PROFILE OF DIRECTORS PROFIL PENGARAH ... - ChartNexus
PROFILE OF DIRECTORS PROFIL PENGARAH ... - ChartNexus
PROFILE OF DIRECTORS PROFIL PENGARAH ... - ChartNexus
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<strong>PR<strong>OF</strong>ILE</strong> <strong>OF</strong> <strong>DIRECTORS</strong><br />
PR<strong>OF</strong>IL <strong>PENGARAH</strong>-<strong>PENGARAH</strong><br />
DATO’ VASEEHAR HASSAN BIN ABDUL RAZACK<br />
Independent Non-Executive Director<br />
Pengarah Bebas Bukan Eksekutif<br />
Aged 60, Malaysian<br />
Appointed on 23 October 2000<br />
Berusia 60 tahun, warganegara Malaysia<br />
Dilantik pada 23 Oktober 2000<br />
Dato’ Vaseehar Hassan has 28 years of<br />
experience in the financial sector. He<br />
has a Bachelor’s Degree in Accounting,<br />
Master in Business Administration as well<br />
as Specialised Masters in Consulting and<br />
Coaching and is currently pursuing a<br />
Doctoral Research at the Vrije Universiteit,<br />
Amsterdam.<br />
He also sits on the Board of several other<br />
private limited companies.<br />
He is the Chairman of the Remuneration<br />
and Nomination Committees and a<br />
member of the Audit Committee of the<br />
Company.<br />
Save as disclosed on page 157, Dato’<br />
Vaseehar Hassan does not hold any<br />
securities in the subsidiaries and none of<br />
his family members have direct or indirect<br />
relationship with any director and/or major<br />
shareholder of the Company. He has not<br />
entered into any transaction, whether<br />
directly or indirectly, which has a conflict<br />
of interest with the Company and has not<br />
been convicted of any criminal offences<br />
within the past 10 years. He attended six<br />
out of the nine Board Meetings held during<br />
the financial year.<br />
annual report 2010 / 2011 39<br />
Dato’ Vaseehar Hassan mempunyai 28<br />
tahun pengalaman di bidang kewangan.<br />
Beliau yang memegang Ijazah Sarjana<br />
Muda dalam Perakaunan, Ijazah Sarjana<br />
dalam Pengurusan Perniagaan serta<br />
“Specialised Masters in Consulting and<br />
Coaching” pada masa ini sedang<br />
mengikuti kursus penyelidikan kedoktoran<br />
di Vrije Universiteit, Amsterdam.<br />
Beliau juga adalah ahli Lembaga Pengarah<br />
beberapa syarikat sendirian berhad.<br />
Beliau adalah Pengerusi Jawatankuasa<br />
Imbuhan dan Perlantikan dan ahli<br />
Jawatankuasa Audit Syarikat.<br />
Selain daripada yang telah dinyatakan<br />
pada mukasurat 157, Dato’ Vaseehar tidak<br />
memegang sebarang saham di dalam<br />
anak syarikat dan tiada di kalangan ahli<br />
keluarga beliau yang mempunyai kaitan,<br />
secara langsung atau tidak langsung,<br />
dengan mana-mana pengarah dan /<br />
atau pemegang saham utama Syarikat.<br />
Beliau tidak pernah terlibat dengan<br />
apa-apa urusniaga, secara langsung<br />
atau tidak langsung yang mempunyai<br />
percanggahan kepentingan dengan<br />
Syarikat dan tidak pernah disabitkan<br />
apa-apa kesalahan jenayah dalam<br />
tempoh 10 tahun yang lepas. Beliau telah<br />
menghadiri enam daripada sembilan<br />
Mesyuarat Lembaga Pengarah pada<br />
tahun kewangan semasa.
40<br />
Ingress Corporation Berhad<br />
Dato’ Zulkifly has over 35 years of<br />
experience in the administrative and<br />
diplomatic service. He has a Bachelor of<br />
Art (Hons) from University of Malaya and<br />
Diploma in Foreign Service from University<br />
of Oxford, United Kingdom.<br />
His career started as Assistant Secretary at<br />
the Ministry of Foreign Affairs on 7 April 1971<br />
and later served as a Second Secretary,<br />
Embassy of Malaysia in Manila, Philippines<br />
on 12 November 1973. In 1977, he was<br />
appointed as First Secretary, Embassy of<br />
Malaysia in Yangon, Myanmar. On 16 March<br />
1979 he took up the position of Principal<br />
Assistant Secretary (Administration) at<br />
Ministry of Foreign Affairs. He later joined<br />
the Embassy of Malaysia in Cairo, Egypt<br />
on 17 June 1981 as a Counsellor. In 1987<br />
he was appointed as Deputy Chief of<br />
Protocol, Ministry of Foreign Affairs. He<br />
was then posted as the Consul General of<br />
Malaysia in Medan, Indonesia in 1989 and<br />
in Jeddah, Saudi Arabia on May 1992. He<br />
was later appointed as the Ambassador/<br />
High Commissioner of Malaysia to several<br />
countries such as in 1993 to Kuwait<br />
and concurrently accredited as an<br />
Ambassador to Bahrain, Qatar, Oman and<br />
UAE and then to Bangladesh in 1997. He<br />
was also the High Commissioner to New<br />
Zealand and concurrently accredited as<br />
High Commissioner to Cook Islands and<br />
Niue in 2000 and later held the same<br />
position in New Delhi, India from August<br />
2004 to December 2006.<br />
Dato’ Zulkifly is a member of the Nomination<br />
and Audit Committees of the Company.<br />
Save as disclosed on page 157, Dato’<br />
Zulkifly does not hold any securities in the<br />
subsidiaries and none of his family members<br />
have direct or indirect relationship with<br />
any director and/or major shareholder of<br />
the Company. He has not entered into any<br />
transaction, whether directly or indirectly,<br />
which has a conflict of interest with the<br />
Company and has not been convicted<br />
of any criminal offences within the past 10<br />
years. He attended eight out of the nine<br />
Board Meetings held during the financial<br />
year.<br />
Dato’ Zulkifly mempunyai pengalaman<br />
melebihi 35 tahun dalam bidang<br />
pentadbiran dan perkhidmatan diplomatik.<br />
Beliau memegang Ijazah Sarjana Muda<br />
Sastera dengan kepujian dari Universiti<br />
Malaya dan Diploma in Foreign Service<br />
dari University of Oxford, United Kingdom.<br />
Beliau memulakan kerjayanya sebagai<br />
Penolong Setiausaha di Kementerian Luar<br />
Negeri pada 7 April 1971 dan seterusnya<br />
ditugaskan sebagai Setiausaha Kedua<br />
di Kedutaan Malaysia di Filipina pada 12<br />
November 1973. Pada tahun 1977, beliau<br />
dilantik sebagai Setiausaha Pertama di<br />
Kedutaan Malaysia di Yangon, Myanmar.<br />
Pada 16 Mac 1979, beliau seterusnya<br />
dilantik sebagai Ketua Penolong<br />
Setiausaha (Pentadbiran) di Kementerian<br />
Luar Negeri dan kemudiannya menyertai<br />
Kedutaan Malaysia di Kaherah, Mesir pada<br />
17 Jun 1981 sebagai Penasihat Kedutaan.<br />
Berikutnya pada tahun 1987, beliau telah<br />
dilantik sebagai Timbalan Ketua Protokol<br />
di Kementerian Luar Negeri. Pada tahun<br />
1989, beliau telah ditugaskan sebagai<br />
Konsul Jeneral di Medan, Indonesia dan<br />
seterusnya ke Jeddah, Arab Saudi pada<br />
Mei 1992. Beliau kemudianya dilantik<br />
sebagai Duta/Pesuruhjaya Tinggi Malaysia<br />
ke beberapa buah negara seperti di Kuwait<br />
pada tahun 1993, dan pada waktu yang<br />
sama ditauliahkan serentak sebagai Duta<br />
Besar Malaysia ke Bahrain, Qatar, Oman<br />
DATO’ ZULKIFLY @ IBRAHIM BIN AB RAHMAN<br />
Independent Non- Executive Director<br />
Pengarah Bebas Bukan Eksekutif<br />
Aged 63, Malaysian<br />
Appointed on 17 December 2007<br />
Berusia 63 tahun, warganegara Malaysia<br />
Dilantik pada 17 Disember 2007<br />
dan UAE dan seterusnya Bangladesh<br />
pada tahun 1997. Beliau juga dilantik<br />
sebagai Pesuruhjaya Tinggi Malaysia ke<br />
New Zealand dan ditauliahkan serentak<br />
ke Kepulauan Cook serta Niue pada tahun<br />
2000 seterusnya memegang jawatan yang<br />
sama ke New Delhi, India pada Ogos 2004<br />
hingga Disember 2006.<br />
Dato’ Zulkifly merupakan ahli<br />
Jawatankuasa Perlantikan dan Audit<br />
Syarikat.<br />
Selain daripada yang telah dinyatakan<br />
pada mukasurat 157, Dato’ Zulkifly tidak<br />
memegang sebarang saham di dalam<br />
anak syarikat dan tiada di kalangan ahli<br />
keluarga beliau yang mempunyai kaitan,<br />
secara langsung atau tidak langsung,<br />
dengan mana-mana pengarah dan /<br />
atau pemegang saham utama Syarikat.<br />
Beliau tidak pernah terlibat dengan<br />
apa-apa urusniaga, secara langsung<br />
atau tidak langsung yang mempunyai<br />
percanggahan kepentingan dengan<br />
Syarikat dan tidak pernah disabitkan<br />
apa-apa kesalahan jenayah dalam<br />
tempoh 10 tahun yang lepas. Beliau telah<br />
menghadiri lapan daripada sembilan<br />
Mesyuarat Lembaga Pengarah pada<br />
tahun kewangan semasa.
<strong>PR<strong>OF</strong>ILE</strong> <strong>OF</strong> <strong>DIRECTORS</strong><br />
PR<strong>OF</strong>IL <strong>PENGARAH</strong>-<strong>PENGARAH</strong><br />
ABDUL KHUDUS BIN MOHD NAAIM<br />
Independent Non-Executive Director<br />
Pengarah Bebas Bukan Eksekutif<br />
Aged 57, a Malaysian<br />
Appointed on 10 September 2008<br />
Berusia 57 tahun, warganegara Malaysia<br />
Dilantik pada 10 September 2008<br />
Mr. Abdul Khudus is a Chartered<br />
Accountant in the Malaysian Institute of<br />
Accountants, a Fellow, Association of<br />
Chartered Certified Accountants United<br />
Kingdom, an Associate in the Chartered<br />
Malaysian Institute of Taxation, an<br />
Associate in the Institute of Co-operative<br />
& Management Accountants, Malaysia,<br />
and holds a Diploma in Accountancy from<br />
Mara Institute of Technology, Malaysia.<br />
His career started as an Audit Junior at<br />
Arthur Young & Co, Public Accountants,<br />
Kuala Lumpur from January 1976 to<br />
December 1976 and later served as<br />
Audit Senior at Ramoss Jassen & Partners,<br />
Chartered Accountants, London from<br />
July 1980 to December 1984. He was<br />
appointed as Accountant at Islamic<br />
Finance House PLC, London from January<br />
to December 1985. He joined Syarikat<br />
Takaful Malaysia Berhad in January 1986<br />
until August 1993 with the last position as<br />
Senior Finance Manager. From September<br />
1993 to December 1996, he was Director<br />
of Corporate Affairs at Emile Woolf Group<br />
of Colleges, Kuala Lumpur. He later joined<br />
SKMN Associates, Chartered Accountants,<br />
Malaysia from January 1997 until September<br />
1999 as a Partner. He has been a partner at<br />
KS & Associates, Chartered Accountants,<br />
Malaysia since October 1999, which has<br />
since merged with AKN Arif, Chartered<br />
Accountants in August 2008.<br />
His directorship as Member of Board of<br />
Directors and Audit Committee in other<br />
public companies are Inch Kenneth Kajang<br />
Rubber PLC and Concrete Engineering<br />
Products Bhd. He is also a director of a<br />
number of private limited companies.<br />
He is the Chairman of the Audit Committee<br />
and a member of the Remuneration<br />
Committee of the Company.<br />
Save as disclosed on page 157, Abdul<br />
Khudus does not hold any securities in the<br />
subsidiaries. None of his family members<br />
have direct or indirect relationship with<br />
any director and/or major shareholder of<br />
the Company. He has not entered into any<br />
transaction, whether directly or indirectly,<br />
which has a conflict of interest with the<br />
Company and has not been convicted<br />
of any criminal offences within the past 10<br />
years. He attended eight out of the nine<br />
Board Meetings held during the financial<br />
year.<br />
En. Abdul Khudus adalah Akauntan<br />
Bertauliah di Institut Akauntan Malaysia,<br />
Fellow di Association of Chartered Certified<br />
Accountants United Kingdom, Associate<br />
di Institut Percukaian Bertauliah Malaysia,<br />
Associate di Institut Akauntan Koperasi dan<br />
Pengurusan, Malaysia serta berkelulusan<br />
Diploma Perakaunan daripada Institut<br />
Teknologi MARA, Malaysia.<br />
Beliau memulakan kerjayanya sebagai<br />
Juruaudit di Arthur Young & Co, Akauntan<br />
Awam, Kuala Lumpur dari Januari 1976<br />
hingga Disember 1976 dan seterusnya<br />
sebagai Juruaudit Kanan di Ramoss<br />
Jassen & Partners, Akauntan Berkanun,<br />
London dari Julai 1980 hingga Disember<br />
1984. Beliau dilantik sebagai Akauntan<br />
di Islamic Finance House PLC, London<br />
daripada Januari hingga Disember 1985.<br />
Beliau menyertai Syarikat Takaful Malaysia<br />
Berhad pada Januari 1986 hingga Ogos<br />
1993 dengan jawatan terakhir sebagai<br />
Pengurus Kanan Kewangan. Daripada<br />
September 1993 sehingga Disember<br />
1996, beliau adalah Pengarah Hal Ehwal<br />
Korporat di Kumpulan Kolej Emile Woolf,<br />
Kuala Lumpur. Beliau kemudiannya<br />
annual report 2010 / 2011 41<br />
menyertai SKMN Associates, Akauntan<br />
Bertauliah, Malaysia dari Januari 1997<br />
hingga September 1999 sebagai rakan<br />
kongsi. Beliau kemudian adalah rakan<br />
kongsi di KS & Associates, Akauntan<br />
Bertauliah, Malaysia semenjak Oktober<br />
1999, yang telah bergabung dengan<br />
AKN Arif, Akauntan Bertauliah mulai Ogos<br />
2008.<br />
Beliau juga adalah ahli Lembaga<br />
Pengarah dan ahli Jawatankuasa Audit<br />
di Inch Kenneth Kajang Rubber PLC dan<br />
Concrete Engineering Products Bhd. Beliau<br />
juga adalah pengarah bagi beberapa<br />
syarikat sendirian berhad.<br />
Beliau adalah Pengerusi Jawatankuasa<br />
Audit dan ahli Jawatankuasa Imbuhan<br />
Syarikat.<br />
Selain daripada yang telah dinyatakan<br />
pada mukasurat 157, Abdul Khudus tidak<br />
mempunyai sebarang pegangan saham<br />
di dalam Syarikat atau anak syarikat dan<br />
tiada di kalangan ahli keluarga beliau<br />
yang mempunyai kaitan secara langsung<br />
atau tidak langsung dengan mana-mana<br />
pengarah dan / atau pemegang saham<br />
utama Syarikat. Beliau tidak pernah<br />
terlibat dengan apa-apa urusniaga sama<br />
ada secara langsung atau tidak langsung,<br />
yang mempunyai percanggahan<br />
kepentingan dengan Syarikat dan tidak<br />
pernah disabitkan apa-apa kesalahan<br />
jenayah dalam tempoh 10 tahun yang lalu.<br />
Beliau telah menghadiri lapan daripada<br />
sembilan Mesyuarat Lembaga Pengarah<br />
pada tahun kewangan semasa.
42<br />
Ingress Corporation Berhad<br />
Ungku Farid is a member of the Malaysian<br />
Institute of Accountants and a Fellow of<br />
the Chartered Institute of Management<br />
Accountants (UK). He holds a Master in<br />
Business Administration from Ohio University<br />
(USA), in collaboration with Universiti<br />
Teknologi MARA (UiTM). His previous<br />
work experience was with Pernas NEC<br />
Telecommunications Sdn Bhd in 1980. In<br />
1981, he joined Sapura Holdings Sdn Bhd<br />
and held several positions before being<br />
promoted to Group General Manager,<br />
Finance & Accounting in 1989. In 1995<br />
he joined Time Telecommunications Sdn<br />
Bhd and in 1997, he joined Tap Resources<br />
Berhad as Executive Director Finance<br />
before resigning in 1998. He joined Ingress<br />
Engineering Sdn Bhd as a director in 1998.<br />
He currently sits on the Board of several<br />
other private limited companies.<br />
Save as disclosed on page 157, Ungku<br />
Farid does not hold any securities in the<br />
subsidiaries. None of his family members<br />
have direct or indirect relationship with any<br />
director and/or major shareholder of the<br />
Company save and except by virtue of his<br />
directorship in Ramdawi Sdn Bhd. He has<br />
not entered into any transaction, whether<br />
directly or indirectly, which has a conflict<br />
of interest with the Company and has not<br />
been convicted of any criminal offences<br />
within the past 10 years. He attended all<br />
of the nine Board Meetings held during the<br />
financial year.<br />
Ungku Farid adalah ahli Institut Akauntan<br />
Malaysia dan Fellow Chartered Institute<br />
of Management Accountants (UK).<br />
Beliau mempunyai Sarjana Pentadbiran<br />
Perniagaan dari Ohio University<br />
(Amerika Syarikat) secara usaha sama<br />
dengan Universiti Teknologi MARA<br />
(UiTM). Pengalaman kerjaya beliau<br />
termasuk berkhidmat di Pernas NEC<br />
Telecommunications Sdn Bhd dalam<br />
tahun 1980. Pada tahun 1981, beliau<br />
telah menyertai Sapura Holdings Sdn<br />
Bhd dan menjawat beberapa jawatan<br />
sebelum dinaikkan pangkat sebagai<br />
Pengurus Besar Kumpulan, Perakaunan<br />
dan Kewangan pada tahun 1989.<br />
Dalam tahun 1995, beliau menyertai<br />
Time Telecommunications Sdn Bhd dan<br />
pada tahun 1997, beliau kemudiannya<br />
berkhidmat di Tap Resources Berhad<br />
sebagai Pengarah Eksekutif Kewangan<br />
sehingga beliau meletakkan jawatan<br />
pada tahun 1998. Beliau menyertai Ingress<br />
Engineering Sdn Bhd sebagai pengarah<br />
pada tahun 1998. Beliau juga adalah<br />
ahli Lembaga Pengarah bagi beberapa<br />
syarikat sendirian berhad.<br />
Selain daripada yang telah dinyatakan<br />
pada mukasurat 157. Ungku Farid tidak<br />
memegang sebarang saham dalam anak<br />
syarikat. Tiada di kalangan ahli keluarga<br />
beliau yang mempunyai kaitan secara<br />
langsung atau tidak langsung dengan<br />
mana-mana pengarah dan / atau<br />
pemegang saham utama Syarikat kecuali<br />
dan hanya dengan jawatan pengarah<br />
yang dipegang di Ramdawi Sdn Bhd.<br />
Beliau tidak pernah terlibat dengan apaapa<br />
urusniaga sama ada secara langsung<br />
atau tidak langsung yang mempunyai<br />
percanggahan kepentingan dengan<br />
Syarikat dan tidak pernah disabitkan apa-<br />
UNGKU FARID BIN UNGKU ABD RAHMAN<br />
Independent Non-Executive Director<br />
Pengarah Bebas Bukan Eksekutif<br />
Aged 57, a Malaysian<br />
Appointed on 23 October 2000<br />
Berusia 57 tahun, warganegara Malaysia<br />
Dilantik pada 23 Oktober 2000<br />
apa kesalahan jenayah sepanjang 10<br />
tahun yang lalu. Beliau telah menghadiri<br />
kesemua sembilan Mesyuarat Lembaga<br />
Pengarah pada tahun kewangan<br />
semasa.
<strong>PR<strong>OF</strong>ILE</strong> <strong>OF</strong> <strong>DIRECTORS</strong><br />
PR<strong>OF</strong>IL <strong>PENGARAH</strong>-<strong>PENGARAH</strong><br />
ABDUL RAHIM BIN HAJI HITAM<br />
Independent Non-Executive Director<br />
Pengarah Bebas Bukan Eksekutif<br />
Aged 49, Malaysian<br />
Appointed on 1 April 2010<br />
Berusia 49 tahun, warganegara Malaysia<br />
Dilantik pada 1 April 2010<br />
Mr. Abdul Rahim holds a Bachelor of<br />
Science in Production Engineering and<br />
Management from the Loughborough<br />
University of Technology, United Kingdom.<br />
He started his career at Perusahaan<br />
Otomobil Nasional Sdn Bhd (PROTON)<br />
in September 1984 until August 1989,<br />
when he then joined Alps Electric (M)<br />
Sdn Bhd as the Production Manager until<br />
September 1990. Subsequently, he joined<br />
Sapura Motors Berhad and held various<br />
management positions between October<br />
1990 until September 1999, the last being<br />
the Deputy Managing Director. In October<br />
1999, he joined Ingress Group as the<br />
Managing Director of Ingress Autoventures<br />
Co., Ltd.<br />
Save as disclosed on page 157, Mr. Abdul<br />
Rahim does not hold any securities in the<br />
subsidiaries and none of his family members<br />
have direct or indirect relationship with<br />
any director and/or major shareholder of<br />
the Company. He has not entered into any<br />
transaction, whether directly or indirectly,<br />
which has a conflict of interest with the<br />
Company and has not been convicted<br />
of any criminal offences within the past<br />
10 years. He attended all of the six Board<br />
Meetings held during the financial year<br />
subsequent to his appointment.<br />
annual report 2010 / 2011 43<br />
En. Abdul Rahim memegang Ijazah<br />
Sarjana Muda Kejuruteraan Pengeluaran<br />
dan Pengurusan dari Loughborough<br />
University of Technology, United Kingdom.<br />
Beliau memulakan kerjayanya di<br />
Perusahaan Otomobil Nasional Sdn Bhd<br />
(PROTON) pada tahun 1984 sehingga<br />
Ogos 1989 dan seterusnya menyertai Alps<br />
Electric (M) Sdn Bhd sebagai Pengurus<br />
Pengeluaran sehingga September 1990.<br />
Beliau kemudian menyertai Sapura Motors<br />
Berhad dan memegang pelbagai jawatan<br />
pengurusan bermula bulan Oktober 1990<br />
sehingga September 1999, yang terakhir<br />
sebagai Timbalan Pengarah Urusan. Pada<br />
bulan Oktober 1999, beliau menyertai<br />
syarikat Kumpulan Ingress sebagai<br />
Pengarah Urusan di Ingress Autoventures<br />
Co., Ltd.<br />
Selain daripada yang telah dinyatakan<br />
pada mukasurat 157, Abdul Rahim tidak<br />
memegang sebarang saham dalam<br />
anak syarikat dan tiada di kalangan ahli<br />
keluarga beliau yang mempunyai kaitan<br />
secara langsung atau tidak langsung<br />
dengan mana-mana pengarah dan /<br />
atau pemegang saham utama Syarikat.<br />
Beliau tidak pernah terlibat dengan apaapa<br />
urusniaga sama ada secara langsung<br />
atau tidak langsung yang mempunyai<br />
percanggahan kepentingan dengan<br />
Syarikat dan tidak pernah disabitkan apaapa<br />
kesalahan jenayah sepanjang 10<br />
tahun yang lepas. Beliau telah menghadiri<br />
kesemua enam Mesyuarat Lembaga<br />
Pengarah pada tahun kewangan semasa<br />
semenjak perlantikan beliau.
44<br />
Ingress Corporation Berhad<br />
Statement of Directors’<br />
Responsibility for Preparing the Financial<br />
Statements<br />
The directors are required to ensure that financial statements of the Group and the Company for each financial<br />
year are prepared in accordance with Financial Reporting Standards, the provisions of the Companies Act,<br />
1965 in Malaysia and the Listing Requirements.<br />
The directors are also responsible in ensuring that annual financial statements of the Group and the Company<br />
reflect a true and fair view of the state of affairs of the Group and the Company.<br />
In the preparation of financial statements, the directors consider that:-<br />
• the Group and the Company adopt appropriate accounting policies and they are consistently applied;<br />
• reasonable and prudent judgements and estimates are made;<br />
• all Financial Reporting Standards in Malaysia are observed; and<br />
• proper accounting records are kept so that the financial statements are prepared with reasonable<br />
accuracy.<br />
The directors have general responsibilities for taking such steps that are reasonably available to them to safeguard<br />
the assets of the Group and the Company in order to prevent and detect fraud and other irregularities.
Audit Committee<br />
annual a report 2010<br />
10 / 201 2011 45<br />
45<br />
From left<br />
Dato’ Vaseehar Hassan bin Abdul Razack • Abdul Khudus bin Mohd Naaim (Chairman)<br />
• Dato’ Zulkifly @ Ibrahim bin Ab Rahman • Shamsudin @ Samad bin Kassim
46 46<br />
CHAIRMAN<br />
Ingress Corporation Berhad<br />
Audit Committee Report<br />
Abdul Khudus bin Mohd Naaim<br />
Independent and non-Executive Director<br />
MEMBERS<br />
Dato’ Vaseehar Hassan bin Abdul Razack<br />
Independent and non-Executive Director<br />
Shamsudin @ Samad bin Kassim<br />
Independent and non-Executive Director<br />
Dato’ Zulkifly @ Ibrahim bin Ab Rahman<br />
Independent and non-Executive Director<br />
FORMATION <strong>OF</strong> THE AUDIT COMMITTEE<br />
The Audit Committee was formed on 24 October 2000.<br />
TERMS <strong>OF</strong> REFERENCE<br />
Duties, Responsibilities and Authority<br />
To review and report the following to the Board of Directors of Ingress Corporation Berhad:-<br />
1. With regards to the external auditor, their audit plan, their evaluation of the system of internal controls, their<br />
audit report including reports and management letters thereon and the extent of assistance rendered by<br />
the company officials to them.<br />
2. With regards to the internal audit function, the adequacy of its scope, functions, resources, the necessary<br />
authority to carry out its work, the internal audit programme, processes or investigation undertaken and<br />
whether or not appropriate action is taken on the recommendation of the internal audit function.<br />
3. The review, appraisal or assessment of the performance of the internal audit function staff, approval for any<br />
appointment or termination of senior staff member of the internal audit function and keeping abreast of<br />
resignations of internal audit members.<br />
4. The quarterly and financial year end financial statements with emphasis on changes in or implementation of<br />
major accounting policy changes, significant and unusual events and adherence to accounting standards<br />
and other legal requirements.<br />
5. Any related party transaction and conflict of interest situation that may arise within the Group or the<br />
Company including any transaction, procedure or course of conduct that raises question of management<br />
integrity.<br />
6. The performance of the external auditors and if in their opinion (supported by grounds) the external auditor is<br />
not suitable for reappointment; their recommendation to nominate a person or persons as external auditors<br />
and any letters of resignation from the external auditors.<br />
7. Any vacancy in the audit committee so that the vacancy be filled within 3 months.
AUDIT COMMITTEE REPORT<br />
In performing its functions and duties, the Committee shall:-<br />
annual report 2010 / 2011 47<br />
1. Have the authority to investigate any matters within its terms of reference and have the resources which<br />
it needs to do so without any restriction on access to any information pertaining to the Group and the<br />
Company.<br />
2. Have direct communication channels with the external auditors and obtain independent professional or<br />
other advice and have meeting with the external auditors without the presence of any executive directors<br />
at least once in a financial year.<br />
3. Report to Bursa Malaysia with regard to breaches of listing requirements should the Committee consider that<br />
a matter reported to the Board of Directors has not been satisfactorily resolved.<br />
4. Be reviewed by the Board of Directors in term of office and performance of the committee and each<br />
of its members at least once every 3 financial years to determine whether the duties are carried out in<br />
accordance with the terms of reference.<br />
MEETINGS<br />
The Committee meets four times annually, or more whenever necessary. Meetings will normally be attended by<br />
the Group Financial Controller, the Head of the Internal Audit Department and a representative of the external<br />
auditor (if required). Heads of operation units or other Board members may also be called upon to attend<br />
meetings. Meeting with the external auditors which is not attended by any executive directors are held twice<br />
in a financial year.<br />
During the financial year, the Committee met for seven times for the following purposes:-<br />
a. To review the draft quarterly financial statements and recommending the same to be considered and<br />
approved by the Board of Directors for the purpose of making announcements to the Bursa Malaysia.<br />
b. To review the financial year end audited financial statements and the external auditors’ management letter<br />
and management response thereon.<br />
c. To discuss with external auditors the audit plan and scope for the financial year as well as the audit procedures<br />
to be utilised.<br />
d. To review the internal audit department’s scope of work, adequacy of resources and coordination with the<br />
external auditors.<br />
e. To review the reports from the internal audit department and following up on corrective actions taken on<br />
issues raised.
48<br />
Ingress Corporation Berhad<br />
Audit Committee Report<br />
DETAILS <strong>OF</strong> ATTENDANCE<br />
Member Attendance<br />
Abdul Khudus bin Mohd Naaim 7/7<br />
Dato’ Vaseehar Hassan bin Abdul Razack 5/7<br />
Shamsudin @ Samad bin Kassim 7/7<br />
Dato’ Zulkifly @ Ibrahim bin Ab Rahman 6/7<br />
INTERNAL AUDIT FUNCTIONS<br />
The Internal Audit functions of the Group and the Company are undertaken by its Internal Audit Department,<br />
which reports directly to the Audit Committee.<br />
The main role of the Internal Audit Department is to review and assess the effectiveness of the internal control<br />
systems and assisting the Group and the Company in its risk management.<br />
During the financial year, the Committee had received fifteen (15) reports on the assessment of the Group’s<br />
internal control from the internal audit department.
Statement of Internal Control<br />
Introduction<br />
annual report 2010 / 2011 49<br />
In accordance with paragraph 15.26(b) of the Listing Requirements, the Board of Directors is pleased to report on<br />
the state of internal control of the Group for the financial year ended 31 January 2011.<br />
Responsibility<br />
The Board acknowledges the importance of the system of internal control and affirms its responsibility to maintain<br />
a sound system in safeguarding the interests of the shareholders. With regards to this, the Board is able to confirm<br />
of continuous effort in place to identify risks and to introduce or improve controls in every functional activities.<br />
The Board is also aware of inherent limitations in any control system, hence, such system is designed to manage<br />
rather than eliminate the risk of failure to achieve business objectives. Such system, therefore, can only provide<br />
reasonable assurance against material misstatements or losses.<br />
As the Board does not have any direct control over the operations of its associated companies, the Board is<br />
not in the position to review the internal control system of its associated companies. This notwithstanding, the<br />
Group’s interests are served through representation on the Board of the associated companies and receipt and<br />
review of periodic management financial statements and enquiries thereon. These representations also provide<br />
the Board with information for timely decision making on the continuity of the Groups’s investments based on the<br />
performance of the associated company.<br />
Key elements of internal controls<br />
Key elements of the Group’s system of internal controls include the following:-<br />
• A functional organisational structure that defines the level of authority and responsibilities for managing<br />
activities.<br />
• Policies and procedures, updated as necessary, are documented and communicated to relevant personnel<br />
for compliance purposes.<br />
• The Group’s operations are being accredited with the OHSAS 18001, MS ISO 14001 and ISO/TS 16949 quality<br />
system standards and such quality management systems provided the Group a basis for improving key<br />
processes, quality, customer service and customer satisfaction.<br />
• Proper guidelines for hiring and terminating employees, training programmes for employees, annual<br />
performance appraisal and other relevant procedures in place to achieve the objective of ensuring employees<br />
are competent to carry out their duties and responsibilities.
50<br />
Ingress Corporation Berhad<br />
Statement of Internal Control<br />
Key elements of internal controls (continued)<br />
• A process for identifying, evaluating and managing significant risks faced by the Group, which has been in<br />
place for the financial under review and reviewed by the Board.<br />
• A clear documentation of the risk management principles and procedures which have been disseminated<br />
to all key employees. This document, inter alia, describes the Board’s position towards risks and processes<br />
in the attainment of the Group’s business objectives. A risk management process is in place to ensure that<br />
all key risks within the Group are being clearly identified within the framework of its line of business and key<br />
functional activities. The Group has in place, a Risk Management Executive Committee which oversees the<br />
risk management process.<br />
• The Risk Management Executive Committee for the Group also handles matters relating to investments,<br />
acquisitions or disposal of business.<br />
• Regular reviews by the Board on the performance of the Group at its meetings and approving any changes<br />
in policies that may affect the Group.<br />
• Other Board committees that have been established with clear terms of reference to ensure effective<br />
management and monitoring of the Group’s business operations include the Nomination Committee and<br />
the Remuneration Committee.<br />
• A comprehensive annual budget which includes business plans are prepared by all business units and<br />
approved by the Board. Operating results are being closely monitored by management against budget<br />
and key performance indicators. All major variances and critical operational issues are being followed up<br />
with actions taken thereon. Forecasts are revised on a quarterly basis after taking into account significant<br />
business factors.<br />
• An independent Internal Audit Department which reports directly to the Audit Committee conducts ongoing<br />
audits to assess the effectiveness of internal controls and highlighting significant risks impacting the Group.<br />
• The Audit Committee regularly reviews and discusses with key management on the action taken on issues<br />
brought up by the internal audit department and the external auditors. During the financial year, fifteen (15)<br />
of such reports were received and reviewed by the Committee.<br />
Internal control weaknesses identified during the period had been addressed and none of these weaknesses<br />
have resulted in any material losses, contingencies that would require disclosure in the Annual Report.<br />
This statement is made in accordance with the resolution of the Board dated 25 May 2011.
Additional Compliance Information<br />
In conformance with the Listing Requirements the following information is provided:-<br />
1. Utilisation of Proceeds Raised from Corporate Proposals<br />
annual report 2010 / 2011 51<br />
There were no proceeds raised from the Company’s corporate proposals during the financial year.<br />
2. Share Buy-back<br />
The Company did not carry out any share buy-back exercise during the financial year ended 31 January<br />
2011.<br />
3. Options, Warrants or Convertible Securities<br />
The Company has not issued any warrants or convertible securities exercised for the financial year ended 31<br />
January 2011.<br />
4. Sanctions and / or Penalties<br />
During the financial year, there were no significant sanctions nor penalties imposed on the Group and the<br />
Company, directors or management by the relevant regulatory bodies.<br />
5. Non-Audit Fees<br />
The amount of non-audit fees paid and payable to the external auditors by the Company and its subsidiaries<br />
for the financial year ended 31 January 2011 was RM23,025.<br />
6. Variation in Results<br />
There were no profit estimate, forecast or projection issued by the Group and the Company during the<br />
financial year ended 31 January 2011.<br />
7. Profit Guarantee<br />
There were no profit guarantee given by the Group and the Company during the financial year ended 31<br />
January 2011.<br />
8. American Depository Receipt (“ADR”) / Global Depository Receipt (“GDR”)<br />
The Company did not sponsor any ADR / GDR Programme during the financial year.<br />
9. Material Contracts<br />
Save as disclosed hereunder, there are no contracts which are or may be material (not being contracts<br />
entered into in the ordinary course of business) which have been entered into by the Company and its<br />
subsidiary companies involving directors and substantial shareholders within two (2) financial years preceding<br />
this Annual Report:-<br />
(i) The following agreements dated 9 July 2009 between Ingress and Ingress Sukuk Berhad (“ISB”) for the<br />
purpose of the extension of the Sukuk Al-Ijarah (“Sukuk”) maturity date of the first tranche due on 9 July<br />
2009:-<br />
(a) Supplementary Ijarah Agreement;<br />
(b) Supplementary Purchase Undertaking;<br />
(c) Supplementary Sale Undertaking; and<br />
(d) Supplementary Declaration of Trust.
52<br />
Ingress Corporation Berhad<br />
Additional Compliance Information (continued)<br />
9. Material Contracts (continued)<br />
(ii) The following agreements dated 8 January 2010 between the Company and ISB for the purpose of an<br />
extension of Sukuk maturity date of the first tranche due on 9 January 2010:-<br />
(a) Second Supplementary Ijarah Agreement;<br />
(b) Second Supplementary Declaration of Trust; and<br />
(c) Supplemental Deed of Assignment.<br />
(iii) The following agreements dated 31 March 2010 for the purpose of the sale of shares in Balfour Beatty<br />
Rail Sdn Bhd (“BBRSB”) by Multi Discovery Sdn Bhd (“MDSB”):-<br />
(a) Shareholders Agreement between Balfour Beatty Netherlands B.V. (“BBNBV”), MDSB and BBRSB;<br />
(b) Share Sale Agreement between MDSB and BBNBV; and<br />
(c) Termination Agreement between Balfour Beatty Investment Holdings Limited, MDSB, Datuk Rameli<br />
bin Musa and BBRSB.<br />
(iv) The following agreements dated 15 June 2010 for the Syndicated Commodity Murabahah Term<br />
Financing Islamic Facility (“CMTF-i”) of RM110 million for the purpose of full redemption of the Sukuk:-<br />
(a) Syndicated Commodity Murabahah Term Financing Islamic Agreement between the Company,<br />
Maybank Investment Bank Berhad, Bank Muamalat Malaysia Berhad and Maybank Islamic<br />
Berhad; and<br />
(b) Security Agency Agreement between the Company, Maybank Investment Bank Berhad, Maybank<br />
Islamic Berhad and Bank Muamalat Malaysia Berhad.<br />
(v) Share Purchase Agreement dated 29 July 2010 for the disposal of 11.2% equity shares in Ingress<br />
Autoventures Co., Ltd by Ingress Precision Sdn Bhd (“IPSB”).<br />
(vi) Share Sale Agreement dated 12 November 2010 for the disposal of the entire 80% equity shares owned<br />
by MDSB in Matrix Power Services Sdn Bhd.<br />
(vii) Share Sale Agreement dated 27 January 2011 for the acquisition of 10% equity shares in PT Ingress<br />
Malindo Ventures by IPSB.<br />
(viii) Sale and Purchase of Shares Agreement dated 16 February 2011 for the disposal of the entire 49%<br />
equity shares owned by the Company in Maju Nusa Sdn Bhd.<br />
10. Revaluation Policy<br />
Revaluations are made at least once in every three years based on a valuation by an independent valuer<br />
on an open market value basis. Any revaluation increase is credited to equity as a revaluation surplus,<br />
except to the extent that it reverses a revaluation decreases for the same asset previously recognised as an<br />
expense.
Corporate Social Responsibility (“CSR”)<br />
annual report 2010 / 2011 53<br />
Incorporating CSR into our yearly programmes has always been an on-going practice within the Company,<br />
even before the requirement by Bursa Malaysia to disclose CSR activities came into place. The Group believes<br />
the improvement in the conditions surrounding our stakeholders, employees, society and the environment is vital<br />
to the growth of the Group. Our corporate social responsibility covers the following key areas:-<br />
Occupational health and safety<br />
Written policies, including any updates as well as any training on occupational health and safety matters are<br />
provided to employees. Health and safety activities are also carried out periodically to create awareness and<br />
to educate employees on occupational health and safety related matters.<br />
Employee welfare and development<br />
As of March 2011, the Group has approximately 2,121 employees spread throughout ASEAN in Malaysia, Thailand<br />
and Indonesia. Training is provided to the employees based on the training need analysis carried out at the end<br />
of each year. The training comprises both technical and soft-skills. Employees are also provided with medical<br />
and healthcare insurance and adequate leave and compensation programs which commensurate with their<br />
rank and level of employments.<br />
Further, the Group acknowledges the need to provide a healthy and balanced lifestyle to its employees. In this<br />
aspect, the Group encourages and supports the activities organised by Kelab Kakitangan Ingress such as family<br />
day, social events and sports activities.<br />
Community welfare<br />
The Group is active and aware for the welfare of the community by supporting social objectives in the<br />
communities. During the financial year, “zakat” contributions were given to the under privileged communities<br />
in Malaysia, Thailand and Indonesia as well as donations channelled to various non-profitable institutions,<br />
charitable organisations and religious institutions.<br />
Environment preservation<br />
The Group emphasises compliance with environmental laws governing plant operations, maintenance<br />
and improvement in areas relating to environmental standards, emission standards, energy conservation,<br />
housekeeping and storage methods, noise level management and treatment of plant effluents and waste<br />
water at all our factories operating locally and abroad.<br />
Education and training<br />
The Group participates in providing industrial and practical training for undergraduates from local institutes of<br />
higher learning as a part of its corporate contribution towards education, in line with its belief that education<br />
plays a key role in nation building. Furthermore, Ingress remains a sponsor to Perpustakaan Dar Nur al-Zahra’, a<br />
public library in Kota Bharu, Kelantan and continues to make annual contributions for its upkeep and running.
62<br />
Ingress Corporation Berhad<br />
Certification<br />
ISO / TS 16949 : 2009<br />
Sirim Cert No: AR 3219<br />
IATF Cert No: 0102166<br />
Serial No: 0235<br />
For IESB<br />
ISO 14001 : 2004<br />
Cert No: ER 0445<br />
For IESB<br />
Sirim Cert No: AR 3220<br />
IATF Cert No: 0102167<br />
Serial No: 0236<br />
For IPSB<br />
Cert No: ER 0445<br />
For IPSB<br />
OHSAS 18001 : 2007<br />
Cert No: SR 0273<br />
For IESB<br />
ISO 9001 : 2008<br />
Cert No: AR 2195<br />
For MDSB<br />
Cert No: SR 0273<br />
For IPSB<br />
Cert No: AR 2196<br />
For RESB<br />
Sirim Cert No: AR 3221<br />
IATF Cert No: 0102165<br />
Serial No: 0234<br />
For ITSB<br />
Cert No: ER 0445<br />
For ITSB<br />
Cert No: SR 0273<br />
For ITSB<br />
Cert No: AR 3446<br />
For TSSB<br />
Cert No: TS-2006-0253<br />
IATF Cert No: 0093571<br />
For FCT<br />
Cert No: 01104010769<br />
For IAV (Rayong)<br />
Cert No: 01111033571/01<br />
IATF Cert No: 0121675<br />
For IAV (Rayong)<br />
Cert No: 01111033571/02<br />
IATF Cert No: 0121674<br />
For IAV (Ayutthaya)<br />
Cert No: AR 4185<br />
IATF Cert No: 0091719<br />
For PTIMV
Audited Financial Statements<br />
CONTENTS PAGE<br />
Directors’ Report 64 - 66<br />
Statement by Directors 67<br />
Statutory Declaration 67<br />
Independent Auditors’ Report 68 - 69<br />
Consolidated Statement of Comprehensive Income 70<br />
Consolidated Statement of Financial Position 71 - 72<br />
Consolidated Statement of Changes in Equity 73<br />
Consolidated Statement of Cash Flow 74 - 75<br />
Statement of Comprehensive Income 76<br />
Statement of Financial Position 77<br />
Statement of Changes in Equity 78<br />
Statement of Cash Flow 79<br />
Notes to the Financial Statements 80 - 155<br />
Supplementary Information - Break Down of<br />
Retained Profits into Realised and Unrealised 156<br />
annual report 2010 / 2011 55
64<br />
Ingress Corporation Berhad<br />
Notes Directors’ to the Report<br />
Financial Statements<br />
31 January 2011<br />
The directors have pleasure in presenting their report together with the audited financial statements of the Group and<br />
of the Company for the financial year ended 31 January 2011.<br />
PRINCIPAL ACTIVITIES<br />
The principal activities of the Company are investment holding and the provision of management services.<br />
The principal activities of the subsidiaries are described in Note 15 to the financial statements.<br />
There have been no significant changes in the nature of the principal activities during the financial year.<br />
RESULTS<br />
Group Company<br />
RM RM<br />
Profit from continuing operations, net of tax 29,782,789 3,325,680<br />
Profit attributable to:<br />
Owners of the parent 17,124,330 3,325,680<br />
Minority interests 12,658,459 -<br />
29,782,789 3,325,680<br />
There were no material transfers to or from reserves or provisions during the financial year other than as disclosed in the<br />
financial statement.<br />
In the opinion of the directors, the results of the operations of the Group and of the Company during the financial year<br />
were not substantially affected by any item, transaction or event of a material and unusual nature.<br />
DIVIDENDS<br />
No dividend has been paid or declared by the Company since the end of the previous financial year. The directors do<br />
not recommend the payment of any dividend for the current financial year.<br />
<strong>DIRECTORS</strong><br />
The names of the directors of the Company in office since the date of the last report and at the date of this report<br />
are:<br />
Shamsudin @ Samad bin Kassim<br />
Datuk Rameli bin Musa<br />
Dato’ Vaseehar Hassan bin Abdul Razack<br />
Dato’ Zulkifly bin Ab Rahman<br />
Abdul Khudus bin Mohd Naaim<br />
Ungku Farid bin Ungku Abd Rahman<br />
Abdul Rahim bin Haji Hitam<br />
<strong>DIRECTORS</strong>’ BENEFITS<br />
Neither at the end of the financial year, nor at any time during that financial year, did there subsist any arrangement to<br />
which the Company was a party, whereby the directors might acquire benefits by means of acquisition of shares in or<br />
debentures of the Company or any other body corporate.<br />
Since the end of the previous financial year, no director has received or become entitled to receive a benefit (other<br />
than benefits included in the aggregate amount of emoluments received or due and receivable by the directors or<br />
the fixed salary of a full-time employee of the Company as shown in Note 10 to the financial statements) by reason of<br />
a contract made by the Company or a related corporation with any director or with a firm of which he is a member,<br />
or with a company in which he has a substantial financial interest, except as disclosed in Note 32 to the financial<br />
statements.
NOTES <strong>DIRECTORS</strong>’ TO THE REPORT<br />
FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
<strong>DIRECTORS</strong>’ INTERESTS<br />
annual report 2010 / 2011 65<br />
According to the register of directors’ shareholdings, the interests of directors in office at the end of the financial year in<br />
shares in the Company and its related corporations during the financial year were as follows:<br />
Direct interest:<br />
Ordinary shares of the Company<br />
<br />
1 February 31 January<br />
2010 Acquired Sold 2011<br />
Shamsudin @ Samad bin Kassim 20,000 30,000 - 50,000<br />
Datuk Rameli bin Musa 8,602,800 - - 8,602,800<br />
Dato’ Vaseehar Hassan bin Abdul Razack 12,000 - - 12,000<br />
Abdul Rahim bin Haji Hitam 6,000 - - 6,000<br />
Ungku Farid bin Ungku Abd Rahman 571,200 - - 571,200<br />
Indirect interest:<br />
Ordinary shares of the Company<br />
Datuk Rameli bin Musa 15,360,000 - - 15,360,000<br />
Datuk Rameli bin Musa, by virtue of his interest in shares of the Company is also deemed interested in shares of all the<br />
Company’s subsidiaries to the extent the Company has an interest.<br />
The other directors in office at the end of the financial year, did not have any interest in shares in the Company and its<br />
related corporations during the financial year.<br />
OTHER STATUTORY INFORMATION<br />
(a) Before the statements of comprehensive income and statements of financial position of the Group and of the<br />
Company were made out, the directors took reasonable steps:<br />
(i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of<br />
allowance for doubtful debts and satisfied themselves that all known bad debts had been written off and that<br />
adequate allowance had been made for doubtful debts; and<br />
(ii) to ensure that any current assets which were unlikely to realise their values as shown in the accounting records<br />
in the ordinary course of business had been written down to an amount which they might be expected so to<br />
realise.<br />
(b) At the date of this report, the directors are not aware of any circumstances which would render:<br />
(i) the amount written off for bad debts or the amount of the allowance for doubtful debts in the financial statements<br />
of the Group and of the Company inadequate to any substantial extent; and<br />
(ii) the values attributed to the current assets in the financial statements of the Group and of the Company<br />
misleading.<br />
(c) At the date of this report, the directors are not aware of any circumstances which have arisen which would render<br />
adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading<br />
or inappropriate.
66<br />
Ingress Corporation Berhad<br />
Notes Directors’ to the Report Financial Statements<br />
31 January 2011<br />
OTHER STATUTORY INFORMATION (CONTINUED)<br />
(d) At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report<br />
or financial statements of the Group and of the Company which would render any amount stated in the financial<br />
statements misleading.<br />
(e) As at the date of this report, there does not exist:<br />
(i) any charge on the assets of the Group or of the Company which has arisen since the end of the financial year<br />
which secures the liabilities of any other person; or<br />
(ii) any contingent liability of the Group or of the Company which has arisen since the end of the financial year.<br />
(f) In the opinion of the directors:<br />
(i) no contingent or other liability has become enforceable or is likely to become enforceable within the period<br />
of twelve months after the end of the financial year which will or may affect the ability of the Group or of the<br />
Company to meet their obligations when they fall due; and<br />
(ii) no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the<br />
financial year and the date of this report which is likely to affect substantially the results of the operations of the<br />
Group or of the Company for the financial year in which this report is made.<br />
SIGNIFICANT EVENTS<br />
In addition to the significant events disclosed elsewhere in this report, other significant events are disclosed in Note 15,<br />
16 and 23 to the financial statements.<br />
SUBSEQUENT EVENTS<br />
Details of subsequent events are disclosed in Note 36 to the financial statements.<br />
AUDITORS<br />
The auditors, Ernst & Young, have expressed their willingness to continue in office.<br />
Signed on behalf of the Board in accordance with a resolution of the directors dated 25 May 2011.<br />
Shamsudin @ Samad bin Kassim Datuk Rameli bin Musa<br />
Kuala Lumpur, Malaysia
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
annual report 2010 / 2011 67<br />
Statement by Directors<br />
Pursuant to Section 169(15) of the Companies Act, 1965<br />
We, Shamsudin @ Samad bin Kassim and Datuk Rameli bin Musa, being two of the directors of Ingress Corporation<br />
Berhad, do hereby state that, in the opinion of the directors, the accompanying financial statements set out on pages<br />
70 to 155 are drawn up in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia so<br />
as to give a true and fair view of the financial position of the Group and of the Company as at 31 January 2011 and of<br />
their financial performance and cash flows for the financial year then ended.<br />
The information set out in Note 38 to the financial statements have been prepared in accordance with the Guidance<br />
on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant<br />
to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants.<br />
Signed on behalf of the Board in accordance with a resolution of the directors dated 25 May 2011.<br />
Shamsudin @ Samad bin Kassim Datuk Rameli bin Musa<br />
Kuala Lumpur, Malaysia<br />
Statutory Declaration<br />
Pursuant to Section 169(16) of the Companies Act, 1965<br />
I, Affandi bin Mokhtar, being the Chief Financial Officer primarily responsible for the financial management of Ingress<br />
Corporation Berhad, do solemnly and sincerely declare that the accompanying financial statements set out on pages<br />
70 to 156 are in my opinion, correct and I make this solemn declaration conscientiously believing the same to be true<br />
and by virtue of the provisions of the Statutory Declarations Act, 1960.<br />
Subscribed and solemnly declared by the above<br />
named Affandi bin Mokhtar at Kuala Lumpur in<br />
Wilayah Persekutuan on 25 May 2011.<br />
Before me,<br />
R. Vasugi Ammal<br />
(No: W 480)<br />
Commissioner for Oaths<br />
Kuala Lumpur<br />
Affandi bin Mokhtar
68<br />
Ingress Corporation Berhad<br />
Notes Independent to the Financial Auditors’ Statements Report to the Members of<br />
Ingress 31 January Corporation 2011 Berhad (Incorporated in Malaysia)<br />
REPORT ON THE FINANCIAL STATEMENTS<br />
We have audited the financial statements of Ingress Corporation Berhad, which comprise the statements of financial<br />
position as at 31 January 2011 of the Group and of the Company, and the statements of comprehensive income,<br />
statements of changes in equity and statement of cash flow of the Group and of the Company for the financial year<br />
then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages 70 to<br />
155.<br />
Directors’ responsibility for the financial statements<br />
The directors of the Company are responsible for the preparation and fair presentation of these financial statements in<br />
accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia. This responsibility includes:<br />
designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial<br />
statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate<br />
accounting policies; and making accounting estimates that are reasonable in the circumstances.<br />
Auditors’ responsibility<br />
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit<br />
in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical<br />
requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free<br />
from material misstatement.<br />
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial<br />
statements. The procedures selected depend on our judgment, including the assessment of risks of material misstatement<br />
of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control<br />
relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures<br />
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the<br />
entity’s internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the<br />
reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the<br />
financial statements.<br />
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit<br />
opinion.<br />
Opinion<br />
In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting Standards<br />
and the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and<br />
of the Company as at 31 January 2011 and of their financial performance and cash flows for the financial year then<br />
ended.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS<br />
annual report 2010 / 2011 69<br />
Independent Auditors’ Report to the Members of<br />
Ingress Corporation Berhad (Incorporated in Malaysia) (continued)<br />
In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:<br />
(a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company<br />
and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions<br />
of the Act.<br />
(b) We have considered the financial statements and the auditors’ reports of all the subsidiaries of which we have not<br />
acted as auditors, which are indicated in Note 15 to the financial statements, being financial statements that are<br />
included in the consolidated financial statements.<br />
(c) We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial<br />
statements of the Company are in form and content appropriate and proper for the purposes of the preparation<br />
of the consolidated financial statements and we have received satisfactory information and explanations required<br />
by us for those purposes.<br />
(d) The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and did<br />
not include any comment required to be made under Section 174(3) of the Act.<br />
OTHER MATTERS<br />
The supplementry information set out in Note 38 on page 156 is disclosed to meet the requirement of Bursa Malaysia<br />
Securities Berhad. The directors are responsible for the preparation of the supplementry information in accordance with<br />
Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure<br />
Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants<br />
(“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary information<br />
is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia Securities<br />
Berhad.<br />
This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies<br />
Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of<br />
this report.<br />
Ernst & Young<br />
AF: 0039<br />
Chartered Accountants<br />
Kuala Lumpur, Malaysia<br />
25 May 2011<br />
Nik Rahmat Kamarulzaman bin Nik Ab. Rahman<br />
No. 1759/02/12(J)<br />
Chartered Accountant
70<br />
Ingress Corporation Berhad<br />
Notes Consolidated to the Financial Statement Statements of Comprehensive Income<br />
31 for the January Financial 2011 Year Ended 31 January 2011<br />
Note 2011 2010<br />
RM RM<br />
Revenue 3 761,176,699 650,622,167<br />
Cost of sales 4 (651,896,045 ) (556,600,116 )<br />
Gross profit 109,280,654 94,022,051<br />
Other items of income<br />
Interest / finance income 5 597,704 331,976<br />
Other income 6 17,906,314 11,386,463<br />
Other items of expense<br />
Administrative expenses (72,620,988 ) (62,270,146 )<br />
Interest / finance costs 7 (16,538,167 ) (18,554,355 )<br />
Depreciation and amortisation (6,108,227 ) (5,832,580 )<br />
Share of results of associates (1,462,181 ) 492,718<br />
Profit before tax from continuing operations 8 31,055,109 19,576,127<br />
Income tax expense 11 (1,272,320 ) (1,031,794 )<br />
Profit net of tax 29,782,789 18,544,333<br />
Other comprehensive (expenses) / income<br />
Revaluation of land and buildings - 22,769,403<br />
Foreign currency translation (3,575,977 ) (876,834 )<br />
Cash flow hedges<br />
Other comprehensive (expenses) / income<br />
(3,308,262 ) -<br />
for the financial year, net of tax (6,884,239 ) 21,892,569<br />
Total comprehensive income for the financial year 22,898,550 40,436,902<br />
Profit attributable to:<br />
Owners of the parent 17,124,330 10,810,863<br />
Minority interests 12,658,459 7,733,470<br />
29,782,789 18,544,333<br />
Total comprehensive income attributable to:<br />
Owners of the parent 10,669,478 30,887,315<br />
Minority interests 12,229,072 9,549,587<br />
22,898,550 40,436,902<br />
Basic earnings per share attributable to owners of the parent (sen) 12 22.3 14.1<br />
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
annual report 2010 / 2011 71<br />
Consolidated Statement of Financial Position<br />
as at 31 January 2011<br />
Restated Restated<br />
Note 2011 2010 2009<br />
RM RM RM<br />
Assets<br />
Non-current assets<br />
Property, plant and equipment 13 281,171,632 330,570,499 297,519,206<br />
Intangible assets 14 3,543,816 4,237,021 5,051,006<br />
Investment in associates 16 2,820,439 11,123,718 10,631,000<br />
Investment securities 17 100,000 100,000 100,000<br />
Deferred tax assets 28 26,789,424 23,496,895 23,676,401<br />
314,425,311 369,528,133 336,977,613<br />
Current assets<br />
Inventories 18 44,979,084 67,579,532 81,967,019<br />
Trade receivables 19 125,505,709 136,224,708 113,942,123<br />
Other receivables 19 26,759,412 30,378,802 96,937,782<br />
Tax recoverable 1,312,380 2,144,337 1,641,217<br />
Cash and bank balances<br />
Assets of disposal group<br />
21 73,015,900 45,246,461 30,598,533<br />
classified as held for sale 22 7,239,012 9,599,040 -<br />
278,811,497 291,172,880 325,086,674<br />
Total assets 593,236,808 660,701,013 662,064,287
72<br />
Ingress Corporation Berhad<br />
Notes Consolidated to the Financial Statement Statements of Financial Position<br />
31 as at January 31 January 2011 2011 (continued)<br />
Restated Restated<br />
Note 2011 2010 2009<br />
RM RM RM<br />
Equity and liabilities<br />
Current liabilities<br />
Borrowings / financing 23 111,261,595 298,171,083 299,330,560<br />
Trade payables 25 89,311,355 96,398,202 108,923,709<br />
Other payables 25 38,996,563 51,773,984 67,435,946<br />
Current tax payable<br />
Liabilities directly associated with disposal<br />
819,006 450,432 1,813,676<br />
group classified as held for sale 22 6,425,953 - -<br />
246,814,472 446,793,701 477,503,891<br />
Net current assets / (liabilities) 31,997,025 (155,620,821 ) (152,417,217 )<br />
Non-current liabilities<br />
Borrowings / financing 23 119,860,588 12,678,169 28,795,117<br />
Deferred tax liabilities 28 5,006,164 5,026,962 -<br />
124,866,752 17,705,131 28,795,117<br />
Total liabilities 371,681,224 464,498,832 506,299,008<br />
Net assets 221,555,584 196,202,181 155,765,279<br />
Equity attributable to owners of the parent<br />
Share capital 26 76,800,000 76,800,000 76,800,000<br />
Reserves 27 76,963,486 67,998,931 37,111,616<br />
153,763,486 144,798,931 113,911,616<br />
Minority interests 67,792,098 51,403,250 41,853,663<br />
Total equity 221,555,584 196,202,181 155,765,279<br />
Total equity and liabilities 593,236,808 660,701,013 662,064,287<br />
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
annual report 2010 / 2011 73<br />
Consolidated Statement of Changes in Equity<br />
for the Financial Year Ended 31 January 2011<br />
<br />
<br />
Foreign<br />
Distributable<br />
Share Share Revaluation Exchange Hedging Retained Minority Total<br />
Capital Premium Reserves Reserve Reserve Profits Total Interests Equity<br />
RM RM RM RM RM RM RM RM RM<br />
At 1 February 2009 76,800,000 1,024,000 5,503,026 4,470,726 - 26,113,864 113,911,616 41,853,663 155,765,279<br />
Total comprehensive income<br />
for the financial year - - 20,645,043 (568,591 ) - 10,810,863 30,887,315 9,549,587 40,436,902<br />
At 31 January 2010 76,800,000 1,024,000 26,148,069 3,902,135 - 36,924,727 144,798,931 51,403,250 196,202,181<br />
At 1 February 2010<br />
As previously stated 76,800,000 1,024,000 26,148,069 3,902,135 - 36,924,727 144,798,931 51,403,250 196,202,181<br />
Effect of adopting FRS 139 - - - - (1,704,923 ) - (1,704,923 ) - (1,704,923 )<br />
As restated 76,800,000 1,024,000 26,148,069 3,902,135 (1,704,923 ) 36,924,727 143,094,008 51,403,250 194,497,258<br />
Total comprehensive income<br />
for the financial year - - (854,679 ) (2,291,911 ) (3,308,262 ) 17,124,330 10,669,478 12,229,072 22,898,550<br />
Acquisition by minority interest - - - - - - - 7,379,625 7,379,625<br />
Dividends on ordinary shares - - - - - - - (3,219,849 ) (3,219,849 )<br />
At 31 January 2011 76,800,000 1,024,000 25,293,390 1,610,224 (5,013,185 ) 54,049,057 153,763,486 67,792,098 221,555,584<br />
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
74<br />
Ingress Corporation Berhad<br />
Notes Consolidated to the Financial Statement Statements of Cash Flow<br />
31 for the January Financial 2011 Year Ended 31 January 2011<br />
Cash Flows from Operating Activities<br />
Restated<br />
2011 2010<br />
RM RM<br />
Profit before tax from continuing operations 31,055,109 19,576,127<br />
Adjustments for:<br />
Interest / finance income (including profit sharing on<br />
Mudharabah deposits) (597,704 ) (331,976 )<br />
Interest / finance costs 16,538,167 18,554,355<br />
Amortisation of intangible assets<br />
Property, plant and equipment<br />
673,187 1,217,492<br />
- depreciation 68,078,987 50,860,237<br />
- gain on disposal (6,566,776) (37,778 )<br />
- written off 199,895 7,026,528<br />
Intangible assets written off 3,488 -<br />
Gain on disposal of investment in an associate company (7,619,088 ) -<br />
Loss on disposal of investment in a subsidiary company 1,421,615 -<br />
Allowance for doubtful debts 341,747 1,073,879<br />
Provision for foreseeable losses 3,612,461 223,934<br />
Impairment loss of goodwill - 221,792<br />
Net unrealised foreign exchange gain (5,703 ) (2,090,653 )<br />
Share of results of associates 1,462,181 (492,718 )<br />
Provision for obsolete inventories 2,333,146 -<br />
Write-down of inventories - 41,704<br />
Operating profit before working capital changes 110,930,712 95,842,923<br />
Decrease in inventories 20,267,302 14,345,783<br />
Decrease in receivables 12,463,708 9,748,128<br />
Decrease in payables (20,006,009 ) (26,261,543 )<br />
Cash generated from operations 123,655,713 93,675,291<br />
Interest / finance costs paid (16,538,167 ) (18,554,355 )<br />
Taxes paid (3,385,116 ) (3,054,321 )<br />
Net cash generated from operating activities 103,732,430 72,066,615
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
annual report 2010 / 2011 75<br />
Consolidated Statement of Cash Flow<br />
for the Financial Year Ended 31 January 2011 (continued)<br />
Cash Flows from Operating Activities<br />
2011<br />
Restated<br />
2010<br />
RM RM<br />
Purchase of property, plant and equipment (32,783,317 ) (36,189,292 )<br />
Purchase of intangible assets (189,659 ) (196,500 )<br />
Proceeds from disposal of property, plant and equipment 21,308,022 45,002<br />
Proceeds from disposal of investment in a subsidiary company 6,337,403 -<br />
Proceeds from disposal of investment in an associate company 11,400,000 -<br />
Acquisition of an associate company (1,811,258 ) -<br />
Interest / finance income received 597,704 331,976<br />
Net cash generated from / (used in) investing activities 4,858,895 (36,008,814 )<br />
Cash Flows from Financing Activities<br />
Placement of deposits with licensed banks under lien (2,259,423 ) (3,410,450 )<br />
Redemption of Sukuk Al-Ijarah (139,997,500 ) (5,002,500 )<br />
Net drawdown of Syndicated CMTF-i 105,000,000 -<br />
Net repayment of term loan (804,222 ) (20,569,865 )<br />
Net repayment of hire purchase and lease financing (2,160,410 ) (3,102,034 )<br />
Net (repayment) / drawdown of short term borrowings / financing (40,102,938 ) 10,640,887<br />
Dividends paid (3,219,849 ) -<br />
Net cash used in financing activities (83,544,342 ) (21,443,962 )<br />
Net increase in cash and cash equivalents 25,046,983 14,613,839<br />
Effects of foreign exchange rate changes 2,941,405 (3,984,145 )<br />
Cash and cash equivalents at beginning of the financial year 14,006,800 3,377,106<br />
Cash and cash equivalents at end of the financial year (Note 21) 41,995,188 14,006,800<br />
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
76<br />
Ingress Corporation Berhad<br />
Notes Statement to the of Financial Comprehensive Statements Income<br />
31 for the January Financial 2011 Year Ended 31 January 2011<br />
Note 2011 2010<br />
RM RM<br />
Revenue 3 13,808,217 4,181,504<br />
Other items of income<br />
Interest / Finance income 5 5,175,923 1,907,239<br />
Other income 6 155,263 131,516<br />
Other items of expense<br />
Administrative expenses (9,247,475 ) (6,211,833 )<br />
Depreciation and amortisation (174,090 ) (168,432 )<br />
Interest / Finance costs 7 (5,225,491 ) (3,291,622 )<br />
Profit / (loss) before tax from continuing operations 8 4,492,347 (3,451,628 )<br />
Income tax expense 11 (1,166,667 ) (949,131 )<br />
Profit / (loss) net of tax 3,325,680 (4,400,759 )<br />
Total comprehensive income / (expenses) for the financial year 3,325,680 (4,400,759 )<br />
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
Statement of Financial Position<br />
as at 31 January 2011<br />
annual report 2010 / 2011 77<br />
Note 2011 2010<br />
RM RM<br />
Assets<br />
Non-current assets<br />
Property, plant and equipment 13 937,029 274,659<br />
Intangible assets 14 9,882 16,627<br />
Investments in subsidiaries 15 108,653,883 108,653,883<br />
Investment in an associate 16 - 960,000<br />
Other receivables 19 93,750,000 -<br />
203,350,794 109,905,169<br />
Current assets<br />
Other receivables 19 51,419,941 48,693,888<br />
Cash and bank balances 21 3,765,096 5,492,313<br />
55,185,037 54,186,201<br />
Total assets 258,535,831 164,091,370<br />
Equity and liabilities<br />
Current liabilities<br />
Borrowings / financing 23 15,075,053 5,002,245<br />
Other payables 25 65,148,295 79,736,796<br />
Total liabilities 80,223,348 84,739,041<br />
Net current liabilities (25,038,311 ) (30,552,840 )<br />
Non-current liabilities<br />
Borrowings / financing 23 95,634,474 -<br />
Total liabilities 175,857,822 84,739,041<br />
Net assets 82,678,009 79,352,329<br />
Equity attributable to owners of the parent<br />
Share capital 26 76,800,000 76,800,000<br />
Reserves 27 5,878,009 2,552,329<br />
Total equity 82,678,009 79,352,329<br />
Total equity and liabilities 258,535,831 164,091,370<br />
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
78<br />
Ingress Corporation Berhad<br />
Notes Statement to the of Financial Changes Statements in Equity<br />
31 for the January Financial 2011 Year Ended 31 January 2011<br />
Distributable<br />
Share Retained<br />
Capital Profits Total<br />
RM RM RM<br />
At 1 February 2009 76,800,000 6,953,088 83,753,088<br />
Total comprehensive expenses for the financial year - (4,400,759 ) (4,400,759 )<br />
At 31 January 2010 76,800,000 2,552,329 79,352,329<br />
At 1 February 2010 76,800,000 2,552,329 79,352,329<br />
Total comprehensive income for the financial year - 3,325,680 3,325,680<br />
At 31 January 2011 76,800,000 5,878,009 82,678,009<br />
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
Statement of Cash Flow<br />
for the Financial Year Ended 31 January 2011<br />
Cash Flows from Operating Activities<br />
annual report 2010 / 2011 79<br />
2011 2010<br />
RM RM<br />
Profit / (loss) before tax from continuing operations 4,492,347 (3,451,628 )<br />
Adjustments for:<br />
Interest / Finance income (5,175,923 ) (1,907,240 )<br />
Dividend income (4,666,667 ) (2,000,000 )<br />
Interest / Finance costs 5,225,491 3,291,622<br />
Depreciation of property, plant and equipment 167,345 156,744<br />
Amortisation of intangible assets 6,745 11,688<br />
Gain on disposal of property, plant and equipment (14,500 ) -<br />
Property, plant and equipment written off 56,358 -<br />
Impairment loss on investment in an associate company 960,000 -<br />
Net unrealised foreign exchange loss - 19,774<br />
Operating profit / (loss) before working capital changes 1,051,196 (3,879,040 )<br />
Increase in other receivables (96,461,405 ) (7,565,874 )<br />
(Decrease) / increase in other payables (14,588,501 ) 10,786,590<br />
Cash used in operations (109,998,710 ) (658,324 )<br />
Interest / Finance costs paid (5,225,491 ) (3,291,622 )<br />
Taxes paid (14,648 ) (14,648 )<br />
Net cash used in operating activities (115,238,849 ) (3,964,594 )<br />
Cash Flows from Investing Activities<br />
Purchase of property, plant and equipment (70,200 ) (6,170 )<br />
Purchase of intangible assets - (1,650 )<br />
Proceeds from disposal of property, plant and equipment 15,000 1<br />
Interest / Finance income received 5,175,923 1,907,240<br />
Dividend received 3,500,000 2,000,000<br />
Net cash generated from investing activities 8,620,723 3,899,421<br />
Cash Flows from Financing Activities<br />
Net drawdown of Syndicated CMTF-i 105,000,000 -<br />
Net repayment of hire purchase and lease financing (92,016 ) -<br />
Net cash generated from financing activities 104,907,984 -<br />
Net decrease in cash and cash equivalents (1,710,142 ) (65,173 )<br />
Cash and cash equivalents at beginning of the financial year 2,490,068 2,555,241<br />
Cash and cash equivalents at end of the financial year (Note 21) 779,926 2,490,068<br />
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
80<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
1. CORPORATE INFORMATION<br />
The Company is a public limited liability company, incorporated and domiciled in Malaysia, and is listed on the Main<br />
Market of the Bursa Malaysia Securities Berhad. The registered office of the Company is located at Lot 2778, Fifth Floor,<br />
Jalan Damansara, Sungai Penchala, 60000 Kuala Lumpur.<br />
The principal activities of the Company are investment holding and the provision of management services. The principal<br />
activities of the subsidiaries are described in Note 15. There have been no significant changes in the nature of the principal<br />
activities during the financial year.<br />
The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of the directors<br />
on 25 May 2011.<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES<br />
2.1 Basis of preparation<br />
The financial statements of the Group and of the Company have been prepared in accordance with Financial<br />
Reporting Standards (“FRSs”) and the Companies Act, 1965 in Malaysia. At the beginning of the current financial year,<br />
the Group and the Company adopted new and revised FRS which are mandatory for financial periods beginning on<br />
or after 1 January 2010 as described fully in Note 2.2.<br />
The financial statements have been prepared on the historical cost basis except as disclosed in the accounting<br />
policies below. The financial statements are presented in Ringgit Malaysia (“RM”) except when otherwise indicated.<br />
2.2 Changes in accounting policies<br />
The accounting policies adopted are consistent with those of the previous financial year except as follows:<br />
On 1 February 2010, the Group and the Company adopted the following new and amended FRS and IC Interpretations<br />
mandatory for annual financial periods beginning on or after 1 January 2010.<br />
FRS 7 Financial Instruments: Disclosure<br />
FRS 8 Operating Segments<br />
FRS 101 Presentation of Financial Statements (Revised)<br />
FRS 123 Borrowing Costs<br />
FRS 139 Financial Instruments: Recognition and Measurement<br />
Amendments to FRSs<br />
FRS 1 First-time Adoption of Financial Reporting Standards<br />
FRS 2 Share-based Payment – Vesting Conditions and Cancellations<br />
FRS 117 Leases<br />
FRS 127 Consolidated and Separate Financial Statements: Cost of an Investment in a<br />
Subsidiary, Jointly Controlled Entity or Associate<br />
FRS 132 Financial Instruments: Presentation<br />
FRS 139 Financial Instruments: Recognition and Measurement<br />
FRS 7 Financial Instruments: Disclosures
NOTES NOTES TO THE TO THE FINANCIAL FINANCIAL STATEMENTS<br />
31 JANUARY 31 JANUARY 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.2 Changes in accounting policies (continued)<br />
annual report 2010 / 2011 81<br />
On 1 February 2010, the Group and the Company adopted the following new and amended FRS and IC Interpretations<br />
mandatory for annual financial periods beginning on or after 1 January 2010. (continued)<br />
Improvements to FRS issued in 2009<br />
IC Interpretation 9 Reassessment of Embedded Derivatives<br />
IC Interpretation 10 Interim Financial Reporting and Impairment<br />
IC Interpretation 11 FRS 2 – Group and Treasury Share Transactions<br />
IC Interpretation 13 Customer Loyalty Programmes<br />
IC Interpretation 14 FRS 119 – The Limit on a Defined Benefit Asset, Minimum Funding<br />
Requirements and Their Interaction<br />
FRS 4: Insurance Contracts and TRi-3: Presentation of Financial Statements of Islamic Financial Institutions will also<br />
be effective for annual periods beginning on or after 1 January 2010. These FRS are, however, not applicable to the<br />
Group or the Company.<br />
Adoption of the above standards and interpretations did not have any effect on the financial performance or<br />
position of the Group and of the Company except for those discussed below:<br />
(a) FRS 7: Financial Instruments: Disclosures<br />
Prior to 1 February 2010, information about financial instruments was disclosed in accordance with the requirements<br />
of FRS 132: Financial Instruments: Disclosure and Presentation. FRS 7 introduces new disclosures to improve the<br />
information about financial instruments. It requires the disclosure of qualitative and quantitative information<br />
about exposure to risks arising from financial instruments, including specified minimum disclosures about credit<br />
risk, liquidity risk and market risk, including sensitivity analysis to market risk.<br />
The Group and the Company have applied FRS 7 prospectively in accordance with the FRS 7 transitional provisions.<br />
Hence, the new disclosures have not been applied to the comparatives. The new disclosures are included<br />
throughout the Group’s and the Company’s financial statements for the financial year ended 31 January 2011.<br />
(b) FRS 8: Operating Segments<br />
FRS 8, which replaces FRS 114: Segment Reporting, specifies how an entity should report information about<br />
its operating segments, based on information about the components of the entity that is available to the<br />
chief operating decision maker for the purposes of allocating resources to the segments and assessing their<br />
performance. The Standard also requires the disclosure of information about the products and services provided<br />
by the segments, the geographical areas in which the Group operates, and revenue from the Group’s major<br />
customers. The Group concluded that the reportable operating segments determined in accordance with FRS 8<br />
are the same as the business segments previously identified under FRS 114.<br />
(c) FRS 101: Presentation of Financial Statements (Revised)<br />
The revised FRS 101 introduces changes in the presentation and disclosures of financial statements. The revised<br />
Standard separates owner and non-owner changes in equity. The statement of changes in equity includes only<br />
details of transactions with owners, with all non-owner changes in equity presented as a single line. The Standard<br />
also introduces the statement of comprehensive income, with all items of income and expense recognised in<br />
profit or loss, together with all other items of recognised income and expense recognised directly in equity, either<br />
in one single statement, or in two linked statements. The Group and the Company have elected to present this<br />
statement as one single statement.
82<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.2 Changes in accounting policies (continued)<br />
(c) FRS 101: Presentation of Financial Statements (Revised) (continued)<br />
In addition, a statement of financial position is required at the beginning of the earliest comparative period<br />
following a change in accounting policy, the correction of an error or the classification of items in the financial<br />
statements.<br />
The revised FRS 101 also requires the Group to make new disclosures to enable users of the financial statements to<br />
evaluate the Group’s objectives, policies and processes for managing capital (Note 35).<br />
The revised FRS 101 was adopted retrospectively by the Group and the Company.<br />
(d) FRS 139: Financial Instruments: Recognition and Measurement<br />
FRS 139 establishes principles for recognising and measuring financial assets, financial liabilities and some contracts<br />
to buy and sell non-financial items. In accordance with the transitional provisions of FRS 139, the applicable<br />
changes are applied prospectively and the comparatives as at 31 January 2010 are not restated. Instead, the<br />
changes have been accounted for by restating the following opening balances in the statements of financial<br />
position and the statements of changes in equity as at 1 February 2010 as follows:<br />
Consolidated statement of financial position<br />
As previously Effect of<br />
reported (audited) FRS 139 As restated<br />
RM’000 RM’000 RM’000<br />
Current assets<br />
Investment in associates 11,124 (1,705 ) 9,419<br />
Equity<br />
Hedging reserves - (1,705 ) (1,705 )<br />
(e) FRS 117: Leases<br />
Prior to 1 January 2010, for all leases of land and buildings, if title is not expected to pass to the lessee by the<br />
end of the lease term, the lessee normally does not receive substantially all of the risks and rewards incidental<br />
to ownership. Hence, all leasehold land held for own use was classified by the Group as operating lease and<br />
where necessary, the minimum lease payments or the up-front payments made were allocated between the<br />
land and the building elements in proportion to the relative fair values for leasehold interests in the land element<br />
and building element of the lease at the inception of the lease. The up-front payment represented prepaid lease<br />
payments and were amortised on a straight-line basis over the lease term.<br />
The amendments to FRS 117: Leases clarify that leases of land and buildings are classified as operating or finance<br />
leases in the same way as leases of other assets. They also clarify that the present value of the residual value of the<br />
property in a lease with a term of several decades would be negligible and accounting for the land element as<br />
a finance lease in such circumstances would be consistent with the economic position of the lessee. Hence, the<br />
adoption of the amendments to FRS 117 has resulted in certain unexpired land leases to be reclassified as finance<br />
leases. The Group has applied this change in accounting policy retrospectively and certain comparatives have<br />
been restated.
NOTES NOTES TO THE TO THE FINANCIAL FINANCIAL STATEMENTS<br />
31 JANUARY 31 JANUARY 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.2 Changes in accounting policies (continued)<br />
(e) FRS 117: Leases (continued)<br />
annual report 2010 / 2011 83<br />
The following are effects to the consolidated statement of financial position as at 31 January 2011 arising from the<br />
above change in accounting policy:<br />
Group<br />
2011<br />
RM’000<br />
Increase / (decrease) in:<br />
Property, plant and equipment 15,874<br />
Prepaid land lease payment (15,874 )<br />
The following comparatives as at 31 January 2010 have been restated:<br />
Consolidated statement of financial position<br />
As previously<br />
reported (audited) Adjustments As restated<br />
RM’000 RM’000 RM’000<br />
Non-current assets<br />
Property, plant and equipment 314,306 16,265 330,571<br />
Prepaid land lease payment 16,265 (16,265 ) -<br />
Consolidated statement of cash flow<br />
Depreciation of property, plant and equipment 50,350 510 50,860<br />
Amortisation of prepaid land lease payment 510 (510 ) -<br />
2.3 Standards issued but not yet effective<br />
The Group has not adopted the following standards and interpretations that have been issued but not yet effective:<br />
Effective for financial periods beginning on or after 1 March 2010<br />
Amendments to FRS 132 Classification of Rights Issues<br />
Effective for financial periods beginning on or after 1 July 2010<br />
FRS 1 First-time Adoption of Financial Reporting Standards<br />
FRS 3 Business Combinations (Revised)<br />
Amendments to FRSs<br />
FRS 2 Share-based Payment<br />
FRS 5 Non-current Assets Held for Sale and Discontinued Operations<br />
FRS 127 Consolidated and Separate Financial Statements<br />
FRS 138 Intangible Assets<br />
Amendments to IC<br />
Interpretation 9 Reassessment of Embedded Derivatives<br />
IC Interpretation 12 Service Concession Arrangements<br />
IC Interpretation 16 Hedges of a Net Investment in a Foreign Operation<br />
IC Interpretation 17 Distributions of Non-cash Assets to Owners
84<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.3 Standards issued but not yet effective (continued)<br />
Effective for financial periods beginning on or after 1 January 2011<br />
Amendments to FRS 1 Limited Exemption from Comparative FRS 7 Disclosures for First-Time Adopters<br />
Amendments to FRS 7 Improving Disclosures about Financial Instruments<br />
Amendments to FRS 2 Share-based Payment - Group Cash Settled Share-based Payment Transactions<br />
IC Interpretation 4 Determining Whether an Arrangement Contains a Lease<br />
IC Interpretation 18 Transfer of Assets from Customers<br />
Effective for financial periods beginning on or after 1 July 2011<br />
IC Interpretation 19 Extinguishing Financial Liabilities with Equity Instruments<br />
Effective for financial periods beginning on or after 1 January 2012<br />
FRS 124 Related Party Disclosures (Revised)<br />
IC Interpretation 15 Agreements for the Construction of Real Estate<br />
Except for the changes in accounting policies arising from the adoption of the revised FRS 3 and the Amendments<br />
to FRS 127, as well as the new disclosures required under the Amendments to FRS 7, the directors expect that the<br />
adoption of the other standards and interpretations above will have no material impact on the financial statements in<br />
the period of initial application. The nature of the impending changes in accounting policy on adoption of the revised<br />
FRS 3 and the Amendments to FRS 127 are described below.<br />
Revised FRS 3: Business Combinations and Amendments to FRS 127: Consolidated and Separate Financial Statements<br />
The revised standards are effective for annual periods beginning on or after 1 July 2010. The revised FRS 3 introduces a<br />
number of changes in the accounting for business combinations occurring after 1 July 2010. These changes will impact<br />
the amount of goodwill recognised, the reported results in the period that an acquisition occurs, and future reported<br />
results. The Amendments to FRS 127 require that a change in the ownership interest of a subsidiary (without loss of<br />
control) is accounted for as an equity transaction. Therefore, such transactions will no longer give rise to goodwill, nor<br />
will they give rise to a gain or loss. Furthermore, the amended standard changes the accounting for losses incurred<br />
by the subsidiary as well as the loss of control of a subsidiary. Other consequential amendments have been made<br />
to FRS 107: Statement of Cash Flows, FRS 112: Income Taxes, FRS 121: The Effects of Changes in Foreign Exchange<br />
Rates, FRS 128: Investments in Associates and FRS 131: Interests in Joint Ventures. The changes from revised FRS 3 and<br />
Amendments to FRS 127 will affect future acquisitions or loss of control and transactions with minority interests. The<br />
standards may be early adopted. However, the Group does not intend to early adopt.<br />
2.4 Basis of consolidation<br />
The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at<br />
the reporting date. The financial statements of the subsidiaries used in the preparation of the consolidated financial<br />
statements are prepared for the same reporting date as the Company. Consistent accounting policies are applied to<br />
on the transactions and events in similar circumstances.<br />
All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-group transactions<br />
are eliminated in full.
NOTES NOTES TO THE TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 31 JANUARY 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.4 Basis of consolidation (continued)<br />
annual report 2010 / 2011 85<br />
Acquisitions of subsidiaries are accounted for by applying the purchase method. Identifiable assets acquired and<br />
liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the<br />
acquisition date. Adjustments to those fair values relating to previously held interests are treated as a revaluation and<br />
recognised in other comprehensive income.<br />
The cost of a business combination is measured as the aggregate of the fair values, at the date of exchange, of<br />
the assets given, liabilities incurred or assumed, and equity instruments issued, plus any costs directly attributable<br />
to the business combination. Any excess of the cost of business combination over the Group’s share in the net fair<br />
value of the acquired subsidiary’s identifiable assets, liabilities and contingent liabilities is recorded as goodwill on<br />
the statement of financial position. The accounting policy for goodwill is set out in Note 2.8(a). Any excess of the<br />
Group’s share in the net fair value of the acquired subsidiary’s identifiable assets, liabilities and contingent liabilities<br />
over the cost of business combination is recognised as income in statement of comprehensive income on the date<br />
of acquisition. When the Group acquires a business, embedded derivatives separated from the host contract by<br />
the acquiree are reassessed on acquisition unless the business combination results in a change in the terms of the<br />
contract that significantly modifies the cash flows that would otherwise be required under the contract.<br />
Subsidiaries are consolidated from the date of acquisition, being the date on which the Group obtains control, and<br />
continue to be consolidated until the date that such control ceases.<br />
2.5 Transactions with minority interests<br />
Minority interests represent the portion of profit or loss and net assets in subsidiaries not held by the Group and are<br />
presented separately in the consolidated statement of comprehensive income and within equity in the consolidated<br />
statement of financial position, separately from parent shareholders’ equity. Transactions with minority interests are<br />
accounted for using the entity concept method, whereby, transactions with minority interests are accounted for as<br />
transactions with owners. On acquisition of minority interests, the difference between the consideration and book<br />
value of the share of the net assets acquired is recognised directly in equity. Gain or loss on disposal to minority<br />
interests is recognised directly in equity.<br />
2.6 Foreign currency<br />
(a) Functional and presentation currency<br />
The individual financial statements of each entity in the Group are measured using the currency of the primary<br />
economic environment in which the entity operates (“the functional currency”). The consolidated financial<br />
statements are presented in Ringgit Malaysia (“RM”), which is also the Company’s functional currency.<br />
(b) Foreign currency transactions<br />
Transactions in foreign currencies are measured in the respective functional currencies of the Company and its<br />
subsidiaries and are recorded on initial recognition in the functional currencies at exchange rates approximating<br />
those ruling at the transaction dates. Monetary assets and liabilities denominated in foreign currencies are<br />
translated at the rate of exchange ruling at the reporting date. Non-monetary items denominated in foreign<br />
currencies that are measured at historical cost are translated using the exchange rates as at the dates of the<br />
initial transactions. Non-monetary items denominated in foreign currencies measured at fair value are translated<br />
using the exchange rates at the date when the fair value was determined.
86<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.6 Foreign currency (continued)<br />
(b) Foreign currency transactions (continued)<br />
Exchange differences arising on the settlement of monetary items or on translating monetary items at the<br />
reporting date are recognised in statements of comprehensive income except for exchange differences arising<br />
on monetary items that form part of the Group’s net investment in foreign operations, which are recognised<br />
initially in other comprehensive income and accumulated under foreign currency translation reserve in equity.<br />
The foreign currency translation reserve is reclassified from equity to consolidated statement of comprehensive<br />
income on disposal of the foreign operation.<br />
Exchange differences arising on the translation of non-monetary items carried at fair value are included in<br />
consolidated statement of comprehensive income for the period except for the differences arising on the<br />
translation of non-monetary items in respect of which gains and losses are recognised directly in equity. Exchange<br />
differences arising from such non-monetary items are also recognised directly in equity.<br />
(c) Foreign operations<br />
The assets and liabilities of foreign operations are translated into RM at the rate of exchange ruling at the<br />
reporting date and income and expenses are translated at exchange rates at the dates of the transactions. The<br />
exchange differences arising on the translation are taken directly to other comprehensive income. On disposal<br />
of a foreign operation, the cumulative amount recognised in other comprehensive income and accumulated<br />
in equity under foreign currency translation reserve relating to that particular foreign operation is recognised in<br />
consolidated statement of comprehensive income.<br />
Goodwill and fair value adjustments arising on the acquisition of foreign operations are treated as assets and<br />
liabilities of the foreign operations and are recorded in the functional currency of the foreign operations and<br />
translated at the closing rate at the reporting date.<br />
2.7 Property, plant and equipment and depreciation<br />
All items of property, plant and equipment are initially recorded at cost. The cost of an item of property, plant and<br />
equipment is recognised as an asset if, and only if, it is probable that future economic benefits associated with the<br />
item will flow to the Group and to the Company and the cost of the item can be measured reliably.<br />
Subsequent to recognition, property, plant and equipment except for land and buildings are measured at cost<br />
less accumulated depreciation and accumulated impairment losses. When significant parts of property, plant and<br />
equipment are required to be replaced in intervals, the Group and the Company recognises such parts as individual<br />
assets with specific useful lives and depreciation, respectively. Likewise, when a major inspection is performed, its<br />
cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are<br />
satisfied. All other repair and maintenance costs are recognised in statement of comprehensive income as incurred.<br />
Land and buildings are measured at fair value less accumulated depreciation on buildings and leasehold land and<br />
impairment losses recognised after the date of the revaluation. Valuations are performed with sufficient regularity<br />
to ensure that the carrying amount does not differ materially from the fair value of the land and buildings at the<br />
reporting date.
NOTES NOTES TO THE TO THE FINANCIAL FINANCIAL STATEMENTS STATEMENTS<br />
31 JANUARY 31 JANUARY 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.7 Property, plant and equipment and depreciation (continued)<br />
annual report 2010 / 2011 87<br />
Any revaluation surplus is recognised in other comprehensive income and accumulated in equity under the revaluation<br />
reserves, except to the extent that it reverses a revaluation decrease of the same asset previously recognised in<br />
statement of comprehensive income, in which case the increase is recognised in statements of comprehensive<br />
income. A revaluation deficit is recognised in statements of comprehensive income, except to the extent that it<br />
offsets an existing surplus on the same asset carried in the revaluation reserves.<br />
Any accumulated depreciation as at the revaluation date is eliminated against the gross carrying amount of the<br />
asset and the net amount is restated to the revalued amount of the asset. The revaluation surplus included in the<br />
revaluation reserves in respect of an asset is transferred directly to retained earnings on retirement or disposal of the<br />
asset.<br />
Freehold land has an unlimited useful life and therefore is not depreciated. Leased assets are depreciated over the<br />
shorter of the lease term and their useful lives unless it is reasonably certain that the Group and the Company will<br />
obtain ownership by the end of the lease term. Depreciation is computed on a straight-line basis over the estimated<br />
useful lives of the assets as follows:<br />
Leasehold land 2%<br />
Buildings 2%<br />
Plant and machinery 10% - 40%<br />
Motor vehicles, office equipment, furniture and fittings,<br />
renovations and fixtures. 10% - 20%<br />
Tooling equipment utilised for specific product model included in plant and machinery are depreciated using units of<br />
production method.<br />
Assets under construction are not depreciated as these assets are not yet available for use.<br />
The carrying values of property, plant and equipment are reviewed for impairment when events or changes in<br />
circumstances indicate that the carrying value may not be recoverable.<br />
The residual value, useful life and depreciation method are reviewed at the end of each financial year, and adjusted<br />
prospectively, if appropriate.<br />
An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are<br />
expected from its use or disposal. Any gain or loss on derecognition of the asset is included in the statements of<br />
comprehensive income in the financial year the asset is derecognised.
88<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.8 Intangible assets<br />
(a) Goodwill<br />
Goodwill is initially measured at cost. Following initial recognition, goodwill is measured at cost less accumulated<br />
impairment losses.<br />
For the purpose of impairment testing, goodwill acquired is allocated, from the acquisition date, to each of the<br />
Group’s cash-generating units that are expected to benefit from the synergies of the combination.<br />
The cash-generating unit to which goodwill has been allocated is tested for impairment annually and whenever<br />
there is an indication that the cash-generating unit may be impaired, by comparing the carrying amount of the<br />
cash-generating unit, including the allocated goodwill, with the recoverable amount of the cash-generating<br />
unit. Where the recoverable amount of the cash-generating unit is less than the carrying amount, an impairment<br />
loss is recognised in the statement of comprehensive income. Impairment losses recognised for goodwill are not<br />
reversed in subsequent periods.<br />
Where goodwill forms part of a cash-generating unit and part of the operation within that cash-generating<br />
unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount<br />
of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed off in this<br />
circumstance is measured based on the relative fair values of the operations disposed off and the portion of the<br />
cash-generating unit retained.<br />
Goodwill and fair value adjustments arising on the acquisition of foreign operation on or after 1 January 2006<br />
are treated as assets and liabilities of the foreign operations and are recorded in the functional currency of the<br />
foreign operations and translated in accordance with the accounting policy set out in Note 2.6(b).<br />
Goodwill and fair value adjustments which arose on acquisitions of foreign operation before 1 January 2006 are<br />
deemed to be assets and liabilities of the Company and are recorded in RM at the rates prevailing at the date<br />
of acquisition.<br />
(b) Other intangible assets<br />
Intangible assets acquired separately are measured initially at cost. The cost of intangible assets acquired in a<br />
business combination is their fair value as at the date of acquisition. Following initial acquisition, intangible assets<br />
are measured at cost less any accumulated amortisation and accumulated impairment losses.<br />
Intangible assets with finite useful lives are amortised over the estimated useful lives and assessed for impairment<br />
whenever there is an indication that the intangible asset may be impaired. The amortisation period and the<br />
amortisation method are reviewed at least at the end of the financial year. Changes in the expected useful life<br />
or the expected pattern of consumption of future economic benefits embodied in the asset is accounted for by<br />
changing the amortisation period or method, as appropriate, and are treated as changes in accounting estimates.<br />
The amortisation expense on intangible assets with finite lives is recognised in statements of comprehensive<br />
income.
NOTES NOTES TO THE TO THE FINANCIAL FINANCIAL STATEMENTS<br />
31 JANUARY 31 JANUARY 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.8 Intangible assets (continued)<br />
(b) Other intangible assets (continued)<br />
annual report 2010 / 2011 89<br />
Intangible assets with indefinite useful lives or not yet available for use are tested for impairment annually, or more<br />
frequently if the events and circumstances indicate that the carrying value may be impaired either individually or<br />
at the cash-generating unit level. Such intangible assets are not amortised. The useful life of an intangible asset<br />
with an indefinite useful life is reviewed annually to determine whether the useful life assessment continues to be<br />
supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis.<br />
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the<br />
net disposal proceeds and the carrying amount of the asset and are recognised in statements of comprehensive<br />
income when the asset is derecognised.<br />
2.9 Impairment of non-financial assets<br />
The Group and the Company assesses at each reporting date whether there is an indication that an asset may be<br />
impaired. If any such indication exists, or when an annual impairment assessment for an asset is required, the Group<br />
and the Company makes an estimate of the asset’s recoverable amount.<br />
An asset’s recoverable amount is the higher of an asset’s fair value less costs to sell and its value in use. For the<br />
purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable<br />
cash flows (cash-generating units (“CGU”)).<br />
In assessing value in use, the estimated future cash flows expected to be generated by the asset are discounted to<br />
their present value using a pre-tax discount rate that reflects current market assessments of the time value of money<br />
and the risks specific to the asset. Where the carrying amount of an asset exceeds its recoverable amount, the asset<br />
is written down to its recoverable amount. Impairment losses recognised in respect of a CGU or groups of CGUs are<br />
allocated first to reduce the carrying amount of any goodwill allocated to those units or groups of units and then, to<br />
reduce the carrying amount of the other assets in the unit or groups of units on a pro-rata basis.<br />
Impairment losses are recognised in statements of comprehensive income except for assets that are previously<br />
revalued where the revaluation was taken to other comprehensive income. In this case, the impairment is also<br />
recognised in other comprehensive income up to the amount of any previous revaluation.<br />
An assessment is made at each reporting date as to whether there is any indication that previously recognised<br />
impairment losses may no longer exist or may have decreased. A previously recognised impairment loss is reversed<br />
only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last<br />
impairment loss was recognised. If that is the case, the carrying amount of the asset is increased to its recoverable<br />
amount. That increase cannot exceed the carrying amount that would have been determined, net of depreciation,<br />
had no impairment loss been recognised previously. Such reversal is recognised in profit or loss unless the asset is<br />
measured at revalued amount, in which case the reversal is treated as a revaluation increase. Impairment loss on<br />
goodwill is not reversed in a subsequent period.
90<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.10 Subsidiaries<br />
A subsidiary is an entity over which the Group has the power to govern the financial and operating policies so as to<br />
obtain benefits from its activities.<br />
In the Company’s separate financial statements, investment in subsidiaries are accounted for at cost less impairment<br />
losses.<br />
2.11 Associates<br />
An associate is an entity, not being a subsidiary or a joint venture, in which the Group has significant influence. An<br />
associate is equity accounted for from the date the Group obtains significant influence until the date the Group<br />
ceases to have significant influence over the associate.<br />
The Group’s investment in associates are accounted for using the equity method. Under the equity method, the<br />
investment in associates is measured in the consolidated statement of financial position at cost plus post-acquisition<br />
changes in the Group’s share of net assets of the associates. Goodwill relating to associates is included in the<br />
carrying amount of the investment. Any excess of the Group’s and share of the net fair value of the associate’s<br />
identifiable assets, liabilities and contingent liabilities over the cost of the investment is excluded from the carrying<br />
amount of the investment and is instead included as income in the determination of the Group’s share of the<br />
associate’s profit or loss for the period in which the investment is acquired.<br />
When the Group’s share of losses in an associate equals or exceeds its interest in the associate, the Group does not<br />
recognise further losses, unless it has incurred obligations or made payments on behalf of the associate.<br />
After application of the equity method, the Group determines whether it is necessary to recognise an additional<br />
impairment loss on the Group’s investment in its associates. The Group determines at each reporting date whether<br />
there is any objective evidence that the investment in the associate is impaired. If this is the case, the Group<br />
calculates the amount of impairment as the difference between the recoverable amount of the associate and its<br />
carrying value and recognises the amount in consolidated statement of comprehensive income.<br />
In the Company’s separate financial statements, investment in associates are stated at cost less impairment losses.<br />
On disposal of such investment, the difference between net disposal proceeds and their carrying amounts is<br />
included in statements of comprehensive income.<br />
2.12 Financial assets<br />
Financial assets are recognised in the statements of financial position when, and only when, the Group and the<br />
Company become a party to the contractual provisions of the financial instrument.<br />
When financial assets are recognised initially, they are measured at fair value, plus, in the case of financial assets not<br />
at fair value through profit or loss, directly attributable transaction costs.<br />
The Group and the Company determine the classification of their financial assets at initial recognition, and the<br />
categories include financial assets at fair value through profit or loss, loans and receivables, held-to-maturity<br />
investments and available-for-sale financial assets.
NOTES NOTES TO THE TO THE FINANCIAL FINANCIAL STATEMENTS<br />
31 JANUARY 31 JANUARY 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.12 Financial assets (continued)<br />
(a) Financial assets at fair value through profit or loss<br />
annual report 2010 / 2011 91<br />
Financial assets are classified as financial assets at fair value through profit or loss if they are held for trading<br />
or are designated as such upon initial recognition. Financial assets held for trading are derivatives (including<br />
separated embedded derivatives) or financial assets acquired principally for the purpose of selling in the near<br />
term.<br />
Subsequent to initial recognition, financial assets at fair value through profit or loss are measured at fair<br />
value. Any gains or losses arising from changes in fair value are recognised in statements of comprehensive<br />
income. Net gains or net losses on financial assets at fair value through profit or loss do not include exchange<br />
differences, interest and dividend income. Exchange differences, interest and dividend income on financial<br />
assets at fair value through profit or loss are recognised separately in statements of comprehensive income as<br />
part of other losses or other income.<br />
Financial assets at fair value through profit or loss could be presented as current or non-current. Financial<br />
assets that is held primarily for trading purposes are presented as current whereas financial assets that is not<br />
held primarily for trading purposes are presented as current or non-current based on the settlement date.<br />
(b) Loans and receivables<br />
Financial assets with fixed or determinable payments that are not quoted in an active market are classified as<br />
loans and receivables.<br />
Subsequent to initial recognition, loans and receivables are measured at amortised cost using the effective<br />
interest / finance method. Gains and losses are recognised in statements of comprehensive income when the<br />
loans and receivables are derecognised or impaired, and through the amortisation process.<br />
Loans and receivables are classified as current assets, except for those having maturity dates later than 12<br />
months after the reporting date which are classified as non-current.<br />
(c) Held-to-maturity investments<br />
Financial assets with fixed or determinable payments and fixed maturity are classified as held-to-maturity<br />
when the Group and the Company has the positive intention and ability to hold the investment to maturity.<br />
Subsequent to initial recognition, held-to-maturity investments are measured at amortised cost using the<br />
effective interest / finance method. Gains and losses are recognised in statements of comprehensive income<br />
when the held-to-maturity investments are derecognised or impaired, and through the amortisation process.<br />
Held-to-maturity investments are classified as non-current assets, except for those having maturity within 12<br />
months after the reporting date which are classified as current.
92<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.12 Financial assets (continued)<br />
(d) Available-for-sale financial assets<br />
Available-for-sale financial assets are financial assets that are designated as available for sale or are not<br />
classified in any of the three preceding categories.<br />
After initial recognition, available-for-sale financial assets are measured at fair value. Any gains or losses from<br />
changes in fair value of the financial assets are recognised in other comprehensive income, except that<br />
impairment losses, foreign exchange gains and losses on monetary instruments and interest calculated using<br />
the effective interest / finance method are recognised in profit or loss. The cumulative gain or loss previously<br />
recognised in other comprehensive income is reclassified from equity to statements of comprehensive income<br />
as a reclassification adjustment when the financial asset is derecognised. Interest / finance income calculated<br />
using the effective interest / finance method is recognised in statements of comprehensive income. Dividends<br />
on an available-for-sale equity instrument are recognised in statements of comprehensive income when the<br />
Group and the Company’s right to receive payment is established.<br />
Investments in equity instruments whose fair value cannot be reliably measured are measured at cost less<br />
impairment loss.<br />
Available-for-sale financial assets are classified as non-current assets unless they are expected to be realised<br />
within 12 months after the reporting date.<br />
A financial asset is derecognised when the contractual right to receive cash flows from the asset has expired. On<br />
derecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of the<br />
consideration received and any cumulative gain or loss that had been recognised in other comprehensive income<br />
is recognised in statements of comprehensive income.<br />
Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the<br />
period generally established by regulation or convention in the marketplace concerned. All regular way purchases<br />
and sales of financial assets are recognised or derecognised on the trade date i.e., the date that the Group and<br />
the Company commit to purchase or sell the asset.<br />
2.13 Impairment of financial assets<br />
The Group and the Company assess at each reporting date whether there is any objective evidence that a financial<br />
asset is impaired.<br />
(a) Trade and other receivables and other financial assets carried at amortised cost<br />
To determine whether there is objective evidence that an impairment loss on financial assets has been incurred,<br />
the Group and the Company consider factors such as the probability of insolvency or significant financial<br />
difficulties of the debtos and default or significant delay in payments. For certain categories of financial<br />
assets, such as trade receivables, assets that are assessed not to be impaired individually are subsequently<br />
assessed for impairment on a collective basis based on similar risk characteristics. Objective evidence of<br />
impairment for a portfolio of receivables could include the Group’s and the Company’s past experience<br />
of collecting payments, an increase in the number of delayed payments in the portfolio past the average<br />
credit period and observable changes in national or local economic conditions that correlate with default<br />
on receivables.
NOTES NOTES TO THE TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 31 JANUARY 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.13 Impairment of financial assets (continued)<br />
annual report 2010 / 2011 93<br />
(a) Trade and other receivables and other financial assets carried at amortised cost (continued)<br />
If any such evidence exists, the amount of impairment loss is measured as the difference between the asset’s<br />
carrying amount and the present value of estimated future cash flows discounted at the financial asset’s<br />
original effective interest / finance rate. The impairment loss is recognised in statements of comprehensive<br />
income.<br />
The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with<br />
the exception of trade receivables, where the carrying amount is reduced through the use of an allowance<br />
account. When a trade receivable becomes uncollectible, it is written off against the allowance account.<br />
If in a subsequent period, the amount of the impairment loss decreases and the decrease can be related<br />
objectively to an event occurring after the impairment was recognised, the previously recognised impairment<br />
loss is reversed to the extent that the carrying amount of the asset does not exceed its amortised cost at the<br />
reversal date. The amount of reversal is recognised in statements of comprehensive income.<br />
(b) Unquoted equity securities carried at cost<br />
If there is objective evidence (such as significant adverse changes in the business environment where the<br />
issuer operates, probability of insolvency or significant financial difficulties of the issuer) that an impairment<br />
loss on financial assets carried at cost has been incurred, the amount of the loss is measured as the difference<br />
between the asset’s carrying amount and the present value of estimated future cash flows discounted at<br />
the current market rate of return for a similar financial asset. Such impairment losses are not reversed in<br />
subsequent periods.<br />
(c) Available-for-sale financial assets<br />
Significant or prolonged decline in fair value below cost, significant financial difficulties of the issuer or obligor,<br />
and the disappearance of an active trading market are considerations to determine whether there is<br />
objective evidence that investment securities classified as available-for-sale financial assets are impaired.<br />
If an available-for-sale financial asset is impaired, an amount comprising the difference between its cost<br />
(net of any principal payment and amortisation) and its current fair value, less any impairment loss previously<br />
recognised in statements of comprehensive income, is transferred from equity to statements of comprehensive<br />
income.<br />
Impairment losses on available-for-sale equity investments are not reversed in statements of comprehensive<br />
income in the subsequent periods. Increase in fair value, if any, subsequent to impairment loss is recognised<br />
in other comprehensive income. For available-for-sale debt investments, impairment losses are subsequently<br />
reversed in statements of comprehensive income if an increase in the fair value of the investment can<br />
be objectively related to an event occurring after the recognition of the impairment loss in statement of<br />
comprehensive income.
94<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.14 Cash and cash equivalents<br />
Cash and cash equivalents comprise cash at bank and on hand, demand deposits, and short-term, highly liquid<br />
investments that are readily convertible to known amount of cash and which are subject to an insignificant risk of<br />
changes in value. These also include bank overdrafts that form an integral part of the Group’s and of the Company’s<br />
cash management.<br />
2.15 Construction contracts<br />
Where the outcome of a construction contract can be reliably estimated, contract revenue and contract costs<br />
are recognised as revenue and expenses respectively by using the stage of completion method. The stage of<br />
completion is measured by reference to the proportion of contract costs incurred for work performed to date to the<br />
estimated total contract costs.<br />
Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the<br />
extent of contract costs incurred that are likely to be recoverable. Contract costs are recognised as expense in the<br />
period in which they are incurred.<br />
When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as<br />
an expense immediately.<br />
Contract revenue comprises the initial amount of revenue agreed in the contract and variations in contract work,<br />
claims and incentive payments to the extent that it is probable that they will result in revenue and they are capable<br />
of being reliably measured.<br />
When the total of costs incurred on construction contracts plus, recognised profits (less recognised losses), exceeds<br />
progress billings, the balance is classified as amount due from customers on contracts. When progress billings exceed<br />
costs incurred plus, recognised profits (less recognised losses), the balance is classified as amount due to customers<br />
on contracts.<br />
2.16 Inventories<br />
Inventories are stated at the lower of cost (determined on the first-in, first-out basis) and net realisable value.<br />
The cost of finished goods and work-in-progress includes direct materials, direct labour, other direct costs and<br />
appropriate proportion of production overheads. Net realisable value represents the estimated selling price less all<br />
estimated costs of completion and costs to be incurred in marketing, selling and distribution.<br />
Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of completion<br />
and the estimated costs necessary to make the sale.<br />
2.17 Provisions<br />
Provisions are recognised when the Group and the Company has a present obligation (legal or constructive) as a<br />
result of a past event, it is probable that an outflow of economic resources will be required to settle the obligation<br />
and the amount of the obligation can be estimated reliably.<br />
Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. If it is no longer<br />
probable that an outflow of economic resources will be required to settle the obligation, the provision is reversed. If<br />
the effect of the time value of money is material, provisions are discounted using a current pre tax rate that reflects,<br />
where appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the<br />
passage of time is recognised as interest / finance cost.
NOTES NOTES TO THE TO THE FINANCIAL FINANCIAL STATEMENTS<br />
31 JANUARY 31 JANUARY 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.18 Financial liabilities<br />
annual report 2010 / 2011 95<br />
Financial liabilities are classified according to the substance of the contractual arrangements entered into and the<br />
definitions of a financial liability.<br />
Financial liabilities, within the scope of FRS 139, are recognised in the statement of financial position when, and<br />
only when, the Group and the Company become a party to the contractual provisions of the financial instrument.<br />
Financial liabilities are classified as either financial liabilities at fair value through profit or loss or other financial<br />
liabilities.<br />
(a) Financial liabilities at fair value through profit or loss<br />
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial<br />
liabilities designated upon initial recognition as at fair value through profit or loss.<br />
Financial liabilities held for trading include derivatives entered into by the Group and the Company that do not<br />
meet the hedge accounting criteria. Derivative liabilities are initially measured at fair value and subsequently<br />
stated at fair value, with any resultant gains or losses recognised in statements of comprehensive income. Net<br />
gains or losses on derivatives include exchange differences.<br />
The Group and the Company have not designated any financial liabilities as at fair value through profit or<br />
loss.<br />
(b) Other financial liabilities<br />
The Group’s and the Company’s other financial liabilities include trade payables, other payables and loans<br />
and borrowings.<br />
Trade and other payables are recognised initially at fair value plus directly attributable transaction costs and<br />
subsequently measured at amortised cost using the effective interest / finance method.<br />
Borrowings / financing are recognised initially at fair value, net of transaction costs incurred, and subsequently<br />
measured at amortised cost using the effective interest / finance method. Borrowings / financing are classified<br />
as current liabilities unless the Group and the Company has an unconditional right to defer settlement of the<br />
liability for at least 12 months after the reporting date.<br />
For other financial liabilities, gains and losses are recognised in statements of comprehensive income when<br />
the liabilities are derecognised, and through the amortisation process.<br />
A financial liability is derecognised when the obligation under the liability is extinguished. When an existing financial<br />
liability is replaced by another from the same lender on substantially different terms, or the terms of an existing<br />
liability are substantially modified, such an exchange or modification is treated as a derecognition of the original<br />
liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in<br />
statements of comprehensive income.
96<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.19 Borrowing / financing costs<br />
Borrowing / financing costs are capitalised as part of the cost of a qualifying asset if they are directly attributable to<br />
the acquisition, construction or production of that asset. Capitalisation of borrowing / financing costs commences<br />
when the activities to prepare the asset for its intended use or sale are in progress and the expenditures and<br />
borrowing / financing costs are incurred. Borrowing / financing costs are capitalised until the assets are substantially<br />
completed for their intended use or sale.<br />
All other borrowing / financing costs are recognised in statements of comprehensive income in the period they are<br />
incurred. Borrowing / financing costs consist of interest and other costs that the Group and the Company incurred<br />
in connection with the borrowing / financing of funds.<br />
2.20 Employee benefits<br />
(a) Short term benefits<br />
Wages, salaries, bonuses and social security contribution are recognised as an expense in the financial year<br />
in which the associated services are rendered by employees of the Group and of the Company. Short term<br />
accumulating compensated absences such as paid annual leave are recognised when services are rendered<br />
by employees that increase their entitlement to future compensated absences. Short term non-accumulating<br />
compensated absences such as sick leave are recognised when the absences occur.<br />
(b) Defined contribution plans<br />
2.21 Leases - As lessee<br />
The Group and the Company participates in the national pension schemes as defined by the laws of the<br />
countries in which it has operations. The Malaysian companies in the Group make contributions to the<br />
Employee Provident Fund in Malaysia, a defined contribution pension scheme. Contributions to defined<br />
contribution pension schemes are recognised as an expense in the period in which the related service is<br />
performed.<br />
Finance leases, which transfer to the Group and the Company substantially all the risks and rewards incidental to<br />
ownership of the leased item, are capitalised at the inception of the lease at the fair value of the leased asset or, if<br />
lower, at the present value of the minimum lease payments. Any initial direct costs are also added to the amount<br />
capitalised. Lease payments are apportioned between the interest / finance charges and reduction of the lease<br />
liability so as to achieve a constant rate of interest / finance on the remaining balance of the liability. Interest /<br />
finance charges are charged to statements of comprehensive income. Contingent rents, if any, are charged as<br />
expenses in the periods in which they are incurred.<br />
Leased assets are depreciated over the estimated useful life of the asset. However, if there is no reasonable certainty<br />
that the Group and the Company will obtain ownership by the end of the lease term, the asset is depreciated over<br />
the shorter of the estimated useful life and the lease term.<br />
Operating lease payments are recognised as an expense in statements of comprehensive income on a straight-line<br />
basis over the lease term. The aggregate benefit of incentives provided by the lessor is recognised as a reduction<br />
of rental expense over the lease term on a straight-line basis.
NOTES NOTES TO THE TO THE FINANCIAL FINANCIAL STATEMENTS<br />
31 JANUARY 31 JANUARY 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.22 Discontinued operation<br />
annual report 2010 / 2011 97<br />
A component of the Group is classified as a “discontinued operation” when the criteria to be classified as held for<br />
sale have been met or it has been disposed off and such a component represents a separate major line of business<br />
or geographical area of operations or is part of a single coordinated major line of business or geographical area of<br />
operations. A component is deemed to be held for sale if its carrying amounts will be recovered principally through<br />
a sale transaction rather than through continuing use.<br />
Upon classification as held for sale, non-current assets and disposal groups are not depreciated and are measured<br />
at the lower of carrying amount and fair value less costs to sell. Any differences are recognised in statements of<br />
comprehensive income.<br />
2.23 Revenue recognition<br />
Revenue is recognised when it is probable that the economic benefits associated with the transaction will flow to<br />
the enterprise and the amount of the revenue can be measured reliably.<br />
(a) Sale of goods<br />
Revenue from sale of goods is recognised net of sales taxes and discounts upon the transfer of significant risk<br />
and rewards of ownership of the goods to the customer. Revenue is not recognised to the extent where there<br />
are significant uncertainties regarding recovery of the consideration due, associated costs or the possible<br />
return of goods.<br />
(b) Construction contracts<br />
Revenue from construction contracts is accounted for by the stage of completion method as described in<br />
Note 2.15.<br />
(c) Dividend income<br />
Dividend income is recognised when the Group’s and the Company’s right to receive payment is<br />
established.<br />
(d) Management fees<br />
Management fees are recognised when service are rendered.<br />
(e) Rendering of services<br />
Revenue from services rendered is recognised as and when the services are performed.<br />
(f) Interest / finance income<br />
Interest / finance income is recognised using the effective interest / finance method.
98<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.24 Income taxes<br />
(a) Current tax<br />
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the<br />
taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or<br />
substantively enacted by the reporting date.<br />
Current taxes are recognised in statements of comprehensive income except to the extent that the tax<br />
relates to items recognised outside statements of comprehensive income, either in other comprehensive<br />
income or directly in equity.<br />
(b) Deferred tax<br />
Deferred tax is provided using the liability method on temporary differences at the reporting date between<br />
the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.<br />
Deferred tax liabilities are recognised for all temporary differences, except:<br />
- where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in<br />
a transaction that is not a business combination and, at the time of the transaction, affects neither the<br />
accounting profit nor taxable profit or loss; and<br />
- in respect of taxable temporary differences associated with investments in subsidiaries, associates and<br />
interests in joint ventures, where the timing of the reversal of the temporary differences can be controlled<br />
and it is probable that the temporary differences will not reverse in the foreseeable future.<br />
Deferred tax assets are recognised for all deductible temporary differences, carry forward of unused tax<br />
credits and unused tax losses, to the extent that it is probable that taxable profit will be available against<br />
which the deductible temporary differences, and the carry forward of unused tax credits and unused tax<br />
losses can be utilised except:<br />
- where the deferred tax asset relating to the deductible temporary difference arises from the initial<br />
recognition of an asset or liability in a transaction that is not a business combination and, at the time of<br />
the transaction, affects neither the accounting profit nor taxable profit or loss; and<br />
- in respect of deductible temporary differences associated with investments in subsidiaries, associates<br />
and interests in joint ventures, deferred tax assets are recognised only to the extent that it is probable<br />
that the temporary differences will reverse in the foreseeable future and taxable profit will be available<br />
against which the temporary differences can be utilised.<br />
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent<br />
that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred<br />
tax asset to be utilised. Unrecognised deferred tax assets are reassessed at each reporting date and are<br />
recognised to the extent that it has become probable that future taxable profit will allow the deferred tax<br />
assets to be utilised.
NOTES NOTES TO THE TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 31 JANUARY 2011<br />
2011<br />
2. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)<br />
2.24 Income taxes (continued)<br />
(b) Deferred tax (continued)<br />
annual report 2010 / 2011 99<br />
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the financial<br />
year when the asset is realised or the liability is settled, based on tax rates and tax laws that have been<br />
enacted or substantively enacted at the reporting date.<br />
Deferred tax relating to items recognised outside statements of comprehensive income is recognised outside<br />
statement of comprehensive income. Deferred tax items are recognised in correlation to the underlying<br />
transaction either in other comprehensive income or directly in equity and deferred tax arising from a business<br />
combination is adjusted against goodwill on acquisition.<br />
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current<br />
tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same<br />
taxation authority.<br />
(c) Sales tax<br />
2.25 Segment reporting<br />
Revenues, expenses and assets are recognised net of the amount of sales tax except:<br />
- Where the sales tax incurred in a purchase of assets or services is not recoverable from the taxation<br />
authority, in which case the sales tax is recognised as part of the cost of acquisition of the asset or as part<br />
of the expense item as applicable; and<br />
- Receivables and payables that are stated with the amount of sales tax included.<br />
- The net amount of sales tax recoverable from, or payable to, the taxation authority is included as part of<br />
receivables or payables in the statements of financial position.<br />
For management purposes, the Group is organised into operating segments based on their products and services<br />
which are independently managed by the respective segment managers responsible for the performance of<br />
the respective segments under their charge. The segment managers report directly to the management of the<br />
Company who regularly review the segment results in order to allocate resources to the segments and to assess<br />
the segment performance. Additional disclosures on each of these segments are shown in Note 37, including the<br />
factors used to identify the reportable segments and the measurement basis of segment information.<br />
2.26 Contingencies<br />
A contingent liability or asset is a possible obligation or asset that arises from past events and whose existence will<br />
be confirmed only by the occurrence or non-occurrence of uncertain future event(s) not wholly within the control<br />
of the Group and of the Company.<br />
Contingent liabilities and assets are not recognised in the statements of financial position of the Group and of the<br />
Company.
100<br />
Ingress Corporation Berhad<br />
Notes to to the the Financial Statements<br />
31 31 January 2011<br />
2011<br />
2A. SUMMARY <strong>OF</strong> SIGNIFICANT ACCOUNTING JUDGMENTS AND ESTIMATES<br />
The preparation of the Group’s and of the Company’s financial statements requires management to make<br />
judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and<br />
liabilities, and the disclosure of contingent liabilities at the reporting date. However, uncertainty about these<br />
assumptions and estimates could result in outcomes that could require a material adjustment to the carrying<br />
amount of the asset or liability affected in the future.<br />
Key sources of estimation uncertainty<br />
The key assumptions concerning the future and other key sources of estimation uncertainty at the balance sheet date<br />
that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the<br />
next financial year are discussed below:<br />
(a) Income taxes and deferred tax asset<br />
Deferred tax assets are recognised for all unused tax losses to the extent that it is probable that taxable profit will<br />
be available against which the losses can be utilised. Significant management judgment is required to determine<br />
the amount of deferred tax assets that can be recognised, based on the likely timing and level of future taxable<br />
profits together with future tax planning strategies.<br />
Assumptions about generation of future taxable profits depend on management’s estimates of future cash<br />
flows. These depends on estimates of future production and sales volume, operating costs, capital expenditure,<br />
dividends and other capital management transactions. Judgment is also required about application of income<br />
tax legislation. These judgments and assumptions are subject to risks and uncertainty, hence there is a possibility<br />
that changes in circumstances will alter expectations, which may impact the amount of deferred tax assets<br />
recognised in the statements of financial position and the amount of unrecognised tax losses and unrecognised<br />
temporary differences.<br />
The Group and the Company recognises liabilities for expected tax issues based on estimates of whether additional<br />
taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially<br />
recognised, such differences will impact the income tax and deferred tax provisions in the period in which such<br />
determination is made.<br />
The carrying amounts of the Group and of the Company tax payables and deferred tax assets / (liabilities) are as<br />
disclosed in Note 11 and 28.<br />
(b) Impairment of property, plant and equipment<br />
The Group and the Company carried out the impairment test when indication exists and based on a variety of<br />
estimation including the value-in-use of the property, plant and equipment. Estimating the value-in-use requires<br />
the Group and the Company to make an estimate of expected future cash flows and also to choose a suitable<br />
discount rate in order to calculate the present value of those cash flows. The carrying amounts of the property,<br />
plant and equipment of the Group and of the Company as at 31 January 2011 are disclosed in Note 13.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
3. REVENUE<br />
annual report 2010 / 2011 101<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Sales of goods 679,533,943 560,346,162 - -<br />
Construction contracts 81,642,756 90,199,106 - -<br />
Rendering of services - 76,899 - -<br />
Dividend income from subsidiaries - - 4,666,667 2,000,000<br />
Management fees from subsidiaries - - 9,141,550 2,181,504<br />
761,176,699 650,622,167 13,808,217 4,181,504<br />
4. COST <strong>OF</strong> SALES<br />
2011<br />
Group<br />
2010<br />
RM RM<br />
Costs of goods sold 572,205,892 474,248,700<br />
Construction contract costs 79,690,153 82,305,422<br />
Costs of services rendered - 45,994<br />
651,896,045 556,600,116<br />
5. INTEREST / FINANCE INCOME<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Interest / finance income from:<br />
Loans and receivables 597,704 331,976 5,175,923 1,907,239
102<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
6. OTHER INCOME<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Foreign exchange gain<br />
- unrealised 75,400 2,111,812 - -<br />
- realised<br />
Gain on disposal of investment in an<br />
878,318 247,592 - -<br />
associate company<br />
Gain on disposal of property,<br />
7,619,088 - - -<br />
plant and equipment 6,566,776 37,778 14,500 -<br />
Insurance claim received - 5,974,084 - -<br />
Miscellaneous income 2,766,732 3,015,197 140,763 131,516<br />
17,906,314 11,386,463 155,263 131,516<br />
7. INTEREST / FINANCE COSTS<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Interest / finance costs on:<br />
- Al-Ijarah lease and<br />
Murabahah 217,098 384,311 - -<br />
- Sukuk Al-Ijarah 3,875,907 10,056,256 - -<br />
- Syndicated CMTF-i 4,927,976 - 4,927,976 -<br />
- Bank borrowings 6,085,720 6,689,500 287,652 289,753<br />
- Hire purchase 93,133 130,688 6,411 -<br />
- Others 1,338,333 1,293,600 3,452 3,001,869<br />
16,538,167 18,554,355 5,225,491 3,291,622
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
8. PR<strong>OF</strong>IT / (LOSS) BEFORE TAX FROM CONTINUING OPERATIONS<br />
The following amounts have been included in arriving at profit / (loss) before tax:<br />
annual report 2010 / 2011 103<br />
Group<br />
Restated<br />
Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Employee benefits expense (Note 9)<br />
Non-executive directors’<br />
76,582,009 63,324,907 6,205,646 4,606,025<br />
remuneration (Note 10)<br />
Auditors’ remuneration<br />
148,700 160,900 148,700 160,900<br />
- statutory audits 405,289 414,863 30,000 30,000<br />
- other services 23,025 21,399 23,025 21,399<br />
Rental expense 2,643,461 3,063,519 625,166 468,819<br />
Provision for foreseeable losses 3,612,461 223,934 - -<br />
Impairment loss on goodwill - 221,792 - -<br />
Write-down of investories - 41,704 - -<br />
Provision for obsolete inventories<br />
Loss on disposal of investment in a<br />
2,333,146 - - -<br />
subsidiary company<br />
Impairment loss on investment<br />
1,421,615 - - -<br />
in an associate company<br />
Property, plant and equipment<br />
- - 960,000 -<br />
- depreciation 68,078,987 50,860,237 167,345 156,744<br />
- written off 199,895 7,026,528 56,358 -<br />
Amortisation of intangible assets 673,187 1,217,492 6,745 11,688<br />
Allowance for doubtful debts<br />
Foreign exchange losses<br />
341,747 1,073,879 - -<br />
- unrealised 69,697 21,159 - 19,774<br />
- realised 150,789 1,351,011 1,161 17,598<br />
9. EMPLOYEE BENEFITS EXPENSE<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Wages and salaries 52,262,657 45,406,842 4,128,227 3,423,681<br />
Bonus 4,389,365 1,123,494 538,262 -<br />
Pension costs - defined contribution plans 5,486,762 4,722,962 601,867 475,078<br />
Other costs 14,443,225 12,071,609 937,290 707,266<br />
76,582,009 63,324,907 6,205,646 4,606,025<br />
Included in employee benefits expense of the Group and of the Company are executive directors’ remuneration<br />
amounting to RM6,119,113 (2010: RM6,426,678) and RM626,162 (2010: RM518,188) respectively, as further disclosed<br />
in Note 10.
104<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
10. <strong>DIRECTORS</strong>’ REMUNERATION<br />
Directors of the Company<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Executive:<br />
Salaries and other emoluments 1,748,913 1,849,334 537,858 518,188<br />
Fees 24,000 24,000 - -<br />
Bonus 153,726 48,130 88,304 -<br />
Benefits-in-kind 21,600 21,600 14,400 14,400<br />
1,948,239 1,943,064 640,562 532,588<br />
Non-executive:<br />
Fees 130,000 140,000 130,000 140,000<br />
Allowances 18,700 15,600 18,700 15,600<br />
Benefits-in-kind - 5,300 - 5,300<br />
148,700 160,900 148,700 160,900<br />
Other directors<br />
Executive:<br />
Salaries and other emoluments 3,766,970 4,400,542 - -<br />
Fees 12,000 12,000 - -<br />
Bonus 413,504 92,672 - -<br />
Benefits-in-kind 16,800 14,400 - -<br />
4,209,274 4,519,614 - -<br />
Total 6,306,213 6,623,578 789,262 693,488<br />
Analysis excluding benefits-in-kind:<br />
Total executive directors’ remuneration 6,119,113 6,426,678 626,162 518,188<br />
Total non-executive directors’ remuneration 148,700 155,600 148,700 155,600<br />
Total directors’ remuneration 6,267,813 6,582,278 774,862 673,788
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
10. <strong>DIRECTORS</strong>’ REMUNERATION (CONTINUED)<br />
annual report 2010 / 2011 105<br />
The number of directors of the Company whose total remuneration at the Group during the financial year fell within<br />
the following bands is analysed below:<br />
Number of Directors<br />
2011 2010<br />
Executive directors:<br />
RM550,001 - RM600,000 1 1<br />
RM600,001 - RM650,000 1 -<br />
RM650,001 - RM700,000 - 1<br />
RM700,001 - RM750,000 - 1<br />
RM750,001 - RM800,000 1 -<br />
Non-Executive directors:<br />
Below RM50,000 4 5<br />
11. INCOME TAX EXPENSE<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Income tax:<br />
Malaysian income tax 4,542,226 1,631,664 1,166,667 -<br />
Foreign income tax 6,096 102,684 - -<br />
Under / (overprovision) in prior years 37,325 (546,391 ) - 949,131<br />
4,585,647 1,187,957 1,166,667 949,131<br />
Deferred tax (Note 28):<br />
Relating to origination and reversal<br />
of temporary differences 506,950 106,754 - -<br />
Overprovision in prior years (3,820,277 ) (262,917 ) - -<br />
(3,313,327 ) (156,163 ) - -<br />
Total income tax expense 1,272,320 1,031,794 1,166,667 949,131
106<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
11. INCOME TAX EXPENSE (CONTINUED)<br />
The reconciliation between tax expense and the product of accounting profit multiplied by the applicable corporate<br />
tax rate for the financial years ended 31 January 2011 and 2010 are as follows:<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Profit / (loss) before tax<br />
Tax at Malaysian statutory tax rate<br />
31,055,109 19,576,127 4,492,347 (3,451,628 )<br />
of 25% (2010: 25%) 7,763,777 4,894,032 1,123,087 (862,907 )<br />
Different tax rates in other countries 1,116,242 407,165 - -<br />
Income not subject to tax (5,817,245 ) (785,145 ) - (500,000 )<br />
Expenses not deductible for tax purposes<br />
Effect of utilisation of reinvestment<br />
allowance and investment<br />
3,351,078 1,560,506 279,751 32,015<br />
tax allowance<br />
Utilisation of previously unused tax losses<br />
(3,256,549 ) (5,134,225 ) - -<br />
and unabsorbed allowances<br />
Deferred tax assets not recognised on<br />
unused tax losses and<br />
(324,132 ) (651,833 ) (236,171 ) -<br />
unabsorbed allowances<br />
Overprovision of deferred tax<br />
2,222,101 1,550,602 - 1,330,892<br />
in prior years<br />
Under / (overprovision) of tax expense<br />
(3,820,277 ) (262,917 ) - -<br />
in prior years<br />
Total income tax expense<br />
37,325 (546,391 ) - 949,131<br />
for the financial year 1,272,320 1,031,794 1,166,667 949,131<br />
Domestic income tax is calculated at the Malaysian statutory tax rate of 25% (2010: 25%) of the estimated assessable<br />
profit / (loss) for the financial year. Taxation for other jurisdictions is calculated at the rates prevailing in the respective<br />
jurisdictions.<br />
The above reconciliation is prepared by aggregating separate reconciliations for each national jurisdiction.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
11. INCOME TAX EXPENSE (CONTINUED)<br />
Tax savings during the financial year arising from:<br />
annual report 2010 / 2011 107<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Utilisation of unabsorbed capital<br />
allowances brought forward<br />
Utilisation of reinvestment allowances and<br />
437,816 807,863 - -<br />
tax allowances brought forward<br />
Utilisation of unabsorbed losses<br />
6,070,274 2,260,557 147,249 -<br />
brought forward<br />
Utilisation of current year capital<br />
- 946,426 - -<br />
allowances 6,969,423 16,222,995 17,534 -<br />
Utilisation of current year losses 83,372 681,393 - 476,810<br />
12. EARNINGS PER SHARE<br />
Basic earnings per share of the Group is calculated by dividing profit for the financial year, net of tax attributable to<br />
owners of the parent by the weighted average number of ordinary shares outstanding during the financial year.<br />
Group<br />
2011 2010<br />
Profit for the financial year, net of tax attributable to owners of the parent 17,124,330 10,810,863<br />
Weighted average number of ordinary shares outstanding 76,800,000 76,800,000<br />
Basic earnings per share (sen) 22.3 14.1
108<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
13. PROPERTY, PLANT AND EQUIPMENT<br />
Property,<br />
plant and<br />
Land and Plant and equipment Other<br />
buildings * machinery in progress assets ** Total<br />
Group RM RM RM RM RM<br />
At 31 January 2011<br />
Cost / valuation<br />
At 1 February 2010<br />
As previously stated 146,943,530 584,967,001 14,310,315 55,630,180 801,851,026<br />
Effects of adopting the<br />
amendmends to FRS 117 17,014,922 - - - 17,014,922<br />
As restated 163,958,452 584,967,001 14,310,315 55,630,180 818,865,948<br />
Additions 1,757,524 2,452,477 26,587,985 2,801,704 33,599,690<br />
Disposals - (7,808,705 ) (2,421,132 ) (353,683 ) (10,583,520 )<br />
Write-offs<br />
Transfer to assets of disposal<br />
group classified as held<br />
- (160,200 ) - (500,619 ) (660,819 )<br />
for sale (Note 22(a)) - - - (1,515,538 ) (1,515,538 )<br />
Reclassification - 1,023,858 (1,023,858 ) - -<br />
Adjustments - (2,845,171 ) (999,661 ) - (3,844,832 )<br />
Exchange differences (2,707,934 ) (11,255,640 ) (548,787 ) (353,020 ) (14,865,381 )<br />
At 31 January 2011 163,008,042 566,373,620 35,904,862 55,709,024 820,995,548<br />
Representing:<br />
Cost 21,916,614 566,373,620 35,904,862 55,709,024 679,904,120<br />
Valuation 141,091,428 - - - 141,091,428<br />
163,008,042 566,373,620 35,904,862 55,709,024 820,995,548
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
13. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)<br />
annual report 2010 / 2011 109<br />
Property,<br />
plant and<br />
Land and Plant and equipment Other<br />
buildings * machinery in progress assets ** Total<br />
Group (continued) RM RM RM RM RM<br />
At 31 January 2011<br />
Accumulated depreciation<br />
and impairment<br />
At 1 February 2010<br />
As previously stated<br />
Effects of adopting the<br />
12,468,448 436,201,544 - 38,875,109 487,545,101<br />
amendments to FRS 117 750,348 - - - 750,348<br />
As restated 13,218,796 436,201,544 - 38,875,109 488,295,449<br />
Charge for the financial year 3,804,832 57,922,370 - 6,351,785 68,078,987<br />
Disposals - (5,088,132 ) - (353,182 ) (5,441,314 )<br />
Write-offs<br />
Transfer to assets of disposal<br />
group classified as held<br />
- (58,518 ) - (402,406 ) (460,924 )<br />
for sale (Note 22(a)) - - - (975,116 ) (975,116 )<br />
Adjustments - (1,558,256 ) - - (1,558,256 )<br />
Exchange differences (642,860 ) (7,181,128 ) - (290,922 ) (8,114,910 )<br />
At 31 January 2011 16,380,768 480,237,880 - 43,205,268 539,823,916<br />
Net carrying amount<br />
Cost 18,279,854 86,135,740 35,904,862 12,503,756 152,824,212<br />
Valuation 128,347,420 - - - 128,347,420<br />
146,627,274 86,135,740 35,904,862 12,503,756 281,171,632
110<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
13. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)<br />
Property,<br />
plant and<br />
Land and Plant and equipment Other<br />
buildings * machinery in progress assets ** Total<br />
Group (continued) RM RM RM RM RM<br />
At 31 January 2010<br />
Cost/valuation<br />
At 1 February 2009<br />
As previously stated 120,437,850 531,338,721 17,397,282 49,408,990 718,582,843<br />
Effects of adopting the<br />
amendments to FRS 117 26,377,959 - - - 26,377,959<br />
As restated 146,815,809 531,338,721 17,397,282 49,408,990 744,960,802<br />
Additions 37,557 21,205,605 7,818,529 7,276,904 36,338,595<br />
Disposals - (192,773 ) - (413,979 ) (606,752 )<br />
Write-offs - (13,205,907 ) (1,022,794 ) (699,179 ) (14,927,880 )<br />
Revaluation surplus<br />
Transfer to assets of disposal<br />
group classified as held<br />
26,368,258 - - - 26,368,258<br />
for sale (Note 22(b)) (9,796,958 ) - - - (9,796,958 )<br />
Reclassification - 9,725,497 (9,725,497 ) - -<br />
Adjustments - 34,378,153 (982,972 ) - 33,395,181<br />
Exchange differences 533,786 1,717,705 825,767 57,444 3,134,702<br />
At 31 January 2010 (as restated) 163,958,452 584,967,001 14,310,315 55,630,180 818,865,948<br />
Representing:<br />
Cost 22,442,443 584,967,001 14,310,315 55,630,180 677,349,939<br />
Valuation 141,516,009 - - - 141,516,009<br />
163,958,452 584,967,001 14,310,315 55,630,180 818,865,948
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
13. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)<br />
annual report 2010 / 2011 111<br />
Property,<br />
plant and<br />
Land and Plant and equipment Other<br />
buildings * machinery in progress assets ** Total<br />
Group (continued) RM RM RM RM RM<br />
At 31 January 2010<br />
Accumulated depreciation<br />
and impairment<br />
At 1 February 2009<br />
As previously stated<br />
Effects of adopting the<br />
10,950,793 402,806,706 - 33,245,693 447,003,192<br />
amendments to FRS 117 438,404 - - - 438,404<br />
As restated 11,389,197 402,806,706 - 33,245,693 447,441,596<br />
Charge for the financial year 3,668,365 40,506,593 - 6,685,279 50,860,237<br />
Disposals - (192,773 ) - (406,755 ) (599,528 )<br />
Write-offs<br />
Elimination of accumulated<br />
depreciation on<br />
- (7,205,905 ) - (695,447 ) (7,901,352 )<br />
revaluation surplus<br />
Transfer to assets of disposal<br />
group classified as held<br />
(1,685,020 ) - - - (1,685,020 )<br />
for sale (Note 22(b)) (197,918 ) - - - (197,918 )<br />
Exchange differences 44,172 286,923 - 46,339 377,434<br />
At 31 January 2010 (as restated) 13,218,796 436,201,544 - 38,875,109 488,295,449<br />
Net carrying amount<br />
Cost 19,100,372 148,765,457 14,310,315 16,755,071 198,931,215<br />
Valuation 131,639,284 - - - 131,639,284<br />
150,739,656 148,765,457 14,310,315 16,755,071 330,570,499<br />
** Other assets comprise motor vehicles, office equipment, furniture and fittings, renovations and fixtures.
112<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
13. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)<br />
* Land and buildings<br />
Long term Long term<br />
leasehold leasehold Freehold Freehold<br />
buildings land land buildings Total<br />
Group RM RM RM RM RM<br />
At 31 January 2011<br />
Cost / valuation<br />
At 1 February 2010<br />
As previously stated 62,305,258 - 20,486,951 64,151,321 146,943,530<br />
Effects of adopting the<br />
amendments to FRS 117 - 17,014,922 - - 17,014,922<br />
As restated 62,305,258 17,014,922 20,486,951 64,151,321 163,958,452<br />
Additions 1,757,524 - - - 1,757,524<br />
Exchange differences (164,970 ) (477,936 ) (507,176 ) (1,557,852 ) (2,707,934 )<br />
At 31 January 2011 63,897,812 16,536,986 19,979,775 62,593,469 163,008,042<br />
Representing:<br />
Cost 5,379,628 16,536,986 - - 21,916,614<br />
Valuation 58,518,184 - 19,979,775 62,593,469 141,091,428<br />
63,897,812 16,536,986 19,979,775 62,593,469 163,008,042<br />
Accumulated depreciation<br />
At 1 February 2010<br />
As previously stated<br />
Effects of adopting the<br />
4,753,952 - - 7,714,496 12,468,448<br />
amendments to FRS 117 - 750,348 - - 750,348<br />
As restated 4,753,952 750,348 - 7,714,496 13,218,796<br />
Charge for the financial year 1,750,231 165,621 - 1,888,980 3,804,832<br />
Exchange differences (41,260 ) (252,537 ) - (349,063 ) (642,860 )<br />
At 31 January 2011 6,462,923 663,432 - 9,254,413 16,380,768<br />
Net carrying amount<br />
Cost 2,406,300 15,873,554 - - 18,279,854<br />
Valuation 55,028,589 - 19,979,775 53,339,056 128,347,420<br />
57,434,889 15,873,554 19,979,775 53,339,056 146,627,274
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
13. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)<br />
* Land and buildings<br />
annual report 2010 / 2011 113<br />
Long term Long term<br />
leasehold leasehold Freehold Freehold<br />
buildings land land buildings Total<br />
Group (continued) RM RM RM RM RM<br />
At 31 January 2010<br />
Cost/valuation<br />
At 1 February 2009<br />
As previously stated 42,550,778 - 19,004,410 58,882,662 120,437,850<br />
Effects of adopting the<br />
amendments to FRS 117 - 26,377,959 - - 26,377,959<br />
As restated 42,550,778 26,377,959 19,004,410 58,882,662 146,815,809<br />
Additions 37,557 - - - 37,557<br />
Revaluation surplus<br />
Transfer to assets of disposal<br />
group classified as held<br />
19,424,646 - 1,606,141 5,337,471 26,368,258<br />
for sale (Note 22(b)) - (9,796,958 ) - - (9,796,958 )<br />
Exchange differences 292,277 433,921 (123,600 ) (68,812 ) 533,786<br />
At 31 January 2010 (as restated) 62,305,258 17,014,922 20,486,951 64,151,321 163,958,452<br />
Representing:<br />
Cost 5,427,521 17,014,922 - - 22,442,443<br />
Valuation 56,877,737 - 20,486,951 64,151,321 141,516,009<br />
62,305,258 17,014,922 20,486,951 64,151,321 163,958,452
114<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
13. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)<br />
* Land and buildings<br />
Long term Long term<br />
leasehold leasehold Freehold Freehold<br />
buildings land land buildings Total<br />
Group (continued) RM RM RM RM RM<br />
At 31 January 2010<br />
Accumulated depreciation<br />
At 1 February 2009<br />
As previously stated 3,413,480 - - 7,537,313 10,950,793<br />
Effects of adopting the<br />
amendments to FRS 117 - 438,404 - - 438,404<br />
As restated 3,413,480 438,404 - 7,537,313 11,389,197<br />
Charge for the financial year<br />
Elimination of accumulated<br />
depreciation on<br />
1,282,606 509,862 - 1,875,897 3,668,365<br />
revaluation surplus<br />
Transfer to assets of disposal<br />
group classified as held<br />
- - - (1,685,020 ) (1,685,020 )<br />
for sale (Note 22(b)) - (197,918 ) - - (197,918 )<br />
Exchange differences 57,866 - - (13,694 ) 44,172<br />
At 31 January 2010 (as restated) 4,753,952 750,348 - 7,714,496 13,218,796<br />
Net carrying amount<br />
Cost 2,835,798 16,264,574 - - 19,100,372<br />
Valuation 54,715,508 - 20,486,951 56,436,825 131,639,284<br />
57,551,306 16,264,574 20,486,951 56,436,825 150,739,656
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
13. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)<br />
annual report 2010 / 2011 115<br />
Office<br />
equipment<br />
Motor Furniture and<br />
Renovations vehicles and fittings computers Total<br />
Company RM RM RM RM RM<br />
At 31 January 2011<br />
Cost<br />
At 1 February 2010 568,049 98,784 160,361 1,259,162 2,086,356<br />
Additions - 816,373 4,217 65,983 886,573<br />
Disposals (244,075 ) - (14,000 ) - (258,075 )<br />
Write offs (323,974 ) - (15,271 ) (17,982 ) (357,227 )<br />
At 31 January 2011 - 915,157 135,307 1,307,163 2,357,627<br />
Accumulated depreciation<br />
At 1 February 2010 481,267 89,994 122,302 1,118,134 1,811,697<br />
Charge for the financial year 30,421 35,932 13,446 87,546 167,345<br />
Disposals (243,620 ) - (13,955 ) - (257,575 )<br />
Write offs (268,068 ) - (15,234 ) (17,567 ) (300,869 )<br />
At 31 January 2011 - 125,926 106,559 1,188,113 1,420,598<br />
Net carrying amount - 789,231 28,748 119,050 937,029<br />
At 31 January 2010<br />
Cost<br />
At 1 February 2009 568,049 273,028 160,361 1,252,992 2,254,430<br />
Additions - - - 6,170 6,170<br />
Disposals - (174,244 ) - - (174,244 )<br />
At 31 January 2010 568,049 98,784 160,361 1,259,162 2,086,356<br />
Accumulated depreciation<br />
At 1 February 2009 442,950 244,480 108,047 1,033,719 1,829,196<br />
Charge for the financial year 38,317 19,757 14,255 84,415 156,744<br />
Disposals - (174,243 ) - - (174,243 )<br />
At 31 January 2010 481,267 89,994 122,302 1,118,134 1,811,697<br />
Net carrying amount 86,782 8,790 38,059 141,028 274,659
116<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
13. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)<br />
(a) Property, plant and equipment were revalued during the financial year ended 31 January 2010 by an independent<br />
professional valuer. Fair value is determined by reference to open market values on an existing use basis.<br />
Year of Valuation Basis of<br />
Valuation Description of Property Amount Valuation<br />
RM<br />
2009 Land and factory at Bangi 4,300,000 Open market value<br />
2009 Land and factory at Nilai 20,000,000 Open market value<br />
2009 Land and factory at Bukit Beruntung 37,500,000 Open market value<br />
2009 Land and building at Sungai Penchala 50,000,000 Open market value<br />
2009 Land and factory at Rayong, Thailand 23,000,000 Open market value<br />
2009 Land and factory at Ayutthaya, Thailand 13,500,000 Open market value<br />
2009 Land and factory at Cikarang, Indonesia 4,700,000 Open market value<br />
2009 Staff accommodation at Nilai 630,000 Open market value<br />
2009 Staff accommodation at Bukit Beruntung 1,320,000 Open market value<br />
2009 Land at Nilai 250,000 Open market value<br />
Had the revalued land and buildings been carried at historical costs, the net book value of the land and buildings<br />
that would have been included in the financial statements of the Group as at 31 January 2011 would have been<br />
RM97,244,424 (2010: RM100,063,975).<br />
(b) Net book values of property, plant and equipment held under hire purchase arrangements are as follows:<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Motor vehicles 1,532,802 1,276,674 789,160 -<br />
Plant and machinery 741,803 2,093,269 - -<br />
(c) During the financial year, the Group and the Company acquired property, plant and equipment of which RM816,373<br />
(2010: RM149,303) and RM816,373 (2010: Nil) respectively were aquired by means of hire purchase, finance lease<br />
and Al-Ijarah lease arrangements.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
13. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)<br />
annual report 2010 / 2011 117<br />
(d) The net book values of properties pledged to financial institutions during the financial year for Syndicated CMTF-i<br />
as referred to in Note 23 are as follows:<br />
Group<br />
2011<br />
RM<br />
Long term leasehold land 13,051,889<br />
Long term leasehold buildings 55,881,666<br />
Freehold land 9,200,000<br />
Freehold buildings 28,964,148<br />
107,097,703<br />
(e) The net book values of property, plant and equipment pledged to financial institutions for other borrowings /<br />
financing as referred to in Note 23 are as follows:<br />
Group<br />
2011 2010<br />
RM RM<br />
Freehold land 10,529,775 11,036,951<br />
Freehold buildings 23,816,560 26,305,152<br />
Plant and machinery 55,335,331 63,024,344<br />
89,681,666 100,366,447<br />
14. INTANGIBLE ASSETS<br />
Goodwill<br />
Computer<br />
Software Total<br />
Group RM RM RM<br />
Cost<br />
At 31 January 2009 573,001 9,633,970 10,206,971<br />
Additions - 196,500 196,500<br />
Write-offs - (85,164 ) (85,164 )<br />
Exchange differences - (53,415 ) (53,415 )<br />
At 31 January 2010 573,001 9,691,891 10,264,892<br />
Additions - 189,659 189,659<br />
Write-offs<br />
Transfer to assets of disposal group classified as held<br />
- (8,492 ) (8,492 )<br />
for sale (Note 22(a)) - (150,642 ) (150,642 )<br />
Exchange differences - (232,327 ) (232,327 )<br />
At 31 January 2011 573,001 9,490,089 10,063,090
118<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
14. INTANGIBLE ASSETS (CONTINUED)<br />
Computer<br />
Goodwill Software Total<br />
Group (continued) RM RM RM<br />
Accumulated amortisation and impairment<br />
At 31 January 2009 273,357 4,882,608 5,155,965<br />
Amortisation - 1,217,492 1,217,492<br />
Write-offs - (85,164 ) (85,164 )<br />
Impairment loss 221,792 - 221,792<br />
Exchange differences - (482,214 ) (482,214 )<br />
At 31 January 2010 495,149 5,532,722 6,027,871<br />
Amortisation - 673,187 673,187<br />
Write-offs - (5,004 ) (5,004 )<br />
Transfer to assets of disposal group classified as held<br />
for sale (Note 22(a)) - (90,758 ) (90,758 )<br />
Exchange differences - (86,022 ) (86,022 )<br />
At 31 January 2011 495,149 6,024,125 6,519,274<br />
Net carrying amount<br />
At 31 January 2010 77,852 4,159,169 4,237,021<br />
At 31 January 2011 77,852 3,465,964 3,543,816<br />
Computer Software<br />
2011 2010<br />
Company RM RM<br />
Cost<br />
At 1 February 69,437 67,787<br />
Additions - 1,650<br />
At 31 January 69,437 69,437<br />
Accumulated amortisation<br />
At 1 February 52,810 41,122<br />
Amortisation 6,745 11,688<br />
At 31 January 59,555 52,810<br />
Net carrying amount<br />
At 31 January 9,882 16,627
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
14. INTANGIBLE ASSETS (CONTINUED)<br />
Impairment tests for goodwill<br />
annual report 2010 / 2011 119<br />
Goodwill has been allocated to the Group’s CGUs identified according to country of operation and business<br />
segment as follows:<br />
Allocation of goodwill<br />
Group<br />
2011 2010<br />
RM RM<br />
Automotive Components Manufacturing<br />
Thailand 77,852 77,852<br />
Key assumptions used in value-in-use calculations<br />
The recoverable amount is determined based on value-in-use calculations using cash flow projections based<br />
on financial budgets approved by management covering a five-year period. The following describes each<br />
key assumption on which management has based its cash flow projections to undertake impairment testing of<br />
goodwill:<br />
(a) Budgeted gross margin<br />
The budgeted gross margin assigned to Automotive Division is 17.8% (2010: 15.0%) and Power Engineering<br />
and Projects Division is 9.6% (2010: 12.6%) respectively. The basis used to determine the value assigned<br />
to the budgeted gross margins is the average gross margins achieved in the financial year immediately<br />
before the budgeted year.<br />
(b) Growth rates<br />
The weighted average growth rates used for Automotive Component Manufacturing are consistent with<br />
the long-term average growth rate for the industry.<br />
(c) Discount rates<br />
The discount rate used for Group is 6.4% (2010: 5.3%). These rates are pre-tax and reflect specific risks<br />
relating to the industry.<br />
(d) Bond rate<br />
The bond rates used is the yield on a 10-year Malaysian government bond rate at the beginning of the<br />
budgeted year.<br />
(e) Raw materials price inflation<br />
The basis used to determine the value assigned to the raw materials price inflation is the forecast price<br />
indices during the budget year. Values assigned to key assumptions are consistent with external information<br />
sources.
120<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
15. INVESTMENT IN SUBSIDIARIES<br />
Group<br />
2011 2010<br />
RM RM<br />
Unquoted shares, at cost 108,653,883 108,653,883<br />
Details of the subsidiaries are as follows:<br />
Effective equity<br />
Country of interest held<br />
Name of subsidiaries incorporation 2011 2010 Principal activities<br />
% %<br />
Ingress Technologies Malaysia 70 70<br />
Sdn Bhd<br />
Ingress Autoventures Thailand 62.5 73<br />
Co., Ltd *<br />
Fine Components Thailand 100 100<br />
(Thailand) Co., Ltd *<br />
PT Ingress Malindo Indonesia 81 72<br />
Ventures *<br />
Ingress Engineering Malaysia 100 100<br />
Sdn Bhd<br />
Ingress Precision Sdn Bhd Malaysia 90 90<br />
Ingress CES Sdn Bhd * Malaysia 70 70<br />
Ingress Research Sdn Bhd Malaysia 100 100<br />
Manufactures and supplies<br />
complete automotive door<br />
assemblies (door-in-white) and<br />
manufactures and assembles<br />
medium to high tonnage press<br />
parts<br />
Manufactures automotive<br />
components<br />
Manufactures and supplies metal<br />
components for the automotive<br />
industry utilising fine blanking<br />
technology<br />
Manufactures automotive<br />
components<br />
Manufactures and supplies rollformed<br />
plastic mouldings and<br />
weather-strips, wire-harness and<br />
provision of management services<br />
Manufactures and supplies rollformed<br />
metal automotive door<br />
sash (door frame) and related<br />
components<br />
Provides design, stamping,<br />
fabrication and project<br />
management of small and medium<br />
dies, assembly jigs and checking<br />
fixtures in automotive industry<br />
Provides engineering services in<br />
the field of computer aided design,<br />
manufactures tools, jigs and dies<br />
and undertakes comprehensive<br />
product development work
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
15. INVESTMENT IN SUBSIDIARIES (CONTINUED)<br />
Details of the subsidiaries are as follows: (continued)<br />
annual report 2010 / 2011 121<br />
Effective equity<br />
Country of interest held<br />
Name of subsidiaries incorporation 2011 2010 Principal activities<br />
% %<br />
Talent Synergy Sdn Bhd Malaysia 100 100<br />
Ingress Auto Sdn Bhd Malaysia 100 100<br />
Multi Discovery Sdn Bhd Malaysia 100 100<br />
Ramusa Engineering Malaysia 95 95<br />
Sdn Bhd<br />
Ingress Fabricators Malaysia 100 100<br />
Sdn Bhd *<br />
Ingress Sukuk Berhad * Malaysia 100 100<br />
Matrix Power Services Malaysia 80 80<br />
Sdn Bhd **<br />
Ingress Environmental Malaysia 100 100<br />
Sdn Bhd *<br />
PT Ingress Amdec Indonesia 51 51<br />
Environmental *<br />
Matrix Hydro Generation Sdn Bhd * Malaysia 70 70<br />
Ingress Automotive Malaysia 100 100<br />
Electrical Sdn Bhd *<br />
PT Bina Selaras Tradindo * Indonesia 60 60<br />
* Audited by firms of auditors other than Ernst & Young.<br />
** Classified as disposal group classified as held for sale as disclosed in Note 22(a).<br />
Provides engineering solutions<br />
in industrial automation through<br />
design and fabrication as well<br />
as manufactures and supplies<br />
sub-systemaor system for the<br />
applications in production and<br />
testing<br />
Premium motor vehicle dealership,<br />
services center and spare parts<br />
sales<br />
Provides engineering services for<br />
the power and utility industry<br />
Provides electrical engineering<br />
services for power and utility<br />
industry, particularly in building,<br />
infrastructure and distribution<br />
network<br />
Provides engineering services<br />
and supply of instrumentation<br />
equipment for oil and gas industry.<br />
Dormant<br />
Manufactures and supplies panelbased<br />
electrical equipment and<br />
provides electrical engineering<br />
services for power and utility<br />
industry<br />
Dormant<br />
Dormant<br />
Dormant<br />
Dormant<br />
Dormant
122<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
15. INVESTMENT IN SUBSIDIARIES (CONTINUED)<br />
Disposal of shares in a subsidiary company<br />
On 8 September 2010, the Group via its subsidiary company, Ingress Precision Sdn Bhd (“IPSB”) disposed off 11.2%<br />
or 268,994 ordinary shares of THB100 each in Ingress Autoventures Co., Ltd (“IAV”) with a cash consideration of<br />
THB66,710,512 or RM6,337,403 to Katayama Kogyo Co., Ltd, a foreign corporate shareholder of IAV and IPSB.<br />
The disposal had the following effects on the financial position of the Group as at the end of the financial year:<br />
Group<br />
2011<br />
RM<br />
Property, plant and equipment 95,444,552<br />
Intangible assets 2,863,776<br />
Inventories 9,478,388<br />
Trade and other receivables 32,461,349<br />
Cash and bank balances 3,328,913<br />
Trade and other payables (34,449,810 )<br />
Borrowings / financing (39,850,226 )<br />
Net assets as at 8 September 2010 69,276,942<br />
Share of net assets disposed 7,759,018<br />
Total disposal proceeds settled by cash (6,337,403 )<br />
Loss on disposal to the Group 1,421,615<br />
Acquisition of minority interests<br />
On 27 January 2011, the Group via its subsidiary company, Ingress Precision Sdn Bhd acquired additional 10% or<br />
126,475 ordinary shares of IDR8,875 each in PT Ingress Malindo Ventures (“PTIMV”) from its minority interest for a cash<br />
consideration of IDR1,122 million or RM379,393. As a result of this acquisition, the effective equity interest of the Group<br />
in PTIMV increased from 72% to 81%.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
16. INVESTMENT IN ASSOCIATES<br />
annual report 2010 / 2011 123<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Unquoted investments, at cost 3,046,258 1,377,500 960,000 960,000<br />
Share of post-acquisition reserves 4,837,366 9,796,218 - -<br />
Share of hedging reserves (5,013,185 ) - - -<br />
2,870,439 11,173,718 960,000 960,000<br />
Less: Accumulated impairment losses (50,000 ) (50,000 ) (960,000 ) -<br />
2,820,439 11,123,718 - 960,000<br />
Represented by:<br />
Share of net assets 2,820,439 11,123,718 - 960,000<br />
Details of associates are as follows:<br />
Effective equity<br />
Country of interest held<br />
Name of associates incorporation 2011 2010 Principal activities<br />
% %<br />
Balfour Beatty Rail Malaysia 30 49<br />
Sdn Bhd *<br />
Ingress Mayur Auto Ventures India 40 -<br />
Private Limited *<br />
Maju Nusa Sdn Bhd * Malaysia 49 9<br />
Sapura Ingress Ventures Malaysia 50 50<br />
Sdn Bhd *<br />
* Audited by firm of auditors other than Ernst & Young.<br />
Rail electrification works and<br />
maintenance activities<br />
Manufactures and supplies rollformed<br />
plastic mouldings<br />
Telecommunication<br />
Dormant
124<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
16. INVESTMENT IN ASSOCIATES (CONTINUED)<br />
Summarised financial information of associates are as follows:<br />
Group<br />
2011 2010<br />
RM RM<br />
Assets and liabilities<br />
Non-current assets 14,017,889 5,630,449<br />
Current assets 204,947,337 178,123,417<br />
Total assets 218,965,226 183,753,866<br />
Non-current liabilities 24,424,483 -<br />
Current liabilities 191,176,807 161,052,401<br />
Total liabilities 215,601,290 161,052,401<br />
Results<br />
Revenue 65,907,792 65,779,321<br />
(Loss) / profit for the financial year (2,626,916 ) 1,005,547<br />
Disposal of shares in an associate company<br />
On 8 April 2010, the Group via its subsidiary company, Multi Discovery Sdn Bhd disposed off 19% or 142,500 ordinary<br />
shares in Balfour Beatty Rail Sdn Bhd for a cash consideration of RM11,400,000 to Balfour Beatty Netherlands B.V., a<br />
company incorporated in Netherlands. The disposal of shares resulted in a gain on disposal of RM7,619,088.<br />
Subscription of shares in an associate company<br />
On 16 December 2010, the Group via its subdiary company, Ingress Engineering Sdn Bhd subscribed for 2,657,870<br />
new Ingress Mayur Auto Ventures Private Limited (“IMAPL”) ordinary shares of Indian Rupee (“INR”) 10 each<br />
representing 40% equity interest in IMAPL.<br />
17. INVESTMENT SECURITIES<br />
Group<br />
2011 2010<br />
RM RM<br />
Unquoted shares classified as available-for-sale financial assets 100,000 100,000
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
18. INVENTORIES<br />
annual report 2010 / 2011 125<br />
Group<br />
2011 2010<br />
RM RM<br />
At cost:<br />
Raw materials and consumables 17,515,109 26,021,962<br />
Work-in-progress 9,034,294 13,126,834<br />
Finished goods 4,676,131 4,239,044<br />
Trading stock 10,616,150 19,257,818<br />
Spare parts 3,079,703 4,584,293<br />
At net realisable value:<br />
44,921,387 67,229,951<br />
Finished goods 57,697 349,581<br />
44,979,084 67,579,532<br />
19. TRADE AND OTHER RECEIVABLES<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Current<br />
Trade receivables<br />
Third party 86,374,447 93,502,460 - -<br />
Retention sums on contracts (Note 20) 12,425,262 12,403,945 - -<br />
98,799,709 105,906,405 - -<br />
Due from customers on contracts (Note 20) 36,605,168 40,411,661 - -<br />
135,404,877 146,318,066 - -<br />
Less: Allowance for impairment (9,899,168 ) (10,093,358 ) - -<br />
Trade receivables, net 125,505,709 136,224,708 - -<br />
Other receivables<br />
Due from subsidiaries - - 40,717,965 47,287,657<br />
Loan to subsidiaries - - 10,000,000 -<br />
Due from associates 429,050 507,250 356,030 507,250<br />
Deposits 988,585 1,021,307 30,713 168,755<br />
Prepayments 4,085,381 4,799,625 18,135 16,658<br />
Sundry receivables 23,107,606 26,448,855 297,098 713,568<br />
28,610,622 32,777,037 51,419,941 48,693,888<br />
Less: Allowance for impairment (1,851,210 ) (2,398,235 ) - -<br />
Other receivables, net 26,759,412 30,378,802 51,419,941 48,693,888
126<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
19. TRADE AND OTHER RECEIVABLES (CONTINUED)<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Non-current<br />
Other receivables<br />
Loan to subsidiaries - - 93,750,000 -<br />
Total trade and other receivables 152,265,121 166,603,510 145,169,941 48,693,888<br />
Add: Cash and bank balances (Note 21) 73,015,900 45,246,461 3,765,096 5,492,313<br />
Less: Prepayments (4,085,381 ) (4,799,625 ) (18,135 ) (16,658)<br />
Total loans and receivables 221,195,640 207,050,346 148,916,902 54,169,543<br />
(a) Trade receivables<br />
Trade receivables are non-interest / finance bearing and are generally on 30 to 90 days (2010: 30 to 90<br />
days) terms. They are recognised at their original invoice amounts which represent their fair values on initial<br />
recognition.<br />
Included in trade receivables is an amount of RM46,229 (2010: RM49,261) due from a foreign corporate<br />
shareholder of subsidiaries.<br />
The Group significant concentration of credit risk are as disclosed in Note 34(a).<br />
Aging analysis of trade receivables<br />
Aging analysis of the Group’s trade receivables is as follows:<br />
Group<br />
2011 2010<br />
RM RM<br />
Neither past due nor impaired 81,380,369 90,621,726<br />
1 to 30 days past due not impaired 3,527,739 1,379,868<br />
31 to 60 days past due not impaired 2,162,117 503,079<br />
61 to 90 days past due not impaired 1,415,985 647,074<br />
91 to 120 days past due not impaired 414,331 2,661,300<br />
More than 121 days past due not impaired - -<br />
7,520,172 5,191,321<br />
Impaired 9,899,168 10,093,358<br />
98,799,709 105,906,405
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
19. TRADE AND OTHER RECEIVABLES (CONTINUED)<br />
(a) Trade receivables (continued)<br />
Trade receivables that are neither past due nor impaired<br />
annual report 2010 / 2011 127<br />
Trade receivables that are neither past due nor impaired are creditworthy debtors with good payment<br />
records with the Group. More than 59% (2010: 67%) of the Group’s trade receivables arise from customers<br />
with more than 3 years of experience with the Group and losses have occurred infrequently.<br />
None of the Group’s trade receivables that are neither past due nor impaired have been renegotiated<br />
during the financial year.<br />
Trade receivables that are past due but not impaired<br />
The Group has trade receivables amounting to RM7,520,172 (2010: RM5,191,321) that are past due at the<br />
reporting date but not impaired.<br />
Trade receivables that are impaired<br />
The Group’s trade receivables that are impaired at the reporting date and the movement of the allowance<br />
accounts used to record the impairment are as follows:<br />
Group<br />
2011 2010<br />
RM RM<br />
Trade receivables - nominal amounts 9,899,168 10,093,358<br />
Less: Allowance for impairment (9,899,168 ) (10,093,358 )<br />
- -<br />
Movement in allowance accounts:<br />
At 1 February 10,093,358 10,084,057<br />
Charge for the financial year 189,101 9,301<br />
Written off (383,291 ) -<br />
At 31 January 9,899,168 10,093,358<br />
Trade receivables that are individually determined to be impaired at the reporting date relate to debtors<br />
that are in significant financial difficulties and have defaulted on payments. These receivables are not<br />
secured by any collateral or credit enhancements.
128<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
19. TRADE AND OTHER RECEIVABLES (CONTINUED)<br />
(b) Related party balances<br />
Amounts due from related companies are unsecured, non-interest / finance bearing and are repayable<br />
upon demand.<br />
Amounts due from subsidiary companies are unsecured, non-interest / finance bearing and are repayable<br />
upon demand.<br />
Loans to subsidiaries relates to the Syndicated CMTF-i drawn down by the Company for the settlement of<br />
Sukuk Al-Ijarah on behalf of Ingress Technologies Sdn Bhd, Ingress Engineering Sdn Bhd and Ingress Precision<br />
Sdn Bhd as disclosed in Note 23.<br />
(c) Other receivables<br />
Other receivables that are impaired<br />
The Group’s other receivables that are impaired at the reporting date and the movement of the allowance<br />
accounts used to record the impairment are as follows:<br />
Group<br />
2011 2010<br />
RM RM<br />
Other receivables - nominal amounts 1,851,210 2,398,235<br />
Less: Allowance for impairment (1,851,210 ) (2,398,235 )<br />
- -<br />
Movement in allowance accounts:<br />
At 1 February 2,398,235 1,333,657<br />
Charge for the financial year 152,646 1,064,578<br />
Written off (699,671 ) -<br />
At 31 January 1,851,210 2,398,235<br />
Other receivables that are individually determined to be impaired at the reporting date relate to debtors<br />
that are in significant financial difficulties and have defaulted on payments. These receivables are not<br />
secured by any collateral or credit enhancements.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
20. DUE FROM/(TO) CUSTOMERS ON CONTRACTS<br />
annual report 2010 / 2011 129<br />
Group<br />
2011 2010<br />
RM RM<br />
Construction contract costs incurred to date 276,285,085 254,095,383<br />
Attributable profit 30,233,820 41,706,362<br />
Less: Provision for foreseeable losses (3,612,461 ) (9,278,732 )<br />
302,906,444 286,523,013<br />
Less: Progress billings (267,374,748 ) (247,270,487 )<br />
35,531,696 39,252,526<br />
Presented as:<br />
Due from customers on contract (Note 19) 36,605,168 40,411,661<br />
Due to customers on contract (Note 25) (1,073,472) (1,159,135 )<br />
35,531,696 39,252,526<br />
Retention sums on contracts, included within<br />
trade receivables (Note 19) 12,425,262 12,403,945<br />
Retention sums on contracts, included within<br />
trade payables (Note 25) 2,086,200 2,527,378<br />
The costs incurred to date on construction contracts include the following charges made during the financial<br />
year:<br />
Group<br />
2011 2010<br />
RM RM<br />
Interest / finance costs 599,874 207,990<br />
Rental of premises 90,586 68,588
130<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
21. CASH AND BANK BALANCES<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Cash on hand and at banks 49,013,912 27,780,206 300,098 436,407<br />
Deposits with licensed banks 24,001,988 17,466,255 3,464,998 5,055,906<br />
Cash and bank balances 73,015,900 45,246,461 3,765,096 5,492,313<br />
Less: Bank overdrafts (Note 23) (16,350,939 ) (18,829,311 ) (2,985,170) (3,002,245 )<br />
: Deposits under lien (14,669,773 ) (12,410,350 ) - -<br />
Cash and cash equivalents 41,995,188 14,006,800 779,926 2,490,068<br />
Deposits with licensed banks of the Group amounting to RM14,669,773 (2010: RM12,410,350) are pledged to banks<br />
for credit facilities granted to certain subsidiaries as referred to in Note 23.<br />
Included in deposits with licensed banks of the Group and the Company amounting to RM3,452,998 (2010: Nil) are<br />
in relation to restricted cash placed in Sinking Fund Account and Finance Service Reserve Account for Syndicated<br />
CMTF-i.<br />
The weighted average interest / finance rate of deposits of the Group and of the Company is 2.5% (2010: 1.9%) per<br />
annum and the average maturity of deposits of the Group and of the Company is 30 days (2010: 30 days).
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
22. DISPOSAL GROUP CLASSIFIED AS HELD FOR SALE<br />
(a) Disposal of Matrix Power Services Sdn Bhd (“MPSSB”)<br />
annual report 2010 / 2011 131<br />
On 12 November 2010, the Group via its subsidiary company, Multi Discovery Sdn Bhd entered into Share<br />
Sale Agreement with other shareholder of MPSSB to dispose off its entire 400,000 ordinary shares of RM1.00<br />
each, representing 80% equity share of the Group in MPSSB for cash consideration of RM200,000. The<br />
disposal of MPSSB has been completed as at the date of this report.<br />
Statements of financial position disclosures<br />
The major classes of assets and liabilities of MPSSB classified as held for sale as at 31 January 2011 are as<br />
follows:<br />
2010<br />
RM<br />
Assets<br />
Non-current assets<br />
Property, plant and equipment (Note 13) 540,422<br />
Intangible assets (Note 14) 59,884<br />
600,306<br />
Current assets<br />
Inventories 2,959,826<br />
Trade receivables 2,941,984<br />
Other receivables 432,909<br />
Cash and bank balances 303,987<br />
6,638,706<br />
Assets of disposal group classified as held for sale 7,239,012<br />
Non-current liabilities<br />
Borrowings / financing 9,177<br />
Current liabilities<br />
Borrowings / financing 3,016,415<br />
Trade payables 2,502,738<br />
Other payables 897,623<br />
6,416,776<br />
Liabilities directly associated with disposal group classified as held for sale 6,425,953
132<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
22. DISPOSAL GROUP CLASSIFIED AS HELD FOR SALE (CONTINUED)<br />
(b) Disposal of long term leasehold land<br />
On 16 October 2009, the Group via Ingress Engineering Sdn Bhd entered into a Debt Settlement Agreement<br />
(the “Agreement”) with a financial institution for the settlement of borrowings / financing amounting to<br />
RM18 million. Pursuant to the Agreement, RM14 million was settled by way of transfer of the long term<br />
leasehold land and the remaining balance was settled by way of cash.<br />
Long term leasehold land classified as held for sale comprise the following:<br />
Group<br />
2010<br />
RM<br />
Cost 9,796,958<br />
Accumulated amortisation (197,918 )<br />
At 31 January 2010 (Note 13) 9,599,040<br />
23. BORROWINGS / FINANCING<br />
Short term borrowings / financing<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Secured:<br />
Bank overdrafts 7,922,578 8,484,623 - -<br />
Revolving credits 20,118,700 39,280,325 - -<br />
Bills payable and trust receipts<br />
Term loans<br />
12,935,076 21,889,264 - -<br />
- 3.0%p.a fixed rate RM loan 6,673,821 - - -<br />
- THB loan at MLR + 0.25% 588,840 -<br />
- THB loan at MLR - 2.0% 8,376,865 11,178,917 - -<br />
Syndicated CMTF-i<br />
Hire purchase and lease<br />
10,000,000 - 10,000,000 -<br />
payables (Note 24) 2,837,409 3,628,696 89,883 -<br />
69,453,289 84,461,825 10,089,883 -<br />
Unsecured:<br />
Bank overdrafts 8,428,361 10,344,688 2,985,170 3,002,245<br />
Revolving credits 17,500,000 22,500,000 2,000,000 2,000,000<br />
Bills payable and trust receipts<br />
Term loans<br />
15,879,945 22,867,070 - -<br />
- Bridging loans - 18,000,000 - -<br />
Sukuk Al-Ijarah - 139,997,500 - -<br />
41,808,306 213,709,258 4,985,170 5,002,245<br />
Total short term borrowings / financing 111,261,595 298,171,083 15,075,053 5,002,245
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
23. BORROWINGS / FINANCING (CONTINUED)<br />
Long term borrowings / financing<br />
annual report 2010 / 2011 133<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Secured:<br />
Term loans - - - -<br />
- 3.0%p.a fixed rate RM loan 19,698,496 - - -<br />
- 6.55%p.a fixed rate RM loan - 3,506,110 - -<br />
- USD loan at BLR + 2.5% 114,618 561,740 - -<br />
- THB loan at MLR + 0.25% 1,079,540 -<br />
- THB loan at MLR - 2.0% 1,238,081 5,327,716 - -<br />
Syndicated CMTF-i<br />
Hire purchase and lease<br />
95,000,000 - 95,000,000 -<br />
payables (Note 24) 2,729,853 3,282,603 634,474 -<br />
Total long term borrowings / financing 119,860,588 12,678,169 95,634,474 -<br />
Total borrowings<br />
Bank overdrafts (Note 21) 16,350,939 18,829,311 2,985,170 3,002,245<br />
Revolving credits 37,618,700 61,780,325 2,000,000 2,000,000<br />
Bills payable and trust receipts<br />
Term loans<br />
28,815,021 44,756,334 - -<br />
- Bridging loans - 18,000,000 - -<br />
- 3.0%p.a fixed rate RM loan 26,372,317 - - -<br />
- 6.55%p.a fixed rate RM loan - 3,506,110 - -<br />
- USD loan at BLR + 2.5% 114,618 561,740 - -<br />
- THB loan at MLR + 0.25% 1,668,380 - - -<br />
- THB loan at MLR - 2.0% 9,614,946 16,506,633 - -<br />
Syndicated CMTF-i<br />
Hire purchase and lease<br />
105,000,000 - 105,000,000 -<br />
payables (Note 24) 5,567,262 6,911,299 724,357 -<br />
Sukuk Al-Ijarah - 139,997,500 - -<br />
Total borrowings / financing 231,122,183 310,849,252 110,709,527 5,002,245
134<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
23. BORROWINGS / FINANCING (CONTINUED)<br />
Maturity of borrowings / financing<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
(excluding hire purchase, lease<br />
payables and Sukuk Al-Ijarah):<br />
Within one year<br />
More than 1 year and<br />
108,424,186 154,544,887 14,985,170 5,002,245<br />
less than 2 years<br />
More than 2 years and<br />
24,367,003 9,395,566 15,000,000 -<br />
less than 5 years 80,263,732 - 67,500,000 -<br />
More than 5 years 12,500,000 - 12,500,000 -<br />
225,554,921 163,940,453 109,985,170 5,002,245<br />
Maturity of Sukuk Al-Ijarah:<br />
Within one year - 139,997,500 - -<br />
The Group’s and the Company’s weighted average effective interest / finance rates per annum during the financial<br />
year for borrowings / financing excluding hire purchase and lease payables, are as follows:<br />
Group Company<br />
2011 2010 2011 2010<br />
% % % %<br />
Bank overdrafts 7.3 6.5 7.1 6.5<br />
Revolving credits 5.7 4.4 5.3 4.4<br />
Bills payable 3.4 2.2 - -<br />
Trust receipts 7.3 7.0 - -<br />
Term loans 5.9 7.1 - -<br />
Syndicated CMTF-i 7.8 - 7.8 -<br />
Sukuk Al-Ijarah 7.0 7.0 7.0 7.0<br />
The secured bank overdrafts, revolving credits and bills payable and trust receipt of the Group are secured by<br />
fixed and floating charges over the deposits of certain subsidiaries as disclosed in Note 21.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
23. BORROWINGS / FINANCING (CONTINUED)<br />
Sukuk Al-Ijarah<br />
annual report 2010 / 2011 135<br />
On 30 June 2010, the Group had fully redeemed the outstanding Sukuk of RM120.3 million by utilising proceeds<br />
from Syndicated CMTF-i of RM110 million as well as from internally generated funds.<br />
Syndicated CMTF-i<br />
The Syndicated CMTF-i are secured by third party first legal charges over land and buildings owned by subsidiaries,<br />
Ingress Technologies Sdn Bhd and Ingress Engineering Sdn Bhd as disclosed in Note 13(d).<br />
3.0%p.a fixed rate RM loan<br />
This loan is secured by way of a first fixed charge over plant and machinery as disclosed in Note 13(e).<br />
6.55%p.a fixed rate RM loan<br />
As at 31 January 2011, this loan has been presented as part of the liabilities directly associated with disposal group<br />
classified as held for sale (Note 22(a)).<br />
THB loan at MLR - 2.0%<br />
This loan are secured by first legal charge over a freehold land, freehold buildings and plant and machinery of<br />
certain subsidiaries as disclosed in Note 13(e).<br />
THB loan at MLR + 0.25%<br />
This loan are secured by first legal charge over a freehold land, freehold buildings and plant and machinery of<br />
certain subsidiaries as disclosed in Note 13(e).<br />
USD loan at BLR + 2.5%<br />
This loan is secured by a Corporate Guarantee from the Company.<br />
Obligation under finance lease<br />
This obligations are seucred by a charge over the leased assets as disclosed in Note 13(b).
136<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
24. HIRE PURCHASE AND LEASE PAYABLES<br />
Minimum lease payments:<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Not later than 1 year<br />
Later than 1 year and not<br />
2,936,382 3,949,026 125,124 -<br />
later than 2 years<br />
Later than 2 years and not<br />
1,303,477 2,985,996 125,124 -<br />
later than 5 years 1,447,977 484,920 375,372 -<br />
More than 5 years 229,373 - 229,373 -<br />
5,917,209 7,419,942 854,993 -<br />
Less: Future interest / finance charges (349,947 ) (508,643 ) (130,636 ) -<br />
Present value of finance lease liabilities 5,567,262 6,911,299 724,357 -<br />
Present value of finance lease liabilities:<br />
Not later than 1 year<br />
Later than 1 year and not<br />
2,837,409 3,628,696 89,883 -<br />
later than 2 years<br />
Later than 2 years and not<br />
1,130,773 2,828,578 95,411 -<br />
later than 5 years 1,379,418 454,025 319,401 -<br />
More than 5 years 219,662 - 219,662 -<br />
5,567,262 6,911,299 724,357 -<br />
Analysed as: (Note 23)<br />
Due within 12 months 2,837,409 3,628,696 89,883 -<br />
Due after 12 months 2,729,853 3,282,603 634,474 -<br />
5,567,262 6,911,299 724,357 -<br />
The hire purchase and lease payable of the Group and the Company bear interest / finance cost during the<br />
financial year of 7.39% (2010: 7.65%) and 4.96% (2010: Nil) per annum respectively.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
25. TRADE AND OTHER PAYABLES<br />
annual report 2010 / 2011 137<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Current<br />
Trade payables<br />
Third party 86,151,683 92,711,689 - -<br />
Due to customers on contracts (Note 20) 1,073,472 1,159,135 - -<br />
Retention sum (Note 20) 2,086,200 2,527,378 - -<br />
89,311,355 96,398,202 - -<br />
Other payables<br />
Due to subsidiaries - - 64,555,099 78,204,501<br />
Deposits 581,990 2,188,690 - -<br />
Accruals 2,794,186 11,189,467 216,993 210,500<br />
Sundry payables 35,620,387 38,395,827 376,203 1,321,795<br />
38,996,563 51,773,984 65,148,295 79,736,796<br />
Total trade and other payables 128,307,918 148,172,186 65,148,295 79,736,796<br />
Add: Borrowings / financing (Note 23)<br />
Total financial liabilities carried at<br />
231,122,183 310,849,252 110,709,527 5,002,245<br />
amortised cost 359,430,101 459,021,438 175,857,822 84,739,041<br />
(a) Trade payables<br />
Group<br />
2011 2010<br />
RM RM<br />
Included in trade payables are the following:<br />
Due to a corporate shareholder of a foreign subsidiary 1,365,445 1,270,119<br />
These amounts are non-interest / finance bearing. Trade payables are normally settled on 30 to 90 days<br />
(2010: 30 to 90 days) terms.<br />
(b) Other payables<br />
These amounts are non-interest / finance bearing. Other payables are normally settled on 30 to 90 days<br />
(2010: 30 to 90 days) terms.<br />
(c) Amount due to subsidiaries<br />
These amounts are unsecured, non-interest / finance bearing and are repayable on demand.
138<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
26. SHARE CAPITAL<br />
Number of ordinary<br />
shares of RM1 each Amount<br />
2011 2010 2011 2010<br />
RM RM<br />
Authorised:<br />
At 1 February / 31 January 100,000,000 100,000,000 100,000,000 100,000,000<br />
Issued and fully paid:<br />
At 1 February / 31 January 76,800,000 76,800,000 76,800,000 76,800,000<br />
27. RESERVES<br />
Non-distributable:<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Share premium 1,024,000 1,024,000 - -<br />
Revaluation reserves:<br />
At 1 February 26,148,069 5,503,026 - -<br />
Foreign currency translation (854,679 ) 78,756 - -<br />
Revaluation increase, net of deferred tax - 20,566,287 - -<br />
At 31 January 25,293,390 26,148,069 - -<br />
Foreign exchange reserves:<br />
At 1 February 3,902,135 4,470,726 - -<br />
Foreign currency translation (2,291,911 ) (568,591 ) - -<br />
At 31 January 1,610,224 3,902,135 - -<br />
Hedging reserves:<br />
At 1 February<br />
As previously stated - - - -<br />
Effect of adopting FRS 139 (1,704,923 )<br />
As restated (1,704,923 ) - - -<br />
Loss on cash flows hedges (3,308,262 ) - - -<br />
At 31 January (5,013,185 ) - - -<br />
Distributable:<br />
22,914,429 31,074,204 - -<br />
Retained profits 54,049,057 36,924,727 5,878,009 2,552,329<br />
Total reserves 76,963,486 67,998,931 5,878,009 2,552,329
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
27. RESERVES (CONTINUED)<br />
The detailed movement of the above are highlighted in the statement of changes in equity.<br />
(a) Share premium<br />
annual report 2010 / 2011 139<br />
Share premium arose from the issuance of ordinary shares at a price higher than the nominal value.<br />
(b) Revaluation reserve<br />
This reserve includes the cumulative net change in fair value of land and building above their cash<br />
consideration net of deferred tax.<br />
(c) Foreign exchange reserve<br />
The foreign exchange reserve represents exchange differences arising from the translation of the financial<br />
statements of foreign subsidiaries whose functional currencies are different from that of the Group’s<br />
presentation currency.<br />
(d) Hedging reserve<br />
The hedging reserve represents the cumulative portion of gains and losses on hedging instruments deemed<br />
effective in cash flows hedges of an associate company.<br />
(e) Retained profits<br />
Prior to the year of assessment 2008, Malaysian companies adopted the full imputation system. In<br />
accordance with the Finance Act 2007 which was gazetted on 28 December 2007, companies shall not be<br />
entitled to deduct tax on dividend paid, credited or distributed to its shareholders, and such dividends will<br />
be exempted from tax in the hands of the shareholders (“single tier system”).<br />
However, there is a transitional period of six years, expiring on 31 December 2013, to allow companies to pay<br />
franked dividends to their shareholders under limited circumstances. Companies also have an irrevocable<br />
option to disregard the Section 108 balance and opt to pay dividends under the single tier system. The<br />
change in the tax legislation also provides for the Section 108 balance to be locked-in as at 31 December<br />
2007 in accordance with Section 39 of the Finance Act 2007.<br />
The Company did not elect for the irrevocable option to disregard the Section 108 balance. Accordingly,<br />
during the transitional period, the Company may utilise the credit in the Section 108 balance as at 31<br />
December 2007 to distribute cash dividend payments to ordinary shareholdings as defined under the<br />
Finance Act 2007. As at 31 January 2011, the Company has sufficient credit in the Section 108 balance to<br />
franked dividends approximately RM4,853,000 (2010: RM4,795,000) out of its retained profits and to pay the<br />
balance of its retained earnings under the single tier system.<br />
As at 31 January 2011, the Company has tax exempt income account amounting to RM20,139,000 (2010:<br />
RM20,139,000) to distribute as tax exempt dividends, subject to agreement of the Inland Revenue Board.
140<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
28. DEFERRED TAX<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
At 1 February (18,469,933 ) (23,676,401 ) - -<br />
Recognised in statements of<br />
comprehensive income (Note 11)<br />
Recognised in other<br />
(3,313,327 ) (156,163 ) - -<br />
comprehensive income - 5,362,631 - -<br />
At 31 January (21,783,260 ) (18,469,933 ) - -<br />
Presented after appropriate<br />
offsetting as follows:<br />
Deferred tax assets (26,789,424 ) (23,496,895 ) (18,644 ) (23,026 )<br />
Deferred tax liabilities 5,006,164 5,026,962 18,644 23,026<br />
(21,783,260 ) (18,469,933 ) - -<br />
Deferred tax liabilities of the Group:<br />
Accelerated<br />
Capital Revaluation<br />
Allowances Surplus Total<br />
RM RM RM<br />
At 1 February 2010<br />
Recognised in the consolidated statement of<br />
7,412,345 5,888,655 13,301,000<br />
comprehensive income (6,887,211 ) - (6,887,211 )<br />
At 31 January 2011 525,134 5,888,655 6,413,789<br />
At 1 February 2009<br />
Recognised in the consolidated statement of<br />
7,341,118 219,895 7,561,013<br />
comprehensive income 71,227 306,129 377,356<br />
Recognised in other comprehensive income - 5,362,631 5,362,631<br />
At 31 January 2010 7,412,345 5,888,655 13,301,000
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
28. DEFERRED TAX (CONTINUED)<br />
Deferred tax assets of the Group:<br />
annual report 2010 / 2011 141<br />
Unused tax losses<br />
and unabsorbed<br />
allowances Others Total<br />
RM RM RM<br />
At 1 February 2010<br />
Recognised in consolidated statement of<br />
(31,587,737 ) (183,196 ) (31,770,933 )<br />
comprehensive income 3,627,420 (53,536 ) 3,573,884<br />
At 31 January 2011 (27,960,317 ) (236,732 ) (28,197,049 )<br />
At 1 February 2009<br />
Recognised in consolidated statement of<br />
(30,983,840 ) (253,574 ) (31,237,414 )<br />
comprehensive income (603,897 ) 70,378 (533,519 )<br />
At 31 January 2010 (31,587,737 ) (183,196 ) (31,770,933 )<br />
Deferred tax liabilities of the Company:<br />
Accelerated<br />
Capital<br />
Allowances<br />
RM<br />
At 1 February 2010 23,026<br />
Recognised in statement of comprehensive income (4,382 )<br />
At 31 January 2011 18,644<br />
At 1 February 2009 29,677<br />
Recognised in statement of comprehensive income (6,651 )<br />
At 31 January 2010 23,026<br />
Deferred tax assets of the Company:<br />
Unused tax losses<br />
and unabsorbed<br />
allowances Others Total<br />
RM RM RM<br />
At 1 February 2010 (23,026 ) - (23,026 )<br />
Recognised in statement of comprehensive income 4,382 - 4,382<br />
At 31 January 2011 (18,644 ) - (18,644 )<br />
At 1 February 2009 - (29,677 ) (29,677 )<br />
Recognised in statement of comprehensive income (23,026 ) 29,677 6,651<br />
At 31 January 2010 (23,026 ) - (23,026 )
142<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
28. DEFERRED TAX (CONTINUED)<br />
Deferred tax assets have not been recognised in respect of the following items:<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Unused tax losses 7,631,150 7,659,393 3,858,863 3,887,106<br />
Unabsorbed allowances 5,114,685 9,950,135 68,202 228,598<br />
12,745,835 17,609,528 3,927,065 4,115,704<br />
The availability of the unused tax losses and unabsorbed allowances for offsetting against future taxable profits of<br />
the respective subsidiaries are subject to no substantial changes in shareholdings of those subsidiaries under Section<br />
44(5A) and (5B) of Income Tax Act, 1967.<br />
29. CAPITAL COMMITMENTS<br />
Group<br />
2011 2010<br />
RM RM<br />
Capital expenditure:<br />
Approved and contracted for 14,927,941 42,730,628<br />
Authorised but not contracted for 27,704,890 65,238,089<br />
42,632,831 107,968,717<br />
30. CONTINGENT LIABILITIES<br />
Company<br />
2011 2010<br />
RM RM<br />
Guarantees given to financial institutions for<br />
facilities utilised by subsidiaries 137,195,585 311,899,221<br />
In general, it has been the financial institution’s practice to accept a corporate guarantee to secure loan facility.<br />
It may be required together with other forms of securies. Acceptance of such guarantee by the financial institution<br />
does not imply that special / lower interest / finance rate is also offered. It does however help the financial insitution<br />
in credit evaluation process prior to the ficility approval.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
31. MATERIAL LITIGATION<br />
(a) Kuala Lumpur High Court Civil Suit No. S-22-147-2007<br />
annual report 2010 / 2011 143<br />
A subsidiary of the Group, namely Ingress Fabricators Sdn Bhd (“IFSB”) (“the Plaintiff”), had served a Writ of<br />
Summons & Statement of Claims (“the Writ”) dated 8 February 2007 filed at the Kuala Lumpur High Court<br />
against Ramunia Fabricators Sdn Bhd (“the Defendant”).<br />
In this suit, IFSB is claiming for the following sums alleged to be due and owing by the Defendant to IFSB in<br />
respect of the contract to provide management, supervision, qualified manpower, tools, consumables and<br />
equipments:<br />
(i) The sum of RM1,494,700;<br />
(ii) Interest at the rate of 8% per annum on the said sum from 9 November 2006 until full settlement;<br />
(iii) Interest on all damages awarded at the rate of 8% per annum from the date of judgment until full<br />
settlement;<br />
(iv) Costs; and<br />
(v) Such further or other relief that the Honorable Court deems fit and proper to grant.<br />
In ensuring compliance with the next Case Management directions, the amendment of Pleadings was<br />
filed in second week of March, thus the sum of RM1,494,700 for variation works and acceleration costs is<br />
now reduced to RM1,350,939. The Amended Statement of Claims was endorsed on 11 April 2011. The next<br />
Case Management had been fixed tentatively on 12 July 2011. Prior to this Case Management the Court is<br />
seriously considering another Case Management earlier.<br />
(b) Kuala Lumpur High Court Civil No. S22-424-2007<br />
Ingress Fabricators Sdn Bhd (“IFSB”) (“the Plaintiff”), had served a Writ of Summons & Statement of Claims<br />
(“the Writ”) dated 25 April 2007 filed at the Kuala Lumpur High Court against Ramunia Fabricators Sdn Bhd<br />
(“the Defendant”).<br />
In this suit, IFSB is claiming for the following sums alleged to be due and owing by the Defendant to IFSB<br />
in relation to the contract to provide structural works for Guntong E-Jacket, E8DR-A Substructure, E11P-B<br />
Substructure and E8DRA Topside:<br />
(i) The sum of RM3,794,912;<br />
(ii) The sum of RM198,129;<br />
(iii) The sum of RM235,732;<br />
(iv) Interest on all damages awarded at the rate of 8% per annum from the date of judgement until full<br />
settlement;<br />
(v) Costs; and<br />
(vi) Such further or other relief that the Honorable Court deems fit and proper to grant.<br />
The next Case Management had been tentatively on 12 July 2011. Prior to this Case Management the<br />
Court is seriously considering another Case Management earlier.
144<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
31. MATERIAL LITIGATION (CONTINUED)<br />
(c) Kuala Lumpur High Court Civil Suit No. S-22-1134-2008<br />
Ingress Fabricators Sdn Bhd (“IFSB”) and Technical Business Group Sdn Bhd (“TBGSB”) (“the Plaintiff”), had<br />
filed a Writ of Summons & Statement of Claims (“the Writ”) dated 18 December 2008 at the Kuala Lumpur<br />
High Court against Ramunia Fabricators Sdn Bhd and Shaharudin Bin Tahir (“the Defendant”).<br />
In this suit, IFSB and TBGSB is claiming for the following sums alleged to be due and owing by the Defendant<br />
to IFSB and TBGSB in respect of outstanding principal and retention sum amount of the contract to provide<br />
management, supervision, qualified manpower, tools, consumables and equipments:<br />
(i) The sum of outstanding principal amount of RM3,917,073;<br />
(ii) Interest at the rate of 8% per annum on the said sum from 18 December 2008 until the date of<br />
judgement;<br />
(iii) Interest at the rate of 8% per annum from the date of judgement until full settlement;<br />
(iv) The sum of outstanding retention money amount of RM633,807;<br />
(v) Interest at the rate of 8% per annum on the said sum from 18 December 2008 until the date of<br />
judgement;<br />
(vi) Interest at the rate of 8% per annum from the date of judgement until full settlement;<br />
(vii) The sum of variation order claims amount of RM39,745;<br />
(viii) Interest at the rate of 8% per annum on the said sum from 18 December 2008 until the date of<br />
judgement; and<br />
(ix) Interest at the rate of 8% per annum from the date of judgement until full settlement.<br />
The above suit against Ramunia has been consolidated with suit no. S-22-419-2010 on 9 November 2010.<br />
The next Case Management had been fixed tentatively on 12 July 2011. Prior to this Case Management the<br />
Court is seriously considering another Case Management earlier.<br />
(d) Kuala Lumpur High Court Civil Suit No. S-22-419-2010<br />
Ingress Fabricators Sdn Bhd (IFSB) (“the Plaintiff”), had served a Writ of Summons & Statement of Claims<br />
(“the Writ”) dated 13 May 2010 (after the Restraining Order leave application granted by court) filed at the<br />
Kuala Lumpur High Court against Ramunia Fabricators Sdn Bhd (“the Defendant”).<br />
In this suit, IFSB is claiming for the following sums alleged to be due and owing by the Defendant to IFSB in<br />
relation to the contract E8DRA Topside (Piping) to provide management, supervision, qualified manpower,<br />
tools, consumables and equipments:<br />
(i) The work done under Main Contract of RM617,168;<br />
(ii) The retention sum of RM50,000; and<br />
(iii) The interest at rate of 8% per annum on the above from 9 November 2006 until full settlement.<br />
The above suit against Ramunia has been consolidated with suit S-22-1134-2009 on 9 November 2010.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
31. MATERIAL LITIGATION (CONTINUED)<br />
(d) Kuala Lumpur High Court Civil Suit No. S-22-419-2010 (continued)<br />
annual report 2010 / 2011 145<br />
All four suits against Ramunia has been consolidated vide Court’s Order dated 9 November 2010. Due<br />
to recent amendment of Pleadings, the total amount claimed shall be reduced from RM10,314,163 to<br />
RM10,170,402.<br />
The next Case Management had been fixed tentatively on 12 July 2011. Prior to this Case Management the<br />
Court is seriously considering another Case Management earlier.<br />
(e) Kuala Lumpur High Court, Commercial Division - Civil Suit No. D-22 NCC-586-2010<br />
On 26 March 2010, PNA Technologies Sdn Bhd (“PNA”) filed a Writ of Summon and Statement of Claims<br />
at the Kuala Lumpur High Court against Ingress Engineering Sdn Bhd (“IESB”). Inter-alia, PNA is claiming an<br />
amount of RM3,650,776 as at 13 January 2010, plus interest. Its Statement of Claims stated that it was for<br />
the sum due and payable by IESB for the supply of raw material and wire harness components in respect of<br />
Proton Saga BLM and Proton Persona by PNA to IESB.<br />
On 3 June 2010, IESB filed Statement of Defense and Counter Claim at the Kuala Lumpur High Court<br />
disputing the claims by PNA on the ground that, inter-alia, the invoices submitted by PNA to IESB were not<br />
according to Proton’s QAF5 requirements and the figures therein were never agreed by IESB. Further, the<br />
transportation and accommodation costs charged as well as exchange rates used by PNA in its invoices<br />
were deemed unreasonable. IESB refuted all the claims made by PNA and in return, is counter-claiming<br />
from PNA an amount of RM489,751, for overcharging of transportation costs by PNA together with interest.<br />
The case went into two days of full trial on 22 February 2011 and 2 March 2011. The trial was adjourned at<br />
the end of the second day, with the trial Judge requesting both parties to consider resuming the Mediation<br />
process which both parties are still in negotiation under the mediation process to-date.<br />
The directors do not expect the claims to have any adverse material impact on the financial result and operation<br />
of the Group in the current financial year.
146<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
32. RELATED PARTY DISCLOSURES<br />
(a) Sales of products by subsidiaries to:<br />
Group<br />
2011 2010<br />
RM RM<br />
Perodua Manufacturing Sdn Bhd * 165,597,174 115,298,705<br />
(b) Purchases of materials by subsidiaries from:<br />
G-Shin Corporation Sdn Bhd **** 3,502,989 8,779,720<br />
Combat Coating (M) Sdn Bhd **** - 12,315<br />
Katayama Kogyo Co., Ltd ** 92,795 943,737<br />
Yonei Co., Ltd *** 1,944,071 954,738<br />
(c) Purchases of machinery and tooling by subsidiaries from:<br />
Katayama Kogyo Co., Ltd ** 859,248 7,047,151<br />
Yonei Co., Ltd *** 7,180,149 -<br />
(d) Advisory fees payable by subsidiaries to:<br />
Katayama Kogyo Co., Ltd ** 2,889,127 2,047,151<br />
* Perodua Manufacturing Sdn Bhd is an associate company of a corporate shareholder of a subsidiary - Ingress<br />
Technologies Sdn Bhd<br />
** Katayama Kogyo Co., Ltd is a foreign corporate shareholder of subsidiaries - Ingress Autoventures Co., Ltd<br />
and Ingress Precision Sdn Bhd<br />
*** Yonei Co., Ltd is a foreign corporate shareholder of a subsidiary - Ingress Autoventures Co., Ltd<br />
**** G-Shin Corporation Sdn Bhd and Combat Coating (M) Sdn Bhd are companies related to former executive<br />
director of the Company. These companies supply parts and raw materials to subsidiaries - Ingress Technologies<br />
Sdn Bhd and Ingress Precision Sdn Bhd
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
32. RELATED PARTY DISCLOSURES (CONTINUED)<br />
annual report 2010 / 2011 147<br />
(e) Significant transactions between the Company and related parties during the financial year are as follows:<br />
Group<br />
2011 2010<br />
RM RM<br />
Rental expenses 399,906 184,279<br />
Management fees paid/payable by subsidiaries 9,141,551 2,181,504<br />
Dividend income from subsidiaries 4,666,667 2,000,000<br />
Intercompany interest paid/payable by subsidiaries 5,058,178 1,814,663<br />
The directors are of the opinion that all the transactions above have been entered into in the normal course<br />
of business and have been established on terms and conditions that are not materially different from those<br />
obtainable in transactions with unrelated parties.<br />
(f) Compensation of key management personnel<br />
Key management personnel are defined as those having authority and responsibility for planning, directing<br />
and controlling the activities of the Group and of the Company either directly or indirectly. The key<br />
management personnel include all the directors of the Group and of the Company and certain members of<br />
senior management of the Group and of the Company.<br />
The remuneration of key management personnel of the Group and of the Company during the financial year<br />
are as follows:<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Salaries and other emoluments 5,515,883 6,249,876 556,558 533,788<br />
Bonus 567,230 140,802 88,304 -<br />
Fees 36,000 36,000 130,000 140,000<br />
Benefits-in-kind 38,400 36,000 14,400 19,700<br />
6,157,513 6,462,678 789,262 693,488<br />
Included in the total key management personnel are:<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Directors’ remuneration (Note 10) 6,157,513 6,462,678 789,262 693,488
148<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
33. FAIR VALUE <strong>OF</strong> FINANCIAL INSTRUMENTS<br />
(a) Fair value of financial instruments by classes that are not carried at fair value and whose carrying amounts are<br />
not reasonable approximation of fair value<br />
At 31 January 2011<br />
Group Company<br />
Carrying Fair Carrying Fair<br />
Amount Value Amount Value<br />
RM RM RM RM<br />
Financial Liabilities<br />
Term loans - non-current<br />
- 3.0%p.a fixed rate RM loan (Note 23)<br />
Hire purchase and lease payables<br />
19,698,496 22,911,474 - -<br />
- non-current (Note 24) 2,729,853 2,476,371 634,474 561,372<br />
22,428,349 25,387,845 634,474 561,372<br />
At 31 January 2010<br />
Financial Liabilities<br />
Hire purchase and lease payables<br />
- non-current (Note 24) 3,282,603 3,019,357 - -<br />
Investment in equity instruments carried at cost (Note17)<br />
Fair value information has not been disclosed for the Group’s investments in equity instruments that are carried<br />
at cost because fair value cannot be measured reliably. These equity instruments represent ordinary shares in<br />
a company that is not quoted on any market.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
33. FAIR VALUE <strong>OF</strong> FINANCIAL INSTRUMENTS (CONTINUED)<br />
(b) Determination of fair value<br />
annual report 2010 / 2011 149<br />
Financial instruments that are not carried at fair value and whose carrying amounts are reasonable<br />
approximation of fair value<br />
The following are classes of financial instruments that are not carried at fair value and whose carrying amounts<br />
are reasonable approximation of fair value:<br />
Trade and other receivables (current) 1 9<br />
Loan to subsidiaries (non-current) 19<br />
Trade and other payables (current) 2 5<br />
Borrowings / financing (current) 2 3<br />
Borrowings / financing (non-current)<br />
- USD loan at BLR + 2.5% 2 3<br />
- THB loan at MLR + 0.25% 2 3<br />
- THB loan at MLR - 2.0% 2 3<br />
The carrying amounts of these financial assets and liabilities are reasonable approximation of fair values,<br />
either due to their short-term nature or that they are floating rate instruments that are re-priced to market<br />
interest rates on or near the reporting date.<br />
The carrying amounts of the current portion of borrowings / financing are reasonable approximations of fair<br />
values due to the insignificant impact of discounting.<br />
The fair values of current borrowings / financing are estimated by discounting expected future cash flows at<br />
market incremental lending rate for similar types of lending, borrowing / financing or leasing arrangements at<br />
the reporting date.<br />
34. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES<br />
The Group and the Company are exposed to financial risks arising from their operations and the use of financial<br />
instruments. The key financial risks include credit risk, liquidity risk, interest rate risk, foreign currency risk and market<br />
price risk.<br />
The Board of Directors reviews and agrees policies and procedures for the management of these risks, which<br />
are executed by the Chief Financial Officer and Divisional Financial Controller. The Audit Committee provides<br />
independent oversight to the effectiveness of the risk management process.<br />
It is, and has been throughout the current and previous financial year, the Group’s and the Company is policy that<br />
no derivatives shall be undertaken except for the use as hedging instruments where appropriate and cost-efficient.<br />
The Group and the Company do not apply hedge accounting.<br />
Note
150<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
34. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)<br />
The following sections provide details regarding the Group’s and Company’s exposure to the above-mentioned<br />
financial risks and the objectives, policies and processes for the management of these risks.<br />
(a) Credit risk<br />
The Group’s credit risk is primarily attributable to trade receivables. The Group trades only with recognised<br />
and creditworthy third parties. It is the Group’s policy that all customers who wish to trade on credit terms<br />
are subject to credit verification procedures. In addition, receivable balances are monitored on an ongoing<br />
basis and the Group’s exposure to bad debts is not significant. Since the Group trades only with recognised<br />
and creditworthy third parties, there is no requirement for collateral.<br />
Credit risk cocentration profile<br />
The Group determines concentrations of credit risk by monitoring the country and industry sector profile of its<br />
trade receivables on an ongoing basis. The credit risk concentration profile of the Group’s and the Company’s<br />
trade receivables at the reporting date are as follows:<br />
Group<br />
2011 2010<br />
RM % of total RM % of total<br />
By country:<br />
Malaysia 44,184,934 58% 54,776,741 66%<br />
Thailand 29,973,955 39% 27,520,328 33%<br />
Indonesia 2,316,390 3% 1,112,033 1%<br />
76,475,279 100% 83,409,102 100%<br />
Group<br />
2011 2010<br />
RM % of total RM % of total<br />
By industry sectors:<br />
Automotive 68,330,223 89% 71,879,723 86%<br />
Power industry 5,760,332 8% 7,274,039 9%<br />
Oil and gas 2,384,724 3% 4,255,340 5%<br />
76,475,279 100% 83,409,102 100%<br />
At the reporting date, approximately:<br />
32% (2010: 36%) of the Group’s trade receivables were due from 4 major customers who are multi-industry<br />
conglomerates located in Malaysia.<br />
0.3% (2010: 0.3%) of the Group’s trade and other receivables were due from related parties while almost all of<br />
the Company’s receivables were balances with related parties.
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
34. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)<br />
(a) Credit risk (continued)<br />
Financial assets that are neither past due nor impaired<br />
annual report 2010 / 2011 151<br />
Information regarding trade receivables that are neither past due nor impaired is disclosed in Note 19.<br />
Financial assets that are either past due or impaired<br />
Information regarding trade receivables that are either past due or impaired is disclosed in Note 19.<br />
(b) Liquidity risk<br />
The Group and the Company manages its debt maturity profile, operating cash flows and the availability<br />
of funding so as to ensure that refinancing, repayment and funding needs are met. As part of its overall<br />
liquidity management, the Group and the Company maintains sufficient levels of cash or cash convertible<br />
investments to meet its working capital requirements. In addition, the Group and the Company strives to<br />
maintain available banking facilities at a reasonable level to its overall debt position. As far as possible, the<br />
Group and the Company raises committed funding from both capital markets and financial institutions and<br />
balances its portfolio with some short term funding so as to achieve overall cost effectiveness.<br />
Analysis of financial instruments by remaining contractual maturities<br />
The table below summarises the maturity profile of the Group’s and the Company’s liabilities at the reporting<br />
date based on contractual undiscounted repayment obligations.<br />
Group<br />
At 31 January 2011<br />
On demand<br />
or within One to Over<br />
one year five years five years Total<br />
Financial liabilities<br />
Trade and other payables 128,307,918 - - 128,307,918<br />
Borrowings / financing 122,362,684 125,248,147 18,500,949 266,111,780<br />
Total undiscounted financial liabilities 250,670,602 125,248,147 18,500,949 394,419,698<br />
Company<br />
At 31 January 2011<br />
Financial liabilities<br />
Other payables 65,148,295 - - 65,148,295<br />
Borrowings / financing 17,710,941 99,898,421 12,622,009 130,231,371<br />
Total undiscounted financial liabilities 82,859,236 99,898,421 12,622,009 195,379,666
152<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
34. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)<br />
(c) Interest rate risk<br />
The Group’s and the Company primary interest / finance rate risk relates to interest-bearing debt, as the Group<br />
and the Company had no substantial long-term interest-bearing assets as at 31 January 2011. The investment<br />
in financial assets are mainly short term in nature and they are not held for speculative purposes but have been<br />
mostly placed in fixed deposits which yield better returns than cash at bank.<br />
The information on maturity dates and effective interest / finance rates of financial assets and liabilities are<br />
disclosed in their respective notes.<br />
Sensitivity analysis for interest / finance rate risk<br />
At the reporting date, if interest / finance rates had been 10 basis points lower / higher, with all other variables<br />
held constant, the Group’s and the Company profit net of tax would have been RM244,010 and RM90,395<br />
respectively higher / lower, arising mainly as a result of lower / higher interest / finance expense on floating rate<br />
borrowings / financing. The assumed movement in basis points for interest / finance rate sensitivity analysis is<br />
based on the currently observable market environment.<br />
(d) Foreign exchange risk<br />
The Group is exposed to transactional currency risk primarily through sales and purchases that are denominated<br />
in a currency other than the functional currency of the operations to which they relate. The currencies giving<br />
rise to this risk are primarily Thai Baht, Japanese Yen and Indonesian Rupiah. Foreign exchange exposures in<br />
transactional currencies other than functional currencies of the operating entities are kept to an acceptable<br />
level. The Group maintains a natural hedge, whenever possible, by borrowing in the currency of the country in<br />
which the property or investment is located or by borrowing in currencies that match the future revenue stream<br />
to be generated from its investments.<br />
The net unhedged financial assets and financial liability of the Group companies that are not denominated in<br />
their functional currencies are as follows:<br />
Net financial assets / (liabilities) held in<br />
Non-functional currencies<br />
Functional currency EURO US Dollar Japanese Yen Total<br />
of group companies RM’000 RM’000 RM’000 RM’000<br />
At 31 January 2011<br />
Thai Bath - (1,076 ) (9,797 ) (10,873 )<br />
Ringgit Malaysia 74 - - 74<br />
Indonesia Rupiah - (4,269 ) - (4,269 )<br />
74 (5,345 ) (9,797 ) (15,068 )<br />
At 31 January 2010<br />
Thai Bath - (403 ) (5,404 ) (5,807 )<br />
Ringgit Malaysia 268 - - 268<br />
Indonesia Rupiah - (4,595 ) - (4,595 )<br />
268 (4,998 ) (5,404 ) (10,134 )
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
35. CAPITAL MANAGEMENT<br />
annual report 2010 / 2011 153<br />
The primary objective of the Group’s and the Company’s capital management is to ensure that it maintains a strong<br />
credit rating and healthy capital ratios in order to support its business and maximise shareholder value.<br />
The Group and the Company manages its capital structure and makes adjustments to it, in light of changes in<br />
economic conditions. To maintain or adjust the capital structure, the Group and the Company may adjust the<br />
dividend payment to shareholders, return capital to shareholders or issue new shares. No changes were made in the<br />
objectives, policies or processes during the financial years ended 31 January 2011 and 31 January 2010.<br />
The Group and the Company monitors capital using a gearing ratio, which is the aggregate amount of all outstanding<br />
borrowings / financing divided by equity attributable to the owners of the parent less all intangibles. The Group’s<br />
and the Company’s policy is to keep the gearing ratio at a reasonable rate.<br />
Group Company<br />
2011 2010 2011 2010<br />
RM RM RM RM<br />
Borrowings / financing (Note 23) 231,122,183 310,849,252 110,709,527 5,002,245<br />
Equity attributable to the<br />
owners of the parent 153,763,486 144,798,931 83,638,009 79,352,329<br />
Less: Intangible assets (Note 14) (3,543,816 ) (4,237,021 ) (9,882 ) (16,627 )<br />
150,219,670 140,561,910 83,628,127 79,335,702<br />
Gearing ratio 154% 221% 132% 6%<br />
36. EVENTS OCCURING AFTER THE REPORTING DATE<br />
On 16 February 2011, the Company has entered into a Sale and Purchase of Shares Agreement on the disposal of<br />
the entire 960,000 ordinary shares of RM1.00 each in an associate company, Maju Nusa Sdn Bhd to third party for a<br />
cash consideration of RM100,000. The disposal has yet to be completed as at the date of this report.<br />
37. SEGMENT INFORMATION<br />
(a) Business Segments:<br />
The Group is organised into two major business segments:<br />
(i) Automotive Division comprising:<br />
(a) Automotive components manufacturing<br />
(b) Premium automotive dealership<br />
(ii) Power Engineering and Projects Division comprising:<br />
(a) Power engineering and railway<br />
(b) Oil and gas<br />
The directors are of the opinion that all inter-segment transactions have been entered into in the normal course<br />
of business and have been established on terms and conditions that are not materially different from those<br />
obtainable in transactions with unrelated parties.
154<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
37. SEGMENT INFORMATION (CONTINUED)<br />
REVENUE AND EXPENSES<br />
Power Engineering<br />
Automotive and Projects<br />
Division Division Corporate Elimination Consolidated<br />
2011 2010 2011 2010 2011 2010 2011 2010 2011 2010<br />
RM RM RM RM RM RM RM RM RM RM<br />
Revenue<br />
External sales<br />
Inter-segment<br />
680,320,102 560,535,633 80,856,597 90,086,534 - - - - 761,176,699 650,622,167<br />
sales 36,548,952 54,036,360 786,160 189,471 13,808,217 4,181,504 (51,143,329 ) (58,407,335 ) - -<br />
Total revenue 716,869,054 614,571,993 81,642,757 90,276,005 13,808,217 4,181,504 (51,143,329 ) (58,407,335 ) 761,176,699 650,622,167<br />
Result<br />
Operating<br />
profit / (loss) 44,609,328 39,574,066 (2,093,467 ) (1,998,454 ) 9,717,838 (160,006 ) (3,178,242 ) 222,158 49,055,457 37,637,764<br />
Interest /<br />
Finance costs<br />
Share of result of<br />
(16,538,167 ) (18,554,355 )<br />
associates - - (1,462,181 ) 492,718 - - - - (1,462,181 ) 492,718<br />
Profit<br />
before tax 31,055,109 19,576,127<br />
Income tax<br />
expense (1,272,320 ) (1,031,794 )<br />
Profit for the<br />
financial year<br />
29,782,789 18,544,333<br />
ASSETS AND LIABILITIES<br />
Segment assets 699,725,255 748,448,957 113,195,022 118,080,150 258,535,831 163,131,370 (509,141,543 ) (405,724,414) 562,314,565 623,936,063<br />
Investment in<br />
associates - - 2,820,439 11,123,718 - - - - 2,820,439 11,123,718<br />
Consolidated<br />
total assets 565,135,004 635,059,781<br />
Segment<br />
liabilities 443,549,592 516,609,395 107,806,889 114,212,247 175,857,822 84,739,041 (361,358,249) (256,539,245 ) 365,856,054 459,021,438<br />
Consolidated<br />
total liabilities 365,856,054 459,021,438<br />
OTHER INFORMATION<br />
Capital<br />
expenditure 32,263,185 36,164,638 639,591 362,637 886,573 7,820 - - 33,789,349 36,535,095<br />
Depreciation &<br />
amortisation 68,707,907 51,914,020 695,974 812,642 174,090 168,432 (825,797 ) (817,365 ) 68,752,174 52,077,729
NOTES TO THE FINANCIAL STATEMENTS<br />
31 JANUARY 2011<br />
37. SEGMENT INFORMATION (CONTINUED)<br />
(b) Geographical Segments:<br />
The Group operates in three major geographical areas as follows:<br />
annual report 2010 / 2011 155<br />
Malaysia Thailand Indonesia Consolidated<br />
2011 2010 2011 2010 2011 2010 2011 2010<br />
RM RM RM RM RM RM RM RM<br />
Total revenue from<br />
external customers 576,030,124 519,388,503 172,030,095 123,436,219 13,116,480 7,797,445 761,176,699 650,622,167<br />
Segment assets 376,522,204 443,577,848 158,434,612 163,380,823 30,178,188 28,101,110 565,135,004 635,059,781<br />
Capital expenditure 18,104,113 32,430,397 15,471,931 3,651,335 213,305 453,363 33,789,349 36,535,095
156<br />
Ingress Corporation Berhad<br />
Notes to the Financial Statements<br />
31 January 2011<br />
38. SUPPLEMENTARY INFORMATION - BREAK DOWN <strong>OF</strong> RETAINED PR<strong>OF</strong>ITS INTO REALISED AND UNREALISED<br />
The breakdown of the retained profits of the Group and of the Company as at 31 January 2011 into realised and<br />
unrealised profits is presented in accordance with the directive issued by Bursa Malaysia Securities Berhad dated 25<br />
March 2010 and prepared in accordance with Guidance on Special Matter No. 1, Determination of Realised and<br />
Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements,<br />
as issued by the Malaysian Institute of Accountants.<br />
Group Company<br />
2011 2011<br />
RM’000 RM’000<br />
Total retained profits of the Company and<br />
its subsidiaries<br />
- Realised 22,422,267 6,838,009<br />
- Unrealised 26,789,424 -<br />
49,211,691 6,838,009<br />
Total share of retained profits from associates<br />
- Realised 4,837,366 -<br />
Retained profits as per financial statements 54,049,057 6,838,009
Analysis of Equity Structure as at 23 May 2011<br />
Authorised Share Capital RM100,000,000<br />
Issued and Fully Paid Up Capital RM76,800,000<br />
Class of Shares Ordinary shares of RM1.00 each<br />
Voting Rights One vote for every share<br />
annual report 2010 / 2011 157<br />
No. of Holders Size of Shareholdings Total Holdings %<br />
31 Less than 100 shares 1,141 0.00<br />
246 101 – 1,000 shares 180,570 0.24<br />
1,970 1,001 – 10,000 shares 7,337,348 9.55<br />
540 10,001 to 100,000 shares 15,370,001 20.01<br />
74 100,001 to less than 5% of issued shares 25,034,440 32.60<br />
3 5% and above of issued shares 28,876,500 37.60<br />
2,864 Total 76,800,000 100.00<br />
Directors’ Interest in Shares as at 23 May 2011<br />
Name Direct Holdings Indirect Holdings Related<br />
No. % No. % Corporation<br />
1. Shamsudin @ Samad bin Kassim 50,000 0.07 - 0.00 -<br />
2. Datuk Rameli bin Musa 8,602,800 11.20 15,360,000 * 20.00 -<br />
3. Dato’ Vaseehar Hassan bin Abdul Razack 12,000 0.02 - 0.00 -<br />
4. Dato’ Zulkifly @ Ibrahim bin Ab Rahman - 0.00 - 0.00 -<br />
5. Abdul Khudus bin Mohd Naaim - 0.00 - 0.00 -<br />
6. Ungku Farid bin Ungku Abd Rahman 571,200 0.74 - 0.00 -<br />
7. Abdul Rahim bin Hj Hitam 6,000 0.01 - 0.00 -<br />
Total 9,242,000 12.04 15,360,000 20.00 -<br />
* Deemed interested by virtue of his shareholdings in Ramdawi Sdn Bhd<br />
Substantial Shareholders as at 23 May 2011<br />
Number of Shares Held<br />
Direct Total % Indirect Total %<br />
Name of Shareholders Shareholdings Shareholdings<br />
1. Ramdawi Sdn Bhd 15,360,000 20.00 - 0.00<br />
2. Datuk Rameli bin Musa 8,602,800 11.20 15,360,000 ^ 20.00<br />
3. Mayban Securities Nominees (Asing) Sdn Bhd<br />
Kim Eng Securities Pte Ltd for<br />
Horizon Growth Fund N.V 4,913,700 6.40 - 0.00<br />
^ Via his shareholdings in Ramdawi Sdn Bhd
158<br />
Ingress Corporation Berhad<br />
Name of Top 30 Shareholders as at 23 May 2011<br />
Name of Shareholders Total Shareholdings Percentage (%) of<br />
Shareholdings<br />
1 Ramdawi Sdn Bhd 15,360,000 20.00<br />
2 Datuk Rameli bin Musa 8,602,800 11.20<br />
3 Mayban Securities Nominees (Asing) Sdn Bhd<br />
Kim Eng Securities Pte Ltd for Horizon Growth Fund N.V 4,913,700 6.40<br />
4 Lembaga Tabung Haji 3,839,920 5.00<br />
5 Ab Rahim bin Husain 1,617,600 2.11<br />
6 Mayban Nominees (Asing) Sdn Bhd<br />
Pledged Securities Account for San Tuan Sam 1,177,700 1.53<br />
7 Ahmad Fadzil bin Mohamad 743,400 0.97<br />
8 Azura binti Abdul Halim 718,000 0.93<br />
9 Amanahraya Trustees Berhad<br />
Dana Johor 678,000 0.88<br />
10 Cimsec Nominees (Tempatan) Sdn Bhd<br />
CIMB Bank for Kuan Peng Ching @ Kuan Peng Soon (MM1076) 632,600 0.82<br />
11 Sakinah Sharon Needle 591,600 0.77<br />
12 Taman Bakti (M) Sdn Bhd 572,400 0.75<br />
13 Ungku Farid bin Ungku Abd Rahman 571,200 0.74<br />
14 ECML Nominees (Tempatan) Sdn Bhd<br />
Bank Muamalat Malaysia Berhad for Ab Wahab bin Ismail (1202) 550,000 0.72<br />
15 Improve Performance Investments Limited 502,500 0.65<br />
16 OSK Nominees (Tempatan) Sdn Berhad<br />
Pledged securities Account for Tan Ming Wai 498,000 0.65<br />
17 Public nominees (Tempatan) Sdn Bhd<br />
Pledged Securities Account for Tan Lim Soon (E-KPG) 495,000 0.64<br />
18 Mohd Yusof bin Ibrahim 492,400 0.64<br />
19 Lim Kew Seng 442,300 0.58<br />
20 Amin Husain bin Harun 414,320 0.54<br />
21 EB Nominees (Tempatan) Sendirian Berhad<br />
Pledged Securities Account for Mohamed Zameel bin Mohamed Hussain<br />
(EPIC-KLG) 414,200 0.54<br />
22 Nik Mohamad Pena bin Nik Mustapha 410,000 0.53<br />
23 TA Nominees (Tempatan) Sdn Bhd<br />
Pledged Securities Account for Loh Eng Cheang 400,000 0.52<br />
24 HLB Nominees (Tempatan) Sdn Bhd<br />
Pledged Securities Account for Mah Siew Seong 375,000 0.49<br />
25 Tae Sew Tin 317,000 0.41<br />
26 Kenanga Nominees (Tempatan) Sdn Bhd<br />
Pledged Securities Account for Abdul Malek bin Othman 304,799 0.40<br />
27 Taman Bunga Merlimau Sdn Bhd 284,000 0.37<br />
28 Ab Wahab bin Ismail 280,000 0.36<br />
29 Lai Ka Chee 280,000 0.36<br />
30 Mohd Nor bin Manap 263,200 0.34<br />
Total 46,741,639 60.86
List of Properties<br />
Location / Description Intended /<br />
Existing use<br />
Approximate<br />
age of<br />
building<br />
(years)<br />
Land area /<br />
Built-up area<br />
(square feet)<br />
annual report 2010 / 2011 159<br />
Tenure Revaluation<br />
date<br />
Net carrying<br />
amount<br />
as at<br />
31 January<br />
2011 (RM’000)<br />
Ingress Engineering Sdn Bhd<br />
Nilai Industrial Estates Industrial land 303,074 Leasehold for October 6,136<br />
PT Nos. 2475 & 2476 99 years (expiry 2009<br />
HS (D) 75367 & HS (D) 75368 September 2092)<br />
Mukim of Setul Industrial 16 109,517 October 12,115<br />
District of Seremban<br />
Negeri Sembilan Darul Khusus<br />
building 2009<br />
PT No 11469 Industrial land 43,560 Leasehold for October 1,568<br />
HS (M) 9638 99 years (expiry 2009<br />
Mukim of Kajang September 2086)<br />
District of Hulu Langat Industrial 19 25,900 October 2,226<br />
Selangor Darul Ehsan building 2009<br />
Unit 17-1-1 to 17-1-14 Staff 17 9,494 Strata Title October 630<br />
HS (D) 75362, PT No 2193 accomodation (freehold) 2009<br />
Mukim of Setul<br />
District of Seremban<br />
Negeri Sembilan Darul Khusus<br />
Nilai Spring (Bandar Nilai Utama) Land 6 12,425 Freehold October 250<br />
GRN 197544, Lot 26332 2009<br />
Mukim of Bandar Nilai Utama<br />
PT Nos. 8613 & 8614 Commercial 3 78,689 - March 40,635<br />
HS (M) 5188 & 5189 & office 2009<br />
Sungai Penchala building<br />
Mukim Kuala Lumpur<br />
Wilayah Persekutuan Land 81,623 Lease March 5,348<br />
60000 Kuala Lumpur 2009<br />
Ingress Technologies Sdn Bhd<br />
Bukit Beruntung Industrial land 365,564 Freehold October 9,200<br />
Industrial Estates HS (D) 39152 2009<br />
PT 13990 Seksyen 20 Industrial 13 62,735 7,711<br />
Mukim Bandar Serendah building 7 103,117 17,735<br />
District of Ulu Selangor October<br />
Selangor Darul Ehsan Canteen &<br />
Prayer room<br />
7 12,325 2009 2,567<br />
EG-05 to EG-08, E1-05 to E1-08, Staff 7 15,640 Master Title October 1,291<br />
E2-05 to E2-08, accomodation (freehold) 2009<br />
E3-05 to E3-08, E4-05 to E4-08<br />
Rose Court Block E, Bandar Bukit Sentosa<br />
48300 Rawang, Selangor Darul Ehsan
160<br />
Ingress Corporation Berhad<br />
List of Properties<br />
Location / Description Intended /<br />
Existing use<br />
Approximate<br />
age of<br />
building<br />
(years)<br />
Land area /<br />
Built-up area<br />
(square feet)<br />
Tenure Revaluation<br />
date<br />
Net carrying<br />
amount<br />
as at<br />
31 January<br />
2011 (RM’000)<br />
Ingress Autoventures Co., Ltd<br />
Plot No S26, (phase 11A) Industrial land 220,183 Freehold November 3,745<br />
Eastern Seaboard<br />
Industrial Estates (Rayong)<br />
2009<br />
off Highway 331 Pluakdaeng Industrial 14 39,957 November 6,052<br />
District Amphur Pluakdaeng building 2009<br />
Rayong Province, Thailand 10 52,334 November<br />
2009<br />
6,079<br />
Hi-Tech Industrial Estate Industrial land 191,664 Freehold November 3,745<br />
64/6 Moo 1 2009<br />
Tambol Ban Lane<br />
Amphur Bang Pa-in Industrial 7 55,768 November 8,627<br />
Ayutthaya 13160, Thailand building 2009<br />
PT Ingress Malindo Ventures<br />
Blok GG-7A, 7B & GG-8 Industrial land 8 143,031 Leasehold for 30 December 2,822<br />
Jl. Industri Selatan 6A years (expiry 2009<br />
Blok GG-7 A-B March 2033)<br />
Kawasan Industri Industrial 8 10,473 December 1,553<br />
Jababeka Tahap II<br />
Cikarang, Indonesia<br />
building 2009<br />
Fine Components (Thailand) Co., Ltd<br />
600 Moo 4, T.Makhamkhu Industrial land 413,334 Freehold November 3,040<br />
King-Am-Pur<br />
Nikhompattana, Rayong<br />
2009<br />
21180 Thailand Industrial 9 70,716 November 3,551<br />
building 2009
Number of Shares held<br />
(Before completing this form please refer to the Notes below)<br />
I/We ............................................................................................... IC No./Passport No./Co. No. ............................................................<br />
(full name in capital letters)<br />
of (Address) ..................................................................................................................................................................................................<br />
being a member of INGRESS CORPORATION BERHAD, do hereby appoint ........................................................................................<br />
........................................................................................................................................................................................................................<br />
(full name in capital letters)<br />
of (Address) ..................................................................................................................................................................................................<br />
or failing him, the Chairman of the Meeting, as my/our proxy, to vote for me/us and on my/our behalf, at the Twelfth Annual<br />
General Meeting of the Company to be held on Wednesday, 27 July 2011 at Pacific Ballroom, Level 2, Seri Pacific Hotel Kuala<br />
Lumpur, Jalan Putra, 50746 Kuala Lumpur at 10.30 a.m. or any adjournment thereof.<br />
My/our proxy is to vote as indicated below:-<br />
Resolution Agenda For Against<br />
Resolution 1 Receive the Directors’ Report, Auditors’ Report and Audited Financial<br />
Statements for the financial year ended 31 January 2011.<br />
Resolution 2 Payment of directors’ fees for the financial year ended 31 January 2011.<br />
Resolution 3 Re-election of Dato’ Vaseehar Hassan bin Abdul Razack.<br />
Resolution 4 Re-election of Abdul Rahim bin Haji Hitam.<br />
Resolution 5 Re-appointment of Messrs Ernst & Young as the Company’s Auditor.<br />
Resolution 6 To authorise the directors under Section 132D of the Companies Act, 1965,<br />
to allot and issue new shares in the Company.<br />
(Please indicate with “X” on the spaces provided how you wish your votes to be cast. In the absence of specific directions,<br />
your proxy will vote or abstain from voting at his discretion.)<br />
Dated this ______________ day of ________________2011<br />
_________________________________________<br />
Signature of Member(s)/Common Seal<br />
Proxy Form<br />
Notes:<br />
1. A member entitled to attend and vote at the meeting is entitled to appoint a proxy or proxies to attend and vote in his or her stead. A proxy may, but<br />
need not be a member of the Company.<br />
2. The instrument appointing a proxy shall be in writing under the hand of appointer or his or her attorney duly appointed under a power of attorney<br />
or if such appointer is a corporation either under its common seal or under the hand of an officer or attorney duly appointed under a power of<br />
attorney.<br />
3. Where a member appoints more than one proxy, the appointment is invalid unless the proportions of holdings represented to each proxy are<br />
specified.<br />
4. The instrument appointing a proxy must be deposited at the registered office of the Company, Lot 2778, 5th Floor, Jalan Damansara, Sungai Penchala,<br />
60000 Kuala Lumpur, at least forty-eight (48) hours before the time appointed for holding the meeting or any adjournment thereof.<br />
5. Registration of members/proxies attending the meeting will be from 9.00 a.m. on the day of the meeting. Members/proxies are required to produce<br />
their identification documents for registration.
(fold here)<br />
(fold here)<br />
INGRESS CORPORATION BERHAD<br />
Lot 2778, Fifth Floor,<br />
Jalan Damansara, Sungai Penchala,<br />
60000 Kuala Lumpur,<br />
Malaysia.<br />
affix<br />
postage<br />
here
INGRESS CORPORATION<br />
BERHAD (490799-K)<br />
Lot 2778, 5th Floor, Jalan Damansara,<br />
Sungai Penchala, 60000 Kuala Lumpur, Malaysia.<br />
Tel: 603-7725 5565 Fax: 603-7725 5560 / 61<br />
E-mail: investordesk@ingresscorp.com.my<br />
www.ingresscorp.com.my<br />
INGRESS CORPORATION BERHAD (490799-K) 2010 / 2011 ANNUAL REPORT