8702 TEXCHEM AnnualReport 2017-12-31 Annual Report 1343044321

A N N U A L
R E P O R T
2 0 1 7
Moving forward with

CONTENTS
Corporate Structure 2
President’s Management Discussion And Analysis 3
Board Of Directors 7
Key Senior Management 11
Group Financial Highlights 12
Corporate Information 14
Executive Committee 15
Audit Committee 15
Remuneration Committee 17
Nomination Committee 18
Notice Of Annual General Meeting 20
Statement Accompanying Notice Of Annual General Meeting 24
Corporate Governance Overview Statement 25
Audit Committee Statement 30
Statement On Risk Management And Internal Control 32
Sustainability Statement 35
Directors’ Responsibility Statement In Respect Of The 46

Preparation Of The Audited Financial Statements
Other Disclosures 46
Analysis Of Shareholdings 47
Particulars Of Properties 49
Financial Statements 51
Proxy Form Enclosed

CORPORATE STRUCTURE
INDUSTRIAL DIVISION RESTAURANT DIVISION

Texchem Materials Sdn. Bhd. Texchem Restaurant Systems Sdn. Bhd
Texchem Malaysia Sdn. Berhad Sushi Kin Sdn. Bhd.
New Material (Malaysia) Sdn. Bhd. • Sushi Kin (East Malaysia) Sdn. Bhd.
PT. Texchem Indonesia • Sushi King Company Limited
Texchem Materials (Thailand) Ltd. • PT. Sushi King Group Indonesia
Texchem Materials (Vietnam) Co., Ltd. Miraku Sdn. Bhd.
Texchem Singapore Private Limited Donburi House Sdn. Bhd.
Lifeon Asia Sdn. Bhd. Kokubu Food Logistics Malaysia Sdn. Bhd.
D&N Coffee and Restaurant Malaysia Sdn. Bhd.
POLYMER ENGINEERING DIVISION

Texchem Polymer Engineering Sdn. Bhd. CORPORATE SERVICES DIVISION
Texchem-Pack (M) Sdn. Bhd. Texchem Corporation Sdn. Bhd.
Texchem-Pack (Johor) Sdn. Bhd. Texchem Risk Management Sdn. Bhd.
Texchem-Pack (PP) Sdn. Bhd.
• Texchem Advanced Products Incorporated Sdn. Bhd.
Texchem-Pack (Thailand) Co., Ltd. VENTURE BUSINESS DIVISION
Texchem-Pack (Vietnam) Co., Ltd. Texchem Japan, Inc.
Texchem Life Sciences Sdn. Bhd.
Eye Graphic Sdn. Bhd. Acumen Scientific Sdn. Bhd.
Texchem Polymers Sdn. Bhd.

FOOD DIVISION
Texchem Food Sdn. Bhd.
ASSOCIATES
Sea Master (Malaysia) Sdn. Bhd.
• Sea Master Food Sdn. Bhd. Yoshinoya Hanamaru Malaysia Sdn. Bhd.
• Sea Master Retail Sdn. Bhd.
A.S.K Andaman Limited Otafuku Sauce Malaysia Sdn. Bhd.
Texchem Food (Myanmar) Limited
Texchem Marine Labutta Limited
Notes:
1) The above companies are operating subsidiaries and associated companies of Texchem Resources Bhd. Group.
2) The complete list of Texchem Resources Bhd. Group as at 31 December 2017 is disclosed in Note 4 to the Financial
Statements of this Annual Report.
2 TEXCHEM RESOURCES BHD company no. 16318-K

PRESIDENT’S MANAGEMENT
DISCUSSION AND ANALYSIS
OVERVIEW OF THE GROUP’S BUSINESS AND Restaurant Division is bringing positive values while we are
OPERATIONS still working on the supply challenges faced in the seafood
business.
Texchem Resources Bhd (TRB) Group began operations as
a textile chemical trader in 1973 and has since undergone Amidst these challenges, the Group delivered total revenue
tremendous growth and diversification. Today, TRB Group of RM1.1 billion and a pre-tax profit of RM6.8 million for the
(the Group) is a Malaysian multinational conglomerate financial year ended 31 December 2017
that comprises four diverse business Divisions (Industrial,
Polymer Engineering, Food and Restaurant) with operations FINANCIAL PERFORMANCE REVIEW
that span across the ASEAN region and Japan. Through
these four pillars of our business Divisions, the Group The Group saw a 7.1% increase in its revenue from RM1.0
continues to create quality value add products and services billion in FY2016 to RM1.1 billion in FY2017. The pre-tax
and to grow its business in the region. profit moved from RM13.6 million in FY2016 to RM6.8
million in FY2017, representing a decrease of 49.7%.
FY2017 was a challenging year for the Group. On the
one hand we saw the robust economic growth in China The higher pre-tax profit in FY2016 was attributed to the
and ASEAN that boost demand, while on the other we RM18.7 million gain on disposal of 30% equity interest in
experienced price hike in raw materials due to shortage of Fumakilla Asia Sdn Bhd and 26.36% equity interest in PT
supply. We also faced the volatility in fluctuation of foreign Fumakilla Nomos which was completed on 9 December
exchange which hit our domestic business but benefitted 2016.
our export business. The Halal strategy adopted by our
ANNUAL REPORT 2017 3

DISCUSSION AND ANALYSIS (CONT’D)
BUSINESS REVIEW BY DIVISIONS
(a) Industrial Division
Industrial Division recorded a revenue of RM445.4 million in FY2017 compared to RM390.7 million in FY2016. A higher
pre-tax profit of RM9.28 million was achieved in FY2017 against a pre-tax profit of RM9.11 million in FY2016.
Staying focused in executing its growth strategies in addition to carrying out various initiatives to increase business to
existing customers, securing new major customers, developing new business and being appointed as distributor for new
products, the Divisional revenue grew by 14% in FY2017.
The robust economic growth in China and ASEAN countries have indirectly driven the Division’s revenue but it also resulted
in the Division having to operate under a very competitive environment with more players entering into the marketplace
especially in Vietnam and thereby affecting our product margins and driving up cost of doing business. This has caused the
Divisional profitability to grow only by 1.8% in FY2017.
During the year under review, the Division has expanded to become a regional leader in the sales and distribution of industrial
raw materials and additives and has established a presence in major ASEAN cities with overseas operations continuing to
be the key contributor towards its performance with pre-tax profits of RM6.03 million in FY2017. As for the local front, the
Division’s Malaysian operations managed to record a higher pre-tax profit of RM3.25 million in FY2017, achieving a 38.3%
increase from RM2.35 million in FY2016 on the back of higher turnover.
Prospects for the Industrial Division remain positive as a result of its differentiation strategy focusing on geographical
expansion, key market resilient industries, expansion and diversification of both chemical and non-chemical based products
coupled with investment and development of the Division’s human capital.
(b) Polymer Engineering Division
Polymer Engineering Division recorded a revenue of RM190.71 million in FY2017, which is comparable to the revenue of
RM191.18 million in FY2016. Excluding revenue from our operation in Wuxi, China which ceased operation in early 2017, the
Division achieved a remarkable 12% growth in revenue in FY2017 compared to FY2016. Excluding the financial impact on
pre-tax profit from the closure of our Wuxi operations, the Division registered a significantly higher pre-tax profit of RM5.67
million in FY2017 compared to the pre-tax profit of RM1.87 million in FY2016.
Our key business segments for FY2017 consist of Hard Disk Drive (HDD), medical / life sciences and Consumer Electrical
& Electronic (E&E) in terms of revenue contribution.
The revenue from HDD segment revenue in FY2017 was RM59.44 million, comparable to RM59.82 million in FY2016
despite a decline in global HDD shipments. Revenue from Consumer E&E segment saw a sharp decline from RM54.77
million in FY2016 to RM39.94 million in FY2017 due to cessation of our operations in Wuxi, China. Meanwhile, our medical /
life science segment recorded revenue growth from RM34.25 million in FY2016 to RM41.22 million in FY2017.
In the midst of growing the existing business in the above-mentioned core business segments, the Division is also developing
new products with its existing customers, as well as new customers and other business segments such as automotive and
aerospace industries.
(c) Food Division
Revenue for Food Division contracted by 6.7% from RM219.45 million in FY2016 to RM204.73 million in FY2017 due to poor
raw material landings and unfavourable foreign exchange arising from a stronger Ringgit.
The profitability of the Division was affected due to unpredictable and adverse weather changes during the year which caused
poor raw material landing in our Myeik and Labutta operations in Myanmar. Anticipating the unpredictable low catch cycle
to prolong, our Food Division has diversified upstream in the supply chain with planned investments into fish aquaculture.
On 12 October 2017, Texchem Aquaculture (Myanmar) Limited was incorporated, as a wholly owned subsidiary of Texchem
Food Sdn Bhd, under the Myanmar Companies Act. Texchem Aquaculture (Myanmar) Limited will spearhead the Division’s
fish farming activities in Myanmar.

BUSINESS REVIEW BY DIVISIONS (CONT’D)
(c) Food Division (cont’d)
The Division strategically restructured the activities of Ocean Pioneer Food Sdn Bhd in FY2017 from marine products
processing to Central Kitchen activities in support of the Group’s growing restaurant segment. The Division’s Central Kitchen
operations were relocated from Pantai Remis, Perak to Prai, Penang to facilitate the growth in business and efficient sharing
of resources within the Division.
We will continue to invest prudently towards securing upstream resources with our divergence into marine product farming
and downstream value add seafood processing by increasing use of automation in our Central Kitchen activities.
Weather related unpredictable low raw material landing is anticipated to prolong, causing an adverse effect on our Division’s
activities and the Division anticipates to continue facing challenges in FY2018.
(d) Restaurant Division
Our Restaurant Division recorded a 16.1% increase in revenue from RM227.75 million in FY2016 to RM264.47 million in FY
2017 mainly due to rapid store expansion, from 131 restaurants in the previous year to 154 restaurants in the financial year
under review. Excluding the closure costs of our 2 Tim Ho Wan restaurants in FY2017, the Division’s pre-tax profits improved
from RM7.80 million (after excluding impairment of goodwill) in FY2016 to RM10.2 million in FY2017.
Generally, the operating environment for Restaurant Division was challenging caused by the tight labour market, increasing
operating costs, increasingly competitive market conditions and a price sensitive consumer market.
In Malaysia, our Sushi King outlets have grown from 111 restaurants as at 31 December 2016 to 120 stores as at 31
December 2017. As at 31 December 2017, Sushi King has a total of 112 outlets certified Halal by JAKIM which affords us a
wider market reach. All 120 outlets will be certified Halal by JAKIM as the audit continues from outlet to outlet.
Expanding our brand offering in the domestic market, we opened the first Hoshino Coffee store in Malaysia on 4 December
2017. Founded in 2011, Hoshino Coffee opened its first outlet in Saitama Prefecture, Japan. Hoshino Coffee, famous for its
specialty hand dripped coffee crafted from blended premium Arabica roasted coffee beans, has expanded to more than 180
outlets in Japan and has made their presence in Singapore, South Korea, China and now, Malaysia. The second Hoshino
Coffee store opened in Queensbay Mall, Penang in March 2018.
Establishing Restaurant Division’s footprint both regionally and internationally would be key for the long term sustainability
of our business segment. On 30 September 2017, we opened our first Sushi King restaurant in AEON Mall, Jakarta Garden
City in Indonesia. We target to open 2 more outlets in Indonesia in 2018.
In 2017, we ceased the operation of our 2 Tim Ho Wan restaurants in Malaysia despite our best efforts to maintain business
viability. The closure costs arising from cessation of business adversely impacted the profitability of the Division by RM5.8
million.
As at 31 December 2017, the Division operated a total of 154 restaurants including 120 Sushi King restaurants in Malaysia,
1 Sushi King restaurant in Indonesia, 1 Miraku restaurant, 3 Goku Raku Ramen restaurants, 2 Nabe King restaurants, 22
Yoshinoya Hanamaru restaurants, 4 Doutor Coffee restaurants and 1 Hoshino Coffee restaurant.
We remain positive on the prospects for Restaurant Division for 2018 with expansion of our restaurant brands in the domestic
and international markets.

BUSINESS PROSPECTS MOVING FORWARD
Bank Negara Malaysia made a statement on 14 February 2018 that going forward, growth is expected to remain favourable
in 2018, with domestic demand continuing to be the key driver of growth. The expected faster expansion in global growth
would continue to benefit Malaysia’s exports, with positive spillovers to the domestic economic activity. Headline inflation
is expected to moderate in 2018, reflecting a smaller contribution from global cost factors and a stronger Ringgit compared
to 2017. Upward pressures from the robust demand condition will be contained by continued spare capacity in the
labour market and on-going investment for capacity expansion. The trajectory for headline inflation, however, will remain
dependent on the trend of global oil price, which remains highly uncertain.
The Group recognizes that the local and global economic conditions are challenging in 2018 and as a business organization,
uncertainties are bound to invariably affect business and process. The key is our readiness to face and surmount them.
Our Restaurant Division will continue to focus on growing our brand equity to boost market share as well as expansion via
new concept restaurants in Malaysia and ASEAN for long term sustainability.
Expansion in our Food Division will be further supported by upstream business for sustainable growth in our strategy to
overcome challenges of low landing of raw materials.
As for Polymer Engineering Division, efforts will be channeled to focus on its key growth drivers particularly in HDD,
medical/life sciences as well as semiconductor segments, apart from exploring new opportunities in other areas.
Industrial Division will continue its footprint to be the regional leader in ASEAN in the sales and distribution of industrial
raw materials and additives by focusing on geographical expansion, key market resilient industries, expansion and
diversification of both chemical and non-chemical based products.
REWARDING OUR SHAREHOLDERS
We are always grateful for the support of our shareholders, and we remain committed to paying steady dividends. The
Company, in respect of FY2017, declared a first interim single tier dividend of RM0.10 per share on 9 December 2016 and
was paid on 10 January 2017.
A first interim single tier dividend of RM0.10 per share amounting to approximately RM12.15 million in respect of FY2018
was declared on 14 December 2017 and was paid on 15 January 2018.
APPRECIATION
On behalf of the Executive Chairman and the Board, I would like to thank and express my sincere appreciation to our valued
shareholders, bankers, customers, business partners and regulatory authorities for their continued support, guidance and
assistance extended to the Group. The Board would like to express its appreciation to the management and employees of
the Group for their hard work, passion and dedication.
Yap Kee Keong

President & Group CEO

BOARD OF DIRECTORS
TAN SRI DATO’ SERI (DR.) FUMIHIKO KONISHI

Executive Chairman
Gender/Age/Nationality
Male, 74, Japanese
Date of appointment to the Board

20 February 1974
Membership of Board Committees

Chairman of Executive Committee
Working experience/Occupation
Founder of Texchem Resources Bhd Group (“TRB Group”)
He is responsible for the overall business strategy for
TRB Group from its humble beginnings in 1973 to a
diversified manufacturing, services and trading group
Instrumental in bringing and promoting many other
Japanese joint venture groups to Penang and Malaysia
Heads the Restaurant Division of TRB Group
Academic/Professional Qualification/Membership(s)
Bachelor of Pharmacy Degree from Tokyo University of
Pharmacy and Life Science
Bestowed an honorary fellowship by the Limkokwing
University College of Creative Technology in 2001
Conferred the Honorary Degree of Doctor Of Science
by the Universiti Sains Malaysia in 2013
Directorship in other listed issuers/public companies

Nil
Accolades/Recognition
Granted permanent residency status by the Malaysian
Government in 1990
Bestowed the following honorary titles
• Darjah Johan Negeri (D.J.N.) by the Governor of
Penang in 1991
• Darjah Setia Pangkuan Negeri (D.S.P.N.) in 1994
• Darjah Gemilang Pangkuan Negeri (D.G.P.N.) in
2000
• Darjah Kebesaran Panglima Setia Mahkota
(P.S.M.) in 2007
Conferred the award “The Order of the Rising Sun,
Gold and Silver Rays” by His Majesty, the Emperor of
Japan in 2017
Any family relationship with any director and/or major

shareholder of the listed issuer
Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi does not have
any family relationship with any Director and/or major
shareholders of TRB save as disclosed in the Analysis
of Shareholdings section of this Annual Report.
He has personal interest via Texchem Holdings Sdn.
Bhd. and Texchem Corporation Sdn. Bhd. Group of Other than traffic offences, the list of convictions for
Companies (collectively “Related Companies”) in offences within the past 5 years and particulars of any
the business arrangements involving the Related public sanction or penalty imposed by the relevant
Companies with TRB and TRB’s subsidiaries. regulatory bodies during the financial year, if any
None
Any conflict of interests that the person has with the
listed issuer Number of board meetings attended in the financial year
None 5/5

BOARD OF DIRECTORS (CONT’D)
Date of appointment to the Board ASEAN Chartered Professional

1 January 2004 Accountant, ACPA Coordination
Committee (ACPACC)
Membership of Board Committees Lifetime Membership Award by the
Member of Executive Committee Asian Academy of Management,
Universiti Sains Malaysia
Prior to joining the Texchem Directorship in other listed issuers/
Resources Bhd. Group of public companies
Companies (“TRB Group”), Independent Non-Executive
Dato’ Brian Tan was attached to Director of PBA Holdings Bhd.
KPMG. Dato’ Brian Tan joined
TRB Group in 1993 and has Any family relationship with any
extensive experience in the fast director and/or major shareholder
moving consumers goods industry, of the listed issuer
seafood processing industry None
and manufacturing and sale of
household insecticide products Any conflict of interests that the
President and Chief Executive person has with the listed issuer
DATO’ BRIAN TAN GUAN HOOI Officer of Food Division of TRB None
Deputy Chairman Group
Other than traffic offences, the list of
Academic/Professional convictions for offences within the
Gender/Age/Nationality Qualification/Membership(s)
Male, 49, Malaysian past 5 years and particulars of any
Bachelor of Accounting (First public sanction or penalty imposed
Class Honours) Degree from the by the relevant regulatory bodies
University of Malaya during the financial year, if any
Masters in Business Administration None
(Distinction) from the Universiti
Sains Malaysia Number of board meetings attended
Chartered Accountant, Malaysian in the financial year
Institute of Accountants 5/5
Certified Practising Accountant,
CPA Australia
Date of appointment to the Board Directorship in other listed issuers/

1 January 2006 public companies
None
Member of Executive Committee Any family relationship with any
director and/or major shareholder of
Working experience/Occupation the listed issuer
Joined Texchem Resources Bhd. in None
1988. Mr Yap Kee Keong has more
than 29 years of experience in the Any conflict of interests that the
sales, marketing and distribution of person has with the listed issuer
industrial raw materials as well as None
manufacturing experience in the
polymer manufacturing industry Other than traffic offences, the list of
specialising in the electronic and convictions for offences within the
medical devices sectors past 5 years and particulars of any
President and Chief Executive public sanction or penalty imposed
Officer of Industrial Division of by the relevant regulatory bodies
Texchem Resources Bhd. Group during the financial year, if any
MR YAP KEE KEONG (“TRB Group”) None
President and Executive Chairman of Polymer
Group Chief Executive Officer Engineering Division of TRB Group Number of board meetings attended
in the financial year
Academic/Professional 4/5
Qualification/Membership(s)
Male, 54, Malaysian
Bachelor of Science (Honours)
Degree in Physics from the
University of Malaya
Masters in Business Administration
from the University of Portsmouth,
United Kingdom


None
Joined Texchem Resources None
Bhd. Group of Companies (“TRB
Group”) in 1984. Mr Wong Kin Any conflict of interests that the
Chai has more than 34 years of person has with the listed issuer
experience in the sales, marketing None
and distribution of industrial raw
materials Other than traffic offences, the list of
President and Chief Executive convictions for offences within the
Officer of Corporate Services past 5 years and particulars of any
Division of TRB Group public sanction or penalty imposed
by the relevant regulatory bodies
Academic/Professional during the financial year, if any
MR WONG KIN CHAI Qualification/Membership(s) None
Bachelor of Science (Honours)
Executive Director
Degree in Chemistry from the Number of board meetings attended
University of Malaya in the financial year
Gender/Age/Nationality Masters in Business Administration 4/5
Male, 58, Malaysian from the University of Malaya
Date of appointment to the Board Any family relationship with any

12 March 2003 director and/or major shareholder of
the listed issuer
Membership of Board Committees None
Nomination Committee (Chairman)
Audit Committee (Member) Any conflict of interests that the
Remuneration Committee (Member) person has with the listed issuer
None
More than 40 years of business Other than traffic offences, the list of
experience in the property sector, convictions for offences within the
commodities sector and property past 5 years and particulars of any
development industry public sanction or penalty imposed
Hold various directorships, by the relevant regulatory bodies
presidentship and committee during the financial year, if any
member of many voluntary None
organisations in the State of
Penang Number of board meetings attended
in the financial year
DATO’ SERI NAZIR ARIFF BIN Academic/Professional 5/5
MUSHIR ARIFF
Fellow of the British Institute of
Independent Non-Executive Director
Management
Attended management development
programmes in United Kingdom,
Male, 72, Malaysian
United States of America and Manila
Intensive training at the London
Metals Exchange in London
Directorship in other listed issuers/

public companies
Group Executive Director of Aspen
(Group) Holdings Limited
Executive Director of Escoy
Holdings Berhad
Independent Non-Executive
Director of PBA Holdings Bhd


5 March 2001 public companies
Director of Sungei Ara Estates
Membership of Board Committees Berhad (non-listed public company)
Audit Committee (Chairman)
Nomination Committee (Member) Any family relationship with any
Remuneration Committee (Member) director and/or major shareholder of
the listed issuer
Working experience/Occupation None
Chartered Accountant
Worked with Coopers & Lybrand’s Any conflict of interests that the
Penang and London offices from person has with the listed issuer
1971 to 1979 None
Managing Director of Kennedy
Burkill & Company Berhad from Other than traffic offences, the list of
1986 to 2007 convictions for offences within the
Holds directorships and other past 5 years and particulars of any
leadership positions on several public sanction or penalty imposed
not-for-profit, professional and by the relevant regulatory bodies
DATO’ DANNY GOON voluntary organisations in the during the financial year, if any
SIEW CHEANG State of Penang None
Independent Non-Executive Director Academic/Professional Number of board meetings attended
Qualification/Membership(s) in the financial year
Gender/Age/Nationality Fellow of the Association of 5/5
Male, 67, Malaysian Chartered Certified Accountants,
United Kingdom
Chartered Accountant, Malaysian
Institute of Accountants

18 April 2012 public companies
None
Remuneration Committee (Chairman) Any family relationship with any
Audit Committee (Member) director and/or major shareholder of
the listed issuer
Working experience/Occupation None
Partner in Messrs K. Ahmad & Yong
from 1996 to 2016, specialising in Any conflict of interests that the
conveyancing and land matters, person has with the listed issuer
construction and development, None
manufacturing, employment,
banking and finance (including Other than traffic offences, the list of
Islamic banking and finance), convictions for offences within the
company incorporation, mergers past 5 years and particulars of any
and acquisition and intellectual public sanction or penalty imposed
property by the relevant regulatory bodies
Served as an international during the financial year, if any
CIK ZARIZANA @ IZANA BINTI consultant on legislative reform None
ABDUL AZIZ in Afghanistan, Indonesia (Aceh),
Maldives, Myanmar and Timor Number of board meetings attended
Leste and judicial trainer in in the financial year
Pakistan 5/5
Gender/Age/Nationality Formerly a researcher and
Female, 52, Malaysian an adjunct professor of law at
Northeastern University, Boston
Academic/Professional
Bachelor of Laws Degree from the
University of Sydney Law School,
Sydney Australia
Masters of Laws from Columbia
University Law School, New York,
United States of America

KEY SENIOR MANAGEMENT
MR TAN PENG LAM Academic/Professional Any conflict of interests that the

Group Chief Financial Officer and Qualification/Membership(s) person has with the listed issuer
Joint Company Secretary Masters Degree in Business None
Administration from Massey
Gender/Age/Nationality University, New Zealand Other than traffic offences, the list of
Male, 59, Malaysian Fellow of the Association of convictions for offences within the
Chartered Certified Accountants, past 5 years and particulars of any
United Kingdom public sanction or penalty imposed
Date of appointment to the key Chartered Accountant, Malaysian by the relevant regulatory bodies
senior management position Institute of Accountants during the financial year, if any
17 March 2011 None
Directorship in other listed issuers/
Membership of Board Committees public companies
None None
Working experience/Occupation Any family relationship with any

More than 35 years of experience in director and/or major shareholder of
the field of financial management, the listed issuer
financial accounting, corporate None
affairs and auditing
MR AKIHIKO HIJIOKA Academic/Professional Other than traffic offences, the list of

President and Chief Operating Officer Qualification/Membership(s) convictions for offences within the
Restaurant Division Bachelor of Economics from past 5 years and particulars of any
Waseda University, Tokyo, Japan public sanction or penalty imposed
Gender/Age/Nationality by the relevant regulatory bodies
Male, 50, Japanese Directorship in other listed issuers/ during the financial year, if any
public companies None
None
Date of appointment to the key
senior management position Any family relationship with any
1 January 2014 director and/or major shareholder of
the listed issuer
Membership of Board Committees None
Member of Executive Committee
Any conflict of interests that the
Working experience/Occupation person has with the listed issuer
More than 26 years of experience None
in sales and marketing related
to textile and garment, seafood
as well as food and beverages
industries
MR TAY PENG TECK Academic/Professional Other than traffic offences, the list of
President and Chief Executive Officer Qualification/Membership(s) convictions for offences within the
Polymer Engineering Division Bachelor of Business Degree past 5 years and particulars of any
in Business Administration from public sanction or penalty imposed
Gender/Age/Nationality RMIT University, Melbourne by the relevant regulatory bodies
Male, 58, Malaysia Australia during the financial year, if any
Member of Chartered Institute of None
Marketing
Date of appointment to the key
senior management position Directorship in other listed issuers/
None
More than 28 years of experience None
in packaging industry involving
printing, foam packaging, Any conflict of interests that the
thermoforming and injection person has with the listed issuer
molding on electrical & electronics, None
automotive, fast moving consumer
goods, communications, hard
disk-drives business and etc.

GROUP FINANCIAL HIGHLIGHTS
2013 2014 2015 2016 2017

RM’000 RM’000 RM’000 RM’000 RM’000
Revenue^ 953,615 1,022,663 1,055,425 1,035,299 1,108,584
Profit Before Tax^ 12,003~ 3,538 23,409 13,598< 6,836>
Net Profit/(Loss) Attributable

to Owners of the
Company 8,499~ 1,184 10,039 3,213 (3,640)
Total Equity Attributable

to Owners of the
Company/Net Assets@ 197,036 208,782 300,163 297,971 272,396
Net Tangible Assets@ 141,154 151,242 242,842 237,941 213,587
No. of Ordinary Shares Issued

(‘000) 124,099 124,099 124,099 124,099 124,099
No. of Ordinary Shares Issued

Less Treasury Shares (‘000) 124,099 124,099 123,134 121,667 121,508
Dividends Paid – – 15,142 10,234 10,055
Dividends (%) – – 15 10 10
Earnings/(Loss) Per Share

(Sen) ^ 6.85 0.95 8.09 2.64 (2.99)
Net Assets Per Share

(RM/Share) #@ 1.59 1.68 2.44 2.45 2.24
Net Tangible Assets Per Share

(RM/Share) #@ 1.14 1.22 1.97 1.96 1.76
Gearing ratio (times)^^ 0.67 0.69 0.28 0.14 0.25
^
Includes continuing and discontinuing operations
~
Includes fair value gain on re-measurement of an associate of RM11.2 million and bargain purchase gain on acquisition
of a subsidiary of RM5.1 million
<
Includes gain on disposal of associates of RM18.70 million, closure costs of RM6.49 million arising from cessation of
business by a subsidiary and impairment loss on goodwill of RM2.50 million
>
Includes gain on deconsolidation of subsidiaries of RM4.83 million, gain on disposal of property, plant and equipment
of RM2.42 million, impairment loss on property, plant and equipment of RM2.12 million and closure costs of RM6.21
million arising from cessation of business by subsidiaries
@
Adjusted for the Company’s shares held by a subsidiary of RM14.32 million (2015 and 2016: RM14.60 million) (2013
and 2014: RM18.05 million) included in capital reserve
#
Divided by number of ordinary shares issued less treasury shares
^^
Gearing ratio is defined as net borrowings (cash and cash equivalents less total borrowings) divided by total equity
adjusted for the Company’s shares held by a subsidiary of RM14.32 million (2015 and 2016: RM14.60 million) (2013
and 2014: RM18.05 million) included in capital reserve

GROUP FINANCIAL HIGHLIGHTS (CONT’D)
RM’000
RM’000
1,200,000 1,108,584 30,000

1,055,425
1,022,663 1,035,299
1,000,000 953,615 25,000

23,409
800,000 20,000
600,000 15,000
12,003 13,598
400,000 10,000
6,836
200,000 5,000 3,538
0 0
2013 2014 2015 2016 2017 2013 2014 2015 2016 2017
Revenue Profit Before Tax
Sen/Share
RM’000 10
10,039
10,000 8.09
8,499 8
6.85
8,000
6
6,000
4
4,000 3,213 2.64
2,000 2
1,184 0.95
0 0
(2,000) (2)
(4,000) (2.99)
(3,640) (4)
2013 2014 2015 2016 2017 2013 2014 2015 2016 2017
Net Profit/(Loss) Attributable to Owners Earnings/(Loss) Per Share (sen)

of the Company

CORPORATE INFORMATION
BOARD OF DIRECTORS REGISTERED OFFICE

Executive Chairman Level 18, Menara Boustead Penang
Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi 39 Jalan Sultan Ahmad Shah
10050 Penang
Deputy Chairman Tel: 604-2296000
Dato’ Brian Tan Guan Hooi Fax: 604-2291430
President and Group Chief Executive Officer SHARE REGISTRAR

Yap Kee Keong AGRITEUM Share Registration Services Sdn. Bhd.
2nd Floor, Wisma Penang Garden
Executive Director 42 Jalan Sultan Ahmad Shah
Wong Kin Chai 10050 Penang
Tel: 604-2282321
Independent Non-Executive Directors Fax: 604-2272391
Dato’ Seri Nazir Ariff Bin Mushir Ariff
Dato’ Danny Goon Siew Cheang AUDITORS
Zarizana @ Izana Binti Abdul Aziz KPMG PLT
LLP0010081-LCA & AF 0758
Chartered Accountants
EXECUTIVE COMMITTEE Penang
Chairman Tel: 604-2382288
Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi Fax: 604-2382222
Members PRINCIPAL BANKERS

Dato’ Brian Tan Guan Hooi Malayan Banking Berhad
Yap Kee Keong HSBC Bank Malaysia Berhad
Wong Kin Chai Hong Leong Bank Berhad
Akihiko Hijioka RHB Bank Berhad
Tay Peng Teck AmBank (M) Berhad
CIMB Bank Berhad
AUDIT COMMITTEE SOLICITORS

Chairman Presgrave & Matthews
Dato’ Danny Goon Siew Cheang Zaid Ibrahim & Co.
Members PAID-UP CAPITAL

Dato’ Seri Nazir Ariff Bin Mushir Ariff RM124,099,235
Zarizana @ Izana Binti Abdul Aziz
STOCK EXCHANGE LISTING
Main Market of Bursa Malaysia Securities Berhad
NOMINATION COMMITTEE
Stock name: TEXCHEM
Chairman Stock code: 8702
Dato’ Seri Nazir Ariff Bin Mushir Ariff Listing date: 17 May 1993
Member SUBSIDIARIES
Dato’ Danny Goon Siew Cheang Please refer to the Corporate Structure section of this
Annual Report for the list of subsidiaries of the Company.
REMUNERATION COMMITTEE
WEBSITE
Chairman www.texchemgroup.com
E-MAIL ADDRESS
Members trb@texchemgroup.com
Dato’ Seri Nazir Ariff Bin Mushir Ariff
Dato’ Danny Goon Siew Cheang
COMPANY SECRETARIES
Tan Peng Lam (MIA 37392)
Lee Puay Img @ Eng Puay Img (LS 0009427)

EXECUTIVE COMMITTEE
TERMS OF REFERENCE
To assist the Board of Directors (“Board”) in decision-making by undertaking the necessary business deliberations and
operational activities necessary for the day-to-day running of the organisation and to seek necessary Board approvals
where applicable.
AUDIT COMMITTEE
TERMS OF REFERENCE
Objective
1. The principal objective of the Audit Committee (AC) is to assist the Board in fulfilling its oversight responsibilities of the
Group’s financial reporting process and internal control system.
Membership
2. The AC shall be appointed by the Board from among their members and shall consist of no fewer than three (3) non-
executive directors. All AC members should be non-executive directors, with a majority of them being independent
directors.
All members of the AC shall be financially literate and at least one (1) member should be a member of an accountancy
association or body.
3. The AC shall elect a Chairman from among their members who shall be an Independent Non-Executive Director. In the
absence of the Chairman, the remaining members present shall among themselves elect a Chairman who must be an
independent director to chair the meeting.
4. In the event of any vacancy in the AC resulting in the non-compliance with 2 above, the Board of Directors shall fill the
vacancy within three months.
Authority
5. The AC is authorised by the Board to investigate any activity within its terms of reference. It is authorised to seek any
information it requires from any employee and all employees are directed to co-operate with any request made by the
Committee.
6. The AC is authorised by the Board to obtain external, legal or independent professional advice and to secure the attendance
of such external advisors with relevant experience, if considered necessary.
7. The AC is authorised to convene meetings with the external auditors, the internal auditors or both, without the presence
of other directors and employees, whenever deemed necessary.
8. The AC is authorised to have direct communication channels with the external auditors and persons carrying out the
Internal Audit function or activity.
Duties
9. The duties of the AC shall be
(a) Oversight of financial reporting:

(i) Review the quarterly and annual financial statements and consolidated financial statements of the Company
and of the Group with the Management and external auditors and recommend to the Board of Directors for
consideration; and
(ii) Review with Management and external auditors before presenting to the Board for consideration, the Group’s
Statement on Risk Management and Internal Control for inclusion in the Annual Report

AUDIT COMMITTEE (CONT’D)
Duties (cont’d)
(b) Oversight of external auditors and evaluation of the external audit process:
(i) Review with them, their audit plan, scope and areas of audit;
(ii) Review with them, their evaluation of the internal control environment and systems and audit findings;
(iii) Review with them, their audit report;
(iv) Review with them, their management letters and management responses;
(v) Review with them, the adequacy of the co-operation given by the Company’s officers in the course of audit; and
(vi) Review with Management, the performance, competency, independence and suitability of the external auditors for
recommendation to the Board for reappointment, the audit fee and any matter of resignation or dismissal.
(c) Oversight of internal auditors and evaluation of the internal audit process:
(i) Review 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;
(ii) Review the annual Internal Audit plan, process and results of the Internal Audit activities including investigation and
their evaluation of the Group’s governance, risk management and internal control environment, systems and processes,
and where necessary, ensure that appropriate actions are taken by Management on the recommendations of the
Internal Audit function;
(iii) Review annually the performance of the Internal Audit function;
(iv) Review the annual performance appraisal or assessment of the Internal Audit staff including the adequacy of
Internal Audit resources
(v) Approve any appointment or termination of senior staff members of the Internal Audit function; and
(vi) Take cognizance of resignation of Internal Audit staff members and provide the resigning staff members an
opportunity to submit their reasons for resigning.
(d) Oversight of Related Party Transactions and Conflict of Interest situations

(i) Review any related party transactions or conflict of interest situations that may arise within the Company or Group
including any transaction, procedure or course of conduct that raises questions of management integrity.
(e) To consider any other functions as may be agreed between the AC and the Board of Directors.
Attendance, Quorum and Frequency of Meeting
10. The Chairman of the AC should engage on a continuous basis with senior Management, such as the Chairman, the
Chief Executive Officer, the Chief Financial Officer, the Chief Audit Executive and the external auditors in order to be kept
informed of matters affecting the Company and the Group.
11. The Chief Financial Officer, Chief Audit Executive, and representatives of the external auditors shall normally attend
meetings. Other Board members and employees may attend meetings upon the invitation of the AC. However, the AC
shall meet with the external auditors without the presence of Executive Board members and Management at least twice a
year and whenever necessary.
12. In order to form a quorum in the AC meeting, the majority of members present must be Independent Directors.
13. The Committee shall meet not less than 4 times a year. The external auditors may request for a meeting if they consider
necessary.
14. Questions arising at any meeting of the AC shall be decided by a majority of votes of the members present, and in the case
of equality of votes, the Chairman of the AC shall have a second or casting vote.
Minutes
15. The Chief Audit Executive shall act as Secretary to the AC. The Minutes of each AC meeting shall be kept at the registered
office and distributed to each member of the AC and other members of the Board. The AC Chairman shall report on each
meeting to the Board.
16. The minutes of the AC meetings shall be signed by the Chairman of the meeting at which the proceedings were held or
by the Chairman of the next succeeding meeting.

REMUNERATION COMMITTEE
TERMS OF REFERENCE
Objective
In accordance with the Malaysian Code on Corporate Governance, the Remuneration Committee is set up to provide
recommendations to the Board of Directors (“Board”) on:
a) A formal and transparent procedure for developing the remuneration policy that meets the Company’s business
strategies and long-term objectives.
b) The remuneration of the Executive Directors and senior management in all its forms such that the component parts of
remuneration are structured to link rewards to corporate and individual performance.
Executive Directors should play no part in decisions on their own remuneration while the remuneration of the
Non-Executive Directors should be a matter for the Board as a whole to determine. The individuals concerned should
abstain from discussion of and voting on his or her own remuneration.
Size and Composition
The Remuneration Committee shall consist wholly of Non-Executive Directors and a majority of them must be independent
Directors. The members of the Remuneration Committee shall elect a Chairman from amongst its members.
Meetings
The Remuneration Committee shall meet as and when is necessary. The quorum for any meetings shall be two (2)
members subject to any laws, guidelines or rules that may be imposed by Bursa Malaysia Securities Berhad and/or any
other relevant authority(ies).
Secretaries
The Company Secretaries shall act as Secretaries of the Remuneration Committee and shall be responsible for keeping
minutes of meetings of the Remuneration Committee and circulating them to the Remuneration Committee members.
Duties and Responsibilities
1) To determine and recommend to the Board the framework or broad policy for the remuneration, in all forms, of the
Executive Directors, senior management and/or any other persons as the Remuneration Committee is designated to
consider by the Board, having regard to the Company’s operating results, individual performance, comparable market
statistics and drawing from outside advice as necessary.
2) To determine and recommend to the Board the remuneration packages and any performance related pay schemes for
the Executive Directors, senior management and/or any other persons as the Remuneration Committee is designated
to consider by the Board.
3) To determine the policy for and scope of service agreements for the Executive and Non-Executive Directors, termination
payment and compensation commitments.
4) To report to the Board any matters that the Remuneration Committee considers should be brought to the attention of
the Board and to provide sufficient information to the Board to ensure that the Board makes an informed decision in
relation to the Remuneration Committee’s recommendations.
5) To produce any required reports as may be required from time to time.
6) To recommend to the Board the appointment of the services of such advisers or consultants as it deems necessary to
fulfill its responsibilities.
7) To carry out other responsibilities, functions or assignments as may be defined by the Board from time to time.
8) The Chairman shall attend the Annual General Meetings to answer any questions relating to the Remuneration
Committee’s activities

NOMINATION COMMITTEE
TERMS OF REFERENCE
Objective
In accordance with the Malaysian Code on Corporate Governance, the Nomination Committee is set up to provide
recommendations to the Board of Directors (“Board”) on the candidates for all directorships of Texchem Resources Bhd.
(“TRB”) to be filled by the shareholders or the Board. Final decision on the appointment of any directors of TRB shall be
made by the Board.
The Nomination Committee shall be responsible in ensuring the appropriate Board balance and size, and that the Board
has a required mix of skills, knowledge, experience, independence and diversity (diversity in gender, ethnicity and age).
An annual review of the mix of skills, knowledge, experience and other core competencies of the Board shall be made by
the Nomination Committee.
Size and Composition
The composition of Nomination Committee must not be less than (2) members. The Nomination Committee shall comprise
wholly of Non-Executive Directors, the majority of whom are independent. The members of the Nomination Committee
shall elect a Chairman from amongst any of its members who shall be an Independent Director. The Chairman shall attend
the Annual General Meetings and provide response to questions addressed to the Chairman.
Meetings
The Nomination Committee shall meet as and when is necessary. The quorum for any meetings shall be two (2) members
subject to any laws, guidelines or rules that may be imposed by Bursa Malaysia Securities Berhad and/or any other
relevant authority(ies).
The Nomination Committee may from time to time and if deemed appropriate, consider and approve and/or recommend
relevant matters via a Circular Resolution in writing in lieu of formally convening a meeting. The Circular Resolution shall
be as valid and effectual as if it has been passed by a meeting of the Nomination Committee duly convened.
Notice
The Company Secretaries shall issue and circulate the notice for the Nomination Committee’s meetings at least five (5)
working days before each meeting to the members and invitees.
Secretaries
The Company Secretaries shall act as Secretaries to the Nomination Committee and shall be responsible for keeping
minutes of meetings of the Nomination Committee and circulating them to the Nomination Committee members.
Duties and Responsibilities
1) To review regularly the Board structure, size and composition and make recommendations to the Board with regard to
any adjustments thereof and/or the appointment of Directors as the Nomination Committee deems necessary.
2) To consider, in making its recommendations, candidates for directorships proposed by the President/Managing Director/
Chief Executive Officer of TRB and within bounds of practicability, by any other senior executive or any other Director
or shareholder of TRB, as well as make recommendations to put in place the plans for succession, in particular for the
Chairman/President and the Managing Director/Chief Executive Officer. Factors to be taken into consideration when
considering any candidates are as follows:
(a) skills, knowledge, expertise and experience;

(b) character, professionalism and integrity;
(c) age, gender, background; and
(d) in the case of candidates for the position of independent non-executive directors, the Nomination Committee should
also evaluate the candidates’ ability to discharge such responsibilities/functions as expected from independent
non-executive directors.

NOMINATION COMMITTEE (CONT’D)
Duties and Responsibilities (cont’d)
3) To conduct a performance evaluation annually in order to assist the Board to review the required mix of skills,
knowledge, experience, independence, diversity (diversity in gender, ethnicity and age) and other qualities including
core competencies which Directors should bring to the Board and to assess the effectiveness of the Board as a whole
and any other committees of the Board and the contributions of each individual Director of TRB based on the process
and procedures laid out by the Board.
4) To review the term of office and performance of the Audit Committee and each of its members annually to determine
whether the Audit Committee and members have carried out their duties in accordance with the terms of reference of
the Audit Committee.
5) To review the induction and training needs of Directors under the continuing education programmes.
6) To recommend to the Board for continuation or discontinuation in service of Directors as an Executive Director or
Non-Executive Director.
7) To recommend Directors who are retiring by rotation to be put forward for re-election.
8) To recommend to the Board, the Directors to fill the seats on any committees of the Board.
9) To recommend to the Board the employment of the services of such advisers as it deems necessary to fulfill the
Board’s responsibilities.
10) To carry out other responsibilities, functions or assignments as may be defined by the Board from time to time.
Review of the Terms of Reference
The Terms of Reference shall be reviewed and updated as and when necessary and the Nomination Committee shall
recommend any change to its Terms of Reference as the Nomination Committee deems appropriate to the Board for
approval.

NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the Forty-Fourth Annual General Meeting (“44th AGM”) of the Company will be held
at Pinang Ballroom, Level 3, Jen Hotel, Magazine Road, 10300 Penang on Tuesday, 24 April 2018 at 11.00 a.m. for
transacting the following businesses:
1. To receive the Audited Financial Statements for the financial year ended 31 December 2017 together with
the Reports of the Directors and Auditors thereon.*
2. To re-elect the following Directors who retire by rotation in accordance with Article 123 of the Company’s
Articles of Association and who being eligible offer themselves for re-election:
(i) Dato’ Seri Nazir Ariff Bin Mushir Ariff Resolution 1
(ii) Cik Zarizana @ Izana Binti Abdul Aziz Resolution 2
3. To approve the Directors’ fees of RM1,040,000 for the financial year ended 31 December 2017 (2016:
RM1,040,000). Resolution 3
4. To approve the payment of Directors’ benefits of RM30,000 to the three (3) members of the Audit Committee
for the financial year ended 31 December 2017 (2016: RM30,000). Resolution 4
5. To re-appoint Messrs KPMG PLT as Auditors for the ensuing year and to authorise the Directors to fix their
remuneration. Resolution 5
6. SPECIAL BUSINESS
To consider and if deemed fit to pass the following Ordinary Resolutions:
(A) Continuing in office as Independent Non-Executive Directors
(i) “THAT subject to the passing of Resolution 1, authority be and is hereby given to Dato’ Seri Nazir
Ariff Bin Mushir Ariff who has served as an Independent Non-Executive Director of the Company for
a cumulative term of more than nine (9) years to continue to act as an Independent Non-Executive
Director of the Company.” Resolution 6
(ii) “THAT authority be and is hereby given to Dato’ Danny Goon Siew Cheang who has served as an
Independent Non-Executive Director of the Company for a cumulative term of more than nine (9)
years to continue to act as an Independent Non-Executive Director of the Company.” Resolution 7
(B) Power to Issue Shares pursuant to Section 75 and Section 76 of the Companies Act 2016 Resolution 8
“THAT subject always to the Companies Act 2016 (“Act”), Articles of Association of the Company and
approvals of the relevant regulatory authorities, where such approval is necessary, the Directors be and
are hereby empowered, pursuant to Section 75 and Section 76 of the Act, to allot and issue shares in the
Company from time to time at such price, 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
pursuant to this Resolution does not exceed 10% of the total issued share capital of the Company for the
time being AND THAT the Directors be and are also empowered to obtain the approval for the listing of and
quotation for the additional shares so issued on Bursa Malaysia Securities Berhad AND THAT such authority
as abovementioned shall continue in force until the conclusion of the next Annual General Meeting of the
Company.”
(C) Proposed Renewal of Shareholders’ Mandate for Existing Recurrent Related Party Transactions Resolution 9
of a Revenue or Trading Nature (“Proposed Mandate”)
“THAT subject always to the Main Market Listing Requirements of Bursa Malaysia Securities Berhad
(“MMLR”), approval be and is hereby given to the Company and/or its subsidiaries, pursuant to paragraph
10.09 read with Practice Note 12 of the MMLR, to enter into recurrent related party transactions of a revenue
or trading nature with the related parties as set out in Part A [section 2.4(A)] of the Circular to the Shareholders
of the Company dated 26 March 2018 in relation to the Proposed Mandate, which are necessary for the
Company and/or its subsidiaries’ day-to-day operations provided that the transactions are in the ordinary
course of business and are on normal commercial terms which are not more favourable to the related parties
than those generally available to the public and are not to the detriment of the minority shareholders of the
Company; and provided further that the disclosure for all such transactions is made in the annual report of the
Company of the aggregate value of all such transactions conducted pursuant to the shareholders’ mandate
during the financial year where:
(a) the consideration, value of the assets, capital outlay or costs of the aggregated transactions is
equal to or exceeds RM1 million; or
(b) any one of the percentage ratios of such aggregated transactions is equal to or exceeds 1%,
whichever is the higher.
AND THAT such approval shall continue to be in force until:

NOTICE OF ANNUAL GENERAL MEETING (CONT’D)
(i) the conclusion of the next Annual General Meeting (“AGM”) of the Company following the 44th
AGM, at which time it will lapse unless such authority is renewed by a resolution passed at the next
AGM of the Company;
(ii) the expiration of the period within which the next AGM of the Company is required to be held
pursuant to Section 340(2) of the Companies Act 2016 (“Act”), (but shall not extend to such
extension as may be allowed pursuant to Section 340(4) of the Act); or
(iii) revoked or varied by resolution passed by the shareholders of the Company in a general meeting,
whichever is the earlier.
AND FURTHER THAT the Directors of the Company and/or its subsidiaries, whether solely or jointly, be
and are hereby authorised to complete and do all such acts and things including executing such relevant
documents as they may consider expedient or necessary to give effect to the Proposed Mandate.”
(D) Proposed Renewal of Existing Share Buy-Back Authority Resolution 10
“THAT subject to the Companies Act 2016 (“Act”), the Main Market Listing Requirements of Bursa Malaysia
Securities Berhad (“Bursa Securities”), the Company’s Articles of Association and other applicable laws,
rules, regulations and guidelines of the relevant authorities, the Directors of the Company be and are hereby
authorised to purchase such number of ordinary shares in the Company’s issued and paid-up capital through
the Bursa Securities at any time and upon such terms and conditions and for such purposes as the Directors
may in their discretion deem fit subject to the following:
(a) the aggregate number of shares which may be purchased and/or held by the Company shall not
exceed ten per centum (10%) of the issued and paid-up ordinary share capital of the Company for
the time being (“Texchem Shares”);
(b) the maximum funds to be allocated by the Company for the purpose of purchasing the Texchem
Shares shall not exceed the total retained profits of RM258,521,000 of the Company as at 31
December 2017;
(c) the authority conferred by this Resolution will be effective immediately upon the passing of this
Resolution and will continue in force until:
(i) the conclusion of the next Annual General Meeting (“AGM”) of the Company following the 44th AGM
in which the resolution for the Proposed Renewal of Existing Share Buy-Back Authority is passed,
at which time the authority will lapse unless renewed by ordinary resolution, either unconditionally
or subject to conditions; or
(ii) the expiration of the period within which the next AGM is required by law to be held; or
(iii) revoked or varied by ordinary resolution of the shareholders of the Company in general meeting,
whichever is the earlier, but so as not to prejudice the completion of purchase(s) by the Company
made before the aforesaid expiry date and in any event, in accordance with the Main Market Listing
Requirements of the Bursa Securities or any other relevant authorities;
(d) upon completion of the purchase(s) of the Texchem Shares by the Company, the Directors of the
Company be and are hereby authorised to deal with the Texchem Shares in the following manner:
(i) to cancel the Texchem Shares so purchased; or
(ii) to retain the Texchem Shares so purchased as treasury shares for distribution as dividend to the
shareholders and/or resell on the market of Bursa Securities and/or for cancellation subsequently;
or
(iii) to retain part of the Texchem Shares so purchased as treasury shares and cancel the remainder; or
(iv) in such other manner as the Bursa Securities and such other relevant authorities may allow from
time to time.
AND THAT authority be and is hereby given to the Directors of the Company to take all such steps as are
necessary including to enter into any agreements, arrangements and guarantees with any party or parties
to implement, finalise and give full effect to the aforesaid with full powers to assent to any conditions,
modifications, revaluations, variations and/or amendments (if any) as may be imposed by the relevant
authorities or as may be deemed necessary by the Directors and to do all such acts and things as the
Directors may deem fit and expedient in the interests of the Company.”

FURTHER NOTICE IS HEREBY GIVEN THAT for the purpose of determining a member who shall be entitled to attend
this 44th AGM, the Company shall be requesting Bursa Malaysia Depository Sdn. Bhd., in accordance with Article 73 of the
Company’s Articles of Association and Section 34(1) of the Securities Industry (Central Depositories) Act 1991, to issue
a General Meeting Record of Depositors as at 17 April 2018. Only a depositor whose name appears on the Record of
Depositors as at 17 April 2018 shall be entitled to attend the said meeting or appoint proxies to attend, speak and/or vote
on his/her behalf.
BY ORDER OF THE BOARD
TAN PENG LAM (MIA 37392)

LEE PUAY IMG @ ENG PUAY IMG (LS 0009427)
Company Secretaries
Penang
Date: 26 March 2018
NOTES:
* This Agenda item is meant for discussion only as the provision of Section 340(1)(a) of the Act does not require
approval of the shareholders and hence, is not put forward for voting.
1. A Member of the Company entitled to attend and vote at the meeting may appoint up to two (2) proxies to attend and
vote instead of him/her. If a Member appoints two (2) proxies, the appointments shall be invalid unless he/she specifies
the proportions of his/her holdings to be represented by each proxy.
2. Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company for
multiple beneficial owners in one securities account (“omnibus account”), there is no limit to the number of proxies
which the exempt authorised nominee may appoint in respect of each omnibus account it holds.
3. To be effective:-
(a) the instrument appointing a proxy; and

(b) the authority (if any) under which it is executed or a copy of such authority certified notarially or in some other way
approved by the Directors of the Company,
must be deposited at the Registered Office of the Company at Level 18, Menara Boustead Penang, 39 Jalan Sultan Ahmad
Shah, 10050 Penang, Malaysia at least forty-eight (48) hours before the time for holding the meeting.
4. If the Proxy Form is returned without any indication as to how the proxy shall vote, the proxy will vote or abstain as he/
she thinks fit.
5. If the Proxy Form is returned without the name of the proxy indicated, the Proxy Form shall be invalid.
6. Where the person appointing the proxy is a corporation, the form must be either under seal or under the hand of a duly
authorised officer or attorney of the corporation.
EXPLANATORY NOTES:
(i) Ordinary Resolutions 3 and 4
Section 230(1) of the Companies Act 2016 provides that the fees of the Directors and any benefits payable to the
Directors of a listed company and its subsidiaries shall be approved at a general meeting. Pursuant thereto, shareholders’
approval will be sought at this AGM on the Directors’ fees for the financial year ended 31 December 2017 and Directors’
benefits for the three (3) members of the Audit Committee, all of whom are Independent Non-Executive Directors, for the
financial year ended 31 December 2017.
The Directors’ benefits is RM10,000 per annum for each member of the Audit Committee.

(ii) Ordinary Resolutions 6 and 7
Pursuant to Practice 4.2 of the Malaysian Code on Corporate Governance, the Board has vide its Nomination Committee
conducted an assessment and reviewed the independence of those directors who have served as Independent Non-
Executive Directors for a cumulative term of more than twelve years. The Board is satisfied with the results and
recommended that the resolutions be put up for shareholders’ approval through a two-tier voting process for both Dato’
Seri Nazir Ariff Bin Mushir Ariff and Dato’ Danny Goon Siew Cheang to remain as Independent Non-Executive Directors
based on the following justifications:
The Board is of the view that Dato’ Seri Nazir Ariff’s expertise, broad international experience and vast experience
in various industries provide the Board with a diverse set of experience and expertise which enhances the skills and
experience profile of the Board. The Board is confident that his length of service on the Board does not in any way
interfere with his duties as an Independent Non-Executive Director of the Company.
The Board believes that with Dato’ Danny Goon’s qualifications, expertise and extensive experience as a Chartered
Accountant and his accumulative knowledge of the Group’s business and operations, he has made and continues to
make valuable contributions through his role as Chairman of the Audit Committee and his roles on the Remuneration and
Nomination Committees. The Board is confident that Dato’ Danny Goon is able to carry out his duties and responsibilities
independently and objectively notwithstanding his tenure on the Board.
(iii) Ordinary Resolution 8
As at the date of this Notice, no new shares in the Company were issued pursuant to the mandate granted to the
Directors at the last AGM of the Company held on 25 April 2017 and the said mandate will lapse at the conclusion of
this 44th AGM.
This Ordinary Resolution, if passed, will give the Directors of the Company from the date of this 44th AGM, the authority
to allot and issue ordinary shares from the unissued share capital of the Company up to an aggregate of not exceeding
10% of the total issued share capital of the Company for the time being pursuant to Section 75 and Section 76 of the
Act (“Renewed Mandate”). This Renewed Mandate, unless revoked or varied at a general meeting, will expire at the
conclusion of the next AGM of the Company.
The Renewed Mandate will provide flexibility to the Company for any possible fund raising activities, including but not
limited to further placement of shares, for the purpose of funding future investment project(s), working capital and/or
acquisitions without any delay and without incurring additional expenses in convening a general meeting to approve the
issuance of such shares.
(iv) Ordinary Resolution 9
This Ordinary Resolution, if passed, will empower the Company and/or each of its subsidiaries to enter into the recurrent
related party transactions of a revenue or trading nature which are necessary for the Company and/or its subsidiaries’
day-to-day operations provided that such transactions are being carried out in the ordinary course of business and are
on normal commercial terms which are not more favourable to the related parties than those available to the public and
are not to the detriment of the minority shareholders of the Company.
This authority, unless revoked or varied at a general meeting of the Company, will expire at the conclusion of the next
AGM of the Company.
The details of this proposed Ordinary Resolution are set out in Part A [sections 2.4 (A)] of the Circular to the Shareholders
of the Company dated 26 March 2018 which is dispatched together with the Company’s 2017 Annual Report.
(v) Ordinary Resolution 10
This Ordinary Resolution, if passed, will enable the Company to purchase its own shares up to 10% of the issued and
paid-up share capital of Company (inclusive of shares that have been purchased and/or retained as treasury shares).
This authority will, unless revoked or varied by the Company in general meeting, expire at the conclusion of the next
AGM of the Company.
The details of this proposed Ordinary Resolution are set out in Part B of the Circular to the Shareholders of the Company
dated 26 March 2018 which is dispatched together with the Company’s 2017 Annual Report.

STATEMENT ACCOMPANYING NOTICE OF
ANNUAL GENERAL MEETING
(Pursuant to Paragraph 8.27(2) of Bursa Malaysia Securities Berhad’s Main Market Listing Requirements)
Details of individuals who are standing for election as Directors
No individual is seeking election as a Director (excluding Directors standing for re-election) at the Forty-Fourth (44th) Annual
General Meeting of the Company.
The profiles of the Directors who are standing for re-election as per Agendas 1 and 2 of the Notice of 44th Annual General
Meeting are stated on pages 9 and 10 of this Annual Report.

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
The Board of Directors (“Board”) of Texchem Resources Bhd. (“Company”) is entirely committed to the maintenance of
high standards of corporate governance by supporting and implementing the prescriptions of the principles, practices
and guidances set out in the Malaysian Code on Corporate Governance (“Code”) issued by the Securities Commission
Malaysia on 26 April 2017 to enhance its accountability, transparency and sustainability. In addition, the Board follows
global developments of internationally recognised corporate governance practices and though the Board is already in
compliance with many respects, it continually reviews the Group’s corporate governance processes and strives to make
appropriate adjustments to reflect its position as a good corporate citizen. The key intent is to adopt the substance behind
good governance and not merely the form, with the aim of ensuring Board effectiveness in enhancing shareholder value.
The Board presents this statement to provide shareholders with an overview of the corporate governance (“CG”) practices
of the Company which were based on the principles and best practices as set out in the Code, the governance standards
prescribed in the Main Market Listing Requirements (“Listing Requirements”) of Bursa Malaysia Securities Berhad (“Bursa
Securities”) and the requirements under the Companies Act 2016 and applied under the leadership of the Board during the
financial year ended 31 December 2017.
This overview statement is to be read together with the CG Report 2017 (“CG Report”) of the Company which is available
on the Company’s website at www.texchemgroup.com. The detailed explanation on the application of the corporate
governance practices are reported under the CG Report.
PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS
I Board Responsibilities
The Board acknowledges its pivotal role in the stewardship of its direction and operations, and ultimately the enhancement
of long-term shareholder value. To fulfil this role, the Board is responsible for the overall corporate governance of the Group,
including its strategic direction and the Board oversees the establishment of goals for Management and monitors the
achievement of these goals.
The Board is led by the Executive Chairman and the Group Chief Executive Officer (“CEO”) whose roles are separated.
The Chairman is responsible for running the Board and ensures that all Directors receive sufficient relevant information
on financial and non-financial matters to enable them to participate actively in Board decisions whereas the Group CEO is
responsible for the day to day management of the business as well as the implementation of Board policies and decisions.
In order to ensure orderly and effective discharge of the above functions and responsibilities of the Board, the Board has set
up various Board Committees to assist the Board. The Board Committees set up by the Board are:-
(a) Executive Committee (“EXCO”)

(b) Audit Committee (“AC”)
(c) Nomination Committee (“NC”)
(d) Remuneration Committee (“RC”)
The EXCO, AC, RC and NC play a pivotal role in channeling pertinent operational and assurance related issues to the Board.
The Board Committees partly function as a filter to ensure that only pertinent matters are tabled at the Board level. There is
also a formal procedure sanctioned by the Board, whether as a full Board or in their individual capacity, for Directors to obtain
independent professional advice at the Company’s expense.
All Board Committees have written Terms of Reference. In 2017, the Board approved the amendments to the Terms of
Reference of the NC and RC to be in line with the CG practices set out in the Code. The Terms of Reference of the Board
Committees can be found at the Company’s website, www.texchemgroup.com and in this Annual Report.
The prime objective of the Company’s Board Charter is to set out the principles governing the Board of the Company and
adopts the principles and practices of good corporate governance in the management of the Company. The Board is guided
by the Board Charter which outlines, inter alia, the duties and responsibilities of the Board, Board Committees, Chairman,
CEO, individual Directors and Management, matters reserved for the Board as well as those which the Board may delegate
to the Board Committees, CEO and Management.
The Board has also formalised a Code of Conduct and Ethics (“CoCE”) to govern the conduct of the Directors, Management
and employees in the operation of the Company. The CoCE includes mechanism amongst others, a whistleblower policy for
the Company’s Directors and employees as well as external parties to report genuine suspicions of non-compliance without
fear of retribution or retaliation.

OVERVIEW STATEMENT (CONT’D)
In 2017, the Board reviewed and approved the amendments to the Board Charter and CoCE to be in line with the CG
practices set out in the Code. Further details pertaining to the Board Charter and CoCE are set out in the CG Report. The
Board Charter and CoCE can be found at the Company’s website, www.texchemgroup.com.
The Group is committed towards sustainable development and believes that sustainable corporate success requires the
highest standard of corporate behavior including measuring up to public expectations on its environmental, social and corporate
governance responsibilities. As a socially responsible citizen, the Company shall approach the process of addressing higher
expectations of environmental, social and corporate governance responsibilities as part of how the Company normally works
and thinks. A copy of the Sustainability Policy is available on the Company’s website at www.texchemgroup.com. Details of
the Group’s corporate responsibility activities in the financial year under review are disclosed in the Sustainability Statement
section of this Annual Report.
Every Director has unhindered access to the advice and services of the Company Secretaries. The Company Secretaries
are accountable directly to the Board on all matters to do with proper functioning of the Board and provide unimpeded advice
and services to the Company’s Director, as and when the need arises. The Company Secretaries also ensure that the Board
Committees function effectively based on the respective Terms of Reference.
The Board recognises that the decision making process is highly contingent on the quality of information furnished. As
such, all Directors have unrestricted access to any information pertaining to the Company and the Group. The Directors are
provided with relevant and timely information on matters to be discussed or considered at meetings of the Board and Board
Committees.
II Board Composition
The NC comprised the following members during the financial year under review:
Members
Dato’ Seri Nazir Ariff Bin Mushir Ariff Chairman,
Dato’ Danny Goon Siew Cheang Independent Non-Executive Director
The NC met three (3) times on 25 January 2017, 31 July 2017 and 14 December 2017. The meetings were attended by all
the members of the NC. Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi and Cik Zarizana @ Izana Binti Abdul Aziz were invited by
the Chairman of the NC to attend the meetings.
The NC consists entirely of Non-Executive Directors, all of whom are independent. During the financial year under review,
no new Director was appointed.
The NC is empowered by the Board and its Terms of Reference to bring to the Board recommendations as to the appointment
of new Directors and appointment of Directors to Board Committees. The NC also keeps under review the Board structure,
size and composition, the Board succession planning as well as training programmes.
The activities undertaken by the NC for the financial year ended 31 December 2017 were as follows:
1. Reviewed the overall composition of the Board and Board Committees.
2. Conducted the annual assessment and the performance evaluation of the individual Directors and the Board as
a whole; summarised the results of the annual assessment and the performance evaluation and reported to the
Board on the outcome of such assessment.
3. Reviewed the succession planning of Directors and Senior Management.
4. Reviewed the independence of the Directors.
5. Conducted the assessment on the AC and each of its members.
6. Made recommendation to the Board for the adoption of the amended Terms of Reference of the NC.

7. Made recommendation to the Board for the re-election of the Directors who are subject to retirement at the
forthcoming Annual General Meeting (“AGM”).
As at the date of this statement, the Board consists of seven (7) members; comprising three (3) Independent Non-Executive
Directors and four (4) Executive Directors. The Directors, with their different backgrounds and specialisations, collectively
bring with them a wide range of experience and expertise in areas such as finance, corporate affairs, legal, marketing and
operations. A brief profile of each Director is presented in the Profile of Directors section of this Annual Report.
A summary of the Board composition is set out below:
Gender Male – 86% Female – 14%

Ethnicity Malay – 29% Chinese – 57% Japanese – 14%
Nationality Malaysian – 86% Foreign – 14%
Age group <50 years – 14% 50–59 years – 43% 60–69 years – 14% >70 years – 29%
Independence Non–Independent – 57% Independent – 43%
The Board notes Practices 4.1 and 4.2 of the Code that at least half of the Board comprises independent directors and
the tenure of an independent director does not exceed a cumulative term limit of nine (9) years. Based on the review of
the Board’s composition and assessment of individual Directors, the Board is of the view that the independence of the
Independent Non-Executive Directors of the Company should not be determined solely or arbitrary by their tenure of service.
The Board is confident that the current Board is able to exercise objective judgment on business and corporate affairs in the
presence of the Independent Non-Executive Directors, two (2) of whom have served the Board for more than nine (9) years
as they have retained independence of character and judgement, and are able to express their view without any constraint.
The Board ordinarily meets at least four (4) times a year with additional meetings convened when urgent and important
decisions need to be made in between the scheduled meetings. During the financial year under review, the Board met five
(5) times on 23 February 2017, 8 May 2017, 31 July 2017, 26 October 2017 and 14 December 2017 where it deliberated
upon and considered various matters.
Details of each existing Director’s meeting attendance during the financial year are as follows:
Meetings Attended (Out of 5)

Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi Executive Chairman 5/5
Dato’ Brian Tan Guan Hooi Deputy Chairman 5/5
Yap Kee Keong President and Group CEO 4/5
Wong Kin Chai Executive Director 4/5
Dato’ Seri Nazir Ariff Bin Mushir Ariff Independent Non-Executive Director 5/5
Dato’ Danny Goon Siew Cheang Independent Non-Executive Director 5/5
Zarizana @ Izana Binti Abdul Aziz Independent Non-Executive Director 5/5
Based on the level of time commitment demonstrated by individual Directors in attending Board meetings, Board Committee
meetings, AGMs and site visits, the Board is confident that the Directors are able to devote sufficient time commitment to
their roles and responsibilities as Directors of the Company.
III Remuneration
The Board has in place a Remuneration Policy and Procedures, which is designed to:-
(a) provide an overall remuneration package for Directors and Senior Management which is able to attract, engage
and retain the right talent and to motivate Directors and Senior Management to drive the Company’s long term
objectives and to ensure business sustainability and growth; and
(b) ensure that the Directors and Senior Management are offered an appropriate level of remuneration which is in line
with the Company’s strategic objectives and corporate value and which will not give rise to conflicts between the
objectives and interests of the Company and the interests of individual Directors and Senior Management.

The RC shall assist the Board to set up and implement the Remuneration Policy and Procedures by developing and
administrating fair and transparent procedures relating to determining, reviewing, assessing and recommending the
remuneration packages for the Directors and Senior Management.
The Board will recommend the Director’s fees and other benefits payable to Directors to the shareholders for approval at the
AGM in accordance with Section 230(1) of the Companies Act, 2016. Details of the remuneration of Directors and Senior
Management for the year under review are provided in the CG Report.
PRINCIPLE B: EFFECTIVE AUDIT AND RISK MANAGEMENT
I. Audit Committee
The AC of the Company comprises 3 Independent Non-Executive Directors and is chaired by Dato’ Danny Goon Siew
Cheang.
All AC members are financially literate and the AC’s composition and performance are reviewed by the NC annually and
recommended to the Board for its approval.
In order to maintain an independent and effective AC, the NC ensures that all AC members appointed are Independent
Non-Executive Directors who are financially literate with an appropriate level of expertise and experience and a strong
understanding of the Company and Group’s business. Futher details on the AC are set out in the AC Statement of this Annual
Report.
II Risk Management and Internal Control Framework
The Board fulfills its responsibilities in risk governance by providing oversight of the Group’s overall risk management process
and risk exposure.
The Divisional Management and Chief Risk Officer assessed and monitored the efficacy and effectiveness of the risk
management controls and measures taken whilst the adequacy and effectiveness of the internal controls were reviewed by
the AC in conjunction with the activities and reports of the Internal Audit.
The Board is of the view that the system of internal control and risk management in place during the year was sound
and sufficient to safeguard the Group’s assets, shareholders’ investments and the interests of customers, employees and
other stakeholders. Details of the Risk Management and Internal Control Framework are set out in the Statement on Risk
Management and Internal Control of this Annual Report.
PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS
I. Communication with stakeholders
The Company acknowledges the importance of transparent, timely and equal dissemination of quality material information to
shareholders, investors and public at large. As such, the Board observed the Corporate Disclosure Guide issued by Bursa
Malaysia Berhad which can be viewed from Bursa Securities’ website at www.bursamalaysia.com as well as adhering to and
complying with the disclosure requirements of the Listing Requirements.
The Company reaches out to its shareholders through the distribution of its annual report, quarterly financial results
announcements, circulars to shareholders, press release and the various disclosures and announcements made to Bursa
Securities.
In addition, the Company maintains a corporate website with links to Bursa Securities’ website, through which shareholders may
access for among others the latest information on the Company, the Board Charter and Terms of Reference of Board Committees.

II. Conduct of General Meetings
The Company’s AGM is an important means of communication with shareholders. The Company fully recognises the rights of
the shareholders and encourages them to exercise their rights at the AGM. Shareholders will be accorded ample opportunity
and time to raise questions and concerns, and the Board and Senior Management will provide appropriate answers and
clarifications. The key element of the Company’s dialogue with its shareholders at the AGM is the opportunity to gather views
of, and answer questions from, both individual and institutional shareholders on all issues relevant to the Company.
To encourage shareholders to attend AGMs, the Company’s Forty Third AGM (“43rd AGM”) in 2017 was held in the city
centre of Georgetown, Penang. Further, the Notice of the 43rd AGM was issued at least twenty-one (21) days before the
AGM date.
To ensure effective participation of and engagement with shareholders, all members of the Board and Senior Management
were present at the 43rd AGM to respond to the questions raised by the shareholders or proxies.
The Company had conducted poll voting for all resolutions set out in the Notice of the 43rd AGM. The Company continues to
explore on ways to leverage on technology to enhance the quality of engagement with its shareholders and facilitate further
participation by shareholders at AGMs of the Company.
This CG Overview Statement was approved by the Board of the Company on 23 March 2018.

AUDIT COMMITTEE STATEMENT
MEMBERSHIP
The composition of the Audit Committee during the year was as follows:
Dato’ Danny Goon Siew Cheang, Chairman, Independent Non-Executive Director,
Dato’ Seri Nazir Ariff Bin Mushir Ariff, Independent Non-Executive Director,
Cik Zarizana @ Izana Binti Abdul Aziz, Independent Non-Executive Director.
MEETINGS
During the year, the Audit Committee (AC) convened a total of seven (7) meetings, of which two (2) meetings were with
the external and internal auditors without the presence of Management. The AC meetings were held on 22 February,
24 March, 8 May, 28 July and 25 October 2017.
All meetings were held with sufficient notification and with agenda being distributed to the members. Except for Cik Zarizana
@ Izana Binti Abdul Aziz who attended 5 out of 7 meetings, the other AC members attended all the meetings.
SUMMARY OF ACTIVITIES DURING THE FINANCIAL YEAR
During the year, the AC discharged its duties in accordance with its terms of reference as follows:
Oversight of Financial Reporting
• Reviewed with Management and external auditors before recommending to the Board for consideration, the quarterly
and annual audited financial statements of the Company and the Group and ensured that they were in compliance with
Malaysian Financial Reporting Standards and Bursa Malaysia’s Main Market Listing Requirements (MMLR)
• Reviewed with Management and external auditors on changes in or implementation of major accounting policy
changes, if any and significant matters relating to financial reporting, significant judgements made by Management,
significant and unusual events or transactions and resolution of these matters
• Reviewed with Management and external auditors before presenting to the Board for consideration, the Group’s
Statement on Risk Management and Internal Control for inclusion in the Annual Report
Oversight of External Auditors and evaluation of the external audit process
• Reviewed with them, their annual Audit Plan and strategy, scope of work and reporting requirements for the year
• Reviewed with them, their evaluation of the system of internal controls, recommendations for improvement,
management letters and management responses thereon
• Reviewed with them, their audit report
• Confirmed with them, their audit independence
• Reviewed with them without the presence of Management, matters arising from the external audit or any other issues,
of which there were no significant issues that should be brought to the AC and Board’s attention
• Reviewed with them without the presence of Management, and confirmed that the cooperation given by the Company’s
officers during the audit was adequate
• Reviewed with Management their audit fees and annual evaluation of their performance, technical competency,
audit independence and suitability before recommending to the Board their reappointment. Futher information on
the assessment of the external auditors by the AC is provided in the Corporate Governance Report in accordance
with Practice 8.3 of the Malaysian Code of Corporate Governance. In 2017, the non-audit fees incurred amounted to
RM370,000 constituting approximately 45% of the total fees of RM827,000 paid to the external auditors. The non-audit
fees were mainly for tax compliance and transfer pricing documentation.
Oversight of Internal Auditors and evaluation of the internal audit process
• Reviewed and approved the annual risk based Internal Audit Plan on the audit frequency and timing, work scope,
areas of audit focus and adequacy of resources
• Reviewed and approved the annual Internal Audit cost budget
• Reviewed the quarterly Internal Audit Departmental reports and audit progress with Plan
• Reviewed the Internal Audit Reports, audit findings, recommendations for improvement and management’s responses
to ensure the adequacy and effectiveness of the Group’s governance, risk management and internal control system

AUDIT COMMITTEE STATEMENT (CONT’D)
SUMMARY OF ACTIVITIES DURING THE FINANCIAL YEAR (CONT’D)
Oversight of Internal Auditors and evaluation of the internal audit process (cont’d)
• Reviewed with them without the presence of Management, matters arising from the internal audit or any other issues,
of which there were no significant issues that should be brought to the AC and Board’s attention
• Conducted an annual evaluation of the performance of the Internal Audit function
• Reviewed the annual performance appraisal and assessment of the Internal Audit staff
Oversight of Related Party Transactions
• Reviewed with Management to ensure the actual Related Party Transactions were within the limits approved by the
shareholders
INTERNAL AUDIT FUNCTION
The Internal Audit function is established to add value and improve the Group’s operations by conducting independent and
objective assurance and consulting activities to ensure the adequacy and effectiveness of the Group’s governance, risk
management and internal control system in achieving corporate objectives.
The Internal Audit function reports administratively to the Group Chief Executive Officer and functionally to the AC who
reviews the adequacy of the scope and resources of the Internal Audit function as well the competency and experience of
the internal auditors. Further information on the resources, objectivity and independence of the Chief Audit Executive and
internal auditors is set out in the Corporate Governance Report in accordance with Practice 10.2 of the Malaysian Code
of Corporate Governance.
During the year, the Internal Audit conducted assurance assignments in accordance with the annual risk based plan. The
AC reviewed with Management the audit findings, management’s responses and their action plans. Follow-up reviews were
also conducted by the Internal Audit function to ensure that audit matters were adequately addressed by Management.
More information on the Internal Audit function is set out in the Corporate Governance Report in accordance with Practice
10.1 of the Malaysian Code of Corporate Governance.
In 2017, the total cost of the Internal Audit function comprising staff payroll and benefits, staff training, office rental, travelling
and incidental costs amounted to approximately RM580,000 (2016: RM630,000).

STATEMENT ON RISK MANAGEMENT AND
INTERNAL CONTROL
BOARD’S RESPONSIBILITY
The Board of Directors (“Board”) affirms its’ responsibility for the integrity, adequacy and effectiveness of Texchem
Resources Bhd Group’s (the “Group”) risk management and internal control system. This system covers governance,
enterprise risk management, strategic, organisational, financial, operational, regulatory and compliance controls.
The Board recognises that the system is an ongoing process designed to manage, rather than eliminate the risk of not
complying with the Group’s policies and achieving its long-term strategic objectives. Therefore, the system provides
reasonable, but not absolute assurance against the occurrence of any material misstatement of information, loss or fraud.
During the year, Management has assisted the Board in implementing the Board’s policies and procedures on risks and
control by:
• Identifying, analysing and evaluating risks
• Designing, executing and monitoring of suitable controls to manage key risks
• Identifying emerging risks or changes in risks, taking appropriate remedial action and highlighting for the Board’s
attention
KEY RISK MANAGEMENT AND INTERNAL CONTROL FEATURES AND PROCESSES

The key features and processes that have been established to ensure the adequacy and effectiveness of the Group’s
governance, risk management and internal control system are as follows:
a) Organisational and Reporting Structure

• The Group has an organisational structure with clearly defined lines of responsibility and delegation of authority.
A hierarchical reporting system is in place with appropriate authority limits, proper segregation of duties, annual
budgeting, monthly reporting of variances between the actual and budgeted results for corrective action to
be taken and human resource management policies. Policies and procedures to ensure compliance with risk
management, internal controls and relevant laws and regulations are set out in the standard operating procedures
of the individual companies.
b) Strategic Plan
• The Group has a 5 year strategic plan approved by the Board. This long-term plan is reviewed and updated every
5 years or earlier in tandem with market changes and the business environment. A review of the achievement of
these plans is conducted annually for further management remedial action.
c) Executive Committee
• An Executive Committee (“EXCO”) was established by the Board to manage the Group’s key risks and operations
in accordance with its’ annual budget and long-term strategic objectives and strategies as well as the policies and
business directions as approved by the Board. The EXCO executes the strategies approved by the Board and
addresses issues arising from changes in the external environment and internal operating conditions.
d) Risk Management Framework

• The Group has an Enterprise Risk Management (“ERM”) framework and is currently harmonising with MS
ISO31000: 2010 aligned with corporate objectives and embedded in the daily operations of individual companies.
The ERM system is an ongoing and systematic process to identify, analyse, evaluate, respond and monitor risks.
• The Group has a Risk Management Policy which is a statement of its overall intention and commitment to adopt and
use enterprise risk management to achieve corporate objectives. The policy which is available on the Company’s
website applies to the Company and its’ subsidiaries excluding associates.
• The current risk governance structure comprises the following namely:

i) Individual companies’ management and risk owners who perform and monitor day-to-day risk management activities
and controls.
ii) Risk and compliance oversight in which the Group Chief Risk Officer and Divisional Management and their risk
officers are responsible for designing, reviewing and improving the risk management framework and process to
ensure effective risk management.

INTERNAL CONTROL (CONT’D)
KEY RISK MANAGEMENT AND INTERNAL CONTROL FEATURES AND PROCESSES (CONT’D)
d) Risk Management Framework (cont’d)

• The current risk governance structure comprises the following namely: (cont’d)
iii) The provision of independent assurance by the Internal Audit function on the adequacy and effectiveness of risk
management and internal control systems and external audit providing independent assurance on the financial
reporting risks and controls impacting the annual financial statements.
iv) Board oversight and monitoring of the effectiveness of the Group’s risk management activities and internal controls.
e) Risk Management Process

• At individual company level, risks were identified, analysed and evaluated using risk (heat) maps currently based
on their likelihood of occurrence and severity of consequence expressed as financial impact on their cash flow
and profit. Risks were rated as critical, high, moderate and low in which key risks identified would comprise mainly
critical, high and moderate risks. Risk controls were delegated to each risk owners for execution, monitoring and
improving their effectiveness.
• Every six (6) months, the Management of individual companies will review the relevance of existing risks and
assess new ones. The respective company’s own risk profile is updated after assessing the suitability and
effectiveness of the risk controls.
• The Divisional President/CEO then reviews the divisional risks and their control effectiveness with individual
companies’ Management. The Risk Report by each Divisional President/CEO is then submitted to the Chief Risk
Officer at the corporate headquarters for review.
• The Chief Risk Officer who is also the Group Chief Financial Officer has reviewed and presented the Group’s
Risk Report and updated the Board every six (6) months on the status of the Group’s enterprise risk management
process, changes in risk profiles and their controls in place.
f) Risk Management Assurance

• The Group’s in-house Internal Audit function has conducted independent audits on major subsidiaries on the
adequacy and effectiveness of their governance, enterprise risk management and internal control systems,
operational effectiveness, compliance with policies and procedures and highlighted findings of non-compliance,
control deficiencies and recommendation for improvement.
• An enterprise risk based annual audit plan setting out the audit frequency, areas of audit focus and scope of work
has been approved by the Audit Committee at the beginning of the year.
• During the year, the Internal Audit function has provided the Board, Audit Committee and Management with reports
on the audit findings, recommendations for improvement and management’s responses and action plans. The
Internal Audit has also provided the Board and Audit Committee with updates on the subsequent execution of the
management’s action plans. Audit issues and action taken by Management were discussed and deliberated during
the Audit Committee meetings. Minutes of the Audit Committee meetings which recorded these deliberations were
tabled to the Board. A summary of these issues, if material and other matters highlighted by the Internal Audit for
the year was also tabled for the Board’s attention at year end.
• At year end, the Chief Audit Executive has also provided assurance to the Audit Committee and the Board that
all audit assignments during the year were conducted objectively and independently, free from any conflicts of
interest and relationships, and in accordance with the Group’s Internal Audit Charter.
• The Internal Audit function has adopted the International Professional Practices Framework (IPPF), International
Standards for the Professional Practice of Internal Auditing and Code of Ethics of the Institute of Internal Auditors,
(US).

INTERNAL CONTROL (CONT’D)
KEY RISK MANAGEMENT AND INTERNAL CONTROL FEATURES AND PROCESSES (CONT’D)
g) Assurance by President and Chief Executive Officer and Chief Financial Officer
• The Board has also received assurance from the President and Group Chief Executive Officer and Group Chief
Financial Officer that the risk management and internal control system of the Company and its subsidiaries are
operating adequately and effectively, in all material aspects based on the risk management and internal control
system adopted.
The external auditors have reviewed this Statement on Risk Management and Internal Control pursuant to the scope
set out in Recommended Practice Guide (“RPG”) 5 (Revised), Guidance for Auditors on Engagements to Report on the
Statement on Risk Management and Internal Control included in the Annual Report issued by the Malaysian Institute of
Accountants (“MIA”) for inclusion in the annual report of the Group for the year ended 31 December 2017, and reported to
the Board that nothing has come to their attention that caused them to believe that the statement intended to be included
in the annual report of the Group, in all material respects:
(a) has not been prepared in accordance with the disclosures required by paragraphs 41 and 42 of the Statement on Risk
Management and Internal Control: Guidelines for Directors of Listed Issues, or
(b) is factually inaccurate
RPG 5 (Revised) does not require the external auditors to consider whether the Directors’ Statement on Risk Management
and Internal Control covers all risks and controls, or to form an opinion on the adequacy and effectiveness of the Group’s
risk management and internal control system including the assessment and opinion by the Board of Directors and
Management thereon. The auditors are also not required to consider whether the processes described to deal with material
internal control aspects of any significant problems disclosed in the annual report will, in fact, remedy the problems.
This Statement was approved by the Board on 20 March 2018.
This Statement on Risk Management and Internal Control does not cover the associates as disclosed in Note 4 to the
financial statements.
CONCLUSION
The Board is of the view that the risk management and internal control system in place during the year under review and
up to the date of approval of this statement is sound and adequate to safeguard shareholders’ investment, the interests of
customers, regulators, employees and other stakeholders of the Group.

SUSTAINABILITY STATEMENT
Sustainability is at the core of Texchem Resources Bhd’s vision (Texchem Resources Bhd is hereinafter referred to as “TRB”
or “Texchem” or “Company”). TRB has always adhered to the three pillars of sustainable development, namely, economic,
environmental and social considerations, while committed to maintaining the high standard of corporate governance in its
effort to build a strong and vibrant business community for long term.
Governance Structure
The operation of TRB Group as a whole is under the supervision of the President and Group Chief Executive Officer.
TRB Group is made up of four main divisions namely, the Industrial Division, Polymer Engineering Division, Food Division
and Restaurant Division headed by the respective Divisional President and Chief Executive Officer. As for the individual
company within TRB Group, each company is under the leadership of the respective Board of Directors.
Aside from the management team, the Group Internal Assurance and Consulting Department is formed to provide objective
and independent assurance and consulting services to ensure the adequacy and effectiveness of TRB Group’s governance,
risk management and control system while monitoring compliance with the laws, policies and procedures.
In order to assist the management team in the execution of Company policies and business plans in pursuing TRB Group’s
vision and objectives, Corporate Affairs Committee has also been formed to serve as a conduit between the management
level and the employees.
Through a systematic governance structure, TRB is driven to enforce its sustainability strategy across the top management
till the operational level from the economic, environmental and social perspectives.
Scope of Sustainability Statement and Basis for the Scope

In line with Bursa Malaysia Securities Berhad’s Sustainability Reporting Guide, TRB’s sustainability framework is premised
upon the evaluation of the economic, environmental and social (“ESS”) risk and opportunities coexistent with the Company’s
corporate governance framework and corporate social responsibilities.
TRB believes that sustainable corporate success requires the highest standard of corporate behaviour including measuring
up to the public expectations on economic, environmental and social responsibilities. By applying a good corporate
governance framework, environmentally responsible practices and sound social policies, it enables TRB Group to achieve
sustainable growth and enhance long-term value for its shareholders. In 2017, TRB continued with this commitment as a
good and responsible corporate citizen.
Material Sustainability Matters
1. Economic
1.1 Understanding the Expectation of Shareholders
Shareholders of any company are a company’s lifeline since shareholders are stakeholders who believe in the company
and have invested their hard-earned monies to support the company.
As TRB values its shareholders who have invested into TRB, TRB takes its duties and responsibilities to its shareholders
seriously by maintaining active dialogues with the shareholders with the intention of giving shareholders as much as
possible, a clear and complete picture of TRB Group’s performance and position.
Apart from the Annual General Meetings where the shareholders are invited to raise questions to the management of
TRB, TRB’s corporate website serves as an interactive platform for the shareholders to share their opinions and obtain
the latest information about the Company. Under the Investor Relations chapter, information beneficial to shareholders
such as circulars and notices to shareholders, financial results, listing announcements, change of corporate information,
general meetings and other relevant information are uploaded regularly. Besides, there is also a contact channel in
TRB’s website for the shareholders to air their views and comments to TRB.
Further, in conjunction with the paperless technology, news related to TRB Group which had been published in the press
and “Texview”, an in-house magazine of Texchem are also uploaded to TRB’s website on a quarterly basis. “Texview”
serves as an important channel of communication to reach out to all Texchemers and with “Texview” being uploaded to
TRB’s website, its readership expands to the public at large. All these signify that TRB practises transparency in order
to live up to the shareholders’ expectation.

SUSTAINABILITY STATEMENT (CONT’D)
Material Sustainability Matters (Cont’d)
1. Economic (cont’d)
1.2 Texchem’s Integrity Pledge
In an effort to preserve shareholders’ interest, TRB strives to maintain high standard of corporate ethics and strict
compliance with the laws and regulations. This is because TRB believes that high standard of integrity, honesty and
accountability are fundamental keys to sustainable business.
In 2017, TRB Group continued its commitment to abide by ethical business practices, good corporate governance
and combat against all forms of corruptions by implementing the Integrity Pledge amongst its employees. Pursuant
to the President and Group Chief Executive Officer’s direction, Texchem’s Integrity Pledge posters are displayed in
all Texchem’s business premises. In order to instill this culture into our business dealings and organisations, Texchem
Group Human Resource Department had also requested all employees to sign Texchem’s Integrity Pledge.
To emphasise the importance of maintaining high standard of integrity, Texchem Integrity Pledge has also been a highlight
during Texchem Managers Conference 2017 when silver brooches engraved with Texchem logo were distributed to all
the attendees as a reminder of our comitment to uphold the Integrity Pledge.
1.3 Exerting Strength in Simplicity against the Economic Uncertainties
In seeking sustainable growth under the current economic climate, the tagline “Strength in Simplicity” was introduced
by the President and Group Chief Executive Officer during the Managers Conference in 2017. This tagline is specially
designed for 2017 as it is a year for Texchemers to simplify and consolidate to achieve higher performance by eliminating
complexities and duplications to ensure a smoother yet strong work flow. Posters featuring the logo and core values
were distributed to Texchem offices across the region to be displayed and serves as an reminder to all the Texchemers
in implementing the following core values:-
(i) Removing Duplication of Tasks;

(ii) Simplifying Workflow;
(iii) Quick Decision Making;
(iv) Cost Control and Profit Maximisation;
(v) Clear Role and Responsibilities;
(vi) Ensuring Effectiveness and Efficiency;
(vii) Quality is Everyone’s Responsibility;
(viii) Optimizing Use of Assets; and
(ix) Eliminating Complexities.
By holding on to these key values and with the collective effort from Texchemers, Texchem managed to storm through
the economic turbulence.
1.4 Integrating Local Culture into Japanese Cuisine
A large majority of the population in Malaysia comprises Malay Muslims. With this in mind, it is important for Texchem
Restaurant Division to work towards serving food that is in compliance with the Islamic principles – the Halal certified
food. Besides, halal products also receive worldwide recognition as a scale for food safety and quality assurance. Being
the largest sushi restaurant chain in Malaysia, Sushi Kin Sdn Bhd of TRB Group strives to ensure that the Muslim
customers enjoy the Japanese cuisine served in Sushi King outlets with peace of mind by serving pork-free (no pork or
pork derivatives used) and alcohol-free (No Mirin) food.
On 31st July 2017, the subsidiary of TRB, Sushi Kin Sdn Bhd was recognised by the Malaysia Book of Records (MBR)
as the “Largest Halal Japanese Restaurant Chain” in Malaysia with its 97 outlets as at February 2017. Since then, Sushi
Kin Sdn Bhd continued its aggressive expansion and achieved a total of 120 outlets in Malaysia in December 2017 and
the business is still growing.

1. Economic (cont’d)
1.4 Integrating Local Culture into Japanese Cuisine (cont’d)
Three months after the recognition by MBR, Sushi Kin Sdn Bhd was awarded with “White List Company” recognition
under the Malaysia Halal Certification by Jabatan Kemajuan Islam Malaysia (“JAKIM”), an award given to companies in
recognition of commitment to the strict adherence of stringent requirements set by JAKIM. It is a remarkable achievement
for Sushi Kin Sdn Bhd to have received the award in merely one year after it was certified as Halal restaurant chain,
together with other established food and beverage brands such as Kentucky Fried Chicken, Pizza Hut, McDonald’s,
Domino’s Pizza, Starbucks and others.
With the Halal certificate in place and complemented by the awards received in 2017, it enhances the profitability of restaurant business
especially within the Muslim community and consequently brings the Restaurant Division towards sustainable business growth.
1.5 Continuous Improvement in Serving the Customers
On 13th February 2017, Sushi King Labo commenced operation with the primary mission of creating new menu by
Texchem in-house Japanese and local chefs, taking into consideration customers’ feedback, in order to keep up with
consumers’ trends. Equipped with full standard of kitchen equipment, R&D kitchen, training facilities and a meeting
room, Sushi King Labo is committed to offer the following functions:-
(i) Developing new and creative menu;

(ii) Food tasting with internal and external parties;
(iii) Training centre; and
(iv) Food photo shooting.
With the establishment of Sushi King Labo, we believe Texchem Sushi King business will be driven to a greater success.
1.6 Diversifying Restaurant Business
The Restaurant Division of Texchem Group achieved another milestone by expanding its business to café business
through Doutor Coffee and Hoshino Coffee. Since end of year 2016 and throughout year 2017, Doutor Coffee marked its
business presence in Aeon Tebrau (Johor Bahru), Sunway Velocity Mall (Kuala Lumpur), Aeon Bukit Tinggi (Selangor)
and Gurney Plaza Penang. As for Hoshino Coffee, the first outlet was launched in Midvalley on 8th December 2017.
These 2 cafés serve artisanal coffee, food and beverages inspired by Japanese elements and ingredients, in modern
and contemporary ambience, with the unique features of the respective brands.
With this business diversification, Texchem Restaurant Division expands its clientele beyond Japanese food lovers,
which in turn increases profitability of Texchem’s restaurant business.
2. Environmental
2.1 Environmental Conservation through Internal Control and Compliance
TRB Group recognises that several of its activities may have an impact on the environment.
Consequently, at all plants, TRB Group continues to ensure strict compliance with the environmental laws governing plant
operations and maintenance in areas relating to environmental standards, emission standards, noise level management
and treatment of plant effluents and waste water.
As a result of such diligence, Texchem Group’s plants are certified with the international environmental management
system standards, ISO 14001:2004 and ISO 14001:2015 Environmental Management System.
2.2 Environmental Conservation through Technology and Innovation
Going Green is an upward trend of corporate social responsibilities. Many companies look into the advantages and
the need of “going green” on two standpoints, namely profitability and social consciousness. Companies that follow
government guidelines to sustain the environment and go out of their way to do so will attract more consumers as the
public becomes more environmentally conscious.

2. Environmental
2.2 Environmental Conservation through Technology and Innovation (cont’d)
It is against this backdrop that TRB Group has started its own research and development in bioplastics. It made a major
breakthrough with the development of Malaysia’s first thermoformable bioplastic derived from agricultural waste in the
year of 2010. TRB Group’s bioplastic, TEXa contains between 50-70% renewable materials. It also has the advantage
of being able to be processed with conventional moulding machines which in turn promotes the usage of such bioplastic.
Further, TEXa can easily be recycled.
In year 2017, Texchem successfully closed the gap of TEXa cost with petroleum-derived plastics i.e. Polypropylene,
PP and High Impact Polystyrene, HIPS. TEXa Bio-PP which is comparable to HIPS in terms of flow and mechanical
performance has been developed. TRB has also launched TEXa Food Contact Grade for toothbrush application as well
as TEXa tableware for Yoshinoya Hanamaru and Sushi King outlets.
As a result of Texchem’s continuous effort in the research and development of bioplastics, Texchem Polymers Sdn Bhd,
a subsidiary of TRB has been granted patent with respect to its bioplastic inventions derived from agricultural waste
in various countries. In addition to the United States of America, Japan, Australia, Singapore and Taiwan, Texchem
Polymers Sdn Bhd’s patents expanded its coverage to Germany, France, Italy and the United Kingdom in 2017.
2.3 Environmental Conservation through Participation in Environmental Initiatives
TRB believes that sustainable business would not be achieved if the environment is compromised.
As a responsible corporate citizen, TRB is sensitive about the issues concerning development and environment in the
country. In line with this belief, Texchem participated in the environmental activities in 2017 such as follows:-
(i) Earth Hour Night Walk 2017 in Penang and Petaling Jaya, a campaign which promotes energy conservation;
(ii) Planting Mangrove Forest Project in Honour of His Majesty King Rama IX in Thailand; and
(iii) the 27th Asia Plastics Forum 2017 in Myanmar, wherein a forum emphasising on marine litter and recycling of
plastics was conducted by renowned speakers from the ocean conservancy as well as corporate sectors. During
the forum, the speakers shared their views in achieving sustainable business in plastic and chemical industry
without compromising the environment.
By applying the knowledge and methods learned from environmental activities in its business operation, Texchem plays
a part in conserving our mother earth.
3. Social
3.1 Utilising Technology for Social Betterment
3.1.1 Medical and Life Sciences Technology
TRB sees the importance of upgrading the medical devices standard which in turn benefits mankind’s
health and welfare.
In conjunction with the evolution of Texchem Polymer Engineering Division from a conventional plastic
products manufacturer to medical engineering solutions provider, TRB had invested substantially in the
research and development work in relation to life sciences, medical and healthcare devices. In order to
keep the employees abreast with the latest development of the technology while promoting Texchem’s
medical products, representatives from the Polymer Engineering Division participated in major medical
conferences and trade fairs in 2017 such as MEDTEC at Tokyo Big Sight, Pharmapack 2017 at Paris
Expo Porte de Versailles, COMPAMED 2017 and MEDICA 2017 in Dusseldorf, Germany.
Besides, Texchem remains active in interaction and collaboration with various experts in the medical
devices industry which include the representatives from the Japan Association of In-Vitro Diagnostic
Medical Devices (IVD) Industry, the Japanese Analytical Instruments Manufacturers’ Association (JAIMA)
and Japan Association of Clinical Reagent Industries (JACRI).

3. Social (cont’d)
3.1 Utilising Technology for Social Betterment (cont’d)
3.1.2 Thermoforming and Injection Moulding Technology
Being part of the polymer engineering business, TRB Group strives to stay relevant in the product
development to contribute towards the global market by visiting and participating in major fairs and
expositions such as the following:-
(i) SEMICON Southeast Asia in Penang;

(ii) The 25th Processing and Packaging Technology Event for Asia (Propak Asia) at BITEC, Bangkok,
Thailand;
(iii) Automotive Manufacturing 2017 at Bangkok, Thailand;
(iv) INTERMACH 2017 – 34th ASEAN Largest International Industrial Machinery and Subcontracting
Exhibition in Bangkok, Thailand;
(v) Thailand Manufacturing Expo 2017 (ME 2017); and
(vi) ASEAN’s Largest International Machine Tools and Metalworking Technologies Trade Exhibition and
Conference (METALEX) – 31st Edition.
To enhance employees’ knowledge in the aviation sector, representatives from the Polymer Engineering
Division also attended aerospace related exhibitions and events such as MRO Asia-Pacific 2017 in
Singapore and Langkawi International Maritime and Aerospace Exhibition (LIMA) 2017.
By participating in such significant events in the respective region, Texchem’s representatives were
introduced to the latest state of the art innovations in plastic and the most recent technology which
advances the medical and life sciences and aerospace industries as well as other industries served by
Texchem which in turn stimulates business growth and benefits members of the community at large.
With the latest technical knowledge in place, Texchem Polymer Engineering Division continues to
uphold the Division’s mission to be partner of choice by focusing on excellence in industrial knowledge,
innovative design, engineering solution, quality products and customer services.
3.1.3 Food Technology
TRB realises the impact of fishery activities to the ecology and the underlying challenges towards
sustainable production. To cope with the growing gap between supply and demand in the seafood
industry without compromising the environment, Food Division had embarked on various research and
development projects in collaboration with distinguished academic institutions and research centres
namely, the Fisheries Research Agency of Japan and Universiti Sains Malaysia.
In year 2017, being the largest soft shell crab supplier in the world, Food Division continued its effort to
produce crablets through hatchery technology development in collaboration with Can Tho University,
Vietnam.
As part of the continuous thrust in market development, Food Division participated in various international
seafood expositions in 2017 such as the Seafood Expo North America/ Seafood Processing North
America 2017 and Japan International Seafood & Technology Expo.
3.2 Participation in Students Development Programme held by One of the World’s Top Business Schools -
Harvard Business School
In year 2017, Texchem was privileged to have been selected as one of the global partners to participate in Harvard
Business School FIELD Immersion Programme 2017. The programme kicked start in February 2017 where field work was
conducted at Doutor Coffee, Sunway Velocity. On the last day of the programme, the students conducted presentation at
Wisma Texchem to share their findings and proposal of their project with the management of Doutor Coffee.
Through exchange of ideas between Texchem representatives and the students from Harvard Business School, it
enriches both parties’ prospects in sustainable business growth.

3.3 Preservation of Human Resources
At TRB Group, we value the contributions of each and every one of our employees, which is why we place utmost
importance in offering a conducive work environment that is supportive of the employees’ ambitions. We believe that by
helping our employees realise their full potential, they in turn, can help us achieve TRB’s corporate aspiration, making
TRB Group an ideal place for talented individuals to build their careers.
In line with Texchem’s aspiration that is “to build people, and the people build business”, various policies and activities
were carried out across the Group.
3.3.1 Texchem’s Occupational Safety, Health and Environmental Policy
a. Implementation of OSHE Policy
Establishing a positive safety and health culture is the key to good corporate governance and a
requirement under the Occupational Safety and Health Act 1994. In the pursuit of its effort to establish
a positive, safe and healthy working environment, TRB introduced the Occupational Safety, Health and
Environmental Policy (“OSHE”) Statement outlining the following principles:-
“As a multinational conglomerate, Texchem Group is committed to conduct our business in a safe,
healthy and environmentally responsible manner through the observance of the following principles:
- Prevention of injury, ill health and environmental degradation in all our activities;
- Adherence and compliance to applicable OSHE laws, regulations and other requirements;
- Setting and effectively communicating the OSHE policy to employees, contractors and interested
parties;
- Systematically improve our operations and policies to create a safer, healthier and more
environmentally sustainable workplace.”
Further to the implementation of OSHE policy, on 23rd and 28th March 2017, Texchem OSHE and
Security Department organised security trainings to elevate the standards, discipline and performances of
the security workforce in alignment with the goals and objectives of the OSHE and Security Department.
The security training programme has also been an ongoing process to keep Texchemers abreast with the
established standards to face the continuously increasing and challenging risky environment.
b. Establishment of Emergency Response Team (ERT)
Texchem-Pack (PP) Sdn Bhd established Emergency Response Team (ERT) which consists of 4 function
groups, namely, the Fire-fighting Team, Rescue Team, Chemical Team and First Aid Team. In calibration
with the Fire and Rescue Department Malaysia (BOMBA), the ERT conducted annual mock drill exercise
to ensure that the employees are equipped with knowledge on emergency response and evacuation
measures and to improve preparedness and prevention of accidents at work place.
Being OSHE compliant, TRB Group is poised to garner international reputation by also being compliant
with the guidelines set out by the International Labour Organisation (“ILO”) as part of Texchem’s corporate
social responsibility initiative to be a good corporate citizen both locally and internationally.
3.3.2 Encouraging Career Growth through Education Assistance Programmes and Trainings
For continuous employees’ development, training is one of the most important facet in Texchem. In line
with the Strategic Group Human Resource Plan, TRB establishes a system to continuously:
- Identify knowledge gap;

- Identify training programmes suitable to achieve Company and Group objectives;
- Establish training support from both internal and external resources; and
- Continuous assessment on the effectiveness of training programmes.

3.3 Preservation of Human Resources (cont’d)
3.3.2 Encouraging Career Growth through Education Assistance Programmes and Trainings
Over the years, TRB has been sponsoring its employees to pursue education programmes such as
the accounting qualification by Association of Chartered Certified Accountants (ACCA), Diplomas and
Degrees relevant to the individual work field and Master of Business Administration. From year 2010
to 2017, the total amount sponsored by TRB Group in Education Assistance Programme exceeded
RM200,000.00 and the figure continues to grow.
In consonance with one of TRB Group’s mottos to enhance personal and career development of the
staff, a series of training programmes were also organised in different companies within Texchem Group
in 2017 such as:-
i. Texchem Continuous Improvement Programme (TCIP) by the Presidential Department and the
Corporate Affairs Committee;
ii. In-House Training on the Companies Act 2016;
iii. First Half Town Hall Communication Conference on 14th February 2017 at Texchem Life Sciences
Sdn Bhd;
iv. Annual Managers’ Conference;
v. Kokubu Food Logistic Malaysia’s Distribution Team Training; and
vi. Training on Domestic Inquiry on 24th May 2017.
3.3.3 Reward Performance and Employees Appreciation
At Texchem, we have a performance-based reward system in place where reward is given based on the
employees’ performance. Besides the basic salary, allowances, bonuses, director’s fees and benefits
such as medical claim, mileage and toll claims and company car, Texchem Service Award Programme
is one of the avenues to acknowledge and encourage employee loyalty. This programme has been a
tradition started by Texchem Founder and Executive Chairman since four decades ago and the award
is presented to employees who have been in the Company for five years, and at every increment of five
years.
Commencing from year 2014 with the aim of encouraging innovation, the Presidential Award is awarded
at Division and Group levels to employees who introduce new methods, ideas or products which promote
efficiency in the production and increase profitability. The representatives of each Division present their
project during the yearly Managers Conference and the winner receives RM10,000 in cash and a winner’s
challenge trophy. On 20th January 2017, Texchem-Pack (M) Sdn Bhd team, representing the Polymer
Engineering Division, won the 2017 Presidential Award with their project entitled “Raw Materials Saving
in TV Component Manufacturing (LED Light Reflection Sheet)”.
In appreciation of employees’ contribution and to understand the employees’ views, series of activities
organised within Texchem Group are as follows:-
i. Intrapreneur Hunt by the President and Group Chief Executive Officer with the aim to break barriers
of bureaucracy and establish an open channel of communication across the Group;
ii. Focal Point Meeting with Fresh Graduates organised by the Group Human Resource Department to
learn more about the young employees’ views in relation to employee retention, employee motivation
and employee engagement;
iii. Corporate Induction for all the new employees organised by the Group Human Resource Department; and
iv. In conjunction with the Silver Award for Employer of Choice received by Texchem in 2016, in 2017,
a series of interviews were conducted with two staff every quarter to understand their thoughts and
views about the Company.

3.3.4 Ladies in Leadership
In Texchem, female employees are given opportunities to progress and hold important positions in the
corporate ladder. In addition, Texchem Ladies Club was established to provide additional platform for
the female employees to gain exposure, relevant skills and knowledge in achieving personal and career
growth. Texchem’s recognition on women’s contribution in the work force is also evinced by the increasing
number of female employees siting in the managerial positions within Texchem Group.
3.3.5 Work-Life Balance towards Sustainable Productivity
TRB recognises the importance of work-life balance and believes that healthy and happy employees are
the keys to the Company’s productivity. As such, TRB has continuously sponsored and organised various
sport activities to promote healthy and active lifestyle among the employees.
TRB Group incorporated the Mount Kinabalu Club to build on the power of positive peer influence to
help the employees adopt healthy behaviour so they may live longer and healthier lives. In 2017, Mount
Kinabalu Club organised Bukit Larut (Maxwell Hill) Hike and monthly hiking trails session in various
hiking spots in Penang. In addition, TRB also sponsored Texchem Annual Sports Meet in year 2017.
Besides promoting healthy lifestyle among Texchemers, the hiking sessions and sport activities also foster
recreational fellowship and sportsmanship amongst employees and the management of TRB Group.
One of the monthly hiking sessions at Bukit Larut (Maxwell Hill)
Further, Texchem Ladies Club had organised Health Screening & Health Talk and Zumba session at
Texchem Northern Region while the Group Human Resource Department of the Central Region organised
Zumba session and Gasing Hill hike for the employees stationed in the Central Region.
In addition to Texchem’s internal sports events, TRB Group had extended its support to external sport and
recreational events organised by the Non-Governmental Organisations (NGOs), the State Government
and private sectors with the common objective to promote healthy lifestyle among the citizens by way
of sponsorship or subsidy to Texchemers who participated in the events. The relevant sports and
recreational events are as follows:-
i. Charis Hospice’s Charity Hunt;

ii. ASICS Penang Bridge International Marathon (PBIM) 2017;
iii. Putrajaya Night Marathon 2017;
iv. Standard Chartered Kuala Lumpur Marathon 2017;
v. Charity Pacifier Run 2017 organised by Mount Miriam Cancer Hospital;
vi. Delta Eco Night Run; and
vii. Earth Hour Night Walk Penang & Petaling Jaya organised by World Wildlife Fund (WFF).

3.3.6 Strengthening Spirit of Team Work towards Sustainable Corporate Growth
TRB believes that a strong teamwork among the employees is the foundation of a successful
organisation, particularly in the trying time of economic turbulence. Pursuant to such belief, series of
activities were organised in year 2017 to foster the relationship and strengthen the spirit of team work
among Texchemers:-
i. Texchem Vitality Race 2017 participated by 105 managers from different divisions across the group;
ii. Texchem Golf Challenge Trophy at the Penang Golf Resort which is located at Bertam, Kepala
Batas, Penang participated by total 20 participants;
iii. Annual Dinner and teambuilding by Texchem-Pack (M) Sdn Bhd at Gua Tempurung;
iv. Chinese New Year 2017 Celebration organised by the Group Human Resource Department of
Central Region;
v. Food Division Team Building at Pulau Langkawi;
vi. Team building by the Group Human Resource Department of Central Region at EnerZ Indoor
Extreme Park;
vii. Texchem-Pack (PP) Sdn Bhd Appreciation Dinner 2016/ 2017;
viii. Ramadan Dinner organised by Kokubu Food Logistic Malaysia (KFLM) in conjunction with the
launching of KFLM website and soft launch of Warehouse Management System;
ix. Hari Raya buffet lunch celebration at Texchem Materials Johor Bahru;
x. Hari Raya celebration lunch at Wisma Texchem;
xi. Deepavali celebration at Texchem Corporation Sdn Bhd, Central Region office; and
xii. Year-end celebration at Penang Head Quarters.
3.3.7 Employer of Choice
Following the Silver Award for Employer of Choice received by Texchem in 2016, in year 2017, Sushi Kin
Sdn Bhd, a 70.35% owned sub-subsidiary of TRB was awarded with the Bronze Award of Employer of
Choice 2017 under the Malaysia HR Awards by the Malaysian Institute of Human Resource Management
(MIHRM).
Besides, Sushi Kin Sdn Bhd also supports the government initiatives on Human Resource development
and has taken part in programmes such as Skim Latihan 1 Malaysia (SL1M), Graduate Employability
Management Scheme (GEMS) and Rural Accelerated Industry Skill for Employment (RAISE).
With the aspiration of “building people” in mind, Texchem is committed to maintain as the Employer of
Choice through building confidence in the leadership, creating great company culture and providing vast
opportunities for the employees to learn and grow which results in high level of employee engagement
in the Company.
Sushi Kin Sdn Bhd was awarded the Bronze Award of Employer of Choice 2017

3.4 Giving Back to the Society
Contribution to the community is important in TRB’s view. It is a symbiosis between a company and the community
in which without the community, a company cannot sustain its businesses. In 2017, with the aim to promote social
welfare among the less fortunate, TRB Group sponsored various charity activities as follows:-
i. “Rock a Duck” Charity Campaign organised by Penang Hard Rock Hotel with the objective to raise funds for Sekolah
Kebangsaan Pendidikan Khas Persekutuan, a school for the hearing impaired to build an assembly rooftop;
ii. On 15th February 2017, Texchem Ladies Club committee visited Charis Hospice to spend time and have fun with
the patients with cancer and other advanced illnesses to create delightful atmosphere to ease their fight against
critical illnesses;
iii. On 18th March 2017, Texchemers from the Central Region organised a visit to the House of Joy, a charitable home
located in Bandar Kinrara, Puchong that provides shelter, care and training to the underprivileged orphans, abused
children and destitute old folks. Prior to the visit, donation was collected from Texchemers in the Central Region
which was used to purchase foodstuff, groceries and children stationeries for the home;
iv. A visit to Thanthaya Aye Monastic School (which is also a shelter for orphans) was organised by Amiway, a club
formed by Texchem staff in Myanmar to carry out corporate social responsibility (“CSR”) programmes. During the
first visit to the school, Texchem offered lunch meals for approximately 650 students in the school while Texchemers
helped in the cleaning of the school compound and refurbishing the school building by doing lawn mowing, spraying
of pesticides and herbicides, upgrading and repairing toilet and sanitary system, and at the same time, sharing
knowledge on personal hygiene with the students. During the second visit, Texchemers presented toys and gifts to
the orphans and organised fun games for the kindergarten students;
v. Collection of pre-loved clothes for Penang flood victims; and
vi. Establishment of “People Culture” committee under the Industrial Division to carry out CSR activities. The CSR
activities organised and/ or participated by the Industrial Division in year 2017 include:-
a. Relay for Life organised by the National Cancer Society of Malaysia where Texchemers set up a food stall
selling fried noodles and desserts to raise fund for cancer patients;
b. Post-flood clean-up; and
c. Fund raising of RM30,000.00 to adopt a kidney dialysis patient for a year.
To promote sport and cultural activities within the community, Texchem had also sponsored the Dragon Boat Team
of Penang Forward Sports Club and the sponsorship amount for year 2017 was RM60,000.00.
A visit to Thanthaya Aye Monastic School Fund raising to adopt a kidney dialysis patient

3.4 Giving Back to the Society (cont’d)
A visit to the House of Joy, a charitable home

Post-flood clean up for Penang flood victims
located in Bandar Kinrara, Puchong
In furtherance to the Blood Donation Campaign which received overwhelming response from the workforce over the
years, the Group Human Resource Department continued this noble course in 2017 at Texchem’s headquarter in
Penang, Texchem-Pack (M) Sdn. Bhd. and Wisma Texchem in Subang Jaya. As human blood is a scarce and precious
resource, this drive has successfully raised awareness on blood donation and encouraged the culture of voluntary blood
donation as it is a safe, simple and speedy process that helps to save lives.
Blood Donation Campaign
Our Commitment
As a socially responsible citizen of the business community, TRB Group shall continue to adopt and apply effective economic
approach, environmentally responsible practices, sound social policies and good corporate governance framework with
the objective of enhancing transparency in its corporate disclosure, strengthening its risk management framework and
achieving long-term sustainable growth. A copy of TRB Group’s Sustainability Policy is available on TRB Group’s website
at www.texchemgroup.com, under the Investor Relations column.

DIRECTORS’ RESPONSIBILITY STATEMENT IN RESPECT
OF THE PREPARATION OF THE AUDITED FINANCIAL
STATEMENTS
The Board is responsible for ensuring that the financial statements give a true and fair view of the financial position of the
Group and of the Company as at 31 December 2017, and of their financial performance and their cash flows for the year
then ended. In preparing the financial statements, the Directors have ensured that the applicable Malaysian Financial
Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 2016 in
Malaysia have been complied with.
In preparing the financial statements, the Directors have selected and applied consistently suitable accounting policies and
made reasonable and prudent judgement and estimates. The Directors also have a general responsibility for taking such
steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other
irregularities.
OTHER DISCLOSURES
PARTICULARS OF MATERIAL CONTRACTS INVOLVING DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST
DURING THE FINANCIAL YEAR
During the financial year, there were no material contracts entered into by the Company and/or its subsidiaries involving
directors’ and/or major shareholders’ interest (not being contracts entered into in the ordinary course of business), either
still subsisting at the end of the financial year or entered into since the end of the previous financial year.
RECURRENT RELATED PARTY TRANSACTIONS OF REVENUE OR TRADING NATURE
Save as disclosed in Note 24 of the Notes to the Financial Statements as set out in this Annual Report and the Circular
to Shareholders (Recurrent Related Party Transactions) dated 26 March 2018, there was no other transaction conducted
pursuant to the shareholders’ mandate during the financial year ended 31 December 2017.

ANALYSIS OF SHAREHOLDINGS
As at 12 March 2018
Issued and Paid-up Capital - RM124,099,235.00

Class of Shares - Ordinary shares
Voting Rights - One vote per ordinary share
No. of Treasury Shares Held - 2,591,100
No. of Voting Shares - 121,508,135
SHAREHOLDINGS STATISTICS
Size of Holdings No. of Shareholders Total Holdings# %#

Less than 100 204 8,378 0.01
100 - 1,000 395 240,925 0.20
1,001 - 10,000 1,760 7,415,174 6.10
10,001 - 100,000 496 13,607,109 11.20
100,001 to less than 5% of issued shares 59 30,663,468 25.23
5% and above of issued shares 2 69,573,081 57.26
Total 2,916 121,508,135 100
Note: # Excluding 2,591,100 Treasury Shares
SUBSTANTIAL SHAREHOLDERS AS PER REGISTER OF SUBSTANTIAL SHAREHOLDERS
No. Name No. of Shares Held in the Company

Direct % Indirect %
1 Texchem Corporation Sdn. Bhd. 20,753,109 (a)
17.08 (a)
– –
2 Texchem Holdings Sdn. Bhd. 48,819,972 40.18 20,753,109(b) 17.08(b)
3 Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi – – 74,670,603(c) 61.45(c)
DIRECTORS’ INTERESTS IN SHARES
No. Name No. of Shares Held in the Company

Direct % Indirect %
1 Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi – – 74,670,603 (c)
61.45(c)
2 Dato’ Brian Tan Guan Hooi 6,039 0.01 – –
3 Yap Kee Keong 8,250 0.01 – –
Notes:
(a) Pursuant to Section 22 of the Companies Act, 2016 (“Act”), the 20,753,109 ordinary shares held by Texchem Corporation Sdn. Bhd. (“Texcorp”)
in the Company shall not carry any voting rights at any general meeting of the Company.
(b) Deemed interest by virtue of Texchem Holdings Sdn. Bhd.’s direct interest in Texcorp pursuant to Section 8 of the Act.
(c) Deemed interest by virtue of Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi’s direct and/or indirect interest in Texchem Holdings Sdn. Bhd. and
Texcorp [both are major shareholders of the Company] and via persons connected with him, ie. his wife, Puan Sri Datin Seri Atsuko Konishi
and his daughters, Ms Mika Konishi and Ms Mari Konishi (all are shareholders of the Company) pursuant to Sections 8 and 197 of the Act
respectively.
The details of the interests of the Directors who were or are directors during the financial year ended 31 December 2017
and the period commencing from 1 January 2018 until 12 March 2018 (including the interests of the spouses and/or
children of the Directors) in the Company’s related corporations as at 12 March 2018 are the same as the details set out in
the section on Directors’ Interests in the Directors’ Report of this Annual Report.

ANALYSIS OF SHAREHOLDINGS (CONT’D)
As at 12 March 2018
THIRTY LARGEST SHAREHOLDERS

(Excluding 2,591,100 Treasury Shares)
NO NAME NO. OF SHARES %

1 TEXCHEM HOLDINGS SDN BHD 48,819,972 40.18
2 TEXCHEM CORPORATION SDN BHD 20,753,109 17.08
3 CITIGROUP NOMINEES (ASING) SDN BHD 3,000,000 2.47
EXEMPT AN FOR NOMURA SECURITIES CO LTD (CLIENT AC)
4 DB (MALAYSIA) NOMINEE (ASING) SDN BHD 2,910,500 2.39
DEUTSCHE BANK AG SINGAPORE FOR IAM TRADITIONAL ASIAN
GROWTH FUND
5 BLOOD PROTECTION (HOLDING) CO LTD 2,339,884 1.92
6 ATSUKO KONISHI 2,234,694 1.84
7 MAN BIN MAT 2,051,500 1.69
8 MARI KONISHI 1,431,414 1.18
9 MIKA KONISHI 1,431,414 1.18
10 CIMB GROUP NOMINEES (ASING) SDN BHD 1,147,500 0.94
EXEMPT AN FOR DBS BANK LTD (SFS-PB)
11 DB (MALAYSIA) NOMINEE (TEMPATAN) SENDIRIAN BERHAD 1,008,200 0.83
DEUTSCHE TRUSTEES MALAYSIA BERHAD FOR EASTSPRING
INVESTMENTSGROWTH FUND
12 EYE CORPORATE PLANNING CO LTD 943,000 0.78
13 CITIGROUP NOMINEES (TEMPATAN) SDN BHD 860,800 0.71
PLEDGED SECURITIES ACCOUNT FOR SUSY DING (471873)
14 DB (MALAYSIA) NOMINEE (TEMPATAN) SENDIRIAN BERHAD 616,900 0.51
INVESTMENTSBALANCED FUND
15 LOH PHOY YEN HOLDINGS SDN BHD 550,000 0.45
16 FUMAKILLA LIMITED JAPAN 436,194 0.36
17 AFFIN HWANG NOMINEES (TEMPATAN) SDN BHD 436,000 0.36
PLEDGED SECURITIES ACCOUNT FOR ALBERT KHEW VOON HAO (M04)
18 MOK TECK LIANG 405,700 0.33
19 SUSY DING 395,200 0.32
20 LIM HUCK BOON 380,200 0.31
21 UNITED FORMULA SDN BHD 369,300 0.30
22 YUTAKA YAMANAKA 359,893 0.30
23 DB (MALAYSIA) NOMINEE (TEMPATAN) SENDIRIAN BERHAD 351,600 0.29
INVESTMENTSDYNAMIC FUND
24 TAN NG TEE @ TAN CHENG YEW 339,350 0.28
25 GET HOLDINGS SDN BHD 300,000 0.25
26 MARCO ANDRIGHETTO 288,750 0.24
27 TAM LUP QUON 287,775 0.24
28 MAYBANK NOMINEES (TEMPATAN) SDN BHD 272,400 0.22
LAY MAN WAN @ LAI MUN WAN
29 HLIB NOMINEES (TEMPATAN) SDN BHD 270,900 0.22
PLEDGED SECURITIES ACCOUNT FOR NA CHAING CHING (CCTS)
30 YASUHIRO NISHIDA 264,000 0.22
TOTAL: 95,256,149 78.39

PARTICULARS OF PROPERTIES
Held as at 31 December 2017
Net
Approximate Date of Book
Age of Expiry Acquisition/ Value
Location Tenure Area Description Building Date *Revaluation (RM’000)
Texchem Materials Sdn. Bhd.

No. 6 & 6A, Freehold 2.54 Office & 29 years N/A 2 5,320
Jalan Tampoi 7/4, acres Warehouse September
Kawasan Perusahaan Tampoi, 1999
81200 Johor Bahru,
Johor Darul Takzim.
Texchem-Pack (M) Sdn. Bhd.

No. 1465, Mukim 11, Leasehold 3.96 Office & Between 29 June *1 5,822
Lorong Perusahaan Maju 6, 60 years acres Factory 16 to 2052 December
Fasa 4, 25 years 1994
Kawasan Perindustrian Perai,
13600 Perai, Penang.
Texchem-Pack (PP) Sdn. Bhd.

Part of Lot 1241, Phase III, Leasehold 3.78 Office & Between 27 *26 5,576
Bayan Lepas Free Industrial Zone, 60 years acres Factory 18 to August April
11900 Penang. 38 years 2041 1983
Texchem-Pack (Johor) Sdn. Bhd.

No. 3, Jalan Mutiara 7, Freehold 0.97 Office & Between N/A 21 4,256
Taman Perindustrian Plentong, acre Factory 21 to October
81750 Masai, Johor Darul Takzim. 22 years 1998
Eye Graphic Sdn. Bhd.

No. 5, Lorong Perusahaan Maju 11, Freehold 0.27 Office & 21 years N/A 16 913
Taman Perusahaan Pelangi, acre Factory April
13600 Perai, Penang. 1996
Texchem Life Sciences

Sdn. Bhd.
Lot 3, Jalan P/6, Leasehold 2.01 Office, 26 years 29 *7 9,868
Kawasan Perindustrian Bangi, 99 years acres Factory & September September
43650 Bandar Baru Bangi, Store 2086 2004
Selangor Darul Ehsan.
Texchem-Pack (Thailand)
Co., Ltd.
234, Moo 2, Freehold 8.56 Office & 24 years N/A 3 15,502
Bangpa-in Industrial Estate, acres Factory May
Udomsorayut Road, 2007
Tambol Klong-jig,
Amphur Bangpa-in,
Phranakorn Sri Ayutthaya Province,
13160 Thailand.

PARTICULARS OF PROPERTIES (CONT’D)
Held as at 31 December 2017
Net
Approximate Date of Book
Age of Expiry Acquisition/ Value
Location Tenure Area Description Building Date *Revaluation (RM’000)
Sea Master (Malaysia)

Sdn. Bhd.
No. 2446, Mk 1, Leasehold 1 Office & 35 years 25 July 15 811
Solok Perusahaan Satu, 60 years acre Factory 2042 July
Kawasan Perindustrian Perai, 1983
13600 Perai, Penang.
Plot 78(a), Perai Industrial Park, Leasehold 0.19 Factory 35 years 20 7 86
Daerah Seberang Perai Tengah, 60 years acre September May
Penang. 2070 2008
Texchem Corporation Sdn. Bhd.

Lot Nos. 808 & 809, Jalan Subang 5, Freehold 5.01 Office & 24 years N/A 28 October 20,543
Taman Perindustrian Subang, acres Warehouse 2015
47610 Subang Jaya,
Selangor Darul Ehsan.

FINANCIAL STATEMENTS
Directors’ Report 52
Statements Of Financial Position 59
Statements Of Profit Or Loss And 61

Other Comprehensive Income
Consolidated Statement Of Changes In Equity 63
Statement Of Changes In Equity 65
Statements Of Cash Flows 66
Notes To The Financial Statements 73
Statement By Directors 156
Statutory Declaration 157
Independent Auditors’ Report 158

1
Texchem Resources Bhd.

(Company No. 16318 - K)
(Incorporated in Malaysia)
DIRECTORS’
and its subsidiaries REPORT
for the year ended 31 December 2017
Directors’ report for the year ended 31 December 2017
The Directors hereby submit their report and the audited financial statements of the Group and of the Company for
the year ended 31 December 2017.
Principal activities
The principal activity of the Company is investment holding whilst the principal activities and details of the
subsidiaries are disclosed in Note 4 to the financial statements.
There has been no significant change in the nature of these activities during the financial year.
Results
Group Company
RM’000 RM’000
Loss for the year attributable to :
Owners of the Company (3,640) (6,780)

Non-controlling interests (2,437) -
(6,077) (6,780)
Reserves and provisions
There were no material transfers to or from reserves and provisions during the financial year under review except
as disclosed in the financial statements.
Dividends
An interim single tier dividend of 10 sen per share amounting to RM12.17 million in respect of the financial year
ended 31 December 2017 was declared on 9 December 2016 and paid on 10 January 2017.
The Directors do not propose any other dividend to be paid for the financial year under review.
An interim single tier dividend of 10 sen per share amounting to RM12.15 million in respect of the financial year
ending 31 December 2018 was declared on 14 December 2017 and paid on 15 January 2018.

DIRECTORS’ REPORT (CONT’D)
Company No. 16318 - K 2
Directors of the Company
Directors who served during the financial year until the date of this report are :
Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi, PSM, DGPN, DSPN, DJN
Dato’ Brian Tan Guan Hooi, DSPN
Yap Kee Keong
Wong Kin Chai
Dato’ Seri Nazir Ariff Bin Mushir Ariff, DGPN, DMPN, DSPN, PKT, PJM, JP
Dato’ Danny Goon Siew Cheang, DSPN, DJN, PJK, PJM
In accordance with Article 123 of the Company’s Articles of Association, Dato’ Seri Nazir Ariff Bin Mushir Ariff and
Cik Zarizana @ Izana Binti Abdul Aziz will retire by rotation from the Board of Directors at the forthcoming Annual
General Meeting, and being eligible, offer themselves for re-election.
Directors’ interests in shares
The interests and deemed interests in the shares of the Company and of its related corporations (other than wholly-
owned subsidiaries) of those who were Directors at financial year end (including the interests of the spouses and/or
children of the Directors who themselves are not Directors of the Company) as recorded in the Register of
Directors’ Shareholdings are as follows:
Number of ordinary shares

Balance at Balance at
1.1.2017 Bought (Sold) 31.12.2017
The Company
- Direct interest
Dato’ Brian Tan Guan Hooi 6,039 - - 6,039

Yap Kee Keong 8,250 - - 8,250
- Deemed interest
(i) (i)
Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi 74,670,603 - - 74,670,603

Directors’ interests in shares (cont’d)
Number of ordinary shares

1.1.2017 Bought (Sold) 31.12.2017
Related corporations
Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi
- Direct interest
(a) (a)
Ocean Pioneer Food Sdn. Bhd. 1,000 - - 1,000
Dato’ Brian Tan Guan Hooi
- Direct interest
(h) (e) (e)
Dim Sum Delight Sdn. Bhd. 1,000 - - 1,000
(a) (a)
Sea Master Retail Sdn. Bhd. 1,000 - - 1,000
Texchem Advanced Products Incorporated
(c) (c)
Sdn. Bhd. - 1,000 - 1,000
Number of ordinary shares of Kyats1,000 each

1.1.2017 Bought (Sold) 31.12.2017
- Direct interest
(b) (b)
Myanmar Texchem Limited 1 - - 1
Number of ordinary shares of USD1 each

1.1.2017 Bought (Sold) 31.12.2017
- Direct interest
(b) (b)
PT. Texchem Indonesia 1,000 - - 1,000
Dato’ Brian Tan Guan Hooi
- Direct interest
(g) (g)
Texchem Aquaculture (Myanmar) Limited - 1 - 1

Directors’ interests in shares (cont’d)
Number of ordinary shares of Thai Baht 100 each

1.1.2017 Bought (Sold) 31.12.2017
Related corporations
- Direct interest
Texchem Materials (Thailand) Ltd. 1(b) - - 1(b)

Texchem-Pack (Thailand) Co., Ltd. 1(f) - - 1(f)
Sushi King (Thailand) Ltd. 1(d) - - 1(d)
Yap Kee Keong
- Direct interest
Texchem-Pack (Thailand) Co., Ltd. 1(f) - - 1(f)
Wong Kin Chai
- Direct interest
Texchem Materials (Thailand) Ltd. 1(b) - - 1(b)

Notes :
(a)
Shares held in trust for Sea Master (Malaysia) Sdn. Bhd.
(b)
Share(s) held in trust for Texchem Materials Sdn. Bhd.
(c)
Shares held in trust for Texchem-Pack (PP) Sdn. Bhd.
(d)
Share held in trust for Texchem Corporation Sdn. Bhd.
(e)
Shares held in trust for the Company
(f)
Share held in trust for Texchem Polymer Engineering Sdn. Bhd.
(g)
Share held in trust for Texchem Food Sdn. Bhd.
(h)
Commenced creditors’ voluntary winding-up on 17 July 2017
(i)
Deemed interest by virtue of Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi’s direct and/or indirect interest in Texchem
Holdings Sdn. Bhd. and Texchem Corporation Sdn. Bhd. (“Texcorp”) (both are major shareholders of the Company)
and via persons connected with him, i.e. his wife, Puan Sri Datin Seri Atsuko Konishi and his daughters, Ms Mika
Konishi and Ms Mari Konishi (all are shareholders of the Company), pursuant to Sections 8 and 197 of the Companies
Act 2016 (“Act”) respectively. Pursuant to Section 22 of the Act, the 20,753,109 ordinary shares held by Texcorp in the
Company shall not carry any voting rights at any general meeting of the Company. Further details are set out in Note
30 paragraph 1 to the financial statements.
By virtue of Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi’s interests in the shares in the Company, he is also deemed to be
interested in the shares in the Company’s related corporations to the extent that the Company has an interest.
None of the other Directors holding office at 31 December 2017 had any interest in the shares of the Company and of its
related corporations during the financial year.

Directors’ benefits
Since the end of the previous financial year, no Director of the Company has received nor become entitled to
receive any benefit (other than those fees and other benefits included in the aggregate amount of remuneration
received or due and receivable by Directors as shown in the financial statements of the Company and its related
corporations) by reason of a contract made by the Company or a related corporation with the Director or with a firm
of which the Director is a member, or with a company in which the Director has a substantial financial interest other
than those transactions entered in the ordinary course of business between the Company and its related
corporations with companies in which a Director is deemed to have a substantial financial interest as disclosed in
Note 24 to the financial statements.
There were no arrangements during and at the end of the financial year which had the object 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.
Issue of shares and debentures
There were no changes in the issued and paid-up capital of the Company and no debentures were in issue during
the financial year.
Options granted over unissued shares
No options were granted to any person to take up unissued shares of the Company during the financial year.
Indemnity and insurance costs
During the financial year, the total cost of insurance effected for the Directors and officers of the Group and of the
Company is RM67,000 for a total sum insured of RM50 million.
Other statutory information
Before the financial statements of the Group and of the Company were made out, the Directors took reasonable
steps to ascertain that:
i) all known bad debts have been written off and adequate provision made for doubtful debts, and
ii) any current assets which were unlikely to be realised in the ordinary course of business have been written
down to an amount which they might be expected so to realise.

Other statutory information (cont’d)
At the date of this report, the Directors are not aware of any circumstances:
i) that would render the amount written off for bad debts or the amount of the provision for doubtful debts in the
Group and in the Company inadequate to any substantial extent, or
ii) that would render the value attributed to the current assets in the financial statements of the Group and of the
Company misleading, and
iii) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the
Group and of the Company misleading or inappropriate, or
iv) not otherwise dealt with in this report or the financial statements that would render any amount stated in the
financial statements of the Group and of the Company misleading.
At the date of this report, there does not exist:
i) any charge on the assets of the Group or of the Company that has arisen since the end of the financial year
and which secures the liabilities of any other person, and
ii) any contingent liability in respect of the Group or of the Company that has arisen since the end of the financial
year.
No contingent liability or other liability of any company in the Group 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 of the Company to meet their obligations as
and when they fall due.
In the opinion of the Directors, other than the impairment loss on property, plant and equipment, gain on
deconsolidation of subsidiaries and gain on disposal of property, plant and equipment of the Group as disclosed in
Note 21 and closure costs arising from cessation of business by a subsidiary as disclosed in the Note 30(4), the
financial performance of the Group and of the Company for the financial year ended 31 December 2017 have not
been substantially affected by any item, transaction or event of a material and unusual nature nor has any such
item, transaction or event occurred in the interval between the end of that financial year and the date of this report.
Significant events during the financial year
The details of such events are disclosed in Note 30 to the financial statements.

Auditors
The auditors, KPMG PLT have indicated their willingness to accept re-appointment.
The auditors’ remuneration is disclosed in Note 21 to the financial statements.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:
……………………………………...…..…..…..
Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi,
PSM, DGPN, DSPN, DJN
Director
……………………………………...…..…..…..
Director
Penang,
Date : 20 March 2018

and its subsidiaries
STATEMENTS OF FINANCIAL POSITION
as at 31 December 2017
Statements of financial position as at 31 December 2017
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Assets
Property, plant and equipment 3 174,244 178,726 883 1,280

Investments in subsidiaries 4 - - 415,543 398,177
Investments in associates 4 2,991 4,364 - -
Intangible assets 5 58,809 60,030 - -
Deferred tax assets 6 611 901 - -
Total non-current assets 236,655 244,021 416,426 399,457
Inventories 7 90,439 81,365 - -

Trade and other receivables 8 196,220 188,608 28,716 34,030
Current tax assets 1,525 2,095 192 70
Cash and cash equivalents 9 93,912 120,791 12,235 51,898
Derivative financial assets 16 15 - - -
Total current assets 382,111 392,859 41,143 85,998
Total assets 618,766 636,880 457,569 485,455
Equity
Share capital 10 149,667 124,099 149,667 124,099

Reserves 11 108,408 159,276 254,121 298,853
Total equity attributable to owners of

the Company 258,075 283,375 403,788 422,952
Non-controlling interests 29,125 22,176 - -
Total equity 287,200 305,551 403,788 422,952

STATEMENTS
Company No. 16318 - K OF FINANCIAL POSITION (CONT’D) 9
as at 31 December 2017
Statements of financial position as at 31 December 2017 (cont’d)
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Liabilities
Deferred tax liabilities 6 3,056 3,658 - -

Loans and borrowings 12 23,554 27,100 4,996 7,223
Deferred liabilities 13 2,592 2,780 497 373
Provision 15 6,034 5,560 - -
Total non-current liabilities 35,236 39,098 5,493 7,596
Loans and borrowings 12 145,148 140,112 2,227 7,734

Deferred liabilities 13 387 146 - -
Trade and other payables 14 137,485 140,716 33,910 35,002
Provision 15 125 171 - -
Current tax liabilities 3,109 1,025 - -
Derivative financial liabilities 16 - 6 - -
Dividend payable 23 10,076 10,055 12,151 12,171
Total current liabilities 296,330 292,231 48,288 54,907
Total liabilities 331,566 331,329 53,781 62,503
Total equity and liabilities 618,766 636,880 457,569 485,455
The notes on pages 73 to 155 are an integral part of these financial statements.

STATEMENTS
and its subsidiaries OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME
for the year ended
Statements 31 December
of profit 2017
or loss and other comprehensive income for the year ended 31 December 2017
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Revenue 17 1,108,584 1,035,299 4,382 18,586
Operating profit/(loss) 17 17,881 22,193 (6,473) 218,735
Finance costs 18 (8,872) (10,051) (420) (1,730)
Share of (loss)/profit of equity-accounted

associates, net of tax (2,173) 1,456 - -
Profit/(Loss) before tax 6,836 13,598 (6,893) 217,005
Tax expense 19 (12,913) (8,655) 113 (33)
(Loss)/Profit for the year 21 (6,077) 4,943 (6,780) 216,972
Other comprehensive (expense)/income,

net of tax
Items that are or may be reclassified

subsequently to profit or loss
Foreign currency translation differences for

foreign operations (6,679) 3,246 - -
Foreign currency translation differences
reversed on disposal of associates - (2,541) - -
Foreign currency translation differences
reversed on deconsolidation of a
subsidiary (4,506) - - -
Share of foreign currency translation
differences of equity-accounted
associates - (800) - -
Total other comprehensive expense for

the year (11,185) (95) - -
Total comprehensive (expense)/ income

for the year (17,262) 4,848 (6,780) 216,972

STATEMENTS
Company No. 16318 - K OF PROFIT OR LOSS AND 11
OTHER COMPREHENSIVE INCOME (CONT’D)
for the year ended
Statements 31 December
of profit or loss and2017
other comprehensive income for the year ended 31 December 2017 (cont’d)
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
(Loss)/Profit attributable to :
Owners of the Company (3,640) 3,213 (6,780) 216,972

Non-controlling interests (2,437) 1,730 - -
(Loss)/Profit for the year (6,077) 4,943 (6,780) 216,972
Total comprehensive (expense)/ income

attributable to:
Owners of the Company (14,605) 2,863 (6,780) 216,972

Non-controlling interests (2,657) 1,985 - -
Total comprehensive (expense)/ income for

the year (17,262) 4,848 (6,780) 216,972
Basic (loss)/earnings per ordinary share

(sen) 22 (2.99) 2.64 - -

12
CONSOLIDATED
Texchem Resources Bhd. STATEMENT OF
CHANGES IN EQUITY
for
andtheits ended 31 December 2017
yearsubsidiaries
Consolidated statement of changes in equity for the year ended 31 December 2017
Attributable to owners of the Company

Non-distributable Distributable
Non-
Share Share Translation Merger Capital Treasury Retained controlling Total
capital premium reserve reserve reserve shares earnings Total interests equity
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group
At 1 January 2016 124,099 25,568 21,227 1,092 (10,954) (1,677) 126,212 285,567 43,010 328,577
Other comprehensive income/(expense) for the year

- Foreign currency translation differences for foreign operations - - 2,991 - - - - 2,991 255 3,246
- Foreign currency translation differences reversed on disposal of associates - - (2,541) - - - - (2,541) - (2,541)
- Share of foreign currency translation differences of
equity-accounted associates - - (800) - - - - (800) - (800)
Total other comprehensive (expense)/income for the year - - (350) - - - - (350) 255 (95)
Profit for the year - - - - - - 3,213 3,213 1,730 4,943
Total comprehensive (expense)/income for the year - - (350) - - - 3,213 2,863 1,985 4,848
Accretion of interest in existing subsidiaries - - 3,315 - - - 4,704 8,019 (20,857) (12,838)

Dilution of interest in an existing subsidiary - - - - - - 25 25 (25) -
Issuance of shares to non-controlling interests - - - - - - - - 797 797
Accretion of interest in an existing associate - - - - - - - - 1,310 1,310
Purchase of treasury shares - - - - - (2,475) - (2,475) - (2,475)
Transaction costs of treasury shares - - - - - (15) - (15) - (15)
Dividends (Note 23) - - - - - - (10,055) (10,055) - (10,055)
Dividends of the Company received by non-controlling interests of a
subsidiary (Note 23) - - - - - - (554) (554) 554 -
Dividends paid by subsidiaries to non-controlling interests - - - - - - - - (4,598) (4,598)
Total transactions with owners of the Company - - 3,315 - - (2,490) (5,880) (5,055) (22,819) (27,874)
Transfer of capital reserve - - - - (83) - 83 - - -
At 31 December 2016 124,099 25,568 24,192 1,092 (11,037) (4,167) 123,628 283,375 22,176 305,551
ANNUAL REPORT 2017

Note 10 Note 11 Note 11 Note 11 Note 11 Note 11 Note 11
63
64
CONSOLIDATED STATEMENT OF
CHANGES IN EQUITY (CONT’D)
for the year ended
Company 31 December
No. 16318 -K 2017 13
Consolidated statement of changes in equity for the year ended 31 December 2017 (contʼd)
Attributable to owners of the Company

Non-
Share Share Translation Merger Capital Treasury Retained controlling Total
capital premium reserve reserve reserve shares earnings Total interests equity
RMʼ000 RMʼ000 RMʼ000 RMʼ000 RMʼ000 RMʼ000 RMʼ000 RMʼ000 RMʼ000 RMʼ000
Group
At 1 January 2017 124,099 25,568 24,192 1,092 (11,037) (4,167) 123,628 283,375 22,176 305,551
Other comprehensive expense for the year
TEXCHEM RESOURCES BHD company no. 16318-K

- Foreign currency translation differences for foreign operations - - (6,459) - - - - (6,459) (220) (6,679)
- Foreign currency translation differences reversed on
deconsolidation of a subsidiary - - (4,506) - - - - (4,506) - (4,506)
Total other comprehensive expense for the year - - (10,965) - - - - (10,965) (220) (11,185)
Loss for the year - - - - - - (3,640) (3,640) (2,437) (6,077)
Total comprehensive expense for the year - - (10,965) - - - (3,640) (14,605) (2,657) (17,262)
Deconsolidation of subsidiaries - - - - (2,647) - 2,647 - 2,812 2,812

Accretion of interest in existing subsidiaries - - - - - - (120) (120) (31) (151)
Issuance of shares to non-controlling interests - - - - - - - - 8,595 8,595
Purchase of treasury shares - - - - - (230) - (230) - (230)
Transaction costs of treasury shares - - - - - (3) - (3) - (3)
Dividends (Note 23) - - - - - - (10,076) (10,076) - (10,076)
Dividends of the Company received by non-controlling
interests of a subsidiary (Note 23) - - - - - - (541) (541) 541 -
Dividends paid by subsidiaries to non-controlling interests - - - - - - - - (2,311) (2,311)
Disposal of Companyʼs shares held by a subsidiary - - - - 275 - - 275 - 275
Total transactions with owners of the Company - - - - (2,372) (233) (8,090) (10,695) 9,606 (1,089)
Transfer of legal reserve - - - - 78 - (78) - - -

Transfer in accordance with Section 618(2) of the Companies Act
2016 25,568 (25,568) - - - - - - - -
At 31 December 2017 149,667 - 13,227 1,092 (13,331) (4,400) 111,820 258,075 29,125 287,200
Note 10 Note 11 Note 11 Note 11 Note 11 Note 11 Note 11
14

STATEMENT
(Incorporated in Malaysia) OF CHANGES IN EQUITY
Statement of changes in equity for the year ended 31 December 2017
Share Treasury Share Retained Total
capital shares premium earnings equity
Note RM’000 RM’000 RM’000 RM’000 RM’000
Company
At 1 January 2016 124,099 (1,677) 25,568 72,651 220,641
Profit for the year representing total

comprehensive income for the year - - - 216,972 216,972
Purchase of treasury shares - (2,475) - - (2,475)

Transaction costs of treasury shares - (15) - - (15)
Dividends 23 - - - (12,171) (12,171)
Total transactions with owners of

the Company - (2,490) - (12,171) (14,661)
At 31 December 2016/
1 January 2017 124,099 (4,167) 25,568 277,452 422,952
Loss for the year representing total

comprehensive expense for the
year - - - (6,780) (6,780)
Purchase of treasury shares - (230) - - (230)

Transaction costs of treasury shares - (3) - - (3)
Dividends 23 - - - (12,151) (12,151)
Total transactions with owners of

the Company - (233) - (12,151) (12,384)
Transfer in accordance with Section

618(2) of Companies Act 2016 25,568 - (25,568) - -
At 31 December 2017 149,667 (4,400) - 258,521 403,788

Note 10 Note 11 Note 11 Note 11

15

STATEMENTS
(Incorporated in Malaysia) OF CASH FLOWS
Statements of cash flows for the year ended 31 December 2017
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Cash flows from operating activities
Profit/(Loss) before tax 6,836 13,598 (6,893) 217,005
Adjustments for :
Depreciation of property, plant and
equipment 3 30,402 29,864 444 439
Impairment loss on property, plant
and equipment 3 2,119 104 - -
Amortisation of franchise fee 5 109 218 - -
Impairment loss on goodwill 5 - 2,500 - -
Provision for Directors’
retirement/resignation benefits 13 1,085 685 124 124
Property, plant and equipment
written off 21 4,223 766 - -
Gain on disposal of property, plant
and equipment 21 (2,423) (836) - -
Franchise fee written off 21 1,112 - - -
Gain on deconsolidation of
subsidiaries A (4,827) - - -
Gain on disposal of subsidiaries B (iii) - - - (240,548)
Interest income 21 (464) (740) (1,037) (1,167)
Impairment loss on investments in
subsidiaries 21 - - 3,845 84,838
Gain on disposal of associates 21 - (18,702) - (49,313)
Dividend income from money market
funds 17 (497) (461) (497) (450)
Dividend income 17 - - (3,885) (18,136)
Finance costs 18 8,872 10,051 420 1,730
Share of loss/(profit) of equity-
accounted associates 2,173 (1,456) - -
Operating profit/(loss) before changes in

working capital 48,720 35,591 (7,479) (5,478)

STATEMENTS
Company No. 16318 - K OF CASH FLOWS (CONT’D) 16
Statements of cash flows for the year ended 31 December 2017 (cont’d)
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Changes in working capital :
Inventories (11,791) 15,570 - -
Trade and other receivables (22,889) (2,415) (14,950) (49,999)
Trade and other payables 4,692 3,577 (1,092) 32,860
Cash generated from/

(used in) operations 18,732 52,323 (23,521) (22,617)
Dividends received - 1,434 3,018 10,607

Income tax paid (10,714) (10,410) (9) (123)
Directors’ retirement/ resignation
benefits paid 13 (999) (816) - (180)
Net cash from/(used in) operating

activities 7,019 42,531 (20,512) (12,313)
Cash flows from investing activities
Accretion of interest in existing

subsidiaries (151) (12,838) - -
Subscription of shares in associates (800) (5,080) - -
Subscription of shares in subsidiaries B(ii) - - (80) (20,383)
Proceeds from disposal of property,
plant and equipment 3,762 2,219 - -
Purchase of property, plant and
equipment C (24,501) (28,519) (47) (50)
Interest received 464 740 1,037 1,167
Dividends received from money
market funds 497 461 497 450
Proceeds from disposal of Company’s
shares held by a subsidiary 275 - - -
Proceeds from disposal of associates - 80,500 - 80,500
Acquisition of subsidiaries, net of cash
and cash equivalents acquired D - 460 - -
Deconsolidation of subsidiaries, net of
cash and cash equivalents A (123) - - -
Net cash (used in)/from investing

activities (20,577) 37,943 1,407 61,684

STATEMENTS
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Cash flows from financing activities
Drawdown of term loans 8,805 21,330 - 10,000

Repayment of term loans (10,282) (10,506) (2,000) (4,693)
Repayment of finance lease liabilities (2,992) (2,865) (234) (220)
Interest paid (8,872) (10,051) (420) (1,730)
Drawdown/(Repayment) of borrowings
(net) 2,779 (28,466) (5,500) (13,500)
Proceeds from issuance of shares to
non-controlling interests 8,595 797 - -
Purchase of treasury shares (233) (2,490) (233) (2,490)
Dividends paid (10,055) (10,234) (12,171) (12,350)
Dividends paid to non-controlling
interests, net (2,311) (4,598) - -
Net cash used in financing activities (14,566) (47,083) (20,558) (24,983)
Net (decrease)/increase in cash and

cash equivalents (28,124) 33,391 (39,663) 24,388
Cash and cash equivalents at

1 January 106,250 71,996 51,898 27,510
Effects of exchange differences on cash

and cash equivalents (2,255) 863 - -
Cash and cash equivalents at

31 December E 75,871 106,250 12,235 51,898

STATEMENTS
Notes :
A. Deconsolidation of subsidiaries
During the financial year ended 31 December 2017, the Company lost control over certain of its subsidiaries,
namely Texchem-Pack (Wuxi) Co. Ltd., and Dim Sum Delight Sdn. Bhd. which are under Member's and
Creditors' Winding-Up proceedings respectively. Accordingly, the Company deconsolidated the above
subsidiaries and derecognised their related assets, liabilities and non-controlling interests.
The deconsolidation had the following effect on the Group’s assets and liabilities.
2017
RM’000
Identifiable assets and liabilities deconsolidated
Plant and equipment 90

Other receivables 444
Current tax assets 180
Cash and cash equivalents 4,689
Other payables (3,772)
Provision (198)
Non-controlling interests 2,812
Net identifiable assets deconsolidated 4,245

Less: Cash and cash equivalents receivable (4,566)
(321)
Transfer from foreign currency translation reserve (4,506)
Gain on deconsolidation of subsidiaries (4,827)
2017
RM’000
Net cash outflow arising from deconsolidation of subsidiaries
Cash and cash equivalents receivable 4,566

Cash and cash equivalents deconsolidated (4,689)
(123)

STATEMENTS OF CASH FLOWS (CONT’D)
Notes (cont’d) :
B. Subscription of shares in subsidiaries - Company
(i) During the financial year, the Company subscribed for additional interests in the following subsidiaries by
way of capitalisation of amount due from the subsidiaries:
2017 2016
RM’000 RM’000
Texchem Polymer Engineering Sdn. Bhd. 17,131 24,200

Texchem Polymers Sdn. Bhd. 4,000 18,117
21,131 42,317
(ii) The Company subscribed for additional interests in the following subsidiaries by way of cash:
2017 2016
RM’000 RM’000
Texchem Restaurant Systems Sdn. Bhd. - 7,545

Texchem-Pack Holdings (S) Pte. Ltd. - 12,838
Texchem Corporation Sdn. Bhd. 80 -
80 20,383
(iii) Disposal of subsidiaries - Company
During the financial year ended 31 December 2016, the Company disposed of Sushi Kin Sdn. Bhd. and
Sushi Kin (East Malaysia) Sdn. Bhd. to Texchem Restaurant Systems Sdn. Bhd. (“TRSSB”) as part of an
internal restructuring exercise for a total consideration of RM256,780,000 satisfied by way of issuance of
shares by TRSSB and cash consideration of RM1 respectively.
Gain on disposal of subsidiaries :
2016
RM’000
Sale consideration 256,780

Less: Cost of investments disposed (16,232)
Gain on disposal 240,548

STATEMENTS
Notes (cont’d) :
C. Purchase of property, plant and equipment
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Purchase of property, plant and
equipment 35,718 33,743 47 105
Purchased by way of finance lease
arrangements (1,907) (3,741) - (55)
Provision for restoration costs (862) (878) - -
Reclassification from other
receivables (9,022) - - -
Unpaid balance
- current year (523) (1,097) - -
- prior year 1,097 492 - -
Cash payments on purchase of

property, plant and equipment 24,501 28,519 47 50
D. Acquisition of subsidiaries
On 12 April 2016, Sushi Kin Sdn. Bhd., a 70.35% owned subsidiary of TRSSB, a subsidiary of the Company,
acquired 100% equity interest in Sushi King Company Limited for a total purchase consideration of RM1.15
million.
On 1 September 2016, TRSSB, a wholly-owned subsidiary of the Company, acquired an additional 11% equity
interest in D&N Coffee and Restaurant Malaysia Sdn. Bhd. (“D&N”) for a total purchase consideration of
RM673,500. Prior to the acquisition, D&N was an equity-accounted associate with 40% equity interest held by
TRSSB. Consequent to this acquisition, D&N became a 51% owned subsidiary of TRSSB.
The following summarises the major classes of consideration transferred, and the recognised amounts of assets
acquired and liabilities assumed at the acquisition date:
2016
RM’000
Fair value of consideration transferred
Cash consideration paid 1,823

Carrying amount of investment in an associate 800
Total consideration transferred 2,623
Identifiable assets acquired and liabilities assumed
Property, plant and equipment (Note 3) 2,476

Inventories 90
Trade and other receivables 1,024
Cash and cash equivalents 2,283
Trade and other payables (7,367)
Non-controlling interest (1,310)
Net liabilities assumed (2,804)

STATEMENTS
Notes (cont’d) :
D. Acquisition of subsidiaries (cont’d)
2016
RM’000
Net cash inflow arising from acquisition of subsidiaries
Purchase consideration settled in cash and cash equivalents (1,823)

Cash and cash equivalents acquired 2,283
460
Goodwill
Total consideration transferred 2,623

Fair value of net liabilities assumed 2,804
Goodwill 5,427
E. Cash and cash equivalents
Cash and cash equivalents included in the statements of cash flows comprise the following statements of
financial position amounts :
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Money market funds 9 - 47,570 - 47,570

Cash and bank balances 9 93,912 73,221 12,235 4,328
Bank overdrafts 12 (18,041) (14,541) - -
75,871 106,250 12,235 51,898

22

NOTES TO THE FINANCIAL STATEMENTS
Notes to the financial statements
Texchem Resources Bhd. is a public limited liability company, incorporated and domiciled in Malaysia and is listed on
the Main Market of Bursa Malaysia Securities Berhad. The address of its registered office and principal place of
business is as follows:
Level 18, Menara Boustead Penang

39 Jalan Sultan Ahmad Shah
10050 Penang
The consolidated financial statements of the Company as at and for the financial year ended 31 December 2017
comprise the Company and its subsidiaries (together referred to as “the Group” and individually referred to as “Group
entities”) and the Group’s interests in associates.
The principal activity of the Company is investment holding whilst the principal activities of the Group entities are
stated in Note 4 to the financial statements.
These financial statements were authorised for issue by the Board of Directors on 20 March 2018.
1. Basis of preparation
(a) Statement of compliance
The financial statements of the Group and of the Company have been prepared in accordance with
Malaysian Financial Reporting Standards (“MFRSs”), International Financial Reporting Standards and
the requirements of the Companies Act 2016 in Malaysia.
The following are accounting standards, amendments and interpretations that have been issued by the
Malaysian Accounting Standards Board (“MASB”) but have not been adopted by the Group and the
Company :
MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1
January 2018
• MFRS 9, Financial Instruments (2014)
• MFRS 15, Revenue from Contracts with Customers
• Clarifications to MFRS 15, Revenue from Contracts with Customers
• IC Interpretation 22, Foreign Currency Transactions and Advance Consideration
• Amendments to MFRS 1, First-time Adoption of Malaysian Financial Reporting Standards (Annual
Improvements to MFRS Standards 2014-2016 Cycle)*
• Amendments to MFRS 2, Share-based Payment – Classification and Measurement of Share-based
Payment Transactions*
• Amendments to MFRS 4, Insurance Contracts – Applying MFRS 9 Financial Instruments with MFRS
4 Insurance Contracts*
• Amendments to MFRS 128, Investments in Associates and Joint Ventures (Annual Improvements to
MFRS Standards 2014-2016 Cycle)
• Amendments to MFRS 140, Investment Property – Transfers of Investment Property*

NOTES TO THE FINANCIAL STATEMENTS (CONT’D)
1. Basis of preparation (cont’d)
(a) Statement of compliance (cont’d)
January 2019
• MFRS 16, Leases
• IC Interpretation 23, Uncertainty over Income Tax Treatments
• Amendments to MFRS 3, Business Combinations (Annual Improvements to MFRS Standards
2015-2017 Cycle)
• Amendments to MFRS 9, Financial Instruments – Prepayment Features with Negative
Compensation
• Amendments to MFRS 11, Joint Arrangements (Annual Improvements to MFRS Standards 2015-
2017 Cycle)
• Amendments to MFRS 112, Income Taxes (Annual Improvements to MFRS Standards 2015-2017
Cycle)
Amendments to MFRS 123, Borrowing Costs (Annual Improvements to MFRS Standards 2015-
2017 Cycle)
• Amendments to MFRS 128, Investments in Associates and Joint Ventures – Long-term Interests in
Associates and Joint Ventures
January 2021
• MFRS 17, Insurance Contracts*
MFRSs, Interpretations and amendments effective for annual periods beginning on or after a
date yet to be confirmed
• Amendments to MFRS 10, Consolidated Financial Statements and MFRS 128, Investments in
Associates and Joint Ventures – Sale or Contribution of Assets between an Investor and its
Associate or Joint Venture
The Group and the Company plan to apply the abovementioned accounting standards, amendments and
interpretations, in the respective financial years when the above mentioned accounting standards,
amendments or interpretations become effective except for those indicated with “*” which are not
applicable to the Group and the Company except as mentioned below :
MFRS 9 Financial Instruments
MASB issued the final version of MFRS 9 Financial Instruments which reflects all phases of the financial
instruments project and replaces MFRS 139 Financial Instruments: Recognition and Measurement and
all previous versions of MFRS 9. The standard introduces new requirements for classification and
measurement, impairment and hedge accounting. MFRS 9 is effective for annual periods beginning on or
after 1 January 2018, with early application permitted. Retrospective application is required.
During financial year, the Group has performed an impact assessment of all three aspects of MFRS 9.
This assessment is based on currently available information and may be subject to changes arising from
further reasonable and supportable information being made available to the Group in 2018 when the
Group will adopt MFRS 9. Overall, the Group expects no significant impact on its statement of financial
position and equity.

1. Basis of preparation (contʼd)
(a) Statement of compliance (contʼd)
MFRS 15 Revenue from Contracts with Customers
MFRS 15 replaces the guidance in MFRS 111, Construction Contracts, MFRS 118, Revenue, IC
Interpretation 13, Customer Loyalty Programmes, IC Interpretation 15, Agreements for Construction of
Real Estate, IC Interpretation 18, Transfers of Assets from Customers and IC Interpretation 131,
Revenue - Barter Transactions Involving Advertising Services.
MFRS 15 was establishes a five-step model to account for revenue arising from contracts with
customers. Under MFRS 15, revenue is recognised at an amount that reflects the consideration to which
an entity expects to be entitled in exchange for transferring goods or services to a customer.
MFRS 15 is not expected to have any material financial impact to the current period and prior period
financial statements of the Group and of the Company apart from the reclassification of certain
components from other income to revenue.
MFRS 16 Leases
MFRS 16 replaces the guidance in MFRS 117, Leases, IC Interpretation 4, Determining whether an
Arrangement contains a Lease, IC Interpretation 115, Operating Leases – Incentives and IC
Interpretation 127, Evaluating the Substance of Transactions Involving the Legal Form of a Lease.
MFRS 16 introduces a single, on-balance sheet lease accounting model for lessees. A lessee recognises
a right-of-use asset representing its right to use the underlying asset and a lease liability representing its
obligations to make lease payments. There are recognition exemptions for short-term leases and leases
of low-value items. Lessor accounting remains similar to the current standard which continues to be
classified as finance or operating lease.
The Group and the Company are currently assessing the financial impact that may arise from the
adoption of MFRS 16.
(b) Basis of measurement
The financial statements have been prepared on the historical cost basis other than as disclosed in Note
2.
(c) Functional and presentation currency
These financial statements are presented in Ringgit Malaysia (“RM”), which is the Companyʼs functional
currency. All financial information is presented in RM and has been rounded to the nearest thousand,
unless otherwise stated.

1. Basis of preparation (cont’d)
(d) Use of estimates and judgements
The preparation of the financial statements in conformity with MFRSs requires management to make
judgements, estimates and assumptions that affect the application of accounting policies and the
reported amounts of assets, liabilities, income and expenses. Actual results may differ from these
estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the period in which the estimates are revised and in any future periods
affected.
There are no significant areas of estimation uncertainty and critical judgements in applying accounting
policies that have significant effect on the amounts recognised in the financial statements other than
those disclosed in the following notes :
• Note 3.2 - Impairment of property, plant and equipment;

• Note 5 - Intangible assets (measurement of the recoverable amounts of cash generating
units); and
• Note 6 - Deferred tax assets/(liabilities)
2. Significant accounting policies
The accounting policies set out below have been applied consistently to the periods presented in these
financial statements and have been applied consistently by the Group entities, unless otherwise stated.
(a) Basis of consolidation
(i) Subsidiaries
Subsidiaries are entities, including structured entities, controlled by the Company. The financial
statements of subsidiaries are included in the consolidated financial statements from the date
that control commences until the date that control ceases.
The Group controls an entity when it is exposed, or has rights, to variable returns from its
involvement with the entity and has the ability to affect those returns through its power over the
entity. Potential voting rights are considered when assessing control only when such rights are
substantive. The Group also considers it has de facto power over an investee when, despite not
having the majority of voting rights, it has the current ability to direct the activities of the investee
that significantly affect the investee’s return.
Investments in subsidiaries are measured in the Company’s statement of financial position at

cost less any impairment losses, unless the investment is classified as held for sale or
distribution. The cost of investment includes transaction costs.

2. Significant accounting policies (cont’d)
(a) Basis of consolidation (cont’d)
(ii) Business combinations
Business combinations are accounted for using the acquisition method from the acquisition date,
which is the date on which control is transferred to the Group.
For new acquisitions, the Group measures the cost of goodwill at the acquisition date as :
• the fair value of the consideration transferred; plus

• the recognised amount of any non-controlling interests in the acquiree; plus
• if the business combination is achieved in stages, the fair value of the existing equity interest
in the acquiree; less
• the net recognised amount (generally fair value) of the identifiable assets acquired and
liabilities assumed.
When the excess is negative, a bargain purchase gain is recognised immediately in profit or loss.
For each business combination, the Group elects whether it measures the non-controlling
interests in the acquiree either at fair value or at the proportionate share of the acquiree’s
identifiable net assets at the acquisition date.
Transaction costs, other than those associated with the issue of debt or equity securities, that the
Group incurs in connection with a business combination are expensed as incurred.
(iii) Acquisitions of non-controlling interests
The Group accounts for all changes in its ownership interest in a subsidiary that do not result in a
loss of control as equity transactions between the Group and its non-controlling interest holders.
Any difference between the Group’s share of net assets before and after the change, and any
consideration received or paid, is adjusted to or against Group reserves.
(iv) Acquisitions from entities under common controls
Business combinations arising from transfers of interests in entities that are under the control of
the shareholder that controls the Group are accounted for as if the acquisition had occurred at
the beginning of the earliest comparative period presented or, if later, at the date that common
control was established; for this purpose, comparatives are restated. The assets and liabilities
acquired are recognised at the carrying amounts recognised previously in the Group controlling
shareholder’s consolidated financial statements. The components of equity of the acquired
entities are added to the same components within Group equity and any resulting gain/loss is
recognised directly in equity.
(v) Loss of control
Upon the loss of control of a subsidiary, the Group derecognises the assets and liabilities of the
former subsidiary, any non-controlling interests and the other components of equity related to the
former subsidiary from the consolidated statement of financial position. Any surplus or deficit
arising on the loss of control is recognised in profit or loss. If the Group retains any interest in the
former subsidiary, then such interest is measured at fair value at the date that control is lost.
Subsequently, it is accounted for as an equity accounted investee or as an available-for-sale
financial asset depending on the level of influence retained.
(vi) Associates
Associates are entities, including unincorporated entities, in which the Group has significant
influence, but not control, over the financial and operating policies.
Investments in associates are accounted for in the consolidated financial statements using the
equity method less any impairment losses, unless it is classified as held for sale or distribution.
The cost of the investment includes transaction costs. The consolidated financial statements
include the Group’s share of the profit or loss and other comprehensive income of the
associates, after adjustments if any, to align the accounting policies with those of the Group, from
the date that significant influence commences until the date that significant influence ceases.
control was established; for this purpose, comparatives are restated. The assets and liabilities
acquired are recognised at the carrying amounts recognised previously in the Group controlling
shareholder’s consolidated financial statements. The components of equity of the acquired
entities are added to the same components within Group equity and any resulting gain/loss is
recognised directly in equity.
NOTES(v)TOLossTHE FINANCIAL STATEMENTS (CONT’D)

of control
Upon the loss of control of a subsidiary, the Group derecognises the assets and liabilities of the
Company No. 16318former- K
subsidiary, any non-controlling interests and the other components of equity related to 27 the
former subsidiary from the consolidated statement of financial position. Any surplus or deficit
arising on the loss of control is recognised in profit or loss. If the Group retains any interest in the
2. Significant accounting policiesthen
former subsidiary, (cont’d)
such interest is measured at fair value at the date that control is lost.
Subsequently, it is accounted for as an equity accounted investee or as an available-for-sale
(a) Basis of consolidation
financial (cont’d) on the level of influence retained.
asset depending
(vi)
(vi) Associates
Associates (cont’d)
When the Group’s

Associates share including
are entities, of losses unincorporated
exceeds its interest in anin associate,
entities, which thethe carrying
Group has amount of
significant
that interest
influence, butincluding any
not control, long-term
over investments
the financial is reduced
and operating to zero, and the recognition of
policies.
Company No. 16318further- losses
K is discontinued except to the extent that the Group has an obligation or has made 27
payments
Investments on in
behalf of the associate.
associates are accounted for in the consolidated financial statements using the
2. equity method
Significant accounting less any
policies impairment losses, unless it is classified as held for sale or distribution.
(cont’d)
When
The costthe of
Group
the ceases
investmentto have significant
includes influence
transaction overThe
costs. an associate,
consolidated anyfinancial
retainedstatements
interest in
the former
include theassociate
Group’s atshare
the date of whenprofit
the significant
or influence
loss and is lostcomprehensive
other is measured atincome
fair valueof and
the
(a) Basis of consolidation (cont’d)
this amountafter
associates, is regarded
adjustments as ifthe initial
any, carrying
to align amount of
the accounting a financial
policies asset.
with those TheGroup,
of the difference
from
between the fair value of any retained interestuntil
plusthe
proceeds
date thatfrom the interest disposed of and
(vi) the date that
Associates significant
(cont’d) influence commences significant influence ceases.
the carrying amount of the investment at the date when equity method is discontinued is
recognised in the profit or loss.
When the Group’s share of losses exceeds its interest in an associate, the carrying amount of
that interest including any long-term investments is reduced to zero, and the recognition of
When the Group’s interest in an associate decreases but does not result in a loss of significant
further losses is discontinued except to the extent that the Group has an obligation or has made
influence, any retained interest is not re-measured. Any gain or loss arising from the decrease in
payments on behalf of the associate.
interest is recognised in profit or loss. Any gains or losses previously recognised in other
comprehensive income are also reclassified proportionately to profit or loss if that gain or loss
When the Group ceases to have significant influence over an associate, any retained interest in
would be required to be reclassified to profit or loss on the disposal of the related assets or
the former associate at the date when significant influence is lost is measured at fair value and
liabilities.
this amount is regarded as the initial carrying amount of a financial asset. The difference
between the fair value of any retained interest plus proceeds from the interest disposed of and
Investments in associates are measured in the Company’s statement of financial position at cost
the carrying amount of the investment at the date when equity method is discontinued is
less any impairment losses, unless the investment is classified as held for sale or distribution.
recognised in the profit or loss.
The cost of the investment includes transaction costs.
When the Group’s interest in an associate decreases but does not result in a loss of significant
(vii) Non-controlling interests
influence, any retained interest is not re-measured. Any gain or loss arising from the decrease in
interest is recognised in profit or loss. Any gains or losses previously recognised in other
Non-controlling
comprehensive interests
income are at the
alsoend of the reporting
reclassified period, being
proportionately the or
to profit equity
loss in a subsidiary
if that not
gain or loss
attributable directly to
would be required or be
indirectly to theto equity
reclassified holders
profit or loss onof the
the disposal
Company, of are
the presented in the
related assets or
liabilities.
consolidated statement of financial position and statement of changes in equity within equity,
separately from equity attributable to the owners of the Company. Non-controlling interests in the
Investments in associates are measured in the Company’s statement of financial position at cost
results of the Group is presented in the consolidated statement of profit or loss and other
less any impairment losses, unless the investment is classified as held for sale or distribution.
comprehensive income as includes
The cost of the investment an allocation of the profit
transaction costs.or loss and the comprehensive income for
the year between non-controlling interests and owners of the Company.
(vii) Non-controlling interests
Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-
controlling interests
Non-controlling evenatifthe
interests doing
end so causes
of the the non-controlling
reporting period, being the interests
equity intoahave a deficit
subsidiary not
balance.
attributable directly or indirectly to the equity holders of the Company, are presented in the
consolidated statement of financial position and statement of changes in equity within equity,
(viii) Transactions
separately from eliminated on consolidation
equity attributable to the owners of the Company. Non-controlling interests in the
results of the Group is presented in the consolidated statement of profit or loss and other
Intra-group balances and transactions, and any unrealised income and expenses arising from
comprehensive income as an allocation of the profit or loss and the comprehensive income for
intra-group transactions, are eliminated in preparing the consolidated financial statements.
the year between non-controlling interests and owners of the Company.
Unrealised gains arising from transactions with equity-accounted associates and joint ventures
are eliminated
Losses against
applicable to thethe non-controlling
investment to the extentinofa the
interests Group’s are
subsidiary interest in thetoinvestees.
allocated the non-
Unrealised
controlling losses
interestsareeven
eliminated in the
if doing so same
causeswaythe
as unrealised gains,interests
non-controlling but only to to the
haveextent that
a deficit
there
balance.is no evidence of impairment.
(viii) Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income and expenses arising from
intra-group transactions, are eliminated in preparing the consolidated financial statements.
Unrealised gains arising from transactions with equity-accounted associates and joint ventures
are eliminated against the investment to the extent of the Group’s interest in the investees.
Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that
there is no evidence of impairment.

(b) Foreign currency
(i) Foreign currency transactions
Transactions in foreign currencies are translated to the respective functional currencies of Group
entities at exchange rates at the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies at the end of the reporting
period are retranslated to the functional currency at the exchange rate at that date.
Non-monetary assets and liabilities denominated in foreign currencies are not retranslated at the
end of the reporting date, except for those that are measured at fair value are retranslated to the
functional currency at the exchange rate at the date that the fair value was determined.
Foreign currency differences arising on retranslation are recognised in profit or loss.
In the consolidated financial statements, when settlement of a monetary item receivable from or
payable to a foreign operation is neither planned nor likely to occur in the foreseeable future,
foreign exchange gains and losses arising from such a monetary item are considered to form
part of a net investment in a foreign operation and are recognised in other comprehensive
income, and are presented in the foreign currency translation reserve (“FCTR”) in equity.
(ii) Operations denominated in functional currencies other than Ringgit Malaysia
The assets and liabilities of operations denominated in functional currencies other than RM,
including goodwill and fair value adjustments arising on acquisition, are translated to RM at
exchange rates at the end of the reporting period, except for goodwill and fair value adjustments
arising from business combinations before 1 January 2011 (the date when the Group first
adopted MFRSs) which are treated as assets and liabilities of the Company. The income and
expenses of foreign operations are translated to RM at exchange rates at the dates of the
transactions.
Foreign currency differences are recognised in other comprehensive income and accumulated in
the FCTR in equity. However, if the operation is a non-wholly-owned subsidiary, then the relevant
proportionate share of the translation difference is allocated to the non-controlling interests.
When a foreign operation is disposed of such that control, significant influence or joint control is
lost, the cumulative amount in the FCTR related to that foreign operation is reclassified to profit
or loss as part of the gain or loss on disposal.
When the Group disposes of only part of its interest in a subsidiary that includes a foreign
operation, the relevant proportion of the cumulative amount is reattributed to non-controlling
interests. When the Group disposes of only part of its investment in an associate that includes a
foreign operation while retaining significant influence, the relevant proportion of the cumulative
amount is reclassified to profit or loss.
(c) Financial instruments
(i) Initial recognition and measurement
A financial asset or a financial liability is recognised in the statement of financial position when,
and only when, the Group or the Company becomes a party to the contractual provisions of the
instrument.
A financial instrument is recognised initially, at its fair value plus, in the case of a financial
instrument not at fair value through profit or loss, transaction costs that are directly attributable to
the acquisition or issue of the financial instrument.
An embedded derivative is recognised separately from the host contract and accounted for as a
derivative if, and only if, it is not closely related to the economic characteristics and risks of the
host contract and the host contract is not categorised as fair value through profit or loss. The host
contract, in the event an embedded derivative is recognised separately, is accounted for in
accordance with policy applicable to the nature of the host contract.

(c) Financial instruments (cont’d)
(ii) Financial instrument categories and subsequent measurement
The Group and the Company categorise financial instruments as follows:
Financial assets
(a) Financial assets at fair value through profit or loss
Fair value through profit or loss category comprises financial assets that are held for
trading, including derivatives (except for a derivative that is a financial guarantee contract
or a designated and effective hedging instrument), contingent consideration in a business
combination or financial assets that are specifically designated into this category upon
initial recognition.
Derivatives that are linked to and must be settled by delivery of unquoted equity
instruments whose fair values cannot be reliably measured are measured at cost.
Other financial assets categorised as fair value through profit or loss are subsequently
measured at their fair values with the gain or loss recognised in profit or loss.
(b) Loans and receivables
Loans and receivables category comprises debt instruments that are not quoted in an
active market.
Financial assets categorised as loans and receivables are subsequently measured at

amortised cost using the effective interest method.
All financial assets, except for those measured at fair value, through profit or loss, are subject to
review for impairment (see Note 2(g)(i)).
Financial liabilities
All financial liabilities are subsequently measured at amortised cost other than those categorised
as fair value through profit or loss.
Fair value through profit or loss category comprises financial liabilities that are derivatives
(except for a derivative that is a financial guarantee contract or a designated and effective
hedging instrument), contingent consideration in a business combination or financial liabilities
that are specifically designated into this category upon initial recognition.
Derivatives that are linked to and must be settled by delivery of equity instruments that do not
have a quoted price in an active market for identical instruments whose fair values otherwise
cannot be reliably measured are measured at cost.
Other financial liabilities categorised as fair value through profit or loss are subsequently
measured at their fair values with the gain or loss recognised in profit or loss.
(iii) Financial guarantee contracts
A financial guarantee contract is a contract that requires the issuer to make specified payments
to reimburse the holder for a loss it incurs because a specified debtor fails to make payment
when due in accordance with the original or modified terms of a debt instrument.
Fair value arising from financial guarantee contracts are classified as deferred income and are
amortised to profit or loss using a straight-line method over the contractual period or, when there
is no specified contractual period, recognised in profit or loss upon discharge of the guarantee.
When settlement of a financial guarantee contract becomes probable, an estimate of the
obligation is made. If the carrying value of the financial guarantee contract is lower than the
obligation, the carrying value is adjusted to the obligation amount and accounted for as a
provision.

(c) Financial instruments (cont’d)
(iv) Derecognition
A financial asset or part of it is derecognised when, and only when the contractual rights to the
cash flows from the financial asset expire or control of the asset is not retained or substantially all
of the risks and rewards of ownership of the financial asset are transferred to another party. On
derecognition of a financial asset, the difference between the carrying amount and the sum of the
consideration received (including any new asset obtained less any new liability assumed) and
any cumulative gain or loss that had been recognised in equity is recognised in profit or loss.
A financial liability or a part of it is derecognised when, and only when, the obligation specified in
the contract is discharged, cancelled or expires. On derecognition of a financial liability, the
difference between the carrying amount of the financial liability extinguished or transferred to
another party and the consideration paid, including any non-cash assets transferred or liabilities
assumed, is recognised in profit or loss.
(d) Property, plant and equipment
(i) Recognition and measurement
Items of property, plant and equipment are measured at cost less any accumulated depreciation
and any accumulated impairment losses.
Cost includes expenditures that are directly attributable to the acquisition of the asset and any
other costs directly attributable to bringing the asset to working condition for its intended use, and
the costs of dismantling and removing the items and restoring the site on which they are located.
The cost of self-constructed assets also includes the cost of materials and direct labour. For
qualifying assets, borrowing costs are capitalised in accordance with the accounting policy on
borrowing costs.
Purchased software that is integral to the functionality of the related equipment is capitalised as
part of that equipment.
When significant parts of an item of property, plant and equipment have different useful lives,
they are accounted for as separate items (major components) of property, plant and equipment.
The gain or loss on disposal of an item of property, plant and equipment is determined by
comparing the proceeds from disposal with the carrying amount of property, plant and equipment
and is recognised net within “other income” and “other expenses” respectively in profit or loss.
(ii) Subsequent costs
The cost of replacing a component of an item of property, plant and equipment is recognised in
the carrying amount of the item if it is probable that the future economic benefits embodied within
the component will flow to the Group or the Company, and its cost can be measured reliably. The
carrying amount of the replaced component is derecognised to profit or loss. The costs of the
day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred.

(d) Property, plant and equipment (cont’d)
(iii) Depreciation
Depreciation is based on the cost of an asset less its residual value. Significant components of
individual assets are assessed, and if a component has a useful life that is different from the
remainder of that asset, then that component is depreciated separately.
Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives
of each component of an item of property, plant and equipment from the date that they are
available for use. Leased assets are depreciated over the shorter of the lease term and their
useful lives unless it is reasonably certain that the Group will obtain ownership by the end of the
lease term. Freehold land is not depreciated. Property, plant and equipment under construction
are not depreciated until the assets are ready for their intended use.
The estimated useful lives for the current and comparative periods are as follows :
Years
Buildings, office renovation and land improvements 5 to 50

Plant and machinery and other equipment 3 to 10
Furniture, fittings and equipment 3 to 10
Motor vehicles 5 to 6
Leasehold land are depreciated over the lease periods, ranging from 60 years to 99 years.
Depreciation methods, useful lives and residual values are reassessed at the end of the reporting
period, and adjusted as appropriate.
(e) Leased assets
(i) Finance lease
Leases in terms of which the Group or the Company assumes substantially all the risks and
rewards of ownership are classified as finance leases. Upon initial recognition, the leased asset
is measured at an amount equal to the lower of its fair value and the present value of the
minimum lease payments. Subsequent to initial recognition, the asset is accounted for in
accordance with the accounting policy applicable to that asset.
Minimum lease payments made under finance leases are apportioned between the finance
expense and the reduction of the outstanding liability. The finance expense is allocated to each
period during the lease term so as to produce a constant periodic rate of interest on the
remaining balance of the liability. Contingent lease payments are accounted for by revising the
minimum lease payments over the remaining term of the lease when the lease adjustment is
confirmed.
Leasehold land which in substance is a finance lease is classified as property, plant and
equipment.
(ii) Operating lease
Leases, where the Group or the Company does not assume substantially all the risks and
rewards of ownership are classified as operating leases and, except for property interest held
under operating lease, the leased assets are not recognised on the statements of financial
position.
Payments made under operating leases are recognised in profit or loss on a straight-line basis
over the term of the lease. Lease incentives received are recognised in profit or loss as an
integral part of the total lease expense, over the term of the lease. Contingent rentals are
charged to profit or loss in the reporting period in which they are incurred.

(f) Intangible assets
(i) Goodwill
Goodwill arises on business combinations is measured at cost less any accumulated impairment
losses. In respect of equity-accounted associates, the carrying amount of goodwill is included in
the carrying amount of the investment and an impairment loss on such an investment is not
allocated to any asset, including goodwill that forms part of the carrying amount of the equity-
accounted associates.
(ii) Other intangible assets
Intangible assets, other than goodwill, that are acquired by the Group comprise of trademark
which has indefinite useful life and franchise fee which has a finite useful life, are measured at
cost less any accumulated amortisation and any accumulated impairment losses.
(iii) Subsequent expenditure
Subsequent expenditure is capitalised only when it increases the future economic benefits
embodied in the specific asset to which it relates. All other expenditure, including expenditure on
internally generated goodwill and brands, is recognised in profit or loss as incurred.
(iv) Amortisation
Goodwill and intangible assets with indefinite useful lives are not amortised but are tested for
impairment annually and whenever there is an indication that they may be impaired.
Franchise fee is amortised from the date it is available for use based on its cost less residual
value. Amortisation is recognised in profit or loss on a straight-line basis over the estimated
useful life of 8 years. Amortisation methods, useful lives and residual values are reviewed at the
end of each reporting period, and adjusted if appropriate.
(g) Impairment
(i) Financial assets
All financial assets (except for financial assets categorised as fair value through profit or loss,
investments in subsidiaries and investments in associates) are assessed at each reporting date
whether there is any objective evidence of impairment as a result of one or more events having
an impact on the estimated future cash flows of the asset. Losses expected as a result of future
events, no matter how likely, are not recognised.
An impairment loss in respect of loans and receivables is recognised in profit or loss and is
measured as the difference between the asset’s carrying amount and the present value of
estimated future cash flows discounted at the asset’s original effective interest rate. The carrying
amount of the asset is reduced through the use of an allowance account.
If, in a subsequent period, the fair value of a debt instrument increases and the increase can be
objectively related to an event occurring after the impairment loss was recognised in profit or
loss, the impairment loss is reversed, to the extent that the asset’s carrying amount does not
exceed what the carrying amount would have been had the impairment not been recognised at
the date the impairment is reversed. The amount of the reversal is recognised in profit or loss.

(g) Impairment (cont’d)
(ii) Other assets
The carrying amounts of other assets (except for inventories and deferred tax assets) are
reviewed at the end of each reporting period to determine whether there is any indication of
impairment. If any such indication exists, then the asset’s recoverable amount is estimated. For
goodwill and intangible assets that have indefinite useful lives or that are not yet available for
use, the recoverable amount is estimated each period at the same time.
For the purpose of impairment testing, assets are grouped together into the smallest group of
assets that generates cash inflows from continuing use that are largely independent of the cash
inflows of other assets or cash-generating units. Subject to an operating segment ceiling test, for
the purpose of goodwill impairment testing, cash-generating units to which goodwill has been
allocated are aggregated so that the level at which impairment testing is performed reflects the
lowest level at which goodwill is monitored for internal reporting purposes. The goodwill acquired
in a business combination, for the purpose of impairment testing, is allocated to a cash-
generating unit or a group of cash-generating units that are expected to benefit from the
synergies of the combination.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and
its fair value less costs of disposal. In assessing value in use, the estimated future cash flows are
discounted to their present value using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the asset or cash-generating
unit.
An impairment loss is recognised if the carrying amount of an asset or its related cash-generating
unit exceeds its estimated recoverable amount.
Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of
cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated
to the cash-generating unit (group of cash-generating units) and then to reduce the carrying
amounts of the other assets in the cash-generating unit (groups of cash-generating units) on a
pro rata basis.
An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment
losses recognised in prior periods are assessed at the end of each reporting period for any
indications that the loss has decreased or no longer exists. An impairment loss is reversed if
there has been a change in the estimates used to determine the recoverable amount since the
last impairment loss was recognised. An impairment loss is reversed only to the extent that the
asset’s carrying amount does not exceed the carrying amount that would have been determined,
net of depreciation or amortisation, if no impairment loss had been recognised. Reversals of
impairment losses are credited to profit or loss in the financial year in which the reversals are
recognised.

(h) Inventories
Inventories are measured at the lower of cost and net realisable value.
The cost of inventories is calculated using the first-in, first-out method, and includes expenditure
incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing
them to their existing location and condition. In the case of work-in-progress and manufactured
inventories, cost includes an appropriate share of production overheads based on normal operating
capacity.
Net realisable value is the estimated selling price in the ordinary course of business, less the estimated
costs of completion and the estimated costs necessary to make the sale.
(i) Cash and cash equivalents
Cash and cash equivalents consist of cash on hand, balances and deposits with banks and highly liquid
investments which have an insignificant risk of changes in fair value with original maturities of three
months or less, and are used by the Group and the Company in the management of their short term
commitments. For the purpose of the statements of cash flows, cash and cash equivalents are
presented net of bank overdrafts and pledged deposits.
(j) Provisions
A provision is recognised if, as a result of a past event, the Group has a present legal or constructive
obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be
required to settle the obligation. Provisions are determined by discounting the expected future cash
flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks
specific to the liability. The unwinding of the discount is recognised as finance cost.
Site restoration
A provision for site restoration is recognised when the Group has an obligation to return its rented
premises to its original state upon expiry of the lease term.
(k) Contingent liabilities
Where it is not probable that an outflow of economic benefits will be required, or the amount cannot be
estimated reliably, the obligation is not recognised in the statements of financial position and is
disclosed as a contingent liability, unless the probability of outflow of economic benefits is remote.
Possible obligations, whose existence will only be confirmed by the occurrence or non-occurrence of
one or more future events, are also disclosed as contingent liabilities unless the probability of outflow of
economic benefits is remote.

(l) Revenue and other income
(i) Goods sold
Revenue from the sale of goods in the course of ordinary activities is measured at fair value of
the consideration received or receivable, net of returns and allowances, trade discounts and
volume rebates. Revenue is recognised when persuasive evidence exists, usually in the form of
an executed sales agreement, that the significant risks and rewards of ownership have been
transferred to the customer, recovery of the consideration is probable, the associated costs and
possible return of goods can be estimated reliably, there is no continuing management
involvement with the goods, and the amount of revenue can be measured reliably. If it is
probable that discounts will be granted and the amount can be measured reliably, then the
discount is recognised as a reduction of revenue as the sales are recognised.
(ii) Services
Revenue from services (including management services) rendered is recognised in profit or loss
when the services are performed.
Service income of the Group’s Restaurant Division is recognised in profit or loss net of staff
incentives given to the employees when the services are performed.
(iii) Rental income
Rental income is recognised in profit or loss on a straight-line basis over the term of the lease.
Lease incentives granted are recognised as an integral part of the total rental income, over the
term of the lease.
(iv) Dividend income
Dividend income is recognised in profit or loss on the date that the Group’s or the Company’s
right to receive payment is established, which in the case of quoted securities is the ex-dividend
date.
(v) Interest income
Interest income is recognised as it accrues using the effective interest method in profit or loss.
(vi) Commissions
When the Group acts in the capacity of an agent rather than as the principal in a transaction, the
revenue recognised is the net amount of commission made by the Group.

(m) Borrowing costs
Borrowing costs that are not directly attributable to the acquisition, construction or production of a
qualifying asset are recognised in profit or loss using the effective interest method.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets,
which are assets that necessarily take a substantial period of time to get ready for their intended use or
sale, are capitalised as part of the cost of those assets.
The capitalisation of borrowing costs as part of the cost of a qualifying asset commences when
expenditure for the asset is being incurred, borrowing costs are being incurred and activities that are
necessary to prepare the asset for its intended use or sale are in progress. Capitalisation of borrowing
costs is suspended or ceases when substantially all the activities necessary to prepare the qualifying
asset for its intended use or sale are interrupted or completed.
(n) Income tax
Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognised in
profit or loss except to the extent that it relates to a business combination or items recognised directly in
equity or other comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using
tax rates enacted or substantively enacted by the end of the reporting period, and any adjustment to tax
payable in respect of previous financial years.
Deferred tax is recognised using the liability method, providing for temporary differences between the
carrying amounts of assets and liabilities in the statements of financial position and their tax bases.
Deferred tax is not recognised for the following temporary differences: the initial recognition of goodwill,
the initial recognition of assets or liabilities in a transaction that is not a business combination and that
affects neither accounting nor taxable profit or loss. Deferred tax is measured at the tax rates that are
expected to be applied to the temporary differences when they reverse, based on the laws that have
been enacted or substantively enacted by the end of the reporting period.
The amount of deferred tax recognised is measured based on the expected manner of realisation or
settlement of the carrying amount of the assets and liabilities, using tax rates enacted or substantively
enacted at the reporting date. Deferred tax assets and liabilities are not discounted.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax
liabilities and assets, and they relate to income taxes levied by the same tax authority on the same
taxable entity, or on different tax entities, but they intend to settle current tax assets and liabilities on a
net basis or their tax assets and liabilities will be realised simultaneously.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be
available against which the temporary difference can be utilised. Deferred tax assets are reviewed at
the end of each reporting period and are reduced to the extent that it is no longer probable that the
related tax benefit will be realised.
Unutilised reinvestment allowance, being a tax incentive that is not a tax base of an asset, is recognised
as a deferred tax asset to the extent that it is probable that the future taxable profits will be available
against the unutilised tax incentive can be utilised.

(o) Employee benefits
(i) Short-term employee benefits
Short-term employee benefit obligations in respect of salaries, annual bonuses, paid annual
leave and sick leave are measured on an undiscounted basis and are expensed as the related
service is provided.
A liability is recognised for the amount expected to be paid under short-term cash bonus or profit-
sharing plans if the Group has a present legal or constructive obligation to pay this amount as a
result of past service provided by the employee and the obligation can be estimated reliably.
(ii) State plans
The Group’s contribution to statutory pension funds are charged to profit or loss in the financial
year to which they relate. Prepaid contributions are recognised as an asset to the extent that a
cash refund or a reduction in future payments is available.
(iii) Directors’ retirement/resignation benefits
The Group operates an unfunded defined benefit scheme for its Directors. Provision is made
based on the length of service and fixed sum approved by the Board of Directors.
(p) Earnings per ordinary share
The Group presents basic earnings per share (“EPS”) data for its ordinary shares.
Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the
Company by the weighted average number of ordinary shares outstanding during the period, adjusted
for own shares held.
(q) Operating segments
An operating segment is a component of the Group that engages in business activities from which it
may earn revenues and incur expenses, including revenues and expenses that relate to transactions
with any of the Group’s other components. Operating segment results are reviewed regularly by the
chief operating decision maker, which in this case is the Chief Executive Officer of the Group, to make
decisions about resources to be allocated to the segment and to assess its performance, and for which
discrete financial information is available.
(r) Equity instruments
Instruments classified as equity are measured at cost on initial recognition and are not remeasured
subsequently.
(i) Issue expenses
Costs directly attributable to the issue of instruments classified as equity are recognised as a
deduction from equity.
(ii) Ordinary shares
Ordinary shares are classified as equity.

(r) Equity instruments (cont’d)
(iii) Repurchase, disposal and reissue of share capital (treasury shares)
When share capital recognised as equity is repurchased, the amount of the consideration paid,
including directly attributable costs, net of any tax effects, is recognised as a deduction from
equity. Repurchased shares that are not subsequently cancelled are classified as treasury
shares in the statements of changes in equity.
Where treasury shares are sold or reissued subsequently, the difference between the sales
consideration net of directly attributable costs and the carrying amount of the treasury shares is
recognised in equity.
(s) Fair value measurements
Fair value of an asset or a liability, except for lease transactions, is determined as the price that would
be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. The measurement assumes that the transaction to sell the asset
or transfer the liability takes place either in the principal market or in the absence of a principal market,
in the most advantageous market.
For non-financial asset, the fair value measurement takes into account a market participant’s ability to
generate economic benefits by using the asset in its highest and best use or by selling it to another
market participant that would use the asset in its highest and best use.
When measuring the fair value of an asset or a liability, the Group uses observable market data as far
as possible. Fair value are categorised into different levels in a fair value hierarchy based on the input
used in the valuation technique as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities that the
Group can access at the measurement date.
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or
liability, either directly or indirectly.
Level 3: unobservable inputs for the asset or liability.
The Group recognises transfers between levels of the fair value hierarchy as of the date of the event or
change in circumstances that caused the transfers.

90
3. Property, plant and equipment
Buildings,
office Plant and Furniture,
renovation machinery fittings Capital
Freehold Leasehold and land and other and Motor expenditure
land land improvements equipment equipment vehicles -in-progress Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group
Cost
At 1 January 2016 31,187 7,322 118,154 220,586 55,209 21,519 258 454,235

Additions - - 9,345 13,061 6,536 4,091 710 33,743
Disposals - - (3,557) (5,963) (2,189) (4,122) (182) (16,013)
Written off - - (2,079) (2,804) (725) - - (5,608)
Acquisition of subsidiaries - - 740 433 1,216 87 - 2,476
Effect of movements in exchange rates 437 - 1,308 2,169 294 145 41 4,394
At 31 December 2016/1 January 2017 31,624 7,322 123,911 227,482 60,341 21,720 827 473,227
Additions - 1,454 14,012 11,196 5,709 2,693 654 35,718

Disposals - (34) (1,171) (4,315) (1,294) (2,925) - (9,739)
Written off - - (4,176) (4,675) (3,652) (162) (65) (12,730)
Reclassification - - 1,025 319 (642) - (702) -
Deconsolidation of a subsidiary - - - (81) (9) - - (90)
Effect of movements in exchange rates (40) - (1,982) (4,116) (549) (652) (49) (7,388)
At 31 December 2017 31,584 8,742 131,619 225,810 59,904 20,674 665 478,998
3. Property, plant and equipment (cont’d)
Buildings,
Freehold Leasehold and land and other and Motor expenditure-
land land improvements equipment equipment vehicles in-progress Total
Group
Accumulated depreciation and

impairment losses
At 1 January 2016
Accumulated depreciation - 2,161 58,921 161,778 40,744 13,386 - 276,990

Accumulated impairment losses - - 57 4,537 42 - - 4,636
- 2,161 58,978 166,315 40,786 13,386 - 281,626
Depreciation for the year - 100 9,031 12,059 5,707 2,967 - 29,864
Impairment loss during the year - - - 44 - - 60 104
Disposals - - (3,556) (5,370) (2,043) (3,661) - (14,630)
Written off - - (1,534) (2,666) (642) - - (4,842)
Effect of movements in exchange rates - - 688 1,428 163 95 5 2,379
At 31 December 2016

Accumulated impairment losses - - 42 4,185 8 - 65 4,300
- 2,261 63,607 171,810 43,971 12,787 65 294,501
ANNUAL REPORT 2017

91
92
Buildings,
Freehold Leasehold and land and other and Motor expenditure-
land land improvements equipment equipment vehicles in-progress Total
Group
Accumulated depreciation and

impairment losses

At 1 January 2017

Accumulated impairment losses - - 42 4,185 8 - 65 4,300
- 2,261 63,607 171,810 43,971 12,787 65 294,501
Depreciation for the year - 100 9,437 11,680 5,986 3,199 - 30,402
Impairment loss during the year - - - 2,119 - - - 2,119
Disposals - (11) (775) (3,798) (1,198) (2,618) - (8,400)
Written off - - (2,496) (3,252) (2,680) (14) (65) (8,507)
Effect of movements in exchange rates - - (1,177) (3,332) (378) (474) - (5,361)
At 31 December 2017

Accumulated impairment losses - - 42 6,066 - - - 6,108
- 2,350 68,596 175,227 45,701 12,880 - 304,754

Buildings,
Freehold Leasehold and land and other and Motor expenditure
land land improvements equipment equipment vehicles -in-progress Total
Group
Carrying amounts
At 1 January 2016 31,187 5,161 59,176 54,271 14,423 8,133 258 172,609
At 31 December 2016/1 January 2017 31,624 5,061 60,304 55,672 16,370 8,933 762 178,726
At 31 December 2017 31,584 6,392 63,023 50,583 14,203 7,794 665 174,244
ANNUAL REPORT 2017

93
Furniture,
Office fittings and Motor
renovation equipment vehicles Total
RM’000 RM’000 RM’000 RM’000
Company
Cost
At 1 January 2016 3,637 415 1,965 6,017
Additions 10 34 61 105
Disposals (1) (7) - (8)
At 31 December 2016/1 January 2017 3,646 442 2,026 6,114
Additions 10 37 - 47
Written off - (9) - (9)
At 31 December 2017 3,656 470 2,026 6,152
Accumulated depreciation
At 1 January 2016 3,548 355 500 4,403
Depreciation for the year 15 26 398 439

Disposals (1) (7) - (8)
At 31 December 2016/1 January 2017 3,562 374 898 4,834
Depreciation for the year 15 25 404 444

Written off - (9) - (9)
At 31 December 2017 3,577 390 1,302 5,269
Carrying amounts
At 1 January 2016 89 60 1,465 1,614
At 31 December 2016/1 January 2017 84 68 1,128 1,280
At 31 December 2017 79 80 724 883

3.1 Assets under finance lease
Included in the carrying amounts of property, plant and equipment are the following assets acquired
under finance leases :
2017 2016
RM’000 RM’000
Group
Plant and machinery and other equipment 4,676 4,896

Motor vehicles 4,585 4,443
Company
Motor vehicles 622 986
3.2 Impairment of property, plant and equipment - Group
In assessing the recoverable amount of the Group’s property, plant and equipment, the Directors and
management considered assumptions such as sales growth, gross margins, remaining useful life of the
assets and discount rate.
The carrying amount of property, plant and equipment of certain subsidiaries in the Food and Polymer
Engineering Divisions amounting to RM2.12 million (2016 : RM0.10 million) was impaired as the plant
and equipment was no longer in use or their recoverable amounts were assessed to be lower than the
carrying amounts.
4. Investments
2017 2016
RM’000 RM’000
Group
Associates
Unquoted shares, at cost 8,080 7,280

Share of post acquisition reserves (5,089) (2,916)
2,991 4,364
Company
Subsidiaries
Unquoted shares, at cost 547,337 526,126

Less : Impairment loss (131,794) (127,949)
415,543 398,177
During the year, the Company recorded a net impairment loss of RM3,845,000 (2016: RM84,838,000) after having
assessed the recoverable amount of certain subsidiaries.

4. Investments (cont’d)
(a) Subsidiaries
Details of the subsidiaries are as follows :
Effective ownership
Principal place of interest and
Name of subsidiary business Principal activities voting interest
2017 2016
% %
Direct subsidiaries of the Company
Texchem Aquaculture Sdn. Malaysia Dormant 100.00 -

(1)and(10)
Bhd. (“TASB”)
Texchem Materials Sdn. Malaysia Trading of dyestuffs, 100.00 100.00

Bhd. textile auxiliaries and
chemicals used in the
electronics, plastics and
other manufacturing
industries, renting of
properties and
investment holding
Texchem Food Sdn. Malaysia Investment holding and 100.00 100.00

Bhd. sale and marketing of
marine products
Texchem-Pack Singapore Member’s voluntary 100.00 100.00

Holdings (S) Pte. winding-up
(1)and(6)
Ltd.
Acumen Scientific Sdn. Malaysia Provision of chemical, 100.00 100.00

Bhd. microbiological and
environment related
analytical testing and
consultancy services
(3)
Texchem Japan, Inc. Japan Provision of services, 100.00 100.00
trading, sales,
marketing, research
and development,
designing and product
development

4. Investments (contʼd)
(a) Subsidiaries (contʼd)
Details of the subsidiaries are as follows (contʼd) :
Effective ownership
2017 2016
% %
Direct subsidiaries of the Company (contʼd)
Texchem Corporation Sdn. Malaysia Investment holding and 73.91(15) 73.81

Bhd. (“Texcorp”) provision of
management services
Dim Sum Delight Sdn. Malaysia Creditorsʼ voluntary 51.00 51.00

Bhd.(1)and(8) winding-up
Texchem Restaurant Malaysia Investment holding and 100.00 100.00

Systems provision of
(1)
Sdn. Bhd. management services
Texchem Polymers Sdn. Malaysia Manufacture and sale of 100.00 100.00

Bhd. extruded plastics sheets
and polymer compounds
and provide consultation
services
Texchem Polymer Malaysia Investment holding 100.00 100.00

Engineering
Sdn. Bhd.

Effective ownership
2017 2016
% %
Subsidiaries of Texchem Restaurant Systems Sdn. Bhd.
Donburi House Malaysia Operation of a ramen 100.00 100.00

Sdn. Bhd.(1) outlet
Miraku Sdn. Bhd.(1) Malaysia Operation of a Japanese 100.00 100.00

restaurant
Sushi Kin Sdn. Bhd. Malaysia Operation of a chain of 70.35 70.35

retail sushi outlets
Kokubu Food Malaysia Operation of food 51.00 51.00

Logistics Malaysia Sdn. logistics, inventory
(1)
Bhd. management, handling
of sales orders and
warehouse operation
services
D&N Coffee and Restaurant Malaysia Operation of a chain of 51.00 51.00

Malaysia Sdn. Bhd. cafes and restaurants
(1)
(“D&N”)
Subsidiaries of Sushi Kin Sdn. Bhd.
Sushi King Company Vietnam Operation of a chain of 70.35 70.35

(1)
Limited retail sushi outlets
Sushi Kin (East Malaysia) Malaysia Operation of a chain of 70.35 70.35

Sdn. Bhd. retail sushi outlets
(“SKEM”)
Sushi Kin (BN) Sdn. Brunei Dormant 70.35 -

Bhd. (1)and(11)
PT. Sushi King Group Indonesia Operation of a chain of 70.35 -

Indonesia (1)and(12) retail sushi outlets

(a) Subsidiaries (cont’d)
Details of the subsidiaries are as follows (cont’d) :
Effective ownership
2017 2016
% %
Subsidiaries of Texchem Materials Sdn. Bhd.
Texchem Singapore Private Singapore Trading of chemicals, 100.00 100.00

(1)
Limited plastic resins and other
products
(1)
Myanmar Texchem Limited Myanmar Dormant 100.00 100.00
Texchem Materials Thailand Trading of chemicals, 100.00 100.00

(1)
(Thailand) Ltd. plastic resins and other
products
Texchem Materials Vietnam Trading of chemicals, 100.00 100.00

(2)
(Vietnam) Co., Ltd. plastic resins and other
products
Texchem Malaysia Sdn. Malaysia Manufacture and sale of 100.00 100.00

(1)
Berhad textile auxiliaries,
chemicals and finishing
resins
PT. Texchem Indonesia Trading of chemicals, 100.00 100.00

(1)
Indonesia plastic resins and other
products
New Material (Malaysia) Malaysia Trading and acting as 100.00 100.00

(1)
Sdn. Bhd. agent of foreign and
local electronic
component parts and
general merchandise
Lifeon Asia Sdn. Bhd. Malaysia Trading of medical 100.00 100.00

devices and equipment

Effective ownership
2017 2016
% %
Subsidiaries of Texchem Food Sdn. Bhd. (“TFSB”)

(1)
A.S.K Andaman Limited Myanmar Manufacture and 91.00 91.00
marketing of surimi,
fishmeal and other
marine products
Sea Master (Malaysia) Malaysia Manufacture, wholesale 100.00 100.00

Sdn. Bhd. and export
of seafood products and
acting as sales
commission agent in
sale of food products
ASKA Marine Products Malaysia Dormant 100.00 100.00

(1)
Sdn. Bhd.
Texchem Food (Myanmar) Myanmar Manufacture and 91.00 91.00

(1)
Limited marketing of surimi,
fishmeal and other
marine products
Texchem Marine Labutta Myanmar Processing and 65.00 65.00

(1)
Limited marketing of marine
products such as soft
shell crab, prawns and
hamaguri
Texchem Aquaculture Myanmar Dormant 100.00 -

(1)and(9)
(Myanmar) Limited
Texchem Food Services Malaysia Dormant 100.00 -

(1)and(13)
Sdn. Bhd.

Effective ownership
2017 2016
% %
Subsidiary of Texchem Aquaculture Sdn. Bhd.
Texchem Hatchery Sdn. Malaysia Dormant 100.00 -

Bhd.(1)and(14)
Subsidiaries of Sea Master (Malaysia) Sdn. Bhd.
Ocean Pioneer Food Sdn. Malaysia Manufacture, wholesale 99.12(16) 94.87

Bhd. (“OPF”) and export of seafood
products. At the end of
reporting date, the
Company temporary
ceased operation.
Sea Master Food Sdn. Malaysia Sales and marketing of 100.00 100.00
Bhd. processed surimi and
crab flavoured seafood
products and frozen
seafood products
Sea Master Retail Sdn. Malaysia Trading of seafood 60.00 60.00

Bhd. products
Subsidiaries of Texchem Polymer Engineering Sdn. Bhd.
Texchem-Pack (M) Sdn. Malaysia Investment holding and 100.00 100.00

Bhd. manufacture of
thermoformed
packaging products and
embossed carrier tapes
Texchem Life Sciences Malaysia Manufacture of plastic 100.00 100.00

(1)
Sdn. Bhd. engineering precision
parts for medical
devices

Effective ownership
2017 2016
% %
Subsidiaries of Texchem Polymer Engineering Sdn. Bhd. (cont’d)
Eye Graphic Malaysia Trading, design and 100.00 100.00

Sdn. Bhd. manufacture of flexo
photopolymer printing
plates
Texchem-Pack (Thailand) Thailand Manufacture of 100.00 100.00

(1)
Co., Ltd. thermoformed packaging
products, precision
injection moulded
trays/parts and mould and
tooling
Texchem-Pack (Johor) Sdn. Malaysia Manufacture of 100.00 100.00

Bhd. thermoformed packaging
products
Texchem-Pack (PP) Sdn. Malaysia Manufacture of precision 100.00 100.00

Bhd. injection moulded
trays/parts
Texchem-Pack (Vietnam) Vietnam Manufacture 100.00 100.00

(2)and(18)
Co., Ltd. of thermoformed
parts/products and plastic
injection moulded
parts/products
Subsidiary of Texchem-Pack (M) Sdn. Bhd.
Texchem-Pack (Wuxi) People’s Republic Member’s voluntary 100.00 100.00

(1)and(7)
Co., Ltd. of China winding-up
Subsidiary of Eye Graphic Sdn. Bhd.
Alaya Asia Sdn. Malaysia Member’s voluntary 100.00 100.00

(1)and(5)
Bhd. winding-up

Effective ownership
2017 2016
% %
Subsidiary of Texchem-Pack (PP) Sdn. Bhd.
Texchem Advanced Malaysia Development of technology 51.00 51.00

Products Incorporated for high precision/ultra
Sdn. Bhd. clean injection moulded
products for silicon wafer
handling and
transportation and market
development of related
products
Subsidiaries of Texchem Corporation Sdn. Bhd.
Texchem Risk Malaysia Insurance agents and 73.91 73.81

Management managers in relation to
(1)
Sdn. Bhd. insurance schemes
Guardman Security Malaysia Member’s voluntary 73.91 73.81

Services winding-up
(1)and(17)
Sdn. Bhd.
Texchem Management Malaysia Member’s voluntary 73.91 73.81

Services winding-up
(1)and(4)
Sdn. Bhd.
Sushi King (Thailand) Thailand Dormant 73.91 73.81

(1)
Ltd
Notes:
(1)
(1) Not Not
audited by KPMG
audited by KPMG
(2)
(2)
Audited by other
Audited member
by other firmfirm
member of KPMG
of KPMGInternational
International
(3)
(3)
TheTheunaudited management
unaudited financial
management statements
financial were consolidated
statements in the Group
were consolidated financial
in the Groupstatements
financial as
this statements
subsidiary was not required
as this subsidiaryby the
waslocal
not legislation
required by to have its financial
the local statements
legislation to haveaudited
its financial
(4)
statements
Commenced audited voluntary winding-up on 23 December 2016
member’s
(4)
(5) Commenced
Commenced member’s
member’s voluntary
voluntary winding-up
winding-up onAugust
on 31 23 December
2016 2016
(5)
(6)
Commenced
winding-up on on March
30 31 August
2017 2016
(6)
(7)
Commenced
winding-up on on
3 30 March
April 2017 2017
(7)
Commenced member’s voluntary winding-up on 3 April 2017
(8) Commenced creditors’ voluntary winding-up on 17 July 2017
(8)
Commenced creditors’ voluntary winding-up on 17 July 2017
(9) Incorporated on 12 October 2017
(9)
Incorporated on 12 October 2017

4. Investments
(a) (cont’d)
Subsidiaries (cont’d)
(a) Subsidiaries
Notes (cont’d)(cont’d)
:
Notes
(10) (cont’d) :
Incorporated on 27 April 2017 as a wholly-owned subsidiary of TFSB. TFSB disposed of its entire
interest in TASB
Incorporated on 27 toApril
the Company onwholly-owned
21 June 2017subsidiary of TFSB. TFSB disposed of its entire
April2017 as a
(10)
(10)
(11) Incorporated
Incorporated on on 279 March 2017
2017aswith
a wholly-owned
90% ownedsubsidiary
by Sushi of KinTFSB.
Sdn.TFSB
Bhd. disposed
and 10%ofowned
its entire
by
interest in in
interest TASB
TASB to to
thethe
Company
Company onon2121June
June2017
2017
SKEM
(12) Incorporated
(11) onon9 March 2017 withwith 90% owned by SushiSushi
Kin Sdn. Bhd. and 10% owned by SKEM
(11)
Incorporated
Incorporated on 9 March
10 March2017 2017 with 90% 90% owned
owned by by Sushi Kin Kin Sdn.
Sdn. Bhd.
Bhd. and
and 10%
10% owned
owned by by
(12)
Incorporated
SKEM
SKEM on 10 March 2017 with 90% owned by Sushi Kin Sdn. Bhd. and 10% owned by SKEM
(12)
(13) Incorporated
(13)
Incorporated
Incorporated onon33
on May
10May 2017
March
20172017 with 90% owned by Sushi Kin Sdn. Bhd. and 10% owned by
(14)
(14) Incorporated
SKEM
Incorporated onon2929 MayMay 2017
2017
(13)
(15)
(15) Incorporated
Increased
Increased viavia onthe
the 3 May 2017of 19,999
acquisition
acquisition ordinary
of 19,999 shares shares
ordinary from thefromminority
the shareholders of Texcorpof
minority shareholders on 5
(14)
Incorporated
October 2017 on 29
Texcorp on 5 October 2017 May 2017
(15)
(16)
(16) Increased
Increased
Increased via
viavia the
thethe acquisition
acquisition
acquisition of of of
356,74219,999
356,742 ordinary
ordinary shares
ordinary shares
sharesfrom from
the
from the
minority
the minority shareholders
shareholders
minority of OPF
shareholders of 25
on
of OPF
Texcorp
August
on 25 2017 on 5
August 2017October 2017
(16)
(17)
(17) Increased via
Commenced
Commenced the acquisition
member’s
member’s of winding-up
voluntary
voluntary 356,742 ordinary
winding-up onon
2828 shares
December
December from the minority shareholders of OPF
2017
2017
(18)
(18)
on 25 August
Texchem
Texchem Polymer 2017
Polymer Engineering
Engineering Sdn. Sdn.
Bhd. Bhd.
has has
completedcompleted
the the
acquisition acquisition of Texchem-Pack
of Texchem-Pack (Vietnam) Co.,
(17)
Commenced
(Vietnam) Co.,member’s
Ltd. fromvoluntary winding-upsubsidiary,
its wholly-owned on 28 December 2017
(18) Ltd. from its wholly-owned subsidiary, Texchem-Pack (M) Texchem-Pack
Sdn. Bhd. for a (M) totalSdn. Bhd. consideration
purchase for a total
Texchem consideration
Polymer Engineering Sdn. Bhd. hasof completed the acquisition of Texchem-Pack
ofpurchase
RM9.8 million as part ofofthe RM9.8
Group’smillion as part
internal the Group’s
restructuring internal
exercise. restructuring exercise.
(Vietnam) Co., Ltd. from its wholly-owned subsidiary, Texchem-Pack (M) Sdn. Bhd. for a total
purchase consideration
Non-controlling of RM9.8 million as part of the Group’s internal restructuring exercise.
interests in subsidiaries
Non-controlling interests
The Group’s subsidiaries in have
that subsidiaries
material non-controlling interests (“NCI”) are as follows :
The Group’s subsidiaries that have material non-controlling interests (“NCI”) are as follows :
Other
subsidiaries
Other
with
Sushi Kin Texcorp subsidiaries
immaterial
Group Group with
NCI Total
Sushi Kin
RM’000 Texcorp
RM’000 immaterial
RM’000 RM’000
2017 Group Group NCI Total
RM’000 RM’000 RM’000 RM’000
2017percentage of ownership interest
NCI
and voting interest 29.65% 26.09%
NCI percentage of ownership interest
and voting
Carrying interest
amount of NCI 29.65%
17,317 26.09%
10,393 1,415 29,125
Carrying amount of NCI 17,317 10,393 1,415 29,125

Profit/(Loss) allocated to NCI 2,529 371 (5,337) (2,437)
Profit/(Loss) allocated to NCI 2,529 371 (5,337) (2,437)

Summarised financial information
before intra-group elimination
Summarised financial information
before
As at 31intra-group
Decemberelimination
As at 31 December
Non-current assets 46,679 43,562
Current assets 57,692 14,553
Non-current assets
Non-current liabilities 46,679
(10,225) 43,562
(5,802)
Current liabilities
Current assets 57,692
(35,741) 14,553
(12,477)
Non-current liabilities (10,225) (5,802)
Current liabilities
Net assets (35,741)
58,405 (12,477)
39,836
Net assets 58,405 39,836

Non-controlling interests in subsidiaries (cont’d)
Sushi Kin Texcorp

Group Group
RM’000 RM’000
2017
Summarised financial information before intra-group elimination
Year ended 31 December
Revenue 251,383 15,472

Profit attributable to owners of the Company 11,196 3,969
Total comprehensive income/(expense) 10,943 (7,106)
Cash flows from operating activities 29,647 7,815

Cash flows (used in)/from investing activities (10,997) 2,037
Cash flows used in financing activities (6,163) (8,584)
Net increase in cash and cash equivalents 12,487 1,268
(Dividends paid to NCI)/Dividends shared by NCI (1,779) 9
Other
subsidiaries
with
Sushi Kin Texcorp immaterial
Group Group NCI Total
RM’000 RM’000 RM’000 RM’000
2016
NCI percentage of ownership interest

and voting interest 29.65% 26.19%
Carrying amount of NCI 16,642 10,024 (4,490) 22,176
Profit/(Loss) allocated to NCI 2,897 320 (1,487) 1,730

Non-controlling interests in subsidiaries (cont’d)
Sushi Kin Texcorp

Group Group
RM’000 RM’000
2016
Summarised financial information before intra-group elimination
As at 31 December
Non-current assets 49,316 43,798

Current assets 43,146 13,927
Non-current liabilities (9,078) (8,826)
Current liabilities (29,755) (10,624)
Net assets 53,629 38,275
Revenue 213,304 14,973

Profit attributable to owners of the Company 7,079 3,497
Total comprehensive income/(expense) 8,195 (4,404)
Cash flows from operating activities 31,408 10,170

Cash flows (used in)/from investing activities (21,990) 1,541
Cash flows used in financing activities (2,024) (14,181)
Net change in cash and cash equivalents 7,394 (2,470)
Dividends paid to NCI 1,927 2,117
Restrictions imposed by bank covenants
The borrowings undertaken by certain subsidiaries contain covenants which allow the said subsidiaries
to provide advances to other companies within the Group up to certain limit and to only allow declaring
or distributing dividends up to the profit after tax of the subsidiaries. Any additional dividends thereafter
will need the prior consent of the banks.

(b) Associates
Details of the associates are as follows :
Effective ownership
Name of associate business Principal activities voting interest
2017 2016
% %
Fumakilla Asia Sdn Bhd Malaysia Investment holding - -

(1)
(“FASB”)
PT. Fumakilla Nomos Indonesia Produce and sell - -

(1)
(“PTFN”) mosquito coils for
local and export
market
Associates of Texchem Restaurant Systems Sdn. Bhd.
Yoshinoya Hanamaru Malaysia Sale of food and 40.00 40.00

Malaysia Sdn. Bhd. beverages
(“YHM”)
Otafuku Sauce Malaysia Malaysia Manufacture, 49.00 49.00

Sdn. Bhd. (“OSM”) distribution and
trading of all kinds of
sauces
Associate of Sea Master (Malaysia) Sdn. Bhd.
Satu Hati Perikanan Sdn. Malaysia Dormant 50.00 50.00

Bhd. (“SHP”)
Note :
(1)
On 9 December 2016, the Company disposed of its entire interests of 30% and 26.36% in FASB and
PTFN respectively to Fumakilla Limited.
During the financial year ended 31 December 2017, Texchem Restaurant Systems Sdn. Bhd., a wholly-
owned subsidiary of the Company subscribed for additional equity interests in YHM amounting to
RM800,000.
The following table summarises the information of the Group’s material associates, adjusted for any
differences in accounting policies and reconciles the information to the carrying amount of the Group’s
interest in the associates.

(b) Associates (cont’d)
YHM OSM SHP Total

RM’000 RM’000 RM’000 RM’000
2017
Group
Summarised financial
information
As at 31 December
Non-current assets 14,059 1,604 - 15,663

Current assets 6,245 587 225 7,057
Non-current liabilities (8,324) - - (8,324)
Current liabilities (6,266) (973) (8) (7,247)
Net assets 5,714 1,218 217 7,149
Year ended
31 December
Loss from continuing

operations representing total
comprehensive expense (4,776) (479) (55) (5,310)
Included in the total

comprehensive expense is :
Revenue 26,685 1,096 - 27,781
Reconciliation of net assets

to carrying amount
As at 31 December
Group’s share of net assets 2,286 596 109 2,991
Carrying amount in
the consolidated statement of
financial position 2,286 596 109 2,991

YHM OSM SHP Total

RM’000 RM’000 RM’000 RM’000
2017
Group
Group’s share of results
Group’s share of loss from

continuing operations
representing share of total
comprehensive expense (1,910) (235) (28) (2,173)
Other information
Dividend received - - - -
YHM OSM SHP Total

RM’000 RM’000 RM’000 RM’000
2016
Group
Summarised financial
information
As at 31 December
Non-current assets 12,231 1,763 48 14,042

Current assets 8,169 185 228 8,582
Non-current liabilities (5,000) - - (5,000)
Current liabilities (6,910) (251) (4) (7,165)
Net assets 8,490 1,697 272 10,459

FASB PTFN YHM D&N OSM SHP Total

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
2016
Group
Year ended
31 December
Profit/(Loss) from
continuing operations 5,559 9,171 (4,968) (824) (303) (328) 8,307
Other comprehensive
expense (2,666) - - - - - (2,666)
Total comprehensive
income/(expense) 2,893 9,171 (4,968) (824) (303) (328) 5,641
Included in the total

comprehensive
income/(expense)
is :
Revenue 201,203 112,457 17,841 - 5 - 331,506
Reconciliation of net
assets to carrying
amount
As at 31 December
Group’s share of net

assets - - 3,396 - 832 136 4,364
Carrying amount in
the consolidated
statement of financial
position - - 3,396 - 832 136 4,364

FASB PTFN YHM D&N OSM SHP Total

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
2016
Group
Group’s share of results
Group’s share of
profit/(loss) from
continuing operations 1,668 2,417 (1,987) (330) (148) (164) 1,456
Group’s share
of other comprehensive
expense (800) - - - - - (800)
Group’s share of total

comprehensive
income/(expense) 868 2,417 (1,987) (330) (148) (164) 656
Other information
Dividend received 1,434 - - - - - 1,434
5. Intangible assets - Group
Franchise
Goodwill Trademark fee Total
RM’000 RM’000 RM’000 RM’000
Cost
At 1 January 2016 34,382 21,500 1,749 57,631
Addition 5,427 - - 5,427
At 31 December 2016/1 January 2017 39,809 21,500 1,749 63,058
Written off - - (1,749) (1,749)
At 31 December 2017 39,809 21,500 - 61,309

5. Intangible assets - Group (cont’d)
Franchise
Goodwill Trademark fee Total
RM’000 RM’000 RM’000 RM’000
Amortisation and Impairment loss
Accumulated amortisation
At 1 January 2016 - - 310 310
Amortisation for the year - - 218 218

Impairment loss 2,500 - - 2,500
1 January 2017
Accumulated amortisation - - 528 528

Accumulated impairment loss 2,500 - - 2,500
2,500 - 528 3,028
Amortisation for the year - - 109 109

Written off - - (637) (637)
At 31 December 2017
Accumulated amortisation - - - -
Accumulated impairment loss 2,500 - - 2,500
2,500 - - 2,500
Carrying amounts
At 1 January 2016 34,382 21,500 1,439 57,321
1 January 2017 37,309 21,500 1,221 60,030
At 31 December 2017 37,309 21,500 - 58,809
The addition to goodwill of RM5,427,000 during the financial year ended 31 December 2016 related to the
acquisition of Sushi King Company Limited.
The trademark which related to the Sushi King chain of restaurant outlets is assessed to have indefinite useful
life as there is no foreseeable limit as to the period over which the asset is expected to generate cash inflows
to the Group.
The franchise fee related to a business venture entered into by the Restaurant Division in 2014 and was
amortised over a period of 8 years based on the franchising agreement.
During the year, the franchise fee was written off upon the commencement of creditor’s voluntary winding-up
on a subsidiary as disclosed in Note 30(4).

5. Intangible assets - Group (contʼd)
Impairment testing for cash generating units (“CGU”) containing goodwill and trademark
For the purpose of business impairment testing, goodwill is allocated to the Groupʼs operating divisions or
business as appropriate, which represent the lowest level within the Group at which the goodwill is monitored
for internal management purposes.
The carrying amount of goodwill is allocated to each unit as follows :
2017 2016
RMʼ000 RMʼ000
Polymer Engineering Division
- Thermoformed packaging business 7,265 7,265

- Flexo photopolymer printing plates business 2,710 2,710
9,975 9,975
Industrial Division 13,377 13,377

Food Division 4,314 4,314
Restaurant Division 9,643 9,643
37,309 37,309
Management has assessed the recoverable amount of goodwill and trademark based on value in use
calculations determined by discounting future cash flows covering a period of 5 years and having considered
the terminal value of the CGUs.
Pre-tax discount rates ranging from 10% to 15% (2016 : 10% to 18%) were applied to the calculations in
determining the recoverable amount of the CGUs.
The values assigned to the key assumptions (e.g. estimated selling price, sales growth, gross margins and the
availability of supplies) represent the Directorsʼ and managementʼs assessment of future trends of the various
businesses or divisions and are based on both external and internal sources (historical data).
During the financial year ended 31 December 2016, the Group recorded an impairment of RM2.5 million
relating to its restaurant business in Vietnam, and was included in other expenses.
The estimated recoverable amount for the remaining CGUs exceeded their carrying amounts and the Directors
consider that it is not reasonably possible for the assumptions to change so significantly as to eliminate the
excess, except for the goodwill of RM4.31 million and RM9.64 million relating to Food Division and Restaurant
Division respectively. The recoverable amount for these CGUs is particularly sensitive towards changes in the
following key assumptions and any adverse change in the following areas may result in additional impairment
loss to be recognised.
• A 5% decrease in future planned revenues would result in the Group recognising an additional impairment
loss of RM6.07 million.
• An increase of one (1) percentage point in the discount rate would result in the Group recognising an
additional impairment loss of RM1.21 million.

6. Deferred tax assets/(liabilities) - Group
Recognised deferred tax assets/(liabilities)
Deferred tax assets/(liabilities) are attributable to the following :
Assets Liabilities Net

2017 2016 2017 2016 2017 2016
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Unutilised tax losses - 626 - - - 626

- capital allowances - 241 (1,982) (2,456) (1,982) (2,215)

- revaluation - - (1,074) (1,202) (1,074) (1,202)
Other temporary differences 611 34 - - 611 34
Net deferred tax assets/(liabilities) 611 901 (3,056) (3,658) (2,445) (2,757)
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred
taxes relate to the same taxation authority. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which
the Group can utilise the benefits therefrom.
Movements in temporary differences during the year
Effect of Effect of
Recognised movement in At Recognised movement in
At in profit or exchange 31.12.2016/ in profit or exchange At
1.1.2016 loss rate 1.1.2017 loss rate 31.12.2017
(Note 19) (Note 19)
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Unutilised tax losses - (626) - (626) 626 - -

- capital allowances 1,708 506 1 2,215 (229) (4) 1,982
- revaluation 1,208 (6) - 1,202 (128) - 1,074
Other temporary differences (400) 366 - (34) (577) - (611)
2,516 240 1 2,757 (308) (4) 2,445

6. Deferred tax assets/(liabilities) - Group (cont’d)
Unrecognised deferred tax assets
Deferred tax assets have not been recognised in respect of the following items (stated at gross) :
2017 2016
RM’000 RM’000
Unutilised reinvestment allowance 8,341 12,356

Tax loss carry-forwards 96,223 85,434
Capital allowance carry-forwards 20,452 23,180
125,016 120,970
The unutilised reinvestment allowance, tax loss carry-forwards and capital allowance carry-forwards do not
expire under current tax legislation. Deferred tax assets have not been recognised in respect of these items
because it is not probable that future taxable profits will be available against which the Group can utilise the
benefits therefrom.
7. Inventories - Group
2017 2016
RM’000 RM’000
Raw materials 18,211 13,753

Work-in-progress 1,382 1,034
Manufactured inventories 24,379 27,423
Trading inventories 30,756 25,608
Food and beverages 15,711 13,547
90,439 81,365
Recognised in profit or loss :
Inventories recognised as cost of sales 769,836 716,416
The amount of inventories written back during the current financial year amounted to RM613,000 (2016 :
written down of RM924,000).

8. Trade and other receivables
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Trade
Trade receivables 139,441 139,749 - -

Associates 8.1 130 33 - -
139,571 139,782 - -
Non-trade
Subsidiaries 8.2 - - 27,008 32,032

Associates 8.1 4,197 467 5 3
Deposits 10,622 10,155 223 223
Prepayments 14,703 7,299 1,469 1,402
Other receivables 27,127 30,905 11 370
56,649 48,826 28,716 34,030
196,220 188,608 28,716 34,030
Trade and other receivables

(excluding prepayments) 181,517 181,309 27,247 32,628
Add : Cash and cash equivalents 9 93,912 120,791 12,235 51,898
Total loans and receivables 275,429 302,100 39,482 84,526
8.1 Amounts due from associates
The trade amount due from associates is subject to normal trade terms.
Included in non-trade amount due from associates is RM3,300,000 (2016 : RM Nil) which earns interest
at 4.60% (2016 : Nil) per annum. Other than as disclosed, the non-trade amount due from associates is
unsecured, interest-free and repayable on demand.
8.2 Amount due from subsidiaries
Included in amount due from subsidiaries is RM25,550,000 (2016 : RM13,840,000) which earns interest
at 4.00% (2016 : 4.00% to 7.00%) per annum. Other than as disclosed, the non-trade amount due from
subsidiaries is unsecured, interest-free and repayable on demand.

9. Cash and cash equivalents
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Money market funds - 47,570 - 47,570

Cash and bank balances 93,912 73,221 12,235 4,328
93,912 120,791 12,235 51,898
Market value
- Money market funds - 47,650 - 47,650
10. Share capital - Group/Company
2017 2016
Number of Number of
Amount shares Amount shares
RM’000 ’000 RM’000 ’000
Authorised :
Ordinary shares N/A N/A 500,000 500,000

Note 10.1 Note 10.1
Issued ordinary shares :
At 1 January 124,099 124,099 124,099 124,099

Transfer from share premium
in accordance with Section 618(2) of
Companies Act 2016 (Note 11.1) 25,568 - - -
149,667 124,099 124,099 124,099
The holders of ordinary shares are entitled to receive dividends as declared from time to time, and are entitled
to one vote per share at meetings of the Company. In respect of the Company’s treasury shares (see Note
11.4) that are held by the Group, all rights are suspended until those shares are reissued.
10.1 The concept of authorised share capital and par value of share capital have been abolished on the
commencement of Companies Act 2016 on 31 January 2017.

11. Reserves
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Non-distributable :
Share premium 11.1 - 25,568 - 25,568

Translation reserve 11.2 13,227 24,192 - -
Merger reserve 1,092 1,092 - -
Capital reserve 11.3 (13,331) (11,037) - -
Treasury shares 11.4 (4,400) (4,167) (4,400) (4,167)
(3,412) 35,648 (4,400) 21,401
Distributable :
Retained earnings 11.5 111,820 123,628 258,521 277,452
108,408 159,276 254,121 298,853
The movements in the reserves are disclosed in the statements of changes in equity.
11.1 Share premium
Share premium comprises the premium paid on subscription of shares in the Company over and above
the par value of the shares. As disclosed in Note 10, the amount standing to the credit of the share
premium account has become part of the Company’s share capital upon the commencement of
Companies Act 2016 on 31 January 2017. The Company has twenty four months upon the
commencement of Companies Act 2016 on 31 January 2017 to utilise the credit.
11.2 Translation reserve
The translation reserve comprises all foreign currency differences arising from the translation of the
financial statements of foreign operations.
11.3 Capital reserve
Included in capital reserve of the Group is a debit balance of RM14,321,000 (2016 : RM14,596,000)
representing shares of the Company owned by Texchem Corporation Sdn. Bhd. (“Texcorp”), which
became a subsidiary of the Company during the financial year ended 31 December 2013. Pursuant to
Section 22 of the Companies Act 2016, Texcorp is required to dispose of all the shares held within
twelve months or such longer period as the High Court of Malaya may allow from the date Texcorp
became a subsidiary of the Company. An extension was obtained for Texcorp to dispose of the
Company’s shares by 15 May 2018 (see Note 30(1)).
The remaining capital reserve of RM990,000 (2016 : RM3,559,000) represents the statutory reserve of
foreign subsidiaries as required by the respective foreign legislations.

11. Reserves (cont’d)
11.4 Treasury shares
The shareholders of the Company, by an ordinary resolution passed in an Annual General Meeting held
on 30 April 2015, approved the Company’s plan to repurchase its own shares. The Directors of the
Company are committed to enhancing the value of the Company to its shareholders and believe that
the repurchase plan can be applied in the best interests of the Company and its shareholders.
During the financial year, the Company repurchased its issued ordinary shares from the open market as
follows :
(N1)
Purchase price
No. of
shares Cost Highest Lowest Average
’000 RM’000 RM RM RM
2016
At beginning of the financial year 965 1,677 1.84 1.47 1.74

Purchased during the financial year :
January 2016 557 973 1.81 1.68 1.75
February 2016 365 622 1.78 1.63 1.70
March 2016 228 384 1.74 1.65 1.69
April 2016 58 99 1.75 1.71 1.72
May 2016 86 142 1.94 1.65 1.65
June 2016 84 133 1.89 1.57 1.59
July 2016 20 32 1.92 1.57 1.59
August 2016 14 22 1.96 1.55 1.58
September 2016 6 9 1.91 1.59 1.67
December 2016 49 74 1.78 1.46 1.50
At end of financial year 2,432 4,167 1.96 1.46 1.71
2017
At beginning of the financial year 2,432 4,167 1.96 1.46 1.71

Purchased during the financial year :
January 2017 34 51 1.77 1.45 1.50
February 2017 54 79 1.51 1.42 1.46
March 2017 12 18 1.52 1.47 1.49
April 2017 4 6 1.52 1.48 1.47
May 2017 11 17 1.54 1.46 1.50
June 2017 34 49 1.46 1.43 1.44
July 2017 10 13 1.44 1.34 1.38
November 2017 -(N2) -(N2) 1.33 1.33 1.33
At end of financial year 2,591 4,400 1.96 1.33 1.70
Purchase
(N1)
(N1)
Purchase price
price includes
includes stamp
stamp duties,
duties, brokerage,
brokerage, clearing
clearing fee
fee and
and Goods
Goods and
and Services
Services Tax.
Tax.
(N2)
Units
(N2)
Units purchased
purchased were
were less
less than
than 1,000
1,000 units
units with
with the
the costs
costs less
less than
than RM1,000.
RM1,000.

11. Reserves (cont’d)
11.4 Treasury shares (cont’d)
The repurchased transactions were financed by internally generated funds. The repurchased ordinary
shares of the Company were held as treasury shares.
11.5 Retained earnings
The entire retained earnings of the Company is eligible to be paid out as dividends under the single-tier
company income tax system in accordance with the Finance Act, 2007.
12. Loans and borrowings
Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000
Unsecured
Current :
Bank overdrafts 18,041 14,541 - -

Bankers’ acceptances 51,385 45,309 - -
Revolving credits 41,006 51,670 - 5,500
Term loans
- Variable rate 11,025 10,124 2,000 2,000
Trust receipts 13,178 8,696 - -
Other borrowings 7,948 7,231 - -
142,583 137,571 2,000 7,500

Finance lease liabilities 12.1 2,565 2,541 227 234
145,148 140,112 2,227 7,734
Non-current :
Term loans
- Variable rate 19,253 21,677 4,333 6,333
Finance lease liabilities 12.1 4,301 5,423 663 890
23,554 27,100 4,996 7,223
Total loans and borrowings 168,702 167,212 7,223 14,957

12. Loans and borrowings (cont’d)
12.1 Finance lease liabilities
Finance lease liabilities are payable as follows :
2017 2016
Present Present
Future value of Future value of
minimum minimum minimum minimum
lease lease lease lease
payments Interest payments payments Interest payments
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group
Less than 1 year 2,881 316 2,565 2,922 381 2,541

Between 1 and
5 years 4,626 338 4,288 5,764 457 5,307
More than 5
years 14 1 13 118 2 116
7,521 655 6,866 8,804 840 7,964
Company
Less than 1
year 264 37 227 281 47 234
Between 1 and
5 years 720 57 663 879 92 787
More than 5
years - - - 105 2 103
984 94 890 1,265 141 1,124
The finance lease liabilities are secured as the rights to the assets under the finance leases that revert
to the lessor in the event of default.

12. Loans and borrowings (cont’d)
12.2 Reconciliation of movement of liabilities to cash flows arising from financing activities
At 1 Net change Foreign

January from financing Acquisition of exchange At 31
2017 cash flows new lease movement December 2017
RM’000 RM’000 RM’000 RM’000 RM’000
Group
Bank overdrafts 14,541 3,532 - (32) 18,041

Bankers’ acceptances 45,309 6,076 - - 51,385
Revolving credits 51,670 (9,556) - (1,108) 41,006
Term loans 31,801 (1,477) - (46) 30,278
Trust receipts 8,696 5,492 - (1,010) 13,178
Finance lease liabilities 7,964 (2,992) 1,907 (13) 6,866
Other borrowings 7,231 767 - (50) 7,948
167,212 1,842 1,907 (2,259) 168,702
At 1 Net change At 31
January from financing December
2017 cash flows 2017
RM’000 RM’000 RM’000
Company
Revolving credits 5,500 (5,500) -

Term loans 8,333 (2,000) 6,333
Finance lease liabilities 1,124 (234) 890
14,957 (7,734) 7,223

13. Deferred liabilities
Directors’ retirement/resignation benefits
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
At 1 January 2,926 3,059 373 429

Provision made during the year
(Note 21) 1,085 685 124 124
Amount paid during the year (999) (816) - (180)
Effect of movements in exchange rates (33) (2) - -
At 31 December 2,979 2,926 497 373
At 31 December 2,979 2,926 497 373

Less : Amount payable within
next 12 months presented as
current liabilities (387) (146) - -
2,592 2,780 497 373
14. Trade and other payables
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Group
Trade
Trade payables 70,966 77,364 - -

Associates 14.1 215 - - -
71,181 77,364 - -
Non-trade
Subsidiaries 14.1 - - 32,058 32,930

Associates 14.1 138 - - -
Other payables 14.2 27,418 28,619 307 527
Accrued expenses 38,362 34,733 1,545 1,545
Deferred revenue 386 - - -
66,304 63,352 33,910 35,002
137,485 140,716 33,910 35,002

14. Trade and other payables (cont’d)
Group Company
Note 2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Group
Trade and other payables 137,485 140,716 33,910 35,002

Add : Loans and borrowings 12 168,702 167,212 7,223 14,957
Deferred liabilities 13 2,979 2,926 497 373
Provision 15 6,159 5,731 - -
Dividend payable 23 10,076 10,055 12,151 12,171
Total financial liabilities measured

at amortised cost 325,401 326,640 53,781 62,503
14.1 Amount due to associates and subsidiaries
The trade amounts due to associates are subject to normal trade terms.
The non-trade amounts due to associates and subsidiaries are unsecured, interest-free and payable on
demand.
14.2 Other payables
Included in other payables of the Group is RM Nil (2016 : RM2,000,000) which is subject to interest at
Nil (2016 : 6.00%) per annum.
15. Provision - Group
2017 2016
RM’000 RM’000
Provision for site restoration
At 1 January 5,731 4,957
Provision made during the year 862 878

Provision used during the year (233) (104)
Deconsolidation of a subsidiary (198) -
Effect of movements in exchange rates (3) -
428 774
At 31 December 6,159 5,731
Non-current 6,034 5,560

Current 125 171
6,159 5,731
The site restoration costs for the rented premises are provided based on historical experience of expenses
incurred. The Group expects to incur the liability when the leases expire or when they are terminated.
The amount provided for restoration costs are reviewed and updated annually based on the current cost of
restoring the premises.
Provision for restoration costs is classified as current liabilities unless the tenancy agreement, for which the
restoration is required, expires at least 12 months after the reporting date.

16. Derivative financial assets/ (liabilities) - Group
2017 2016
Nominal Nominal
value Assets value Liabilities
RM’000 RM’000 RM’000 RM’000
Derivative held for trading at fair value

through profit or loss
- Forward exchange contracts 1,153 15 1,230 (6)
Forward exchange contracts are used to manage the foreign currency exposures arising from the Group’s
receivables and payables denominated in currencies other than the functional currency of Group entities. The
forward exchange contracts have maturities of less than one year after the end of the reporting period.
17. Revenue and operating profit/(loss)
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Revenue
- Invoiced value of goods sold less

discounts and returns 1,091,963 1,019,679 - -
- Commission income 5,662 4,983 - -
- Service income 9,659 9,341 - -
- Dividend income from unquoted
subsidiaries and an associate - - 3,885 18,136
- Dividend income from money market
funds 497 461 497 450
- Rental income 633 729 - -
- Management fee 170 106 - -
1,108,584 1,035,299 4,382 18,586
Cost of sales (834,366) (785,056) - -
Gross profit 274,218 250,243 4,382 18,586
Distribution costs (163,903) (159,656) - -

Administrative expenses (117,112) (107,186) (9,415) (10,139)
Other expenses (8,333) (8,990) (3,845) (84,838)
Other income 33,011 47,782 2,405 295,126
Operating profit/(loss) 17,881 22,193 (6,473) 218,735
Commission income relates to the sale of products where the Group acts as an agent in the transaction rather
than as the principal.

18. Finance costs
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Interest expense :
Bank overdrafts 1,120 1,274 - 1

Bankers’ acceptances 2,114 2,161 - -
Revolving credits 2,075 3,219 23 1,115
Term loans 1,487 1,701 349 558
Trust receipts 780 622 - -
Finance lease liabilities 426 443 48 56
Others 870 631 - -
8,872 10,051 420 1,730
19. Tax expense
Major components of tax expense include :
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Income tax expense
- current year 12,685 9,599 - 112

- prior years 536 (1,184) (113) (79)
Total income tax 13,221 8,415 (113) 33
Deferred tax expense
- Reversal of temporary
differences (799) (1,285) - -
- prior years 491 1,525 - -
Total deferred tax (308) 240 - -
Total tax expense 12,913 8,655 (113) 33

19. Tax expense (cont’d)
Reconciliation of tax expense
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
(Loss)/Profit for the year (6,077) 4,943 (6,780) 216,972

Profit/(Loss) excluding tax 6,836 13,598 (6,893) 217,005
Tax calculated using Malaysian

tax rate at 24% 1,641 3,264 (1,654) 52,081
Effect of different tax rate in foreign
jurisdictions 3,803 2,756 - -
Non-deductible expenses 6,629 6,299 2,715 23,903
Effects of results of equity-accounted
associates 522 (349) - -
Non-taxable income (1,615) (5,221) (1,080) (75,844)
Tax incentives (12) (28) - -
Current year losses for which no
deferred tax asset was recognised 971 1,571 - -
Other items (53) 22 19 (28)
Under/(Over) provision in prior years 1,027 341 - (113) (79)
20. Employee information
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Staff costs (including key management

personnel) 172,656 169,855 2,137 2,200
Contributions to Employees’ Provident
Fund 12,365 12,597 246 250
185,021 182,452 2,383 2,450

21. (Loss)/Profit for the year
(Loss)/Profit for the year is arrived at :
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
After charging :
Auditors’ remuneration
- Audit fees
- KPMG PLT
- current year 311 298 42 37
- Overseas affiliates of KPMG PLT 146 128 - -
- Other auditors 257 240 - -
- Non-audit fees
- KPMG PLT 31 97 13 86
- Local affiliates of KPMG PLT 339 160 7 7
Directors’ emoluments
Directors of the Company
- fees 2,387 2,234 1,040 1,040
- others 4,148 4,397 865 844
Directors’ retirement/resignation benefits
(Note 13) 1,085 685 124 124
Inventories written down (Note 7) - 924 - -
Franchise fee
- Written off (Note 5) 1,112 - - -
- Amortisation (Note 5) 109 218 - -
Impairment loss on
- Trade receivables 137 122 - -
- Goodwill (Note 5) - 2,500 - -
- Investment in subsidiaries - - 3,845 84,838
- Depreciation (Note 3) 30,402 29,864 444 439
- Impairment loss (Note 3) 2,119 104 - -
- Written off 4,223 766 - -
Loss on foreign exchange, net 1,670 - - -
Rental expenses on premises and
Equipment 41,133 38,395 923 922
Severance costs 572 3,961 - -
and crediting :
Gain on deconsolidation of
subsidiaries 4,827 - - -
Gain on disposal of property, plant and
equipment 2,423 836 - -
Interest income 464 740 1,037 1,167
Inventories written back (Note 7) 613 - - -
Gain on disposal of
- subsidiaries - - - 240,548
- associates - 18,702 - 49,313
Gain on foreign exchange, net - 511 - -
Rental income from premises 1,106 1,139 751 744
Reversal of impairment loss on non-trade
amount due from subsidiaries - - 60 2,568

22. Basic (loss)/earnings per ordinary share - Group
The calculation of basic (loss)/earnings per ordinary share at 31 December 2017 and 2016 was based on the
profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares
outstanding calculated as follows :
2017 2016
RM’000 RM’000
(Loss)/Profit for the year attributable to owners (3,640) 3,213
Weighted average number of ordinary shares at

31 December (’000) 121,544 121,928
Basic (loss)/earnings per ordinary share (sen) (2.99) 2.64
Weighted average number of ordinary shares :
2017 2016
In thousands of shares
Issued ordinary shares at 1 January 124,099 124,099

Effect of treasury shares repurchased (2,555) (2,171)
Weighted average number of ordinary shares at

31 December 121,544 121,928

23. Dividends
The Company declared and paid/payable the following dividends :
Sen per 2017

share Amount Date of
(Single tier) RM’000 declaration Date of payment
Dividend payable :
Interim 2018 10.0 12,151 14 December 2017 15 January 2018
Less : Dividends receivable by a

subsidiary, Texcorp (2,075)
10,076
Sen per 2016

share Amount Date of
(Single tier) RM’000 declaration Date of payment
Dividend paid :
Interim 2017 10.0 12,171 9 December 2016 10 January 2017
Less : Dividends received by a

subsidiary, Texcorp (2,116)
10,055
As Texcorp is a 73.91% (2016 : 73.81%) owned subsidiary of the Company, the dividend shared by the non-
controlling interests of Texcorp is as follows :
RM’000
First interim 2018 541

First interim 2017 554
24. Related parties
Identity of related parties
For the purposes of these financial statements, parties are considered to be related to the Group if the Group
or the Company has the ability, directly or indirectly, to control or jointly control the party or exercise significant
influence over the party in making financial and operating decisions, or vice versa, or where the Group or the
Company and the party are subject to common control. Related parties may be individuals or other entities.
The Group has related party relationships with its significant investor, Texchem Holdings Sdn. Bhd.,
subsidiaries and associates as disclosed in the financial statements and significant investors of subsidiaries.
Related parties also include key management personnel defined as those persons having authority and
responsibility for planning, directing and controlling the activities of the Group either directly or indirectly. The
key management personnel include certain Directors of the Group and of the Company.

24. Related parties (cont’d)
Significant related party transactions
The significant related party transactions of the Group and of the Company are shown below.
A. Transactions with subsidiaries
2017 2016
RM’000 RM’000
Company
- Advances to subsidiaries 20,500 20,179

- Rental income (premises) 751 744
- Rental expense (premises) 20 19
- Interest income 764 912
- Dividend income 3,885 16,702
- Dividends paid and payable
- in respect of financial year ended 2017 - 2,116
- in respect of financial year ending 2018 2,075 -
- Management fee expense 1,500 1,500
- Subscription of shares in subsidiaries 21,211 319,480
- Proceeds from disposal of subsidiaries - 256,780
B. Company in which Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi is deemed to have a substantial financial
interest - Texchem Holdings Sdn. Bhd.
2017 2016
Company RM’000 RM’000

Group

- in respect of financial year ended 2017 431 4,842
- Security service income 24 40
- Insurance premium income 104 130

Significant related party transactions (cont’d)
C. Associates
2017 2016
RM’000 RM’000
Company
- Dividends received - 1,434
Group
- Subscription of shares in associates 800 5,080

- Management fee income 90 82
- Sales 2,874 1,939
- Service income 135 546
- Security service income - 59
- Insurance premium income 99 116
- Rental income 193 168
- Storage and logistic income 758 290
- Purchases 1,263 -
D. Other related parties
2017 2016
RM’000 RM’000
Group
- Sales 14 -
- Interest expense 60 120
- Purchase of plant and equipment - 41
- Rental income (premises) 153 -
E. Key management personnel
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Directors
- Fees 2,147 1,994 800 800
- Remuneration 4,117 4,367 834 814
- Estimated value of
benefits-in-kind 148 149 32 34
6,412 6,510 1,666 1,648
Other key management personnel

- Fees 639 601 - -
- Remuneration 2,154 1,871 - -
- Estimated value of
benefits-in-kind 78 96 - -
2,871 2,568 - -
9,283 9,078 1,666 1,648

Significant related party transactions (cont’d)
E. Key management personnel (cont’d)
There were no transactions with the key management personnel other than the remuneration package
paid to them in accordance with the terms and conditions of their appointment as disclosed above and
the provision of Directors’ retirement/resignation benefits as disclosed in Note 13 to the financial
statements.
The balances related to the above transactions are shown in Notes 8, 13 and 14 to the financial
statements. All the amounts outstanding are unsecured and are expected to be settled in cash. There
was no impairment provided in respect of related party balances at the end of the reporting period other
than the reversal of impairment loss made by the Company on non-trade receivables amounting to
RM60,000 (2016 : RM2,568,000) owing from subsidiaries.
25. Operating segments
The Group has five reportable segments, as described below, which are the Group’s strategic business units.
The strategic business units offer different products or services, and are managed separately because they
require different technology operational and marketing strategies. For each of the strategic business units, the
Group’s Chief Executive Officer (the chief operating decision maker) reviews internal management reports at
least on a quarterly basis. The following summary describes the operations in each of the Group’s reportable
segments:
• Industrial
• Restaurant
• Polymer Engineering
• Food
• Venture
There are varying levels of integration between the segments such as the transfers of raw materials and
shared distribution and administrative services. Inter-segment pricing is determined on negotiated basis.
Performance is measured based on segment profit before tax, as included in the internal management reports
that are reviewed by the Group’s Chief Executive Officer (the chief operating decision maker). Segment profit
is used to measure performance as management believes that such information is the most relevant in
evaluating the results of the segments relative to other entities that operate within these industries.
Other non-reportable segments comprise of investment holding activities and the provision of intra-group
management services. None of these segments met the quantitative thresholds for reporting segments in 2017
and 2016.
Segment assets
The total of segment asset is measured on all assets (including goodwill) of a segment as included in the
internal management reports that are reviewed by the Group’s Chief Executive Officer. Segment total assets
are used to measure the return of assets of each segment.

25. Operating segments (cont’d)
Segment liabilities
Segment liabilities information is neither included in the internal management reports nor provided regularly to
the Group’s Chief Executive Officer. Hence, no disclosure is made on segment liabilities.
Segment capital expenditure
Segment capital expenditure is the total cost incurred during the financial year to acquire property, plant and
equipment, and intangible assets other than goodwill.

Polymer
Industrial Restaurant Engineering Food Venture Others Eliminations Total
2017
Revenue from external customers 441,482 264,437 190,017 198,636 11,872 2,140 - 1,108,584
Inter-segment revenue 3,914 30 692 6,090 4,802 10,231 (25,759) -
Total revenue 445,396 264,467 190,709 204,726 16,674 12,371 (25,759) 1,108,584
Profit/(Loss) before share of after tax results of equity-

accounted associates 9,281 6,564 10,257 (8,334) (3,888) (4,871) - 9,009
Share of loss of equity-accounted associates,
net of tax - (2,145) - (28) - - - (2,173)
Profit/(Loss) before tax (Segment profit/(loss)) 9,281 4,419 10,257 (8,362) (3,888) (4,871) - 6,836
Included in the measure of segment profit/(loss) are :

- Inventories (written back)/written down (13) 10 56 (666) - - - (613)
- Impairment loss/(Reversal of impairment loss) on trade
and other receivables 179 - - (37) (5) - - 137
- Impairment loss on property, plant and equipment - - - 2,119 - - - 2,119
- Franchise fee written off - 1,112 - - - - - 1,112
- Property, plant and equipment written off - 4,040 21 162 - - - 4,223
- Depreciation 2,038 14,895 8,371 2,780 1,225 1,093 - 30,402
- Severance costs - 326 - 246 - - - 572
- Gain on deconsolidation of subsidiaries - 242 4,585 - - - - 4,827
Segment assets 153,287 145,623 175,265 95,336 10,077 39,178 - 618,766
Included in the measure of segment assets are:

- Investments in associates - 2,882 - 109 - - - 2,991
- Additions to property, plant and equipment 1,228 17,566 2,867 13,068 529 460 - 35,718
ANNUAL REPORT 2017

135
Polymer
Industrial Restaurant Engineering Food Venture Others Eliminations Total
2016
Revenue from external customers 389,790 227,752 190,986 212,991 11,899 1,881 - 1,035,299
Inter-segment revenue 924 - 196 6,463 6,345 9,836 (23,764) -
Total revenue 390,714 227,752 191,182 219,454 18,244 11,717 (23,764) 1,035,299

Profit/(Loss) before share of after tax results of equity-
accounted associates 9,114 7,763 (4,619) (7,693) (4,611) 12,188 - 12,142
Share of (loss)/profit of equity-accounted associates,
net of tax - (2,465) - (164) - 4,085 - 1,456
Profit/(Loss) before tax (Segment profit/(loss)) 9,114 5,298 (4,619) (7,857) (4,611) 16,273 - 13,598
Included in the measure of segment profit/(loss) are :

- Inventories (written back)/written down (3) - 620 (247) 554 - - 924
- Impairment loss/(Reversal of impairment loss) on trade
and other receivables 88 - - 35 (1) - - 122
- Impairment loss on property, plant and equipment - - 104 - - - - 104
- Impairment loss on goodwill - 2,500 - - - - - 2,500
- Property, plant and equipment written off 4 700 38 3 21 - - 766
- Depreciation 1,898 13,851 8,906 2,886 1,242 1,081 - 29,864
- Severance costs - - 3,961 - - - - 3,961
- Gain on disposal of associates - - - - - (18,702) - (18,702)
Segment assets 143,157 132,628 173,417 98,371 10,384 78,923 - 636,880
Included in the measure of segment assets are:

- Investments in associates - 4,228 - 136 - - - 4,364
- Additions to property, plant and equipment 1,888 18,755 8,064 3,606 591 839 - 33,743
Geographical segments
In presenting information on the basis of geographical segments, segment revenue is based on geographical
location of customers. Segment assets are based on the geographical location of the assets. The amounts of
non-current assets do not include financial instruments, investments in associates and deferred tax assets.
Non-current
Revenue assets
RM’000 RM’000
Geographical information
2017
Malaysia 585,034 166,577

Republic of Singapore 59,491 13,408
Thailand 125,528 24,833
Vietnam 113,942 7,440
People’s Republic of China 51,258 -
Myanmar 10,290 19,970
Indonesia 25,883 823
Japan 71,015 2
United States 22,577 -
Others 43,566 -
1,108,584 233,053
2016
Malaysia 506,034 175,576

Thailand 108,129 27,998
Vietnam 95,574 7,381
People’s Republic of China 86,911 -
Myanmar 15,672 13,809
Indonesia 26,841 82
Japan 56,122 2
United States 23,911 -
Others 50,419 -
1,035,299 238,756
26. Capital management
The Group’s objectives when managing capital is to maintain a strong capital base and safeguard the Group’s
ability to continue as a going concern, so as to maintain investor, creditor and market confidence and to
sustain future development of the business. The Directors monitor and are determined to maintain an optimal
debt-to-equity ratio that complies with debt covenants and regulatory requirements.

27. Capital commitments - Group
2017 2016
RM’000 RM’000
Property, plant and equipment 8,455 7,800
28. Operating leases
Leases as lessee
Non-cancellable operating lease rentals are payable as follows :
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Less than 1 year 30,324 25,005 759 759

Between 1 and 5 years 23,502 20,080 1,518 1,328
53,826 45,085 2,277 2,087
The Group and the Company leased land, office space, warehouse and restaurant outlets under operating
leases. The leases typically run for an initial period of 1 to 10 years with an option to renew at the end of the
initial lease period.
The lease payments for subsidiaries in the Restaurant Division may be based on fixed lease rental or variable
lease rental ranging between 8% to 18% (2016 : 8% to 18%) of the outlet’s net turnover, whichever is higher.
The lease commitment disclosed above is aggregated based on the minimum lease rental payables.
29. Financial instruments
29.1 Categories of financial instruments
Trade and other receivables (excluding prepayments) and cash and bank balances are categorised as
loans and receivables (Note 8) while trade and other payables, deferred liabilities, provision, loans and
borrowings and dividend payable are categorised as financial liabilities measured at amortised cost
(Note 14).
Fair value through profit or loss (“FVTPL”)
2017 2016
RM’000 RM’000
Derivative financial assets/(liabilities) 15 (6)

29. Financial instruments (cont’d)
29.2 Net gains and losses arising from financial instruments
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Net gains/(losses) on :
Loans and receivables (846) 1,590 1,594 4,185
Financial liabilities measured at
amortised cost (8,872) (10,051) (420) (1,730)
Fair value through profit
or loss :
- designated upon initial
recognition 15 (6) - -
(9,703) (8,467) 1,174 2,455
29.3 Financial risk management
The Group and the Company have exposure to the following risks from its use of financial instruments:
• Credit risk
• Liquidity risk
• Market risk
29.4 Credit risk
Credit risk is the risk of a financial loss to the Group if a customer or counterparty to a financial
instrument fails to meet its contractual obligations. The Group’s exposure to credit risk arises principally
from its receivables from customers. The Company’s exposure to credit risk arises principally from
advances to subsidiaries and financial guarantees given to banks for borrowings granted to subsidiaries.
Receivables
Risk management objectives, policies and processes for managing the risk
Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing
basis. Normally, credit evaluations are performed on customers requiring credit over a certain amount.
Exposure to credit risk, credit quality and collateral
As at the end of the reporting period, the maximum exposure to credit risk arising from receivables is
represented by the carrying amounts in the statements of financial position.
Management has taken reasonable steps to ensure that receivables that are neither past due nor
impaired are stated at their realisable values. A significant portion of these receivables are owing from
regular customers that have been transacting with the Group. The Group uses ageing analysis to monitor
the credit quality of the receivables. Any receivables having significant balances past due more than 120
days, which are deemed to have higher credit risk, are monitored individually.

29.4 Credit risk (cont’d)
Receivables (cont’d)
Exposure to credit risk, credit quality and collateral (continued)
The exposure to credit risk for trade receivables as at the end of the reporting period by geographic
region was:
2017 2016
RM’000 RM’000
Group
Malaysia 66,283 55,772

Thailand 26,586 23,166
People’s Republic of China 2,583 10,014
Vietnam 15,577 12,880
Myanmar 2,185 1,789
Japan 2,746 4,942
Indonesia 3,430 4,679
Others 11,564 13,629
139,571 139,782
Impairment losses
The Group maintains an ageing analysis in respect of trade receivables only. The ageing of trade
receivables as at the end of the reporting period was:
Individual Collective
Gross impairment impairment Net
RM’000 RM’000 RM’000 RM’000
Group
2017
Not past due 87,791 - - 87,791

Past due 1 - 30 days 38,909 - - 38,909
Past due 31 - 120 days 11,918 - - 11,918
Past due more than 120 days 1,840 (887) - 953
140,458 (887) - 139,571
2016
Not past due 101,603 - - 101,603

Past due 1 - 30 days 25,623 - - 25,623
Past due 31 - 120 days 12,060 (63) - 11,997
Past due more than 120 days 1,328 (769) - 559
140,614 (832) - 139,782

Receivables (cont’d)
Impairment losses (continued)
The movements in the allowance for impairment losses of trade receivables during the financial year
were :
2017 2016
RM’000 RM’000
Group
At 1 January 832 740
Impairment loss recognised 366 165

Impairment loss reversed (229) (43)
Impairment loss written off (56) (41)
Exchange differences (26) 11
At 31 December 887 832
The allowance account in respect of trade receivables is used to record impairment losses. Unless the
Group is satisfied that recovery of the amount is possible, the amount considered irrecoverable is written
off against the receivable directly.
Financial guarantees
The Company provides unsecured financial guarantees to banks in respect of banking facilities granted
to certain subsidiaries. The Company monitors on an ongoing basis the results of the subsidiaries and
repayments made by the subsidiaries.
The maximum exposure to credit risk amounted to RM131.7 million (2016 : RM101.4 million)
representing the outstanding banking facilities of the subsidiaries as at the end of the reporting period.
The Group and the Company also issued corporate guarantees to the suppliers of certain subsidiaries
amounting to RM19.2 million and RM1.0 million (2016 : RM30.6 million and RM1.0 million) respectively.
As at the end of the reporting period, there was no indication that any subsidiary would default on
repayment.
The financial guarantees have not been recognised since the fair value on initial recognition was not
material.

Inter company balances
The Company provides unsecured advances to subsidiaries. The Company monitors the results of the
subsidiaries regularly.
As at the end of the reporting period, the maximum exposure to credit risk is represented by their
carrying amounts in the statements of financial position.
Impairment losses
As at the end of the reporting period, there was no indication that the advances to the subsidiaries are
not recoverable. The Company does not specifically monitor the ageing of the advances to the
subsidiaries. Nevertheless, these advances are not considered overdue and are repayable on demand.
29.5 Liquidity risk
Liquidity risk is the risk that the Group and the Company will not be able to meet its financial obligations
as they fall due. The Group’s and the Company’s exposure to liquidity risk arises principally from its
various payables, loans and borrowings.
In the management of liquidity risk, the Group and the Company monitor and maintain a level of cash
and cash equivalents deemed adequate by management to finance the Group’s and Company’s
operations and to mitigate any adverse effects of fluctuations in cash flows.
It is not expected that the cash flows included in the maturity analysis could occur significantly earlier, or
at significantly different amounts.

29.5 Liquidity risk (cont’d)
Maturity analysis
The table below summarises the maturity profile of the Group’s and of the Company’s financial liabilities as at the end of the reporting period based on
undiscounted contractual payments :
Carrying Contractual Contractual Under 1 1-2 2-5 More than

amount interest rates cash flows year years years 5 years
RM’000 % RM’000 RM’000 RM’000 RM’000 RM’000
2017
Group
Non-derivative financial liabilities
Bank overdrafts 18,041 6.25 - 8.15 18,041 18,041 - - -

Bankers’ acceptances 51,385 3.00 - 5.30 51,385 51,385 - - -
Revolving credits 41,006 3.53 - 5.54 41,006 41,006 - - -
Trust receipts 13,178 2.55 - 7.00 13,178 13,178 - - -
Term loans 30,278 4.42 - 7.90 31,854 11,807 11,267 8,780 -
Finance lease liabilities 6,866 1.89 - 3.65 7,521 2,881 2,351 2,275 14
Other borrowings 7,948 1.25 - 8.00 7,948 7,948 - - -
Dividend payable 10,076 - 10,076 10,076 - - -
Trade and other payables 137,485 - 137,485 137,485 - - -
Financial guarantees - - 19,231 19,231 - - -
316,263 337,725 313,038 13,618 11,055 14
ANNUAL REPORT 2017

143
Maturity analysis (cont’d)

RM’000 % RM’000 RM’000 RM’000 RM’000 RM’000
2017

Company
Term loans 6,333 4.68 6,629 2,093 2,093 2,443 -

Finance lease liabilities 890 2.35 - 3.01 984 264 235 485 -
Other payables 33,910 - 33,910 33,910 - - -
53,284 186,332 181,076 2,328 2,928 -


RM’000 % RM’000 RM’000 RM’000 RM’000 RM’000
2016
Group
Bank overdrafts 14,541 7.35 - 8.10 14,541 14,541 - - -

Bankers’ acceptances 45,309 3.62 - 5.24 45,309 45,309 - - -
Trust receipts 8,696 2.55 - 5.75 8,696 8,696 - - -
Term loans 31,801 4.48 - 7.85 33,972 11,064 10,793 11,765 350
Finance lease liabilities 7,964 2.35 - 4.00 8,804 2,922 2,601 3,163 118
Other borrowings 7,231 1.32 - 3.20 7,231 7,231 - - -
Other payables 2,000 6.00 2,000 2,000 - - -
Trade and other payables 138,716 - 138,716 138,716 - - -
Derivative financial liabilities
Forward exchange contracts (gross settled) :

Outflow 6 - 1,236 1,236 - - -
Inflow - - (1,230) (1,230) - - -
317,989 351,628 322,838 13,394 14,928 468
ANNUAL REPORT 2017

145

RM’000 % RM’000 RM’000 RM’000 RM’000 RM’000
2016

Company
Term loans 8,333 5.01 8,751 2,100 2,100 4,201 350

Finance lease liabilities 1,124 2.35 - 3.01 1,265 281 264 615 105
Other payables 35,002 - 35,002 35,002 - - -
62,130 165,103 157,468 2,364 4,816 455

29.6 Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and
other prices will affect the Group’s financial position or cash flows.
29.6.1 Currency risk
The Group incurs foreign currency risk on sales, purchases and borrowings that are denominated in
US Dollar (USD), Japanese Yen (JPY), Singapore Dollar (SGD) and Renminbi (RMB). In respect of
other monetary assets and liabilities held in currencies other than RM, the Group ensures that the net
exposure is kept to an acceptable level, by buying or selling foreign currencies at spot rates where
necessary to address short-term imbalances.
The Group occasionally hedges its foreign currency risk on sales and purchases that are denominated
in a currency other than the respective functional currencies of Group entities. The Group uses forward
exchange contracts with maturities of less than one year after the end of the financial reporting period
for this purpose.
Exposure to foreign currency risk
The Group’s exposure to foreign currency (a currency which is other than the currency of the Group
entities) risk, based on carrying amounts as at the end of the reporting period was:
RMB USD JPY SGD

RM’000 RM’000 RM’000 RM’000
Group
2017
Trade and other receivables 1 22,826 1,604 3,598

Trade and other payables - (22,408) (1,209) (1,745)
Cash and bank balances - 6,608 41 777
Loans and borrowings - (4,436) - (558)
Net exposure 1 2,590 436 2,072
2016
Trade and other receivables 6,572 43,891 1,550 971

Trade and other payables (4,600) (28,096) (1,438) (424)
Cash and bank balances 1,548 18,117 268 770
Loans and borrowings - (7,175) - -
Net exposure 3,520 26,737 380 1,317

29.6 Market risk (cont’d)
29.6.1 Currency risk (cont’d)
Currency risk sensitivity analysis
A 5% strengthening of the RM against the following currencies at the end of the reporting period would
have increased/(decreased) pre-tax profit or loss by the amounts shown below. This analysis assumes
that all other variables, in particular interest rates, remained constant and ignores any impact of
forecasted sales and purchases. There is no impact to equity arising from exposure to currency risk.
Profit or loss
2017 2016
RM’000 RM’000
Group
RMB - (176)
USD (130) (1,337)
JPY (22) (19)
SGD (104) (66)
A 5% weakening of the RM against the above currencies at the end of the reporting period would have
had equal but opposite effect on the above currencies to the amounts shown above, on the basis that
all other variables remained constant.
29.6.2 Interest rate risk
The Group’s and the Company’s fixed rate borrowings are exposed to a risk of change in their fair
value due to changes in interest rates. The Group’s and the Company’s variable rate borrowings are
exposed to a risk of change in cash flows due to changes in interest rates. Short term receivables and
payables are not significantly exposed to interest rate risk.
The Group and the Company are presently enjoying competitive interest rates which are reviewed and
negotiated on a yearly basis. The Group and the Company manage their interest rate risk by having a
combination of borrowings with fixed and floating rates. The Group’s and the Company’s surplus funds
are placed in short term deposits and money market funds with licensed banks and financial
institutions.

29.6.2 Interest rate risk (cont’d)
Exposure to interest rate risk
The interest rate profile of the Group’s and the Company’s significant interest-earning and interest-
bearing financial instruments, based on carrying amounts as at the end of the reporting period was :
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000
Fixed rate instruments
Financial assets 3,300 - 25,550 13,840

Financial liabilities (120,383) (122,870) (890) (6,624)
(117,083) (122,870) 24,660 7,216
Floating rate instruments
Financial liabilities (48,319) (46,342) (6,333) (8,333)
Interest rate risk sensitivity analysis
(a) Fair value sensitivity analysis for fixed rate instruments
The Group does not account for any fixed rate financial assets and liabilities at fair value through
profit or loss. Therefore, a change in interest rates at the end of the reporting period would not
affect profit or loss.
(b) Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points (bp) in interest rates at the end of the reporting period would have
increased/(decreased) pre-tax profit or loss by the amounts shown below. This analysis assumes
that all other variables, in particular foreign currency rates, remained constant. There is no impact
to equity arising from exposures to interest rate risk.

29.6.2 Interest rate risk (cont’d)
Interest rate risk sensitivity analysis (cont’d)
(b) Cash flow sensitivity analysis for variable rate instruments (cont’d)
Group Company
Profit or loss
100 bp 100 bp 100 bp 100 bp
increase decrease increase decrease
RM’000 RM’000 RM’000 RM’000
2017
Floating rate
instruments (483) 483 (63) 63
2016
Floating rate
instruments (463) 463 (83) 83
29.7 Fair value information
The carrying amounts of cash and cash equivalents, short term receivables, payables and borrowings
reasonably approximate their fair values due to the relatively short term nature of these financial
instruments.

29.7 Fair value information (cont’d)
The table below analyses financial instruments carried at fair value and those not carried at fair value for which fair value is disclosed, together with their fair values
and carrying amounts shown in the statements of financial position.
Fair value of financial instruments carried at Fair value of financial instruments not carried Total
fair value at fair value fair Carrying
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total value amount
2017
Group
Financial assets
Forward exchange contracts - 15 - 15 - - - - 15 15
Loans and borrowings

- variable rate - - - - - - (30,278) (30,278) (30,278) (30,278)
Financial lease liabilities
- fixed rate - - - - - - (7,044) (7,044) (7,044) (6,866)
- - - - - - (37,322) (37,322) (37,322) (37,144)
ANNUAL REPORT 2017

151
Fair value of financial instruments carried at Fair value of financial instruments not carried Total fair
fair value at fair value value Carrying
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total amount
2017
Company

- variable rate - - - - - - (6,333) (6,333) (6,333) (6,333)
- fixed rate - - - - - - (940) (940) (940) (890)
- - - - - - (7,273) (7,273) (7,273) (7,223)

Fair value of financial instruments carried at Fair value of financial instruments not carried Total
fair value at fair value fair Carrying
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total value amount
2016
Group
Forward exchange contracts - (6) - (6) - - - - (6) (6)

- variable rate - - - - - - (31,801) (31,801) (31,801) (31,801)
- fixed rate - - - - - - (8,070) (8,070) (8,070) (7,964)
- (6) - (6) - - (39,871) (39,871) (39,877) (39,771)
Company

- variable rate - - - - - - (8,333) (8,333) (8,333) (8,333)
- fixed rate - - - - - - (1,131) (1,131) (1,131) (1,124)
- - - - - - (9,464) (9,464) (9,464) (9,457)
ANNUAL REPORT 2017

153
Policy on transfer between levels
The fair value of an asset to be transferred between levels is determined as of the date of the event or
change in circumstances that caused the transfer.
There has been no transfer between the levels in fair value during the financial year (2016 : no transfer in
either direction).
Fair value, which is determined for disclosure purposes, is calculated based on the present value of
future principal and interest cash flows, discounted at the market rate of interest at the end of the
reporting period. For borrowings, the market rate of interest is determined by reference to similar
borrowing arrangements.
Derivatives
The fair value of the forward exchange contracts is estimated by reference to the market rate for similar
contracts obtained from the bank which the Group contracted with.
Level 3 fair value
Level 3 fair value is estimated using unobservable inputs for the financial assets and liabilities.
The carrying amount of floating rate loans and borrowings approximate their fair values as their effective
interest rates change accordingly to movements in the market interest rate. The fair value of finance
lease liabilities is calculated using discounted cash flows where the market rate of interest is determined
by reference to similar borrowing arrangements which ranges from 3.62% to 6.71% (2016 : 4.64% to
6.80%).
30. Significant events
1. Texchem Corporation Sdn. Bhd. (“Texcorp”), which is a 73.91% owned subsidiary of the Company
currently holds 20,753,109 ordinary shares in the Company, representing 17.08% of the total issued and
paid-up share capital in the Company excluding treasury shares (“TRB Shares”) as at 31 December
2017.
Pursuant to Section 22 of the Companies Act 2016, Texcorp is required to dispose of all the TRB Shares
within twelve (12) months or such longer period as the High Court of Malaya may allow after Texcorp
became a subsidiary of the Company. Pending the disposal of the TRB Shares, Texcorp shall have no
rights to vote at meetings of the Company or any class of the Company’s members.
On 15 May 2017, Texcorp has been granted an approval by the Registrar of Companies for a further
extension of time of six (6) months to comply with Section 22 of the Companies Act 2016, namely the
new deadline for Texcorp to dispose of the TRB Shares is 15 November 2017.
On 8 November 2017, a further extension of time of six (6) months was granted by the Registrar of
Companies to comply with Section 22 of the Companies Act 2016, namely the new deadline for Texcorp
to dispose of the TRB Shares is 15 May 2018.

30. Significant events (cont’d)
2. On 30 March 2017, Texchem-Pack Holdings (S) Pte. Ltd., a wholly-owned subsidiary of the Company,
had commenced winding-up proceedings voluntarily in accordance with Section 290 of the Singapore
Companies Act, (Cap 50) (“Member’s Voluntary Winding-Up”).
The completion of the Member’s Voluntary Winding-Up is pending as at todate.
3. On 3 April 2017, Texchem-Pack (Wuxi) Co., Ltd. (“TXPW”), a wholly-owned subsidiary of Texchem-Pack
(M) Sdn. Bhd., which in turn is a wholly-owned subsidiary of Texchem Polymer Engineering Sdn. Bhd., a
wholly-owned subsidiary of the Company, had commenced liquidation proceedings voluntarily in
accordance with the Laws of the People’s Republic of China (“Member’s Voluntary Winding-Up”). During
the financial year ended 31 December 2016, the Group incurred RM6.4 million in relation to the
cessation of business by TXPW comprising mainly of severance costs, inventories written off, factory
restoration costs and amongst others.
The Member’s Voluntary Winding-up is expected to complete by first half of 2018.
4. On 3 July 2017, Dim Sum Delight Sdn. Bhd. (“DSD”), a 51% owned subsidiary of the Company, had
ceased business operations in the sales of food and beverages. Arising from the cessation of business,
the Group incurred closure costs amounting to RM5.8 million during the year comprising mainly of
franchise fee and property, plant and equipment written off, severance costs, creditors’ compensation
and amongst others. Subsequently, on 17 July 2017, DSD appointed an Interim Liquidator to commence
creditors’ voluntary winding-up proceedings in accordance with Section 440(1) of the Companies Act
2016. The Members’ and Creditors’ meeting were held on 10 August 2017 to appoint a Liquidator for
purposes of the Creditors’ Voluntary Winding-Up.
The completion of the creditors’ voluntary winding-up is pending as at todate.
5. On 16 November 2017, Ocean Pioneer Food Sdn. Bhd. (“OPF”), a 99.12% owned indirect subsidiary of
the Company had completed the disposal of a leasehold land together with the building erected thereon
and machinery for a total consideration of RM2.5 million. The disposal resulted in a gain of RM1.8 million
being recognised by the Group. Subsequently, OPF incurred closure costs amounting to RM0.4 million
upon temporary cessation of business.
6. On 28 December 2017, Guardman Security Services Sdn. Bhd., a wholly-owned subsidiary of Texcorp
which in turn is a 73.91% owned subsidiary of the Company, has commenced winding-up proceedings
voluntarily in accordance with Section 439 of the Companies Act 2016 (“Member’s Voluntary Winding-
Up”).
The completion of the Member’s Voluntary Winding-Up is still pending as at todate.
7. On 30 December 2017, Texchem Polymer Engineering Sdn. Bhd. has completed the registration
process for the acquisition of Texchem-Pack (Vietnam) Co., Ltd. from its wholly-owned subsidiary,
Texchem-Pack (M) Sdn. Bhd. for a total purchase consideration of RM9.8 million.

STATEMENT BY DIRECTORS PURSUANT TO

Statement by Directors pursuant to
SECTION 251(2) of
Section 251(2) OFthe
THE COMPANIES
Companies ActACT
20162016
In the opinion of the Directors, the financial statements set out on pages 59 to 155 are drawn up in accordance with
Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the
Companies Act 2016 in Malaysia so as to give a true and fair view of the financial position of the Group and of the
Company as of 31 December 2017 and of their financial performance and cash flows for the financial year then
ended.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors :
……………………………………...…..
Tan Sri Dato’ Seri (Dr.) Fumihiko Konishi,
PSM, DGPN, DSPN, DJN
Director
……………………………………...…..
Director

STATUTORY DECLARATION PURSUANT TO

Statutory declaration pursuant to
SECTION 251(1)(B)
Section 251(1)(b) ofOF
theTHE COMPANIES
Companies ACT 2016
Act 2016
I, Tan Peng Lam, the officer primarily responsible for the financial management of Texchem Resources Bhd., do
solemnly and sincerely declare that the financial statements set out on pages 59 to 155 are, to the best of my
knowledge and belief, correct and I make this solemn declaration conscientiously believing the declaration to be
true, and by virtue of the Statutory Declarations Act, 1960.
Subscribed and solemnly declared by the above named Tan Peng Lam, NRIC : 590109-07-5421, at George Town in
the State of Penang on 20 March 2018.
….….…..….….….….….….
Tan Peng Lam
Before me :
Commissioner for Oaths

INDEPENDENT AUDITORS’ REPORT
INDEPENDENT AUDITORS’ REPORT
TO THE MEMBERS OF TEXCHEM RESOURCES BHD.
TO THE MEMBERS
(Company No. 16318 - OF
K) TEXCHEM RESOURCES BHD.
(Incorporated
(Company No.in16318
Malaysia)
- K)
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Texchem Resources Bhd., which comprise the statements
of financial position as at 31 December 2017 of the Group and of the Company, and the statements of
profit or loss and other comprehensive income, statements of changes in equity and statements of cash
flows of the Group and of the Company for the year then ended, and notes to the financial statements,
including a summary of significant accounting policies, as set out on pages 59 to 155.
In our opinion, the accompanying financial statements give a true and fair view of the financial position of
the Group and of the Company as at 31 December 2017, and of their financial performance and their
cash flows for the year then ended in accordance with Malaysian Financial Reporting Standards,
International Financial Reporting Standards and the requirements of the Companies Act 2016 in
Malaysia.
Basis for Opinion
We conducted our audit in accordance with approved standards on auditing in Malaysia and International
Standards on Auditing. Our responsibilities under those standards are further described in the Auditors’
Responsibilities for the Audit of the Financial Statements section of our auditors’ report. We believe that
the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence and Other Ethical Responsibilities
We are independent of the Group and of the Company in accordance with the By-Laws (on Professional
Ethics, Conduct and Practice) of the Malaysian Institute of Accountants (“By-Laws”) and the International
Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (“IESBA Code”),
and we have fulfilled our other ethical responsibilities in accordance with the By-Laws and the IESBA
Code.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial statements of the Group and of the Company for the current financial year. These
matters were addressed in the context of our audit of the financial statements of the Group and of the
Company as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters.

108
INDEPENDENT AUDITORS’ REPORT (CONT’D)
TO THECompany No.
OF16318 - K RESOURCES BHD.
MEMBERS TEXCHEM Independent Auditors’ Report for the
(Company No. 16318 - K) Financial Year Ended 31 December 2017
Key Audit Matters (cont’d)
Non-current assets valuation - Group
Refer to the accounting policy on Note 2(g)(ii) – Impairment of other assets, Note 1(d) – Use of estimates and
judgements, Note 3 - Property, plant and equipment and Note 5 – Intangible assets to the financial statements.
The key audit matter How the matter was addressed in our audit
As at 31 December 2017, the Group’s • Discussed the impairment model based on
statement of financial position includes discounted future cash flows with management and
property, plant and equipment amounting to compared the appropriateness of the key
assumptions and estimates used, in particular,
RM174.2 million as well as intangible assets those relating to sales growth, gross profit margin,
comprising mainly of goodwill on consolidation discount rate and terminal value with reference to
and trademark which amounted to RM37.3 internally derived sources as well as external
million and RM21.5 million respectively. benchmarks;
The assessment of the recoverable amount of • Performed a range of sensitivities across the
different elements in the impairment model to
these non-current assets is based on
identify which assumptions are key and were most
forecasting and discounting future cash flows, sensitive in management’s assessment;
which are inherently highly judgmental.
In determining the recoverable amount of these • Considered the Group’s forecasting process and
non-current assets, the Group assigns values to evaluated the accuracy of the Group’s historical
key assumptions such as sales growth rate, forecast by comparing the 2017 financial budget
against actual results;
gross profit margin, future production levels and
discount rate.
• Considered the sensitivity analysis performed by
Changes in external economic and future the Group and assessed whether the related
market conditions and errors in the above disclosure on the sensitivity of the outcome (of the
estimates can impact the assessment of the impairment assessment) to changes in key
carrying value of the non-current assets as well assumptions has been adequately and properly
made to reflect the risks inherent in the valuation of
as the profit or loss recognised by the Group. goodwill and trademark.
We have determined that there are no key audit matters to be communicated for the Company in our report.

109
Company No. 16318 - K Texchem Resources Bhd.
TO THE MEMBERS OF TEXCHEM RESOURCES BHD. Independent Auditors’ Report for the
Information Other than the Financial Statements and Auditors’ Report Thereon
The Directors of the Company are responsible for the other information. The other information comprises the information
included in the annual report, but does not include the financial statements of the Group and of the Company and our
auditors’ report thereon.
Our opinion on the financial statements of the Group and of the Company does not cover the annual report and we do
not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements of the Group and of the Company, our responsibility is to read the
annual report and, in doing so, consider whether the annual report is materially inconsistent with the financial statements
of the Group and of the Company or our knowledge obtained in the audit, or otherwise appears to be materially
misstated. If, based on the work we have performed, we conclude that there is a material misstatement of the annual
report, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Statements
The Directors of the Company are responsible for the preparation of financial statements of the Group and of the
Company that give a true and fair view in accordance with Malaysian Financial Reporting Standards, International
Financial Reporting Standards and the requirements of the Companies Act 2016 in Malaysia. The Directors are also
responsible for such internal control as the Directors determine is necessary to enable the preparation of financial
statements of the Group and of the Company that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements of the Group and of the Company, the Directors are responsible for assessing the
ability of the Group and of the Company to continue as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group
or the Company or to cease operations, or have no realistic alternative but to do so.
Auditors’ Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and of the
Company as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with approved standards on auditing in Malaysia and International Standards on Auditing will
always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of these financial statements.

110
Company
TO THE No.OF
MEMBERS 16318 -K
TEXCHEM
RESOURCES BHD. Independent Auditors’ Report for the
Auditors’ Responsibilities for the Audit of the Financial Statements (cont’d)
As part of an audit in accordance with approved standards on auditing in Malaysia and International Standards on
Auditing, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements of the Group and of the
Company, whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud
may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of
the internal control of the Group and of the Company.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by the Directors.
• Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the ability of the Group or of the Company to continue as a going concern. If
we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the
related disclosures in the financial statements of the Group and of the Company or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date
of our auditors’ report. However, future events or conditions may cause the Group or the Company to cease
to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements of the Group and of the
Company, including the disclosures, and whether the financial statements of the Group and of the Company
represent the underlying transactions and events in a manner that gives a true and fair view.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the financial statements of the Group. We are
responsible for the direction, supervision and performance of the group audit. We remain solely responsible
for our audit opinion.

111
TO THECompany No.
OF16318 - K RESOURCES BHD. Texchem Resources Bhd.
MEMBERS TEXCHEM Independent Auditors’ Report for the
Auditors’ Responsibilities for the Audit of the Financial Statements (cont’d)
We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear
on our independence, and where applicable, related safeguards.
From the matters communicated with the Directors, we determine those matters that were of most significance in the
audit of the financial statements of the Group and of the Company for the current year and are therefore the key audit
matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our
auditors’ report because the adverse consequences of doing so would reasonably be expected to outweigh the public
interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
In accordance with the requirements of the Companies Act 2016 in Malaysia, we report that the subsidiaries of which we
have not acted as auditors are disclosed in Note 4 to the financial statements.
Other Matter
This report is made solely to the members of the Company, as a body, in accordance with Section 266 of the Companies
Act 2016 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of
this report.
KPMG PLT Raymond Chong Chee Mon

LLP0010081-LCA & AF 0758 Approval Number : 3272/06/18 (J)
Chartered Accountants Chartered Accountant
Penang

PROXY FORM
CDS Account No. No. of Shares Held
I/We (full name in capital letters) NRIC No./Passport No./Company No.

of (full address)
being a member/members of TEXCHEM RESOURCES BHD. hereby appoint (full name and NRIC No./Passport No. in capital letters)
of (full address)
and/or failing him/her (full name and NRIC No./Passport No. in capital letters)
of (full address)
or failing him/her the Chairman of the Meeting as my/our proxy/proxies to vote in my/our name(s) and on my/our behalf at the Forty-Fourth
Annual General Meeting of the Company to be held at Pinang Ballroom, Level 3, Jen Hotel, Magazine Road, 10300 Penang on Tuesday, 24
April 2018 at 11.00 a.m. and any adjournment thereof.
My/Our proxy/proxies is/are to vote as indicated below with an “X”.

NO. AGENDA
(1) Receipt of Audited Financial Statements and Reports
ORDINARY RESOLUTIONS FOR AGAINST ABSTAIN
(2) Re-election of Directors who retire pursuant to Article 123 of the Company’s
Articles of Association
(i) Dato’ Seri Nazir Ariff Bin Mushir Ariff - Resolution 1
(ii) Cik Zarizana @ Izana Binti Abdul Aziz - Resolution 2
(3) Approval of Directors’ fees - Resolution 3
(4) Approval of Directors’ benefits - Resolution 4
(5) Re-appointment of Auditors and authorisation of Directors to fix their remuneration - Resolution 5
(6A) Authority be given to the following Independent Non-Executive Directors to
continue to act as Independent Non-Executive Directors of the Company:
(i) Dato’ Seri Nazir Ariff Bin Mushir Ariff - Resolution 6
(ii) Dato’ Danny Goon Siew Cheang - Resolution 7
(6B) Power to Issue Shares pursuant to Section 75 and Section 76 of the Companies - Resolution 8
Act 2016
(6C) Proposed Renewal of Shareholders’ Mandate for Existing Recurrent Related - Resolution 9
Party Transactions of a Revenue or Trading Nature
(6D) Proposed Renewal of Existing Share Buy-Back Authority - Resolution 10
The proportion of my/our holding to be represented by my/our proxy/proxies is/are as follows:
First Proxy
- %
Second Proxy
- %
100 %

Signed this day of April 2018. Signature or Common Seal

Telephone No.:
Notes:
1) A Member of the Company entitled to attend and vote at the meeting may appoint up to two (2) proxies to attend and vote instead of him/her. If a Member
appoints two (2) proxies, the appointments shall be invalid unless he/she specifies the proportions of his/her holdings to be represented by each proxy.
2) Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company for multiple beneficial owners in one
securities account (“omnibus account”), there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of each
omnibus account it holds.
3) To be effective:
a) the instrument appointing a proxy; and
b) the authority (if any) under which it is executed or a copy of such authority certified notarially or in some other way approved by the Directors of the
Company,
must be deposited at the Registered Office of the Company at Level 18, Menara Boustead Penang, 39 Jalan Sultan Ahmad Shah, 10050 Penang, Malaysia at
least forty-eight (48) hours before the time for holding the meeting.
4) If the Proxy Form is returned without any indication as to how the proxy shall vote, the proxy will vote or abstain as he/she thinks fit.
5) If the Proxy Form is returned without the name of the proxy indicated, the Proxy Form shall be invalid.
6) Where the person appointing the proxy is a corporation, the form must be either under seal or under the hand of a duly authorised officer or attorney of
the corporation.
fold this flap for sealing
2nd fold here
Stamp
1st fold here

W W W . T E X C H E M G R O U P . C O M

8702 TEXCHEM AnnualReport 2017-12-31 Annual Report 1343044321

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A N N U A L

Moving forward with

President’s Management Discussion And Analysis 3

Key Senior Management 11

Group Financial Highlights 12

Notice Of Annual General Meeting 20

Statement Accompanying Notice Of Annual General Meeting 24

Corporate Governance Overview Statement 25

Audit Committee Statement 30

Statement On Risk Management And Internal Control 32

Directors’ Responsibility Statement In Respect Of The 46

Proxy Form Enclosed

INDUSTRIAL DIVISION RESTAURANT DIVISION

POLYMER ENGINEERING DIVISION

Texchem Polymers Sdn. Bhd.

2 TEXCHEM RESOURCES BHD company no. 16318-K

ANNUAL REPORT 2017 3

BUSINESS REVIEW BY DIVISIONS

(a) Industrial Division

(b) Polymer Engineering Division

(c) Food Division

4 TEXCHEM RESOURCES BHD company no. 16318-K

BUSINESS REVIEW BY DIVISIONS (CONT’D)

(c) Food Division (cont’d)

(d) Restaurant Division

ANNUAL REPORT 2017 5

BUSINESS PROSPECTS MOVING FORWARD

REWARDING OUR SHAREHOLDERS

Yap Kee Keong

6 TEXCHEM RESOURCES BHD company no. 16318-K

TAN SRI DATO’ SERI (DR.) FUMIHIKO KONISHI

Date of appointment to the Board

Membership of Board Committees

Directorship in other listed issuers/public companies

Any family relationship with any director and/or major

ANNUAL REPORT 2017 7

Date of appointment to the Board ASEAN Chartered Professional

Date of appointment to the Board Directorship in other listed issuers/

8 TEXCHEM RESOURCES BHD company no. 16318-K

Date of appointment to the Board Directorship in other listed issuers/

Date of appointment to the Board Any family relationship with any

Directorship in other listed issuers/

ANNUAL REPORT 2017 9

Date of appointment to the Board Directorship in other listed issuers/

Date of appointment to the Board Directorship in other listed issuers/

10 TEXCHEM RESOURCES BHD company no. 16318-K

MR TAN PENG LAM Academic/Professional Any conflict of interests that the

Working experience/Occupation Any family relationship with any

MR AKIHIKO HIJIOKA Academic/Professional Other than traffic offences, the list of

ANNUAL REPORT 2017 11

2013 2014 2015 2016 2017

Revenue^ 953,615 1,022,663 1,055,425 1,035,299 1,108,584

Profit Before Tax^ 12,003~ 3,538 23,409 13,598< 6,836>

Net Profit/(Loss) Attributable

Total Equity Attributable

Net Tangible Assets@ 141,154 151,242 242,842 237,941 213,587

No. of Ordinary Shares Issued

No. of Ordinary Shares Issued

Dividends Paid – – 15,142 10,234 10,055

Earnings/(Loss) Per Share

Net Assets Per Share

Net Tangible Assets Per Share

Gearing ratio (times)^^ 0.67 0.69 0.28 0.14 0.25