a balanced sustainable growth - weida · a balanced sustainable growth annual report annual report...

A Balanced Sustainable

Growth

Annual Report

Annual R

eport 2013

w w w . w e i d a . c o m . m y

weid

a (M

) bh

d (504747-W

)

2 0 1 3

01 Corporate Profile

02 Corporate Information

03 Group Structure

04 Board of Directors

05 Profile of Directors

08 Statement from Group Managing Director

14 Business Activities

28 Awards & Achievements

29 Five Years Group Financial Highlights

30 Statement on Corporate Social Responsibility

32 Corporate Governance Statement

42 Additional Compliance Information

44 Statement of Directors’ Responsibilities

45 Report of the Audit Committee

52 Internal Control Statement

Financial Statements

56 Directors’ Report

61 Statement by Directors

61 Statutory Declaration

62 Independent Auditors’ Report

64 Statements of Financial Position

66 Statements of Profit or Loss and Other Comprehensive Income

68 Statements of Changes in Equity

71 Statements of Cash Flows

74 Notes to the Financial Statements

182 List of Properties

184 Analysis of Shareholdings

187 Notice of Fourteenth Annual General Meeting

190 Notice of Dividend Entitlement and Payment

Form of Proxy

Table ofConTenTs

Cover rationaleThe cover and the slogan reflect our beliefs that growth needs to be well strategised

and planned. That is why our business is based on pursuing growth through a well

charted and balanced growth trajectory. Our people, driven by our corporate vision

and core values, embody our commitment towards excellence in achieving the triple

bottom line of profit, people and environment.

Weida (M) Bhd (“WEIDA”) is an established and diversified group of companies. It is listed on the Main Market of Bursa Malaysia Berhad, the Malaysian Stock Exchange since 2001.

Founded in 1983, WEIDA today has 1,200 professionals and support personnel working from 11 offices and plants in Malaysia, Republic of The Philippines and the Middle-East.

WEIDA thrives and excels through its 4 core competencies:-

1. Manufacturing of polyethylene-based building materials2. Environmental engineering services3. Construction of telecommunication infrastructure, environmental and building works4. Property development

Corporate Profile

in its pursuance of A Balanced and Sustainable Growth

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Corporate information

diReCTORS

YBhg. dato’ Lee Choon Chin Group Managing Director

Jee hon Chong Executive Director

Chew Chin ChoongExecutive Director

YBhg. datuk dr Stalin hardin Senior Independent Director

Yeoh Chin hoeIndependent Director

COMPaNY SeCReTaRieS

Voon Jan Moi (MAICSA 7021367)Wang Tin Ngee (MIA 11670)

aUdiTORS

KPMGLevel 6, Westmoore HouseTwin Tower CentreRock Road93200 Kuching, SarawakTel : +6082 422 699 Fax : +6082 422 399

ShaRe ReGiSTRaR

Symphony Share Registrars Sdn BhdLevel 6, Symphony HouseBlock D13, Pusat Dagangan Dana 1Jalan PJU 1A/4647301 Petaling JayaSelangor Darul EhsanTel : +603 7841 8000, 7849 0777 Fax : +603 7841 8152, 7841 8151E-mail : [email protected]

ReGiSTeRed OFFiCe

Wisma Hock Peng, Ground Floor to 2nd Floor123, Green Heights, Jalan Lapangan Terbang93250 Kuching, SarawakTel : +6082 456 456Fax : +6082 459 000E-mail : [email protected]

COUNTRY OF iNCORPORaTiON aNd dOMiCiLe

Malaysia

STOCK eXChaNGe LiSTiNG

Main Market of Bursa Malaysia Securities BerhadStock Name : WEIDAStock Code : 7111

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manufacturing & marketing

environmental

engineering ServiceS

conStruction WorkS

ProPerty DeveloPment

100% weida Properties Sdn Bhd (960779-K)

90% Loyal Paragon Sdn Bhd (965363-T)

100% Good axis Sdn Bhd (978775-T)

sectors companies

100% weida integrated industries Sdn Bhd (168925-U)

100% Greenyard Corporation Sdn Bhd (408161-H)

100% weida Resources Sdn Bhd (242580-H)

100% weida Marketing Sdn Bhd (424868-V)

100% weida water Sdn Bhd (543463-H)

100% weida Manufacturing and Marketing Sdn Bhd (formerly known as Weidaline Sdn Bhd) (543459-M)

100% weida Green industries Sdn Bhd (543794-V)

100% weida eco Rubber Sdn Bhd (543457-A)

70% weidaya Sdn Bhd (396558-M)

99.99% weida (B) Sdn Bhd (RC/00006958)

100% weida international Sdn Bhd (815496-W)

99.99% weida Philippines inc (CS200808272)

56% weida environmental Technology Sdn Bhd (401849-D)

58% Sar-alam indah Sdn Bhd (590492-H)

67.9% UTiC Services Sdn Bhd (459079-W)

100% UTiC industries Sdn Bhd (688012-V)

Group Structure

56% weida environmental Technology Sdn Bhd (401849-D)

80% LiPP Biogas (Malaysia) Sdn Bhd (887436-P)

64% weidasar engineering Sdn Bhd (618340-M)

51% weida water (adRa) Sdn Bhd (787138-D)*

79% Renexus-weida Sdn Bhd (585674-D)

100% hydro Solutions Sdn Bhd (905573-U)

100% weida Bioenergy Sdn Bhd (formerly known as

Nicoplex Sdn Bhd) (1002815-X)

100% weida works Sdn Bhd (394352-V)

weida (M) Bhd (504747-W)

* In the process of de-registration by the Companies Commission of Malaysia

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Board of DirectorS

YBhG. daTO’ Lee ChOON ChiNGroup Managing Director

YeOh ChiN hOe Independent Director

Jee hON ChONG Executive Director

YBhG. daTUK dR STaLiN haRdiN Senior Independent Director

Chew ChiN ChOONG Executive Director


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profile of DirectorS

YBhG. daTO’ Lee ChOON ChiNGroup Managing Director

YBhg. Dato’ Lee Choon Chin (Malaysian, aged 59), the Group Managing Director, was appointed to the Board on 25 October 2000.

YBhg. Dato’ graduated with a Bachelor of Science (Hons) from University of Malaya in 1978. He first started his career as the Sarawak Manager of 3M (Malaysia) Sdn. Bhd., an American multinational company. Upon leaving 3M in 1983, he incorporated WEIDA which was to become the WEIDA Group today. As a founding shareholder, YBhg. Dato’ actively continues to lead the Group in the capacity of Group Managing Director.

Jee hON ChONGExecutive Director

Jee Hon Chong (Malaysian, aged 54) was appointed to the Board as an Executive Director on 25 October 2000. He graduated from Tunku Abdul Rahman College and subsequently obtained his degree in Mechanical Engineering from the Engineering Council, United Kingdom.

Mr. Jee is one of the pioneers of the Group, being the first factory engineer when WEIDA commenced manufacturing operations in Kuching in 1988. Subsequently, he successfully commissioned another two factories in Kota Kinabalu and Nilai, which marked the entry of WEIDA into Sabah and Peninsular Malaysia, and later in 2009 another factory in Manila, Republic of The Philippines being WEIDA’s first manufacturing plant abroad.

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Chew ChiN ChOONGExecutive Director

Chew Chin Choong (Malaysian, aged 44) was appointed to the Board as an Executive Director on 27 November 2001. He is an economics graduate holding a Bachelor of Science (Economics) Honours degree from the London School of Economics and Political Science and a Chartered Accountant with the Institute of Chartered Accountants in England and Wales.

Mr. Chew has a total of more than 18 years experience in audit, consulting, finance and accounting functions in public listed companies and international accounting firms. These include RHB, Arthur Anderson and PricewaterhouseCoopers.

YBhG. daTUK dR STaLiN haRdiNSenior Independent Director

YBhg. Datuk Dr Stalin Hardin (Malaysian, aged 71) was appointed to the Board as an Independent Director of the Company on 16 December 2000. He is the Chairman of the Nominating Committee as well as members of the Audit Committee and the Remuneration Committee. He is also the Senior Independent Director to whom concerns regarding the Company may be conveyed.

YBhg. Datuk obtained his Doctor of Medicine degree from the University Of Toronto, Canada in 1966 and a Master of Public Health post-graduate degree from Tulane University, United States of America in 1970. He served with the Health Department, Sarawak in various capacities for 29 years and retired as its director in 1996.


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YeOh ChiN hOeIndependent Director

Yeoh Chin Hoe (Malaysian, aged 62) was appointed to the Board as an Independent Director of the Company on 1 January 2008. He is the Chairman of the Audit Committee and members of Nominating Committee and Remuneration Committee.

Mr. Yeoh is a Fellow of both Associations of Chartered Certified Accountants (UK), Institute of Chartered Secretaries and Administrators (UK), a member of the Malaysian Institute of Certified Public Accountants and the Malaysian Institute of Accountants. He also obtained a Master degree in Business Administration (General Management) from Universiti Putra Malaysia in 1997.

Mr. Yeoh joined Harrisons Trading (Peninsular) Sdn Bhd (“HTP”) in 1980, and was appointed as Finance Director in 1990 and subsequently Managing Director in 1997 until he retired in 2006. He then set up a business management consulting firm called BPI Corptall Consulting Sdn Bhd in 2006, as a consultant specialising in business process improvements and general business management services.

Mr. Yeoh is also an Independent Director and the Chairman of the Audit Committee of Voir Holdings Berhad.

Notes:

(a) The Directors have no family relationship with each other or the major shareholders of the Company, except for YBhg. Dato’ Lee Choon Chin, whose spouse is one of the major shareholders of the Company.

(b) None of the Directors have convicted any offences for the last 10 years.

(c) None of the Directors have any conflict of interests with the Company.

(d) None of the Directors have any other directorship in public listed companies except for Mr. Yeoh Chin Hoe.

(e) The number of board meetings attended by the Directors during the financial year ended 31 March 2013 is set out on page 37 of this Annual Report.

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Statement from grouP managing Director

Salam 1Malaysia,

on behalf of the Board of Directors of Weida (m) Bhd. (“WeiDa” or “the company”), i take great pleasure in presenting to you the annual report and Financial statements of the Group and of the company for the financial year ended 31 march 2013.

FiNaNCiaL hiGhLiGhTS

The financial year ended (“FYE“) 31 March 2013 was the 12th year of WEIDA as a public listed company. We were listed in February 2001.

Into the second decade of our journey as a public listed company, we are pleased to report to you that FYE 31 March 2013 turned out to be another year of respectable financial achievements. Group turnover (including that of discontinued operation) continued its upward march for the 12th straight year in a row, increasing by a strong 23.7% to reach RM383 million in a world of sub-par growth following the global financial crisis of 2008, the on-going Eurozone crises, and their many deep-rooted and unresolved issues that continue to plague the world today.

For the recently concluded FYE 31 March 2013, the Group had, yet again, surpassed the good financial results achieved in FYE 31 March 2012 with a new set of respectable results as follows:

• Grouprevenuegrew23.7%fromRM309.68milliontoRM383.18 million;

• Profit after tax attributable to equity holders of theCompany increased 29.1% from RM39.34 million to RM50.77 million;

• As a result, net earnings per ordinary share alsoincreased 29.1% from 31.00 sen to 40.01 sen;

• Shareholders’ funds rose by 15.5% from RM298.25million as at 31 March 2012 to RM344.51 million as at 31 March 2013; and

• Finally, net assets per ordinary share attributable toordinary shareholders of the Company went up from RM2.35 as at 31 March 2012 to RM2.71 as at 31 March 2013.

diVideNdS

WEIDA is committed to deliver shareholder value through a balanced approach in the distribution of dividends, taking into account opportunities to reinvest profits to enhance earnings growth and the need to pay dividend to shareholders.

In view of the positive performance of the Group, the Board has recommended a first and final dividend of 4.0 sen per ordinary share, less tax, for the financial year ended 31 March 2013. In addition, arising from sale of the Group’s plantation assets, the Board has also recommended a special dividend of 1.5 sen per ordinary share, less tax, for the financial year ended 31 March 2013. The total dividend of 5.5 sen per ordinary share, less tax, represents a 10.3% distribution of the Group’s net earnings per share of 40.01 sen for the financial year ended 31 March 2013, and translates into a gross dividend yield of 3.8% (based on 29 March 2013 closing share price of RM1.43). The Board believes that this is an appropriate distribution ratio, given the needs to fund the continuing expansion of the Group.


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OPeRaTiNG eNViRONMeNT

In 2012, world economic growth moderated to 3.2%, from 3.9% in 2011, amid a more challenging economic environment shrouded with uncertainties brought by possible contagion effects of the euro area sovereign debt and banking crises, tepid economic recovery in the US, slower growth rates in emerging economies, and political tensions in the Middle East.

Against the challenging external environment, Malaysia’s economy proved resilient. Its GDP expanded by 5.6% in 2012 compared to 5.1% in 2011, driven by, perhaps, one of the most ambitious and comprehensive package of national transformative programmes ever undertaken by any government in the world: based on the concept of ‘1Malaysia, People First, Performance Now’, the Malaysian government launched the Government Transformation Programme (“GTP”) in April 2009, followed by a succession of complimentary, action-oriented initiatives: National Green Technology Policy (“NGTP”) (July 2009), New Economic Model (“NEM”) (April 2010), Tenth Malaysian Plan (“10th MP”) (June 2010), Economic Transformation Programme (“ETP”) (October 2010); and in July 2011, Strategic Reform Initiatives (“SRIs”), the final piece of the jigsaw complementing GTP and ETP.

In Syrian Arab Republic (“SAR”), where the Group had been building wastewater and water treatment plants for the government of SAR since 2007, the civil war had continued with no end in sight. Last year, I reported to you that work on the ground had been practically completed and that the Group had continued to receive payment from the government of SAR. This year, I am pleased to report that outstanding retention sums has been substantially collected, resulting in the reversal in the financial statements for the year ended 31 March 2013 of the allowance for impairment loss on receivables amounting to RM3.9 million in respect of the project in SAR taken up in the previous year’s accounts.

OPeRaTiONS ReView

The Group’s performance for the financial year ended 31 March 2013 was achieved under the above operating environment – turnover surged by RM73.50 million or 23.7% to RM383.18 million with a pretax margin of 7.2%.

An unbroken record of increases in turnover for the past 12 years in a row (ever since the Group was listed in 2001), coupled with respectable profits in each and every of those years, proved the resilience and robustness of WEIDA Group’s business model.

The Group’s resilience to economic downturn and robust performance throughout the crisis years is partly due to the sturdiness built into the genetics of its business portfolio whereby a material portion of its profits and free cash flows comes from fixed and recurring income arising from long term contracts – fixed rental income arising from telecommunication towers built by the Group and licensed to telecommunication companies (namely Celcom, Maxis, Digi) on a long term basis; and fixed income arising from the management, operations and maintenance of three septic sludge treatment plants on a long term contracts and extending coverage to three more councils with a total population of 300,000.

Another factor contributing to the Group’s resilience is our wide and balanced customer base, where revenue streams arising from public and private sectors projects and/or product sales are quite well balanced. In a recession, the downturn in the private sector is offset by increased public sector spending. In the 2008 to 2009 recession, the Group benefited from accelerated government spending. To an extent, there is an in-built ‘automatic offset’ effect in the Group’s varied customers base.

Much of WEIDA Group’s products, services and projects are within environmental sustainability industries, which are fast-growing worldwide.

There is a further in-built natural hedge in the Group’s diversified income base, in the sense that the Group’s total revenue comprises turnover from multiple business activities in different industries – notably, the manufacturing of polyethylene engineering products, design-and-build construction projects in the environmental industry, utilities network mapping and rehabilitation services, building and leasing of telecommunication towers, and the management of septic sludge treatment plants.

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OPeRaTiONS ReView (continued)

Going forward, the Group will further diversify into property development. This will further reinforce the Group’s resilience arising from a diversified business portfolio, and the varied nature of its income stream comprising fixed and variable elements, thus providing a higher degree of insulation against the current economic environment of decelerating growth rates.

I am also pleased to report that the disposal of the subsidiaries involved in oil palm plantations during financial the year under review has yielded gains on disposal of RM59.88 million and RM127.18 million for the Group and the Company respectively. This is most timely as opportunities currently exist for the proceeds from the disposal to be gainfully redeployed to the new property development division, and other fast expanding business units such as manufacturing.

iNdUSTRY TReNdS aNd deVeLOPMeNT

a. MaNUFaCTURiNG OF POLYeThYLeNe – BaSed BUiLdiNG MaTeRiaLS

Since pioneering the industry of polyethylene – based building materials, manufacturing a quarter of a century ago, WEIDA Group has remained the undisputed market leader in Malaysia, with a dominant position in East Malaysia. Growing strongly into the 21st century as a manufacturer for water and wastewater engineering, WEIDA Group is a leading provider of modern environmental engineering products and solutions in the areas of water and wastewater infrastructures, products and services for both urban and rural application.

The Group has a full presence nationwide with five manufacturing plants strategically located in Nilai, Kuching, Kota Kinabalu, Miri and Tawau; plus one in Manila. The barriers of entry into this industry are high: substantial capital investment, intensive research and development programmes and specialist technological expertise developed in-house over the years. This industry is generally capital intensive for big scale manufacturers. The main industry players have generally remained unchanged during the year under review, and in fact for the last decade.

Margins were stable during the financial year under review. Over the longer term, prospects of the polyethylene products industry remain bright as polyethylene - based building materials such as water and drainage pipes, water storage tanks, prefabricated sewage systems, are superior to their metal and concrete counterparts due to their qualities of being corrosion resistant, durable, leakage-proof, lightweight, hygienic and weather resistant. In addition, WEIDA manufactured products specially engineered for design-and-build projects continue to command higher margins than standard products due to our unique and proprietary technologies incorporated into such products.

Having progressed well beyond manufacturing, WEIDA Group has advanced and evolved into a truly integrated specialist in the water and sewerage sectors as a:

(a) manufacturer of environmental products;(b) design-and-build turnkey specialist of

environmental infrastructure, including water and sewerage infrastructure; and

(c) management, operations and maintenance of septic sludge treatment plants.

As Malaysia’s leader in this industry, we will continuously add to our portfolio of state-of-the-art technologies to remain at the forefront of what we do.

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B. eNViRONMeNTaL eNGiNeeRiNG SeRViCeS

Management, Operations and Maintenance of Septic Sludge Treatment Plants

Weida Group is currently engaged in the management, operations and maintenance of three septic sludge treatment plants, one each in Kuching, Sibu and Miri. Septic tanks are widely used in many areas in Malaysia which are not connected by central sewerage services. As such, there is a continuing need for septic sludge treatment plants to treat septic sludge emptied from septic tanks through periodic desludging. We anticipate that more of such plants will be built in Malaysia, where WEIDA will have the opportunity to market its expertise.

Rural infrastructure for water, Sanitation & Renewable energy Plants

WEIDA Group is also a specialist in rural utilities, with 30 years’ experience of the Malaysian countryside and remote areas. Our products serve the rural utilities infrastructure in the form of rural water supply through water pipes, storage tanks and treatment plants; rural sanitation through septic tanks and pre-fabricated toilet houses; and biogas plants as a waste treatment as well as a renewable energy.

Reclaimed Rubber Manufacturing

Returning waste tyres back into the consumption-loop, by recycling and chemically-processing discarded tyres into rubber sheets, powder and crumbs is another of our environmental engineering business. These reclaimed rubber products are used for a myriad of applications, ranging from shoe-making to rubberised-asphalt road surface – WEIDA is proud to be a pioneer of yet another green initiative in Malaysia.

C. CONSTRUCTiON wORKS

water, wastewater and environmental Protection infrastructure

Expanding beyond our manufacturing roots, WEIDA also undertakes significant design-and-build projects that involve turnkey engineering works and/or specially designed products manufactured in-house. New water and sewerage infrastructure and electricity power supply in both urban and rural areas will continue to be needed as the country continues to develop. This is particularly so in Sabah and Sarawak, which is an area of focus in the Government’s development plans and where WEIDA has a strong presence.

For the FYE 31 March 2013, we are pleased to update our stakeholders that several such on-going projects had progressed smoothly, namely, the project to design and build a biogas plant to treat waste from a centralised pig farm and produce bioenergy, while preparing for two (2) biogas plants to treat palm oil mill effluent, and two (2) other water supply projects involving laying water pipes, and building water storage and treatment plants.

The building of the biogas plant for the Integrated Centralised Livestock Farming in Kuching, Sarawak, Malaysia, is one of the prime recent examples of WEIDA’s capabilities. We are proud to be part of this green project, one of the largest applications of biogas plant technology in livestock farming in Malaysia, which involves treating wastewater with high organic pollutants in an environmentally friendly manner while generating electricity.

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iNdUSTRY TReNdS aNd deVeLOPMeNT (continued)

C. CONSTRUCTiON wORKS (continued)

Telecommunications infrastructure

WEIDA has been a leading turnkey builder of telecommunication towers in Sabah and Sarawak since the inception of this division in 2005 and will continue to participate actively in the development of our national telecommunications infrastructure. In the next few years, we anticipate that MCMC will continue to build new telecommunication towers to expand cellular and broadband coverage in rural areas, particularly in East Malaysia where telecommunication coverage in rural areas still has much room for expansion.

Buildings and Complexes

The Group is currently engaged in the construction of an office and laboratory complex for the Tropical Peat Research Laboratory Unit of the Chief Minister’s Department, Sarawak. We anticipate that similar opportunities will arise from time to time as the Malaysian government continues to develop public infrastructure at a fairly fast clip.

d. PROPeRTY deVeLOPMeNT

The planned maiden projects of our new and exciting property development unit are residential projects in the Greater Kuala Lumpur/Klang Valley area, the most important urban conurbation in Malaysia, and home to 6 million people or about 20% of the nation’s total population.

We anticipate a vibrant trend for the residential subsector (within the construction sector) in the Greater Kuala Lumpur/Klang Valley area, premised on the following factors:

• TheaverageageoftheMalaysianpopulationis lessthan 34 years old. Those 14 years and younger constitute about 27% and those aged 15 to 34 make up 28% of the population. This means that at present, we have a young population, giving rise to high household formations, an important driver of demand for residential properties, although it is projected that Malaysia will face an ageing population by 2030 because 15% of Malaysians will be 60 or older by then;

• The latest available statistics showed that theresidential subsector grew by 9.8% in the first quarter of 2013, outpacing GDP growth of 4.1% in the same quarter; and

• Properties in the Klang Valley continues to be themost reasonably priced compared to neighboring capital cities such as Singapore, Bangkok and Jakarta, thus remaining attractive to both local and foreign investors.

PROSPeCTS

In a world of below-trend and decelerating growth rates, Malaysia as a highly-open trading nation will be impacted to some extent, as evidenced by its GDP growth slowing to 4.1% per annum in 1Q2013, from 6.5% in 4Q2012 and 5.6% in calendar year 2012. In spite of this, we are cautiously optimistic on the future prospects of WEIDA Group, and Malaysia in general.

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CaUTiONaRY STaTeMeNT ReGaRdiNG FORwaRd-LOOKiNG STaTeMeNTS

This Annual Report contains forward-looking statements that are based on management’s estimates, assumptions and projections at the time of publication. These statements reflect our current views and expectations with respect to future events and are subject to risks and uncertainties and hence are not guarantees of future performance. Some factors include, but are not limited to, changes in general economic and business conditions, exchange rates and competitive activities that could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements.

PROSPeCTS (continued)

We are confident that the implementation of the government’s development initiatives and enabling reforms currently underway has put Malaysia on the path towards being a high-income nation by 2020. Achievements to date (as documented in the ETP’s and GTP’s Annual Report 2012) are encouraging and dovetail with our own experience that ground implementation are indeed underway.

The prospects and business opportunities for WEIDA Group arising from the GTP, ETP, 10th MP and NGTP had been highlighted and discussed in some detail in this Statement in the past 3 years’ Annual Reports, and remain valid and applicable going forward. In particular for Sarawak and Sabah where the Group has a strong operational presence, there has been tremendous progress in the execution of the Sarawak Corridor of Renewable Energy and the Sabah Development Corridor.

The key to our continuing success for the financial year ending 31 March 2014 and beyond is the continued and diligent execution of the many business activities that we currently have in motion. In this connection, in order to drive growth in an increasingly competitive world of decelerating growth, we have sharpened our management focus as well as enhanced our management processes via a recent internal reorganisation exercise in which we have formed dedicated, highly-empowered, and industry-specific management teams tasked to achieve clear medium-term business objectives.

We will be diversifying our income stream via our Property Development Divisions. Our maiden project, Urbana Residences at Ara Damansara will be launched in the coming months. The development comprises 356 units of service apartment and a Gross Development Value of RM200 million.

Given the above, the Board is optimistic that WEIDA Group will achieve another set of commendable results in the financial year ending 31 March 2014, decelerating growth notwithstanding.

aCKNOwLedGeMeNTS

On behalf of the Board of Directors, we would like to place on record our appreciation to our customers and shareholders for their support, without which our Group would not have been strong and successful.

We would also like to thank our associates, financiers, advisors, suppliers and sub-contractors for their continuing confidence and support to the Group.

Finally, the Board and I wish to thank the management and all employees of the Group for their unwavering commitment, contribution and hard work.

YBhg. dato’ Lee Choon ChinGroup Managing Director

20 August 2013

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BuSineSS aCtivitieS

Manufacturing & Marketing

OVeRView

WEIDA is the leading manufacturer of high density polyethylene (“HDPE”) products in Malaysia. Being a one-stop solutions provider in the water, wastewater and environmental sectors, we provide end-to-end engineering infrastructure products to cater to the growing demands for premium HDPE products.

WEIDA has manufacturing facilities that span over 120,000 square metres. Our products are designed and manufactured in compliance with Malaysia and international standards, satisfying the relevant technical specifications and performance criteria. Apart from our products being certified by SIRIM and IKRAM, our manufacturing facilities are also ISO9001 certified. These are assurances that our products are of the highest standards and meet the stringent requirements of the markets we serve.

Having invested intensively in research and development activities, we have developed proprietary technologies in the manufacturing of large tanks and pipes, mould design and fabrications, material formulation and compounding as well as HDPE welding and fabrications. To stay connected to the technological development of the manufacturing industry, WEIDA established and maintains strong partnership with international manufacturing technology affiliates.

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BuSineSS aCtivitieS

Manufacturing & Marketing (continued)

PROdUCT BRaNd NaMeS

WEIDA offers more than 200 types of HDPE products produced by 6 manufacturing facilities across Malaysia and the Republic of Philippines using proprietary technology spearheaded by our research and development unit and a team of over 70 engineers.

Our proprietary products are flexible in design and easy to install, therefore reducing labour costs. The durability of our products also significantly reduces the cost of maintenance.

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BuSineSS aCtivitieS


aPPLiCaTiONS OF weida PROdUCTS

waTeR iNFRaSTRUCTURe

water Storage Systems

Utilising advanced rotational moulding processes that produces single-piece and seamless construction, WEIDA’s water storage tanks are leak proof, durable and resistant to corrosion. These engineering-grade HDPE tanks such as our POLYSTOR® and AQUASTOR™ are available in a wide range of sizes and capacities, making it not only suitable for domestic and residential use but also for commercial, industrial and municipal applications.

Apart from our HDPE water storage tanks, our technological partnership with the renowned LIPP Bio Plus GmbH of Germany has also allowed us to employ the state-of-the-art LIPP double-fold technology into the construction of large-sized tanks with greater speed and efficiency as well as minimal disturbances to the existing environment; in line with our values for sustainability.

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BuSineSS aCtivitieS


aPPLiCaTiONS OF weida PROdUCTS (continued)

Potable water distribution Network

WEIDA provides engineering-grade piping solutions for the distribution of potable water and supplies a wide range of pipe fittings and accessories. Our strength also lies in our technical assistance in pipeline design, pipe laying as well as installation and welding works. WEIDALINE® HDPE pipes are lightweight, highly flexible and resistant to chemicals, ultraviolet rays and impact. These distinct attributes gives it prominent advantages over conventional metal and concrete pipes, making it an ideal choice for applications into water distribution, gas pipelines, cable conduits as well as irrigations and other agricultural applications.

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waSTewaTeR iNFRaSTRUCTURe

wastewater Treatment

Focused on countering pollution and protecting our local water resources, WEIDA has over 20 years of experience in developing and providing a full spectrum of expertise in wastewater treatment solutions through planning, engineering construction, operation and maintenance, to process optimisation of various types of wastewater treatment systems, including conventional activated sludge (“CAS”) process, extended aeration (“EA”) process, biological nutrient removal (“BNR”) process and the membrane bioreactor (“MBR”) process.

WEIDA is the largest septic tank manufacturer in Malaysia, providing septic tank systems designed specifically for both domestic and commercial applications. The ECOSEPT™ septic tanks, WEIDA’s premium grade HDPE single-piece moulded tanks are suitable for domestic sewage application as it is designed to suit local sewage flows and loading parameters.

Sewer Network

Ensuring efficient and safe transfer of wastewater from residential and commercial establishments to a wastewater treatment plant is a heavy responsibility that WEIDA takes on with pride. WEIDA’s Double Wall Corrugated HDPE pipes are ideal for underground or above ground gravity and low pressure applications in the civil works and waste management sectors as they are highly resistant to the chemical corrosions from soils and sewerage effluents with extreme pH levels.

WEIDA is the market leader in the supply of prefabricated modular sewerage treatment plants (“STP”), suitable for decentralised treatment systems by employing the EA process. POLYPASS® Packaged Activate Sludge Systems are fast to install, durable and reliable, making them suitable for applications into housing estates, schools and government buildings.



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Over the years, WEIDA as a diversified solutions provider has taken up various projects that introduce modern technology to the rural communities of Malaysia, notably in Sabah and Sarawak. Our solutions aid to offer the bare necessities to these communities such as clean water source, electricity as well as improved sanitation system.

water Treatment Apart from offering specially designed water treatment solutions, our comprehensive services ensure that these solutions are feasible for the different needs of the rural projects. Each project will undergo the survey, design, installation and construction, commissioning, maintenance and management phases to ensure that the specific requirements of each project are catered for solutions such as the rainwater harvesting system, groundwater supply systems, conventional water treatment systems as well as state-of-the-art membrane filtration systems can be delivered and implemented as individual systems or fully integrated into one comprehensive solution.

To date, WEIDA has successfully delivered over 600 rainwater harvesting systems for rural schools and villages throughout Sabah and Sarawak as well as undertaken and completed several rural water supply projects on design-and-build basis using membrane filtration technology.

Rural Sanitation Very few of the rural kampong in Sabah and Sarawak have any form of sanitation facilities. The most economical means of sanitation or treatment of human waste is via a septic tank treatment plant.

To date, WEIDA had successfully implemented various septic tank sewerage systems in Sabah and Sarawak. The provision of septic tanks for the treatment of human waste will impact the quality of life and health of the community by reducing cases of water-borne diseases such as typhoid and cholera which are associated with polluted drinking water.

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ReCLaiMed RUBBeR

ECORREXTM Reclaimed Rubber is manufactured from recycled used tyres, turned into useful products. The products, in the form of rubber crumbs, powder and sheets, are used in a wide range of applications ranging from road works, recreational flooring applications, alternative fuel source as well as the manufacturing of rubber articles.

The State Government of Sarawak has an environmental programme to collect, manage and recycle used tyres throughout Sarawak via a waste tyre storage and recyling centre as well as depots state-wide as part of its collection network.

As the number of vehicles on the road increases, used tyres disposal is becoming an environmental concern to municipals and public health authorities as sanitary landfills will soon be unable to accommodate the stockpiles of used tyres which are also hazard for fire and public health.

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environmental engineering Services

OVeRView

WEIDA provides environmental engineering solutions from its Environmental Business Division, which covers the following:

a) design and build of water and wastewater treatment plants including Biogas plants

b) management, operation and maintenance of wastewater treatment plants

c) pipeline rehabilitation

Our customers also benefit from broad access to a wealth of global expertise and experiences through our active involvement and strong alliances with a network of international technology partners across the globe.

waTeR aNd waSTewaTeR TReaTMeNT

We design and build water and wastewater treatment plants for municipal, rural and agriculture usages, in Malaysia and the Middle East.

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environmental engineering Services (continued)

Biogas Plant

Biogas plant is an effective and efficient way of treating wastewater with high organic pollutants in an environmentally friendly manner. Besides reducing waste pollutants and greenhouse gas emissions, biogas generated can be used to produce clean energy in the form of electricity and heat. Electricity generated are used internally or uploaded to the power grid.

Some of the applications of biogas plant include but are not limited to:

Palm Oil Mill effluent (“POMe”)

WEIDA also builds biogas plant for POME treatment.

Livestock Farming

Biogas plant for livestock farming, the largest of its kind in Malaysia.

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MaNaGeMeNT, OPeRaTiONS aNd MaiNTeNaNCe OF TReaTMeNT PLaNTS

WEIDA offers end-to-end solutions in wastewater management, ranging from management, operation to maintenance of wastewater treatment plants both locally and overseas. Our credibility stems from our over 20 years of extensive experience and expertise in offering a wide spectrum of wastewater treatment solutions optimised in process design and treatment capabilities.

Within Malaysia, we have been entrusted to operate and manage the septic sludge treatment plants in Kuching, Sibu and Miri on a long-term contract basis. Our team of professionals make up of former senior and experienced engineers in operating and maintaining large scale central sewage treatment plants for Indah Water Konsortium.

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Using the latest trenchless technology, UTIC Services Sdn. Bhd., a subsidiary of WEIDA pioneered the specialist utility services which focuses on pipeline investigation and evaluation that now demands a range of rehabilitation services. With over 10 years of experience, the main focus of our business is in the water and wastewater sectors as well as specific applications to petrochemicals, highway drainage as well as rail track drainage operations.

By working closely with our clients from the initial survey stage until full rehabilitation, our highly trained personnel ensure that solutions are customised to fit the different pipeline maintenance problems yet at the same time stay focused on the safety and quality of our works. By giving the clients a choice in cost, specifications and duration of work, we are also able to create long term partnerships with our clients as we continue to add new services and improvements to the current technology used.

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Construction works

With our technical and financial resources, we have successfully undertaken and delivered quality constructionworks within timely completion period.

Our strong financial resources allow us the flexibility to build and lease, or via deferred payment; going forward to also undertake Private Funding Initiative infrastructure andbuilding projects.

Completed and on-going construction works include telecommunication towers, treatment plants, distribution and drainage pipelines, biogas plants, building works etc.

OVeRView

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Property development

With a founding principle built upon the mission of making lives better, WEIDA is aiming for that very cornerstone of every life – the home.

Building homes that last is not enough; building versatile homes that suit yet change with times is. With a unique understanding on urban living, WEIDA has primed its pioneer property projects to reflect not only lifestyle but living needs.

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Cascading its expertise in engineering and environmental solutions, WEIDA aspires to integrate more landscape features into current lifestyle property, making each home an organic blend of modernism and nature.

To date, 2 strategic locations have been earmarked to showcase WEIDA’s interpretation of modern homes – Urbana Residences at Ara Damansara and Mont’Kiara – with many more in the planning.

Property development (continued)

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Awarded

Sabah industry excellence award 2010 / 2011 (Category iV) by Ministry Of Industrial Development

winner of 3 Malaysia Good design Mark 2012 award by Majlis Rekabentuk Malaysia (MRM)

aWarDS & achievementS

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five yearS grouP finanCial HiGHliGHtS

FiNaNCiaL YeaR eNded 31 MaRCh

2009 2010 2011 2012 2013

^ (restated) ^ (restated) ^^ (restated)

OPeRaTiNG ReSULTS

Revenue RM’000 271,549 272,451 285,906 309,682 383,182

EBITDA RM’000 62,216 36,236 47,157 82,483 43,100

EBIT RM’000 52,542 25,098 34,525 69,126 29,894

Profit Before Tax RM’000 50,646 23,714 34,546 66,531 27,678

Profit for the Financial Year RM’000 38,703 18,439 24,184 54,760 26,473

Profit Attributable to Owners of the Company RM’000 32,933 14,006 21,835 39,341 50,772

KeY BaLaNCe SheeT daTa

Total Assets RM’000 393,377 405,326 462,240 800,158 616,639

Paid-up Capital RM’000 66,667 66,667 66,667 66,667 66,667

Equity Attributable to Owners of the Company RM’000 149,598 162,780 182,672 298,246 344,506

VaLUaTiON

Per Ordinary Share of RM0.50 each

Basic Earnings sen 25.95 11.04 17.21 31.00 40.01

Gross Dividend sen 4.00 4.00 4.00 4.00 5.50

Net Assets RM 1.18 1.28 1.44 2.35 2.71

No. of Issued Ordinary Shares Outstanding at End of Financial Year * (‘000) 126,896 126,896 126,895 126,895 126,895

PROFiTaBiLiTY RaTiOS

Return on Total Assets % 13 6 7 9 5

Return on Capital Employed % 19 10 11 12 7

GeaRiNG RaTiO

Net Debt to Equity Attributable to Owners of the Company times 0.33 0.29 0.47 0.48 N/A#

* Net of treasury shares.^ Certain comparative figures have been restated following the prior year adjustments relating to intangible assets, the

adption of FRS 139 and the amendments to FRS 117 in the financial year ended 31 March 2011.^^ Certain comparative figures have been restated following the prior year adjustments relating to the adoption of

MFRSs during the financial year ended 31 March 2013. However, the comparative figures for the financial years ended 31 March 2009, 31 March 2010 and 31 March 2011 have not been similarly restated for the effects of the adoption of MFRSs due to impracticability and non-availability of information.

# In a net cash position.

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Statement on Corporate SoCial reSponSiBility

Besides maximising shareholders’ value, WEIDA believes that we are also responsible for our employees, environment and community. One of our main principles as a public listed company is to create long term value. We achieve this by providing our clients with value-added products and services, promoting a corporate culture that adheres to high ethical standards, and by generating superior and sustainable returns for our shareholders. We firmly believe that sustainable growth and investment for any business is also dependent on what it does above and beyond what laws and regulations require. It is why we are committed to creating a working environment based on the values of meritocracy, equal opportunity and diversity. As part of our business, we have contributed immensely to the protection of the environment. We also adhere to high social standards and contribute to the communities we are part of. All our activities are underpinned by our governance structure, which complies with the Malaysian Code on Corporate Governance 2012.

eNViRONMeNT aNd MaRKeTPLaCe

Protecting the natural environment, sustainable development and living in harmony with the environment is at the heart of WEIDA’s core business in the water and sewerage sectors. As a one-stop centre for water and sewerage solutions, our people strive to protect the environment everyday. For instance, we have designed and built many water and sewage treatment plants, thousands of rain water harvesting and gravity feed water supply systems for rural communities, and countless rural sanitation systems. The communities we serve are far and wide, in Malaysia, the Syrian Arab Republic and Republic of The Philippines.

The engineering products that we manufacture for water and sewerage applications are made from polyethylene (“PE”). PE products are corrosion resistant, relatively lightweight, chemically inert and seamless in construction. These superior characteristics make them ideal substitutes for similar products made from other materials such as fibreglass, metals and concrete. The US Food and Drugs Authority (“FDA”), an authority in the US that certifies the types of materials that are suitable to be in contact with water and food for the purpose of safeguarding customers/public health, has approved polyethylene as safe for use as a medium of storage for drinking water and food. Many countries legislate against the use of alternative materials such as fibreglass, asbestos concrete, and in certain cases, polyvinyl chloride (“PVC”), for pipelines and water storage as they are hazardous to health and/or pollute the environment.

Our commitment to serving our community goes beyond providing environmentally friendly products. We go one step further by working hand in hand with local city councils and provide services and infrastructure that benefit the people we serve. We have taken the initiative to develop projects that will not only enhance the environment, but serve as a platform where WEIDA can make positive contributions to the daily lives of the community.

PeOPLe aNd SaFeTY

At WEIDA, we acknowledge human capital as our main asset. The Group endeavours to attract, develop and retain the best talents the market has to offer by providing a continuous learning and conducive working environment. We believe in recognising, advancing and rewarding top talents in an open and mutually supportive work environment which reflects our core corporate values. We pride ourselves as an equal opportunity employer. These core values shape the root of a sturdy corporate culture that fosters teamwork and holds our Group to grow together.

In addition to the external professional trainings, seminars and conferences, various teambuilding activities are also organised in order to foster awareness of time management and team spirit as well as to reinforce commitment to the team’s shared goals and objectives.

Safety and health of our employees is our priority and we are continually looking into ways to improve our performance in these areas. WEIDA has implemented its Safety and Health Policy in Malaysia, the Syrian Arab Republic and Republic of The Philippines which complies with the Occupational Safety and Health Act (“OSHA”) of the respective countries.

COMMUNiTY

The future of WEIDA is naturally linked to the standard of living of the communities in which it serves. Through a wide array of initiatives supported by WEIDA, namely community-development programmes, philanthropy, volunteerism and promotion of health, education, cultural arts and sports, we are making a difference in improving the quality of life in the community.

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Statement on Corporate SoCial reSponSiBility

eVeNTS

For the financial year ended 31 March 2013, WEIDA has initiated and/or participated in the following community based events:

Sponsorship of Septic Tank organised by Breakthrough Network Centre Bhd, Sarawak

WEIDA sponsored 1 unit Septic Tank Model PS-31 to a needy family through the organisation in promoting the objective of helping the less fortunate families in the community as well as promoting values towards a more caring society.

Go Bald 2012 at The Spring Mall organised by Sarawak Children’s Cancer Society

WEIDA as a group participated through our internal donation drive as well as having our staff volunteered to have their heads shaved as an active involvement in showing that we care and understand the plights of the children suffering hair loss due to chemotherapy treatments.

donation for the Gawai Carnival Redeems 2012 at Singai, Bau organised by association of Research & development Movement of Singai Sarawak

WEIDA contributed funds to the Gawai Carnival Redeems 2012 which is an annual event aimed at showcasing the authentic Dayak cultures and traditions as well as to encourage better cooperation, unity and understanding between and among the people involved, including visitors to the event. The event also aimed to promote the tourism industry and to inculcate entrepreneurship, leadership training and self involvement among the community involved.

Sponsorship for Siol extreme Mountain Bike Challenge 2012 organised by dewan Bandaraya Kuching Utara

WEIDA sponsored promotional materials, namely T-shirts and Trophies for the event in enhancing the objective to promote towards healthy and active lifestyles as well as strengthen relationships between and among participants involved and visitors to the event.

“Together we Care, Love & Serve’’ Classical Charity Concert dinner organised by National Cancer Society Malaysia (Sarawak) and Kuching Palliative association

WEIDA contributed funds for the concert dinner in helping the organisations’ fund raising event in the aim towards the maintenance and sustenance of the Jasmine House, which is a facility to accommodate the needs of cancer patients who visit the General Hospital Kuching together with their accompanying care givers and families for treatments.

Sponsorship for Youth Programs organised by Youth Corporate Malaysians (“YCM”)

WEIDA sponsored the YCM programs aimed at building a network of young professionals through providing a platform of opportunities to enhance knowledge, leadership and organisational skills.

Sponsorship for “Sarawak Volunteers walk of Love-we Care we Share” Program organised by the Ministry of welfare, women & Family development, Sarawak

WEIDA contributed to the program through sponsorship for the event with the objective to impart knowledge to the public on the organisation’s activities and to instil the spirit of volunteerism among the members of our society.

Blood drive Campaign organised by Red Crescent Society Kuching

WEIDA participated in the Blood Drive Campaign in conjunction with the aim to create awareness for safe blood transfusion which helps save lives.

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Corporate GorvernanCeStatement

Principle 1 - establish Clear Roles and Responsibilities of the Board and Management

The Board recognises the key role it plays in charting the strategic direction of the Company and has assumed the following principal responsibilities in discharging its fiduciary and leadership functions:

(a) reviewing and adopting a strategic plan for the Company, which also addresses the sustainability of the Group’s businesses;

(b) overseeing the conduct of the Group’s businesses and evaluating whether or not its businesses are being properly managed;

(c) identifying principal business risks faced by the Group and ensuring the implementation of appropriate internal controls and mitigating measures to address such risks;

(d) ensuring that all candidates appointed to senior management positions are of sufficient calibre, including having in place a process to provide for the orderly succession of senior management personnel and members of the Board;

(e) overseeing the development and implementation of a shareholder communications policy; and

(f) reviewing the adequacy and integrity of the Group’s internal control and management information systems.

To assist in the discharge of its stewardship role, the Board has established Board Committees, namely the Audit Committee, Nominating Committee and Remuneration Committee, to examine specific issues within their respective terms of reference as approved by the Board and report to the Board with their recommendations. The ultimate responsibility for decision making, however, lies with the Board.

The Board of Directors of Weida (M) Bhd. (“the Board”) is steadfast and committed in ensuring that the highest standards of corporate governance are observed and applied throughout Weida (M) Bhd. (“WEIDA” or “the Company”) and its Group of Companies (“the Group”) through its support and application of the Malaysian Code on Corporate Governance 2012 (“MCCG 2012”). The Board believes upholding good corporate governance is fundamental in discharging its fiduciary responsibilities to protect and enhance shareholders’ value and the financial performance of the Group.

This Corporate Governance Statement (“Statement”) sets out how the Company has applied the eight (8) Principles as outlined in MCCG 2012 and observed the 26 Recommendations supporting the Principles in respect of the financial year ended 31 March 2013. Where a specific Recommendation of the MCCG 2012 has not been observed during the financial year under review, the non-observation, including the reasons thereof and, where appropriate, the alternative practice, if any, is mentioned in this Statement.

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Corporate GovernanCeStatement

Principle 1 - establish Clear Roles and Responsibilities of the Board and Management (continued)

(i) Board Charter

To enhance accountability, the Board has established clear functions reserved for the Board and those delegated to Management. There is a formal schedule of matters reserved to the Board for its deliberation and decision to ensure the direction and control of the Company are in its hands. Key matters reserved for the Board include, inter-alia, the approval of annual budgets, quarterly and annual financial statements for announcement, investment and divestiture, as well as monitoring of the Group’s financial and operating performance. Such delineation of roles is clearly set out in the Board Charter (“the Charter”), which serves as a reference point for Board activities. The Charter provides guidance for Directors and Management regarding the responsibilities of the Board, its Committees and Management, the requirements of Directors in carrying out their stewardship role and in discharging their duties towards the Company as well as boardroom activities. A summary of the Charter is available on the Company’s website at www.weida.com.my in line with Recommendation 1.7 of the MCCG 2012.

The Board has adopted and adheres to a Directors’ Code of Ethics which is in line with that established by the Companies Commission of Malaysia. A summary of the Directors’ Code of Ethics is as set out in Appendix A of the Charter.

To inculcate good ethical conduct, the Group has also established a Code of Conduct for employees, encapsulated in the Company’s Employees Handbook, which has been communicated to all levels of employees in the Group.

(ii) Sustainability of Business

Despite the absence of a formal sustainability policy, 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 taken into consideration. The Group also embraces sustainability in its operations and supply chain, through its own actions as well as in partnership with its stakeholders, including suppliers, customers and other organisations.

The Group’s activities to promote sustainability during the financial year under review are also disclosed on page 31 of this Annual Report.

(iii) Access to Information and Advice

Directors are supplied with relevant information and reports on financial, operational, corporate, regulatory, business development and audit matters for decisions to be made on an informed basis and effective discharge of the Board’s responsibilities.

Procedures have been established for timely dissemination of Board and Board Committee papers to all Directors at least seven (7) days prior to the Board and Board Committee meetings, to facilitate decision making by the Board and to deal with matters arising from such meetings. Senior Management of the Group and external advisers are invited to attend Board meetings to provide additional insights and professional views, advice and explanations on specific items on the meeting agenda. Besides direct access to Management, Directors may obtain independent professional advice at the Company’s expense, if considered necessary.

Directors have unrestricted access to the advice and services of the Company Secretaries to enable them to discharge their duties effectively. The Board is regularly updated and advised by the Company Secretaries who are qualified, experienced and competent on statutory and regulatory requirements, and the resultant implications of any changes therein to the Company and Directors in relation to their duties and responsibilities.

(iv) Company Secretaries

The Company Secretaries are qualified secretaries as required pursuant to the Malaysian Companies Act 1965. The Company Secretaries are the members of the Malaysian Institute of Accountant (MIA) and Malaysian Association of Institute of Chartered Secretaries and Administrators (MAICSA). They are competent in carrying out their work and play supporting and advisory roles to the Board and its Committees. They ensure adherence and compliance to the procedures and regulatory requirements from time to time.

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Principle 2 - Strengthen Composition of the Board

During the financial year under review, the Board consisted of six (6) members, comprising three (3) Executive Directors and three (3) Independent Directors. This composition fulfills the requirements as set out in the Main Market Listing Requirements (“Listing Requirements”) of Bursa Malaysia Securities Berhad (“Bursa”), which stipulate that at least two (2) Directors or one-third of the Board, whichever is higher, must be Independent. The profile of each Director is set out on pages 5 to 7 of this Annual Report. The Directors, with their diverse backgrounds and specialisations, collectively bring with them a wide range of experience and expertise in areas such as engineering; entrepreneurship; finance; taxation, accounting and audit, and economics.

(i) Nominating Committee – Selection and Assessment of Directors

The Nominating Committee comprises the following members:

Chairman: YBhg. Datuk Dr Stalin Hardin(Senior Independent Director) (appointed as Chairman on 30 May 2012)

Members: Yeoh Chin Hoe (Independent Director)

YBhg. Dato’ Wee Hoe Soon @ Gooi Hoe Soon(Independent Director) (appointed on 7 November 2012 and resigned on 18 June 2013)

Haji Su’ut bin Haji Suhaili(Independent Director) (retired on 1 October 2012)

The Nominating Committee will recommend candidates for all directorships to be filled for the consideration of the Board. This involves identification and evaluation of candidates for directorships, interviewing or meeting up with candidates by Board members, deliberation by the Nominating Committee and recommendations by the Nominating Committee to the Board.

New Directors will undergo a familiarisation programme, which includes visits to the WEIDA Group’s businesses, and meetings with Senior Management, as appropriate, to facilitate the new Directors’ understanding of WEIDA Group. The Company Secretaries will ensure that all appointments of new Director are properly carried out and all legal and regulatory obligations are met.

The Board, through the Nominating Committee, conducted an annual assessment of the performance of the Board, as a whole, Board Committees and individual Directors, based on a self-assessment and peer approach. From the results of the assessment, including the mix of skills and experience possessed by Directors, the Board considered and approved the recommendations made by the Nominating Committee on the re-election and re-appointment of Directors at the Company’s forthcoming Annual General Meeting.

All assessments and evaluations carried out by the Nominating Committee in the discharge of all its functions are properly documented.

The Nominating Committee recognises the importance of the roles the Committee plays not only in the selection and assessment of Directors but also in other aspects of corporate governance which the Committee can assist the Board to discharge its fiduciary and leadership functions.

The Board has stipulated specific terms of reference for the Nominating Committee, which cover, inter-alia, selecting, assessing and recommending to the Board the candidature of Directors, appointment of Directors to Board Committees and training programmes for the Board. The terms of reference require the Nominating Committee to review annually the required mix of skills and experience of Directors, annual assessment of the independent directors and Group Financial Controller; succession plans and board diversity, including gender diversity and other qualities of the Board, including core-competencies which the Independent Directors should bring to the Board.

Insofar as board diversity is concerned, the Board does not have a specific policy on setting targets for women candidates. The evaluation of candidates’ suitability is solely based on their competency, character, time commitment, integrity and experience in meeting the needs of the Company, including, where appropriate, the ability of the candidates to act as Independent Directors, as the case may be.


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Principle 2 - Strengthen Composition of the Board (continued)

(ii) Directors’ Remuneration

The Remuneration Committee, established by the Board, comprises the following members:

Chairman: YBhg. Dato’ Wee Hoe Soon @ Gooi Hoe Soon(Independent Director) (appointed as Chairman on 7 November 2012 and resigned on 18 June 2013)

Members: YBhg. Datuk Dr Stalin Hardin (Senior Independent Director)

Yeoh Chin Hoe (Independent Director)

Haji Su’ut bin Haji Suhaili(Independent Director) (retired on 1 October 2012)

The Remuneration Committee, is responsible for setting the remuneration policy framework and recommending to the Board the remuneration of Directors so as to ensure that the Company is able to attract and retain its Directors needed to run the Group successfully. The components of Directors’ remuneration are structured so as to link rewards to corporate and individual performance in the case of Executive Directors. In the case of Independent Directors, the level of remuneration reflects the experience and level of responsibilities undertaken by the individual Independent Director concerned.

Directors do not participate in discussion of their individual remuneration.

Directors’ remuneration for the financial year ended 31 March 2013, categorised into appropriate components, distinguishing between Executive and Independent Directors, is as follows:

directorsFees (RM)

Salaries and performance

awards (RM)

allowance (RM)

ePF (RM)

Total (RM)

Executive Directors

YBhg. Dato’ Lee Choon Chin 36,000 1,645,000 60,000 57,600 1,798,600

Jee Hon Chong 36,000 1,678,500 60,000 36,620 1,811,120

Chew Chin Choong 36,000 794,500 60,000 29,420 919,920

Subtotal 108,000 4,118,000 180,000 123,640 4,529,640

Independent Directors

YBhg. Dato’ Wee Hoe Soon @ Gooi Hoe Soon(resigned on 18 June 2013)

64,000 Nil 8,230 Nil 72,230

Haji Su’ut Bin Haji Suhaili(retired on 1 October 2012)

24,000 Nil 16,000 Nil 40,000

YBhg. Datuk Dr Stalin Hardin 94,000 Nil 26,000 Nil 120,000

Yeoh Chin Hoe 64,000 Nil 22,000 Nil 86,000

Subtotal 246,000 Nil 72,230 Nil 318,230

Grand total 354,000 4,118,000 252,230 123,640 4,847,870


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Principle 2 - Strengthen Composition of the Board (continued)

(ii) Directors’ Remuneration (continued)

The number of Directors of the Company, whose remuneration band falls within the following successive bands of RM50,000, is as follows:

Range of remunerationRM

executive directors Number

independent directors Number

Less than RM50,000 - 1

RM50,001 to RM100,000 - 2

RM100,001 to RM150,000 - 1

RM150,001 to RM900,000* - -

RM900,001 to RM950,000 1 -

RM950,001 to RM1,750,000* - -

RM1,750,001 to RM1,800,000 1 -

RM1,800,001 to RM1,850,000 1 -

* No Director received any remuneration within this range

Principle 3 – Reinforce independence of the Board

For the financial year ended 31 March 2013, the positions of Chairman and Chief Executive Officer of the Company are held by an Independent Director and Group Managing Director respectively. The Board is of the view that the composition of Independent Directors, which fulfils the Listing Requirements of Bursa, coupled with the use of Board Charter that formally sets out the schedule of matters reserved solely to the Board for decision making, provides for the relevant check and balance on boardroom decisions.

The Chairman is responsible for ensuring the adequacy and effectiveness of the Board’s governance process and acts as a facilitator at Board meetings to ensure that contributions from Directors are forthcoming on matters being deliberated and that no Board member dominates discussion. As the Group Managing Director, supported by fellow Executive Directors and an Executive Management team, he implements the Group’s strategies, policies and decision adopted by the Board and oversees the operations and business development of the Group.

The Independent Directors bring to bear objective and independent views, advice and judgment on interests, not only of the Group, but also of shareholders, employees, customers, suppliers and the communities in which the Group conducts its business. Independent Directors are essential for protecting the interests of shareholders and can make significant contributions to the Company’s decision making by bringing in the quality of detached impartiality.

The Board assessed the independence of its Independent Directors based on the criteria adopted by the Board. The MCCG 2012 provides a limit of a consecutive term of nine (9) years on the tenure of an Independent Director. However, an Independent Director may continue to serve on the Board upon reaching the nine (9)-year limit subject to the Independent Director’s re-designation as a Non-Independent Non-Executive Director. In the event the Board intends to retain the Director as Independent Director after the latter has served a consecutive term of nine (9) years, the Board must justify the decision and seek shareholders’ approval at general meeting. In justifying the decision, the Board is required to assess the candidate’s suitability to continue as an Independent Director based on the criteria adopted by the Board.


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Principle 3 – Reinforce independence of the Board (continued)

Following an assessment by the Board, Datuk Dr Stalin Hardin who has served as Independent Director of the Company for a consecutive term of more than nine (9) years as at the end of the financial year under review, has been recommended by the Board to continue to act as Independent Director, subject to shareholders’ approval at the forthcoming Annual General Meeting of the Company. Key justifications for his recommended continuance as Independent Director are as follows:

• hefulfilsthecriteriaunderthedefinitionofIndependentDirectorasstatedintheListingRequirementsofBursaand,therefore, is able to bring independent and objective judgment to the Board;

• hisexperience in the relevant industriesenableshim toprovide theBoardandAuditCommitteewithpertinentexpertise, skills and competence and his independence judgment will continue to add credence to the Company;

• hehasbeenwiththeCompanylongandthereforeunderstandtheCompany’sbusinessoperationswhichenableshim to contribute actively and effectively during deliberations or discussions at Audit Committee and Board meetings. His long tenure with the Company does not give rise to any conflict of interest and undue influence from interested parties;

• hehasdevotedsufficienttimeandeffortsinattendingAuditCommitteeandBoardmeetings;and

• hehasexercisedduecareduringhistenureasanIndependentDirectoroftheCompanyandhascarriedouthisprofessional duties in the interest of the Company and shareholders.

Principle 4 – Foster Commitment of directors

The Board ordinarily meets at least five (5) times a year, scheduled well in advance. Additional meetings are convened when urgent and important decisions need to be made between scheduled meetings. Board and Board Committees papers, which are prepared by Management, provide the relevant facts and analysis for the convenience of Directors. The meeting agenda, the relevant reports and Board papers are furnished to Directors and Board Committees members at least seven (7) days before the meeting to allow the Directors sufficient time to peruse for effective discussion and decision making during meetings. At the quarterly Board meetings, the Board reviews the business performance of the Group and discusses major operational and financial issues. All pertinent issues discussed at Board meetings in arriving at the decisions and conclusions are properly recorded by the Company Secretaries by way of minutes of meetings.

During the financial year under review, the Board convened six (6) scheduled Board meetings and the details of attendance of each Director are set out below:

Number of Meetings attended

independent directors

YBhg. Dato’ Wee Hoe Soon @ Gooi Hoe Soon (Chairman) (resigned on 18 June 2013) 6 out of 6

Haji Su’ut bin Haji Suhaili (Deputy Chairman) (retired on 1 October 2012) 3 out of 3

YBhg. Datuk Dr Stalin Hardin 5 out of 6

Yeoh Chin Hoe 5 out of 6

executive directors

YBhg. Dato’ Lee Choon Chin (Group Managing Director) 6 out of 6

Jee Hon Chong 5 out of 6

Chew Chin Choong 6 out of 6


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Principle 4 – Foster Commitment of directors (continued)

All proceedings, matters arising, deliberations in terms of the issue discussed, and recommendations made by the Board Committees at the committees’ meetings are recorded in the minutes by the Company Secretaries, confirmed by the Board Committees, signed by the Chairmen of the said committees. All committees’ meetings were attended by the Company Secretaries. Upon invitation, Management representatives were present at the Board Committees’ meetings to provide additional insight into matters to be discussed during the said committee meetings, if so required. The Directors shall devote sufficient time and efforts to carry out their responsibilities. The Board shall obtain this commitment from Directors at the time of their appointment. Each Director is expected to commit time as and when required to discharge the relevant duties and responsibilities, besides attending meetings of the Board and Board Committees.

Thus far, the Board is satisfied with the level of time commitment given by all the Directors in fulfilling their roles and responsibilities as Directors of the Company. This is evidenced by their attendance at the meetings of the Board and the Board Committees. All the Directors hold less than five (5) directorships in public listed companies.

The Board acknowledges that its Directors may be invited to become directors of other companies and that exposure to other organisation can broaden the experience and knowledge of its Directors which may bring benefits to the Group. Directors are therefore at liberty to accept other board appointments so long as such appointments are not in conflict with the business of the Group and do not adversely affect the Directors’ performance and contributions as a member of the Board.

Directors’ Training – Continuing Education Programmes

The Board is mindful of the importance for its members to undergo continuous training to be apprised on changes to regulatory requirements and the impact such regulatory requirements have on the Group, to enable the Directors to sustain their active participation in Board deliberations.

During the financial year under review, the training attended by the Directors includes briefings, seminars and conferences conducted by relevant regulatory authorities and professional bodies as well as internal officers, details of which are appended below:

Title of SeminarMode of Training

Number of day(s) Spent

• InsuranceInsights External Seminar 2 days

• ForensicAccountingPreventing,Detecting&InvestigatingFrauds External Seminar 2 days

• UpdatesontheListingRequirements,CorporateDisclosureGuideandMalaysian Code on Corporate Governance 2012

External Seminar 1 day

• MFRSUpdate2012/2013Seminar External Seminar 1 day

• MFRSUpdates External Seminar 1 day

• BriefingontheMalaysianCodeonCorporateGovernance2012–Challenges and Implications to the Board and Internal Audit Function


• DraftingBoardCharterandTermofReferenceforBoardCommitteeandRole of Nominating Committee for PLCs

External Seminar ½ day

• StatementofInternalControl External Seminar ½ day

The Company Secretaries normally circulate the relevant guidelines on statutory and regulatory requirements from time to time for the Board’s reference and brief the Board on these updates, where applicable. The Group Financial Controller and External Auditors also brief the Board members on any changes to the Malaysian Financial Reporting Standards that affect the Group’s financial statements during the financial year under review. The Directors continue to undergo relevant training programmes to further enhance their skills and knowledge in the discharge of their stewardship role.


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Principle 5 – Uphold integrity in Financial Reporting by the Company

It is the Board’s commitment to present a balanced and meaningful assessment of the Group’s financial performance and prospects at the end of each reporting period and financial year, primarily through the quarterly announcement of Group’s results to Bursa, the annual financial statements of the Group and of the Company as well as the Statement from Group Managing Director and review of the Group’s operations in the Annual Report, where relevant.

The Board is responsible for ensuring that the financial statements give a true and fair view of the state of affairs of the Group and of the Company as at the end of the reporting period and of their results and cash flows for the period then ended.

To assist in its discharge of its duties on financial reporting, the Board has established an Audit Committee, comprising exclusively Non-Executive Directors, all of whom are independent directors, with Mr. Yeoh Chin Hoe as the Audit Committee Chairman. The composition of the Audit Committee, including its roles and responsibilities, are set out in the Audit Committee Report on pages 45 to 49 of this Annual Report. One of the key responsibilities of the Audit Committee in its specific terms of reference is to ensure that the financial statements of the Group and of the Company comply with applicable financial reporting standards in Malaysia and provisions of the Companies Act, 1965. Such financial statements comprise the quarterly financial report announced to Bursa and the annual statutory financial statements.

The Board understands its role in upholding the integrity of financial reporting by the Company. Accordingly, the Audit Committee, which assists the Board in overseeing the financial reporting process of the Company, will adopt a policy for the types of non-audit services permitted to be provided by the external auditors, including the need for the Audit Committee’s approval in writing before such services can be provided by the external auditors.

In assessing the independence of external auditors, the Audit Committee has obtained written assurance from the external auditors, confirming that they and their network firm, engagement partner and audit team’s independence, integrity and objectivity comply with relevant ethical requirements.

In addition, the external auditors, Messrs. KPMG and the audit team are competent in carrying out their work and they have the necessary audit experience in the industry in which WEIDA Group operates. Messrs. KPMG are registered with Audit Oversight Board.

During the financial year under review, the Audit Committee met with the External Auditor twice without the presence of the other Directors and employees of the Group.

Principle 6 – Recognise and Manage Risks of the Group

The Board regards risk management and internal controls as an integral part of the overall management processes. The following represents the key elements of the risk management and internal control structure:

(a) An organisational structure in the Company with formally defined lines of responsibility and delegation of authority;

(b) Review and approval of annual business plan and budget of all major business units by the Board. This plan sets out the key business objectives of the respective business units, the major risks and opportunities in the operations and ensuing action plans;

(c) Quarterly review of the Group’s business performance by the Board, which also covers the assessment of the impact of changes in business and competitive environment;

(d) Active participation and involvement by the Group Managing Director, supported by his fellow Executive Directors in the day-to-day running of the major businesses and regular discussions with senior management personnel on operational issues; and

(e) Monthly financial reporting by the subsidiaries to the holding company.


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Principle 6 – Recognise and Manage Risks of the Group (continued)

Recognising the importance of having risk management processes and practices, the Board is in the advanced stages of formalising a risk management framework to enable Management to identify, evaluate, control, monitor and report to the Board the principal business risks faced by the Group on an ongoing basis, including remedial measures to be taken to address and mitigate the risks.

In line with the MCCG 2012 and the Listing Requirements of Bursa, the Company has established an in-house internal audit function to assess the adequacy and effectiveness of the Group’s governance, risk management and internal control systems. The in-house internal audit function, which reports directly to the Audit Committee, is guided by professional standards promulgated by the Institute of Internal Auditors Inc, a globally recognised professional body for internal auditors. The internal audit function is independent of the activities it audits and the scope of work covered by the internal audit during the financial year under review is provided in the Audit Committee Report of the Company set out on page 51 of this Annual Report.

Principle 7 – ensure Timely and high Quality disclosure

The Board is aware of the need to establish corporate disclosure policies and procedures to enable comprehensive, accurate and timely disclosures relating to the Company and its subsidiaries to be made to the regulators, shareholders and stakeholders.

The Board is currently looking into formalising corporate disclosure policies and procedures to facilitate the disclosure of material information in a timely manner.

Principle 8 – Strengthen Relationship between the Company and its Shareholders

(i) Shareholder participation at general meeting

The Annual General Meeting (“AGM”), which is the principal forum for shareholder dialogue, allows shareholders to review the Group’s performance via the Company’s Annual Report and pose questions to the Board for clarification. At the AGM, shareholders participate in deliberating resolutions being proposed or on the Group’s operations in general. At the last AGM, a question and answer session was held where the Chairman of the meeting invited shareholders to raise questions with responses from the Board and Senior Management. The Notice of AGM is circulated at least twenty-one (21) days before the date of the meeting to enable shareholders to go through the Annual Report and papers supporting the resolutions proposed. All the resolutions set out in the Notice of the last AGM were put to vote by show of hands and duly passed. The outcome of the AGM is announced to Bursa on the same meeting day.

The shareholders were informed of their rights to demand a poll vote at the commencement of the general meetings. The Board will evaluate the feasibility of carrying out electronic polling at its general meetings in future.

The Chairman will declare the outcome of each resolution after proposal and secondment are done by the shareholders. Shareholders are also given the opportunity to put forward their questions on the proposed resolutions. The Board is of the view that with the current level of shareholders’ attendance at general meetings, voting by show of hands continues to be efficient.

(ii) Communication and engagement with shareholders and prospective investors

The Board recognises the importance of being transparent and accountable to the Company’s shareholders and prospective investors. The various channels of communications are through meetings with institutional shareholders and investment communities, 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 at www.weida.com.my where shareholders and prospective investors can access corporate information, annual reports, press releases, financial information and announcements of the Company. To maintain a high level of transparency and to effectively address any issues or concerns, the Group has a dedicated electronic mail, i.e. [email protected] to which stakeholders can direct their queries or concerns.

YBhg. Datuk Dr Stalin Hardin is the Senior Independent Director duly identified by the Board to whom concerns or queries concerning the Weida Group may be conveyed to.


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COMPLiaNCe STaTeMeNT

With the introduction of the MCCG 2012, the Board remains committed to inculcating good corporate governance for the Group. Although MCCG 2012 has only been recently issued during the financial year ended 31 March 2013, the Group has complied with MCCG 2012 except for those non-compliances disclosed in this Statement. The Group will continue to endeavour to comply with all the key principles and recommendations of MCCG 2012 where the Board deems appropriate, in its effort to observe high standards of transparency, accountability and integrity.

STaTeMeNT ON NOMiNaTiNG COMMiTTee aCTiViTieS

The primary function of the Nominating Committee is to recommend candidates for all directorships to be filled for the consideration of the Board. This involves identification and evaluation of candidates for directorships, interviewing or meeting up with candidates by Board members, deliberation by the Nominating Committee and recommendations by the Nominating Committee to the Board. The Nominating Committee met twice during the financial year under review. The meetings were attended by all its members who are Independent Directors.

Each year, the Nominating Committee assess the effectiveness of the Board and Board Committees, contributions and performance of each individual Director, as well as the Group Financial Controller and the independence of the Independent Directors. In addition, the Nominating Committee also assessed the Directors who are due for retirement and re-appointment and made the necessary recommendations to the Board for deliberations and decision makings. It also ensures an appropriate framework and plan for the Board and management succession for the Group.

The Nominating Committee reviews annually and recommends to the Board the structure, size, balance and composition of the Board and Board Committees. This requires a review of the required mix of skills and experience including core competencies which Independent Directors should bring to the Board and other qualities for the Board to function effectively and efficiently. Thereafter, the Board carries out its own assessment of the recommendations made by the Nominating Committee and determines the appointments to be made.

This Statement is issued in accordance with a resolution of the Board of Directors dated 20 August 2013.


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additional ComplianCe information

The following information is presented in compliance with the Main Market Listing Requirements:

Utilisation of Proceeds from Corporate Proposal

There were no proceeds raised from any corporate proposals during the financial year under review.

Share Buy-Back

At the Extraordinary General Meeting of WEIDA held on 13 February 2007, the Directors obtained the shareholders’ approval for the Company to purchase and/or hold its own shares of up to ten percent (10%) of its total issued and paid-up share capital of the Company (“Share Buy-Back Authority”). The Share Buy-Back Authority was renewed at the subsequent Annual General Meetings.

During the financial year ended 31 March 2013, a total of 200 ordinary shares of RM0.50 each of the Company were purchased pursuant to the Share Buy-Back Authority. All the shares purchased are currently retained as treasury shares. None of the shares purchased has been resold or cancelled.

A monthly breakdown of the shares bought back during the financial year ended 31 March 2013 is set out below:

MonthNo. of Shares

Purchased

Purchase Price average Price Paid

Total Consideration Paidhighest Lowest

RM RM RM RM

May 2012

November 2012

100

100

0.960

1.490

0.960

1.490

0.960

1.490

96.00

149.00

Options and Convertible Securities

There were no exercise of options and convertible securities during the financial year under review.

depository Receipt Programme

During the financial year under review, the Company did not sponsor any depository receipt programme.

Sanctions and/or Penalties

There were no sanctions and/or penalties imposed on the Company and its subsidiaries, Directors or Management by the relevant regulatory bodies during the financial year ended 31 March 2013.

Non-audit Fees

The total amount of non-audit fees incurred for services comprising tax compliance and advisory services, review of internal control statement, review of compilation of realised and unrealised profits, etc, rendered to the Company and its subsidiaries for the financial year ended 31 March 2013 by the Company’s external auditors, Messrs. KPMG, and a firm or corporation affiliated to Messrs. KPMG amounted to RM357,833. Variance in Profit estimate, Forecast or Projection

There were no profit estimate, forecast or projection been announced by the Company during the financial year under review.

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additional ComplianCe information

Variance in Results

There was no significant variance between the results for the financial year ended 31 March 2013 and the unaudited results previously released by the Company.

Profit Guarantee

No profit guarantee had been received by the Company in respect of the financial year under review.

Material Contracts involving directors/Major Shareholders’ interests

There were no material contracts entered by the Group involving Directors’ and major shareholders’ interests subsisting at the end of the financial year under review or entered into since the end of the previous financial year.

Recurrent Related Party Transactions (“RRPT”) of Revenue Nature

During the financial year ended 31 March 2013, no shareholder mandate was obtained for the RRPT.

disclosure of Realised and Unrealised Profits or Losses

The breakdown of the realised and unrealised profits as at 31 March 2013 are disclosed in Note 38 to the financial statements for the financial year ended 31 March 2013, as outlined on page 181 of this Annual Report.

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Statement of direCtorS’ reSponSiBilitieS

The Directors are required under the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, to issue a statement explaining their responsibility for preparing the financial statements.

The Directors are also required by the Companies Act, 1965 (“the Act”) to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the Company and of the Group at the end of the financial year and the results and cash flows of the Company and of the Group for the financial year then ended.

As required by the Act, the financial statements have been prepared in accordance with the Malaysian Financial Reporting Standards, International Financial Reporting Standards and the provisions of the Act. The Directors have considered that in preparing the financial statements for the financial year ended 31 March 2013 as set out on pages 64 to 181 of this Annual Report, appropriate accounting policies have been adopted and are consistently applied and supported by reasonable and prudent judgements and estimates.

The Directors have responsibility to ensure the Company and the Group maintain proper accounting records which disclose with reasonable accuracy, the financial position and performance of the Company and the Group, and to enable them to ensure the financial statements comply with the Act. The Directors have overall responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and the Group and to prevent and detect fraud and other irregularities.

FOR PREPARING THE ANNUAL FINANCIAL STATEMENTS

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report of tHe auDit committee

COMPOSiTiON OF aUdiT COMMiTTee

The Audit Committee (“the Committee”) comprises the following Directors:

Chairman: Yeoh Chin Hoe (Independent Director)(appointed as Chairman on 7 November 2012)

Members: Dato’ Gooi Hoe Soon (Independent Director)(appointed on 7 November 2012)(resigned on 18 June 2013)

YBhg. Datuk Dr Stalin Hardin (Senior Independent Director)(re-designated from Chairman to member on 7 November 2012)

Mr. Yeoh Chin Hoe is a member of the Malaysian Institute of Accountants and two (2) other associations of accountants specified in Part II of the First Schedule of the Accountants Act 1967. All members of the Committee are financially literate.

During the financial year ended 31 March 2013, the training programmes attended by some of the Committee’s members are as follows:

Title of Seminar Mode of TrainingNumber of day(s)

Spent

• Briefing on the Malaysian Code on Corporate Governance 2012 –ChallengesandimplicationstotheBoard&InternalAuditFunction


• InsuranceInsights External Seminar 2 days

• StatementonInternalControl External Seminar ½ day

SUMMaRY OF The TeRMS OF ReFeReNCe

1. Membership

The Committee shall be appointed by the Board of Directors from amongst their number and shall consist of not less than three (3) members. All the Committee members must be Non-Executive Directors, with a majority of them being Independent Directors. No Alternate Director shall be appointed as a member of the Committee.

At least one (1) member of the Committee:

(a) must be a member of Malaysian Institute of Accountants (“MIA”); or

(b) if he is not a member of the MIA, he must have at least three (3) years of working experience and:

• hemusthavepassedtheexaminationsspecifiedinPartIoftheFirstScheduleoftheAccountantsAct1967; or

• hemustbeamemberofone(1)oftheassociationsofaccountantsspecifiedinPartIIoftheFirstScheduleof the Accountants Act 1967; or

(c) fulfils such other requirements as prescribed or approved by Bursa Malaysia Securities Berhad (“Bursa Malaysia”).

If membership of the Committee for any reason falls below three (3) members, the Board of Directors shall, within three (3) months of that event, appoint such number of new members as may be required to fulfil the minimum requirement.

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SUMMaRY OF The TeRMS OF ReFeReNCe (continued)

2. Chairman

The Chairman of the Committee shall be an Independent Director appointed by the Board of Directors. In the absence of the Chairman of the Committee, members present at the meeting shall elect one (1) of them to chair the meeting.

3. Secretary

The Secretary to the Committee shall be any one (1) of the Joint Company Secretaries.

In the absence of the Secretary at the meeting, the members present at the meeting shall elect any other person as the Secretary of the meeting.

4. Quorum

A quorum of a meeting of the Committee shall consist of a majority of Independent Directors and shall not be less than two (2) Independent Directors. For purpose of determining whether the quorum for the transaction of the business of the Committee exists in the case of a meeting of Committee, in addition to the members present at the meeting, any member in telephonic communication with such meeting shall be counted in the quorum.

5. Meetings and Minutes

The Committee shall hold at least four (4) meetings a year. Additional meetings may be held as and when necessary, upon request by any Committee member, the Management, Internal or External Auditors. Internal Auditors, the Group Financial Controller and Group Accountant are normally invited to attend the meetings. Other members of the Board of Directors, employees and representatives of External Auditors shall attend the meetings upon the invitation of the Committee.

Notice of any meeting of the Committee may be given by telephone or facsimile and the contemporaneous linking together by telephone or such other electronic communication of a number of the members being not less than the quorum shall be deemed to constitute a meeting of the Committee wherever in the world they are, as long as :

(a) the quorum of Committee is met;

(b) at the commencement of the meeting each member acknowledges the presence thereof to all the other members taking part and such participation shall be deemed to be present in person;

(c) each of the members taking part is able to hear each of them, subject as hereinafter mentioned throughout the meeting;

(d) the members present at the commencement of the meeting do not leave the meeting by disconnecting the telephone, but the meeting shall be deemed to have been conducted validly notwithstanding that a member’s telephone is accidentally disconnected during the meeting and the proceedings thereof shall be deemed to be as valid as if the telephone had not been disconnected;

(e) all information and documents are made equally available to all participants prior to or at/during the meeting; and

(f) minutes of the proceedings shall be sufficient evidence thereof and of the observance of all necessary formalities if signed and certified by the Chairman.

Notice of meeting and board papers shall be given to all members of the Committee at least 14 days and seven (7) days respectively before the date of meeting.

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5. Meetings and Minutes (continued)

The Secretary shall discuss with the Senior Management on the agenda item. The final agenda for the meeting will be approved by the Committee’s Chairman or in his absence, by any one (1) of the Committee’s members. The Secretary will inform/remind the relevant head of department to submit their report/materials on presentation to him/her at least eight (8) days before the date of meeting. In the case where the subject matter/agenda item is sensitive or otherwise confidential or in a state of flux, the report/materials/paper shall be directly circulated/presented at the meeting.

The decision of the Committee shall be decided by a majority of votes. In the case of an equality of votes, the Chairman shall have a second or casting vote, provided that where two (2) members form a quorum, the Chairman of a meeting at which only such a quorum is present, or at which only two (2) Directors are competent to vote on the question in issue, the Chairman shall not have a casting vote.

Minutes of each meeting shall be signed by the Chairman of the meeting at which the proceedings were held or by the Chairman of the next succeeding meeting and shall be accepted as prima facie evidence without further proof of the facts stated therein. Such minutes of meetings shall be kept by the Secretary and distributed to each member of the Committee. The Chairman of the Committee shall report on each meeting to the Board of Directors from time to time.

A resolution in writing signed by all members of the Committee shall be deemed to have been passed at a meeting held on a date on which it was signed by the last member of the Committee.

6. authority

The Committee is authorised by the Board of Directors to:

(a) investigate any activity within its terms of reference and shall have unrestricted access to all employees of the Group;

(b) have the resources in order to perform its duties as set out in its terms of reference;

(c) have full and unrestricted access to information pertaining to the Group;

(d) have direct communication channels with the Internal and External Auditors;

(e) obtain external legal or other independent professional advice as necessary; and

(f) convene meetings with the Internal Auditors, External Auditors or both, excluding the attendance of other Directors and employees of the Group at least twice a year.

Notwithstanding anything to the contrary hereinbefore stated, the Committee does not have executive powers and shall report to the Board of Directors on matters considered and its recommendations thereon, pertaining to the Group.

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7. Responsibility

Where the Committee is of the view that a matter reported by it to the Board of Directors has not been satisfactorily resolved resulting in a breach of the Main Market Listing Requirements, the Committee has the responsibility to promptly report such matter to Bursa Malaysia Securities Berhad.

8. Functions and duties

The duties of the Committee are to:

(a) consider the appointment or re-appoint, nomination, resignation and dismissal of External Auditors and the audit fee;

(b) review the nature and scope of audit plans prepared by the Internal and External Auditors;

(c) review the audit reports prepared by the Internal and External Auditors, the major findings and management’s responses thereto;

(d) discuss problems and reservations arising from the interim and final audits, and any matter the external auditors may wish to bring up;

(e) review the quarterly and annual financial statements of the Company and the Group, primarily focusing on the matters set out below, before submission to the Board:

• implementationofmajoraccountingpolicychanges;• significantandunusualevents;and• compliancewithaccountingandfinancialreportingstandards,andlegalrequirements.

(f) review the internal audit programme, processes, the results of the internal audit programme and to consider the internal audit reports, major findings and management’s responses thereto on any internal investigations carried out by the Internal Auditors and ensure that appropriate action is taken by management in respect of the audit observations and the Committee’s recommendations;

(g) review the auditors’ evaluation of the system of internal controls;

(h) review the scope, functions, competency and resources of the Internal Audit Department and whether it has the necessary authority to carry out its work;

(i) review any appraisal or assessment of the performance of the staff in the Internal Audit Department;

(j) approve appointment or termination of senior executives in the Internal Audit Department;

(k) be informed of any resignation of executives in the Internal Audit Department and to provide the resigning executive an opportunity to submit his or her reason for resigning;

(l) review the assistance given by the Company and the Group’s employees to the auditors;

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8. Functions and duties (continued)

(m) review related party transactions and conflict of interest situation that may arise within the Company and the Group including any transactions, procedure or cause of conduct that raises questions of management integrity;

(n) review any letter of resignation from the External Auditors of the Group;

(o) review whether there is reason (supported by grounds) to believe that the Group ‘s External Auditors is not suitable for re-appointment;

(p) to establish and review policies and procedures to assess the suitability and independence of External Auditors; and

(q) perform such other functions as may be agreed to by the Committee and the Board of Directors.

MeeTiNGS aNd aTTeNdaNCe

During the financial year ended 31 March 2013, the Committee held five (5) meetings which were attended by the members as follows:

Number of Meetings attended

Yeoh Chin Hoe 5 out of 5

YBhg. Dato’ Wee Hoe Soon @ Gooi Hoe Soon(appointed on 7 November 2011)(resigned on 18 June 2013)

2 out of 2

YBhg. Datuk Dr Stalin Hardin 4 out of 5

The Group Managing Director, an Executive Director, Group Financial Controller and some other senior Finance Department personnel, External and Internal Auditors attended some of these meetings upon invitation by the Committee. All proceedings, matters arising and deliberations in terms of the issues discussed, and recommendations of the Committee are recorded in the minutes by the Company Secretaries, confirmed by the Committee and signed by the Committee Chairman or Chairman of the meeting. All the Committee meetings were attended by one (1) or both of the two (2) Company Secretaries. The Chairman of the Committee reports on the main findings and deliberations of the Committee’s meetings as well as its recommendation to the Board of Directors.

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SUMMaRY OF aCTiViTieS

The Committee, had in line with its terms of reference, carried out the following activities in the discharge of its functions and duties during the financial year ended 31 March 2013:

(a) reviewed the quarterly financial results and annual audited financial statements of the Group prior to submission to the Board of Directors for consideration and approval;

(b) reviewed the comparison of the Group’s actual results against budgeted results on a quarterly basis;

(c) reviewed the annual audit planning memorandum of External Auditors;

(d) reviewed and deliberated on the External Auditors’ reports in relation to the statutory audit and issues arising from the audit;

(e) reviewed and approved the annual Internal Audit plan and updates thereof prepared by the Internal Audit Department;

(f) reviewed and deliberated the Internal Audit reports presented by the Internal Audit Department on findings, recommendations (incorporating Management’s response) and action plans with persons responsible and a time frame for implementation of the recommendations;

(g) reviewed the related party transactions and conflict of interest situations that may arise within the Group including any transaction, procedure or course of conduct that raises questions of Management integrity prior to submission to the Board of Directors for ratification, consideration and approval;

(h) reviewed the adequacy of the disclosure on related party transactions entered into by the Group in the quarterly and annual reports of the Company;

(i) reviewed the changes and implementation of Company policies prior to recommendation to the Board of Directors for approval;

(j) met with Internal and External Auditors twice, excluding the attendance of the other Directors and employees of the Group;

(k) considered the re-appointment of External Auditors, as well as their remuneration;

(l) reviewed the manpower resources for Internal Audit Department; and

(m) reviewed the Report of the Committee and Internal Control Statement for disclosure in annual report 2012 prior to submission to the Board of Directors for its approval.


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iNTeRNaL aUdiT FUNCTiON

The Group has an Internal Audit Department (“IAD”) which assists the Committee in the effective discharge of its duties and responsibilities. The Internal Audit Charter sets out the purpose, responsibility, scopes, independence and authority of the IAD. The internal audit function adopt a risk-based audit approach in planning and conducting audits by focusing on key risk areas.

The principal responsibility of the IAD is to undertake regular and systematic reviews of the system of internal controls, recommending cost-effective measures to mitigate these risks, enhance operational efficiency and implementation of sound governance processes. It is independent of the activities it audits.

In attaining these objectives, the scopes of activities of the IAD include the following:

(a) review and appraise the soundness, adequacy and application of the system of internal controls and recommend improvements thereon;

(b) ascertain the extent of compliance with established policies, procedures and statutory requirements;

(c) appraise the reliability, integrity and usefulness of financial and management information developed;

(d) review the controls for safeguarding assets and as appropriate, verify the existence of assets;

(e) carry out special reviews and investigations requested by the Committee and Board of Directors; and

(f) identify ways and opportunities to improve the effectiveness and efficiency of the operations and processes of the Group.

During the financial year under review, the Senior Internal Audit Executive reports directly to the Committee and is tasked to provide reasonable assurance to the Committee on the effectiveness of the risk management, internal control and governance processes within the Group.

The IAD has, during the financial year ended 31 March 2013, carried out planned audits on the significant operations of the Group based on assessed risks. The Internal Audit Reports on the adequacy of controls and extent of compliance to internal financial policies and operational procedures were deliberated on by the Committee and recommendations were duly acted upon by the Management.

The total costs incurred for the IAD during the financial year ended 31 March 2013 amounted to RM108,193.

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internal control Statement

iNTROdUCTiON

The Board of Directors (the “Board”) of Weida (M) Bhd is committed to maintaining a sound system of risk management and internal control in the Group and is pleased to provide the following Internal Control Statement (the “Statement”), which outlines the nature and scope of risk management and internal control of the Group during the financial year ended 31 March 2013. For the purpose of disclosure, this Statement takes into account the Guidelines for Directors of Listed Issuers (“Guidelines”) issued by Bursa Malaysia Securities Berhad (“Bursa Securities”) on the issuance of Internal Control Statement pursuant to Paragraph 15.26(b) of the Main Market Listing Requirements.

Board Responsibility

The Board recognises the importance of maintaining a sound system of internal control and the proper management of risks affecting the Group’s operations in order to safeguard shareholders’ investments. Accordingly, the Board affirms its overall responsibility for the Group’s system of internal control and risk management, and for reviewing the operating adequacy and effectiveness of the said system. The system covers not only financial but operational and compliance risks and the relevant controls designed to manage the said risks. In view of the limitations inherent in any system of risk management and internal controls, the system is designed to manage, rather than eliminate, the risk of failure to achieve the Group’s business and corporate objectives. The system can therefore only provide reasonable, but not absolute assurance, against material misstatement or loss.

The Board has in place an on-going process for identifying, evaluating and managing the significant risks faced by the Group. The Board, through its Audit Committee, periodically reviews the results of this process, including mitigating measures taken by Management to address areas of key risks as identified. This process has been in place for the financial year under review and up to the date of approval of this Statement for inclusion in the Annual Report of the Company.

Risk Management Framework

Risk management is firmly embedded in the Group’s key processes, and is in the advanced stages of being formalised into an Enterprise Risk Management framework, in line with Recommendation 6.1 of the Malaysian Code on Corporate Governance 2012 (“MCCG 2012”). This framework includes a risk management process which is on-going and results in the compilation of a Group Risk Profile with specific risk registers of each company in the Group as well as action plans for mitigating the identified risks. Upon finalisation of the framework and adoption of the same by the Board, the Group Risk Profile and the risk register will thereof include the following risk information:

(a) the principal risks faced by the Group under appropriate risk categories, levels and sub-levels;

(b) the likelihood of risks crystallising and the resulting impact thereof; and

(c) the internal controls deployed by Management to address those risks.

For each of the risks identified, designated personnel of the companies in the Group will be assigned to ensure appropriate risk response actions are carried out in a timely manner.

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internal audit Function

The Audit Committee evaluates the in-house internal audit function to assess its effectiveness in the discharge of its responsibilities. The internal audit function provides assurance to the Audit Committee through the execution of internal audit based on a risk-based internal audit plan approved by the Audit Committee before commencement of work. Its scope of works includes periodic reviews and evaluation of operational and financial controls for operations within the strategic business units of the Group. The in-house internal audit function is independent of the activities it audits.

Observations from internal audit carried out are presented, together with Management’s response and proposed action plans, to the Audit Committee. The internal audit function also follows up and reports to the Audit Committee on the status of implementation of action plans by Management on the recommendations highlighted in the internal audit reports, especially on areas where material internal control deficiencies or lapses have been noted. The Audit Committee considers reports from the internal audit function and comments from Management, before presenting summaries of the report to the Board of Directors on a quarterly basis or earlier as appropriate. Further details of the activities of the internal audit function are provided in the Report of the Audit Committee.

internal Control Framework

The key elements of the Group’s internal control system are described below:

(a) Limits of authority and responsibility

Clearly defined and documented lines and limits of authority, responsibility and accountability have been established through the relevant charters/terms of reference, organisational structures and appropriate authority limits. These enhance the Group’s ability to achieve its strategies and operational objectives. The corporate structure further enhances the ability of each subsidiary or division, as the case may be, to focus on its assigned core or support functions within the Group;

(b) Written policies and procedures

Clearly defined internal policies and procedures as set out in the Group’s Policies and Procedures covering various operational aspects are regularly updated to reflect changing risks or to address operational deficiencies. These help to enable internal control principles and mechanisms to be embedded in the operations within the Group; and

(c) Planning, monitoring and reporting

• thereisanestablishedstrategicplanningandbudgetingprocess,requiringallfunctionalunitstopreparetheannual strategic plan, capital and operating expenditure budgets for discussion and approval by the Board;

• majorcapitalexpenditureandassetdisposalsareappraisedandapprovedbytheBoardaswellastheboardsof directors of subsidiaries;

• theAuditCommitteereviewstheGroup’squarterlyfinancialperformance,togetherwithManagement,whichis subsequently reported to the Board;

• comprehensive information, which includes monthly management reports covering all key financial andoperational indicators, is provided to Senior Management for the monitoring of performance against strategic plan;

• areportingsystemgeneratesmonthlyperformanceandvariancereportsforreviewbyManagementandactionsto be taken, where necessary;

• managementmeetingsareheldregularlytoidentify,discussandresolvestrategic,operational,financialandkey management issues;


54 weida (M) Bhd (504747-W)

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internal Control Framework (continued)

(c) Planning, monitoring and reporting (continued)

• periodicvisitstooperatingunitsbymembersoftheBoardandSeniorManagement.

• writtendeclarationbyallemployeesconfirmingtheiragreementtoabidebytheGroup’scodeofconductandethics as contained in the Employee’s Handbook is in place to support the business objectives; and

• sufficientinsurancecoverageandphysicalsafeguardsovermajorassetsareinplacetoensurethattheassetsof the Group are adequately covered against calamities and/or theft that may result in material losses to the Group.

assurance Provided by the Group Managing director and Group Financial Controller

The Group Managing Director and Group Financial Controller have provided assurance to the Board in writing stating that the Group’s internal control system has operated adequately and effectively, in all material aspects, to meet the Group’s objectives during the financial year under review.

The Board is of the view that the internal control system is satisfactory and have not resulted in any material losses, contingencies or uncertainties that would require disclosure in the Group’s annual report. The Board continues to take pertinent measures to sustain and, where required, to improve the Group’s risk management activities and internal control system in meeting the Group’s strategic objectives.

Pursuant to paragraph 15.23 of the Main Market Listing Requirements of Bursa Securities, the external auditors have reviewed this Statement for inclusion in the Annual Report of the Group for the financial year ended 31 March 2013 and reported to the Board that nothing has come to their attention that caused them to believe that the statement is inconsistent with their understanding of the processes adopted by the Board in reviewing the adequacy and integrity of the system of internal control.

This Statement is issued in accordance with a Board resolution dated 20 August 2013.


201356 DIRECTORS’ REPORT

61 STATEMENT BY DIRECTORS

61 STATUTORY DECLARATION

62 INDEPENDENT AUDITORS’ REPORT

64 STATEMENTS OF FINANCIAL POSITION

66 STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

68 STATEMENTS OF CHANGES IN EQUITY

71 STATEMENTS OF CASH FLOWS

74 NOTES TO THE FINANCIAL STATEMENTS

Financial StatementS

56 weida (M) Bhd (504747-W)

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DirectorS’ RepoRt

The Directors have pleasure in submitting their report and the audited financial statements of the Group and of the Company for the financial year ended 31 March 2013.

PrinciPal activities

The Company is principally engaged in investment holding and the provision of management services to its subsidiaries while the principal activities of the subsidiaries are as stated in Note 6 to the financial statements. Save for the disposal and cessation of operations of the oil palm plantation division of the Group, there has been no significant change in the nature of these activities during the financial year.

results

Group company

rM rM

Profit/(Loss) for the financial year attributable to:

Owners of the Company 50,772,355 131,591,116

Non-controlling interests (24,299,624) -

26,472,731 131,591,116

dividends

Since the end of the previous financial year, the Company paid a first and final dividend of 4.00 sen per ordinary share of RM0.50 each less tax at 25% totalling RM3,806,854 (equivalent to 3.00 sen net per ordinary share) in respect of the financial year ended 31 March 2012 on 22 November 2012.

The Directors are recommending the following dividends in respect of the financial year ended 31 March 2013, to be paid once approved by shareholders at the forthcoming Annual General Meeting:

a) a first and final dividend of 4.00 sen per ordinary share of RM0.50 each less tax at 25% totalling RM3,806,848 (equivalent to 3.00 sen net per ordinary share); and

b) a special dividend of 1.50 sen per ordinary share of RM0.50 each less tax at 25% totalling RM1,427,568 (equivalent to 1.13 sen net per ordinary share).

reserves and Provisions

There were no material transfers to or from reserves and provisions during the financial year under review.

FOR THE FINANCIAL YEAR ENDED 31 MARCH 2013

57weida (M) Bhd (504747-W)

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DirectorS’ RepoRt

directors of the coMPany

Directors who served since the date of the last report are:

Dato’ Lee Choon ChinDatuk Dr Stalin HardinJee Hon ChongChew Chin ChoongYeoh Chin Hoe Tuan Haji Su’ut Bin Haji Suhaili (retired on 1.10.2012)Dato’ Wee Hoe Soon @ Gooi Hoe Soon (resigned on 18.6.2013)

directors’ interests in shares

The interests of the Directors (including where applicable the interests of their spouses or children who themselves are not Directors of the Company) in the shares of the Company and of its related corporations (other than wholly owned subsidiaries) at the financial year end as recorded in the Register of Directors’ Shareholdings are as follows:

<------- number of ordinary shares of rM0.50 each ------->

at 1.4.2012 Bought sold at 31.3.2013

Shareholdings in the Company in which Directors have direct interests

Dato’ Lee Choon Chin 7,074,242 - - 7,074,242

Datuk Dr Stalin Hardin 33,334 - - 33,334

Jee Hon Chong 3,090,776 - (1,326,000) 1,764,776

<------------------- number of ordinary shares ------------------->

Par value at 1.4.2012 Bought sold at 31.3.2013

Shareholdings in which Dato’ Lee Choon Chin has deemed interests

The Company * RM0.50 26,048,974 - - 26,048,974

Subsidiaries

Weidaya Sdn. Bhd. ** RM1.00 350,000 - - 350,000

Weida Environmental Technology Sdn. Bhd. ** RM1.00 56,000 - - 56,000

Sar-Alam Indah Sdn. Bhd. ** RM1.00 580,000 - - 580,000

UTIC Services Sdn. Bhd. ** RM1.00 1,358,000 - - 1,358,000

UTIC Industries Sdn. Bhd. ** RM1.00 2 - - 2

Weidasar Engineering Sdn. Bhd. ** RM1.00 640,000 - - 640,000

Renexus-Weida Sdn. Bhd. ** RM1.00 312,840 - - 312,840


58 weida (M) Bhd (504747-W)

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<------------------- number of ordinary shares ------------------->

Par value at 1.4.2012 Bought sold at 31.3.2013

Shareholdings in which Dato’ Lee Choon Chin has deemed interests (continued)

Bumi Suria Ventures Sdn. Bhd. ** RM1.00 7,500,000 - (7,500,000)^ -

Weida (B) Sdn. Bhd.** BND1.00 24,999 - - 24,999

Weida Philippines Inc. ** PHP1.00 8,407,277 - - 8,407,277

LIPP Biogas (Malaysia) Sdn. Bhd. ** RM1.00 640,000 - - 640,000

Hydro Solutions Sdn. Bhd. ** RM1.00 2 - - 2

Loyal Paragon Sdn. Bhd. ** RM1.00 2 2,249,998 - 2,250,000

Weida Bioenergy Sdn. Bhd. (formerly known as Nicoplex Sdn. Bhd.) ** RM1.00 - 1,000,000 - 1,000,000

Weida Water (ADRA) Sdn. Bhd. ** RM1.00 51,000 - - 51,000^^ BND = Brunei DollarPHP = Philippine Peso

* Deemed interest by virtue of his substantial interest in Weida Management Sdn. Bhd..** Deemed interest by virtue of his substantial interest in Weida (M) Bhd..^ Disposed of during the current financial year.^^ In the process of de-registration by the Companies Commission of Malaysia.

Save as disclosed, none of the Directors had any interest in the shares of the Company and of its related corporations during and at the end of the financial year.

directors’ Benefits

Since the end of the previous financial year, no Director of the Company has received nor become entitled to receive any benefit (other than a benefit included in the aggregate amount of 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, other than certain Directors who have significant financial interests in companies which traded with certain companies in the Group in the ordinary course of business (see also Note 37 to the financial statements).

There were no arrangements during and at the end of the financial year which had the object of enabling Directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate.

issue of shares and deBentures

There was neither change in the authorised, issued and paid-up capitals of the Company, nor issuances of debentures by the Company, during the financial year.

DirectorS’ RepoRtFOR THE FINANCIAL YEAR ENDED 31 MARCH 2013

directors’ interests in shares (continued)

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oPtions Granted over unissued shares

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

other statutory inforMation

Before the financial statements of the Group and of the Company were made out, the Directors took reasonable steps to ascertain that:

i. all known bad debts have been written off and adequate provision made for doubtful debts, and

ii. any current assets which were unlikely to be realised in the ordinary course of business have been written down to an amount which they might be expected so to realise.

At the date of this report, the Directors are not aware of any circumstances:

i. that would render the amount written off for bad debts, or the amount of the provision for doubtful debts, in the Group and in the Company inadequate to any substantial extent, or

ii. that would render the value attributed to the current assets in the financial statements of the Group and of the Company misleading, or

iii. which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate, or

iv. not otherwise dealt with in this report or the financial statements, that would render any amount stated in the financial statements of the Group and of the Company misleading.

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

i. any charge on the assets of the Group or of the Company that has arisen since the end of the financial year and which secures the liabilities of any other person, or

ii. any contingent liability in respect of the Group or of the Company that has arisen since the end of the financial year.

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

In the opinion of the Directors, except for gains of RM59,876,305 and RM127,177,929 arising from the disposal of the oil palm plantation division of the Group and of investment in subsidiaries of the Company respectively as disclosed in Notes 23 and 33 (iv) to the financial statements, the financial performance of the Group and of the Company for the financial year ended 31 March 2013 has not been substantially affected by any item, transaction or event of a material and unusual nature nor has any such item, transaction or event occurred in the interval between the end of that financial year and the date of this report.


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auditors

The auditors, Messrs KPMG, have indicated their willingness to accept re-appointment.

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

datuk dr stalin hardin

dato’ lee choon chin

Kuching,

Date: 31 July 2013


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In the opinion of the Directors,

(a) the financial statements set out on pages 64 to 180 are drawn up in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as of 31 March 2013 and of their financial performance and cash flows for the financial year then ended, and

(b) the information set out in Note 38 on page 181 to the financial statements has been compiled in accordance with the Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosures Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of Accountants, and presented based on the format prescribed by Bursa Malaysia Securities Berhad.

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

datuk dr stalin hardin dato’ lee choon chin

Kuching,

Date: 31 July 2013

I, wang tin ngee, the officer primarily responsible for the financial management of Weida (M) Bhd., do solemnly and sincerely declare that the financial statements set out on pages 64 to 181 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 in Kuching in the State of Sarawak on 31 July 2013 wanG tin nGee

Before me:

chiaM yen kwanGNo: Q108Commissioner of Oaths

Statement by DiRectoRs

Statutory DeclaRation

PURSUANT TO SECTION 169(15) OF THE COMPANIES ACT, 1965

PURSUANT TO SECTION 169(16) OF THE COMPANIES ACT, 1965

62 weida (M) Bhd (504747-W)

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rePort on the financial stateMents

We have audited the financial statements of Weida (M) Bhd., which comprise the statements of financial position as at 31 March 2013 of the Group and of the Company, and statements of profit or loss and other comprehensive income, changes in equity and cash flows of the Group and of the Company for the financial year then ended, and notes, comprising a summary of significant accounting policies and other explanatory information, as set out on pages 64 to 180.

Directors’ Responsibility for the Financial Statements

The Directors of the Company are responsible for the preparation of financial statements so as to 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 they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditors’ Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s preparation of financial statements that give a true and fair view 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 entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements give a true and fair view of the financial position of the Group and of the Company as of 31 March 2013 and of their financial performance and cash flows for the financial year then ended in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia.

rePort on other leGal and reGulatory requireMents

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

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

b) We have considered the accounts and the auditors’ reports of all the subsidiaries of which we have not acted as auditors as indicated in Note 6 to the financial statements.

inDepenDent auDitoRs’ RepoRtTO THE MEMBERS OF WEIDA (M) BHD(Company No. 504747-W)(Incorporated in Malaysia)

63weida (M) Bhd (504747-W)

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rePort on other leGal and reGulatory requireMents (continued)

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

d) The audit reports on the accounts of the subsidiaries did not contain any qualification or any adverse comment made under Section 174(3) of the Act.

other rePortinG resPonsiBilities

Our audit was made for the purpose of forming an opinion on the financial statements taken as a whole. The information set out in Note 38 on page 181 to the financial statements has been compiled by the Company as required by the Bursa Malaysia Securities Berhad Listing Requirements and is not required by the Malaysian Financial Reporting Standards and International Financial Reporting Standards. We have extended our audit procedures to report on the process of compilation of such information. In our opinion, the information has been properly compiled, in all material respects, in accordance with the Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosures Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of Accountants and presented based on the format prescribed by Bursa Malaysia Securities Berhad.

other Matters

As stated in Note 34 to the financial statements, Weida (M) Bhd. adopted Malaysian Financial Reporting Standards and International Financial Reporting Standards on 1 April 2012 with a transition date of 1 April 2011. These standards were applied retrospectively by the Directors to the comparative information in these financial statements, including the statements of financial position as at 31 March 2012 and 1 April 2011, and the statements of profit or loss and other comprehensive income, changes in equity and cash flows for the financial year ended 31 March 2012 and related disclosures. We were not engaged to report on the comparative information that is prepared in accordance with Malaysian Financial Reporting Standards and International Financial Reporting Standards, and hence it is unaudited. Our responsibilities as part of our audit of the financial statements of the Group and of the Company for the financial year ended 31 March 2013 have, in these circumstances, included obtaining sufficient appropriate audit evidence that the opening balances as at 1 April 2012 do not contain misstatements that materially affect the financial position as of 31 March 2013 and the financial performance and cash flows for the financial year then ended.

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 responsibility to any other person for the content of this report.

kPMG chin chee konGFirm Number: AF 0758 Chartered AccountantChartered Accountants Approval Number: 1481/01/15(J)

Kuching,

Date: 31 July 2013

inDepenDent auDitoRs’ RepoRtTO THE MEMBERS OF WEIDA (M) BHD

(Company No. 504747-W)(Incorporated in Malaysia)

64 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

<------------------ Group ------------------> <----------------- company ----------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

note rM rM rM rM rM rM

assets

Property, plant and equipment 3 81,467,359 162,688,051 159,410,964 3,371,536 3,553,639 5,888,321

Prepaid lease payments 4 3,077,509 3,185,078 3,292,647 - - -

Biological assets 5 - 293,457,636 244,136,730 - - -

Investment in subsidiaries 6 - - - 75,611,026 111,988,199 43,665,797

Investment in an associate 7 395,642 - - 400,000 40 -

Goodwill 8 657,034 739,444 2,519,735 - - -

Other intangible assets 9 38,831,804 42,855,830 45,978,980 - - -

Trade and other receivables 10 50,442,212 18,036,029 16,686,833 2,775,227 36,081,273 104,243,623

Other investments 11 1,375,120 1,452,473 438,621 1,053,120 1,130,473 15,821

Deferred tax assets 12 3,169,347 544,768 133,000 - - -

total non-current assets 179,416,027 522,959,309 472,597,510 83,210,909 152,753,624 153,813,562

Inventories 13 46,068,496 39,982,680 47,233,180 - - -

Property development costs 14 1,649,353 - - - - -

Trade and other receivables 10 109,794,490 165,637,241 97,981,378 25,839,266 18,265,472 2,270,359

Deposits and prepayments 15 6,733,380 12,869,301 15,574,768 441,202 488,739 264,764

Current tax recoverable 1,471,971 3,720,889 1,487,314 1,364,816 988,663 612,207

Derivative financial assets 16 136,415 6,680 12,378 - - -

Cash and bank balances 17 266,270,158 54,982,235 37,940,150 213,665,834 34,423,386 9,478,860

432,124,263 277,199,026 200,229,168 241,311,118 54,166,260 12,626,190

Assets classified as held for sale 18 5,098,974 - - - - -

total current assets 437,223,237 277,199,026 200,229,168 241,311,118 54,166,260 12,626,190

total assets 616,639,264 800,158,335 672,826,678 324,522,027 206,919,884 166,439,752

equity

Share capital 19.1 66,666,666 66,666,666 66,666,666 66,666,666 66,666,666 66,666,666

Reserves 19.2 277,838,947 231,578,876 196,644,164 137,314,368 9,632,925 599,348

total equity attributable to owners of the company 344,505,613 298,245,542 263,310,830 203,981,034 76,299,591 67,266,014

non-controlling interests 13,496,231 118,311,407 103,278,495 - - -

total equity 358,001,844 416,556,949 366,589,325 203,981,034 76,299,591 67,266,014

StatementS oF Financial positionAS AT 31 MARCH 2013

65weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

<------------------ Group ------------------> <----------------- company ----------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

note rM rM rM rM rM rM

liabilities

Loans and borrowings 20 75,968,771 82,348,801 77,856,640 56,098,991 29,067,753 53,093,596

Deferred tax liabilities 12 8,080,104 74,511,237 72,636,917 - - -

total non-current liabilities 84,048,875 156,860,038 150,493,557 56,098,991 29,067,753 53,093,596

Trade and other payables 21 109,531,365 108,216,331 106,780,604 44,128,645 65,763,272 39,866,385

Derivative financial liabilities 16 15,083 7,617 139,408 - - -

Loans and borrowings 20 59,150,754 116,326,909 45,831,179 18,016,418 35,789,268 6,213,757

Current tax payable 5,891,343 2,190,491 2,992,605 2,296,939 - -

total current liabilities 174,588,545 226,741,348 155,743,796 64,442,002 101,552,540 46,080,142

total liabilities 258,637,420 383,601,386 306,237,353 120,540,993 130,620,293 99,173,738

total equity and liabilities 616,639,264 800,158,335 672,826,678 324,522,027 206,919,884 166,439,752

StatementS oF Financial position

The notes on pages 74 to 180 are an integral part of these financial statements.

AS AT 31 MARCH 2013

66 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

Group company

2013 2012 2013 2012

note rM rM rM rM

Continuing operations

revenue 22 380,559,338 309,508,241 30,595,570 20,864,265

Other income 12,231,630 13,854,996 1,861,175 9,426,895

Gain on disposal of subsidiaries - - 127,177,929 -

Contract costs (140,532,665) (101,642,548) - -

Raw materials and consumables used (81,981,610) (62,321,512) - -

Purchase of finished goods (23,182,632) (16,656,574) - -

Changes in inventories 1,282,032 (51,089) - -

Employee benefits (48,178,321) (42,270,350) (14,006,869) (9,502,256)

Depreciation and amortisation expenses (12,559,473) (12,953,582) (1,030,697) (804,345)

Plant and production overheads (20,581,423) (17,543,711) - -

Transportation charges (11,980,381) (7,958,942) - -

Other expenses (23,561,620) (27,519,662) (5,063,021) (5,331,112)

results from operating activities 31,514,875 34,445,267 139,534,087 14,653,447

Interest income 24 3,053,197 2,441,573 5,630,591 4,519,508

Interest expense 24 (4,386,930) (4,188,785) (6,018,082) (5,236,376)

Net interest expense (1,333,733) (1,747,212) (387,491) (716,868)

Share of results of equity accounted associate (4,318) (40) - -

Profit before tax 30,176,824 32,698,015 139,146,596 13,936,579

Tax expense 26 (13,210,768) (6,388,339) (7,555,480) (970,087)

Profit from continuing operations 16,966,056 26,309,676 131,591,116 12,966,492

Discontinued operation

Profit from discontinued operation, net of tax 29 9,506,675 28,450,437 - -

Profit for the financial year 23 26,472,731 54,760,113 131,591,116 12,966,492

other comprehensive loss, net of tax

items that may be reclassified to profit or loss

Foreign currency translation differences for foreign operations (917,637) (859,574) - -

Fair value changes of available-for-sale financial assets (102,492) (125,772) (102,492) (125,772)

Total other comprehensive loss for the financial year (1,020,129) (985,346) (102,492) (125,772)

total comprehensive income for the financial year 25,452,602 53,774,767 131,488,624 12,840,720

StatementS oF proFit or loSSanD otheR compRehensive incomeFOR THE FINANCIAL YEAR ENDED 31 MARCH 2013

67weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

Group company

2013 2012 2013 2012

note rM rM rM rM

Profit/(loss) for the financial year attributable to:

- Owners of the Company 50,772,355 39,341,248 131,591,116 12,966,492

- Non-controlling interests (24,299,624) 15,418,865 - -

26,472,731 54,760,113 131,591,116 12,966,492

total comprehensive income/(loss) attributable to:

- Owners of the Company 50,017,539 38,741,855 131,488,624 12,840,720

- Non-controlling interests (24,564,937) 15,032,912 - -

25,452,602 53,774,767 131,488,624 12,840,720

Basic/diluted earnings per ordinary share (sen)

- continuing operations 27 14.30 19.17

- discontinued operation 27 25.71 11.83

StatementS oF proFit or loSSanD otheR compRehensive income



68 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

<------------------ attributable to owners of the company ------------------------------------------------------------------->

<-------------------------------- Non- distributable -------------------------------> Distributable

share capital

foreign exchange

translation reserve

treasury shares

fair value reserve

retained earnings total

non-controlling interests

total equity

Group note rM rM rM rM rM rM rM rM

at 1 april 2011 66,666,666 - (4,598,684) - 201,242,848 263,310,830 103,278,495 366,589,325

Foreign currency translation differences for foreign operations - (473,621) - - - (473,621) (385,953) (859,574)

Fair value changes of available-for-sale financial assets - - - (125,772) - (125,772) - (125,772)

Total other comprehensive loss for the financial year - (473,621) - (125,772) - (599,393) (385,953) (985,346)

Profit for the financial year - - - - 39,341,248 39,341,248 15,418,865 54,760,113

total comprehensive (loss)/income for the financial year - (473,621) - (125,772) 39,341,248 38,741,855 15,032,912 53,774,767

Distributions to owners of the Company

- Own shares acquired 19.2 - - (283) - - (283) - (283)

- Dividends 28.2 - - - - (3,806,860) (3,806,860) - (3,806,860)

total distributions to owners of the company - - (283) - (3,806,860) (3,807,143) - (3,807,143)

at 31 March 2012/1 april 2012 66,666,666 (473,621) (4,598,967) (125,772) 236,777,236 298,245,542 118,311,407 416,556,949



Total other comprehensive loss for the financial year - (652,324) - (102,492) - (754,816) (265,313) (1,020,129)

Profit/(Loss) for the financial year - - - - 50,772,355 50,772,355 (24,299,624) 26,472,731

total comprehensive (loss)/income for the financial year - (652,324) - (102,492) 50,772,355 50,017,539 (24,564,937) 25,452,602



- Dividends 28.2 - - - - (3,806,854) (3,806,854) - (3,806,854)

Changes in ownership interests in a subsidiary 33 - - - - 49,713 49,713 200,287 250,000

total transactions with owners of the company - - (327) - (3,757,141) (3,757,468) 200,287 (3,557,181)

Proceeds from calls-in arrears of shares issued by a subsidiary - - - - - - 2,625,000 2,625,000

Dividends to non-controlling interests - - - - - - (4,209,900) (4,209,900)

total transactions with non-controlling interests - - - - - - (1,584,900) (1,584,900)

Disposal of subsidiaries 33 - - - - - - (78,865,626) (78,865,626)

at 31 March 2013 66,666,666 (1,125,945) (4,599,294) (228,264) 283,792,450 344,505,613 13,496,231 358,001,844

(Note 19.1) (Note 19.2) (Note 19.2) (Note 19.2)

StatementS oF changes in equityFOR THE FINANCIAL YEAR ENDED 31 MARCH 2013

69weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

<------------------ attributable to owners of the company ------------------------------------------------------------------->

<-------------------------------- Non- distributable -------------------------------> Distributable

share capital

foreign exchange

translation reserve

treasury shares

fair value reserve


non-controlling interests

total equity

Group note rM rM rM rM rM rM rM rM

at 1 april 2011 66,666,666 - (4,598,684) - 201,242,848 263,310,830 103,278,495 366,589,325



Total other comprehensive loss for the financial year - (473,621) - (125,772) - (599,393) (385,953) (985,346)

Profit for the financial year - - - - 39,341,248 39,341,248 15,418,865 54,760,113

total comprehensive (loss)/income for the financial year - (473,621) - (125,772) 39,341,248 38,741,855 15,032,912 53,774,767



- Dividends 28.2 - - - - (3,806,860) (3,806,860) - (3,806,860)

total distributions to owners of the company - - (283) - (3,806,860) (3,807,143) - (3,807,143)

at 31 March 2012/1 april 2012 66,666,666 (473,621) (4,598,967) (125,772) 236,777,236 298,245,542 118,311,407 416,556,949



Total other comprehensive loss for the financial year - (652,324) - (102,492) - (754,816) (265,313) (1,020,129)

Profit/(Loss) for the financial year - - - - 50,772,355 50,772,355 (24,299,624) 26,472,731

total comprehensive (loss)/income for the financial year - (652,324) - (102,492) 50,772,355 50,017,539 (24,564,937) 25,452,602



- Dividends 28.2 - - - - (3,806,854) (3,806,854) - (3,806,854)

Changes in ownership interests in a subsidiary 33 - - - - 49,713 49,713 200,287 250,000

total transactions with owners of the company - - (327) - (3,757,141) (3,757,468) 200,287 (3,557,181)

Proceeds from calls-in arrears of shares issued by a subsidiary - - - - - - 2,625,000 2,625,000

Dividends to non-controlling interests - - - - - - (4,209,900) (4,209,900)

total transactions with non-controlling interests - - - - - - (1,584,900) (1,584,900)

Disposal of subsidiaries 33 - - - - - - (78,865,626) (78,865,626)

at 31 March 2013 66,666,666 (1,125,945) (4,599,294) (228,264) 283,792,450 344,505,613 13,496,231 358,001,844



70 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

<-------------- Non-distributable --------------> Distributable

share capital

treasury shares

fair value reserve


company note rM rM rM rM rM

at 1 april 2011 66,666,666 (4,598,684) - 5,198,032 67,266,014

Total other comprehensive loss for the financial year

- Fair value changes of available-for-sale financial assets - - (125,772) - (125,772)

Profit for the financial year - - - 12,966,492 12,966,492

total comprehensive (loss)/income for the financial year - - (125,772) 12,966,492 12,840,720


- Own shares acquired 19.2 - (283) - - (283)

- Dividends 28.2 - - - (3,806,860) (3,806,860)

total distributions to owners of the company - (283) - (3,806,860) (3,807,143)

at 31 March 2012/1 april 2012

66,666,666 (4,598,967) (125,772) 14,357,664 76,299,591

Total other comprehensive loss for the financial year

- Fair value changes of available-for-sale financial assets - - (102,492) - (102,492)

Profit for the financial year - - - 131,591,116 131,591,116

total comprehensive (loss)/income for the financial year - - (102,492) 131,591,116 131,488,624


- Own shares acquired 19.2 - (327) - - (327)

- Dividends 28.2 - - - (3,806,854) (3,806,854)

total distributions to owners of the company - (327) - (3,806,854) (3,807,181)

at 31 March 2013 66,666,666 (4,599,294) (228,264) 142,141,926 203,981,034




71weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

Group company2013 2012 2013 2012

note rM rM rM rMcash flows from operating activities

Profit/(Loss) before tax from:

- continuing operations 30,176,824 32,698,015 139,146,596 13,936,579

- discontinued operation 29 (62,374,718) 33,833,037 - -

(32,197,894) 66,531,052 139,146,596 13,936,579

Adjustments for:

Amortisation of:

- goodwill 8 82,410 430,338 - -

- other intangible assets 9.2 4,024,026 3,936,615 - -

- prepaid lease payments 4 107,569 107,569 - -

Depreciation of property, plant and equipment 3.4 8,992,401 8,882,310 1,030,697 804,345

Derivative gain on forward foreign exchange contracts (114,651) (27,212) - -

Dividend income (43,584) (47,465) (19,894,284) (8,131,065)

(Gain)/Loss on disposal of:

- investment in subsidiaries - - (127,177,929) -

- other investments (627) (144,532) (627) (110,515)

- property, plant and equipment (1,143,120) (3,198,649) 53,182 (2,584,137)

Interest expense 23 5,272,461 5,043,227 6,018,082 5,236,376

Interest income 23 (3,061,349) (2,448,108) (5,630,591) (4,519,508)

Impairment losses on goodwill 8 - 1,349,953 - -

Impairment losses on property, plant and equipment 452,663 - - -

Loss/(Gain) from changes in fair value of biological assets 29 57,022,402 (36,270,839) - -

Property, plant and equipment written off 485,995 76,249 4,405 -

Unrealised foreign exchange loss/(gain) 1,061,197 (139,989) - -

Net reversal of allowance for impairment loss on investment in subsidiaries - - - (5,222,402)

Share of results of equity accounted associate 4,318 40 - -

Operating profit/(loss) before changes in working capital 40,944,217 44,080,559 (6,450,469) (590,327)

Changes in working capital:

Property development costs (1,649,353) - - -

Inventories (6,746,748) 7,276,049 - -

Trade and other receivables, deposits and prepayments, including derivatives

21,079,949 (56,299,778) 20,947,471 57,918,772

Trade and other payables, including derivatives 56,450,062 3,186,146 (21,634,627) (37,103,113)

Cash generated from/(used in) operations 110,078,127 (1,757,024) (7,137,625) 20,225,332

Interest paid (714,418) (879,728) (32,653) (28,570)

Income tax paid (13,584,370) (13,450,996) (2,055,149) (211,713)

net cash from/(used in) operating activities 95,779,339 (16,087,748) (9,225,427) 19,985,049

StatementS oF cash FlowsFOR THE FINANCIAL YEAR ENDED 31 MARCH 2013

72 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

Group company

2013 2012 2013 2012

note rM rM rM rM

cash flows from investing activities

Acquisition of:

- an associate - (40) - (40)

- a subsidiary 33 - - - (2)

- intangible assets - (926,904) - -

- other investments (26,694) (2,132,563) (26,694) (2,132,563)

- property, plant and equipment [Note (i)] (21,656,958) (20,496,784) (545,401) (2,088,435)

Decrease/(Increase) in investment in subsidiaries 33 - - 13,230,000 (99,998)

Increase in investment in an associate (399,960) - (399,960) -

Incurrence of expenditure on biological assets, net of depreciation and amortisation expenses and interest capitalised (6,746,966) (8,978,089) - -

Proceeds from disposal of:

- subsidiaries 29 152,051,544 - 150,325,102 -

- other investments 2,182 1,137,471 2,182 1,002,654

- property, plant and equipment 18,323,740 1,008,524 5,655,020 622,909

Proceeds from issuance of shares to non-controlling interests

- new shares issued 250,000 - - -

- shares previously issued (calls-in-arrears) 2,625,000 - - -

Decrease in cash and cash equivalents pledged with licenced banks 1,506,353 6,858,014 - -

Dividends received 43,489 47,385 16,314,739 6,996,235

Interest received 2,823,550 1,781,960 4,882,909 4,123,998

net cash from/(used in) investing activities 148,795,280 (21,701,026) 189,437,897 8,424,758

cash flows from financing activities

Net repayments of Islamic Bonds (25,000,000) (5,000,000) (25,000,000) (5,000,000)

Net proceeds from other loans and borrowings 12,387,956 75,987,179 33,822,588 10,549,668

Purchase of treasury shares 19.2 (327) (283) (327) (283)

Interest paid (7,572,615) (5,314,774) (5,985,429) (5,207,806)

Dividends paid to:

- owners of the Company 28.2 (3,806,854) (3,806,860) (3,806,854) (3,806,860)

- non-controlling interests (4,209,900) - - -

net cash (used in)/from financing activities (28,201,740) 61,865,262 (970,022) (3,465,281)


73weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

Group company

2013 2012 2013 2012

note rM rM rM rM

Net increase in cash and cash equivalents 216,372,879 24,076,488 179,242,448 24,944,526

Effect of exchange rate fluctuations on cash held (2,458,691) (1,296,301) - -

Cash and cash equivalents at beginning of financial year 51,074,262 28,294,075 34,423,386 9,478,860

cash and cash equivalents at end of financial year [Note (ii)] 264,988,450 51,074,262 213,665,834 34,423,386

notes:

(i) Acquisition of property, plant and equipment

During the financial year, the Group and the Company acquired property, plant and equipment in the following manners:

Group company

2013 2012 2013 2012

rM rM rM rM

Paid using internal funds 21,656,958 20,496,784 545,401 2,088,435

In the form of finance lease assets 1,045,400 2,880,800 435,800 -

Total (see Note 3) 22,702,358 23,377,584 981,201 2,088,435

(ii) Cash and cash equivalents

Cash and cash equivalents included in the statements of cash flows comprise the following amounts in the statements of financial position:

Group company

2013 2012 2013 2012

rM rM rM rM

Deposits placed with licensed banks with maturities less than three months 243,600,515 40,388,879 210,329,392 33,841,459

Cash in hand and at banks 21,387,935 11,805,295 3,336,442 581,927

Total (see Note 17) 264,988,450 52,194,174 213,665,834 34,423,386

Bank overdrafts (see Note 20) - (1,119,912) - -

Total cash and cash equivalents as shown in the statements of cash flows 264,988,450 51,074,262 213,665,834 34,423,386



74 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

Weida (M) Bhd. is a public limited liability company, incorporated and domiciled in Malaysia and is listed on the Main Market of Bursa Malaysia Securities Berhad. The addresses of the principal places of business and registered office of the Company are as follows:

Principal places of business

- Kuching branch Wisma Hock Peng, Ground Floor to 2nd Floor, 123, Green Heights, Jalan Lapangan Terbang, 93250 Kuching, Sarawak.

- Kota Kinabalu branch 2-9-1 & 2-9-2, 8th Floor, Wawasan Plaza, 88000 Kota Kinabalu, Sabah.

- Kuala Lumpur branch Lot 3.05, Level 3, 1 First Avenue, Bandar Utama, 47800 Petaling Jaya, Selangor Darul Ehsan.

Registered office

Wisma Hock Peng, Ground Floor to 2nd Floor, 123, Green Heights, Jalan Lapangan Terbang, 93250 Kuching, Sarawak.

The consolidated financial statements of the Company as at and for the financial year ended 31 March 2013 comprise the Company and its subsidiaries (together referred to as the “Group” and individually referred to as “group entities”) and the Group’s interest in an associate. The financial statements of the Company as at and for the financial year ended 31 March 2013 do not include other entities.

The Company is principally engaged in investment holding and the provision of management services to its subsidiaries while the principal activities of the subsidiaries are as stated in Note 6 to the financial statements.

These financial statements were authorised for issue by the Board of Directors on 31 July 2013.

1. Basis of PreParation

(a) statement of compliance

The financial statements of the Group and the Company have been prepared in accordance with Malaysian Financial Reporting Standards (“MFRSs”), International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. These are the Group’s and Company’s first MFRS-compliant financial statements and MFRS 1, First-time Adoption of Malaysian Financial Reporting Standards has been applied in the preparation thereof.

In the previous financial years, the financial statements of the Group and the Company were prepared in accordance with Financial Reporting Standards (“FRSs”) in Malaysia. The financial impacts on transition to MFRSs are disclosed in Note 34.

The Malaysian Accounting Standards Board (“MASB”) has issued various MFRSs, interpretation and amendments which are not yet effective. Other than Amendments to MFRS 101, Presentation of Financial Statements, which are effective for annual periods beginning on or after 1 July 2012, the Group and the Company have not applied any of these standards, interpretations and amendments. The early adoption of the Amendments to MFRS 101 has no impact on the financial statements other than the presentation format of the statement of profit or loss and other comprehensive income.

The following are the accounting standards, amendments and interpretations of the MFRS framework that have been issued by the MASB but are not yet effective for the Group and the Company:

noteS to theFinancial statements

75weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

1. Basis of PreParation (continued)

(a) statement of compliance (continued)

Mfrs/amendment/interpretation effective date

MFRS 10, Consolidated Financial Statements 1 January 2013

MFRS 11, Joint Arrangements 1 January 2013

MFRS 12, Disclosure of Interests in Other Entities 1 January 2013

MFRS 13, Fair Value Measurement 1 January 2013

MFRS 119, Employee Benefits (2011) 1 January 2013

MFRS 127, Separate Financial Statements (2011) 1 January 2013

MFRS 128, Investments in Associates and Joint Ventures (2011) 1 January 2013

IC Interpretation 20, Stripping Costs in the Production Phase of a Surface Mine 1 January 2013

Amendments to MFRS 7, Financial Instruments: Disclosures - Offsetting Financial Assets and Financial Liabilities 1 January 2013

Amendments to MFRS 1, First-time Adoption of Malaysian Financial Reporting Standards - Government Loans 1 January 2013

Amendments to MFRS 1, First-time Adoption of Malaysian Financial Reporting Standards (Annual Improvements 2009-2011 Cycle) 1 January 2013

Amendments to MFRS 101, Presentation of Financial Statements (Annual Improvements 2009-2011 Cycle) 1 January 2013

Amendments to MFRS 116, Property, Plant and Equipment (Annual Improvements 2009-2011 Cycle) 1 January 2013

Amendments to MFRS 132, Financial Instruments: Presentation (Annual Improvements 2009-2011 Cycle) 1 January 2013

Amendments to MFRS 134, Interim Financial Reporting (Annual Improvements 2009-2011 Cycle) 1 January 2013

Amendments to MFRS 10, Consolidated Financial Statements: Transition Guidance 1 January 2013

Amendments to MFRS 11, Joint Arrangements: Transition Guidance 1 January 2013

Amendments to MFRS 12, Disclosure of Interests in Other Entities: Transition Guidance 1 January 2013

Amendments to MFRS 10, Consolidated Financial Statements: Investment Entities 1 January 2014

Amendments to MFRS 12, Disclosure of Interests in Other Entities: Investment Entities 1 January 2014

Amendments to MFRS 127, Separate Financial Statements (2011): Investment Entities 1 January 2014

Amendments to MFRS 132, Financial Instruments: Presentation - Offsetting Financial Assets and Financial Liabilities 1 January 2014

MFRS 9, Financial Instruments (2009) 1 January 2015

MFRS 9, Financial Instruments (2010) 1 January 2015

Amendments to MFRS 7, Financial Instruments: Disclosures - Mandatory Effective Date of MFRS 9 and Transition Disclosures 1 January 2015


76 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3




The Group and the Company plan to apply:

• fromtheannualperiodbeginningon1April2013thosestandards,amendmentsor interpretationsthatare effective for annual periods beginning on 1 January 2013, except for MFRS 11, MFRS 12, MFRS 119, Amendments to MFRS 101, Amendments to MFRS 11, Amendments to MFRS 12 and IC Interpretation 20 which are assessed as presently not applicable to the Group and the Company.

• fromtheannualperiodbeginningon1April2014thosestandards,amendmentsorinterpretationsthatareeffective for annual periods beginning on 1 January 2014, except for Amendments to MFRS 12 which is assessed as presently not applicable to the Group and the Company.

• fromtheannualperiodbeginningon1April2015thosestandards,amendmentsorinterpretationsthatareeffective for annual periods beginning on 1 January 2015.

Material impacts of the initial application of those standards, amendments or interpretations which are or are likely to be applicable to the Group and the Company and which are to be applied retrospectively are discussed below:

(i) Mfrs 9, Financial Instruments

MFRS 9 replaces the guidance in MFRS 139, Financial Instruments: Recognition and Measurement on the classification and measurement of financial assets and financial liabilities. Upon adoption of MFRS 9, financial assets will be measured at either fair value or amortised cost. The adoption of MFRS 9, though requiring a change in accounting policy, is not expected to have a material impact to the financial statements of the Group and the Company.

(ii) Mfrs 10, Consolidated Financial Statements

MFRS 10 introduces a new single control model to determine which investees should be consolidated. MFRS 10 supersedes MFRS 127, Consolidated and Separate Financial Statements and IC Interpretation 112, Consolidation - Special Purpose Entities. There are three elements to the definition of control in MFRS 10: (i) power by investor over an investee, (ii) exposure, or rights, to variable returns from investor’s involvement with the investee, and (iii) investor’s ability to affect those returns through its power over the investee.

The Group is currently assessing the financial impact of adopting MFRS 10.

(iii) Mfrs 13, Fair Value Measurement

MFRS 13 establishes the principles for fair value measurement and replaces the existing guidance in different MFRSs.

77weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3




(iv) amendments to Mfrs 116, Property, Plant and Equipment (Annual Improvements 2009 - 2011 Cycle)

Amendments to MFRS 116 clarify that items such as spare parts, stand-by equipment and servicing equipment shall be recognised as property, plant and equipment when they meet the definition of property, plant and equipment. Otherwise, such items are classified as inventory.

Currently, the Group classifies spare parts as inventory. Upon adoption of Amendments to MFRS 116, the Group will classify those spare parts that meet the definition of property, plant and equipment from inventory to property, plant and equipment.

The adoption of Amendments to MFRS 116 is not expected to have any material financial impact on the financial statements of the Group.

The initial application of other standards, amendments and interpretations is not expected to have any material financial impact to the financial statements for current and prior periods upon their first adoption.

(b) Basis of measurement

The financial statements have been prepared on the historical cost basis, other than as disclosed in Note 2.

(c) functional and presentation currency

These financial statements are presented in Ringgit Malaysia (RM), which is the Company’s functional currency.

(d) use of estimates and judgements

The preparation of the financial statements in conformity with MFRSs requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected thereby.

There are no significant areas of estimation uncertainty and critical judgements in applying accounting policies that have significant effect on the amounts recognised in the financial statements other than those disclosed in the following notes:

• Note3.5,impairmentassessmentofproperty,plantandequipment;• Note5.2,fairvalueofbiologicalassets;• Note8,impairmenttestingforcash-generatingunitscontaininggoodwill;• Note10.4,assessmentofimpairmentlossonreceivables;and

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(d) use of estimates and judgements (continued)

• Recognitionofprofitfromconstructioncontractsandinstallationworks,asfollows:

(i) Profit from installation and construction of wastewater and water treatment systems

The Group recognises contract revenue and contract costs from the installation and construction of wastewater and water treatment specialised systems in profit or loss in proportion to the stage of completion of the transactions, measured by reference to survey of work performed.

(ii) Profit from telecommunication towers contracts

The Group recognises contract revenue and contract costs from the construction of telecommunication towers in profit or loss using the stage of completion method, determined by reference to the physical proportion of the contract work completed.

Significant judgement is required in determining the stage of completion of installation/construction contracts, accrual of costs incurred for which claims/billings have yet to be received, estimated total contract revenue and contract costs as well as the recoverability of the carrying amount of contract work-in-progress. The total contract revenue also includes an estimation of variations that are recoverable from contract customers.

In making such estimations and judgements, the Group relies on, inter alia, past experiences and the assessment of its experienced project teams.

2. siGnificant accountinG Policies

The accounting policies set out below have been consistently applied to the periods presented in these financial statements and in preparing the opening MFRS statements of financial position of the Group and of the Company at 1 April 2011 (being the Group and the Company’s transition date to the MFRS framework), unless otherwise stated.

(a) Basis of consolidation

(i) Subsidiaries

Subsidiaries are entities, including unincorporated entities, controlled by the Company. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Control exists when the Company has the ability to exercise its power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that presently are exercisable are taken into account.

Investments in subsidiaries are measured in the Company’s statement of financial position at cost less impairment losses, unless the investment is classified as held for sale or distribution. The cost of investments includes transaction costs.

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2. siGnificant accountinG Policies (continued)

(a) Basis of consolidation (continued)

(ii) Business combinations

Business combinations, other than those involving a common control transaction, are accounted for using the acquisition method from the acquisition date, which is the date on which control is transferred to the Group.

Acquisitions on or after 1 April 2011

For acquisitions on or after 1 April 2011, the Group measures the cost of goodwill at the acquisition date as:

• thefairvalueoftheconsiderationtransferred;plus• therecognisedamountofanynon-controllinginterestsintheacquiree;plus• ifthebusinesscombinationisachievedinstages,thefairvalueoftheexistingequityinterestinthe

acquiree; less• the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities

assumed.

When the excess is negative, a bargain purchase gain is recognised immediately in profit or loss.

For each business combination, the Group elects whether it measures the non-controlling interests in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets at the acquisition date.

Transaction costs, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred.

Acquisitions before 1 April 2011

As part of its transition to MFRS, the Group elected not to restate those business combinations that occurred before the date of transition to MFRSs, i.e. 1 April 2011. Goodwill arising from acquisitions before 1 April 2011 has been carried forward from the previous FRS framework as at the date of transition.

(iii) Accounting for acquisitions of entities under common controls

Business combinations involving a common control transaction (i.e. entailing entities that are under the control of common shareholders) are accounted for as if the acquisition(s) had occurred at the beginning of the earliest comparative period presented or, if later, at the date that common control was established. The assets and liabilities acquired are recognised in the consolidated financial statements at their respective carrying amounts without restatement. The difference between the cost of acquisition and the nominal value of the shares acquired together with any share premium are taken to retained earnings. The other components of equity of the acquired entities are added to the same components within group equity.

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(iv) Acquisitions of non-controlling interests

The Group treats all changes in its ownership interest in a subsidiary that do not result in a loss of control as equity transactions between the Group and its non-controlling interest holders. Any difference between the Group’s share of net assets before and after the change, and any consideration received or paid, is adjusted to or against group reserves.

(v) Loss of control

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

If the Group retains any interest in the previous subsidiary, then such interest is measured at fair value at the date that control is lost. Subsequently it is accounted for as an equity-accounted investee or as an available-for-sale financial asset depending on the level of influence retained.

(vi) Associates

Associates are entities in which the Group has significant influence, but not control, over their financial and operating policies.

Investment in associates is accounted for in the consolidated financial statements using the equity method less any impairment losses, unless it is classified as held for sale or distribution (or included in a disposal group that is classified as held for sale). The cost of the investment includes transaction costs. The consolidated financial statements include the Group’s share of the profit or loss and other comprehensive income of the equity accounted associates, after adjustments, if any, to align their accounting policies with those of the Group, from the date that significant influence commences until the date that significant influence ceases.

When the Group’s share of losses exceeds its interest in an associate, the carrying amount of that interest (including any long-term investments) is reduced to zero and the recognition of further losses is discontinued except to the extent that the Group has an obligation to make, or has made, payments on behalf of the investee.

Investment in associates is measured in the Company’s statement of financial position at cost less any impairment losses, unless the investment is classified as held for sale or distribution (or included in a disposal group that is classified as held for sale). The cost of the investment includes transaction costs.

(vii) Non-controlling interests

Non-controlling interests at the end of the reporting period, being the equity in a subsidiary not attributable directly or indirectly to the equity holders of the Company, are presented in the consolidated statement of financial position and statement of changes in equity within equity, separately from equity attributable to the owners of the Company. Non-controlling interests in the results of the Group is presented in the consolidated statement of profit or loss and other comprehensive income as an allocation of the profit or loss and the comprehensive income for the year between non-controlling interests and the owners of the Company.

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(vii) Non-controlling interests (continued)

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

(viii) Transactions eliminated on consolidation

Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment to the underlying assets.

(b) foreign currency

(i) Foreign currency transactions

Transactions in foreign currencies are translated to the functional currencies of group entities at the exchange rates at the transaction dates.

Monetary assets and liabilities denominated in foreign currencies at the end of a reporting period (reporting date) are retranslated to the functional currency at the exchange rates at that date.

Non-monetary assets and liabilities denominated in foreign currencies are not retranslated at the reporting date, except for those measured at fair values which are retranslated to the functional currency at the exchange rate at the date that the fair value was determined.

Foreign currency differences arising on retranslation are recognised in profit or loss, except for differences arising from the retranslation of available-for-sale equity instruments or a financial instrument designated as a hedge of currency risk, which are recognised in other comprehensive income.

(ii) Operations denominated in functional currencies other than Ringgit Malaysia (“RM”)

The assets and liabilities of operations in functional currencies other than RM, including goodwill and fair value adjustments arising on acquisition, are translated to RM at exchange rates at the end of the reporting period. The income and expenses of foreign operations are translated to RM at exchange rates at the transaction dates.

Foreign currency differences are recognised in other comprehensive income and accumulated in the foreign currency translation reserve (“FCTR”) in equity. However, if the operation is a non-wholly owned subsidiary, then the relevant proportionate share of the translation difference is allocated to the non-controlling interests. When a foreign operation is disposed of such that control, significant influence or joint control is lost, the cumulative amount in the FCTR related to that foreign operation is transferred to profit or loss as part of the profit or loss on disposal.

When the Group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to non-controlling interests. When the Group disposes of only part of its investment in an associate that includes a foreign operation while retaining significant influence, the relevant proportion of the cumulative amount is reclassified to profit or loss.

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(b) foreign currency (continued)

(ii) Operations denominated in functional currencies other than Ringgit Malaysia (“RM”) (continued)

In the consolidated financial statements, when settlement of a monetary item receivable from or payable to a foreign operation is neither planned nor likely in the foreseeable future, foreign exchange gains and losses arising from such a monetary item are considered to form part of a net investment in a foreign operation and are recognised in other comprehensive income, and are presented in the FCTR within equity.

(c) financial instruments

(i) Initial recognition and measurement

A financial asset or a financial liability is recognised in the statement of financial position when, and only when, the Group or the Company becomes a party to the contractual provisions of the instrument.

A financial instrument is recognised initially at its fair value plus, in the case of a financial instrument not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition or issue of the financial instrument.

An embedded derivative is recognised separately from the host contract and accounted for as a derivative if, and only if, it is not closely related to the economic characteristics and risks of the host contract and the host contract is not categorised at fair value through profit or loss. The host contract, in the event an embedded derivative is recognised separately, is accounted for in accordance with the policy applicable to the nature of the host contract.

(ii) Categories of financial instruments and subsequent measurement

The Group and the Company categorise financial instruments as follows:

Financial assets

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

Fair value through profit or loss category comprises financial assets that are held for trading, including derivatives (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument) or financial assets that are specifically designated into this category upon initial recognition.

Derivatives that are linked to and must be settled by delivery of unquoted equity instruments whose fair values cannot be reliably measured are measured at cost.

Other financial assets categorised as fair value through profit or loss are subsequently measured at their fair values with the gain or loss recognised in profit or loss.

(b) Held-to-maturity investments

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

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(c) financial instruments (continued)

(ii) Categories of financial instruments and subsequent measurement (continued)

The Group and the Company categorise financial instruments as follows (continued):

Financial assets (continued)

(b) Held-to-maturity investments (continued)

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

(c) Loans and receivables

Loans and receivables category comprises debt instruments that are not quoted in an active market.

Financial assets categorised as loans and receivables are subsequently measured at amortised cost using the effective interest method.

(d) Available-for-sale financial assets

Available-for-sale category comprises investment in equity and debt securities instruments that are not held for trading.

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

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

Financial liabilities

All financial liabilities other than those categorised as fair value through profit or loss are subsequently measured at amortised cost.

Fair value through profit or loss category comprises financial liabilities that are derivatives (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument) or financial liabilities that are specifically designated into this category upon initial recognition.

Derivatives that are linked to and must be settled by delivery of unquoted equity instruments whose fair values cannot be reliably measured are measured at cost.

Other financial liabilities categorised as fair value through profit or loss are subsequently measured at their fair values with the gain or loss recognised in profit or loss.

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(c) financial instruments (continued)

(iii) Financial guarantee contracts

A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse the holder for a loss it incurs because a specified debtor fails to make payment when due in accordance with the original or modified terms of a debt instrument.

Financial guarantee contracts are classified as deferred income and are amortised to profit or loss using a straight-line method over the contractual period or, when there is no specified contractual period, recognised in profit or loss upon discharge of the guarantee. When settlement of a financial guarantee contract becomes probable, an estimate of the obligation is made. If the carrying value of the financial guarantee contract is lower than the obligation, the carrying value is adjusted to the obligation amount and accounted for as a provision.

(iv) Regular way purchase or sale of financial assets

A regular way purchase or sale of financial assets is a purchase or sale of a financial asset under a contract whose terms require delivery of the asset within the time frame established generally by regulation or convention in the marketplace concerned.

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

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

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

(v) Derecognition

A financial asset or a part thereof is derecognised when, and only when the contractual rights to the cash flows from the financial asset expire or the financial asset is transferred to another party without retaining control or substantially all risks and rewards of the asset. On derecognition of a financial asset, the difference between the carrying amount and the sum of the consideration received (including any new asset obtained less any new liability assumed) and any cumulative gain or loss that had been recognised in equity is recognised in profit or loss.

A financial liability or a part thereof is derecognised when, and only when, the obligation specified in the contract is discharged or cancelled or expires. On derecognition of a financial liability, the difference between the carrying amount of the financial liability extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss.

(d) Property, plant and equipment

(i) Recognition and measurement

Items of property, plant and equipment are measured at cost less any accumulated depreciation and any accumulated impairment losses.

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(d) Property, plant and equipment (continued)

(i) Recognition and measurement (continued)

Cost includes expenditures that are directly attributable to the acquisition of the asset and 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. The cost of self-constructed assets also includes the cost of materials and direct labour and for qualifying assets, capitalised borrowing costs.

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 other than that involving a common control transaction is based on fair value at acquisition date.

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.

The gain or loss on disposal of an item of property, plant and equipment is determined by comparing the proceeds from disposal with the carrying amount of the property, plant and equipment and is recognised net within “other income” and “other expenses” respectively in profit or loss.

(ii) Subsequent costs

The cost of replacing a component of an item of property, plant and equipment is recognised in the carrying amount of the item if it is probable that the future economic benefits embodied within the component will flow to the Group or the Company, and its cost can be measured reliably. The carrying amount of the replaced component is derecognised to profit or loss. The costs of the day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred.

(iii) Depreciation

Depreciation is based on the cost of an asset less its residual value, if any. Significant components of the individual assets are assessed, and if a component has a useful life that is different from the remainder of that asset, then that component is depreciated separately.

Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful life of each component of an item of property, plant and equipment. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Group will obtain ownership by the end of the lease term. Freehold land is not depreciated. Property, plant and equipment under construction are not depreciated until the assets are ready for their intended use.

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(d) Property, plant and equipment (continued)

(iii) Depreciation (continued)

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

Leasehold land over lease terms of 38 years to 98 years Buildings 5, 20 or 50 years Plant, machinery and moulds 3, 5 or 10 years Office equipment, furniture and fittings, equipment and tools 3, 5, 8 or 10 years Motor vehicles 5 years Electrical installation and renovation 5 or 10 years Site equipment 10 years Plantation infrastructure 25 years Other infrastructure 20 years

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

(e) leased assets

(i) Finance lease

Leases in terms of which the Group or the Company assumes substantially all the risks and rewards of ownership are classified as finance leases. Upon initial recognition, a leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset [see Note 2(d)].

Minimum lease payments made under finance leases are apportioned between the finance expense and the reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Leasehold land which in substance is a finance lease is classified as property, plant and equipment.

(ii) Operating lease

Leases in terms of which the Group or the Company does not assume substantially all the risks and rewards of ownership are classified as operating leases and the leased assets, other than prepaid lease payments, are not recognised in the statement of financial position.

Payments made under operating leases are recognised in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognised in profit or loss as an integral part of the total lease expense, over the term of the lease. Contingent rentals are charged to profit or loss in the reporting period in which they are incurred.

Leasehold land which in substance is an operating lease is classified as prepaid lease payments.

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(f) Biological assets

Biological assets mainly include mature and immature oil palm plantations. Cost includes expenditure incurred during the pre-maturity period for field preparation, planting, fertilising, upkeep and maintenance of oil palms, capitalised borrowing costs and an allocation of other indirect costs based on planted hectares. Oil palms are considered mature 36 months after field planting. Immature and mature plantations are stated at fair value less estimated point-of-sale costs, with any resultant gain or loss recognised in profit or loss. Point-of-sale costs include all costs that would be necessary to sell the assets.

(g) intangible assets

(i) Goodwill

Goodwill with an indefinite useful life arising from business combinations is measured at cost less any accumulated impairment losses. Goodwill with a finite life is stated at cost less accumulated amortisation and any accumulated impairment losses. In respect of equity accounted associates, the carrying amount of goodwill is included in the carrying amount of the investment and an impairment loss on such an investment is not allocated to any asset, including goodwill, that forms part of the carrying amount of the equity accounted investee.

(ii) Other intangible assets

Other intangible assets, all with finite useful lives (see Note 9) are measured at cost less accumulated amortisation and any accumulated impairment losses.

The gain or loss on disposal of an item of intangible assets is determined by comparing the proceeds from disposal with the carrying amount thereof and is recognised net within “other income” or “other expense” respectively in profit or loss.

(iii) Subsequent expenditure

Subsequent expenditure is capitalised in the carrying amount of intangible assets if it is probable that the future economic benefits embodied within the item will flow to the Group or the Company, and its cost can be measured reliably. All other expenditure is recognised in profit or loss as incurred.

(iv) Amortisation

Goodwill with indefinite useful lives is not amortised but is tested for impairment annually and whenever there is an indication that it may be impaired.

Goodwill and other intangible assets with finite useful lives are amortised to profit or loss from the date that they are available for use.

Amortisation is recognised in profit or loss on a straight-line basis over the estimated useful lives of the assets, except that in the case of the rights to share rental proceeds of telecommunication towers, it is based on the estimated share of rental proceeds in a reporting period over the total estimated share of rental proceeds over ten years.

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(g) intangible assets (continued)

(iv) Amortisation (continued)

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

Goodwill: - Interest in construction contracts of foreign operation Stage of completion of the contracts - Interest in sludge treatment service concession 25 years

Other intangible assets: - Rights to share rental proceeds of telecommunication towers 10 years - Licences to use intellectual property 5, 15 years

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

(h) inventories

Inventories are measured at the lower of cost and net realisable value.

The cost of raw materials, consumables and construction materials are measured on the first-in first-out basis while that of manufactured/trading inventories and plantation inventories, the weighted average costs basis.

The cost of inventories includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. In the case of work-in-progress and manufactured inventories, cost includes an appropriate share of production overheads based on normal operating capacity.

Oil palm nursery inventories consist of seedlings remaining in the nursery for eventual field planting.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale.

(i) Property development costs

Property development costs comprise costs associated with the acquisition of land and 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 and are stated at the lower of costs and net realisable value.

(j) non-current assets held for sale

Non-current assets, or disposal groups comprising assets and liabilities, that are expected to be recovered primarily through sale rather than through continuing use, are classified as held for sale.

Immediately before classification as held for sale, the assets, or components of a disposal group, are remeasured in accordance with the Group’s accounting policies. Thereafter generally the assets, or disposal groups, are measured at the lower of their carrying amount and fair value less costs to sell.

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(j) non-current assets held for sale (continued)

Any impairment loss on a disposal group is first allocated to goodwill, and then to remaining assets and liabilities on pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets, employee benefit assets and investment property, which continue to be measured in accordance with the Group’s accounting policies. Impairment losses on initial classification of non-current assets or disposal groups as held for sale and subsequent gains or losses on remeasurement are recognised in profit or loss. Gains are not recognised in excess of any cumulative impairment loss.

Intangible assets and property, plant and equipment once classified as held for sale are not amortised or depreciated.

(k) construction work-in-progress

Construction work-in-progress represents the gross unbilled amount expected to be collected from customers for contract work performed to date. It is measured at cost plus profit recognised to date less progress billings and recognised losses. Cost includes all expenditures related directly to specific projects and an allocation of fixed and variable overheads incurred in the Group’s construction activities based on normal operating capacity.

Construction work-in-progress is presented as part of trade and other receivables as amount due from contract customers in the statement of financial position for all contracts in which costs incurred plus recognised profits exceed progress billings. If progress billings exceed cost incurred plus recognised profits, then the difference is presented as part of trade and other payables as amount due to contract customers in the statement of financial position.

(l) cash and cash equivalents

Cash and cash equivalents presented in the statements of cash flows consist of cash in hand, balances and deposits with banks (other than pledged deposits) and highly liquid investments which have an insignificant risk of changes in value with original maturities of three months or less and are used by the Group and the Company in the management of their short- term commitments, net of bank overdrafts.

(m) impairment

(i) Financial assets

All financial assets (except for financial assets categorised as fair value through profit or loss, investment in subsidiaries and investment in associate) are assessed at each reporting date whether there is any objective evidence of impairment as a result of one or more events having an impact on the estimated future cash flows of the asset. Losses expected as a result of future events, no matter how likely, are not recognised. For an investment in an equity instrument, a significant or prolonged decline in the fair value below its cost is an objective evidence of impairment. If any such objective evidence exists, then the financial asset’s recoverable amount is estimated.

An impairment loss in respect of loans and receivables and held-to-maturity investments is recognised in profit or loss and is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the asset’s original effective interest rate. The carrying amount of the asset is reduced through the use of an allowance account.

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(m) impairment (continued)

(i) Financial assets (continued)

An impairment loss in respect of available-for-sale financial assets is recognised in profit or loss and is measured as the difference between the asset’s acquisition cost (net of any principal repayment and amortisation) and the asset’s current fair value, less any impairment loss previously recognised. Where a decline in the fair value of an available-for-sale financial asset has been recognised in the other comprehensive income, the cumulative loss in other comprehensive income is reclassified from equity to profit or loss.

An impairment loss in respect of unquoted equity instrument that is carried at cost is recognised in profit or loss and is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset.

Impairment losses recognised in profit or loss for an investment in an equity instrument classified as available for sale is not reversed through profit or loss.

If, in a subsequent period, the fair value of a debt instrument increases and the increase can be objectively related to an event occurring after the impairment loss was recognised in profit or loss, the impairment loss is reversed, to the extent that the asset’s carrying amount does not exceed what the carrying amount would have been had the impairment not been recognised at the date the impairment is reversed. The amount of the reversal is recognised in profit or loss.

(ii) Other assets

The carrying amounts of other assets [except for inventories, amount due from contract customers, deferred tax assets and non-current assets (or disposal groups) classified as held for sale] are reviewed at the end of each reporting period to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. For goodwill with indefinite useful lives, the recoverable amount is estimated each period at the same time.

For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or cash-generating units. Subject to an operating segment ceiling test, for the purpose of goodwill impairment testing, cash-generating units to which goodwill has been allocated are aggregated so that the level at which impairment testing is performed reflects the lowest level at which goodwill is monitored for internal reporting purpose. The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to a group of cash-generating units that are expected to benefit from the synergies of the combination.

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

An impairment loss is recognised if the carrying amount of an asset or its related cash-generating unit exceeds its estimated recoverable amount.

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(m) impairment (continued)

(ii) Other assets (continued)

Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the cash-generating unit (group of cash-generating units) and then to reduce the carrying amount of the other assets in the cash-generating unit (groups of cash-generating units) on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed at the end of each reporting period for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount since the last impairment loss was recognised. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. Reversals of impairment losses are credited to profit or loss in the financial year in which the reversals are recognised.

(n) equity instruments

Instruments classified as equity are measured at cost on initial recognition and are not remeasured subsequently.

(i) Issue expense

Costs directly attributable to the issue of instruments classified as equity are recognised as a deduction from equity.

(ii) Ordinary shares

Ordinary shares are classified as equity.

(iii) Repurchase, disposal and reissue of share capital

When share capital recognised as equity is repurchased, the amount of the consideration paid, including directly attributable costs, net of any tax effects, is recognised as a deduction from equity. Repurchased shares that are not subsequently cancelled are classified as treasury shares in the statement of changes in equity.

Where treasury shares are distributed as share dividends, the cost of the treasury shares is applied in the reduction of the share premium account or distributable reserves, or both.

Where treasury shares are sold or reissued subsequently, the difference between the sales consideration net of directly attributable costs and the carrying amount of the treasury shares is recognised in equity, and the resulting surplus or deficit on the transaction is presented in share premium.

Where treasury shares are cancelled, their nominal amounts are eliminated and the difference between their cost and nominal amounts is taken to reserves in the statement of changes in equity as appropriate.

92 weida (M) Bhd (504747-W)

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(o) employee benefits

(i) Short-term employee benefits

Short-term employee benefit obligations in respect of salaries and annual bonuses are measured on an undiscounted basis and are expensed as the related service is provided.

A liability is recognised for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(ii) State plans

Contributions to statutory pension funds are charged to profit or loss in the financial year to which they relate. Once the contributions have been paid, the Group has no further payment obligations.

(p) Provisions

A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost.

contingent liabilities

Where it is not probable that an outflow of economic benefits will be required, or the amount cannot be estimated reliably, the obligation is not recognised in the statements of financial position and is disclosed as a contingent liability, unless the probability of outflow of economic benefits is remote. Possible obligations, whose existence will only be confirmed by the occurrence or non-occurrence of one or more future events, are also disclosed as contingent liabilities unless the probability of outflow of economic benefits is remote.

Where the Company enters into financial guarantee contracts to guarantee the indebtedness of other companies within its group (see Note 36), the Company considers these to be insurance arrangements, and accounts for them as such. In this respect, the Company treats the guarantee contract as a contingent liability until such time as it becomes probable that the Company will be required to make a payment under the guarantee.

(q) revenue and other income

(i) Goods sold

Revenue from the sale of goods in the course of ordinary activities is measured at fair value of the consideration received or receivable, net of returns and allowances and trade discounts. Revenue is recognised when persuasive evidence exists, usually in the form of an executed sales agreement, that the significant risks and rewards of ownership have been transferred to the customer, recovery of the consideration is probable, the associated costs and possible return of goods can be estimated reliably, and there is no continuing management involvement with the goods, and the amount of revenue can be measured reliably. If it is probable that discounts will be granted and the amount can be measured reliably, then the discount is recognised as a reduction of revenue as the sales are recognised.

93weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



(q) revenue and other income (continued) (ii) Construction contract income

Contract revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and incentive payments to the extent that it is probable that they will result in revenue and can be measured reliably. As soon as the outcome of a construction contract can be estimated reliably, contract revenue and expenses are recognised in profit or loss in proportion to the stage of completion of the contract. Contract expenses are recognised as incurred unless they create an asset related to future contract activity.

The stage of completion is assessed by reference to the physical proportion of the contract work completed for telecommunication towers construction contracts and survey of work performed for installation and construction of wastewater and water treatment specialised system contracts.

When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised only to the extent of contract costs incurred that are likely to be recoverable. An expected loss on a contract is recognised immediately in profit or loss.

(iii) Services rendered

Revenue from the provision of underground mapping of buried utilities, closed circuit television survey and investigation and rehabilitation of underground sewer and pipeline networks and storm water culverts is recognised in profit or loss in proportion to the stage of completion of the transactions. The stage of completion of a transaction is assessed by reference to the survey of work performed. Where the outcome of a transaction cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are likely to be recoverable. An expected loss on a contract is recognised immediately in profit or loss.

Revenue from the provision of sludge treatment and disposal service is recognised in profit or loss as it accrues, based on rates agreed with customers.

(iv) Dividend income

Dividend income is recognised in profit or loss on the date that the Group’s or the Company’s right to receive payment is established, which in the case of quoted securities is the ex-dividend date.

(v) Management fee

Management fee is recognised in profit or loss as it accrues at contracted rates.

(vi) Share of rental proceeds

Share of rental proceeds with a network facility provider licence holder from the leasing of telecommunication towers is recognised in profit or loss based on pre-determined ratios over the term of the lease (see also Note 9.1).

(vii) Rental income

Rental income from letting/hiring of assets is recognised in profit or loss on a straight-line basis over the term of the lease.

94 weida (M) Bhd (504747-W)

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(q) revenue and other income (continued)

(viii) Interest income

Interest income is recognised in profit or loss as it accrues using the effective interest method except for interest income arising from temporary investment of borrowings taken specifically for the purpose of financing a qualifying asset which is accounted for in accordance with the accounting policy on borrowing costs.

(r) Borrowing costs

Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognised in profit or loss using the effective interest method.

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

The capitalisation of borrowing costs as part of the cost of a qualifying asset commences when expenditure for the asset is being incurred, borrowing costs are being incurred and activities that are necessary to prepare the asset for its intended use or sale are in progress. Capitalisation of borrowing costs is suspended or ceases when substantially all the activities necessary to prepare the qualifying asset for its intended use or sale are interrupted or completed.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

(s) income tax

Income tax expense comprises current and deferred tax and is recognised in profit or loss except to the extent that it relates to a business combination or items recognised directly in equity or other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted by the end of the reporting period, and any adjustment to tax payable in respect of previous financial years.

Deferred tax is recognised using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities in the statement of financial position and their tax bases. Deferred tax is not recognised for the temporary differences arising from the initial recognition of goodwill and the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the end of the reporting period.

95weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



(s) income tax (continued)

Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised. Deferred tax assets are reviewed at the end of each reporting period and are reduced by the extent that it is no longer probable that the related tax benefit will be realised.

Unutilised reinvestment allowance, being tax incentive that is not a tax base of an asset, is recognised as a deferred tax asset to the extent that it is probable that the future taxable profits will be available against the unutilised tax incentive can be utilised.

(t) discontinued operations

A discontinued operation is a component of the Group’s business that represents a separate major line of business or geographical area of operations that has been disposed of or is held for sale or distribution, or is a subsidiary acquired exclusively with a view to resale. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier. When an operation is classified as a discontinued operation, the comparative statement of profit or loss and other comprehensive income is re-presented as if the operation had been discontinued from the start of the comparative period.

(u) earnings per ordinary share

The Group presents basic and diluted earnings per share (“EPS”) data for its ordinary shares.

Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period, adjusted for own shares held.

Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, adjusted for own shares held, for the effects of all dilutive potential ordinary shares.

(v) operating segments

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group’s other components. An operating segments’ operating results are reviewed regularly by the chief operating decision maker, which in this case is the Group Managing Director, to make decisions about resources to be allocated to the segment and to assess its performance, and for which discrete financial information is available.

96 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


3. ProPerty, Plant and equiPMent

Plant, machinery <------ and moulds ------>

office equipment, furniture and fittings,

<- equipment and tools ->

freehold land

leasehold land Buildings

outright purchase

under finance lease

outright purchase

under finance lease subtotal

Group rM rM rM rM rM rM rM rM

Cost

At 1 April 2011 4,985,012 56,993,870 30,898,428 48,219,710 6,227,757 13,879,333 1,224,918 162,429,028

Additions - - 483,653 2,706,250 2,009,288 2,376,357 - 7,575,548

Disposals - (2,700,000) (1,050,000) (3,529,431) - (529,965) - (7,809,396)

Write-offs - - (7,355) (87,686) - (281,468) - (376,509)

Reclassifications - - 434,447 6,758,789 300,000 80,860 (252,745) 7,321,351

Effect of movements in exchange rates - - - 57,226 - 13,949 - 71,175

At 31 March 2012/1 April 2012 4,985,012 54,293,870 30,759,173 54,124,858 8,537,045 15,539,066 972,173 169,211,197

Additions - - 1,167,843 4,969,817 270,000 1,372,919 106,495 7,887,074

Disposals - - - (4,608,984) (3,250,000) (348,127) - (8,207,111)

Write-offs - - (238,462) (509,990) - (457,751) - (1,206,203)

Reclassifications - - 1,464,341 8,369,759 (2,606,503) 36,955 - 7,264,552


Transfer to assets classified as held for sale (Note 18) - (1,842,399) (3,547,728) - - (93,485) - (5,483,612)

Disposal of subsidiaries (Note 29) - (39,223,477) (4,377,724) (7,066,793) (270,000) (721,701) (129,300) (51,788,995)

At 31 March 2013 4,985,012 13,227,994 25,227,443 55,442,764 2,680,542 15,366,448 949,368 117,879,571

97weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


3. ProPerty, Plant and equiPMent

Plant, machinery <------ and moulds ------>



freehold land


outright purchase

under finance lease

outright purchase


Group rM rM rM rM rM rM rM rM

Cost

At 1 April 2011 4,985,012 56,993,870 30,898,428 48,219,710 6,227,757 13,879,333 1,224,918 162,429,028

Additions - - 483,653 2,706,250 2,009,288 2,376,357 - 7,575,548

Disposals - (2,700,000) (1,050,000) (3,529,431) - (529,965) - (7,809,396)

Write-offs - - (7,355) (87,686) - (281,468) - (376,509)

Reclassifications - - 434,447 6,758,789 300,000 80,860 (252,745) 7,321,351


At 31 March 2012/1 April 2012 4,985,012 54,293,870 30,759,173 54,124,858 8,537,045 15,539,066 972,173 169,211,197

Additions - - 1,167,843 4,969,817 270,000 1,372,919 106,495 7,887,074

Disposals - - - (4,608,984) (3,250,000) (348,127) - (8,207,111)

Write-offs - - (238,462) (509,990) - (457,751) - (1,206,203)

Reclassifications - - 1,464,341 8,369,759 (2,606,503) 36,955 - 7,264,552


Transfer to assets classified as held for sale (Note 18) - (1,842,399) (3,547,728) - - (93,485) - (5,483,612)


At 31 March 2013 4,985,012 13,227,994 25,227,443 55,442,764 2,680,542 15,366,448 949,368 117,879,571

98 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


3. ProPerty, Plant and equiPMent (continued)

Plant, machinery <------- and moulds ------->



freehold land


outright purchase

under finance lease

outright purchase


Group (continued) rM rM rM rM rM rM rM rM

Depreciation and impairment losses

At 1 April 2011 - 3,697,930 1,136,284 26,939,432 1,286,575 8,767,347 140,478 41,968,046

Depreciation for the financial year - 960,112 871,371 4,889,273 1,195,307 1,780,357 405,153 10,101,573

Disposals - (109,021) (40,173) (557,839) - (377,239) - (1,084,272)

Write-offs - - (1,431) (33,651) - (217,259) - (252,341)

Reclassifications - - 16,334 34,994 28,280 (78,150) (1,960) (502)


At 31 March 2012/1 April 2012 - 4,549,021 1,982,385 31,290,537 2,510,162 9,880,085 543,671 50,755,861


Disposals - - - (757,354) (975,000) (222,808) - (1,955,162)

Write-offs - - (21,062) (312,699) - (386,450) - (720,211)

Reclassifications - - - 1,546,359 (1,546,359) - - -


Impairment losses (Note 23) - - - 452,663 - - - 452,663

Transfer to assets classified as held for sale (Note 18) - (101,510) (226,930) - - (56,198) - (384,638)


At 31 March 2013 - 1,935,364 1,549,353 31,555,029 987,179 10,573,422 855,539 47,455,886

At 31 March 2013

- Accumulated depreciation - 1,935,364 1,549,353 31,102,366 987,179 10,573,422 855,539 47,003,223

- Accumulated impairment losses - - - 452,663 - - - 452,663

- 1,935,364 1,549,353 31,555,029 987,179 10,573,422 855,539 47,455,886

Carrying amounts

At 1 April 2011 4,985,012 53,295,940 29,762,144 21,280,278 4,941,182 5,111,986 1,084,440 120,460,982

At 31 March 2012/1 April 2012 4,985,012 49,744,849 28,776,788 22,834,321 6,026,883 5,658,981 428,502 118,455,336

At 31 March 2013 4,985,012 11,292,630 23,678,090 23,887,735 1,693,363 4,793,026 93,829 70,423,685

99weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



Plant, machinery <------- and moulds ------->



freehold land


outright purchase

under finance lease

outright purchase


Group (continued) rM rM rM rM rM rM rM rM

Depreciation and impairment losses

At 1 April 2011 - 3,697,930 1,136,284 26,939,432 1,286,575 8,767,347 140,478 41,968,046


Disposals - (109,021) (40,173) (557,839) - (377,239) - (1,084,272)

Write-offs - - (1,431) (33,651) - (217,259) - (252,341)

Reclassifications - - 16,334 34,994 28,280 (78,150) (1,960) (502)


At 31 March 2012/1 April 2012 - 4,549,021 1,982,385 31,290,537 2,510,162 9,880,085 543,671 50,755,861


Disposals - - - (757,354) (975,000) (222,808) - (1,955,162)

Write-offs - - (21,062) (312,699) - (386,450) - (720,211)

Reclassifications - - - 1,546,359 (1,546,359) - - -


Impairment losses (Note 23) - - - 452,663 - - - 452,663

Transfer to assets classified as held for sale (Note 18) - (101,510) (226,930) - - (56,198) - (384,638)


At 31 March 2013 - 1,935,364 1,549,353 31,555,029 987,179 10,573,422 855,539 47,455,886

At 31 March 2013

- Accumulated depreciation - 1,935,364 1,549,353 31,102,366 987,179 10,573,422 855,539 47,003,223

- Accumulated impairment losses - - - 452,663 - - - 452,663

- 1,935,364 1,549,353 31,555,029 987,179 10,573,422 855,539 47,455,886

Carrying amounts

At 1 April 2011 4,985,012 53,295,940 29,762,144 21,280,278 4,941,182 5,111,986 1,084,440 120,460,982

At 31 March 2012/1 April 2012 4,985,012 49,744,849 28,776,788 22,834,321 6,026,883 5,658,981 428,502 118,455,336

At 31 March 2013 4,985,012 11,292,630 23,678,090 23,887,735 1,693,363 4,793,026 93,829 70,423,685

100 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



<-------- Motor vehicles -------->

subtotaloutright

purchase

under finance

lease

electrical installation

and renovationsite

equipmentPlantation

infrastructureother

infrastructureassets under construction

Grand total

Group (continued) rM rM rM rM rM rM rM rM rM

Cost (continued)

At 1 April 2011 162,429,028 10,455,033 3,462,822 2,193,202 1,513,632 5,035,504 5,343,685 23,411,152 213,844,058

Additions 7,575,548 891,475 1,205,627 1,187,782 6,850 1,177,780 675,694 10,656,828 23,377,584

Disposals (7,809,396) (846,200) - (60,589) - - - - (8,716,185)

Write-offs (376,509) (47,432) - (76,226) (3,500) - - - (503,667)

Reclassifications 7,321,351 132,237 (132,237) (9,468) (78,941) 1,334,774 59,180 (8,626,896) -

Effect of movements in exchange rates 71,175 9,405 - 10,360 - - 6,632 - 97,572

At 31 March 2012/1 April 2012 169,211,197 10,594,518 4,536,212 3,245,061 1,438,041 7,548,058 6,085,191 25,441,084 228,099,362

Additions 7,887,074 997,361 793,300 313,880 10,200 - - 12,700,543 22,702,358

Disposals (8,207,111) (1,036,207) - - - - - (1,483,907) (10,727,225)

Write-offs (1,206,203) (43,000) - (217,623) (3,500) - - - (1,470,326)

Reclassifications 7,264,552 1,062,055 (1,062,055) 382,133 - 10,027,927 (287,148) (17,387,464) -

Effect of movements in exchange rates 202,669 25,674 - 46,384 - - - - 274,727

Transfer to assets classified as held for sale (Note 18) (5,483,612) - - - - - - - (5,483,612)

Disposal of subsidiaries (Note 29) (51,788,995) (1,561,438) (102,801) (3,400) - (17,575,985) - (18,617,755) (89,650,374)

At 31 March 2013 117,879,571 10,038,963 4,164,656 3,766,435 1,444,741 - 5,798,043 652,501 143,744,910

101weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



<-------- Motor vehicles -------->

subtotaloutright purchase

under finance

lease


and renovationsite

equipmentPlantation

infrastructureother


Grand total


Cost (continued)

At 1 April 2011 162,429,028 10,455,033 3,462,822 2,193,202 1,513,632 5,035,504 5,343,685 23,411,152 213,844,058

Additions 7,575,548 891,475 1,205,627 1,187,782 6,850 1,177,780 675,694 10,656,828 23,377,584

Disposals (7,809,396) (846,200) - (60,589) - - - - (8,716,185)

Write-offs (376,509) (47,432) - (76,226) (3,500) - - - (503,667)

Reclassifications 7,321,351 132,237 (132,237) (9,468) (78,941) 1,334,774 59,180 (8,626,896) -


At 31 March 2012/1 April 2012 169,211,197 10,594,518 4,536,212 3,245,061 1,438,041 7,548,058 6,085,191 25,441,084 228,099,362

Additions 7,887,074 997,361 793,300 313,880 10,200 - - 12,700,543 22,702,358

Disposals (8,207,111) (1,036,207) - - - - - (1,483,907) (10,727,225)

Write-offs (1,206,203) (43,000) - (217,623) (3,500) - - - (1,470,326)

Reclassifications 7,264,552 1,062,055 (1,062,055) 382,133 - 10,027,927 (287,148) (17,387,464) -


Transfer to assets classified as held for sale (Note 18) (5,483,612) - - - - - - - (5,483,612)

Disposal of subsidiaries (Note 29) (51,788,995) (1,561,438) (102,801) (3,400) - (17,575,985) - (18,617,755) (89,650,374)

At 31 March 2013 117,879,571 10,038,963 4,164,656 3,766,435 1,444,741 - 5,798,043 652,501 143,744,910

102 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



<-------- Motor vehicles -------->

subtotaloutright

purchase

under finance

lease


and renovationsite

equipmentPlantation

infrastructureother


Grand total


Depreciation and impairment losses (continued)

At 1 April 2011 41,968,046 7,151,413 676,046 1,538,280 1,058,254 201,420 1,839,635 - 54,433,094

Depreciation for the financial year 10,101,573 1,352,319 898,235 169,533 100,381 230,534 336,054 - 13,188,629

Disposals (1,084,272) (725,569) - (59,240) - - - - (1,869,081)

Write-offs (252,341) (47,432) - (71,253) (3,499) - - - (374,525)

Reclassifications (502) 52,500 (52,498) - 500 - - - -


At 31 March 2012/1 April 2012 50,755,861 7,788,107 1,521,783 1,579,906 1,155,636 431,954 2,178,064 - 65,411,311


Disposals (1,955,162) (628,672) - - - - - - (2,583,834)

Write-offs (720,211) (42,999) - (217,621) (3,500) - - - (984,331)

Reclassifications - 829,153 (829,153) 154,352 - - (154,352) - -


Impairment losses (Note 23) 452,663 - - - - - - - 452,663

Transfer to assets classified as held for sale (Note 18) (384,638) - - - - - - - (384,638)

Disposal of subsidiaries (Note 29) (10,407,922) (1,423,531) (29,127) (2,436) - (938,908) - - (12,801,924)

At 31 March 2013 47,455,886 7,757,104 1,638,205 1,930,853 1,224,126 - 2,271,377 - 62,277,551

At 31 March 2013

- Accumulated depreciation 47,003,223 7,757,104 1,638,205 1,930,853 1,224,126 - 2,271,377 - 61,824,888

- Accumulated impairment losses 452,663 - - - - - - - 452,663

47,455,886 7,757,104 1,638,205 1,930,853 1,224,126 - 2,271,377 - 62,277,551

Carrying amounts (continued)

At 1 April 2011 120,460,982 3,303,620 2,786,776 654,922 455,378 4,834,084 3,504,050 23,411,152 159,410,964

At 31 March 2012/1 April 2012 118,455,336 2,806,411 3,014,429 1,665,155 282,405 7,116,104 3,907,127 25,441,084 162,688,051

At 31 March 2013 70,423,685 2,281,859 2,526,451 1,835,582 220,615 - 3,526,666 652,501 81,467,359

103weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



<-------- Motor vehicles -------->

subtotaloutright purchase

under finance

lease


and renovationsite

equipmentPlantation

infrastructureother


Grand total


Depreciation and impairment losses (continued)

At 1 April 2011 41,968,046 7,151,413 676,046 1,538,280 1,058,254 201,420 1,839,635 - 54,433,094


Disposals (1,084,272) (725,569) - (59,240) - - - - (1,869,081)

Write-offs (252,341) (47,432) - (71,253) (3,499) - - - (374,525)

Reclassifications (502) 52,500 (52,498) - 500 - - - -


At 31 March 2012/1 April 2012 50,755,861 7,788,107 1,521,783 1,579,906 1,155,636 431,954 2,178,064 - 65,411,311


Disposals (1,955,162) (628,672) - - - - - - (2,583,834)

Write-offs (720,211) (42,999) - (217,621) (3,500) - - - (984,331)

Reclassifications - 829,153 (829,153) 154,352 - - (154,352) - -


Impairment losses (Note 23) 452,663 - - - - - - - 452,663

Transfer to assets classified as held for sale (Note 18) (384,638) - - - - - - - (384,638)

Disposal of subsidiaries (Note 29) (10,407,922) (1,423,531) (29,127) (2,436) - (938,908) - - (12,801,924)

At 31 March 2013 47,455,886 7,757,104 1,638,205 1,930,853 1,224,126 - 2,271,377 - 62,277,551

At 31 March 2013

- Accumulated depreciation 47,003,223 7,757,104 1,638,205 1,930,853 1,224,126 - 2,271,377 - 61,824,888

- Accumulated impairment losses 452,663 - - - - - - - 452,663

47,455,886 7,757,104 1,638,205 1,930,853 1,224,126 - 2,271,377 - 62,277,551

Carrying amounts (continued)

At 1 April 2011 120,460,982 3,303,620 2,786,776 654,922 455,378 4,834,084 3,504,050 23,411,152 159,410,964

At 31 March 2012/1 April 2012 118,455,336 2,806,411 3,014,429 1,665,155 282,405 7,116,104 3,907,127 25,441,084 162,688,051

At 31 March 2013 70,423,685 2,281,859 2,526,451 1,835,582 220,615 - 3,526,666 652,501 81,467,359

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<-------- Motor vehicles -------->


office equipment,

furniture and fittings

outright purchase

under finance

lease renovation

assets under

construction total

company rM rM rM rM rM rM rM rM

Cost

At 1 April 2011 2,700,000 1,050,000 3,051,476 1,054,416 727,682 1,419,389 114,959 10,117,922

Additions - - 644,299 296,000 - 1,148,136 - 2,088,435

Disposals (2,700,000) (1,050,000) (209,206) (327,689) - (60,589) - (4,347,484)

Reclassifications - - 114,959 - - - (114,959) -

At 31 March 2012/1 April 2012 - - 3,601,528 1,022,727 727,682 2,506,936 - 7,858,873

Additions - - 358,980 2,560 481,994 137,667 - 981,201

Disposals - - (140,614) (160,000) - - - (300,614)

Write-offs - - (142,665) - - (191,955) - (334,620)

At 31 March 2013 - - 3,677,229 865,287 1,209,676 2,452,648 - 8,204,840

Depreciation

At 1 April 2011 90,464 25,564 2,127,049 666,488 119,780 1,200,256 - 4,229,601

Depreciation for the financial year 18,557 14,609 377,328 146,563 145,536 101,752 - 804,345

Disposals (109,021) (40,173) (192,589) (327,689) - (59,240) - (728,712)

At 31 March 2012/1 April 2012 - - 2,311,788 485,362 265,316 1,242,768 - 4,305,234

Depreciation for the financial year - - 436,907 127,000 191,990 274,800 - 1,030,697

Disposals - - (132,412) (40,000) - - - (172,412)

Write-offs - - (138,265) - - (191,950) - (330,215)

At 31 March 2013 - - 2,478,018 572,362 457,306 1,325,618 - 4,833,304

Carrying amounts

At 1 April 2011 2,609,536 1,024,436 924,427 387,928 607,902 219,133 114,959 5,888,321

At 31 March 2012/1 April 2012 - - 1,289,740 537,365 462,366 1,264,168 - 3,553,639

At 31 March 2013 - - 1,199,211 292,925 752,370 1,127,030 - 3,371,536

105weida (M) Bhd (504747-W)

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<-------- Motor vehicles -------->


office equipment,

furniture and fittings

outright purchase

under finance

lease renovation

assets under

construction total

company rM rM rM rM rM rM rM rM

Cost

At 1 April 2011 2,700,000 1,050,000 3,051,476 1,054,416 727,682 1,419,389 114,959 10,117,922

Additions - - 644,299 296,000 - 1,148,136 - 2,088,435

Disposals (2,700,000) (1,050,000) (209,206) (327,689) - (60,589) - (4,347,484)

Reclassifications - - 114,959 - - - (114,959) -

At 31 March 2012/1 April 2012 - - 3,601,528 1,022,727 727,682 2,506,936 - 7,858,873

Additions - - 358,980 2,560 481,994 137,667 - 981,201

Disposals - - (140,614) (160,000) - - - (300,614)

Write-offs - - (142,665) - - (191,955) - (334,620)

At 31 March 2013 - - 3,677,229 865,287 1,209,676 2,452,648 - 8,204,840

Depreciation

At 1 April 2011 90,464 25,564 2,127,049 666,488 119,780 1,200,256 - 4,229,601

Depreciation for the financial year 18,557 14,609 377,328 146,563 145,536 101,752 - 804,345

Disposals (109,021) (40,173) (192,589) (327,689) - (59,240) - (728,712)

At 31 March 2012/1 April 2012 - - 2,311,788 485,362 265,316 1,242,768 - 4,305,234

Depreciation for the financial year - - 436,907 127,000 191,990 274,800 - 1,030,697

Disposals - - (132,412) (40,000) - - - (172,412)

Write-offs - - (138,265) - - (191,950) - (330,215)

At 31 March 2013 - - 2,478,018 572,362 457,306 1,325,618 - 4,833,304

Carrying amounts

At 1 April 2011 2,609,536 1,024,436 924,427 387,928 607,902 219,133 114,959 5,888,321

At 31 March 2012/1 April 2012 - - 1,289,740 537,365 462,366 1,264,168 - 3,553,639

At 31 March 2013 - - 1,199,211 292,925 752,370 1,127,030 - 3,371,536

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3.1 Leasehold land

Leasehold land comprises:

<-------------- carrying amounts -------------->

31.3.2013 31.3.2012 1.4.2011

Group rM rM rM

Leasehold land

Long term - 38,207,074 41,513,022

Short term 11,292,630 11,537,775 11,782,918

11,292,630 49,744,849 53,295,940

The carrying amount of the leasehold land of the Company subsisting at 1 April 2011 consisted of a parcel of long-term leasehold land.

3.2 Security

Leasehold land of the Group with a carrying amount of RM36,445,883 subsisting at 31 March 2012 (1.4.2011: RM37,121,993) was charged to secure a term loan facility granted to a subsidiary. The subsidiary has been disposed off during the financial year.

Assets under finance lease are charged to secure the finance lease liabilities of the Group and the Company (see Note 20.2).

3.3 Assets under construction

Assets under construction consist of buildings under construction and plant and machineries under installation. In the previous years, it included plantation infrastructure under construction. Additions to the assets under construction include:

Group

2013 2012

rM rM

Rental of machinery - 32,712

Personnel expenses

- contributions to state plans - 17,875

- wages, salaries and others 170,332 463,668

Finance costs capitalised 1,121,489 1,141,208

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3.4 Allocation of depreciation

Depreciation for the financial year is allocated as follows:

Group company

2013 2012 2013 2012

rM rM rM rM

Recognised in profit or loss (Note 23) 8,992,401 8,882,310 1,030,697 804,345

Capitalised in:

- biological assets (Note 5) 2,360,475 2,600,348 - -

- contract costs (Note 10.3) 1,685,314 1,705,971 - -

13,038,190 13,188,629 1,030,697 804,345

3.5 Impairment assessment of property, plant and equipment Due to operating loss reported from its reclaimed rubber operation, the Group has evaluated whether the

underlying plant and machinery are stated in excess of their recoverable amounts. The recoverable amounts of the assets are based on their estimated fair values, which are determined by an independent professional valuation firm, with reference to the market value of similar assets and after taking into account the age and physical condition of the assets.

Following the assessment, the Group recognised an impairment loss of RM452,663 (31.3.2012 and 1.4.2011: Nil) on the affected assets. The impairment loss has been recognised during the financial year as other expenses in the statement of profit or loss and other comprehensive income (see Note 23).

3.6 Disposal of subsidiaries

Property, plant and equipment with a carrying amount of RM76,848,450 was derecognised following the completion of the disposal of certain subsidiaries during the financial year (see Note 29).

3.7 Assets classified as held for sale

Assets classified as held for sale consists of long-term leasehold land, factory buildings and fittings. Included therein is a parcel of long-term leasehold land with a carrying amount of RM1,740,889 (31.3.2012: RM1,761,191; 1.4.2011: RM1,781,493), the title to which has yet to be issued by the relevant authority.

3.8 Asset held in trust

A motor vehicle with a carrying amount of RM307,530 (31.3.2012: RM449,466; 1.4.2011: RM591,402) is registered in the name of a director holding it in trust for the Group and the Company.

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4. PrePaid lease PayMents - GrouP

leasehold land (unexpired

term less than 50 years)

rM

Cost

At 1 April 2011, 31 March 2012/1 April 2012 and 31 March 2013 3,954,735

Amortisation

At 1 April 2011 662,088

Amortisation for the financial year (Note 23) 107,569

At 31 March 2012/1 April 2012 769,657

Amortisation for the financial year (Note 23) 107,569

At 31 March 2013 877,226

Carrying amounts

At 1 April 2011 3,292,647

At 31 March 2012/1 April 2012 3,185,078

At 31 March 2013 3,077,509

5. BioloGical assets - GrouP

rM

Fair value

At 1 April 2011 244,136,730

Additions 13,050,067

Changes in fair value recognised in profit or loss (Note 23) 36,270,839

At 31 March 2012/1 April 2012 293,457,636

Additions 11,650,482

Changes in fair value recognised in profit or loss (Note 23) (57,022,402)

Disposals (Note 29) (248,085,716)

At 31 March 2013 -

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5. BioloGical assets - GrouP (continued)

5.1 Additions to biological assets incurred during the current financial year include:

2013 2012

rM rM

Depreciation of property, plant and equipment (Note 3.4) 2,360,475 2,600,348

Personnel expenses

- contributions to state plans 169,060 209,623

- wages, salaries and others 2,948,999 5,007,772

Finance costs capitalised 2,543,041 1,471,630

5.2 Fair value of biological assets

The fair value of the biological assets of the Group as at 1 April 2011 (being the Group’s date of transition to the MFRS framework) and 27 February 2013 (date of disposal) had been determined by management based on value-in-use calculations whereas the fair value of the biological assets subsisting at 31 March 2012 was determined by management based on value-in-use calculation with reference to a valuation report dated 30 August 2012 prepared by an independent professional valuation firm in conjunction with the disposal of the biological assets during the financial year. Values were assigned to the key assumptions based on the estimated economical life cycle of the oil palms.

The value-in-use calculations were based on the following key assumptions:

i) Average life of oil palms of 25 years (31.3.2012 and 1.4.2011: 25 years). Oil palms were considered mature 36 months after field planting;

ii) Pre-tax discount rate of 10% (31.3.2012 and 1.4.2011: 10%) per annum. The discount rate was determined by reference to the weighted average cost of capital of the Group;

iii) Selling prices of oil palm fresh fruit bunches (“FFB”) ranging from RM505 to RM530 (31.3.2012: RM560; 1.4.2011: ranging from RM618 to RM648) per metric tonne;

iv) Average FFB production yield of 20.2 (31.3.2012 and 1.4.2011: 20.2) metric tonne per hectare; andv) Average oil extraction rate and kernel extraction rate of 22% and 4.5% respectively (31.3.2012: 21% and

4.5%; 1.4.2011: 22% and 4.5%).

The values assigned to the key assumptions represented management’s assessment of current trends of the oil palm industry in Sarawak and were based on both external and internal sources. Any subsequent changes in the palm oil market conditions or to production yields may have a material impact on the assets’ fair values as the future cash flows may differ from these estimates.

The key assumptions are particularly sensitive on the following factors:

Discount rate

A change by 1% in the discount rate would have increased/decreased the fair value of the biological assets by approximately RM26 million (31.3.2012: RM33 million; 1.4.2011: RM26 million) before tax.

FFB prices

A fluctuation of FFB prices by 5% would have increased/decreased the fair value of the biological assets by approximately RM26 million (31.3.2012: RM23 million; 1.4.2011: RM23 million) before tax.

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5. BioloGical assets - GrouP (continued)

5.2 Fair value of biological assets (continued)

The key assumptions are particularly sensitive on the following factors: (continued)

FFB production volume

A fluctuation of FFB production volume by 5% would have increased/decreased the fair value of the biological assets by approximately RM20 million (31.3.2012: RM26 million; 1.4.2011: RM18 million) before tax.

6. investMent in suBsidiaries

<-------------------- company -------------------->

31.3.2013 31.3.2012 1.4.2011

rM rM rM

Unquoted shares, at cost 77,003,040 111,833,040 48,733,040

Deemed capital contribution arising from remeasurement of inter-company loans and advances - 1,547,173 1,547,173

Less: Impairment losses (1,392,014) (1,392,014) (6,614,416)

75,611,026 111,988,199 43,665,797

Details of the subsidiaries, all of which are incorporated in Malaysia except for Weida Philippines Inc. and Weida (B) Sdn. Bhd., which were incorporated in the Philippines and Brunei Darussalam respectively, and the Company’s interests therein are as follows:

effective ownership interest (%)

subsidiary Principal activities 31.3.2013 31.3.2012 1.4.2011

Weida Integrated Industries Sdn. Bhd. (“WII”)

Manufacture and sale of high density polyethylene engineering (“HDPE”) products

100.00 100.00 100.00

Weida Works Sdn. Bhd. Construction of water supply and other specialised systems involving the use of HDPE products, construction and share of rental proceeds from telecommunication towers

100.00 100.00 100.00

Weida Resources Sdn. Bhd. Trading of HDPE products, fittings and other engineering products and the provision of specialised installation services for these products as well as design, supply and installation, commissioning and maintenance of sewerage systems

100.00 100.00 100.00

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6. investMent in suBsidiaries (continued)



Weida Water Sdn. Bhd. Dormant 100.00 100.00 100.00

Weidaline Sdn. Bhd. Dormant 100.00 100.00 100.00

Weida Eco Rubber Sdn. Bhd. (“WERSB”)

Dormant - 100.00 100.00

Weida Green Industries Sdn Bhd. (“WGISB”)

Investment holding 100.00 100.00 100.00

Weida Oil & Gas Sdn. Bhd. (“WOGSB”) @

Dormant 100.00 100.00 100.00

Weida Marketing Sdn. Bhd. Trading of HDPE products and the provision of specialised installation services for these products

100.00 100.00 100.00

Weida International Sdn. Bhd. (“WISB”)

Investment holding 100.00 100.00 100.00

Maju Warisanmas Sdn. Bhd. ^^

Letting of investment property - 100.00 100.00

Weidaya Sdn. Bhd. Dormant 70.00 70.00 70.00

Weida Environmental Technology Sdn. Bhd. (“WET”)

Provision of sewerage treatment services comprising the design, supply and installation, commissioning and maintenance of sewerage systems

56.00 56.00 56.00

Bumi Suria Ventures Sdn. Bhd. ^^

Cultivation of oil palms - 51.43 51.43

Weida (B) Sdn. Bhd. ^ Trading of HDPE products 99.99 99.99 99.99

Weida Properties Sdn. Bhd. (“WPSB”)

Investment holding 100.00 100.00 -

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Subsidiary of WGISB

WERSB Manufacturing and trading of reclaimed rubber and rubber related products

100.00 - -

Subsidiary of WII

Greenyard Corporation Sdn. Bhd.

Letting of investment property 100.00 100.00 100.00

Subsidiary of WISB

Weida Philippines Inc. ^ Manufacture and sale of HDPE products 99.99 99.99 99.99

Subsidiaries of WPSB

Loyal Paragon Sdn. Bhd. Property development 90.00 100.00 -

Good Axis Sdn. Bhd. Property development 100.00 100.00 -

Subsidiaries of WET

Sar-Alam Indah Sdn. Bhd. Collection, provision of treatment and disposal of sludge services

32.48 32.48 32.48

Renexus-Weida Sdn. Bhd. Construction and installation of sewerage and water treatment plants

44.24 44.24 44.24

UTIC Services Sdn. Bhd. (“USSB”)

Provision of services covering underground mapping of buried utilities, closed circuit television survey and investigation and rehabilitation of underground sewer and pipeline networks and storm water culverts

38.02 38.02 38.02

LIPP Biogas (Malaysia) Sdn. Bhd.

Designing and constructing waste treatment and biogas plants

44.80 44.80 44.80

Weidasar Engineering Sdn. Bhd. (“WESB”)

Construction and installation of sewerage treatment plants and bulk storage tanks

35.84 35.84 35.84

Hydro Solutions Sdn. Bhd. Building, construction and installation of hydro systems

56.00 56.00 56.00

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Subsidiaries of WET (continued)

Weida Water (ADRA) Sdn. Bhd. (“WWASB”)*

Dormant 28.56 28.56 28.56

Weida Bioenergy Sdn. Bhd. (formerly known as Nicoplex Sdn. Bhd.)

Environmental management and services and waste treatment solutions

56.00 - -

Subsidiary of USSB

UTIC Industries Sdn. Bhd. Manufacture and trading of synthetic and composite liners for sewerage, water pipe application and pipeline rehabilitation

38.02 38.02 38.02

^ Audited by other member firms of KPMG International.

^^ Disposed of during the current financial year (see Note 29).

@ WOGSB had held its final meeting for member’s voluntary winding-up on 17 June 2013. The Return by Liquidator Relating to Final Meeting was lodged on 18 June 2013 with the Companies Commission of Malaysia and the Official Receiver, and on the expiration of three months after the said lodgement date, WOGSB will be fully dissolved.

* In the progress for de-registration by the Companies Commission of Malaysia.

7. investMent in an associate

<------------------- Group --------------------> <----------------- company ----------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Unquoted shares, at cost 400,000 40 - 400,000 40 -

Share of post acquisition reserves (4,358) (40) - - - -

395,642 - - 400,000 40 -

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7. investMent in an associate (continued) The associate is incorporated in Malaysia and its financial information, presented in gross terms, are as follows:

effective ownership

interestrevenue

(100%)

loss after tax

(100%)

total assets (100%)

total liabilities

(100%)

% rM rM rM rM

Asaljuru Weida Sdn. Bhd.

As at 31.3.2013 40 - (6,910) 993,324 4,219

As at 31.3.2012 40 - (3,985) 100 3,985

As at 1.4.2011 - - - - -

8. Goodwill - GrouP

<--------------------- Goodwill --------------------->

with finite useful lives

with indefinite

useful lives total

rM rM rM

Cost

At 1 April 2011, 31 March 2012/1 April 2012 and 31 March 2013 2,635,286 1,423,781 4,059,067

Amortisation/Impairment losses

At 1 April 2011

- Accumulated amortisation 1,539,332 - 1,539,332

Amortisation for the financial year (Note 23) 430,338 - 430,338

Impairment losses (Note 23) - 1,349,953 1,349,953

At 31 March 2012/1 April 2012


- Accumulated impairment losses - 1,349,953 1,349,953

1,969,670 1,349,953 3,319,623

Amortisation for the financial year (Note 23) 82,410 - 82,410

At 31 March 2013


- Accumulated impairment losses - 1,349,953 1,349,953

2,052,080 1,349,953 3,402,033

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8. Goodwill - GrouP (continued)

<--------------------- Goodwill --------------------->

with finite useful lives

with indefinite

useful lives total

rM rM rM

Carrying amounts

At 1 April 2011 1,095,954 1,423,781 2,519,735

At 31 March 2012/1 April 2012 665,616 73,828 739,444

At 31 March 2013 583,206 73,828 657,034

Impairment testing for cash-generating units containing goodwill

For the purpose of impairment testing, goodwill is allocated to the cash generating units (“CGUs”) acquired at which the goodwill is monitored for internal management purposes.

The aggregate carrying amounts of goodwill allocated to the CGUs are as follows:

31.3.2013 31.3.2012 1.4.2011

rM rM rM

With finite useful lives

CGU 1 583,206 624,864 666,522

Other CGU - 40,752 429,432

583,206 665,616 1,095,954

With indefinite useful lives

CGU 2 - - 1,349,953

Other CGU 73,828 73,828 73,828

73,828 73,828 1,423,781

Total 657,034 739,444 2,519,735

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8. Goodwill - GrouP (continued)

Impairment testing for cash-generating units containing goodwill (continued)

The recoverable amounts of the above CGUs were estimated using value-in-use calculations. These calculations use pre-tax cash flow projections based on the financial budgets approved by management and cash flows expected from the continuing use of the CGUs. The value-in-use calculations were based on the following key assumptions:

CGU 1 – Services segment

a) Services rendered are projected to remain at the same level as 2013. The rate of service charges will be revised upwards by 10% once every five years in accordance with the service contracts.

b) Expenses are projected to increase at 3% (31.3.2012 and 1.4.2011: 3%) per annum.

c) The projections are for five (31.3.2012 and 1.4.2011: five) financial years from 2014 to 2018 (31.3.2012: 2013 to 2017; 1.4.2011: 2012 to 2016).

d) Pre-tax discount rate used to derive the projected cash flows is 10%, determined by reference to the weighted average cost of capital of the Group (31.3.2012 and 1.4.2011: 6%) per annum.

e) Collections from trade receivables and settlement of trade payables will be made in accordance with the current credit arrangements and policies.

The values assigned to the key assumptions represent management’s assessment of future trends in the industry and are based on historical data from both external sources and internal sources.

Sensitivity to changes in assumptions

The above estimates are particularly sensitive to fluctuations in the rate of service charges and operational costs. With a 5% and 10% variations in the projected service charges and operational costs respectively, the projections show that the recoverable amount of CGU 1 would still exceed the allocated goodwill.

Impairment losses on CGU 2

Impairment loss had been provided in full against the carrying amount of CGU2 in the last financial year as management did not foresee any cash flows from this CGU in future.

Other CGU with indefinite useful life

No impairment testing is done on this CGU which is considered immaterial to the Group.

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9. other intanGiBle assets - GrouP

intellectual property licences

rights to share rental proceeds of

telecom-munication

towers total

rM rM rM

Cost

At 1 April 2011 450,500 54,995,064 55,445,564

Additions 926,904 - 926,904

At 31 March 2012/1 April 2012 and 31 March 2013 1,377,404 54,995,064 56,372,468

Amortisation

At 1 April 2011 202,725 9,263,859 9,466,584

Amortisation for the financial year 175,383 3,874,671 4,050,054

At 31 March 2012/1 April 2012 378,108 13,138,530 13,516,638

Amortisation for the financial year 185,681 3,838,345 4,024,026

At 31 March 2013 563,789 16,976,875 17,540,664

Carrying amounts

At 1 April 2011 247,775 45,731,205 45,978,980

At 31 March 2012/1 April 2012 999,296 41,856,534 42,855,830

At 31 March 2013 813,615 38,018,189 38,831,804

9.1 Other intangible assets comprise:

• Intellectual property licences

The exclusive licences acquired allow the Group:

(i) to use and exploit for a period of five (5) years certain technical information relating to the operation of specialised equipment within South East Asia.

(ii) to have access to secret technical and commercial information related to the manufacture and use of LIPP tanks and Biogas plants within Malaysia for a period of fifteen (15) years.

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9. other intanGiBle assets - GrouP (continued)

9.1 Other intangible assets comprise: (continued)

• Rights to share rental proceeds of telecommunication towers

This arose from the construction of telecommunication towers for a network facility provider licence holder (“NFPLH”) in prior years. As payment for the construction works carried out, the NFPLH and a subsidiary share the rental proceeds from the leasing of the telecommunication towers based on a pre-determined ratios for a period of ten years commencing from the month when the rental proceeds were first received.

9.2 Allocation of amortisation

Amortisation for the financial year is allocated as follows:

Group

2013 2012

rM rM

Recognised in profit or loss (Note 23) 4,024,026 3,936,615

Capitalised into contract costs (Note 10.3) - 113,439

4,024,026 4,050,054

10. trade and other receivaBles

<------------------- Group -------------------> <----------------- company ---------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

non-current

Trade

Trade receivable (Note 10.1) 16,923,393 - - - - -

Non-trade

Other receivable [Note 10.2(a)] 6,067,176 18,036,029 16,686,833 - - -

Amount due from joint venture parties [10.2(b) and 10.2(c)] 27,451,643 - - - - -

Subsidiaries - - - 5,385,227 38,691,273 106,243,623

Less: Allowance for impairment loss - - - (2,610,000) (2,610,000) (2,000,000)

- - - 2,775,227 36,081,273 104,243,623

Non-current total 50,442,212 18,036,029 16,686,833 2,775,227 36,081,273 104,243,623

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10. trade and other receivaBles (continued)

<------------------- Group -------------------> <----------------- company ---------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

current

Trade

Trade receivables 84,035,421 148,644,858 74,094,044 - - -

Less: Allowance for impairment loss (3,321,209) (7,358,375) (4,119,866) - - -

80,714,212 141,286,483 69,974,178 - - -

Amount due from contract customers (Note 10.3) 22,823,978 14,206,771 26,590,914 - - -

Less: Allowance for impairment loss - - (254,544) - - -

22,823,978 14,206,771 26,336,370 - - -

103,538,190 155,493,254 96,310,548 - - -

Non-trade

Other receivables 9,280,575 11,143,987 1,681,807 4,092 5,865,580 35,359

Less: Allowance for impairment loss (3,024,275) (1,000,000) (10,977) - - -

6,256,300 10,143,987 1,670,830 4,092 5,865,580 35,359

Subsidiaries - - - 25,936,136 12,500,854 3,323,398

Less: Allowance for impairment loss - - - (100,962) (100,962) (1,088,398)

- - - 25,835,174 12,399,892 2,235,000

6,256,300 10,143,987 1,670,830 25,839,266 18,265,472 2,270,359

Current total 109,794,490 165,637,241 97,981,378 25,839,266 18,265,472 2,270,359

Grand total 160,236,702 183,673,270 114,668,211 28,614,493 54,346,745 106,513,982

120 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



10.1 Included in both non-current and current balances of trade receivables is an amount due from a contract customer relating to construction of waste treatment specialised systems, which is unsecured, interest free and expected to be collected as follows:

31.3.2013 31.3.2012 1.4.2011

rM rM rM

current

Within 1 year 10,960,553 4,562,475 -

non-current

1 - 2 year 9,476,752 - -

2 - 3 year 7,446,641 - -

16,923,393 - -

27,883,946 4,562,475 -

10.2(a) The non-current balance of other receivable represents an amount due from a former associate of the Group. The amount is secured by a first fixed and floating charge over the former associate’s assets and bears fixed interest at 6.00% (31.3.2012 and 1.4.2011: 6.00%) per annum. The amount is not subject to a fixed term of repayment but is repayable in full by December 2017.

10.2(b) The Group through its subsidiary, Loyal Paragon Sdn. Bhd. (“LPSB”), had entered into a joint venture agreement with a company (“the Land Owner”) on 20 December 2011 to develop a parcel of leasehold land into residential properties (the project is hereinafter referred to as “the Development” and the land, as “the Project Land”).

The Land Owner had entered into a Sale and Purchase Agreement (“Principal SPA”) to purchase the Project Land from another company (“the Vendor”).

Through the joint venture agreement, the Land Owner shall contribute the Project Land for the Development and LPSB shall carry out preparatory works for the Development, applying for approvals, sales and marketing, undertake construction and development works and complete the Development in accordance with the plans approved by the appropriate authorities and shall also undertake the entire project management, financial and sales administration of the Development.

LPSB shall be responsible to secure all financing and loan facilities required for the entire costs and expenses of the Development, including the acquisition of the Project Land.

In the joint venture agreement, the Land Owner shall be entitled to 25% of the gross development value of the Development or a minimum entitlement of RM30 million whichever is higher (“Land Owner’s entitlement”).

Subject to the provisions in the joint venture agreement, LPSB shall complete the Development on the Project Land within five (5) years from the legal completion of the Principal SPA between the Vendor and the Land Owner.

The Land Owner’s entitlement less payments made on its behalf by LPSB shall be satisfied by way of allotment of completed building units. LPSB is granted the absolute right to market and sell the allotted units on behalf of the Land Owner.

Pursuant to the joint venture agreement, a payment of RM24.4 million was made on behalf of the Land Owner by LPSB for the acquisition of the Project Land and related land expenses, which is part financed by an unsecured term loan obtained by LPSB from a licensed bank bearing a floating interest at 5.29% per annum (see Note 20). All such payments shall be deducted from the Land Owner’s entitlement from the Development.

The development order for the Development has been issued by the relevant authority to LPSB in May 2013.

121weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



10.2(c) The Group through its subsidiary, Good Axis Sdn. Bhd. (“GASB”) had also entered into a joint venture agreement with a third party on 30 January 2013 to develop a piece of freehold agriculture land (hereinafter referred to as “the Land”) into residential properties.

Pursuant to the joint venture agreement, an amount of RM3.0 million has been made on behalf of the third party by GASB for the acquisition of the Land and related land expenses.

This payment on behalf shall be deducted from the third party’s entitlement from the development.

10.3 Amount due from/to contract customers

<----------------------- Group ----------------------->

31.3.2013 31.3.2012 1.4.2011

rM rM rM

Value of works performed to-date 517,641,610 369,498,253 329,935,735

Progress billings (511,486,980) (368,729,789) (330,298,345)

6,154,630 768,464 (362,610)

Amount due to contract customers reclassified to trade and other payables (Note 21) 16,669,348 13,438,307 26,953,524

Amount due from contract customers 22,823,978 14,206,771 26,590,914

Additions to the value of works performed to-date include:

Group

2013 2012

rM rM

Amortisation of other intangible assets (Note 9.2) - 113,439

Depreciation of property, plant and equipment (Note 3.4) 1,685,314 1,705,971

Personnel expenses

- contributions to state plans 435,582 343,416

- wages, salaries and others 5,503,957 7,126,291

Property, plant and equipment written off - 52,893

Rental of equipment and vehicles 688,889 1,381,868

Rental of premises 421,588 505,346

Interest expense capitalised 615,945 86,541

10.4 The main collectability risk of trade receivables is customer insolvencies. Management determines allowance for impairment loss on doubtful receivables based on an on-going review and evaluation performed as part of its credit risk evaluation process. These include assessment of customers’ past payment records, financial standing and the age of receivables. The evaluation is however inherently judgemental and requires material estimates, including the amounts and timing of future cash flows expected to be received, which may be susceptible to significant changes.

122 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



10.4 Included in trade receivables is a gross retention sum receivables of RM2,696,613 (31.3.2012: RM30,346,429; 1.4.2011: RM32,189,148) from the Government of Syrian Arab Republic in respect of sewerage and water treatment plants constructed by a subsidiary.

An impairment loss of RM3,921,467 was provided against these retention sums in the financial year ended

31 March 2012 in view of the escalating political unrest in Syrian Arab Republic. The quantum of impairment loss was estimated premised on a delay in the receipt of the retention sums by two (2) years as well as taking into account the advance payments received from and the amount due to contract customer attributable to the Government of Syrian Arab Republic totalling some RM15.3 million. The impairment loss was recognised in profit or loss and measured as the difference between the carrying amount of the retention sums and the present value of estimated future cash flows discounted at 15% per annum. The discount rate was determined based on management’s best judgement of the on-going risks involved, including country risk premium (i.e. political and economic risks).

As the subsidiary has managed to recover its retention sums substantially in the financial year under review, no impairment loss need be made for the remaining receivables as at 31 March 2013 despite the continuing political unrest in Syrian Arab Republic, after taking into consideration the advance payments of RM4,015,434 received from and other amounts payable to the Government of Syrian Arab Republic (see Note 21.4). Nonetheless, the recoverability of the retention sums will continue to be reassessed in future based on the information then available.

10.5 Included in trade receivables of the Group are retention sums of RM5,531,647 (31.3.2012: RM30,517,213; 1.4.2011: RM34,607,112) relating to construction work-in-progress, inclusive of the retention sums disclosed in Note 10.4 above.

The retention sums are unsecured, interest free and are expected to be collected as follows:

<----------------------- Group ----------------------->

31.3.2013 31.3.2012 1.4.2011

rM rM rM

Within 1 year 2,534,487 3,232,086 26,048,984

1 - 2 years 2,970,074 23,762,215 7,895,859

2 - 3 years 27,086 7,444,379 662,269

5,531,647 34,438,680 34,607,112

Less: Allowance for impairment loss - (3,921,467) -

5,531,647 30,517,213 34,607,112

10.6 Included in the amount due from subsidiaries is a sum of RM25,839,624 (31.3.2012: RM45,705,099; 1.4.2011: RM103,092,020) which is unsecured and bears interest at 5.50% (31.3.2012 and 1.4.2011: 5.00%) per annum. The remaining balances are unsecured, interest-free and repayable on demand.

123weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


11. other investMents

<------------------- Group -------------------> <----------------- company ---------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Non-current

Available-for-sale financial assets

- quoted shares in Malaysia 1,053,120 1,130,473 116,621 1,053,120 1,130,473 15,821

- unquoted shares 322,000 322,000 322,000 - - -

1,375,120 1,452,473 438,621 1,053,120 1,130,473 15,821

Representing items:

- At cost/amortised cost 322,000 322,000 322,000 - - -

- At fair value 1,053,120 1,130,473 116,621 1,053,120 1,130,473 15,821

Market value of quoted shares (Note 32.4) 1,053,120 1,130,473 116,621 1,053,120 1,130,473 15,821

124 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


12.

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125weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


12. deferred tax (continued)

Unrecognised deferred tax assets

Deferred tax assets of RM2,301,000 (31.3.2012: RM1,841,000; 1.4.2011: RM4,409,000) and RM1,416,000 (31.3.2012: RM320,500; 1.4.2011: RM412,000) of the Group and of the Company respectively have not been recognised in respect of the following temporary differences because it is not certain if future taxable profits of sufficient quantum will be available against which the affected group entities can utilise the benefits therefrom:

<------------------- Group -------------------> <----------------- company ---------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Property, plant and equipment (1,268,000) (5,395,000) (13,631,000) (1,605,000) (1,696,000) (1,059,000)

Biological assets - - (20,425,000) - - -

Capital allowances carried forward 3,508,000 8,664,000 31,310,000 3,473,000 2,965,000 2,695,000

Tax losses carried forward 7,269,000 3,674,000 20,380,000 3,796,000 13,000 13,000

Other provisions (307,000) 419,000 - - - -

9,202,000 7,362,000 17,634,000 5,664,000 1,282,000 1,649,000

The unabsorbed capital allowances carried forward and unutilised tax losses carried forward of group entities

incorporated in Malaysia amounting to RM8,685,000 (31.3.2012: RM8,681,000; 1.4.2011: RM47,326,000) do not expire under the current Malaysian tax legislation except that in the case of a dormant company, such allowances and losses will not be available to the company if there is a substantial change of 50% or more in the shareholdings thereof. During the financial year, unabsorbed capital allowances brought forward of RM2,188,000 have been forfeited due to the cessation of a production line in the manufacturing division.

Unutilised tax losses carried forward of a foreign subsidiary amounting to RM2,092,000 (31.3.2012: RM3,535,000; 1.4.2011: RM4,344,000) can be claimed as a deduction against future taxable income within three years of incurrence of such losses. During the current financial year, tax losses brought forward of RM1,759,000 have expired.

13. inventories - GrouP

31.3.2013 31.3.2012 1.4.2011

rM rM rM

At cost:

Raw materials and consumables 22,163,585 16,310,526 24,624,455

Manufactured/Trading inventories 22,552,081 21,024,264 18,464,953

Oil palm nursery inventories - 711,667 963,219

Construction materials 1,172,479 1,097,574 553,812

45,888,145 39,144,031 44,606,439

At net realisable value:

Manufactured/Trading inventories - 658,298 700,700

Construction materials 180,351 180,351 1,926,041

180,351 838,649 2,626,741

Total 46,068,496 39,982,680 47,233,180

126 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


14. ProPerty develoPMent costs - GrouP

rM

Property development costs incurred during 2013 financial year and balance at 31 March 2013 1,649,353

Property development costs incurred during the financial year include:

rM

Personnel expenses

- contributions to state plans 44,361

- wages, salaries and others 384,789

The Group via its subsidiary, Loyal Paragon Sdn. Bhd. entered into a joint venture agreement with a third party to develop a parcel of leasehold land belonging to the third party on 20 December 2011 [see Note 10.2 (b)].

Property development costs are project management costs and consist of administrative and technical expenses incurred during the pre-development stage, including preparation of design and development plans, for the above land.

15. dePosits and PrePayMents

<------------------- Group -------------------> <----------------- company ---------------->31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Deposits 2,654,459 10,273,416 10,128,444 427,621 460,698 176,146

Prepayments 4,078,921 2,595,885 5,446,324 13,581 28,041 88,618

6,733,380 12,869,301 15,574,768 441,202 488,739 264,764

15.1 Included in the deposits of the Group is an amount of RM1,115,108 (31.3.2012: RM8,764,518; 1.4.2011: RM8,742,476) paid for the purchases of construction materials, machinery and equipment respectively. The amount will be progressively deducted against physical goods delivered.

15.2 Included in prepayments of the Group is an advance of RM2,784,449 (31.3.2012: RM1,740,300 and 1.4.2011: RM3,630,883) paid for the purchases of construction materials, machinery and equipment and made to sub-contractors respectively. The amount will be progressively deducted against physical goods delivered and related works performed.

16. derivative financial assets/liaBilities - GrouP

31.3.2013 31.3.2012 1.4.2011assets liabilities assets liabilities assets liabilities

rM rM rM rM rM rM

Derivatives held for trading at fair value through profit or loss

- Forward foreign exchange contracts 136,415 (15,083) 6,680 (7,617) 12,378 (139,408)

Nominal value of the outstanding forward foreign exchange contracts as at 31 March 2013 is RM7,126,048 (31.3.2012:

RM1,190,282; 1.4.2011: RM3,623,563).

127weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


16. derivative financial assets/liaBilities - GrouP (continued)

Forward foreign exchange contracts are used to manage the foreign currency exposures arising from the Group’s receivables and payables denominated in currencies other than the functional currencies of group entities. Most of the forward foreign exchange contracts have maturities of less than one year after the end of the reporting period. Where necessary, the forward foreign exchange contracts are rolled over at maturity.

17. cash and Bank Balances

<------------------- Group -------------------> <----------------- company ---------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Deposits placed with licensed banks with maturities less than three months 243,600,515 40,388,879 18,635,762 210,329,392 33,841,459 9,215,762

Cash in hand and at banks 21,387,935 11,805,295 9,658,313 3,336,442 581,927 263,098

Total cash and cash equivalents 264,988,450 52,194,174 28,294,075 213,665,834 34,423,386 9,478,860

Deposits pledged with licensed banks 1,281,708 2,788,061 9,646,075 - - -

Total cash and bank balances 266,270,158 54,982,235 37,940,150 213,665,834 34,423,386 9,478,860

Deposits of RM1,281,708 (31.3.2012: RM2,788,061; 1.4.2011: RM9,646,075) are charged to licensed banks as security for banking facilities granted to certain subsidiaries (see Note 20.2).

18. assets classified as held for sale - GrouP

During the financial year, the Group has ceased its tyre recycling operation. The Group is committed to a plan to sell and has entered into sale and purchase agreement with a third party to dispose of certain property, plant and equipment relating to this division. The sale is expected to be completed by 31 March 2014. As a consequence, these property, plant and equipment have been classified as assets held for sale as at 31 March 2013. They comprise:

rM

Cost 5,483,612

Accumulated depreciation (384,638)

Carrying amount 5,098,974

Included in the assets classified as held for sale is a parcel of long-term leasehold land with a carrying amount of RM1,740,889 (31.3.2012: RM1,761,191; 1.4.2011: RM1,781,493), the title to which has yet been issued by the relevant authority.

128 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


19. caPital and reserves

19.1 Share capital

<-------------------------------------- Group and company -------------------------------------->

31.3.2013 31.3.2012 1.4.2011

amount number of amount number of amount number of

rM shares rM shares rM shares

Ordinary shares of RM0.50 each

Authorised:

Opening and closing balances 100,000,000 200,000,000 100,000,000 200,000,000 100,000,000 200,000,000

Issued and fully paid:

Opening and closing balances 66,666,666 133,333,332 66,666,666 133,333,332 66,666,666 133,333,332

19.2 Reserves

<------------------- Group -------------------> <----------------- company ---------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Foreign exchange translation reserve (1,125,945) (473,621) - - - -

Treasury shares (4,599,294) (4,598,967) (4,598,684) (4,599,294) (4,598,967) (4,598,684)

Fair value reserve (228,264) (125,772) - (228,264) (125,772) -

Retained earnings 283,792,450 236,777,236 201,242,848 142,141,926 14,357,664 5,198,032

277,838,947 231,578,876 196,644,164 137,314,368 9,632,925 599,348

Movements in each category of reserves are disclosed in the statements of changes in equity.

Foreign exchange translation reserve - Group

The translation reserve comprises all foreign currency differences arising from the translation of the financial statements of the group entities with functional currencies other than RM.

Treasury shares

Shareholders of the Company, at the Annual General Meeting held on 27 September 2012, renewed the mandate for the Company to repurchase its own shares to be retained as treasury shares. The Directors of the Company are committed to enhancing the value of the Company to its shareholders and believe that the repurchase plan can be applied in the best interests of the Company and its shareholders.

129weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


19. caPital and reserves (continued)

19.2 Reserves (continued)

Treasury shares (continued)

During the current financial year, the Company purchased 200 units (2012: 200 units) using internal generated funds of its issued share capital from the open market. The average price paid for the shares repurchased was RM1.64 (2012: RM1.42) per share. The total consideration paid was RM327 (2012: RM283) including transaction costs of RM82 (2012: RM82).

The total number of shares repurchased as at 31 March 2013 is 6,438,300 (31.3.2012: 6,438,100; 1.4.2011: 6,437,900).

Fair value reserve

The fair value reserve comprises the cumulative net change in the fair value of financial assets categorised as available-for-sale until the assets are derecognised or impaired.

Retained earnings - Section 108 tax credit

Subject to agreement with the Inland Revenue Board, the Company has sufficient Section 108 tax credit and exempt income to distribute out of its retained earnings at 31 March 2013 approximately RM19,870,000 as franked dividends and RM42,000 as normal exempt dividends respectively. The remaining retained earnings are distributable as single-tier exempt dividends under the single-tier company income tax system enacted via the Finance Act 2007.

The single-tier system, which is effective from 1 January 2008, allows for a transitional period of six years. Unless the Company elects for early migration to the system, the Section 108 tax credit will be available to the Company until such time the credit is fully utilised or upon the expiry of the transitional period on 31 December 2013, whichever is earlier.

The tax exempt income will be available to the Company until it is fully distributed as dividends.

130 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


20. loans and BorrowinGs

<------------------- Group -------------------> <----------------- company ---------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Non-current

Finance lease liabilities 2,585,874 4,986,166 4,977,692 716,094 455,118 514,648

Term loans

- Unsecured 73,382,897 28,612,635 22,578,948 55,382,897 28,612,635 22,578,948

- Secured - 48,750,000 20,300,000 - - -

Unsecured Islamic bonds - - 30,000,000 - - 30,000,000

Non-current total 75,968,771 82,348,801 77,856,640 56,098,991 29,067,753 53,093,596

Current

Finance lease liabilities 1,381,430 2,537,536 1,935,284 143,823 59,530 55,862

Unsecured bankers’ acceptances 39,896,729 57,974,000 37,738,000 - - -

Unsecured term loan 17,872,595 24,695,461 6,157,895 17,872,595 10,729,738 6,157,895

Unsecured Islamic bonds - 25,000,000 - - 25,000,000 -

Unsecured revolving credits - 5,000,000 - - - -

Bank overdrafts

- Secured - 524,250 - - - -

- Unsecured - 595,662 - - - -

Current total 59,150,754 116,326,909 45,831,179 18,016,418 35,789,268 6,213,757

Total 135,119,525 198,675,710 123,687,819 74,115,409 64,857,021 59,307,353

131weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


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132 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


20. loans and BorrowinGs (continued) 20.2 Security company

Unsecured term loan

The unsecured term loan of the Company is covered by way of:

a) corporate guarantees from four subsidiaries for RM200,000,000;b) negative pledges from the Company and the four subsidiaries;c) assignment of dividend proceeds from all subsidiaries to its escrow account;d) placement in General Investment Account; ande) charge over the escrow accounts of the Company and a subsidiary.

subsidiaries

Unsecured term loan

An unsecured term loan of a subsidiary, which is part of the credit facilities obtained thereby during the financial year is covered by way of:

a) corporate guarantee from the Company;b) third party first legal charge over the Project Land [see Note 10.2(b)];c) deed of subordination of advances from the Company/shareholders/ directors; d) Power of Attorney in favour of the bank to appoint a contractor at the bank’s discretion to proceed and

complete the entire development in the event of repayment default and/or inability to complete the project; and

e) letter of undertaking from the Company to ensure the completion of the project and meet any cost overrun on any cash flow deficits during the tenure.

Other banking facilities

The banking facilities comprising letters of credit, bankers’ acceptances and bank guarantees granted to a subsidiary are secured by way of:

a) corporate guarantee from the Company;b) charge over term deposits by way of sinking fund (see Note 17);c) deed of assignment of contract proceeds; andd) negative pledge over its present and future assets.

Other banking facilities granted to other subsidiaries are principally guaranteed by the Company and negative pledge over their present and future assets.

Finance lease liabilities

The finance lease liabilities are secured on the respective finance lease assets of the Group and of the Company. Outstanding finance lease liabilities of RM2,284,870 (31.3.2012: RM5,960,964; 1.4.2011: RM5,710,626) granted to certain subsidiaries are guaranteed by the Company.

133weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


20. loans and BorrowinGs (continued)

20.3 Significant covenants for borrowings

The Group is required to maintain the following financial ratios throughout the tenure of the facilities:

Unsecured term loan - gearing ratio not exceeding 1.50 times; and - finance service cover ratio of not less than 1.50 times.

21. trade and other PayaBles

<------------------- Group -------------------> <----------------- company ---------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Trade

Trade payables (Note 21.1) 36,387,840 45,790,647 37,326,502 - - -

Amount due to contract customers (Note 10.3) 16,669,348 13,438,307 26,953,524 - - -

Accrued expenses 13,956,557 11,079,163 10,407,574 - - -

67,013,745 70,308,117 74,687,600 - - -

Non trade

Subsidiaries (Note 21.2) - - - 31,180,119 61,012,060 36,552,304

Associate (Note 21.3) 299,766 - - 299,766 - -

Advance payments from contract customers (Note 21.4) 4,015,934 8,032,851 13,827,154 - - -

Accrued expenses 28,748,632 27,818,222 16,174,737 12,039,386 3,449,653 3,179,104

Other payables 5,453,288 2,057,141 2,091,113 609,374 1,301,559 134,977

A corporate shareholder (Note 21.5) 4,000,000 - - - - -

42,517,620 37,908,214 32,093,004 44,128,645 65,763,272 39,866,385

Total 109,531,365 108,216,331 106,780,604 44,128,645 65,763,272 39,866,385

134 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


21. trade and other PayaBles (continued)

21.1 Trade payables of the Group include retention sums of RM5,696,699 (31.3.2012: RM4,422,594; 1.4.2011: RM2,434,477).

21.2 Amount due to subsidiaries is unsecured and bears interest at 5.50% (31.3.2012 and 1.4.2011: 5.00%) per annum.

21.3 Amount due to an associate is unsecured, interest free and repayable on demand.

21.4 Advance payments from contract customers of RM4,015,434 (31.3.2012: RM4,533,143; 1.4.2011: RM6,951,259) is received from the Government of Syrian Arab Republic in respect of construction works of sewerage and water treatment plants by a subsidiary (see Note 10.4).

21.5 Advance from a corporate shareholder of a subsidiary is unsecured, interest free and repayable on demand.

22. revenue

Group company

2013 2012 2013 2012

rM rM rM rM


Contract revenue 146,684,757 131,538,231 - -

Sale of goods 196,820,945 140,285,847 - -

Services rendered 27,922,068 27,393,318 - -

Share of rental proceeds of telecommunication towers 9,131,568 10,290,845 - -

Dividend income from:

- subsidiaries (unquoted in Malaysia) - - 19,850,700 8,089,000

- quoted investments - - 43,584 42,065

Management fee income - - 10,701,286 12,733,200

380,559,338 309,508,241 30,595,570 20,864,265

135weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


23. Profit for the financial year

Group company

2013 2012 2013 2012

rM rM rM rM

Profit for the financial year is arrived at after charging:

Auditors’ remuneration:

- Audit fees

- KPMG Malaysia 394,000 348,000 80,000 63,000

- Overseas affiliates of KPMG Malaysia 33,780 31,988 - -

- Non-audit fees

- KPMG Malaysia 119,333 42,000 119,333 42,000

- Local affiliates of KPMG Malaysia 238,500 129,700 144,200 45,000

Allowance for impairment loss on:

- receivables 2,190,270 5,320,933 - 610,000

- property, plant and equipment 452,663 - - -

- goodwill (Note 8) - 1,349,953 - -

Amortisation of:

- other intangible assets (Note 9.2) 4,024,026 3,936,615 - -

- goodwill (Note 8) 82,410 430,338 - -

- prepaid lease payments (Note 4) 107,569 107,569 - -

Bad debts written off - - - 6,146

Depreciation of property, plant and equipment (Note 3.4) 8,992,401 8,882,310 1,030,697 804,345

Interest expense


- discontinued operation 885,531 854,442 - -

Loss on disposal of property, plant and equipment - - 53,182 -

Loss from changes in fair value of biological assets (Note 5) 57,022,402 - - -

Property, plant and equipment written off 485,995 76,249 4,405 -

Rental of premises and equipment 1,742,858 1,490,359 1,541,382 966,384

Rental of land 642,665 849,040 - -

Foreign exchange loss

- realised - - 52 6,397

- unrealised 1,061,197 - - -

136 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


23. Profit for the financial year (continued)

Group company

2013 2012 2013 2012

rM rM rM rM

Profit for the financial year is arrived at after crediting:

Derivative gain on forward foreign exchange contracts 114,651 27,212 - -

Dividend income from:

- subsidiaries (unquoted in Malaysia) - - 19,850,700 8,089,000

- quoted investments 43,584 47,465 43,584 42,065

Gain from changes in fair value of biological assets (Note 5) - 36,270,839 - -

Gain on disposal of:

- property, plant and equipment 1,143,120 3,198,649 - 2,584,137

- other investments 627 144,532 627 110,515

- subsidiaries 59,876,305 - 127,177,929 -

Foreign exchange gain

- realised 41,954 406,708 35 -

- unrealised - 139,989 - -

Hire of equipment - - 44,625 37,950

Income from rental of furnished premises 117,800 85,800 1,814,192 1,471,892

Interest income


- discontinued operation 8,152 6,535 - -

Reversal of:

- allowance for impairment loss on receivables 4,126,434 550,464 - -

- allowance for impairment loss on investment in subsidiaries - - - 5,222,402

Employee benefits disclosed in profit or loss include:

Group company

2013 2012 2013 2012

rM rM rM rM

Contributions to state plans 3,513,534 3,077,154 1,000,431 836,279

137weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


24. interest incoMe and interest exPense

Recognised in profit or loss


Group company

2013 2012 2013 2012

rM rM rM rM

interest income

- interest income from term deposits 2,051,629 840,426 1,189,113 448,972

- interest income from debentures 763,769 934,999 - -

- interest income from other financial assets 237,799 666,148 747,682 395,510

- interest income from subsidiaries - - 3,693,796 3,675,026

3,053,197 2,441,573 5,630,591 4,519,508

interest expense

- interest expense from loans and borrowings 4,379,815 4,171,722 3,893,644 3,281,796

- interest expense from other financial liabilities 7,115 17,063 - -

- interest charged by subsidiaries - - 2,124,438 1,954,580

4,386,930 4,188,785 6,018,082 5,236,376

25. coMPensations to key ManaGeMent Personnel

Compensations paid/payable to key management personnel are as follows:

Group company

2013 2012 2013 2012

rM rM rM rM

Directors of the Company

- Fees 354,000 345,933 324,000 309,933

- Other short-term employee benefits 4,493,870 4,788,740 2,158,249 2,977,020

4,847,870 5,134,673 2,482,249 3,286,953

138 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


25. coMPensations to key ManaGeMent Personnel (continued) Compensations paid/payable to key management personnel are as follows: (continued)

Group company

2013 2012 2013 2012

rM rM rM rM

Other key management personnel

- Fees 184,489 246,782 - -

- Other short-term employee benefits 7,197,429 7,828,237 2,091,650 2,014,138

- Benefits-in-kind - 680 - -

7,381,918 8,075,699 2,091,650 2,014,138

Total 12,229,788 13,210,372 4,573,899 5,301,091

Other key management personnel comprise persons, other than the Directors, having authority and responsibility for planning, directing and controlling the activities of the Group either directly or indirectly.

26. tax exPense

Recognised in profit or loss

Group company

2013 2012 2013 2012

rM rM rM rM

Income tax expense on continuing operations 13,210,768 6,388,339 3,396,874 970,087

Income tax on discontinued operation (excluding gain on sale) (Note 29) (16,163,694) 5,382,600 - -

Real property gain tax on sale of discontinued operation (Note 29) 4,158,606 - 4,158,606 -

Total tax expense 1,205,680 11,770,939 7,555,480 970,087

current tax expense


Malaysian

- current year 14,655,016 11,503,590 3,274,000 1,230,000

- prior years 663,731 (1,172,203) 122,874 (259,913)

Subtotal 15,318,747 10,331,387 3,396,874 970,087


- current year 63,000 84,000 - -

Total current tax 15,381,747 10,415,387 3,396,874 970,087

139weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


26. tax exPense (continued)

Recognised in profit or loss (continued)

Group company

2013 2012 2013 2012

rM rM rM rM

deferred tax (income)/expense (Note 12)


- current year (2,020,951) (3,291,589) - -

- prior years (87,028) (651,459) - -

(2,107,979) (3,943,048) - -


- current year (16,367,694) 5,298,600 - -

- prior years 141,000 - - -

(16,226,694) 5,298,600 - -

Total deferred tax (18,334,673) 1,355,552 - -

Real property gain tax on sale of discontinued operation 4,158,606 - 4,158,606 -


Reconciliation of tax expense

Group company

2013 2012 2013 2012

rM rM rM rM

Profit for the financial year 26,472,731 54,760,113 131,591,116 12,966,492

Total tax expense

- continuing operations 13,210,768 6,388,339 7,555,480 970,087

- discontinued operation (Note 29) (12,005,088) 5,382,600 - -

1,205,680 11,770,939 7,555,480 970,087

Profit excluding tax 27,678,411 66,531,052 139,146,596 13,936,579

Income tax calculated using Malaysian tax rate of 25% (2012: 25%) 6,920,000 16,633,000 34,787,000 3,484,000

Effect of different tax rates in foreign jurisdictions (10,000) (41,000) - -

Income of foreign source not subject to Malaysian tax 1,333,000 (262,800) - -

Gain on disposal of discontinued operation/investment in subsidiaries not subject to income tax (14,969,000) - (31,794,000) -

Subtotal (6,726,000) 16,329,200 2,993,000 3,484,000

140 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


26. tax exPense (continued)

Reconciliation of tax expense (continued)

Group company

2013 2012 2013 2012

rM rM rM rM

Subtotal (continued) (6,726,000) 16,329,200 2,993,000 3,484,000

Non-deductible expenses/(Non-taxable income) 2,241,971 1,406,401 (814,500) (2,093,500)

Depreciation and amortisation expenses capitalised into biological assets (547,600) (651,000) - -

Utilisation of reinvestment allowance - (745,000) - -

Reversal of deferred tax liability on realisation of previous revaluation of assets (86,000) (177,000) - (69,000)

Expired tax losses brought forward 440,000 - - -

Forfeited capital allowances brought forward 547,000 - - -

Movements in unrecognised deferred tax assets 460,000 (2,568,000) 1,095,500 (91,500)

(3,670,629) 13,594,601 3,274,000 1,230,000

Under/(Over)-provision in prior years 717,703 (1,823,662) 122,874 (259,913)

Real property gain tax on the sale of discontinued operation 4,158,606 - 4,158,606 -


27. earninGs Per ordinary share - GrouP

Basic/Diluted earnings per ordinary share

The calculation of basic/diluted earnings per ordinary share was based on the profit attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding calculated as follows:

Profit attributable to ordinary shareholders

2013 2012

rM rM

Profit for the financial year attributable to owners of the Company

- continuing operations 18,144,373 24,326,914

- discontinued operation 32,627,982 15,014,334

50,772,355 39,341,248

141weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


27. earninGs Per ordinary share - GrouP (continued)

Weighted average number of ordinary shares

2013 2012

Issued ordinary shares at beginning of financial year (Note 19) 133,333,332 133,333,332

Less: Cumulative effect of treasury shares bought back in previous financial years (6,438,100) (6,437,900)

126,895,232 126,895,432

Effect of ordinary shares repurchased during the financial year (133) (133)

Weighted average number of ordinary shares outstanding at the end of the financial year 126,895,099 126,895,299

Basic earnings per ordinary share (sen)

- continuing operations 14.30 19.17

- discontinued operation 25.71 11.83

28. dividends

28.1 Dividends per ordinary share

Dividends per ordinary share as disclosed below relates to the total dividends declared or proposed for the financial year.

company

2013 2012

Gross dividend per share (sen) 5.50 4.00

28.2 Dividends expense

Total dividends recognised in the statements of changes in equity comprise:

sen per share (net of tax)

total amount date of payment

rM

2013

Final 2012 ordinary 3.00 3,806,854 22 November 2012

2012

Final 2011 ordinary 3.00 3,806,860 22 November 2011

142 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


28. dividends (continued)

28.2 Dividends expense (continued)

After the end of the reporting period, the Directors have proposed the following dividends in respect of the financial year ended 31 March 2013, to be paid once approved by shareholders at the forthcoming Annual General Meeting and which will be recognised in subsequent financial reports:

a) a first and final dividend of 4.00 sen per ordinary share of RM0.50 each less tax at 25% totalling RM3,806,848 (equivalent to 3.00 sen net per ordinary share); and

b) a special dividend of 1.50 sen per ordinary share of RM0.50 each less tax at 25% totalling RM1,427,568 (equivalent to 1.13 sen net per ordinary share).

29. disPosal of a discontinued oPeration - oil PalM Plantation division - GrouP

The Group completed the disposal of its oil palm plantation division on 27 February 2013 following the fulfillment of the conditions precedent set out in the Share Sale Agreements entered into with the acquirer [see Note 33(iv)]. The segment was not a discontinued operation or classified as held for sale as at 31 March 2012. However, for comparability purposes, the comparative consolidated statement of profit or loss and other comprehensive income has been re-presented to show the discontinued operation separately from continuing operations, as if the oil palm plantation division was a discontinued operation in the financial year ended 31 March 2012.

Profit/(Loss) attributable to the discontinued operation was as follows:

Results from discontinued operation

1.4.2012 - 27.2.2013

1.4.2011 - 31.3.2012

rM rM

Revenue 2,622,725 173,633

Other income 737,875 87,582

(Loss)/Gain from changes in fair value of biological assets (Note 23) (57,022,402) 36,270,839

Expenses (7,835,537) (1,851,110)

results from operating activities (61,497,339) 34,680,944

Interest income 8,152 6,535

Interest expense (885,531) (854,442)

Net interest expense (877,379) (847,907)

(loss)/Profit before tax carried down (62,374,718) 33,833,037

143weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


29. disPosal of a discontinued oPeration - oil PalM Plantation division - GrouP (continued) Results from discontinued operation (continued)

1.4.2012 - 27.2.2013

1.4.2011 - 31.3.2012

rM rM

(loss)/Profit before tax brought down (62,374,718) 33,833,037

Current tax

Malaysian - current year (63,000) (84,000)

Deferred tax- current year 16,367,694 (5,298,600)

- prior years (141,000) -

16,226,694 (5,298,600)

Real property gain tax on sale of discontinued operation (4,158,606) -

Total tax income/(expense) (Note 26) 12,005,088 (5,382,600)

(loss)/Profit after tax (50,369,630) 28,450,437

Gain on sale of discontinued operation (Note 23) 59,876,305 -

Profit for the financial period/year 9,506,675 28,450,437

Results from discontinued operation were arrived at after charging:

1.4.2012 - 27.2.2013

1.4.2011 - 31.3.2012

rM rMAuditors’ remuneration:

- Audit fees

- KPMG Malaysia - 20,000

- Non-audit fees

- KPMG Malaysia - 6,900

Depreciation of property, plant and equipment 646,933 403,250

Interest expense:

- loans and borrowings 748,232 551,150

- other financial liabilities 137,299 303,292

Loss from changes in fair value of biological assets 57,022,402 -

Property, plant and equipment written off 35,964 1,480

and after crediting:

Income from rental of land - 22,800

Interest income

- term deposits 8,152 6,535

Gain from changes in fair value of biological assets - 36,270,839

Employee benefits disclosed in profit or loss included contributions to state plans of RM89,729 (2012: RM49,117).

144 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


29. disPosal of a discontinued oPeration - oil PalM Plantation division - GrouP (continued)

Cash flow from/(used in) discontinued operation

2013 2012rM rM

Net cash used in operating activities (8,548,773) (749,913)

Net cash from/(used in) investing activities 140,650,125 (19,366,286)

Net cash from financing activities 16,980,854 26,529,930

Effect on cash flows 149,082,206 6,413,731

Effect of disposal on the financial position of the Group

2013note rM

Property, plant and equipment 3 76,848,450Biological assets 5 248,085,716Inventories 837,779Trade and other receivables 783,219Current tax recoverable 14Deposits and prepayments 342,703Deferred tax liabilities 12 (50,721,039)Loans and borrowings (52,696,071)Trade and other payables (54,260,216)Current tax payables (6,132)Non-controlling interests 33 (78,865,626)net assets 90,348,797Gain on sale of discontinued operation 23 59,876,305Consideration received, satisfied in cash 150,225,102Cash and cash equivalents disposed of 1,826,442net cash inflows 152,051,544

30. caPital exPenditure coMMitMents

<--------------------- Group ----------------------> <-------------------- company ------------------->31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Property, plant and equipment and biological assets

Within one year- Authorised but not contracted for 21,891,000 46,424,000 50,523,000 1,209,000 648,000 35,000

- Contracted but not provided for 1,395,000 490,000 2,054,000 - - -

23,286,000 46,914,000 52,577,000 1,209,000 648,000 35,000

145weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


31. oPeratinG seGMents

The Group has four reporting segments, which are the Group’s strategic business units. For each of the strategic business units, the Group Managing Director, being the Chief Operating Decision Maker, reviews internal management reports for resource allocation and decision making at least on a quarterly basis.

The following summary describes the operations in each of the Group’s existing reporting segments:

(a) Manufacturing- Manufacture and sale of polyethylene engineering (“HDPE”) products, reclaimed rubber and trading of

other specialised and technical engineering products

(b) Worksi) Telecommunication towers

- Construction of telecommunication towers and share of rental proceeds of telecommunication towers

ii) Water, wastewater treatment and other infrastructure- Design, construction and installation of water supply, storage infrastructure and treatment systems,

wastewater treatment specialised systems, hydro systems and other infrastructure

(c) Services- Sewerage treatment services, treatment and disposal of sludge services as well as underground mapping

of buried utilities, closed circuit television survey and investigation and rehabilitation of underground sewer and pipeline networks and storm water culverts

(d) Plantations- Cultivation of oil palms and sale of fresh fruit bunches. This segment has been disposed of during the

financial year and the disposal was completed on 27 February 2013 (see Note 29).

There are varying levels of integration between the reportable segments. Inter-segment pricing is determined on negotiated terms.

Performance is measured based on segment profit before tax as included in the internal management reports. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries.

Segment assets and liabilities

The Group Managing Director reviews the statements of financial position of subsidiaries for decision making and resources allocation, instead of a summary of total consolidated assets and liabilities by segments. As such, information on segment assets and segment liabilities is not presented.

Geographical segments and major customers

Group sales were mostly to customers in Malaysia and there were very limited export sales.

Prospective segment – Property development

The Group expects to launch its maiden property development project in the third quarter of the financial year ending 31 March 2014.

146 weida (M) Bhd (504747-W)

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31. oPeratinG seGMents (continued)

<-------------------------- continuing operations -------------------------->

<-------------- works -------------->

Manufacturing

telecom-munication

towers

water, wastewater

treatment and other

infrastructure services consolidated

2013 rM rM rM rM rM

segment results

Revenue from external customers 196,820,945 32,027,929 123,788,396 27,922,068 380,559,338

Segment profit before tax 22,398,961 6,785,418 1,940,769 1,140,897 32,266,045

Unallocated corporate expenses (2,084,903)

Share of results of equity accounted associate (4,318)

Profit before tax 30,176,824

Tax expense (13,210,768)

Profit for the financial year 16,966,056

Profit from discontinued operation 9,506,675

Other comprehensive losses (1,020,129)

Total comprehensive income for the financial year 25,452,602

Non-controlling interests 24,564,937

Total comprehensive income for the financial year attributable to owners of the Company 50,017,539

Included in the measure of segment profit are:

Depreciation and amortisation 7,420,384 3,910,850 166,074 1,062,165 12,559,473

Interest expense 2,945,247 316,531 1,050,117 75,035 4,386,930

Interest income (2,322,095) (116,879) (460,978) (153,245) (3,053,197)

Net allowance/(reversal) for impairment loss on:

- property, plant and equipment 452,663 - - - 452,663

- receivables 2,051,556 - (3,988,620) 900 (1,936,164)

147weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



<-------------------------- continuing operations -------------------------->

<-------------- works -------------->

Manufacturing

telecom-munication

towers

water, wastewater

treatment and other

infrastructure services consolidated

2012 rM rM rM rM rM

segment results

Revenue from external customers 140,285,847 66,434,464 75,394,612 27,393,318 309,508,241

Segment profit/(loss) before tax 12,671,729 16,505,159 5,742,282 (529,013) 34,390,157

Unallocated corporate expenses (1,692,102)

Share of results of equity accounted associate (40)

Profit before tax 32,698,015

Tax expense (6,388,339)

Profit for the financial year 26,309,676

Profit from discontinued operation 28,450,437

Other comprehensive losses (985,346)

Total comprehensive income for the financial year 53,774,767

Non-controlling interests (15,032,912)

Total comprehensive income for the financial year attributable to owners of the Company 38,741,855

Included in the measure of segment profit/(loss) are:

Depreciation and amortisation 7,985,821 4,108,022 90,502 769,237 12,953,582

Interest expense 2,764,355 349,463 971,070 103,897 4,188,785

Interest income (1,546,423) (37,811) (694,628) (162,711) (2,441,573)

Net allowance/(reversal) for impairment loss on:

- goodwill - - - 1,349,953 1,349,953

- receivables 1,128,018 - 3,697,044 (54,593) 4,770,469

148 weida (M) Bhd (504747-W)

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Geographical segments

In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of customers.

Malaysia Middle eastother

countries consolidated

2013 2012 2013 2012 2013 2012 2013 2012

rM rM rM rM rM rM rM rM

Revenue from external customers (see Note 22)

- continuing operations 373,283,051 293,273,248 2,157,535 11,318,207 5,118,752 4,916,786 380,559,338 309,508,241

Major customers

The following are major customers with revenue equal to or more than 10 percent of the Group revenue:

revenue

2013 2012 segment

rM rM

A contract customer in Malaysia - 56,139,632 Works - Telecommunication towers

A contract customer in Malaysia 59,454,998 -Works - Water, wastewater treatment and other infrastructure

Save as disclosed, no counterparties individually contributed to 10% or more of the Group revenue.

149weida (M) Bhd (504747-W)

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32. financial instruMents

32.1 Categories of financial instruments

The table below provides an analysis of financial instruments categorised as follows:

(i) Loans and receivables (“L&R”);(ii) Fair value through profit or loss (“FVTPL”) - designated upon initial recognition (“DUIR”); (iii) Available-for-sale financial assets (“AFS”); and(iv) Other financial liabilities measured at amortised cost (“FL”).

carrying amount l&r/(fl) afs fvtPl

Group rM rM rM rMFinancial assets/(liabilities)

31.3.2013

Other investments 1,375,120 - 1,375,120 -Trade and other receivables 160,236,702 160,236,702 - -Derivative financial assets 136,415 - - 136,415Cash and bank balances 266,270,158 266,270,158 - -Loans and borrowings (135,119,525) (135,119,525) - -Trade and other payables (88,846,083) (88,846,083) - -Derivative financial liabilities (15,083) - - (15,083)

31.3.2012

Other investments 1,452,473 - 1,452,473 -

Trade and other receivables 183,673,270 183,673,270 - -

Derivative financial assets 6,680 - - 6,680

Cash and bank balances 54,982,235 54,982,235 - -

Loans and borrowings (198,675,710) (198,675,710) - -

Trade and other payables (86,745,173) (86,745,173) - -

Derivative financial liabilities (7,617) - - (7,617)

1.4.2011

Other investments 438,621 - 438,621 -

Trade and other receivables 114,668,211 114,668,211 - -

Derivative financial assets 12,738 - - 12,738

Cash and bank balances 37,940,150 37,940,150 - -

Loans and borrowings (123,687,819) (123,687,819) - -

Trade and other payables (65,999,926) (65,999,926) - -

Derivative financial liabilities (139,408) - - (139,408)

150 weida (M) Bhd (504747-W)

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32. financial instruMents (continued)

32.1 Categories of financial instruments (continued)

carrying amount l&r/(fl) afs

company rM rM rM

Financial assets/(liabilities)

31.3.2013

Other investments 1,053,120 - 1,053,120

Trade and other receivables 28,614,493 28,614,493 -

Cash and bank balances 213,665,834 213,665,834 -

Loans and borrowings (77,115,409) (77,115,409) -

Trade and other payables (44,128,645) (44,128,645) -

31.3.2012

Other investments 1,130,473 - 1,130,473





1.4.2011

Other investments 15,821 - 15,821





151weida (M) Bhd (504747-W)

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32.2 Net gains and losses arising from financial instruments

The table below summarises the net gains and losses arising from financial instruments:

Group company2013 2012 2013 2012

rM rM rM rM


Net gains/(losses) on:

Financial instruments at FVTPL 114,651 27,212 - -

AFS financial assets (102,492) (125,772) (102,492) (125,772)

L&R (1,025,487) (1,789,238) 5,630,574 3,900,941

FL (3,366,933) (4,556,045) (6,018,080) (5,236,376)

(4,380,261) (6,443,843) (489,998) (1,461,207)


Net gains/(losses) on:

L&R 8,152 6,535 - -

FL (885,531) (854,442) - -

(877,379) (847,907) - -

32.3 Financial risk management

The Group is exposed to credit risk, liquidity risk and market risk from its use of financial instruments.

(a) Credit risk

Credit risk is the risk of a financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations.

The Group’s exposure to credit risk arises principally from its receivables from customers. A significant portion of these receivables are regular customers of the Group. In addition, the Company is also exposed to credit risk arising from loans and advances to subsidiaries and financial guarantees given to banks for credit facilities granted to subsidiaries.

receivables

Risk management objectives, policies and processes for managing the risk

• Receivables from external parties

The Group has a formal credit policy in place mandating the credit worthiness of customers requiring credit on sales of goods and services rendered to be reviewed to ensure the exposure to credit risk is controlled and monitored on an on-going basis by setting appropriate credit limits and terms. For construction projects, credit evaluation on potential customers or clients is carried out prior to tendering. These include assessment of customers’ past payment records, sales level and financial standing.

• Inter-company balances

The Company sometimes provides unsecured loans and advances to its subsidiaries, the ageing which is not specifically monitored by the Company.

152 weida (M) Bhd (504747-W)

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32.3 Financial risk management (continued)

(a) Credit risk (continued)

receivables (continued)

Exposure to credit risk, credit quality and collateral

As at the end of the reporting period, the maximum exposure to credit risk arising from receivables is represented by their carrying amounts in the statements of financial position. Cash and bank balances are only placed with licensed banks.

Management has taken reasonable steps to ensure that receivables that are neither past due nor impaired are stated at their realisable values. The Group monitors individually, using ageing analysis, all receivables having significant balances past due for more than 120 days, which are deemed to have higher credit risk.

At the end of the reporting period, there are no significant concentrations of credit risk other than the

following:

<------------------- Group ------------------> <----------------- company --------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Non-current

Trade and other receivables due from:

- a former associate of the Group [Note 10.2(a)] - 18,036,029 16,686,833 - - -

- a joint venture party[Note 10.2(b)] 24,405,482 - - - - -

- a contract customer in Malaysia 16,923,393 - - - - -

Current

Amount due from four (31.3.2012 and 1.4.2011: three) subsidiaries - - - 23,375,016 47,708,094 103,467,157

Trade receivables from:

- a contract customer in foreign operation (net of impairment losses)[Note 10.4] - 28,741,229 33,691,305 - - -

- two (31.3.2012: one)contract customers in Malaysia 33,650,759 55,540,806 - - - -

74,979,634 102,318,064 50,378,138 23,375,016 47,708,094 103,467,157

153weida (M) Bhd (504747-W)

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Exposure to credit risk, credit quality and collateral (continued)

The exposure of credit risk for receivables as at the end of the reporting period by geographic region was:

<------------------- Group ------------------> <----------------- company --------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Malaysia 156,740,406 154,117,563 80,218,760 28,614,493 54,346,745 106,513,982

The Philippines 799,683 789,126 661,743 - - -

Syrian Arab Republic (net of impairment loss) 2,696,613 28,750,881 33,784,889 - - -

Brunei Darussalam - 15,700 2,819 - - -

160,236,702 183,673,270 114,668,211 28,614,493 54,346,745 106,513,982

Details of the Group’s exposure to credit risk on the receivables from Syrian Arab Republic are disclosed in Note 10.4 to the financial statements.

Impairment losses

The ageing of receivables (excluding inter-company non-trade balances) as at the end of the reporting period was:

<------------------- Group ------------------> <----------------- company --------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

age of debts

Not past due 109,007,269 146,806,604 82,843,767 4,092 5,863,821 30,000

Past due 0-30 days 13,401,359 14,214,173 7,417,174 - - -

Past due 31-60 days 9,183,500 9,577,728 6,319,776 - - -

Past due 61-90 days 4,626,947 7,720,242 2,065,025 - - -

Past due 91-120 days 3,977,592 4,326,279 2,918,966 - - -

Past due more than 120 days 26,385,519 9,386,619 17,488,890 - 1,759 5,359

166,582,186 192,031,645 119,053,598 4,092 5,865,580 35,359

Less: Allowance for impairment loss (6,345,484) (8,358,375) (4,385,387) - - -

Total 160,236,702 183,673,270 114,668,211 4,092 5,865,580 35,359

154 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3






Impairment losses (continued)

The movements in the allowance for impairment loss of receivables during the financial year were:

Group

rM

At 1 April 2011 4,385,387

Recognised 5,320,933

Reversals (550,464)

Write-offs (797,481)

At 31 March 2012/1 April 2012 8,358,375

Recognised 2,190,270

Reversals (4,126,434)

Write-offs (86,268)

Effect of movements in exchange rates 9,541

At 31 March 2013 6,345,484

An allowance account in respect of receivables is used to record impairment losses. Unless the Group is satisfied that recovery is possible, the amount considered irrecoverable is written off against the allowance directly.

Although the Company does not specifically monitor the ageing of the loans and receivables due from subsidiaries, there is no indication the loans and advances are not recoverable as at the end of the reporting period other than that against which an allowance for impairment loss of RM2,710,962 (31.3.2012: RM2,710,962; 1.4.2011: RM3,088,398) has been made (see Note 10). An amount of RM987,436 (1.4.2011: Nil) subsisting at 31 March 2012 had been written off against the allowance for impairment loss made previously.

financial guarantees


The Company provides unsecured financial guarantees to banks in respect of certain banking facilities granted to some of its subsidiaries. The Company monitors on an on-going basis the results of the subsidiaries and repayments made thereby to ensure that they are able to meet their obligations when due.

155weida (M) Bhd (504747-W)

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financial guarantees (continued)

Exposure to credit risk, credit quality and collateral

The financial guarantees utilised by the subsidiaries as at the end of the reporting period are summarised as follows:

<--------------------- company --------------------->

31.3.2013 31.3.2012 1.4.2011

rM rM rM

Loans and borrowings outstanding and recognised in financial statements 60,325,000 132,771,000 63,749,000

Other banking facilities not recognised in financial statements 29,605,000 44,764,000 42,003,000

Total (see Note 36) 89,930,000 177,535,000 105,752,000

As at end of the reporting period, there is no indication that any subsidiaries would default on repayments of its borrowings. The financial guarantees have not been recognised as their fair value on initial recognition was not material and probability of the subsidiaries defaulting on the credit lines is remote.

(b) Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s exposure to liquidity risk arises principally from its various payables, loans and borrowings.


The Group monitors and maintains a level of cash and cash equivalents/balances and banking facilities deemed adequate by the management to finance its operations and to mitigate the effects of fluctuation in cash flows.

156 weida (M) Bhd (504747-W)

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32.

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nt

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157weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


32.

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158 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


32.

fin

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ru

Me

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32.3

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ris

k m

anag

emen

t (c

on

tin

ued

)

(b)

Liq

uid

ity

risk

(co

nti

nu

ed)

M

atu

rity

an

alys

is (

con

tin

ued

)

carr

ying

am

ount

cont

ract

ual

inte

rest

rate

cont

ract

ual

cash

flow

su

nder

1

year

1-2

year

s2-

5 ye

ars

Mor

e th

an

5 ye

ars

com

pany

(con

tinue

d)rM

%rM

rMrM

rMrM

31.3

.201

2

Oth

er p

ayab

les

4,75

1,21

2-

4,75

1,21

24,

751,

212

--

-

Subs

idia

ries

61,0

12,0

605.

0061

,012

,060

61,0

12,0

60-

--

Loan

s an

d bo

rrow

ings

- Fin

ance

leas

e lia

bilit

ies

514,

648

5.04

612,

121

84,4

3284

,432

253,

296

189,

961

- Uns

ecur

ed Is

lam

ic B

onds

25,0

00,0

004.

7025

,000

,000

25,0

00,0

00-

--

- Uns

ecur

ed te

rm lo

an39

,342

,373

5.12

43,1

19,2

4012

,492

,276

11,9

42,9

1418

,684

,050

-

130,

620,

293

134,

494,

633

103,

339,

980

12,0

27,3

4618

,937

,346

189,

961

1.4.

2011

Oth

er p

ayab

les

3,31

4,08

1-

3,31

4,08

13,

314,

081

--

-

Subs

idia

ries

36,5

52,3

045.

0036

,552

,304

36,5

52,3

04-

--

Loan

s an

d bo

rrow

ings

- Fin

ance

leas

e lia

bilit

ies

570,

510

5.04

696,

553

84,4

3284

,432

253,

296

274,

393

- Uns

ecur

ed Is

lam

ic B

onds

30,0

00,0

004.

0030

,000

,000

-30

,000

,000

--

- Uns

ecur

ed te

rm lo

an28

,736

,843

4.73

31,9

65,0

677,

383,

649

7,09

2,38

117

,489

,037

-

99,1

73,7

3810

2,52

8,00

547

,334

,466

37,1

76,8

1317

,742

,333

274,

393

159weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3




(c) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and other prices risks that will affect the Group’s financial position or cash flows.

(i) Currency risk

The Group is exposed to foreign currency risk arising mainly from sales and purchases denominated in a currency other than the respective functional currencies of group entities. The major currencies giving rise to this risk are mostly United States Dollar (USD), Euro (EURO), Syrian Pounds (SYP), Australian Dollar (AUD) and Great Britain Pound (GBP).


As it is not possible to predict with any certainty the movements of foreign exchange rates, this risk is managed on an on-going and case by case basis and the Group occasionally uses forward foreign exchange contracts to hedge its foreign currency risk. Most of the forward foreign exchange contracts have maturities of less than one year after the end of the reporting period. Where necessary, the forward foreign exchange contracts (see Note 16) are rolled over at maturity.

160 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


32.

fin

an

cia

l in

st

ru

Me

nt

s (

con

tin

ued

)

32.3

Fi

nan

cial

ris

k m

anag

emen

t (c

on

tin

ued

)

(c)

Mar

ket

risk

(co

nti

nu

ed)

(i)

Cu

rren

cy r

isk

(co

nti

nu

ed)

E

xpo

sure

to

fo

reig

n c

urr

ency

ris

k

Th

e G

roup

’s e

xpos

ure

to f

orei

gn c

urre

ncy

risk

attr

ibut

able

to

a cu

rren

cy w

hich

is o

ther

tha

n th

e fu

nctio

nal c

urre

ncie

s of

gro

up e

ntiti

es,

base

d on

the

car

ryin

g am

ount

s as

at

the

end

of t

he r

epor

ting

perio

d w

as:

31.3

.201

331

.3.2

012

1.4.

2011

<----

------

den

omin

ated

in --

------

--><-

------

------

- den

omin

ated

in --

------

------

><-

------

------

------

------

den

omin

ated

in --

------

------

------

----->

Gro

upu

sdsy

Peu

rou

sdsy

Pa

ud

euro

u

sdsy

Pa

ud

GBP

euro

In R

M

Trad

e an

d ot

her

rece

ivab

les

-14

9,07

3-

-21

2,80

6-

- -

347,

774

78,8

58-

-

Cash

and

ban

k ba

lanc

es48

7,74

11,

522,

093

18,9

4341

7,36

82,

026,

546

2,76

724

,195

54,2

461,

178,

011

250

--

Trad

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bles

(6,0

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(1,0

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)(3

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)(6

9,27

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(3,7

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(1,5

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(15,

083)

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56,

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--

(7,6

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(13,

481)

-25

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-(1

39,4

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Net

exp

osur

e in

st

atem

ents

of

finan

cial

pos

ition

(5,5

30,4

16)

602,

243

155,

358

(3,9

18,1

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(1,3

78,2

90)

(66,

505)

16,5

78(3

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)(4

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(121

,595

)(1

39,4

08)

Th

e C

ompa

ny d

oes

not

have

any

out

stan

ding

ass

ets

and

liabi

litie

s de

nom

inat

ed in

a c

urre

ncy

othe

r th

an it

s fu

nctio

nal c

urre

ncy,

RM

.

161weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3




(c) Market risk (continued)

(i) Currency risk (continued)

Currency risk sensitivity analysis

The functional currencies of the foreign operations of the Group are Euro, Brunei Dollar and Philippines Peso. The exposure to currency risk of group entities which do not have Euro, Brunei Dollar and Philippines Peso as functional currencies is not material and hence, sensitivity analysis is not presented.

A 10% (2012: 10%) strengthening of the RM against the following currencies at the end of the reporting period would have increased/(decreased) pre-tax profit or loss by the amounts shown below. This analysis is based on foreign currency exchange rate variances that the Group considered to be reasonably possible at the end of the reporting period. This analysis assumes that all other variables, in particular interest rates, remain constant.

Profit or loss

2013 2012

Group rM rM

USD 553,000 392,000

SYP (60,000) 138,000

A 10% (2012: 10%) weakening of RM against the above currencies at the end of the reporting period would have had equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remained constant.

(ii) Interest rate risk

The Group’s investments in fixed rate debt securities and its fixed rate loans and borrowings are exposed to a risk of change in their fair value due to changes in interest rates. The Group’s variable rate loans and borrowings are exposed to a risk of change in cash flows due to changes in interest rates. Investments in equity securities and short-term receivables and payables are not significantly exposed to interest rate risk.


The Group finances its daily operations through a mixture of internally generated funds and bank borrowings. Loans and borrowings with floating interest rates expose the Group to certain elements of risk when there are unexpected adverse interest rate movements. The Group’s policy is to manage its interest rate risk, working within an agreed framework, to ensure that there are no undue exposures thereto. Management monitors this on an on-going basis and exercises a certain element of discretion on whether to borrow at fixed or floating interest rates, depending on the market situation and the outlook of the financial market prevailing then.

The investments in interest-earning assets are mainly short-term in nature and they are not held for speculative purpose but have been mostly placed as term deposits and cash funds.

162 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3





(ii) Interest rate risk (continued)

Exposure to interest rate risk

The interest rate profile of the Group and of the Company’s significant interest-bearing financial instruments, based on the carrying amounts at the end of the reporting period was:

<------------------- Group ------------------> <----------------- company --------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Fixed rate instruments

Financial assets 250,949,399 61,212,969 44,968,670 210,329,392 33,841,459 9,215,762

Financial liabilities (43,864,033) (95,497,702) (74,650,976) (859,917) (25,514,648) (30,570,510)

Floating rate instruments

Financial assets - - - 25,839,624 45,705,099 103,092,020

Financial liabilities (91,255,492) (103,178,008) (49,036,843) (104,435,611) (100,354,433) (65,289,147)

Interest rate risk sensitivity analysis

(a) Fair value sensitivity analysis for fixed rate instruments

The Group does not account for any fixed rate financial assets and liabilities at fair value through profit or loss, and the Group does not designate derivatives as hedging instruments under a fair value hedge accounting model. Therefore, a change in interest rates at the end of the reporting period would not affect profit or loss.

(b) Cash flow sensitivity analysis for variable rate instruments

A change of 100 basis points (“bp”) in interest rates at the end of the reporting period would have increased (decreased) pre-tax profit by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency rates, remain constant.

Profit or loss

100 bp increase

100 bp decrease

Group rM rM


- 2013 (913,000) 913,000

- 2012 (1,032,000) 1,032,000

163weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3





(ii) Interest rate risk (continued)

Interest rate risk sensitivity analysis (continued)

(b) Cash flow sensitivity analysis for variable rate instruments (continued)

Profit or loss

100 bp increase

100 bp decrease

company rM rM


- 2013 (731,000) 731,000

- 2012 (546,000) 546,000

(iii) Other price risk

Equity price risk arises from the Group’s investments in equity securities.


Management of the Group monitors the equity investments on a portfolio basis. Material investments within the portfolio are managed on individual basis and all buy and sell decisions are approved by management.

Equity price risk sensitivity analysis

The exposure to equity price risk is not material and hence, sensitivity analysis is not presented.

32.4 Fair value of financial instruments

The carrying amounts of cash and bank balances, short-term receivables and payables and short-term loans and borrowings approximate fair values due to the relatively short-term nature of these financial instruments.

The carrying amount of non-current receivables as well as non-current loans and borrowings, which bear interest at rates approximating the prevailing market rates, also approximates fair value are disclosed in the ensuing pages.

164 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



32.4 Fair value of financial instruments (continued)

The fair values of other financial assets and financial liabilities, together with the carrying amounts shown in the statements of financial position, are as follows:

<------ 31.3.2013 -------> <------ 31.3.2012 -------> <------- 1.4.2011 -------->

carrying amount

fair value

carrying amount

fair value

carrying amount

fair value

Group rM rM rM rM rM rM

Other investments

- Quoted shares in Malaysia 1,053,120 1,053,120 1,130,473 1,130,473 116,621 116,621

Forward foreign exchange contracts

- Assets 136,415 136,415 6,680 6,680 12,378 12,378

- Liabilities (15,083) (15,083) (7,617) (7,617) (139,408) (139,408)

Trade and other receivables

- Non-current 50,442,212 50,442,212 18,036,029 18,036,029 16,686,833 16,686,833

Finance lease liabilities (2,585,874) (2,585,874) (4,986,166) (4,986,166) (4,977,692) (4,977,692)

Unsecured Islamic Bonds - - - - (30,000,000) (30,000,000)

Secured term loans - - (48,750,000) (48,750,000) (20,300,000) (20,300,000)

Unsecured term loans (73,382,897) (73,382,897) (28,612,635) (28,612,635) (22,578,948) (22,578,948)

company

Other investments

- Quoted shares in Malaysia 1,053,120 1,053,120 1,130,473 1,130,473 15,821 15,821

Finance lease liabilities (716,094) (716,094) (455,118) (455,118) (514,648) (514,648)

Unsecured Islamic Bonds - - - - (30,000,000) (30,000,000)

Unsecured term loans (55,382,897) (55,382,897) (28,612,635) (28,612,635) (22,578,948) (22,578,948)

The following summarises the method used in determining the fair value of financial instruments.

• Investment in equity securities

Fair values of financial assets that are quoted in an active market are determined by reference to their quoted closing bid price at the end of the reporting period.

It is not practicable to estimate the fair value of the Group’s investment in unquoted shares of RM322,000 (31.3.2012 and 1.4.2011: RM322,000) [see Note 11] due to lack of comparable quoted market prices. As a result, this available-for-sale financial asset is measured at cost in accordance with accounting policy Note 2(c)(ii)(d). Based on the latest audited financial statements of the investee companies for the financial year ended 31 December 2012, the Group’s share of their net assets is RM499,000 (31.3.2012: RM476,000; 1.4.2011: RM506,000).

165weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



32.4 Fair value of financial instruments (continued)

• Derivatives

The fair value of forward foreign exchange contracts is based on their quoted price, if available. If a quoted market price is not available, then fair value is estimated by discounting the difference between the contractual forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate (based on government bonds).

• Non-derivative financial liabilities

Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal and interest cash flows, discounted at the market rate of interest at the end of the reporting period. For finance leases, the market rate of interest is determined by reference to similar lease agreements. For Islamic Bonds, the market rate of interest is based on similar bonds with similar ratings and periods.

• Interest rates used to determine fair value

The interest rates used to discount estimated cash flows, when applicable, are as follows:

31.3.2013 31.3.2012 1.4.2011

% % %

Finance lease liabilities 3.81 - 7.31 3.81 - 7.51 3.81 - 7.51

Secured term loans - 5.96 - 7.85 6.30

Unsecured term loans 5.03 - 5.29 4.00 - 5.29 4.73

Unsecured Islamic Bonds - 4.70 4.00

32.5 Fair value hierarchy

The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:

• Level1: Quotedprices(unadjusted)inactivemarketsforidenticalassetsorliabilities.

• Level2: InputsotherthanquotedpricesincludedwithinLevel1thatareobservablefortheassetor liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

• Level3: Inputsfortheassetorliabilitythatarenotbasedonobservablemarketdata(unobservable inputs).

The Group and the Company have applied Level 1 of the fair value hierarchy to measure its financial assets categorised as available-for-sale as disclosed in Note 11 and Level 2 of the fair value hierarchy to measure the derivative financial assets and liabilities as disclosed in Note 16.

166 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


33. acquisitions and disPosals of suBsidiaries

(i) Acquisition of new subsidiaries

On 20 September 2012, the Group through its 56.00% owned subsidiary, Weida Environmental Technology Sdn. Bhd. (“WET”) acquired the entire issued and paid-up capital of Weida Bioenergy Sdn. Bhd. (“WBSB”) [formerly known as Nicoplex Sdn. Bhd.], comprising 100,000 ordinary shares of RM1.00 each, for a cash consideration of RM100,000. On 7 November 2012, WBSB issued an additional 900,000 new ordinary shares of RM1.00 each entirely to WET for cash to raise working capital.

During the last financial year, the Group acquired the following subsidiaries for a total consideration of RM6, satisfied in cash.

subsidiary date of acquisition

% of equity interest

acquired

total consideration

rM

31.3.2012

Weida Properties Sdn. Bhd. (“WPSB”) 9 November 2011 100 2

Loyal Paragon Sdn. Bhd.^ 8 December 2011 100 2

Good Axis Sdn. Bhd.^ 9 March 2012 100 2

6

^ The companies were acquired by WPSB during the financial year ended 31 March 2012.

The effects of the acquisitions of the above subsidiaries on the Group’s assets and liabilities on the date of acquisition are/were as follows:

Pre-acquisition carrying amounts

2013 2012

rM rM

Net identifiable assets acquired, satisfied by cash 100,000 6

Less: Cash acquired (100,000) (6)

Net cash outflow on acquisition - -

The acquisition of the above subsidiaries has no material impact on the results of the Group for the financial years ended 31 March 2013 and 31 March 2012 as the said subsidiaries were acquired at their respective dates of incorporation.

167weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


33. acquisitions and disPosals of suBsidiaries (continued)

(ii) Changes in investment in existing subsidiaries

Additional investments arising from new shares issued by existing subsidiaries

On 27 December 2012 and 26 February 2013, Loyal Paragon Sdn. Bhd. (“LPSB”) issued 249,998 and 2,000,000 new ordinary shares of RM1.00 each respectively to Weida Properties Sdn. Bhd. (“WPSB”). On 26 February 2013, LPSB also issued 250,000 new ordinary shares of RM1.00 each to a third party at par for cash. As a consequence, LPSB became a 90.00% indirectly owned subsidiary of the Group.

The new ordinary shares subscribed by the third party are accounted for as an equity transaction between the Group and its non-controlling interests. The change in the Group’s share of net assets of RM49,713 was adjusted against the Group’s reserves at the date of completion of the transaction. The Group has also recognised a decrease in non-controlling interests of RM49,713.

During the financial year ended 31 March 2012, a wholly-owned subsidiary, Weida Integrated Industries Sdn. Bhd. (“WII”), issued 300,000 redeemable preference shares (“RPS”) of RM1.00 each for a total consideration of RM63,000,000, which were fully subscribed by the Company. The purchase consideration was settled by way of set off against the amount due from the said subsidiary.

Decrease in investment

On 28 March 2013, WII partially redeemed 63,000 RPS of RM1.00 each for a total consideration of RM13,230,000 by way of set off against the amount due from the Company, resulting in a decrease in the Company’s cost of investment in WII.

Increase in investment

During the last financial year, a wholly-owned subsidiary WPSB issued an additional 99,998 new ordinary shares of RM1.00 each to the Company for cash to raise working capital.

The increase/decrease in investments during the financial year do not have any impact to the Group as there are no changes in the Group’s equity interest in these subsidiaries.

(iii) De-registration of a subsidiary

Weida Water (ADRA) Sdn. Bhd. (“WWASB”) filed an application to the Companies Commission of Malaysia for de-registration pursuant to Section 308 of the Companies Act, 1965 in the last financial year. The strike off of WWASB does not have any material effect to the Group.

(iv) Disposal of subsidiaries

During the financial year, the Company disposed of:-

a) 7,500,0000 Class B ordinary shares of RM1.00 each in Bumi Suria Ventures Sdn. Bhd. (“BSV”) representing 51.43% of the equity interest of BSV for a cash consideration of RM107,730,829 and

b) 1,151,998 ordinary shares of RM1.00 each in Maju Warisanmas Sdn. Bhd. (“MWM”) representing 100.00% of the equity interest of MWM for a cash consideration of RM42,494,273.

168 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


33. acquisitions and disPosals of suBsidiaries (continued)

(iv) Disposal of subsidiaries (continued)

On 20 February 2013, the Board of Directors of the Company announced that the two inter-conditional Share Sale Agreements (“SSAs”) with the acquirer had become unconditional following the fulfillment of the conditions precedent set out in the SSAs. The disposals were completed for a net cash consideration of RM150,225,102 on 27 February 2013 and thereafter both BSV and MWM had ceased to be subsidiaries of the Company. As a consequence, the oil palm plantation division is presented in the financial statements for the financial year ended 31 March 2013 as a discontinued operation and the comparative consolidated statement of profit or loss and other comprehensive income is restated to show the discontinued operation separately from continuing operations (see Note 29 to the financial statements).

The Group and the Company recognised gains on disposals of the oil palm plantation division of RM59,876,305 and RM127,177,929 respectively. The Group also recognised a decrease in non-controlling interests of RM78,865,626 during the financial year.

(v) Voluntary winding-up of a subsidiary

Weida Oil & Gas Sdn. Bhd. (“WOGSB”), a wholly-owned subsidiary of the Company, held its final meeting for member’s voluntary winding-up on 17 June 2013.

The Return by Liquidator Relating to Final Meeting was lodged on 18 June 2013 with the Companies Commission of Malaysia and Official Receiver, and on the expiration of three months after the said lodgement date, WOGSB will be fully dissolved.

The voluntary winding-up of WOGSB does not have any material effect to the Group.

(vi) Internal restructuring

During the current financial year, the Company disposed of all of its equity interest in Weida Eco Rubber Sdn. Bhd. (“WERSB”) to Weida Green Industries Sdn. Bhd. for a total consideration of RM100,000 satisfied in cash. The internal restructuring of WERSB has no material impact on the results of the Group as both subsidiaries are wholly-owned by the Group.

34. exPlanation of transition to Mfrss

As stated in Note 1(a), these are the first financial statements of the Group and of the Company prepared in accordance with MFRSs.

The accounting policies set out in Note 2 have been applied in preparing the financial statements of the Group and of the Company for the financial year ended 31 March 2013, the comparative information presented in these financial statements for the financial year ended 31 March 2012 and in the preparation of the opening MFRS statement of financial position at 1 April 2011 (being the Group’s date of transition to MFRSs).

In preparing the opening consolidated statement of financial position at 1 April 2011, the Group has adjusted certain amounts reported previously in the financial statements prepared in accordance with FRSs. An explanation of how the transition from FRSs to MFRSs has affected the Group’s financial position, financial performance and cash flows is set out in the ensuing pages.

169weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3


34. exPlanation of transition to Mfrss (continued)

34.1 reconciliation of financial position

<-------------------- 1.4.2011 --------------------> <------------------- 31.3.2012 ------------------->

Group

sub-note to note

34.4frss

rM

effect of transition to

MfrssrM

MfrssrM

frssrM


MfrssrM

MfrssrM

assets

Property, plant and equipment (a) 159,410,964 - 159,410,964 162,688,051 - 162,688,051

Prepaid lease payments (b) 3,646,738 (354,091) 3,292,647 3,527,602 (342,524) 3,185,078

Biological assets (c) 33,195,753 210,940,977 244,136,730 46,130,281 247,327,355 293,457,636

Goodwill 2,519,735 - 2,519,735 739,444 - 739,444

Other intangible assets 45,978,980 - 45,978,980 42,855,830 - 42,855,830

Trade and other receivables 16,686,833 - 16,686,833 18,036,029 - 18,036,029

Other investments 438,621 - 438,621 1,452,473 - 1,452,473

Deferred tax assets 133,000 - 133,000 544,768 - 544,768

total non-current assets 262,010,624 210,586,886 472,597,510 275,974,478 246,984,831 522,959,309

Inventories 47,233,180 - 47,233,180 39,982,680 - 39,982,680


Deposits and prepayments 15,574,768 - 15,574,768 12,869,301 - 12,869,301

Current tax recoverable 1,487,314 - 1,487,314 3,720,889 - 3,720,889

Derivatives financial assets 12,378 - 12,378 6,680 - 6,680

Cash and bank balances 37,940,150 - 37,940,150 54,982,235 - 54,982,235

total current assets 200,229,168 - 200,229,168 277,199,026 - 277,199,026

total assets 462,239,792 210,586,886 672,826,678 553,173,504 246,984,831 800,158,335

170 weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3



34.1 reconciliation of financial position (continued)

<--------------------- 1.4.2011 ---------------------> <------------------- 31.3.2012 ------------------->

Group

sub-note to note

34.4frss

rM


MfrssrM

MfrssrM

frssrM


MfrssrM

MfrssrM

equityShare capital 66,666,666 - 66,666,666 66,666,666 - 66,666,666

Foreign currency translation reserve (e) (395,432) 395,432 - (869,053) 395,432 (473,621)

Fair value reserve - - - (125,772) - (125,772)

Revaluation reserves (a),(b) 10,690,250 (10,690,250) - 10,232,979 (10,232,979) -

Merger deficit (d) (16,833,045) 16,833,045 - (16,833,045) 16,833,045 -

Treasury shares (4,598,684) - (4,598,684) (4,598,967) - (4,598,967)

Retained earnings (g) 127,142,691 74,100,157 201,242,848 149,001,441 87,775,795 236,777,236

total equity attributable to owners of the company 182,672,446 80,638,384 263,310,830 203,474,249 94,771,293 298,245,542

non-controlling interests 26,164,198 77,114,297 103,278,495 27,973,806 90,337,601 118,311,407

total equity 208,836,644 157,752,681 366,589,325 231,448,055 185,108,894 416,556,949

liabilitiesLoans and

borrowings 77,856,640 - 77,856,640 82,348,801 - 82,348,801

Deferred tax liabilities (f) 19,802,712 52,834,205 72,636,917 12,635,300 61,875,937 74,511,237

total non-current liabilities 97,659,352 52,834,205 150,493,557 94,984,101 61,875,937 156,860,038

Trade and other payables 106,780,604 - 106,780,604 108,216,331 - 108,216,331

Derivatives financial liabilities 139,408 - 139,408 7,617 - 7,617

Loans and borrowings 45,831,179 - 45,831,179 116,326,909 - 116,326,909

Current tax payable 2,992,605 - 2,992,605 2,190,491 - 2,190,491

total current liabilities 155,743,796 - 155,743,796 226,741,348 - 226,741,348

total liabilities 253,403,148 52,834,205 306,237,353 321,725,449 61,875,937 383,601,386

total equity and liabilities 462,239,792 210,586,886 672,826,678 553,173,504 246,984,831 800,158,335

171weida (M) Bhd (504747-W)

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<--------------------- 1.4.2011 ---------------------> <------------------- 31.3.2012 ------------------->

company

sub-note to note

34.4frss

rM


MfrssrM

MfrssrM

frssrM


MfrssrM

MfrssrM

assets

Property, plant and equipment (a) 5,888,321 - 5,888,321 3,553,639 - 3,553,639

Investment in subsidiaries 43,665,797 - 43,665,797 111,988,199 - 111,988,199

Investment in an associate - - - 40 - 40


Other investments 15,821 - 15,821 1,130,473 - 1,130,473

total non-current assets 153,813,562 - 153,813,562 152,753,624 - 152,753,624


Deposits and prepayments 264,764 - 264,764 488,739 - 488,739

Current tax recoverable 612,207 - 612,207 988,663 - 988,663

Cash and bank balances 9,478,860 - 9,478,860 34,423,386 - 34,423,386

total current assets 12,626,190 - 12,626,190 54,166,260 - 54,166,260

total assets 166,439,752 - 166,439,752 206,919,884 - 206,919,884

equity

Share capital 66,666,666 - 66,666,666 66,666,666 - 66,666,666

Retained earnings (g) 392,013 207,335 599,348 9,632,925 - 9,632,925

Revaluation reserve (a) 207,335 (207,335) - - - -

total equity 67,266,014 - 67,266,014 76,299,591 - 76,299,591

172 weida (M) Bhd (504747-W)

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<------------------ 1.4.2011 ------------------> <---------------- 31.3.2012 ---------------->

company

sub-note to note

34.4frss

rM

effect of transition to Mfrss

rMMfrss

rMfrss

rM

effect of transition to Mfrss

rMMfrss

rM

non-current liabilities


Trade and other payables 39,866,385 - 39,866,385 65,763,272 - 65,763,272


total current liabilities 46,080,142 - 46,080,142 101,552,540 - 101,552,540

total liabilities 99,173,738 - 99,173,738 130,620,293 - 130,620,293

total equity and liabilities 166,439,752 - 166,439,752 206,919,884 - 206,919,884

34.2 reconciliation of profit or loss and other comprehensive income for the financial year ended 31 March 2012

Group

sub-note to note

34.4frss

rM


MfrssrM

MfrssrM


revenue 309,508,241 - 309,508,241

Other income 13,854,996 - 13,854,996

Contract costs (101,642,548) - (101,642,548)

Raw materials and consumables used (62,321,512) - (62,321,512)

Purchase of finished goods (16,656,574) - (16,656,574)

Changes in inventories (51,089) - (51,089)

Employee benefits (42,270,350) - (42,270,350)

Depreciation and amortisation expenses (b) (12,965,149) 11,567 (12,953,582)

Plant and production overheads (17,543,711) - (17,543,711)

Transportation charges (7,958,942) - (7,958,942)

Other expenses (27,519,662) - (27,519,662)

results from operating activities 34,433,700 11,567 34,445,267

173weida (M) Bhd (504747-W)

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34.2 reconciliation of profit or loss and other comprehensive income for the financial year ended 31 March 2012 (continued)

Group

sub-note to note

34.4frss

rM


MfrssrM

MfrssrM

Continuing operations (continued)

results from operating activities (continued)

34,433,700 11,567 34,445,267

Interest income 2,441,573 - 2,441,573

Interest expense (4,188,785) - (4,188,785)

Net interest expense (1,747,212) - (1,747,212)

Share of results of equity accounted associate (40) - (40)

Profit before tax 32,686,448 11,567 32,698,015

Tax expense (f) (6,385,207) (3,132) (6,388,339)

Profit from continuing operations 26,301,241 8,435 26,309,676


Profit from discontinued operation,net of tax (c),(f) 1,102,659 27,347,778 28,450,437

Profit for the financial year 27,403,900 27,356,213 54,760,113

other comprehensive loss, net of tax

items that may be reclassified to profit or loss

Foreign exchange translation differences for foreign operations (859,574) - (859,574)

Fair value changes of available-for-sale financial assets (125,772) - (125,772)

Total other comprehensive loss for the financial year (985,346) - (985,346)

total comprehensive income for the financial year 26,418,554 27,356,213 53,774,767

There are no material differences between the Company’s statements of profit or loss and other comprehensive income presented under MFRSs and FRSs. Hence, no reconciliation is presented for the financial year ended 31 March 2012 for the Company.

The FRS figures for the financial year ended 31 March 2012 have been restated arising from the discontinued operation as mentioned in Note 29.

174 weida (M) Bhd (504747-W)

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34.3 Material adjustments to the statements of cash flows for financial year ended 31 March 2012

There are no material differences in the net cash used in or/and from operating, investing and financing activities between the Group’s and the Company’s statements of cash flows presented under MFRSs and the statements of cash flows presented under FRSs.

34.4 Notes to reconciliations

(a) Property, plant and equipment - Deemed cost exemption - previous revaluation

Under FRSs, the Group and the Company revalued its freehold land, leasehold land (other than prepaid lease payments) and buildings every 5 years and at shorter intervals whenever the fair value of the revalued assets is expected to differ materially from their carrying amount. The last valuation was carried out in the financial year ended 31 March 2010.

Surplus arising from revaluation is dealt with in the revaluation reserve account. Any deficit arising is offset against the revaluation reserve to the extent of a previous increase for the same property. In other cases, a decrease in carrying amount is charged to profit or loss.

Upon transition to MFRSs, the Group and the Company elected to apply the optional exemption to use that previous revaluation as deemed cost under MFRSs. The revaluation reserve of RM9,638,693 and RM9,247,038 as at 1 April 2011 and 31 March 2012 respectively was reclassified to retained earnings.

The aggregate fair value of the land and buildings of the Group and the Company at 1 April 2011 was determined to be RM92,877,310 compared to the then carrying amount of RM88,043,096 under FRSs.

The impact arising from the change is summarised as follows:

Group company

1.4.2011 31.3.2012 1.4.2011 31.3.2012

rM rM rM rM

consolidated statement of financial position

Revaluation reserve 9,638,693 9,247,038 207,335 -

adjustment to retained earnings [Sub-note (g)] 9,638,693 9,247,038 207,335 -

(b) Prepaid lease payments - Group

Under FRSs, the Group measured prepaid lease payments on leasehold land in accordance with the transitional provision in FRS 117, Leases. The transitional provision allowed the Group to carry the previously revalued leasehold land at the unamortised revalued amount when the Group first applied FRS 117 in 2006. This transitional provision is not available under MFRS 117.

175weida (M) Bhd (504747-W)

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34.4 Notes to reconciliations (continued)

(b) Prepaid lease payments - Group (continued)

The prepaid lease payments were revalued in 2000 for the purpose of the listing of the Group. There was a further a valuation performed in 2005. Upon transition to MFRSs, the revalued prepaid lease payments were restated to the unamortised revalued amount of the leasehold land during the listing of the Group as the surrogate carrying amount of the prepaid lease payments. Since the valuation in 2005 was not event triggered, the revaluation surplus arising in 2005 was retrospectively adjusted and reversed out.


31.3.2012

rM

consolidated statement of profit or loss and other comprehensive income

Depreciation and amortisation

- Amortisation of prepaid lease payments 11,567

adjustment before tax 11,567

1.4.2011 31.3.2012

rM rM


Prepaid lease payments (354,091) (342,524)

Revaluation reserve 1,051,557 985,941

Deferred tax liabilities [Sub-note (f)] 88,928 85,796

adjustment to retained earnings [Sub-note (g)] 786,394 729,213

(c) Biological assets - Group

Under FRSs, the Group measured oil palm plantation development expenditure at amortised cost in accordance with commonly used accounting practices. New planting expenditure including land clearing, planting, upkeep of immature oil palms and borrowing costs net of sale proceeds from scout harvesting incurred during the pre-maturity period (pre-cropping costs) were capitalised as oil palm plantation development expenditure. Upon maturity all subsequent maintenance expenditure was charged to profit or loss. The capitalised pre-cropping costs of matured plantations were amortised on a straight-line basis over 25 years, the expected useful life of the oil palms, commencing from the year when the plantations were declared mature.

Following the migration to MFRS after the disposal of its oil palm plantation segment, the Group has to retrospectively apply MFRS 141, Agriculture as no specific exemption is provided in MFRS 1 for the first-time adopter of MFRS 141. MFRS 141 requires biological assets to be measured on initial recognition and at subsequent measurement at fair value less estimated costs to sell, unless the fair value cannot be reliably measured.

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(c) Biological assets - Group (continued)

MFRS 141 has been applied to account for biological assets in the financial statements of the Group for the financial year ended 31 March 2013, the comparative information presented on those financial statements for the financial year ended 31 March 2012 and the preparation of the opening MFRS statement of financial position of the Group at 1 April 2011 (being the Group’s transition date to MFRS frameworks).


31.3.2012

rM

consolidated statement of profit or loss and other comprehensive income

Discontinued operation, net of tax

- Gain from changes in fair value of biological assets 36,270,839

- Amortisation of oil palm plantation development expenditure 115,539

adjustment before tax 36,386,378

1.4.2011 31.3.2012

rM rM


Biological assets 210,940,977 247,211,816

Accumulated amortisation of oil palm plantation development expenditure - 115,539

Deferred tax liabilities [Sub-note (f)] (52,923,133) (61,961,733)

158,017,844 185,365,622

Share of non-controlling interests (77,114,297) (90,337,601)

adjustment to retained earnings [Sub-note (g)] 80,903,547 95,028,021

(d) Merger deficit (arising from business combinations involving common control transactions) - Group

The Group had previously accounted for the acquisitions of certain entities under common controls as if the acquisitions had occurred at the beginning of the earliest comparative period presented or, if later, at the date that common control was established. The assets and liabilities acquired are recognised in the consolidated financial statements at their respective carrying amounts without restatement. The difference between the cost of acquisition and the nominal value of the shares acquired together with any share premium are taken to merger deficit or adjusted against any suitable reserve (in the case of debit differences). The other components of equity of the acquired entities are added to the same components within group equity.

177weida (M) Bhd (504747-W)

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(d) Merger deficit (arising from business combinations involving common control transactions) - Group (continued)

Upon transition to MFRSs, merger deficit was reclassified to retained earnings at the date of transition.

1.4.2011 31.3.2012

rM rM


Merger deficit (16,833,045) (16,833,045)

adjustment to retained earnings [Sub-note (g)] (16,833,045) (16,833,045)

(e) Foreign currency translation differences - Group

Under FRSs, the Group recognised foreign currency translation differences in other comprehensive income and accumulated the amount in the foreign currency translation reserve in equity.

Upon transition to MFRSs, the Group has elected to deem all foreign currency translation differences that arose prior to the date of transition in respect of all foreign operations to be nil at the date of transition.

1.4.2011 31.3.2012

rM rM


Foreign currency translation reserve (395,432) (395,432)

adjustment to retained earnings [Sub-note (g)] (395,432) (395,432)

(f) Income tax

The changes that affected the deferred tax liabilities are as follows:

1.4.2011 31.3.2012

rM rM


Prepaid lease payments [Sub-note (b)] (88,928) (85,796)


Biological assets [Sub-note (c)] 52,923,133 61,961,733

increase in deferred tax liabilities 52,834,205 61,875,937

178 weida (M) Bhd (504747-W)

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(f) Income tax (continued)

The effect on the statement of profit or loss and other comprehensive income for the financial year ended 31 March 2012 was to increase the previously reported tax charge for the financial year by RM9,041,732.

(g) Retained earnings

The changes that affected the retained earnings are as follows:

Group company

1.4.2011 31.3.2012 1.4.2011 31.3.2012

sub-note rM rM rM rM

Property, plant and equipment (a) 9,638,693 9,247,038 207,335 -

Prepaid lease payments (b) 786,394 729,213 - -

Biological assets (c) 80,903,547 95,028,021 - -

Merger deficit (d) (16,833,045) (16,833,045) - -

Foreign currency translation reserve (e) (395,432) (395,432) - -

increase in retained earnings 74,100,157 87,775,795 207,335 -

35. caPital ManaGeMent

As in previous financial year, the Group’s objectives when managing capital is to maintain a strong capital base and safeguard the Group’s ability to continue as a going concern, so as to maintain the confidence of investors, creditors and other stakeholders in the Group and to sustain the future development of its business. The Directors determine, monitor and maintain an optimal debt-to-equity ratio for the Group that complies with debt covenants and regulatory requirements.

One of its capital management strategies is to maintain a maximum debt-to-equity ratio of 1.5 times and finance service cover ratio of at least 1.5 times, to comply with the covenants of its unsecured term loans, failing which the affected facilities and borrowings are subject to recall (see Note 20.3). The finance service cover ratio of the Group for the current and previous years being not less than 1.5 times and the debt-to-equity ratio at the financial year end being 0.39 (31.3.2012: 0.67; 1.4.2011: 0.47), the said covenants have been fulfilled.

Under the requirement of Bursa Malaysia Practice Note No. 17/2005, the Company is required to maintain a consolidated shareholders’ equity equal to or not less than 25 percent of the issued and paid-up capitals (excluding treasury shares) and such shareholders’ equity is not less than RM40,000,000. The Company has complied with this requirement.

179weida (M) Bhd (504747-W)

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36. continGencies - unsecured

The Directors are of the opinion that provisions are not required in respect of the following corporate guarantees, as it is not probable that a future sacrifice of economic benefits will be required or the amount is not capable of reliable measurement:

<------------------- Group ------------------> <----------------- company --------------->

31.3.2013 31.3.2012 1.4.2011 31.3.2013 31.3.2012 1.4.2011

rM rM rM rM rM rM

Corporate guarantee utilised:

- for banking facilities of certain subsidiaries (Note 32.3) - - - 89,930,000 177,535,000 105,752,000

Bank guarantee utilised:

- to third parties for performance of projects and/or banking facilities

13,013,000 19,830,000 25,308,000 - - -

13,013,000 19,830,000 25,308,000 89,930,000 177,535,000 105,752,000

37. related Parties

Identity of related parties

For the purposes of the financial statements, parties are considered to be related to the Group or the Company if the Group or the Company has the ability, directly or indirectly, to control or jointly control the parties or exercise significant influence over the parties in making financial and operating decisions, or vice versa, or where the Group or the Company and the parties are subject to common control. Related party may be individuals or other entities.

Related parties also include key management personnel defined as those persons having authority and responsibility for planning, directing and controlling the activities of the Group either directly or indirectly. Key management personnel include all the Directors of the Group, and certain members of senior management of the Group.

The Group has related party relationships with its significant investors, subsidiaries, associate and key management personnel.

Significant related party transactions, other than compensations paid to key management personnel (see Note 25)

and those disclosed elsewhere in the financial statements, are as follows:

180 weida (M) Bhd (504747-W)

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37. related Parties (continued)

Transactions with subsidiaries

company2013 2012

rM rMNature of transaction

Dividends received, net of tax (16,271,250) (6,954,250)

Management fees receivable (10,701,286) (12,733,200)

Rental income for furnished premises, inclusive of maintenance (1,814,191) (1,471,892)

Acquisition of property, plant and equipment - 60,000

Interest income (3,693,796) (3,675,026)

Interest expense 2,124,438 1,954,580

Transaction with a director and companies in which certain Directors of the Company have interests

Group company2013 2012 2013 2012

rM rM rM rMNature of transaction

Rental of premises 295,200 292,200 199,200 199,200

Transaction with the spouse of a Director who is a major shareholder of the Company

Group company2013 2012 2013 2012


Acquisition of property, plant and equipment - 160,000 - 160,000

Transaction with a company in which a director of a subsidiary has interests

Group company2013 2012 2013 2012


Consultancy fee paid 235,820 - - -

The balance between the subsidiary and the related party is as follows:

Group company2013 2012 2013 2012

rM rM rM rMAmount due to 21,020 - - -

The amounts due from/(to) subsidiaries are disclosed in Notes 10 and and Note 21 to the financial statements.

The above transactions are based on negotiated terms. All the amounts outstanding are unsecured and expected to be settled in cash.

181weida (M) Bhd (504747-W)

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38. suPPleMentary financial inforMation on the Breakdown of realised and unrealised Profits or losses

The breakdown of the retained earnings of the Group and of the Company as at 31 March into realised and unrealised profits or losses, pursuant to Paragraphs 2.06 and 2.23 of Bursa Malaysia Securities Berhad Main Market Listing Requirement, is as follows:

Group company

2013 2012 2013 2012

rM rM rM rM

Total retained earnings of the Company and its subsidiaries

- Realised 304,369,987 398,963,506 142,141,926 14,357,664

- Unrealised 5,819,442 (53,819,051) - -

310,189,429 345,144,455 142,141,926 14,357,664

Share of accumulated losses from associate

- Realised (4,358) (40) - -

310,185,071 345,144,415 142,141,926 14,357,664

Less:

Consolidation adjustments (26,392,621) (108,367,179) - -

Total retained earnings as per statement of changes in equity (see Note 19) 283,792,450 236,777,236 142,141,926 14,357,664

The determination of realised and unrealised profits or losses is based on Guidance on Special Matter No.1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosures Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of Accountants on 20 December 2010, and presented based on the format prescribed by Bursa Malaysia Securities Berhad.

182 weida (M) Bhd (504747-W)

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liSt oF pRopeRtiesAS AT 31 MARCH 2013

location usage tenuredate of expiry

land area

(acres)

approximateage of

Building (year)

carrying amount

as at 31.03.2013

(rM)

date of acquisition/

last revaluation

Lot 472, Block 8, Muara Tebas Land District,Jalan Bako,93050 Kuching, Sarawak

Office and manufacturing buildings and storage yard

Leasehold 7/7/2058 17.39 15 24,386,212 06/11/2009

Lot 48, SEDCO-Lok Kawi Industrial Estate, Papar, 88801 Kota Kinabalu,Sabah

Storage yard Leasehold 31/12/2042 0.82 N/A 488,280 03/11/2009




Office and manufacturing

building

Leasehold 31/12/2042 2.15 17 4,225,397 03//11/2009


Manufacturing building andstorage yard

Leasehold 31/12/2042 1.03 11 2,072,308 03/11/2009


Manufacturing building and storage yard

Leasehold 31/12/2042 1.03 3 821,877 03/11/2009

Lot 8, Kota Kinabalu Industrial Park, 88460 Kota Kinabalu,Sabah

Manufacturing building andstorage yard

Leasehold 31/12/2098 2.11 3 5,064,573 03/11/2009

Lot 1969, Block 5,Kuala Baram Land District, Taman Senadin, Miri, Sarawak


building and storage yard

Leasehold 14/8/2056 0.64 8 2,076,525 05/11/2009

Lot 1970, Block 5, Kuala Baram Land District, Taman Senadin, Miri, Sarawak


183weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

liSt oF pRopeRties

location usage tenuredate of expiry

land area

(acres)

approximateage of

Building (year)

carrying amount

as at 31.03.2013

(rM)

date of acquisition/

last revaluation

Lot 108, Jalan Permata 1,Arab-Malaysian Industrial Park, 71800 Nilai, Seremban, Negeri Sembilan Darul Khusus

Storage yard Freehold N/A 3.68 N/A 3,285,375 06/11/2009



building and storage yard

Freehold N/A 3.04 16 7,093,444 06/11/2009


Storage yard Freehold N/A 1.00 N/A 1,159,191 1/7/2010

AS AT 31 MARCH 2013

184 weida (M) Bhd (504747-W)

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analySiS oF shaReholDingsAS AT 25 JULY 2013

Authorised Share Capital : RM100,000,000.00Issued and Paid-up Share Capital : RM66,666,666.00Class of Shares : Ordinary Shares of RM0.50 eachVoting Rights : One vote per ordinary share

distriBution schedule of ordinary shares

holdings no. of holders total holdings %*

Less than 100 shares 119 4,340 0.00#

100 to 1,000 shares 389 199,870 0.16

1,001 to 10,000 shares 1,188 6,648,016 5.24

10,001 to 100,000 shares 584 19,157,676 15.10

100,001 to less than 5% of issued shares 97 56,428,482 48.47

5% and above of issued shares 3 44,456,548 35.03

total 2,380 126,894,932 100.00

# Less than 0.01%* Excluding 6,438,400 ordinary shares of RM0.50 each bought back and retained as treasury shares as at 25 July 2013.

list of thirty larGest securities accounts holders

no. name no. of shares held %*

1. Weida Management Sdn. Bhd. 26,048,974 20.53

2. HLIB Nominees (Tempatan) Sdn. Bhd. - Assar Asset Management Sdn. Bhd. for Assar Industri Sdn. Bhd. 11,333,332 8.93

3. YBhg. Dato’ Lee Choon Chin 7,074,242 5.57

4. Lembaga Tabung Haji 6,296,666 4.96

5. Sim Hong Swee 4,103,600 3.23

6. Lim Wei Wui 3,299,500 2.60

7. Citigroup Nominees (Asing) Sdn. Bhd.- Exempt An for Citibank NA, Singapore (Julius Baer) 3,181,600 2.51

8. Maybank Nominees (Tempatan) Sdn. Bhd.- Pledged Securities Account for Siaw Teck Siong 2,720,000 2.14

9. Goo Moi 2,188,000 1.72

10. AMSEC Nominees (Tempatan) Sdn. Bhd.- Pledged Securities Account for Bong Lee Min 1,917,700 1.51

11. Jee Hon Chong 1,749,550 1.38

12. Teh Guat Hong 1,637,000 1.29

13. Yip Yuen Kuan 1,573,600 1.24

14. Loo Geok Lee 1,332,700 1.05

15. Lim Heng Loong 1,274,000 1.00

16. Tiara Wealth Sdn. Bhd. 1,221,000 0.96

185weida (M) Bhd (504747-W)

a n n u a l r e p o r t 2 0 1 3

no. name no. of shares held %*

17. Ng Sea Yong 1,084,000 0.85

18. Liew Yoon Yee 1,056,800 0.83

19. Public Nominees (Tempatan) Sdn. Bhd.- Pledged Securities Account for Siaw Teck Siong (E-PDG)

1,035,600 0.82

20. Liew Yoon Yee 913,000 0.72

21. Singam A/L Kumarasamy 911,000 0.72

22. Kenanga Nominees (Tempatan) Sdn. Bhd.- Pledged Securities Account for Too Boon Siong 841,200 0.66

23. Teoh Kian Fuh 795,000 0.63

24. CIMSEC Nominees (Tempatan) Sdn. Bhd.- CIMB Bank for Yeong Sing Ong (MY0427) 782,800 0.62

25. Public Nominees (Tempatan) Sdn. Bhd.- Pledged Securities Account for Lim Boon Tiang (BMM/UOB) 702,300 0.55

26. Lim Jit Haw 544,000 0.43

27. Loo Geok Lee 508,300 0.40

28. Seah Mok Khoon 500,000 0.39

29. HSBC Nominees (Tempatan) Sdn. Bhd.- HSBC (M) Trustee Bhd for OSK-UOB Growth and Income Focus Trust (4892) 472,200 0.37

30. Maybank Nominee (Tempatan) Sdn. Bhd.- Pledged Securities Account for Tan Boon Huat

463,000 0.36

* Excluding 6,438,400 ordinary shares of RM0.50 each bought back and retained as treasury shares as at 25 July 2013.

list of suBstantial shareholders

no. of shares held

no. name direct %(a) indirect %(a)

1. YBhg. Dato’ Lee Choon Chin 7,074,242 5.57 26,048,974 (b) 20.53

2. YBhg. Datin Liew Kee Moi - - 26,048,974 (c) 20.53

3. Weida Management Sdn. Bhd. 26,048,974 20.53 - -

4. Assar Industri Sdn. Bhd. 11,400,656(d) 8.98 - -

Notes:

(a) Excluding 6,438,400 ordinary shares of RM0.50 each bought back and retained as treasury shares as at 25 July 2013.(b) Deemed interested by virtue of his substantial shareholding in Weida Management Sdn. Bhd.(c) Deemed interested by virtue of her spouse’s, YBhg. Dato’ Lee Choon Chin and her substantial shareholdings in

Weida Management Sdn. Bhd.(d) 11,333,332 shares are held through Assar Asset Management Sdn. Bhd.

list of thirty larGest securities accounts holders (continued)

analySiS oF shaReholDingsAS AT 25 JULY 2013

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analySiS oF shaReholDings

directors’ interests

no. of shares held

no. name direct %(a) indirect %(a)

1. YBhg. Dato’ Lee Choon Chin 7,074,242 5.57 26,048,974(b) 20.53

2. YBhg. Datuk Dr Stalin Hardin 33,334 0.03 - -

3. Jee Hon Chong 1,764,776 1.39 - -

4. Chew Chin Choong - - - -

5. Yeoh Chin Hoe - - - -

The Directors by virtue of their interests in shares in the Company are also deemed to have interests in shares in all of its related corporations to the extent the Company has an interest, pursuant to Section 6A of the Companies Act, 1965.

Notes:

(a) Excluding 6,438,400 ordinary shares of RM0.50 each bought back and retained as treasury shares as at 25 July 2013.(b) Deemed interested by virtue of his substantial shareholding in Weida Management Sdn. Bhd.

AS AT 25 JULY 2013

187weida (M) Bhd (504747-W)

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notice oF FouRteenth annual General meetinG

notice is hereBy Given that the Fourteenth Annual General Meeting of Weida (M) Bhd. (“WEIDA” or “the Company”) will be held at Four Points by Sheraton Hotel, 3186-3187, Block 16, KCLD, Jalan Lapangan Terbang Baru, 93350 Kuching, Sarawak on Thursday, 26 September 2013 at 2.30 pm to transact the following businesses:

aGenda

ordinary Business

1. To receive the audited financial statements for the financial year ended 31 March 2013 together with the Reports of the Directors and Auditors thereon.

2. To declare and approve payment of a first and final dividend of 4.0 sen per ordinary share less tax and a special dividend of 1.5 sen per ordinary share less tax, in respect of the financial year ended 31 March 2013 as recommended by the Directors.

resolution 1

3. To approve the payment of directors’ fees amounting to RM450,000.00 for the financial year ending 31 March 2014 (2013: RM450,000.00).

resolution 2

4. To re-elect the following Directors who retire in accordance with Article 81 of the Company’s Articles of Association and being eligible, offer themselves for re-election:

(i) YBhg. Dato’ Lee Choon Chin resolution 3

(ii) Mr. Yeoh Chin Hoe resolution 4

5. To consider and if thought fit, to pass the following resolution:

“THAT pursuant to Section 129(6) of the Companies Act, 1965, YBhg. Datuk Dr Stalin Hardin be hereby re-appointed as a director of the Company to hold office until the conclusion of the next annual general meeting.”

resolution 5

6. To re-appoint Messrs. KPMG as the Company’s auditors and to authorise the Directors to fix their remuneration for the ensuing year.

resolution 6

special Business

7. To consider and, if thought fit, pass the following ordinary resolution:

continuation in office as independent non-executive director pursuant to recommendation 3.3 of the Malaysian code on corporate Governance 2012

resolution 7

“THAT, subject to passing of Resolution 5, approval be and is hereby given to YBhg. Datuk Dr Stalin Hardin who has served as an Independent Non-Executive Director of the Company for a consecutive term of more than nine (9) years, to continue in office as an Independent Non-Executive Director of the Company.”

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8. To consider and, if thought fit, pass the following ordinary resolution:

Proposed renewal of authority for purchase of own shares by the company resolution 8

“THAT, subject always to the Companies Act, 1965 (“the Act”), rules, regulations and orders made pursuant to the Act, provisions of the Company’s Memorandum and Articles of Association and the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) and any other relevant authority, the Company be hereby unconditionally and generally authorised to purchase and hold on the market of Bursa Securities such number of ordinary shares of RM0.50 each (“Shares”) in the Company (“Proposed Share Buy-Back”) as may be determined by the Directors from time to time through Bursa Securities upon such terms and conditions as the Directors may deem fit, necessary and expedient in the interest of the Company provided that the total aggregate number of Shares purchased and/or held or to be purchased and/or held pursuant to this resolution shall not exceed ten percent (10%) of the total issued and paid-up share capital of the Company for the time being and an amount not exceeding the Company’s retained earnings reserve at the time of purchase be allocated by the Company for the Proposed Share Buy-Back AND THAT, such Shares purchased are to be retained as treasury shares and distributed as dividends and/or resold on the market of Bursa Securities, or subsequently may be cancelled AND THAT the Directors be hereby authorised and empowered to do all acts and things and to take all such steps and to enter into and execute all commitments, transactions, deeds, agreements, arrangements, undertakings, indemnities, transfers, assignments and/or guarantees as they may deem fit, necessary, expedient and/or appropriate in order to implement, finalise and give full effect to the Proposed Share Buy-Back with full powers to assent to any conditions, modifications, revaluations, variations and/or amendments, as may be required or imposed by any relevant authority or authorities AND FURTHER THAT the authority hereby given will commence immediately upon passing of this ordinary resolution and will continue to be in force until:

(a) the conclusion of the next annual general meeting of the Company (“AGM”), at which time it will lapse, unless by ordinary resolution passed at that meeting, the authority is renewed, either unconditionally or subject to conditions;

(b) the expiration of the period within which the next AGM after that date is required by law to be held; or

(c) revoked or varied by ordinary resolution passed by the shareholders in general meeting,

whichever occurs first, in accordance with the provisions of the guidelines issued by Bursa Securities or any other relevant authorities.”

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9. To consider and, if thought fit, pass the following special resolution:

Proposed amendment to the company’s articles of association resolution 9

“THAT the existing Article 145(a) of the Company’s Article of Association be deleted in its entirety and replaced with the following new Article 145(a):

Cash distributions payable by cheque or warrant or through Bank

Any cash distributions (as prescribed by the Exchange from time to time) or other money payable in cash in respect of securities may be paid by cheque or warrant, sent through the post directed to the registered address of the Members or persons entitled thereto, or if several persons are entitled in consequence of the death or bankruptcy of the holder, to any one (1) of such persons and to such address as such person may in writing direct or through directly crediting of funds into a nominated bank account as provided to the Depository from time to time of such Members or persons entitled thereto or through such other mode of electronic means. Every such cheque or warrant or funds crediting into bank account of the Members or persons entitled thereto or through such other mode of electronic mean shall be made payable to the order of the Members or persons entitled thereto and such payment shall be a good and full discharge to the Company for all payments made in respect of such securities, notwithstanding that it may subsequently appear that the cheque or warrant has been stolen or that the endorsement thereon has been forged or that there is discrepancy in the details of the bank account(s) given by the Members or persons entitled to the payment. Every such cheque and warrant or funds crediting shall be sent or credited at the risk of the Members or person entitled to the money thereby represented. Where the Members or persons entitled thereto have provided to the Depository the relevant contact details for purposes of electronic notifications, the Company shall notify them electronically once the Company has paid the cash distributions out of its account.”

10. To transact any other business which may properly be transacted at an annual general meeting, due notice of which shall have previously given in accordance with the Companies Act, 1965 and the Company’s Articles of Association.


190 weida (M) Bhd (504747-W)

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notice oF DiviDenD entitlement anD payment

notice is also hereBy Given that the first and final dividend of 4.0 sen per ordinary share less tax and a special dividend of 1.5 sen per ordinary share less tax, in respect of the financial year ended 31 March 2013, if approved at the Fourteenth Annual General Meeting, will be payable on 22 November 2013 to depositors whose names appear in the Record of Depositors on 6 November 2013.

A depositor shall qualify for entitlement only in respect of:

(a) shares transferred into the depositor’s securities account before 4:00 pm on 6 November 2013 in respect of transfer; and

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

By order of the Board of directors

voon Jan Moi (Maicsa 7021367)wang tin ngee (Mia 11670)Joint Company Secretaries

Dated: 4 September 2013Kuching, Sarawak

Explanatory notes on special business

(a) ordinary resolution in relation to continuation in office as independent non-executive director pursuant to recommendation 3.3 of the Malaysian code on corporate Governance 2012

The Nominating Committee and the Board of Directors had assessed the independence of YBhg. Datuk Dr Stalin Hardin who has served as an Independent Non-Executive Director of the Company for a consecutive term of more than nine (9) years, and recommended him to continue to act as an Independent Non-Executive Director of the Company based on the following justifications:

YBhg. Datuk Dr Stalin Hardin continue to provide independent judgement in carrying out his duties as an Independent Non-Executive Director and he provides guidance, unbiased, fully balance and independent views, advice and judgement to many aspects of the Company and the Group’s strategy so as to safeguard the interests of minority shareholders and to ensure that the highest standard of conduct and integrity were maintained by the Company and the Group.

(b) ordinary resolution in relation to proposed renewal of authority for purchase of own shares by the company The proposed Resolution No. 8, if passed, will renew the authority for the Company to purchase and/or hold up to ten per

cent (10%) of the issued and paid-up ordinary share capital of the Company through Bursa Securities. This authority will expire at the conclusion of the next annual general meeting, unless revoked or varied by ordinary resolution passed by shareholders at general meeting.

Please refer to the Statement to Shareholders dated 4 September 2013 for further information.

(c) special resolution in relation to proposed amendments to the company’s articles of association The proposed Resolution No. 9 is to amend the Company’s Articles of Association in line with the amendments made to

the Main Market Listing Requirements of Bursa Malaysia Securities Berhad.

Notes:1. A proxy may but need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 shall

not apply to the Company.2. To be valid, the duly completed proxy form must be deposited at the registered office of the Company at Wisma Hock Peng, Ground

Floor to 2nd Floor, 123, Green Heights, Jalan Lapangan Terbang, 93250 Kuching, Sarawak not less than 48 hours before the time set for holding the meeting or any adjournment thereof.

3. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting provided that the provisions of Section 149(1)(c) of the Companies Act, 1965 are complied with.

4. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the proportions of his shareholdings to be represented by each proxy.

5. Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company for multiple beneficial owners in one (1) securities account (“omnibus account”), there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds. An exempt authorised nominee refers to an authorised nominee defined under the Securities Industry (Central Depositories) act 1991 (“SICDA”) which is exempted from compliance with the provisions of subsection 25A(1) of SICDA.

6. If the appointor is a corporation, the proxy form must be executed under its common seal or under the hand of an officer or attorney duly authorised.

7. A depositor whose name appears in the Record of Depositors as at 20 September 2013 shall be regarded as a member of the Company entitled to attend this Annual General Meeting or appoint a proxy to attend and vote on his behalf.

I/We (Name in full)

(IC/Passport/Company No.) of

(Address)

being a member/members of the abovenamed Company hereby appoint

(Name in full)

(IC/Passport No.) of

(Address)

or failing him/her, the Chairman of the meeting as my/our proxy to vote for me/us and on my/our behalf at the Fourteenth Annual General Meeting of the Company to be held at Four Points by Sheraton Hotel, 3186-3187, Block 16, KCLD, Jalan Lapangan Terbang Baru, 93350 Kuching, Sarawak on Thursday, 26 September 2013 at 2.30 p.m. and any adjournment thereof.

Please indicate with an “X” in the appropriate box against each resolution how you wish your vote to be cast. If you do not indicate how you wish your proxy to vote on any resolution, the proxy shall vote as he thinks fit, or at his discretion, abstain from voting.

My/our proxy is to vote as indicated below:

no. resolutions for against

1. To declare and approve the payment of a first and final dividend and a special dividend in respect of the financial year ended 31 March 2013.

2. To approve the payment of directors’ fees for the financial year ending 31 March 2014.

3. To re-elect YBhg. Dato’ Lee Choon Chin as director.

4. To re-elect Mr. Yeoh Chin Hoe as director.

5. To re-appoint YBhg. Datuk Dr Stalin Hardin as director.

6. To re-appoint Messrs. KPMG as auditors.

7. Continuation in office as Independent Non-Executive Director.

8. Renewal of authority for purchase of own shares by the Company.

9. Proposed amendments to the Company’s Articles of Association

Shareholding Represented by Proxy 1

Shareholding Represented by Proxy 2

Dated this day of 2013 Signature of shareholder(s)/common seal

notes:1. A proxy may but need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 shall

not apply to the Company.2. To be valid, the duly completed proxy form must be deposited at the registered office of the Company at Wisma Hock Peng, Ground

Floor to 2nd Floor, 123, Green Heights, Jalan Lapangan Terbang, 93250 Kuching, Sarawak not less than 48 hours before the time set for holding the meeting or any adjournment thereof.

3. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting provided that the provisions of Section 149(1)(c) of the Companies Act, 1965 are complied with.

4. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the proportions of his shareholdings to be represented by each proxy.

5. Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company for multiple beneficial owners in one (1) securities account (“omnibus account”), there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds. An exempt authorised nominee refers to an authorised nominee defined under the Securities Industry (Central Depositories) Act 1991 (“SICDA”) which is exempted from compliance with the provisions of subsection 25A(1) of SICDA.

6. If the appointor is a corporation, the proxy form must be executed under its common seal or under the hand of an officer or attorney duly authorised.

7. A depositor whose name appears in the Record of Depositors as at 20 September 2013 shall be regarded as a member of the Company entitled to attend this Annual General Meeting or appoint a proxy to attend and vote on his behalf.

weida (M) Bhd(Company No. 504747-W)(Incorporated in Malaysia) Form oF pRoxy

The Company Secretary

weida (M) Bhd(Company No. 504747-W)

Wisma Hock PengGround Floor to 2nd Floor123, Green Heights, Jalan Lapangan TerbangP.O. Box 2424, 93748 Kuching, Sarawak

fold here

fold here

AFFIx STAMP

PENINSULAR MALAYSIAOffice:Lot 3.05, Level 3,1 First Avenue, Bandar Utama,47800 Petaling Jaya, Selangor Darul Ehsan.Tel : +603 7950 9688Fax : +603 7950 9788Email : [email protected]

Manufacturing plant:Lot 109, Jalan Permata,Arab-Malaysian Industrial Park,71800 Nilai, Negeri Sembilan Darul Khusus.Tel : +606 799 0990 Fax : +606 799 0949Email : [email protected]

SABAHOffice:2-9-1 & 2-9-2, 8th Floor, Wawasan Plaza,88000 Kota Kinabalu, Sabah.P. O. Box 21276, 88770 Luyang, Kota Kinabalu, Sabah.Tel : +6088 264 555 Fax : +6088 262 525Email : [email protected]

Manufacturing plant:Lot 57, SEDCO Light Industrial Estate,Lok Kawi, 88801 Kota Kinabalu, Sabah.Tel : +6088 752 996 Fax : +6088 752 998Email : [email protected]

TB12882 & 12883, SEDCO Light Industrial Estate,Mile 3, Jalan Apas, 91000 Tawau, Sabah.Tel : +6089 913 678 Fax : +6089 913 679Email : [email protected]

MALAYSIAwww.weida.com.my

SARAWAKHeadquarters:Wisma Hock Peng, Ground Floor to 2nd Floor,123, Green Heights, Jalan Lapangan Terbang,P. O. Box 2424, 93748 Kuching, Sarawak.Tel : +6082 456 456 Fax : +6082 459 000Email : [email protected]

Manufacturing plant:Lot 472, Block 8, MTLD, Sejingkat Industrial Park,Jalan Bako, Petra Jaya, P. O. Box 1807,93736 Kuching, Sarawak.Tel : +6082 435 435 Fax : +6082 433 933Email : [email protected]

Jalan Maigold, Taman Desa Senadin Phase 1,98100 Miri, Sarawak.Tel : +6016 879 3322

REPUBLIc of THE PHILIPPINESwww.weida.com.ph

MANILAOffice:3/F, BT & T Center,20E. Rodriguez Jr. Avenue (C-5)Brgy. Bagumbayan, Libis,Quezon City 1110, Philippines.Tel : +632 706 2002 Fax : +632 706 4966Email : [email protected]

Manufacturing plant:Lot 11 & 13, Block 3,Dasmarinas Technopark,Governor’s Drive,Dasmarinas Cavite 4114, Philippines.Tel : +632 529 6193, 529 6195Fax : +0346 852 2846, +632 529 6194

THE SYRIAN ARAB REPUBLIc

DAMAScUSOffice:Mazzeh, Eastern Villas,Al Farabi Street, Building 55 (Ground Floor),Damascus Countryside Governorate,Syrian Arab Republic.P. O. Box 3407 DTel : +963 11 611 7449Fax : +963 11 613 1562

PENINSULAR MALAYSIAOffice:Lot 3.05, Level 3,1 First Avenue, Bandar Utama,47800 Petaling Jaya, Selangor Darul Ehsan.Tel : +603 7950 9688Fax : +603 7950 9788Email : [email protected]

Manufacturing plant:Lot 109, Jalan Permata,Arab-Malaysian Industrial Park,71800 Nilai, Negeri Sembilan Darul Khusus.Tel : +606 799 0990 Fax : +606 799 0949Email : [email protected]

SABAHOffice:2-9-1 & 2-9-2, 8th Floor, Wawasan Plaza,88000 Kota Kinabalu, Sabah.P. O. Box 21276, 88770 Luyang, Kota Kinabalu, Sabah.Tel : +6088 264 555 Fax : +6088 262 525Email : [email protected]

Manufacturing plant:Lot 57, SEDCO Light Industrial Estate,Lok Kawi, 88801 Kota Kinabalu, Sabah.Tel : +6088 752 996 Fax : +6088 752 998Email : [email protected]

TB12882 & 12883, SEDCO Light Industrial Estate,Mile 3, Jalan Apas, 91000 Tawau, Sabah.Tel : +6089 913 678 Fax : +6089 913 679Email : [email protected]

MALAYSIAwww.weida.com.my

SARAWAKHeadquarters:Wisma Hock Peng, Ground Floor to 2nd Floor,123, Green Heights, Jalan Lapangan Terbang,P. O. Box 2424, 93748 Kuching, Sarawak.Tel : +6082 456 456 Fax : +6082 459 000Email : [email protected]

Manufacturing plant:Lot 472, Block 8, MTLD, Sejingkat Industrial Park,Jalan Bako, Petra Jaya, P. O. Box 1807,93736 Kuching, Sarawak.Tel : +6082 435 435 Fax : +6082 433 933Email : [email protected]

Jalan Maigold, Taman Desa Senadin Phase 1,98100 Miri, Sarawak.Tel : +6016 879 3322

REPUBLIc of THE PHILIPPINESwww.weida.com.ph

MANILAOffice:3/F, BT & T Center,20E. Rodriguez Jr. Avenue (C-5)Brgy. Bagumbayan, Libis,Quezon City 1110, Philippines.Tel : +632 706 2002 Fax : +632 706 4966Email : [email protected]

Manufacturing plant:Lot 11 & 13, Block 3,Dasmarinas Technopark,Governor’s Drive,Dasmarinas Cavite 4114, Philippines.Tel : +632 529 6193, 529 6195Fax : +0346 852 2846, +632 529 6194

THE SYRIAN ARAB REPUBLIc

DAMAScUSOffice:Mazzeh, Eastern Villas,Al Farabi Street, Building 55 (Ground Floor),Damascus Countryside Governorate,Syrian Arab Republic.P. O. Box 3407 DTel : +963 11 611 7449Fax : +963 11 613 1562

A Balanced Sustainable

Growth

Annual Report

Annual R

eport 2013

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) bh

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