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IHH Healthcare Berhad

UNLOCKING
POTENTIAL
ANNUAL REPORT 2017
UNLOCKING
POTENTIAL
IHH Healthcare Berhad is a leading international provider of
premium healthcare services in markets where the demand
for quality healthcare is growing rapidly – specifically in
Asia, Central and Eastern Europe and the Middle East.
Dual-listed on the main boards of Bursa Malaysia and the
Singapore Stock Exchange, we are one of the world’s
largest listed healthcare operator by market capitalisation.
Today, the Group is a leader in private healthcare.
We are represented by various subsidiaries in our main
markets of Malaysia, Singapore, Turkey and India, as well
as Greater China. We also have a presence in Brunei, the
United Arab Emirates, Macedonia and Bulgaria.
CONTENTS

Group Overview
2 Unlocking Potential in Malaysia
4 Unlocking Potential in India
6 Unlocking Potential in Greater China
8 Unlocking Potential in Turkey
Sustainability
10 IHH at a Glance
87 Our Environment
12 Strong Global Presence
101 Our Community
14 Financial Highlights
108 Accreditations and Awards
16 Operational and Sustainability Highlights
Governance
18 Corporate Milestones
114 Board of Directors
20 Corporate Structure
127 Group Management
21 Corporate Information
132 Corporate Governance
Strategic Report Overview Statement
24 Joint Chairman’s Statement 150 Nomination and Remuneration
Committee Report
28 CEO’s Message
156 Audit and Risk Committee Report
32 Business Model
161 Statement on Risk Management and
34 Market Outlook
Internal Control
36 Business Strategy
168 Investor Relations Report
38 Risk Management
39 Principal Risk Other Information
170 Additional Compliance Information
Performance Review
172 Directors’ Responsibility Statement
42 Financial Review
45 Home Market – Malaysia Financial Statements
46 Home Market – Singapore 174 Directors’ Report
47 Home Market – Turkey 181 Statement by Directors
48 Home Market – India 181 Statutory Declaration
49 Growth Market – Greater China 182 Independent Auditors’ Report
50 IMU Health 186 Statements of Financial Position
51 ParkwayLife REIT 188 Statements of Profit or Loss and
Other Comprehensive Income
Sustainability
190 Statements of Changes in Equity
54 Our Sustainability Statement
196 Statements of Cash Flows
57 Sustainability Strategy and Roadmap
199 Notes to the Financial Statements
59 Sustainability Governance
60 Ethics and Integrity Additional Corporate Information
62 Stakeholder Engagement 317 Analysis of Shareholdings
63 Identifying Material Matters 321 List of Top 30 Largest Shareholders
65 Our Patients 323 List of Top 10 Properties
74 Our People 325 Notice of Eighth Annual General Meeting
81 Our Organisation Form of Proxy

About this report


The Annual Report 2017 has been prepared in accordance with the International <IR> Framework by the International Integrated
Reporting Council and the Global Reporting Initiative’s (GRI) Sustainability Reporting Guidelines to enhance reporting connectivity
while providing stakeholders with a more holistic view of how the Company creates and sustains value.

IHH Healthcare Berhad | Annual Report 2017 1


UNLOCKING POTENTIAL IN

MALAYSIA
Parkway Pantai is the second largest private healthcare
provider in Malaysia in terms of licensed beds.
It owns and operates 10 “Pantai” hospitals and
four “Gleneagles” hospitals across Peninsular Malaysia.
Three of its hospitals are Joint Commission International
(“JCI”) accredited and all 14 hospitals are accredited by
Malaysian Society for Quality in Health (“MSQH”).
Parkway Pantai houses Centres of Excellence and
advanced clinical programmes within its Malaysia
hospitals that provide specialised equipment and
services to the doctors who practice there.
WHY?
• With a population of almost 32 million, Malaysia is a large market with considerable
growth potential. The median monthly household income grew at a rate of 6.6 percent
annually between 2014 and 2016. In addition, the number of people above the age of
60 is expected to almost double to 14.7 percent between 2010 and 2030.
KEY FACTS • Malaysia has an efficient and well-developed system of healthcare. This is complemented
by a growing private healthcare sector, which provides quality care in the tertiary and
quaternary segments to Malaysians and foreigners.

• Given the size of the market, rising incomes and an ageing population, Malaysia will
experience a growing demand for quality private healthcare services.

197,563
Inpatient
Admissions HOW?
• Parkway Pantai’s hospital network in Malaysia operates on a hub and spoke model.
Our hubs are located primarily in urban areas and have between 180 and 350
hospital beds. These hubs have specialists from a wider array of disciplines and
have advanced medical equipment. Our spokes are located in suburban areas,
have between 80 to 150 beds and typically handle less complex cases. More complex
medical treatments are usually referred to our hubs.

• We are continuously investing in resources to increase our service capabilities and


enhancing our ability to undertake complex medical treatments. We also carry out

2.7 days
ongoing rejuvenation and expansion of existing facilities to improve service quality.
In 2015, we completed the new annexe at Gleneagles Kuala Lumpur Hospital,
which has a one stop Health Screening Centre that is equipped with state of the art
Average diagnostics facilities in Endoscopy, Neurology, Spirometry, Audiology and Women’s Health.
Length of Stay

IHH Healthcare Berhad | Annual Report 2017 3


UNLOCKING POTENTIAL IN

INDIA
IHH Healthcare has six hospitals and three medical
centres in India. In 2015, IHH re-calibrated its strategy to
inorganic growth and acquired Global Hospitals and
Continental Hospitals. IHH remains focused on niche
specialties and complex procedures such as liver and
multi-organ transplants and upper gastrointestinal surgery.
In 2017, we consolidated our newly acquired
assets under the “Gleneagles” brand to drive greater
synergies as we build up a leading tertiary and
quaternary care chain in India.
WHY?
• India is one of the fastest-growing hospital markets in the world. It is expected to be
worth US$280 billion by 2020, a compound annual growth rate of 17 percent from 2011.

• India’s population is expected to surpass that of China by around 2024, and the


percentage of the population older than 60 is expected to rise from nine percent now
KEY FACTS to 19 percent by 2050.

• As developed economies face soaring healthcare costs, India has become


an attractive destination for medical tourism, especially for patients from Southeast
Asia, Central East Africa and the Middle East.

72,005
Inpatient
Admissions
HOW?
• Gleneagles Global Hospitals (“GGH”) has hospitals in Mumbai, Bengaluru, Hyderabad
and Chennai, four of the top seven cities in India. These cities are characterised
by large populations, high insurance penetration and a significant strata of
wealthy residents.

• GGH focuses on performing complex treatments such as liver, kidney, heart and


lung transplants. Combined, its hospitals have 1,000 beds, and they provide the best
clinical care in the country, especially in the areas of tertiary and quaternary care,
super-specialties and multi-organ transplants.

3.9 days
Average
Length of Stay

IHH Healthcare Berhad | Annual Report 2017 5


UNLOCKING POTENTIAL IN

GREATER
CHINA
Located on Hong Kong Island South, Gleneagles Hong
Kong Hospital was opened in March 2017. This hospital, a
game changer for the Group, represents IHH’s
single largest hospital investment since the opening of
Mount Elizabeth Novena in Singapore.
WHY?
• China represents an enormous opportunity for IHH. The liberalisation of regulations
around foreign ownership has paved the way for our entry into China.

• In 2017, Hong Kong’s Hospital Authority announced that nine out of the 16 public
hospitals were overcrowded while the rest were operating at close to full occupancy.
KEY FACTS
• An ageing population coupled with a growing trend of chronic and complex diseases
will contribute to pent-up demand for private healthcare. With increasing private
insurance coverage, private hospitals offer an attractive alternative by providing
shorter waiting times and excellent outcomes.

51%
of inpatient beds
HOW?
at packaged rates • In Greater China, our plan is to operate on a hub and spoke model. Our hubs will be
in Beijing, Chengdu, Guangzhou, Shanghai, Shenyang and Hong Kong.

• Gleneagles Hong Kong Hospital, a game changer for the Group, offers high quality
and accessible healthcare services to tap on the demand from the city and from
neighbouring cities in China, acting as our premium medical hub in Greater China.

• Gleneagles Hong Kong Hospital is the first private hospital in Hong Kong to introduce


all inclusive fixed price packaged rates which allow patients to better manage their
healthcare costs and give them a peace of mind.

70%
of beds set aside
for Hong Kong
residents 

IHH Healthcare Berhad | Annual Report 2017 7


UNLOCKING POTENTIAL IN

TURKEY
Acibadem Holdings, 60% owned by IHH,
is one of Turkey’s leading private healthcare
providers with 21 hospitals and 16 medical centres in
Turkey, Macedonia and Bulgaria.
Acibadem has further strengthened its presence
in Istanbul by opening the largest private hospital,
Acibadem Altunizade, in March 2017.
WHY?
• Turkey has experienced a rise in the demand for private healthcare over the last
decade, a trend that has been catalysed by its enviable economic growth.

• As Turkish citizens have seen their incomes rise, their desire to access higher quality
healthcare services has followed suit, with many opting for private healthcare.
KEY FACTS
• Located at the crossroads of three continents and where 1.6 billion people reside
within a four-hour flight radius, private healthcare facilities have grown partly due to
medical tourism from neighbours in the Middle East, and from Asia, Russia and Europe.

213,590*
Inpatient
HOW?
Admissions • Acibadem continues to enhance its comprehensive range of services in the fields of
Oncology, Cardiology, Neuroscience, Orthopaedics, IVF, Organ Transplantation and
Sports Medicine.

• To cope with the increasing demand, Acibadem continues its organic expansion of
existing hospitals, such as the expansion of Acibadem Maslak Hospital.

3.4 days*
Average
Length of Stay

* Represents the total operating


figures of Acibadem Holdings
including Turkey and other
overseas operations.

IHH Healthcare Berhad | Annual Report 2017 9


Group Overview

IHH AT A GLANCE

OUR TRUSTED HEALTHCARE BRANDS

Gleneagles Mount Elizabeth Pantai

Gleneagles is the Group’s With two established hospitals in Pantai has a strong reputation
international brand, with footprint Singapore specialising in tertiary and in Malaysia for delivering quality
in Malaysia, Singapore, India, quaternary care, Mount Elizabeth is healthcare through a wide
China, Hong Kong and Brunei. among the world’s top destinations spectrum of services ranging
Across Asia, the brand is synonymous for medical treatment. from hospitals to laboratory
with personalised care and superior and rehabilitation services.
clinical outcomes.

Acibadem Parkway Shenton ParkwayHealth

Acibadem is renowned for its Parkway Shenton is a well-known ParkwayHealth is the brand for
clinical excellence as a leading primary healthcare brand in Parkway Pantai’s ancillary services
private healthcare provider in Singapore with an extensive in Singapore, including radiology
Turkey. It offers the full suite of network of over 1,000 general and laboratory services. It is also
integrated healthcare services practitioner clinics, 24-hour clinics the preferred primary healthcare
and has a presence in Bulgaria, and executive health screening network for expatriates in China.
Macedonia and the Netherlands. centres across the island-state.

10 IHH Healthcare Berhad | Annual Report 2017


OUR DIVISIONS

With a network of 28 hospitals


throughout the region, including
Malaysia, Singapore, India, China,
Brunei and UAE, Parkway Pantai
Limited (“PPL”) is one of Asia’s largest
integrated private healthcare groups.

Acibadem Holdings is Turkey’s leading


private healthcare provider, offering
integrated healthcare services across
21 hospitals in Turkey, Macedonia and
Bulgaria. The “Acibadem” brand is
renowned for its clinical excellence in
the Central and Eastern Europe, the
Middle East and North Africa
(“CEEMENA”) region.

The International Medical University


(“IMU”) is IHH’s medical education arm.
IMU oversees the established higher
learning institutions of International
Medical College (“IMC”) and IMU
in Malaysia.

IHH Healthcare Berhad | Annual Report 2017 11


Group Overview

STRONG GLOBAL PRESENCE

Bulgaria Macedonia Turkey UAE India Brunei

4 1 16 1 7* 1
hospitals hospital hospitals hospital hospitals hospital
management
agreement
5 1 10 3
medical medical medical medical
centres centre centres centres

8
7 3

OUR
9
4
1
6

GLOBAL
2

REACH
Home Markets Key Growth Markets Other International Markets

1 Malaysia 6 Brunei

2 Singapore 7 Bulgaria

3 Turkey 8 Macedonia

4 India 9 UAE

5 Greater China

12 IHH Healthcare Berhad | Annual Report 2017


One of the largest listed Listed on the main boards
Malaysia Singapore Greater China healthcare operator by of Bursa Malaysia and the
market capitalisation in Singapore Exchange, we have

14 4 1
the world been growing steadily since the

US$10
Initial Public Offering. We now
hospitals hospitals hospital have a presence in nine countries
around the world.

billion+
1 50+ 10
medical clinics medical
More than Our group consists of

40
centre centres
premium-brand healthcare
assets, and our “Mount Elizabeth”,
“Gleneagles”, “Pantai”,
years “ParkwayHealth” and “Acibadem”
brands have grown to become
of experience among the most prestigious
in healthcare in Asia and Central and
management Eastern Europe.

Revenue Our revenue increased 11 per cent

RM11.1
over the year, thanks to sustained
organic growth from existing
operations and the ramp up of

billion
new hospitals.

EBITDA EBITDA was flat due to the

RM2.3
start-up costs related to the
opening of two new hospitals –
Gleneagles Hong Kong

billion
Hospital and Acibadem
Altunizade Hospital.

More than We operate 49 hospitals and

10,000
more than 10,000 licensed beds
throughout Asia and in parts of
Central and Eastern Europe.
licensed beds

More than Our highly trained doctors,

35,000
nurses, allied health workers
and support staff around the
world ensure high quality
employees personalised care.

Information accurate as of 30 March 2018

* Includes the 50/50 Indian JV, Apollo Gleneagles Hospital

IHH Healthcare Berhad | Annual Report 2017 13


Group Overview

FINANCIAL HIGHLIGHTS

Revenue by Strategic Business Units EBITDA by Strategic Business Units Profit After Tax and Minority
(RM million) (RM million) Interest (“PATMI”)
Excluding Exceptional Items (RM million)

Parkway Pantai
6,902.6
Parkway Pantai
1,349.1 595.3
FY17 6,902.6 FY17 1,349.1 FY17 595.3
FY16 6,165.0 FY16 1,404.1 FY16 866.0
FY15 5,159.8 FY15 1,271.1 FY15 899.2
FY14 4,374.8 FY14 1,115.4 FY14 782.2
FY13 3,887.8 FY13 966.4 FY13 610.6

Acibadem Holdings Acibadem Holdings


3,853.5 617.9
FY17 3,853.5 FY17 617.9 Basic Earnings per Share (sen)
FY16 3,480.2 FY16 538.1 Excluding Exceptional Items
FY15 2,952.9 FY15 521.0
FY14 2,652.3 FY14 476.4
FY13 2,585.6 FY13 462.8

IMU Health IMU Health


250.4
FY17 250.4
80.6
FY17 80.6
6.76
FY16 237.1 FY16 85.5 FY17 6.76
FY15 229.3 FY15 80.6 FY16 10.52
FY14 217.9 FY14 76.4 FY15 10.95
FY13 197.6 FY13 74.6 FY14 9.58
FY13 7.53

PLife REIT PLife REIT


342.3 282.7
FY17 342.3 FY17 282.7
FY16 327.8 FY16 286.9
FY15 288.3 FY15 306.2
FY14 258.8 FY14 298.3
FY13 234.7 FY13 184.5

Others Others
2.1 (50.8)
FY17 2.1 FY17 (50.8)
FY16 8.0 FY16 (31.4)
FY15 7.9 FY15 (37.4)
FY14 4.7 FY14 (30.7)
FY13 4.2 FY13 (30.0)

14 IHH Healthcare Berhad | Annual Report 2017


FY2013 FY2014 FY2015 FY2016 FY2017

A INCOME STATEMENT (RM MILLION)


Revenue by Strategic Business Units
Parkway Pantai 3,887.8 4,374.8 5,159.8 6,165.0 6,902.6
Acibadem Holdings 2,585.6 2,652.3 2,952.9 3,480.2 3,853.5
IMU Health 197.6 217.9 229.3 237.1 250.4
Others 4.2 4.7 7.9 8.0 2.1
6,675.3 7,249.7 8,349.8 9,890.3 11,008.6
PLife REIT total revenue 234.7 258.8 288.3 327.8 342.3
PLife REIT inter-segment revenue (153.5) (164.4) (182.7) (196.3) (208.3)
Total 6,756.5 7,344.0 8,455.5 10,021.9 11,142.6

EBITDA1 by Strategic Business Units


Parkway Pantai 966.4 1,115.4 1,271.1 1,404.1 1,349.1
Acibadem Holdings 462.8 476.4 521.0 538.1 617.9
IMU Health 74.6 76.4 80.6 85.5 80.6
Others (30.0) (30.7) (37.4) (31.4) (50.8)
1,473.8 1,637.6 1,835.3 1,996.2 1,996.8
PLife REIT 184.5 298.3 306.2 286.9 282.7
Total 1,658.3 1,935.9 2,141.5 2,283.2 2,279.5

Profit After Tax and Minority Interest (“PATMI”)


Including Exceptional Items 631.2 754.3 933.9 612.4 970.0
Excluding Exceptional Items 610.6 782.2 899.2 866.0 595.3

B FINANCIAL POSITION (RM MILLION)


Total Assets 27,261.3 28,640.3 35,497.9 37,188.0 38,924.2
Net Borrowings 2,316.5 1,801.5 4,718.5 5,043.9 715.2
Equity attributable to Owners of the Company 18,075.1 19,451.7 22,155.7 21,985.7 21,890.2

C FINANCIAL RATIOS
Basic Earnings per Share (sen)
Including Exceptional Items 7.78 9.24 11.38 7.44 11.31
Excluding Exceptional Items 7.53 9.58 10.95 10.52 6.76

Net Assets2 per Share (RM) 2.22 2.38 2.69 2.67 2.66
Net Tangible Assets3 per Share (RM) 0.81 0.95 1.04 1.02 1.08

Return on Shareholders’ Fund4 (%)


Including Exceptional Items 3.49% 3.88% 4.22% 2.79% 4.43%
Excluding Exceptional Items 3.38% 4.02% 4.06% 3.94% 2.72%

Return on Total Assets (%)


Including Exceptional Items 2.32% 2.63% 2.63% 1.65% 2.49%
Excluding Exceptional Items 2.24% 2.73% 2.53% 2.33% 1.53%

Net Debt Equity Ratio (times) 0.12 0.08 0.19 0.21 0.03

Notes
The above historical financial summary statements for the respective financial year 2. Being net assets attributable to owners
may not be comparable across the under review, only the comparative figures for of the Company.
periods presented due to the changes the previous year were restated to conform
3. Being net assets attributable to owners
in the Group structure, as well as the with the requirements arising from the said
of the Company less goodwill and
effects of the initial public offering changes or adoption.
intangible assets.
in 2012.
1. Being earnings before interest, tax,
4. Being PATMI for the year over equity
For changes in the accounting policies, depreciation, amortisation, exchange
attributable to owners of the Company
adoption of new and/or revised differences, share of results of associates
as at year-end.
accounting standards, as well as and joint ventures and other non-
changes in presentation of financial operational items.

IHH Healthcare Berhad | Annual Report 2017 15


Group Overview

OPERATIONAL AND
SUSTAINABILITY HIGHLIGHTS

FY2013 FY2014 FY2015 FY2016 FY2017

PARKWAY PANTAI LIMITED – Singapore Operations Division


No. of hospitals at end of year 4 4 4 4 4
No. of licensed beds1 at end of year 907 908 908 914 942
No. of operational beds1 at end of year 826 869 880 892 928
Inpatient admissions2 59,258 64,723 67,917 74,119 76,459
Average length of stay3 (days) 3.2 3.1 3.0 2.9 2.8
Occupancy rate4 63% 66% 63% 65% 64%
Average revenue per inpatient admission (in SGD) 8,299 8,667 8,904 8,866 9,527
Average revenue per inpatient admission (in RM, SGD1=RM3.05717) 25,371 26,497 27,220 27,106 29,127
PARKWAY PANTAI LIMITED – Malaysia Operations Division
No. of hospitals at end of year 11 12 14 14 14
No. of licensed beds1 at end of year 2,060 2,118 2,235 2,385 2,399
No. of operational beds1 at end of year 1,935 1,969 2,065 2,143 2,182
Inpatient admissions2 170,684 185,000 183,265 192,383 197,563
Average length of stay3 (days) 2.8 2.8 2.8 2.7 2.7
Occupancy rate4 68% 73% 68% 69% 67%
Average revenue per inpatient admission (in RM) 4,493 4,906 5,491 5,626 6,237
PARKWAY PANTAI LIMITED – India Operations Division5
No. of hospitals at end of year 86 86 96
No. of licensed beds1 at end of year 1,552 1,546 1,664
No. of operational beds1 at end of year 1,260 1,192 1,192
Inpatient admissions2 59,884 62,126 72,005
Average length of stay3 (days) 4.0 3.9 3.9
Occupancy rate4 52% 56% 63%
Average revenue per inpatient admission (in INR) 109,270 119,140 122,003
Average revenue per inpatient admission (in RM, INR1=RM0.06377) 6,968 7,598 7,780
ACIBADEM HOLDINGS
No. of hospitals at end of year 16 9 17 9 18 9 20 21
No. of licensed and operational beds7 at end of year 2,035 8 2,526 8 2,772 8 3,446 3,818
No. of overnight beds6 at end of year 1,433 8 1,683 8 1,903 8 2,556 2,729
Inpatient admissions2 120,083 131,176 130,429 171,583 213,590
Average length of stay3 (days) 3.2 3.4 3.6 3.3 3.4
Occupancy rate4 73% 73% 72% 70% 74%
Average revenue per inpatient admission (in TL) 6,063 6,321 7,290 7,104 7,956
Average revenue per inpatient admission (in RM, TL1=RM1.03880) 6,298 6,566 7,573 7,380 8,264

Notes
Parkway Pantai Limited and Acibadem Holdings 3. Represents the average number of days an In addition to licensed beds, “operational beds”
do not compile certain operational data, including overnight inpatient stays at our hospitals. includes beds used for treatments of less
the number of operational beds, the average 4. Represents the percentage of hospital than 24 hours, such as for chemotherapy,
length of stay and occupancy rates, on the same operational/overnight beds occupied radiotherapy and sedation or other beds
basis and therefore, these numbers may not by inpatients. such as incubators, labour beds and beds for
be comparable. The occupancy rate may be lower due to new examination, small treatments and relaxation,
hospitals that are in the ramp up stage. from which Acibadem derives revenue and
For changes in classification/definitions for the
does not require licensing.
respective financial year under review, only the 5. The Group acquired Continental and Global
comparative figures for the previous year were “Overnight beds” comprise beds used for
Hospitals during FY2015. Information disclosed observation and treatment of at least 24 hours.
restated to conform with the current classification/ is for full year FY2015.
definitions. 8. Aile Hospital Goztepe’s operations were
6. Includes 2 medical centres in 2015 and 2016, and suspended in late April 2012 for building works.
1. Licensed beds are the approved number of 3 medical centres in 2017.
beds by the Ministry of Health that the hospital As such, the number of beds as at the end
regularly maintains and staffs. 7. Under Turkish Law, “licensed beds” refers of 31 December 2012-2015 excludes Aile
Operational beds is an internal measure for which to the approved number of beds used for Hospital Goztepe.
we include licensed beds utilised for our patients. observation and treatment of at least 24 hours, Inpatient admissions includes were Aile
including intensive care, premature and infant Hospital Goztepe for January to April 2012,
2. Represents the total number of overnight unit beds, beds in the burn care units and as before the hospital operations were suspended.
inpatients admitted to our hospitals. indicated in the hospital operation licenses.
9. Number of hospitals includes Aile Hospital
Goztepe.

16 IHH Healthcare Berhad | Annual Report 2017


928
2017
Singapore

2,182
NO. OF Malaysia
OPERATIONAL
BEDS
1,192
4 India
Singapore
3,818
14 Turkey*
NO. OF Malaysia
HOSPITALS
9
India 29,127
21
Singapore

Turkey*
AVERAGE 6,237
REVENUE Malaysia
PER INPATIENT
ADMISSION
(RM) 7,780
76,459 India
Singapore
8,264
197,563 Turkey*
NO. OF Malaysia
INPATIENT
ADMISSIONS
72,005
India

213,590
Turkey*

* Represents the total operating figures of Acibadem Holdings including Turkey and other overseas operations.

IHH Healthcare Berhad | Annual Report 2017 17


Group Overview

CORPORATE
MILESTONES

MAR MAY

14 01
Acibadem Altunizade Hospital, Acibadem International
Turkey’s largest private healthcare Medical Centre opened in
institution, opened Amsterdam, Netherlands

MAR MAY

19 02
Mount Elizabeth Hospital partnered PPL increases stake in
with People’s Association to provide Continental Hospitals to 52.3%
sponsored cancer treatments through
Life Renewed CSR programme
JAN MAY
26
in Singapore

MAR 22
21
Pantai Medical Centre signed IHH’s 7th Annual
agreement to acquire freehold land General Meeting
and purpose-built hospital in for FY2016
Seri Manjung Gleneagles Hong Kong Hospital
opened in Wong Chuk Hang,
Hong Kong Island South

FEB APR JUN

23 07 09
IHH FY2016 Gleneagles Gleneagles
Results Global Hospital, Shanghai Hospital
announced Richmond Town, groundbreaking
Bengaluru launched in Shanghai
New Hongqiao
International
APR Medical Center

10
IMU’s Special
Conferment of
seven
Honorary Degrees

18 IHH Healthcare Berhad | Annual Report 2017


SEP

16
IMU’s
JUL Chariofare 2017

18
IHH pays out
first & final
single tier cash
dividend of
3 sen per
ordinary share

JUL

31
PPL acquires 55% NOV

30
stake in Angsana
Molecular
& Diagnostics SEP

22
PPL launches
inaugural Innovation
Challenge
PPL Quality Summit

AUG OCT DEC

28 30-31 14
IMU first university in PPL inaugurates IMU Hospital’s
the region to integrate FutureHealth Now: groundbreaking
the United States CEO Breakfast Series
Medical Licensing
Examination in its
medical programmes

IHH PPL Acibadem IMU

IHH Healthcare Berhad | Annual Report 2017 19


Group Overview

CORPORATE STRUCTURE
FOR CORE OPERATIONS
As at 30 March 2018

IHH Healthcare Berhad

100% 60% 100%

100%

100%

35.69%

20 IHH Healthcare Berhad | Annual Report 2017


Group Overview

CORPORATE INFORMATION

Board of Directors

Dato’ Mohammed Azlan bin Hashim Chang See Hiang Quek Pei Lynn
Chairman, Non-Independent, Non-Executive Senior Independent, Non-Executive Non-Independent, Non-Executive
(Alternate Director to Chintamani
Dr Tan See Leng Rossana Annizah binti Ahmad Rashid
Aniruddha Bhagat)
Managing Director and Chief Executive Independent, Non-Executive
Officer, Non-Independent, Executive Takeshi Saito
Kuok Khoon Ean
Non-Independent, Non-Executive
Mehmet Ali Aydinlar Independent, Non-Executive
(Alternate Director to Koji Nagatomi)
Non-Independent, Executive
Shirish Moreshwar Apte
Chintamani Aniruddha Bhagat Independent, Non-Executive
Non-Independent, Non-Executive Tan Sri Dato’ Dr Abu Bakar bin Suleiman
Jill Margaret Watts (Retired on 31 December 2017)
Koji Nagatomi (Appointed w.e.f. 4 April 2018) Chairman, Non-Independent, Executive
Non-Independent, Non-Executive Independent, Non-Executive

COMPANY SECRETARIES REGISTERED ADDRESS & AUDITORS


Michele Kythe Lim Beng Sze BUSINESS ADDRESS KPMG PLT
(LS 0009763) Level 11 Block A Chartered Accountants
Pantai Hospital Kuala Lumpur Level 10, KPMG Tower
Seow Ching Voon
8 Jalan Bukit Pantai 8, First Avenue
(MAICSA 7045152)
59100 Kuala Lumpur Bandar Utama
COMMITTEES Wilayah Persekutuan, Malaysia 47800 Petaling Jaya
Tel : +603-2298 9898 Selangor Darul Ehsan, Malaysia
Audit and Risk Management Committee Tel: +603-7721 3388
Fax : +603-2298 9899
Chairman : R
 ossana Annizah binti Fax: +603-7721 3399
Ahmad Rashid COMPANY WEBSITE
Members : Chang See Hiang PRINCIPAL BANKERS
www.ihhhealthcare.com
: Shirish Moreshwar Apte
• Bank of America Merrill Lynch
: Jill Margaret Watts
SHARE REGISTRARS International Limited
Nomination and Remuneration Malaysia • Bank of China (Hong Kong) Limited
Committee Symphony Share Registrars Sdn Bhd • Bank of Tokyo-Mitsubishi UFJ, Ltd. 
Chairman : Shirish Moreshwar Apte Level 6, Symphony House • BNP Paribas, Singapore Branch
Members : Chang See Hiang Pusat Dagangan Dana 1 • Credit Agricole Corporate and
: R  ossana Annizah binti Jalan PJU 1A/46 Investment Bank
Ahmad Rashid 47301 Petaling Jaya
: Kuok Khoon Ean • DBS Bank Ltd
Selangor Darul Ehsan, Malaysia
: Chintamani Aniruddha Bhagat • Hongkong and Shanghai Banking
Tel : +603-7849 0777 (helpdesk)
Corporation Limited
Steering Committee Fax : +603-7841 8151 / 8152
Email: ssr.helpdesk@symphony.com.my • ING Bank
Chairman : D
 ato’ Mohammed Azlan
• Oversea-Chinese Banking
bin Hashim Singapore Corporation Limited
Members : Dr Tan See Leng Boardroom Corporate & Advisory
: Chintamani Aniruddha Bhagat • Türkiye Garanti Bankasi A.S.
Services Pte Ltd
:  Takeshi Saito • United Overseas Bank Limited
50 Raffles Place #32-01
: Q  uek Pei Lynn Singapore Land Tower
(Alternate to Chintamani STOCK EXCHANGE LISTING
Singapore 048623
Aniruddha Bhagat) Tel: +65-6536 5355 Main Market of Bursa Malaysia
Fax: +65-6438 8710 Securities Berhad
(Listed since 25 July 2012)
Main Board of the Singapore Exchange
Securities Trading Limited
(Listed since 25 July 2012)

IHH Healthcare Berhad | Annual Report 2017 21


A
PURPOSEFUL
MISSION
IHH’s value creation model is designed to benefit all
stakeholders. Our purpose is to make a difference by
delivering excellent patient care and gathering
passionate individuals to improve healthcare quality.
In turn, we create an investment opportunity that is
both fulfilling and financially proven for
our shareholders.
STRATEGIC REPORT

24 Joint Chairman’s Statement


28 CEO’s Message
32 Business Model
34 Market Outlook
36 Business Strategy
38 Risk Management
39 Principal Risk

IHH Healthcare Berhad | Annual Report 2017 23


STRATEGIC REPORT

JOINT CHAIRMAN’S
STATEMENT

We have adopted the six


Sustainable Development
Goals outlined by the United
Nations into the core of how
we work. Our vision is to build
a sustainable organisation
that delivers value to
all our stakeholders.
Dato’ Mohammed Azlan bin Hashim
Incumbent Chairman

Tan Sri Dato’ Dr Abu Bakar bin Suleiman


Past Chairman

24 IHH Healthcare Berhad | Annual Report 2017


Dato’ Mohammed Azlan bin Hashim, Incumbent Chairman (Left)
Tan Sri Dato’ Dr Abu Bakar bin Suleiman, Past Chairman (Right)

6.76
A SUSTAINABLE Bringing exceptional care and delivering
ORGANISATION superior clinical outcomes to our
patients remains an absolute priority
At IHH, we believe sustainability and
Basic Earnings being a responsible corporate citizen are
for us and underpins everything we
do. Our focus has always been to
per Share (sen) key to corporate success. We have built
provide world class healthcare services
(Excluding Exceptional Items) an enduring business by embracing that
to patients who choose our hospitals
ethos, creating and delivering long-term
to meet their medical needs.
value for our stakeholders.
In support of this goal, we have
In parallel with maintaining a robust

3.0 sen
established an International Clinical
balance sheet and a strategy to grow
Governance Advisory Council
in value, we are dedicated to providing
(“ICGAC”) which advises the Board as
our loyal shareholders with no less
Dividend than 20 per cent of the Group’s profit
part of the Group’s clinical governance
framework. Made up of independent
per Ordinary Share after tax and minority interests (excluding
exceptional items) through dividends.
thought leaders, former academics,
practicing professionals and management
In 2017, the Board recommended a
representatives, it provides access for
first and final single tier cash dividend
the Board and management to a wide
of 3.0 sen per ordinary share for the
range of complementary expertise and
financial year ended 31 December 2017
experience. The guidance of the ICGAC
as part of our annual dividend policy.
is fundamental to ensuring that we are
This is subject to shareholders’
constantly improving clinical care,
approval at the forthcoming Annual
patient safety and quality assurance
General Meeting.
throughout our hospitals across the
IHH Group.

IHH Healthcare Berhad | Annual Report 2017 25


STRATEGIC REPORT

JOINT CHAIRMAN’S
STATEMENT

Pantai Cheras employees at the Pink Umbrella Walk

It should be no surprise that our set various platforms to allow us to our operating companies. Succession
employees are our most valuable engage with our stakeholders regularly. planning is in place to ensure business
asset and vital to our success. This is continuity, and we have developed a
To learn more about our value creation
why we have in place a robust strong bench of high-performing talent
framework, turn to page 32 in this report.
framework and channels to manage to support our growth. Our Talent
talent retention and attraction, training SUSTAINABILITY REPORTING Council consists of members of the
and development opportunities, as well senior leadership team who meet
as employee welfare initiatives, fuelling Sustainability is a key pillar of the Group. regularly to discuss succession planning
our staff’s motivation to be and remain We have a robust corporate governance issues, recruitment and related topics.
part of the Group. framework that underpins our strategic Please refer to page 57 to learn more
sustainability vision. This framework about our Sustainability Strategy.
Doctors are also crucial stakeholders encompasses our Board of Directors, our
for us. By providing our specialists and Sustainability Management Committee ACKNOWLEDGEMENTS
consultants with a supportive and and the Sustainability Working Group.
nurturing environment, we can facilitate On behalf of the Board, we would like
The Board ensures accountability and
maximising their potential, which in turn to take this opportunity to thank all who
oversees the process of identification,
delivers the greatest care and value for have been instrumental in the resilience
monitoring and management of
our patients. At the same time, we and success of IHH over the past year.
sustainability matters.
are constantly investing in the Firstly, we would like to extend our
latest proven medical technologies to This year, our Sustainability Report thanks to our loyal shareholders for
provide cutting-edge facilities for our includes our India operations for the first trusting in our long-term vision to be a
specialists and consultants, resulting time, and we aim to expand the report to global private healthcare leader providing
in the best possible clinical outcomes cover all the geographies where we the best quality patient experience.
for our patients. operate in the report for 2018.
Our specialists, consultants and allied
We believe that open, on-going two-way Sustainable growth must be driven from healthcare professionals have continued
communication between IHH and our the top down through sound leadership. to perform their roles with dedication
stakeholders is key to understanding Our world-class management team has and passion to elevate the overall
and meeting expectations. We have also deep experience in managing hospital patient experience, enabling us to
operations at the Group level and within

26 IHH Healthcare Berhad | Annual Report 2017


create a private healthcare company
par excellence.
We are also deeply grateful to and hold
in the utmost respect the patients who
have entrusted their lives to our
hospitals and clinics. They have our
ongoing commitment to ensure IHH
remains a leader in comprehensive
healthcare of the highest quality for
our patients.
Lastly, we wish to acknowledge the
steadfast contribution of the IHH “family”
– the Board members, the hardworking
management team and, most importantly,
our dedicated staff – who have worked
tirelessly to create a Group that we can
all be proud of.
We are pleased to report that the
future of the Group is bright, and it is
well-equipped to deal with any Dr K Ravindranath and his team at Gleneagles Global Hospitals
challenges ahead. IHH is like a
well-honed surgical team consisting of carefully ahead of time but know the Dato’ Mohammed Azlan bin Hashim
highly skilled and trained professionals importance of being flexible and Incumbent Chairman
driven by a passion to serve and excel. adaptable as circumstances change. Tan Sri Dato’ Dr Abu Bakar bin Suleiman
Despite the varying roles we play, we By working as a team, we will ensure Past Chairman
share and are at one with a common we make a difference through our
goal to deliver exceptional patient care. decisive and effective actions.
To achieve this, we have planned

Interpretation services at Mount Elizabeth Novena

IHH Healthcare Berhad | Annual Report 2017 27


STRATEGIC REPORT

CEO’S MESSAGE

Dr Tan See Leng


Managing Director and Chief Executive Officer

STRATEGIC MILESTONES Hospital represents IHH’s single With our RMB8.0 billion project pipeline
IN 2017 largest hospital investment since the across Greater China, we are on our way
opening of Mount Elizabeth Novena in to making it our fifth home market after
2017 marked a year of continued
Singapore in 2012. Already, it is ramping Malaysia, Singapore, Turkey and India.
growth for the Group across most of
up and taking on increasingly complex In June, together with our strategic
our markets. In line with our vision of
medical treatments. partner in Mainland China, Taikang
becoming a leading global healthcare
Insurance Group (“Taikang”), and our
player, we seized opportunities Hong Kong’s population continues to
project joint venture partner, Shanghai
throughout the year to grow both age quickly with one in every three
Hongxin Medical Investment Holding,
organically and inorganically. people expected to be older than 65
we broke ground for Gleneagles Shanghai
in 2066, as reported by the Hong Kong
We are proud to announce the opening Hospital. In addition, we plan to roll out
government’s recent statistics on its
of Gleneagles Hong Kong Hospital greenfield hospitals projects in Chengdu
population. Consequently, this has led
in March, a major milestone in our and Nanjing over the next three years.
to a rising demand for private healthcare
journey to making Greater China To further accelerate our growth in China,
services, which presents tremendous
our fifth home market. A 500-bed the Group entered into a strategic
potential for Gleneagles Hong Kong
multi-speciality private tertiary hospital, partnership with Taikang to leverage
Hospital. In fact, it is on the request from
Gleneagles Hong Kong Hospital boasts their complementary strengths in
the authorities that we opened all 500
cutting-edge medical technologies, healthcare and insurance. IHH and
beds at once instead of our usual phased
providing a comprehensive range Taikang will jointly fund projects to
approach of opening new beds in new
of clinical services. Located at manage our primary care portfolio and
hospitals. By doing so, we hope to
Wong Chuk Hang on Hong Kong new hospital projects in Mainland China.
alleviate the strain in the public hospitals.
Island South, Gleneagles Hong Kong

28 IHH Healthcare Berhad | Annual Report 2017


As China’s growing middle-class become destination for medical travellers, The Group continued to mark many
increasingly affluent, they are also ageing especially those from Southeast Asia, significant developments through the
rapidly. This is likely to boost demand for Central East Africa and the Middle East. year, with Parkway Pantai’s Singapore
quality private healthcare services in the Our key healthcare facilities are currently operations achieving the world’s first
country. Our entry into Greater China located in Mumbai, Bengaluru, Hyderabad JCI Gold Seal Hospital Network
with our “Gleneagles” premium multi- and Chennai, four of the top seven cities Accreditation in May 2017. In addition,
speciality tertiary hospital brand will in India. Moving forward, we continue to Parkway Pantai acquired a 55 per cent
offer Chinese patients shorter waiting explore earnings-accretive opportunities equity stake in Angsana Holdings for
times and a better patient experience. for the Group to acquire large hospital S$9.3 million in July. Through this
assets in the country, especially in the acquisition, we have now become the
We are also continuing to expand our
National Capital Region, as part of our region’s only private healthcare provider
presence in India, having first entered
India expansion. with in-house molecular diagnostics
the Indian market in 2015 through
capabilities to customise medical
our acquisition of Hyderabad-based We have also actively grown our
treatment for our patients. This affirms
Continental Hospitals and tertiary care presence in Turkey. In March, Acibadem
our commitment in expanding our
chain Global Hospitals. I am pleased Healthcare Group opened the largest
service offerings and capabilities to
to say that we have since successfully private hospital in Turkey – the state-of-
provide the highest quality of patient
integrated Global Hospitals into our the-art Acibadem Altunizade Hospital in
care now and in the future.
renowned “Gleneagles” brand. Already, Istanbul. Acibadem now has 21 hospitals
we are leveraging on Gleneagles Global and 16 medical centres across eight On the financial front, Parkway Pantai
Hospitals’ academic initiatives to raise cities in Turkey and two other countries. issued our first US$500 million senior
the standard of care in our hospitals To cope with the increasing demand, perpetual securities, which was part of
in India. In January, its biggest facility, Acibadem continues to ramp up its the US$2 billion Multicurrency Term
Gleneagles Global Health City, hosted bed capacity through two greenfield Note Programme (“MTN”) set up in July
its 8th Master Class in Liver Disease 2018 projects, Acibadem Atasehir Hospital, 2017. This issuance will diversify sources
where 850 specialists from India and and Acibadem Kartal Hospital, which of funding and provide additional debt
all over the world benefited from its are due to be completed in 2021. headroom for general corporate purposes.
world-class training in liver disease
and transplantation. Another significant
milestone in India was Prof. Mohamed
Rela, Chairman and Director, Institute
of Liver Disease and Transplant,
Gleneagles Global Health City, and
his team successfully completing 1,000
liver transplants in Tamil Nadu in January
2018. Furthermore, we increased
our stake in Continental Hospitals to
52.3 per cent last year. As part of our
plans to review and rebalance our
portfolio of investments to optimise
returns, we divested our equity stake
in Apollo Hospitals Enterprise.
India is presently the Group’s fourth
home market, after Malaysia, Singapore
and Turkey. With seven hospitals and
three medical centres in the country,
it remains a very important market for us.
In less than a decade, the country’s
population is set to exceed that of
China’s. With an ageing population, the
percentage of Indian citizens with health
and hospitalisation insurance coverage is
poised to grow. India is also an attractive Acibadem Altunizade Hospital

IHH Healthcare Berhad | Annual Report 2017 29


STRATEGIC REPORT

CEO’S MESSAGE

THE GROUP’S FINANCIAL OUR STRATEGY treatment, recovery or care plans


PERFORMANCE Moving forward, we will execute a specific to their needs.
multi-pronged strategy to enhance our As a global premier healthcare provider,
diversified offering via both organic and we recognise the need to constantly
Revenue inorganic growth. While we are already innovate and evolve to stay ahead

RM11.1
market leaders, we are also taking of the curve. To this end, we are
advantage of future opportunities to increasingly leveraging innovation
ensure our growth continues to be to help us incrementally improve our

billion
sustainable. existing business model. IHH has a
Our strong pipeline of expansion dedicated team to explore different
projects in Malaysia, Turkey and China innovations, including potentially
is backed by our robust balance sheet, revolutionary solutions that would
allowing us to consolidate our strengths enhance our healthcare service delivery.
and leadership positions in these At the same time, we have rolled out
Profit After Tax and markets. Apart from driving growth various initiatives across the Group to
embrace this innovation culture, as
Minority Interest through organic investments, we are
also looking at value-accretive very often, some of the best ideas on
(“PATMI”) acquisitions in new and existing markets. how we can transform ourselves come
While acquisitions come with their own from within.
(Excluding Exceptional Items)

RM595.3
risks, we manage them carefully by Our strategies, however, can only be
performing detailed due diligence executed with the right talent. This is
on every project. For example, our why we are strong advocates of providing

million
acquisitions in India completed in 2015 training and development opportunities
have already turned EBITDA positive. for our people and will continue to invest
As we seek to solidify our market leading in them. We also ensure we have a
positions, we are continually looking competitive remuneration framework in
to improve our hospitals’ operational parallel with proactively creating career
performance by strengthening and pathways for our employees. With an
institutionalised human capital approach
Basic Earnings enhancing the quality of our healthcare
within the Group, we aim to build a
services, especially for high acuity cases.
Per Share (sen) This will allow us to provide more platform that will allow us to develop
(Excluding Exceptional Items) comprehensive care for our patients. a pipeline of talent to support the

6.76
Over time, we can add further value organisation’s growth and succession
for our patients by tailoring the best demands in the long run.

Return on
Shareholders’ Funds
(Excluding Exceptional Items)

2.72%

Graduation ceremony for students from Parkway College

30 IHH Healthcare Berhad | Annual Report 2017


Ultimately, the combination of In the year ahead, we expect to face CHAIRMAN TRANSITION
investing in organic and inorganic cost pressures on the operational At the end of 2017, the Group’s
growth, enhancing our service offerings front. Wage inflation due to increasing distinguished inaugural Chairman,
in high acuity services, leveraging on competition for talent and higher Tan Sri Dato’ Dr Abu Bakar bin Suleiman,
innovation and investing in our people pre-operating costs and start-up costs retired, having steered IHH for six years.
will enable us to grow and deliver from new operations will also partially Under Tan Sri’s invaluable leadership,
long-term value for our stakeholders. erode our profitability in the initial the Group grew from strength to strength
phase of our hospital openings. since its formation and listing in 2012.
For a detailed discussion of our strategy,
please turn to pages 36 and 37 of To combat these challenges, we remain Dato’ Mohammed Azlan bin Hashim,
this report. prudent in our cost management and the former Deputy Chairman of the
shall undertake measures to improve Group, transitioned seamlessly into the
INDUSTRY OUTLOOK the mix of higher revenue intensity Chairman role in a well-planned manner
Our strategy was developed based on our cases while ramping up new facilities to with effect from 1 January 2018. Serving
analysis of our home markets of Malaysia, achieve optimal operating efficiencies. as Deputy Chairman since 2011, Dato’
Singapore, India and Turkey. An ageing Similar to other major organisations Mohammed Azlan has worked closely
population, a rising middle class and an around the world, we face cybersecurity with both the Board of IHH and Tan Sri
increase in lifestyle diseases will likely risks as our businesses increasingly rely Dato’ Dr Abu Bakar, ensuring familiarity
boost the demand for quality private on technology. The rising sophistication with the operations of the Group,
healthcare. As a Group, we are confident of hackers and the ever-growing list of the company’s strategy, the details
that we are well-positioned to be a software and hardware vulnerabilities of its subsidiary operations and the
leading international provider of private mean that we will need to remain expectations of our stakeholders.
healthcare services. vigilant to deter any cyber attacks
With increasing life expectancies and the and protect confidential medical data.
prevalence of chronic illnesses, we see We are confident that, with our resilient Dr Tan See Leng
a rising need for personalised treatment strategy, we will overcome the challenges Managing Director and
plans and more accurate diagnostics. to succeed in 2018. Chief Executive Officer
Our acquisition of Angsana Holdings
will allow us to have in-house molecular
capabilities, enabling us to deliver
high-performing but affordable molecular
diagnostics services and treatments
tailored to the needs of each patient.
However, we foresee rising competition
from diverse sources. The public healthcare
system in these markets will improve,
and there will be the emergence of other
private service providers or existing ones
that will ramp up their operations. Local
patients may also seek lower-cost
treatments abroad and new start-ups
might disrupt the marketplace.
We also expect to face increased
competition for trained healthcare
personnel in the markets we operate in.
As such, we are continually attracting,
retaining and developing quality
healthcare personnel to support our
growth strategy. We have implemented
employee engagement initiatives
aimed at fostering a sense of belonging
among our people and have identified
mechanisms to create an attractive
working environment that would allow
them to maximise their potential and
improve their workplace performance. Therapist and patient from Mount Elizabeth Rehabilitation Centre

IHH Healthcare Berhad | Annual Report 2017 31


STRATEGIC REPORT

BUSINESS MODEL

We have an integrated healthcare network that helps to deliver sustainable


value to all our stakeholders.

Our inputs What we do

FINANCIAL CAPITAL Our healthcare services are designed to


IHH has a strong financial position, underpinned by its solid complement each other. This one-stop
presence in its home and key markets. The Group has good
access to capital, proactively invests for growth and continuum of care provides clinical outcomes
generates positive cash flow. through realised synergies across the Group.
PHYSICAL CAPITAL
With hospitals, clinics and a comprehensive range of ancillary PRIMARY CARE
services, we have a definitive presence in the private healthcare Basic healthcare services to meet day-to-day
sector across all the markets we operate in. In addition, we patient needs:
purchase, deploy and maintain best-in-class medical equipment in • Outpatient treatment of basic illnesses, routine 
our hospitals and clinics offering premium services to our patients. check-ups and vaccinations by physicians, nurses
or family doctors.
HUMAN CAPITAL
We have more than 35,000 staff in nine countries around the
world. Our talent retention strategy is multi-pronged and SECONDARY & TERTIARY CARE
covers competitive remuneration packages recognition Secondary care includes:
of good performance and training and development opportunities • Specialist consultation, local surgeries, emergency care,
to enable our staff to remain relevant and motivated. laboratory services, diagnostics and acute treatment.
Tertiary care includes:
CLINICAL GOVERNANCE FRAMEWORK • Specialist consultative care, advanced treatment
To ensure patients receive the highest possible care, our Board or complex surgery and inpatient care.
of Directors and the management team have established a
clinical governance framework that we employ in all our clinical
operations. This framework guides and advises the Board on areas
related to clinical quality and continuous improvement initiatives.
QUATERNARY CARE
Quaternary care involves high-intensity complex surgeries
such as organ transplants. These highly complex clinical
INNOVATION CAPITAL procedures require deeply experienced surgeons and
IHH increasingly leverages on intellectual and digital assets to best-in-class intensive care units and facilities.
manage our innovation capital. This has brought us benefits in
the field of inventory management and patient care to further
enhance patient experience. COMPLEMENTARY ANCILLARY
BRAND CAPITAL SERVICES
Our “Mount Elizabeth”, “Gleneagles”, “ParkwayHealth”, “Pantai” Our range of complementary ancillary services
and “Acibadem” brands are among the most prestigious in Asia, includes comprehensive diagnostics, analytical
Central and Eastern Europe and the Middle East. laboratory testing, therapeutic radiology,
physiotherapy, integrated rehabilitation and,
SOCIAL AND RELATIONSHIP CAPITAL most recently, advanced molecular diagnostics.
We believe that a strong relationship with our key stakeholders –
patients, employees, doctors, business partners, governments
and communities – is necessary to sustain our organisation. As
MEDICAL EDUCATION
Quality education in health and medical sciences
part of our stakeholder engagement policy, regular engagement
trains and develops succeeding generations of nurses,
sessions are being held to ensure that important concerns are
doctors, allied healthcare professionals and other
being attended to.
medical and healthcare sector professionals.

Our competitive advantage

32 IHH Healthcare Berhad | Annual Report 2017


Delivering value to our stakeholders

PATIENTS
Patients turn to us for good clinical
outcomes and access to the latest
medical technology. We ensure speed,
89.9%
Average patient satisfaction
comfort and high-quality medical
care thanks to highly skilled doctors and index in Malaysia, Singapore
specialists who have access to excellent and Turkey
laboratories for diagnostics and
other services.

EMPLOYEES
In addition to competitive remuneration
and a nurturing work environment,
IHH provides continuous training and
32
hours of training per employee
development opportunities for all our
employees. This creates a motivated
and engaged workforce, both in clinical
and business services.

Our
Integrated
BUSINESS
PARTNERS
We strive to form and develop
97%
Healthcare long-term relationships with our doctors,
other healthcare professionals and
of payments were made to local
suppliers in the first quarter of
Network vendors. The doctors benefit from the
use of our best-in-class medical
2017 in Turkey
equipment and support from our
professional staff, who carry huge
passion and empathy in the workplace.
IHH mandates that all suppliers and
vendors are approved by and registered
with the local regulatory body for the
sale of health products. We work closely
with suppliers who are ethical and
committed to the sustainable
development of the business.

SHAREHOLDERS
We reward our shareholders by creating
wealth through active stewardship of
the company while ensuring strong
3.0 sen
Dividend paid in 2017
fundamentals. We believe in the
importance of sustainable growth and
our earnings have been growing
strongly year-on-year.

1 2 3 4

STRATEGICALLY REPUTATION OF HIGH


AN EXPERIENCED PLANNED PROJECT QUALITY SERVICE
MANAGEMENT TEAM PIPELINES TO OFFERINGS TO LOCAL
EXEMPLARY CLINICAL WITH AN EXECUTION BECOME A GLOBAL PATIENTS AND
GOVERNANCE TRACK RECORD HEALTHCARE PLAYER MEDICAL TRAVELLERS

IHH Healthcare Berhad | Annual Report 2017 33


STRATEGIC REPORT

MARKET
OUTLOOK

When conducting business and strategising for the future, the management of
IHH looks carefully at relevant trends to spot opportunities and challenges early
so as to be prepared for the future.

As populations age, we will see a rise in chronic diseases


and co-morbidity. Demand for healthcare services will Link to strategy
surge, creating long waiting times for medical treatment.
For example, in Singapore, by 2030, the total number of
Strong Singaporeans aged 65 and above will double to 900,000. Organic growth
demand for  In developing markets, populations are experiencing longer life
expectancies as a result of improving economic prospects and
private better medical intervention.
Inorganic growth

healthcare We believe that our experienced management team, with Enhance


its proven execution track record, and our strong position as service offerings
a leading private healthcare solutions provider will enable us to
capitalise on growth opportunities in the Asia-Pacific region.

We face intense competition from other healthcare service


providers to recruit and retain skilled and qualified healthcare Link to strategy
professionals and support staff. The nature of the industry also
means that supply will take a longer time to scale up to
meet demand. Leverage innovation
Competition Competition for skilled workers, including but not limited to,
for skilled  qualified healthcare professionals, may require us to enhance our Invest in people
healthcare remuneration packages in order to remain competitive in recruiting
or retaining our staff. This may significantly increase our wage costs.
professionals We believe healthcare professionals and support staff consider
several important criteria in choosing their employer of choice,
including remuneration, the reputation of the healthcare service
provider, the quality of facilities and job satisfaction.

Increased digitisation and the adoption of innovative solutions


can enhance productivity per employee and help address the
Link to strategy
manpower shortage faced. This will help to improve efficiency,
reducing labour intensive tasks.
In Singapore, Mount Elizabeth Hospital has implemented an Invest in people
Electronic Meal Ordering System that allows staff to do away
Productivity with the manual entry and collation of meal orders. This saves
2,227 man hours annually.
Leverage innovation

challenges

34 IHH Healthcare Berhad | Annual Report 2017


We face competition from existing and potential new
players in the countries we operate. Public and private Link to strategy
healthcare operators will continually improve to meet the
rising healthcare needs. We will have to innovate and provide
better service offerings to maintain our status as a leading Organic growth
premium healthcare provider.
In addition, competitors can also adopt new or disruptive Inorganic growth
technology to leapfrog and further enhance their
service offerings.
Enhance
Increased We also face the risk that more established international service offerings
competition competitors from developed markets may seek entry
into the emerging markets in which we operate, through
Leverage innovation
mergers and acquisitions or otherwise, leveraging their
experience, scale and resources to gain market share
from us, or through a forward integration of their
value chains.

Disruptive changes brought about by technology is expected


to reshape services delivered by healthcare players such
Link to strategy
as IHH.
As a group, we strive to keep up with technological
advancement in the healthcare industry. Changes in the Leverage innovation
healthcare industry may require sourcing for and investing
in new medical equipment and technology. For example,
Technological the Group acquired a molecular diagnostic platform through
Angsana Holdings. Cancer patients at Parkway Pantai’s
disruption hospitals in Singapore can benefit from customised treatment
plans and more accurate diagnostics with the help of genomics
testing. We continue to acquire new capabilities to propel our
business in the long run.
We are also increasingly leveraging on incremental innovation
to improve our existing model. For example, the Group has
recently introduced tele-consultation for corporate patients
to review their executive health screening report with our
doctors in Singapore.

IHH Healthcare Berhad | Annual Report 2017 35


STRATEGIC REPORT

BUSINESS STRATEGY

Our five-pillar strategy underpins our commitment to continuously create and


deliver value to stakeholders.

Organic growth Inorganic growth

In our home and key growth We will make earnings accretive


DESCRIPTION
markets, we will continue to acquisitions in new and existing
invest in our expansion pipeline. markets as we expand our
The growth is backed by our presence. Our acquisition efforts
robust balance sheet that allows are underpinned by the strong
the Group to consolidate our cashflow from our home markets
positions in these markets. and an experienced management
team with a proven execution
track record.

PROGRESS IN 2017 In 2017, we opened Gleneagles Our 2015 acquisitions of Global


Hong Kong Hospital and Acibadem Hospitals (which has a presence in
Altunizade in Istanbul. Both hospitals Chennai, Bengaluru, Mumbai and
are already contributing to our Hyderabad) and Continental
top line. Hospitals in Hyderabad have
turned EBITDA positive.
We continue to ramp up operations
at our new hospitals in Malaysia We have acquired a 55 per cent
– Gleneagles Kota Kinabalu and stake in Angsana Holdings.
Gleneagles Medini – to drive growth. Strategically located in Asia
with multi-laboratory operations
We are also expanding our
in Singapore, Hong Kong and
presence in Malaysia with Pantai
Malaysia, Angsana provides
Hospital Kuala Lumpur’s 120 beds
advanced molecular diagnostics
to be completed by end 2018 and
capabilities to our integrated suite
Pantai Hospital Ayer Keroh’s 160
of healthcare solutions.
beds by 2020.
The expansion of Acibadem Maslak
in Istanbul is also expected to be
completed in 2018.
55%
controlling stake in
Angsana Holdings

2
new hospitals opened
this year

LINK TO PRINCIPAL RISK Geopolitical risk Geopolitical risk

Foreign exchange risk Foreign exchange risk

36 IHH Healthcare Berhad | Annual Report 2017


Enhance service Leverage innovation Invest in people
offerings

We will strengthen our offerings, We aim to improve existing People are our greatest asset.
especially in high acuity services business models through We ensure that we offer competitive
that will drive revenue intensity. incremental innovation while compensation and put in place
We will focus on Centres of preparing for transformation career pathways for our employees.
Excellence that will carry out through disruptive innovation. We also do succession planning
to ensure business continuity.
complex procedures, such as
The Group has a dedicated team
stem cell transplants, robotic We support the development
exploring different innovations of future healthcare talent in
surgery and advanced cardiac
to enhance the delivery of educational institutions. We also
and neuro-vascular intervention.
healthcare services. explore international exchanges
within the Group for employees
to learn and share best pratices.

In our markets, we continually We continue to lay the foundation for At the International Medical
enhance our Centres of Excellence IHH’s transformation towards becoming University in Malaysia, academic
and integrated healthcare model. an efficient digital organisation. staff get 34 hours of training
One of the initiatives we are per year. At Acibadem in Turkey,
exploring is proton beam In Singapore, we implemented
nurses attend 15 hours of training
therapy to improve our cancer projects to increase productivity, one
per month to ensure their skills are
treatment solutions. of which is an inventory management
up to date.
The Group has become one of system that allows staff to do major
the largest multi-organ transplant stock take of hospital inventory, In addition, the Group continues
centres in India. Leveraging the saving 4,650 man-hours each year. to hire under the Management
medical expertise from its India Associate Programme. This
Furthermore, we launched several
hospitals, the Group launched its programme offers on-the-job
first Pantai-Gleneagles Global Liver mobile applications via the “Parkway
training and multi-disciplinary
programme to provide Malaysians Digital Health Patient Platform”
exposure in both management
with the option of seeking liver with the aim of enhancing our
and hospital administration to
transplant treatments in India. patient’s experience. One example
young graduates.
is the introduction of MyHealth Wallet.

15 hours
This mobile application provides a

1st private
hospital in Malaysia to provide liver
seamless process for our corporate
patients to search for our clinic
network across Parkway Shenton
of training per month for nurses
in Turkey
treatment and transplant services, in facilities. The platform also allows our
partnership with one of our hospitals corporate patients to track clinics and
in India hospital visits, as well as their bills.

4,650
man-hours saved

Talent and workforce Talent and workforce


Cybersecurity risk
management risk management risk

Cybersecurity risk

IHH Healthcare Berhad | Annual Report 2017 37


STRATEGIC REPORT

RISK
MANAGEMENT

Risk is an unavoidable element of doing business. At IHH, we ensure that there is a


high level of risk awareness within the organisation as well as a culture of ownership
and compliance throughout the Group.

RISK MANAGEMENT by management. Following the involves the identification, assessment


FRAMEWORK evaluation, the committee make and monitoring of risk and includes
its recommendations to the Board. planned responses. It incorporates
At the Board level, the Audit and Risk
material risks, emerging risks, key risk
Management Committee (ARMC) The Group deploys an enterprise risk
exposures and risk mitigation plans. 
examines the Group’s risk management management framework on a Group
On a quarterly basis, updates from 
policies and the mechanisms that identify level, as well as at each of its major
the subsidiaries are sent to
and mitigate risk that have been set up subsidiaries. The ERM framework
the Group’s ARMC.

Integration of risk management and material matters

Risk Treatment, Monitor Process


and Review Review

Risk Evaluation, Shareholder


Communication RISK CORPORATE MATERIALITY Engagement
and Consultation MANAGEMENT STRATEGY ASSESSMENT and Prioritisation

Risk Indentification Indentification and Categorisation


and Analysis of Sustainability Issues

We have integrated material sustainability risks. To view our material sustainability Annually, we do a risk review that is
matters into our ERM framework. Using matters, turn to page 63. augmented by an independent audit
our materiality assessment process, function to ensure that our risk
We have also appointed risk managers
we identify and assess these matters management framework and our
to manage the sustainability risks faced
and then rate them using our risk rating processes are sound and effective.
by the different IHH entities and the
criteria based on their likelihood and
responses needed to counter threats For more on our risk management
impact. This allows us to compare
and to take advantage of opportunities. strategy, turn to page 161.
sustainability issues with other business

38 IHH Healthcare Berhad | Annual Report 2017


PRINCIPAL
RISK

The Group has put in place structured and effective risk management system to identify,
track and mitigate key risks associated with the Group’s operations, thereby enhancing
the Group’s decision making capabilities and reducing uncertainties associated
with executing our strategies. Key risk factors and mitigation measures are as follows:
Key Area Principal Description Mitigation Material Trend
Risk Factor Measures Matters
Strategic Geopolitical The Group is subject to political, Our key mitigating strategy includes • Compliance
risk economic and social developments, the diversification of businesses and regulatory
conditions and changes in the and geographies in the Group. risks
countries that we operate, which The Group’s presence in various
include our home markets of countries helps to mitigate the
Malaysia, Singapore, Turkey, India impact of political instability and
and key growth markets of China market volatility in specific country.
and Hong Kong. For countries facing political
uncertainties, we continue to
actively monitor the situation
to ensure the potential adverse
impacts are understood and
where possible mitigated.
Operational Talent The Group’s ability to meet our Talent management and retention • Employee welfare
& Workforce strategic objectives in delivering strategies are constantly reviewed in • Employee health
Management comprehensive innovative healthcare accordance with the Group’s agile and safety
solutions is highly dependent on a approach in retaining our workforce • Talent retention
diverse set of expertise, skill-sets and and attracting new talent to our
• Availability
experience offered by our healthcare team. Our learning and development
of skilled
professionals from various countries. programmes are in place to ensure
manpower
Inability or failure to recruit and retain key our employees continuously strive
staff could affect the Group’s operations. to achieve their full potential. • Training and
development
Cybersecurity The Group employs information Cybersecurity measures are • Security and
Risk technology (IT) systems to support continuously reviewed and upgraded, asset protection
its business, including the provision including monitoring of networks
of healthcare and telemedicine and systems, vulnerability
services. Security breaches and other assessments and penetration testing
IT disruptions could interfere with the and employee training. Although the
Group’s operations, compromise Group maintains insurance coverage
information belonging  to the Group to mitigate against the various
and its patients, employees and cybersecurity risks where feasible,
partners, exposing the Group to there can be no guarantee that all
liability which could adversely costs or losses incurred will be
impact our business and reputation. fully insured.
Financial Foreign Exchange rate instability could The Group actively monitors its • Sustainable
Exchange Risk adversely affect our business, financial foreign currency risk and minimises international
condition, results of operations and such risk by borrowing in the healthcare
prospects. The Group is exposed functional currency as its foreign services
to foreign exchange risk on sales, investments. It also enters into • High maintenance 
purchases, cash and cash equivalents, foreign exchange forward contracts cost
receivables and payables, and and cross currency interest rate
loans and borrowings that are swaps to manage its exposure.
denominated in a currency other
than the respective functional
currencies of Group entities.

Trend indicates change in pre-mitigation risk level over the year:

Pre mitigation risk increased Pre mitigation risk remained unchanged Pre mitigation risk decreased

IHH Healthcare Berhad | Annual Report 2017 39


A
GROWING
BUSINESS
2017 marked a good year for IHH. Significant
milestones were achieved in our existing and new
markets. We opened Gleneagles Hong Kong Hospital
and Acibadem Altunizade, which have contributed to
the Group’s revenue. We also broke ground for
Gleneagles Shanghai Hospital in June.
PERFORMANCE REVIEW

42 Financial Review
45 Home Market - Malaysia
46 Home Market - Singapore
47 Home Market - Turkey
48 Home Market - India
49 Growth Market - Greater China
50 IMU Health
51 ParkwayLife REIT

IHH Healthcare Berhad | Annual Report 2017 41


PERFORMANCE REVIEW

FINANCIAL REVIEW

YTD 2017 VS YTD 2016 compared to RM59.9 million the year mechanism with three key pillars as
The Group achieved revenue growth of before. In addition, the Group recognised the foundation:
11% to RM11.1 billion year-on-year, while a RM13.1 million gain from the divestment
1. Achieving synergies from economies
EBITDA was flat. Organic growth from of PLife REIT’s investment properties in
of scale and better operational
existing operations and the opening of 2016, while there was no such gain in 2017.
efficiencies;
hospitals in 2017 led to the increase in The Group’s PATMI excluding exceptional 2. Increasing productivity of our people;
revenue. The ramp up of the Bulgaria items decreased 31% to RM595.3 million and
operations of Tokuda Hospital and City as a result of incremental depreciation, 3. Improving our patient turnaround time
Clinic Group, acquired in 2016 also amortisation and finance costs associated
contributed to the increase in the with the opening of two new hospitals in Capital management
Group’s revenue. 2017. Net financing costs also increased Our philosophy is to maintain a strong
as more borrowings and loans were capital base and ensure IHH’s long term
Despite the double-digit revenue growth,
undertaken. The cash was used for working financial sustainability. Towards that aim,
EBITDA was flat at RM2.3 billion due to the
capital, capital expenditure, acquisitions we will monitor and maintain an optimal
start-up costs from Gleneagles Hong Kong
and purchase of investment properties. debt-to-equity ratio that complies with
Hospital and higher operating and staff
debt covenants and regulatory requirements.
costs. However, this was mitigated by Cost management continues to be a We will continue to build and maintain
lower bad and doubtful debt expenses priority at IHH. The Group will continue to investor, creditor and market confidence
recognised in 2017 of RM38.8 million leverage on an effective cost management to sustain the future development of
our business.

42 IHH Healthcare Berhad | Annual Report 2017


In 2017, the Group incurred RM1.4 billion in
REVENUE (RM MILLION)
capital expenditure (“CAPEX”), in line with
the year’s budget and CAPEX strategies.

Liquidity
974.7
Our current cash, short-term and long-term 222.5
13.3 11.008.6
515.1 (601.4) (5.9)
borrowings and anticipated cash flows 9,890.3

from operations will be sufficient to


meet our anticipated cash needs. This
includes our working capital and CAPEX
requirements for the next 12 to 18 months.
We will comply strictly with all financial
covenants stipulated by our banks and
our internal guidelines. We also monitor
all cash deposits to reduce counter-party
risks across various banks. To ensure
YTD 2016 Pantai Pantai Acibadem Acibadem IMU Health Others YTD 2017
that the business has sufficient liquidity Parkway Parkway Holdings Holdings
to meet its obligations, whilst managing (Transition Difference) (Transition Difference)

payments, receipts and financial risks


effectively, we constantly review the The above figures exclude PLife REIT YTD 2017 vs YTD 2016
funding strategy for IHH and its subsidiaries. Actual At Constant
Currency
As at 31 December 2017, we had
RM6.1 billion in cash and cash equivalents. Parkway Pantai 12% 8%
Our cash consists primarily of cash on Acibadem Holdings 11% 28%
hand, balances and deposits with banks
and fixed deposits with a tenure of three IMU Health 6% 6%
months or less. We plan to deploy our
IHH Group (Excluding PLife REIT) 11% 15%
cash holdings for potential future capital
expenditure, including the maintenance
and enhancement of existing facilities and
EBITDA (RM MILLION)
equipment, for working capital and other
day-to-day operating purposes.
Our total liabilities amount to RM13.0 billion
including short-term borrowings of 176.3
1,996.2 1,996.8
RM0.7 billion and long-term borrowings 33.5
(96.4) (4.9) (19.4)
amounting to RM6.1 billion as at end- (88.5)

December 2017. We have been able to


meet our working capital needs thus far,
and we believe we will continue to be able
to meet them in the foreseeable future
given our robust cash balance, operating
cash flow and borrowings.
In July 2017, PPL established a USD2.0 billion
Multicurrency Term Note Programme
YTD 2016 Pantai Pantai Acibadem Acibadem IMU Health Others YTD 2017
(“MTN Programme”) and issued Parkway Parkway Holdings Holdings
USD500.0 million (RM2,130.8 million (Transition Difference) (Transition Difference)

equivalent) in aggregate principal amount


of senior perpetual securities bearing
The above figures exclude PLife REIT YTD 2017 vs YTD 2016
semi-annual distribution at a rate of 4.25% Actual At Constant
per annum under the conditions of the Currency
MTN programme. Parkway Pantai (4%) (6%)
Acibadem Holdings 15% 33%
IMU Health (6%) (6%)
IHH Group (Excluding PLife REIT) 0% 3%

IHH Healthcare Berhad | Annual Report 2017 43


PERFORMANCE REVIEW

OPERATING REVIEW

Healthcare
across the globe

44 IHH Healthcare Berhad | Annual Report 2017


HOME MARKET – MALAYSIA
We are the second largest private healthcare provider in Malaysia by the number of licensed beds. We operate two established
healthcare brands – Pantai and Gleneagles.

What we do

COMPLEMENTARY MEDICAL
SECONDARY & QUATERNARY EDUCATION
PRIMARY CARE ANCILLARY
TERTIARY CARE CARE
SERVICES

Pg50 for more information

KEY FACTS
Parkway Pantai operates 14 hospitals in Malaysia – 10 Pantai hospitals and four
Gleneagles hospitals. Three of these hospitals – Gleneagles Kuala Lumpur, Gleneagles
Revenue Penang and Pantai Kuala Lumpur – are JCI-accredited. All of our hospitals in Malaysia are

RM1.8
accredited by the MSQH.
IHH also operates Pantai Premier Pathology, a diagnostics and analytical laboratory
testing service, and Pantai Integrated Rehab, which provides comprehensive

billion rehabilitation services.

Performance highlights
In Malaysia, our revenue increased by 13% to RM1.8 billion from RM1.6 billion while
EBITDA increased 19% to RM513.8 million from RM430.8 million. This is due to the continual
ramp up of operations at Pantai Hospital Manjung, Gleneagles Kota Kinabalu Hospital and
EBITDA Gleneagles Medini Hospital. The newest hospitals, Gleneagles Kota Kinabalu Hospital

RM513.8
and Gleneagles Medini Hospital, together contributed RM126.2 million to the Group’s
revenue, a 102% increase over the year before. The two hospitals have turned EBITDA
positive, with an EBITDA contribution of RM11.0 million in 2017.

million Inpatient admissions increased 2.7% to 197,563 in 2017. Our Malaysian operations
have continued to make significant strides in improving revenue intensity. The average
revenue per inpatient admission increased to RM6,237, a 10.9% jump as more complex
cases were undertaken.

Outlook
Hospital Expansion Pipeline The future continues to bode well for Parkway Pantai due to a number of favourable
trends, namely an ageing population, increasing life expectancies, rising affluence and
Type Hospital
an improved case mix. All this suggests that the home markets of Malaysia, Singapore
Expansion Pantai Hospital and India will continue to see sustainable growth and demand for private healthcare
Kuala Lumpur consumption in the future.
Block B We see Malaysia as one of the Group’s high-growth markets, with plans to further grow
Phase 2: our presence with expansion plans in the pipeline. Our expansion of Pantai Hospital
120 bed capacity Kuala Lumpur is scheduled to be completed by 2018, while Pantai Hospital Ayer Keroh’s
(by 2018) expansion is targeted to be done by 2020. At the same time, we will continue to explore
greenfield and brownfield projects to consolidate our position in Malaysia.
Expansion Pantai Hospital
Ayer Keroh
160 bed capacity
(by 2020)

IHH Healthcare Berhad | Annual Report 2017 45


PERFORMANCE REVIEW

OPERATING REVIEW

HOME MARKET – SINGAPORE


We are an established private healthcare provider in Singapore and our “Mount Elizabeth”, “Gleneagles” and “ParkwayHealth” brands
are among the most prestigious hospital brands in Southeast Asia, according to branding research specialists Millward Brown and
Brand Finance.

What we do

COMPLEMENTARY
SECONDARY & QUATERNARY MEDICAL
PRIMARY CARE ANCILLARY
TERTIARY CARE CARE EDUCATION
SERVICES

KEY FACTS In Singapore, Parkway Pantai operates a network of four JCI-accredited hospitals, namely
Mount Elizabeth Hospital, Mount Elizabeth Novena Hospital, Gleneagles Hospital and
Parkway East Hospital. With over 900 licensed beds, Parkway Pantai is also one of the
Revenue largest providers of private inpatient care in the Republic. More than 1,400 specialists are

RM3.8
credentialed to admit patients into these four hospitals.
The Group has over 50 clinics under the Parkway Shenton banner in Singapore. We are

billion
one of only two private healthcare providers to offer a broad range of integrated services
across the primary, secondary, tertiary and quaternary continuum. We also provide
ancillary healthcare services through ParkwayHealth Radiology and
ParkwayHealth Laboratory.
In addition, Parkway Pantai has an education arm known as Parkway College. Parkway
College focuses in the niche fields of nursing, allied health and healthcare management.
EBITDA Performance highlights

RM1.1 Revenue in Singapore increased 8% to RM3.8 billion from RM3.6 billion as we ramped up
operations at Mount Elizabeth Novena Hospital. EBITDA increased 13% to RM1.1 billion

billion
from RM0.9 billion.
Inpatient admissions increased 3.2% to 76,459, driven by an increase in local patients.
Revenue per inpatient admission increased 7.5% to RM29,127.

Outlook
While Singapore is a relatively developed market, there is potential for growth due to its
rapidly ageing population, increasing health awareness (as well as awareness of
treatments available), the prevalence of chronic illness and greater affluence. To meet
growing demand for high acuity service offerings, we will explore introducing more
precise and advanced treatment methods to achieve excellence in clinical outcomes and
improve our hospital bed turnover rate.

46 IHH Healthcare Berhad | Annual Report 2017


HOME MARKET – TURKEY
Acibadem Holdings, which IHH holds a 60% share, is synonymous with best-in-class healthcare services in Turkey. It operates more
than 3,800 licensed and operational beds in Turkey, Macedonia and Bulgaria. It also runs laboratory and pathology services, stem cell
facilities, a range of emergency assistance and home health services, hospital project management and other related services.

What we do

COMPLEMENTARY
SECONDARY & QUATERNARY
PRIMARY CARE ANCILLARY
TERTIARY CARE CARE
SERVICES

KEY FACTS Acibadem is Turkey’s leading private healthcare provider, offering integrated healthcare
services across 21 hospitals and 16 medical centres in Turkey, Macedonia and Bulgaria. It
offers more than 3,800 licensed and operational beds.
Revenue The Acibadem brand is synonymous with clinical excellence in Central and Eastern

RM3.9 Europe, the Middle East and North Africa. Six hospitals under Acibadem Holdings are
JCI-accredited. Acibadem also boasts some of the most advanced biomedical

billion
technology and equipment in the region.
Performance highlights
Acibadem Holdings registered RM3.9 billion in revenue, compared to RM3.5 billion in 2016.
The strong revenue growth was the result of the continuous ramp up of Acibadem Atakent
University Hospital and Acibadem Altunizade Hospital. Tokuda Hospital and City Clinic
Group in Bulgaria, acquired in 2016, contributed 12 months of revenue in 2017, compared
EBITDA to seven months of revenue in 2016.

RM617.9
Acibadem’s existing hospitals and healthcare businesses grew, except for Acibadem
Kadikoy Hospital and Acibadem Kozyatagi Hospital, which decanted some patients to
the newly opened Acibadem Altunizade Hospital. On a blended basis, revenue from

million
Acibadem Kadikoy Hospital, Acibadem Kozyatagi Hospital and Acibadem Altunizade
Hospital increased by RM92.2 million in 2017 as compared to 2016.
Acibadem Holdings’ EBITDA grew 15% to RM0.6 billion from RM0.5 billion on the back of
higher revenues. Acibadem’s EBITDA was partially eroded by higher operating costs
arising from medical inflation in Turkey.
Inpatient admissions grew 24.5% to 213,590 in 2017 with contributions from Acibadem
Hospital Expansion Pipeline Altunizade Hospital, as well as Tokuda Hospital and City Clinic Group in Bulgaria.
Type Hospital Meanwhile, revenue per inpatient admission grew 12.0% to RM8,264 in 2017 as more
complex cases were undertaken and there was an increase in foreign patients.
Expansion Acibadem Maslak Outlook
195 bed capacity
Acibadem expects patient volumes and revenues to grow with the continued demand
(by 2018)
and increased affordability of private healthcare. Acibadem Altunizade Hospital will also
Greenfield Acibadem contribute to Acibadem’s revenue as patient volume grows and more complex cases are
Kartal, Istanbul undertaken. Acibadem Maslak Hospital is currently undergoing an expansion to double its
120 bed capacity bed capacity. Once completed in the second half of 2018, it is expected to contribute
(by 2021) to revenue.

IHH Healthcare Berhad | Annual Report 2017 47


PERFORMANCE REVIEW

OPERATING REVIEW

HOME MARKET – INDIA


The Group has seven hospitals and three medical centres with more than 2,000 licensed beds in Bengaluru, Chennai, Hyderabad,
Kolkata and Mumbai. This includes a 50/50 joint venture with Apollo Hospitals Enterprise Limited to operate Apollo Gleneagles Hospital
in Kolkata and Apollo Gleneagles PET-CT Centre in Hyderabad.

What we do

COMPLEMENTARY
SECONDARY & QUATERNARY
PRIMARY CARE ANCILLARY
TERTIARY CARE CARE
SERVICES

KEY FACTS Our strategy has been recalibrated to inorganic growth. This is with a clear focus
on targeting specific specialties of multi-organ transplants, gastrointestinal diseases and
hepatobillary procedures of the India market. In March 2015, IHH acquired a 51% stake
Revenue in Continental Hospitals, which operates a multi-specialty tertiary and quaternary hospital.

RM708.6
This was followed by the acquisition of 72% equity on a fully diluted basis in
Global Hospitals.

million
Performance highlights
In India, revenue grew 27% to RM708.6 million. EBITDA decreased to RM13.7 million from
a high base in 2016 when the Group recognised a RM12.3 million reversal of provision for
doubtful debts on amounts due from an Indian joint venture.
In India, Parkway Pantai’s inpatient admissions increased 15.9% to 72,005, while its
revenue per inpatient admission increased 2.4% to RM7,780.
EBITDA

RM13.7
Outlook
India is a market of tremendous potential due to its expanding population, an increase
in the incidence of lifestyle related diseases and its rising affluence. To set itself apart

million
from other private hospital chains in India, we continue to focus on performing complex
treatments, such as multi-organ transplants and the treatment of treating upper
gastrointestinal diseases. The Group will continue to introduce new niche specialities
to enhance its service offerings. We expect that, over time, volume will ramp up and
the case mix will improve.
Parkway Pantai will also look for earnings-accretive opportunities in 2018 to further
solidify its footprint in the subcontinent as part of India expansion.

48 IHH Healthcare Berhad | Annual Report 2017


GROWTH MARKET – GREATER CHINA
Parkway Pantai achieved a major milestone for its venture into Greater China by opening its first hospital in the region during the year.
This is complemented by another 10 medical centres that we operate.

What we do

COMPLEMENTARY
SECONDARY & QUATERNARY
PRIMARY CARE ANCILLARY
TERTIARY CARE CARE
SERVICES

KEY FACTS CHINA


Our aim is to become one of the leading private healthcare providers in this market.
Revenue With our portfolio of greenfield hospital projects and primary care clinics, we are among
the major international private healthcare players in China.

RM332.7 HONG KONG

million
Parkway Pantai operates a 500-bed multi-specialty private tertiary hospital, Gleneagles
Hong Kong Hospital, located at Wong Chuk Hang on Hong Kong Island South and a
flagship medical centre.

Performance highlights
Revenue from our activities in North Asia increased from RM259.2 million to RM332.7 million.
Our EBITDA loss widened to RM252.0 million from RM27.9 million due to start-up costs
EBITDA from the opening of Gleneagles Hong Kong Hospital. We expect EBITDA to improve

RM252.0
as Gleneagles Hong Kong Hospital ramps up its operations. Gleneagles Hong Kong
Hospital was opened in March 2017, and it has begun to contribute to Parkway
Pantai’s revenue.

million Outlook
In Greater China, we have laid firm foundations to make it our fifth home market. Through

loss
our greenfield hospital project pipelines, we are looking to capture the tremendous
opportunities in this growing region. Gleneagles Chengdu Hospital is slated for opening
in early 2019, and Gleneagles Shanghai Hospital is expected to begin operations in
2020. We expect to invest RM1.2 billion in China over the next three years. These
investments will be funded by bank facilities and business partners.

Hospital Expansion Pipeline


Type Hospital

Greenfield Gleneagles Chengdu


350 bed capacity
(by 2019)

Greenfield Gleneagles Shanghai


450 bed capacity
(by 2020)

IHH Healthcare Berhad | Annual Report 2017 49


PERFORMANCE REVIEW

OPERATING REVIEW

OTHER ENTITIES – IMU HEALTH


IMU Health Sdn Bhd is the medical and health sciences education arm of IHH. IMU Health manages the International Medical University
(“IMU”) and International Medical College (“IMC”) in Malaysia.

What we do

MEDICAL
EDUCATION

KEY FACTS IMU was set up as a college in 1992, providing five semesters of medical education to
students who would then complete their medical degrees at partner universities abroad.
In 1999, it was conferred full university status and could then offer its own medical
Revenue programme. This gives students the option to complete the course in Malaysia or

RM250.4
choose a transfer programme.
Today, IMU has 33 partner universities in the fields of medicine, dentistry, pharmacy,

million
health sciences and complementary medicine (chiropractic and Chinese medicine).
The partner universities are in Australasia, the United Kingdom, Ireland, North America
and China.

Performance highlights
In 2017, IMU Health’s revenue increased 6% to RM250.4million. EBITDA, however,
decreased 6% to RM80.6million on the back of higher staff costs and operating and
EBITDA marketing expenses.

RM80.6 Outlook
The proliferation of institutions offering programmes in medicine, dentistry and pharmacy

million
have led to increased competition for IMU.
Nevertheless, there are still opportunities for attracting international students to medicine
and selected health sciences programmes. IMU is constantly working to benchmark its
programmes to international standards.
IMU and IMC are in the process of setting up programmes that will be delivered via
e-learning. IMU has also broke ground on its teaching hospital. The hospital will provide
medical and nursing students access for attachments and observations to a hospital,
as well as a good patient case mix.

50 IHH Healthcare Berhad | Annual Report 2017


OTHER ENTITIES – PLIFE REIT
The Group holds a 35.69% equity interest in ParkwayLife REIT (“PLife REIT”), one of Asia’s largest listed healthcare REITs by asset size.
PLife REIT invests in income-producing real estate and real estate-related assets used primarily for healthcare and healthcare-related
purposes. It is managed by Parkway Trust Management Limited.

KEY FACTS The Group holds a 35.69% equity interest in PLife REIT, one of Asia’s largest listed
healthcare REITs by asset size. PLife REIT invests in income-producing real estate
and real estate-related assets used primarily for healthcare and healthcare-related
Revenue purposes. It is managed by Parkway Trust Management Limited.

RM134.0 PLife REIT owns a well-diversified portfolio of 50 properties with a total portfolio size
of approximately S$1.75 billion as at 14 February 2018.

million
In Singapore, PLife REIT owns the largest portfolio of strategically located private
hospitals, comprising Mount Elizabeth Hospital, Gleneagles Hospital and Parkway East
Hospital. In addition, it has 46 assets located in Japan, including one pharmaceutical
product distributing and manufacturing facility in Chiba Prefecture, as well as 45 high
quality nursing home and care facility properties in various prefectures of Japan. It also
owns strata-titled units/lots at Gleneagles Intan Medical Centre Kuala Lumpur in Malaysia.
EBITDA Performance highlights

RM282.7 Over the course of 2017, PLife REIT undertook three Asset Enhancement Initiatives
for its Japan portfolio, proactively addressing the evolving needs of its tenant’s

million
operations. Separately, the REIT completed its second asset recycling exercise in
Q1 2017 with the acquisition of five properties in Japan, further supporting tenant and
geographical diversification.
For the year under review, external revenue increased by 2% to RM134.0 million,
mainly attributable to a full year’s contribution from the nursing home acquired in 2016
and higher yielding properties acquired from the asset recycling exercise completed
in Q1 2017. EBITDA decreased 1% to RM282.7 million from a high base in 2016 when
it recognised a RM13.1 million gain on the divestment of PLife REIT’s investment
properties in 2016.
Outlook
Having developed a robust portfolio of assets despite challenging market conditions
over the last decade while continuing to build on its strategies and network, PLife REIT
remains in good stead to drive growth and continued success as it charts its course for
the next 10 years.
The long-term outlook of the healthcare industry continues to be driven by favourable
patient demographics and demand for better quality healthcare and aged care
services. Looking ahead, PLife REIT is well-positioned to capitalise on these trends,
actively pursuing potential growth opportunities by continuing to build on its strong
relationships with leading healthcare operators and looking to optimise its portfolio
through asset enhancement and strategic asset recycling initiatives.

IHH Healthcare Berhad | Annual Report 2017 51


A
SUSTAINABLE
MODEL
IHH continues to maintain the highest level of
sustainability effort within the Group. Apart from
pursuing good sustainability practices to
ensure excellent patient care and clinical outcomes,
this year, we have added India to our sustainability
reporting coverage. This is part of our disclosure
exercises to enhance the visibility of our
sustainability effort across all home markets.
SUSTAINABILITY

54 Our Sustainability Statement


57 Sustainability Strategy and Roadmap
59 Sustainability Governance within the Group
60 Ethics and Integrity
62 Stakeholder Engagement
63 Identifying Material Matters
65 Our Patients
74 Our People
81 Our Organisation
87 Our Environment
101 Our Community
108 Accreditations and Awards

IHH Healthcare Berhad | Annual Report 2017 53


Sustainability

OUR SUSTAINABILITY
STATEMENT

Our push for excellence


is guided by the need to
strike a balance between
our business objectives
and our aspiration to be
an exemplary corporate
citizen

54 IHH Healthcare Berhad | Annual Report 2017


SCOPE AND BOUNDARY Table 1: Scope of IHH’s 2017 Sustainability Statement
OF REPORTING
Malaysia Turkey
As an international premium healthcare
service provider and a well-reputed • Pantai Hospital Sungai Petani (PHSP) • Acibadem Adana
educator of the medical sciences, • Pantai Hospital Penang (PHP) • Acibadem Altunizade
IHH Healthcare Berhad (“IHH” or “the
• Pantai Hospital Ipoh (PHI) • Acibadem Ankara
Company”) recognises that we have a
responsibility to secure our future and • Pantai Hospital Manjung (PHM) • Acibadem Atakent
create long-term shared value for our • Pantai Hospital Klang (PHK) • Acibadem Bakirkoy
stakeholders. We are committed to • Pantai Hospital • Acibadem Bodrum
ensuring responsible management and Kuala Lumpur (PHKL) • Acibadem Bursa
sustainable development across the • Pantai Hospital Cheras (PHC) • Acibadem Eskisehir
Group on the Economic, Environmental • Pantai Hospital Ampang (PHA) • Acibadem Fulya
and Social (“EES”) front. • Pantai Hospital Batu Pahat (PHBP) • Acibadem International
In line with the amendments to the • Pantai Hospital Ayer Keroh (PHAK) • Acibadem Kadikoy
Main Market Listing Requirements on • Gleneagles Kuala Lumpur (GKL) • Acibadem Kayseri
sustainability reporting issued by Bursa • Gleneagles Penang (GPg) • Acibadem Kocaeli
Malaysia Securities Berhad in October • Gleneagles Medini (GMH) • Acibadem Kozyatagi
2015, we published our inaugural • Gleneagles Kota Kinabalu (GKK) • Acibadem Maslak
sustainability statement in 2016.
• International Medical University (IMU) • Acibadem Taksim
This year, we are pleased to present our
second sustainability statement and its Singapore India
broader scope and reporting boundary,
stemming from that of 2016. This statement • Mount Elizabeth Novena Hospital • BGS Gleneagles Global Hospitals
was prepared in accordance with the (MNH) Kengeri (Bengaluru)
Global Reporting Initiative (“GRI”) 4 • Parkway East Hospital (PEH) • Gleneagles Global Health City
reporting guidelines and covers the • Mount Elizabeth Hospital (MEH) Perumbakkam (Chennai)
activities carried out during the period • Gleneagles Hospital (GEH)  • Gleneagles Global Hospitals Parel
1 January 2017 – 31 December 2017, (Mumbai)
unless specified otherwise. • Aware Gleneagles Global Hospitals LB
Our statement this year has been Nagar (Hyderabad)
enhanced to include: • Gleneagles Global Hospitals
Lakdi-Ka-Pul (Hyderabad)
1. IHH’s Environmental Sustainability
• Continental Hospitals (Hyderabad)
Measures and Disclosures;
2. GRI Specific Disclosures for
the Healthcare Sector; and
3. Our Operations in India.
The scope of our statement extends
to the hospitals in our four home
markets (Malaysia, Singapore, Turkey
and India) and the International Medical
University (“IMU”), all of which have
been listed in Table 1.

IHH Healthcare Berhad | Annual Report 2017 55


Sustainability

OUR SUSTAINABILITY
STATEMENT

SUSTAINABILITY VISION
Our vision towards providing sustainable healthcare, education and development has garnered support from IHH’s stakeholders. We
have built a culture of awareness amongst our employees of what is required by an organisation to thrive in its ecological, social and
economic environment within the context of sustainability.
Our vision for sustainable healthcare services focuses on five intrinsic elements as shown below:

OUR We aim to constantly improve the quality of medical care we provide to our patients
and to introduce, monitor and check processes that ensure patient safety.
PATIENTS

OUR We aim to provide all our employees with a safe working environment, to inculcate
a culture of excellence and high standards of conduct and to provide
PEOPLE fair compensation.

OUR We prioritise the health and safety of our employees and patients and have taken
measures to ensure this. We also aim to secure a sustainable supply chain in a
ORGANISATION manner that contributes to the local economy and reduces our carbon footprint.

OUR We have introduced measures to ensure sustainable energy consumption, proper


waste management practices and resource conservation without compromising on
ENVIRONMENT patient safety.

OUR We aim to create a positive impact by improving the health and well-being of the
local communities where we operate.
COMMUNITY

Furthermore, in building towards our vision for sustainability, IHH considers the following measures important:
• To promote the effective management of the healthcare environment;
• To encourage social interaction between patient and healthcare provider;
• To expand healthcare services to emerging markets; and
• To utilise advanced and innovative technology.

56 IHH Healthcare Berhad | Annual Report 2017


SUSTAINABILITY
STRATEGY AND ROADMAP

Our hospitals, outpatient centres and brands and network of hospitals, private healthcare players can play in
other facilities related to healthcare are we have navigated the challenging the markets that we operate. For
the entities upon which our core operating environment of 2017. example, the ageing demographic in
business is built. Backed by a dedicated Malaysia is influencing the government
In each of our home markets, healthcare
Board of Directors, a professional to rely more heavily on private capital to
is integral to the nation’s long-term
management team and a diligent take Malaysia’s healthcare system forward.
sustainability vision. There is growing
workforce who continue to step up and
recognition of the increasing role that
deliver and leveraging on our strong

Sustainability Strategy 2017

Quality Sustainable New Eco-Efficiency


Healthcare Growth Markets
Aligning physicians Expansion of our Exploring new Implementing
more closely with our assets through opportunities energy efficient
facilities to improve sustainable or markets in measures to improve
quality and efficiency models and by developing environmental
developing new economies  efficiency and the
channels for our cost-effectiveness
hospitals and patients  of patient care

In September 2015, the United Nation’s


17 Sustainable Development Goals
(“SDG”) were unveiled and affirmed
by 193 member states including
Malaysia, Singapore, India and Turkey
– countries where IHH has a strong
presence in healthcare. The 17 SDGs,
as illustrated on the right, lay the
foundation for the achievement of the
targets presented in the 2030 Agenda
for Sustainable Development.

17 SDGs – 2030 Agenda for Sustainable Development

IHH Healthcare Berhad | Annual Report 2017 57


Sustainability

SUSTAINABILITY
STRATEGY AND ROADMAP

As a leader in the healthcare sector,


IHH supports the aspirations of the IHH’s 6 SDG Focus Areas
United Nations and the various
governments of its home markets.
On its part, IHH will integrate the
elements of the SDGs into the Group’s
approach to sustainability. This statement
covers IHH’s progressive journey towards
sustainability, wherein elements of six
selected SDGs have been embedded
in our operations.
The six SDGs are Good Health and
Well-Being (SDG3); Affordable and
Clean Energy (SDG7); Decent
Work and Economic Growth (SDG8); Our
Industry, Innovation and Infrastructure Community
(SDG9); Responsible Consumption
and Production (SDG12) and Peace,
Justice and Strong Institutions (SDG16)
as shown in the diagram to the right.
Our progress since 2016 has been Economic
captured in the diagram below, and, Sustainability
as we grow and increase our presence
on a global scale, our responsibility
towards the environment, surrounding
Our Our
communities and the economy, both People Environment
local and international, becomes
increasingly relevant. External assurance
practices for sustainability reporting have
been recommended, and, in light of this,
we will be considering this for our future
disclosures of sustainability
performance data.

Our Sustainability Journey

2018: Where We Aim To Be

2017: Where We Are Now


2016: Where We Were SUSTAINABILITY REPORT
• Widening our scope to include other
IHH markets
SUSTAINABILITY STATEMENT • Achievements in Environmental,
Scope: Malaysia (including IMU), Economic and Social Sustainability
INAUGURAL SUSTAINABILITY Singapore, Turkey and India Performance
STATEMENT • Disclosing Environmental, Economic • Progress on SDG Focus Areas
Scope: Malaysia (including IMU), and Social Sustainability Indicators • Consideration of External Assurance
Singapore and Turkey • Reporting Healthcare Specific GRI of Sustainability Reporting
• Disclosing Economic and Social Disclosures
Sustainability Indicators • Establishing 6 SDG Focus Areas

58 IHH Healthcare Berhad | Annual Report 2017


SUSTAINABILITY GOVERNANCE
WITHIN THE GROUP

A robust governance framework responsibilities, which are supported by ensure compliance with the Group’s
underpins our strategic sustainability the SWG. Its main points are as follows: policies and legal and regulatory
vision. This framework encompasses obligations relating to sustainability.
• Chaired by the Chief Sustainability
our Board of Directors (“Board”), along • Ensure proper and satisfactory internal
with our Sustainability Management Officer, who is the Group Head,
systems and controls are in place
Committee (“SMC”) and Sustainability Corporate Secretarial and General
to identify and manage material
Working Group (“SWG”), who together Counsel and is supported by the:
sustainability matters in terms of
keep us focused and accountable for • Group Chief Financial Officer economic, social and environmental
sustainable practices on a daily basis. • Group Head, Risk Governance risks, and that the Group and its
The SMC serves as an advisor and • Group Chief, Human Resource Officer operating companies’ businesses are
sounding board to the Board in • Group Head, Corporate conducted in a responsible manner.
fulfilling the Board’s duty in relation Communications • Monitor key performance indicators
to ensuring accountability, oversight and targets that underpin the Group’s
• Chief Procurement Officer
and review of the process of
sustainability strategy, which are
identifying, monitoring and managing • Develop and increase stakeholder
supported by its operating companies.
sustainability matters. awareness (both internal and external)
of the need for and benefits of Sustainability champions are appointed
Our Managing Director and Chief
sustainable behaviour. in each hospital, and they represent
Executive Officer (“MD and CEO”) is
• Oversee the development and their hospitals in their respective
mandated by the Board to oversee
implementation of policies and country’s SWG. They are responsible
the delegation of duties of the SMC
practices to ensure the Group for the implementation and monitoring
in relation to sustainability reporting.
complies with sustainability of measures built into the sustainable
The SMC establishes, monitors,
obligations and commitments. strategy as supervised by the SMC
manages, coordinates and implements
• Oversee the development and under the direction of the Board. A
IHH’s sustainability strategy in keeping
implementation of operating Group-wide Sustainability Taskforce
with the Group’s annual objectives.
company-wide processes and supports the SWG in addressing
The Board-approved Terms of Reference procedures (including reporting specific sustainability matters with real
for the SMC defines its roles and systems and investigations) to or potential impact for the Group.

IHH Board of Directors

MD and CEO Audit and Risk Management Committee Group Internal Audit
Annual Sustainability Sustainability Risk Reporting Internal Sustainability
Statement Reporting integrated into the ERM Assurance

Office of Sustainability Sustainability Management Committee SMC forms Group-wide


Secretariat to SMC taskforce as necessary

Sustainability Taskforce
PPL Acibadem Gleneagles/Continental IMU • Energy & Water
Sustainability Sustainability Working Sustainability Working Sustainability Working • Waste Disposal
Working Group Group Group Group
• Green Design & Construction
• Parkway (Singapore) • Acibadem Hospitals • Gleneagles/Continental • International Medical • Sustainable Procurement
(2 to be designated) (2 to be designated) (India) University • Sustainable Food
• Gleneagles/Pantai (2 to be designated)
(Malaysia)
(2 to be designated)

IHH’s Sustainability Governance Structure

Numerous operational committees have feedback and decision-making in, amongst • Infection Control
been set up at Group Level, at IHH others, the following areas: • Pandemic Planning
hospitals in Malaysia, Singapore, Turkey • Facilities Management
• Sustainability Management
and India and at IMU. With the objective of • Security, Safety and Health
addressing issues facing the organisation • Therapeutics and Infection Control
• Patient Safety
and encouraging active discussions, • Medication Management
• Ethics and Internal Complaints
these committees provide staff and • Pharmaceuticals • Transplants
management a two-way platform for • Infectious Disease Outbreak • Quality

IHH Healthcare Berhad | Annual Report 2017 59


Sustainability

ETHICS AND
INTEGRITY

We believe in maintaining a robust ethics and compliance programme and


educating our workforce on these matters.

ANTI-CORRUPTION IHH and its subsidiaries are committed based on the best practices that will
Our Code of Conduct Policy mirrors the to a high standard of compliance with add value to the Group.
Group’s stance against corruption and accounting, financial reporting, internal
External auditors are selected and hired
explicitly states that “The IHH Healthcare controls, corporate governance and
by the Group, and they are invited to
Berhad Group does not permit or condone auditing requirements.
attend meetings of the ARMC and the
bribes, kickbacks or any other illegal, In 2013, IHH put in place a whistleblowing Group’s AGM to provide feedback to
secret or improper payments, transfers policy to provide an avenue for its our shareholders, if needed, regarding
or receipts.” employees to raise concerns in the conduct of the statutory audit1 and
A requirement of the Code of Conduct good faith without fear of reprisal. the contents of the audited consolidated
Policy that condemns corruption is financial statements of the company.
Another measure that protects the
that no outside agent of any kind shall Group from corruption is its internal In this section, the anti-corruption
be used to circumvent the prohibition auditing processes. The Group has measures that are implemented and
against bribes, kickbacks and other an independent internal audit function, practiced across all IHH entities in
illegal, secret and improper payments. reporting directly to the Audit and Malaysia, Singapore, Turkey and India
Fees, commissions and expenses Risk Management Committee (“ARMC”). are described.
paid to outside agents must be It provides an independent and objective
based upon proper billing, accurate assurance on areas of operations
recordkeeping and reasonable reviewed and makes recommendations
standards for services rendered. 


Malaysia and Singapore


Anti-Corruption Communication on our anti-corruption policies and procedures is relayed through the Human Resources (HR)
Policy on-boarding process.
Every employee upon joining our hospitals is made aware of our policies and culture to condemn corruption.

Code of Conduct All payments and transfers of premium and other items of value to employees of other business entities or to
Policy the entities themselves should be made openly and must be disclosed and authorised in advance by the
principal, the customer and the company.
The policy is available online and it applies to all Executive Directors and employees of the Group.

Whistleblowing IHH’s whistleblowing policy enables individuals to raise concerns internally and at a high level if the individual
Policy believes there is a case of malpractice or impropriety, which are matters of public interest.

IMU Internal Internal auditing, which is a review of IMU’s control system, is carried out at Group level and operations that
Audit are exposed to corruption risks, like procurement and HR, are subject to an internal audit once every three
to four years.
A review of the revenue cycle (covering processes such as admission and collection) is carried out on a
yearly basis.

IMU Gift Policy The IMU gift policy is available on the IMU Portal (IMU’s online platform), and new employees are informed
of the IMU Portal during the new staff orientation session.

1. A statutory audit is a legally required review of the accuracy of a company’s financial records.

60 IHH Healthcare Berhad | Annual Report 2017


Turkey
Disciplinary The discipline procedure applies to all employees regardless of job category or title. On matters concerning
Procedure corrupt behaviour, the procedure clearly defines the levels of formal disciplinary actions, depending on the
severity of the misconduct (reprimand, severely reprimand or dismiss). The discipline procedure is reviewed
in detail during the mandatory corporate orientation programme.
A group-wide Discipline Committee is tasked with ensuring adherence to the discipline procedure and
supporting Acibadem’s commitment to high ethical values and corporate integrity.
Whistleblowing Defines ways and means for employees to report organisational activities that are suspected of financial
Policy and legal misconduct, the falsification of records, fraud and abuse or are against the laws and regulations.
Provides an opportunity for safe and confidential whistleblowing and protects the complainants from
retaliation and oppression.
Ethical Values The Ethical Values Document is currently being revised to explicitly include the Group’s commitment to
Document anti-corruption standards of ethical conduct and integrity.
It is reviewed as part of the mandatory employee orientation programme and is signed by every employee.
Internal Audit The Internal Audit Department assesses all existing operations, and the internal control system covers
areas of finance, operations and compliance and provides reasonable assurance that the following
objectives have been achieved:
• Reliability and integrity of financial reports
• Compliance with relevant regulations, policies, procedures and laws
• Safeguarding Company assets
• Effective and efficient utilisation of Company resources
The Internal Audit Department conducts its function based on an Annual Plan which aims to cover all critical
and vulnerable areas of operation and locations. Its data collection methodology comprises routine
screening, random sampling, criteria based sampling and action upon complaints.
The Internal Audit Procedure defines the scope of activities, responsibilities and goals and the guiding
principles of the internal audit function.
India
Internal and A platform for controlled self-assessment and internal and external audits, as a lag measure2.
External Audits
Directives and There are departmental and Group level directives that tackle corruption related to business and financial
Policies transactions, improper use of company assets, confidentiality and security dealing with suppliers and customers.
Policies are framed in a way to prevent the possibility of corrupt practices.
Recruitment and Appointment letters have a clause, as a lead-measure3, that talks about the company’s right to take
Induction immediate action in case of any dishonest transactions or any act subversive of good conduct.
Recruitment contracts are standardised to prevent favouritism or bias.
Talent sourcing and forms of reimbursements go through an established approval mechanism having
multiple stakeholders.
Employee induction programmes have a reference to the Group’s zero-tolerance on corruption in the organisation.
Gift Policy The gift policy has been standardised and is in line with what is being practised in Malaysia and Singapore.
Whistleblowing The whistleblowing framework which was established in 2016, is a framework established to create a
Framework platform for reporting corrupt practices, if any, and ensures the protection of whistle-blowers.

2. Lag measures are measures that assess the ultimate goal you are trying to accomplish, such as an increase in sales or profits; however, they are
always in the past.
3. Lead Measures are predictive, meaning they lead to the accomplishment of the Lag Measure, and influencing, meaning you can do something
about them. Lead Measures are about narrowing your focus down to the two or three things that “trigger” success or your end goal.

IHH Healthcare Berhad | Annual Report 2017 61


Sustainability

STAKEHOLDER
ENGAGEMENT

IHH believes that proactive engagement with our stakeholders is essential for the growth of the business. By understanding their
expectations and responding to their concerns, we aim to strengthen our stakeholders’ confidence in us. Stakeholder engagement
is also integral to how we assess most material issues towards our sustainability performance.
We regularly engage with our stakeholders through surveys, meetings, town hall meetings, formal partnership and focus groups
(see Table 2).

Senior
Management

Suppliers and Doctors/Nurses


Service Providers Employees
1
10
2
Investors and
Intermediaries 9 Shareholders
IHH
Healthcare 3

8
Stakeholder
Local Engagement
4 Academia
Communities
7
5
6
Regulators Patients

Accreditation
Bodies

Table 2: Stakeholder Groups and Methods of Engagement

Methods of Engagement

1 • CEO Council Meeting 5 • Patient Satisfaction Survey 9 • Ad-hoc insurance clarification/


requests
2 • Town Hall Meeting 6 • JCI Audit and Inspection • Claim Review Meeting
• Council Meeting • MSQH Audit and Inspection • Stewardship/Renewal Meeting
• Focus Group Session • NABH Audit and Inspection • Hospital Empanelment
• Employee Engagement Survey • MoH Audit and Inspection • Collection and Process
• Physician Meeting improvement for claims
7 • Formal correspondence,
• Board Meeting meetings and during visits by 10 • Periodic meetings for
3
• Annual General Meeting (AGM) the regulators to the healthcare product information/
facilities new product introduction
• Extraordinary General Meeting
(EGM) • Tender Briefing and
8 • Community-based healthcare Clarification Session
• Investor Conference services and programmes
• Purchase Committee
• Town Hall Meeting • News bulletins on conventional negotiation with suppliers
4
and digital media, TV and radio
• Dean/Faculty Meeting
• Staff Barometer Survey

62 IHH Healthcare Berhad | Annual Report 2017


IDENTIFYING
MATERIAL MATTERS

The risks and opportunities involved in In 2016, we analysed survey responses In 2017, as part of our endeavour to
shifting towards greater sustainability from our stakeholders who participated identify materiality and to build capacity
present the organisation with complex in the engagement, resulting in a on sustainability, we carried out
multi-dimensional and sometimes materiality matrix that depicted the an internal assessment with IHH’s
interconnected issues. Therefore, by matters of significance to our business management in Malaysia, Singapore,
developing a robust understanding of and stakeholders. Turkey and India.
what issues are material to our operations,
We believe that it is important to The outcome of these discussions was
to the environment and to our communities,
assess IHH’s material sustainability a list of our material sustainability matters
we can better prevent or mitigate these
matters every year in order to study as presented in Table 3. The material
risks and gain access to the opportunities.
any changes in prioritisation and to matters were then deliberated and
Identifying material matters is the process address those matters that recur as a prioritised using the weighted ranking
of identifying EES risks and opportunities. high priority. method by our SMC and SWG, to configure
our Materiality Matrix (see Figure 1).

Table 3: Key Material Matters and Indicators for IHH


Material Sustainability Matters Key Indicators
• Patient and family safety • Patient Satisfaction Survey • Disaster preparedness plan
OUR
• Patient satisfaction/expectation • Laboratory readiness • Rational use of medicine
PATIENTS
• Food quality • Epidemic response plan • Patients’ menu
• Emergency preparedness
• Privacy of medical records
• Availability of beds
• International healthcare services
OUR • Employee welfare • Compliance to Minimum • Different types of training:
PEOPLE • Availability of skilled manpower Wage Order Mandatory, Technical,
• Training development • Employee distribution by Professional Competence,
• Talent retention gender and age Leadership, Personal
• Specific on-the-job training Development and External

• Ethics and integrity • Whistleblowing Policy • Incident reporting


• Employee health and safety • Code of Conduct and mechanism
OUR • Higher hospital infrastructure and Business Ethics • Security steering committee
ORGANISATION employee insurance  cost • Occupational Health, • DOSH Reported Incidents
• Compliance and  regulatory risks Safety and Environmental • Rate of Injury
• Security and asset protection Committee • Lost Time Injury
• High maintenance cost • Safety and Health Policy • Approved Vendor Listing
• Vendor and supplier development • Tender Evaluation Criteria
• Management of human rights across
the value chain
• Transparency

• Energy conservation • Energy conservation • Rainwater harvesting system


OUR • Hazardous waste management initiatives • Waste management
ENVIRONMENT • Carbon emissions • Green building certification • Energy consumption
• Green design and construction (LEED, GBI, Green Mark) • Using alternative energy
• Waste disposal • Energy audit resources
• Plastic waste management • Changing conventional
• Water availability lighting to LED lighting
• Innovation
OUR • Community development • Free health screening • Health awareness campaign
COMMUNITY
• Affordable treatment and • Khazanah IHH Healthcare • Volunteer jobs in old folks’
accessibility to medical treatment Fund home and abandoned
for our local community children’s home

IHH Healthcare Berhad | Annual Report 2017 63


Sustainability

IDENTIFYING
MATERIAL MATTERS

IHH’S MATERIALITY MATRIX (2017)

Figure 1: Materiality Matrix for IHH

9 7 1
8 5 4
8 17 3 2
6
14 9
24 13
7 22 15
Importance to Stakeholder

18 12

6 25 23 19 11

5 20
16
29 10
26 21
4
28 27

2 30

0
1 2 3 4 5 6 7 8 9
Importance to Business Operation

1 Patient and family safety 10 Talent retention 18 Higher hospital infrastructure 25 Management of human rights
2 Compliance and regulatory risks 11 Availability of skilled manpower and employee insurance cost across the value chain
3 Patient satisfaction/expectation 12 Availability of beds 19 Vendor and supplier 26 Transparency
4 Emergency preparedness 13 Privacy of medical records development 27 Carbon emissions
5 Security and asset protection 14 Ethics and integrity 20 Food quality 28 Plastic waste management
6 Hazardous waste management 15 Training and development 21 Innovation 29 Affordable treatment and
7 Employee health and safety 16 Waste disposal 22 Water availability accessibility to medical
23 Employee welfare treatment for our local
8 International healthcare services 17 High maintenance cost community
9 Energy conservation 24 Green design and construction
30 Community development

Based on the Materiality Matrix, we Table 4: Top 10 Material Sustainability Matters and corresponding SDGs
have selected our top 10 material
sustainability matters (Table 4). Top 10 Material Sustainability Matters Relevant SDGs
Throughout our sustainability
statement, we have described our 1 Patient and family safety
approach in addressing these material
matters and thereby strengthening the 2 Compliance and regulatory risks
corresponding six SDG Focus Areas
that IHH has selected to embed in the
3 Patient satisfaction/expectation
organisation’s processes and activities.

4 Emergency preparedness

5 Security and asset protection

6 Hazardous waste management

7 Employee health and safety

8 International healthcare services

9 Energy conservation

10 Talent retention

64 IHH Healthcare Berhad | Annual Report 2017


OUR PATIENTS

Building quality,
safe and sustainable
healthcare services
for our patients

IHH Healthcare Berhad | Annual Report 2017 65


Sustainability

OUR PATIENTS

IHH is committed to ensuring that the clinical services provided throughout


our hospitals are efficient and effective with a focus on patient safety and
satisfaction. The International Clinical Governance Advisory Council
(“ICGAC”), which is part of our clinical governance framework, was
established to provide best-in-class healthcare services to our patients.
The ICGAC is an apex advisory committee, which acts as the Advisor to
the Board on areas related to clinical care and quality.

PATIENT SATISFACTION In circumstances where a downward Singapore and Turkey. Our hospitals


SURVEY performance trend is experienced or in India are currently in the process
foreseen, robust action plans have of implementing a standardised patient
In IHH’s Materiality Matrix in 2016,
been executed for continuous feedback and calculation methodology
both “patient and family safety” and
improvement and to maintain the across all units based on what is
“patient satisfaction” were identified
performance of the indicators. practised in the aforementioned three
as high priority to both the management
home markets. India will be reporting
and the stakeholders. Similarly, in 2017, Table 5 displays the patient satisfaction
these scores starting January 2018.
both these materiality matters were of index for the first (Q1), second (Q2) and
high priority. We regularly seek patient third quarter (Q3) of 2017 for Malaysia,
feedback on our services in order to
identify their expectations and areas
where we fall short. The satisfaction Table 5: Patient Satisfaction Index for Q1, Q2 and Q3 (2017)
levels of our patients are measured
through the Patient Satisfaction Country Patient Satisfaction Index
Survey, the results of which are
2017 Q1 Q2 Q3
reported to Senior Management
on a quarterly basis. Malaysia 88.5% 87.7% 89.9%
Singapore 88.9% 89.8% 88.8%
Turkey 89.2% 90.4% 90.7%

As a healthcare provider, IHH has developed plans and procedures across all
four home markets towards ensuring, amongst others, the rational use of
medicine, food quality, laboratory readiness, epidemic response and disaster
preparedness. IHH recognises the importance of these G4 specific sector
indicators as it improves public healthcare effectiveness.

RATIONAL USE OF MEDICINE World Health Organisation (“WHO”),


Globally, inappropriate drug use has have been launched on a global scale.
been recognised to cause an increased To address these issues, IHH in Malaysia,
frequency of side effects, costlier Singapore, Turkey and India ensures that
treatments and other complications. its hospitals provide their patients with
In order to encourage rational drug use a well-balanced diet and insists on
and create awareness, various rational practising the rational use of medicines.
drug use campaigns, initiated by the

Clear labeling of drugs enhances dispensary operations.

66 IHH Healthcare Berhad | Annual Report 2017


Country Rational Use of Medicine

Malaysia and Multidisciplinary committees have been set up to coordinate policies and monitor the use of medicines
Singapore
• Medical Advisory Board
• Medical Quality Assurance Committee
• Therapeutics and Infection Control Committee (“TICC”)
• Pharmacy and Therapeutic Committee
The Pharmacy Division tracks the usage of antibiotics such as Carbapenems4 and Vancomycin5 and reports
this to the TICC.
• Upon admission, the Pharmacist will perform medication reconciliation where prescribed medications are
reconciled with the patient’s own medications taken prior to admission to look out for duplication,
omission or an unintentional change in the dosage or dosage regimen.
• A Pharmacist will check the prescription for the appropriateness of the drug, dosage regimen, route of
administration, drug interactions, therapeutic duplication and potential cross allergy.
• A Pharmacist will provide counselling on the proper use of medications to the patient.

Turkey The Group-wide Medication Committee and Clinical Pharmacists (permanent members of the Infection and
Patient Safety Committee) monitor the rational use of medicines. Additionally, all medication orders have to
be approved by a Clinical Pharmacist.
As part of the discharge process, Acibadem nurses provide detailed education to the patients and provide
them with a Patient Information Form along with the Discharge Form to guarantee correct usage of these
drugs. Additionally, the e-prescription system mandates certain information pertaining to medications for
the order to be valid.
Acibadem developed AStore, an electronic order system that works in conjunction with the automatic drug
supply and dispensing system, enabling operational efficiency and patient safety and ensuring the rational
use of medicines.
The ‘Rational Antibiotic Use Campaign’ led by Acibadem Healthcare Group’s Medical Director and the
Chairman of the Infection Control Committee was launched in 2017, targeting healthcare professionals and
the general public.
The Campaign focuses on respiratory tract infections, specifically those related to the paediatric age group,
and a compact guideline for the treatment of respiratory tract infections has been developed.
Most of Acibadem’s Physicians are permanent staff with only 5 per cent of all admissions being treated by
external Physicians/visiting staff. As a result, it is relatively easy to enforce and ensure the aforementioned
rational drug use measures are practiced across operations.

India The responsibility to prescribe the right medication rests with the admitting Doctor (resident or otherwise)
for inpatients. This is supervised by the Head of Department during daily rounds.
The Chief Nursing Officer and Medical Director randomly inspect case papers to check if the prescribed
medications are administered in the right quantity and frequency.
The Medication Use Manual defines the procedures for ordering, dispensing, prescribing and storing as
well as for the reporting process in the case of medication error. The Medication Management team
monitors compliance to Medication Management policies and ensures safe practice in medication use,
which includes blood components, radioactive substances and implants.

4. Carbapenems are antibiotics used for the treatment of infections known or suspected to be caused by multidrug-resistant bacteria.
5. Vancomycin is an antibiotic used to treat a number of bacterial infections. The World Health Organisation’s List of Essential Medicines features
the most effective and safe medicines needed in a health system and Vancomycin is on the list.

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Sustainability

OUR PATIENTS

Country Rational Use of Medicine

India Gleneagles Global Hospitals have the following policies in place to ensure the rational use of medicine in
all their hospitals:
• Policy on the use of psychotropic and narcotic substances
• Policy on the use of chemotherapeutic agents
• Policy on the use of radioactive drugs; and
• Antimicrobial policy.
The Antimicrobial6 Policy ensures the following:
• Uniform standards and treatment protocols
• Antibiotics relevant to the type and sensitivity of organisms that are prevalent locally are chosen
• Restriction of indiscriminate use in order to prevent the emergence of drug resistance
• Monitoring of the utilisation of restricted antibiotics.
The Infection Control Team (Hospital Infection Control Committee Chairperson, Hospital Infection Control
(“HIC”) Nurse, HIC link Nurses, HIC Officer and Infectious Disease Specialist), along with the Clinical
Pharmacist, closely monitors the rational use of antibiotics as a part of the Antibiotic Stewardship
Programme. This policy is reviewed yearly and is applicable across all units of the hospital.
Continental Hospitals follows the Antimicrobial Stewardship Programme, which aims to promote and
measure the use of the appropriate agent, dose, duration and route of administration of antimicrobial
agents. Monitoring is done by Clinical Audit teams from the Infection Control and Pharmacy Department
through the restricted antimicrobial forms for 14 restricted antimicrobials.
The importance of the rational use of medication is reinforced to all the Consultants during Continual
Medical Education (“CME”)7 and during internal clinical meetings. There is a module on Medication
Management in CME for nurses as well, and it is one of the initiatives towards rational medication use
in nursing.

FORMULATING PATIENT MENUS
The quality, nutritional value and sustainability of food has become one of the factors by which patients exercise choice when selecting
their healthcare providers. Healthier, more sustainable food in our hospitals helps improve patient recovery time and also encourages
positive lifestyle changes outside the hospital for our patients, leading to a positive impact on their health and well-being, as well as on
our environment. With this in mind, IHH hospitals provide patient menus that list healthy and nutritious food options and comply with
the food quality standards prevalent in Malaysia, Singapore, Turkey and India.

Country Patient Menus

Malaysia and Patient menus are planned based on the principles of a healthy, well-balanced diet, and meal portions are
Singapore based on what is recommended for the general Asian population.
Special consideration is given to reduce saturated fat, trans fat and sodium content by limiting the use
of processed food. When needed, a patient’s menu is also individually tailored to complement his or her
medical treatment.
All our food products are procured from vendors certified by Singapore’s Agri-Food and Veterinary
Authority in Singapore or Malaysia’s Ministry of Agriculture who are appointed through a tender process.
This ensures the safety of our food supply, including in terms of the use of additives and preservatives in
food products and also in terms of food products made from genetically modified food crops.

6. Antimicrobials are those agents that destroy or inhibit the growth of microorganisms, especially pathogenic microorganisms.
7. Continuing Medical Education (CME) refers to a specific form of continuing education that helps those in the medical field maintain competence
and learn about new and developing areas of their field.

68 IHH Healthcare Berhad | Annual Report 2017


Country Patient Menus

Malaysia and Annually, each vendor will be assessed for product quality and suitability based on a list of
Singapore evaluation criteria.

Turkey APlus, Acibadem’s food and beverage subsidiary, only works with suppliers that are certified by Turkey’s
Ministry of Agriculture, Food and Livestock.
Production permits and licenses are required from the companies prior to entering any contracts, and, in
order to maintain their certificates, producers need to undergo periodic controls and tests by the Ministry.
APlus has developed specifications for critical and high risk food groups, such as meat and flour, and
these documents spell out the colour, smell, taste, look, composition, hygiene, packaging, labelling,
transportation, storage, sampling and laboratory analysis requirements that suppliers need to meet for
their products.
APlus, during the course of using a product, conducts random sampling and analysis at accredited food
laboratories, and the analysis parameters include chemicals, such as lead, mercury, cadmium, arsenic and
melamine; pathogens, such as salmonella, e-coli, and genetically engineered organisms. Failure to meet
the standards in these tests is grounds for the rightful termination of contracts with such suppliers.

India The standard menu offered to patients meets the principles of a balanced diet.
Freshly prepared, nutritious and culturally customised food options are provided.
The Physician and the Nutritionist collaborate and consider the clinical condition of the patient in order to
make suitable dietary recommendations. Drug-food interaction and additional food supplement needs are
reviewed collaboratively by the Clinical Pharmacist, Nutritionist and Nurse Managers.
A Clinical Pharmacist is also involved in cross-checking the dietary pattern of the patient specific to his or
her medication management and the type of drug administered (antibiotics, anticoagulant, enteric coated
etc.). If any interaction is noticed, they inform the treating Consultant and educate the patient.
Surveillance of water and food quality is conducted regularly, and the reports of the same are presented in
the committee meetings. Deviations are reported immediately to the administrative team, and appropriate
measures are taken.
Inspection of kitchen and storage areas (dry and wet) is conducted regularly, and food handlers are
vaccinated for typhoid and other related communicable diseases.

EPIDEMIC RESPONSE PLAN, LABORATORY READINESS AND DISASTER PREPAREDNESS PLAN


At IHH, we recognise the importance of having a response plan for the rapid detection and containment of outbreaks of emerging
and dangerous pathogens, of incorporating laboratory readiness and of having a disaster management plan to ensure public health
safety and well-being. This section elaborates our plans and measures in place towards managing these risks in Malaysia, Singapore,
Turkey and India.

Country Epidemic Response Plan/Laboratory Readiness/Disaster Preparedness Plan

Malaysia and Parkway Laboratory Services (“PLS”) in Singapore and Pantai Premier Pathology (“PPP”) in Malaysia follow
Singapore the Parkway Corporate Pandemic Response Plan for the management of highly infectious specimens.
Highly infectious specimens are not examined in-house in PLS and PPP. They are sent to designated
testing laboratories in accordance with the directives provided by the Ministry of Health for individual
novel pathogens.

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Sustainability

OUR PATIENTS

Country Epidemic Response Plan/Laboratory Readiness/Disaster Preparedness Plan

Malaysia and An Early Detection System, Containment and Notification are the components of Malaysia and Singapore’s
Singapore Epidemic Response Plan to prevent the spread of infectious diseases.
Early Detection System: Patients are screened and health declaration forms completed as part of triage8
assessment at entry points (A&E department9, Admission Office, Day Surgery Ward and Endoscopy Centre).
Containment: Suspected or confirmed patients are promptly directed to isolation rooms for further
evaluation.
• Healthcare staff shall don appropriate personal protective equipment during contact with the patient
until a more definite diagnosis is made.
• A Rapid Response Team is activated to assist the healthcare staff to ”ring-fence” the patient and to
ensure proper infection control and housekeeping measures.
• Designated Nurses care for the patients, and there is a no visitor policy.
• Patients are transferred to a designated hospital as specified by the Ministry of Health (“MoH”) directive.
• The affected ward is locked down pending risk assessment.
• No visitors, no transferring of patients and no deployment of staff are allowed. The condition of patients
and staff is  monitored closely.
• Notification: Notify the MoH Surveillance Officer, Senior Management and Infection Control Officers of
suspected or confirmed patients with emerging and dangerous pathogens.
• Singapore has a communication, command and control structure, an additional component to its
Response Plan. The roles of designated committees and other bodies in response to the Disaster
Outbreak Response System Condition (DORSCON), a colour-coded framework that guides organisations
during a pandemic, are defined.
• As part of the Disaster Management Plan, disaster drills were conducted for all IHH hospitals in Malaysia.
• In Singapore, the disaster drills for all four hospitals were conducted in November 2017.

Turkey The Epidemic Response Plan describes the actions to control an epidemic, to prevent it spreading to
uninfected individuals and to prevent an epidemic from recurring. The plan covers infectious pathogens,
as well as chemical, biological, radiation and nuclear dangers that may occur as a result of accidents,
natural disasters or deliberate acts.
Every Acibadem hospital also has its own Disaster Preparedness Plan. The plan covers internal,
external and mixed events (that impact both the community and the hospital) and details communication
procedures, coordination with stakeholders, triage, physical measures to be taken, roles and
responsibilities, evacuation instructions, gathering sites, security controls and access to medical and
other supplies.
Disaster drills are performed on a regular basis in all Acibadem hospitals under the supervision of the
Group’s Quality Directorate at each location. From January to September 2017, across all 16 hospitals,
a total of 74 disaster drills were carried out.
Acibadem’s central laboratory, Labmed Clinical Laboratories (“Labmed”), has its own Disaster Preparedness
Plan. This Plan details the expectations, roles and responsibilities of the Disaster Commander and his/her
supporting personnel, all of whom work together during a disaster situation.

8. Triage is the process of determining the priority of patients’ treatments based on the severity of their condition.
9. A&E Department is the emergency department for patients requiring emergency care for serious and life-threatening illnesses.

70 IHH Healthcare Berhad | Annual Report 2017


Country Epidemic Response Plan/Laboratory Readiness/Disaster Preparedness Plan

India The Outbreak Policy defines the processes involved in managing and investigating an outbreak, the roles
of the committees involved (Infection Control Committee/Major Outbreak Control Group/Disaster
Management Committee) and the differentiation between an acute and non-acute outbreak.
The Disaster Management Plan at Gleneagles Global Hospitals defines the emergency codes and its
corresponding responses, the key personnel and committees involved (Disaster Management Committee/
Emergency Response Teams/Command Centre) and the details of the Disaster Management Plan in a flow
chart covering a range of actions from notification to solution management. Preparedness for area
specific disasters is also part of the Disaster Management Plan.
Continental Hospitals conducted disaster drills on 27 August and 30 October 2017, and Gleneagles Global
Hospitals conducted 18 out of the 20 disaster drills planned for 2017.
Asia Pacific Society of Infection Control (APSIC10): Continental Hospitals’ Central Sterile Supplies
Department (CSSD) was awarded “APSIC CSSD Center of Excellence Award 2015–2016” in February
2017 for demonstrating outstanding leadership in delivering quality disinfection and sterilisation services.

INTERNATIONAL HEALTHCARE SERVICES


In our efforts to strengthen the local economies of the regions where we have a strong healthcare presence and to widen the
scope of our business, we have invested considerably in developing infrastructure to facilitate specialised healthcare services
to international patients. This section covers our efforts to capture this market as we see the demand for our high-intensity and
specialised surgeries both in the country and overseas increasing in the years to come.

Topics Malaysia and Singapore Turkey India


Number of 79,738 30,000 7,000
international patients

Percentage of total 21% 10% 13%


revenue generated by
international patients

Dedicated departments International Marketing Acibadem Health Point, Patient Care Services Team
to manage international Department for IHH hospitals International Patient Centre,
patients in Singapore and Malaysia. International Call Centre

Awards won in 1. 2017 Asia Pacific Healthcare Acibadem was recognised as –


recognition of premium and Medical Tourism Awards one of the “Brands that Add
international healthcare 2. Mount Elizabeth Hospital wins Value to Turkey” and won the
services Hospital of the Year Asia Gold Award in healthcare
Pacific for the second time. category for its initiatives in
international healthcare
services at the Brand Turkey
organised by the Turkish
Exporters’ Association and
Turkey’s Ministry of Economy.

10. The Asia Pacific Society of Infection Control (APSIC) is a multi-national, voluntary organisation dedicated to the advancement of infection
control practices to reduce hospital associated infections, monitor and control emerging and re-emerging infectious diseases and improve
patient outcomes.

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Sustainability

OUR PATIENTS

Topics Malaysia and Singapore Turkey India


Availability of Singapore hospitals have Acibadem has multi-lingual Indian hospitals have in-house
multi-lingual staff different nationalities of patient representatives in its interpreters who can
and foreign language Nurses and translators. hospitals. The foreign converse in Arabic, French,
interpreters languages available are Russian and Kurdish.
Foreign languages are Bahasa
English, Arabic, Russian,
Indonesia, Vietnamese, Printed literature on the
Bulgarian, Romanian, Albanian,
Burmese, Bengali and Russian. facilities and menus is
Serbian, Croatian, Bosnian,
available in some of these
Georgian, Azerbaijani, German,
languages as well.
Dutch, French, Ukrainian,
Italian, Spanish, Macedonian, For other nationalities,
Kyrgyz, Kazakh and Uzbek. interpreters are sourced
depending on the demand
47 per cent of Acibadem’s
from Embassies/Consulates.
International Patient Services
staff in Turkey are foreigners. There are dedicated counters
and care services with
The transport department
language interpreters for
has dedicated staff who can
our international patients.
converse in English, Russian,
Arabic and Serbo-Croatian.
The International Call Centre
can receive international calls
in three main languages:
English, Arabic and Russian.
As of July 2017, the Centre
had received 11,984 calls in
these three languages and
had translated 29,509
medical reports.

Partnership with The Malaysia Healthcare Travel Turkey’s Ministry of Health, GHDx11, Ministry of Health
organisational bodies Council, State Tourism Board, Ministry of Finance, Ministry of of the United Arab Emirates,
Insurance and Third Party Culture and Tourism, Foreign the Kingdom of Bahrain,
Agency partners, Ministry of Economic Relations Board, the Sultanate of Oman and
Health of Bahrain, the Sultanate Health Business Council, Sri Lanka.
of Oman, Libya, the United Arab Istanbul Development Agency,
Emirates and overseas medical National Health Funds, NGOs,
concierge facilitator. Embassies, Consulates,
International Insurance and
Assistance Companies.

MALAYSIA competitiveness. The Malaysia catalyst for our Malaysian operations.


Malaysia has become an attractive Healthcare Travel Council confirms that Other reasons that attract international
destination for medical treatment for the international demand for Malaysian patients to our hospitals include our
patients coming from Indonesia, healthcare services is experiencing a differentiated ability to take on
Bangladesh and the Middle East year-on-year growth of 30 per cent. While complex cases, as well as our ongoing
due to factors, such as infrastructure our local patients continue to be our rejuvenation and expansion of
improvement, quality service and price primary growth driver, international existing facilities, such as Gleneagles
patients serve as an additional growth Kuala Lumpur and Gleneagles Medini.

11. Global Health Data Exchange (GHDx), by the Institute for Health Metric and Evaluation, is the world’s most comprehensive catalog of surveys,
censuses, vital statistics and other health-related data.

72 IHH Healthcare Berhad | Annual Report 2017


SINGAPORE TURKEY INDIA
The Asia Pacific Healthcare and Acibadem offers a comprehensive range Gleneagles Global Hospitals in India
Medical Tourism Awards recognises of services for international patients and offers end-to-end patient care services
organisations in healthcare that have visitors. It markets medical services and for its international patients. The
delivered quality healthcare services facilities in more than 45 countries, mainly international patients come primarily
across the Asia Pacific region. The in Europe, America, Africa, Russia, the from Oman, Bahrain, Bangladesh, Sri
award also recognises organisations Middle East and India. Along with the Lanka, Yemen, Kenya, Somalia, Sudan,
for their efforts in delivering quality care regional sales teams, it cooperates with the Maldives and Myanmar, as well as
and pushing the boundaries in meeting international insurance and assistance Europe and the US. In 2017, there was
the needs and expectations of their companies, thereby providing service to an increase in the flow of patients from
customers at every stage and in the clients directly. It mainly focuses on the United Arab Emirates, Saudi Arabia,
every interaction. countries within a four hour flight radius Ukraine and East African nations.
and runs its marketing activities mainly
In 2017, Mount Elizabeth Hospital, From the time of establishing contact
in neighbouring countries.
Gleneagles Hospital and Parkway Cancer with the hospital, the hospital has
Centre in Singapore were conferred the Today, it operates with a network of dedicated staff to help international
following awards. These awards have 40 representative offices in 36 cities and patients secure appointments, visas and
increased our access to the international 23 countries and is working on increasing travel and accommodation arrangements
market, especially within the this number to be closer to the patients. for the patient’s stay in India.
European Union. Acibadem employs dedicated staff to
Gleneagles Global Hospitals provide
organise consultations, diagnostic
international patients the option of
Mount Elizabeth Hospital Singapore services, billing and insurance, travel
receiving further consultations with
and lodging arrangements and language
1. Hospital of the Year Asia Pacific doctors via telemedicine12 and video
interpretation services for international
(second consecutive win) conferencing. The International Patient
patients and their companions.
2. Hospital of the Year Singapore Care Programme offers special services
Acibadem’s International Patient for patients and their families coming
3. Cardiology Service Provider of
Services Centre is a “one-stop” service from around the globe.
the Year (second consecutive win)
centre and offers healthcare services
4. Neurology Service Provider of Additionally, for the convenience of
from the day of request until the time
the Year international patients and their families,
the patients return to their home country.
travel desks and money changers are
Gleneagles Hospital Singapore The rapidly growing International Patient
available at the hospitals.
Services team comprises patient service
1. Transplant Service Provider of specialists and physicians, and they
the Year organise the “Healthcare Journey” of
2. Paediatric Service Provider of international patients according to
the Year their needs and expectations.
3. Orthopaedics Service Provider of the Acibadem Health Point (“HP”) was
Year (second consecutive win) launched to manage international
patient service processes, business
Parkway Cancer Centre
development studies, international
1. Oncology Service Provider of marketing and communication activities.
the Year Acibadem HP Lounge in Ataturk Airport,
which started in 2015, is where each
and every patient visiting the facilities
is initially welcomed and provided
with necessary information.
An additional service provided to
patients coming from countries close
by, like Bulgaria, is the international
transport service by Acibadem HP.
The vehicles are delivered upon the
request of the patient.

12. Telemedicine is the use of telecommunication and information technology to provide clinical health care from a distance.

IHH Healthcare Berhad | Annual Report 2017 73


Sustainability

OUR PEOPLE

Building
a sustainable
workforce

74 IHH Healthcare Berhad | Annual Report 2017


FAIR COMPENSATION The Group acknowledges that All IHH entities adhere to the Minimum
IHH currently employs more than competitive compensation packages Wage Regulations stipulated by the
35,000 people worldwide, and this and recognition of good performance country in which they function. The
figure is expected to rise in the next foster a high performing workforce. exception to this is Singapore where
decade. We believe that our employees As part of our talent retention and talent there is no national minimum wage
are our greatest asset, and they are management strategy, our performance regulation. Table 6 lists the minimum
a top priority in building the strength, structure is built to ensure pay levels for wage processes followed by our entities
performance and quality of our various job categories are competitive in their respective countries. Across all
healthcare services. We provide them externally and equitable internally. our operations, there is no differentiation
with opportunities to strengthen their The Group’s total compensation and between men and women with regard
skills regardless of gender and race, benefits package are regularly reviewed to standard entry wage.
a safe working environment and based on the employees’ qualifications,
competitive compensation packages. expertise, experience and job level.

Table 6: Minimum Wage Standard Disclosure

Division Compliance to Labour Law


Malaysia Minimum Wages Order 2016

Singapore The minimum standard entry level wage is based on market competitiveness. Information is gathered from
Collective Agreements of hospitals in Singapore and through salary surveys.

India State Level Minimum Wages 2015

Turkey Minimum wage levels set by Turkey’s Ministry of Labour. The standard entry level wage of a registered Nurse
compared to the current minimum wage depends on the location and the department. Compensation schemes
for Istanbul hospitals are slightly higher for Anatolia hospitals, given the higher cost of living.

LOCAL REPRESENTATION Figure 2: Percentage of Locals in Senior Management


AT THE SENIOR MANAGEMENT 
LEVEL
100
Most of our Senior Managers and leaders
of our Group are hired from the local
community as they understand and are 80
aware of the healthcare and education
needs of their country, taking into
60
account the diversity of cultures, values,
traditions and religions that exist within
the multi-racial population. Their 40
understanding of the regulatory
requirements governing the healthcare
and education sector further strengthens 20

their decision-making capabilities, which


is essential to maintain quality service
0
and compete in this sector on a local Malaysia Singapore India Turkey IMU
as well as global scale.
Local Non-Local
Figure 2 shows that Senior Management
is 100 per cent local in Turkey, India and
IMU, and, in Malaysia and Singapore, the
percentage of non-locals within Senior
Management makes up to 11 per cent and
20 per cent respectively.

IHH Healthcare Berhad | Annual Report 2017 75


Sustainability

OUR PEOPLE

WORKFORCE ENGAGEMENT Figure 3: Employee Distribution by Gender in IHH


AND DISTRIBUTION
Malaysia (%) Singapore (%)
IHH’s employee engagement initiatives
are aimed at strengthening our
connection with our employees and 27 28
collectively identifying mechanisms to 73 72
set up the right working environment for
them to work to the best of their ability
each day.
These initiatives strengthen the
commitment of our employees and their
motivation to achieve their personal
career development goals whilst
meeting IHH’s overall business goals
and targets. They also create an avenue
for employees to provide feedback and
innovative ideas that are taken into
consideration when making decisions Turkey (%) India (%)
for the Group.
Employee engagement surveys, town 45 56
halls, open-door engagement sessions, 55 44
employee wellness programmes, cultural
celebration events and educational
programmes are some of the employee
engagement activities undertaken at
IHH hospitals in Malaysia, Singapore,
Turkey and India, and in IMU.
Figure 3 represents the distribution of
employees by gender for our healthcare
workforce in Malaysia, Singapore, Turkey
and India, and in IMU.

IMU (%)

38
62

Male Female

76 IHH Healthcare Berhad | Annual Report 2017


Figure 4 displays the employee Figure 4: Employee Distribution by Age in IHH
distribution by age, (i.e. the percentage
of employees below 30 years, within Malaysia (%) Singapore (%)
30–50 years and above 50 years old)
for our healthcare workforce in Malaysia, 50 25
Singapore, Turkey and India, and in IMU. 41 56
9 19

Turkey (%) India (%)

41 50.5
48 46
11 3.5

Turkey India

IMU (%)

12
68
20

Below 30 yrs IMU yrs


30-50 Above 50 yrs

IHH Healthcare Berhad | Annual Report 2017 77


Sustainability

OUR PEOPLE

BUILDING TALENT exposure in both management and employees by providing them with the
Learning and development are hospital administration to young necessary support to chart their career
fundamental in building our commitment graduates. In providing on-the-job path with clear objectives and a timeline.
to quality care. Our programmes are training, MAP improves graduate Employees participating in IDP find the
designed for all levels of the workforce performance, and this reflects positively programme useful and rewarding.
within the industry. The Management on our patient satisfaction levels. The The Group provides annual feedback on
Associate Programme (“MAP”) and performance of the 10-15 Management employee performance. Performance and
Individual Development Plan (“IDP”) Associates that are hired annually by appraisals are used to identify individuals
at IHH provide on-the-job training the Group is evaluated through a of high potential and to identify the
and career development opportunities 360 Degree Feedback process by specific training required for respective
for young graduates and senior their supervisors and colleagues, and the employees through Learning Needs
professionals, as well as for the outcome and progress of this programme Analysis. This analysis is an assessment
leadership team. MAP is a structured are periodically reported to Management. to identify the gaps between employees’
development programme that offers IDP, on the other hand, is built to aid the actual performance levels and expected
on-the-job training and multidisciplinary individual professional development of performance levels.

Malaysia and Singapore


Types of Training Attendees Description
• Performance Management Training Malaysia and These training programmes equip the people with an
• 7 Habits for Highly Effective People Singapore Staff understanding of the value of our patients and how to
• Service Excellence Programme approach them and include topics such as the importance
of good listening skills and positive body language, effective
methods of handling complaints and how to recognise and
deal with different patient characteristics.

• Basic Life Support Certification Malaysia and These skill-based training programmes are essential towards
Training Singapore Nurses* teaching competency skills and preparing the Nurses to
• Nurse Manager’s Leadership provide a range of quality healthcare services to patients.
Programme
• Basic Critical Care Training
Programme
• Structural Perioperative Training
Programme
• Management and Supervisory Skills
Training
• Productivity and Quality-Related Skills
Training
• Technical Service Skills and IT Skills
Training
• Professional Academic Certifications
Training
• Overseas Seminars and Conferences

• Sponsorship Aid for education Malaysia and Nurses who choose to pursue a part-time degree or Masters
Singapore Nurses in Nursing can apply for sponsorship aid from the organisation.
This sponsorship extends to Post Basic and Advanced
Diplomas, with additional allowances for Nurses who complete
their Post Basic and Degree courses successfully.

* Nurses in Malaysia and Singapore are required to complete at least 32 hours of training each year.

78 IHH Healthcare Berhad | Annual Report 2017


IMU TURKEY to view offered programmes and
The academic staff at IMU are offered Under the HR Directorate, a schedules, attend classes online, study
programmes, such as Fundamentals dedicated Employee Education material, take tests, communicate with
of Teaching and Learning in Health and Development Department with other employees and trainers via chat
Professions Education, a Clinical 12 full-time equivalents (“FTE”13) has rooms, establish their personal education
Education Workshop, a Small Group been set up, and it is responsible for and development portfolio and access
Discussion (Problem-Based Learning), carrying out Acibadem’s commitment to internal and external content on a wide
a Mentoring Students and an E-Learning capacity and competence building and range of topics.
License Workshop, Good Clinical staff advancement. Below  is a summary Given their pivotal role in healthcare
Practice, Research Project Management of the types of training provided to delivery, the Nursing Directorate has
and an International Medical Education the staff. had its own Training and Development
Conference. Programmes, such Department since 2002, and the Clinical
80 per cent of the mandatory training
as the Effective Managers Programme Nurse Educator position was established
provided in 2017 was in-class training
and Coaching for Performance, are in 2004. Currently, the department has
and 20 per cent was through distance
offered to Heads of Departments 20 FTEs, headed by a Nurse Manager
learning. Distance education is
and Managers. The average hours who is a post-graduate trained education
conducted via Acibadem Academy,
of training per academic staff in specialist. On average, Acibadem nurses
the proprietary e-learning platform.
2017 was 34. get around 15 hours of training
Accessible through the company’s
intranet, this portal enables employees per month.

Turkey
Types of Training Attendees Description
• Fire Safety All Staff To create a culture of safety and compliance throughout
• Healthcare Law the organisation.
• Disaster Preparedness
• Patient Rights and Responsibilities
• Quality Management Training

• Psychology of Leadership Management Staff To support personal development and advancement of


• Reporting Techniques managerial capabilities.
(Advanced Excel)
• Forward and Backward Feedback
• Situational Leadership
• Coaching Skills in Team Management
• Communication Workshop

• Competency Based Interview Directors and These training programmes cater to the roles, challenges and
Techniques Assistant Directors responsibilities associated with senior management.
• New Vision in Changing
Financial Geography
• Managerial Competencies in
VUCA14 Era
• Managing Egos
• Corporate Change and Innovation
• Presentation Techniques in English
and Conflict Management

• Hand Hygiene All Relevant Staff To ensure the highest standards of professional competence.
• Information Safety and Confidentiality
• Environment and Waste Management

13. FTE or full-time equivalent is a unit that indicates the workload of an employed person in a way that makes workloads comparable.
14. VUCA stands for volatility, uncertainty, complexity and ambiguity.

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INDIA
In India, the training opportunities
provided to the staff include Nursing
Management of Clients with Intra-Aortic
Balloon Pump (IABP), International
Patient Safety Goals, Ward Management:
Leadership Training, Regular Induction
Programmes and Communication
Etiquette. While International Patient
Safety Goals, Communication Etiquette
and Regular Induction Programmes
are provided for all employees, training
like Ward Management: Leadership
Training is specifically for Nurses,
Ward Secretaries and Floor Managers.
Figure 5 displays the number of
employees from all the IHH hospitals
in India that have attended the
aforementioned training from January
to August 2017.
Mrs. Bindu George (Director of Nursing) giving away awards at the Nurses Day celebration

Figure 5: Number of employees attending training


from Jan–Aug 2017

2500

2000

1500

1000

500

0
Nursing International Ward Regular Communication
Management Patient Safety Management: Induction Etiquette
of Clients Goals Leadership Programmes
with Intra-Aortic Training
Balloon Pump (IABP)

80 IHH Healthcare Berhad | Annual Report 2017


OUR ORGANISATION

Building a culture
of sustainability
throughout our
organisation

IHH Healthcare Berhad | Annual Report 2017 81


Sustainability

OUR ORGANISATION

BUILDING WORKPLACE SAFETY Occupational Safety and Health in providing a safe and secure workplace
We recognise that health, safety and Committees and other effective measures for our employees, patients, visitors,
security-related concerns affect the ability unique to each of our locations have contractors and other stakeholders.
of our employees to effectively perform been introduced. This section covers the See Table 7 for a summary of these
their duties. Safety and Health Policies, initiatives in Malaysia, Singapore, India safety measures.
Incident Reporting mechanisms, and Turkey that reflect our commitment

Table 7: Health and Safety Committees in Malaysia, Singapore, Turkey and India

Country Committees and other safety measures Role of the Committees and other safety measures
Malaysia Security Steering Committee • Assists in the development and enhancement of security
measures and safety systems at work
• Reviews the effectiveness of the security measurement and
programmes
• Studies the trend of incidents related to security and safety
in the workplace and reports them to the employer
• Conducts ad-hoc investigations into major security-related
incidents.

Each of the 14 hospitals has an Responsible for overseeing and coordinating all matters
Environment, Health and Safety Committee relating to occupational health and safety.
As per Malaysia’s Occupational Safety and Health Act
(“OSHA”) 1994 requirements, the Environment, Health and
Safety Committees meet once in three months.

IMU Safety and Health Committee (“SHC”) Responsible for supporting and ensuring that safety and
health related strategies are effectively implemented.
This committee meets on a quarterly basis to report on the
safety incidents that occur within IMU facilities and to discuss
possible preventive measures.
Internal reviews are conducted to ensure compliance with
OSHA 1994.
As per OSHA’s requirements, SHC shall not meet less than
once in three months.

Singapore Facility Management and Safety • Reduction and controlling of hazards and risks
(“FMS”) Committee • Prevention of accidents and injuries
• Maintaining safe conditions

Two FTEs monitoring workplace safety and FTEs report the workplace safety and health activities and
the health of the organisation measures to the FMS Committee.

Seven Environment of Care Plans: The FMS committee reviews systems, work processes
and procedures to support the objectives of these seven
• Workplace Health and Safety
Environment of Care Plans and identifies system risk issues,
• Security Management recommends strategies and mitigates the risks by conducting
• Hazardous Materials and Waste proactive risk assessment for each hospital at least once
Management every year.
• Emergency Management
The FMS Committee meets once every two months.
• Fire Management
• Medical Technology Management
• Utility System Management

82 IHH Healthcare Berhad | Annual Report 2017


Country Committees and other safety measures Role of the Committees and other safety measures
Turkey • A Group-wide Occupational Health, Responsible for overseeing and coordinating all matters
Safety and Environment (“OHSE”) relating to occupational health and safety.
Committee
These committees meet at least four times a year and when
• OHSE committees for each of the entities needed.
that has more than 50 employees
• One OHSE Committee at each of the
hospitals

India Hospital Infection Control Committee Prevention measures for Needle Stick Injury (“NSI”) and Blood
and Body Fluid (“BBF”) exposure include vaccination and
screening. As a precaution to contain infection, isolation is
observed for affected staff.

Hospital Safety Committee Manages and governs radiation exposure, cytotoxic and
radioactive exposure, chemical spill exposure and work
place injury.

Internal Complaints Committee Manages and governs harassment and gender issues. Human
Resources, Heads of Departments and the Appellate authority
are the process owners of this.
Governs Annual Health Checks specific to occupational health
issue prevention and protection and insurance cover for
treatment and emergencies, if needed.

Ad hoc Sentinel15 Events Team The team usually consists of at least six or seven senior
employees of Gleneagles Global Hospitals, who are subject
matter experts relevant to the sentinel event.

Risk Management Policy Covers all occurrences16 and near misses17 involving staff,
service users, patients, visitors, contractors or any others to
whom the healthcare organisation owes a duty of care.

Occurrence Reporting There are two systems of reporting within the hospitals. One
involves the Patient Safety Officer and an ad hoc Sentinel
Events Team to address the issue at hand. The other involves
the Safety Manager.*

Health and Safety Committee The Occupational Health and Safety Committees of the
Gleneagles Global Hospitals in India meet once in
three months.
The Risk and Safety Management Committee of Continental
Hospitals meets on a bimonthly basis.

* The second system of occurrence reporting is presented in a flow chart in Figure 8.

15. A sentinel event is defined as any unanticipated event in a healthcare setting resulting in death or serious physical or psychological injury to a
patient that is not related to the natural course of the patient’s illness.
16. Occurrence is any event or circumstance which could have or did lead to unintended or unexpected harm, loss or damage to a patient, member
of staff or visitor, a Trust, its property assets, its reputation or the environment.
17. Near miss is where an occurrence or combination of circumstances did not result in actual harm, loss or damage but had the potential to cause
loss or harm.

IHH Healthcare Berhad | Annual Report 2017 83


Sustainability

OUR ORGANISATION

OCCUPATIONAL HEALTH AND SAFETY COMMITTEE STRUCTURE


Malaysia
Each hospital in Malaysia has its own Occupation Health and Safety Committee. As an example, Figure 6 displays the organisational
structure of Gleneagles Kota Kinabalu’s Committee for Environmental and Safety Services. The other 13 hospitals in Malaysia follow a
similar structure wherein top management and employees are well represented.

Figure 6: GKK’s Environmental and Safety Services Committee structure


Environmental and Safety Services Committee

Chairman

Radiation Infection Control Hospital Emergency Environmental Safety and


Committee Committee Response Team Health Committee

Employee Employer
Representatives Representatives

IMU
The IMU Safety and Health Committee (SHC), which was established in 2003, is responsible for supporting and ensuring that safety and
health related strategies are effectively implemented. Figure 7 describes the structure of IMU’s SHC and the line of reporting therein.

Figure 7: Organisational structure of IMU’s Safety and Health Committee


IMU Safety and Health Committee

Chairman

Safety and Health


Officer

Secretary

Equal representation from Equal representation from Invitees: Other persons to


management non-management discuss any matter pertaining to
Occupation Safety and Health

Singapore • Plant Operations Turkey


The members of the FMS Committee • Biomedical Equipment At the Group-wide Occupational Health,
include the Chairperson, Vice • Environmental Service Safety and Environment Committee, the
Chairperson, Workplace Safety and • Security HR Director is the Committee’s Chairman
Health Officer, Laboratory Safety Officer, • Nursing and the Quality Director its Secretary.
Radiation Safety Officer and Infection • Fire Safety The Administrative Affairs and
Control Officer. The FMS committee
• Hospital Operations Support Services Director, IT and
also consists of representatives from
• Food, Nutrition and Beverage Technical Services Director, Medical
the following departments:
Affairs Assistant Director, Operating
Rooms and Cardiac Surveillance Units
Coordinator and a hospital director are

84 IHH Healthcare Berhad | Annual Report 2017


the other members of the group-wide India investigation of serious occurrences
OHSE committee. The tenets of the Risk Management as defined in this policy.
At each hospital, the OHSE committee Policy on safety are: • To prepare the organisation
is chaired by the Hospital Director or to understand the causes that
• Open reporting of all adverse underlie any past occurrences and
Physician in Chief, and the HR Manager occurrences, accidents and near
is the Committee Secretary. Other in order to change the organisation’s
misses. systems and processes to reduce
members include the Occupational
• To have a positive impact in the probability of such an event
Safety Specialist, Occupational Health
improving patient care, treatment from recurring.
Physician, Clinical Quality Specialist,
and services and preventing
Patient Relations Representative, a charge- • To maintain the confidence of
sentinel events.
nurse and employee representatives. the public, hospital staff and
• To approach occurrence investigations
A total of 310 members serve in entity- accreditation organisations in
systematically, as set out in this policy,
level OHSE committees, 58 of whom the accreditation process.
and in particular the thorough
are workforce representatives.

Figure 8: Flow chart representation of Occurrence Reporting (India)


Occurrence

Report immediately to Head of Department (HOD) and Safety Manager informs committee members
Safety Manager within 24 hours using the Occurrence Report Form of sentinel event

Safety Manager along with the respective Incident clinically reviewed


HOD investigates the incident by the committee

Occurrence investigated and report completed. It is then shared Produce recommendations so that
with the committee members such incidents are not repeated

The recommendations are officially conveyed to all the Audit at 1 month for implementation and
Departments for speedy implementation within the set time frame after 6 months to assess impact

SAFETY AND SECURITY INCIDENT REPORTING


In all of our hospitals there is a process Department of Occupational Safety looking into targeted measures to
in place for reporting and recording and Health (“DOSH”). reduce workplace hazards.
work-related injuries. Work-related
injuries in our hospitals are mostly from IMU Turkey
slips, falls, collisions and heavy lifting. In the case of IMU, for the first half of None of the work-related injuries during
2017, no work-related incidents or the reporting period were fatal. The
Malaysia injuries reportable to DOSH occurred. occupational injuries included slips, falls,
In Malaysia, investigations on workplace stumbling upon equipment and sometimes
injuries are conducted by the Safety Singapore minor injuries due to heavy-lifting.
Officer. Any incidents that are clinical, There were no fatal injuries reported
i.e. related to needle pricks or infection- from the four hospitals in Singapore for India
related, will be investigated by the the first eight months of 2017. However, Although work-related injuries were
Safety Officer and the Infection Control it was noted that the main causes of reported within the hospitals in 2017,
Committee. In complying with the injury are slips, trips and falls, being none of the injuries resulted in lost time
Occupational Safety and Health Act 1994, struck by moving objects and injury injury. The causes of injury included
these incidents that have resulted in lost caused by manual handling. The Work needle stick injury (“NSI”), falls and blood
time injury18 will be reported to the Safety and Health (“WSH”) team is and body fluid (“BBF”) exposure.

18. A lost time injury (LTI) is an injury sustained by an employee that will ultimately lead to the loss of productive work time.

IHH Healthcare Berhad | Annual Report 2017 85


Sustainability

OUR ORGANISATION

OUR SUPPLY CHAIN organisation policies. For healthcare to meet the Service Level Agreement
products, such as medical consumables (“SLA”) and Key Performance Indicator
IHH mandates that all suppliers and
and devices, vendors must be registered (“KPI”) in maintenance-support-turnaround
vendors to the organisation are approved
with the local health regulatory body and time as part of the overall Tender
by and registered with the relevant local
licensed to supply the approved products Evaluation Criteria, which include
regulatory body for the sale of health
or services to the organisation. As such, vendor credibility, technical capability
products. It is IHH’s practice to procure
these vendors supplying healthcare and cost competitiveness.
from duly approved and registered local
suppliers as preferred vendors, which will products or services to the organisation This trend is also reflected in our
support the local community while meeting are likely to be those with local presence procurement operations in Turkey,
the Group’s business needs, including or registered with the local health where 97 per cent of supplier payments
lowering operating costs and reducing regulatory body and hence qualified to be in the first quarter of 2017 were made to
our carbon footprint. Our preferred included in the organisation’s Approved local suppliers.
suppliers are those who are ethical and Vendor Listing.
committed to sustainable development In India, we also select local suppliers,
In the case of IMU, for certain projects, and this is true even for high-end
and have a track record of Health, Safety
the selection of a local supplier is crucial medical equipment as these transactions
and Environmental (“HSE”) competence.
in delivering local on-site maintenance are routed through a local distributor.
At the Group Level, all suppliers are support within a reasonable and shortest
selected via proper vendor assessment lead time, and because it is economically
and evaluation processes as per advantageous. By doing so, they are able

Safety and security protocols are overseen by each hospital’s Occupation Health and Safety Committee.

86 IHH Healthcare Berhad | Annual Report 2017


OUR ENVIRONMENT

Building environmental
sustainability

IHH Healthcare Berhad | Annual Report 2017 87


Sustainability

OUR ENVIRONMENT

Identifying environmental risks and the concept of a “healthy building” in GBI NRNC: HOSPITAL was developed
opportunities within the healthcare terms of a building’s performance in collaboration with the Ministry of
sector has become a salient part of (i.e. indoor air quality, thermal comfort, Health and Healthcare Technical
achieving sustainability. This year we lighting quality and acoustics). Research Services Sdn. Bhd. It is a bespoke rating
have included, within the scope of shows that the hospital environment tool developed specifically for hospitals
sustainability reporting, the initiatives can provide healing benefits for and covers six key criteria: energy
that have been introduced in IHH patients when it is well-connected to efficiency, indoor environmental quality,
towards improving our environmental the outside environment and has good sustainable site planning and
performance. natural lighting. management, materials and resources,
water efficiency and innovation.
This section covers three main Malaysia
categories: Green Building, Waste Below is a summary of the sustainable
Gleneagles Kuala Lumpur has been
Management and Resource Consumption. features within Gleneagles Kuala Lumpur
built and outfitted in accordance to
that led to it being awarded the Gold
GREEN BUILDING Green Building Index19 standards.
GBI Certification.
The new annexe is built with the idea of
To achieve sustainability, IHH has promoting sustainability and environmental
addressed challenges with regard to its consciousness from the ground up. In
hospital buildings, including growing fact, Gleneagles Kuala Lumpur’s new
complexity, inefficient management and Block B obtained a Gold GBI rating.
low building performance. WHO defines

Sustainable Features in Gleneagles Kuala Lumpur

• Use of low Volatile Organic Compound (VOC) products and non-urea formaldehyde products.
• The use of LED lights, energy efficient lighting control measures and the use of presence sensor controlled lighting to optimise
energy saving.
• Set up the Green Maintenance Team to maintain green features.
• The use of energy efficient LED lights reduces strain on the eyes, ensuring greater patient comfort, while reducing the carbon
footprint.
• 100 per cent use of water from rainwater harvesting and condensate collection for irrigation.
• Use of water efficient fixtures with a Water Efficiency Labelling Scheme (“WELS”) rating. We target to reduce annual potable
water consumption by > 50 per cent.

Singapore Every aspect of the hospital’s design The 73,797 sq. m (Gross Floor Area21)
Mount Elizabeth Novena Hospital has was carefully considered for the eco-friendly facility is expected to
incorporated a range of environmentally prospect of a green building. The achieve energy savings of more than
friendly features that led to it being hospital was constructed with lush 4 million kWh per year.
awarded the Green Mark20 Platinum green aerial gardens, extensive
Besides numerous sustainable features
Award in 2012, which is the highest landscaping and natural light flowing
(listed below), Mount Elizabeth Novena
award in the Green Mark rating system, through single-handed canted rooms,
Hospital is also the first private hospital
requiring a Green Mark Score of 90 as well as clean air quality through the
in Singapore to implement a paperless
and above. innovative air-handling system.
documentation system.

Mount Elizabeth Novena Hospital- Green Mark Platinum Award

• Water efficiency and management systems that achieve water savings of about 30 per cent as compared to a conventional
building.
• The building features a green roof, which helps to maintain a constant temperature of 34-36°C.

19. Green Building Index (GBI) is Malaysia’s first comprehensive green rating system for buildings and towns, created to promote sustainability in the
built-environment and raise awareness of environmental issues.
20. The Green Mark Scheme was launched by the Building and Construction Authority in January 2005 to promote environmental awareness in the
construction and real estate sectors.
21. Gross Floor Area (GFA) is the total floor area inside the building envelope, including external wall and excluding the roof.

88 IHH Healthcare Berhad | Annual Report 2017


Mount Elizabeth Novena Hospital- Green Mark Platinum Award
• A climate responsive intelligent façade design reduces heat gain inside the building by more than 20 per cent, resulting in
a minimised cooling load and a reduction in the energy required to keep the building cool.
• The use of energy-saving lamps, lighting controls and occupant-sensing lighting systems with high efficiency is expected to
achieve total lighting energy savings of about 24.5 per cent.
• The selection of an energy efficient air-conditioning system for the main hospital building with efficiency of 0.625KW/ton.
• The use of energy efficient LED lights reduces strain on the eyes, ensuring greater patient comfort, while reducing the
carbon footprint.
• Installed integrated photovoltaic green technology.

Turkey
Acibadem Altunizade Hospital is a LEED22 Gold Certified Green Hospital. By abiding with the requirements in the LEED checklist (listed
below), Acibadem Altunizade stands out as a facility that consumes power and water efficiently, ensuring that natural resources are
used effectively and the environment is not harmed.

Acibadem Altunizade Hospital- LEED Gold Certification


• Energy consumption is reduced by installing energy-saving features.
• Water consumption is reduced for landscaping areas.
• Rainwater, indoor grey water and condensate are recycled and used.
• Natural resource usage is increased.
• Daylight usage is increased.
• Inner air quality and quantity are increased.
• Healthy and low emission materials are used.
• Increased efficiency of building users is targeted.
• Three hybrid-operating theatres among a total of 18 operating theatres. In the hybrid operating rooms of the hospital, surgeons
will be able to use a hybrid operation system that integrates three different diagnostic units (3 Tesla MRI, 128-Slice CT and
Robotic Angiography devices) with connection to three operating rooms.

India
With more than 700 beds, Continental Hospitals is one of the largest multi-specialty hospitals in India, and it is the first multi-specialty
hospital in India to be LEED certified. To be LEED certified, the hospital is required to meet specific standards in the following areas:
sustainable sites, water efficiency, energy and atmosphere, materials and resources, indoor environmental quality, innovation in
design and regional priority credits.

Success of Continental Hospitals in Sustainability

• Continental Hospitals is LEED certified for being a green building.


• Continental Hospitals obtained Green OT Certification23 for its efforts in restricting environmental degradation and ensuring
minimal surgery-related complications. The certification focuses on five elements: the hospital’s commitment towards optimum
patient and environment friendly OT designs, pre-operative activities, during operation and post-operative activities and training
and awareness amongst hospital staff.
• Continental Hospitals was awarded with the “Green Hospital of the Year” at the India Green Business Summit and Awards on
19 January 2014 by the Knowledge Resource Development and Welfare Group.

22. LEED (The Leadership in Energy and Environmental Design) green building rating system, developed by the U.S. Green Building Council (USGBC)
in 1998, provides a suite of standards for environmentally sustainable construction.
23. Green OT (Operation Theatre) is a certification from Bureau Veritas, a global certification agency that ensures the quality and safety parameters
for patients and healthcare workers in the operation theatres.

IHH Healthcare Berhad | Annual Report 2017 89


Sustainability

OUR ENVIRONMENT

WASTE MANAGEMENT dependent on the hospital’s occupancy collector swaps the used waste bin for a
Our healthcare facilities have waste rate and the types of procedures carried new bin.
management policies and waste out at the hospital, is closely monitored.
Clinical waste management in IHH strictly
management plans but they differ to suit Malaysia complies with Malaysia’s Environmental
each country’s waste management Quality (Scheduled Wastes) Regulations
regulations and requirements. Proper The two types of waste generated by
2005. Figure 9 is a graphical representation
waste segregation is carried out at the hospitals in Malaysia are clinical and
of the total weight of clinical waste
hospitals with specific training provided domestic waste. The domestic waste is
generated by IHH hospitals in Malaysia
to the staff and Standard Operation collected daily by the municipal collector
from January to May 2017, and  Figure 10
Procedures (“SOP”) to be followed. Waste while the daily collection of clinical waste
represents the total weight of domestic
management is largely outsourced to is done by a certified outsourced
waste generated by IHH hospitals in
licensed and certified waste collectors. scheduled waste collector by using a
Malaysia from January to May 2017.
The quantity and type of waste, which is bin exchange system, where the waste

Figure 9: Total Weight of Clinical Waste generated by IHH Malaysia Hospitals from Jan–May 2017

Total Weight of Clinical Waste (kg) Total Weight of Clinical Waste (kg)

18,000

15,000

12,000

9,000

6,000

3,000

0
PHSP PHP GPg PHI PHM PHK PHKL PHC PHA GKL PHBP PHAK GMH GKK

Jan Feb Mar Apr May

Figure 10: Total Weight of Domestic Waste generated by IHH Malaysia Hospitals from Jan–May 2017

Total Weight of Domestic Waste (kg)

300,000

250,000

200,000

150,000

100,000

50,000

0
PHSP PHP GPg PHI PHM PHK PHKL PHC PHA GKL PHBP PHAK GMH GKK

Jan Feb Mar Apr May

90 IHH Healthcare Berhad | Annual Report 2017


IMU waste are segregated within the Singapore by waste category. The
Waste at IMU is mainly generated from hospitals prior to the waste collector amounts of general, cytotoxic and
the practical lab sessions done by IMU collecting them. The waste is disposed biohazard waste generated by IHH
students. IMU waste can be categorised by engaging an NEA24 licensed waste Singapore hospitals are displayed in
into two types: clinical and chemical collector to manage the waste safely Figures 12, 13 and 14 respectively.
waste. Clinical waste is discharged from and in compliance with the pollution Currently, only Gleneagles Hospital
departments, such as the research lab, standards under the Environmental Singapore recycles their waste and the
multi-disciplinary labs (“MDLs”) and the Protection and Management Act. weight of their recycled waste is shown
oral healthcare and clinical skills and Table 8 shows the disposal method in in Figure 15.
simulation centre. Chemical waste is only
generated by the research lab and MDLs. Figure 11: Total Weight of Clinical and Chemical Waste disposed by IMU from
Jan–Jun 2017
The disposal of both kinds of waste
are outsourced to certified waste Total Weight of Waste (kg)
management contractors. The waste
codes for clinical and chemical waste are
SW 404 and SW 421 respectively, as has 2000

been defined by the Waste Segregation


Guidelines published by Malaysia’s
Ministry of Health. 1500

Figure 11 shows the total weight of


clinical and chemical waste that was
disposed by IMU from January to 1000

June 2017.

Singapore 500
The waste generated at IHH Singapore
hospitals is categorised into three
types: general waste, cytotoxic waste 0
and biohazard waste. All these types of Jan 17 Feb 17 Mar 17 Apr 17 May 17 Jun 17

Table 8: Disposal Method by Waste Category in IHH Singapore Hospitals

General Cytotoxic Bio Hazard Pharmaceutical Radiation Infectious Recycled


MNH NEA NEA NEA NEA NEA NEA x
Licensed Licensed Licensed Licensed Licensed Licensed
Waste Waste Waste Waste Waste Waste
Collector Collector Collector Collector Collector Collector

MEH NEA NEA NEA x x x x


Licensed Licensed Licensed
Collector Collector Collector

PEH NEA x NEA x x x x


Licensed Licensed
Collector Collector

GEH NEA NEA NEA x x x NEA


Licensed Licensed Licensed Licensed
Collector Collector Collector Collector

24. A National Environment Agency (“NEA”) licensed waste collector is a waste collector that has obtained the a Waste Disposal Facility License from
NEA and the Singapore government and complies with the pollution control standards under the Environmental Protection and Management Act.
IHH Healthcare Berhad | Annual Report 2017 91
Sustainability

OUR ENVIRONMENT

Figure 12: Monthly General Waste generated by IHH Singapore Hospitals (Jan–Aug 2017)

General Waste Generated (‘000 kg)

250

200

150

100

50

0
Jan 17 Feb 17 Mar 17 Apr 17 May 17 Jun 17 Jul 17 Aug 17

GEH PEH MNH MEH

Figure 13: Monthly Cytotoxic Waste generated by IHH Singapore Hospitals (Jan–Aug 2017)

Cytotoxic Waste Generated (‘000 kg) Total Weight of Clinical Waste (kg)

0
Jan 17 Feb 17 Mar 17 Apr 17 May 17 Jun 17 Jul 17 Aug 17

GEH PEH MNH MEH

Note: PEH does not have Cytotoxic Waste, Radioactive Waste or Chemical Waste.

92 IHH Healthcare Berhad | Annual Report 2017


Figure 14: Monthly Biohazard Waste generated by IHH Singapore Hospitals (Jan–Aug 2017)

Biohazard Waste Generated (‘000 kg)

75

60

45

30

15

0
Jan 17 Feb 17 Mar 17 Apr 17 May 17 Jun 17 Jul 17 Aug 17

GEH PEH MNH MEH

Figure 15: Monthly Waste recycled by IHH Singapore Hospitals (Jan –Aug 2017)

Waste Recycled in Gleneagles Hospitals (‘000 kg)

3.5

2.8

2.1

1.4

0.7

0.0
Jan 17 Feb 17 Mar 17 Apr 17 May 17 June 17 Jul 17 Aug 17

IHH Healthcare Berhad | Annual Report 2017 93


Sustainability

OUR ENVIRONMENT

Turkey
Acibadem’s primary goal in terms of environmental consciousness is to produce the least amount of waste possible. The wastes are
separated by type at the source and are stored and disposed of following the requirements of Turkey’s Environmental Law (No. 2872
and No. 18132) and Acibadem’s internal policies and procedures. Table 9 outlines the types of waste generated and the disposal
methods, including waste recycling efforts.

Table 9: Waste generated at Acibadem Facilities, Disposal Methods and Recycling

Types of Waste Disposal and Waste Recycling Method


Harmless waste • Domestic waste • Domestic waste is collected and disposed of by
• Packaging materials municipalities

Infectious waste • Medical waste • Medical waste is picked up by the city’s licensed company
for sterilisation or incineration

Dangerous waste • Battery and power supply waste • Batteries are delivered to the Portable Battery Producers
• Electronic waste (keyboards and and Exporters Institution for appropriate disposal
monitors) • Waste power supplies are delivered to companies
• Cytotoxic waste licensed by Turkey’s Ministry of Environment and
• Pharmaceutical waste Urbanisation.
• Laboratory liquid waste • Electronic waste is delivered to licensed companies which
• Contaminated package waste remove the recyclable parts and offer them for reuse.
• Pressured container waste • Medical waste is picked up by the city’s licensed company
• Fluorescent lamp waste (mercury for sterilisation or incineration.
containing waste) • Cytotoxic and pharmaceutical waste, laboratory liquid
• Absorbent materials contaminated with chemicals, contaminated packages, pressured containers,
dangerous substances fluorescent wastes, materials contaminated with
• Paint waste dangerous substances, paint, anti-freeze and oil filters are
• Anti-freeze waste delivered to licensed companies to be incinerated.
• Oil filter waste • Mineral oil wastes are delivered to licensed companies for
• Mineral oil waste oil refining and other uses.
• Herbal oil waste • Vegetable oil wastes are delivered to licensed companies
for oil refining and other uses.

Expired medicines, a common issue users to plan consumption accordingly pharmacies, where they are given
in hospitals, have to be disposed as and undertake actions to prevent to the public, free-of-charge. As per
dangerous waste and collected by wastage. One such action is sharing Acibadem’s by-laws, none of these
licensed companies in special close-to-due-date medications across safe/usable medications can be used for
containers to avoid soil contamination. locations based on demand and or charged to other patients. Expired
Acibadem utilises a Pharmaceutical utilisation frequency. narcotics are delivered to Provincial
Tracking System that includes the due Health Directorates following a stringent
Another process in place to minimise
dates of each medication. At the tracking system in order to prevent
wastage of this kind is the collection
beginning of each month, a report is abuse of a controlled substance
and donation of unusable
generated showing the items with due amongst staff and community.
pharmaceuticals to municipality
dates closer than 180 days. This enables

94 IHH Healthcare Berhad | Annual Report 2017


India
In India, the Biomedical Waste (Management and Handling) Rules 1998 mandate that hospitals, clinics and other medical and veterinary
institutes treat and dispose of biomedical waste in a proper manner, to prevent any adverse effect it may have on humans and the
environment. The methods of waste disposal are different for different categories of waste. Hence, the segregation of waste is a
necessary step before disposing it. In IHH hospitals in India, waste is segregated into yellow, white, red and black bags to be stored and
disposed according to the requirements of the Pollution Control Board. Details of the colour (indicating the type of waste) and its disposal
method are described in Table 10.

Table 10: Waste Categories and Disposal Methods at IHH India

Waste Category Disposal Method Colour Coding


• Human anatomical waste Incinerable Waste Yellow
• Animal anatomical waste
• Soiled / Infected Waste
• Discarded medicine and Cytotoxic Waste
• Chemical Waste
• Discarded linen, mattresses and beddings
contaminated with blood or body fluid
• Micro-Biology and Bio-Technology Waste

• Liquid Waste Pre-treat and discard Separate collection system leading to


into wastewater effluent treatment system

• Sharp Waste Outsourced for safe disposal White (Translucent) puncture-proof,


leak-proof and tamper-proof containers

• Disposable items, such as tubing, Autoclavable waste Red


bottles, intravenous tubes and sets,
catheters, urine bags, gloves, shoe
covers, aprons, syringes and vacutainers

• General waste Municipal collection Black

• Glassware (broken/discarded/ Outsourced for safe disposal Blue


contaminated glassware, including
medicine vials and ampoules) and Metallic
Body Implant waste

RESOURCE CONSUMPTION still needed to keep life support consumption is challenging. However,
Hospitals are typically large buildings machines and other necessary IHH has introduced measures to mitigate
that conduct several energy-intensive healthcare equipment running in order the unnecessary use of electricity and
activities, including sophisticated to sustain human life. If hospitals cannot improve energy efficiency in our
heating, cooling and ventilation supply power in such situations, patients’ operations in Malaysia, Singapore, India
system, computing, medical and lives, especially those who are seriously and Turkey, which has in turn reduced
laboratory equipment use, sterilisation, ill or injured, are at risk. As a result, our carbon footprint and operating costs.
refrigeration activities and laundry, as backup generators, powered either by Additionally, our hospitals in different
well as food service activities. diesel or natural gas, are a necessity for countries have researched and
our hospitals. experimented with different initiatives
Hospitals are the communities’ life that can lower electricity consumption
support system in both times of crisis Creating a balance between the high-
without jeopardising the safety of
and times of general healthcare needs. demand of energy required to run our
our patients.
If a power outage occurs, vital power is operations and reducing our

IHH Healthcare Berhad | Annual Report 2017 95


Sustainability

OUR ENVIRONMENT

Malaysia
With the commissioning of new buildings, increased licensed beds and inefficient heating, ventilation and air conditioning (“HVAC”)
in some IHH hospitals, our energy consumption increased by 10.84 per cent from 2015 to 2016. We recognise that reducing energy
consumption is a challenge, given the nature of our activities and business, and, to overcome this challenge, we have taken
definitive steps and initiatives towards reducing energy consumption in IHH hospitals in Malaysia.

Initiatives to Reduce Energy Consumption


• A 2008 study based on an end-use energy breakdown for hospitals in Malaysia revealed that lighting contributes a major
fraction of total energy consumption (about 36 per cent), followed by medical equipment (about 34 per cent). Therefore,
we have installed LED lighting for all hospitals, which has led to a 20-30 per cent reduction of electricity consumption in
each hospital.

• The Sustainability Achieved Via Energy Efficiency (SAVE) Rebate Programme for Chiller by SEDA25 has been approved in a few
hospitals (PSP 2016, GKL 2015, PHAK 2014). With this programme, we changed our existing hospital chillers with new energy-
efficient chillers to save refrigerants. For every tonne of refrigerant saved, RM 200 will be rewarded by SEDA.

• We have conducted energy audit26 for all 14 hospitals to reduce energy consumption.

• We have set up energy committees in all 14 hospitals to monitor their electricity consumption and to decide on new plans and
policies to reduce energy consumption.

• We have upgraded our backup generators to high-efficiency generators to reduce diesel consumption.

• For the six energy-intensive hospitals (GKL, GPg, GHM, PHP, PHKL, PHAK), an Energy Audit Conditional Grant (embarked under
the “RMK-11 Energy Efficiency Projects 2016-2020”) has been approved by SEDA. The condition of this Grant is to achieve a
total energy savings of 15 per cent in three years with 2016 as the baseline.

The electricity consumption for HVAC systems. Furthermore, energy Achieved Via Energy Efficiency (SAVE)
Gleneagles Penang and Pantai Hospital intensive activities, such as laundry, Rebate Programme for Chiller by
Ayer Keroh are compared by using medical and lab equipment use, SEDA as an example of how an energy
Specific Electricity Consumption (“SEC”). sterilisation, computer and server use intensive IHH hospital has reduced its
SEC is obtained by dividing electricity and food service and refrigeration electricity consumption with the Energy
consumption (kWh) by total patient activities increase with an increase in Audit Conditional Grant. The average
census27 to obtain the electricity the number of patients. Hence, we are SEC for the baseline and current
consumption per in-patient per day. taking the number of patients/patient period is 184.2 kWh/In-Patient Day and
Electricity consumption increases with census into account when looking at the 178.17 kWh/In-Patient Day respectively.
the increasing number of patients and electricity consumption of our hospitals. There has been a 3.3 per cent reduction
visitors  that occupy the buildings daily. of electricity consumption in the SEC of
Figure 16 compares the SEC between
In hospitals, the staff and patients’ use Gleneagles Penang.
the baseline reporting period
of equipment and lighting drives our
(July to December 2016) and current Figure 17 shows the average SEC of
demand on the electric grid, through
reporting period (January to June 2017) Pantai Hospital Ayer Keroh from Jan–Jun
direct energy demand and the need to
in Gleneagles Penang, Sustainability 2017 is 116.7 kWh/In-Patient Day.
dissipate waste heat generated by

25. The Sustainable Energy Development Authority of Malaysia (“SEDA”) is a statutory body formed under the Sustainable Energy Development
Authority Act 2011 (Act 726). The key role of SEDA is to administer and manage the implementation of the feed-in tariff mechanism, which is
mandated under the Renewable Energy Act 2011.
26. An energy audit is a systematic process to understand how and where energy is being used, to explore how to manage it and to identify the
energy savings potential.
27. Total patient census reflects the total number of patients treated during the 24-hour period.

96 IHH Healthcare Berhad | Annual Report 2017


Figure 16: SEC of Gleneagles Penang between Baseline Figure 17: SEC of Pantai Hospital Ayer Keroh from
and Current Reporting Period Jan–Jun in 2017

Comparison of SEC between Baseline and Comparison of SEC between Baseline and
Current Period Current Period

250
150

200 120

150 90

100 60

50 30

0 0
1st Month 2nd Month 3rd Month 4th Month 5th Month 6th Month 1st Month 2nd Month 3rd Month 4th Month 5th Month 6th Month

SEC Baseline (kWh/In-Patient Day) SEC Current (kWh/In-Patient Day) SEC (kWh/In-Patient Day)

Upgrade to High Efficiency Backup IMU Figure 18 compares the electricity


Generator: In the case of a blackout, a Energy Conservation Initiatives: consumption in year 2016 with that of 2017.
backup generator is vital to keep our IMU focuses on improving its energy A reduction of 7.61 per cent to 16.73 per cent
medical and life support equipment efficiency as a measure towards energy in electricity consumption is observed
running for our patients’ safety. However, conservation. IMU has implemented a when comparing 2016 and 2017 readings
we recognise the negative impact a backup new project to replace all conventional on a monthly basis.
generator has on the environment as it fluorescent lamps with LED lights, which
runs on diesel. As a result, we have are more energy-efficient. The electricity
upgraded the backup generators in readings showed a reduction of at least
Gleneagles Penang, Pantai Hospital 50 per cent in per kilowatt hour (kWh)
Sungai Petani, Pantai Hospital Penang after switching to LED.
and Pantai Hospital Kuala Lumpur.
Another energy conservation measure
Water Consumption: Rainwater undertaken by IMU has been to limit how
Harvesting (“RWHT”) systems have been long the chillers are kept running, and,
installed to accumulate the deposition during weekends, the decision on whether
of rainwater for reuse in the hospitals. to operate the chillers depends on events,
Currently, an RWHT system is installed if any, and requires approval. In this way,
in Block A of Pantai Hospital Kuala IMU has mitigated the wastage of energy IMU’s Pandan Serai Cafe, awarded Grade A and
Lumpur and Block B of Gleneagles in running the chillers unnecessarily. given a 4-star rating by DBKL Health and Environment
Kuala Lumpur to reduce non-potable Department, epitomises effective resource consumption.
water consumption.

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Sustainability

OUR ENVIRONMENT

Figure 18: Comparison of IMU Electricity Consumption in 2016 and 2017

IMU Electricity Consumption and Reduction 2016 vs 2017

350000

300000

250000

200000

150000

100000

50000

0
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

2016 2017 Variance Saving %

Singapore
The energy performance of a commercial building is measured by its Energy Use Intensity (“EUI”), which is the energy a building uses in
one year divided by its total gross floor area. The EUI of healthcare facilities in Singapore generally increased by 10 per cent from 2008 to
2017 due to Singapore’s ageing population needing the use of more medical equipment. However, IHH Singapore emphasises reducing
its hospitals energy consumption and, to this end, has implemented energy-saving initiatives. Figure 19 displays the energy consumption
(kWh) of IHH Singapore hospitals from November 2016 to April 2017.

Figure 19: Electricity Consumption in IHH Singapore (Nov 2016 – Apr 2017)

Electricity Consumption (kWh)

2500

2000

1500

1000

500

0
Nov 16 Dec16 Jan 17 Feb 17 Mar 17 Apr 17

GEH PEH MNH MEH

98 IHH Healthcare Berhad | Annual Report 2017


Initiatives to Reduce Energy Consumption
• Mount Elizabeth Hospital (MEH) has installed LED lighting, which has resulted in SGD20,000 savings per annum compared to
the January 2014 baseline expenditure.
• Gleneagles Hospital Singapore (GEH) has installed LED lighting, which has resulted in SGD7,000 savings per annum compared
to the January 2017 baseline expenditure.

Gleneagles Hospital Singapore’s LED lighting plan extends to its operating theatres.

Turkey
Under the auspices of the Technical Services Directorate, there is a dedicated Energy Management Department headed by a Manager
and staffed by two energy specialists. The department’s areas of responsibility include energy consumption, energy production and
energy market intelligence/market research (to support purchase and technology decisions).
Energy conservation is a top concern, and the Energy Management Department continuously monitors and periodically releases reports
on electricity, natural gas and water consumption by location.

Initiatives to Reduce Energy Consumption

• All hospitals, except Ankara, Bodrum, Kocaeli and Taksim, use co-generation systems where electricity is generated using
natural gas. The systems produce hot water as a side product, which is then utilised in the boilers for heating and taps/showers.
This removes the need for additional energy consumption for water-heating. Co-generation diversifies Acibadem’s energy
sources, reducing its dependency on electricity, and is less costly compared to retail electricity.
• Increased use of renewable energy sources when it is possible to do so. For example, Acibadem Bodrum Hospital, which is
located on the sunny Aegean coast, is equipped with solar panels that are used for hot water supply.
• Robust infrastructure built by employing automation systems for energy, heating/cooling and lighting. These systems enable
coding-in parameters (related to time, work load, location, temperature, etc.) that automatically regulate the operation of lights,
heaters, coolers and other devices.
• Widespread use of isolation materials to minimise leakage of heat and cool air. Thermo-protective coating in the external
façade, hot water pipes, collectors, flanges and valves help maximise the effective and efficient operation of air handling
units and climatisation systems.
• Sealant technologies and pressure control mechanisms in faucets, toilet flushes and reservoirs minimise leakage and optimise
water consumption.
• LED lights and sensor-activated illumination to increase energy efficiency for lighting purposes.

IHH Healthcare Berhad | Annual Report 2017 99


Sustainability

OUR ENVIRONMENT

Acibadem Project Management is the negotiations and contract management Figure 20


Group subsidiary that constructs all of retail electricity. A percentage break-
Acibadem facilities, and it is dedicated to up of Acibadem’s electricity savings can be Acibadem Electricity Savings (TL)
using the latest sustainable technologies seen in Figure 20. Accordingly, energy
and materials. In fact, the Group’s most costs (electricity, natural gas, diesel and 82
recent in-patient facility, Altunizade water), which used to constitute close to 15
Hospital, which opened in March 2017, 3 per cent of the revenue were reduced 3
is a LEED Gold Certificate recipient, to 1.64 per cent, year-to-date 2017.
recognised for its resource efficiency Water Consumption: The main source
and environmental performance. of water supply for Acibadem facilities is
In our older buildings, Acibadem piped municipal water (however it is not
Technical Services Directorate upgrades generally potable and has to be treated
infrastructure continuously to bring it for human consumption). Another source
up-to-date and more energy efficient. is wells, depending on the water table
In fact, the Group has achieved level and quality. Our facilities in Bodrum,
significant strides over the past four Bursa, Eskisehir, Adana, Kayseri and our
to five years in energy efficiency. corporate headquarters use wells. Co-generation
Although 20 per cent of the total amount
Negotiations and contract
According to the Group’s Energy of water consumed is well water, it management of retail electricity
Efficiency Report of Q1 2017, savings constitutes only 5 per cent of the total Energy productivity intiatives
amounted to 95,000 TL28 from energy water consumption cost because well water
productivity initiatives; 2,468,284 TL supply is around 40 per cent more cost
from co-generation and 454,512 TL from effective than the piped municipal supply.

India
Healthcare is one of the fastest growing sectors in India. As per India’s Ministry of Power, there is a huge potential for energy savings in
hospitals and healthcare institutions. After manpower and cost of consumables, energy expenditure is a significant issue that healthcare
providers focus on. IHH India has been studying and working on initiatives to cut costs and also contribute to reducing its carbon footprint
as shown below.

Initiatives to Reduce Energy Consumption

• Aware Gleneagles Global Hospitals, LB Nagar, Gleneagles Global Hospitals,


Lakdi-Ka-Pul and Continental Hospitals in Hyderabad have upgraded 90 per cent
of CFL bulbs to LED, while Gleneagles Global Health City, Perumbakkam in
Chennai is in the process of installing LED lighting in its hospital.
• Aware Gleneagles Global Hospitals, LB Nagar, Continental Hospitals and
Gleneagles Global Hospitals, Parel are exploring renewable and alternative
energy sources, such as solar and wind.
• BGS Gleneagles Global Hospitals, Kengeri in Bengaluru and Gleneagles Global
Health City, Perumbakkam in Chennai will undergo energy audits as a measure to
reduce their energy consumption.

Turkey’s energy costs were reduced to 1.64 per cent from


close to 3 per cent of revenue, year-to-date in 2017.

28. The Turkish lira (TL) is the currency of Turkey.

100 IHH Healthcare Berhad | Annual Report 2017


OUR COMMUNITY

Building resilient
communities

IHH Healthcare Berhad | Annual Report 2017 101


Sustainability

OUR COMMUNITY

We recognise that the SDGs embrace communities that are vulnerable and per SDG 3 (Good Health and Well-Being)
all aspects of health, and, through our in need of support. IHH carries out its and SDG 16 (Peace, Justice and
community engagement programmes corporate social responsibility (“CSR”) Strong Institutions).
and activities, we aspire towards not to create a positive impact on society
In terms of funding, the Khazanah-
only realigning IHH’s present efforts while maximising the creation of shared
IHH Healthcare Fund (“the Fund”)
in relation to the 2030 Agenda but value for IHH and our stakeholders.
is a collective commitment towards
also towards investigating new ways
By improving accessibility to improving accessibility to healthcare
of accelerating gains already made in
healthcare services, increasing public services to the underprivileged and
improving health and well-being.
awareness about healthcare, improving vulnerable communities in IHH’s home
Through our outreach programmes in nutrition, funding community projects markets of Malaysia, Singapore and
Malaysia, Singapore, Turkey and India, and partnering with NGOs and local Turkey through a unified platform.
we deliver quality healthcare services councils, IHH aims to align its contribution
of enduring and sustainable value to towards community welfare in 2017 as The Fund was disbursed from 2013
and was closed at the end of 2017.
The Fund’s disbursement is managed by
a framework which allocates 70 per cent
for the Malaysia operations, 15 per cent
Improving
Accessibility
for the Singapore operations and 15 per cent
for Acibadem.
The Life Renewed Programme, IMU
Cares Programme and Acibadem’s
Dreams Coming True Programme are
Partnerships with Increasing three key programmes supported by
NGOs Awareness the Fund. These programmes are
Community
independently managed by the
Outreach
respective operating units within the
home markets of IHH. Table 11 shows
the healthcare distribution of the Fund
from January to May 2017 across the
two home markets of Malaysia and
Singapore. However, in the case of
Funding Nutrition
Turkey (also displayed in Table 11),
the Fund amount of RM7.5 million was
allocated for a period of five years.

Table 11: Distribution of Funds in Malaysia, Singapore and Turkey

Home Market Description of Activities Total Amount Sponsored/


Participants Raised (RM)
Malaysia Free medical treatment for beneficiaries of paediatric 58 RM873,457
cardiology, ophthalmology (cataracts), orthopaedic operations
(knee replacement surgery) and oncology surgery (breast cancer).

IMU Community healthcare programmes – Healthcare screenings, 1,531 RM96,777


community outreach programmes and communal
healthcare awareness.

Singapore Free cancer screening and medical treatment for needy 126 RM1,110,809
beneficiaries affected by the top cancers afflicting Singaporeans.

Turkey Fertility treatments and procedures to help couples conceive 2,500 RM7,500,000
through the Dreams Coming True programme.

102 IHH Healthcare Berhad | Annual Report 2017


Malaysia
Focus Area Description
Health Awareness In May 2017, Pantai Hospital Ampang organised its first “Health is Wealth” Carnival.
Organised with the aim of creating awareness of the importance and value of good
health, the hospital welcomed participants of all ages to a fun-filled carnival at Padang
Kelab Belia, Kampung Baru.
A host of health and wellness activities were held at the carnival including:
• Complimentary health screenings for blood pressure, body mass index and
glucose.
• Hospital staff interacted with participants to share the importance of health
screening as a preventive measure against common diseases and conditions,
like diabetes, obesity and heart disease.
A Flexi Clinic was also available at the carnival:
• Specialists from the hospital provided free consultations in the areas of
Orthopaedics, Optometry, Urology and General Surgery.
• These specialist-led sessions helped address many health concerns amongst
participants and offered insights into the benefits of regular health screening.
• The Doctors shared ways to identify risk factors and hereditary patterns, as
well as preventive actions for common illnesses that afflict Malaysian society.

Autism Awareness On 6 May 2017, Gleneagles Kuala Lumpur held a parenting talk “Raising Young
Khalifah with Autism” in collaboration with Young Khalifah29.
• A total of 100 participants took part.
• It was a full-day talk that addressed the challenges faced by parents of autistic
children.
• Speech therapy and occupational therapy trial vouchers were given to parents
who wished to sign up for the session.

Environmental Awareness Gleneagles Kota Kinabalu launched the “Clean City, Healthy Community” awareness
campaign with Kota Kinabalu City Hall30.
On 20 June 2017, a team of 58 hospital employees participated in cleaning up areas
surrounding the hospital, as well as areas surrounding KK Times Square, Imago
Shopping Mall and along the coastal highway.
Moving forward, the hospital, along with its partners, plans to organise clean-up
activities on a regular basis.

Flood Relief In November 2017, 100 staff were deployed from Gleneagles Penang, Pantai Hospital
Penang and Pantai Hospital Sungai Petani to provide relief and medical assistance
towards the well-being of displaced survivors.
The team of volunteers provided medical assistance to flood survivors, assessed
stroke patients and patients with minor injuries, covered several evacuation centres
and were involved in cleaning up more than 100 houses of flood victims.
Additionally, RM500,000 worth of medical supplies was deployed towards the flood
relief efforts.
The organisations that IHH worked alongside with in coordinating these relief efforts
were Mercy Malaysia, Sungai Petani Development and Security Committee and
Health District Office, Penang.

29. Young Khalifah is a company that markets Islamic products specifically for children. They design and produce creative and inspired products for
kids, mainly centered around Arabic and Islamic themes.
30. Kota Kinabalu City Hall, otherwise known as Dewan Bandaraya Kota Kinabalu (DBKK), is the city council of Kota Kinabalu in Sabah, Malaysia.

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Sustainability

OUR COMMUNITY

IMU
Focus Area Description Community Partner

Health Screening and Promoted proper oral hygiene practices. Conducted dental screening 1. My Father’s Home
Health Education and treated people with poor oral health. 2. Dignity for Children
Foundation
3. Bloomers Training
House

Promoted awareness about head lice infestation. Screened for and 1. Ti-Ratana
eradicated head lice infestation among children in an orphanage home. 2. Rumah Titian Kaseh

Cataract and/or glucose level screening for the elderly. 1. Rumah Victory Elderly
Home
2. Rumah Sejahtera Seri
Setia
3. PPR Salak Selatan
4. Persatuan Jagaan
Orang-Orang Kurang
Upaya dan Terbiar
Lovely

Promoted the awareness and prevention of dengue infection. 1. Rumah Victory Children
and Youth Home

Academic Education Improved the level of English among children. 1. Rumah Titian Kaseh
2. United Learning Centre
3. Kampung Sebir

Environment Promoted recycling and awareness about the proper and safe disposal 1. IMU (Self-run)
of used electrical waste.
Tree planting activities.

Living and Social Skills Provided caregiver training on taking care of the elderly. 1. Ti-Ratana
2. Rumah Charis
3. Rumah Victory
4. Rumah Sejahtera
Jimah, Lukut
5. Lovely Nursing Centre

Humanitarian Aid Raised RM203,000 for the event. 1. Home of Peace


2. Rumah Titian Kaseh

Flood Relief In November 2017, IMU donated five water jets costing approximately 1. Universiti Sains
RM2,000 to speed up the cleaning process undertaken by Asia-Pacific Malaysia
University-Community Engagement Network (“APUCEN”) volunteers
towards Penang’s flood relief efforts.

104 IHH Healthcare Berhad | Annual Report 2017


Singapore
Focus Area Description
Cancer Awareness On 19 March 2017, underprivileged Singaporeans were offered free cancer screening procedures by
Mount Elizabeth Hospital at Tampines Changkat Changi Community Centre.
Targeting the top cancers in Singapore, the hospital sponsored 49 mammograms, 40 colonoscopies
and 37 pap smears through the “Life Renewed” programme, the hospital’s CSR initiative supported
by the Khazanah IHH Healthcare Fund. The programme also sponsored those with positive
screening results for further cancer treatment.
A total of 126 procedures worth RM279,920 were sponsored through this one event, the first of a
series of such events planned for the rest of the year.

Nutrition On 27 May 2017, Mount Elizabeth Hospitals helped raise money for “Ride for Rations” (organised
by Bike-Aid), a donation programme set up to provide monthly food rations to needy families
and children.
The programme raised RM322,484 in donations to help 380 needy households and 200 school
going children at Sunlove Abode, a charity home for the intellectually disabled in Singapore.

Scholarships Mount Elizabeth Gleneagles Graduate Scholarship with Duke-National University of Singapore
(“NUS”) endowed a gift of RM6,260,000 to SingHealth Fund in support of scholarship awards for
financially needy Duke-NUS medical students and SingHealth Medical Student Talent Development
Award (“SMSTDA”) travel awards for deserving recipients from all three local medical schools.
Scholarships are valued at RM31,300 each and are bond-free while travel awards are valued at up
to RM9,390 each.
The Professorship in Medicine and Healthy Ageing (2015) and Professorship in Geriatrics (2000)
are two scholarships for which IHH Singapore has set up an endowment fund of RM9,390,000 and
a donation of RM4,695,000 respectively. The former enables NUS to appoint an expert in functional
ageing, which encompasses degenerative disorders of the bone, muscle and joints and nervous
system while the latter enables the University to engage eminent academics and clinicians who
help advance geriatric medicine in Singapore by facilitating teaching and research, as well as the
development of clinical and community care in geriatrics.

Turkey
Community Awareness • Dedicated resources to campaigns, publications, events, workshops and seminars and engaged in
Building Activities various mediums to increase awareness amongst the public on health-related issues.
• Table 12 provides a summary of the community outreach activities organised by Acibadem
hospitals and its corporate departments.

Sponsorships • Sports sponsorships have always been a key CSR area for the Group. As of Q1 2017, Acibadem
was the healthcare sponsor of eight Federations, 12 Turkish sports teams and 14 foreign
sports clubs.
• Recently, Acibadem became the official healthcare sponsor of the EuroLeague Final Four, a
Europe-wide top-tier level professional basketball competition.
• On 19 and 20 May 2017 and during the EuroLeague Final games, Acibadem organised a Basketball
Sciences Symposium in Istanbul with over 600 participants, including sports medicine specialists,
NBA team CEOs and players and leading sports experts.

Donations • Organised one blood drive from January to June 2017 and received 55 donors.
• In collaboration with a local NGO, the Acibadem Social Committee began a book donation
campaign among its employees to be donated to 15 underprivileged elementary schools in
15 cities of Turkey on 15 February 2017.
• As of May 2017, over 3,000 books were collected and delivered to needy children across
the country.

IHH Healthcare Berhad | Annual Report 2017 105


Sustainability

OUR COMMUNITY

Table 12: Acibadem’s Community Outreach Activities

Programme Description
Health Awareness Activities • Organ donation awareness activities
• 23 April 2017 – Turkey’s Children’s Day activities targeting paediatric
patients and the community
• Dental and vision screenings at local schools
• Cancer Week activities
• Heart Week activities
• Mother’s Day activities
• Children’s safety in traffic activities
• New Year’s activities for inpatients
• International hospital IVF day

Free Classes/Seminars • Hand hygiene seminars at local schools


• Oral hygiene seminars at local schools
• Healthy nutrition seminars at local schools
• Skin care in puberty seminars at local schools
• First-aid training to staff of local schools
• Diabetes School
• Birth Preparation Classes
• Pregnancy Yoga
• Yoga for cancer patients
• Seminars organised at local corporations
• Public seminars organised in collaboration with local municipalities
• Seminars organised within hospitals targeting patients and employees

Free Screening Programmes • Dental and vision screenings at local schools


• Euromelanoma skin cancer screening

Free Publication • Acibadem Life Magazine (since 2010)


• Acibadem Sports Magazine (since 2015)
• Pregnancy Diary
• Family Health and First Aid Encyclopaedia

Documentary/TV Show • In collaboration with NTV, a national network, Acibadem has been producing
a weekly documentary-drama chronicling real life medical cases since
December 2015.
• Titled “Life Renewed”, 25 episodes have been aired so far with huge
success with ratings around 1.65, compared to 0.4-0.5 for documentaries on
the channel, and reaching over 500,000 viewers weekly with a total of
12.5 million viewers nationwide.
• The mini documentary series featured many interesting cases, raising
awareness on diagnosis and treatment of congenital disorders, cancer, rare
diseases and organ transplantation.

106 IHH Healthcare Berhad | Annual Report 2017


India
Number of
Focus Area Programmes Participants
Medical Camp Gleneagles Global Health City, Perumbakkam in Chennai organised a free mega medical 900
camp for Muragalla, Atmakur Mandal and Nellore Districts on 19 February 2017.

Gleneagles Global Hospitals, Lakdi-Ka-Pul in Hyderabad organised free health camps at 150
Sikh Gurudwaras in Gowliguda and Ashok Nagar on 14 May 2017.

Health Awareness Aware Gleneagles Hospitals, LB Nagar in Hyderabad launched “Community Connect” on 50
8 March 2017, which included talks by Cardiologists for patients and their family members
on Primary Pulmonary Hypertension.

Aware Gleneagles Global Hospitals, LB Nagar commemorated World Asthma Day 2017 100
with a 4km walk on 2 May 2017. Titled “Live Breathfully”, the walk underscored the
importance of breathing with full lung capacity and was supported by residents of LB
Nagar and Saroor Nagar in Hyderabad.
In conjunction with “Live Breathfully”, the hospital also launched a two-day awareness
drive, where five ambulance teams travelled through Hyderabad conducting free lung
capacity testing for members of the public.

Medical Support Gleneagles Global Hospitals, Parel in Mumbai provided medical support, including 400
ambulance services to the Goghari community (Goghari Sports Group) for their sports
activities on 28 and 29 January 2017.

IHH Healthcare Berhad | Annual Report 2017 107


Sustainability

ACCREDITATIONS
AND AWARDS

Celebrating
an award-winning
organisation

108 IHH Healthcare Berhad | Annual Report 2017


ACCREDITATIONS
AND AWARDS

ACCREDITATIONS The standard of IHH’s healthcare (“NABH”) in India and Turkey’s Ministry
The Group’s key hospitals are services continues to be acknowledged of Health National Accreditation.
well recognised for consistently by reputable international and regional
JCI is one of the most prestigious
performing complex high-intensity quality accreditation agencies, including
and respected independent bodies
clinical procedures involving highly the Joint Commission International
providing international healthcare
experienced surgeons and (“JCI”), the International Organisation for
accreditation services to hospitals
advanced facilities, embracing Standardisation (“ISO”), the Malaysian
around the world. JCI audits take place
global best practices and delivering Society for Quality in Health (“MSQH”),
once every three years. Our hospitals
outstanding patient outcomes. the National Accreditation Board for
that are accredited by JCI are:
Hospitals and Healthcare Providers

Malaysia Singapore Turkey India

Pantai Hospital Kuala Lumpur Gleneagles Hospital Acibadem Adana Hospital Continental Hospitals
Gleneagles Kuala Lumpur Mount Elizabeth Acibadem Maslak Hospital
Gleneagles Penang Novena Hospital Acibadem Sistina Hospital
Mount Elizabeth Hospital Acibadem Atakent Hospital
Parkway East Hospital (awaiting Certification)
Acibadem City Clinic
Tokuda Hospital
Acibadem City Clinic
Cardiovascular Center
Hospital
Acibadem City Clinic
Cancer Centre Hospital

ISO 15489 is the first global standard for the accuracy and quality demanded of accreditation is valid till September 2018.
records management that establishes clinical staff in the care and treatment of To meet ISO 9001:2008 standards,
the core concepts and principles for the patients. The IHH laboratories that are an organisation needs to demonstrate
creation, capture and management of awarded ISO 15189 are listed in the its ability to consistently provide
records. The IHH laboratory that has table below. products that meet customer and
been awarded ISO 15489 is listed in the applicable statutory and regulatory
In 2016, the Quality Management System
table below. requirements and aim to enhance
of Gleneagles Global Hospitals Parel’s
customer satisfaction through the
ISO 15189 sets the requirements in Super Speciality and Transplant Centre
effective application of the system.
laboratory safety measures, as well as was ISO 9001:2008 certified, and the

ISO 15489
Malaysia Pantai Premier Pathology
ISO 15189
Malaysia Pantai Premier Pathology

Singapore Parkway Laboratory Services (“PLS”), Ayer Rajah Crescent (Clinical and Genetics)
PLS, Mount Elizabeth Novena Hospital (Cytology)

Turkey Acibadem Labmed Clinical Laboratories


ISO 9001:2008
India Gleneagles Global Hospitals, Parel

IHH Healthcare Berhad | Annual Report 2017 109


Sustainability

ACCREDITATIONS
AND AWARDS

Malaysia
MSQH is recognised by the Ministry of Health Malaysia as the national accreditation body for healthcare facilities and services and is
internationally accepted as being on par with those in other countries such as Australia, the United Kingdom and Canada. MSQH audits
take place every four years with a mid-cycle (second year) inspection. Our hospitals and clinics that are awarded MSQH status are:

Malaysia

Pantai Hospital Kuala Lumpur Pantai Hospital Ipoh Gleneagles Medini


Pantai Hospital Ayer Keroh Pantai Hospital Ampang Gleneagles Kota Kinabalu
Pantai Hospital Penang Pantai Hospital Batu Pahat Gleneagles Kuala Lumpur
Pantai Hospital Cheras Pantai Hospital Manjung Gleneagles Penang
Pantai Hospital Klang Pantai Hospital Sungai Petani IMU Healthcare Clinic
(awaiting reaccreditation)

Turkey
Since 2005, the national quality standards scheme has been implemented by Turkey’s Ministry of Health and the following 16
Acibadem hospitals have successfully completed their quality audits:

Turkey

Acibadem Altunizade Hospital Acibadem Kadikoy Hospital Acibadem Eskisehir Hospital


Acibadem Taksim Hospital Acibadem Kozyatagi Hospital Acibadem Adana Hospital
Acibadem Atakent Hospital Acibadem Fulya Hospital Acibadem Bodrum Hospital
Acibadem Kocaeli Hospital Acibadem International Hospital Acibadem Bursa Hospital
Acibadem Maslak Hospital Acibadem Kayseri Hospital
Acibadem Bakirkoy Hospital Acibadem Ankara Hospital

India
NABH in India is a constituent board of the Quality Council of India. It is an accreditation body that functions on par with global
benchmarks. NABH accreditation audits are conducted every three years. Our hospitals in India that are accredited by NABH
for their laboratories and other healthcare services are:

NABH Gleneagles Global Health City, Perumbakkam


BGS Gleneagles Global Hospitals, Kengeri
Aware Gleneagles Global Hospitals, LB Nagar
Gleneagles Global Hospitals, Parel (awaiting Certification)
Continental Hospitals

NABH (Testing and Calibration of Laboratories) Gleneagles Global Health City, Perumbakkam
BGS Gleneagles Global Hospitals, Kengeri
Gleneagles Global Hospitals, Lakdi-Ka-Pul
Aware Gleneagles Global Hospitals, LB Nagar
Gleneagles Global Hospitals, Parel

NABH (Blood Bank and Transfusion Services) Gleneagles Global Health City, Perumbakkam
Aware Gleneagles Global Hospitals, LB Nagar

NABH (Medical Imaging Services) Gleneagles Global Health City, Perumbakkam

NABH (Nursing Excellence Certification) Gleneagles Global Health City, Perumbakkam


BGS Gleneagles Global Hospitals, Kengeri
Gleneagles Global Hospitals, Lakdi-Ka-Pul (awaiting Certification)
Aware Gleneagles Global Hospitals, LB Nagar
Gleneagles Global Hospitals, Parel
Continental Hospitals

NABH (Emergency Department Certification) Gleneagles Global Health City, Perumbakkam

110 IHH Healthcare Berhad | Annual Report 2017


While the Reproductive Technology Yet another proud moment for IHH was We give importance to certifications
Accreditation Committee Code of when the IMU Bachelor of Science (Hons) and standards as they are crucial in
Practice (“RTAC”) started as an Australian Biomedical Science programme ensuring that all necessary processes
standard, it has become compulsory for obtained a prestigious accreditation and systems are in place during service
clinics in Singapore, and leading clinics from the Institute of Biomedical Science delivery. All these accreditations are
are adopting the RTAC International (“IBMS”), UK. Accreditation by the IBMS certainly enhancing our reputation
Code of Practice in South East Asia. is an international recognition by the for clinical excellence and helping us
The Gleneagles Hospital and the Mount profession of the achievement of quality draw additional patients and doctors
Elizabeth Hospital systems in Singapore standards for delivering BSc (Hons) to our facilities.
are accredited with this Code of Practice. Biomedical Science programmes.

AWARDS
Below is a list of awards that IHH hospitals and IMU have received in Malaysia, Singapore, Turkey and India.

Malaysia
2017 Education Excellence Awards
International Medical University
• Tier5: Excellent Setara Rating
Singapore
2017 Asia Pacific Healthcare and Medical Tourism Awards
Mount Elizabeth Hospital Singapore Gleneagles Hospital Singapore
• Hospital of the Year Asia Pacific (second consecutive win) • Transplant Service Provider of the Year
• Hospital of the Year Singapore • Paediatric Service Provider of the Year
• Cardiology Service Provider of the Year • Orthopaedics Service Provider of the Year
(second consecutive win) (second consecutive win)
• Neurology Service Provider of the Year Parkway Cancer Centre
• Oncology Service Provider of the Year
Turkey
2017 Forbes Best 50 Companies for Women 2017 Social Media Awards Turkey
Acibadem Healthcare Group (3rd place) Acibadem Healthcare Group (Gold)
2017 Platin Global 100 Award Turkey
2017 Best Quality Private Hospital in Turkey
Acibadem Healthcare Group (72nd rank)
Acibadem Healthcare Group (No.1)
2017 Brand Turkey “One Breath of Health Award”
2017 Fortune 500 “Largest Companies of Turkey”
Acibadem Healthcare Group (Gold)
Acibadem Healthcare Group
• 1st in Healthcare Sector 2017 Webit Awards “Best Innovation for Health for Bulgaria”
• 70th for Net Revenue Acibadem City Clinic
• 8th in Number of Employees
• 45th among Istanbul Companies 2017 Economist Magazine “50 Strongest Purchasing Managers
in Turkey”
• 32nd in Return on Equity
Acibadem Healthcare Group Purchasing Director (30th rank)
2017 Capital 500 “Turkey’s Largest Companies”
Acibadem Healthcare Group 2017 Economist Magazine “50 Most Influential HR Leaders
• 1st in Healthcare Sector in Turkey”
• 81st in Net Revenue Acibadem Healthcare Group Human Resources Director
• 12th in Number of Employees (18th rank)
• 58th among Istanbul Companies 2017 Fortune Magazine “50 Most Powerful CFOs of Turkey”
Acibadem Healthcare Group Chief Finance Officer
India
2014 India LEED (Leadership in Energy & Environment Design) 2017 Asia Pacific Society of Infection Control (APSIC) Awards
Continental Hospitals Continental Hospitals
• Green Hospital of the Year • APSIC CSSD Centre of Excellence Award 2015-2016

IHH Healthcare Berhad | Annual Report 2017 111


A
RESILIENT
FRAMEWORK
With a commitment to maintaining the highest
standards of corporate governance, we are
constantly keeping tabs on best corporate governance
practices. This year, we internalised practices of the
Group with the latest Malaysian Code on Corporate
Governance. Guided by our corporate values and
principles, we are confident that our corporate
governance effort will give rise to sustainable value
creation for stakeholders.
GOVERNANCE

114 Board of Directors


127 Group Management
132 Corporate Governance Overview Statement
150 Nomination and Remuneration Committee Report
156 Audit and Risk Committee Report
161 Statement on Risk Management and Internal Control
168 Investor Relations Report

OTHER INFORMATION

170 Additional Compliance Information


172 Directors’ Responsibility Statement

IHH Healthcare Berhad | Annual Report 2017 113


Governance

PROFILES OF THE BOARD


OF DIRECTORS
Work Experience
Tan Sri Dato’ Dr Abu Bakar bin Suleiman has served as Chairman
and Executive Director of IHH Healthcare Berhad (“IHH”) since
March 2011 until his retirement on 31 December 2017. Preceding
his appointment as Chairman on IHH Board of Directors in 2011,
Tan Sri Dato’ Dr Abu Bakar was appointed President of IMU
Health Sdn Bhd (“IMU Health”) in 2001. Following his retirement
as President of IMU Health on 31 December 2017, Tan Sri Dato’
Dr Abu Bakar has assumed an advisory role with effect from
1 January 2018. Presently, Tan Sri Dato’ Dr Abu Bakar is the
Chairman of IMU Health and will continue as such.
Prior to this, Tan Sri Dato’ Dr Abu Bakar held the position of
Director-General of Health, a post which he assumed in 1991
after serving Malaysia’s Ministry of Health as Director of Medical
Services from 1987. In his earlier role as a consultant nephrologist,
he was instrumental in building up the nephrology, renal
transplantation and dialysis services at Hospital Kuala Lumpur
and other Malaysian hospitals, while heading the Department
of Nephrology at Hospital Kuala Lumpur. Tan Sri Dato’
Dr Abu Bakar is also the Founding President of both the
Malaysian Society of Nephrology and the Malaysian Society
of Transplantation.

Academic / Professional Qualification(s)


• Bachelor of Medicine and Bachelor of Surgery (MBBS),
Tan Sri Dato’ Dr Abu Bakar bin Suleiman Monash University
Chairman, Non-Independent, Executive • Master of Medicine (Internal Medicine), National University
(Retired on 31 December 2017) of Singapore
• Fellow, Royal Australasian College of Physicians
• Fellow, Academy of Medicine, Malaysia
• Fellow, Academy of Science, Malaysia

Nationality: Malaysian Present Directorship(s)


Gender: Male • Medical Defence Malaysia Berhad
Age: 74
Date of Appointment: 30 March 2011
Length of Service: 6 years 9 months (Up to his retirement on
31 December 2017)
Last Date of Re-appointment: 22 May 2017

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

114 IHH Healthcare Berhad | Annual Report 2017


Work Experience
Dato’ Mohammed Azlan bin Hashim was re-designated from
Deputy Chairman of IHH, a position he held since March 2011 to
Chairman of IHH Board of Directors on 1 January 2018 following
the retirement of the previous Chairman, Tan Sri Dato’ Dr. Abu
Bakar bin Suleiman on 31 December 2017.
Dato’ Azlan previously served as Executive Chairman of the
(then) Kuala Lumpur Stock Exchange Group from 1998 to
2004 and in various other senior management roles including
at Bumiputra Merchant Bankers Berhad and Amanah Capital
Malaysia Berhad.

Academic / Professional Qualification(s)


• Bachelor of Economics, Monash University
• Fellow Member, Institute of Chartered Accountants, Australia
• Member, Malaysian Institute of Accountants
• Fellow Member, Malaysian Institute of Directors
• Fellow Member, The Malaysian Institute of Chartered
Secretaries and Administrators

Present Directorship(s)
• Khazanah Nasional Berhad
• Scomi Group Berhad
Dato’ Mohammed Azlan bin Hashim • D&O Green Technologies Berhad
Chairman, Non-Independent, Non-Executive • Marine & General Berhad (formerly known as
Chairman of the Steering Committee Silk Holdings Berhad)

Nationality: Malaysian
Gender: Male
Age: 61
Date of Appointment: 30 March 2011
Length of Service: 7 years (As at 4 April 2018)
Last Date of Re-election: 27 May 2016

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

IHH Healthcare Berhad | Annual Report 2017 115


Governance

PROFILES OF THE BOARD


OF DIRECTORS
Work Experience
Dr Tan See Leng was appointed the Managing Director and
Chief Executive Officer of IHH Healthcare Berhad (“IHH”) in
January 2014 after serving as an Executive Director on the
IHH Board for two years. Dr Tan is also the Group CEO and
Managing Director of Parkway Pantai Limited, a position he
assumed in 2011. He also serves on the Boards of IHH
subsidiaries, namely Parkway Pantai Limited, IMU Health Sdn
Bhd and Acibadem Saglik Yatirimlari Holding A.S. (“ASYH”)
Group and a Board Committee of ASYH.
Prior to this, Dr Tan was the CEO of Parkway Holdings Limited
from April 2010, a position he rose to fairly quickly after he joined
Parkway in 2004 as Chief Operating Officer of Mount Elizabeth
Hospital. As a young entrepreneur, Dr Tan founded a private
primary healthcare group at the age of 27 and subsequently
developed it into the second largest primary healthcare group
in Singapore before successfully selling the company to one
of the leading global health-plan providers.
With over 27 years of healthcare experience, Dr Tan has
served as an active member of various medical committees
such as Singapore Ministry of Health’s MediShield Life Review
Committee. He has been reappointed Adjunct Assistant
Professor of Duke-NUS Graduate Medical School Singapore,
Office of Education, for the period until 2019. He also serves
on the Advisory Board of Lee Kong Chian School of Business
Dr Tan See Leng at Singapore Management University and on the Board
Managing Director and Chief Executive Officer, of Parkway Trust Management Limited (“PTM”), an indirect
Non-Independent, Executive wholly-owned subsidiary of IHH. PTM manages Parkway
Member of the Steering Committee Life Real Estate Investment Trust which is listed on the
Singapore Exchange Securities Trading Limited.

Academic / Professional Qualification(s)


• Bachelor of Medicine and Bachelor of Surgery (MBBS),
Nationality: Singaporean National University of Singapore
Gender: Male
• Master of Medicine (Family Medicine), National University
Age: 53
of Singapore
Date of Appointment: 5 April 2012
Length of Service: 6 years (As at 4 April 2018) • Master of Business Administration, University of Chicago
Last Date of Re-election: 22 May 2017 Booth School of Business
• Fellow, Academy of Medicine, Singapore
• Fellow, College of Family Physicians, Singapore

Present Directorship(s)
• Nil

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

116 IHH Healthcare Berhad | Annual Report 2017


Work Experience
Appointed to the Board of IHH Healthcare Berhad (“IHH”) in
2012, Mr Mehmet Ali Aydinlar is also the Chairman and Chief
Executive Officer of Acibadem Saglik Yatirimlari Holding A.S.,
a 60%-owned subsidiary of IHH. He also serves as the
Chairman of the Board of the Acibadem group of companies
which includes A Plus, Acibadem Project Management,
Acibadem Mobile Services and Acibadem Labmed. He is also 
the Chairman of the Turkish Accredited Hospitals Association.
As of 2015, Mr Aydinlar has been serving on the board of
the Foreign Economic Relations Board. This institution is
responsible for leading foreign economic relations within
the Turkish private sector in a myriad of sectors, as well as
for increasing export volume of Turkish businesses and
coordinating similar business development activities.
A certified public accountant-turned-entrepreneur,
Mr Aydinlar has been recognised for his extensive experience
in management and involvement in the healthcare sector
since 1993. In 2015, Mr Aydinlar received the “Lifetime
Achievement Award” from Bogazici University, one of the
most prestigious higher education institutions in Turkey.
Prior to this, he was elected “Business Man of the Year”
by the same university. Mr Aydinlar was also awarded
“The Eminent Services Award of the Grand National Assembly
of Turkey” in 2010. He was also chosen to be “The Person
Mehmet Ali Aydinlar with Most Contribution to Development of Healthcare” by
Non-Independent, Executive the Turkish Healthcare Volunteers Organisation. In 2006,
he was named “Male Entrepreneur of the Year” in a survey
conducted by Ekonomist Magazine and the “Business
Executive of the Year” by Dunya Newspaper and Istanbul
University’s School of Business Administration.
Being a philanthropist, Mr Aydinlar is also the Chairman of
Nationality: Turkish the Board of Trustees of Acibadem University, an ambitious
Gender: Male social responsibility undertaking initiated by Mr Aydinlar to
Age: 61 advance healthcare in Turkey through education and research.
Date of Appointment: 24 January 2012 For two years in a row, Mr Aydinlar was recognised by Capital
Length of Service: 6 years 2 months (As at 4 April 2018) Magazine for his philanthropic efforts as one of the top business
Last Date of Re-election: 22 May 2017 people with the most charitable donations, ranking at number
five in 2014.

Academic / Professional Qualification(s)


• Business Administration Degree, Galatasaray Economy and
Management College

Present Directorship(s)
• Nil

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

IHH Healthcare Berhad | Annual Report 2017 117


Governance

PROFILES OF THE BOARD


OF DIRECTORS
Work Experience
Appointed to the Board of IHH Healthcare Berhad (“IHH”)
in 2016, Mr Chintamani Aniruddha Bhagat is currently the
overseeing Executive Director for the Healthcare sector
of the Investments Division of Khazanah Nasional Berhad
(“Khazanah”) and concurrently leads Khazanah’s India
operations. He also serves on certain Boards and Board
Committees of IHH subsidiaries under Acibadem Saglik
Yatirimlari Holding A.S. Group.
Prior to joining Khazanah, Mr Bhagat spent 14 years at
McKinsey & Company in Singapore, including six years as
Managing Partner for the Singapore office. He was a leader in
the healthcare practice, serving hospital systems across Asia;
as well as a leader in the Principal Investor practice, serving
several sovereign wealth funds, private equity firms, and
family owned businesses. He also founded and led McKinsey’s
corporate governance service line. Preceding his time in
McKinsey, Mr Bhagat held various positions at an engineering
and construction firm in India, which culminated in his role
as the Chief Executive Officer for the firm. He is also a
qualified architect.

Academic / Professional Qualification(s)


• Master of Business Administration, INSEAD Business School

Chintamani Aniruddha Bhagat Present Directorship(s)


• Nil
Non-Independent, Non-Executive
Member of the Steering Committee
Member of the Nomination and Remuneration Committee

Nationality: Singaporean
Gender: Male
Age: 48
Date of Appointment: 23 September 2016
Length of Service: 1 year 6 months (As at 4 April 2018)
Last Date of Re-election: 22 May 2017

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

118 IHH Healthcare Berhad | Annual Report 2017


Work Experience
Appointed to the Board of IHH Healthcare Berhad (“IHH”)
on 1 April 2017, Mr Koji Nagatomi currently serves as the
Managing Officer and Chief Operating Officer, Healthcare
and Service Business Unit of Mitsui & Co., Ltd (“Mitsui”),
at its Tokyo Headquarters. Between 2011 and 2015, he
served in the position of General Manager for several of
Mitsui’s divisions. These included Mitsui’s Planning and
Administrative Division (Machinery and Infrastructure),
First Projects Development Division and Corporate
Communications Division. In May 2008, he was appointed
Deputy General Manager of Toyo Engineering Corporation’s
Corporate Planning Unit.
Preceding his tenure at Toyo Engineering Corporation,
Mr Nagatomi served as the General Manager of the
Infrastructure Project Development Division of Mitsui & Co.
(Asia Pacific) Pte Ltd in Kuala Lumpur from December 2003.
Prior to that, Mr Nagatomi joined the Project Development
Division of Mitsui’s Indonesia Project Section which was
based out of Tokyo. He spent eight years at Mitsui & Co. (USA),
Inc in Houston under the Plant & Energy Project Development
Department after beginning his professional career in 1986
in Mitsui’s Chemical Plant Division.

Academic / Professional Qualification(s)


Koji Nagatomi • Master’s Degree, Chemical Engineering, Graduate School
of Engineering Science, Osaka University
Non-Independent, Non-Executive
Present Directorship(s)
• Nil

Nationality: Japanese
Gender: Male
Age: 57
Date of Appointment: 1 April 2017
Length of Service: 1 year (As at 4 April 2018)
Last Date of Re-election: 22 May 2017

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

IHH Healthcare Berhad | Annual Report 2017 119


Governance

PROFILES OF THE BOARD


OF DIRECTORS
Work Experience
Appointed to the Board of IHH Healthcare Berhad (“IHH”)
in 2012, Mr Chang See Hiang also serves as an Independent
Director on the Board of Jardine Cycle & Carriage Limited, a
company listed on the Main Board of the Singapore Exchange
Securities Trading Limited (“SGX-ST”). Mr Chang has been an
Advocate and Solicitor of the Supreme Court of Singapore since
1979, and is a Senior Partner of his law practice, Chang See Hiang
& Partners.
Mr Chang previously sat on the boards of five other
companies listed on the SGX-ST and one on the
Hong Kong Stock Exchange.

Academic / Professional Qualification(s)


• Bachelor of Laws (Hons), University of Singapore

Present Directorship(s)
• Nil

Chang See Hiang


Senior Independent, Non-Executive
Member of the Nomination and Remuneration Committee
Member of the Audit and Risk Management Committee

Nationality: Singaporean
Gender: Male
Age: 64
Date of Appointment: 5 April 2012
Length of Service: 6 years (As at 4 April 2018)
Last Date of Re-election: 22 May 2017

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

120 IHH Healthcare Berhad | Annual Report 2017


Work Experience
Appointed to the Board of IHH Healthcare Berhad (“IHH”) in
2012, Ms Rossana Annizah binti Ahmad Rashid also serves on
the Board and Board Committee of Acibadem Saglik Yatirimlari
Holding A.S., an indirect subsidiary of IHH. She is also a Non-
Executive Director of Parkway Trust Management Limited
(“PTM”), an indirect wholly-owned subsidiary of IHH. PTM
manages Parkway Life Real Estate Investment Trust which is
listed on the Singapore Exchange Securities Trading Limited.
Ms Rossana currently serves as the Deputy Chairman on the
Board of Cycle & Carriage Bintang Berhad, a member of the
Jardine Matheson Group, as Non-Independent Non-Executive
Director subsequent to her appointment as Country Chairman of
the Jardine Matheson Group of Companies in Malaysia in 2016.
Concurrently, she also serves as a member of the Investment
Panel and the Investment Panel Risk Committee of Malaysia’s
Employees Provident Fund. In May 2017, she was appointed
as an Independent Non-Executive Director of Celcom
Axiata Berhad.
Prior to her current roles, Ms Rossana was a career professional
holding leadership positions in the telecommunications and
banking sectors. She previously served in various senior
management roles with TIME dotCom Berhad, Maxis Berhad
and RHB Bank Berhad, after beginning her banking career with
Citibank Malaysia. With a combined 30 years of experience,
Rossana Annizah binti Ahmad Rashid Ms Rossana has broad experience in business strategy,
Independent, Non-Executive identifying sustainable monetisation models, understanding
Chairman of the Audit and Risk Management Committee customers and competition, as well as the need for reviewing
Member of the Nomination and Remuneration Committee monetisation models focusing on both revenue management
and cost management.

Academic / Professional Qualification(s)


• Bachelor of Arts in Banking and Finance, Canberra College
Nationality: Malaysian of Advanced Education (now known as the University of
Gender: Female Canberra), Australia
Age: 52
Date of Appointment: 17 April 2012 Present Directorship(s)
Length of Service: 5 years 11 months (As at 4 April 2018) • Cycle & Carriage Bintang Berhad
Last Date of Re-election: 15 June 2015
• Celcom Axiata Berhad

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

IHH Healthcare Berhad | Annual Report 2017 121


Governance

PROFILES OF THE BOARD


OF DIRECTORS
Work Experience
Appointed to the Board of IHH Healthcare Berhad (“IHH”)
in 2012, Mr Kuok Khoon Ean is also the Chairman of Kuok
(Singapore) Limited and a Director of Kerry Group Limited
and Kerry Holdings Limited in Hong Kong. He is also the
Chairman and Non-Executive Director of PACC Offshore
Services Holdings Ltd, a company listed on the Singapore
Exchange Securities Trading Limited (“SGX-ST”). He serves
as an Independent Non-Executive Director of Wilmar
International Limited, which is listed on the SGX-ST.
Mr Kuok previously served as the Chairman of Shangri-La
Asia Limited from April 2008 to August 2013 and remained
as a Non-Executive Director till June 2014. He was also
Chairman and Executive Director of SCMP Group Limited
from January 1998 to January 2013, both of which are listed
companies in Hong Kong.

Academic / Professional Qualification(s)


• Bachelor of Economics, Nottingham University,
United Kingdom

Present Directorship(s)
• Nil

Kuok Khoon Ean


Independent, Non-Executive
Member of the Nomination and Remuneration Committee

Nationality: Singaporean
Gender: Male
Age: 62
Date of Appointment: 17 April 2012
Length of Service: 5 years 11 months (As at 4 April 2018)
Last Date of Re-election: 15 June 2015

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

122 IHH Healthcare Berhad | Annual Report 2017


Work Experience
Appointed to the Board of IHH Healthcare Berhad (“IHH”)
in 2014, Mr Shirish Moreshwar Apte is currently also the
Independent, Non-Executive, Chairman of Pierfront
Mezzanine Fund Pte Ltd. He also serves on the Boards
and certain Board Committees of IHH subsidiary, Acibadem
Saglik Yatirimlari Holding A.S. He concurrently serves on several
Boards of Directors including Commonwealth Bank of
Australia, the Supervisory Board of Bank Handlowy,
Poland and Fullerton India Credit Company Limited. 
He is also a Council Member of the Institute of Banking
and Finance Singapore.
Prior to his retirement from Citigroup in 2014 as Chairman
of Asia Pacific Banking, Mr Apte had built up an impressively
extensive 32-year career with Citibank/Citigroup. He held
numerous positions with Citibank/ Citigroup serving in
Singapore (2011-2013), Hong Kong (2009-2011), London
(2003-2009), Poland (1997-2003) and London (1993-1997).
He also supervised operations in the Emerging Markets
covering Central and Eastern Europe, Middle East, Africa
(“CEEMEA”) and Asia Pacific. He was appointed head of
Citi’s Corporate and Investment bank in India, CEO for
Citibank Poland, and regional CEO first for CEEMEA and
then Asia Pacific. Mr Apte was also a member of Citigroup’s
Executive and Operating committees from 2008-2012 and
Shirish Moreshwar Apte the Group’s Business Practices committee. He began his
career in the banking division of Citibank India in 1981.
Independent, Non-Executive
Chairman of the Nomination and Remuneration Committee Academic / Professional Qualification(s)
Member of the Audit and Risk Management Committee
• Bachelor of Commerce, Calcutta University
• Master of Business Administration - London Business School
(Major in Finance)
• Institute of Chartered Accountants England - Student contract
Nationality: British
with Touche Ross (now known as Deloitte)
Gender: Male
Age: 65 Present Directorship(s)
Date of Appointment: 3 September 2014 • Nil
Length of Service: 3 years 7 months (As at 4 April 2018)
Last Date of Re-election: 15 June 2015

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

IHH Healthcare Berhad | Annual Report 2017 123


Governance

PROFILES OF THE BOARD


OF DIRECTORS
Work Experience
Appointed to the Board of IHH Healthcare Berhad (“IHH”) in
2018, Ms Jill Margaret Watts was previously a Director of the
Australian Chamber of Commerce, United Kingdom and the
Royal Australian Flying Doctor Service, United Kingdom. She
also served on several Industry Boards including NHS Partners
Network and the Association of Independent Hospital Operators.
Ms Watts was the Group Chief Executive Officer of BMI (GHG)
Health Care Group (“BMI Healthcare”) in United Kingdom
from 2014 to 2017. She has close to 40 years of experience
in the healthcare industry and has held a number of senior
executive roles in Australia and the United Kingdom. Prior to
her appointment at BMI Healthcare, she was the Group Chief
Executive Officer of Ramsay Health Care, United Kingdom
(“Ramsay UK”) for over six years. She was the Chair of NHS
Partners Network between 2009 and 2012, where she was
actively engaged in influencing governments on the benefits
of having strong and vibrant private healthcare sector.
In 2010, Ms Watts was voted as the most influential leader in
United Kingdom private healthcare and in 2013 as one of
healthcare’s most inspirational women. Under her leadership,
Ramsay UK was voted as the best United Kingdom private
hospital provider in 2009 and 2013.

Academic / Professional Qualification(s)


Jill Margaret Watts
• Registered Nurse, Northwick Park Hospital, London,
Independent, Non-Executive United Kingdom
Member of the Audit and Risk Management Committee • Midwifery, Mater Mothers Hospital, Brisbane, Australia
• Grad. Dip Health Administration and Information Systems,
University of Central Queensland, Australia
• Master’s in Business Administration, Griffith University,
Queensland, Australia
Nationality: Australian • Wharton Fellow, Pennsylvania University, United States
Gender: Female of America
Age: 59
Date of Appointment: (As at 4 April 2018) Present Directorship(s)
Length of Service: – • Nil
Last Date of Re-election: –

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

124 IHH Healthcare Berhad | Annual Report 2017


Work Experience
Ms Quek Pei Lynn is an alternate director to Mr Chintamani
Aniruddha Bhagat on the Board of IHH Healthcare Berhad
(“IHH”), a role she assumed on 23 September 2016. She also
serves on the Board and Board Committee of IHH subsidiary,
IMU Health Sdn Bhd. Prior to her current position in IHH, she was
appointed alternate director to YM Tengku Dato’ Sri Azmil
Zahruddin bin Raja Abdul Aziz on 25 October 2012 and ceased
to be his alternate on 23 September 2016 following his
resignation as a Director of IHH. Ms Quek also serves as a
Director at the Investments Division of Khazanah Nasional
Berhad (“Khazanah”), a position she has held since joining the
company in 2007.
Prior to joining Khazanah, Ms Quek served in the Corporate
Finance Division at AmInvestment Bank Berhad for nine years
from 1997 to 2006 after beginning her career as an auditor
with PriceWaterhouse Coopers in 1994.

Academic / Professional Qualification(s)


• Bachelor of Economics, Monash University, Australia

Present Directorship(s)
• Nil

Quek Pei Lynn


Non-Independent, Non-Executive
(Alternate Director to Mr Chintamani Aniruddha Bhagat)
Member of the Steering Committee
(Alternate to Mr Chintamani Aniruddha Bhagat)

Nationality: Malaysian
Gender: Female
Age: 45
Date of Appointment: 25 October 2012
Length of Service: 5 years 5 months (As at 4 April 2018)
Last Date of Re-election: –

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

IHH Healthcare Berhad | Annual Report 2017 125


Governance

PROFILES OF THE BOARD


OF DIRECTORS
Work Experience
Mr Takeshi Saito is an alternate director to Mr Koji Nagatomi on
the Board of IHH Healthcare Berhad (“IHH”), a role he assumed
on 1 April 2017. He also serves on certain Boards of IHH
subsidiaries under Acibadem Saglik Yatirimlari Holding A.S.
Group. Since March 2017, he has been an Executive Assistant to
a Representative Director and Executive Vice President of Mitsui
& Co., Ltd (“Mitsui”).
Mr Saito has spent most of his career in the healthcare industry.
Preceding his appointment as an Executive Assistant at Mitsui,
he was the General Manager of the Provider Network Department,
Medical Healthcare Business Division 1, Consumer Service
Business Unit of Mitsui between 2015 and 2016. During that
time, he also sat on the Board and EXCO of PPL as an alternate
director. In 2009, Mr Saito was seconded to Parkway Group
Healthcare as Vice President of Strategic Planning following
his appointment as Director of the Medical Healthcare Business
Department in Mitsui, where he led the investment in IHH.
Prior to this, in 2007, Mr Saito was appointed Manager of the
Strategic Planning/Business Development Department of the
Life Science Division at Mitsui, which subsequently became
the Medical Healthcare Division in 2008. He also initiated the
10-year plan for the newly formed Medical Healthcare Division.

Academic / Professional Qualification(s)


Takeshi Saito
• Bachelor of Political Science, Keio University, Japan
Non-Independent, Non-Executive • Master of Business Administration, Kellogg School of
(Alternate Director to Mr Koji Nagatomi) Management Northwestern University
Member of the Steering Committee
Present Directorship(s)
• Nil

Nationality: Japanese
Gender: Male
Age: 46
Date of Appointment: 1 April 2017
Length of Service: 1 year (As at 4 April 2018)
Last Date of Re-election: –

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
• Details of the Directors’ attendance at Board meetings are set out in the Corporate Governance Overview Statement on pages 132 to 149 of this
Annual Report

126 IHH Healthcare Berhad | Annual Report 2017


PROFILES OF
GROUP MANAGEMENT

Work Experience various medical committees such as Singapore


Dr Tan See Leng Dr Tan See Leng was appointed the Managing
Ministry of Health’s MediShield Life Review
Committee. He has been reappointed Adjunct
Director and Chief Executive Officer of IHH
Managing Director and Assistant Professor of Duke-NUS Graduate
Healthcare Berhad (“IHH”) in January 2014
Chief Executive Officer, Medical School Singapore, Office of Education,
after serving as an Executive Director on the
for the period until 2019. He also serves on the
Non-Independent, Executive IHH Board for two years. Dr Tan is also the
Advisory Board of Lee Kong Chian School of
Group CEO and Managing Director of Parkway
Business at Singapore Management University
Pantai Limited, a position he assumed in 2011.
and on the Board of Parkway Trust Management
He also serves on the Boards and certain
Limited (“PTM”), an indirect wholly-owned
Board Committees of IHH subsidiaries, namely
subsidiary of IHH. PTM manages Parkway Life
Parkway Pantai Limited, IMU Health Sdn Bhd and
Nationality: Singaporean Real Estate Investment Trust which is listed on
Acibadem Saglik Yatirimlari Holding A.S. Group.
Age: 53 (As at 4 April 2018) the Singapore Exchange Securities Trading Limited.
Date of Joining: 5 April 2012 Prior to this, Dr Tan was the CEO of Parkway
Holdings Limited from April 2010, a position he Academic / Professional
rose to fairly quickly after he joined Parkway in Qualification(s)
2004 as Chief Operating Officer of Mount • Bachelor of Medicine and Bachelor of
Elizabeth Hospital. As a young entrepreneur, Surgery (MBBS), National University of
Dr Tan founded a private primary healthcare Singapore
group at the age of 27 and subsequently
developed it into the second largest primary • Master of Medicine (Family Medicine),
healthcare group in Singapore before National University of Singapore
successfully selling the company to one • Master of Business Administration, University
of the leading global health-plan providers. of Chicago Booth School of Business

With over 27 years of healthcare experience, • Fellow, Academy of Medicine, Singapore


Dr Tan has served as an active member of • Fellow, College of Family Physicians, Singapore

Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any

IHH Healthcare Berhad | Annual Report 2017 127


Governance

PROFILES OF
GROUP MANAGEMENT
Work Experience Whilst Mr Low was based in Hong Kong from
1994 to 2005, he held various positions within
Mr Low Soon Teck assumed the position
the Kerry Group including that of Director of
of Group Chief Financial Officer of
China Operations at SCMP Group, publisher
IHH Healthcare Berhad (“IHH”) on
of the South China Morning Post. In this role,
10 January 2016. He brings with him over
he was responsible for business development,
20 years of experience in finance, legal and
newspaper publishing and circulation operations
general management in leadership roles.
as well as managing a chain of retail
Prior to joining IHH, Mr Low served with the convenience stores.
RCMA Group, a commodities supply chain
Mr Low began his career as a solicitor
management company, as its Chief Financial
in Singapore at a boutique law firm from
Officer between 2013 and 2015. From 1994
1991 to 1993, focusing on corporate and
to 2013, he was employed in the Kuok/Kerry
banking laws.
Group, holding various senior positions in
diverse businesses within the group in
Hong Kong and Singapore. His last position Academic / Professional
in the group was as Chief Financial Officer of Qualification(s)
PACC Offshore Services Holdings Group, the • Bachelor of Laws (Hons) (2nd Upper), National
Low Soon Teck offshore marine arm of the Kuok/Kerry Group. University of Singapore
Prior to this, Mr Low served as Group Treasurer • Master of Business Administration, University
Group Chief Financial Officer at Wilmar International Limited, after its merger of Chicago, Booth School of Business
in 2006 with Kuok Oils and Grains where
he had served as Group Financial Controller • Advocate and Solicitor, Supreme Court
following his relocation from Hong Kong to of Singapore
Singapore in 2005. • Member of Law Society of England and Wales

Nationality: Singaporean Notes


Age: 53 (As at 4 April 2018) • Does not have any family relationships with any directors and/or any major shareholders of the Company
Date of Joining: 10 January 2016 • Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any

Work Experience Academic / Professional


Dr Lim Suet Wun was promoted as the Group Qualification(s)
Chief Operating Officer of IHH Healthcare • Bachelor of Medicine and Bachelor of
Berhad (“IHH”), on 1 March 2018. Surgery (MBBS), National University of
Singapore
He brings more than 30 years of experience in
healthcare management. Dr Lim has served • Master of Public Health, University of
Parkway Pantai since 2011, first as Executive California, Los Angeles
Vice President Singapore, then as the Chief • Master of Business Administration,
Executive Officer, Parkway Operations University of California, Los Angeles
Division, before assuming the role of Group
COO of Parkway Pantai.

Prior to joining Parkway, Dr Lim was the


CEO of the National Healthcare Group and
Tan Tock Seng Hospital (TTSH). In 2003,
Dr Lim led the TTSH team through the SARS
crisis, when the hospital was designated the
SARS hospital for the whole of Singapore. For
Dr Lim Suet Wun his leadership, he was awarded the Public
Group Chief Operating Officer Service Star by the President of Singapore.
Dr Lim was also the former chairman of the Board
of the Joint Commission International (JCI).

Nationality: Singaporean Notes


Age: 58 (As at 4 April 2018) • Does not have any family relationships with any directors and/or any major shareholders of the Company
Date of Joining: 1 March 2011 • Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any

128 IHH Healthcare Berhad | Annual Report 2017


Work Experience Turkey. Prior to this, he was elected “Business
Man of the Year” by the same university.
Appointed to the Board of IHH Healthcare Berhad
Mr Aydinlar was also awarded “The Eminent
(“IHH”) in 2012, Mr Mehmet Ali Aydinlar is also
Services Award of the Grand National Assembly
the Chairman and Chief Executive Officer of
of Turkey” in 2010. He was also chosen to
Acibadem Saglik Yatirimlari Holding A.S.,
be “The Person with Most Contribution to
a 60%-owned subsidiary of IHH. He also serves
Development of Healthcare” by the Turkish
as the Chairman of the Board of the Acibadem
Healthcare Volunteers Organisation. In 2006,
group of companies which includes A Plus,
he was named “Male Entrepreneur of the Year”
Acibadem Project Management, Acibadem
in a survey conducted by Ekonomist Magazine
Mobile Services and Acibadem Labmed. He
and the “Business Executive of the Year” by
is also on the Board of Directors of Parkway
Dunya Newspaper and Istanbul University’s
Pantai Limited and is currently the Chairman of
School of Business Administration.
the Turkish Accredited Hospitals Association.
Being a philanthropist, Mr Aydinlar is also the
As of 2015, Mr Aydinlar has been serving on the
Chairman of the Board of Trustees of Acibadem
board of the Foreign Economic Relations Board.
University, an ambitious social responsibility
This institution is responsible for leading foreign
undertaking initiated by Mr Aydinlar to advance
economic relations within the Turkish private sector
Mehmet Ali Aydinlar in a myriad of sectors, as well as for increasing
healthcare in Turkey through education and research.
For two years in a row, Mr Aydinlar was recognised
export volume of Turkish businesses and
Chairman and Chief Executive Officer, coordinating similar business development activities.
by Capital Magazine for his philanthropic efforts
as one of the top business people with the most
Acibadem Saglik Yatirimlari Holding A.S
A certified public accountant-turned-entrepreneur, charitable donations, ranking at number five in 2014.
Non-Independent, Executive Mr Aydinlar has been recognised for his extensive
experience in management and involvement Academic / Professional
in the healthcare sector since 1993. In 2015, Qualification(s)
Mr Aydinlar received the “Lifetime Achievement
Award” from Bogazici University, one of the most
• Business Administration Degree, Galatasaray
Economy and Management College
Nationality: Turkish prestigious higher education institutions in
Age: 61 (As at 4 April 2018) Notes
Date of Joining: 24 January 2012 • Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any

Work Experience November 1979. He subsequently trained in Internal


Medicine, Haematology and Medical Oncology at
Professor Abdul Aziz Baba was promoted as the
several leading overseas institutions in Singapore,
President of IMU Health Sdn Bhd, a wholly-owned
Scotland and Melbourne, Australia.
subsidiary of IHH Healthcare Berhad (“IHH”), on
1 January 2018. Since 1 January 2016, he is also the His past national appointments included that of
Chief Executive Officer and Vice-Chancellor of IMU President of the Malaysian Society of
Education Sdn Bhd, a wholly-owned subsidiary of Haematology, Chairman of the National Conjoint
IHH, responsible for operating the International Board for Postgraduate Medical Programmes, as
Medical University (“IMU”). Prior to assuming this well as Chairman of the Specialist Advisory
role, Prof Aziz served as Vice President of IMU since Committee (Clinical Haematology) of the National
1 November 2013, a role he was promoted to since Specialist Register. Prof Aziz has also been a
joining IMU in 1 July 2013 as Vice President with member of the Malaysian Medical Council (MMC)
responsibility for the Medical and Dental Programme. and has served the MMC on several accreditation
visits to local and foreign medical institutions.
Before he joined IMU, Prof Aziz held several key
Currently he serves as a member of the Joint
academic administrative positions at the School of
Technical Committee of the Malaysian Medical
Medical Sciences (SMS) of Universiti Sains Malaysia
Council and the Executive Committee of the
(USM). These included the positions of Dean
Prof Abdul Aziz Baba (2005- 2012) and Deputy Dean (2003-2005).
National Cancer Council Malaysia (MAKNA).

President, Preceding this he served as a Professor (2000),


Associate Professor (1992) and a Lecturer and
Academic / Professional
IMU Health Sdn Bhd Clinical Haematologist/ Oncologist at USM’s SMS Qualification(s)
following the completion of his postgraduate • Bachelor of Medicine and Bachelor of Surgery
training in 1986. During his tenure with USM, (MBBS), University of Melbourne, Australia
Prof Aziz was instrumental in establishing the • Membership of the Royal Colleges of Physicians
Clinical Haematology and Stem Cell Transplantation of the United Kingdom
service at USM’s teaching hospital, HUSM.
• Membership of the Royal College of Physicians
Nationality: Malaysian Prof Aziz undertook his undergraduate medical of Ireland, Dublin
Age: 62 (As at 4 April 2018) training at the University of Melbourne on a • Fellow of the Royal College of Physicians of
Date of Joining: 1 July 2013 Colombo Plan scholarship and graduated in Edinburgh (UK)
• Member, Academy of Medicine Malaysia
Notes
• Does not have any family relationships with any directors and/or any major shareholders of the Company
• Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any
IHH Healthcare Berhad | Annual Report 2017 129
Governance

PROFILES OF
GROUP MANAGEMENT
Work Experience Organization Development & Staffing, Asia
Pacific. Prior to that, she served at Bausch
Ms Sharon Teo Fay Lin joined IHH Healthcare
& Lomb Sdn Bhd, as the Regional Human
Bhd (“IHH”) on 10 March 2017. She has been a
Resources Administrator, South Asia before
Human Resources practitioner with more than
rising to the position of Human Resources &
twenty years’ HR experience across a broad
Administration Manager, Malaysia & Singapore.
spectrum of pharmaceutical, manufacturing
Ms Teo began her career at Yeo Hiap Seng (M)
and FMCG MNCs and local enterprises.
Berhad as a Human Resources Executive
Prior to joining IHH, Ms Teo served with in 1993.
Avery Dennison Singapore Pte Ltd in various
positions, beginning as the HR Director for Academic / Professional
its’ ASEAN business before leading Integration Qualification(s)
and Transformation at the East Asia & Pacific • Bachelor of Arts in Psychology, Anthropology
level. She was subsequently promoted as & Sociology, National University of Malaysia
the HR Director for the Materials Group at
the ASEAN level. • Certificate in Personnel Management,
Malaysian Institute of Personnel Management
Preceding this, Ms Teo held senior positions
• Leadership Versatility Index Certification and
in pharmaceutical and healthcare MNCs such
Sharon Teo Fay Lin as Novartis Asia Pacific Pharmaceutical Pte Ltd,
Realise2 Accreditation Programme

Group Chief Human Resources where she served as the Human Resources • DDI Facilitator Certifications (Leadership
Manager and Regional Human Resources Assessment and Targeted Selection)
Officer
Manager, Asia Pacific before being promoted • 360° Coaching Accreditation & Occupational
as the Head of Talent Management, Climate Survey

Nationality: Singaporean Notes


Age: 49 (As at 4 April 2018) • Does not have any family relationships with any directors and/or any major shareholders of the Company
Date of Joining: 10 March 2017 • Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any

Work Experience Ms Lim completed the NAM Institute for the


Empowerment of Women (NIEW) Women
Ms Michele Kythe Lim Beng Sze joined
Directors’ Training Programme in 2014
IHH Healthcare Bhd (“IHH”) in April 2013.
and the Senior Management Development
She brings on board IHH, 25 years’ experience
Programme of the Harvard Business School
in the areas of legal advisory/risk mitigation,
in 2009.
corporate secretarial and governance/
compliance matters as well as sustainability
reporting and associated practices.
Academic / Professional
Qualification(s)
Prior to joining IHH, Ms Lim served with • LL.B Hons. (Bachelor of Laws), University
Proton Holdings Berhad in various positions of Wales
beginning with the post of General Manager
and later as Chief Legal Counsel, Group Legal, • Barrister-at-Law, Honourable Society of
Secretarial and Compliance, where she was a the Middle Temple, United Kingdom
member of the senior management team and • Advocate & Solicitor, High Court of Malaya
Group Management Committees. Preceding
• Member of the Malaysian Alliance of
this, she held the position of Assistant General
Corporate Directors
Manager for the Legal Affairs and Risk Division
Michele Kythe Lim Beng Sze of Pengurusan Danaharta Nasional Berhad, • Licensed Company Secretary
the national asset management corporation
Group Head, Corporate of Malaysia. Ms Lim commenced her career in
Secretarial & General Counsel 1992 with Messrs. Shook Lin & Bok, one of the
largest law firms in Malaysia.

Nationality: Malaysian Notes


Age: 50 (As at 4 April 2018) • Does not have any family relationships with any directors and/or any major shareholders of the Company
Date of Joining: 25 April 2013 • Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any

130 IHH Healthcare Berhad | Annual Report 2017


Work Experience In 2013, she obtained the Certification in
Risk Management Assurance (“CRMA”) from
Ms Audrey Huang was appointed the Group
the Institute of Internal Auditors, Inc USA,
Head of Internal Audit of IHH Healthcare
thereby strengthening her portfolio of skills.
Berhad (“IHH”) on 1 March 2013. In this
position, she is responsible for managing
the internal audit functions of the Group’s
Academic / Professional
overall system of internal controls, risk and Qualification(s)
governance. Ms Huang bring to the table • Fellow member of the Association of
more than 30 years’ experience in auditing, Chartered Certified Accountants (UK)
including external audit experience with one • Member of the Institute of Singapore
of the Big 4 accounting firms as well as internal Chartered Accountants
audit experience with various
financial institutions. • Member of the Malaysian Institute
of Accountants
Prior to joining IHH, Ms Huang had served as
• Member and Governor of the Institute
the Head of Internal Audit of Parkway Pantai of Internal Auditors, Singapore
Limited following its incorporation on 21 March
2011. Before that she was Head of Internal
Audrey Huang Lok Sen Audit of Parkway Holdings Limited from 21
February 2005.
Group Head, Internal Audit

Nationality: Singaporean Notes


Age: 62 (As at 4 April 2018) • Does not have any family relationships with any directors and/or any major shareholders of the Company
Date of Joining: 1 March 2013 • Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any

Work Experience to 2005, Ms Hoon served in an engineering


services conglomerate, SembCorp Industries
Ms Linda Hoon Siew Kin joined IHH Healthcare
Limited (listed in Singapore) and rose to become
Berhad (“IHH”) in June 2015. Her experience
the Group General Counsel and Group Company
gathered over more than 28 years, span the
Secretary at the corporate office.
areas of general management, corporate
governance, risk management, legal and
compliance oversight, insurance procurement,
Academic / Professional
personal data privacy compliance and Qualification(s)
corporate management. • Bachelor of Laws (Hons) (Second Upper),
National University of Singapore
Prior to IHH, Ms Hoon was in National
University Health System Pte Ltd (“NUHS”) as • Masters of Law, National University
Group General Counsel and Board Secretary. of Singapore
At NUHS, she handled legal and risk advisory • Masters of Science in Management of
including overseeing PDPA compliance and Health Industries, Essec Business School
actively assisted in the clinical risk management (Asia Pacific Campus), Singapore
areas of medico-legal claims management. • Advocate & Solicitor, Supreme Court
Prior to this, she served as the Group Company of Singapore
Linda Hoon Siew Kin Secretary of DBS Group Holdings (listed in
Singapore), where she was responsible for
Group Head, Risk Governance handling regulatory compliance and board
corporate governance matters. From 1989

Nationality: Singaporean
Notes
Age: 55 (As at 4 April 2018) • Does not have any family relationships with any directors and/or any major shareholders of the Company
Date of Joining: 28 June 2015 • Does not have any conflict of interest with the Company
• Does not have any convictions for offences within the past five years other than for traffic offences, if any

IHH Healthcare Berhad | Annual Report 2017 131


Governance

CORPORATE GOVERNANCE
OVERVIEW STATEMENT

OUR COMMITMENT TO GOOD existing corporate governance measures Board and Management had established
CORPORATE GOVERNANCE align with the three Principles of good a shared understanding of the Group’s
governance in accordance with the MCCG strategic goals, objectives and actions.
IHH Healthcare Berhad (“IHH” or “the
which comprises (A) Board Leadership and
Company”) together with its subsidiaries The Board is responsible for ensuring
Effectiveness, (B) Effective Audit and Risk
(“the Group”), are committed to achieving that the Group’s internal controls, risk
Management and (C) Integrity in Corporate
and maintaining the highest standards management processes and reporting
Reporting and Meaningful Relationship
of corporate governance. The Board of procedures are firmly in place. The Board
with Stakeholders. It highlights the areas
Directors (“Board”) strongly believes that is also committed to acting in the best
where the Group has made good progress
sound corporate governance practices interests of the Group and its shareholders
in adhering to MCCG’s principles, as well
are essential for delivering sustainable by exercising due diligence and care in
as the areas where more work needs to
value, enhancing business integrity, discharging its duties and responsibilities
be undertaken to achieve the
maintaining investors’ confidence and to ensure that high ethical standards are
intended outcomes.
achieving the Group’s corporate applied at all times. We undertake this
objectives and vision. To this end, the This CG Overview Statement shall be through compliance with the relevant
Board, Management and staff of the Group read together with the Corporate rules, regulations, directives and
affirm their commitment to enhancing Governance Report 2017 which is guidelines, in addition to adopting the
shareholder value by way of upholding available on the Company’s website at best practices in the MCCG and CG Guide.
high standards of corporate governance. www.ihhhealthcare.com/corporate-
The Board is guided by the Board
governance.php.
To date, the Group’s corporate Charter, documented Terms of Reference
governance model adopts the following PRINCIPLE A: BOARD (“TOR”) and Limits of Authority (“LOA”),
requirements and guidelines on which clearly define the matters that are
LEADERSHIP AND
corporate governance best practices: specifically reserved for the Board, Board
EFFECTIVENESS Committees and outline the manner in
• Malaysian Code on Corporate
(I) BOARD RESPONSIBILITIES which the day-to-day management of
Governance (“MCCG”);
the Company is to be delegated to the
• Main Market Listing Requirements Board Leadership Managing Director and Chief Executive
(“MMLR”) of Bursa Malaysia Securities The Board is primarily responsible for Officer (“MD & CEO”) and relevant
Berhad (“Bursa Securities”); and oversight and the overall governance authority limit. This formal structure of
• Corporate Governance Guide: Moving of the Group. It carries out its mandate delegation is further cascaded by the
from Aspiration to Actualisation by by providing strategic guidance, MD & CEO to the Senior Management
Bursa Securities (“CG Guide”). implementing succession planning, team within the Group. However, the MD
effectively monitoring management goals & CEO and the Senior Management team
The Board also subscribes to internal
and ensuring overall accountability for remain accountable to the Board for the
guidelines on corporate disclosure
the Group’s growth. The Board held its authority that is delegated, as well as for
policies and procedures based on the
Board Strategy Retreat (“BSR”) in August the performance of the Company and the
best practices recommended by Bursa
2017 to review the performance of the Group even as the Board continues to
Securities. These provide the Group with
Group and discuss the strategic intent monitor the same.
the appropriate guidance to discharge
of the Group over the next five years.
its disclosure obligations and ensure
The BSR was attended by all members Board Chairman
the Group moves beyond the minimum
of the Board, Senior Management and The Chairman champions good
mandatory disclosure requirements. As
the relevant Heads of Department of governance and sets the tone of
the Group maintains a significant presence
the Group. Management presented an governance for the Board, maintains
in the countries it operates in, it also
overview and report card of the Group’s Board focus towards its goals during
abides by the guidelines of the respective
performance over the past two years or outside of Board meetings and is
regulators and authorities in these countries.
since the last BSR held in 2015. At the insightful of current issues within and
Pursuant to Paragraph 15.25 of the MMLR, BSR, the Board discussed the strategic outside the healthcare industry.
the Board is pleased to present this plans to deliver growth outcomes for the
statement which provides an overview Group. The BSR included presentations Tan Sri Dato’ Dr Abu Bakar bin Suleiman
of the application of the Principles set from external consultants on, among (“Tan Sri Dato’ Dr Abu Bakar”), our former
out in the MCCG throughout the Group others, the developments within the Non-Independent Executive Chairman,
in respect of the financial year ended health industry and its change drivers to was positioned as an Executive Chairman
31 December 2017 (“CG Overview facilitate the Board’s discussions on the of IHH given that he was the Executive
Statement”). This CG Overview Statement Group’s strategy for the next five years. Chairman of IMU Health Sdn Bhd (“IMU”),
also endeavours to portray how IHH’s The outcome of the BSR is that both the a wholly-owned subsidiary of IHH, which
is a medical education arm of IHH Group

132 IHH Healthcare Berhad | Annual Report 2017


overseeing the established higher on the business, spearheads the day-to- governance practices to meet the Board’s
learning institutions of International day management of the Company and needs and stakeholders’ expectation.
Medical College and International Group as well as implements the Board’s
Medical University in Malaysia. Tan Sri decisions. By virtue of the MD & CEO’s Board Meetings
Dato’ Dr Abu Bakar has extensive position as a Board member, he also acts To facilitate productive and meaningful
experience in the medical and healthcare as the intermediary between the Board Board meetings, the proceedings are
sectors which are tied to his qualifications and Senior Management. conducted in accordance with a
and past experiences as the Director- structured agenda which is approved
General of Health and Director of Medical Company Secretaries by the Chairman prior to each meeting.
Services under the Ministry of Health in The Company Secretaries of the The structured agenda together with
Malaysia. Tan Sri Dato’ Dr Abu Bakar Company are experienced, competent comprehensive management reports
retired as Non-Independent Executive and knowledgeable, and play an and proposal papers are furnished to
Chairman of IHH on 31 December 2017. important role in advising the Board on the Directors at least five working days
issues relating to corporate compliance in advance of each Board meeting.
Following the retirement of Tan Sri Dato’
with the relevant laws, rules, procedures This is to accord sufficient time for the
Dr Abu Bakar, Dato’ Mohammed Azlan
and regulations affecting the Board and Directors to review the materials and,
bin Hashim (“Dato’ Mohammed Azlan”)
the Group, as well as best practices of where necessary, conduct independent
was re-designated from Deputy Chairman
governance. The Company Secretaries analysis or request additional material.
of IHH, a position he held since March
support the Board in its leadership role, However, urgent matters and exceptional
2011, to Non-Independent Non-Executive
discharge of fiduciary duties and as circumstances could fall outside these
Chairman of IHH on 1 January 2018.
stewards of governance. timing requirements and a shorter period
Dato’ Mohammed Azlan has extensive
for the circulation of the proposal papers
experience in the corporate sector The Directors have ready and unrestricted
would be allowed with the Chairman’s
and during his career, has served access to the advice and services of the
consent and approval.
in various capacities in the financial Company Secretaries. The Board is
services industry and investment holding regularly kept up to date on and apprised Directors are allowed to participate in
companies. Additionally, Dato’ Mohammed of any relevant legislation, regulations and Board meetings via tele-conference.
Azlan has the skills, knowledge and guidelines, as well as any amendments All deliberations and decisions made
experience necessary for that of a thereto issued by Bursa Securities, at Board meetings, including dissenting
Board Chairman and he is also the Securities Commission, Companies views and whether any Director abstained
Chairman of several other public listed Commission of Malaysia and other from voting or deliberating on a particular
entities in Malaysia. relevant regulatory authorities including matter, are duly minuted as records of
recommendations on corporate law their proceedings. Draft minutes of Board
Division of Roles and Responsibilities reform in Malaysia as well as relevant meetings are circulated to the Directors
between the Chairman and the foreign jurisdictions, particularly the effects within one month after each meeting
MD & CEO of such new or amended legislation, for review.
IHH recognises the importance of regulations and guidelines on the directors
Apart from the presentation of the
separating the roles of the Chairman specifically and the Group generally.
financial performance and operations
and the MD & CEO. This is reflected in
The Company Secretaries ensure by the respective operating companies’
the division of their responsibilities which
that decisions of the Board and Board (“OpCos”) representatives, the MD &
are clearly set out in the Board Charter.
Committees are properly documented CEO also provides a comprehensive
The distinct and separate roles of the
and relayed to Management to act upon explanation of significant issues relating
Chairman and the MD & CEO, with a
in a timely manner. The Company to the Group’s business while the Group
clear division of responsibilities, ensures
Secretaries are also responsible for, Chief Financial Officer (“GCFO”) presents
a balance of power and authority, such
among others, the operation of the the results of the Group’s financial
that no one individual has unfettered
secretariat function, including lodgements performance at every quarterly Board
powers of decision-making.
with relevant statutory and regulatory meeting. The Chairmen of the Board
The Chairman leads the Board with bodies, the administration of Board and Committees would also report to the
a keen focus on governance and Board Committee meetings (including Directors at Board meetings, on any
compliance and is responsible for preparation of the minutes, matters significant issues noted and/or
the overall effective functioning of the arising and Board Committee Chairmen’s deliberated by the relevant Board
Board including the collective oversight of reports), manage processes pertaining to Committees and which require the
Management. The MD & CEO meanwhile the Company’s general meetings, assist Board’s attention and approval for
assumes executive responsibility, focuses the Board in applying the latest corporate implementation. Management is also

IHH Healthcare Berhad | Annual Report 2017 133


Governance

CORPORATE GOVERNANCE
OVERVIEW STATEMENT

invited to present proposals and answer Board meeting and updates the Board on During the financial year under review,
queries raised by the Board as and when the status of these matters at the next the Board met eight times. The details of
required. Management takes immediate Board meeting or if deemed urgent via the attendance of the Board members
action on all matters arising from the circulation of memorandum. are as follows:

Total Meetings
Director Designation Attended
Tan Sri Dato' Dr Abu Bakar bin Suleiman Chairman, 7/8
(Retired on 31 December 2017) Non-Independent Executive Director
Dato' Mohammed Azlan bin Hashim Deputy Chairman, 8/8
(Re-designated as Chairman on Non-Independent Non-Executive Director
1 January 2018)
Dr Tan See Leng Managing Director and Chief Executive Officer, 8/8
Non-Independent Executive Director
Mehmet Ali Aydinlar Non-Independent Executive Director 5/8
Chintamani Aniruddha Bhagat Non-Independent Non-Executive Director 8/8
Koji Nagatomi Non-Independent Non-Executive Director 5/6*
(Appointed on 1 April 2017)
Chang See Hiang Senior Independent Non-Executive Director 7/8
Rossana Annizah binti Ahmad Rashid Independent Non-Executive Director 7/8
Kuok Khoon Ean Independent Non-Executive Director 8/8
Shirish Moreshwar Apte Independent Non-Executive Director 8/8
Quek Pei Lynn Non-Independent Non-Executive Director 8/8
(Alternate Director to
Chintamani Aniruddha Bhagat)
Takeshi Saito Non-Independent Non-Executive Director 5/6*
(Alternate Director to Koji Nagatomi)
(Appointed on 1 April 2017)
Satoshi Tanaka Non-Independent Non-Executive Director 1/2
(Resigned on 1 April 2017)
Koichiro Sato Non-Independent Non-Executive Director 2/2
(Alternate Director to Satoshi Tanaka)
(Ceased on 1 April 2017)

* Directors did not participate in one meeting held during the financial year due to conflict of interest.

The directorships of the IHH Directors Board Charter responsibilities and functions of the
in other public listed companies do The Board Charter plays a vital role in Board in accordance with the principles
not exceed the prescribed limits under guiding the Board’s focus on matters that of good corporate governance set out
the MMLR. This ensures that their are pertinent to the Group, assists the in the policy documents and guidelines
commitment, resources and time are Board in delivering good governance and issued by the relevant regulatory
more focused and enables them to develops a shared understanding of the authorities. The Board Charter is available
discharge their duties effectively. The Board’s role throughout the Company. for reference on the Company’s website
Directors should notify the Board within at www.ihhhealthcare.com.
fourteen market days upon accepting The Board had in 2013 formalised a
any new directorship. Board Charter setting out the duties,

134 IHH Healthcare Berhad | Annual Report 2017


The Board shall review the Board Charter proposals. The Board in turn • Identifying top tier risks and
as and when it deems fit to ensure its deliberates and determines the ensuring the implementation of
applicability to the Company’s current Group’s strategic and business appropriate systems to manage
situation. The Board Charter was last direction based on the propositions these risks
reviewed and approved for adoption by presented by Management. The Board recognises the need for
the Board in May 2016. a strong risk management discipline
The Board will be apprised on the
across the Group to ensure achievement
The Board Charter aims to ensure that all progress of the execution of the
of the desired business objectives.
Directors acting on behalf of the Company strategic plan and challenges faced
The Board also acknowledges that
are aware of their fiduciary duties and at the Board scheduled quarterly
a holistic approach to business
responsibilities as Board members. meetings. Please refer to the Strategic
management, taking into consideration
It also aims to ensure that all Directors Report as laid out on pages 24 to 39
the economic, environmental and
understand the various legislations and and the Performance Review on
social (“EES”) risks and opportunities
regulations affecting their conduct and pages 45 to 51 of this Annual Report
alongside financial implications,
that they apply principles and practices on the Group’s business, operations
is a measure to generate long term
of good corporate governance in all their and performance during the financial
benefits and business continuity.
dealings in respect of and on behalf of year under review.
the Company. The Board Charter outlines Each of the OpCos has set up their
• Overseeing and evaluating the
processes and procedures for the Board respective Risk Management division
conduct of the Group’s businesses
and its Committees in discharging their or nominated relevant staff overseeing
The Board and the Audit and Risk
stewardship effectively and efficiently. the risk function (“risk collaborator”)
Management Committee (“ARMC”)
who regularly monitors any potential
As outlined in the Board Charter, the review and evaluate the conduct of
risk that the respective OpCos might
Board reserves full decision-making the Group’s businesses at their
face in the operations. The respective
powers on itself in areas such as material respective quarterly meetings. The
OpCos’ risk management division or
acquisitions and disposition of assets, representatives of each major OpCo
risk collaborator would then report their
investments in capital projects, material would be invited to present to the
findings to the IHH ARMC through
borrowings, related party transactions, ARMC and Board at the quarterly
Group Risk or to Senior Management.
treasury policies, risk management meetings, the financial performance
policies and key human resource issues. and operational updates of their At the Group level, the Group
The Board delegates certain matters to respective OpCos. The Board Risk Management department
the Board Committees as well as the would be apprised of, among others, consolidates the risk reports from
Senior Management of the Company the macro economic environment the respective OpCos and maps the
subject to the TORs and/or approving and Management’s expectations, risks identified into the IHH Group Risk
authority limits set by the Board in opportunities and achievements, Profile. The Group Risk Management
the LOA. While such delegation has threats and weaknesses together department also embeds the precepts
been made, the Board has at all times with the mitigation and action plan. of sustainability within the Group by
exercised collective oversight of the The Board would provide the relevant identifying, evaluating and managing
Board Committees and Management and guidance on the action plan of the material EES risks and opportunities
conducts regular review of the division of Group and allow knowledge and and mapping them into the Group’s
responsibilities to ensure that the Group experience sharing between the broader risk management framework.
is able to adapt to changing business representatives of different OpCos to The Group level risk report would
circumstances. bring about a higher level of synergy then be presented to the IHH ARMC
as well as operational effectiveness for deliberation on a quarterly basis.
Under the Board Charter, the Board,
and efficiency. The Group Risk Management
among others, assumes the following
department would also be invited
roles and responsibilities, which are to The Board would also track the
to present the summary of the
be discharged in the best interests of the overall performance of the Group
risk report to the Board on a
Company in pursuance of regulatory and based on the achievements of the
half-yearly basis.
commercial objectives: key performance indicators as
stipulated in the Group’s Balanced The Group has established an
• Reviewing and adopting the
Scorecard approved by the Board at International Clinical Governance
strategic direction of the Group
the recommendation of the Advisory Council (“ICGAC”) which
Management will present their
Nomination and Remuneration comprises independent healthcare
proposals and highlight their thought
Committee (“NRC”), at the beginning thought leaders, former academia,
processes and justification for such
of the financial year. practicing professionals from different

IHH Healthcare Berhad | Annual Report 2017 135


Governance

CORPORATE GOVERNANCE
OVERVIEW STATEMENT

regions and management • Establishing and implementing Annual Report on the Group’s
representatives with clinical quality a good Investor Relations (“IR”) continuous effort in identification,
and ethics background from the programme and shareholders’ assessment and management of the
respective OpCos, to form a high-level communication policy weaknesses identified in order to
advisory council. The ICGAC seeks The Board recognises that a sound improve the quality of internal control.
to drive exemplary and consistent IR programme and shareholders’
clinical quality and implement communication policy is vital Limits of Authority
continuous quality improvement in managing investors’ and The LOAs which set out the authority limits
projects and initiatives across IHH shareholders’ interests and to be adhered to as adopted by the Group,
Group. During the financial year under perception of the Company. are in compliance with the principles of
review, ICGAC has focused on the good corporate governance. The LOAs of
The Company carries out its IR
following four key workstreams: the major OpCos were developed based
activities in accordance with its annual
on the broad framework of the IHH LOA.
(i) Clinical Risk Management IR calendar and the Board is apprised
Advisory; of these activities including the Although the operations of the Company
(ii) Quality Assurance and Quality number of investor conferences and and its subsidiaries are governed by
Improvement; non-deal roadshows attended as well the LOAs, the overall management and
(iii) Professional Development and as the number of analysts’ meetings, control of the business and affairs of
Management; and on a quarterly basis. Key take-aways IHH Group still vests with the Board.
(iv) Culture of Improvement and gathered from the IR activities, which
The day-to-day operations of IHH Group
Patient Safety. would also be shared with the Board
are managed and administered by the
and Management, always take into
Please refer to the Statement on Risk Senior Management personnel of IHH
account the opinion of the investors
Management and Internal Control as Group, subject always to the policies and
and shareholders with the aim
laid out on pages 161 to 167 of this decisions of the Board.
of further improving the Group’s
Annual Report on the identification, operational and financial performance The LOAs will be updated to meet the
assessment and mitigation of actual as well as to become a better corporate changing needs of IHH Group and to ensure
enterprise and clinical risks faced citizen in the community it operates. compliance with the applicable laws
by the Group and the Sustainability including the MMLR. Any updates that are
Statement 2017 as laid out on Further details on IR activities
reviewed, verified and endorsed by the
pages 54 to 56 of this Annual Report undertaken during the financial year
Board will supersede the previous LOA.
for further details on the efforts under review are laid out on pages
undertaken to ensure the Group’s 168 to 169 of this Annual Report. Board Committees
business sustainability. • Reviewing the adequacy and the The Board delegates specific
• Establishing succession plans integrity of the Group’s internal responsibilities to the respective
The Group has, under the purview control and management Committees of the Board, which operate
of the Human Capital Management information systems within clearly defined TOR. From time to
function, embarked on succession The Board acknowledges the time, the Board reviews the functions and
planning for key management who play importance of maintaining sound TOR of Board Committees to ensure that
a pivotal role within the Group. The and effective internal control and they are relevant and updated in line with
said succession planning programme management information systems the MCCG and other related policies or
is created with the aim of driving the in order to manage and reduce risks regulatory requirements.
supply of sufficient talent pool internally that will hinder the Group from
While the Board Committees have the
to cater for the Group’s expansion achieving its goals and objectives.
authority to examine particular issues,
plan in various regions. Individual The internal control and management
they will report to the Board with their
development plans have been information systems are embedded
decisions and/or recommendations and
established and a slew of other talent within the Group’s operating activities.
the ultimate responsibility on all matters
management practices are also in place Assisted by the Group Internal Audit lies with the Board. The Committee
for development of a pool of talent. which functions independently of the members are expected to attend each
The Board, through the NRC, monitors operations, the Board and the ARMC Board Committee meeting, unless there
the performance of the Board and Key are able to effectively discharge these are exceptional circumstances that
Senior Management annually as well control responsibilities. prevent them from doing so. The minutes
as reviews and evaluates the suitability of the Board Committee meetings held
Please refer to the Statement on Risk
of potential candidates and their are presented to the Board for perusal at
Management and Internal Control as
expertise, to fill any gaps identified. each scheduled quarterly Board meeting.
laid out on pages 161 to 167 of this

136 IHH Healthcare Berhad | Annual Report 2017


During Board meetings, the Chairmen taken over by the respective equivalent that any of the Group entities may
of the various Committees provide IHH Board Committees. escalate to the SC for direction.
summary reports of the decisions and
In view of the Streamlining Exercise, The SC comprises the following members:
recommendations made at the Committee
wherein the ARMC will be assuming
meetings as well as highlight to the Board
enlarged responsibilities over the Group’s
any further deliberation that is required at Chairman
financial and risk management oversight
Board level. On Board reserved matters,
functions, beginning 1 July 2018, the Dato’ Mohammed Azlan bin Hashim
the Board Committees shall deliberate
ARMC will be split into an Audit Committee Members
and thereafter state their recommendations
and a Risk Management Committee,
to the Board for its approval. The relevant Dr Tan See Leng
respectively. This would also be in line
decisions of the Board Committees are Chintamani Aniruddha Bhagat
with the recommendations of the MCCG
incorporated into the minutes of the
on the establishment of a stand-alone Takeshi Saito
meetings of the Board.
Risk Management Committee rather than (Appointed on 1 March 2018)
The Board has to date established three a combined committee.
Quek Pei Lynn
principal Board Committees namely, the
Nomination and Remuneration (Alternate to
ARMC, NRC and Steering Committee
Committee Chintamani Aniruddha Bhagat)
(“SC”). The TOR of each Board Committee
is available on the Company’s website at The NRC assists the Board to review Koji Nagatomi
www.ihhhealthcare.com. and assess the nomination and selection (Appointed on 1 April 2017)
process as well as the remuneration (Ceased on 1 March 2018)
Audit and Risk Management framework of the Board members and Satoshi Tanaka
Committee Senior Management, the performance of (Ceased on 1 April 2017)
The ARMC assists the Board in fulfilling the Board, the training and development
Mehmet Ali Aydinlar
its fiduciary responsibilities relating to needs of the Board members as well as
(Ceased on 1 March 2018)
the corporate accounting, internal control the succession planning for the Board
and risk management processes as well and the Group as a whole.
as the management and financial reporting
The NRC is chaired by Shirish Moreshwar Code of Conduct
practices of the Group.
Apte, an Independent Non-Executive
The Board is committed to upholding
The ARMC is chaired by Rossana Annizah Director, who was re-designated as NRC
the highest standards of integrity and
binti Ahmad Rashid, an Independent Chairman in place of Chang See Hiang,
behaviour in all activities undertaken
Non-Executive Director, since April 2012. the Senior Independent Non-Executive
by the Group especially in relation to our
Director, who stepped down as NRC
The composition as well as the summary interactions with customers, suppliers,
Chairman on 19 May 2017 and remained
of meetings attended by the ARMC shareholders, business partners and the
as a member of the NRC.
members and the work carried out by the communities in which we operate. To this
ARMC in discharging its responsibilities The composition, a summary of activities end, the Board has established a Code
are set out separately in the ARMC of the NRC, selection and assessment of Conduct (“the Code”) implemented
Report as laid out on pages 156 to 160 of Directors and boardroom diversity throughout the Group which dictates
of this Annual Report. are set out separately in the NRC Report the ethics and standard of good conduct
as laid out on pages 150 to 155 of this expected of every Executive Director
In view of the rapid growth of the Group
Annual Report. and employee. The Code is available
which has added on to the complexity of
on the Company’s website at
the governance structure of the Group In view of the Streamlining Exercise
www.ihhhealthcare.com.
as well as the need for more efficient and taking into consideration that the
meetings of the various Board and Company is encouraged to establish a The Code calls upon all Executive
committees of the Board, the Group has stand-alone Remuneration Committee, Directors and employees to exhibit the
undertaken a restructuring exercise during beginning 1 July 2018, the NRC will be highest levels of professionalism in all
the financial year involving the Board split into a Nomination Committee and aspects of their work even beyond
and committees of the Board across a Remuneration Committee, respectively. normal working hours and in compliance
the Group (“Streamlining Exercise”) to, with all applicable laws, regulations and
among others, simplify and streamline the Steering Committee policies within the Group. It provides a
overall governance structure of the Group. The Board established the SC which common behavioural framework for all
Under the Streamlining Exercise, certain functions include reviewing the Group’s employees of the Group irrespective of
identical Board committees established at long term and short-term strategies, their specific job or location, as well as
some of the OpCos of IHH were collapsed evaluation of major transactions, material affords professional, ethical and legal
and their functions had been or would be borrowings and any investment project guidance to all Directors and employees

IHH Healthcare Berhad | Annual Report 2017 137


Governance

CORPORATE GOVERNANCE
OVERVIEW STATEMENT

in the conduct of their business and that confidential so long as it does not hinder Notwithstanding that the Board does not
of the Group. Failure to comply with the or frustrate any investigation. Any comprise majority Independent Directors
Code may result in the commencement concern about unethical behaviour as recommended in the MCCG, the
of disciplinary proceedings that may or serious misconduct should first be Independent Directors are able to
lead to termination of employment and/ raised with the immediate superior or exercise strong independent judgement
or appointment. respective Human Resource department and provide independent views and
where possible, or via email to advice in all Board deliberations. During
The Code covers areas such as
governance@ihhhealthcare.com. the financial year, the Independent
compliance with the law, professional
Alternatively, employees may choose Directors have also challenged certain
integrity, accurate and complete to write in confidence directly to the proposals and assumptions tabled during
accounting, bribes, gifts and MD & CEO of IHH. Where reporting meetings and provided their independent
entertainment, conflicts of interest, to Management is a concern, then the viewpoints for the benefit of the
the act of diverting, confidentiality report should be made in confidence Company. Their presence provides
and protection of company assets, to the Chairman of IHH. a check and balance in the discharge
political and charitable contributions, of the Board function. Independent
as well as occupational health, safety (II) BOARD COMPOSITION Directors’ views carry significant
and environmental activities. Employees The Board members with their diverse weight in all Board deliberations and
are to direct any questions they have academic qualifications, backgrounds decision-making. This represents a
about the Code and its application and experiences enable the Board to satisfactory alternative to the requirement
to their managers or the respective provide clear and effective leadership of the recommended best practices of
Human Resource departments. to the Group and bring information and having the majority Board members to be
independent judgement to many aspects Independent Directors. All Independent
Whistleblowing Policy
of the Group’s strategy and performance, Directors act independently of Management
IHH and its major operating subsidiaries so as to ensure diversity and completeness and are not personally involved in any
have implemented a Whistleblowing in its deliberations. business dealings of the Company.
Policy that seeks to engender an Neither are they involved in any other
environment where integrity and Independent Directors relationship with the Group that may
ethical behaviour are fostered and any The Board, as at the date of this impair their independent judgement
malpractice or impropriety within the CG Overview Statement, consists and decision-making.
Group is exposed. This Whistleblowing of eleven members, comprising two
Policy enables employees to raise Nevertheless, in an effort to further
Non-Independent Executive Directors,
concerns internally and at a high level enhance the independence of the Board,
three Non-Independent Non-Executive
and to disclose information on activities the Board aims to increase the number
Directors (“NEDs”) including the
which they believe reflect instances of Independent Directors to a balanced
Chairman, four Independent NEDs and
of malpractice or impropriety. It also proportion of at least 50% by the end
two Alternate Directors. The present
offers reassurance that the whistle of 2019. Apart from the suitability and
composition of the Board and the profile
blower will be protected from reprisals availability of potential Board candidates,
of each Director are set out in the
or victimization for whistleblowing in the Board would also need to take into
Corporate Information and Profiles of
good faith. The concerns could include consideration the size of the Board in
Directors on page 21 and pages 114 to
financial malpractice, impropriety its efforts to increase the number of
126 respectively of this Annual Report.
Independent Directors. This is to ensure
or fraud, failure to comply with legal
The number of Independent Directors that the Board would still be able to
obligation or statutes, bribery, abuse
complies with the MMLR, which states function efficiently with the increased
of power, conflicts of interest, theft or
that at least two members or one-third of number of Directors. The Board is in the
embezzlement, misuse of company
the Board shall be Independent Directors. midst of identifying and will continuously
property, non-compliance with procedure,
The Board acknowledges and takes identify suitable candidates to be
danger to health, safety and environment,
cognisance of the recommendations appointed as Independent Directors of
criminal activity, improper conduct or
contained in the MCCG for the board the Company as and when required. The
unethical behaviour and the attempts
of Large Companies (as defined in Streamlining Exercise undertaken during
to conceal any of these, among other
the MCCG) to comprise a majority the financial year would also minimise
things. The Whistleblowing Policy is
independent directors. The Board or limit the common directorships of the
available on the Company’s website at
believes the current board composition Independent Directors of the Company
www.ihhhealthcare.com.
provides the appropriate balance in in Group entities and this would further
IHH is committed to treating all such terms of skills, knowledge, experience enhance the Directors’ independence
disclosures in a confidential and sensitive and independent elements to promote and avoid situations of conflict.
manner. The identity of the individual the interests of all shareholders and to
making the allegation will be kept govern the Group effectively.

138 IHH Healthcare Berhad | Annual Report 2017


Additionally, the Board has also identified The Board believes that its current The Group has implemented a Workforce
a Senior Independent Non-Executive Board composition provides the Diversity Policy which is applicable to
Director, to whom concerns from the appropriate balance in terms of skills, employees of the Group across all the
other Directors, public or investors may knowledge and experience to promote regions within which IHH operates.
be conveyed. Inquiries or complaints the interests of all shareholders and to The Group will not set any fixed targets
about decisions or actions taken by the govern the Group effectively. It also around age, gender and ethnic diversity,
Group should be addressed to the Senior represents the ownership structure of but will actively work towards having the
Independent Non-Executive Director via the Company fairly, with appropriate appropriate diversity based on but not
email at sid@ihhhealthcare.com. representations of minority interests limited to the following strategies:
through the Independent Directors.
None of the existing Independent (a) recruiting from a diverse pool of
Directors has exceeded a cumulative term Diversity on Board and Senior candidates for all positions, including
of nine years. As part of the succession Management senior management;
planning for Independent Directors, efforts (b) reviewing succession plans to ensure
The Board recognises diversity as a
are being made to increase the number of an appropriate focus on diversity;
veritable source of strength and values
Independent Directors on the Board. The (c) identifying specific factors to take into
the diversity found in each of our markets.
nine-year tenure of three Independent account the recruitment and selection
The Company has adopted a Boardroom
Directors will approach in year 2021. The processes to encourage diversity;
Diversity Policy which sets out the
NRC and Board will assess and determine (d) developing programs to develop a
approach to diversity on the Board
whether to retain any Independent broader pool of skilled and experienced
including gender, age and ethnic diversity.
Director who exceeded the nine-year senior management, including,
Besides that, the Company had also put in
tenure. The Board will comply with the workplace development programs,
place the Policy on Nomination and
recommendations of the MCCG which mentoring programs and targeted
Assessment Process of Board Members
state that the tenure of an independent training and development; and
which sets out the criteria, process and
director should not exceed a cumulative
requirements to be undertaken by the (e) any other strategies the Board
term of nine years unless shareholders’
NRC and Board in discharging their develops from time to time.
approval is obtained for such director to
responsibilities in terms of nomination,
be retained as an independent director or The Board is committed to further
assessment and re-election of the Board
to continue to serve on the board subject enhancing skillset, experience, gender,
members. For new appointments, the
to the director’s re-designation as a age and ethnic diversity with regards its
candidate is identified not just through
non-independent director. composition. However, the Board does
the recommendation of the existing
not specify a target for boardroom
The Company does not fix the term limit Board members, Senior Management and
diversity as the appointment of Board
for Independent Directors as the Board shareholders but also from independent
members should be based on objective
believes that there are significant third party referrals. Please refer to the
criteria, merit and with due regard for
advantages to be gained from long- NRC Report as laid out on pages 150 to
diversity. The Board took cognisance of
serving Independent Directors who not 155 of this Annual Report for the summary
the recommendation in the MCCG for
only possess tremendous insight but also write up on boardroom diversity as well as
Large Companies’ board to comprise at
in-depth knowledge of the Group’s the nomination and assessment process
least 30% women directors. Notwithstanding
businesses and affairs. The Board opines of Board members.
the lack of gender diversity on the Board at
that apart from the length of service, other
The Company will also pay due regard to this point in time, the Board comprises
factors such as a Director’s interest,
the following criteria in the selection and Directors with diverse backgrounds,
position, associations or relationships are
appointment of Directors and Senior expertise, experience and ethnicity, all of
important elements in the review of a
Management: whom contribute diverse perspectives
Director’s independence. As such, the
and insights on Board decisions. The
Board through the NRC, assesses the (a) Business experience/expertise from
Board remains committed in its efforts
independence of its Independent diverse industries (e.g. professionals
to source for and increase women
Directors annually. Furthermore, the with management experience in a
representation on the Board depending
sourcing for suitable candidates to assume medical services organisation,
on the availability of the right candidates.
the role as Independent Directors could financial, legal etc.);
be challenging taking into consideration, (b) Age and gender diversity; As at the end of the financial year under
among others, the availability of talents to (c) Prior board experience; review, the Board comprised two women
meet the required mix of skills of the Directors, one of whom is an Alternate
(d) Worked in an organisation of
Board and to link the Board composition Director, whereas the Senior Management
comparable scale or complexity; and
to the strategic plans of the Group. team of the Company comprised
(e) Access to global networks and wide
approximately 57% women representation.
geographical/market experience.

IHH Healthcare Berhad | Annual Report 2017 139


Governance

CORPORATE GOVERNANCE
OVERVIEW STATEMENT

Annual Assessment the understanding of business/industry, upholding the integrity of financial


The Board, through the NRC, had carried significant accounting policies, accounting reporting and managing risks in
out the annual assessment, conducted estimates and financial reporting practices, accordance with its TOR. The ARMC
internally and facilitated by the Company significant financial and non-financial risks members have sound judgement,
Secretaries/Human Capital Management, as well as internal control systems and risk objectivity, independent attitude,
covering the following in respect of the management practices. The Chairman of professionalism, integrity, knowledge of
financial year under review: the ARMC was also assessed by the NRC the industry and are financially literate;
in respect of her ability in discharging her (c) the NRC has consistently performed
(a) Board performance as a whole; role as the Chairman of the ARMC. well during the financial year and
(b) Board Committees such as ARMC discharged its duties and responsibilities
Each Independent Director performed a
and NRC; satisfactorily in accordance with its
self-evaluation to affirm their independence
(c) Individual Directors; TOR under the chairmanship of the
from Management. The Independent
(d) Individual ARMC members; Directors’ self-evaluation forms were then NRC Chairman;
(e) Independent Directors; submitted to the NRC for further assessment (d) the four NEDs of the Company are
(f) MD & CEO; and on their overall performance during the independent of management and free
(g) GCFO, external and internal auditors. year under review in particular whether from any business or other
the Independent Directors had exercised relationship which could interfere
During the financial year under review, the with the exercise of independent
independent and objective judgement
NRC has adopted a different assessment judgement. The Independent NEDs
when discharging their duties.
approach which focuses on the evaluation have continuously brought independent
of the Board’s and Board Committees’ The Directors had conducted self- and objective judgement to the Board
effectiveness and also allows for the evaluation centering on areas such deliberations;
Directors to make more recommendations as fit and proper, contribution and (e) each of the Directors including
for improvement. performance as well as continuous the MD & CEO has the character,
development. Subsequent thereto, the experience, integrity, competence
The performance of the Board as a whole
NRC Chairman conducted a one-on-one and time to effectively discharge
was evaluated in the areas covering board
review session with each participating their respective roles;
composition and structure, dynamics and
Director to further engage with the
culture, operations, partnership with the (f) the GCFO has the character,
Directors and discuss the feedback
executive team, meeting administration experience, integrity, competence
given by the relevant Directors.
and continuous development as well as and time to effectively discharge his
the effectiveness of the Board Chairman. The duly completed evaluation forms role; and
On top of these, opinion was sought from were collated and a summary of the (g) the external auditors, KPMG PLT, have
each Director in relation to other pertinent results and all feedback received was discharged their duties independently
matters such as the most critical priorities tabled to the NRC and ARMC (where as well as adopted an objective
of the Board for the next financial year, applicable) for deliberation prior to approach in their audit process. The
ways to improve the Company’s performance recommending the appropriate action Board has considered the performance
and suggestions to improve the Board to the Board for consideration. of KPMG PLT and was satisfied that
meetings’ effectiveness and efficiency. KPMG PLT is of calibre and hence,
The Board, having reviewed the
recommended that KPMG PLT be
The Board Committees were assessed performance of the respective persons/
re-appointed as the external auditors
based upon the composition and parties from the evaluation findings,
of the Company for the financial year
experience of the respective Board is satisfied that:
ending 31 December 2018.
Committee members, fulfilment of
(a) the Board and Board Committees
objectives in line with their respective Based on the assessment of the individual
are effective as a whole, considering
TOR, effectiveness and efficiency of Directors seeking re-election at the
the required mix of skills, size and
decision making process, the quality of forthcoming Eighth Annual General
composition, experience, integrity,
information communicated to the Board Meeting (“AGM”) of the Company and at
core competencies, time committed
as well as the effectiveness of the Board the recommendation of the NRC, the Board
and other qualities in carrying out
Committees’ Chairman. has recommended for the shareholders’ to
their duties and responsibilities to
vote in favour of the relevant resolutions
Each of the ARMC members was steer the Group;
with regard to the re-election of the
evaluated by the NRC in the areas (b) the ARMC has consistently performed
Directors as stipulated in the Notice of
covering foundational matters, well during the financial year and
Eighth AGM.
responsibilities, financial literacy and discharged their duties and
responsibilities satisfactorily in

140 IHH Healthcare Berhad | Annual Report 2017


The Board is of the view that it is not programmes and forums, which they had Director in place of Satoshi Tanaka in
necessary to engage independent experts individually or collectively considered as the Company on 1 April 2017 had
to facilitate the Board evaluations for the relevant and useful in contributing to the attended the Mandatory Accreditation
time being. The NRC will assess the need effective discharge of their duties as Programme (MAP) on 27 – 28 July 2017.
for an independent expert’s evaluation as Directors.
The training programmes attended by
and when deemed necessary.
The Company Secretary facilitates the the Directors during the financial year
Directors’ Training organisation of internal and external ended 31 December 2017 included areas
programmes and Directors’ attendance of clinical governance, risk management,
The Board is constantly encouraged to
at such programmes and maintains healthcare related matters, hospital
attend programmes and seminars to keep
details of the training attended by operations, leadership and business
abreast with the latest developments in
the Directors. transformation management, information
the industry and marketplace.
technology as well as regulatory
Koji Nagatomi who was appointed as a
During the financial year under review, compliance, the details of which are
Non-Independent Non-Executive
the Directors participated in various as follows:

Director List of Training, Conferences, Seminars, Workshops Attended


Tan Sri Dato' Dr Abu Bakar (i) National Kidney Foundation’s 5-Year Strategic Plan
bin Suleiman (ii) 9th National Paediatric Research Conference on “Engaging Professional in the Dilemma
(Retired on 31 December 2017) of Paediatric Bioethics” (Keynote Speaker)
(iii) Healthcare Forum on “Optimising Malaysian Healthcare Delivery: The Best Forward”
(Moderator)
(iv) Annual Scientific Meeting of the Academy of Family Physicians
(v) IHH Board Retreat
(vi) Briefing on Clinical Governance: ICGAC
(vii) International Forum (Asia) on Quality and Safety in Healthcare 2017
(viii) International Conference on Clinical & Health Sciences
Dato’ Mohammed Azlan bin Hashim (i) Implications on IHH following the implementation of the new Companies Act 2016
(ii) Companies Act 2016: Overview of the changes and how they affect you and your
business
(iii) Global Transformation Forum
(iv) Acibadem Altunizade Hospital Operation Tour
(v) Cyber Security Board Awareness Session
(vi) The 10th Malaysian Software Engineering Conference
(vii) The Asian Captive Conference 2017
(viii) IHH Board Retreat
(ix) Briefing on Clinical Governance: ICGAC
Dr Tan See Leng (i) Medical Conference (Nucleus Forum)
(ii) J.P. Morgan Healthcare Conference
(iii) Master Class in Liver Disease – 2017: Liver Diseases & Transplantation – Back to Basics
(iv) Implications on IHH following the implementation of the new Companies Act 2016
(v) Global Healthcare Conference
(vi) Acibadem Altunizade Hospital Operation Tour
(vii) Family Medicine Review Course 2017
(viii) IHH Board Retreat
(ix) Briefing on Clinical Governance: ICGAC
(x) International Forum on Quality and Safety in Healthcare
(xi) Khazanah Megatrends Forum 2017: Cerebrum x Algorithm

IHH Healthcare Berhad | Annual Report 2017 141


Governance

CORPORATE GOVERNANCE
OVERVIEW STATEMENT

Director List of Training, Conferences, Seminars, Workshops Attended


Mehmet Ali Aydinlar (i) Implications on IHH following the implementation of the new Companies Act 2016
(ii) Acibadem Altunizade Hospital Operation Tour
(iii) IHH Board Retreat
Chintamani Aniruddha Bhagat (i) Implications on IHH following the implementation of the new Companies Act 2016
(ii) Acibadem Altunizade Hospital Operation Tour
(iii) IHH Board Retreat
(iv) Briefing on Clinical Governance: ICGAC
Koji Nagatomi (i) Implications on IHH following the implementation of the new Companies Act 2016
(Appointed on 1 April 2017) (ii) Mandatory Accreditation Programme
(iii) IHH Board Retreat
(iv) Briefing on Clinical Governance: ICGAC
(v) Globalization of telemedicine
Chang See Hiang (i) Medical Negligence Update: Recent Landmark Decisions in Singapore
(ii) Developments to Singapore’s Restructuring and Insolvency Regime
(iii) IHH Board Retreat
Rossana Annizah binti Ahmad Rashid (i) Implications on IHH following the implementation of the new Companies Act 2016
(ii) Thought Leadership Session 2017
(iii) Acibadem Altunizade Hospital Operation Tour
(iv) IHH Board Retreat
(v) Briefing on Clinical Governance: ICGAC
(vi) Parkway Pantai Limited Quality Summit: Creating New Frontiers, Together As One
(vii) Khazanah Megatrends Forum 2017: Cerebrum x Algorithm
(viii) Employees Provident Fund (“EPF”) Investment Seminar 2017
(ix) Training on Malaysian Code on Corporate Governance
(x) EPF Private Equity Academy by HarbourVest Partners (Asia) Limited
Kuok Khoon Ean (i) Implications on IHH following the implementation of the new Companies Act 2016
(ii) IHH Board Retreat
(iii) Briefing on Clinical Governance: ICGAC
Shirish Moreshwar Apte (i) Medical Conference (Nucleus Forum)
(ii) Implications on IHH following the implementation of the new Companies Act 2016
(iii) Acibadem Altunizade Hospital Operation Tour
(iv) IHH Board Retreat
(v) Briefing on Clinical Governance: ICGAC
Quek Pei Lynn (i) J.P. Morgan Healthcare Conference
(Alternate Director to Chintamani (ii) Implications on IHH following the implementation of the new Companies Act 2016
Aniruddha Bhagat) (iii) Acibadem Altunizade Hospital Operation Tour
(iv) IHH Board Retreat
(v) Briefing on Clinical Governance: ICGAC
(vi) McKinsey Asia-Pacific Hospitals Conference 2017
Takeshi Saito (i) Healthcare 2025-Hospital Development & Business Model Evolution
(Alternate Director to Koji Nagatomi) (ii) Acibadem Altunizade Hospital Operation Tour
(Appointed on 1 April 2017) (iii) IHH Board Retreat
(iv) Briefing on Clinical Governance: ICGAC
(v) Globalization of telemedicine

142 IHH Healthcare Berhad | Annual Report 2017


The Board, through the NRC had also individual performance. The NRC the abilities of the company’s management,
assessed the training needs of its is responsible for reviewing and its market position and potential growth,
Directors by referring to the list of recommending to the Board, the which would determine the price that
trainings attended by each of the policy and framework of the Directors’ investors are willing to pay for the
Directors during the financial year under remuneration and the remuneration company’s stock.
review. The Board was satisfied that the package for the Executive Directors. In
In making the appropriate assessment and
training attended by the Directors in year recommending the Group’s remuneration
then recommendation to the shareholders,
2017 was appropriate and aided the policy, the NRC may receive advice from
the proposed NEDs fees are benchmarked
Directors in the discharge of their duties. external consultants. It is the ultimate
against the Company’s peer groups
The Directors were encouraged to attend responsibility of the Board to approve
comprising Malaysia-based large cap
relevant training programmes to enhance the remuneration of these Directors.
companies, Singapore-based large cap
their ability in discharging their duties
In the case of NEDs, the level of companies and regional healthcare large
and responsibilities as Directors.
remuneration reflects the experience, cap companies.
(III) REMUNERATION expertise and level of responsibilities
Pursuant to the Streamlining Exercise
undertaken by the particular NED
Directors’ Remuneration resulting in increased responsibilities
concerned. The determination of the
undertaken by the NEDs coupled with
The Group’s policy on Directors’ remuneration packages of NEDs (whether
the increased coverage and footprint
remuneration serves to attract, retain in addition to or in lieu of their fees as
of IHH Group operationally, at the
and motivate directors of the calibre Directors), is a matter for the Board as
recommendation of the Senior
that the Group needs to manage the a whole. Individual Directors do not
Management, the Board (save for
Group successfully. To maximise the participate in decisions regarding their
the NEDs) recommended for the
effectiveness of the remuneration policy, own remuneration packages.
shareholders to vote in favour of the
the remuneration package has been
The Board has agreed to use market Ordinary Resolution 6 to effect the
carefully aligned with industry practices
capitalisation (“cap”) as the financial proposed revised NEDs fees structure
while upholding shareholders’ interests.
metrics to benchmark the NEDs fees as following the Streamlining Exercise, as
The aim is to target an appropriate
there is a very strong positive relationship stipulated in the Notice of Eighth AGM.
level of remuneration for managing the
between directors’ fee and the company’s
business in line with the strategy. The The existing and proposed NEDs fees
market cap. Market cap includes other
component parts of remuneration for are summarised below:
qualitative measures such as the status
the Executive Directors are structured
of the company’s brands and reputation,
so as to link rewards to corporate and

Chairman Member
(RM per annum) (RM per annum)
Structure Existing Proposed Existing Proposed
Board of Directors – 600,000 285,000 285,000
Audit & Risk Management Committee1 150,000 – 100,000 –
Audit Committee – 175,000 – 100,000
Risk Management Committee – 175,000 – 100,000
Nomination & Remuneration Committee 2
90,000 – 60,000 –
Nomination Committee – 150,000 – 90,000
Remuneration Committee – 150,000 – 90,000
Steering Committee 90,000 350,000 60,000 100,000

1. The ARMC will be split into an Audit Committee and a Risk Management Committee, respectively with effect from 1 July 2018.
2. The NRC will be split into a Nomination Committee and a Remuneration Committee, respectively with effect from 1 July 2018.

The NEDs who are shareholders of connected to them will abstain from the Ordinary Resolution 6 to effect the
the Company will abstain and have voting in respect of their respective direct proposed revision in the NEDs fees at the
undertaken to ensure that persons and/or indirect shareholding in IHH on forthcoming AGM of IHH.

IHH Healthcare Berhad | Annual Report 2017 143


Governance

CORPORATE GOVERNANCE
OVERVIEW STATEMENT

The details of aggregate remuneration of Directors for the financial year ended 31 December 2017 are as follows:

Company Subsidiaries
Bonus, Bonus,
Incentives Benefits- Incentives Benefits- Group
Salaries Fees & Others in-kind Salaries Fees & Others in-kind Total
RM ‘000 RM ‘000 RM ‘000 RM ‘000 RM ‘000 RM ‘000 RM ‘000 RM ‘000 RM ‘000

Executive Directors
Tan Sri Dato’
Dr Abu Bakar
bin Suleiman
(Retired on
31 December 2017) 300 – – – 900 – 720 76 1,996
Dr Tan See Leng 2,349 – 17,689 243 2,455 – 11,157 – 33,893
Mehmet Ali
Aydinlar – – – – – 1,556 5,074 – 6,630
Total 2,649 – 17,689 243 3,355 1,556 16,951 76 42,519

Non-Executive
Directors
Dato’ Mohammed
Azlan bin Hashim – 387 – – – 694 – – 1,081
Chintamani
Aniruddha Bhagat1 – 310 – – – 507 – – 817
Koji Nagatomi1
(Appointed on
1 April 2017) – 246 – – – 44 – – 290
Chang See Hiang – 409 – – – 257 – – 666
Rossana Annizah
binti Ahmad Rashid – 447 – – – 472 – – 919
Kuok Khoon Ean – 295 – – – – – – 295
Shirish Moreshwar
Apte – 420 – 8 – 296 – – 724
Quek Pei Lynn1
(Alternate Director
to Chintamani
Aniruddha Bhagat) – – – – – 218 – – 218
Takeshi Saito1
(Alternate Director
to Koji Nagatomi)
(Appointed on
1 April 2017) – – – – – 190 – – 190
Satoshi Tanaka1
(Resigned on
1 April 2017) – 64 – – – – – – 64
Koichiro Sato1
(Alternate Director
to Satoshi Tanaka)
(Ceased on
1 April 2017) – – – – – 11 – – 11
Total – 2,578 – 8 – 2,689 – – 5,275
1. Fees for representatives of Pulau Memutik Ventures Sdn Bhd and MBK Healthcare Partners Limited / Mitsui & Co., Ltd on the Board are directly
paid to Khazanah Nasional Berhad and Mitsui & Co., Ltd, respectively.

144 IHH Healthcare Berhad | Annual Report 2017


Senior Management’s Remuneration PRINCIPLE B: EFFECTIVE AUDIT another major review of the external
There is a guideline and policy in place AND RISK MANAGEMENT auditors in the financial year ending
which defines the pay range (based 31 December 2019.
(I) AUDIT AND RISK MANAGEMENT
on market data) of different levels of On an annual basis, Management will
COMMITTEE
senior management according to a job review the service levels of the auditors,
grade structure. Group Human Capital The audit, internal control and risk
agree on amendments to their scope
Management is currently undertaking management functions are undertaken
of work to address new developments
a review of the job grade structure to by the ARMC. As the ARMC accords
in the business and recommend their
ensure standardisation across the adequate attention to the audit, internal
re-appointment to the ARMC. All major
Group to the extent where possible control and risk management agendas,
non-audit services proposed by the
and subject to different geographical these functions were undertaken by a
auditors are presented to the ARMC to
and regulatory requirements. combined ARMC given the similarities
determine if auditors’ independence will
of the key responsibilities under audit,
The bonuses and share-based payments be compromised.
internal control and risk management.
accorded to the Senior Management The ARMC comprises solely of Independent Additionally, the MD & CEO, the GCFO
would be determined by the Board, Directors, all of whom have the expertise and the internal auditors would also
at the recommendation of the NRC, to oversee risk management matters in assess the performance of the external
after reviewing the achievement of an effective manner. auditors annually via the External
the key performance indicators of the Auditor Performance and Independence
Group’s Balanced Scorecard which The ARMC is comprised of members
Checklist covering areas such as
was approved by the Board at the from diverse backgrounds with extensive
objectivity and independence, technical
beginning of the financial year as experience in banking, finance, legal
competence and ability, understanding
well as the individual performance practice and corporate governance issues.
of IHH Group’s businesses and industry,
appraisal of each Senior Management. The ARMC members are encouraged resources assigned, capability of the
This is to ensure that the remuneration to attend at least one training in a year engagement partner and engagement
package of the Senior Management with emphasis being exerted on relevant team as well as the ability to provide
is commensurate with their individual developments in accounting and auditing constructive observations, implications
performance, taking into consideration standards, practices and rules. The and recommendations in areas needing
of the Group’s performance. ARMC is also apprised of developments improvement, particularly with respect to
The Board is of the view that it is not in accounting and auditing standards the organisation’s internal control system
to the Company’s advantage or best by the external auditors impacting the over financial reporting.
business interest to disclose the detailed Company/Group periodically.
The duly completed External Auditor
remuneration of its Senior Management Performance and Independence Checklist
Evaluation on External Audit
considering the competitive nature of would then be submitted to the ARMC
the industry within which we operate IHH has an internal policy to perform
for their reference. The ARMC would
and the sensitivities associated with a major review of external auditors
conduct an annual review and assessment
such disclosure. The confidentiality every five years in line with market
in relation to the appointment and
of such information is also crucial for practice. The experience, capabilities,
re-appointment of external auditors for
the Group in managing our talent audit approach and independence
statutory audit, recurring audit-related
bench effectively. of the audit firms are assessed by
and non-audit related services.
Management and recommended
The NRC will determine the appropriate to the ARMC for appointment or The external auditors, KPMG PLT, had
remuneration for Senior Management re-appointment. A request for proposal provided a written confirmation to the
of the Company and recommend the (RFP) to select and appoint the Group ARMC that their firm, its engagement
same to the Board for consideration. external auditors, KPMG PLT, was last partner, engagement quality control
There are numerous determinants of conducted for the financial year ended reviewer and members of the audit
remuneration for an individual and 31 December 2014. Nevertheless, the engagement team are independent for
these would be assessed by the re-appointment of KPMG PLT as external the purpose of the audit of the consolidated
NRC and Board to ensure that the auditors of the Group is still subject to financial statements of the Company for
remuneration package identified for satisfactory delivery of audit services and the financial year ended 31 December 2017,
Senior Management of the Company re-appointment on a yearly basis at each in accordance with the terms of relevant
is fair, equitable and competitive. AGM. Management would conduct professional and regulatory requirements.

IHH Healthcare Berhad | Annual Report 2017 145


Governance

CORPORATE GOVERNANCE
OVERVIEW STATEMENT

The Company has in place a policy and approved by the Board before risks and uncertainties associated
contained in the ARMC’s TOR that being released to Bursa Securities and with the achievement of the Group’s
requires a former key audit partner to Singapore Exchange Securities Trading business objectives. It outlines the
observe a cooling-off period of at least Limited (“SGX”). governance principles, structure and
two years before being appointed as accountabilities, as well as policies and
The Directors’ Responsibility Statement
a member of the ARMC to ensure the limits in managing the Group’s key risks.
for the audited financial statements
independence of such appointment, Each major business operating entity
of the Company and the Group is set
if any. or group adopts the ERM framework
out on page 172 of this Annual Report.
to systematically identify, evaluate and
The Board and the ARMC maintain a The details of the Company and the
address key risks affecting its business
formal and professional relationship Group financial statements for financial
and regulatory environment.
with the external auditors. For the year ended 31 December 2017 are
financial year under review, the ARMC presented from pages 174 to 316 of Risk appetites, including financial,
had two meetings with the external this Annual Report. strategic, operational and governance
auditors without the presence of risk appetites, are defined in the
Management, which encouraged (II) RISK MANAGEMENT AND Group’s ERM Governance Policy.
a greater exchange of independent INTERNAL CONTROL FRAMEWORK Key risk indicators and risk tolerance
and frank views and opinions as well levels are also in place for the Management
Risk Management and Internal Control
as dialogue between both parties. and the Board to regularly monitor key
The external auditors were also invited IHH recognises that risk is an integral
business risks.
to attend the meetings of the ARMC and unavoidable consideration of doing
as well as the AGM of the Company to its business. As business and operational This robust framework allows for periodic
answer the queries that the shareholders risks cannot be wholly eliminated, IHH review of key risks and emerging risks,
may have on the conduct of the statutory will continuously foster a high level of including financial, operational, regulatory,
audit and the contents of the audited risk awareness and compliance culture reputational, cyber security and IT, clinical
consolidated financial statements of across the Group. quality and talent retention/manpower
the Company. related risks so that pre-emptive actions
The Board is fully committed to
and risk mitigation plans can be put
maintaining a sound system and
Oversight of Financial Reporting in place to address and treat these risks.
framework of risk management and
The Directors continually strive On a quarterly basis, these key risks,
internal controls. The Board, through
to present a clear, balanced and internal controls and risk mitigation plans
the ARMC, is responsible for governing
understandable assessment of the are reported to the ARMC, who in turn
risks and providing guidance to
Group’s financial position, performance will report to the Board on critical risk
Management in formulating the risk
and prospects primarily through the issues, material matters
management frameworks, policies and
audited financial statements, annual and recommendations.
guidelines. It maintains oversight of all
report and quarterly announcement identifiable risks within the Group to Our ERM framework has been developed
of results to shareholders. ensure that the policies and procedures and validated by external professional
The Directors are responsible for on risks and internal controls are firms. References are made to the
ensuring that the financial statements implemented in accordance with the Singapore Code of Corporate Governance,
prepared are drawn up in accordance Group’s business objectives. The ARMC MCCG and ISO 31000.
with the provisions of the Companies evaluates the risk management policies
Apart from the self-assessment
Act 2016 and the applicable approved formulated by Management as well as
performed by Management on the
accounting standards in Malaysia. the effectiveness of the mechanisms
adequacy and effectiveness of internal
In presenting the financial statements, set in place to identify and mitigate risk.
controls in mitigating the key risks,
the Company has used appropriate It then makes the necessary risk-related
independence audits have been
accounting policies, consistently applied recommendations to the Board for
performed by the internal auditors
and supported by reasonable and consideration and approval. The ARMC
on material internal controls such as
prudent judgements and estimates. is also responsible for ensuring that the
financial and IT controls. External audits
appropriate systems are in place to
The Board assisted by the ARMC, take the form of random checks and site
identify and highlight areas of potential
oversees the financial reporting visits by the Ministry of Health to assess
business or operational risk to the Group.
processes and the quality of the financial compliance to local laws and regulations.
reporting by the Group. The quarterly The Group has put in place an Enterprise In addition to these audits, the hospitals
financial results and audited financial Risk Management (“ERM”) framework have also embarked on a voluntary
statements were reviewed by the ARMC to identify, assess, mitigate and monitor third party assessment of its structure,

146 IHH Healthcare Berhad | Annual Report 2017


process and outcome against the obtained the Certification in Risk Corporate Disclosure Policies and
Joint Commission International (JCI) Management Assurance (CRMA) from the Procedure
requirements for healthcare organisations. Institute of Internal Auditors, Inc USA. As a publicly listed company, IHH’s
The Statement on Risk Management There are a total of 35 internal auditors Management has the responsibility
and Internal Control which provides across the Group, including the Group and is committed to disclose in a timely
an overview of the risk management Head, Internal Audit. All the internal manner any and relevant information
framework and state of internal controls auditors have the required qualifications that may have an impact on the Group’s
within the Company and the Group is to carry out audit work. share price so that investors can make
set out on pages 161 to 167 of this informed investment decisions. All
The internal audit function is further communications should take into account
Annual Report. disclosed in the ARMC Report and the recommendations contained in the
Statement on Risk Management and MCCG and Singapore Code of Corporate
Promoting Sustainability
Internal Control on pages 156 to 160 Governance 2012, as well as disclosure
The Board is cognisant of the need to and pages 161 to 167 respectively of
adopt sustainable practices. In view of obligations contained in the MMLR
this Annual Report. and Mainboard Rules of SGX, where
the Group’s geographically expansive
applicable. Being primarily listed on
operations, the Board has embarked PRINCIPLE C: INTEGRITY IN Bursa Securities, the Group will comply
and would continue on a holistic review CORPORATE REPORTING AND with its disclosure obligations expressed
of the Company’s sustainable practices MEANINGFUL RELATIONSHIP in the MMLR and secondary listing
based on our four-pronged strategy WITH STAKEHOLDERS obligations as imposed by SGX.
covering Quality Healthcare, Sustainable
Growth, New Markets and Eco-Efficiency (I) COMMUNICATION Management will make every effort
for the year under review. The Sustainability WITH STAKEHOLDERS to provide information that accurately
Statement is laid out separately on pages Communication with Shareholders and fairly represents the Group,
54 to 111 of this Annual Report. and Stakeholders its management, operations, and
financial performance, as well as its
Internal Audit The Company has a dedicated IR and future prospects to its shareholders,
Corporate Communications Department stakeholders and the general public.
The Group has an independent internal
which maintains active dialogue with This commitment is underpinned by a
audit function, reporting directly to
key institutional investors and analysts, proactive and interactive IR Programme
the ARMC. The Group’s internal audit
as well as answers queries from that centres on effective and open
function is undertaken in-house,
shareholders. The Board has endorsed two-way communication between
save for IMU Group. The Group Internal
the IR policy which aims to enforce the Group and all its stakeholders
Audit is guided by international standards
IHH’s commitment to maintain effective through various means, including the
and professional best practices of
and fair communications to the Group’s corporate website, investor
Internal Audit to enhance internal audit
shareholders and stakeholders by conferences and non-deal road shows
activities. The Group Internal Audit uses
updating them of material developments across the globe, investor presentation,
structured risk-based and strategic-based
and providing a guideline of processes annual reports, AGM and conference
approaches to develop its strategic audit
and procedures upon which IHH can calls both locally and internationally
plan which is reviewed and approved
successfully implement its IR programme. with financial analysts, institutional
by the ARMC annually.
The IR programme is conducted shareholders and fund managers.
Audrey Huang Lok Sen (“Audrey Huang”)
throughout the year to ensure that The Group will ensure that it reports
is the Group Head, Internal Audit of IHH.
a series of planned activities are IHH’s financial results, strategic
Audrey Huang has more than thirty years’
implemented to communicate IHH’s developments, operational performance
experience in auditing, including external
strategy, operational performance, and other material operations affecting
audit experience as well as internal
financial results and other material the Group to the Stock Exchanges
audit experience with various financial developments to the Stock Exchanges
institutions. Audrey Huang is a Member (Bursa Securities and SGX), analysts,
(Bursa Securities and SGX), analysts, investors, shareholders and other
and Governor of the Institute of Internal investors, shareholders and other
Auditors, Singapore, Fellow Member of stakeholders in a timely, open and
stakeholders in a timely, open comprehensive manner.
the Association of Chartered Certified and comprehensive manner.
Accounts (UK), Member of the Institute
of Singapore Chartered Accountants The Group’s Investor Relations Policy is
and Member of the Malaysian Institute available on the Company’s website at
of Accountants. In 2013, Audrey Huang www.ihhhealthcare.com.

IHH Healthcare Berhad | Annual Report 2017 147


Governance

CORPORATE GOVERNANCE
OVERVIEW STATEMENT

All Communication Principles

Consistent 
Transparent Accurate and Timely
information will be information should be all stakeholders will receive
released in a balanced complete and accurate the same information
and fair manner when released through broad public
dissemination,
which is made as and
when possible

Group Corporate Website Shareholders and investors can make the development of the Group.
IHH’s corporate website at inquiries about IR matters via a dedicated The provision of timely and relevant
www.ihhhealthcare.com provides a email address at ir@ihhhealthcare.com. information is principally important
dedicated platform for stakeholders to The email address is made available on to the shareholders and investors for
access essential information of the IHH’s corporate website. informed decision making particularly
Group. The information on the website, in periods of financial turbulence and
which is updated in a timely manner, Integrated Reporting extreme volatility in the market place.
includes IHH’s corporate profile, The Annual Report 2017 has been
Annual General Meeting
individual profiles of Directors and Senior prepared in accordance with the
Management, share information both in International <IR> Framework by the The Company regards the AGM
Bursa Securities and SGX, media International Integrated Reporting as the principal platform for direct
releases, quarterly and annual financial Council and the Global Reporting two-way dialogue between private
statements, investor presentations, Initiatives (GRI) Sustainability Reporting and institutional shareholders with the
dividend policy, annual reports, Guidelines to enhance reporting Board and Management of the Group.
Constitution, Board Charter, TOR of the connectivity while providing stakeholders The Group aims to ensure that the AGM
Board Committees, corporate provides an important opportunity for
with a more holistic view of how the
governance related policies, corporate effective communication with and obtain
Company creates and sustains value.
news and IHH’s global operations and constructive feedback from the Company’s
major subsidiaries. The corporate website (II) CONDUCT OF GENERAL shareholders. Before proceeding with
also has an event calendar which sets MEETINGS the agenda of the AGM, the MD & CEO
out the important dates for stakeholders would present to the shareholders the
Transparency and accountability to
such as general meetings, release date operational and financial performance
all stakeholders are the key elements
of financial results and information in of the Group during the year under
of good corporate governance.
relation to dividend entitlement. review and overview of the growth
The fundamental objectives of strategies of the Group moving forward
Visitors could also receive the latest transparency and accountability to accord shareholders with a better
IHH updates via email or RSS feed are clear communication, as well as understanding on their investment.
through the corporate website. In relevant and comprehensive information
addition, stakeholders could obtain that is timely and accessible by all Shareholders are encouraged to
regulatory announcements made by stakeholders. In this respect, the participate in the proceedings and ask
IHH to Bursa Securities and SGX by Company is committed to providing questions on the operations of the Group
clicking on the relevant link available a high standard of dissemination of and on any resolutions being proposed.
in the corporate website. relevant and material information on

148 IHH Healthcare Berhad | Annual Report 2017


The Chairman as well as the MD & CEO endeavor to attend the general meetings accessible to shareholders and able to
will provide sufficient time for of the Company to address any stakeholder cater to the crowd in attendance. There
shareholders’ questions on matters concerns on matters relating to the is no facility for shareholders’ voting in
pertaining to the Group’s performance functions and activities under the purview absentia or remote participation at
and seek to explain concerns raised of their respective Committees. In the general meetings available to date.
by the shareholders. event any Director is unable to attend the IHH shall be guided by Bursa Securities
general meeting, he/she will inform the and other relevant authorities as to
Additionally, the queries by the Minority
Board Chairman in advance, then at the how this could be implemented and will
Shareholder Watchdog Group (MSWG)
meeting, the other Board members explore the availability of such platform/
on IHH’s business or other pertinent
(including MD & CEO) will assist in applications / system to facilitate such
governance issues raised prior to the
addressing the questions raised. remote participation. Where necessary,
meetings as well as IHH’s feedback are
the Company’s Constitution will be
shared with all shareholders during A summary of the key matters discussed amended to allow for voting in absentia.
the AGM. The results of the voting of at the general meetings of the Company
each resolution are also immediately will be published on IHH’s corporate COMPLIANCE STATEMENT
announced to the shareholders in the website as soon as practicable after the
AGM after the voting process. While sound corporate governance
conclusion of the general meeting. practices and strong internal controls
The Notice and agenda of AGM are already in place within IHH,
Electronic Voting
together with the Form of Proxy are we believe there is always room for
given to shareholders at least twenty- All resolutions intended to be moved at improvement and are continuously
eight days before the AGM, which the Company’s general meeting would exploring new measures and
gives shareholders sufficient time be voted by poll in line with Paragraph opportunities to enhance our system
to prepare themselves to attend the 8.29A of the MMLR. The Company of governance and meet stakeholder
AGM or to appoint a proxy or proxies would appoint at least one independent expectations. By ensuring we understand
to attend and vote on their behalf. scrutineer to validate the votes cast at and fulfil the evolving needs of our
Each item of special business included the general meeting. The results of the stakeholders, we are committed to
in the Notice of AGM is accompanied poll vote would be announced during continuous strengthening of IHH’s position
by an explanatory statement for the the general meeting by the Chairman and reputation as a key healthcare provider
proposed resolution to facilitate the full of the meeting to determine whether the and to bolstering the Group’s efforts to
understanding and evaluation of issues resolutions tabled were carried or vice compete effectively in the global arena.
involved. versa. The Company has implemented
electronic poll voting for all resolutions at The Board has reviewed, deliberated
All Directors attend the general meetings upon, and approved this CG Overview
its Seventh AGM and intends to conduct
of the Company, unless unforeseen Statement in line with the principles
electronic poll voting for all resolutions at
circumstances or pressing commitments and recommendations of the MCCG.
its general meetings moving forward.
prevent them from doing so. Any leave This CG Overview Statement is made
of absence must be justified accordingly. The Company is mindful of organising in accordance with the resolution of
The Chairman of the Board Committees its general meetings at a venue that is the Board dated 26 March 2018.

IHH Healthcare Berhad | Annual Report 2017 149


Governance

NOMINATION AND REMUNERATION


COMMITTEE REPORT

The Nomination and Remuneration Committee (“NRC”) was established on 18 April


2012 in line with the Malaysian Code on Corporate Governance (“MCCG”). Bursa
Malaysia Securities Berhad (“Bursa Securities”) had amended the Main Market Listing
Requirements (“MMLR”) mandating the establishment of a nominating committee by
all the listed issuers with effect from 1 June 2013.

ROLES OF THE NRC • Seek input from the concerned The NRC is composed of members
The NRC is primarily to assist the Board individuals on remuneration policies, with the appropriate balance and
in fulfilling its fiduciary responsibilities but no individual should be directly diversity of skills, experience, gender
relating to the review and assessment involved in deciding their own and knowledge. During the year under
of the nomination and selection remuneration; and review, NRC membership was increased
process of Board members and Senior • Have access to the advice and to five following the appointment of
Management, review of the remuneration services of the Company Secretaries. Kuok Khoon Ean, Independent Non-
framework of Board members and Executive Director as additional NRC
Senior Management, review of Board COMPOSITION AND MEETINGS member in May 2017.
and Senior Management succession The NRC is comprised exclusively of In March 2018, Chintamani Aniruddha
plans, assessment of Board, its Non-Executive Directors, a majority Bhagat was appointed as a member of
Committees and each individual Director of whom are independent. NRC following the resignation of Dato’
performance as well as evaluation of the In May 2017, Chang See Hiang, the Mohammed Azlan bin Hashim as member
training and development needs of the Senior Independent Non-Executive of NRC.
Board members. Director, had stepped down as NRC Based on the analysis/findings of the
The NRC is governed by a clearly Chairman but he however continues to performance evaluation of the NRC,
defined and documented Terms of remain as a member of NRC. Following the Board is satisfied that the NRC
Reference (“TOR”). The NRC’s TOR is thereto, Shirish Moreshwar Apte, an has consistently performed well and
reviewed and updated from time to Independent Non-Executive Director and discharged its duties and responsibilities
time, as the need arises, to ensure a member of the NRC since September satisfactorily in accordance with its
that it remains relevant and up-to-date 2014 was redesignated as the new NRC TOR under the chairmanship of the
to be in line with various changes in Chairman of the Company. NRC Chairmen.
regulations. The TOR was last reviewed
and approved for adoption by the Board The NRC has met five times during the year under review. The composition of the NRC
in February 2018 and the necessary and the attendance record of its members for the year under review are as follows:
amendments had been incorporated
therein. The TOR of the NRC is accessible Total Meetings
for reference on the Company’s website Director Designation Attended
at www.ihhhealthcare.com. Shirish Moreshwar Apte Independent 5/5
In carrying out its duties and (Chairman) Non-Executive Director
responsibilities, the NRC has Chang See Hiang Senior Independent 5/5
the following authorities: (Member) Non-Executive Director
Dato’ Mohammed Azlan Chairman, 5/5
• Perform the activities required to
bin Hashim Non-Independent
discharge its responsibilities and
(Member) Non-Executive Director
make recommendations to the Board;
(Resigned on 1 March 2018)
• Select, engage and seek approval
from the Board (within the Group’s Rossana Annizah binti Independent 5/5
Limits of Authority) for fees for Ahmad Rashid Non-Executive Director
professional advisers that the NRC (Member)
may require to carry out its duties; Kuok Khoon Ean Independent 3/3
• Have full and unrestricted access to (Member) Non-Executive Director
information, records, properties and (Appointed on 19 May 2017)
employees of the Group; Chintamani Non-Independent Not Applicable
Aniruddha Bhagat Non-Executive Director
(Member)
(Appointed on 1 March 2018)

150 IHH Healthcare Berhad | Annual Report 2017


The NRC meetings were attended by the SUMMARY OF ACTIVITIES (f) Assessed the performance
Managing Director & Chief Executive During the financial year, the NRC had measurement and achievement of the
Officer (“MD & CEO”) and Group Chief carried out the following key activities: key performance indicators of the
Human Resource Officer together with Group for 2016 against the balanced
other consultants engaged on particular (a) Reviewed the analysis/findings of the scorecard which had been approved
subject matters, upon invitation, to brief performance evaluation of the Board by the Board in early 2016;
the NRC on pertinent issues. as a whole, Board Committees, (g) Deliberated and recommended to
individual Directors and Independent the Board for approval, the balanced
Minutes of the NRC meetings would be Directors in accordance with the
circulated to all members for comments scorecard for the year 2017;
performance evaluation criteria set (h) Discussed and recommended to the
and extracts of the decisions made by out in the Corporate Governance
the NRC would be escalated to relevant Board for approval, bonus and salary
Guide – 2nd Edition: Towards increment for Executive Directors,
process owners for action. The Chairman Boardroom Excellence by Bursa
of the NRC would provide a report, Management and employees of the
Securities, for the year 2016; Company and key subsidiaries
highlighting significant points of the
(b) Assessed the NRC’s composition, (where applicable) upon assessing
decisions and recommendations made
performance, quality, skills, the performance of the Company,
by the NRC to the Board and significant
competencies  and effectiveness as subsidiaries and employees in
matters reserved for the Board’s approval
well as their accountability and 2016/2017;
would be tabled at the Board meetings.
responsibilities for the year 2016; (i) Discussed and recommended to the
The NRC may call for ad-hoc meetings
as and when necessary to follow through (c) Undertaken an assessment to review Board for approval, the 2017 Long
on the necessary actions post the the term of office and evaluate the Term Incentive Plan (“LTIP”) for
Board’s decision or to discuss matters Audit and Risk Management Executive Directors, Management
which require urgent decision. Urgent Committee’s (“ARMC”) overall and employees upon assessing the
matters which require NRC’s decision performance and each of its members performance of the Company, the
may also be sought via circular in discharging its duties and respective operating companies
resolutions together with the proposals responsibilities in accordance with and employees;
containing relevant information for its TOR; (j) Reviewed and recommended to the
their consideration. During the year, (d) Assessed and evaluated the training Board for approval, the NRC Report
four NRC Circular Resolutions were needs of its Directors to ensure the for inclusion in the Annual Report
circulated and approved. Directors kept abreast of regulatory 2016;
changes, other developments and (k) Reviewed and recommended to the
broad business trends; Board for approval, the appointment
(e) Recommended the re-election of of Koji Nagatomi with Takeshi Saito
Directors at the Seventh Annual as his alternate on the Board, after
General Meeting (“AGM”) to the having considered their skillset,
Board for consideration after taking character, knowledge, expertise and
into account the composition of the experience, professionalism, integrity
board, the required mix of skills as and commitment to ensure that the
well as the experience and right balance of skills, knowledge,
contributions of the individual breadth of experience and expertise
Directors based on the assessment are reflected in the Board;
conducted for the year 2016;

IHH Healthcare Berhad | Annual Report 2017 151


Governance

NOMINATION AND REMUNERATION


COMMITTEE REPORT

(l) Reviewed and recommended to (s) Conducted an assessment of the (f) Assessed the performance
the Board for approval, the current Board composition against measurement and achievement of
nomination of directorship on the the relevant recommended practices the key performance indicators of the
board of key subsidiaries, having of the new MCCG. Group for 2017 against the balanced
considered the candidate’s skills, scorecard which had been approved
Subsequent to the financial year ended
character, knowledge, expertise by the Board in early 2017;
31 December 2017, the NRC carried out
and experience, professionalism, (g) Discussed and recommended
the following activities:
integrity and commitment; to the Board for approval, bonus
(m) Reviewed and recommended to the (a) Reviewed the results/findings of and salary increment for Executive
Board for approval, the appointment the performance evaluation of the Directors, Management and
of Senior Management and their Board as a whole, Board Committees, employees of the Company and
corresponding compensation individual Directors and Independent key subsidiaries upon assessing
package, having considered the Directors in accordance with the the performance of the Company,
candidates’ skillset and experience; performance evaluation criteria set subsidiaries and employees in 2017;
(n) Discussed and reviewed the out in the Corporate Governance (h) Discussed and recommended to
Executive compensation Guide – 3rd Edition: Moving from the Board for approval, the 2018
benchmarking report and findings Aspiration to Actualism by Bursa LTIP grant for Executive Directors,
prepared by an external consultant Securities, for the year 2017; Management and employees upon
engaged; (b) Assessed the NRC’s composition, assessing the performance of the
(o) Reviewed, deliberated and performance, quality, skills, Company, the respective operating
recommended to the Board for competencies and effectiveness companies and employees;
approval, the roles and functions of as well as their accountability and (i) Reviewed the NRC Report for
the Board and Board Committees responsibilities for the year 2017; inclusion in the Annual Report 2017;
of the Group aiming to simplify and (c) Undertaken an assessment to (j) Reviewed and recommended to the
streamline the overall governance review the term of office and evaluate Board for approval, the appointment
as well as to improve the efficiency the ARMC’s overall performance and of Group Chief Operating Officer and
of the Group (“Streamlining Exercise”); each of its members in discharging his corresponding compensation
(p) Deliberated and recommended to its duties and responsibilities in package, having considered the
the Board for approval, the renewal accordance with its TOR; candidate’s skillset and experience;
of contract of Senior Management of (d) Assessed and evaluated the training (k) Reviewed the proposed revision of
the Group and their corresponding needs of its Directors to ensure the the Non-Executive Chairman and
compensation package upon taking Directors kept abreast of regulatory Directors fees as recommended by
into consideration their length of changes, other developments and Management post the Streamlining
service, professionalism, performance broad business trends; Exercise in view of the increased
and competence; (e) Recommended the re-election of roles and responsibilities of the
(q) Reviewed and deliberated the revised Directors at the Eighth AGM to the Non-Executive Chairman and
succession planning framework and Board for consideration after taking Directors; and
development plan for the key into account the composition of (l) Reviewed and deliberated on the
subsidiaries; the board, the required mix of skills Group’s succession planning and
(r) Deliberated and recommended to as well as the experience and talent development.
the Board for approval, the Board contributions of the individual
Chairman transition; and Directors based on the assessment
conducted for the year 2017;

152 IHH Healthcare Berhad | Annual Report 2017


SELECTION AND ASSESSMENT the process and requirements to be compliance with the MMLR and MCCG.
OF DIRECTORS undertaken by the NRC and Board in The Policy is administered by the NRC.
discharging their responsibilities in
The Group has adopted the Policy on The process for the appointment of
terms of the nomination, assessment
Nomination and Assessment Process of new director is summarised in the
and re-election of Board members in
Board Members (“Policy”) that sets out diagram below:

Candidate identified
STEP It can be identified on the recommendation of the existing Directors,
1 Senior Management staff, shareholders or third party referrals.

Assessment and evaluation to be conducted by the NRC


The assessment should be conducted based on the following criteria:
(i) Integrity and Judgement
(ii) Knowledge
(iii) Diversity
(iv) Commitment
(v) Independent judgement
(vi) Performance and Contribution
STEP (vii) Experience and Accomplishments
2
(viii) Board interaction
(ix) Any other criteria deemed fit

For an Independent Director position, additional assessment on


independence would need to be carried out.
The NRC would also need to consider the size and composition of
the Board to be in compliance with MMLR and MCCG and to facilitate
the making of informed and critical decisions.

STEP Recommendation to be made by NRC to the Board


3

STEP Discussion and decision to be made by the Board


4 on the proposed new appointment

If the proposed appointment is approved: If the proposed appointment is rejected:


STEP
5 Invitation or offer to be made to the proposed/ The whole process to be re-commenced.
potential candidate to join the Board.

IHH Healthcare Berhad | Annual Report 2017 153


Governance

NOMINATION AND REMUNERATION


COMMITTEE REPORT

During the year under review, the Board prior assessment by the NRC and are Any new Directors appointed prior to
approved the following appointments required to give their consent on their the convening of the Eighth AGM of
upon the recommendation of the NRC: re-election prior to NRC and Board the Company will also be subject to
meetings. In assessing the candidates, re-election at the forthcoming Eighth
• Koji Nagatomi as Non-Independent
NRC takes into consideration their AGM pursuant to Article 120 of the
Non-Executive Director on 1 April 2017
character, experience, integrity, Constitution of the Company.
in place of Satoshi Tanaka who
competence and time to effectively
resigned on 1 April 2017; BOARDROOM DIVERSITY
discharge their role as Directors as well
• Takeshi Saito as alternate director to as their contribution and performance The Company recognises and
Koji Nagatomi on 1 April 2017; and based on the performance evaluation embraces the benefits of having a
• Dato’ Mohammed Azlan bin Hashim, undertaken during the year under diverse Board and sees increasing
the Deputy Chairman of the review. NRC’s recommendations are diversity at Board level as an essential
Company, as the new Chairman to thereafter submitted to the Board element in maintaining competitive
replace and succeed Tan Sri Dato’ for deliberation prior to recommending advantage. Thus, the Board will take
Dr. Abu Bakar bin Suleiman with to the shareholders for approval. the necessary measures to ensure
effect from 1 January 2018 upon the that in every possible event, boardroom
retirement of Tan Sri Dato’ Dr. Abu Pursuant to Article 113(1) of the
Constitution of the Company, diversity will be taken into consideration
Bakar bin Suleiman from the Board in the board appointment as well as
on 31 December 2017. Kuok Khoon Ean, Rossana Annizah
binti Ahmad Rashid and Shirish annual assessment.
RE-ELECTION OF DIRECTORS Moreshwar Apte shall retire at the Gender Diversity
The NRC ensures that the Directors forthcoming Eighth AGM. Save for
Kuok Khoon Ean, the rest of the The Company appreciates the benefits of
retire and are re-elected in accordance having gender diversity in the boardroom
with the relevant laws and regulations Directors have expressed their intention
to seek re-election at the Eighth AGM. as a mix-gendered board would offer
and the Constitution of the Company. different viewpoints, ideas and market
Hence, Kuok Khoon Ean shall retire
Pursuant to Article 113(1) of the upon the conclusion of the Eighth insights which enables better problem
Constitution of the Company, at least AGM of the Company. solving to gain competitive advantage in
one-third of the Directors (excluding serving an increasingly diverse customer
Directors seeking re-election pursuant Upon reviewing the results/findings of the base compared to a boardroom that is
to Article 120 of the Constitution of the performance evaluation undertaken dominated by one gender.
Company) are required to retire by during the year under review for the
Board as a whole, Board Committees, The Board also takes cognisance of
rotation at each AGM provided always the Malaysian Government’s target
that all Directors including the Managing individual Directors and Independent
Directors, the Board is of the view that of 30% women participation on public
Director and Executive Directors shall listed companies’ boards by 2020.
retire from office at least once every the following Directors, who are subject
to re-election at the Eighth AGM, have The Company does not set any specific
three years. A retiring Director is eligible target for female Directors on the Board
for re-election. the character, experience, integrity,
competence and time to effectively but will work towards having more female
Pursuant to Article 120 of the discharge their role as Directors. Directors on the Board. Presently,
Constitution of the Company, any They have also continuously brought there are two female Directors on the
Director so appointed to fill a casual independent and objective judgement Board comprising of Rossana Annizah
vacancy or as an addition to the existing in Board deliberations and decisions. binti Ahmad Rashid, an Independent
Directors, shall hold office only until the In this respect, the Board recommended Non-Executive Director, who is also the
next following AGM, and shall then be the shareholders to vote in favour of Chairman of the ARMC and a member
eligible for re-election but shall not be their re-election at the Eighth AGM of the NRC and Quek Pei Lynn, Alternate
taken into account in determining the pursuant to Article 113(1) of the Director to Chintamani Aniruddha Bhagat.
Directors who are to retire by rotation Constitution of the Company: The Company shall provide a suitable
at that meeting. working environment that is free from
(i) Rossana Annizah binti Ahmad Rashid
The Directors recommended to be harassment and discrimination in order
(ii) Shirish Moreshwar Apte
re-elected at the AGM are subject to to attract and retain women participation
on the Board.

154 IHH Healthcare Berhad | Annual Report 2017


Age Diversity Ethnic Diversity culture. Having Board members from
The Board acknowledges the benefits of The Board recognises that as today’s different ethnic backgrounds widens
having diversity in the boardroom in world becomes increasingly global in the Board’s perspectives especially
terms of age demographics, which would its outlook and as the marketplace when making a decision that touches
create professional environments that are becomes increasingly global in nature, on issues that are peculiar to a
rich with experience and maturity as well ethnic diversity in the boardroom particular ethnic group or country.
as youthful exuberance. The Board with a would be encouraged as it provides The Board is of the view that while
wide range of age has the advantage of advantages that can help a company promoting overall boardroom diversity
creating a dynamic, multi-generational prosper, including but not limited to, is essential, the normal selection
workforce with a diverse range of skill sharing of knowledge in different criteria based on an effective blend
sets that are beneficial to the Company. markets where the Group is operating of competencies, skills, extensive
to enhance the Group’s global experience and knowledge to
The Company does not set any specific
presence, as well as sharing of strengthen the Board should remain
target for boardroom age diversity but
viewpoints by Directors from different a priority. Nonetheless, the Company
will work towards having appropriate
ethnic backgrounds as when a variety will work towards achieving the
age diversity in the Board.
of viewpoints are thrown into the appropriate boardroom diversity mix
The Company does not fix an age limit for problem-solving mix, new and covering gender, age and ethnicity
its Directors given that such Directors are innovative solutions can be reached. to enhance its effectiveness and
normally reputed and experienced in the governance performance.
The Company does not set any specific
corporate world and could continue to
target for ethnic diversity in the The NRC is responsible in ensuring
contribute to the Board in steering the
boardroom but will work towards having that the boardroom diversity
Company.
appropriate ethnic diversity in the Board. objectives are adopted in board
The Board is composed of Directors from recruitment, board performance
The Board is composed of Directors
diversified age groups ranging from the evaluation and succession
from different ethnic groups and
age of forty to seventy which enables planning processes.
foreign countries where the Group
the Board to drive the Group in delivering
has significant presence. The Company The Boardroom Diversity Policy
operational excellence. The Board
believes that the Board members from is accessible for reference on
would be able to tap on information
different cultures contribute to more the Company’s website at
from Directors of different age groups
holistic and quality discussions and more www.ihhhealthcare.com.
in order to have better understanding
effective and feasible ideas compared
of the needs and the sensitivities of the
to a Board with predominantly the same
stakeholders in their age group.

IHH Healthcare Berhad | Annual Report 2017 155


Governance

AUDIT AND RISK MANAGEMENT


COMMITTEE REPORT

The Audit and Risk Management Committee (“ARMC”) was established on 18 April
2012 in line with the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia
Securities Berhad (“Bursa Securities”).

ROLES OF THE ARMC In carrying out its duties and • Authorise the ARMC Chairman
responsibilities, the ARMC has for the time being to carry out the
The ARMC is primarily to assist the
the following authority: ARMC’s responsibilities as required
Board in fulfilling its statutory and
under the Whistleblowing Policy of
fiduciary responsibilities relating to • Approve any appointment or
the Group; and
monitoring and management of financial termination of senior staff members
risk processes along with its accounting of the internal audit function; • Have access to the advice and
and financial reporting practices, services of the Company Secretary.
• Convene meetings with the external
reviewing the business processes, auditors, the internal auditors or
ensuring the efficacy of the system of COMPOSITION AND MEETINGS
both excluding the attendance of
internal controls and risk management other directors and employees of the The ARMC is comprised exclusively of
processes, and in maintaining oversight Group, whenever deemed necessary Independent Non-Executive Directors
of both external and internal audit and such meetings with the external and no Alternate Director is appointed
functions for the Group on behalf of auditors shall be held at least twice as a member of the ARMC. The ARMC
the Board. a year; members come from diverse backgrounds
with extensive experience in banking,
The ARMC is a Board-delegated • Obtain external professional advice
finance, legal practice and corporate
committee and empowered by the or other advice and invite persons
governance issues. The composition
Board to carry out its duties and with relevant experience to attend
of the ARMC is in compliance with
responsibilities as set out in the Terms its meetings, if necessary;
Paragraph 15.09(1) of the MMLR.
of Reference (“TOR”). The TOR is • Investigate any matter within its TOR,
assessed, reviewed and updated from have the resources which it needs to The composition of the ARMC during the
time to time, as the need arises, to do so and have full and unrestricted year under review remains the same as
ensure that it remains relevant and access to information pertaining to in the previous year. The Board believes
up-to-date to be in line with the the Group and the Management that the existing ARMC composition
requirements in the Malaysian Code whereby all employees of the Group provides the appropriate balance in
on Corporate Governance, the MMLR are required to comply with the terms of skills, experience, gender
or any other applicable regulatory requests made by the ARMC; and knowledge to ensure the effective
requirements. The TOR would also be • Have direct communication channels functioning of the ARMC. Based on the
reviewed and updated in the event of with the external auditors and internal analysis/findings of the performance
changes to the direction or strategies auditors, and also to engage with the evaluation of the ARMC and its individual
of the Group that may affect the role of Senior Management on a continuous ARMC members by the Nomination
the ARMC. The TOR was last reviewed basis, such as the Chairman, the and Remuneration Committee, the
and approved for adoption by the Managing Director and the Chief Board is satisfied that the ARMC has
Board in May 2017 and the necessary Financial Officer (“CFO”) of the Group consistently performed well during
amendments had been incorporated and its operating subsidiaries in order the financial year and discharged their
therein. The TOR of the ARMC is to be kept informed of matters duties and responsibilities satisfactorily
accessible for reference on the affecting the Group; in upholding the integrity of financial
Company’s website at • Appoint an independent party to reporting and managing risks in
www.ihhhealthcare.com. conduct or to assist in conducting accordance with its TOR. The ARMC
any investigation, upon the terms of members have sound judgement,
appointment to be approved by the objectivity, independent attitude,
ARMC; professionalism, integrity, knowledge of
the industry and are financially literate.

156 IHH Healthcare Berhad | Annual Report 2017


During the financial year under review, held to review the Audited Consolidated the ARMC and the attendance record of
the ARMC held five meetings in total, Financial Statements of the Company its members for the year under review
out of which four were quarterly meetings and Group for the financial year ended are as follows:
while the remaining one meeting was 31 December 2016. The composition of

Total Meetings
Director Designation Attended
Rossana Annizah binti Ahmad Rashid Independent Non-Executive Director 5/5
(Chairman)
Chang See Hiang (Member) Senior Independent Non-Executive Director 5/5
Shirish Moreshwar Apte (Member) Independent Non-Executive Director 4/5

The ARMC meetings were attended by SUMMARY OF ACTIVITIES (d) Reviewed with the external auditors,
the Managing Director & Chief Executive During the financial year, the ARMC had their audit plan and strategy for the
Officer (“MD & CEO”), Group Chief carried out the following key activities: financial year ended 31 December
Financial Officer (“GCFO”), Group Head, 2017, outlining among others, the
Internal Audit and Group Head, Risk Financial Reporting audit scope, methodology and timing
Governance together with other of audit, audit materiality, audit focus
(a) Reviewed the unaudited quarterly
members of the Senior Management areas, other audit findings and fraud
financial results of the Group
of the Group and the external auditors, risk assessment;
including the draft announcements
upon invitation, to brief the ARMC on (e) Noted the revaluation of investment
pertaining thereto, significant
pertinent issues. Senior Management properties of the Group which
judgements made by Management,
of the Group are also invited to brief and was undertaken by Management to
significant matters highlighted and
provide clarification to the ARMC on their ensure that the current market value
how these matters are addressed for
areas of responsibility for specific agenda of the investment properties was in
recommendation to be made to the
items to support detailed discussions compliance with MFRS140: Investment
Board for approval. These reviews
during the ARMC meetings. Property, prior to the same being
serve to ensure that IHH’s financial
The external auditors also attended and reporting and disclosures present a tabled to the Board for approval;
briefed the ARMC on matters relating to true and fair view of the Company’s (f) Advised Management on the
external audit at all five ARMC meetings financial position and performance improvements to be made to the
held during the financial year and and is in compliance with the MMLR evaluation and reporting processes
provided a high level review of the and applicable accounting standards with regard to merger and acquisition
financial position of the Group at in Malaysia; transactions and any accounting
the meetings. (b) Reviewed the results, reported issues treatments;
arising from the annual statutory audit (g) Discussed the implications of the
Minutes of the ARMC meetings would be Companies Act 2016 resulting in
by the external auditors, Management’s
circulated to all members for comments changes to the financial reporting
responses to the audit findings and
and extracts of the decisions made by the of the Company and the Group;
any changes in or implementation
ARMC would be escalated to the relevant
of major accounting policy changes
process owners for action. At the Board External Auditors
for the financial year ended
meetings, the Chairman of the ARMC (h) Evaluated the performance of the
31 December 2016;
would provide a report, highlighting external auditors for the financial
pertinent issues, significant points of the (c) Reviewed and made
recommendations to the Board for year ended 31 December 2016
decisions and recommendations made covering areas such as calibre of
by the ARMC to the Board and matters approval, the Annual Consolidated
Audited Financial Statements of the external audit firm, independence
reserved for the Board’s approval. and objectivity, quality of the
Company and the Group for the
financial year ended 31 December processes/performance, audit team,
2016 to ensure that it presented a audit scope and planning, audit fees,
true and fair view of the Company’s audit communications and resources
financial position and performance which was supported by the
for the year and is in compliance with assessment conducted by relevant
regulatory requirements; Management members on the
experience and opinions of the firm,

IHH Healthcare Berhad | Annual Report 2017 157


Governance

AUDIT AND RISK MANAGEMENT


COMMITTEE REPORT

independence and objectivity, (n) Reviewed the Key Performance Regulatory and Clinical Compliance
and quality of the processes/ Indicators, competency and resources (r) Reviewed the Regulatory and
performance of the external auditors. of the internal audit function to ensure Clinical Compliance reports which
The ARMC having been satisfied that, collectively, the internal audit encompassed the following:
with the independence, suitability function is suitable and has the
(i) establishment of the Regulatory
and performance of KPMG PLT, required expertise, resources and
Compliance Framework
had recommended to the Board professionalism to discharge its
(“Framework”) of a Major OpCo
for approval, the re-appointment duties, etc;
for tracking of statutory obligations
of KPMG PLT as external auditors
Enterprise Risk Management and monitoring of compliance
for the financial year ended
with a view to standardise the
31 December 2017; (o) Reviewed the Group’s consolidated various country regulations into
Enterprise Risk Management (“ERM”) the common Framework to
(i) Met with the external auditors twice
reports including the Major OpCos be rolled out across all other
without the presence of the Executive
ERM reports which covered the geographies within the Group;
Directors and Management during the
Group’s ERM governance reporting
year under review with the exception (ii) International Clinical Governance
status, risk profile, key highlights and
of the Company Secretaries, to Advisory Council’s (“Council”)
key actions tracker to ensure that the
discuss any issues or reservations interim reports on matters related
Group’s business activities and risk
arising from the audits and any other to clinical governance practices
management methodologies are
matters the external auditors may across the Group which accords the
aligned and enhanced on an ongoing
wish to discuss including but not ARMC with a better understanding
basis. This is to proactively manage
limited to the system of internal of the performance of the member
the key risk areas that arise with the
controls and assistance given by the hospitals with regard to patient
developments in the external
Group’s employees to facilitate their safety and clinical quality as well
operating environment;
audit work; as the progress reports on the
(p) Reviewed the Risk Governance activities undertaken within the
Internal Audit Work Plan 2017 which comprises four workstreams under the TOR
(j) Reviewed and approved the 2017 risk monitoring and reporting of the Council;
internal audit plan to ensure that across the Group in the ordinary
there is adequate scope and course, cyber security governance Medical/Quality and Clinical
comprehensive coverage over the framework, Group insurance Quality Updates
activities of IHH Group and all high- renewal and management, medical
(s) Reviewed the reports on Medical/
risk areas are audited annually as data privacy framework and risk
Quality and Clinical Quality
well as the availability of adequate awareness and culture building;
Updates which encompassed
resources within the internal audit (q) Reviewed the reports pertaining to the following activities:
team to carry out the audit work; cyber risk prepared by the Group
(i) reporting on clinical incidents
(k) Reviewed the internal audit reports Risk Management team in joint
of Malaysia Operations Division
issued by the internal audit function collaboration with the information
(“MOD”) and Singapore
of the major operating companies technology (“IT”) team which covered,
Operations Division (“SOD”) to
(“Major OpCos”) during the year and among others, cyber risk heat map,
facilitate the assessment of the
presented at quarterly ARMC meetings; cyber security tender coverage and
reputational and financial risks
updates, implementation of cyber
(l) Monitored the implementation of as well as the overall impact to
security threat countermeasure
management action plan on the Group, pandemic or infectious
components and technical risk
outstanding issues on a quarterly diseases and monitoring the
assessment resolution aiming to
basis to ensure that all key risks outcomes of unusual clinical
identify and mitigate any potential
and control weaknesses are being incidents;
cyber threat which may impact the
properly addressed until the issues (ii) report on the five-year trend
Group’s IT system;
are fully resolved and rectified; of serious reportable events,
(m) Met with the Group Head, Internal adverse events and near misses
Audit twice without the presence in MOD and SOD;
of the Executive Directors and
Management with the exception of
the Company Secretaries during the
year under review to obtain feedback
on the audit activities, audit findings
and any other related matters;

158 IHH Healthcare Berhad | Annual Report 2017


Related Party Transactions and (y) Reviewed the IT roadmap of a Major Subsequent to the financial year ended
Recurrent Related Party Transactions OpCo which includes identifying the 31 December 2017, the ARMC carried
(t) Monitored the thresholds of the main IT initiatives and IT platform out the following duties:
related party transactions and priorities across all divisions within
(a) Reviewed the internal audit work
recurrent related party transactions said Major OpCo in order to further
plans for the financial year ending
to ensure compliance with the MMLR; enhance the IT environment within
31 December 2018;
which the Group operates and ensure
(u) Reviewed and recommended to (b) Reviewed the results as well as
that any gaps and weaknesses are
the Board for approval, the revisions reported issues arising from the
addressed based on a systematic
to the Policy on Related Party annual statutory audit, Management’s
and effective approach;
Transactions for the Group (“Policy”) responses to the audit findings and
as part of the initiative to continuously (z) Reviewed the Group debt and
any changes in or implementation
improve corporate governance cash position on a quarterly basis
of major accounting policy changes
within the Group and taking into (including the treasury and foreign
for the financial year ended
consideration the amendments exchange management) of IHH and
31 December 2017;
of the MMLR, changes following the its subsidiaries to assess the various
financial ratios, debt headroom of (c) Reviewed the Annual Consolidated
implementation of the Companies Act Audited Financial Statements of
2016 and the changing needs of the each of the Major OpCos, projected
capital expenditure and funding the Company and the Group for the
Group. The revised Policy accords financial year ended 31 December
the ARMC with more oversight over status, additional financing initiatives
as well as foreign currency exposures 2017 and made recommendations
related party transactions and to the Board for approval;
recurrent related party transactions of the Group in connection with its
subsidiaries which are operating abroad (d) Reviewed the areas of focus
undertaken by the Company and
and made relevant recommendations highlighted by the external auditors
Group;
to the Board to ensure that the in relation to the statutory audit
Verification of the Allocation of Long business has sufficient liquidity to for the financial year ended
Term Incentive Plan (“LTIP”) units meet its obligations, whilst managing 31 December 2017;
and Enterprise Option Scheme payments, receipts and financial (e) Evaluated the GCFO and internal
(“EOS”) options risks effectively; auditors in connection with their
(aa) Reviewed the summary report of performance for the financial year
(v) Verified the allocation and movement
financial assistance provided to the ended 31 December 2017;
of LTIP units and EOS options
respectively for the year 2016 to subsidiaries and associates of the (f) Considered the re-appointment of
ensure that it had been carried Group to ensure that it is fair and external auditors for the ensuing
out consistently according to the reasonable to the Company and is year upon reviewing the suitability
approved criteria and matrix stipulated not to the detriment of the Company and independence of the external
in the respective Bye Laws of LTIP and its shareholders; and auditors. The ARMC had also
and EOS; (bb) Evaluated the performance of the reviewed and recommended to
GCFO of the Company to ensure the Board for approval, the proposed
Other Activities fees for the annual audit, one-time
that the GCFO has the character,
(w) Reviewed and recommended to the experience, integrity, competence audit related service and non-audit
Board for approval, the ARMC Report and time to effectively discharge his services rendered by the external
and Statement on Risk Management role as the GCFO of the Company. auditors for the financial year ended
and Internal Control for inclusion in 31 December 2017;
the Annual Report 2016; (g) Confirmed and verified the allocation
(x) Monitored the progress of the and movement of LTIP units and
implementation of the new IT EOS options respectively for the
system and platform throughout year 2017 to ensure that it had been
the Group and assessed the post carried out according to the criteria
implementation review report and matrix stipulated in the LTIP and
prepared by an independent party EOS Bye Laws;
engaged to ensure smooth and
successful implementation of the
new system and platform;

IHH Healthcare Berhad | Annual Report 2017 159


Governance

AUDIT AND RISK MANAGEMENT


COMMITTEE REPORT

(h) Reviewed the report of the internal OpCos report to the ARMC with a dotted
auditors in respect of their audit of reporting line to Group IA. The Group
the related party transactions and IA has direct control and supervision
recurrent related party transactions of internal audit activities in those
(except transactions exempted by subsidiaries that do not have an
law and/or the MMLR) entered into internal audit function.
by IHH and its subsidiaries to ensure
Group IA provides independent, objective
compliance with the MMLR;
assurance on areas of operations
(i) Reviewed the revaluation of reviewed, and makes recommendations
investment properties of the based on the best practices that will
Group which was undertaken improve and add value to the Group.
by independent valuers to ensure Group IA identifies, coordinates, monitors
that the current market value of and oversees the internal audits that are
the investment properties was in to be carried out throughout the Group
compliance with MFRS 140: Investment and also provides standards, policies and
Property, prior to the same being guidelines and advice to the subsidiaries’
tabled to the Board for approval; internal audit functions to standardise the
(j) Reviewed the ARMC Report as well internal audit activities within the Group.
as Statement on Risk Management
and Internal Control for inclusion in Group IA adopts a systematic and
the Annual Report 2017; disciplined approach to evaluate the
(k) Had its first independent session adequacy and effectiveness of the
of the year with the external financial, operational and compliance
auditors without the presence of the processes. Structured risk-based and
Executive Directors and Management strategic-based approaches are
with the exception of the Company adopted in identifying the internal
Secretaries to discuss any issues or audit activities that are aligned with the
reservations arising from the audit Group’s strategic plans to ensure those
for financial year ended 31 December risks faced by the Group are adequately
2017 including but not limited to reviewed. In addition, international
the system of internal controls and standards and best practices are
assistance given by the Group’s adopted to enhance the relevancy
employees to facilitate their audit and effectiveness of the internal
work; and audit activities.
(l) Had its first independent session of The internal audit reports are issued
the year with the Group Head, Internal to Management for their comments and
Audit without the presence of the for them to agree on action plans with
Executive Directors and Management deadlines to complete the necessary
with the exception of the Company preventive and corrective actions. The
Secretaries to obtain feedback on any reports and summary of key findings are
concerns noted in the course of tabled to the ARMC for deliberation to
auditing and feedback on the overall ensure that Management undertakes to
internal audit function of the Group. carry out the agreed remedial actions.

GROUP INTERNAL AUDIT FUNCTION Please refer to the Statement on Risk


Management and Internal Control as
The internal audit function is under the
laid out on pages 161 to 167 of this Annual
purview of the Group Internal Audit
Report on the summary of the work of the
(“Group IA”) department. Group IA is
internal audit function undertaken during
independent and reports directly to
the year ended 31 December 2017.
the ARMC. The internal audit reporting
structure within the Group has been The total costs incurred by Group IA in
organised in such a way where the 2017, inclusive of all the Major OpCos,
internal audit function of the Major was RM7,161,504.

160 IHH Healthcare Berhad | Annual Report 2017


STATEMENT ON RISK MANAGEMENT
AND INTERNAL CONTROL

The Board of Directors of IHH Healthcare Berhad (“IHH or the Company”), together
with that of its subsidiary companies (“the Group”), is committed to maintaining
a sound system of risk management and internal control. In accordance with
Paragraph 15.26(b) of the Listing Requirements of Bursa Malaysia Securities Berhad,
the Board is pleased to provide the following Statement on Risk Management and
Internal Control prepared in accordance with the “Statement on Risk Management
and Internal Control: Guidelines for Directors of Listed Issuers”.

BOARD RESPONSIBILITY assurance that the following objectives Consequently, Management ensures
The Board in discharging its have been achieved: that the recommendations made by
responsibilities, is fully committed to the Internal Auditors to strengthen
(i) Reliability and integrity of financial
maintaining a sound system of risk and improve the internal controls
reports;
management and internal control as have been implemented.
(ii) Compliance with relevant regulations,
well as for reviewing its adequacy, policies, procedures and laws; Budgets and Performance Monitoring
integrity and effectiveness to safeguard (iii) Safeguarding of the Company’s
shareholders’ investment and the Annual Budgets are prepared by the
assets; and major operating subsidiaries and
Group’s assets. The system of risk
(iv) Effective and efficient utilisation of approved by their respective Boards
management and internal control by its
the Company’s resources. and these budgets are then consolidated
nature is designed to manage key risks
that may hinder the achievement of the For the year ended 2017, the Board is into the IHH Group Budget and approved
Group’s business objectives within an of the view that the present system of by the IHH Board.
acceptable risk profile. In view of the internal control is adequate and has The major operating subsidiaries’
limitations inherent in any system of been adhered to, to the best of its ability. performance is presented and discussed
risk management and internal control, The opinion is based on the following at their respective Board meetings on a
the systems put in place can only key internal controls practiced: quarterly basis and are also discussed
manage risks within tolerable and together with the consolidated IHH
knowledgeable levels, rather than Limits of Authority
Group Performance at the quarterly
eliminate the risk of failure to achieve The Limits of Authority established IHH Board meetings.
business objectives completely. by the Group serves to govern the
operations of all companies within Procurement and
CONTROL STRUCTURE the Group. It encompasses authorised Project Management
The Board is assisted by the Audit and signatories for Procurement and There is a Centralised Procurement
Risk Management Committee (“ARMC”), Payment, Financial Treasury, Human function in each major operating
which consists of three Independent Capital Management, Corporate subsidiary for major purchases
Non-Executive members of the Board. Transactions, Legal Documentation such as hospital equipment, drugs,
The Board, through the ARMC, maintains and Donations. It defines the authority maintenance expenditures and
risk oversight within the Group to ensure limit for each level of management in expansion projects. This ensures
that the implementation of the approved the major operating subsidiaries and adherence to the Group Procurement
policies and procedures on risks and the Group as a whole. Major capital Guidelines as well as provides leverage
controls are as intended. The approved investment, acquisition and disposal on economies of scale during
policies and appropriate key internal are approved by the Board of the major negotiations. Major expenditure is
controls have been put in place to operating subsidiaries and the Group. subject to Tender procedures and
mitigate the key risk areas which have evaluated by the Tender Committee.
been identified and assessed by the
Recommendations by
respective departments in charge for the
Internal Auditors There is also a Centralised Project
The Group has an Internal Audit function Management office in each major
year under review and up to the date of
to review the effectiveness of the material operating subsidiary to handle and
approval of this statement for inclusion in
internal controls of the major operating manage major renovation and expansion
the annual report.
subsidiaries based on the approved projects undertaken by the respective
The internal control system covers annual audit plan. Unannounced major operating subsidiaries.
areas of finance, operations and visits are conducted randomly to
compliance and provides reasonable ensure compliance at all times.

IHH Healthcare Berhad | Annual Report 2017 161


Governance

STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL

Legal and Regulatory improvement, professional development • Surveillance of Hospital Acquired


The major operating subsidiaries and management and culture of Infections (HAI)
adhere strictly to the applicable Acts and improvement and patient safety. –– A program initiated in 2017
Regulations, as required of an institution Projects initiated in 2016 continues while to conduct surveillance of
operating private hospitals, medical new projects were introduced. These are Hospital Acquired Infections
clinics and private higher education and as follows: (HAI) at 17 ASYH hospitals;
healthcare services. Amongst them, are –– The objective was to review
the established Acts and Regulations • Improvement of Emergency the current work process of
such as the Private Hospital and Medical Department triage protocols; surveillance of hospital acquired
Clinic Act, Private Hospital and Medical –– Implementation of 5-level infections (HAI) and propose more
Clinic Regulations, Dangerous Drugs and triaging system to provide an effective ways of management
Poison Act, Private Higher Educational operational model to meet the with regards to patient safety,
Institutional Act, as well as Occupational needs of all patients; litigation and economics.
Safety and Health Act. Quality audits are –– The purpose of an effective
The Council comprises the
also conducted by the Quality Assurance triaging is to sort incoming
following members:
function within the hospital and by the patients, prioritizing those
Group Accreditation, Standards, Medical needing immediate care from 1. Dr Joseph Sheares, Cardiothoracic
Affairs Departments on an ongoing basis. others who can wait; Surgeon, Mt Elizabeth Hospital,
–– The system was adapted from the Singapore
Fraud Prevention Malaysian Emergency Medicine 2. Dr Ross Wilson, Immediate past
The Board strives to have zero and Trauma Services Policy and Senior Vice President, Chief
incidences of fraud with strong the Agency for Healthcare Medical Officer and Chief
internal accounting controls, proper Research and Quality (AHRQ). Transformation Officer, New York
segregation of duties in the work • Continuous monitoring of Clinical City Health & Hospitals
processes and regular audits carried Indicators; 3. Tan Sri Datuk Dr K. Ampikaipakan,
out by the Group Internal Auditors team. –– Close monitoring of 10 common consultant respiratory physician at
The inherent system of internal controls clinical indicators for SOD, MOD, Pantai Hospital, Kuala Lumpur
is designed to provide a reasonable, ASYH and India; 4. Dr E.H Akalin, Independent academic
though not absolute, assurance against –– These are quality measures of consultant, Istanbul, Turkey
the risk of fraud, material errors or clinical care indicators which may,
losses occurring. when assessed over time, provide
a method of assessing the quality
CLINICAL GOVERNANCE and safety of care at a system
International Clinical Governance level; and
Advisory Council (ICGAC) –– Embedded in organisational
The Council provides thought leadership governance systems with an
and serves as the advisory body for emphasis on using this
IHH’s entities in the areas of patient information to improve patient
safety, clinical quality training initiatives, care.
education or related activities to enhance –– Root Cause Analysis (RCA);
IHH as a premier healthcare institution for –– RCA is a collective term that
long-term sustainability. describes a wide range of
In its second year as an independent approaches, tools, and
high-level advisory committee, the techniques used to uncover
Council continues to drive the clinical causes of problems;
governance of the Group through current –– In 2017, the retrospective review
and new clinical quality and continuous of the RCA studies was performed
quality improvement projects. In the across Parkway Hospitals in
course of the financial year, building the Singapore from 2012 to 2015 for
foundation work to the four main pillars serious reportable events and to
of clinical governance remained as evaluate the effectiveness of the
focus areas for the Council. These areas recommendations of the RCA
comprise clinical risk management reviewers.
advisory, quality assurance and quality

162 IHH Healthcare Berhad | Annual Report 2017


CONTROL ENVIRONMENT RISK MANAGEMENT management system for anticipating
The operating structure includes defined The Group recognises that risk emerging risks and putting in place
delegation of responsibilities to the management is an important and integral pre-emptive action plans so that the
management of operating subsidiaries. part of good management and corporate effect of uncertainties on fulfilling
The limit of authority is clearly defined governance practice, and fundamental business goals and objectives are
and set out in the Group’s policies. to driving shareholder value through minimised. The Group has in place a
These policies and procedures are quality healthcare. Although risks cannot Risk Management Framework which is
meant to be reviewed regularly and be completely eliminated, effective consistent with the definition of an
updated when necessary. risk identification and management ‘appropriate framework’ in Standard
can reduce the uncertainties associated ISO 31000:2009 Risk Management –
A Whistleblowing Policy is in place within Principles and Guidelines.
with executing the Group’s business
the Group’s major operating subsidiaries.
strategies and maximising opportunities The framework encompasses practices
This policy encourages employees to
that may arise. relating to the identification, assessment
report any wrongdoing by any person
in the Group to the proper authorities so Operating Companies and business and measurement, response and action,
that the appropriate business action can units have primary responsibility for as well as monitoring and reporting of
be taken immediately. managing risk exposures. Group Risk the strategic and operational control
is the central resource for managing the risks pertinent to achieving our key
The system of risk management and business objectives.
portfolio of risks assumed by the Group
internal control covers not only financial
as a whole, and works closely with
controls but operational, risk and
business units to strengthen their risk
compliance controls as well. These
management practices and capabilities.
systems are designed to manage,
Risk updates are consolidated and
rather than eliminate, the risk of failure
analysed for monitoring and reporting to
arising from non-achievement of the
the Group’s ARMC on a quarterly basis.
Group’s policies, goals and objectives.
Such systems provide reasonable, rather The Group recognises that Enterprise
than absolute, assurance against material Risk Management (“ERM”) is a proactive
incidents or loss.

ESTABLISH THE CONTEXT


• Understand business
Risk strategy & objectives
g Ide
ortin nt
ifi • Review business environment
p
Re

ca

• Understand the risk


tio

acceptance criteria
n

• Identify critical
Risk business processes
asu s m e nt

Management
re m ent
M o n it o

Framework
M e ses
& k As
ri n
g

s
Ri

R is k
Response
& A c ti o n

IHH Healthcare Berhad | Annual Report 2017 163


Governance

STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL

Evaluate-Response-Monitor (“E-R-M”) procurement of cyber liability insurance GROUP INTERNAL AUDIT


process for a major operating company; The Group has an independent internal
For the year ended 31 December 2017, 9. Supported a major operating audit function, which is an integral part of
the major risk management activities company’s Cybersecurity Governance the Group’s assurance framework, with the
undertaken during the year were Workgroup led by Group Chief function reporting directly to the ARMC.
as follows: Information Officer to strengthen the The Group Internal Audit’s (“Group IA”)
Group’s Cyber & IT Security primary mission is to provide an
1. Reviewed the adequacy and Framework, adopting a Zero Trust
effectiveness of the risk control independent and objective assessment
model, Defence-in-Depth protection of the adequacy and effectiveness of the
processes and risk reporting systems; and Cyber Resilience strategy to risk management, internal control and
2. Embedded material sustainability ensure uncompromised confidentiality, governance processes. The internal audit
matters into the Enterprise Risk integrity and availability of our mission- function within the Group is structured
Management (ERM) framework to critical information assets; such that the internal audit function of
identify and manage sustainability 10. Advised the Special Security Steering the major operating subsidiaries has a
risks, with the direct involvement of Committee of a major operating dotted reporting line to the Group IA and
Group Head, Risk Governance as a company providing strategic oversight reporting line to the ARMC. Audits are
key member of the IHH Sustainability on physical security policy and performed on all major units or areas
Management Committee; programmes across operations, in the audit population to provide an
3. Integrated operations in Bulgaria and encompassing security risk independent and objective report on
Macedonia into the ERM framework of assessments, annual drills and action operational and management activities
a major operating company; plans to enhance physical security in the Group. Group IA will also perform
4. Consolidated the group insurance measures across all facilities; ad-hoc audits and investigations
programme of a major operating 11. Established privacy and data protection requested by the ARMC and/or by Senior
company to benefit from stronger governance for the Group through a Management and will follow-up on the
buying power and improve the network of country data protection implementation of audit recommendations
consistency of insurance management officers, with direct involvement in by Management to ensure that all key risks
reporting, with the inclusion of India personal data protection compliance are addressed.
operations division, China hospital for Singapore operations division;
construction projects and Group The Annual Internal Audit plans of the
12. Initiated a regulatory scan of Group as developed are reviewed and
employee benefits insurance; telemedicine legislations and approved by the ARMC annually.
5. Monitored cost of insurance claims and guidelines and formed a Telemedicine
claims settlement through quarterly Compliance Workgroup to support the Group IA highlights significant gaps
claims meeting with insurance service Digital Health initiatives for a country identified in governance, risk management
providers as part of the group operations division; and control, makes recommendations for
insurance programme of a major 13. Enhanced the social media crisis improvements and tables management
operating company; management plan for the Group and action plans to the ARMC through audit
6. Performed a risk impact study on benchmarked the crisis management reports and during its quarterly ARMC
vicarious liability of hospitals in medical plans for a major operating company as meetings. Group IA also follows up on the
negligence litigation in Malaysia, part of a wider “core policy” initiative; management action plans to address the
assessing the impact on insurance 14. Commenced risk training and risk improvements on a quarterly basis and
costs and suitable control measures to reporting for a new hospital in results of the status are presented at the
manage the risk; Hong Kong; quarterly ARMC meetings.
7. Enhanced current reporting system of 15. Organised risk forums for the Group IA adopts a systematic and
medical malpractice cases for certain Singapore and Malaysia operations disciplined approach to evaluate the
geographies and initiated a methodical divisions to create greater awareness adequacy and effectiveness of the Group’s
structure for data analysis and risk of current risk trends in cyber security governance, internal control and risk
trends of claims data submitted to and digital health, and recent legal management system, using the Committee
insurers; developments relating to medical of Sponsoring Organisations of the
8. Performed a Group-wide cybersecurity malpractice; and Treadway Commission (“COSO”) Internal
risk assessment and evaluated risk 16. Carried out ad-hoc assignments Control – Integrated Framework.
financing options, leading to the requested by Senior Management.

164 IHH Healthcare Berhad | Annual Report 2017


COSO Internal Control - Integrated Framework

The adequacy and effectiveness of the Group’s risk management, internal control and governance
processes are assessed and reported according to the following five interrelated COSO components:

on Monitoring

Inf
orm
ati
nic

ati
Control Activities
mu

on
om

an
dC

dC
an

om
on

mu
Risk Assessment
ati

nic
orm

ati
on
Inf

Control Environment

For the year ended 31 December 2017, • Reviewed the level of compliance The review of the adequacy and
the major internal audit activities with established policies and effectiveness of the internal control
undertaken were as follows: procedures and statutory process has been undertaken by the
requirements to ensure major internal audit function and necessary
• Developed a risk-based annual audit
units comply with the requirements actions have been/are being taken to
plan;
and any non-compliances were remedy any significant failing or
• Performed financial and operational highlighted to Management for weakness for the financial year under
audits on revenue cycle management remediation; review and up to the date of approval
(covering billing, cash and credit of this statement for inclusion in the
• Witnessed the tendering process for
collections, credit control, accounts annual report.
procurement of services or assets of
receivable), procurement and
the Group to ensure the activities in In the course of performing its duties,
inventory, capital and operating
the tendering process are conducted Group IA has unrestricted access to all
expenditure of hospitals, clinics
in a fair, transparent and consistent functions, records, documents, personnel,
and ancillary departments within
manner; or any other resources or information,
the Group;
• Carried out ad-hoc assignments and at all levels throughout the Group.
• Conducted Information Technology
investigations requested by the
(‘IT”) audits, risk assessment, security
ARMC and Senior Management; and
and control reviews across the
entities of the Group; • Followed-up on the implementation
of the Management Action Plan to
ensure that necessary actions have
been taken/are being taken to
remedy any significant gaps identified
in governance, risk management
and control.

IHH Healthcare Berhad | Annual Report 2017 165


Governance

STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL

OTHER RISK AND 3. The Medical Affairs department/ 7. Insurance policies relating to
CONTROL PROCESSES Medical Execution Committee workforce compensation, property
oversees the accreditation as well as damage and equipment breakdown,
The overall governance structure and
the qualifications and experience of cyber liability and network business
formally defined policy and procedures
our medical practitioners, and will not interruption, third party liability,
play a major part in establishing the
hesitate to remove their privileges if professional indemnity and medical
control and risk environment of the
they are found to be unethical or malpractice liability, are procured
Group. Although the Group is a
negligent. They also ensure patient to meet the local regulatory
networked organisation, a documented
safety and quality of services requirements and business
and auditable trail of accountability has
delivered within the hospitals, and requirements of the operational
been established through various board
compliance with government divisions and the wider Group;
committees established at operating
regulations; 8. Financial risk management systems
subsidiaries i.e. ARMC, Nomination &
Remuneration Committee and other 4. The respective quality committees are in place to address credit risk,
committees, each with clear Terms of or councils of the major operating liquidity risk, market risk, interest rate
Reference and appropriate limits subsidiaries ensures the quality of risk and foreign currency risk;
of authority. services and the safety of patients; 9. The internal auditors independently
5. On a quarterly/monthly basis, the audit and report findings on financial,
Each major operating subsidiary of the operations divisions are to submit to operational and compliance controls
Group is tasked with undertaking these the Group CEO updates pertaining to the ARMC or the Board. In addition,
corporate governance and risk to clinical/medico-legal cases, on an annual basis, the external
management practices as well as information technology (“IT”) and auditors perform statutory audit and
implementing the same: hospital development projects and report findings on financial controls
1. A governance and management business matters, HR matters, relevant to the statutory audit to the
structure is established within each financial performance and analysis, ARMC; and
hospital for functional accountability group target savings as well as the 10. Employees must abide by the
with operational/functional heads outlook for the business and strategic Code of Conduct and avoid any
reporting financial, operational projects. This information will form the dealings or conduct that could be
(clinical and non-clinical) risks, body of the Executive Report by the or could appear to be in conflict
compliance with statutory and Group CEO to the Board of each with the Group’s interests unless
regulatory requirements and major operating subsidiary, ultimately such business relationships are
reputational risks to the Hospital Chief surfacing at the Board of the Group; consented to by the Board.
Executive Officer (“CEO”)/ Director; 6. The development of any potential
2. Hospital CEOs/Directors, Business medico-legal cases are tracked and
Heads, Country Heads and Corporate reported to Senior Management and
Heads report on business operations the Board on a monthly basis and to
issues to the Senior Management on the ARMC on a quarterly basis. Any
a monthly basis. Matters such as significant risk exposures or trends
nursing issues, clinical/medical in terms of incident type or case
incidents with lapses, adverse categorisation are highlighted to
outcomes, potential legal issues and the Board/ARMC quarterly;
media exposure, are reported and
addressed at the hospital quality
meetings chaired by the Hospital CEOs;

166 IHH Healthcare Berhad | Annual Report 2017


ADEQUACY AND REVIEW OF THE STATEMENT
EFFECTIVENESS OF THE BY EXTERNAL AUDITORS
GROUP’S RISK MANAGEMENT The external auditors have reviewed
AND INTERNAL CONTROL this Statement on Risk Management and
SYSTEMS Internal Control pursuant to the scope
IHH’s Management is accountable to set  out in Recommended Practice Guide
the Board for the implementation of the (“RPG”) 5 (Revised 2015), Guidance for
processes in identifying, evaluating and Auditors on Engagements to Report on
managing risk and internal control. In the the Statement on Risk Management and
financial year under review and up to the Internal Control included in the Annual
date of approval of this Statement, the Report issued by the Malaysian Institute
Board has received assurances from the of Accountants (“MIA”) for inclusion in
Managing Director and Chief Executive the annual report of the Group for the
Officer as well as Chief Financial Officer year ended 31 December 2017, and
that the Group’s system of risk reported to the Board that nothing has
management and internal control is come to their attention that cause them
operating adequately and effectively, to believe that the statement intended
in all material aspects, based on the to be included in the annual report of
risk management and internal control the Group, in all material respects:
system of the Group. (a) has not been prepared in accordance
Taking into consideration the information with the disclosures required by
and assurances given, the Board is paragraphs 41 and 42 of the
satisfied with the adequacy, integrity Statement on Risk Management
and effectiveness of the Group’s system and Internal Control: Guidelines
of risk management and internal control. for Directors of Listed Issuers, or
No material losses, contingencies or (b) is factually inaccurate.
uncertainties have arisen from any RPG 5 (Revised 2015) does not require
inadequacy or failure of the Group’s the external auditors to consider
system of internal control that would whether the Directors’ Statement on
require separate disclosure in the Risk Management and Internal Control
Group’s Annual Report. The measures covers all risks and controls, or to
to protect and enhance shareholder form an opinion on the adequacy
value and business sustainability and effectiveness of the Group’s risk
continue to be a focal point of the management and internal control
Group, and therefore, the system of system including the assessment and
risk management and internal control opinion by the Board of Directors and
across the Group continues to be management thereon. The auditors are
subject to enhancement, validation and also not required to consider whether
regular review. the processes described to deal with
The Group’s system of risk management material internal control aspects of any
and internal controls does not cover significant problems disclosed in the
associates and joint ventures. annual report will, in fact, remedy
the problems.

IHH Healthcare Berhad | Annual Report 2017 167


Governance

INVESTOR RELATIONS
REPORT

Our commitment to effective shareholder engagement


IHH recognises the importance of effective communication between the company,
its shareholders and the general public. The group believes good, clear and credible
communication will foster confidence and a better understanding of our business.
The Company has a dedicated Investor through these platforms keep the Group. Information available on the
Relations and Corporate Communications investment community abreast of the corporate website includes IHH’s
Department that facilitates communication Company’s strategic developments and corporate profile, senior management
between the Company and the investment financial performance. Furthermore profiles, share information, financial
community. We achieve this through analyst briefings and media briefings are results, dividend policy, annual reports,
active dialogue and by leveraging on conducted when the Group’s quarterly media releases, investor presentations,
strategic communication platforms to and annual results are released. Annual General Meeting details and
provide comprehensive insights about corporate governance-related policies.
On a quarterly basis, the Investor
the Group’s strategic developments, Our Investor Relations team ensures that
Relations Department provides an
financial performance and material the investor relations (IR) section of the
update to the Board on shareholding
operations affecting the Group. website is regularly updated with the
details, investor relations activities,
latest Group disclosures. Any queries
The Investor Relations function builds recommendations by analysts and
or concerns regarding the Group can
relationships between the Group and its comments from the investment
be directed to the Investor Relations
investment community through different community, as well as commentary
Department at ir@ihhhealthcare.com.
channels in Malaysia and internationally. on share price performance.
We engage with shareholders through ANALYST BRIEFINGS FOR
The Board has endorsed the Investor
our Annual Reports and Annual General
Meeting, as well as provide disclosures
Relations Policy, which aims to enforce QUARTERLY AND ANNUAL
and material announcements on Bursa
IHH’s commitment towards maintaining FINANCIAL RESULTS
effective and timely communications ANNOUNCEMENT
Malaysia Securities Berhad (“Bursa
to our shareholders and stakeholders.
Malaysia”) and Singapore Exchange In 2017, IHH’s Senior Management
The Policy mandates that the Group
Limited (“SGX”) in a timely and organised four analyst briefings and
updates its stakeholders on all material
consistent manner. one media briefing to discuss and
developments. The policy also outlines
communicate the Group’s quarterly
Senior Management of the Company is guidelines on the processes and
and annual financial results with the
actively involved in the Group’s extensive procedures to be followed to ensure
investment community. This was
investor relations programme that the successful implementation of
on top of our timely financial results
includes holding of regular in-house our Investor Relations programme.
announcements on a quarterly and
meetings, hospital visits, investor
GROUP CORPORATE WEBSITE annual basis to Bursa Malaysia and
non-deal roadshows (NDRs) and
SGX. To widen the reach to the
conference calls both locally and The Group’s corporate website at investment community, recordings of
internationally with financial analysts, www.ihhhealthcare.com offers a these conference calls and materials
institutional shareholders and fund dedicated platform for stakeholders relating to the results announcements
managers. Proactive communications to access essential information of the were uploaded to the Group’s IR website.
The materials included:
• A press release with key
operational and financial
highlights for the quarter;
• A consolidated quarterly
financial report;
• A set of presentation slides with
further operational and financial
information; and
• A recording of the briefing for
on-demand playback.
In addition, the investment community
can obtain regulatory announcements
made by IHH to Bursa Malaysia and
SGX on IHH’s IR page.

Management and Chairman at the IHH Annual General Meeting 2017

168 IHH Healthcare Berhad | Annual Report 2017


TABLE OF KEY EVENTS
Key Events 2017 2016 2015 2014
Annual and Quarterly Results Announcement: Teleconference & Webcasts 4 4 4 4
Investor Conferences & Non-deal Roadshows 8 12 18 17
Number of analysts/fund managers met (in-house, conference calls and road shows) 292 443 591 436

CONFERENCES AND brokerage firms. IHH’s Senior quarterly operational and financial
ROADSHOWS Management, fronted by Managing performance, material operations
Director and CEO, Dr Tan See Leng, affecting the Group and the business
For 2017, stakeholder engagements were
and the Investor Relations team reached outlook. Senior Management also used
conducted through investor conferences
out directly to our shareholders and these interactions with the investment
and non-deal roadshows organised
investors to provide updates on the community to solicit their feedback and
locally or internationally by major
Group’s strategic developments, latest perceptions of the Group.

Date Conference Names Location Organisers


9-12 Jan 35th J.P. Morgan Healthcare San Francisco J.P. Morgan
Conference: Emerging Markets
24 Feb CIMB Post Results Luncheon Kuala Lumpur CIMB Securities Ltd
6-8 Mar Morgan Stanley US NDR New York, Boston Morgan Stanley
13-14 Mar Deutsche Bank London NDR London Deutsche Bank
29-30 Mar Credit Suisse Asian Hong Kong Credit Suisse
Investment Conference
24-25 Jul Bursa-CIMB Invest Malaysia 2017 Kuala Lumpur CIMB Securities Ltd
12-13 Sep 24th CLSA Investors’ Forum Hong Kong CLSA Singapore Pte Ltd
14 Sep BOCI Hong Kong NDR Hong Kong BOCI Securities Limited

ANALYST COVERAGE
The Company is closely tracked by the investment community. As at 30 March 2018, 26 analysts provided coverage on IHH,
reflecting strong interest from sell side equity research houses, both domestic and abroad.

No Analyst Coverage No Analyst Coverage


1 Affin Securities Sdn Bhd 14 KAF Seagroatt & Campbell Sec Sdn Bhd
2 AmInvestment Bank Berhad 15 K&N Kenanga Holdings Bhd
3 Bank of America Merrill Lynch Global Research 16 M & A Securities Sdn Bhd
4 BIMB Securities Sdn Bhd 17 Macquarie Securities Ltd
5 CIMB Securities Pte Ltd 18 Maybank Kim Eng Securities
6 Citigroup Global Markets Asia 19 MIDF Amanah Investment Bank Bhd
7 CLSA Singapore Pte Ltd 20 Morgan Stanley
8 Credit Suisse Holdings USA Inc 21 Nomura Securities Co Ltd/Tokyo
9 DBS Vickers Securities 22 Public Investment Bank
10 Deutsche Bank AG/Hong Kong 23 RHB Research Institute Sdn Bhd
11 Goldman Sachs India Sec Pte Ltd 24 TA Securities Holdings Bhd
12 Hong Leong Investment Bank Bhd 25 UBS Securities Malaysia Sdn
13 J.P. Morgan Securities (Malaysia) Sdn Bhd 26 UOB Kay Hian Pte Ltd

IHH Healthcare Berhad | Annual Report 2017 169


Other Information

ADDITIONAL COMPLIANCE
INFORMATION

The following information is provided in and in existence during the financial (iv) LTIP of IMU Health Sdn Bhd
accordance with Paragraph 9.25 of the year ended 31 December 2017: (“IMU LTIP”) for a duration of ten
Main Market Listing Requirements years from 25 August 2011 and
(i) Long Term Incentive Plan (“LTIP”)
(“MMLR”) of Bursa Malaysia Securities expiring on 24 March 2021; and
of our Company (“IHH LTIP”)
Berhad (“Bursa Securities”) as set out (v) Enterprise Option Scheme (“EOS”)
for a duration of ten years from
in Part A of Appendix 9C thereto. of our Company for a duration of
25 March 2011 and expiring on
24 March 2021; ten years from 22 June 2015 and
1. UTILISATION OF PROCEEDS expiring on 21 June 2025.
(ii) LTIP of Parkway Holdings Limited
There were no proceeds raised by
(“Parkway LTIP”) for a duration (IHH LTIP, Parkway LTIP, Pantai
the Company from corporate
of ten years from 21 April 2011 LTIP, and IMU LTIP are collectively
proposals during the financial year
and expiring on 24 March 2021; referred to as “LTIPs”)
ended 31 December 2017.
(iii) LTIP of Pantai Holdings Berhad Brief details on the numbers of
2. EMPLOYEE SHARE SCHEMES (now known as Pantai Holdings LTIP units / EOS options granted,
Sdn Bhd) (“Pantai LTIP”) for vested and outstanding since the
The following are employee share
a duration of ten years from commencement of the LTIPs and
schemes established by our Group
24 May 2011 and expiring on EOS until financial year 2017
24 March 2021; (“FY 2017”) are as follows:

LTIPs EOS
Total number of LTIP units / EOS options granted 60,768,732 23,683,000
Total number of LTIP units / EOS options surrendered / exercised 47,381,045 807,000
Total number of LTIP units / EOS options lapsed / cancelled / opted out 7,329,687 3,337,000
Total number of LTIP units / EOS options outstanding 6,058,000 19,539,000

Granted to Directors and Chief Executive


LTIPs EOS
Aggregate number of LTIP units / EOS options granted 14,424,000 14,479,000
Aggregate number of LTIP units / EOS options surrendered / exercised 12,476,000 –
Aggregate number of LTIP units / EOS options outstanding 1,948,000 14,479,000

In accordance with the Bye Laws for aggregate 10% of the total number of Since the commencement of the LTIP
the LTIPs and EOS respectively, the shares to be issued under the LTIPs and EOS, the actual percentage of
total number of shares which may be and EOS respectively. None of our LTIP units and EOS options granted in
issued under the LTIPs and EOS to Directors and Senior Management, aggregate to Executive Directors and
the eligible participants, including either singly or collectively with Senior Management of the Company
Executive Directors and Senior persons connected with them, owns are 23.7% and 61.1% of the total
Management of the Company, shall 20% or more of the total number of number of LTIP units and EOS options
not exceed the aggregate of 2% of issued shares of our Company. granted respectively.
our Company’s total number of issued
For FY 2017, the actual percentage of There were no LTIP units and EOS
shares. Additionally, the total number
LTIP units granted to Executive options granted to the Non-Executive
of shares which may be issued under
Directors and Senior Management of Directors since the commencement
LTIP units and EOS options granted to
the Company was 30% of the total dates of the LTIPs and EOS.
a participant, who either singly or
number of LTIP units granted in 2017.
collectively with persons connected Details of the LTIP units and EOS
There were no EOS options granted
with him owns 20% or more of the options exercised during the financial
during the FY 2017.
total number of issued shares of year are disclosed in Note 22 of the
our Company, shall not exceed in financial statements.

170 IHH Healthcare Berhad | Annual Report 2017


3. AUDIT AND NON-AUDIT FEES
The amount of audit and non-audit fees paid or payable to external auditors by the Group and the Company respectively for the
financial year ended 31 December 2017 are as follows:

Audit fees Non-Audit fees


Group Company Group Company
RM’000 RM’000 RM’000 RM’000
–– KPMG PLT 1,021 373 680 680
–– Affiliates of KPMG PLT 5,123 452 775 –
Total 6,144 825 1,455* 680

* Approximately RM1.0 million of the non-audit fees is related to a limited review of the Group’s financial statements.

Services rendered by KPMG PLT permitted transferees holding the Acibadem Holding shares
are not prohibited by regulatory and shares in Acibadem Holding or in will convert into will be 20.0%
other professional requirements, its group companies (“Aydinlar”) more than the Original Number.
and are based on globally practiced have an option to convert Likewise if the conversion
guidelines on auditors’ independence. Acibadem Holding shares that would result in 20.0% or less
they hold representing up to than the Original Number, then
4. MATERIAL CONTRACTS 15.0% of the issued share capital the number of IHH Shares
INVOLVING DIRECTORS’, in Acibadem Holding into ordinary converted into will be 20.0%
CHIEF EXECUTIVE’S AND shares in IHH (“IHH Shares”) less than the Original Number.
MAJOR SHAREHOLDERS’ during a period of ten years from
Subject to Aydinlar exercising
INTERESTS 24 January 2012, provided that
the Aydinlar Option, Bagan Lalang
such option is exercisable only
Save as disclosed below and in the will have a similar right to convert
after the initial public offering of
financial statements, there were no a certain class of Acibadem
IHH (“Aydinlar Option”).
material contracts entered into by Holding shares held by Bagan
the Company and/or its subsidiaries The relative prices of the Lalang, representing up to 15.0%
involving Directors’, Chief Executive’s Acibadem Holding shares to be of the issued share capital in
and Major Shareholders’ interests transferred and the IHH Shares to Acibadem Holding, into new
subsisting as at 31 December 2017 be issued upon any exercise of IHH Shares (“Bagan Lalang
or entered into since the end of the the Aydinlar Option, will be based Option”). The Bagan Lalang
previous financial year: on the fair market valuation of Option shall mirror exactly the
these shares at the time the Aydinlar Option and shall be
(i) A shareholders’ agreement dated Aydinlar Option is exercised. If subject to identical terms and
23 December 2011 (“Shareholders’ the fair market valuation of these procedures.
Agreement”) was entered into shares will result in a conversion
among the Company, Integrated of Aydinlar’s Acibadem Holding 5. RECURRENT RELATED
Healthcare Hastaneler Turkey shares into 20.0% or more than PARTY TRANSACTIONS
Sdn Bhd, Bagan Lalang Ventures the number of IHH Shares, The recurrent related party
Sdn Bhd (“Bagan Lalang”), Hatice compared to if the Aydinlar’s transactions of revenue nature
Seher Aydinlar and Mehmet Ali Acibadem Holding shares were incurred by the Group for the
Aydinlar, whereby the parties converted by using the share financial year ended 31 December
have agreed on, among others, consideration price (per share) 2017 did not exceed the threshold
the rights and obligations of the paid under the Share Purchase prescribed under Paragraph 10.09(1)
parties regarding the governance Agreement (referred to in Section of the MMLR.
of Acibadem Saglik Yatirimlari 15.6(ii)(a) of the Company’s
Holding A.S. and its group Prospectus dated 2 July 2012)
(“Acibadem Holding”). Under (adjusted for any impact of
the Shareholders’ Agreement, subsequent capital increases
Mehmet Ali Aydinlar, Hatice Seher or other changes to the capital)
Aydinlar and any relatives or (“Original Number”), then the
heirs of these individuals or their number of IHH Shares which

IHH Healthcare Berhad | Annual Report 2017 171


Other Information

DIRECTORS’ RESPONSIBILITY
STATEMENT

The Directors are required by the Companies Act 2016 to prepare financial
statements for each financial year. These are to be made out in accordance
with the applicable approved accounting standards and to give a true and
fair view of the state of affairs of the Group and the Company at the end of
the financial year as well as of the results and cash flows of the Group and
Company for the financial year.

In preparing the financial statements, the Directors have adopted suitable accounting policies and applied them consistently. The
Directors have also made judgment and estimates that are on a going concern basis as the Directors have a reasonable expectation,
having made enquiries that the Group and Company have resources to continue in operational existence for the foreseeable future.
The Directors have overall responsibility for taking such steps necessary to safeguard the assets of the Group and to prevent and
detect fraud and other irregularities.
The Statement by Directors pursuant to Section 251(2) of the Companies Act 2016 is set out in the financial statements.

172 IHH Healthcare Berhad | Annual Report 2017


FINANCIAL
STATEMENTS

174 Directors’ Report


181 Statement by Directors
181 Statutory Declaration
182 Independent Auditors’ Report
186 Statement of Financial Position
188 Statement of Profit or Loss and
Other Comprehensive Income
190 Statement of Changes in Equity
196 Statement of Cash Flows
199 Notes to the Financial Statements

IHH Healthcare Berhad | Annual Report 2017 173


Financial Statements

DIRECTORS’ REPORT
for the year ended 31 December 2017

The Directors have pleasure in submitting their report and the audited financial statements of the Group and of the Company for the
financial year ended 31 December 2017.

PRINCIPAL ACTIVITIES
The Company is principally engaged in investment holding, whilst the principal activities of the subsidiaries are as stated in Note 46 to
the financial statements. There has been no significant change in the nature of these activities during the financial year.

SUBSIDIARIES
The details of the Company’s subsidiaries are disclosed in Note 46 to the financial statements.

RESULTS
Group Company
RM’000 RM’000
Profit for the year attributable to:
Owners of the Company 969,953 711,026
Non-controlling interests (140,125) –
829,828 711,026

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
Since the end of the previous financial year, the Company paid a first and final single tier cash dividend of 3 sen per ordinary share
amounting to RM247,171,000 for the financial year ended 31 December 2016 on 18 July 2017.
The Directors have proposed a first and final single tier cash dividend of 3 sen per ordinary share for the financial year ended
31 December 2017 totalling RM247,714,000, which is subject to shareholders’ approval at the forthcoming Annual General Meeting.

DIRECTORS OF THE COMPANY


Directors who served during the financial year until the date of this report are:
Dato’ Mohammed Azlan Bin Hashim
Dr. Tan See Leng
Mehmet Ali Aydinlar
Chang See Hiang
Rossana Annizah Binti Ahmad Rashid
Kuok Khoon Ean
Shirish Moreshwar Apte
Bhagat Chintamani Aniruddha
Quek Pei Lynn (Alternate Director to Bhagat Chintamani Aniruddha)
Koji Nagatomi Appointed on 1 April 2017
Takeshi Saito (Alternate Director to Koji Nagatomi) Appointed on 1 April 2017
Tan Sri Dato’ Dr. Abu Bakar Bin Suleiman Retired on 31 December 2017
Satoshi Tanaka Resigned on 1 April 2017
Koichiro Sato (Alternate Director to Satoshi Tanaka) Ceased on 1 April 2017

174 IHH Healthcare Berhad | Annual Report 2017


DIRECTORS’ INTERESTS
The interests and deemed interests in the ordinary shares, units convertible into ordinary shares, options over ordinary shares, other
units and perpetual securities of the Company and of its related corporations (other than wholly-owned subsidiaries) of those who were
Directors at year end (including the interests of the spouses 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


At At
1 January Options 31 December
2017 exercised Bought Sold 2017
Interests in the Company
Tan Sri Dato’ Dr. Abu Bakar Bin Suleiman 2,923,000 79,000 – – 3,002,000

Dr. Tan See Leng


–– Direct 12,763,800 1,690,000 – (4,000,000) 10,453,800

Mehmet Ali Aydinlar


–– Direct 175,321,000 881,000 – – 176,202,000
–– Deemed 88,910,861 – – – 88,910,861

Chang See Hiang


–– Direct 100,000 – – – 100,000

Kuok Khoon Ean


–– Direct 250,000 – – – 250,000

Number of ordinary shares of TL1.00 each


At At
1 January Options 31 December
2017 exercised Bought Sold 2017
Interests in subsidiaries
Acıbadem Sağlık Yatirimlari Holding A.Ş. (“ASYH”)
Mehmet Ali Aydinlar
–– Direct 354,533,087 – – – 354,533,087
–– Deemed 27,466,913 – – – 27,466,913

Acıbadem Sağlık Hizmetleri ve Ticaret A.Ş. (“ASH”)


Mehmet Ali Aydinlar
–– Direct 1 – – – 1
–– Deemed 1 – – – 1

Acıbadem Poliklinikleri A.Ş.


Mehmet Ali Aydinlar
–– Direct 1 – – – 1
–– Deemed 3 – – – 3

Acıbadem Proje Yönetimi A.Ş.


Mehmet Ali Aydinlar
–– Direct 1 – – – 1

Aplus Hastane Otelcilik Hizmetleri A.Ş.


Mehmet Ali Aydinlar
–– Direct 1 – – – 1
–– Deemed 2 – – – 2

IHH Healthcare Berhad | Annual Report 2017 175


Financial Statements

DIRECTORS’ REPORT
for the year ended 31 December 2017

DIRECTORS’ INTERESTS (continued)


Number of ordinary shares of TL2.00 each
At At
1 January Options 31 December
2017 exercised Bought Sold 2017
Interests in a subsidiary
International Hospital Istanbul A.Ş.
Mehmet Ali Aydinlar
–– Direct 1 – – – 1
–– Deemed 1 – – – 1

Number of units convertible into ordinary shares


At At
1 January Lapsed/ 31 December
2017 Granted Exercised cancelled 2017
Interests in the Company
Long Term Incentive Plan (“LTIP”)
Tan Sri Dato’ Dr. Abu Bakar Bin Suleiman 69,000 65,000 (79,000) – 55,000

Dr. Tan See Leng 1,645,000 1,278,000 (1,690,000) – 1,233,000

Mehmet Ali Aydinlar 861,000 680,000 (881,000) – 660,000

Number of options over ordinary shares


At At
1 January Lapsed/ 31 December
2017 Granted Exercised cancelled 2017
Interests in the Company
Enterprise Option Scheme (“EOS”)
Tan Sri Dato’ Dr. Abu Bakar Bin Suleiman 250,000 – – – 250,000

Dr. Tan See Leng 14,229,000 – – – 14,229,000

Number of units
At At
1 January Options 31 December
2017 exercised Bought Sold 2017
Interests in a subsidiary
Parkway Life Real Estate Investment Trust (“PLife REIT”)
Chang See Hiang
–– Direct 300,000 – – – 300,000

Shirish Moreshwar Apte


–– Direct 150,000 – – – 150,000

Value of perpetual securities held


At At
1 January 31 December
2017 Bought Sold 2017
USD’000 USD’000 USD’000 USD’000
Perpetual securities issued by a subsidiary
Parkway Pantai Limited
Dr. Tan See Leng – 3,000 – 3,000

176 IHH Healthcare Berhad | Annual Report 2017


DIRECTORS’ INTERESTS (continued)
Except as disclosed in the page before, none of the other Directors holding office at 31 December 2017 had any interest in the ordinary
shares, options over ordinary shares, units convertible into ordinary shares, other units and perpetual securities 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 a benefit included in the aggregate amount of remuneration received or due and receivable by Directors as shown in the financial
statements or the fixed salary of a full-time employee of the Company or of 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 certain Directors who have significant financial interests in companies which
traded with certain companies in the Group in the ordinary course of business as disclosed in Note 41 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 apart from the
issue of the LTIP and EOS as disclosed in Note 22.

ISSUE OF SHARES AND DEBENTURES


During the financial year, the Company issued:
(i) 7,290,400 new ordinary shares pursuant to the surrender of vested LTIP units; and
(ii) 593,000 new ordinary shares pursuant to the exercise of vested EOS options.
Upon completion of the above, the issued and fully paid number of shares of the Company increased from 8,231,700,239 to
8,239,583,639 as at 31 December 2017.
In July 2017, the Group, through its wholly owned subsidiary, Parkway Pantai Limited, issued senior perpetual securities with an
aggregate principal amount of US$500.0 million (approximately RM2,130.8 million). Details of the senior perpetual securities are
disclosed in Note 20 to the financial statements.
There were no other changes in the issued and paid-up capital of the Company, and no other debenture were issued 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 apart from the issue of
share options pursuant to the following scheme:

EOS
At an extraordinary general meeting held on 15 June 2016, the Company’s shareholders approved the establishment of the EOS for
granting of non-transferrable options to eligible employees of the Group any time during the existence of the scheme.
The salient features and the other terms of the EOS are, inter alia, as follows:
(i) Eligible employees are executive directors and selected senior management employed by the Group who has been selected by
the Board at its direction, if as at the offer date, the employee:
– has attained the age of 18 years;

– is in the full time employment and payroll of the Group including contract employees or in the case of a director, is on the
board of directors of the Group; and

– falls within such other categories and criteria that the Board may from time to time at its absolute discretion determine.

(ii) The aggregate number of shares to be issued under the EOS shall not exceed 2% of the issued and paid-up ordinary share
capital (excluding treasury shares) of the Company.

IHH Healthcare Berhad | Annual Report 2017 177


Financial Statements

DIRECTORS’ REPORT
for the year ended 31 December 2017

OPTIONS GRANTED OVER UNISSUED SHARES (continued)


EOS (continued)
(iii) The EOS shall be in force for a period of 10 years from 22 June 2015.
(iv) The EOS options granted in each year will vest in the participants over a three year period, in equal proportion (or substantially
equal proportion) each year.
(v) The exercise price for the EOS option granted shall be determined by the Board which shall be based on the 5 day weighted
average market price of the underlying shares a day immediately preceding the date of offer with a discount of not more than
10% or such other percentage of discount as may be permitted by Bursa Securities or any other relevant regulatory from time to
time (subject to the Board’s discretion to grant the discount).
(vi) Each EOS option gives a conditional right to the participant to receive 1 Share, upon exercise of the option and subject to the
payment of the exercise price.
(vii) The EOS options are granted if objective performance targets or such other objective conditions of exercise that the Board may
determine from time to time on a yearly basis and which are met.
(viii) The total number of EOS options which may be allocated to a participant who either singly or collectively with persons connected
with him owns 20% or more of the issued and paid-up capital of the Company shall not exceed in aggregate 10% of the total
number of Shares to be issued under the EOS.
(ix) Options granted but not yet vested and any unexercised options shall lapse with immediate effect and cease to be exercisable
if the participant is no longer in employment with the Group, by way of termination, disqualification or resignation or in the case
of a director, cease or disqualified to be a Director of the Group or the participant becomes a bankrupt, unless the Board
determines otherwise.

LTIP
At an extraordinary general meeting held on 25 March 2011, the Company’s shareholders approved the establishment of the LTIP
scheme for the granting of non-transferrable convertible units to eligible employees of the Group at any time during the existence of
the scheme.
The salient features and the other terms of the LTIP are, inter alia, as follows:
(i) Eligible employees are employees that are in the full time employment and in the payroll of the Group including contract
employees for at least 6 months or persons that fall within other categories or criteria that the Board may determine from time to
time, at its absolute discretion.
(ii) The aggregate number of shares to be issued under the LTIP shall not exceed 2% of the issued and paid-up ordinary share
capital of the Company.
(iii) The LTIP shall be in force for a period of 10 years from 25 March 2011.
(iv) The LTIP units granted in each year will vest in the participants over a three year period, in equal proportions each year.

178 IHH Healthcare Berhad | Annual Report 2017


OPTIONS GRANTED OVER UNISSUED SHARES (continued)
LTIP (continued)
(v) Each unit of LTIP is entitled to be converted to 1 ordinary share of the Company after listing of the Company.
(vi) Eligible employees who are offered LTIP units but have elected to opt out of the scheme will receive cash LTIP units instead
which will be redeemed by the Company over a three year period in equal proportions each year.
(vii) Options granted but not yet vested will be cancelled with immediate effect and cease to be exercisable if the participant is no
longer in employment with the Group, by way of termination, disqualification or resignation or in the case of an executive director,
cease or disqualified to be a Director or the participant becomes a bankrupt, unless the Board determines otherwise.
Since the commencement of the schemes, until the end of the current financial year, no options had been granted to substantial
shareholders or its associates and no options that entitle the holders of the options, by virtue of such holding, to any rights to participate
in any share issue of other corporations had been granted.
The options granted during the financial year is disclosed in Note 22 to the financial statements.

INDEMNITY AND INSURANCE COSTS


During the financial year, the Group purchased a Directors’ and Officers’ Liability Insurance for the Group’s directors and officers with
total insured limit of RM400 million per occurrence and in the aggregate. The insurance premium for the Group is RM474,000.

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 to realise.
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 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, or
(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, or
(ii) any contingent liability in respect of the Group or of the Company that has arisen since the end of the financial year.

IHH Healthcare Berhad | Annual Report 2017 179


Financial Statements

DIRECTORS’ REPORT
for the year ended 31 December 2017

OTHER STATUTORY INFORMATION (continued)


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, except for those disclosed in the financial statements, 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
The significant events during the financial year are as disclosed in Notes 42, 43 and 44 to the financial statements.

SUBSEQUENT EVENTS
The events subsequent to the end of the reporting period are as disclosed in Note 49 to the financial statements.

AUDITORS
The auditors, KPMG PLT, have indicated their willingness to accept re-appointment.
The auditors’ remuneration is disclosed in Note 30 to the financial statements.

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

……………………………………………………………….
Dato’ Mohammed Azlan Bin Hashim
Director

……………………………………………………………….
Dr. Tan See Leng
Director

26 March 2018

180 IHH Healthcare Berhad | Annual Report 2017


STATEMENT BY DIRECTORS
pursuant to Section 251(2) of the Companies Act 2016

In the opinion of the Directors, the financial statements set out on pages 186 to 316 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 positions of the Group and of the Company as of 31 December 2017 and of
their financial performances 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:

……………………………………………………………….
Dato’ Mohammed Azlan Bin Hashim
Director

……………………………………………………………….
Dr. Tan See Leng
Director

26 March 2018

STATUTORY DECLARATION
pursuant to Section 251(1)(b) of the Companies Act 2016

I, Low Soon Teck, the officer primarily responsible for the financial management of IHH Healthcare Berhad, do solemnly and sincerely
declare that the financial statements set out on pages 186 to 316 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 abovenamed Low Soon Teck, Passport No.: E4721422H at Kuala Lumpur in the Federal
Territory on 26 March 2018.

……………………………………………………………….
Low Soon Teck

Before me:
Commissioner for Oaths
Kuala Lumpur, Malaysia

IHH Healthcare Berhad | Annual Report 2017 181


Financial Statements

INDEPENDENT AUDITORS’ REPORT


to the Members of IHH Healthcare Berhad (Company No. 901914-V)
(Incorporated in Malaysia)

Report on the Audit of the Financial Statements


Opinion
We have audited the financial statements of IHH Healthcare Berhad, 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 186 to 316.
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 performances 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 judgement, were of most significance in our audit of the financial statements
of the Group and of the Company for the current 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.

Impairment of the goodwill and intangible assets (RM13.0 billion)


Refer to Note 2(f) and 2(g) – Significant accounting policies: “Goodwill on consolidation” and “Intangible assets” and Note 6 – Goodwill
on consolidation and intangible assets.

The key audit matter


As at 31 December 2017, the Group’s goodwill and intangible assets represents 33% of the Group’s total assets.
In view of the size of the balance, the inherent uncertainties and the level of judgement required by us in evaluating the Group’s
assumptions included within the cash flow model and given the uncertainties in economic environment faced at the Group’s markets,
including geopolitical situation in Turkey region, impairment of goodwill and intangible assets is a key audit matter.
The Group conducted an impairment assessment on all its cash-generating units (“CGUs”) to identify if the recoverable amount is less
than the carrying amount, indicating that the goodwill and intangible assets may be impaired. The Group determined the recoverable
amount of CGUs using value in use model involving five-year projections with a terminal value. Key assumptions within this model
include revenue growth, EBITDA margin, long-term growth rates and discount rates.

182 IHH Healthcare Berhad | Annual Report 2017


Report on the Audit of the Financial Statements (continued)
How the matter was addressed in our audit
We performed the following audit procedures, among others:
• We assessed the appropriateness of using value in use (“VIU”) as the basis for determining the CGUs’ recoverable amount and
checked the mathematical accuracy of the cash flow model used to estimate VIU.
• We evaluated the Group’s future cash flow model by performing retrospective assessment of the accuracy of the projections,
disaggregating and understanding the underlying business units’ cash flow projections, including comparing the inputs to the
business’ own forecast, including revenue growth and EBITDA margin, to the latest internal board approved budget and plan,
external market data and our understanding of the future prospects of the business or investment.
• We worked with our own valuation specialists to challenge the discount rates and long-term growth rates, and comparing these
assumptions to external market data.
• We performed our own sensitivity of the impairment calculation to changes in the key assumptions used by the Group.
• We also assessed the adequacy of key assumptions disclosure in the Group’s financial statements.
We have determined that there is no key audit matter in the audit of the separate financial statements of the Company to communicate
in our auditors’ report.

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.

IHH Healthcare Berhad | Annual Report 2017 183


Financial Statements

INDEPENDENT AUDITORS’ REPORT


to the Members of IHH Healthcare Berhad (Company No. 901914-V)
(Incorporated in Malaysia) (continued)

Report on the Audit of the Financial Statements (continued)


Auditors’ Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and of the Company as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with approved
standards on auditing in Malaysia and International Standards on Auditing will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with approved standards on auditing in Malaysia and International Standards on Auditing, we
exercise professional judgement and maintain professional scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements of the Group and of the Company, whether due
to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the 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.
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.

184 IHH Healthcare Berhad | Annual Report 2017


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 46 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 Chong Dee Shiang


(LLP0010081-LCA & AF 0758) Approval Number: 02782/09/2018 J
Chartered Accountants Chartered Accountant

Petaling Jaya, Malaysia


26 March 2018

IHH Healthcare Berhad | Annual Report 2017 185


Financial Statements

STATEMENTS OF FINANCIAL POSITION


as at 31 December 2017

Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Assets
Property, plant and equipment 3 13,141,621 13,140,531 1,722 2,144
Prepaid lease payments 4 1,036,631 1,143,479 – –
Investment properties 5 3,109,985 3,033,107 – –
Goodwill on consolidation 6 10,692,198 11,076,000 – –
Intangible assets 6 2,278,442 2,489,642 – –
Investment in subsidiaries 7 – – 15,650,650 16,401,113
Interests in associates 8 7,632 7,657 – –
Interests in joint ventures 9 153,970 153,154 – –
Other financial assets 10 15,052 1,198,230 – –
Trade and other receivables 14 65,462 74,014 12,229 24,852
Tax recoverable 37,552 30,378 – –
Derivative assets 26 12,422 2,303 – –
Deferred tax assets 11 229,855 240,596 – –
Total non-current assets 30,780,822 32,589,091 15,664,601 16,428,109

Development properties 12 75,027 28,987 – –


Inventories 13 281,914 252,589 – –
Trade and other receivables 14 1,489,590 1,441,683 15,041 7,398
Amounts due from subsidiaries 15 – – 14,848 13,089
Tax recoverable 37,627 72,471 – –
Other financial assets 10 160,235 351,674 – 70,574
Derivative assets 26 13,406 1,040 – –
Cash and cash equivalents 16 6,078,603 2,443,181 1,564,893 225,839
8,136,402 4,591,625 1,594,782 316,900
Assets classified as held for sale 17 7,004 7,240 – –
Total current assets 8,143,406 4,598,865 1,594,782 316,900
Total assets 38,924,228 37,187,956 17,259,383 16,745,009

The notes on pages 199 to 316 are an integral part of these financial statements.

186 IHH Healthcare Berhad | Annual Report 2017


Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Equity
Share capital 18 16,462,994 8,231,700 16,462,994 8,231,700
Share premium 19 – 8,185,160 – 8,185,160
Other reserves 19 1,478,287 2,292,652 54,779 46,520
Retained earnings 3,948,881 3,276,228 730,716 266,200
Total equity attributable to owners of the Company 21,890,162 21,985,740 17,248,489 16,729,580
Perpetual securities 20 2,158,664 – – –
Non-controlling interests 1,851,904 1,907,417 – –
Total equity 25,900,730 23,893,157 17,248,489 16,729,580

Liabilities
Loans and borrowings 21 6,103,785 6,852,782 – –
Employee benefits 22 45,590 41,398 49 41
Trade and other payables 25 1,814,177 1,666,595 – –
Derivative liabilities 26 3,742 24,860 – –
Deferred tax liabilities 11 1,011,220 1,067,265 – –
Total non-current liabilities 8,978,514 9,652,900 49 41

Bank overdrafts 16 68 11,348 – –


Loans and borrowings 21 689,987 622,968 – –
Employee benefits 22 83,954 71,910 797 394
Trade and other payables 25 2,811,505 2,612,446 7,605 12,403
Derivative liabilities 26 22,991 19,173 – –
Amounts due to subsidiaries 15 – – 814 2,320
Tax payable 436,479 304,054 1,629 271
Total current liabilities 4,044,984 3,641,899 10,845 15,388
Total liabilities 13,023,498 13,294,799 10,894 15,429
Total equity and liabilities 38,924,228 37,187,956 17,259,383 16,745,009

The notes on pages 199 to 316 are an integral part of these financial statements.

IHH Healthcare Berhad | Annual Report 2017 187


Financial Statements

STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME


for the year ended 31 December 2017

Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Revenue 27 11,142,639 10,021,885 606,107 44,365


Other operating income 806,268 359,036 202,712 3,499
Inventories and consumables (2,104,958) (1,802,458) – –
Purchases and contracted services (909,660) (879,353) – –
Staff costs 28 (4,529,742) (3,883,024) (35,879) (24,382)
Depreciation and impairment of property, plant and equipment 3 (915,769) (744,753) (865) (770)
Amortisation and impairment of intangible assets and prepaid
lease payments 6 (62,311) (55,129) – –
Operating lease expenses (328,510) (301,679) (2,238) (2,094)
Other operating expenses (1,293,159) (1,325,487) (73,157) (17,337)
Finance income 29 151,839 129,194 18,689 10,847
Finance costs 29 (794,304) (657,284) (8) (5)
Share of profits of associates (net of tax) 1,543 1,747 – –
Share of profits of joint ventures (net of tax) 577 14,922 – –
Profit before tax 30 1,164,453 877,617 715,361 14,123
Income tax expense 33 (334,625) (269,625) (4,335) (3,351)
Profit for the year 829,828 607,992 711,026 10,772

Other comprehensive income, net of tax


Items that may be reclassified subsequently to profit or loss
Foreign currency translation differences from foreign operations (790,190) 77,396 (27) 6
Hedge of net investments in foreign operations 21,344 (81,492) – –
Net change in fair value of available-for-sale financial instruments (319,205) (313,191) (467) (70)
Cash flow hedge 3,160 (6,597) – –
31 (1,084,891) (323,884) (494) (64)

Items that will not be reclassified subsequently to profit or loss


Remeasurement of defined benefit liabilities (12,245) (11,706) – –
Revaluation of property, plant and equipment upon reclassification
to investment properties – 50,019 – –
31 (12,245) 38,313 – –
Total comprehensive (expense)/income for the year (267,308) 322,421 710,532 10,708

The notes on pages 199 to 316 are an integral part of these financial statements.

188 IHH Healthcare Berhad | Annual Report 2017


Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Profit attributable to:


Owners of the Company 969,953 612,353 711,026 10,772
Non-controlling interests (140,125) (4,361) – –
Profit for the year 829,828 607,992 711,026 10,772

Total comprehensive (expense)/income attributable to:


Owners of the Company (6,989) 433,906 710,532 10,708
Non-controlling interests (260,319) (111,485) – –
Total comprehensive (expense)/income for the year (267,308) 322,421 710,532 10,708

Earnings per ordinary share (sen):


Basic 34 11.31 7.44
Diluted 34 11.30 7.44

The notes on pages 199 to 316 are an integral part of these financial statements.

IHH Healthcare Berhad | Annual Report 2017 189


Financial Statements

STATEMENTS OF CHANGES IN EQUITY


for the year ended 31 December 2017

 Non-distributable 

Share Fair
Share Share option value Revaluation
capital premium reserve reserve reserve
Group Note RM’000 RM’000 RM’000 RM’000 RM’000

At 1 January 2016 8,223,346 8,151,010 32,595 634,257 35,871


Foreign currency translation differences from
foreign operations – – – – –
Hedge of net investments in foreign operations – – – – –
Net change in fair value of available-for-sale
financial instruments – – – (314,103) –
Cash flow hedge – – – – –
Remeasurement of defined benefit liabilities – – – – –
Revaluation of property, plant and equipment upon
reclassification of properties to investment
properties – – – – 50,019
Total other comprehensive income for the year 31 – – – (314,103) 50,019
Profit for the year – – – – –

Total comprehensive income for the year – – – (314,103) 50,019


Contributions by and distributions to owners of the
Company
–– Share options exercised 18 464 1,483 – – –
–– Share-based payment 22 – – 54,168 – –
–– Dividends to owners of the Company 35 – – – – –
464 1,483 54,168 – –

Transfer to share capital and share premium on


share options exercised 18 7,890 32,667 (40,557) – –
Acquisition of subsidiaries 43 – – – – –
Changes in ownership interests in subsidiaries 45 – – – – –
Issue of shares by subsidiaries to non-controlling
interest – – – – –
Recognition of put options granted to non-
controlling interests 37 – – – – –
Changes in fair value of put options granted to
non-controlling interests 37 – – – – –
Transfer per statutory requirements – – – – –
Finalisation of purchase price allocation 43 – – – – –
Dividends paid to non-controlling interests – – – – –
Total transactions with owners of the Company 8,354 34,150 13,611 – –
At 31 December 2016 8,231,700 8,185,160 46,206 320,154 85,890

The notes on pages 199 to 316 are an integral part of these financial statements.

190 IHH Healthcare Berhad | Annual Report 2017


Attributable to owners of the Company
Distributable
Foreign
currency Non-
Hedge Capital Legal translation Retained Perpetual controlling
reserve reserve reserve reserve earnings Total securities interests Total equity
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

16,418 (744,806) 36,669 2,846,509 2,923,869 22,155,738 – 2,080,968 24,236,706

– – – 124,853 – 124,853 – (47,457) 77,396


– – – (29,745) – (29,745) – (51,747) (81,492)

– – – – – (314,103) – 912 (313,191)


(2,353) – – – – (2,353) – (4,244) (6,597)
– – – – (7,118) (7,118) – (4,588) (11,706)

– – – – – 50,019 – – 50,019
(2,353) – – 95,108 (7,118) (178,447) – (107,124) (285,571)
– – – – 612,353 612,353 – (4,361) 607,992

(2,353) – – 95,108 605,235 433,906 – (111,485) 322,421

– – – – – 1,947 – – 1,947
– – – – – 54,168 – – 54,168
– – – – (246,944) (246,944) – – (246,944)
– – – – (246,944) (190,829) – – (190,829)

– – – – – – – – –
– – – – – – – (1,077) (1,077)
6 (51,132) – (5) – (51,131) – 114,941 63,810

– 118 – – – 118 – 96,685 96,803

– (106,129) – – – (106,129) – (70,753) (176,882)

– (255,933) – – – (255,933) – (31,800) (287,733)


– – 5,932 – (5,932) – – – –
– – – – – – – 3,218 3,218
– – – – – – – (173,280) (173,280)
6 (413,076) 5,932 (5) (252,876) (603,904) – (62,066) (665,970)
14,071 (1,157,882) 42,601 2,941,612 3,276,228 21,985,740 – 1,907,417 23,893,157

IHH Healthcare Berhad | Annual Report 2017 191


Financial Statements

STATEMENTS OF CHANGES IN EQUITY


for the year ended 31 December 2017 (continued)

 Non-distributable 

Share Fair
Share Share option value Revaluation
capital premium reserve reserve reserve
Group Note RM’000 RM’000 RM’000 RM’000 RM’000

At 1 January 2017 8,231,700 8,185,160 46,206 320,154 85,890


Foreign currency translation differences from
foreign operations – – – – –
Hedge of net investments in foreign operations – – – – –
Net change in fair value of available-for-sale
financial instruments – – – (320,154) –
Cash flow hedge – – – – –
Remeasurement of defined benefit liabilities – – – – –
Total other comprehensive income for the year 31 – – – (320,154) –
Profit for the year – – – – –

Total comprehensive income for the year – – – (320,154) –


Contributions by and distributions to owners of the
Company
–– Share options exercised 18 3,208 154 – – –
–– Share-based payment 22 – – 52,186 – –
–– Dividends to owners of the Company 35 – – – – –
3,208 154 52,186 – –
Transfer to share capital and share premium on
share options exercised 18 42,705 67 (42,772) – –
Cancellation of vested share options – – (661) – –
Acquisition of subsidiaries 43 – – – – –
Disposal of a subsidiary 44 – – – – –
Changes in ownership interests in subsidiaries 45 – – – – –
Issue of shares by subsidiaries to non-controlling
interest – – – – –
Recognition of put options granted to non-
controlling interests 37 – – – – –
Changes in fair value of put options granted to
non-controlling interests 37 – – – – –
Transfer per statutory requirements – – – – –
Issue of perpetual securities 20 – – – – –
Accrued perpetual securities distribution – – – – –
Dividends paid to non-controlling interests – – – – –
Total transactions with owners of the Company 45,913 2211 8,753 – –
Transfer in accordance with Section 618(2) of the
Companies Act 20162 8,185,381 (8,185,381) – – –
At 31 December 2017 16,462,994 – 54,959 – 85,890

1. Share premium arose from the exercise of employee option scheme before 31 January 2017, being the effective date of the Companies Act 2016.
2. In accordance with Section 618 of Companies Act 2016, any amount standing to the credit of the share premium account has become part of the
Company’s share capital. The Company has twenty-four months upon the commencement of Companies Act 2016 on 31 January 2017 to utilise
the credit.

The notes on pages 199 to 316 are an integral part of these financial statements.

192 IHH Healthcare Berhad | Annual Report 2017


Attributable to owners of the Company
Distributable
Foreign
currency Non-
Hedge Capital Legal translation Retained Perpetual controlling
reserve reserve reserve reserve earnings Total securities interests Total equity
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

14,071 (1,157,882) 42,601 2,941,612 3,276,228 21,985,740 – 1,907,417 23,893,157

– – – (658,527) – (658,527) – (131,663) (790,190)


– – – 7,609 – 7,609 – 13,735 21,344

– – – – – (320,154) – 949 (319,205)


1,127 – – – – 1,127 – 2,033 3,160
– – – – (6,997) (6,997) – (5,248) (12,245)
1,127 – – (650,918) (6,997) (976,942) – (120,194) (1,097,136)
– – – – 969,953 969,953 – (140,125) 829,828

1,127 – – (650,918) 962,956 (6,989) – (260,319) (267,308)

– – – – – 3,362 – – 3,362
– – – – – 52,186 – – 52,186
– – – – (247,171) (247,171) – – (247,171)
– – – – (247,171) (191,623) – – (191,623)

– – – – – – – – –
– – – – 661 – – – –
– – – – – – – 11,392 11,392
– – – – – – – 766 766
2 293,354 – (1,119) – 292,237 – 372,389 664,626

– – – – – – – 75,056 75,056

– (103,924) – – – (103,924) – (57,516) (161,440)

– (46,640) – – – (46,640) – 1,411 (45,229)


– – 5,154 – (5,154) – – – –
– – – – – – 2,120,025 – 2,120,025
– – – – (38,639) (38,639) 38,639 – –
– – – – – – – (198,692) (198,692)
2 142,790 5,154 (1,119) (290,303) (88,589) 2,158,664 204,806 2,274,881

– – – – – – – – –
15,200 (1,015,092) 47,755 2,289,575 3,948,881 21,890,162 2,158,664 1,851,904 25,900,730

IHH Healthcare Berhad | Annual Report 2017 193


Financial Statements

STATEMENTS OF CHANGES IN EQUITY


for the year ended 31 December 2017 (continued)

Attributable to owners of the Company


 Non-distributable  Distributable
Foreign
Share currency Fair
Share Share option translation value Retained Total
capital premium reserve reserve reserve earnings equity
Company Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

At 1 January 2016 8,223,346 8,151,010 32,595 (159) 537 502,372 16,909,701


Foreign currency
translation differences
from foreign operations – – – 6 – – 6
Net change in fair value of
available-for-sale
financial instruments – – – – (70) – (70)
Total other
comprehensive income
for the year – – – 6 (70) – (64)
Profit for the year – – – – – 10,772 10,772

Total comprehensive
income for the year – – – 6 (70) 10,772 10,708
Contributions by and
distributions to owners
of the Company
– Share options
exercised 18 464 1,483 – – – – 1,947
– Share-based payment – – 54,168 – – – 54,168
– Dividends to owners of
the Company 35 – – – – – (246,944) (246,944)
464 1,483 54,168 – – (246,944) (190,829)
Transfer to share capital
and share premium on
share options
exercised 18 7,890 32,667 (40,557) – – – –
Total transactions with
owners of the
Company 8,354 34,150 13,611 – – (246,944) (190,829)
At 31 December 2016 8,231,700 8,185,160 46,206 (153) 467 266,200 16,729,580

The notes on pages 199 to 316 are an integral part of these financial statements.

194 IHH Healthcare Berhad | Annual Report 2017


Attributable to owners of the Company
 Non-distributable  Distributable
Foreign
Share currency Fair
Share Share option translation value Retained Total
capital premium reserve reserve reserve earnings equity
Company Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

At 1 January 2017 8,231,700 8,185,160 46,206 (153) 467 266,200 16,729,580


Foreign currency
translation differences
from foreign operations – – – (27) – – (27)
Net change in fair value of
available-for-sale
financial instruments – – – – (467) – (467)
Total other
comprehensive income
for the year – – – (27) (467) – (494)
Profit for the year – – – – – 711,026 711,026

Total comprehensive
income for the year – – – (27) (467) 711,026 710,532
Contributions by and
distributions to owners
of the Company
–– Share options
exercised 18 3,208 154 – – – – 3,362
–– Share-based payment – – 52,186 – – – 52,186
–– Dividends to owners of
the Company 35 – – – – – (247,171) (247,171)
3,208 154 52,186 – – (247,171) (191,623)
Transfer to share capital
and share premium on
share options
exercised 18 42,705 67 (42,772) – – – –
Cancellation of vested
share options – – (661) – – 661 –
Total transactions with
owners of the
Company 45,913 2211 8,753 – – (246,510) (191,623)
Transfer in accordance
with Section 618(2) of
the Companies Act
20162 8,185,381 (8,185,381) – – – – –
At 31 December 2017 16,462,994 – 54,959 (180) – 730,716 17,248,489

1. Share premium arose from the exercise of employee option scheme before 31 January 2017, being the effective date of the Companies Act 2016.
2. In accordance with Section 618 of Companies Act 2016, any amount standing to the credit of the share premium account has become part of the
Company’s share capital. The Company has twenty-four months upon the commencement of Companies Act 2016 on 31 January 2017 to utilise
the credit.

The notes on pages 199 to 316 are an integral part of these financial statements.

IHH Healthcare Berhad | Annual Report 2017 195


Financial Statements

STATEMENTS OF CASH FLOWS


For the year ended 31 December 2017

Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Cash flows from operating activities


Profit before tax 1,164,453 877,617 715,361 14,123
Adjustment for:
Dividend income 27 (2,128) (8,019) (606,107) (44,365)
Finance income 29 (151,839) (129,194) (18,689) (10,847)
Finance costs 29 794,304 657,284 8 5
Depreciation and impairment of property, plant and equipment 3 915,769 744,753 865 770
Amortisation and impairment of intangible assets and
prepaid lease payments 6 62,311 55,129 – –
Impairment loss (written back)/made:
–– Investment in a subsidiary – – (72) –
–– Investment in a joint venture 30 – 97,344 – –
–– Trade and other receivables 30 11,066 63,827 – –
–– Inventories 30 – 1,773 – –
–– Amounts due from associates 30 (901) (593) – –
–– Amounts due from joint ventures 30 575 (15,278) – –
Write-off:
–– Property, plant and equipment 30 2,874 1,162 – –
–– Intangible assets 30 248 5,670 – –
–– Inventories 30 5,137 737 – –
–– Trade and other receivables 30 28,074 11,944 – –
–– Other financial assets 30 – 329 – –
Gain on disposal of property, plant and equipment 30 (15,349) (12,072) – –
Gain on disposal of a subsidiary 30 (1,149) (54,801) – –
Gain on disposal of available-for-sale financial instruments
–– quoted 30 (554,500) – – –
–– unquoted 30 (4,695) (9,173) (167) –
Gain on divestment of investment properties – (13,141) – –
Realised gain on foreign exchange on return of capital
by a foreign subsidiary 30 – – (202,365) –
Loss on disposal of a business 776 – – –
Change in fair value of investment properties 30 (22,922) (30,193) – –
Provision for financial guarantee given to a joint venture’s loan 30 1,570 35,361 – –
Share of profits of associates (net of tax) (1,543) (1,747) – –
Share of profits of joint ventures (net of tax) (577) (14,922) – –
Negative goodwill from business combination 43 – (20,518) – –
Equity-settled share-based payment 22 52,186 54,168 12,069 10,790
Net unrealised foreign exchange differences 108,751 (13,274) 38,308 (1,720)
Operating profit/(loss) before changes in working capital 2,392,491 2,284,173 (60,789) (31,244)
Changes in working capital:
Development properties (46,040) (17,124) – –
Inventories (39,097) (11,915) – –
Trade and other receivables (71,731) (294,285) 14,556 (31,124)
Trade and other payables 298,800 176,793 (4,338) 3,546
Cash generated from/(used in) operations 2,534,423 2,137,642 (50,571) (58,822)
Income tax paid (273,724) (203,861) (2,941) (5,430)
Net cash from/(used in) operating activities 2,260,699 1,933,781 (53,512) (64,252)

The notes on pages 199 to 316 are an integral part of these financial statements.

196 IHH Healthcare Berhad | Annual Report 2017


Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Cash flows from investing activities


Interest received 67,195 70,125 9,113 12,789
Acquisitions of subsidiaries, net of cash and
cash equivalents acquired 43 (6,734) (295,099) – –
Acquisition of business, net of cash and
cash equivalents acquired 42 – (12,380) – –
Development and purchase of intangible assets 6 (7,505) (4,649) – –
Purchase of property, plant and equipment (1,498,377) (2,083,908) (450) (502)
Acquisition of land use rights – (199,470) – –
Purchase of investment properties 5 (207,926) (51,026) – –
Net withdrawal of fixed deposits with tenor of more than 3 months 44,116 469,098 – 410,590
Net cash outflow from disposal of a business 42 (1,124) – – –
Proceeds from disposal of a subsidiary, net of cash
and cash equivalents disposed 44 (9) 9,554 – –
Proceeds from disposal of property, plant and equipment 33,419 29,906 – –
Proceeds from divestment of investment properties – 145,951 – –
Proceeds from disposal of intangible assets – 1,912 – –
Proceeds from disposal of available-for-sale financial instruments
–– quoted 1,257,531 – – –
–– unquoted 150,973 214,984 70,274 –
Proceeds from return of capital by a foreign subsidiary 7 – – 692,302 –
Proceeds from liquidation of a subsidiary 7 – – 598 –
Proceeds from redemption of redeemable preference shares
by a subsidiary 7 – – 260,000 –
Other financial assets matured – 14,984 – –
Net repayment from associates – 624 – –
Net repayment from joint ventures – 7,085 – –
Dividends received from available-for-sale financial instruments 27 2,128 8,019 2,128 2,394
Dividends received from subsidiaries 27 – – 603,979 41,971
Dividends received from joint ventures 1,401 2,118 – –
Dividends received from associates 563 779 – –
Repayment from subsidiaries – – 36,662 41,490
Net cash (used in)/from investing activities (164,349) (1,671,393) 1,674,606 508,732

The notes on pages 199 to 316 are an integral part of these financial statements.

IHH Healthcare Berhad | Annual Report 2017 197


Financial Statements

STATEMENTS OF CASH FLOWS


For the year ended 31 December 2017 (continued)

Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Cash flows from financing activities


Interest paid (325,950) (284,370) – –
Proceeds from exercise of share options 3,362 1,947 3,362 1,947
Proceeds from loans and borrowings 1,789,126 4,226,989 – –
Issue of fixed rate medium term notes 185,139 118,930 – –
Issue of perpetual securities, net of transaction costs 2,120,025 – – –
Repayment of loans and borrowings (2,432,757) (3,805,760) – –
Loan from non-controlling interest of a subsidiary – 477,343 – –
Repayment of loan from non-controlling interest of subsidiary – (212,862) – –
Dividends paid to non-controlling interests (198,692) (173,280) – –
Dividends paid to owners of the Company (247,171) (246,944) (247,171) (246,944)
Acquisition of non-controlling interests (7,149) (42,421) – –
Proceeds from dilution of interest in subsidiaries 671,775 – – –
Issue of shares by subsidiaries to non-controlling interest 75,056 96,803 – –
Changes in pledged deposits 7,769 (2,623) – –
Net cash from/(used in) financing activities 1,640,533 153,752 (243,809) (244,997)

Net increase in cash and cash equivalents 3,736,883 416,140 1,377,285 199,483
Effect of exchange rate fluctuations on cash held (82,412) 41,134 (38,231) 4,097
Cash and cash equivalents at 1 January 2,423,275 1,966,001 225,839 22,259
Cash and cash equivalents at 31 December 6,077,746 2,423,275 1,564,893 225,839

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
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Cash and bank balances 4,886,821 1,639,233 1,288,920 57,035


Fixed deposits with tenor of 3 months or less 1,191,782 803,948 275,973 168,804
6,078,603 2,443,181 1,564,893 225,839
Less:
–– Bank overdrafts (69) (11,348) – –
–– Deposits pledged – (2,617) – –
–– Cash collateral received (788) (5,941) – –
Cash and cash equivalents 16 6,077,746 2,423,275 1,564,893 225,839

The notes on pages 199 to 316 are an integral part of these financial statements.

198 IHH Healthcare Berhad | Annual Report 2017


NOTES TO THE FINANCIAL STATEMENTS

IHH Healthcare Berhad is a company incorporated and domiciled in Malaysia. It is listed on Bursa Malaysia Securities Berhad and
Singapore Exchange Securities Trading Limited. The address of the Company’s principal place of business and registered office is
as follows:
Level 11 Block A
Pantai Hospital Kuala Lumpur
8 Jalan Bukit Pantai
59100 Kuala Lumpur
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 interest in
associates and joint ventures. The financial statements of the Company as at and for the financial year ended 31 December 2017 do
not include other entities.
The Company is principally engaged in investment holding activities, whilst the principal activities of the subsidiaries are as stated in
Note 46 to the financial statements. There has been no significant change in the nature of these activities during the financial year.
These financial statements were authorised for issue by the Board of Directors on 26 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 of the MFRSs framework 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

MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1 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

MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1 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

IHH Healthcare Berhad | Annual Report 2017 199


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

1. Basis of preparation (continued)


(a) Statement of compliance (continued)
The Group plans to apply the abovementioned accounting standards, amendments and interpretations:

• from the annual period beginning on 1 January 2018 for those accounting standards, amendments and interpretation that
are effective for annual periods beginning on or after 1 January 2018, except for amendments to MFRS 1 and MFRS 4 which
are not applicable to the Group.
• from the annual period beginning on 1 January 2019 for those accounting standard, amendments and interpretation that
are effective for annual periods beginning on or after 1 January 2019.
The Group does not plan to apply MFRS 17, Insurance Contracts that is effective for annual periods beginning on 1 January 2021
as it is not applicable to the Group.

The initial application of the accounting standards, amendments or interpretations are not expected to have any material financial
impacts to the current period and prior period financial statements of the Group except as mentioned below:

(i) 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.

The Group has assessed that the initial application of MFRS 15 on its financial statements for the year ended 31 December
2017 will have no material impact on the net profit of the Group.

(ii) MFRS 9, Financial Instruments


MFRS 9 replaces the guidance in MFRS 139, Financial Instruments: Recognition and Measurement on the classification and
measurement of financial assets and financial liabilities, and on hedge accounting.

In respect of impairment of financial assets, MFRS 9 replaces the “incurred loss” model in MFRS 139 with an “expected
credit loss” (“ECL”) model. The new impairment model applies to financial assets measured at amortised cost, contract
assets and debt investments measured at fair value through other comprehensive income, but not to investments in equity
instruments.

The Group has assessed the estimated impact that the initial application of MFRS 9 will have on its consolidated financial
statements as at 1 January 2018 and the assessment resulted that no significant financial impact to the retained earnings
of the Group.

(iii) 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 will assess the financial impact that may arise from the adoption of MFRS 16.

200 IHH Healthcare Berhad | Annual Report 2017


1. Basis of preparation (continued)
(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 Company’s functional currency. All financial
information is presented in RM and has been rounded to the nearest thousand, unless otherwise stated.

(d) Use of estimates and judgements


The preparation of financial statements in conformity with MFRSs requires the 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 on-going 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 5 – measurement of the fair value of investment properties


Note 6 – measurement of the recoverable amounts of cash-generating units
Note 9 – measurement of the recoverable value of a joint venture
Note 22 – measurement of share-based payment
Note 23 and 24 – measurement of retirement benefits and employment termination benefits
Note 25 – measurement of fair value of compulsory convertible preference shares liabilities and put options granted to
non-controlling interests
Note 43 – business combinations

2. Significant accounting policies


The accounting policies set out below have been applied consistently to the periods presented in these financial statements,
unless otherwise stated.

(a) Basis of consolidation


(i) 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 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.

Any contingent consideration payable is recognised at fair value at the acquisition date. If the contingent consideration is
classified as equity, it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in
the fair value of the contingent consideration are recognised in profit or loss.

IHH Healthcare Berhad | Annual Report 2017 201


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

2. Significant accounting policies (continued)


(a) Basis of consolidation (continued)
(ii) Subsidiaries
Subsidiaries are entities controlled by the Group. 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.

The accounting policies of subsidiaries are changed when necessary to align them with the policies adopted by the Group.

Investments in subsidiaries are measured in the Company’s statement of financial position at cost less any impairment
losses and includes transaction costs.

(iii) Associates
Associates are 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. 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.

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 further losses is discontinued except to the extent that the
Group has an obligation to fund the associate’s operations or has made payments on behalf of the associate.

When the Group ceases to have significant influence over an associate, any retained interest in the former associate at the
date when significant influence is lost is measured at fair value and 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 the carrying amount of the investment at the date when equity method is discontinued is recognised in profit or loss.

When the Group’s interest in an associate decreases but does not result in a loss of significant 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 comprehensive income are also reclassified proportionately to profit or loss.

Investments in associates are measured in the Company’s statement of financial position at cost less any impairment
losses. The cost of investment includes transaction costs.

(iv) Joint arrangements


Joint arrangements are arrangements of which the Group has joint control, established by contracts requiring unanimous
consent for decisions about the activities that significantly affect the arrangements’ returns.

Joint arrangements are classified and accounted for as follows:

• A joint arrangement is classified as “joint operation” when the Group or the Company has rights to the assets and
obligations for the liabilities relating to an arrangement. The Group and the Company account for each of its share of
the assets, liabilities and transactions, including its share of those held or incurred jointly with other investors, in
relation to the joint operation.
• A joint arrangement is classified as “joint venture” when the Group or the Company has rights only to the net assets
of the arrangements. The Group accounts for its interest in the joint venture using the equity method. Investments in
joint venture are measured in the Company’s statements of financial position at cost less any impairment losses and
includes transaction costs.

202 IHH Healthcare Berhad | Annual Report 2017


2. Significant accounting policies (continued)
(a) Basis of consolidation (continued)
(v) Non-controlling interests
Non-controlling interests at the end of the reporting period, being the equity in a subsidiary not attributable directly or
indirectly to equity holders of the Company, are presented in the 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 results of the Group is presented in the consolidated statement of profit or loss and other comprehensive
income as an allocation of the profit or loss and the comprehensive income for the year between non-controlling interests
and owners of the Company.

Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing
so causes the non-controlling interests to have a deficit balance.

(vi) Changes in non-controlling interests


Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as transactions with
owners in their capacity as owners and therefore no adjustments are made to goodwill. Such changes to non-controlling
interests are based on a proportionate amount of the net assets of the subsidiary. Any difference between adjustment to
non-controlling interests and the fair value of consideration paid is recognised directly in equity and presented as part of
equity attributable to owners of the Company.

(vii) Acquisitions from entities under common control


Business combinations arising from transfers of interests in entities that are under the control of the shareholder that
controls the Group are accounted for at the date that common control was established.

The assets and liabilities acquired under business combinations arising from transfers of interests in entities that are under
the control of the shareholder that controls the Group, are recognised at the carrying amounts recognised previously in the
Group controlling shareholders’ consolidated financial statements. The components of equity of the acquired entities are
added to the same components within Group equity and any resulting gain or loss is recognised directly in equity.

(viii) Loss of control


Upon the loss of control of a subsidiary, the Group derecognises the assets and liabilities of the subsidiary, any non-
controlling interests and the other components of equity related to the subsidiary. Any surplus or deficit arising on the loss
of control is recognised in profit or loss.

If the Group retains any interest in the previous 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
instruments depending on the level of influence retained.

(ix) Transactions eliminated on consolidation


Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions
between subsidiaries in the Group, 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.

IHH Healthcare Berhad | Annual Report 2017 203


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

2. Significant accounting policies (continued)


(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.

The foreign currency gain or loss on monetary items is the difference between amortised cost in the functional currency
and the amortised cost in foreign currency translated at the exchange rate at the end of the reporting period.

Foreign currency differences arising on retranslation are recognised in profit or loss, except for the following differences
which are recognised in other comprehensive income arising on the retranslation of:

• available-for-sale equity instruments (except for impairment in which case foreign currency differences that have
been recognised in other comprehensive income are reclassified to profit or loss);
• a financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedge is
effective; or
• qualifying cash flow hedges to the extent the hedge is effective.

(ii) Foreign operations


The assets and liabilities of foreign operations including goodwill and fair value adjustments arising on acquisition, are
translated to RM at exchange rates at the end of the reporting period. 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 foreign currency
translation reserve (“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 or joint venture that includes a foreign operation while retaining significant influence or joint control, the
relevant proportion of the cumulative amount is reclassified to 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 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 FCTR in equity.

204 IHH Healthcare Berhad | Annual Report 2017


2. Significant accounting policies (continued)
(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
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.

Financial assets and liabilities are offset and the net amount presented in the statement of financial position when, and only
when, the Group has a legal right to offset the amounts and intends either to settle on a net basis or to realise the asset
and settle the liabilities simultaneously.

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.

(ii) Financial instrument categories and subsequent measurement


The Group categorises 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 receivable 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) Held-to-maturity investments


Held-to-maturity investments category comprises debt instruments that are quoted in an active market and the Group
has the positive intention and ability to hold them to maturity.

Financial assets categorised as held-to-maturity investments are subsequently measured at amortised cost using the
effective interest method.

(c) Loans and receivables


Loans and receivables category comprises debt instruments and financial assets with fixed or determinable payments
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.

IHH Healthcare Berhad | Annual Report 2017 205


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

2. Significant accounting policies (continued)


(c) Financial instruments (continued)
(ii) Financial instrument categories and subsequent measurement (continued)
Financial assets (continued)
(d) Available-for-sale financial instruments
Available-for-sale category comprises investment in equity and debt securities instruments that are not held for
trading.

Investments in equity instruments that do not have a quoted market price in an active market and whose fair value
cannot be reliably measured are measured at cost. Other financial assets categorised as available-for-sale are
subsequently measured at their fair values with the gain or loss recognised in other comprehensive income, except
for impairment losses, foreign exchange gains and losses arising from monetary items and gains and losses of
hedged items attributable to hedge risks of fair value hedges which are recognised in profit or loss. On derecognition,
the cumulative gain or loss recognised in other comprehensive income is reclassified from equity into profit or loss.
Interest calculated for a debt instrument using the effective interest method is recognised in profit or loss.

All financial assets, except for those measured at fair value through profit or loss, are subject to review for impairment (see
Note 2(m)(i)).

Financial liabilities
All financial liabilities are subsequently measured at amortised cost other than those categorised as fair value through
profit or loss, put options granted to non-controlling interests and compulsory convertible preference shares (refer below).

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 payable 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.

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.

Put options granted to non-controlling interests


The Group granted put options to the non-controlling interests in existing subsidiaries over their equity interests in those
subsidiaries which provide for settlement in cash by the Group. The Group recognises a liability for the present value of the
exercise price of the options. Subsequent to initial recognition, the Group recognises the changes in the carrying amount
of the financial liabilities in equity.

Compulsory convertible preference shares (“CCPS”)


CCPS are issued by a subsidiary, denominated in Indian Rupees and will be converted to share capital of the subsidiary at
the option of the holder. Where the number of shares to be issued is not fixed, the CCPS is classified as a liability and
initially recognised at its fair value and subsequent changes in fair value are recognised in profit or loss. Where the number
of shares to be issued becomes fixed, the related CCPS tranche is reclassified to equity at its fair value on that date.

(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.

206 IHH Healthcare Berhad | Annual Report 2017


2. Significant accounting policies (continued)
(c) Financial instruments (continued)
(iv) Regular way purchase or sale of financial assets
A regular way purchase or sale is a purchase or sale of a financial asset under a contract whose terms require delivery of
the asset within the time frame established generally by regulation or convention in the marketplace concerned.

A regular way purchase or sale of financial assets is recognised and derecognised, as applicable, using trade date
accounting. Trade date accounting refers to:

(a) the recognition of an asset to be received and the liability to pay for it on the trade date, and

(b) derecognition of an asset that is sold, recognition of any gain or loss on disposal and the recognition of a receivable
from the buyer for payment on the trade date.

(v) Hedge accounting


Cash flow hedge
A cash flow hedge is a hedge of the exposure to variability in cash flows that is attributable to a particular risk associated
with a recognised asset or liability or a highly probable forecast transaction and could affect the profit or loss. In a cash flow
hedge, the portion of the gain or loss on the hedging instrument that is determined to be an effective hedge is recognised
in other comprehensive income and the ineffective portion is recognised in profit or loss.

Subsequently, the cumulative gain or loss recognised in other comprehensive income is reclassified from equity into profit
or loss in the same period or periods during which the hedged forecast cash flows affect profit or loss. If the hedged item
is a non-financial asset or liability, the associated gain or loss recognised in other comprehensive income is removed from
equity and included in the initial amount of the asset or liability. However, loss recognised in other comprehensive income
that will not be recovered in one or more future periods is reclassified from equity into profit or loss.

Cash flow hedge accounting is discontinued prospectively when the hedging instrument expires or is sold, terminated or
exercised, the hedge is no longer highly effective, the forecast transaction is no longer expected to occur or the hedge
designation is revoked. If the hedge is for a forecast transaction, the cumulative gain or loss on the hedging instrument
remains in equity until the forecast transaction occurs. When the forecast transaction is no longer expected to occur, any
related cumulative gain or loss recognised in other comprehensive income on the hedging instrument is reclassified from
equity into profit or loss.

Hedge of a net investment


Foreign currency differences arising on the retranslation of a financial liability designated as a hedge of a net investment
in a foreign operation are recognised in other comprehensive income to the extent that the hedge is effective, and are
presented within equity in the foreign currency translation reserve. To the extent that the hedge is ineffective, such
differences are recognised in profit or loss. When the hedged part of a net investment is disposed of, the relevant amount
in the foreign currency translation reserve is transferred to profit or loss as part of the gain or loss on disposal.

(vi) 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
or 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.

IHH Healthcare Berhad | Annual Report 2017 207


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

2. Significant accounting policies (continued)


(d) Property, plant and equipment
(i) Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment
losses.

Cost includes expenditure that is directly attributable to the acquisition of the asset and any other cost directly attributable
to bringing the asset to working condition for its intended use, and the cost 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 cost is capitalised in accordance with the accounting policy on borrowing
costs. Cost also may include transfers from equity of any gain or loss on qualifying cash flow hedges of foreign currency
purchases of property, plant and equipment.

Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment.

The cost of property, plant and equipment recognised as a result of a business combination is based on fair value at
acquisition date. The fair value of property is the estimated amount for which a property could be exchanged between
knowledgeable, willing parties in an arm’s length transaction after proper marketing wherein the parties had each acted
knowledgeably, prudently and without compulsion. The fair value of other items of plant and equipment is based on the
quoted market prices for similar items when available and replacement costs when appropriate.

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.

Property that is being constructed for future use as investment property is accounted for as property, plant and equipment until
construction or development is complete, at which time it is reclassified as investment property and measured at fair value.

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 operating income”
or “other operating 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, 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 the profit or loss as incurred.

(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. 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 (construction-in-progress) are not depreciated until the
assets are ready for their intended use.

208 IHH Healthcare Berhad | Annual Report 2017


2. Significant accounting policies (continued)
(d) Property, plant and equipment (continued)
(iii) Depreciation (continued)
The estimated useful lives for the current and comparative periods are as follows:

Leasehold land Remaining term of the lease


Buildings 5 – 50 years
Hospital and medical equipment, renovations, furniture and fittings and equipment 3 – 25 years
Laboratory and teaching equipment 2 – 10 years
Motor vehicles 4 – 7 years

Depreciation methods, useful lives and residual values are reviewed at the end of the reporting period, and adjusted as
appropriate.

(e) Leased assets


(i) Finance lease
Leases in terms of which the Group 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, or as investment
property if held to earn rental income or for capital appreciation or for both.

(ii) Operating lease


Leases, where the Group does not assume substantially all the risks and rewards of ownership are classified as operating
leases and the leased assets are not recognised in the statement 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.

Prepayment for leasehold land which in substance is an operating lease is classified as prepaid lease payments, and are
amortised over the term of the lease.

Determining whether an arrangement contains a lease


At inception of an arrangement, the Group determines whether such an arrangement is or contains a lease. This will be the
case if the following two criteria are met:

• the fulfilment of the arrangement is dependent on the use of a specific asset or assets; and
• the arrangement contains a right to use the asset(s).
At inception or upon reassessment of the arrangement, the Group separates payments and other considerations required
by such an arrangement into those for the lease and those for other elements on the basis of their relative fair values. If the
Group concludes for a finance lease that it is impracticable to separate the payments reliably, then an asset and a liability are
recognised at an amount equal to the fair value of the underlying asset. Subsequently, the liability is reduced as payments
are made and an imputed finance charge on the liability is recognised using the Group’s incremental borrowing rate.

IHH Healthcare Berhad | Annual Report 2017 209


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

2. Significant accounting policies (continued)


(f) Goodwill on consolidation
Goodwill is measured at cost less any accumulated impairment losses. In respect of equity-accounted associates and joint
ventures, 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 and joint ventures.

(g) Intangible assets


(i) Research and development
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and
understanding, is recognised in profit or loss as incurred.

Development activities involve a plan or design for the production of new or substantially improved products and processes.
Development expenditure is capitalised only if development costs can be measured reliably, the product or process is
technically and commercially feasible, future economic benefits are probable and the Group intends to and has sufficient
resources to complete development and to use or sell the asset.

The expenditure capitalised includes the cost of materials, direct labour and overheads costs that are directly attributable
to prepare the asset for its intended use. For qualifying assets, borrowing costs are capitalised in accordance with the
accounting policy on borrowing costs. Other development expenditure is recognised in profit or loss as incurred.

Capitalised development expenditure is measured at cost less accumulated amortisation and accumulated impairment
losses.

(ii) Other intangible assets


Customer relationships that are acquired by the Group, which have finite useful lives, are measured at cost less accumulated
amortisation and accumulated impairment losses.

Brand names and hospital licenses that have indefinite lives and other intangible assets that are not yet available for use
are stated at cost less 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 is recognised in profit or loss as incurred.

(iv) Amortisation
Amortisation is calculated based on the cost of an asset less its residual value.

Amortisation is recognised in profit or loss on a straight-line basis over the estimated useful lives of intangible assets from
the date that they are available for use.

The estimated useful lives for the current and comparative periods are as follows:

Customer relationships 5 – 20 years


Capitalised development costs 5 – 10 years
Brand use rights remaining term of the right
Favourable lease arrangements remaining term of the lease
Other intangibles 3 – 10 years

Amortisation methods, useful lives and residual values are reviewed at the end of each reporting period and adjusted, if
appropriate.

Goodwill, intangible assets with indefinite useful lives and intangible assets not yet available for use are not amortised but
are tested for impairment annually and whenever there is an indication that they may be impaired.

210 IHH Healthcare Berhad | Annual Report 2017


2. Significant accounting policies (continued)
(h) Investment properties
(i) Recognition and measurement
Investment properties are properties which are held to earn rental income or for capital appreciation or for both, but not for
sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes.

Investment properties are measured initially at cost and subsequently at fair value with any change therein recognised in
profit or loss for the period in which they arise.

The fair value is determined based on internal valuation or independent professional valuation. Independent professional
valuation is obtained annually for material investment properties.

Cost includes expenditure that is directly attributable to the acquisition of the investment property. The cost of self-
constructed investment property includes the cost of materials and direct labour, any other costs directly attributable to
bringing the investment property to a working condition for their intended use and capitalised borrowing costs.

An investment property is derecognised on its disposal, or when it is permanently withdrawn from use and no future
economic benefits are expected from its disposal. The difference between the net disposal proceeds and the carrying
amount of the investment property is recognised in profit or loss in the period in which the item is derecognised.

(ii) Reclassification to/from investment property


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

When the use of a property changes such that it is reclassified as property, plant and equipment or inventories, its fair value
at the date of reclassification becomes its cost for subsequent accounting.

(i) Development property


The cost of property under development comprises specifically identified costs, including acquisition costs, development
expenditure, borrowing costs and other related expenditure that can be allocated on a reasonable basis to the property under
development. Borrowing costs payable on loans funding a development property are also capitalised, on a specific identification
basis, as part of the cost of the development property until the completion of development.

Development property is stated at the lower of cost and net realisable value. Net realisable value represents the estimated
selling price less cost to be incurred in selling the property.

(j) Inventories
Inventories are measured at the lower of cost and net realisable value.

Cost is calculated using the weighted average cost formula and comprises all costs of purchase and other costs incurred in
bringing the inventories to their present location and condition. Due allowance is made for all damaged, expired and slow
moving items.

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

When inventories are sold, the carrying amount of those inventories is recognised as an expense in the period in which the
related revenue is recognised. The amount of any allowance for write-down of inventories to net realisable value and all losses
of inventories are recognised as an expense in the period the write-down or loss occurs. The amount of any reversal of any
allowance for write-down of inventories, arising from an increase in net realisable value, is recognised as a reduction in the
amount of inventories recognised as an expense in the period in which the reversal occurs.

IHH Healthcare Berhad | Annual Report 2017 211


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

2. Significant accounting policies (continued)


(k) 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 in the
management of their short term commitments. For the purpose of the statement of cash flows, cash and cash equivalents are
presented net of bank overdrafts and pledged deposits.

(l) Assets classified as held for sale


Assets, or disposal groups comprising assets and liabilities, that are expected to be recovered primarily through sale or
distribution to owners rather than through continuing use, are classified as held for sale or distribution.

Immediately before classification as held for sale or distribution, the assets, or components of a disposal group, are remeasured
in accordance with the Group’s accounting policies. Thereafter generally the assets, or disposal group, are measured at the
lower of their carrying amount and fair value less cost of disposal.

Any impairment loss on a disposal group is first allocated to goodwill, and then to remaining assets and liabilities on pro rata
basis, except that no loss is allocated to inventories, financial assets, deferred tax assets, and investment property, which
continue to be measured in accordance with the Group’s accounting policies. Impairment losses on initial classification as held
for sale or distribution and subsequent gains or losses on remeasurement are recognised in profit or loss. Gains are not
recognised in excess of any cumulative impairment loss.

Intangible assets and property, plant and equipment once classified as held for sale or distribution are not amortised or
depreciated. In addition, equity accounting of associates and joint ventures ceases once classified as held for sale or distribution.

(m) Impairment
(i) Financial assets
All financial assets (except for financial assets categorised as fair value through profit or loss and investments in subsidiaries,
associates and joint ventures) 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. For an investment in an equity instrument, a significant or
prolonged decline in the fair value below its cost is an objective evidence of impairment. If any such objective evidence
exists, then the impairment loss of the financial asset’s recoverable amount is estimated.

An impairment loss in respect of loans and receivables and held-to-maturity investments 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.

An impairment loss in respect of available-for-sale financial instruments is recognised in profit or loss and is measured as
the difference between the asset’s acquisition cost (net of any principal repayment and amortisation) and the asset’s
current fair value, less any impairment loss previously recognised. Where a decline in the fair value of an available-for-sale
financial asset has been recognised in the other comprehensive income, the cumulative loss in other comprehensive
income is reclassified from equity to profit or loss.

An impairment loss in respect of unquoted equity instrument that is carried at cost is recognised in profit or loss and is
measured as the difference between the financial asset’s carrying amount and the present value of estimated future cash
flows discounted at the current market rate of return for a similar financial asset.

Impairment losses recognised in profit or loss for an investment in an equity instrument classified as available-for-sale is
not reversed through profit or loss.

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.

212 IHH Healthcare Berhad | Annual Report 2017


2. Significant accounting policies (continued)
(m) Impairment (continued)
(ii) Other assets
The carrying amounts of other assets (except for inventories, development properties 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 and whenever there is an
indication that they may be impaired.

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 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 to
sell. 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 (a 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.

(n) 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 issue of shares and share options classified as equity are recognised as a deduction from
equity.

(ii) Ordinary shares


Ordinary shares are classified as equity.

(iii) Distributions of non-cash assets to owners of the Company


The Group measures a liability to distribute non-cash assets as a dividend to the owners of the Company at the fair value
of the assets to be distributed. The carrying amount of the dividend is remeasured at each reporting period and at the
settlement date, with any changes recognised directly in equity as adjustments to the amount of the distribution. On
settlement of the transaction, the Group recognises the difference, if any, between the carrying amount of the assets
distributed and the carrying amount of the liability in profit or loss.

IHH Healthcare Berhad | Annual Report 2017 213


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

2. Significant accounting policies (continued)


(o) Perpetual securities
The perpetual securities do not have a maturity date and the issuer is able to elect to defer making a distribution, subject to the
terms and conditions of the securities issue. Accordingly, the perpetual securities are presented within equity as the issuer is not
considered to have a contractual obligation to make principle repayments or distributions in respect of its perpetual securities.
Distributions are treated as dividends which will be directly debited from retained earnings. Incremental costs directly attributable
to the issuance of perpetual securities are deducted against the proceeds from the issue.

(p) 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 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.

The Group’s contributions to defined contribution plans are charged to the profit or loss in the year to which they relate.
Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payment is
available.

(ii) Defined benefits plans


The Group has non-funded defined benefits plans given to employees of certain subsidiaries within the Group.

The Group’s net obligation in respect of defined benefits retirement plan and termination plan are calculated by estimating
the amount of future benefit that employees have earned in return for their services in the current and prior periods,
discounting that amount and deducting the fair value of any plan assets.

The calculation is performed annually by a qualified actuary using the projected unit credit method. When the calculation
results in a potential asset for the Group, the recognised asset is limited to the present value of economic benefits available
in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present
value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets
(excluding interest), if any, and the effect of the asset ceiling (if any, excluding interest), are recognised immediately in other
comprehensive income. The Group determines the net interest expense or income on the net defined liability or asset for
the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual
period to the then net defined benefit liability or asset, taking into account any changes in the net defined benefit liability
or asset during the period as a result of contributions and benefit payments.

Net interest expense and other expenses relating to defined benefits plans are recognised in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past
service or the gain or loss on curtailment is recognised immediately in profit or loss. The Group recognises gains and losses
on the settlement of a defined benefit plan when the settlement occurs.

The gain or loss on settlement is the difference between the present value of the defined benefit obligation being settled
as determined on the date of settlement and the settlement price, including any plan assets transferred and any payments
made directly by the Group in connection with the settlement.

(iii) Share-based payments transactions


The grant date fair value of share-based payments granted to employees is recognised as an employee expense, with a
corresponding increase in equity, over the period that the employees unconditionally become entitled to the awards. The
amount recognised as an expense is adjusted to reflect the number of awards for which the related service and non-market
vesting conditions are expected to be met, such that the amount ultimately recognised as an expense is based on the
number of awards that meet the related service and non-market performance conditions at the vesting date.

214 IHH Healthcare Berhad | Annual Report 2017


2. Significant accounting policies (continued)
(p) Employee benefits (continued)
(iii) Share-based payments transactions (continued)
The fair value of the employee share options is measured using the trinomial option pricing model. Measurement inputs
include share price on measurement date, exercise price of the instrument, expected volatility (based on weighted average
historic volatility adjusted for changes expected due to publicly available information), weighted average cost of capital,
earnings before interest, tax, depreciation, amortisation, exchange differences and other non-operational items (“EBITDA”)
multiples, expected dividends, and the risk-free interest rate (based on government bonds). Service and non-market
performance conditions attached to the transactions are not taken into account in determining fair value.

(q) Provision
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.

(r) Revenue and other income


(i) Services rendered
Revenue from provision of medicine and medical services, including healthcare support services rendered is recognised
in profit or loss net of service tax and discount as and when the services are performed.

(ii) Goods sold


Revenue from the sale of pharmaceutical products is measured at fair value of the consideration received or receivable,
net of returns and allowances and trade discounts.

Revenue is recognised when 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.

(iii) Rental income


Rental income receivable under operating lease 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.
Contingent rentals are recognised as income in the reporting period in which they are earned.

(iv) Dividend income


Dividend income from investments is recognised in profit or loss on the date that the right to receive payment is established.

(v) Sale of development property


The Group recognises income on property development projects when the significant risks and rewards of ownership have
been transferred to the purchasers. Revenue and associated expenses will be recognised upon the transfer of significant
risks and rewards of ownership, which generally coincides with the time the development units are delivered to the
purchasers i.e. upon the completion of the construction and when the rest of the purchase price is paid.

Revenue excludes goods and services or other sale taxes and is after deduction of any trade discounts. No revenue is
recognised if there are significant uncertainties regarding recovery of the consideration due, associated costs or the
possible return of unit sold.

(vi) Finance income


Finance income comprises interest income from bank deposits and debt securities, net fair value gain of financial derivatives
that are recognised in profit or loss, net fair value gain of the CCPS liabilities, and net exchange gain from foreign currency
denominated interest-bearing borrowings and lendings.

Interest income is recognised as it accrues using the effective interest method in profit or loss except for interest income
arising from temporary investment of borrowings taken specifically for the purpose of obtaining a qualifying asset which is
capitalised.
IHH Healthcare Berhad | Annual Report 2017 215
Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

2. Significant accounting policies (continued)


(s) Finance costs
Finance costs comprises interest expense on borrowings, finance lease liabilities and bonds, amortisation of borrowing
transaction costs and discount on bonds, bank charges, net fair value losses on financial derivatives that are recognised in profit
or loss, net fair value losses of CCPS liabilities, and net exchange losses from foreign currency denominated interest-bearing
borrowings and lendings.

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.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is
deducted from the borrowing costs eligible for capitalisation.

(t) 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 statement 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.

Where investment properties are carried at their fair value in accordance with the accounting policy set out in Note 2(h), the
amount of deferred tax recognised is measured using the tax rates that would apply on sale of those assets at their carrying value
at the reporting date unless the property is depreciable and is held with the objective to consume substantially all of the economic
benefits embodied in the property over time rather than through sale. In other cases, the amount of deferred tax recognised is
measured based on the expected manner of realisation or settlement of the carrying amount of the assets and liabilities, using
tax rates enacted or substantively enacted at the reporting date. Deferred tax assets and liabilities are not discounted.

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 liabilities and assets 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.

A tax incentive that is not a tax base of an asset is recognised as a reduction of tax expense in profit or loss as and when it is
granted and claimed. Any unutilised portion of the tax incentive is recognised as a deferred tax asset to the extent that it is
probable that future taxable profits will be available against which the unutilised tax incentive can be utilised.

216 IHH Healthcare Berhad | Annual Report 2017


2. Significant accounting policies (continued)
(u) Earnings per share
Basic earnings per share (“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 year, adjusted for own shares held.

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

Both basic and diluted EPS of the Group are adjusted to take into consideration the effect of perpetual securities distribution on
earnings.

(v) 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. An
operating segment’s operating results are reviewed regularly by the chief operating decision maker, which in this case is the
Board of Directors of the Company, to make decisions about resources to be allocated to the segment and to assess its
performance, and for which discrete financial information is available.

(w) Contingencies
(i) 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.

(ii) Contingent assets


Where it is not probable that there is an inflow of economic benefits, or the amount cannot be estimated reliably, the asset
is not recognised in the statements of financial position and is disclosed as a contingent asset, unless the probability of
inflow 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 assets unless the probability of inflow of
economic benefits is remote.

(x) Fair value measurements


Fair value of an asset or a liability, except for share-based payment and 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.
IHH Healthcare Berhad | Annual Report 2017 217
Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

3. Property, plant and equipment


Hospital and
medical
equipment,
renovations, Laboratory
furniture and and other
Freehold Leasehold fittings and teaching Motor Construction-
lands lands Buildings equipment equipment vehicles in-progress Total
Group Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Cost
At 1 January 2016 584,264 3,847,997 3,942,044 6,127,495 55,310 39,881 1,027,371 15,624,362
Acquisitions through
business combinations 43 – – 264,613 244,545 – 401 4,249 513,808
Disposal of a subsidiary 44 – – – (1,480) – – – (1,480)
Additions – 30,216 32,468 348,304 5,868 4,836 1,823,678 2,245,370
Disposals – – – (63,833) – (2,142) – (65,975)
Write off – – – (8,697) (979) – – (9,676)
Reclassification – – 35,936 138,348 – – (174,284) –
Transfer to intangible assets 6 – – – (11,553) – – – (11,553)
Transfer to development
properties
–– Offset of accumulated
depreciation against cost – (258) – – – – – (258)
–– Transfer of carrying
amount 12 – (4,719) – – – – – (4,719)
Transfer to investment
properties
–– Offset of accumulated
depreciation against cost – (36) (9) (27) – – – (72)
–– Revaluation – 50,019 – – – – – 50,019
–– Transfer of carrying
amount 5 – (83,590) (785) (489) – – – (84,864)
Finalisation of purchase
price allocation 43 (318) – 11,016 (9,937) – (126) – 635
Translation differences (15,979) 50,812 7,648 (284,272) – (1,746) 3,557 (239,980)
At 31 December 2016/
1 January 2017 567,967 3,890,441 4,292,931 6,478,404 60,199 41,104 2,684,571 18,015,617
Acquisitions through
business combinations 43 – – – 12,839 – – 861 13,700
Disposal of a subsidiary 44 – – – (548) – (161) – (709)
Disposal of a business unit 42 – – – (662) – – – (662)
Additions 21,532 – 83,313 919,439 10,014 5,181 578,329 1,617,808
Disposals – – – (158,766) – (6,457) – (165,223)
Write off – – – (70,832) (2,212) – (915) (73,959)
Reclassification 225 – 1,361,155 1,112,726 – 145 (2,474,251) –
Transfer to intangible assets 6 – – – (3,901) – – – (3,901)
Transfer from investment
properties 12 – 22,086 5,164 3,346 – – – 30,596
Translation differences (27,365) (53,349) (168,621) (645,348) – (2,123) (160,606) (1,057,412)
At 31 December 2017 562,359 3,859,178 5,573,942 7,646,697 68,001 37,689 627,989 18,375,855

218 IHH Healthcare Berhad | Annual Report 2017


3. Property, plant and equipment (continued)
Hospital and
medical
equipment,
renovations, Laboratory
furniture and and other
Freehold Leasehold fittings and teaching Motor Construction-
lands lands Buildings equipment equipment vehicles in-progress Total
Group Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Accumulated depreciation
and impairment losses
At 1 January 2016 – 282,941 618,917 3,233,133 30,502 22,971 – 4,188,464
Acquisitions through
business combinations 43 – – 42,558 122,662 – (47) – 165,173
Disposal of a subsidiary 44 – – – (1,332) – – – (1,332)
Depreciation charge for
the year – 43,940 83,014 605,277 6,102 5,674 – 744,007
Impairment loss – – – – – – 746 746
Disposals – – – (46,742) – (1,399) – (48,141)
Write off – – – (7,605) (909) – – (8,514)
Transfer to development
properties
–– Offset of accumulated
depreciation against cost – (258) – – – – – (258)
Transfer to investment
properties
–– Offset of accumulated
depreciation against cost – (36) (9) (27) – – – (72)
Translation differences – 4,849 (1,268) (167,971) – (649) 52 (164,987)
At 31 December 2016/
1 January 2017 – 331,436 743,212 3,737,395 35,695 26,550 798 4,875,086
Acquisitions through
business combinations 43 – – – 7,328 – – – 7,328
Disposal of a subsidiary 44 – – – (465) – (176) – (641)
Depreciation charge for
the year – 45,388 118,855 738,382 6,855 4,825 – 914,305
Impairment loss made/
(reversed) – – – 2,267 – – (803) 1,464
Disposals – – – (139,619) – (5,168) – (144,787)
Write off – – – (69,035) (2,050) – – (71,085)
Translation differences – (5,047) (23,981) (317,581) – (832) 5 (347,436)
At 31 December 2017 – 371,777 838,086 3,958,672 40,500 25,199 – 5,234,234

Net carrying amount


At 1 January 2016 584,264 3,565,056 3,323,127 2,894,362 24,808 16,910 1,027,371 11,435,898

At 31 December 2016/
1 January 2017 567,967 3,559,005 3,549,719 2,741,009 24,504 14,554 2,683,773 13,140,531

At 31 December 2017 562,359 3,487,401 4,735,856 3,688,025 27,501 12,490 627,989 13,141,621

IHH Healthcare Berhad | Annual Report 2017 219


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

3. Property, plant and equipment (continued)


Renovations,
furniture and
fittings and Motor
equipment vehicles Total
Company RM’000 RM’000 RM’000

Cost
At 1 January 2016 1,291 2,383 3,674
Additions 149 353 502
Translation differences – 27 27
At 31 December 2016/1 January 2017 1,440 2,763 4,203
Additions 85 365 450
Write off (31) – (31)
Translation differences (1) (28) (29)
At 31 December 2017 1,493 3,100 4,593

Accumulated depreciation
At 1 January 2016 313 956 1,269
Depreciation charge for the year 269 501 770
Translation differences – 20 20
At 31 December 2016/1 January 2017 582 1,477 2,059
Depreciation charge for the year 280 585 865
Write off (31) – (31)
Translation differences – (22) (22)
At 31 December 2017 831 2,040 2,871

Net carrying amount


At 1 January 2016 978 1,427 2,405

At 31 December 2016/1 January 2017 858 1,286 2,144

At 31 December 2017 662 1,060 1,722

Leasehold lands
Included in the net carrying amount of leasehold lands of the Group is RM3,487,401,000 (2016: RM3,559,005,000) pertaining to
leasehold lands with unexpired lease period of more than 50 years.

Securities
As at 31 December 2017, property, plant and equipment of the Group with carrying amounts of RM648,664,000 (2016:
RM866,912,000) are charged to licensed financial institutions for credit facilities and term loans granted to the Group.

Assets under finance lease arrangements


Included in the net carrying amount of property, plant and equipment of the Group are motor vehicles and equipment with net
carrying amounts of RM106,787,000 (2016: RM109,540,000) that are held under finance lease arrangements.

Borrowing costs
Included in additions of the Group during the year are capitalised borrowing costs amounting to RM68,771,000 (2016: RM102,809,000).

Prepaid lease payments amortisation capitalised


Included in additions of construction-in-progress of the Group are the amortisation of prepaid lease payments amounting to
RM6,906,000 (2016: RM20,075,000) (See Note 4).

220 IHH Healthcare Berhad | Annual Report 2017


4. Prepaid lease payments
Group
2017 2016
Note RM’000 RM’000

Cost
At 1 January 1,221,328 956,325
Additions – 225,319
Finalisation of purchase price allocation 43 – 3,899
Translation differences (91,323) 35,785
At 31 December 1,130,005 1,221,328

Accumulated amortisation
At 1 January 77,849 54,192
Amortisation charge for the year 22,879 20,120
Finalisation of purchase price allocation 43 – 321
Translation differences (7,354) 3,216
At 31 December 93,374 77,849

Net carrying amount


At 1 January 1,143,479 902,133

At 31 December 1,036,631 1,143,479

Prepaid lease payments relate to leasehold lands which are in substance operating leases. The prepaid lease payments are
amortised on a straight-line basis over lease term of 50 to 99 years. The amortisation charge for the year ended 31 December
2017 of RM6,906,000 (2016: RM20,075,000) is capitalised in property, plant and equipment which relates to the construction of
a hospital.

5. Investment properties
Group
2017 2016
Note RM’000 RM’000

At 1 January 3,033,107 2,869,113


Additions 207,927 51,026
Transfer (to)/from property, plant and equipment 3 (30,596) 84,864
Disposals – (127,624)
Change in fair value recognised in profit or loss 30 22,922 30,193
Translation differences (123,375) 125,535
At 31 December 3,109,985 3,033,107

Investment properties includes retail units and medical suites within hospitals, nursing homes with care services and a
pharmaceutical product distributing and manufacturing facility leased or intended to be leased to external parties.

IHH Healthcare Berhad | Annual Report 2017 221


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

5. Investment properties (continued)


The following are recognised in profit or loss in respect of investment properties:
Group
2017 2016
RM’000 RM’000

Rental income 179,934 175,406


Direct operating expenses:
–– income generating investment properties (20,699) (21,088)
–– non-income generating investment properties (1,427) (1,501)
157,808 152,817

Determination of fair value


Investment properties are stated at fair value based on independent professional valuations. The fair values are based on open
market values, being the estimated amount for which a property could be exchanged on the date of valuation between a willing
buyer and a willing seller in an arm’s length transaction wherein the parties had each acted knowledgeably and without
compulsion.

In determining the fair value, the valuers have used valuation techniques which involve certain estimates. The key assumptions
used to determine the fair value of investment properties include market corroborated capitalised yield, terminal yield, discount
rate and average growth rate.

The valuers have considered valuation techniques including the direct comparison method, the direct capitalisation approach,
and the discounted cash flow approach in arriving at the open market value as at the balance sheet date. The direct comparison
method involves the analysis of comparable sales of similar properties and adjusting the sale prices to that reflective of the
investment properties. The direct capitalisation approach capitalises an income stream into a present value using revenue
multipliers or single-year capitalisation rates. The discounted cash flow approach involves the estimation and the projection of
an income stream over a period and discounting the income stream with an appropriate rate of return.

Fair value hierarchy


The fair value of the investment properties are categorised as follows:
Level 1 Level 2 Level 3 Total
Group RM’000 RM’000 RM’000 RM’000

2017
Land – – 833,672 833,672
Buildings – – 2,276,313 2,276,313
– – 3,109,985 3,109,985

2016
Land – – 796,365 796,365
Buildings – – 2,236,742 2,236,742
– – 3,033,107 3,033,107

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.

Transfer between Level 1 and 2 fair values


There is no transfer between Level 1 and 2 fair values during the financial year.

222 IHH Healthcare Berhad | Annual Report 2017


5. Investment properties (continued)
Determination of fair value (continued)
The following table shows the valuation techniques used in the determination of fair values within Level 3, as well as the significant
unobservable inputs used in the valuation models.
Inter-relationship between
significant unobservable inputs and
Valuation technique Significant unobservable inputs fair value measurement

Discounted cash flow approach Risk-adjusted discount rates range from The estimated fair value would increase/
5.0% to 7.5% (2016: 5.0% to 7.5%) (decrease) if the risk-adjusted discount
rates were lower/(higher).

Direct comparison approach Premium made for differences in type of The estimated fair value would increase/
development (including design, use and (decrease) if premium made for differences
proximity to complementary businesses) in type of development was higher/(lower).
range from 5% to 25% (2016: 0% to 10%)

Direct capitalisation approach Capitalisation rates range from The estimated fair value would increase/
5.0% to 7.0% (2016: 4.0% to 7.1%) (decrease) if the capitalisation rates were
lower/(higher).

Significant unobservable inputs


Significant unobservable inputs correspond to:

• Capitalisation rate, based on the rate of return on investment properties on the expected income that the properties will
generate.
• Discount rates, based on the risk-free rate for bonds issued by government in the relevant market, adjusted for a risk
premium to reflect the increased risk of investing in the asset class.
• Terminal yield rate is the estimated capitalisation rate at maturity of the holding period.

IHH Healthcare Berhad | Annual Report 2017 223


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

6. Goodwill on consolidation and intangible assets


Total
Total intangible
Brand Hospital Customer Other intangible Goodwill on assets and
names licences relationships intangibles* assets consolidation goodwill
Group Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Cost
At 1 January 2016 1,964,561 274,662 433,057 246,541 2,918,821 11,009,274 13,928,095
Acquisitions through business
combinations 42,43 19,241 74,181 – 9,250 102,672 122,838 225,510
Disposal of a subsidiary 44 – – – (2,077) (2,077) – (2,077)
Additions – – – 4,649 4,649 – 4,649
Write off – – – (5,670) (5,670) – (5,670)
Disposals – – – (2,594) (2,594) – (2,594)
Transfer from property, plant
and equipment 3 – – – 11,553 11,553 – 11,553
Finalisation of purchase price
allocation 43 – – (2,546) (4,393) (6,939) 5,718 (1,221)
Translation differences (96,565) (43,230) (31,139) (3,098) (174,032) (61,830) (235,862)
At 31 December 2016/
1 January 2017 1,887,237 305,613 399,372 254,161 2,846,383 11,076,000 13,922,383
Acquisitions through business
combinations 43 – 7,923 – – 7,923 15,313 23,236
Disposal of a subsidiary 44 – – – (234) (234) – (234)
Additions – – – 7,505 7,505 – 7,505
Write off – – – (264) (264) – (264)
Transfer from property, plant
and equipment 3 – – – 3,901 3,901 – 3,901
Finalisation of purchase price
allocation 43 – – – – – 33,563 33,563
Translation differences (113,098) (47,368) (36,900) (19,294) (216,660) (432,678) (649,338)
At 31 December 2017 1,774,139 266,168 362,472 245,775 2,648,554 10,692,198 13,340,752

* Other intangibles include capitalised development costs, brand use rights and favourable lease arrangements.

224 IHH Healthcare Berhad | Annual Report 2017


6. Goodwill on consolidation and intangible assets (continued)
Total
Total intangible
Brand Hospital Customer Other intangible Goodwill on assets and
names licences relationships intangibles* assets consolidation goodwill
Group Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Accumulated amortisation
and impairment losses
At 1 January 2016 – – 236,698 81,697 318,395 – 318,395
Acquisitions through business
combinations 43 – – – 6,330 6,330 – 6,330
Disposal of a subsidiary 44 – – – (2,077) (2,077) – (2,077)
Amortisation charge for the
year – – 27,234 27,895 55,129 – 55,129
Disposals – – – (682) (682) – (682)
Translation differences – – (13,682) (6,672) (20,354) – (20,354)
At 31 December 2016/
1 January 2017 – – 250,250 106,491 356,741 – 356,741
Disposal of a subsidiary 44 – – – (17) (17) – (17)
Amortisation charge for the
year – – 24,745 21,593 46,338 – 46,338
Write off – – – (16) (16) – (16)
Translation differences – – (20,588) (12,346) (32,934) – (32,934)
At 31 December 2017 – – 254,407 115,705 370,112 – 370,112

Net carrying amount


At 1 January 2016 1,964,561 274,662 196,359 164,844 2,600,426 11,009,274 13,609,700

At 31 December 2016/
1 January 2017 1,887,237 305,613 149,122 147,670 2,489,642 11,076,000 13,565,642

At 31 December 2017 1,774,139 266,168 108,065 130,070 2,278,442 10,692,198 12,970,640

* Other intangibles include capitalised development costs, brand use rights and favourable lease arrangements.

Goodwill, brand names and hospital licences are allocated to the Group’s operating divisions which represent the lowest level
within the Group at which the goodwill, brand names and hospital licences are monitored for internal management purposes.

The aggregate carrying amounts of goodwill, brand names and hospital licences allocated to each operating unit are as follows:

Goodwill Brand names Hospital licences


2017 2016 2017 2016 2017 2016
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Singapore healthcare services 5,835,854 5,949,874 1,145,173 1,145,173 – –


Malaysia healthcare services 2,023,390 2,051,150 116,000 116,000 – –
China healthcare services 184,880 191,000 – – – –
India healthcare services 733,106 757,805 – – – –
Turkey healthcare services 1,522,161 1,745,296 512,966 626,064 266,168 305,613
PLife REIT 152,940 155,899 – – – –
Education 224,976 224,976 – – – –
Others 14,891 – – – – –
10,692,198 11,076,000 1,774,139 1,887,237 266,168 305,613

IHH Healthcare Berhad | Annual Report 2017 225


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

6. Goodwill on consolidation and intangible assets (continued)


Impairment testing for cash-generating units containing goodwill, brand names and hospital licences
(a) Healthcare services and Education CGUs
Key assumptions used in determining the recoverable amount
For the purpose of impairment testing, the carrying amounts are allocated to the Group’s operating divisions which are the
cash-generating units (“CGU”). Recoverable amount of each CGU is estimated based on its value in use. The value in use
calculations apply a discounted cash flow model using cash flow projections based on past experience, actual operating
results, approved financial budgets for 2018 and 5 to 10 years business plan.

The key assumptions for the computation of value in use of goodwill, brand names and hospital licences include the
following:

(i) Revenue growth assumptions:

• Healthcare services CGUs: 4% to 25% (2016: 4% to 58%) per annum in the first 3 years with 2% to 39% (2016: 2%
to 25%) revenue growth for the subsequent years; and
• Education CGU: -4% to 1% (2016: -7% to 0%) per annum for the first 3 years with 0% to 1% (2016: -9% to 0%)
revenue growth for subsequent years.
(ii) EBITDA margins assumptions:

• Healthcare services CGUs: 7% to 29% (2016: 7% to 31%); and


• Education CGU: 28% to 32% (2016: 30% to 33%)
The projections are in line with the proposed expansion plans for the respective investees.

(iii) Terminal value was estimated using the perpetuity growth model:

• Healthcare services CGUs: 2% to 4% (2016: 2% to 4%) per annum; and


• Education CGU: 0% (2016: 0%) per annum
The terminal values were applied to steady-state estimated earnings at the end of the projected period.

(iv) Discount rates of approximately 7.5% to 15.5% (2016: 7.0% to 16.0%) which were based on the cost of capital plus an
appropriate risk premium at the date of assessment of the respective CGUs.

(v) There will be no other significant changes in the government policies and regulations which will directly affect the
investees’ businesses. The inflation for the operating expenses is in line with the estimated gross domestic product
growth rate for the country based on the past trends.

The values assigned to the key assumptions represent the Group’s assessment of future trends in the healthcare and
education market and are based on both external sources and internal sources (historical data).

The Group believes that no reasonably foreseeable changes in the above key assumptions that would cause the carrying
values of these CGUs to materially exceed their recoverable amounts other than changes in the prevailing operating
environment of which the impact is not ascertainable.

(b) PLife REIT CGU


Recoverable amount of PLife REIT is based on fair value less cost to sell, using the open market price of this CGU as at
reporting date.

226 IHH Healthcare Berhad | Annual Report 2017


7. Investment in subsidiaries
Company
2017 2016
RM’000 RM’000

At cost:
Unquoted shares in Malaysia 15,650,619 15,912,137
Unquoted shares outside Malaysia 31 489,976
15,650,650 16,402,113
Allowance for impairment loss – (1,000)
15,650,650 16,401,113

The movement of cost of investment in subsidiaries are as follows:

Company
2017 2016
RM’000 RM’000

At 1 January 16,402,113 16,402,113


Redemption of redeemable preference shares by subsidiary (260,000) –
Return of capital by subsidiaries (490,535) –
Write off investment against provision (928) –
At 31 December 15,650,650 16,402,113

Changes in interest in subsidiaries


(i) In 2015, the Company invested in a non-direct wholly owned subsidiary, Pantai Medical Centre Sdn. Bhd. (“PMC”), through
a subscription of 260,000,000 redeemable preference shares for a total cash consideration of RM260,000,000.

In January 2017, PMC redeemed the 260,000,000 redeemable preference shares held by the Company for a total cash
consideration of RM260,000,000.

(ii) During the year, pursuant to its capital reduction process, a wholly owned subsidiary, Integrated Healthcare Holdings
(Bharat) Limited, returned its capital of USD160,080,000 to the Company by buying back and cancelled 160,079,950 of its
own shares for a total consideration of USD160,080,000 (RM692,302,000). This transaction resulted in a reduction of
RM489,937,000 in the Company’s cost of investment in subsidiaries and a realised foreign exchange gain on return of
capital of RM202,365,000 which is recognised in the Company’s profit or loss.

(iii) During the year, pursuant to its liquidation process, a wholly owned subsidiary, Integrated Healthcare Capital Sdn. Bhd,
(“IHCSB”) returned its capital of RM598,000 to the Company, resulted in a reduction of RM598,000 in the Company’s cost
of investment in subsidiaries. In December 2017, IHCSB was liquidated. The Company wrote off the remaining RM928,000
cost of investment in IHCSB against the provision made in prior years.

Details of the investment in subsidiaries are as disclosed in Note 46.

Although the Group owns less than half of the ownership interest in, and less than half of the voting power of PLife REIT, the
Group has determined that it controls PLife REIT. The Group has de facto control over PLife REIT, on the basis that the remaining
voting rights in PLife REIT are widely dispersed and that there is no indication that all other shareholders exercise their votes
collectively.

The Group via PLife REIT, does not hold any ownership interest in the special purpose entities (“SPEs”) listed in Note 46. The
SPEs were established under terms that impose strict limitations on the decision-making powers of the SPEs’ management,
resulting in the Group receiving the majority of the benefits related to the SPEs’ operations and net assets, being exposed to the
majority of risks incident to the SPEs’ activities, and retaining the majority of the residual or ownership risks related to the SPEs
or their assets. Consequently, the SPEs are regarded as subsidiaries of the Group.

IHH Healthcare Berhad | Annual Report 2017 227


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

7. Investment in subsidiaries (continued)


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

 Material NCI  Other


individually
immaterial
PLife REIT(i) ASYH PCH(ii) ACC(iii) subsidiaries Total
2017 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

NCI percentage of ownership


interest and voting interest 64.31% 40.00% 29.90% 44.47%
Carrying amount of NCI 1,293,916 (213,531) 448,322 205,502 117,695 1,851,904
Profit/(Loss) allocated to NCI 142,847 (66,712) 1,424 (3,554) (214,130) (140,125)

Summarised financial information


before intra-group elimination
As at 31 December
Non-current assets 4,368,218 4,820,797 448,994 596,568
Current assets 85,898 835,164 947,612 117,574
Non-current liabilities (242,023) (1,491,377) (6,924) (151,670)
Current liabilities (2,046,305) (2,610,922) (187,780) (103,025)
Net assets 2,165,788 1,553,662 1,201,902 459,447

Year ended 31 December


Revenue 342,317 3,853,527 222,491 492,503
Profit/(Loss) for the year 210,096 (161,399) 17,490 (10,539)
Total comprehensive income/
(expenses) 225,792 (65,921) 12,991 84,614

Cash flows from/(used in)


operating activities 252,095 609,506 176,042 (29,171)
Cash flows used in
investing activities (221,198) (582,228) (30,617) (51,850)
Cash flows (used in)/from
financing activities (165,083) (18,392) 590,450 30,849
Net (decrease)/increase in
cash and cash equivalents (134,186) 8,886 735,875 (50,172)

Dividends paid to NCI 158,275 8,755 – –

(i) Parkway Life Real Estate Investment Trust (“PLife REIT”)


(ii) PCH Holding Pte. Ltd. (formerly known as Parkway China Holding Co. Pte. Ltd.) (“PCH”)
(iii) Acibadem City Clinic B.V. (“ACC”)

228 IHH Healthcare Berhad | Annual Report 2017


7. Investment in subsidiaries (continued)
Non-controlling interests in subsidiaries (continued)
 Material NCI  Other
individually
immaterial
PLife REIT ASYH subsidiaries Total
2016 RM’000 RM’000 RM’000 RM’000

NCI percentage of ownership interest and voting interest 64.29% 40.00%


Carrying amount of NCI 1,321,493 17,278 568,646 1,907,417
Profit/(Loss) allocated to NCI 128,496 (89,614) (43,243) (4,361)

Summarised financial information before intra-group elimination


As at 31 December
Non-current assets 4,295,694 5,246,473
Current assets 226,787 954,653
Non-current liabilities (2,205,982) (3,238,320)
Current liabilities (105,120) (873,378)
Net assets 2,211,379 2,089,428

Year ended 31 December


Revenue 327,844 3,480,192
Profit/(Loss) for the year 200,845 (219,323)
Total comprehensive income/(expenses) 194,308 (162,032)

Cash flows from operating activities 262,263 578,881


Cash flows from/(used in) investing activities 81,972 (924,853)
Cash flows (used in)/from financing activities (197,603) 40,032
Net increase/(decrease) in cash and cash equivalents 146,632 (305,940)

Dividends paid to NCI 144,872 12,477

Significant restrictions
PLife REIT
The Group does not have significant restrictions on its ability to access or use the assets and settle the liabilities of PLife REIT
other than those resulting from the regulatory framework within which the subsidiary operates. PLife REIT is regulated by the
Monetary Authority of Singapore (“MAS”) and is supervised by the Singapore Exchange Securities Trading Limited (“SGX-ST”) for
compliance with the Singapore Listing Rules. Under the regulatory framework, transactions with PLife REIT are either subject to
review by PLife REIT’s Trustee or must be approved by a majority of votes by the remaining holders of Units in PLife REIT
(“Unitholders”) at a meeting of Unitholders.

The assets of PLife REIT are held in trust by a Trustee for the Unitholders. As at 31 December 2017, the carrying amounts of PLife
REIT’s assets and liabilities are RM4,454,116,000 (2016: RM4,522,481,000) and RM2,288,328,000 (2016: RM2,311,102,000)
respectively.

IHH Healthcare Berhad | Annual Report 2017 229


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

8. Interests in associates
Group
2017 2016
RM’000 RM’000

At cost:
Unquoted shares in Malaysia 3 3
Unquoted shares outside Malaysia 2,244 2,280
2,247 2,283
Share of post-acquisition reserves 6,198 5,324
8,445 7,607

Amounts due from associates 58 966


Allowance for impairment loss (18) (916)
40 50

Amounts due to associates (853) –

7,632 7,657

Details of the associates are disclosed in Note 47.

Amounts due from/(to) associates


The amounts due from associates are unsecured and interest-free, and settlement is neither planned nor likely to occur in the
foreseeable future. As these amounts are, in substance, a part of the Group’s net investments in the associates, they are stated
at cost less accumulated impairment loss.

The amounts due to associates are unsecured, interest-free and settlement is neither planned nor likely to occur in the foreseeable
future. As these amounts are, in substance, a part of the Group’s net investments in these associates, they are stated at cost.

The Group does not have any material associates. The following table summarises the information of the Group’s associates,
adjusted for any differences in accounting policies.
Individually immaterial
associates
2017 2016
RM’000 RM’000

Summarised financial information


As at 31 December
Non-current assets 8,095 8,322
Current assets 24,937 27,742
Non-current liabilities (327) (2,908)
Current liabilities (4,522) (5,837)
Net assets 28,183 27,319

Year ended 31 December


Revenue 24,530 25,049
Profit for the year, representing total comprehensive income for the year 5,794 6,448

The Group’s share of profit or loss, representing share of total comprehensive income for the year 1,543 1,747

230 IHH Healthcare Berhad | Annual Report 2017


9. Interests in joint ventures
Group
2017 2016
RM’000 RM’000

At cost:
Unquoted shares outside Malaysia 276,887 281,262
Share of post-acquisition reserves (56,715) (53,534)
Allowance for impairment loss (100,764) (103,337)
119,408 124,391

Amounts due from joint ventures 40,578 34,504


Allowance for impairment loss (5,616) (5,294)
34,962 29,210

Amounts due to joint ventures (400) (447)

153,970 153,154

Details of the joint ventures are disclosed in Note 48.

Amounts due from/(to) joint ventures


The amounts due from joint ventures are unsecured and interest-free, and settlement is neither planned nor likely to occur in the
foreseeable future. As these amounts are, in substance, a part of the Group’s net investments in these joint ventures, they are
stated at cost less accumulated impairment loss.

The amounts due to joint ventures are unsecured and interest-free, and settlement is neither planned nor likely to occur in the
foreseeable future. As these amounts are, in substance, a part of the Group’s net investments in these joint ventures, they are
stated at cost.

The Group does not have any material joint ventures. The following table summarises the information of the Group’s joint
ventures, adjusted for any differences in accounting policies.
Individually immaterial
joint ventures
2017 2016
RM’000 RM’000

Summarised financial information


As at 31 December
Non-current assets 491,342 501,646
Current assets 163,406 164,588
Non-current liabilities (142,690) (147,797)
Current liabilities (137,796) (129,562)
Net assets 374,262 388,875

Year ended 31 December


Revenue 243,341 278,684
Profit for the year, representing total comprehensive income for the year 1,077 29,385

The Group’s share of profit or loss, representing share of total comprehensive income for the year 577 14,922

IHH Healthcare Berhad | Annual Report 2017 231


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

9. Interests in joint ventures (continued)


In 2016, the construction of Khubchandani Hospitals Private Limited (“KHPL”)’s greenfield hospital in Mumbai stalled as a result
of failed negotiations over disagreements with the joint venture partner. As a result, the Group recorded an impairment loss of
RM97,344,000 on its investment in KHPL up to its estimated recoverable amount in 2016. The impairment loss of RM97,344,000
have been included in the Group’s other operating expenses in 2016. There are no further developments in 2017.

The Group estimated the recoverable amount of its investment in KHPL based on fair value of KHPL’s net assets less costs of
disposal. The amount has been categorised as a Level 3 fair value based on the inputs to the valuation technique used in the
table below.
Inter-relationship between
Type Valuation technique Significant unobservable inputs significant unobservable inputs

Property under Market Sales Comparable –– In 2016 and 2017, discount The estimated fair value would
development and method: This valuation model applied on the developmental increase/(decrease) if:
intangible asset considers the value of land per rights on KHPL’s land parcel: • The discount applied to the
square metre of nearby 10%; and leasehold land was lower/
comparable properties reserved –– In 2016 and 2017, discount (higher); and
for hospital usage, taking into applied to take into account
account the tenor and saleability • The discount applied, taking
the saleability: 50% into account the saleability
of the property under
development and intangible was lower/(higher)
asset

Other receivables Fair value approximate the book Not applicable Not applicable
and other payables value on the basis that such
assets/liabilities are to be settled
within 12 months from the
valuation date

232 IHH Healthcare Berhad | Annual Report 2017


10. Other financial assets
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Non-current
Available-for-sale financial instruments
At market value:
Quoted shares outside Malaysia – 1,176,638 – –
At cost:
Unquoted shares in Malaysia 11,385 11,566 – –
11,385 1,188,204 – –
Others
Fixed deposits with tenor of more than 3 months 3,323 9,612 – –
Club membership and other investments 344 414 – –
3,667 10,026 – –
15,052 1,198,230 – –

Current
Available-for-sale financial instruments
At market value:
–– Money market funds, unquoted in Malaysia – 70,574 – 70,574
–– Eurobonds, unquoted outside Malaysia – 81,468 – –
– 152,042 – 70,574
Others
Fixed deposits with tenor of more than 3 months 160,235 199,632 – –
160,235 351,674 – 70,574

Non-current investments in available-for-sale unquoted equity securities are stated at cost as their fair values cannot be reliably
measured in view that they do not have a quoted market price in an active market, the range of reasonable fair value estimates
is significant and the probabilities of the various estimates cannot be reliably assessed.

In 2016, non-current fixed deposits with tenor of more than 3 months included RM7,110,000 representing monies placed in an
escrow account pursuant to the acquisition of Tokuda Group.

IHH Healthcare Berhad | Annual Report 2017 233


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

11. Deferred tax assets and liabilities


Unutilised
tax losses
and
unabsorbed Investment Property,
capital tax Receivables/ plant and Investment Intangible
allowance allowances provisions equipment properties assets Others Total
Group Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

At 1 January 2016 17,253 74,634 24,538 (425,670) (60,150) (500,062) 1,177 (868,280)
Acquired through business
combinations 43 3,867 – 26 (8,612) – (1,825) 2,589 (3,955)
Disposal of a subsidiary 44 – – (115) 26 – – – (89)
Recognised in profit or loss 33 2,008 (26,094) 37,543 393 405 11,234 (3,142) 22,347
Recognised in other
comprehensive income 31 – – 2,781 – – – – 2,781
Finalisation of purchase
price allocation 43 – – – 1,020 – 2,419 – 3,439
Translation differences (2,079) – (4,084) (2,333) (4,418) 29,561 441 17,088
At 31 December 2016/
1 January 2017 21,049 48,540 60,689 (435,176) (64,163) (458,673) 1,065 (826,669)
Acquired through business
combinations 43 – – – 2 – – – 2
Disposal of a subsidiary 44 – – (69) 117 – 3 – 51
Recognised in profit or loss 33 2,205 (42,348) 8,552 41,409 (12,498) 11,171 2,610 11,101
Recognised in other
comprehensive income 31 – – 3,321 – – – – 3,321
Translation differences (3,465) 2 (8,373) 4,311 4,316 33,786 252 30,829
At 31 December 2017 19,789 6,194 64,120 (389,337) (72,345) (413,713) 3,927 (781,365)

The amounts determined after appropriate offsetting is included in the statements of financial position are as follows:

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 and


unabsorbed capital allowance 19,789 21,049 – – 19,789 21,049
Investment tax allowances 6,194 48,540 – – 6,194 48,540
Receivables/provisions 93,678 77,725 (29,558) (17,036) 64,120 60,689
Property, plant and equipment 115,423 94,244 (504,760) (529,420) (389,337) (435,176)
Investment properties – – (72,345) (64,163) (72,345) (64,163)
Intangible assets 5,012 5,267 (418,725) (463,940) (413,713) (458,673)
Others 5,297 5,764 (1,370) (4,699) 3,927 1,065
245,393 252,589 (1,026,758) (1,079,258) (781,365) (826,669)
Set off (15,538) (11,993) 15,538 11,993 – –
229,855 240,596 (1,011,220) (1,067,265) (781,365) (826,669)

Deferred tax assets and liabilities are offset above where there is legally enforceable right to set off current tax assets against
current tax liabilities and where the deferred taxes relate to the same taxation authority.

234 IHH Healthcare Berhad | Annual Report 2017


11. Deferred tax assets and liabilities (continued)
Unrecognised deferred tax assets
Deferred tax assets have not been recognised in respect of the following items:
Group
2017 2016
RM’000 RM’000

Deductible temporary difference 712 724


Unutilised tax losses 551,508 15,769
552,220 16,493

The unutilised tax losses carried forward do not expire under current tax legislations, except for amount of RM12,384,000 (2016:
RM11,824,000) which can be carried forward to offset against future taxable income for five years only. Deferred tax assets have
not been recognised in respect of these items because it is not probable that future taxable profit will be available against which
the respective subsidiaries can utilise the benefits there from.

12. Development properties


Group
2017 2016
Note RM’000 RM’000

At 1 January 28,987 7,144


Additions 46,040 17,124
Transfer from property, plant and equipment 3 – 4,719
As at 31 December 75,027 28,987

13. Inventories
Group
2017 2016
RM’000 RM’000

Pharmaceuticals, surgical and medical supplies 281,914 252,589

As at 31 December 2017, inventories with carrying amount of RM12,892,000 (2016: RM10,245,000) are pledged to licensed
financial institutions as securities for credit facilities granted to subsidiaries.

IHH Healthcare Berhad | Annual Report 2017 235


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

14. Trade and other receivables


Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Non-current
Trade receivables 1,009 – – –
Other receivables 1,811 1,910 – –
2,820 1,910 – –
Prepayments 40,334 46,762 12,229 24,852
Deposits 22,308 25,342 – –
65,462 74,014 12,229 24,852

Current
Trade receivables 1,260,097 1,116,595 – –
Other receivables 78,705 96,834 259 183
Interest receivables 13,812 2,227 2,002 268
1,352,614 1,215,656 2,261 451
Prepayments 100,484 173,290 12,775 6,943
Deposits 36,492 52,737 5 4
1,489,590 1,441,683 15,041 7,398

Offsetting of financial assets and financial liabilities


Financial assets and liabilities that have been set off for presentation purpose are as follows:
Net carrying
amount in the
Balances statements
Gross that are of financial
amount set off position
Group Note RM’000 RM’000 RM’000

2017
Trade receivables 1,351,687 (90,581) 1,261,106
Trade payables 25 (1,096,308) 90,581 (1,005,727)

2016
Trade receivables 1,191,995 (75,400) 1,116,595
Trade payables 25 (1,083,536) 75,400 (1,008,136)

Certain trade receivables and trade payables were set off for presentation purpose as the Group has enforceable rights to set
off the amounts and intends either to settle on a net basis, or to realise the assets and settle the liabilities simultaneously.

15. Amounts due from/(to) subsidiaries


The amounts due from/(to) subsidiaries are unsecured, interest-free and are repayable on demand.

236 IHH Healthcare Berhad | Annual Report 2017


16. Cash and cash equivalents
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Cash and bank balances 4,886,821 1,639,233 1,288,920 57,035


Fixed deposits with tenor of 3 months or less 1,191,782 803,948 275,973 168,804
6,078,603 2,443,181 1,564,893 225,839
Secured bank overdrafts (68) (11,348) – –
Deposits pledged – (2,617) – –
Cash collateral received (789) (5,941) – –
Cash and cash equivalents in statements of cash flows 6,077,746 2,423,275 1,564,893 225,839

Included in fixed deposits with licenced banks in the previous year was an amount of RM2,617,000 pledged to banks and finance
companies for credit facilities granted to certain subsidiaries (See Note 21).

Secured bank overdrafts are interest-bearing at bank’s base rate + 1.25% (2016: bank’s base rate + 1.25%).

Cash collateral received


This is in respect of the Japan properties acquired by PLife REIT in July 2010, whereby the vendor has provided a rental income
guarantee (“the Rental Income Guarantee”) to indemnify PLife REIT in the event that the actual revenue in respect of any of the
properties in any month is less than the initial revenue at acquisition, for a maximum duration of seven years and subject to a
maximum aggregate claim of 5% of the purchase price (which is equivalent to approximately JPY154,400,000 (RM5,716,000)).

To further support the Rental Income Guarantee, a cash deposit of JPY21,736,000 (2016: JPY154,400,000), approximately
RM789,000 (2016: RM5,941,000), was placed with PLife REIT, for withdrawal in respect of valid claims under the Rental Income
Guarantee. Any balance left in the account upon termination of the Rental Income Guarantee will be returned to the vendor.

17. Assets classified as held for sale


Assets classified as held for sale as at 31 December 2017 relates to a piece of freehold land in India that is committed for sale. As
at the reporting date, the subsidiary is still in the midst of finalising the agreement for the sale of the land.

IHH Healthcare Berhad | Annual Report 2017 237


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

18. Share capital


Group and Company
Number Number
of shares Amount of shares Amount
2017 2017 2016 2016
’000 RM’000 ’000 RM’000

Issued and fully paid:


Ordinary shares
At 1 January 8,231,700 8,231,700 8,223,346 8,223,346
Issued pursuant to the exercise of vested EPP options – – 250 250
Issued pursuant to the surrender of vested LTIP units 7,290 41,483 7,890 7,890
Issued pursuant to the exercise of vested EOS options 593 4,430 214 214
8,239,583 8,277,613 8,231,700 8,231,700
Transfer from share premium in accordance with
Section 618(2) of the Companies Act 2016(i) – 8,185,381 – –
At 31 December 8,239,583 16,462,994 8,231,700 8,231,700

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

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 general meetings of the Company.

The new Companies Act 2016 which came into operation on 31 January 2017, abolished the concept of authorised share capital
and par value of share capital. Pursuant to Section 74 of the Act, all shares issued before or upon the commencement of the Act
shall have no par or nominal value.

There is no impact to the number of ordinary shares in issue or entitlement of the members as a result of this transition.
(i) In accordance with Section 618 (2) of the Companies Act 2016, any amount standing to the credit of the share premium account has become
part of the Company’s share capital. The Company has twenty-four months after the commencement of Section 74 of the Companies Act 2016
on 31 January 2017 to utilise the credit.

19. Other reserves


The movements in each category of the other reserves are disclosed in the consolidated statements of changes in equity.

The nature and purpose of each category of reserves are as follows:

(a) Share premium


In 2016, share premium mainly comprises the premium paid on subscription of shares in the Company over and above the
par value of the shares net of share listing expenses and fair value adjustments for the purpose of accounting for share
consideration issued in connection with acquisition of a subsidiary.

Upon the commencement of Companies Act 2016 on 31 January 2017, Company shares will no longer have any par value.
Any amount standing to the credit of the share premium account will become part of the Company’s share capital. The
Company has twenty-four months upon the commencement of Companies Act 2016 to utilise the credit.

(b) Share option reserve


Share option reserve comprises the cumulative value of employee services received for the issue of share options and
conditional award of performance shares. Upon the commencement of Companies Act 2016 on 31 January 2017, when the
options are exercised, the amount from the share option reserves is transferred to share capital. Before the commencement
of the Companies Act 2016 on 31 January 2017, the amount from the share option reserves is transferred to share capital
and the excess value above the par value of the ordinary shares issued is transferred to share premium.

When the share options expire, the amount from the share option reserve is transferred to retained earnings. Details of the
share options are disclosed in Note 22.

238 IHH Healthcare Berhad | Annual Report 2017


19. Other reserves (continued)
(c) Fair value reserve
Fair value reserve comprises the cumulative net change in the fair value of available-for-sale financial instruments until the
investments are derecognised or impaired.

(d) Revaluation reserve


The revaluation reserve relates to the revaluation of property, plant and equipment immediately prior to its reclassification
as investment property.

(e) Hedge reserve


Hedge reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedges relating
to hedged transactions that have not yet occurred.

(f) Capital reserve


The capital reserve comprises:

(i) non-cash contribution from, or distribution to, holding companies within the Group for the common control transfer of
subsidiaries;

(ii) difference between the consideration paid and net assets acquired in acquisition of non-controlling interests;

(iii) difference between consideration received and net assets disposed when the Group disposed its interest in
subsidiaries without losing control of the subsidiaries;

(iv) capital gain or loss arising from the payment of a non-controlling interest’s subscription to the share capital of a
subsidiary;

(v) capital gain or loss arising from the Group’s subscription to additional shares of non-wholly owned subsidiaries; and

(vi) financial liabilities arising from initial issue of put options to non-controlling interests in relation to the Group’s business
combinations, and its subsequent remeasurement changes.

(g) Legal reserve


The legal reserve comprises:

(i) first and second legal reserves. The first legal reserves are generated by annual appropriations amounting to 5
percent of income disclosed in the Group’s Turkish-based subsidiaries’ statutory accounts until it reaches 20 percent
of the issued and paid-up share capital of these subsidiaries. If the dividend distribution is made in accordance with
statutory records, a further 1/11 of dividend distribution, in excess of 5 percent of paid-up share capitals are to be
appropriated to increase second legal reserve.

(ii) statutory reserve fund (“SRF”) for the Group’s subsidiaries in the People’s Republic of China (“PRC”) who are required
by the Foreign Enterprise Law to allocate 10% of the statutory profits after tax as determined in accordance with the
applicable PRC accounting standards and regulations to the SRF annually. Subject to approval from the relevant PRC
authorities, the SRF may be used to offset any accumulated losses or increase the registered capital of the subsidiaries.
The SRF is not available for dividend distribution to shareholders.

(h) Foreign currency translation reserve


The foreign currency translation reserve of the Group comprises:

(i) foreign exchange differences arising from the translation of the financial statements of foreign operations whose
functional currencies are different from the functional currency of the Company;

(ii) the exchange differences on monetary items which form part of the Group’s net investment in the foreign operations,
provided certain conditions are met; and

(iii) the effective portion of any foreign currency differences arising from hedges of the Group’s net investment in a
foreign operation.
IHH Healthcare Berhad | Annual Report 2017 239
Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

20. Perpetual securities


In July 2017, a wholly owned subsidiary, Parkway Pantai Limited (“PPL”) established a US$2.0 billion Multicurrency Term Note
Programme (“MTN programme”).

In the same month, senior perpetual securities (“perpetual securities”) with an aggregate principal amount of US$500.0 million
(approximately RM2,130.8 million) were issued by PPL under the MTN programme. The perpetual securities bear an initial semi-
annual distribution of 4.25% per annum which will be reset in July 2022 and at every 5 years thereafter.

The salient features of the perpetual securities are as follows:

(i) unrated and listed on the Singapore Stock Exchange;

(ii) direct, unconditional, unsubordinated and unsecured obligations of PPL;

(iii) no fixed redemption date but PPL has the option to redeem at the end of 5 years from date of issuance at their principal
amounts and on each subsequent semi-annual periodic distribution payment date;

(iv) may also be redeemed at the option of PPL upon the occurrence of certain events as per detailed in the terms and
conditions of offering circular and pricing supplement of the perpetual securities;

(v) expected periodic distribution amount may be deferred by PPL and are cumulative, subject to the terms and conditions in
the offering circular of the perpetual securities; and

(vi) shall at all times rank pari passu and without any preference among the perpetual securities issued and (save for certain
obligations required to be preferred by law) equally with all other unsecured obligations (other than subordinated
obligations, if any) of PPL, from time to time outstanding.

The issued perpetual securities are classified as equity because the payment of any distribution or redemption of the securities
is at the option of PPL.

During the financial year, distributions amounting to RM38,639,000 were accrued to perpetual security holders. As at
31 December 2017, an amount of US$3,000,000 (approximately RM12,351,000) perpetual securities was held by a related party.

21. Loans and borrowings


Group
2017 2016
RM’000 RM’000

Non-current
Secured
Bank borrowings 437,702 430,224
Finance lease liabilities 107,492 90,356
Unsecured
Bank borrowings 5,257,584 6,205,323
Fixed rate medium term notes 301,007 126,879
6,103,785 6,852,782

Current
Secured
Bank borrowings 36,412 65,909
Finance lease liabilities 31,299 59,556
Unsecured
Bank borrowings 622,276 497,503
689,987 622,968

Total loans and borrowings 6,793,772 7,475,750

240 IHH Healthcare Berhad | Annual Report 2017


21. Loans and borrowings (continued)
The terms and conditions of the bank borrowings are as follows:
Currency Nominal interest rate % Year of maturity Carrying amount
Group RM’000

2017
Secured bank loans BGN SOFIBOR + 1.00%(2) 2018 6,362
Secured bank loans EUR 4.50% to 5.25% 2018 – 2020 9,441
Secured bank loans EUR Euribor(1) + 1.50% 2018 – 2020 112,756
Secured bank loans INR Base rate + 1.25% to 1.70% 2018 – 2028 341,439
Secured bank loans USD LIBOR(5) + 1.75% 2019 4,117
Unsecured bank loans EUR Euribor + 0.38% to 3.10% 2018 – 2026 1,877,875
Unsecured bank loans EUR 2.10% to 3.90% 2018 – 2021 71,051
Unsecured bank loans HKD HIBOR(4) + 0.80% 2021 1,050,721
Unsecured bank loans JPY LIBOR + 0.30% to 1.05% 2019 – 2021 1,079,924
Unsecured bank loans MKD 5.25% 2018 4,848
Unsecured bank loans SGD SOR(6) + 0.73% to 1.05% 2019 – 2021 1,201,112
Unsecured bank loans SGD COF(3) 2018 48,609
Unsecured bank loans TL 0% – 15.50% 2018 58,812
Unsecured bank loans USD LIBOR + 2.95% to 3.10% 2018 – 2020 486,905
Unsecured fixed rate medium term notes
–– Issued in 2017 JPY 0.57% 2023 181,367
–– Issued in 2016 JPY 0.58% 2022 119,642
6,654,981
2016
Secured bank loans EUR 4.50% to 5.25% 2017 – 2020 15,436
Secured bank loans EUR Euribor + 3.60% 2017 – 2020 88,391
Secured bank loans INR Base rate + 1.25% to 1.70% 2017 – 2028 344,895
Secured bank loans RM 5.04% 2017 40,088
Secured bank loans USD LIBOR + 1.75% to 3.60% 2017 – 2019 7,323
Unsecured bank loans EUR Euribor + 0.38% to 2.95% 2017 – 2026 1,899,011
Unsecured bank loans EUR 2.10% to 5.00% 2017 – 2021 57,260
Unsecured bank loans HKD HIBOR + 0.80% 2021 394,048
Unsecured bank loans JPY LIBOR + 0.30% to 1.10% 2018 – 2020 1,233,970
Unsecured bank loans JPY COF 2017 143
Unsecured bank loans MKD 5.25% 2017 6
Unsecured bank loans SGD SOR + 0.73% to 1.05% 2019 – 2021 1,219,326
Unsecured bank loans SGD COF 2017 50,326
Unsecured bank loans TL 10.50% to 11.10% 2017 – 2018 3,634
Unsecured bank loans USD LIBOR + 2.95% 2017 – 2020 556,860
Multi-currency loan facility
Unsecured bank loans HKD HIBOR + 1.10% 2017 – 2021 1,299,037
Unsecured bank loans SGD SWAP rate + 0.92% 2017 15,533
Unamortised transaction costs SGD (26,328)
Unsecured fixed rate medium term notes 1,288,242
–– Issued in 2016 JPY 0.58% 2022 126,879
7,325,838

(1) Euro Interbank Offer Rate


(2) Sofia Interbank Bid Rate
(3) Bank’s cost of funds
(4) Hong Kong Interbank Offered Rate
(5) London Interbank Offered Rate
(6) Singapore Swap Offer Rate

IHH Healthcare Berhad | Annual Report 2017 241


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

21. Loans and borrowings (continued)


The secured RM denominated bank loan is secured over the freehold land and building of a subsidiary in Malaysia. The loan was
repaid during the year.
The secured Indian Rupee (“INR”) denominated bank loans are secured over the assets and shares of certain subsidiaries.
The secured United States Dollar (“USD”), and Euro Dollars (“Euro”) denominated bank borrowings are secured over assets of
certain subsidiaries in Turkey.
The secured Bulgarian Lev (“BGN”) denominated bank borrowings are secured over assets of certain subsidiaries in Bulgaria.

Unsecured fixed rate medium term notes


In October 2017, PLife REIT has through its wholly owned subsidiary, Parkway Life MTN Pte Ltd (“PLife MTN”), updated its
SGD500 million Multicurrency Medium Term Note Programme to SGD500 million Multicurrency Debt Issuance Programme, to
provide PLife REIT with the flexibility to tap various types of capital market products including issuance of perpetual securities
when needed.
Under the Debt Issuance Programme, PLife MTN is able to issue notes while HSBC Institutional Trust Services (Singapore)
Limited (in its capacity as trustee of PLife REIT) (“PLife REIT Trustee”) is able to issue perpetual securities.
All sums payable in respect of the notes issued by PLife MTN are unconditionally and irrevocably guaranteed by PLife REIT
Trustee and shall be limited to the assets of PLife REIT over which PLife REIT Trustee has recoursed.
As at 31 December 2017, there are two series of outstanding fixed rate notes issued under the Multicurrency Debt Issuance
Programme amounting to JPY8.3 billion (approximately RM301.0 million) maturing in 2022 to 2023 (2016: JPY3.3 billion
(approximately RM126.9 million) maturing in 2022).

Interest rate swaps and cross currency interest rate swaps


The Group entered into interest rate swaps and cross currency interest rate swaps with various counterparties to provide fixed
rate funding for certain unsecured bank borrowings. Details are set out in Note 26.

Finance lease liabilities


Payments Interest Principal Payments Interest Principal
2017 2017 2017 2016 2016 2016
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Less than 1 year 37,603 (6,304) 31,299 66,099 (6,543) 59,556


Between 1 and 5 years 122,352 (15,254) 107,098 91,236 (7,507) 83,729
More than 5 years 403 (9) 394 6,929 (302) 6,627
160,358 (21,567) 138,791 164,264 (14,352) 149,912

The Group has finance lease and hire purchase contracts for various items of property, plant and equipment. There are no restrictions
placed upon the Group by entering into these leases and no arrangements have been entered into for contingent rental payments.

Reconciliation of movements of liabilities to cash flows arising from financing activities


Fixed rate Finance Loan to non-
Bank medium lease Interest controlling
borrowings term notes liabilities payable interest Total
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

As at 1 January 2017 7,198,959 126,879 149,912 11,379 920,535 8,407,664


Net changes from financing cash flows (585,176) 185,139 (58,455) (305,329) (20,621) (784,442)
Acquisition of new leases – – 53,424 – – 53,424
Acquisition of subsidiary 2,985 – 3,358 – – 6,343
Disposal of subsidiary (27) – – – – (27)
Foreign exchange movements (295,958) (11,011) (9,448) (1,388) (76,267) (394,072)
Other liability related changes 33,191 – – 331,420 20,621 385,232
As at 31 December 2017 6,353,974 301,007 138,791 36,082 844,268 7,674,122
Note 25 Note 25

In accordance to MFRS107, comparative information is not required for preceding periods.


242 IHH Healthcare Berhad | Annual Report 2017
22. Employee benefits
Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Non-current
Cash-settled LTIP 49 41 49 41
Retirement benefits 23 27,887 24,639 – –
Employment termination benefits 24 15,353 14,548 – –
Provision for unconsumed leave 2,301 2,170 – –
45,590 41,398 49 41

Current
Cash-settled LTIP 184 225 184 225
Retirement benefits 23 1,540 1,807 – –
Employment termination benefits 24 846 – – –
PTM long term incentive plan (cash-settled) 1,287 1,143 – –
Defined contribution plan 35,810 32,864 49 40
Provision for unconsumed leave 44,287 35,871 564 129
83,954 71,910 797 394

Cash-settled LTIP
The LTIP of the Company was approved and adopted by its Board on 25 March 2011 with the aim to make total employee
remuneration sufficiently competitive to recruit, reward, retain and motivate outstanding employees.

Cash-settled LTIP balances refers to the amount that the Group has to pay out in the next few years to eligible personnel who
are offered LTIP units but have elected to opt out of the scheme and receive cash instead of share options.

During the year, 58,000 (2016: 49,000) cash-settled LTIP units were granted to eligible staff.

PTM long term incentive scheme (cash-settled)


In 2009, the long term incentive (“LTI”) plan of a subsidiary, Parkway Trust Management Limited (“PTM”), was approved to award
eligible employees with units in PLife REIT held by PTM when certain prescribed performance targets are met. The LTI plan is
administered by the remuneration committee of PTM.

Provision for unconsumed leave


The balances represent the cash value amount of the unconsumed leave balance entitled to the employees at the end of the
financial year. Employees of certain subsidiaries can carry-forward a portion of the unconsumed leave and utilise it in future
service periods or receive cash compensation on termination of employment. Unconsumed leave that does not fall due wholly
within twelve months after the end of the period in which the employees render the related service and are not expected to be
utilised wholly within twelve months after the end of such period is classified as non-current. The obligation is measured based
on independent actuarial valuation using projected unit credit method as at the balance sheet date.

Share-based payment scheme


(a) LTIP
On 25 March 2011, the Group established the LTIP scheme to grant non-transferrable convertible units to eligible employees
of the Group.

The LTIP units granted will vest in the participants within three years from the date of grant. All LTIP units that have been
granted and vested must be surrendered to the Company for allotment of shares of the Company on the basis of one share
for each LTIP unit. The LTIP units have no exercise price and shall be in force for a period of 10 years from 25 March 2011.

IHH Healthcare Berhad | Annual Report 2017 243


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

22. Employee benefits (continued)


Share-based payment scheme (continued)
(b) EPP
On 25 March 2011, the Group established the EPP schemes to grant non-transferable share options to eligible employees
of the Group.

The EPP options granted will vest in the participants over a 4-year period, with two-thirds of the options to be vested in
equal proportion on a yearly basis on each anniversary of the date of grant over such 4-year period and the remaining one-
third to be vested in equal proportions on the same basis upon the Group meeting the performance target for each vesting,
as determined by the Board at its own discretion on a yearly basis. The exercise price as at the initial grant of the EPP
option shall be RM2.00 only, which shall be increased by 10% over each subsequent 12 months period based on compound
annual growth rate. The EPP shall be in force for a period of 5 years from 25 March 2011. As at 31 December 2016, the EPP
scheme has expired.

(c) EOS
On 15 June 2015, at an extraordinary general meeting, the Company’s shareholders approved the establishment of the
EOS scheme to grant share options to eligible personnel.

The EOS options granted in each year will vest in the participants over a 3-year period. Each EOS option gives the participant
a right to receive one share, upon exercise of the option and subject to the payment of the exercise price.

The exercise price for the EOS option granted shall be determined by the Board which shall be based on the 5 day
weighted average market price of the underlying shares a day immediately preceding the date of offer with a discount of
not more than 10% or such other percentage of discount as may be permitted by Bursa Securities or any other relevant
regulatory from time to time (subject to the Board’s discretion to grant the discount).

The EOS shall be in force for a period of 10 years from 22 June 2015.

During the year, a total of 6,685,000 equity-settled LTIP units (2016: 6,064,000) and nil (2016: 14,861,000) EOS units were
granted to eligible staff. The movement in the number of options outstanding under the respective schemes as at 31 December
2017 and the details of the schemes are as follows:

EPP
Number Number Number
of options Number of of options Number of of options Number
outstanding options lapsed/ options outstanding of holders
Date of grant at 1.1.2016 Re­classification granted cancelled exercised at 31.12.2016 at 31.12.2016

Other eligible employees


1 December 2011 250,000 – – – (250,000) – –

The EPP shown has expired in 2016.

244 IHH Healthcare Berhad | Annual Report 2017


22. Employee benefits (continued)
LTIP
Conversion
from
Number cash-settled Number Number
of units LTIP to Number of units Number of units Number
outstanding equity-settled of units lapsed/ of units outstanding of holders
Date of grant at 1.1.2016 LTIP* granted cancelled exercised at 31.12.2016 at 31.12.2016

Key Management Personnel


2 July 2013 644,000 – – – (644,000) – –
2 July 2014 1,410,000 – – – (704,000) 706,000 3
2 July 2015 1,344,000 – – – (670,000) 674,000 3
15 June 2016 – – 1,791,000 – (596,000) 1,195,000 3
3,398,000 – 1,791,000 – (2,614,000) 2,575,000 9

Other eligible employees


29 April 2013 1,111,305 9,000 – (30,000) (1,090,305) – –
2 July 2013 135,000 – – – (135,000) – –
4 September 2013 35,000 – – – (35,000) – –
29 April 2014 2,284,900 16,000 – (188,700) (1,213,800) 898,400 65
2 July 2014 225,000 – – – (112,000) 113,000 1
29 April 2015 2,437,900 14,000 – (150,800) (1,308,100) 993,000 80
29 April 2016 – – 4,273,000 (194,000) (1,382,000) 2,697,000 138
6,229,105 39,000 4,273,000 (563,500) (5,276,205) 4,701,400 284
Total 9,627,105 39,000 6,064,000 (563,500) (7,890,205) 7,276,400 293

Conversion
from
Number cash-settled Number Number
of units LTIP to Number of units Number of units Number
outstanding equity-settled of units lapsed/ of units outstanding of holders
Date of grant at 1.1.2017 LTIP* granted cancelled exercised at 31.12.2017 at 31.12.2017

Key Management Personnel


2 July 2014 706,000 – – – (706,000) – –
2 July 2015 674,000 – – – (674,000) – –
15 June 2016 1,195,000 – – – (597,000) 598,000 3
1 June 2017 – – 2,023,000 – (673,000) 1,350,000 3
2,575,000 – 2,023,000 – (2,650,000) 1,948,000 6

Other eligible employees


29 April 2014 898,400 – – (62,000) (836,400) – –
2 July 2014 113,000 – – – (113,000) – –
29 April 2015 993,000 – – (53,000) (940,000) – –
29 April 2016 2,697,000 – – (212,000) (1,254,000) 1,231,000 121
29 April 2017 – – 4,662,000 (286,000) (1,497,000) 2,879,000 140
4,701,400 – 4,662,000 (613,000) (4,640,400) 4,110,000 261
Total 7,276,400 – 6,685,000 (613,000) (7,290,400) 6,058,000 267

As at 31 December 2017, no (2016: Nil) outstanding LTIP units are vested and exercisable.
* Per the bye-laws of the LTIP scheme, all unvested cash-settled LTIPs of employees who are promoted to vice president will be converted into
unvested equity-settled LTIPs.

IHH Healthcare Berhad | Annual Report 2017 245


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

22. Employee benefits (continued)


EOS
Number Number Number
of options Number of options Number of options Number
Exercise outstanding of options lapsed/ of options outstanding of holders
Date of grant price at 1.1.2016 granted cancelled exercised at 31.12.2016 at 31.12.2016

Key Management Personnel


1 July 2015 RM5.67 4,121,000 – – – 4,121,000 2
3 June 2016 RM6.44 – 6,105,000 – – 6,105,000 1
1 July 2016 RM6.55 – 4,253,000 – – 4,253,000 2
4,121,000 10,358,000 – – 14,479,000 5

Other eligible employees


1 July 2015 RM5.67 4,621,000 – (1,043,000) (214,000) 3,364,000 42
1 July 2016 RM6.55 – 4,503,000 (40,000) – 4,463,000 46
4,621,000 4,503,000 (1,083,000) (214,000) 7,827,000 88
Total 8,742,000 14,861,000 (1,083,000) (214,000) 22,306,000 93

Number Number Number


of options Number of options Number of options Number
Exercise outstanding of options lapsed/ of options outstanding of holders
Date of grant price at 1.1.2017 granted cancelled exercised at 31.12.2017 at 31.12.2017

Key Management Personnel


1 July 2015 RM5.67 4,121,000 – – – 4,121,000 2
3 June 2016 RM6.44 6,105,000 – – – 6,105,000 1
1 July 2016 RM6.55 4,253,000 – – – 4,253,000 2
14,479,000 – – – 14,479,000 5

Other eligible employees


1 July 2015 RM5.67 3,364,000 – (606,000) (593,000) 2,165,000 36
1 July 2016 RM6.55 4,463,000 – (1,568,000) – 2,895,000 35
7,827,000 – (2,174,000) (593,000) 5,060,000 71
Total 22,306,000 – (2,174,000) (593,000) 19,539,000 76

As at 31 December 2017, 6,519,000 (2016: 2,381,000) outstanding EOS options are vested and exercisable.

246 IHH Healthcare Berhad | Annual Report 2017


22. Employee benefits (continued)
The fair value of services received in return for the share options granted is determined based on Trinomial Option Pricing Model,
and taking into account the terms and conditions under which the units/options were granted. The inputs to the models used for
the units/options granted are as follows:

Fair value of share options and assumptions


LTIP LTIP LTIP LTIP LTIP EOS EOS
granted granted granted granted granted granted granted
in 2017 in 2016 in 2015 in 2014 in 2013 in 2016 in 2015

Fair value at grant date RM5.84 –  RM6.35 –  RM5.83 –  RM3.89 –  RM3.69 –  RM2.02 –  RM2.06
RM6.19 RM6.55 RM6.00 RM4.39 RM3.98 RM2.06

Share price at grant date RM5.90 –  RM6.41 –  RM5.89 –  RM3.95 –  RM3.75 –  RM6.41 –  RM5.85
RM6.19 RM6.55 RM6.00 RM4.39 RM4.00 RM6.61

Expected volatility 15.19% 16.18% 16.6% –  16.6% 17.3% –  16.1% 16.5%


(average volatility) 16.7% 18.7%

Option life (expected 3.75 – 3.92 4.75 – 4.92 5.5 – 5.92 6.5 – 6.92 7.5 – 7.92 9 years 10 years
average life) years years years years years

Expected dividends yield 0.49% 0.46% 0.50% –  0.51% 0.50% –  0.45% –  0.51%
0.51% 0.53% 0.47%

Risk free rate 3.56% –  3.55% –  3.57% –  3.39% –  3.19% –  3.68% –  3.96%
3.58% 3.81% 4.45% 3.74% 3.58% 3.88%

Exercise price n/a n/a n/a n/a n/a RM6.44 –  RM5.67


RM6.55

n/a – not applicable

Value of employee services received for issue of share options


Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Share-based payment expenses included in staff costs 28 52,186 54,168 12,069 10,790

IHH Healthcare Berhad | Annual Report 2017 247


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

23. Retirement benefits


Certain Malaysia-based and India-based subsidiaries of the Group have defined benefits plans that provide pension benefits for
employees upon retirement. The plans entitle a retired employee to receive one lump sum payment upon retirement. At the end
of the financial year, the present values of the unfunded obligations are as follows:

Group
2017 2016
Note RM’000 RM’000

Present value of unfunded obligations 29,427 26,446

Movements in the liability for defined benefits obligations


At 1 January 26,446 21,600
Included in profit or loss
–– Current service costs 5,061 4,076
–– Interest on obligation 768 593
5,829 4,669
Included in other comprehensive income
Remeasurement loss
–– Actuarial gain/(loss) arising from:
–– financial assumptions (1,583) 818
–– experience adjustments 9 (237)
31 (1,574) 581
Others
–– Benefits paid (1,364) (863)
–– Translation differences 90 459
At 31 December 29,427 26,446

Actuarial assumptions
Principal actuarial assumptions at the end of the financial year (expressed as weighted averages):
Group
2017 2016
% %

Discount rate 5.0 – 7.2 5.0 – 6.6


Future salary growth 5.0 – 7.5 5.0 – 10.0
Future mortality 0.0 – 0.7 0.0 – 0.7

248 IHH Healthcare Berhad | Annual Report 2017


23. Retirement benefits (continued)
Sensitivity analysis
The calculation of the defined benefit obligation is sensitive to the assumptions set out above. The following table summarises
how the impact on the retirement benefits obligation at the end of the financial year would have increased/(decreased) as a result
of a change in the respective assumptions by 1%, holding other assumptions constant.
Group
Increase Decrease
RM’000 RM’000

2017
Discount rate (1% movement) (3,204) 3,880
Future salary growth (1% movement) 3,779 (3,170)
Future mortality (1% movement) (3) 3

2016
Discount rate (1% movement) (2,687) 3,237
Future salary growth (1% movement) 3,243 (2,728)
Future mortality (1% movement) (3) 6

Whilst the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an
approximation to the sensitivity of the assumptions shown.

24. Employment termination benefits


Certain Turkish-based subsidiaries of the Group are required by local laws to pay termination benefits to each employee who
has completed one year of service and whose employment is terminated without due cause, is called up for military services,
dies or who retires after completing 25 years of service (20 years for women) and reaches the retirement age (58 years for
women and 60 years for men).

The termination benefits is calculated as one month gross salary for every employment year and as at 31 December 2017, the
ceiling amount has been limited to TL4,732 (2016: TL4,297), approximately RM4,916 (2016: RM5,481). The reserve has been
calculated by estimating the present value of future probable obligations of these subsidiaries arising from retirement. The
calculation was based upon the retirement pay ceiling announced by the local government.
Group
2017 2016
Note RM’000 RM’000

Present value of unfunded obligations 16,199 14,548

Movements in the liability for defined benefits obligations


At 1 January 14,548 10,921
Included in profit or loss
Current service costs 2,752 1,656
Interest on obligation 1,416 1,127
4,168 2,783
Remeasurement loss
–– Actuarial loss arising from financial assumptions 31 16,737 13,906
Others
Acquisitions through business combinations 43 – 1,835
Benefits paid (16,541) (13,263)
Translation differences (2,713) (1,634)
At 31 December 16,199 14,548

IHH Healthcare Berhad | Annual Report 2017 249


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

24. Employment termination benefits (continued)


Actuarial assumptions
Principal actuarial assumptions at the end of the financial year (expressed as weighted averages):
Group
2017 2016

Annual inflation rate 6.0% 6.0%


Discount rate 11.0% 11.0%
Retirement pay ceiling amount TL4,732 TL4,297

Sensitivity analysis
No sensitivity analysis is presented as any reasonably possible changes in the above key assumptions are not expected to
materially affect the employment termination benefits obligation.

25. Trade and other payables


Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Non-current
Trade payables 16,799 7,747 – –
Other payables 48,205 31,133 – –
CCPS liabilities 7,895 10,504 – –
Put options granted to non-controlling interests 837,526 864,608 – –
Loans from a non-controlling interest 844,268 690,401 – –
1,754,693 1,604,393 – –
Deposits 59,484 62,202 – –
1,814,177 1,666,595 – –

Current
Trade payables 988,928 1,000,389 – –
Accruals 794,266 646,339 7,329 11,836
Other payables 554,569 476,485 276 567
Interest payables 36,082 11,379 – –
CCPS liabilities 85,290 72,141 – –
Financial guarantee provision 35,273 36,657 – –
Loans from a non-controlling interest – 230,134 – –
Put options granted to non-controlling interests 160,783 – – –
2,655,191 2,473,524 7,605 12,403
Deposits and advance billings 156,314 138,922 – –
2,811,505 2,612,446 7,605 12,403

Loans from a non-controlling interest


The loans from a non-controlling interest are unsecured, bear interests at HIBOR + 1.30% (2016: HIBOR + 1.30%) per annum and
payable in 2021. The loans are in relation to the non-controlling interest’s share of the financing granted to a subsidiary, GHK
Hospital Limited (“GHK”), for the purchase of land and construction of a hospital in Hong Kong.

250 IHH Healthcare Berhad | Annual Report 2017


25. Trade and other payables (continued)
CCPS liabilities
Ravindranath GE Medical Associates Pte Ltd (“RGE”), a 76.25% owned subsidiary, issued CCPS to its non-controlling shareholders.
The CCPS are currently convertible at the option of the holder to ordinary shares of RGE and will be compulsory converted to
ordinary shares at the end of 20 years from the date of issue. The conversion ratios of the different tranches of CCPS held by a
non-controlling interest vary upon the occurrence of certain pre-determined events as agreed amongst RGE’s shareholders.
Accordingly, these CCPS are classified as financial liabilities at fair value through profit or loss. When the conversion ratios for
each tranche of CCPS are fixed, the CCPS are reclassified to equity at its carrying amount.

During the year, change in fair value amounting to RM13,753,000 loss (2016: RM21,947,000 loss) was recognised in profit or loss.

Put options granted to non-controlling interests


As at 31 December 2017, put options granted to non-controlling interests consist of:

(1) Pursuant to the acquisition of RGE, the Group granted the following put options to a non-controlling interest of RGE:

(a) An option for the non-controlling interest to sell its 7.13% interest in RGE, on a fully diluted basis, to the Group at a
fixed consideration of INR1,463.0 million (equivalent to RM93.3 million) (2016: RM96.3 million) less price adjustment
of not more than INR110.0 million, upon achievement of a certain financial target pursuant to an option agreement
entered with the non-controlling interest; and

(b) Another option for the non-controlling interest to sell its remaining interest in RGE to the Group at the prevailing
market price on the date the option is exercised. This put option can only be exercised from December 2020 onwards
and does not have an expiry date.

(2) Pursuant to the acquisition of Continental Hospitals Private Limited (“CHL”), the Group granted a put option to a non-
controlling interest to sell its existing interest in CHL to the Group at the prevailing market price on the date the option is
exercised. The put option can only be exercised from March 2018 onwards and does not have an expiry date.

(3) Pursuant to the acquisition of City Hospitals and Clinics AD (“City Clinic”), the Group granted put options to non-controlling
interest of ACC, who were formerly shareholders of City Clinic, to sell their shares in ACC, to the Group at the higher of the
prevailing market price or an amount determined by the formula stated in the agreement. The put options can only be
exercised from June 2019 to May 2022.

(4) Pursuant to the disposal of 15% equity interest in ACC by the Group to International Finance Corporation (“IFC”), the Group
granted put options to IFC to sell their shares in ACC, to the Group at the higher of the cost of investment of IFC or an
amount determined by the formula stated in the agreement. The put options can only be exercised from June 2019 to May
2026.

(5) Pursuant to the acquisition of Angsana Holdings Pte. Ltd. (“Angsana”), the Group granted put option to the non-controlling
interest to sell their existing interest in Angsana to the Group at the prevailing market price on the date the option are
exercised. The put option can only be exercised from August 2020 onwards and does not have an expiry date.

At the transaction date, the Group recognised RM139,014,000 and RM22,426,000 being the fair value of put options granted to
non-controlling interests relating to the disposal of 15% equity interest in ACC and acquisition of Angsana respectively (2016:
RM176,882,000, being fair value of put options granted to non-controlling interests relating to the acquisition of City Clinic).

During the year, change in fair values of put options granted to non-controlling interests amounting to RM45,229,000 loss (2016:
RM287,733,000 loss) was recognised in equity.

Financial guarantee provision


Financial guarantee comprises a proportionate guarantee given by Parkway Holdings Limited (“PHL”), a wholly owned subsidiary,
to a bank in respect of a term loan facility granted to KHPL, a 50% owned joint venture. On 5 January 2017, the bank served a
notice to KHPL that an Event of Default has occurred. In view that KHPL is unlikely to be able to repay the loan, PHL made a
provision for its 50% share of the amounts that KHPL owes the licensed bank.

IHH Healthcare Berhad | Annual Report 2017 251


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

26. Derivative assets and liabilities


Group
2017 2016
RM’000 RM’000

Non-current assets
Foreign exchange forward contracts 5,761 651
Cross currency interest rate swaps 5,036 –
Put option 1,625 1,652
12,422 2,303

Current assets
Foreign exchange forward contracts 13,406 1,040

Non-current liabilities
Foreign exchange forward contracts – (2,677)
Interest rate swaps (3,742) (8,400)
Cross currency interest rate swaps – (13,783)
(3,742) (24,860)

Current liabilities
Interest rate swaps (498) (1,045)
Call option granted to non-controlling interests (22,493) (18,128)
(22,991) (19,173)

Nominal value Fair value


2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Derivatives held at fair value through profit or loss


–– Foreign exchange forward contracts 413,415 230,814 19,167 (986)
–– Call option granted to non-controlling interests 31,886 32,961 (22,493) (18,128)
Derivatives held at cost
–– Put option 16,288 16,551 1,625 1,652
Derivatives used for hedging
–– Interest rate swaps 1,023,701 1,573,519 (4,240) (9,445)
–– Cross currency interest rate swaps 382,719 233,574 5,036 (13,783)
1,868,009 2,087,419 (905) (40,690)

The Group enters into interest rate swaps, cross currency interest rate swaps and foreign exchange forward contracts to manage
interest rate fluctuations and exchange rate fluctuations on certain loans, as set out in Note 37(v) and (vi).

Call option granted to non-controlling interests


The Group granted a call option to non-controlling interests of RGE to purchase the Group’s 3% interest in RGE on a fully diluted
basis, at a fixed price of INR500 million (equivalent to RM33 million), pursuant to an option agreement entered with the non-
controlling interests. The call option granted to non-controlling interests is classified as a financial derivative liability.

During the year, change in fair value of RM4,753,000 (2016: RM15,580,000) loss was charged to profit or loss.

252 IHH Healthcare Berhad | Annual Report 2017


26. Derivative assets and liabilities (continued)
Put option
On disposal of the Group’s controlling stake in Shenton Insurance Pte. Ltd. (“SIPL”), the Group entered into an agreement with
the purchaser and is granted a put option to sell all of its remaining shares in SIPL only after April 2019 and at the higher of the
prevailing market price or consideration determined pursuant to the agreement. The put option is classified as a financial
derivative asset.

The put option is stated at cost as the underlying equity instrument that will be delivered when the put option is being exercised
does not have a quoted market price in an active market.

Offsetting financial assets and financial liabilities


The Group’s derivative transactions are entered into under International Swaps and Derivatives Association (“ISDA”) master
netting agreements. In general, under such agreements, the amounts owed by each counterparty in respect of the same
transactions outstanding in the same currency under the agreement are aggregated into a single net amount that is payable by
one party to the other. In certain circumstances, for example when a credit event such as a default occurs, all outstanding
transactions under the agreement are terminated, the termination value is assessed and only a single net amount is due or
payable in settlement of all outstanding transactions.

The above agreements do not meet the criteria for offsetting in the statement of financial position as the right to set-off recognised
amounts is enforceable only following an event of default, insolvency or bankruptcy of the Group or the counterparties. In
addition, the Group and its counterparties do not intend to settle on a net basis or to realise the assets and settle the liabilities
simultaneously in its normal course of business.

27. Revenue
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Healthcare services income 10,630,873 9,526,941 – –


Education services income 261,718 247,543 – –
Rental income 234,781 227,998 – –
Management fees 13,139 11,384 – –
Dividend income
–– from subsidiaries – – 603,979 41,971
–– from quoted shares outside Malaysia – 5,625 – –
–– from unquoted money market funds 2,128 2,394 2,128 2,394
11,142,639 10,021,885 606,107 44,365

28. Staff costs


Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Wages, salaries and others 4,305,145 3,681,370 22,991 13,032


Contribution to defined contribution plans 172,411 147,486 819 560
Equity-settled share-based payments 22 52,186 54,168 12,069 10,790
4,529,742 3,883,024 35,879 24,382

IHH Healthcare Berhad | Annual Report 2017 253


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

29. Finance income and costs


Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Finance income
Interest income
–– Banks and financial institutions 76,774 65,504 18,689 10,847
–– Others 2,005 1,821 – –
Exchange gain on loans 51,614 61,869 – –
Fair value gain on financial derivatives 21,446 – – –
151,839 129,194 18,689 10,847

Finance costs
Interest expense on loans and borrowings (277,196) (194,606) – –
Exchange loss on loans (463,804) (393,212) – –
Fair value loss on financial derivatives (4,753) (21,308) – –
Fair value loss on CCPS liabilities (13,753) (21,947) – –
Other finance costs (34,798) (26,211) (8) (5)
(794,304) (657,284) (8) (5)

30. Profit before tax


(a) Auditors’ remuneration charged to profit or loss comprises:
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Audit fees
Current year
–– KPMG Malaysia (1,021) (1,024) (373) (373)
–– Affiliates of KPMG Malaysia (5,123) (4,762) (452) (432)
–– Other auditors (765) (793) – –
(Under)/Over provision for prior years
–– KPMG Malaysia – 9 – –
–– Affiliates of KPMG Malaysia – (456) – –
Non-audit fees paid to
–– KPMG Malaysia (680) (353) (680) (353)
–– Affiliates of KPMG Malaysia (775) (5,059) – –

254 IHH Healthcare Berhad | Annual Report 2017


30. Profit before tax (continued)
(b) Profit before tax is arrived at after crediting/(charging):
Group Company
2017 2016 2017 2016
Note RM’000 RM’000 RM’000 RM’000

Exchange (loss)/gains – net (66,453) 113 (60,703) 3,388


Impairment losses (made)/written back on:
–– Investment in subsidiary – – 72 –
–– Investment in a joint venture 9 – (97,344) – –
–– Trade and other receivables (11,066) (63,827) – –
–– Inventories – (1,773) – –
–– Amounts due from associates 901 593 – –
–– Amounts due from joint ventures (575) 15,278 – –
Write-off:
–– Property, plant and equipment 3 (2,874) (1,162) – –
–– Intangible assets 6 (248) (5,670) – –
–– Inventories (5,137) (737) – –
–– Trade and other receivables (28,074) (11,944) – –
–– Other financial assets – (329) – –
Rental of premises (301,687) (275,755) (2,217) (2,070)
Rental of machinery and equipment (26,823) (25,924) (20) (24)
Gain on disposal of property, plant and equipment 15,349 12,072 – –
Gain on disposal of a subsidiary 44 1,149 54,801 – –
Gain on divestment of investment properties – 13,141 – –
Realised gain on foreign exchange on return of capital
by a foreign subsidiary – – 202,365 –
Gain on disposal of available-for-sale financial instruments
–– quoted 554,500 – – –
–– unquoted 4,695 9,173 167 –
Loss on disposal of a business 42 (776) – – –
Change in fair value of investment properties 5 22,922 30,193 – –
Provision for financial guarantee given
on a joint venture’s loan facility (1,570) (35,361) – –
Negative goodwill from business combination 43 – 20,518 – –
Prior years’ value-added tax (“VAT”) claims and
tax investigations settlement – (53,634) – –

IHH Healthcare Berhad | Annual Report 2017 255


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

31. Other comprehensive income


2017 2016
Before tax Tax benefit Net of tax Before tax Tax benefit Net of tax
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group (Note 11) (Note 11)

Items that may be reclassified


subsequently to profit or loss
Foreign currency translation
differences from foreign operations (790,190) – (790,190) 77,396 – 77,396
Hedge of net investments in foreign
operations 21,344 – 21,344 (81,492) – (81,492)
Available-for-sale financial instruments:
–– Changes in fair value 239,990 – 239,990 (304,018) – (304,018)
–– Reclassification adjustments for gain
on disposal included in profit or loss (559,195) – (559,195) (9,173) – (9,173)
(319,205) – (319,205) (313,191) – (313,191)
Cash flow hedge:
–– Changes in fair value 731 – 731 (7,850) – (7,850)
–– Reclassification adjustments for
losses included in profit or loss 2,429 – 2,429 1,253 – 1,253
3,160 – 3,160 (6,597) – (6,597)
(1,084,891) – (1,084,891) (323,884) – (323,884)

Items that will not be reclassified


subsequently to profit or loss
Remeasurement of defined benefit
liabilities (Note 23 and 24) (15,566) 3,321 (12,245) (14,487) 2,781 (11,706)
Revaluation of property, plant and
equipment upon transfer to
investment properties (Note 3) – – – 50,019 – 50,019
(15,566) 3,321 (12,245) 35,532 2,781 38,313
(1,100,457) 3,321 (1,097,136) (288,352) 2,781 (285,571)

2017 2016
Before tax Tax benefit Net of tax Before tax Tax benefit Net of tax
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Company (Note 11) (Note 11)

Items that may be reclassified


subsequently to profit or loss
Foreign currency translation
differences from foreign operations (27) – (27) 6 – 6
Available-for-sale financial instruments:
–– Changes in fair value (300) – (300) (70) – (70)
–– Reclassification adjustments for gain
on disposal included in profit or loss (167) – (167) – – –
(467) – (467) (70) – (70)

(494) – (494) (64) – (64)

256 IHH Healthcare Berhad | Annual Report 2017


32. Key management personnel compensation
Key management personnel of the Group are those persons having the authority and responsibility for planning, directing and
controlling the activities of the Group. The Group considers the Directors of the Company to be key management personnel in
accordance with MFRS 124, Related Party Disclosures.

The key management personnel compensation are as follows:


Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Non-executive Directors:
–– Fees 5,267 4,677 2,578 2,140
–– Remuneration and other benefits 8 7 8 7
5,275 4,684 2,586 2,147
Executive Directors:
–– Fees 1,556 1,487 – –
–– Remuneration and other benefits 17,672 9,360 11,026 3,837
–– Share-based payment 23,291 22,851 9,555 9,030
42,519 33,698 20,581 12,867
47,794 38,382 23,167 15,014

The estimated monetary value of Directors’ benefit-in-kind is RM327,000 (2016: RM251,000).

33. Income tax expense


Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Current tax expense


Current year 330,955 293,368 4,670 3,146
Under/(Over) provided in prior years 14,771 (1,396) (335) 205
345,726 291,972 4,335 3,351

Deferred tax (income)/expense


Reversal of temporary differences (6,394) (46,329) – –
(Over)/Under provided in prior years (4,707) 23,982 – –
(11,101) (22,347) – –
334,625 269,625 4,335 3,351

IHH Healthcare Berhad | Annual Report 2017 257


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

33. Income tax expense (continued)


Reconciliation of income tax expense
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Profit before tax 1,164,453 877,617 715,361 14,123


Less:
Share of profits of associates (net of tax) (1,543) (1,747) – –
Share of profits of joint ventures (net of tax) (577) (14,922) – –
1,162,333 860,948 715,361 14,123

Income tax calculated using Malaysia tax rate of 24% (2016: 24%) 278,960 206,628 171,687 3,390
Effect of tax rates in foreign jurisdictions (62,718) (21,299) (102) –
Tax exempt income (137,657) (89,736) (196,067) (11,431)
Tax incentive (2,672) (25,571) – –
Non-deductible expenses 163,543 175,976 29,152 11,187
Recognition of previously unrecognised deferred tax assets (11,198) (1,430) – –
Deferred tax assets not recognised 96,303 2,471 – –
Under/(Over) provided in prior years 10,064 22,586 (335) 205
334,625 269,625 4,335 3,351

34. Earnings per share


Group
2017 2016
RM’000 RM’000

Basic and diluted earnings per share is based on:


Net profit attributable to ordinary shareholders (RM’000)
Profit after tax and non-controlling interest 969,953 612,353
Perpetual securities distribution (38,639) –
931,314 612,353

Basic earnings per share


Weighted average number of shares (’000) 8,236,349 8,228,688

Basic earnings per share (sen) 11.31 7.44

Diluted earnings per share


For diluted earnings per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all
dilutive potential ordinary shares.

Group
2017 2016

Weighted average number of ordinary shares used in calculation of basic earnings per share (’000) 8,236,349 8,228,688
Weighted average number of unissued ordinary shares from units under LTIP (’000) 4,080 5,803
Weighted average number of unissued ordinary shares from share options under EPP (’000) – 2
Weighted average number of unissued ordinary shares from share options under EOS (’000) 196 –
Weighted average number of ordinary shares used in calculation of diluted earnings per share (’000) 8,240,625 8,234,493

Diluted earnings per share (sen) 11.30 7.44

258 IHH Healthcare Berhad | Annual Report 2017


34. Earnings per share (continued)
Diluted earnings per share (continued)
At 31 December 2017, 13,253,000 outstanding EOS options (2016: 22,306,000) were excluded from the diluted weighted average
number of ordinary shares calculation as their effect would have been anti-dilutive.

The average market value of the Company’s shares for purposes of calculating the dilutive effect of share options was based on
quoted market prices for the period during which the options were outstanding.

35. Dividends
Dividends recognised by the Company:
Per
ordinary Total Date of
share amount payment
Sen RM’000

2017
First and final single tier cash dividend for financial year ended 31 December 2016 3.0 247,171 18 July 2017

2016
First and final single tier cash dividend for financial year ended 31 December 2015 3.0 246,944 18 July 2016

The Directors have proposed the following dividend which is subject to shareholders’ approval at the forthcoming Annual
General Meeting:
Per Total
ordinary share amount
Sen RM’000

First and final single tier cash dividend for financial year ended 31 December 2017 3 247,174*

* Based on 8,239,583,639 shares as at 31 December 2017.

36. Segment reporting


Operating segments
The Group has nine reportable segments, as described below, which are the Group’s strategic business units. Except for IMU
Health and PLife REIT, the strategic business units offer hospital and healthcare services in different locations, and are managed
separately. IMU Health is an educational service provider while PLife REIT is a real estate investment trust. For each of the
strategic business units, the Group’s Board of Directors reviews internal management reports on at least a quarterly basis.

The Group’s reportable segments comprise:

• Singapore
• Malaysia
• India
• North Asia
• PPL Others
• Acibadem Holdings
• IMU Health
• PLife REIT
• Others
Management monitors the operating results of each of its business units for the purpose of making decisions on resource
allocation and performance assessment. Performance is measured based on segment EBITDA.

Inter-segment pricing is determined on negotiated basis.

IHH Healthcare Berhad | Annual Report 2017 259


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

36. Segment reporting (continued)


Operating segments (continued)
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a
reasonable basis.

 Parkway Pantai1 
Singapore Malaysia India North Asia PPL Others2
2017 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue and expenses


Revenue from external customers 3,848,308 1,836,415 708,596 332,658 176,615
Inter-segment revenue 106,377 1,000 – – 1,138
Total segment revenue 3,954,685 1,837,415 708,596 332,658 177,753

EBITDA 1,135,100 513,755 13,696 (251,954) 12,722


Depreciation and impairment losses of property,
plant and equipment (225,822) (143,717) (64,907) (134,242) (5,386)
Amortisation and impairment losses of intangible assets (3,643) (709) (10,077) (22,624) –
Foreign exchange differences (119) 106 (182) (137) (9,824)
Finance income 604 17,000 4,064 35,599 98,521
Finance costs (12,825) (4,106) (61,480) (104,136) (119,126)
Share of profits of associates (net of tax) 1,543 – – – –
Share of profits of joint ventures (net of tax) 1,402 – (947) 122 –
Others 16,548 – (1,570) (776) –
Profit/(Loss) before tax 912,788 382,329 (121,403) (478,148) (23,093)
Income tax (expense)/credit (157,261) (110,669) 6,681 (18,643) (29,021)
Profit/(Loss) for the year 755,527 271,660 (114,722) (496,791) (52,114)

Assets and liabilities


Cash and cash equivalents 169,752 505,273 95,705 1,057,205 2,495,611
Other assets 12,318,066 4,583,654 1,837,470 3,163,011 4,908,611
Segment assets as at 31 December 2017 12,487,818 5,088,927 1,933,175 4,220,216 7,404,222

Loans and borrowings 9,434 318 347,229 1,051,177 –


Other liabilities 4,830,012 536,655 2,198,383 1,264,699 329,442
Segment liabilities as at 31 December 2017 4,839,446 536,973 2,545,612 2,315,876 329,442

1 Parkway Pantai Group, per the corporate structure, comprises the “Parkway Pantai” and “PLife REIT” segments
2 “PPL Others” comprises mainly Parkway Pantai’s hospital in Brunei, corporate office as well as other investment holding entities within
Parkway Pantai
3 “CEEMENA” refers to Central and Eastern Europe, Middle East and North Africa

260 IHH Healthcare Berhad | Annual Report 2017


Acibadem IMU
Holdings Health PLife
CEEMENA3 Malaysia REIT1 Others Eliminations Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

3,853,527 250,386 134,006 2,128 – 11,142,639


– 3,875 208,311 60,075 (380,776) –
3,853,527 254,261 342,317 62,203 (380,776) 11,142,639

617,888 80,645 282,684 9,236 (134,292) 2,279,480

(292,047) (13,988) (34,795) (865) – (915,769)


(24,473) (785) – – – (62,311)
(447) (90) 4,943 (60,703) – (66,453)
26,303 5,760 6,103 18,689 (60,804) 151,839
(528,015) (286) (25,108) (26) 60,804 (794,304)
– – – – – 1,543
– – – – – 577
1,149 – – 554,500 – 569,851
(199,642) 71,256 233,827 520,831 (134,292) 1,164,453
21,838 (19,484) (23,731) (4,335) – (334,625)
(177,804) 51,772 210,096 516,496 (134,292) 829,828

85,421 25,776 78,629 1,565,231 – 6,078,603


5,856,343 514,277 4,375,487 43,044 (4,754,338) 32,845,625
5,941,764 540,053 4,454,116 1,608,275 (4,754,338) 38,924,228

3,421,866 182 1,963,566 – – 6,793,772


1,349,860 140,131 324,762 10,120 (4,754,338) 6,229,726
4,771,726 140,313 2,288,328 10,120 (4,754,338) 13,023,498

IHH Healthcare Berhad | Annual Report 2017 261


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

36. Segment reporting (continued)


Operating segments (continued)
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a
reasonable basis.

 Parkway Pantai1 
Singapore Malaysia India North Asia PPL Others2
2016 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue and expenses


Revenue from external customers 3,554,048 1,620,579 560,082 259,229 171,081
Inter-segment revenue 98,113 988 – – 988
Total segment revenue 3,652,161 1,621,567 560,082 259,229 172,069

EBITDA 1,007,328 430,812 27,325 (27,923) 34,373


Depreciation and impairment losses of property,
plant and equipment (217,285) (136,006) (54,617) (7,727) (4,660)
Amortisation and impairment losses of intangible assets (3,699) (709) (9,256) (7,323) –
Foreign exchange differences (674) 488 (6,517) 1,814 (2,084)
Finance income 1,374 21,261 3,499 11,697 80,466
Finance costs (16,549) (6,246) (81,043) (10,156) (79,399)
Share of profits of associates (net of tax) 1,747 – – – –
Share of profits of joint ventures (net of tax) 2,118 – 12,578 226 –
Others 21,725 – (132,705) – 54,801
Profit/(Loss) before tax 796,085 309,600 (240,736) (39,392) 83,497
Income tax (expense)/credit (142,561) (58,209) 8,471 (22,093) (16,497)
Profit/(Loss) for the year 653,524 251,391 (232,265) (61,485) 67,000

Assets and liabilities


Cash and cash equivalents 213,587 615,312 22,091 728,822 313,306
Other assets 12,562,839 4,459,754 1,923,064 3,179,445 6,887,652
Segment assets as at 31 December 2016 12,776,426 5,075,066 1,945,155 3,908,267 7,200,958

Loans and borrowings 7,728 40,088 351,823 394,113 1,288,242


Other liabilities 5,176,423 448,376 2,014,169 2,917,585 198,274
Segment liabilities as at 31 December 2016 5,184,151 488,464 2,365,992 3,311,698 1,486,516

1 Parkway Pantai Group, per the corporate structure, comprises the “Parkway Pantai” and “PLife REIT” segments
2 “PPL Others” comprises mainly Parkway Pantai’s hospital in Brunei, corporate office as well as other investment holding entities within
Parkway Pantai
3 “CEEMENA” refers to Central and Eastern Europe, Middle East and North Africa

262 IHH Healthcare Berhad | Annual Report 2017


Acibadem IMU
Holdings Health PLife
CEEMENA3 Malaysia REIT1 Others Eliminations Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

3,480,192 237,071 131,584 8,019 – 10,021,885


– 3,648 196,260 32,569 (332,566) –
3,480,192 240,719 327,844 40,588 (332,566) 10,021,885

538,065 85,504 286,907 1,127 (100,365) 2,283,153

(276,621) (12,977) (34,090) (770) – (744,753)


(33,631) (511) – – – (55,129)
38 (39) 3,699 3,388 – 113
23,939 5,539 11 10,847 (29,439) 129,194
(457,350) (280) (35,687) (13) 29,439 (657,284)
– – – – – 1,747
– – – – – 14,922
(33,115) – – (5,052) – (94,346)
(238,675) 77,236 220,840 9,527 (100,365) 877,617
5,081 (20,471) (19,995) (3,351) – (269,625)
(233,594) 56,765 200,845 6,176 (100,365) 607,992

97,199 5,186 220,863 226,815 – 2,443,181


6,390,179 530,771 4,301,618 1,281,639 (6,772,186) 34,744,775
6,487,378 535,957 4,522,481 1,508,454 (6,772,186) 37,187,956

3,440,029 372 1,953,355 – – 7,475,750


1,348,519 127,618 357,747 2,524 (6,772,186) 5,819,049
4,788,548 127,990 2,311,102 2,524 (6,772,186) 13,294,799

IHH Healthcare Berhad | Annual Report 2017 263


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

36. Segment reporting (continued)


Geographical segment
In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of
operations. Segment assets are based on the geographical location of the assets.
Other Elimina­
Singapore Malaysia North Asia India Japan CEEMENA regions Others1 tions Total
2017 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue from
external
customers 3,848,308 2,086,801 332,658 708,596 134,006 3,853,527 164,881 13,862 – 11,142,639
Inter-segment
revenue – – – – – – – 60,000 (60,000) –
Total segment
revenue 3,848,308 2,086,801 332,658 708,596 134,006 3,853,527 164,881 73,862 (60,000) 11,142,639

Non-current
assets2 14,269,735 4,518,716 3,077,337 1,468,853 1,943,002 4,923,480 54,668 3,086 – 30,258,877

2016
Revenue from
external
customers 3,562,358 1,857,802 259,229 560,082 131,432 3,480,192 167,299 3,491 – 10,021,885
Inter-segment
revenue – – – – – – – 42,040 (42,040) –
Total segment
revenue 3,562,358 1,857,802 259,229 560,082 131,432 3,480,192 167,299 45,531 (42,040) 10,021,885

Non-current
assets2 14,576,988 4,430,373 3,057,011 1,546,932 1,845,375 5,363,639 60,063 2,378 – 30,882,759

1 Others include balances relating to corporate offices, which is unallocated.


2 Non-current assets consist of property, plant and equipment, prepaid lease payments, investment properties, goodwill and intangible assets.

264 IHH Healthcare Berhad | Annual Report 2017


37. Financial instruments
(i) Categories of financial instruments
Financial instruments are categorised as follows:

(a) Loans and receivables (“L&R”);

(b) Available-for-sale financial instruments (“AFS”);

(c) Financial liabilities (“FL”);

(d) Fair value through profit or loss (“FVTPL”); and

(e) Fair value of derivatives held as hedging instruments (“FVHI”).


Carrying
amount L&R/FL AFS FVTPL FVHI
Group RM’000 RM’000 RM’000 RM’000 RM’000

2017
Financial assets
Other financial assets 175,287 163,902 11,385 – –
Trade and other receivables1 1,355,434 1,355,434 – – –
Derivative assets 25,828 1,625 – 19,167 5,036
Cash and cash equivalents 6,078,603 6,078,603 – – –
7,635,152 7,599,564 11,385 19,167 5,036

Financial liabilities
Trade and other payables2 (4,409,884) (4,316,699) – (93,185) –
Loans and borrowings (6,793,772) (6,793,772) – – –
Bank overdrafts (68) (68) – – –
Derivative liabilities (26,733) – – (22,493) (4,240)
(11,230,457) (11,110,539) – (115,678) (4,240)

2016
Financial assets
Other financial assets 1,549,904 209,658 1,340,246 – –
Trade and other receivables1 1,217,566 1,217,566 – – –
Derivative assets 3,343 1,652 – 1,691 –
Cash and cash equivalents 2,443,181 2,443,181 – – –
5,213,994 3,872,057 1,340,246 1,691 –

Financial liabilities
Trade and other payables2 (4,077,917) (3,995,272) – (82,645) –
Loans and borrowings (7,475,750) (7,475,750) – – –
Bank overdrafts (11,348) (11,348) – – –
Derivative liabilities (44,033) – – (20,805) (23,228)
(11,609,048) (11,482,370) – (103,450) (23,228)

1 Excludes prepayments and deposits


2 Excludes deposits and advance billings

IHH Healthcare Berhad | Annual Report 2017 265


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(i) Categories of financial instruments (continued)
Carrying
amount L&R/FL AFS
Company RM’000 RM’000 RM’000

2017
Financial assets
Trade and other receivables1 2,261 2,261 –
Amounts due from subsidiaries 14,848 14,848 –
Cash and cash equivalents 1,564,893 1,564,893 –
1,582,002 1,582,002 –

Financial liabilities
Trade and other payables2 (7,605) (7,605) –
Amounts due to subsidiaries (814) (814) –
(8,419) (8,419) –

2016
Financial assets
Other financial assets 70,574 – 70,574
Trade and other receivables1 451 451 –
Amounts due from subsidiaries 13,089 13,089 –
Cash and cash equivalents 225,839 225,839 –
309,953 239,379 70,574

Financial liabilities
Trade and other payables2 (12,403) (12,403) –
Amounts due to subsidiaries (2,320) (2,320) –
(14,723) (14,723) –

1 Excludes prepayments and deposits


2 Excludes deposits and advance billings

266 IHH Healthcare Berhad | Annual Report 2017


37. Financial instruments (continued)
(i) Categories of financial instruments (continued)
Net gains/(losses) arising from financial instruments
Group
2017 2016
RM’000 RM’000

AFS financial instruments


–– recognised in other comprehensive income (319,205) (313,191)
–– dividend income 2,128 8,019
–– gain on disposals 559,195 9,173
Loans and receivables
–– recognised in other comprehensive income (467) (72,888)
–– recognised in profit or loss 25,886 (30,393)
Financial liabilities measured at amortised cost (311,994) (220,817)
Derivative liabilities
–– recognised in other comprehensive income 24,971 (15,201)
–– recognised in profit or loss 16,693 (21,308)
(2,793) (656,606)

Company
2017 2016
RM’000 RM’000

Loans and receivables 18,689 10,847

(ii) Financial risk management


The Group has exposure to the following risks from its use of financial instruments:

• Credit risk
• Liquidity risk
• Market risk

(iii) 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 primary exposure to credit risk, arises through its trade receivables. Concentration of the credit risk relating to
these receivables are limited and the Group’s historical experience of collection of these receivables falls within the
allowances recognised. Due to these factors, the Group believes that no additional credit risks beyond amounts provided
for collection losses is inherent in the Group’s trade receivables.

The Company does not have any significant exposure to credit risk.

IHH Healthcare Berhad | Annual Report 2017 267


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(iii) Credit risk (continued)
Receivables
Risk management objectives, policies and processes for managing the risk
The Group has a credit policy in place and the exposure to credit risk is monitored on an on-going basis. Credit evaluations
are performed on major customers requiring credit over a certain amount. For the hospital operations, the Group does not
grant credit to non-corporate customers. Instead, a non-corporate customer is requested to place an initial deposit at the
time of admission to the hospital. Additional deposit is requested from the customer when the hospital charges exceed a
certain level.

Exposure to credit risk, credit quality and collateral


As at the end of the financial year, the maximum exposure to credit risk arising from receivables and financial assets is
represented by the carrying amounts in the statements of financial position.

The Group establishes an allowance for impairment that represents its estimate of incurred losses in respect of trade
receivables. The main components of this allowance are a specific loss component that relates to individually significant
exposures, and a collective loss component established for groups of similar assets in respect of losses that have been
incurred but not yet identified. The collective loss allowance is determined based on historical data of payment statistics
for similar financial assets. Specific impairment allowance is provided on a case-by-case basis depending on the
circumstances while collective loss allowance is determined based on historical data of payment statistics for similar
financial assets.

The allowance account in respect of trade receivables is used to record impairment losses unless the Group is satisfied
that no recovery of the amount owing is possible. At that point, the financial asset is considered irrecoverable and the
amount charged to the allowance account is written off against the carrying amount of the impaired financial asset.

At the end of the financial year, the Group has outstanding trade receivables from 2 significant customers amounting to
RM201,467,000 (2016: one significant customer with a trade receivable balance of RM77,461,000), which is individually 5%
or more of the Group’s gross trade receivables. Allowance for impairment of RM32,687,000 (2016: RM11,429,000) has
been recognised.

Credit risk concentration profile


The Group determines concentrations of credit risk by monitoring the country profile of its trade receivables on an on-
going basis.

The exposure to credit risk for trade receivables at the date of reporting (by geographical distribution) are as follows:

Group
2017 2016
Note RM’000 RM’000

Malaysia 263,744 216,318


Singapore 371,318 322,575
North Asia 47,438 39,913
South Asia and Middle East 134,467 114,785
South East Asia 86,469 70,559
CEEMENA 602,342 610,982
Others 4,987 5,029
1,510,765 1,380,161
Impairment losses (249,659) (263,566)
14 1,261,106 1,116,595

268 IHH Healthcare Berhad | Annual Report 2017


37. Financial instruments (continued)
(iii) Credit risk (continued)
Receivables (continued)
Impairment losses
Trade receivables that are neither past due nor impaired are creditworthy with good payment record with the Group. Cash
and fixed deposits are placed with reputable financial institutions which are regulated.

Similarly, the Group only enters into investments and transactions involving financial instruments with counterparties who
have sound credit ratings. As such, except for the impairment loss recognised as disclosed below, the Group does not
expect any counterparty to fail to meet their obligations.

The ageing of trade receivables at the reporting date are as follows:


Individual and Individual and
collective collective
Gross impairment Net Gross impairment Net
2017 2017 2017 2016 2016 2016
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Not past due 762,467 (3,485) 758,982 680,665 (2,057) 678,608


Past due 0 – 30 days 237,539 (3,953) 233,586 194,643 (4,371) 190,272
Past due 31 – 180 days 250,376 (33,836) 216,540 241,300 (40,071) 201,229
Past due 181 days – 1 year 85,534 (48,275) 37,259 70,677 (45,440) 25,237
Past due more than 1 year 174,849 (160,110) 14,739 192,876 (171,627) 21,249
1,510,765 (249,659) 1,261,106 1,380,161 (263,566) 1,116,595

The movements in impairment losses in respect of trade receivables during the year are as follows:
Group
2017 2016
RM’000 RM’000

At 1 January 263,566 203,532


Acquisition through business combinations – 8,916
Impairment loss recognised 10,856 63,287
Impairment loss written off (6,558) (3,994)
Translation differences (18,205) (8,175)
At 31 December 249,659 263,566

The Group provides for impairment allowance in respect of trade receivables based on historical default rates. Specific
impairment allowance is provided on a case-by-case basis depending on the circumstances.

IHH Healthcare Berhad | Annual Report 2017 269


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(iii) Credit risk (continued)
Receivables (continued)
Impairment losses (continued)
The gross amount of the trade receivables which are individually assessed for impairment, and specific impairment
allowance are made on a case-by-case basis are as follows:
Individually Specific
assessed allowances
balance made Net
Group RM’000 RM’000 RM’000

2017
Trade receivables 250,872 (141,650) 109,222

2016
Trade receivables 270,822 (178,581) 92,241

The individually impaired receivables relate to debtors that were in financial difficulties and/or debts that are in dispute. The
Group assessed that portion of the debt may be unrecoverable.

Amount due from subsidiaries


Risk management objectives, policies and processes for managing the risk
The Company provides unsecured advances to subsidiaries. The Company monitors the results of the subsidiaries
regularly.

Exposure to credit risk, credit quality and collateral


As at the end of the financial year, the maximum exposure to credit risk is represented by their carrying amounts in the
statement of financial position.

Impairment losses
As at the end of the financial year, there was no indication that the amounts due from subsidiaries are not recoverable. The
Company does not specifically monitor the ageing of the amount due from subsidiaries, but would assess for impairment
periodically.

270 IHH Healthcare Berhad | Annual Report 2017


37. Financial instruments (continued)
(iii) Credit risk (continued)
Financial guarantees
Risk management objectives, policies and processes for managing the risk
Financial guarantees to banks in respect of banking facilities are granted by the Company and PHL, a wholly owned
subsidiary.

The financial guarantees are granted by the Company and PHL for Integrated Healthcare Turkey Yatirimlari Limited
(“IHTYL”), a wholly-owned subsidiary, and KHPL, a 50% owned joint venture, respectively based on the Company’s and
Group’s shareholding interests in these borrowing entities. The Group monitors on an ongoing basis the results of and
repayments made by the borrowing entities.

Exposure to credit risk, credit quality and collateral


Group
The maximum exposure of the Group in respect of financial guarantee (Note 25) at the reporting date amounts to
RM35,273,000 (2016: RM36,657,000) representing the Group’s share of amount drawn down by KHPL.

On 5 January 2017, the bank served a notice to KHPL that an Event of Default has occurred. In view that KHPL is unlikely
to be able to repay the loan, PHL had made a provision for its 50% share of the amounts that KHPL owes the bank
(Note 25).

Company
The maximum exposure of the Company in respect of financial guarantee at the reporting date amounts to RM669,360,000
(2016: RM680,173,000) representing the outstanding bank loans of IHTYL.

As at the end of the reporting period, there was no indication that IHTYL would default on repayment.

The financial guarantee is not recognised since the fair value on initial recognition was not material.

(iv) Liquidity risk


Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s
exposure to liquidity risk arises principally from its payables and loans and borrowings.

The Group monitors its liquidity risk and maintains a level of cash and cash equivalents deemed adequate to finance the
Group’s operations and to mitigate the effects of fluctuations in cash flows. The Group ensures that it has sufficient cash
and available undrawn credit facilities to meet expected operational expenses, including the servicing of financial
obligations. This excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as
natural disasters.

IHH Healthcare Berhad | Annual Report 2017 271


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(iv) Liquidity risk (continued)
Maturity analysis
The maturity profile of the Group’s and the Company’s financial liabilities as at the end of the financial year based on
undiscounted contractual payments are as follows:
After 1 year
Carrying Contractual Within but within After
amount cash flows 1 year 5 years 5 years
Group RM’000 RM’000 RM’000 RM’000 RM’000

2017
Non-derivative financial liabilities
Loans and borrowings 6,793,772 7,239,552 822,142 5,970,545 446,865
Bank overdrafts 68 68 68 – –
Trade and other payables* 4,316,699 4,401,500 2,596,021 1,684,393 121,086
11,110,539 11,641,120 3,418,231 7,654,938 567,951

Derivative financial instruments


Foreign exchange forward contracts (gross settled)
–– assets (416,119) (422,659) (290,409) (132,250) –
–– liabilities 396,952 403,302 274,818 128,484 –
Cross currency interest rate swaps (gross settled)
–– assets (13,156) (13,576) (4,625) (8,951) –
–– liabilities 8,120 8,379 2,855 5,524 –
Interest rate swaps (net settled) 4,240 4,378 2,926 1,452 –
(19,963) (20,176) (14,435) (5,741) –
11,090,576 11,620,944 3,403,796 7,649,197 567,951

2016
Non-derivative financial liabilities
Loans and borrowings 7,475,750 8,208,120 794,951 6,200,298 1,212,871
Bank overdrafts 11,348 11,348 11,348 – –
Trade and other payables* 3,995,272 4,099,694 2,446,286 1,653,408 –
11,482,370 12,319,162 3,252,585 7,853,706 1,212,871

Derivative financial instruments


Foreign exchange forward contracts (gross settled)
–– assets (85,602) (88,851) (33,672) (55,179) –
–– liabilities 86,588 89,923 33,287 56,636 –
Cross currency interest rate swaps (gross settled)
–– assets 6,118 6,350 1,709 4,641 –
–– liabilities 7,665 7,956 2,140 5,816 –
Interest rate swaps (net settled) 9,445 9,798 4,675 5,123 –
24,214 25,176 8,139 17,037 –
11,506,584 12,344,338 3,260,724 7,870,743 1,212,871

* Excludes deposits, advance billings and CCPS liabilities

272 IHH Healthcare Berhad | Annual Report 2017


37. Financial instruments (continued)
(iv) Liquidity risk (continued)
Maturity analysis (continued)
After 1 year
Carrying Contractual Within but within After
amount cash flows 1 year 5 years 5 years
Company RM’000 RM’000 RM’000 RM’000 RM’000

2017
Non-derivative financial liabilities
Amounts due to subsidiaries 814 814 814 – –
Trade and other payables # 7,605 7,605 7,605 – –
8,419 8,419 8,419 – –

2016
Non-derivative financial liabilities
Amounts due to subsidiaries 2,320 2,320 2,320 – –
Trade and other payables # 12,403 12,403 12,403 – –
14,723 14,723 14,723 – –

# Excludes deposits and advance billings

(v) Market risk


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

(a) Foreign currency risk


Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in foreign exchange rates.

The Group is exposed to foreign exchange risk on sales, purchases, cash and cash equivalents, receivables and
payables, and loans and borrowings that are denominated in a currency other than the respective functional
currencies of Group entities. The currencies giving rise to this risk are primarily the Singapore Dollar, United States
Dollar, Euro, Japanese Yen, Chinese Renminbi, Hong Kong Dollar and India Rupee.

Risk management objectives, policies and processes for managing the risk
The Group uses foreign exchange forward contracts to manage its exposure to foreign currency movements on its
net income denominated in Japanese Yen from its investment in Japan. Where necessary, the foreign exchange
forward contracts are rolled over at maturity.

The Group actively monitors its foreign currency risk and minimises such risk by borrowing in the functional currency
of the borrowing entity or by borrowing in the same currency as the foreign investment (i.e. natural hedge of net
investments).

The Group also enters in cross currency interest rate swaps to realign borrowings to the same currency of the
Group’s foreign investments to achieve a natural hedge (See Note 37(vi)).

In respect of other monetary assets and liabilities held in currencies other than the functional currencies, the Group
ensures that the net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rate where
necessary to address short term imbalances.

See Note 26 for the nominal value and fair value of the foreign exchange forward contracts and cross currency
interest rate swaps.

IHH Healthcare Berhad | Annual Report 2017 273


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(v) Market risk (continued)
(a) Foreign currency risk (continued)
Exposure to foreign currency risk
The Group’s exposure to foreign currency (a currency which is other than the functional currencies of the Group
entities) risk, based on carrying amounts as at the end of the financial year are as follows:
Singapore United States Japanese India Hong Kong Chinese
Dollar Dollar Euro Yen Rupee Dollar Renminbi Others*
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

2017
Trade and other
receivables – 8,133 3,247 – 1,134 – – 155
Intra-group receivables 22,148 1,648 – – 23,699 – – 330
Cash and cash
equivalents 2,055 2,908,230 28,840 14,702 – 9 222,929 2,918
Loans and borrowings – (495,400) (1,739,258) – – – – –
Trade and other
payables (13,922) (87,816) (15,561) (1,776) – – (28,319) (507)
Intra-group payables (49,612) (957) – – – – (1,281) (15,768)
Put options granted to
non-controlling
interests – – – – (664,943) – – –
Foreign exchange
forward contracts – – – 1,897 – – – –
Call option granted to
non-controlling
interests – – – – (22,493) – – –
(39,331) 2,333,838 (1,722,732) 14,823 (662,603) 9 193,329 (12,872)

2016
Other financial assets – 84,579 – – – – – –
Trade and other
receivables – 10,647 20,338 – – – – 266
Intra-group receivables 28,980 5,782 – – – 1,304,894 – 12,629
Cash and cash
equivalents 2,798 47,334 2,204 37 – 2 – 104,377
Loans and borrowings – (572,390) (2,160,786) – – (1,299,038) – (23,651)
Trade and other
payables (370) (79,849) (16,058) (2,484) – (1,444) (63) (1,833)
Intra-group payables (436,134) (2,336) – – – – – (22,713)
Put options granted to
non-controlling
interests – – – – (627,411) – – –
Foreign exchange
forward contracts – – – (986) – – – –
Call option granted to
non-controlling
interests – – – – (18,128) – – –
(404,726) (506,233) (2,154,302) (3,433) (645,539) 4,414 (63) 69,075

* Others include mainly British Pound, Malaysian Ringgit, Swiss Franc, Australian Dollar, and Bangladeshi Taka.

274 IHH Healthcare Berhad | Annual Report 2017


37. Financial instruments (continued)
(v) Market risk (continued)
(a) Foreign currency risk (continued)
Exposure to foreign currency risk (continued)
Singapore Malaysian United States Hong Kong
Dollar Ringgit Dollar Dollar
Company RM’000 RM’000 RM’000 RM’000

2017
Cash and cash equivalents 189 – 1,182,977 –
Amounts due from/(to) subsidiaries 14,706 (12,567) – –
Trade and other payables (354) – – –
14,541 (12,567) 1,182,977 –

2016
Trade and other receivables – 179 – –
Cash and cash equivalents 285 – 17,969 –
Amounts due from/(to) subsidiaries 28,424 (6,543) – –
Trade and other payables (335) – (5,129) (10)
28,374 (6,364) 12,840 (10)

Sensitivity analysis
A 10% strengthening of the following currencies against the respective functional currencies of the Group entities at
the end of the financial year would have increased/(decreased) profit or loss before tax 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.

2017 2016
Equity Profit or loss Equity Profit or loss
Group RM’000 RM’000 RM’000 RM’000

Singapore Dollar – (3,933) – (40,473)


United States Dollar – 233,384 (18) (50,605)
Euro – (172,273) – (215,430)
Japanese Yen
–– foreign exchange forward contracts – (19,893) – (8,714)
–– non-derivative financial assets and liabilities – 1,293 – (245)
India Rupee (66,494) 232 (62,741) (1,813)
Hong Kong Dollar – 1 – 441
Chinese Renminbi – 19,333 – (6)
Others* – (1,287) – 6,908
(66,494) 56,857 (62,759) (309,937)

* Others include mainly British Pound, Malaysian Ringgit, Swiss Franc, Australian Dollar, and Bangladeshi Taka.

IHH Healthcare Berhad | Annual Report 2017 275


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(v) Market risk (continued)
(a) Foreign currency risk (continued)
Sensitivity analysis (continued)
2017 2016
Equity Profit or loss Equity Profit or loss
Company RM’000 RM’000 RM’000 RM’000

Singapore Dollar – 1,454 – 2,837


Malaysian Ringgit – (1,257) – (636)
United States Dollar – 118,298 – 1,284
Hong Kong Dollar – – – (1)
– 118,495 – 3,484

The foreign currency risk associated with the Japanese denominated outstanding forward foreign exchange contracts
as at 31 December 2017 would have no significant impact to the Group as the Group would have a corresponding
gain in its net future income from Japan as a result of the weakening of Malaysian Ringgit.

A 10% weakening of the above currencies against the respective functional currencies of the Group entities at the
end of the financial year would have an equal but opposite effect on the above currencies to the amounts shown
above, on the basis that all other variables remained constant.

(b) Interest rate risk


This relates to changes in interest rates which affect mainly the Group’s fixed deposits and its debt obligations with
banks and financial institutions. The Group’s fixed-rate financial assets and borrowings are exposed to a risk of
change in their fair value while the variable-rate financial assets and borrowings are exposed to a risk of change in
cash flows. Short term receivables and payables are not significantly exposed to interest rate risk.

The Group has no significant concentration of interest rate risk that may arise from exposure to Group’s fixed deposits
and its obligations with banks and financial institutions.

Risk management objectives, policies and processes for managing the risk
The Group’s policy is to manage its interest cost using a mix of fixed and variable rate debts as well as by rolling over
its fixed deposits and variable rate borrowings on a short-term basis. In respect of long-term borrowings, the Group
may enter into interest rate derivatives to manage its exposure to adverse movements in interest rates.

Interest rate swaps have been entered into to achieve an appropriate mix of fixed and floating rate exposures within
the Group’s policy (See Note 36(vi)).

See Note 26 for the nominal value and fair value of the interest rate swaps.

276 IHH Healthcare Berhad | Annual Report 2017


37. Financial instruments (continued)
(v) Market risk (continued)
(b) Interest rate risk (continued)
Exposure to interest rate risk
The interest rate profile of the Group’s and the Company’s significant interest-bearing financial instruments, based
on carrying amounts as at the end of the financial year are as follows:
Group Company
2017 2016 2017 2016
Group RM’000 RM’000 RM’000 RM’000

Fixed rate instruments


Eurobonds – 81,468 – –
Fixed deposits 1,355,340 1,013,192 275,973 168,804
Bank borrowings (143,944) (116,423) – –
Fixed rate medium term notes (301,007) (126,879) – –
Finance lease liabilities (133,407) (143,624) – –

Variable rate instruments


Cash and bank balances 3,333,110 – 1,182,936 –
Bank borrowings (6,210,030) (7,082,536) – –
Bank overdrafts (68) (11,438) – –
Finance lease liabilities (5,384) (6,288) – –
Loans from a non-controlling interest (844,268) (920,535) – –
Financial guarantee provision (35,273) (36,657) – –
Interest rate swaps (4,240) (9,445) – –
Cross currency interest rate swaps 5,036 (13,783) – –

Sensitivity analysis
Fair value sensitivity analysis for fixed rate instruments
Except for the Eurobonds, 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 financial year would not affect profit or
loss.

During the year, the Group disposed of all its Eurobonds.

As at 31 December 2016, a change of 100 basis points in interest rate would have increase or decrease equity by nil
(2016: RM1,821,000) arising from the AFS Eurobonds.

IHH Healthcare Berhad | Annual Report 2017 277


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(v) Market risk (continued)
(b) Interest rate risk (continued)
Sensitivity analysis (continued)
Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points (“bp”) in interest rates at the reporting date would increase/(decrease) amounts charged
or credited to assets, profit or loss or equity as shown below. This analysis assumes that all other variables, in
particular foreign currency rates, remain constant.
Assets* Equity Profit or loss
100bp 100bp 100bp 100bp 100bp 100bp
increase decrease increase decrease increase decrease
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Group
2017
Interest rate swaps – – 12,501 (15,567) 10,238 (10,238)
Cross currency
interest rate swaps – – 11,119 (11,363) 3,828 (3,828)
Other variable rate
instruments – – – – (37,709) 37,709
– – 23,620 (26,930) (23,643) 23,643

2016
Interest rate swaps – – 23,510 (30,357) 15,735 (15,735)
Cross currency
interest rate swaps – – 9,037 (9,469) 2,336 (2,336)
Other variable rate
instruments 23,013 (23,013) – – (51,227) 51,227
23,013 (23,013) 32,547 (39,826) (33,156) 33,156

Company
2017
Other variable rate
instruments – – – – 11,829 (11,829)

2016
Nil

* Relates to interest capitalised in construction-in-progress

(c) Equity price risk


Equity price risk mainly arises from the Group’s investment in quoted equity securities classified as available-for-sale
financial instruments.

The equity investments are held for long term strategic purposes. Their performance is assessed periodically together
with assessment if their relevance to the Group’s long term strategic plans.

As at 31 December 2016, it is estimated that an increase/(decrease) of 10% in the market price of the quoted equity
securities, with all other variables held constant, would have increased/(decreased) the Group’s equity by
RM117,664,000.

During the year, the Group disposed of all its investments in quoted equity securities.

278 IHH Healthcare Berhad | Annual Report 2017


37. Financial instruments (continued)
(vi) Hedging activities
Cash flow hedge
The Group has entered into interest rate swaps to hedge the cash flow risk in relation to the floating interest rate of some
bank loans. As at 31 December 2017, the Group had interest rate swaps and cross currency interest rate swaps with
nominal value of RM1,023,701,000 and RM382,719,000 respectively (2016: RM1,573,519,000 and RM233,574,000). Details
of the cash flow of the interest rate swaps are shown in Note 37(iv).

As at 31 December 2017, where the interest rate swaps and cross currency interest rate swaps were designated as hedging
instruments in qualifying cash flow hedges, the effective portion of the changes in fair value of the swaps amounting to
RM731,000 gain (2016: RM7,850,000 loss) was recognised in other comprehensive income (see Note 31).

During the year, where hedge accounting was discontinued, not practised or ineffective, the changes in fair value of
interest rate swaps amounting to RM815,000 loss (2016: RM1,900,000 gain) was charged to profit or loss. Accordingly, the
changes in fair value of these interest rate swaps, previously recognised in the hedge reserve amounting to RM2,429,000
loss (2016: RM1,253,000 loss) were reclassified to profit or loss.

Hedge of net investments in a foreign operation


The Group’s Japanese Yen denominated unsecured bank loans has been designated as a natural hedge of the Group’s
net investments in Japan. In 2014, the Group refinanced a Japanese Yen denominated loan with a Singapore Dollar
denominated loan which was overlaid with a cross currency interest rate swaps to realign this SGD borrowing into an
effective Japanese Yen loan to maintain as a natural hedge for its foreign investment in Japan. The carrying value of these
Japanese denominated loan and Japanese medium term notes as at end of financial year was RM1,380,933,000 (2016:
RM1,360,992,000).

Foreign exchange gain of RM21,344,000 (2016: RM81,492,000 loss) was recognised in other comprehensive income with
respect to the effective portion of the hedge.

(vii) Fair value information


The carrying amounts of cash and cash equivalents, short term receivables and payables reasonably, approximate their fair
values due to the relatively short term of nature of these financial instruments.

It is not practicable to reliably estimate the fair value of put option, unquoted equity shares, club membership and other
investments due to the lack of quoted market prices in an active market, significant range of reasonable fair value estimates,
and the inability to reasonably assess the probabilities of the various estimates.

IHH Healthcare Berhad | Annual Report 2017 279


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(vii) Fair value information (continued)
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 value and carrying amounts shown in the statement of financial position.
Fair value of financial instruments carried at fair value
Level 1 Level 2 Level 3 Total

Group Note RM’000 RM’000 RM’000 RM’000

2017
Financial assets
Non-current trade and other receivables1 14 – – – –
Other financial assets2
–– Fixed deposits with tenor of more than 3 months 10 – – – –
Financial derivatives4
–– Foreign exchange forward contracts 26 – 19,167 – 19,167
–– Cross currency interest rate swaps 26 – 5,036 – 5,036
– 24,203 – 24,203

Financial liabilities
Non-current trade and other payables3 25 – – – –
CCPS liabilities 25 – – (93,185) (93,185)
Put options granted to non-controlling interests 25 – – (998,309) (998,309)
Loans from a non-controlling interest 25 – – – –
Loans and borrowings 21 – – – –
Bank overdrafts 16 – – – –
Financial derivatives
–– Interest rate swaps 26 – (4,240) – (4,240)
–– Call option granted to non-controlling interests 26 – – (22,493) (22,493)
– (4,240) (1,113,987) (1,118,227)

1 Exclude prepayments and deposits


2 Exclude available-for-sale unquoted equity shares, club membership and other investments
3 Exclude deposits, advance billings, CCPS liabilities and put options granted to non-controlling interests
4 Exclude put option

280 IHH Healthcare Berhad | Annual Report 2017


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

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

– – 2,820 2,820 2,820 2,820

– – 163,558 163,558 163,558 163,558

– – – – 19,167 19,167
– – – – 5,036 5,036
– – 166,378 166,378 190,581 190,581

– – (65,004) (65,004) (65,004) (65,004)


– – – – (93,185) (93,185)
– – – – (998,309) (998,309)
– – (844,268) (844,268) (844,268) (844,268)
(301,260) – (6,492,787) (6,794,047) (6,794,047) (6,793,772)
– – (68) (68) (68) (68)

– – – – (4,240) (4,240)
– – – – (22,493) (22,493)
(301,260) – (7,402,127) (7,703,387) (8,821,614) (8,821,339)

IHH Healthcare Berhad | Annual Report 2017 281


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(vii) Fair value information (continued)
Fair value of financial instruments carried at fair value
Level 1 Level 2 Level 3 Total

Group Note RM’000 RM’000 RM’000 RM’000

2016
Financial assets
Non-current trade and other receivables1 14 – – – –
Other financial assets2
–– AFS quoted equity shares 10 1,176,638 – – 1,176,638
–– AFS Eurobonds and money market fund 10 – 152,042 – 152,042
–– Fixed deposits with tenor of more than 3 months 10 – – – –
Financial derivatives4
–– Foreign exchange forward contracts 26 – 1,691 – 1,691
1,176,638 153,733 – 1,330,371

Financial liabilities
Non-current trade and other payables3 25 – – – –
CCPS liabilities 25 – – (82,645) (82,645)
Put options granted to non-controlling interests 25 – – (864,608) (864,608)
Loans from a non-controlling interest 25 – – – –
Loans and borrowings 21 – – – –
Bank overdrafts 16 – – – –
Financial derivatives
–– Interest rate swaps 26 – (9,445) – (9,445)
–– Foreign exchange forward contracts 26 – (2,677) – (2,677)
–– Cross currency interest rate swaps 26 – (13,783) – (13,783)
–– Call option granted to non-controlling interests 26 – – (18,128) (18,128)
– (25,905) (965,381) (991,286)

1 Exclude prepayments and deposits


2 Exclude available-for-sale unquoted equity shares, club membership and other investments
3 Exclude deposits, advance billings, CCPS liabilities and put options granted to non-controlling interests
4 Exclude put option
Fair value of financial instruments carried at fair value
Level 1 Level 2 Level 3 Total

Company Note RM’000 RM’000 RM’000 RM’000

2017
Financial assets
Other financial assets
–– AFS money market fund 10 – – – –

2016
Financial assets
Other financial assets
–– AFS money market fund 10 – 70,574 – 70,574

282 IHH Healthcare Berhad | Annual Report 2017


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

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

– – 1,910 1,910 1,910 1,910

– – – – 1,176,638 1,176,638
– – – – 152,042 152,042
– – 209,244 209,244 209,244 209,244

– – – – 1,691 1,691
– – 211,154 211,154 1,541,525 1,541,525

– – (38,880) (38,880) (38,880) (38,880)


– – – – (82,645) (82,645)
– – – – (864,608) (864,608)
– – (920,535) (920,535) (920,535) (920,535)
(127,355) – (7,348,871) (7,476,226) (7,476,226) (7,475,750)
– – (11,348) (11,348) (11,348) (11,348)

– – – – (9,445) (9,445)
– – – – (2,677) (2,677)
– – – – (13,783) (13,783)
– – – – (18,128) (18,128)
(127,355) – (8,319,634) (8,446,989) (9,438,275) (9,437,799)

Fair value of financial instruments not carried at fair value


Level 1 Level 2 Level 3 Total Total fair value Carrying amount

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

– – – – – –

– – – – 70,574 70,574

IHH Healthcare Berhad | Annual Report 2017 283


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(vii) Fair value information (continued)
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.

Level 1 fair value


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

Quoted investments
The fair value of financial assets at fair value through profit or loss and available-for-sale financial instruments is determined
by reference to their quoted closing bid prices at the end of the financial year.

Fixed rate medium term notes


The fair values of fixed rate medium term notes are determined by reference to their quoted closing bid price at the end of
the financial year.

Level 2 fair value


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

Derivative, eurobonds and money market funds


The fair value of foreign exchange forward contracts, cross currency interest rate swaps, interest rate swaps, eurobonds
and money market funds are based on banker quotes.

Transfer between Level 1 and Level 2 fair values


There has been no transfer between Level 1 and Level 2 fair values during the financial year (2016: no transfer in either
direction).

Level 3 fair value


Level 3 fair value is estimated using unobservable inputs for the financial assets and liabilities.

Derivatives
Call option granted to non-controlling interests are stated at fair value and valued using the Black Scholes model. The key
assumptions used include risk-adjusted discount rate, dividend yield and volatility.

Non-derivative financial assets and liabilities


CCPS liabilities are stated at fair value based on the subsidiary’s equity value computed mainly using the discounted cash
flow method based on present value of projected free cash flows of the subsidiary discounted using a risk-adjusted
discount rate.

Put options granted to non-controlling interest are stated at fair value based on the subsidiary’s equity value described
above and the discounted cash flow method based on present value of expected payment discounted using a risk-adjusted
discount rate.

Fair value of other non-derivative financial assets and liabilities, 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 financial year. For finance leases, the market rate of interest is determined by reference to similar lease agreements.

284 IHH Healthcare Berhad | Annual Report 2017


37. Financial instruments (continued)
(vii) Fair value information (continued)
Level 3 fair value (continued)
Non-derivative financial assets and liabilities (continued)
The following table shows a reconciliation for call option granted to non-controlling interests, CCPS liabilities and put
options granted to non-controlling interests from the beginning balances to the ending balances for Level 3 fair value
measurements:
Call option Put options
granted granted
to non- to non-
controlling CCPS controlling
interests liabilities interests
RM’000 RM’000 RM’000

2017
At 1 January 18,128 82,645 864,608
Arising from business combination – – 161,440
Change in fair value 4,753 13,753 45,229
Translation differences (388) (3,213) (72,968)
At 31 December 22,493 93,185 998,309

2016
At 1 January 1,948 58,433 405,249
Arising from business combination – – 176,882
Change in fair value 15,580 21,947 287,733
Translation differences 600 2,265 (5,256)
At 31 December 18,128 82,645 864,608

The following table shows the valuation techniques used in the determination of fair values within Level 3, as well as the
significant unobservable inputs used in the valuation models.
Inter-relationship between
significant unobservable inputs and
Valuation technique Type Significant unobservable inputs fair value measurement

Black Scholes Call option granted to • Risk-adjusted discount The estimated fair value would
model non-controlling rate at 6.4% increase/(decrease) if the risk-adjusted
interests (2016: 6.5%) discount rates were lower/(higher).

• Dividend yield at 0% The estimated fair value would


(2016: 0%) increase/(decrease) if the dividend
yield were lower/(higher).

• Volatility at 33.2% The estimated fair value would


(2016: 46.6%) increase/(decrease) if volatility were
higher/(lower).

Discounted cash • CCPS liabilities Risk-adjusted discount The estimated fair value would
flow approach rates at 11.9% to 15% increase/(decrease) if the risk-adjusted
• Put options granted
(2016: 11.9% to 15%) discount rates were lower/(higher).
to non-controlling
interests

IHH Healthcare Berhad | Annual Report 2017 285


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

37. Financial instruments (continued)


(vii) Fair value information (continued)
Level 3 fair value (continued)
Key unobservable inputs
Key unobservable inputs correspond to:

• Discount rates, based on the risk-free rate for bonds issued by government in the relevant market, adjusted for a risk
premium to reflect the increased risk of investing in the asset class;
• Dividend yield, based on historical return from investment in the equity markets; and
• Volatility, based on historical volatility of comparable companies of a similar term.

38. 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 Group monitors and maintains an optimal debt-to-equity ratio that complies with debt covenants and regulatory requirements.
Group
2017 2016
Note RM’000 RM’000

Loans and borrowings 21 6,793,772 7,475,750


Bank overdrafts 68 11,348
Less: Cash and cash equivalents 16 (6,078,603) (2,443,181)
Net debt 715,237 5,043,917

Total equity 25,900,730 23,893,157

Debt-to-equity ratio 0.03 0.21

There were no changes in the Group’s approach to capital management during the financial year.

The Group is in compliance with all externally imposed capital requirements for the financial years ended 2017 and 2016.

286 IHH Healthcare Berhad | Annual Report 2017


39. Operating leases
(i) Leases as lessee
Group Company
2017 2016 2017 2016
RM’000 RM’000 RM’000 RM’000

Non-cancellable operating lease payable:


–– Within 1 year 231,212 271,685 18 18
–– After 1 year but within 5 years 792,984 812,224 42 60
–– After 5 years 2,056,475 2,372,889 – –
3,080,671 3,456,798 60 78

Land lease premium


Based on the agreement between the Federal Government and the Group in 1994 for the use of Ministry of Health facilities,
the agreement allows the Group to construct buildings in connection with the use of facilities for the training of students.
The land was leased to the Group for a period of 30 years, commencing 1 January 1999.

In July 2012, the Group was informed by Pesuruhjaya Tanah Persekutuan (Federal Land Commission) that the lease
premium from 1 January 1999 to 31 December 2013 amounted to RM2,800,000 and the Group had accordingly made
payments.

The Group has accrued annual lease premium of RM116,000 for 2014 and RM420,000 for 2015 to 2017.

The Group is unable to ascertain the amount of the lease premium from 2018 to 2028 as the lease amount payable is yet
to be determined as at date of these financial statements.

(ii) Leases as lessor


The future minimum lease receivables under non-cancellable leases are as follows:
Group
2017 2016
RM’000 RM’000

Non-cancellable operating lease receivable:


–– Within 1 year 195,640 175,322
–– After 1 year but within 5 years 606,365 526,816
–– After 5 years 774,659 811,901
1,576,664 1,514,039

40. Capital and other commitments


Group
2017 2016
RM’000 RM’000

(a) Capital expenditure commitments


Property, plant and equipment and investment properties
–– Contracted but not provided for 1,083,580 1,147,134

(b) Joint venture


Share of capital commitment of joint venture 137,291 145,648

IHH Healthcare Berhad | Annual Report 2017 287


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

41. Related parties


Related party transactions
Other than disclosed elsewhere in the financial statements, transactions carried out on terms agreed with the related parties are
as follows:
Group
2017 2016
RM’000 RM’000

With substantial shareholders and their related parties


Sales and provision of services 348,005 343,672
Purchases and consumption of services (54,706) (45,840)

With key management personnel and their related parties


Sales and provision of services 13,157 17,594
Purchases and consumption of services (88,318) (74,243)

With associates
Sales and provision of services 9,454 8,732
Rental income 1,708 414
Purchases and consumption of services (1,798) (2,212)

With related corporations


Consultancy fees rendered 340 –
Purchases and consumption of services (3,512) (3,632)

With director of a subsidiary


Consultancy fees paid (272) (294)

Company
2017 2016
RM’000 RM’000

With subsidiaries
Share-based payment transactions 40,118 43,378

288 IHH Healthcare Berhad | Annual Report 2017


41. Related parties (continued)
Related party transactions (continued)
Significant related party balances related to the above transactions are as follows:
Group
2017 2016
RM’000 RM’000

Trade and other receivables


Substantial shareholders and their related parties 46,161 50,109
Key management personnel and their related parties 4,302 8,276
50,463 58,385

Trade and other payables


Substantial shareholders and their related parties (3,907) (4,108)
Key management personnel and their related parties (4,976) (15,918)
(8,883) (20,026)

These transactions have been entered into in the normal course of business and have been established under negotiated terms.

From time to time, directors and key management personnel of the Group, or their related parties, may receive services and
purchase goods from the Group. These services and purchases are on negotiated basis.

42. Acquisition and disposal of business


Disposal of business in 2017
In July 2017, a wholly owned subsidiary, Parkway Healthcare (Hong Kong) Limited (“PHHK”) disposed of its aesthetic business for
nil consideration

The effects of the disposal are as follows:


Note RM’000

Property, plant and equipment 3 662


Inventories 296
Cash and cash equivalents 561
Trade and other payables (1,306)
Fair value of net identifiable assets disposed 213

Cash consideration –
Fair value of net identified assets disposed (213)
(213)
Staff termination expenses paid (563)
Loss on disposal of business (776)

Staff termination expenses paid (563)


Less: Cash and cash equivalents (net of bank overdrafts) disposed (561)
Net cash out flows (1,124)

IHH Healthcare Berhad | Annual Report 2017 289


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

42. Acquisition and disposal of business (continued)


Acquisition of business in 2016
In June 2016, RGE, an indirect 76.25% owned subsidiary of the Company, acquired a food and beverage business for a total cash
consideration of INR 200,000,000 (equivalent to RM12,380,000).

Fair value of consideration transferred


The following summarises the acquisition date fair value of each major class of consideration transferred or payable:
RM’000

Cash and cash equivalents 12,380

Identifiable assets acquired and liabilities assumed


The following summarises the recognised amounts of assets acquired and liabilities assumed at the date of acquisition:
RM’000

Inventories 94
Trade and other receivables 69
Trade and other payables (163)
Fair value of net identifiable assets acquired –

Purchase consideration settled in cash and cash equivalents 12,380


Less: Cash and cash equivalents (net of bank overdrafts) acquired –
12,380

Goodwill
Note RM’000

Fair value of consideration transferred 12,380


Fair value of net identified assets acquired –
Goodwill 6 12,380

43. Acquisitions of subsidiaries


Acquisitions of subsidiaries in 2017
(a) On 10 May 2017, Acibadem Saglik Hizmetleri ve Ticaret A.S. (“ASH”) acquired 100% equity interest in ME-Dİ Sağlık Hizmetleri
İthalat ve Ticaret A.Ş. (“ME-Di”) comprising 110,000 shares from Dilaver Özturan for a total consideration of TL6,500,000
(equivalent to RM7,874,000). The intended principal activity of ME-Di is the provision of outpatient medical services. ME-Di
has merged with ASH on 27 December 2017.

(b) On 31 July 2017, PPL subscribed for 5,104,849 ordinary shares in Angsana for a total consideration of SGD9,300,000
(equivalent to RM29,305,000) resulting in PPL holding 55% equity interest in Angsana and its subsidiaries.

290 IHH Healthcare Berhad | Annual Report 2017


43. Acquisitions of subsidiaries (continued)
Acquisitions of subsidiaries in 2017 (continued)
Fair value of consideration transferred
The following summarises fair value of each major class of consideration transferred or payable at the acquisition date:
Angsana
ME-Di (provisional) Total
RM’000 RM’000 RM’000

Cash and cash equivalents 7,923 29,237 37,160

Identifiable assets acquired and liabilities assumed


The following summarises the recognised amounts of assets acquired and liabilities assumed at the date of acquisition:
Angsana
ME-Di (provisional) Total
Note RM’000 RM’000 RM’000

Property, plant and equipment 3 – 6,372 6,372


Intangible assets 6 7,923 – 7,923
Deferred tax assets 11 – 2 2
Inventories – 408 408
Trade and other receivables – 3,849 3,849
Cash and cash equivalents – 30,426 30,426
Trade and other payables – (9,398) (9,398)
Loans and borrowings – (6,343) (6,343)
Net identifiable assets acquired 7,923 25,316 33,239

The fair value of Angsana group’s identifiable assets acquired, liabilities assumed, non-controlling interests in the acquisition and
the resulting goodwill is provisional, pending the completion of the purchase price allocation exercise. As permitted by MFRS 3
Business Combinations, provisional fair values can used for a period of 12 months from the acquisition date to reflect the initial
accounting for business combinations.

Net cash outflow arising from acquisitions of subsidiaries


Angsana
ME-Di (provisional) Total
RM’000 RM’000 RM’000

Purchase consideration settled in cash and cash equivalents 7,923 29,237 37,160
Less: Cash and cash equivalents acquired – (30,426) (30,426)
7,923 (1,189) 6,734

Goodwill
Angsana
ME-Di (provisional) Total
Note RM’000 RM’000 RM’000

Fair value of consideration transferred 7,923 29,237 37,160


Fair value of net identified assets acquired (7,923) (25,316) (33,239)
Non-controlling interests, based on their proportionate interest
in the net identifiable assets acquired – 11,392 11,392
Goodwill 6 – 15,313 15,313

IHH Healthcare Berhad | Annual Report 2017 291


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

43. Acquisitions of subsidiaries (continued)


Acquisitions of subsidiaries in 2017 (continued)
Post-acquisition contributions to the Group
Angsana
ME-Di (provisional) Total
RM’000 RM’000 RM’000

Revenue – 2,975 2,975


Net profit/(loss) – (6,959) (6,959)

If the above acquisitions had occurred on 1 January 2017, management estimates that consolidated Group revenue would have
been RM11,148,027,000 and consolidated Group profit after tax for the financial year would have been RM822,810,000.

Acquisition-related costs
The Group incurred acquisition-related costs of approximately RM1,782,000 relating to external legal fees and due diligence
costs. The legal fees and due diligence costs have been included in other operating expenses in the Group’s consolidated
statement of profit or loss and other comprehensive income.

Acquisitions of subsidiaries in 2016


(a) Acquisition of indirect subsidiary – Tokushukai-Sofia EOOD (“Tokuda”)
On 8 June 2016, ACC, an indirect subsidiary of the Company, acquired 100% of Tokuda and its subsidiaries for a cash
consideration of TL203,471,000 (equivalent to RM284,329,000).

(b) Acquisition of indirect subsidiary – City Clinic


On 8 June 2016, ACC, an indirect subsidiary of the Company, acquired 100% of City Clinic and its subsidiaries for a fair
value consideration of TL134,044,000 (equivalent to RM187,312,000). The purchase consideration was partially satisfied by
cash payment of TL35,150,000 (equivalent to RM49,118,000), deferred cash purchase consideration of Euro 6,000,000
(equivalent to RM33,563,000), and issuance of the ACC’s shares of a total value of approximately TL74,876,000 (equivalent
to RM104,631,000).

Pursuant to the acquisition of City Clinic, the Group granted put options to non-controlling interest of ACC, who were
formerly shareholders of City Clinic, to sell their shares in ACC to the Group at the higher of the prevailing market price or
an amount determined by the formula stated in the agreement. The put options can only be exercised from June 2019 to
May 2022.

The put options granted to non-controlling interests are classified as a financial liability under trade and other payables
(Note 25).

(c) Acquisition of indirect subsidiary – APlus Saglik Hizmetleri A.S.


On 24 October 2016, ASH acquired 100% equity interest in APlus Saglik Hizmetleri A.S. (“APSH”) comprising of 1,250,000
ordinary shares for a total consideration of TL6,641,000 (equivalent to RM8,961,000).

Fair value of consideration transferred


The following summarises fair value of each major class of consideration transferred or payable at the acquisition date:
City Clinic
adjustments Fair values
during recognised on
Window acquisition
Tokuda City Clinic APSH Period (final)
RM’000 RM’000 RM’000 RM’000 RM’000

Cash and cash equivalents 284,329 49,118 8,961 33,563 375,971


Equity instruments – 104,631 – – 104,631
284,329 153,749 8,961 33,563 480,602

292 IHH Healthcare Berhad | Annual Report 2017


43. Acquisitions of subsidiaries (continued)
Acquisitions of subsidiaries in 2016 (continued)
Final purchase price allocation in 2017
Following the completion of the final purchase price allocation of City Clinic acquisition during the financial year:

(i) final purchase price adjustments made during the 12 months period from acquisition date (the “Window Period”) have not
been applied retrospectively as these adjustments, which relate mainly to balance sheet effects, are immaterial to the
Group.

(ii) adjustments were made to the provisional fair values of the City Clinic acquisition consideration originally recorded in 2016.
The effect of the adjustments made during the Window Period are as per set out below.

Identifiable assets acquired and liabilities assumed


The following summarises the recognised amounts of assets acquired and liabilities assumed at the date of acquisition:
City Clinic
adjustments Fair values
during recognised on
Window acquisition
Tokuda City Clinic APSH Period (final)
Note RM’000 RM’000 RM’000 RM’000 RM’000

Property, plant and equipment 3 237,126 111,509 – – 348,635


Intangible assets 6 45,380 42,001 8,961 – 96,342
Deferred tax assets 11 3,262 4,223 – – 7,485
Inventories 8,303 12,311 – – 20,614
Trade and other receivables 33,388 26,341 – – 59,729
Cash and cash equivalents 45,756 1,553 – – 47,309
Trade and other payables (56,394) (69,227) – – (125,621)
Employee benefits 23 (1,434) (401) – – (1,835)
Loans and borrowings – (85,196) – – (85,196)
Deferred tax liabilities 11 (10,466) (974) – – (11,440)
Fair value of net identifiable assets acquired 304,921 42,140 8,961 – 356,022

Net cash outflow arising from acquisitions of subsidiaries


City Clinic
adjustments Fair values
during recognised on
Window acquisition
Tokuda City Clinic APSH Period (final)
RM’000 RM’000 RM’000 RM’000 RM’000

Purchase consideration settled in cash and cash


equivalents 284,329 49,118 8,961 33,563 375,971
Less: Deferred cash purchase consideration – – – (33,563) (33,563)
Less: Cash and cash equivalents (net of bank
overdrafts) acquired (45,756) (1,553) – – (47,309)
238,573 47,565 8,961 – 295,099

IHH Healthcare Berhad | Annual Report 2017 293


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

43. Acquisitions of subsidiaries (continued)


Acquisitions of subsidiaries in 2016 (continued)
Goodwill
City Clinic
adjustments Fair values
during recognised on
Window acquisition
Tokuda City Clinic APSH Period (final)
Note RM’000 RM’000 RM’000 RM’000 RM’000

Fair value of consideration transferred 284,329 153,749 8,961 33,563 480,602


Fair value of net identified assets acquired (304,921) (42,140) (8,961) – (356,022)
Non-controlling interests, based on their
proportionate interest in the fair value of
net identifiable assets acquired 74 (1,151) – – (1,077)
Goodwill on consolidation recognised in
balance sheet 6 – 110,458 – 33,563 144,021
Negative goodwill recognised in profit or loss 30 (20,518) – – – (20,518)

Post-acquisition contributions to the Group


Tokuda City Clinic APSH Total
RM’000 RM’000 RM’000 RM’000

Revenue 134,377 92,693 – 227,070


Net profit/(loss) 201 (20,187) – (19,986)

If the above acquisitions had occurred on 1 January 2016, management estimates that consolidated Group revenue would have
been RM10,183,551,000 and consolidated Group profit after tax for the financial year would have been RM592,828,000.

Acquisition-related costs
The Group incurred acquisition-related costs of approximately RM3,494,000 relating to external legal fees and due diligence
costs. The legal fees and due diligence costs have been included in other operating expenses in the Group’s consolidated
statement of profit or loss and other comprehensive income.

294 IHH Healthcare Berhad | Annual Report 2017


44. Disposal of a subsidiary
Disposal of a subsidiary in 2017
On 2 November 2017, a 59.6% owned subsidiary, Acibadem Poliklinikleri A.S. (“POL”) disposed of its 60% equity interest in SESU
Ozel Saglik Hizmetleri Tibbi Malzemeler ve Ticaret A.S. (“SESU”) to Ali Suat Gulluoglu (“Disposal”) which was satisfied by share
swap with Ali Suat Gulluoglu for his 30.10% equity interest in Medlife Clinic Ambulance ve Ozel Saglik Hizmetleri Ithalat ve Ihracat
A.S. (“Medlife”). Following the Disposal, SESU ceased to be a subsidiary of POL.

The effects of the disposal are as follows:


Note RM’000

Property, plant and equipment 3 68


Intangible assets 6 217
Deferred tax assets 11 81
Inventories 39
Trade and other receivables 1,215
Tax recoverable 151
Cash and cash equivalents 9
Trade and other payables (3,535)
Employee benefits (1)
Loans and borrowings (27)
Deferred tax liabilities 11 (132)
Net identifiable assets (1,915)
Less: Non-controlling interests 766
Gain on disposal of a subsidiary recognised in profit or loss 30 1,149
Cash consideration –
Less: Cash and cash equivalents disposed (9)
Cash flow on disposal, net of cash disposed (9)

IHH Healthcare Berhad | Annual Report 2017 295


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

44. Disposal of a subsidiary (continued)


Disposal of a subsidiary in 2016
In April 2016, PHL entered into a Share Purchase Agreement to dispose its 90% equity interest in SIPL for a total consideration
of SGD33,673,000 (equivalent to RM100,068,000).

The effects of the disposal are as follows:


Note RM’000

Property, plant and equipment 3 148


Deferred tax assets 11 115
Other financial assets 32,853
Trade and other receivables 100,394
Cash and cash equivalents 90,514
Trade and other payables (165,090)
Employee benefits (370)
Tax payable (702)
Deferred tax liabilities 11 (26)
Net identifiable assets 57,836
Gain on disposal of a subsidiary recognised in profit or loss 30 54,801
Less: Put option recognised at fair value (1,580)
Less: Remaining interest in SIPL remeasured at fair value(i) (10,989)
Cash consideration 100,068
Less: Cash and cash equivalents disposed (90,514)
Cash flow on disposal, net of cash disposed 9,554

(i) The remeasurement to fair value of the Group’s remaining 10% interest in SIPL resulted in a gain of RM6,407,000 which is included in gain on
disposal of a subsidiary (see Note 30) recognised in the Group’s consolidated statement of profit or loss and other comprehensive income.
On disposal of the Group’s controlling stake in SIPL, the Group entered into an agreement with the purchaser and is granted a
put option to sell all of its remaining shares in SIPL only after 14 April 2019 and at the higher of the prevailing market price or
consideration determined pursuant to the agreement. This put option is classified as a financial derivative asset (Note 26).

45. Changes in ownership interest in subsidiaries


Changes in ownership interests in subsidiaries in 2017
(a) On 4 April 2017, Parkway Trust Management Limited (“PTM”) transferred 155,200 PLife REIT units that it owned to its
eligible employees in accordance to PTM’s Long Term Incentive Plan. Consequential thereto, the Group’s effective interest
in PLife REIT was diluted from 35.71% to 35.69%.

The transaction resulted in an increase in capital reserve, non-controlling interests and hedge reserve of RM898,000,
RM257,000 and RM2,000 respectively, and a decrease in foreign currency translation reserve of RM3,000.

(b) On 10 April 2017, Parkway Group Healthcare Pte. Ltd. (“PGH”) divested 29.9% equity interest in PCH to TK Healthcare
Investment Limited (“Taikang”) through a combination of secondary sale and allotment of new shares by PCH to Taikang
as detailed below. Consequential thereto, the Group’s effective interest in PCH decreased from 100% to 70.1%.

The transaction resulted in an increase in capital reserve and non-controlling interests of RM299,609,000 and
RM310,734,000 respectively, and a decrease in foreign currency translation reserve of RM1,116,000.

Pursuant to the divestment, PGH received a deposit of RMB10,000,000 (approximately RM6,231,000) from the non-
controlling interest for granting PGH a put option to require the non-controlling interest to purchase another 10.1% shares
in PCH from PGH when the regulations allow the non-controlling interest to increase its stake in PCH. The put option is valid
till July 2018 and the deposit is non-refundable if the put option is not exercised.

296 IHH Healthcare Berhad | Annual Report 2017


45. Changes in ownership interest in subsidiaries (continued)
Changes in ownership interests in subsidiaries in 2017 (continued)
(c) On 20 April 2017 and 1 June 2017, CHL allotted 3,807,106 and 2,358,071 equity shares respectively to Gleneagles
Development Pte Ltd (“GDPL”). Consequential thereto, the Group’s effective interest in CHL was increased from 51% to
53.13%.

The transactions resulted in a decrease in capital reserve of RM4,484,000 and an increase in non-controlling interests of
RM4,484,000.

(d) On 8 May 2017, Gleneagles (Malaysia) Sdn. Bhd. (“GMSB”) acquired 269,444 ordinary shares representing approximately
1.107% of the total issued shares of Pulau Pinang Clinic Sdn. Bhd. (“PPCSB”) from 3 minority shareholders for a total cash
consideration of RM5,928,000. Consequential thereto, the Group’s effective interest in PPCSB increased from 70.76% to
71.87%.

The transaction resulted in a decrease in capital reserve and non-controlling interests of RM3,008,000 and RM2,919,000
respectively.

(e) On 15 May 2017, ASH disposed of 15% equity interest in ACC to International Finance Corporation for a total consideration
of EUR15,000,000 (equivalent to RM67,322,000). Consequential thereto, the Group’s effective interest in ACC decreased
from 41.2% to 32.2%.

The transaction resulted in an increase in capital reserve and non-controlling interests of RM93,000 and RM67,229,000
respectively.

(f) On 16 May 2017, ASH acquired 1.83% equity interest in ACC from Ilian Georgiev Grigorov for a total consideration of
EUR1,468,000 (equivalent to RM6,957,000). Consequential thereto, the Group’s effective interest in ACC increased from
32.2% to 33.3%.

The transaction resulted in a increase in capital reserve and a decrease in non-controlling interests of RM645,000 and
RM7,795,000 respectively.

(g) On 1 November 2017, POL acquired the remaining 40% equity interest in Medlife and Ozel Turgutreis Poliklinik Hizmetleri
Ticaret A.S. (“T.Reis”). Consequential thereto, the Group’s effective interest in the 2 companies increased from 35.7% to
59.6%. The 2 companies were subsequently merged with POL and dissolved in December 2017.

The transaction resulted in a decrease in capital reserve and an increase in non-controlling interests of RM399,000 and
RM399,000 respectively.

Changes in ownership interests in subsidiaries in 2016


(a) On 2 February 2016, Pantai Hospitals Sdn. Bhd. acquired 1,852,500 ordinary shares of RM1.00 each, representing
approximately 7.72% of the total issued and paid-up share capital of Syarikat Tunas Pantai Sdn. Bhd. (“STPSB”) from
Koperasi Tunas Muda Sungai Ara Berhad for a total consideration of RM25,858,000. Consequential thereto, the Group’s
effective interest in STPSB has increased from 92.28% to 100%.

The transaction resulted in a decrease in capital reserve and non-controlling interests of RM17,826,000 and RM8,032,000
respectively.

(b) On 24 March 2016, Parkway HK Holdings Limited acquired the remaining 15% equity interest in Parkway Healthcare Hong
Kong Limited (“PHHK”) from MediOne (Hong Kong) Limited for a total consideration of HKD11,250,000 (equivalent to
RM5,859,000). Consequential thereto, the Group’s effective interest in PHHK has increased from 85.0% to 100%.

The transaction resulted in a decrease in capital reserve of RM7,663,000 and an increase in non-controlling interests of
RM1,804,000.

IHH Healthcare Berhad | Annual Report 2017 297


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

45. Changes in ownership interest in subsidiaries (continued)


Changes in ownership interests in subsidiaries in 2016 (continued)
(c) On 4 May 2016, Parkway Trust Management Limited (“PTM”) transferred 145,900 PLife REIT units that it owned to its eligible
employees in accordance to PTM’s Long Term Incentive Plan. Consequential thereto, the Group’s effective interest in PLife
REIT was diluted from 35.74% to 35.71%.

The transaction resulted in an increase in capital reserve, non-controlling interests and hedge reserve of RM33,000,
RM860,000 and RM6,000 respectively, and a decrease in foreign currency translation reserve of RM5,000.

(d) On 8 June 2016, following the partial settlement of the purchase consideration of City Clinic through the issue of new
shares in ACC and an internal restructuring, the shareholdings of ACC was reconstituted as follows:

(i) 23.5% held by minority shareholders;

(ii) 15% held by Clinical Hospital Acibadem Sistina Skopje (a 50.3% owned subsidiary of ASH); and

(iii) 61.5% held by ASH.

Consequential thereto, the Group’s effective interest in ACC was diluted from 59.6% to 41.2%.

The transaction resulted in an increase in non-controlling interests of RM125,358,000 and a decrease in capital reserve of
RM20,021,000.

(e) On 8 September 2016, Gleneagles (Malaysia) Sdn. Bhd. (“GMSB”) acquired 174,391 ordinary shares of RM1.00 each,
representing approximately 0.72% in the share capital of Pulau Pinang Clinic Sdn. Bhd. (“PPCSB”) for total consideration of
RM3,139,000. Consequential thereto, the Group’s effective interest in PPCSB increased from 70.1% to 70.8%.

The transaction resulted in a decrease in capital reserve and non-controlling interests of RM1,414,000 and RM1,725,000
respectively.

(f) On 15 September 2016, Pantai Group Resources Sdn. Bhd. acquired the remaining 15% equity interest in Pantai Integrated
Rehab Services Sdn. Bhd. (“PIRSSB”) for total consideration of RM7,565,000. Consequential thereto, the Group’s effective
interest in PIRSSB increased from 85.0% to 100.0%.

The transaction resulted in a decrease in capital reserve and non-controlling interest of RM4,353,000 and RM3,212,000
respectively.

(g) Upon the finalisation of the purchase price allocation for the acquisition of RGE in 2016, an increase in capital reserves of
RM112,000, and a decrease in non-controlling interest of RM112,000 were recognised in 2016.

298 IHH Healthcare Berhad | Annual Report 2017


46. Subsidiaries
Details of subsidiaries are as follows:
Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Direct subsidiaries
IMU Health Sdn. Bhd. Malaysia Investment holding and provision 100 100
of management services to
its subsidiaries

Integrated Healthcare Federal Territory Investment holding 100 100


Holdings Limited # of Labuan
Malaysia

Integrated Healthcare Holdings Mauritius Investment holding 100 100


(Bharat) Limited #

Integrated Healthcare Turkey Federal Territory Investment holding 100 100


Yatirimlari Limited of Labuan
Malaysia

Integrated Healthcare Malaysia Liquidated during the year – 100


Capital Sdn. Bhd. +

Indirect subsidiaries

Held through IMU Health Sdn. Bhd.:


IMU Education Sdn. Bhd. Malaysia Establishing and carrying on 100 100
the business of managing
educational institutions, colleges,
schools and other centres of
learning, research and education

IMU Healthcare Sdn. Bhd. Malaysia Investment holding and provision 100 100
of healthcare services

IMC Education Sdn. Bhd. Malaysia Provision of educational programs 100 100


and training courses for
healthcare and related fields

Held through Integrated Healthcare Holdings Limited:


Parkway Pantai Limited # Singapore Investment holding 100 100

Held through Integrated Healthcare Holdings (Bharat) Limited:


Integrated (Mauritius) Healthcare Mauritius In the process of striking off 100 100
Holdings Limited +

IHH Healthcare Berhad | Annual Report 2017 299


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

46. Subsidiaries (continued)


Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through IMU Healthcare Sdn. Bhd.:


IMU Dialysis Sdn. Bhd. Malaysia Establishing, operating and 60 60
managing dialysis centre(s)
for the provision of
haemodialysis services

Held through Integrated Healthcare Turkey Yatirimlari Limited:


Integrated Healthcare Hastaneler Malaysia Investment holding 100 100
Turkey Sdn. Bhd.

Held through Parkway Pantai Limited:


Parkway HK Holdings Limited (1) # Hong Kong Investment holding 100 100

Parkway Holdings Limited # Singapore Investment holding 100 100

Pantai Diagnostics Indonesia Sdn. Bhd. Malaysia Investment holding 100 100

Pantai Holdings Sdn. Bhd. Malaysia Investment holding 100 100


(formerly known as Pantai
Holdings Berhad)

Parkway Group Healthcare Pte Ltd (7) # Singapore Investment holding and 100 100
provision of management
and consultancy services

Gleneagles Development Pte Ltd (5) # Singapore Investment holding 100 100

Parkway Healthcare Indo-China Singapore Investment holding 100 100


Pte. Ltd. #

Northern TK Venture Pte. Ltd Singapore Investment holding 100 –

Angsana Holdings Pte. Ltd ** Singapore Investment holding 55 –

Held through Integrated Healthcare Hastaneler Turkey Sdn. Bhd.:


Acıbadem Sağlık Yatırımları Holding A.Ş. # Turkey Investment holding 60 60

Held through Acıbadem Sağlık Yatırımları Holding A.Ş.:


APlus Hastane Otelcilik Hizmetleri A.Ş. # Turkey Provision of catering, laundry and 60 60
cleaning services for hospitals

Acıbadem Proje Yönetimi A.Ş. # Turkey Supervise and manage the 60 60


construction of healthcare facilities

Acıbadem Sağlık Hizmetleri ve Turkey Provision of medical, surgical and 59.6 59.6
Ticaret A.Ş. # hospital services

300 IHH Healthcare Berhad | Annual Report 2017


46. Subsidiaries (continued)
Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Acıbadem Sağlık Hizmetleri ve Ticaret A.Ş.:


Acıbadem Poliklinikleri A.Ş. # Turkey Provision of outpatient and surgical 59.6 59.6
(in certain clinics only) services

Acıbadem Labmed Sağlık Turkey Provision of laboratory services 59.6 59.6


Hizmetleri A.Ş. #

International Hospital İstanbul A.Ş. # Turkey Provision of medical, surgical and 53.6 53.6
hospital services

Acıbadem Mobil Sağlık Hizmetleri A.Ş. # Turkey Provision of emergency, home and 59.6 59.6
ambulatory care services

Clinical Hospital Acıbadem Macedonia Provision of medical, surgical and 30.0 30.0
Sistina Skopje # hospital services

Acıbadem Sistina Medikal Kompani Macedonia Provision of medical equipment and 29.8 29.8
Doo Skopje # import and wholesale of drug
and medical materials

Acıbadem Ortadogu Saglik Turkey Construction and planning of 59.6 59.6


Yatirimlari A.Ş. (6) # healthcare facilities, provision
of operation and management
services to healthcare institutions
and secondary logistic services
such as catering cleaning,
laundry services

Acibadem International Medical Netherlands Provision of outpatient services 59.6 59.6


Center B.V. #

Acıbadem Teknoloji A.Ş. # Turkey Conduct research, develop and 59.6 59.6
commercially market healthcare
related software, operating and
information systems, web-based
applications and other technology
solutions nationally and
internationally

APlus Saglik Hizmetleri A.S. # Turkey Provision of medical, surgical and 59.6 59.6
hospital services

Acibadem City Clinic B.V. (11) # Netherlands Investment holding 33.3 41.2

IHH Healthcare Berhad | Annual Report 2017 301


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

46. Subsidiaries (continued)


Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Acıbadem Poliklinikleri A.Ş.:


Gemtip Özel Sağlık Hizmetleri Turkey Provision of outpatient services 40.5 40.5
Sanayi ve Ticaret A.S. #

Medlife Clinic Ambulance ve Turkey Dissolved during the year – 35.7


Özel Sağlık Hizmetleri İthalat
ve İhracat A.Ş. (16)

Bodrum Medikal Özel Sağlık Hizmetleri Turkey Provision of outpatient services 35.7 35.7
Turizm Gıda İnşaat Pazarlama İthalat
İhracat Sanayi ve Ticaret A.Ş. #

Özel Turgutreis Poliklinik Hizmetleri Turkey Dissolved during the year – 35.7
Ticaret A.Ş. (16)

Sesu Özel Sağlık Hizmetleri Tıbbi Turkey Provision of outpatient services – 35.7
Malzemeler Sanayi ve Ticaret A.Ş. (17)

Held through Clinical Hospital Acıbadem Sistina Skopje:


Ordinacija po Interna Medicina Bulgaria Outpatient medical center 30.0 –
Acibadem Sistina Bitola 24 #

Poliklinika Acibadem Sistina Bitola 27 # Bulgaria Outpatient medical center 30.0 –

Held through Acibadem City Clinic B.V.:


Tokushukai-Sofia EOOD (14) Bulgaria Dissolved during the year – 41.2

Acibadem City Clinic EAD Bulgaria Investment holding 33.3 41.2


(formerly known as City Hospitals
and Clinics EAD) #

Held through Tokushukai-Sofia EOOD:


Tokuda Clinical Research Center AD # Bulgaria Site management organisation – (14) 35.0

Acibadem City Clinic Hospice EOOD Bulgaria Hospice care centre – (14) 41.2
(formerly known as Tokuda Hospice
EOOD) #

Tokuda Pharmacy EOOD Bulgaria Pharmacy – (14) 41.2


Acibadem City Clinic Diagnostic Bulgaria Outpatient diagnostic and – (14) 41.2
and Consultation Center EAD consultative centre
(formerly known as Tokuda Medical
Center EAD) #

Acibadem City Clinic Tokuda Hospital EAD Bulgaria Multi-profile hospital for acute care – (14) 41.2
(formerly known as Multi-Profile Hospital
for Acute Care Tokuda Hospital Sofia EAD) #

302 IHH Healthcare Berhad | Annual Report 2017


46. Subsidiaries (continued)
Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Acibadem City Clinic EAD (formerly known as City Hospitals and Clinics EAD):
Acibadem City Clinic University Bulgaria University multi-profile hospital 33.3 41.2
Hospital EOOD for acute care
(formerly known as City Clinic University
Multi-Profile Hospital for Acute Care EOOD) #

Acibadem City Clinic Cardiac Surgery Bulgaria Specialised hospital for acute care 23.3 28.8
Hospital Burgas OOD of cardiac surgery
(formerly known as Specialized Hospital
for Acute Care of Cardiac Surgery City
Clinic Burgas OOD) #

Acibadem City Clinic Diagnostic Bulgaria Outpatient diagnostic and 33.3 41.2
and Consultative Centre EOOD consultative centre
(formerly known as City Clinic Diagnostic
and Consultative Centre EOOD) #

Acibadem City Clinic Medical Center Bulgaria Outpatient medical centre 33.3 41.2
Varna EOOD
(formerly known as City Clinic Medical
Center Bregalnitsa EOOD) #

Acibadem City Clinic Medical Center Bulgaria Outpatient medical centre 33.3 41.2
Burgas EOOD
(formerly known as City Clinic Medical
Center Burgas EOOD) #

City Clinic Services EOOD # Bulgaria Dissolved during the year – 41.2

Acibadem City Clinic Pharmacies EOOD Bulgaria Pharmacy 33.3 41.2


(formerly known as City Clinic Pharmacies
EOOD) #

Healthcare Consulting OOD # Bulgaria Site management organisation 16.8 20.8

United Medical Center Varna EOOD # Bulgaria Liquidated during the year – 41.2

Tokuda Clinical Research Center AD # Bulgaria Site management organisation 28.3 (14) –

Acibadem City Clinic Hospice EOOD Bulgaria Hospice care centre 33.3 (14) –
(formerly known as Tokuda Hospice EOOD) #

Tokuda Pharmacy EOOD Bulgaria Pharmacy 33.3 (14) –

Acibadem City Clinic Diagnostic and



Bulgaria Outpatient diagnostic and 33.3 (14) –
Consultation Center EAD consultative centre
(formerly known as Tokuda Medical
Center EAD) #

Acibadem City Clinic Tokuda Hospital EAD Bulgaria Multi-profile hospital for acute care 33.3 (14) –
(formerly known as Multi-Profile Hospital
for Acute Care Tokuda Hospital Sofia EAD) #

IHH Healthcare Berhad | Annual Report 2017 303


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

46. Subsidiaries (continued)


Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Pantai Holdings Sdn. Bhd. (formerly known as Pantai Holdings Berhad):
Pantai Group Resources Sdn. Bhd. Malaysia Investment holding 100 100

Pantai Hospitals Sdn. Bhd. Malaysia Investment holding and provision 100 100
of management and consultation
services to hospitals and
medical centres

Pantai Management Resources Sdn. Bhd. Malaysia Dormant 100 100

Gleneagles (Malaysia) Sdn. Bhd. Malaysia Investment holding 100 100

Held through Pantai Group Resources Sdn. Bhd.:


P.T. Pantai Healthcare Consulting (3) # Indonesia Dormant 100 100

Pantai Premier Pathology Sdn. Bhd. Malaysia Provision of medical laboratory services 100 100

Pantai Integrated Rehab Services Malaysia Provision of rehabilitation services 100 100
Sdn.Bhd.

Twin Towers Healthcare Sdn. Bhd. Malaysia In the process of Members’ Voluntary 100 100
Winding-up

Pantai Wellness Sdn. Bhd. Malaysia Provision of health and wellness services 100 100

POEM Corporate Health Services Malaysia Dormant 100 100


Sdn.Bhd.

Twin Towers Medical Centre KLCC Malaysia Operation of an outpatient and 100 (13) –
Sdn.Bhd. daycare medical centre

Held through Twin Towers Healthcare Sdn. Bhd.:


Twin Towers Medical Centre KLCC Malaysia Operation of an outpatient and day – (13) 100
Sdn. Bhd. care medical centre

304 IHH Healthcare Berhad | Annual Report 2017


46. Subsidiaries (continued)
Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Pantai Hospitals Sdn. Bhd.: (continued)


Pantai Medical Centre Sdn. Bhd. Malaysia Provision of medical, surgical and 100 100
hospital services as well as
providing administrative support,
management and consultancy
services

Cheras Medical Centre Sdn. Bhd. Malaysia Dormant 100 100

Pantai Klang Specialist Medical Centre Malaysia Dormant 100 100


Sdn. Bhd.

Syarikat Tunas Pantai Sdn. Bhd. Malaysia Provision of medical, surgical and 100 100
hospital services

Paloh Medical Centre Sdn. Bhd. Malaysia Provision of medical, surgical and 95.6 95.6
hospital services

Hospital Pantai Ayer Keroh Sdn. Bhd. Malaysia Dormant 100 100

Hospital Pantai Indah Sdn. Bhd. Malaysia Provision of medical, surgical and 100 100
hospital services

Pantai Hospital Sungai Petani Sdn. Bhd. Malaysia Dormant 100 100

Pantai Screening Services Sdn. Bhd. Malaysia Dormant 100 100

Gleneagles Hospital (Kuala Lumpur) Malaysia Dormant 100 100


Sdn. Bhd. (4)

Pantai Hospital Manjung Sdn. Bhd. Malaysia Dormant 100 100

Pantai Hospital Johor Sdn. Bhd. Malaysia Development, construction and 100 100
leasing of medical facility buildings

Kuala Lumpur Medical Centre Malaysia Dormant 51 51


(Asia Pacific) Sdn. Bhd.

Held through Pantai Medical Centre Sdn. Bhd.:


Magnetom Imaging Sdn. Bhd. Malaysia Liquidated during the year – 100

Pantai-ARC Dialysis Services Sdn. Bhd. Malaysia Provision of haemodialysis services 51 51

HPAK Cancer Centre Sdn. Bhd. Malaysia Under Members’ Voluntary Liquidation 100 100

Oncology Centre (KL) Sdn. Bhd. Malaysia Provision of comprehensive 100 100


professional oncological services,
inclusive of diagnostic, radiotherapy
and chemotherapy treatment

IHH Healthcare Berhad | Annual Report 2017 305


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

46. Subsidiaries (continued)


Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Pantai Premier Pathology Sdn. Bhd.:


Orifolio Options Sdn. Bhd. Malaysia Letting of property 100 100

Held through Gleneagles (Malaysia) Sdn. Bhd.:


Pulau Pinang Clinic Sdn. Bhd. Malaysia Provision of medical, surgical and 71.87 70.77
hospital services

GEH Management Services (M) Sdn. Bhd. Malaysia Dormant 100 100

Held through Parkway Healthcare Indo-China Pte Ltd:


Andaman Alliance Healthcare Limited # Myanmar Provision of medical and health 52 52
related facilities and services

Held through Parkway HK Holdings Limited:


Parkway Healthcare (Hong Kong) Limited # Hong Kong Provision of medical and healthcare 100 100
outpatient services

GHK Hospital Limited # Hong Kong Private hospital ownership, 60 60


development and management

Held through Parkway Holdings Limited:


Parkway Hospitals Singapore Pte. Ltd. # Singapore Private hospitals ownership 100 100
and management

Parkway Trust Management Limited # Singapore Provision of management services 100 100
to PLife REIT

Parkway Investments Pte. Ltd. # Singapore Investment holding 100 100

Parkway Novena Pte. Ltd. # Singapore Development, ownership and 100 100


management of private hospital
premises

Parkway Irrawaddy Pte. Ltd. # Singapore Development, ownership and 100 100


management of a medical centre

Parkway Shenton Pte Ltd # Singapore Investment holding and operation of 100 100
a network of clinics and provision
of comprehensive medical and
surgical advisory services

Medi-Rad Associates Ltd # Singapore Operation of radiology clinics 100 100

306 IHH Healthcare Berhad | Annual Report 2017


46. Subsidiaries (continued)
Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Parkway Holdings Limited: (continued)


Parkway Laboratory Services Ltd. # Singapore Provision of comprehensive 100 100
diagnostic laboratory services

Gleneagles Medical Holdings Limited # Singapore Investment holding 100 100

Parkway College of Nursing and Singapore Provision of courses in nursing and 100 100
Allied Health Pte. Ltd. # allied health

iXchange Pte. Ltd. # Singapore Agent and administrator for 100 100


managed care and related services

Gleneagles JPMC Sdn Bhd # Brunei Management and operation of 75 75


Darussalam a cardiac and cardiothoracic
care centre

Gleneagles Management Services Singapore Provision of advisory, administrative, 100 100


Pte Ltd # management and consultancy
services to healthcare facilities

Held through Parkway Hospitals Singapore Pte. Ltd.:


Parkway Promotions Pte Ltd # Singapore Promoters and organisers of 100 100
healthcare events

MENA Services Pte Ltd # Singapore Nursing agency 100 100

Held through Parkway Group Healthcare Pte Ltd:


Parkway-Healthcare (Mauritius) Ltd ## Mauritius Investment holding 100 100

Gleneagles International Pte. Ltd. # Singapore Investment holding 100 100

Shanghai Gleneagles International People’s Republic Liquidation in process 70 70


Medical and Surgical Center # of China

PCH Holding Pte. Ltd. # Singapore Investment holding 70.1 100

Shanghai Gleneagles Hospital People’s Republic Provision of management 100 100


Management Co., Ltd # of China and consultancy services to
healthcare facilities

IHH Healthcare Berhad | Annual Report 2017 307


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

46. Subsidiaries (continued)


Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through PCH Holding Pte. Ltd.:


Medical Resources International Pte Ltd # Singapore Investment holding 70.1 100

M & P Investments Pte Ltd # Singapore Investment holding 70.1 100

Parkway (Shanghai) Hospital People’s Republic Provision of management and 70.1 100
Management Ltd. # of China consultancy services to
healthcare facilities

Held through M & P Investments Pte Ltd:


ParkwayHealth Shanghai International People’s Republic Provision of medical and health 49.07 70
Hospital Company Limited # of China related facilities and services

Gleneagles Chengdu Hospital Co., Ltd People’s Republic Provision of specialised care 49.07 70
(formerly known as ParkwayHealth of China and services
Chengdu Hospital Company Limited) #

ParkwayHealth Zifeng Nanjing OBGYN People’s Republic Provision of medical and health 42.06 –
Hospital Company Limited # of China related facilities and services

Held through Medi-Rad Associates Ltd:


Radiology Consultants Pte Ltd # Singapore Radiology consultancy and 100 100
interpretative services

Held through Gleneagles Development Pte Ltd:


Continental Hospitals Private Limited # India Private hospital ownership 53.13 51
and management

Ravindranath GE Medical Associates India Private hospital ownership and 76.25 76.25
Private Limited (12) # management, specialty tertiary
care including multi organ
transplant healthcare facility

Parkway Healthcare India India Provision of management and 100 100


Private Limited # consultancy services

Held through Continental Hospitals Private Limited:


C3 Health Community Corporation India Operation of clinics 52.07 49.98
Private Limited ##

Continental Community Clinics India Dormant 52.07 49.98


Private Limited ##

308 IHH Healthcare Berhad | Annual Report 2017


46. Subsidiaries (continued)
Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Ravindranath GE Medical Associates Private Limited:


Centre for Digestive and Kidney India Private hospital ownership and 49.55 49.55
Diseases (India) Private Limited # management, specialty tertiary
care including multi organ
transplant healthcare facility

Global Clinical Research Services India Provision of clinical research services 76.02 76.02
Private Limited #

Held through Parkway Shenton Pte Ltd:


Nippon Medical Care Pte Ltd # Singapore Operation of clinics 70 70

Parkway Shenton International Holdings Singapore Investment holding 100 100


Pte. Ltd. #

Shenton Family Medical Clinics Pte Ltd # Singapore To provide, establish and carry 100 100
on the business of clinics

Held through Parkway Shenton International Holdings Pte. Ltd.:


Parkway Shenton Vietnam Limited + Vietnam Dormant 100 100

Held through Medical Resources International Pte Ltd:


Shanghai Rui Xin Healthcare Co., Ltd. (8) # People’s Republic Provision of medical and healthcare 70.1 100
of China outpatient services

Shanghai Rui Hong Clinic Co., Ltd. (10) # People’s Republic Provision of medical and healthcare 70.1 100
of China outpatient services

Shanghai Xin Rui Healthcare Co., Ltd. (9) # People’s Republic Provision of medical and healthcare 70.1 100
of China outpatient services

Held through Parkway (Shanghai) Hospital Management Ltd.:


Shanghai Shu Kang Hospital Investment People’s Republic Investment holding 70.1 100
Management Co., Ltd. # of China

Suzhou Industrial Park Yuan Hui Clinic People’s Republic Provision of medical and healthcare 70.1 100
Co., Ltd. # of China outpatient services

Held through Shanghai Shu Kang Hospital Investment Management Co., Ltd.:
Shanghai Mai Kang Hospital Investment People’s Republic Investment holding 70.1 100
Management Co., Ltd. # of China

IHH Healthcare Berhad | Annual Report 2017 309


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

46. Subsidiaries (continued)


Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Shanghai Mai Kang Hospital Investment Management Co., Ltd.:
Chengdu Rui Rong Clinic Co., Ltd. # People’s Republic Provision of medical and 70.1 100
of China healthcare outpatient services

Shanghai Rui Pu Clinic Co., Ltd. # People’s Republic Provision of medical and 70.1 100
of China healthcare outpatient services

Shanghai Rui Xiang Clinic Co., Ltd. # People’s Republic Provision of medical and 70.1 100
of China healthcare outpatient services

Shanghai Rui Ying Clinic Co., Ltd. # People’s Republic Provision of medical and 70.1 100
of China healthcare outpatient services

Held through Parkway Investments Pte. Ltd.:


Gleneagles Technologies Services Singapore Dormant 100 100
Pte Ltd #

Gleneagles Medical Centre Ltd. # Singapore Dormant 100 100

Gleneagles Pharmacy Pte Ltd # Singapore Dormant 100 100

Mount Elizabeth Medical Holdings Ltd. # Singapore Investment holding 100 100

Parkway Life Real Estate Investment Singapore Real estate investment trust 35.69 35.71
Trust (2) #

Held through Parkway Life Real Estate Investment Trust:


Matsudo Investment Pte. Ltd. # Singapore Investment holding 35.69 35.71

Parkway Life Japan2 Pte. Ltd. # Singapore Investment holding 35.69 35.71

Parkway Life Japan3 Pte. Ltd. # Singapore Investment holding 35.69 35.71

Parkway Life Japan4 Pte. Ltd. # Singapore Investment holding 35.69 35.71

Parkway Life MTN Pte. Ltd. # Singapore Provision of financial and 35.69 35.71
treasury services

Parkway Life Malaysia Pte. Ltd. # Singapore Investment holding 35.69 35.71

Held through Matsudo Investment Pte. Ltd.:


Godo Kaisha Phoebe (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

310 IHH Healthcare Berhad | Annual Report 2017


46. Subsidiaries (continued)
Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Parkway Life Japan2 Pte. Ltd.:


Godo Kaisha Urbino (15) Japan Liquidated – 35.71

Godo Kaisha Del Monte (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Tenshi 1 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Tenshi 2 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Held through Parkway Life Japan3 Pte. Ltd.:


Godo Kaisha Healthcare 1 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Healthcare 2 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Healthcare 3 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Healthcare 4 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Healthcare 5 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Held through Parkway Life Japan4 Pte. Ltd.:


Godo Kaisha Samurai (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Samurai 2 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Samurai 3 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Samurai 4 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Samurai 5 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

IHH Healthcare Berhad | Annual Report 2017 311


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

46. Subsidiaries (continued)


Effective equity
Place of interest held
incorporation 2017 2016
Name of subsidiary and business Principal activities % %

Held through Parkway Life Japan4 Pte. Ltd.: (continued)


Godo Kaisha Samurai 6 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Samurai 7 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Samurai 8 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Samurai 9 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Samurai 10 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Samurai 11 (15) Japan Special purpose entity 35.69 35.71
– Investment in real estate

Godo Kaisha Samurai 12 (15) Japan Special purpose entity 35.69 –


– Investment in real estate

Held through Parkway Life Malaysia Pte. Ltd.:


Parkway Life Malaysia Sdn. Bhd. ## Malaysia Special purpose entity 35.69 35.71
– Investment in real estate

Held through Angsana Holdings Pte. Ltd.:


Angsana Molecular & Diagnostics Singapore Provision of medical laboratories 55 –
Laboratory Pte. Ltd. ## including biochemistry,
chemistry, haematology and
molecular blood analysis
and testing

Angsana Molecular & Diagnostics Hong Kong Provision of molecular diagnostic 55 –


Laboratory (HK) Limited ## assays and services

Angsana Molecular & Diagnostics Malaysia Research laboratories and carry 55 –


Laboratory Sdn Bhd ## business including taking blood
samples for testing

Held through Angsana Molecular & Diagnostics Laboratory Pte. Ltd.:


Allergy Laboratory Pte Ltd ## Singapore Provision of diagnostic test, 55 –
treatment sets and consultation
for allergic diseases

312 IHH Healthcare Berhad | Annual Report 2017


46. Subsidiaries (continued)
1 Parkway Pantai Limited holds 99.99% shares in Parkway HK Holdings Limited. The other 0.01% shares are held by PHL.
2 Parkway Investment Pte. Ltd., PTM and Integrated Healthcare Holdings Limited hold 35.25% (2016: 35.25%), 0.40% (2016: 0.43%) and 0.04%
(2016: 0.04%) of the units in PLife REIT respectively.
3 Pantai Group Resources Sdn. Bhd. holds 50% shares in P.T. Pantai Healthcare Consulting. The other 50% is held by Pantai Hospitals Sdn. Bhd.
(“PHSB”).
4 PHSB holds 70% shares in Gleneagles Hospital (Kuala Lumpur) Sdn. Bhd.. The other 30% is held by Gleneagles (Malaysia) Sdn. Bhd..
5 Parkway Pantai Limited holds 98% shares in Gleneagles Development Pte Ltd. The remaining 2% are held by Gleneagles International Pte Ltd.
6 Acıbadem Ortadogu Saglik Yatirimlari A.Ş.’s shares are owned by ASH (75%), Acıbadem Mobil (5%), POL (10%), APlus Hastane ve Otelcilik
Hizmetleri A.Ş. (4.998%) and Acıbadem Proje Yonetimi A.Ş. (5%).
7 PPL holds 78.5% shares in Parkway Group Healthcare Pte Ltd (“PGH”). The other 21.5% shares are held by PHL.
8 Medical Resources International Pte Ltd (“MRI”) holds 70% shares in Shanghai Rui Xin Healthcare Co., Ltd.. The other 30% is held by Shanghai
Mai Kang Hospital Investment Management Co., Ltd. (“Shanghai Mai Kang”).
9 MRI holds 70% shares in Shanghai Xin Rui Healthcare Co., Ltd.. The other 30% is held by Shanghai Mai Kang.
10 MRI holds 70% shares in Shanghai Rui Hong Clinic Co., Ltd.. The other 30% is held by Shanghai Mai Kang.
11 ASH and Clinical Hospital Acıbadem Sistina Skopje hold 48.3% (2016: 61.5%) and 15.0% (2016:15%) shares in ACC respectively.
12 The Group consolidated 76.25% of RGE on the basis of shareholding interests that give rise to present access to the rights and rewards of
ownership in RGE. The Group’s equity interest in RGE is 72.26% on a fully diluted basis.
13 Shares were transferred within the Group pursuant to an internal restructuring during the year.
14 During the year, Tokushukai-Sofia EOOD merged with Acibadem City Clinic EAD (formerly known as City Hospitals and Clinics EAD).
All subsidiaries under Tokushukai-Sofia EOOD were transferred over to Acibadem City Clinic EAD and Tokushukai-Sofia EOOD was
subsequently dissolved.
15 Not required to be audited under the laws of country of incorporation. These special purpose entities have been consolidated in the financial
statements in accordance with MFRS 10, as the Group primarily bears the risks and enjoys the benefits of the investments held by these
special purpose entities.
16 During the year, POL acquired the remaining 40% interest in these companies and subsequently after acquisition, merged and dissolved
these companies.
17 During the year, ASH disposed of its 40% interest in SESU.
# Audited by other member firms of KPMG International.
## Audited by firms other than member firms of KPMG International.
+ Audit is not required.

IHH Healthcare Berhad | Annual Report 2017 313


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

47. Associates
Details of associates are as follows:
Effective equity
Place of interest held
incorporation 2017 2016
Name of associate and business Principal activities % %

Indirect associates

Held through Gleneagles (Malaysia) Sdn. Bhd.:


Gleneagles Medical Centre (Kuala Lumpur) Malaysia In liquidation 30 30
Sdn. Bhd. ##

Held through Gleneagles Medical Holdings Limited:


PT Tritunggal Sentra Utama Surabaya ## Indonesia Provision of medical diagnostic 30 30
services

Asia Renal Care Mount Elizabeth Singapore Provision of dialysis services and 20 20
Pte Ltd ## medical consultancy services

Asia Renal Care (Katong) Pte Ltd ## Singapore Provision of dialysis services and 20 20
medical consultancy services

Held through Medi-Rad Associates Ltd:


Positron Tracers Pte. Ltd. # Singapore Ownership and operation of a 33 33
cyclotron for production of
radioactive tracers

# Audited by other member firms of KPMG International.


## Audited by firms other than member firms of KPMG International.

314 IHH Healthcare Berhad | Annual Report 2017


48. Joint ventures
Details of joint ventures are as follows:
Effective equity
Place of interest held
incorporation 2017 2016
Name of joint venture and business Principal activities % %

Indirect joint ventures

Held through Gleneagles Development Pte Ltd:


Apollo Gleneagles Hospital Ltd ## India Private hospital ownership 50 50
and management

Held through Parkway-Healthcare (Mauritius) Ltd:


Apollo Gleneagles PET-CT India Operation of PET-CT radio 50 50
Private Limited ## imaging centre

Held through Shenton Family Medical Clinics Pte Ltd:


Shenton Family Medical Clinic Singapore Dissolved – 50
(Ang Mo Kio) +

Shenton Family Medical Clinic Singapore Operation of medical clinic 50 50


(Bedok Reservoir) +

Shenton Family Medical Clinic Singapore Operation of medical clinic 50 50


(Bukit Gombak) +

Shenton Family Medical Clinic Singapore Operation of medical clinic 50 50


(Duxton) +

Shenton Family Medical Clinic Singapore Operation of medical clinic 50 50


(Jurong East) +

Shenton Family Medical Clinic Singapore Operation of medical clinic 50 50


(Serangoon) +

Shenton Family Medical Clinic Singapore Operation of medical clinic 50 50


(Tampines) +

Shenton Family Medical Clinic Singapore Operation of medical clinic 50 50


(Yishun) +

Shenton Family Medical Clinic Singapore Operation of medical clinic 50 50


(Towner) +

IHH Healthcare Berhad | Annual Report 2017 315


Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

48. Joint ventures (continued)


Effective equity
Place of interest held
incorporation 2017 2016
Name of joint venture and business Principal activities % %

Held through Parkway Shenton Pte Ltd:


Hale Medical Clinic (Concourse) Singapore Operation of medical clinic 50 50
Pte Ltd ##

Held through Parkway Group Healthcare Pte Ltd:


Khubchandani Hospitals India Dormant 50 50
Private Limited ##

Held through Shanghai Mai Kang Hospital Investment Management Co., Ltd.:
Shanghai Hui Xing Hospital People’s Republic Investment holding 42.06 60
Investment Management Co., Ltd. (1) # of China

Held through Shanghai Hui Xing Hospital Investment Management Co., Ltd.:
Shanghai Hui Xing Jinpu Clinic People’s Republic Provision of medical and 42.06 60
Co., Ltd. (1) # of China healthcare outpatient services

1 Notwithstanding that the equity interest in 2016 is more than 50%, the Group had accounted for the Shanghai Hui Xing Hospital Management
Co., Ltd., and its subsidiary, Shanghai Hui Xing Jinpu Clinic Co., Ltd. as a joint venture in accordance to MFRS 10 on the basis that the Group
does not have control over the entity’s operating activities.
# Audited by other member firms of KPMG International.
## Audited by firms other than member firms of KPMG International.
+ Audit is not required.

49. Subsequent events


(i) On 9 January 2018, Parkway-Healthcare (Mauritius) Limited (“PHML”) acquired 0.13% equity interest in RGE for a total
consideration of INR16,240,000 (equivalent to RM1,023,000).

Consequential thereto, the Group’s effective interest in RGE increased from 76.25% to 76.38% based on shareholdings
interests that give rise to present access to the rights and rewards of ownership in RGE.

(ii) On 7 February 2018, Parkway Life Japan2 Pte Ltd (“TK Investor”) entered into a Tokumei Kumiai agreement (“TK Agreement”)
with G. K. Nest (“TK Operator”). Pursuant to the TK Agreement, the purchase price of the property amounting to JPY1,500
million (approximately RM53.6 million) will be injected into the TK Operator by the TK Investor to facilitate the acquisition
of one nursing rehabilitation facility by the TK Operator.

(iii) On 8 February 2018, PHL divested 26% equity interest in Gleneagles JPMC Sdn Bhd (“GJPMC”) for a total consideration of
BND4,203,000 (equivalent to RM12,457,000). Consequential thereto, the Group’s equity interest in GJPMC decreased
from 75.0% to 49.0%. However, GJPMC is still being consolidated as subsidiary of the Group pursuant to MFRS 10:
Consolidated Financial Statements.

(iv) On 16 March 2018, MRI acquired 60% equity interest in Chengdu Shenton Health Clinic., Ltd. (formerly known as Sincere
Chengdu Clinic Co., Ltd.) (“Chengdu Shenton Clinic”) for a total consideration of RMB12,000,000 (equivalent to
RM7,440,000). The principal activity of Chengdu Shenton Clinic is the management and operation of medical and health
related facilities and services.

316 IHH Healthcare Berhad | Annual Report 2017


ANALYSIS OF SHAREHOLDINGS
As at 30 March 2018

Class of securities : Ordinary shares


Issued share capital : 8,239,596,639 ordinary shares
Voting right : One vote per ordinary share

DISTRIBUTION OF SHAREHOLDINGS
No. of No. of
Size of Shareholdings Holders % Holdings %
Less than 100 147 1.95 1,538 0.00
100 - 1,000 2,071 27.44 1,680,307 0.02
1,001 - 10,000 3,593 47.60 15,939,988 0.19
10,001 - 100,000 998 13.22 31,423,046 0.38
100,001 - 411,979,830 * 735 9.74 2,363,300,878 28.68
411,979,831 and above ** 4 0.05 5,827,250,882 70.73
Total 7,548 100.00 8,239,596,639 100.00

Notes:
* Less than 5% of issued share capital
** 5% and above of issued share capital

CATEGORY OF SHAREHOLDERS
No. of % of No. of % of Issued
Category of Shareholders Shareholders Shareholders Shares held Shares
Individual 5,723 75.82 31,442,704 0.38
Banks/Finance Companies 89 1.18 742,579,500 9.01
Investments Trusts/Foundations/Charities 1 0.01 100,000 0.00
Other Types of Companies 90 1.19 4,857,270,928 58.95
Government Agencies/Institutions 0 0.00 0 0.00
Nominees 1,645 21.80 2,608,203,507 31.66
Others 0 0.00 0 0.00
Total 7,548 100.00 8,239,596,639 100.00

IHH Healthcare Berhad | Annual Report 2017 317


Additional Corporate Information

ANALYSIS OF SHAREHOLDINGS
As at 30 March 2018

SUBSTANTIAL SHAREHOLDERS
(As per Register of Substantial Shareholders)
Direct Interest Indirect Interest
No. of % of Issued No. of % of Issued
No. Name Shares Held Shares Shares Held Shares
1. Pulau Memutik Ventures Sdn Bhd 3,362,201,056 40.81 – –
2. Khazanah Nasional Berhad – – 3,362,201,056 i 40.81
3. Mitsui & Co., Ltd 1,485,400,000 18.03 – –
4. Employees Provident Fund Board 713,409,300 ii 8.66 – –
Notes:
i Deemed interest by virtue of its shareholding in Pulau Memutik Ventures Sdn Bhd pursuant to Section 8 of the Companies Act 2016.
ii The shares are held through various nominees companies.

DIRECTORS’ DIRECT AND INDIRECT INTERESTS IN THE COMPANY AND ITS RELATED CORPORATIONS
(As per Register of Directors’ Shareholdings)
Number of ordinary shares
Direct Interest Indirect Interest
No. of % of Issued No. of % of Issued
Interest in the Company Shares Held Shares Shares Held Shares
1. Dr Tan See Leng 10,453,800 0.13 – –
2. Mehmet Ali Aydinlar 176,202,000 2.14 88,910,861 i 1.08
3. Kuok Khoon Ean 250,000 0.00 – –
4. Chang See Hiang 100,000 0.00 – –
Note:
i Deemed interest by virtue of his wife, Hatice Seher Aydinlar’s shareholding in the Company and SZA Gayrimenkul Yatırım İnşaat ve Ticaret A.Ş.’s
shareholding in the Company, a company wholly-owned by Mehmet Ali Aydinlar and his wife, pursuant to Section 8 of the Companies Act 2016.

318 IHH Healthcare Berhad | Annual Report 2017


DIRECTORS’ DIRECT AND INDIRECT INTERESTS IN THE COMPANY AND ITS RELATED CORPORATIONS
(As per Register of Directors’ Shareholdings) (continued)

Mehmet Ali Aydinlar’s direct and/or indirect interest in the subsidiaries are as follows:
Number of ordinary shares of TL1.00 each
Direct Interest Indirect Interest
No. of % of Issued No. of % of Issued
Interest in subsidiaries Shares Held Shares Shares Held Shares
Acibadem Saglik Yatirimlari Holding A.S. 354,533,087 23.20 27,466,913 1.80
Acibadem Saglik Hizmetleri ve Ticaret A.S. 1 0.00 1 0.00
Acibadem Poliklinikleri A.S. 1 0.00 3 0.00
Acibadem Proje Yonetimi A.S. 1 0.00 – –
Aplus Hastane Otelcilik Hizmetleri A.S. 1 0.00 2 0.00

Number of ordinary shares of TL2.00 each


Direct Interest Indirect Interest
No. of % of Issued No. of % of Issued
Shares Held Shares Shares Held Shares
International Hospital İstanbul A.S. 1 0.00 1 0.00

Chang See Hiang’s direct interest in the subsidiary is as follows:


Number of units
Direct Interest Indirect Interest
No. of % of Issued No. of % of Issued
Interest in subsidiary Units Held Units Units Held Units
Parkway Life Real Estate Investment Trust 300,000 0.05 – –

Shirish Moreshwar Apte’s direct interest in the subsidiary is as follows:


Number of units
Direct Interest Indirect Interest
No. of % of Issued No. of % of Issued
Interest in subsidiary Units Held Units Units Held Units
Parkway Life Real Estate Investment Trust 150,000 0.02 – –

Dr Tan See Leng’s direct interest in the subsidiary is as follows:


USD500 million 4.25% Senior Perpetual Securities
Direct Interest
Value of
Securities Held
Interest in subsidiary USD’000
Parkway Pantai Limited 3,000

IHH Healthcare Berhad | Annual Report 2017 319


Additional Corporate Information

ANALYSIS OF SHAREHOLDINGS
As at 30 March 2018

DIRECTORS’ DIRECT AND INDIRECT INTERESTS IN THE COMPANY AND ITS RELATED CORPORATIONS
(As per Register of Directors’ Shareholdings) (continued)

Long Term Incentive Plan


Number of units convertible into ordinary shares
Direct Interest
No. of
Interest in the Company Units Held
1. Dr Tan See Leng 1,233,000
2. Mehmet Ali Aydinlar 660,000

Enterprise Option Scheme


Number of options convertible into ordinary shares
Direct Interest
No. of
Interest in the Company Options Held
1. Dr Tan See Leng 14,229,000

Save as disclosed above, none of the Directors of the Company has any interest direct or indirect in the Company and its
related corporations.

320 IHH Healthcare Berhad | Annual Report 2017


LIST OF
TOP 30 LARGEST SHAREHOLDERS
As at 30 March 2018

No. of % of Issued
No. Name Shares Held Shares

1. Pulau Memutik Ventures Sdn Bhd 3,362,201,056 40.81

2. Mitsui & Co., Ltd 1,485,400,000 18.03

3. Citigroup Nominees (Tempatan) Sdn Bhd 560,616,500 6.80


Employees Provident Fund Board

4. Citigroup Nominees (Asing) Sdn Bhd 419,033,326 5.09


Exempt AN for The Central Depository (Pte) Limited

5. DB (Malaysia) Nominee (Asing) Sdn Bhd 143,350,000 1.74


BNYM SA/NV for Kuwait Investment Authority

6. Kumpulan Wang Persaraan (Diperbadankan) 137,784,200 1.67

7. Amanahraya Trustees Berhad 120,000,000 1.46


Amanah Saham Bumiputera

8. Cartaban Nominees (Asing) Sdn Bhd 102,544,100 1.24


GIC Private Limited for Government of Singapore (C)

9. Cartaban Nominees (Asing) Sdn Bhd 99,607,252 1.21


Exempt AN for State Street Bank & Trust Company (West CLT OD67)

10. Amanahraya Trustees Berhad 82,451,400 1.00


Amanah Saham Wawasan 2020

11. DB (Malaysia) Nominee (Asing) Sdn Bhd 52,766,991 0.64


Deutsche Bank AG London (DB LN EQ HSE CE)

12. Maybank Nominees (Tempatan) Sdn Bhd 52,500,000 0.64


Maybank Trustees Berhad for Public Ittikal Fund (N14011970240)

13. HSBC Nominees (Asing) Sdn Bhd 47,771,475 0.58


JPMCB NA for Vanguard Emerging Markets Stock Index Fund

14. HSBC Nominees (Asing) Sdn Bhd 47,676,300 0.58


BBH and Co Boston for Matthews Pacific Tiger Fund

15. Amanahraya Trustees Berhad 43,800,000 0.53


Amanah Saham Bumiputera 2

16. Amanahraya Trustees Berhad 43,185,000 0.52


Amanah Saham Malaysia

IHH Healthcare Berhad | Annual Report 2017 321


Additional Corporate Information

LIST OF
TOP 30 LARGEST SHAREHOLDERS
As at 30 March 2018

No. of % of Issued
No. Name Shares Held Shares

17. Amanahraya Trustees Berhad 40,924,400 0.50


Public Islamic Dividend Fund

18. HSBC Nominees (Asing) Sdn Bhd 40,889,000 0.50


JPMCB NA for New World Fund, Inc.

19. HSBC Nominees (Asing) Sdn Bhd 37,856,281 0.46


JPMCB NA for Vanguard Total International Stock Index Fund

20. Permodalan Nasional Berhad 37,451,600 0.45

21. Citigroup Nominees (Tempatan) Sdn Bhd 36,408,100 0.44


Employees Provident Fund Board (Nomura)

22. Amanahraya Trustees Berhad 28,976,300 0.35


As 1Malaysia

23. Amsec Nominees (Tempatan) Sdn Bhd 25,701,300 0.31


MTrustee Berhad for CIMB Islamic Dali Equity Growth Fund (UT-CIMB-DALI)

24. Citigroup Nominees (Asing) Sdn Bhd 24,877,899 0.30


Exempt AN for UBS AG Singapore (Foreign)

25. Cartaban Nominees (Asing) Sdn Bhd 24,590,300 0.30


GIC Private Limited for Monetary Authority of Singapore (H)

26. Amanahraya Trustees Berhad 24,439,900 0.30


Public Islamic Equity Fund

27. Cartaban Nominees (Tempatan) Sdn Bhd 24,223,200 0.29


PAMB for Prulink Equity Fund

28. Amanahraya Trustees Berhad 22,000,000 0.27


Public Islamic Sector Select Fund

29. Maybank Nominees (Tempatan) Sdn Bhd 21,705,000 0.26


Maybank Trustees Berhad for Public Regular Savings Fund (N14011940100)

30. Cartaban Nominees (Asing) Sdn Bhd 20,871,900 0.25


SSBT Fund PO01 for Morgan Stanley Investment Management Emerging
Markets Trust

Total 7,211,602,780 87.52

322 IHH Healthcare Berhad | Annual Report 2017


LIST OF
TOP 10 PROPERTIES
for the Financial Year Ended 31 December 2017

Freehold/
Leasehold Year of Built-up/ Approximate
Land and/or Expiry of Land Strata Existing Age of Net Book
No. Address Buildings Lease Area Area Use Buildings Value
Sq m Sq m RM’000

SINGAPORE

1. Mount Elizabeth Novena Hospital Leasehold 2108 N/A Strata Hospital 4 years 3,999,544 a
and Medical Centre Units land and area: building and
38 Irrawaddy Road building 56,361 medical
Singapore 329563 centre

2. Mount Elizabeth Hospital and Leasehold 2075 N/A Strata Hospital 38 years 1,447,039 a,b
Medical Centre Units land and area: building and
3 Mount Elizabeth building 58,290 medical
Singapore 228510 centre

3. Gleneagles Hospital and Freehold – N/A Strata Hospital 26 years 702,510 a,b


Medical Centre Units land and area: building
6 Napier Road, Singapore 258499; building 49,003 and medical
6A Napier Road, Singapore 258500 centre

MALAYSIA

4. Gleneagles Medini Hospital Leasehold 2107 72,313 Built-up Hospital 2 years 394,148
Plot A25 under HSD478967, land and area: building and
PT 170682, Medini Iskandar building 55,313 medical
Malaysia, Johor centre

5. Pantai Hospital Kuala Lumpur Leasehold 2111 22,533 Built-up Hospital 13 years for 312,159 b
8 Jalan Bukit Pantai land and area: building original
59100 Kuala Lumpur building 132,711 block;
3 years and
2 year for
extension
blocks

6. Gleneagles Medical Centre Penang Freehold – 12,411 Built-up Hospital 19 years 182,176 b
1 Jalan Pangkor land and area: building and
10050 Penang building 717,43 5 years for
extension
block

7. Gleneagles Kuala Lumpur Freehold – 13,552 Built-up Hospital 18 years 149,254 b


286 Jalan Ampang land and area: building
50450 Kuala Lumpur building 29,947

IHH Healthcare Berhad | Annual Report 2017 323


Additional Corporate Information

LIST OF
TOP 10 PROPERTIES
for the Financial Year Ended 31 December 2017

Freehold/
Leasehold Year of Built-up/ Approximate
Land and/or Expiry of Land Strata Existing Age of Net Book
No. Address Buildings Lease Area Area Use Buildings Value
Sq m Sq m RM’000

HONG KONG

8. Gleneagles Hong Kong Hospital Leasehold 2063 27,500 Built-up Hospital Less than 1,277,472
1 Nam Fung Path building area: building 1 Year
Wong Chuk Hang 46,750
Hong Kong

INDIA

9. Continental Hospitals Freehold – 11,938 Built-up Hospital 4 years 281,505 c


Plot No.3, Road No.2, land and area: building and
IT & Financial District, building 120,242 medical
Nanakramguda, Gachibowli, centre
Hyderabad, 500 032, India

BULGARIA

10. Bulgaria Tokuda Hosital Freehold – 27,000 Built-up Hospital 11 years 213,670
bul. “Nikola Y. Vaptsarov” 51Б, land and area: building and for original
1407 Sofia, Bulgaria building 51,138 medical block and
centre 8 years for
extension
blocks

Notes:
a Carrying value includes fair value of investment properties, which were revalued in 2017 in accordance with the Group’s accounting policies
b Properties were revalued in 2010 pursuant to a purchase price allocation performed upon acquisition of Parkway Group
c Properties were revalued in 2015 pursuant to a purchase price allocation performed upon acquisition of Continental Hospitals

324 IHH Healthcare Berhad | Annual Report 2017


NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the Eighth Annual General Meeting of IHH HEALTHCARE BERHAD
(“IHH” or “the Company”) will be held at Ballroom A & B, Level 6, Hilton Hotel KL Sentral, 3 Jalan
Stesen Sentral, 50470 Kuala Lumpur, Wilayah Persekutuan, Malaysia on Monday, 28 May 2018
at 10.00 a.m. for the following purposes:

AGENDA
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 approve the payment of a first and final single tier cash dividend of 3 sen per ordinary share for the Ordinary Resolution 1
financial year ended 31 December 2017.

3. To re-elect the following Directors who retire pursuant to Article 113(1) of the Constitution of
the Company:

(i) Rossana Annizah binti Ahmad Rashid Ordinary Resolution 2

(ii) Shirish Moreshwar Apte Ordinary Resolution 3

4. To re-elect Jill Margaret Watts who retires pursuant to Article 120 of the Constitution of the Company. Ordinary Resolution 4

5. To approve the payment of additional fees of RM157,500 payable to the Chairman of the Board in Ordinary Resolution 5
respect of his role as Chairman retrospectively with effect from 1 January 2018 until 30 June 2018.

6. To approve the payment of the following fees and other benefits payable to the Directors of the Ordinary Resolution 6
Company by the Company:

(i) Directors’ fees to the Non-Executive Directors in respect of their directorship and committee
membership in the Company with effect from 1 July 2018 until 30 June 2019 as per the
table below:

Structure Chairman Member


(RM per annum) (RM per annum)
Board of Directors 600,000 285,000
Audit Committee 175,000 100,000
Risk Management Committee 175,000 100,000
Nomination Committee 150,000 90,000
Remuneration Committee 150,000 90,000
Steering Committee 350,000 100,000

(ii) Any other benefits provided to the Directors of the Company by the Company with effect from
1 July 2018 until 30 June 2019, subject to a maximum amount equivalent to RM1,000,000.

IHH Healthcare Berhad | Annual Report 2017 325


Additional Corporate Information

NOTICE OF ANNUAL GENERAL MEETING

7. To approve the payment of the following fees and other benefits payable to the Directors of the Ordinary Resolution 7
Company by the Company’s subsidiaries:

(i) Directors’ fees (or its equivalent amount in Ringgit Malaysia as converted using the middle rate
of Bank Negara Malaysia foreign exchange on the payment dates, where applicable) to the
Directors of the Company who are holding directorship and committee membership in the
subsidiaries of IHH for the period with effect from 1 July 2018 to 30 June 2019 as per below:

Parkway Trust Management Limited


Structure Chairman Member
(SGD per annum) (SGD per annum)
Board of Directors 94,500 47,250
Audit Committee 73,500 –
Nomination & Remuneration Committee 73,500 –

Acibadem Saglik Yatirimlari Holding A.S. Group


Structure Chairman Member
(TRY per annum) (TRY per annum)
Board of Directors – 36,000
Audit & Risk Management Committee 30,000 30,000

(ii) Any other benefits provided to the Directors of the Company by the subsidiaries with effect from
1 July 2018 until 30 June 2019, subject to a maximum amount equivalent to RM300,000.

8. To re-appoint KPMG PLT as Auditors of the Company and to authorise the Directors to fix Ordinary Resolution 8
their remuneration.

AS SPECIAL BUSINESS
To consider and if thought fit, pass the following resolutions:

9. AUTHORITY TO ALLOT SHARES PURSUANT TO SECTION 75 OF THE COMPANIES ACT 2016 Ordinary Resolution 9

“THAT subject to the Companies Act 2016 (the “Act”), the Constitution of the Company and the
approvals from Bursa Malaysia Securities Berhad and other relevant governmental and/or regulatory
authorities, the Directors be and are hereby empowered, pursuant to Section 75 of the Act, to issue
shares in the Company from time to time and upon such terms and conditions and for such purposes
as the Directors may deem fit provided that the aggregate number of shares to be issued pursuant
to this Resolution in any one financial year does not exceed ten percent (10%) of the total number of
issued shares of the Company for the time being and that such authority shall continue in force until
the conclusion of the next Annual General Meeting of the Company.”

326 IHH Healthcare Berhad | Annual Report 2017


10. PROPOSED ALLOCATION OF UNITS UNDER THE LONG TERM INCENTIVE PLAN (“LTIP”) OF Ordinary Resolution 10
THE IHH GROUP AND ISSUANCE OF NEW ORDINARY SHARES IN IHH (“IHH SHARES”) TO
DR TAN SEE LENG

“THAT approval be and is hereby given for the Directors of the Company at any time and from time to
time, commencing from the date of the shareholders’ approval (“Approval Date”) and expiring at the
conclusion of the annual general meeting of the Company commencing next after the Approval Date
or the expiration of the period within which the next annual general meeting of the Company is
required to be held, to allocate, grant and subsequently vest such number of units as the same may
be allocated, granted and vested to Dr Tan See Leng, the Managing Director and Chief Executive
Officer of the Company, under any of the LTIPs of the IHH Group, and to allot and issue a corresponding
number of new IHH Shares to him upon the surrender of such units to the Company, as part of the
compensation package for his services to the Company and/or its group of companies, PROVIDED
THAT the total allocation will be based on the aggregate value of Singapore Dollar 2,692,018 or its
equivalent amount in Ringgit Malaysia as converted using the middle rate of Bank Negara Malaysia
foreign exchange on the issue date (“Base Allocation”), equivalent to the total number of units that
may be granted and vested or the corresponding number of IHH Shares that may be allotted and
issued within that Base Allocation (“Base Number”) at the issue price per unit/IHH Share to be
determined based on the five (5)-day weighted average market price of IHH Shares as traded on
Bursa Malaysia Securities Berhad prior to the issue date (“Issue Price”), PROVIDED FURTHER THAT if
the Base Number contains a fractional part of a thousand, the actual number of units that may be
granted and vested or the corresponding number of IHH Shares that may be allotted and issued
(“Actual Number”) will be rounded-up to the nearest thousand notwithstanding that the total value of
the Actual Number may exceed the Base Allocation based on the Issue Price, AND PROVIDED
ALWAYS THAT the Proposed Allocation shall be subject to the terms and conditions and/or
adjustments which may be made in accordance with the provisions of the respective Bye Laws for the
LTIP.”

11. PROPOSED ALLOCATION OF UNITS UNDER THE LONG TERM INCENTIVE PLAN (“LTIP”) OF Ordinary Resolution 11
THE IHH GROUP AND ISSUANCE OF NEW ORDINARY SHARES IN IHH (“IHH SHARES”) TO
MEHMET ALI AYDINLAR

“THAT approval be and is hereby given for the Directors of the Company at any time and from time to
time, commencing from the date of the shareholders’ approval (“Approval Date”) and expiring at the
conclusion of the annual general meeting of the Company commencing next after the Approval Date
or the expiration of the period within which the next annual general meeting of the Company is
required to be held, to allocate, grant and subsequently vest such number of units as the same may
be allocated, granted and vested to Mehmet Ali Aydinlar, an Executive Director of the Company,
under any of the LTIPs of the IHH Group, and to allot and issue a corresponding number of new IHH
Shares to him upon the surrender of such units to the Company, as part of the compensation package
for his services to the Company and/or its group of companies, PROVIDED THAT the total allocation
will be based on the aggregate value of United States Dollar 1,000,000 or its equivalent amount in
Ringgit Malaysia as converted using the middle rate of Bank Negara Malaysia foreign exchange on
the issue date (“Base Allocation”), equivalent to the total number of units that may be granted and
vested or the corresponding number of IHH Shares that may be allotted and issued within that Base
Allocation (“Base Number”) at the issue price per unit/IHH Share to be determined based on the five
(5)-day weighted average market price of IHH Shares as traded on Bursa Malaysia Securities Berhad
prior to the issue date (“Issue Price”), PROVIDED FURTHER THAT if the Base Number contains a
fractional part of a thousand, the actual number of units that may be granted and vested or the
corresponding number of IHH Shares that may be allotted and issued (“Actual Number”) will be
rounded-up to the nearest thousand notwithstanding that the total value of the Actual Number may
exceed the Base Allocation based on the Issue Price, AND PROVIDED ALWAYS THAT the Proposed
Allocation shall be subject to the terms and conditions and/or adjustments which may be made in
accordance with the provisions of the respective Bye Laws for the LTIP.”

IHH Healthcare Berhad | Annual Report 2017 327


Additional Corporate Information

NOTICE OF ANNUAL GENERAL MEETING

12. PROPOSED RENEWAL OF AUTHORITY FOR IHH TO PURCHASE ITS OWN SHARES OF UP Ordinary Resolution 12
TO TEN PERCENT (10%) OF THE PREVAILING TOTAL NUMBER OF ISSUED SHARES OF THE
COMPANY (“PROPOSED RENEWAL OF SHARE BUY-BACK AUTHORITY”)

“THAT subject to the Companies Act 2016 (the “Act”), rules, regulations and orders made pursuant to
the Act, the provisions of the Company’s Constitution and the Main Market Listing Requirements of
Bursa Malaysia Securities Berhad (“Bursa Securities”) (“Listing Requirements”) and the approvals of all
relevant governmental and/or relevant authorities, the Company be and is hereby authorised, to the
extent permitted by law, to purchase and/or hold such amount of ordinary shares in the Company as
may be determined by the Directors of the Company from time to time through Bursa Securities upon
such terms and conditions as the Directors may deem fit and expedient in the best interest of the
Company provided that:
(i) the aggregate number of shares which may be purchased (“Purchased Shares”) and/or held as
treasury shares pursuant to this ordinary resolution does not exceed ten percent (10%) of the
prevailing total number of issued shares of the Company at the point of purchase;
(ii) the maximum funds to be allocated for the Company to purchase its own shares pursuant to the
Proposed Renewal of Share Buy-Back Authority shall not exceed the retained profits of the
Company;
(iii) upon completion of the purchase by the Company of its own shares, the Directors of the
Company be and are hereby authorised, at their discretion, to deal with the Purchased Shares
in the following manner as may be permitted by the Act, rules, regulations, guidelines,
requirements and/or orders of Bursa Securities and any other relevant authorities for the time
being in force:
(a) cancel all or part of the Purchased Shares; and/or
(b) retain all or part of the Purchased Shares as treasury shares (as defined in Section 127 of
the Act); and/or
(c) resell the treasury shares on Bursa Securities in accordance with the relevant rules of
Bursa Securities; and/or
(d) distribute the treasury shares as share dividends to the shareholders of the Company;
and/or
(e) transfer the treasury shares for the purposes of or under the employees’ share scheme
established by the Group; and/or
(f) transfer the treasury shares as purchase consideration; and/or
(g) sell, transfer or otherwise use the treasury shares for such other purposes as the Minister
may by order prescribe,
or in any other manner as may be prescribed by the Act, the applicable laws, regulations and
guidelines applied from time to time by Bursa Securities and/or any other relevant authority for
the time being in force and that the authority to deal with the Purchased Shares shall continue
to be valid until all the Purchased Shares have been dealt with by the Directors.

THAT the authority conferred by this ordinary resolution shall be effective immediately upon passing
of this ordinary resolution and shall continue to be in force until:
(i) the conclusion of the next Annual General Meeting (“AGM”) of the Company at which time the
authority shall lapse unless by ordinary resolution passed at that AGM, the authority is renewed,
either unconditionally or subject to conditions;
(ii) the expiration of the period within which the next AGM of the Company is required by law to be
held; or
(iii) revoked or varied by ordinary resolution passed by the shareholders of the Company at a
general meeting,
whichever occurs first, but shall not prejudice the completion of purchase(s) by the Company before
the aforesaid expiry date and, in any event, in accordance with the provisions of the Listing
Requirements and any other relevant authorities.

328 IHH Healthcare Berhad | Annual Report 2017


AND THAT the Directors of the Company be and are hereby empowered to do all acts and things
(including the opening and maintaining of a central depositories account(s) under the Securities
Industry (Central Depositories) Act, 1991) and to take all such steps and to enter into and execute all
declarations, commitments, transactions, deeds, agreements, arrangements, undertakings,
indemnities, transfers, assignments and/or guarantees as they may deem fit, necessary, expedient
and/or appropriate in the best interest of the Company in order to implement, finalise and give full
effect to the Proposed Renewal of Share Buy-Back Authority with full powers to assent to any
conditions, modifications, variations (if any) as may be imposed by the relevant authorities.”

13. To transact any other business of which due notice shall have been given.

NOTICE ON DIVIDEND ENTITLEMENT AND PAYMENT


NOTICE IS ALSO HEREBY GIVEN THAT a first and final single tier cash dividend of 3 sen per ordinary share for the financial year
ended 31 December 2017 (“Dividend”), if approved by the shareholders at the forthcoming Eighth Annual General Meeting, will be paid
on 18 July 2018 to depositors whose names appear in the Record of Depositors on 29 June 2018.
A depositor shall qualify for entitlement to the Dividend only in respect of:
(a) shares transferred into the Depositor’s securities account before 4.00 p.m. on 29 June 2018 in respect of transfers; and
(b) shares bought on the Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of the Bursa Malaysia
Securities Berhad.

BY ORDER OF THE BOARD

MICHELE KYTHE LIM BENG SZE (LS 0009763)


SEOW CHING VOON (MAICSA 7045152)
Company Secretaries

Kuala Lumpur
27 April 2018

IHH Healthcare Berhad | Annual Report 2017 329


Additional Corporate Information

NOTICE OF ANNUAL GENERAL MEETING

NOTES: 6. The instrument appointing the proxy together with the


PROXY AND/OR AUTHORISED REPRESENTATIVES Authorisation Document or the duly registered Power of
Attorney referred to in Note 4 above, if any, must be
1. A member entitled to attend and vote at the above Meeting
deposited at the office of the Share Registrar, Symphony
is entitled to appoint a proxy or proxies to exercise all or
Share Registrars Sdn Bhd at Level 6, Symphony House,
any of his rights to attend, participate, speak and vote in his/
Pusat Dagangan Dana 1, Jalan PJU 1A/46, 47301 Petaling
her stead.
Jaya, Selangor Darul Ehsan, Malaysia not less than forty-
2. Where a member of the Company is an exempt authorised eight (48) hours before the time appointed for the taking of
nominee which holds shares in the Company for multiple the poll or at any adjournment thereof.
beneficial owners in one securities account (“omnibus
7. Personal data privacy
account”) as defined under the Securities Industry (Central
Depositories) Act, 1991, there is no limit to the number of By submitting an instrument appointing a proxy(ies) and/or
proxies which the exempt authorised nominee may appoint representative(s) to attend, speak and vote at the above
in respect of each omnibus account it holds. Meeting and/or any adjournment thereof, a member of the
Company (i) consents to the collection, use and disclosure
3. A member other than an exempt authorised nominee shall of the member’s personal data by the Company (or its
be entitled to appoint not more than two (2) proxies to agents) for the purpose of the processing and administration
attend and vote at the same meeting. Notwithstanding the by the Company (or its agents) of proxies and representatives
foregoing, any member other than an exempt authorised appointed for the above Meeting (including any adjournment
nominee who is also a substantial shareholder (within the thereof) and the preparation and compilation of the
meaning of the Companies Act 2016) shall be entitled to attendance lists, minutes and other documents relating to
appoint up to (but not more than) five (5) proxies. Where the above Meeting (including any adjournment thereof),
such member appoints more than one (1) proxy, the and in order for the Company (or its agents) to comply with
appointment shall be invalid unless the percentage of the any applicable laws, listing rules, regulations and/or
shareholding to be represented by each proxy is specified. guidelines (collectively, the “Purposes”), (ii) warrants that
where the member discloses the personal data of the
4. The instrument appointing a proxy shall:
member’s proxy(ies) and/or representative(s) to the
(i) in the case of an individual, be signed by the appointer Company (or its agents), the member has obtained the prior
or by his/her attorney. consent of such proxy(ies) and/or representative(s) for the
(ii) in the case of corporation, be either under its common collection, use and disclosure by the Company (or its
seal or signed by its attorney or an officer on behalf of agents) of the personal data of such proxy(ies) and/or
the corporation. representative(s) for the Purposes, and (iii) agrees that the
member will indemnify the Company in respect of any
A copy of the Authorisation Document or the duly registered
penalties, liabilities, claims, demands, losses and damages
Power of Attorney, which should be valid in accordance
as a result of the member’s breach of warranty.
with the laws of the jurisdiction in which it was created and
exercised, should be enclosed with the proxy form. 8. Members entitled to attend
Only Members whose names appear in the General
5. A corporation which is a member, may by resolution of its
Meeting Record of Depositors on 21 May 2018 shall be
Directors or other governing body authorise such person as
entitled to attend, speak and vote at this Eighth Annual
it thinks fit to act as its representative at the Meeting, in
General Meeting of the Company or appoint a proxy(ies) on
accordance with the Company’s Constitution.
his/her behalf.

330 IHH Healthcare Berhad | Annual Report 2017


EXPLANATORY NOTES ON ORDINARY BUSINESS: As a result of the Streamlining Exercise and in line with the
1. Retirement of Director recommendations of the Malaysian Code on Corporate
Governance, beginning 1 July 2018, the Audit & Risk
Kuok Khoon Ean who retires by rotation pursuant to Article Management Committee (“ARMC”) will be split into an Audit
113(1) of the Constitution of the Company at this Eighth AGM, Committee and a Risk Management Committee (“RMC”),
has expressed his intention not to seek re-election. Hence, respectively, whereas the Nomination & Remuneration
he will retain office until the close of this Eighth AGM. Committee will be split into a Nomination Committee and a
Remuneration Committee, respectively. The splitting of the
2. Directors’ fees and any other benefits
Board committees would accord the respective committees’
By virtue of Section 230(1) of the Companies Act 2016, members more time to focus on the respective functions.
shareholders’ approval is required for the fees of the
Directors and any benefits to be paid to Directors including In view that the Streamlining Exercise has resulted in
any compensation for loss of employment of a Director or increased responsibilities undertaken by the NEDs coupled
former Director of a listed company and its subsidiaries. with the increased coverage and footprint of IHH Group
operationally, at the recommendation of the Senior
In light of the above, the Board has recommended to the Management, the Board (save for the NEDs) has agreed to
shareholders for approval at the forthcoming Eighth AGM of recommend for the shareholders to vote in favour of the
the Company, the proposed Ordinary Resolutions 5 – 7 Ordinary Resolution 6 to effect the proposed revised NEDs
pertaining to the payment of Directors’ fees and any other fees structure followng the Streamlining Exercise. The
benefits to the Directors of the Company by the Company proposed NEDs fees are benchmarked against the
and its subsidiaries respectively. Company’s peer groups comprising Malaysia-based large
market capitalisation (“cap”) companies, Singapore-based
Fees payable to the Chairman of the Board large cap companies and regional healthcare large cap
Following the re-designation of Dato’ Mohammed Azlan bin companies.
Hashim, a Non-Independent Non-Executive Director, as the
Please refer to the Corporate Governance Overview
Chairman of the Board on 1 January 2018, the Board (save
Statement as laid out on pages 132 to 149 of the Company’s
for the Chairman) has agreed to recommend for the
Annual Report 2017 for further explanation in relation to the
shareholders to vote in favour of the Ordinary Resolution 5
proposed NEDs fees structure following the Streamlining
in respect of the additional fees payable to the Chairman of
Exercise.
the Board retrospectively with effect from 1 January 2018 to
30 June 2018. The payment of the NEDs fees will only be made if and after
the proposed Ordinary Resolutions 5 – 7 have been passed
Directors’ fees payable by the Company
at the Eighth AGM of the Company.
In view of the rapid growth of the Group which has added
on to the complexity of the governance structure of the Any other benefits provided to the Directors of the Company
Group as well as the need for more efficient meetings of the by the Company and its subsidiaries
various Board and committees of the Board, the Group has Any other benefits provided to the Directors of the Company
undertaken a restructuring exercise during the financial by the Company and its subsidiaries are mainly comprised
year involving the Board and committees of the Board of medical benefits. Such benefits will be provided to the
across the Group (“Streamlining Exercise”) to, among Directors of the Company if and after the proposed Ordinary
others, simplify and streamline the overall governance Resolutions 6 – 7 have been passed at the Eighth AGM of
structure of the Group. Under the Streamlining Exercise, the Company.
certain identical Board committees established at some of
the operating companies of IHH were collapsed and their
functions had been or would be taken over by the respective
equivalent IHH Board committees.

IHH Healthcare Berhad | Annual Report 2017 331


Additional Corporate Information

NOTICE OF ANNUAL GENERAL MEETING

EXPLANATORY NOTES ON SPECIAL BUSINESS: Rationale of the Proposed Allocation


1. Resolution pursuant to Section 75 of the Companies Act The purpose of the LTIP is to promote ownership of IHH
2016 Shares by eligible employees of our Group including the
The proposed Ordinary Resolution 9 is a renewal of the Executive Directors, thereby motivating eligible employees
general mandate for issuance of shares by the Company including the Executive Directors to work towards achieving
under Section 75 of the Companies Act 2016 (“General our business goals and objectives and to enable us to
Mandate”). The General Mandate, if passed, will empower attract, retain and reward eligible employees of our Group
the Directors to issue shares in the Company up to an by permitting them to participate in our Company’s growth.
amount of not exceeding in total ten percent (10%) of the The LTIP units are granted to eligible employees including
total number of issued shares of the Company for any Executive Directors as part of the annual compensation
possible fund raising activities, funding investment package and upon the meeting of performance targets
project(s), working capital or such purposes as the Directors based upon, among others, the Balanced Scorecard and
consider would be in the interest of the Company. The individual annual performance appraisal. The Proposed
approval is sought to avoid any delay and cost in convening Allocation is part of the compensation package to the
separate general meetings for such issuance of shares. Executive Directors.
This authority, unless revoked or varied at a general
Maximum Number and Basis of Allocation
meeting will expire at the next annual general meeting of
the Company. The actual number of LTIP units to be granted to the
Executive Directors of the Company will be determined at
The Company had, during its Seventh Annual General the sole and absolute discretion of the Board after taking
Meeting held on 22 May 2017, obtained its shareholders’ into account their performance in the Company or its group
approval for the General Mandate. No share was issued of companies or such other matters which the Board may in
pursuant to the General Mandate as at the date of this Notice. their sole discretion deem fit. In respect of the Proposed
Allocation, upon considering the actual performance of the
2. Resolutions pursuant to the proposed allocation of units
Company, Parkway Pantai Limited and Acibadem Saglik
under the Long Term Incentive Plan (“LTIP”) of the IHH
Yatirimlari Holding A.S. and their respective group of
Group and issuance of new ordinary shares in IHH (“IHH
companies for the financial year ended 2017, the Board
Shares”) to the Executive Directors of the Company i.e.
recommends the total allocation to the Executive Directors
Dr Tan See Leng and Mehmet Ali Aydinlar (“Proposed
based on the aggregate value in the currency applicable in
Allocation”)
the jurisdiction each Executive Director is based in to be
The proposed Ordinary Resolutions 10 – 11 are for the converted using the middle rate of Bank Negara Malaysia
purpose of approving the allocation of LTIP units and the foreign exchange on the issue date (“Base Allocation”)
corresponding number of new IHH Shares to the Executive which will be equivalent to the total number of units that
Directors of the Company i.e. Dr Tan See Leng and Mehmet may be granted and vested or the corresponding number
Ali Aydinlar under the LTIP as established by our Company. of IHH Shares that may be allotted and issued within that
Base Allocation (“Base Number”) based on issue price per
unit/IHH Share to be determined based on the five (5)-day
weighted average market price of IHH Shares as traded on
Bursa Securities prior to the issue date (“Issue Price”),
provided that if the Base Number contains a fractional part
of a thousand, the actual number of units that may be
granted and vested or the corresponding number of IHH
Shares that may be allotted and issued (“Actual Number”)
will be rounded-up to the nearest thousand notwithstanding
that the total value  of the Actual Number may exceed the
Base Allocation based on the Issue Price.

332 IHH Healthcare Berhad | Annual Report 2017


The total number of IHH Shares which may be issued under Directors’ and Major Shareholders’ Interests
this LTIP shall not exceed two percent (2%) of the total
Each of Dr Tan See Leng and Mehmet Ali Aydinlar is deemed
number of issued shares of our Company at any time during
interested in the Proposed Allocation to him individually.
the existence of the LTIP. Also, the total number of IHH
Shares which may be issued under LTIP units granted under Accordingly, each of Dr Tan See Leng and Mehmet Ali
this LTIP to a participant who either singly or collectively Aydinlar has abstained and will continue to abstain from all
with persons connected with him owns twenty percent deliberations and voting on the Proposed Allocation to him
(20%) or more of the total number of issued shares of the individually at the relevant Board meetings of IHH and/or its
Company shall not exceed in aggregate ten percent (10%) of subsidiary. In addition, each of Dr Tan See Leng and
the total number of IHH Shares to be issued under the LTIP. Mehmet Ali Aydinlar will abstain and has undertaken to
ensure that persons connected to him will abstain from
All LTIP units that have been vested must be surrendered to
voting in respect of their respective direct and/or indirect
the Company and the Company shall allot and issue to the
shareholding in IHH, if any, on the resolutions pertaining to
eligible employee such number of IHH Shares on the basis
the Proposed Allocation to him individually at the AGM to be
of one (1) IHH Share for each LTIP unit. There is no price
convened.
payable by the eligible employees or Executive Directors
for the allotment and issuance of new IHH Shares to them Save as disclosed above, none of the directors, major
upon surrender of the LTIP units. No shares will be allotted shareholders and persons connected to the directors and
and issued upon the surrender of LTIP units if such allotment major shareholders of IHH are interested in the Proposed
and issuance would violate any provision of applicable laws, Allocation.
nor shall any LTIP units be exercisable more than ten (10)
years, from the date on which the LTIP becomes effective. 3. Proposed renewal of authority for IHH to purchase its own
No LTIP unit shall be granted pursuant to the LTIP on or shares of up to ten percent (10%) of the prevailing total
after the tenth anniversary of the date on which the LTIP number of issued shares of the Company
becomes effective.
The proposed Ordinary Resolution 12, if passed, will enable
Unit Price, Ranking and Listing the Company to purchase its own shares through Bursa
Securities of up to ten percent (10%) of the prevailing total
The IHH Shares to be issued to the Executive Directors number of issued shares of the Company. This authority will,
upon the surrender of all granted and vested LTIP units shall unless revoked or varied at a general meeting, expire at the
be based on the five (5)-day weighted average market price conclusion of the next AGM of the Company.
of IHH Shares at the time the LTIP unit is issued. The new
IHH Shares to be issued pursuant to the Proposed Allocation Further information on the Proposed Renewal of Share Buy-
shall, upon allotment and issue, rank equally in all respects Back Authority is set out in the Statement to shareholders
with the existing IHH Shares save that they shall not be dated 27 April 2018, which is despatched together with the
entitled to any rights, allotments, entitlements, dividends Company’s Annual Report 2017.
and/or distributions, the entitlement date of which is prior to
the date of allotment of such new IHH Shares to be issued.
The new IHH Shares to be issued pursuant to the Proposed
Allocation shall be primarily listed on the Main Market of
Bursa Securities and secondarily listed on the Main Board of
Singapore Exchange Securities Trading Limited, subject to
obtaining the necessary approvals.

IHH Healthcare Berhad | Annual Report 2017 333


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FORM OF PROXY
Eighth Annual General Meeting

*I/*We
(Full name and NRIC/Passport/Company no. in capital letters)
of
(Full address in capital letters and telephone no.)

being a member/members of IHH HEALTHCARE BERHAD (“Company”), hereby appoint:


Full Name Full Address NRIC/ Proportion of Shareholding
Passport No. No. of Shares %

*and/*or
Full Name Full Address NRIC/ Proportion of Shareholding
Passport No. No. of Shares %

*and/*or (only in the case of a substantial shareholder)


Full Name Full Address NRIC/ Proportion of Shareholding
Passport No. No. of Shares %

*and/*or (only in the case of a substantial shareholder)


Full Name Full Address NRIC/ Proportion of Shareholding
Passport No. No. of Shares %

*and/*or (only in the case of a substantial shareholder)


Full Name Full Address NRIC/ Proportion of Shareholding
Passport No. No. of Shares %

or failing *him/*her/*them, the CHAIRMAN OF THE MEETING as *my/*our *proxy/*proxies to vote for *me/*us on *my/*our behalf at the
Eighth Annual General Meeting of the Company to be held at Ballroom A & B, Level 6, Hilton Hotel KL Sentral, 3 Jalan Stesen Sentral,
50470 Kuala Lumpur, Wilayah Persekutuan, Malaysia on Monday, 28 May 2018 at 10.00 a.m. and at any adjournment thereof. *I/*We
indicate with an “✓” or “x” in the spaces below how *I/*we wish *my/*our vote to be cast:
No. Resolutions For Against
Ordinary Resolutions
1 Payment of a first and final single tier cash dividend of 3 sen per ordinary share
2 Re-election of Rossana Annizah binti Ahmad Rashid
3 Re-election of Shirish Moreshwar Apte
4 Re-election of Jill Margaret Watts
5 Approval of payment of additional fees to the Chairman of the Board
6 Approval of payment of Directors’ fees and other benefits to the Directors of the Company by the
Company
7 Approval of payment of Directors’ fees and other benefits to the Directors of the Company by the
Company’s subsidiaries
8 Re-appointment of KPMG PLT as Auditors of the Company and authority to the Directors to fix their
remuneration
9 Authority to allot shares pursuant to Section 75 of the Companies Act 2016
10 Allocation of units under the Long Term Incentive Plan of the IHH Group and issuance of new
ordinary shares in IHH to Dr Tan See Leng
11 Allocation of units under the Long Term Incentive Plan of the IHH Group and issuance of new
ordinary shares in IHH to Mehmet Ali Aydinlar
12 Proposed renewal of authority for IHH to purchase its own shares of up to ten percent (10%) of the
prevailing total number of issued shares of IHH
Subject to the abovestated voting instructions, *my/*our *proxy/*proxies may vote or abstain from voting on any resolutions as
*he/*she/*they may think fit.
Dated this day of 2018. Total no. of Shares held
Securities Account No.

Signature of member/Common Seal of member


3rd fold here

IMPORTANT: PLEASE READ THE NOTES BELOW 5. A corporation which is a member, may by resolution of its Directors or other governing body
Notes: authorise such person as it thinks fit to act as its representative at the Meeting, in accordance
with the Company’s Constitution.
* Delete whichever is not applicable.
6. The instrument appointing the proxy together with the Authorisation Document or the duly
1. A member entitled to attend and vote at the above Meeting is entitled to appoint a proxy or registered Power of Attorney referred to in Note 4 above, if any, must be deposited at the
proxies to exercise all or any of his rights to attend, participate, speak and vote in his/her stead. office of the Share Registrar, Symphony Share Registrars Sdn Bhd at Level 6, Symphony
House, Pusat Dagangan Dana 1, Jalan PJU 1A/46, 47301 Petaling Jaya, Selangor Darul Ehsan,
2. Where a member of the Company is an exempt authorised nominee which holds shares in the
Malaysia not less than forty-eight (48) hours before the time appointed for taking of the poll or
Company for multiple beneficial owners in one securities account (“omnibus account”) as
at any adjournment thereof.
defined under the Securities Industry (Central Depositories) Act, 1991, there is no limit to the
number of proxies which the exempt authorised nominee may appoint in respect of each 7. By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, speak
omnibus account it holds. and vote at the above Meeting and/or any adjournment thereof, a member of the Company (i)
consents to the collection, use and disclosure of the member’s personal data by the Company
3. A member other than an exempt authorised nominee shall be entitled to appoint not more
(or its agents) for the purpose of the processing and administration by the Company (or its
than two (2) proxies to attend and vote at the same meeting. Notwithstanding the foregoing,
agents) of proxies and representatives appointed for the above Meeting (including any
any member other than an exempt authorised nominee who is also a substantial shareholder
adjournment thereof) and the preparation and compilation of the attendance lists, minutes
(within the meaning of the Companies Act 2016) shall be entitled to appoint up to (but not
and other documents relating to the above Meeting (including any adjournment thereof), and
more than) five (5) proxies. Where such member appoints more than one (1) proxy, the
in order for the Company (or its agents) to comply with any applicable laws, listing rules,
appointment shall be invalid unless the percentage of the shareholding to be represented by
regulations and/or guidelines (collectively, the “Purposes”), (ii) warrants that where the
each proxy is specified.
member discloses the personal data of the member’s proxy(ies) and/or representative(s) to
4. The instrument appointing a proxy shall: the Company (or its agents), the member has obtained the prior consent of such proxy(ies)
(i) in the case of an individual, be signed by the appointer or by his/her attorney. and/or representative(s) for the collection, use and disclosure by the Company (or its agents)
(ii) in the case of corporation, be either under its common seal or signed by its attorney or an of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and (iii)
officer on behalf of the corporation. agrees that the member will indemnify the Company in respect of any penalties, liabilities,
claims, demands, losses and damages as a result of the member’s breach of warranty.
A copy of the Authorisation Document or the duly registered Power of Attorney, which should
be valid in accordance with the laws of the jurisdiction in which it was created and exercised, 8. Only Members whose names appear in the General Meeting Record of Depositors on
should be enclosed with the proxy form. 21 May 2018 shall be entitled to attend, speak and vote at this Eighth Annual General Meeting
of the Company or appoint a proxy(ies) on his/her behalf.

2nd fold here

Affix Stamp
here

IHH HEALTHCARE BERHAD (901914-V)


c/o Symphony Share Registrars Sdn Bhd
Level 6 Symphony House,
Pusat Dagangan Dana 1,
Jalan PJU 1A/46,
47301 Petaling Jaya,
Selangor Darul Ehsan,
Malaysia

1st fold here


All rights reserved. No information contained in this report should be reproduced without the express written permission of IHH Healthcare Berhad.
This report contains forward-looking statements. All statements, other than statements of historical facts included in this report, including, without
limitation, those regarding our financial position, business strategies, plans and objectives for future operations, are forward-looking statements. Such
forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or
achievements, or industry results, to be materially different from any future results, performance or achievements, or industry results expressed or
implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding our present and future
business strategies and the environment in which we will operate in the future. Such forward-looking statements reflect our current view with respect
to future events and do not guarantee future performance. We expressly disclaim any obligation or undertaking to release publicly any update or
revision to any forward-looking statement contained in this report to reflect any change in our expectations with regard to such statement or any
change in events, conditions or circumstances on which any such statement is based.
IHH HEALTHCARE BERHAD
(901914-V)
Level 11 Block A, Pantai Hospital Kuala Lumpur,
8 Jalan Bukit Pantai, 59100 Kuala Lumpur, Malaysia

Tel: 603-2298 9898

www.ihhhealthcare.com

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