contents...annual report 2018 tan sri dato’ ahmad fuzi bin haji abdul razak was appointed to the...

CONTENTS2 Corporate Structure

3 Corporate Information

4 Directors’ Profile

8 Senior Management Profile

10 Chairman’s Statement

12 Corporate Governance Overview Statement

22 Sustainability Report

38 Audit and Risk Management Committee Report

40 Statement on Risk Management and Internal Control

43 Statement on Directors’ Responsibility

44 AEHB Group Financial Highlights

48 Management Discussion & Analysis

49 Additional Compliance Information

51 Financial Statements

118 Shareholders’ Analysis Report

120 List of Properties

121 Notice of Annual General Meeting

• Form of Proxy

CORPORATE STRUCTURE

100%

JF APEX SECURITIES BERHADStockbroking

100%

APEX DEVELOPMENT SDN BHD(formerly known as Monopoly Enterprises Sdn Bhd)

Property Holding Company

100%

APEX EQUITY CAPITAL SDN BHD(formerly known as AEH Capital Sdn Bhd)

Credit Company

100%

JF APEX NOMINEES (TEMPATAN) SDN BHDNominee Services

100%

JF APEX NOMINEES (ASING) SDN BHDNominee Services

43%

APEX INVESTMENT SERVICES BERHADUnit Trust Management

2 Apex Equity Holdings Berhad Annual Report 2018

CORPORATE INFORMATION

BOARD OF

DIRECTORS

Tan Sri Dato’ Ahmad Fuzi bin Haji Abdul RazakNon-Independent Non-Executive Chairman

Dato’ Azizan bin Abd RahmanNon-Independent Non-Executive Director

Zulazman bin ZulkifliGroup Executive Director

Choong Chee MengNon-Independent Non-Executive Director

Lee Cheow FuiIndependent Non-Executive Director

Chithra GanesalingamIndependent Non-Executive Director

COMPANY

SECRETARIES

Tan Cheng Han (MIA 11280)Low Kim Heow (MAICSA 7007682)Ng Heng Hooi (MAICSA 7048492)Wong Mee Kiat (MAICSA 7058813)

AUDIT & RISK

MANAGEMENT

COMMITTEE

Lee Cheow Fui (Chairman)Dato’ Azizan bin Abd Rahman (Member)Chithra Ganesalingam (Member)

NOMINATING

COMMITTEE

Lee Cheow Fui (Chairman)Tan Sri Dato’ Ahmad Fuzi bin Haji Abdul Razak (Member)Chithra Ganesalingam (Member)

REMUNERATION

COMMITTEE

Lee Cheow Fui (Chairman)Choong Chee Meng (Member)Chithra Ganesalingam (Member)

SENIOR

INDEPENDENT

DIRECTOR

Lee Cheow FuiTel : 03-8736 1118

Email : [email protected]

REGISTERED

OFFICE

6th Floor, Menara Apex, Off Jalan Semenyih, Bukit Mewah, 43000 Kajang, Selangor Darul Ehsan.

Tel : 03-8736 1118

Fax : 03-8737 3261

Website : www.apexequity.com.my

SHARE REGISTRAR

Sectrars Management Sdn. Bhd.Lot 9-7, Menara Sentral Vista, No. 150, Jalan Sultan Abdul Samad, Brickfields, 50470 Kuala Lumpur.

Tel : 03-2276 6138/6139

Fax : 03-2276 6131

AUDITORS

Crowe Malaysia PLT(formerly known as Crowe Horwath)

Kuala Lumpur Office, Level 16, Tower C, Megan Avenue II, 12, Jalan Yap Kwan Seng, 50450 Kuala Lumpur.

Tel : 03-2788 9999

Fax : 03-2788 9998

PRINCIPAL

BANKERS

Alliance Bank Malaysia Berhad

CIMB Bank Berhad

Hong Leong Bank Berhad

Malayan Banking Berhad

Standard Chartered Bank Malaysia Berhad

STOCK

EXCHANGE

LISTING

Main Market of Bursa Malaysia Securities Berhad

Stock Short Name : APEX

Stock Code : 5088

3Apex Equity Holdings Berhad Annual Report 2018

Tan Sri Dato’ Ahmad Fuzi bin Haji Abdul Razak was appointed to the Board of Apex Equity Holdings Berhad (“APEX” or “the

Company”) on 18 September 2017.

Tan Sri Fuzi holds a Bachelor of Arts Degree (Hons) from the University of Malaya graduating in 1972 and a Certificate in

Diplomacy (Foreign Service Course) from the University Oxford in 1974. In recognition of his service to the nation, he was

awarded the AMN (1979), the JSM (1999), the DSPN (1999), the DMPN (2002), the PSM (2003) and the DLSJ Brunei (2014).

Tan Sri Fuzi was previously the Secretary-General of the Ministry of Foreign Affairs Malaysia. He joined the Malaysian

Diplomatic and Administrative Service in 1972 and served in various capacities at the Ministry of Foreign Affairs until 2009.

He also served at the Malaysian Missions abroad in Moscow, the Hague, Canberra, Washington and Dhaka.

His tenure as Secretary-General saw him leading the Malaysian Senior Official delegation in negotiation at various bilateral,

regional and international Conferences as well as in organising the NAM Summit and the OIC Summit in 2003 and the

ASEAN Summit plus East Asia Summit and Related Summits in 2005 in Kuala Lumpur.

Tan Sri Fuzi has previously also served as Director General, Institute of Diplomacy and Foreign Relations Malaysia; Deputy

Secretary General 1, Ambassador-at-Large and Malaysia’s Representative to the ASEAN High Level Task Force (HLTF) on the

Drafting of the ASEAN Charter and Malaysia’s Representative to the High Level Panel (HLP) on the Drafting of the Terms of

Reference of the ASEAN Human Rights Body.

Tan Sri Fuzi is currently, Secretary-General of the World Islamic Economic Forum Foundation (WIEF). He is also Chairman;

Seremban Engineering Berhad; Syarikat Takaful Malaysia Keluarga Berhad; Syarikat Takaful Malaysia Am Bhd. He also sits on

the Board of Puncak Niaga Holdings Bhd.

Tan Sri Fuzi is currently also Group Chairman, ACE Group; and Chairman, ACE Investment Bank Limited; Theatre Management

Associates Sdn Bhd; Sofgen (Malaysia) Sdn Bhd; IMAN Research Consulting Sdn Bhd, TAERG International Sdn Bhd.

He is also a Member of the Board, Management Development Institute of Singapore (MDIS) Malaysia Sdn Bhd; Alstar

Solutions Sdn Bhd and Lejadi Medimax Sdn Bhd.

Tan Sri Fuzi is a Distinguished Fellow, Institute of Strategic and International Studies (ISIS) and Institute of Diplomacy and

Foreign Relations (IDFR); Deputy Chairman, Malaysian Member Committee of the Council for Security Cooperation in the

Asia Pacific (CSCAP Malaysia) and Member, Board of Trustee, MERCY Malaysia; Perdana Global Peace Foundation (PGPF);

Yayasan Sarana Pendidikan Malaysia (YSPM) and Lejadi Foundation.

He is also a Member, Institute of Advanced Islamic Studies (IAIS), PATRON, Malaysia - China Culture Association and Advisor,

Tripfez Sdn Bhd; Asia Pacific Entrepreneurship Award (APEA); Malaysia-Myanmar Chamber of Commerce; High School Bukit

Mertajam Alumni Malaysia; SME and Entrepreneurship Award (SEBA) and Pixel Play Ventures Sdn Bhd.

He also sits on the Board of Governors of Meritus University.

Tan Sri Fuzi is a member of the Nominating Committee.

DIRECTORS’ PROFILE

TAN SRI DATO’ AHMAD FUZI BIN HAJI ABDUL RAZAK

Non-Independent Non-Executive ChairmanAge 70, Male, Malaysian



DATO’ AZIZAN BIN ABD RAHMAN

Non-Independent Non-Executive DirectorAge 69, Male, Malaysian

CHOONG CHEE MENG

Non-Independent Non-Executive DirectorAge 57, Male, Malaysian

Dato’ Azizan bin Abd Rahman was appointed to the Board

on 21 November 1990.

Dato’ Azizan graduated from University of Malaya in 1973

with a Bachelor of Arts Degree. He started his career as

a Shipping Executive at Harper Gilfillan (M) Sdn Bhd. He

joined Pernas MISC Shipping Agencies Sdn Bhd as a Branch

Manager in 1975 until 1980 serving in Penang and Johor.

He then became MISC Marketing Manager in the Tanker

Department and was later attached to Panocean Tankers

Ltd. in London.

Dato’ Azizan left MISC to join JF Apex Securities Berhad in

1982 as Director and launched his career in stockbroking

and finance. As a stockbroker, he was an active member of

the stockbroking fraternity and held the post of Chairman

of the Association of Stockbroking Companies of Malaysia

(ASCM) until he left the industry. He also served as Chairman

of the Investment Panel of Lembaga Tabung Haji for 8 years

from 2007 to 2015. Dato’ Azizan is currently Independent

Non-Executive Chairman of Eastern & Oriental Berhad.

He was re-designated from Senior Independent Non-

Executive Director to Non-Independent Non-Executive

Director of the Company on 22 February 2018. Prior to

his re-designation, Dato’ Azizan was the Chairman of the

Nominating Committee and a member of the Remuneration

Committee.

Dato’ Azizan is a member of the Audit and Risk Management

Committee and the Chairman of the Steering Committee.

Mr. Choong Chee Meng was appointed to the Board on 15

November 2017.

Mr. Choong is the co-founder of ACE and is currently the

Group Executive Director of ACE Group.

The ACE Group is in the business of investment holdings,

private equity, asset management, investment banking,

credit and leasing etc.

Mr. Choong has been involved in the Credit and Leasing

Industry for more than 20 years, providing credit and

financing to serve the needs of various communities

nationwide. He possesses invaluable experience in the

property development and investment business, and

extensive experience in management of the various

processes of an organisation, which includes risk

management, and formulation of marketing and sales

strategies.

Currently, Mr. Choong holds directorships in ACE Holdings

Berhad, ACE Investment Bank Limited and several private

companies within the ACE group. He successfully

established ACE Credit as a premier organization in the

credit, leasing and financing arena. He works directly with

businesses and equipment vendors to provide innovative

lease financing solutions.

He does not hold any directorship in any other public

company or listed issuer.

He is a member of the Remuneration Committee.


ZULAZMAN BIN ZULKIFLI Executive DirectorAge 50, Male, Malaysian

LEE CHEOW FUI Independent Non-Executive DirectorAge 62, Male, Malaysian

Encik Zulazman bin Zulkifli was appointed to the Board on 26 March 2018.

Encik Zulazman is a Chartered Surveyor and a Member of the Royal Institution of Chartered Surveyors (RICS). He has a

BSc (Hons) Property Valuation & Finance from City, University of London and a DipLang, Spanish Language from Madrid

Complutense University.

Encik Zulazman has over 20 years of stockbroking and property experience.

In 1999, Encik Zulazman was responsible for the takeover of Labuan Securities Sdn Bhd, a distressed stockbroking company

under Special Administration by Pengurusan Danaharta Nasional Bhd and became one of the youngest Dealing Members of

the Kuala Lumpur Stock Exchange. He merged this rescued stockbroking company with CIMB Securities Sdn Bhd in 2000

which, together with CIMB Discount House Sdn Bhd, became CIMB Investment Bank Bhd.

For over a decade, Encik Zulazman was a stockbroker being a Dealing Member of the Kuala Lumpur Stock Exchange,

a Registered Dealer’s Representative and an Investment Advisor registered with the Securities Commission. He has held

various positions at Kuala Lumpur City Securities Sdn Bhd (now Alliance Investment Bank Bhd), CIMB Securities Sdn Bhd

(now CIMB Investment Bank Bhd), ShareTech Securities Sdn Bhd, Pesaka Jardine Fleming Sdn Bhd, Arab Malaysian Securities

Sdn Bhd (now AmInvestment Bank Bhd) in Malaysia, a long with Cazenove & Co and UBS Philips & Drew in London. He is

formerly an ASIC licensed Country Director of D H Flinders Sdn Bhd, an associate of D H Flinders Ltd a corporate advisory

practice based in Melbourne.

Encik Zulazman is also an Independent Non-Executive Director of Amanahraya Real Estate Investment Trust.

Mr. Lee Cheow Fui was appointed to the Board on 8 October 2012.

Mr. Lee graduated from the University of New South Wales, Australia in 1979 with a Bachelor of Commerce degree.

Professionally, he is a fellow of the Institute of Chartered Accountants in Australia, member of CPA Australia, the ISCA

Singapore and the Malaysian Institute of Accountants.

He started his career with Touche Ross and Co in Sydney, Australia soon after graduation until his return to Malaysia in 1982.

From 1982 to 1992, he was working for the ACI International group as finance manager in Malaysia, ACI was an Australian

conglomerate with glass container and building products businesses in Malaysia. ACI International was subsequently

acquired by BTR-Nylex Ltd and he was appointed as the regional finance head for the Asia buildings products division based

in Singapore. In 1992, he left to join the corporate office of Fraser and Neave Limited as their Deputy Corporate Finance

Manager. In 1996, he returned to Malaysia once again, as the Chief Financial Officer of the newly formed Fraser and Neave

Holdings Bhd, which he had helped to setup. In 2007, he initiated a major acquisition for the group and soon after, he was

appointed as the Chief Operating Officer for the dairies product division, the position he held until his retirement in May

2012.

A professional manager all his life and in recognition for his efforts during his career, he was selected as one of the winners

in the Asia Pacific Entrepreneurial Awards for 2011.



Notes1. None of the Directors has any family relationship with any

Directors and/or major shareholders of the Company.

2. None of the Directors has any conflict of interest with the

Company.

3. None of the Directors has been convicted for offences

(excluding traffic offences) within the past 5 years and

there were no public sanctions or penalties imposed by the

relevant regulatory bodies during the financial year ended 31

December 2018.

4. Details of Board meeting attendance of each Director are

disclosed in the Corporate Governance Overview Statement,

in the Annual Report.

CHITHRA GANESALINGAM Independent Non-Executive DirectorAge 53, Female, Malaysian

Ms. Chithra Ganesalingam was appointed to the Board on 7 March 2017.

Ms. Chithra graduated from the University of Leicester, United Kingdom with a LLB(Hons) degree in 1991. She went on to

complete the Certificate in Legal Practice (CLP) in 1992. Ms Chithra did her chambering and went on to be called to the

Malaysian Bar as an Advocate & Solicitor of the High Court of Malaya in 1993.

Ms. Chithra joined JF Apex Securities Berhad in December 1993 as its Legal Officer. She was later appointed as Group

Company Secretary and Legal Advisor of the Apex Group.

She left Apex Group in November 2000 to practice law with Messrs Wong Lu Peen and Tunku Alina. Her area of practice

is Corporate and Commercial namely secretarial, securities, mergers and acquisitions, listing advisory, joint ventures,

investment structures, shipping finance, banking & finance (including Islamic Finance) and Conveyancing.

To date, Ms. Chithra continues to practice law with the same firm. She does not hold any directorship in any other public

company or listed issuer.

She is a member of the Audit and Risk Management Committee, Nominating Committee, Remuneration Committee and

Steering Committee.


Mr. Lee also served on the Board of Esthetics International Group Berhad and Selangor Dredging Berhad.

He is the Chairman of the Audit and Risk Management Committee, Nominating Committee, Remuneration Committee and

a member of the Steering Committee.


SENIOR MANAGEMENT PROFILE

LEONG SEK HOE Chief Executive Officer of JF Apex Securities BerhadAge 60, Male, Malaysian

ZAIRUL AZMAN BIN JEMAARI Executive Director Dealing of JF Apex Securities BerhadAge 50, Male, Malaysian

Mr. Leong Sek Hoe was appointed as the Executive Director Operations of JF Apex Securities Berhad, a wholly-owned

subsidiary of Apex Equity Holdings Berhad on 7 August 2014. On 6 December 2017 he was re-designated as the Chief

Executive Officer of JF Apex Securities Berhad.

Mr. Leong graduated with a Bachelors of Accounting (Honours) from Universiti Kebangsaan Malaysia in 1983. He is also a

member of the Malaysia Association of Certified Public Accountants, now known as Malaysian Institute of Certified Public

Accountants (MICPA) and is a member of the Malaysian Institute of Accountants (MIA) as a Chartered Accountant, both

since 1988.

Mr. Leong has worked as a Manager with Coopers & Lybrand over a period of 9 years in areas of audit and corporate care,

as the Deputy General Manager with Inter-Pacific Securities Sdn Bhd over a period of 5 years and as the Executive Director

Operations with Jupiter Securities Sdn Bhd over a period of 7 years. He then joined the EON Bank Group in 2004 when it

acquired the stockbroking company Leong & Co Sdn Bhd (later renamed as EONCAP Securities Sdn Bhd) as the Executive

Director Operations. Mr. Leong was re-designated as Head of Operations after the entity was renamed EONCAP Securities

Sdn Bhd and merged with the group’s Malaysian International Merchant Bankers Berhad to form MIMB Investment Bank

Berhad (MIMB IB) in 2006. Upon the acquisition of EON Bank Group by Hong Leong Bank Group, MIMB IB was merged with

Hong Leong Investment Bank Berhad, and Mr. Leong was appointed as Head of Operations in 2013 where he remained for

a year.

Encik Zairul Azman bin Jemaari was appointed as the Executive Director Dealing of JF Apex Securities Berhad, a wholly-

owned subsidiary of Apex Equity Holdings Berhad on 31 May 2017.

Encik Zairul Azman graduated from Universiti Kebangsaan Malaysia (UKM) with degree in Bachelor of Economics (Hons)

majoring in Economic Analysis & Public Policy. He had been in stockbroking industries since 1993. He had 25 years’

experience in dealing department especially for institutional clients.

He was a Credit Control Officer cum Registered Dealer’s Representative in Jupiter Securities Sdn. Bhd before joining MIDF

Investment Bank Berhad as a Registered Dealer’s Representative. He subsequently joined JF Apex Securities Berhad as an

Assistant Vice President in Dealing in 2009. Encik Zairul Azman was promoted to Executive Director Dealing in May 2017

and a member of the Board of Directors of JF Apex Securities Berhad. He specialises in dealing in securities for institutional

clients.


Notes1. None of the Senior Management has any family relationship with any Directors

and/or major shareholders of the Company.

2. None of the Senior Management has any conflict of interest with the Company.

3. None of the Senior Management has been convicted for offences (excluding traffic

offences) within the past 5 years and there were no public sanctions or penalties

imposed by the relevant regulatory bodies during the financial year ended 31

December 2018.

SENIOR MANAGEMENT PROFILE

KONG MING MING Executive Director Dealing of JF Apex Securities BerhadAge 50, Female, Malaysian

TAN CHENG HAN Group Financial Controller of JF Apex Securities BerhadAge 51, Male, Malaysian

FOO SIEW YUEN Head of Operations of JF Apex Securities BerhadAge 51, Female, Malaysian

Ms. Kong Ming Ming was appointed as an Executive Director Dealing of JF Apex Securities Berhad, a wholly-owned subsidiary

of Apex Equity Holdings Berhad on 27 November 2017. She is also the Head of Dealing (Equity) of JF Apex Securities Berhad

since 2010.

Ms. Kong graduated with a Bachelor of Science (Business Administration) Degree from Colorado State University, U.S.A in

1993. She started her career with JF Apex Securities Berhad holding various positions before being promoted as Senior Vice

President Dealing in 2008. Ms. Kong has more than two decades of working experience in the stockbroking industry.

Mr. Tan Cheng Han has more than 25 years of working experience in the fields of audit, operations, compliance and group

accounts. He holds a professional qualification from the Chartered Institute of Management Accountants and is a member

of Malaysian Institute of Accountants.

He joined JF Apex Securities Berhad in December 2004 and prior to this, he was with a financial services group involved in

stockbroking, futures broking and asset management for more than 12 years.

Ms. Foo Siew Yuen was appointed as the Head of Operations of JF Apex Securities Berhad, a wholly-owned subsidiary of

Apex Equity Holdings Berhad on 1st April 2011.

Ms. Foo Siew Yuen graduated from Universiti Kebangsaan Malaysia (UKM) with a degree in Bachelor of Business Administration

(Hons) majoring in Banking and Investment. She started her career with JF Apex Securities Berhad and had been in the

stockbroking industry since 1993. She has vast experience in retail, institutional, foreign post trade settlement for equity and

derivatives markets. She is also well versed in custodian services and branch operations management.


2018 was a year of ‘two halves’. Bursa Malaysia was trending sideways in the first half of the year with the FBM KLCI hovering

above 1800 points as the index hit a record high of 1895.18 points in April. After the unexpected outcome of the 14th

General Election in May, the benchmark index tumbled to 1663.86 points in June.

In the second half of the year, the FBM KLCI mounted a rebound towards 1800 points but failed to sustain gains and ended

the year at 1690.58 points. As a result, the benchmark index posted a loss of 5.9% in 2018. Despite the loss, the Malaysian

bourse outperformed most of the regional peers and is considered one of the top performers in the region as other Asian

bourses registered double-digit losses.

For equity trading activities, the local bourse achieved higher average daily value of RM2.4 billion in 2018, a 3.4% increase

from RM2.3 billion in 2017. This was mainly driven by higher participation of foreign institutions (+28.5%). Meanwhile, the

average daily contracts for the derivatives market were flat at 56,488 in 2018 against 57,677 a year ago, mainly dominated

by the Crude Palm Oil Futures (76%).

We are pleased to announce that despite the challenges faced, the Apex Group has accomplished noteworthy achievements

during the year. On this note and on behalf of the Board of Directors of Apex Equity Holdings Berhad, I have the pleasure of

presenting to you the Annual Report and the Audited Financial Statements for the financial year ended (FYE) 31 December

2018.

Financial Results

For the year ended 31 December 2018, the Apex Group achieved lower revenue of RM40.1 million as compared to RM44.3

million in 2017, a 9.5% decrease. Similarly, the Group’s pre-tax profit also decreased to RM11.3 million from RM18.4 million

recorded in the previous financial year, a 38.6% decrease.

In tandem with the lower revenue, we recorded net profit of RM8.2 million, falling 41.4% from RM14.0 million a year ago.

Hence, the Apex Group’s earnings per share for the period under review decreased to 4.05 sen from 6.93 sen previously.

The lower results posted for this financial year was mainly due to lower brokerage income on lower volume of securities

transactions and impairment loss on trade receivables, higher operating expenses, lower processing fee from loan debtors

and loss on changes in fair value of marketable securities.

On behalf of the Board of Directors of Apex

Equity Holdings Berhad, I have the pleasure of

presenting the Annual Report and the Audited

Financial Statements for the financial year ended

(FYE) 31 December 2018.

CHAIRMAN’S STATEMENT


CHAIRMAN’S STATEMENT

Shareholders’ funds were increased to RM300.2 million for the financial year 2018 against RM289.9 million a year ago.

Accordingly, our net asset per share also increased to RM1.48 for the financial year 2018 from RM1.43 a year ago.

Prospects

We expect the capital market to remain challenging and market volatility to persist as affected by looming uncertainties. Last

year, the stock exchange introduced several measures to propel the interests of investors on our capital market including

the launch of Intraday Short Selling (IDSS) for all investors, liberalising margin financing rules, the 6-month waiver of trading

and clearing fees for new individual investors (until 18 September 2018), and new sector classification and sectorial indices.

We foresee a rough ride for stockbroking industry in this year especially standalone stockbroker like us with retail investors

being our bread-and-butter in view of the consistently low retail participation in the equity market (from 37% retail participation

in market trading activities in 2007 to current 22% in 2018) coupled with the intense competition of the industry landscape

besides the cautious broader market outlook. Nevertheless, the Board of Directors is cautiously optimistic that the Apex

Group will remain profitable in 2019.

Business Directions

In December, the Apex Group entered into a merger agreement with Mercury Securities Sdn Bhd to strengthen our position

in the stockbroking industry. The proposed merger would enable Apex to gain an immediate access to the corporate

advisory business tapping on the track record, capacity and capabilities of Mercury Securities’ corporate finance team. We

could also capitalise on cross-selling opportunities for our corporate clients who require corporate advisory services such as

tapping the equity capital markets for fund raising for example, the initial public offering and rights issues to further improve

its fee-based income.

Moving forward, the Apex Group will create a more facilitative trading environment to the new and existing clients via

technological enhancement and innovate marketing activities and services so as to remain relevant, and stimulate investors’

interest in the stock market. Once again, we would like to assure all of our shareholders that we remain committed in building

our business and capitalising on any emerging opportunities for long-term sustainable growth both in our profitability and

for the wealth of our stakeholders.

Appreciation

On behalf of the Board of Directors, I would like to express my sincere appreciation to the directors, management team and

all the employees of Apex Group for their commitment, expertise, loyalty and continuous dedication towards the growth

of the group.

I would also like to take this opportunity to thank our shareholders, customers, business associates and bankers for their

continuous co-operation, support and confidence in the group. Last but not least, I would like to record my thanks to all the

relevant regulatory authorities for their support and assistance throughout the financial year.

Tan Sri Dato’ Ahmad Fuzi Bin Haji Abdul Razak Non-Executive Chairman


The Board of Directors (“the Board”) of Apex Equity Holdings Berhad is

committed to ensuring good corporate governance is practiced throughout

the Group as a fundamental part of discharging its fiduciary responsibilities

to protect and enhance shareholders’ value and the financial performance

of the Group.

The Board is pleased to disclose below the Company’s application of the

Principles of the Malaysian Code on Corporate Governance (“MCCG”)

throughout the financial year ended 31 December 2018 (“FYE 2018”).

PRINCIPLE A : BOARD LEADERSHIP AND EFFECTIVENESS

The Board’s main roles are to create value for shareholders and provide

leadership to the Group. It is primarily responsible for the Group’s overall

strategic plans and direction, overseeing the conduct of the businesses,

risk management, succession planning, effective investor relations and

ensuring the systems and processes of internal controls and management

are adequate and effective.

The Board provides overall strategic

guidance, effective oversight on the

governance and management of

the business affairs of the Group.

Responsibilities of the Board include:

(i) Ensuring that the Group’s goals are

clearly established, the necessary

resources are in place for the Group

to meet our objectives and strategic

plan. This strategic plan promotes

long-term value creation and

includes strategies on economic,

environmental, occupational safety

and health, and sustainable social

and governance considerations are

in place to achieve them;

(ii) Establishing policies for

strengthening the performance of

the Group including ensuring that

management is proactively building

up the business through innovation,

technology, new products and the

development of our human capital;

(iii) Overseeing the conduct of the

Group’s businesses and evaluating

whether these businesses are being

efficiently managed.This includes

solvency of the Group and the ability

to meet our contractual obligations

and to safeguard our assets;

(iv) Appointing the Managing Director/

Executive Director, including setting

the relevant terms and objectives

and, if necessary, terminating his

employment with the Group;

(v) Ensuring that the Group has an

appropriate risk management and

corporate governance framework,

including adequate management

controls being internal systems and

provisions for compliance within

applicable laws, regulations, rules,

directives and guidelines and in areas

of significant financial and business

risks;

CORPORATE GOVERNANCE OVERVIEW STATEMENT



(vi) Appointing board committees to address specific

issues, considering recommendations of the various

board committees and discussing matters arising

from these committees’ deliberations and reports;

(vii) Ensuring statutory financial statements of the

Company and Group are fairly stated and conform

with the relevant regulations including acceptable

accounting policies that result in balanced and clear

financial statements;

(viii) Ensuring an appropriate succession plan for members

of the Board and Senior Management;

(ix) Ensuring that the Group adheres to high standards

of ethics and corporate behavior in accordance with

the Group’s Code of Corporate Conduct including

transparency in the conduct of business;

(x) Periodically reviewing the Board Charter and making

it available publicly on the Company’s website

including the Terms of Reference (“TOR”) which deals

with the respective committees such as Audit and Risk

Management Committee, Remuneration Committee

and Nominating Committee;

(xi) Ensuring an appropriate corporate disclosure policy

and procedure which leverages on information

technology for effective and timely dissemination of

comprehensive and accurate information; and

(xii) Ensuring appropriate investor relations and

communications policy which encourages

shareholders’ participation at general meetings and

promotes effective communication and engagements

with shareholders.

In discharging its duties, the Board is assisted by the

Board Committees namely, Audit and Risk Management

Committee, Remuneration Committee and Nominating

Committee. Each Committee operates within its respective

defined TOR which have been approved by the Board. The

TOR of the respective Board Committees are periodically

reviewed and assessed to ensure that the TOR remain

relevant and adequate in governing the functions and

responsibilities of the Committee concerned and reflect the

latest developments in the Main Market Listing Requirement

(“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa

Securities”) and the MCCG.

A. Audit and Risk Management Committee

(“ARMC”)

Please refer to the ARMC Report on pages 38 and 39

of this Annual Report for details of the composition

and activities of ARMC during the FYE 2018.

B. Remuneration Committee (“RC”)

The Board has established and appointed a RC

comprising exclusively Non-Executive Directors with

a majority of Independent Directors.

The RC reviews and reports to the Board on

remuneration and personnel policies, compensation

and benefits with the aim of attracting, retaining

and motivating individuals of the highest quality.

Remuneration should be aligned with the business

strategy and long-term objectives of the Company

and complexity of the Group’s activities.

The remuneration package of each Executive Director

is structured to reflect his experience, performance

and scope of responsibilities. The remuneration of

Non-Executive Directors are in the form of annual

fees which are approved by the shareholders at our

Annual General Meeting. Where applicable, the Board

also takes into consideration any relevant information

from survey data.

In carrying out its duties and responsibilities, the RC

has full, free and unrestricted access to the Company’s

records, properties and personnel. During the FYE

2018, the RC convened two (2) meetings to review

the remuneration package of Executive Directors.


The details of the aggregate remuneration of the Directors of the Company (comprising remuneration received and/or

receivable from the Company and its subsidiaries) during the FYE 2018 are categorised as follows:

Director’s Fee

Salaries, bonuses and

other benefits

Defined contribution

benefits

Benefits in-kind

Total

Group RM’000 RM’000 RM’000 RM’000 RM’000

Non-Executive Directors:

Tan Sri Dato’ Ahmad Fuzi bin Haji Abdul Razak 125 2 - - 127

Dato’ Azizan bin Abd Rahman 142 2 - - 144

Choong Chee Meng 65 2 - - 67

Lee Cheow Fui 105 2 - - 107

Chithra Ganesalingam 97 2 - - 99

Executive Director:

Zulazman bin Zulkifli - 540 65 28 633

Total 534 550 65 28 1,177

Company

Non-Executive Directors:

Tan Sri Dato’ Ahmad Fuzi bin Haji Abdul Razak 125 2 - - 127

Dato’ Azizan bin Abd Rahman 142 2 - - 144

Choong Chee Meng 65 2 - - 67

Lee Cheow Fui 105 2 - - 107

Chithra Ganesalingam 97 2 - - 99

Total 534 # 10 0 0 544

# The Director’s Fee comprises RM184,999.00 for year 2017 and RM348,334.00 for year 2018.

The Board has chosen to disclose the remuneration of the top (5) senior management staff in bands instead of a named basis

as the Board considers the information of the remuneration of these employees sensitive and proprietary. The transparency

and accountability aspects of corporate governance, applicable to the remuneration of these staff, are deemed appropriately

served by the above disclosures.

The remuneration of the top Senior Management (including salary, bonus, benefit-in kind and other remuneration) in each

sensitive bands of RM50,000 during the financial year 2018, as follow:-

Range of Remuneration Number of Senior Management Staff

100,001 – 150,000 5



C. Nomination Committee (“NC”)

The Board has established a NC that comprises exclusively Non-Executive Directors with a majority of Independent

Directors.

The Board has identified a Senior Independent Director as the Chairman of the NC and to deal with any concerns

from the shareholders.

The NC is responsible for the review of all proposed candidates based on a selection criteria discussed with the entire

Board. The Board reserves the right to approve the appointment of new Directors.

On an annual basis, the NC is required to evaluate the Board and Board Committees’ effectiveness in discharging their

functions and duties in accordance with their terms of reference. The NC will conduct an annual review to ensure that

the Board has the appropriate mix of expertise and experience.

The NC draws up induction sessions for newly appointed Directors to meet with the respective Heads of Departments

and to understand the businesses of the Group better.

The NC would carry out its duties as delegated by the Board. However, if there is a requisition of nomination by the

shareholders, the NC would also perform the same review process.

The NC would take the following factors into consideration pertaining to recruitment of Directors and carrying out

annual evaluation:

• Required mix of skills, experience, independence and diversity, including gender, where appropriate;

• Character, knowledge, expertise, professionalism, integrity, competence and time availability; and

• The Independent Directors’ abilities to discharge such responsibilities/functions as expected from the Independent

Directors.

During the financial year 2018, the NC met twice (2) and carried out the following key activities:

• Reviewed and recommended the re-election of Members of the Board at the AGM for Shareholders’ approval,

pursuant to the Constitution of the Company;

• Reviewed the annual assessment of the required mix of skills and experience of the individual Board Members and

the Board Committees;

• Assessed the annual effectiveness of the Board as a whole, the committees of the Board, the contribution of each

individual Director, including Independent Non-Executive Directors

• Discussed and reviewed the Practices in the MCCG, the status of application by the Company of the Practices and

the proposed action to be taken;

• Assessed the independence of the Independent Directors;

• Recommended the appointment of additional Directors and Board Committees; and

• Reviewed the composition of the Board and Board Committees and discussed the gender diversity factor

recommended in the MCCG.

Based on the annual assessment, the NC is generally satisfied that they have been effective in their overall discharge of

functions and duties and their ability to act in the best interest of the Company. The NC is also of the opinion that the Board

and the Board Committees’ compositions were adequate in number and there is a right mix of skills and knowledge on the

Board as well as the Board Committees. Their respective responsibilities were well defined and set out in the Board Charter.

The criteria in the Listing Requirements of Bursa Securities that at least one (1) of the members of the ARMC must be a

member of the Malaysian Institute of Accountants or a person approved under the Listing Requirements of Bursa Securities

is met.

The TOR of the NC are available for reference at www. apexequity.com.my



Roles of the Chairman and Executive Director

The Chairman holds a Non-Executive position and is

primarily responsible for matters pertaining to the Board

and overall conduct of the Board. The Executive Director is

responsible for the development of the corporate goals and

objectives and the setting of strategies to achieve them.

Role of the Company Secretaries

The Company Secretaries are responsible for ensuring that

the Board procedures are followed, that the applicable rules

and regulations for the conduct of the affairs of the Board

are complied with and for all matters associated with the

maintenance of the Board or otherwise required for its

efficient operation. The Company Secretaries will also advise

the Board on any new statutory requirements, guidelines

and listing rulings relating to corporate governance as and

when it arises.

Access to Information and Advice

Prior to the Board meetings, every Director is given an agenda

and a comprehensive set of Board papers consisting of

reports on the Group’s financial performance, the quarterly

or annual financial results, the minutes of preceding

meetings of the Board and the Board Committees, and

relevant proposal papers (if any) to allow them sufficient

time to review, consider and deliberate knowledgeably on

the matters to be tabled.

Senior management staff as well as advisers and

professionals appointed to act for the Company on

corporate proposals to be undertaken by the Company are

invited to attend the meetings to furnish the Board with their

views and explanations on relevant agenda items tabled to

the Board and to provide clarification on issues that may be

raised by any Director.

In between Board meetings, approvals on matters requiring

the sanction of the Board are sought by way of circular

resolutions enclosing all the relevant information to

enable the Board to make informed decisions. All circular

resolutions approved by the Board are tabled for notation at

the subsequent Board meeting.

The Board also perused the decisions deliberated by the

Board Committees through minutes of these Committees.

The Chairman of the Board Committees is responsible for

informing the Board at the Directors’ Meetings of any salient

matters noted by the Committees and which may require

the Board’s direction.

The Board members have access to the advice and services

of the Company Secretaries and senior management for

the purpose of the Board’s affairs and the business. The

Board, whether as a full Board or in their individual capacity,

in the furtherance of their duties, may seek independent

professional advice in discharge of their duties and

responsibilities at the Company’s expense.

Board Charter

The Board Charter sets out the composition and balance,

roles and responsibilities and processes of the Board and is

to ensure that all Board members acting on behalf of the

Company are aware of their duties and responsibilities as

Board members.

The Board Charter shall be reviewed by the Board, as and

when required, to ensure its relevance in assisting the Board

to discharge its duties with the changes in the corporate

laws and regulations that may arise from time to time

and to remain consistent with the Board’s objectives and

responsibilities.

The Board Charter is published on the Company’s website

at www.apexequity.com.my

Code of Conduct

The Group’s Code of Conduct (“the Code”) governs the

standards of conduct and behaviour expected from the

Directors and the employees in all aspects of the Group’s

operations. To ensure its compliance with the Code, the

Board and the Senior Management will ensure all levels

of officers and employees are properly communicated

and informed through emails, notice board or corporate

website. The Code is published on the Company’s website

at www.apexequity. com.my



Whistleblowing Policy

The Group has adopted a whistleblowing policy and

procedure that will allow employees and any external

stakeholders to report cases in relation to breach of any

legal obligation of the Group.

Board Composition and Independence

The Board currently has six (6) members, comprising two

(2) Independent Non-Executive Directors, three (3) Non-

Independent Non-Executive Directors and one (1) Executive

Director. The Chairman of the Board is a Non-Independent

Non-Executive Director. The current composition of the

Board is in compliance with Paragraph 15.02 of the Listing

Requirements of Bursa Securities.

The Independent Non-Executive Directors do not participate

in the day-to-day management as well as the daily business

of the Company. In staying clear of any potential conflict

of interest situation, the Independent Directors remain in

a position to fulfill their responsibility to provide a check

and balance to the Board. They provide independent and

objective views, advice and judgment which take into

account the interests of the Group as well as shareholders

and investors.

Tenure of Independent Directors

The Company has implemented a cumulative nine (9)-

year term limit for Independent Directors. The Board has

adopted Practice 4.2 of the MCCG to seek shareholders’

approval in the event the Board desires to retain as an

Independent Director, a person who has served in that

capacity for more than nine (9) years. If the Board continues

to retain the Independent Director after the twelfth (12th)

year, the Board must seek shareholders’ approval annually

through a two (2)-tier voting process.

None of the Independent Non-Executive Directors have

served for a cumulative term of more than nine years as at

the end of the financial year under review.

Appointments and Re-elections to the Board

Candidates for appointment to the Board as Independent

Directors are selected after taking into consideration the

mix of skills, experience and strength that would be relevant

for the effective discharge of the Board’s responsibilities.

Potential candidates are first evaluated by the NC and, if

recommended by the NC, subsequently, by the Board

based on their respective profiles as well as their character,

integrity, professionalism, independence and their ability

to commit sufficient time and energy to the Company’s

matters. Prior to consideration by the Board, the candidate

is also required to declare his state of health, financial

condition and furnish details of any subsisting legal

proceedings in which he is a party.

Article 102 of the Company’s Constitution provides that

one-third (1/3) of the Directors for the time being, shall

retire from office by rotation every year. Article 109 of the

Company’s Constitution provides that any newly appointed

Director, shall hold office only until the next following AGM

of the Company and shall be eligible for election but shall

not be taken into account in determining the retirement of

Directors by rotation at such meeting.

The following Directors are up for retirement at the

forthcoming AGM of the Company and have offered

themselves for re-election at the said AGM:

i Dato’ Azizan bin Abd Rahmanretiring pursuant

to Article 102

ii Chithra Ganesalingamretiring pursuant

to Article 102

Gender Diversity Policy

The Board acknowledges the recommendations of the

MCCG on the establishment of a gender diversity policy.

There is no plan by the Board to implement a gender

diversity policy or target, as the Board adheres to the

practice of non-discrimination of any form, whether based

on age, race, religion or gender, throughout the Group. This

includes the selection of Board members. The Company

believes in, and provides equal opportunity to candidates

with merit.



The Board is of the view that the suitability of a candidate for the Board is dependent on the candidate’s competency, skills,

experience, expertise, character, time commitment, integrity and other qualities in meeting the needs of the Company,

regardless of gender. There is currently one female Director in the Board.

Annual Assessment

The NC annually reviews the size and composition of the Board and the Board Committees in order to ensure the Board

and the Board Committees have the requisite competencies and capacity to effectively oversee the overall business and

carry out their respective responsibilities. The NC uses the Board and Board Committee Evaluation Form comprising

questionnaires for the assessment. The effectiveness of the Board is assessed in the areas of the Board’s responsibilities and

composition, administration and conduct of meetings, communication and interaction with Management and stakeholders

and Board engagement. A Board Skills Matrix Form is also used as a general assessment of the composition, knowledge,

skills and experience of the current Board.

The annual evaluation of the individual Director/Board Committee member are performed by the NC via the Directors’

Evaluation Form comprising questionnaires pertaining to the Director’s knowledge and skills, participation, contribution and

performance, caliber and personality.

To assess the independence of the Independent Directors, each of the Independent Directors annually provides the NC

with their Self-Assessment Independence Checklist.

Meetings and Time Commitment

The Board usually meets at least four (4) times a year at quarterly intervals with additional meetings convened where

necessary. During the financial year, the Board met on eleven (11) occasions; where it deliberated on matters such as

the Group’s financial results, strategic decisions, business plan, and strategic direction of the Group among others. Board

meetings for each year are scheduled in advance before the end of the preceding year in order for Directors to plan their

schedules. The Board is satisfied with the level of time commitment of the Directors from their attendance at the Meetings.

The record of the Directors’ attendance at Board Meeting and various Committees’ Meeting for the financial year ended 31

December 2018 is contained in the table below:-

Directors Board ARMC NC RC

Tan Sri Dato’ Ahmad Fuzi bin Haji Abdul Razak 11/11 N/A 2/2 1/1

Dato’ Azizan bin Abd Rahman 10/11 6/6 1/1 1/1

Choong Chee Meng 11/11 N/A 1/1 1/1

Lee Cheow Fui 10/11 6/6 2/2 2/2

Chithra Ganesalingam 11/11 6/6 1/1 1/1

Zulazman bin Zulkifli 8/9 N/A N/A N/A

The Board was satisfied with the level of time commitment given by the Directors towards fulfilling their roles and

responsibilities as Directors of the Company during the FYE 2018. All the Directors do not hold directorships more than that

prescribed under the Listing Requirements of Bursa Securities.



Directors’ Training

The Directors also made time to attend appropriate external training programs to equip themselves further with the

knowledge to discharge their duties more effectively and to keep abreast of developments on a continuous basis in

compliance with Paragraph 15.08 of the Listing Requirements of Bursa Securities, the details of which are set out below:

Name Date Programme

Tan Sri Dato’ Ahmad Fuzi bin Haji Abdul Razak

25 July 2018Corporate Liability Provision: “Exposure of Directors, Partners &

Management on offences committed by employees or others, KL Malaysia

5 March 2018 INPUMA Malaysia – Indonesia Conference, KL Malaysia

19 March 2018Audit Committee Institute Breakfast Roundtable on KPMG Report on Non-

Executive Directors Remuneration, KL Malaysia

20 September 2018 8TH WIEF Global Discourse on Quantum Computing, KL Malaysia

31 October 2018 PowerTalk ‘Effective Boards in a VUCA World, KL Malaysia

10 October 2018 PGPF Dialogue on Yemen Crisis. Syed Al Bukhara Building, Kuala Lumpur

10 November 2018 WIEF-UEF Chennai Roundtable, Chennai India

12 - 13 November

2018Group of Strategic Vision "Russia - Islamic World", Dagestan Russia

Dato’ Azizan bin Abd Rahman

6 January 2018 Strata Title Act & Strata Management Act

(In House Directors’ Training at Eastern & Oriental Berhad)

8 March 2018Malaysian Code On Corporate Governance And Its Impact On Directors

(In House Directors’ Training at Eastern & Oriental Berhad)

17 December 2018

IDCM Powertalk With Professor CK Low “Would A Business Judgment

Rule Help Director Sleep Better At Night”

(The Majestic Hotel, Kuala Lumpur)

Mr. Choong Chee Meng

19 September 2018 Cloud Security Workshop by Asia Cybersecurity Exchange

En. Zulazman bin Zulkifli

21 May 2018 Capital Market Directors Programme - Module 1

5 & 6 July 2018 Mandatory Accreditation Programme (MAP)

11 July 2018Bursa Conference - Directors of POs & TPs on Governance, Compliance,

Risk Management & Internal Audit

18 – 20 July 2018

CMDP Training Module 2A

CMDP Training Module 3

CMDP Training Module 4

13 August 2018 Training at Selangor Properties Bhd

25 August 2018 RICS Preparing for APC Final Assessment and Case Study

1 October 2018 The Launch of Institute of Corporate Directors Malaysia

31 October 2018 ICDM Power Talk & Directors Dialogue 'Effective Boards in a VUCA World'

13 November 2018 The Malaysian Property Market: Where Are We Heading Post-GE14

Mr. Lee Cheow Fui 11 July 2018

Conference on Governance, Compliance, Risk Management and Internal

Audit for members of the Audit Committee (AC) / Risk Management

Committee (RMC) of Participating Organisations (POs) and Trading

Participants (TPs).

Ms. Chithra Ganesalingam

11 July 2018

Conference on Governance, Compliance, Risk Management and Internal

Audit for members of the Audit Committee (AC) / Risk Management

Committee (RMC) of Participating Organisations (POs) and Trading

Participants (TPs).



PRINCIPLE B: EFFECTIVE AUDIT AND RISK MANAGEMENT

Suitability and Independence of External Auditors

The External Auditors report to the ARMC in respect of their audit on each year’s statutory financial statements on matters

that require the attention of the ARMC. At least once a year, the ARMC will have a separate session with the External Auditors

without the presence of the Executive Director and Management.

The External Auditors are required to declare their independence annually to the ARMC as specified by the By-Laws issued

by the Malaysian Institute of Accountants. The External Auditors had provided the declaration in their annual audit plan

presented to the ARMC of the Company.

Sound Risk Management Framework

The Board has put in place a Group Risk Management Committee (GRMC), which includes the representative Head of

Group/ Department and representatives from Credit Risk Management Department to evaluate, monitor and manage the

risks that may impede fulfilment of our business objectives.

The GRMC has been tasked to identify and communicate the existing and potential critical risk areas and the management

action plans to mitigate such risks by working with the internal auditors in providing periodic reports and updates to the

ARMC.

Minutes of GRMC meetings were tabled for confirmation at the following GRMC meeting, and subsequently presented to

the ARMC for notation.

The Board will continue to pursue its objective of identifying and managing risks associated with the operations of the Group

and take the necessary measures to strengthen its internal control to enable fulfilment of the Group’s business objectives.

Internal Audit Function

The Internal Auditor performs its functions with impartiality, proficiency and due professional care. It undertakes regular

monitoring of the Apex Group’s key controls and procedures, which is an integral part of the Group’s system of internal

control.

Internal Audit Reports are presented to the ARMC for its review and deliberation. The ARMC will be briefed on the progress

made in respect to each recommendation, and of each corrective measure taken as recommended by audit findings. The

Internal Auditor Reports directly to the ARMC to ensure independence.

Further details are set out in the Risk Management and Internal Control Statement of this Annual Report.



PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS

Compliance with Applicable Financial Reporting Standards

The Board is assisted by the ARMC to oversee the Group’s financial reporting processes and the quality of its financial

reporting and to ensure that the financial statements of the Group and the Company comply with applicable financial

reporting standards in Malaysia. Such financial statements comprise the quarterly financial report announced to Bursa

Securities and the annual audited financial statements.

A Statement by the Board of its responsibilities in respect of the preparation of the annual audited financial statements is set

out on page 57 of this Annual Report.

Investors Relations and Shareholders Communication

The Company recognises the importance of effective and timely communication with shareholders and investors to

keep them informed of the Group’s latest financial performance and material business/corporate matters affecting the

Company. Such information is available to shareholders and investors through the Annual Reports, the various disclosures

and announcements made to Bursa Securities and the Company’s corporate website.

The AGM provides the principal platform for dialogue and interactions with the shareholders. At every meeting, the

Chairman sets out the performance of the Group for the financial year then ended. Question and Answer session will

then be convened wherein the Directors, Company Secretaries and the external auditors will be available to answer to the

queries raised by the shareholders.

Voting at the forthcoming AGM will be conducted by poll as poll voting reflects shareholders’ views more accurately and

fairly as every vote is properly counted in accordance with the one share, one vote principle. The Company will continue

to explore the deployment of technology to enhance the quality of engagement with shareholders and further facilitate

greater participation by shareholders at General Meetings of the Company.

Shareholders and the public can also access information on the Group’s background, products and financial performance

through the Company’s website www.apexequity.com.my



SUSTAINABILITY REPORT

ABOUT THIS REPORT

At Apex, sustainability and our purpose is core to who we

are as an organisation. For years, we have drawn on the

unique diversity of our people, markets, skills and expertise

to support commerce across and within our markets.

We assist our clients on their investment decision in the

capital market as they develop their wealth with emerging

markets to promote prosperity. We clarified our approach

and positions on key sustainability issues, introduced

governance frameworks to further integrate sustainability

across the stock broking and reorganised business teams

to increase our focus on sustainable issues. As part of

our sustainability journey, we will continue to engage our

stakeholders to ensure we learn and evolve our approach

and live up to our promise to be here for good.

Our theme “Entrenching Sustainability Across our Business”

highlights our efforts to continuously progress towards

a sustainable future. Our Sustainability Report (“SR”)

focuses on Apex Equity Holdings Berhad’s (“Apex” or the

“Company”) sustainability practices in which we focus and

highlight more on the economic, environmental, and social

(“EES”) impacts of our activities and initiatives. This year

will be our first attempt to comply with the Bursa Malaysia

Securities Berhad (“Bursa Securities”) Main Market Listing

Requirements (“MMLR”), Sustainability Reporting Guide

issued by the Exchange, and we are reporting in accordance

with the Global Reporting Initiative (“GRI”) Standards for

sustainability reporting, prioritizing our focus on reviewing

our material issues and mapping out our route forward to

embed sustainability throughout our business operations.

Apex recognises that sustainability practices would benefit

the Apex Group, its staff, clients and the community. The

Group is committed to building a niche business model

that suits its strength and capability competing which in

the marketplace. Apex’s sustainability strategy aims to

deliver lasting value for the shareholders, stakeholders, and

employees.

Also, throughout this statement, we demonstrate our full

commitment to integrating sustainability practices and in

preparing this statement we are guided with guidelines

issued by the GRI.

REPORTING STANDARDS

We have based our reporting approach on the framework

and guidance provided by GRI. This report has been

prepared in accordance with the “core” option of the GRI

Standards. This includes adhering to the GRI Principles for

defining report content:

∞ Stakeholder Inclusiveness – Being responsive to stakeholder expectations and interest

∞ Sustainability Context – presenting performance in the wider sustainability context

∞ Materiality – focusing on issues where we can have the greatest impact and that are most important to our

business stakeholders

∞ Completeness – including all information that is of significant economic, environmental and social impact

to enable stakeholders to assess the Company’s

performance.

ENTRENCHING SUSTAINABILITY

ACROSS OUR BUSINESS



VisionTo be a niche broker that provides

excellent personalised services,

focusing on delivering solutions

to your investment needs.

MissionTo be a prominent, efficient, and

strong group with diversified

investment products that cater for

the needs of retail, corporate, and

institutional clients by promoting

excellence in customer service

and providing leadership qualities

to enhance staff development,

which in turn create a dynamic

and professional management

team to manage a profitable

business and fulfil our social and

corporate responsibility.

Our Core ValuesApex’s Code of Conduct & Ethics

for Directors and employees

govern the standards of conduct

and behaviour expected. Apex’s

Board commits itself and its

Directors to ethical, business like

and lawful conduct, including

proper use of authority and

appropriate decorum when acting

as Board members.

REPORTING SCOPE AND BOUNDARIES

Apex’s SR 2018 has been prepared in accordance with the GRI Standards. This SR covers the reporting period from 1 January

2018 to 31 December 2018. Our focus for this year is relating to reviewing our material sustainability topics that covers

economic, environmental and social. The content of this report is based on the material topics that we have identified. Our

scope and boundaries cover all our entities and operations in Malaysia. The Group will be advised by an external consultant

to assist on the sustainability reporting enhancement and to support comprehensive sustainability efforts across the Group

moving forward.

WHO WE ARE

Apex Equity Holdings Berhad (AEHB) was incorporated on 21 November 1990

and is principally engaged in the business of investment holding and trading in

marketable securities. Our major business lines include stockbroking, property

holding, property development, and money lending, which are carried out via

our three subsidiaries namely JF Apex Securities Berhad, Apex Development

Sdn Bhd, and Apex Equity Capital Sdn Bhd.

WHAT WE DO

There are three (3) core business of Apex which comprises of the following:

∞ Stockbroking & Derivatives

∞ Property Investment and development

∞ Credit

REVIEW OF OPERATIONS

The Group’s detailed review of operations is elaborated in “Management

Discussion and Analysis” section of this Annual report.

ABOUT APEX

Location of Headquarters & Registered OfficeLevel 6, Menara Apex, Off Jalan Semenyih, Bukit Mewah

43000 Kajang Selangor Darul Ehsan, Malaysia.

Key Highlights For 2018

The group financial segment is illustrated on page 44.


OUR APPROACH TO DRIVING SUSTAINBILITY

Our approach to sustainability is based on our core values of excellence, united we achieve, integrity, humility and building

relationship, supported by policies and procedures at Group level. We consistently embed sustainability into the core of our

business. The following value-added sustainability framework forms the basis of Apex’s steps to strengthen our approach

to sustainability.

SUSTAINABILITY STRATEGY

1. As a Public Listed Company

∞ As a public listed company we are pre-emptive of the sustainability matters mainly on the Economic value creation for the shareholder and stakeholder.

∞ We plan to elevate sustainability in company governance, through engaging in direct board oversight and accountability over environmental and social issues, more diversity and special expertise on boards, and linking

executive and other employee compensation to sustainability goals.

∞ We want to robust regular dialogues with key company stakeholders on sustainability challenges, including employees, investors, suppliers and consumers.

∞ We are in progress to open reporting on sustainability strategies, goals and accomplishments.

∞ We are in progress to develop systematic performance improvements to achieve environmental neutrality and other sustainability goals across the entire value chain, including operations, supply chains and products.

2. As a service provider

∞ We plan to give a quality service to all of the clients as they are part of our valued stakeholders.

GOVERNANCE OF THE SUSTAINABILITY

Being a Public Listed Company, Apex complies with the high standards of corporate governance (CG) practices and being

closely monitored under the leadership of our Board of Directors, as guided by the Malaysian Code on CG 2017.

In line with sustainability, The Board has the ultimate responsibility to ensure that the sustainability efforts are embedded in

the strategic direction of the company. We spearheaded our sustainability direction by involving all the pertinent Head of

Departments and Business Units. To reinforce the governance structure, we shall be establishing a Corporate Sustainability

Committee (CSC) which will be endorsed by the Board, to oversee the formulation, implementation and effective

management of our sustainability matters in line with the strategies. The CSC will be supported by various working groups

responsible for implementing the initiatives within the organization. The Chief Executive Officer (CEO) will provide the Board

on regular update relating to all key EES risks and opportunities concerning sustainability matters.

The governance of our sustainability agenda is a process that is important to the Company as it enables the business to

effectively embed sustainability. Good governance structures also ensure that we are consistently aligned to our principles

and standards. Demonstrating its commitment from the top, the Company’s sustainability agenda will be governed by the

Corporate Sustainability Committee (CSC).



ORGANISATION STRUCTURE FOR SUSTAINBAILITY


Sustainability Coordinator (PIC) Respective Stakeholders

BOARD OF DIRECTORS

Corporate Sustainability Committee

STRATEGIES AND DIRECTIONS

Despite the challenging operating environment, Apex continues to practice prudence and stay focused on delivering quality

growth, while being watchful of emerging risks. The Group is fully committed to uphold responsible financing which is

reflected through its prudent infrastructure transformation as well as sustainability in its supply chain.

OUR MATERIALITY ASSESSMENT PROCESS

CSC Working Group 1

CSC Working Group 4

CSC Working Group 3

CSC Working Group 2

CSC Working Group 5

1 2 3 4

5

40,789

OBJECTIVES

& SCOPE

IDENTIFICATION AND

CATEGORISATION

OF SUSTAINABILITY

ISSUES

PROCESS REVIEW

STAKEHOLDER

ENGAGEMENTPRIORITISATION


1. Objectives & Scope

Apex undertook a materiality study within the top management and middle management to determine the objectives

and scope of the sustainability reporting. Our scope and boundaries covers all our entities and operations in Malaysia.

2. Identification of Relevant Sustainability Matters

The process initiated with sustainability issues relevant to Apex and its stakeholders. In generating the list, the Group

assesses the operating environment and emerging trends affecting our sector and conducted study across a broad

range of references to identify the relevant sustainability issues. The references include Bursa Malaysia’s Sustainability

Reporting Guide and Toolkits, and international standards such as the Global Reporting Initiative Standards.

Moving forward in 2019, we plan to undertake an embellish review of material factors and sustainability matters in

order to ensure that our understanding of both the current and future risks and opportunities facing our markets is

adequately addressed, as well as to gather stakeholder perspectives and ensure we are responding to their needs. As

we update our material factors, we will continue to evolve our management approach to ensure that we are addressing

them in a holistic and integrated manner. This may involve developing new policies and procedures, implementing

various initiatives, measures and action plans, setting indicators as well as to establish a proper mechanism to capture,

analyse and report sustainability data and information.

OUR MATERIAL FACTORS

As we monitor, manage and report on a wide variety of issues, key to our approach is focusing our resources on material

sustainability risks and opportunities that are associated with each material factor. Understanding our key priorities allows us

to set our time, resources and investment to the best use.

The materiality process involved several steps including:

∞ Identification of potential material topics by reviewing GRI aspects, benchmarking against key corporate peers and analyzing past reports, which reflects the feedback from customers, community representatives and employees

generally.

∞ Inventory of aspects and topics most important to external stakeholders, customers and their supply chain vendors, based upon requests, surveys and ongoing engagement during the reporting period.

The materiality factors are based on the priority of the organization.

Key Materiality

Material Factors

Description What Are The Risk What Are The Opportunities

Competition Apex is exposed to

competition within the

industry.

Lesser chance to secure

business will impact the

Company’s business and

performance

∞ Innovative products and eco-friendly

system could be offered to the clients as

to improve on our core value.

∞ Regional partnerships and collaborations.

∞ Improved Technology based platform to

enhance stockbroking capabilities.



Material Factors

Description What Are The Risk What Are The Opportunities

Market

Stability

A well-facilitated business,

supported together with

an effective and balanced

regulatory framework

that provides adequate

levels of client’s protection

while facilitating business

efficiency and innovation,

is imperative for the

continued growth and

development of our

business.

Any event – such as

breaches in regulation,

lack of effective

corporate governance

(CG) practices – that

undermines integrity

or stability will

influence stakeholder

confidence, and possibly

participation, in the

market

∞ Having a robust approach to ensure the

integrity and stability of the market serves

to engender trust and confidence, which

in turn encourages participation and

growth

∞ Fostering a strong CG and sustainability

culture will also drive long-term value,

both in the market and within Bursa

Malaysia

Combining the views from stakeholders and Apex’s Management from the preliminary materiality process, the materiality

table has been derived to show the different levels of importance of the sustainability matters. The below factors will be

further enhanced in the coming years.

Material Factors - Significance

Factors Why Material Managing Materiality

Optimization/

Resources

To help the company

become efficient and

effective.

Taking the necessary measures that all our staffs

and resources are being optimized.

Market Condition Market condition affects

all businesses in every

industry.

Our business very much depends on the market

condition where we conduct market study prior

engaging in any projects.

Compliance Compliance with laws and

regulations is one of our

main requirements.

We provide adequate training and resources to

ensure we meet compliance obligations.

Capital Injection –

Funds

To take the business

further.

Lookout for potential partners, joint venture and

funding to expand our business.

Safety Impact on safety of

workforce to avoid

health and safety related

challenges.

We support the on-going training of operational

teams to ensure understanding in recognising

and improving as well as maintaining safe

working conditions.

Quality It is part of our core

business value to satisfy all

of our customers.

By obtaining prompt stakeholder feedback to

gauge our quality.

Customer Satisfaction It is important for us to

benchmark ourselves and

to collaborate closely with

customers to achieve

mutual success.

We obtain feedbacks from our customers to

maintain our service quality.


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Reputation To get a more realistic

picture of how the

business is actually being

perceived by others.

We take initiatives to enhance our reputation by

providing balance reporting.

Procurement It ensures the stable,

sustainable procurement

and supply of resources.

We always on a lookout for best quality and good

pricing to be competitive

Corporate Governance To ensure that the

company protects the

members, officers and

management.

Governance is conducted according to various

regulations and sub committees. The board

oversees the governance based on quarterly

review of management reporting.

Customer Privacy It is important to build

customer trust and loyalty.

We take necessary measures to protect the

customer’s privacy by having our staff trained on

this matter.

Business Model It is important to establish

a strong business model

as it plays a vital role

in challenging market

conditions. A strong

business model is deemed

as core to the company’s

strategy..

We engaged high level review on the

business model with the directors and senior

management.

Networking –

Stakeholder

It is important to have new

opportunities and positive

influence.

Our nature of business requires networking with

all parties in order to reconcile the process.

Product Mix To have a variety of

products that will fit each

customer’s needs.

In order to be highly competitive we take the

initiatives to create a variety of segments.

Business Ethics/Code Maintaining business

ethics is our core values.

We proactively promote and positively reinforce

good behaviours to the employees.

Anti-Corruption/AMLA This reduces risks of

economic imbalance and

compliance with laws,

international charters and

conventions.

On-going monitoring, briefing and review of

compliance throughout the Group is carried out

to make sure that the company’s policies and

procedures as well as system of internal controls

are being properly implemented.

Social Media The use of social media

boosts visibility among

potential customers and

improves awareness about

our brand.

We engage social media to promote our service

and product.

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Business Mix Diversification is part of

our business model to stay

sustainable.

We always on lookout for synergy businesses

which creates a better value to our core business.

Political Stability It has a wide impact on the

economy.

We always work with the government of the day.

3. Our Stakeholders Engagement

Our interaction involves a large number of different stakeholder groups and this kind of engagement is important to

ensure we can identify, prioritize and address material matters and be adopted in our business strategies. The business

and functional units are empowered to interact with their respective stakeholders on their chosen platforms. All issues

raised by stakeholders are brought to the attention of the Management Committee or Management Meetings by the

respective business and functional units. On-going engagements where applicable are carried out on a regular basis

as they are integral to our business development, relationships with stakeholders and commitment to sustainability.

Our key stakeholders are outlined on the below table, along with the forms of engagement and key topics of interest

that we seek to address.

Stake Holder Group

Engagement Approach Engagement Focus & Objectives

Customers ∞ Loyalty programme∞ Customer service and contact centre∞ Online trading platform∞ Market research talk campaigns∞ Road shows and market talks∞ Research articles∞ Apex E-game∞ Buyers and tenants liaison

∞ Customer Loyalty ∞ Customers feeling appreciation∞ Branding and service provider∞ Buyers and tenants feedback∞ Progress meeting, updates and progress reports∞ Customer relationship management∞ One-to-one engagement∞ Promote E-game∞ Investment advice to clients

Employee ∞ Employees satisfaction survey∞ Career advancement opportunity∞ Employees induction programs and

appraisal ∞ Other employee engagement (such

as annual dinner, festive celebrations, outdoor sports and volunteering work)

∞ Career development and progression ∞ Fire drill & AMLA Training∞ Public speaking skill training∞ Knowledge & skills sharing opportunities

∞ Bonding and engagement∞ Hearing out from employees∞ Job assurance and progression∞ Performance evaluation and appraisal∞ Career progression, employee development

needs ∞ Training and attachment programmes∞ Performance evaluation and management ∞ Dialogue and engagement∞ Performance evaluation∞ Training cert when applicable

Suppliers/ Subcontractors and Business Partners

∞ Transparent tender process for procurement

∞ Supplier evaluations and selection∞ Follows set regulations – construction/

building management∞ Design discussions & project input are

valued.∞ Prudent check & uphold quality assurance.∞ Code of Ethics∞ Financing equity funding ∞ Contracts

∞ Supplier assessment review∞ Integrity pledge∞ Fairness and business ethics∞ Regular engagement with suppliers and

subcontractors to understand their needs∞ To understand remisier’s need∞ One-to-one engagement∞ Code of conduct and business ethics∞ Procurement process and practices

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Regulators and Government Authorities

∞ Participation in regulators & government events

∞ Submission & approval matters with local authorities, town council, utilities & certification bodies

∞ Liaising with Government ministry & town planners

∞ Compliance with Bursa & SC, and other governmental regulations where relevant (i.e. PDPA, EIS, etc.).

∞ Policies & Procedures

∞ Continuous relationship and get latest updates

∞ Comply with all requirements∞ Preparations of relevant documents∞ Direct consultation∞ Constructive feedback∞ Opportunity to get directors involvement

when deal concluded∞ Kept up to date of new regulations via close

rapport

Community ∞ CSR programmes∞ Sporting events∞ Sponsorship and donation∞ Pledging of vacant land for occasional

festivities uses∞ Road show tie-in with Equities products∞ Contribution to RA set-ups in residential

projects developed∞ Participate in Housing Ministry dialogues∞ Apex Sport Club events∞ Long Service Awards

∞ Community engagement and support∞ Bonding and branding∞ Sponsorship and donations∞ Community engagement and support – anti-

Dengue events, GST events, Community upgrading, etc.

∞ Corporate social investment programmes∞ Providing of assistance to the communities in

area of our operations∞ Community investment, development, and

impact.

Media ∞ Media interviews∞ Online and offline campaigns∞ Advertising∞ Press releases and conferences∞ Immediate notification of financial releases

and material developments∞ Timely and transparent communication∞ Analysts comment and reports quoted by the

media

∞ Awareness and publicity∞ Branding ∞ Engagement with public∞ Research report on media on coverage of

stocks∞ New developments and updates for public

knowledge and awareness∞ Press release and media Coverage∞ Continuous and meaningful communications∞ Events

Non-Governmental

∞ Joint events∞ Seminars and knowledge sharing sessions∞ Joint environmental exercise to keep own

building car park at healthy air level

∞ Study feasibility of housing solar panels∞ Check on sustainable avenues to conduct

routine building upgrade

Economic Shareholders & Investment

∞ Annual General Meeting (AGM)∞ Market and business performance outlook

and strategies talk∞ Analyst briefing on stock market∞ Financial result announcement

∞ Proactively engage with the investment community through multiple channels such as:• Statutory Announcements• Annual General Meetings• Corporate Events• Website• One-on-one management meetings• Conferences

General Public ∞ Responsible corporate governance∞ Good community role model

∞ Company website∞ Local recognition as a strong contributor



Stake Holder Group


Talent ∞ Engagement with Universities∞ Training and education∞ Internships∞ Sustainable engagement∞ Continuous learning process∞ Employee engagement in inter-broker

activities

∞ Tapping talents from fresh grads∞ First hand option for employment∞ Early education and training∞ Identify extra talents & skillset possessed∞ Continuous training to improve the

competency of employees

4. Prioritization of Material Sustainability Matters

Apex has undertaken a stakeholder prioritization and engagement process to engage with its stakeholders. These

contents...annual report 2018 tan sri dato’ ahmad fuzi bin haji abdul razak was appointed to the...

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