss on disposal to non-controlling interests is
recognised directly in equity.
g) Property, plant and equipment
All items of property, plant and equipment are initially recorded at cost. The cost of an item
of property, plant and equipment is recognised as an asset if, and only if, it is probable that
future economic benefits associated with the item will flow to the Group and the Company
and the cost of the item can be measured reliably.
Subsequent to recognition, costs are included in the asset's carrying amount or recognised
as a separate asset, as appropriate, only when it is probable that future economic benefits
associated with the item will flow to the Group and the Company and the cost of the item
can be measured reliably. The carrying amount of the replaced part is derecognised. All
other repairs and maintenance are recognised in profit or loss as incurred.
Subsequent to recognition, property, plant and equipment are measured at cost less
accumulated depreciation and accumulated impairment losses.
The principal annual rates of depreciation used are as follows:Data centre and related equipment
Motor vehicles
Computer equipment
Office equipment, furniture and fittings
Renovations

10%
20%
10% - 33.33%
10% - 25%
20% - 25%

The carrying values of property, plant and equipment are reviewed for impairment when
events or changes in circumstances indicate that the carrying value may not be recoverable.
The residual values, useful lives and depreciation methods are reviewed at each financial
year/period end, and adjusted prospectively, if appropriate.

Annual Report 2013

59

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


g) Property, plant and equipment (cont'd)
An item of property, plant and equipment is derecognised upon disposal or when no future
economic benefits are expected from its use or disposal. Any gain or loss on derecognition
of the asset is included in the profit or loss in the year the asset is derecognised.
h) Intangible assets
i)

Goodwill
Goodwill is initially measured at cost. Following initial recognition, goodwill is
measured at cost less any accumulated impairment losses.
For the purpose of impairment testing, goodwill acquired is allocated, from the
acquisition date, to each of the Group and the Company's cash-generating units
("CGUs") that are expected to benefit from the synergies of the combination.
The cash-generating unit which goodwill has been allocated is tested for impairment
annually and whenever there is an indication that the cash-generating unit may be
impaired, by comparing the carrying amount of the cash-generating unit, including the
allocated goodwill, with the recoverable amount of the cash-generating unit. Where the
recoverable amount of the cash-generating unit is less than the carrying amount, an
impairment loss is recognised in the Statement of Comprehensive Income. Impairment
losses recognised for goodwill are not reversed in subsequent periods.
Where goodwill forms part of a CGU and part of the operation within that CGU is
disposed of, the goodwill associated with the operation disposed is included in the
carrying amount of the operation when determining the gain or loss on disposal of the
operation. Goodwill disposed of in this circumstance is measured based on the relative
fair values of the operations disposed of and the portion of the CGU retained.

ii) Other intangible assets


Intangible assets acquired separately are measured on initial recognition at cost. The
cost of intangible assets acquired in a business combination is their fair values as at the
date of acquisition. Following initial recognition, intangible assets are carried at cost
less any accumulated amortisation and any accumulated impairment losses. The useful
lives of intangible assets are assessed to be either finite or indefinite. Intangible assets
with finite lives are amortised on a straight-line basis over the estimated economic
useful lives and assessed for impairment whenever there is an indication that the
intangible assets may be impaired. The amortisation period and the amortisation
method for an intangible asset with a finite useful life are reviewed at least at each
financial year/period end.

Annual Report 2013

60

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


h) Intangible assets (cont'd)
ii) Other intangible assets (cont'd)
Intangible assets with indefinite useful lives are not amortised but tested for impairment
annually or more frequently if the events or changes in circumstances indicate the
carrying value may be impaired either individually or at the cash-generating unit level.
The useful life of an intangible asset with an indefinite life is also reviewed annually to
determine whether the useful life assessment continues to be supportable.
Gains or losses arising from derecognition of an intangible asset are measured as the
difference between the net disposal proceeds and the carrying amount of the asset and
are recognised in the profit or loss in the year/period the asset is derecognised.
a)

Software development costs


Research costs are expensed as incurred. Software development costs arising from
development expenditures on an individual project are recognised when the Group
can demonstrate the technical feasibility of completing the intangible asset so that
it will be available for use or sale, its intention to complete and its ability to use or
sell the asset, how the asset will generate future economic benefits, the availability
of resources to compete and the ability to measure reliably the expenditures during
development. Software development costs have a finite useful life and are
amortised over the period of expected sales from the related products not
exceeding 5 years. Impairment is assessed whenever there is an indication and the
amortisation period and method are also reviewed at least at each financial
year/period.

b) License
Telecommunication license was acquired separately and is amortised on a straight
line basis over its finite useful life of 10 years.
i) Impairment of non-financial assets
The Group and the Company assess at each financial year/period end whether there is an
indication that an asset may be impaired. If any such indication exists, or when an annual
impairment assessment for an asset is required, the Group makes an estimate of the asset's
recoverable amount.

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REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


i) Impairment of non-financial assets (cont'd)
For goodwill, intangible assets and property, plant and equipment that are not yet available
for use, the recoverable amount is estimated at each financial year end or more frequently
when indicators of impairment are identified.
An asset's recoverable amount is the higher of an asset's fair value less costs to sell and its
value-in-use. For the purpose of assessing impairment, assets are grouped at the lowest
levels for which there are separately identifiable cash flows (i.e. CGUs). In assessing valuein-use, the estimated future cash flows expected to be generated by the asset are discounted
to their present value using a pre-tax discount rate that reflects current market assessments
of the time value of money and the risks specific to the asset. Where the carrying amount of
an asset exceeds its recoverable amount, the asset is written down to its recoverable
amount. Impairment losses recognised in respect of a CGU or groups of CGUs are allocated
first to reduce the carrying amount of any goodwill allocated to those units or groups of
units and then, to reduce the carrying amount of the other assets in the unit or groups of
units on a pro-rate basis.
Impairment losses are recognised in profit or loss except for assets that are previously
revalued where the revaluation was taken to other comprehensive income. In this case, the
impairment is also recognised in other comprehensive income up to the amount of any
previous revaluation.
An assessment is made at each financial year/period end as to whether there is any
indication that previously recognised impairment losses may no longer exist or may have
decreased. A previously recognised impairment loss for an asset other than goodwill is
reversed only if there has been a change in the estimates used to determine the asset's
recoverable amount since the last impairment loss was recognised. If that is the case, the
carrying amount of the asset is increased to its revised recoverable amount. That increase
cannot exceed the carrying amount that would have been determined (net of amortisation or
depreciation) had no impairment loss been recognised previously. Such reversal is
recognised in profit or loss unless the asset is measured at revalued amount, in which case
the reversal is treated at a revaluation increase. Impairment loss on goodwill is not reversed
in a subsequent period.
j) Financial assets
Financial assets are recognised in the statements of financial position when, and only when,
the Group and the Company become a party to the contractual provisions of the financial
instrument.

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2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


j) Financial assets (cont'd)
When financial assets are recognised initially, they are measured at fair value, plus, in the
case of financial assets not at fair value through profit or loss, directly attributable
transaction costs. The Group and the Company determine the classification of their
financial assets at initial recognition, and the categories include loans and receivables and
available-for-sale financial assets.
Loans and Receivables
Financial assets with fixed or determinable payments that are not quoted in an active
market are classified as loans and receivables.
Subsequent to initial recognition, loans and receivables are measured at amortised cost
using the effective interest method. Gains and losses are recognised in profit or loss
when the loans and receivables are derecognised or impaired, and through the
amortisation process.
Loans and receivables are classified as current assets, except for those having maturity
dates later than 12 months after the end of the financial year/period which are classified
as non-current.
Available-for-sale financial assets
Available-for-sale financial assets are financial assets that are designated as available
for sale or are not classified as loans and receivables.
After initial recognition, available-for-sale financial assets are measured at fair value.
Any gains or losses from changes in fair value of the financial assets are recognised in
other comprehensive income, except that impairment losses, foreign exchange gains
and losses on monetary instruments and interest calculated using the effective interest
method are recognised in profit or loss. The cumulative gains or loss previously
recognised in other comprehensive income is reclassified from equity to profit or loss
as a reclassification adjustment when the financial asset is derecognised. Interest
income calculated using the effective interest method is recognised in profit or loss.
Dividends on an available-for-sale equity instrument are recognised in profit or loss
when the Group's and the Company's right to receive payment is established.
Investments in equity instruments whose fair value cannot be reliably measured are
measured at cost less any accumulated impairment losses.

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REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


j) Financial assets (cont'd)
Available-for-sale financial assets (cont'd)
Available-for-sale financial assets are classified as non-current assets unless they are
expected to be realised within 12 months after the financial year/period.
A financial asset is derecognised when the contractual right to receive cash flows from the
asset has expired. On derecognition of a financial asset in its entirety, the difference
between the carrying amount and the sum of the consideration received and any cumulative
gain or loss that had been recognised in other comprehensive income is recognised in
statements of comprehensive income.
k) Impairment of financial assets
The Group and the Company assess at each financial year/period end whether there is any
objective evidence that a financial asset is impaired.
i)

Trade and other receivables and other financial assets carried at amortised cost
To determine whether there is objective evidence that an impairment loss on financial
assets has been incurred, the Group and the Company consider factors such as the
probability of insolvency or significant financial difficulties of the debtor and default or
significant delay in payments.
For certain categories of financial assets, such as trade receivables, assets that are
assessed not to be impaired individually are subsequently assessed for impairment on a
collective basis based on similar risk characteristics. Objective evidence of impairment
for a portfolio of receivables could include the Group's and the Company's past
experience of collecting payments, an increase in the number of delayed payments in
the portfolio past the average credit period and observable changes in national or local
economic conditions that correlate with default on receivables.
If any such evidence exists, the amount of impairment loss is measured as the
difference between the asset's carrying amount and the present value of estimated
future cash flows discounted at the financial asset's original effective interest rate. The
impairment loss is recognised in profit or loss.

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REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


k) Impairment of financial assets (cont'd)
i)

Trade and other receivables and other financial assets carried at amortised cost (cont'd)
The carrying amount of the financial asset is reduced by the impairment loss directly
for all financial assets with the exception of trade receivables, where the carrying
amount is reduced through the use of an allowance account. When a trade receivable
becomes uncollectible, it is written off against the allowance account.
If in a subsequent period, the amount of the impairment loss decreases and the decrease
can be related objectively to an event occurring after the impairment was recognised,
the previously recognised impairment loss is reversed to the extent that the carrying
amount of the asset does not exceed its amortised cost at the reversal date. The amount
of reversal is recognised in profit or loss.

ii) Unquoted equity securities carried at cost


If there is objective evidence (such as significant adverse changes in the business
environment where the issuer operates, probability of insolvency or significant
financial difficulties of the issuer) that an impairment loss on financial assets carried at
cost has been incurred, the amount of the loss is measured as the difference between the
asset's carrying amount and the present value of estimated future cash flows discounted
at the current market rate of return for a similar financial asset. Such impairment losses
are not reversed in subsequent periods.
iii) Available-for-sale financial assets
Significant or prolonged decline in fair value below cost, significant financial
difficulties of the issuer or obligor, and the disappearance of an active trading market
are considerations to determine whether there is objective evidence that investment
securities classified as available-for-sale financial assets are impaired.
If an available-for-sale financial asset is impaired, an amount comprising the difference
between its cost (net of any principal payment and amortisation) and its current fair
value, less any impairment loss previously recognised in profit or loss, is transferred
from equity to profit or loss.
Impairment losses on available-for-sale equity investments are not reversed in profit or
loss in the subsequent periods. Increase in fair value, if any, subsequent to impairment
loss is recognised in other comprehensive income. For available-for-sale debts
investments, impairment losses are subsequently reversed in profit or loss if an increase
in fair value of the investment can be objectively related to an event occurring after the
recognition of the impairment loss in profit or loss.

Annual Report 2013

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Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


l) Inventories
Inventories are stated at the lower of cost and net realisable value and are determined on the
weighted average basis. The cost of inventories comprises actual costs of purchase,
incidental costs in bringing the inventories into store and appropriate proportions of
manufacturing overheads.
Net realisable value represents the estimated selling price in the ordinary course of business
less the estimated costs to completion and the estimated costs necessary to make the sale.
m) Cash and cash equivalents
Cash comprises of cash at bank and cash on hand including bank overdraft and deposits.
Cash equivalents comprise of investments maturing within three months from the date of
acquisition and which are readily convertible to known amount of cash which are subject to
an insignificant risk of change in value.
n) Financial liabilities
Financial liabilities are classified according to the substance of the contractual
arrangements entered into and the definitions of a financial liability.
Financial liabilities, within the scope of MFRS 139, are recognised in the Statement of
Financial Position when, and only when, the Group and the Company become a party to the
contractual provisions of the financial instrument. The Group and Company's financial
liabilities are classified as other financial liabilities.
Other financial liabilities
The Group's and the Company's other financial liabilities include trade and other
payables, loans and borrowings.
Trade and other payables are recognised initially at fair value plus directly attributable
transaction costs and subsequently measured at amortised cost using the effective
interest method.
Loans and borrowings are recognised initially at fair value, net of transaction costs
incurred, and subsequently measured at amortised cost using the effective interest
method. Borrowings are classified as current liabilities unless the Group and the
Company has an unconditional right to defer settlement of the liability for at least 12
months after the end of financial year/period.
For other financial liabilities, gains and losses are recognised in profit or loss when the
liabilities are derecognised, and through the amortisation process.

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REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


n) Financial liabilities (cont'd)
A financial liability is derecognised when the obligation under the liability is extinguished.
When an existing financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are substantially modified,
such an exchange or modification is treated as a derecognition of the original liability and
the recognition of a new liability, and the difference in the respective carrying amounts is
recognised in Statement of Comprehensive Income.
o) Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive)
as a result of a past event, it is probable that an outflow of economic resources will be
required to settle the obligation and the amount of the obligation can be estimated reliably.
Provisions are reviewed at each financial year/period and adjusted to reflect the current best
estimate. If it is no longer probable that an outflow of economic resources will be required
to settle the obligation, the provision is reversed. If the effect of the time value of money is
material, provisions are discounted using a current pre-tax rate that reflects, where
appropriate, the risks specific to the liability. When discounting is used, the increase in the
provision due to the passage of time is recognised as a finance cost.
p) Contingencies
A contingent liability or asset is a possible obligation or asset that arises from past events
and whose existence will be confirmed only by the occurrence or non-occurrence of
uncertain future event(s) not wholly within the control of the Group.
Contingent liabilities and assets are not recognised in the Statements of Financial Position
of the Group.
q) Leases
i)

As lessee
Finance leases, which transfer to the Group substantially all the risks and rewards
incidental to ownership of the leased item, are capitalised at the inception of the lease
at the fair value of the leased asset or, if lower, at the present value of the minimum
lease payments. Any initial direct costs are also added to the amount capitalised. Lease
payments are apportioned between the finance charges and reduction of the lease
liability so as to achieve a constant rate of interest on the remaining balance of the
liability. Finance charges are charged to Statement of Comprehensive Income.
Contingent rents, if any, are charged as expenses in the periods in which they are
incurred.

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REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


q) Leases (cont'd)
i) As lessee (cont'd)
Leased assets are depreciated over the estimated useful life of the asset. However, if
there is no reasonable certainty that the Group will obtain ownership by the end of the
lease term, the asset is depreciated over the shorter of the estimated useful life and the
lease term.
Operating lease payments are recognised as an expense in Statement of Comprehensive
Income on a straight-line basis over the lease term. The aggregate benefit of incentives
provided by the lessor is recognised as a reduction of rental expense over the lease term
on a straight-line basis.
ii) As lessor
Leases where the Group retains substantially all the risks and rewards of ownership of
the asset are classified as operating leases. Initial direct costs incurred in negotiating an
operating lease are added to the carrying amount of the leased asset and recognised
over the lease term on the same bases as rental income. The accounting policy for
rental income is set out in Note 2(u)(iii) of Notes to the Financial Statements.
r) 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 equity
instruments.
Ordinary shares are recorded at the proceeds received, net of directly attributable
incremental transaction costs. Ordinary shares are classified as equity. Dividends on
ordinary shares are recognised in equity in the period in which they are declared.
s) Warrant reserves
Amount allocated in relation to the issuance of Warrants are credited to a warrant reserve
which is non-distributable. Warrant reserve is transferred to the share premium or retained
earnings upon the exercise or expiry of warrants respectively.

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Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


t) Treasury shares
When shares of the Company, that have not been cancelled, recognised as equity are
reacquired, the amount of consideration paid is recognised directly in equity. Reacquired
shares are classified as treasury shares and presented as a deduction from total equity. No
gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of
treasury shares. When treasury shares are reissued by resale, the difference between the
sales consideration and the carrying amount is recognised in equity.
u) Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow
to the Group and the Company and the revenue can be reliably measured. Revenue is
measured at the fair value of consideration received or receivable.
i)

Sale of goods
Revenue from sales of goods are recognised upon delivery of significant risk and
rewards of ownership of goods to the customer. Revenue is not recognised to the extent
where there are significant uncertainties regarding recovery of the consideration due,
associated costs or the possible return of goods.

ii) Rendering of services and maintenance


Revenue relating to implementation, installation and maintenance services rendered is
recognised in proportion to the stage of completion of the transaction at the financial
year/period. The stage of completion is assessed by reference to services performed to
date as a percentage of total services to be performed. Where the outcome of the
transaction cannot be estimated reliably, revenue is recognised only to the extent of the
expenses recognised that are recoverable.
iii) Rental income
Rental income is recognised on an accrual basis in accordance with the substance of the
relevant agreement.
iv) Training
Revenue is recognised as and when the services are performed.

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REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


u) Revenue recognition (cont'd)
v) Interest income
Interest income is recognised on an accrual basis using the effective interest method.
vi) Management fees
Management fees are recognised when services are rendered.
vii) Dividend income
Dividend income is recognised when the shareholder's right to receive payment is
established.
v) Foreign currencies
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 ("the functional
currency"). The consolidated financial statements are presented in Ringgit Malaysia
("RM"), which is also the Company's functional currency.
In preparing the financial statements of the individual entities, transactions in foreign
currencies are measured in the respective functional currencies at the exchange rates
approximating those ruling at the transaction dates. At each financial year/period end,
monetary assets and liabilities denominated in foreign currencies are translated at the rates
of exchange ruling at the financial year/period end. Non-monetary items denominated in
foreign currencies that are measured at historical cost are translated using the exchange
rates as at the dates of initial transactions. Non-monetary items denominated in foreign
currencies measured at fair value are translated using the exchange rates at the date when
fair value was determined.
Exchange differences arising on the settlement of monetary items, or on translating
monetary items at the financial year/period end are recognised in profit or loss except for
exchange differences arising on monetary items that form part of the Group's net
investment in foreign operations, which are recognised initially in other comprehensive
income and accumulated under foreign currency translation reserve in equity. The foreign
currency translation reserve is reclassified from equity to profit or loss of the Group on
disposal of the foreign operation.

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2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


v) Foreign currencies (cont'd)
Exchange differences arising on the translation of non-monetary items carried at fair value
are included in profit or loss for the period except for the differences arising on the
translation of non-monetary items in respect of which gains and losses are recognised
directly in equity. Exchange differences arising from such non-monetary items are also
recognised directly in equity.
The results and financial position of a subsidiary company that has a functional currency
different from the presentation currency of the consolidated financial statements are
translated into RM as follows:-

Assets and liabilities for each Statement of Financial Position presented are translated
at the closing rate prevailing at the financial year/period end;

Income and expenses for each Statement of Comprehensive Income or separate income
statement presented are translated at average monthly exchange rates, which
approximates the exchange rates at the dates of the transactions; and

All resulting exchange differences are recognised directly in other comprehensive


income. On disposal of a subsidiary company with foreign currency as its functional
currency, the cumulative amount recognised in other comprehensive income and
accumulated in equity under foreign currency translation reserve relating to that
particular subsidiary company is recognised in profit or loss.

w) Borrowing costs
Borrowing costs are capitalised as part of the cost of a qualifying asset if they are directly
attributable to the acquisition, construction or production of that asset. Capitalisation of
borrowing costs commences when the activities to prepare the asset for its intended use or
sale are in progress and the expenditures and borrowing costs are incurred. Borrowing costs
are capitalised until the assets are substantially completed for their intended use or sale.
Borrowing costs are recognised in profit or loss in the period they are incurred. Borrowing
costs consist of interest and other costs that the Group and the Company incurred in
connection with the borrowing of funds.

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(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


x) Income taxes
i)

Current tax
Current tax assets and liabilities are measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax rates and tax laws used to compute the
amount are those that are enacted or substantively enacted by the financial year/period
end.
Current taxes are recognised in profit or loss except to the extent that the tax relates to
items recognised outside profit or loss, either in other comprehensive income or
directly in equity.

ii) Deferred tax


Deferred tax is provided using the liability method on temporary differences at the
financial year/period end between the tax bases of assets and liabilities and their
carrying amounts for financial reporting purposes.
Deferred tax liabilities are recognised for all taxable temporary differences, except for
the deferred tax liability that arises from the initial recognition of an asset or liability in
a transaction that is not a business combination and, at the time of transaction, affects
neither the accounting profit nor taxable profit or loss.
Deferred tax assets are recognised for all deductible temporary differences, unused tax
losses and carry forward of unused tax credits, to the extent that it is probable that
taxable profit will be available against which the deductible temporary differences,
unused tax losses and carry forward of unused tax credits can be utilised except where
the deferred tax asset arised from the initial recognition of an asset or liability in a
transaction that, at the time of the transaction, affects neither the accounting profit nor
taxable profit or loss.
The carrying amount of deferred tax assets are reviewed at each financial year/period
end and reduced to the extent that it is no longer probable that sufficient taxable profit
will be available to allow all or part of the deferred tax assets to be utilised.
Unrecognised deferred tax assets are reassessed at each financial year/period end and
are recognised to the extent that it has become probable that future taxable profit will
allow the deferred tax assets to be utilised.

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REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


x) Income taxes (cont'd)
ii) Deferred tax (cont'd)
Deferred tax assets and liabilities are measured at the tax rates that are expected to
apply to the year when the asset is realised or the liability is settled, based on tax rates
and tax laws that have been enacted or substantively enacted at the financial
year/period end.
Deferred tax relating to items recognised outside profit or loss is recognised outside
profit or loss. Deferred tax items are recognised in correlation to the underlying
transaction in other comprehensive income or directly in equity and deferred tax arising
from a business combination is adjusted against goodwill on acquisition.
Deferred tax assets and deferred tax 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 taxable entity and the same taxation authority.
y) Employee benefits
i)

Short term employee benefits


Wages, salaries, bonuses and social security contributions are recognised as an expense
in the financial year/period in which the associated services are rendered by employees
of the Company. Short term accumulating compensated absences such as paid annual
leave are recognised when services are rendered by employees that increase their
entitlement to future compensated absences and short term non-accumulating
compensated absences such as sick leave are recognised when the absences occur.

ii) Defined contribution plans


As required by law, companies in Malaysia make contributions to the Employees
Provident Fund. Such contributions are recognised as an expense in the statements of
comprehensive income as incurred.
z) Related parties
Related parties are entities with common directors or shareholders wherein one party has
the ability to control or exercise significant influence over the other parties in financial or
operating policy decision.

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REVISED DRAFT 27.04.12

2. SIGNIFICANT ACCOUNTING POLICIES (CONT'D)


aa) Dividends
Dividends on ordinary shares are accounted for in shareholders' equity as an appropriation
of retained earnings in the financial year/period in which they are declared.

3. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGEMENTS


The preparation of financial statements in accordance with MFRSs requires the use of certain
accounting estimates and exercise of judgment. However, uncertainty about these assumptions
and estimates could result in outcomes that could require a material adjustment to the carrying
amount of the asset or liability affected in the future.
In the process of preparing these financial statements, there were no significant judgements
made in applying the accounting policies of the management which may have significant
effects of the amounts recognised in the financial statements.
The key assumptions concerning the future and other key sources of estimation uncertainty at
the financial year/period end, that have a significant risk of causing a material adjustment to the
carrying amounts of assets and liabilities within the next financial year are discussed below:

a) Depreciation of Property, Plant and Equipment


The estimates for the residual values, useful lives and related depreciation charges for the
property, plant and equipment are based on commercial and production factors which could
change significantly as a result of technical innovations and competitors actions in
response to the market conditions.
The Group and the Company anticipate that the residual values of its plant and equipment
will be insignificant. As a result, residual values are not being taken into consideration for
the computation of the depreciable amount.
Changes in the expected level of usage and technological development could impact the
economic useful lives and the residual values of these assets, therefore future depreciation
charges could be revised.

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REVISED DRAFT 27.04.12

3. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGEMENTS (CONT'D)


b) Impairment of Investments
The management determines whether the carrying amount of its investments has been
impaired at each financial year/period. This involves measuring the recoverable amount
which includes fair value less costs to sell and discounted cash flow analysis.
In the previous financial period, the Company performed the discounted cash flow analysis,
the discount rates and growth rates used reflect, amongst others, the maturity of the
business development cycle as well as the industry growth potential. The discount rates
applied to the respective cash flow projections range between 6.1% and 6.4%, which
approximate the Company's average cost of funds. However, for current financial year, the
investment is fully impaired.
Based on the opinion of the Directors, adequate impairment loss has been recognised in the
Statement of Comprehensive Income and the management's assessments have provided
reasonable assumptions that the carrying amount of investments at the financial year/period
are not impaired.
c) Impairment of Goodwill
The Group determines whether goodwill is impaired at least on an annual basis. This
requires an estimation of the value-in-use of the CGUs to which goodwill is allocated.
Estimating a value-in-use amount requires management to make an estimate of the
expected future cash flows from the CGU and also to choose a suitable discount rate in
order to calculate the present value of those cash flows. The carrying amount of goodwill as
at the financial year/period end is disclosed in Note 6 of the Notes to the Financial
Statements.
d) Allowance for Inventories
Reviews are made periodically by management on damaged, obsolete and slow-moving
inventories. These reviews require judgement and estimates.
Possible changes in these estimates could result in revisions to the valuation of inventories.
e) Impairment on Loans and Receivables
The Group assesses at each financial year/period whether there is any objective evidence
that a financial asset is impaired. To determine whether there is objective evidence of
impairment, the Group considers factors such as the probability of insolvency or significant
financial difficulties of the debtor and default or significant delay in payments.

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REVISED DRAFT 27.04.12

3. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGEMENTS (CONT'D)


e) Impairment on Loans and Receivables (cont'd)
Where there is objective evidence of impairment, the amount and timing of future cash
flows are estimated based on historical loss experience for assets with similar credit risk
characteristics. The carrying amount in trade receivables of the Group which has been
outstanding in excess of 12 months amounted to RM Nil (2012: RM 1,638,134).
Notwithstanding that the debts are long overdue, the management is confident of their
recovery.
f) Impairment of Non-Financial Assets
When the recoverable amount of an asset is determined based on the estimate of the valuein-use of the cash-generating unit to which the asset is allocated, the management is
required to make an estimate of the expected future cash flows from the cash-generating
unit and also to apply a suitable discount rate in order to determine the present value of
those cash flows.
g) Income Taxes
There are certain transactions and computations for which the ultimate tax determination is
uncertain during the ordinary course of business. The Group recognises tax liabilities based
on estimates of whether additional taxes will be due. Where the final outcome of these
matters is different from the amounts that were initially recognised, such difference will
impact the income tax and deferred tax provisions in the period in which such
determination is made.
h) Recognition of Deferred Tax
Deferred tax assets are recognised for all unutilised tax losses and unused capital
allowances to the extent that it is probable that taxable profit will be available to set-off
against which the losses and capital allowances can be utilised. Significant management
judgement is required to determine the amount of deferred tax assets that can be
recognised, based on the likely timing and level of future taxable profits together with
future tax planning strategies.

Annual Report 2013

76

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

4. FINANCIAL RISK MANAGEMENT POLICIES


The Group's and the Companys financial risk management policy seeks to ensure that
adequate financial resources are available for the development of the Group's and the
Companys business whilst managing its risks. The Group and the Company are exposed to
financial risks arising from their operations and the use of financial instruments, principally
market risk, credit risk, interest rate risk, foreign currency risk, liquidity and cash flow risk.
The Board of Directors reviews and agrees policies and procedures for the management of
these risks, which are executed by the Chief Financial Officer. The audit committee provides
independent oversight to the effectiveness of the risk management process.
It is, and has been throughout the current and previous financial year/period, the Group's policy
that no derivatives shall be taken. The Group and the Company do not apply hedge accounting.
The following sections provide details regarding the Group's and the Company's exposure to
the above-mentioned financial risks and the objectives, policies and processes for the
management of these risks.
a) Market risk
The Group has in place policies to manage its competitive risks from its competitors in
providing better and more innovative products and services. The Group regularly takes part
in exhibitions, advertise through the media and make face-to-face customer visits to
promote its products and services.
b) Credit risk
Credit risk is the risk of loss that may arise on outstanding financial instruments should a
counterparty default on its obligations.
The Groups exposure to credit risk or the risk of counterparties defaulting, arises mainly
from receivables. The maximum exposure to credit risk is represented by the total carrying
amount of these financial assets in the Statement of Financial Position reduced by the
effects of any netting arrangements with counter parties.
The Group's objective is to seek continual revenue growth while minimising losses incurred
due to increased credit risk exposure. The Group manages its exposure to credit risk by
investing its cash assets safely and profitably and by the application of credit approvals,
credit limits and monitoring procedures on an ongoing basis, with the result that the
Group's exposure to bad debts is not significant.

Annual Report 2013

77

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

4. FINANCIAL RISK MANAGEMENT POLICIES (CONT'D)


b) Credit risk (cont'd)
Exposure to credit risk
At the end of the financial year/period, the Company's maximum exposure to credit risk is
represented by:
i)

The carrying amount of each class of financial assets recognised in the Statements of
Financial Position.

ii) A nominal amount of RM 18,000,000 (2012: RM 20,000,000) relating to unsecured


corporate guarantees given by the Company to licensed bank and financial institutions
as securities for credit facilities granted to subsidiary companies.
Credit risk concentration profile
The credit risk concentration profile of the Group's and the Company's trade receivables at
the financial year end by geographical region are as follows:Group
31.03.13
31.03.12
RM'000
RM'000
Malaysia
Singapore
-

Group
31.03.13
31.03.12
RM'000
RM'000
2,105
270
2,375

13,234
36
13,270

c) Interest rate risk


Interest rate risk is the risk that the fair value or future cash flows of the Group's and the
Company's financial instruments will fluctuate because of changes in market interest rates.
The Group and the Company is exposed to interest rate risk in respect of its bank overdraft
and borrowings which will fluctuate as a result of changes in market interest rates. The
Group manages its interest rate exposure by maintaining a mix of fixed and floating rate
borrowings.
The maturity dates and the effective interest rates of the instruments at year end are as
follows:90 days
1.68%
1.84%
- Foreign currency trust receipt
90 days

Annual Report 2013

78

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

4. FINANCIAL RISK MANAGEMENT POLICIES (CONT'D)


c) Interest rate risk (cont'd)

Group

31.03.13
Effective
Maturity
interest rates
-

42 days

2.78%

90 days
12 months
-

5.00%
8.70%
8.00%
1.25%

90 days
24 months
120 days
-

5.00%
8.50%
8.00%
7.90%
1.25%

8.70%

8.50%

Fixed deposit
Bank borrowings
- Bank acceptance
- Bank overdraft
- Islamic facilities
- Overdraft invoices
- Revolving credit
Company

31.03.12
Effective
Maturity interest rates

Bank borrowings
- Bank overdraft
Sensitivity analysis for interest rate risk

At the end of the financial year, if average interest rates increase/decrease by 1% with all
other variables held constant, the Group's loss net of tax will be lower/higher by
approximately RM 390,000 (2012: RM 611,000), arising mainly as a result of an increase
in the fair value of the weighted average of Islamic facilities, bankers' acceptance and hire
purchase. The assumed movement in interest rates for interest rate sensitivity analysis is
based on the current observable market environment.
d) Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of a financial
instrument will fluctuate because of changes in foreign exchange rates.
The Group is exposed to foreign exchange risk on sales and purchases that are denominated
in foreign currencies. It manages its foreign exchange exposure by a policy of matching as
far as possible receipts and payments in each individual currency.
Surpluses of convertible currencies are either retained in foreign currency or sold for
Ringgit Malaysia. The Groups foreign currency transactions and balances are substantially
denominated in United States Dollar (USD), Singapore Dollar ("SGD") and Bangladesh
Taka ("BDT"). However, the Group's exposure to foreign exchange risk is not significant.
Foreign exchange risk is monitored closely and managed to an acceptable level.

Annual Report 2013

79

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

4. FINANCIAL RISK MANAGEMENT POLICIES (CONT'D)


d) Foreign currency risk (cont'd)
The Group's and the Company's exposure to foreign currency risk, based on carrying
amounts as at the end of the financial year is as follows:other
Trade and
Net
Denominated in:receivables other payables exposure
RM'000
RM'000
RM'000
Group
31.03.13
USD
SGD
BDT

(53)
(1)
(32)

31.03.12
USD
SGD
BDT

(9)
4
(27)

Sensitivity analysis for foreign currency risk


The following table demonstrates the sensitivity of the Group's and the Company's profit
net of tax to a reasonably possible change in the USD exchange rate against the respective
functional currencies of the Group, with all other variables held constant.
Increase/(decrease) in profit net of tax
Group
Company
31.03.13
31.03.12
31.03.13
31.03.12
RM'000
RM'000
RM'000
RM'000
USD/MYR - strengthened by 5%
- weakened by 5%
SGD/MYR - strengthened by 5%
- weakened by 5%
BDT/MYR - strengthened by 5%
- weakened by 5%

Annual Report 2013

(3)
3
(2)
2

(1)
1

80

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

4. FINANCIAL RISK MANAGEMENT POLICIES (CONT'D)


e) Liquidity and cash flow risk
Liquidity risk is the risk that the Group or the Company will encounter in meeting financial
obligations due to shortage of funds.
The Group actively manages its debt maturity profile, operating cash flows and the
availability of funding so as to ensure that all refinancing, repayment and funding needs are
met. As part of its overall prudent liquidity management, the Group maintains sufficient
levels of cash or cash convertible investments to meet its working capital requirements.
In addition, the Group strives to maintain available banking facilities of a reasonable level
to its overall debt position. As far as possible, the Group raises committed funding from
both the capital markets and financial institutions and prudently balances its portfolio with
some short term fundings so as to achieve overall cost effectiveness.
Analysis of financial instruments by remaining contractual maturities
The table below summarises the maturity profile of the Group's and the Company's
liabilities at the reporting date based on contractual undiscounted repayment obligations.
On demand
or within
one year
RM'000

One to
five years
RM'000

Total
RM'000

Group
31.03.13
Trade and other payables
Loans and borrowings
31.03.12
Trade and other payables
Loans and borrowings

17,415
39,022
56,437

17,415
39,022
56,437

25,385
59,536
84,921

25,385
59,536
84,921

10,051
21,466
31,517

10,051
21,466
31,517

35,070
21,727
56,797

35,070
21,727
56,797

Company
31.03.13
Trade and other payables
Loans and borrowings
31.03.12
Trade and other payables
Loans and borrowings

Annual Report 2013

81

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
5. PROPERTY, PLANT AND EQUIPMENT
COST
Group
31.03.13

Data centre and related


equipment
Motor vehicles
Computer equipment
Office equipment, furniture
and fittings
Renovations

At
01.04.12/
01.01.11
RM'000

Additions
RM'000

Disposals
RM'000

10,329
271
9,733

125
319

(271)
-

5,073
191

36
33

25,597

513

(271)

7,585
1,573
70,397

2,744
783

(1,293)
(7)

11,030
264

912
-

90,849

4,439
(Note 31)

Written
off
RM'000

At
31.03.13/
31.03.12
RM'000

(6,440)
(5,772)

4,014
4,280

(3,667)
(191)

1,442
33

(16,070)

9,769

(9)
(61,440)

10,329
271
9,733

(6,869)
(73)

5,073
191

(1,300)

(68,391)

25,597

31.03.12
Data centre and related
equipment
Motor vehicles
Computer equipment
Office equipment, furniture
and fittings
Renovations

Annual Report 2013

82

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
5. PROPERTY, PLANT AND EQUIPMENT (CONTD)

Group
31.03.13

At cost
Data centre and related
equipment
Motor vehicles
Computer equipment
Office equipment, furniture
and fittings
Renovations

31.03.12
Data centre and related
equipment
Motor vehicles
Computer equipment
Office equipment, furniture
and fittings
Renovations

Annual Report 2013

At
01.04.12/
01.01.11
RM'000

ACCUMULATED DEPRECIATION
Depreciation
charge for the
Written
year/period Disposals
off
RM'000
RM'000
RM'000

3,931
271
6,596

1,363
930

2,615
158

647
35

13,571

2,975

RM

RM

(271)
(271)

RM

At
31.03.13/
31.03.12
RM'000

(3,650)
(4,852)

1,644
2,674

(3,077)
(191)

185
2

(11,770)

4,505

RM

RM

2,081
1,573
66,055

1,850
1,984

(1,293)
(4)

(9)
(61,439)

3,931
271
6,596

8,450
176

1,033
52

(6,868)
(70)

2,615
158

78,335

4,919
(Note 31)

(1,297)

(68,386)

13,571

83

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

5. PROPERTY, PLANT AND EQUIPMENT (CONTD)


NET CARRYING
AMOUNT
At
At
31.03.13
31.03.12
RM'000
RM'000

Group

Data centre and related equipment


Motor vehicles
Computer equipment
Office equipment, furniture and fittings
Renovations

2,370
1,606
1,257
31

6,398
3,137
2,458
33

5,264

12,026

COST
Company
31.03.13

Data centre and related


equipment
Computer equipment
Office equipment, furniture
and fittings
Renovations

At
01.04.12/
01.01.11
RM'000

4,906
209

Written
off
RM'000

Additions
RM'000

At
31.03.13/
31.03.12
RM'000

(49)
(106)

4,857
103

199
190

2
5

(151)
(191)

50
4

5,504

(497)

5,014

4,587
608

319
13

(412)

4,906
209

3,949
225

3
-

(3,753)
(35)

199
190

9,369

335

(4,200)

5,504

31.03.12
Data centre and related
equipment
Computer equipment
Office equipment, furniture
and fittings
Renovations

Annual Report 2013

84

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

5. PROPERTY, PLANT AND EQUIPMENT (CONTD)

Company
31.03.13

ACCUMULATED DEPRECIATION
At
Depreciation
At
01.04.12/
charge for
Written
31.03.13/
01.01.11
the year/period
off
31.03.12
RM'000
RM'000
RM'000
RM'000

Data centre and related


equipment
Computer equipment
Office equipment, furniture
and fittings
Renovations

2,079
139

491
33

(35)
(97)

2,535
75

140
157

16
33

(117)
(190)

2,515

573

(439)

2,649

1,506
499

573
52

(412)

2,079
139

3,858
144

35
48

(3,753)
(35)

140
157

6,007

708

(4,200)

2,515

39

31.03.12
Data centre and related
equipment
Computer equipment
Office equipment, furniture
and fittings
Renovations

Company

Data centre and related equipment


Computer equipment
Office equipment, furniture and fittings
Renovations

Annual Report 2013

NET CARRYING
AMOUNT
At
At
31.03.13
31.03.12
RM'000
RM'000
2,322
28
11
4

2,827
70
59
33

2,365

2,989

85

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

6. INTANGIBLE ASSETS
COST
Group
31.03.13

Goodwill
License
Software development
expenditure

At
01.04.12/
01.01.11
RM'000

At
31.03.13/
31.03.12
RM'000

Additions
RM'000

Disposal
RM'000

Written
off
RM'000

52,133
750

52,133
750

14,715

(1,250)

13,465

67,598

(1,250)

66,348

52,133
750

52,133
750

28,093

4,265

(17,643)

14,715

80,976

4,265

(17,643)

67,598

31.03.12
Goodwill
License
Software development
expenditure

31.03.13

Goodwill
License
Software development
expenditure

At
01.04.12/
01.01.11
RM'000

ACCUMULATED AMORTISATION AND


IMPAIRMENT
Amortisation
Impairment
At
for the year/
loss for the
Written
31.03.13/
period
year/period
off
31.03.12
RM'000
RM'000
RM'000
RM'000

52,133
750

52,133
750

6,842

1,540

6,333

(1,250)

13,465

59,725

1,540

6,333

(1,250)

66,348

3,397
750

48,736
-

52,133
750

18,754

2,829

2,739

(17,480)

6,842

22,901

2,829

51,475

(17,480)

59,725

31.03.12
Goodwill
License
Software development
expenditure

Annual Report 2013

86

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

6. INTANGIBLE ASSETS (CONT'D)


NET CARRYING
AMOUNT
At
At
31.03.13
31.03.12
RM'000
RM'000
Goodwill
License
Software development expenditure

7,873

7,873

a) Impairment tests of goodwill


Goodwill is stated at cost and reviewed for impairment annually.
Goodwill arising from business combinations has been allocated to cash-generating units
("CGU") for impairment testing.
The recoverable amount of a CGU is determined based on value-in-use calculations using
cash flow projections from financial budgets approved by management covering a five-year
period. The pre-tax discount rate applied to the cash flow projections and the forecasted
growth rates used to extrapolate cash flows beyond the five-year period are as follows:Group
31.03.13
31.03.12
%
%
Growth rates
Pre-tax discount rates

3.6
6.1

In the previous financial period, the calculations of value in use for CGU are most sensitive
to the following assumptions:Budgeted gross margin
Gross margins are based on average values achieved in the year immediately before the
budgeted year, adjusted for market and economic conditions and internal recourse
efficiency.
Growth rates
The forecasted growth rates are based financial budgets approved by the Directors covering
a five-year period based on past performance and their expectations of market
developments.

Annual Report 2013

87

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

6. INTANGIBLE ASSETS (CONT'D)


a) Impairment tests of goodwill (cont'd)
Pre-tax discount rates
Discount rates reflect the current market assessment of the risk specific to each CGU. This
is the benchmark used by management to assess operating performance and evaluate future
investment proposals. In determining appropriate discount rates for each CGU, regard has
been given to the interest rate of bank borrowings at the beginning of the budgeted year.
Market share assumptions
These assumptions are important because, as well as using industry data for growth rates
(as noted above), management assesses how the CGU's position relative to its competitors,
might change over the budget period. Management expects the Group's share of the market
to be stable over the budget period.
As the Company has reversed sales of RM 89.78 millions in the previous financial period,
significant uncertainty has rendered on the future revenue projection. Hence, the entire
goodwill is impaired in the previous financial period.

7. INVESTMENT IN ASSOCIATE COMPANIES


Group
31.03.13
31.03.12
RM'000
RM'000
Unquoted shares at cost
Share of post-acquisition reserves
Less:- Accumulated impairment
loss

2,880
(2,104)
776
(776)
-

Company
31.03.13
31.03.12
RM'000
RM'000

2,880
(561)
2,319

2,880
2,880

2,880
2,880

2,319

(2,880)
-

(490)
2,390

The principal activities of the associate companies are as follows:-

Name
* Scion Global Sdn.
Bhd.

Annual Report 2013

Country of
incorporation
Malaysia

Effective interest
31.03.13
31.03.12
45%

45%

Principal activities
IT development and
distribution of IT related
software and hardware

88

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

7. INVESTMENT IN ASSOCIATE COMPANIES (CONT'D)


The principal activities of the associate companies are as follows (cont'd):-

Name

Country of
incorporation

Effective interest
31.03.13
31.03.12

Principal activities

* Dynotronic
International Sdn.
Bhd.

Malaysia

40%

40%

IT development and
distribution of IT related
software, hardware and
investment holding

* Sigma AIT Sdn.


Bhd.

Malaysia

49%

49%

Provision of computer
related services inclusive
of sales of computer
related products, IT
outsourcing and system
integration

Not audited by Hasnan THL Wong & Partners.

The summarised financial information of the associate companies, not adjusted for the
proportion of ownership interest held by the Group, is as follows:31.03.13
31.03.12
RM'000
RM'000
Assets and liabilities
Non-current assets
Current assets
Total assets

2,706
1,113
3,819

1,035
5,920
6,955

Non-current liabilities
Current liabilities
Total liabilities

579
1,879
2,458

1,391
572
1,963

1,686
(3,659)

1,488
109

Results
Revenue
(Loss)/profit for the year/period

The Group has not recognised losses relating to Sigma AIT Sdn. Bhd. where its share of loss
exceeds the Group's interest in this associate company. The Group's cumulative share of
unrecognised losses at the end of financial year/period was RM 268,000 (2012: RM 266,000),
of which RM 2,000 (2012: RM 4,000) was the share of the current year/period's losses. The
Group has no obligation in respect of these losses.

Annual Report 2013

89

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

8. OTHER INVESTMENTS
Group
31.03.13
RM'000

At cost
Unquoted shares in British Virgin
Islands
Unquoted shares in Vietnam
Unquoted preference shares in
British Virgin Islands
Less:- Accumulated impairment
losses
Total available-for-sale financial
assets

31.03.12
RM'000

Company
31.03.13
31.03.12
RM'000
RM'000

1,112
258

1,112
258

1,112
258

1,112
258

1,330
2,700

1,330
2,700

1,330
2,700

1,330
2,700

(2,700)

(2,442)

(2,700)

(2,442)

258

258

9. TRADE RECEIVABLES
Group
31.03.13
RM'000
Trade receivables
- not later than 1 year
- later than 1 year
Amounts due from subsidiary
companies
Amounts due from associate
companies
Less: Allowance for impairment
Less: Third parties

31.03.12
RM'000

Company
31.03.13
31.03.12
RM'000
RM'000

11,130
704

19,702
-

1,320

11,834

680
20,382

98
1,418

(9,459)
2,375

(7,112)
13,270

1,418

Trade receivables are non-interest bearing and are generally on 30 to 120 days (2012: 30 to 120
days) terms. They are recognised at their original invoice amounts which represent their fair value
on initial recognition.

The amounts due from subsidiary and associate companies are unsecured, interest-free and
payable within 60 days (2012: 60 days).

Annual Report 2013

90

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

9. TRADE RECEIVABLES (CONT'D)


Aging analysis of trade receivables
The aging analysis of the Group's trade receivables is as follows:

Group
31.03.13
RM'000
Neither past due nor impaired
Past due not impaired:1 to 90 days
91 to 365 days
More than 365 days

Impaired

31.03.12
RM'000

Company
31.03.13
31.03.12
RM'000
RM'000

2,221

10,836

1,418

145
9
2,375
9,459
11,834

31
765
1,638
13,270
7,112
20,382

1,418
1,418

Trade receivables that are neither past due nor impaired


Trade receivables that are neither past due nor impaired are creditworthy debtors with good
payment records with the Group. More than 19% (2012: 53%) of the Group's trade receivables
arise from customers with a few years of experience with the Group and losses have rarely
occurred.
Trade receivables that are past due but not impaired
The Group has trade receivables amounting to RM 154,000 (2012: RM 2,434,000) that are past
due at the end of the financial year but not impaired.
The trade receivables that are past due but not impaired are unsecured in nature. The
management is confident that the amounts are recoverable as these accounts are still active.
Trade receivables that are impaired
The Group's trade receivables that are impaired at the end of the financial year and the
movement of the allowance accounts used to record the impairment are as follows:
Group
31.03.13
31.03.12
RM'000
RM'000
Individually impaired:Trade receivables - nominal amounts
Less: Allowance for impairment

Annual Report 2013

9,459
(9,459)
-

7,112
(7,112)
-

91

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

9. TRADE RECEIVABLES (CONT'D)


Trade receivables that are impaired (cont'd)
Group
31.03.13
31.03.12
RM'000
RM'000
Movement in allowance accounts:At beginning of the year/period
Charge for the year/period (Note 24)
Written off during the year/period
At end of the year/period

7,112
3,101
(754)
9,459

4,338
7,112
(4,338)
7,112

Trade receivables that are individually determined to be impaired at the end of the financial
year/period relate to debtors that are in significant financial difficulties and have defaulted on
payments. These receivables are not secured by any collateral or credit enhancements.

10. INVENTORIES
Inventories of the Group represent computer hardware stated at net realisable value.

11. OTHER RECEIVABLES


Group
31.03.13
RM'000
Analysed to:Non-trade receivables
Advances to subsidiary companies
Advances to associate companies
Deposits
Prepayments
Less: Allowance for impairment

161
1,649
1,272
253
3,335
(1,656)
1,679

31.03.12
RM'000
2,092
477
1,346
2,053
5,968
5,968

Company
31.03.13
31.03.12
RM'000
RM'000
26
17,612
440
523
32
18,633
(447)
18,186

90
15,269
279
140
49
15,827
15,827

The Group's and the Company's other receivables from third parties are not secured by any
collateral or credit enhancements, non-interest bearing and are generally on 30 to 90 days
(2012: 30 to 90 days) terms.

Annual Report 2013

92

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

11. OTHER RECEIVABLES (CONT'D)


Advances to subsidiary companies are unsecured and bear an interest rate of Nil (2012: 5.00%)
per annum, and are repayable on demand.
Advances to associate companies are unsecured, interest free and have no fixed term of
repayment.
Group
Company
31.03.13
31.03.12
31.03.13
31.03.12
RM'000
RM'000
RM'000
RM'000
Other receivables
Less: Allowance for impairment

1,656
(1,656)
-

447
(447)
-

Group
31.03.13
RM'000
Movement in allowance accounts:At beginning of the year/period
Charge for the year/period
(Note 24)
Written off during the year/period
At end of the year/period

31.03.12
RM'000

55

1,656
1,656

(55)
-

Company
31.03.13
31.03.12
RM'000
RM'000
447
447

1
(1)
-

12. FIXED DEPOSITS


Group
31.03.13
RM'000
Fixed deposits with licensed
bank

31.03.12
RM'000

24,158
24,158

Company
31.03.13
31.03.12
RM'000
RM'000

24,158
24,158

Included in the fixed deposits with a licensed bank of the Group and the Company is an
amount of RM Nil (2012: RM 24,158,000) which is being pledged with a licensed bank as a
security for bank overdrafts and trade facilities.
The weighted average effective interest rates are as disclosed in Note 4 of the Notes to the
Financial Statements.

Annual Report 2013

93

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

13. CASH AND CASH EQUIVALENTS


Cash and cash equivalents included in the statements of cash flows comprise the following
amounts:Group
Company
31.03.13
31.03.12
31.03.13
31.03.12
RM'000
RM'000
RM'000
RM'000
Fixed deposits
Cash and bank balances
Bank overdraft - secured
Bank overdraft - unsecured
Overdraft invoices
Less: Fixed deposits pledged

179
(33,237)
(33,058)
(33,058)

24,158
245
(14,234)
(9,984)
185
(24,158)
(23,973)

7
(21,466)
(21,459)
(21,459)

24,158
6
(11,743)
(9,984)
2,437
(24,158)
(21,721)

Group
In previous financial period, the bank overdraft and overdraft invoices are denominated in RM
and were secured by fixed deposits placed with a licensed bank as disclosed in Note 12 of the
Notes to the Financial Statements.
Company
In previous financial period, the bank overdraft and overdraft invoices are denominated in RM
and were secured by fixed deposits placed with a licensed bank as disclosed in Note 12 of the
Notes to the Financial Statements.
The weighted average effective interest rates are as disclosed in Note 4 of the Notes to the
Financial Statements.
14. TRADE PAYABLES
Trade payables are non-interest bearing and the normal trade credit term granted to the Group
ranges from 30 to 90 days (2012: 30 to 90 days).
15. OTHER PAYABLES
Group
31.03.13
RM'000
Analysed to:
Non-trade payables
Advances from subsidiary
companies
Deposit received

Annual Report 2013

31.03.12
RM'000

Company
31.03.13
31.03.12
RM'000
RM'000

3,771

3,582

2,312

2,162

1,687
5,458

3,406
6,988

7,434
305
10,051

32,857
51
35,070

94

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

15. OTHER PAYABLES (CONT'D)


Non-trade payables are non-interest bearing and are normally settled on average term of 30 to
90 days (2012: 30 to 90 days).
Advances from subsidiary companies are unsecured and bear an interest rate of Nil (2012:
5.00%) per annum, and are repayable on demand.

16. BORROWINGS
Group
31.03.13
RM'000
Current
Secured
Bankers' acceptance

Unsecured
Bankers' acceptance
Islamic facilities

Non-current
Unsecured
Islamic facilities

Total borrowings

31.03.12
RM'000

Group
31.03.13
31.03.12
RM'000
RM'000

31,898
31,898

1,214
4,571
5,785

3,420
3,420

5,785

35,318

1,559
1,559

5,785

36,877

In previous financial period, the bankers' acceptance is denominated in RM and secured by


fixed deposits placed with a licensed bank as disclosed in Note 12 of the Notes to the Financial
Statements.
The weighted average effective interest rates are as disclosed in Note 4 of the Notes to the
Financial Statements.
Group
Repayment terms
Bank borrowings
- not later than 1 year
- later than 1 year and not later
than 2 years

Annual Report 2013

31.03.13
RM'000
5,785

31.03.12
RM'000
35,318

5,785

1,559
36,877

Company
31.03.13
31.03.12
RM'000
RM'000
-

95

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

17. DEFERRED TAX LIABILITY/(ASSET)


Group
31.03.13
RM'000
At beginning of the year/period

2,433

Recognised in Statements of
Comprehensive Income (Note 25)
- current year relating to
- temporary differences

Recognised in Statements of
Comprehensive Income (Note 25)
- over provision in prior period relating
- to temporary differences
- under provision in prior period
- relating to unrealised foreign
- currency exchange gain

At end of the year/period

Company
31.03.13
31.03.12
RM'000
RM'000

31.03.12
RM'000
2,766

1
1

2,433

(334)
(334)

(2,433)

(2,433)
-

Presented after appropriate offsetting as follows:Group


31.03.13
RM'000
Deferred tax liability
Deferred tax asset

31.03.12
RM'000

4,025
(1,592)
2,433
Group

31.03.13
RM'000
Tax effect of temporary
differences in respect of the tax
capital allowances
Tax effect of unutilised capital
allowances
Deferred tax liability

Annual Report 2013

31.03.12
RM'000

Company
31.03.13
31.03.12
RM'000
RM'000
-

Company
31.03.13
31.03.12
RM'000
RM'000

4,025

(1,592)
2,433

96

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

17. DEFERRED TAX LIABILITY/(ASSET) (CONT'D)


As at the end of the financial year, the amount of deferred tax (asset)/liability in respect of the
Group and the Company that has not been recognised in the statement of financial position is
as follows:Group
Company
31.03.13
31.03.12
31.03.13
31.03.12
RM'000
RM'000
RM'000
RM'000
Tax effect of temporary
differences in respect of the tax
capital allowances
631
1,795
221
237
Tax effect of unutilised capital
allowances
(14,261)
(12,442)
(1,615)
(1,542)
Tax effect of unabsorbed tax
losses
(15,450)
(11,997)
(1,843)
(723)
Deferred tax (asset)/liability
(29,080)
(22,644)
(3,237)
(2,028)
The unutilised tax losses and unabsorbed capital allowances are available for offsetting against
future taxable profits of the respective entities within the Group and the Company, subject to
no substantial change in shareholdings under the Income Tax Act, 1967 and guidelines issued
by the tax authority. Deferred tax assets have not been recognised in respect of these items due
to the recent history of losses of the Group and of the Company.
18. SHARE CAPITAL

Group and Company


Authorised:At beginning/end of the
year/period
Issued and fully paid:At beginning of the year/period
Issued during the year/period:Private placement
At end of the year/period

Number of ordinary shares of


RM0.10 each
31.03.13
31.03.12
'000
'000

Group and Company


31.03.13
31.03.12
RM'000
RM'000

1,500,000,000
2,500,000

2,500,000

250,000

250,000

757,900

757,900

75,790

75,790

75,000
832,900

757,900

7,500
83,290

75,790

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

Annual Report 2013

97

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

19. SHARE PREMIUM


Group
31.03.13
RM'000
Authorised:At beginning/end of the
period/year

1,500,000,000
44,397

31.03.12
RM'000

44,397

Company
31.03.13
31.03.12
RM'000
RM'000

44,397

44,397

Share premium reserve represents premium arising from issue of shares, net of its related
expenses.

20. TREASURY SHARES

Group and Company

At beginning of the year/period


Disposal during the year/period
At end of the year/period

Number of ordinary shares of


RM0.10 each
31.03.13
31.03.12
'000
'000
6,100
(6,100)
-

6,100
6,100

Group and Company


31.03.13
31.03.12
RM'000
RM'000
482
(482)
-

482
482

During the financial year, the Company disposed its entire treasury shares of 6,100,000 shares
at RM 0.125 each for cash consideration. Transaction cost of RM 2,500 is incurred in the said
disposal.
The shares repurchased are being held as treasury shares in accordance with Section 67A of the
Companies Act, 1965.

Annual Report 2013

98

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

21. INVESTMENT IN SUBSIDIARY COMPANIES


Company
31.03.13
31.03.12
RM'000
RM'000
Unquoted shares
At cost
Less: Impairment loss
At beginning of the year/period
Additions
At end of the year/period

126,757

126,757

(106,966)
(19,791)
(126,757)

(34,499)
(72,467)
(106,966)

19,791

The principal activities of the subsidiary companies are as follows:-

Name

Country of
incorporation

Effective interest
31.03.13
31.03.12

Principal activities

^ Patimas Business
Solutions Sdn.
Bhd.

Malaysia

100%

100%

Development and sales of


computer related products
and provision of computer
related services for finance
and stock-broking industry

^ Patimas Dot Com


Sdn. Bhd.

Malaysia

100%

100%

Development and sales of


computer related products
and provision of computer
related services for the
manufacturing industry

Patimas Services
Sdn. Bhd.

Malaysia

100%

100%

Distribution of computer
hardware, software and
other related products and
to provide software solution

Patimas e-Business
Sdn. Bhd.

Malaysia

100%

100%

Focusing on interactive,
multimedia content
development, on-line
services, electronic
commerce and information
infrastructure

Annual Report 2013

99

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

21..INVESTMENT IN SUBSIDIARY COMPANIES (CONT'D)


The principal activities of the subsidiary companies are as follows (cont'd):-

Name

Country of
incorporation

Effective interest
31.03.13
31.03.12

Principal activities

^ Patimas Computer
Software Sdn.
Bhd.

Malaysia

100%

100%

Implementing,
commissioning, installing,
assembling, consulting and
project management for
computer hardware and
software and IT related
products and services

Patimas Education
Centre Sdn. Bhd.

Malaysia

100%

100%

Development and sales of


software for the
manufacturing industry

^ Patimas-HPD
Systems Sdn. Bhd.

Malaysia

100%

100%

Value-added distributor of
Hewlett Packard range of
products

^ Patimas Computer
Systems Sdn. Bhd.

Malaysia

100%

100%

Installing and assembling


computer hardware and
software

^ OED Technology
Sdn. Bhd.

Malaysia

65%

65%

Distributor of computer
related products and
services

^ Patimas
Outsourcing
Services Sdn. Bhd.

Malaysia

100%

100%

Provision of hosting facilities,


managed network services,
consulting and system
integration, electronic
commerce, application
service provider and product
procurement services

^ Patimas Computer
Security Sdn. Bhd.

Malaysia

100%

100%

Distribution of computer
related products and
services

Annual Report 2013

100

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

21..INVESTMENT IN SUBSIDIARY COMPANIES (CONT'D)


The principal activities of the subsidiary companies are as follows (cont'd):-

Name

Country of
incorporation

Effective interest
31.03.13
31.03.12

Principal activities

Patimas Computer
Technology Sdn.
Bhd.

Malaysia

100%

100%

Provision of computer related


services and sales of
computer related products

Patimas
International Sdn.
Bhd.

Malaysia

100%

100%

Provision of computer related


services and development
and sales of computer
related products

Patimas Workgroup
Technology Sdn.
Bhd.

Malaysia

60%

60%

Provision of computer related


services and sales of
computer related products

Malaysia

100%

100%

Distribution of computer
software and other related
products

^ Patimas Computer
Services Sdn. Bhd.

All the subsidiary companies are audited by Hasnan THL Wong & Partners.
^ The auditors have expressed a disclaimer of opinion on the accounts of these subsidiary
companies
22. REVENUE
Group
01.04.12
to
31.03.13
RM'000
Sales of goods
Implementation and installation
Maintenance
Training
Dividend
Rental
Management fees

Annual Report 2013

01.01.11
to
31.03.12
RM'000

Company
01.04.12
01.01.11
to
to
31.03.13
31.03.12
RM'000
RM'000

11,759
13,865
1,231
13
83
36

42,093
39,105
15,344
382
357
45

3,364
1,092

550
6,111
4,005

26,987

97,326

4,456

10,666

101

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

23. FINANCE COSTS


Group
01.04.12
to
31.03.13
RM'000
Islamic facilities interest
Bankers' acceptance interest
Overdraft invoice
Bank overdrafts
Trade payables
Advances from subsidiary
companies
Late payment interest

01.01.11
to
31.03.12
RM'000

Company
01.04.12
01.01.11
to
to
31.03.13
31.03.12
RM'000
RM'000

373
949
367
2,189
327

529
2,669
408
1,335
161

299
1,375
80

2
1,111
17

4,541
-

5,102

1,754

5,671

4
4,209

24. LOSS BEFORE TAXATION


Loss before taxation has been determined after charging/(crediting) amongst other items the
following:Group
Company
01.04.12
01.01.11
01.04.12
01.01.11
to
to
to
to
31.03.13
31.03.12
31.03.13
31.03.12
RM'000
RM'000
RM'000
RM'000
Amortisation of intangible assets
Audit fees - current year expense
Audit fees - under provision in
Audit fees - previous period
Allowance for impairment
- trade receivables
- other receivables
- amount due from
associate companies
Allowance for impairment
no longer required
Bad debts recovered
Bad debts written off
Deposit written off

Annual Report 2013

1,540
167

2,829
232

21

3,101
7

7,112
-

1,649

440

(754)
(4,806)
1,719
50

55

64

102

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

24. LOSS BEFORE TAXATION (CONT'D)


Group
01.04.12
to
31.03.13
RM'000
Depreciation of property, plant
and equipment
Directors' fees
Directors' other emoluments
Foreign currency exchange
loss/(gain)
- realised
- unrealised
Impairment loss on:- investment in subsidiary
companies
- investment in associate
companies
- other investments
- goodwill
- software development
expenditure
Intangible assets written off
Inventories written off
Property, plant and equipment
written off
Rental
- premises
Gain on disposal of property,
plant and equipment
Gain on disposal of treasury
shares
Interest income
Rental income
Share of losses/(profits) of
associate companies

2,975
212
670

Company
01.04.12
01.01.11
to
to
31.03.13
31.03.12
RM'000
RM'000

01.01.11
to
31.03.12
RM'000

4,919
135
2,993

16
(62)

3
102

573
212
655

708
135
2,918

19,791

72,942

776
258
-

48,736

2,390
258
-

6,333
1,311

2,739
163
31

4,300

58

3,813

6,517

3,809

6,417

(278)
(405)
(12)
1,543

(206)
(806)
(40)

(278)
(374)
-

(3,618)
-

The estimated monetary value of benefits provided to the Directors of the Group during the
financial year/period are as disclosed in Note 31 of the Notes to the Financial Statements.

Annual Report 2013

103

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

25. TAXATION
Group
31.03.13
RM'000
Malaysian taxation:
Current year/period tax
expenses
Deferred tax (Note 17)

(Over)/under provision in prior period:


Tax expenses
Deferred tax (Note 17)

160
(2,433)
(2,273)
(2,273)

31.03.12
RM'000

1,500
(334)
1,166

(92)
1
(91)
1,075

Company
31.03.13
31.03.12
RM'000
RM'000

253
253

253

Group
Income tax of the Malaysian subsidiary companies is calculated at the rate of 25% on the
estimated taxable profit. Taxation for other jurisdictions is calculated at the rates prevailing in
the respective jurisdictions.
Company
As at 31 March 2013, the Company has unabsorbed tax losses and unutilised capital
allowances of approximately RM 737,200 (2011: RM 2,891,100) and RM 6,459,000 (2011:
RM 6,166,800) respectively to set off against future taxable profit. However, these amounts are
subject to the agreement of the Inland Revenue Board.
Income tax is calculated at the rate of 25% on the estimated taxable profit. A reconciliation of
average effective tax rate applicable to loss before taxation to effective statutory tax rate is as
follows:-

Annual Report 2013

104

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

25. TAXATION (CONT'D)


Group
31.03.13
RM'000
Loss before taxation

31.03.12
RM'000

(36,386)
(85,421)
Group
31.03.13
31.03.12
%
%

Average effective tax rate for the


year
Deferred tax asset/liability not
recognised during the year
(Over)/under provision in
prior period
Tax effect of expenses not
deductible for tax purpose
Tax effect of income exempted
from income tax
Effective statutory tax rate for the
year

Company
31.03.13
31.03.12
RM'000
RM'000
(28,979)
(79,147)
Company
31.03.13
31.03.12
%
%

0.1

(1.3)

(0.9)

17.7

4.2

4.2

(0.1)

(0.1)

0.9

7.3

22.5

20.8

25.0

(0.3)

25.0

25.0

25.0

25.0

26. LOSS PER SHARE


The basic earnings per share for the financial year is based on profit attributable to owners of
the Parent divided by the weighted average number of ordinary shares in issue during the
financial year/period.
Group
31.03.13
31.03.12
RM'000
RM'000
Loss for the year/period
Non-controlling interest
Loss attributable to owners of the Parent

(34,113)
(154)
(34,267)

(86,496)
847
(85,649)

Weighted average number of ordinary shares


in issue ('000)

809,125

751,796

Basic loss per share (sen)

(4.24)

(11.39)

There is no dilution in the loss per share of the Company as the market values of the above
securities were lower than the exercise prices. Accordingly, there is no assumed full conversion
of the securities to merit the making of an adjustment for an increase in the number of ordinary
shares which could result in a dilution of the Company's loss per share.

Annual Report 2013

105

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

27. ISSUANCE OF SHARES


During the financial year, the Company increased its issued and paid-up share capital from RM
75,789,578 to RM 83,289,578 by way of issuance of 75,000,000 ordinary shares of RM 0.10
each for cash consideration through Private Placement.

28. PURCHASE OF INTANGIBLE ASSETS


During the financial year, the Group acquired intangible assets with an aggregate cost of RM
Nil (2012: RM 4,265,000) by cash consideration.

29. PURCHASE OF PROPERTY, PLANT AND EQUIPMENT


During the financial year, the Group and the Company acquired property, plant and equipment
with an aggregate cost of RM 513,000 (2012: RM 4,439,000) and RM 7,500 (2012: RM
335,000) respectively.

30. OPERATING LEASE ARRANGEMENT


The Group has entered into a non-cancellable operating lease arrangement in connection with
the Sales and Purchase of Property Rights Agreement ("SPA") and a Supplemental Agreement
to the SPA on 13 July 2008 and 20 October 2008 respectively, with Project Asia City Sdn. Bhd.
("PAC"). This operating lease is for the use of two plots of leasehold land identified as Lot No.
2 and No. 11, Phase 1 located within Technology Park Malaysia together with a multi-storey
office building with all its fixtures and fittings. The lease agreement is for a period of 12 years
with option to renew another 5 years after the 12 years period. This lease agreement was
terminated by PAC on 8 November 2012. Subsequently on 21 May 2013, the Company entered
into a Tenancy Agreement with PAC for an initial period of 2 years with an option to the
Company to extend the term for another 1 year.
The future aggregate minimum lease payments under non-cancellable operating lease
contracted for as at the end of financial year/period but not recognised as liabilities are as
follows:Group
31.03.13
31.03.12
RM'000
RM'000
Future minimum rental payments:
- not later than 1 year
2,186
5,134
- later than 1 year and not later than 5 years
1,573
22,971
- later than 5 year
13,455
3,759

Annual Report 2013

41,560

106

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

31. DIRECTORS' REMUNERATION


Group
31.03.13
31.03.12
RM'000
RM'000
Directors of the Company
Executive:Salaries and other emoluments
(Note 24 and 34)
Benefit-in-kind
Non-Executive:Salaries and other emoluments
(Note 24 and 34)
Fees
Other emoluments

Directors of subsidiary companies


Non-Executive:Salaries and other emoluments
(Note 24 and 34)
Total

Company
31.03.13
31.03.12
RM'000
RM'000

621
20
641

2,873
39
2,912

621
20
641

2,873
32
2,905

34
212
246

135
45
180

34
212
246

135
45
180

15
902

75
3,167

887

3,085

Analysis excluding benefit-in-kind


Group
31.03.13
31.03.12
RM'000
RM'000
Total Executive Directors'
remuneration excluding benefitin-kind (Note 34)
Total Non-Executive Directors'
remuneration excluding benefitin-kind (Note 34)

Company
31.03.13
31.03.12
RM'000
RM'000

636

2,948

621

2,873

246
882

180
3,128

246
867

180
3,053

The number of Directors of the Group whose total remuneration during the financial year
falling within the following bands are as follows:-

Annual Report 2013

107

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

31. DIRECTORS' REMUNERATION (CONT'D)


Executive Directors :Below RM 50,000
RM 50,001 - RM 100,000
RM 100,001 - RM 150,000
RM 150,001 - RM 200,000
RM 200,001 - RM 250,000
RM 250,001 - RM 300,000
RM 300,001 - RM 350,000
RM 350,001 - RM 400,000
RM 400,001 - RM 450,000
RM 450,001 - RM 500,000
RM 500,001 - RM 550,000
RM 550,001 - RM 600,000
RM 600,001 - RM 650,000
RM 650,001 - RM 700,000
RM 700,001 - RM 750,000
RM 750,001 - RM 800,000
RM 800,001 - RM 850,000
Non-Executive Directors
Below RM 50,000
RM 50,001 - RM 100,000

Number of Directors
31.03.13
31.03.12
2*
2*
2
1
1
4
12

1
2
3

12

The 4 Directors namely Dato' Ng Back Heang, Law Siew Ngoh, Robert Daniel Tan Kim Leng
and Dato' Yap Wee Hin were designated as Non-Executive Directors effective from 24 August
2012.

32. SIGNIFICANT RELATED PARTY TRANSACTIONS


Group
31.03.13
31.03.12
RM'000
RM'000
Rental income
60,000
60,000
Management fees income
1,056
Interest expense
Dividend income
Interest income
Transaction with a company where a key management has interest
- Rental income
- Revenue
- Purchase
-

Annual Report 2013

Company
31.03.13
31.03.12
RM'000
RM'000
3,284
5,754
1,056
3,960
(4,541)
550
2,842
13
42
367

108

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
REVISED DRAFT 27.04.12

33. SEGMENT INFORMATION


Group
31.03.13
Revenue
- External
- Internal

Hardware
RM'000

Software
RM'000

Services
RM'000

Others
RM'000

Elimination
RM'000

Total
RM'000

698
1,464
2,162

4,209
307
4,516

14,817
611
15,428

7,263
4,336
11,599

(6,718)
(6,718)

26,987
26,987

Result
Other income
Interest income
Depreciation and amortisation
Interest expense
Other non-cash expenses
Tax expense

26
(1,298)
(1,075)
(3,233)
1,090

(953)
(1,255)
(1,845)
568

18
(1,712)
(27)
(6,443)
880

323
405
(552)
(1,852)
(3,359)
(265)

367
405
(4,515)
(4,209)
(14,880)
2,273

Segment loss

(8,355)

(5,431)

(11,564)

(10,150)

Assets
Additions to non-current assets
Segment assets

2
56,590

3
18,869

439
19,235

69
32,089

(116,175)

513
10,608

(15,771)

(26,371)

(62,950)

(48,435)

96,891

(56,636)

Segment liabilities

Annual Report 2013

(886)

(36,386)

109

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
REVISED DRAFT 27.04.12

33. SEGMENT INFORMATION (CONT'D)


Group
31.03.12
Revenue
- External
- Internal

Result
Other income
Interest income
Depreciation and amortisation
Interest expense
Other non-cash expenses
Tax expense
Segment profit/(loss)
Assets
Additions to non-current assets
Segment assets
Segment liabilities

Annual Report 2013

Hardware
RM'000

Software
RM'000

Services
RM'000

Others
RM'000

Elimination
RM'000

Total
RM'000

27,103
18,933
46,036

25,760
21,893
47,653

25,485
8,960
34,445

18,978
11,734
30,712

(61,520)
(61,520)

97,326
97,326

52
3,632
(1,906)
(2,129)
(592)
(540)

273
3,854
(2,295)
(4,433)
(3,739)
(184)

44
2,392
(2,717)
(3,991)
(3,004)
(346)

119
7,652
(830)
(11,273)
(51,288)
(5)

(16,724)
16,724
-

488
806
(7,748)
(5,102)
(58,623)
(1,075)

(5,704)

(15,958)

(63,233)

(1,278)

(85,421)

1,087
74,394

1,807
27,840

5,390
20,563

420
20,810

(74,124)

8,704
69,483

(26,310)

(30,481)

(53,592)

(43,134)

64,137

(89,380)

752

110

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
33. SEGMENT INFORMATION (CONT'D)
b)

Business contribution by geography


The Group's business is derived mainly from Malaysia. About 92% (2012: 96%) of the
business activities are derived from Malaysia. The Group primarily providing hosting facilities,
managed network services, consulting and system integration, electronic commerce,
application service provider and product procurement services.
Revenue contribution
01.04.12
01.01.11
to
to
31.03.13
31.03.12
RM'000
RM'000
Malaysia
Bangladesh
Pakistan
Sri Lanka

x tally
c)

x tally

24,855
2,132
-

93,019
1,419
2,882
6

26,987
#REF!

97,326
#REF!

Segment reporting
Segment reporting is presented for enhanced assessment of the Group's risks and returns. A
business segment is a group of assets and operations engaged in providing products or services
that are subject to risks and returns that are peculiar within the particular business segment.
Segment revenue, expense, assets and liabilities are those amounts resulting from the operating
activities of a segment that are directly attributable to the segment and the relevant portion that
can be allocated on a reasonable basis to the segment. Segment revenue, expense, assets and
liabilities are determined before intra-group balances and intra-group transactions are
eliminated as part of the consolidation process, except to the extent that such intra-group
balances and transactions are between group enterprises within a single segment. Inter-segment
pricing is based on similar terms as those available to other external parties.

d)

Information about major customers


The Group has 1 (2012: 3) major international customers contributing approximately RM
2,132,000 (2012: RM 4,194,000) of total sales revenue.

Annual Report 2013

111

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

34. EMPLOYEES INFORMATION


Group
31.03.13
RM'000
Salaries and wages
SOCSO
EPF
Other personnel costs

31.03.12
RM'000

Company
31.03.13
31.03.12
RM'000
RM'000

5,961
34
597
371

13,648
94
1,342
1,465

2,025
4
165
109

4,292
7
186
381

6,963

16,549

2,303

4,866

The total number of employees of the Company, including the Directors, as at the end of the
financial year was 61 (2012: 126).
The total number of employees of the Group, including the Directors, as at the end of the
financial year was 18 (2012: 13).

35. CONTINGENT LIABILITIES


Company
31.03.13
31.03.12
RM'000
RM'000
Unsecured
Corporate guarantee for credit facilities granted to subsidiary
companies:- given to licensed bank
- given to financial institutions

4,000
14,000
18,000

4,000
16,000
20,000

36. FINANCIAL INSTRUMENTS


The Group's and the Company's financial assets and financial liabilities are measured on an
ongoing basis at either fair value or at amortised cost based on their respective classification.
The significant accounting policies in Note 2 describe how the classes of financial instruments
are measured, and how income and expenses, including fair value gains and losses, are
recognised. The following table analyses the financial assets and liabilities of the Group and
the Company in the statements of financial position by the class of financial instrument to
which they are assigned, and therefore by the measurement basis.

Annual Report 2013

112

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

36. FINANCIAL INSTRUMENTS (CONT'D)

Group
31.03.13
Financial assets
Trade and other receivables
Cash and bank balances

Financial liabilities
Trade and other payables
Bank overdraft
Borrowings

31.03.12
Financial assets
Trade and other receivables
Fixed deposits
Cash and bank balances

Financial liabilities
Trade and other payables
Bank overdraft
Borrowings

Loans and
receivables
RM'000

Financial
liabilities at
amortised
cost
RM'000

Total
RM'000

3,097
179
3,276

3,097
179
3,276

17,415
33,237
5,785
56,437

17,415
33,237
5,785
56,437

17,185
24,158
245
41,588

17,185
24,158
245
41,588

25,385
24,218
36,877
86,480

25,385
24,218
36,877
86,480

18,154
7
18,161

18,154
7
18,161

10,051
21,466
31,517

10,051
21,466
31,517

Company
31.03.13
Financial assets
Trade and other receivables
Cash and bank balances
Financial liabilities
Trade and other payables
Bank overdraft

Annual Report 2013

113

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

36. FINANCIAL INSTRUMENTS (CONT'D)

Loans and
receivables
RM'000

Company
31.03.12
Financial assets
Trade and other receivables
Cash and bank balances

Financial liabilities
Trade and other payables
Bank overdraft

Financial
liabilities at
amortised
cost
RM'000

Total
RM'000

17,196
6
17,202

17,196
6
17,202

35,070
21,727
56,797

35,070
21,727
56,797

37. CAPITAL MANAGEMENT


The primary objective of the Group's and the Company's capital management is to ensure that
it maintains a strong credit rating and healthy capital ratios in order to support its business and
maximise shareholder value.
The Group and the Company manage its 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 dividend payment to shareholders, return capital to shareholders or
issue new shares. No changes were made in the objectives, policies or processes during the
year/period ended 31 March 2013 and 2012 respectively.
The Group and the Company monitor capital by reviewing various financial ratios to ensure
they are at acceptable levels and within industry norms. Incidentally, the Group is not subject
to any externally imposed capital requirements.
Group
31.03.13
RM'000
Loans and borrowings
Trade and other payables
Less: Cash and bank balances
Net debt

Annual Report 2013

39,022
17,415
(179)
56,258

31.03.12
RM'000
61,095
25,385
(245)
86,235

Company
31.03.13
31.03.12
RM'000
RM'000
21,466
10,051
(7)
31,510

21,727
35,070
(6)
56,791

114

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

37. CAPITAL MANAGEMENT (CONT'D)


Group
31.03.13
RM

31.03.12
RM

Company
31.03.13
31.03.12
RM
RM

Equity attributable to the owners


of the parent, representing total
equity

(46,028)

(19,897)

(10,941)

10,309

Capital management ratio

-122.2%

-433.4%

-288.0%

550.9%

38. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR


a) Practice Note 1 of Listing Requirements ("PN1"), Default in Payment
Malaysia Debt Ventures Berhad ("MDV")
On 28 November 2012, the Company made an announcement pursuant to PN 1 of the
Listing Requirements that Patimas-HPD Systems Sdn. Bhd. ("PHPD"), its wholly owned
subsidiary had received a legal letter of demand from MDV for the outstanding balance of
RM4,340,988 in connection with the credit facilities granted for a project financing facility
totalling RM 14 million. The Company also received a similar legal letter of demand as a
guarantor in respect of the said facility. Both the Company and PHPD are currently in
communication with MDV and exploring various options to regularise the default. No
Solvency Declaration by the Board of Directors is being submitted to Bursa Malaysia
Securities Berhad within 3 market days from the date of announcement.
b) Special audit
On 16 October 2012, the Board of Directors appointed Messrs UHY Advisory (KL) Sdn.
Bhd. to conduct the Investigative Audit on the financial affairs of the Group and the
Company.
On 29 March 2013, the Board of Directors announced that the Report on the Investigative
Audit on the financial position of the Group and the Company has been completed.
On 14 May 2013, the Board announced the summarised key findings of the Investigative
Report.
c) Restraining Order
On 19 February 2013, the Company announced the Court has granted a restraining order to
the Company and its subsidiaries for a period of 60 days.
On 14 May 2013, the Company announced the Court has extended the restraining order to
the Company and certain subsidiaries for a period of 6 months from 9 May 2013.

Annual Report 2013

115

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

REVISED DRAFT 27.04.12

39. SIGNIFICANT EVENTS SUBSEQUENT TO THE FINANCIAL YEAR


Material Litigation
On 24 November 2011, the Company won its claims of RM 12,708,012 with costs against
Omni Quest Sdn. Bhd. and Tony Poon Ah Huat at the Kuala Lumpur High Court.
On 10 October 2012, the Court of Appeal overturned the decision of the High Court with
costs.
On 24 October 2012, the Company instructed its lawyer to file a motion for leave at the
Federal Court to appeal the decision made by the Court of Appeal dated 10 October 2012.
The motions is filed on 8 November 2012 and no hearing date has been fixed.
On 14 December 2012, the Company announced that the application for leave to appeal to
the Federal Court is fixed for Case Management on 20 December 2012.
On 21 December 2012, the Case Management is fixed on 25 February 2013 and pending the
exchange of affidavits between parties.
On 25 February 2013 and 2 May 2013, the Case Management is pending on grounds of
judgement from the Court of Appeal.
40. SUPPLEMENTARY INFORMATION - BREAKDOWN OF RETAINED PROFITS INTO
REALISED AND UNREALISED
The breakdown of the retained profits of the Group and of the Company as at 31 March 2013
into realised and unrealised profits is presented in accordance with the directive issued by
Bursa Malaysia Securities Berhad dated 25 March 2010 and prepared in accordance with
Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses
in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing
Requirements, as issued by the Malaysian Institute of Accountants.
Group
Company
31.03.13
31.03.12
31.03.13
31.03.12
RM'000
RM'000
RM'000
RM'000
Total accumulated losses of the
Company and its subsidiaries
- Realised
(241,640)
(205,426)
(138,628)
(109,396)
- Unrealised
(62)
(2,514)
(241,702)
(207,940)
(138,628)
(109,396)
Total share of accumulated
losses from associates
- Realised
(2,104)
(561)
- Unrealised
(243,806)
(208,501)
(138,628)
(109,396)
Add: Consolidation adjustments
Total accumulated losses

Annual Report 2013

70,784

69,746

(173,022)

(138,755)

(138,628)

(109,396)

116

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

41. COMPARATIVE FIGURES


The comparative figures of the financial statements are in respect of the period from 1 January
2011 to 31 March 2012. Accordingly, the comparative figures in the financial statements are
not comparable.
The comparative figures of the financial statements have been audited by other firm of auditors
and have been reclassified and further analysed for a better understanding of the financial
statements:As previously
Reclassification As restated
stated
RM'000
RM'000
RM'000
As at 31 March 2012
Consolidated Statement of Financial Position
Group
Fixed deposits
Cash and bank balances
Bank overdraft
Borrowings

24,403
61,095

24,158
(24,158)
24,218
(24,218)

24,158
245
24,218
36,877

24,164
21,727

24,158
(24,158)
21,727
(21,727)

24,158
6
21,727
-

(488)
(806)
66,537
1,353
16,549
14,070
-

(806)
806
22,301
(1,353)
(16,549)
(14,070)
9,488
183

(1,294)
88,838
9,488
183

Statement of Financial Position


Company
Fixed deposits
Cash and bank balances
Bank overdraft
Borrowings
For the financial period ended 31 March 2012
Consolidated Statement of Comprehensive Income
Group
Other income
Interest income
Administrative expense
Marketing and distribution
Employee benefits expense
Other expenses
Other operating expenses
Sales and distributions cost

Annual Report 2013

117

REVISED DRAFT 27.04.12

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

41. COMPARATIVE FIGURES (CONT'D)


As previously
Reclassification
stated
RM'000
RM'000

As restated
RM'000

Statement of Comprehensive Income


Company
Administrative expense
Marketing and distribution
Employee benefits expense
Other expenses
Other operating expenses

81,597
304
5,046
813
-

5,683
(304)
(5,046)
(813)
480

87,280
480

6,577
(16,463)

(5,102)
5,102

1,475
(11,361)

(6,390)
(5,719)

(5,671)
5,671

(12,061)
(48)

Statements of Cash Flows


Group
Net cash from operating activities
Net cash (used in)/from financing activities
Company
Net cash used in operating activities
Net cash (used in)/from financing activities

Annual Report 2013

118

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)

ANALYSIS OF SHAREHOLDINGS
Analysis of shareholdings as at 13 August 2013
Authorised share capital
Issued and paid up share capital
Class of shares
Voting rights

RM250,000,000
RM83,289,578
Ordinary shares of RM0.10 each
One vote per share

Analysis of size of holdings as at 13 August 2013


Size of holdings
1 - 99
100 1,000
1,001 10,000
10,001 100,000
100,001 41,339,788
41,339,789 and above
Total

No of
shareholders
250
243
1,547
3,320
1,150
1
6,511

% of
shareholders
3.84
3.73
23.76
50.99
17.66
0.02
100.00

No of shares held
12,757
159,459
11,558,563
150,535,891
627,629,110
43,000,000
832,895,780

% of issued
capital
0.00
0.02
1.39
18.07
75.36
5.16
100.00

Thirty largest shareholders as at 13 August 2013


Name of shareholders
1.

CITIGROUP NOMINEES (ASING) SDN BHD


EXEMPT AN FOR UBS AG HONG KONG (FOREIGN)

2.

AMSEC NOMINEES (TEMPATAN) SDN BHD


PLEDGED SECURITIES ACCOUNT FOR ULTRA
PROGRESSIVE SDN BHD
PUBLIC NOMINEES (TEMPATAN) SDN BHD
PLEDGED SECURITIES ACCOUNT FOR LEE CHIAH
CHEANG (TCS/HLG)
PHOA BOON TING
HLB NOMINEES (TEMPATAN) SDN BHD
PLEDGED SECURITIES ACCOUNT FOR LEE CHIAH
CHEANG
TRADE EAGLE INVESTMENTS LIMITED
ECML NOMINEES (TEMPATAN) SDN. BHD
PLEDGED SECURITIES ACCOUNT FOR TANG QUEE
HUANG (001)
WONG POK SENG
HENG CHEOW WAH
ABDUL HANIFF BIN SULAIMAN
NOR AZIAH BINTI BUANG
GOH KOK SIANG
RHB CAPITAL NOMINEES (TEMPATAN) SDN BHD
PLEDGED SECURITIES ACCOUNT FOR PHOA BOON TING
(CEB)
ON KEE SOON @ OON KEE SOON
LIM KEAN LEONG
BU YAW SENG
HLIB NOMINEES (TEMPATAN) SDN BHD
PLEDGED SECURITIES ACCOUNT FOR WONG POK SENG
LEE KWEE HIANG

3.

4.
5.

6.
7.

8.
9.
10.
11.
12.
13.

14.
15.
16.
17.
18.

Annual Report 2013

No of
shares
43,000,000

% of issued
capital
5.16

20,500,000

2.46

10,216,500

1.23

8,410,000
8,039,500

1.01
0.97

8,000,000
7,450,000

0.96
0.89

7,332,000
6,787,300
6,500,000
6,250,000
6,000,000
5,526,000

0.88
0.81
0.78
0.75
0.72
0.66

5,500,000
5,390,000
5,000,000
5,000,000

0.66
0.65
0.60
0.60

5,000,000

0.60

119

Patimas Computers Berhad ( 244510 -H )


(Incorporated in Malaysia)
Name of shareholders
19.
20.
21.
22.
23.

24.

25.
26.
27.
28.
29.
30.

SOO CHEW SHENG


HONG CHUAN CHUAN
GOH BOON SOO @ GOH YANG ENG
HO KAM FOOK
AFFIN NOMINEES (ASING) SDN BHD
EXEMPT AN FOR PHILLIP SECURITIES (HONG KONG) LTD
(CLIENTS' ACCOUNT)
ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD
PLEDGED SECURITIES ACCOUNT FOR CHAN HAI MING
(8036421)
FOO YING PENG
THIEN KHAI VUN
TEOH HIN HENG
MAYBANK NOMINEES (TEMPATAN) SDN BHD
ROSSIDI BIN YUSOFF
LEE CHUNG KONG
CHONG TONG SIEW

No of
shares
5,000,000
4,800,000
4,500,000
4,100,000
4,050,000

% of issued
capital
0.60
0.58
0.54
0.49
0.49

3,900,000

0.47

3,900,000
3,757,400
3,560,000
3,500,000

0.47
0.45
0.43
0.42

3,100,000
3,050,000

0.37
0.37

Substantial shareholders as at 13 August 2013


Name of shareholders

Direct interest
No of shares
% of issued
capital
43,000,000
5.16
-

Indirect interest
No of shares
% of issued
capital
43,000,000(a)
5.16

CPE Growth Capital Limited


China Private Equity Investment
Holdings Limited
(a) Deemed interest through CPE Growth Capital Limited pursuant to Section 6A of the Companies
Act, 1965

Directors shareholdings as at 13 August 2013


Name of shareholders
Dato Bahari bin Haron
Dato Seri Abdul Azim bin Mohd
Zabidi
Chai Ko Thing
Wan Azmi bin Wan Abd
Rahman
Ong Tee Kein

Annual Report 2013

Direct interest
No of shares
% of issued
capital
-

Indirect interest
No of shares
% of issued
capital
-

120

PATIMAS COMPUTERS BERHAD


(244510-H)
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the Twenty First Annual General Meeting of Patimas Computers Berhad
(Patimas or the Company) will be held at Dewan Presiden, Kelab Golf Negara Subang, Jalan SS7/2,
Kelana Jaya, 47301 Petaling Jaya, Selangor Darul Ehsan on Wednesday, 25 September 2013, at 10.00 a.m.
for the purpose of transacting the following businesses:
AGENDA
1.

To receive the Audited Financial Statements for the financial year ended 31 March 2013 together with
the Reports of the Directors and Auditors thereon.
Please refer to Note A.

2.

To approve the payment of Directors fees of up to RM360,000.00 to the non-executive directors of the
Company for the financial year ending 31 March 2014.
Ordinary Resolution 1

3.

To re-elect Dato Seri Abdul Azim bin Mohd Zabidi as a Director of the Company in accordance with
Article 93 of the Companys Articles of Association.
Ordinary Resolution 2

4.

To re-elect Mr. Wan Azmi Bin Wan Abd Rahman as a Director of the Company in accordance with
Article 93 of the Companys Articles of Association.
Ordinary Resolution 3

5.

To re-elect Mr. Ong Tee Kien as a Director of the Company in accordance with Article 93 of the
Companys Articles of Association.
Ordinary Resolution 4

6.

To re-appoint the retiring Auditors, Messrs Hasnan THL Wong & Partners of the Company for the
ensuing year and to authorise the Directors to fix their remuneration.
Ordinary Resolution 5

As Special Business:
To consider and, if thought fit, to pass the following resolutions:
7.

Authority To Directors To Allot And Issue Shares


THAT pursuant to Section 132D of the Companies Act, 1965, the Directors be and are hereby
authorised to issue shares in the Company at any time until the conclusion of the next Annual General
Meeting and upon such terms and conditions and for such purposes as the Directors may, in their
absolute discretion, deem fit provided that the aggregate number of shares to be issued does not
exceed 10% of the issued share capital of the Company for the time being, subject always to the
approval of all the relevant regulatory bodies having been obtained for such allotment and issue.
Ordinary Resolution 6

8.

Proposed New Shareholders Mandate for Recurrent Related Party Transactions of a Revenue
or Trading Nature (Proposed New Shareholders Mandate)
THAT, subject to compliance with all applicable laws, regulations and guidelines, approval be and is
hereby given to the Company and/or its subsidiaries to enter into Recurrent Related Party Transactions
of a revenue or trading nature with related parties as set out in Section 2.2 of the Circular to
Shareholders dated 3 September 2013 for the purposes of Paragraph 10.09, Chapter 10 of the Main
Market Listing Requirements of Bursa Malaysia Securities Berhad (Listing Requirements), subject to
the following:(i) the transactions are necessary for the day to day operations of the Companys subsidiary in the
ordinary course of business, at arms length, on normal commercial terms and are on terms not
more favourable to the related party than those generally available to the public and not
detrimental to minority shareholders of the Company;
(ii) the mandate is subject to annual renewal. In this respect, any authority conferred by a mandate
shall only continue to be in force until:(a) the conclusion of the next Annual General Meeting (AGM) of the Company, at which time it
will lapse, unless by a resolution passed at the meeting, the authority is renewed;
(b)

the expiration of the period within which the next AGM after the date it is required to be held
pursuant to Section 143(1) of the Companies Act, 1965 (CA) (but shall not extend to such
extension as may be allowed pursuant to Section 143(2) of CA); or

Annual Report 2013

121

(c)

revoked or varied by resolution passed by the shareholders in a general meeting,

whichever is the earlier.


(iii) disclosure is made in the annual report of the Company of the breakdown of the aggregate value
of the Recurrent Related Party Transactions conducted pursuant to the mandate during the current
financial year, and in the annual reports for the subsequent financial years during which a
shareholders mandate is in force, where:(a) the consideration, value of the assets, capital outlay or costs of the aggregated transactions
is equal to or exceeds RM1.0 million; or
(b)

any one of the percentage ratios of such aggregated transactions is equal to or exceeds 1%,

whichever is the higher;


and amongst other, based on the following information:(a) the type of the Recurrent Related Party Transactions made; and
(b) the names of the related parties involved in each type of the Recurrent Related Party
Transactions made and their relationships with Patimas Group.
AND THAT the Directors of the Company be and are hereby authorised to complete and do all such
acts and things to give effect to the transactions contemplated and/or authorised by this Ordinary
Resolution.
Ordinary Resolution 7
9.

To transact any other business of the Company for which due notice shall have been given.

BY ORDER OF THE BOARD


TAN TONG LANG (MAICSA 7045482)
CHONG VOON WAH (MAICSA 7055003)
JAUHARI BIN HASSAN (LS03681)
Company Secretaries

Selangor
Date: 3 September 2013

NOTES ON APPOINTMENT OF PROXY


A. This Agenda item is meant for discussion only as Section 169(1) of the Companies Act, 1965 and the
Companys Articles of Association provide that the audited financial statements are to be laid in the
general meeting. Hence, it is not put forward for voting.
1. A member of the Company entitled to attend and vote at the meeting is entitled to appoint a proxy or
proxies to attend and vote in his stead. A proxy may but need not be a member of the Company. A
member may appoint any person to be his proxy without limitation and the provision of Section 149(1)(b)
of the Companies Act, 1965 shall not apply. There shall be no restriction as to the qualification of the
proxy.
2. A member shall not be entitled to appoint more than two (2) proxies to attend and vote at the same
meeting and where a member appoints two (2) proxies the appointments shall be invalid unless he
specifies the proportions of his shareholdings to be represented by each proxy. If a member appoints two
(2) proxies, he must specify which proxy is entitled to vote on a show of hands. Only one (1) of those
proxies is entitled to vote on a show of hands.
3. Where a member is an Exempt Authorised Nominee which holds ordinary shares in the Company for
multiple beneficial owners in one securities account (omnibus account) as defined under the Securities
Industry (Central Depositories) Act, 1991, there is no limit to the number of proxies which the Exempt
Authorised Nominee may appoint in respect of each omnibus account it holds.
4. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney
duly authorised in writing or, if the appointor is a corporation, either under the corporations seal or under
the hand of an officer or attorney duly authorised.
5. The instrument appointing a proxy, with the power of attorney or other authority (if any) under which it is
signed or a notarially certified or office copy of such power or authority, shall be deposited at the Share
Registrar of the Company at Boardroom Corporate Services (KL) Sdn Bhd of Lot 6.05, Level 6, KPMG
Tower, 8 First Avenue, Bandar Utama, 47800 Petaling Jaya, Selangor Darul Ehsan not less than 48 hours
before the time set for holding the meeting or any adjournment thereof.
6. In respect of deposited securities, only members whose names appear on the Record of Depositors on 19
September 2013 (General Meeting Record of Depositors) shall be eligible to attend the meeting or appoint
proxy(ies) to attend and/or vote on his behalf.
Annual Report 2013

122

EXPLANATORY NOTES ON SPECIAL BUSINESS


Ordinary Resolution 6: Authority to Directors to Allot and Issue Shares
The Proposed Ordinary Resolution 6, if passed, is a new General Mandate to empower the Directors to issue
and allot shares up to an amount not exceeding 10% of the issued share capital of the Company for the time
being for such purposes as the Directors consider would be in the best interest of the Company. This
authority, unless revoked or varied by the Company at a General Meeting, will expire at the next Annual
General Meeting.
The General Mandate will provide flexibility to the Company for any possible fund raising activities, including
but not limited to further placing of shares, for the purpose of funding future investment project(s), workings
capital and/or acquisitions.
As at the date of this Notice, no new shares in the Company were issued from the date of last Annual General
Meeting.
Ordinary Resolution 7: Proposed New Shareholders Mandate for Recurrent Related Party
Transactions of a Revenue or Trading Nature
The Ordinary Resolution 7, if passed, will enable the Company and/or its subsidiaries to enter into recurrent
related party transactions of a revenue or trading nature which are necessary for the day-to-day operations of
the Company and/or its subsidiaries, subject to the transactions being carried out in the ordinary course of
business of the Company and/or its subsidiaries and on normal commercial terms which are generally
available to the public and not detrimental to the minority shareholders of the Company. This authority, unless
revoked or varied by the Company at a general meeting, will expire at the next annual general meeting of the
Company.

STATEMENT ACCOMPANYING NOTICE OF ANNUAL GENERAL MEETING


The Directors who are standing for re-election at the Twenty First Annual General Meeting of the Company
are :-

i)
ii)
iii)

Dato Seri Abdul Azim bin Mohd Zabidi


Wan Azmi Bin Wan Abd Rahman
Ong Tee Kien

Article 93
Article 93
Article 93

(Ordinary Resolution 2)
(Ordinary Resolution 3)
(Ordinary Resolution 4)

The profile of the Directors standing for re-election for Ordinary Resolutions 2, 3 and 4 is set out in the Board
of Directors Profile of this Annual Report 2013. The shareholdings of the abovenamed Directors are disclosed
in the Analysis of Shareholdings Directors shareholdings section of this Annual Report.
The details of the Directors attendance for Board Meetings are disclosed in the Corporate Governance
Statement section of this Annual Report 2013.
The Twenty First Annual General Meeting of the Company will be held at Dewan Presiden, Kelab Golf Negara
Subang, Jalan SS7/2, Kelana Jaya, 47301 Petaling Jaya, Selangor Darul Ehsan on Wednesday,
25 September 2013, at 10.00 a.m.

Annual Report 2013

123

PROXY FORM
PATIMAS COMPUTERS BERHAD (244510-H)

CDS account no.

(Incorporated in Malaysia)
I/We, NRIC No./ Company No..
(Full name in capital letters)
of .....
(Full address)
being a member of PATIMAS COMPUTERS BERHAD hereby appoint ....
..... NRIC No./ Company No ......
(Full name in capital letters)
of ....
(Full address)
or failing him/her, ...NRIC No./ Company No .......
(Full name in capital letters)
of ...
(Full address)
or failing him/her, the CHAIRMAN OF THE MEETING as my/our proxy to vote for me/us on my/our behalf at the Twenty First
Annual General Meeting of the Company to be held at Dewan Presiden, Kelab Golf Negara Subang, Jalan SS7/2, Kelana Jaya,
47301 Petaling Jaya, Selangor Darul Ehsan on Wednesday, 25 September 2013, at 10.00 a.m. and at any adjournment thereof.
My/our proxy is to vote as indicated below :
Ordinary
Resolution 1
Ordinary
Resolution 2
Ordinary
Resolution 3
Ordinary
Resolution 4
Ordinary
Resolution 5

Resolution
To approve the payment of Directors fees for the financial year ending 31
March 2014
Re-election of Dato Seri Abdul Azim bin Mohd Zabidi as Director

For

Against

Re-election of Mr. Wan Azmi Bin Wan Abd Rahman as Director


Re-election of Mr. Ong Tee Kien Leng as Director

To re-appoint Messrs Hasnan THL Wong & Partners as Auditors of the


Company for the ensuing year and to authorise the Directors to fix their
remuneration
As Special Business :Ordinary
To approve the ordinary resolution pursuant to Section 132D of the
Resolution 6
Companies Act, 1965
Ordinary
To approve the Proposed New Shareholders Mandate
Resolution 7
[Please indicate with an "X" in the spaces provided whether you wish your votes to be cast for or against the resolutions. In the
absence of specific directions, your proxy will vote or abstain as he/she thinks fit.]

Signature of Shareholder or Common Seal


Number of shares held

For appointment of proxies, percentage of shareholdings


to be represented by the proxies
No of shares
Percentage
Proxy 1
Proxy 2
Total
100%

Date
NOTES ON APPOINTMENT OF PROXY
1.
A member of the Company entitled to attend and vote at the meeting is entitled to appoint a proxy or proxies to attend and vote in his stead.
A proxy may but need not be a member of the Company. A member may appoint any person to be his proxy without limitation and the
provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply. There shall be no restriction as to the qualification of the proxy.
2.
A member shall not be entitled to appoint more than two (2) proxies to attend and vote at the same meeting and where a member appoints
two (2) proxies the appointments shall be invalid unless he specifies the proportions of his shareholdings to be represented by each proxy. If
a member appoints two (2) proxies, he must specify which proxy is entitled to vote on a show of hands. Only one (1) of those proxies is
entitled to vote on a show of hands.
3. Where a member is an Exempt Authorised Nominee which holds ordinary shares in the Company for multiple beneficial owners in one
securities account (omnibus account) as defined under the Securities Industry (Central Depositories) Act, 1991, there is no limit to the
number of proxies which the Exempt Authorised Nominee may appoint in respect of each omnibus account it holds.
4. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the
appointor is a corporation, either under the corporations seal or under the hand of an officer or attorney duly authorised.
5. The instrument appointing a proxy, with the power of attorney or other authority (if any) under which it is signed or a notarially certified or
office copy of such power or authority, shall be deposited at the Share Registrar of the Company at Boardroom Corporate Services (KL)
Sdn Bhd of Lot 6.05, Level 6, KPMG Tower, 8 First Avenue, Bandar Utama, 47800 Petaling Jaya, Selangor Darul Ehsan not less than 48
hours before the time set for holding the meeting or any adjournment thereof.
6. In respect of deposited securities, only members whose names appear on the Record of Depositors on 19 September 2013 (General Meeting
Record of Depositors) shall be eligible to attend the meeting or appoint proxy(ies) to attend and/or vote on his behalf.

Fold this ap for sealing

Then fold here


AFFIX
STAMP

The Registrar of
Patimas Computers Berhad
Boardroom Corporate Services (KL) Sdn Bhd
Lot 6.05, Level 6, KPMG Tower,
8 First Avenue,
Bandar Utama, 47800 Petaling Jaya,
Selangor Darul Ehsan

1st fold here