PICB_AR05 Cover.qxd - Pelikan

annual report 

International Corporation Berhad 

(Formerly known as Diperdana Holdings Berhad) 

(Company No. 63611-U) 

(Incorporated in Malaysia) 

05Pelikan

contents 

EXPRESSIONS OF JOY 

4 

5 

9 

11 

Vision, Mission 

Financial Calendar 

Notice of 24th Annual General Meeting 

Statement Accompanying Notice of 

24th Annual General Meeting 

DIVERSITY 

14 The Pelikan Story 

20 Pelikan Products In Brief 

24 Corporate Information 

25 Financial Highlights/Product Groups 

26 Group Corporate Structure 

27 Group Organisational Structure 

SELF-EXPRESSION 

30 Board of Directors’ Profile 

32 Group Management Team 

INNOVATION 

36 Executive Chairman’s Statement 

41 Group Operations Review 

44 Notables 

45 Awards 

46 Corporate Citizenship 

47 Calendar of Events 

CREATIVITY 

54 

55 

63 

64 

QUALITY 

72 

73 

126 

132 

134 

Shareholder Communications & Investor Relations 

Statement of Corporate Governance 

Statement of Internal Control 

Board Committees 

Statement of Directors’ Responsibility 

Financial Statements 

Analysis of Shareholdings 

List of Group Properties 

Group Corporate Directory 

Proxy Form

expressions 

joy 

of 

To generate value for its shareholders, 

Pelikan is dedicated to creating 

products of enduring quality. 

Products that go beyond mere 

function and genuinely enhance the 

user’s experience. 

Products designed in joy to be used 

for the joy of expression. 

Loo Hooi Keat, Executive Chairman

Vision 

To be globally recognised as 

a market-leading brand offering 

a range of products that reflects 

the highest standards of quality, 

innovation, and timeless 

German heritage. 

Mission 

To create products that inspire 

creativity and imagination, 

encouraging people to express 

themselves in diverse ways, be it 

through painting, writing or drawing. 

To strive continuously to enhance 

shareholders’ value and pursue for 

higher returns. 

4 Annual Report 2005


Financial Calendar 2005 

Month Date Time Types of Meeting 

February 2005 24-02-2005* 10.00 a.m. Audit Committee 

(Thursday) 11.00 a.m. Board 

April 2005 26-04-2005* 3.00 p.m. Audit Committee 

(Tuesday) 4.30 p.m. Board 

May 2005 27-05-2005 11.00 a.m. 23rd Annual 

(Friday) 

General Meeting 

(“23rd AGM”) 

Agenda 

• To discuss and approve the 4th quarter 

financial results for the financial period 

ended 31 December 2004. 

• To discuss and approve 2005 Budget. 

• To review status of Internal Audit 

activities and Statement of Internal 

Control. 

• To receive updates from Internal Audit 

and Risk Management department. 

• To note the Semi Annual Returns as at 

31 December 2004. 

• To note Directors’ Circular Resolutions 

In Writing. 

• To discuss and approve the Audited 

Financial Statements for the financial 

year ended 31 December 2004 

together with the Directors’ and 

Auditors’ Report thereon. 

• To discuss and approve the 1st quarter 


ended 31 March 2005. 

• To adopt the Statement of Internal 

Control 2004. 

• To receive and adopt the Audited 


year ended 31 December 2004 

together with the Directors’ and 

Auditors’ Report thereon. 

• To approve the payment of the 

Directors’ Fees for the financial year 


• To re-elect Loo Hooi Keat as Director 

who retires pursuant to Article 63 of 

the Company’s Articles of Association. 

• To appoint Auditors and to authorise 

the Directors to fix their remuneration. 

• To consider and if thought fit, approve 

the issuance of new ordinary shares 

pursuant to Section 132D of the 

Companies Act, 1965. 

• To propose change of name to Pelikan 

International Corporation Berhad. 

Annual Report 2005 

5




August 2005 05-08-2005* 9.30 a.m. Audit Committee 

(Friday) 10.30 a.m. Board 

November 2005 14-11-2005* 9.30 a.m. Audit Committee 

(Monday) 10.30 a.m. Board 

December 2005 29-12-2005 10.00 a.m. Board 

(Thursday) 

Agenda 

• To discuss and approve the 2nd quarter 


ended 30 June 2005. 



• To discuss the deviation between 

audited and unaudited financial results 

for the financial year ended 

31 December 2004. 


In Writing. 

• To note announcements made to Bursa 

Malaysia Securities Berhad (“Bursa 

Malaysia”). 

• To update Directors’ Continuing 

Education Programme. 

• Presentation of 2005 audit plan by 

External Auditors. 

• To discuss and approve the 3rd quarter 


ended 30 September 2005. 


and Risk Management department and 

presentation of 2006 Internal Audit 

Planning Memorandum. 


In Writing. 


Malaysia. 

• To discuss and approve the Proposed 

Acquisition of Pelikan Hardcopy. 


In Writing. 


Malaysia. 

• To note circulars received from Bursa 

Malaysia. 

* Dealings by Directors during Closed Period 

- Directors must not engage in dealings during the Closed Period. 

- Closed Period commences from one (1) month prior to the targeted date of announcement to the Bursa Malaysia Securities Berhad (“Bursa Malaysia”) of the quarterly results, 

up to one (1) full market day after the announcement of the Company’s results for the financial quarter under the provision of paragraph 14.04(b) of the Bursa Malaysia Listing 

Requirements. 

• The Board and Audit Committee meetings in February and April 2005 took place at the Conference Room of the Company at Lot 6, 

Jalan Sultan Mohamed 3, Bandar Sultan Suleiman, 42000 Port Klang, Selangor Darul Ehsan, Malaysia. 

• The Board and Audit Committee meetings in August, November and December 2005 took place at the Conference Room of the 

Company at 3rd Floor, Lot 3410, Mukim Petaling, Batu 12 1 /2, Jalan Puchong, 47100 Puchong, Selangor Darul Ehsan, Malaysia. 

• 23rd AGM took place at Concorde II (Level 2), Concorde Hotel Shah Alam, 3 Jalan Tengku Ampuan Zabedah C9/C, 40100 Shah Alam, 

Selangor Darul Ehsan, Malaysia. 





February 2006 22-02-2006* 9.30 a.m. Remuneration 

(Wednesday) 9.45 a.m. Nomination 

10.00 a.m. Audit Committee 

11.00 a.m. Board 

April 2006 26-04-2006* 9.30 a.m. Audit Committee 

(Wednesday) 10.30 a.m. Board 

Agenda 

• To review and approve the remuneration 

package of Executive Director for 2005 

and approve the remuneration package 

of Executive Director for 2006. 

• To discuss and approve the Terms of 

Reference of Remuneration Committee. 

• To review the composition of the Board 

of Directors. 

• To discuss the re-election of Directors 

retirement by rotation in accordance 

with Article 63 of the Company’s Articles 

of Association at the 24th Annual 

General Meeting (“24th AGM”). 

• To discuss and approve the Terms of 

Reference of Nomination Committee. 

• To discuss and approve the 4th quarter 





• To note Directors’ Circular Resolutions In 

Writing. 

• To note announcements made to 

Bursa Malaysia. 

• To note circulars received from 


• To review the Recurrent Related Party 

Transactions. 

• To discuss and approve the Audited 


year ended 31 December 2005 together 

with the Directors’ and Auditors’ Report 

thereon. 



• To discuss and approve the 1st quarter 


ended 31 March 2006. 

• To review the statements and reports for 

inclusion in the Annual Report 2005. 

• To approve the convening of 24th AGM. 

• To approve the Special Business to be 

considered at the 24th AGM. 

• To discuss the Proposed Bonus Issue. 


Writing. 


Malaysia. 


Malaysia. 


7



Month Proposed Date Proposed Time Types of Meeting 

June 2006 23-06-2006 2.30 p.m. Board 

(Friday) 4.00 p.m. 24th AGM 

August 2006 28-08-2006* 9.30 a.m. Audit Committee 


November 2006 27-11-2006* 9.30 a.m. Audit Committee 


December 2006 27-12-2006 10.00 a.m. Board 

(Wednesday) 

Proposed Agenda 

Kindly refer Notice of 24th AGM on 

page 9 and 10. 

• To discuss and approve the 2nd quarter 


ended 30 June 2006. 




In Writing. 

• To note announcements made to 


• To note circulars received from 


• To discuss and approve the 3rd quarter 


ended 30 September 2006. 




Writing. 


Malaysia. 


Malaysia. 

• Presentation of 2006 audit plan by 

External Auditors. 

• To discuss the Proposed Meeting Dates 

for year 2007. 

* Dealings by Directors during Closed Period. 

- Directors must not engage in dealings during the Closed Period. 

- Closed Period commences from one (1) month prior to the targeted date of announcement to the Bursa Malaysia Securities Berhad (“Bursa Malaysia”) of the quarterly results, up to 

one (1) full market day after the announcement of the Company’s results for the financial quarter under the provision of paragraph 14.04(b) of the Bursa Malaysia Listing Requirements. 

• The Board and Audit Committee meetings in February and April 2006 took place at the Conference Room of the Company at 

3rd Floor, Lot 3410, Mukim Petaling, Batu 12 1 /2, Jalan Puchong, 47100 Puchong, Selangor Darul Ehsan, Malaysia. 


Notice of 


NOTICE IS HEREBY GIVEN THAT the 24th Annual General Meeting of Pelikan International Corporation Berhad 

(formerly known as Diperdana Holdings Berhad) will be held at Sunway Pyramid Convention Centre, Isis Room, 

Level 11, Persiaran Lagoon, Bandar Sunway, 46150 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Friday, 

23 June 2006 at 4.00 p.m. for the following purposes:- 

AGENDA 

AS ORDINARY BUSINESS: 

1. To receive the Audited Financial Statements of the Group and of the Company for the 

financial year ended 31 December 2005 together with the Directors' and Auditors' 

Report thereon. 

2. To approve the declaration of a final dividend of 6 sen less 28% income tax for the 

financial year ended 31 December 2005. 

3. To approve the payment of Directors' Fees for the financial year ended 31 December 

2005. 

4. To re-elect Syed Hussin bin Shaikh Al Junid as Director of the Company who is retiring 

pursuant to Article 63 of the Company’s Articles of Association. 

5. To re-elect Tan Sri Musa bin Mohamad as Director of the Company who is retiring 

pursuant to Article 68 of the Company’s Articles of Association. 

6. To re-elect Yap Kim Swee as Director of the Company who is retiring pursuant to 

Article 68 of the Company’s Articles of Association. 

7. To re-appoint Messrs. Ong Boon Bah & Co. as Auditors of the Company until the 

conclusion of the next Annual General Meeting of the Company and to authorise the 

Directors to fix their remuneration. 

(Resolution 1) 







AS SPECIAL BUSINESS: 

8. To consider and, if thought fit, to pass the following Resolution:- 

ORDINARY RESOLUTION 

Authority To Allot Shares Pursuant To Section 132D Of The Companies Act, 1965 

"THAT, subject to the Companies Act, 1965, the Articles of Association of the Company 

and the approvals from Bursa Malaysia Securities Berhad and other relevant 

government/regulatory authorities, where such approval is necessary, the Directors be and 

are hereby empowered pursuant to Section 132D of the Companies Act, 1965 to issue 

new ordinary shares of RM1.00 each in the Company, from time to time and upon such 

terms and conditions and for such purposes and to such persons whomsoever the 

Directors may, in their absolute discretion deem fit and expedient in the interest of the 

Company, provided that the aggregate number of shares issued pursuant to this 

resolution does not exceed 10% of the issued and paid-up share capital AND THAT such 

authority shall continue in force until the conclusion of the next Annual General Meeting 

of the Company." 

9. To transact any other business for which due notice has been given in accordance with 

the Company's Articles of Association. 



9

Notice of 24th Annual General Meeting 

Notice Of Dividend Entitlement 

NOTICE IS HEREBY GIVEN THAT the final dividend of 6 sen less 28% income tax in respect of the financial year ended 

31 December 2005, if so approved at the 24th Annual General Meeting, will be paid on 18 September 2006 to 

depositors whose names appear in the Record of Depositors at the close of business on 21 August 2006. 

A Depositor shall qualify for entitlement to the dividend only in respect of: 

a. Shares transferred into the Depositor's Securities Account before 4.00 p.m. on 21 August 2006 in respect of 

ordinary transfers; or 

b. Shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of the 

Bursa Malaysia Securities Berhad. 

By Order of the Board 

Ng Cheong Seng (MIA 17444) 

Lim Yew Heang (MAICSA 7007653) 

Company Secretaries 

Selangor Darul Ehsan 

1 June 2006 

Notes: 

1. A Member who is entitled to attend and vote at this meeting is entitled to appoint one (1) or more 

proxies to attend and vote in his stead and the appointment shall be invalid unless he specifies the 

proportions of his holdings to be represented by each proxy. A proxy may but need not be a Member 

of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply 

to the Company. 

2. The instrument appointing a proxy shall be in writing (in the common or usual form) under the hand 

of the appointer or of his attorney duly authorised in writing or if the appointer is a corporation 

either under seal or under the hand of an officer or attorney duly authorised. 

3. The instrument appointing a proxy must be deposited with the Registered Office of the Company at 

Lot 3410, Mukim Petaling, Batu 12 1 /2, Jalan Puchong, 47100 Puchong, Selangor Darul Ehsan, 

Malaysia not less than 48 hours before the time appointed for holding of the meeting or any 

adjournment thereof. 

Explanatory Notes to Special Business: 

Ordinary Resolution 

The proposed Ordinary Resolution if passed, will give the Directors of the Company authority to issue and allot 

shares from the unissued share capital of the Company up to an aggregate of not exceeding 10% of the issued 

share capital. This is to avoid any delay and cost involved in convening a general meeting to specifically approve 

issuance of such shares should the need arises. This authority unless revoked or varied at a general meeting will 

expire at the next Annual General Meeting. 


Statement Accompanying Notice of 


Directors who are standing for re-election at the 24th Annual General Meeting of 

the Company are as follows: 

a. Syed Hussin bin Shaikh Al Junid 

b. Tan Sri Musa bin Mohamad 

c. Yap Kim Swee 

The profiles of the above Directors are set out on pages 30 to 31. Their shareholdings in the Company and its 

subsidiaries are set out on page 126 of the Annual Report. 

Details of attendance of Directors at Board Meetings 

A total of five (5) Board Meetings were held during the financial year ended 31 December 2005. 

The details of attendance of the Directors are set out in the Statement of Corporate Governance appearing on 

pages 55 to 62 of the Annual Report. 

Date, time and venue of the 24th Annual General Meeting 

The 24th Annual General Meeting of the Company will be held as follows: 

Date : Friday, 23 June 2006 

Time 

Venue 

: 4.00 p.m. 

: Sunway Pyramid Convention Centre 

Isis Room, Level 11 

Persiaran Lagoon 

Bandar Sunway 

46150 Petaling Jaya 


Malaysia. 


11

diversity 

Pelikan is renowned for the diversity of 

its stationery supplies. We offer writing 

instruments, art, painting and hobby 

products and printer consumables for 

use at home, school and office by 

students, parents, teachers, office 

workers and pen collectors.

The Pelikan Story 

1830s 

In 1832 chemist Carl Hornemann founded a colour and ink factory in 

Hannover Germany. However, Pelikan regards the 28 April 1838 as the 

founding date, as this was the date on the very first price list. All 

company anniversaries are based on this date. 

01 

1840s 

In 1842, Hornemann started larger scale production in the Hainholz 

area of Hannover, after previously having to cook and press ink in a 

farmyard 30km away from Hannover. 

1870s 

In 1871, Günther Wagner took over the company, having joined as a 

chemist and plant manager in 1863. In 1878, he registered his family 

crest, a Pelican, as the company logo. To facilitate trade with the 

Austrian Empire, a factory was built in Eger, which later moved to 

Vienna. 

02 

The City of Hannover’s magistrate 

01 certificate stating that Carl 

Hornemann founded the Company 

in Hannover, 1932. 

Registration of the Pelikan trademark 

02 at the Kaisers Patent office was 

made on the 26 June 1895 and was 

entered into the entry scroll on the 

26 February 1896. 

Günther Wager circa 1875. 

03 

Fritz Beindorff 1898. 

04 

The house on Engelbosteler Damm 

05 in Hannover. 

Pelikan started to produce Indian ink 

06 in 1896. The foreign companies that 

were at that period dominating this 

market segment could not compete. 

1880s 

The factory was enlarged in 1881, and the company employed an 

additional 39 people including Fritz Beindorff. It was his job to visit 

customers in Austria, Russia and Italy. In 1888, Fritz Beindorff married 

Günther Wagner’s eldest daughter, and took over the company. 

1890s 

Office products for copying, stamping, sticking and erasing were added 

to the range, necessitating another expansion of the factory. Pelikan 

started to produce Indian ink. The foreign companies that had so far 

dominated the market could not compete. In 1899, the company’s 

236-strong workforce achieved a turnover of one million Gold Marks. 

03 

04 

05 

06 



08 

07 

09 

1900s 

1901 saw the birth of Pelikan’s famous ink series 4001, followed in 

1904 by Pelikanol, a white adhesive paste which was still being used 

in the 1960s. In 1906, the company purchased 13,000 square metres 

of office and production space on the Podbielskistrasse. Turnover had 

now reached 2 million Gold Marks. 

1910s 

The magazine Der Pelikan first appeared 1912, featuring the ideas of 

famous artists and teachers as well as art lessons, techniques and 

materials. In 1913, the size of the factory doubled. 1057 people were 

now employed and turnover increased to 4.4 million Gold Marks. 

10 

1920s 

In 1929, the Pelikan fountain pen was born, with its distinctive green 

shaft, technically innovative ink flow, transparent ink window and 

innovative differential piston mechanism. 

14 

1930s 

In 1931, Pelikan released its first watercolour paint box, making 

opaque watercolours available to school children for the first time, 

and replacing transparent watercolours. In 1934, a cheaper version of 

the Pelikan fountain pen, now known as Model 100, was launched. A 

mechanical pencil was also released carrying the Pelikan brand name, 

as was Plaka, a hobby/decoration paint that still remains popular. In 

1938, the 100th anniversary catalogue was designed by Professor 

O.H.W. Hadank, the same man who redesigned the Pelikan logo as it 

would remain for the next 60 years. 3,700 employees celebrated in 

Pelikan factories in Hannover, Vienna, Danzig, Milan, Barcelona, 

Bucharest, Sofia, Warsaw, Budapest, Zagreb, Buenos Aires, Rio de 

Janeiro, Santiago de Chile and in many delivery facilities abroad. 

Fountain pen Model 100N was introduced. 

13 

12 

The year 1901 saw the birth of Pelikan’s 

07 famous ink series 4001. To lend this ink 

greater authority, the design of its label is 

based on the then 1,000-Reichsmark bill. 

Manufacturing facilities, 1906. 

08 

11 

Poster advertising Artist’s Watercolors, 

09 Ludwig Hohlwein, 1901. 

The magazine Der Pelikan first appeared 

10 1912, featuring the ideas of famous artists 

and teachers as well as art lessons, 

techniques and materials. The magazine 

was published up to 1971. 

Poster by Cesar Klein 1919. 

11 

A brochure produced in 1925 advertising 

12 Pelikanol. The white adhesive paste was 

invented in 1904 and was still being used 

in the 1960s. 

An advertising leaflet for the AUCH Pelikan, 

13 1936. 

Plaka brochure, 1934. 

14 


15


1950s 

Post-war trauma ended and the German industrial boom began. Pelikan 

released fountain pen Model 400. Easily recognisable by its black and green 

striped shaft, it became the most popular fountain pen in its price range. 

1960s 

The Pelikan school fountain pen Pelikano was introduced. Developed 

with the assistance of handwriting educators and expert fountain pen 

makers, its ink cartridge filling system and ergonomic form made it so 

popular that it fast became the most popular school fountain pen, 

recommended by teachers. 

15 

1970s 

In 1972, Pelikan produced its first ink eradicator “Tintentiger” and in 

1974 the name was changed to “Pelikan Tintenblitz”. Known since 1977 

as Super-Pirat, it is still Germany’s most popular ink eradicator. In 1973 

writing instrument production was moved to Peine/Vöhrum, 

approximately 30km east of Hannover. Pelikan products are still produced 

there. In 1974, Pelikan developed simplified handwriting for beginners in 

collaboration with educators, making the Pelikano fountain pen even 

more popular. In 1978, Pelikan became a public limited company, with 

shares divided among the Beindorff family and 46 other owners. The 

company’s balance sheet stood at DM 607.8 million. An array of hobby 

and game products were added to the product range. Subsidiary 

companies produced office printers, projectors, data carriers, technical 

drawing aids and cosmetic products. 

16 

1980s 

In 1982, excessive expansion of the product range and the takeover of 

the Photocopier Company Lumoprint in Hamburg resulted in insolvency. 

A reverse split of the shares took place and in 1984 Pelikan was taken 

over by Condorpart (Switzerland). The company was split up and parts 

were sold. Operations were from then onwards run by Pelikan 

International (later Pelikan Holding) in Switzerland. Pelikan Holding AG – 

Zug/Switzerland started trading on the Swiss stock exchange in 1986. 

17 

A brochure of the fountain pen model 400, 

15 1950. This was a very successful range 

introduced after World War II. Pelikan was 

an active contributor to the German 

economy and at that time, employed 

approximately 5,000 in its workforce. 

Brochure “Das Ei des Kolumbus”, 1960. 

16 

In 1978, Pelikan became a public limited 

17 company, with shares divided among the 

Beindorff family and 46 other owners. 

18 

19 

A toy brochure with Wim Thoelecke, 1975. 

In 1929, the first Pelikan fountain pen was 

introduced. It was well known for its 

trademark Green shaft and technically 

innovative ink flow. The differential piston 

mechanism was a true revolution of its 

time as it is today. 

18 

19 



1990s 

In 1993, Pelikan’s first limited edition fountain pen was released under 

the name Blue Ocean. 5000 of these transparent blue pens were 

produced. In 1994, the range of printing consumables, inkjet cartridges, 

etc became a separate division and was sold to the American company 

Nucote in 1995. In 1996, Goodace Sdn Bhd, subsequently named Pelikan 

Holding Sdn Bhd (now known as PBS Office Supplies Holding Sdn Bhd), a 

company owned by Loo Hooi Keat from Malaysia took over the majority 

of Pelikan Holding AG shares. 

Blue Ocean 

Produced in limited editions 

of only 5,000 pens 

worldwide, of which 

1,000 pieces were 

released as part of a set 

with the matching 

Blue Ocean ball pen. 

2000s 

The year 2000 and beyond witnessed the reconsolidation of several 

Pelikan’s operations and business divisions separated in the 1990s: 

In 2000, Pelikan resumed the distribution of printing products from 

Pelikan Hardcopy. In 2002, Pelikan Holding AG re-purchased the ‘Office 

General’ business from Henkel KGaA. In 2004, Pelikan Holding AG 

prematurely resumed the distribution of Pelikan’s products in Belgium, 

The Netherlands and Luxemburg. In August 2005, the Group resumed 

the global distribution rights of ‘Correcting and Gluing’ products 

(except Germany, Austria and Switzerland) under the Pelikan brand from 

Henkel KGaA. 

In 2003, Pelikan Holding AG moved to its new office building on the 

Werftstrasse, Hannover, Germany. Around the same time, 125 years after 

its initial registration, the Pelikan Logo and corporate identity were 

updated. The period 1929-2004 symbolises 75 years of fountain pen 

production by Pelikan. Hence in 2004, a limited edition 75th Anniversary 

Pen was launched to mark the occasion. Only 75 pieces of this 

prestigious writing instrument were made. 

75th Anniversary Pen 

Patented in 1928, the "Anniversary 

Pen" spans the period from 1929 

to 2004. The engraved number 

"75" on the cap and the barrel 

immortalises the anniversary. With 

a limited edition of just 75 pieces, 

the "Anniversary Pen" is a rarity. 

On 8 April 2005, Pelikan Holding AG was acquired through a reverse 

takeover by the Company, which also took a controlling interest in 

Pelikan Japan K.K.. The Company subsequently changed its name from 

Diperdana Holdings Berhad to Pelikan International Corporation Berhad 

on 6 June 2005. 

The manufacturing facilities on Engelbosteler 

20 Damm in Hannover, 1895. 

Pelikan headquarters finally moved to Hannover, 

21 Werftstrasse in 2003. 

21 

20 


17

Corporate Overview 

Pelikan is a world renowned brand. For 168 years 

Pelikan has built a solid reputation for quality and 

innovation and is recognised globally as a pioneer in 

various product categories. 

We enjoy impressive financial advantages. Our 

established European operations underpins our earnings 

and cash flows, and our business is highly cashgenerative 

as minimal reinvestment is required. 

Today, Pelikan’s growth opportunities are considerable. 

We relaunched the Blanco and Pelifix brand of correcting 

and gluing products; strengthened our distribution 

channels; reduced our production costs; and expand 

aggressively into Asia, Eastern Europe and Latin America. 

The New Pelikan 

2005 was a milestone in the history of Pelikan, when it 

was acquired by Pelikan International Corporation Berhad 

(formerly known as Diperdana Holdings Berhad)(“Pelikan 

International”). 

In 2005, Pelikan International successfully transformed its 

business from logistics and related services to the 

manufacture and distribution of writing instruments, art, 

painting and hobby products, office stationery and 

printer consumables. This involved: 

The nib is the heart 

of the Pelikan 

fountain pen. 

• Disposal of its entire logistics business undertaking to 

Konsortium Logistik Berhad for a total consideration 

of RM80,000,000, 

• Acquisition of 64.94% equity interest in Pelikan 

Holding AG for a total consideration of 

RM299,000,000 by issuing: 

– 56,733,333 new ordinary shares of RM1.00 each at 

an issue price of RM1.50 per share, 

– RM98,900,000 nominal value of 3% Irredeemable 

Convertible Unsecured Loan Stocks at 100% of 

nominal value of RM1.00 each, and 

– RM115,000,000 nominal value of 3% Redeemable 

Convertible Unsecured Loan Stocks at 100% of 

nominal value of RM1.00 each 

• Issuance of 27,974,160 new ordinary shares of 

RM1.00 each at an issue price of RM1.50 per share 

pursuant to the Voluntary General Offer, hence 

increasing its equity interest in Pelikan Holding AG to 

87.64% 

• Acquisition of 75% equity interest in Pelikan Japan 

K.K. for a total consideration of RM18,000,000 by 

issuing 12,000,000 new ordinary shares of RM1.00 

each at an issue price of RM1.50 per share 


The Patent Registration of the Pelikan Trademark and Logo 

Almost two decades prior to the introduction of trademark laws on the 

12th May 1894, the company GÜNTHER WAGNER applied for its first 

trademark at the county court of Hannover. 

After the introduction of the entry scroll at the Kaisers Patent office, 

the trademark was registered on the 26th June 1895 and entered into 

the scroll on the 26th February 1896. The application date is registered 

on the entry document. 

One day earlier on the 25th February 1896, the original Pelikan font 

and logo designs were entered into the scroll.Both of these are now 

patented in 150 countries worldwide. 

registered on 25th February 1896 

As time has passed, the original form and style of the 

trademark have been adjusted and modified to suite 

the Zeitgeist of the time. The following graphs display 

how the trademark has evolved over the years. 

registered on 20th December 1984 

Since 2003 

1895 1913 1926 1957 


19

Pelikan Products in Brief 

Writing with Pelikan 

Writing instruments by Pelikan are the ideal solution 

for all writing requirements. Our standard range 

includes more than 30 series of writing instruments, 

ensuring that everyone can find the perfect writing 

instrument to meet his or her needs. 

Pelikan fountain pens, ballpoint pens, mechanical 

pencils and rollerball pens are not only attractively 

designed, but totally reliable – partly because the inks 

are specially coordinated with the different 

instruments. Our experience in the production of inks 

dates back to 1838 and the expertise we have 

acquired over the years has made us one of the 

world’s foremost ink producers. 

Uncommon materials and singular design. Fine writing instruments find admirers among connoisseurs and 

casual users alike. It’s nearly always love at first sight – or first stroke. Fascination and passion, far more than 

the sum of its parts. Finely crafted in more than 300 individual steps, a testimony to dedication, precision and 

perfection. Designed to inspire. 



Fine Writing Instruments from Pelikan 

Fine writing instruments are a highlight of Pelikan’s 

product range. Appreciated by aficionados of 

cultivated writing, they have become collectors’ items. 

These works of art combine exquisite materials, 

singular styling and traditional craftsmanship to create 

unique writing instruments of unbeatable quality. The 

fact that Pelikan patents are often used by other 

manufacturers is ample proof of the outstanding 

calibre of our research and development. 

Superlative quality is particularly evident in the Pelikan 

Limited Editions and Special Editions, which are 

meticulously hand crafted to the very highest 

standards. Precise and intricate work guarantees an 

enjoyable and comfortable writing experience. Elegant 

design – whether classic or modern – enhances the 

aristocratic character of these products. 

Developed back in 1929, the ‘Souverän’ non-blotting 

fountain pen with its hallmark black and green striped 

sleeve is one of the best-known premium writing 

instruments of all time. 

Souverän 

Pelikan’s classic. The non-blotting fountain pen 

with its traditional black and green striped sleeve, 

developed back in 1929 is one of the best-known 

premium writing instrument series. Today, they are 

presented to state visitors as gifts from Germany. 

Pelikan in School 

The Pelikan range includes writing utensils for children 

and young people as well as an array of awardwinning 

painting products. From a very early stage, 

the company worked in close cooperation with 

teachers and educators to develop products geared 

specially to the ergonomic needs the young – a 

practice that continues till this day. The reason why 

Pelikan products are so popular with children and 

young people is that they are deliberately designed to 

meet their needs. 

This is particularly true of the prize-winning Pelikan 

paintboxes which are the number one sellers in the 

German market and have been used by generations 

of school children to express their creativity. 

Pelikan products are constantly adapted to include the 

latest technical findings. As a result, anyone who has 

been accustomed to Pelikan quality since childhood 

tends to remain loyal to the brand – something that 

Pelikan is particularly proud of. 


21


Pelikan’s Hobby World 

Pelikan offers a wide range of hobby products whose 

simple application ensures the best possible results. 

Especially popular with amateur artists, designers and 

craft enthusiasts are our brilliant Plaka casein and 

water-based poster paints and our light-fast, luminous 

textile paints. Pelikan hobby products mean that 

creativity need know no bounds. 

Pelikan in the Office 

Pelikan offers a huge selection of office stationery. 

The range covers everything needed in the course of 

daily office work, including writing, erasing, stamping, 

copying, marking and hardcopy products. Our writing 

instruments for the office undergo constant 

enhancements, with innovations targeted in particular 

at ergonomic aspects and maximising service life. 

Rollerball pens and fineliners from Pelikan are sturdy 

and yet pleasant to handle, ensuring first-class writing 

quality to facilitate office work. 



The Pelikan 100 – a display showing its anatomy, 1930. 

Product landmarks for the Pelikan Group 

1838 – Founded colour and ink factory 

1896 – Produced Indian Ink 

1901 – Produced famous ink series 4001 

1904 – Introduced Pelikanol – a white adhesive paste 

1929 – Introduced Pelikan fountain pen – technically innovative ink 

flow and transparent ink window 

1931 – First water colour paint box introduced 

1934 – Released cheaper version of fountain pen “model 100” 

1934 – First release of Plaka – a hobby decoration paint still sold today 

1960 – Fountain pen “Pelikano” released for school use; invented ink 

cartridge 

1972 – Introduction of the first ink eradicator 

1974 – Introduced first textmarker to Europe 

1978 – Products increased dramatically – now offers comprehensive 

range of hobby, game and office products 

1989 – First “Blanco” product invented and brought to market 

1993 – Pelikan first limited edition fountain pen released 

1995 – Introduced new filling system “level” for fountain pens 

2004 – “75 year anniversary” fountain pen 


23

Corporate 

Information 

Board of Directors 

• Loo Hooi Keat 

(Executive Chairman) 

• Syed Hussin bin Shaikh Al Junid 

(Independent Non-Executive Director) 

• Haji Abdul Ghani bin Ahmad 


• Tan Sri Musa bin Mohamad 

(Independent Non-Executive Director 

• Yap Kim Swee 


Audit Committee Members 

• Tan Sri Musa bin Mohamad (Chairman) 



Remuneration Committee Members 




Nomination Committee Members 




Toledo 1931 

The original issue dates back to 1931 

and it was a rarity then. As one of the 

fountain pens in the "Originals of 

Their Time", the Toledo is only 1,100 

pieces available worldwide. 

Company Secretaries 

• Ng Cheong Seng (MIA 17444) 

• Lim Yew Heang (MAICSA 7007653) 

24 

Registered Office 

Lot 3410, Mukim Petaling 

Batu 12 1 /2, Jalan Puchong 

47100 Puchong 


Malaysia 

Tel: +603 8062 1223 

Fax: +603 8062 2500 


Share Registrar 

Tenaga Koperat Sdn Bhd 

20th Floor, Plaza Permata 

Jalan Kampar 

Off Jalan Tun Razak 

Kuala Lumpur, Malaysia 

Tel: +603 4041 6522 

Fax: +603 4042 6352 

Auditors 

Ong Boon Bah & Co. 

B-10-1, Megan Phileo Promenade 

189 Jalan Tun Razak 

50400 Kuala Lumpur, Malaysia 

Tel: +603 2163 0292 

Fax: +603 2163 0316 

Principal Bankers 

Public Bank Berhad 

Bumiputera-Commerce Bank Berhad 

Bumiputera-Commerce Bank (L) Limited 

CIMB (L) Limited 

Stock Exchange Listing 

Bursa Malaysia Securities Berhad 

(Main Board) 

Stock Name: PELIKAN 

Stock Code: 5231 

Website 

www.pelikan.com

Financial Highlights 

2005 2004 

RM’000 RM’000 

Revenue 511,074 112,120 

Profit / (loss) from ordinary activities before taxation 66,562 (24,136) 

Profit / (loss) from ordinary activities after taxation 64,656 (18,979) 

Net profit / (loss) for the financial year 55,036 (18,917) 

Shareholders’ equity 337,194 51,470 

Basic earnings / (loss) per share (sen) 44.55 (40.54) 

Fully diluted earnings per share (sen) 26.56 - 

Net assets per share (sen) 250.95 147.25 

Dividends per share - declared and paid (sen) 12.00 - 

Dividend per share - proposed (sen) 6.00 - 

The Spirit of Gaudi 

This limited edition is inspired by 

La Pedrera, a building by Gaudi, 

one of the most famous 

Modernist architects in the world. 

The year 2002 marks the 150th 

anniversary of the birth of Gaudi. 

The edition is limited to just 1,000 

pieces worldwide. 

Product Groups 

Pelikan has three main product groups: 

Writing Instruments 

Fountain Pens 

Ballpoint Pens 

Rollerball Pens 

Mechanical Pencils 

Fineliners 

Highlighters 

Ink Eradicators 

Art, Painting and Hobby 

Wax Crayons 

Fibre-Tip Pens 

Opaque Paints 

Brushes 

Erasers 

Hobby Paints 

Transparent Water Colours 

Painting Blocks 

Textile Painting 

Painting Accessories 

Office 

Refills 

Marking Crayons 

Pagemarkers 

Carbon Papers 

Stencils 

Sealing Wax 

Stamp Pads 

Presentation Materials 

Printer Consumables 


25

Group Corporate Structure 

Pelikan International Corporation Berhad 


87.6% 25.0% 

75.0% 20.8% 

Pelikan Holding AG 

Group 

Pelikan 

Japan K.K. 

Konsortium Logistik 

Berhad 

51.03% 100% 100% 

48.97% 

Productos 


S.A. de C.V. 


Produktions 

AG 


Middle East 

FZE 


Group Organisational Structure 

Group 

Corporate 

Services 

Executive 

Chairman’s 

Office 

Product 

Development 

Sourcing 

and Supply 

Group/ 

Corporate 

Europe 

Brand Management 

and 

Communications 

Corporate 

Planning 

Regional 

Operation 

Latin 

America 

Australia / 

North America / 

China / India 

Asia 

Middle East & Africa 


27

self 

-express!on 

In an increasingly stressful 

world, hobbies are a vital 

form of relaxation and selfexpression. 

Hence the fastmounting 

popularity of 

Pelikan’s art, painting and 

hobby products and 

accessories.

Board of Directors’ Profile 

Loo Hooi Keat 

Executive Chairman 

Member of Audit Committee 

Member of Remuneration Committee 

Loo Hooi Keat, a Malaysian aged 51, was appointed to 

the Board as Director on 22 April 2005 and 

subsequently as Executive Chairman on 26 April 2005. 

He is a certified public accountant and a member of 

the Malaysian Institute of Certified Public 

Accountants (MICPA). He received his training in 

accountancy from a reputable international 

accounting firm where he obtained his Certified 

Public Accountant accreditation. Since then, he has 

gained experience in various international 

companies, namely as Group Accountant for the 

Sime Darby group of companies (1982-1985) and 

Lion group of companies (1986-1989). He was the 

Group General Manager for Business Management of 

United Engineers (Malaysia) Berhad from 1990 to 

1992. 

Presently, he is the Executive Vice President of 

Konsortium Logistik Berhad, a public company listed 

on the Main Board of Bursa Malaysia Securities 

Berhad since 1992. He is also President and Board 

member of Pelikan Holding AG, a subsidiary of the 

Company listed on the Zurich Stock Exchange since 

1995. 

Except for certain recurrent related party transactions 

of a revenue nature which are necessary for the dayto-day 

operations of the Company and its subsidiaries 

and for which Loo Hooi Keat is deemed interested, 

there are no other business arrangements with the 

group in which he has personal interest. 


Board of Directors’ Profile 

Syed Hussin bin Shaikh Al Junid 

Independent Non-Executive Director 

Member of Nomination Committee 

Member of Remuneration Committee 

Syed Hussin bin Shaikh Al Junid, a Malaysian aged 53, 

was appointed to the Board as Director on 1 July 1996. 

He graduated from the University of Malaya and holds a 

Bachelor of Economic degree. 

He has extensive experience in the property and 

construction industry and has been involved in the 

development of several major and successful townships 

in the Klang Valley. He is also currently overseeing the 

property development for another local group of 

companies. 

Currently, he sits on the Board of Golden Plus Holdings 

Berhad, a Public Listed Company involved in investment 

and property management. He is the Managing Director 

of Amona Permodalan Holdings Sdn Bhd, an investment 

holding company with interests in a group of companies 

mainly involved in the development of properties, project 

management services, construction, property investment 

holdings, trading, information technology and 

multimedia business activities. 

Tan Sri Musa bin Mohamad 


Chairman of Audit Committee 

Chairman of Nomination Committee 

Chairman of Remuneration Committee 

Tan Sri Musa bin Mohamad, a Malaysian aged 63, was 

appointed to the Board as Director on 1 August 2005. 

He holds a Bachelor of Pharmacy Degree from the 

National University of Singapore in 1962 and obtained a 

Master of Science Degree in Pharmaceutical Technology 

from the University of London in 1972. 

He spent over 20 years in teaching and academic 

administration in University Sains Malaysia (USM). He 

served as a Foundation Dean of Pharmacy in USM from 

1975 to 1979 and thereafter as the Deputy Vice 

Chancellor and Vice Chancellor of the same university 

until he retired in 1995. He then went into corporate life 

as Chairman in a number of private limited companies 

and a second-board listed company Poly Glass Fibre (M) 

Berhad before being invited by the Government to serve 

as a Minister of Education Malaysia from 1999 to 2004. 

He is currently the Chairman of Universiti Telekom Sdn 

Bhd, a subsidiary of Telekom Malaysia Berhad, which 

runs the Multimedia University in Cyberjaya. 

Haji Abdul Ghani bin Ahmad 


Member of Audit Committee 

Member of Nomination Committee 

Haji Abdul Ghani bin Ahmad, a Malaysian aged 64, was 

appointed to the Board as Director on 4 September 2001. 

He attended a Diploma Course in “Customs and Excise 

Management and Enforcement” in the University of 

Southern California in Los Angeles, United States of 

America. In 1991, he attended a course on “Value 

Added Tax” in the Tax College of Crown Agents in 

Worthing, England. 

He is a retired Director of Customs, having served 32 

years in the Royal Customs and Excise Department 

of Malaysia. 

He serves as a Director of several private limited 

companies including LANG Consultancy Services Sdn Bhd 

where he provides consultancy services relating to 

customs, excise, sales tax and service tax, duty 

exemptions, refund and drawback claims, licenses and 

incentive under the laws administered by the Royal 

Customs and Excise Department. 

Yap Kim Swee 


Yap Kim Swee, a Malaysian aged 59, was appointed to 

the Board as Director on 22 May 2006. 

He is a Chartered Accountant of the Malaysian Institute 

of Accountants (MIA), a Fellow of the Association of 

Chartered Certified Accountants (ACCA) and a member 

of the Malaysian Institute of Certified Public Accountants 

(MICPA). 

He started his career in Hanafiah Raslan Mohd & Partners 

in 1969. In 1972, he joined Coopers & Lybrand (now 

PricewaterhouseCoopers) as an audit senior and was 

thereafter appointed as a Director in 1987. He was 

admitted as a Partner in 1991 and retired from the 

partnership of PricewaterhouseCoopers in 2002. With his 

many years experience in audit and business advisory, he 

has gained extensive knowledge in various industries 

covering manufacturing, financial, insurance, 

telecommunication, housing development and plantation. 

Currently, he sits on the of Board Equine Capital Berhad, 

a public listed company involved in investment and 

property development. 

Additional notes to Director's Profile: 

1. None of the Directors hold any shares, directly or indirectly, in the Company and any 

of its subsidiaries except for Loo Hooi Keat. 

2. None of the Directors have any conflict of interest with the Company. 

3. None of the Directors have any family relationship with any Director and/or major 

shareholder of the Company. 

4 None of the Directors have any conviction for offences within the past 10 years other 

than traffic offences. 


31

Group Management Team 

Loo Hooi Keat 


Loo Hooi Keat, a Malaysian 

aged 51, is a certified public 

accountant and a member of 

the Malaysian Institute of 

Certified Public Accountants 

(MICPA). He received his training 

in accountancy from a reputable 

international accounting firm 

where he received his Certified 

Public Accountant accreditation. 

Since then, he has gained 

experience in various 

international companies in 

Malaysia, namely as Group 

Accountant for the Sime Darby 

group of companies (1982- 

1985) and Lion group of 

companies (1986-1989). He was 

the Group General Manager for 

Business Management of United 

Engineers (Malaysia) Berhad 

from 1990 to 1992. 

Ng Cheong Seng 

Head of Corporate Planning 

Ng Cheong Seng, a Malaysian 

aged 34, joined Pelikan Holding 

AG as Vice President of 

Corporate Planning in 2003. He 

is a member of the Association of 

Chartered Certified Accountants 

(ACCA), and graduated from the 

University of London with a 

Masters in Financial 

Management. He is now the 

head of the Group Corporate 

Planning. 

Eckhard Seewöster 

Head of Sales/ Marketing 

Europe 

Eckhard Seewöster, a German 

aged 62, started with an 

apprenticeship as a carpenter 

and spent 6 years in the army 

where he resigned as First 

Lieutenant. He joined Pelikan 

Hannover in 1969 as a sales 

employee. He is now the Head 

of Sales/Marketing responsible 

for Europe and North America. 

Peter Raijmann 

Head of Finance and Administration 

Europe 

Peter Raijmann, a Dutch aged 

46, has a Bachelor in Business 

Administration. He joined 

Pelikan Group in 1991 as Group 

Controller for Europe. In 1996 

he was appointed as Head of 

Controlling department in 

Hannover and in 2004 was 

appointed Head of Finance and 

Administration in Europe. 

Gunther Andrée 

Head of Product Development 

Gunther Andrée, a German aged 

57, has a Master of Science as well 

as a Master of Business 

Administration. He joined the 

Group in 1998 and is responsible 

for the worldwide production and 

product development. He is mainly 

responsible for the management 

of the factory in Vöhrum, 

Hannover, Germany. Before he 

joined Pelikan, he had similar 

functions at “Rotring”. 

Claudio Esteban Seleguan 

Head of Latin America 

Claudio Esteban Seleguan, an 

Argentinian aged 44, has a 

Bachelor in Business Administration. 

He joined Pelikan Group as a 

manager of Pelikan Costa Rica in 

1989. In 1992, he was appointed 

as Chief Executive Officer of Pelikan 

Mexico. He also acts as Regional 

Manager for Latin America. 


Group Management Team 

Azuma Ikeda 

Head of Japan and South Korea 

Azuma Ikeda, a Japanese aged 52, has a Bachelor of 

Arts in Commerce and a Masters of Business 

Administration. He joined Pelikan Japan K.K. in 1990 as 

Finance Manager. He was promoted to Managing 

Director in 1993 and is responsible for the Japan and 

South Korea markets. He is also a board member of the 

Japan Imported Pen Association for the past 9 years. 

Loo Seow Beng 

Head of China, Hong Kong, Taiwan and Vietnam 

Loo Seow Beng, a Malaysian aged 48, has a Bachelor 

of Science in Business. Previously, he worked with a 

large audit firm. He joined Pelikan Singapore-Malaysia 

Pte. Ltd. in 1995 and was subsequently transferred to 

Pelikan Hannover, then Pelikan Holding AG, responsible 

for the coordination of sales in Asia/Rest of World. He 

is now in charge of business development for China, 

Hong Kong, Taiwan and Vietnam. 

Safuan Basir 

Head of South East Asia, Middle East and Africa 

Safuan Basir, a Malaysian aged 38, joined Pelikan 

Group in 2005 as the Senior Vice President in charged 

of operations in Asia, Middle East and Africa. He is a 

Fellow member of The Association of Chartered 

Certified Accountants (ACCA), United Kingdom and a 

graduate from Nottingham Trent University. Over the 

past 10 years, he has had exposure to various Malaysia 

and regional operational, planning and consultancy 

work with leading conglomerate in Malaysia and 

international firm serving companies. 

Geoffroy de Drouas 

Head of Brand Management and Communication 

Geoffroy de Drouas, a French aged 51, joined Pelikan 

Group in 2005 as Senior Vice President, Brand 

Management and Communication. He obtained his 

Bachelor of Business Administration from Ecole des 

Cadres, Paris in 1978. He has had extensive experience 

in various international organizations dealing in luxury 

brands of cosmetics and fragrances, watches, writing 

instruments, retail fashion and liquor. 

Hercules 

Another one of the "Originals 

of Their Time", Pelikan 

continues the limited editions 

series with "Hercules". A 

limited number of only 800 

pieces of writing instruments 

are available worldwide. 


33

innovation 

Pelikan, founded in the 19th century, 

grew into a major group worldwide 

due to its innovative designs and 

functional products. Now in the 21st 

century, Pelikan has every intention 

to continue inventing products that 

not just enhance efficiency and 

effectiveness, but safeguard the 

world we live in. 

This is why we have taken the lead 

in developing lead-free inks for pens 

and paints.

Executive Chairman’s Statement 

Dear Shareholders, 

On behalf of the Board of Directors, I am pleased to present the Annual Report of Pelikan 

International Corporation Berhad (formerly known as Diperdana Holdings Berhad) (“Pelikan 

International”) for the financial year ended 31 December 2005. For the Pelikan Group, 2005 

was tremendously challenging but rewarding year which saw us successfully enhance our 

brand and strengthen our position globally. 

Economic Outlook 

The global economy in 2005 experienced moderate growth, with a divergence in economic 

performance between the developed and developing nations. Whilst economic growth in 

China and India has remained visibly robust, other developing countries are faring less well 

with a more pronounced decelerating growth seen in the developed markets. 

Major risks for the world economy included the larger and widening global imbalances and 

the tight oil supply capacity. The global imbalances, mostly dominated by the large and 

increasing external deficit of the United States, resulted in widening surpluses elsewhere, 

particularly in East Asia and oil-exporting markets. The United States achieved a modest 

Gross Domestic Product (“GDP”) growth rate of 3.5% in 2005 due to its strong household 

spending, low interest rates, higher corporate profits and improvements in the labour 

market. 

The tight oil supply capacity resulted in persistent higher oil prices. Strong growth in global 

oil demand particularly from Asia in 2005 overwhelmed the global oil production, which 

faced shocks from political instabilities and natural disasters amongst others. The price of the 

crude oil increased on average by about 50% in 2005 and has sparked concern about 

higher inflation levels worldwide. Although oil prices are expected to remain high in 2006, 

the continuous surge in oil prices had little impact on Pelikan’s global operations as it 

accounts for a small percentage of our overall production costs. 

The economies of the European market grew on average of 1.4% in 2005. The low 

domestic demand was caused by the feeble growth in private consumption. Amongst the 

countries, the United Kingdom and Spain performed well whilst Germany, Italy and the 

Netherlands reported moderate growth. Inflation levels have remained around 2% despite 

depressing effects on the market from the higher oil prices. The Euro-Dollar exchange rate 

has fallen due to the continuous decline in the long-term interest rates. The depreciation of 

the Euro against the Ringgit and other major foreign currencies reduced the cost of Pelikan 

imports from Germany and boosted export volumes to the rest of the world. For 2006, 

business investment is expected to pick up in Europe whilst growth in housing investment 

and their consumption effects are to be favourable. 

The Latin America region performed well in 2005 due to higher commodity prices and 

strong external demand from other developing countries such as China. Although the region 

is vulnerable to external shocks, strengthening domestic demand, growth in private 

consumption, improving unemployment and investment levels are observed in Brazil, 

Argentina and Mexico. The higher oil prices have also benefited countries like Venezuela 

with oil revenues leading to increases in public spending and investment. The surge in 

commodity exports has resulted in new investment opportunities for Chile and Peru. Overall 

Latin America is poised for further growth and expansion, which is good news for the 

Pelikan business as the brand is widely recognised within this region. 



China remains the engine for growth in East Asia, driven by its exports and investment, 

followed by Singapore and South Korea with stronger than expected growth rates. 

Indonesia also improved markedly in 2005 due to its oil exporting business and steadier 

government policies. The recovery of the Japanese economy, supported by its 

strengthening domestic demand, and the de-pegging of Yuan and Ringgit from the US 

dollar has benefited the East Asian region, boosting confidence in regional markets. The 

South Asian markets also performed strongly in 2005. India and Pakistan were strong in 

their manufacturing and industrial production. Information and Communication 

Technology (ICT) services and business processing outsourcing demand remained high in 

India as well. The entire South Asia benefited from the surge for tourism and its related 

activities post tsunami disaster in 2004. 

Middle East is one of the most interesting regions for the Pelikan business. Being global 

oil exporters, the largest of them – Saudi Arabia, United Arab Emirates and Kuwait, 

have reported a growth rate between 6 and 7 % in 2005. The increase in oil revenues 

sparked higher domestic demand through the fiscal spending in increase investment 

and boost the non-oil sector such as construction and services. The entire region has 

benefited from the spillover effects of higher oil prices via trade and tourism. 

The economic outlook across the globe varies, nonetheless the education sector remains 

crucial in both the developed and developing countries. The budgets allocated to the 

education sector has steadily risen over the years with increasing emphasis in reading, 

writing and art. The upward trend on the governments’ investments into schools and 

education-related activities are encouraging and Pelikan welcomes this positive move as 

the education sector represents one of its key business area. 

In addition, Asia, Latin America and Middle East, have shown promising prospects for 

economic growth in 2006. Pelikan intends to focus on building its distribution networks, 

its brand awareness as well as launching new products into these regions. In markets 

with desire for premium brands, we believe Pelikan will be able to establish itself as a 

global industry leader based upon its enduring, high quality and innovative products. 

Financial Performance 

I am delighted to announce that in 2005 the Company made a significant net profit for 

the first time in four years. For the financial year ended 31 December 2005, the Group 

recorded a net profit of RM55.0 million on a revenue of RM511.1 million. These figures 

include the first quarter’s results of the logistics business disposed of to Konsortium 

Logistik Berhad (“KLB”) on 8 April 2005. This disposal followed several years in which 

the Company found itself struggling in the fiercely competitive and deteriorating 

logistics industry. 

In the first quarter of 2005, the Company incurred a net loss of RM463,000 from its 

logistics business. However, as anticipated, there was a turnaround in the second 

quarter when the Company successfully acquired the Pelikan business. This explains the 

significant jump from quarter one to quarter two financials. In the second quarter, the 

Group achieved a revenue of RM201.5 million, as a result of high sales during the 

“back-to-school” season in Europe and Latin America. Net profit from Pelikan business 

for the second quarter stood at RM30.2 million, giving a cumulative half-year net profit 

of RM29.7 million. 


37


Good performance was maintained in the third quarter. Cumulative revenue rose to 

RM371.8 million and net profit to RM52.7 million. As expected sales slowed down as 

the end of the “back-to-school” sale season drew near, and the fourth quarter recorded 

a slightly reduced – but still better than expected – revenue of RM139.3 million and a 

net profit of RM2.3 million. 

Corporate Developments 

2005 

The corporate exercise involving the reverse takeover of Pelikan Holding AG, listed on 

the Zurich Stock Exchange, Switzerland and Pelikan Japan K.K. by the Company was 

successfully completed on 8 April 2005 in a debut of nearly four years in the making. 

Under this exercise, the Company disposed of its entire logistics business to KLB and is 

now principally a manufacturer and distributor of an international brand of fine writing 

instruments, art, painting and hobby products, office stationery and printer 

consumables. Subsequently on 6 June 2005, the Company was renamed Pelikan 

International Corporation Berhad, listed on Bursa Malaysia Securities Berhad (“Bursa 

Malaysia”) under “Consumer Products”. 

With the completion of the corporate exercise, the Company acquired a 64.94% equity 

interest in Pelikan Holding AG and a 75% equity interest in Pelikan Japan K.K. . 

Following a Voluntary General Offer for the remaining shares of Pelikan Holding AG, the 

Company owns 87.64% equity interest in Pelikan Holding AG, 75% equity interest in 

Pelikan Japan K.K., and 20.77% equity interest in KLB. 

This was the first major acquisition of an international entity by a Malaysian, and Pelikan 

International is the first listed international company on Bursa Malaysia to have 95% of 

its operations located outside Malaysia. 

The Company, which was loss-making, now has the ability to grow and expand via its 

transformation into Pelikan. The corporate exercise also signifies the first step towards 

realising the Group’s vision of acquiring and consolidating all Pelikan entities under one 

corporate family. 

Another significant development took place in April 2005 when Pelikan Quartet in 

Australia acquired the Geoff Penney Group, one of Australia’s largest office products 

distributors. Pelikan Quartet, in which Pelikan International has an effective equity stake 

of 20%, has been distributing Pelikan products in Australia and New Zealand for the 

past 25 years. With this acquisition, we are poised to increase our penetration into the 

Australian market. 

2006 

In line with its continued efforts to consolidate Pelikan businesses worldwide, in 

February 2006, Pelikan International announced its intention to acquire the business of 

Pelikan Hardcopy Holding AG, the largest independent non OEM (“Original Equipment 

Manufacturer”) manufacturer and distributor of imaging supplies and printer 

accessories in Europe. Pelikan Hardcopy Holding AG is based in Switzerland, with its 

main factories in Switzerland, Germany, Scotland, the Czech Republic and China. 

Pelikan Hardcopy Holding AG has sales organisations all over Europe. 



The Hardcopy business, which was separated from the Group through a restructuring 

exercise over ten years ago, holds a licence allowing it to use the Pelikan brand name 

and giving it the exclusive right to distribute and/or sell the Group’s products in all 

territories except the USA, Canada and Mexico for a period of 50 years. 

The acquisition of the Hardcopy business should deliver major synergies in terms of 

research & development (“R&D”), production facilities, brand awareness and marketing 

through the sharing of resources and distribution networks. This, in turn, should boost 

both cost savings and efficiency. The acquisition should also facilitate the development 

of a larger range of mutually complimentary products, as well as strengthening Pelikan’s 

branding, advertising and promotional activities. 

In March, Pelikan International completed its acquisition of the remaining 51.03% of 

the equity in its Mexican subsidiary, Productos Pelikan SA de CV (“Productos Pelikan”), 

in which it already own a 48.97% stake. Pelikan International announced its intention 

to increase its shareholding to 100% in November 2005. This acquisition will give us 

total control of management and production in Mexico, and Productos Pelikan is now 

well positioned to run our distribution and sales operations in the Americas. 

In early 2006, Pelikan International successfully completed the purchase of Pelikan 

businesses in Thailand and Taiwan. The Company has also set up Pelikan Middle East 

FZE. For the rest of the year, Pelikan International plan to establish sales organisations in 

China, India, Indonesia and Poland. 

Board Of Directors/Board Committees 

Three of the Company’s Board of Directors resigned in mid 2005. On behalf of the 

Board, I would like to extend my appreciation and gratitude to Lee Kiat Hean, 

Mohamad Taib bin Abdul Wahab and Abdul Malik bin Abdul Rahman for their 

dedication and contribution to the Group over the years. I would also like to extend a 

warm welcome to Tan Sri Musa bin Mohamad and Yap Kim Swee who both have joined 

us as new independent non-executive Directors. Tan Sri Musa bin Mohamad serves as 

the Chairman of the Audit, Remuneration and Nomination Committees. 

Prospects 

The Pelikan Holdiong AG Group which underwent a major restructuring a decade ago 

was split into different ownerships for both distributions and products. The core 

business was then focused mainly in Europe with writing instruments and art, painting 

and hobby products as its major product groups. As a consequence of the restructuring, 

the brand image was not significant outside Europe. Over the recent years, Pelikan has 

made attempts to reconsolidate all of its operations and business divisions that were 

divested in the 1990s. In 2000, Pelikan resumed the distribution of printing products 

from Pelikan Hardcopy. In 2002, repurchased the ‘Office General’ business from Henkel 

KGaA and 2004 resumed the distribution of Pelikan’s products in Belgium, the 

Netherland and Luxemburg. In August 2005, the Group resumed the global distribution 

rights of ‘Correcting and Gluing’ products (except Germany, Austria and Switzerland) 

under the Pelikan brand from Henkel KGaA. In February 2006, the Group acquired fixed 

assets and inventories from Pelikan Hardcopy and is currently in negotiation to complete 

the balance of the acquisition. In March 2006, the Group completed the purchase of 

the balance equity in its Mexico subsidiary, Productos Pelikan. 


39

We have already witnessed significant results for the 9 months ended 2005. The Group 

is continuing to put its resources together to further expand its market. The 

consolidation of the Group will yield better synergies in its procurement, branding, 

manufacturing, R&D with centralised support services in accounting, financing and 

human resource development. 

We are expecting to fully consolidate the Hardcopy business by end of 2006. This will 

significantly increase the Group’s revenue by 80% to over RM 1 billion and profit growth 

of more than 30% in 2007. The merger of both businesses will result in significant cost 

savings. 

We forecast that in 2006 our expanding market share in growing regions, our intended 

acquisition of the Hardcopy business, and our continuous efforts to achieve cost 

efficiency and to develop new products will contribute to an increase in Group revenue. 

With all the initiatives above, the Group is confident of achieving significantly higher 

results, better performance and profitability for the coming years, and we intend to have 

a generous dividend payout. 

Appreciation 

On behalf of the Board, I would like thank the 

management and employees of Pelikan International 

for their unstinting commitment to the Group and the 

brand in 2005. The Board also offers its heartfelt 

gratitude to all our business partners and 

associates for their continued support. 

Loo Hooi Keat 



Malaysia 

Caelum 

The limited edition “Caelum” 

(in English, “the heavens”) is a 

spectacular creation full of 

astonishingly staged details of 

our solar system. “Caelum” is 

limited to 580 pieces of writing 

instruments worldwide. 


Group Operations Review 

Established in Germany in 1838, Pelikan has come a 

long way since the days when it was just a chemical 

plant in Hannover. Today, 168 years later, Pelikan is a 

manufacturer and distributor of one of the world’s 

most widely recognised brands of fine writing 

instruments, art, painting and hobby products, office 

stationery and printer consumables. We have 16 

offices worldwide, and offer a vast assortment of over 

100 products to people of all ages and aspirations 

across more than 150 countries. 

There is something for everyone in the Pelikan range, 

and we continue to develop products that inspire 

people to express themselves through writing, 

painting and drawing. Each of our product categories 

serves a different function, but they are all true to the 

brand’s identity and reflect our mission to invent 

enduring, high-quality, innovative products that will 

make us a global brand leader in our industry. 

Operational Structure 

Following the successful completion of the corporate 

exercise in April 2005, Pelikan International 

Corporation Berhad (formerly known as Diperdana 

Holdings Berhad) (“Pelikan International”) 

restructured the Group’s operations into different 

geographical regions, supported by centralised 

corporate departments. The new internal organisation 

will enable us to manage our global business more 

effectively. In addition, by centralising the operations 

in each region under a regional head office, we are 

ensuring that regional decision-making is consistent 

with the Group’s mission and objectives. 

Each regional head office will report directly to the 

Chairman’s office, as well as to the Group’s corporate 

departments, namely: Corporate Planning, Product 

Development, Sourcing & Supply, and Brand 

Management & Communications. Each department 

will ensure that business planning and execution meet 

Group standards across all the markets in each region. 

We will continue to improve communications 

between regions and divisions to facilitate smooth 

operations and transactions as the Group expands. 

Products & Manufacturing 

On the product front, 2005 was a year of 

considerable achievement. A number of innovative 

new products were introduced, and RM10.7 million 

was spent on research and development (“R&D”) 

projects, focused mainly on the invention of new 

products for 2006 and beyond. 

In response to fast-evolving industry trends, we 

speeded up the process of introducing new products. 

From concept to research to development and launch, 

our R&D and production teams shortened lead times 

and devised more efficient methods to deliver 

products rapidly to the market. 

In the fall of 2005, Pelikan’s correcting and gluing 

products were relaunched in Europe after Pelikan 

automatically resumed the European manufacturing 

and distribution rights following the expiry of our tenyear 

agreement with Henkel. Manufacturing margins 

are high for these products, and in-house production 

(as opposed to outsourcing to Henkel) has reduced 

manufacturing costs by about 69% for Blanco 

correction tape and 61% for Pelifix gluing products. 

The market has responded favourably to the newly 

revamped product design. 

Investment in our German manufacturing facility 

included further automation of steel nib production 

which resulted in lower costs and high dimensional 

stability. A new high performance moulding machine 

for ink cartridges was also introduced, reducing the 

cycle times for cartridge moulding by 30%. 

The Textmarker 490 production line in Puchong, 

Malaysia began mass production of newly designed 

textmarkers in February 2005 for both local and 

global consumption. Investment in R&D, product 

development and machinery amounted to RM1.6 

million. Textmarker 490 has six assorted colours, and 

we estimate a production capacity of 18 million pieces 

a year. Currently the utilisation of the machine is 

67%. 

Textmarkers were previously outsourced to a third 

party for production under the Pelikan brand. Inhouse 

manufacturing has reduced costs by 35%, 

while the transfer of technology from Germany to 

Malaysia has resulted in a 15% saving in production 

costs. With this success, we plan to manufacture and 

assemble more stationery products in-house to further 

cut costs. This also accords with the Group’s objective 

of relocating production lines closer to resources and 

the market. 

An automated machine for the production of 

whiteboard and permanent markers was recently set 

up in the Puchong facility and is scheduled to 

commence in 2006. 


41


Procurement 

The Group’s International Procurement Centre, 

established in 2003, continued to seek and source 

cheaper raw materials and products that comply with 

our stringent quality criteria. 

Distribution 

During the year, the Group not only strengthened its 

distribution but widened its distribution network by 

entering selected key markets. 

Pelikan products were successfully introduced in 

Vietnam at a departmental store in Ho Chi Minh City 

which opened in June 2005. Sales were encouraging 

and we expect to achieve higher numbers when 

Pelikan enters into more stores in Vietnam in 2006 

and beyond. 

Europe, however, currently remains our key market, 

with Germany, Switzerland and Italy as the key 

markets. In Europe, Pelikan Benelux is a good example 

of the benefits of acquiring of a local distribution 

network previously run by agents. Since the 

acquisition of Pelikan Benelux in January 2004, we 

have been in full control of the distribution, branding 

development and marketing of Pelikan products in 

Belgium, the Netherland and Luxemburg with the 

result that doubled in 2005. 

The Group now wishes to emulate the success of 

Pelikan Benelux when entering new markets such as 

Asia and Latin America. In the long run, we plan to 

take over all distribution from agents to ensure 

adequate reinvestment in the brand and the business 

in accordance with the Group’s mission. 

Branding 

Pelikan has a brand presence in all continents. It is 

significantly strong in Europe, especially in Germany 

where it has a brand awareness of 95%. Pelikan is 

also widely recognised in Asia, Middle East, Latin 

America and the USA since many decades ago. 

However, due to its restructuring in the early 1990s, 

the brand was divided and concentrated mainly in 

Europe. 

With the consolidation of the global business, we are 

optimistic that, given the right strategy and 

communication channels, our brand presence in all 

these regions will be enhanced. Following the huge 

success experienced in Germany, we are therefore 

seeking to build brand awareness and loyalty in the 

education sector. We see huge potential in Asia and 

Latin America by introducing our writing instruments, 

art, painting and hobby products through school tieups 

and education-related below-the-line activities, 

aimed at encouraging students and parents to choose 

Pelikan products. 

Awards 

The Pelikan Textmarker 490 and the K12 and K24 

watercolour paint boxes all won Red Dot Design 

awards in 2005. 

Cost Efficiency 

In 2005, cost reduction programmes were 

implemented throughout the Group, including 

increased automation of production lines to improve 

productivity; lowering of labour costs in our overseas 

facilities; transfer of technology to regions closer to 

emerging markets with cheaper raw materials; 

reduced operating costs; and Group-wide global 

materials sourcing. 

Human Resource 

As at 31 December 2005, the Group personnel count 

stood at 922. We now plan to take on more staff 

globally, particularly in the emerging markets of Asia 

and the Middle East where we are setting up new 

offices. Prudent staff recruitment policies will ensure 

that we recruit and reward high calibre employees. 

Market Outlook 

Our core markets in Europe – particularly the German 

speaking countries, Germany, Austria and Switzerland 

– are expected to continue delivering steady growth 

thanks to Pelikan’s strong brand heritage. The Group 

aims to boost performance by enhancing its product 

offerings in this mature market. Given our excellent 

infrastructure and strong distribution network in 

Europe, launching innovative products should 

generate positive earnings for the Group and 

reinforce brand awareness among consumers. 

Following the relaunch of the Pelikan correcting and 

gluing business in Europe during the fall of 2005, we 

are expecting higher sales volume from Blanco and 

Pelifix products in 2006. Countries such as Italy, 

Greece and Spain, where these products are strong 

sellers, are now embarking on extensive advertising 

and promotional activities. 



In 2006, we plan to continue expanding our global 

market share, and specifically to penetrate the 

Chinese, South Korean, Indian, Indonesian and Middle 

Eastern markets. We are currently collaborating with 

one of the largest leading departmental store chain in 

China to distribute our fine writing instruments, art, 

painting and hobby products, office stationery and 

printer consumables. Our first outlet was launched in 

Shanghai in May 2006. 

We are also eyeing opportunities in markets with a 

desire for premium brands, such as South Korea and 

India, so as to increase sales of our fine writing 

instruments. We are confident that the Pelikan fine 

writing instruments collection will attract a keen 

following of avid pen collectors, as already 

demonstrated by our success in the Japanese fine 

writing instruments market. 

In India, we are in negotiations with a local stationery 

manufacturer to operate a joint venture production 

and sales establishment. We have also recently 

established an office in Sharjah, U.A.E. to cater to the 

Middle East market following the termination of 

Pelikan Iran contract last year. 

Conclusion 

In the next few years, Pelikan International will focus 

on building Pelikan brand visibility, recognition and 

loyalty throughout the world. Our listing on Bursa 

Malaysia has enabled us to embark on more 

ambitious branding and marketing exercises. In 

particular, we will be initiating advertising and belowthe-line 

promotional activities in Malaysia, and 

throughout the region in the near future. 

At the same time, we will develop stronger 

distribution networks and broader distribution 

channels; and we will continue to invent functional 

and sophisticated products to accommodate everchanging 

consumer preferences in our different 

markets. We will also implement further cost 

reduction programmes and improve communications 

throughout the Group to ensure higher productivity, 

staff efficiency and better margins without 

compromising quality. 

We therefore believe that, barring unforeseen 

circumstances, 2006 should be a positive year for 

Pelikan. 

In addition to new markets, we are expanding our 

presence in Australia, the Americas and Asia. In the 

Australian and North American markets we are 

aggressively pushing Pelikan products through our 

associates and distributors and we endeavour to place 

more Pelikan products on display shelves, thereby 

widening our market coverage. 

Meanwhile we will continue to increase our presence 

in the emerging markets of Asia and Latin America 

where there is huge growth potential for the Pelikan 

brand. These markets are relatively untapped, and by 

strengthening our distribution channels and 

introducing current and new products, we expect to 

improve worldwide sales. 

Pyramids of Giza 

Through the edition number, 

is engraved on the fountain 

pen, each example is labelled 

as being unique. The limited 

edition is 445 pieces 

worldwide. 


43

Notables 

Reputation for Quality & Innovation 

• Rigorous product development process for new 

products and enhancements to existing products 

• R&D team consists of 23 staff 

• RM10.7 million of R&D expenditure in 2005 

• Presently owns approximately 24 patents, 4 utility 

patents and 27 designs registered in various countries, 

mostly in Europe 

2005 Technical Developments 

• “Souverän 425” with elements of finest sterling silver 

• Special Edition “ Place de la Concorde” 

• Limited Edition“ Colossus de Rhodes” 

• Limited Edition “Blue Planet” 

• “Epoch 362” 

• “Script Silver", a fine writing youth fountain pen 

• “Gallery roller", a new ink roller with High-Tech Design 

• “Happy pen”, a new youth fountain pen 

• “Pro Colour” paint box in new colours 

2005 Chemical Developments 

Wax crayons in new contemporary plastic case design. 

Market leader in Germany 

Pelikan is the market leader across many product segments. 

• Fountain pens (EUR50 to EUR200) 

• Fountain pens (EUR5 to EUR49) 

• School pens 

• Paints 

• Ink eradicators 

Source: GFK Research. 

• Crayons 

• Clay 

• Fibre tips 

• Ink cartridges 

• Erasers 

Plaka 

It has now been 70 years 

since Pelikan first 

introduced its versatile 

handicraft colour Plaka. 

Plaka colours are easily 

applied to most materials. 

Pelikan appears in Trademark Heaven – “Best Brands”, Germany 

The trademark ranking "Best Brands" supported by the "Wirtschaftswoche" (a major 

German economic magazine) together with the Markenverband (Federation of German 

brand owners), the GFK (market research institute), Sevenonemedia and Serviceplan was 

conducted for the second time, that is for the year 2005 on 26 January 2005 in Munich. 

The “Trademark Heaven” is a summary of the top 100 trademarks which qualified for the 

shortlist. 

The selection of the "Best Brands" is carried out according to a procedure that corresponds 

to scientific standards and is based on the evaluation of approximately 50,000 households, 

respectively interviews with over 8,000 persons of all age groups. 

Horst Prießnitz, the Managing Director of the Markenverband stated: "We presume that the 

trademark ranking "Best Brands" will assist in creating positive publicity for the trademark 

awareness among other advantages by widespread publication in the "Wirtschaftswoche", 

and will take place again in 2006". 


Awards 

Product Award Year 

ProColor paint box Design award of the state of Nordrhein Westfalen 1996 

Design award of the state of Hamburg 1997 

“Red Dot” design award 2005 

Design award of PBS Industrie, Düsseldorf 2005 

Level 5 fountain pen Good Design Award of the Chicago Athenaeum 1997 

Museum of Architecture and Design 

Design prize of the state of Nordrhein Westfalen 1997 

Design award of the iF Forum Design, Hannover 1998 

Rondini paint box “Red Dot” design award 1998 

K12 water colour paint box “Red Dot” design award 2001/05 

Rondini wax crayons Design award of the iF Forum Design, Hannover 2002 

Pelikano Junior “Red Dot” design award 2001 

(school fountain pen) “Red Dot” design award 2003 

Pelikano “Red Dot” design award 2003 

(school fountain pen) 

Epoch pen series “Red Dot” design award 2004 

Textmarker 490 “Red Dot” design award 2005 

Pelikan products win the Red Dot Design Award 

In 2005, no fewer than three Pelikan products won the prestigious 

“Red Dot” Design Award. 

• The Textmarker 490 

• The ProColor paint box, and 

• The K12/K24 water colour paint box 

Textmarker 490 

The new Textmarker 490 

highlighter received the 

“Red Dot” Design Award for 

excellent design quality. 

2005 marked the 50th anniversary of the international annual 

“Red Dot” Design Award. For this jubilee year, 1,857 products 

from 36 countries were submitted for adjudication by an 

international jury, and some 1,200 guests from design, cultural, 

industrial and political professions will attend the glamorous award 

ceremony to be held in July 2006. In the last few years, Pelikan 

has received several “Red Dot” Design awards for innovative 

products like ProColor and Epoch. 

K12 water colour paint box 

The K12 can be upgraded to 

K24 with twice as many colour 

shades by means of a snap-on 

connection. 

ProColor paint box 

Very popular with 

children, used for 

school or hobby. 


45

Corporate Citizenship 

MALAYSIA 

On May 3, the top three engineering students from the International 

Islamic University Malaysia (IIUM) departed for two months of 

Engineering Industrial Training (EIT) at the Engineering Department of 

Pelikan PBS – Produktionsgesellshaft mbH & Co. KG, Peine OT Vöhrum, 

Germany. The students were: 

• Mohd. Asyraf bin Abdul Aziz, 24, from the Department of 

Mechatronics Engineering 

• Mohd. Taufiq bin Mohd. Yusof, 24, from the Department of 

Mechatronics Engineering 

• Mohd. Taufeeq Arrahman bin Mohd. Kamal, 25, from the Department 

of Manufacturing and Materials Engineering 

Three students at the Vöhrum Plant 

01 

The students report to Mr. Christian Ehlers 

02 (second from right) who is the Head of 

the Engineering Department and oversees 

the training of the students throughout 

their internship period. 

The three students were given extensive exposure to the operational 

procedures, production facilities, new technologies, work culture and 

ethics that have made Pelikan a leading German brand. Undertaking real 

tasks as part of the factory’s day-to-day operations has given them some 

experience of what is expected of them in a real-life situation. 

Through this initiative, Pelikan aims to create a class of Malaysian 

engineers that can be benchmarked against their German counterparts in 

terms of quality standards and productivity. Pelikan also hopes that the 

programme will form the basis for the transfer of technology. 

This is the second batch of IIUM engineers to be trained at Pelikan 

Hannover. Signed in 2004, the Memorandum of Understanding between 

IIUM and Pelikan was a first for the university in terms of overseas 

student training. Pelikan’s sponsorship includes training, flights, 

accommodation and allowances. 

02 

01 


Calendar of Events 



April 8 

The corporate exercise involving the acquisition of Pelikan Holding AG, 

listed on the Zurich Stock Exchange, and Pelikan Japan K.K. by Pelikan 

International Corporation Berhad (formerly known as Diperdana Holdings 

Berhad) (“Pelikan International”) through a reverse takeover was 

successfully completed. The Company disposed of its entire logistics 

business undertaking to Konsortium Logistik Berhad (“KLB”) and acquired 

the Pelikan business. As of 8 April 2005, Pelikan International held a 

64.94% equity interest in Pelikan Holding AG, 75% of equity interest in 

Pelikan Japan K.K. and 20.77% equity interest in KLB. 

01 

May 5 

At the end of the Voluntary General Offer period, the Company acquired 

an additional 22.7% stake, resulting in a final holding of an 87.64% 

equity interest in Pelikan Holding AG. 

June 6 

The Company changed its name from Diperdana Holdings Berhad to 

Pelikan International Corporation Berhad with stock name PELIKAN (stock 

code: 5231) on the Main Board of Bursa Malaysia Securities Berhad 

(“Bursa Malaysia”). 

June 21 – 23 

Pelikan International organised a Malaysian Media Trip to Hannover, 

Germany, bringing journalists from various national newspapers to visit 

the Pelikan office, the plant in Vöhrum, and the Anderten logistic centre, 

as well as to meet and greet Pelikan’s German staff and to interview 

Loo Hooi Keat about Pelikan, the Pelikan brand, the corporate exercise 

involving the Company and the way forward after listing. 

A conference was held in Bali 

01 and attended by the senior 

managers of Pelikan Group. 

Journalists at the Pelikan 

02 Vöhrum Plant learning how to 

assemble a pen. 

Pelikan International organised a 

03 Malaysian Media Trip to 

Hannover, Germany, bringing 

journalists from various national 

newspapers to visit the Pelikan 

office, the plant in Vöhrum, and 

the Anderten logistic centre. 

Group photo with Mr Loo and 

04 all media journalists outside the 

Pelikan office in Hannover. 

September 7 

Irredeemable Convertible Unsecured Loan Stocks with a nominal value of 

RM98.9 million and Redeemable Convertible Unsecured Loan Stocks with 

a nominal value of RM115 million were listed on Bursa Malaysia. 

September 22 – 25 

A Pelikan International conference in Bali was attended by the senior 

managers from all international offices to gather and discuss Pelikan’s 

current and future business. 

02 

03 

04 


47

Calendar of Events 

Business Activities 

AUSTRIA 

October 1 

“Shop in Shop” fine writing instruments was launched at Wachmann 

Schediwy, Graz. 

November 1 

“Shop in Shop” fine writing instruments was launched at 

Hackenbuchner, Salzburg. 

BENELUX (Belgium, The Netherlands and Luxemburg) 

April 1 

Pelikan Benelux obtained exclusive distribution rights for all Faber- 

Castell products in Belgium, the Netherlands and Luxemburg, which 

resulted in a positive contribution to sales. 

01 

August 16 

Pelikan launched a three-wave “Back-to-School” media campaign in 

Belgium to promote Pelikano Junior pen: 

• A billboard campaign near the most important shopping centres, 

supermarkets and hypermarkets in Belgium from 16 to 22 August 

• A truck trailer poster campaign with over a million kilometres 

driven on the Belgium roads from Aug 16 to 15 September 

• A billboard campaign in all major train and subway stations, seen 

by more than six million passengers a week from 31 August to 6 

September 

This campaign was supported by dealer mailings via leaflets and trade 

magazines, dealer and key account promotions, decoration sets for 

dealers, and posters for shop windows. There was also free publicity 

in several newspapers. The results of the campaign were 

encouraging. As the aim was to improve sales and remind dealers of 

our presence, the campaign was run later in the year to surprise the 

market. Following the campaign, more accounts in Belgium listed the 

Pelikano Junior and customers were eager to see more Pelikan 

marketing activities in 2006. 

02 

A billboard campaign in all major 

01 train and subway stations, seen 

more than six million passengers. 

A truck trailer poster campaign with 

02 over a million kilometres driven on 

the Belgium roads. 


GERMANY 

January 24 – 28 

Pelikan participated in the Paperworld Messe 2005, the largest stationery 

and writing instruments fair in the world, held annually in Frankfurt, 

Germany. 

Calendar of Events Business Activities 

For over 100 years now, Pelikan has been influencing the development of 

the pen. Many patents and innovations are still making history in the 

field of high-end writing instruments and school and office equipment. 

Pelikan has been a market leader in these fields for decades, and its new 

products, as well as its classics, attract wide attention. On January 2005, 

at Paperworld Messe Frankfurt, the world’s most important stationery 

trade fair, Pelikan premiered the Special Edition Piazza Navona, Tradition 

215, Pelikano Junior School fountain pen, Grand Prix roller pen, Gallery 

fountain pen and the award-winning Textmarker 490. 

01 

February 28 – March 4 

Pelikan participated in the Didacta Fair for teachers, Stuttgart, Germany, 

to promote brand awareness and boost sales during the school season. 

Teachers attended the fair to review school products, enquire about the 

brand, and make purchases. 

June 1 

Pelikan held a Malmobil summer event whereby children gathered to 

paint at different locations in Hannover, Germany including at the zoo, 

the Maschseefest and the garden of the Congress Centre. 

02 

“Shop in Shop” fine writing instruments was launched in Leipzig in April, 

Münster (Munich) in May, Berlin in August, Leipzig in October and 

Konstanz in November. 

All year round 

Pelikan continued to operate Schülerladen, a shop located in a school in 

Hannover, Germany, where pupils sell Pelikan products so as to learn 

basic business economics. The shop, which opens all year round, aims to 

promote brand awareness. 

GREECE 

April 8 – 11 

Pelikan Hellas participated in the “Back to School” trade fair 

(“Hartosholiki 2005”) in Athens. The aim was to introduce all the new 

Pelikan products to a high proportion of the 1500 customers who 

attended the fair. The exhibition area was approximately 160 square 

metres supported by catering service, hobby range activities, fine writing 

instruments presentations, “photo souvenirs”, etc. 

September 1 

Pelikan’s gluing and correcting products, Pelifix and Blanco roller, were 

relaunched, with a major media campaign (press ads and TV) being 

planned for 2006. 

Hobby demonstration during the 

01 Paperworld Messe 2005 at 

Frankfurt, Germany. 

Pelikan participated in the Didacta 

02 Fair, Stuttgart, Germany. 

“Shop in Shop” fine writing 

03 instruments was launched in several 

locations around Germany: Leipzig 

in April, Münster (Munich) in May, 

Berlin in August, Leipzig in October 

and Konstanz in November. 

03 


49


JAPAN 

August 1 

Limited edition Pelikan Maki-e raden (shell) fountain pens called 

“Kyokko” and “Gekko” (“Sunlight” and “Moonlight”) were launched. 

Only 200 pieces of each were made. 

MALAYSIA 

November 26 

A Pelikan Art & Hobby Corner was launched in U Parkson, Level 2, 1 

Utama Shopping Centre, Bandar Utama, Selangor, was officiated by 

Tan Sri Musa Mohamad, former Minister of Education in Malaysia, in 

the presence of Loo Hooi Keat and his wife and senior management 

from U Parkson, Parkson Group. 

Kyokko and Gekko 

Only 200 pieces of limited edition 

Pelikan Maki-e raden “Kyokko” and 

“Gekko” were made. 

November 26 – January 1 

Free art and hobby classes were conducted by Pelikan every weekend 

at the 1 Utama Shopping Centre outlet for children aged between four 

and twelve, demonstrating the Pelikan colour and hobby range to 

children and their parents. 

Pelikan Art & Hobby Corner was launched 

01 in U Parkson, 1 Utama Shopping Centre by 

Tan Sri Musa Mohamad, the former Minister 

of Education Malaysia. 

Free art and hobby classes were conducted 

02 by Pelikan every weekend during the school 

holidays at Pelikan Art & Hobby Corner. 

Productos Pelikan was recognised by the 

03 Social Security Government Office (STPS) for 

its continuous improvement in the area of 

security and health at work. 

Walter Hirsche, the Minister of Economy & 

04 Transport of Lower Saxony, Germany and 

Claudio Esteban Seleguan at the Productos 

Pelikan plant. 

MEXICO 

June 1 

Planta de Productos Pelikan was recognised by the Social Security 

Government Office (STPS) for its continuous improvement in the area 

of security and health at work. This forms part of a three-year drive 

(started in 2004) to achieve a Secure Company Certificate. 

September 30 

Walter Hirsche, the Minister of Economy & Transport of Lower Saxony, 

Germany and a group of the state’s managers visited the Productos 

Pelikan plant. Mr. Hirsche and his entourage visited various German 

companies established in Mexico to obtain feedback from the 

management and evaluate possible future investment. Claudio Esteban 

Seleguan, Head of Latin America, gave a presentation on the company’s 

future projects, the strategic plans and figures for its export business, its 

local sales, its performance within the Pelikan International group, and 

the contribution of each SBU to the total business. Mr. Hirsche and his 

entourage were well satisfied with the visit and concluded that 

Productos Pelikan is a clean, modern and well run company. 

02 

03 

04 

01 


SPAIN 

September 12 

Pelikan’s gluing and correcting products, Pelifix and Blanco roller, were 

relaunched in Spain and Portugal. Major marketing initiatives included 

giving samples to school teachers (Grand Prix roller pens, Super Pirat 

ink eradicators and explanatory brochures) and providing sales sheet 

for Pelikan salesman and wholesalers. 


October 1 

Pelikan S.A. participated in “Escritura 2005”, a fine writing 

instruments fair, in Zaragoza, Spain. 

01 

SWITZERLAND 

June 15 

A cooperation contract was signed by Pelikan Faber-Castell (Schweiz) 

AG and the press agency Communications & Press Services, Frau 

Lombard, Zurich. Pelikan organised a PR day for journalists and dealers 

in an art gallery in Zurich. The main aim was to showcase Pelikan Fine 

Writing Instruments, which is lesser known in the market. As a result 

of the cooperation, articles about Pelikan Fine Writing Instruments 

appeared in various magazines and newspapers. 

VIETNAM 

June 29 

Pelikan fine writing instruments, art, painting and hobby products and 

office stationery were distributed in Vietnam through a departmental 

store in Ho Chi Minh City. 

Pelikan’s gluing and correcting products, 

01 Pelifix and Blanco roller, were relaunched, 

with a major media campaign (press ads 

and TV) being planned for 2006 in Greece. 

& 

02 

Pelikan’s gluing and correcting products, 

Pelifix and Blanco roller, were also 

relaunched in Spain and Portugal where 

major marketing initiatives included giving 

samples of Grand Prix roller pens, Super 

Pirat ink eradicators and explanatory 

brochures to school teachers as well as 

providing sales sheet for Pelikan salesman 

and wholesalers. 

A PR day organised for journalists and 

03 dealers in an art gallery in Zurich to 

showcase Pelikan fine writing instruments. 

02 

Piazza Navona 

Named after Rome‘s historical 

square in the valley of the Tiber 

at the foot of the Quirinal Hill: 

the Piazza Navona. Pelikan 

produces this edition in the 

forms of the fountain pen and 

the ball-pen. 

03 


51

creat 

ivity 

Pelikan is devoted to share and 

nurture creativity by teaching 

children intriguing new ways to use 

their imagination. Across our key 

markets, Pelikan is working 

together with teachers and parents 

to do just that – unleash creativity 

of the future generation.

Shareholder Communications 

& Investor Relations 

The management of Pelikan International Corporation Berhad (formerly known as Diperdana 

Holdings Berhad) (“Pelikan International”) began developing good relationships with its 

investors and shareholders prior to the acquisition and listing of Pelikan Holding AG and 

Pelikan Japan K.K. so as to generate momentum for the acquisition. Following the 

acquisition, the management met investors, financial analysts and fund managers from 

major local and international institutions to promote the Company’s portfolio. 

Pelikan International strives to inform the investing public about the latest corporate 

happenings and achievements through media interviews and announcements in the press 

and on the Bursa Malaysia Securities Berhad website. Ad-hoc and upon-request meetings 

are also held to explain in detail Pelikan’s business strategies and operations. The Company 

conducts regular presentations to disclose corporate performance and developments at 

Pelikan International’s headquarters, as well as organising showroom and factory visits. As a 

result, the Pelikan International management team has succeeded in building close relations 

with its investing partners, and we continue to explore investing opportunities together. 

Highlights of the Company’s shareholder communications and investor relations activities for 

2005 included 

• Annual General Meeting 

• Several important briefings around KL for local investors, financial analysts and fund 

managers 

• Road show by the management team from Germany to meet local financial institutions 

• Media trip with Malaysian journalists and television reporters to visit Pelikan’s office and 

manufacturing facilities in Hannover, Germany 

• Fund managers’ and analysts’ trip to visit Pelikan’s office, management team and 

manufacturing facilities in Hannover, Germany 

In 2006, the Company has also participated in a road show around Malaysia, Singapore and 

Hong Kong, as well as taking investment bankers to view the office and manufacturing 

facility of Productos Pelikan in Mexico. 

Looking forward, as many of our shareholders are more familiar with Diperdana’s logistics 

activity than with the new Pelikan writing instruments and stationery business, in 2006 the 

Executive Chairman has initiated various programmes designed to give shareholders a 

deeper knowledge and understanding of Pelikan as a brand and company. Among the 

events envisaged is a Pelikan Gala Dinner for shareholders after the Annual General Meeting 

in June 2006 to celebrate 168 years of the Pelikan story. 

Pelikan International recognises the important role investors and shareholders play in the 

corporate world today. The Company therefore plans to enhance Pelikan International 

shareholder value by reaching out to the investing community. In addition, Pelikan 

International will dedicate resources to support its shareholders in order to maintain an 

interactive relationship that will encourage more participation, communication and interest 

in the Company. 

Queries about the Company may be referred to Ng Cheong Seng, Company Secretary, 

whilst information about the Pelikan product range, brand and history can be found on our 

website at www.pelikan.com. 


Statement of 

Corporate Governance 

The Board of Directors (“the Board”) of Pelikan International Corporation Berhad (formerly 

known as Diperdana Holdings Berhad) (“Pelikan International”) is pleased to report to the 

shareholders on the manner in which Pelikan International group of companies (“the 

Group”) applies the principles and extent of compliance with the Best Practices of Good 

Corporate Governance as set out in Part 1 and 2 of the Malaysian Code on Corporate 

Governance (“the Code”) and pursuant to Paragraph 15.26 of the Listing Requirements of 

Bursa Malaysia Securities Berhad (“Bursa Malaysia”). 

The Board recognises the importance of achieving best practice in its standards of business 

integrity and corporate accountability and is committed to subscribe to the 

recommendations of the Code. 

The Board of Directors 

Composition, Duties and Responsibilities 

The Group is led by an experienced Board under the Executive Chairman, Loo Hooi Keat, 

supported by four (4) Independent Non-Executive Directors. This is in compliance with 

Paragraph 15.02 of the Listing Requirements of Bursa Malaysia, which requires at least onethird 

(1/3) of the Board to comprise of independent Directors. 

The Board is satisfied that its current composition fairly reflects the investment of the 

Company, and that its current size and composition are effective for the proper functioning 

of the Board. The Independent Non-Executive Directors, as defined under Paragraph 1.01 of 

the Listing Requirements of Bursa Malaysia, are independent of management and are free 

from any businesses or other relationships that could materially interfere with the exercise of 

independent judgment. The independent Directors provide a broader view and an 

independent and balanced assessment. 

The Board takes full responsibility for the overall performance of the Company and of the 

Group. This includes: 

a) Reviewing and adopting strategic business plans for the Group; 

b) Identifying principal risks and ensuring the implementation of appropriate systems to 

manage these risks; 

c) Managing and overseeing the operations of the Group’s businesses; and 

d) Reviewing the adequacy and integrity of the Group’s systems of internal controls and 

management systems including systems for compliance with applicable laws, regulations, 

rules, directives, and guidelines. 

The Board which has strong independent element provides the startegic direction and 

corporate objectives of the Company and delegates the authority to the Executive Chairman 

to implement the policies and decisions to the Board. 


55


Board Meetings 

The Board meets at least four (4) times a year with additional meetings being held as and 

when required. All Directors have access to the advice and services of the Company 

Secretaries and/or other independent professional advisors, where necessary, to enable them 

to discharge their duties effectively and diligently. During these meetings, the Board reviews 

the Group’s financial statements where results are deliberated and considered. Management 

and performance of the Group and any other strategic issues that may affect the Group’s 

businesses are also deliberated. 

During the financial year ended 31 December 2005, the Board met five (5) times, where it 

deliberated and considered a variety of matters affecting the Group’s operations including 

the Group’s financial results, business plan and the direction of the Group. 

The Board of Directors’ attendance record is as follows: 

Name of Director 

1st Meeting 

(24/02/2005) 

2nd Meeting 

(26/04/2005) 

3rd Meeting 

(05/08/2005) 

4th Meeting 

(14/11/2005) 

5th Meeting 

(29/12/2005) 

Total 

Attendance (%) 

Loo Hooi Keat 

(appointed on 22/4/2005) 

Not 

Applicable 

Not 

Applicable 

Yes 

Yes 

Yes 

100 

Syed Hussin bin 

Shaikh Al Junid 

Absent with 

Apologies 

Yes 

Yes 

Absent with 

Apologies 

Yes 

60 

Haji Abdul Ghani bin 

Ahmad 

Yes 

Yes 

Yes 

Yes 

Yes 

100 

Tan Sri Musa Bin Mohamad 


Not 

Applicable 

Not 

Applicable 

Yes 

Yes 

Yes 

100 

Yap Kim Swee 


Not 

Applicable 

Not 

Applicable 

Not 

Applicable 

Not 

Applicable 

Not 

Applicable 

Not 

Applicable 

Appointment and Retirement of Directors 

The Nomination Committee has been tasked to assist the Board to evaluate and recommend 

candidates for appointments to the Board. 

In accordance with the Company’s Articles of Association (“the Articles”), all Directors who 

are appointed by the Board during a financial year are subject to retirement at the following 

Annual General Meeting. The Articles also provide that at least one-third (1/3) of the 

Directors for the time being, or if their number is not three or multiple of three, then the 

number nearest to one-third (1/3) shall retire from office provided always that all Directors 

including the Executive Chairman/Executive Director shall retire from office at least once 

every three (3) years but shall be eligible for re-election. 

At the forthcoming 24th Annual General Meeting, Syed Hussin bin Shaikh Al Junid is due to 

retire pursuant to Article 63 of the Company’s Articles of Association while Tan Sri Musa bin 

Mohamad and Yap Kim Swee are due to retire pursuant to Article 68 of the Company’s 

Articles of Association. They have offered themselves for re-election. 



Directors’ Training 

All Directors have attended and completed the Mandatory Accreditation Programme as 

prescribed by Bursa Malaysia. All Directors have achieved the required Continuing Education 

Programme points for year 2003/2004 and have also attended trainings for the financial 

year ended 31 December 2005 for purposes of meeting the requirement of paragraph 15.09 

of the Listing Requirements of Bursa Malaysia. 

The Company will continuously arrange for further trainings for the Directors as part of the 

obligations to update and enhance their skills and knowledge which are important for the 

carrying out of an effective role as Directors in accordance with the best practices particularly 

of corporate governance set out in the Code. 

Directors’ Remuneration 

The Directors’ remuneration is linked to experience, scope of responsibility, seniority, 

performance and industry information. Directors’ fees are paid to Non-Executive Directors 

and these are approved by shareholders at Annual General Meetings. Details of Directors’ 

remuneration for the year ended 31 December 2005 are as follows: 

Description Fees Salaries Bonus Defined Contribution Benefit-in-kind Total 

(RM) (RM) (RM) Retirement Plan (RM) (RM) (RM) 

Executive Director - 502,000 150,000 78,000 - 730,000 

Non-Executive Director 190,000 - - - - 190,000 

The number of Directors whose remuneration falls within the following bands are: 

Description Executive Directors Non-Executive Directors 

Less than RM50,000 - 3 

RM50,000 to RM100,000 1 2 

RM100,000 to RM150,000 - - 

RM150,001 to RM200,000 - - 

RM200,001 to RM250,000 - - 

RM250,001 to RM300,000 - - 

RM300,001 to RM350,000 - - 

RM350,001 to RM400,000 - - 

RM400,001 to RM450,000 - - 

RM450,001 to RM500,000 - - 

RM500,001 to RM550,000 - - 

RM550,001 to RM600,000 - - 

RM600,001 to RM650,000 1 - 


57


Accountability and Audit 

Financial Reporting 

The Board takes responsibility for ensuring that the financial statements of the Group and 

of the Company give a true and fair view of the state of affairs of the Group and of the 

Company as required under Section 169(15) of the Companies Act, 1965. Efforts are 

made to ensure that the financial statements comply with the provisions of the Companies 

Act, 1965 and the applicable approved accounting standards in Malaysia. 

The Board also ensures the accurate and timely release of the Group’s quarterly and annual 

financial results to Bursa Malaysia. 

Internal Audit Function 

The Group has its own Internal Audit function following the adoption of its Internal Audit 

Charter by the Audit Committee. The internal audit review of the Group’s operations 

encompass an independent assessment of the Group’s compliance with its internal controls 

and makes recommendations for improvements. 

The Group has established an Internal Audit & Risk Management department as an 

independent appraisal function. This is to provide the Audit Committee and thereafter the 

management with independent and objective advice on the effectiveness of the Group’s 

businesses and operations. The Group recognizes that it is the management’s responsibility 

to analyze risks and to devise and implement effective systems of internal control. The 

fulfillment of the above objective is achieved by providing reasonable assurance through 

an effective and efficient programme of independent review across the Group to the 

management and to the Board on an on-going basis. This is not confined to but includes: 

a) Appraising the adequacy and integrity of the internal controls and management 

information systems of the Group; 

b) Ascertaining the effectiveness of operational management in identifying principal risks 

and to manage such risks through appropriate systems of internal control set-up by the 

Group; 

c) Ascertaining the level of compliance with the Group’s plans, policies, procedures and 

adherence to laws and regulations; 

d) Appraising the effectiveness of administrative and financial controls applied and the 

reliability and integrity of data that is produced within the Group; 

e) Ascertaining the adequacy of controls for safeguarding the Group’s assets; 

f) Conducting special reviews or investigations requested by management or by the Audit 

Committee; and 

g) In consultation with the management, reviewing operations as a whole from the 

viewpoint of economy and productivity to which resources are employed and making 

cost effective recommendations to the management. 



External Audit Function 

The Company’s independent external auditors fill an essential role by enhancing the 

reliability of the financial statements of the Group and of the Company and giving 

assurance of that reliability to users of these financial statements. 

The external auditors, Messrs. Ong Boon Bah & Co. had reported to the members of the 

Company on their findings which has been included as part of the Group’s and the 

Company’s financial reports with respect to the audit on the statutory financial statements 

for the year ended 31 December 2005. In doing so, the Group and the Company have 

established a transparent arrangement with the auditors to meet their professional 

requirements. From time to time, the auditors highlight to the Audit Committee and the 

Board on matters that require the Board’s attention. 

Relations with Shareholders and Investors 

Annual General Meeting 

Annual General Meeting (“AGM”) is the principal forum for dialogue with shareholders. 

At the Company’s AGM, shareholders have direct access to the Board and are given 

opportunities to ask questions. The shareholders are encouraged to participate in the 

question and answer session. The Chairman of the Board in the AGM often presents to 

the shareholders, the Company’s operations in the financial year and outlines future 

prospects of the Group. Further, the Group’s Company Secretary could provide 

shareholders and investors with a channel of communication on which they can provide 

feedback to the Group. Queries regarding the Group may be conveyed to the Company 

Secretary at the Company’s registered address. 

Dialogue between the Company and Investors 

The Group values dialogue with shareholders and investors as a means of effective 

communication that enables the Board to convey information with regards to the Group’s 

performance, corporate strategy and other matters that affect shareholders’ interest. The 

Company holds discussion with analysts and institutional shareholders regularly. 

Presentations based on permissible disclosure are made to explain the Group’s 

performance and major development plans. However, price sensitive information about 

the Group is not discussed in these exchanges until after the prescribed announcement to 

the Bursa Malaysia has been made. 


59


Other Compliance Information 

Share Buybacks 

The Company does not have a scheme to buy back its own shares at this time. 

Options, Warrants or Convertible Securities 

Following the completion of the corporate exercise involving the disposal of the entire 

previous logistics business undertaking and the acquisitions of Pelikan Holding AG and 

Pelikan Japan KK, the following convertible securities were issued on 8 April 2005: 

(i) RM98,900,000 nominal value of 3% Irredeemable Convertible Unsecured Loan Stocks 

(“ICULS”) in the Company, issued at 100% of the nominal value of RM1.00 each; and 

(ii) RM115,000,000 nominal value of 3% Redeemable Convertible Unsecured Loan Stocks 

(“RCULS”) in the Company, issued at 100% of the nominal value of RM1.00 each. 

During the year, 23,186,400 ICULS and 53,000 RCULS were converted at a conversion 

price of RM1.50 nominal amount of the ICULS/ RCULS per share of the Company. 

American Depository Receipts (“ADR”) / 

Global Depository Receipts (“GDR”) 

During the year, the Company did not sponsor any ADR or GDR programme. 

Sanctions and/or Penalties 

There were no sanctions and/or penalties imposed on the Company and its subsidiaries, 

the Directors or the management by the relevant regulatory bodies. 

Non-audit Fees 

There is no non-audit fees paid or payable to the external auditors by the Company for 

the financial year ended 31 December 2005. 

Profit Estimates, Forecasts or Projections 

The Company did not make any public release on profit estimates, forecasts or projections 

for the year. 

Profit Guarantee 

During the year, there was no profit guarantee given by the Company. 



Material Contracts 

Nature of Date 

Contract 

Trust Deed 18.02.2005 

Profit 23.03.2005 

Guarantee 

Agreement 


for the 

ICULS 


for the 

RCULS 

Parties 

PBS, 

Malaysian 

Trustees 

Berhad and 

the Company 

PBS, Pelikan 

Singapore- 

Malaysia, the 

Company and 

Malaysian 

Trustees 

Berhad 

The 

Company and 

AmTrustee 

Berhad 

The 

Company and 

AmTrustee 

Berhad 

Consideration 

- 

- 

- 

- 

Salient Terms 

A Trust Deed was drawn up to establish a Trust 

Fund to provide for pension benefits and all other 

payments to the former employees and retired 

employees of the subsidiaries of Pelikan Holding AG 

(ie. Pelikan GmbH, Pelikan Vertriebsgesellchaft mbH 

& Co. KG, Pelikan PBS-Produktionsgesellschaft mbH 

& Co. KG, Roto-Werke GmbH and Lehman & 

Hildebrandt GmbH) in connection with the 

acquisition of Pelikan Holding AG by the Company. 

In connection with the acquisition of Pelikan 

Holding AG and Pelikan Japan KK by the Company, 

the vendors PBS and Pelikan Singapore-Malaysia 

have guaranteed that the Pelikan Holding AG group 

and Pelikan Japan KK shall achieve:- 

(a) Aggregate audited consolidated profit after tax 

attributable to shareholders, adjusted to exclude 

the pension expenses relating to the removable 

pension liabilities of the Pelikan Holding AG 

group, subject to the reimbursement of the said 

pension expenses to the Company, of RM30 

million for each of the financial years ended 31 

December 2003 to 2005; and 

(b) Accumulative audited consolidated profit after 

tax attributable to shareholders, adjusted to 

exclude the pension expenses relating to the 

removable pension liabilities of the Pelikan 

Holding AG group, subject to the reimbursement 

of the said pension expenses to the Company, of 

RM90 million for the three (3) financial years 

ended 31 December 2003 to 2005. 

The Trust Deed entered into between the Company 

and AmTrustee Berhad as the trustee for the holders 

of RM98,900,000 nominal amount of ICULS. 

The Trust Deed entered into between the Company 

and AmTrustee Berhad as the trustee for the holders 

of RM115,000,000 nominal amount of RCULS. 

Note: 

“PBS” - PBS Office Supplies Holding Sdn Bhd (formerly known as Pelikan Holding Sdn Bhd). Loo Hooi Keat is the major shareholder of PBS. 

“Pelikan Singapore-Malaysia” – Pelikan Singapore-Malaysia Pte Ltd. Pelikan Singapore-Malaysia is a subsidiary of PBS. 


61


Revaluation Policy on Landed Properties 

The Group’s freehold land and buildings have been adjusted to their fair values at the date 

of acquisition of Pelikan Holding AG group and Pelikan Japan KK in accordance with the 

provisions of the relevant accounting standards. 

Recurrent Related Party Transactions (“RRPT”) 

RRPT entered into by the Company and its subsidiaries during the financial year ended 

31 December 2005 are as below. These transactions were carried out on terms, conditions 

and prices obtainable in transactions with unrelated parties. 

RM’000 

Sales of stationeries and office supplies to KLB group 499 

Purchase of logistics services from KLB group 218 

Rental of buildings from KLB group 160 

Sale of data/video projectors and related office equipment to Geha 1,622 

KLB group (“Konsortium Logistik Berhad and its subsidiaries”) is an associated company of 

Pelikan International. Loo Hooi Keat, a Director and major shareholder of the Company, is 

also the Director and shareholder of Konsortium. 

Geha-Werke GmbH (“Geha”) is a subsidiary of Office Express Network Sdn Bhd. Loo Seow 

Beng is a Director and major shareholder of Office Express Network Sdn Bhd. He is the 

brother of Loo Hooi Keat. 


Statement of 

Internal Control 

Board Responsibilities 


known as Diperdana Holdings Berhad) (“Pelikan International”) is responsible for 

maintaining a sound system of internal control and for reviewing its adequacy and integrity 

so as to safeguard the shareholders’ investments and the assets of Pelikan International 

group of companies (“the Group”). The Board and management have implemented a 

control system designed to identify and manage risks faced by the Group in pursuit of its 

business objectives. This internal control system, by its nature, can only provide reasonable 

and not absolute assurance against material misstatement or loss. 

The Group has in place on-going process for identifying, evaluating, monitoring and 

managing significant risks faced by the Group during the year. The management is 

responsible for the identification and evaluation of significant risks applicable to their 

respective areas of business and to formulate suitable internal controls. 

Risk Management Framework 

The Board has extended the responsibilities of the Audit Committee to include the work of 

monitoring all internal controls on its behalf, including identifying risk areas and 

communicating these risk areas to the Board. Detailed risk events were identified and 

discussed and with the approval of the Board, appropriate measures were taken to control 

and mitigate these risks. 

Internal Control System 

The key elements of the Group’s risk management strategies are described below: 

a) Clearly defined lines of accountability and delegated authority; 

b) Regular and comprehensive information provided to management, covering operating 

and financial performance and key business indicators such as resource utilisation, cash 

flow performance and sales achievement; 

c) Detailed budgeting process where operating units prepare budgets for the coming year, 

which are approved at both the operating unit level and by the Board; 

d) Monthly monitoring of results against budget, with major variances being followed up 

and management action taken, where necessary; 

e) Regular visits to operating units by members of the Board and senior management; and 

f) The Internal Audit & Risk Management department independently reviews the control 

processes implemented by the management from time to time and periodically reports on 

its findings and recommendations to the Audit Committee. The duties and responsibilities 

of the Audit Committee are detailed in the Terms of Reference of the Audit Committee. 

The Audit Committee, by consideration of both internal and external audit reports, is able 

to gauge the effectiveness and adequacy of the internal control systems, for presentation 

of its findings to the Board. 


63


The Board delegates certain responsibilities to Board Committees. This Committees, which 

were created to assist the Board in certain areas of deliberation are: 

1. Audit Committee 

2. Remuneration Committee 

3. Nomination Committee 

Audit Committee Report 


known as Diperdana Holdings Berhad) (“Pelikan International”) is pleased to present the 

report of the Audit Committee for the financial year 2005. 

Membership and Meetings of Audit Committee 

The Audit Committee comprises the following three (3) members, of which the majority are 

Independent Non-Executive Directors. The Chairman of the Audit Committee is an 

Independent Non-Executive Director. The Head of the Internal Audit & Risk Management and 

representative of the external auditors of the Company were also invited to attend Audit 

Committee meetings. 

Audit Committee Member 

1st Meeting 

(24/02/2005) 

2nd Meeting 

(26/04/2005) 

3rd Meeting 

(05/08/2005) 

4th Meeting 

(14/11/2005) 

Total 

Attendance (%) 

Tan Sri Musa Bin Mohamad 

Chairman 


(Appointed on 05/08/2005) 

Not 

Applicable 

Not 

Applicable 

Yes 

Yes 

100 

Loo Hooi Keat 

Member 

(Executive Chairman) 

(Appointed on 05/08/2005) 

Not 

Applicable 

Not 

Applicable 

Yes 

Yes 

100 

Haji Abdul Ghani Bin Ahmad 

Member 


Yes 

Yes 

Yes 

Yes 

100 

Terms of Reference of the Audit Committee 

Objectives 

The primary objective of the Audit Committee is to assist the Board in fulfilling its fiduciary 

duties relating to corporate accounting and reporting practices of the Company and its 

subsidiary companies (“the Group”). Additionally, the Audit Committee shall: 

a) Evaluate and appraise the quality of audits conducted by both the Company’s internal and 

external auditors; 

b) Maintain open lines of communication between the Board, internal and external auditors 

for exchange of views and information, as well as to confirm their respective authority 

and responsibilities; 

c) Determine the adequacy of the Group’s administrative, operating and accounting controls; 



d) Oversee compliance with laws and regulations and observance of a proper code of 

conduct; and 

e) Provide assurance that the financial information presented by management is relevant, 

reliable and timely. 

Composition 

The Audit Committee shall be appointed by the Board from amongst the Directors and shall 

consist of not fewer than three (3) members, a majority of whom shall be Independent Non- 

Executive Director. No alternate Director shall be appointed as a member of the Audit 

Committee. 

At least one (1) member of the Audit Committee must be a member of the Malaysian 

Institute of Accountants (“MIA”) or any other equivalent qualification recognized by the 

MIA. 

The members of the Audit Committee shall elect a Chairman from amongst their members 

who shall be an Independent Non-Executive Director. 

All members of the Audit Committee include the Chairman will hold office only so long as 

they serve as Directors of Pelikan International. If the number of members is reduced to 

below three (3), the Board shall within three (3) months of that event, appoint such number 

of new members as may be required to make up the minimum number of three (3) 

members. 

Attendance at Meeting 

Meetings shall be held not less than four (4) times in a financial year inclusive of one (1) 

with the external auditors without any Board member presence. 

In order to form a quorum for the Audit Committee meeting, the majority of members 

present must be Independent Non-Executive Director. The Company Secretary or his/her 

nominee shall be the secretary of the Audit Committee. In his/her absence, the Chairman 

shall appoint the secretary. 

Authority 

In carrying out its duties and responsibilities, the Audit Committee will have the following 

rights: 

a) Have explicit authority to investigate any matter within its terms of reference; 

b) Have the resources required to perform its duties; 

c) Have full and unrestricted access to any information, records, properties and personnel of 

Pelikan International and of any other companies within the Group; 

d) Have direct communication channels with the external auditors and person(s) carrying out 

the internal audit function or activity; 

e) Be able to obtain independent professional or other advice and to invite outsiders with 

relevant experience and expertise to attend the Audit Committee meetings (if required) 

and to brief the Audit Committee; 


65


f) The attendance of any particular Audit Committee meetings by other Directors and 

employees of Pelikan International shall be at the Audit Committee’s invitation and 

discretion and must be specific to the relevant meeting; 

g) Be able to convene meetings with external auditors without the presence of the executive 

Board members, whenever deemed necessary; and 

h) Where an Audit Committee is of the view that a matter reported to the Board has not 

been satisfactorily resolved resulting in a breach of the Bursa Malaysia Securities Berhad 

(“Bursa Malaysia”)’s requirements, the Audit Committee must promptly report such 

matter to Bursa Malaysia. 

Functions 

The functions of the Audit Committee are as follows: 

a) To review the followings and report the same to the Board of the Company: 

(i) 

the audit plans and audit reports with the external auditors as well as the evaluation 

of the systems of internal controls; 

(ii) the assistance given by the Group’s employees to the external auditors; 

(iii) the adequacy of the scopes, functions and resources of the internal audit procedures 

and that the department has the necessary authority to carry out its work; 

(iv) the scopes, internal audit programmes, processes and the results of the internal audit 

processes including actions taken on the recommendations of the internal audit 

function; 

(v) the quarterly results and year end financial statements, prior to approval by the Board; 

and 

(vi) any related party transactions that may arise within the Company or the Group. 

b) To consider and recommend the appointment of external auditors, their audit fee and any 

matters of resignation or dismissal. 

c) To approve any appointment and resignation of senior staff members of the Internal Audit 

& Risk Management department and to review any appraisal of their performance. 

d) To discuss with the external auditors prior to commencement of audit, the nature and 

scopes of audit as well as problems and reservations arising from the interim and final 

external audits. 

e) To keep under review the effectiveness of internal control systems and in particular review 

the external auditors’ management letter and management’s response. 

f) To consider the major findings of internal investigations and management’s response. 

g) To consider any other matters as defined by the Board. 

Summary of Activities of the Audit Committee 

During the financial year 2005, the Audit Committee carried out its duties as set out in the 

terms of reference. Other main activities carried out by the Audit Committee during the 

financial year included the following: 

1. Financial Results 

a) Reviewed the quarterly and year-to-date unaudited financial results of the Group before 

tabling to the Board for consideration and approval; and 

b) Reviewed the reports and the audited financial statements of the Company and of the 

Group together with external auditors prior to tabling to the Board for approval. 



2. External Audit 

a) Reviewed the external auditors’ scopes of work and audit plan for the year and made 

recommendations to the Board on their appointment and remuneration; 

b) Reviewed and discussed external auditor’s audit report and areas of concern highlighted 

including management’s response to the concerns raised by the external auditors; and 

c) Discussed on significant accounting and auditing issues, impact of new or proposed 

changes in accounting standards and regulatory requirements. 

3. Internal Audit 

a) Reviewed the internal audit plan, resources planning requirements for the year and 

assessed the performance of the Internal Audit & Risk Management department; 

b) Reviewed the internal audit reports which highlighted the audit issues, recommendations, 

the management responses and directed actions to be taken by the management to 

rectify and improve the system of internal control; and 

c) Monitored the implementation programmes recommended by the Internal Audit & Risk 

Management department arising from its audits in order to obtain assurance that all key 

risks and controls have been fully dealt with. 

Remuneration Committee Report 

Objective 

The Group operates in a competitive environment and it is essential that part of its strategy 

is to attract, motivate and retain the highest achievers who are able to deliver towards 

achievement of the business objectives. The level of remuneration and benefits the 

Company offers is the key to support the objectives and maintaining the Group’s market 

position as an employer of choice. The Company provides competitive salaries and benefits 

for all its employees, consistent with its business strategy and performance. 

Composition of Remuneration Committee 

The Remuneration Committee was established on 6 June 2001 and comprises mainly of 

Independent Non-Executive Directors as follows: 

Name of Remuneration Committee Member 


Loo Hooi Keat 


Chairman 


Member 


Member 


The Remuneration Committee recommends to the Board the reward framework to allow the 

Company to attract and retain its Executive Director giving due regard to the financial and 

commercial health of the Company. The Remuneration Committee’s approach reflects the 

Group’s overall philosophy that all employees should be appropriately rewarded. 


67


Remuneration Policy 

The Company aims to align the interests of its Executive Director as closely as possible with 

the interests of shareholders in promoting the Group’s strategies. Total remuneration 

comprises fixed salary, Directors’ fee, performance related bonus, and benefit-in-kind. Salary 

and benefits are competitive and are reviewed annually. In making recommendations on the 

framework for retaining and rewarding senior management, the Remuneration Committee 

reviews the total reward package, making use of internally and externally published 

information. The salaries of the Executive Director is set by the Remuneration Committee 

annually after consideration of the Group’s performance, market conditions, the level of 

increase awarded to employees throughout the business and the need to reward individual 

performance. 

Quorum 

The quorum for meetings shall be a minimum of two (2) members. 

Responsibilities 

a) To recommend to the Board, the remuneration and compensation of the Executive 

Directors in all its form, drawing from external advice where necessary; and 

b) To establish a formal procedure for developing policy on Executive Directors’ remuneration 

and compensation package. 

Attendance 

The Remuneration Committee met once during the year. The recent meeting was attended 

by all the members of the Remuneration Committee except for Loo Hooi Keat. 

Nomination Committee Report 

Objective 

The Nomination Committee was set out to ensure business continuity of the Company and 

the Group by having in place a succession plan for the Board of Directors (“the Board”) and 

senior management. 

Composition of Nomination Committee 

The Nomination Committee was established on 6 June 2001 and comprises exclusively of 

Independent Non-Executive Directors as follows: 

Name of Nomination Committee Member 




Chairman 


Member 


Member 




Nomination Committee Policy 

Fundamentally, new appointments to the Board are made by the whole Board and potential 

Non-Executive Directors are suggested by any Director and reviewed by the Nomination 

Committee before the candidate is being approached. Any new appointment is made by the 

Board only after a recommendation from the Nomination Committee. In view of the 

essential requirement for potential Directors to understand the nature of responsibilities of 

the Board and the extensive operations of the Group, it is vital for the Chairman to take part 

in the briefing of any nominees to the Board. Accordingly, the Nomination Committee is 

structured as a sub-committee of the whole Board so that all Directors can particpate in the 

nomination process. 

Quorum 

The quorum for meetings shall be a minimum of two (2) members. 

Responsibilities 

a) To review the structure, size, and composition of the Board; 

b) To review formal succession plan in identifying and mentoring potential executive 

Directors, non-executive Directors and senior management personnel; 

c) To propose and recommend new appointments of potential candidate to the Board; and 

d) To propose and recommend to the Board, the retirement and re-appointment of existing 

executive and non-executive Directors in accordance with the Articles of Association of 

the Company. 

Attendance 

The Nomination Committee met once during the year. The recent meeting was attended by 

all the members of the Nomination Committee. 


69

quality 

Ever since 1929 Pelikan has maintained 

a unique tradition of creating 

meticulously hand-crafted writing 

instruments, whose timeless style and 

uncompromising quality continue to set 

standards across the world.

Statement of Directors’ 

Responsibility 

For Preparation Of Financial Statements Pursuant To Paragraph 15.27 

Of The Listing Requirements Of Bursa Malaysia 

The financial statements of the Group and of the Company are drawn 

up in accordance with the applicable approved accounting standards 

in Malaysia and the provisions of the Companies Act, 1965. The 

Directors are responsible for ensuring that the financial statements give 

a true and fair view of the state of affairs of the Group and of the 

Company at the end of the financial year and of the results and cash 

flows of the Group and of the Company for the financial year. 

In preparing the financial statements, the Directors have: 

a) Selected suitable accounting policies and applied them consistently; 

b) Made judgments and estimates that are reasonable and prudent; 

c) Ensured that all applicable accounting standards have been 

followed; and 

d) Prepared financial statements on a going concern basis as the 

Directors have a reasonable expectation having made appropriate 

enquiries that the Group and the Company have adequate 

resources to continue in operational existence in the foreseeable 

future. 

The Directors have the responsibility for ensuring that the Company 

keeps accounting records which disclose with reasonable accuracy the 

financial position of the Group and of the Company and which enable 

them to ensure that the financial statements comply with the 

Companies Act, 1965. 

The Board has the overall responsibility to take all steps as are 

reasonably opened to them to safeguard the assets of the Group to 

prevent and detect frauds and other irregularities. 


Financial 

Statements 

for the financial year ended 31 December 2005

Directors’ Report 

The Directors have pleasure in submitting their report and the audited financial statements of the Group and of 

the Company for the financial year ended 31 December 2005. 

CHANGE OF NAME 

The company changed its name from Diperdana Holdings Berhad to Pelikan International Corporation Berhad on 

6 June 2005. 

PRINCIPAL ACTIVITIES 

The Group and the Company have changed their principal activities during the financial year. The Company is now 

principally an investment holding company. The principal activities of its subsidiaries include manufacturing and 

distribution of writing instruments, art, painting and hobby products, office stationeries and printer consumables. 

The Group distributes its products through wholesalers, dealers, retailers, modern trade including hypermarkets, 

schools and specialised stores for luxury items. Prior to 8 April 2005, the principal activities of the Company and its 

subsidiaries were to provide logistics and related services. 

FINANCIAL RESULTS 

Group 

RM’000 

Company 

RM’000 

Profit after taxation 64,656 10,644 

Minority interest (9,620) - 

Net profit for the financial year 55,036 10,644 

DIVIDENDS 

Dividends paid by the Company since the end of the previous financial year were: 

i) first interim dividend of 7.5 sen less 28% tax per ordinary share of RM1 each amounting to RM8,462,215 in 

respect of the financial year ended 31 December 2005 was paid on 30 September 2005; and 

ii) second interim dividend of 4.5 sen less 28% tax per ordinary share of RM1 each amounting to RM5,079,619 in 

respect of the financial year ended 31 December 2005 was paid on 3 January 2006. 

The Directors recommend payment of a final dividend of 6.0 sen less 28% tax per ordinary share of RM1 each in 

respect of the current financial year which, subject to the approval of shareholders at the forthcoming Annual 

General Meeting of the Company, to be paid to shareholders registered in the Register of Members on a date to 

be determined later by the Directors. Based on the issued and paid-up share capital of the Company as at the date 

of this report, the final dividend would amount to RM7,135,006. 

RESERVES AND PROVISIONS 

All material transfers to or from reserves and provisions during the financial year are shown in the financial 

statements. 

DIRECTORS 

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

Loo Hooi Keat 



Tan Sri Musa bin Mohamad (Appointed on 1.8.2005) 

Lee Kiat Hean (Resigned on 16.6.2005) 

Mohd Taib bin Ab. Wahab (Resigned on 27.5.2005) 

Abd. Malik bin A. Rahman (Resigned on 27.5.2005) 



ISSUE OF SHARES, DEBENTURES AND SHARE OPTIONS 

On 1 April 2005, the Company made a bonus issue of 11,666,666 new ordinary shares of RM 1.00 each on the basis 

of one (1) new share for every three (3) existing shares held. 

Following the completion of the corporate exercise involving the disposal of the entire logistics business 

undertaking of the Group and the acquisitions of Pelikan Holding AG (including the voluntary general offer by the 

Company on the remaining shares of Pelikan Holding AG) and Pelikan Japan KK, the following securities were 

issued: 

(a) On 8 April 2005, 

i) 93,214,213 new ordinary shares of RM1.00 each in the Company at an issue price of RM1.50 per share; 

ii) RM98,900,000 nominal value of 3% Irredeemable Convertible Unsecured Loan Stocks (“ICULS”) in the 

Company, issued at 100% of the nominal value of RM1.00 each; and 

iii) RM115,000,000 nominal value of 3% Redeemable Convertible Unsecured Loan Stocks (“RCULS”) in the 

Company, issued at 100% of the nominal value of RM1.00 each 

The details of the ICULS and RCULS are disclosed in Note 25 to the financial statements. 

(b) On 5 May 2005, 3,493,280 new ordinary shares of RM1.00 each in the Company at an issue price of RM1.50 

per share. 

During the year, 15,492,851 new ordinary shares of RM1.00 each were issued by the Company by virtue of the 

conversion of ICULS and RCULS at the conversion price of RM1.50 per share. The shares rank pari passu in all respects 

with the existing ordinary shares of the Company. 

Subsequent to the financial year, on 23 February 2006, the Company proposed to undertake a bonus issue of up to 

57,194,813 new ordinary shares in the Company on the basis of one (1) new share for every five (5) existing shares 

on the date to be determined and announced later by the Board of Directors. The proposed bonus issue is subject 

to shareholders’ approval in the forthcoming extraordinary general meeting of shareholders of the Company. 

DIRECTORS’ BENEFITS 

During and at the end of the financial year ended 31 December 2005, no arrangements subsisted to which the 

Company is a party, being any arrangements with the objects of enabling the Directors of the Company to acquire 

benefits by means of the acquisition of shares in, or debentures of, the Company or any other body corporate. 

Since the end of the previous financial year, no Director of the Company has received or become entitled to receive 

a benefit by reason of a contract made by the Company or a related corporation with the Director or with a firm 

of which he is a member or with a company in which he has a substantial financial interest except for the 

followings: 

a) Directors’ fees and other emoluments as disclosed in Note 6 to the financial statements; 

b) deemed benefits arising from related party transactions as disclosed in Note 33 to the financial statements; and 

c) deemed benefits accruing to respective Directors deemed interested in the shares of the Company and its 

related corporations from the transactions among related corporations in the ordinary course of business. 


75


DIRECTORS’ INTERESTS 

According to the register of Directors’ shareholdings, particulars of interests of Directors who held office at the end 

of the financial year in the shares of the Company are as follow: 

Number of ordinary shares 

of RM1.00 each in the Company 

As at 

As at 

01.01.05 Additions Disposals 31.12.05 

Loo Hooi Keat 

- Direct - 900,800 (531,000) 369,800 

- Indirect - 73,933,333 (7,200,000) 66,733,333 

Number of ordinary shares 

of RM1.00 each in 

PBS Office Supplies Holding Sdn Bhd 

(formerly known as Pelikan Holding Sdn Bhd) 

As at 

As at 

01.01.05 Additions Disposals 31.12.05 

Loo Hooi Keat 

- Direct 12,050,000 - - 12,050,000 

- Indirect 12,911,647 - - 12,911,647 

By virtue of Loo Hooi Keat having an interest of more than 15% in the shares in the Company, he is deemed 

interested in the shares in the Company and its related corporations to the extent of his interest. 

Other than those disclosed above, none of the other Directors in office at the end of the financial year held any 

interest in the shares in the Company and its related corporations during the financial year. 

STATUTORY INFORMATION ON THE FINANCIAL STATEMENTS 

Before the income statements and balance sheets were made out, the Directors took reasonable steps: 

(a) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of 

allowance for doubtful debts and satisfied themselves that all known bad debts had been written off and that 

adequate allowance had been made for doubtful debts; and 

(b) to ensure that any current assets, other than debts, which were unlikely to realise in the ordinary course of 

business their values as shown in the accounting records of the Group and Company had been written down to 

an amount which they might be expected so to realise. 

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

(a) which would render the amounts written off for bad debts or the amount of the allowance for doubtful debts 

in the financial statements of the Group and Company inadequate to any substantial extent; or 

(b) which would render the values attributed to the current assets in the financial statements of the Group and 

Company misleading; or 

(c) which have arisen which would render adherence to the existing methods of valuation of assets or liabilities of 

the Group and Company misleading or inappropriate. 



STATUTORY INFORMATION ON THE FINANCIAL STATEMENTS (cont’d) 

No contingent or other liability has become enforceable or is likely to become enforceable within the period of 

twelve months after the end of the financial year which, in the opinion of the Directors, will or may substantially 

affect the ability of the Group or Company to meet their obligations when they fall due. 

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

(a) any charge on the assets of the Group or Company which has arisen since the end of the financial year which 

secures the liability of any other person; or 

(b) any contingent liability of the Group or Company which has arisen since the end of the financial year. 

At the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in this report 

or the financial statements which would render any amount stated in the financial statements misleading. 

In the opinion of the Directors: 

(a) the results of the Group’s and Company’s operations which has changed its principal activities during the 

financial year were not substantially affected by any item, transaction or event of a material and unusual nature; 

and 

(b) except as disclosed in the financial statements, there has not arisen in the interval between the end of the 

financial year and the date of this report any item, transaction or event of a material and unusual nature likely 

to affect substantially the results of the operations of the Group or Company for the financial year in which this 

report is made. 

CORPORATE EXERCISE 

On 8 April 2005, the Company completed its corporate exercise by disposing its entire logistics business undertaking 

to Konsortium Logistik Berhad and the acquisitions of Pelikan Holding AG and Pelikan Japan KK. Details of the 

corporate exercise are set out in Note 3 to the financial statements. 

ULTIMATE HOLDING COMPANY 

The Directors regard PBS Office Supplies Holding Sdn Bhd (formerly known as Pelikan Holding Sdn Bhd), a company 

incorporated in Malaysia, as the Company’s ultimate holding company. 

AUDITORS 

The auditors, Ong Boon Bah & Co, have expressed their willingness to continue in office. 

Signed on behalf of the Board of Directors in accordance with their resolution dated 26 April 2006. 

LOO HOOI KEAT 

Director 

TAN SRI MUSA BIN MOHAMAD 

Director 

Kuala Lumpur 


77

Statement By Directors 

We, LOO HOOI KEAT and TAN SRI MUSA BIN MOHAMAD, being two of the Directors of PELIKAN INTERNATIONAL 

CORPORATION BERHAD (formerly known as DIPERDANA HOLDINGS BERHAD), state that, in the opinion of the 

Directors, the financial statements set out on pages 80 to 125 are drawn up so as to give a true and fair view of the 

state of affairs of the Group and of the Company as at 31 December 2005 and of the results and cash flows of the 

Group and Company for the financial year ended on that date in accordance with the provisions of the Companies 

Act, 1965 and the applicable approved accounting standards in Malaysia. 

Signed on behalf of the Board of Directors in accordance with their resolution dated 26 April 2006. 

LOO HOOI KEAT 

Director 

TAN SRI MUSA BIN MOHAMAD 

Director 

Kuala Lumpur 

Statutory Declaration 

I, LOO HOOI KEAT, the Director primarily responsible for the financial management of PELIKAN INTERNATIONAL 

CORPORATION BERHAD (formerly known as DIPERDANA HOLDINGS BERHAD), do solemnly and sincerely declare 

that the financial statements set out on pages 80 to 125 are, in my opinion correct, and I make this solemn 

declaration conscientiously believing the same to be true and by virtue of the provisions of the Statutory 

Declarations Act, 1960. 

LOO HOOI KEAT 

Subscribed and solemnly declared by the above named LOO HOOI KEAT at Kuala Lumpur on 26 April 2006. 

Before me 

KARAM SINGH A/L SUDAGAR SINGH PMC 

Commissioner for Oaths 

Kuala Lumpur 


Report Of The Auditors 

To The Members Of Pelikan International Corporation Berhad 

(Formerly Known As Diperdana Holdings Berhad) 

Company No: 63611 U 

We have audited the financial statements set out on pages 80 to 125. These financial statements are the 

responsibility of the Company’s Directors. Our responsibility is to form an independent opinion, based on our audit, 

on these financial statements and to report our opinion to you, as a body, in accordance with Section 174 of the 

Companies Act, 1965 and for no other purpose. We do not assume responsibility towards any other person for the 

content of this report. 

We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require 

that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free 

of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and 

disclosures in the financial statements. An audit also includes assessing the accounting principles used and 

significant estimates made by the directors, as well as evaluating the overall financial statements presentation. We 

believe our audit provides a reasonable basis for our opinion. 

In our opinion:- 

(a) the financial statements which have been prepared in accordance with the provisions of the Companies Act, 

1965 and applicable approved accounting standards in Malaysia so as to give a true and fair view of:- 

(i) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the financial statements 

of the Group and of the Company; and 

(ii) the state of affairs of the Group and of the Company as at 31 December 2005 and of the results of the Group 

and of the Company and the cash flows of the Group and of the Company for the financial year ended on 

that date; 

and 

(b) the accounting and other records and the registers required by the Companies Act, 1965 to be kept by the 

Company and by the subsidiary companies of which we have acted as auditors have been properly kept in 

accordance with the provisions of the said Act. 

The names of the subsidiary companies of which we have not acted as auditors are indicated in Note 13 to the 

financial statements. We have considered the financial statements of these subsidiary companies and the auditors’ 

reports. 

We are satisfied that the financial statements of the subsidiary companies that have been consolidated with the 

Company's financial statements are in form and content appropriate and proper for the purposes of the 

preparation of the consolidated financial statements and we have received satisfactory information and 

explanations as required by us for those purposes. 

The auditors’ reports on the financial statements of the subsidiary companies were not subject to any qualification 

and did not include any comment made under subsection (3) of Section 174 of the Act. 

ONG BOON BAH & CO 

AF: 0320 

Chartered Accountants 

WONG SOO THIAM 

1315/12/06(J) 

Partner of the Firm 

Kuala Lumpur 

26 April 2006 


79

Income Statements 

For The Financial Year Ended 31 December 2005 

Group 

Company 

Note 2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Revenue 4 511,074 112,120 6,203 19,984 

Change in the level of finished goods 

and work in progress (12,249) - - - 

Other operating income 16,961 3,745 21,472 7,402 

Materials used (207,955) - - - 

Staff costs 5 (117,857) (12,912) (1,160) (1,685) 

Depreciation of property, plant and equipment (19,031) (16,145) (3,320) (14,210) 

Amortisation of intangible assets (563) - - - 

Gain/ (Loss) on disposal of business 6,401 - (11,315) - 

Impairment loss of property, plant and equipment - (18,521) - (13,522) 

Other operating expenses (115,850) (87,937) (1,907) (11,944) 

Profit/(loss) from operations 7 60,931 (19,650) 9,973 (13,975) 

Share of results of associates 12,628 - - - 

Interest expense (6,997) (4,486) (5,130) (4,384) 

Profit/(loss) from ordinary activities before taxation 66,562 (24,136) 4,843 (18,359) 

Taxation 8 

- Company and subsidiaries 2,083 5,157 5,801 4,962 

- Associates (3,989) - - - 

(1,906) 5,157 5,801 4,962 

Profit/(loss) from ordinary activities after taxation 64,656 (18,979) 10,644 (13,397) 

Minority interest (9,620) 62 - - 

Net profit/(loss) for the financial year 55,036 (18,917) 10,644 (13,397) 

Earnings/(loss) per share (sen) 9 

- Basic 44.55 (40.54) 

- Fully Diluted 26.56 (40.54) 

Dividends per share (sen) 10 

- declared 12.00 - 12.00 - 

- proposed 6.00 - 6.00 - 

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


Balance Sheets 

As At 31 December 2005 

Group 

Company 

Note 2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Non-current assets 

Property plant and equipment 11 209,627 103,630 375 82,092 

Intangible assets 12 94,477 - - - 

Investments in subsidiaries 13 - - 149,964 432 

Investments in associates 14 91,455 - 64,158 - 

Long term investments 15 2,591 221 - 220 

Pension Trust Fund 16 187,770 - 187,770 - 

Deferred tax assets 17 11,159 - 2,380 - 

597,079 103,851 404,647 82,744 

Current assets 

Inventories 18 136,841 115 - - 

Receivables, deposits & prepayments 19 167,724 24,786 7,755 38,469 

Tax recoverable 3,942 324 494 324 

Pension Trust Fund 16 26,130 - 26,130 - 

Deposits, bank and cash balances 20 42,132 1,364 6,570 1 

376,769 26,589 40,949 38,794 

Current liabilities 

Payables 21 111,194 26,471 23,437 5,414 

Post employment benefit obligations 22 14,829 - - - 

Provisions 23 4,513 - - - 

Borrowings 24 35,828 39,290 - 37,938 

ICULS 25 2,086 - 2,086 - 

RCULS 25 3,166 - 3,166 - 

Current tax liabilities 12,384 6 - - 

184,000 65,767 28,689 43,352 

Net current assets/(liabiliities) 192,769 (39,178) 12,260 (4,558) 


81

Balance Sheets 

As At 31 December 2005 

Group 

Company 

Note 2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Less: Non current liabilities 

Post employment benefit obligations 22 255,086 1,223 - 2 

Provisions 23 19,316 - - - 

Borrowings 24 - 6,017 - 5,996 

ICULS 25 6,413 - 6,413 - 

RCULS 25 103,178 - 103,178 - 

Deferred tax liabilities 17 7,177 5,894 2,408 5,894 

391,170 13,134 111,999 11,892 

398,678 51,539 304,908 66,294 

Capital and reserves 

Share capital 26 158,867 35,000 158,867 35,000 

Reserves 178,327 16,470 146,041 31,294 

Shareholders’ equity 337,194 51,470 304,908 66,294 

Minority interest 61,484 69 - - 

398,678 51,539 304,908 66,294 

Note: 

ICULS - Irredeemable Convertible Unsecured Loan Stocks 

RCULS - Redeemable Convertible Unsecured Loan Stocks 



Consolidated Statement 

Of Changes In Equity 


Non-distributable 

Distributable 

Revaluation 

and other 

Share Share reserves Retained 

Note Capital premium (Note 27) earnings Total 

RM’000 RM’000 RM’000 RM’000 RM’000 

At 1 January 2004 35,000 - 6,181 35,535 76,716 

Net loss of the financial year - - - (18,917) (18,917) 

Impairment loss - - (5,825) - (5,825) 

Loss not recognised in income statement - - (5,825) - (5,825) 

Final dividend for the financial 

year ended 31 December 2003 - - - (504) (504) 

At 31 December 2004 35,000 - 356 16,114 51,470 

Bonus issue 11,667 - - (11,667) - 

Release on disposal of business - - (356) - (356) 

Issue of shares: 

- acquisition of subsidiaries 96,707 48,354 96,821 - 241,882 

- share issue cost - (2,590) - - (2,590) 

Exercise of Irredeemable 

Convertible Unsecured 

Loan Stocks 15,458 7,729 (21,016) - 2,171 

Exercise of Redeemable 

Convertible Unsecured 

Loan Stocks 35 18 (4) - 49 

Currency translation differences - - 3,074 - 3,074 

Net loss not recognised in income statement - - 3,074 - 3,074 

Net profit for the financial year - - - 55,036 55,036 

Interim dividends for the financial 

year ended 31 December 2005 10 - - - (13,542) (13,542) 

As at 31 December 2005 158,867 53,511 78,875 45,941 337,194 


83

Company Statement 

Of Changes In Equity 


Non-distributable 

Distributable 

Retained 

Share Share Revaluation earnings 

capital premium reserve ICULS RCULS (Note 28) Total 

Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 

As at 1 January 2004 35,000 - 5,694 - - 45,195 85,889 

Net loss for the financial year - - - - - (13,397) (13,397) 

Impairment loss - - (5,694) - - - (5,694) 

Loss not recognised in Income statement - - (5,694) - - - (5,694) 

Final dividend for the financial 

year ended 31 December 2003 - - - - - (504) (504) 

As at 31 December 2004 35,000 - - - - 31,294 66,294 

Bonus issue 11,667 - - - - (11,667) - 


- acquisition of subsidiary 96,707 48,354 - 89,651 7,170 - 241,882 

- share issue cost - (2,590) - - - - (2,590) 

Exercise of Irredeemable Convertible 

Unsecured Loan Stocks (“ICULS”) 15,458 7,729 - (21,016) - - 2,171 

Exercise of Redeemable Convertible 

Unsecured Loan Stocks (“RCULS”) 35 18 - - (4) - 49 

Net profit for the financial year - - - - - 10,644 10,644 

Interim dividends for the financial 

year ended 31 December 2005 10 - - - - - (13,542) (13,542) 

As at 31 December 2005 158,867 53,511 - 68,635 7,166 16,729 304,908 



Consolidated Cash Flow Statement 


2005 2004 

Note RM’000 RM’000 

Operating activities 

Net profit/(loss) for the financial year 55,036 (18,917) 

Adjustments for: 

Tax expense 1,906 (5,157) 

Share of results of associates (12,628) - 

Depreciation of property, plant and equipment 19,031 16,145 

Amortisation of intangible assets 563 - 

Impairment loss of property, plant and equipment - 18,521 

Net gain on disposal of property, plant and equipment (220) (2,232) 

Interest expenses 6,997 4,486 

Interest income (1,978) - 

Property, plant and equipment written off 2 51 

Gain on disposal of business (6,401) - 

Minority interest 9,620 (62) 

71,928 12,835 

Changes in working capital: 

Inventories 10,666 77 

Trade and other receivables (10,849) 5,796 

Trade and other payables (26,289) 2,687 

Other provisions (11,223) 195 

34,233 21,590 

Interest received 830 - 

Interest paid (2,913) (186) 

Taxation paid (5,457) (4,113) 

Net cash flow from operating activities 26,693 17,291 


85

Consolidated Cash Flow Statement 


2005 2004 


Investing activities 

Acquisitions of subsidiaries 3(a) 11,802 - 

Disposal of business 3(b) 3,869 - 

Purchase of property, plant and equipment (14,398) (1,069) 

Proceeds from disposal of property, plant and equipment 348 275 

Development expenses paid (900) - 

Purchase of securities (127) - 

Dividend received from associates 517 - 

Net cash flow from/(used in) investing activities 1,111 (794) 

Financing activities 

Share issue cost (2,590) - 

Repayment of hire purchase and lease creditors (2,286) (9,321) 

Repayment of term loans (1,347) (4,870) 

Net drawdown/repayment of revolving credit 906 (600) 

Net drawdown from discounted bills 1,509 - 

Net drawdown from short term loan 9,370 - 

Dividends paid to shareholders (8,462) (504) 

Dividends paid to minority interest (2,400) - 

Net cash flow used in financing activities (5,300) (15,295) 

Net increase in cash and cash equivalents during the financial year 22,504 1,202 

Currency translation differences 4,611 - 

Cash and cash equivalents at beginning of the financial year (5,009) (6,211) 

Cash and cash equivalents at end of the financial year 20 22,106 (5,009) 



Company Cash Flow Statement 


2005 2004 


Operating activities 

Net profit/(loss) for the financial year 10,644 (13,397) 

Adjustments for: 

Tax expense (5,801) (4,962) 

Depreciation of property, plant and equipment 3,320 14,210 

Net gain on disposal of property, plant and equipment (196) (2,159) 

Impairment loss of property, plant and equipment - 13,522 

Loss on disposal of business 11,315 - 

Property, plant and equipment written off 2 51 

Interest income (26) (2,654) 

Interest expense 5,130 4,384 

Excess from reimbursement of Pension Trust Fund (20,805) - 

3,583 8,995 

Changes in working capital: 

Trade and other receivables (2,938) 5,434 

Trade and payables 11,450 4,756 

Former subsidiaries (4,158) 830 

7,937 20,015 

Interest received 26 - 

Interest paid (798) (4,011) 

Tax paid (272) (185) 

Receipt from Pension Trust Fund 20,805 - 

Net cash flow from operating activities 27,698 15,819 


87

Company Cash Flow Statement 


2005 2004 


Investing activities 

Acquisition of subsidiaries (4,903) - 

Disposal of business 3,927 - 

Purchase of property, plant and equipment (127) (364) 

Proceeds from disposal of property, plant and equipment 196 186 

Net cash flow used in investing activities (907) (178) 

Financing activities 

Share issue cost (2,590) - 

Repayment of hire purchase and lease creditors (2,278) (9,290) 

Repayment of term loans (1,346) (4,870) 

Repayment of revolving credit (500) (600) 

Drawdown from short term loan - - 

Dividend paid (8,462) (504) 

Net cash flow used in financing activities (15,176) (15,264) 

Net increase in cash and cash equivalents during the financial year 11,615 377 

Cash and cash equivalents at beginning of the financial year (5,045) (5,422) 

Cash and cash equivalents at end of the financial year 20 6,570 (5,045) 



Notes To The Financial Statements 

For The Year Ended 31 December 2005 

General Information 

The Group and the Company have changed their principal activities during the financial year. The Company is now 

principally an investment holding company. The principal activities of its subsidiaries include manufacturing and 

distribution of writing instruments, art, painting and hobby products, office stationeries and printer consumables. 

The Group distributes its products through wholesalers, dealers, retailers, modern trade including hypermarkets, 

schools and specialised stores for luxury items. Prior to 8 April 2005, the principal activities of the Company and its 

subsidiaries were to provide logistics and related services (refer Note 3). Accordingly, comparative amounts for the 

income statement, changes in equity, cash flows and related notes are not comparable. 

The number of employees at the end of the financial year was 922 (2004: 430) in the Group and 2 (2004: 8) in the 

Company. The Company is a public limited liability company, incorporated and domiciled in Malaysia, and listed on 

the Main Board of the Bursa Malaysia Securities Berhad. 

The address of the registered office and principal place of business of the Company is as follows: 

Lot 3410 Mukim Petaling 


47100 Puchong 


Malaysia 

1. Summary of Significant Accounting Policies 

The financial statements of the Group and Company have been prepared under the historical cost convention 

unless otherwise indicated in this summary of significant accounting policies and comply with the provisions of 

the Companies Act, 1965 and the applicable approved accounting standards in Malaysia. 

(a) Basis of consolidation 

The consolidated financial statements include the financial statements of the Company and all of its subsidiaries 

made up to the end of the financial year. Subsidiary companies are those corporations in which the Group has 

power to exercise control over the financial and operating policies so as to obtain benefits from their activities. 

Subsidiaries are consolidated using the acquisition method of accounting. Under the acquisition method of 

accounting, subsidiaries are consolidated from the date on which control is transferred to the Group and are 

no longer consolidated from the date that control ceases. 

The cost of an acquisition is the amount of cash paid and the fair value at the date of acquisition of the other 

purchase consideration given by the acquirer, together with directly attributable expenses of the acquisition 

(other than costs of issuing shares and other capital instruments). At the date of acquisition, the fair values of 

the subsidiaries’ net assets are determined and these values are reflected in the consolidated financial 

statements. The difference between the acquisition cost and of the fair value of the subsidiaries’ net assets is 

reflected as goodwill on consolidation or negative goodwill. See accounting policy note on goodwill. Minority 

interest is measured at the minorities’ share of the post acqusition fair values of identifiable assets and liabilities 

of the acquiree. Separate disclosure is made for minority interest. 

All intragroup transactions, balances and unrealised gains on transactions between group companies are 

eliminated; unrealised losses are also eliminated unless cost cannot be recovered. Where necessary, adjustments 

are made to the financial statements of subsidiaries to ensure consistency of accounting policies with those of 

the Group. 

The gain or loss on disposal of a subsidiary is the difference between net disposal proceeds and the Group’s 

share of its net assets together with any goodwill on acquisition and exchange differences and other reserves 

which were not previously recognises in the consolidated income statement. 

(b) Associates 

Associates are those corporations in which the Group exercises significant influence, but which it does not 

control. Significant influence is the power to participate in the financial and operating policy decisions of the 

associates but not the power to exercise control over those policies. Investments in associates are accounted for 

in the consolidated financial statements by the equity method of accounting. 


89



1. Summary of Significant Accounting Policies (cont’d) 

(b) Associates (cont’d) 

Equity accounting involves recognising the Group’s share of the post acquisition results of associates in the 

income statement and its share of post acquisition movements within reserves. The cumulative post acquisition 

movements are adjusted against the cost of the investment and includes goodwill on acquisition (net of 

accumulated amortisation). Equity accounting is discontinued when the carrying amount of the investment in 

an associate reaches zero, unless the Group has incurred obligations or made payments on behalf of the 

associate. 

Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the 

Group’s interest in the associates; unrealised losses are also eliminated unless the transaction provides evidence 

on impairment of the asset transferred. Where necessary, in applying the equity method, adjustments are made 

to the financial statements of associates to ensure consistency of accounting policies with those of the Group. 

(c) 

Investments 

Investments in subsidiaries and associates are shown at cost. Where an indication of impairment exists, the 

carrying amount of the investment is assessed and written down immediately to its recoverable amount. See 

accounting policy note on impairment of assets. 

Investments in other non-current investments are shown at cost and allowance is made where in the opinion 

of the Directors, there is a permanent diminution in value. Where there has been a permanent diminution in 

the value of the investment, such a diminution is recognised as an expense in the financial year in which the 

diminution is identified. 

On disposal of an investment, the difference between net disposal proceeds and its carrying amount is charged 

or credited to the income statement. 

(d) Property, plant and equipment 

Property, plant and equipment are initially stated at historical cost less accumulated depreciation and 

impairment losses. 

Surpluses arising on revaluation are credited to revaluation reserve, net of tax effect. Any deficit arising from 

revaluation is charged against the revaluation reserve to the extent of a previous surplus held in the revaluation 

reserve for the same asset. In all other cases, a decrease in carrying amount is charged to income statement. 

The cost of property, plant and equipment comprises their purchase cost, and any incidental costs of acquisition. 

Freehold land is not depreciated as it has an infinite life. Depreciation on assets under contruction commences 

when the assets are ready for their intended use. Other property, plant and equipment are depreciated to write 

off the cost or of each asset or their revalued amounts to their residual values over their estimated useful lives 

as follows: 

Buildings 

Machinery and technical equipment 

Office equipment, furniture and fittings 

Motor vehicles 

8 – 25 years 

5 – 14 years 

3 – 14 years 

4 – 7 years 

At each balance sheet date, the Group assesses whether there is any indication of impairment. If such 

indications exist, an analysis is performed to assess whether the carrying amount of the asset is fully 

recoverable. A write down is made if the carrying amount exceeds the recoverable amount. See accounting 

policy on impairment of assets. 

Gains and losses on disposals are determined by comparing proceeds with carrying amounts and are included 

in profit/(loss) from operations. On disposal of revalued assets, amounts in revaluation reserve relating to those 

assets are transferred to retained earnings. 

Repair and maintenance are charged to the income statement during the period in which they are incurred. 

The cost of major renovations is included in the carrying amount of the asset when it is probable that future 

economic benefits in excess of the originally assessed standard of performance of the existing asset will flow to 

the Group. Major renovations are depreciated over the remaining useful life of the related asset. 





(e) Intangible assets 

(i) Goodwill 

Goodwill includes purchased goodwill and excess of the fair value of purchase consideration of subsidiaries 

and associates over the Group’s share of the fair value of their identifiable net assets at the date of 

acquisition. The Directors adopt the accounting policy to capitalise goodwill as an asset and the carrying 

amount is reviewed annually and written down for impairment when deemed appropriate. At each balance 

sheet date, the Group assesses whether there is any indication of impairment. If such indications exist, an 

analysis is performed to assess whether the carrying amount of the asset is fully recoverable. A write down 

is made if the carrying amount exceeds the recoverable amount. See accounting policy on impairment of 

assets. Prior to 1 January 2005, goodwill on acquisition was charged in full to retained earnings. 

Negative goodwill represents the excess of the Group’s share of the fair value of identifiable net assets 

acquired over the cost of acquisition. Negative goodwill is recognised in the income statement immediately. 

(ii) Research and development 

Research expenditure is recognised as an expense when incurred. Costs incurred on development projects 

(relating to the design and testing of new or improved products) are recognised as intangible assets when 

it is probable that the project will be a success considering its commercial and technological feasibility, and 

only if the cost can be measured reliably. Other development expenditures are recognised as an expense 

when incurred. Development costs previously recognised as an expense are not recognised as an asset in 

subsequent period. 

Development costs that have been capitalised are amortised from the commencement of commercial 

production of the product to which they relate on the straight line basis over the period of their expected 

benefit. 

(iii) Other intangible assets 

Expenditure on acquired trademarks are capitalised and the carrying amount are reviewed annually and 

written down for impairment when deemed appropriate. 

(f) 

Assets acquired under finance lease and hire purchase agreements 

Leases of property, plant and equipment where the Group assumes substantially all the benefits and risks of 

ownership are classified as finance lease. Assets acquired under finance lease and hire purchase agreements are 

included in property, plant and equipment and the capital element of the leasing and hire purchase 

commitments is shown as liabilities. The capital element of the finance lease rental and hire purchase is applied 

to reduce the outstanding obligations and the interest element is charged to the income statement so as to 

give a constant periodic rate of interest on the outstanding liability at the end of each accounting period. Assets 

acquired under finance leases and hire purchases are depreciated over the useful lives of equivalent owned 

assets. 

(g) Operating leases 

Leases of assets under which all the risks and benefits of ownership are effectively retained by the lessor are 

classified as operating leases. Payments made under operating leases are charged to the income statement on 

a straight line basis over the lease period. 

When an operating lease is terminated before the lease period has expired, any payment required to be made 

to the lessor by way of penalty is recognised as an expenses in the period in which the termination takes place. 

(h) Trade receivables 

Trade receivables are carried at invoice value less an allowance for doubtful debts. The allowance is established 

when there is evidence that the Group will not be able to collect all amounts due according to the original 

terms of receivables. Bad debts are written off in the period in which they are identified. 

Trade receivables that are factored out to finance institutions for a single non-returnable fixed sum with no 

recourse to the Group are treated as being fully settled. The corresponding payment from the finance 

institution is recorded as a cash receipt from customers and no liability is recognised. Any fee incurred to effect 

the factoring is recognised as an expense in the period in which the factoring takes place. 


91




(i) 

Inventories 

Inventories are stated at lower of cost and net realisable value. 

Cost is determined using weighted average method. The cost of finished goods and work in progress comprises 

raw materials, direct labour, other direct costs and an appropriate proportion of production overheads (based 

on normal operating capacity). 

Net realisable value is the estimated selling price in the ordinary course of business, less the costs of completion 

and selling expenses. 

(j) 

Employee benefits 

(i) Short term employee benefits 

Wages, salaries, paid annual leave and sick leave, bonuses and non-monetary benefits are accrued in the 

period in which the associated services are rendered by employees of the Group. 

(ii) Defined contribution plan 

The Group’s contributions to defined contribution plans are charged to the income statement in the period 

to which they relate. Once the contributions have been paid, the Group has no further payment obligations. 

(iii) Defined benefit plan 

The liability in respect of a defined benefit plan is the present value of the defined benefit obligation at 

the balance sheet date minus the fair value of plan assets, together with adjustments for actuarial gains/ 

losses and past service cost. The Group determines the present value of the defined benefit obligation and 

the fair value of any plan assets with sufficient regularity such that the amounts recognised in the financial 

statements do not differ materially from the amounts that would be determined at the balance sheet date. 

The defined benefit obligation, calculated using the projected unit credit method, is determined by 

independent actuaries, considering the estimated future cash outflows using market yields at balance sheet 

date of government securities which have currency and terms to maturity approximating the terms of the 

related liability. 

Plan assets in excess of the defined benefit obligation are subject to the asset limitation specified in MASB 

29 “Employee Benefits”. 

Actuarial gains and losses arise from experience adjustments and changes in actuarial assumptions. The 

amount of net actuarial gains and losses recognised in the income statement is determined by the corridor 

method in accordance with MASB 29 “Employee Benefits” and is charged or credited to income over the 

average remaining service lives of the related employees participating in the defined benefit plan. 

(iv) Termination benefits 

Termination benefits are payable whenever an employee’s employment is terminated before the normal 

retirement date or whenever an employee accepts voluntary redundancy in exchange for these benefits. 

The Group recognises termination benefits when it is demonstrably committed to either terminate the 

employment of current employees according to a detailed formal plan without possibility of withdrawal or 

to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits 

falling due more than 12 months after balance sheet date are discounted to present value. 

(k) Impairment of assets 

Property, plant and equipment and other non-current assets including intangible assets, are reviewed for 

impairment losses whenever events or changes in circumstances indicate that the carrying amount may not be 

recoverable. Impairment loss is recognised for the amount by which the carrying amount of the asset exceeds 

its recoverable amount. The recoverable amount is the higher of an asset’s net selling price and value in use. 

For the purposes of assessing impairment, assets are grouped at the lowest level for which there is separately 

identifiable cash flows. 

Impairment loss is charged to the income statement unless it reverses a previous revaluation in which case it is 

charged to the revaluation surplus. Any subsequent increase in recoverable amount is recognised in the income 

statement unless it reverses an impairment loss on a revalued asset in which case it is taken to revaluation 

surplus. The increased carrying amount of the asset does not exceed the carrying amount that would have been 

determined (net of depreciation) had no impairment loss been recognised for the asset in prior years. 





(l) 

Income taxes 

Current tax expense is determined according to the tax laws of each jurisdiction in which the Group operates 

and include all taxes based upon the taxable profits including withholding taxes payable by a foreign subsidiary 

and associate on distributions of retained earnings to companies in the Group, and real property gains taxes 

payable on disposal of properties. 

Deferred tax is recognised in full using the liability method, on temporary differences arising between the 

amounts attributed to assets and liabilities for tax purposes and their carrying amounts in the financial 

statements. 

Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available 

against which the deductible temporary differences or unutilised tax losses can be utilised. Tax rates enacted or 

substantively enacted by the balance sheet date are used to determine deferred tax. 

(m) Cash and cash equivalents 

Cash and cash equivalents comprise of cash in hand, bank balances, demand deposits and other deposits held 

at call with banks, bank overdrafts and other short term, highly liquid investments that are readily convertible 

to known amounts of cash and which are subject to an insignificant risk of changes in value. 

(n) Borrowings 

Borrowings are initially recognised based on the proceeds received, net of transaction costs incurred. In 

subsequent periods, borrowings are stated at amortised cost using the effective yield method; any difference 

between proceeds (net of transaction costs) and the redemption value is recognised in the income statement 

over the period of the borrowings. 

When convertible bonds are issued, the fair value of the liability portion is determined using a market interest 

rate for an equivalent non-convertible bond; this amount is recorded as a liability on the amortised cost basis 

until extinguished on conversion or maturity of the bonds. The remainder of the proceeds is allocated to the 

conversion option which is recognised and included in shareholders’ equity. 

(o) Revenue recognition 

(i) Revenue 

Revenue comprises the invoiced value for the sale of goods and services, net of sales taxes, rebates and 

discounts, and after eliminating sales within the Group. Revenue from sale of goods is recognised when 

significant risks and rewards of ownership of the goods are transferred to the buyer. 

(ii) Dividend income 

Dividend income is accounted for when the shareholders’ right to receive payment is established. 

(iii) Interest income 

Interest income are recognised on an accruals basis unless collectibility is in doubt. 

(iv) Royalties 

Revenue arising from royalties is recognised on an accrual basis in accordance with the substance of the 

relevant agreements. 

(p) Share capital 

(i) Classification 

Ordinary shares are classified as equity. 

The presentation and disclosures of MASB 24 – “Financial Instruments, Disclosure and Presentation” have 

been adopted in respect of the equity and liability components of financial instruments that contain both 

a liability and equity elements (“compound instruments”). Upon the issuance of a compound instrument, 

the fair value of the liability portion is determined using a market interest rate for an equivalent financial 

instrument; this amount is carried as a liability on the amortised cost basis until extinguished on conversion 

or maturity of the instrument. The remainder of the proceeds is allocated to the conversion option which 

is recognised and included in shareholders’ equity; the value of the conversion option is not changed in 

subsequent periods. Upon conversion of the bond to equity shares, the amount credited to share capital 

and share premium is the aggregate of the amounts classified within liability and equity at the time of 

conversion. No gain or loss is recognised. 


93




(p) Share capital (cont’d) 

(ii) Share issue cost 

Cost directly attributable to the issue of new shares are shown as a deduction in equity. 

(iii) Dividends to shareholders of the Company 

Dividends on ordinary shares are recognised as liabilities when proposed or declared before the balance 

sheet date. A dividend proposed or declared after the balance sheet date, but before the financial 

statements are authorised for issue, is not recognised as a liability at the balance sheet date. Upon the 

dividend becoming payable, it will be accounted for as a liability. 

(q) Provisions 

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past 

events, when it is probable that an outflow of resources will be required to settle the obligation, and when a 

reliable estimate of the amount can be made. Where the Group expects a provision to be reimbursed (for 

example, under an insurance contract), the reimbursement is recognised as a separate asset but only when the 

reimbursement is virtually certain. 

(r) 

(s) 

Warranty 

The Group recognises the estimated liability to repair or replace products still under warranty at the balance 

sheet date. This provision is calculated based on past history of the level of repairs and replacements. 

Foreign currencies 

(i) Reporting currency 

The financial statements are presented in Ringgit Malaysia (RM). 

(ii) Foreign entities 

The Group’s foreign entities are those operations that are not an integral part of the operation of the 

Company. Income statements of foreign entities are translated into Ringgit Malaysia at average exchange 

rates for the financial year and the balance sheets are translated at exchange rates ruling at the balance 

sheet date. Exchange differences arising from the retranslation of the net investment in foreign entities are 

taken to ‘Currency translation differences’ in shareholders’ equity. On disposal of the foreign entity, such 

translation differences are recognised in the income statement as part of the gain or loss on disposal. 

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and 

liabilities of the Group and are translated accordingly at the exchange rate ruling at the date of the 

transaction. 

(iii) Foreign currency transactions and balances 

Foreign currency transactions in Group companies are accounted for at exchange rates prevailing at the 

transaction dates, unless hedged by forward foreign exchange contracts, in which case the rates specified 

in such forward contracts are used. Foreign currency monetary assets and liabilities are translated at 

exchange rates prevailing at the balance sheet date, unless hedged by forward foreign exchange contracts, 

in which case the rates specified in such forward contracts are used. Exchange differences arising from the 

settlement of foreign currency transactions and from the translation of foreign monetary assets and 

liabilities are included in the income statement. 

The principal closing rates used in translation of foreign currency amounts are as follows: 

2005 

Foreign currency 

RM 

EUR (Euro) 4.475 

CHF (Swiss Franc) 2.874 

MXN (Mexican Peso) 0.356 

JPY (Japanese Yen) 0.033 

USD (US Dollar) 3.779 

AUD (Australian Dollar) 2.775 





(t) 

Financial instruments 

(i) Description 

A financial instrument is any contract that gives rise to both a financial asset of one enterprise and a 

financial liability or equity instrument of another enterprise. 

A financial asset is any asset that is cash, a contractual right to receive cash or another financial asset from 

another enterprise, a contractual right to exchange financial instruments with another enterprise under 

conditions that are potentially favourable, or an equity instrument of another enterprise. 

A financial liability is any liability that is a contractual obligation to deliver cash or another financial asset 

to another enterprise, or to exchange financial instruments with another enterprise under conditions that 

are potentially unfavourable. 

(ii) Financial instruments recognised on the balance sheet 

Compound financial instruments 

On issue of a financial instrument that contains both a liability and an equity component, the fair value of 

the liability portion is determined using a market interest rate for an equivalent financial instrument; this 

amount is carried as liability on the amortised cost basis until extinguished on conversion or maturity of the 

instrument. The remainder of the proceeds is allocated to the conversion option which is recognised and 

included in shareholders equity; the value of the conversion option is not changed in subsequent periods. 

(iii) Other financial instruments 

The particular recognition method adopted for financial instruments recognised on the balance sheet is 

disclosed in the individual accounting policy statements associated with each item. 

(iv) Financial instruments not recognised on the balance sheet - Foreign Currency Forward Contracts 

The Group enters into foreign currency forward contracts to protect the Group from movements in 

exchange rates by establishing the rate at which a foreign currency asset or liability will be settled. 

Exchange gains and losses arising on contracts entered into as hedges of anticipated future transactions are 

deferred until the date of such transaction, at which time they are included in the measurement of such 

transactions. 

All other exchange gains and losses relating to hedge instruments are recognised in the income statement 

in the same period as the exchange differences on the underlying hedged items. Gains and losses on 

contracts that are no longer designated as hedges are included in the income statement. 

(v) Fair value estimation for disclosure purposes 

The fair value of quoted investments is based on quoted market prices at the balance sheet date. The fair 

value of forward foreign exchange contracts is determined using forward exchange market rates at the 

balance sheet date. 

In assessing the fair value of other derivatives and financial instruments, the Group uses a variety of 

methods and makes assumptions that are based on market conditions existing at each balance sheet date. 

Quoted market prices or dealer quotes for the specific or similar instruments are used for long term debt. 

Other techniques, such as option pricing models and estimated discounted value of future cash flows, are 

used to determine fair value for the remaining financial instruments. In particular, the fair value of financial 

liabilities is estimated by discounting the future contractual cash flows at the current market interest rate 

available to the Group for similar financial instruments. 

The face values of financial assets, less any estimated credit adjustments, and financial liabilities with a 

maturity of less than one year and floating rate long-term debts are assumed to approximate their fair values. 

(u) Contingent liabilities and contingent assets 

The Group does not recognise a contingent liability but discloses its existence in the financial statements. A 

contingent liability is a possible obligation that arises from past events whose existence will be confirmed by 

uncertain future events beyond the control of the Group or a present obligation that is not recognised because 

it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability 

also arises in the extremely rare circumstance where there is a liability that cannot be recongised because it 

cannot be measured reliably. 


95




(u) Contingent liabilities and contingent assets (cont’d) 

A contingent asset is a possible asset that arises from past events whose existence will be confirmed by 

uncertain future events beyond the control of the Group. The Group does not recognise contingent assets but 

discloses its existence where inflows of economic benefits are probable, but not virtually certain. 

(v) Segment reporting 

Segment reporting is presented for enhanced assessment of the Group’s risks and returns. Geographical 

segments provide products or services within a particular economic environment that is subject to risks and 

returns that are different from those components operating in other economic environments. Business 

segments provide products or services that are subject to risk and returns that are different from those of other 

business segments. 

Segment revenue, expense, assets and liabilities are those amounts resulting from the operating activities of a 

segment that are directly attributable to the segment and the relevant portion that can be allocated on a 

reasonable basis to the segment. Segment revenue, expense, assets and segment liabilities are determined 

before intragroup balances and intragroup transactions are eliminated as part of the consolidation process, 

except to the extent that such intragroup balances and transactions are between group enterprises within a 

single segment. 

(w) Summary of financial risk management objectives and policies 

The Group’s financial risk management policy seeks to ensure that adequate financial resources are available 

for the development of the Group’s businesses whilst managing their risks. Financial risk management is carried 

out through risks reviews, internal controls systems and adherence to the Group’s financial risk management 

policies that are approved by the Board. The use of financial instruments exposes the Group to financial risks, 

which are categorised as credit, liquidity, cash flow, interest rate, market risks and foreign currency exchange 

risk. It is the Group’s policy not to engage in speculative transactions. 

The policies for controlling these risks when applicable are set out below: 

(i) 

Credit risk 

The Group controls its credit risk by the application of credit approvals, credit limits and monitoring 

procedures. Credit evaluations are performed on all customers requiring credit over a certain amount and 

limiting the Group’s associations to business partners with an appropriate credit history. Trade receivables 

are monitored on an on-going basis. 

At balance sheet date, the Group does not have any significant exposure to any individual customer or 

counterparty nor does it have any major concentration of credit risk related to any financial assets. The 

maximum exposure to credit risk is represented by the carrying amount of each financial assets. 

(ii) Liquidity and cash flow risk 

The Group actively manages its debt profile, operating cash flows and the availability of funding so as to 

ensure that all repayments and funding needs are met. As part of its overall prudent liquidity management, 

the Group endeavours to maintain sufficient levels of cash or cash convertible investments to meet its 

working capital requirements. In addition, the Group’s objective is to maintain a balance of funding and 

flexibility through the use of credit facilities, short and long term borrowings. Short term flexibility is 

achieved through credit facilities and short term borrowings. 

(iii) Interest rate risk 

The Group finances its operations through operating cash flows and borrowings. Its policy is to derive the 

desired interest rate profile through a mix of fixed and floating rate banking facilities. Deposits with license 

financial institutions are held for short term and not for speculative purpose. 

(iv) Market risk 

For key product purchases, the Group establishes floating and fixed price levels that the Group considers 

acceptable and enters into short or medium-term arrangements with suppliers. The Group manages its 

market risk through the established guidelines and policies. 





(w) Summary of financial risk management objectives and policies (cont’d) 

(v) Foreign currency exchange risk 

The Group operates internationally and is therefore exposed to different currencies of the countries where 

the Group operates. Exposure to currency risk as a whole is mitigated by the operating environment which 

provides for a natural hedge. Most payments for foreign payables is matched against receivables 

denominated in the same foreign currency or whatever possible, by intragroup arrangements and 

settlements, The group also attempts to limit its exposure for all committed transaction by entering into 

forward foreign currency exchange contracts within the constraints of market and government regulations. 

2. Segment reporting 

The primary reporting format is based on geographical locations of the assets. The business segmentation is not 

disclosed as the Group is principally engaged in manufacturing and distribution of related products such as 

writing instruments, art, painting and hobby products, as well as school and office stationery and office 

supplies. 

The Group is organised on a worldwide basis into 5 main geographical units: 

- Germany 

- Switzerland 

- Rest of Europe 

- Latin America 

- Others 

Analysis of the Group’s revenue, results and other information by geographical locations of the assets are as 

follows: 

Latin- Rest of 

Germany America Europe Switzerland Others Elimination Group 

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 

Year ended 

31 December 2005 

External revenue 279,549 61,674 91,007 29,681 24,393 - 486,104 

Discontinued operation - - - - - - 24,970 

Inter-segment revenue 182,118 3,873 1,649 - 3,374 (191,014) - 

Total revenue 461,667 65,547 92,656 29,681 27,767 (191,014) 511,074 

Segment result 27,263 7,549 6,569 3,099 4,478 (1,429) 47,529 

Gain on disposal of business 6,401 

Unallocated income 

(net of cost) 7,456 

Discontinued operation (455) 

Profit from operations 60,931 

Share of results of associates 12,628 

Interest expense (6,997) 

Taxation (1,906) 

Minority interest (9,620) 

Net profit for the financial year 55,036 


97



2. Segment reporting (cont’d) 

Latin- Rest of 

Germany America Europe Switzerland Others Elimination Group 

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 

At 31 December 2005 

Assets 

Segment assets 351,256 95,464 104,881 7,947 33,305 - 592,853 

Associates 91,455 

Pension trust fund 213,900 

Unallocated assets 75,640 

Total assets 973,848 

Liabilities 

Segment liabilities 335,876 16,412 63,383 2,679 12,914 - 431,264 

ICULS / RCULS 114,843 

Unallocated liabilities 29,063 

Total liabilities 575,170 

Year Ended 31 December 2005 

Other information 

Capital expenditure 186,768 4,201 35,036 765 1,411 - 228,181 

Depreciation and amortisation 11,861 3,313 259 172 3,989 - 19,594 

Non-cash expenses/(income) 140 1,223 27 418 (103) - 1,705 

Capital expenditure comprises additions to property, plant and equipment and intangible assets including 

resulting from acquisitions through business acquisition. 

Comparative figures for the last financial year were not presented as the Group was principally engaged in 

providing logistics and related services in Malaysia. 

3. Continuing and discontinuing operations 

On 8 April 2005, the Company completed its corporate exercise by disposing its entire logistics business 

undertaking to Konsortium Logistik Berhad (“KLB”) and the acquisitions of Pelikan Holding AG and Pelikan 

Japan KK (collectively “the Acquisitions of Pelikan”). Details of the corporate exercise completed are as follows: 

(a) disposal of the Company’s entire logistics business undertaking to KLB for a total consideration of 

RM80,000,000, satisfied by the issuance of 50,000,000 new ordinary shares of RM1.00 each in KLB at an issue 

price of RM1.60 per share, which resulted in the entire logistics business operations of the Company being 

treated as discontinuing; 

(b) acquisition of 64.94% of the equity interest in Pelikan Holding AG (“PHAG”) comprising 539,000 registered 

shares of Swiss Franc (“CHF”) 65.00 each and 461,000 bearer shares of CHF65.00 each from PBS Office 

Supplies Holding Sdn Bhd (formerly known as Pelikan Holding Sdn. Bhd.) for a total consideration of 

RM299,000,000 that has been satisfied by issuance of : 




3. Continuing and discontinuing operations (cont’d) 

(i) 56,733,333 new ordinary shares of RM1.00 each in the Company at an issue price of RM1.50 per share; 

(ii) RM98,900,000 nominal value of 3% Irredeemable Convertible Unsecured Loan Stocks (“ICULS”) in the 

Company, issued at 100% of the nominal value of RM1.00 each; and 

(iii) RM115,000,000 nominal value of 3% Redeemable Convertible Unsecured Loan Stocks (“RCULS”) in the 

Company, issued at 100% of the nominal value of RM1.00 each. 

(c) 

Issuance of 27,974,160 new ordinary shares of RM1.00 each in the Company at an issue price of RM1.50 per 

share for the acquisition of 349,677 bearer shares of CHF65.00 each pursuant to the Voluntary General 

Offer (“VGO”) for the remaining 540,000 bearer shares of CHF65.00 each Pelikan. At the end of the VGO 

offer period on 5 May 2005, the Company owns 87.64% equity interest in PHAG; and 

(d) Issuance of 12,000,000 new ordinary shares of RM1.00 each in the Company at an issue price of RM1.50 per 

share for the acquisition of 75% of the equity interest in Pelikan Japan K.K. comprising 3,000 shares of 

Japanese Yen (”JPY”) 50,000 each from Pelikan Singapore-Malaysia Pte. Ltd. for a total consideration of 

RM18,000,000. 

Continuing operations of the Group comprise of operations arising from the Acquisitions of Pelikan and 

discontinuing operations comprise the disposal of its logistics business. 

Continuing operation Discontinuing operation Group 

2005 2004 2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 

Income statement 

Revenue 486,104 - 24,970 112,120 511,074 112,120 

Other operating income 16,415 - 546 3,745 16,961 3,745 

Expenses excluding 

Interest expense and tax (447,534) - (25,971) (135,515) (473,505) (135,515) 

Gain on disposal of business - - 6,401 - 6,401 - 

Profit/(loss) from operations 54,985 - 5,946 (19,650) 60,931 (19,650) 

Share of results of associates 12,628 - - - 12,628 - 

Interest expense (6,174) - (823) (4,486) (6,997) (4,486) 

Profit/(loss) before tax 61,439 - 5,123 (24,136) 66,562 (24,136) 

Taxation (2,732) - 826 5,157 (1,906) 5,157 

Profit/(loss) after tax 58,707 - 5,949 (18,979) 64,656 (18,979) 

Minority interest (9,609) - (11) 62 (9,620) 62 

Net profit for the period 49,098 - 5,938 (18,917) 55,036 (18,917) 

Cash flows 

Operating activities 23,671 - 3,022 17,291 26,693 17,291 

Investing activities (14,742) - 182 (794) (14,560) (794) 

Financing activities (1,167) - (4,133) (15,295) (5,300) (15,295) 

Net cash flow on acquisition/ 

disposal 11,802 - 3,869 - 15,671 - 

Total cash flow 19,564 - 2,940 1,202 22,504 1,202 


99




Continuing operation Discontinuing operation Group 

2005 2004 2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 

Balance sheet 

Goodwill on Acquisition of Pelikan 36,788 - - - 36,788 - 

Other non- current assets 495,875 - 64,416 103,851 560,291 103,851 

Current assets 376,429 - 340 26,589 376,769 26,589 

Total assets 909,092 - 64,756 130,440 973,848 130,440 

Current liabilities (183,402) - (598) (65,767) (184,000) (65,767) 

Non-current liabilities (391,170) - - (13,134) (391,170) (13,134) 

Total liabilities (574,572) - (598) (78,901) (575,170) (78,901) 

Net assets 334,520 - 64,158 51,539 398,678 51,539 

Minority interest (61,484) - - (69) (61,484) (69) 

273,036 - 64,158 51,470 337,194 51,470 

(a) Significant acquisition 

Details of net assets acquired, goodwill and cash flow arising from the Acquisitions of Pelikan are as follows: 

RM’000 

Property, plant and equipment 213,497 

Intangible assets 47,137 

Investment in associates 21,158 

Long term investments 2,719 

Deferred tax assets 9,917 

Inventories 158,950 

Receivables deposits and prepayments 163,888 

Deposits, bank and cash balances 38,979 

Payables (113,689) 

Current tax liabilities (6,264) 

Deferred tax liabilities 

(including deferred tax on fair value adjustment of fixed assets on acquisition) (9,089) 

Bank overdraft (22,274) 

Borrowings (4,487) 

Provisions (27,331) 

Post-employment benefit obligations (307,625) 

Fair value of total net assets acquired 165,486 

Minority interest (52,310) 

Goodwill 36,788 

Cost of acquisition 149,964 





RM’000 

Total purchase consideration 145,061 

Purchase consideration discharged by shares issued (145,061) 

Purchase consideration discharged by ICULS issued (98,900) 

Purchase consideration discharged by RCULS issued (115,000) 

Post-employment benefit obligations assumed by vendor (Pension Trust Fund) 213,900 

Purchase consideration discharged by cash - 

Expenses directly attributable to the acquisition 4,903 

Less: Cash and cash equivalents of subsidiaries acquired (16,705) 

Cash inflow of the Group on acquistion (11,802) 

(b) Discontinuing operation 

The effect of disposal of the logistic business on the financial position of the Group was as follows: 

RM’000 

Property, plant and equipment 99,571 

Long term investments 221 

Inventories 84 

Receivables, deposits and prepayments 23,301 

Deposits, bank and cash balances 1,178 

Payables (25,041) 

Current tax liabilities (6) 

Hire purchase and lease creditors (10,235) 

Bank overdraft (7,115) 

Borrowings (24,566) 

Post-employment benefit obligations (1,267) 

Net assets 56,125 

Reclassification from shareholders’ equity: 

- Reserve on consolidation reserve (356) 

Minority interest (80) 

Net disposal consideration (62,090) 

Gain on disposal before and after tax (6,401) 

The cash flow on disposal is determined as follows: 

Consideration from disposal 64,158 

Expenses directly attributable to the disposal, paid in cash (2,068) 

Net disposal consideration 62,090 

Disposal consideration received by shares (64,158) 

Net disposal proceeds (2,068) 

Cash and cash equivalents of business disposed 5,937 

Net cash inflow on disposal 3,869 


101



4. Revenue 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Sale of goods 480,805 - - - 

Logistics and related services: 

- sales to external customers 24,970 112,120 - - 

- sales to subsidiary companies - - 6,203 19,984 

Royalties 5,299 - - - 

511,074 112,120 6,203 19,984 

5. Staff costs 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Wages, salaries and bonus 89,609 11,360 1,036 1,512 

Defined contribution retirement plan 22,395 1,304 124 173 

Define benefit retirement plan 1,030 248 - - 

Other employee benefits 4,823 - - - 

117,857 12,912 1,160 1,685 

Staff costs as shown above, include the remuneration of Executive Directors. 

6. Directors’ remuneration 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Non-executive Directors 

Fee 311 241 190 240 

Executive Directors: 

Salaries and bonuses 652 166 652 166 

Defined contribution retirement plan 78 - 78 - 

Estimated monetary value of benefits-in-kind - 7 - 7 

1,041 414 920 413 




7. Profit/(loss) from operations 

(a) Profit/(loss) from operations is arrived at after inclusion of the following charges/ (credits): 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

After charging/(crediting): 

Auditors’ remuneration 873 70 20 21 

Rental of land land buildings 8,235 613 - - 

Hire of plant and machinery 603 - - - 

Loss on disposal of property, plant and equipment 49 143 - 141 

Allowance for doubtful debts 399 2,335 1 5,154 

External logistics, outward freight and packaging 35,390 - - - 

Sales promotion 17,347 - - - 

Impairment loss of property, plant and equipment - 18,521 - 13,522 

Haulage contractor costs 3,596 16,571 - - 

Transportation costs 5,468 26,248 432 1,851 

Net exchange losses/ (gains): 

- unrealised 1,526 - - - 

- realised (2,807) - - - 

Gain on disposal of property, plant and equipment (269) (2,375) (196) (2,300) 

Interest income (1,978) - (26) (2,654) 

Rental income - (1,356) - (2,560) 

Allowance for doubtful debts written back - (84) - (80) 

The amount of research and development expenses that has been charged to the consolidated income 

statement for the financial year amounted to RM10,739,000 (2004: Nil). 

8. Taxation 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Current tax 

- Malaysian tax 98 2 98 - 

- Foreign tax 7,778 - - - 

7,876 2 98 - 

Deferred tax (10,076) (5,159) (5,899) (4,962) 

Share of tax of associates 3,989 - - - 

1,789 (5,157) (5,801) (4,962) 

Prior year’s taxation: 

Income tax under provided 117 - - - 

1,906 (5,157) (5,801) (4,962) 


103



8. Taxation (cont’d) 

Tax reconciliation between the average effective tax rate and the Malaysian tax rate is as follows: 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Malaysian tax rate of 28% 18,637 (6,758) 1,357 (5,140) 

Tax effect: 

- different tax regime (517) - - - 

- expenses not deductible for tax purposes 1,470 846 3,706 578 

- income not subject to tax (13,445) (1,443) (5,825) - 

- current year’s tax losses not recognised 130 1,614 - - 

- Unrecognised temporary differences 1,196 2,179 - 1,195 

- Previously unrecognised tax losses (495) - - - 

- credited from revaluation reserve (148) (1,595) - (1,595) 

- deferred tax reversed on disposal of business (5,039) - (5,039) - 

- Under/(over) accrual in prior years (net) 117 - - - 

1,906 (5,157) (5,801) (4,962) 

Tax savings during the financial year due to the recognition of previously unrecognised tax losses amounted to 

RM495,000 (2004: Nil). 

9. Earning/(loss) per share 

(a) Basic earnings/(loss) per share: 

Group 

2005 2004 

Net profit/(loss) for the year (RM’000) 55,036 (18,917) 

Weighted average number of ordinary shares in issue (’000) 123,544 46,667 

Basic earnings/(loss) per share (sen) 44.55 (40.54) 

(b) Fully diluted earnings/(loss) per share: 

Group 

2005 2004 

RM’000 RM’000 

Net profit/(loss) for the year 55,036 (18,917) 

Elimination of interest expense on ICULS, net of tax effect 266 - 

Elimination of interest expense on RCULS, net of tax effect 2,835 - 

Net profit/(loss) for the year 58,137 (18,917) 

’000 ’000 

Weighted average number of ordinary shares in issue 123,544 46,667 

Adjustment for ICULS 37,857 - 

Adjustment for RCULS 57,474 - 

218,875 46,667 

Fully diluted earnings/(loss) per share (sen) 26.56 (40.54) 

Comparative earnings per share has been restated to take into account the effect of the bonus issue in the 

current financial year. 




10. Dividends 

Group and Company 

2005 

Gross Amount of Amount of 

dividend, dividend, dividend, 

per share gross net of tax 

Sen RM’000 RM’000 

First interim dividend, paid on 30 September 2005 7.5 11,753 8,462 

Second interim dividend, paid on 3 January 2006 4.5 7,055 5,080 

12.0 18,808 13,542 

Proposed final dividend 6.0 9,910 7,135 

Total dividends 18.0 28,718 20,677 

At the forthcoming Annual General Meeting, the final dividend in respect of the financial year ended 31 

December 2005 of 6 sen less 28% tax (2004: Nil) per ordinary share of RM1.00 each amounting to RM7.1 million 

(2004: Nil) will be proposed for shareholders’ approval. These financial statements do not reflect this final 

dividend which will be accrued as a liability upon approval by shareholders. 

The Directors did not recommend any dividend for the financial year ended 31 December 2004. 

11. Property, plant and equipment 

Office 

Buildings, Machinery equipment, 

Long term Short term site office Transport, and furniture Capital 

Freehold leasehold leasehold and warehouse technical and Motor work-inland 

land land storage equipment equipment fittings vehicles progress Total 

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 

GROUP 

Net book value 

At 1 January 2005 258 19,916 5,351 25,771 48,176 - 1,774 221 2,163 103,630 

Acquisition of subsidiaries 21,571 - - 72,459 - 60,484 55,221 823 2,939 213,497 

Acquisition of business - - - - - 126 160 - - 286 

Additions - - - 403 4 5,024 6,852 517 1,598 14,398 

Disposal of business - (19,870) (5,295) (25,387) (44,989) - (1,678) (190) (2,162) (99,571) 

Disposals - - - - - (6) (82) (38) - (126) 

Write off - - - - - - (2) - - (2) 

Transfer - - - - - 58 645 - (703) - 

Depreciation - (46) (56) (2,637) (3,191) (6,592) (6,219) (290) - (19,031) 

Currency translation difference 254 - - 6 - (1,401) (2,153) (16) (144) (3,454) 

At 31 December 2005 22,083 - - 70,615 - 57,693 54,518 1,027 3,691 209,627 


Cost 21,825 - - 104,398 - 162,388 127,856 2,262 3,691 422,420 

Valuation 320 - - - - - - - - 320 

Accumulated depreciation - - - (33,783) - (104,695) (73,338) (1,235) - (213,051) 

Accumulated impairment losses (62) - - - - - - - - (62) 

Net book value 22,083 - - 70,615 - 57,693 54,518 1,027 3,691 209,627 


105



11. Property, plant and equipment (cont’d) 

Office 

Buildings, Machinery equipment, 

Long term Short term site office Transport, and furniture Capital 

Freehold leasehold leasehold and warehouse technical and Motor work-inland 

land land storage equipment equipment fittings vehicles progress Total 

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 


Cost - - - 1,051 177,126 - 12,600 1,125 2,163 194,065 

Valuation 320 25,281 7,090 34,479 - - - - - 67,170 

Accumulated depreciation - (586) (455) (3,576) (117,391) - (10,400) (851) - (133,259) 

Accumulated impairment losses (62) (4,779) (1,284) (6,183) (11,559) - (426) (53) - (24,346) 

Net book value 258 19,916 5,351 25,771 48,176 - 1,774 221 2,163 103,630 

Office 

Buildings, 

equipment, 

Long term site office Transport, furniture Capital 

Freehold leasehold and warehouse and Motor work-inland 

land storage equipment fittings vehicles progress Total 

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 

COMPANY 


At1 January 2005 258 14,946 15,681 48,039 1,018 148 2,002 82,092 

Additions - - - 4 - 123 - 127 

Disposals - (14,899) (15,298) (45,293) (913) (117) (2,002) (78,522) 

Write off - - - - (2) - - (2) 

Depreciation - (47) (383) (2,750) (103) (37) - (3,320) 

At 31 December 2005 258 - - - - 117 - 375 


Cost - - - - - 123 - 123 

Valuation 320 - - - - - - 320 

Accumulated depreciation - - - - - (6) - (6) 

Accumulated impairment losses (62) - - - - - - (62) 

Net book value 258 - - - - 117 - 375 


Cost - - 585 155,423 7,708 726 2,002 166,444 

Valuation 320 18,914 20,279 - - - - 39,513 

Accumulated depreciation - (382) (1,421) (95,858) (6,446) (542) - (104,649) 

Accumulated impairment losses (62) (3,586) (3,762) (11,526) (244) (36) - (19,216) 

Net book value 258 14,946 15,681 48,039 1,018 148 2,002 82,092 




11. Property, plant and equipment (cont’d) 

(a) The freehold land of a subsidiary has been charged for banking facilities granted as disclosed in note 20 

and 24 in the financial statements. 

(b) Net book value of assets under hire purchase and finance lease agreements: 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Transport, warehouse equipment - 35,464 - 35,464 

Office equipment, furniture and fittings - 11 - 11 

Motor vehicles - 168 - 97 

- 35,643 - 35,572 

(c) 

Net book value of revalued property, plant and equipment had these assets been carried at cost less 

accumulated depreciation: 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Freehold land - 180 - 180 

Long term leasehold land - 20,920 - 13,446 

Short term leasehold land - 11,000 - - 

Buildings, site office and storage - 41,092 - 29,087 

- 73,192 - 42,713 

12. Intangible assets 

Development 

Goodwill Trademarks cost Total 

RM’000 RM’000 RM’000 RM’000 

GROUP 


Acquisition of subsidiaries 63,706 17,977 2,242 83,925 

Acquisition of business 15,349 - - 15,349 

Additions - - 900 900 

Amortisation - - (563) (563) 

Currency translation difference (3,266) (1,652) (216) (5,134) 

At 31 December 2005 75,789 16,325 2,363 94,477 


Cost 75,789 16,325 4,581 96,695 

Accumulated amortisation - - (2,218) (2,218) 

Net book value 75,789 16,325 2,363 94,477 

There were no intangible assets in the previous financial year. 


107



13. Subsidiaries 

Company 

2005 2004 

RM’000 RM’000 

Quoted shares, at cost 131,356 - 

Unquoted shares at cost 18,608 642 

Accumulated impairment losses - (210) 

149,964 432 

Market value of quoted shares 275,422 - 

Name of company Country of Effective Principal 

Incorporation Percentage of Activities 

Ownership 

2005 

Direct subsidiary 

Pelikan Holding AG Switzerland 87.64 * Investment 

(listed on Zurich Stocks Exchange) 

holding 

Pelikan Japan K.K. Japan 96.91 * Distribution of 

stationeries 

and office products 

Indirect subsidiaries 

Pelikan Faber-Castell (Schweiz) AG Switzerland 65.73 * Distribution of 

stationeries 

and office products 

Günther Wagner SA Switzerland 87.64 * Dormant 

Pelikan GmbH Germany 87.64 * Investment 

holding/service, 

real property 

Pelikan Vertriebsgesellschaft Germany 87.64 * Distribution of 

mbH & Co. KG 

stationeries and 

office products 

Pelikan PBS-Produktionsgesellschaft Germany 87.64 * Production of 

mbH & Co. KG 



Kreuzer Produktion + Vertrieb GmbH Germany 87.64 * Dormant 

Pelikan PBS-Produktion Germany 87.64 * Dormant 

Verwaltungs-GmbH 

Pelikan Vertrieb Verwaltungs-GmbH Germany 87.64 * Dormant 

Pelikan Verwaltungs-GmbH Germany 87.64 * Dormant 




13. Subsidiaries (cont’d) 



Ownership 

Pelikan Italia S.p.a. Italy 87.64 * Distribution of 



Pelikan Benelux N.V./ S.A. Belgium 87.64 * Distribution of 



Pelikan Hellas E.P.E. Greece 87.64 * Distribution of 



Pelikan S.A. Spain 87.64 * Distribution of 


office supplies 

Pelikan Austria Ges.m.b.H. Austria 87.64 * Investment holding 

G. Wagner Pelikan Maatschappij B.V. Netherlands 87.64 * Investment holding/ 

service, real 

property 

Productos Pelikan S.A. de C.V. Mexico 42.94 * Production and 

distribution of 



Pelikan, Inc. USA 87.64 * Dormant 

Pelikan Asia Sdn. Bhd. Malaysia 87.64 * Production and 




2004 

Direct subsidiaries 

Diperdana Kontena Sdn Bhd Malaysia 100.00 * Logistics and related 

services 

Diperdana Selatan Sdn Bhd Malaysia 100.00 * Logistics and related 

services 

Diperdana Utara Sdn Bhd Malaysia 100.00 * Logistics and related 

services 

Diperdana Terminal Services Sdn Bhd Malaysia 97.00 * Logistics and related 

services 

Diperdana Indah Sdn Bhd Malaysia 100.00 * Dormant 

Diperdana Logistics Sdn Bhd Malaysia 100.00 * Dormant 

Diperdana Realty Sdn Bhd Malaysia 100.00 * Dormant 

Diperdana Engineering Sdn Bhd Malaysia 100.00 * Dormant 

* Financial statements of subsidiaries as at 31 December 2005 not audited by Ong Boon Bah & Co. 


109



14. Investments in associates 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Quoted shares, at cost 64,158 - 64,158 - 

Unquoted shares, at cost 21,158 - - - 

Share of post acquisition reserves 8,156 - - - 

Currency translation differences (2,017) - - - 

91,455 - 64,158 - 

Group’s share of net assets 91,455 - - - 

Market value of quoted shares 20,500 - 20,500 - 

The quoted shares have not been adjusted to their market value on the basis that the underlying net assets per 

share are above their market price. 

The associated companies are: 



Ownership 

Direct associates 

Konsortium Logistik Berhad Malaysia 20.77 * Logistics and related 

(listed on Bursa Malaysia 

services 

Securities Berhad) 

Indirect associates 

Columbia Pelikan PTY Limited Australia 35.06 * Production and 




Faber-Castell Pelikan Austria GmbH Austria 43.82 * Distribution of 



Indistri S.A. Colombia 17.53 * Production and 




QUADRIGA plus GmbH Germany 21.91 * Dormant 

Henkel-Pelikan Office Products Ltd. Greece 42.94 * Distribution of 



Artof C.A. Venezuela 21.91 * Dormant 

* Financial statements of associated companies as at 31 December 2005 not audited by Ong Boon Bah & Co. 




15. Long term investments 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Shares at cost in quoted corporation 2,539 - - - 

Shares at cost in an unquoted corporation 52 1 - - 

Corporate club membership, at cost - 220 - 220 

2,591 221 - 220 

Market value of quoted shares 2,555 - - - 

16. Pension Trust Fund 


2005 2004 

RM’000 RM’000 

Current 26,130 - 

Non-current 187,770 - 

213,900 - 

Pursuant to the Acquisitions of Pelikan (Note 3), part of the defined benefits retirement plans of the PHAG 

Group in Germany (“Removable Pension Liabilities”) is funded by a Pension Trust Fund created for this purpose, 

whilst the Company is assuming the balance of the said Removable Pension Liabilities fixed in Ringgit Malaysia 

as at the completion date of the Acquisitions of Pelikan. If the assets in the Pension Trust Fund are capable of 

paying the entire Removable Pension Liabilities, the Removable Pension Liabilities assumed by the Company 

will be relinquished. 

Liabilities funded by Pension Trust Fund 176,969 - 

Liabilities assumed by the Company 65,087 - 

242,056 - 

Other post employment benefit obligationsof the Group 27,859 - 

Total post employment benefit obligations 269,915 - 

As at 31 December 2005, the value of the Pension Trust Fund was RM267.182 million as compared to the 

liabilities assumed by the Pension Trust Fund of RM176.969 million and the liabilities assumed by the Company 

of RM65.087 million. 


111



17. Deferred tax assets/(liabilities) 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Deferred tax assets 11,159 - 2,380 - 

Deferred tax liabilities 

- subject to income tax (2,753) (5,887) (2,408) (5,887) 

- subject to capital gains tax (4,424) (7) - (7) 

(7,177) (5,894) (2,408) (5,894) 

3,982 (5,894) (28) (5,894) 

At 1 January (5,894) (11,053) (5,894) (10,856) 

Acquisition of subsidiaries 828 - - - 

Credited/ (charged) to income statement - - - - 

- tax losses 1,181 - - - 

- property, plant and equipment 6,422 6,538 5,894 5,345 

- inventories 2,211 - - - 

- others 262 (1,379) 5 (383) 

10,076 5,159 5,899 4,962 

Currency translation differences (995) - - - 

Deferred tax on ICULS/RCULS (33) - (33) - 

At 31 December 3,982 (5,894) (28) (5,894) 

Subject to income tax: 

Deferred tax assets 

Tax losses 7,957 - - - 

ICULS/ RCULS 2,380 - 2,380 - 

Others 822 - - - 

11,159 - 2,380 - 

Deferred tax liabilities: 

Property, plant and equipment (1,486) (5,887) - (5,887) 

ICULS/ RCULS (2,408) - (2,408) - 

Others 1,141 - - - 

(2,753) (5,887) (2,408) (5,887) 

Subject to capital gains tax: 

Deferred tax liabilities: 

Property, plant and equipment (4,424) (7) - (7) 

The tax effect of the amount of unutilised tax losses, capital allowances and deductible temporary differences 

on property, plant and equipment for which no deferred tax asset is recognised in the balance sheet are as 

follows: 

Deductible temporary differences - 3,516 - 1,367 

Unutilised tax losses and capital allowances 422,087 8,353 - 2,981 




18. Inventories 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

At cost 

Raw materials 14,876 - - - 

Work in progress 26,436 - - - 

Finished goods 73,515 - - - 

Consumable inventories - 115 - - 

114,827 115 - - 

At net realisable value 

Finished goods 22,014 - - - 

136,841 115 - - 

19. Receivables, deposits & prepayments 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Trade receivables 126,850 28,667 - 1,286 

Allowance for doubtful debts (4,219) (7,806) - (1,286) 

122,631 20,861 - - 

Amounts receivables from: 

- Subsidiaries - - 4,035 36,064 

- Holding company 29,729 - - - 

- Associates 5,869 - 3,698 - 

- Others 8,335 2,007 22 986 

Prepayments 976 493 - 114 

Sundry deposits 184 1,425 - 1,305 

167,724 24,786 7,755 38,469 

The currency exposure profile of receivables, deposits and prepayments is as follows: 

- Ringgit Malaysia 12,474 24,786 7,755 38,469 

- Euro 98,745 - - - 

- Swiss Franc 28,007 - - - 

- Mexican Peso 11,558 - - - 

- Japanese Yen 7,638 - - - 

- US Dollar 9,302 - - - 

167,724 24,786 7,755 38,469 

The fair values of trade and other receivables closely approximate their book value. 

Credit terms offered by the Group in respect of trade receivables range from 30 – 110 days (2004: no credit to 

90 days) from date of invoices. 


113



20. Cash and cash equivalents 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Deposits with licensed banks 8,038 - 5,800 - 

Bank and cash balances 34,094 1,364 770 1 

Deposits, bank and cash balances 42,132 1,364 6,570 1 

Bank overdrafts (note 24) (20,026) (6,373) - (5,046) 

22,106 (5,009) 6,570 (5,045) 

Interest rate per annum of deposits and bank overdrafts that was effective as at balance sheet date were as 

follows: 

Group 

Company 

2005 2004 2005 2004 

% % % % 

Deposits with licensed banks 2.10 - 2.80 - 2.10 - 2.80 - 

The weighted average effective interest rates per annum of deposits and bank overdrafts are as follows: 

Group 

Company 

2005 2004 2005 2004 

% % % % 

Deposits with licensed banks 2.20 - 2.30 - 

The deposits of the Group and Company as at 31 December 2005 have maturity periods ranging between 

overnight and one month. 

Bank balances of the Group and Company are held at call. 

The currency exposure profile of cash and cash equivalents is as follows: 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

- Ringgit Malaysia 7,079 (5,009) 6,570 (5,045) 

- Euro (11,990) - - - 

- Swiss Franc 3,515 - - - 

- Mexican Peso 12,637 - - - 


- US Dollar 9,245 - - - 

22,106 (5,009) 6,570 (5,045) 




21. Payables 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Trade payables 47,149 14,087 - 382 

Amounts payable to: 

- Subsidiaries - - 5,969 586 

- Associates 1,298 - - - 

- Other payables 30,022 9,523 7,381 4,307 

Accruals: 

- Staff costs 13,737 - 717 - 

- Bonus to customers 9,618 - - - 

- ICULS/RCULS interest 4,290 - 4,290 - 

Deposits received - 2,861 - 139 

Dividends payable 5,080 - 5,080 - 

111,194 26,471 23,437 5,414 

The fair values of trade and other receivables closely approximate their book value. 

Credit terms of trade payables granted to the Group and Company vary from no credit to 90 days (2004: no 

credit to 90 days). Amounts payable to subsidiaries and associates are unsecured, interest free and repayable 

within one year. 

The currency exposure profile of receivables, deposits and prepayments is as follows: 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

- Ringgit Malaysia 21,507 26,471 23,437 5,414 

- Euro 70,752 - - - 

- Swiss Franc 3,791 - - - 

- Mexican Peso 8,427 - - - 


- US Dollar 5,033 - - - 

111,194 26,471 23,437 5,414 

22. Post employment benefit obligations 

The Group operates mainly an unfunded final salary defined benefits retirement plans for its employees in 

Germany. The latest actuarial valuations of the plans in Germany were carried out in 2005. 

Group 

Removable Pension Liabilities 2005 2004 

Funded by Assumed 

Pension by the 

Trust Fund Company Others Total 

RM’000 RM’000 RM’000 RM’000 RM’000 

Current 13,658 - 1,171 14,829 - 

Non-current 163,311 65,087 26,688 255,086 1,223 

176,969 65,087 27,859 269,915 1,223 


115



22. Post employment benefit obligations (cont’d) 

Pursuant to the Acquisitions of Pelikan (Note 3), part of the defined benefits retirement plans of the PHAG 

Group in Germany (“Removable Pension Liabilities”) is now funded by the Pension Trust Fund created for this 

purpose, whilst the Company is assuming the balance of the said Removable Pension Liabilities fixed in Ringgit 

Malaysia as at the completion date of the Acquisitions of Pelikan. If the assets in the Pension Trust Fund are 

capable of paying the entire Removable Pension Liabilities, the Removable Pension Liabilities assumed by the 

Company will be relinquished. 

The movements during the financial year in the amounts recognised in the the consolidated balance sheet are 

as follows: 

Group 

Removable Pension Liabilities 2005 2004 

Funded by Assumed 

Pension by the 

Trust Fund Company Others Total 

RM’000 RM’000 RM’000 RM’000 RM’000 

At 1 January - - 1,223 1,223 1,028 

Acquisition of subsidiaries 212,647 65,087 29,891 307,625 - 

Expenses charged to income stmt 10,026 - 1,030 11,056 248 

Disposal of business - - (1,267) (1,267) - 

Utilised during the year (20,647) - (410) (21,057) (53) 

Currency translation difference (25,057) - (2,608) (27,665) - 

At 31 Dec 176,969 65,087 27,859 269,915 1,223 

Company 

2005 2004 

RM’000 RM’000 

Current - - 

Non-current - 2 

- 2 

At 1 January 2 2 

Disposal of business (2) - 

At 31 December - 2 

The amount recognised in the consolidated balance sheet may be analysed as follows: 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Present value of funded obligations 1,487 - - - 

Fair value of plan assets (483) - - - 

Status of funded plan 1,004 - - - 

Present value of unfunded obligations 294,472 1,409 - 2 

Unrecognised actuarial losses (26,798) (26) - - 

Unrecognised transitional liabilities - (160) - - 

Unrecognised past service cost 1,237 - - - 

269,915 1,223 - 2 




22. Post employment benefit obligations (cont’d) 

The expense recognised in the consolidated income statement may be analysed: 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Current service cost 171 110 - - 

Interest cost 10,816 85 - - 

Amortisation of transitional liability 13 53 - - 

Expected return on plan assets (3) - - - 

Unrecognised past service cost 59 - - - 

Total included in staff costs 11,056 248 - - 

The principal actuarial assumptions used in respect of the Group’s defined benefit plans were as follows: 

Group 

Company 

2005 2004 2005 2004 

% % % % 

Discount rate 4.25 7.00 - 7.00 

Expected return on plan assets 5.00 - - - 

Expected rate of salary increases 2.50 5.00 - 5.00 

23. Provisions 

Group 

Employee related 

Warranty benefits Total 

RM’000 RM’000 RM’000 

Acquisition of business 1,725 25,606 27,331 

Charged to income statement 403 4,019 4,422 

Utilised during the year - (5,644) (5,644) 

Currency translation differences (176) (2,104) (2,280) 

At 31 December 2005 1,952 21,877 23,829 

Current 1,343 3,170 4,513 

Non-current 609 18,707 19,316 

1,952 21,877 23,829 


117



24. Borrowings 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Current 

Revolving credits 1,344 22,200 - 22,200 

Discounted bills 3,271 - - - 

Short term loans 11,187 - - - 

Bank overdraft 20,026 6,373 - 5,046 

Hire purchase and lease payables - 7,648 - 7,623 

Term loans - 3,069 - 3,069 

35,828 39,290 - 37,938 

Non-current 


Term loans - 1,144 - 1,144 

- 6,017 - 5,996 

Total 

Revolving credits 1,344 22,200 - 22,200 

Discounted bills 3,271 - - - 

Short term loans 11,187 - - - 

Bank overdraft 20,026 6,373 - 5,046 


Term loans - 4,213 - 4,213 

35,828 45,307 - 43,934 

Range of fixed and floating interest rate per annum: 

Group 

Company 

2005 2004 2005 2004 

% % % % 

Revolving credit (secured) - 5.15 - 9.50 - 5.15 - 9.50 

Revolving credit (unsecured) 4.78 - - - 

Discounted bills (secured) 3.75 - 8.25 - - - 

Short term loans (secured) 4.44 - - - 

Short term loans (unsecured) 3.35 - - - 

Bank overdraft (secured) 3.10 - 6.50 - - - 

Bank overdraft (unsecured) 3.15 - 6.25 5.15 - 9.50 - 5.15 - 9.50 

Hire purchase and lease payables (secured) - 5.00 - 5.00 

Term loans (secured) - 7.28 - 8.75 - 7.28 - 8.75 




24. Borrowings (cont’d) 

Contractual terms of borrowings: 

Group 

Weighted 

average 

Total 

effective Functional carrying Maturity profile 

interest rate currency amount < 1 year 1 – 5 years 

% RM’000 RM’000 RM’000 

2005 

Unsecured 

Revolving credits 4.78 Euro 1,344 1,344 - 

Short term loans 3.35 Euro 4,473 4,473 - 

Bank overdraft 3.21 Euro 6,014 6,014 - 

11,831 11,831 - 

Secured 

Short term loans 4.44 Euro 6,714 6,714 - 

Discounted bills 5.26 Euro 3,271 3,271 - 

Bank overdraft 3.51 Euro 14,012 14,012 - 

23,997 23,997 - 

35,828 35,828 - 

2004 

Unsecured 

Bank overdraft 8.05 RM 6,373 6,373 - 

Secured 

Revolving credits 6.89 RM 22,200 22,200 - 

Hire purchase and lease payables 5.00 RM 12,521 7,648 4,873 

Term loans 8.54 RM 4,213 3,069 1,144 

38,934 32,917 6,017 

45,307 39,290 6,017 

Discounted bills are secured by way of fixed and floating charges over subsidiaries’ receivables. Short term loans 

are secured over the freehold land of a subsidiary.The secured bank overdrafts are secured by way of fixed and 

floating charges over the subsidiaries’ receivables and freehold land. 


119



24. Borrowings (cont’d) 

Contractual terms of borrowings: 

Company 

Weighted 

average 

Total 

effective Functional carrying Maturity profile 

interest rate currency amount < 1 year 1 – 5 years 

% RM’000 RM’000 RM’000 

2004 

Secured 

Revolving credits 6.89 RM 22,200 22,200 - 

Bank overdraft 8.05 RM 5,046 5,046 - 

Hire purchase and lease payables 5.00 RM 12,475 7,623 4,852 

Term loans 8.54 RM 4,213 3,069 1,144 

43,934 37,938 5,996 

Hire purchase and lease payables: 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 

Minimum hire purchase and lease payment: 

- Not later than 1 year - 7,937 - 7,912 

- Later than 1 year and not later than 2 years - 5,348 - 5,323 

- Later than 2 years and not later than 5 years - 324 - 324 

- 13,609 - 13,559 

Future finance charges on hire purchase and lease payables - (1,088) - (1,084) 

- 12,521 - 12,475 

Present value of hire purchase and lease payables: 

- Not later than 1 year - 7,648 - 7,623 

- Later than 1 year and not later than 2 years - 4,230 - 4,219 

- Later than 2 years and not later than 5 years - 643 - 633 

- 12,521 - 12,475 

The fair values of hire purchase and lease creditors at balance sheet date were as follows: 

Group 

Company 

2005 2004 2005 2004 

RM’000 RM’000 RM’000 RM’000 


The above fair values are determined based on future contracted cash flows discounted at current market 

interest rates available for similar financial instruments. 




25. Irredeemable Convertible Unsecured Loan Stocks (“ICULS”) and Redeemable Convertible Unsecured Loan 

Stocks (“RCULS”) 

On 8 April 2005, the Company issued 98,900,000 5-year 3% ICULS at a nominal value of RM1.00 each and 

115,000,000 5-year 3% RCULS at a nominal value of RM1.00 each. The ICULS and RCULS are constituted by the 

Trust Deeds dated 5 April 2005 entered into between the Company and the trustee, AmTrustee Berhad. The 

salient features of the ICULS/RCULS are set out below:- 

(i) 

The ICULS/ RCULS bear interest at 3% per annum payable annually on 8 April calculated in respect of the 

period commencing from date of the issue of ICULS/ RCULS on 8 April 2005. 

(ii) The registered holders of the ICULS/ RCULS have the option at any time from issue date on 8 April 2005 till 

8 April 2010 (“Maturity Date”) to convert the ICULS/ RCULS into new ordinary shares in the Company at 

RM1.50 nominal amount of the ICULS/ RCULS respectively per ordinary share of RM1.00 each (hereinafter 

referred to as “Conversion Price”). The Conversion Price will be subject to adjustment under certain 

circumstances in accordance with the provision of the Trust Deeds dated 5 April 2005. Such circumstances 

being a change in the par value of the shares, a bonus issue, a capital distribution, a rights issue, and an 

issue of shares by the Company where the total effective consideration for each share is less than 90% of 

the current market price for each share. 

(iii) Any outstanding ICULS will automatically be converted into new ordinary shares by the Company on 8 April 

2010 at the conversion mode stated in (ii). The ICULS will not redeemable by the Company in cash. 

(iv) Unless otherwise converted, the Company shall redeem all outstanding RCULS in cash at 100% of their 

nominal value on the Maturity Date. There shall be no early redemption of the RCULS. However, the RCULS 

shall immediately be repayable if the Company does not comply with the terms of payment under the Trust 

Deeds constituting the RCULS subject to any applicable grace periods or cure period therein. 

(v) The ICULS/ RCULS shall be direct, unsecured and unconditional obligations of the Company and shall rank 

pari passu in all respects, without priority amongst the respective holders and with all other present and 

future unsecured and unsubordinated obligations of the Company from time to time outstanding, but shall 

be subordinated to all other obligations and liabilities of the Company which are preferred solely by the 

laws of Malaysia. 

In the event that the Company is liquidated, all conversion rights which have not been exercised, shall lapse 

and the ICULS/ RCULS will become due and payable. The holders of the ICULS/ RCULS shall not have any 

rights to participate in any distributions and/or offers of further securities to be made by the Company 

unless otherwise resolved by the Company in general meeting. 

(vi) The new shares allotted and issued upon conversion of the ICULS/ RCULS will be considered as fully paidup 

and shall rank pari passu in all respects with the existing ordinary shares of the Company, except that 

they will not be entitled to any dividends, rights, allotments and/or any other distributions that may be 

declared, made or paid, the entitlement date of which is prior to the allotment date of such new shares. 

(vii) The ICULS/RCULS are listed on the Bursa Malaysia Securities Berhad. 

(viii)The RCULS are rated by Rating Agency Malaysia Berhad with a long term rating of A2. A rating of “A” 

denotes adequate safety for timely payment of interest and principal. However, it is more susceptible to 

changes in circumstances and economic conditions than debts in higher rated categories. The subscript “2” 

indicates a mid ranking. 


121



25. Irredeemable Convertible Unsecured Loan Stocks (“ICULS”) and Redeemable Convertible Unsecured Loan 

Stocks (“RCULS”) (cont’d) 

The ICULS and RCULS recognised in the balance sheet are as follows: 

ICULS RCULS Total 

RM’000 RM’000 RM’000 

Face value issued on 8 April 2005 98,900 115,000 213,900 

Equity conversion component (89,651) (7,170) (96,821) 

Deferred tax asset/ (liability) 3,597 (2,788) 809 

Liability component on initial recognition 12,846 105,042 117,888 

Interest expense liability (1,704) (2,586) (4,290) 

Conversion of ICULS/ RCULS during the financial year (3,387) 331 (3,056) 

Interest expense 370 3,936 4,306 

Deferred tax income/ (expense) 374 (379) (5) 

At 31 December 2005 8,499 106,344 114,843 

Current 2,086 3,166 5,252 

Non-current 6,413 103,178 109,591 

8,499 106,344 114,843 

Interest expense on the ICULS/ RCULS is calculated on the effective yield basis by applying the interest rate of 

5% per annum. 

26. Share capital 


2005 2004 

RM’000 RM’000 

Authorised: 

Ordinary shares of RM1.00 each 500,000 500,000 

Issued and fully paid: 

Ordinary shares of RM1.00 each 

At 1 January 35,000 35,000 

Issued during the financial year 

- bonus issue 11,667 - 

- acquisition of subsidiaries 96,707 - 

- exercise of ICULS 15,458 - 

- exercise of RCULS 35 - 

At 31 December 158,867 35,000 

On 1 April 2005, the Company made a bonus issue of 11,666,666 new ordinary shares of RM1.00 each on the 

basis of one (1) new share for every three (3) existing shares held. 

Following the completion of the corporate exercise, the following shares were issued as partial discharge of 

purchase consideration for Pelikan Holding AG and Pelikan Japan KK: 




26. Share capital (cont’d) 

On 8 April 2005, 

(i) 

93,214,213 new ordinary shares of RM1.00 each in the Company at an issue price of RM1.50 per share; 

(ii) RM98,900,000 nominal value of 3% Irredeemable Convertible Unsecured Loan Stocks (“ICULS”) in the 

Company, issued at 100% of the nominal value of RM1.00 each; 

(iii) RM115,000,000 nominal value of 3% Redeemable Convertible Unsecured Loan Stocks (“RCULS”) in the 

Company, issued at 100% of the nominal value of RM1.00 each. 

On 5 May 2005, 3,493,280 new ordinary shares of RM1.00 each in the Company at an issue price of RM1.50 per 

share. 

During the year, 15,492,851 new ordinary shares of RM1.00 each were issued by the Company by virtue of the 

conversion of ICULS and RCULS at the conversion price of RM1.50 per share. The shares rank pari passu in all 

respects with the existing ordinary shares of the Company. 

27. Revaluation and other reserves 

Currency 

Revaluation Reserve on translation 

reserve consolidation differences ICULS RCULS Total 

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 

At 1 January 2004 5,825 356 - - - 6,181 

Impairment loss (5,825) - - - - (5,825) 

Loss not recognised in 

income statement (5,825) - - - - (5,825) 

At 31 December 2004 - 356 - - - 356 

Release on disposal of business - (356) - - - (356) 


- acquisition of subsidiaries - - - 89,651 7,170 96,821 

Exercise of ICULS - - - (21,016) - (21,016) 

Exercise of RCULS - - - - (4) (4) 

Currency translation differences - - 3,074 - - 3,074 

Gain not recognised 

in income statement - - 3,074 - - 3,074 

As at 31 December 2005 - - 3,074 68,635 7,166 78,875 

28. Retained earnings 

There are sufficient Section 108 tax credit under Section 108 of the Income Tax Act, 1967 to frank the payment 

of dividends out of all its retained earnings as at 31 December 2005. In addition, the Company has tax exempt 

account available to frank tax exempt dividends amounting to approximately RM15 million (2004: RM15 

million) as at 31 December 2005, subject to the agreement by the Inland Revenue Board. 


123



29. Comparative figures 

Due to change in business activities in the current financial year, comparatives have been reclassified to conform 

with current year presentation. 

30. Capital commitments 


2005 2004 

RM’000 RM’000 

Capital commitments authorised and contracted for: 

Property, plant and equipment 2,775 - 

31. Non-cancellable operating lease commitments 

Future minimum lease payments: 

Group 

2005 2004 

RM’000 RM’000 

Not later than 1 year 9,993 - 

Later than 1 year and not later than 5 years 30,221 - 

Later than 5 years 2,587 - 

42,801 - 

32. Contingent liabilities 

A claim has been made against the Company in the Industrial Court by some ex-employees of the Company 

alleging that their dismissals were without just cause or excuse and/or in breach of natural justice. The claimants 

pray for reinstatement and/or compensation in lieu thereof for wrongful dismissal, loss of earnings, termination 

benefits, bonus, allowance and payments due to them. The Company is disputing any liability as the claimants 

are not the right party to the said claim. As such, a quantum for contingency liability cannot be reasonably 

ascertained. The hearing at the Industrial Court will be held from 12 to 14 June 2006. 

In relation to the contingent liability of the Company as disclosed above, pursuant to the Sale of Business 

Agreement entered into between Konsortium Logistik Berhad (“KLB”) and the Company dated 16 November 

2001 in respect of the disposal of the entire previous logistics business undertaking of the Group, KLB has 

agreed to assume and undertakes to be responsible for any and all liabilities relating to the previous logistics 

business undertaking disposed, including all liabilities pursuant to any claims, litigation, arbitration, 

prosecution or mediation or other legal proceedings against or involving the Company and relating to the 

business undertaking of the Company being disposed of to KLB, whether made or commenced prior to or on 

the completion date of the disposal of the entire previous logistics business undertaking by the Group to KLB. 

33. Significant related party transactions 

In addition to related party disclosures mentioned elsewhere in the financial statements, recurrent related party 

transactions entered into by the Company and its subsidiaries during the year ended 31 December 2005 are set 

out below. These transactions were carried out on terms, conditions and prices obtainable in transactions with 

unrelated parties. 

2005 2004 

RM’000 RM’000 

Sales of goods to associates: 

- Faber-Castell Pelikan Austria GmbH 7,660 - 

- Pelikan Argentina S.A. 1,668 - 

- Indistri S.A. 140 - 

- Columbia Pelikan PTY Limited 150 - 

Sales of stationeries and office supplies to KLB group 499 - 

Purchase of logistics services from KLB group 218 - 

Rental of buildings from KLB group 160 - 

Sale of data/ video projectors and related office equipment to Geha 1,622 - 




33. Significant related party transactions (cont’d) 

KLB group (Konsortium Logistik Berhad and its subsidiaries) is an associated company of the Group. Loo Hooi 

Keat, a director and major shareholder of PICB, is also a director and shareholder of Konsortium. 

Geha (Geha-Werke GmbH) is a subsidiary of Office Express Network Sdn Bhd. Loo Seow Beng is a director and 

major shareholder of Office Express Network Sdn Bhd. He is the brother of Loo Hooi Keat. 

34. Significant post balance sheet event 

i) On 15 February 2006, the Company had incorporated a new wholly owned subsidiary in Switzerland, 

Pelikan Produktions AG (also can be known as Pelikan Production SA and Pelikan Production Ltd), whereby 

the Company had subscribed for 100 bearer shares of a nominal value of CHF1,000 each at an issue price of 

CHF1,000 per share in Pelikan Produktions AG. The intended principal activities of Pelikan Produktions AG 

are the production and distribution of technical products. On 24 February 2006, Pelikan Produktions AG 

entered into an asset purchase agreement with Pelikan Hardcopy Production AG to purchase fixed assets 

and inventories from Pelikan Hardcopy Production AG for a total consideration of EUR6 million. This 

purchase is in line with the Group’s effort to re-consolidate the PELIKAN brand name after the split of the 

hardcopy division by Pelikan Holding AG through a restructuring exercise more than 10 years ago. Pelikan 

Hardcopy Holding AG group (“Pelikan Hardcopy”) is the largest independent non OEM ("Original 

Equipment Manufacturer") manufacturer and distributor of imaging supplies and printer accessories in 

Europe with a recognized brand name. These products include inkjet, toner, thermal transfer, office media 

and impact cartridges etc. Pelikan Hardcopy operates primarily in Europe and partly in Asia. 

ii) 

On 23 February 2006, the Company proposed to undertake a bonus issue of up to 57,194,813 new ordinary 

shares in the Company (“PICB Shares”), on the basis of one (1) new PICB Share for every five (5) existing 

PICB Shares on a date to be determined and announced later by the Board ("Entitlement Date"). Any 

fractional entitlements arising from the Proposed Bonus Issue shall be dealt with in such manner as the 

Board, in their absolute discretion, deem fit and expedient in the interest of the Company. The Company 

expects to submit the relevant application to the authorities within three (3) months from the date of the 

announcement. The proposed bonus issue is subject to shareholders’ approval in the forthcoming 

extraordinary general meeting of shareholders of the Company. 

iii) On 15 March 2006 the Company entered into a Sale and Purchase Agreement ("SPA") with the relevant 

parties for the acquisition of the remaining 51.03% stake in the Mexican company, Productos Pelikan S.A. 

de C.V. ("Pelikan Mexico") for a total purchase consideration of USD8,500,000 (approximately 

RM32,300,000). The acquisition was completed on 24 March 2006. Pelikan Holding AG, a subsidiary of the 

Company, currently owns 48.97% of Pelikan Mexico. Pelikan Mexico is a subsidiary company of Pelikan 

Holding AG by virtue of management control. With this acquisition, Pelikan Mexico became wholly owned 

by the Group. Pelikan Mexico is one of the Group's profitable operations principally engaged in the 

manufacturing and distribution of PELIKAN products particularly in the Latin America region. The 

acquisition of the remaining 51.03% shares in Pelikan Mexico is a logical move for the Group to further 

expand its market in the American continent. 

iv) 

On 7 April 2006, the Company entered into a Business Purchase Agreement with Pelikan Singapore- 

Malaysia Pte Ltd, a wholly owned subsidiary of PBS Office Supplies Holding Sdn Bhd (formerly known as 

Pelikan Holding Sdn Bhd) (“PBS”) for the acquisition of the entire business operations of Pelikan Singapore- 

Malaysia Pte Ltd Taiwan Branch (“PSM Taiwan”) for a total consideration of RM1,500,000 to be satisfied by 

cash upon completion of the said acquisition. This acquisition is in line with the Securities Commission’s call 

for PBS group to transfer to the Company or terminate all operations of PELIKAN in Malaysia, in connection 

with their sales of Pelikan Holding AG to the Company. The business acquisition also enables the Company 

to have better control over its distribution of products in Taiwan. With a direct ownership, the Company is 

set to provide more effective marketing support to boost market share in Taiwan. 


125


Analysis of Shareholdings as at 28 April 2006 

Authorised Share Capital : RM500,000,000 

Issued And Paid-Up Capital : RM165,163,516 

Class of Shares : Ordinary Shares of RM1.00 each 

Voting Rights : One (1) vote per Ordinary Share 

Statement of Directors’ Shareholdings as at 28 April 2006 

No. of Ordinary Shares held 

Name of Directors Direct % Indirect % 

Interest 

Interest 

1. Loo Hooi Keat 369,800 0.22 62,394,433 # 37.78 

2. Syed Hussin bin Shaikh Al Junid - - - - 

3. Haji Abdul Ghani bin Ahmad - - - - 

4. Tan Sri Musa bin Mohamad - - - - 

Notes: 

# Deemed interested by virtue of substantial shareholdings in PBS Office Supplies Holding Sdn Bhd (formerly known as Pelikan Holding Sdn Bhd) (“PBS”). 

No. of Irredeemable Convertible Unsecured Loan Stock 

(“ICULS”) held 


Interest 

Interest 

1. Loo Hooi Keat - - 65,800,000 # 99.23 




Notes: 

# Deemed interested by virtue of substantial shareholdings in PBS. 

No. of Redeemable Convertible Unsecured Loan Stock 

(“RCULS”) held 


Interest 

Interest 

1. Loo Hooi Keat - - 114,900,000 # 99.98 




Notes: 

# Deemed interested by virtue of substantial shareholdings in PBS. 



Statement of Substantial Shareholders as at 28 April 2006 


Name of Substantial Shareholders Direct % Indirect % 

Interest 

Interest 

1. PBS Office Supplies Holding Sdn Bhd 

(formerly known as Pelikan Holding Sdn Bhd) 

(“PBS”) 49,894,433 30.21 12,500,000* 7.57 

2. Pelikan Singapore-Malaysia Pte Ltd 12,000,000 7.27 - - 

3. Loo Hooi Keat 369,800 0.22 62,394,433** 37.78 

4. Marktrade Sdn Bhd - - 62,394,433** 37.78 

5. Teoh Suat Ean - - 62,394,433 # 37.78 

6. Peringkat Prestasi (M) Sdn Bhd - - 64,722,433** 39.19 

7. Mirzan bin Mahathir - - 64,722,433 ## 39.19 

8. Pembinaan Redzai Sdn Bhd 14,933,334 9.04 - - 

9. Tan Sri Datuk Gnanalingam 

A/L Gunanathlingam 1,066,667 0.65 14,933,334 @ 9.04 

10. Ahmayuddin bin Ahmad - - 14,933,334 @ 9.04 

11. Arisaig Asean Fund Limited 12,298,800 7.45 - - 

Notes: 

* Deemed interested by virtue of substantial shareholdings in Pelikan Singapore-Malaysia Pte Ltd and the pension trust fund set up by PBS Office to provide for pension payments to 

entitled persons in relation to the acquisition of Pelikan Holding AG by the Company on 8 April 2005. 

** Deemed Interested by virtue of substantial shareholdings in PBS. 

# Deemed interested by virtue of substantial shareholdings in Marktrade Sdn Bhd. 

## Deemed Interested by virtue of substantial shareholdings in Peringkat Prestasi (M) Sdn Bhd. 

@ Deemed Interested by virtue of substantial shareholdings in Pembinaan Redzai Sdn Bhd. 

Statistics on Shares and Convertible Securities as at 28 April 2006 

Size of Shareholdings as at 28 April 2006 

Size of Ordinary Shareholdings No. of Holders % No. of Ordinary Shares % 

1 – 99 90 3.21 3,728 0.00 

100 – 1,000 169 6.03 127,233 0.08 

1,001 – 10,000 2,161 77.07 6,271,907 3.80 

10,001 – 100,000 315 11.23 8,918,002 5.40 

100,001 to less than 5% of the issued shares 65 2.32 78,387,179 47.46 

5% and above of issued shares 4 0.14 71,455,467 43.26 

Total 2,804 100.00 165,163,516 100.00 


127


Top 30 Securities Account Holders as at 28 April 2006 

Name No. of Ordinary Shares % 

AllianceGroup Nominees (Tempatan) Sdn Bhd 35,713,333 21.62 

Pledged Securities Account for PBS 


Pledged Securities Account for Pembinaan Redzai Sdn Bhd 

HSBC Nominees (Asing) Sdn Bhd 12,298,800 7.45 

HSBC-FB for Arisaig Asean Fund Limited 

AMMB Nominees (Tempatan) Sdn Bhd 8,510,000 5.15 


ECM Libra Securities Nominees (Tempatan) Sdn Bhd 7,860,500 4.76 

ECM Libra Investment Bank Limited 

Lembaga Tabung Haji 7,589,300 4.60 

Lembaga Tabung Haji, Bhg Pemerosesan Pelaburan 

Citigroup Nominees (Asing) Sdn Bhd 6,764,666 4.10 

UBS AG Singapore for Dijelas Company S.A. 

Malaysian Trustees Berhad 6,000,000 3.63 

Pelikan Singapore – Malaysia Pte Ltd 

UOBM Nominees (Asing) Sdn Bhd 6,000,000 3.63 

United Overseas Bank Nominees (Pte) Ltd for Pelikan Singapore – Malaysia Pte Ltd 

ECM Libra Securities Nominees (Tempatan) Sdn Bhd 5,767,100 3.49 


Citigroup Nominees (Tempatan) Sdn Bhd 3,951,700 2.39 

Exempt AN for Prudential Assurance Malaysia Berhad 

Citigroup Nominees (Asing) Sdn Bhd 3,400,000 2.06 

GSCD for Amaranth LLC 

Employees Provident Fund Board 2,501,334 1.51 

Seksyen Depositori Pusat 

HSBC Nominees (Asing) Sdn Bhd 2,218,200 1.34 

Exempt AN for The HongKong and Shanghai Banking Corporation Limited (HBFS-B CLT 500) 

Konsortium Logistik Berhad 1,862,667 1.13 



Top 30 Securities Account Holders as at 28 April 2006 (cont’d) 

Name No. of Ordinary Shares % 

ECM Libra Securities Nominees (Asing) Sdn Bhd 1,696,666 1.03 

ECM Libra Securities Limited for Eastasia International Group Limited 

HSBC Nominees (Tempatan) Sdn Bhd 1,695,734 1.03 

HSBC (M) Trustee Bhd for Hwang-DBS Select Small Caps Fund (4579) 

Citigroup Nominees ( Asing) Sdn Bhd 1,562,720 0.95 

Citigroup GM Inc for OCBC Securities Private Limited 

AMMB Nominees (Tempatan) Sdn Bhd 1,500,000 0.91 

AmTrustee Berhad for HLG Dividend Fund (HLGDF) 

HDM Nominees (Tempatan) Sdn Bhd 1,373,500 0.83 

OCBC Securities Pte Ltd for Chia Kwoon Meng 

Manulife Insurance (Malaysia) Berhad 1,162,534 0.70 


Pledged Securities Account for Gnanalingam A/L Gunanath Lingam 

HLG Nominee (Tempatan) Sdn Bhd 1,038,600 0.63 

PD Trustee Services Berhad for HLG Growth Fund 

Kurnia Insurans (Malaysia) Berhad 1,000,000 0.61 

Universal Trustee (Malaysia) Berhad 918,300 0.56 

Alliance Optimal Income Fund 

Allianz Life Insurance Malaysia Berhad 873,000 0.53 

Allianz Life Insurance Malaysia Berhad 532,700 0.32 

MBA Life Assurance Berhad 

Safuan bin Basir 510,080 0.31 

Malaysian Trustees Berhad 500,000 0.30 

PBS 

HSBC Nominees (Asing) Sdn Bhd 486,300 0.29 

Exempt AN for J.P. Morgan Bank Luxembourg S.A. 


129


Analysis of Irredeemable Convertible Unsecured Loan Stocks (“ICULS”) 2005/2010 

as at 28 April 2006 

Size of ICULS Holdings as at 28 April 2006 

Size of ICULS Holdings No. of Holders % No. of ICULS % 

1 – 99 1 4.00 1 0.00 

100 – 1,000 14 56.00 13,100 0.02 

1,001 – 10,000 4 16.00 21,600 0.03 

10,001 – 100,000 4 16.00 328,000 0.49 

100,001 to less than 5% of the issued shares 1 4.00 128,000 0.19 


Total 25 100.00 66,290,701 100.00 

ICULS Holders as at 28 April 2006 

Name No. of ICULS % 


PBS 

Mahir Agresif (M) Sdn Bhd 128,000 0.19 

Ikeda Azuma 100,000 0.15 

Eckhard Helmut Gustav Seewöster 91,000 0.14 

Hans-Gunther Werner Andrée 91,000 0.14 

Peter Hubert Raijmann 46,000 0.07 

Loo Phik Yin 10,000 0.02 

Chung Tin Chung 5,000 0.01 

Lam Wee Sin 4,000 0.01 

Boh Bee Yen 2,600 0.00 

Che Azizuddin bin Che Ismail 1,000 0.00 

Chun Teik Fong 1,000 0.00 

Faisal bin Awab 1,000 0.00 

Kalaichelvan A/L Kalimuthu 1,000 0.00 

Lam Wee Sin 1,000 0.00 

Mohamad Nasir bin Ismail 1,000 0.00 

Retna Kumari A/P Nonakaran 1,000 0.00 

Sew Chaw Eng @ Siew Choon Eng 1,000 0.00 

Tee Ching Chew 1,000 0.00 

Tee Tuang Leong 1,000 0.00 

Thoo W’y-Kit 1,000 0.00 

Yasmin Cheah bt Abdullah 1,000 0.00 

Zulkifil bin Sarkam 1,000 0.00 

Loh Sai Eng 100 0.00 

Lim Shuh Yin 1 0.00 

Total ICULS 66,290,701 100.00% 



Analysis of Redeemable Convertible Unsecured Loan Stocks (“RCULS”) 2005/2010 

as at 28 April 2006 

Size of RCULS Holdings as at 28 April 2006 

Size of RCULS Holdings No. of Holders % No. of RCULS % 

1 – 99 1 4.55 1 0.00 

100 – 1,000 17 77.27 17,000 0.01 

1,001 – 10,000 3 13.64 8,100 0.00 

10,001 – 100,000 0 0.00 0 0.00 

100,001 to less than 5% of the issued shares 0 0.00 0 0.00 


Total 22 100.00 114,925,101 100.00 

RCULS Holders as at 28 April 2006 

Name No. of RCULS % 


PBS 

Lam Wee Sin 5,000 0.01 

Boh Bee Yen 2,000 0.00 

Loh Sai Eng 1,100 0.00 

Che Azizuddin bin Che Ismail 1,000 0.00 

Chun Teik Fong 1,000 0.00 

Eckhard Helmut Gustav Seewöster 1,000 0.00 

Faisal bin Awab 1,000 0.00 

Hans-Gunther Werner Andrée 1,000 0.00 

Kalaichelvan A/L Kalimuthu 1,000 0.00 

Lam Wee Sin 1,000 0.00 

Mohamad Nasir bin Ismail 1,000 0.00 

Ng Cheong Seng 1,000 0.00 

Peter Hubert Raijmann 1,000 0.00 

Retna Kumari A/P Monakaran 1,000 0.00 

Sew Chaw Eng @ Siew Choon Eng 1,000 0.00 

Tee Ching Chew 1,000 0.00 

Tee Tuang Leong 1,000 0.00 

Thoo W’y-Kit 1,000 0.00 

Yasmin Cheah Bt Abdullah 1,000 0.00 

Zulkifli bin Sarkam 1,000 0.00 

Lim Shuh Yin 1 0.00 

Total RCULS 114,925,101 100.00% 


131


The Vöhrum Plant 

Pelikanstrasse 11, 31228 Peine OT Vöhrum, Germany 

Tenure: Freehold 

Pelikan’s production plant was relocated from Hannover to Vöhrum in 

1973. The Vöhrum Plant, with a net book value of RM71.9 million as at 

31 December 2005, produces quality fine writing instruments, writing 

instruments for schools and young people, fibre-tip pens, erasers, wax 

crayons, opaque and watercolour paint boxes, inks, cartridges, water inks, 

etc. The plant comprises approximately 21,000 square metres of 

production and office space and employs 278 workers as at 31 December 

2005. Production stages include the manufacture of Pelikan’s injectionmoulded 

plastic parts and the construction of new injection moulds. 

It reached the stage where the Podbielskistasse facilities 

in Hannover could no longer be expanded. The writing 

instrument production was moved to Peine/Voehrum in 

1973 which is approximately 30 km to the east of 

Hannover. Up until today, Pelikan pens, painting and 

office Products are still produced there. 

The plant has two floors. Located on the ground floor are an office; the 

engineering department; a moulding and machinery area; fully automated 

plant for mass production stationery such as erasers and writing 

instruments for schools and office; storage for raw materials; and a fine 

writing instruments corner where pens are hand-made, plus machines to 

make the different nibs. The first floor houses a design department (with 

a design team inventing new products); a research & development facility; 

chemistry and product testing laboratories. 

The production plant in Vöhrum is the key manufacturing unit in the Pelikan 

Group and all the high-end fine writing instruments come from this plant, 

along with other higher quality writing instruments for school and art, 

painting and hobby products. 

Pelikan’s Hannover operation has DIN EN ISO 9001:2000 certification 

awarded by SGS-ICS Gesellschaft für Zertifizierungen, Hamburg, Germany. 

This certification combined with frequent audits confirm that an efficient 

and well documented Quality Management System is being operated to 

ensure reliability and the highest quality production processes. 

The making of Pelikan nibs. 

The plant is fully automated, and the productivity of each employee and 

the numbers of each product produced are tracked daily. Current rates of 

production are as follows: 

• More than 500 million plastic parts per annum 

• 600 paint tablets for school paint boxes per minute 

• Approximately 500,000 ink cartridges produced and packaged per shift 

• 250kgs of eraser materials per hour 

• Approximately 10,000 Plaka units filled and packaged per shift 

• 18,000 ink stamp pads per shift 

• 5,000 plastic and 5,000 metal stamp pads per shift 

• Approximately 800 wax crayon blanks per minute 

• 200 fibre-tip pens per minute 

• 12,000 young people’s pens per shift 

The current plant capacity utilisation is 75%. The Vöhrum Plant is 

located adjacent to approximately 22,500 square metres of vacant land 

for future expansion. 



The Puebla Plant 

Planta de Productos Pelikan, S.A. de C.V. 

Carretera a Tehuacán 1033, Col. Maravillas, C.P. 72220, Puebla 

Apdo. Post 1358, 72000 Puebla, Pue. Mexico 

Tenure: Freehold 

The Puebla Plant, with a net book value of RM20.8 million as at 31 December 2005, was 

established in 1963. It produces low- to mid-range Pelikan products i.e. rubber erasers, 

plastic erasers, wax crayons, carbon paper, fibre markers, permanent/whiteboard markers, 

watercolours, drawing inks, textmarkers and nylon spool ribbons. The plant comprises 

approximately 18,952 square metres of production and office space and employs 364 

workers, of whom 234 are operators, as at 31 December 2005. The production operation 

includes research & development facilities for new products. 

In 2001, Pelikan’s operation in Mexico received CLASS A certification awarded by Buker Inc., 

a Management Education and Consulting Firm, which confirmed the excellence and quality 

of the business processes as well as world-class product quality. In 2004, the company 

achieved ISO-9001-2000 certification, and was recertified as an Environmentally Friendly 

Company by the Mexican government. 

The Puebla Plant in Mexico produces writing instruments, art, painting & hobby products 

and office stationery such as stick pens, colour pencils and crayons mostly for the Latin 

American and North American markets. 

The plant is fully automated, and the productivity of each employee and the numbers of 

each product produced are tracked daily. The current plant capacity utilisation is 64%. 


133

Group Corporate Directory 

EUROPE 

Austria 

Faber-Castell Pelikan Austria GmbH 

Industriestrasse B16 

A-2345 Brunn am Gebirge 

Tel: +43 2236 3010 

Fax: +43 2236 33655 

E-Mail: office@fc-pau.at 

Website: www.pelikan.at 

Germany 

Pelikan GmbH 

Werftstrasse 9 

D - 30163 Hannover 

Tel: +49 511 6969 1 

Fax: +49 511 6969 212 

E-Mail: info@pelikan.de 

Pelikan PBS-Produktionsgesellschaft 

mbH & Co. KG 

Factory Vöhrum 

Pelikanstrasse 11 

D - 31228 Peine 

Tel: +49 5171 299 0 

Fax: +49 5171 299 205 

E-Mail: produktion@pelikan.de 

Pelikan Vertriebsgesellschaft mbH & Co. KG 

Werftstrasse 9 

D - 30163 Hannover 

Tel: +49 511 6969 0 

Fax: +49 511 6969 212 

E-Mail: vertrieb@pelikan.de (domestic sales) 

E-Mail: international@pelikan.de (international sales) 

Website: www.pelikan.de 


Greece 

Pelikan Hellas E.P.E. 

8 km of Vari-Koropi Avenue 

Koropi Industrial Zone 

GR-194 00 Koropi 

Tel: +30 210 6625 129 

Fax: +30 210 6626 232 

E-Mail: pelikan@pelikan.gr 

Website: www.pelikan.gr 

Italy 

Pelikan Italia S.p.A. 

Via Stephenson 43/A 

I-20157 Milan 

Tel: +39 02 39016 312 

Fax: +39 02 39016 361 

E-Mail: dirigen@pelikanitalia.it 

Website: www.pelikan.it 

Spain 

Pelikan S.A. 

Valencia, 307-313 

E-08009 Barcelona 

Tel: +34 93 476 2600 

Fax: +34 93 459 1867 

E-Mail: pelikan@pelikan.es 

Website: www.pelikan.es 

Switzerland 

Pelikan Faber-Castell (Schweiz) AG 

Chaltenbodenstrasse 8 

CH-8834 Schindellegi 

Tel: +41 1 786 70 20 

Fax: +41 1 786 70 21 

E-Mail: info@pelikan.ch 

Website: www.pelikan.ch 

Pelikan Holding AG 

Zugerstrasse 76b 

CH-6340 Baar 

Tel: +41 41 768 50 90 

Fax: +41 41 768 50 95 

E-Mail: pelikan@zsp.ch 

Website: www.pelikan.ch 

Belgium 

Pelikan Benelux N.V./ S.A. 

Stationsstraat 43 

B - 1702 Groot-Bijgaarden 

Tel: +32 2 481 87 00 

Fax: +32 2 481 87 19 

E-Mail: info@pelikan.be 

Website: www.pelikan.be 

LATIN-AMERICA 

Argentina 

Pelikan Argentina S.A. 

Av. Belgrano 1586 Piso 8 

Edificio Belgrano Plaza 

C1093AAQ Buenos Aires, Argentina 

Tel: +54 11 4124 3100 

Fax: +54 11 4124 3199 

E-Mail: info@pelikan.com.ar 

Website: www.pelikan.com.ar 

Colombia 

Indistri, S.A. 

Carrera 65-B 19-17 

Bogotá, D.C. Colombia 

Tel: +571 261 1711 

Fax: +571 290 5550 

E-Mail: wjoecker@compuserve.com 

Website: www.indistripen.com.co 

Mexico 

Productos Pelikan, S.A. de C.V. 

Carretera a Tehuacán 1033 

Col. Maravillas 

C.P. 72220 Puebla, Pue. México 

Tel: + 52-222-309-8000 

Fax: + 52-222-309-8049 

E-Mail: 

direccion.general@pelikan.com.mx 

Website: www.pelikan.com.mx 

REST OF THE WORLD 

Australia 

Columbia Pelikan Pty.. Ltd. / 

Pelikan Quartet Pty.. Ltd. 

91, Ashford Avenue 

Milperra, NSW 2214, Australia 

Tel: +61 2 8707 6100 

Fax: +61 2 8707 6111 

E-Mail: 

customersupport@pelikan.com.au 

Website: www.pelikanquartet.com.au 

Japan 

Pelikan Japan K.K. 

Ishida Bldg. 3F 

3-14-1, Ueno 

Taito-ku, Tokyo 110-0005, Japan 

Tel: +81 3 3836 6541 

Fax: +81 3 3836 6545 

E-Mail: pelikan@pelikan.co.jp 

Malaysia 

Pelikan International 

Corporation Berhad 

(formerly known as Diperdana 

Holdings Berhad) 



47100 Puchong 

Selangor Darul Ehsan, Malaysia 

Tel: +603 8062 1223 

Fax: +603 8062 3407 

E-Mail: hkloo@pelikan.com.my 

Pelikan Asia Sdn. Bhd. 



47100 Puchong 

Selangor Darul Ehsan, Malaysia 

Tel: +603 8062 1223 

Fax: +603 8062 3407 

E-Mail: safuan@pelikan.com.my 

Singapore 

Pelikan Singapore-Malaysia Pte. Ltd. 

41, Jalan Pemimpin # 02 - 04 

Kong Beng Industrial Building 

Singapore 577186 

Tel: +65 2585 231/2 

Fax: +65 2584 157 

E-Mail: enquiry@pelikan.com.sg 

Taiwan 

Pelikan Singapore-Malaysia Pte. Ltd. 

Taiwan Branch 

1F, 32, Lane 21, Hwang Chi Street 

Taipei, Taiwan 111 

Tel: +886 2 8866 5818 

Fax: +886 2 8866 3102 

E-Mail: pelikan@cm1.hinet.net 

Thailand 

Pelikan (Thailand) Co. Ltd. 

125/12-13 Moo6 

Kanchana-pisek Road 

Bangkae Nua, Bangkae 

Bangkok 10160, Thailand 

Tel: +662 804 1415-8 

Fax: +662 804 1420 

E-Mail: pelikan@pelikan.co.th 

Middle East 

Pelikan Middle East FZE 

Sharjah Airport International Free Zone 

W/S A2-103 

P. O. Box 120318, Sharjah 

United Arab Emirates 

Tel: +9716 5574571 

Fax: +9716 5574572 

E-Mail: nalatrash@pelikan.ae 


135

Proxy Form 

(Before completing this form, please see the notes below) 




(Incorporated in Malaysia) 


CDS Account No. of Authorised Nominee 

*I/We __________________________________________________________________________________________ (Full name in Capital Letters) 

Company No./NRIC No. _________________________________________________ (New)_______________________________________ (Old) 

of______________________________________________________________________________________________________________ (Address) 

being a *Member/Members of Pelikan International Corporation Berhad (Formerly known as Diperdana Holdings Berhad), hereby 

appoint *the Chairman of the Meeting or 

(Proxy A) _______________________________________________________________________________________ (Full name in Capital Letters) 


of______________________________________________________________________________________________________________ (Address) 

or (Proxy B) _____________________________________________________________________________________ (Full name in Capital Letters) 


of______________________________________________________________________________________________________________ (Address) 

as *my/our *proxy/proxies to attend and vote for *me/us on *my/our behalf at the 24th Annual General Meeting of the Company, to be 

held at Sunway Pyramid Convention Centre, Isis Room, Level 11, Persiaran Lagoon, Bandar Sunway, 46150 Petaling Jaya, Selangor Darul 

Ehsan, Malaysia on Friday, 23 June 2006 at 4.00 p.m. and at every adjournment thereof *for/against the resolution(s) to be proposed 

thereat. 

(Please indicate with an “X” in the space provided below how you wish your votes to be cast. If you do not do so, the Proxy will vote or 

abstain from voting at his discretion.) 

NO RESOLUTIONS FOR AGAINST 

1 Receiving the Audited Financial Statements and Reports of the Directors’ and 

Auditors’ thereon for the financial year ended 31 December 2005 

2 Approval of a final dividend of 6 sen less 28% income tax for the 

financial year ended 31 December 2005 

3 Approval of Directors' Fees for the financial year ended 31 December 2005 

4 Re-election of Syed Hussin bin Shaikh Al Junid as Director of the Company 

5 Re-election of Tan Sri Musa bin Mohamad as Director of the Company 

6 Re-election of Yap Kim Swee as Director of the Company 

7 Re-appointment of Auditors and authorising Directors to fix their remuneration 

8 Special Business : 

Authority to issue shares pursuant to Section 132D of the Companies Act, 1965 

The Proportions of my holding to be represented by my *proxy/proxies are as follows:- 

First Proxy (Proxy A) % 

Second Proxy (Proxy B) % 

100 % 

In case of a vote taken by a show of hands, *my/our *First Proxy (Proxy A)/Second Proxy (Proxy B) shall vote on *my/our behalf. 

As witness *my/our hand(s) this __________________day of ___________________, 2006 

Signature(s)/Common Seal of Appointer 

* Strike out whichever is not desired. 

Notes: 

1. A Member who is entitled to attend and vote at this meeting is entitled to appoint one (1) or more proxies to attend and vote in his stead and the appointment shall be invalid unless he specifies the proportions of his 

holdings to be represented by each proxy. A proxy may but need not be a Member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company. 

2. The instrument appointing a proxy shall be in writing (in the common or usual form) under the hand of the appointer or of his attorney duly authorised in writing or if the appointer is a corporation either under seal or 

under the hand of an officer or attorney duly authorised. 

3. The instrument appointing a proxy must be deposited with the Registered Office of the Company at Lot 3410, Mukim Petaling, Batu 12 1 /2, Jalan Puchong, 47100 Puchong, Selangor Darul Ehsan, Malaysia not less than 

48 hours before the time appointed for holding of the meeting or any adjournment thereof.

Fold Here 

Affix 

Stamp 

Here 

The Company Secretary 






47100 Puchong 


Malaysia 

Fold Here






47100 Puchong 


Malaysia 

T: +603 8062 1223 

F: +603 8062 2500 

www.pelikan.com 

20

PICB_AR05 Cover.qxd - Pelikan

Create successful ePaper yourself

Delete template?

Save as template?