Pos Malaysia 2016 PDF
Pos Malaysia 2016 PDF
Pos Malaysia 2016 PDF
BEYOND BOUNDARIES
ANNUAL REPORT
2016
“REACHING
OUT ”
12
Business Highlights 87 Directors’ Responsibility Statement
88 Additional Compliance Information
CONTENTS
13
Share Price Performance
16
Chairman’s Statement 94 Audit Committee Report
22
Management Discussion & Analysis
99 Financial Statements
33
Awards & Accolades 178
Top 10 Properties
34
Corporate Events 182
Analysis of Shareholdings
38
News & Media 186
Notice of 24 Annual General Meeting
th
42
Corporate Information
• Proxy Form
44
Group Structure
46
Board of Directors
48
Directors’ Profiles
53
Group CEO’s Profile
54
Our Chiefs
56
Our Chiefs’ Profiles
58
Corporate Responsibility
POSTAL & COURIER
Pos Mel Pos Laju
Pos Mel leverages on the strength of an extensive physical Pos Laju has the most extensive delivery network and number
delivery network to provide customers with conventional mail of touch points in Malaysia. It also has the largest courier
services and also customised solutions that are tailored to fleet in the country. Our vast network and assets provide
meet their increasingly discerning needs. convenience when it comes to last mile delivery, making
Pos Laju the nation’s preferred courier service provider,
connecting people and business in and beyond Malaysia.
SOME FACTS
8.5 275
Delivers to more than
dedicated counters
million addresses throughout Malaysia
3.4 68
Delivers up to
Pos Laju centres
million throughout Malaysia
postal articles on daily basis
8,000
More than
postmen
including Community Postman and
12 outlets
at LRT stations & shopping malls
Community Postman Agents in
Sabah and Sarawak
25
A network of
6,642
More than
96,333 PO boxes
throughout Malaysia
delivery routes
ABOUT US
1,030
throughout Malaysia
touch points 230,000
FlexiPack International items delivered
worldwide annually
117
Processes over
0011
323
00
932
903
million transactions
annually
2
30 Pos-on-Wheels (PoW)
5,500 tonnes
24
of e-Commerce items handled and
delivered worldwide annually
Pos Automated Machines
29 Post Offices
providing extended services beyond 7pm
2,077
destinations worldwide
stamp vendors
MISSION
DELIVER THE
NETWORK OF CHOICE
BRAND
VALUES
EMPATHY
We need to understand our customers and do
more than just hear them. Our business then
delivers what they need, and why they need it
INTEGRITY
We act in everything we do in an open and
honest manner, beyond reproach and with
utmost sincerity
DECORUM ACCOUNTABILITY
We treat all others the way we would want to We hold ourselves, and expect to be held,
be treated ourselves – with decency, dignity accountable individually, and as a team, at all
and respect levels of the organisation, for our actions and
decisions
INNOVATION
We constantly search for new and better ways
to satisfy our customers, willing to question
and unafraid to try
ANNUAL REPORT 2016 7
WE ARE
ASKING
WIN
NEW QUESTIONS TO
Balance Sheet
Total Assets (RM million) 1,868.7 1,680.6 1,654.2 1,615.3 1,498.1
Total Equity Attributable to Equity Shareholders
of the Company (RM million) 1,115.6 1,122.9 1,033.9 947.7 898.1
Current Ratio (times) 1.6 1.8 1.5 1.4 1.2
Staff Information
Number of Staff (No.) 18,340 18,377 17,507 16,245 15,877
Staff Cost to Revenue (%) 49.5 52.5 50.5 53.7 52.7
Revenue per Employee (RM '000) 93.6 81.3 81.5 78.1 74.7^
^ Annualised figures
* 15-month performance
6%
32%
24%
51%
53%
283.2
269.5
1,717
252.5
246.1
202.2
1,494
1,482
182.6
1,427
163.2
160.8
1,270
181.4
68.3
2012* 2013 2014 2015 2016 2012* 2013 2014 2015 2016 2012* 2013 2014 2015 2016
2.09
2.07
23.7
157.5
1.93
151.3
1.76
138.8
1.67
127.1
11.7
63.1
2012* 2013 2014 2015 2016 2012* 2013 2014 2015 2016 2012* 2013 2014 2015 2016
* 15-month performance
ANNUAL REPORT 2016 11
BUSINESS HIGHLIGHTS
Revenue Revenue Revenue
32.4%
Revenue Contribution
52.7%
Revenue Contribution
11.7%
Revenue Contribution
Courier Business
Retail Business
Mail Business
5
12,000,000
9,000,000
6,000,000
3,000,000
1
0 0
Apr 2015 May 2015 Jun 2015 Jul 2015 Aug 2015 Sep 2015 Oct 2015 Nov 2015 Dec 2015 Jan 2016 Feb 2016 Mar 2016
2015 2016
Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar
Total Monthly
162,002 90,193 68,887 108,103 99,291 147,923 51,433 82,410 208,215 159,325 229,702 669,959
Volume (’00)
Monthly High
5.32 5.24 4.76 4.48 4.41 3.85 3.95 3.89 3.56 2.85 2.44 3.10
(RM)
Monthly Low
5.02 4.47 4.20 4.19 3.76 3.47 3.61 3.33 2.59 2.16 2.08 2.04
(RM)
Month End
5.09 4.49 4.28 4.29 3.78 3.66 3.88 3.57 2.78 2.26 2.08 2.70
Closing (RM)
REVENUE
before then. Currently, no single domestic Our Board of Directors remains committed to
logistics provider is able to offer an end-to- upholding and implementing strong standards
RM1.72
end e-Commerce logistics solution and this of corporate governance as well as robust risk
bodes well for us. Pos Malaysia is very clear management and internal control measures
BILLION
that our current strategy is not to become throughout our organisation. As fundamental
an e-Commerce marketplace player (such as components of our business, these elements
Amazon, Alibaba and Lazada) but rather our will not only help ensure the sustainable,
strategy is to be a one-stop agency facilitating long-term growth of our business, they will
e-Commerce fulfilment and logistics. strengthen investor confidence, safeguard our
corporate reputation and ensure continued
As we focus our efforts on strengthening shareholder value creation.
our e-Commerce capabilities, we continue
to undertake measures to intensify the In line with the Group’s efforts to uphold the
productivity and efficiency of our existing highest corporate governance standards,
postal and courier operations. This is all the we continue to subscribe to the principles,
more important given that we have 8.5 million guidelines and recommendations set out in the
addresses to serve and close to 100 million Second Edition of the Corporate Governance
items a month to deliver. Our efforts to date Guide issued by Bursa Malaysia Berhad and
include optimising the last mile delivery the Malaysian Code on Corporate Governance
infrastructure to deliver both mail and small 2012. On the risk management front, we
courier items, as well as establishing regional continue to undertake the necessary measures
processing centres nationwide (including East to strengthen our risk profile and practices. We
Malaysia) to shorten delivery time. also ensure that the necessary due diligence is
MOVING FORWARD
According to the World Bank’s Global
Economic Prospects (June 2016), global
growth for 2016 is projected at 2.4%, some
0.5 percentage points below its January
forecast. Emerging market and developing
economies (“EMDEs”) are facing stronger
Despite the evolution of postal services and and Johor as part of our citizen outreach headwinds, including weaker growth among
the many changes taking place within the agenda. In addition, we introduced the Pos-on- advanced economies and low commodity
Group, the business of delivering mail and Wheels (“PoW”) mobile services to the Lundu prices. Come 2018, global growth is expected
connecting people remains an integral part community in Sarawak to ensure convenience to pick up to 3% as stabilising commodity
of our identity. As “postmen”, we owe a and accessibility to essential counter and prices provide support to commodity-exporting
responsibility to our customers, be they in online postal services on a daily basis. With EMDEs. Downside risks have become more
urban centres or rural areas, to ensure that the launch of the Pusat Internet 1Malaysia pronounced all around. These include flagging
every one of their items is delivered safely, project in rural areas, local business owners conditions among key commodity exporters,
come rain or shine. Going forward, we remain and communities can now readily hop onto softer-than-expected activity in advanced
committed to the business of delivering mail the e-Commerce bandwagon. Details of these economies, growing private sector debt in
and to keeping the public connected through initiatives, among others, are spelt out in the some large emerging markets, and heightened
new and improved products and services that Corporate Responsibility section of this Annual policy and geopolitical uncertainties.
will serve all levels of society as well as help Report.
foster personal and commercial ties. Amidst this fragile global economic backdrop,
AWARDS AND ACCOLADES Bank Negara Malaysia forecasts that the
In line with our responsibility to society, we Malaysian economy will grow at a more
Pos Malaysia’s efforts continue to earn the
continue to tap our nationwide network of moderate pace of between 4.0% and 4.5% in
Group recognition both on the domestic
post offices, particularly those in rural areas, 2016. Domestic demand is expected to be the
front and in the international arena. In April
to provide not only a wide range of essential principal driver of growth, supported mainly by
2015, Pos Malaysia was named the Winner
services but also serve as a platform to bridge private sector spending. Private consumption
of the Social Media Excellence Award under
the accessibility gap between the rural and growth is predicted to trend below its long-
the Logistics & Services category at the
urban population. term average, reflecting largely continuing
World Bloggers & Social Media Awards 2015
household adjustment to an environment of
event organised by Social Media Chambers
For the year in review, Pos Malaysia higher prices and greater uncertainty. These
Malaysia (“SMC”). The winners were selected
continued to introduce a host of innovative moderating effects, however, are expected
on the merits of their active social media
services to enhance the quality of life of to be partially offset by continued growth in
involvement. This follows our win of the Brand
rural communities. With the support of the income and employment, as well as some
of the Year 2015 (National Award) in the
Malaysian Communications and Multimedia support from Government measures to
Postal Services category by the World Branding
Commission (“MCMC”) and the relevant state enhance household spending. This augurs well
Forum (“WBF”) in Paris in March 2015, making
offices, we launched three Address for All or for Pos Malaysia’s consumer-driven business.
Pos Malaysia the world’s first postal company
AFA projects in the states of Sabah, Sarawak
to receive such a recognition from the WBF.
Dear Shareholders, As we pursue our aspiration of becoming The year in review saw Pos Malaysia
a full-fledged integrated logistics provider registering a 15% hike in revenue to
This is my first annual review as the
in our marketplace, we continue to put in RM1.72 billion, our highest revenue to date.
Group Chief Executive Officer of Pos
place the building blocks to help us achieve This came on the back of higher contributions
Malaysia and I am honoured to be leading
this ambition and secure Pos Malaysia’s from our courier and transhipment
a competent and passionate team that has
sustainable growth for the long-term. businesses. Despite the courier market being
worked tremendously hard to ensure we
a very competitive one, our courier arm,
remain resilient despite the challenges of our
For the financial year ended 31 March 2016 Pos Laju, managed to increase its revenue
marketplace.
(“FYE2016”), the Pos Malaysia team focused base. Pos Laju’s higher revenue was
its efforts on meeting its financial objectives, attributable to an increase in walk-in
As you know, the continual decline in
delivering a sound operational performance customers, which in turn was the result of
traditional mail volume and the surge
and laying strong foundations to meet the measures to enhance customer convenience,
in e-Commerce have compelled postal
ever-evolving demands of a digitally enabled mainly through Pos Laju’s offer of extended
organisations the world over to reinvent
marketplace. operating hours and its strategic placement of
themselves in order to remain relevant.
kiosks at high traffic areas. Our transhipment
Having seen the writing on the wall for
business tripled in revenue as we offered
the conventional postal business for some
competitive price-to-value solutions to
time now, Pos Malaysia too has been
international e-Commerce players.
seizing every opportunity to go beyond the
traditional boundaries of the postal business
to remain relevant to our target audiences.
PROFIT
However, the robust increase in revenue was
offset by operating costs that grew at a faster
AFTER TAX
rate than revenue. As such, we registered
margin compression that saw our
profit after tax (“PAT”) reduced by half to
FOR FYE2016
adjustment that came into effect at the start
of the 2015 calendar year and the resultant
wage hike, overall staff costs too increased.
An increase in headcount to cater for the
increase in courier volume growth, also led to
higher staff costs.
“ WHILE COST MANAGEMENT
REMAINS A PRIORITY FOR
POS MALAYSIA, WE RECOGNISE
THAT WE MUST MOVE BEYOND
THESE BOUNDARIES TO
SECURE THE GROUP’S LONG-
TERM COMMERCIAL VIABILITY
AND BUILD A SUSTAINABLE
BUSINESS. ”
BUSINESS SEGMENT REVIEW making a purchase decision. As the advertising in Sarawak increased from 59% in 2010 to
industry as a whole is relatively unfamiliar 86% in 2015. The month of October 2015
Mail Business
with direct mail, we are focusing on building saw both the Sarawak and Sabah state-level
Our postal business, Pos Mel, offers products up direct mail’s profile by targeting the major Community Postmen Conventions held in
and services that encompass basic mail advertising agencies. Kuching and Kota Kinabalu respectively.
services and customised solutions such as
mailroom management and direct mail. The year also saw us working with our Alongside the expansion of our physical postal
The mail business hub at the national regulator, the Malaysian Communications and infrastructure, we continue to roll out the
automated mail sorting facility in Shah Alam Multimedia Commission (“MCMC”), to promote Address for All or AFA initiative, which gives
branches out to 25 other mail processing postal services and tourism in creative ways. complete addresses to many households in the
centres, 332 delivery branches and an Following the planting of the highest altitude rural areas. Initiated in 2015, the AFA project
international gateway at the Kuala Lumpur posting box in the country at 3,289 metres aims to ensure that all premises are equipped
International Airport. Completing this delivery above sea level at Laban Rata, Mount Kinabalu with complete addresses by 2020. In FYE2016,
chain are more than 8,000 postmen who in early 2015, Pos Malaysia launched an the AFA initiative was extended to 20,222
deliver mail to some 8.5 million addresses underwater posting box, the deepest in the premises within 191 villages in the district
daily throughout Malaysia’s urban, sub-urban country, at a depth of 40 metres below sea of Kota Belud, Sabah; 9,015 premises within
and rural areas. level on the seabed of Pulau Layang-Layang 59 villages in the district of Hulu Terengganu,
in August 2015. The underwater posting Terengganu; and 90 premises in Kampung
In FYE2016, Pos Mel’s revenue rose by about box allows divers at the island to share Bajo, in the district of Lundu, Sarawak.
22% to RM905.4 million in comparison to their experience with family and friends via
revenue of RM741.7 million in the preceding waterproof postcards stamped with a special In February 2016, we launched the
financial period. This was due to higher postmark. This initiative earned Pos Malaysia Pos Authorised Agents project at Pusat
revenue contribution from the transhipment another entry in the Malaysia Book of Records. Internet 1Malaysia in Kampung Pandan,
business, instead of a net rise in traditional Lundu, Sarawak. This project offers products
mail volume. The Group’s transhipment The Postal Transformation Programme for and services to rural communities, including
business grew rapidly as more e-Commerce Sabah and Sarawak (“PTPSS”), initiated by the Pos Laju posting (on demand), registered and
merchandise aggregators channelled business MCMC and Pos Malaysia in 2011, continues ordinary mail, Pos Ekspres and Pos Laju prepaid
to us due to our competitively priced offerings. to make good progress and strengthen the envelopes/boxes, as well as stamps and postal
As a result, Pos Mel’s contribution to total integration of postal links between Peninsular registered items. The project in Lundu will serve
Group revenue increased to 53% in FYE2016 Malaysia and East Malaysia. The programme as the main point of call for delivery services to
as compared to 50% in FYE2015. has been very successful in that it has brought the nearest vicinities in the southern region of
tremendous impact to the two states. Delivery Sarawak. The financial year also saw the launch
In line with efforts to mitigate declining coverage in Sabah increased from 48% in of the Neighbourhood Postman (Posmen
mail volumes, Pos Mel continues to leverage 2010 to 63% in 2015, while delivery coverage Kejiranan) Project at Pulau Tuba, Kedah.
on the strength of its physical delivery
network to provide customers with services
and customised solutions that meet their
increasingly discerning needs. At the same
time, we continue to pursue opportunities
in our direct mail business. Our key strategy
is to position direct mail as a complement
to mainstream advertising. While physical
advertisements are slower to capture one’s
attention at first exposure in comparison to
online advertisements, direct mail leaves a
longer lasting impact for easy recall when
Retail Business
In line with our efforts to diversify our range of businesses and to accord
our customers convenient platforms to perform their daily transactions,
our retail arm, Pos Niaga, is leveraging on its over 1,000 touch points
nationwide to facilitate such transactions. Aside from traditional postal
and parcel services, Pos Niaga today provides the broadest range of
over-the-counter transactional services in Malaysia including driving
license and road tax renewals, purchase of motor vehicle, personal and
life insurance, shared banking services, dealing of national unit trust
products, bill payments and international funds remittances.
TOWARDS A HIGH-PERFORMANCE ORGANISATION The launch of the Smart Postman initiative will see postmen leveraging
on technology and customised technical training to expand their
Today, Pos Malaysia continues to work hard to unlock its potential as a
capabilities beyond just delivering mail. Today, our Human Resources
high-performance organisation. To this end, we continue to undertake
Division is working together with our postmen to equip them with new
measures to nurture our people and transform our more than
competencies that will include data collection and the ability to offer
200-year old organisation with its 18,000 employees into a more
mobile digital services.
dynamic, technology-savvy and customer-centric business entity.
OUTLOOK AND PROSPECTS In view of the predictions that the retail e-Commerce market could reach
RM3 billion to RM4 billion some five years from now, Pos Malaysia will
Malaysia’s economic growth is expected to moderate to between 4.0%
continue to enhance its presence in other areas of the e-Commerce
and 4.5% in 2016 on the back of the anticipated slowdown in domestic
value chain. Nevertheless, softer global economic conditions are a key
demand due to the deceleration of private and public consumption as
risk factor that may adversely impact Pos Malaysia’s prospects going
well as private investment. Notwithstanding this, inflation is expected to
forward. We also expect operating conditions to remain challenging
increase (2016: 2.5% - 3.5%; 2015: 2.1%) due to the impact of ongoing
over the short-term as the e-Commerce market is a rapidly evolving
subsidy rationalisation, recent hikes in intra-city highway toll rates and
one in which we will need to invest resources to stay ahead of the
rail fares, as well as higher costs of imported finished goods.
curve. Moreover, if the proposed acquisition of the KLAS Group receives
shareholder approval, there may be substantial challenges in ensuring
Amidst this backdrop, it is envisaged that Pos Malaysia’s short to
effective operational integration to extract the value of the acquisition.
medium-term prospects will mainly be driven by the expected growth
Notwithstanding these concerns, which we are prepared to tackle, we
in our courier, express and parcel business segments on the back of the
are optimistic of Pos Malaysia’s prospects going forward.
continual expansion of the e-Commerce industry. Broadband penetration
as well as growing familiarity and increasing acceptance of online and
REACHING OUT, BEYOND BOUNDARIES
mobile transactions will continue to be strong catalysts for e-Commerce
growth with the rise in online and mobile purchases leading to higher As we venture forth into a challenging marketplace, rest assured that
demand for e-Commerce logistics, including courier services. Pos Malaysia will continue to reach out beyond conventional boundaries
to remain relevant. We will continue to focus on diversifying and
enhancing our product and service offering to meet the demands of
the fast-changing consumer and business landscape as well as to cater
to customer expectations for improved service quality and customer
convenience. We will continue to tap technology to maximise the
returns on the Group’s assets and operations, as well as maintain a
disciplined approach in managing operating expenses, particularly when
it comes to the size and efficiency of our workforce.
Theme
Core
Offerings
S C O R E
Solutions Driven by Customer Operational Revenue and Enabler
Technology Centricity Efficiency Geographic Capabilities
Diversification
Integrated
Digital Platforms
Pos Ad
Processing Hub
ICT Blueprint
Postal and Delivery Digital Money
Smart Postman
Courier Optimisation Services
Digital Business
Space Utilisation
Centres Sales and
Marketing
Blueprint
Corporate Enhanced Value of Key Estates Data Analytics
Our first strategic initiative is the Digital Mailbox initiative. This initiative aims to shift Pos Malaysia’s mail services to the digital space riding on
our unique position as the sole postal service provider. It will help customers lower the cost of mailing documents electronically and serve to direct
online traffic to Pos Malaysia thereby providing new opportunities to introduce our new digital services to the public.
Our second strategic initiative is the e-Commerce initiative. This key initiative calls for the creation of Pos Malaysia’s e-Commerce platform that is
expected to generate new revenue streams from e-marketplace, e-fulfilment and e-payment products and services.
The third strategic initiative, the Supply Chain and Fulfilment initiative is related to the e-Commerce strategic initiative. This initiative involves the
enhancement and development of supply chain and fulfilment solutions to support e-Commerce businesses.
The Trade Facilitation strategic initiative involves the establishment of a simplified export service for micro, small and medium enterprises
(“MSMEs”) that will be easily accessible via Pos Malaysia’s postal infrastructure. This initiative aspires to provide Malaysian MSMEs a lower cost
platform to market their products globally by utilising Pos Malaysia as their logistics partner to deliver goods to their customers globally. We also
expect this strategic initiative to benefit MSMEs that are located in non-urban areas covered by our extensive postal network.
The Smart Postman strategic initiative was conceived to expand and enhance the skills and productivity of our delivery staff beyond their traditional
delivery roles. This initiative will leverage on technology, especially mobile technology, to acquire data and provide mobile digital services to our
customers at their doorsteps.
Our sixth strategic initiative is the Pos Ad initiative, which aims to monetise our existing real-estate assets through advertising. This initiative will
look into suitable locations within our nationwide postal network that are viable for generating advertising revenue.
Our seventh strategic initiative is the Space Utilisation programme, The last strategic initiative under SCORE 2.0 to-date is the Data Analytics
which is aimed at enhancing asset productivity. This strategic initiative initiative. This initiative looks into how we can monetise data, the
aims to systematically increase the space utilisation rate of our more “currency” of the digital era. Going forward, in a very networked world,
than 700 existing premises throughout Malaysia to enhance asset data will be the key commodity driving business decisions, and as such,
efficiency and thereby minimise unnecessary space-related overheads. there is potential value in unlocking the commercial value of data and
information captured by Pos Malaysia.
The Digital Business Centres initiative is another asset efficiency
initiative. This initiative looks into ways that we can transform our post I am confident that the successful execution of the 13 Strategic
offices into one-stop platforms that will facilitate our customers to carry Initiatives under SCORE 2.0 will strengthen the position of our four Core
out online and mobile commerce, especially for entrepreneurs located Offerings going forward, namely e-Commerce, Logistics, Postal and
outside urban areas. Courier as well as Corporate components of our business. They will also
position us to better capitalise on uptrend in e-Commerce and, above all,
Our Delivery Optimisation strategic initiative is a key initiative for us to ensure Pos Malaysia remains relevant in the digital era.
greatly enhance last mile delivery efficiency. Under this initiative, we will
synergise and centralise route planning, improve route planning process IN APPRECIATION
cycles, as well as increase machine reading efficiency via customer
In closing, I wish to acknowledge the many sacrifices and commitment
barcode implementation.
to excellence that our team of dedicated postmen continue to display
as they journey far and wide to deliver the mail. I also applaud the
Our tenth strategic initiative, the Integrated Processing Hub initiative is
diligence of our customer-facing staffs who facilitate more than
another optimisation initiative. This initiative involves the consolidation
100 million over-the-counter transactions across our nationwide
of Pos Mel and Pos Laju’s common processes and processing centres
network of more than 1,000 touch points. As our people continue to rise
within the same geographical area to optimise manpower and machine
to the challenge of transforming Pos Malaysia into a service organisation
utilisation. This will help effectively improve both operational efficiency
that is evolving beyond its traditional postal services provider role,
and service level consistency.
I am confident that we will fulfill our ambition of becoming a high-
performance organisation.
Our eleventh strategic initiative, the Digital Money Services initiative is
key to realising the potential of our remittance business. Leveraging on
I wish to convey my sincere appreciation to the Board of Directors and
the networks of postal operators in about 200 countries and comprising
our regulators for their astute counsel and guidance of our Company.
millions of post offices, we can potentially offer remittance services to
A big thank you also goes to our shareholders for their invaluable
an unmatched number of locations globally. This will position
support and to the rest of the Pos Malaysia community for their
Pos Malaysia as the “largest door step remittance service provider”
steadfast cooperation and trust in us. Not forgetting the customers that
and network of choice in providing convenient remittance solutions.
we serve who are the reason why we exist – our utmost gratitude for
your patronage and your steadfast belief in the vision and mission of
Our twelfth strategic initiative, the EVOKE or “Enhanced Value of Key
Pos Malaysia.
Estates” initiative is required to systematically catalogue our key real
estate assets for decision making purposes. This initiative will result
As Pos Malaysia sets its sights on achieving its vision of connecting
in a comprehensive plan for all Pos Malaysia’s land as well as will
Malaysia and beyond, today and tomorrow, we look to all our
institutionalise and systemise matters relating to land management of
stakeholders to continue supporting us on our mandate. On our part,
our assets so as to optimise our lease payments. At the same time, it
we will continue to deliver value to our shareholders by becoming
will allow us to unlock the best value from our assets.
the best at what we do through leveraging on operational excellence,
superior customer service and continuous innovation. Thank you.
9 April 2015
Relaunch of Postal Services at Flood Affected Areas in Dabong
Pos Malaysia and the Malaysian Communications and Multimedia
Commission (“MCMC”) relaunched the postal services that were
severely affected during the floods which hit Malaysia’s East Coast
in December 2014. The reopening of the Dabong Pos Mini was
officiated by En. Mohamed Zaidi Abdul Karim, the Director of Postal
Affairs and Digital Signature Department, MCMC. Also present was
YB Dato’ Ramzi Abdul Rahman, the State Assemblyman for Dabong.
30 April 2015
Launch of 175th Anniversary of the World’s First Adhesive Postage Stamp
Pos Malaysia issued a special stamp and first day cover in conjunction with
the 175th anniversary of the Penny Black, the world's first adhesive postage
stamp used in the public postal system. The launch ceremony which was
held at the Melaka Stamp Museum on 30 April 2015 was graced by the
Chief Minister of Melaka, YAB Dato’ Idris Harun.
2 June 2015
Prize Giving Ceremony of “Pos Laju Hantar & Menang
Campaign” 2015
With the theme “Lebih banyak transaksi, lebih banyak
peluang anda untuk menang!” the “Pos Laju Hantar & Menang
Campaign” kicked off on 1 January and ended on 28 March. At
the prize giving ceremony held on 2 June 2015, En. Nor Azizi
Bin Jaafar from Melaka won RM18,888 when he was selected
as the Grand Prize Winner of the campaign. He also walked
away with an Altel sim-pack and reloads.
7 August 2015
Program Kedaulatan Pulau Layang-Layang Malaysia
Pos Malaysia launched the deepest underwater post box at Layang-Layang Island off
the coast of Sabah on 7 August 2015. The event was officiated by YB Dato’ Jailani Johari,
Deputy Minister of Communications and Multimedia Malaysia. The initiative included
the creation of a special postcode for Layang-Layang Island (postcode 88005) and the
installation of two post boxes (underwater and on land). Installed on a sledge at a depth
of 40 metres, this underwater post box is recognised by the Malaysia Book of Records as
the nation’s deepest underwater post box.
8 September 2015
Annual General Meeting
The 23rd Annual General Meeting of
Pos Malaysia Berhad was held at the
Hotel Istana Kuala Lumpur.
19-21
November 2015
ASEAN Postal Business Meeting
Pos Malaysia hosted the 22nd ASEAN
Postal Business Meeting (“APBM”) from
19-21 November 2015 at Kota Kinabalu,
Sabah. The Minister of Communications and
Multimedia Malaysia, YB Datuk Seri Dr. Mohd
Salleh Tun Said Keruak, kindly officiated the
APBM. Pos Malaysia is currently the Chair of
ASEAN Post for a two-year term from
2015 to 2016.
1 December 2015
Strategic Partnership between Pos
Malaysia-KLB on Vehicle Shipping
Service
Pos Malaysia entered into a strategic
partnership with Konsortium Logistik
Berhad (“KLB”) to become the agent
for KLB’s vehicle shipping services
between Peninsular and East Malaysia
using KLB’s vehicle carrier vessel,
“MV Zarah Sofia”. As KLB’s agent, Pos
Malaysia, through 22 of its selected
outlets nationwide, now offers this new
service to interested customers.
29 January 2016
Gibraltar BSN and Pos Malaysia Expand Partnership
Pos Malaysia and Gibraltar BSN Life Berhad further
strengthened their business partnership at a signing
ceremony to mark their new distribution agreement
for insurance products sold at Pos Malaysia branches
nationwide.
15 March 2016
Signing of MoU between Department of Statistics, Malaysia and Pos Malaysia
Department of Statistics, Malaysia (“DOSM”) and Pos Malaysia established a strategic
partnership through a memorandum of understanding (“MoU”) on the sharing of statistical
information for the development of the list of residences or Malaysia Statistical Address
Register (“MSAR”). The signing ceremony between DOSM, which was represented by the
Chief Statistician of Malaysia, Datuk Dr. Hj. Abdul Rahman bin Hasan, and Pos Malaysia,
which was represented by Group Chief Executive Officer, Dato' Mohd Shukrie bin Mohd
Salleh, was held on 15 March 2016 at the Anggerik Hall in DOSM, Putrajaya.
26 March 2016
Pos Malaysia’s Address for All Pins Kota Belud, Sabah on The World Map
Pos Malaysia launched its Address for All (“AFA”) project at Kampung Pirasan, Kota
Belud, Sabah as part of the initiatives under the Postal Service Transformation
Programme for Sabah and Sarawak Phase 3. Supported by the MCMC, the AFA project
encompassed the renumbering of 20,221 premises within the district’s 191 villages.
The launch ceremony was graced by YB Datuk Seri Dr. Mohd Salleh Tun Said Keruak,
Minister of Communications and Multimedia Malaysia.
EXPAND
AND INVESTING TO
OUR ROLE
We are constantly on the lookout for means and opportunities to
spread our wings and further enrich the lives of our customers. As
we embrace the digital age and as e-Commerce takes the world
by storm, we are ramping our organisation up to be the preferred
partner in the e-fulfilment space.
CORPORATE
INFOR
BOARD OF DIRECTORS BOARD COMMITTEES
Brigadier General (K) Tan Sri Dato’ Sri (Dr) Board Audit Committee Board Risk Management and
Haji Mohd Khamil bin Jamil Compliance Committee
Dato’ Abdul Hamid bin Sh Mohamed
Non-Independent Non-Executive Chairman
Chairman/Independent Non-Executive Director Dato’ Ibrahim Mahaludin bin Puteh
Chairman/Senior Independent Non-Executive
Dato’ Ibrahim Mahaludin bin Puteh
Dato’ Ibrahim Mahaludin bin Puteh Director
Senior Independent Non-Executive Director
Senior Independent Non-Executive Director
Dato’ Eshah binti Meor Suleiman
Dato’ Sri Syed Faisal Albar bin Syed A.R.
Datuk Mohamed Razeek bin Md Hussain Independent Non-Executive Director
Albar
Maricar
Non-Independent Non-Executive Director
Non-Independent Non-Executive Director Lim Hwa Yu
Independent Non-Executive Director
Datuk Mohamed Razeek bin Md Hussain
Datuk Puteh Rukiah binti Abd. Majid
Maricar
Independent Non-Executive Director
Non-Independent Non-Executive Director
Board Tender Committee
Datuk Puteh Rukiah binti Abd. Majid Dato’ Eshah binti Meor Suleiman
Board Nomination and
Independent Non-Executive Director Chairperson/Independent Non-Executive
Remuneration Committee
Director
Dato’ Eshah binti Meor Suleiman Brigadier General (K) Tan Sri Dato’ Sri (Dr)
Independent Non-Executive Director Haji Mohd Khamil bin Jamil Datuk Mohamed Razeek bin Md Hussain
Chairman/Non-Independent Non-Executive Maricar
Dato’ Sri Dr. Mohmad Isa bin Hussain Chairman Non-Independent Non-Executive Director
Non-Independent Non-Executive Director
Dato’ Ibrahim Mahaludin bin Puteh Lim Hwa Yu
Dato’ Abdul Hamid bin Sh Mohamed Senior Independent Non-Executive Director Independent Non-Executive Director
Independent Non-Executive Director
Datuk Puteh Rukiah binti Abd. Majid
Lim Hwa Yu Independent Non-Executive Director
Independent Non-Executive Director
Dato’ Abdul Hamid bin Sh Mohamed
Independent Non-Executive Director
www.pos.com.my
100%
owned by Pos Malaysia Berhad
100%
owned by Pos Malaysia Berhad
100%
owned by Pos Malaysia Berhad
100%
owned by Pos Malaysia Berhad
Pos Malaysia & Services
Holdings Berhad PSH Capital Partners Sdn Bhd
100%
owned by Pos Malaysia Berhad
100%
owned by Pos Malaysia Berhad
100%
owned by Pos Malaysia & Services
100%
owned by PSH Capital Partners
Holdings Berhad Sdn Bhd
50%
owned by Pos Malaysia Berhad
40%
owned by Pos Malaysia Berhad
42.5%
owned by Pos Malaysia Berhad
100%
owned by CEN Sdn Bhd
100%
owned by Pos Malaysia Berhad
100%
owned by Pos Malaysia Berhad
100%
owned by Pos Malaysia Berhad
100%
owned by Pos Malaysia Berhad
100%
owned by Pos Malaysia Berhad
100%
owned by Pos Malaysia Berhad
100%
owned by PSH Properties Sdn Bhd
100%
owned by PSH Venture Capital Sdn Bhd
50%
owned by CEN Sdn Bhd
BRIGADIER GENERAL (K) TAN SRI DATO’ SRI DATO’ IBRAHIM DATO’ SRI SYED DATUK MOHAMED
(DR) HAJI MOHD KHAMIL BIN JAMIL MAHALUDIN BIN FAISAL ALBAR BIN RAZEEK BIN MD
PUTEH SYED A.R. ALBAR HUSSAIN MARICAR
Non-Independent Non-Executive Chairman Senior Independent Non- Non-Independent Non- Non-Independent Non-
Executive Director Executive Director Executive Director
DATUK PUTEH DATO’ ESHAH BINTI DATO’ SRI DR. DATO’ ABDUL HAMID LIM HWA YU
RUKIAH BINTI ABD. MEOR SULEIMAN MOHMAD ISA BIN BIN SH MOHAMED
MAJID HUSSAIN
Independent Non- Independent Non- Non-Independent Non- Independent Non- Independent Non-
Executive Director Executive Director Executive Director Executive Director Executive Director
Brigadier General (K) Tan Sri Dato’ Sri (Dr) Haji Mohd Khamil bin Jamil, a Dato’ Ibrahim Mahaludin bin Puteh, a Malaysian, male, aged 64, was appointed
Malaysian, male, aged 60, was appointed to the Board on 4 July 2011 as a to the Board on 22 August 2007 as a Non-Independent Non-Executive Director.
Non-Independent Non-Executive Director and re-designated as Non-Independent On 25 February 2009, he was re-designated as an Independent Non-Executive
Non-Executive Chairman on 15 July 2011. He is also the Chairman of the Board Director and thereafter, on 19 June 2013, he was further re-designated as Senior
Nomination and Remuneration Committee. Independent Non-Executive Director.
He holds a Bachelor of Laws (Honours) degree from the University of London. Dato’ Ibrahim is the Chairman of the Board Risk Management and Compliance
He is a Barrister-at-Law at Gray’s Inn, England, and was called to the English Bar Committee. He is also a member of the Board Nomination and Remuneration
in 1983. Committee and Board Audit Committee.
He began his executive career at Bank Bumiputra Malaysia Berhad in August He holds a Bachelor of Arts (Honours) degree from the University of Malaya
1980, where he served until December 1989. He was called to the Malaysian Bar and a Master of Business Administration from the Manchester Business School,
in September 1990, following which he became a practising partner of several University of Manchester, United Kingdom.
legal firms before venturing into business in 2001.
Dato’ Ibrahim is the Chairman of Indah Water Konsortium Sdn Bhd, a position he
He is an Honorary Brigadier General of The Malaysian Territorial Army and a has held since 1 September 2009. He has been the Chairman of Computer Forms
Chartered Fellow of The Chartered Institute of Logistics & Transport, United (Malaysia) Berhad since 1 December 2008, and was the former Chairman of
Kingdom. He was also awarded the Justice of Peace (JP) from His Excellency Yang Syarikat Prasarana Negara Berhad. Prior to that, Dato’ Ibrahim served in various
Di-Pertua Negeri Melaka in 2012. divisions at the Ministry of Finance from 1974 onwards, including as Senior
Adviser to the Executive Director for South East Asia at the World Bank Group
Brigadier General (K) Tan Sri Dato’ Sri (Dr) Haji Mohd Khamil is currently the in Washington D.C. His last post prior to retirement in 2008 was as the Deputy
Non-Executive Chairman of DRB-HICOM Berhad (“DRB-HICOM”) following his Secretary General (Policy) in the Ministry of Finance.
retirement as Group Managing Director of DRB-HICOM on 29 February 2016. He
holds directorships in several subsidiaries and associate companies of DRB- He does not have any family relationship with any Director and/or major
HICOM in addition to other private limited companies. He is also a Director of shareholder of the Company or any conflict of interest with the Company. He
Etika Strategi Sdn Bhd, the holding company of DRB-HICOM, in which he has a has had no convictions for offences within the past ten (10) years.
10% shareholding.
Dato’ Ibrahim attended all eight (8) Board meetings held during the financial
Brigadier General (K) Tan Sri Dato’ Sri (Dr) Haji Mohd Khamil does not have any year under review.
family relationship with any Director and/or major shareholder of the Company
and has no conflict of interest with the Company. He has had no convictions for Particulars of directorships in other listed and non-listed public companies:-
offences within the past ten (10) years.
– Computer Forms (Malaysia) Berhad (Chairman)
Brigadier General (K) Tan Sri Dato’ Sri (Dr) Haji Mohd Khamil attended all eight – Pengurusan Air Pahang Berhad
(8) Board meetings held during the financial year under review.
Dato’ Sri Syed Faisal Albar bin Syed A.R. Albar, a Malaysian, male, aged 51, was Datuk Mohamed Razeek bin Md Hussain Maricar, a Malaysian, male, aged 58,
appointed to the Board on 14 January 2016 as a Non-Independent Non-Executive was appointed to the Board on 24 April 2013 as a Non-Independent Non-
Director of Pos Malaysia Berhad (“Pos Malaysia”). Executive Director. He is a member of the Board Audit Committee and Board
Tender Committee.
He is a member of the the Malaysian Institute of Certified Public Accountants
(“MICPA”) and American Institute of Certified Public Accountants (“AICPA”). He He holds a Bachelor of Science (Civil Engineering) degree from the University of
holds a Bachelor of Arts (Accountancy) degree from Barat College of DePaul The South Bank, United Kingdom and is a member of the Institute of Engineers,
University, USA and AICPA Professional Certification from University of IIIinois, Malaysia.
Urbana Champaign, USA. He had attended the Advanced Programme at Harvard
Business School, Boston, U.S.A and he was also a Council Member of MICPA from Datuk Mohamed Razeek began his career in an engineering consulting firm in
2010 to 2013. London in the late 1970s. Upon returning to Kuala Lumpur in the 1980s, he
joined a local engineering consulting firm and was involved in the construction
Dato’ Sri Syed Faisal is currently the Group Managing Director of DRB-HICOM of UBN Towers, a development by Peremba-Kuok Brothers. In 1985, he joined
Berhad (“DRB-HICOM”) since 1 March 2016. Prior to joining DRB-HICOM, he was Sime UEP Berhad before moving on to the Land & General Group of Companies
the Chief Executive Officer (“CEO”) of Malakoff Corporation Berhad (“Malakoff”) in 1991.
from 1 July 2014 to 31 December 2015. He was appointed as CEO of Gas
Malaysia Berhad (“GMB”) from January 2014 to June 2014 and also an Executive Various achievements led to his appointment as an Executive Director of Land
Director of Konsortium Logistik Berhad (“KLB”) for a short span of time to assist & General Berhad in 1999. He joined Eastern & Oriental Property Development
Ekuiti Nasional Berhad, the majority owner of KLB, in its disposal of that business. Berhad as a Project Director in September 2003 prior to joining Damac Properties
in Dubai as its Senior Vice President in August 2008. Datuk Mohamed Razeek
From 2011 to 2014, Dato’ Sri Syed Faisal served on various boards in a non- subsequently joined Malaysian Resources Corporation Berhad as its Chief
executive capacity. He was on the Board of Malaysia Airports Holdings Berhad as Operating Officer in June 2009 and was promoted to the post of Chief Executive
a nominee Director for Khazanah Nasional Berhad (“Khazanah”) and was also a Officer on 1 December 2009. He has been DRB-HICOM Berhad’s Chief Operating
Director of Hong Leong Bank Berhad. Within this period, he also sat on the Board Officer, Services & Properties, since his appointment on 1 September 2012.
of Kwasa Land Sdn Bhd; a wholly-owned subsidiary of Employees Provident Fund
tasked to develop a township in Sungai Buloh, Selangor over the parcel of land He does not have any family relationship with any Director and/or major
previously owned by Rubber Research Institute. As part of his effort to contribute shareholder of the Company or any conflict of interest with the Company. He
to society, Dato’ Sri Syed Faisal served on the Board of Yayasan Kelana Ehsan, a has had no convictions for offences within the past ten (10) years.
public trust entity providing funds for charitable activities with the intention to
improve the livelihood of residents in the State of Selangor. Datuk Mohamed Razeek attended all eight (8) Board meetings held during the
financial year under review.
Dato’ Sri Syed Faisal’s career spans across various executive positions. Apart
from GMB and KLB, from 2008 to 2011, he was the Group Managing Director Particulars of directorships in other listed and non-listed public companies:-
of Pos Malaysia, which was a Government Linked Company by virtue of the
32% shareholding held by Khazanah then. During his time at Pos Malaysia, – Horsedale Development Berhad
he was also the Chairman of the ASEAN Postal Business Union where postal – Kenyir Splendour Berhad
organisations of each of the ASEAN countries are members. Prior to his stint at – Konsortium Logistik Berhad
Pos Malaysia, Dato’ Sri Syed Faisal was appointed in 2003 as CEO of The New
Straits Times Press (Malaysia) Berhad (“NSTP”), a position he held until 2008. – Rebak Island Marina Berhad
He started his career by spending almost a decade with PricewaterhouseCoopers
Kuala Lumpur since 1991. He had also served Pricewaterhouse, San Francisco,
California in 1995 before returning to Kuala Lumpur in 1997 and subsequently
joined NSTP in May 2000 as its Chief Financial Officer.
Dato’ Sri Syed Faisal does not have any family relationship with any Director and/
or major shareholder of the Company and has no conflict of interest with the
Company. He has had no convictions for offences within the past ten (10) years.
Dato’ Sri Syed Faisal attended three (3) Board meetings held subsequent to his
appointment during the financial year under review.
Datuk Puteh Rukiah binti Abd. Majid, a Malaysian, female, aged 63, was Dato’ Eshah binti Meor Suleiman, a Malaysian, female, aged 61, was appointed
appointed to the Board on 7 June 2013 as an Independent Non-Executive to the Board on 25 February 2009 as a Non-Independent Non-Executive Director.
Director. She is a member of the Board Audit Committee and Board Nomination On 1 November 2014, she was re-designated as an Independent Non-Executive
and Remuneration Committee. Director following her cessation as an Appointed Director and representative
of Minister of Finance Incorporated i.e. the Special Shareholder of Pos Malaysia
She holds a Bachelor of Economics (Honours) degree from the University of Berhad (“Pos Malaysia”) on the Board of Pos Malaysia.
Malaya and a Master of Economics from the Western Michigan University,
United States of America. Dato’ Eshah is the Chairperson of the Board Tender Committee and a member of
the Board Risk Management and Compliance Committee.
Datuk Puteh Rukiah started her career with the Government of Malaysia in 1976
and has held various positions in the Economic Planning Unit, Prime Minister’s She holds a Bachelor of Economics (Honours) degree from the University of
Department, the Implementation and Coordination Unit, Prime Minister’s Malaya and a Master of Business Administration (Finance) from the Oklahoma
Department and the Ministry of Finance. From 2006 until March 2011, she was City University, United States of America.
the Deputy Secretary General (Systems and Controls) at the Ministry of Finance.
Dato’ Eshah started her career in 1981 as an Assistant Director (Macro Economic
She does not have any family relationship with any Director and/or major Section) in the Economic Planning Unit of the Prime Minister’s Department
shareholder of the Company or any conflict of interest with the Company. before serving as the Assistant Secretary at the Government Procurement
She has had no convictions for offences within the past ten (10) years. Division, Ministry of Finance in the middle of 1991. She later held various
positions in the Ministry of Finance where she was promoted to the post
Datuk Puteh Rukiah attended all eight (8) Board meetings held during the of the Under Secretary of Investment, Minister of Finance Incorporated and
financial year under review. Privatisation Division of the Ministry of Finance Malaysia in September 2006.
Then in January 2014, she was assigned as Under Secretary of Statutory Bodies
Particulars of directorships in other listed and non-listed public companies:- Strategic Management Division of the Ministry of Finance Malaysia. She retired
from Public Service on 1 November 2014.
– Gas Malaysia Berhad
– MIMOS Berhad She does not have any family relationship with any Director and/or major
– Pelaburan Hartanah Berhad shareholder of the Company or any conflict of interest with the Company.
She has had no convictions for offences within the past ten (10) years.
– Zelan Berhad
Dato’ Eshah attended seven (7) out of eight (8) Board meetings held during the
financial year under review.
Dato’ Sri Dr. Mohmad Isa bin Hussain, a Malaysian, male, aged 58, was appointed Dato’ Abdul Hamid bin Sh Mohamed, a Malaysian, male, aged 51, was appointed
to the Board on 2 November 2015 as a Non-Independent Non-Executive Director. to the Board on 1 March 2013 as an Independent Non-Executive Director. He
He is an Appointed Director and representative of the Minister of Finance is the Chairman of the Board Audit Committee and a member of the Board
Incorporated i.e. the Special Shareholder of Pos Malaysia Berhad (“Pos Malaysia”) Nomination and Remuneration Committee.
on the Board of Pos Malaysia.
He is a Fellow of the Association of Chartered Certified Accountants.
He holds a Post-Graduate Diploma in Public Management from Institut Tadbiran
Awam Negara, a Bachelor of Economics (Honours) degree in Applied Statistics Dato’ Abdul Hamid began his career at the accounting firm Messrs. Lim Ali
from Universiti Malaya, a Master of Business Administration in Finance from & Co./Arthur Young before moving on to merchant banking with Bumiputra
Universiti Kebangsaan Malaysia; and a Philosophy Doctorate in Finance from Merchant Bankers Berhad. He then joined the Amanah Capital Malaysia Berhad
Universiti Putra Malaysia. Group, an investment banking and finance group, where he eventually led the
corporate planning and finance functions. In 1998, he left for the Kuala Lumpur
Dato’ Sri Dr. Mohmad Isa is currently the Deputy Secretary General (Investment) Stock Exchange (now known as Bursa Malaysia Securities Berhad) as Senior Vice
in the Ministry of Finance. He started his career in 1983 as the Assistant Director President in charge of the Strategic Planning & International Affairs Division
in the Implementation Coordination Unit of the Prime Minister’s Department and was promoted to Deputy President (Strategy and Development) in 2002. He
before serving as the Assistant Director in the Economic Planning Unit, Kuantan, was then re-designated as Chief Financial Officer in 2003. Dato’ Abdul Hamid is
Pahang in 1985. He held various other positions in the Ministry of Finance, currently an Executive Director of Symphony House Berhad.
namely within the Government Procurement Management Division, Budget
Division, Investment and Privatisation Division, and Government Investment He does not have any family relationship with any Director and/or major
Companies Division. In 2008, he served as the Deputy Secretary General shareholder of the Company or any conflict of interest with the Company.
(Operations) in the Ministry of Transport in 2008 and he became the Head of He has had no convictions for offences within the past ten (10) years.
Interim Team, Land Public Transport Commission, Economic Planning Unit at the
Prime Minister’s Department in 2009. Dato’ Abdul Hamid attended seven (7) out of eight (8) Board meetings held
during the financial year under review.
He does not have any family relationship with any Director and/or major
shareholder of the Company or any conflict of interest with the Company. He Particulars of directorships in other listed and non-listed public companies:-
has had no convictions for offences within the past ten (10) years.
– MMC Corporation Berhad
Dato’ Sri Dr. Mohmad Isa attended three (3) out of five (5) Board meetings held – Scomi Group Berhad
subsequent to his appointment during the financial year under review. – SILK Holdings Berhad
Particulars of directorships in other listed and non-listed public companies:- – Symphony House Berhad
– Destini Berhad
– Malaysia Airports Holdings Berhad
– Telekom Malaysia Berhad
– Export-Import Bank of Malaysia Berhad
Mr. Lim Hwa Yu, a Malaysian, male, aged 60, was appointed to the Board on
26 September 2013 as an Independent Non-Executive Director. He is a member
of the Board Risk Management and Compliance Committee and Board Tender
Committee.
Mr. Lim is a partner of a public accounting firm, Messrs H.Y. Lim & Co. and has
been practising for the past 35 years. Mr. Lim has extensive experience in the
field of corporate planning and management.
He does not have any family relationship with any Director and/or major
shareholder of the Company or any conflict of interest with the Company. He
has had no convictions for offences within the past ten (10) years.
Mr. Lim attended all eight (8) Board meetings held during the financial year
under review.
Dato’ Mohd Shukrie bin Mohd Salleh, a Malaysian, male, aged 42, was
appointed Group Chief Executive Officer of Pos Malaysia Berhad
(“Pos Malaysia”) on 1 November 2015.
On 1 July 2011, he joined Pos Malaysia as Group Chief Operating Officer and
was thereafter re-designated as Covering Group Chief Executive Officer on
1 February 2013. Prior to his appointment as Group Chief Executive Officer
of Pos Malaysia, he was the Chief Executive Officer of Konsortium Logistik
Berhad.
Dato’ Mohd Shukrie does not hold any share in Pos Malaysia or its subsidiaries.
He does not have any family relationship with any Director and/or major
shareholder of the Company and has no conflict of interest with the Company.
He has had no convictions for offences within the past ten (10) years.
Dato’ Mohd Shukrie does not hold any directorship in other listed and non-
listed public companies.
ENCIK AZLAN
AZLAN BIN SHAHRIM
SHAHRIM
Group Chief Operating Officer, Postal & Courier
Please refer to page 53. Encik Azlan bin Shahrim, a Malaysian, male, aged Tuan Haji Nor Azizan bin Tarja @ Tarjo, a
46, was appointed Group Chief Operating Officer Malaysian, male, aged 47, was appointed Chief
of Pos Malaysia Berhad (“Pos Malaysia”) on Commercial Officer of Pos Malaysia Berhad (“Pos
26 January 2015 and redesignated to the current Malaysia”) on 1 April 2016.
position on 1 April 2016.
Tuan Haji Nor Azizan holds a Degree in Business
Encik Azlan holds a Master’s degree in Administration from California State University,
International Business Law from the University of Fullerton, California. He started his career in
Exeter. He qualified as a Barrister-at-Law at Gray’s 1992 with Malaysia Sheet Glass Berhad and
Inn and was admitted to the Bar of England thereafter in 1996, he joined PROTON. In 2001,
and Wales in 1992. He has also attended the he began his career in Courier industry by joining
Advanced Management Programme at the Federal Express (M) Sdn Bhd (“FedEx”), as Ground
Wharton School, University of Pennsylvania. Operations Manager. In 2006, Tuan Haji Nor
Azizan left FedEx to join Pos Laju as its Head of
Encik Azlan began his career as a corporate Operations and later became its Chief Operating
lawyer at Shook Lin & Bok. He then assumed Officer (“COO”) in 2011. In December 2013, Tuan
several leadership positions in investment Haji Nor Azizan was seconded to Konsortium
holding companies before being appointed Logistik Berhad as COO. This is where he started
Deputy CEO of the Port of Tanjung Pelepas in his career in Logistics and Supply Chain industry.
2009. Encik Azlan joined DRB-HICOM Berhad in
2014 as Group Director of Corporate Strategy Tuan Haji Nor Azizan does not hold any share in
and Transformation and was assigned to Pos Malaysia or its subsidiaries.
Pos Malaysia in the following year.
He does not have any family relationship with
Encik Azlan does not hold any share in the any Director and/or major shareholder of the
Company or its subsidiaries. Company and has no conflict of interest with the
Company. He has had no convictions for offences
He does not have any family relationship with within the past ten (10) years.
any Director and/or major shareholder of the
Company and has no conflict of interest with the Tuan Haji Nor Azizan does not hold any
Company. He has had no convictions for offences directorship in other listed and non-listed public
within the past ten (10) years. companies.
Encik Hasnul bin Haniff, a Malaysian, male, aged Encik Elias bin Effendy, a Malaysian, male, Encik Muhammad Noor bin Abd Aziz @ Hashim,
52, is the Chief Operating Officer, Postal & Courier aged 42, was appointed Chief Corporate Services a Malaysian, male, aged 44, was appointed Chief
of Pos Malaysia Berhad (“Pos Malaysia”). of Pos Malaysia Berhad (“Pos Malaysia”) on Financial Officer of Pos Malaysia Berhad
7 September 2015. (“Pos Malaysia”) on 3 August 2015.
Encik Hasnul holds a Master of Business
Administration from the Southern California Encik Elias holds a Master of Business Encik Muhammad Noor is a Chartered
University, U.S.A. and a Bachelor of Engineering Administration from RMIT University, Australia; Management Accountant with the Chartered
(Electrical) degree from the Chisholm Institute of a Bachelor of Accounting degree from Cardiff Institute of Management Accountants and
Technology, Australia. He started his career with University, United Kingdom and a Bachelor of a member of the Malaysian Institute of
Texas Instruments Malaysia Sdn Bhd, followed Jurisprudence degree from University of Malaya, Accountants. He started his career with DUNLOP
by a stint at Esso Production Malaysia Inc. and Malaysia. Malaysia Berhad as a management trainee in
thereafter with LIKOM Technology Sdn Bhd. 1997. In 2000, he joined Nestle Malaysia Berhad
He has had diverse experience throughout his He started his career as a management trainee (“Nestle”). His diverse experience throughout
career covering project management, operations with Renong Berhad upon completion of his his career includes the full complement of
management, business process improvement tertiary education under the Renong Group corporate finance, cost accounting, management
and quality assurance. In 1995, he joined scholarship programme. Thereafter, he had been accounting, budgeting, treasury, internal controls,
Pos Malaysia and assumed leadership roles in his in operations and leadership roles at several mergers and acquisitions, as well as procurement
capacity as Head of National Mail Operations and distinctive public listed companies such as Plus and operation controls. During his 15-year tenure
Chief Executive Officer of Datapos (M) Sdn Bhd, Expressways Berhad, Faber Group Berhad, UEM with Nestle, he held various operational and
a wholly owned subsidiary of Pos Malaysia. On Group Berhad and Pharmaniaga Berhad. His leadership roles, among which were the positions
1 April 2013, he was appointed Chief Operating breadth of experience over 20 years includes of Regional Controller for Africa and Middle East,
Officer of one of the strategic business units and the areas of audits, operations, risk management, Regional Cash and Corporate Finance Manager
was thereafter re-designated as Chief Operating contracts management, procurement, for Asia Pacific and Factory Operations Controller.
Officer of Postal & Courier on 1 April 2016. investment appraisal, business development
and strategic management. Encik Muhammad Noor does not hold any share
Encik Hasnul does not hold any share in Pos in Pos Malaysia or its subsidiaries.
Malaysia or its subsidiaries. Encik Elias does not hold any share in Pos
Malaysia or its subsidiaries. He does not have any family relationship with
He does not have any family relationship with any Director and/or major shareholder of the
any Director and/or major shareholder of the He does not have any family relationship with Company and has no conflict of interest with the
Company and has no conflict of interest with the any Director and/or major shareholder of the Company. He has had no convictions for offences
Company. He has had no convictions for offences Company and has no conflict of interest with the within the past ten (10) years.
within the past ten (10) years. Company. He has had no convictions for offences
within the past ten (10) years. Encik Muhammad Noor does not hold any
Encik Hasnul does not hold any directorship in directorship in other listed and non-listed public
other listed and non-listed public companies. Encik Elias does not hold any directorship in companies.
other listed and non-listed public companies.
If our history and trajectory have taught us one thing, it is that we have At Pos Malaysia, our approach to corporate responsibility is guided by
to think in terms of both quarters and generations. Business does not the Four Quadrants of the CR Framework set by DRB-HICOM Berhad,
operate in a vacuum – it operates under license from society. We are which are – the Workplace, Community, Marketplace and Environment.
committed to continued engagement with our stakeholders, whose These quadrants establish a clear vision for our critical areas of focus
insights have helped shape our thinking and actions. We have also and are aligned to the work we are doing to address the issues of
benefited from our stakeholders’ feedback, which has provided us highest importance to our internal and external stakeholders. We also
valuable insights, suggestions and criticisms via various channels and aim to generate a fair profit, and to provide equal opportunities for
mediums. career enhancement for all our employees.
With this in mind, allow us to spell out Pos Malaysia’s CR progress under
each quadrant for the year in review.
DEVELOPM
As cliché as it sounds, our biggest asset really is our people – the
fine men and women of Pos Malaysia who have dedicated their
lives to serving our customers better everyday. We intend to
grow with them, by advocating a culture of people development.
Better people means better services. It is as simple as that.
ENT
CORPORATE GOVERNANCE STATEMENT
The Board of Directors (”Board”) and Management of Pos Malaysia The schedule of matters reserved for the collective decision of the
Berhad (“Pos Malaysia” or “the Company”), remain committed to Board is stipulated in the Board Charter.
upholding and continuously improving good corporate governance
practices throughout the Pos Malaysia Group of Companies (“Group”) The Board is responsible for setting the Group’s strategic goals and
for the protection and creation of greater shareholders and other direction as well as overseeing the performance and management
stakeholders value and for maintaining integrity, trust and confidence in of the business and affairs of the Group.
the Company.
The principal responsibilities of the Board are set out in the Board
The foundation for good governance lies in having an effective Board in Charter and the Board carries them out accordingly as follows:-
place. The Board realises that to be effective, the Board and its members
must continuously perform and not just conform. The Board subscribes (i) Ensure that the Group’s objectives are clearly established
to the belief that the quest for standards of best practice represents a and that strategic plans are in place to achieve those
continuous journey. objectives.
(vi) Appoint Board Committees to address specific issues, Succession planning for the GCEO is determined by the Board
consider recommendations of the Board Committees upon recommendation of the BNRC.
and discuss problems and reservations arising from the
Committees’ deliberations. Succession planning for the Group Chief Operating Officer, the
Chief Operating Officers who are Heads of Business Clusters,
During the Period Under Review, the Board delegated powers
Chief Corporate Services and the Chief Financial Officer
and authority to six (6) Board Committees namely the BAC,
(collectively “Chief Level Officers”) is deliberated on by the
Board Nomination and Remuneration Committee (“BNRC”),
BNRC which then makes the necessary recommendations to
Board Tender Committee (“BTC”), Board ICT Committee
the Board for their consideration and approval.
(“BICT”), BRMCC and Executive Committee (“EXCO”), to carry
out the respective responsibilities assigned to them.
Succession planning for other Senior Management positions
is determined by a structured process led by the Human
The composition and Terms of Reference of these Board
Resource Department, which is then endorsed by the GCEO
Committees are as stated in the later part of this Statement.
and the BNRC would also deliberate on matters relating
thereto.
(vii) Ensure that the statutory accounts of the Group are fairly
stated and conform to the relevant regulations including
(ix) Ensure that the Group adheres to high standards of ethics
acceptable accounting policies.
and corporate behaviour, including transparency in the
The BAC is delegated with the responsibility to ensure that conduct of business.
the Group’s statutory accounts are fairly stated and conform
In addition to the Corporate Values, Whistle Blowing Policy
to the relevant regulations and acceptable accounting
and Procedures, and Integrity Pact under the Procurement
policies. In carrying out such responsibility, the BAC places
Policy are in place to help inculcate good corporate and
focus particularly on major accounting policy changes,
ethical behaviour in the conduct of the Group and its
significant and unusual events, significant adjustments
employees.
resulting from audit, going concern assumptions and
compliance with accounting standards and other legal
The Whistle Blowing Policy enables the employees of the
requirements.
Group to raise concerns about the following instances of
conducts that are contrary to applicable laws, regulations,
(viii) Ensure that an appropriate succession planning
policies and procedures that could affect the Company’s
mechanism is in place for members of the Board and
business activities, especially where ethical behaviour is of
for Senior Management positions.
particular important:-
In determining succession planning for Board members,
• Unethical practices in accounting, internal controls and
the Board is guided by the recommendation made under
financial reporting;
the MCCG 2012 and the MMLR of Bursa Malaysia Securities
Berhad which stipulates that each Director should have the • Sexual harassment;
character, experience, integrity, competence and time to • Criminal offences or breaches of law;
effectively discharge his/her role as a Director, taking into • Conflict of interest;
account the future needs and way forward for the Company.
• Other unethical conduct such as miscarriage of justice,
When carrying out the annual assessment, the BNRC would
deliberate concealment of any malpractice;
set out the criteria required for the Board in terms of the type
of experience and competency required for Board members • Breaches of the Company’s policy; and
to realise the Vision and Mission of the Company. The BNRC • Destruction of the Company’s assets.
would then determine if there are gaps within the Board, and
if need be, propose the appointment of new Directors with
the required skills set.
The Chairman of the Board is responsible for representing the Board to A self-assessment on independence was carried out by all the
the shareholders. The Chairman is responsible for ensuring the integrity Independent Directors, using the criteria of independence prescribed
and effectiveness of the governance process of the Board and consults under the MMLR of Bursa Securities. All the Independent Directors
the Board promptly over any matter that gives him a cause for concern. confirmed satisfaction of all the criteria of independence. The BNRC
The Chairman acts as a facilitator at Board meetings to ensure that reviewed the same and agreed that the Independent Directors are able
no Board member, whether executive or non-executive, dominates the to exercise independent and objective judgement in carrying out their
discussion. The Chairman also ensures that appropriate discussions duty as Independent Directors. This pronouncement was subsequently
take place and that relevant opinions among Board members are endorsed by the Board. All the Independent Non-Executive Directors also
forthcoming. The Chairman further ensures that discussions result in have not breached the nine-year tenure for Independent Directors, as
logical and understandable outcomes, which will lead to appropriate recommended under the MCCG 2012. The current ratio of Independent
and considered decisions by the Board. Director to Non-Independent Director on the Board is 56% : 44%.
The overall business and day-to-day operations of the Group is managed Brigadier General (K) Tan Sri Dato’ Sri (Dr) Haji Mohd Khamil bin Jamil,
by the GCEO who is not a Board member. The GCEO is accountable to Dato’ Sri Syed Faisal Albar bin Syed A.R. Albar and Datuk Mohamed
the Board for the overall organisation, management and staffing of Razeek bin Md Hussain Maricar are the nominee Directors of DRB-HICOM
the Group and for its procedures in financial and operational matters, Berhad (“DRB-HICOM”) on the Board of Pos Malaysia. DRB-HICOM is
including conduct and discipline. The authority limits of the GCEO are the Company’s single largest major shareholder. Dato’ Sri Dr. Mohmad
stipulated in the Company’s LOA duly approved by the Board. Isa bin Hussain who was appointed to the Board on 2 November 2015
represents the interests of the Company’s Special Shareholder i.e. the
Encik Azlan bin Shahrim (“Encik Azlan”) who is the Group Chief Operating Minister of Finance Incorporated.
Officer of the Company was appointed Covering GCEO on 4 February 2015
pending appointment of a new GCEO. Encik Azlan ceased as Covering Dato’ Ibrahim Mahaludin bin Puteh is the Senior Independent Non-
GCEO following the appointment of Dato’ Mohd Shukrie bin Mohd Salleh Executive Director of the Company, to whom concerns may be
(“Dato’ Shukrie”) as GCEO on 1 November 2015. The profile of Dato’ conveyed to by shareholders and/or members of the public. The
Shukrie and Encik Azlan are contained in this Annual Report. Senior Independent Non-Executive Director represents the interest of
minority shareholders and the general public by exercising independent
The five (5) Independent Non-Executive Directors of the Company judgement as well as promoting good governance practices within the
namely Dato’ Ibrahim Mahaludin bin Puteh, Datuk Puteh Rukiah binti Company and the Board.
Abd. Majid, Dato’ Abdul Hamid bin Sh Mohamed, Dato’ Eshah binti
Meor Suleiman and Mr. Lim Hwa Yu are independent from Management Board Meetings and Supply of Information to the Board
and are able to exercise independent judgement and participate
During the Period Under Review, eight (8) Board meetings were held. The
positively in all Board deliberations. They also play a pivotal role in the
Directors’ attendance at the meetings was as follows:-
provision of unbiased and independent views, advice and judgement
as well as safeguard the interests of other parties such as the minority No. of meetings
shareholders and other stakeholders. The Company adopts the tenure attended during
limit of nine-year for Independent Directors, as recommended under the the Period
MCCG 2012. The nine-year tenure can either be based on a consecutive Directors Under Review Percentage
service of nine years or a cumulative service of nine years with intervals. Brigadier General (K) Tan Sri Dato’ 8 out of 8 100%
Upon completion of the nine years, an Independent Director may Sri (Dr) Haji Mohd Khamil bin Jamil
continue to serve on the Board subject to re-designation as a Non-
Independent Director. The Board based on the assessment by the BNRC, Dato’ Ibrahim Mahaludin bin Puteh 8 out of 8 100%
may seek shareholders’ approval in a general meeting to retain the Dato’ Sri Syed Faisal Albar bin Syed 3 out of 3 100%
Independent Director who has reached the tenure limit to continue as A.R. Albar
Independent Director with justification. (Appointed w.e.f 14 January 2016)
Chairman before accepting any new Board appointment and to share If the retiring Directors are Independent Directors, the BNRC and the
with the Chairman the time commitment he/she is expected to make Board would also take into consideration the annual assessment on
with regard to the new appointment. independence carried out on the Independent Directors in relation to the
criteria of independence prescribed under the MMLR of Bursa Securities
As Pos Malaysia is licensed by Bank Negara Malaysia (“BNM”) under the and the nine-year tenure limit for Independent Directors.
Money Services Business Act 2011 (“MSBA”) for its remittance business,
BNM requires Pos Malaysia to immediately notify it after any new Dato’ Sri Syed Faisal Albar bin Syed A.R. Albar and Dato’ Sri Dr. Mohmad
appointment of Director and GCEO. All Directors and the GCEO are also Isa bin Hussain are retiring pursuant to Article 110(2) and Datuk Puteh
subject to the fulfillment of a “fit and proper” test as prescribed by BNM. Rukiah binti Abd. Majid and Dato’ Eshah binti Meor Suleiman are
retiring pursuant to Article 115 at the forthcoming AGM. These retiring
During the Period Under Review, Dato’ Sri Syed Faisal Albar bin Syed A.R. Directors who are eligible for re-election, are seeking re-election at the
Albar and Dato’ Sri Dr. Mohmad Isa bin Hussain were appointed Directors forthcoming AGM. The profile of these retiring Directors and seeking for
and Dato’ Mohd Shukrie bin Mohd Salleh was appointed GCEO of the re-election are disclosed in the Board of Directors’ profile contained in
Company. Dato’ Sri Dr. Mohmad Isa bin Hussain was nominated by the this Annual Report.
Company’s Special Shareholder i.e. the Minister of Finance Incorporated
to represent its interests in the Company. Their appointments were The BNRC and the Board had reviewed and recommended these retiring
tabled to the BNRC for review and recommendation to the Board for Directors who are eligible for re-election to the shareholders for approval
approval where the BNRC and the Board took into consideration their at the forthcoming AGM based on the annual assessment carried out
skills, knowledge, expertise, experience, professionalism, integrity on them in relation to the effectiveness and contribution of individual
and time commitment required by them in discharging their duties Director and annual assessment on independence for Independent
and responsibilities. All these new appointed Directors and GCEO had Directors as mentioned above.
declared their fulfillment of the “fit and proper” test as prescribed by
BNM. Board Effectiveness Assessment (“BEA”)
The BNRC is tasked under its Terms of Reference with carrying out
Re-election of Directors
the necessary evaluation of the effectiveness of the Board, Board
Article 110(2) of the Company Articles (“Article 110(2)”) requires any Committees and individual Directors on an annual basis. This
Director who is appointed to fill a casual vacancy or as an addition to the includes ensuring that the Board has the appropriate mix of skills and
existing Directors shall hold office only until the next following Annual experiences and discharges its duties effectively.
General Meeting (“AGM”), and shall then be eligible for re-election by
the shareholders. The evaluation on the effectiveness of the Board of Directors and Board
Committees is conducted through self-assessment methodologies
Article 115 of the Company Articles (“Article 115”) requires all Directors whereby two (2) sets of Questionnaires namely, the “Evaluation of the
to retire from office at least once in every three (3) years at the Effectiveness of the Board Questionnaire” and the “Evaluation of the
Company’s AGM and at least one-third of the Directors are subject to Effectiveness of the Board Committees Questionnaire” are given to all
retirement by rotation at each AGM where they are then eligible for re- members of the Board and the respective Board Committees for their
election by the shareholders. completion.
Directors who are retiring and seeking re-election would be tabled to the The criteria used in the assessment for the Board encompassed the
BNRC for review and recommendation to the Board for recommendation Board’s roles and responsibilities, mix of characteristics, experiences,
to the shareholders for approval on re-election of the retiring Directors. skills, conduct of meetings, participation and contribution of Board
When assessing the suitability of the Directors for re-election, the BNRC and members in meetings, Board diversity (including gender diversity)
the Board would take into consideration the requirements set out under and the overall performance of the Board. Whilst the criteria used in
Paragraph 2.20A of the MMLR of Bursa Securities namely the Directors’ the assessment for the Board Committees encompassed the roles
character, experience, integrity, competence and time to effectively and responsibilities, skills and competencies, conduct of meetings,
discharge his/her role as a Director through the annual assessment on the participation and contribution of the Board Committees’ members in
effectiveness and contribution of the individual Director. meetings and the overall performance of the Board Committees.
72 POS MALAYSIA BERHAD
For assessment of individual Director, each Director is required to carry out a self-assessment on his/her capability, expertise, competency,
experience, ethical standards and integrity. Each Director is also required to map his/her skills and experiences against the Company’s requirements
to determine the skills and trainings required by each Director (if necessary) for him/her to effectively discharge his/her duties and responsibilities as
Director.
The BNRC also carry out an assessment on the independence of each Independent Director in accordance with the criteria of independence as
stipulated under the MMLR of Bursa Securities in order to ensure that the Independent Directors are capable of exercising their duties and judgement
independently.
The abovementioned assessments of the Board, Board Committees and individual Directors as well as independence of Independent Directors were
undertaken for the Period Under Review. The results of the assessments as well as comments and suggestions made thereon were deliberated by the
BNRC and the necessary action plans for improvement were thereafter proposed for consideration and approval by the Board. Based on the results of
the assessment, generally, the overall performance of the Board and Board Committees for the Period Under Review was rated consistently good.
Directors’ Training
The Board recognises the importance of continuous training for the Directors to ensure they stay abreast of the latest developments and changes in
laws and regulations, business environment and challenges. The training also equips the Directors with the necessary knowledge and skills to enable
them to fulfill their responsibilities and to discharge their duties effectively.
All new Board members undergo an orientation programme to better understand the business of the Group and all the Directors have also attended
the Mandatory Accreditation Programme. During the BEA process, each Director is encouraged to state the areas of training which he/she wishes to
attend each year to enhance his/her current skill sets as Director.
Training programmes, forums and educational visits attended by the Directors during the Period Under Review were as follows:-
2. Dato’ Ibrahim Mahaludin bin Puteh • Audit, Internal Control and Fraud Detection Seminar for the Public and Private Sector
2015 – “Redefining & Optimising the new roles of internal auditors”
• Board Chairman Series : Leadership Excellence from the Chair
• Corporate Governance (“CG”) Breakfast Series : Future of Auditors Reporting – The
Game Changer for Boardroom
• The Company Secretary : Gatekeeper of Corporate Governance Organisational
Performance
• Board Brainstorming Session*
3. Dato’ Sri Syed Faisal Albar bin Syed A.R. Albar • Mentor & Mentee Programme
4. Datuk Mohamed Razeek bin Md Hussain • Lead the Change – Getting Women on Board
Maricar • Stewardship – For Long Term Sustainability
• Board Brainstorming Session*
• Mentor & Mentee Programme
ANNUAL REPORT 2016 73
CORPORATE GOVERNANCE STATEMENT
5. Datuk Puteh Rukiah binti Abd. Majid • Remuneration Reward Practices Seminar 2015
• Corporate Directors Advanced Programme 2015 ‘Financial Language in the Board
Room’
• Competing Priorities : Is Internal Audit and Audit Committee/Governance/Stakeholders
in Sync?
• 8th Annual Corporate Governance Summit
• Board Brainstorming Session*
6. Dato’ Eshah binti Meor Suleiman • Remuneration Reward Practices Seminar 2015
• Invest Malaysia 2015
• Lead the Change : Getting Women on Board
• Global Sustainability & Impact Investing Forum
• Audit, Internal Control and Fraud Detection Seminar for the Public and Private Sectors
2015
• Palm Oil Products Expanding the Current Bursa Malaysia Derivatives Portfolio
• Global Conference 2015 – Enterprise Risk Management : The Next Generation
• World Capital Symposium 2015
• National Seminar on Trans-Pacific Partner Agreement
• Board Brainstorming Session*
7. Dato’ Sri Dr. Mohmad Isa bin Hussain • Mandatory Accreditation Programme for Directors of Public Listed Companies
• Directors Forum : The Innovation Zone : Unleashing the Mindset
Note:-
(*) Board session organised by the Company during the Period Under Review.
3. Datuk Mohamed Razeek bin Md Hussain Maricar Further details of the BAC including its activities during the Period
(Non-Independent Non-Executive Director) Under Review are disclosed in the BAC Report contained in this
4. Datuk Puteh Rukiah binti Abd. Majid Annual Report.
(Independent Non-Executive Director)
(II) BNRC The activities undertaken by the BNRC during the Period Under
Review were as follows:-
The BNRC comprises four (4) Non-Executive Directors, three (3) of
whom are Independent Directors. The members are as follows:- 1. Reviewed and recommended the annual assessment on the
effectiveness of the Board of Directors, Board Committees and
1. Brigadier General (K) Tan Sri Dato’ Sri (Dr)
individual Director.
Haji Mohd Khamil bin Jamil
(Chairman/Non-Independent Non-Executive Chairman) 2. Reviewed and recommended the annual assessment on
independence of Independent Directors.
2. Dato’ Ibrahim Mahaludin bin Puteh
(Senior Independent Non-Executive Director) 3. Reviewed and recommended the re-election of Directors who
are due for retirement at the Annual General Meeting.
3. Datuk Puteh Rukiah binti Abd. Majid
(Independent Non-Executive Director) 4. Reviewed and recommended the new appointment of
Directors, GCEO and Chief Level Officers.
4. Dato’ Abdul Hamid bin Sh Mohamed
(Independent Non-Executive Director) 5. Reviewed and recommended the proposed payment of bonus
for the financial year 2014/2015 to employees.
The MCCG 2012 recommends that the Senior Independent Director
6. Reviewed and recommended the proposed payment of
of a company be the Chairman of the Nominating Committee. The
annual salary increment for the financial year 2015/2016 for
Board had considered and deliberated on the recommendation
executives.
and decided to retain the BNRC chairmanship as status-quo until
such time the two functions of the BNRC, namely nomination and 7. Reviewed and recommended the proposed Key Performance
remuneration, are separated. Moreover, the Terms of Reference of Indicators of Chief Level Officers for the financial year
the BNRC are already in line with the other best practices of the 2015/2016.
MCCG and duly adhered to by the BNRC. 8. Reviewed and recommended the performance rating of Chief
Level Officers for the financial year ended 31 March 2015.
The principal functions and duties of the BNRC are as follows:-
9. Reviewed and recommended the proposed change of
• Propose to the Board suitable candidates for appointment composition of Board Committees and proposed dissolution of
as Directors in the Group including membership and Executive Committee and revival of Management Committee.
chairmanship of Board Committees;
10. Reviewed and recommended the proposed movements
• Review on an annual basis the Board structure, size and
and appointments of Chief Level Executives in line with the
composition;
Proposed New Organisation Structure.
• Propose succession planning for the GCEO, Executive Directors
(if any) and Chief Level Officers of the Company; 11. Reviewed and recommended the proposed Key Performance
Indicator framework for the financial year 2016/2017.
• Assess on an annual basis the effectiveness of the Board as
a whole, the Board Committees and the contribution of each
(III) BTC
Director;
• Recommend to the Board the remuneration framework and The BTC comprises three (3) Non-Executive Directors, two (2) of
the remuneration package and terms of employment for the whom are Independent Directors. The members are as follows:-
GCEO and Chief Level Officers of the Company; 1. Dato’ Eshah binti Meor Suleiman
• Recommend to the Board for approval a set of KPIs for the (Chairperson/Independent Non-Executive Director)
GCEO and Chief Level Officers of the Company and assess their
2. Datuk Mohamed Razeek bin Md Hussain Maricar
respective performance against the KPIs; and
(Non-Independent Non-Executive Director)
• Review on an annual basis the terms of office and performance
3. Mr. Lim Hwa Yu (appointed on 17 November 2015)
of the BAC and each of the members for recommendation to
(Independent Non-Executive Director)
the Board.
• Review and approve the Company’s procurement policies • Deliberate, review and evaluate the existing compliance
and procedures including general evaluation criteria, anti- framework and to recommend measures for improvement by
corruption policy and codes of conduct and thereafter adopting the best practices.
recommend the said procurement policies and procedures to
the Board for approval; (V) EXCO (Dissolved on 17 November 2015)
• Oversee and monitor the overall implementation of the The EXCO comprises three (3) Non-Executive Directors as follows:-
Company’s Procurement Policy Guidelines and review the 1. Dato’ Ibrahim Mahaludin bin Puteh
efficiency and effectiveness of the Company’s procurement (Chairman/Senior Independent Non-Executive Director)
processes; and
2. Datuk Mohamed Razeek bin Md Hussain Maricar
• Review any related party transaction/recurrent related
(Non-Independent Non-Executive Director)
party transaction to be undertaken by the Company or
the Group which involves tender evaluation to ensure that 3. Dato’ Ahmad Fuaad bin Mohd Kenali
the appropriate tender evaluation is conducted by the (Non-Independent Non-Executive Director)
Management before submission to the BAC.
The principal functions and duties of the EXCO are as follows:-
(IV) BRMCC
• Recommend and execute the objectives and strategy for the
The BRMCC comprises three (3) Non-Executive Directors, all of Group in the development of its business, having regard to the
whom are Independent Directors. The members are as follows:- interests of its customers, employees and other stakeholders;
1. Dato’ Ibrahim Mahaludin bin Puteh • Review the operational performance of the Group against the
(Chairman/Senior Independent Non-Executive Director) objectives and strategy;
• Review the organisational structure of the business and
2. Dato’ Eshah binti Meor Suleiman
recommend material changes relating thereto;
(Independent Non-Executive Director)
• Establish and monitor the control and coordination of internal
3. Mr. Lim Hwa Yu controls and risk management throughout the business;
(Independent Non-Executive Director)
• Establish and monitor compliance with relevant legislation
and regulations;
The principal functions and duties of the BRMCC are as follows:-
• Examine all major investment and capital expenditures
• Provide oversight, guidance and direction to the Group’s risk proposals and the recommendation to the Board of those
management function and processes; which in the context of the business are matters reserved to
• Recommend the Group’s risk management policies, strategies the Board;
and risk tolerance levels, and any proposed changes thereto • Establish and maintain the provision of adequate
for the Board’s consideration and approval; management development and succession; and
• Evaluate the effectiveness of the Enterprise Risk Management • Develop and implement business policies.
framework, risk management processes and support system to
identify, assess, monitor and manage the Group’s key risks; The Terms of Reference of the Board Committees are accessible on the
• Review Management’s assessment of risk on a quarterly basis Company’s corporate website.
and provide quarterly updates to the Board;
ANNUAL REPORT 2016 77
CORPORATE GOVERNANCE STATEMENT
The Board through the BNRC ensures that the remuneration of the GCEO is fair to attract and retain the GCEO to manage the Group successfully.
The level and make-up of the remuneration are structured so as to link rewards with corporate and individual performance. The BNRC
determines the performance contracts and structures the rewards for the GCEO based on his performance against the Corporate KPIs set and
approved by the Board in the beginning of the financial year.
Meanwhile, the Board as a whole determines the fees payable to Non-Executive Directors based on the level of responsibilities undertaken
by the particular Non-Executive Director. Any increase in Directors’ fees shall be subject to shareholders’ approval at the Company’s AGM. The
Non-Executive Directors are paid meeting allowances for every Board and Board Committee meeting that they attend and the Company also
reimburses reasonable expenses incurred by the Directors in the course of their performance of duties as Directors.
The meeting allowance for BAC is fixed at RM2,500 per meeting while, the meeting allowance for the Board and other Board Committees as
well as general meeting are fixed at RM1,000 per meeting.
Details of the remuneration of the Directors of Pos Malaysia for the Period Under Review are as follows:-
The remuneration band of the Directors of Pos Malaysia for the Period Under Review are as shown below:-
Number of Directors
Range of Remuneration Executive Non-Executive
Below RM50,000 – 4*
RM50,001 – RM100,000 – 1*
RM100,001 – RM150,000 – 5
RM150,001 – RM200,000 – 2
* Includes the remuneration payable to the Non-Executive Directors who had resigned/ceased during the Period Under Review; namely Dato’ Sri
Che Khalib bin Mohamad Noh, Dato’ Fauziah binti Yaacob and Dato’ Ahmad Fuaad bin Mohd Kenali.
The Board remuneration review is carried out on a periodical basis of every three (3) years by the BNRC for recommendation to the Board to
reflect the complexity of the Company’s activities and added responsibility of the Board members. Remuneration of other companies of similar
industry and market capitalisation as the Company would be used as benchmarks in the review. The last Board remuneration review was
carried out in May 2015 and upon the recommendation of the BNRC, the Board decided to maintain the existing remuneration package of the
Board as the existing remuneration package are comparable with the remuneration offered by other companies of similar industry and market
capitalisation as the Company.
C. RELATIONSHIP AND COMMUNICATION WITH INVESTORS AND SHAREHOLDERS
The Board acknowledges the importance of communication with investors and other stakeholders. The Group has been communicating
with stakeholders and investors via quarterly financial reports, annual reports, announcements, circulars and press releases. In addition, the
Company conducts briefings and dialogues with financial analysts via Investors’ Briefings on a quarterly basis to keep investors informed of the
Group’s activities and developments.
The Company’s corporate website, www.pos.com.my, also provides an avenue for keeping the general public updated on the activities of the
Group. The website is a source of information on the Group’s financial results, services and products, annual reports, press releases, events,
newsletters, media highlights and other relevant information. There is a dedicated channel on Investor Relations as stated in the Annual Report
and the corporate website where any inquiry from the investors or stakeholders may be channelled. Any query on Investor Relations matters
may be conveyed to:-
The Company’s general meetings serve as the principal forum The Board has the overall responsibility for establishing
for communicating with the shareholders of the Company. At and maintaining a sound risk management framework and
these meetings, shareholders have direct access to the Directors system of internal control to provide reasonable assurance of
and are given ample opportunity and time to raise questions or the effectiveness of the Group’s business operations and risk
seek further information from the Directors regarding the Group’s management to safeguard shareholders’ investments and the
activities, financial performance and prospects as well as raise Group’s assets.
any issues of concern regarding the Group. Besides the Directors,
the Senior Management and the Company’s external auditors A dedicated Risk Management Department and Risk Management
are present at the general meetings to take questions from the Committee at the Management level are entrusted to look into risk
shareholders. management matters of the Group while the BRMCC oversees risk
management and compliance matters at the Group level.
Prior to the tabling of proposed resolutions at a general meeting,
the shareholders are presented with a summary of the Group’s As for matter on internal controls, the BAC has a responsibility
performance in respect of the financial year under review. to assess the quality and effectiveness of the systems of internal
control and efficiency of the Group operations. The BAC also
Effective 1 July 2016, voting on resolutions at general meetings evaluates the processes which the Group has in place for assessing
is by way of poll in line with the latest amendments to the MMLR and continuously improving internal controls. The Group’s
of Bursa Securities for the purpose of strengthening corporate Statement on Internal Control and Risk Management which is in
governance practices. line with the new guideline on Statement on Risk Management and
Internal Control : Guidelines for Directors of Listed Issuers issued by
D. ACCOUNTABILITY AND AUDIT Bursa Securities is reported separately in this Annual Report.
Financial Reporting
Compliance
The Company’s financial statements are drawn up in accordance
Pos Malaysia is licensed under the Postal Services Act 1991
with the provisions of the Companies Act, and applicable approved
(“Postal Act”) to carry out postal services in Malaysia. By being the
accounting standards for entities other than private entities issued
national postal operator, apart from being subject to the provisions
by the Malaysian Accounting Standards Board. In presenting the
of the Postal Services Act 2012 (“PSA”) and its subsidiary
annual financial statements and quarterly announcements of
legislations, Pos Malaysia is also subject to compliance with other
results to the shareholders, the Board aims to present a balanced
rules and regulations made under the Universal Postal Union
and clear assessment of the Group’s position and prospects. In
Conventions at the international level.
this regard, the Board also ensures that the Group uses acceptable
accounting policies for its financial statements, consistently
For being licensed under the MSBA for its remittance business, Pos
applied and supported by reasonable and prudent judgement and
Malaysia is subject to the provisions of the MSBA and other rules,
estimates.
regulations, guidelines and circulars of BNM in relation thereof.
Besides the MSBA, Pos Malaysia is also subject to compliance with
The BAC assists the Board by first reviewing the financial
the Anti-Money Laundering, Anti-Terrorism Financing and Proceeds
statements to ensure its completeness, accuracy and validity
of Unlawful Activities Act 2001 (“AMLATFPUAA”).
prior to adoption of the statements by the Board and subsequent
release to Bursa Securities.
The Company Secretary assists the Board in ensuring compliance
by the Company of the Companies Act, MMLR of Bursa Securities,
The Directors’ Responsibility Statement in respect of the Audited
Capital Market Services Act 2007 and other applicable securities
Financial Statement as required under Paragraph 15.26(a) of the
laws, rules and regulations. The Board is apprised of the latest
MMLR of Bursa Securities is contained in this Annual Report.
amendments to these laws, rules and regulations from time to
ERM FRAMEWORK
Establish the
Identify Risk Analyse Risk Evaluate Risk Risk Response
Context
• Establish the Context - define the objectives and their exposure in both internal and external environment.
• Risk Identification - identify and define specific risks and their sources.
• Risk Analysis - analyse the causes of risks, impact and likelihood of occurrence.
• Risk Response - implement risk mitigation plans via the following options:
• Risk Monitoring & Reviewing - monitor risk status continuously and review them periodically.
• Risk Communication & Consultation - communicate and consult risk information across organisation.
Board Risk Management and Compliance Committee (“BRMCC”) • Deliberate, review and evaluate the existing compliance framework
and to recommend measures for improvement by adopting the best
The Board has established the BRMCC comprising entirely of
practices; and
Independent Directors which reflects the Group’s heightened emphasis
on risk management and compliance to protect shareholders’ interests. • Perform any other roles and responsibilities as may be required
The BRMCC composition and its terms of reference are as follows: by the Board from time to time and/or which are related to the
objectives of the Committee.
Chairman:
• Dato’ Ibrahim Mahaludin bin Puteh During the period under review, the BRMCC had its quarterly meetings to
deliberate on key risks and mitigation plans to ensure risks are properly
Members: managed and mitigated as well as to safeguard shareholders’ interests.
• Dato’ Eshah binti Meor Suleiman
The composition of the RMC and its terms of reference are as follows:
Terms of reference:
Chairman:
• Provide oversight, guidance and direction to the Group’s risk • Group Chief Executive Officer
management functions and processes;
• Review Management’s assessment of risk on a quarterly basis and • Head Risk Management
provide quarterly updates to the Board;
Terms of reference:
• Enquire Management and the independent auditor about the
exposure to such risks in relation to significant business, political, • Formulate and monitor the implementation of enterprise risk
financial and control risks; management (“ERM”) framework which includes policies, processes,
and programmes;
• Assess the steps/actions Management has implemented or wish to
implement to manage and mitigate identifiable risk, including the • Formulate risk appetite, key risk indicators and its threshold, and the
use of hedging and insurance; required management action plans to mitigate the identified risks;
• Deliberate on compliance related matters of the Group and review • Ensure quarterly risk report is submitted accurately and in a timely
the effectiveness of systems for monitoring compliance with laws manner to the BRMCC and Board of Directors; and
and regulations; • Formulate and oversee business continuity management (“BCM”)
• Review findings, material issues or non-compliances highlighted by framework which includes policies, processes, structures, and
the regulatory authorities in relation to the regulated businesses of programs to ensure the effectiveness of BCM practices in the Group.
the Group;
84 POS MALAYSIA BERHAD
The RMC is supported by the Risk Management Department (“RMD”) • Defined operating policies and procedures, which incorporate
in monitoring, analysing and reporting the risks identified enterprise- regulatory and internal requirements, are prescribed in the Standard
wide. The RMD serves as the facilitator and work with the risk owners in Operating Policy and Procedure (“SOPP”). The documents are
managing risks within the Group. updated as and when necessary to meet continually changing
operational needs;
SYSTEM OF INTERNAL CONTROL
• Defined level of authorities and lines of responsibilities from business
The key elements of the Group’s internal control systems are described units and departments up to the Board level to ensure accountability
below: for risk management and control activities;
• The Board Committees, namely the BAC, BRMCC, Board Nomination • Training and development programmes are established to ensure
and Remuneration Committee as well as Board Tender Committee, that staff are kept up to date with the necessary competencies
were established by the Board to assist the Board in the execution to carry out their responsibilities towards achieving the Group’s
of its responsibilities to provide oversight on the effectiveness of the objectives; and
Group’s operations;
• The Board meets at least quarterly to review the Group’s operational
• The BAC, comprising three Independent Non-Executive Directors and and financial performance against approved budgets, approves
one Non-Independent Non-Executive Director, provides oversight the quarterly report to Bursa Malaysia Securities Berhad (“Bursa
of the internal and external audit processes. The BAC together with Securities”) and deliberates on issues that require the Board’s
the IAD provides assessments based on the approved audit plan on approval. In addition, the Board is also updated on the changes in
the adequacy, efficiency and effectiveness of the Group’s internal the business environment following the 5 Year Strategic Initiative
control system. The IAD adopts a risk and strategy based approach in that may adversely affect business performance and the relevant
formulating the annual audit plan and aligns its activities to the key actions taken.
risks identified across the Group. The IAD recommends improvements
where necessary; The monitoring, review and reporting arrangements in place give
reasonable assurance that the structure of controls and its operations
• The BAC reviews the engagement of the external auditors, their
are appropriate to the Group’s operations and that risks are at an
scope, approach in the conduct of the audit examination and reports
acceptable level throughout the Group. However, the arrangements do
on the financial statement of the Group. The BAC meets with the
not eliminate the possibility of human error or deliberate circumvention
external auditors at least once a year without the presence of
of control procedures by employees.
Management. Please refer to page 96 to 97 for details of activities in
the Audit Committee Report;
The Board believes that the development of the system of internal
• The roles and responsibilities of the Board of Directors, BRMCC, control is an ongoing process and has taken steps throughout the year to
RMC, Business, Operations, and support functions in respect of Risk improve its internal control system and will continue to do so.
Management are defined in the Risk Management Policy;
MONITORING AND REVIEW OF THE ADEQUACY AND INTEGRITY OF ASSURANCE TO THE BOARD
THE SYSTEM OF INTERNAL CONTROL
The Statement on Risk Management and Internal Control has been
The processes adopted to monitor and review the adequacy and prepared in compliance with the MMLR and the Statement on Risk
integrity of the system of internal control include the following: Management and Internal Control – Guidance for Directors of Listed
Issuer 2012 (“Guidance 2012”). To the best of the Board’s knowledge,
• The financial statements and the Group’s performance are reviewed
there were no material losses incurred during the period under review
quarterly by the BAC, which subsequently recommends these to the
as a result of weaknesses in internal control. Management continues
Board for their consideration and approval;
to take measures to improve and strengthen the internal control
• The examination of business processes and state of internal control environment. The Board has received assurances from the Group Chief
are conducted by the IAD. The IAD adopts a risk and strategy based Executive Officer and Chief Financial Officer of the Group that the risk
approach in formulating the annual audit plan. The IAD aligns its management and internal control systems are operating adequately and
activities to the key risks identified across the Group. This plan is effectively in all material aspects based on the risk management and
reviewed and approved by the BAC; internal control systems of the Group.
• The reports on the review are submitted and presented to the
BAC on a quarterly basis. Effective monitoring and tracking For the financial year under review, the Board is of the opinion that
of audit issues are in place through deliberations in the BAC the system of risk management and internal control processes are
meetings to ensure the issues are resolved in a timely manner and adequate and sound to provide reasonable assurance in safeguarding
recommendation implemented effectively; and shareholders’ investments, the Group’s assets and other stakeholders’
interests as well as to address key risks impacting the business
• Management action plans for the audit issues raised are tracked by operations of Pos Malaysia Berhad.
means of a system which is accessible by the representatives of all
departments, subsidiaries and also the Leadership Team. The status REVIEW OF THIS STATEMENT
of the management action plans are presented at the BAC meetings.
Follow-up reviews on the audit issues are also conducted by the IAD The external auditors have reviewed this Statement on Risk
to ensure effectiveness of the implemented action plans. Management and Internal Control pursuant to the scope set out in
Recommended Practice Guide (“RPG”) 5 (Revised 2015), Guidance
The monitoring, review and reporting arrangements in place to provide for Auditors on Engagements to Report on the Statement on Risk
reasonable assurance that the structure of controls and its operations Management and Internal Control included in the Annual Report issued
are appropriate to the Group’s operations and those risks are at an by the Malaysian Institute of Accountants (“MIA”) for inclusion in the
acceptable level throughout the Group’s business. annual report of the Group for the year ended 31 March 2016, and
reported to the Board that nothing has come to their attention that
cause them to believe that the statement intended to be included in the
annual report of the Group, in all material respects:
b) is factually inaccurate.
In preparing the financial statements of the Company and the Group for the financial year ended 31 March 2016, the Directors are satisfied that the
Company and the Group have used appropriate accounting policies, consistently applied and supported by reasonable and prudent judgements and
estimates. The Directors are also satisfied that all applicable approved accounting standards for entities other than private entities issued by the
Malaysian Accounting Standards Board and the provisions of the Companies Act, 1965 have been complied with.
The Directors are responsible for ensuring that the Company and companies within the Group keep accounting records which disclose with reasonable
accuracy the financial position of the Company and of the Group. In addition, the Directors are responsible for taking such steps as are reasonably
available to them to safeguard the assets of the Group as well as to prevent and detect fraud and other irregularities.
(This Statement is made in accordance with a resolution of the Board of Directors dated 28 June 2016)
During the financial year ended 31 March 2016, there was no Save for the following contracts, there were no other material
proceed raised by the Company from any corporate proposal. contracts entered into by the Company and its subsidiaries
involving the Directors’ and/or major shareholders’ interests, still
2. SHARE BUY-BACK subsisting at the end of the financial year ended 31 March 2016
or, if not then subsisting, entered into since the end of the previous
During the financial year ended 31 March 2016, the Company did
financial year:-
not undertake any share buy-back permitted by Section 67A of the
Companies Act, 1965. (i) a conditional Share Sale Agreement dated 14 March 2016 with
HICOM Holdings Berhad (“HICOM Holdings”) for the proposed
3. OPTIONS, WARRANTS OR CONVERTIBLE SECURITIES acquisition of the entire issued and paid-up share capital of
KL Airport Services Sdn Bhd (“KLAS”), comprising 88,328,527
During the financial year ended 31 March 2016, the Company did
ordinary shares of RM1.00 each in KLAS (“KLAS Shares”),
not issue or exercise any options, warrants or convertible securities.
35,300,000 redeemable convertible preference shares of
RM1.00 each in KLAS (“KLAS RCPS”) and such number of new
4. DEPOSITORY RECEIPT PROGRAMME
KLAS Shares to be issued by KLAS to HICOM Holdings pursuant
During the financial year ended 31 March 2016, the Company did to the capitalisation of KLAS Loan Facility and capitalisation
not sponsor any Depository Receipt Programme. of amount owing to DRB-HICOM, for a total purchase
consideration of RM749.35 million; and
5. SANCTIONS AND/OR PENALTIES
(ii) a conditional Sale and Purchase Agreement dated
During the financial year ended 31 March 2016, there were no 14 March 2016 with HICOM Indungan Sdn Bhd and HICOM
sanctions and/or penalties imposed on the Company and its Engineering Sdn Bhd, an indirect wholly-owned subsidiary of
subsidiaries, directors or management by the relevant regulatory DRB-HICOM, for the proposed acquisition of part of a parcel of
bodies. freehold industrial land held under GRN 311546 Lot 62010,
Pekan HICOM, District of Petaling, State of Selangor Darul
6. VARIATION IN RESULTS Ehsan located along Jalan Jijan 28/35, Section 28, 40400
There is no variance in the Company’s audited financial results Shah Alam measuring 9.912 acres for a purchase consideration
for the financial year ended 31 March 2016 from the unaudited of RM69 million.
results as previously announced. The Company has not released or
announced any estimated profit, financial forecast and projection in (Items (i) and (ii) to be collectively referred to as the “Proposed
the financial year ended 31 March 2016. Acquisitions”)
The following particulars in relation to the audit and non-audit services rendered by the Company’s auditors to the Company or its subsidiaries
for the financial year ended 31 March 2016:-
Company Group
Audit Fees (RM) 310,000 534,000
Non-Audit Fees (RM) 411,000 496,000
Total (RM) 721,000 1,030,000
The nature of the services rendered for the non-audit fees incurred are tax consultation services, review of interim quarterly results, review of
the Statement of Risk Management and Internal Control, review of Statement of Realised and Unrealised Profit, and Reporting Accountant for
corporate exercise.
The aggregate value of transactions conducted during the financial year ended 31 March 2016 pursuant to the shareholder mandate on
recurrent related party transactions of a revenue or trading nature obtained at the Company’s 23rd Annual General Meeting held on
8 September 2015 was RM34,138,845.42 representing 3% of the Group net assets which is above the threshold prescribed under
Paragraph 10.09(1) of the Listing Requirements of Bursa Malaysia Securities Berhad. The breakdown of the aggregate value of transactions
conducted during the financial year ended 31 March 2016 pursuant thereto are as follows:-
Notes:-
* DRB-HICOM Berhad (“DRB-HICOM”) is a major shareholder of Pos Malaysia Berhad (“Pos Malaysia”).
# YBhg. Tan Sri Dato’ Seri Syed Mokhtar Shah bin Syed Nor (“TSSM”) is an indirect major shareholder of Pos Malaysia and DRB-HICOM.
ANNUAL REPORT 2016 93
AUDIT COMMITTEE REPORT
The Board of Directors (“the Board”) of Pos Malaysia Berhad The Management of Internal Audit Department (“IAD”)
(“Pos Malaysia”) is pleased to present the Board Audit Committee attended all the BAC meetings and presented the results of
(“BAC”) Report for the financial year ended (“FYE”) 31 March 2016. internal audits conducted to the BAC. Other than the results
of internal audits, IAD also presented the progress of audit
1.0 COMPOSITION AND ATTENDANCE AT MEETINGS activities, status of audit issues and action plans, internal audit
plan as well as audit staff strength. The external auditors were
1.1 COMPOSITION
also invited to attend the BAC meetings to present the audit
During FYE 31 March 2016, ten (10) BAC meetings were scope and plan, and the auditors’ report on the audited annual
held. The composition of the BAC members as well as their financial statements. Private session between the BAC and the
attendance at the meetings is set out below:- external auditors without the presence of the Management is
Status of Attendance held at least once every year.
Director Directorship at Meetings
All issues discussed and deliberated during the BAC meetings
1) YBhg Dato’ Abdul Hamid Independent 9 out of 10
were minuted by the Company Secretary who is also the
bin Sh Mohamed Non-
secretary to the BAC. Any matters of significant concern raised
Chairman of the BAC Executive
by the internal and external auditors were duly conveyed by
Director the BAC to the Board.
2) YBhg Dato’ Ibrahim Senior 10 out of 10
Mahaludin bin Puteh Independent 2.0 TERMS OF REFERENCE OF BAC
Member of the BAC Non-
The Terms of Reference of the BAC are in line with the MMLR of
Executive
Bursa Securities and the Malaysian Code on Corporate Governance
Director
2012 (“the Code”). The Terms of Reference of the BAC are as
3) YBhg Datuk Mohamed Non- 8 out of 10 follows:-
Razeek bin Md Hussain Independent
Maricar Non- 2.1 COMPOSITION OF BAC
Member of the BAC Executive The BAC shall be appointed by the Board upon recommendation
Director of the Board Nomination and Remuneration Committee which
meets the following requirements:-
4) YBhg Datuk Puteh Independent 10 out of 10
Rukiah binti Abd. Majid Non- • The BAC shall consist of not less than three (3) members;
Member of the BAC Executive
• All members of the BAC must be Non-Executive Directors,
Director
with a majority of them being Independent Directors as
YBhg Dato’ Abdul Hamid bin Sh Mohamed is a Fellow of the defined under the MMLR of Bursa Securities;
Association of Chartered Certified Accountants. In this respect, • At least one (1) member of the BAC must meet the criteria
the BAC is in compliance with Paragraph 15.09(1)(c), of the set by the MMLR of Bursa Securities as follows:-
Main Markets Listing Requirement of Bursa Malaysia Securities
a. Must be a member of the Malaysian Institute of
Berhad (“MMLR of Bursa Securities”).
Accountants; or
a. Have knowledge of the industries in which the Group • Have direct communication channels with the external
operates; and auditors and person(s) carrying out the internal audit
function or activity for the Group; and
b. Have the ability to understand key business and
financial risks as well as related controls and control • Be able to engage independent professional advisers or
processes; other advisers and to secure attendance of other third
parties with relevant experience and expertise, if it
• All members of the BAC shall also be financially literate considers necessary.
i.e. have the ability to read and understand fundamental
financial statements, including a Company’s statement Notwithstanding anything to the contrary, the BAC does
of financial position, statement of profit or loss and other not have executive powers and shall report to the Board on
comprehensive income, statement of cash flow and key matters considered and its recommendation thereon, relating
performance indicators. to the Group and the Company.
• To review the systems of internal controls with the • Any other functions as may be agreed to by the BAC and
auditors. the Board; and
• To assess the performance of the external auditors The key activities carried out by the BAC during the FYE 31 March 2016
and make recommendations to the Board on their comprised of the following:-
appointment and removal;
3.1 FINANCIAL REPORTING
• To recommend the nomination of external auditors, Reviewed quarterly and annual financial results of the
their audit fees and resignation or dismissal of external Group and the Company prior to submission to the Board for
auditors and thereafter, report the same to the Board; approval. Details on sequence of reviews conducted are as
• To review the quarterly and annual financial statements follows:-
of the Group and the Company focusing on the matters a. Reviewed the fourth quarter unaudited financial results for
set out below, and thereafter submit the same to the FYE 31 March 2015 at meeting on 20 May 2015;
Board:-
b. Reviewed the annual audited financial statement for
• Any changes in or implementation of major FYE 31 March 2015 at meeting on 23 June 2015; and
accounting policies and practices; c. Reviewed the unaudited quarterly financial results for the
• Major judgemental areas, significant and unusual first, second and third quarters for FYE 31 March 2015 at
events; meetings on 18 August 2015, 16 November 2015 and
18 February 2016 respectively.
• Significant adjustments arising from the audit;
• Going concern assumption; and The review was to ensure that the financial reporting and
disclosure were in compliance with:-
• Compliance with Accounting Standards and
regulatory requirements. a. Provisions of the Companies Act 1965;
b. MMLR of Bursa Securities;
• To discuss problems and reservations arising from the
interim and final audits and any matter the external c. Applicable approved accounting standards in Malaysia;
auditors may wish to discuss. d. Other legal and regulatory requirements; and
e. In the review of the annual audited financial statements,
the BAC discussed with the Management and the external
auditors, the accounting principles and standards that were
applied and their judgement of the items that may affect
the financial statements.
Annually, the IAD prepares a Risk-Based Audit Plan and The total amount spent for the internal audit function at
presents to the BAC for approval. In view of the scarcity of Pos Malaysia in respect of FYE 31 March 2016 was
resources, the Risk-Based Audit Plan gives priority and focuses RM3.3 million covering mainly salaries and incidental costs
on the Company’s top risks identified by the Management. such as travelling and training.
The audit scope includes performing audit reviews at Strategic The BAC approves the IAD’s annual audit plan, financial
Business Units, States Management Offices, Support Services budget and manpower requirements to ensure the function is
Departments and subsidiaries. The audit covers the reviews on:- adequately resourced with competent and proficient internal
auditors.
a. The adequacy of internal controls;
PRINCIPAL ACTIVITIES
The principal activities of the Company during the financial year are to provide postal and its related services which include receiving and dispatching
of postal articles, postal financial services, dealing in philatelic products and sale of postage stamps.
The principal activities of the subsidiaries are stated in Note 13 to the financial statements.
There has been no significant change in the nature of these activities during the financial year.
FINANCIAL RESULTS
Group Company
RM’000 RM’000
Net profit for the financial year 63,093 46,496
There were no material transfers to or from reserves and provisions during the financial year under review except as disclosed in the financial
statements.
DIVIDENDS
Since the end of the previous financial year, the Company paid a first and final single tier dividend of 13.1 sen per ordinary share totalling
RM70,350,000 in respect of the financial year ended 31 March 2015 on 7 October 2015.
The first and final single tier dividend recommended by the Directors in respect of the financial year ended 31 March 2016 is 11.7 sen per ordinary
share totalling RM63,000,000 subject to the approval of the shareholders at the forthcoming Annual General Meeting.
The Directors who held office during the financial year since the date of the last report are as follows:
Brig. Gen. (K) Tan Sri Dato’ Sri (Dr) Haji Mohd Khamil bin Jamil (Chairman)
Dato’ Ibrahim Mahaludin bin Puteh
Datuk Mohamed Razeek bin Md Hussain Maricar
Datuk Puteh Rukiah binti Abd. Majid
Dato’ Eshah binti Meor Suleiman
Dato’ Abdul Hamid bin Sh Mohamed
Lim Hwa Yu
Dato’ Sri Dr. Mohmad Isa bin Hussain (appointed on 2 November 2015)
Dato’ Sri Syed Faisal Albar bin Syed A.R. Albar (appointed on 14 January 2016)
Dato’ Ahmad Fuaad bin Mohd Kenali (resigned on 29 March 2016)
Dato’ Fauziah binti Yaacob (resigned on 29 July 2015)
Dato’ Sri Che Khalib bin Mohamad Noh (resigned on 6 April 2015)
DIRECTORS’ INTERESTS
According to the Register of Directors’ Shareholdings, particulars of the interests and the deemed interest of a Director who held office at the end of
the financial year, in the shares of the Company was as follows:
Other than as disclosed above, according to the Register of Directors, none of the other Directors in office at the end of the financial year held any
interest in the shares of the Company and of its related corporations during the financial year.
DIRECTORS’ BENEFITS
During and at the end of the financial year, no arrangements subsisted to which the Company is a party, being arrangements with the object or
objects 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.
Since the end of the previous financial year, no Director has received nor become entitled to receive a benefit (other than emoluments disclosed in
Note 6 to 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.
ISSUE OF SHARES
There were no changes in the authorised, issued and paid-up capital of the Company during the financial year.
No options were granted to any person to take up unissued shares of the Company during the financial year.
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.
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, the financial performance of the Group and of the Company for the financial year ended 31 March 2016 have 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.
SIGNIFICANT EVENT
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:
Brig. Gen. (K) Tan Sri Dato’ Sri (Dr) Haji Mohd Khamil bin Jamil
Kuala Lumpur,
Date: 28 June 2016
Group Company
2016 2015 2016 2015
Note RM’000 RM’000 RM’000 RM’000
Basic and diluted earnings per ordinary share (sen) 8 11.7 23.7
The notes on pages 110 to 174 are an integral part of these financial statements.
104 POS MALAYSIA BERHAD
STATEMENTS OF
FINANCIAL POSITION
as at 31 March 2016
Group Company
2016 2015 2016 2015
Note RM’000 RM’000 RM’000 RM’000
Assets
Property, plant and equipment 10 665,193 656,126 573,059 561,732
Investment properties 11 31,100 31,100 – –
Goodwill 12 4,630 4,630 – –
Investments in subsidiaries 13 – – 162,854 50,180
Investments in associates 14 – – – –
Other investments 16 – 84,398 – 84,558
Total equity
1,115,596 1,122,853 960,049 983,903
Liabilities
Deferred tax liabilities 20 36,169 45,774 36,087 45,220
Total liabilities
753,150 557,727 685,353 523,527
The notes on pages 110 to 174 are an integral part of these financial statements.
ANNUAL REPORT 2016 105
STATEMENTS OF
CHANGES IN EQUITY
for the financial year ended 31 March 2016
At 31 March 2016
268,513 385 1,144 845,554 1,115,596
* Share capital includes the Special Rights Redeemable Preference Share of RM1.00. Refer to Note 19(a) of the financial statements for details of
the terms and rights attached to the Special Rights Redeemable Preference Share.
* Share capital includes the Special Rights Redeemable Preference Share of RM1.00. Refer to Note 19(a) of the financial statements for details of
the terms and rights attached to the Special Rights Redeemable Preference Share.
The notes on pages 110 to 174 are an integral part of these financial statements.
ANNUAL REPORT 2016 107
STATEMENTS OF
CASH FLOWS
for the financial year ended 31 March 2016
Group Company
2016 2015 2016 2015
Note RM’000 RM’000 RM’000 RM’000
Operating profit before changes in working capital 185,144 257,389 157,371 242,115
Change in inventories (286) 2,188 (846) 990
Change in trade and other receivables, prepayments and
other assets (70,794) (60,214) (38,768) 4,326
Change in trade and other payables 176,782 (22,193) 192,035 (16,204)
Net increase/(decrease) in cash and cash equivalents 130,947 6,463 107,546 (19,551)
Cash and cash equivalents at 1 April (i) 445,726 439,263 252,128 271,679
Cash and cash equivalents included in the statements of cash flows comprise the following statements of financial position amounts:
Group Company
2016 2015 2016 2015
Note RM’000 RM’000 RM’000 RM’000
The notes on pages 110 to 174 are an integral part of these financial statements.
ANNUAL REPORT 2016 109
NOTES TO THE
FINANCIAL STATEMENTS
Pos Malaysia Berhad is a public limited liability company, incorporated and domiciled in Malaysia and is listed on the Main Market of Bursa Malaysia
Securities Berhad. The address of the registered office and principal place of business of the Company is as follows:
The consolidated financial statements of the Company as at and for the financial year ended 31 March 2016 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 associates. The financial
statements of the Company as at and for the financial year ended 31 March 2016 do not include other entities.
The principal activities of the Company during the financial year are to provide postal and its related services which include receiving and dispatching
of postal articles, postal financial services, dealing in philatelic products and sale of postage stamps. The principal activities of the subsidiaries are
stated in Note 13 to the financial statements.
There has been no significant change in the nature of these activities during the financial year.
These financial statements were authorised for issue by the Board of Directors on 28 June 2016.
1. BASIS OF PREPARATION
The financial statements of the Group and of 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.
The following are accounting standards, amendments and interpretations that have been issued by the Malaysian Accounting Standards
Board (“MASB”) but have not been adopted by the Group and the Company:
MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1 January 2016
• MFRS 14, Regulatory Deferral Accounts
• Amendments to MFRS 5, Non-current Assets Held for Sale and Discontinued Operations (Annual Improvements 2012-2014 Cycle)
• Amendments to MFRS 7, Financial Instruments: Disclosures (Annual Improvements 2012-2014 Cycle)
• Amendments to MFRS 10, Consolidated Financial Statements, MFRS 12, Disclosure of Interests in Other Entities and MFRS 128,
Investments in Associates and Joint Ventures – Investment Entities: Applying the Consolidation Exception
• Amendments to MFRS 11, Joint Arrangements – Accounting for Acquisitions of Interests in Joint Operations
• Amendments to MFRS 101, Presentation of Financial Statements – Disclosure Initiative
• Amendments to MFRS 116, Property, Plant and Equipment and MFRS 138, Intangible Assets – Clarification of Acceptable Methods
of Depreciation and Amortisation
• Amendments to MFRS 116, Property, Plant and Equipment and MFRS 141, Agriculture – Agriculture: Bearer Plants
• Amendments to MFRS 119, Employee Benefits (Annual Improvements 2012-2014 Cycle)
• Amendments to MFRS 127, Separate Financial Statements – Equity Method in Separate Financial Statements
• Amendments to MFRS 134, Interim Financial Reporting (Annual Improvements 2012-2014 Cycle)
MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1 January 2017
• Amendments to MFRS 107, Statement of Cash Flows – Disclosure Initiative
• Amendments to MFRS 112, Income Taxes – Recognition of Deferred Tax Assets for Unrealised Losses
MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1 January 2018
• MFRS 9, Financial Instruments (2014)
• MFRS 15, Revenue from Contracts with Customers
MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1 January 2019
• MFRS 16, Leases
The Group and the Company plan to apply the abovementioned accounting standards, amendments and interpretations:
• from the annual period beginning on 1 April 2016 for those accounting standards, amendments or interpretations that are effective
for annual periods beginning on or after 1 January 2016, except for Amendments to MFRS 5, Amendments to MFRS 11, MFRS 14
and Amendments to MFRS 141 which are not applicable to the Group and Company.
• from the annual period beginning on 1 April 2017 for those amendments that are effective for annual periods beginning on or after
1 January 2017.
• from the annual period beginning on 1 April 2018 for those accounting standards that are effective for annual periods beginning on
or after 1 January 2018.
• from the annual period beginning on 1 April 2019 for the accounting standard that is effective for annual periods beginning on or
after 1 January 2019.
The initial application of the accounting standards, amendments or interpretations are not expected to have any material financial impact
to the current period and prior period financial statements of the Group and Company except as mentioned below:
MFRS 15 replaces the guidance in MFRS 111, Construction Contracts, MFRS 118, Revenue, IC Interpretation 13, Customer Loyalty
Programmes, IC Interpretation 15, Agreements for Construction of Real Estate, IC Interpretation 18, Transfers of Assets from Customers
and IC Interpretation 131, Revenue - Barter Transactions Involving Advertising Services.
The Group is currently assessing the financial impact that may arise from the adoption of MFRS 15.
MFRS 9 replaces the guidance in MFRS 139, Financial Instruments: Recognition and Measurement on the classification and measurement
of financial assets and financial liabilities, and on hedge accounting.
The Group is currently assessing the financial impact that may arise from the adoption of MFRS 9.
MFRS 16 replaces the guidance in MFRS 117, Leases, IC Interpretation 4, Determining whether an Arrangement contains a Lease,
IC Interpretation 115, Operating Leases – Incentives and IC Interpretation 127, Evaluating the Substance of Transactions Involving the
Legal Form of a Lease.
The Group is currently assessing the financial impact that may arise from the adoption of MFRS 16.
The financial statements have been prepared on the historical cost basis other than as disclosed in Note 2.
These financial statements are presented in Ringgit Malaysia (“RM”), which is the Company’s functional currency. All financial information
presented in RM has been rounded to the nearest thousand, unless otherwise stated.
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 ongoing basis. Revisions to accounting estimates are recognised in the period
in which the estimates are revised and in any future periods affected.
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 Note 11 - Valuation of investment properties.
The accounting policies set out below have been applied consistently to the periods presented in these financial statements and have been
applied consistently by Group entities, unless otherwise stated.
a) Basis of consolidation
(i) Subsidiaries
Subsidiaries are entities, including structured 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.
The Group controls an entity when it is exposed, or has rights, to variable returns from its involvement with the entity and has the
ability to affect those returns through its power over the entity. Potential voting rights are considered when assessing control only
when such rights are substantive. The Group also considers it has de facto power over an investee when, despite not having the
majority of voting rights, it has the current ability to direct the activities of the investee that significantly affect the investee’s return.
Investments in subsidiaries are 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. The cost of investments includes transaction costs.
Business combinations are accounted for using the acquisition method from the acquisition date, which is the date on which control
is transferred to the Group.
For new acquisitions, the Group measures the cost of goodwill at the acquisition date as:
• if the business combination is achieved in stages, the fair value of the existing equity interest in the 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.
The Group accounts for 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.
Upon the loss of control of a subsidiary, the Group derecognises the assets and liabilities of the former subsidiary, any non-
controlling interests and the other components of equity related to the former subsidiary from the consolidated statement of
financial position. Any surplus or deficit arising on the loss of control is recognised in profit or loss. If the Group retains any interest
in the former 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.
(v) Associate
Associates are entities, including unincorporated entities, in which the Group has significant influence, but not control, over the
financial and operating policies.
Investments in associates are accounted for in the consolidated financial statements using the equity method less any impairment
losses. 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 associates, after adjustments if any, to align the 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 or has made payments on behalf of the associate.
When the Group ceases to have significant influence over an associate, any retained interest in the former associate at the date
when significant influence is lost is measured at fair value and this amount is regarded as the initial carrying amount of a financial
asset. The difference between the fair value of any retained interest plus proceeds from the interest disposed of and the carrying
amount of the investment at the date when equity method is discontinued is recognised in the profit or loss.
When the Group’s interest in an associate decreases but does not result in a loss of significant influence, any retained interest is
not re-measured. Any gain or loss arising from the decrease in interest is recognised in profit or loss. Any gains or losses previously
recognised in other comprehensive income are also reclassified proportionately to profit or loss if that gain or loss would be required
to be reclassified to profit or loss on the disposal of the related assets or liabilities.
Investments in associates are 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. The cost of the investment includes transaction costs.
Non-controlling interests at the end of 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 interest and owners of the Company.
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.
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 gains arising from transactions with equity-accounted associates are eliminated against the investment to the extent of
the Group’s interest in the associates. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent
that there is no evidence of impairment.
Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates of
the transactions.
Monetary assets and liabilities denominated in foreign currencies at the end of the reporting period are retranslated to the functional
currency at the exchange rate at that date.
Non-monetary assets and liabilities denominated in foreign currencies are not retranslated at the end of the reporting date, except for
those that are measured at fair value 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 on the retranslation of
available-for-sale equity instruments which are recognised in other comprehensive income.
A financial asset or a financial liability is recognised in the statements 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.
Financial assets
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.
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.
Financial assets categorised as held-to-maturity investments are subsequently measured at amortised cost using the effective
interest method.
Loans and receivables category comprises debts 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.
Available-for-sale category comprises investments 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( j)(i)).
Financial liabilities
All financial liabilities are subsequently measured at amortised cost other than those categorised as fair value through profit and
loss.
Fair value through profit and 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.
Other financial liabilities categorised as fair value though profit or loss are subsequently measured at their fair values with the gain
or loss recognised in profit or loss.
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.
Fair value arising from financial guarantee contracts are classified as deferred income and is 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.
A regular way purchase or sale 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) derecognition of an asset that is sold, 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 part of it is derecognised when, and only when the contractual rights to the cash flows from the financial asset
expire or control of the asset is not retained or substantially all of the risks and rewards of ownership of the financial asset are
transferred to another party. 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 of it is derecognised when, and only when, the obligation specified in the contract is discharged,
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.
Freehold land and capital work in progress are measured at cost. Other items of property, plant and equipment are measured at cost
less any accumulated depreciation and any accumulated impairment losses.
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. For qualifying
assets, borrowing costs are capitalised in accordance with the accounting policy on 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 is based on fair value at acquisition date.
The fair value of property is the estimated amount for which a property could be exchanged between knowledgeable willing parties
in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without
compulsion. The fair value of other items of property, plant and equipment is based on the quoted market prices for similar items
when available and replacement cost when appropriate.
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 property, plant and equipment and is recognised net within “other income” or “other operating
expenses” respectively in profit or loss.
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. Significant components of 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 lives of each component of an item of
property, plant and equipment from the date that they are available for use. 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.
The estimated useful lives for the current and comparative years are as follows:
Depreciation methods, useful lives and residual values are reviewed at end of the reporting period, and adjusted as appropriate.
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, the 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.
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. Contingent lease payments are accounted for by revising the minimum lease
payments over the remaining term of the lease when the lease adjustment is confirmed.
Leasehold land which in substance is a finance lease is classified as property, plant and equipment, or as investment property if held
to earn rental income or for capital appreciation or for both.
Leases, where the Group or the Company does not assume substantially all the risks and rewards of ownership are classified as
operating leases and, except for property interest held under operating lease, the leased assets are not recognised on the statement
of financial position. Property interest held under an operating lease, which is held to earn rental income or for capital appreciation
or both, is classified as investment property and measured using fair value model.
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.
(f) Goodwill
Goodwill arises on business combinations is measured at cost less any accumulated impairment losses. 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.
Investment properties are properties which are owned or held under a leasehold interest to earn rental income or for capital
appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services or for
administrative purposes.
Investment properties are measured initially at cost and subsequently at fair value with any changes therein recognised in profit
or loss for the period in which they arise. Where the fair value of the investment property under construction is not reliably
determinable, the investment property under construction is measured at cost until either its fair value becomes reliably
determinable or construction is complete, whichever is earlier.
Cost includes expenditure that is directly attributable to the acquisition of the investment property. The cost of self-constructed
investment property includes the cost of materials and direct labour, any other costs directly attributable to bringing the investment
property to a working condition for their intended use and capitalised borrowing costs.
An investment property is derecognised on its disposal, or when it is permanently withdrawn from use and no future economic
benefits are expected from its disposal. The difference between the net disposal proceeds and the carrying amount is recognised in
profit or loss in the period in which the item is derecognised.
When an item of property, plant and equipment is transferred to investment property following a change in its use, any difference
arising at the date of transfer between the carrying amount of the item immediately prior to transfer and its fair value is recognised
directly in equity as a revaluation of property, plant and equipment. However, if a fair value gain reverses a previous impairment
loss, the gain is recognised in profit or loss. Upon disposal of an investment property, any surplus previously recorded in equity is
transferred to retained earnings; the transfer is not made through profit or loss.
When the use of a property changes such that it is reclassified as property, plant and equipment or inventories, its fair value at the
date of reclassification becomes its cost for subsequent accounting.
(h) Inventories
Inventories are measured at the lower of cost and net realisable value.
The cost of inventories is calculated using the weighted average method, and includes expenditure incurred in acquiring the inventories
and other costs incurred in bringing them to their existing location and condition.
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.
Cash and cash equivalents consist of cash on hand, balances and deposits with banks and money market instruments 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.
For the purpose of the statements of cash flows, cash and cash equivalents are presented net of cash held for the purpose of collections
on behalf of agency and money order and postal order payables.
(j) Impairment
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.
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 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 financial 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.
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 unit. The goodwill acquired
in a business combination, for the purpose of impairment testing, is allocated to a cash-generating unit or 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 of disposal.
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.
122 POS MALAYSIA BERHAD
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
An impairment loss is recognised if the carrying amount of an asset or its related cash-generating unit exceeds its estimated
recoverable amount.
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 units (group of cash-generating units) and then
to reduce the carrying amounts 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.
Instruments classified as equity are measured at cost on initial recognition and are not remeasured subsequently.
Costs directly attributable to the issue of instruments classified as equity are recognised as a deduction from equity.
Preference share capital is classified as equity if it is non-redeemable, or is redeemable but only at the Company’s option, and any
dividends are discretionary. Dividends thereon are recognised as distributions within equity.
Preference share capital is classified as financial liability if it is redeemable on a specific date or at the option of the equity holders,
or if dividend payments are not discretionary. Dividends thereon are recognised as interest expense in profit and loss as accrued.
Short-term employee benefit obligations in respect of salaries, annual bonuses, paid annual leave and sick leave 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 and the
Company 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.
The Group’s and the Company’s contributions to Employees’ Provident Fund are charged to profit or loss in the financial year
to which they relate. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future
payments is available.
(m) Provisions
A provision is recognised if, as a result of a past event, the Group and the Company have 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.
(i) Revenue
Revenue from mail, courier services, remittances and agency services and other services are recognised in profit or loss upon
performance of services.
Revenue from Ar-Rahnu business is accounted for on an accrual basis. The revenue is derived from fee charged to customers for safe
keeping their gold and financing provided.
Rental income
Rental income from investment property is recognised in profit or loss on a straight-line basis over the term of the lease. Lease
incentives granted are recognised as an integral part of the total rental income, over the term of the lease. Rental income from
sub-leased property is recognised as other income.
Government grants
Government grants are recognised initially as deferred income at fair value when there is reasonable assurance that they will be
received and that the Group will comply with the conditions associated with the grant; they are then recognised in profit or loss as
other income on a systematic basis over the useful life of the asset.
Grants that compensate the Group and the Company for expenses incurred are recognised in profit or loss as other income on a
systematic basis in the same periods in which the expenses are recognised.
Grants that compensate the Group and the Company for the cost of an asset are recognised in profit or loss on a systematic basis
over the useful life of the asset.
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.
Interest income
Interest income is recognised as it accrues using the effective interest method in profit or loss.
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.
(p) Zakat
This represents business zakat. Zakat expense is calculated based on certain percentage of the net current asset. Zakat is recognised as
other operating expense in profit or loss.
Tax expense comprises current and deferred tax. Current and deferred tax are 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 following temporary differences:
the initial recognition of goodwill, 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.
Where investment properties are carried at their fair value in accordance with the accounting policy set out in Note 2(g), the amount of
deferred tax recognised is measured using the tax rates that would apply on sale of those assets at their carrying value at the reporting
date unless the property is depreciable and is held with the objective to consume substantially all of the economic benefits embodied
in the property over time, rather than through sale. In all other cases, the amount of deferred tax recognised is measured based on the
expected manner of realisation or settlement of the carrying amount of the assets and liabilities, using tax rates enacted or substantively
enacted at the reporting period. Deferred tax assets and liabilities are not discounted.
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 assets and liabilities 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
difference can be utilised. Deferred tax assets are reviewed at the end of each reporting period and are reduced to the extent that it is no
longer probable that the related tax benefit will be realised.
Unutilised reinvestment allowance and investment tax allowance, being tax incentives 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.
The Group presents basic earnings per share data for its ordinary shares (“EPS”).
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.
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. All operating segment’s
operating results are reviewed regularly by the chief operating decision maker, which in this case is the Chief Executive Officer of the
Group, to make decision about resources to be allocated to the segments and assess its performance, and for which discrete financial
information is available.
(t) Contingencies
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 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.
When an inflow of economic benefit of an asset is probable where it arises from past events and where existence will be confirmed
only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity, the
asset is not recognised in the statements of financial position but is being disclosed as a contingent asset. When the inflow of
economic benefit is virtually certain, then the related asset is recognised.
Fair value of an asset or a liability, except for lease transactions, is determined as the price that would be received to sell an asset or paid
to transfer a liability in an orderly transaction between market participants at the measurement date. The measurement assumes that the
transaction to sell the asset or transfer the liability takes place either in the principal market or in the absence of a principal market, in the
most advantageous market.
For non-financial asset, the fair value measurement takes into account a market participant’s ability to generate economic benefits by
using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best
use.
When measuring the fair value of an asset or a liability, the Group uses observable market data as far as possible. Fair value are
categorised into different levels in a fair value hierarchy based on the input used in the valuation technique as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities that the Group can access at the measurement
date.
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
The Group recognises transfers between levels of the fair value hierarchy as of the date of the event or change in circumstances that
caused the transfers.
3. VESTING OF BUSINESS
On 1 January 1992, all property, rights and liabilities, other than land and buildings and certain assets, to which Jabatan Perkhidmatan Pos
Malaysia (“JPPM”) was entitled or subject to immediately before that vesting date, became the property, rights and liabilities of the Company
by virtue of Section 3 of the Postal Services (Successor Company) Act 1991. The value of assets and the amount of liabilities of JPPM transferred
to and vested in the Company were those stated in the financial statements of JPPM as at 31 December 1991. In accordance with Section 7(4)
of the said Act, for the purposes of any statutory financial statements of the Group and of the Company, the amount to be included in respect
of any item shall be determined as if anything done by JPPM whether by way of acquiring, revaluing or disposing of any assets or incurring,
revaluing or discharging any liability, or by carrying any amount to any provision of reserve, or otherwise, had been done by the Company.
4. REVENUE
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
Group Company
2016 2015 2016 2015
Note RM’000 RM’000 RM’000 RM’000
Group Company
2016 2015 2016 2015
Note RM’000 RM’000 RM’000 RM’000
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
Zakat assessment based on net current assets 2,653 2,479 2,418 2,196
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
Directors
- Fees 868 967 868 967
- Remuneration 244 189 244 189
Other key management personnel comprises persons other than the Directors of Group entities, having authority and responsibility for
planning, directing and controlling the activities of the entity either directly or indirectly.
7. TAX EXPENSE
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
Total current tax recognised in profit or loss 39,013 51,124 34,777 45,342
Deferred tax expense
(Reversal)/Origination of temporary differences (3,265) 1,605 (3,438) 3,573
(Over)/Under provision in prior year (6,340) 1,532 (5,695) 1,533
Total deferred tax recognised in profit or loss (9,605) 3,137 (9,133) 5,106
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
The calculation of basic and diluted earnings per ordinary share at 31 March 2016 was based on the profit attributable to ordinary shareholders
and the weighted average number of ordinary shares in issue during the financial year, calculated as follows:
Group
2016 2015
RM’000 RM’000
Profit for the year attributable to ordinary shareholders (RM’000) 63,093 127,050
Weighted average number of ordinary shares at 31 March (‘000) 537,026 537,026
Basic and diluted earnings per ordinary share (sen) 11.7 23.7
Sen Total
per share
amount
RM’000
2016
First and final dividend in respect of financial year ended 31 March 2015 (single tier) 13.1 70,350
2015
First and final dividend in respect of financial year ended 31 March 2014 (single tier) 7.1 38,130
After the reporting period the following dividend was proposed by the Directors. This dividend will be recognised in subsequent financial year
upon approval by the owners of the Company.
Sen Total
per share
amount
RM’000
Furniture
Government Buildings and fittings,
Leasehold leasehold improve- Plant office and Capital
land and land and Freehold ments and and Motor computer work-in-
Group buildings buildings land Buildings renovations machinery vehicles equipment progress Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Cost
At 1 April 2014 172,349 210,799 2,276 25,605 318,403 70,475 208,373 243,321 47,428 1,299,029
Additions – – – – 4,153 233 20,230 10,267 69,589 104,472
Disposals – – – – – – (4,417) (777) – (5,194)
Written off – – – – (1,222) – (403) (832) – (2,457)
Transfers – – – – 16,901 – – 39,582 (56,483) –
At 31 March 2015/
1 April 2015 172,349 210,799 2,276 25,605 338,235 70,708 223,783 291,561 60,534 1,395,850
Additions – – – – 6,246 1,179 21,575 7,588 75,429 112,017
Disposals – – – – (201) – (4,273) – – (4,474)
Written off – – – – (3) – – (119) (66) (188)
Transfers – – – – 28,996 24,462 – 46,129 (99,587) –
At 31 March 2016 172,349 210,799 2,276 25,605 373,273 96,349 241,085 345,159 36,310 1,503,205
Depreciation and
impairment loss
At 1 April 2014
Accumulated
depreciation 41,943 139,700 – 7,832 103,503 23,909 149,388 167,343 – 633,618
Accumulated
impairment loss – – – – – – – – 22,511 22,511
Depreciation for
the year 2,939 9,137 – 501 30,192 2,809 19,512 23,728 – 88,818
Disposals – – – – – – (4,227) (773) – (5,000)
Written off – – – – – – (223) – – (223)
At 31 March 2015/
1 April 2015
Accumulated
depreciation 44,882 148,837 – 8,333 133,695 26,718 164,450 190,298 – 717,213
Accumulated
impairment loss – – – – – – – – 22,511 22,511
Furniture
Government Buildings and fittings,
Leasehold leasehold improve- Plant office and Capital
land and land and Freehold ments and and Motor computer work-in-
Group buildings buildings land Buildings renovations machinery vehicles equipment progress Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Depreciation for
the year 2,939 9,137 – 501 34,033 3,849 20,425 31,878 – 102,762
Disposals – – – – (201) – (4,273) – – (4,474)
At 31 March 2016
Accumulated
depreciation 47,821 157,974 – 8,834 167,527 30,567 180,602 222,176 – 815,501
Accumulated
impairment loss – – – – – – – – 22,511 22,511
At 31 March 2016 124,528 52,825 2,276 16,771 205,746 65,782 60,483 122,983 13,799 665,193
Furniture
Government Buildings and fittings,
Leasehold leasehold improve- Plant office and Capital
land and land and Freehold ments and and Motor computer work-in-
Company buildings buildings land Buildings renovations machinery vehicles equipment progress Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Cost
At 1 April 2014 97,833 210,799 2,276 25,605 295,967 53,703 207,624 217,290 46,492 1,157,589
Additions – – – – 6,073 169 20,200 7,342 68,804 102,588
Disposals – – – – – – (4,417) (777) – (5,194)
Write-off – – – – – – (403) – – (403)
Transfers – – – – 16,185 – – 39,018 (55,203) –
At 31 March 2015/
1 April 2015 97,833 210,799 2,276 25,605 318,225 53,872 223,004 262,873 60,093 1,254,580
Additions – – – – 7,261 327 21,575 5,849 74,037 109,049
Disposals – – – – – – (4,273) – – (4,273)
Write off – – – – – – – (119) (66) (185)
Transfers – – – – 29,069 24,462 – 46,069 (99,600) –
At 31 March 2016 97,833 210,799 2,276 25,605 354,555 78,661 240,306 314,672 34,464 1,359,171
Depreciation and
impairment loss
At 1 April 2014
Accumulated
depreciation 36,130 139,700 – 7,835 100,675 12,526 148,844 146,356 – 592,066
Accumulated
impairment loss – – – – – – – – 22,511 22,511
Depreciation for
the year 1,809 9,137 – 501 28,501 2,432 19,452 21,662 – 83,494
Disposals – – – – – – (4,227) (773) – (5,000)
Write-off – – – – – – (223) – – (223)
At 31 March 2015
Accumulated
depreciation 37,939 148,837 – 8,336 129,176 14,958 163,846 167,245 – 670,337
Accumulated
impairment loss – – – – – – – – 22,511 22,511
Furniture
Government Buildings and fittings,
Leasehold leasehold improve- Plant office and Capital
land and land and Freehold ments and and Motor computer work-in-
Company buildings buildings land Buildings renovations machinery vehicles equipment progress Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Depreciation for
the year 1,809 9,137 – 501 32,623 3,448 20,362 29,657 – 97,537
Disposals – – – – – – (4,273) – – (4,273)
At 31 March 2016
Accumulated
depreciation 39,748 157,974 – 8,837 161,799 18,406 179,935 196,902 – 763,601
Accumulated
impairment loss – – – – – – – – 22,511 22,511
Carrying amounts
At 31 March 2015/
1 April 2015 59,894 61,962 2,276 17,269 189,049 38,914 59,158 95,628 37,582 561,732
At 31 March 2016 58,085 52,825 2,276 16,768 192,756 60,255 60,371 117,770 11,953 573,059
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
* Depreciation has been netted off against other income as the assets purchased were financed by government grant received by the Group
and the Company.
The title deeds for certain landed properties with net carrying value amounting to RM1,977,000 (2015: RM2,046,000) have yet to be
issued in the name of the Company as at 31 March 2016 by the relevant authorities.
The leasehold land and buildings of the Group and of the Company with costs amounting to RM210,799,000 (2015: RM210,799,000)
are for a lease period of sixty (60) years commencing from 1 January 1992, with the vesting date as stated in Note 3 to the financial
statements.
The cost capitalised is in respect of the lease for the first thirty (30) years as stipulated in the agreement signed between the Company
and the Government. The cost in respect of the remaining thirty (30) year lease period has not been agreed. However, this cost will be
agreed upon finalisation of the agreement with the authorities, no later than 31 December 2021, and thereafter will be recognised
accordingly.
The Company is also in the process of finalising lease agreements with the authorities for additional Government leasehold land
and buildings currently used by the Company, which are at present carried at nil values in the statements of financial position. These
Government leasehold land and buildings will be recognised in the statements of financial position upon the valuations being finalised
by the authorities.
Group
2016 2015
RM’000 RM’000
At 1 April 31,100 30,340
Change in fair value recognised in profit or loss – 760
31,100 31,100
Investment properties comprise a number of commercial properties that are leased to third parties and seven pieces of vacant land.
Group
2016 2015
RM’000 RM’000
Rental income 920 970
Direct operating expenses:
- income generating investment properties (167) (167)
2016
Level 1 Level 2 Level 3 Total
RM’000 RM’000 RM’000 RM’000
Freehold land and buildings – – 12,048 12,048
Leasehold land and buildings – – 19,052 19,052
– – 31,100 31,100
2015
Level 1 Level 2 Level 3 Total
RM’000 RM’000 RM’000 RM’000
– – 31,100 31,100
The fair value of an asset to be transferred between levels is determined as of the date of the event or change in circumstances that caused the
transfer.
2016 2015
Group RM’000 RM’000
At 1 April 31,100 30,340
The following table shows the valuation technique used in the determination of fair values within level 3 as well as the significant
unobservable inputs used in the valuation models.
The Group estimates the fair value of • Market price of property in vicinity • The estimated fair value would increase/
all investment properties based on the compared. (decrease) if market prices of property
following key assumptions: were higher/(lower).
- Comparison of the Group’s investment
properties with similar properties that
were listed for sale within the same
locality or other comparable localities; and
- Enquiries from relevant property valuers
and real estate agents on market
conditions and changing market trends.
Group RM’000
Cost
At beginning/end of the financial year 4,630
Amortisation and impairment losses
At beginning/end of the financial year –
Carrying amount
At end of the financial year 4,630
Goodwill relates to the Group’s licensed digital certificate authority business unit.
The recoverable amount of the business unit is higher than its carrying amount and was based on its value in use. Value in use was determined
by discounting the future cash flows to be generated from the continuing operation of the business as a licensed digital certificate provider
and was based on the following:
(i) Cash flows were projected based on actual operating results and financial budget approved by management covering a 5-year
business plan.
(ii) The anticipated growth rate of 10% per annum (2015: 10%).
(iii) The projected gross margin which reflects the average historical gross margin, adjusted for projected market and economic conditions
and internal resource efficiency.
Management recognises that changes in demand patterns and the possibility of new entrants could have a significant impact on growth rate
assumptions. However, unless there is a sudden change in the demand patterns, the business unit should be able to sustain its growth rate.
Company
2016 2015
RM’000 RM’000
Ordinary shares
Unquoted shares, at cost 70,050 70,050
Less: Accumulated impairment losses (19,870) (19,870)
50,180 50,180
162,854 50,180
During the financial year, the Company capitalised advances due from a subsidiary, Pos Ar-Rahnu Sdn. Bhd. amounting to RM112,674,000 into
1,126,736 Redeemable Preference Shares (“RPS”) at RM100 per share.
The RPS held in the subsidiary are redeemable at the discretion of the Directors of the subsidiary and any dividend payments are discretionary.
The RPS does not carry the right to vote.
Effective ownership
interest and
Country of voting interest
Name of subsidiary incorporation Principal activities 2016 2015
% %
Pos Malaysia & Services Malaysia Investment holding 100 100
Holdings Berhad
PSH Capital Partners Sdn. Bhd. Malaysia Investment holding 100 100
PSH Venture Capital Sdn. Bhd. Malaysia Investment holding 100 100
PSH Properties Sdn. Bhd. Malaysia Property investment 100 100
PSH Allied Berhad Malaysia Dormant 100 100
PMB Properties Sdn. Bhd. Malaysia Property investment 100 100
Held by PSH Capital Partners Sdn. Bhd.
Prestige Future Sdn. Bhd. Malaysia Dormant 100 100
Held by PSH Properties Sdn. Bhd.
Real Riviera Sdn. Bhd. Malaysia Property investment 100 100
Held by PSH Venture Capital Sdn. Bhd.
PSH Express Sdn. Bhd. Malaysia Air courier services and fulfilment business 100 100
Held by Pos Malaysia &
Services Holdings Berhad
PSH Investment Holding (BVI) Ltd.*# British Virgin Islands Dormant 100 100
# Not audited by member firms of KPMG International.
* The investment in PSH Investment Holding (BVI) Ltd. has been consolidated based on management financial statements for the financial
year ended 31 March 2016 as a statutory audit is not required in the British Virgin Islands.
– –
Effective ownership
Principal place of Principal activity/ interest and
business/Country Nature of the voting interest
Name of entity of incorporation relationship 2016 2015
% %
Elpos Print Sdn. Bhd. Malaysia General printing business and is one of the 40.0 40.0
suppliers of the Group providing printing services
CEN Sdn. Bhd. Malaysia Investment holding 42.5 42.5
The summarised financial information of associates, not adjusted for the proportion of ownership interest held by the Group, is as follows:
Group
2016 2015
RM’000 RM’000
The Group discontinued equity accounting of losses in associates as the losses exceeded the carrying amount of the investments. The Group
has not recognised loss totalling RM828,000 (2015: RM548,000) in the current financial year and losses RM39,717,000 (2015: RM38,889,000)
cumulatively, since the Group has no obligation in respect of these losses.
15. INVENTORIES
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
Shares Private
Unquoted Quoted in debt
Group in Malaysia Malaysia securities Total
2016 RM’000 RM’000 RM’000 RM’000
Non-current
Available-for-sale financial assets 249,562 – – 249,562
Less: Impairment loss (249,562) – – (249,562)
– – – –
Current
Financial assets at fair value through profit or loss:
- Quoted shares in Malaysia – 407 – 407
Held-to-maturity investments – – 84,265 84,265
Representing items:
At amortised cost – – 84,265 84,265
At fair value – 407 – 407
Shares Private
Unquoted Quoted in debt
Group in Malaysia Malaysia securities Total
2015 RM’000 RM’000 RM’000 RM’000
Non-current
Available-for-sale financial assets 249,562 – – 249,562
Less: Impairment loss (249,562) – – (249,562)
– – – –
– – 84,398 84,398
Current
Financial assets at fair value through profit or loss:
- Quoted shares in Malaysia – 504 – 504
Held-to-maturity investments – – 5,026 5,026
Representing items:
At amortised cost – – 89,424 89,424
At fair value – 504 – 504
Shares Private
Unquoted Quoted in debt
Company in Malaysia Malaysia securities Total
2016 RM’000 RM’000 RM’000 RM’000
Non-current
Available-for-sale financial assets 357,343 – – 357,343
Less: Impairment loss (357,343) – – (357,343)
– – – –
Current
Financial assets at fair value through profit or loss:
- Quoted shares in Malaysia – 213 – 213
Held-to-maturity investments – – 84,233 84,233
Representing items:
At amortised cost – – 84,233 84,233
At fair value – 213 – 213
Shares Private
Unquoted Quoted in debt
Company in Malaysia Malaysia securities Total
2015 RM’000 RM’000 RM’000 RM’000
Non-current
Available-for-sale financial assets 357,343 – – 357,343
Less: Impairment loss (357,343) – – (357,343)
– – – –
– – 84,558 84,558
Current
Financial assets at fair value through profit or loss:
- Quoted shares in Malaysia – 310 – 310
Held-to-maturity investments – – 5,027 5,027
Representing items:
At amortised cost – – 89,585 89,585
At fair value – 310 – 310
In the previous financial years, the Group and the Company recognised impairment losses of RM249,562,000 and RM357,343,000 respectively
for their unquoted equity instruments classified as available-for-sale financial assets as there was a “significant” and “prolonged” decline in the
fair value of the investments. These quoted shares were delisted from Bursa Malaysia Securities Berhad on 24 May 2011.
Group Company
2016 2015 2016 2015
Note RM’000 RM’000 RM’000 RM’000
Trade
Trade receivables a 130,033 130,718 96,063 86,533
Ar-Rahnu financing b 211,471 158,737 – –
Amount due from subsidiaries c – – 161,369 173,216
Non-trade
Other receivables 6,213 3,042 6,051 2,064
Amount due from subsidiaries c – – 60,016 152,787
Deposits 13,908 14,418 13,283 13,818
Investment income receivables 1,537 1,235 1,537 1,235
Staff advances 5,873 4,872 5,758 4,789
a. Trade receivables
Concentration of credit risk with respect to trade receivables is limited due to the Group’s large number of customers whereby sufficient
allowance has been made for debts that are doubtful in collection. In addition, the Group has adopted a credit evaluation policy for all
trade receivables. Due to these factors, management believes that no additional credit risk beyond amounts provided for collection losses
is inherent in the Group’s trade receivables.
Included in trade receivables of the Group and of the Company is RM12,333,000 (2015: RM6,671,000) and RM6,444,000
(2015: RM3,281,000) respectively, due from related companies of a significant investor that has an influence over the Group.
b. Ar-Rahnu financing
Included in Ar-Rahnu financing of the Group is RM6,188,000 (2015: RM3,981,000) and RM205,163,000 (2015: RM154,657,000) in
relation to safekeeping fee receivables and collateral value receivables from customers.
Trade
The trade amounts due from subsidiaries is unsecured, interest free and subject to normal trade terms.
Non-trade
Included in non-trade amounts due from subsidiaries is RM48,190,000 (2015: RM146,388,000) which is unsecured, bears interest at
4.25% (2015: 4.25%) per annum and repayable on demand.
The remaining non-trade amounts due from subsidiaries of RM11,826,000 (2015: RM6,399,000) is unsecured, interest free and repayable
on demand.
d. Accrued receivables
Accrued receivables represents revenue recognised for services rendered, but yet to be billed. Billing will be done in accordance with
respective terms and conditions agreed with customers.
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
Included in cash and bank balances of the Group and of the Company are collections on behalf of agency payables, money order and postal
order payables amounting to RM62,039,000 (2015: RM72,696,000).
Money market instruments represent a placement in Islamic funds which are permitted under the Deed to invest in short-term Islamic money
market instruments and shariah-compliant permitted investments. As at 31 March 2016, these funds have invested in short-term Islamic
money market instruments.
The Directors regard these money market instruments as cash and cash equivalents as these instruments are readily convertible to known
amounts of cash and are subject to an insignificant risk of changes in value.
Group Company
Number Number
Amount of shares Amount of shares
2016 2016 2015 2015
RM’000 ’000 RM’000 ’000
Authorised:
Ordinary shares of RM0.50 1,000,000 2,000,000 1,000,000 2,000,000
Special Rights Redeemable Preference shares of RM1 each * * * *
* Share capital includes the Special Rights Redeemable Preference Share of RM1.00.
(a) The Special Rights Redeemable Preference Share confers the following rights:
(i) The Special Rights Redeemable Preference Share issued to the Government of Malaysia would enable the Government of Malaysia
through the Minister of Finance Incorporated, or its successors or any Minister, representative or any person acting on behalf,
to ensure that certain major decisions affecting the operation of the Company are consistent with the Government’s policy.
The Special Rights Redeemable Preference shareholder is entitled to receive notices of meetings but does not carry any right
to vote at such meetings of the Company. He also has the right to require the Company to redeem the Special Rights Redeemable
Preference Share at par at any time.
(ii) Certain matters, in particular, the alteration of the Articles of Association of the Company relating to the rights of the Special
Rights Redeemable Preference shareholder, the dissolution of the Company, any substantial acquisitions and disposal of assets,
amalgamation, merger and takeover, appointment of foreign directors, creation or issue of any shares which when aggregated with
all other existing issued shares, carry ten percent of total voting rights, require prior consent of the Special Rights Redeemable
Preference shareholder.
(iii) In a distribution of capital or a winding-up of the Company, the Special Rights Redeemable Preference shareholder is entitled to the
repayment of the capital paid-up on the Special Rights Redeemable Preference Share in priority to any repayment of capital to any
other member. The Special Rights Redeemable Preference Share does not confer any right to participate in the capital or profits
of the Company.
This reserve comprises the premium paid on subscription of shares in the Company over and above the par value of the shares.
The revaluation reserve relates to the revaluation of property, plant and equipment immediately prior to its reclassification as investment
property.
The movements in each category of the reserves are disclosed in the statements of changes in equity.
Group
Property, plant and equipment – – (57,192) (66,274) (57,192) (66,274)
Investment properties – – (271) (271) (271) (271)
Provisions 21,294 20,771 – – 21,294 20,771
Company
Property, plant and equipment – – (55,277) (62,813) (55,277) (62,813)
Provisions 19,190 17,593 – – 19,190 17,593
Deferred tax assets and liabilities are offset above when there is a legally enforceable right to set off current tax assets against current tax
liabilities and when the deferred taxes relate to the same taxation authority.
Deferred tax assets have not been recognised for the following items:
Group
2016 2015
RM’000
RM’000
73,704 78,980
The deductible temporary differences do not expire under the current tax legislation. Deferred tax assets were not recognised in respect of these
items because it was not probable that future taxable profit will be available against which the Group can utilise the benefits there from.
21. BORROWINGS
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
Current
Revolving credit 98,798 48,798 – –
Security
The revolving credit is secured by way of guarantee by the Company of up to RM98,798,000 which is equivalent to the revolving credit facility
limit.
Group Company
2016 2015 2016 2015
Note RM’000 RM’000 RM’000 RM’000
Trade
Trade payables a 202,390 49,161 201,523 48,663
Non-trade
Amounts due to subsidiaries b – – 54,704 44,403
Other payables and accruals:
Unpresented money orders 42,003 41,134 42,003 41,134
Unpresented postal orders c 13,367 16,090 13,367 16,090
Agency payables 55,786 61,411 55,786 61,411
Money order payables 6,253 11,285 6,253 11,285
Service payables 37,365 31,103 35,111 33,584
Other accruals d 234,845 234,313 218,939 206,468
Deposits received 25,704 17,644 21,580 15,269
a. Trade payables
Included in trade payables of the Group and of the Company as at 31 March 2015, was an amount of RM229,200 due to related
companies of a significant investor that has an influence over the Group.
The amounts due to subsidiaries is unsecured, interest free and repayable on demand.
During the financial year, the Group and Company recognised expired postal orders of more than 3 years amounting to RM4,062,000
(2015: RM27,402,000) in the profit or loss.
d. Other accruals
Included in other accruals of the Group and of the Company are deferred government grant received and deferred income in relation to
prepaid mail amounting to RM1,217,000 (2015: RM2,547,000) and RM32,253,000 (2015: RM30,871,000) respectively.
The grant related to assets is amortised over the useful lives of the assets. During the financial year, RM670,000 (2015: RM568,000) has
been amortised as other income in profit or loss.
Included in other accruals of the Group and the Company are Goods and Service Tax (“GST”) payable which refers to the returns due
to the Royal Malaysian Custom Department (“RMCD”) in relation to output tax received by the Group and the Company amounting to
RM1,131,000 (2015 : RM Nil) and RM692,000 (2015: RM Nil) respectively.
The Group has three reportable segments, as described below, which are the Group’s strategic business units. The strategic business units offer
different products and services and are managed separately because they require different business processes and customer needs. For each of
the strategic business units, the Group’s Chief Executive Officer (the chief operating decision maker) and the Board of Directors review internal
management reports at least on a quarterly basis. The following summary describes the operations in each of the Group’s reportable segments:
• Mail - Includes the provision of basic mail services for corporate and individual customers and customised solutions such as
Mailroom Management and Direct Mail.
• Courier - Includes courier solutions by sea, air and land to both national and international destinations.
• Retail - Includes over-the-counter services for payment of bills and certain financial products and services and Ar-Rahnu
(Islamic pawn broking) business.
Other operations include the hybrid mail which provides data and document processing services, logistics solutions by sea, air and land to
both national and international destinations, business of internet security products, solutions and services and rental income from investment
properties held by the Group. None of these segments meets any of the quantitative thresholds for determining reportable segments for
the year ended 31 March 2016 and 31 March 2015.
There are varying levels of integration between the Mail reportable segment and the Courier reportable segments. This integration includes
shared distribution services.
Performance is measured based on segment results. Segment results 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
The total of segment assets is measured based on all assets (including goodwill) of a segment, as included in the internal management reports
that are reviewed by the Group’s Chief Executive Officer. Segment total assets are used to measure the return of assets of each segment.
Segment liabilities
The total segment liabilities is measured based on all liabilities of a segment, as included in the internal management reports that are reviewed
by the Group’s Chief Executive Officer. Segment total liabilities are used to measure the gearing of each segment.
Geographical segments
The Group operates in Malaysia. Accordingly, information by geographical segment is not presented.
Segment capital expenditure is the total cost incurred during the financial year to acquire property, plant and equipment.
Major customers
The Group has a diversified range of customers varying from retail customers and wholesale customers. There is no significant concentration
of revenue from any customers.
Other
Mail Courier Retail operations Elimination Group
2016 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Revenue
Total external revenue 905,392 556,099 201,656 54,292 – 1,717,439
Intersegment revenue 34,488 20,983 49,197 – (104,668) –
Total revenue for reportable segments 939,880 577,082 250,853 54,292 (104,668) 1,717,439
1,868,746
Total assets
Other information
Capital expenditure
- Property, plant and equipment 39,079 36,539 32,027 4,372 – 112,017
Depreciation of property, plant and equipment (48,097) (22,535) (29,394) (2,736) – (102,762)
Finance income – – – 17,365 – 17,365
Finance costs – – (4,188) – – (4,188)
Fair value through profit or loss:
- Held for trading financial instruments – – – (97) – (97)
Tax expense – – – – – (29,408)
Other
Mail Courier Retail operations Elimination Group
2015 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Revenue
Total external revenue 741,674 480,201 219,873 52,297 – 1,494,045
Intersegment revenue 29,981 18,887 52,661 – (101,529) –
Total revenue for reportable segments 771,655 499,088 272,534 52,297 (101,529) 1,494,045
Total assets
1,680,580
Other information
Capital expenditure
- Property, plant and equipment 48,256 37,217 15,574 3,425 – 104,472
Depreciation of property, plant and equipment (46,293) (17,866) (18,822) (5,269) – (88,250)
Finance income – – – 16,069 – 16,069
Finance costs – – (2,102) – – (2,102)
Change in fair value of investment properties – – – 760 – 760
Fair value through profit or loss:
- Held for trading financial instruments – – – 79 – 79
Tax expense – – – – – (54,261)
Financial assets
Group
Other investments 84,672 – 407 84,265
Trade and other receivables 415,946 415,946 – –
Cash and cash equivalents 638,712 638,712 – –
Company
Other investments 84,446 – 213 84,233
Trade and other receivables 381,053 381,053 – –
Cash and cash equivalents 421,713 421,713 – –
Financial liabilities
Group
Revolving credit (98,798) (98,798) – –
Trade and other payables (583,112) (583,112) – –
(681,910) (681,910) – –
Company
Trade and other payables (614,665) (614,665) – –
Financial assets
Group
Other investments 89,928 – 504 89,424
Trade and other receivables 361,175 361,175 – –
Cash and cash equivalents 518,422 518,422 – –
Company
Other investments 89,895 – 310 89,585
Trade and other receivables 467,012 467,012 – –
Cash and cash equivalents 324,824 324,824 – –
Financial liabilities
Group
Revolving credit (48,798) (48,798) – –
Trade and other payables (428,723) (428,723) – –
(477,521) (477,521) – –
Company
Trade and other payables (444,889) (444,889) – –
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
The Group’s overall financial risk management objective is to ensure the continuous growth in profitability and enhance shareholders’
value in a competitive and changing environment. At the same time, the Group is focused in performing its Universal Service Obligation as
a provider of postal service throughout the country and to international destinations in an efficient and effective manner.
The Group has exposure to the following risks from its use of financial instruments:
• Credit risk
• Liquidity risk
• Market risk
Credit risk is the risk of a financial loss to the Group and the Company 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, Ar-Rahnu financing
and investment securities.
The Group and the Company also have exposure to credit risk from loans and advances to subsidiaries.
Receivables
Risk management objectives, policies and processes for managing the risk
Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. The Group and the Company
seek to control credit risk by setting counterparty limits and ensuring that services are made to customers with an appropriate credit
history. Any receivables having significant more than 120 days, which are deemed to have higher credit risk, are monitored individually.
In relation to Ar-Rahnu financing, financing is given up to 75% of the collateral value placed with the Group. Ar-Rahnu financing is
monitored on an ongoing basis and action will be taken (such as auctioning of collateral held) for long outstanding financing. Any
receivables having significant balances more than 6 months are monitored individually.
As at the end of the reporting year, the maximum exposure to credit risk arising from receivables is represented by the carrying amounts
in the statements of financial position.
Management has taken reasonable steps to ensure that receivables that are neither past due nor impaired are stated at their realisable
values. A significant portion of these receivables are regular customers that have been transacting with the Group and the Company. The
Group and the Company use ageing analysis to monitor the credit quality of the receivables. Any receivables having significant balances
past due more than 120 days, which are deemed to have higher credit risk, are monitored individually.
Concentration of credit risk with respect to receivables is limited due to the Group’s and the Company’s large number of customers.
Receivables (continued)
Impairment losses
The ageing of trade receivables and Ar-Rahnu financing as at the end of the reporting year was:
2016
Not past due 246,621 (30) 246,591
Past due 1 - 30 days 24,491 (208) 24,283
Past due 31 - 120 days 38,802 (332) 38,470
Past due more than 120 days 58,713 (26,553) 32,160
2015
Not past due 206,929 – 206,929
Past due 1 - 30 days 31,551 – 31,551
Past due 31 - 120 days 36,821 – 36,821
Past due more than 120 days 37,614 (23,460) 14,154
The ageing of trade receivables as at the end of the reporting year was:
2016
Not past due 16,089 (30) 16,059
Past due 1 - 30 days 15,563 (208) 15,355
Past due 31 - 120 days 35,208 (332) 34,876
Past due more than 120 days 48,076 (18,303) 29,773
2015
Not past due 37,608 – 37,608
Past due 1 - 30 days 19,976 – 19,976
Past due 31 - 120 days 18,170 – 18,170
Past due more than 120 days 29,722 (18,943) 10,779
Receivables (continued)
The movements in the allowance for impairment losses of trade receivables during the financial year were:
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
The allowance account in respect of trade receivables is used to record impairment losses. Unless the Group or the Company is satisfied
that recovery of the amount is possible, the amount considered irrecoverable is written off against the receivable directly.
Risk management objectives, policies and processes for managing the risk
Investments are allowed only in liquid securities and only with counterparties that have a credit rating equal to or better than the Group.
As at the end of the reporting year, the Group and the Company have only invested principally in domestic securities. The maximum
exposure to credit risk is represented by the carrying amounts in the statements of financial position.
In view of the sound credit rating of counterparties, management does not expect any counterparty to fail to meet its obligations.
Financial guarantees
Risk management objectives, policies and processes for managing the risk
The Company provides unsecured financial guarantees to banks in respect of banking facilities granted to a subsidiary. The Company
monitors on an on-going basis the results of the subsidiary and repayments made by the subsidiary.
The maximum exposure to credit risk amounts to RM98,798,000 (2015: RM48,798,000) representing the outstanding banking facilities
of the subsidiary as at the end of the reporting year.
As at the end of the reporting year, there was no indication that the subsidiary would default on repayment.
The financial guarantees have not been recognised since the fair value on initial recognition was not material.
ANNUAL REPORT 2016 163
NOTES TO THE FINANCIAL STATEMENTS
Risk management objectives, policies and processes for managing the risk
The Group and the Company manage its balances and deposits with banks and financial institutions by monitoring their credit ratings on
an ongoing basis.
As at the end of the reporting year, the maximum exposure to credit risk is represented by their carrying amounts in the Group’s
statement of financial position.
Risk management objectives, policies and processes for managing the risk
The Company provides unsecured advances to subsidiaries. The Company monitors the results of the subsidiaries regularly.
As at the end of the reporting year, the maximum exposure to credit risk is represented by their carrying amounts in the statements
of financial position.
Loans and advances are only provided to subsidiaries which are wholly owned by the Company.
Impairment losses
As at the end of the reporting year, the inter-company balance that is assessed to be irrecoverable amounting to RM45,776,000
(2015: RM45,776,000) had been impaired. The Company does not specifically monitor the aging of current advances to the subsidiaries.
Liquidity risk is the risk that the Group and the Company will not be able to meet its financial obligations as they fall due. The Group and
the Company exposure to liquidity risk arises principally from its various payables, loans and borrowings.
The Group and the Company maintain a level of cash and cash equivalents and bank facilities deemed adequate by the management to
ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they fall due.
It is not expected that the cash flows included in the maturity analysis could occur significantly earlier, or at significantly different amount.
Maturity analysis
The table below summarises the maturity profile of the Group’s and the Company’s financial liabilities as at the end of the reporting
period based on undiscounted contractual payments:
2016
Group
Non-derivative financial liabilities
Revolving credit 98,798 4.69% 98,798 98,798 –
Trade and other payables 583,112 – 583,112 583,112 –
Company
Non-derivative financial liabilities
Trade and other payables 614,665 – 614,665 614,665 –
Financial guarantee – – 98,798 98,798 –
2015
Group
Non-derivative financial liabilities
Revolving credit 48,798 4.40% 48,798 48,798 –
Trade and other payables 428,723 – 428,723 428,723 –
Company
Non-derivative financial liabilities
Trade and other payables 444,889 – 444,889 444,889 –
Financial guarantee – – 48,798 48,798 –
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and other prices that will affect the
Group’s and the Company’s financial position or cash flows.
The Group and the Company are exposed to foreign currency risk on sales and purchases that are denominated in a currency
other than the respective functional currencies of Group entities, as a result of providing foreign mail exchange service and
remittance service. The currency giving rise to this risk is primarily US Dollar (USD).
Risk management objectives, policies and processes for managing the risk
The Group and the Company do not use any forward contracts to hedge against its exposure to foreign currency. The Group and
the Company ensure that the net exposure is kept to an acceptable level by monitoring the fluctuation of the foreign currency.
The Group’s and the Company’s exposure to foreign currency (a currency which is other than the functional currency of the
Group entities) risk, based on carrying amounts as at the end of the reporting period was:
Denominated in
USD’000
Group 2016 2015
Trade and other receivables 6,085 14,314
Trade and other payables (5,567) (4,732)
A 10% (2015: 10%) strengthening of RM against USD at the end of the reporting period would have increased equity and
post-tax profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates,
remained constant and ignores any impact of forecasted sales and purchases.
Profit or loss
2016 2015
Group RM’000 RM’000
A 10% (2015: 10%) weakening of RM against the USD 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.
The Group’s and the Company’s primary interest rate risks relates to debt securities, deposits placed with licensed banks,
borrowings and investments in equity securities.
The Group’s and the Company’s investments in fixed rate debt securities, deposits placed with licensed banks, investments in
equity securities and short term receivables and payables are not significantly exposed to interest rate risk.
The Group’s and the Company’s variable rate borrowings are exposed to a risk of change in cash flows due to changes in
interest rates.
The Company provides advances to its subsidiaries at an interest of 4.25% (2015:4.25%) per annum and are repayable on
demand.
Risk management objectives, policies and processes for managing the risk
The Group and the Company adopt a policy of investing and borrowing mainly in fixed rate instruments to avoid the risk of
fluctuation in interest rates. As for investments in fixed rate debt securities, the Group and the Company will only invest in
debt securities that have a rating of A and above.
The Group’s and the Company’s variable rate short term borrowings are exposed to a risk of change in interest rate.
The interest rate profile of the Group’s and the Company’s significant interest-bearing financial instruments, based on carrying
amounts as at the end of the reporting period was:
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
The Group and the Company do not account for any fixed rate financial assets at fair value through profit or loss.
Therefore, a change in interest rates at the end of the reporting period would not affect profit or loss.
A change of 100 basis points (“bp”) in interest rates at the end of the reporting period would have increased/(decreased)
equity and post-tax profit or loss by the amounts shown below. This analysis assumes that all other variables, in
particular foreign currency rates, remained constant.
Profit or loss
2016 2015
Group RM’000 RM’000
Floating rate instruments 751 366
Equity price risk arises from the Group’s and the Company’s investments in equity securities.
Risk management objectives, policies and processes for managing the risk
Management of the Group monitors the equity investments on a portfolio basis. Material investments within the portfolio are
managed on an individual basis and all buy and sell decisions are approved by the Directors.
This analysis assumes that all other variables remained constant and the Group’s equity investments moved in correlation
with FTSE Bursa Malaysia KLCI (“FBMKLCI”).
A 10% (2015: 10%) strengthening in FBMKLCI at the end of the reporting period would have increased equity and post-tax
profit by RM31,000 (2015: RM38,000) for investment classified as fair value through profit or loss. A 10% (2015: 10%)
weakening in FBMKLCI would have had equal but opposite effect on equity and profit or loss respectively.
The carrying amounts of cash and cash equivalents, short term receivables and payables and short term borrowings reasonably
approximate their fair values due to the relatively short term nature of these financial instruments.
It was not practicable to estimate the fair value of the Group’s and the Company’s investment in unquoted shares due to the lack of
comparable quoted market prices in an active market and the fair value cannot be reliably measured.
The table below analyses financial instruments carried at fair value and those not carried at fair value for which fair value is disclosed, together
with their fair values and carrying amounts shown in the statement of financial position.
Group
Financial assets
Held-to-maturity
investments − − − − − 84,247 − 84,247 84,247
84,265
Quoted shares 407 − − 407 − − − − 407 407
407 − − 407 −
84,247 − 84,247 84,654
84,672
Financial liabilities
Revolving credit − − − − − 98,798 − 98,798 98,798
98,798
Company
Financial assets
Held-to-maturity
investments − − − − −
84,215 − 84,215 − 84,233
Quoted shares 213 − − 213 − − − − 213 213
213 − − 213 −
84,215 − 84,215 213
84,446
170
24.7 Fair value information (continued)
24. FINANCIAL INSTRUMENTS (CONTINUED)
The fair value of an asset to be transferred between levels is determined as of the date of the event or change in circumstances that
caused the transfer.
Level 1 fair value is derived from quoted price (unadjusted) in active markets for identical financial assets or liabilities that the entity can
access at the measurement date.
Level 2 fair value is estimated using inputs other than quoted prices included within Level 1 that are observable for the financial assets or
liabilities, either directly or indirectly.
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.
There has been no transfer between Level 1 and 2 fair values during the financial year. (2015: no transfer in either directions)
Level 3 fair value is estimated using unobservable inputs for the financial assets and liabilities.
The following table shows the valuation techniques used in the determination of fair values within Level 3, as well as the key
unobservable inputs used in the valuation models.
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 investor, creditor and market confidence and to sustain future development of the business. The Directors monitor
and are determined to maintain an optimal debt-to-equity ratio that complies with regulatory requirements.
Group
2016 2015
RM’000 RM’000
There were no changes in the Group’s approach to capital management during the financial year.
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 the 25% of the issued and paid-up capital (excluding treasury shares) and such shareholders’ equity is not less than
RM40 million. The Company has complied with this requirement.
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
For the purposes of these financial statements, parties are considered to be related to the Group if the Group or the Company has the ability,
directly or indirectly, to control or jointly control the party or exercise significant influence over the party in making financial and operating
decisions, or vice versa, or where the Group or the Company and the party are subject to common control. Related parties 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. The key management personnel include all the Directors of the Group,
and certain members of senior management of the Group.
The Group has related party relationship with its significant investors, subsidiaries, associates and key management personnel.
Related party transactions have been entered into in the normal course of business under normal trade terms.
The significant related party transactions of the Group and the Company, other than key management personnel compensation
(see Note 6) are shown below. Significant related parties balances related to the below transactions are disclosed in Notes 17 and 22 to
the financial statements.
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
On 14 March 2016, the Group entered into the following corporate exercises:-
i. a conditional share sale agreement with HICOM Holdings Berhad, a wholly owned subsidiary of DRB-HICOM Berhad, for the acquisition
of the entire issued and paid-up capital share capital of KL Airport Services Sdn. Bhd. (“KLAS”), comprising 88,328,527 ordinary shares
of RM1.00 each in KLAS, 35,300,000 redeemable convertible preference shares of RM1.00 each in KLAS and such number of new KLAS
Shares to be issued on a later date, for a total purchase consideration of RM749.35 million; and
ii. a conditional sale and purchase agreement with HICOM Indungan Sdn. Bhd. and HICOM Engineering Sdn. Bhd., an indirect wholly-owned
subsidiary of DRB-HICOM Berhad, for the proposed acquisition of part of a parcel of freehold industrial land held under GRN 311546
Lot 62010, Pekan HICOM, District Petaling, State of Selangor Darul Ehsan located along Jalan Jijan 28/35, Section 28, 40400 Shah Alam
measuring 9.912 acres for a purchase consideration of RM69.00 million.
The completion of the acquisitions are subjected to the fulfilment of the condition precedents to the share sale agreement and sale
and purchase agreement respectively.
ANNUAL REPORT 2016 173
NOTES TO THE FINANCIAL STATEMENTS
The breakdown of the retained earnings of the Group and of the Company as at 31 March 2016, into realised and unrealised profits, pursuant
to Paragraph 2.06 and 2.23 of Bursa Malaysia Main Market Listing Requirements are as follows:
Group Company
2016 2015 2016 2015
RM’000 RM’000 RM’000 RM’000
The determination of realised and unrealised profits is based on the Guidance of Special Matter No.1, Determination of Realised and Unrealised
Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by Malaysian Institute
of Accountants on 20 December 2010.
In the opinion of the Directors, the financial statements set out on pages 104 to 173 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 2016 and of their financial performance and cash
flows for the year then ended.
In the opinion of Directors, the information set out in Note 29 on page 174 to the financial statements had 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:
Brig. Gen. (K) Tan Sri Dato’ Sri (Dr) Haji Mohd Khamil bin Jamil
Dato’ Abdul Hamid bin Sh Mohamed
Kuala Lumpur,
Date: 28 June 2016
STATUTORY
DECLARATION
pursuant to Section 169(16) of the Companies Act, 1965
I, Dato’ Mohd Shukrie bin Mohd Salleh, the officer primarily responsible for the financial management of Pos Malaysia Berhad, do solemnly and
sincerely declare that the financial statements set out on pages 104 to 174 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 above named in Kuala Lumpur on 28 June 2016.
Before me:
We have audited the financial statements of Pos Malaysia Berhad, which comprise the statements of financial position as at 31 March 2016
of the Group and of the Company, and the statements of profit or loss and other comprehensive income, changes in equity and cash flows
of the Group and of the Company for the year then ended, and a summary of significant accounting policies and other explanatory information,
as set out on pages 104 to 173.
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 the Directors 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 2016
and of their financial performance and cash flows for the year then ended in accordance with Malaysian Financial Reporting Standards,
International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia.
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 of a subsidiary of which we have not acted as auditors, which is indicated in Note 13 to the financial
statements.
(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.
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 29 on
page 174 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 or 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
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.
Petaling Jaya,
Date: 28 June 2016
Registered
No. Location Subject Property Owner
1 Shah Alam HS(D) 98478, PT No 1 Sek 21, Town of Shah Alam, District of Petaling Jaya, PMB Properties Sdn Bhd
State of Selangor
2 Brickfields PN 27419, Lot No. 361, Section 0072, Town & District of Kuala Lumpur, Pos Malaysia & Services
Wilayah Persekutuan Kuala Lumpur Holdings Berhad
3 Dayabumi HS(D) 49280, PT 46 Sek 70, Town & District of Kuala Lumpur, Federal Lands Commissioner
Complex Wilayah Persekutuan Kuala Lumpur
Kuala Lumpur
4 KLIA HS(D) 7443, PT 27, Bandar Lapangan Terbang Antarabangsa Sepang, Malaysia Airports (Sepang)
District of Sepang, State of Selangor Sdn Bhd
5 Ipoh PN 155068, Lot 2436N, Town of Ipoh, District of Kinta, Effivation Sdn Bhd
State of Perak
Ipoh PN 155069, Lot 2437N, Town of Ipoh, District of Kinta, Effivation Sdn Bhd
State of Perak
Ipoh PN 4738, Lot 31448, Town of Ipoh, District of Kinta, Effivation Sdn Bhd
State of Perak
Ipoh PN 153337, Lot 35120, Town of Ipoh, District of Kinta, Effivation Sdn Bhd
State of Perak
Ipoh PN 153721, Lot 2351N, Town of Ipoh, District of Kinta, Effivation Sdn Bhd
State of Perak
Ipoh GRN 55283, Lot 31449, Town of Ipoh, District of Kinta, State of Perak Effivation Sdn Bhd
Registered
No. Location Subject Property Owner
Ipoh PN 155073, Lot 2740N, Town of Ipoh, District of Kinta, Effivation Sdn Bhd
State of Perak
6 Bukit Raja GRN 308149, Lot 35838, Mukim of Kapar, District of Klang, State of Selangor Pos Malaysia Berhad
7 Larkin HS(D) 109201, TLO 682, Town of Johor Bahru, District of Johor Bahru, Pos Malaysia Berhad
State of Johor
8 Persiaran HS(D) 209759, PT 232308 Town of Ipoh (U), District of Kinta, State of Perak Real Riviera Sdn Bhd
Greenhill
9 Jalan Damansara Unit Nos. F108, F110, F111, F112, F113, F208, F210, F211, F212, & F213 Phileo PSH Properties Sdn Bhd
Damansara, Jalan Damansara, Petaling Jaya, State of Selangor
10 Bangi HS(D) 52880, PT 41029, Bandar Baru Bangi, District of Hulu Langat,
State of Selangor
Authorised Share Capital : RM1,000,000,001.00 divided into 2,000,000,000 ordinary shares of RM0.50 each and one (1)
Special Rights Redeemable Preference Share of RM1.00
Issued and Fully Paid-up Share Capital : RM268,513,043.50 comprising 537,026,085 ordinary shares of RM0.50 each and one (1) Special
Rights Redeemable Preference Share of RM1.00
Voting Rights : One vote for every ordinary share, on a poll voting
(The Special Rights Redeemable Preference Share does not carry any voting right except in
circumstances set out in the Company’s Articles of Association)
SUBSTANTIAL SHAREHOLDERS
As per the Register of Substantial Shareholders
Direct Indirect
Shareholders No. of shares % No. of shares %
1. DRB-HICOM Berhad 172,997,399 32.21 – –
2. Employees Provident Fund Board 69,427,600 12.93 – –
3. Kumpulan Wang Persaraan (Diperbadankan) 51,465,900 9.58 12,959,700 2.41
4. Aberdeen Asset Management PLC and its subsidiaries 33,565,700* 6.25 – –
5. Tan Sri Dato’ Seri Syed Mokhtar Shah bin Syed Nor – – 172,997,399 (a)
32.21
6. Etika Strategi Sdn Bhd – – 172,997,399 (b)
32.21
7. Mitsubishi UFJ Financial Group, Inc – – 33,811,224 (c)
6.30
Notes:
* Includes holdings of mandates delegated from other subsidiaries of Aberdeen Asset Management PLC.
(a) Deemed interested pursuant to Section 6A of the Companies Act, 1965 by virtue of his interest in DRB-HICOM Berhad via Etika Strategi Sdn. Bhd.
(b) Deemed interested pursuant to Section 6A of the Companies Act, 1965 by virtue of its interest in DRB-HICOM Berhad.
(c) Deemed interested in the shares by virtue of Mitsubishi UFJ Financial Group Inc’s (“MUFG”) wholly-owned subsidiary, Mitsubishi UFJ Trust &
Banking Corp, holding more than 15% interest in Aberdeen Asset Management PLC; MUFG’s wholly-owned subsidiary, Mitsubishi UFJ Securities
Co. Ltd., holding more than 15% interest in KOKUSAI Asset Management Co. Ltd., and MUFG holding more than 15% interest in Morgan Stanley
Group.
% No. of % of
No. of of Issued Shareholders/ Shareholders/
Holdings Shares Share Capital Depositors Depositors
Less than 100 204,591 0.04 5,026 25.33
100 to 1,000 4,249,284 0.79 6,604 33.29
1,001 to 10,000 26,157,892 4.87 6,879 34.68
10,001 to 100,000 32,525,959 6.06 1,164 5.87
100,001 to less than 5% of
200,658,060 37.36 161 0.81
issued shares
5% and above of issued
273,230,299 50.88 3 0.02
shares
Total 537,026,085 100.00 19,837 100.00
Direct Indirect
Name of Directors Interest % Interest %
Brigadier General (K) Tan Sri Dato’ Sri (Dr) Haji Mohd Khamil bin Jamil 57 + – –
Notes:
+ Negligible
None of the other Directors in office as at 30 June 2016 held any interest in shares in the Company and its related companies.
AS ORDINARY BUSINESS:
1. To receive the Audited Financial Statements for the financial year ended 31 March 2016 and the Reports of the Please refer to Note A
Directors and Auditors thereon.
2. To declare a first and final single tier dividend of 11.7 sen per ordinary share in respect of the financial year ended (Ordinary Resolution 1)
31 March 2016.
3. To re-elect the following Directors who retire pursuant to Article 110(2) of the Company’s Articles of Association,
and who being eligible, offered themselves for re-election:
(a) Dato’ Sri Syed Faisal Albar bin Syed A.R. Albar (Ordinary Resolution 2)
(b) Dato’ Sri Dr. Mohmad Isa bin Hussain (Ordinary Resolution 3)
Please refer to Note B
4. To re-elect the following Directors who retire by rotation pursuant to Article 115 of the Company’s Articles of
Association, and who being eligible, offered themselves for re-election:
(a) Datuk Puteh Rukiah binti Abd. Majid (Ordinary Resolution 4)
(b) Dato’ Eshah binti Meor Suleiman (Ordinary Resolution 5)
Please refer to Note B
5. To re-appoint Messrs KPMG as Auditors of the Company for the ensuing year and to authorise the Directors to fix (Ordinary Resolution 6)
their remuneration.
AS SPECIAL BUSINESS:
6. ORDINARY RESOLUTION
Proposed payment of Directors’ fees in respect of the financial year ended 31 March 2016.
“THAT the payment of the Directors’ fees of RM867,857.93 in respect of the financial year ended 31 March 2016 (Ordinary Resolution 7)
be hereby approved.”
Proposed Renewal of Shareholders’ Mandate for Mandated Recurrent Related Party Transactions of a Revenue or
Trading Nature (“Proposed Renewal of Shareholders’ Mandate”).
“THAT subject to the Companies Act, 1965 (“the Act”), the Memorandum and Articles of Association of the
Company and the Main Market Listing Requirements (“the Listing Requirements”) of Bursa Malaysia Securities
Berhad (“Bursa Securities”), the mandate for the Company and its subsidiaries (“Pos Malaysia Group”) to enter
into any of the mandated recurrent related party transactions of a revenue or trading nature as set out in
Section 2.2.3 of the Company’s Circular to Shareholders dated 27 July 2016 with the transacting related parties
mentioned therein which are necessary for the Pos Malaysia Group’s day-to-day operations, be hereby renewed
subject to the following:
(a) the transactions are in the ordinary course of business and are on terms not more favourable to the related
parties than those generally available to the public and are not to the detriment of the minority shareholders
of the Company; and
(b) the shareholders’ mandate is subject to annual renewal and disclosure is made in the annual report of the
Company of the aggregate value of transactions conducted pursuant to the shareholders’ mandate during
the financial year where the aggregate value is equal to or exceeds the applicable prescribed threshold under
Paragraph 10.09(1) of the Listing Requirements.
AND THAT the Proposed Renewal of Shareholders’ Mandate will be subject to annual renewal and any authority
conferred by the Proposed Renewal of Shareholders’ Mandate, shall continue to be in force until:
(a) the conclusion of the next AGM of the Company, at which time it will lapse, unless by a resolution passed at
the meeting, the authority is renewed; or
(b) the expiration of the period within which the next AGM of the Company is required to be held pursuant to
Section 143(1) of the Act (but shall not extend to such extension as may be allowed pursuant to Section
143(2) of the Act); or
whichever is earlier;
AND THAT the Directors of the Company and/or any of them be and are hereby authorised to complete and do all
such acts and things (including executing such documents as may be required) to give effect to the transactions
contemplated and/or authorised by this resolution and with full power to assent to any conditions, modifications,
revaluations, variations and/or amendments thereof in the best interest of the Company.” (Ordinary Resolution 8)
8. ORDINARY RESOLUTION
Proposed New Shareholders’ Mandate for New Recurrent Related Party Transactions of a Revenue or Trading
Nature (“Proposed New Shareholders’ Mandate”).
“THAT subject to the Companies Act, 1965 (“the Act”), the Memorandum and Articles of Association of the
Company and the Main Market Listing Requirements (“the Listing Requirements”) of Bursa Malaysia Securities
Berhad (“Bursa Securities“), approval be and is hereby given to the Company and its subsidiaries (“Pos Malaysia
Group”) to enter into any of the new recurrent related party transactions of a revenue or trading nature as set
out in Section 2.2.3 of the Company’s Circular to Shareholders dated 27 July 2016 with the transacting related
parties mentioned therein which are necessary for the Pos Malaysia Group’s day-to-day operations subject to the
following:
(a) the transactions are in the ordinary course of business and are on terms not more favourable to the related
parties than those generally available to the public and are not to the detriment of the minority shareholders
of the Company; and
(b) the shareholders’ mandate is subject to annual renewal and disclosure is made in the annual report of the
Company of the aggregate value of transactions conducted pursuant to the shareholders’ mandate during
the financial year where the aggregate value is equal to or exceeds the applicable prescribed threshold under
Paragraph 10.09(1) of the Listing Requirements.
AND THAT the Proposed New Shareholders’ Mandate will be subject to annual renewal and any authority
conferred by the Proposed New Shareholders’ Mandate, shall continue to be in force until:
(a) the conclusion of the next AGM of the Company, at which time it will lapse, unless by a resolution passed at
the meeting, the authority is renewed; or
(b) the expiration of the period within which the next AGM of the Company is required to be held pursuant to
Section 143(1) of the Act (but shall not extend to such extension as may be allowed pursuant to Section
143(2) of the Act); or
whichever is earlier;
AND THAT the Directors of the Company and/or any of them be and are hereby authorised to complete and do all
such acts and things (including executing such documents as may be required) to give effect to the transactions
contemplated and/or authorised by this resolution and with full power to assent to any conditions, modifications,
revaluations, variations and/or amendments thereof in the best interest of the Company.” (Ordinary Resolution 9)
9. To transact any other business of which due notice has been given in accordance with the Act and the Company’s
Articles of Association.
NOTICE IS ALSO HEREBY GIVEN THAT the first and final single tier dividend of 11.7 sen per ordinary share in respect
of the financial year ended 31 March 2016, if approved by the shareholders at the 24th AGM, will be paid on
7 October 2016 to shareholders whose names appear in the Register of Members or Record of Depositors at the
close of business on 9 September 2016.
A Depositor shall qualify for entitlement to the dividend only in respect of:
(a) shares deposited into the Depositor’s securities account before 12.30 p.m. on 7 September 2016 in respect of
securities which are exempted from mandatory deposit;
(b) shares transferred into the Depositor’s securities account before 4.00 p.m. on 9 September 2016 in respect of
ordinary transfers; and
(c) 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,
Kuala Lumpur
Date: 27 July 2016
EXPLANATORY NOTES ON SPECIAL BUSINESS: 4. The instrument appointing a proxy shall be in writing under the
hand of the appointer or of his attorney duly appointed under a
1. The proposed Ordinary Resolution 7 if passed, will authorise the power of attorney or if such appointer is a corporation, either under
payment of Directors’ fees to Directors of the Company for their the corporation’s seal or under the hand of an officer or attorney
services during the financial year ended 31 March 2016 (“FYE duly appointed under a power of attorney.
31 March 2016”). The amount of Directors’ fees payable to the
Director includes fees payable to three (3) former Directors who 5. The instrument appointing a proxy or representative shall be
had served as Director during the FYE 31 March 2016. The amount deposited at the Company’s Share Registrar’s office at Symphony
also includes fees payable to the Directors as members of the Share Registrars Sdn Bhd, Level 6, Symphony House, Block D13,
Company’s Board Committees. Pusat Dagangan Dana 1, Jalan PJU 1A/46, 47301 Petaling Jaya,
Selangor Darul Ehsan not less than forty-eight (48) hours before the
2. The proposed Ordinary Resolutions 8 and 9 if passed, will time set for holding the meeting or any adjournment thereof.
respectively renew the existing shareholders’ mandate and grant a
new mandate to the Pos Malaysia Group to enable the Pos Malaysia STATEMENT ACCOMPANYING THE NOTICE OF ANNUAL GENERAL
Group to respectively enter into the mandated and new recurrent MEETING
related party transactions of a revenue or trading nature which
are necessary for the Pos Malaysia Group’s day to day operations, No notice in writing has been received by the Company nominating any
subject to the transactions being in the ordinary course of business candidate for election as Director at the 24th AGM of the Company. The
and on normal commercial terms which are not more favourable Directors who are due for retirement and seeking for re-election pursuant
to the related parties than those generally available to the public to the Articles of Association of the Company are as set out in the Notice
and are not to the detriment of the minority shareholders of the of AGM and their profile are set out in the Directors’ Profiles in the 2016
Company. The details are as set out in the Circular to Shareholders Annual Report.
dated 27 July 2016.
I/We,
(FULL NAME OF SHAREHOLDER AS PER NRIC/PASSPORT IN BLOCK LETTERS)
NRIC/Passport/Company No.:
Address
being a member of Pos Malaysia Berhad (229990-M), hereby appoint the following:
1. A member entitled to attend and vote is entitled to appoint a proxy to attend and vote in his/her stead. A proxy need not be a member of the Company and the
provisions of Section 149(1)(b) of the Act shall not apply.
2. A member may appoint a maximum of two (2) proxies to attend the meeting provided that such member holds not less than the minimum board lot as specified
under the Rules of Bursa Malaysia Depository Sdn Bhd and the Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”). Where a member
appoints two (2) proxies to attend the meeting, the member shall specify the proportion of his/her shareholding to be represented by each proxy.
3. Pursuant to the Listing Requirements of Bursa Securities, where a member of the Company is an exempt authorised nominee as defined under the Securities Industry
(Central Depositories) Act, 1991 (“Central Depositories Act”), which is exempted from compliance with the provisions of Section 25A(1) of the Central Depositories
Act, of which holds ordinary shares in the Company for multiple beneficial owners in one 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.
4. The instrument appointing a proxy shall be in writing under the hand of the appointer or of his attorney duly appointed under a power of attorney or if such appointer
is a corporation, either under the corporation’s seal or under the hand of an officer or attorney duly appointed under a power of attorney.
5. The instrument appointing a proxy or representative shall be deposited at the Company’s Share Registrar’s office at Symphony Share Registrars Sdn Bhd, Level 6,
Symphony House, Block D13, Pusat Dagangan Dana 1, Jalan PJU 1A/46, 47301 Petaling Jaya, Selangor Darul Ehsan not less than forty-eight (48) hours before the
time set for holding the meeting or any adjournment thereof.
AFFIX
STAMP
03-2267 2267
www.pos.com.my