C O N T E N T S Loi Kim Fah (Independent Non-Executive Director) ... Kapal, Kawasan Perindustrian Tongkang Pecah, 83010 Batu Pahat, Johor Darul Takzim on Tuesday, 17 December 2013

C O N T E N T S

Corporate Information 1

Corporate Structure 2

Notice Of Annual General Meeting 3

Statement Accompanying The Notice Of Annual General Meeting 4

Profile Of The Directors 5

Chairman’s Statement 8

Statement On Corporate Governance 9

Audit Committee Report 13

Statement On Risk Management And Internal Control 16

Statement On Directors’ Responsibility 18

Additional Compliance Requirements 18

Financial Statements

Directors’ Report 19

Statement By Directors 22

Statutory Declaration 22

Independent Auditors’ Report 23

Consolidated Statement Of Financial Position 25

Statement Of Financial Position 26

Consolidated Statement Of Comprehensive Income 27

Statement Of Comprehensive Income 28

Statements Of Changes In Equity 29

Statements Of Cash Flows 30

Notes To The Financial Statements 32

List Of Properties 67

Appendix 1 68

Analysis Of Shareholdings 69

Proxy Form Attached

1

YONG TAI BERHAD (311186-T)

BOARD OF DIRECTORS Datuk Hj. Amil @ Amir Bin Junus (Independent Non-Executive Chairman)

Wong Liew Lin @ Liew Fat Lin (Managing Director)

Wong Mee Yow Cheen @ Liew Mee Yow Cheen (Executive Director)

Tai Shzee Yuan (Executive Director)

Liew Huat Kwang (Executive Director)

Loi Kim Fah (Independent Non-Executive Director)

See Thiam Chya (Independent Non-Executive Director)

Chok Kim Sin (Executive Director)

Ir. Dr. Ting Lai Choon (Executive Director)

AUDIT COMMITTEE Loi Kim Fah (Chairman)

Datuk Hj. Amil @ Amir Bin Junus

See Thiam Chya

NOMINATION COMMITTEE Loi Kim Fah (Chairman)


REMUNERATION COMMITTEE Datuk Hj. Amil @ Amir Bin Junus (Chairman)

Loi Kim Fah

EXECUTIVE COMMITTEE Wong Liew Lin @ Liew Fat Lin (Chairman)

Wong Mee Yow Cheen @ Liew Mee Yow Cheen

Tai Shzee Yuan

SECRETARIES Jauhari Bin Hassan (LS 03681)

Lim Suat Ben (f) (MAICSA 082022)

REGISTERED OFFICE Ground Floor, 8, Lorong Universiti B

Section 16, 46350 Petaling Jaya

Selangor Darul Ehsan

Tel No: 03-7956 5889

Fax No: 03-7958 7889

CORPORATE OFFICE 3, Jalan Kapal

Kawasan Perindustrian Tongkang Pecah

83010 Batu Pahat

Johor Darul Takzim

REGISTRAR Bina Management (M) Sdn Bhd

Lot 10, The Highway Centre

Jalan 51/205, 46050 Petaling Jaya


Tel No: 03-7784 3922

Fax No: 03-7784 1988

AUDITORS Hasnan THL Wong & Partners (AF No: 0942)

Chartered Accountants

SOLICITORS T K Lim & Co.

PRINCIPAL BANKERS OCBC Bank (Malaysia) Berhad

Malayan Banking Berhad

RHB Bank Berhad

United Overseas Bank (Malaysia) Bhd

Hong Leong Bank Berhad

STOCK EXCHANGE Main Market of the Bursa Malaysia Securities Berhad

CORPORATE INFORMATION

2

ANNUAL REPORT 2013

CORPORATE STRUCTURE

NOTICE OF ANNUAL GENERAL MEETING

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NOTICE IS HEREBY GIVEN that the Nineteenth Annual General Meeting of the Company will be held at 2nd Floor, 3, Jalan

Kapal, Kawasan Perindustrian Tongkang Pecah, 83010 Batu Pahat, Johor Darul Takzim on Tuesday, 17 December 2013 at

2.00 p.m. to transact the following:

AGENDA

As Ordinary Business

1. To receive the Directors' Report and Audited Financial Statements for the year ended 30 June 2013 together with the Auditors' Report thereon.

2. To approve the payment of Directors' Fees amounting to RM64,000.00 in respect of the year ended 30 June 2013.

3. To re-elect the following Directors who shall retire by rotation in accordance with Article 81 of the Company's Articles of Association and being eligible, offer themselves for re-election:

i. Tai Shzee Yuan

ii. Liew Huat Kwang

4. To re-elect the following Directors who shall retire by rotation in accordance with Article 86 of the Company's Articles of Association and being eligible, offer themselves for re-election:-

i. Chok Kim Sin

ii Ir. Dr. Ting Lai Choon

5. To re-appoint the following Director who shall retire in accordance with Section 129 of the Companies Act, 1965 by virtue of being over seventy years of age:-

i. Datuk Hj. Amil @ Amir Bin Junus

6. To accept the retirement of Messrs Hasnan THL Wong & Partners as Auditors of the Company and in place thereof, to appoint Messrs Ecovis AHL as Auditors of the Company for the financial year ending 30 June 2014 until the conclusion of the next Annual General Meeting and to authorise the Board of Directors to fix their remuneration.

Notice of Nomination pursuant to Section 172 (11) of the Companies Act, 1965, as set out in Appendix I on page 68 of the Annual Report 2013 has been received by the Company for the nomination of Messrs Ecovis AHL for the appointment as Auditors in place of the retiring Auditors, Messrs Hasnan THL Wong & Partners.

7. To transact any other business for which due notice has been given.

By Order of the Board

JAUHARI BIN HASSAN (LS 03681)LIM SUAT BEN (f) (MAICSA 082022)Company Secretaries


25 November 2013

Resolution 1

Resolution 2

Resolution 3

Resolution 4

Resolution 5

Resolution 6

Resolution 7

Notes:

1. A member of the Company entitled to attend and vote at the Meeting may appoint more than one (1) proxy to attend and vote at the Meeting and the provision of Section 149(1)(c) of the Companies Act, 1965 shall not apply to the Company.

2. A proxy may but need not be a member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company.3. Where a member appoints two (2) or more proxies, the appointment shall be invalid unless he/she specifies the proportion of his/her holdings to be represented

by each proxy.4. The Proxy Form shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under

its common seal or under the hand of an officer or attorney duly authorised.5. The Proxy Form and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or authority must be

deposited at the Registered Office of the Company at Ground Floor, 8, Lorong Universiti B, Section 16, 46350 Petaling Jaya, Selangor Darul Ehsan not less than forty-eight (48) hours before the time for holding the Meeting or any adjournment thereof.

STATEMENT ACCOMPANYING

THE NOTICE OF ANNUAL GENERAL MEETING

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ANNUAL REPORT 2013

1. The Directors who are standing for re-election at the Nineteenth Annual General Meeting in accordance with Articles 81 and 86 of the Company's Articles of Association are as follows:-

i. Mr. Tai Shzee Yuan retires pursuant to Article 81ii. Mr. Liew Huat Kwang retires pursuant to Article 81iii. Mr. Chok Kim Sin retires pursuant to Article 86iv. Ir. Dr. Ting Lai Choon retires pursuant to Article 86

2. The Director who is standing for re-appointment at the Nineteenth Annual General Meeting in accordance with Section 129 of the Companies Act, 1965 is as follow:-

i. Datuk Hj. Amil @ Amir Bin Junus

3. The details of the Directors standing for re-election and re-appointment are set out in Profile of The Directors on pages 5 to 7 of the Annual Report.

PROFILE OF THE DIRECTORS

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Datuk Hj. Amil @ Amir Bin Junus, age 70, a Malaysian, was appointed to the Board as an Independent Non-Executive

Chairman on 10 July 2008. Datuk Amir holds a Diploma Sains Kepolisian from Universiti Kebangsaan Malaysia and Certificate

of Telecommunication from City & Guilds of London Institute.

Datuk Amir was a former member of the Royal Malaysian Police and last served as Commissioner of Police Sabah with the

rank of Deputy Commissioner of Police before retiring in November 1998. In the force for 29 years, Datuk Amir had served in

various positions with the Royal Malaysian Police, including, among others, Deputy Director of the Special Branch.

Upon retiring from active duty in November 1998, Datuk Amir was appointed as a board member of Koperasi Polis Diraja

Malaysia Berhad (KPD). As a member of KPD, Datuk Amir represented KPD's interest in number of its investment interests in

a few public listed companies. Datuk Amir was a director of Prime Utilities Berhad from 1999 to 2004 and was a director of

TSM Global Berhad [formerly known as Juan Kuang (M) Industrial Berhad] until October 2008, both companies are listed on

Bursa Malaysia Securities Berhad. Since 1999 until 2005, Datuk Amir was the Chairman of KOP Securities Services Sdn. Bhd.,

a subsidiary of KPD and was the Executive Chairman and Chief Executive Officer of KOP Educators & Consultants Sdn. Bhd.

(also known as Kolej Unikop), another subsidiary of KPD. Currently, Datuk Amir is still a board member of the college. Besides

representing the interests of KPD, Datuk Amir is also a Council Member of the Maktab Koperasi Malaysia under the purview

of the Ministry of Domestic Trade, Cooperative and Consumerism and a director of Eshia & Associates Sdn. Bhd. Datuk Amir

also holds Chairman post and directorships in few private limited companies.

Datuk Amir is the Chairman of the Remuneration Committee and member of Audit Committee. He does not have any family

relationship with any Director and/or major shareholder of the Company. He has not entered into any transaction which has a

conflict of interest with the Company and has not been convicted of any offences within the past ten years.

Wong Liew Lin @ Liew Fat Lin, aged 67, a Malaysian, was appointed to the Board on 2 October 1997 and as the Managing

Director on 8 November 1997. He is a businessman and an entrepreneur with more than 30 years experience in various

business sectors primarily in the fields of property development, wholesaling and retailing of garments and apparels,

manufacturing and pharmaceutical. He founded Yong Tai Group and has been in charge of the overall operation since its

inception guiding it to its present level of success. Currently, Mr. Liew also holds other directorships in the Yong Tai Group of

Companies and several other private limited companies involve investment holdings and manufacturing.

Mr. Liew is the Chairman of the Executive Committee. He is the brother of Mr. Wong Mee Yow Cheen @ Liew Mee Yow Cheen

and Mr. Liew Huat Kwang. He has not entered into any transaction which has a conflict of interest with the Company and has

not been convicted of any offences within the past ten years.

Wong Mee Yow Cheen @ Liew Mee Yow Cheen, aged 60, a Malaysian, was appointed to the Board on 2 October 1997 and

as the Executive Director on 8 November 1997. Innovative and enterprising, he is responsible for the production, research

and market development of Yong Tai Group and has been actively involved in the establishment of its manufacturing

operations. Currently, Mr. Liew also holds other directorships in the Yong Tai Group of Companies and several other private

limited companies involve investment holdings and manufacturing.

Mr. Liew is a member of the Executive Committee. He is the brother of Mr. Wong Liew Lin @ Liew Fat Lin and Mr. Liew Huat

Kwang. He has not entered into any transaction which has a conflict of interest with the Company and has not been

convicted of any offences within the past ten years.

Tai Shzee Yuan, aged 60, a Malaysian, is an Executive Director and was appointed as First Director on 12 August 1994. He

started his career in the Group as a General Manager of Yong Tai Brothers Trading Sdn. Bhd., a subsidiary of Yong Tai Berhad

in 1 January 1991. He is responsible for the overall financial planning and management of Yong Tai Group. Mr. Tai is a

member of the Executive Committee. He also holds other directorships in the Yong Tai Group of Companies.

Mr. Tai does not have any family relationship with any Director and/or major shareholder of the Company. He has not entered

into any transaction which has a conflict of interest with the Company and has not been convicted of any offences within the

past ten years.


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ANNUAL REPORT 2013

Liew Huat Kwang, aged 49, a Malaysian, is an Executive Director and was appointed to the Board on 2 October 1997. He

has more than ten (10) years of experience in the garment retailing business and is in charge of the sourcing of suitable retail

outlet sites and to oversee their setting up. Currently, Mr. Liew also holds other directorships in the Yong Tai Group of

Companies and several other private limited companies involve investment holdings and manufacturing.

Mr. Liew is the brother of Mr. Wong Liew Lin @ Liew Fat Lin and Mr. Wong Mee Yow Cheen @ Liew Mee Yow Cheen. He has

not entered into any transaction which has a conflict of interest with the Company and has not been convicted of any offences

within the past ten years.

Loi Kim Fah, aged 47, a Malaysian, is an Independent Non-Executive Director and was appointed to the Board on 18

December 2007. He holds a Bachelor of Accounting from the University of Malaya. He is a member of the Malaysian Institute

of Certified Public Accountants, Malaysian Institute of Accountants and the Malaysian Institute of Taxation respectively. He is

currently the principal of Loi & Co, an audit firm, and also an Independent Non-Executive Director of K-One Technology Bhd.,

a company listed on ACE Market of Bursa Malaysia Securities Berhad.

Mr. Loi has been in public practice since 1991, engaged with international accounting firms prior to starting his own practice

in 1996. Over the years, he has been involved in the audit of companies in various industries which include securities,

banking, finance, construction, aquaculture and manufacturing. He has also been engaged in business advisory

assignments in the like of merger and acquisition, internal control review, accounting system consultation, feasibility study,

listing exercise and business planning.

Mr. Loi is the Chairman of the Audit Committee and Nomination Committee. He does not have any family relationship with any

Director and/or major shareholder of the Company. He has not entered into any transaction which has a conflict of interest

with the Company and has not been convicted of any offences within the past ten years.

See Thiam Chya, aged 50, a Malaysian, is an Independent Non-Executive Director and was appointed to the Board on 2

March 2012. Mr. See has over 23 years of experience in the banking and finance sector. He has served in various capacities

with Financial institutions such as OCBC Bank (M) Bhd, MBf Finance Bhd, and Affin-ACF Finance Bhd, and has been

employed at a managerial level since being promoted to Branch Manager at MBf Finance Bhd in 1994 until his resignation

in 2002. Subsequently he joined OSK Securities as Head of Operations till 2006. He was previously the General Manager of

Amshore, subsidiary of a listed company, Bio Osmo Berhad, in charge of the operations of the manufacturing division till

2009.

Currently Mr See is a consultant at Vykon Technology Sdn. Bhd. In this role, he is involved in advising the company in

realizing the sustainability strategies.

Mr. See is a member of the Audit Committee. He does not have any family relationship with any Director and/or major

shareholder of the Company. He has not entered into any transaction which has a conflict of interest with the Company and

has not been convicted of any offences within the past ten years.

Chok Kim Sin, aged 52, a Malaysian, is an Executive Director and was appointed to the Board on 28 November 2012. Mr.

Chok holds a Diploma in Philosophy & Education of Christian in Singapore Bible College.

Mr. Chok has more than 20 years of combined experience in building construction industry and township planning

development. He involves in property consultation management, real estate investment, strategy development, project

planning, project finance, tax structuring development implementation, property and asset management and undertakes

housing and commercial industrial projects.

Currently, Mr. Chok also holds other directorships in the Yong Tai Group of Companies and several other private limited

companies involve property development and construction projects.

Mr. Chok does not have any family relationship with any Director and/or major shareholder of the Company. He has not

entered into any transaction which has a conflict of interest with the Company and has not been convicted of any offences



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Ir. Dr.Ting Lai Choon, aged 52, a Malaysian, is an Executive Director and was appointed to the Board on 2 September 2013.

Ir. Dr. Ting obtained his Bachelor's degree in Civil Engineering from National University of Singapore (NUS) in 1985. After a

short working period in Singapore, he went back to NUS and furthered his post graduate studies in the same field and

subsequently obtained his Master and Doctorate Degrees during which he has published numerous research papers in

international journals. He is also a Professional Engineer registered with the Board of Engineers Malaysia and a member of

the Institution of Engineers Malaysia.

Ir Dr. Ting has since worked in the engineering and construction industry for the last 25 years and has handled numerous

projects both in Singapore and Malaysia. He brings along extensive experience in the field of technical and project

management in the construction industry. Projects handled by Ir. Dr. Ting includes high rise buildings, factories, bridges and

specialist steel structures.

Currently, Ir. Dr. Ting holds other directorships in the Yong Tai Group of Companies and several other private limited

companies involve property development and construction projects.

Ir. Dr. Ting does not have any family relationship with any Director and/or major shareholder of the Company. He has not

entered into any transaction which has a conflict of interest with the Company and has not been convicted of any offences


On behalf of the Board of Directors, I am pleased to present the Annual Report of Yong Tai Berhad and its subsidiary

companies (“the Group”) for the financial year ended 30 June 2013.

Financial Highlights

The Group's revenue declined from RM72.770 million to RM67.315 million for the financial year ended 30 June 2013.

Nevertheless, the Group registered a lower loss before taxation of RM7.961 million for the financial year ended 30 June 2013

as compared to loss before taxation of RM9.989 in previous financial year.

Review of Operations

During the financial year under review, the Group achieved a consolidated revenue of RM34.275 million for its retailing and

trading of textile and garment products, a drop of 17.24% over the previous financial year's revenue of RM41.415 million. The

consolidated results of this segment reported loss before taxation of RM5.404 million for the financial year ended 30 June

2013.

The chain of Emilio Valentino boutiques contributed a turnover of RM5.956 million and loss before taxation of RM0.245

million within the retailing and trading of textile and garment segment for the financial year under review. On the other hand,

the chain of “Effu” boutiques contributed a turnover of RM28.319 million for the financial year ended 30 June 2013. The Group

will continues to reinforce and rejuvenate its Brand name and awareness amongst young group of customers with mid-end

price products, and to explore new market and respond actively to changes in trends, preferences and retails spending

patterns of the consumers. The Group also is constantly on the lookout for new growth areas to open more profitable outlets.

The garment manufacturing segment recorded a turnover of RM21.991 million for the financial year ended 30 June 2013, as

compared with the previous financial year of RM19.619 million with a loss before taxation of RM1.363 million. The Group

continues to focus on cost control and production efficiency.

The manufacturing, dyeing and finishing of fabrics segment registered a turnover of RM11.049 million, with profit before

taxation of RM0.023 million for the financial year ended 30 June 2013.

Future Prospects

The Board of Directors expects 2014 to be another very challenging year for the Group and remain cautious about the

strength of global economic growth in the year ahead. In this environment, we will continue exercise greater financial

prudence to sustain our cash reserves. Our strategy remain cautiously optimistic and will continue to formulate plans and

measures to respond to all challenges and changing consumer demands such as strategies to improve merchandising, sales

floor management, productivity, capacity, utilization of resources and cost control. Beside continues to place high priority on

the Group's operational efficiency improvement, we shall also continue to invest resources on the lookout for new business

with an aim to grow our business and increase the contribution to the Group's performance.

Acknowledgement and Appreciation

On behalf of the Board of Directors, I would like to take this opportunity to thank the Management and staff of the Group for

their support, dedication and commitment throughout the year. We would also like to express our heartfelt gratitude and

appreciation to our valued shareholders, customers, business associates, bankers and various government authorities for

their continuous support given to the Group.


Chairman

8 November 2013

CHAIRMAN’S STATEMENT

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ANNUAL REPORT 2013

The Board of Directors of Yong Tai Berhad recognizes the importance of the Principles and Recommendations of Malaysian

Code on Corporate Governance 2012 (“the Code”) and is committed in ensuring that the Company and its subsidiaries (“the

Group”) practise the highest standards of corporate governance.

This Statement describes the manner in which the Group has applied the Code's Principles and the extent of compliance with

the Code's Recommendations.

BOARD OF DIRECTORS

The Board Composition and Balance

The Board assumes the overall responsibility for corporate governance, strategic direction, financial matters and overseeing

the businesses, investments and operations of the Group. It is the ultimate body in decision making for outlining and

implementation of corporate vision, directions, objectives and policies of the Group as a whole.

The Board currently consists of nine (9) members, comprising a Managing Director, five (5) Executive Directors and three (3)

Independent Non-Executive Directors (including the Chairman). The Company complies with the Bursa Malaysia Securities

Berhad (“Bursa Securities”) Main Market Listing Requirements that requires at least two (2) or one-third (1/3) of the Board to

be independent Directors.

The Board practices a clear division of responsibility to ensure a balance of power and authority between the Chairman,

Managing Director and Non-Executive Directors. The Chairman is primarily responsible for the orderly conduct and functions

of the Board whilst the Managing Director is responsible for the overall operations of the business and direction on policy

formation and decision making. The Managing Director is ably assisted by the Executive Directors who are responsible for

the day-to-day operations and business activities of the Group. The roles of Independent Non-Executive Directors are to

provide unbiased and independent views, advice and judgement, and to ensure that the Board practices good governance

in discharging its duties and take into account of the interests, not only of the Group, but also of the shareholders,

employees and customers.

Board Meetings and Supply of Information

The Board meets at least four (4) times a year at quarterly intervals with additional meetings to be convened as and when

necessary. During the financial year ended 30 June 2013, the Board convened five (5) meetings, with details on the

attendance of Directors are as follows:-

Name of Directors No. of meetings attended

Datuk Hj. Amil @ Amir Bin Junus 5/5

Wong Liew Lin @ Liew Fat Lin 5/5

Wong Mee Yow Cheen @ Liew Mee Yow Cheen 5/5

Tai Shzee Yuan 5/5

Liew Huat Kwang 5/5

Loi Kim Fah 5/5

See Thiam Chya 5/5

Chok Kim Sin(appointed on 28 November 2012) 2/2*

Ir. Dr. Ting Lai Choon(appointed on 2 September 2013) 0/0*

Note: * Reflects the number of meetings held during the tenure of the respective Director.

Prior to the Board meetings, all Directors are provided with the agenda together with reports and papers containing

information relevant to the business of the meetings, such as information on major financial, operational and corporate

matters as well as activities and performance of the Group, to enable the Directors to peruse and contemplate the issues to

be deliberated at the Board meetings.

The Directors have full access to all information within the Group and is entitled to the advice and services of the Company

Secretaries and may obtain independent professional advice at the Company's expense, where necessary.

STATEMENT ON CORPORATE GOVERNANCE

9


BOARD OF DIRECTORS (Cont’d)

Appointments to the Board

The Nomination Committee comprises exclusively of Independent Non-Executive Directors as follows:-

Loi Kim Fah Chairman/Independent Non-Executive Director

Datuk Hj. Amil @ Amir Bin Junus Member/Independent Non-Executive Chairman

The Nomination Committee is established with the responsibility of identifying, proposing and recommending the right

candidates to the Board and Board Committees by taking into account the individual's skill, knowledge, expertise,

experience, professionalism and integrity as well as his other commitments, resources and time. In addition, the Nomination

Committee also has the following duties and functions:-

1. to evaluate the ability to discharge such responsibilities/functions as expected from individual non-executive Directors.

2. to annually review the required mix of skills, experience and other qualities include core competencies, which non-

executive Directors should bring to the Board.

3. to annually assess the effectiveness of the Board as a whole, the Board Committees and assess contribution of each

Director.

The decision as to who shall be appointed shall be the responsibility of the full Board after considering the recommendations

of the Nomination Committee. The Board will examine its size with a view to determining the impact of the number upon its

effectiveness. With the current composition, the Board feels that its members have the necessary knowledge, experience,

requisite range of skills and competence to enable them to discharge their duties and responsibilities effectively. All Directors

on the Board have gained extensive experience with their many years of experience on company Boards and/or also as

professionals in their respective fields of expertise.

Re-election of Directors

The Articles of Association of the Company provide that at least one-third (1/3) of the Directors are subject to retirement by

rotation at each Annual General Meeting (“AGM”) but shall be eligible for re-election and that all Directors (including the

Managing Director) shall retire at least once in every three (3) years. The Company's Articles of Association also provide that

a Director who is appointed during the year shall hold office only until the next AGM and shall then be eligible for re-election.

Directors' Training

All the Directors have completed the Mandatory Accreditation Programme prescribed by Bursa Securities except for Ir. Dr.

Ting Lai Choon who was appointed on 2 September 2013. All the Directors are provided with the opportunity to continually

undergo other relevant training programmes to further enhance their skills and knowledge and to enable them to discharge

their respective duties effectively. Those programmes attended by the Directors included The 15th Malaysia Strategic Outlook

Conference 2013, Budget, Seminar Percukaian Kebangsaan 2012 and National Tax Conference 2012.

DIRECTORS' REMUNERATION

The Remuneration Committee comprises wholly of Independent Non-Executive Directors as follows:-

Datuk Hj. Amil @ Amir Bin Junus Chairman/Independent Non-Executive Chairman

Loi Kim Fah Member/Independent Non-Executive Director

The Remuneration Committee is responsible for recommending to the Board the remuneration packages of Executive

Directors. The Board as a whole determines the remuneration of Non-Executive Directors. The individual concerned will

abstain from the discussion of their own remuneration.

The remuneration of Directors is determined at levels which enable the Company to attract and retain Directors with the

relevant experience and expertise to run the Group successfully and effectively. In the case of Executive Directors, their

remunerations are structured to link rewards to corporate and individual performance. For Non-Executive Directors, the level

of remuneration reflects the experience and level of responsibilities undertaken by them.


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ANNUAL REPORT 2013

DIRECTORS' REMUNERATION (Cont’d)

The aggregate remuneration of Directors during the financial year under review are as follows:

Directors

Remuneration Executive Non-Executive

(RM) (RM)

Fees - 64,000

Salaries/Allowances 985,383 -

Bonuses 10,000 -

Benefit In Kind 5,550 -

Total 1,000,933 64,000

The number of Directors of the Company whose total remuneration falls within the following bands for the financial year under

review are:-

Number of Directors

Range of remuneration Executive Non-Executive

Below RM50,000 1 3

RM50,001 - RM100,000 - -

RM100,001 - RM150,000 - -

RM150,001 - RM200,000 - -

RM200,001 - RM250,000 2 -

Above RM250,000 2 -

OTHER BOARD COMMITTEES

Other than the Nomination Committee and Remuneration Committee, the Board has also established other BoardCommittees, namely Audit Committee and Executive Committee, which operates within defined terms of reference. Thesecommittees have been accorded the necessary authority to analyse the relevant issues and report to the Board with recommendations and deliberations for the Board's approval.

Audit Committee

The members of the Audit Committee comprises exclusively of three (3) Independent Non-Executive Directors. TheComposition and the Terms of Reference of the Committee are set out in Audit Committee Report on pages 13 and 14 of theAnnual Report. The Audit Committee's meeting is mostly held before the Board's meeting to ensure that all critical issues highlighted can be brought to their attention on a timely basis. It reviews issues of accounting policies and presentation for external financial reporting and ensures an objective and professional relationship is maintained with the external auditors.

Executive Committee (Exco)

The Exco comprises the Managing Director and two (2) Executive Directors. The Exco is the main approving authority on themajor routine matters and meets regularly to review and approve major strategic, operational and financial matters, investments and funding decisions.

SHAREHOLDERS

Dialogue between Company and Investors

The Company acknowledges the importance of timely dissemination of material information affecting the Group to the shareholders, investors and the public. The release of annual reports, announcements and financial results on a quarterlybasis provides the shareholders and the investing public with an overview of the Group's performance and operations. The Company has set up its own website which provides more information about the Company and the Group.


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The Annual General Meeting (“AGM”)

The AGM remains the principal forum of dialogue and a mean of communication with shareholders. Shareholders are

encouraged to attend and participate at the AGM and are allowed to appoint proxies to attend and vote on their behalf.

Members of the Board as well as the Auditors of the Company are present to answer questions raised during the meeting.

ACCOUNTABILITY AND AUDIT

Financial Reporting

The Company's financial statements are prepared in accordance with the requirements of applicable approved accounting

standards in Malaysia issued by the Malaysian Accounting Standards Board and the provisions of the Companies Act, 1965.

The Directors take responsibility in ensuring that the annual financial statements and the quarterly results announcements are

presented to convey a balanced and understandable assessment of the Group's financial performance and position. The

Audit Committee assists the Board by reviewing and scrutinizing the information to be disclosed to ensure accuracy and

adequacy.

Internal Control

The Board has overall responsibility for the development of sound internal control system for the Group to achieve its

objectives within the acceptable risk profile as well as to safeguard shareholder's investment and the Company's assets. The

Board and Audit Committee review the effectiveness of the Group's system of internal controls periodically and such review

covers the financial, operational and compliance controls as well as risk management. The Statement on Risk Management

and Internal Control which provides an overview of the state of the internal control within the Group is set out on page 16 and

17 of the Annual Report.

Relationship with Auditors

The Group has established a transparent relationship with the External Auditors and seeks their professional advice in

ensuring compliance with applicable standards and statutory requirements. The External Auditors are invited to attend the

Audit Committee's meeting at least twice a year to discuss the audit plan, audit findings and their review.

CORPORATE SOCIAL RESPONSIBILITY

The Group acknowledges and integrates the Corporate Social Responsibility (“CSR”) into its operations and decision

making based on ethical values and respect for the environment, community, marketplace and employees' welfare.

In our daily operations, the Group encourage the employees to be environmental friendly by adopting cost and energy

saving method to minimize the environmental impact and risks. Employees were sent to attend the seminar on awareness,

prevention and control of the environmental impact on the air emission from the industry.

The Group believes that it is the employees who have significantly contributed to its continued success and growth and we

strive to motivate and retain the employees with the Long Service Award in recognizance of their loyalty and services towards

the Company. The Group also continuously promotes human capital development by encouraging and sponsoring the

participation of the employees in training programmes and seminars to enhance their knowledge, skills and competences,

such as air pollution training, understanding on Labor Acts, emergency preparedness and response plan and etc.

The Group strives to forge a safe working environment and promotes healthy work practices for all levels of employee.

Improvements are ongoing at the factory premises to ensure the entire production process is truly professional and

systematic. Safety programmes have been conducted to create the awareness of the safety environment and practices.

The Group is committed to play its role as a caring corporate citizen and continues to contribute to the charitable, social and

welfare programs and authorities on ad hoc basis.


12

ANNUAL REPORT 2013

COMPOSITION AND MEMBERSHIP

The Audit Committee comprises three (3) directors and the composition is as follows:

Loi Kim Fah Chairman/Independent Non-Executive Director

Datuk Hj. Amil @ Amir Bin Junus Member/Independent Non-Executive Chairman

See Thiam Chya Member/Independent Non-Executive Director

TERMS OF REFERENCE

The Audit Committee carried out its duties as set out in the Terms of Reference. The Board of Directors reviews the Terms of

Reference from time to time to ensure continuous compliance with Bursa Malaysia Securities Berhad (“Bursa Securities”)

Main Market Listing Requirements.

Objective

The primary objective of the Audit Committee is to assist the Board of Directors in the effective discharge of its fiduciary

responsibilities as to corporate governance, financial reporting, auditing and internal control.

Composition

The Audit Committee shall be appointed by the Board of Directors from amongst its members which fulfils the following

requirements:

1. the Audit Committee must be composed of no fewer than three (3) members;

2. all the Audit Committee members must be non-executive directors, with a majority of them being independent directors;

3. at least one (1) member of the Audit Committee:-

i. must be a member of the Malaysian Institute of Accountants; or

ii. if he is not a member of the Malaysian Institute of Accountants, he must have at least three (3) years' working

experience; and

a. he must have passed the examinations specified in Part I of the 1st Schedule of the Accountants Act 1967; or

b. he must be a member of one of the associations of accountants specified in Part II of the 1st Schedule of the

Accountants Act 1967; or

c. fulfils such other requirements as prescribed or approved by Bursa Securities.

4. no alternate director is appointed as a member of the Audit Committee.

Chairman

The members of the Audit Committee must elect a Chairman among themselves who is an independent director.

Secretary

The Company Secretary of the Company shall be the Secretary of the Audit Committee.

Meetings and Minutes

The Audit Committee shall meet at least four (4) times a year or more frequently as they consider necessary. A quorum shall

be two (2) members present, a majority of whom must be independent directors.

The Audit Committee may invite the Head of Finance, the internal auditor and external auditor to attend the meeting. Other

Board members and/or employees may attend any particular meeting upon invitation of the Audit Committee. The external

auditor may request for a meeting if they consider necessary.

The minutes of Audit Committee meeting shall be signed by the Chairman of the meeting and distributed to each member of

the Audit Committee and the Board of Directors. The Chairman of the Audit Committee shall report to the Board of Directors

on each meeting.

AUDIT COMMITTEE REPORT

13


TERMS OF REFERENCE (Cont’d)

Authority

The Audit Committee shall in accordance with a procedure determined by the Board of Directors:

i. have authority to investigate any matter within its terms of reference;

ii. have the resources which are required to perform its duties;

iii. have full and unrestricted access to any information pertaining to the Company and the Group;

iv. have direct communication channels with the internal and external auditors and with senior management of the

Company;

v. be able to obtain independent professional or other advice; and

vi. be able to convene meeting with external auditor, internal auditor or both, excluding the attendance of other Directors

and employees of the Company, whenever deemed necessary.

Functions and Duties

The functions and duties of the Audit Committee are:-

1. to review the following and report the same to the Board of Directors of the Company:

a. with the external auditor, the audit plan;

b. with the external auditor, his evaluation of the system of internal controls;

c. with the external auditor, his audit report;

d. the assistance given by the employees of the Company to the external auditor;

e. the adequacy of the scope, functions, competency and resources of the internal audit functions and that it has the

necessary authority to carry out its work;

f. the internal audit programme, processes, the results of the internal audit programme, processes or investigation

undertaken and whether or not appropriate action is taken on the recommendations of the internal audit function;

g. the quarterly results and year end financial statements, prior to the approval by the board of directors, focusing

particularly on

- changes in or implementation of major accounting policy changes;

- significant and unusual events; and

- compliance with accounting standards and other legal requirements;

h. any related party transaction and conflict of interest situation that may arise within the Company or Group including

any transaction, procedure or course of conduct that raises questions of management integrity;

i. any letter of resignation from the external auditors of the Company; and

j. whether there is reason (supported by grounds) to believe that the Company's external auditor is not suitable for re-

appointment.

2. to recommend the nomination of a person or persons as external auditors.

3. to carry out such other functions as may be agreed to by the Audit Committee and the Board of Directors.

The Chairman of the Audit Committee shall engage on a continuous basis with senior management, such as the

Chairman, the Managing Director, the Head of Finance, the Head of Internal Audit and external auditors in order to be

kept informed of matters affecting the Company.

MEETINGS

The Audit Committee held six (6) meetings during the financial year ended 30 June 2013 and the attendance of each Audit

Committee member are as follows:

Members No. of meetings attended

Loi Kim Fah 6/6

Datuk Hj. Amil @ Amir Bin Junus 6/6

See Thiam Chya 6/6


14

ANNUAL REPORT 2013

SUMMARY OF ACTIVITIES

During the financial year under review, the activities of the Audit Committee included:

i. review internal audit's reports and memorandums;ii. review quarterly financial result prior to submission to the Board of Directors for their consideration and approval;iii. review the external auditors' reports in relation to audit and accounting issues arising from audit, and updates of new

developments on accounting standards issued by the Malaysian Accounting Standards Board;iv. review the Company's compliance with revamped Bursa Securities Main Market Listing Requirements; v. review audit strategy and plan of the external auditors; andvi. review the recurrent related party transactions.

INTERNAL AUDIT FUNCTION

The internal audit function of the Group is performed by in-house Internal Audit Department. For the financial year ended 30June 2013, the cost incurred for internal audit function was RM32,714.00. The internal auditor reports to the Audit Committeeand carried out the audit reviews in accordance with the internal audit plan. The audit findings and recommendations will beforwarded to the management concerned for attention and necessary action. The Audit Committee reviews and deliberatesthe internal audit reports and relevant issued presented during the regular Audit Committee meetings.

During the financial year under review, our Internal Audit Department had carried out the following activities:-

i. conduct independent reviews on internal control of the key activities within the Group's operating units;ii. identify and highlight any deficiency and findings in the risk management and internal controls of the Group;iii. propose practical and cost effective recommendations and corrective action plans to the relevant management; andiv. perform follow-up audits to ensure the recommendations and corrective action plan have been taken and implemented

accordingly.

A number of minor internal control weaknesses were identified, all of which have been or being addressed. None of the weakness has resulted in any material losses or uncertainties that would require disclosure in this Annual Report.

During the financial year under review, the Company has engaged AlphaOne Governance Sdn. Bhd. to develop the key riskprofile for Yong Tai Brothers Trading Sdn. Bhd.


15


Introduction

The Board is committed to maintaining a sound risk management framework and internal controls system in the Group as

recommended in the Malaysian Code on Corporate Governance 2012 to safeguard shareholders' investment and the Group's

assets.

The Board of Directors of Yong Tai Berhad is pleased to present the Statement on Risk Management and Internal Control for

the financial year ended 30 June 2013 made pursuant to Paragraph 15.26(b) of Bursa Malaysia Securities Berhad Main

Market Listing Requirements and the Statement on Risk Management and Internal Control: Guidelines for Directors of Listed

Issuers.

Board Responsibility

The Board of Directors recognizes its responsibility for the Group's risk management and internal control system, which

covers financial, organizational, operational and compliance control as well as reviewing its adequacy and effectiveness from

time to time. A review on the adequacy and effectiveness of the risk management and internal control system has been

undertaken and the Board is satisfied that the risk management and internal control system in place is adequate and

effective. However, due to the limitations that are inherent in any system of internal control, it can only provide reasonable but

not absolute assurance against material misstatement, operational failures or loss.

Risk Management

Risk management is seen as an integral part of the Group's business operations by the Board. On a daily basis, the Heads

of Departments are responsible for managing the risks of their respective departments. The key risks relating to the Group's

operations and business plans are addressed at the periodic Board and Audit Committee meetings.

During the financial year under review, the Company has engaged AlphaOne Governance Sdn. Bhd. to develop the key risk

profile for its subsidiary, Yong Tai Brothers Trading Sdn. Bhd.

The Group continuous to take necessary measures to ensure that there is on going process for identifying, evaluating,

managing and monitoring the significant risks affecting the achievement of the Group's business objectives.

System of Internal Control

The following key processes have been established in reviewing the adequacy and integrity of the Group's system of

internal control:-

• Periodic Board of Directors' and Audit Committee meetings, and regular operational and management meetings are held

to discuss and review the business operation, financial and operational performances of the Group;

• The Group has a defined organizational structure with clear lines of responsibility, segregation of duties and delegation

of authority;

• The Executive Directors are closely involved in the running of day-to-day business and operations of the Group and they

report to the Board of Director on significant changes in the business and external environment; and

• Quarterly financial results and reports that provides the Board of Directors and Audit Committee with comprehensive

information on financial performances of the Group.

The Audit Committee

The Audit Committee comprises non-executive directors all of whom bring with them a wide variety of experience. The Audit

Committee has full and unimpeded access to both the internal as well as external auditors. The Audit Committee operating

within its Terms of Reference and ensuring that there are effective risk monitoring and compliance procedures to provide the

level of assurance required by the Board. The Audit Committee, on behalf on the Board, regularly reviews and holds

discussions with Management on the actions taken on internal risk management and control issues identified in reports

prepared by the internal auditors, the external auditors and the Management.

Internal Audit Function

The internal audit function of the Group is performed by in-house Internal Audit Department. All audit findings are

deliberated and resolved with the management and respective Head of Department. The Audit Committee reviews the

internal audit reports on every quarterly meeting.

STATEMENT ON RISK MANAGEMENT

AND INTERNAL CONTROL

16

ANNUAL REPORT 2013

Adequacy And Effectiveness Of The Group's Risk Management And Internal Control System

The Board has received assurance from the Chief Financial Officer that the Group's risk management and internal control is

operating adequately and effectively, in all material aspects, based on the risk management and internal control system of

the Group and its subsidiaries for the financial year ended 30 June 2013.

The Group continues to take necessary measures to strengthen and further enhance the system of risk management and

internal control is in place and functions effectively.

This statement is made in accordance with the resolution of the Board of Directors on 29 October 2013.

STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL

17


The Directors are required by the Companies Act, 1965 (“the Act”) to prepare financial statements for each financial year

which give a true and fair view of the state of affairs of the Company and the Group at the end of the financial year and of the

results and cash flows of the Company and the Group for the financial year. The financial statements have been prepared in

accordance with the applicable approved accounting standards in Malaysia issued by the Malaysian Accounting Standards

Board, the requirements of the Act, the Bursa Malaysia Securities Berhad Main Market Listing Requirements and other

statutory requirements.

The Directors have ensured that in preparing the financial statements for the year ended 30 June 2013, the Company and

the Group has applied appropriate accounting policies on a consistent basis and supported with reasonable and prudent

judgements and estimates. The Directors have responsibility for ensuring that the Company and the Group keep proper

accounting records to enable them to ensure that the financial statements comply with the Act. The Directors have overall

responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and

detect fraud and other irregularities.

This Statement is made in accordance with a resolution of the Board of Directors dated 29 October 2013.

ADDITIONAL COMPLIANCE REQUIREMENTS

Share buybacks

There was no share buyback by the Company during the financial year under review.

Options, warrants or convertible securities

The Company has not issued any options, warrants or convertible securities during the financial year under review.

American Depository Receipt (ADR) or Global Depository Receipt (GDR) programme

The Company did not sponsor any ADR or GDR programme during the financial year under review.

Sanctions/penalties

There was no sanction/penalty imposed on the Company and its subsidiaries, Directors or management by the relevant

regulatory bodies during the financial year under review.

Non-audit fees

There was no non-audit fees paid to the external auditors during the financial year under review.

Variation in results

The Company's results for the financial year under review did not differ by more than 10% from unaudited results previously

released. The Company did not make any profit estimate, forecast or projection for that period.

Profit guarantee

No profit guarantee was given by the Company during the financial year under review.

Material contracts

There was no material contract entered into by the Company and/or its subsidiaries during the financial year under review

which involves the interests of Directors and major shareholders.

Revaluation of landed properties

The Company's revaluation policy is disclosed in Note 2(g) of the Notes to the Financial Statements.

Recurrent related party transactions of a revenue nature

Details of transactions with related parties undertaken by the Group during the financial year under review are disclosed in

Note 31 of the Notes to the Financial Statements.

STATEMENT ON DIRECTORS' RESPONSIBILITY

18

ANNUAL REPORT 2013

The Directors hereby submit their report together with the audited financial statements of the Group and of the Company forthe financial year ended 30th June 2013.

PRINCIPAL ACTIVITIES

The principal activity of the Company is that of investment holding. The principal activities of the subsidiary companies aredescribed in Note 19 of the Notes to the Financial Statements.

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

FINANCIAL RESULTSGroup Company

RM RM

Loss before taxation (7,960,875) (139,316)Taxation 22,712 -

Net loss for the year (7,938,163) (139,316)

(Loss)/profit attributable to:Owners of the parent (7,929,396) (139,316)Non-controlling interest (8,767) -

(7,938,163) (139,316)

DIVIDENDS

No dividend has been paid or declared by the Company since the end of the previous financial year.

The Directors do not recommend any dividend for the year ended 30th June 2013.

RESERVES AND PROVISIONS

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

ISSUE OF SHARES AND/OR DEBENTURES

No shares and/or debentures were issued during the financial year.

INFORMATION ON THE FINANCIAL STATEMENTS

Before the Statements of Comprehensive Income and Statements of Financial Position of the Group and the Company weremade out, the Directors took reasonable steps :-

(a) to ascertain that action had been taken in relation to the writing off of bad debts and the making of allowance for doubtful debts and satisfied themselves that all known bad debts had been written off and that adequate allowance had been made for doubtful debts; and

(b) to ensure that any current assets which were unlikely to be realised in the ordinary course of business including their value as shown in the accounting records of the Group and the Company 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:-

(a) which would render the amount written off for bad debts or the amount of the allowance for doubtful debts in the financial statements of the Group and the Company inadequate to any substantial extent; or

(b) which would render the values attributed to the current assets in the financial statements of the Group and the Company misleading; or

DIRECTORS’ REPORT

19


DIRECTORS’ REPORT

INFORMATION ON THE FINANCIAL STATEMENTS (Cont’d)

(c) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and

the Company misleading or inappropriate.

No contingent or other liability 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 the Company to meet their obligations as and when they fall due.

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

(a) any charge on the assets of the Group and the Company which has arisen since the end of the financial year which

secures the liability of any other person; or

(b) any contingent liability of the Group and the Company which has arisen since the end of the financial year.

OTHER STATUTORY INFORMATION

The Directors state that :-

At the date of this report, they are not aware of any circumstances not otherwise dealt with in this report or the financial

statements which would render any amount stated in the financial statements misleading.

In their opinion:-

(a) the results of the operations of the Group and the Company during the financial year were not substantially affected by

any item, transaction or event of a material and unusual nature other than as disclosed in Note 38 of the Notes to the

Financial Statements; and

(b) there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction

or event of a material and unusual nature likely to affect substantially the results of the operations of the Group and the

Company for the financial year in which this report is made.

DIRECTORS

The Directors in office since the date of the last report are:-

Datuk Hj Amil @ Amir Bin Junus

Wong Liew Lin @ Liew Fat Lin

Wong Mee Yow Cheen @ Liew Mee Yow Cheen

Tai Shzee Yuan

Liew Huat Kwang

Loi Kim Fah

See Thiam Chya

Chok Kim Sin (Appointed on 28.11.12)

Ir. Dr. Ting Lai Choon (Appointed on 02.09.13)

The shareholdings in the Company and its related corporations during the financial year of those who were Directors at the

end of the financial year are as follows:-No. of Ordinary Shares of RM 1 each

At At

Interest in the Company 01.07.12 Bought Sold 30.06.13

Datuk Hj Amil @ Amir Bin Junus - direct 140,000 - - 140,000

Wong Liew Lin @ Liew Fat Lin - direct 50,522 - - 50,522

- deemed 20,091,729 - (6,300,000) 13,791,729

Wong Mee Yow Cheen @ Liew Mee Yow Cheen - direct 74,744 - - 74,744

- deemed 20,091,729 - (6,300,000) 13,791,729

Liew Huat Kwang - direct 230,520 - - 230,520

Tai Shzee Yuan - direct 28,001 - - 28,001

Other than as disclosed below, no other Directors in office at the end of the financial year held any interest in shares in, or

debentures of its related corporations during the year.

20

ANNUAL REPORT 2013

DIRECTORS (Cont’d)

Wong Liew Lin @ Liew Fat Lin and Wong Mee Yow Cheen @ Liew Mee Yow Cheen have interest in the following related

corporations:-

No. of Ordinary Shares of RM 1 each

At At

Interest in the Company 01.07.12 Bought Sold 30.06.13

Yong Tai Brothers Trading Sdn. Bhd. - deemed 500,000 - - 500,000

Golden Vertex Sdn. Bhd. - deemed 5,000,000 - - 5,000,000

Syarikat Koon Fuat Industries Sdn. Bhd. - deemed 127,500 - - 127,500

Yuta Realty Sdn. Bhd. - deemed 402,600 - - 402,600

The Image Outlet Sdn. Bhd. - deemed 100,000 - - 100,000

Yong Tai Samchem Sdn. Bhd. - deemed 1,200,000 - - 1,200,000

YTB Construction Sdn. Bhd.

(Formerly known as Phoenix Step Sdn. Bhd.) - deemed 2 - - 2

YTB Development Sdn. Bhd. - deemed - 100 - 100

DIRECTORS' BENEFITS

During and at the end of the financial year, no arrangement subsisted to which the Group and the Company or its subsidiary

companies was a party with the object of enabling Directors of the Company to acquire benefits by means of the acquisition

of shares in or debentures of the Company or any other body corporate.

Since the end of the previous financial year, no Director has received or become entitled to receive any benefit (other than

as disclosed in the Notes 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.

AUDITORS

Messrs Hasnan THL Wong & Partners, the retiring Auditors, have expressed their intention not to seek for re-appointment in

the forthcoming Annual General Meeting.

Signed on behalf of the Board in accordance with a resolution of the Directors dated 29th October 2013.

___________________________________________ )

DATUK HJ AMIL @ AMIR BIN JUNUS )

)

)

)

)

)

) DIRECTORS

)

)

)

)

___________________________________________ )

WONG LIEW LIN @ LIEW FAT LIN )

Petaling Jaya

DIRECTORS’ REPORT

21


We, DATUK HJ AMIL @ AMIR BIN JUNUS and WONG LIEW LIN @ LIEW FAT LIN, being two of the Directors of YONG TAI

BERHAD, do hereby state, in the opinion of the Directors, the accompanying financial statements set out on pages 25 to 66

are drawn up in accordance with Malaysian Financial Reporting Standards ("MFRSs"), 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 the Company as at 30th June 2013 and of their financial performance and cash flows for the year

then ended.

In the opinion of the Directors, the information set out in Note 40 of the Notes to the Financial Statements has been compiled

in accordance with the Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the

Context of Disclosures Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute

of Accountants and the directive of Bursa Malaysia Securities Berhad.

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

______________________________________ ____________________________________

DATUK HJ AMIL @ AMIR BIN JUNUS WONG LIEW LIN @ LIEW FAT LIN

Petaling Jaya

29th October 2013

I, TAI SHZEE YUAN, I/C No. 530622-04-5093, the Director primarily responsible for the accompanying financial management

of YONG TAI BERHAD, do solemnly and sincerely declare that the financial statements set out on pages 25 to 66 are in my

opinion correct, and I make this solemn declaration conscientiously believing the same to be true and by virtue of the

provisions of the Statutory Declarations Act, 1960.

Subscribed and solemnly declared by the )

abovenamed TAI SHZEE YUAN, )

I/C No. 530622-04-5093, )

at Petaling Jaya )

)

on 29th October 2013 ) ____________________________

TAI SHZEE YUAN

Before me:

Pn Koh Twee Yong @ Koh Twee Siew (No. B 357)

Commissioner for Oaths

STATEMENT BY DIRECTORS

22

ANNUAL REPORT 2013

STATUTORY DECLARATION

Report on the Financial Statements

We have audited the financial statements of Yong Tai Berhad, which comprise the statements of financial position of the Groupand the Company as at 30th June 2013, and the statements of comprehensive income, statements of changes in equity andstatements of cash flows of the Group and the Company for the year then ended, and a summary of significant accountingpolicies and other explanatory information, as set out on pages 25 to 66.

Directors' Responsibility for the Financial Statements

The Directors of the Company are responsible for the preparation of financial statements so as to give a true and fair view inaccordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirementsof 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 misstatementof the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the Company'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 effectivenessof the Company's internal control. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness 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 the Company as at30th June 2013 and of their financial performance and cash flows for the year then ended in accordance with MalaysianFinancial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia.

Report on Other Legal and Regulatory Requirements

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

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

b) We are satisfied that the accounts of the subsidiary companies 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.

c) The audit reports on the financial statements of the subsidiary companies did not contain any qualification or any adverse comment made under Section 174(3) of the Act.

Other Reporting Responsibilities

The supplementary information set out in Note 40 of the Notes to the Financial Statements is disclosed to meet the requirement of Bursa Malaysia Securities Berhad and is not part of the financial statements. The Directors are responsible forthe preparation of the supplementary information in accordance with Guidance on Special Matter No. 1, Determination ofRealised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad ListingRequirements, as issued by the Malaysian Institute of Accountants ("MIA Guidance") and the directive of Bursa MalaysiaSecurities Berhad. In our opinion, the supplementary information is prepared, in all material respects, in accordance with MIA Guidance and the directive of Bursa Malaysia Securities Berhad.

INDEPENDENT AUDITORS' REPORTTO THE MEMBERS OF YONG TAI BERHAD

23


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.

HASNAN THL WONG & PARTNERS HASNAN BIN ABDULLAH(NO. AF 0942) CHARTERED ACCOUNTANT

CHARTERED ACCOUNTANTS (NO: 1666/12/14 (J))

Petaling Jaya29th October 2013

INDEPENDENT AUDITORS' REPORTTO THE MEMBERS OF YONG TAI BERHAD

24

ANNUAL REPORT 2013

Note 30.06.13 30.06.12 01.07.11

RM RM RM

(Restated) (Restated)

ASSETS

NON-CURRENT ASSETS

Property, plant and equipment 5 17,268,935 24,222,914 24,801,947

Investment properties 6 11,740,000 4,980,000 6,421,000

Deferred tax asset 7 52,400 2,200 285,700

29,061,335 29,205,114 31,508,647

CURRENT ASSETS

Inventories 8 19,246,605 27,057,329 39,664,389

Trade receivables 9 19,318,906 22,007,728 38,512,356

Other receivables 10 2,875,758 2,816,572 4,461,924

Tax in credit 819,040 904,747 957,833

Assets classified as held for sale 11 - 1,441,000 -

Fixed deposits - - 693,216

Cash and bank balances 12 804,890 496,043 24,346,529

43,065,199 54,723,419 108,636,247

TOTAL ASSETS 72,126,534 83,928,533 140,144,894

EQUITY AND LIABILITIES

CURRENT LIABILITIES

Trade payables 13 10,124,944 8,562,111 42,851,478

Other payables 14 4,232,022 3,295,370 3,025,775

Amount due to Directors 15 11,173,113 10,813,234 11,913,026

Bank overdraft 12 9,092,550 10,799,800 12,902,404

Borrowings 16 9,919,983 12,425,435 21,149,547

Tax payable 696 - 26,302

44,543,308 45,895,950 91,868,532

NON-CURRENT LIABILITIES

Borrowings 16 3,760,888 6,272,082 784,873

3,760,888 6,272,082 784,873

TOTAL LIABILITIES 48,304,196 52,168,032 92,653,405

EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT

Share capital 17 40,115,000 40,115,000 40,115,000

Reserves 18 (17,125,637) (9,196,241) (263,627)

22,989,363 30,918,759 39,851,373

Non-controlling interest 832,975 841,742 7,640,116

TOTAL EQUITY 23,822,338 31,760,501 47,491,489

TOTAL EQUITY AND LIABILITIES 72,126,534 83,928,533 140,144,894

CONSOLIDATED STATEMENT OF FINANCIAL POSITIONAS AT 30TH JUNE 2013

25


The above consolidated statement of financial position are to be read in conjunction with the notes to the financial statements set out on pages 32 to 66.

Note 30.06.13 30.06.12 01.07.11

RM RM RM

ASSETS

NON-CURRENT ASSETS

Investment in subsidiary companies 19 48,901,910 48,901,810 33,901,810

48,901,910 48,901,810 33,901,810

CURRENT ASSETS

Other receivables 10 1,000 1,000 1,000

Amount due from subsidiary companies 20 3,400,840 3,415,526 5,514,983

Tax in credit 48,260 48,260 48,260

Cash and bank balances 12 2,530 5,755 120,160

3,452,630 3,470,541 5,684,403

TOTAL ASSETS 52,354,540 52,372,351 39,586,213

EQUITY AND LIABILITIES

CURRENT LIABILITIES

Other payables 14 102,050 89,460 92,810

Amount due to subsidiary companies 20 9,171,121 9,062,206 69,463

9,273,171 9,151,666 162,273

TOTAL LIABILITIES 9,273,171 9,151,666 162,273

EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT

Share capital 17 40,115,000 40,115,000 40,115,000

Reserves 18 2,966,369 3,105,685 (691,060)

TOTAL EQUITY 43,081,369 43,220,685 39,423,940

TOTAL EQUITY AND LIABILITIES 52,354,540 52,372,351 39,586,213

STATEMENT OF FINANCIAL POSITION AS AT 30TH JUNE 2013

26

ANNUAL REPORT 2013

The above statement of financial position are to be read in conjunction with the notes to the financial statements set out on pages 32 to 66.

Note 30.06.13 30.06.12

RM RM

(Restated)

Continuing operations

Revenue 21 67,315,345 72,769,789

Less: Cost of sales (54,115,814) (55,830,541)

Gross profit 13,199,531 16,939,248

Add: Other income 1,637,222 570,333

14,836,753 17,509,581

Less: Sales and distribution costs (10,792,901) (10,158,672)

Administrative expenses (4,890,494) (7,282,008)

Other operating expenses (5,228,053) (7,912,892)

Finance costs 22 (1,886,180) (2,144,778)

Loss before taxation 23 (7,960,875) (9,988,769)

Taxation 24 22,712 (368,140)

Net loss for the year from continuing operations (7,938,163) (10,356,909)

Discontinuing operations

Profit for the year from discontinued operations, net of tax 25 - 1,117,042

Net loss for the year (7,938,163) (9,239,867)

Other comprehensive income:

Exchange difference arising from foreign subsidiary companies - 893,712

- 893,712

Total comprehensive expense for the year (7,938,163) (8,346,155)

Total comprehensive (expense)/income attributable to:

Owners of the parent:

from continuing operations (7,929,396) (9,986,093)

from discontinuing operations - 1,053,479

(7,929,396) (8,932,614)

Non-controlling interest (8,767) 586,459

(7,938,163) (8,346,155)

(Loss)/profit attributable to:

Owners of the parent

from continuing operations (7,929,396) (10,025,027)

from discontinuing operations - 726,077

(7,929,396) (9,298,950)

Non-controlling interest (8,767) 59,083

(7,938,163) (9,239,867)

Loss per share attributable to owners of the parent:-

Basic loss per share (sen) 26 (19.8) (25.0)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOMEFOR THE YEAR ENDED 30TH JUNE 2013

27


The above consolidated statement of comprehensive income are to be read in conjunction with the notes to the financial statements set out on pages 32 to 66.

Note 30.06.13 30.06.12

RM RM

Revenue 21 - 3,960,000

Gross profit - 3,960,000

Less: Administrative expenses (139,316) (163,255)

(Loss)/profit before taxation 23 (139,316) 3,796,745

Taxation 24 - -

Total comprehensive (expense)/income for the year (139,316) 3,796,745

STATEMENT OF COMPREHENSIVE INCOMEFOR THE YEAR ENDED 30TH JUNE 2013

28

ANNUAL REPORT 2013

The above statement of comprehensive income are to be read in conjunction with the notes to the financial statements set out on pages 32 to 66.

STATEMENTS OF CHANGES IN EQUITYFOR THE YEAR ENDED 30TH JUNE 2013

29


Group CompanyNote 30.06.13 30.06.12 30.06.13 30.06.12

RM RM RM RM

CASH FLOWS FROM OPERATING ACTIVITIES(Loss)/profit before taxation

From continuing operations (7,960,875) (9,988,769) (139,316) 3,796,745

From discontinuing operations - 1,272,644 - -

(7,960,875) (8,716,125) (139,316) 3,796,745

Adjustments for:-

Allowance for specific doubtful debts 724,904 2,942,808 - -

Depreciation of property, plant and equipment 1,489,194 1,705,289 - -

Foreign currency exchange loss - unrealised 40,396 103,851 - -

Incorporation fees 2,400 - - -

Interest expenses 22 1,886,180 2,182,147 - -

Inventories written down 1,983,771 3,223,454 - -

Loss on disposal of investment in subsidiary companies - 1,468,093 - -

Property, plant and equipment written off 55,039 74,926 - -

Allowance for specific doubtful debts no longer required - (9,578) - -

Fair value adjustment 6 (233,103) - - -

Gain on disposal of investment properties (259,982) - - -

Gain on disposal of property, plant and equipment (240,022) (57,199) - -

Interest income - (250,571) - -

Dividend income - - - (3,960,000)

Operating (loss)/profit before working capital changes (2,512,098) 2,667,095 (139,316) (163,255)

Decrease in inventories 5,826,953 5,866,111 - -

Decrease/(increase) in receivables 1,951,439 (14,892,400) - -

Decrease/(increase) in amount due from

subsidiary companies - - 14,686 (202,543)

Increase/(decrease) in payables 2,464,627 (7,300,860) 12,590 (3,350)

Increase/(decrease) in amount due to

subsidiary companies - - 108,915 (3,705,257)

Increase in amount due to Directors 359,879 252,448 - -

Cash (absorbed by)/generated from operations 8,090,800 (13,407,606) (3,125) (4,074,405)

Dividends paid to non-controlling interest - (2,640,000) - -

Incorporation fees paid (2,400) - - -

Interest paid (1,886,180) (2,182,147) - -

Net tax refunded/(paid) 58,915 (185,011) - -

Net cash from/(used in) operating activities 6,261,135 (18,414,764) (3,125) (4,074,405)

CASH FLOWS FROM INVESTING ACTIVITIES

Dividends received - - - 3,960,000

Interest received - 240,102 - -

Net cash outflow from disposal of investment

in subsidiary companies 28 - (544,855) - -

Proceeds from disposal of property, plant and equipment 311,000 79,200 - -

Proceeds from disposal of investment properties 1,700,982 - - -

Purchase of property, plant and equipment 29 (1,056,129) (1,118,683) - -

Investment in subsidiary company - - (100) -

Net cash from/(used in) investing activities 955,853 (1,344,236) (100) 3,960,000

STATEMENTS OF CASH FLOWSFOR THE YEAR ENDED 30TH JUNE 2013

30

ANNUAL REPORT 2013

Group CompanyNote 30.06.13 30.06.12 30.06.13 30.06.12

RM RM RM RM

CASH FLOWS FROM FINANCING ACTIVITIESNet repayment of short term borrowings (2,622,076) (10,290,604) - -

Withdrawal of fixed deposits - 703,685 - -

Repayment of hire purchase creditors (559,776) (480,749) - -

Net (repayment of)/proceeds from term loans (2,019,039) 7,301,755 - -

Net cash used in financing activities (5,200,891) (2,765,913) - -

NET INCREASE/(DECREASE) IN CASH AND CASH

EQUIVALENTS 2,016,097 (22,524,913) (3,225) (114,405)

Effect of exchange rate changes - 777,031 - -

CASH & CASH EQUIVALENTS BROUGHT FORWARD (10,303,757) 11,444,125 5,755 120,160

CASH & CASH EQUIVALENTS CARRIED FORWARD 12 (8,287,660) (10,303,757) 2,530 5,755

STATEMENTS OF CASH FLOWSFOR THE YEAR ENDED 30TH JUNE 2013

31


The above statements of cash flows are to be read in conjunction with the notes to the financial statements set out on pages 32 to 66.

1. PRINCIPAL ACTIVITIES AND GENERAL INFORMATION

The principal activity of the Company is that of investment holding. The principal activities of the subsidiary companies aredescribed in Note 19 of the Notes to the Financial Statements. There have been no significant changes in the nature of theseactivities during the financial year.

The Company is a public limited liability company, incorporated and domiciled in Malaysia. The registered office of the Companyis located at Ground Floor, 8, Lorong Universiti B, Section 16, 46200 Petaling Jaya, Selangor Darul Ehsan. The principal placeof business of the Company is located at No. 3, Jalan Kapal, Kawasan Perindustrian Tongkang Pecah, 83010 Batu Pahat, JohorDarul Takzim.

The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of the Directorsdated 29th October 2013.

2. SIGNIFICANT ACCOUNTING POLICIES

The accounting policies have been applied consistently to the periods presented in these financial statements and in preparingthe opening MFRS Statements of Financial Position of the Group and the Company at 1st July 2011 (the transition date to MFRSframework).

a) Basis of preparation

The financial statements of the Group and the Company have been prepared in accordance with Malaysian Financial Reporting Standards ("MFRSs"), International Financial Reporting Standards and the requirements of the Companies Act,1965 in Malaysia. In the previous years, the financial statements of the Group and the Company were prepared in accordance with Financial Reporting Standards ("FRSs") in Malaysia.

These are the first financial statements of the Group and the Company prepared in accordance with MFRSs. MFRS 1 First-time Adoption of Malaysian Financial Reporting Standards has been applied.

In preparing its opening MFRS Statements of Financial Position as at 1st July 2011 (which is also the date of transition), theGroup and the Company have adjusted the amounts previously reported in financial statements prepared in accordancewith FRSs. An explanation of the effect on transition from FRSs to MFRSs is set out in Note 37. These notes include reconciliations of financial positions, total comprehensive income and equity for comparative periods and of financial positions at the date of transition under MFRSs. The transition from FRSs to MFRSs has not had material impact on the Statements of Cash Flows of the Group and the Company.

Certain financial instruments are carried at fair value in accordance with MFRS 139 Financial Instruments: Recognition andMeasurement.

The financial statements are presented in Ringgit Malaysia (RM), unless otherwise indicated.

b) Standards issued but not yet effective

As at the date of authorisation of these financial statements, the following standards, Amendments and Issues Committee ("IC") Interpretations have been issued by the Malaysian Accounting Standards Board ("MASB") but are not yet effective and have not been adopted by the Group and the Company.

Effective for financial periods beginning on or after 1st January 2013MFRS 3 Business CombinationsMFRS 10 Consolidated Financial StatementsMFRS 11 Joint ArrangementsMFRS 12 Disclosure of Interests in Other EntitiesMFRS 13 Fair Value MeasurementMFRS 119 Employee Benefits (revised)MFRS 127 Consolidated and Separate Financial Statements (revised)MFRS 128 Investments in Associates and Joint Ventures (revised)Amendments to MFRS 1 First-time Adoption of MFRS - Government LoansAmendments to MFRS 7 Financial Instruments : Disclosure - Offsetting Financial Asset and Financial LiabilitiesAmendments to MFRS 10 Consolidated Financial Statements: Transition GuidanceAmendments to MFRS 11 Joint Arrangements: Transition GuidanceAmendments to MFRS 12 Disclosure of Interests in Other Entities: Transition GuidanceIC Interpretation 20 Stripping Costs in the Production Phase of a Surface MineIC Interpretation 21 LeviesAnnual Improvements to IC Interpretations and MFRSs 2009 - 2011 Cycle

NOTES TO THE FINANCIAL STATEMENTS30TH JUNE 2013

32

ANNUAL REPORT 2013

2. SIGNIFICANT ACCOUNTING POLICIES (Cont’d)

b) Standards issued but not yet effective (Cont’d)

Effective for financial periods beginning on or after 1st January 2014MFRS 10 Consolidated Financial StatementsMFRS 12 Disclosure of Interests in Other EntitiesAmendments to MFRS 127 Consolidated and Separate Financial Statements (revised)Amendments to MFRS 132 Financial Instruments: Presentation - Offsetting Financial Assets and Financial

LiabilitiesAmendments to MFRS 136 Impairment of Assets - Recoverable Amount Disclosures for Non-Financial AssetsAmendments to MFRS 139 Financial Instruments: Recognition and Measurement - Novation of Derivatives and

Continuation of Hedge Accounting

Effective for financial periods beginning on or after 1st January 2015Amendments to MFRS 9 Mandatory Effective Date of MFRS 9 and Transition Disclosures

The Group and the Company will adopt the above pronouncements when they become effective in the respective financialperiods. These pronouncements are not expected to have any effect to the financial statements of the Group and of theCompany upon their initial application, except as described below:

MFRS 9 Financial Instruments

MFRS 9, as issued, reflects the first phase of the International Accounting Standards Board's (IASB's) work on the replacement of MFRS 139 Financial Instruments: Recognition and Measurement and applies to classification and measurement of financial instruments as defined in MFRS 139 Financial Instruments: Recognition and Measurement ("MFRS 139") and replaces the guidance in MFRS 139.

In subsequent phases, the IASB will address hedge accounting and impairment of financial assets.

The Group and the Company will quantify the effect of adopting this MFRS when the full standard is issued.

c) Subsidiary companies

Subsidiary companies are entities over which the Group has the power to govern the financial and operating policies so as to obtain benefits from their activities.

In the Company's separate financial statements, investments in subsidiary companies are accounted for at cost less accumulated impairment losses. On disposal of such investments, the difference between the net disposal proceeds and their carrying amounts is included in profit or loss.

d) Basis of consolidation

The consolidated financial statements comprise the financial statements of the Company and all its subsidiaries as at thefinancial year end. The financial statements of the subsidiary companies used in the preparation of the consolidated financial statements are prepared for the same financial year as the Company. Consistent accounting policies are applied to like transactions and events in similar circumstances.

All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-group transactions areeliminated in full.

Acquisition of subsidiary companies are accounted for using the purchase method except for business combinations arising from common control transfers. Business combinations involving entities under common control are accounted forby applying the pooling of interest method. The assets and liabilities of the combining entities are reflected at their carrying amounts reported in the consolidated financial statements of the controlling holding company. Any differencebetween the consideration paid and the share capital of the "acquired" entity is reflected within equity as merger reserve ormerger deficit. Merger deficit is adjusted against suitable reserves of the entity acquired to the extent that laws or statutes do not prohibit the use of such reserves.

The Statements of Comprehensive Income reflects the results of the combining entities for the full year, irrespective of whenthe combination takes place. Comparatives are presented as if the entities have always been combined since the date the entities had come under common control.

Under the purchase method of accounting, identifiable assets acquired and liabilities and contingent liabilities assumed ina business combination are measured initially at their fair values at the date of acquisition. Adjustments to those fair valuesrelating to previously held interests are treated as a revaluation and recognised in other comprehensive income. The costof a business combination is measured as the aggregate of the fair values, at the date of exchange, of the assets given,liabilities incurred or assumed, and equity instruments issued, plus any costs directly attributable to the business combination.


33



d) Basis of consolidation (Cont’d)

Any excess of the cost of business combination over the Group's share in the net fair value of the acquired subsidiarycompany's identifiable assets, liabilities and contingent liabilities is recorded as goodwill on the Statement of FinancialPosition. The accounting policy for goodwill is set out in Note 2 (f) of the Notes to the Financial Statements. Any excess ofthe Group's share in the net fair value of the acquired subsidiary company's identifiable assets, liabilities and contingentliabilities over the cost of business combination is recognised as income in profit or loss on the date of acquisition. Whenthe Group acquires a business, embedded derivatives separated from the host contract by the acquiree are reassessed onacquisition unless the business combination results in a change in the terms of the contract that significantly modifies the cash flows that would otherwise be required under the contract.

e) Non-controlling interest

Non-controlling interest represent the portion of profit or loss and net assets in subsidiary companies not held by the Groupand are presented separately in profit or loss of the Group and within equity in the consolidated Statements of FinancialPosition, separately from parent shareholders' equity. Transactions with non-controlling interests are accounted for using theentity concept method, whereby, transactions with non-controlling interests are accounted for as transactions with owners.On acquisition of non-controlling interests, the difference between the consideration and book value of the share of the netassets acquired is recognised directly in equity. Gain or loss on disposal to non-controlling interests is recognised directlyin equity.

f) Goodwill

Goodwill is initially measured at cost. Following initial recognition, goodwill is measured at cost less any accumulatedimpairment losses.

For the purpose of impairment testing, goodwill acquired is allocated, from the acquisition date, to each of the Group andthe Company's cash-generating units ("CGUs") that are expected to benefit from the synergies of the combination.

Where goodwill forms part of a CGU and part of the operation within that CGU is disposed of, the goodwill associated withthe operation disposed is included in the carrying amount of the operation when determining the gain or loss on disposalof the operation. Goodwill disposed of in this circumstance is measured based on the relative fair values of the operationsdisposed of and the portion of the CGU retained.

g) Property, plant and equipment

All items of property, plant and equipment are initially recorded at cost. The cost of an item of property, plant and equipment is recognised as an asset if, and only if, it is probable that future economic benefits associated with the item will flow to the Group and the Company and the cost of the item can be measured reliably.

Subsequent to recognition, costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and theCompany and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are recognised in profit or loss as incurred.

Subsequent to recognition, property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses.

Freehold land and buildings are stated at revalued amount, which is the fair value at the date of the revaluation less anyaccumulated impairment losses. Fair value is determined from market-based evidence by appraisal that is undertaken byprofessionally qualified valuers.

Revaluations are perf o rmed with sufficient regularity to ensure that the fair value of a revalued asset does not differ materially from that which would be determined using fair values at the balance sheet date. Any revaluation surplus is credited to the revaluation reserve included within equity, except to the extent that it reverses a revaluation decrease for thesame asset previously recognised in statements of comprehensive income, in which case the increase is recognised inStatements of Comprehensive Income to the extent of the decrease previously recognised. A revaluation deficit is first offset against unutilised previously recognised revaluation surplus in respect of the same asset and the balance is thereafter recognised in statements of comprehensive income. Upon disposal or retirement of an asset, any revaluation reserve relating to the particular asset is transferred directly to retained earnings.

Freehold land has an unlimited useful life and therefore is not depreciated. Depreciation of other property, plant and equipment is calculated on the straight line basis to write off the cost of each asset to its residual value over the estimated useful life.


34

ANNUAL REPORT 2013


g) Property, plant and equipment (Cont’d)

The principal annual rates of depreciation used are as follows:-

Long-term leasehold land Over 30 to 32 yearsBuildings 33-41 yearsAir conditioners and air curtains 10%EDP/IT equipment 10%Electrical installation 10%Furniture, fittings and renovations 10%-50%Machinery and equipment 10%Models 10%Office equipment 10% - 18%Warehouse equipment 10%Motor vehicles 20%Counter set-up 20%-33 1/3%

The carrying values of property, plant and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable.

The residual values, useful lives and depreciation methods are reviewed at each financial year end, and adjusted prospectively, if appropriate.

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits areexpected from its use or disposal. Any gain or loss on derecognition of the asset is included in the profit or loss in the year the asset is derecognised.

h) Investment properties

Investment properties are properties which are held either to earn rental income or for capital appreciation or for both. Suchproperties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at fair value. Fair value is arrived at by reference to market evidence of transaction prices for similar properties and is performed by independent professional valuers.

Gains or losses arising from changes in the fair values of investment properties are recognised in profit or loss in the yearin which they arise.

A property interest under an operating lease is classified and accounted for as an investment property on a property-by-property basis when the Group holds it to earn rentals or for capital appreciation or both. Any such property interest underan operating lease classified as an investment property is carried at fair value.

Investment properties are derecognised when either they have been disposed of or when the investment property is permanently withdrawn from use and no future economic benefit is expected from its disposal. Any gains or losses on the retirement or disposal of an investment property are recognised in profit or loss in the year in which they arise.

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 fairvalue is recognised directly in other comprehensive income. However, if a fair value gain reverses a previous impairmentloss, the gain is recognised in profit or loss. Upon disposal of the investment property, any surplus previously recorded in other comprehensive income is transferred to retained earnings.

When an item of property inventory or property development is transferred to investment properties following a change inits use, any difference arising at the date of transfer between the carrying amount of the item immediately prior to transferand its fair value is recognised directly to profit or loss.

i) Impairment of non-financial assets

The Group and the Company assess at each financial year end whether there is an indication that an asset may beimpaired. If any such indication exists, or when an annual impairment assessment for an asset is required, the Group makesan estimate of the asset's recoverable amount.

For goodwill, intangible assets and property, plant and equipment that are not yet available for use, the recoverable amountis estimated at each financial year end or more frequently when indicators of impairment are identified.


35



i) Impairment of non-financial assets (Cont’d)

An asset's recoverable amount is the higher of an asset's fair value less costs to sell and its value-in-use. For the purposeof assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (i.e.CGUs). In assessing value-in-use, the estimated future cash flows expected to be generated by the asset are discountedto their present value using a pre-tax discount rate that reflects current market assessments of the time value of money andthe risks specific to the asset. Where the carrying amount of an asset exceeds its recoverable amount, the asset is writtendown to its recoverable amount. Impairment losses recognised in respect of a CGU or groups of CGUs are allocated firstto reduce the carrying amount of any goodwill allocated to those units or groups of units and then, to reduce the carryingamount of the other assets in the unit or groups of units on a pro-rate basis.

Impairment losses are recognised in profit or loss except for assets that are previously revalued where the revaluation wastaken to other comprehensive income. In this case, the impairment is also recognised in other comprehensive income upto the amount of any previous revaluation.

An assessment is made at each financial year end as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. A previously recognised impairment loss for an asset otherthan goodwill is reversed only if there has been a change in the estimates used to determine the asset's recoverable amountsince the last impairment loss was recognised. If that is the case, the carrying amount of the asset is increased to its revisedrecoverable amount. That increase cannot exceed the carrying amount that would have been determined (net of amortisation or depreciation) had no impairment loss been recognised previously. Such reversal is recognised in profit orloss unless the asset is measured at revalued amount, in which case the reversal is treated at a revaluation increase. Impairment loss on goodwill is not reversed in a subsequent period.

j) Financial assets

Financial assets are recognised in the Statements of Financial Position when, and only when, the Group and the Companybecome a party to the contractual provisions of the financial instrument.

When financial assets are recognised initially, they are measured at fair value, plus, in the case of financial assets not at fairvalue through profit or loss, directly attributable transaction costs. The Group and the Company determine the classification of their financial assets at initial recognition, and the categories include loans and receivables.

Loans and Receivables

Financial assets with fixed or determinable payments that are not quoted in an active market are classified as loansand receivables.

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

Loans and receivables are classified as current assets, except for those having maturity dates later than 12 monthsafter the end of the financial year which are classified as non-current.

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

k) Impairment of financial assets

The Group and the Company assess at each financial year end whether there is any objective evidence that a financialasset is impaired.

i) Trade and other receivables and other financial assets carried at amortised cost

To determine whether there is objective evidence that an impairment loss on financial assets has been incurred, theGroup and the Company consider factors such as the probability of insolvency or significant financial difficulties of thedebtor and default or significant delay in payments.

For certain categories of financial assets, such as trade receivables, assets that are assessed not to be impaired individually are subsequently assessed for impairment on a collective basis based on similar risk characteristics.Objective evidence of impairment for a portfolio of receivables could include the Group's and the Company's pastexperience of collecting payments, an increase in the number of delayed payments in the portfolio past the averagecredit period and observable changes in national or local economic conditions that correlate with default on receivables.


36

ANNUAL REPORT 2013


k) Impairment of financial assets (Cont’d)

i) Trade and other receivables and other financial assets carried at amortised cost (Cont’d)

If any such evidence exists, the amount of impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated future cash flows discounted at the financial asset's original effective interest rate. The impairment loss is recognised in profit or loss.

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with theexception of trade receivables, where the carrying amount is reduced through the use of an allowance account. Whena trade receivable becomes uncollectible, it is written off against the allowance account.

If in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectivelyto an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed tothe extent that the carrying amount of the asset does not exceed its amortised cost at the reversal date. The amountof reversal is recognised in profit or loss.

ii) Unquoted equity securities carried at cost

If there is objective evidence (such as significant adverse changes in the business environment where the issuer operates, probability of insolvency or significant financial difficulties of the issuer) that an impairment loss on financialassets carried at cost has been incurred, the amount of the loss is measured as the difference between the asset's carrying amount and the present value of estimated future cash flows discounted at the current market rate of returnfor a similar financial asset. Such impairment losses are not reversed in subsequent periods.

l) Inventories

Inventories are stated at the lower of cost and net realisable value and are determined on the first-in-first-out method. Thecost of inventories comprises actual costs of purchase, incidental costs in bringing the inventories into store and appropriate proportions of manufacturing overheads.

Net realisable value represents the estimated selling price in the ordinary course of business less the estimated costs tocompletion and the estimated costs necessary to make the sale.

m) Cash and cash equivalents

Cash comprises of cash at bank and cash on hand including bank overdraft and deposits. Cash equivalents comprise ofinvestments maturing within three months from the date of acquisition and which are readily convertible to known amountof cash which are subject to an insignificant risk of change in value.

n) Non-current assets held for sale

Non-current assets, or disposal group comprising assets and liabilities that are expected to be recovered primarily throughsale rather than through continuing use, are classified as held for sale.

Immediately before classification as held for sale, the assets, or components of a disposal group, are remeasured in accordance with the Company's accounting policies. Thereafter generally the assets are disposal group are measured at the lower of their carrying amount and fair value less costs to sell.

Any impairment loss on a disposal group is first allocated to goodwill, and then to remaining assets and liabilities on prorata basis, except that no loss is allocated to financial assets, deferred tax assets and investment property, which continueto be measured in accordance with the Company's accounting policies. Impairment losses on initial classification as heldfor sale and subsequent gains or losses on remeasurement are recognised in the Statements of Comprehensive Income.Gains are not recognised in excess of any cumulative impairment loss.

Intangible assets and property, plant and equipment once classified as held for sale are not amortised or depreciated.

o) Financial liabilities

Financial liabilities are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability.

Financial liabilities, within the scope of MFRS 139, are recognised in the Statement of Financial Position when, and onlywhen, the Group and the Company become a party to the contractual provisions of the financial instrument. The Group andCompany's financial liabilities are classified as other financial liabilities.


37



o) Financial liabilities (Cont’d)

Other financial liabilities

The Group's and the Company's other financial liabilities include trade and other payables, loans and borrowings.

Trade and other payables are recognised initially at fair value plus directly attributable transaction costs and subsequently measured at amortised cost using the effective interest method.

Loans and borrowings are recognised initially at fair value, net of transaction costs incurred, and subsequently measured at amortised cost using the effective interest method. Borrowings are classified as current liabilities unlessthe Group and the Company have an unconditional right to defer settlement of the liability for at least 12 months after the end of financial year.

For other financial liabilities, gains and losses are recognised in profit or loss when the liabilities are derecognised, andthrough the amortisation process.

A financial liability is derecognised when the obligation under the liability is extinguished. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability aresubstantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in Statement of Comprehensive Income.

p) Leases

Finance leases which transfer to the Group substantially all the risks and rewards incidental to ownership of the leased item,are capitalised at the inception of the lease at the fair value of the leased asset or, if lower, at the present value of the minimum lease payments.

All of the Group's leases are classified as operating lease. Operating lease payments are recognised as an expense in profit or loss on a straight-line basis over the lease term.

q) Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of the Group and the Company afterdeducting all of its liabilities. Ordinary shares are equity instruments.

Ordinary shares are recorded at the proceeds received, net of directly attributable incremental transaction costs. Ordinaryshares are classified as equity. Dividends on ordinary shares are recognised in equity in the period in which they aredeclared.

r) Revenue recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the Companyand the revenue can be reliably measured. Revenue is measured at the fair value of consideration received or receivable.

Sale of goods

Revenue from sales of goods are recognised upon delivery of significant risk and rewards of ownership of goods to the customer. Revenue is not recognised to the extent where there are significant uncertainties regarding recovery of the consideration due, associated costs or the possible return of goods.

Interest income

Interest income is recognised on a time proportion basis, by reference to the principal outstanding and at the interest rateapplicable.

Rental income

Rental income is recognised on an accrual basis in accordance with the substance of the relevant agreement.

Dividend income

Dividend income is recognised when the shareholder's right to receive payment is established.


38

ANNUAL REPORT 2013


s) Foreign currencies

The individual financial statements of each entity in the Group are measured using the currency of the primary economicenvironment in which the entity operates ("the functional currency"). The consolidated financial statements are presented inRinggit Malaysia ("RM"), which is also the Company's functional currency.

In preparing the financial statements of the individual entities, transactions in foreign currencies are measured in the respective functional currencies at the exchange rates approximating those ruling at the transaction dates. At each financial year end, monetary assets and liabilities denominated in foreign currencies are translated at the rates of exchangeruling at the financial year end. Non-monetary items denominated in foreign currencies that are measured at historical costare translated using the exchange rates as at the dates of initial transactions. Non-monetary items denominated in foreign currencies measured at fair value are translated using the exchange rates at the date when fair value was determined.

Exchange differences arising on the settlement of monetary items, or on translating monetary items at the financial year endare recognised in profit or loss except for exchange differences arising on monetary items that form part of the Group's netinvestment in foreign operations, which are recognised initially in other comprehensive income and accumulated under foreign currency translation reserve in equity. The foreign currency translation reserve is reclassified from equity to profit or loss of the Group on disposal of the foreign operation.

Exchange differences arising on the translation of non-monetary items carried at fair value are included in profit or loss forthe period except for the differences arising on the translation of non-monetary items in respect of which gains and lossesare recognised directly in equity. Exchange differences arising from such non-monetary items are also recognised directlyin equity.

The results and financial position of a subsidiary company that has a functional currency different from the presentation currency of the consolidated financial statements are translated into RM as follows:-

- Assets and liabilities for each Statement of Financial Position presented are translated at the closing rate prevailing at the financial year end;

- Income and expenses for each Statement of Comprehensive Income or separate income statement presented aretranslated at average monthly exchange rates, which approximates the exchange rates at the dates of the transactions; and

- All resulting exchange differences are recognised directly in other comprehensive income. On disposal of a subsidiarycompany with foreign currency as its functional currency, the cumulative amount recognised in other comprehensive income and accumulated in equity under foreign currency translation reserve relating to that particular subsidiarycompany is recognised in profit or loss.

The principal closing rates used are as follows:-30.06.13 30.06.12

RM RM

1 Singapore Dollar 2.53 2.501 Euro 4.19 3.981 US Dollar 3.22 3.20100 Hong Kong Dollar - 41.20100 China Renminbi - 49.98

t) Government grants

Government grants are recognised initially at their fair value in the balance sheet as deferred income where there is reasonable assurance that the grant will be received and all attaching conditions will be complied with. Grants that compensate the Group for expenses incurred are recognised as income over the periods necessary to match the grant ona systematic basis to the costs that it is intended to compensate. Grants that compensate the Company for the cost of an asset are recognised as income on a systematic basis over the useful life of the asset.

u) Borrowing costs

Borrowing costs are recognised in profit or loss in the period they are incurred. Borrowing costs consist of interest and other costs that the Group and the Company incurred in connection with the borrowing of funds.


39



v) Income taxes

i) Current tax

Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the financial year end.

Current taxes are recognised in profit or loss except to the extent that the tax relates to items recognised outside profit or loss, either in other comprehensive income or directly in equity.

ii) Deferred tax

Deferred tax is provided using the liability method on temporary differences at the financial year end between the taxbases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred tax liabilities are recognised for all taxable temporary differences, except for the deferred tax liability that arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of transaction, affects neither the accounting profit nor taxable profit or loss.

Deferred tax assets are recognised for all deductible temporary differences, unused tax losses and carry forward ofunused tax credits, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, unused tax losses and carry forward of unused tax credits can be utilised except where thedeferred tax asset arised from the initial recognition of an asset or liability in a transaction that, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

The carrying amount of deferred tax assets are reviewed at each financial year end and reduced to the extent that itis no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax assets to beutilised.

Unrecognised deferred tax assets are reassessed at each financial year end and are recognised to the extent that ithas become probable that future taxable profit will allow the deferred tax assets to be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the assetis realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enactedat the financial year end.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax itemsare recognised in correlation to the underlying transaction in other comprehensive income or directly in equity anddeferred tax arising from a business combination is adjusted against goodwill on acquisition.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assetsagainst current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

w) Segment reporting

For management purposes, the Group is organised into operating segments based on their products and services whichare independently managed by the respective segment managers responsible for the performance of the respective segments under their charge. The segment managers report directly to the management of the Group or the Company whoregularly review the segment results in order to allocate resources to the segments and to assess the segment performance. Additional disclosures on each of these segments are shown in Note 32, including the factors used to identify the reportable segments and the measurement basis of segment information.

x) Employee benefits

i) Short term benefits

Wages, salaries, bonuses and social security contributions are recognised as an expense in the financial year in whichthe associated services are rendered by employees of the Company. Short term accumulating compensated absencessuch as paid annual leave are recognised when services are rendered by employees that increase their entitlement tofuture compensated absences and short term non-accumulating compensated absences such as sick leave arerecognised when the absences occur.

ii) Defined contribution plan

As required by law, companies in Malaysia make contributions to the Employees Provident Fund. Such contributionsare recognised as an expense in the Statements of Comprehensive Income as incurred.


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ANNUAL REPORT 2013


y) Related parties

Related parties are entities with common directors or shareholders wherein one party has the ability to control or exercisesignificant influence over the other parties in financial or operating policy decision.

z) Dividends

Dividends on ordinary shares are accounted for in shareholders' equity as an appropriation of retained earnings in the financial year in which they are declared.

3. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGEMENTS

The preparation of financial statements in accordance with MFRSs requires the use of certain accounting estimates and exercise of judgment. Estimates and judgements are continually evaluated and are based on past experience, reasonable expectations of future events and other factors.

The key assumptions concerning the future and other key sources of estimation uncertainty at the financial year end, that havea significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial yearare discussed below:

a) Depreciation of property, plant and equipment

The estimates for the residual values, useful lives and related depreciation charges for the property, plant and equipmentare based on commercial and production factors which could change significantly as a result of technical innovations andcompetitors’ actions in response to the market conditions.

The Group and the Company anticipate that the residual values of its plant and equipment will be insignificant. As a result,residual values are not being taken into consideration for the computation of the depreciable amount.

Changes in the expected level of usage and technological development could impact the economic useful lives and theresidual values of these assets, therefore future depreciation charges could be revised.

b) Impairment of investment in unquoted corporations

The Group follows the guidance of the applicable MFRS in Malaysia in determining whether there is a decline other thantemporary in the fair value of its investment in unquoted corporations. This determination requires significant judgment. Inmaking this judgement, the Group evaluates the quantitative and qualitative factors affecting the market position of theinvestee including the regulatory support it receives and its longer term business outlook and financial standing.Appropriate considerations are given to the investee's financial gestation period, financial projections, business prospectsand the proprietary technology involved.

It is also recognised that investments in new start-up investee companies may result in an initial decline of the fair value ofsuch investments, which is deemed temporary, due to development and operational losses in the initial years. The Boardof Directors and the Management of the Company are of the opinion that there is no indication of impairment in the Group'sinvestment in the unquoted corporations at this juncture.

c) Impairment of non-financial assets

When the recoverable amount of an asset is determined based on the estimate of the value-in-use of the cash-generatingunit to which the asset is allocated, the management is required to make an estimate of the expected future cash flows fromthe cash-generating unit and also to apply a suitable discount rate in order to determine the present value of those cashflows.

d) Allowance for inventories

Reviews are made periodically by management on damaged, obsolete and slow-moving inventories. These reviews requirejudgement and estimates.

Possible changes in these estimates could result in revisions to the valuation of inventories.

e) Impairment on loans and receivables

An impairment loss is recognised when there is objective evidence that a financial asset is impaired. The managementspecifically reviews its loans and receivables financial assets and analyses historical bad debt, customer concentrations,customer creditworthiness, current economic trends and changes in customer payment terms when making a judgementto evaluate the adequacy of the allowance for impairment losses. Where there is objective evidence of impairment, theamount and timing of future cash flows are estimated based on historical loss experience for assets with similar credit riskcharacteristics. If the expectation is different from the original estimate, such difference will impact the carrying value ofreceivables.


41


3. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGEMENTS (Cont’d)

f) Fair value estimates for certain financial assets and liabilities

The Group carries certain financial assets and liabilities at fair value, which require extensive use of accounting estimatesand judgement. While significant components of fair value measurement were determined using verifiable objective evidence, the amount of changes in fair value would differ if the Group uses different valuation methodologies. Any changes in fair value of these assets and liabilities would affect profit and equity.

g) Recognition of deferred tax

Deferred tax assets are recognised for all unutilised tax losses and unused capital allowances to the extent that it is probable that taxable profit will be available to set-off against which the losses and capital allowances can be utilised.Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based on the likely timing and level of future taxable profits together with future tax planning strategies.

h) Income taxes

There are certain transactions and computations for which the ultimate tax determination is uncertain during the ordinarycourse of business. The Group recognises tax liabilities based on estimates of whether additional taxes will be due. Wherethe final outcome of these matters is different from the amounts that were initially recognised, such difference will impact the income tax and deferred tax provisions in the period in which such determination is made.

4. FINANCIAL RISK MANAGEMENT POLICIES

The Group's and the Company’s financial risk management policy seeks to ensure that adequate financial resources areavailable for the development of the Group's and the Company’s business whilst managing its risks. The Group's and Company’sactivities expose it to limited financial risk, principally market risk, credit risk, interest rate risk, liquidity risk and foreign currency risk. The Board reviews and agrees policies in respect of the major areas of treasury activities which are as follows:-

a) Market risk

The Group has in place policies to manage its competitive risks from its competitors in providing better and moreinnovative products and services. The Group regularly takes part in exhibitions, advertise through the media and make face-to-face customer visits to promote its products and services.

b) Credit risk

Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default on its obligations.

The Group’s and the Company's exposure to credit risk, or the risk of counterparties defaulting, arises mainly from receivables. The maximum exposure to credit risk is represented by the total carrying amount of these financial assets in the Statements of Financial Position reduced by the effects of any netting arrangements with counter parties.

The Group and the Company do not have any major concentration of credit risk related to any individual customer or counter party nor does it have any major concentration of credit risk related to any financial instruments.

The Group and the Company manage its exposure to credit risk by investing its cash assets safely and profitably, and bythe application of credit approvals, credit limits and monitoring procedures on an ongoing basis.

Exposure to credit risk

At the end of the financial year, the Group's and the Company's maximum exposure to credit risk is represented by the carrying amount of each class of financial assets recognised in the Statements of Financial Position.

Credit risk concentration profile

The Group has significant concentration of credit risk in the form of outstanding balance due from 5 customers (2012: 5customers) representing 52% (2012: 42%) of the total trade receivables.

The credit risk concentration profile of the Group's trade receivables at the financial year end by geographical region areas follows:-

Group30.06.13 30.06.12

RM RM

Europe 3,707,713 4,196,221Malaysia 15,611,193 17,811,507

19,318,906 22,007,728


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ANNUAL REPORT 2013

4. FINANCIAL RISK MANAGEMENT POLICIES (Cont’d)

c) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of the Group's and the Company's financial instruments will fluctuate because of changes in market interest rates.

The Group and the Company are exposed to interest rate risk in respect of its bank overdraft and borrowings which will fluctuate as a result of changes in market interest rates. The Group manages its interest rate exposure by maintaining a mix of fixed and floating rate borrowings.

The maturity date and weighted average effective interest rate of the instruments at the end of the financial year are as follows:-

30.06.13 30.06.12Effective Effective

Maturity interest rates Maturity interest ratesGroup months % months %

Bank overdraft * 8.29 * 8.28

Bank borrowingsBanker acceptances 4 4.95 4 4.47Hire purchase 4-33 4.63 8-34 5.13Term loan 25-37 10.22 36-49 10.38Trust receipts 4 8.08 4 8.43

* Subject to the lending bank's periodic review

Sensitivity analysis for interest rate risk

At the end of the financial year, if average interest rates increase/decrease by 1% with all other variables held constant, theGroup's profit net of tax will be lower/higher by approximately RM 228,000 (2012: RM 295,000). The assumed movement in interest rates for interest rate sensitivity analysis is based on the current observable market environment.

d) Liquidity risk

Liquidity risk is the risk that the Group or the Company will encounter in meeting financial obligations due to shortage of funds.

The Group actively manages its debt maturity profile, operating cash flows and the availability of funding so as to ensurethat all refinancing, repayment and funding needs are met. As part of its overall prudent liquidity management, the Group maintains sufficient levels of cash to meet its working capital requirements.

In addition, the Group’s objective is to maintain a balance of funding and flexibility through the use of credit facilities, shortand long term borrowings and a flexible cost effective borrowing structure. Short-term flexibility is achieved through credit facilities and short-term borrowings. This is to ensure that at the minimum, all projected net borrowing needs are covered by committed facilities. Also, the objective for debt maturity is to ensure that the amount of debt maturing in any one year is not beyond the Group’s means to repay and refinance.

Analysis of financial instruments by remaining contractual maturities

The table below summarises the maturity profile of the Group's and the Company's liabilities at the reporting date based on contractual undiscounted repayment obligations.

On demandor within One toone year five years Total

RM RM RMGroup30.06.13Trade and other payables 14,356,966 - 14,356,966Amount due to Directors 11,173,113 - 11,173,113Loans and borrowings 19,012,533 3,760,888 22,773,421

Total undiscounted financial liabilities 44,542,612 3,760,888 48,303,500

30.06.12Trade and other payables 11,857,481 - 11,857,481Amount due to Directors 10,813,234 - 10,813,234Loans and borrowings 23,225,235 6,272,082 29,497,317

Total undiscounted financial liabilities 45,895,950 6,272,082 52,168,032


43



4. FINANCIAL RISK MANAGEMENT POLICIES (Cont’d)

d) Liquidity risk (Cont’d)On demand

or within One toone year five years Total

RM RM RMCompany30.06.13Other payables 102,050 - 102,050Amount due to subsidiary companies 9,171,121 - 9,171,121

Total undiscounted financial liabilities 9,273,171 - 9,273,171

30.06.12Other payables 89,460 - 89,460Amount due to subsidiary companies 9,062,206 - 9,062,206

Total undiscounted financial liabilities 9,151,666 - 9,151,666

e) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates.

The Group is exposed to foreign exchange risk on sales and purchases that are denominated in foreign currencies. It manages its foreign exchange exposure by a policy of matching as far as possible receipts and payments in each individual currency.

Surpluses of convertible currencies are either retained in foreign currency or sold for Ringgit Malaysia. The Group’s foreign currency transactions and balances are substantially denominated in United States Dollar (“USD”) and Singapore Dollar ("SGD").

Foreign exchange risk is monitored closely and managed to an acceptable level.

The Group's exposure to foreign currency risk, based on carrying amounts as at the end of the financial year is as follows:-

Denominated inUSD SGD

RM RMGroup30.06.13

Trade and other receivables 3,349,917 -Cash and bank balances - 210Trade and other payables (926,372) -Borrowings (1,544,964) -

Net exposure 878,581 210

30.06.12

Trade and other receivables 3,979,739 -Cash and bank balances - 210Trade and other payables (704,594) (14,262)Borrowings (2,426,654) -

Net exposure 848,491 (14,052)

Sensitivity analysis for foreign currency risk

The following table demonstrates the sensitivity of the Group's and the Company's profit net of tax to a reasonably possible change in the USD and SGD exchange rate against the respective functional currencies of the Group, with all other variables held constant.

Increase/(decrease) in profit net of tax

Group30.06.13 30.06.12

RM RM

USD/MYR - strengthened by 5% 43,929 42,425- weakened by 5% (43,929) (42,425)

SGD/MYR - strengthened by 5% 11 (703)- weakened by 5% (11) 703

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ANNUAL REPORT 2013


45



46

ANNUAL REPORT 2013

5. PROPERTY, PLANT AND EQUIPMENT (Cont’d)

NET CARRYING

AMOUNT

At At

30.06.13 30.06.12

Group RM RM

At cost

Freehold land 4,940,000 4,940,000

Long-term leasehold land 719,672 745,963

Buildings 6,008,052 12,735,437

Air-conditioners and air curtains 60,369 70,555

EDP/IT equipment 131,758 135,453

Electrical installation 280,720 277,392

Furniture, fittings and renovations 50,105 101,385

Machinery and equipment 2,516,731 2,945,892

Models 7,912 11,442

Office equipment 144,040 167,900

Warehouse equipment 553 1,026

Motor vehicles 341,017 264,367

Counter set-up 2,068,006 1,826,102

17,268,935 24,222,914

** During the financial year, the Group transferred 2 units of buildings, which had the net carrying amount of RM 6,526,897,

from owner-occupied properties to investment properties, under Paragraph 57 (c) of MFRS 140, Investment Property.

These properties have been end of owner-occupation and renting to third parties during the financial year. These

properties were reclassified accordingly.

The freehold land and buildings of the Group were revalued based on opinion of value expressed by an independent firm of

external professional valuers, JS Valuers Property Consultant (Johore) Sdn. Bhd., using generally open market value basis on

3rd October 2012. The previous revaluation was done in June 2011 and June 2009 respectively by the same Firm.

The long-term leasehold land were revalued based on opinion of value expressed by an independent firm of external

professional valuers, JS Valuers Property Consultant (Johore) Sdn. Bhd., using generally open market value basis on 30th

June 2009. The previous revaluation was done in May 2006 by the same Firm.

The land and buildings of the Group that have been charged to financial institutions for various credit facilities granted to the

Group are as follows:-Group

30.06.13 30.06.12

Net carrying amount of assets pledged as security for bank borrowings RM RM

- freehold land 4,940,000 4,940,000

- long-term leasehold land 719,672 772,254

- buildings 6,008,052 12,735,437

11,667,724 18,447,691

Details of assets under finance lease and hire purchase:-

Motor vehicles

- cost 499,779 377,144

- net carrying amount at year end 304,118 264,360

Machinery and equipment

- cost 1,730,502 1,730,502

- net carrying amount at year end 1,102,904 1,228,014


47


6. INVESTMENT PROPERTIESGroup

30.06.13 30.06.12RM RM

At fair valueAt beginning of the year 4,980,000 6,421,000Classified as assets held for sale (Note 11) - (1,441,000)Transfer from property, plant and equipment (Note 5) 6,526,897 -Fair value adjustment 233,103 -

At end of the year 11,740,000 4,980,000

The buildings transferred from property, plant and equipment were revalued based on opinion of value expressed by anindependent firm of external professional valuers, JS Valuers Property Consultant (Johore) Sdn. Bhd., using generally open market value basis on 3rd October 2012.

The following investment properties are held under lease terms:-Group

30.06.13 30.06.12RM RM

Buildings 2,521,000 2,521,000

The investment properties have been charged to financial institutions for various credit facilities granted to the Group.

Group30.06.13 30.06.12

Fair value of investment properties pledged as security for bank borrowings RM RM

- freehold land 3,050,000 3,050,000- buildings 8,690,000 1,930,000

11,740,000 4,980,000

In the previous financial year, a wholly owned subsidiary company, Yong Tai Brothers Trading Sdn. Bhd., entered into two conditional Sale and Purchase Agreements to dispose two buildings bearing the address stated below:-

a) a commercial building containing areas of 236.72 sq. ft. located on the first floor of a shopping complex known as Unit No. A48B, First Floor, Centre Point Sabah, 1, Jalan Centre Point, 88000 Kota Kinabalu, Sabah for a total consideration of RM 426,096; and

b) a commercial building containing areas of 708.27 sq. ft. located on the first floor of a shopping complex known as Unit No. A50, First Floor, Centre Point Sabah, 1, Jalan Centre Point, 88000 Kota Kinabalu, Sabah for a total consideration of RM 1,274,886.

Consents of the relevant authorities to fulfil the conditions of the Sale and Purchase Agreements have been obtained during thefinancial year. The said transactions have been completed during the financial year.

7. DEFERRED TAX (ASSET)/LIABILITYGroup

30.06.13 30.06.12RM RM

(Restated)

At beginning of the year (2,200) (285,700)

Recognised in Consolidated Statement of Comprehensive Income (Note 24)- current year relating to temporary differences (8,000) (2,000)- current year relating to unused tax credits and losses (33,900) 265,100- current year relating to unutilised capital allowances (13,900) 13,300

(55,800) 276,400

- under provision in prior year relating to unused tax credits and losses - (3,600)- over provision in prior year relating to temporary differences 5,600 10,700

5,600 7,100

At end of the year (52,400) (2,200)


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ANNUAL REPORT 2013

7. DEFERRED TAX (ASSET)/LIABILITY (Cont’d)

The components of deferred tax asset as at the end of the financial year, prior to offsetting are as follows:-Group

30.06.13 30.06.12RM RM

(Restated)

Tax effect of temporary differences in respect of the tax capital allowances (4,600) (2,200)

Tax effect of unabsorbed tax losses (33,900) -

Tax effect of unused capital allowances (13,900) -

Net deferred tax asset (52,400) (2,200)

As at 30th June 2013, the amount of deferred tax asset that has not been recognised in the Statements of Financial Position is

as follows:-Group

30.06.13 30.06.12RM RM

(Restated)

Tax effect of the excess of property, plant and equipment's net carrying amount over its

tax written down value 938,800 928,400

Tax effect of unrealised foreign currency exchange loss (203,100) (181,300)

Tax effect of allowance for doubtful debts (1,203,500) (1,148,700)

Tax effect of unutilised re-investment allowances (507,100) (507,100)

Tax effect of unutilised capital allowances (2,046,700) (1,918,900)

Tax effect of unabsorbed tax losses (9,566,600) (7,759,400)

(12,588,200) (10,587,000)

Deferred tax asset has not been recognised in respect of the above items as it is not probable that sufficient taxable profit will

be available against which the items can be utilised.

8. INVENTORIES

Inventories comprise of the following:-Group

30.06.13 30.06.12RM RM

At cost

Raw materials 2,200,656 4,183,464

Work-in-progress 3,040,874 4,191,386

Finished goods 14,005,075 18,682,479

19,246,605 27,057,329

9. TRADE RECEIVABLESGroup

30.06.13 30.06.12RM RM

Trade receivables 30,162,480 32,153,857

Less: Allowance for impairment (10,843,574) (10,146,129)

19,318,906 22,007,728

Included in the balance of the Group is an aggregated amount of RM 1,850 (2012: RM Nil) due to companies where certain

Directors have interest.

Trade receivables are non-interest bearing and are generally on 30 to 90 days (2012: 30 to 90 days) terms. They are

recognised at their original invoice amounts which represent their fair value on initial recognition.


49


9. TRADE RECEIVABLES (Cont’d)

Aging analysis of trade receivables

The aging analysis of the Group's trade receivables is as follows: Group

30.06.13 30.06.12RM RM

Neither past due nor impaired 7,326,283 8,798,059

Past due not impaired:-

1 to 30 days 467,305 99,508

31 to 60 days 65,470 136,896

61 to 90 days 365,515 233,109

91 to 120 days 187,424 1,857,944

More than 121 days 10,906,909 10,882,212

19,318,906 22,007,728

Impaired 10,843,574 10,146,129

30,162,480 32,153,857

Trade receivables that are neither past due nor impaired

Trade receivables that are neither past due nor impaired are creditworthy debtors with good payment records with the Group.

More than 38% (2012: 40%) of the Group's trade receivables arise from customers with a few years of experience with the

Group and losses have occurred infrequently.

Trade receivables that are past due but not impaired

The Group has trade receivables amounting to RM 11,992,623 (2012: RM 13,209,669) that are past due at the end of the

financial year but not impaired.

The trade receivables that are past due but not impaired are unsecured in nature. The management is confident that the

amounts are recoverable as these accounts are still active.

Trade receivables that are impaired

The Group's trade receivables that are impaired at the end of the financial year and the movement of the allowance accounts

used to record the impairment are as follows:Collectively Individually

impaired impaired TotalGroup RM RM RM

30.06.13Trade receivables - nominal amounts 11,404,589 10,008,488 21,413,077Less: Allowance for impairment (887,377) (9,956,197) (10,843,574)

Transfer from collectively to individually 52,291 (52,291) -

10,569,503 - 10,569,503

30.06.12Trade receivables - nominal amounts 11,543,216 9,258,752 20,801,968Less: Allowance for impairment (887,377) (9,258,752) (10,146,129)

10,655,839 - 10,655,839

Group30.06.13 30.06.12

RM RMMovement in allowance accounts:-

At 1 July 10,146,129 7,212,899

Charge for the year 697,445 2,942,808

No longer required for the year - (9,578)

At 30 June 10,843,574 10,146,129


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ANNUAL REPORT 2013

9. TRADE RECEIVABLES (Cont’d)

Trade receivables that are impaired (Cont’d)

Trade receivables that are individually determined to be impaired at the end of the financial year relate to debtors that are in

significant financial difficulties and have defaulted on payments. These receivables are not secured by any collateral or credit

enhancements.

10. OTHER RECEIVABLESGroup Company

30.06.13 30.06.12 30.06.13 30.06.12RM RM RM RM

Analyse into:-Non-trade receivables 290,917 270,140 - -Deposits 2,064,414 2,000,514 1,000 1,000Prepayments 547,886 545,918 - -

2,903,217 2,816,572 1,000 1,000

Less: Allowance for specific doubtful debts (27,459) - - -

2,875,758 2,816,572 1,000 1,000

11. ASSETS CLASSIFIED AS HELD FOR SALE

In the previous financial year, the Group entered into two conditional Sale and Purchase agreements to sell certain investment

properties to an external party. The said transactions have been completed during the financial year.

As at 30th June 2013, the assets classified as held for sale are as follow:-Group

2013 2012RM RM

Investment properties (Note 6) - 1,441,000

12. CASH AND CASH EQUIVALENTS

Cash and cash equivalents included in the Statements of Cash Flows comprise the following amounts:-

Group Company30.06.13 30.06.12 30.06.13 30.06.12

RM RM RM RM

Cash and bank balances 804,890 496,043 2,530 5,755Bank overdraft (9,092,550) (10,799,800) - -

(8,287,660) (10,303,757) 2,530 5,755

The bank overdraft is secured by way of:-

a) first party fixed charge over the Group's freehold land, long-term leasehold land, buildings and investment properties;b) fixed charge over assets of a subsidiary company;c) joint and several guarantee by certain Directors of the Group;d) legal charge over freehold land and buildings of certain Directors of the Group; ande) corporate guarantee by the Company

The interest is charged at 1.5% to 2.0% above the bank's base lending rate. The weighted average effective interest rates aredisclosed in Note 4 (c) of the Notes to the Financial Statements.

13. TRADE PAYABLES

Included in the balance of the Group is an aggregated amount of RM 163,879 (2012: RM 171,242) due to companies where

certain Directors have interest.


51


14. OTHER PAYABLESGroup Company

30.06.13 30.06.12 30.06.13 30.06.12RM RM RM RM

Analyse into:-Non-trade payables 2,643,527 1,537,439 18,150 16,560Accruals 1,464,895 1,664,180 83,900 72,900Deposit received 123,600 93,751 - -

4,232,022 3,295,370 102,050 89,460

Included in the balance of the Group is an amount of RM 329,263 (2012: RM 275,933) due to a company where certain Directorshave interest.

15. AMOUNT DUE TO DIRECTORS

Group

The amount due to Directors bear no interest, unsecured and no scheme of repayment has been arranged.

16. BORROWINGSGroup

30.06.13 30.06.12RM RM

CurrentSecuredBankers acceptances 5,705,000 7,244,000Term loans 2,297,911 2,078,745Hire purchase creditors 372,109 526,896Letters of credit and trust receipts 471,764 149,141Onshore foreign currency loan 1,073,199 2,426,653

9,919,983 12,425,435

Non-currentSecuredTerm loans 3,673,275 5,911,480Hire purchase creditors 87,613 360,602

3,760,888 6,272,082

Total borrowings 13,680,871 18,697,517

The short term borrowings (bankers acceptances, onshore foreign currency loan, letters of credit and trust receipts) amountingto RM 7,249,963 (2012: RM 9,819,794) are secured by way of:-

a) first party fixed charge over the Group's freehold land, long-term leasehold land, buildings and investment properties;b) fixed charge over assets of a subsidiary company;c) joint and several guarantee by certain Directors of the Group;d) legal charges over freehold land and buildings belonging to certain Directors of the Group; ande) corporate guarantee by the Company.

The bankers acceptance interest is charged at a range of 1.0% to 1.5% above the Bank Negara Malaysia’s funding rate perannum and 5.12% per annum of the face value. The trust receipt is charged at 1.5% above the bank's base lending rate perannum.

The term loans amounting to RM 5,971,186 (2012: RM 7,990,225) is secured by way of:-

a) term loans agreement and specific debenture on machinery and equipment financed;b) first party second legal charge over the investment properties of the Group;c) corporate guarantee by the Company;d) third party first legal charge over a property belonging to certain Directors of the Group; ande) joint and several guarantee by certain Directors of the Group.


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ANNUAL REPORT 2013

16. BORROWINGS (Cont’d)

The term loan facilities are offered by two finance institutions, whereby the interest is charged at 2% (2012: 2%) above the bank’sbase lending rate and 12% (2012: 12%) fixed and flat rate per annum respectively.

GroupRepayment terms 30.06.13 30.06.12Bank borrowings and loans RM RM(excluding hire purchase creditors)

- not later than 1 year 9,547,874 11,898,539

- later than 1 year and not later than 2 years 2,331,897 2,277,598

- later than 2 years and not later than 5 years 1,341,378 3,633,882

13,221,149 17,810,019

Finance lease and hire purchase liabilities

Minimum lease/instalment payments

- not later than 1 year 388,599 562,968

- later than 1 year and not later than 5 years 91,612 372,565

480,211 935,533

Future finance charges on finance lease/hire purchase creditors (20,489) (48,035)

Present value of finance lease/hire purchase liabilities 459,722 887,498

Present value of finance lease/hire purchase creditors

- not later than 1 year 372,109 526,896

- later than 1 year and not later than 5 years 87,613 360,602

459,722 887,498

The weighted average effective interest rates for borrowings are as disclosed in Note 4 (c) of the Notes to the Financial

Statements.

17. SHARE CAPITAL

Group and Company30.06.13 30.06.12

RM RMAuthorised:-

Ordinary shares of RM1 each 50,000,000 50,000,000

Issued and fully paid:-Ordinary shares of RM1 each 40,115,000 40,115,000

18. RESERVESGroup Company

30.06.13 30.06.12 30.06.13 30.06.12RM RM RM RM

(Restated)Non-distributable

Share premiumAt beginning/end of the year 1,626,071 1,626,071 1,626,071 1,626,071

1,626,071 1,626,071 1,626,071 1,626,071Distributable

(Accumulated losses)/ unappropriated profits (18,751,708) (10,822,312) 1,340,298 1,479,614

Total reserves (17,125,637) (9,196,241) 2,966,369 3,105,685


53


19. INVESTMENT IN SUBSIDIARY COMPANIESCompany

30.06.13 30.06.12RM RM

In MalaysiaUnquoted shares, at cost 52,864,514 52,864,414Impairment losses (3,962,604) (3,962,604)

48,901,910 48,901,810

The details of the subsidiary companies are as follows:-

Country of

Name incorporation Effective interest Principal activities

30.06.13 30.06.12

a) Yong Tai Brothers Trading Sdn. Bhd. Malaysia 100% 100% Trading and retailing of textile and garment products

b) Golden Vertex Sdn. Bhd. Malaysia 100% 100% Manufacturing of textile and garment products

c) Syarikat Koon Fuat Industries Sdn. Bhd. Malaysia 100% 100% Manufacturing and dyeing of all types of fabric and related products

d) Yuta Realty Sdn. Bhd. Malaysia 100% 100% Property development and investmentholding

e) The Image Outlet Sdn. Bhd. Malaysia 100% 100% Trading and retailing of textile and garment products and related fashion accessories

f) YTB Construction Sdn. Bhd. (Formerly Malaysia 100% 100% Dormantknown as Phoenix Step Sdn. Bhd.)

g) Yong Tai Samchem Sdn. Bhd. Malaysia 60% 60% Investment holding

h) YTB Development Sdn. Bhd. Malaysia 100% - Dormant

20. AMOUNT DUE FROM/(TO) SUBSIDIARY COMPANIES

Company

Amount due from/(to) subsidiary companies arose mainly from inter-company advances which bear no interest, unsecured,repayable on demand and are to be settled in cash.

21. REVENUE RECOGNITIONGroup Company

30.06.13 30.06.12 30.06.13 30.06.12RM RM RM RM

(Restated)

Sales of textile and garment products 58,206,816 63,932,094 - -Manufacturing and dyeing of fabric and related products 11,051,610 11,757,936 - -Dividend income - - - 3,960,000Investment property income 120,000 120,000 - -

69,378,426 75,810,030 - 3,960,000Less: Intra-group transactions (2,063,081) (3,040,241) - -

67,315,345 72,769,789 - 3,960,000


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ANNUAL REPORT 2013

22. FINANCE COSTS

Finance costs have been determined after charging the following:-Group

30.06.13 30.06.12RM RM

(Restated)

Bank overdraft interest 767,546 938,094

Hire purchase interest 38,817 7,301

Term loan interest 695,515 571,081

Trust receipt and banker acceptance interest 384,302 628,302

1,886,180 2,144,778

23. (LOSS)/PROFIT BEFORE TAXATION

(Loss)/profit before taxation for the financial year is arrived at and has been determined after charging/(crediting) amongst otheritems the following:-

Group Company30.06.13 30.06.12 30.06.13 30.06.12

RM RM RM RM(Restated)

Allowance for specific doubtful debts 724,904 2,942,808 - -Audit fees - current year expense 83,300 75,600 10,000 8,000

- over provision in prior years (4,500) - - -Depreciation of property, plant and equipment 1,489,194 1,703,134 - -Directors' remuneration (Note 30)- fees 64,000 64,000 64,000 64,000- other emoluments 1,352,957 1,352,673 - -Fair value adjustment (Note 6) (233,103) - - -Incorporation fees 2,400 - - -Inventories written down 1,983,771 3,223,454 - -Loss on disposal of investment in subsidiary companies - 1,468,093 - -Property, plant and equipment written off 55,039 74,926 - -Rental of booths 19,069 46,709 - -Rental of equipment 73,162 34,637 - -Rental of forklift 42,200 24,600 - -Rental of land 18,000 - - -Rental of staff accommodation 113,450 122,909 - -Rental of premises 3,889,991 3,371,934 - -Allowance for specific doubtful debts no longer required - (9,578) - -Dividend income - - - (3,960,000)Foreign currency exchange loss - unrealised 40,396 103,851 - -Foreign currency exchange gain - realised (300,875) (92,201) - -Gain on disposal of investment properties (259,982) - - -Gain on disposal of property, plant and equipment (240,022) (57,199) - -Interest income - (10,469) - -Rental income (470,000) (322,000) - -Staff training grant1 - (12,255) - -

1 Staff training grant of RM Nil (2012: RM 12,255) was received in relation to staff training and is recognised as income in the period in which the training expenditure is being incurred by the Group. There are no unfulfilled conditions or contingencies attaching to this grant.

The estimated monetary value of benefits provided to the Directors of the Group during the financial year by way of usage of the Group’s assets amounted to RM 5,550 (2012: RM 21,700).


55


24. TAXATIONGroup Company

30.06.13 30.06.12 30.06.13 30.06.12RM RM RM RM

Malaysian taxation:Current year tax expenses 28,191 41,134 - -Deferred taxation (Note 7) (55,800) 276,400 - -

(27,609) 317,534 - -

Under provision in prior years:Current year tax expenses (703) 43,506 - -Deferred taxation (Note 7) 5,600 7,100 - -

4,897 50,606 - -

(22,712) 368,140 - -

The is no current year tax expense for the Company is in respect of dividend income from investments in subsidiary company,whereas the Group's current year tax is in respect of the normal business income of the subsidiary companies.

Income tax of the Malaysian subsidiary companies is calculated at the rate of 25% on the estimated taxable profit. Taxation forother jurisdictions is calculated at the rates prevailing in the respective jurisdictions.

A reconciliation of average effective tax rate applicable to (loss)/profit before taxation to effective statutory tax rate is as follows:-

Group Company30.06.13 30.06.12 30.06.13 30.06.12

RM RM RM RMLoss before taxation

From continuing operations (7,960,875) (9,988,769) (139,316) 3,796,745From discontinuing operations - 1,272,644 - -

(7,960,875) (8,716,125) (139,316) 3,796,745

% % % %

Average effective tax rate for the year 0.3 (6.0) - -Effect of different tax rate in foreign subsidiary companies - (0.1) - -Tax effect of expenses not deductible for tax purpose 13.0 9.7 25.0 (1.1)Tax effect of income not subject to tax (13.4) ( 1.7) - 26.1Deferred tax asset not recognised 25.1 22.5 - -Under provision in prior year 0.0 0.6 - -

Effective statutory tax rate for the year 25.0 25.0 25.0 25.0

25. DISCONTINUED OPERATIONS

In the previous financial year, the Group entered into a Share Sale Agreement to dispose its 65% equity interest in YongTaiSamchem (HK) Company Limited. The agreement has been completed in the previous financial year.

Pursuant to Paragraph 33 of MFRS 5, Non-current Assets Held for Sale and Discontinued Operations, the analysis of the resultsof the discontinued operations is as follows:-

30.06.12Note RM

Revenue 25 (a) 145,720,767Less: Cost of sales (140,736,485)

Gross profit 4,984,282Add: Other income 448,192

5,432,474Less: Sales and distribution costs (2,554,967)

Administrative expenses (396,607)Other operating expenses (1,170,887)Finance costs 25 (b) (37,369)

Profit before taxation from discontinued operations 25 (c) 1,272,644Taxation 25 (d) (155,602)

Total comprehensive income for the year from discontinued operations 1,117,042


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ANNUAL REPORT 2013

25. DISCONTINUED OPERATIONS (Cont’d)

a) Revenue from discontinue operations30.06.12

RM

Sales of chemical products 145,720,767

b) Finance costs from discontinue operations30.06.12

RM

Interest on bank guarantee 37,369

c) Profit before taxation from discontinued operations30.06.12

RM

Audit fees 16,579Depreciation of property, plant and equipment 2,155Directors' other emoluments 186,209Management fees 76,077Operating lease rentals 167,086Foreign currency exchange gain - realised (131,351)Interest income (250,571)

d) Taxation for discontinued operations30.06.12

RM

China enterprise taxation 155,602

155,602

There is no current year tax expense for Hong Kong operations as income is not subjected to tax in Hong Kong.

China enterprise income tax has been provided in the financial statements at 24% on the profit for the year.

No provision for deferred taxation has been made in the consolidated financial statements as there was no taxable or deductible temporary difference at the end of the financial year.

e) Cash flows attributable to discontinued operations30.06.12

RM

Net cash used in operating activities (12,178,040)Net cash from investing activities 225,963

(11,952,077)

26. LOSS PER SHARE

The basic loss per share is based on the profit attributable to equity holders of the Company divided by the weighted averagenumber of ordinary shares in issue during the financial year.

Group30.06.13 30.06.12

RM RM(Restated)

Loss attributable to equity holders of the Company (7,929,396) (10,025,027)

Ordinary shares of RM 1.00 each 40,115,000 40,115,000

Basic loss per share (sen) (19.8) (25.0)

27. SURPLUS RESERVE

Pursuant to the relevant laws and regulations for foreign investment enterprises established in the People's Republic of Chinaexcluding Hong Kong, a certain portion of the profit of the sub-subsidiary company, Shanghai Sino-Malaysian InternationalTrading Co. Ltd., is required to be transferred to surplus reserve which is non distributable. The transfer to this reserve is madeout of the sub-subsidiary company's net profit.

28. DISPOSAL OF SUBSIDIARY COMPANIES

In the previous financial year, the Group entered into a Share Sale Agreement to dispose its 65% equity interest in YongTaiSamchem (HK) Company Limited for a total cash consideration of RM 7,343,750. The agreement has been completed in theprevious financial year.


57


28. DISPOSAL OF SUBSIDIARY COMPANIES (Cont’d)Group

30.06.12RM

Property, plant and equipment 19,428Inventories 3,787,284Trade and other receivables 31,781,201Cash and bank balances 7,888,605Trade and other payables (28,488,187)Amount due to Directors (1,401,567)Tax payable (30,088)

Net assets 13,556,676Less: Non-controlling interest (4,744,833)

Share of net assets disposed 8,811,843Loss on disposal (1,468,093)

Total disposal consideration 7,343,750Less: Cash and bank balances (7,888,605)

Net cash outflow from disposal (544,855)

29. PURCHASE OF PROPERTY, PLANT AND EQUIPMENT

During the financial year, the Group acquired property, plant and equipment as follows:-Group

30.06.13 30.06.12RM RM

Cash payment 1,056,129 1,118,683Hire purchase financing 132,000 123,000

1,188,129 1,241,683

30. DIRECTORS' REMUNERATIONGroup Company

30.06.13 30.06.12 30.06.13 30.06.12Directors of the Company RM RM RM RM

Executive:-Salaries and other emoluments (Notes 23 and 34) 995,383 995,099 - -Benefit-in-kind 5,550 16,400 - -

1,000,933 1,011,499 - -

Non-executive (Note 23):-- fees 64,000 64,000 64,000 64,000

Other Directors

Executive:-Salaries and other emoluments (Notes 23 and 34) 357,574 543,783 - -Benefit-in-kind - 5,300 - -

357,574 549,083 - -

Total 1,422,507 1,624,582 64,000 64,000

Analysis excluding benefit-in-kind

Total executive Directors' remuneration excluding benefit-inkind (Notes 23 and 34) 1,352,957 1,538,882 - -

Total non-executive Directors' remuneration (Note 23)- fees 64,000 64,000 64,000 64,000

1,416,957 1,602,882 64,000 64,000


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ANNUAL REPORT 2013

30. DIRECTORS' REMUNERATION (Cont’d)

The number of Directors of the Group whose total remuneration during the financial year fall within the following bands are as

follows:-

Number of Directors

30.06.13 30.06.12

Executive Directors

Below RM 50,000 - -

RM 50,001 - RM 100,000 1 2

RM 100,001 - RM 150,000 - 1

RM 150,001 - RM 200,000 - -

RM 200,001 - RM 250,000 2 2

RM 250,001 - RM 300,000 3 3

Non-executive Directors

Below RM 50,000 3 3

Executive Directors of the Company do not receive any remuneration from the Company during the financial year.

31. SIGNIFICANT RELATED PARTY TRANSACTIONS

Group Company

30.06.13 30.06.12 30.06.13 30.06.12

RM RM RM RM

Gross dividend received from subsidiary companies - - - 3,960,000

Rental paid to companies where certain Directors have interest 60,000 62,400 - -

The Directors of the Group/Company are of the opinion that related party transactions are in the normal course of business and

have been established on terms and conditions that are not materially different from that obtainable in transactions with

unrelated parties.

32. SEGMENT INFORMATION

a) Business Segments

The Group is basically engaged in the following business segments:-

i) Retailing and trading of textile and garment products

ii) Manufacturing of garments

iii) Manufacturing and dyeing of fabric and related products

iv) Property development and investment holding

v) Trading of chemical products

Inter-segment pricing is determined based on negotiated prices in the normal course of business. The Directors of the Company

are of the opinion that all inter-segment transactions have been entered into in the normal course of business and have been

established on terms and conditions that are not materially different from that obtainable in transactions with unrelated parties.


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ANNUAL REPORT 2013


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ANNUAL REPORT 2013

32. SEGMENT INFORMATION

b) Geographical segments

The Group business segments are mainly managed in three geographical areas. Majority of the business activities are

carried out in Malaysia, its home country and in China. The Group also export finished goods of manufactured garments to

Europe. The garments and textile manufacturing activities are conducted in Malaysia, whereas the trading of chemical

products are conducted in China.

Total revenue fromexternal customers Segment assets Capital expenditure

30.06.13 30.06.12 30.06.13 30.06.12 30.06.13 30.06.12RM RM RM RM RM RM

Continuing operationsMalaysia 46,008,822 53,476,727 67,547,381 78,825,365 1,188,129 1,227,544Europe 21,306,523 19,293,062 3,707,713 4,196,221 - -

67,315,345 72,769,789 71,255,094 83,021,586 1,188,129 1,227,544

Discontinuing operationsChina/Hong Kong - 145,720,767 - - - 14,139

Consolidated 67,315,345 218,490,556 71,255,094 83,021,586 1,188,129 1,241,683

33. CONTINGENT LIABILITIESCompany

30.06.13 30.06.12RM RM

CompanyCorporate guarantee given for credit facilities granted to subsidiary companies:-- Yong Tai Brothers Trading Sdn. Bhd. 4,633,070 10,933,000- Golden Vertex Sdn. Bhd. 5,176,527 6,122,245- Syarikat Koon Fuat Industries Sdn. Bhd. 9,613,000 10,476,000- The Image Outlet Sdn. Bhd. 2,500,000 2,500,000

21,922,597 30,031,245

34. EMPLOYEES INFORMATIONGroup

30.06.13 30.06.12RM RM

Directors' other emoluments (Note 23 and 30) 1,352,957 1,538,882EPF 951,701 879,630Salaries, wages, bonus and allowance 12,058,119 12,429,777SOCSO 128,918 125,642Other personnel cost 608,447 1,099,552

15,100,142 16,073,483

The total number of employees of the Group (including the Directors) as at the end of the financial year were 646 (2012: 665).

There were no employees (other than the Directors) for the Company as at the end of the financial year.

35. FINANCIAL INSTRUMENTS

The Group's and the Company's financial assets and financial liabilities are measured on an ongoing basis at either fair value

or at amortised cost based on their respective classification. The significant accounting policies in Note 2 describe how the

classes of financial instruments are measured, and how income and expenses, including fair value gains and losses, are

recognised. The following table analyses the financial assets and liabilities of the Group and the Company in the Statements of

Financial Position by the class of financial instrument to which they are assigned, and therefore by the measurement basis.


63


35. FINANCIAL INSTRUMENTS (Cont’d)

Financialliabilities at

Loans and amortisedGroup receivables cost Total

RM RM RM30.06.13Financial assetsTrade and other receivables 21,646,778 - 21,646,778Cash and bank balances 804,890 - 804,890

22,451,668 - 22,451,668

Financial liabilitiesTrade and other payables - 14,356,966 14,356,966Amount due to Directors - 11,173,113 11,173,113Bank overdraft - 9,092,550 9,092,550Borrowings - 13,680,871 13,680,871

- 48,303,500 48,303,500

30.06.12Financial assetsTrade and other receivables 24,278,382 - 24,278,382Cash and bank balances 496,043 - 496,043

24,774,425 - 24,774,425

Financial liabilitiesTrade and other payables - 11,857,481 11,857,481Amount due to Directors - 10,813,234 10,813,234Bank overdraft - 10,799,800 10,799,800Borrowings - 18,697,517 18,697,517

- 52,168,032 52,168,032

Company30.06.13Financial assetsOther receivables 1,000 - 1,000Amount due from subsidiary companies 3,400,840 - 3,400,840Cash and bank balances 2,530 - 2,530

3,404,370 - 3,404,370

Financial liabilitiesTrade and other payables - 102,050 102,050Amount due to subsidiary companies - 9,171,121 9,171,121

- 9,273,171 9,273,17130.06.12Financial assetsOther receivables 1,000 - 1,000Amount due from subsidiary companies 3,415,526 - 3,415,526Cash and bank balances 5,755 - 5,755

3,422,281 - 3,422,281

Financial liabilitiesOther payables - 89,460 89,460Amount due to subsidiary companies - 9,062,206 9,062,206

- 9,151,666 9,151,666


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ANNUAL REPORT 2013

36. CAPITAL MANAGEMENT

The primary objective of the Group's and the Company's capital management is to ensure that it maintains a strong credit

rating and healthy capital ratios in order to support its business and maximise shareholder value.

The Group and the Company manage its capital structure and make adjustments to it in light of changes in economic

conditions. To maintain or adjust the capital structure, the Group and the Company may adjust the dividend payment to

shareholders, return capital to shareholders or issue new shares. No changes were made in the objectives, policies or

processes during the years ended 30th June 2013 and 2012 respectively.

The Group and the Company are not subject to any externally imposed capital requirements.

The Group and the Company monitor capital by reviewing various financial ratios to ensure they are at acceptable levels and

within industry norms. Incidentally, the Group is not subject to any externally imposed capital requirements.

Group Company30.06.13 30.06.12 30.06.13 30.06.12

RM RM RM RM

Loans and borrowings 22,773,421 29,497,317 - -Trade and other payables 14,356,966 11,857,481 102,050 89,460Amount due to subsidiary companies - - 9,171,121 9,062,206Amount due to Directors 11,173,113 10,813,234 - -Less: Cash and bank balances (804,890) (496,043) (2,530) (5,755)

Net debt 47,498,610 51,671,989 9,270,641 9,145,911

Equity attributable to the owners of the parent, representing total equity 22,989,363 30,918,759 43,081,369 43,220,685

Capital management ratio 206.6% 167.1% 21.5% 21.2%

37. EXPLANATION OF TRANSITION TO MFRSs

The audited financial statements of the Group and the Company for the period ended 30th June 2011 were prepared in

accordance with FRS. Except for certain differences, the requirements under FRS and MFRS are similar. There are no

adjustments arising from the transition to MFRSs, except for those discussed below. Accordingly, notes related to the Statements

of Financial Position as at date of transition to MFRSs are only presented for those items.

Property, plant and equipment

Under FRSs, property, plant and equipment were stated at cost or valuation, less accumulated depreciation and accumulated

impairment losses, if any. Revaluation of land and buildings are made with sufficient regularity at an interval of not more than five

years such that the carrying amounts of the assets do not differ materially from their fair values at the end of the reporting

period. Surpluses arising from revaluation are dealt with in the revaluation reserve account. Any deficit arising is offset against

the revaluation reserve to the extent of a previous increase for the same property.

Upon transition into MFRS, the Group and the Company has elected to measure certain items of property, plant and equipment

at the date of transition to their fair values and use those fair values as deemed cost at that date. The Group and the Company

has updated the valuation of its properties comprising lands and buildings and regard the fair value at 1st July 2011 as deemed

cost at the date of transition. The cumulative surpluses arising from revaluation of properties, were transferred to retained

earnings on 1st July 2011 in accordance with the transition provisions under MFRS 1.

The reconciliations for the impact of financial statements reported under FRS framework and the MFRS framework at the date of

transition and the comparative period are as follows:-Effect of

transition toFRS MFRSs MFRSRM RM RM

Group01.07.11

Deferred tax asset 15,700 270,000 285,700Revaluation reserve (5,739,559) 5,739,559 -Deferred tax liability (1,007,204) 1,007,204 -Accumulated losses 8,891,117 (7,016,763) 1,874,354


65


37. EXPLANATION OF TRANSITION TO MFRSs (Cont’d)

Property, plant and equipment (Cont’d)Effect of

transition toFRS MFRSs MFRSRM RM RM

30.06.12

Revaluation reserve (6,558,382) 6,558,382 -Deferred tax liability (458,381) 458,381 -Accumulated losses 17,839,075 (7,016,763) 10,822,312

38. SIGNIFICANT EVENT DURING THE FINANCIAL YEAR

During the financial year, the holding company, Liew Fat Lin Holdings Sdn. Bhd. ("LFLH") disposed its controlling equity

interest in the Company and hence, LFLH ceased to be the holding company of the Company.

39. COMPARATIVES FIGURES

The comparative figures of the financial statements have been reclassified and further analysed for a better understanding of

the financial statements pursuant to Paragraph 33 of MFRS 5, Non-current Assets Held for Sale and Discontinued Operations:-

As previouslystated Reclassification As restated

RM RMFor the financial year ended 30th June 2012Consolidated Statement of Comprehensive Income

Revenue (218,490,556) 145,720,767 (72,769,789)Cost of sales 196,567,026 (140,736,485) 55,830,541Other income (1,018,525) 448,192 (570,333)Sales and distribution costs 12,713,639 (2,554,967) 10,158,672Administrative expenses 7,678,615 (396,607) 7,282,008Other operating expenses 9,083,779 (1,170,887) 7,912,892Finance costs 2,182,147 (37,369) 2,144,778Taxation 523,742 (155,602) 368,140Profit for the year from discontinued operations, net of tax - (1,117,042) (1,117,042)

40. SUPPLEMENTARY INFORMATION - BREAKDOWN OF RETAINED PROFITS INTO REALISED AND UNREALISED

The breakdown of the retained profits of the Group and of the Company as at 30th June 2013 into realised and unrealised

profits, pursuant to Paragraph 2.06 and 2.23 of Bursa Malaysia Main Market Listing Requirements, is presented in accordance

with the directive issued by Bursa Malaysia Securities Berhad dated 20th December 2010 and prepared in accordance with

Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure

Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants.

Group Company30.06.13 30.06.12 30.06.13 30.06.12

RM RM RM RMTotal (accumulated losses)/unappropriated profits of the Company and its subsidiaries- Realised (18,808,423) (11,284,207) 1,340,298 1,479,614- Unrealised 56,715 461,895 - -

(Accumulated losses)/ unappropriated profits as perfinancial statements (18,751,708) (10,822,312) 1,340,298 1,479,614


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ANNUAL REPORT 2013

67


LOCATION DESCRIPTION LAND AREA / TENURE AGE OF NET CARRYING DATE OF

(BUILD UP BUILDING AMOUNT VALUATION

AREA) (Approximate) (RM'000)

No. 44, 45, 46 & 47, 4 units of 818.25 Sq.m. / Freehold 35 years 3,900# 28 June 2013

Jalan Abu Bakar 4-storey (3103.85 Sq.m.)

83000 Batu Pahat shophouse

Johor

LG14 & LG15 2 units of N/A / Freehold 31 years 6,760# 3 October 2012

Holiday Plaza commercial (192.1 Sq.m.)

Jalan Dato' Sulaiman shopping lot

80000 Johor Bahru

No. 76, Jalan Rugayah A single storey 695.54 Sq.m. / Freehold 24years 2,124 30 June 2009

83000 Batu Pahat shop building (586.57 Sq.m.)

Johor

A34 & A35 2 units of N/A / Leasehold 23 years 1,080# 24 January 2011

Centre Point Sabah commercial (183.3 Sq.m.) - 99 years

88000 Kota Kinabalu shopping lot expiring on

Sabah year 2082

No.3, Jalan Kapal 3-storey factory 4805.6 Sq.m. / Leasehold 23years 1,824 30 June 2009

Tongkang Pecah Ind. Estate building cum (4566.57 Sq.m.) - 60 years

83010 Tongkang Pecah office expiring on

Batu Pahat, Johor 21.10.2041

No.2, Jalan Kapal Single storey 2223.4 Sq.m. / Leasehold 26years 824 30 June 2009

Tongkang Pecah Ind. Estate factory building (1694.5 Sq.m.) - 60 years

83010 Batu Pahat cum office expiring on

Johor 22.10.2039

No. 18, Jalan Kilang 1 unit of 4-storey 3 arces / Freehold 16-22 years 6,896 30 June 2009

Tongkang Pecah Ind Estate factory building (10,454.22 Sq.m.)

83010 Batu Pahat cum office &

Johor 4 units of

single storey

factory building

# Investment properties stated at fair value.

LIST OF PROPERTIES AS AT 30 JUNE 2013

APPENDIX 1

68

ANNUAL REPORT 2013

69


Authorised Share Capital : RM50,000,000.00

Issued & Fully Paid-up Share Capital : RM40,115,000.00

Class of Shares : Ordinary Shares of RM1.00 each

No. of Shareholders : 1,372

Voting Right : One vote for each Ordinary Share

ANALYSIS BY SIZE OF SHAREHOLDINGS

Size of Holdings No. of Holders No. of Shares Percentage

Less than 100 9 159 0.00

100 - 1,000 453 435,367 1.09

1,001 - 10,000 695 2,958,342 7.38

10,001 - 100,000 181 6,022,939 15.01

100,001 to less than 5% of issued shares 32 18,906,464 47.13

5% and above of issued shares 2 11,791,729 29.39

Total 1,372 40,115,000 100.00

LIST OF THIRTY LARGEST SHAREHOLDERS

No. Name Shareholdings %

1. Liew Fat Lin Holding Sdn. Bhd. 6,000,729 14.96

2. Liew Fat Lin Holding Sdn. Bhd. 5,791,000 14.44

3. Lai Yong Min 1,900,000 4.74

4. Mok Lye Huan 1,883,000 4.69

5. Gan Su Yong 1,844,000 4.60

6. Ong Chow Teck 1,677,200 4.18

7. Kem Lin @ Chian Kem Lin 1,453,200 3.62

8. Lim Seng Teck 1,421,000 3.54

9. Lai Yong Chian 1,320,000 3.29

10. Ang Huat Keat 1,037,500 2.59

11. Lim Chin Kian 992,000 2.47

12. Sia Yak Lam 885,000 2.21

13. Sun Ya 780,000 1.94

14. Liew Fook Meng 329,000 0.82

15. Wong Wah Ping 300,000 0.75

16. HDM Nominees (Asing) Sdn. Bhd.

Beneficiary: Lim & Tan Securities Pte Ltd for Tay Willy (Zheng Weili) 280,000 0.70

17. Boh Swee Suan 235,800 0.59

18. Liew Huat Kwang 230,520 0.57

19. Tan Teng San 204,000 0.51

20. Hor Yim Peng 202,000 0.50

21. Teoh Keh Huat 200,000 0.50

22. MERCSEC Nominees (Tempatan) Sdn. Bhd.

Pledged Securities Account For Siow Wong Yen @ Siow Kwang Hwa 168,000 0.42

23. Lim Kim Chan 156,000 0.39

24. Yeo Cheng Fuan @ Tan Koon Tat 148,200 0.37

25. See Kim Hock 142,300 0.35

26. Datuk Amil @ Amir Bin Junus 140,000 0.35

27. Chan Teck Thiam 137,500 0.34

28. Lim Soong Leng 134,300 0.33

29. Tan Cheou Koong 131,000 0.33

30. Tin Chai Hong 130,000 0.32

ANALYSIS OF SHAREHOLDING AS AT 8 NOVEMBER 2013

ANALYSIS OF SHAREHOLDING AS AT 8 NOVEMBER 2013

70

ANNUAL REPORT 2013

SUBSTANTIAL SHAREHOLDERS

Name of Shareholders Direct Interest Indirect Interest

No. % No. %

1. Liew Fat Lin Holding Sdn. Bhd. 11,791,729 29.39 - -

2. Wong Liew Lin @ Liew Fat Lin 50,522 0.13 11,791,729* 29.39

3. Wong Mee Yow Cheen @ Liew Mee Yow Cheen 74,744 0.19 11,791,729*

14,000+ 29.43

4. Wong Fat Seng @ Liew Fat Seng, Deceased 118,744 0.30 11,791,729*

11,000= 29.42

5. Liew Fah Chin 94,007 0.23 11,791,729*

24,000^ 29.45

6. Liew Huat Kwang 230,520 0.57 11,791,729*

57,000 # 29.54

* Deemed interested by virtue of their shareholdings in Liew Fat Lin Holding Sdn. Bhd.

+ Deemed interested by virtue of his spouse, Tan Yoke Eng's direct shareholding

= Deemed interested by virtue of his spouse, Yer Siew Wan's direct shareholding

^ Deemed interested by virtue of his spouse, Tan Sew Kim's direct shareholding

# Deemed interested by virtue of his spouse, Pang Saw Ken's direct shareholding

DIRECTORS’ SHAREHOLDINGS

Name Direct Interest Indirect Interest

No. % No. %

1. Datuk Hj. Amil @ Amir Bin Junus 140,000 0.35 - -

2. Wong Liew Lin @ Liew Fat Lin 50,522 0.13 11,791,729* 29.39

3. Wong Mee Yow Cheen @ Liew Mee Yow Cheen 74,744 0.19 11,791,729*

14,000+ 29.43

4. Tai Shzee Yuan 28,001 0.07 - -

5. Liew Huat Kwang 230,520 0.57 11,791,729*

57,000 # 29.54

6. Loi Kim Fah - - - -

7. See Thiam Chya - - - -

8. Chok Kim Sin - - - -

9. Ir. Dr. Ting Lai Choon - - - -

* Deemed interested by virtue of their shareholdings in Liew Fat Lin Holding Sdn. Bhd.

+ Deemed interested by virtue of his spouse, Tan Yoke Eng's direct shareholding

# Deemed interested by virtue of his spouse, Pang Saw Ken's direct shareholding

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ANNUAL REPORT 2013

PROXY FORM

I/We_____________________________________________________________________________________________________

of_______________________________________________________________________________________________________

being a member/members of YONG TAI BERHAD hereby appoint *the Chairman of the Meeting or

_______________________________________________________________________________________________________ of

_________________________________________________________________________________________ or failing him/her,

_______________________________________________________________________________________________________ of

*Delete the words “the Chairman of the Meeting” if you wish to appoint another person to be your proxy.

as my/our proxy/proxies to vote for me/us on my/our behalf at the Nineteenth Annual General Meeting of the Company

to be held at 2nd Floor, 3, Jalan Kapal, Kawasan Perindustrian Tongkang Pecah, 83010 Batu Pahat, Johor Darul Takzim

on Tuesday, 17 December 2013 at 2.00 p.m. or at any adjournment thereof in the manner indicated below:

Resolutions For Against

1 To approve payment of Directors' Fees

2 To re-elect Tai Shzee Yuan as Director

3 To re-elect Liew Huat Kwang as Director

4 To re-elect Chok Kim Sin as Director

5 To re-elect Ir. Dr. Ting Lai Choon as Director

6 To re-appoint Datuk Hj. Amil @ Amir Bin Junus as Director

7 To accept the retirement of Messrs Hasnan THL Wong & Partners as

Auditors of the Company and in place thereof, to appoint Messrs Ecovis

AHL as Auditors of the Company

Please indicate with an (X) in the spaces provided how you wish your vote to be cast. In the absence of specific

directions, your proxy may vote or abstain from voting at his/her discretion.

Signed this.............. day of ........................….2013

...........................................................................

Signature of member(s)

Notes:1. A member of the Company entitled to attend and vote at the Meeting may appoint more than one (1) proxy to attend and

vote at the Meeting and the provision of Section 149(1)(c) of the Companies Act, 1965 shall not apply to the Company.2. A proxy may but need not be a member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965

shall not apply to the Company.3. Where a member appoints two (2) or more proxies, the appointment shall be invalid unless he/she specifies the proportion

of his/her holdings to be represented by each proxy.4. The Proxy Form shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the

appointor is a corporation, either under its common seal or under the hand of an officer or attorney duly authorised.5. The Proxy Form and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of

that power or authority must be deposited at the Registered Office of the Company at Ground Floor, 8, Lorong Universiti B, Section 16, 46350 Petaling Jaya, Selangor Darul Ehsan not less than forty-eight (48) hours before the time for holding the Meeting or any adjournment thereof.

6. Any alteration in this form must be initialed.

No. of shares held

YONG TAI BERHAD(Company No. 311186-T)(Incorporated in Malaysia)

THE SECRETARY

YONG TAI BERHAD(311186-T)

Ground Floor, 8, Lorong Universiti B

Section 16, 46350 Petaling Jaya


Please fold here to seal

Please fold here to seal

STAMP

C O N T E N T S Loi Kim Fah (Independent Non-Executive Director) ... Kapal, Kawasan Perindustrian Tongkang Pecah, 83010 Batu Pahat, Johor Darul Takzim on Tuesday, 17 December 2013

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