Tung Lok Restaurants 2000 LTD Annual Report 2020

TUNG LOK RESTAURANTS (2000) LTD Annual Report 2020
CONTENTS
Our Brands and Outlets 2
Message from Independent Non-Executive Chairman and President/ 13
Chief Executive Officer
Corporate Information 17
Historical Financial Summary 18
Board of Directors 19
Key Management Team 22
Corporate Governance Report 24
Directors’ Statement 56
Independent Auditor’s Report 59
Consolidated Income Statement and Statement of Comprehensive Income 64
Balance Sheets 65
Statements of Changes in Equity 67
Consolidated Cash Flow Statement 70
Notes to the Financial Statements 72
Statistics of Shareholdings 131
Notice of 20th Annual General Meeting 133
Appendix to Notice of Annual General Meeting 139
Proxy Form 155
This Annual Report has been reviewed by the Company’s Sponsor, SAC Capital Private Limited (the “Sponsor”). This Annual
Report has not been examined or approved by the Singapore Exchange Securities Trading Limited (the “Exchange”) and the
Exchange assumes no responsibility for the contents of this Annual Report, including the correctness of any of the statements
or opinions made, or reports contained in this Annual Report.
The details of the contact person for the Sponsor is: -

Name: Mr Ong Hwee Li (Registered Professional, SAC Capital Private Limited)
Address: 1 Robinson Road, #21-00 AIA Tower, Singapore 048542
Tel: +65 6232 3210
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TUNG LOK CATERING
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MESSAGE FROM INDEPENDENT NON-EXECUTIVE
CHAIRMAN AND PRESIDENT/CHIEF EXECUTIVE OFFICER
Dear Shareholders,
On behalf of the Board of Directors (the “Board”), we would like to present to you the Annual Report of Tung Lok Restaurants
(2000) Ltd (“Tung Lok” or the “Group”) for the financial year ended 31 March 2020 (“FY20”).
FINANCIAL REVIEW
The Covid-19 pandemic has brought about unprecedented disruptions across all countries, industries and people. Coupled
with the ongoing trade tensions and international conflicts, the current gloomy global economy amid a challenging operating
environment is not expected to abate soon.
Our food and beverage industry has not been spared and was especially impacted by the social distancing measures
implemented during the first quarter of Year 2020.
The fourth quarter of each financial year (January to March), which coincides with the Chinese New Year (“CNY”), is traditionally
the period during which the Group’s restaurants experience significantly higher patronage and generate substantially greater
revenue compared to other periods. The pandemic, unfortunately, has dealt a devastating blow to our business during this
crucial quarter before our financial year came to a close on 31 March 2020. The restrictions placed on large-scale events and
social distancing measures imposed by the Singapore’s Multi-Ministry Taskforce to control the local transmission of Covid-19
virus had adversely reduced the businesses of our restaurant outlets as well as catering services which resulted in lower revenue
being generated during the CNY period this year.
Consequently, the Group’s revenue for FY20 decreased by S$2.5 million or 3.2% to S$78.1 million from S$80.6 million in the
previous financial year ended 31 March 2019 (“FY19”) mainly due to the following:
(a) revenue contribution from existing outlets decreased by S$7.2 million; and
(b) loss of revenue from two (2) outlets that were closed during FY19 amounting to S$1.4 million.
The decrease was partially offset by the revenue contribution from four (4) new outlets and catering business amounting to
S$6.1 million.
In line with the lower revenue, gross profit decreased by S$2.3 million or 3.9% to S$55.5 million in FY20 from S$57.8 million in
FY19. Gross profit margin decreased marginally by 0.6 percentage points to 71.1% in FY20 from 71.7% in FY19 mainly due to
higher raw material costs.
Other operating income increased by S$0.9 million or 29.7% to S$4.2 million in FY20 from S$3.3 million in FY19, mainly due to:
(a) higher grants mainly due to S$1.3 million from Jobs Support Scheme announced by the Singapore Government;
(b) gain on disposal of the investment in a joint venture amounting to S$0.7 million;
(c) gain on disposal arising from the striking off of a China subsidiary amounting to S$0.3 million; and
(d) reversal of provision for reinstatement costs due to the cessation of an outlet amounting to S$0.1 million.
The increase was partially offset by the absence of the waiver of S$1.5 million liabilities by a non-controlling interest in a
subsidiary which had ceased operation in FY19 (the “Waiver”).
Administrative expenses, increased by S$0.8 million or 2.5% to S$31.7 million in FY20 from S$30.9 million in FY19, mainly due
to the increase in employee headcounts arising from the opening of new outlets during FY20.
Other operating expenses increased by S$0.6 million or 2.0% to S$30.1 million in FY20 from S$29.5 million in FY19, mainly
due to impairment loss of property, plant and equipment and right-of-use assets amounting to S$0.5 million and allowance
of doubtful debts relating to receivables from an associate amounting to S$0.2 million. This was offset by a lower loss on
foreign exchange of S$0.1 million. The pandemic has weakened the near-term cash-generating ability of our assets. Therefore
we have taken a cautious approach in assessing these risks and provided for the necessary impairments based on our current
assessments.
TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020 13

Finance costs increased by S$0.4 million or 204.9% to S$0.6 million in FY20 from S$0.2 million in FY19 mainly due to the
recognition of S$0.5 million imputed interest on operating leases following the adoption of SFRS(I) 16 Leases but partially offset
by the lower implicit interest on deemed investment of non-controlling interests in subsidiaries amounting to S$0.1 million.
Share of loss from a joint venture amounted to S$0.3 million was recorded in FY20 following the completion of the disposal of
the joint venture on 2 August 2019, compared to a profit of S$0.2 million in FY19.
Share of profits from our associates declined to S$0.1 million in FY20 from S$0.4 million in FY19 due to lower net profit
contributions from these associates due to Covid-19 pandemic.
Income tax benefits increased by S$54,000 from income tax expenses of S$34,000 in FY19 to income tax benefits of S$20,000
in FY20 mainly due to income tax rebates recognised in FY20 relating to preceding financial years as well as an increase in
deferred tax benefits.
The Covid-19 pandemic and the consequential social distancing measures have resulted in a loss of revenue for the Group.
Coupled with the less than proportionate decrease in operating costs (such as rental and manpower costs), the Group’s
financial performance in FY20 was adversely affected. Although the impact was cushioned by grants released by the Singapore
Government such as Jobs Support Scheme, the Group recorded a loss of S$2.7 million in FY20 as compared to a profit of
S$1.0 million in FY19. (Please note that the Waiver amounting to S$1.5 million was recorded in FY19.)
Consequently, the Group reported a loss attributable to owners of the Company amounting to S$2.6 million in FY20 compared
to a loss of S$0.7 million in FY19. (Please note that the Waiver was accounted as fully attributable to non-controlling interests in
FY19).
Total assets of the Group increased by S$14.8 million or 49.7% to S$44.6 million as at 31 March 2020 from S$29.8 million as
at 31 March 2019. This was mainly due to an increase in right-of-use assets of S$16.4 million following the adoption of SFRS(I)
16 Leases, increase in plant and equipment of S$0.4 million and increase in trade and other receivables of S$2.1 million, but
partially offset by decrease in (i) cash and bank balances of S$2.4 million; (ii) inventories of S$0.2 million; (iii) long-term security
deposit of S$0.3 million; and (iv) net assets of joint venture and associates of S$1.2 million.
Total liabilities of the Group increased by S$18.1 million or 122.3% to S$32.9 million as at 31 March 2020 from S$14.8 million
as at 31 March 2019, mainly due to increase in lease liabilities of S$16.7 million following the adoption of SFRS(I) 16 Leases and
increase in trade and other payables of $2.2 million, but partially offset by reduction in bank borrowings and finance leases of
S$0.6 million and decrease in income tax payable of S$0.1 million.
The Group’s net working capital decreased by S$9.9 million to a net current liabilities of S$2.0 million as at 31 March 2020
from net current assets of S$7.9 million as at 31 March 2019 mainly resulting from the adoption of SFRS(I) 16 Leases during
FY20. Excluding the current lease liabilities of S$8.0 million recorded in FY20 consequent to the adoption of SFRS(I) 16 Leases,
the Group would have instead recorded net current assets of S$6.0 million as at 31 March 2020. Barring any unforeseen
circumstances, taking into account the Group’s financial position in terms of the net asset value, available cash and bank
balances, availability of future cashflows from the Group’s operations and bank’s credit facilities as well as reliefs from various
support measures from the Singapore Government, the Group will be able to meet its short-term obligations for the next 12
months as and when they fall due.
Net asset value per share as at 31 March 2020 was 4.57 Singapore cents compared to 5.51 Singapore cents as at 31 March
2019. The Group’s gearing ratio increased to 1.56 times as at 31 March 2020 from 0.15 times as at 31 March 2019 mainly due
to the adoption of SFRS(I) 16 Leases during FY20.
14 TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

OPERATIONS
As of 31 March 2020, the Group operates a total of 44 outlets. These comprise 26 outlets we directly own, 7 held by our
associates and 11 others under license/franchise. These restaurants are spread across Singapore, Indonesia, Japan, China,
Vietnam, Cambodia and Taiwan.
From the onset of the Covid-19 pandemic, we have responded swiftly and decisively to mitigate the impact of the pandemic.
We made rapid adjustments to the Group’s operations in response to the evolving situation. We are among the first restaurant
chains in Singapore to take enhanced precautionary measures to safeguard and protect the well-being of our staff and
customers as well as activated business continuity plans to minimise disruptions to our operations.
We have also implemented cost-control measures to maintain adequate liquidity such as deferment of non-critical capital
expenditure, reduction of casual labours, pay cuts for existing staff ranging from 10% to 30%, requesting staff to accelerate the
utilization of their annual leaves as well as voluntary and compulsory no-pay leave arrangement. The Board of Directors stood
in solidarity with Management and staff with a reduction of 20% in directors’ fees for FY20.
With hindsight, our expansion into ready-meal (or heat-and-serve) frozen food business a few years back through “Tung
Lok Home Fiesta” brand proved to be a tactful one. These heat-and-serve frozen foods, developed from recipes carefully
researched and created by our team of highly skilled chefs, are fuss-free and convenient to serve. The products are freshly
prepared, vacuum packed and blast freeze in our own manufacturing facilities to preserve their freshness and flavour. Since
the outbreak of Covid-19, there is a surge in the demand for these products as more diners dine at home during the circuit
breaker period and work-from-home arrangements. We expect the demand for our heat-and-serve foods to subsist due to the
paradigm shifts in the dining habits of consumers.
We are an early adopter of online food delivery platforms, even prior to the outbreak of Covid-19. As such, our experience
and readiness for such on-line delivery platforms allow us to operate undisrupted during the circuit breaker period. We
simplified our range of menu to include easy-to-eat items such as bento sets and widened the catchment areas of our potential
customers through partnering with more online food delivery platforms which offer island-wide deliveries.
OUTLOOK
The ongoing Covid-19 pandemic has added unprecedented complexity to the Group’s businesses which underscores the
depth of the challenges for consumer-facing businesses like us. As the state of the virus outbreak remains fluid in Singapore
and overseas in regard to the length of time of disruption as well as the depth of economic impact, the Group will continue
to closely monitor the situation and respond accordingly. At this time, the Group is unable to ascertain the eventual financial
impact that the Covid-19 pandemic disruption will have on its performance for the financial year ending 31 March 2021.
But we are fortunate to receive the support of various stakeholders such as the Singapore Government which helps to cushion
the impact through various support measures including the Jobs Support Scheme, foreign worker levy rebate and waiver of
foreign worker levy, as well as our landlords who have been supportive in granting short-term rental rebates to our existing
outlets operating in their premises.
Notwithstanding the near-term challenges amid the Covid-19 outbreak, the Group will proactively carry out various cost-
cutting measures as well as rationalisation of the brands/outlets in order to contain operating costs and conserve cashflow. The
Group will also work closely with our partners and landlords to tide through this difficult period.
As of this writing, the restaurants have reopened for dining-in and the Group continues to take enhanced precautionary
measures to safeguard and protect the well-being of staff and customers. The Singapore Government has launched ‘SG Clean’
campaign in February 2020 which was extended to businesses in the food sector on 12 March 2020 to sustain good habits of
personal and public hygiene as well as raise cleanliness standards and safeguard public health. Enterprises with ‘SG Clean’

certification means they have set up processes to ensure that the food preparation areas and equipment are sanitised, waste
is handled properly and systems are in place to monitor staff health. We are pleased to update that all but two (2) of our
restaurant premises have attained the ‘SG Clean’ certificates.
The Group will continue to monitor the evolving situation of the Covid-19 pandemic and shall adjust and react proactively
with appropriate countermeasures. We have recently secured S$5.5 million in credit facilities from a bank to boost our liquidity
in the event that the pandemic was to prolong longer than expected.
ACCOLADES
It is by the pursuit of excellence and commitment to quality that the Group received the following awards in FY20:
In April 2019, the Group won the following accolades at The Straits Times and Lianhe Zaobao’s Best Asian Restaurants Awards:
Silver Award – TungLok Signatures at Orchard Rendezvous Hotel
Bronze Award – Tóng Lè Private Dining
In October 2019, Dancing Crab was awarded “Overall Winner, Licensor of the Year 2019” at Franchising and Licensing Awards.
In November 2019, the Group won the following accolades at Restaurant Association of Singapore’s Epicurean Star Award
2019:
Best of the Best Fine Dining – Tóng Lè Private Dining
Best Asian Fine Dining – Tóng Lè Private Dining
Star Chef Competition Western Fusion Cuisine, Champion – Artistry by TungLok
Star Chef Competition Asian Cuisine, 1st Runner Up – Lokkee
In May 2020, two of our Senior Executive Chefs, Chef Ken Ling and Chef David Liew, were named amongst the 23 chefs
worldwide as “The Best Chef In The World” by U.S. International Chinese Cuisine Forum, which was hosted online in Chicago,
United State of America, by the U.S.-China Restaurant Alliance, originally named American Chinese Restaurant Institute.
ACKNOWLEDGEMENTS
The Board wishes to express its heartfelt gratitude to our frontline team who continues to serve our customers selflessly despite
the difficulties and risks posed by Covid-19. Their dedication and commitment to our customers are an inspiration to all of us.
The Covid-19 situation will remain dynamic and fluid in the coming months. Given that the pace of recovery is still unclear,
the resilience, agility and the strength of our team will be put to the test in unprecedented ways as we navigate through a
myriad of challenges. We therefore seek the continued and unwavering support and understanding from all our shareholders,
customers and business associates. We must stand in solidarity in fighting this pandemic together so that we will prevail.
Dr Foo Say Mui (Bill) Mr Andrew Tjioe

Independent Non-Executive Chairman President/Chief Executive Officer
Date: 20 July 2020

CORPORATE INFORMATION
BOARD OF DIRECTORS EXECUTIVE COMMITTEE

Dr Foo Say Mui (Bill) Mr Goi Seng Hui (Chairman)
Independent and Non-Executive Chairman Mdm Ng Siok Keow
Dr Tan Eng Liang
Dr Tan Eng Liang Mr Tjioe Ka Men
Lead Independent Director
Dr Ker Sin Tze COMPANY SECRETARY

Independent Director Mr Lo Kim Seng
Mr Chee Wai Pong

Independent Director REGISTERED OFFICE
1 Sophia Road #05-03
Mr Goi Seng Hui Peace Centre
Non-Independent and Non-Executive Director Singapore 228149
Tel: 6337 1712
Mdm Ng Siok Keow Fax: 6337 4225
Non-Independent and Non-Executive Director
Mr Tjioe Ka Men SHARE REGISTRAR AND SHARE TRANSFER OFFICE

President/Chief Executive Officer M & C Services Private Limited
112 Robinson Road #05-01
Mdm Tjioe Ka In Singapore 068902
Executive Director
AUDITOR
AUDIT AND RISK COMMITTEE Ernst & Young LLP
Dr Tan Eng Liang (Chairman) One Raffles Quay, North Tower, Level 18
Dr Ker Sin Tze Singapore 048583
Mr Chee Wai Pong Partner in charge: Mr Ang Chuen Beng
Dr Foo Say Mui (Bill) Date of appointment: Since financial year ended 31 March 2020
Mr Goi Seng Hui
PRINCIPAL BANKERS
NOMINATING COMMITTEE United Overseas Bank Ltd
Dr Ker Sin Tze (Chairman) DBS Bank Limited
Dr Tan Eng Liang (Lead Independent Director) CIMB Bank Berhad
Mr Chee Wai Pong
Dr Foo Say Mui (Bill)
Mr Goi Seng Hui SPONSOR
Mr Tjioe Ka Men SAC Capital Private Limited
1 Robinson Road
#21-00 AIA Tower
REMUNERATION COMMITTEE Singapore 048542
Mr Chee Wai Pong (Chairman)
Dr Tan Eng Liang
Dr Ker Sin Tze
Dr Foo Say Mui (Bill)

Historical Financial Summary
OPERATING RESULTS FOR THE GROUP
S$’000 FY2016 FY2017 FY2018 FY2019 FY2020
Turnover 86,065 85,060 85,723 80,628 78,076
Profit/(loss) before tax and share of profit of joint venture &

14 (286) (2,460) 447 (2,585)
associates
Share of profit/(loss) of joint venture & associates 286 601 692 598 (169)
Taxation 682 171 (4) (33) 20
Profit/(loss) after taxation but before non-controlling interests 982 486 (1,772) 1,012 (2,734)
Profit/(loss) attributable to the owners of the Company 611 422 (1,399) (694) (2,575)
Earning/(loss) per share (cents) 0.22 0.15 (0.51) (0.25) (0.94)

FINANCIAL POSITION FOR THE GROUP

S$’000 31 Mar 31 Mar 31 Mar 31 Mar 31 Mar
2016 2017 2018 2019 2020
Property, plant and equipment 12,052 10,011 7,141 7,571 7,947
Right-of-use assets – – – – 16,374
Current assets 19,247 19,447 20,739 17,706 17,762
Other non-current assets 4,652 4,006 4,483 4,479 2,533
Total assets 35,951 33,464 32,363 29,756 44,616

Current liabilities 13,247 10,822 12,039 9,777 19,747
Non-current liabilities 7,387 6,790 6,468 5,000 13,200
Shareholders' equity 16,772 17,275 15,792 15,123 12,530
Non-controlling interests (1,455) (1,423) (1,936) (144) (861)
Total liabilities and equity 35,951 33,464 32,363 29,756 44,616
NTA per share (cents) 6.11 6.30 5.76 5.51 4.57

BOARD OF DIRECTORS
DR FOO SAY MUI (BILL) was appointed as an Independent In 2008, Mr Tjioe was honoured with the International Star
Director of our Company on 1 November 2016 and Diamond Lifetime Achievement Award from the New York-
Independent Non-Executive Chairman on 1 August 2017. He based American Academy of Hospitality Sciences. At the
was last re-elected on 31 July 2017 and will seek re-election World Gourmet Summit Awards of Excellence 2011, Mr
at the forthcoming Annual General Meeting. He is a Member Tjioe was named Restaurateur of the Year (Regional). He
of Audit and Risk Committee, Nominating Committee and was the winner of Ernst & Young’s Entrepreneur Of The Year
Remuneration Committee. Award 2011 (Lifestyle), and also the recipient of the Epicure
Excellence Award 2013.
Dr Foo has over 30 years of experience in financial services
including holding senior positions in banks such as ANZ and Mr Tjioe is currently a director of the SHATEC Institute; Vice
Schroders. During his tenure at ANZ from 1999 to 2015, President of the Franchising and Licensing Association of
his positions included Singapore CEO and Vice Chairman Singapore; Vice-President of World Federation of Chinese
of South and South East Asia. Working with Schroders Catering Industry (WFCCI); a member of the Board of
Investment Bank from 1993 to 1999, Dr Foo held various Governors and Chairman of School of Applied Science
positions including as President Director Indonesia and Advisory Committee of Temasek Polytechnic as well as
Regional Head of Investment Banking. He had also served Patron of Joo Chiat Citizens’ Consultative Committee,
on the Council of the Association of Banks in Singapore for 9 among others.
years and was Deputy Chairman of the Singapore Investment
Banking Association for about 3 years. Mr Tjioe was conferred the Pingat Bakti Masyarakat (PBM) in
2018 by President Halimah Yacob. He is a Hwa Chong alumni
Dr Foo is currently a director and adviser to several listed and a graduate in Business Administration from Oklahoma
and private companies, including Tower Capital Asia Pte State University, USA.
Ltd, Business Circle Singapore Pte. Ltd. and Kenon Holdings
Ltd. He is currently the lead independent director of Mewah TJIOE KA IN was appointed as Executive Director of our
International Inc., M&C REIT Management Limited and M&C Company on 1 April 2020 after she was relinquished from
Business Trust Management Limited. He was also a Director her position as Chief Operating Officer of our Company on
of Academies Australasia Group Limited, an ASX-listed the same day. She will seek re-election at the forthcoming
company which he has since resigned in October 2016. Annual General Meeting. She joined Tung Lok Group in
1988. Her primary responsibilities include:
He is also the chairman of several community and charity - Strategic planning and responsible for ensuring
organisations including Salvation Army. In June 2019, Dr Foo operational efficiencies of the Group and to accomplish
stepped down as the Chairman of Heartware Network, one the key performance indicators set.
of the largest youth organisations in Singapore. - Oversees Tung Lok’s central kitchen, which produces
ready-to-eat products, festive goodies, dim sum and
Dr Foo graduated from Concordia University with a Bachelor sauces for local market.
of Business Administration. He holds a Masters of Business - Product development and planning.
Administration from McGill University and an Honorary - Staff training and education.
Doctorate of Commerce from James Cook University
Australia in honour of his contribution to education and the Mdm Tjioe is also a certified trainer in several industry-
community. related courses and contributes actively towards industry
training.
ANDREW TJlOE KA MEN was appointed to the Board since
28 September 2000 and is a Member of the Nominating Mdm Tjioe holds a Bachelor of Science Degree in Hotel and
Committee and Executive Committee. He was last re-elected Restaurant Management from Oklahoma State University,
on 31 July 2019. In July 2006, he was appointed as Executive USA. Mdm Tjioe is currently a member of the Ulu Pandan
Chairman and redesignated as President/Chief Executive Community Centre Management Committee, a member
Officer with effect from 1 August 2017 to spearhead the of the School Management Committee (SMC) of Nanyang
Group’s overall direction. He founded Tung Lok Shark’s Fin Kindergarten and Nanyang Primary School as well as a
Restaurant Pte Ltd in 1984 and has since established a chain member of the Executive Committee of Nanyang Schools
of reputable restaurants in Singapore, Indonesia, Japan, Alumni Association (NSAA).
China, Vietnam, Cambodia and Taiwan.

BOARD OF DIRECTORS
DR TAN ENG LIANG was appointed as an Independent Parliament (1991-2001), Trade Representative of Singapore
Director of our Company on 1 March 2001 and was last re- in Taipei (2002-2007) and Consul-General of Singapore
elected on 31 July 2018. Dr Tan was appointed the Lead Consulate in Hong Kong (2008-2012). He is currently an
Independent Director on 31 May 2013. He is the Chairman Adjunct Professor of both National University of Singapore
of the Audit and Risk Committee and also a Member of and Nanyang Technological University. Dr Ker also serves as
the Nominating Committee, Remuneration Committee and an Independent Director and Chairman of MS First Capital
Executive Committee. Insurance Limited.
Dr Tan was a Member of Parliament from 1972 to 1980, NG SIOK KEOW was appointed as a Non-Executive Director
the Senior Minister of State for National Development from of the Company on 1 November 2013 and was last re-
1975 to 1978, and Senior Minister of State for Finance from elected on 31 July 2018. She is a Member of the Executive
1978 to 1979. He also served as the Chairman of the Urban Committee.
Redevelopment Authority from 1974 to 1978, Chairman of
the Singapore Sports Council from 1975 to 1991, Deputy Mdm Ng is currently an Executive Director of Far East
Chairman of Singapore Manufacturers’ Association in 1972 Organization and a director of various unlisted companies
and Deputy Chairman of Singapore Institute of Standards in the Far East Organization Group. She is a director of
and Industrial Research (SISIR) from 1973 to 1975. Dr Tan JurongHealth Fund and Patron of the Cairnhill Community
has a Doctorate from Oxford University, England. Dr Tan Club, Bukit Timah Community Club and Ng Teng Fong
was awarded the Public Service Star (BBM), Public Service General Hospital, and was the Chairman of the Management
Star – Bar (BBM(L)) and the Meritorious Service Medal (PJG) Committee of Cairnhill Community Club from June 1994 to
by the Singapore Government in 1971, 1985, and 1991 June 2007. She was also a Director of Singapore Symphonia
respectively. Company Ltd. She was a Director of the Singapore Dance
Theatre from 1999 to 2003 and a Resource Panel Member
Dr Tan currently sits on the board of Progen Holdings Ltd. of the Government Parliamentary Committee (National
He also serves as Vice President in the Singapore National Development) from 2001 to 2002. Mdm Ng served as
Olympic Council. His past directorship in the last three years Executive Director of Far East Orchard Limited from 1987
includes SunMoon Food Company Limited (resigned in and was re-designated as Non-Executive Director in 2014.
August 2017). She retired from the Board of Far East Orchard Limited in
2016.
DR KER SIN TZE was appointed as an Independent Director
of our Company on 1 March 2001 and was last re-elected Mdm Ng was awarded the Pingat Bakti Masyarakat (PBM)
on 31 July 2018. He will seek re-election at the forthcoming in 1995, the Orchid Award by the Singapore Girl Guides
Annual General Meeting. He is the Chairman of the Association in 1996 and the Bintang Bakti Masyarakat
Nominating Committee and also a Member of the Audit and (BBM) in 2001. In 2015, Mdm Ng was conferred the SG50
Risk Committee and Remuneration Committee. Outstanding Chinese Business Pioneers Award by the
Singapore Chinese Chamber of Commerce & Industry in
Dr Ker holds a Bachelor of Commerce degree from Nanyang recognition of her exemplary contribution to Singapore in
University, M.A. (Economics) and Ph.D (Economics) degree the real estate sector and to the community.
from the University of Manitoba, Canada. He lectured at the
then University of Singapore from 1974 to 1980. He joined Mdm Ng obtained her Bachelor of Science (Honours) degree
Liang Court Pte Ltd as Managing Director in 1980 until in Chemistry from the University of Singapore.
September 1991. In September 1990, he was appointed as
the Executive Chairman of Superior Multi-Packaging Limited GOI SENG HUI was appointed as a Non-Executive Director
(formerly known as Superior Metal Printing Limited), a of our Company on 23 June 2011 and was last re-elected
public listed company. In August 1991, Dr Ker was elected on 31 July 2019. He is the Chairman of the Executive
to Parliament. He resigned from Liang Court Pte Ltd and Committee and also a Member of the Audit and Risk
Superior Multi-Packaging Limited at the end of 1991 to take Committee and Nominating Committee.
up his appointment as Minister of State for Information and
the Arts and Minister of State for Education in January 1992. Mr Goi is the Executive Chairman of Tee Yih Jia Group,
He resigned from his government posts and returned to the a global food and beverage group with operations in
private sector in September 1994. He served as Member of Singapore, Malaysia, USA, Europe and China, and SGX

BOARD OF DIRECTORS
Mainboard-listed GSH Corporation Limited, a regional Cooperation Council. He is currently the Honorary Council
developer of premium residential and commercial properties, Member of the Singapore Chinese Chamber of Commerce
as well as the owner and operator of the 5-Star Sutera and Industry, the Honorary Chairman for the International
Harbour Resort, Marina and Golf Course in Kota Kinabalu, Federation of Fuqing Association, a patron for advancement
Malaysia. SUTD, as well as the Honorary Chairman of Dunman High
School Advisory Committee and Ulu Pandan Citizens
Mr Goi serves on the board of two other Mainboard-listed Consultative Committee.
companies – as Non-Executive Director and Vice Chairman
of both Envictus International Holdings Limited and JB CHEE WAI PONG was appointed as an Independent
Foods Limited. He also has investments across a range of Director of our Company on 30 September 2013 and was
listed and private entities in numerous industries, such as last re-elected on 31 July 2019. He is the Chairman of the
food and beverage, leisure real estate, consumer essentials, Remuneration Committee and also a Member of the Audit
renewable energy, healthcare technology, distribution and and Risk Committee and Nominating Committee.
logistics. Mr Goi was also Vice-Chairman of Super Group
Limited which was delisted on 6 June 2017. Mr Chee joined the Legal Service and was appointed a
Deputy Public Prosecutor/State Counsel from 1971 to 1973.
In April 2018, Mr Goi was appointed Singapore’s Non- He was appointed a Magistrate and then District Judge and
Resident Ambassador to the Federative Republic of Brazil. the State Coroner between 1973 and 1976. Mr Chee then
joined M/s Osborne Jones & Co as a Partner from August
In 2014, Mr Goi was named Businessman of the Year by 1976 to December 1978 and was a Partner of M/s Ng Ong &
Singapore’s Business Times and DHL and at the 49th Chee from January 1979 to December 2006. From 1 January
National Day Awards, Mr Goi was conferred the Public 2007, Mr Chee started his own law practice under the name
Service Star (Bar) – Bintang Bakti Masyarakat (Lintang), BBM and style of Chee Wai Pong & Co.
(L) – by the President of Singapore for his contributions to
the community. In 2015, he received the Long Service Award Mr Chee is the honorary legal advisor to the Medical Alumni
from Singapore’s People’s Action Party. He was also conferred and Ling Kwang Home for Senior Citizens. He is also the Co-
the State Award of Panglima Gemilang Darjah Kinabalu Trustee of the Daisy Phay Foundation, Partner of Everlasting
(PGDK), which carries the title of Datuk, from the Head of Training Services LLP and the Alternate Director to Mr Lee
State of Sabah, for his social and business contributions to Ee @ Lee Eng of TSKY Balmoral Pte. Ltd..
Kota Kinabalu.
Mr Chee currently sits on the board of Progen Holdings
In recognition of his numerous philanthropy works, he was Ltd. His past directorship in the last three years includes
awarded the SG50 Outstanding Chinese Business Pioneers SunMoon Food Company Limited (resigned in August 2017).
Award and Enterprise Asia’s Lifetime Achievement Award in
2015, as well as the Asian Strategy & Leadership Institute’s Mr Chee graduated from the University of Singapore with a
Lifetime Achievement Award in 2016. In 2017, he was Bachelor of Law Degree (LL.B. Hons) in 1971.
honoured for his contributions and success as an overseas
Chinese by People’s Tribune Magazine in Beijing, China. In
2018, he was conferred the Distinguished Business Leader
Award at the World Chinese Economic Forum. In 2019, he
received the inaugural Benefactors Fellow Award from the
Singapore University for Technology and Design (SUTD) and
was conferred the Pearl of the Orient Award at the World
Chinese Economic Forum.
He is also Enterprise 50 Club’s Honorary Past President

and Vice Chairman of IE Singapore’s “Network China”
Steering Committee, Regional Representative for Fuzhou
City and Fujian Province, as well as council member of the
Singapore-Zhejiang Economic and Trade Council, Singapore-
Tianjin Economic and Trade Council and Singapore-Jiangsu

Key Management Team
TIONG HENG TEE JOCELYN TJIOE

Chief Financial Officer Senior Vice President, Administration
Heng Tee, a Fellow Chartered Accountant with Institute A diploma graduate in Business Studies from Ngee Ann
of Singapore Chartered Accountants (ISCA), joined the Polytechnic, Jocelyn is armed with many years of experience
Group in January 2012. Armed with more than 24 years of in purchasing and administration. In her current capacity
post-graduation experience in both private and Singapore as Senior Vice President, Jocelyn ensures the constant and
public-listed companies, he is responsible for providing prompt supply of quality products and materials crucial to
strategic direction for the finance team and oversees all key the operations of the restaurants. She also oversees the
financial matters of the Group. Heng Tee holds a Bachelor administrative function and corporate affairs of the Group.
of Accountancy from Nanyang Technological University of
Singapore. CAROLYN TAN
Senior Vice President, Marketing & Corporate Communications
VINCENT PHANG Carolyn joined the Group in 2002 as Marketing
Chief Executive Officer, Catering Division Communications Manager. Armed with years of experience
Vincent joined the Group in 1998 and is overall responsible in the marketing communications field, mainly from the hotel
for the event and catering operations of the Group. He industry, her past employments include top hotel chains
has recently been promoted as Chief Executive Officer of such as Westin, Hyatt, Holiday Inn, Raffles and Millennium
Catering Division. & Copthorne International. In 2003, she was promoted
to Director of Marketing, and in 2007, was appointed Vice
Prior to joining Tung Lok, Vincent has held key positions President - Marketing & Corporate Communications. In her
in various hotels in Singapore such as Boulevard Hotel, current capacity as Senior Vice President, she is in charge
Le Meridien Singapore and Fort Canning Country Club. A of the Marketing, Communications, Loyalty Programme,
graduate from SHATEC, he also holds various certificates and Graphics Design teams, spearheading the marketing,
from the American Hotels & Motels Association, Premier promotional, public relations, and membership activities of
Sales & Marketing for Hospitality professionals from Asia the Group. She is also responsible for strategising plans to
Connect & HSMAI Asia Pacific and ‘More Sales Thru Service maintain the corporate and brand identity of the Group, as
Excellence’ from Marketing Institute of Singapore. At well as handling Special Projects. Carolyn holds a Bachelor
the Singapore Excellence Service Award 2004 organized of Arts in Mass Communications from the Royal Melbourne
by SPRING Singapore & Singapore Tourism Board, he Institute of Technology.
was presented with the Star Award for his outstanding
contribution and commitment to providing top quality CHUA POH YORK
service. Senior Vice President, Operations
Poh York joined the Group in 1985 as Assistant Manager of
With a career spanning more than 34 years, Vincent plays a Tung Lok Restaurant. Subsequently, she became General
pivotal role in setting strategic goals for the catering team Manager of Paramount Restaurant in 1993. In her current
and leading the team towards achieving service excellence capacity as Senior Vice President, Operations, she manages
and offering complete and innovative event solutions to our and oversees the daily operations of Tung Lok Seafood and
customers. LingZhi Vegetarian, as well as spearheads the implementation
of the 5-S system to improve workplace organization in the
His vast experience and expertise have enabled him to Group’s restaurants, and mentoring younger managers.
constantly innovate and implement new elements for
banquet and catering events which include high-profile
events and state functions.
Currently, he holds the appointment as board member of

Singapore Productivity Centre (SGPC) and President of
Association of Catering Professionals Singapore (ACAPS), for
the term of 2019/2021.

Key Management Team
NG KING CHENG WOODY ACHUTHAN

Senior Vice President, Human Resource & Training Senior Vice President, Customer Relationship
A versatile professional with more than 20 years of Prior to re-joining the Group in April 2013, Woody was
experience in Human Resource Management, King Cheng heading the Training department of the Group for 12 years.
joined the Group in September 2017. He is tasked with He is currently handling customer relationship management
implementing HR strategies including talent acquisition, and service excellence, and was previously with United
staffing and succession planning, employee relations and Airlines as its Onboard Services-Chief Purser and Instructor.
retention, as well as training and development. During his fifteen years at United Airlines, he taught trainees
on service excellence, food and beverage presentation skills,
Prior to joining the Group, King Cheng had worked with a onboard marketing, and product offering, amongst other
listed property developer in Hong Kong, where he had training programmes. His personal achievements include the
moved to since 2006. He has had first-hand experience “Five Star Diamond Award”, “Employee of the Year”, as well
in establishing and building HR infrastructures in the as “Most Valuable Player Corporate Award”.
region, particularly in Hong Kong, China and Singapore.
His experiences are also gathered from various industries
including banking & finance, hospitality, information
technology and trading.
King Cheng is a strong advocate of performance

management as a key corporate strategy for building and
sustaining long-term competitive advantage.

Corporate Governance Report
TUNG LOK RESTAURANTS (2000) LTD (the “Company”, and together with its subsidiaries, the “Group”) is committed
in achieving a high standard of corporate governance with a view of enhancing accountability, corporate transparency,
sustainability and safeguarding interests of the shareholders. Companies with good corporate governance are more likely to
engender investor confidence and achieve long-term sustainable business performance.
This report describes the corporate governance framework and practices of the Company for the financial year ended 31 March
2020 (“FY20”) with specific reference made to the principles and guidelines of the Code of Corporate Governance 2018 issued
on 6 August 2018 (the “2018 Code”).
The 2018 Code aims to promote high levels of corporate governance by putting forth Principles of good corporate governance
and Provisions with which companies are expected to comply. The Practice Guidance, which is voluntary, complements the 2018
Code by providing guidance on the application of the Principles and Provisions and setting out best practices for companies. In
so far as any guideline of the Code has not been complied with, the Company has explained how the practices it had adopted
are consistent with the intent of the relevant Principles.
The Company will also continue to enhance its corporate governance practices appropriate to the conduct and growth of
its business and to review such practices from time to time to ensure compliance with the Listing Manual Section B: Rules of
Catalist (the “Catalist Rules”) of the Singapore Exchange Securities Trading Limited (the “SGX-ST”).
BOARD MATTERS
Principle 1: The Board’s Conduct of Affairs
The company is headed by an effective Board which is collectively responsible and works with Management for the long-term
success of the company.
Provisions of the Code Tung Lok’s Corporate Governance Practices
1.1 The Board’s role The Board is accountable to the shareholders and oversees the overall management of the business
and affairs of the Group, including providing leadership and supervision to the Management of
the Group (the “Management”) so as to protect and enhance long-term value and returns for its
shareholders.
Besides carrying out its statutory responsibilities, the Board’s role is to:
(1) provide entrepreneurial leadership, set strategic objectives, and ensure that the necessary
financial and human resources are in place for the company to meet its objectives;
(2) review Management performance (including Group’s financial and operating performance);
(3) establish a framework of prudent and effective controls which enables risks to be assessed
and managed, including the safeguarding of shareholders’ interests and the Company’s
assets;
(4) approve major investment and divestment proposals, material acquisitions and disposals of
assets (exceeding S$200,000), corporate or financial restructuring and share issuances;
(5) identify the key stakeholder groups and recognise that their perceptions affect the Company’s
reputation;
(6) set the Company’s values and standards (including ethical standards), and ensure that
obligations to shareholders and other stakeholders are understood and met;
(7) consider sustainability issues, e.g. environmental and social factors, as part of its strategic
formulation; and
(8) assume responsibility for corporate governance.
All directors exercise reasonable diligence and independent judgement when making decisions
and are obliged to act in good faith and objectively discharge their duties and responsibilities at
all times as fiduciaries in the interest of the Company.

The Board comprises six (6) Non-Executive Directors (or 75%) who review Management’s
performance and monitor the reporting of performance. They constructively challenge the
Management and help the Company develop proposals on strategies.
Each director is required to promptly disclose any conflict or potential conflict of interest, whether
direct or indirect, in relation to a transaction or proposed transaction with the Group as soon as
it is practicable after the relevant fact has come to his/her knowledge. On an annual basis, each
director is also required to submit details of his/her associates for the purpose of monitoring
interested person transactions. Where a director has a conflict or potential conflict of interest in
relation to any matter, he/she should immediately declare his/her interest when the conflict-related
matter is discussed, unless the Board is of the opinion that his/her presence and participation is
necessary to enhance the efficacy of such discussion. Nonetheless, he/she is abstained from
voting in relation to the conflict-related matters.
1.2 Directors’ duties Upon appointment of a new director, the Company provides a formal letter to the director,
and responsibilities; setting out the Director’s duties and obligations; policies on disclosure of interests in securities,
orientation and training prohibitions on dealings in the Company’s securities and restriction on disclosure of price-sensitive
information; Annual Report and 2018 Code; Company’s constitutional documents; terms of
references of Board Committees, the Catalist Rules and relevant legislation; and other pertinent
information for his/her reference. New directors are briefed on the Group’s structure, businesses,
governance policies and regulatory matters.
Pursuant to the amended Rule 406(3)(a) of the Catalist Rules, newly-appointed directors who do
not have prior experience as a director of a public listed company in Singapore will be arranged to
attend SGX-ST’s prescribed training courses organised by the Singapore Institute of Directors on
the roles and responsibilities of a director of a listed company, or other training institutions in areas
such as management, accounting, legal and industry-specific knowledge, where appropriate, in
connection with their duties. There was no new director appointed in FY20.
The President/Chief Executive Officer ensures that Board members are provided with complete,
adequate and timely information on a regular basis to enable them to be fully cognizant of the
affairs of the Group.
From time to time, the Company’s internal and external auditors, legal advisors, financial advisors,
Continuing Sponsor and the Company Secretary will advise the directors or if necessary, conduct
briefings to the directors on relevant regulations, new accounting standards and corporate
governance practices as well as updates on any changes in the Companies Act, Cap 50, Code
of Corporate Governance and the Catalist Rules. Directors also have the opportunity to visit the
Group’s operation facilities in order to have a better understanding of their business operations.
The Company has available budget for directors to receive further trainings to enhance their
skills and knowledge, particularly on relevant new laws, regulations, changing commercial risks
and financial literacy from time to time. Relevant courses include programmes conducted by the
Singapore Institute of Directors or other training institutions.
During FY20, the Directors had received updates on regulatory changes to the Catalist Rules, the
2018 Code and the accounting standards.
1.3 Matters requiring Matters which are specifically reserved for decision by the Board include those involving material
Board’s approval acquisitions and disposals of assets, corporate or financial restructuring and share issuance,
interim dividends and other returns to shareholders, and substantial transactions which have a
material effect on the Group. The Board also approves the annual budgets and business plan of
the Group, proposals to set-up new outlets, announcements of the Group’s half-year and full-
year results and the release of the Annual Reports. Specific Board approval is required for any
investments or expenditures exceeding S$200,000.

1.4 Board Committees To facilitate effective management, certain functions have been delegated to various Board
Committees, namely the Executive Committee (“EXCO”), Nominating Committee (“NC”),
Remuneration Committee (“RC”) and Audit and Risk Committee (“ARC”), each of which has
its own defined scope of duties and written terms of reference setting out the manner in which
it is to operate. The Chairman of the respective Board Committees will report to the Board on
the outcome of the Board Committee meetings. Minutes of the Board Committee meetings are
made available to all Board members. The terms of reference and composition of each Board
Committee can be found in this report. The effectiveness of each Board Committee is also
constantly reviewed by the Board. They assist the Board operationally without the Board losing
authority over major issues.
The EXCO assists the Board in the management of the Group as it works toward its objectives.
The EXCO will provide entrepreneurial leadership and strategic stewardship, as well as set
strategic objectives for the Group. The EXCO comprises four (4) directors of whom two (2) are
non-independent and non-executive directors, one (1) is an executive director and one (1) is an
independent and non-executive director as follows:
Mr Goi Seng Hui Non-Independent and Non-Executive Director Chairman

Mdm Ng Siok Keow Non-Independent and Non-Executive Director Member
Dr Tan Eng Liang Lead Independent Director Member
Mr Tjioe Ka Men President/Chief Executive Officer Member
1.5 Meetings of Board The Board conducts regular scheduled meetings. Additional or ad-hoc meetings are convened in
and Board Committees; circumstances deemed appropriate by the Board members. Board papers incorporating sufficient
Attendance information from Management are forwarded to the Board members in advance of a Board
Meeting to enable each member to be adequately prepared.
The Company’s Constitution allows a board meeting to be conducted by way of teleconference

or by means of a similar communication means through which all persons participating in the
meeting can communicate with each other simultaneously and instantaneously.
At the Board meeting, the directors are free to discuss and openly challenge the views presented
by Management and the other directors.
In lieu of physical meetings, written resolutions are circulated for approval by members of the
Board.
The frequency of meetings and attendance of each director at every Board and Board Committee
meeting for FY20 are disclosed below:-
ATTENDANCE AT BOARD & BOARD COMMITTEE MEETINGS

Board Executive Audit & Risk Nominating Remuneration
No. of No. of No. of No. of No. of
Directors Meetings Attendance Meetings Attendance Meetings Attendance Meetings Attendance Meetings Attendance
Tjioe Ka Men 5 5 2 2 NA NA 1 1 NA NA
Tan Eng Liang 5 5 2 1 4 4 1 1 1 1
Ker Sin Tze 5 4 NA NA 4 3 1 1 1 1
Chee Wai Pong 5 5 NA NA 4 4 1 1 1 1
Foo Say Mui (Bill) 5 4 NA NA 4 3 1 1 1 1
Ng Siok Keow 5 4 2 2 NA NA NA NA NA NA
Goi Seng Hui 5 4 2 2 4 4 1 1 NA NA
Juliana Julianti
3 2 NA NA NA NA NA NA NA NA
Samudro(1)
NA – not applicable.
Note:
(1) Mdm Juliana Julianti Samudro resigned as Non-Independent and Non-Executive Director of the Board on 1 November 2019.

Directors with multiple listed company board representations are required to ensure that they
have given sufficient time and attention to the affairs of the Company.
1.6 Board’s access to Board members are provided with adequate and timely information prior to Board meetings
information and Board Committee meetings, and on an ongoing basis. The Board papers provide sufficient
background and explanatory information from the Management on financial impact, business
strategies, risk analysis, regulatory implications and corporate issues to enable the directors to
be properly briefed on issues to be considered at Board and Board Committee meetings. Such
explanatory information may also be in the form of briefings to provide additional insights to the
directors or formal presentations made by the Management in attendance at the meetings, or by
external consultants engaged on specific projects.
Requests for information from the Board are dealt with promptly by Management. Board
interaction with and independent access to the Management are encouraged. Whenever
necessary, management staff will be invited to attend the Board meetings and Board Committee
meetings to answer queries and provide detailed insights into their areas of operations.
However, sensitive matters may be tabled at the meeting itself or discussed without papers being
distributed.
The Board is provided with quarterly management reports, financial statements, cash flow
projections, annual budgets and explanation on material variances from forecasts and budgets
to enable the directors to oversee the Group’s operational and financial performance. Directors
are also informed on an ongoing basis as and when there are significant developments or events
relating to the Group’s business operations.
Proposals to the Board for decision or mandate sought by Management are in the form of
memorandums or board papers that provide the facts, analysis, resources needed, expected
outcome, conclusions and recommendations, required to support the decision-making process.
1.7 Access to The Directors have separate and independent access to the Management and the Company
Management, Company Secretary. The Company Secretary attends all Board and Board Committee meetings of the
Secretary and External Company. The Management and the Company Secretary also assists the Chairman and the
Advisers Board to ensure that Board procedures are followed and that applicable rules and regulations (in
particular the 2018 Code, Companies Act, Cap 50 and the Catalist Rules) are complied with.
The appointment and removal of the Company Secretary are subjected to the Board’s approval.
The Directors, whether as a group or individually, may seek or obtain legal and other independent
professional advice, concerning any aspect of the Group’s operations or undertakings in order to
fulfill their roles and responsibilities as directors. The cost of obtaining such professional advice
will be borne by the Company.

Principle 2: Board Composition and Guidance
The Board has an appropriate level of independence and diversity of thought and background in its composition to enable it to
make decisions in the best interests of the company.
2.1, 2.2 and 2.3 Strong The Board currently comprises eight (8) directors, of whom two (2) are executive directors, four (4)
independent element of are independent and non-executive directors and two (2) are non-independent and non-executive
the Board directors. As at the date of this report, the Board comprises the following members:
Dr Foo Say Mui (Bill) Independent and Non-Executive Chairman

Dr Tan Eng Liang Independent Non-Executive Director/Lead Independent Director
Dr Ker Sin Tze Independent and Non-Executive Director
Mr Chee Wai Pong Independent and Non-Executive Director
Mr Goi Seng Hui Non-Independent and Non-Executive Director
Mdm Ng Siok Keow Non-Independent and Non-Executive Director
Mr Tjioe Ka Men President/Chief Executive Officer
Mdm Tjioe Ka In* Executive Director
*Mdm Tjioe Ka In was appointed as Executive Director on 1 April 2020, after she relinquished her
position as the Chief Operating Officer of the Company.
Currently, the Board has a strong and independent element with four (4) out of eight (8) board
members (or 50%) who are independent where the Chairman and CEO are separate persons.
The composition of the Board complies with the recommendation that Non-Executive Directors
make up a majority of the Board. This enables the Board to exercise independent judgement on
corporate affairs and provide Management with a diverse and objective perspective on issues.
The independence of each director is reviewed annually by the NC. The NC adopts the definition
of what constitutes an independent director from the 2018 Code and the Catalist Rules in its
review. The Board, after taking into account the views of the NC, is satisfied that Dr Tan Eng Liang
(“Dr Tan”), Dr Ker Sin Tze (“Dr Ker”), Mr Chee Wai Pong and Dr Foo Say Mui (Bill) (“Dr Bill Foo”)
are considered independent in character and judgement and that there are no relationships or
circumstances which are likely to affect, or could appear to affect, the Independent Directors’
judgement.
Following the recent revision to the Code of Corporate Governance, the Catalist Rules has been
amended to be consistent with the 2018 Code. In relation to the assessment of the independence
of the Directors, specific tests of Directors’ independence have been hardcoded into the Catalist
Rules to clarify that certain circumstances which deemed Directors not to be independent should
be applied without any exceptions. Under Rules 406(3)(d)(i) and 406(3)(d)(ii) of the Catalist Rules
which took effect on 1 January 2019, it stipulates that a Director will not be considered as
independent if he is employed by the issuer or any of its related corporations for the current or
any of the past three financial years; or if he has an immediate family member who is employed
or has been employed by the issuer or any of its related corporation for the past three financial
years, and whose remuneration is determined by the remuneration committee of the issuer. In
this regard, the Independent Directors have confirmed that they and their respective associates
do not have any employment relationships with the Company or any of its related corporations
for the current or any of the past three financial years.
The Board recognises that independent directors may over time develop significant insights
in the Group’s business and operations and can continue to provide noteworthy and valuable
contribution objectively to the Board as a whole. The independence of each independent
director is evaluated by the NC based on the substance of their professionalism, integrity and
objectivity.

Particular rigorous review is applied in assessing the continued independence of a Director having
served beyond nine years from the date of his first appointment, with attention to ensure that his
allegiance remains clearly aligned with shareholders’ interests. Although both Dr Tan and Dr Ker
have served on the Board for more than nine (9) years from the date of their first appointments,
they have continued to demonstrate strong independence in character and judgement over
the years in the discharge of their duties and responsibilities as Independent Directors of the
Company, with the utmost commitment to protect and uphold the interests of the Company and
all shareholders, not just the substantial shareholders.
Dr Tan and Dr Ker have contributed significantly to the discussion on matters before the Board,
which includes matters relating to the strategic direction and corporate governance of the Group,
expressed individual viewpoints, debated issues, sought clarification and amplification as they
deemed necessary including through direct access to the Management, and objectively scrutinising
the Management. Further, having gained an in-depth understanding of the business, operating
environment and direction of the Group, they provided the Group with much needed experience
and knowledge of the industry and offered valuable advice. Their objective leadership, depth
of experience and skills, make them invaluable members of the Board. Both have independent
income source apart from the fixed fees received from the Company. Accordingly, the NC, with
the concurrence of the Board, is satisfied that both Dr Tan and Dr Ker have remained independent
in their judgement and can continue to discharge their duties objectively.
The NC and the Board are of the view that no individual or small group of individuals dominates
the Board’s decision-making process. Independent Directors constructively challenge and help
develop proposals on strategy and review the performance of Management in meeting agreed
goals and objectives and monitor the reporting of performance.
Nonetheless, in view of the amendments to the Catalist Rules coming into effect from 1 January
2022, which require the re-appointment of directors who have served the Board beyond nine (9)
years from the date of their first appointment to be subjected to a two-tier shareholders voting,
the Company will have its directorship renewal process underway.
2.4 Board composition The Company’s Board Diversity Policy endorses the principle that its Board should have a balance
and size of skills, knowledge and experience and diversity of perspectives appropriate to its business so
as to mitigate against groupthink and to ensure that the Company has the opportunity to benefit
from all available talents.
The size and composition of the Board are reviewed from time to time by the NC to ensure that
the size of the Board is conducive for effective discussion and there is sufficient diversity without
interfering with efficient decision-making. The NC also review and ensure that the Board has an
appropriate balance of independent directors. The Board is of the view that the current board
size and composition is appropriate, taking into account the nature and scope of the Group’s
operations, the requirements of the business and the need to avoid undue disruptions from
changes to the composition of the Board and Board Committees.

The Board proactively seeks to maintain an appropriate balance in its composition and size. To
assist the NC in its annual review of the Directors’ mix of skills and experiences which the Board
requires to function competently and efficiently, the Management compiled a Board of Directors
competency matrix form, providing information on the areas of specialisation and expertise of
the Directors. The Board and its Board Committees comprise respected individuals from different
backgrounds and, as a group, provides core competencies, such as business management
experience, industry knowledge, legal, real estate and tenancies, human resource management,
financial, banking and strategic planning experience and customer-based knowledge that are
extensive and critical to meet the Group’s objectives. The Board, taking into account the views
of the NC, considers that the Directors provide an appropriate balance and diversity of skills,
experiences, gender and knowledge of the Company that will provide effective governance and
stewardship for the Group. The Board includes two female directors in recognition of the value of
gender diversity. Please refer to the “Board of Directors” section on pages 19 to 21 of the Annual
Report for the Directors’ profile.
2.5 Meetings of non- Where warranted, the Non-Executive Directors may meet without the presence of the Executive
executive directors Directors or the Management, to review any matters that may be raised privately.
Principle 3: Chairman and Chief Executive Officer (“CEO”)
There is a clear division of responsibilities between the leadership of the Board and Management, and no one individual has
unfettered powers of decision-making.
3.1 Separation of the role The Company adopts a dual leadership structure whereby the positions of the Chairman and the
of Chairman and CEO CEO are separated. There is a clear division of responsibilities between the Chairman and the
President/CEO, which provides a balance of power and authority, increased accountability and
greater capacity of the Board for independent decision making.
The Chairman and the President/CEO are not immediate family members. The separation of the
roles of the Chairman and the President/CEO and the resulting clarity of roles provides a healthy
professional relationship between the Board and Management.
3.2 Role of Chairman and The President/CEO of the Company is responsible for the overall management, daily operations,
CEO strategic planning, implementation of policies and business development of the Group.
Dr Bill Foo’s duties as Independent Non-Executive Chairman include:
(1) Leading the Board to ensure its effectiveness on all aspects of its role;
(2) Setting the agendas for Board meetings and ensuring sufficient allocation of time for
thorough discussion;
(3) Promoting an open environment for debate at the Board;
(4) Ensuring that the Directors receive complete, adequate and timely information;
(5) Ensuring effective communication with the shareholders;
(6) Encouraging constructive relations within the Board and between the Board and
Management;
(7) Facilitating the effective contribution of Non-Executive Directors; and
(8) Promoting high standards of corporate governance and ensuring that procedures are
introduced to comply with the 2018 Code.

3.3 Appointment of lead With the appointment of Dr Bill Foo as Independent Non-Executive Chairman on 1 August 2017,
independent director the appointment of a Lead Independent Director (“LID”) is no longer necessary. However, the
where Chairman is part of Board is of the view that Dr Tan’s appointment as the LID should continue so as to assist the
the Management team. Board and the Chairman with the oversight of the business and affairs of the Company.
Dr Tan, who is currently an Independent Non-Executive Director, the Chairman of the ARC and
a member of the EXCO, NC and RC of the Company, was appointed as the LID since 31 May
2013.
The LID is available to shareholders in circumstances where shareholders’ concerns raised

through normal channels to the President/CEO or Chief Financial Officer have failed to resolve
or where such contact is inappropriate or inadequate.
Principle 4: Board Membership
The Board has a formal and transparent process for the appointment and reappointment of directors, taking into account the
need for progressive renewal of the Board.
4.1 and 4.2 NC The Company’s NC comprises six (6) directors of whom four (4) (including the NC Chairman)
are independent and non-executive directors, one (1) is a non-independent and non-executive
director and one (1) is the executive director as follows:
Dr Ker Sin Tze Independent Director Chairman

Mr Chee Wai Pong Independent Director Member
Dr Foo Say Mui (Bill) Independent Chairman Member
Mr Goi Seng Hui Non-independent Director Member
Mr Tjioe Ka Men President/CEO Member
The LID is a member of the NC. The NC is guided by the terms of reference, updated to be in
line with the recommendations in the 2018 Code.
The responsibilities of the NC are described in its written terms of reference and its key
responsibilities include the following:-
(1) review and recommend to the Board on the appointment and re-appointment of directors
(including alternate directors, if applicable) having regard to their contribution and
performance (e.g. attendance, preparedness, participation and candour);
(2) review the composition and progressive renewal of the Board;
(3) review the training and professional development programs for the Board;
(4) assess annually whether or not a director is independent;
(5) assess whether or not a director, who has multiple board representations, is able to and has
been adequately carrying out his/her duties as a director;
(6) development of a process for evaluation of the performance of the Board, its Board
Committees and contribution of each director; and
(7) formal assessment of the effectiveness of the Board as a whole, its Board Committees and
individual director.
In accordance with Regulations 91 and 97 of the Company’s Constitution, all directors shall retire
from office once at least every three years by rotation and all newly appointed directors will have
to retire at the next Annual General Meeting (“AGM”) following their appointments. The retiring
directors are eligible to offer themselves for re-election.

In addition, Rule 720(4) of the Catalist Rules requires that all directors shall submit themselves for
re-nomination and re-election at least once every three (3) years.
At the forthcoming AGM, Dr Ker and Dr Bill Foo are due to retire by rotation pursuant to
Regulation 91 of the Company’s Constitution and Rule 720(4) of the Catalist Rules. Pursuant to
Regulation 97 of the Company’s Constitution, any director so appointed shall hold office only
until the next annual general meeting of the company, and shall then be eligible for re-election.
Therefore, Mdm Tjioe Ka In (“Mdm Tjioe”) is due to re-election at the forthcoming annual general
meeting. The NC has recommended the re-elections of Dr Ker, Dr Bill Foo and Mdm Tjioe at the
forthcoming AGM.
These nominations have been accepted by the Board. In considering the nominations, the
NC took into account the contribution of the directors with reference to their attendance and
participation at Board and other Board Committee meetings as well as the proficiency with which
they have discharged their responsibilities. Each member of the NC shall abstain from voting on
any resolutions relating to the assessment of his performance or his re-nomination as Director.
Pursuant to Rule 720(5) of the Catalist Rules, the additional information as set out in Appendix
7F of the Catalist Rules relating to the retiring Directors who are submitting themselves for re-
election is disclosed as follows.
Details Name of Director
Ker Sin Tze Foo Say Mui Tjioe Ka In
Date of Appointment 1 March 2001 1 November 2016 1 April 2020
Date of last re- 31 July 2018 31 July 2017 Not applicable

appointment (if applicable)
Age 75 62 55
Country of principal Singapore Singapore Singapore

residence
The Board’s comments The Board, having considered The Board, having considered The Board, having considered
on this appointment the recommendation of the the recommendation of the the recommendation of the
(including rationale, NC and assessed Dr Ker’s NC and assessed Dr Bill Foo’s NC and assessed Mdm Tjioe’s
selection criteria, and the overall contributions and overall contributions and overall contributions and
search and nomination performance, is of the view performance, is of the view performance, is of the view
process) that he is suitable for re- that he is suitable for re- that she is suitable for re-
appointment as a Director of appointment as a Director of appointment as a Director of
the Company. the Company. the Company.

Whether appointment is Non-Executive Non-Executive Executive Director. Her

executive, and if so, the primary responsibilities
area of responsibility include:
- strategic planning and
responsible for ensuring
operations efficiencies
of the Group and to
accomplish the key
performance indicators set.
- Oversees Tung Lok’s central
kitchen, which produces
ready-to-eat products,
festive goodies, dim sum
and sauces for local market.
- Product development and
planning.
- Staff planning and
education.
Job Title (e.g. Lead ID, AC Independent and Non- Independent Non-Executive Executive Director
Chairman, AC Member Executive Director, Chairman, Nominating
etc.) Nominating Committee Committee member,
Chairman, Audit and Risk Audit and Risk Committee
Committee member and member and Remuneration
Remuneration Committee Committee member
member
Professional qualifications Bachelor of Commerce Bachelor of Business Bachelor of Science Degree

Degree, Nanyang University Administration from in Hotel and Restaurant
Concordia University Management from Oklahoma
M.A. (Economics) and Ph.D State University, USA
(Economics) degree from Masters of Business
University of Manitoba, Administration from McGill
Canada University
Honorary Doctorate of
Commerce from James Cook
University Australia

Working experience and Consul-General of Singapore Australia & New Zealand 1988 to 2016:
occupation(s) during the Consulate in Hong Kong Banking Group Ltd (ANZ) Executive Director of Tung
past 10 years (2008-2012). He is currently from 1999 to 2015, his Lok Restaurants (2000) Ltd
an Adjunct Professor of positions included Singapore
both National University of CEO and Vice Chairman of 2016 to 2020: Chief
Singapore and Nanyang South and South East Asia. Operating Officer of Tung Lok
Technological University Restaurants (2000) Ltd
Currently a director and
adviser to several listed and 2020 to present: Executive
private companies, including Director of Tung Lok
Tower Capital Asia Pte Ltd, Restaurants (2000) Ltd
Business Circle Singapore
Pte. Ltd. and Kenon Holdings
Ltd
Shareholding interest in None None 105,840 (direct holdings)

the listed issuer and its
subsidiaries
Any relationship (including None None Sister of Mr Tjioe Ka Men

immediate family (President/Chief Executive
relationships) with any Officer) and related to
existing director, existing controlling shareholders of
executive officer, the the Company, Amazing Grace
issuer and/or substantial Investments Pte. Ltd. And
shareholder of the listed Zhou Holdings Pte Ltd.
issuer or of any of its
principal subsidiaries
Conflict of interest None None None

(including any competing
business)
Undertaking (in the format Yes Yes Yes

set out in Appendix 7H)
under Rule 720(1) of the
Catalist Rules has been
submitted to the listed
issuer

Other Principal Present Present Present

Commitments Including Directorships: Directorships: Directorships:
Directorships
• Independent Director • Lead Independent Director, Non-listed companies
and Chairman of MS First Chairman of Nominating • Director at Zhou
Capital Insurance Limited Committee and Chairman Holdings Pte Ltd
• Green Pharma Pte Ltd of Remuneration Committee • Director at Amazing
of Mewah International Inc Grace Investments Pte
Other Principal Commitments: • Lead Independent Director, Ltd
Nil Chairman of the Audit and • Director at Pansum
Risk Committees and a Catering Technology Pte.
member of the Nominating Ltd.
and Remuneration
Committees of M&C REIT Other Principal Commitments:
Management Limited Nil
and M&C Business Trust
Management Limited
• Director of Tower Capital
Asia Pte. Ltd.
• Director of Business Circle
Singapore Pte. Ltd.
• Board Member, Nominating
and Corporate Governance
Committee Member of
Kenon Holdings Ltd. (Listed
on the New York Stock
Exchange)
Other Principal Commitments:

Nil
Past (for the last 5 years) Past (for the last 5 years) Past (for the last 5 years)
Directorships: Directorships: Directorships:
• Falcon Insurance • Director of Academies • Executive Director of

Company (HK) Limited Australasia Group Limited Tung Lok Restaurants
(resigned in Year 2016) (resigned in October 2016) (2000) Ltd
• Younger (Singapore) Pte • Director of Unigestion Asia • Director of T&T Gourmet
Ltd (resigned in Year Pte Ltd (resigned in Year Cuisine Pte. Ltd.
2015) 2015)
• Director of IC Power Ltd. Other Principal Commitments:
Other Principal Commitments: (resigned in Year 2015) Nil
Nil • Director of I.C. Power Asia
Development Ltd (resigned
in Year 2015)
Other Principal Commitments:

Nil

Disclose the following matters concerning an appointment of director, chief executive officer, chief financial officer,
chief operating officer, general manager or other officer of equivalent rank. If the answer to any question is “yes”, full
details must be given:
a. Whether at any time during the last No No No

10 years, an application or a petition
under any bankruptcy law of any
jurisdiction was filed against him or
against a partnership of which he
was a partner at the time when he
was a partner or at any time within 2
years from the date he ceased to be
a partner?
b. Whether at any time during the last No No No

10 years, an application or a petition
under any law of any jurisdiction was
filed against an entity (not being
a partnership) of which he was a
director or an equivalent person or
a key executive, at the time when he
was a director or an equivalent person
or a key executive of that entity or
at any time within 2 years from the
date he ceased to be a director or an
equivalent person or a key executive
of that entity, for the winding up or
dissolution of that entity or, where
that entity is the trustee of a business
trust, that business trust, on the
ground of insolvency?
c. Whether there is any unsatisfied No No No

judgment against him?
d. Whether he has ever been convicted No No No

of any offence, in Singapore or
elsewhere, involving fraud or
dishonesty which is punishable
with imprisonment, or has been the
subject of any criminal proceedings
(including any pending criminal
proceedings of which he is aware) for
such purpose?

e. Whether he has ever been convicted No No No

of any offence, in Singapore or
elsewhere, involving a breach of any
law or regulatory requirement that
relates to the securities or futures
industry in Singapore or elsewhere, or
has been the subject of any criminal
proceedings (including any pending
criminal proceedings of which he is
aware) for such breach?
f. Whether at any time during the last No No No

10 years, judgment has been entered
against him in any civil proceedings
in Singapore or elsewhere involving
a breach of any law or regulatory
requirement that relates to the
securities or futures industry in
Singapore or elsewhere, or a finding
of fraud, misrepresentation or
dishonesty on his part, or he has been
the subject of any civil proceedings
(including any pending civil
proceedings of which he is aware)
involving an allegation of fraud,
misrepresentation or dishonesty on
his part?
g. Whether he has ever been convicted No No No

in Singapore or elsewhere of any
offence in connection with the
formation or management of any
entity or business trust?
h. Whether he has ever been No No No

disqualified from acting as a director
or an equivalent person of any entity
(including the trustee of a business
trust), or from taking part directly or
indirectly in the management of any
entity or business trust?
i. Whether he has ever been the subject No No No

of any order, judgment or ruling of
any court, tribunal or governmental
body, permanently or temporarily
enjoining him from engaging in any
type of business practice or activity?

j. Whether he has ever, to his

knowledge, been concerned with
the management or conduct, in
Singapore or elsewhere, of the affairs
of :-
i. any corporation which has been No No No

investigated for a breach of any
law or regulatory requirement
governing corporations in
Singapore or elsewhere; or
ii. any entity (not being a No No No

corporation) which has been
investigated for a breach of any
law or regulatory requirement
governing such entities in
Singapore or elsewhere; or
iii. any business trust which No No No

has been investigated for a
breach of any law or regulatory
requirement governing business
trusts in Singapore or elsewhere;
or
iv. any entity or business trust which No No No

has been investigated for a
breach of any law or regulatory
requirement that relates to the
securities or futures industry in
Singapore or elsewhere,
in connection with any matter

occurring or arising during that
period when he was so concerned
with the entity or business trust?

k. Whether he has been the subject No No No

of any current or past investigation
or disciplinary proceedings, or has
been reprimanded or issued any
warning, by the Monetary Authority
of Singapore or any other regulatory
authority, exchange, professional
body or government agency, whether
in Singapore or elsewhere?
Disclosure applicable to the appointment of Director only
Any prior experience as a director of an Relate to re-appointment of Director. Yes

issuer listed on the Exchange?
If yes, please provide details of prior Not applicable Executive Director of

experience. Tung Lok Restaurants
(2000) Ltd between
1 March 2001 to 1
November 2016.
If no, please state if the director has Not applicable

attended or will be attending training on the
roles and responsibilities of a director of a
listed issuer as prescribed by the Exchange.
4.3 Process for selection, The search and nomination process for new directors, if any, will be through search companies,
appointment and re- contacts and recommendations to cast its net as wide as possible for the right candidate. The
appointment of directors, NC determines the selection criteria in consultation with the Board and identifies candidates
including the search and with the appropriate expertise and experience for the appointment as new director. The NC will
nomination process shortlist candidates for interview before nominating the most suitable candidate to the Board
for approval. The NC will evaluate a director in accordance with a set of criteria approved by
the Board before recommending him/her to the Board for re-election. The selection criterion
includes integrity, diversity of competencies, expertise, industry experience and financial literacy.
The NC seeks potential candidates widely and beyond directors/management recommendations
and is empowered to engage external parties, such as professional search firms and institutions,
to undertake research on or assessment of candidates as it deems necessary.
4.4 NC to determine The NC has reviewed the independence of each director in accordance with the 2018 Code’s
directors’ independence definition of independence as well as the “Confirmation of Independence” returns submitted
annually by the directors to the Company Secretary annually. Further, an Independent Director shall
immediately disclose to the NC any relationships or circumstances that could interfere, or be
reasonably perceived to interfere, with the exercise of his independent business judgement in the
best interests of the Company. The NC is satisfied that 50% of the Board members are considered
to be independent.

4.5 Multiple board The NC and the Board are of the view that it is not meaningful to set a limit on the number of
representation listed company board representations a director should have as the contribution of each director
would depend on their individual circumstances, including whether they have a full-time vocation
or other responsibilities. Further, the directors have different capabilities, and the nature of
the organisations in which they hold appointments and the kind of committees on which they
serve are of different complexities. Instead, the NC will assess each potential or existing director
relative to his/her abilities and known commitments and responsibilities. Specific considerations
are also given to their attendance, contactability and responsiveness, as well as contributions
and individual capabilities. The NC also ensure that new directors are aware of their duties and
obligation.
The NC monitors and determines annually whether directors who have multiple board
representations and other principal commitments, give sufficient time and attention to the affairs
of the Company and adequately carry out his/her duties as a director of the Company. The NC
takes into account the results of the assessment of the effectiveness of the individual director and
his/her actual conduct on the Board, in making this determination.
The NC, and with the concurrence of the Board, was satisfied that in FY20, where a director had
other listed company board representations and/or other principal commitments, the director
was able to carry out and had been adequately carrying out his/her duties as a director of the
Company.
The key information of the Directors (including other listed company directorships and principle
commitments) who held office as at the date of this report are disclosed in the “Board of Directors”
section on pages 19 to 21 of the Annual Report.
Principle 5: Board Performance
The Board undertakes a formal annual assessment of its effectiveness as a whole, and that of each of its board committees and
individual directors.
5.1 Board evaluation The NC is responsible for recommending and implementing a process to assess the performance
process and effectiveness of the Board as a whole and its Board Committees, as well as assessing the
contribution of each individual Director to the overall effectiveness of the Board.
An assessment system and evaluation forms have been established and adopted for the evaluation
of the Board as a whole, its Board Committees and the individual directors annually. The objective
of the performance evaluation exercise is to uncover strengths and challenges so that the Board
and Board Committees are in a better position to provide the required expertise and oversight.
Following the review, the Board is of the view that the Board and its Board Committees are
performing effectively, and each director is contributing to the overall effectiveness of the Board.

5.2 Assessment of The NC has conducted a formal assessment of the effectiveness of the Board and its Board
the Board, its board Committees for FY20. The performance criteria for the Board/Board Committees evaluation
committees and each are in respect of size and composition, attendance, directors’ independence, team spirit, open
director line of communication, degree of constructive discussion, quality of decision making, quality of
agenda/board papers, timeliness of board papers, assessment of performance against specific
targets, standard of conduct, risk management and internal controls, etc. The NC is satisfied
with the effectiveness of the Board as a whole and its Board Committees. The Board, collectively,
possesses the necessary core competencies to direct the Company and Management to perform
efficiently and effectively.
The NC conducts an evaluation of the performance of individual directors annually and for the re-
election of any director. The assessment of each director’s performance is undertaken by the NC
Chairman. The criteria for assessment include, but not limited to, attendance record at meetings
of the Board and Board Committees, intensity of participation at meetings, quality of discussions,
maintenance of independence and any special contributions. The NC, in concurrence with the NC
Chairman, is satisfied that each director is contributing to the overall effectiveness of the Board.
No external facilitator was engaged by the Company for assessing the effectiveness of the Board
in FY20.
REMUNERATION MATTERS
Principle 6: Procedures for Developing Remuneration Policies
The Board has a formal and transparent procedure for developing policies on director and executive remuneration, and for
fixing the remuneration packages of individual directors and key management personnel. No director is involved in deciding his
or her own remuneration.
6.1, 6.2 and 6.3 RC The RC currently comprises the following four (4) members, all of whom (including the RC
Chairman) are independent and non-executive directors:
Mr Chee Wai Pong Independent Director Chairman

Dr Ker Sin Tze Independent Director Member
Dr Foo Say Mui (Bill) Independent Chairman Member
The RC is regulated by its terms of reference. The duties of the RC include the following:-
(a) to review and recommend to the Board:-

(i) a framework of remuneration and to determine the specific remuneration packages for
each executive director/key management personnel;
(ii) a framework of remuneration and specific remuneration packages for non-executive
directors; and
(iii) remuneration of employees related to the directors and controlling shareholders of the
Group;
(b) to recommend to the Board, in consultation with Management and the Chairman of the Board,
the Executives’/Employees’ Share Option Schemes or any long term incentive schemes which
may be set up from time to time and to do all acts necessary in connection therewith; and
(c) to carry out its duties in the manner that it is deemed expedient and subjected to any regulations
or restrictions that may be imposed upon the RC by the Board of Directors from time to time.

As part of its review, the RC shall ensure that:
(a) all aspects of remuneration, including and not limited to director’s fees, salaries, allowances,
bonuses, options and benefits-in-kinds should be covered for each director and key
executive;
(b) the remuneration packages should be comparable within the industry and comparable companies
and shall include a performance-related element coupled with appropriate and meaningful
measures of assessing individual executive directors’ and key executives’ performances;
(c) the remuneration package of employees related to executive directors and controlling
shareholders of the Group are in line with the Group’s staff remuneration guidelines and
commensurate with their respective job scopes and levels of responsibilities; and
(d) the termination clauses contained in contracts of service of executive directors and key
management personnel are fair and reasonable, and not overly generous.
No director is involved in deciding his/her own remuneration.
6.4 RC should seek expert Where necessary, the RC shall seek expert advice inside and/or outside the Company on
advice, if necessary remuneration of all directors. The RC shall ensure that any relationship between the appointed
consultant and any of its directors or the Company will not affect the independence and objectivity
of the remuneration consultant. The RC, in considering the remuneration of all directors for FY20,
has not sought external advice nor appointed remuneration consultants.
Principle 7: Level and Mix of Remuneration
The level and structure of remuneration of the Board and key management personnel are appropriate and proportionate to the
sustained performance and value creation of the company, taking into account the strategic objectives of the company.
7.1 and 7.3 Appropriate In determining the level of remuneration, the RC shall:
proportion of
remuneration package • give due consideration to the 2018 Code’s principles and practice guidelines on the level and
for executive directors mix of remuneration so as to ensure that the level of remuneration is appropriate to attract,
and key management retain and motivate directors and key management personnel needed to run the Company
personnel to align with successfully;
shareholders’ interests and • ensure that a proportion of the remuneration is linked to corporate and individual’s
long-term success of the performance;
Company • ensure that the remuneration packages are designed to align interest of the executive director
and key management personnel with those of shareholders and long-term success of the
Company; and
• take account of the risk policies of the Company, be symmetric with risk outcomes and be
sensitive to the time horizon of risks.
The Company sets remuneration packages to ensure it is competitive and sufficient to attract,
retain and motivate Directors and key executives of the required experience and expertise to run
the Group successfully.
Annual reviews are carried out by the RC to ensure that the remuneration of the executive directors
and key management personnel commensurate with the Company’s and their performance,
giving due regard to the financial and commercial health and business needs of the Group. The
performance of the President/CEO is reviewed periodically by the RC and the Board.
7.2 Remuneration of non- The non-executive directors do not have any service contracts. They are paid a basic fee and additional
executive directors should fees for chairing any of the Board Committees. The RC and Company ensure that the non-executive
be appropriate to level of directors are not overcompensated to the extent that their independence is compromised. These
contribution, effort, time fees are subject to approval by shareholders at the AGM of the Company.
spent and responsibilities

Principle 8: Disclosure on Remuneration
The company is transparent on its remuneration policies, level and mix of remuneration, the procedure for setting remuneration,
and the relationships between remuneration, performance and value creation.
8.1 Remuneration criteria The remuneration of each individual Director and key management personnel is, however, not
and remuneration of each fully disclosed as the Company believes that disclosure may be prejudicial to its business interests
director and at least the given the highly competitive environment it is operating in.
top 5 key management
personnel (who are not Directors’ Remuneration
directors) should be
reported to shareholders There are both fixed and variable components to the Executive Directors’ remuneration. The
annually variable components are tied to Group performance.
A breakdown showing the level and percentage mix of each individual director’s remuneration
paid/payable for FY20 are as follows:
Termination,
Performance Retirement
Related and Post-
Remuneration Salary Income/ employment Other Total
Band & Fees Bonuses benefits Benefits Remuneration
% % % % %
Executive Directors
Tjioe Ka Men A 93 – – 7 100
Tjioe Ka In(1) NA NA NA NA NA NA
Non-Executive Directors
Dr Tan Eng Liang B 100 – – – 100
Dr Ker Sin Tze B 100 – – – 100
Chee Wai Pong B 100 – – – 100
Dr Foo Say Mui (Bill) B 100 – – – 100
Ng Siok Keow B 100 – – – 100
Goi Seng Hui B 100 – – – 100
Juliana Julianti Samudro(2) B 100 – – – 100
Remuneration Band “A” = >S$250,000 but <S$500,000

Remuneration Band “B” = <S$250,000
Notes:
(1) Mdm Tjioe Ka In relinquished her position as Chief Operating Officer upon her appointment as Executive Director of the Board on 1
April 2020.
(2) Mdm Juliana Julianti Samudro stepped down as Non-independent Non-executive Director of the Board on 1 November 2019.

Top 5 Key Management Personnel

The remuneration of top five (5) key management personnel (who are not directors or the CEO
of the Company) are set out below in bands of S$250,000. The names of the key management
personnel and breakdown are not disclosed to maintain the confidentiality of the remuneration
packages.

No of Executives
Below S$250,000 5
The aggregate total remuneration paid to or accrued to the top five (5) key executives (who are
not Directors or the CEO) amounted to S$758,081.
No termination, retirement and post-employment benefits is granted to the top five (5) key
management personnel.
8.2 Disclose remuneration Two key management personnel of the Company, Mdm Tjioe Ka In and Mdm Tjioe Ka Lie are
details of employees who sisters of Mr Tjioe Ka Men (President/CEO). Mdm Tjioe Ka In’s remuneration was between
are immediate family S$150,000 and S$200,000 whereas Mdm Tjioe Ka Lie’s remuneration was between S$100,000
members of a director, and S$150,000 during FY20.
CEO or substantial
shareholder and whose
remuneration exceeds
S$100,000 during the year
8.3 Disclose all forms of The Executive Directors and key management personnel are paid discretionary bonus based on
remuneration and other Group’s results and individual performance. Such performance related remuneration is aligned
payment and benefits with the interests of shareholders and promote the long-term success of the Company. It also
paid to directors and key takes into account the risk policies of the Company, and to be symmetric with risk outcomes and
management personnel; sensitive to the time horizon of the risks.
Details of employee share
scheme The Executive Directors are currently subject to variable bonuses based on the Group
performance. Certain key management personnel are paid incentives based on achievement of
targeted performance of their respective business units set at the beginning of the financial year.
In setting the targets, due regards are given to the financial and commercial health and business
needs of the Group.
The Group has not implemented any share-based compensation scheme or any long-term
incentive schemes involving the offer of shares or grant of options in place or any other forms of
deferred remuneration. In evaluating long-term incentives, the RC takes into consideration the
costs and benefits of such schemes.
At the moment, the Group does not use any contractual provisions to claim incentive components
of remuneration from the executive directors and key management personnel in exceptional
circumstances of misstatement of financial results, or of misconduct resulting in financial loss to
the Company.
The RC is of the view that the remuneration policy and amounts paid to the Directors and key
management personnel are adequate and are reflective of the present market conditions.

ACCOUNTABILITY AND AUDIT
Principle 9: Risk Management and Internal Controls
The Board is responsible for the governance of risk and ensures that Management maintains a sound system of risk
management and internal controls, to safeguard the interests of the company and its shareholders.
9.1 Board should The Board acknowledges that it is responsible for the governance of risks. It oversees the
determine the Company’s Management in the design, implementation and monitoring of the risk management and internal
level of risk tolerance and control systems.
risk policies, and oversee
risk management and The Group has in place a system of internal control and risk management policies and systems
internal control systems for ensuring proper keeping of accounting records and reliable financial information, as well as
managing business risks with a view to safeguarding shareholders’ investments and the Company’s
assets. The risk management framework provides for systematic and structured review as well as
reporting on the assessment of the degree of risk, evaluation and effectiveness of controls in
place to mitigate the risk.
Following the nomination of the ARC to assist the Board in its risk management role, the ARC
reviews the adequacy of the Group’s risk management framework to ensure that a robust risk
management process, structure and framework is in place. The process of risk management is
undertaken by the President/CEO and senior management under the purview of the ARC and
the Board.
The Company has a structured Enterprise Risk Management (“ERM”) Framework to facilitate
the Board in identifying and assessing key operational, financial, compliance and information
technology risks with reference to the business goals, strategies and critical success factors of the
Group. Under the ERM Framework, which is developed with reference to the ISO 31000:2009
Risk Management – Principles and Guidelines, Committee of Sponsoring Organisations of the
Treadway Commission (COSO) Model and Risk Governance Guidance for Listed Board 2017,
Management and executives of all levels are expected to constantly review the business
operations and the operating environment to identify risk areas and ensure mitigating measures
are promptly developed to minimise these risks. The ERM Framework outlines the Group’s
approach to managing enterprise-wide risks and sets out a systematic process for identifying,
evaluating, monitoring, managing and reporting risks faced by the Group. Thus, it allows the
Group to address the changes and challenges in the business environment, reduce uncertainties
and facilitates the shareholder value creation process on an ongoing basis.
Management regularly reviews the Group’s business and operational activities to identify areas
of significant business risks as well as appropriate measures to control and mitigate these risks
within the Group’s policies, strategy as well as risk appetite. Management is accountable to the
ARC for ensuring the effectiveness of risk management and adherence to risk appetite limits. On
a day-to-day basis, business units have primary responsibility for risk management. The various
business units provide senior management with a timely assessment of key risk exposures and
the associated management responses. These units also recommend risk appetite and control
limits.
A risk monitoring, review and reporting framework has been established to deploy the ongoing
monitoring tools and processes of the Group which includes monitoring of risk score changes,
ongoing assessment of risk treatment action plans and quarterly ERM reporting to the ARC.
Management reviews all significant control policies and procedures and highlights all significant
matters to the ARC and the Board.
The Group’s risk factors and management are set out in the notes to the financial statements in
the Annual Report.

Providing a balanced and understandable assessment of Company’s performance, position

and prospects
The Board is accountable to the shareholders and is mindful of its obligations to furnish timely
information and to ensure full disclosure of material information to shareholders.
The Board provides shareholders with half-year and annual financial reports. Half-year results
are released to shareholders within 45 days after the end of the relevant financial period. Annual
financial results are released within 60 days after the end of the relevant financial period. In our
financial results announcements to shareholders, the Board aims to provide shareholders with a
balanced and understandable assessment of the Group’s performance, position and prospects.
Price sensitive information will be publicly released via SGXNET, followed by press release and
meeting with any group of investors or analysts (where appropriate). All announcements and the
half-yearly and annual financial results are also uploaded on the Group’s website at www.tunglok.
com.
Taking adequate steps to ensure compliance with legislative and regulatory requirements
The Board takes adequate steps to ensure compliance with legislative and statutory requirements,
including requirements under the Catalist Rules. The Board provides a negative assurance
statement to the shareholders in its half-yearly financial statements announcements in accordance
with Rule 705(5) of the Catalist Rules. For the financial year under review, the President/CEO and
the Chief Financial Officer have provided assurance to the Board on the integrity of the Group’s
financial statements. The Board also provides an opinion on the adequacy and effectiveness of
the Group’s risk management and internal controls (including financial, operational, compliance
and information technology controls) systems in place.
Management accounts
Management provides the Executive Directors with monthly financial reports. Weekly meetings
are conducted involving the senior management and the business unit heads. Additional or ad-
hoc meetings are conducted, when required.
Management presents the financial performance of the Group to the Board on a quarterly basis.
Internal and External Audits
During FY20, the Company has appointed Nexia TS Risk Advisory Pte Ltd (“Nexia”) to carry out
an independent internal audit review on the Group’s key operational processes in Singapore
based on the ARC approved internal audit plans.
The Company’s external auditor, Messrs Ernst & Young LLP (“EY”), has also in the course of their
annual audit carried out a review of the effectiveness of the Group’s material internal controls
over financial reporting as laid out in their audit plans. Any material non-compliance and internal
control weakness noted during the audits and auditor’s recommendations are reported to the
ARC.
The Company has an in-house internal audit division that performs regular reviews of the Group’s
internal controls. The Company’s in-house internal auditor follows up on the recommendations
and monitors the timely and proper implementation of required corrective, preventive and
improvement measures so as to strengthen the Group’s internal controls and practices.

The auditors have also evaluated the adequacy and effectiveness of the financial, operational,
compliance and information technology internal controls implemented to manage the identified
risks based on the results of the ERM process executed.
The Board and ARC has reviewed the internal and external audit reports for FY20. Management
has also taken appropriate and timely countermeasures to remedy the internal control weaknesses
identified and sought ways to continuously improve the Group’s internal control systems.
Based on the reports submitted by the auditors, and the various management controls/
improvements put in place by Management, the Board with the concurrence of the ARC, is
of the opinion that the Group’s system of internal controls (addressing financial, operational,
compliance and information technology controls) and risk management systems maintained by the
Management during FY20 are adequate and effective. While acknowledging their responsibility
for the system of internal controls, the Board is aware that such a system is designed to minimise,
rather than eliminate all risks, and therefore cannot provide an absolute assurance in this regard,
or absolute assurance against the occurrence of occasional errors, poor judgement in decision
making, fraud and irregularities.
9.2 Assurance from The Board has also received assurance from the President/CEO and the Chief Financial Officer
CEO, CFO and Key that the financial records have been properly maintained and the financial statements give a true
Management Personnel to and fair view of the Group’s operations and finances and the Company’s risk management and
the Board internal control systems are adequate and effective.
Provision 10: Audit Committee
The Board has an Audit Committee which discharges its duties objectively.
10.1 and 10.2 ARC The ARC comprises five (5) non-executive directors, majority of whom including the ARC Chairman,
are independent. The members of the ARC are:-
Dr Tan Eng Liang Independent Non-Executive Director/ Chairman

Lead Independent Director
Dr Ker Sin Tze Independent and Non-Executive Director Member
Mr Chee Wai Pong Independent and Non-Executive Director Member
Dr Foo Say Mui (Bill) Independent and Non-Executive Chairman Member
Mr Goi Seng Hui Non-Independent and Non-Executive Director Member
The Board considers that the members of the ARC are qualified to discharge the responsibilities
of the ARC as at least two members of the ARC, including the ARC Chairman, have accounting or
related financial management expertise or experience. Please refer to the profile in the “Board of
Directors” section of the Annual Report.
The ARC is regulated by its terms of reference and meets at least two times a year and as warranted
by circumstances, to perform the following functions:-
(1) review significant financial reporting issues and judgements so as to ensure the integrity
of the financial statements and any announcements relating to the Company’s financial
performance;
(2) review with the internal and external auditors the audit plans and their evaluation of the
systems of risk management and internal controls;
(3) review the adequacy, effectiveness, independence, scope and results of the external audit
and the company’s internal audit function;

(4) review the cooperation given by management and Group’s officers to the external
auditor;
(5) review and discuss with the external auditor any suspected fraud or irregularity, or
suspected infringement of any law, rules or regulations, which has or is likely to have a
material impact on the Company or the Group’s operating results or financial position and
management’s responses;
(6) review the financial statements of the Group, external auditor’s reports and the result
announcements before submission to the Board for approval;
(7) make recommendations to the Board on the appointment, re-appointment and removal
of the external auditor and to approve the remuneration and terms of engagement of the
external auditor;
(8) review interested person transactions, if any, and potential conflict of interests;
(9) review arrangements by which staff of the Group may, in confidence, raise concerns about
possible improprieties in matters of financial report or other matters and ensure that
arrangements are in place for independent investigation of the same and for appropriate
follow up actions;
(10) oversee the Company’s risk management systems, practices and procedures to ensure
effectiveness of risk identification and management, and compliance with internal
guidelines and external requirements;
(11) review the adequacy and effectiveness of the Group’s material internal controls (compliance,
financial, operational and information technology) and risk management policies and
systems, as well as the effectiveness of the Group’s internal audit function; and
(12) review the assurance from the President/CEO and Chief Financial Officer on the financial
records and financial statements.
Minutes of the ARC meetings are submitted to the Board for its information and review.
The ARC is authorised by the Board to investigate any activity within its terms of reference. It has
unrestricted access to information relating to the Group, to both internal and external auditors
and has full discretion to invite any director or executive officer to attend its meetings. The ARC
has expressed power to commission investigations into any matter, which has or is likely to have
material impact on the Group’s operating results and/or financial position. The ARC has adequate
resources to enable it to discharge its responsibilities properly.
Review independence of External Auditors
The ARC has received the requisite information from the external auditors evidencing its
independence.
The ARC has noted that there is no non-audit related work carried out by the external auditors
during FY20 and is satisfied with the independence and objectivity of the external auditor.
The audit fees paid to the external auditors of the Company for FY20 was approximately
S$188,000. There was no non-audit fee paid to the external auditors.
The ARC is satisfied with the independence and objectivity of EY and has recommended to the
Board that EY be nominated for re-appointment as external auditors at the forthcoming AGM.
The Group has complied with Rules 712, 715 and 716 of the Catalist Rules in relation to the
external auditors.
Keeping abreast of changes to accounting standards and issues
The ARC is guided by the terms of reference which stipulate its principal functions.

The Company will arrange to send the members of the ARC to seminars on updates of SFRS(I), if
required. The external auditor provides regular updates and briefings to the ARC on changes or
amendments to accounting standards to enable the members of the ARC to keep abreast of such
changes and its corresponding impact on the financial statements, if any.
In the review of the financial statements for FY20, the ARC is of the view that the financial
statements are fairly presented in conformity with the relevant SFRS(I) in all material aspects.
In line with the recommendations by Accounting and Corporate Regulatory Authority (ACRA),
Monetary Authority of Singapore and Singapore Exchange that the ARC can help to improve
transparency and enhance the quality of corporate reporting by providing a commentary on
key audit matters (“KAM”), the ARC deliberated the KAM presented by EY together with
Management. The ARC reviewed the KAM and concurred with EY and Management on their
assessment, judgements and estimates on the significant matters reported by EY as set out under
the Independent Auditor’s Report on pages to of the Annual Report.
Whistle-blowing Policy
The Group has in place, a whistle-blowing policy where employees of the Group and any
other persons may, in confidence, raise concerns about possible improprieties. Such a policy
serves to encourage and provide a channel for staff to report in good faith and without fear of
reprisals, concerns about possible improprieties in financial reporting or other matters to the ARC
Chairman, President/CEO or the Head of Human Resource. It has a well-defined process which
ensures independent investigation of issues/concerns raised and appropriate follow-up action to
be taken.
Details of the whistle-blowing policies and arrangements have been made available to all
employees.
The public, our customers and other stakeholders can also report possible improprieties or
provide other feedbacks through the Company’s website at www.tunglok.com. The Management
reviews each correspondence received and escalates to the President/CEO or ARC Chairman
on any instances of potential improprieties. Independent investigations will be conducted and
follow-up actions taken, if warranted.
10.3 A former partner or None of the members of the ARC were former partner or director of the Company’s external
director of the Company’s auditor, EY. The members of the ARC also do not hold any financial interest in EY.
existing auditing firm
should not act as a
member of ARC
10.4 Internal audit The independent internal auditor, Nexia, and the Company’s in-house internal audit team reports
function directly to the ARC Chairman, and also to the Chief Financial Officer on administrative matters.
The ARC reviews and approves the appointment and hiring of internal auditors (“IA”), internal
audit plans, resources and reports, and the internal audit fees. The IA has unfettered access to all
the Company’s documents, records, properties and personnel, including access to the ARC.
The ARC has full access to and the cooperation of the Management and IA, and ensures that the
internal audit function is adequately resourced, staffed with persons with the relevant qualifications
and experience, and has appropriate standing within the Company to perform its function.

Nexia is one of the established mid-tier accounting firms in Singapore with vast experience
in performing internal audit engagements. Nexia is guided by International Standards for the
Professional Practice of Internal Auditing set by the Institute of Internal Auditors in carrying out
the internal audit review. The engagement team assigned comprises 3 members and is headed
by a Risk Advisory Director who has more than 14 years of experience in internal controls advisory,
compliance, external audit and sustainability reporting for medium to major listed organisations
in diverse industries including food and beverage industry. The Risk Advisory Director holds the
qualifications of Bachelor of Accountancy from Singapore Management University, Chartered
Accountant (Singapore), Certified Internal Auditor and Certified Anti-Money Laundering
Specialist, and possesses the necessary qualifications, skills and experience to discharge her duty
as an independent internal auditor of the Company.
The ARC is satisfied that the Company’s internal audit function is effective, adequately resourced,
independent, and has appropriate standing within the Company. Accordingly, the Company is in
compliance with Rule 1204(10C) of the Catalist Rules.
10.5 ARC to meet internal For FY20, the ARC met once with each of the internal auditor (Nexia) and external auditor
and external auditors, (EY), without the presence of the Management for the purpose of facilitating discussion of the
without presence of responses by Management on audit matters. The ARC has reviewed the findings of the auditors
Management, at least and the assistance given to the auditors by Management.
annually
SHAREHOLDER RIGHTS AND ENGAGEMENT
Principle 11: Shareholder Rights and Conduct of General Meetings
The company treats all shareholders fairly and equitably in order to enable them to exercise shareholders’ rights and have the
opportunity to communicate their views on matters affecting the company. The company gives shareholders a balanced and
understandable assessment of its performance, position and prospects.
11.1, 11.3 and 11.4 All shareholders will receive the Annual Report and the notice of any general meetings.
Shareholders have the
opportunity to participate Notice of AGM is dispatched to shareholders together with explanatory notes or circular on items
effectively and vote at of special business (if necessary), at least 14 days before the meeting. At the AGM, shareholders
general meetings; All will be given the opportunity to voice their views and to direct questions regarding the Group to
directors and external the Directors including the chairman of each of the Board Committees. The Management and the
auditors should attend external auditor are also present to assist the Directors in addressing any relevant queries from
general meetings. the shareholders.
In FY20, all Directors except Mr Goi Seng Hui and Mdm Juliana Julianti Samudro attended the
AGM and Extraordinary General Meeting, both held on 31 July 2019.
Shareholders are encouraged to attend the AGM of the Company to ensure a high level of
accountability and to stay informed of the Company’s strategy and goals. If the shareholders
are unable to attend the meetings, the Company’s Constitution allows a shareholder of the
Company to appoint up to two proxies to attend and vote in place of the shareholder. Relevant
Intermediaries are entitled to appoint more than two proxies to attend and vote on their behalf
at general meetings provided that each proxy is appointed to exercise the rights attached to
different shares held by the member.
The Company’s Constitution allows corporations holding licenses in providing nominee and
custodial services and CPF Board which purchases shares on behalf of the CPF investors (“Relevant
Intermediaries”) to appoint more than two proxies to vote at the general meetings.

The Group recognises the importance of maintaining transparency and accountability to its
shareholders. The Board ensures that all the Company’s shareholders are treated equitably and
the rights of all investors, including non-controlling shareholders, are protected.
The Group is committed to providing shareholders with adequate, timely and sufficient
information pertaining to changes in the Group’s business which could have a material impact on
the Company’s share price.
During AGM, the relevant rules and procedures governing the meetings are clearly communicated.
Shareholders are encouraged to proactively engage the Board and Management on the Group’s
business activities, financial performance and other business-related matters. All shareholders are
entitled to vote in accordance with the established voting rules and procedures. The Company
will conduct poll voting for all resolutions tabled at the general meetings.
11.2 The company tables Each item of special business included in the notice of the general meetings is accompanied,
separate resolution at where appropriate, by an explanation for the proposed resolution. Separate resolutions are
general meetings of proposed for each separate issue at the meeting.
shareholders on each
substantially separate The Company acknowledges that voting by poll in all its general meetings is integral to the
issue. enhancement of corporate governance. To ensure greater transparency, all resolutions at the
Company’s general meetings are put to vote by poll and the detailed results of each resolution
showing the number of votes cast for and against each resolution and the respective percentages
will be announced via SGXNET after the general meetings.
11.5 Minutes of general For FY20, the Company intends to record the minutes of general meetings that include substantial
meetings and relevant queries or comments from shareholders relating to the agenda of the meeting and
responses from the Board and Management. The Company’s usual practice is that such minutes,
subsequently approved by the Board will be available to shareholders upon their request in
accordance with the Companies Act, Cap. 50.
The Company is of the view that there are potential adverse implications, including commercial
and legal implications, for the Company if the minutes of general meetings are published to the
public at large (outside the confines of a shareholders’ meeting). All shareholders, including those
who did not attend the relevant general meeting, have a statutory right to be furnished copies
of minutes of general meetings in accordance with Section 189 of the Companies Act, Cap. 50.
The Company ensures that, consistent with the intent of Principle 11, all shareholders are treated
fairly and equitably.
However, in view that the forthcoming AGM will be held by electronic means due to the evolving
Covid-19 situation, the Company will publish the minutes of the 20th AGM on the Company’s
website as well as the SGX website within one month after the date of the AGM.
11.6 Dividend policy The Board does not have a fixed dividend policy at present. The form, frequency and amount of
dividends declared each year will take into consideration the Group’s profit, growth, cash position,
positive cash flow generated from operations, projected capital requirements for business
growth, general business condition, and other factors as the Board may deem appropriate. No
dividend is declared for FY20 as the Group has not generated profit attributable to owners of
the Company for FY20. Any dividend payouts are clearly communicated to shareholders in public
announcements and via announcements on SGXNET when the Company discloses its financial
results.
Principle 12: Engagement with Shareholders
The company communicates regularly with its shareholders and facilitates the participation of shareholders during general
meetings and other dialogues to allow shareholders to communicate their views on various matters affecting the company.

12.1 Avenues for The Board is mindful of the obligation to keep shareholders informed of all major developments
communication that affect the Group in accordance with the Catalist Rules. Price sensitive information is publicly
between the Board and released via SGXNET.
shareholders
Information is communicated to shareholders on a timely and non-selective basis through:
• annual reports that are prepared and issued to all shareholders within the mandatory
period;
• half-year and full-year financial statements containing a summary of the financial information
and affairs of the Group for the period, released via SGXNET;
• public announcements via SGXNET;
• press releases on major developments via SGXNET;
• Company’s corporate website at www.tunglok.com at which shareholders can access
information on the Group; and
• notices of shareholders’ meetings advertised in a newspaper in Singapore.
12.2 and 12.3 Investor To promote a better understanding of shareholders’ views, the Board actively encourages
Relations Policy shareholders to participate during the Company’s general meetings. At these meetings,
shareholders are given the opportunity to voice their views and raise issues either formally
or informally. These meetings provide excellent opportunities for the Board to engage with
shareholders to solicit their feedback.
In addition, the Company has engaged WeR1 Consultants Pte Ltd to address any queries that
the investors, analysts, press or public might have on the Company’s affairs. The investor relations
team can be reached at [email protected].
The Company’s website at www.tunglok.com is another channel to solicit and understand views,
inputs and concerns from shareholders.
MANAGING STAKEHOLDERS RELATIONSHIPS
Principle 13: Engagement with Stakeholders
The Board adopts an inclusive approach by considering and balancing the needs and interests of material stakeholders, as part
of its overall responsibility to ensure that the best interests of the company are served.
13.1 and 13.2 The Company has identified the key stakeholders who affect and/or could be affected by its
Engagement with material activities, products or services and engages them in a variety of formal and informal ways through
stakeholder groups various channels. Six (6) stakeholder groups have been identified through an assessment of their
significance to the business operations. They are namely, customers, employees, regulators,
shareholders, suppliers and communities.
More details on the Company’s approach to stakeholder engagement and materiality assessment,
please refer to the Group’s Sustainability Report which is currently being developed in accordance
with SGX Sustainability Reporting Guidelines. The Company will release the Sustainability Report
via SGXNet within five (5) months from the end of the financial year. A copy of it will also be made
available on the Company’s website at www.tunglok.com.
13.3 Corporate website to The Company maintains a corporate website to communicate and engage with stakeholders.
communicate and engage All material information on the performance and development of the Group and the Company
with stakeholders is disclosed in a timely, accurate and comprehensive manner via SGXNet, press releases and the
Company’s website at www.tunglok.com.

Internal Code on Dealing in Securities
Catalist Rule 1204(19) In line with Catalist Rule 1204(19), the Company has adopted an internal Code of Dealing in
Securities by Officers of the Company. All Directors and officers of the Group are not allowed
to deal in the Company’s shares during the period commencing one (1) month before the
announcement of the Company’s half-year and full year results and ending on the date of the
announcement of the relevant results.
In addition, all Directors and officers of the Group are required to observe insider trading laws at
all times and prohibited from dealing in the Company’s shares whilst in possession of unpublished
price-sensitive information of the Group. They should also not deal in the Company’s securities
on short-term considerations.
Material Contracts
Catalist Rule 1204(8) Save for the interested persons transactions as disclosed in this Annual Report, there are no
material contracts of the Company or its subsidiaries involving the interest of the President/CEO,
each director or controlling shareholder subsisting at the end of FY20 or have been entered into
since the end of the previous financial year except the following:
- a sale and purchase of shares agreement entered with a controlling shareholder for the
disposal of the entire shareholding interests in a joint venture as announced by the Company
on 2 August 2019; and
- a tenancy agreement entered with a controlling shareholder as announced by the Company
on 31 March 2020.

Interested Person Transaction (IPT) Policy
Catalist Rule 907 The Company adopted an internal policy in respect of any transactions with interested persons and
has established procedures for review and approval of the interested person transactions entered
into by the Group. The ARC has reviewed the rationale and terms of the Group’s interested person
transactions and is of the view that the interested person transactions are on normal commercial
terms and not prejudicial to the interests of the Company and minority shareholders.
The aggregate value of interested person transactions for FY20 are as follows:-
Aggregate value of Aggregate value of

all interested person all interested person
transactions during FY20 transactions during
(excluding transactions FY20 conducted
less than S$100,000 and under shareholders’
transactions conducted mandate pursuant to
under shareholders’ Rule 920 (excluding
Nature of mandate pursuant to transactions less than
Name of Interested Person and Transactions relationship Rule 920) S$100,000)
S$’000 S$’000
T & T Gourmet Cuisine Pte Ltd - Sale of food
items to Tee Yih Jia Food Manufacturing Pte Ltd – 535
T & T Gourmet Cuisine Pte Ltd - Sale of food
items to Chinatown Food Corporation Pte Ltd – 1
T & T Gourmet Cuisine Pte Ltd - Purchase of food
items from Tee Yih Jia Food Manufacturing Pte Ltd – 4
Tung Lok Group - Purchase of food items from Tee
Yih Jia Food Manufacturing Pte Ltd Substantial – 97
shareholders
Tung Lok Group - Purchase of food items from and their
Chinatown Food Corporation Pte Ltd associates – 60
Tung Lok Group - Purchase of food items from T &
T Gourmet Cuisine Pte Ltd – 136
Tung Lok Group - Purchase of mooncakes from T
& T Gourmet Cuisine Pte Ltd – 314
Tung Lok Group - Proceeds from disposal of
investment in T & T Gourmet Cuisine Pte Ltd to
Tee Yih Jia Food Manufacturing Pte Ltd 1,150 –
Tee Yih Jia Food Manufacturing Pte Ltd - Purchase
of mooncakes from Tung Lok Group – 16
Tung Lok Group – Sale of catering food and
services to hotel related to a substantial
shareholder 343 –
Novena Point Pte. Ltd – Rental fees of premise –
leased* 1,300
The Group confirms that there were no other disclosable interested person transactions during FY20 pursuant to Catalist Rule
907.
* This refers to IPT that is categorised as a transaction under Catalist Rule 916(1), which is in connection with lease of certain commercial unit
owned by a related company of our controlling shareholder, Goodview Properties Pte Ltd. Please refer to announcement dated 31 March 2020
released by the Company.

Use of Proceeds from Rights Issue
On 25 August 2014, the Company issued 78,400,000 new ordinary shares in the issued and paid-up share capital of the
Company pursuant to a renounceable and non-underwritten rights issue of up to 78,400,000 new ordinary shares (“Rights
Shares”) in the issued share capital of the Company (“Rights Issue”) at an issue price of S$0.12 for each Rights Share on the
basis of two (2) Rights Shares for every five (5) existing shares then held by shareholders as based on the terms and conditions
of the Offer Information Statement dated 29 July 2014 issued by the Company. Net proceeds of S$9.3 million were raised from
the Rights Issue.
As announced by the Company in its announcements dated 1 October 2014, 25 August 2015 and 16 September 2019, the
net proceeds raised from the Rights Issue have been utilized by way of grant of loans amounting to S$7.85 million to a wholly
owned subsidiary to provide additional working capital to repay its trade owings and monthly bank indebtedness as well as to
finance the set-up and renovation of outlets in Singapore. Usage of the net proceeds raised from the Rights Issue is consistent
with the intended use as disclosed in the Offer Information Statement dated 29 July 2014.
The unutilised net proceeds from Rights Issue approximated S$1.45 million as of 31 March 2020.
Sponsorship
The Company is currently under the SGX-ST Catalist sponsor-supervised regime. The continuing sponsor of the Company
during FY20 is SAC Capital Private Limited (the “Sponsor”). There was a non-sponsor fee amounting to S$43,000 paid to the
Sponsor during FY20 to act as the Independent Financial Advisor in relation to the disposal of investment in a joint venture, T
& T Gourmet Cuisine Pte. Ltd..

Directors’ statement
The directors hereby present their statement to the members together with the audited consolidated financial statements of
Tung Lok Restaurants (2000) Ltd (the “Company”) and its subsidiaries (collectively, the “Group”) and the balance sheet and
statement of changes in equity of the Company for the financial year ended 31 March 2020.
Opinion of the directors
In the opinion of the directors,
(i) the consolidated financial statements of the Group and the balance sheet and statement of changes in equity of the
Company are drawn up so as to give a true and fair view of the financial position of the Group and of the Company as
at 31 March 2020 and the financial performance, changes in equity and cash flows of the Group and changes in equity
of the Company for the financial year ended on that date; and
(ii) at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay its debts as
and when they fall due.
Directors
The directors of the Company in office at the date of this statement are:
Foo Say Mui (Dr)

Tan Eng Liang (Dr)
Ker Sin Tze (Dr)
Chee Wai Pong
Goi Seng Hui
Ng Siok Keow
Tjioe Ka Men
Tjioe Ka In (Appointed on 1 April 2020)
Arrangements to enable directors to acquire shares and debentures
Neither at the end of nor at any time during the financial year was the Company a party to any arrangement whose objects are,
or one of whose objects is, to enable the directors of the Company to acquire benefits by means of the acquisition of shares or
debentures of the Company or any other body corporate.
Directors’ interests in shares and debentures
The following directors, who held office at the end of the financial year, had, according to the register of directors’
shareholdings, required to be kept under section 164 of the Singapore Companies Act, Chapter 50, an interest in shares and
share options of the Company and related corporations (other than wholly-owned subsidiaries) as stated below:
Direct interest Deemed interest

At the At the end At the At the end
beginning of of financial beginning of of financial
financial year year financial year year
Ordinary shares
The Company
Tjioe Ka Men 463,160 463,160 107,170,840 107,170,840

Goi Seng Hui 377,000 377,000 53,440,180 53,531,280

Directors’ interests in shares and debentures (cont’d)
By virtue of Section 7 of the Singapore Companies Act, Mr Tjioe Ka Men is deemed to have an interest in the Company and all
the related corporations of the Company.
There was no change in any of the above-mentioned interests in the Company between the end of the financial year and 21
April 2020.
Except as disclosed in this statement, no director who held office at the end of the financial year had interests in shares, share
options, warrants or debentures of the Company, or of related corporations, either at the beginning of the financial year or at
the end of the financial year.
Share options
(a) Options to take up unissued shares
During the financial year, no option to take up unissued shares of the Company or any corporation in the Group was
granted.
(b) Options exercised
During the financial year, there were no shares of the Company or any corporation in the Group issued by virtue of the
exercise of an option to take up unissued shares.
(c) Unissued shares under options
At the end of the financial year, there were no unissued shares of the Company or any corporation in the Group under
options.
Audit and Risk Committee
The Audit and Risk Committee (“ARC”) carried out its functions in accordance with section 201B (5) of the Singapore
Companies Act, Chapter 50, including the following:
• Reviewed the audit plans of the internal and external auditors of the Group and the Company, and reviewed the internal
auditor’s evaluation of the adequacy of the Company’s system of internal accounting controls and the assistance given
by the Group and the Company’s management to the internal and external auditors
• Reviewed the half-yearly and annual financial statements and the independent auditor’s report on the annual financial
statements of the Group and the Company before their submission to the board of directors
• Reviewed effectiveness of the Group and the Company’s material internal controls, including financial, operational and
compliance controls and risk management via reviews carried out by the internal auditor
• Met with the external auditor, other committees, and management in separate executive sessions to discuss any matters
that these groups believe should be discussed privately with the ARC


Audit and Risk Committee (cont’d)
• Reviewed legal and regulatory matters that may have a material impact on the financial statements, related compliance
policies and programmes and any reports received from regulators
• Reviewed the cost effectiveness and the independence and objectivity of the external auditor
• Reviewed the nature and extent of non-audit services provided by the external auditor
• Recommended to the board of directors the external auditor to be nominated, approved the compensation of the
external auditor, and reviewed the scope and results of the audit
• Reported actions and minutes of the ARC to the board of directors with such recommendations as the ARC considered
appropriate
• Reviewed interested person transactions in accordance with the requirements of the Singapore Exchange Securities
Trading Limited’s Listing Manual
The ARC, having reviewed all non-audit services provided by the external auditor to the Group, is satisfied that the nature and
extent of such services would not affect the independence of the external auditor. The ARC has also conducted a review of
interested person transactions.
The ARC convened four meetings during the financial year and met with external auditors, without the presence of the
Company’s management, at least once a year.
Further details regarding the ARC are disclosed in the Corporate Governance Report.
Auditor
Ernst & Young LLP have expressed their willingness to accept re-appointment as auditor.
On behalf of the board of directors:
Tjioe Ka Men Tjioe Ka In

Director Director
Singapore
20 July 2020

Independent auditor’s report
To the members of Tung Lok Restaurants (2000) Ltd
Report on the audit of the financial statements
Opinion
We have audited the financial statements of Tung Lok Restaurants (2000) Ltd (the “Company”) and its subsidiaries (collectively,
the “Group”), which comprise the balance sheets of the Group and the Company as at 31 March 2020, the statements of
changes in equity of the Group and the Company and the consolidated income statement, consolidated statement of
comprehensive income and consolidated cash flow statement of the Group for the financial year then ended, and notes to the
financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements of the Group, the balance sheet and the statement of
changes in equity of the Company are properly drawn up in accordance with the provisions of the Companies Act, Chapter
50 (the “Act”) and Singapore Financial Reporting Standards (International) (“SFRS(I)”) so as to give a true and fair view of
the consolidated financial position of the Group and the financial position of the Company as at 31 March 2020 and of the
consolidated financial performance, consolidated changes in equity and consolidated cash flows of the Group and changes in
equity of the Company for the financial year ended on that date.
Basis for opinion
We conducted our audit in accordance with Singapore Standards on Auditing (“SSAs”). Our responsibilities under those
standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report.
We are independent of the Group in accordance with the Accounting and Corporate Regulatory Authority (“ACRA”) Code
of Professional Conduct and Ethics for Public Accountants and Accounting Entities (“ACRA Code”) together with the ethical
requirements that are relevant to our audit of the financial statements in Singapore, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the ACRA Code. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current period. These matters were addressed in the context of our audit of the financial statements as
a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter
below, our description of how our audit addressed the matter is provided in that context.
We have fulfilled our responsibilities described in the Auditor’s responsibilities for the audit of the financial statements section
of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to
respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,
including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying
financial statements.

Impairment assessment of property, plant and equipment and right-of-use assets
At 31 March 2020, the carrying value of the Group’s property, plant and equipment was $7,946,752 and right-of-use assets
was $16,374,039 which represented 30% and 61% respectively of the Group’s total non-current assets. The Group has several
restaurant outlets that are loss-making since past years or impacted in the current year due to COVID-19 pandemic. Accordingly,
management identified that these outlets’ property, plant and equipment and right-of-use assets have indicator of impairment
and performed impairment test to determine their recoverable values. As disclosed in Note 3(b), management determined
the recoverable amount of the property, plant and equipment and right-of-use assets based on value in use calculations. In
determining the value in use, management is required to apply judgements and make assumptions on estimates supporting
underlying projected cash flows, taking into account its operations and current market conditions which has also been impacted
by COVID-19 pandemic. This area was significant to our audit due to the size of the carrying amount of property, plant and
equipment and right-of-use assets. Accordingly, we consider this to be a key audit matter.
We assessed the method and evaluated the reasonableness of the key assumptions used by management in the impairment
analysis to determine the recoverable amounts, in particular the sales growth rates and discount rates. In view of the
current market conditions, management has considered the impact of the closure of the restaurants as a result of measures
implemented by the government in estimating the sales growth rates and discount rates. We reviewed the robustness
of management’s budgeting process in terms of the Group’s seasonality sales pattern by comparing the actual financial
performance against previously forecasted results. We performed sensitivity analysis on management’s sales growth in terms
of timing of the Group’s operation return to normalcy using different possible scenarios, after taking into consideration current
business environment. We involved our internal valuation specialists to assess reasonableness of the discount rates and
performed sensitivity analysis after considering the current market and economic conditions. We reviewed the adequacy of the
disclosures made on the impairment of property, plant and equipment and right-of-use assets in Note 3(b), Note 20 and Note
26 to the financial statements.
Impairment assessment of interests in subsidiaries
As at 31 March 2020, the Company’s interests in subsidiaries was $16,762,701, which represented 100% of the Company’s total
non-current assets. The interests in subsidiaries comprise investment of $7,914,062, and loans to subsidiaries of $8,848,639.
The main operations of the subsidiaries are that of restaurateur. The interests in subsidiaries are subject to impairment and
expected credit loss assessments at year end. These assessments are significant to our audit because they involve significant
management judgement relating to projected future cash flows that are affected by expected future market and economic
conditions, taking into account current market conditions due to COVID-19 pandemic.
Management identified investments in certain loss-making subsidiaries for impairment assessment. The impairment assessment
requires management to determine the recoverable amounts of each restaurant outlet within the respective subsidiary. As
described in the key audit matter - Impairment assessment of property, plant and equipment and right-of-use assets,
management is required to make assumptions relating to sales and growth estimations in determining the value in use of
the restaurant outlets. Accordingly, we identified this to be a key audit matter as the assumptions are inherently uncertain
due to the current business environment. In addition to the procedures on key assumptions as described in the previous key
audit matter, we also assessed the reasonableness of the terminal growth rate used by management by comparing to market
available information on business growth rates.

Impairment assessment of interests in subsidiaries (cont’d)
For the loans to subsidiaries, we reviewed management’s process of monitoring the collectability and credit risks of subsidiaries.
We evaluated management’s determination of whether there has been significant increase in the loans’ credit risk in view of the
current market condition and whether the expected credit loss is material to the financial statements. These considerations
include whether there are repayments from the subsidiaries, past collection history as well as an assessment of the subsidiaries’
ability to meet expected repayments based on their business plans. In particular, we considered the historical and future cash
flow generating ability of the subsidiaries based on their business plans and market outlook observed from external information
sources.
We also reviewed the adequacy of the disclosures made on the impairment of interest in subsidiaries in Note 3(a) and Note 16
to the financial statements.
Other information
Management is responsible for other information. The other information comprises the information included in the annual
report, but does not include the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance
conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the
audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a
material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of management and directors for the financial statements
Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the
provisions of the Act and SFRS(I), and for devising and maintaining a system of internal accounting controls sufficient to provide
a reasonable assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are
properly authorised and that they are recorded as necessary to permit the preparation of true and fair financial statements and
to maintain accountability of assets.
In preparing the financial statements, management is responsible for assessing the Group’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
The directors’ responsibilities include overseeing the Group’s financial reporting process.

Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SSAs will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.
As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism
throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design
and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than
for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal
control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant
doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the
date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going
concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities
within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction,
supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant
audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on
our independence, and where applicable, related safeguards.

Auditor’s responsibilities for the audit of the financial statements (cont’d)
From the matters communicated with the directors, we determine those matters that were of most significance in the audit
of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our
auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances,
we determine that a matter should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Report on other legal and regulatory requirements
In our opinion, the accounting and other records required by the Act to be kept by the Company and by those subsidiary
corporations incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions
of the Act.
The engagement partner on the audit resulting in this independent auditor’s report is Ang Chuen Beng.
Ernst & Young LLP

Public Accountants and
Chartered Accountants
Singapore
20 July 2020

Consolidated income statement and
statement of comprehensive income
For the financial year ended 31 March 2020
Note 2020 2019

$ $
Revenue 4 78,075,541 80,627,653

Cost of sales (22,554,359) (22,856,398)
Gross profit 55,521,182 57,771,255
Other operating income 5 4,231,580 3,264,253

Administrative expenses (31,682,451) (30,912,273)
Other operating expenses 6 (30,092,378) (29,490,877)
Share of (loss)/profit of joint venture 17 (264,014) 194,592
Share of profit of associates 95,164 403,313
Finance costs 7 (563,823) (184,984)
(Loss)/profit before tax (2,754,740) 1,045,279
Income tax benefit/(expense) 8 20,297 (33,203)
(Loss)/profit for the year 9 (2,734,443) 1,012,076
Other comprehensive income:
Item that may be reclassified subsequently to profit or loss

Exchange differences on translation of foreign operations (3,624) 62,653
Total comprehensive income for the year (2,738,067) 1,074,729
(Loss)/profit attributable to:

Owners of the Company (2,574,701) (693,703)
Non-controlling interests (159,742) 1,705,779
(2,734,443) 1,012,076
Total comprehensive income attributable to:

Owners of the Company (2,578,325) (668,912)
Non-controlling interests (159,742) 1,743,641
(2,738,067) 1,074,729
Losses per share (cents)

Basic 10 (0.94) (0.25)
Diluted 10 (0.94) (0.25)
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

Balance sheets
As at 31 March 2020
Note Group Company

2020 2019 2020 2019
$ $ $ $
ASSETS
Current assets
Cash and bank balances 11 9,750,229 12,134,376 1,466,208 3,326,506
Trade receivables 12 1,673,506 2,181,235 – –
Other receivables and prepayments 13 4,641,177 1,520,004 8,745 10,806
Inventories 14 1,697,120 1,870,694 – –
Total current assets 17,762,032 17,706,309 1,474,953 3,337,312
Non-current assets
Other receivables and prepayments 13 343 490,140 – –
Long-term security deposits 15 1,128,038 1,411,510 – –
Interests in subsidiaries 16 – – 16,762,701 15,489,648
Joint venture 17 – 653,597 – –
Associates 18 959,037 1,493,884 – –
Investment in unquoted equities 19 – – – –
Property, plant and equipment 20 7,946,752 7,571,499 – –
Deferred tax assets 25 445,664 429,382 – –
Right-of-use assets 26 16,374,039 – – –
Total non-current assets 26,853,873 12,050,012 16,762,701 15,489,648
Total assets 44,615,905 29,756,321 18,237,654 18,826,960
LIABILITIES AND EQUITY
Current liabilities
Trade payables 21 2,827,489 2,350,087 – –
Other payables 22 8,622,999 6,960,741 237,296 255,523
Finance leases 23 – 181,628 – –
Bank loans 24 161,573 160,314 – –
Lease liabilities 26 8,116,709 – – –
Income tax payable 18,094 124,263 – –
Total current liabilities 19,746,864 9,777,033 237,296 255,523
Net current (liabilities)/assets (1,984,832) 7,929,276 1,237,657 3,081,789

Balance sheets
As at 31 March 2020
Note Group Company

2020 2019 2020 2019
$ $ $ $
Non-current liabilities
Other payables 22 3,239,583 3,151,499 – –
Finance leases 23 – 257,157 – –
Bank loans 24 1,430,332 1,591,208 – –
Lease liabilities 26 8,530,034 – – –
Total non-current liabilities 13,199,949 4,999,864 – –
Total liabilities 32,946,813 14,776,897 237,296 255,523
Net assets 11,669,092 14,979,424 18,000,358 18,571,437
Capital, reserves and non-controlling interests

Share capital 27 28,450,434 28,450,434 28,450,434 28,450,434
Currency translation reserve (46,072) (27,619) – –
Accumulated losses (15,874,244) (13,299,543) (10,450,076) (9,878,997)
Equity attributable to owners of the Company 12,530,118 15,123,272 18,000,358 18,571,437
Non-controlling interests (861,026) (143,848) – –
Net equity 11,669,092 14,979,424 18,000,358 18,571,437
Total liabilities and equity 44,615,905 29,756,321 18,237,654 18,826,960

Attributable to owners of the Company
Equity
Foreign attributable to
currency owners of the Non-
Share translation Accumulated Company, controlling
Group capital reserve losses total interests Total
$ $ $ $ $ $
At 1 April 2019 28,450,434 (27,619) (13,299,543) 15,123,272 (143,848) 14,979,424

Loss for the year – – (2,574,701) (2,574,701) (159,742) (2,734,443)
Other comprehensive income

Foreign currency translation, net of tax – (3,624) – (3,624) – (3,624)
Total comprehensive income for the year, net of tax – (3,624) (2,574,701) (2,578,325) (159,742) (2,738,067)
Contributions by and distributions to owners

Dividends paid to non-controlling interests in
subsidiaries – – – – (81,000) (81,000)
Strike off of a subsidiary – (14,829) – (14,829) (239,529) (254,358)
Reduction in shares to a non-controlling interest in a
subsidiary – – – – (400,000) (400,000)
Fair value adjustment on interest-free loan from a
non-controlling interest in a subsidiary – – – – 163,093 163,093
Total transactions with owners in their capacity as
owners – (14,829) – (14,829) (557,436) (572,265)
At 31 March 2020 28,450,434 (46,072) (15,874,244) 12,530,118 (861,026) 11,669,092
TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

67
StatementS of changes in equity
68
Attributable to owners of the Company
Equity
Foreign attributable to
currency owners of the
Share translation Accumulated Company, Non-controlling
Group capital reserve losses total interests Total
$ $ $ $ $ $
At 1 April 2018 28,450,434 (52,410) (12,605,840) 15,792,184 (1,935,998) 13,856,186

(Loss)/profit for the year – – (693,703) (693,703) 1,705,779 1,012,076
Other comprehensive income

Foreign currency translation, net of tax – 24,791 – 24,791 37,862 62,653
– 24,791 – 24,791 37,862 62,653
Total comprehensive income for the year, net of tax – 24,791 (693,703) (668,912) 1,743,641 1,074,729
Contributions by and distributions to owners

Dividends paid to non-controlling interests in
subsidiaries – – – – (260,000) (260,000)
Reclassification of shareholder loan granted by non-
controlling interest in a subsidiary as quasi-equity
loan – – – – 308,509 308,509

Total transactions with owners in their capacity as
owners – – – – 48,509 48,509
At 31 March 2019 28,450,434 (27,619) (13,299,543) 15,123,272 (143,848) 14,979,424
Share Accumulated
Company capital losses Total
$ $ $
At 1 April 2018 28,450,434 (9,912,134) 18,538,300
Profit for the year, representing total comprehensive income for the year – 33,137 33,137
At 31 March 2019 and 1 April 2019 28,450,434 (9,878,997) 18,571,437
Loss for the year, representing total comprehensive income for the year – (571,079) (571,079)
At 31 March 2020 28,450,434 (10,450,076) 18,000,358

Consolidated cash flow statement
Note 2020 2019

$ $
Operating activities
Adjustment for:
Allowance for expected credit losses - non-trade receivable 6 197,668 –
Share of loss/(profit) of joint venture 17 264,014 (194,592)
Share of profits of associates (95,164) (403,313)
Depreciation of property, plant and equipment 6 1,684,661 1,948,356
Depreciation of right-of-use assets 6 9,363,826 –
Interest income 5 (55,394) (93,325)
Interest expense 7 563,823 184,984
Dividend income from an unquoted equity 5 (28,530) (28,463)
Gain on disposal of property, plant and equipment 5 – (2,296)
Write-off of property, plant and equipment 6 45,397 7,962
Foreign exchange loss 6 19,608 85,509
Gain on disposal of investment in a joint venture 5 (691,737) –
Gain arising from strike off of a subsidiary 5 (254,380) –
Reversal of provision for reinstatement costs 5 (80,000) (10,610)
Impairment loss of plant and equipment 6 345,487 –
Impairment loss of right-of-use assets 6 130,000 –
Waiver of liabilities by a non-controlling shareholder in a subsidiary 5 – (1,561,699)
Operating cash flows before changes in working capital 8,654,539 977,792
Changes in working capital:
Decrease in trade receivables 504,040 226,802
Increase in other receivables and prepayments (3,246,192) (383,902)
Decrease/(increase) in inventories 173,574 (54,581)
Decrease in long-term security deposits 283,472 221,950
Increase/(decrease) in trade payables 476,709 (717,197)
Increase/(decrease) in other payables 1,882,374 (1,116,382)
Cash flows from/(used in) operations 8,728,516 (845,518)
Interest paid (43,143) (62,791)
Interest received 62,486 79,786
Net income tax paid (102,153) (74,461)
Net cash flows from/(used in) operating activities 8,645,706 (902,984)
Investing activities
Purchase of property, plant and equipment (Note A) (2,798,748) (2,065,823)
Advance payment for capital expenditures – (34,651)
Proceeds from disposal of property, plant and equipment – 3,500
Proceeds from disposal of investment in a joint venture 1,150,000 –
Dividend received from an unquoted equity 5 28,530 28,463
Dividends received from associates (Note C) 18 375,000 –
Dividend received from joint venture 17 – 450,000
Capital reduction from an associate (Note C) 18 150,000 –
Capital reduction of a subsidiary released to a non-controlling interest (400,000) –
Advances to an associate (98,492) (99,176)
Net cash flows used in investing activities (1,593,710) (1,717,687)

Consolidated cash flow statement
Note 2020 2019

$ $
Financing activities
Advances from non-controlling interests in subsidiaries – 190,662
Dividends paid to non-controlling interests in subsidiaries (Note B) (81,000) (260,000)
Repayment of loan due from an associate 332,944 56,000
Repayment of loan to a non-controlling interest in a subsidiary (25,000) –
Repayment of bank loans (159,617) (423,518)
Repayment of obligations under finance leases – (237,896)
Payment of principal portion of lease liabilities 26 (9,015,694) –
Interest paid in relation to lease liabilities 26 (487,507) –
Net cash flows used in financing activities (9,435,874) (674,752)
Net decrease in cash and bank balances (2,383,878) (3,295,423)
Cash and bank balances at the beginning of the financial year 12,134,376 15,466,862
Effect of foreign exchange rate changes (269) (37,063)
Cash and bank balances at the end of the financial year 11 9,750,229 12,134,376
Note A:
During the financial year, the Group recorded additions to property, plant and equipment with an aggregate cost of $2,939,616
(2019: $2,387,615) of which $84,539 (2019: $21,204) relates to provision for reinstatement costs of premises, $108,846 (2019:
$87,754) remained unpaid at the end of the reporting period and advance payment of $Nil (2019: $35,237) was made for
capital expenditures. Cash payments of $2,798,748 (2019: $2,065,823) were made to the purchase of property, plant and
equipment.
Note B:
During the financial year, the Group declared dividends amounting to $81,000 (2019: $260,000) to non-controlling interests in
subsidiaries at the end of the reporting period.
Note C:
During the financial year, the Group recorded capital reduction from an associate amounting to $250,000 of which $100,000
remained unpaid as at the end of the reporting period. In addition, dividends (exempt one-tier) of $375,000 was received from
associates.

Notes to the financial statements
1. Corporate information
Tung Lok Restaurants (2000) Ltd (the “Company”) is a limited liability company incorporated and domiciled in Singapore
and is listed on the Catalist Board (“Catalist”) of the Singapore Exchange Securities Trading Limited (“SGX-ST”).
Its principal place of business is at 26 Tai Seng Street, #02-01, Singapore 534057 and its registered office is at 1 Sophia
Road, #05-03 Peace Centre, Singapore 228149.
The principal activity of the Company is that of investment holding. The principal activities of the subsidiaries, associates
and joint venture are disclosed in Note 16 to 18 to the financial statements.
2. Summary of significant accounting policies
2.1 Basis of preparation
As at 31 March 2020, the Group’s current liabilities exceeded their current assets by $1,984,832 (2019: net current asset
of $7,929,276) and was in loss-making position of $2,734,443 (2019: profit position of $1,012,076). The net working
liabilities as at 31 March 2020 were mainly caused by the adoption of SFRS(I) 16 Leases as explained in Note 2.2. The
ability of the Group to continue as a going concern is dependent on the Group’s ability to generate positive cash flows.
In the opinion of the directors, the Group is able to continue as a going concern despite its net current liabilities position
as the directors are of the view that the Group is able to generate net cash inflows from its operating activities for a
period of 12 months from the date that these financial statements were approved and to enable it to meet its financial
obligations as and when they fall due. In addition, the Group has $5,500,000 unutilized banking facilities, of which
$3,000,000 were secured after the financial year end, available for its use should the need arises.
The consolidated financial statements of the Group and the balance sheet and statement of changes in equity of the
Company have been prepared in accordance with Singapore Financial Reporting Standards (International) (“SFRS(I)”).
The financial statements have been prepared on the historical cost basis except as disclosed in the accounting policies
below.
The financial statements are presented in Singapore Dollars (“SGD” or “$”).
2.2 New and amended standards and interpretations
The accounting policies adopted are consistent with those of the previous financial year except in the current financial
year, the Group has adopted all the new and revised standards which are effective for annual financial periods beginning
on or after 1 April 2019. Except for the adoption of SFRS(I) 16 Leases described below, the adoption of these new
standards did not have any material effect on the financial performance or position of the Group.
SFRS(I) 16 Leases
SFRS(I) 16 supersedes SFRS(I) 1-7 Leases, SFRS(I) INT 4 Determining whether an Arrangement contains a Lease, SIC-
15 Operating Leases-Incentives and SIC-27 Evaluating the Substance of Transactions Involving the Legal Form of a
Lease. The standard sets out the principles for the recognition, measurement, presentation and disclosure of leases and
requires lessees to recognise most leases on the balance sheets.

2. Summary of significant accounting policies (cont’d)
2.2 New and amended standards and interpretations (cont’d)
SFRS(I) 16 Leases (cont’d)
The Group adopted SFRS(I) 16 using the modified retrospective method of adoption with the date of initial application
of 1 April 2019. Accordingly, the comparative information presented for the financial year ended 31 March 2109 is not
restated. Under this method, the lease liability is measured based on the remaining lease payments discounted using
the incremental borrowing rate as of the date of initial application. The Group elected to use the transition practical
expedient to not reassess whether a contract is, or contains a lease at 1 April 2019. Instead, the Group applied the
standard only to contracts that were previously identified as leases applying SFRS(I) 1-7 and SFRS(I) INT 4 at the date of
initial application.
The effects of adopting SFRS(I) 16 as at 1 April 2019 is as follows:
Increase/
(decrease)
$
Assets
Right-of-use assets 18,520,527
Property, plant and equipment (488,818)
Other receivables and prepayments (164,023)
Liabilities
Lease liabilities 18,377,672
Finance leases (438,785)
Other payables (71,201)
The Group has lease contracts for outlets, equipment and motor vehicles. Before the adoption of SFRS(I) 16, the Group
classified its leases (as lessee) at the inception date as either a finance lease or an operating lease. The accounting
policy prior to 1 April 2019 is disclosed in Note 2.15.
Upon adoption of SFRS(I) 16, the Group applied a single recognition and measurement approach for all leases except
for short-term leases and leases of low-value assets. The accounting policy beginning on and after 1 April 2019 is
disclosed in Note 2.15. The standard provides specific transition requirements and practical expedients, which have
been applied by the Group.
(a) Leases previously classified as finance leases
The Group did not change the initial carrying amounts of recognised assets and liabilities at the date of initial
application for leases previously classified as finance leases (i.e. the right-of-use assets and lease liabilities equal
the lease assets and liabilities recognised under SFRS(I) 1-7). The requirements of SFRS(I) 16 were applied to
these leases from 1 April 2019.

2.2 New and amended standards and interpretations (cont’d)
SFRS(I) 16 Leases (cont’d)
(b) Leases previously accounted for as operating leases
The Group recognised right-of-use assets and lease liabilities for those leases previously classified as operating
leases, except for short-term leases and leases of low-value assets. The right-of-use assets for the leases were
recognised based on the carrying amount as if the standard had always been applied, using the incremental
borrowing rate at the date of initial application. Lease liabilities were recognised based on the present value of
the remaining lease payments, discounted using the incremental borrowing rate at the date of initial application.
The Group also applied the available practical expedients wherein it:
• used a single discount rate to a portfolio of leases with reasonably similar characteristics;
• applied the short-term leases exemption to leases with lease term that ends within 12 months of the date
of initial application; and
• used hindsight in determining the lease term where the contract contained options to extend or terminate
the lease.
On adoption of SFRS(I) 16, the Group measures the right-of-use asset at an amount equal to lease liability.
Accordingly, there is no adjustment to retained earnings.
The lease liabilities as at 1 April 2019 can be reconciled to the operating lease commitments as at 31 March
2019, as follows:
Operating lease commitment as at 31 March 2019 23,842,355
Less:
Lease agreement signed but commence after 1 April 2019 (2,617,344)
Commitments relating to non-lease component expenses (4,182,058)
Commitments relating to short-term leases (27,000)
Add:
Lease payments relating to renewal periods not included in operating lease commitments as at
31 March 2019 1,430,313
Weighted average incremental borrowing rate at 1 April 2019 2.48%
Discounted operating lease commitments as at 1 April 2019 17,938,887
Commitments relating to leases previously classified as finance leases 438,785
Discounted lease commitments, representing lease liabilities as at 1 April 2019 18,377,672

2.3 Standards issued but not yet effective
The Group has not adopted the following standards applicable to the Group that have been issued but not yet effective:
Effective for annual

periods beginning on
Description or after
Amendments to References to the Conceptual Framework in SFRS(I) Standards 1 January 2020

Amendments to illustrative examples, implementation guidance and SFRS(I) practice statements 1 January 2020
Amendments to SFRS(I) 3: Definition of a Business 1 January 2020
Amendments to SFRS(I) 1-1 and SFRS(I) 1-8: Definition of a Material 1 January 2020
Amendments to SFRS(I) 9, SFRS(I) 1-39 and SFRS(I) 7: Interest Rate Benchmark Reform 1 January 2020
Amendments to SFRS(I) 10 & SFRS(I) 1-28 Sale or Contribution of Assets between an Investor To be determined
and its Associate or Joint Venture
The directors expect that the adoption of the standards above will have no material impact on the financial statements
in the period of initial application.
2.4 Basis of consolidation and business combinations
(a) Basis of consolidation
The consolidated financial statements comprise the financial statements of the Company and its subsidiaries
as at the end of the reporting period. The financial statements of the subsidiaries used in the preparation of
the consolidated financial statements are prepared for the same reporting date 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 and dividends are eliminated in full.
Subsidiaries are consolidated from the date of acquisition, being the date on which the Group obtains control,
and continue to be consolidated until the date that such control ceases.
Losses within a subsidiary are attributed to the non-controlling interest even if that results in a deficit balance.

2.4 Basis of consolidation and business combinations (cont’d)
(b) Business combinations and goodwill
Business combinations are accounted for by applying the acquisition method. Identifiable assets acquired and
liabilities assumed in a business combination are measured initially at their fair values at the acquisition date.
Acquisition-related costs are recognised as expenses in the periods in which the costs are incurred and the
services are received.
Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition
date. Subsequent changes to the fair value of the contingent consideration which is deemed to be an asset or
liability, will be recognised in profit or loss.
Non-controlling interest in the acquiree, that are present ownership interests and entitle their holders to a
proportionate share of net assets of the acquire are recognised on the acquisition date at either fair value, or the
non-controlling interest’s proportionate share of the acquiree’s identifiable net assets.
Any excess of the sum of the fair value of the consideration transferred in the business combination, the amount
of non-controlling interest in the acquiree (if any), and the fair value of the Group’s previously held equity interest
in the acquiree (if any), over the net fair value of the acquiree’s identifiable assets and liabilities is recorded as
goodwill. In instances where the latter amount exceeds the former, the excess is recognised as gain on bargain
purchase in profit or loss on the acquisition date.
Goodwill is initially measured at cost. Following initial recognition, goodwill is measured at cost less any
accumulated impairment losses.
For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition
date, allocated to the Group’s cash-generating units that are expected to benefit from the synergies of the
combination.
The cash-generating units to which goodwill have been allocated is tested for impairment annually and whenever
there is an indication that the cash-generating unit may be impaired. Impairment is determined for goodwill by
assessing the recoverable amount of each cash-generating unit (or group of cash-generating units) to which the
goodwill relates.
2.5 Transactions with non-controlling interests
Non-controlling interest represents the equity in subsidiaries not attributable, directly or indirectly, to owners of the
Company.
Changes in the Company’s ownership interest in a subsidiary that do not result in a loss of control are accounted for
as equity transactions. In such circumstances, the carrying amounts of the controlling and non-controlling interests are
adjusted to reflect the changes in their relative interests in the subsidiary. Any difference between the amount by which
the non-controlling interest is adjusted and the fair value of the consideration paid or received is recognised directly in
equity and attributed to owners of the Company.

2.6 Foreign currency
The financial statements are presented in Singapore Dollars, which is also the Company’s functional currency. Each entity
in the Group determines its own functional currency and items included in the financial statements of each entity are
measured using that functional currency.
(a) Transactions and balances
Transactions in foreign currencies are measured in the respective functional currencies of the Company and its
subsidiaries and are recorded on initial recognition in the functional currencies at exchange rates approximating
those ruling at the transaction dates. Monetary assets and liabilities denominated in foreign currencies are
translated at the rate of exchange ruling at the end of the reporting period. Non-monetary items that are
measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates
of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using
the exchange rates at the date when the fair value was measured.
Exchange differences arising on the settlement of monetary items or on translating monetary items at the end of
the reporting period are recognised in profit or loss.
(b) Consolidated financial statements
For consolidation purpose, the assets and liabilities of foreign operations are translated into SGD at the rate of
exchange ruling at the end of the reporting period and their profit or loss are translated at the exchange rates
prevailing at the date of the transactions. The exchange differences arising on the translation are recognised in
other comprehensive income. On disposal of a foreign operation, the component of other comprehensive income
relating to that particular foreign operation is recognised in profit or loss.
2.7 Subsidiaries
A subsidiary is an investee that is controlled by the Group. The Group controls an investee when it is exposed, or has
rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its
power over the investee.
In the Company’s balance sheet, investments in subsidiaries are accounted for at cost less impairment losses.
2.8 Associates and joint ventures
An associate is an entity over which the Group has the power to participate in the financial and operating policy
decisions of the investee but does not have control or joint control of those policies.
The Group account for its investments in associates and joint ventures using the equity method from the date on which
it becomes an associate or joint venture.
On acquisition of the investment, any excess of the cost of the investment over the Group’s share of the net fair value
of the investee’s identifiable assets and liabilities represents goodwill and is included in the carrying amount of the
investment. Any excess of the Group’s share of the net fair value of the investee’s identifiable assets and liabilities over
the cost of the investment is included as income in the determination of the entity’s share of the associate or joint
venture’s profit or loss in the period in which the investment is acquired.

2.8 Associates and joint ventures (cont’d)
Under the equity method, the investment in associates or joint ventures are carried in the balance sheet at cost plus
post-acquisition changes in the Group’s share of net assets of the associates or joint ventures. The profit or loss reflects
the share of results of the operations of the associates or joint ventures. Distributions received from joint ventures
or associates reduce the carrying amount of the investment. Where there has been a change recognised in other
comprehensive income by the associates or joint venture, the Group recognises its share of such changes in other
comprehensive income. Unrealised gains and losses resulting from transactions between the Group and associate or
joint venture are eliminated to the extent of the interest in the associates or joint ventures.
When the Group’s share of losses in an associate or joint venture equals or exceeds its interest in the associate or joint
venture, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of
the associate or joint venture.
After application of the equity method, the Group determines whether it is necessary to recognise an additional
impairment loss on the Group’s investment in associate or joint ventures. The Group determines at the end of each
reporting period whether there is any objective evidence that the investment in the associate or joint venture is impaired.
If this is the case, the Group calculates the amount of impairment as the difference between the recoverable amount of
the associate or joint venture and its carrying value and recognises the amount in profit or loss.
The financial statements of the associates and joint ventures are prepared as the same reporting date as the Company.
Where necessary, adjustments are made to bring the accounting policies in line with those of the Group.
2.9 Property, plant and equipment
All items of property, plant and equipment are initially recorded at cost. Subsequent to recognition, property, plant and
equipment are measured at cost less accumulated depreciation and any accumulated impairment losses.
Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows:
Furniture, fixtures and equipment – 3 to 5 years

Kitchen equipment – 5 years
Leasehold property – 50 years
Motor vehicles – 5 years
Assets under construction included in plant and equipment are not depreciated as these assets are not yet available for
use.
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 value, useful life and depreciation method 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 are
expected from its use or disposal. Any gain or loss on derecognition of the asset is included in profit or loss in the year
the asset is derecognised.

2.10 Impairment of non-financial assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any
indication exists, or when an annual impairment testing for an asset is required, the Group makes an estimate of the
asset’s recoverable amount.
An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs of disposal and its
value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely
independent of those from other assets or group of assets. Where the carrying amount of an asset or cash-generating
unit exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.
Impairment losses of continuing operations are recognised in profit or loss.
A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine
the asset’s recoverable amount since the last impairment loss was recognised. If that is the case, the carrying amount
of the asset is increased to its recoverable amount. That increase cannot exceed the carrying amount that would have
been determined, net of depreciation, had no impairment loss been recognised previously. Such reversal is recognised
in profit or loss unless the asset is measured at revalued amount, in which case the reversal is treated as a revaluation
increase.
2.11 Financial instruments
(a) Financial assets
Initial recognition and measurement
Financial assets are recognised when, and only when the entity becomes a party to the contractual provisions of
the instruments.
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not
at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial
asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.
Trade receivables are measured at the amount of consideration to which the Group expects to be entitled in
exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of
third party, if the trade receivables do not contain a significant financing component at initial recognition.
Subsequent measurement
Investments in debt instruments
Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset
and the contractual cash flow characteristics of the asset. The three measurement categories for classification of
debt instruments are:
(i) Amortised cost
Financial assets that are held for the collection of contractual cash flows where those cash flows represent
solely payments of principal and interest are measured at amortised cost. Financial assets are measured
at amortised cost using the effective interest method, less impairment. Gains and losses are recognised in
profit or loss when the assets are derecognised or impaired, and through amortisation process.

2.11 Financial instruments (cont’d)
(a) Financial assets (cont’d)
Investments in debt instruments (cont’d)
(ii) Fair value through other comprehensive income (“FVOCI”)
Financial assets that are held for collection of contractual cash flows and for selling the financial assets,
where the assets’ cash flows represent solely payments of principal and interest, are measured at FVOCI.
Financial assets measured at FVOCI are subsequently measured at fair value. Any gains or losses from
changes in fair value of the financial assets are recognised in other comprehensive income, except for
impairment losses, foreign exchange gains and losses and interest calculated using the effective interest
method are recognised in profit or loss. The cumulative gain or loss previously recognised in other
comprehensive income is reclassified from equity to profit or loss as a reclassification adjustment when the
financial asset is derecognised.
(iii) Fair value through profit or loss
Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through profit
or loss. A gain or loss on a debt instruments that is subsequently measured at fair value through profit or
loss and is not part of a hedging relationship is recognised in profit or loss in the period in which it arises.
Investments in equity instruments
On initial recognition of an investment in equity instrument that is not held for trading, the Group may irrevocably
elect to present subsequent changes in fair value in OCI. Dividends from such investments are to be recognised
in profit or loss when the Group’s right to receive payments is established. For investments in equity instruments
which the Group has not elected to present subsequent changes in fair value in OCI, changes in fair value are
recognised in profit or loss.
Derecognition
A financial asset is derecognised where the contractual right to receive cash flows from the asset has expired. On
derecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of the
consideration received and any cumulative gain or loss that had been recognised in other comprehensive income
for debt instruments is recognised in profit or loss.
(b) Financial liabilities
Initial recognition and measurement
Financial liabilities are recognised when, and only when, the Group becomes a party to the contractual provisions
of the financial instrument. The Group determines the classification of its financial liabilities at initial recognition.
All financial liabilities are recognised initially at fair value plus in the case of financial liabilities not at fair value
through profit or loss, directly attributable transaction costs.
Subsequent measurement
After initial recognition, financial liabilities that are not carried at fair value through profit or loss are subsequently
measured at amortised cost using the effective interest method. Gains and losses are recognised in profit or loss
when the liabilities are derecognised, and through the amortisation process.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
On derecognition, the difference between the carrying amounts and the consideration paid is recognised in profit
or loss.

2.12 Impairment of financial assets
The Group recognises an allowance for expected credit losses (“ECLs”) for all debt instruments not held at fair value
through profit or loss and financial guarantee contracts. ECLs are based on the difference between the contractual cash
flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an
approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of
collateral held or other credit enhancements that are integral to the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk
since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the
next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit
risk since initial recognition, a loss allowance is recognised for credit losses expected over the remaining life of the
exposure, irrespective of timing of the default (a lifetime ECL).
For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track
changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group
has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking
factors specific to the debtors and the economic environment.
The Group considers a financial asset in default when contractual payments are 180 days past due. However, in certain
cases, the Group may also consider a financial asset to be in default when internal or external information indicates
that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit
enhancements held by the Group. A financial asset is written off when there is no reasonable expectation of recovering
the contractual cash flows.
2.13 Cash and cash equivalents
Cash and cash equivalents comprise cash at bank and on hand, and short-term deposits which are subject to an
insignificant risk of changes in value.
2.14 Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it
is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and the
amount of the obligation can be estimated reliably.
Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate. If it is
no longer probable that an outflow of economic resources will be required to settle the obligation, the provision is
reversed. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that
reflects, where appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due
to the passage of time is recognised as a finance cost.

2.15 Leases
The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the
right to control the use of an identified asset for a period of time in exchange for consideration.
As lessee
The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases
of low-value assets. The Group recognises lease liabilities to make lease payments and right-of-use assets representing
the right to use the underlying assets.
Right-of-use assets
The Group recognises right-of-use assets at the commencement date of the lease (i.e. the date the underlying asset is
available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses,
and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease
liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less
any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease
term and the estimated useful lives of the assets, as follows:
Outlets – 3 to 6 years
Equipment – 3 to 5 years
Motor vehicles – 5 years
If ownership of the leased asset transfers to the Group at the end of the lease term or the cost reflects the exercise of a
purchase option, depreciation is calculated using the estimated useful life of the asset. The right-of-use assets are also
subject to impairment. The accounting policy for impairment is disclosed in Note 2.10.
Lease liabilities
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease
payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed
payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts
expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase
option reasonably certain to be exercised by the Group and payments of penalties for terminating the lease, if the lease
term reflects the Group exercising the option to terminate. Variable lease payments that do not depend on an index or
a rate are recognised as expenses (unless they are incurred to produce inventories) in the period in which the event or
condition that triggers the payment occurs.
In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease
commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement
date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments
made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease
term, a change in the lease payments (e.g. changes to future payments resulting from a change in an index or rate used
to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

2.15 Leases (cont’d)
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term leases of office equipment (i.e. those
leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option).
It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered to
be low value. Lease payments on short-term leases and leases of low value assets are recognised as expense on a
straight-line basis over the lease term.
These accounting policies are applied before the initial application date of SFRS(I) 16, 1 April 2019:
As lessee
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. Any initial direct costs are also added to the amount capitalised. Lease payments are
apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest
on the remaining balance of the liability. Finance charges are charged to profit or loss. Contingent rents, if any, are
charged as expenses in the periods in which they are incurred.
Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset and the lease term, if
there is no reasonable certainty that the Group will obtain ownership by the end of the lease term.
Operating lease payments are recognised as an expense in profit or loss on a straight-line basis over the lease term.
The aggregate benefit of incentives provided by the lessor is recognised as a reduction of rental expense over the lease
term on a straight-line basis.
2.16 Inventories
Inventories comprising mainly food and beverages are stated at the lower of cost and net realisable value. Cost
comprises all costs of purchase and those overheads that have been incurred in bringing the inventories to their present
location and condition. Cost is calculated using the first-in-first-out method. Where necessary, allowance is provided
for damaged, obsolete and slow-moving items to adjust the carrying value of inventories to the lower of cost and net
realisable value. Net realisable value represents the estimated selling price less all estimated costs of completion and
estimated costs to make the sale.
2.17 Customer loyalty programme
This relates to loyalty points redeemable by cardholders during the valid redemption period at the Group’s restaurants.
Revenue is recognised when the loyalty points are redeemed.
2.18 Government grants
Government grants are recognised when there is reasonable assurance that the Group will comply with the conditions
attached to them and the grants will be received. Where the grant relates to an asset, the fair value is recognized as
against the carrying amount of the asset on the balance sheet and is amortised to profit or loss over the expected useful
life of the relevant asset by equal annual instalments.
Other government grants are recognised as income over the periods necessary to match them with the costs for which
they are intended to compensate, on a systematic basis. Government grants that are receivable as compensation for
expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future
related costs are recognized in profit or loss in the period in which they become receivable.

2.19 Financial guarantee
A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse the holder
for a loss it incurs because a specified debtor fails to make payment when due in accordance with the terms of a debt
instrument.
Financial guarantees are recognised initially as a liability at fair value, adjusted for transaction costs that are directly
attributable to the issuance of the guarantee. Subsequent to initial recognition, financial guarantees are measured at
the higher of the amount of expected credit loss determined in accordance with the policy set out in Note 2.12 and the
amount initially recognised less, when appropriate, the cumulative amount of income recognised over the period of the
guarantee.
2.20 Revenue recognition
Revenue is measured based on the consideration to which the Group expects to be entitled in exchange for transferring
promised goods or services to a customer, excluding amounts collected on behalf of third parties.
Revenue is recognised when the Group satisfies a performance obligation by transferring a promised good or service
to the customer, which is when the customer obtains control of the good or service. A performance obligation may
be satisfied at a point in time or over time. The amount of revenue recognised is the amount allocated to the satisfied
performance obligation.
(a) Sale of food and beverages
Revenue from sale of food and beverages is recognised at a point in time upon the transfer of significant risk and
rewards of ownership of the goods to the customer, usually on delivery of the food and beverages.
The amount of revenue recognised is based on the estimated transaction price, which comprises of the
contractual price, net of deferred revenue arising from loyalty points. 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. Based on the Group’s experience with similar types of contracts, variable consideration
is typically constrained and is included in the transaction only to the extent that it is highly probable that a
significant reversal in the cumulative revenue recognised will not occur when the uncertainty associated with the
variable consideration is subsequently resolved.
At the end of each reporting date, the Group updates its assessment of the estimated transaction price, including
its assessment of whether an estimate of variable consideration is constrained. The corresponding amounts are
adjusted against revenue in the period in which the transaction price changes.
(b) Service charges
Revenue from service charges is recognised when the services are rendered.
(c) Service income
Revenue from service contracts is recognised when the service is provided in accordance with the substance of
the relevant agreement.
(d) Management fees
Revenue from management contracts is recognised over the management period on a straight-line basis.

2.20 Revenue recognition (cont’d)
(e) Interest income
Interest income is accrued on a time proportionate basis, by reference to the principal outstanding and at the
effective interest rate applicable.
(f) Dividend income
Dividend income from investments is recognised when the shareholders’ rights to receive payment have been
established.
2.21 Borrowing costs
Borrowing costs are capitalised as part of the cost of a qualifying asset if they are directly attributable to the acquisition,
construction or production of that asset. Capitalisation of borrowing costs commences when the activities to prepare the
asset for its intended use or sale are in progress and the expenditures and borrowing costs are incurred. Borrowing costs
are capitalised until the assets are substantially completed for their intended use or sale. All other borrowing costs are
expensed in the period they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection
with the borrowing of funds.
2.22 Employee benefits
(a) Defined contribution plans
Payments to defined contribution retirement benefit plans are charged as an expense when employees have
rendered the services entitling them to the contributions. Payments made to state-managed retirement benefit
schemes, such as the Singapore Central Provident Fund, are dealt with as payments to defined contribution plans
where the Group’s obligations under the plans are equivalent to those arising in a defined contribution retirement
benefit plan.
(b) Employee leave entitlement

Employee entitlements to annual leave are recognised as a liability when they accrue to the employees. The
estimated liability for leave is recognised for services rendered by employees up to the end of the reporting
period.
2.23 Taxes
(a) Current income tax
Current income tax assets and liabilities for the current and prior periods 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 end of the reporting period, in the countries where
the Group operates and generates taxable income.
Current income 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. Management periodically
evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are
subject to interpretation and establishes provisions where appropriate.

2.23 Taxes (cont’d)
(b) Deferred tax
Deferred tax is provided using the liability method on temporary differences at the end of the reporting period
between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred tax liabilities are recognised for all temporary differences, except:
– Where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in
a transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; and
– In respect of taxable temporary differences associated with investments in subsidiaries, associates and
interests in joint ventures, where the timing of the reversal of the temporary differences can be controlled
and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax
credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which
the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be
utilised except:
– Where the deferred tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of
the transaction, affects neither the accounting profit nor taxable profit or loss; and
– In respect of deductible temporary differences associated with investments in subsidiaries, associates and
interests in joint ventures, deferred tax assets are recognised only to the extent that it is probable that
the temporary differences will reverse in the foreseeable future and taxable profit will be available against
which the temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to
the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the
deferred tax asset to be utilised. Unrecognised deferred tax assets are reassessed at the end of each reporting
period and are recognised to the extent that it has become probable that future taxable profit will allow the
deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the end of each reporting period.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax
items are recognised in correlation to the underlying transaction either in other comprehensive income or directly
in equity and deferred tax arising from a business combination is adjusted against goodwill on acquisition.
(c) Sales tax
Revenues, expenses and assets are recognised net of the amount of sales tax except:
– Where the sales tax incurred on a purchase of assets or services is not recoverable from the taxation
authority, in which case the sales tax is recognised as part of the cost of acquisition of the asset or as part
of the expense item as applicable; and
– Receivables and payables that are stated with the amount of sales tax included.

2.24 Fair value of assets and liabilities
Fair value hierarchy
The Group categories fair value measurements using a fair value hierarchy that is dependent on the valuation inputs
used as follows:
– Level 1 – Quoted prices (unadjusted) in active market for identical assets or liabilities that the Group can access
at the measurement date,
– Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
either directly or indirectly, and
– Level 3 – Unobservable inputs for the asset or liability.
Fair value measurements that use inputs of different hierarchy levels are categorised in its entirety in the same level of
the fair value hierarchy as the lowest level input that is significant to the entire measurement.
2.25 Contingencies
A contingent liability is:
(a) a possible obligation that arises from past events and whose existence will be confirmed only by the occurrence
or non-occurrence of one or more uncertain future events not wholly within the control of the Group; or
(b) a present obligation that arises from past events but is not recognised because:
(i) It is not probable that an outflow of resources embodying economic benefits will be required to settle the
obligation; or
(ii) The amount of the obligation cannot be measured with sufficient reliability.
A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group.
Contingent liabilities and assets are not recognised on the balance sheet of the Group, except for contingent liabilities
assumed in a business combination that are present obligations and which the fair values can be reliably determined.
2.26 Share capital and share issuance expenses
Proceeds from issuance of ordinary shares are recognised as share capital in equity. Incremental costs directly attributable
to the issuance of ordinary shares are deducted against share capital.
2.27 Reportable segment
Information reported to the Group’s chief operating decision maker for the purposes of resource allocation and
assessment of segment performance is focused on restaurant, catering, manufacturing and other businesses which form
the basis of identifying the operating segments of the Group under SFRS(I) 8 Operating Segments. The aggregated
restaurant, catering, manufacturing and other businesses are therefore the Group’s reportable segments.

3. Critical accounting judgements and key sources of estimation uncertainty
The preparation of the Group’s consolidated financial statements requires management to make judgements, estimates
and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of
contingent liabilities at the end of each reporting period. Uncertainty about these assumptions and estimates could
result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in the future
periods.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the
revision and future periods if the revision affects both current and future periods.
Critical judgements in applying the Group’s accounting policies
There are no critical judgements made by management at the end of the reporting period that have a significant effect
on the amounts recognised in the financial statements.
Key sources of estimation uncertainty
The key assumptions concerning the future and other key sources of estimation uncertainty at the end of the reporting
period are discussed below. The Group based its assumptions and estimates on parameters available when the financial
statements were prepared. Existing circumstances and assumptions about future developments, however, may change
due to market changes or circumstances arising beyond the control of the Group. Such changes are reflected in the
assumptions when they occur:
(a) Impairment of interests in subsidiaries
Determining whether interests in subsidiaries are impaired requires an estimation of the value in use of these
subsidiaries. The value in use calculation requires the management to estimate the future cash flows expected
from the cash-generating unit and an appropriate discount rate in order to calculate the present value of the
future cash flows. Management has evaluated the recoverable amount of those investments based on such
estimates. The carrying amounts of these investments at the end of the reporting period are stated in Note 16 to
the financial statements.
The key assumptions used in value in use calculation are as follows:
(i) Discount rate of 9.0% per annum
(ii) Sales growth rate ranged from (16.7%) to 4.0%
(iii) Terminal growth rate of 0.0%
(iv) Inclusion of various supports from the Singapore Government such as jobs support scheme
There is no material impact to the carrying amount of interests in subsidiaries if the estimated discount rate used
in the calculation had increased by 0.5% or if the estimated sales growth rate had reduced by 0.5%, respectively.
(b) Impairment of property, plant and equipment and right-of-use assets
Determining whether property, plant and equipment and right-of-use assets is impaired requires an estimation
of the value in use. The value in use calculation requires the management to estimate future cash flows and a
suitable discount rate in order to calculate the present value of the cash flows. The carrying amount of property,
plant and equipment and right-of-use assets at the end of the reporting period is $7,946,752 (2019: $7,571,499)
and $16,374,039 (2019: $Nil) as set out in Notes 20 and 26 respectively to the financial statements.
The key assumptions are disclosed in Notes 20 and 26. There is no material impact to the carrying amount of
property, plant and equipment and right-of-use assets if the estimated discount rate used in the calculation had
increased by 0.5% or if the estimated sales growth rate had reduced by 0.5%, respectively.

4. Revenue
Group
2020 2019
$ $
Sale of food and beverages 71,161,088 73,595,734

Service charges 6,104,073 6,223,731
Management fees 810,380 808,188
Total 78,075,541 80,627,653
Timing of transfer of goods or services

At a point in time 77,265,161 79,819,465
Over time 810,380 808,188
Total 78,075,541 80,627,653
5. Other operating income
Group
2020 2019
$ $
Government grants 1,622,308 261,806

Sundry income from promotional events 192,807 178,132
Catering service income 651,860 697,392
Interest income from:
Cash at bank and short-term deposits 55,394 81,326
Related parties (Note 28) – 11,999
Dividend income from an unquoted equity 28,530 28,463
Gain arising from strike off of a subsidiary 254,380 –
Gain on disposal of investment in a joint venture 691,737 –
Reversal of provision for reinstatement costs 80,000 10,610
Recovery of expenses from a shareholder (Note 28) 365,681 149,417
Waiver of liabilities by a non-controlling shareholder in a subsidiary – 1,561,699
Net gain on disposal of property, plant and equipment – 2,296
Consultancy fee 97,750 102,000
Others 191,133 179,113
Total 4,231,580 3,264,253

6. Other operating expenses
Group
2020 2019
$ $
Depreciation of right-of-use assets (Note 26) 9,363,826 –

Depreciation of property, plant and equipment (Note 20) 1,684,661 1,948,356
Utilities charges 4,034,992 3,783,671
Upkeep, repair and maintenance 3,829,767 3,705,675
Rental expense:
Fixed rent – 9,090,289
Non-lease component expenses 3,050,765 2,997,913
Short-term lease 517,881 630,522
Commission expense 1,518,056 1,554,073
Utensils 1,153,569 1,264,206
Advertising and promotions 963,812 881,572
Professional fees 579,055 670,610
Impairment loss of plant and equipment (Note 20) 345,487 –
Impairment loss of right-of-use assets (Note 26) 130,000 –
Allowance for expected credit losses on non-trade receivables (Note 13) 197,668 –
Printing expense 268,327 257,323
Decorations 206,318 219,656
Write-off of property, plant and equipment 45,397 7,962
Foreign exchange loss 19,608 85,509
Others 2,183,189 2,393,540
Total 30,092,378 29,490,877
7. Finance costs
Group
2020 2019
$ $
Interest on:
Overdraft 15 –
Bank loans 43,436 31,945
Obligations under finance leases – 33,798
Shareholders’ loans 32,865 119,241
Lease liabilities 487,507 –
Total 563,823 184,984

8. Income tax (benefit)/expense
(a) Major components of income tax (benefit)/expense
The major components of income tax (benefit)/expense for the years ended 31 March 2020 and 2019 are:
Group
2020 2019
$ $
Current income tax (4,015) 144,693
Deferred income tax:

- Benefits from previously unrecognised deferred tax assets – (608,616)
- Origination and reversal of temporary differences (16,282) 497,126
(16,282) (111,490)
Income tax (benefit)/expense recognised in profit or loss (20,297) 33,203
(b) Relationship between tax (benefit)/expense and accounting (loss)/profit
The reconciliation between tax (benefit)/expense and the product of accounting (loss)/profit multiplied by the
applicable corporate tax rate for the years ended 31 March 2020 and 2019 is as follows:
Group
2020 2019
$ $
Income tax calculated at 17% (2019: 17%) (468,306) 177,697

Adjustments:
Tax effect on the share of results of joint venture and associates which is
shown after tax 28,705 (101,644)
Non-deductible expenses 124,008 727,719
Tax exempt income (366,465) (335,610)
Benefits from deferred tax assets previously not recognised – (608,616)
Deferred tax assets not recognised 657,938 42,135
Effect of different tax rate of a subsidiary operating in other jurisdiction – 167,321
Effect of partial tax exemption and tax relief (16,880) (35,699)
Tax losses not available for carry forward 20,703 –
Others – (100)
Income tax (benefit)/expense recognised in profit or loss (20,297) 33,203
Domestic income tax is calculated at 17% (2019: 17%) of the estimated assessable (loss)/profit for the financial
year. Taxation for other jurisdiction is calculated at the rate prevailing in the relevant jurisdiction.

8. Income tax (benefit)/expense (cont’d)
(c) Unrecognised tax losses and other temporary differences
As at the end of the reporting period, the Group has the following unused tax losses and temporary differences
which are available for offsetting against future taxable income as follows:
Group
2020 2019
$ $
(i) Tax losses carry forward
At the beginning of the financial year 3,205,065 7,917,845

Adjustment to prior year (7,757) (2,036,660)
Addition/(utilisation) 2,519,123 (2,676,120)
At the end of the financial year 5,716,431 3,205,065
Deferred tax benefit not recorded 971,793 544,861
(ii) Other temporary differences

Adjustment to prior year 408,248 (307,093)
Addition/(utilisation) 1,351,101 (656,120)
Deferred tax benefit not recorded 698,641 399,552
Other temporary differences consisted mainly accelerated tax depreciation.
The above tax losses carry forward and other temporary differences are subject to agreement with the tax
authorities in Singapore and in the jurisdiction in which the Group operates. In addition, the Singapore tax losses
carry forward and other temporary differences are subject to the retention of majority shareholders and have no
expiry date. The amounts of unutilised tax losses with expiry dates which arise from the subsidiaries in People’s
Republic of China are set out below:
Group
2020 2019
$ Expiry date $ Expiry date
Unrecognised tax losses 2,766 31 Dec 2021 2,667 31 Dec 2020

2,146 31 Dec 2022 2,775 31 Dec 2021
3,251 31 Dec 2023 2,153 31 Dec 2022
2,473 31 Dec 2024 3,261 31 Dec 2023
4,821 31 Dec 2025 2,480 31 Dec 2024
The above unrecognised tax losses have not been recognised in the financial statements due to the uncertainty
of future profit.

9. (Loss)/profit for the year
(Loss)/profit for the year has been arrived at after charging:
Group
2020 2019
$ $
Staff costs (including directors’ remuneration) (a) 26,228,978 26,424,405

Cost of defined contribution plans (included in staff costs) 2,090,241 2,106,294
Inventories recognised as cost of sales 22,554,359 22,856,398
Audit fees (auditor of the Company) 188,000 208,000
Audit fees (other auditors) 30,000 –
Directors’ fees 198,400 275,000
(a)
Included in administrative expenses.
10. Losses per share
Group
2020 2019
$ $
Losses per share is based on:

Loss attributable to owners of the Company (2,574,701) (693,703)
2020 2019
Number of shares
Weighted average number of ordinary shares for the purpose of calculating basic
earnings per share 274,400,000 274,400,000
Losses per share (cents) (0.94) (0.25)
11. Cash and bank balances
Group Company
2020 2019 2020 2019
$ $ $ $
Cash at bank 7,348,284 5,422,533 1,466,208 26,506

Cash on hand 84,375 130,895 – –
Short-term deposits 2,317,570 6,580,948 – 3,300,000
Total 9,750,229 12,134,376 1,466,208 3,326,506

11. Cash and bank balances (cont’d)
Short-term deposits are made for varying periods of between one month and three months (2019: 1 month to 3
months) and earn interests at the respective short-term deposit rates. The weighted average effective interest rates as
at 31 March 2020 for the Group and the Company were 1.56% (2019: 1.41%) and Nil% (2019: 1.24%) respectively. The
carrying amounts of these assets approximate their fair values.
Cash and bank balances of $7,944 (2019: $16,986) held in The People’s Republic of China are subject to local exchange
control regulations. These regulations place restrictions on the amount of currency being exported other than through
dividends and trade related settlements.
12. Trade receivables
Group
2020 2019
$ $
Related parties 120,953 121,657

Outside parties 1,552,553 2,059,578
Total 1,673,506 2,181,235
The average credit term on sale of goods is 30 days (2019: 30 days). No interest is charged on the outstanding balance.
Before accepting any new customer, the Group obtains customer’s general profile to assess the potential customer’s
credit worthiness and defines credit limit to customer. Credit limits attributed to customers are reviewed periodically.
Most of the trade receivables that are neither past due nor impaired relate to customers which the Group has assessed
to be creditworthy based on the credit evaluation process performed by management.
Management has assessed the past due debts and noted that as there has not been a significant change in credit
quality and the amounts are still considered recoverable. The Group does not hold any collateral over these balances.
In determining the recoverability of a trade receivable, the Group considers any change in the credit quality of the trade
receivable from the date credit was initially granted up to the end of the reporting period. The concentration of credit
risk is limited due to the customer base being large and unrelated. Accordingly, the management believe that there are
no further credit allowances required in excess of the allowance for expected credit losses.
Receivables that are past due but not impaired
The Group has trade receivables amounting to $870,403 as at 31 March 2020 and $698,726 as at 1 April 2019 that are
past due at the end of the reporting period but not impaired. These receivables are unsecured and the analysis of their
aging at the end of the reporting period is as follows:
Group
2020 2019
$ $
<3 months 792,760 513,043

3 months to 6 months 21,359 54,818
6 months to 12 months 7,795 102,430
>12 months 48,489 28,435
Total 870,403 698,726
Expected credit losses
There was no expected credit loss recognised for years ended 31 March 2020 and 2019.

13. Other receivables and prepayments
Group Company
2020 2019 2020 2019
$ $ $ $
Other receivables and prepayments (current)
Other receivables from third parties 296,951 429,880 3,222 5,260
Grant income receivable 2,910,905 113,255 – –
Other receivables from a shareholder 415,098 149,417 – –
Refundable deposits 386,007 54,930 – –
Other receivable from an associate 100,000 – – –
Advances to an associate 298,216 199,724 – –
Less: Allowance for expected credit losses (298,216) (100,548) – –
Sub-total 4,108,961 846,658 3,222 5,260
Prepayments 532,216 673,346 5,523 5,546

Total 4,641,177 1,520,004 8,745 10,806
Other receivables and prepayments (non-current)

Advances to an associate – 347,190 – –
Advance payment of capital expenditures – 39,051 – –
Prepayments 343 103,899 – –
Total 343 490,140 – –
Total other receivables and prepayments 4,641,520 2,010,144 8,745 10,806
Analysis of other receivables
Not past due and not impaired 4,108,961 1,193,848 3,222 5,260
Included in the above refundable security deposits are deposits amounting to $59,380 (2019: $Nil) placed with a
corporate shareholder of the Company.
Grant income receivable consists of the special employment credit, wages credit scheme and jobs support scheme
funded by Singapore Government.

13. Other receivables and prepayments (cont’d)
The advance to an associate is unsecured and interest-free. Current advance is repayable on demand and non-current
advance has a repayment term of 5 years.
Other receivables from a shareholder pertain to the recovery of expenses from a shareholder. The amount is interest
free, unsecured and repayable on demand.
Movement in the allowance for expected credit losses:
Group
2020 2019
$ $
At the beginning of the financial year 100,548 100,548

Charge for the year 197,668 –
At the end of the financial year 298,216 100,548
At the end of the reporting period, the Group has provided an allowance of $298,216 (2019: $100,548) for advance to
an associate.
Most of the other receivables that are neither past due nor impaired relate to debtors that the Group has assessed to be
creditworthy based on the credit evaluation process performed by management.
14. Inventories
Group
2020 2019
$ $
At cost
Food and beverages 1,697,120 1,870,694
15. Long-term security deposits
Group
2020 2019
$ $
Refundable security deposits 1,128,038 1,411,510
These are mainly deposits placed with the landlords and service providers. Management is of the opinion that these
deposits have been placed with counterparties who are creditworthy and accordingly no allowance for potential non-
recovery of security deposits is required.
Included in the above long-term security deposits are deposits amounting to $42,712 (2019: $102,092) placed with a
corporate shareholder of the Company.
The carrying amounts of the above deposits approximate their fair values.

16. Interests in subsidiaries
(A) Investments in subsidiaries
Company
2020 2019
$ $
(i) Investment
Unquoted equity shares, at cost 6,628,493 6,628,493

Allowance for impairment (a) (1,200,001) (1,200,001)
Net 5,428,492 5,428,492
(ii) Deemed investment

Fair value adjustment on interest-free loans (b) 5,329,903 4,462,026
Allowance for impairment (a) (2,844,333) (2,844,333)
Net 2,485,570 1,617,693
Sub-total 7,914,062 7,046,185
(iii) Receivables from subsidiaries
Loans to subsidiaries (b) 20,848,639 19,923,463

Allowance for expected credit losses on loans (a) (12,000,000) (11,480,000)
Net 8,848,639 8,443,463
Total interests 16,762,701 15,489,648
Movement in allowance account for investment:
At the beginning and end of the financial year 1,200,001 1,200,001
Movement in allowance account for deemed investment:
At the beginning and end of the financial year 2,844,333 2,844,333

16. Interests in subsidiaries (cont’d)
(A) Investments in subsidiaries (cont’d)
Movement in allowance account for receivables from subsidiaries:
Company
2020 2019
$ $

Charge for the year 520,000 450,000
(a) Investments in subsidiaries which are either restaurant operators or holding interests in entities which are
restaurant operators are assessed for impairment when the restaurants are operating losses for more than
3 years. Allowance for impairment is provided on the investment based on value in use. The value in use
is based on the available data and the estimated future cash flows discounted to its present value by
using a pre-tax discount rate of 9.0% (2019: 10.5%) per annum that reflects current market assessment of
the time value of money and the risks specific to the subsidiary. The management has assessed that sales
growth rate of its subsidiaries ranged between (16.7%) to 4.0% (2019: 0.0% - 5.0%) per annum. In deriving
the value in use, the management has also taken into consideration of the various supports such as jobs
support scheme funded by Singapore Government.
(b) The loans are unsecured, interest-free and not expected to be repaid within the next 12 months as loans
were used to fund the long-term operations of the subsidiaries. The Day One difference between the fair
value of the loans and the notional amount of the loans given is accounted for as “Fair value adjustment”
on interest-free loans to subsidiaries.
The Group has the following investments in subsidiaries:
Country of Proportion of
incorporation/ ownership interest
Name of subsidiary operation Principal activities and voting power
2020 2019
% %
Held by the Company
Tung Lok Millennium Pte Ltd Singapore Restaurateur 100 100
Tung Lok (China) Holdings Pte. Ltd. Singapore Investment holding 100 100
TLG Asia Pte. Ltd. Singapore Investment holding 100 100
Club Chinois Pte Ltd Singapore Restaurateur 75 75
Tung Lok Arena Pte Ltd Singapore Restaurateur 70 70
Olde Peking Dining Hall Pte. Ltd. Singapore Restaurateur 60 60

(A) Investments in subsidiaries (cont’d)
Country of Proportion of
incorporation/ ownership interest
Name of subsidiary operation Principal activities and voting power
2020 2019
% %
Held by Tung Lok Millennium Pte Ltd
Charming Garden (Asia Pacific) Pte. Ltd. Singapore Central kitchen 100 100
support function
Tung Lok Central Restaurant Pte. Ltd. Singapore Restaurateur 100 100
Tung Lok Signatures (2006) Pte. Ltd. Singapore Restaurateur 100 100
Tung Lok Xihe Restaurant Pte. Ltd. Singapore Restaurateur 60 60
McBistro Pte. Ltd. Singapore Restaurateur 70 70
Slappy Cakes (Singapore) Pte. Ltd. Singapore Restaurateur 55 55
Held by Tung Lok (China) Holdings Pte. Ltd.
My Humble House in Beijing (Restaurant) People’s Republic Investment holding 100 100
Company Ltd. (1) of China
My Humble House Xihe (Beijing) Restaurant People’s Republic Dormant – 70

Company Ltd. (1) (2) of China
Held by TLG Asia Pte. Ltd.
Tong Le Private Dining Pte. Ltd. Singapore Restaurateur 51 51
Garuda Padang Restaurant (Singapore) Pte. Singapore Dormant 65 65

Ltd.
Shin Yeh Restaurant Pte. Ltd. Singapore Restaurateur 55 55
Held by Club Chinois Pte Ltd
Chinois Pte. Ltd. Singapore Restaurateur 100 100
The subsidiaries are audited by Ernst & Young LLP, Singapore except as indicated below:

(1)
Not material to the Group and names of auditing firm are not required to be disclosed pursuant to Catalist
Listing Rule 717.
(2)
The subsidiary was struck off during the financial year.

(B) Interests in subsidiaries with material non-controlling interest (“NCI”)
The Group has the following subsidiaries that have NCI that are material to the Group.
Profit/(loss)
Proportion allocated to Accumulated
of ownership NCI during NCI at the end Capital
Principal place interest held by the reporting of the reporting reduction to
Name of Subsidiary of business NCI period period NCI
$ $ $
31 March 2020:
Club Chinois Pte Ltd Singapore 25% 142,671 602,094 –

Tung Lok Xihe Restaurant Singapore 40% (10,769) 96,099 400,000
Pte. Ltd.
Tung Lok Arena Pte Ltd Singapore 30% 76,133 324,416 –
Proportion Profit allocated Accumulated

of ownership to NCI during NCI at the end
Principal place interest held by the reporting of the reporting Dividends paid
Name of Subsidiary of business NCI period period to NCI
31 March 2019:
Club Chinois Pte Ltd Singapore 25% 195,492 459,423 150,000

Tung Lok Xihe Restaurant Singapore 40% 174,562 506,868 56,000
Pte. Ltd.
My Humble House Xihe People’s 30% 1,422,774 161,071 –
(Beijing) Restaurant Republic of
Company Ltd. China
There are no significant restrictions on the Group’s ability to use or access assets and settle liabilities of the
subsidiaries with material NCI.

(B) Interests in subsidiaries with material non-controlling interest (“NCI”) (cont’d)
Summarised financial information about subsidiaries with material NCI
Summarised financial information in respect of each of the Group’s subsidiaries that has material non-controlling interests is set out below,
which has been prepared in accordance with SFRS(I).
Summarised balance sheets
My Humble
House Xihe
(Beijing)
Tung Lok Xihe Restaurant Pte. Tung Lok Arena Restaurant
Club Chinois Pte Ltd Ltd. Pte Ltd Company Ltd.
2020 2019 2020 2019 2020 2019
$ $ $ $ $ $
Current
Assets 3,210,032 3,224,255 1,357,818 2,283,068 1,602,646 4,730
Liabilities (1,789,657) (1,529,465) (1,567,536) (1,184,354) (871,211) (9,002)
Net current assets/(liabilities) 1,420,375 1,694,790 (209,718) 1,098,714 731,435 (4,272)
Non-current
Assets 1,672,274 300,425 657,295 381,415 434,923 –
Liabilities (684,275) (157,525) (207,330) (212,959) (84,971) –
Net non-current assets 987,999 142,900 449,965 168,456 349,952 –
Net assets/(liabilities) 2,408,374 1,837,690 240,247 1,267,170 1,081,387 (4,272)

101
102
(B) Interests in subsidiaries with material non-controlling interest (“NCI”) (cont’d)
Summarised financial information about subsidiaries with material NCI (cont’d)
Summarised statements of comprehensive income
My Humble
House Xihe
(Beijing)
Tung Lok Xihe Restaurant Pte. Tung Lok Arena Restaurant
Club Chinois Pte Ltd Ltd. Pte Ltd Company Ltd.
2020 2019 2020 2019 2020 2019
$ $ $ $ $ $
Revenue 9,066,007 10,101,997 8,815,223 10,404,463 4,296,934 118,627
Profit/(loss) before tax 664,272 942,435 (56,727) 522,147 263,672 4,751,685

Income tax (expense)/benefit (93,587) (160,467) 29,804 (85,742) (9,897) (9,105)
Profit/(loss) after tax,
representing total
comprehensive income for
the year 570,685 781,968 (26,923) 436,405 253,775 4,742,580

Other summarised information
Net cash flows from/(used in)

operations 1,448,618 1,023,825 645,297 755,883 611,039 (741,430)
17. Joint venture
Group
2020 2019
$ $
Unquoted equity shares, at cost – 800,000

Share of post-acquisition reserves – (146,403)
Total – 653,597
Details of the joint venture of the Group are set out below:
Country of
incorporation/ Proportion of equity
Name of Joint venture operation Principal activities held by the Group
2020 2019
% %
Held by Tung Lok Millennium Pte Ltd
T & T Gourmet Cuisine Pte. Ltd. Singapore Food manufacturer – 50
On 2 August 2019, Tung Lok Millennium Pte Ltd transferred all its shareholdings in T & T Gourmet Cuisine Pte. Ltd. to
the other shareholder for a consideration of $1,150,000 (Note 28). The gain of disposal of $691,737 was recognised
under other operating income (Note 5).

17. Joint venture (cont’d)
Summarised financial information in respect of T & T Gourmet Cuisine Pte. Ltd. based on its SFRS(I) financial statements,
and reconciliation with the carrying amount of the investment in the consolidated financial statements are as follows:
T & T Gourmet Cuisine

Pte. Ltd.
As at 2 August
2019 2019
$ $
Cash and bank balances – 500,343

Trade receivables – 480,295
Other receivables and prepayments – 166,052
Inventories – 625,766
Current assets – 1,772,456
Non-current assets – 223,373
Total assets – 1,995,829
Current liabilities – 653,317

Non-current liabilities – 35,318
Total liabilities – 688,635
Net assets – 1,307,194
Proportion of the Group’s ownership 50%
Group’s share of net assets representing carrying amount of the investment – 653,597
Revenue 1,267,786 6,031,297

Cost of sales and operating expenses (1) (1,828,812) (5,594,631)
Profit before tax (561,026) 436,666
Income tax benefit/(expense) 32,998 (47,482)
(Loss)/profit after tax, representing total comprehensive income for the year (528,028) 389,184
Group’s share of net results (net of tax) (264,014) 194,592
Included in cost of sales and operating expenses is depreciation expense of $39,149 (2019: $157,391).
(1)
In the previous financial year, an interim dividend (exempt one-tier) of $450,000 was received from T & T Gourmet
Cuisine Pte. Ltd.

18. Associates
Group
2020 2019
$ $
Unquoted equity shares, at cost 2,168,140 2,418,141

Share of post-acquisition reserves (1,209,103) (924,257)
Total 959,037 1,493,884
During the financial year, there was a reduction of capital by an associate amounting to $250,000 which $100,000
remains unpaid at the end of reporting period. In addition, dividends (exempt one-tier) of $375,000 was received from
associates.
Details of the associates of the Group are set out below:
Country of
incorporation/ Proportion of equity
Name of associate operation Principal activities held by the Group
2020 2019
% %
Held by Tung Lok (China) Holdings Pte. Ltd.
Shanghai Jinjiang Tung Lok Catering Management People’s Republic Restaurateur 49 49

Inc. (1) of China
Beijing Xihe Tung Lok Restaurant Company People’s Republic Restaurateur 40 40

Ltd. (1) of China
Held by TLG Asia Pte. Ltd.
Singapore Seafood Republic Pte. Ltd. (“SSRPL”) (2) Singapore Restaurateur 27 27
Seafood Republic Pte. Ltd. (“SRPL”) (2) Singapore Restaurateur 20 20

(1)
Not material to the Group and names of auditing firm are not required to be disclosed pursuant to Catalist Listing Rule 717.

(2)
Audited by Deloitte & Touche LLP, Singapore

18. Associates (cont’d)
Aggregate information about the Group’s investments in associates that are not individually materials are as follows:
Group
2020 2019
$ $
Profit after tax representing total comprehensive income 612,350 1,637,679
The audited financial statements of SSRPL and SRPL are made up to 30 September each year. For the purpose of
applying the equity method of accounting, the unaudited management accounts of SSRPL and SRPL for the years ended
31 March 2020 and 2019 have been used.
19. Investment in unquoted equities
(a) Financial instruments as at 31 March 2020
Group
2020 2019
$ $
At fair value through profit or loss
- Equity securities (unquoted) – –
(b) Financial instruments
Group
2020 2019
$ $
Investment in unquoted equities
- Equity securities (unquoted) 81,210 81,210
Amount written off in prior years (81,210) (81,210)
– –
The investment in unquoted equities consist of investments in PT Taipan Indonesia and PT Ming Cipta Rasa,
incorporated in Indonesia and Circular Dragon Pte. Ltd., incorporated in Singapore. These companies are engaged in
restaurateur activities.

20. Property, plant and equipment
Furniture,
fixtures and Kitchen Leasehold Motor Work-in-
Group equipment equipment property vehicles progress Total
$ $ $ $ $ $
Cost:
At 1 April 2018 28,480,719 9,085,266 4,405,867 1,780,570 523,285 44,275,707
Additions 1,561,691 577,929 – 247,995 – 2,387,615
Reclassification 523,285 – – – (523,285) –
Write-off (2,933,742) (912,970) – – – (3,846,712)
Disposal (1,376) – – (126,405) – (127,781)
Exchange differences (96,930) (25,648) – – – (122,578)
At 31 March 2019 and
1 April 2019 27,533,647 8,724,577 4,405,867 1,902,160 – 42,566,251
Effect of adoption of SFRS(I) 16
leases (Note 26) – – – (1,185,255) – (1,185,255)
At 1 April 2019 (adjusted) 27,533,647 8,724,577 4,405,867 716,905 – 41,380,996
Additions 2,217,666 721,950 – – – 2,939,616
Write-off (2,100,480) (439,665) – – – (2,540,145)
At 31 March 2020 27,650,833 9,006,862 4,405,867 716,905 – 41,780,467
Accumulated depreciation:
At 1 April 2018 23,923,804 7,791,848 1,299,802 1,248,607 – 34,264,061
Depreciation 1,135,527 433,572 88,117 291,140 – 1,948,356
Write-off (2,569,395) (849,004) – – – (3,418,399)
Disposal (172) – – (126,405) – (126,577)
1 April 2019 22,406,118 7,352,638 1,387,919 1,413,342 – 32,560,017
Effect of adoption of SFRS(I) 16
leases (Note 26) – – – (696,437) – (696,437)
At 1 April 2019 (adjusted) 22,406,118 7,352,638 1,387,919 716,905 – 31,863,580
Depreciation 1,125,446 471,098 88,117 – – 1,684,661
Write-off (1,955,938) (435,936) – – – (2,391,874)
At 31 March 2020 21,575,626 7,387,800 1,476,036 716,905 – 31,156,367

20. Property, plant and equipment (cont’d)
Furniture,
fixtures and Kitchen Leasehold Motor Work-in-
Group equipment equipment property vehicles progress Total
$ $ $ $ $ $
Impairment:
At 1 April 2018 2,561,395 309,128 – – – 2,870,523
Write-off (359,071) (61,280) – – – (420,351)
1 April 2019 2,188,757 245,978 – – – 2,434,735
Addition 293,440 52,047 – – – 345,487
Write-off (102,874) – – – – (102,874)
At 31 March 2020 2,379,323 298,025 – – – 2,677,348
Carrying amount:
At 31 March 2019 2,938,772 1,125,961 3,017,948 488,818 – 7,571,499
At 31 March 2020 3,695,884 1,321,037 2,929,831 – – 7,946,752
The recoverable amount of the relevant assets of the restaurants has been determined on the basis of their value in use.
The discount rate used in measuring value in use was 9.0% (2019: 10.5%) per annum. The management has assessed
that the sales growth rate of the relevant restaurants ranged between (36.1%) to 5.0% (2019: 0.5% to 5.1%) per annum.
In deriving the value in use, the management has also taken into consideration of the various supports such as jobs
support scheme funded by Singapore Government. During the financial year, the Group has provided an allowance of
impairment loss amounting to $345,487 as certain subsidiaries have been incurring losses since past years.
Leasehold property with carrying amount of $2,929,831 (2019: $3,017,948) has been pledged to secure bank loans
(Note 24). Management has estimated the fair value of the leasehold property to be approximately $6,100,000 as at 31
March 2020 (2019: $7,800,000).
The valuation of leasehold property is based on comparable market prices that consider similar properties that have
been transacted in the open market, which is classified under Level 2 of the fair value hierarchy.
Details of the leasehold property as at 31 March 2020 are as follows:
Location Type of premises Land area Tenure

(sq ft)
20 Bukit Batok Crescent Office cum factory building 23,659 60 years commencing
#11-05 to 09, 18 13 March 1997
Enterprise Centre
Singapore 658080

21. Trade payables
Group
2020 2019
$ $
Outside parties 2,786,562 2,328,258

Related parties 40,927 21,829
Total 2,827,489 2,350,087
The average credit period on purchase of goods is 30 days (2019: 30 days).
22. Other payables
Group Company
2020 2019 2020 2019
$ $ $ $
Other payables (current)

Refundable security deposits 201,325 264,304 – –
Deferred revenue (a) 1,135,311 1,092,654 – –
Deferred grant income (b) 1,517,646 – – –
Accrued expenses (c) 3,776,693 4,482,251 35,400 24,113
A related party (d) 15,874 43,839
Financial guarantee contracts (e) – – 201,038 230,982
Purchase of property, plant and equipment 108,846 87,754 – –
Others (f) 1,867,304 989,939 858 428
Total 8,622,999 6,960,741 237,296 255,523
Other payables (non-current)

Deferred revenue (a) 269,786 – – –
Loans from non-controlling interests in subsidiaries (g) 1,406,907 1,562,135 – –
Accrued expenses (c) 1,562,890 1,589,364 – –
Total 3,239,583 3,151,499 – –
Total other payables 11,862,582 10,112,240 237,296 255,523

22. Other payables (cont’d)
(a) Deferred revenue mainly consists of loyalty points issued on the Group’s Tung Lok First Card Scheme, prepaid
franchise income received from franchisees and advertising and promotion cash funding extended by credit card
companies. Under the Tung Lok First Card Scheme, card members dining at the Group’s restaurants are entitled
to receive loyalty points depending on their level of spending, which can be used to offset subsequent spending.
(b) Deferred grant income consists of the jobs support scheme funded by Singapore Government.
(c) Included in accrued expenses which consist of mainly payroll expenses and utility charges, as well as an amount
of $1,562,890 (2019: $1,558,351) being provision for reinstatement costs of premises.
(d) The related party is affiliated to a corporate shareholder of the Company. The amount is unsecured and interest-
free.
(e) The Company is a party to certain financial guarantees which it provides to banks in respect of credit facilities
extended to these subsidiaries. Deemed guarantee fee has been accrued on guarantees issued to banks.
(f) Included in others, other than those highlighted above, are payables to non-trade creditors for other operating
expenses.
(g) The loans from non-controlling interests in subsidiaries are unsecured and interest-free. Current loans are
repayable on demand and non-current loans have an average repayment term of 5 years.
23. Finance leases
Group
2019
Minimum lease Present
payments value
$ $
Amounts payable under finance leases:

Within one year 208,667 181,628
In the second to fifth year inclusive 295,404 257,157
504,071 438,785
Less: Future finance charges (65,286) –
Present value of lease obligations 438,785 438,785
Less: Amount due for settlement within 12 months (shown under current liabilities) (181,628)
Amount due for settlement after 12 months 257,157
In the previous financial year, the carrying amount of motor vehicle of the Group which were acquired under finance
lease as at 31 March 2019 was $488,818. These assets have been reclassified to right-of-use assets as at 1 April 2019.
Accordingly, finance lease of $438,785 have been reclassified to lease liabilities as at 1 April 2019. The effective interest
rate of finance lease was 2.98% per annum.
The fair value of the Group’s lease obligations approximates their carrying amount.
The Group’s obligations under finance leases are secured by way of corporate guarantees issued by the Company and
plant and equipment (Note 20).

24. Bank loans
Group
2020 2019
$ $
Bank loans 1,591,905 1,751,522
The borrowings are repayable as follows:
On demand or within one year 161,573 160,314

After one year but within five years 694,023 679,473
After five years 736,309 911,735
1,591,905 1,751,522
Less: Amount due for settlement within 12 months (shown under current liabilities) (161,573) (160,314)
Amount due for settlement after 12 months 1,430,332 1,591,208
The Group has the following principal bank loans:
(a) a loan of $1,230,739 (2019: $1,361,543). The loan was drawn down in August 2013. Repayment commenced
in September 2013 and will continue until August 2028. The loan carries effective interest rate at 2.58% (2019:
1.92%) per annum, which is commercial financing rate less 3.47% (2019: commercial financial rate less 3.77%).
(b) a loan of $361,166 (2019: $389,979). The loan was drawn down in December 2010. Repayment commenced
in January 2011 and will continue until December 2030. The loan carries effective interest rate at 2.58% (2019:
1.92%) per annum, which is commercial financial rate less 3.47% (2019: commercial financial rate less 3.77%).
The bank loans are secured by way of:
(i) a charge over the leasehold property of a subsidiary as disclosed in Note 20 to the financial statements; and
(ii) a corporate guarantee issued by the Company.
Management estimates the fair value of the above loans to approximate their carrying amounts.
A reconciliation of liabilities arising from financing activities is as follows:
Effect of
adoption of
SFRS(I) 16
leases
2019 Cash flow (Note 26) Others 2020
$ $ $ $ $
Bank loans
- current 160,314 (159,617) – 160,876 161,573
- non-current 1,591,208 – – (160,876) 1,430,332
Obligation under finance leases (Note 23)

- current 181,628 – (181,628) – –
- non-current 257,157 – (257,157) – –
2,190,307 (159,617) (438,785) – 1,591,905

25. Deferred tax assets
The following are the major deferred tax assets recognised by the Group and the movement thereon during the year:
Accelerated
tax
Group depreciation Others Tax losses Total
$ $ $ $
At 1 April 2018 (69,884) (161,299) (86,709) (317,892)

(Credited)/charged to profit or loss for the year
(Note 8) (18,890) (145,745) 53,145 (111,490)
At 31 March 2019 and 1 April 2019 (88,774) (307,044) (33,564) (429,382)
(Credited)/charged to profit or loss for the year
(Note 8) (78,559) 95,611 (33,334) (16,282)
At 31 March 2020 (167,333) (211,433) (66,898) (445,664)
26. Leases
The Group has lease contracts for outlets, equipment and motor vehicles. The Group’s obligations under these leases
are secured by the lessor’s title to the leased assets. The Group is restricted from assigning and subleasing the leased
assets. The contract includes extension option which is further discussed below.
The Group also has certain leases of office equipment with lease terms of 12 months or less and leases of office
equipment with low value. The Group applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition
exemptions for these leases.
(a) Carrying amount of right-of-use assets
Outlets Equipment Motor Vehicle Total

$ $ $ $
Cost:
As at 1 April 2019 17,506,858 524,851 1,185,255 19,216,964
Additions 7,180,825 273,746 136,555 7,591,126
Termination (487,576) – – (487,576)
As at 31 March 2020 24,200,107 798,597 1,321,810 26,320,514
Accumulated depreciation:
As at 1 April 2019 – – 696,437 696,437
Depreciation 8,917,748 234,795 211,283 9,363,826
Termination (243,788) – – (243,788)
As at 31 March 2020 8,673,960 234,795 907,720 9,816,475
Impairment:
As at 1 April 2019 – – – –
Additions 130,000 – – 130,000
As at 31 March 2020 130,000 – – 130,000
Carrying amount:
As at 1 April 2019 17,506,858 524,851 488,818 18,520,527
As at 31 March 2020 15,396,147 563,802 414,090 16,374,039

26. Leases (cont’d)
(a) Carrying amount of right-of-use assets (cont’d)
During the financial year, the recoverable amount of the right-of-use assets of the restaurants has been
determined on the basis of their value in use. The discount rate used in measuring value in use was 9.0% per
annum. The management has assessed that the sales growth rate of the relevant restaurants ranged between
(36.1%) to 5.0% per annum. In deriving the value in use, the management has also taken into consideration of
the various supports such as jobs support scheme funded by Singapore Government. During the financial year,
the Group has provided an allowance of impairment loss amounting to $130,000 as certain subsidiaries have
been incurring losses since past years.
(b) Lease liabilities
The carrying amounts of lease liabilities and the movements during the year are disclosed as below and the
maturity analysis of lease liabilities is disclosed in Note 33(d).
Group
$
Cost:
As at 1 April 2019 18,377,672
Additions 7,528,553
Accretion of interest 487,507
Lease payments:
Principal portion (9,015,694)
Interest portion (487,507)
Termination (243,788)
As at 31 March 2020 16,646,743
Current 8,116,709
Non-current 8,530,034
(c) Amounts recognised in profit or loss
2020
$
Depreciation of right-of-use assets (Note 6) 9,363,826

Interest expenses on lease liabilities (Note 7) 487,507
Impairment loss of right-of-use assets (Note 6) 130,000
Non-lease component payments 3,050,765
Total amount recognised in profit or loss 13,032,098
At the end of reporting date, the incremental borrowing rates applied ranged between 2.48% to 2.78% for the
leases of premises and retail outlets located in Singapore. The Group leases certain items of motor vehicles under
finance leases and the effective interest rate was 2.98%.
The Group’s lease liabilities of $374,116 was secured over motor vehicles (Note 26(a)).

26. Leases (cont’d)
(d) Total cash outflow
The Group had total cash outflow for leases of $12,553,966 during the financial year. The Group also had non-
cash additions to right-of-use assets and lease liabilities of $7,591,126 and $7,528,553 respectively during the
financial year.
(e) Future cash outflow which are not capitalised in lease liabilities
(i) Non-lease component payments
The leases for food and beverage outlets contain advertising and promotion expenses, service charges
and variable lease payments that are based on a percentage of sales generated by the outlets, on top of
the fixed lease payments. Overall, non-lease component payments recognised as expense in profit or loss
amounted to $3,050,765 (2019: $2,997,913), of which $586,115 (2019: $743,612) pertained to contingent
rental incurred during the financial year.
(ii) Extension options
The Group has several lease contracts that include extension and termination options. These options are
negotiated by management to provide flexibility in managing the leased-asset portfolio and aligh with the
Group’s business needs. Management exercises judgement in determining whether these extensions and
termination options are reasonably certain to be exercised.
Set out below are the undiscounted potential future rental payments relating to periods following the
exercise date of extension and termination options that are not included in the lease term:
Within five More than five

years years Total
$ $ $
Extension options expected not to be exercised 698,573 17,935 716,508
27. Share capital
Group and Company

2020 2019 2020 2019
Number of ordinary shares $ $
Issued and paid up:

At the beginning and end of the financial year 274,400,000 274,400,000 28,450,434 28,450,434
The Company has only one class of shares which are the ordinary shares. The ordinary shares have no par value, carry
one vote per share without restrictions and carry a right to dividends as and when declared by the Company.

28. Related party transactions
Certain transactions and arrangements of the Group are with related parties and the effects of these on the basis
determined between the parties are reflected in these financial statements. The balances are unsecured, interest-free
and repayable upon demand unless otherwise stated.
Transactions between the Company and its subsidiaries have been eliminated on consolidation and are not disclosed in
this note. Details of transactions between the Group and related parties are disclosed below.
Significant intercompany transactions, other than those disclosed elsewhere in the notes to the financial statements, are
as follows:
Group
2020 2019
$ $
With joint venture
Purchase of food and beverages 793,881 994,482

Proceeds from disposal of investment in joint venture 1,150,000 –
With companies in which certain directors have financial interests
Interest income – 11,999
With corporate shareholder of certain subsidiary
Sale of food and beverages 37,828 55,025
With corporate shareholders of the Company
Sale of food and beverages 362,765 154,905

Purchase of food, beverages and services 156,964 333,229
Rental expenses 1,117,166 3,145,899
Payment of principal portion of lease liabilities 1,945,442 –
Interest paid in relation to lease liabilities 89,902 –
With a shareholder of the Company
Recovery of expenses from a shareholder 365,681 149,417
Compensation of key management personnel
Short-term employee benefits 1,488,818 1,657,615

Central Provident Fund Contributions 110,630 104,206
Total 1,599,448 1,761,821
Comprise amounts paid to:

Directors of the Company 482,924 565,845
Other key management personnel 1,116,524 1,195,976
Total 1,599,448 1,761,821

29. Segment information
Reportable segment
Information reported to the Group’s chief operating decision maker for the purposes of resource allocation and
assessment of segment performance is specifically focused on the restaurant business which forms the basis of
identifying the operating segments of the Group under SFRS(I) 8 Operating Segments. Management has determined the
operating segments based on the reports reviewed by the Board of Directors (“BOD”) that are used to make strategic
decisions.
For the management purposes, the Group is organised into business units based on their products and services, and has
four reportable operating segments as follows:
a. The restaurant segment is in the business of operating restaurants.
b. The catering segment is in the business of providing catering services.
c. The manufacturing segment pertains to central kitchen function that supports the restaurant segment of the
Group as well as OEM products to third parties.
d. The others segment comprises of the corporate services, treasury functions, investment holding activities and
franchising activities.
Management monitors the operating results of its business units separately by making decision about allocation of
resources and assessment of performance of each segment.
Inter-segment sales are measured on the basis that the entity actually uses to price the transfers. Internal transfer
pricing policies of the Group are as far as practicable based on market prices. The accounting policies of the reportable
segment are the same as the Group’s accounting policies described in Note 2. Segment profit or loss represents the
profit or loss earned/incurred by each segment without allocation of control administration costs and directors’ salaries.
The segment information provided to the management for the reportable segments are as follows:

29. Segment information (cont’d)
(a) Business segment
Restaurant Catering Manufacturing

2020 operations operations operations Others Elimination Total
$ $ $ $ $ $
Revenue
Revenue from external customers 66,533,740 8,645,173 1,449,125 1,477,503 – 78,105,541
Inter-segment revenue 34,500 580,101 6,006,147 3,218,461 (9,839,209) –
Total segment revenue 66,568,240 9,225,274 7,455,272 4,695,964 (9,839,209) 78,105,541
Results
(Loss)/profit from operations (1,747,012) (738,995) 714,349 (305,803) – (2,077,461)
Finance costs (467,015) (38,087) (51,516) (7,205) – (563,823)
Finance income 43,620 – – 11,774 – 55,394
Share of loss of joint venture – – (264,014) – – (264,014)
Share of profit of associates 95,164 – – – – 95,164
Segment (loss)/profit before tax (2,075,243) (777,082) 398,819 (301,234) – (2,754,740)
Income tax benefit 20,297
Loss for the year (2,734,443)
Loss for the year has been arrived after charging:
Depreciation of property, plant and equipment (1,177,353) (217,511) (191,411) (98,386) – (1,684,661)
Depreciation of right-of-use assets (8,251,679) (560,508) (189,282) (362,357) – (9,363,826)
Impairment loss of property, plant and
equipment (345,487) – – – – (345,487)
Impairment loss of right-of-use assets (130,000) – – – – (130,000)
Write-off of plant and equipment (45,397) – – – – (45,397)
Loss on foreign exchange - unrealised (15,701) – – (693) – (16,394)
Gain arising from strike off of a subsidiary 254,380 – – – – 254,380
Gain on disposal of investment in a joint
venture – – 691,737 – – 691,737
Allowance for expected credit losses -
non-trade receivables – – – (197,668) – (197,668)
Total assets for reportable segments 31,200,702 3,108,683 4,250,094 6,056,426 – 44,615,905
Total liabilities for reportable segments 26,416,350 1,917,121 2,216,321 2,397,021 – 32,946,813
Investment in associates 959,037 – – – – 959,037

Capital expenditure on plant and equipment 2,652,214 74,237 47,685 165,480 – 2,939,616
117
118
(a) Business segment (cont’d)
Restaurant Catering Manufacturing

2019 operations operations operations Others Elimination Total
$ $ $ $ $ $
Revenue
Revenue from external customers 69,130,517 8,462,804 1,333,945 1,700,387 – 80,627,653
Inter-segment revenue (23,898) 116,249 6,118,340 3,478,792 (9,689,483) –
Total segment revenue 69,106,619 8,579,053 7,452,285 5,179,179 (9,689,483) 80,627,653
Results
Profit/(loss) from operations 1,882,782 (1,074,733) (67,361) (201,655) – 539,033

Finance costs (119,241) (28,027) (34,935) (2,781) – (184,984)
Finance income 60,345 – – 32,980 – 93,325
Share of profit of joint venture – – 194,592 – – 194,592
Share of profit of associates 403,313 – – – – 403,313
Segment profit/(loss) before tax 2,227,199 (1,102,760) 92,296 (171,456) – 1,045,279
Income tax expense (33,203)
Profit for the year 1,012,076
Profit for the year has been arrived after charging:

Depreciation (1,154,710) (371,075) (219,628) (202,943) – (1,948,356)
Waiver of liabilities by a non-controlling
shareholder in a subsidiary 1,561,699 – – – – 1,561,699
Write-off of plant and equipment (7,962) – – – – (7,962)
(Loss)/gain on disposal of plant and equipment (704) – – 3,000 – 2,296
Loss on foreign exchange - unrealised (79,858) – – (403) – (80,261)
Total assets for reportable segments 16,719,859 2,601,594 5,136,251 5,298,617 – 29,756,321
Total liabilities for reportable segments 10,773,259 1,218,958 2,046,961 737,719 – 14,776,897
Investment in joint venture – – 653,597 – – 653,597

Investment in associates 1,493,884 – – – – 1,493,884
Capital expenditure on plant and equipment 1,145,879 928,033 39,780 273,923 – 2,387,615
(b) Geographical information
The Group operates in Singapore and the People’s Republic of China.
The following table provides an analysis of the Group’s revenue from external customers based on the
geographical location where revenue is generated:
Group
Sales revenue by
geographical market
2020 2019
$ $
Singapore 78,105,541 80,509,026

People’s Republic of China – 118,627
Total 78,105,541 80,627,653
The following is an analysis of the carrying amount of segment assets (non-current assets excluding financial
instruments, investments in joint venture and associates) analysed by the geographical location in which the
assets are located:
Group
Non-current assets
2020 2019
$ $
Singapore 24,320,793 7,571,499

Total 24,320,793 7,571,499
The non-current assets comprise property, plant and equipment and right-of-use assets.
Information about major customers
The revenue is spread over a broad base of customers.

30. Contingent liabilities
Group Company
2020 2019 2020 2019
$ $ $ $
Corporate guarantees issued for bank facilities,
finance lease facilities and corporate loans granted
to subsidiaries – – 1,591,905 1,751,522
Letters of undertaking to provide financial support to
loss making subsidiaries and an associate – – 9,846,113 5,072,832
Total – – 11,438,018 6,824,354
Management is of the opinion that the fair value of the above corporate guarantees is not material.
The Directors and the Management are satisfied that, barring any unforeseen circumstances, taking into account the
Group’s financial position in terms of the net asset value, available cash and bank balances, availability of future cash
flows from the Group’s operations and bank’s credit facilities as well as reliefs from various support measures from the
Singapore Government, the Group will be able to meet its short-term obligations for the next 12 months as and when
they fall due.
31. Operating lease arrangements
The Group lease outlets and equipment under non-cancellable operating lease agreements. The leases have varying
terms, escalation clauses and renewal rights. Certain leases also provide for contingent rentals based on certain
percentages of sales.
As at 31 March 2019, the future minimum lease payments payable under non-cancellable operating leases contracted
for but not recognised as liabilities at the reporting date, are payable as follows:
2019
$
Not later than one year

- non-related parties 8,146,617
- a related party (Note A) 2,808,604
Sub-total 10,955,221
Later than one year but not later than five years
- non-related parties 10,433,635
- a related party (Note A) 2,453,499
Sub-total 12,887,134
Total 23,842,355
Note A: The related party is a corporate shareholder of the Company.
As disclosed in Note 2.2, the Group has adopted SFRS(I) 16 on 1 April 2019. These lease payments have been
recognised as right-of-use assets and lease liabilities on the balance sheets as at 1 April 2019, except for short-term and
low-value leases.

32. Categories of financial instruments
The following table sets out the financial instruments as at the end of the reporting period:
Group Company
2020 2019 2020 2019
$ $ $ $
Financial assets
At amortised cost:
Cash and bank balances 9,750,229 12,134,376 1,466,208 3,326,506
Trade receivables 1,673,506 2,181,235 – –
Other receivables 4,108,961 1,193,848 3,222 5,260
Advances to subsidiaries (Note 16(A)) – – 8,848,639 8,443,463
Long-term security deposits 1,128,038 1,411,510 – –
Total 16,660,734 16,920,969 10,318,069 11,775,229
Financial liabilities
At amortised cost:
Trade payables 2,827,489 2,350,087 – –
Other payables 7,376,949 7,461,236 36,258 24,541
Finance leases – 438,785 – –
Bank loans 1,591,905 1,751,522 – –
Lease liabilities 16,646,743 – – –
Total 28,443,086 12,001,630 36,258 24,541
Financial guarantee contracts – – 201,038 230,982
The Company has issued corporate guarantees to banks for borrowings of its subsidiary, where the Company is required
to reimburse the banks if the subsidiary fails to make principal or interest payments when due in accordance with the
terms of its borrowings.
Financial guarantees are initially recognised at their fair values and are subsequently amortised to profit or loss over
the period of the subsidiary’s borrowings, unless it is probable that the Company will reimburse the bank for an amount
higher than the unamortised amount.
Fair value of the financial guarantees is estimated using market lending rate for similar type of loan guarantee
arrangement as at the end of the reporting period.

33. Financial risks management objectives and policies
The Group has documented financial risk management policies. These policies set out the Group’s overall business
strategies and its risk management philosophy. The Group’s overall financial risk management programme seeks to
minimise potential adverse effects of financial performance of the Group. Management provides written principles for
overall financial risk management and written policies covering specific areas, such as market risk (including interest rate
risk and foreign exchange risk), credit risk, liquidity risk and investing excess cash.
The Group does not hold or issue derivative financial instruments for speculative purposes.
There has been no change to the Group’s exposure to these financial risks or the manner in which it manages and
measures the risk. Financial risk exposures are measured using sensitivity analysis indicated below.
(a) Foreign exchange risk management
The Group operates principally in Singapore and has certain operations in the People’s Republic of China,
giving rise to certain exposures to market risk from changes in foreign exchange rates primarily with respect to
Renminbi. The Group relies on the natural hedges between such transactions.
The Group has some investments in foreign entities whose net assets are denominated in Renminbi.
The Group does not enter into any derivative contracts to hedge the foreign exchange risk on such net
investments. The Group’s monetary assets and monetary liabilities are largely denominated in the respective
Group entities’ functional currencies.
As the Group’s principal operations are in Singapore, it is not significantly exposed to foreign exchange risk and
thus foreign currency risk sensitivity analysis has not been disclosed.
(b) Interest rate risk management
The Group’s exposure to interest rate risks relate mainly to its bank loans of $1,591,905 (2019: $1,751,522). The
interest rates are determined at the respective banks’ prime lending rate plus an applicable margin. The Group
currently does not use any derivative financial instruments to manage its exposure to changes in interest rates.
Interest rate sensitivity
The sensitivity analysis below has been determined based on the exposure to interest rates for instruments at
the end of the reporting period and the stipulated change taking place at the beginning of the financial year
and held constant throughout the reporting period in the case of instruments that have floating rates. A 50 basis
point increase or decrease is used when reporting interest rate risk internally to key management personnel and
represents management’s assessment of the possible change in interest rates.
If interest rates had been 50 basis points higher or lower and all other variables were held constant, the Group’s
profit for the year ended 31 March 2020 would decrease/increase by approximately $8,000 (2019: $8,800)
respectively. This is mainly attributable to the Group’s exposure to interest rates on its variable rate borrowings.

33. Financial risks management objectives and policies (cont’d)
(c) Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss
to the Group. The Group has adopted a policy of only dealing with creditworthy counterparties as a means of
mitigating the risk of financial loss from defaults.
The Group’s credit risk is primarily attributable to its cash and bank balances, trade and other receivables and
advances to associates. Liquid funds are placed with banks with high credit ratings. The credit risk with respect
to the trade receivables is limited as the Group’s revenue is generated mainly from cash and credit card sales.
Where transactions are conducted other than on a cash basis, the Group practises stringent credit review.
The Group considers the probability of default upon initial recognition of asset and whether there has been a
significant increase in credit risk on an ongoing basis throughout each reporting period.
The Group has determined the default event on a financial asset to be when the counterparty fails to make
contractual payments, within 180 days when they fall due, which are derived based on the Group’s historical
information.
To assess whether there is a significant increase in credit risks, the Group compares the risk of a default occurring
on an asset as at reporting date with the risk of default as at the date of initial recognition. The Group considers
available reasonable and supportive forward-looking information which includes the following indicators:
– Actual or expected significant adverse changes in business, financial or economic conditions that are
expected to cause a significant change to the borrower’s ability to meet its obligations
– Actual or expected significant changes in the operating results of the borrower
– Significant increases in credit risk on other financial instruments of the same borrower
– Significant changes in the expected performance and behaviour of the borrower, including changes in the
payment status of borrowers in the group and changes in the operating results of the borrower.
Regardless of the analysis above, a significant increase in credit risk is presumed if a debtor is more than 30 days
past due in making contractual payment.
The Group determined that its financial assets are credit-impaired when:
– There is significant difficulty of the issuer or the borrower
– A breach of contract, such as a default or past due event
– It is becoming probable that the borrower will enter bankruptcy or other financial reorganisation
– There is a disappearance of an active market for that financial asset because of financial difficulty
The Group categorises a loan or receivable for potential write-off when a debtor fails to make contractual
payments more than 365 days past due. Financial assets are written off when there is no reasonable expectation
of recovery, such as debtor failing to engage in a repayment plan with the Group. Where loans and receivables
have been written off, the Group continues to engage enforcement activity to attempt to recover the receivables
due. Where recoveries are made, these are recognised in profit or loss.
The following are credit risk management practices and quantitative and qualitative information about amounts
arising from expected credit losses for each class of financial assets.

(c) Credit risk management (cont’d)
Trade receivables
The Group provides for lifetime expected credit losses for all trade receivables using a provision matrix. The
provision rates are determined based on the Group’s historical observed default rates analysed in accordance to
days past by grouping of customers based on different customer profile. As at 31 March 2020, there is immaterial
credit risk losses noted.
Exposure to credit risk
The carrying amount of financial assets recorded in the financial statements, grossed up for any allowances for
losses and the exposure to defaults from financial guarantees disclosed in Note 33(d), represents the Group’s and
the Company’s maximum exposure to credit risk without taking into account the value of any collateral obtained.
Other than the amount due from related parties, the Group has no significant concentration of credit risk. Trade
receivables are spread over a broad base of customers.
Financial assets that are neither past due nor impaired
Trade and other receivables, including advances to associate that are neither past due nor impaired are
creditworthy debtors with good payment record with the Group. Cash and cash equivalent are placed with or
entered into with reputable financial institutions with high credit ratings and no history of default.
Financial assets that are either past due nor impaired
Information regarding financial assets that are either past due or impaired is disclosed in Notes 12 and 13 above.
(d) Liquidity risk management
The Group funds its operations through a mixture of internal funds, bank borrowings and other fund raising
exercises. The Group reviews regularly its liquidity reserves comprising free cash flows from its operations and
undrawn credit facilities from banks.
The Group has a cash pooling system whereby excess liquidity is equalised internally through intercompany
accounts. Depending on the specifics of the funding requirements, funding for its operating subsidiaries may be
either sourced directly from the Group’s bankers or indirectly through the Company.
The Group and the Company are dependent on the availability of future cash flows from the Group’s restaurant
operations and any unutilised credit facilities given by the banks.
During the financial year ended 31 March 2020, the directors have taken steps to improve the Group’s and
Company’s working capital position and cash inflow from their operating activities.
In respect of the corporate guarantees in Note 30, the maximum amount the Company would be forced to settle
if the full guaranteed amount is claimed by the counterparty is $1,591,905 (2019: $1,751,522). The earliest period
that the guarantee could be called is within 1 year (2019: 1 year) from the end of the reporting period. The
Company considers that it is more likely than not that no amount will be payable under the arrangement.

(d) Liquidity risk management (cont’d)
Analysis of financial instruments by remaining contractual maturities
The table below summarises the maturity profile of the Group’s and the Company’s financial assets used for
managing liquidity risk and financial liabilities at the end of the reporting period based on contractual
undiscounted repayment obligations.
Group On demand or Within 2 to After

2020 within 1 year 5 years 5 years Adjustment Total
$ $ $ $ $
Financial assets:
Cash and bank balances 9,750,229 – – – 9,750,229
Trade receivables 1,673,506 – – – 1,673,506
Other receivables 4,108,961 – – – 4,108,961
Long-term security deposits – 1,128,038 – – 1,128,038
Total undiscounted financial
assets 15,532,696 1,128,038 – – 16,660,734
Financial liabilities:
Trade payables 2,827,489 – – – 2,827,489
Other payables 5,970,042 1,570,000 – (163,093) 7,376,949
Lease liabilities 8,425,001 8,293,599 564,810 (636,667) 16,646,743
Bank loans 204,590 818,359 780,119 (211,163) 1,591,905
liabilities 17,427,122 10,681,958 1,344,929 (1,010,923) 28,443,086
Total net undiscounted

financial (liabilities)/assets (1,894,426) (9,553,920) (1,344,929) 1,010,923 (11,782,352)

Group On demand or Within 2 to After

$ $ $ $ $
Financial assets:
Trade receivables 2,181,235 – – – 2,181,235
Other receivables 846,658 347,190 – – 1,193,848
Long-term security deposits – 1,411,510 – – 1,411,510
assets 15,162,269 1,758,700 – – 16,920,969
Trade payables 2,350,087 – – – 2,350,087
Other payables 5,899,101 1,595,000 – (32,865) 7,461,236
Finance leases 208,667 295,404 – (65,286) 438,785
Bank loans 201,823 807,294 971,419 (229,014) 1,751,522
liabilities 8,659,678 2,697,698 971,419 (327,165) 12,001,630

financial assets/ (liabilities) 6,502,591 (938,998) (971,419) 327,165 4,919,339

Company On demand or Within 2 to After

$ $ $ $ $
Financial assets:
Other receivables 3,222 – – – 3,222
Loans and advances to
subsidiaries (Note 16(A)) – 10,319,938 – (1,471,299) 8,848,639
assets 1,469,430 10,319,938 – (1,471,299) 10,318,069
Other payables 36,258 – – – 36,258
liabilities 36,258 – – – 36,258

financial assets 1,433,172 10,319,938 – (1,471,299) 10,281,811
2019
Financial assets:
Other receivables 5,260 – – – 5,260
Loans and advances to
subsidiaries (Note 16(A)) – 9,310,079 – (866,616) 8,443,463
assets 3,331,766 9,310,079 – (866,616) 11,775,229
Other payables 24,541 – – – 24,541
liabilities 24,541 – – – 24,541

financial assets 3,307,225 9,310,079 – (866,616) 11,750,688

The table below shows the contractual expiry by maturity of the Company’s contingent liabilities and
commitments. The maximum amount of the financial guarantee contracts are allocated to the earliest period in
which the guarantee could be called.
Company On demand or Within 2 to After

$ $ $ $ $
Financial guarantee contracts
(notional amount) 1,591,905 – – – 1,591,905
2019
Financial guarantee contracts

(notional amount) 1,751,522 – – – 1,751,522
(e) Commodity price risk
Certain commodities, principally dried foodstuff, meat, fish and other seafood delicacies, are generally purchased
based on market prices established with the suppliers. Although many of the products purchased are subject to
changes in commodity prices, certain purchasing contracts or pricing arrangements contain risk management
techniques designed to minimise price volatility. Typically, the Group uses these types of purchasing techniques
to control costs as an alternative to directly using financial instruments to hedge commodity prices. Where
commodity cost increases significantly and appears to be long-term in nature, management addresses the risk by
adjusting the menu pricing or changing the product delivery strategy.
(f) Fair value of financial assets and financial liabilities
The carrying amounts of cash and bank balances, trade and other current receivables, trade and other payables
approximate their respective fair values due to the relatively short-term maturity of these financial instruments.
The fair values of other classes of financial assets and liabilities are disclosed in the respective notes to financial
statements.
The fair values of financial assets and financial liabilities are determined in accordance with generally accepted
pricing models based on discounted cash flow analysis using prices from observable current market transactions.
(g) Financial instruments subject to off-setting, enforceable master netting arrangements and similar agreements
The Group does not have any financial instruments which are subject to offsetting under enforceable master
netting arrangements or similar netting agreements.

34. Capital risk management policies and objectives
The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while
maximising the return to stakeholders through the optimisation of the debt and equity balance.
The capital structure of the Group consists of debt, which includes the borrowings disclosed in Note 24, and equity
attributable to owners of the Company, comprising issued capital, reserves net of accumulated losses.
The management does not set a target level of gearing but uses capital opportunistically to support its business and to
add value for shareholders. The key discipline adopted is to widen the margin between the return on capital employed
and the cost of that capital.
No changes were made in the objectives, policies and processes during the years ended 31 March 2020 and 31 March
2019.
The management monitors the capital on the basis of the debt-to-adjusted capital ratio. This ratio is calculated as net
debt/adjusted capital (as shown below). Net debt is calculated as total borrowings less cash and cash equivalents.
Adjusted capital comprises all components of equity (i.e. share capital and retained earnings):
Group
2020 2019
$ $
Net debt:
All current and non-current borrowings including lease liabilities 18,238,648 2,190,307
Less: cash and cash equivalents (9,750,229) (12,134,376)
Net cash 8,488,419 (9,944,069)
Adjusted capital:
Total equity 11,669,092 14,979,424
Adjusted capital 11,669,092 14,979,424

Debt-to-adjusted capital ratio 73% N.M
The Group’s policy is to keep the debt-to-adjusted capital ratio below 100%.
N.M – The Group’s cash and cash equivalents exceeded its total borrowings. Therefore, the debt-to-adjusted capital
ratio does not provide a meaningful indicator of the risk from borrowings.

35. Events occurring after the reporting period
The unprecedented COVID-19 pandemic has brought about uncertainties to the general economic environment and is
likely to affect the Group’s performance subsequent to the financial year end. The Group will continuously assess the
situation and put in place appropriate measures to minimise impact to the business.
As announced on 3 April 2020, the subsidiaries of the Company were required to adhere to the Circuit Breaker measures
imposed by the Singapore’s Multi-Ministry Taskforce from 7 April 2020 to contain the spread of COVID-19 infections in
Singapore. On 19 May 2020, the Multi-Ministry Taskforce announced that Singapore will exit the Circuit Breaker period
on 1 June 2020 and embark on a three-phased approach to resume activities safely. Majority of the subsidiaries have
currently resumed restaurant operations.
Subsequent to financial year end, the Group has secured $3,000,000 of banking facilities, bringing the total unutilised
banking facilities available for use to S$5,500,000. Additionally, the Group has also been granted 7 months of principle
payment deferment till 31 December 2020 for its existing loans.
As the situation is still evolving as at date of this report, the Company and the Group are unable to ascertain the
eventual financial impact that the COVID-19 pandemic disruption will have on the performance for the financial year
ending 31 March 2021.
36. Authorisation of financial statements
The financial statements for the year ended 31 March 2020 were authorised for issue in accordance with a resolution of
the directors on 20 July 2020.

STATISTICS OF SHAREHOLDINGS
As at 20 July 2020
Number of Issued Shares : 274,400,000

Class of Shares : Ordinary shares
Voting Rights : One vote per share
Distribution of Shareholders by size of shareholdings as at 20 July 2020
NO. OF % OF NO. OF % OF ISSUED

SIZE OF SHAREHOLDINGS SHAREHOLDERS SHAREHOLDERS SHARES SHARE CAPITAL
1 to 99 5 0.74 41 0.00
100 to 1,000 112 16.57 91,914 0.03
1,001 to 10,000 310 45.86 1,366,384 0.50
10,001 to 1,000,000 235 34.76 16,843,985 6.14
1,000,001 AND ABOVE 14 2.07 256,097,676 93.33
TOTAL 676 100.00 274,400,000 100.00
Shareholdings in the hands of public as at 20 July 2020
The percentage of shareholdings in the hands of the public was approximately 13.88% and hence the Company has complied
with Rule 723 of the SGX-ST Listing Manual – Section B: Rules of the Catalist which states that an issuer must ensure that at
least 10% of its ordinary shares is at all times held by the public.
The Company did not hold any treasury shares or subsidiary holdings as at 20 July 2020.
Twenty Largest Shareholders as at 20 July 2020
% OF ISSUED
NO. NAME OF SHAREHOLDERS NO. OF SHARES SHARE CAPITAL
1 ZHOU HOLDINGS PTE LTD 104,272,000 38.00

2 GOODVIEW PROPERTIES PTE LTD 54,015,780 19.69
3 TEE YIH JIA FOOD MANUFACTURING PTE LTD 53,531,280 19.51
4 UOB KAY HIAN PTE LTD 20,300,000 7.40
5 CITIBANK NOMINEES SINGAPORE PTE LTD 5,304,280 1.92
6 RAFFLES NOMINEES (PTE.) LIMITED 3,182,471 1.16
7 ANG TJIA LENG @ WIDJAJA LINDA ANGGRAINI 2,898,840 1.06
8 GOH CHENG LIANG 2,400,000 0.87
9 DBS NOMINEES PTE LTD 2,307,325 0.84
10 YEOW SENG (SEAFOOD) PTE LTD 1,890,000 0.69
11 CHIN KAI SENG 1,764,600 0.64
12 PHUA BOON HUAT (PAN WENFA) 1,477,100 0.54
13 RHB SECURITIES SINGAPORE PTE LTD 1,393,000 0.51
14 ZHANG WEN 1,361,000 0.50
15 ZHANG ZHONG YI 695,900 0.25
16 YIO KANG LENG 600,000 0.22
17 SEONG PECK THONG 550,000 0.20
18 LIEW OI PENG (LIU AIPING) 498,000 0.18
19 PHUA YONG SIN 483,000 0.18
20 TJIOE KA MEN 463,160 0.17
259,387,736 94.53

STATISTICS OF SHAREHOLDINGS
As at 20 July 2020
Substantial Shareholders
DIRECT INTEREST DEEMED INTEREST TOTAL

NO. OF NO. OF NO. OF
NAME OF SHAREHOLDERS SHARES % SHARES % SHARES %
Zhou Holdings Pte Ltd 104,272,000 38.00 – – 104,272,000 38.00

Amazing Grace Investments Pte. Ltd. – – 104,272,000* 38.00 104,272,000 38.00
Tjioe Ka Men 463,160 0.17 107,170,840** 39.06 107,634,000 39.23
Goodview Properties Pte Ltd 54,015,780 19.69 – – 54,015,780 19.69
Far East Organization Centre Pte. Ltd. – – 54,015,780# 19.69 54,015,780 19.69
Estate of Ng Teng Fong, Deceased – – 54,482,260## 19.86 54,482,260 19.86
Ng Chee Tat Philip – – 54,482,260 ###
19.86 54,482,260 19.86
Ng Chee Siong – – 54,015,780#### 19.69 54,015,780 19.69
Tee Yih Jia Food Manufacturing Pte Ltd 53,531,280 19.51 – – 53,531,280 19.51
Goi Seng Hui 377,000 0.14 53,531,280+ 19.51 53,908,280 19.65
Antica Bay Pte. Ltd. 20,300,000 7.40 – – 20,300,000 7.40
Andre Tanoto – – 20,300,000 @
7.40 20,300,000 7.40
Notes:
* Deemed to be interested in the 104,272,000 shares held by Zhou Holdings Pte Ltd by virtue of Section 7 of the Companies Act, Cap
50
** Deemed to be interested in the 104,272,000 shares held by Zhou Holdings Pte Ltd and 2,898,840 shares held by Ang Tjia Leng @
Widjaja Linda Anggraini (spouse) by virtue of Section 7 of the Companies Act, Cap 50
# Deemed to be interested in the 54,015,780 shares held by Goodview Properties Pte Ltd by virtue of Section 7 of the Companies Act,
Cap 50
## Deemed to be interested in the 54,015,780 shares held by Goodview Properties Pte Ltd by virtue of its controlling interest in Far East
Organization Centre Pte. Ltd., which in turn has a controlling interest in Goodview Properties Pte Ltd; and 466,480 shares held by
Kuang Ming Investments Pte. Ltd. as its associate, Mdm Tan Kim Choo, has more than 20% interest in Kuang Ming Investments Pte.
Ltd. by virtue of Section 7 of the Companies Act, Cap 50
### Deemed to be interested in an aggregate of 54,482,260 shares as follows:
(a) Goodview Properties Pte Ltd has a direct interest in 54,015,780 shares. The Estate of Ng Teng Fong has a controlling interest
in Far East Organization Centre Pte. Ltd., which in turn has a controlling interest in Goodview Properties Pte Ltd. Ng Chee
Tat Philip is a beneficiary of the Estate of Ng Teng Fong and is therefore deemed to be interested in the 54,015,780 shares in
which Goodview Properties Pte Ltd has an interest; and
(b) Kuang Ming Investments Pte. Ltd. has a direct interest in 466,480 shares. Ng Chee Tat Philip has a more than 20% interest
in Kuang Ming Investments Pte. Ltd. and is therefore deemed to be interested in the 466,480 shares in which Kuang Ming
Investments Pte. Ltd. has an interest
#### Deemed to be interested in the 54,015,780 shares held by Goodview Properties Pte Ltd. The Estate of Ng Teng Fong has a controlling
interest in Far East Organization Centre Pte. Ltd., which in turn has a controlling interest in Goodview Properties Pte Ltd. Ng Chee
Siong is a beneficiary of the Estate of Ng Teng Fong and is therefore deemed to be interested in the 54,015,780 shares in which
Goodview Properties Pte Ltd has an interest
+ Deemed to be interested in the 53,531,280 shares held by Tee Yih Jia Food Manufacturing Pte Ltd by virtue of Section 7 of the
Companies Act, Cap 50
@ Deemed to be interested in the 20,300,000 shares held by Antica Bay Pte. Ltd. by virtue of Section 7 of the Companies Act, Cap 50

NOTICE OF 20TH ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the 20th Annual General Meeting of TUNG LOK RESTAURANTS (2000) LTD will be held by
way of electronic means on Tuesday, 25 August 2020 at 10.00 a.m. (Singapore time) for the following purposes:-
AS ORDINARY BUSINESS
1. To receive and adopt the Directors’ Statement and Audited Financial Statements of the Company [Resolution 1]
for the financial year ended 31 March 2020 together with the Auditor’s Report thereon.
2. To approve Directors’ Fees of S$275,000 for the financial year ending 31 March 2021 to be paid [Resolution 2]
quarterly in arrears (2019: S$198,400).
[See Explanatory Note (i)]
3. To re-elect the following Directors who are retiring:-
(a) Dr Foo Say Mui (Pursuant to Regulation 91 of the Company’s Constitution) [Resolution 3(a)]
(b) Dr Ker Sin Tze (Pursuant to Regulation 91 of the Company’s Constitution) [Resolution 3(b)]
(c) Mdm Tjioe Ka In (Pursuant to Regulation 97 of the Company’s Constitution) [Resolution 3(c)]
Dr Foo Say Mui will, upon re-appointment as a Director of the Company, remain as Independent
Non-executive Chairman, and a member of the Nominating Committee, Audit and Risk Committee
and the Remuneration Committee, and will be considered independent for the purpose of Rule
704(7) of the Catalist Rules.
Dr Ker Sin Tze will, upon re-appointment as a Director of the Company, remain as Chairman of
the Nominating Committee and a member of the Remuneration Committee and Audit and Risk
Committee, and will be considered independent for the purpose of Rule 704(7) of the Catalist
Rules.
Mdm Tjioe Ka In will, upon re-appointment as a Director of the Company, remain as an Executive
Director.
4. To re-appoint Ernst & Young LLP as Auditor and to authorise the Directors to fix their [Resolution 4]
remuneration.

AS SPECIAL BUSINESS
To consider and, if thought fit, pass the following as Ordinary Resolutions, with or without modifications:-
5. Authority to allot and issue shares [Resolution 5]
That pursuant to Section 161 of the Companies Act, Cap. 50 and Rule 806 of the Catalist Rules,
authority be and is hereby given to the Directors of the Company to:
(i) issue shares in the capital of the Company whether by way of rights, bonus or otherwise, and/
or
(ii) make or grant offers, agreements or options that might or would require shares to be issued,
including but not limited to the creation and issue of (as well as adjustments to) warrants,
debentures or other instruments convertible into shares,
at any time and upon such terms and conditions and for such purposes and to such persons as the
Directors may, in their absolute discretion deem fit; and
(iii) (notwithstanding that the authority conferred by this resolution may have ceased to be in
force) issue shares in pursuance of any instrument made or granted by the Directors whilst
this resolution was in force.
provided THAT:-
(a) the aggregate number of shares to be issued pursuant to this resolution does not exceed
100% of the total number of issued shares in the Company (excluding treasury shares and
subsidiary holdings), of which the aggregate number of shares to be issued other than on
a pro-rata basis to shareholders of the Company does not exceed 50% of the total number
of issued shares in the capital of the Company (excluding treasury shares and subsidiary
holdings);
(b) for the purpose of determining the aggregate number of shares that may be issued under
paragraph (a) above, the percentage of issued shares shall be based on the total number
of issued shares in the capital of the Company (excluding treasury shares and subsidiary
holdings) at the time this resolution is passed, after adjusting for (i) new shares arising from
the conversion or exercise of any convertible securities or share options or vesting of share
awards which are outstanding at the time this resolution is passed, and (ii) any subsequent
bonus issue, consolidation or subdivision of shares; and
(c) unless revoked or varied by the Company in general meeting, such authority shall continue
in force until the conclusion of the next Annual General Meeting of the Company or when it
is required by law to be held, whichever is earlier.
[See Explanatory Note (ii)]

6. To approve the renewal of the Shareholders’ Mandate for Interested Person Transactions [Resolution 6]
(a) That approval be and is hereby given for the purposes of Chapter 9 of the Catalist Rules for
any of the Entities at Risk (as defined in the Appendix to this Notice of the Annual General
Meeting) to enter into any of the transactions falling within the types of interested person
transactions (“IPTs”) (particulars of which are set out in the Appendix accompanying this
Notice) with the Interested Persons in accordance with the guidelines of the Company for
IPTs as set out in the Appendix, and subject to the review procedures for such IPTs as set out
in the Appendix (the “IPT Mandate”);
(b) That such approval shall, unless revoked or varied by the Company in a general meeting,
continue in force until the conclusion of the next Annual General Meeting of the Company;
(c) That the Audit and Risk Committee of the Company be and is hereby authorised to take such
action as it deems proper in respect of review procedures for the IPTs and/or to modify or
implement such procedures as may be necessary to take into consideration any amendment
to Chapter 9 of the Catalist Rules which may be prescribed by the SGX-ST from time to time;
and
(d) That the Directors of the Company and each of them be and are hereby authorised to do all
such acts and things (including without limitation executing all such documents as may be
required) as they may consider expedient or necessary or in the interest of the Company to
give effect to the transactions contemplated and/or authorised by the proposed IPT Mandate
and/or this Resolution.
[See Explanatory Note (iii)]
7. To transact any other ordinary business of an Annual General Meeting of which due notice shall have
been given.
By Order of the Board
LO KIM SENG
Secretary
Singapore, 7 August 2020

EXPLANATORY NOTES TO RESOLUTIONS:
(i) Resolution 2 proposed in item 2, if passed will allow the Company to pay Directors’ Fees up to S$275,000 (on a quarterly basis
in arrears) during the course of the financial year ending 31 March 2021 in which the fees are incurred. In the event of unforeseen
circumstances, such as appointment of an additional Director, formation of additional Board Committees, resulting in the amount
proposed being insufficient, approval will be sought at the next Annual General Meeting for payments to meet the shortfall.
The actual Directors’ Fees paid for the financial year ended 31 March 2020 were S$198,400 and was lower than the approved Directors’
Fees of S$275,000 due to:
(a) non-payment of Directors’ Fees to Mdm Juliana Julianti Samudro who resigned as Non-Independent and Non-Executive
Director of the Company on 1 November 2019; and
(b) voluntary reduction of 20% in Directors’ Fees for the remaining Directors in view of the Covid-19 pandemic and its impact on
the business operations.
(ii) Resolution 5 proposed in item 5 above is to authorise the Directors of the Company to issue shares in the capital of the Company up to
an amount not exceeding in aggregate one hundred percent (100%) of the total number of issued shares in the capital of the Company,
excluding treasury shares and subsidiary holdings, at the time of the passing of this resolution, of which the aggregate number of
shares to be issued other than on a pro-rata basis to the shareholders of the Company does not exceed fifty percent (50%) of the total
number of issued shares in the capital of the Company, excluding treasury shares and subsidiary holdings.
(iii) Resolution 6 proposed in item 6 above, if passed, will renew the IPT Mandate for certain transactions with the interested persons and
empower the Directors of the Company from the date of the above meeting until the date of the next Annual General Meeting to do
all acts necessary to give effect to the Resolution. This authority will, unless previously revoked or varied at a general meeting, expire at
the conclusion of the next Annual General Meeting of the Company.
In accordance with the requirements under Chapter 9 of the Catalist Rules, Mr Goi Seng Hui being an “Interested Person” in relation to
the IPT Mandate, will abstain from voting, and will ensure that his respective associates abstain from voting, on Resolution 6 relating to
the IPT Mandate.
NOTES :
(1) The Annual General Meeting (“AGM”) is being convened, and will be held, by way of electronic means pursuant to the Covid-19
(Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts
and Debenture Holders) Order 2020 (the “Order”), and as amended by Covid-19 (Temporary Measures) (Alternative Arrangements
for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) (Amendment No. 2)
Order 2020. Printed copies of this Notice of AGM, Annual Report of the Company for the financial year ended 31 March 2020 (“Annual
Report”), Appendix on IPT Mandate and the proxy form will not be despatched to members. Instead, this Notice of AGM, Annual
Report of the Company, Appendix on IPT Mandate and the proxy form will be published on the Company’s website at https://www.
tunglok.com and on the SGX website at https://www.sgx.com/securities/company-announcements.
(2) Pursuant to the Order, the Company will implement alternative arrangements relating to attendance at the AGM by electronic means
(including arrangements by which the meeting can be electronically accessed via “live” audio-visual webcast (“Live Webcast”) or
“live” audio-only stream (“Live Audio Stream”)), submission of questions to the Chairman of the Meeting in advance of the AGM,
addressing of substantial and relevant questions prior to the AGM and/or during the AGM and voting by appointing the Chairman of
the AGM as proxy at the AGM, are set out in the Company’s announcement dated 7 August 2020 (“AGM Alternative Arrangements
Announcement”). The AGM Alternative Arrangements Announcement, this Notice of AGM, Annual Report of the Company, Appendix
on IPT Mandate and the proxy form may be accessed at the Company’s website at https://www.tunglok.com as well as on the SGX-ST
website at https://www.sgx.com/securities/company-announcements. For the avoidance of doubt, the AGM Alternative Arrangements
Announcement is circulated together with and forms part of this Notice of AGM in respect of the AGM.
(3) The proceedings of the AGM will be broadcasted “live” through an audio-and-video webcast and an audio-only feed. Members and
investors holding shares in the Company through the Central Provident Fund (“CPF”) or Supplementary Retirement Scheme (“SRS”)
(“CPF/SRS investors”) who wish to follow the proceedings through a Live Webcast via their mobile phones, tablets or computers or
listen to the proceedings through a Live Audio Stream via telephone must pre-register at https://complete-corp.com.sg/tl-agm/ no later
than 10.00 a.m. on 22 August 2020 (“Registration Cut-Off Time”). Following verification, an email containing instructions on how to
access the Live Webcast and Live Audio Stream of the proceedings of the AGM will be sent to authenticated members and CPF/SRS
investors by 2.00 p.m. on 24 August 2020. Members and CPF/SRS investors who do not receive any email by 2.00 p.m. on 24 August
2020, but have registered by the Registration Cut-Off Time, should contact Complete Corporate Services Pte Ltd for assistance, (i) at
+65 6329 2745 between 2.00 p.m. and 6.00 p.m. on 24 August 2020 or between 8.30 a.m. and 9.30 a.m. on 25 August 2020; or (ii) via
email to [email protected].

Investors holding shares through relevant intermediaries (as defined in Section 181 of the Companies Act, Cap. 50) (“Investors”) (other
than CPF/SRS investors) will not be able to pre-register at https://complete-corp.com.sg/tl-agm/ for the “live” broadcast of the AGM.
An Investor (other than CPF/SRS investors) who wishes to participate in the “live” broadcast of the AGM should instead approach his/
her relevant intermediary as soon as possible in order for the relevant intermediary to make the necessary arrangements to pre-register.
The relevant intermediary is required to submit a consolidated list of participants (setting out in respect of each participant, his/her
name, email address and NRIC/Passport number) to the Company, via email to the Company’s Polling Agent at tl-agm@complete-corp.
com.sg no later than 10.00 a.m. on 22 August 2020.
(4) Due to the current Covid-19 restriction orders in Singapore, a member will not be able to attend the AGM in person. A
member will also not be able to vote online on the resolutions to be tabled for approval at the AGM. A member (whether
individual or corporate) must appoint the Chairman of the Meeting as his/her/its proxy to attend, speak and vote on his/her/its
behalf at the AGM if such member wishes to exercise his/her/its voting rights at the AGM. The proxy form for the AGM will be
published on the Company’s website at https://www.tunglok.com and on the SGX website at https://www.sgx.com/securities/
company-announcements.
Where a member (whether individual or corporate) appoints the Chairman of the Meeting as his/her/its proxy, he/she/it must
give specific instructions as to voting, or abstentions from voting, in respect of a resolution in the form of proxy, failing which the
appointment of the Chairman of the Meeting as proxy for that resolution will be treated as invalid.
CPF or SRS investors who wish to appoint the Chairman of the Meeting as proxy should approach their respective CPF Agent Banks or
SRS Operators to submit their votes at least seven (7) working days before the AGM (i.e. by 10:00 a.m. on 14 August 2020) in order to
allow sufficient time for their respective CPF Agent Banks or SRS Operators to in turn submit a proxy form to appoint the Chairman of
the AGM to vote on their behalf by the cut-off date.
(5) The Chairman of the Meeting, as proxy, need not be a member of the Company.
(6) The instrument or form appointing the Chairman of the Meeting as proxy, together with the power of attorney or other authority under
which it is signed (if applicable) or a notarial certified copy thereof, must be submitted to the Company in the following manner:
(i) if submitted electronically, be submitted via email to the Company’s Polling Agent at [email protected]; or
(ii) if sent personally or submitted by post, be lodged with the Company’s Registered Office, 1 Sophia Road, #05-03 Peace Centre,
Singapore 228149,
in either case, by 10.00 a.m. on 22 August 2020 (being not less than seventy-two (72) hours before the time appointed for holding the
AGM) (or at any adjournment thereof) and in default the instrument of proxy shall not be treated as valid.
In view of the current Covid-19 situation and the related safe distancing measures, which may make it difficult for members of
the Company to submit completed proxy forms by hand or post, members of the Company are strongly encouraged to submit
completed proxy forms electronically via email so as to reach the Company not less than seventy-two (72) hours before the
time appointed for holding the AGM.
(7) The instrument appointing the Chairman of the AGM as proxy must be under the hand of the appointor or of his/her attorney duly
authorised in writing. Where the instrument appointing the Chairman of the AGM as proxy is executed by a corporation, it must be
executed either under its common seal or under the hand of its attorney or duly authorised officer, failing which the instrument of proxy
may be treated as invalid. Where an instrument appointing the Chairman of the AGM as proxy is signed on behalf of the appointor
by an attorney, the letter or power of attorney or a duly certified copy thereof must (failing previous registration with the Company), if
the instrument appointing the Chairman of the AGM as proxy is submitted by post, be lodged with the instrument of proxy or, if the
instrument appointing the Chairman of the AGM as proxy is submitted electronically via email, be emailed with the instrument of proxy,
failing which the instrument may be treated as invalid.
(8) A corporation which is a member of the Company may authorise by resolution of its director or other governing body, such person as it
thinks fit to act as its representative at the AGM, in accordance with its constitution and Section 179 of the Companies Act, Cap. 50 of
Singapore.
(9) The Company shall be entitled to reject the instrument appointing the Chairman of the AGM as proxy if it is incomplete, improperly
completed or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor
specified in the instrument appointing the Chairman of the AGM as proxy.
(10) In the case of members whose shares are entered against their names in the Depository Register, the Company may reject any
instrument appointing the Chairman of the AGM as proxy lodged or submitted if such members are not shown to have shares entered
against their names in the Depository Register seventy-two (72) hours before the time appointed for holding the AGM, as certified by
The Central Depository (Pte) Limited to the Company.

PERSONAL DATA PRIVACY
By (a) submitting a proxy form appointing the Chairman of the AGM as proxy to attend, speak and vote at the AGM and/or any adjournment
thereof, (b) submitting any questions prior to the AGM in accordance with this Notice or (c) submitting the pre-registration form in accordance
with this Notice, a member of the Company consents to the collection, use and disclosure of the member’s personal data by the Company (or
its agents or service providers) for the purpose of:
(1) the processing, administration and analysis by the Company (or its agents or service providers) of proxy forms appointing the Chairman
of the AGM as proxy for the AGM (including any adjournment thereof);
(2) the processing the pre-registration forms for purposes of granting access to members (or their corporate representatives in the case of
members which are legal entities) for the Live Webcast or Live Audio Stream to observe the proceedings of the AGM and providing
them with any technical assistance, when necessary;
(3) addressing substantial and relevant questions from members received in advance of the AGM;
(4) the preparation and compilation of the attendance lists, minutes and other documents relating to the AGM (including any adjournment
thereof), and
(5) in order for the Company (or its agents or service providers) to comply with any applicable laws, listing rules, regulations and/or
guidelines by the relevant authorities, and agrees that the member will indemnify the Company in respect of any penalties, liabilities,
claims, demands, losses and damages as a result of the member’s breach of warranty.
Photographic, sound and/or video recordings of the AGM may be made by the Company for record keeping and to ensure the accuracy of the
minutes prepared of the AGM. Accordingly, the personal data of a member (such as his name, his presence at the AGM and any questions he
may raise or motions he propose/second) may be recorded by the Company for such purpose.

APPENDIX DATED 7 AUGUST 2020
THIS APPENDIX IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
IF YOU ARE IN ANY DOUBT AS TO THE ACTION YOU SHOULD TAKE, YOU SHOULD CONSULT YOUR STOCKBROKER,
BANK MANAGER, SOLICITOR, ACCOUNTANT, TAX ADVISER OR OTHER PROFESSIONAL ADVISER IMMEDIATELY.
This Appendix is circulated to Shareholders of Tung Lok Restaurants (2000) Ltd (the “Company”) together with the Company’s
Annual Report for the financial year ended 31 March 2020 (the “Annual Report”). Its purpose is to explain to Shareholders the
rationale and provide information relating to the proposed renewal of the New IPT Mandate (as defined herein) to be tabled
at the Annual General Meeting to be held on 25 August 2020 at 10.00 a.m. by way of electronic means (the “Annual General
Meeting”).
As the COVID-19 situation continues to evolve, the Company will closely monitor the situation and reserves the right to take
such precautionary measures as may be appropriate at the AGM, including any precautionary measures as may be required
or recommended by government agencies or the Singapore Exchange Regulation from time to time, in order to minimise the
risk of community spread of COVID-19. The Company may also be required to change its AGM arrangements at short notice.
Shareholders are advised to regularly check our corporate website at or the SGXNet for updates on the AGM.
If you have sold or transferred all your ordinary shares in the capital of Company, you should immediately forward this Appendix
together with the Annual Report and the accompanying Notice of AGM and Proxy Form to the purchaser or the transferee, or
to the bank, stockbroker or agent through whom the sale or the transfer was effected for onward transmission to the purchaser
or the transferee.
The Notice of Annual General Meeting and a Proxy Form are enclosed with the Annual Report.
This Appendix has been reviewed by the Company’s Sponsor, SAC Capital Private Limited. It has not been examined or
approved by the Singapore Exchange Securities Trading Limited (“Exchange”) and the Exchange assumes no responsibility for
the contents of this Appendix, including the correctness of any of the statements or opinions made or reports contained in this
Appendix. The details of the contact person for the Sponsor is Mr Ong Hwee Li (Registered Professional, SAC Capital Private
Limited), Address: 1 Robinson Road, #21-00 AIA Tower, Singapore 048542, Tel: 6232 3210.
TUNG LOK RESTAURANTS (2000) LTD

(Incorporated in the Republic of Singapore)
(Company Registration Number: 200005703N)
APPENDIX TO THE NOTICE OF ANNUAL GENERAL MEETING DATED 7 AUGUST 2020

IN RELATION TO THE PROPOSED RENEWAL OF THE SHAREHOLDERS’ MANDATE FOR
INTERESTED PERSON TRANSACTIONS

CONTENTS
THE PROPOSED RENEWAL OF THE SHAREHOLDERS’ MANDATE FOR INTERESTED PERSON TRANSACTIONS
PAGE
Definitions……………………………………………………………………………...…………………………............................... 141
LETTER TO SHAERHOLDERS
1. INTRODUCTION.............................................................................................................................................................. 145
2. THE PROPOSED RENEWAL OF THE NEW IPT MANDATE............................................................................................ 145
3. CHAPTER 9 OF THE CATALIST RULES........................................................................................................................... 145
4. THE NEW IPT MANDATE................................................................................................................................................ 146
5. INTERESTS OF DIRECTORS AND SUBSTANTIAL SHAREHOLDERS.............................................................................. 152
6. SHAREHOLDING INTERESTS OF DIRECTORS AND SUBSTANTIAL SHAREHOLDERS................................................. 152
7. STATEMENT OF THE AUDIT AND RISK COMMITTEE................................................................................................... 153
8. UNAFFECTED DIRECTORS’ RECOMMENDATIONS...................................................................................................... 153
9. ABSTENTION FROM VOTING........................................................................................................................................ 154
10. DIRECTORS’ RESPONSIBILITY STATEMENT................................................................................................................... 154
11. DOCUMENTS AVAILABLE FOR INSPECTION................................................................................................................ 154

DEFINITIONS
Unless otherwise stated, the following definitions shall apply throughout this Appendix.
“Act” : The Companies Act (Chapter 50) of Singapore, as amended, supplemented or

modified from time to time
“AGM” : The Annual General Meeting of the Company
“Approved Exchange” : A stock exchange that has rules which safeguard the interests of shareholders
against interested person transactions according to similar principles to Chapter
9 of the Catalist Rules
“Appendix” : This Appendix to the Shareholders dated 7 August 2020
“Associate” : (a) In relation to any Director, Chief Executive Officer, Substantial Shareholder
or Controlling Shareholder (being an individual) means:
(i) his immediate family;
(ii) the trustees of any trust of which he or his immediate family is a

beneficiary or, in the case of a discretionary trust, is a discretionary
object; and
(iii) any company in which he and his immediate family together

(directly or indirectly) have an interest of 30% or more;
(b) In relation to a Substantial Shareholder or a Controlling Shareholder

(being a company) means any other company which is its subsidiary or
holding company or is a subsidiary of such holding company or one in
the equity of which it and/or such other company or companies taken
together (directly or indirectly) have an interest of 30% or more
or such other definition as the Catalist Rules may from time to time prescribe
“Associated Company” : A company in which at least 20% but not more than 50% of its shares are held
by the Group or the TYJ Group (as the case may be)
“Audit and Risk Committee” : The Audit and Risk Committee of the Company, comprising Dr Tan Eng Liang,
Dr Ker Sin Tze, Mr Chee Wai Pong, Mr Goi Seng Hui and Dr Foo Say Mui (Bill)
“Board” : The Board of Directors of the Company as at the date of this Appendix
“Catalist” : Catalist board of the SGX-ST
“Catalist Rules” : Section B: Rules of Catalist of the Listing Manual of SGX-ST, as amended,
supplemented or modified from time to time
“CDP” : The Central Depository (Pte) Limited
“Company” : Tung Lok Restaurants (2000) Ltd
“Constitution” : The constitution of the Company, as amended, supplemented or modified from

time to time

DEFINITIONS
“Controlling Shareholder” : A person who:

(a) holds directly or indirectly 15% or more of the nominal amount of all
voting Shares in the Company (unless the SGX-ST determines that such
person is not a Controlling Shareholder of the Company); or
(b) in fact exercises control over a company
and “Control” herein means the capacity to dominate decision making, directly
or indirectly, in relation to the financial and operating policies of a company
“Directors” : The directors of the Company for the time being
“Entity at Risk” : (a) the listed company;
(b) a subsidiary of the listed company that is not listed on the SGX-ST or an
approved exchange (as defined in the Catalist Rules); or
(c) an associated company of the listed company that is not listed on the
SGX-ST or an approved exchange (as defined in the Catalist Rules),
provided that the listed group, or the listed group and its interested
person(s), has control over the associated company
“FY” : Financial year ended, or ending 31 March, as the case may be
“Group” : The Company and its subsidiaries, collectively
“GSH” : Mr Goi Seng Hui
“GSH Associate” : Means, in relation to GSH:
(i) his immediate family;
(ii) the trustees of any trust of which he or his immediate family is a

beneficiary or, in the case of a discretionary trust, is a discretionary object;
and
(iii) any company in which he and his immediate family together (directly or
indirectly) have an interest of 30% or more; and
shall for the purposes of the New IPT Mandate, include (i) the TYJ Group; and (ii)
such Associated Companies of the TYJ Group in which GSH and his immediate
family together (directly or indirectly) have an interest of 30% or more
“GSH Interested Group” : GSH and GSH Associate that are considered Interested Persons
“Immediate Family” : In relation to a person, means the person’s spouse, child, adopted child, step-
child, sibling and parent
“Interested Person” : (a) a Director, Chief Executive Officer, or Controlling Shareholder of the
Company; or (b) an associate of any such Director, Chief Executive Officer or
Controlling Shareholder
“IPT” : An interested person transaction between any of the Entities at Risk and the
Interested Persons

DEFINITIONS
“IPT Review Committee“ : Shall have the meaning ascribed to it in paragraph 4.6(a) of this Appendix
“Interested Person Transactions : Shall have the meaning ascribed to it in paragraph 4.8.1 of this Appendix
Register“
“Latest Practicable Date” : 30 July 2020, being the latest practicable date prior to the printing of this
Appendix
“New IPT Mandate” : The Shareholders’ mandate for IPTs pursuant to Rule 920 of the Catalist Rules,
permitting the Tung Lok Target Group, which are considered to be Entities at
Risk or any of them, to enter into the categories of Recurrent IPTs as set out
in Section 4.4 of this Appendix with the GSH Interested Group, which are
considered Interested Persons
“NTA” : Net tangible assets
“President/Chief Executive Officer” : The most senior executive officer who is responsible under the immediate
authority of the Board for the conduct of the business of the Company
“Recurrent IPTs” : Shall have the meaning ascribed to it in paragraph 4.5 of this Appendix
“Sale List Items” : Shall have the meaning ascribed to it in paragraph 4.6(b) of this Appendix
“Sale Price Formula” : Shall have the meaning ascribed to it in paragraph 4.6(b) of this Appendix
“Securities Account” : A securities account maintained by a Depositor with CDP
“SFA” : The Securities and Futures Act, Chapter 289 of Singapore, as amended,
modified or supplemented from time to time
“SGX-ST” : Singapore Exchange Securities Trading Limited
“Shareholders” : Registered holders of Shares, except that, where the registered holder is CDP,
the term “Shareholders” shall, in relation to such Shares, and where the context
admits, mean the persons named as Depositors and whose Securities Accounts
are credited with Shares
“Share(s)” : Ordinary share(s) in the capital of the Company
“subsidiary” : Shall have the meaning ascribed to it in the Act
“Substantial Shareholder” : A person has a substantial shareholding in the Company if :-
(a) he has an interest or interests in one or more voting shares in the

Company; and
(b) the total votes attached to that share, or those shares, is not less than 5%
of the total votes attached to all the voting shares in the Company
“Tung Lok Target Group” : The Group and such of its associated companies that are considered Entities at
Risk under Chapter 9 of the Catalist Rules

DEFINITIONS
“TYJ” : Tee Yih Jia Food Manufacturing Pte Ltd
“TYJ Group” : TYJ and its subsidiaries, collectively
“Unaffected Directors” : The Directors who are deemed to be independent for the purposes of making
a recommendation to Shareholders in respect of the New IPT Mandate, namely
Mr Tjioe Ka Men, Dr Tan Eng Liang, Dr Ker Sin Tze, Mr Chee Wai Pong, Dr Foo
Say Mui (Bill), Mdm Ng Siok Keow and Mdm Tjioe Ka In
“2019 EGM” : The extraordinary general meeting of the Company held on 31 July 2019
Currencies, Units and Others
“S$” and “cents” : Singapore dollars and cents respectively
“%” or “per cent.” : per centum or percentage
The terms “Depositor”, “Depository Agent” and “Depository Register” shall have the meanings ascribed to them
respectively in Section 81SF of the SFA.
Words importing the singular shall, where applicable, include the plural and vice versa. Words importing the masculine gender
shall, where applicable, include the feminine and neuter genders and vice versa. References to persons, where applicable, shall
include corporations.
Any reference in this Appendix to any enactment is a reference to that enactment as for the time being amended or re-enacted.
Any term defined under the Act, the Catalist Rules, the SFA or any statutory or regulatory modification thereof and used in this
Appendix shall, where applicable, have the same meaning assigned to it under the Act, the Catalist Rules, the SFA or any
statutory or regulatory modification thereof, as the case may be, unless otherwise provided.
Any discrepancies in the tables included in this Appendix between the listed amounts and the totals thereof are due to
rounding. Accordingly, figures shown as totals in certain tables in this Appendix may not be an arithmetic aggregation of the
figures that precede them.
Any reference to a time of day and date in this Appendix shall be a reference to Singapore time and date respectively, unless
otherwise stated.

LETTER TO SHAREHOLDERS

(Incorporated in the Republic of Singapore)
(Company Registration Number: 200005703N)
1. INTRODUCTION
1.1 At the 2019 EGM, the Company obtained the New IPT Mandate whereby authority was given to the Company and/
or its subsidiaries to enter into IPTs with GSH and the GSH Associates in the ordinary course of business provided that
such transactions are carried out on normal commercial terms and in accordance with the review procedure of such
transactions.
1.2 Resolution 6 in the Notice of Annual General Meeting relates to the renewal of the New IPT Mandate. This Appendix
is to provide the Shareholders with the relevant information relating to the above. The approval of Shareholders for the
renewal of the New IPT Mandate will be sought at the AGM to be held on 25 August 2020.
2. THE PROPOSED RENEWAL OF THE NEW IPT MANDATE
2.1 The New IPT Mandate obtained at the 2019 EGM was expressed to have effect until the next AGM of the Company.
As such, the abovesaid New IPT Mandate will expire on the AGM dated 25 August 2020. Pursuant to Rule 920 of the
Catalist Rules, the Company will seek Shareholders’ approval for the proposed renewal of the New IPT Mandate.
2.2 The proposed renewal of the New IPT Mandate will enable Tung Lok Target Group which are considered to be Entities
at Risk within the meaning of Rule 904(2) of the Catalist Rules, in their ordinary course of business, to enter into
categories of transactions with specified classes of the Company’s Interested Persons, provided that such transactions
are entered into on normal commercial terms and will not be prejudicial to the interests of the Company and/or its
minority Shareholders.
2.3 There is no change in the categories of transactions, Entities at Risk and Interested Persons in the proposed renewal of
the New IPT Mandate.
2.4 The renewed New IPT Mandate will take effect from the passing of the ordinary resolution relating thereto at the
forthcoming AGM and will (unless revoked or varied by the Company in a general meeting) continue in force until the
next AGM of the Company. Approval from the Independent Shareholders will be sought for the renewal of the New IPT
Mandate at the next AGM of the Company and at each subsequent AGM of the Company, subject to satisfactory review
by the Audit and Risk Committee of the continued applicability of the New IPT Mandate to the Recurrent IPTs and the
continued sufficiency of the review procedures to ensure that the IPTs will be carried out on normal commercial terms
and will not be prejudicial to the interests of the Company and its minority Shareholders.
3. CHAPTER 9 OF THE CATALIST RULES
Chapter 9 of the Catalist Rules governs transactions by the Company, its subsidiaries or its associated companies
who are considered entities at risk, with interested persons. The purpose is to guard against the risk that interested
persons could influence the listed company, its subsidiaries or associated companies to enter into transactions with
interested persons that may adversely affect the interests of the listed company or its shareholders. An interested person
transaction includes the provision or receipt of financial assistance, the acquisition, disposal or leasing of assets, the
provision or receipt of services, the issuance or subscription of securities, the granting of or being granted options, and
the establishment of joint ventures or joint investments, whether or not in the ordinary course of business, and whether
or not entered into directly or indirectly.

Pursuant to Rules 905 and 906 of the Catalist Rules, an immediate announcement and/or shareholders’ approval is
required in respect of an interested person transaction if the value of the transaction alone or in aggregation with other
transactions conducted with the same interested person during the financial year reaches or exceeds certain materiality
thresholds (which are based on the Group’s latest audited consolidated NTA).
(a) An immediate announcement is required where:
(i) the value of a proposed transaction is equal to or exceeds 3% of the Group’s latest audited consolidated
NTA (“Threshold 1”); or
(ii) the aggregate value of all transactions entered into with the same interested person during the same
financial year, is equal to or more than Threshold 1. In this instance, an announcement will have to
be made immediately of the latest transaction and all future transactions entered into with that same
interested person during the financial year.
(b) In addition to an immediate announcement, shareholders’ approval is required where:
(i) the value of a proposed transaction is equal to or exceeds 5% of the Group’s latest audited consolidated
NTA (“Threshold 2”); or
(ii) the aggregate value of all transactions entered into with the same interested person during the same
financial year, will be equal to or exceed Threshold 2. The aggregation will exclude any transaction that
has been approved by shareholders previously, or is the subject of aggregation with another transaction
that has been previously approved by shareholders.
These requirements do not apply to transactions that are below S$100,000 in value or certain transactions which qualify
as excepted transactions under Chapter 9 of the Catalist Rules.
Pursuant to Rule 909 of the Catalist Rules, the value of a transaction is the amount at risk to the Company. This is
illustrated by the following examples:
(i) in the case of a partly-owned subsidiary or associated company, the value of the transaction is the Company’s
effective interest in that transaction;
(ii) in the case of a joint venture, the value of the transaction includes the equity participation, shareholders’ loans
and guarantees given by the “entity at risk” within the meaning of Chapter 9 of the Catalist Rules; and
(iii) in the case of borrowing of funds from an interested person, the value of the transaction is the interest payable
on the borrowing. In the case of lending of funds to an interested person, the value of the transaction is the
interest payable on the loan and the value of the loan.
Rule 920 of the Catalist Rules allows a listed company to seek a general mandate from its shareholders for recurrent
transactions of a revenue or trading nature or those necessary for its day-to-day operations such as the purchase and
sale of supplies and materials, but not in respect of the purchase or sale of assets, undertakings or businesses, which
may be carried out with the listed company’s interested persons. A general mandate granted by shareholders is subject
to annual renewal.
4. THE NEW IPT MANDATE
4.1 Background and relationship between the parties
The Group and its Associated Companies owns and/or manages more than 40 restaurants.
The TYJ Group is, amongst other things, carrying on business as manufacturers and distributors of frozen foods. TYJ is
also a Controlling Shareholder of the Company holding 19.51% of the total issued share capital of the Company as at
the Latest Practicable Date.


As the Group, the TYJ Group and their respective Associated Companies are in complementary businesses, the
Group and its Associated Companies has from time to time, had various business dealings with the TYJ Group and its
Associated Companies in their ordinary course of business.
GSH has been a Director of the Company since 23 June 2011. GSH is a Controlling Shareholder and has an interest
of more than 30% of the total issued shares in the capital of TYJ. As a result, GSH is deemed interested in the shares
of the Company owned by TYJ, a Controlling Shareholder of the Company. GSH and the GSH Associates would be
“Interested Persons” within the meaning of Rule 904 of the Catalist Rules. As such, transactions between the Group
and its Associated Companies and GSH and the GSH Associates will constitute “Interested Person Transactions” under
Chapter 9 of the Catalist Rules.

The New IPT Mandate was proposed to enable the Entities at Risk to enter into the categories of recurrent transactions
(more particularly set out in paragraph 4.4 of this Appendix) in the ordinary course of its business with the GSH
Interested Group (more particularly set out in paragraph 4.2 of this Appendix), provided that such transactions will be
carried out on normal commercial terms and will not be prejudicial to the interests of the Company and/or its minority
Shareholders.
4.2 Classes of Interested Persons
The New IPT Mandate will apply to the transactions that are carried out between any entity in the Tung Lok Target
Group and the GSH Interested Group.
4.3 Scope of the New IPT Mandate
The New IPT Mandate will apply to any transaction within the categories of IPTs as set out in paragraph 4.4 of this
Appendix arising from the ordinary course of business of the Tung Lok Target Group. Accordingly, any transaction
entered into pursuant to the New IPT Mandate will be included for the purposes of aggregation for the thresholds as
stated in paragraph 4.7 of this Appendix.
For the avoidance of doubt, the New IPT Mandate will cover transactions below S$100,000 in value, notwithstanding
that the threshold and aggregation requirements of Chapter 9 of the Catalist Rules as at the Latest Practicable Date do
not apply to such transactions.
Transactions between the Entity at Risk with Interested Persons that do not fall within the ambit of the New IPT Mandate
will be subject to the relevant provisions of Chapter 9 of the Catalist Rules and/or any applicable provisions of the
Catalist Rules.
4.4 Categories of IPTs
The categories of IPTs which will be covered by the New IPT Mandate are as set out below:
(a) Purchase of finished products from the GSH Interested Group
The Tung Lok Target Group may from time to time purchase finished products (including dim sum and
mooncakes) from the GSH Interested Group. The GSH Interested Group has its own production facilities and is in
the business of manufacturing and selling various food products.
(b) Sale of mooncakes to the GSH Interested Group
The Tung Lok Target Group may tap into the local and overseas distribution network of the GSH Interested
Group (particularly, the TYJ Group) by selling its Tung Lok brand of mooncakes to the relevant entities of the GSH
Interested Group.

4.5 Rationale for and Benefits of the New IPT Mandate
The Tung Lok Target Group and the GSH Interested Group are in related businesses, and have been transacting with
each other, in the ordinary course of business. The Tung Lok Target Group and the GSH Interested Group intend to
continue with such recurrent transactions (the “Recurrent IPTs”) in the future.
Accordingly, the New IPT Mandate is to enable the Tung Lok Target Group to enter into the Recurrent IPTs with
the Interested Persons in the ordinary course of business, provided such transactions will be carried out on normal
commercial terms and are not prejudicial to the interests of the Company and its minority Shareholders.
The Directors believe that the New IPT Mandate is in the interests of the Group for the following reasons:
(a) It will be beneficial to the Group to allow the Recurrent IPTs, provided that they are carried out on normal
commercial terms, and are not prejudicial to the interests of the Company and its minority Shareholders. The
Recurrent IPTs will enable the Tung Lok Target Group to benefit from the expertise and available resources of the
GSH Interested Group;
(b) The New IPT Mandate will facilitate entry into the Recurrent IPTs with the GSH Interested Group in the ordinary
course of the Tung Lok Target Group’s businesses since the Tung Lok Target Group has been procuring finished
products (including dim sum and mooncakes) from the GSH Interested Group. It is crucial that the Tung Lok
Target Group maintains continuity of supplies and consistency of quality for those food supplies so that the
provision of food and related services to the consumers of the Tung Lok Target Group’s restaurant outlets and
catering services will not be unduly disrupted; and
(c) The Recurrent IPTs will occur frequently at differing intervals. The New IPT Mandate and any subsequent renewals
of the same on an annual basis is intended to facilitate the Recurrent IPTs in the day-to-day transactions of
the Tung Lok Target Group and will eliminate the need to prepare and make announcements and/or convene
separate general meetings on a continual basis to seek prior approval for the entry into these transactions,
which will serve to minimize disruptions to our food supply and improve operational efficiency in a cost-effective
manner. Furthermore, the New IPT Mandate will give the Tung Lok Target Group and the GSH Interested Group
the flexibility to conduct the Recurrent IPTs in the ordinary course of business, thereby reducing the time and
expenses which would otherwise be incurred to convene general meetings on an ad hoc basis, and allow such
resources and time to be channeled towards the management of the Group’s business.
4.6 Guidelines and review procedures for the Recurrent IPTs under the New IPT Mandate
The New IPT Mandate incorporates the following guidelines and review procedures for the following Recurrent IPTs:
(a) Purchase of finished products from the GSH Interested Group
The purchase of finished products from the GSH Interested Group will be carried out on terms comparable or
more favourable to the Tung Lok Target Group than those offered by unrelated third-party suppliers to the Tung
Lok Target Group.
The purchase prices of these finished products will be routinely reviewed by a committee (the “IPT Review
Committee”), comprising representatives from the senior management team of the Company who are familiar
with the Tung Lok Target Group’s businesses. The IPT Review Committee shall comprise persons who are
independent of the GSH Interested Group and approved by the Audit and Risk Committee.
Prior to any entry of a transaction with the GSH Interested Group for a new finished product, quotes shall be
obtained (wherever possible or available) from at least two (2) other unrelated third-party suppliers for similar
finished products and at similar quantities for comparison. In determining whether the price and terms offered
by the GSH Interested Group for the new finished product are fair and reasonable, the relevant entity in the
Tung Lok Target Group will take into account relevant factors (other than price) including, but not limited to,
delivery schedules, quality of products, credit terms, customer requirements and specifications, track record of
counter-parties, overall services provided, costs and/or expenses (including, inter alia, storage, shipment and
transportation) borne by each party, availability of preferential rates, rebates or discount and cost of freight.

For existing finished products which the Tung Lok Target Group has been purchasing from the GSH Interested
Group, at least two (2) quotations from unrelated third parties for similar finished products and at similar
quantities will be obtained at least half-yearly for comparison with the quotations from the GSH Interested
Group. In determining whether the price and terms offered by the GSH Interested Group are fair and reasonable,
relevant factors (other than price) including, but not limited to, delivery schedules, quality of products, credit
terms, customer requirements and specifications, track record of counter-parties, overall services provided, costs
and/or expenses (including, inter alia, storage, shipment and transportation) borne by each party, availability of
preferential rates, rebates or discount and cost of freight will be taken into account.
In the event that two (2) quotations from unrelated third parties are not available, the IPT Review Committee will
determine the reasonableness of the quote offered by the GSH Interested Group in accordance with the Group’s
usual business practices and pricing policies or industry norms (as the case may be), taking into account relevant
factors including, but not limited to, the nature of the product, order quantity, delivery schedules, quality of
products, credit terms, customer requirements and specifications, track record of counter-parties, overall services
provided, costs and/or expenses (including, inter alia, storage, shipment and transportation) borne by each party,
availability of preferential rates, discounts or rebates and cost of freight.
(b) Sale of mooncakes to the GSH Interested Group
In respect of the sale of mooncakes by the Tung Lok Target Group to the GSH Interested Group, the selling
price of agreed items of mooncakes (“Sale List Items”) by the Tung Lok Target Group to the GSH Interested
Group are fixed at a predetermined percentage discount to the relevant market selling price from time to time
(the “Sale Price Formula”). The Sale Price Formula for sales to the GSH Interested Group is fixed by the IPT
Review Committee. In determining the Sale Price Formula, the IPT Review Committee will take into account the
usual business practices and pricing policies of the Tung Lok Target Group to ensure that the sale of mooncakes
by the Tung Lok Target Group to the GSH Interested Group is carried out at prevailing market rates and on
terms which are no more favourable than the usual commercial terms extended by the Tung Lok Target Group to
unrelated third party customers (taking into consideration, where appropriate, preferential rates/ prices/ discounts
accorded for high volume purchases). Any subsequent adjustments to the Sale Price Formula or the adoption of
any new Sales Price Formulas shall be approved by the IPT Review Committee prior to making any sales to the
GSH Interested Group. The IPT Review Committee shall inform the Audit and Risk Committee of any significant
adjustments to the Sale Price Formula or the adoption of any new Sale Price Formula.
Prior to entering into a sales transaction with the GSH Interested Group for the Sale List Items, the relevant entity
in the Tung Lok Target Group will take into account relevant factors (other than price) including, but not limited
to, the strategic reasons for the transaction, volume of the transaction, delivery schedules, quality of products,
credit terms, customer requirements and specifications, and track record of counter-parties, overall services
provided, costs and/or expenses (including, inter alia, storage, shipment and transportation) borne by each party
and whether the sales are designated for export or for local markets.
4.7 Threshold Limits
In addition to the review procedures, the following approval procedures will be implemented to supplement existing
internal control procedures for the Recurrent IPTs to ensure that such transactions are undertaken on an arm’s length
basis and on normal commercial terms:
(a) Threshold for individual Recurrent IPTs
Transactions between the Tung Lok Target Group and the GSH Interested Group:
(i) Where an individual Recurrent IPT is in excess of S$200,000, such transaction will require the prior approval
of the Audit and Risk Committee;
(ii) Where an individual Recurrent IPT is in excess of S$30,000 but equal to or below S$200,000, such
transaction will be approved by the President/Chief Executive Officer of the Company, who is independent
of the GSH Interested Group;

(iii) Where an individual Recurrent IPT is in excess of S$20,000 but equal to or below S$30,000, such
transaction will be approved by the Executive Director of the Company, who is independent of the GSH
Interested Group;
(iv) Where an individual Recurrent IPT is in excess of S$10,000 but equal to or below S$20,000, such
transaction will be approved by the senior vice president of the Company’s purchasing department, who is
independent of the GSH Interested Group; and
(v) Where an individual Recurrent IPT is equal to or below S$10,000, such transaction will be approved by
the chief chef, executive chef, departmental manager or outlet manager (as the case may be), who is
independent of the GSH Interested Group.
(b) Threshold for aggregate value of Recurrent IPTs
(i) Where the aggregate value of the Recurrent IPTs in the same financial year is less than 5% of the latest
audited NTA of the Group, all Recurrent IPTs will be reviewed on a monthly basis by the finance manager
or financial controller of the Company to ensure that they have been carried out on normal commercial
terms and in accordance with the procedures set out in the New IPT Mandate; and
(ii) Where the aggregate value of the Recurrent IPTs in the same financial year is equal to or in excess of 5%
of the latest audited NTA of the Group, all subsequent Recurrent IPTs will be reviewed on a monthly basis
by the finance manager or financial controller and the chief financial officer of the Company. In addition,
the Audit and Risk Committee will also have to review the Interested Person Transaction Register (defined
in paragraph 4.8.1 of this Appendix) to ensure that they have been carried out on normal commercial
terms and in accordance with the procedures set out in the New IPT Mandate.
The threshold limits set out above are adopted by the Company taking into account, inter alia, the nature, volume,
frequency and size of the transactions as well as the Group’s day-to-day operations, administration and businesses. The
threshold limits are arrived at as a result of a balancing exercise after considering the operational efficiency for the day-
to-day business operations of the Group and the internal controls for the Recurrent IPTs.
4.8 Additional procedures to be taken by the Company in respect of all Recurrent IPTs
4.8.1 The finance department of the Tung Lok Target Group will maintain a register of transactions carried out with the
Interested Persons (including transactions as set out in paragraph 4.4 of this Appendix entered into with the GSH
Interested Group pursuant to the New IPT Mandate) (recording the basis, including the quotations obtained to support
such basis, on which they were entered into) (the “Interested Person Transactions Register”). Any discrepancies or
significant variances (as determined by the IPT Review Committee), from the Group’s usual business practices and pricing
policies will be highlighted to the Audit and Risk Committee.
4.8.2 The financial manager of the Company will maintain a list of the Directors and Controlling Shareholders and their
Associates (which is to be updated immediately if there are any changes) to enable identification of Interested Persons
(including the GSH Interested Group). The master list of Interested Persons (including the GSH Interested Group)
which is maintained shall be reviewed by the chief financial officer of the Company at least half-yearly and subject
to verifications or declarations as required by the Audit and Risk Committee from time to time or for such periods as
determined by them.
4.8.3 The Company’s annual internal audit plan shall incorporate a review of all Recurrent IPTs, including the established
review procedures for monitoring of such Recurrent IPTs, entered into during the current financial year pursuant
to the New IPT Mandate. The Group’s internal auditor shall, on at least a half-yearly basis, subject to adjustment in
frequency, and depending on factors such as, inter alia, substantial increment of aggregate transactional value, report
to the Audit and Risk Committee on all Recurrent IPTs entered into with the GSH Interested Group pursuant to the New
IPT Mandate, and the basis of such transactions, entered into with the interested persons during the review period.
The internal audit report will be reviewed by the Audit and Risk Committee at least on a half-yearly basis to ascertain
whether the guidelines and procedures established to monitor the Recurrent IPTs entered into with the GSH Interested
Group pursuant to the New IPT Mandate have been complied with.

4.8.4 The Audit and Risk Committee shall periodically review the Interested Person Transactions Register, at least on a half-
yearly basis, to ensure that they are carried out on normal commercial terms and in accordance with the guidelines and
review procedures under the New IPT Mandate. In its review and/or approval of the Recurrent IPTs under paragraph 4.7
(where relevant) and paragraph 4.8 of this Appendix, the Audit and Risk Committee will generally only approve an IPT
entered into with the GSH Interested Group pursuant to the New IPT Mandate if the terms of the transaction are no
less favourable to the Tung Lok Target Group than the terms offered by unrelated third parties or in accordance with
usual business practices and pricing policies or industry norms (as the case may be). All relevant non-quantitative factors
will also be taken into account. Such review includes the examination of the transaction and its supporting documents
or such other data deemed necessary by the Audit and Risk Committee. The Audit and Risk Committee shall, when
it deems fit, have the right to require the appointment of independent advisers and/or valuers to provide additional
information or review of controls and its implementation pertaining to the transactions under review.
4.8.5 The Audit and Risk Committee has the overall responsibility for determining the review procedures, with the authority
to delegate to individuals within the Company as it deems appropriate. The Audit and Risk Committee will conduct
periodic reviews (at least on half-yearly basis) of the review procedures for the Recurrent IPTs entered into with the GSH
Interested Group pursuant to the New IPT Mandate. If, during these periodic reviews, the Audit and Risk Committee is
of the view that these review procedures are no longer appropriate to ensure that the Recurrent IPTs entered into with
the GSH Interested Group pursuant to the New IPT Mandate are transacted on normal commercial terms and will not
be prejudicial to the interests of the Company and/or its minority Shareholders, the Company will seek a fresh mandate
from the Shareholders based on new review procedures for Recurrent IPTs entered into with the GSH Interested Group.
In the interim, the Audit and Risk Committee will review every Recurrent IPT pending the grant of the fresh mandate.
The fresh mandate will be in accordance with the requirements of the relevant provisions of Chapter 9 and/or other
applicable provisions of the Catalist Rules (as amended from time to time).
4.8.6 For purposes of the above review and approval process, any Director who is not considered independent for purposes
of the New IPT Mandate and/or any Recurrent IPTs will abstain from and will undertake to ensure that his Associates
will abstain from voting in relation to any respective resolutions, and/or abstain from participating in the Audit and Risk
Committee’s decision during its review of the established review procedures for the Recurrent IPTs or during its review or
approval of any IPT.
4.8.7 The Directors will ensure that all disclosure, approval and other requirements on the Recurrent IPTs, including those
required by prevailing legislation, the Catalist Rules and accounting standards, are complied with.
4.9 Validity Period of the New IPT Mandate
If approved at the forthcoming AGM, the renewed New IPT Mandate will take effect from the passing of the ordinary
resolution relating thereto, and will (unless revoked or varied by the Company in the general meeting) continue in
force until the conclusion of the next AGM of the Company. Approval from the Shareholders will be sought for the
renewal of the New IPT Mandate at the next AGM and at each subsequent AGM of the Company, subject to satisfactory
review by the Audit and Risk Committee of the continued applicability of the New IPT Mandate to the Recurrent IPTs
and the continued sufficiency of the review procedures to ensure that the Recurrent IPTs will be carried out on normal
commercial terms and will not be prejudicial to the interest of the Company and its minority Shareholders.
4.10 Disclosure of the Interested Person Transactions pursuant to the New IPT Mandate
The Company will:
(a) announce the aggregate value of transactions conducted with GSH Interested Group pursuant to the New IPT
Mandate for the relevant financial periods which the Company is required to report on pursuant to Rule 705 of
the Catalist Rules and within the time required for the announcement of such report while the New IPT Mandate
remains in force, in accordance with the requirements of Chapter 9 of the Catalist Rules; and
(b) disclose the New IPT Mandate in the Company’s annual report, giving details of the aggregate value of
transactions conducted with GSH Interested Group pursuant to the New IPT Mandate during the financial year,
and in the annual reports for the subsequent financial years that the New IPT Mandate continues in force, in
accordance with the requirements of Chapter 9 of the Catalist Rules.

The disclosure will include the name of the Interested Persons (including the GSH Interested Group) and the
corresponding aggregate value of the Recurrent IPTs (including transactions as set out in paragraph 4.4 of this Appendix
entered into with the GSH Interested Group pursuant to the New IPT Mandate), presented to indicate (a) the aggregate
value of all Recurrent IPTs during the financial year under review; and (b) the aggregate value of all Recurrent IPTs,
conducted under the New IPT Mandate, in the following format (or in such other form as the Catalist Rules may require
from time to time):
Name of Interested Nature of Aggregate value of all Recurrent Aggregate value of all Recurrent
Person Relationship IPTs during the financial year under IPTs conducted under the New IPT
review (excluding transactions less Mandate (excluding transactions
than S$100,000 and the Recurrent less than S$100,000)
IPTs conducted under the New IPT
Mandate)
5. INTERESTS OF DIRECTORS AND SUBSTANTIAL SHAREHOLDERS
Save for GSH and TYJ, none of the Directors or Substantial Shareholders of the Company has any interest, direct or
indirect, in the New IPT Mandate.
6. SHAREHOLDING INTERESTS OF DIRECTORS AND SUBSTANTIAL SHAREHOLDERS
6.1 The details and shareholdings of the Directors and the Substantial Shareholders of the Company (as recorded in the
Register of Substantial Shareholders and Register of Directors’ Shareholdings as at the Latest Practicable Date) are as
follows:
Direct Deemed
Directors Interest % Interest %
Tjioe Ka Men 463,160 0.17 107,170,840** 39.06

Ker Sin Tze – – – –
Tan Eng Liang – – – –
Chee Wai Pong – – – –
Foo Say Mui (Bill) – – – –
Ng Siok Keow – – – –
Goi Seng Hui 377,000 0.14 53,531,280+ 19.51
Tjioe Ka In 105,840 0.04 – –
Direct Deemed
Substantial Shareholders Interest % Interest %
Zhou Holdings Pte Ltd 104,272,000 38.00 – –

Amazing Grace Investments Pte. Ltd. – – 104,272,000* 38.00
Tjioe Ka Men 463,160 0.17 107,170,840** 39.06
Goodview Properties Pte Ltd 54,015,780 19.69 – –
Far East Organization Centre Pte. Ltd. – – 54,015,780# 19.69
Estate of Ng Teng Fong, Deceased – – 54,482,260## 19.86
Ng Chee Tat Philip – – 54,482,260### 19.86
Ng Chee Siong – – 54,015,780#### 19.69
Tee Yih Jia Food Manufacturing Pte Ltd 53,531,280 19.51 – –
Goi Seng Hui 377,000 0.14 53,531,280+ 19.51
Antica Bay Pte. Ltd. 20,300,000 7.40 – –
Andre Tanoto – – 20,300,000@ 7.40

Notes:
* Deemed to be interested in the 104,272,000 Shares held by Zhou Holdings Pte Ltd by virtue of Section 7 of the Act
** Deemed to be interested in the 104,272,000 Shares held by Zhou Holdings Pte Ltd and 2,898,840 Shares held by Ang Tjia
Leng @ Widjaja Linda Anggraini (spouse) by virtue of Section 7 of the Act
# Deemed to be interested in the 54,015,780 Shares held by Goodview Properties Pte Ltd by virtue of Section 7 of the Act
## Deemed to be interested in the 54,015,780 Shares held by Goodview Properties Pte Ltd by virtue of its controlling interest
in Far East Organization Centre Pte Ltd, which in turn has a controlling interest in Goodview Properties Pte Ltd; and 466,480
Shares held by Kuang Ming Investments Pte. Ltd. as its Associate, Mdm Tan Kim Choo, has more than 20% interest in Kuang
Ming Investments Pte. Ltd. by virtue of Section 7 of the Act
### Deemed to be interested in an aggregate of 54,482,260 Shares as follows:
(a) Goodview Properties Pte Ltd has a direct interest in 54,015,780 Shares. The Estate of Ng Teng Fong has a controlling
interest in Far East Organization Centre Pte. Ltd., which in turn has a controlling interest in Goodview Properties Pte
Ltd. Ng Chee Tat Philip is a beneficiary of the Estate of Ng Teng Fong and is therefore deemed to be interested in the
54,015,780 Shares in which Goodview Properties Pte Ltd has an interest; and
(b) Kuang Ming Investments Pte. Ltd. has a direct interest in 466,480 Shares. Ng Chee Tat Philip has a more than 20%
interest in Kuang Ming Investments Pte. Ltd. and is therefore deemed to be interested in the 466,480 Shares in which
Kuang Ming Investments Pte. Ltd. has an interest
#### Deemed to be interested in the 54,015,780 Shares held by Goodview Properties Pte Ltd. The Estate of Ng Teng Fong has a
controlling interest in Far East Organization Centre Pte. Ltd., which in turn has a controlling interest in Goodview Properties Pte
Ltd. Ng Chee Siong is a beneficiary of the Estate of Ng Teng Fong and is therefore deemed to be interested in the 54,015,780
Shares in which Goodview Properties Pte Ltd has an interest
+
Deemed to be interested in the 53,531,280 Shares held by Tee Yih Jia Food Manufacturing Pte Ltd by virtue of Section 7 of the
Act
@ Deemed to be interested in the 20,300,000 Shares held by Antica Bay Pte. Ltd. by virtue of Section 7 of the Act
6.2 Save as disclosed above, none of the Directors has any direct or deemed interest in the Shares.
7. STATEMENT OF THE AUDIT AND RISK COMMITTEE
The Audit and Risk Committee confirms that the methods and procedures for determining the transaction prices for the
Recurrent IPTs have not changed since the Shareholder’s approval of the New IPT Mandate in the 2019 EGM.
The Audit and Risk Committee has reviewed the terms of the New IPT Mandate and is satisfied that the review
procedures of the Recurrent IPTs set up by the Company for determining the transaction prices of the IPTs, if adhered
to, are sufficient to ensure that the IPTs will be carried out on normal commercial terms and will not be prejudicial to the
interests of the Company and its minority Shareholders.
8. UNAFFECTED DIRECTORS’ RECOMMENDATIONS
Having considered, amongst others, the rationale for and benefits of the New IPT mandate to the Group and its
Associated Companies set out in paragraph 4.5 of this Appendix, the Unaffected Directors are of the view that the New
IPT Mandate is in the interests of the Company and, accordingly, recommend that the Shareholders vote in favour of the
ordinary resolution relating to the New IPT Mandate.

9. ABSTENTION FROM VOTING

Abstinence from voting
In accordance with Rule 919 of the Catalist Rules, the Interested Persons will abstain and have undertaken to ensure
that their Associates will abstain from voting on the resolution approving the New IPT Mandate. Furthermore, such
Interested Persons shall not act as proxies in relation to such resolution unless voting instructions have been given by a
Shareholder.
As GSH is an Interested Person, he will abstain from and has undertaken to ensure that the GSH Interested Group
will abstain from making any recommendations or vote on any matter in connection with the Recurrent IPTs. Save as
disclosed herein, none of the Directors or Substantial Shareholders of the Company has any interest, direct or indirect, in
the Recurrent IPTs.
10. DIRECTORS’ RESPONSIBILITY STATEMENT
The Directors collectively and individually accept full responsibility for the accuracy of the information given in this
Appendix and confirm after making all reasonable enquiries, that to the best of their knowledge and belief, this
Appendix constitutes full and true disclosure of all material facts about the proposed renewal of the New IPT Mandate,
the Company and its subsidiaries, and the Directors are not aware of any facts the omission of which would make any
statement in this Appendix misleading. Where information in the Appendix has been extracted from published or
otherwise publicly available sources or obtained from a named source, the sole responsibility of the Directors has been
to ensure that such information has been accurately and correctly extracted from those sources and/or reproduced in
the Appendix in its proper form and context.
11. DOCUMENTS AVAILABLE FOR INSPECTION
Copies of the following documents may be inspected at the registered office of the Company at 1 Sophia Road #05-03,
Peace Centre, Singapore 228149 during normal business hours from the date hereof up to and including the date of the
AGM:
(a) the Constitution of the Company; and
(b) the Annual Report of the Company for FY2020.
Yours faithfully
For and on behalf of the Board of Directors of

Mr Tjioe Ka Men
President/Chief Executive Officer

Tung Lok Restaurants (2000) Ltd IMPORTANT
(Incorporated in the Republic of Singapore) (1) Alternative arrangements relating to, among others, attendance, submission
of questions in advance and/or voting by proxy at the Annual General
Registration No. 200005703N Meeting (“AGM” or “Meeting”) are set out in the Notice of AGM dated 7
August 2020. This announcement may also be accessed at the Company’s
website at https://www.tunglok.com and on the SGX-ST website at https://
www.sgx.com/securities/company-announcements.
Proxy Form (2) In light of the current Covid-19 measures in Singapore, shareholders will
not be able to attend the AGM in person. Instead, alternative arrangements
(Please see notes overleaf before completing this Form) set out in the Notice of AGM have been put in place to allow members to
participate at the AGM.
(3) Shareholder who wish to vote on any or all of the resolutions at the AGM
must appoint the Chairman of the AGM as their proxy to do so on their
behalf.
(4) For investors who have used their CPF/SRS monies to buy the Company’s
shares, this Proxy Form is not valid for use and shall be ineffective for all
intents and purposes if used or purported to be used by them.
(5) CPF or SRS investors who wish to appoint the Chairman of the AGM as
their proxy should contact their respective Agent Banks or SRS Operators at
least seven (7) working days before the AGM to specify voting instructions
and to ensure that their votes are submitted.
I/We, (Name)
(NRIC/Passport/Company Registration No.)
of (Address) being a member/

members of Tung Lok Restaurants (2000) Ltd (the “Company”), hereby appoint the Chairman of the Meeting as my/our* proxy
to attend, speak and vote for me/us* on my/our* behalf at the 20th Annual General Meeting to be convened and held by way
of electronic means on Tuesday, 25 August 2020 at 10.00 a.m. (Singapore time) and at any adjournment thereof in the following
matter.
No. Ordinary Resolutions relating to: For Against Abstain

1 Directors’ Statement, Audited Financial Statements and Auditor’s
Report for the financial year ended 31 March 2020
2 Approval of Directors’ Fees for the financial year ending 31 March
2021
3(a) Re-election of Dr Foo Say Mui (Pursuant to Regulation 91)
3(b) Re-election of Dr Ker Sin Tze (Pursuant to Regulation 91)
3(c) Re-election of Mdm Tjioe Ka In (Pursuant to Regulation 97)
4 Re-appointment of Auditor
5 Authority to Issue Shares (General)
6 Renewal of the Shareholders’ Mandate for Interested Person Transactions
*Delete where inapplicable.
Voting will be conducted by poll. If you wish to appoint the Chairman of the Meeting as your proxy to cast all your votes
For or Against a resolution, please indicate with a “X” within the For or Against box provided in respect of that resolution.
Alternatively, please indicate the number of votes For or Against in the For or Against box provided in respect of that
resolution. If you wish the Chairman of the Meeting as your proxy to Abstain from voting on a resolution, please indicate
with a “X” in the Abstain box provided in respect of that resolution. Alternatively, please indicate the number of shares that
the Chairman of the Meeting as your proxy is directed to Abstain from voting in the Abstain box provided in respect of that
resolution. In the absence of specific directions in respect of a resolution, the appointment of the Chairman of the
Meeting as your proxy for that resolution will be treated as invalid.
Dated this day of 2020
Total number of shares in No. of Shares

(a) CDP Register
(b) Register of Members
Signature(s) of Member(s)/Common Seal

&
IMPORTANT: Please read notes overleaf
155
NOTES
1. Please insert the total number of Shares held by you. If you have Shares entered against your name in the Depository Register (as
defined in Section 81SF of the Securities and Futures Act, Chapter 289), you should insert that number of Shares. If you have Shares
registered in your name in the Register of Members, you should insert that number of Shares. If you have Shares entered against your
name in the Depository Register and Shares registered in your name in the Register of Members, you should insert the aggregate number
of Shares entered against your name in the Depository Register and registered in your name in the Register of Members. If no number is
inserted, the instrument appointing a proxy shall be deemed to relate to all the Shares held by you.
2. Due to the current COVID-19 restriction orders in Singapore, a member will not be able to attend the AGM in person. A member
will also not be able to vote online on the resolutions to be tabled for approval at the AGM. A member (whether individual or corporate)
must appoint the Chairman of the Meeting as his/her/its proxy to attend, speak and vote on his/her/its behalf at the AGM if such member
wishes to exercise his/her/its voting rights at the AGM. The proxy form for the AGM will be published on the Company’s website at
https://www.tunglok.com and on the SGX website at https://www.sgx.com/securities/company-announcements. Where a member (whether
individual or corporate) appoints the Chairman of the Meeting as his/her/its proxy, he/she/it must give specific instructions as to voting, or
abstentions from voting, in respect of a resolution in the form of proxy, failing which the appointment of the Chairman of the Meeting as
proxy for that resolution will be treated as invalid.
CPF or SRS investors who wish to appoint the Chairman of the Meeting as proxy should approach their respective CPF Agent Banks or
SRS Operators to submit their votes at least seven (7) working days before the AGM (i.e. by 10:00 a.m. on 14 August 2020) in order to
allow sufficient time for their respective CPF Agent Banks or SRS Operators to in turn submit a proxy form to appoint the Chairman of the
AGM to vote on their behalf by the cut-off date.
3. The Chairman of the Meeting, as proxy, need not be a member of the Company.
4. The instrument or form appointing the Chairman of the Meeting as proxy, together with the power of attorney or other authority under
which it is signed (if applicable) or a notarial certified copy thereof, must be submitted to the Company in the following manner:
(i) if submitted electronically, be submitted via email to the Company’s Polling Agent at [email protected]; or
(ii) if sent personally or submitted by post, be lodged with the Company’s Registered Office, 1 Sophia Road, #05-03 Peace Centre,
Singapore 228149,
in either case, by 10.00 a.m. on 22 August 2020 (being not less than seventy-two (72) hours before the time appointed for holding the
AGM) (or at any adjournment thereof) and in default the instrument of proxy shall not be treated as valid.
In view of the current Covid-19 situation and the related safe distancing measures, which may make it difficult for members of the Company
to submit completed proxy forms by hand or post, members of the Company are strongly encouraged to submit completed proxy forms
electronically via email so as to reach the Company not less than seventy-two (72) hours before the time appointed for holding the AGM.
5. Where an instrument appointing a proxy is signed on behalf of the appointer by an attorney, the letter of power of attorney or a duly
certified copy thereof must (failing previous registration with the Company) be lodged with the instrument of proxy, failing which the
instrument may be treated as invalid.
6. A corporation which is a member may authorise by resolution of its directors or other governing body such person as it thinks fit to act as its
representative at the Annual General Meeting, in accordance with Section 179 of the Singapore Companies Act, Cap. 50.
GENERAL
The Company shall be entitled to reject the instrument appointing the Chairman of the meeting as proxy if it is incomplete, improperly completed
or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument
appointing the Chairman of the Meeting as proxy. In addition, in the case of Shares entered in the Depository Register, the Company may reject any
instrument appointing the Chairman of the meeting as proxy lodged if the member, being the appointor, is not shown to have Shares entered
against his name in the Depository Register as at 72 hours before the time appointed for holding the Annual General Meeting, as certified by The
Central Depository (Pte) Limited to the Company.
PERSONAL DATA PRIVACY
By submitting an instrument appointing the Chairman of the Meeting as a proxy, the member accepts and agrees to the personal data privacy
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156
TUNG LOK RESTAURANTS (2000) LTD Annual Report 2020

Tung Lok Restaurants 2000 LTD Annual Report 2020

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Tung Lok Restaurants 2000 LTD Annual Report 2020

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TUNG LOK RESTAURANTS (2000) LTD Annual Report 2020

The details of the contact person for the Sponsor is: -

TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020 13

14 TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020 15

Dr Foo Say Mui (Bill) Mr Andrew Tjioe

Date: 20 July 2020

16 TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

BOARD OF DIRECTORS EXECUTIVE COMMITTEE

Dr Ker Sin Tze COMPANY SECRETARY

Mr Chee Wai Pong

Mr Tjioe Ka Men SHARE REGISTRAR AND SHARE TRANSFER OFFICE

TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020 17

OPERATING RESULTS FOR THE GROUP

S$’000 FY2016 FY2017 FY2018 FY2019 FY2020

Turnover 86,065 85,060 85,723 80,628 78,076

Profit/(loss) before tax and share of profit of joint venture &

Taxation 682 171 (4) (33) 20

Earning/(loss) per share (cents) 0.22 0.15 (0.51) (0.25) (0.94)

Property, plant and equipment 12,052 10,011 7,141 7,571 7,947

Right-of-use assets – – – – 16,374

Current assets 19,247 19,447 20,739 17,706 17,762

Other non-current assets 4,652 4,006 4,483 4,479 2,533

Total assets 35,951 33,464 32,363 29,756 44,616

Current liabilities 13,247 10,822 12,039 9,777 19,747

Non-current liabilities 7,387 6,790 6,468 5,000 13,200

Shareholders' equity 16,772 17,275 15,792 15,123 12,530

Non-controlling interests (1,455) (1,423) (1,936) (144) (861)

Total liabilities and equity 35,951 33,464 32,363 29,756 44,616

NTA per share (cents) 6.11 6.30 5.76 5.51 4.57

18 TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020 19

20 TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

He is also Enterprise 50 Club’s Honorary Past President

TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020 21

TIONG HENG TEE JOCELYN TJIOE

Currently, he holds the appointment as board member of

22 TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

NG KING CHENG WOODY ACHUTHAN

King Cheng is a strong advocate of performance

TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020 23

Principle 1: The Board’s Conduct of Affairs

Provisions of the Code Tung Lok’s Corporate Governance Practices

24 TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020 25

Mr Goi Seng Hui Non-Independent and Non-Executive Director Chairman

The Company’s Constitution allows a board meeting to be conducted by way of teleconference

ATTENDANCE AT BOARD & BOARD COMMITTEE MEETINGS

26 TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020 27

Principle 2: Board Composition and Guidance

Dr Foo Say Mui (Bill) Independent and Non-Executive Chairman

28 TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020 29

Principle 3: Chairman and Chief Executive Officer (“CEO”)

Dr Bill Foo’s duties as Independent Non-Executive Chairman include:

30 TUNG LOK RESTAURANTS (2000) LTD / Annual Report 2020

The LID is available to shareholders in circumstances where shareholders’ concerns raised

i. any corporation which has been No No No

ii. any entity (not being a No No No

iii. any business trust which No No No

iv. any entity or business trust which No No No