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LB -FA - Bursa Malaysia

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®<br />

<strong>LB</strong><br />

ALUMINIUM<br />

BERHAD<br />

(138535-V)<br />

Lot 11, Jalan Perusahaan 1<br />

Kawasan Perusahaan Beranang<br />

43700 Beranang, Semenyih<br />

Selangor Darul Ehsan<br />

Tel : 03 – 8723 8822 (15 lines)<br />

Fax: 03 – 8723 3191 (General)<br />

03 – 8723 7272 (Sales)<br />

www.lbalum.com<br />

2004<br />

annual report<br />

®<br />

<strong>LB</strong><br />

ALUMINIUM<br />

BERHAD<br />

(138535-V)


COVER RATIONALE<br />

CONTENTS<br />

pg1 Mission Statement<br />

pg2 Corporate Profile<br />

pg3 Notice of Annual General Meeting<br />

pg5 Statement Accompanying Notice of Annual General Meeting<br />

pg6 Board of Directors/Corporate Information<br />

pg8 Profile of the Board of Directors<br />

pg13 Financial Highlights<br />

pg14 Statement on Corporate Governance<br />

pg19 Additional Compliance Information<br />

pg20 Statement on Internal Control<br />

Set against a silhouette background of the Company’s<br />

production facilities, <strong>LB</strong> ALUMINIUM BERHAD’S<br />

new office building which is a picture of modern<br />

architecture complete with tropical ambience is<br />

featured on this year annual report. The building’s<br />

concept and its abundance use of aluminium<br />

extrusion reinforce the Company’s position as<br />

<strong>Malaysia</strong>’s leading aluminium extrusion manufacturer.<br />

From the reception with an atrium that reaches up to<br />

the sky, to the offices that surround a central<br />

landscape courtyard, the building is an oasis of<br />

natural sunlight as well as a showcase for the<br />

versatility and exquisite finishing of aluminium<br />

extrusions.<br />

pg22 Audit Committee Report<br />

pg24 Chairman’s Statement<br />

pg26 Managing Director’s Operations Review<br />

pg30 Branch Network<br />

pg31 Financial Statements<br />

pg77 List of Properties<br />

pg80 Substantial Shareholders<br />

pg81 Substantial Warrantholders<br />

pg82 Shareholdings’ Statistics<br />

Proxy Form


MISSION STATEMENT<br />

• To ensure TOTAL CUSTOMER SATIS<strong>FA</strong>CTION<br />

by providing products that meet customers’ stringent<br />

quality requirements and international product<br />

specification standards, besides providing timely<br />

delivery and the most personalised services.<br />

• To safeguard SHAREHOLDERS’ INTERESTS<br />

and ensure satisfactory returns to shareholders by<br />

managing all our resources in the most effective and<br />

efficient manner.<br />

• To consistently nurture our long-term goal of<br />

stimulating and promoting the usage of this MOST<br />

ENVIRONMENTAL FRIENDLY PRODUCT –<br />

ALUMINIUM – to a level comparable as that in<br />

advanced countries.<br />

pg.1


pg.2<br />

RHB Training Centre – Bangi, Selangor.<br />

CORPORATE PROFILE<br />

Volvo Showroom & Sales<br />

– Jalan Sg. Besi, Kuala Lumpur.<br />

Yayasan Tun Abdul Razak<br />

– Jalan Bukit Bintang, Kuala Lumpur.<br />

Incorporated<br />

in 1985, <strong>LB</strong> Aluminium Berhad is<br />

today the largest supplier of aluminium extrusion<br />

products in <strong>Malaysia</strong> and one of the largest aluminium<br />

extrusion manufacturers in South-East Asia.<br />

<strong>LB</strong> Aluminium Berhad is listed on the Main Board of <strong>Bursa</strong> <strong>Malaysia</strong> Securities<br />

Berhad and has been a public listed company since 1994. The Company’s<br />

consolidated shareholders’ funds as at 30 April 2004 stood at RM135.8 million with total<br />

number of shareholders exceeding 3,500. For the financial year ended 30 April 2004, the<br />

Company posted a group turnover of RM202.4 million.<br />

The Company’s production facilities are located on a 14-acre site in Beranang in the state of<br />

Selangor and within a thirty (30) minute drive from the Kuala Lumpur International Airport. Our<br />

integrated production facilities include nine (9) extrusion presses with annual production capacity of<br />

27,600 metric tonnes. To complement the aesthetics finishing of the extrusion products, we have the<br />

first and only fully automated vertical anodising plant in <strong>Malaysia</strong> with a monthly capacity of up to 1,400<br />

metric tonnes. In addition to the anodising plant, we have a fully integrated powder coating line as<br />

well as a fluorocarbon painting line, computerized die-mould manufacturing and design machining<br />

centers, cad-cam aluminium profiles precision drawings and designs, and a test-rig.<br />

We pride ourselves in constantly upgrading the quality of our products to meet the changing needs<br />

of our customers and society. Achievement of the highest standards of excellence like the<br />

MS ISO 9001:2000 standard and UKAS Accreditation certification bear testimony to our strive<br />

to excel in our industry.<br />

<strong>LB</strong> Aluminium Berhad has an extensive branch network with sales outlets cum<br />

warehouses in the major cities and towns in Peninsular and East <strong>Malaysia</strong> and<br />

Singapore. Our growing export markets include Sri Lanka, Mauritius,<br />

United Kingdom, Australia, Hong Kong, New Zealand, Pakistan,<br />

Philippines, USA, Thailand, Brunei, Canada, Spain,<br />

Singapore, Maldives, South Africa, Belgium and<br />

Germany.


NOTICE OF ANNUAL GENERAL MEETING<br />

NOTICE IS HEREBY GIVEN THAT the Annual General Meeting of the<br />

Company will be held at Ujong Pandang Room, Staffield Country Resort,<br />

Batu 13, Jalan Seremban-Kuala Lumpur (Country Road), 71700 Mantin,<br />

Negeri Sembilan Darul Khusus on Thursday, 28 October 2004<br />

at 10.00 a.m. for the following purposes:-<br />

AGENDA<br />

1. To receive and adopt the audited Financial Statements for the year ended 30 April 2004 and the Reports of<br />

the Directors and Auditors thereon.<br />

2. To declare a first and final tax exempt dividend of 2.85 sen per share in respect of the financial year ended<br />

30 April 2004.<br />

3. To approve the payment of Directors’ Fees amounting to RM100,000.00 for the financial year ended 30 April<br />

2004.<br />

4. To re-elect the following Directors who retire in accordance with Articles 75 and 77 of the Company’s Articles<br />

of Association:-<br />

– Y. Bhg. Dato’ Mohd. Ghazali Bin Mohd. Khalid<br />

– Mr Leow Chong Fatt<br />

– Mr Neoh Lay Keong<br />

5. To re-appoint Messrs. BDO Binder as Auditors and to authorise the Directors to fix their remuneration.<br />

6. As SPECIAL BUSINESS, to consider, and if thought fit, to pass the following as Ordinary Resolutions:-<br />

(i) Authority to issue shares to eligible employees pursuant to the Employee Share Option Scheme.<br />

“THAT pursuant to Section 132D of the Companies Act, 1965, approval be and is hereby given for the<br />

Directors to issue shares in the Company in accordance with the terms and conditions of the Employee<br />

Share Option Scheme approved by the shareholders at the Extraordinary General Meeting held on<br />

8 February 2002, provided that the total number of shares already issued and to be issued shall not<br />

exceed ten (10) per centum of the total issued share capital of the Company for the time being and that<br />

such approval shall continue in force until the conclusion of the next Annual General Meeting of the<br />

Company.”<br />

(ii) Authority to issue shares not exceeding ten (10) per centum of the Issued Capital of the Company.<br />

“THAT pursuant to Section 132D of the Companies Act, 1965, and subject to the approvals of the relevant<br />

governmental/regulatory authorities (if any shall be required), the Directors be and are hereby<br />

empowered to issue shares (other than bonus or rights issue) in the Company from time to time and upon<br />

such terms and conditions and for such purposes as the Directors may deem fit provided that the<br />

aggregate number of shares issued pursuant to the resolution in any one financial year of the Company<br />

(other than by way of bonus or rights issue) does not exceed ten (10) per centum of the issued capital<br />

of the Company for the time being and that the Directors be and are hereby also empowered to obtain<br />

approval from the <strong>Bursa</strong> <strong>Malaysia</strong> Securities Berhad for the listing of and quotation for the additional<br />

shares so issued and that such authority shall continue in force until conclusion of the next Annual General<br />

Meeting of the Company.”<br />

pg.3<br />

(RESOLUTION 1)<br />

(RESOLUTION 2)<br />

(RESOLUTION 3)<br />

(RESOLUTION 4)<br />

(RESOLUTION 5)<br />

(RESOLUTION 6)<br />

(RESOLUTION 7)<br />

(RESOLUTION 8)<br />

(RESOLUTION 9)


pg.4<br />

7. To transact any other ordinary business of the Company of which due notice shall have been given.<br />

BY ORDER OF THE BOARD<br />

NG BEE LIAN<br />

LIM HOOI MOOI<br />

Company Secretaries<br />

Seremban<br />

4 October 2004<br />

NOTICE OF DIVIDEND ENTITLEMENT<br />

NOTICE IS ALSO HEREBY GIVEN THAT subject to the approval of the shareholders at the Annual General Meeting on 28 October 2004,<br />

the first and final tax exempt dividend of 2.85 sen per share in respect of the financial year ended 30 April 2004 will be payable on<br />

10 November 2004 to Depositors whose names appear in the Record of Depositors on 29 October 2004.<br />

A Depositor shall qualify for entitlement to the dividend only in respect of:-<br />

(a) shares transferred into the depositor’s securities account before 4.00 p.m. on 29 October 2004 in respect of ordinary transfers;<br />

and<br />

(b) shares bought on the <strong>Bursa</strong> <strong>Malaysia</strong> Securities Berhad on a cum entitlement basis according to the rules of the <strong>Bursa</strong> <strong>Malaysia</strong><br />

Securities Berhad.<br />

NOTES:<br />

1. A member of the Company who is entitled to attend and vote at the Meeting is entitled to appoint one or more Proxies to attend and vote in his<br />

stead. Where a member appoints two or more Proxies, the appointment shall be invalid unless he specifies the proportion of his holdings to be<br />

represented by each Proxy. A Proxy need not be a member of the Company but must attend the Meeting in person to vote. The instrument<br />

appointing a Proxy must be in writing under the hand of the appointer or his attorney duly authorised in writing, or if the appointer is a corporation<br />

either under its common seal or under the hands of duly authorised officer or attorney.<br />

2. All forms of Proxy must be deposited at the Company’s Registered Office at No. 275 (1st Floor), Jalan Haruan 1, Oakland Industrial Park, 70200<br />

Seremban, Negeri Sembilan Darul Khusus not less than 48 hours before the time appointed for holding the Meeting or at any adjournment thereof.<br />

3. Explanatory Notes on Special Business<br />

(a) Item 6 (i) of the Agenda – Ordinary Resolution<br />

Authority to issue shares to eligible employees pursuant to the Employee Share Option Scheme<br />

The Ordinary Resolution proposed under item 6 (i) of the Agenda, if passed, is to empower the Directors to issue and allot shares in the Company<br />

pursuant to the terms and conditions of the Employee Share Option Scheme which was approved at the Extraordinary General Meeting held on<br />

8 February 2002.<br />

(b) Item 6 (ii) of the Agenda – Ordinary Resolution<br />

Authority to issue shares not exceeding ten (10) per centum of the Issued Capital of the Company<br />

The Ordinary Resolution proposed under item 6 (ii) of the Agenda, if passed, is to empower the Directors to issue up to a maximum of ten (10)<br />

per centum of the total issued share capital of the Company for the time being without convening a general meeting for such purposes as the<br />

Directors consider would be in the interest of the Company. This authority unless revoked or varied by the Company at a general meeting will<br />

expire at the next Annual General Meeting.


STATEMENT ACCOMPANYING<br />

NOTICE OF ANNUAL GENERAL MEETING<br />

pursuant to paragraph 8.28(2) of the Listing Requirements of the <strong>Bursa</strong> <strong>Malaysia</strong> Securities Berhad<br />

1. The name of the Directors who are standing for re-election are as follows:-<br />

Y. Bhg. Dato’ Mohd. Ghazali Bin Mohd. Khalid<br />

Mr Leow Chong Fatt<br />

Mr Neoh Lay Keong<br />

The details of the three (3) Directors seeking re-election are set out in their respective profiles in the Annual Report.<br />

2. The details of attendance of Directors at Board meetings.<br />

During the financial period, eight (8) Board meetings were held.<br />

Name of Directors Attendance<br />

Y. Bhg. Dato’ Mohd. Ghazali Bin Mohd. Khalid 8<br />

Leow Chong Howa 8<br />

Mark Wing Kong 8<br />

Leow Sok Hoon 7<br />

Leow Chong Fatt 8<br />

Yap Chee Woon 8<br />

Neoh Lay Keong 8<br />

Lim Ting @ Lim Ah Ting 8<br />

3. Annual General Meeting of <strong>LB</strong> Aluminium Berhad<br />

Place : Ujong Pandang Room, Staffield Country Resort<br />

Batu 13, Jalan Seremban-Kuala Lumpur<br />

(Country Road), 71700 Mantin<br />

Negeri Sembilan Darul Khusus<br />

Date & Time : 28 October 2004 at 10.00 a.m.<br />

pg.5


pg.6<br />

BOARD OF DIRECTORS<br />

CORPORATE INFORMATION<br />

BOARD OF DIRECTORS<br />

Chairman/Independent<br />

Non-Executive Director<br />

Y. Bhg. Dato' Mohd. Ghazali<br />

Bin Mohd. Khalid<br />

Managing Director<br />

Leow Chong Howa<br />

Executive Director<br />

Mark Wing Kong<br />

Non-Executive Directors<br />

Leow Sok Hoon<br />

Leow Chong Fatt<br />

Yap Chee Woon<br />

Independent Non-Executive<br />

Directors<br />

Neoh Lay Keong<br />

Lim Ting @ Lim Ah Ting<br />

AUDIT COMMITTEE<br />

Independent Non-Executive<br />

Director – Chairman<br />

Neoh Lay Keong<br />

Independent<br />

Non-Executive Director<br />

Lim Ting @ Lim Ah Ting<br />

Executive Director<br />

Mark Wing Kong<br />

REMUNERATION<br />

COMMITTEE<br />

Independent Non-Executive<br />

Director – Chairman<br />

Neoh Lay Keong<br />

Independent<br />

Non-Executive Director<br />

Lim Ting @ Lim Ah Ting<br />

Non-Executive Director<br />

Yap Chee Woon<br />

NOMINATION COMMITTEE<br />

Independent Non-Executive<br />

Director – Chairman<br />

Neoh Lay Keong<br />

Independent<br />

Non-Executive Director<br />

Lim Ting @ Lim Ah Ting<br />

Managing Director<br />

Leow Chong Howa<br />

PRINCIPAL BANKERS<br />

AmBank Berhad<br />

Bumiputra Commerce Bank<br />

Berhad<br />

HSBC Bank <strong>Malaysia</strong> Berhad<br />

Malayan Banking Berhad<br />

Public Bank Berhad<br />

United Overseas Bank (<strong>Malaysia</strong>)<br />

Berhad<br />

United Overseas Bank Limited,<br />

Singapore


SOLICITORS<br />

Shook Lin & Bok<br />

20th Floor, Bangunan<br />

Arab-<strong>Malaysia</strong>n<br />

55, Jalan Raja Chulan<br />

50200 Kuala Lumpur<br />

Soo Thien Ming & Nashrah<br />

Wisma Selangor Dredging<br />

10th Floor, South Block<br />

No. 142-A, Jalan Ampang<br />

50450 Kuala Lumpur<br />

W.K. Yap, Loo & Co.<br />

No. 10-1A, 1st Floor<br />

Jalan Khoo Teik Ee<br />

Off Jalan Imbi<br />

55100 Kuala Lumpur<br />

Gan, Ho & Razlan Hadri<br />

8-01, 8th Floor, Plaza Magnum<br />

No. 128, Jalan Pudu<br />

55100 Kuala Lumpur<br />

Cha & Wong<br />

E-19, (2nd Floor), Jalan 1/21<br />

46000 Petaling Jaya<br />

Selangor Darul Ehsan<br />

CORPORATE ADVISOR<br />

AmMerchant Bank Berhad<br />

22nd Floor, Bangunan<br />

Arab-<strong>Malaysia</strong>n<br />

55, Jalan Raja Chulan<br />

50200 Kuala Lumpur<br />

SECRETARIES<br />

Lim Hooi Mooi<br />

Ng Bee Lian<br />

AUDITORS<br />

BDO Binder<br />

Public Accountants<br />

12th Floor, Menara Uni.Asia<br />

1008, Jalan Sultan Ismail<br />

50250 Kuala Lumpur<br />

REGISTERED OFFICE<br />

No. 275 (1st Floor)<br />

Jalan Haruan 1<br />

Oakland Industrial Park<br />

70200 Seremban<br />

Negeri Sembilan<br />

Tel : 06-7625463<br />

Fax : 06-7629693<br />

From left to right:<br />

Y. Bhg Dato' Mohd. Ghazali Bin Mohd. Khalid<br />

Leow Chong Howa<br />

Mark Wing Kong<br />

left to right:<br />

Leow Chong Fatt<br />

Y. Bhg. Dato' Mohd.<br />

Lim<br />

Ghazali<br />

Ting @<br />

Bin<br />

Lim<br />

Mohd.<br />

Ah Ting<br />

Khalid, Leow Chong Howa,<br />

Mark Wing Kong, Leow<br />

Yap Chee<br />

Chong<br />

Woon<br />

Fatt, Lim Ting @ Lim Ah Ting,<br />

Yap Chee Woon and<br />

Neoh<br />

Neoh<br />

Lay<br />

Lay<br />

Keong<br />

Keong<br />

not in the picture: Leow Leow Sok Sok Hoon Hoon<br />

(not in picture)<br />

SHARE REGISTRAR<br />

Bina Management (M) Sdn Bhd<br />

Lot 10, The Highway Centre<br />

Jalan 51/205<br />

46050 Petaling Jaya<br />

Selangor Darul Ehsan<br />

Tel : 03-77843922<br />

Fax : 03-77841988<br />

HEAD OFFICE<br />

Lot 11, Jalan Perusahaan 1<br />

Kawasan Perusahaan Beranang<br />

43700 Beranang, Semenyih<br />

Selangor Darul Ehsan<br />

STOCK EXCHANGE LISTING<br />

Main Board of <strong>Bursa</strong> <strong>Malaysia</strong><br />

Securities Berhad


pg.8<br />

PROFILE OF THE BOARD OF DIRECTORS<br />

The Board of Directors<br />

comprises a Chairman (who is<br />

also an Independent Non-<br />

Executive Director), a<br />

Managing Director, an<br />

Executive Director and five (5)<br />

Non-Executive Directors, two<br />

(2) of whom are independents.<br />

The Board meets at least<br />

quarterly and additional Board<br />

Meetings are held as and when<br />

required. The Board met eight<br />

(8) times during the financial<br />

year ended 30 April 2004.<br />

Particulars of the Directors are<br />

as follows:-<br />

Y.Bhg. Dato’ Mohd. Ghazali Bin Mohd. Khalid<br />

Age: 57<br />

Nationality: <strong>Malaysia</strong>n<br />

Qualification:<br />

Advance Diploma in Business Administration, Ateneo de Manila Graduate School,<br />

Philippines<br />

Position in Board: Chairman/Independent Non-Executive Director<br />

Date of appointment to the Board: 15 June 1995<br />

Working experience and occupation:<br />

– Senior Police Officer, 1970 to 1983<br />

– Special Executive Assistant to Group Chief Executive of General Corporation Berhad,<br />

1983 to 1986<br />

– Executive Director, TDM Berhad and Aokam Perdana Berhad, 1986 to 1992<br />

– Currently, Executive Chairman and Chief Executive Officer of<br />

<strong>Malaysia</strong>n General Investment Corp Berhad<br />

Other Board committee: None<br />

Directorships in other public companies:<br />

Mentiga Corporation Berhad<br />

Super Enterprise Holdings Berhad<br />

Fullmark Manufacturing Berhad<br />

Family relationship with any Director and/<br />

or major shareholder of the Company: None<br />

Any conflict of interest that he has with the Company: None<br />

List of convictions for offences within the past<br />

10 years other than traffic offences, if any: None<br />

Details of attendance at Board Meetings: 8 out of 8


Leow Chong Howa<br />

Age: 46<br />

Nationality: <strong>Malaysia</strong>n<br />

Qualification: Businessman<br />

Position in Board: Managing Director<br />

Date of appointment to the Board: 16 April 1985<br />

Working experience and occupation:<br />

Managing Director of <strong>LB</strong> Aluminium Berhad since 16 April 1985<br />

Other Board committee:<br />

Nomination Committee and ESOS Committee<br />

Directorships in other public companies: None<br />

Family relationship with any Director and/<br />

or major shareholder of the Company:<br />

Brother of Leow Chong Fatt and Leow Keng Soon and uncle to Leow Sok Hoon<br />

Any conflict of interest that he has with the Company: None<br />

List of convictions for offences within the past<br />

10 years other than traffic offences, if any: None<br />

Details of attendance at Board Meetings: 8 out of 8<br />

pg.9


pg.10<br />

Mark Wing Kong Leow Chong Fatt<br />

Age: 45<br />

Nationality: <strong>Malaysia</strong>n<br />

Qualification:<br />

Member of <strong>Malaysia</strong>n Institute of Certified Public Accountants<br />

Position in Board: Executive Director<br />

Date of appointment to the Board: 15 March 1997<br />

Working experience and occupation:<br />

– Auditor, Kassim Chan & Co., 1980 to 1986<br />

– Operations Manager, Arab-<strong>Malaysia</strong>n Securities Sdn Bhd,<br />

1986 to 1988<br />

– General Manager (at time of resignation),<br />

Arab-<strong>Malaysia</strong>n Merchant Bank Berhad, 1988 to 1997<br />

Other Board committee:<br />

Audit Committee and ESOS Committee<br />

Directorships in other public companies:<br />

Pheim Unit Trusts Berhad<br />

Family relationship with any Director and/<br />

or major shareholder of the Company: None<br />

Any conflict of interest that he has with the Company:<br />

None<br />

List of convictions for offences within the past 10 years<br />

other than traffic offences, if any: None<br />

Details of attendance at Board Meetings: 8 out of 8<br />

Age: 50<br />

Nationality: <strong>Malaysia</strong>n<br />

Qualification: Businessman<br />

Position in Board: Non-Executive Director<br />

Date of appointment to the Board: 9 June 1993<br />

Working experience and occupation:<br />

Purchasing Manager, <strong>LB</strong> Aluminium Berhad since 1985<br />

Other Board committee: None<br />

Directorships in other public companies: None<br />

Family relationship with any Director and/<br />

or major shareholder of the Company:<br />

Brother of Leow Chong Howa and Leow Keng Soon<br />

and uncle to Leow Sok Hoon<br />

Any conflict of interest that he has with the Company:<br />

None<br />

List of convictions for offences within the past 10 years<br />

other than traffic offences, if any: None<br />

Details of attendance at Board Meetings: 8 out of 8


Leow Sok Hoon<br />

Age: 32<br />

Nationality: <strong>Malaysia</strong>n<br />

Qualification:<br />

Advance Diploma, Association of Business Executives (ABE)<br />

Diploma in Business Administration, University of Wales<br />

BA in Business Administration, University of Wales<br />

Position in Board: Non-Executive Director<br />

Date of appointment to the Board: 3 August 1993<br />

Working experience and occupation: Businesswoman<br />

Other Board committee: None<br />

Directorships in other public companies: None<br />

Family relationship with any Director and/<br />

or major shareholder of the Company:<br />

Niece of Leow Chong Howa, Leow Chong Fatt<br />

and Leow Keng Soon<br />

Any conflict of interest that she has with the Company:<br />

None<br />

List of convictions for offences within the past<br />

10 years other than traffic offences, if any:<br />

None<br />

Details of attendance at Board Meetings: 7 out of 8<br />

Yap Chee Woon<br />

Age: 45<br />

Nationality: <strong>Malaysia</strong>n<br />

Qualification: Businessman<br />

Position in Board: Non-Executive Director<br />

Date of appointment to the Board: 2 May 1997<br />

Working experience and occupation:<br />

General Manager of <strong>LB</strong> Aluminium Berhad.<br />

With the Group since 1985<br />

Other Board committee:<br />

Remuneration Committee and ESOS Committee<br />

Directorships in other public companies: None<br />

Family relationship with any Director and/<br />

or major shareholder of the Company: None<br />

Any conflict of interest that he has with the Company:<br />

None<br />

List of convictions for offences within the past 10 years<br />

other than traffic offences, if any: None<br />

Details of attendance at Board Meetings: 8 out of 8<br />

pg.11


pg.12<br />

Neoh Lay Keong<br />

Age: 46<br />

Nationality: <strong>Malaysia</strong>n<br />

Qualification:<br />

BEC Diploma in Business Studies, St. Johns College, England<br />

BA (Hons) in Economics, University of Manchester, England<br />

Position in Board: Independent Non-Executive Director<br />

Date of appointment to the Board: 25 August 1997<br />

Working experience and occupation:<br />

– Manager, RHB Bank Berhad, 1982 to 1990<br />

– Dealers’ Representative with TA Securities Berhad since<br />

1990<br />

Other Board committee:<br />

Audit Committee (Chairman), Nomination Committee (Chairman)<br />

and Remuneration Committee (Chairman)<br />

Directorships in other public companies: None<br />

Family relationship with any Director and/<br />

or major shareholder of the Company: None<br />

Any conflict of interest that he has with the Company:<br />

None<br />

List of convictions for offences within the past 10 years<br />

other than traffic offences, if any: None<br />

Details of attendance at Board Meetings: 8 out of 8<br />

Lim Ting @ Lim Ah Ting<br />

Age: 69<br />

Nationality: <strong>Malaysia</strong>n<br />

Qualification:<br />

Passed Chinese SM III (Singapore) in 1954. Passed Teacher’s<br />

Training Course in 1961. Passed S.P.M. in 1970.<br />

Position in Board: Independent Non-Executive Director<br />

Date of appointment to the Board: 25 July 1994<br />

Working experience and occupation:<br />

– Headmaster, SRJK (C) Sin Hua, Negeri Sembilan,<br />

1980 to 1990<br />

– Currently, Executive Secretary for Negeri Sembilan Chinese<br />

School Committee Council and Negeri Sembilan Car Dealer<br />

and Credit Companies Association<br />

– Appointed as an Assistant Registrar for Marriage since 1997<br />

Other Board committee:<br />

Audit Committee, Nomination Committee and Remuneration<br />

Committee<br />

Directorships in other public companies: None<br />

Family relationship with any Director and/<br />

or major shareholder of the Company: None<br />

Any conflict of interest that he has with the Company:<br />

None<br />

List of convictions for offences within the past 10 years<br />

other than traffic offences, if any: None<br />

Details of attendance at Board Meetings: 8 out of 8


FINANCIAL HIGHLIGHTS<br />

Profit Profit Total<br />

Before After Paid-Up Retained Shareholders’ Total<br />

Revenue Taxation Taxation Dividend Capital Profit Equity Assets<br />

Year RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000<br />

Group 2000 126,284 15,952 14,262 1,679 55,972 28,403 86,887 122,263<br />

Group 2001 152,509 15,394 13,164 1,959 65,301 30,279 98,092 180,728<br />

Group 2002 156,345 18,603 18,689 1,972 65,738 47,000 115,393 192,346<br />

Group 2003 161,791 16,055 13,062 3,298 65,955 50,871 119,376 205,082<br />

Group 2004 202,370 15,454 13,770 *3,541 70,619 61,249 135,800 229,408<br />

Denote:<br />

* after bonus issue on 26 August 2004<br />

Revenue<br />

Profit<br />

After<br />

Taxation<br />

RM’000<br />

210 -<br />

180 -<br />

150 -<br />

120 -<br />

90 -<br />

60 -<br />

30 -<br />

0 -<br />

RM’000<br />

21 -<br />

18 -<br />

15 -<br />

12 -<br />

9 -<br />

6 -<br />

3 -<br />

0 -<br />

126,284<br />

152,509<br />

156,345<br />

161,791<br />

202,370<br />

00’ 01’ 02‘ 03‘ 04’<br />

14,262<br />

13,164<br />

18,689<br />

13,062<br />

13,770<br />

00’ 01’ 02‘ 03‘ 04’<br />

RM’000<br />

21 -<br />

18 -<br />

15 -<br />

12 -<br />

9 -<br />

6 -<br />

3 -<br />

0 -<br />

RM’000<br />

150 -<br />

120 -<br />

90 -<br />

60 -<br />

30 -<br />

0 -<br />

15,952<br />

86,887<br />

15,394<br />

98,092<br />

18,603<br />

115,393<br />

16,055<br />

119,376<br />

15,454<br />

00’ 01’ 02‘ 03‘ 04’<br />

135,800<br />

00’ 01’ 02‘ 03‘ 04’<br />

Profit<br />

Before<br />

Taxation<br />

pg.13<br />

Total<br />

Shareholders’<br />

Equity


pg.14<br />

STATEMENT ON CORPORATE GOVERNANCE<br />

The Board of Directors of <strong>LB</strong> Aluminium Berhad remains<br />

committed to the best practices and principles of good corporate<br />

governance as set out in the <strong>Malaysia</strong>n Code on Corporate<br />

Governance (the “Code”) as well as with the Listing Requirements<br />

of the <strong>Bursa</strong> <strong>Malaysia</strong> Securities Berhad (“<strong>Bursa</strong> <strong>Malaysia</strong>”). The<br />

Board recognises that good corporate governance is fundamental<br />

to the Board in discharging its fiduciary responsibilities and<br />

enhances high standards of business integrity, business<br />

prosperity and corporate accountability with the ultimate objective<br />

of realising shareholders’ value.<br />

The Board is pleased to provide the following statement, which<br />

outlines the Group’s application of corporate governance<br />

practices throughout the financial year.<br />

THE BOARD OF DIRECTORS<br />

Composition of the Board<br />

The Board currently consists of eight (8) Directors; three (3) of<br />

whom are Independent Non-Executive Directors. The Board<br />

comprises of an appropriate balance with sufficiently diverse<br />

experience required for the effective stewardship of the Group.<br />

The balance of Executive Directors and Non-Executive Directors<br />

(including Independent Non-Executive Directors) is such that<br />

decision made are fully discussed and examined taking into<br />

account the long term interest of shareholders, employees,<br />

customers and the many communities in which the Group<br />

conducts its business.<br />

The Chairman, who is also an Independent Non-Executive<br />

Director, and the Managing Director are individually held by two<br />

(2) persons and their responsibilities respectively are such that<br />

there is balance of power and authority. The presence of the three<br />

(3) Independent Non-Executive Directors also ensure<br />

independence in decision making at Board level.<br />

Where a potential conflict of interest may arise, it is mandatory<br />

practice for the Director concerned to declare his or her interest<br />

and abstain from the decision making process.<br />

No senior Independent Non-Executive Director has been<br />

appointed to whom any concerns pertaining to the Group may be<br />

conveyed as recommended by the Code. Instead, the Board will<br />

shoulder this responsibility collectively.<br />

Directors’ Training<br />

All Directors have attended and successfully completed the<br />

Mandatory Accreditation Programme conducted by the Research<br />

Institute of Investment Analysts <strong>Malaysia</strong>. During the year, the<br />

Directors also attended the Continuing Education Programme for<br />

directors of public listed companies.<br />

Board Meetings<br />

The Board meets every three (3) months in regular Board of<br />

Directors’ meetings during the year to approve the quarterly<br />

results and the audited financial statements on a pre-scheduled<br />

basis. Additional meetings are convened when urgent and<br />

important decisions need to be taken between scheduled<br />

meetings. During the financial year 2004, the Company held<br />

eight (8) meetings of the Board of Directors.<br />

Supply of Information to the Board<br />

To enable the Board to carry out its duties, regular status report<br />

and board papers, including quarterly and year-to-date<br />

performance report are provided to the Board.<br />

All Board members have access to the advice and services of the<br />

Company Secretary and may seek independent professional<br />

advice should the need arise in the furtherance of their duties at<br />

the Company’s expense. Various committees have been set up<br />

to assist the Board in discharging its duties, the details of which<br />

are set out below.<br />

Re-election of Directors<br />

In accordance with the Company’s Articles of Association (the<br />

“Articles”), all Directors who are appointed by the Board are<br />

subject to election by shareholders of the Company at the first<br />

Annual General Meeting after their appointment. The Articles also<br />

provides that one-third of the remaining Directors (including the<br />

Managing Director) will be required to submit themselves for reelection<br />

by rotation at least once every three (3) years at annual<br />

general meeting.<br />

For the forthcoming Annual General Meeting, Y. Bhg. Dato’ Mohd.<br />

Ghazali Bin Mohd. Khalid, Mr Leow Chong Fatt and Mr Neoh Lay<br />

Keong shall retire by rotation, and being eligible, offer themselves<br />

for re-election.


A brief description on the profile of each Director and their<br />

respective attendance in Board Meetings are presented in the<br />

annual report.<br />

THE BOARD COMMITTEES<br />

The Board delegates certain authorities to Board Committees that<br />

operate under clearly defined written terms of reference and<br />

operating procedures duly approved by the Board. The various<br />

Committees report the outcome of their meetings to the Board,<br />

which are then incorporated in the Board’s minutes. Details of the<br />

membership, objectives, duties and responsibilities, authorities<br />

and meetings are set out below:<br />

Nomination Committee<br />

The Nomination Committee comprises of the following members:<br />

Neoh Lay Keong<br />

– Chairman, Independent Non-Executive Director<br />

Lim Ting @ Lim Ah Ting<br />

– Independent Non-Executive Director<br />

Leow Chong Howa<br />

– Managing Director<br />

• The members of the Nomination Committee shall be<br />

appointed by the Board from amongst their number,<br />

consisting wholly or mainly independent non-executive<br />

directors and shall consist of not less than 3 members.<br />

• The members of the Committee shall elect the Chairman from<br />

amongst their member who shall be an Independent Non-<br />

Executive Director.<br />

• If a member of the Committee ceases to be a member with<br />

the result that the number of members is reduced below three<br />

(3), the Board shall within three (3) months of that event,<br />

appoint such number of new members as may be required to<br />

make up the minimum number of three (3) members.<br />

• The Company Secretary shall be the Secretary of the<br />

Committee.<br />

The terms of reference for the Committee are:<br />

• To nominate and recommend to the Board, candidates to be<br />

appointed as Director of the Company.<br />

• To consider in making its recommendations, candidates for<br />

directorships proposed by the Managing Director or by any<br />

other senior executive or any director or shareholder.<br />

• To recommend to the Board, directors to fill the seats on<br />

Board committees.<br />

• To assist the Board in its annual review of its required mix of<br />

skills and experience and other qualities, including core<br />

competencies which non-executive directors should bring to<br />

the Board and to assess the effectiveness of the Board as a<br />

whole, the committees of the Board and the individual director<br />

on an annual basis.<br />

Meetings are to be held as and when necessary. The quorum for<br />

each meeting shall be two (2). During the financial year ended<br />

30 April 2004, one (1) meeting was held which all members of the<br />

Nomination Committee attended. The Committee will decide its<br />

own procedures and other administrative arrangements. Minutes<br />

of each meeting shall be kept by the Secretary as evidence that<br />

the Committee has discharged its functions.<br />

Remuneration Committee<br />

The Remuneration Committee comprises of the following<br />

members:<br />

.<br />

Neoh Lay Keong<br />

– Chairman, Independent Non-Executive Director<br />

Lim Ting @ Lim Ah Ting<br />

– Independent Non-Executive Director<br />

Yap Chee Woon<br />

– Non-Executive Director<br />

pg.15


pg.16<br />

• The members of Remuneration Committee shall be appointed<br />

by the Board from amongst their number, consisting wholly or<br />

mainly independent non-executive directors and shall consist<br />

of not less than 3 members.<br />

• The members of the Committee shall elect the Chairman<br />

amongst their members who shall be an Independent Non-<br />

Executive Director.<br />

• If a member of the Committee ceases to be a member with<br />

the result that the number of members is reduced below three<br />

(3), the Board shall within three (3) months of that event,<br />

appoint such number of new members as may be required to<br />

make up the minimum number of three (3) members.<br />

• The Company Secretary shall be the Secretary of the<br />

Committee.<br />

• Directors do not participate in decisions on their own<br />

remuneration packages.<br />

The Remuneration Committee is responsible for recommending<br />

the remuneration framework for Directors’ as well as the<br />

remuneration packages of executive Directors to the Board.<br />

None of the executive Directors participate in any way in<br />

determining their individual remuneration.<br />

The Board as a whole determines the remuneration of nonexecutive<br />

Directors with individual Directors abstaining from<br />

decisions in respect of their individual remuneration.<br />

The policy practiced on Directors’ remuneration by the<br />

Remuneration Committee is to provide the remuneration<br />

packages necessary to attract, retain and motivate Directors of<br />

the quality required to manage the business of the Company and<br />

to align the interest of the Directors with those of the<br />

shareholders.<br />

Information prepared by independent consultants and survey data<br />

on the remuneration practices of comparable companies are<br />

taken into consideration in determining the remuneration<br />

packages, where necessary.<br />

Meetings are held as and when necessary. The quorum for each<br />

meeting shall be two (2). The Managing Director and/or<br />

Executive Directors shall attend and make presentations at<br />

meetings, whenever business is not related to Executive<br />

Directors’ remuneration. The Committee will decide its own<br />

procedures and other administrative arrangements.<br />

Minutes of each meeting shall be kept by the Secretary as<br />

evidence that the Committee has discharged its functions.<br />

The Remuneration Committee held one (1) meeting, which was<br />

attended by all members, during the financial year to review and<br />

recommend to the Board on the remuneration of the Directors.<br />

Audit Committee<br />

The Audit Committee currently comprises two (2) Independent<br />

Non-Executive Directors and the Executive Director. The<br />

Committee meets not less than four (4) times a year and is<br />

governed by clearly defined terms of reference. In the financial<br />

year ended 30 April 2004, the Committee met on seven (7)<br />

occasions.<br />

The composition of the Committee, terms of reference,<br />

attendance record and its activities are set out in the annual<br />

report.<br />

Recommendations of the Committee are submitted to the Board<br />

for approval.<br />

ESOS Committee<br />

The ESOS Committee was established to administer the <strong>LB</strong><br />

Aluminium Berhad’s Employee Share Option Scheme (“ESOS”) in<br />

accordance with the objectives and regulations as set out in the<br />

ESOS’s Bye-Laws. The members of the Committee are:-<br />

Leow Chong Howa<br />

– Managing Director<br />

Mark Wing Kong<br />

– Executive Director<br />

Yap Chee Woon<br />

– Non-Executive Director


DIRECTORS’ REMUNERATION<br />

The details of the remuneration of Directors for the financial year ended 30 April 2004 are as follows:-<br />

Aggregate remuneration of Directors categorised into appropriate components:<br />

Benefits<br />

Salaries Bonus In-Kind Fees Total<br />

RM’000 RM’000 RM’000 RM’000 RM’000<br />

Executive Directors 939 204 25 24 1192<br />

Non-Executive Directors 449 98 13 76 636<br />

The number of Directors of the Company whose total remuneration fall within the following bands for the financial year ended 30 April<br />

2004 are as follows:-<br />

No. of Directors<br />

Range of remuneration Executive Non-Executive<br />

Below RM50,000 – 4<br />

RM250,001 to RM300,000 – 1<br />

RM300,001 to RM350,000 – 1<br />

RM400,001 to RM450,000 1 –<br />

RM750,001 to RM800,000 1 –<br />

RELATIONSHIP WITH THE AUDITORS<br />

The role of the Audit Committee in relation to the external auditors<br />

is included in the Audit Committee’s terms of reference as<br />

detailed below.<br />

FINANCIAL REPORTING<br />

The Board is responsible for preparing the annual audited financial<br />

statements to shareholders and has taken appropriate steps to<br />

present a balanced and understandable assessment of the<br />

Group’s financial position and prospects. The Chairman’s<br />

statement and Managing Director’s operation review provide<br />

further information on the Group’s activities, business<br />

performance and prospects. The announcements of the quarterly<br />

and annual results are made to the public within the stipulated<br />

time frame after the Audit Committee has reviewed them and<br />

approved by the Board.<br />

STATEMENT ON DIRECTORS’ RESPONSIBILITY<br />

The Directors are required, pursuant to Section 169 of the<br />

Companies Act, 1965 (the “Act”), to draw up financial statements<br />

for each financial year that gives a true and fair view of the state<br />

of affairs of the Company and the Group as at the end of the<br />

accounting period and of their profit and loss and cashflow for the<br />

period then ended. In addition, the Directors have the general<br />

responsibility for taking such steps as they are reasonably open<br />

to them to safeguard the assets of the Group and to prevent fraud<br />

and other irregularities. In preparing the financial statements for<br />

the year ended 30 April 2004, the Directors have:-<br />

(i) adopted the appropriate accounting policies, which are<br />

consistently applied;<br />

(ii) made reasonable and prudent judgments and estimates; and<br />

(iii) ensure that the applicable approved accounting standards in<br />

<strong>Malaysia</strong> and the provisions of the Act are complied with.<br />

The Statement of Directors pursuant to the Act is set out in the<br />

annual report.<br />

pg.17


pg.18<br />

INTERNAL CONTROL<br />

The Statement on Internal Control furnished in the annual report<br />

provides an overview of the state of internal controls within the<br />

Group.<br />

SHAREHOLDERS AND INVESTOR RELATIONS<br />

The Company encourages its shareholders to attend its Annual<br />

General Meeting (“AGM”) usually held in October each year. The<br />

Annual Report and notice of the AGM are sent to all shareholders<br />

in accordance with the provisions of the Listing Requirements.<br />

The notice of AGM is also published in a national newspaper. The<br />

notice would include explanatory statements for proposed<br />

resolutions to facilitate understanding and evaluation of issues<br />

involving the shareholders. The AGM serves as a useful platform<br />

for shareholders to meet and communicate with the Board and<br />

encourages shareholders to participate in any discussion. The<br />

Company’s external auditors and company secretary are also<br />

present to clarify and explain any issues. Normally after the AGM,<br />

the Managing Director and other key senior management would<br />

hold a press conference. Shareholders are also informed and<br />

invited to attend any Extraordinary General Meetings through<br />

circulars and notice of meeting.<br />

The Company also has dialogues with institutional investors, fund<br />

managers and analysts to foster understanding about the Group’s<br />

activities.<br />

In addition, the Group maintains a website, www.lbalum.com,<br />

which provides shareholders and the public in general access to<br />

information about the Group.<br />

Statement made in accordance with a resolution of the<br />

Board of Directors dated 28 July 2004.


ADDITIONAL COMPLIANCE INFORMATION<br />

as at 30 April 2004<br />

The following information is provided in compliance with the<br />

Listing Requirements of the <strong>Bursa</strong> <strong>Malaysia</strong> Securities Berhad.<br />

1. DEBT AND EQUITY SECURITIES<br />

The Company has not issued any debt or equity securities<br />

during the financial year under review save for the issue of<br />

4,664,000 new ordinary shares of RM1.00 each that arose<br />

from the exercise of options pursuant to the Company’s<br />

Employee Share Option Scheme implemented on 1 March<br />

2002. No warrant was exercised during the financial year<br />

under review.<br />

2. SHARE BUYBACK<br />

The Company had on 30 April 2001 amended its<br />

Memorandum and Articles of Association in order to comply<br />

with the <strong>Bursa</strong> <strong>Malaysia</strong> Securities Berhad’s Listing<br />

Requirements as well as changes to the Securities Industry<br />

(Central Depository) Act and the Rule of the <strong>Malaysia</strong>n Central<br />

Depository which includes the provision to grant the Company<br />

the required power or authority to purchase its own shares in<br />

the manner provided under the Companies Act, 1965 and the<br />

Listing Requirements.<br />

The Company has not instituted any share buyback scheme<br />

during the financial year ended 30 April 2004.<br />

3. IMPOSITION OF SANCTIONS AND/OR PENALTIES<br />

There was no sanction and/or penalties imposed on the<br />

Company and its subsidiaries, Directors or management by<br />

the Securities Commission, <strong>Bursa</strong> <strong>Malaysia</strong> Securities Berhad<br />

or Suruhanjaya Syarikat <strong>Malaysia</strong> during the financial year.<br />

4. NON-AUDIT FEES<br />

The amount of non-audit fees paid and payable to the external<br />

auditors, BDO Binder for the year ended 30 April 2004<br />

amounted to RM8,000.00.<br />

5. VARIATION IN RESULTS<br />

There was no material variation between the audited results<br />

for the financial year ended 30 April 2004 and the unaudited<br />

results previously released for the quarter ended 30 April<br />

2004.<br />

6. PROFIT GUARANTEES<br />

The Group and Company did not give or receive any profit<br />

guarantees during the financial year.<br />

7. MATERIAL CONTRACTS<br />

No material contracts (not being contracts entered into in the<br />

ordinary course of business) have been entered into by the<br />

Company and/or its subsidiaries which involved Directors’<br />

and/or substantial shareholders’ interests, either still<br />

subsisting at the end of the financial year ended 30 April 2004<br />

or, if not then subsisting, entered into since the end of the<br />

previous financial year.<br />

8. REVALUATION POLICY ON LANDED PROPERTIES<br />

The revaluation policy on landed properties are set out in the<br />

notes to the financial statements.<br />

9. GLOBAL DEPOSITORY RECEIPTS ("GDR")/<br />

AMERICAN DEPOSITORY RECEIPTS ("ADR")<br />

The Company had not sponsored any GDR or ADR<br />

programmes during the financial year ended 30 April 2004.<br />

pg.19


pg.20<br />

PREAMBLE<br />

STATEMENT ON INTERNAL CONTROL<br />

The <strong>Malaysia</strong>n Code on Corporate Governance requires listed<br />

companies to maintain a sound system of internal control to<br />

safeguard shareholders’ investments and the Group’s assets.<br />

Pursuant to paragraph 15.27(b) of the <strong>Bursa</strong> <strong>Malaysia</strong> Securities<br />

Berhad’s Listing Requirements, the Board of Directors is required<br />

to include in its Annual Report, a statement on the state of internal<br />

control of the Group.<br />

RESPONSIBILITY<br />

The Board acknowledges its responsibility for maintaining a sound<br />

system of internal control and also for reviewing its adequacy and<br />

integrity. In view of the limitations inherent in any system of<br />

internal control, such system can only be designed to manage<br />

rather than eliminate risk of failure to achieve business objectives.<br />

Accordingly, this system can only provide reasonable but not<br />

absolute assurance against material misstatement or loss.<br />

RISK MANAGEMENT FRAMEWORK<br />

The Board of Directors confirms that there is continuous process<br />

of identifying, evaluating and managing the significant risks faced<br />

by the Group, which has been in place for the financial year under<br />

review and up to the date of approval of the annual report and<br />

financial statements.<br />

The Group has drawn up a Risk Management Policy to identify key<br />

risks, the likelihood of those risks occurring as well as any<br />

strategy to control or manage those risks affecting the business.<br />

Ongoing overall risk management process also includes<br />

budgetary controls and regular meetings among senior<br />

management to assess:-<br />

(i) Performances of branches and other operating subsidiaries;<br />

(ii) Impact of changes in competition and operating environment;<br />

and<br />

(iii) Risks and opportunities in the business and the ensuing action<br />

plans.<br />

MONITORING AND REVIEW OF THE EFFECTIVENESS<br />

OF THE SYSTEM OF INTERNAL CONTROLS<br />

The Board of Directors is committed to maintaining a strong<br />

control structure and environment for the proper conduct of the<br />

Group’s business operations. The key elements are:-<br />

Operating structure with clearly defined lines and<br />

delegated authorities<br />

The operating structure includes defined lines of responsibility,<br />

delegation of authorities, segregation of duties and the flow of<br />

information. The Board of Directors has also delegated certain<br />

authority for committees to advise the Board. Limits of authority<br />

are imposed for revenue and capital expenditure for all operating<br />

units that serve to facilitate the approval process and keep<br />

potential exposure under control. Detailed justifications are<br />

required for capital and major expenditures to ensure congruence<br />

with the Group’s strategic objectives.<br />

Budgetary controls<br />

Senior management with the involvement of all heads and branch<br />

managers conducts detailed reviews of the financial results<br />

quarterly. Variances analysed against budget are followed up and<br />

acted upon immediately. The reviews also include reports on<br />

other aspects of operations including collection, pricing,<br />

competitors and any business or other risks that may have an<br />

impact on the Group.


Employee competency<br />

Emphasis is placed on the quality and abilities of employees with<br />

continuing training and self-development being actively<br />

encouraged through a wide variety of schemes and programmes.<br />

MS ISO 9001 : 2000 certification<br />

The effectiveness of the system of internal control is also<br />

reviewed through the MS ISO 9001 : 2000 certification. The<br />

demanding documentation requirements of the certification<br />

further ensures a trail of accountability in the Company.<br />

The Audit Committee<br />

The Audit Committee assists the Board of Directors in assessing<br />

the effectiveness of internal controls by reviewing reports from<br />

the internal and external auditors, if any.<br />

INTERNAL AUDIT FUNCTION<br />

The internal audit department reports directly to the Audit<br />

Committee. Internal audit plans are reviewed and approved by<br />

the Audit Committee and the plans include independent appraisal<br />

on the compliance, adequacy and effectiveness of the Group’s<br />

internal controls and to assess and monitor the effectiveness and<br />

implementation of the Groups’ risk management policies. Followup<br />

reviews on previous audit recommendations will be carried out<br />

to ensure compliance and appropriate actions have been<br />

implemented to address weaknesses highlighted.<br />

INTERNAL CONTROL ISSUES<br />

Management maintains an ongoing commitment to strengthen the<br />

Group’s control environment and processes. During the year,<br />

there was no material losses caused by breakdown in internal<br />

control.<br />

CONCLUSION<br />

The Board is satisfied that during the year under review, there is<br />

a process to manage the Group’s system of internal controls to<br />

mitigate any significant risks faced by the Group so as to<br />

safeguard shareholders’ investments and the Group’s assets.<br />

This statement is made in accordance with a resolution of<br />

the Board of Directors dated 28 July 2004.<br />

pg.21


pg.22<br />

COMPOSITION<br />

TERMS OF REFERENCE<br />

Objective<br />

The primary objective of the Audit Committee is to assist the<br />

Board in fulfilling its fiduciary responsibilities relating to corporate<br />

accounting, system of internal controls, management and<br />

financial reporting practices of the Group.<br />

Members Of The Audit Committee<br />

The Committee shall be appointed by the Board from amongst its<br />

number and shall consist of not less than three (3) members, the<br />

majority of whom must be Independent Non-Executive Directors.<br />

The quorum for meeting of the Committee shall be two (2) in<br />

which the majority present in respect of such meeting must be<br />

Independent Non-Executive Directors.<br />

The Chairman of the Committee shall be appointed by the<br />

Members of the Audit Committee who shall also be an<br />

Independent Non-Executive Director.<br />

Duties & Responsibilities<br />

AUDIT COMMITTEE REPORT<br />

Neoh Lay Keong Chairman, Independent Non-Executive Director<br />

Mark Wing Kong* Executive Director<br />

Lim Ting @ Lim Ah Ting Independent Non-Executive Director<br />

* Member of <strong>Malaysia</strong>n Institute of Certified Public Accountants<br />

1. To consider the appointment of the external auditors, the audit<br />

fee and any questions of resignation or dismissal.<br />

2. To discuss with the external auditors before the annual audit<br />

commences, the nature and scope of the audit plan.<br />

3. To review the quarterly and annual financial statements of the<br />

Company and Group focusing particularly on:-<br />

(a) any changes in accounting policies and practices;<br />

(b) significant adjustments arising from the audit;<br />

(c) the going concern assumption;<br />

(d) compliance with accounting standards and other legal<br />

requirements.<br />

4. To discuss problems and reservations arising from the final<br />

and any interim audits; evaluation of the system of internal<br />

controls and any matter the external auditors may wish to<br />

discuss, including assistance given by the employees of the<br />

Group to the auditors; and to review the auditors’ audit report,<br />

management letter and management’s response.<br />

5. To consider any related party transactions and conflict of<br />

interest that may arise within the Group.<br />

6. To review the scope, functions, procedures of internal audit<br />

and results of any internal audit conducted and whether or not<br />

appropriate actions, where necessary have been taken.<br />

7. Such other functions as may be agreed by the Audit<br />

Committee and the Board of Directors.<br />

Authority<br />

The Committee is authorised by the Board within its term of<br />

reference and at the cost of the Group to investigate any matter<br />

and shall have the resources which are required to perform its<br />

duties.<br />

The Committee also has full and unrestricted access to any<br />

information pertaining to the Group and has direct communication<br />

channels with the external auditors and person carrying out the<br />

internal audit function or activity.<br />

The Committee is authorised to obtain independent professional<br />

or other advice and to secure the attendance of outsiders with<br />

relevant experience and expertise if it considers this necessary.


Meetings & Minutes<br />

Meetings shall be held not less than four times a year.<br />

Additionally the Chairman shall convene a meeting of the<br />

Committee if requested to do so by its member, the management<br />

or the internal or external auditors to consider any matters within<br />

the scope and responsibilities of the Committee.<br />

An Agenda shall be sent to all members of the Committee and any<br />

persons that may be required to attend. Minutes of each meeting<br />

shall be kept and distributed to each member of the Committee<br />

and also the members of the Board of Directors. The Secretary<br />

to the Audit Committee shall be the Company Secretary.<br />

Attendance<br />

During the financial year ended 30 April 2004, seven (7) Audit<br />

Committee’s meetings were held which were attended in full by all<br />

members of the Committee.<br />

Summary of Activities<br />

The activities conducted were in accordance with the terms of<br />

reference of the Committee that included the following:<br />

(i) reviewed the draft quarterly and year-end results of the<br />

Company and the Group before recommending to the Board<br />

for its approval;<br />

(ii) reviewed the audited financial statements of the Company and<br />

the Group prior to submission to the Board for consideration<br />

and approval;<br />

(iii) reviewed the external auditors’ scope of work and audit plan<br />

for the year. The audit plan was presented by representatives<br />

from the external auditors;<br />

(iv) met with the external auditors before finalisation of the<br />

audited accounts for the year under reviewed; and<br />

(v) reviewed the internal auditors’ reports and the external<br />

auditors’ report and management letter, if any.<br />

Internal Audit Function<br />

The internal control function is independent and has no<br />

involvement in the operations of the Group. It was set up to assist<br />

the Audit Committee in providing assurances that the internal<br />

control system of the Group is adequate.<br />

For the year under review, audits were performed to evaluate and<br />

identify any weaknesses of the internal controls affecting the<br />

Group, the adequacy of the existing system of controls and to<br />

recommend measures to management to improve and rectify any<br />

weaknesses.<br />

A number of internal control weaknesses were identified, all of<br />

which have been or are being attended to. None of these<br />

weaknesses have resulted in any material loss or contingencies<br />

that might require disclosure.<br />

pg.23


pg.24<br />

CHAIRMAN’S STATEMENT


Dear Shareholders,<br />

On behalf of the Board of Directors, it gives<br />

me great pleasure to present the Annual<br />

Report and Financial Statements of the Group<br />

and of the Company for the year ended<br />

30 April 2004.<br />

FINANCIAL PERFORMANCE<br />

The financial year 2004 continued to be challenging. Turnover for<br />

the financial year rose substantially by 25.1% from the previous<br />

year to RM202.4 million on the back of an increase in volume of<br />

aluminium extrusion sold. Despite the increased turnover, the<br />

Group achieved a consolidated profit before taxation of RM15.5<br />

million, a drop of 3.7% compared to RM16.1 million in the<br />

previous year. The main reason for the drop was lower margins<br />

consistent with intense competition and the difficult operating<br />

environment. The Group’s profit after taxation, however, increased<br />

marginally to RM13.8 million compared to RM13.1 million<br />

previously due to availability of reinvestment allowances and the<br />

overprovision of taxation in prior year.<br />

As at 30 April 2004, the Group’s shareholders’ fund stood at<br />

RM135.8 million whilst net tangible asset per share is RM1.92.<br />

Group’s borrowings net of short-term deposits and cash at bank<br />

are RM31.0 million which gives a gearing ratio of only 0.23.<br />

CORPORATE DEVELOPMENTS<br />

The Company had on 29 July 2003 through its adviser,<br />

AmMerchant Bank Berhad, announced a proposed extension of<br />

the duration and exercise period of the <strong>LB</strong> Aluminium Berhad<br />

Warrants (“<strong>LB</strong>A Warrants”) by five (5) years from 8 June 2005 to<br />

expire on 7 June 2010. Upon receipt of approvals from the<br />

Securities Commission, the shareholders of the Company, the<br />

holders of <strong>LB</strong>A Warrants and other relevant authorities<br />

respectively, the Company executed a Supplemental Deed Poll on<br />

31 October 2003 to give effect to the aforesaid extension.<br />

On 29 January 2004, the Company’s adviser had on behalf of the<br />

Company announced a bonus issue up to 77,901,300 new<br />

ordinary shares of RM1.00 (“Bonus Shares”) each on the basis of<br />

three (3) Bonus Shares for every four (4) existing ordinary shares<br />

held (“Bonus Issue”). The Bonus Issue will give rise to<br />

adjustments to the subscription price and/or number of<br />

warrant/option in respect of the Company’s unexercised <strong>LB</strong>A<br />

Warrants and unexercised Employee Share Option Scheme<br />

(“ESOS”) options respectively. Approvals from <strong>Bursa</strong> <strong>Malaysia</strong><br />

Securities Berhad and the Company’s shareholders were obtained<br />

on 28 April 2004 and 28 July 2004 respectively. The Bonus Issue<br />

was completed on 6 September 2004 with the listing and<br />

quotation of the Bonus Shares and the additional <strong>LB</strong>A Warrants.<br />

In conjunction with the Bonus Issue, the Company had increased<br />

its authorized share capital from RM150,000,000 comprising<br />

150,000,000 ordinary shares of RM1.00 each to<br />

RM300,000,000 comprising 300,000,000 ordinary shares of<br />

RM1.00 each by the creation of additional 150,000,000 new<br />

ordinary shares of RM1.00 each.<br />

The Company entered into a Share Sale Agreement dated<br />

17 March 2004 with Dalton Technologies Inc., Gary Samuel and<br />

Rowland Trade Limited for the acquisition by the Company of 40%<br />

equity interests in Pyxis Group Limited (“Pyxis”) which is<br />

effectively 200 standard shares of NZD1.00 each for a<br />

consideration of AUD3.75 million (RM11.0 million). The<br />

acquisition was completed on 10 May 2004.<br />

In its annual review, Rating Agency <strong>Malaysia</strong> Berhad had upgraded<br />

the standalone long term rating of the Company’s RM50.0 million<br />

3.5% Redeemable Unsecured Bonds 2000/2005 (“Bonds”)<br />

issued in June 2000 to A1.<br />

DIVIDENDS<br />

The Board of Directors is pleased to recommend a first and final<br />

tax exempt dividend of 2.85 sen per share (2003 – 5.0 sen per<br />

share) assuming completion of the Bonus Issue as explained<br />

above in respect of the financial year ended 30 April 2004 subject<br />

to the approval of the shareholders at the forthcoming annual<br />

general meeting.<br />

CURRENT YEAR’S PROSPECTS<br />

Bank Negara <strong>Malaysia</strong> has forecast <strong>Malaysia</strong>’s Gross Domestic<br />

Product (“GDP”) for 2004 to be at 6.0% to 6.5% with the<br />

construction industry expected to grow at 1.5%. The Group has<br />

and will continue to concentrate on our core business and<br />

coupled with the support from our customers and suppliers, we<br />

are confident that we will continue to be the major player in the<br />

aluminium extrusion business in <strong>Malaysia</strong>. The Group has also<br />

renewed efforts to explore opportunities in the export market and<br />

anticipate that it will contribute to the future growth of the Group.<br />

Barring unforeseen circumstances, the Board expects the<br />

performance of the current year to be an improvement over the<br />

previous year.<br />

APPRECIATION<br />

On behalf of the Board, I would like to take this opportunity to<br />

thank our valued customers, business partners and shareholders<br />

and look forward to working with you for another mutually<br />

beneficial and rewarding year.<br />

To the Management and staff, I wish to express my heartfelt<br />

thanks for their loyalty, commitment and hard work during this<br />

difficult and challenging period.<br />

Y. Bhg. Dato’ Mohd. Ghazali Bin Mohd. Khalid<br />

Chairman of the Board/Independent Non-Executive Director<br />

pg.25


pg.26<br />

MANAGING DIRECTOR’S OPERATIONS REVIEW


The Group’s turnover continued to<br />

grow substantially to reach<br />

RM202.4 million or a 25.1%<br />

improvement over the previous<br />

year on the back of a rise in<br />

aluminium extrusions volume sold<br />

despite a highly competitive<br />

environment in 2004. However,<br />

gross profit margin declined as the<br />

Group aggressively raises its<br />

volume in view of the increase<br />

production capacity as well as to<br />

maintain its position as the leading<br />

player in the domestic aluminium<br />

extrusion industry.<br />

View of extrusion<br />

factory floor.<br />

New UBE extrusion press. Anodising plant.<br />

REVIEW OF OPERATIONS<br />

We have taken delivery of a new UBE extrusion press which<br />

together with ancillary equipment were installed and commenced<br />

operations in March 2004. The new press increased our<br />

capacities by 3,600 metric tonnes to 27,600 metric tonnes per<br />

annum and was timely as it enabled us to clear the backlog as<br />

well as meeting new demand which resulted in an increase of 24%<br />

in volume of aluminium extrusion sold. The increase extrusion<br />

capacity also allows us to maximize the utilization of the vertical<br />

anodizing plant thus reducing unit cost of production. The building<br />

sector remains the Group most important customer base given<br />

the continued growth in building activities, particularly residential<br />

projects. Notwithstanding, we continue to consciously diversify<br />

our customer base so as to cushion the decline in any one sector.<br />

Albe Marketing Sdn Bhd (“Albe”), a wholly owned subsidiary, is<br />

involved principally in the marketing and trading of aluminium<br />

hardware and fittings. Albe continues to be profitable and efforts<br />

will continue to be made to increase its range of products whilst<br />

improving quality to meet with its clientele’s increasing<br />

sophistication and demand.<br />

We have taken delivery of a new UBE<br />

extrusion press which together with<br />

ancillary equipment were installed and<br />

commenced operations in March 2004.<br />

Okuma machining<br />

center.<br />

pg.27


pg.28<br />

<strong>LB</strong> Aluminium (Singapore) Pte Ltd (“<strong>LB</strong>S”) is our subsidiary in<br />

Singapore that markets and trades in aluminium extrusions and<br />

accessories. <strong>LB</strong>S have contributed positively to the Group’s<br />

profitability for the financial year under review. Another whollyowned<br />

subsidiary, Albe Metal Sdn Bhd (“AMSB”), is involved in the<br />

trading of aluminium sheets and other metal products. For the<br />

year under review, AMSB managed to return a small profit despite<br />

the high tariff rates on imported aluminium sheets. Plans are<br />

underway to activate our subsidiaries in Thailand for the<br />

marketing and trading of accessories sourced by Albe.<br />

We have moved into our new office building in Beranang in 2004.<br />

The new office building besides having sufficient space to cope<br />

with our expected expansion in the foreseeable future plus ample<br />

meeting and training rooms as well as a showroom, can also act<br />

as a showcase for our aluminium products due to the abundance<br />

use of aluminium extrusions in its completion. The old office<br />

building has been converted to house the die and mould<br />

equipment which now includes one (1) new unit machining center<br />

and two (2) new EDM machines. The upper floor of the old office<br />

was converted to the production office.<br />

Aluminium billets.<br />

Showroom featuring showcase<br />

of our Company’s projects.<br />

As mentioned in the Chairman’s Statement, the Group has<br />

acquired a 40% equity interest in Pyxis Group Limited (“Pyxis”), a<br />

New Zealand incorporated company, which is a technology<br />

provider for IP-based contact solutions intended for enterprises<br />

and contact centres. Pyxis’s operations are in Australia and New<br />

Zealand. The rationale for the acquisition was to enable the Group<br />

to obtain better returns from its surplus funds which are usually<br />

placed as short term deposits that yield returns of less than 4%<br />

per annum. It is an agreement amongst the shareholders of Pyxis<br />

that a listing be sought for Pyxis on MESDAQ within 18 months of<br />

the acquisition by the Group. In accordance with the shareholders'<br />

deed dated 26 April 2004, the entire equity interests of Pyxis was<br />

transferred to Radiant Platform Sdn. Bhd. ("RPSB") for<br />

RM28,000,000 which was satisfied by the issue of 27,999,998<br />

new RPSB ordinary shares of RM1.00 each at par. Consequently,<br />

the Group owns 11,200,000 ordinary shares of RM1.00 each<br />

representing 40% equity interest in RPSB which in turn holds<br />

100% equity interest of Pyxis.<br />

New EDM machine.


OUTLOOK<br />

Gross profit margins which was the bane of the relatively poor<br />

performance last year has since recovered to a more respectable<br />

level. Improving margins will be a priority for the Group through<br />

value-added activities, widening customer base as well as<br />

broadening the range of products.<br />

Aluminium extrusion business will continue to be our main focus<br />

and in this respect we will continue to reengineer the Group to<br />

build on our core competencies. This includes having the right<br />

people with the right skills in the right place, focusing the Group’s<br />

resources on areas of growth, implementation of cost reduction<br />

measures, right sizing of inventories, improving delivery<br />

mechanisms and quality, and increasing productivity.<br />

Despite external factors like high oil prices and the vagaries of the<br />

United States, European and Japanese economies which will<br />

continue to have an impact on us, we are optimistic of the<br />

prospect of the <strong>Malaysia</strong>n economy. Moving forward, we will<br />

continue to seek for opportunities to expand our production<br />

capacity either through the acquisition of existing companies or<br />

Control panel of<br />

UBE extrusion press.<br />

View of aging furnance and<br />

cooling tables.<br />

organic growth. Whilst, aluminium extrusions will continue to be<br />

our main focus, it will not preclude us from investing in ventures<br />

that would give the Group superior returns at acceptable risks.<br />

ACKNOWLEDGEMENT<br />

As always, I am grateful to our customers, business associates,<br />

suppliers, government departments and relevant authorities for<br />

their support and cooperation throughout the year. My<br />

appreciations also go out to all the shareholders and holders of<br />

<strong>LB</strong> Warrants for their trust and confidence in the Group.<br />

To the Management and staff, my gratitude for their hard work<br />

and commitment for making it another reasonably good year for<br />

the Group.<br />

Leow Chong Howa<br />

Managing Director<br />

Central courtyard of our<br />

new office building.<br />

Vertical anodising plant.<br />

pg.29


pg.30<br />

BRANCHES IN<br />

MALAYSIA<br />

Head office<br />

Lot 11, Jalan Perusahaan 1<br />

Kawasan Perusahaan Beranang<br />

43700 Beranang, Semenyih<br />

Selangor Darul Ehsan<br />

Tel : 03-87238822 (15 lines)<br />

Fax : 03-87233191 (General)<br />

03-87237272 (Sales)<br />

E-mail : enquiry@lbalum.com.my<br />

Website : www.lbalum.com<br />

Kuala Lumpur<br />

Lot 1501, Sungei Way<br />

9th Mile Jalan Kelang Lama<br />

Mukim of Petaling<br />

46000 Petaling Jaya<br />

Selangor Darul Ehsan<br />

Tel : 03-78778898<br />

Fax : 03-78778878<br />

Johor Bahru<br />

14 & 18, Lot PLO 206<br />

Jalan Angkasa Mas 5<br />

Kawasan Perindustrian Tebrau II<br />

81100 Johor Bahru<br />

Johor Darul Takzim<br />

Tel : 07-3550546<br />

Fax : 07-3550549<br />

Penang<br />

Lot 241 (PT 1075)<br />

Tingkat Perusahaan 6<br />

Kawasan Perusahaan Perai<br />

13600 Perai, Pulau Pinang<br />

Tel : 04-3976998<br />

04-3976995<br />

Fax : 04-3976997<br />

BRANCH NETWORK<br />

Kuantan<br />

No. 4, Jalan IM 3/6<br />

Kawasan Perindustrian<br />

Bandar Indera Mahkota<br />

25200 Kuantan<br />

Pahang Darul Makmur<br />

Tel : 09-5736666<br />

Fax : 09-5733322<br />

Kuching<br />

Lot 854, Section 66<br />

Jalan Keluli<br />

Pending Industrial Estate<br />

93450 Kuching, Sarawak<br />

Tel : 082-482433<br />

082-482378<br />

082-482379<br />

Fax : 082-482389<br />

Kota Kinabalu<br />

Lot 7, Lorong Mangga-3<br />

SEDCO Industrial Estate<br />

5 1/2 Miles<br />

(Off Jalan Kolombong)<br />

88450 Kota Kinabalu, Sabah<br />

Tel : 088-436421<br />

088-436422<br />

Fax : 088-436423<br />

SUBSIDIARIES IN<br />

MALAYSIA<br />

A<strong>LB</strong>E MARKETING<br />

SDN. BHD. (446723-K)<br />

53 & 55, Jalan PBS 14/10<br />

Taman Perindustrian<br />

Bukit Serdang<br />

43300 Seri Kembangan<br />

Selangor Darul Ehsan<br />

Tel : 03-89454919<br />

03-89454920<br />

03-89454921<br />

Fax : 03-89454916<br />

A<strong>LB</strong>E METAL SDN. BHD.<br />

(562008-A)<br />

Godown No. 23, Lot 7574<br />

Jalan 1/113A, 4 1/2 Miles<br />

Jalan Kelang Lama<br />

58000 Kuala Lumpur<br />

Tel : 03-79813988<br />

Fax : 03-79818293<br />

SUBSIDIARIES IN<br />

OVERSEAS<br />

DISTRIBUTORS/DEALERS IN MALAYSIA<br />

• Kangar<br />

• Alor Setar<br />

• Butterworth<br />

• Ipoh<br />

• Kuala Lumpur<br />

OVERSEAS MARKETS<br />

• Australia<br />

• Brunei<br />

• Canada<br />

• Hong Kong<br />

• Mauritius<br />

• New Zealand<br />

• Shah Alam<br />

• Seremban<br />

• Melaka<br />

• Johor Bahru<br />

• Kuantan<br />

• Pakistan<br />

• Philippines<br />

• Singapore<br />

• Sri Lanka<br />

• Thailand<br />

• United Kingdom<br />

<strong>LB</strong> ALUMINIUM (SINGAPORE)<br />

PTE. LTD. (200009299G)<br />

No. 109, Kaki Bukit Avenue 1<br />

#01-00 Shun Li Industrial Park<br />

Singapore 415989<br />

Tel : 02-63459131<br />

02-67455693<br />

Fax : 02-67455627<br />

<strong>LB</strong> ALUMINIUM (THAILAND)<br />

CO., LTD. (KT-06-0053-45)<br />

94/788 Moo 4<br />

Soi Petrkasaem 94<br />

Petrkasaem Road<br />

Kweang North Bangkae<br />

Khet Bangkae<br />

Bangkok 10160 Thailand<br />

Tel : 662-24440607-8<br />

662-24440596<br />

Fax : 662-24440597<br />

• Kuala Terengganu<br />

• Kota Bharu<br />

• Kota Kinabalu<br />

• Kuching<br />

• USA<br />

• Spain<br />

• Maldives<br />

• South Africa<br />

• Belgium<br />

• Germany

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