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Attraction of Success

“Attraction of Success” shows that the hardwork we


have put into the work brings us great return. We
hope that through our efforts in our work attracts
success and able to have a greater achievement.
ANNUAL REPORT 2016 1

Our Vision Our Mission


TRUSTED FOR CONSTRUCTION & TO BUILD AND DEVELOP PROPERTIES
DEVELOPMENT EXCELLENCE TOWARDS TOW$5'6&/,(176ҋ NEEDS &
BETTER LIVING AND SOCIETY NEEDS EXPECTATIONS FOR CONTINUOUS
CLIENTSҋSUPPORT

Team Operating Principles (CARES)

COMMUNICATE WITH PURPOSE EFFECTIVE COLLABORATION WITH SHARED


RESPONSIBILITY
• We will consistently deliver and promote the
Organization’s Mission and goals towards achieving • We will focus and work together through team
Organization’s Vision. contribution and participation irrespective of what are
• We will create a result-oriented environment which will the situations.
encourage openness, honest opinions, creativity and • We will encourage team member to collaborate
innovation through effective communication. effectively with one another, take full responsibility
for action taken, comply to policies, and be fully
committed to achieve the current and future goals of
APPRECIATE AND RECOGNIZE the organization.

• We will take every opportunity to acknowledge individual


contribution and commitment towards achieving the SPIRITED WORK ENVIRONMENT
desired and positive outcomes.
• We will continuously value, appreciate and reward the • We will create a great working environment where
effort of individuals and teams for their achievements. people can still “SMILE” despite the situation, in good
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• We will build a truly inspiring organization, a great
RESPECT AND CARE place to be in and an organization to work for, by
developing positive attitudes and great understanding
• We will build a conducive and caring work environment amongst all team members.
through encouragement, support, cooperation and
mutual respect amongst all team members.
• We will be sensitive to the needs of organization
and individual, care for one another, promote good
mannerism and politeness throughout the organization.
2 PRINSIPTEK CORPORATION BERHAD (595000-H)

CONTENTS
3 CORPORATE INFORMATION

4 MANAGEMENT’S DISCUSSION
AND ANALYSIS

8 CORPORATE STRUCTURE AND


PRINCIPAL ACTIVITIES

9 FIVE-YEARS FINANCIAL HIGHLIGHTS

10 PROFILE OF BOARD OF DIRECTORS

12 STATEMENT ON CORPORATE
GOVERNANCE

20 STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL

22 AUDIT COMMITTEE REPORT

24 FINANCIAL STATEMENTS

91 STATEMENT OF DIRECTORS’
RESPONSIBILITY

92 OTHER COMPLIANCE INFORMATION

93 LIST OF PROPERTIES

94 ANALYSIS OF SHAREHOLDINGS

96 ANALYSIS OF WARRANTHOLDINGS

98 NOTICE OF ANNUAL GENERAL


MEETING

PROXY FORM
ANNUAL REPORT 2016 3

CORPORATE INFORMATION

BOARD OF DIRECTORS AUDITORS

Independent Non-Executive Chairman Morison Anuarul Azizan Chew


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Managing Director 51200 Kuala Lumpur, Malaysia
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Executive Director REGISTERED OFFICE


Foo Chu Pak
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Independent Non-Executive Director 6XEDQJ-D\D
Y Bhg Datin Paduka Low Siew Moi Selangor Darul Ehsan, Malaysia
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PRINCIPAL BANKERS
AUDIT COMMITTEE
Malayan Banking Berhad
Chairman 5+%%DQN%HUKDG
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Members STOCK EXCHANGE LISTING


Y Bhg Datin Paduka Low Siew Moi
<%KJ7R·3XDQ6HUL+DMMDK1XU5DKPDK%LQWL+M0RKG=DLQ Main Market of Bursa Malaysia Securities Berhad
Stock Name: PSIPTEK
Stock Code: 7145
NOMINATION COMMITTEE Sector: Construction

Chairman
Y Bhg Datin Paduka Low Siew Moi COMPANY SECRETARIES

Members Goh Boon-Ui (MIA 24019)


<%KJ7DQ6UL'DWR·6HUL0RKDPDG1RRU$EGXO5DKLP Lim Seck Wah (MAICSA 0799845)
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WEBSITE
REMUNERATION COMMITTEE
www.prinsiptek.com
Chairman
<%KJ7R·3XDQ6HUL+DMMDK1XU5DKPDK%LQWL+M0RKG=DLQ
EMAIL ADDRESS
Members
<%KJ7DQ6UL'DWR·6HUL0RKDPDG1RRU$EGXO5DKLP prinsiptek@prinsiptek.com
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SHARE REGISTRARS

Mega Corporate Services Sdn Bhd


Level 15-2, Bangunan Faber Imperial Court
-DODQ6XOWDQ,VPDLO
50250 Kuala Lumpur, Malaysia
Tel : 603-2692 4271
Fax : 603-2732 5388
4 PRINSIPTEK CORPORATION BERHAD (595000-H)

MANAGEMENT’S DISCUSSION
AND ANALYSIS

SIT FROM THE LEFT :


Y Bhg Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim
Independent Non-Executive Chairman

Y Bhg Dato’ Foo Chu Jong


Managing Director

STAND FROM THE LEFT :


Y Bhg To’ Puan Seri Hajjah Nur Rahmah
Binti Hj Mohd Zain
Independent Non-Executive Director

Foo Chu Pak


Executive Director

Y Bhg Datin Paduka Low Siew Moi


Independent Non-Executive Director

The following Management’s Discussion and Analysis


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condition of Prinsiptek Corporation Berhad (“Prinsiptek”,
“PCB”, the “Group”, the “Company”, “we”, “us”, or
“our”) for the year ended 31 December 2016, should be
read in conjunction with the 31 December 2016 Audited
Financial Statements and related notes thereto. The
discussion of results, causes and trends should not be
construed to imply any conclusions that such results,
causes or trends will necessarily continue in the future.

SUMMARY

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macroeconomic conditions, the Group will assure that
the Company remains committed to creating value for
our shareholders in the long term. These go a long way
towards strengthening our reputation in the marketplace,
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organisation, and position the Group for future growth.

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construction and development markets have slowdown
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curb a speculative market, declining crude oil prices
and weakening of the Malaysian Ringgit against the US
Dollar.

Notwithstanding these challenges, the Group remained


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well as planned for future launches.
ANNUAL REPORT 2016 5

MANAGEMENT’S DISCUSSION
AND ANALYSIS (Cont’d)

Our strategy going forward is to build our reputation as


a value driven contractor. For any constructions and
developments to be successful, Prinsiptek must always
prioritise to build and develop properties towards the
needs of the clients and expectations of the buyers for
their continuous support.

GROUP FINANCIAL PERFORMANCE

We are pleased to report that the Group registered total


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31 December 2016 (“FY2016”) as compared to RM239.29
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decrease in revenue by 13.07% due to the completion of
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SURMHFWVLQ.ODQJ9DOOH\

The Construction Division continued to be the main


contributor to the Group revenue representing 72.12% of
the total revenue, with the trading and other Divisions of
14.52%. In terms of the Property Development Division,
it has contributed a balance of 13.36% to the Group
revenue.

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for the FY2016 as compared to RM2.37 million in the
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6 PRINSIPTEK CORPORATION BERHAD (595000-H)

MANAGEMENT’S DISCUSSION
AND ANALYSIS (Cont’d)

As at 31 December 2016, the Group recorded a total of RM703.24 million unbilled construction order book. The Group
remains committed and focused in its core business. The Group has successfully secured a total of RM349.71 million
contracts during the financial year and the Group is confident in securing some potential construction projects in the
coming future.

CONSTRUCTION

The Group is principally involved in construction. We are committed to being a value-driven contractor not only in our
projects but also in all our undertakings. Clients’ needs have always been our emphasis, whereby we innovate and
redefine the art of constructing, by creating an integrated construction. Our current ongoing construction projects in
Malaysia such as TTDI Sentralis in Shah Alam and Penang Sentral in Penang; have been encouraging and being the
reason of continuous growth for the Group.

The Group would maintain and remain to work hand in hand with the credible clients, which long term growth of the
company is intact as the current economic and market conditions appear to be challenging.

We have also started to embrace Industrialised Building System (IBS) as a method of attaining better construction
quality and productivity, reducing risks related to occupational safety and health, alleviating issues for skilled workers
and dependency on manual foreign labour as well as achieving the ultimate goal of reducing the overall cost of
construction.

The IBS implementation has proven in our development project, that we have achieved a better and smoother
operation. The Group will continue to implement IBS for achieving higher quality, gaining speed of construction and
minimising on site duration.

PROPERTIES

Our landmark project, the highly acclaimed residential project at Puncak 7, Shah Alam, with the overwhelming hilltop
view of the entire city has created the right aspiration and interest of property connoisseurs. Besides, the demand
of the mixed development properties developed by our subsidiary in Ayutthaya, Bangkok Thailand has been very
encouraging.

We are pleased to note that our current project in Shah Alam has contributed consistently to the Group, arising
from the steady population growth in the Klang Valley over the last few years. Following the successful completion
of Phase 1 of our Puncak 7 residential project consisting of 211 units with GDV of RM106.26 million, which 90% of
the units has been sold out. This year, we are planning to launch Phase 2 of our Puncak 7 residential project that
comprises 17 units of double-storey link terrace houses and 208 units of SOHO in Serdang Perdana.

We are also pleased to state that the Malaysia Property Insight has awarded our Puncak 7 residential homes project
as the Prestigious Developer Awards 2015- The Best Hill Top Living Development.

In order to maintain its profitability, the Group shall continue to increase its sales from existing and new launches. As
at 31 December 2016, the Group’s future property development projects in Malaysia and overseas market may worth
approximately RM469.73 million.
ANNUAL REPORT 2016 7

MANAGEMENT’S DISCUSSION
AND ANALYSIS (Cont’d)

SUSTAINABILITY AND PROFITABLE GROWTH

The Group’s strategy for sustainable and profitable growth continues to focus on doing more of what we do best
and doing it even better. We are constantly striving to serve our existing clients better by improving our service
standards while present innovating service offerings, and at the same time, attracting the best possible new clients to
complement our diversified client portfolio. We maintain an equally strong customer focus and are at all times working
to position the Group as the construction company of choice for our clients.

While striving for growth, we continue to focus on realizing operational efficiencies while improving standards in our
processes and internal controls. Our engaged and committed employees help to drive these efficiencies and we are
constantly realizing economies of scale to drive profitability growth.

We will remain focused on our strategy of properties, overseas and in Malaysia while building up a sustainable
capacity in construction. We will continue to create value for our shareholders by actively engaging with strategic
business partners in developed and transparent global property markets with sturdy legal framework.

OUTLOOK AND PROSPECT

The year 2016 was a year of macroeconomic difficulty and challenging and unpredictable markets, which coincided
with a year of investment and development growth for the Group. We enter 2017 with a committed and driven
management team and established business development prospects. All of the key development that is needed for
growth is now in place, including the SOHO development in Serdang Perdana.

2017 is expected to be another challenging year for the local property sector. Headwinds include weak consumer
sentiment, rising cost of living, low-income growth, high household debt and a relatively high loan rejection rate by
banks. Home price growth has eased to single digits in recent times and may continue to trend slightly downwards
before the market recovers, especially in the high-rise segment where there are pockets of oversupply. Still, we
foresee that certain property segments will continue to achieve good take-up rates due to demand from genuine
homebuyers, particularly mid-rise segment properties in accessible and good locations.

The Group maintains optimistic of its property development division especially the demand of medium cost properties
in the Klang Valley, Penang and Johor are still strong. We are well positioned to serve our clients and customers
seamlessly across the value chain and the Group is placing more emphasis towards the current demand for the “Gated
and Guarded” concept, affordable pricing homes, eco friendly building materials and harmony living environment.

The Group is actively tendering for new projects in both the infrastructure and building works segments to replenish
its order book for the next three years. However, in view of the slowdown in the economy and property market in
Malaysia, Prinsiptek will be more prudent and cautious in taking on new construction contracts.

Overall, the Group is confident that it will be able to deliver satisfactory performance in 2017 on the back of the
existing unbilled construction order book of RM703.24 million from on-going projects that will continue to contribute
towards the Group’s revenue.
8 PRINSIPTEK CORPORATION BERHAD (595000-H)

CORPORATE STRUCTURE AND


PRINCIPAL ACTIVITIES

60%
PRINSIPTEK
THAI
LIMITED
91%
PRINSIPTEK
INTERNATIONAL
LIMITED

100%
MAGNIFICIENT
DEGREE
SDN BHD 100%
JERAM
PERWIRA
SDN BHD

100% 100%
TANAH SOLIDVEST
PERANGSANG PROPERTIES
SDN BHD SDN BHD
100%
PENTALAND
SDN
BHD

70%
ANTARA MURNI
(595000-H)
DEVELOPMENT
SDN BHD

100%
ESA
PILE
100% SDN BHD
PRINSIPTEK (M)
SDN BHD

100% 100%
GABUNGAN LKD
100% SANJUNG TRADING
PRINSIPTEK SDN BHD SDN BHD
PROPERTIES
SDN BHD
100%
NBL LAND
DEVELOPMENT
SDN BHD

PRINCIPAL ACTIVITY

INVESTMENT HOLDING PROVISION OF PROJECT MANAGEMENT


PROPERTY DEVELOPMENT
& SECRETARIAL SERVICES
CONSTRUCTION TRADING
ANNUAL REPORT 2016 9

FIVE-YEARS FINANCIAL HIGHLIGHTS

Revenue Profit Before Tax Profit For The Year


(RM’000) (RM’000) (RM’000)

7,961
500,000 8,000 7,000

7,000
6,000

5,040
400,000
6,000
5,000

5,000
300,000
4,000
208.020

4,000

3,000
200,000
3,000

2,000
2,000
100,000
1,000
1,000

0 0 0
2016 2015 2014 2013 2012 2016 2015 2014 2013 2012 2016 2015 2014 2013 2012

Profit Attributable Gross Earnings Per Share Net Earnings Per Share
to Equity Holders (Sen) (Sen)
(RM’000)

5,000 6 4
4,333

3.5
5
4,000
3

4
2.5
3,000

3 2
2.51

2,000
1.5
1.37
1.79

2
0.98

1
1,000
1
0.5

0 0
2016 2015 2014 2013 2012 2016 2015 2014 2013 2012 2016 2015 2014 2013 2012
Basic Diluted Basic Diluted
10 PRINSIPTEK CORPORATION BERHAD (595000-H)

PROFILE OF BOARD OF DIRECTORS

Y BHG TAN SRI DATO’ SERI MOHAMAD NOOR ABDUL RAHIM


Independent Non-Executive Chairman/Malaysian/Male

Y Bhg Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim, aged 72, was appointed as the Independent Non-Executive Chairman
of Prinsiptek Corporation Berhad (“PCB”) on 4 December 2003. He is also the Chairman of the Audit Committee and a member
of the Nomination and Remuneration Committees of PCB.

He holds a Bachelor of Arts (Honours) Degree from University Malaya. His last post in the civil service was the Secretary
General of the Ministry of Home Affairs in 2000. He was the Secretary General of the Ministry of Domestic Trade and Consumer
Affairs from 1996 to 1998. Prior to that, he held the positions of State Secretary of Pulau Pinang, Federal Development Director
(Prime Minister’s Department) of Kelantan, State Financial Officer of Perak, Director General of Kuala Lumpur City Hall, and
Under-Secretary (Supply Division) for both the Ministry of Defence and Ministry of Finance.

Currently, he also sits on the Board of Mitrajaya Holdings Berhad, Pinehill Pacific Berhad as Independent Non-Executive
Director and TSR Capital Berhad as an Independent Non-Executive Chairman. In the field of sports, he is currently the
President of Malaysian Petanque Federation and Vice Chairman of Malaysian Golf Association.

Y BHG DATO’ FOO CHU JONG


Managing Director/Malaysian/Male

Y Bhg Dato’ Foo Chu Jong, aged 59, is the founder of Prinsiptek (M) Sdn Bhd (“PST”). He was appointed as the Managing
Director of Prinsiptek Corporation Berhad (“PCB”) on 21 November 2003. He is also a member of the Remuneration Committee
of PCB.

He started his career in the construction industry in the early eighties when he was exposed to the development of commercial
buildings, condominiums, hotels and housing estates.

Y Bhg Dato’ Foo’s sharp entrepreneurial acumen, dedicated and visionary leadership are the main factors which have led PST
to achieve a numerous highly acclaimed projects. These include the Staff Hostels and Hotel Awana Golf and Country Club in
Genting Highlands, Mixed Development in Gohtong Jaya and First World Hotel in Genting Highlands.

He has gained a vast experience and knowledge through his involvement in most of the civil and engineering works where he
has secured and completed billions worth of contracts. Being a hands-on Managing Director, he is actively involved in the day
to day operations of the group to ensure that all projects are carried out and well managed.

Enterprise Asia and the organizing committee of the Asia Pacific Entrepreneurship Awards 2009 have conferred to Y Bhg
Dato’ Foo the “Most Promising Entrepreneurship Award” on 20 August 2009 for his outstanding and exemplary achievements
in entrepreneurship.

In 28 August 2014, Y Bhg Dato’ Foo was again conferred the “Outstanding Entrepreneurship Award” by the Enterprise Asia
and the organizing committee of the Asia Pacific Entrepreneurship Awards 2014.

Currently, Y Bhg Dato’ Foo sits on the Board of all subsidiaries of PCB. He does not hold any directorship in any other public
companies.

He is also the President of Kochow Association Malaysia. In addition, Y Bhg Dato’ Foo also sits on the Committee of several
Unions, Non-Profit Organisations and Chinese Associations in Malaysia and abroad.

Y Bhg Dato’ Foo is a major shareholder of PCB.


ANNUAL REPORT 2016 11

PROFILE OF BOARD OF DIRECTORS (Cont’d)

FOO CHU PAK


Executive Director/Malaysian/Male

Mr. Foo Chu Pak, aged 57, was appointed to the Board on 21 November 2003.

Mr. Foo has completed his Bachelor of Civil Engineering (Honors) at the Summit University of Louisiana in year of 1997.
He pursued his next embellishment in Honolulu University of Hawaii having completed his Master’s Degree in Business
Administration in year of 2000.

Mr. Foo has more than 34 years of experience in both building and construction industry, serving in various capacities. He
has vast experience and expertise in the management of civil and engineering works. He has completed billions worth of
highly acclaimed projects. These include developments such as hotel, condominium, road and bridge, mixed development,
government project, office tower & etc.

Currently, he sits on the Board of all subsidiaries of PCB. He does not hold any directorship in any other public companies.

Mr. Foo is also the Treasurer of Kochow Association Sekinchan. In addition, he sits on the Committee of several Unions, Non-
Profit Organisations and Chinese Association in Malaysia.

Mr. Foo is a major shareholder of PCB.

Y BHG DATIN PADUKA LOW SIEW MOI


Independent Non-Executive Director/Malaysian/Female

Y Bhg Datin Paduka Low Siew Moi, aged 67, was appointed Independent Non-Executive Director of Prinsiptek Corporation
Berhad (“PCB”) on 11 July 2013. She serves as Chairman of the Nomination Committee and a member of the Audit Committee
of PCB. She holds a Bachelor of Economics (Accounting) and a Diploma in Accountancy (Post Graduate) from University of
Malaya and a member of the Malaysian Institute of Accountants (MIA).

She has more than 40 years of experience in accounting, finance and administration. She started her working career with
Perbadanan Kemajuan Negeri Selangor (“PKNS”) in 1973 and had since held various managerial positions. In 1990, she was
seconded to work with the private sector, IGB Corporation Berhad (“IGB”) and IJM Corporation Berhad (“IJM”) for 4 years. She
was formerly the Deputy General Manager (Corporate Affairs) of PKNS and also acting as the General Manager of PKNS from
November 2008 until March 2009. She has been working as an advisor under Menteri Besar Incorporated Selangor from May
2009 until October 2014.

At present she is holding directorships in Prestige Field Development Sdn Bhd and Stratmont Development Sdn Bhd.

She does not hold any directorships in any other public companies.

Y BHG TO’ PUAN SERI HAJJAH NUR RAHMAH BINTI HJ MOHD ZAIN
Independent Non-Executive Director/Malaysian/Female

Y Bhg To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain, aged 62, was appointed Independent Non-Executive Director
of Prinsiptek Corporation Berhad (“PCB”) on 20 August 2008. She is also a Chairman of the Remuneration Committee and a
member of the Audit and Nomination Committees of PCB.

She is an Executive Director of Cempaka Anugerah Sdn Bhd since 2005. From 1985 to 2004, she was an Executive Director of
Skoga Redimix Sdn Bhd. She has vast experience in the field of marketing, administration, management and strategic planning.

Currently, she is also an Independent Non-Executive Director of Concrete Engineering Products Berhad.

OTHER INFORMATION OF DIRECTORS

● Save as disclosed above, Dato’ Foo Chu Jong and Mr. Foo Chu Pak are siblings, the other Directors do not have any
family relationship with any Director and/or major shareholder of the Company.

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

● None of the Directors has been convicted of any offences within the past five (5) years other than traffic offences, if any.

12 PRINSIPTEK CORPORATION BERHAD (595000-H)

STATEMENT ON CORPORATE GOVERNANCE

The Board of Directors (“Board”) affirms its overall responsibility in ensuring good Corporate Governance is practised throughout
the Group with the objective of protecting and enhancing shareholders’ value, and the financial position of the Group.

Pursuant to Paragraph 15.25 of the Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa”), this corporate
governance statement (the “Statement”) sets out how the Company has applied the 8 Principles and observed the 26
Recommendations of the Malaysian Code on Corporate Governance (Code) for the financial year ended 31 December 2016.
Where a specific Recommendation of the Code has not been observed during the financial year, the non-observation, including
the reasons thereof, and the alternative practice adopted, if any, is mentioned in this Statement.

PRINCIPLE 1 – ESTABLISH CLEAR ROLES AND RESPONSIBILITIES OF THE BOARD AND MANAGEMENT

The Group is led and controlled by an effective Board. The Board comprises highly reputable and professional persons of
calibre and credibility, who have the necessary experience, knowledge and skills to bring an independent judgment in the
process of strategic decision making. The Board recognises its key role in charting the strategic directions for the Group and
regularly meets to review corporate strategies, resolve operational matters and monitor financial performance of the Group.

The Board leads the Group and is responsible for the stewardship of the Group’s strategic direction and development. In
addition, the Board’s responsibilities include reviewing the overall objective, key policies, control and operations of the Group,
identifying risks and ensuring the existence of adequate internal controls and management systems to measure and manage
risks.

The presence of Non-Executive Directors who are independent from the management ensures adequate check and balance
and independent view at all Board’s deliberations. The Independent Directors also help in providing constructive views, advice
and opinion objectively to safeguard interest of investors, customers and other stakeholders. They are also free from any
business or other relationships that could materially interfere with the exercise of their independent judgment.

Board Charter

The Board is aware of the need to clearly demarcate the duties and responsibilities of the Board, Board Committees and
Management, including the limits of authority accorded, in order to provide clarity and guidance to Directors and Management.
As such, it has adopted a Board Charter, setting out, inter-alia, the roles of the Board, Board Committees, Executive and
Non-Executive Directors and Management. The Charter, which serves as a referencing point for Board’s activities to enable
Directors to carry out their stewardship role and discharge their fiduciary duties towards the Group, also contains a formal
schedule of matters reserved to the Board for deliberation and decision so that the control and direction of the Group’s
businesses are in its hands. The Charter has been uploaded on the Company’s website at www.prinsiptek.com in line with
Recommendation 1.7 of the Code. The Board charter was last reviewed in February 2017.

Code of Ethics

The Board has approved the Code of Ethics on 27 February 2014.

Sustainability of Business

The Board is mindful of the importance of business sustainability and, in conducting the Group’s business, the impact on the
environmental, social and governance aspects is considered. The Board has no formal policy on the Company’s sustainability,
the environment, social and governance elements but has been continuously practice prudence in energy savings, use the
recycle material and always on the move to look for business opportunity.

Supply of, and Access to, Information

All Directors have access to all information within the Group as well as the advice and services of the Company Secretaries
whether as a full Board or in their individual capacity to assist them in their decision making. Where necessary, the Directors
may engage independent professionals at the Group’s expense on specialised issues to enable the Directors to discharge
their duties with adequate knowledge on the matters being deliberated.
ANNUAL REPORT 2016 13

STATEMENT ON CORPORATE GOVERNANCE (Cont’d)

For effective Board proceedings, the Directors would receive the structured agenda together with comprehensive management
reports and proposal papers at least 3 days before the Board meeting. This is to ensure that all Directors are given time to
prepare, obtain additional information or clarification prior to their attendance at the meeting.

Company Secretary

The Company Secretary is a qualified officer and meet the provision in Companies Act 2016. The Directors have unrestricted
access to the advice and services of the Company Secretary. The Board is regularly updated and advised by the Company
Secretary on new statutes and directives issued by regulatory authorities, and the resultant implications to the Company and
the Directors in relation to their duties and responsibilities. The Company Secretary also serves notice to Directors reminding
on trading in the Company’s shares, during closed period in accordance with the closed period stated in Chapter 14 on Dealings
in Securities of the Bursa Securities Main Market Listing Requirements. The Company Secretary attends and ensures that all
Board meetings are properly convened, and that an accurate and proper record of the proceedings and resolutions passed are
taken and maintained in the minutes book at the registered office of the Company. The Company Secretary also facilitates the
communication of key decisions and policies between the Board, Board Committees and the Senior Management.

PRINCIPLE 2- STRENGTHEN COMPOSITION OF THE BOARD

The Board comprises five (5) members of whom two (2) are Executive Directors and three (3) Independent Non-Executive
Directors. This is in compliance with the one-third requirement for Independent Directors to be appointed to the Board as
required under the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”). This ensures
that minority shareholders’ interests are adequately represented. The individual profile of each Director is presented on pages
10 to 11 of this Annual Report. The combination of different professionals with different background, experience and skills
contribute a balance Board composition. The business and financial experience of each member of the Board has inevitably
contributed to the success in steering the Group toward sustaining its remarkable financial results.

The Board delegated certain of its responsibilities to the Board Committees with clearly defined terms of reference outlining their
objectives, duties and responsibilities. The Board Committees exercise transparency and full disclosure in their proceedings
where applicable issues are reported to the Board with appropriate recommendations by the Board Committees.

Audit Committee

The Audit Committee’s activities during the financial year are set out under the Audit Committee Report on pages 22 to 23 of
this Annual Report.

Nomination Committee – Selection and Assessment of Directors

Prior to the appointment of a director to the Board, the Nomination Committee is fully entrusted with the role of proposing
and recommending new nominee(s) to the Board for deliberation on the suitability of the candidate for directorship. Following
appointment, new Director(s) will be duly briefed via an orientation familiarisation programme, including visits to the Group’s
business and operation premises and meetings with Senior Management will be arranged for new Directors to facilitate their
understanding of the Group.

The Nomination Committee taking into account of diversity of skills, expertise, background and experience in evaluating the
appointment of Director(s) and the selection is not just based on gender. The Company does not have a policy on boardroom
gender but believes in providing equal opportunity to all candidates based on merit. Currently, the Board has two female
Directors on Board.

The Nomination Committee consist of the following members during the financial year ended 31 December 2016:-

1. Y Bhg Datin Paduka Low Siew Moi– Chairman


(Independent Non-Executive Director)

2. Y Bhg Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim – Member
(Independent Non-Executive Chairman of the Board)

3. Y Bhg To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain – Member
(Independent Non-Executive Director)
14 PRINSIPTEK CORPORATION BERHAD (595000-H)

STATEMENT ON CORPORATE GOVERNANCE (Cont’d)

The Committee is empowered by its terms of reference and its responsibilities are as follows:

(a) To review regularly the Board Structure, Size, Composition and make recommendations to the Board with regards to any
adjustments that are deemed necessary;

(b) To propose and identify new nominees for the appointment to the Board;

(c) To access Directors on an on-going basis, the effectiveness of the Board as a whole, the Board Committees and the
Contribution of each individual Director as well as the Chief Executive Officer;

(d) To recommend to the Board, Directors to fill the seats on Board Committee;

(e) To review annually the Board’s mix of skills and experience and other qualities including core competencies which is
non-executive Director should bring to the Board;

(f) To develop the criteria to assess the independence of the independent Director of the Company;

(g) To determine annually whether or not a Director is Executive, Non-Executive or Independent;

(h) To recommend to the Board for continuation (or not) in service of executive Director(s) and Directors who are due for
retirement by rotation;

(i) To recommend to the Board for continuation in service of Independent Director(s) who have served the Board for a
cumulative term of more than 9 years;

(j) To consider, in making its recommendations, candidates for directorships proposed by the Chief Executive Officer and,
within the bounds of practicability, by any other senior executive or any Director or shareholder; and

(k) To orientate and educate new Directors on the nature of business, currents issues within the Group and the corporate
strategy, the expectations of the Group concerning input from the Directors and the general responsibilities of Directors.

In accordance with the Company’s Articles of Association, one-third (1/3) of the Directors including the Managing Director
shall retire by rotation from office at each Annual General Meeting (“AGM”) and they shall be eligible for re-election at such
AGM. The Directors to retire shall be the Directors who have been longest in office since their appointment or last re-election.
In addition, all Directors including the Managing Director shall be subject to retirement by rotation once every three (3) years.

Remuneration Committee

The Remuneration Committee consist of the following members during the financial year ended 31 December 2016:-

1. Y Bhg To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain - Chairman
(Independent Non-Executive Director)

2. Y Bhg Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim – Member
(Independent Non-Executive Chairman of the Board)

3. Y Bhg Dato’ Foo Chu Jong - Member


(Managing Director)

The Remuneration Committee is delegated with responsibilities to set up the policy framework and to recommend to the Board
on all elements of the remuneration package of the executive directors. The determination of remuneration packages of non-
executives directors, including the non-executive Chairman, is a matter for the Board as a whole with the Directors concerned
abstaining from deliberation and voting on decision in respect of his individual remuneration.

The fees payable to the Directors will be recommended by the Board for approval by shareholders at the Annual General
Meeting (“AGM”).
ANNUAL REPORT 2016 15

STATEMENT ON CORPORATE GOVERNANCE (Cont’d)

Directors’ Remuneration

The Details of the Directors’ remuneration for the financial year ended 31 December 2016 are as follows:-

Remuneration (RM)
Executive Directors Non-Executive Directors Total
Description Company Subsidiary Company Subsidiary

Salary - 810,063 - - 810,063


Fee - - 120,000 - 120,000
Bonus - 68,097 - - 68,097
Benefit-in-kind - 106,878 - - 106,878

Total - 985,038 120,000 - 1,105,038

The number of Directors whose remunerations falls within the following bands is as follows:-

Range of Remuneration Number of Executive Directors Number of Non-Executive Directors

RM50,000 and below - 3


RM50,001 – RM150,000 - -
RM150,001 – RM350,000 - -
RM350,001 – RM650,000 2 -

Total 2 3

PRINCIPLE 3- REINFORCE INDEPENDENCE OF THE BOARD

There is a clear segregation of duties between the Chairman of the Board (“the Chairman”) and the Managing Director so as to
ensure that there is always a balance of power and authority. Essentially, the Chairman acts as the Advisor and set direction
to the Board and shall preside at various meetings, namely general meetings of shareholders and Board meetings in order
to address issues to be highlighted by and to members independently, whilst the Managing Director has the responsibility to
manage the day-to-day business operations of the Group by ensuring that strategies, policies and matters approved by the
Board and other committees are carried out diligently.

All decisions of the Board are based on the decision of the majority and no single Board member can make any decision on
behalf of the Board, unless duly authorized by the Board. As such, no individual or a group of individuals dominate the decision
making process.

The Board is of the view that it has the right mix of individual qualities to fulfil its role. Taken as a whole, the Board represents
many years’ experience in financial, business management and public corporate affairs and is therefore suited to the oversight
of your Company.

The Independent Non-Executive Directors continue to provide unbiased and independent views, advice and judgment to take
into account the interest, not only of the Group but also of shareholders, employees, communities in which the Group conducts
business and other stakeholders.

In the opinion of the Board, the appointment of a Senior Independent Non-Executive Director is not necessary as the Board
has identified its Chairman, Y Bhg Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim, to whom concerns of shareholders,
management and others may be conveyed.

The Board operates in an open environment in which opinions and information are freely exchanged and in these circumstances
any concerns need not be focussed on a single director as all members of the Board fulfil this role individually and collectively.

The Executive Directors valued their contribution and spirit of working together and to give their objective remarks rationally.
In this respect, the Executive Directors recommend the retention of Y Bhg Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim and
Y Bhg To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain who have served the Company for more than 9 years to continue
the office as Independent Non-Executive Directors pursuant to Code.
16 PRINSIPTEK CORPORATION BERHAD (595000-H)

STATEMENT ON CORPORATE GOVERNANCE (Cont’d)

PRINCIPLE 4- FOSTER COMMITMENT OF DIRECTORS

The Board meets at least five (5) times a year, scheduled well in advance before the end of the preceding financial year to
facilitate the Directors in planning their meeting schedule for the year. When necessary, additional meetings will be convened
by the Board to make important decisions on ad hoc basis.

It is the practice of the Company for Directors to devote sufficient time and efforts to carry out their responsibilities. All Board
members are required to notify the Chairman on any new directorships notwithstanding that the Listing Requirements of Bursa
Securities allows a Director to sit on the board of 5 listed issues.

Certain matters requiring Board’s decisions during the intervals between the Boards meetings are sought by way of circular
resolutions enclosing all relevant information to enable the Board to make informed decisions. All circular resolutions approved
by the Board will be tabled for notation and confirmation at the next Board meeting.

To facilitate the Directors’ time planning, an annual meeting schedule is prepared and circulated at the beginning of every year,
as well as the tentative closed periods for dealings in securities by Directors based on the targeted date of announcements of
the Group’s quarterly results.

Board Meetings

During the financial year ended 31 December 2016, Five (5) Board’s meetings were held. The records of attendance of the
Directors held during the financial year ended 31 December 2016 are as follows:-

Directors

Number of Meetings Attended Percentage of Attendance

Y Bhg Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim 5/5 100%
Y Bhg Datin Paduka Low Siew Moi 5/5 100%
Y Bhg To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain 4/5 80%
Y Bhg Dato’ Foo Chu Jong 5/5 100%
Foo Chu Pak 4/5 80%

Four (4) the above meetings were held at the Company’s registered office and One (1) of the above meeting was held at
Latitude 1.01º, Level 1, Hotel Armada Petaling Jaya, Selangor Darul Ehsan.

Directors’ Training – Continuing Education Programmes

All members of the Board have attended and successfully completed the Mandatory Accreditation Programme prescribed by
Bursa Securities for Directors of public-listed companies. However, the Board is mindful of the need for Directors to attend
continuous education programmes to keep them abreast of new developments pertaining to legislations, regulations and
changing commercial risks that may affect business operations and compliance matters. Appropriate training and education
programmes are identified and arranged for Directors’ participation from time to time to further enhance their skills and
knowledge. Members of the Board have attended various training programmes in areas of financial reporting, leadership,
corporate governance, contract administration in construction and environmental awareness.
ANNUAL REPORT 2016 17

STATEMENT ON CORPORATE GOVERNANCE (Cont’d)

Details of training programmes attended by members of the Board in 2016 are as follows:

Name of Directors Training programme attended Date

(a) Y Bhg Tan Sri Dato’ Seri Board Chairman Series Part 2: Leadership Excellence From the 11 August 2016
Mohamad Noor Abdul Rahim Chair [Bursa Malaysia]

(b) Y Bhg Datin Paduka Low Nuts & Bolts of Disclosure Obligations of Directors (S131 & S135) 10 October 2016
Siew Moi [MAICSA]

(c) Y Bhg To’ Puan Seri Hajjah Nur Borrowings – Secured or Unsecured? [MAICSA] 5 October 2016
Rahmah Binti Hj Mohd Zain

(d) Y Bhg Dato’ Foo Chu Jong Technical Visit to Centralized Labour Quarters (CLQ), Sungai 8 March 2016
Buloh - (V3 Mudajaya) [QS Division, Royal Institution of Surveyors
Malaysia]

Structuring Successful Property Joint Ventures [Crowe Horwath] 10 March 2016

How to Evaluate Preliminaries Claim? [QS Division, Royal Institution 23 April 2016
of Surveyors Malaysia]

Arbitrating in Asia – The Good, The Bad and The Ugly! [Kuala 23 June 2016
Lumpur Regional Centre for Arbitration]

Technical Briefing for Company Secretaries of Listed Issuers: (1) 2 June 2016
Amendments to Listing Requirements Relating to Disclosure,
Corporate Governance Requirements & Future Financial
Information; (2) Common Disclosure Issues and Case Studies
[Bursa Malaysia]


(e) Foo Chu Pak Technical Visit to Centralized Labour Quarters (CLQ), Sungai 8 March 2016
Buloh - (V3 Mudajaya) [QS Division, Royal Institution of Surveyors
Malaysia]

How to Evaluate Preliminaries Claim? [QS Division, Royal Institution 23 April 2016
of Surveyors Malaysia]

Arbitrating in Asia – The Good, The Bad and The Ugly! [Kuala 23 June 2016
Lumpur Regional Centre for Arbitration]

Innovative Concrete Systems: Design & Materials [American 18 August 2016


Concrete Institute Kuala Lumpur Chapter]

During the year, Directors also received regular updates and briefings, particularly on regulatory, industry and legal
developments, including information on significant changes in business. The Directors continue to undergo relevant training
programmes to further enhance their skills and knowledge in the discharge of their stewardship role.
18 PRINSIPTEK CORPORATION BERHAD (595000-H)

STATEMENT ON CORPORATE GOVERNANCE (Cont’d)

PRINCIPLE 5- UPHOLD INTEGRITY IN FINANCIAL REPORTING BY COMPANY

Financial Reporting

In preparing the annual financial statements and quarterly announcement of financial results to shareholders, the Board has
always strived to present a balanced and understandable assessment of the Group’s financial position and prospects to
shareholders.

The Audit Committee assists the Board in ensuring accuracy and adequacy of information by reviewing and recommending for
adoption of information for disclosure.

The Statement of Directors’ Responsibility for preparing Annual Audited Financial Statements pursuant to Paragraph 15.26 (a)
of the Main Market Listing Requirements of Bursa Securities is set out on page 91 of this Annual Report.

Relationship with Auditors

The Board has appropriately established a formal and transparent relationship with the Group’s auditors. The External Auditors
attend Audit Committee meetings when necessary and have direct access to the Audit Committee and Internal Auditors for
independent discussion. The External Auditors met with the Audit Committee twice in the financial year ended 31 December
2016 without the presence of the Executive Directors.

Details of statutory audit, audit-related and non-audit fees paid/payable in the financial year ended 31 December 2016 to the
external auditors are set out below:-

Fees paid/payable to Morison Anuarul Azizan Chew (RM)


Description Company Subsidiary Total

Audit Fees 17,000 82,732 99,732


Non-Audit Fees 3,000 - 3,000

Total 20,000 82,732 102,732

PRINCIPLE 6- RECOGNISE AND MANAGE RISKS OF THE GROUP

The Board had yet to establish a structured risk management framework to identify, evaluate, control, report and monitor
significant risks faced by the Group.The Board affirms the importance of maintaining a sound system of internal controls
and risk management practices to good corporate governance. In order to enhance consistency within the Group, the Board
has appointed an external consultant, Baker Tilly Monteiro Heng Governance Sdn. Bhd. (“BTMHG”) to provide professional
services for internal control assessment and to carry out internal audit function for the Group. In additional to that, all the
various Head of Departments have regular meeting to address and mitigation plan to manage the business risks.

The Statement on Risk Management and Internal Control set out on pages 20 to 21 of this Annual Report provides an overview
of the state of internal controls within the Group.

PRINCIPLE 7- ENSURE TIMELY AND HIGH QUALITY DISCLOSURE

The Group practises an open communication policy with its investors. In its efforts to promote effective communication, the
Board has dialogue with shareholders and investors and recognises that timely and equitable dissemination of relevant
information shall be provided to them through public announcements made to Bursa Securities, the Company’s annual reports,
circulars and financial results on quarterly basis to enable shareholders and investors to have an overview of the Group’s
business activities and performance. In addition, the Group strives to improve the contents of the Annual Report in line with the
developments in corporate governance practices. The Company’s Annual Report can be accessed at the Company’s website
at www.prinsiptek.com via a direct link to Bursa Securities’ website.
ANNUAL REPORT 2016 19

STATEMENT ON CORPORATE GOVERNANCE (Cont’d)

PRINCIPLE 8- STRENGTHEN RELATIONSHIP BETWEEN THE COMPANY AND ITS SHAREHOLDERS

Shareholder participation at general meeting

The Board believes that the AGM is the best forum to promote a closer relationship with our shareholders and to keep
shareholders informed of all material business and corporate developments concerning the Group. The shareholders are
given sufficient notice for the holding of AGMs through annual reports sent to them at least 21 clear days prior to the date of the
AGMs. At the AGMs, the Board will present to the shareholders a comprehensive report on the performance of the Group and
the shareholders are encouraged to participate in the questions and answers session thereat, and are given the opportunity to
raise question or seek more information during the AGMs.

In line with the amendment in Listing Requirements, all resolutions in general meeting will be voted by poll. An independent
scrutineer will be appointed to the poll voting.

Communication and engagement with shareholders

The Board recognises the importance of being transparent and accountable to the Company’s investors and, as such, has
various channels to maintain communication with them. The various channels are through the quarterly announcements on
financial results to Bursa, relevant announcements and circulars, when necessary, the Annual and Extraordinary General
Meetings and through the Group’s website where shareholders can access pertinent information concerning the Group.

The Company has adopted shareholders’ communication policy on 25 August 2016.

Corporate Social Responsibility

As a responsible corporate citizen, the Group will continuously ensure that all pertinent matters relating to corporate social
responsibility are considered and supported in its operations for the well being of the stakeholders, community and environment.

The Group makes donations and contributions to the local communities from time to time. In addition, the Group also offers
industrial training opportunities to the undergraduates from colleges and universities to assist them in gaining hands-on
experience in their respective fields.

Compliance Statement

The Board strives to ensure that the Company complies with Principles and Best Practice of the Code. The Board will endeavour
to improve and enhance the procedures from time to time.
20 PRINSIPTEK CORPORATION BERHAD (595000-H)

STATEMENT ON RISK MANAGEMENT


& INTERNAL CONTROL

INTRODUCTION

The Board of Directors (“Board”) is responsible for the adequacy and effectiveness of the Group’s risk management and
internal control system. The Board recognizes the importance of good corporate governance and is committed in maintaining
a sound system of internal controls to safeguard shareholders’ investment and the Group’s assets. In doing so, the Board
acknowledges its responsibility to identify major risks faced by the Group and ensure that relevant internal controls are in place
in order to manage these risks.

In view of the above, the Board is pleased to provide the following Statement on Internal Control which outlines the nature
and scope of internal controls of the Group during the year pursuant to Paragraph 15.26 (b) of the Main Market Listing
Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”).

Meanwhile, the Board understands fully its responsibility to maintain a sound system of internal controls and ensure accurate
information to be presented in the financial statements. The Board also acknowledges that the Board is ultimately responsible
for the Group’s system of internal control, which includes the establishment of an appropriate control environment and
framework, as well as reviewing its adequacy and integrity. The system of internal controls is designed to manage rather than
eliminate the risk of failure in achieving its business objectives.

In pursuing the business objectives, internal controls can only provide reasonable but not absolute assurance against material
misstatement, loss or fraud. As such, the Board recognises that a sound system of internal controls is an important part
of managing risks in an effort to attain a balanced achievement of its business objectives, and operational efficiency and
effectiveness.

The Board has received assurance from the Managing Director that the Group’s risk management and internal control system
is operating adequately and effectively, in all material aspects, based on the risk management and internal control system of
the Company. The Board is of the view that the risk management and internal control system in the Group are adequate and
have been effective in their function with no significant problems noted during the period under review.

THE RISK MANAGEMENT PROCESS

The Board has endeavoured to identify the relevant major risks faced by the Group on a regular basis and in order to prevent
the occurrence of the identified risks or mitigate the impact of these risks so as to ensure that the Group achieves its business
objectives.

In managing the major risks, the Board has always carried out necessary preliminary studies and evaluation on various
projects which will be undertaken by the Group. This entails proper delegation of duties and responsibilities from the Board to
the Managing Director, Executive Directors and Senior Management (“Management”) in running the main operating functions
of the Group within the Group’s strategic business plans.

In this respect, the Management comprises personnel with many years of “hands-on” experience who are able to identify
business risks relevant to the Group and design the appropriate internal controls to manage these risks.

At the same time, the Management also attends various management and operation meetings in order to discuss matters of
concern in relation to various projects undertaken by the Group as well as any obstacles in achieving the Group’s strategic
business plans.

The Management has also adopted the “open discussion” approach in the day-to-day running of the Group. This has enabled
various major business risks being identified easily and dealt with in a prompt manner.

KEY ELEMENTS OF THE GROUP’S INTERNAL CONTROLS

The Group has incorporated various key elements into its system of internal controls in order to safeguard shareholders’
investment and the Group’s assets by:

• giving authority to the Board Committee members to investigate and report on any areas of improvement for the
betterment of the Group;

• performing in-depth study on major variances and deliberating irregularities in the Board meetings and Audit Committee
meetings so as to identify the causes of the problems and formulate solutions to resolve them;
ANNUAL REPORT 2016 21

STATEMENT ON RISK MANAGEMENT


& INTERNAL CONTROL (Cont’d)

• arranging regular interactive meetings with the External Auditors, Internal Auditors and/or other consultants to identify
and rectify any weaknesses in the system of internal controls. The Board would also be informed on the matters brought
up at the Audit Committee meetings on a timely basis;

• delegating necessary authority to the Managing Director in order for him to play a major role as the link between the
Board and Management in implementing the Board’s expectation of effective system of internal controls and managing
the Group’s various operations;

• determining proactive actions to create awareness on the importance of staff’s and line management’s involvement
in the system of internal controls as well as risk management by providing various training courses, seminars and
workshops conducted by the external consultants;

• keeping the Management informed on the development of action plan for enhancing system of internal controls and
allowing various management personnel to have access to important information for better decision making;

• making frequent on-site visits to the business and operations premises by Senior Management personnel so as to
acquire a first hand view on various operational matters and addressing the issues accordingly;

• monitoring key commercial, operational and financial risks through reviewing the system of internal controls and other
operational structures so as to ensure that reasonable assurance on the effectiveness and efficiency of the same will
mitigate the various risks faced by the Group to an appropriate level acceptable to the Board; and

• reviewing and updating the Group Policies and Procedures on regular basis which set out guideline and expected
standards for the Group operations, so as to maintain effectiveness at all times.

INTERNAL AUDIT FUNCTIONS AND EFFECTIVENESS OF INTERNAL CONTROL

The Board had engaged external consultant, Baker Tilly Monteiro Heng Governance Sdn Bhd (“BTMHG”) to carry out the
internal audit function. The duty of BTMHG is to examine and evaluate major processes of operations of the Group in order to
assist the Board in the effective discharge of the Board’s responsibilities. The total cost incurred for the internal audit functions
in respect of the financial year ended 31 December 2016 amounted to RM28,000.00.

BTMHG adopts a risk-based approach in developing its audit plan. The Internal Auditors conduct briefing and interview with
Senior Management to identify significant concerns and risks perceived by the Senior Management in order to draw up the
risk-based internal audit plan focusing on several key auditable areas.

During the financial year under review, the Internal Auditors carried out reviews on the following core areas based on the
approved internal audit plan to assess the adequacy and effectiveness of internal controls within the Group:

(i) Project and Contract Management for Construction Division;


(ii) Claims Processing and Payment Control for Construction Division;
(iii) Follow-up Review for Purchasing Management and Accounts Payable;
(iv) Human Resource Management and Payroll Function;
(v) Follow-up Review for Project and Contract Management, Claim Processing and Payment Control for Construction
Division; and
(vi) Corporate Governance Compliance.

From the above review, certain control weaknesses and improvement areas have been identified and are being addressed by
the management and the Board so as to enhance the integrity of internal controls. The Board is of the opinion that none of the
weaknesses have resulted in any material losses, contingencies or uncertainties that would require mention in the Company’s
Annual Report 2016. The Management of the Group continues to take measures to strengthen the internal control environment
from time to time based on the recommendations proposed by the Internal Auditors.

Furthermore, the Board recognises that the development of the system of internal controls is an ongoing process as part of
its efforts in managing the risk faced by the Group. Consequently, the Board maintains an ongoing commitment to further
strengthen the control environment within the Group.
22 PRINSIPTEK CORPORATION BERHAD (595000-H)

AUDIT COMMITTEE REPORT

FORMATION

The Audit Committee was formed by the Board of Directors (“Board”) on 4 December 2003.

MEMBERS

The Audit Committee consists of the following members during the financial year ended 31 December 2016:

1. Y Bhg Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim - Chairman
(Independent Non-Executive Chairman of the Board)

2. Y Bhg Datin Paduka Low Siew Moi - Member


(Independent Non-Executive Director)

3. Y Bhg To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain – Member
(Independent Non-Executive Director)

MEETINGS AND ATTENDANCE

The Audit Committee held five (5) meetings during the financial year ended 31 December 2016. The attendance of each Audit
Committee member is as follows:

AC Members Number of Meetings Attended Percentage of Attendance

Y Bhg Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim 5/5 100%
Y Bhg Datin Paduka Low Siew Moi 5/5 100%
Y Bhg To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain 4/5 80%

The Audit Committee meetings were attended by the Audit Committee members and Senior Management. The Managing
Director and Executive Director were also present at certain meetings as invitees. The representatives of the Internal and
External Auditors attended these meetings upon invitation. The Company Secretary sits in all the AC meetings.

TERMS OF REFERENCE

The Terms of Reference of the Audit Committee has been uploaded to the corporate website at www.prinsiptek.com.

SUMMARY OF ACTIVITIES OF THE AUDIT COMMITTEE

During the financial year, the activities undertaken by the Audit Committee are summarized as follows:

• Reviewed the external auditor’s scope of work and audit plan for the financial year. Prior to the audit fieldwork,
representatives from the external auditor presented their audit strategy and plan to the Audit Committee;
• Reviewed the suitability and independence of external auditors and recommended to the Board the re-appointment of
the external auditor;
• Met with external auditor twice (2) during the financial year without the presence of any Executive Directors;
• Reviewed the internal audit plan, process and reports which highlighted the audit issues, recommendations and
management’s response. Discuss with the management and ensure appropriate actions were taken to improve the
system of internal control based on improvement opportunities identified in the internal audit reports;
• Reviewed the unaudited quarterly financial results of the Group and making relevant recommendations to the Board for
approval.
• Reviewed the audited financial statements of the Group prior to submission to the Board for its consideration and
approval;
ANNUAL REPORT 2016 23

AUDIT COMMITTEE REPORT (Cont’d)

• Reviewed related party transactions entered into by the Group, conflict of interest situations and report the same to the
Board;
• Reviewed the Statement on Risk Management and Internal Control and its recommendation to the Board for inclusion in
the Annual Report;
• Reviewed the Statement on Corporate Governance and its recommendation to the Board for inclusion in the Annual
Report; and
• Reviewed the Audit Committee Report for inclusion in the Annual Report.

INTERNAL AUDIT FUNCTION AND SUMMARY OF ACTIVITIES

The internal audit function for the Group has been outsourced to an external consultant, Baker Tilly Monteiro Heng Governance
Sdn Bhd who has performed an independent review of the Group’s various departments during the financial year ended 31
December 2016.

The Internal Auditors of the Group reports directly to the Audit Committee and assist the Audit Committee in identifying and
managing risks to enhance the internal control system. The Audit Committee approves the internal audit plan and the scope
of Internal Audit covering the relevant departments within the Group from time to time.

The core areas reviewed by the internal auditors during the financial year ended 31 December 2016 are disclosed in the
Statement on Risk Management & Internal Control.

The Audit Committee is of the view that there is no significant breakdown or weaknesses in the systems of internal controls of
the Group that may result in material losses incurred by the Group for the financial year.

The professional fees incurred for the internal audit function in respect of financial year ended 31 December 2016 amounted
to RM28,000.00.
24 PRINSIPTEK CORPORATION BERHAD (595000-H)

FINANCIAL
STATEMENT

25 DIRECTORS’ REPORT

29 STATEMENT BY DIRECTORS

29 STATUTORY DECLARATION

30 INDEPENDENT AUDITORS’ REPORT

34 STATEMENTS OF FINANCIAL POSITION

36 STATEMENTS OF PROFIT OR LOSS AND


OTHER COMPREHENSIVE INCOME

38 STATEMENTS OF CHANGES IN EQUITY

41 STATEMENTS OF CASH FLOWS

43 NOTES TO THE FINANCIAL STATEMENTS

90 REALISED AND UNREALISED


PROFITS/LOSSES
ANNUAL REPORT 2016 25

DIRECTORS’ REPORT

The Directors have pleasure in submitting their report together with the audited financial statements of the Group and of the
Company for the financial year ended 31 December 2016.

Principal Activities

The principal activities of the Company are those of management and investment holding.

The principal activities of the subsidiary companies are disclosed in Note 5(b) to the financial statements.

There have been no significant changes in the nature of these activities during the financial year.

Financial Results

Group Company
RM RM

Profit before taxation 7,960,583 1,689,527


Taxation (2,920,673) 828

Profit for the financial year 5,039,910 1,690,355

Attributable to:
Equity holders of the Company 4,332,642 1,690,355
Non-controlling interests 707,268 -

5,039,910 1,690,355

Dividends

No dividend has been paid or declared by the Company since the end of the previous financial year. The Board of Directors
does not recommend any dividend to be paid for the financial year under review.

Reserves and Provisions

There were no material transfers to or from reserves and provisions during the financial year under review other than those
disclosed in the financial statements.

Issue of Shares and Debentures

There were no issuance of shares or debentures during the financial year.

Options Granted Over Unissued Shares

No options were granted to any person to take up unissued shares of the Company during the financial year under review.

Warrants

On 17 November 2014, the Company issued 126,782,744 Five (5) years Free Warrants 2014/2019 (“Warrants”) pursuant to
a renounceable rights issue of two warrants for every three rights shares of RM0.10 each held in the Company. During the
financial year, none of the Warrants were exercised. As at 31 December 2016, there was a total of 126,782,744 unexercised
Warrants.

The salient features of the Warrants are disclosed in Note 20 to the financial statements.
26 PRINSIPTEK CORPORATION BERHAD (595000-H)

DIRECTORS’ REPORT (Cont’d)

Directors

The Directors in office during the financial year and during the period from the end of the financial year to the date of this
report are:

Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim


To’ Puan Seri Hajjah Nur Rahmah Bt Hj. Mohd Zain
Datin Paduka Low Siew Moi
Dato’ Foo Chu Jong
Foo Chu Pak

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 shares and options over shares in the Company are as follows:

Number of ordinary shares of RM0.10 each


At At
1.1.2016 Acquired Disposed 31.12.2016

Prinsiptek Corporation Berhad


Direct interest
Dato’ Foo Chu Jong 36,974,999 - - 36,974,999

Indirect interest (1)
Dato’ Foo Chu Jong 102,476,562 - - 102,476,562
Foo Chu Pak 102,476,562 - - 102,476,562

(1)
Deemed interest through shareholdings in Daya Setempat Sdn. Bhd. by virtue of Section 6A of the Companies Act,
1965.

Number of warrants
At At
1.1.2016 Acquired Disposed 31.12.2016

Prinsiptek Corporation Berhad


Direct interest
Dato’ Foo Chu Jong 14,789,999 - - 14,789,999

Indirect interest (2)
Dato’ Foo Chu Jong 40,990,624 - - 40,990,624
Foo Chu Pak 40,990,624 - - 40,990,624

(2)
Deemed interest through warrant holdings in Daya Setempat Sdn. Bhd. by virtue of Section 6A of the Companies Act,
1965.

By virtue of their interests in the shares of the Company, Dato’ Foo Chu Jong and Foo Chu Pak are deemed to have interests
in the shares of all its subsidiary companies to the extent the Company has an interest.

Other than as disclosed above, according to the register of Directors’ shareholdings, the Directors in office at the end of the
financial year did not hold any interest in shares or debentures in the Company or its subsidiaries during the financial year.
ANNUAL REPORT 2016 27

DIRECTORS’ REPORT (Cont’d)

Directors’ Benefits

Since the end of the previous financial year, no Director of the Group and of the Company has received or become entitled
to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable
by Directors as shown in the financial statements) by reason of a contract made by the Company or a related corporation
with the Director or with a firm of which the Director is a member, or with a company in which the Director has a substantial
financial interest.

Neither during nor at the end of the financial year, was the Company or its subsidiary companies a party to any arrangement
the object of which is to enable the Directors to acquire benefits by means of the acquisition of shares in or debentures of the
Group and of the Company or any other body corporate.

Other Statutory Information

(a) Before the financial statements of the Group and of the Company were prepared, the Directors took reasonable steps:

(i) to ascertain that action had been taken in relation to the writing off of bad debts and the making of provision for
impairment loss on receivables and satisfied themselves that all known bad debts had been written off and that
adequate provision had been made for impairment loss on receivables; and

(ii) to ensure that any current assets which were unlikely to be realised their value as shown in the accounting records
in the ordinary course of business including the value of current assets as shown in the accounting records of the
Group and of Company have been written down to an amount which the current assets might be expected so to
realise.

(b) At the date of this report, the Directors are not aware of any circumstances which would render:

(i) the amount written off for bad debts or the provision for impairment loss on receivables in the financial statements
of the Group and of the Company inadequate to any substantial extent;

(ii) the values attributed to the current assets in the financial statements of the Group and of the Company misleading;

(iii) any amount stated in the financial statements of the Group and of the Company misleading; and

(iv) adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading
or inappropriate.

(c) No contingent or other liability of any company in the Group has become enforceable, or is likely to become enforceable
within the period of twelve months after the end of the financial year which, in the opinion of the Directors, will or may
affect the ability of the Group and of the Company to meet their obligations when they fall due.

(d) At the date of this report, there does not exist:

(i) any charge on the assets of the Group or of the Company which has arisen since the end of the financial year
which secures the liabilities of any other person; or

(ii) any contingent liability in respect of the Group or of the Company which has arisen since the end of the financial
year.
28 PRINSIPTEK CORPORATION BERHAD (595000-H)

DIRECTORS’ REPORT (Cont’d)

Other Statutory Information (cont’d)

(e) In the opinion of the Directors:

(i) the results of the operations of the Group and of the Company for the financial year were not substantially
affected by any item, transaction or event of a material and unusual nature; and

(ii) 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 and of the Company for the financial year in which this report is made.

Auditors

The auditors, Messrs. Morison Anuarul Azizan Chew, have expressed their willingness to accept re-appointment.

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







DATO’ FOO CHU JONG FOO CHU PAK
ANNUAL REPORT 2016 29

STATEMENT BY DIRECTORS
Pursuant to Section 169(15) of the Companies Act, 1965

We, DATO’ FOO CHU JONG and FOO CHU PAK, being two of the Directors of PRINSIPTEK CORPORATION BERHAD,
do hereby state that, in the opinion of the Directors, the financial statements set out on pages 34 to 89 are drawn up in
accordance with the Financial Reporting Standards and the provisions of the Companies Act, 1965 in Malaysia 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 2016 and of the results of their
operations and the cash flows of the Group and of the Company for the financial year ended on that date.

The information set out in page 90 to the financial statements have been prepared in accordance with the Guidance on
Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to
Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysia Institute of Accountants.

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





DATO’ FOO CHU JONG FOO CHU PAK

STATUTORY DECLARATION
Pursuant to Section 169(16) of the Companies Act, 1965

I, DATO’ FOO CHU JONG, being the Director primarily responsible for the financial management of PRINSIPTEK
CORPORATION BERHAD, do solemnly and sincerely declare that the financial statements set out on pages 34 to 89 and
page 90 respectively are to the best of my knowledge and belief, 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.

Subscribed and solemnly declared by the )


abovenamed DATO’ FOO CHU JONG )
at )
on this date of )
DATO’ FOO CHU JONG

Before me,

COMMISSIONER FOR OATHS


30 PRINSIPTEK CORPORATION BERHAD (595000-H)

INDEPENDENT AUDITORS’ REPORT


TO THE MEMBERS OF PRINSIPTEK CORPORATION BERHAD
(Company No.: 595000 - H) (Incorporated in Malaysia)

Report on the audit of the Financial Statements

Opinion

We have audited the financial statements of Prinsiptek Corporation Berhad, which comprise the statements of financial position
as at 31 December 2016 of the Group and of the Company, and the statements of profit or loss and other comprehensive
income, statements of changes in equity and statements of cash flows of the Group and of the Company for the year then
ended, and notes to the financial statements, including a summary of significant accounting policies, as set out on pages 34
to 89.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Group and of
the Company as at 31 December 2016, and of their financial performance and their cash flows for the year then ended in
accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements
of the Companies Act, 1965 in Malaysia.

Basis for Opinion

We conducted our audit in accordance with approved standards on auditing in Malaysia and International Standards on
Auditing. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the
Financial Statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our opinion.

Independence and Other Ethical Responsibilities

We are independent of the Group and of the Company in accordance with the By-Laws (on Professional Ethics, Conduct and
Practice) of the Malaysian Institute of Accountants (“By-Laws”) and the International Ethics Standards Board for Accountants’
Code of Ethics for Professional Accountants (“IESBA Code”), and we have fulfilled our other ethical responsibilities in
accordance with the By-Laws and the IESBA Code.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the Group and of the Company for the current year. These matters were addressed in the context of our audit
of the financial statements of the Group and of the Company as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.

Key audit matter How our audit addressed the key audit matter

Impairment assessment of goodwill


As at 31 December 2016, the Group has goodwill We evaluated management’s impairment assessment and the process
with a carrying amount of RM8,260,819. by which they were developed, including its oversight of the impairment
assessment by the Board of Directors.
We have focused on this area due to the significant
degree of judgement and estimates over the We challenged assumptions used in the impairment model, amongst
impairment assessment of intangible assets. others, include:
• forecast revenue;
• forecast other operating and administrative costs;
• forecast capital expenditure; and
• discount rates.

Sensitivity analysis was performed on key assumptions used by


management and we assessed the impact on the recoverable amount
of the intangible assets within a reasonable foreseeable range.
ANNUAL REPORT 2016 31

INDEPENDENT AUDITORS’ REPORT


TO THE MEMBERS OF PRINSIPTEK CORPORATION BERHAD
(Company No.: 595000 - H) (Incorporated in Malaysia) (Cont’d)

Report on the audit of the Financial Statements (cont’d)

Key Audit Matters (cont’d)

Key audit matter How our audit addressed the key audit matter

Recoverability of trade and other receivables


As at 31 December 2016, the Group’s trade and We obtained an understanding on the Group’s credit control and
other receivables stood at RM96,931,419. analysed the trade receivables ageing.

We focused on this area due to the inherent Our procedures to assess the accuracy and completeness of the
subjectivity in making judgements in relation impairment loss allowance account included the following:
to credit risk exposures in determining the • Scrutinised the trade receivables ageing and investigate unusual
recoverability of trade receivables. trends and conditions;
• Reviewed long outstanding receivables with consideration of
subsequent collections after the end of the reporting period;
• For exceptions noted, evaluated and challenged management’s
judgements on its credit risk and impairment assessment,
taking into account specific known customer circumstances
and correspondence, including status updates on reconciliation
process; and
• Assessing the adequacy of the Group and the Company’s
disclosures in respect of credit risk.

Information Other than the Financial Statements and Auditors’ Report Thereon

The Directors of the Company are responsible for the other information. The other information comprises the information
included in the Annual Report, but does not include the financial statements of the Group and of the Company and our
auditors’ report thereon.

Our opinion on the financial statements of the Group and of the Company does not cover the other information and we do
not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements of the Group and of the Company, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the financial statements
of the Group and of the Company or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Statements

The Directors of the Company are responsible for the preparation of financial statements of the Group and of the Company
that give a true and fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting
Standards and the requirements of the Companies Act, 1965 in Malaysia. The Directors are also responsible for such internal
control as the Directors determine is necessary to enable the preparation of financial statements of the Group and of the
Company that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements of the Group and of the Company, the Directors are responsible for assessing the Group’s
and the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the Directors either intend to liquidate the Group or the Company or to
cease operations, or have no realistic alternative but to do so.
32 PRINSIPTEK CORPORATION BERHAD (595000-H)

INDEPENDENT AUDITORS’ REPORT


TO THE MEMBERS OF PRINSIPTEK CORPORATION BERHAD
(Company No.: 595000 - H) (Incorporated in Malaysia) (Cont’d)

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and of the Company
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with approved standards on auditing in Malaysia and International Standards on Auditing will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.

As part of an audit in accordance with approved standards on auditing in Malaysia and International Standards on Auditing,
we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements of the Group and of the Company,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s and the
Company’s internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the Directors.

• Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant
doubt on the Group’s or the Company’s ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements of
the Group and of the Company or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause
the Group or the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements of the Group and of the Company,
including the disclosures, and whether the financial statements of the Group and of the Company represent the
underlying transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities
within the Group to express an opinion on the financial statements of the Group. We are responsible for the direction,
supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant
audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on
our independence, and where applicable, related safeguards.

From the matters communicated with the Directors, we determine those matters that were of most significance in the audit
of the financial statements of the Group and of the Company for the current year and are therefore the key audit matters. We
describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when,
in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
ANNUAL REPORT 2016 33

INDEPENDENT AUDITORS’ REPORT


TO THE MEMBERS OF PRINSIPTEK CORPORATION BERHAD
(Company No.: 595000 - H) (Incorporated in Malaysia) (Cont’d)

Report on Other Legal and Regulatory Requirements

In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report on the following:

(a) In our opinion, the accounting and other records and the registers required by the Companies Act, 1965 in Malaysia to
be kept by the Company and its subsidiaries of which we acted as auditors have been properly kept in accordance with
the requirements of the Companies Act, 1965 in Malaysia.

(b) We have considered the financial statements and the auditors’ reports of all the subsidiaries of which we have not acted
as auditors, which are indicated in Note 5(b) to the financial statements.

(c) We are satisfied that the financial statements of the subsidiaries 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 of the Group and we have received satisfactory information and explanations as
required by us for those purposes.

(d) The independent auditors’ reports on the financial statements of the subsidiary companies did not contain any
qualification or any adverse comment made under Section 174(3) of the Companies Act, 1965 in Malaysia.

Other Reporting Responsibilities

The supplementary information set out in page 90 is disclosed to meet the requirement of Bursa Malaysia Securities Berhad
and is not part of the financial statements. The Directors are responsible for the preparation of the supplementary information in
accordance with Guidance on Special Matter No.1, Determination of Realised and Unrealised Profits or Losses in the Context
of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of
Accountants (“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary
information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia
Securities Berhad.

Other Matters

This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies
Act, 1965 in Malaysia and for no other purpose. We do not assume any responsibility to any other person for the content of
this report.

MORISON ANUARUL AZIZAN CHEW MUHAMAD HAFIZ BIN CHE YUSOF


Firm Number: AF 001977 Approved Number: 3125/06/18 (J)
Chartered Accountants Chartered Accountant

KUALA LUMPUR
34 PRINSIPTEK CORPORATION BERHAD (595000-H)

STATEMENTS OF FINANCIAL POSITION


AS AT 31 DECEMBER 2016

Group Company
2016 2015 2016 2015
Note RM RM RM RM

Non-Current Assets

Property, plant and equipment 3 7,290,339 12,586,587 - 1
Land and property development costs 4 79,897,540 81,501,375 - -
Investment in subsidiary companies 5 - - 46,888,835 46,888,835
Intangible assets 6 8,260,819 8,260,819 - -
Trade receivables 7 8,953,765 7,503,093 - -
Other receivables 8 5,668,075 7,877,460 - -

110,070,538 117,729,334 46,888,835 46,888,836

Current Assets

Inventories 9 6,538,489 6,497,343 - -


Land and property development costs 4 90,143,302 79,645,223 - -
Trade receivables 7 69,526,348 95,614,811 - -
Other receivables 8 15,683,857 25,086,728 2,460,181 2,460,181
Tax recoverable 56,401 413,252 37,341 58,792
Amount owing by customers on contracts 10 76,453,681 77,679,437 - -
Amount owing by subsidiary companies 11 - - 67,495,017 70,080,836
Cash held under Housing Development Account 12 165,741 290,555 - -
Fixed deposits with licensed banks 13 6,266,864 9,673,122 - -
Cash and bank balances 1,807,568 5,714,421 37,482 252,287

266,642,251 300,614,892 70,030,021 72,852,096

Current Liabilities

Trade payables 14 64,785,612 74,841,470 - -


Other payables 15 12,594,589 34,095,737 62,359 48,614
Amount owing to customers on contracts 10 1,102,104 15,870,964 - -
Amount owing to subsidiary companies 11 - - 4,075,000 8,601,176
Hire purchase payables 16 38,130 722,957 - -
Bank borrowings 17 59,191,464 45,233,415 - -
Tax payable 793,948 408,084 - -

138,505,847 171,172,627 4,137,359 8,649,790

Net current assets 128,136,404 129,442,265 65,892,662 64,202,306

238,206,942 247,171,599 112,781,497 111,091,142

The accompanying notes form an integral part of the financial statements.


ANNUAL REPORT 2016 35

STATEMENTS OF FINANCIAL POSITION


AS AT 31 DECEMBER 2016 (Cont’d)

Group Company
2016 2015 2016 2015
Note RM RM RM RM

Financed By:

Share capital 18 31,695,686 31,695,686 31,695,686 31,695,686


Share premium 19 8,552,024 8,552,024 8,552,024 8,552,024
Reserve 20 91,257,029 89,295,909 69,969,197 69,969,197
Retained profits 54,103,311 49,770,669 2,564,590 874,235

Equity attributable to equity holders of the


Company 185,608,050 179,314,288 112,781,497 111,091,142
Non-controlling interests 1,728,998 1,810,846 - -

Total equity 187,337,048 181,125,134 112,781,497 111,091,142

Non-Current Liabilities

Trade payables 14 13,445,512 12,763,601 - -


Hire purchase payables 16 - 38,130 - -
Bank borrowings 17 36,325,431 52,304,848 - -
Deferred tax liabilities 21 1,098,951 939,886 - -

50,869,894 66,046,465 - -

238,206,942 247,171,599 112,781,497 111,091,142

The accompanying notes form an integral part of the financial statements.


36 PRINSIPTEK CORPORATION BERHAD (595000-H)

STATEMENTS OF PROFIT OR LOSS


AND OTHER COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2016

Group Company
2016 2015 2016 2015
Note RM RM RM RM

Revenue 22 208,019,580 239,285,183 2,000,000 500,000

Cost of sales (189,426,648) (222,222,436) - -

Gross profit 18,592,932 17,062,747 2,000,000 500,000

Other operating income 5,617,475 6,120,063 - 84,395

Administration expenses (6,388,600) (5,515,268) (141,721) (136,906)

Other operating expenses (5,953,559) (8,833,971) (168,752) (174,142)

Finance costs 23 (3,907,665) (4,896,327) - -

Profit before taxation 24 7,960,583 3,937,244 1,689,527 273,347

Taxation 25 (2,920,673) (1,569,486) 828 (18,487)

Profit for the financial year 5,039,910 2,367,758 1,690,355 254,860

Other comprehensive income:


Items to be reclassified to profit or
loss in subsequent periods

- Exchange differences arising from translation


of foreign operations 1,172,004 4,203,023 - -

Total comprehensive income


for the financial year 6,211,914 6,570,781 1,690,355 254,860

The accompanying notes form an integral part of the financial statements.


ANNUAL REPORT 2016 37

STATEMENTS OF PROFIT OR LOSS


AND OTHER COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2016 (Cont’d)

Group
2016 2015
Note RM RM

Profit for the financial year attributable to:


Equity holders of the Company 4,332,642 1,874,331
Non-controlling interests 707,268 493,427

5,039,910 2,367,758

Total comprehensive income for the financial year attributable to:


Equity holders of the Company 6,293,762 5,973,075
Non-controlling interests (81,848) 597,706

6,211,914 6,570,781

Earnings per share attributable to equity holders of the Company (sen):

Basic 26(a) 1.37 0.59

Fully diluted 26(b) 0.98 0.42

The accompanying notes form an integral part of the financial statements.


38
Attributable to Equity Holders of the Company
Non-Distributable Distributable
Non-
Share Share Exchange Warrant Capital Retained Controlling Total
Capital Premium Reserve Reserve Reserve Profits Total Interests Equity
RM RM RM RM RM RM RM RM RM

Group

At 1 January 2015 31,695,686 8,552,024 3,077,968 24,088,721 58,030,476 47,896,338 173,341,213 1,213,140 174,554,353

Profit for the financial
year - - - - - 1,874,331 1,874,331 493,427 2,367,758
Other comprehensive
income - - 4,098,744 - - - 4,098,744 104,279 4,203,023
PRINSIPTEK CORPORATION BERHAD (595000-H)

Total comprehensive
income for the financial
year - - 4,098,744 - - 1,874,331 5,973,075 597,706 6,570,781

At 31 December 2015 31,695,686 8,552,024 7,176,712 24,088,721 58,030,476 49,770,669 179,314,288 1,810,846 181,125,134
STATEMENTS OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2016

The accompanying notes form an integral part of the financial statements.


Attributable to Equity Holders of the Company
Non-Distributable Distributable
Non-
Share Share Exchange Warrant Capital Retained Controlling Total
Capital Premium Reserve Reserve Reserve Profits Total Interests Equity
RM RM RM RM RM RM RM RM RM

Group

At 1 January 2016 31,695,686 8,552,024 7,176,712 24,088,721 58,030,476 49,770,669 179,314,288 1,810,846 181,125,134

Profit for the financial
year - - - - - 4,332,642 4,332,642 707,268 5,039,910
Other comprehensive
income - - 1,961,120 - - - 1,961,120 (789,116) 1,172,004

Total comprehensive
income for the
financial year - - 1,961,120 - - 4,332,642 6,293,762 (81,848) 6,211,914

At 31 December 2016 31,695,686 8,552,024 9,137,832 24,088,721 58,030,476 54,103,311 185,608,050 1,728,998 187,337,048
STATEMENTS OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2016 (Cont’d)

The accompanying notes form an integral part of the financial statements.


ANNUAL REPORT 2016
39
40
Non-Distributable

Share Share Warrant Capital Retained
Capital Premium Reserve Reserve Profits Total
Note RM RM RM RM RM RM

Company

At 1 January 2015 31,695,686 8,552,024 24,088,721 45,880,476 619,375 110,836,282

Total comprehensive income for the financial year - - - - 254,860 254,860



At 31 December 2015 31,695,686 8,552,024 24,088,721 45,880,476 874,235 111,091,142


PRINSIPTEK CORPORATION BERHAD (595000-H)

At 1 January 2016 31,695,686 8,552,024 24,088,721 45,880,476 874,235 111,091,142

Total comprehensive income for the financial year - - - - 1,690,355 1,690,355



At 31 December 2016 31,695,686 8,552,024 24,088,721 45,880,476 2,564,590 112,781,497
STATEMENTS OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2016 (Cont’d)

The accompanying notes form an integral part of the financial statements.


ANNUAL REPORT 2016 41

STATEMENTS OF CASH FLOWS


FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2016

Group Company
2016 2015 2016 2015
Note RM RM RM RM

Cash Flows From Operating Activities


Profit before taxation 7,960,583 3,937,244 1,689,527 273,347
Adjustments for:
Depreciation of property, plant and equipment 1,187,105 1,261,463 - -
Interest expense 3,907,665 4,896,327 - -
Property, plant and equipment written off 749,371 143,392 1 -
Bad debts written off 1,150,540 681,128 - -
Gain on disposal of property, plant
and equipment (578,129) (276,643) - -
Interest income (2,818,591) (3,459,572) - -
Fair value loss/(gain) on:
- loan and receivables 1,126,111 418,688 - -
- financial liabilities (1,142,707) (731,352) - -
Dividend income - - (2,000,000) (500,000)

Operating profit/(loss) before working


capital changes 11,541,948 6,870,675 (310,472) (226,653)

Changes in working capital:


Inventories (41,146) 6,343,390 - -
Land and property development costs (6,394,940) (10,101,177) - -
Amount owing by/(to) customers on contracts (11,424,840) 16,551,964 - -
Trade and other receivables 35,816,927 11,029,746 - -
Trade and other payables (29,732,388) (27,690,197) 13,745 (12,496)
Amount owing by subsidiary Companies - - (1,940,357) (24,013,578)

(11,776,387) (3,866,274) (1,926,612) (24,026,074)

Cash (used in)/generated from operations (234,439) 3,004,401 (2,237,084) (24,252,727)

Interest received 975,060 607,443 - -


Interest paid (9,904,117) (10,637,411) - -
Tax refund 246,580 34,354 32,517 -
Tax paid (2,265,473) (1,213,999) (10,238) (11,925)

(10,947,950) (11,209,613) 22,279 (11,925)

Net cash used in operating activities (11,182,389) (8,205,212) (2,214,805) (24,264,652)

The accompanying notes form an integral part of the financial statements.


42 PRINSIPTEK CORPORATION BERHAD (595000-H)

STATEMENTS OF CASH FLOWS


FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2016 (Cont’d)

Group Company
2016 2015 2016 2015
Note RM RM RM RM

Cash Flows From Investing Activities


Additions to land held for property
development 1,603,835 (17,076,369) - -
Purchase of property, plant and equipment (102,431) (2,113,959) - -
Proceeds from disposal of property, plant
and equipment 3,816,353 1,157,192 - -
Dividend received - - 2,000,000 -

Net cash generated from/(used in) investing


activities 5,317,757 (18,033,136) 2,000,000 -

Cash Flows From Financing Activities


Drawdown of bank borrowings 9,670,307 23,992,719 - -
Repayment of bank borrowings (20,204,137) (9,549,757) - -
Repayment of hire purchase payables (722,957) (2,572,484) - -
Release of fixed deposits pledged 3,406,258 2,959,455 - -

Net cash generated from financing activities (7,850,529) 14,829,933 - -

Net decrease in cash and cash equivalents (13,715,161) (11,408,415) (214,805) (24,264,652)
Effects of foreign exchange rate changes 1,171,032 349,534 - -
Cash and cash equivalents at
beginning of the financial year (28,800,518) (17,741,637) 252,287 24,516,939

Cash and cash equivalents at end of


the financial year (41,344,647) (28,800,518) 37,482 252,287

Cash and cash equivalents at end of


the financial year comprises:
Fixed deposits with licensed banks 13 6,266,864 9,673,122 - -
Cash and bank balances 1,807,568 5,714,421 37,482 252,287
Cash held under Housing
Development Account 12 165,741 290,555 - -
Bankers’ acceptance, letter of credits
and trust receipts 17 (8,623,000) (12,574,000) - -
Bank overdrafts and project loans 17 (34,694,956) (22,231,494) - -

(35,077,783) (19,127,396) 37,482 252,287

Less: Fixed deposits pledged with


licensed banks 13 (6,266,864) (9,673,122) - -

(41,344,647) (28,800,518) 37,482 252,287

The accompanying notes form an integral part of the financial statements.


ANNUAL REPORT 2016 43

NOTES TO THE FINANCIAL STATEMENTS

1. Corporate Information

The principal activities of the Company are those of management and investment holding.

The principal activities of the subsidiary companies are disclosed in Note 5(b) to the financial statements.

The Company is a public limited liability company, incorporated under the Companies Act, 1965 and domiciled in
Malaysia and is listed on the Main Market of Bursa Malaysia Securities Berhad.

The registered office and principal place of business of the Company are located at No. 83 and 85, Jalan SS15/4C,
47500 Subang Jaya, Selangor Darul Ehsan.

2. Basis of Preparation and Significant Accounting Policies

2.1 Basis of preparation

The financial statements of the Group and the Company have been prepared in accordance with the Financial
Reporting Standards (“FRS”) and the requirements of the Companies Act, 1965 in Malaysia.

The financial statements have been prepared under the historical cost convention except as disclosed in summary
of significant accounting policies.

On 19 November 2011, Malaysian Accounting Standards Board (“MASB”) has issued a new MASB approved
accounting framework, the Malaysian Financial Reporting Standards (“MFRS Framework”). The MFRS Framework
is to be applied by all Entities Other Than Private Entities for annual periods beginning on or after 1 January
2012, with the exception of entities that are within the scope of MFRS 141, Agriculture and IC interpretation 15,
Agreement for Construction of Real Estate, including its parent, significant investor and venturer (“Transitioning
Entities”).

On 28 October 2015, MASB notifies that Transitioning Entities will be required to comply with the new MFRS
framework for annual periods beginning 1 January 2018. The Group, being Transitioning Entities, will continue
to apply with FRS until the MFRS Framework is adopted, no later than annual periods beginning on or after 1
January 2018.

The preparation of financial statements in conformity with FRS requires the use of certain critical accounting
estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the financial statements, and the reported amount of revenues and expenses
during the reported period. It also requires Directors to exercise their judgement in the process of applying the
Group’s accounting policies. Although these estimates and judgement are based on the Directors’ best knowledge
of current events and actions, actual results may differ. The areas involving a higher degree of judgement or
complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in
Note 2.3.

Accounting standards and amendments to accounting standards that are effective for the Company’s financial
year beginning on or after 1 January 2016 are as follows:

• FRS 14, “Regulatory Deferral Accounts”


• Amendment to FRS 5, “Non-Current Assets Held for Sale and Discontinued Operations” (Annual
Improvements 2012-2014 Cycle)
• Amendments to FRS 7, “Financial Instruments: Disclosures” (Annual-Improvements 2012-2014 Cycle)
• Amendments to FRS 10, FRS 12 and FRS 128, “Investment Entities: Applying the Consolidation Exception”
• Amendments to FRS 11, “Accounting for Acquisitions of Interests in Joint Operations”
• Amendments to FRS 101, “Disclosure Initiative”
• Amendments to FRS 116 and FRS 138, “Clarification of Acceptable Methods of Depreciation and
Amortisation”
• Amendment to FRS 119, “Employee Benefits” (Annual-Improvements 2012-2014 Cycle)
• Amendments to FRS 127, “Equity Method in Separate Financial Statements”
• Amendment to FRS 134, “Interim Financial Reporting” (Annual Improvements 2012-2014 Cycle)

The above amendments to accounting standards effective during the financial year do not have any significant
impact to the financial results and position of the Group.
44 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.1 Basis of preparation (cont’d)

Accounting standards and amendments to accounting standards that are applicable for the Group in the following
periods but are not yet effective:

Annual periods beginning on/after 1 January 2017

Amendments to FRS 107 Statement of Cash Flows: Disclosure Initiative

The Amendments require entities to provide disclosures that enable users of financial statements to evaluate
changes in liabilities arising from financing activities, including changes from cash flows and non-cash changes.
The disclosure requirement could be satisfied in various ways, and one method is by providing reconciliation
between the opening and closing balances in the balance sheet for liabilities arising from financing activities.

Amendments to FRS 112 Income Taxes: Recognition of Deferred Tax for Unrealised Losses

The Amendments clarify that decreases in value of a debt instrument measured at fair value for which the tax
base remains at its original cost give rise to a deductible temporary difference. The estimate of probable future
taxable profits may include recovery of some of an entity’s assets for more than their carrying amounts if sufficient
evidence exists that it is probable the entity will achieve this. An example is when an entity holds a fixed-rate debt
instrument (measured at fair value) and expects to collect all the contractual cash flows.

The Amendments also clarify that deductible temporary differences should be compared with the entity’s future
taxable profits excluding tax deductions resulting from the reversal of those deductible temporary differences
when an entity evaluates whether it has sufficient future taxable profits. In addition, when an entity assesses
whether taxable profits will be available, it should consider tax law restrictions with regards to the utilisation of the
deduction.

Annual periods beginning on/after 1 January 2018

Amendments to FRS 2 Classification and Measurement of Share-Based Payment Transactions

The Amendments provides specific guidance on how to account for the following situations:
• the effects of vesting and non-vesting conditions on the measurement of cash-settled share-based
payments;
• share-based payment transactions with a net settlement feature for withholding tax obligations; and
• a modification to the terms and conditions of a share-based payment that changes the classification of the
transaction from cash-settled to equity-settled.

FRS 9 Financial Instruments

This Standard addresses the classification, measurement and recognition of financial assets and financial
liabilities.

Classification determines how financial assets and financial liabilities are accounted for in financial statements and,
in particular, how they are measured on an ongoing basis. The Standard introduces an approach for classification
of financial assets which is driven by cash flow characteristics and the business model in which an asset is
held. The new model also results in a single impairment model being applied to all financial instruments, thereby
removing a source of complexity associated with previous accounting requirements. If a financial asset is a simple
debt instrument and the objective of the entity’s business model within which it is held is to collect its contractual
cash flows, the financial asset is measured at amortised cost. In contrast, if that asset is held in a business model
the objective of which is achieved by both collecting contractual cash flows and selling financial assets, then the
financial asset is measured at fair value in the balance sheet, and amortised cost information is provided through
profit or loss. If the business model is neither of these, then fair value information is increasingly important, so it
is provided both in the profit or loss and in the balance sheet.
ANNUAL REPORT 2016 45

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.1 Basis of preparation (cont’d)

Annual periods beginning on/after 1 January 2018 (cont’d)

FRS 9 Financial Instruments (cont’d)

The Standard introduces a new, expected-loss impairment model that will require more timely recognition of
expected credit losses. Specifically, it requires entities to account for expected credit losses from when financial
instruments are first recognised and to recognise full lifetime expected losses on a more timely basis. The model
requires an entity to recognise expected credit losses at all times and to update the amount of expected credit
losses recognised at each reporting date to reflect changes in the credit risk of financial instruments. This model is
forward-looking and it eliminates the threshold for the recognition of expected credit losses, so that it is no longer
necessary for a trigger event to have occurred before credit losses are recognised.

In addition, the Standard introduces a substantially-reformed model for hedge accounting, with enhanced
disclosures about risk management activity. The new model represents a significant overhaul of hedge accounting
that aligns the accounting treatment with risk management activities, enabling entities to better reflect these
activities in their financial statements. As a result of these changes, users of the financial statements will be
provided with better information about risk management and the effect of hedge accounting on the financial
statements.

Effective date yet to be determined by the Malaysian Accounting Standards Board

Amendments to FRS 10 Consolidated Financial Statements and FRS 128 Investments in Associates and Joint
Ventures

The Amendments address an acknowledged inconsistency between the requirements in FRS 10 and those in
FRS 128, in dealing with the sale or contribution of assets between an investor and its associate or joint venture.
The main consequence of the Amendments is that a full gain or loss is recognised when a transaction involves a
business (whether it is housed in a subsidiary or not), as defined in FRS 3. A partial gain or loss is recognised when
a transaction involves assets that do not constitute a business, even if these assets are housed in a subsidiary.

The Group is in the process of assessing the impact of FRS 9 in the year of initial application. Aside from the above
mentioned, the adoption of the accounting standards and amendments to accounting standards are not expected
to have any significant impact to the financial statements of the Group.

2.2 Summary of Significant Accounting Policies

(a) Basis of consolidation

The consolidated financial statements include the financial statements of the Company and all its subsidiary
companies through equity accounting, which are made up to the end of the financial year.

In the Company’s separate financial statements and investments in subsidiary companies are stated at cost
less impairment losses in accordance with Note 2.2(d). On disposal of these investments, the difference
between the net disposal proceeds and the carrying amount is recognised in the profit or loss attributable
to the parent.

(i) Subsidiary companies

Subsidiary companies are those companies in which the Group has long term equity interest and has
the power, directly or indirectly, to govern the financial and operating policies so as to obtain benefits
from its activities, generally accompanying a shareholding of more than one half of the voting rights.
46 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(a) Basis of consolidation (cont’d)

(i) Subsidiary companies (cont’d)

The acquisition method of accounting is used to account for the acquisition of subsidiary companies.
The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued
or liabilities incurred or assumed at the date of exchange. Identifiable assets acquired and liabilities
and contingent liabilities assumed attributable to the acquirer in a business combination are measured
initially at their fair values on the date of acquisition. Acquisition related costs incurred are expensed
and included in the administration expenses. The difference between the acquisition cost and the fair
values of the subsidiary companies’ net assets is reflected as goodwill or reserve on consolidation
as appropriate. The accounting policy on goodwill on acquisition of subsidiary companies is set out
in Note 2.2(c). Reserve on consolidation is recognised immediately in profit or loss attributable to the
parent.

Subsidiary companies are consolidated from the date on which control is transferred to the Group to
the date on which that control ceases.

If the business combination is achieved in stages, the Group’s previously held equity interest in the
acquiree is remeasured to fair value at the acquisition date and the resulting gain or loss, if any, is
recognised in profit or loss.

Any contingent consideration to be transferred by the Group will be recognised at fair value at the
acquisition date. Subsequent changes in the fair value of the contingent consideration which is
deemed to be an asset or liability, will be recognised in accordance with FRS139 either in profit or loss
or as a change to other comprehensive income. If the contingent consideration is classified as equity,
it will not be remeasured. Subsequent settlement is accounted for within equity. In instances where the
contingent consideration does not fall within the scope of FRS139, it is measured in accordance with
the appropriate FRS.

(ii) Transactions eliminated on consolidation

Intra-group balances, and any unrealised income and expenses arising from intra-group transactions,
are eliminated in preparing the consolidated financial statements.

For each business combination, non-controlling interest in the acquiree are measured at fair value
or at the proportionate share of the acquiree’s identifiable net assets at the date of acquisition. Non-
controlling interest are allocated at their share of the profit or loss and each component of other
comprehensive income and are presented within equity in the consolidated statement of financial
position, separately from the equity of the owners of the parent. Losses are attributed to the non-
controlling interest even if that results in a deficit balance.

(iii) Changes in Group composition

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an
equity transaction. If the Group loses control over a subsidiary, it:

- Derecognises the assets (including goodwill) and liabilities of the subsidiary;


- Derecognises the carrying amount of any non-controlling interest;
- Derecognises the cumulative translation differences, recorded in equity;
- Recognises the fair value of the consideration received;
- Recognises the fair value of any investment retained as an associate, joint venture or financial
asset;
- Recognises any surplus or deficit in profit or loss;
- Reclassifies the Group’s share of components previously recognised in other comprehensive
income to profit or loss or retained earnings, as appropriate.
ANNUAL REPORT 2016 47

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(a) Basis of consolidation (cont’d)

(iv) Non-controlling interest

Non-controlling interests are presented separately in the consolidated income statement and within
the equity in the statement of financial position, separately from equity holders of the Company. For
each business combination, the Group will elect to measure the amount of non-controlling interest
either at fair value or at the non-controlling interest’s proportionate share of the subsidiary company’s
identifiable net assets. The non-controlling interest’s portion of total comprehensive income is
attributable to non-controlling interest, even if this results in the non-controlling interest having a deficit
balance.

Non-controlling interests that constitute a present ownership interests that entitles their holders to
a proportionate share of the entity’s net assets in the event of liquidation are measured at either the
fair value or the present ownership instruments’ proportionate share of the acquiree’s identifiable
net assets. All other components of non-controlling interests should be measured at fair value on
acquisition date. The choice of measurement basis is made on a transaction-by-transaction basis.

(b) Property, plant and equipment

(i) Recognition and measurement

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated
impairment losses. The policy of recognition and measurement of impairment losses is in accordance
with Note 2.2 (d).

(ii) Components of costs

Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost
of self-constructed assets includes the cost of materials and direct labour, any other costs directly
attributable to bringing the asset to working condition for its intended use, and the costs of dismantling
and removing the items and restoring the site on which they are located. Purchased software that is
integral to the functionality of the related equipment is capitalised as part of that equipment.

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

When significant parts of an item of property, plant and equipment have different useful lives, they are
accounted for as separate items (major components) of property, plant and equipment.

(iii) Subsequent costs

The cost of replacing part of an item of property, plant and equipment is recognised in the carrying
amount of the item if it is probable that the future economic benefits embodied within the part will
flow to the Company and its cost can be measured reliably. The costs of the day-to-day servicing of
property, plant and equipment are recognised in the statement of comprehensive income as incurred.

(iv) Depreciation

Depreciation is recognised in the statement of comprehensive income on a straight-line basis over the
estimated useful lives of each part of an item of property, plant and equipment. Freehold land is not
depreciated. Leasehold land is amortised on a straight-line basis over the period of the lease period
which take effect from the date the individual titles are issued.
48 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(b) Property, plant and equipment (cont’d)

(iv) Depreciation (cont’d)

The estimated useful lives for the current and comparative periods are as follows:

Buildings 50 years
Computers 3 - 10 years
Furniture and fittings 5 - 20 years
Tools and instruments 10 years
Motor vehicles 5 years
Office and electrical equipment 5 - 10 years
Plant and machinery 5 - 10 years
Renovation 10 years

The depreciable amount is determined after deducting the residual value.

Depreciation methods, useful lives and residual values are reassessed at each financial year end.

Upon disposal of an asset, the difference between the net disposal proceeds and the carrying amount
of the assets is charged or credited to the statement of comprehensive income. On disposal of a
revalued asset, the attributable revaluation surplus remaining in the revaluation reserve is transferred
to distribution reserve.

(c) Goodwill or reserve arising on consolidation

Goodwill or reserve arising on consolidation represents the difference between the cost of the acquisition
over the fair value of the net identifiable assets of subsidiary companies acquired at the date of acquisition.
The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets
acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the
subsidiary acquired, the difference is recognised directly in the consolidated profit or loss.

Following the initial recognition, goodwill is measured at cost less accumulated impairment losses. Goodwill
is not amortised but instead, it is reviewed for impairment annually or more frequently when there is objective
evidence that the carrying value may be impaired, in accordance with Note 2.2(d).

Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made
to those cash-generating units or groups of cash-generating units that are expected to benefit from the
business combination in which the goodwill arose. Gains or losses on the disposal of an entity include the
carrying amount of goodwill relating to the entity sold.

(d) Impairment of non-financial assets

The carrying amounts of assets are reviewed at each reporting date to determine whether there is any
indication of impairment.

If any such indication exists then the asset’s recoverable amount is estimated. The recoverable amount is
estimated at each reporting date or more frequently when indications of impairment are identified.

An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its
recoverable amount unless the asset is carried at a revalued amount, in which case the impairment loss
is recognised directly against any revaluation surplus for the asset to the extent that the impairment loss
does not exceed the amount in the revaluation surplus for that same asset. A cash-generating unit is the
smallest identifiable asset group that generates cash flows that are largely independent from other assets
and groups. Impairment losses are recognised in the profit or loss in the period in which it arises. Impairment
losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of
any goodwill allocated to the unit (groups of units) and then to reduce the carrying amount of the other
assets in the unit (groups of units) on a pro-rata basis.
ANNUAL REPORT 2016 49

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(d) Impairment of non-financial assets (cont’d)

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value
less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present
value using a pre-tax discount rate that reflects current market assessments of the time value of money and
the risks specific to the asset.

An impairment loss for an asset other than goodwill is reversed if, and only if, there has been a change
in the estimates used to determine the asset’s recoverable amount since the last impairment loss was
recognised. The carrying amount of an asset other than goodwill is increased to its revised recoverable
amount, provided that this amount does not exceed the carrying amount that would have been determined
(net of amortisation or depreciation) had no impairment loss been recognised for the asset in prior years. A
reversal of impairment loss for an asset other than goodwill is recognised in profit or loss, unless the asset
is carried at revalued amount, in which case, such reversal is treated as a revaluation increase.

(e) Land held for property development

Land held for property development consists of land held for future development activities where no
significant development has been undertaken or where development activities are not expected to be
completed within normal operating cycle. Such land is classified as non-current assets and is stated at cost
less any accumulated impairment losses. The policy of recognition and measurement of impairment losses
is in accordance with Note 2.2(d).

Land held for property development is reclassified as current assets when the development activities have
been commenced and where it can be demonstrated that the development activities can be completed
within the normal operating cycle.

Cost associated with the acquisition of land includes the purchase price of the land, professional fees,
stamp duties, commissions, conversion fees and other relevant levies.

(f) Property development costs

Property development costs comprise all costs that are directly attributable to development activities or that
can be allocated on a reasonable basis to such activities.

Property development costs not recognised as an expense are recognised as an asset, which measured at
the lower of cost and net realisable value.

Property development costs shall be classified as non-current asset where no development activities have
been carried out or where development activities are not expected to be completed within the normal
operating cycle.

Property development costs shall be reclassified to current assets when the development activities have
been commenced and expected to be completed within the normal operating cycle.

When the financial outcome of development activity can be reliably estimated, property development
revenue and expenses are recognised in the profit or loss by using the stage of completion. The stage of
completion is determined by the proportion that property development costs incurred for work performed to
date bear to the estimated total property development costs.

When the financial outcome of a development activity cannot be reliably estimated, property development
revenue is recognised only to the extent of property development costs incurred that is probable will be
recoverable, and property development costs on units sold are recognised as an expense in the period in
which they are incurred.
50 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(f) Property development costs (cont’d)

When the revenue recognised in the profit or loss exceed billings to purchaser, the balance is shown as
accrued billings under current assets. When the billings to purchaser exceed the revenue recognised in the
profit or loss, the balance is shown as progress billings under current liabilities.

Any expected loss on a development project including costs to be incurred over the defects liability period
shall be recognised as an expense immediately.

(g) Construction contracts

Construction contracts are stated at cost plus attributable profits less applicable progress billings and
allowances for foreseeable losses, if any.

When the outcome of a construction contract can be estimated reliably, contract revenue and contract
costs are recognised as revenue and expenses respectively by reference to the stage of completion of
the contract activities at the reporting date. The stage of completion is determined by the surveys of work
performed and completion of a physical proportion of the contract work.

When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised
only to the extent of contract costs incurred that it is probable will be recoverable and contract costs are
recognised as expenses in the period in which they are incurred.

When it is probable that total contract costs will exceed total contract revenue, the expected loss is
recognised as an expense immediately.

The aggregate of the costs incurred and the profit/loss recognised on each contract is compared against
the progress billings up to the period end. Where costs incurred and recognised profits (less recognised
losses) exceed progress billings, the balance is shown as amount owing by customers on contracts. Where
progress billings exceed costs incurred plus recognised profits (less recognised losses), the balance is
shown as amount owing to customers on contracts.

(h) Inventories

Inventories represent cost of unsold completed development units/properties that have been completed
which is determined on specific identification basis. The inventories are stated at the lower of cost and net
realisable value. Net realisable value is the estimate of the selling price in the ordinary course of business,
less the selling expenses.

(i) Cash and cash equivalents

Cash and cash equivalents consist of cash in hand, bank balances and deposits with banks and highly liquid
investments which have an insignificant risk of changes in value. For the purpose of the statement of cash
flows, cash and cash equivalents are presented net of bank overdrafts and pledged deposits, if any.

(j) Leases and hire purchase

A lease is recognised as a finance lease if it transfers substantially to the Group and the Company all the
risks and rewards incident to ownership. All other leases are treated as operating leases.

Assets acquired by way of hire purchase and finance leases are stated at an amount equal to the lower of
their fair values and the present value of the minimum hire purchase and lease payments at the inception
of the hire purchase and lease, less accumulated depreciation and impairment losses. The corresponding
liability is included in the statement of financial position as liabilities. In calculating the present value of
the minimum hire purchase and lease payments, the discount factor used is the interest rate implicit in
the hire purchase and lease, when it is practical to determine; otherwise, the Group’s and the Company’s
incremental borrowing rate is used.
ANNUAL REPORT 2016 51

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(j) Leases and hire purchase (cont’d)

Hire purchase and lease payments are apportioned between the finance costs and the reduction of the
outstanding liability. Finance costs, which represent the difference between the total hire purchase and
leasing commitments and the fair value of the assets acquired, are recognised as an expense in the
statement of comprehensive income over the term of the relevant hire purchase and lease so as to produce
a constant periodic rate of charge on the remaining balance of the obligations for each accounting period.

The depreciation policy for assets acquired under hire purchase and finance lease is consistent with that for
depreciable property, plant and equipment which are owned.

Lease rental under operating lease is charged to the statement of comprehensive income on a straight line
basis over the term of the relevant lease.

(k) Borrowings

Interest bearing bank borrowings are recorded at the amount of proceeds received, net of transaction costs
incurred.

(l) Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets,
which are assets that necessarily take a substantial period of time to get ready for their intended use or sale,
are capitalised as part of the cost of those assets, until such time as the assets are substantially ready for
their intended use or sale.

When the borrowings are made specifically for the purpose of obtaining a qualifying asset, the amount of
borrowing costs eligible for capitalisation is the actual borrowing costs incurred on that borrowing during
the period less any investment income on the temporary investment of funds drawdown from that borrowing
facility.

When the borrowings are made generally, and used for the purpose of obtaining a qualifying asset,
the borrowing costs eligible for capitalisation are determined by applying a capitalisation rate which is
the weighted of the borrowing costs applicable to the Group’s and the Company’s borrowings that are
outstanding during the financial year, other than borrowings made specifically for the purpose of acquiring
another qualifying asset.

Borrowing costs which are not eligible for capitalisation are recognised as an expense in the profit or loss in
the period in which they are incurred.

(m) Provision for liabilities



Provisions for liabilities are recognised when the Group and the Company have a present obligation as a
result of a past event and it is probable that an outflow of resources embodying economic benefits will be
required to settle the obligation, and a reliable estimate of the amount can be made. Provisions are reviewed
at each reporting date and adjusted to reflect the current best estimate. Where the effect of the time value of
money is material, the amount of a provision is the present value of the expenditure expected to be required
to settle the obligation.
52 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(n) Contingent liabilities and contingent asset

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed
by the occurrence or non-occurrence of one (1) or more 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 extremely rare cases where there is a liability that cannot be recognised
because it cannot be measured reliably. The Group does not recognise a contingent liability but discloses
its existence in the financial statements. A contingent asset is a possible asset that arises from past events
whose existence will be confirmed by the occurrence or non-occurrence of one (1) or more uncertain future
events beyond the control of the Group. The Group does not recognise contingent assets but disclosed
its existence where inflows of economic benefits are probable, but not virtually certain. In the acquisition
of subsidiaries by the Group under business combinations, contingent liabilities assumed are measured
initially at their fair values at the acquisition dates.

(o) Equity instruments

Ordinary shares are classified as equity. Dividends on ordinary shares are recognised in equity in the period
in which they are declared.

The transaction costs of an equity transaction are accounted for as a deduction from equity, net of tax.
Equity transaction costs comprise only those incremental external costs directly attributable to the equity
transaction which would otherwise have been avoided.

(p) Functional and presentation currency

(i) The individual financial statements of each entity in the group are presented in the currency of primary
economic environment in which the entity operates (“the functional currency”). The consolidated
financial statements are presented in Ringgit Malaysia (RM), which is also the Company’s functional
and presentation currency.

(ii) Foreign currency transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates
prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at year-end exchange rates of monetary
assets and liabilities denominated in foreign currencies are recognised in the profit or loss.

Non-monetary items initially denominated in foreign currencies, which are carried at historical cost are
translated using historical rate as of the date of acquisition and non-monetary items which are carried
at fair value are translated using the exchange rate that existed when the values were determined.

(iii) Foreign operations

The results and financial position of all the group entities (none of which has the currency of a
hyperinflationary economy) that have a functional currency different from the presentation currency
are translated into the presentation currency as follows:

(1) assets and liabilities for each statement of financial position presented are translated at the
closing rate at the date of that statement of financial position;

(2) income and expenses for each profit or loss are translated at average exchange rates (unless
this average is not a reasonable approximation of the cumulative effect of the rates prevailing
on the transaction dates, in which case income and expenses are translated at the dates of the
transactions); and

(3) all resulting exchange differences are recognised as a separate component of equity.
ANNUAL REPORT 2016 53

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(p) Functional and presentation currency (cont’d)

(iii) Foreign operations (cont’d)

On consolidation, exchange differences arising from the translation of the net investment in foreign
entities, and of borrowings, are taken to shareholders’ equity. When a foreign operation is sold, such
exchange differences are recognised in the profit or loss as part of the gain or loss on sale.

Goodwill and fair value adjustments arising on the acquisition of foreign subsidiary companies are
treated as assets and liabilities and translated at the rates of exchange ruling at the transaction dates.

(q) Financial assets

Financial assets are recognised in the statement of financial position when the Group and the Company
have become a party to the contractual provisions of the instruments.

The Group classifies its financial assets in the following categories: financial assets at fair value through
profit or loss, loans and receivables, held-to-maturity investments and available-for-sale financial assets.
The classification depends on the purpose for which the financial assets were acquired. Management
determines the classification of its financial assets at initial recognition and re-evaluates this at every
reporting date except for financial assets at fair value through profit or loss.

(i) Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss are financial assets that are designated or held for
trading. A financial asset is classified in this category if acquired principally for the purpose of selling
in the short term. Derivatives are classified as held for trading unless they are designated as hedges.
Assets in this category are classified as current assets.

Financial assets at fair value through profit or loss are initially recognised at fair value and transaction
costs are expensed in the profit or loss. After initial recognition, financial assets at fair value through
profit or loss are subsequently measured at fair value.

(ii) Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are
unquoted in an active market. They arise when the Group provides money, goods or services directly
to a debtor with no intention of trading the receivable.

Loans and receivables in the statements of financial position consist of trade and other receivables,
fixed deposits and inter-company loans and advances. These are classified as current assets, except
for those having maturity dates later than 12 months after the reporting date which are classified as
non-current assets.

Subsequent to initial recognition, loans and receivables are carried at amortised cost using the effective
interest method. Gains and losses are recognised in profit or loss when the loans and receivables are
derecognised or impaired, and through the amortisation process.

(iii) Held-to-maturity investments

Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments
and fixed maturities that the Group’s management has positive intention and ability to hold to maturity.

Subsequent to initial recognition, held-to-maturity investments are carried at amortised cost using the
effective interest method. Gains and losses are recognised in profit or loss when the held-to-maturity
investments are derecognised or impaired, and through the amortisation process.
54 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(q) Financial assets (cont’d)

(iv) Available-for-sale financial assets

Available-for-sale financial assets are non-derivatives that are either designated in this category or not
classified in any of the other categories. They are included in non-current assets unless management
intends to dispose of the investment within 12 months of the reporting date.

Investments are initially recognised at fair value plus transaction costs that are directly attributable to
their acquisitions. Investment in equity instruments whose fair value cannot be reliably measured are
valued at cost less impairment loss.

After initial recognition, available-for-sale financial assets are subsequently measured at fair value. Any
gains and losses from changes in fair value of the financial assets are recognised in other comprehensive
income, except that impairment losses, foreign exchange gains and losses on monetary instruments
and interest calculated using the effective interest method are recognised in profit or loss.

A financial asset is derecognised where the contractual right to receive cash flows from the asset has
expired. On derecognition of a financial asset in its entirety, the difference between the carrying amount and
the sum of the consideration received and any cumulative gain or loss that had been recognised in other
comprehensive income is recognised in profit or loss.

Gains or losses arising from changes in the fair value of the financial assets at fair value through profit or loss
category are presented in the profit or loss in the period in which they arise. Dividend income from financial
assets at fair value through profit or loss is recognised in the profit or loss as part of other operating income
when the Group’s right to receive payments is established.

(r) Impairment of financial assets

A financial asset is considered to be impaired if objective evidence indicates that one or more events have
had a negative effect on the estimated future cash flows of that asset. For an equity instrument, a significant
or prolonged declined in fair value below its cost is also considered objective evidence of impairment.

An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference
between its carrying amount, and the present value of the estimated future cash flows discounted at the
original effective interest rate.

Individually significant financial assets are tested for impairment on an individual basis. The remaining
financial assets are assessed collectively in groups that share similar credit risk characteristics.

All impairment losses are recognised in profit or loss.

An impairment loss is reversed if the reversal can be related objectively to an event occurring after the
impairment loss was recognised. For financial assets measured at amortised costs, the reversal is recognised
in profit or loss.
ANNUAL REPORT 2016 55

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(s) Financial liabilities

Short-term borrowings, trade and other payables are classified as financial liabilities in the statement
of financial position as there is a contractual obligation to make cash payments to another entity and is
contractually obliged to settle the liabilities in cash.

Financial liabilities are initially recognised at fair value plus transaction costs, and are subsequently measured
at amortised cost using the effective interest method, except when the Group designates the liabilities at fair
value through profit or loss. Financial liabilities are designated at fair value through profit or loss when:

(i) they are acquired or incurred for the purpose of selling or repurchasing in the near term;

(ii) the designation eliminates or significantly reduces measurement or recognition inconsistencies that
would otherwise arise from measuring financial liabilities or recognising gains or losses on them; or

(iii) the financial liability contains an embedded derivative that would need to be separately recorded.

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or
expires.

(t) Revenue recognition

(i) Construction contracts

Revenue from work done on construction contracts is recognised based on the percentage of
completion method. The stage of completion is determined by the surveys of work performed and
completion of a physical proportion of the contract work.

(ii) Property development

Revenue derived from property development activities is recognised based on the percentage of
completion method. The stage of completion is determined by the proportion that property development
costs incurred for work performed to date bear to the estimated total property development costs.

Any expected loss on a development project including costs to be incurred over the defects liability
period shall be recognised as an expense immediately.

(iii) Goods sold and services rendered

Revenue from sales of goods is recognised when significant risk and rewards have been transferred to
the buyer, net of discounts, if any.

(iv) Dividend income

Dividend income is recognised when a shareholder’s right to receive payment is established.


56 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.2 Summary of Significant Accounting Policies (cont’d)

(u) Employee benefits

(i) Short term employee benefits

Wages, salaries, bonuses and social security contributions are recognised as an expense in the year in
which the associated services are rendered by employees of the Company and its subsidiary companies.
Short term accumulating compensated absences such as paid annual leave are recognised when
services are rendered by employees that increase their entitlement to future compensation absences.
Short term non-accumulating compensated absences such as sick and medical leave are recognised
when the absences occur.

The expected cost of accumulating compensated absences is measured as additional amount


expected to be paid as a result of the unused entitlement that has accumulated at the reporting date.

(ii) Defined contribution plans

As required by law, companies in Malaysia make contributions to the Employees Provident Fund
(“EPF”). Such contributions are recognised as an expense in the statement of comprehensive income
as incurred.

(v) Income taxes

Income tax on the profit or loss for the financial year comprises current and deferred tax. Current tax is
the expected amount of income taxes payable in respect of the taxable profit for the financial year and is
measured using the tax rates that have been enacted at the reporting date.

Deferred tax is recognised on the liability method for all temporary differences between the carrying amount
of assets or liabilities in the statement of financial position and its tax base at the reporting date. Deferred tax
liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised for all
deductible temporary differences, unused tax losses and unused tax credits to the extent that it is probable
that future taxable profit will be available against which the deductible temporary differences, unused tax
losses and unused tax credits can be utilised.

Deferred tax asset and liability is measured at the tax rates that are expected to apply to the period when
the asset is realised or the liability is settled, based on the tax rates that have been enacted or substantively
enacted by the reporting date. The carrying amount of a deferred tax asset is reviewed at each reporting date
and is reduced to the extent that it becomes probable that sufficient future taxable profit will be available.

Deferred tax is recognised in the statement of comprehensive income, except when it arises from a
transaction which is recognised directly in equity, in which case the deferred tax is also charged or credited
directly in equity.

(w) Segment reporting

For management purposes, the Group is organised into operating segment based on their business activities.
An operating segment’s operating results are reviewed regularly by the chief operating decision maker, who
will make decisions to allocate resources to the segments and assess the segment performance.

(x) Warrant reserve

Proceeds from the issuance of warrants, net of issue costs, are credited to warrants reserve which is non-
distributable. Warrants reserve is transferred to the share premium account upon the exercise of warrants
and the warrants reserve in relation to the unexercised warrants at the expiry of the warrants will be
transferred to retained earnings.
ANNUAL REPORT 2016 57

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.3 Significant accounting estimates and judgements

Estimates, assumptions concerning the future and judgements are made in the preparation of the financial
statements. They affect the application of the Group’s accounting policies, reported amounts of assets, liabilities,
income and expenses, and disclosures made. They are assessed on an on-going basis and are based on historical
experience and other relevant factors, including expectations of future events that are believed to be reasonable
under the circumstances.

The key assumptions concerning the future and other key sources of estimation or uncertainty at the reporting
date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities
within the next financial year are set out below:

(i) Depreciation of property, plant and equipment

The costs of property, plant and equipment are depreciated on a straight-line basis over the useful lives
of the property, plant and equipment. Management estimates the useful lives of the property, plant and
equipment as disclosed in Note 2.2(b)(iv). These are common life expectancies applied in the industries.
Changes in the expected level of usage and technological developments could impact the economic useful
lives and the residual values of these assets, therefore future depreciation charges could be revised.

(ii) Estimation of fair value of properties

In the absence of current prices in an active market for similar properties, the Group and the Company
considers information from a variety of sources, including:

(a) current prices in an active market for properties of a different nature, condition or location, adjusted to
reflect those differences; or

(b) recent prices of similar properties based on less active market, with adjustments to reflect any changes
in economic conditions since the date of the transactions that occurred at those prices.

(iii) Impairment of non financial assets

The Group assesses whether there are any indicators of impairment for all non-financial assets at each
reporting date. When such indicators exist, recoverable amounts of the cash-generating unit are determined
based on the value-in-use calculation. These calculations require the estimation of the expected future cash
flows from the cash generating unit and a suitable discount rate is applied in order to calculate the present
value of those cash flows.

(iv) Impairment of goodwill on consolidation



The Group determines whether goodwill is impaired at least on an annual basis, in accordance with the
accounting policy disclosed in Note 2.2(d). This requires an estimation of the value in use of the cash-
generating units to which the goodwill is allocated. Estimating the value in use requires the Group to make
an estimate of the expected future cash flows from the cash-generating unit and also to choose a suitable
discount rate in order to calculate the present value of those cash flows. The carrying amounts of the
Group’s goodwill on consolidation at 31 December 2016 are disclosed in Note 6 to the financial statements.
58 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

2. Basis of Preparation and Significant Accounting Policies (cont’d)

2.3 Significant accounting estimates and judgements (cont’d)

(v) Construction contracts

The Group and the Company recognise contract revenue and expenses in the statement of comprehensive
income by using the stage of completion method. The stage of completion is determined by the surveys
of work performed and completion of a physical proportion of the contract work. Significant judgement is
required in determining the stage of completion, the extent of the contract costs incurred, the estimated
total contracts revenue and costs, as well as the recoverability of the constructions projects. In making the
judgement, the Group and the Company evaluate based on past experience and by relying on the work of
specialists.

(vi) Income taxes

There are certain transactions and computations for which the ultimate tax determination is uncertain
during the ordinary course of business. Significant judgement is involved especially in determining tax base
allowances and deductibility of certain expenses in determining the Group-wide provision for income taxes.
The Group and the Company recognises liabilities for expected tax issues based on estimates of whether
additional taxes will be due. Where the final tax outcome of these matters is different from the amounts
that were initially recognised, such differences will impact the income tax and deferred tax provisions in the
period in which such determination is made.

(vii) Classification of financial assets

The Group classifies financial assets as held-to-maturity investments when it has a positive intention and
ability to hold the investment to maturity. Management exercises judgement based on the Group’s financial
risk management policy to determine whether the financial assets are to be classified as held-to-maturity.

(viii) Impairment of trade and other receivables

An impairment loss is recognised when there is objective evidence that a financial asset is impaired.
Management specifically reviews its loan and receivables financial assets and analyses historical bad debts,
customer concentrations, customer creditworthiness, current economic trends and changes in the customer
payment terms when making a judgement to evaluate the adequacy of the allowance for impairment losses.
Where there is objective evidence of impairment, the amount and timing of future cash flows are estimated
based on historical loss experience for assets with similar credit risk characteristics. If the expectation is
different from the estimation, such difference will impact the carrying value of receivables.
3. Property, Plant and Equipment

Freehold
and Furniture Office and
leasehold and Tools and Motor electrical Plant and
Group land Buildings Computers fittings instruments vehicles equipment machinery Renovation Total
RM RM RM RM RM RM RM RM RM RM

Cost
At 1 January 2016 2,139,500 1,987,610 1,290,854 949,399 255,700 2,764,988 564,580 15,628,620 72,842 25,654,093
Additions - - 2,755 - - 85,000 14,676 - - 102,431
Disposals - - (58,095) (182,457) (79,800) (304,182) (67,195) (6,176,724) - (6,868,453)
Written-off - - (149,023) (421,336) (151,852) - (222,190) (1,668,837) - (2,613,238)
Exchange differences - - 2,755 1,191 - 8,259 806 123,825 - 136,836

At 31 December 2016 2,139,500 1,987,610 1,089,246 346,797 24,048 2,554,065 290,677 7,906,884 72,842 16,411,669

Accumulated
depreciation
At 1 January 2016 - 383,103 1,263,962 586,979 91,006 2,099,644 385,988 8,205,457 51,367 13,067,506
Charge for the
financial year - 42,644 13,294 23,935 6,522 394,711 14,464 915,320 1,166 1,412,056
Disposals - - (48,999) (82,808) (27,244) (171,963) (38,149) (3,261,066) - (3,630,229)
Written-off - - (148,973) (260,941) (53,731) - (126,993) (1,273,229) - (1,863,867)
Exchange differences - - 2,451 1,211 - 8,261 575 123,366 - 135,864

At 31 December 2016 - 425,747 1,081,735 268,376 16,553 2,330,653 235,885 4,709,848 52,533 9,121,330

Carrying amount
At 31 December 2016 2,139,500 1,561,863 7,511 78,421 7,495 223,412 54,792 3,197,036 20,309 7,290,339
NOTES TO THE FINANCIAL STATEMENTS (Cont’d)
ANNUAL REPORT 2016
59
60
3. Property, Plant and Equipment (cont’d)

Freehold
and Furniture Office and
leasehold and Tools and Motor electrical Plant and
Group land Buildings Computers fittings instruments vehicles equipment machinery Renovation Total
RM RM RM RM RM RM RM RM RM RM

Cost
At 1 January 2015 2,139,500 1,987,610 1,421,290 1,077,750 279,969 3,656,512 782,727 15,014,607 72,842 26,432,807
Additions - - 12,416 34,650 8,108 152,807 6,800 1,899,178 - 2,113,959
Disposals - - (2,077) - (3,800) (1,061,410) (4,800) (1,084,450) - (2,156,537)
Written-off - - (147,274) (174,811) (28,577) - (221,599) (346,680) - (918,941)
Exchange differences - - 6,499 11,810 - 17,079 1,452 145,965 - 182,805

At 31 December 2015 2,139,500 1,987,610 1,290,854 949,399 255,700 2,764,988 564,580 15,628,620 72,842 25,654,093
PRINSIPTEK CORPORATION BERHAD (595000-H)

Accumulated
depreciation
At 1 January 2015 - 340,459 1,380,922 667,317 75,508 2,684,613 455,057 5,670,245 49,079 11,323,200
Charge for the
financial year - 42,644 24,898 65,475 26,835 448,877 49,806 2,962,384 2,288 3,623,207
Disposals - - (2,077) - (1,108) (1,050,926) (2,160) (219,717) - (1,275,988)
Written-off - - (144,710) (157,574) (10,229) - (118,170) (344,866) - (775,549)
Exchange differences - - 4,929 11,761 - 17,080 1,455 137,411 - 172,636

At 31 December 2015 - 383,103 1,263,962 586,979 91,006 2,099,644 385,988 8,205,457 51,367 13,067,506

Carrying amount
At 31 December 2015 2,139,500 1,604,507 26,892 362,420 164,694 665,344 178,592 7,423,163 21,475 12,586,587
NOTES TO THE FINANCIAL STATEMENTS (Cont’d)
ANNUAL REPORT 2016 61

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

3. Property, Plant and Equipment (cont’d)

Company Computers Total


RM RM

Cost
At 1 January 2016 14,500 14,500
Written off (14,500) (14,500)

At 31 December 2016 - -


Accumulated depreciation
At 1 January 2016 14,499 14,499
Written off (14,499) (14,499)

At 31 December 2016 - -

Carrying amount
At 31 December 2016 - -

Cost
At 1 January 2015/31 December 2015 14,500 14,500

Accumulated depreciation
At 1 January 2015/31 December 2015 14,499 14,499

Carrying amount
At 31 December 2015 1 1

(a) The freehold land and buildings of the Group with a carrying amount of RM1,983,260 and RM622,982 (2015:
RM1,983,260 and RM643,707) respectively have been pledged to licensed banks as security for credit facilities
granted to a subsidiary company as disclosed in Note 17 to the financial statements.

(b) The leasehold land of the Group of RM156,240 (2015: RM156,240) has been pledged to licensed banks as security
for credit facilities granted to a subsidiary company as disclosed in Note 17 to the financial statements.

(c) Included in the property, plant and equipment of the Group is plant and machinery and motor vehicles acquired
under hire purchase with carrying amount of Nil and RM30,606 (2015: RM1,734,581 and RM257,962) respectively.

(d) The amortisation of the leasehold land will take effect from the date of the individual titles are issued.
62 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

4. Land and Property Development Costs

Group
2016 2015
RM RM

Non- Current

Development costs
At 1 January 81,501,375 64,425,006
Additions during the financial year 2,497,436 17,076,369
Transfer to current assets (4,101,271) -

At 31 December 79,897,540 81,501,375


Current

Freehold land, at cost
At 1 January 40,451,761 38,070,491
Exchange difference 1,151,689 2,381,270
Less: Completed project (4,681,068) -

At 31 December 36,922,382 40,451,761


Development costs
At 1 January 39,193,462 23,639,649
Additions during the financial year 64,406,079 21,864,205
Transferred to inventories - -
Exchange difference 545,310 1,462,052
Less: Completed project (28,380,963) (7,772,444)

At 31 December 75,763,887 39,193,462

Total cost recognised 112,686,268 79,645,223


Less: Costs recognised in the income statement
At 1 January - -
Recognised during the financial year 28,380,963 7,772,444

At 31 December 28,380,963 7,772,444


Less: Completed project (5,837,997) (7,772,444)

22,542,966 -

90,143,302 79,645,223
ANNUAL REPORT 2016 63

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

4. Land and Property Development Costs (cont’d)

(a) Certain subsidiary company entered into privatisation or joint venture agreements with the landowners to develop
several pieces of leasehold land and freehold land solely at the cost of the subsidiary companies and based on
the agreements, the subsidiary companies are required to pay a consideration of 35% (2015: 22% to 35%) of the
total projected gross sales value of the development to the landowners in the manner specified in the agreements.

(b) A subsidiary company entered into a joint venture agreement with a landowner to develop several parcel of land
solely at the cost of the subsidiary company and based on the agreement, the landowner is entitled to certain
units of properties erected thereon free from all encumbrances.

(c) The freehold land and leasehold land of the Group with total carrying amount of RM 15,000,000 (2015:
RM27,410,048) have been pledged to licensed banks as security for credit facilities granted to subsidiary
companies as disclosed in Note 17 to the financial statements.

(d) Included in the property development costs for the financial year is as follows:

Group
2016 2015
Note RM RM

Finance costs 23 4,103,139 3,990,584
Staff costs 27 91,030 40,005

5. Investment in Subsidiary Companies

(a) Investment in subsidiary companies

Company
2016 2015
RM RM
Unquoted shares, at cost
In Malaysia 47,093,284 47,093,284
Outside Malaysia 1,724,084 1,724,084

48,817,368 48,817,368
Less: Strike off (1,928,533) -

46,888,835 48,817,368


Less: impairment loss
Addition (1,928,533) (1,928,533)
Reversal 1,928,533 -

- (1,928,533)

46,888,835 46,888,835
64 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

5. Investment in Subsidiary Companies (cont’d)

(b) The subsidiary companies and shareholdings therein are as follows:

Country of Effective
Name of company incorporation interest Principal activities
2016 2015
% %

Direct holding:

Prinsiptek (M) Sdn. Bhd. Malaysia 100 100 Construction works



Sekinchan Jaya Sdn. Bhd. Malaysia - 100 Dormant

Tanah Perangsang Sdn. Bhd. Malaysia 100 100 Property development and
investment holding

Gabungan Sanjung Sdn. Bhd. Malaysia 100 100 Investment holding

Antara Murni Development Sdn. Bhd. Malaysia 70 70 Property Development

Prinsiptek Bina Sdn. Bhd. Brunei - 70 Dormant

Magnificent Degree Sdn. Bhd. Malaysia 100 100 Provision of project management
and secretarial services

Prinsiptek Properties Sdn. Bhd. Malaysia 100 100 Property development



* Prinsiptek International Limited ^ Thailand 91 91 Property development and
investment holding

Indirect holding:

Subsidiary companies of
Prinsiptek (M) Sdn. Bhd.:

Esa Pile Sdn. Bhd. Malaysia 100 100 Construction works

LKD Trading Sdn. Bhd. Malaysia 100 100 Trading of building materials

PST Concrete Sdn. Bhd. Malaysia - 100 Dormant

Subsidiary companies of
Tanah Perangsang Sdn. Bhd.:

Jeram Perwira Sdn. Bhd. Malaysia 100 100 Property development

Pentaland Sdn. Bhd. Malaysia 100 100 Property development and
investment holding

Solidvest Properties Sdn. Bhd. Malaysia 100 100 Investment holding

Subsidiary company of
Gabungan Sanjung Sdn. Bhd.:

NBL Land Development Sdn. Bhd. Malaysia 100 100 Property development

ANNUAL REPORT 2016 65

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

5. Investment in Subsidiary Companies (cont’d)

(b) The subsidiary companies and shareholdings therein are as follows: (cont’d)

Country of Effective
Name of company incorporation interest Principal activities
2016 2015
% %

Indirect holding: (cont’d)

Subsidiary company of
Prinsiptek International Limited:

* Prinsiptek Thai Limited ^ Thailand 60 60 Construction works

* Subsidiary companies audited by Morison CKS Company Limited, another member firm of Morison
International.

^ Subsidiary company not audited by Morison Anuarul Azizan Chew.

(c) Changes in equity interest in Prinsiptek Bina Sdn. Bhd., PST Concrete Sdn. Bhd. and Sekinchan Jaya Sdn. Bhd.

On 6 January 2016, the Group received notification from Registrar of Companies Division, Ministry of Finance,
Brunei Darussalam on the approval of application of strike-off filed by Prinsiptek Bina Sdn. Bhd.

On 13 June 2016, the Group received notification from Companies Commission of Malaysia pursuant to Section
308 of the Companies Act, 1965 on the struck off of PST Concrete Sdn. Bhd. and Sekinchan Jaya Sdn. Bhd.

The struck off of Prinsiptek Bina Sdn. Bhd., PST Concrete Sdn. Bhd. and Sekinchan Jaya Sdn. Bhd. do not have
any significant effects on the financial results of the Group.

6. Intangible Assets

Group
2016 2015
RM RM

Goodwill on consolidation At 1 January/31 December 8,260,819 8,260,819

(a) Impairment test for intangible assets

Goodwill on consolidation has been allocated for impairment testing purposes to the individual entities which is
also the cash-generating units (“CGUs”) identified.

(b) Key assumptions used to determine recoverable amount

The recoverable amount of a CGU is determined based on value in use calculations using cash flow projections
based on financial budgets approved by the Directors covering a five-year period. A pre-tax discount rate of
5.00% (6.70%) per annum was applied to the cash flow projections, after taking into consideration the Group’s
cost of borrowings, the expected rate of return and various risk relating to the CGU.

With regards to the assessment of value-in-use of the respective CGU, management believes that no reasonable
possible chance in the key assumption would cause the carrying values of the units to materially exceed the
recoverable amount.
66 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

7. Trade Receivables

Group
2016 2015
RM RM

Trade receivables 57,152,623 86,781,576


Retention sum on contracts 21,327,490 16,336,328

78,480,113 103,117,904


Analysis as:
Non-current asset 8,953,765 7,503,093
Current asset 69,526,348 95,614,811

78,480,113 103,117,904

The Group’s normal trade credit terms range from 21 to 90 days (2015: 21 to 90 days). Other credit terms are assessed
and approved on a case by case basis.

The ageing analysis is as follows:

Group
2016 2015
RM RM

Neither past due nor impaired 54,777,810 60,431,959

1 to 30 days past due but not impaired 2,827,289 11,140,270


31 to 60 days past due but not impaired 5,897,031 2,134,843
61 to 90 days past due but not impaired 33,108 343,959
91 to 120 days past due but not impaired 31,398 1,445,482
More than 121 days past due but not impaired 14,913,477 27,621,391

23,702,303 42,685,945

78,480,113 103,117,904

Trade receivables that are neither past due nor impaired are creditworthy debtors with good payment records with the
Group. These debtors are mostly long term customers with no history of default in payments.

The Group’s trade receivables that are past due at the reporting date but not impaired relate mainly to customers who
have never defaulted on payments but are slow paymasters, hence, periodically monitored.
ANNUAL REPORT 2016 67

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

8. Other Receivables

Group Company
2016 2015 2016 2015
RM RM RM RM

Other receivables 18,451,306 30,153,392 2,460,181 2,460,181


Deposits 2,929,476 2,909,413 - -
Prepayments 877,274 807,507 - -

22,258,056 33,870,312 2,460,181 2,460,181

Less: Impairment loss (906,124) (906,124) - -

21,351,932 32,964,188 2,460,181 2,460,181

Analysis as:
Non-current asset 5,668,075 7,877,460 - -
Current asset 15,683,857 25,086,728 2,460,181 2,460,181

21,351,932 32,964,188 2,460,181 2,460,181

Movement of the impairment loss as follows:

Group Company
2016 2015 2016 2015
RM RM RM RM

At 1 January/31 December 906,124 906,124 - -

Other receivables that are individually impaired at the end of the reporting period relates to a debtor that has financial
difficulties and defaulted on payments. These receivables are not secured by any collateral.

9. Inventories

Group
2016 2015
RM RM

At cost
Unsold unit of completed property 6,538,489 6,497,343
68 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

10. Amount Owing by/(to) Customers on Contracts

Group
2016 2015
RM RM

Aggregate costs incurred to date 779,292,907 1,119,289,873


Add: Attributable profits 23,748,881 100,253,309

803,041,788 1,219,543,182
Less: Progress billings (727,690,211) (1,157,734,709)

75,351,577 61,808,473


Represented by:
Amount owing by customers on contracts 76,453,681 77,679,437
Amount owing to customers on contracts (1,102,104) (15,870,964)

75,351,577 61,808,473


Retention sum included in the progress billings 21,327,490 16,059,170

Included in the cost incurred during the financial year are the following:

Group
2016 2015
Note RM RM

Hire of machinery 43,822 787,820


Depreciation of property, plant and equipment 224,951 2,361,744
Finance costs 23 1,893,313 1,750,500
Rental of premises 1,600 47,048
Lease rental 1,199,658 1,808,337
Staff costs 27 329,203 1,417,663

11. Amount Owing by/(to) Subsidiary Companies

(a) Amount owing by subsidiary companies

This represents unsecured, interest free advances which are repayable on demand.

(b) Amount owing to subsidiary companies

This represents unsecured, interest free advances which are repayable on demand.

12. Cash Held Under Housing Development Account

Cash held under the Housing Development Account represents monies received from purchasers of residential
properties less payments or withdrawals in accordance with the Housing Development (Control and Licensing) Act,
1966.
ANNUAL REPORT 2016 69

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

13. Fixed Deposits with Licensed Banks

The fixed deposits of the Group and of the Company have been pledged to licensed banks as securities for banking
facilities granted to the Company and certain subsidiary companies as disclosed in Note 17 to the financial statements.

The interest rates of deposits during the financial year range from 1.55% to 3.50% (2015: 2.81% to 3.11%) per annum
and the maturities of deposits are 30 days to 5 years (2015: 30 days to 5 years) respectively.

14. Trade Payables

Group
2016 2015
RM RM

Trade payables 51,220,134 65,805,404


Retention sum on contracts 27,010,990 21,799,667

78,231,124 87,605,071

Analysed as:
Current 64,785,612 74,841,470
Non-current 13,445,512 12,763,601

78,231,124 87,605,071

Included in the trade payables of the Group is an amount of RM 7,161,063 (2015: RM7,722,745) owing to the landowners
as disclosed in Note 4 to the financial statements.

The normal trade credit terms granted to the Group and the Company range from 30 to 90 days (2015: 30 to 90 days).

15. Other Payables

Group Company
2016 2015 2016 2015
RM RM RM RM

Other payables
- Third parties 9,287,377 30,949,589 15,703 -
- Related party 10,155 1,778 7,356 7,314

9,297,532 30,951,367 23,059 7,314


Accruals 2,375,280 2,670,020 39,300 41,300
Deposits 921,777 474,350 - -

12,594,589 34,095,737 62,359 48,614


70 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

16. Hire Purchase Payables

Group
2016 2015
RM RM

(a) Minimum hire purchase payments


Within one year 38,399 737,523
Between one and five years - 38,399

38,399 775,922
Less: Future finance charges (269) (14,835)

Present value of hire purchase liabilities 38,130 761,087


(b) Present value of hire purchase liabilities


Within one year 38,130 722,957
Between one and five years - 38,130

38,130 761,087

Analysed as:
Repayable within twelve months 38,130 722,957
Repayable after twelve months - 38,130

38,130 761,087

Interest of hire purchase is charged at rates between 2.37% and 2.45% (2015: 2.37% and 3.00%) per annum.
ANNUAL REPORT 2016 71

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

17. Bank Borrowings

Group
2016 2015
RM RM

Secured
Project loans - 3,147,226
Bank overdrafts 34,694,956 19,084,268
Bankers’ acceptance 8,623,000 12,574,000
Fixed loans 2,014,297 2,067,039
Term loan 33,000,000 35,319,409
Commodity Murabahah Term Financing 17,184,642 25,346,321

Total bank borrowings 95,516,895 97,538,263

Group
2016 2015
RM RM

Analysed as:

Repayable within twelve months


Secured
Project loans - 3,147,226
Bank overdrafts 34,694,956 19,084,268
Bankers’ acceptance 8,623,000 12,574,000
Fixed loans 59,644 54,268
Term loan 4,950,000 2,319,409
Commodity Murabahah Term Financing 10,863,864 8,054,244

59,191,464 45,233,415

Repayable after twelve months


Secured
Fixed loans 1,954,654 2,012,771
Term loan 28,050,000 33,000,000
Commodity Murabahah Term Financing 6,320,777 17,292,077

36,325,431 52,304,848

95,516,895 97,538,263

The above credit facilities obtained from licensed banks are secured by the following:

(a) charge over the freehold land and buildings of subsidiary companies as disclosed in Note 3 to the financial
statements;

(b) charge over the leasehold land of subsidiary companies as disclosed in Note 3 and Note 4 to the financial
statements;

(c) pledge of fixed deposits of the Group as disclosed in Note 13 to the financial statements; and

(d) charge over the freehold land of landowner as disclosed in Note 4 to the financial statements.

The secured fixed loans are repayable by monthly instalments over 20 to 25 years (2015: 20 to 25 years).
72 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

17. Bank Borrowings (cont’d)

Maturity of borrowings is as follows:

Group
2016 2015
RM RM

Within one year 59,191,464 45,233,415


Between one and two years 16,283,384 22,299,120
Between two and five years 18,357,122 28,239,237
More than five years 1,684,925 1,766,491

95,516,895 97,538,263

Range of interest rates is as follows:

Group
2016 2015
% %

Project loans 7.40 7.60


Bank overdrafts 7.65 7.85
Bankers’ acceptance 4.36 - 5.25 4.79 - 6.18
Fixed loans 4.72 - 5.35 4.85 - 5.85
Term loan 4.26 - 8.10 4.11 - 9.15
Commodity Murabahah Term Financing 7.65 - 7.85 7.85

18. Share Capital

Group/Company
2016 2015 2016 2015
Number of Ordinary Shares RM RM

Ordinary shares of RM0.10 each:

Authorised
At 1 January/31 December 1,000,000,000 1,000,000,000 100,000,000 100,000,000


Issued and fully paid
At 1 January/31 December 316,956,860 316,956,860 31,695,686 31,695,686

19. Share Premium

The share premium is not distributable by way of cash dividend but may be utilised in the manner as set out in Section
60(3) of the Companies Act, 1965 in Malaysia.
ANNUAL REPORT 2016 73

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

20. Reserves

Group Company
2016 2015 2016 2015
RM RM RM RM

Non-distributable
Exchange reserve 9,137,832 7,176,712 - -
Warrant reserve 24,088,721 24,088,721 24,088,721 24,088,721
Capital reserve 58,030,476 58,030,476 45,880,476 45,880,476

91,257,029 89,295,909 69,969,197 69,969,197

(a) Exchange reserve

The exchange reserve represents exchange differences arising from the translation of the financial statements of
foreign operations whose functional currencies are different from that of the Group’s presentation currency.

(b) Warrant reserve

On 17 November 2014, the Company issued 126,782,744 Five (5) years Free Warrants 2014/2019 (“Warrants”)
pursuant to a renounceable rights issue of two warrants for every three rights shares of RM0.10 each held in the
Company. During the financial year, none of the Warrants were exercised. As at 31 December 2016, there was a
total of 126,782,744 unexercised Warrants.

The main features of the Warrants are as follows:

• The Warrants which are issued with the Rights Shares are immediately detached upon issuance and will be
separately traded. The Warrant will be issued in registered form and constituted by the Deed Poll.

• Each Warrant entitles the registered holder, at any time during the Exercise Price, subject to adjustments in
accordance with the provisions of the Deed Poll.

• The Warrants shall be exercisable at any time within five (5) years commencing from and including the date
issue of the Warrants.

• The Exercise Price of the Warrants is fixed at RM0.10, after taking into consideration the theoretical ex-
rights price of the Company Shares at the Price Fixing Date, subject to the exercise price not being less than
the par value.

• The Exercise Price and/or number of unexercised Warrants may be adjusted by the Board, in consultation
with the professional advisers and certified by the auditors, in the event of alteration to the share capital
of the Company, including but not limited to consolidation or subdivision or conversion, issuance, capital
distribution or issue of shares or convertible securities or any other events in accordance with the provisions
of the Deed Poll.

The new ordinary shares to be issued upon the exercise of the Warrants 2014/2019 shall, upon allotment and
issue, rank pari passu in all respects with the existing issued and fully paid-up ordinary shares except that such
new ordinary shares shall not be entitled to any dividends, rights, allotments and/or other distributions, the
entitlement date of which is prior to the date of the allotment of the new ordinary shares arising from the exercise
of the Warrants 2014/2019.

(c) Capital reserve

Capital reserve represents a transfer from retained profits arising from bonus issue of shares in subsidiary
companies and the credit arising from par value reduction set off against the accumulated losses in the company.

The capital reserve will be eliminated upon the disposal of the subsidiary companies.
74 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

21. Deferred Tax Liabilities

Group
2016 2015
RM RM

At 1 January 939,886 689,323


Recognised in profit or loss (181,912) 274,081
Under/(Over) provision in prior years 340,977 (23,518)

At 31 December 1,098,951 939,886

The components and movements of deferred tax liabilities of the Group are as follows:

Accelerated
capital
allowances
RM

Group

At 1 January 2016 939,886
Recognised in profit or loss (181,912)
Under provision in prior years 340,977

At 31 December 2016 1,098,951


At 1 January 2015 689,323
Recognised in profit or loss 274,081
Over provision in prior years (23,518)

At 31 December 2015 939,886

Deferred tax assets have not been recognised in respect of the following temporary differences:

Group
2016 2015
RM RM

Unutilised tax losses 70,960 11,878,672

The unutilised tax losses are available indefinitely for offset against future taxable profits of the companies in which
those items arose, for which no deferred tax asset is recognised due to uncertainty of its recoverability.
ANNUAL REPORT 2016 75

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

22. Revenue

Group Company
2016 2015 2016 2015
RM RM RM RM

Construction contracts 150,026,755 166,116,264 - -


Property development 27,789,786 49,104,526 - -
Trading 30,203,039 24,064,393 - -
Dividend income received/receivable from
subsidiary company - - 2,000,000 500,000

208,019,580 239,285,183 2,000,000 500,000

23. Finance Costs

Group
2016 2015
Note RM RM

Finance costs on:


Bank overdrafts 1,518,511 910,236
Bankers’ acceptance and bank guarantees 876,624 801,914
Fixed and project loans, Murabahah Commercial Papers, term loans 4,678,830 4,755,952
Letter of credits - 9
Hire purchase 14,575 94,966
Financial liabilities
- trade payables 2,815,577 2,811,885
Others - 1,262,449

9,904,117 10,637,411

Less: Finance costs capitalized in qualifying assets


Property development costs 4 (4,103,139) (3,990,584)
Amount owing by/(to) customers on contracts 11 (1,893,313) (1,750,500)

(5,996,452) (5,741,084)

3,907,665 4,896,327

Borrowing costs capitalised in the qualifying assets during the financial year arose on the general borrowing pool and
have been calculated by applying capitalisation rates range from 4.26% to 8.10% (2015: 4.11% to 9.15%) per annum.
76 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

24. Profit before Taxation

Profit before taxation is derived after charging/(crediting):

Group Company
2016 2015 2016 2015
RM RM RM RM

Auditors’ remuneration:
- current year 99,632 98,364 17,000 19,000
- over provision in prior year (980) - (980) -
Depreciation of property, plant and equipment:
- charged to statement of comprehensive income 1,187,105 1,261,463 - -
- capitalised to amount owing by/(to) customer
on contracts 224,951 2,361,744 - -
Company’s Directors:
- fees 120,000 120,000 120,000 120,000
- salaries and other emoluments 839,724 858,285 - -
- EPF 100,603 102,852 - -
Rental of equipment 31,680 31,680 - -
Rental of premises 83,229 118,240 - -
Property, plant and equipment written-off 749,371 143,392 1 -
Bad debt written off 1,150,540 681,128 - -
Gain on disposal of property, plant and equipment (1,004,891) (276,643) - -
Loss on strike off of a subsidiary company 129,290 -
Fair value loss/(gain) on:
- loan and receivables 1,126,111 418,688 - -
- financial liabilities (1,142,707) (731,352) - -
Dividend income - - (2,000,000) (500,000)
Income from hire of plant and machinery - (375,950) - -
Interest income (2,818,591) (3,459,572) - (80,725)

25. Taxation

Group Company
2016 2015 2016 2015
RM RM RM RM

Tax expenses for the financial year:


- Current tax provision
Malaysia income tax 1,909,046 1,109,619 - 18,487
Foreign tax 888,015 105,839 - -

2,797,061 1,215,458 - 18,487


- (Over)/Under provision in prior years (35,453) 103,465 (828) -

2,761,608 1,318,923 (828) 18,487

Deferred tax
- Relating to origination and reversal of
temporary differences (181,912) 313,084 - -
- Effect of changes in tax rate - (39,003) - -
- Over provision in prior years 340,977 (23,518) - -

159,065 250,563 - -

Taxation for the financial year 2,920,673 1,569,486 (828) 18,487


ANNUAL REPORT 2016 77

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

25. Taxation (cont’d)

Malaysia income tax is calculated at the Malaysian statutory tax rate of 24% (2015: 25%) of the estimated assessable
profit for the financial year. Taxation for other jurisdictions is calculated at the rates prevailing in the respective
jurisdictions.

A reconciliation of income tax expense applicable to profit before taxation at the statutory income tax rate to income
tax expense at the effective income tax rate of the Group and the Company is as follows:

Group Company
2016 2015 2016 2015
RM RM RM RM

Profit before taxation 7,960,583 3,937,244 1,689,527 273,347

Taxation at Malaysian statutory tax rate of 24%


(2015: 25%) 1,910,540 984,311 405,487 68,337
Different tax rates in other countries (295,123) (175,679) - -
Expenses not deductible for tax purposes 998,835 985,427 74,513 17,775
Income not subject to tax - (265,998) (480,000) (67,625)
Deferred tax assets not recognised 897 490 - -
Under/(Over) provision of current taxation
in prior years (35,453) 103,456 (828) -
Effect of changes in tax rate - (39,003) - -
Under/(Over) provision of deferred tax in prior years 340,977 (23,518) - -

Tax expense for the financial year 2,920,673 1,569,486 (828) 18,487

26. Earnings Per Share

(a) Basic earnings per share

The earnings per share has been calculated based on the consolidated profit for the financial year attributable to
equity holders and the weighted average number of ordinary shares in issue during the financial year:

Group
2016 2015
RM RM

Profit for the financial year attributable to the equity holders of the Company 4,332,642 1,874,331

Weighted average number of shares in issue 316,956,860 316,956,860


Basic earnings per share (sen) 1.37 0.59


78 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

26. Earnings Per Share (cont’d)

(b) Fully diluted earnings per share

Fully diluted earnings per share has been calculated based on the adjusted consolidated profit for the financial
year attributable to equity holders and the adjusted weighted average number of ordinary shares issued and
issuable:

Group
2016 2015

Weighted number of ordinary shares in issue 316,956,860 316,956,860
Adjusted for:
Assumed exercise of Warrants at no consideration 126,782,744 126,782,744

443,739,604 443,739,604

Fully diluted earnings per share (sen) 0.98 0.42

27. Staff Costs

Group
2016 2015
Note RM RM

Staff costs (excluding Directors) comprise:


- charged to profit or loss 2,704,315 2,914,872
- capitalised in land and property development cost 4 91,003 40,005
- capitalised in amount owing by/(to) customers on contracts 10 329,203 1,417,663

Total staff costs for the financial year 3,124,521 4,372,540

Included in the total staff costs above are contributions made to the Employees Provident Fund under a defined
contribution plan for the Group amounting to RM 270,311 (2015: RM399,074).

28. Financial Instruments

(a) Financial risk management objectives and policies

The Group’s and the Company’s financial risk management policy is to ensure that adequate financial resources
are available for the development of the Group’s and the Company’s operations whilst managing its financial
risks, including interest rate risk, market risk, credit risk, liquidity and cash flow risk. The Group and the Company
operate within clearly defined guidelines that are approved by the Board and the Group’s policy is not to engage
in speculative transactions.

(b) Foreign currency exchange risk

The Company is exposed to foreign currency risk on inter-company loans and advances and borrowings that are
denominated in a currency other than Ringgit Malaysia. The currency giving rise to this risk is primarily Thailand
Baht and United States Dollar. The Group maintains a natural hedge that minimises the foreign exchange exposure
by matching foreign currency income with foreign currency costs.
ANNUAL REPORT 2016 79

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

28. Financial Instruments (cont’d)

(b) Foreign currency exchange risk (cont’d)

The net unhedged financial assets and financial liabilities of the Company that are not denominated in their
functional currencies are as follows:

Financial Assets/(Liabilities) Held


in Non-Functional Currency
Ringgit United States
Malaysia Dollar Total
Functional Currency RM RM RM

Group
2016
Bank borrowing
Thailand Baht - - -

2015
Bank borrowing
Thailand Baht - (2,319,603) (2,319,603)

Company
2016
Amount owing by subsidiary company
Thailand Baht 43,207,693 - 43,207,693

2015
Amount owing by subsidiary company
Thailand Baht 44,180,836 - 44,180,836

Currency risk sensitivity analysis

The following table shows the sensitivity of the Group’s profit net of tax to a reasonably possible change in
United States Dollar (“USD”) exchange rate against the functional currency of a subsidiary company, with all other
variables remain constant.

Group
2016 2015
RM RM

USD/THB -strengthened 3% - (69,582)


-weakened 3 % - 69,582
80 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

28. Financial Instruments (cont’d)

(c) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in market interest rates. The Group’s and the Company’s exposure to the risk of changes in market
interest rates relates primarily to the Group’s and the Company’s long-term debt obligations with floating interest
rates.

The Group and the Company finance its operation through operating cash flows and borrowings. Interest rate
exposure arises from the Group’s and the Company’s borrowings and deposits. The Group and the Company
seek to achieve the desired interest rate profile by maintaining a prudent mix of fixed and floating rate borrowings.

Exposure to interest rate risk

The interest rate profile of the Group’s and the Company’s significant interest-bearing financial instruments, based
on carrying amounts as at the end of the financial year are as follows:

Group Company
2016 2015 2016 2015
RM RM RM RM

Fixed rate instruments



Amount owing by subsidiary companies - - 43,207,693 44,180,836
Fixed deposits with licensed banks 6,266,864 9,673,122 - -
Hire purchase payables (38,130) (761,087) - -

6,228,734 8,912,035 43,207,693 44,180,836

Floating rate instruments


Bank borrowings 95,516,895 97,538,263 - -

Interest rate risk sensitivity analysis

A change of 50 basis points (“bp”) in interest rates at the end of the reporting period would have increase/
(decrease) profit net of tax by the amounts shown below, assuming all other variables remain constant.

Group
2016 2015
RM RM

Profit net of tax


50 bp increase 61,714 41,700
50 bp decrease (61,714) (41,700)

(d) Credit risk

Exposure to credit risk

The Group and the Company’s exposure to credit risk arises mainly from receivables. Receivables are monitored
on an ongoing basis via Group’s management reporting procedures and action will be taken for long outstanding
debts.

Credit risk concentration profile

At reporting date, there were no significant concentrations of credit risk. The maximum exposure to credit risk
associated with recognised financial assets is the carrying amount shown in the statement of financial position.
ANNUAL REPORT 2016 81

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

28. Financial Instruments (cont’d)

(d) Credit risk (cont’d)

Credit risk concentration profile (cont’d)

The Group determines concentrations of credit risk by monitoring the country and industry sector profiles of its
trade receivables on an ongoing basis as follows:

Group
2016 2015
RM RM

By country:
Malaysia 78,480,113 103,117,904

By industry sectors:
Construction 66,720,780 61,619,896
Property development 1,014,943 9,911,246
Trading and others 10,744,390 31,586,762

78,480,113 103,117,904

(e) Liquidity and cash flow risk

The Group and the Company actively manage its debt maturity profile, operating cash flows and maintain a
flexible and cost effective borrowing structure to ensure that all refinancing, repayment and funding needs are
met. The Group and the Company also maintain a certain level of cash and cash convertible investments to meet
its working capital requirements.

Maturity analysis

The table below summarises the maturity profile of the Group’s and the Company’s financial liabilities as at the
end of the reporting period based on contractual undiscounted repayment obligations.

On demand
or within One to five Over five
one year years years Total
RM RM RM RM

Group
2016
Trade payables 64,785,612 13,445,512 - 78,231,124
Other payables 10,219,309 - - 10,219,309
Hire purchase payables 38,130 - - 38,130
Bank borrowings 59,191,464 34,640,506 1,684,925 95,516,895

134,234,515 48,086,018 1,684,925 184,005,458


2015
Trade payables 74,841,470 12,763,601 - 87,605,071
Other payables 31,425,717 - - 31,425,717
Hire purchase payables 722,957 38,130 - 761,087
Bank borrowings 45,233,415 50,538,357 1,766,491 97,538,263

152,223,559 63,340,088 1,766,491 217,330,138


82 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

28. Financial Instruments (cont’d)

(e) Liquidity and cash flow risk (cont’d)

Maturity analysis (cont’d)

On
demand or
within one One to five
year years Total
RM RM RM

Company
2016
Other payables 23,059 - 23,059
Amount owing to subsidiary companies 4,075,000 - 4,075,000

4,098,059 4,098,059

2015
Other payables 7,314 - 7,314
Amount owing to subsidiary companies 8,601,176 - 8,601,176

8,608,490 - 8,608,490

(f) Fair values of financial instruments

Fair value of financial assets and liabilities are as follows:

Group
2016 2015
RM RM

Financial assets
Trade receivables (non-current) 8,953,765 7,503,093

Financial liabilities
Trade payables (non-current) 13,445,512 12,763,601
Hire purchase payables (non-current) - 38,130
Bank borrowings (non-current) 36,325,431 52,304,848

(i) The carrying amounts of cash and cash equivalents, current portion of trade and other receivables,
inter-company loans and advances, current portion of trade and other payables, short term borrowings
approximated their fair values at the reporting date due to the relatively short term nature of these financial
instruments.

(ii) The fair value of long term bank borrowings and long term hire purchase payables carried on the statement
of financial position are estimated using valuation technique under the hierarchy level 2 mentioned below
whereby the expected future cash flows are discounted at the market interest rate for similar types of
borrowings.

(iii) The fair value of long term trade receivables and long term trade payables are estimated using valuation
technique under the hierarchy level 2 mentioned below whereby the expected future cash flows are
discounted at market incremental lending rate for similar types of lending at the reporting date.

(iv) The aggregate fair value of the other financial assets and liabilities carried on the statement of financial
position approximates its carrying value and the Group and the Company does not anticipate the carrying
amounts recorded at the reporting date to be significantly different from the values that would eventually be
settled.
ANNUAL REPORT 2016 83

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

28. Financial Instruments (cont’d)

(f) Fair values of financial instruments (cont’d)

Fair value hierarchy

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments
by valuation technique:

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities
Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are
observable, either directly or indirectly
Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based
on observable market data

Financial liabilities subject to offsetting, enforceable netting arrangement:

Gross
amount of Net amount
recognised of financial
financial liabilities
Gross assets presented
amount of set off in in the
recognised the statements statements
financial of financial of financial
liabilities position position
RM RM RM

2016
Financial liabilities at amortised cost 41,960,038 38,285,434 3,674,604

2015
Financial liabilities at amortised cost 39,923,918 35,989,067 3,934,851

A subsidiary company’s financial liability and financial asset with a landowner as disclosed in Note 4(a) to the
financial statements and based on supplementary letter dated 23 June 2012, there is a legally enforceable right
to offset the recognised amounts and there is an intention to settle on a net basis, or realise the asset and settle
the liability simultaneously. Consequently, the said financial asset is set off against the financial liability resulting
in the presentation of a net financial liability of RM3,674,604 (2015: RM3,934,851) in the statements of financial
position.
84 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

29. Contingent Liabilities

Group Company
2016 2015 2016 2015
RM RM RM RM

Secured guarantees given:


- as performance and advance guarantees 26,051,807 28,681,207 - -
- to trade suppliers 2,358,000 2,245,200 - -

28,409,807 30,926,407 - -

Unsecured corporate guarantees given:


- as performance guarantees 7,611,155 7,611,155 7,611,155 7,611,155
- to trade suppliers - - 1,512,642 5,352,514
- to licensed banks - - 122,544,065 123,147,697

7,611,155 7,611,155 131,667,862 136,111,366

36,020,962 38,537,562 131,667,862 136,111,366

30. Non-Cancellable Operating Lease Commitments

Group
2016 2015
RM RM

Future minimum rentals payables:


Within one year 1,264,079 629,096
Between one and two years 159,390 438,557

1,423,469 1,067,653

Operating lease payments represents rentals payable by the Group for use of the scaffolding and machinery. Leases are
fixed for a term of two to three years.

31. Segment Information - Group

Segment information is primarily presented in respect of the Group’s business segment which is based on the Group’s
management and internal reporting structure. Management monitors the operating results of its business segment
separately for the purposes of making decision about resource allocation and performance assessment.

(a) Business segments

The main business segments of the Group comprise the following:

Construction Construction works.



Property Development Development of residential and commercial properties.

Trading and others Trading in building materials, provision of project management and secretarial
services and investment holding.
ANNUAL REPORT 2016 85

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

31. Segment Information – Group (cont’d)

(a) Business segments (cont’d)

Property Trading
Construction Development and others Elimination Total
2016 RM RM RM RM RM

Revenue
External sales 150,026,755 27,789,786 30,203,039 - 208,019,580
Inter-segment sales 9,945,165 5,302,391 7,492,773 (22,740,329) -

159,971,920 33,092,177 37,695,812 (22,740,329) 208,019,580

Results
Segment results 4,659,799 4,219,302 170,556 - 9,049,657
Interest expense (1,646,088) (2,036,120) (225,457) - (3,907,665)
Interest income 1,319,789 1,498,802 - - 2,818,591

Profit before taxation 7,960,583


Taxation (2,920,673)

Profit for the financial year 5,039,910


Assets
Segment assets 169,886,223 182,112,286 18,391,015 - 370,389,524
Unallocated assets 6,323,265

Consolidated total assets 376,712,789


Liabilities
Segment liabilities 60,322,551 13,079,931 18,563,465 - 91,965,947
Unallocated liabilities 97,409,794

Consolidated total liabilities 189,375,741

Other information
Capital expenditure 98,105 4,326 - - 102,431
Depreciation of property,
plant and equipment 1,275,806 4,973 348,862 (217,585) 1,412,056
Non-cash expenses
other than depreciation
and amortisation 4,911,963 - - - 4,911,963
86 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

31. Segment Information – Group (cont’d)

(a) Business segments (cont’d)

Property Trading
Construction Development and others Elimination Total
2015 RM RM RM RM RM

Revenue
External sales 166,116,264 49,104,526 24,064,393 - 239,285,183
Inter-segment sales 25,424,266 5,177,950 5,008,760 (35,610,976) -

191,540,530 54,282,476 29,073,153 (35,610,976) 239,285,183


Results
Segment results 3,966,201 1,732,620 (324,822) - 5,373,999
Interest expense (4,896,327)
Interest income 3,459,572

Profit before taxation 3,937,244


Taxation (1,569,486)

Profit for the financial year 2,367,758


Assets
Segment assets 182,969,422 166,148,680 59,139,750 - 408,257,852
Unallocated assets 10,086,374

Consolidated total assets 418,344,226


Liabilities
Segment liabilities 95,629,131 19,071,740 23,631,988 - 138,332,859
Unallocated liabilities 98,886,233

Consolidated total liabilities 237,219,092


Other information
Capital expenditure 2,113,959 - - - 2,113,959
Depreciation of property,
plant and equipment 3,482,613 4,317 136,277 - 3,623,207
Non-cash expenses
other than depreciation
and amortisation 3,155,312 - - - 3,155,312

All the inter-segment transactions were carried out on normal commercial basis and in the ordinary course of
business.
ANNUAL REPORT 2016 87

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

31. Segment Information – Group (cont’d)

(a) Business segments (cont’d)

(i) Unallocated assets consist of the following:

Group
2016 2015
RM RM

Fixed deposits with licensed banks 6,266,864 9,673,122


Tax recoverable 56,401 413,252

6,323,265 10,086,374

(ii) Unallocated liabilities consist of the following:

Group
2016 2015
RM RM

Bank borrowings 95,516,895 97,538,263


Tax payable 793,948 408,084
Deferred tax liabilities 1,098,951 939,886

97,409,794 98,886,233

(iii) Other significant non-cash expenses consist of the following:

Group
2016 2015
RM RM

Fair value loss on:


- loan and receivables 1,126,111 418,688
Interest expense on financial liabilities - 2,811,885
Property, plant and equipment written off 749,371 143,392
Bad debts written off on loan and receivables 1,150,540 681,128
Loss on strike off of a subsidiary company 129,290 -
88 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

31. Segment Information – Group (cont’d)

(b) Geographical information

(i) Revenue by geographical location of customers

Group
2016 2015
RM RM

Malaysia 193,822,733 228,812,684


Thailand 14,196,847 10,472,499

208,019,580 239,285,183

(ii) Non-current assets by geographical location of assets are as follows:

Group
2016 2015
RM RM

Malaysia 110,007,994 117,495,974


Thailand 62,544 233,360

110,070,538 117,729,334

(c) Information about major customers

Revenue from 3 (2015: 2) major customers amounting to RM 130,102,769 (2015: RM92,653,044), arising from the
construction segment.

32. Related Party Disclosures

(a) In addition to the transactions detailed elsewhere in the financial statements, the Group and the Company had the
following transactions with related parties during the financial year:

2016 2015
RM RM

Group
* Professional fees payable to Perunding CMF Sdn. Bhd. 79,500 -

Company
* Dividend received from a subsidiary company 2,000,000 500,000

* The Directors are of the opinion that all the transactions above have been entered into in the normal course
of business and have been established on terms and conditions that are not materially different from those
obtainable in transactions with unrelated parties.
ANNUAL REPORT 2016 89

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

32. Related Party Disclosures (cont’d)

(b) Information regarding compensation of key management personnel is as follows:

Group
2016 2015
RM RM

Short-term employee benefits 1,060,327 1,081,137

33. Capital Management

The objective of the Group on capital management is to ensure that it maintains a strong credit rating and safeguard
the Group’s ability to continue as a going concern, so as to support its business, maintain the market confidence and
maximise shareholder value.

The Group monitors the capital using gearing ratio, which is net debt divided by total capital plus net debt. The Group’s
policy is to keep the gearing ratio between 50% and 100%.

Group Company
2016 2015 2016 2015
RM RM RM RM

Trade and other payables 90,825,713 121,700,808 62,359 48,614


Amount owing to a subsidiary company - - 4,075,000 8,601,176
Hire purchase payables 38,130 761,087 - -
Bank borrowings 95,516,895 97,538,263 - -
Less: cash and cash equivalents (8,240,173) (15,678,098) (37,482) (252,287)

Net debt 178,140,565 204,322,060 4,099,877 8,397,503

Equity attributable to equity holders


of the Company 185,608,050 179,314,288 112,781,497 111,091,142

Total equity plus net debt 363,748,615 383,636,348 116,881,374 119,488,645


Gearing ratio 48.97% 53.3% 3.51% 7.0%

There were no changes to the Group’s approach to capital management during the financial year.

34. Date of Authorisation for Issue

The financial statements of the Group and of the Company for the financial year ended 31 December 2016 were
authorised for issue in accordance with a resolution of the Board of Directors on 28 March 2017.
90 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTES TO THE FINANCIAL STATEMENTS (Cont’d)

Realised and Unrealised Profits/Losses (Supplementary Information)

The breakdown of the retained profits of the Group and of the Company as of 31 December into realised and unrealised
amounts is as follows:

Group
2016 2015
RM RM

Total retained profits


Realised 95,248,970 88,031,210
Unrealised (1,098,951) (939,886)

94,150,019 87,091,324
Less: Consolidation adjustments (40,046,708) (37,320,655)

Total retained profits as per consolidated statement of financial position 54,103,311 49,770,669

Company
2016 2015
RM RM

Total accumulated profit


Realised 2,564,590 874,235
Unrealised - -

Total retained profit as per statement of financial position 2,564,590 874,235

The above disclosure of realised and unrealised profits or losses is made solely for complying with the disclosure requirements
stipulated in the directive of Bursa Malaysia Securities Berhad and is not made for any other purposes.
ANNUAL REPORT 2016 91

STATEMENT OF DIRECTORS’ RESPONSIBILITY IN RESPECT OF


THE AUDITED FINANCIAL STATEMENTS

The Directors are required by the Companies Act 2016 to prepare financial statements for each year which 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 their results and cash
flows for the financial year.

In preparing the financial statements, the Directors have:-

• adopted suitable accounting policies and applied them consistently;


• made judgments and estimates that are prudent and reasonable; and
• ensured applicable approved accounting standards in Malaysia and the provisions of the Companies Act 2016 have
been followed.

The Directors are responsible for ensuring that the Company keeps proper accounting records which disclose with
reasonable accuracy at any time the financial position of the Group and of the Company and which enable them to ensure
that the financial statements comply with the applicable approved accounting standards in Malaysia and the provisions of
the Companies Act 2016.

The Directors have overall responsibility for taking such steps that are reasonably open to them to safeguard the assets of
the Group and the Company to prevent and detect fraud and other irregularities.
92 PRINSIPTEK CORPORATION BERHAD (595000-H)

OTHER COMPLIANCE INFORMATION

1. Material Contracts

Neither the Company nor its subsidiaries entered into any material contracts involving its directors and major
shareholders’ interest during the Financial Year 2016.
ANNUAL REPORT 2016 93

LIST OF PROPERTIES
as at 31 December 2016

Net Book Age of


Description/ Area Tenure & Value Building Year of
Location Existing Use (Sq. Feet) Expiry Date (RM’000) (Years) Acquisition

PT Nos. 3742 and 3743 3-storey 4,047 Freehold 870.95 35 1994


H.S. (D) 9104 and 9105 shop offices
Mukim Damansara
Daerah Petaling
Selangor Darul Ehsan

Lot No. 9348 Land under 406,197 Freehold 1,545 - 2006


Geran No. 255858 development
Mukim Batu
Daerah Gombak
Selangor Darul Ehsan

Parcel Nos. C-G-62, Ground floor of 1,350 Title has not 346.46 11 2007
Master Title No. H.S. (D) a 4-storey shop been issued
103045, PT 35940 apartment by the State
Mukim Petaling, District of Authority
Petaling, State of Selangor

Chanod Title No. Land under 262,748 Freehold 11,987 - 2007


62485-62532, 62555- development
62565, 62577-62587,
62681, 62713-
62723,62727,62729-
62876
Land No. 3307-3354,
3377-3387, 3399-
3409, 3502, 3535-3545,
3549,3551-3698 Chingrak
Noi Sub-district, Bangpa
In District, Phranakorn
Sri Ayuthaya Province,
Thailand
94 PRINSIPTEK CORPORATION BERHAD (595000-H)

ANALYSIS OF SHAREHOLDINGS
as at 31 March 2017

Issued share capital : RM31,695,686.00


Class of share : Ordinary shares
Voting rights : 1 vote per share on a poll

DISTRIBUTION OF SHAREHOLDINGS

No. of Total
Category of Shareholders Shareholders % Shareholdings %

Less than 100 1,335 34.95 65,740 0.02


100 to 1,000 539 14.11 279,923 0.08
1,001 to 10,000 559 14.63 3,144,009 1.00
10,001 to 100,000 1,083 28.35 46,237,430 14.59
100,001 to less than 5% of issue shares 302 7.91 127,778,197 40.31
5% and above of issued shares 2 0.05 139,451,561 44.00

Total 3,820 100.00 316,956,860 100.00

SUBSTANTIAL SHAREHOLDERS
(as per the Company’s Register of Substantial Shareholders)

No. of Shares Held


Name Direct % Indirect %

Dato’ Foo Chu Jong 36,974,999 11.67 102,476,562(1) 32.33


Foo Chu Pak - - 102,476,562(1) 32.33
Daya Setempat Sdn Bhd 102,476,562 32.33 - -

(1)
Deemed interest through shareholdings in Daya Setempat Sdn Bhd by virtue of Section 8 of the Companies Act 2016.

DIRECTORS’ SHAREHOLDINGS
(as per the Company’s Register of Directors’ Shareholdings)

No. of Shares Held


Name Direct % Indirect %

Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim - - - -


Datin Paduka Low Siew Moi - - - -
To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain - - - -
Dato’ Foo Chu Jong 36,974,999 11.67 102,476,562(1) 32.33
Foo Chu Pak - - 102,476,562(1) 32.33

(1)
Deemed interest through shareholdings in Daya Setempat Sdn Bhd by virtue of Section 8 of the Companies Act 2016.

None of the Directors of the Company holds any share either directly or indirectly in the Company’s subsidiaries except for
the interest held through the Company.
ANNUAL REPORT 2016 95

ANALYSIS OF SHAREHOLDINGS
as at 31 March 2017 (Cont’d)

THIRTY (30) LARGEST SHAREHOLDERS

No. of
Name Shares Held %

1 RHB Nominees (Tempatan) Sdn Bhd


OSK Capital Sdn Bhd for Daya Setempat Sdn Bhd 102,476,562 32.33
2 RHB Nominees (Tempatan) Sdn Bhd
OSK Capital Sdn Bhd for Foo Chu Jong 36,974,999 11.67
3 Permai Villa Sdn Bhd 6,798,750 2.15
4 RHB Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Ooi Gim Eng 5,925,800 1.87
5 Alliancegroup Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Chia Yu San 5,114,000 1.61
6 Yeo Ky Lin Elizabeth 2,985,000 0.94
7 Pan Lee Chin 2,740,250 0.86
8 Citigroup Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Wong Puay Chen 2,450,000 0.77
9 Kenanga Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Tan Bee Yook 2,326,100 0.73
10 UOB Kay Hian Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Angkasa Aman Sdn Bhd 1,980,700 0.62
11 Kenanga Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Yeap Gek @ Yeap Poh Chim 1,800,000 0.57
12 Caroline Tsau Kah Mun 1,770,000 0.56
13 Khor Keng Saw @ Khaw Ah Soay 1,723,100 0.54
14 Sia Yiok Seh 1,632,700 0.52
15 Maybank Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Yeo Ju Hong 1,630,000 0.51
16 Liw Chong Liong 1,500,000 0.47
17 Ong Yoong Nyock 1,500,000 0.47
18 RHB Capital Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Francis Chia Mong Tet 1,457,900 0.46
19 Lee Swong Koi 1,337,000 0.42
20 RHB Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Lim Jit Chow 1,218,000 0.38
21 Hoon Ly Mei 1,150,000 0.36
22 Geoffrey Lim Fung Keong 1,140,000 0.36
23 Maybank Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Tan Chin Hooi 1,100,000 0.35
24 Tan Bian Kiat 1,049,900 0.33
25 RHB Nominees (Tempatan) Sdn Bhd
Pledged Securities Account For Pang Swee Chien 1,012,700 0.32
26 Ker Chwee Geok 1,000,000 0.32
27 Heng Ah Lik 958,000 0.30
28 TA Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Poon Soi Tai 900,000 0.28
29 Cimsec Nominees (Tempatan) Sdn Bhd
CIMB Bank for Tee Chee Chiang 900,000 0.28
30 RHB Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Mok Sook Lian 900,000 0.28

Total 195,451,461 61.63


96 PRINSIPTEK CORPORATION BERHAD (595000-H)

ANALYSIS OF WARRANTHOLDINGS
as at 31 March 2017

No. of Warrants in issue : 126,782,744


Exercise price of the Warrants : RM0.10
Expiry date of the Warrants : 16 November 2019

DISTRIBUTION OF WARRANTHOLDINGS

No. of Total
Category of Warrantholders Warrantholders % Warrantholdings %

Less than 100 80 8.83 3,929 0.00


100 to 1,000 73 8.06 39,348 0.03
1,001 to 10,000 210 23.17 1,251,860 0.99
10,001 to 100,000 395 43.60 16,927,531 13.35
100,001 to less than 5% of issued warrants 146 16.12 52,779,453 41.63
5% and above of issued warrants 2 0.22 55,780,623 44.00

Total 906 100.00 126,782,744 100.00

SUBSTANTIAL WARRANTHOLDERS

No. of Warrants Held


Name Direct % Indirect %

Dato’ Foo Chu Jong 14,789,999 11.67 40,990,624(1) 32.33


Foo Chu Pak - - 40,990,624(1) 32.33
Daya Setempat Sdn Bhd 40,990,624 32.33 - -

(1)
Deemed interest through warrantholdings in Daya Setempat Sdn Bhd by virtue of Section 8 of the Companies Act 2016.

DIRECTORS’ WARRANTHOLDINGS

No. of Warrants Held


Name Direct % Indirect %

Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim - - - -


Datin Paduka Low Siew Moi - - - -
To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain - - - -
Dato’ Foo Chu Jong 14,789,999 11.67 40,990,624(1) 32.33
Foo Chu Pak - - 40,990,624(1) 32.33

(1)
Deemed interest through warrantholdings in Daya Setempat Sdn Bhd by virtue of Section 8 of the Companies Act 2016.
ANNUAL REPORT 2016 97

ANALYSIS OF WARRANTHOLDINGS
as at 31 March 2017 (Cont’d)

THIRTY (30) LARGEST WARRANTHOLDERS

No. of
Name Warrants Held %

1 RHB Nominees (Tempatan) Sdn Bhd


OSK Capital Sdn Bhd for Daya Setempat Sdn Bhd 40,990,624 32.33
2 RHB Nominees (Tempatan) Sdn Bhd
OSK Capital Sdn Bhd for Foo Chu Jong 14,789,999 11.67
3 Alliancegroup Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Chia Yu San 2,045,600 1.61
4 SJ Sec Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Francis Ho Ik Sing 1,793,600 1.41
5 Lim Cheng Ten 1,679,900 1.33
6 Pan Lee Chin 1,336,000 1.05
7 Chaang Kok Leong 1,200,000 0.95
8 RHB Capital Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Francis Chia Mong Tet 1,033,400 0.82
9 Khoo Sek Pin 1,015,700 0.80
10 Lime Securities Sdn Bhd 1,000,000 0.79
11 Maybank Nominees (Tempatan) Sdn Bhd
Dominic Ong Sheng Yew 1,000,000 0.79
12 Cho Han Woon 1,000,000 0.79
13 Lyncher Wung Wei Fong 960,000 0.76
14 Permai Villa Sdn Bhd 864,400 0.68
15 Tan Kok Keat 840,000 0.66
16 Liew Yoon Khooi 830,000 0.65
17 Geoffrey Lim Fung Keong 800,000 0.63
18 Tan Kok Keat 800,000 0.63
19 Dominic Ong Sheng Yew 800,000 0.63
20 Kek Tian Wan @ Kek Tong Chor 756,733 0.60
21 UOB Kay Hian Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Angkasa Aman Sdn Bhd 747,800 0.59
22 Cheong Ah San 601,000 0.47
23 Chaang Kok Meng 600,000 0.47
24 Cimsec Nominees (Tempatan) Sdn Bhd
CIMB Bank for Tan Jee Yien 600,000 0.47
25 Maybank Securities Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Heng Poh Suan 580,000 0.46
26 Wang Suan Ean 579,000 0.46
27 Mohd Annuar Choon Bin Abdullah 578,900 0.46
28 Caroline Tsau Kah Mun 570,000 0.45
29 Khor Keng Saw @Khaw Ah Soay 557,466 0.44
30 Tan Yaw Kiang 528,000 0.42

Total 81,478,122 64.27


98 PRINSIPTEK CORPORATION BERHAD (595000-H)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the Fifteenth (15th) Annual General Meeting (“AGM”) of Prinsiptek Corporation Berhad
(“Company”) will be held at the Latitude 1.01º, Level 1, Hotel Armada Petaling Jaya, Lorong Utara C, Section 52, 46200
Petaling Jaya, Selangor Darul Ehsan on Thursday, 25 May 2017 at 10.00 a.m. for the following purposes:

As Ordinary Business

1. To receive the Audited Financial Statements for the financial year ended 31 December 2016 together
with the Reports of the Directors and Auditors thereon.

2. To approve the payment of Directors’ fees of RM120,000.00 for the financial year ended 31 December Resolution 1
2016.

3. To approve the payment of Directors’ fees and benefits up to RM360,000.00 from 1 January 2017 until Resolution 2
the next AGM of the Company.

4. To re-elect Mr. Foo Chu Pak who retires pursuant to Article 84 of the Company’s Articles of Resolution 3
Association.

5. To re-appoint Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim as Director. Resolution 4

6. To re-appoint Messrs Morison Anuarul Azizan Chew as Auditors of the Company for the ensuing year Resolution 5
and to authorise the Directors to fix their remuneration.

As Special Business

To consider, and if thought fit, to pass with or without modifications, the following ordinary resolutions:

7. Retention of Independent Directors

(i) “THAT subject to the passing of Ordinary Resolution 4, Tan Sri Dato’ Seri Mohamad Noor Abdul Resolution 6
Rahim who has served the Board for more than 9 years be retained as Independent Non-Executive
Chairman of the Company.”

(ii) “THAT To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain who has served the Board for 9 years Resolution 7
be retained as Independent Non-Executive Director of the Company.”

8. Authority to Issue Shares Resolution 8

“THAT pursuant to Section 75 and 76 of the Companies Act 2016 (“Act”), and subject to the approvals
from the relevant governmental and/or regulatory authorities, the Directors be and are hereby
empowered to issue shares in the Company from time to time and upon such terms and conditions
and for such purposes and to such persons as the Directors may, in their absolute discretion, deem fit
provided that the aggregate number of shares to be issued does not exceed 10% of the issued share
capital of the Company at the time of submission to the authority AND THAT the Directors be and are
also hereby empowered to obtain the approval from the Bursa Malaysia Securities Berhad for the listing
of and quotation for the additional shares so issued AND THAT such authority shall continue in force
until the conclusion of the next AGM of the Company.”

9. To transact any other business which may properly be transacted at an AGM for which due notice shall
have been given.

By Order of the Board


PRINSIPTEK CORPORATION BERHAD

LIM SECK WAH (MAICSA 0799845)


GOH BOON-UI (MIA 24019)
Company Secretaries

Selangor Darul Ehsan


Dated : 27 April 2017
ANNUAL REPORT 2016 99

NOTICE OF ANNUAL GENERAL MEETING (Cont’d)

Notes:-

General Meeting Record of Depositors

For the purpose of determining a member who shall be entitled to attend the 15th AGM, the Company shall request the Record of Depositors
as at 19 May 2017. Only a depositor whose name appears on the Record of Depositors as at 19 May 2017 shall be entitled to attend, speak
and vote at this meeting or appoint proxy/proxies to attend, speak and vote in his stead.

Appointment of Proxy

1. A member may appoint up to two (2) proxies who need not be members of the Company to attend and vote at the same meeting.
Where a member appoints two (2) proxies, the appointment shall be invalid unless he/she specifies the proportions of his/her holdings
to be represented by each proxy.

2. Where a member is an Authorised Nominee as defined under the Securities Industry (Central Depositories) Act, 1991, it may appoint at
least one (1) proxy but not more than two (2) proxies in respect of each Securities Account it holds with ordinary shares of the Company
standing to the credit of the said securities account.

3. Where a member is an Exempt Authorised Nominee which holds ordinary shares in the Company for multiple beneficial owners in one
Securities Account (“omnibus account”), the Exempt Authorised Nominee may appoint any number of proxy (no limit) in respect of
each omnibus account it holds.

4. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly authorized in writing or if
such appointor is a corporation, under either its common seal or the hand of its officer or attorney duly authorized. The instrument
duly completed shall be deposited at the Company’s registered office not less than forty-eight (48) hours before the time appointed for
holding the meeting or adjourned meeting. The completed instrument appointing a proxy once deposited will not preclude the member
from attending and voting in person at the general meeting should the member subsequently wish to do so.

Explanatory Notes

1. Resolution 4

Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim, who is above the age of 70, was re-appointed as Director of the Company pursuant
to S129(6) of the Companies Act 1965 (since repealed) at the Company’s last AGM to hold office until the conclusion of this AGM. The
proposed Ordinary Resolution 4, if passed, will enable Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim to continue as a director of the
Company.

As the Companies Act 2016, which came into force on 31 January 2017, had removed the age limit for directors, Tan Sri Dato’ Seri
Mohamad Noor Abdul Rahim, after this reappointment, shall only be subject to retirement by rotation at future AGM in accordance with
the Articles of Association of the Company.

2. Resolution 6 and 7

The Board of Directors has vide the Nomination Committee conducted an assessment of independence of the following directors who
have served as Independent Non-Executive Directors for a cumulative term of nine years or more and recommended them to continue
to act as Independent Non-Executive Directors based on the following justification: -

i) Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim


ii) To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain

Justifications:-
a) They fulfil the criteria under the definition of Independent directors as stated in the Main Market Listing Requirements of Bursa
Malaysia Securities Berhad and therefore would be able to function as a check and balance and bring element of objectivity to
the Board of Directors;
b) They have devoted sufficient time and attention to their professional obligation informed and balance decision making;
c) They have vast experience in a diverse range of business and therefore would be able to provide constructive opinion;
d) They exercise independent judgement and have the ability to act in the best interest of the Company;
e) They have continued to exercise their independence and due care during their tenure as the independent Non-Executive
Directors of the Company and carried out their professional duties in the best interest of the Company and Shareholders.

3. Resolution 8

The proposed Resolution 8, if passed, will empower the Directors to issue shares up to 10% of the total number of issued shares of
the Company at any one time during the validity of the authority granted for such purposes as they may consider being in the best
interest of the Company. This authority, unless revoked or varied at a general meeting, will expire at the next AGM of the Company.

The general mandate sought to grant authority to Directors to issue shares is a renewal of the mandate that was approved by the
shareholders at the 14th AGM held on 26 May 2016. The renewal of the general mandate is to provide flexibility to the Company to
issue new shares without the need to convene a separate general meeting to obtain shareholders’ approval so as to avoid incurring
additional cost and time. The purpose of this general mandate is for possible fund raising exercises including but not limited to further
placement of shares for purpose of funding current and/or future investment projects, working capital and/or acquisitions.

Up to the date of this Notice, the Company did not issue any shares pursuant to the mandate granted to the Directors at the 14th AGM.
This page has been intentionally left blank.
PROXY FORM
No. of shares held

PRINSIPTEK CORPORATION BERHAD (595000-H) CDS Account No.

I/We NRIC/Company No.


(Full name in block letters)
of
being a member/members of Prinsiptek Corporation Berhad (“Company”), hereby appoint:

Full Name (in Block) NRIC / Passport No. % of shareholdings

Address

*and/or

Full Name (in Block) NRIC / Passport No. % of shareholdings

Address

or failing him/her, the Chairman of the Meeting, as my/our proxy to vote for me/us on my/our behalf at the Fifteenth Annual General
Meeting of the Company (“Meeting”) to be held at the Latitude 1.01º, Level 1, Hotel Armada Petaling Jaya, Lorong Utara C, Section 52,
46200 Petaling Jaya, Selangor Darul Ehsan on Thursday, 25 May 2017 at 10.00 a.m. and any adjournment thereof, in the manners as
indicated below:

No. Resolutions FOR AGAINST


1. To approve the payment of Directors’ fees of RM120,000.00 for the
financial year ended 31 December 2016.

2. To approve the payment of Directors’ fees and benefits up to


RM360,000.00 from 1 January 2017 until the next AGM of the Company.
3. To re-elect Mr. Foo Chu Pak who retires pursuant to Article 84 of the
Company’s Article of Association.

4. To re-appoint Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim as Director.

5. To re-appoint Messrs Morison Anuarul Azizan Chew as the Auditors of the


Company.

6. To retain Tan Sri Dato’ Seri Mohamad Noor Abdul Rahim as Independent
Non-Executive Chairman.

7. To retain To’ Puan Seri Hajjah Nur Rahmah Binti Hj Mohd Zain as
Independent Non – Executive Director.

8. To authorise the Directors to issue shares pursuant to the Companies Act


2016.

[Please indicate with an “X” or “√” in the spaces above as to how you wish your votes to be cast. If no specific direction as to voting is
given, your proxy will vote or abstain from voting at his/her discretion.] All votings will be conducted by way of poll.

_____________________________________
Dated this _______ day of _______________, 2017
Signature / Common Seal of Shareholder
NOTES:
General Meeting Record of Depositors
For the purpose of determining a member who shall be entitled to attend the 15th AGM, the Company shall request the Record of Depositors as at 19 May
2017. Only a depositor whose name appears on the Record of Depositors as at 19 May 2017 shall be entitled to attend, speak and vote at this meeting or
appoint proxy/proxies to attend, speak and vote in his stead.
1. A member may appoint up to two (2) proxies who need not be members of the Company to attend and vote at the same meeting. Where a member
appoints two (2) proxies, the appointment shall be invalid unless he/she specifies the proportions of his/her holdings to be represented by each proxy.
2. Where a member is an Authorised Nominee as defined under the Securities Industry (Central Depositories) Act, 1991, it may appoint at least one (1)
proxy but not more than two (2) proxies in respect of each Securities Account it holds with ordinary shares of the Company standing to the credit of
the said securities account.

3. Where a member is an Exempt Authorised Nominee which holds ordinary shares in the Company for multiple beneficial owners in one Securities
Account (“omnibus account”), the Exempt Authorised Nominee may appoint any number of proxy (no limit) in respect of each omnibus account it holds.

4. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly authorized in writing or if such appointor is a
corporation, under either its common seal or the hand of its officer or attorney duly authorized. The instrument duly completed shall be deposited at
the Company’s registered office not less than forty-eight (48) hours before the time appointed for holding the meeting or adjourned meeting. The
completed instrument appointing a proxy once deposited will not preclude the member from attending and voting in person at the general meeting
should the member subsequently wish to do so.
Fold this flap for sealing

2nd fold here

STAMP

THE COMPANY SECRETARIES


PRINSIPTEK CORPORATION BERHAD
No. 83 & 85, Jalan SS15/4C
47500 Subang Jaya
Selangor Darul Ehsan, Malaysia

1st fold here


S DEVELOPER: NBL LAND DEVELOPMENT SDN. BHD. (367828-U). S ADDRESS: 83 & 85, Jalan SS 15/4C, 47500 Subang Jaya, Selangor Darul Ehsan, Malaysia. S DEVELOPER LICENSE: 9042 -2/05-2017/01786(L) S VALIDITY PERIOD : 05/05/2016 - 04/05/2017 S LAND TENURE: LEASEHOLD
S ADVERTISEMENT PERMIT: 9042 -2/05-2017/01786(P) S VALIDITY PERIOD: 05/05/2016 - 04/05/2017 S ENCUMBRANCES: MAYBANK ISLAMIC BERHAD S BUILDING PLAN APPROVING AUTHORITY: MAJLIS BANDARAYA SHAH ALAM S BUILDING PLAN REFERENCE:
MBSA/BGN/BB/600-1(PS)/SEK 7/0220-2012 S EXPECTED DATE OF COMPLETION: SEPTEMBER 2017 S TOTAL UNITS: (CONDOMINIUM) 211 UNITS, (SUPER LINK) 17 UNITS S TYPE OF PROPERTY: CONDOMINIUM PRICE: (Min) RM 739,000.00 (Max) RM 1,319,000.00 SUPER LINK
PRICE: (Min) RM 3,442,800.00 (Max) RM 3,606,000.00 S 011",# "0"r=AN;CN=;DBS"01/& 1&,+0,#,4+"/0%&-r%")+! ++,1"/+0#"//"!8)"0"!*,/1$$"!1%" ,+0"+1,#1%"11"21%,/&16:

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