Bonia 2013

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INDEPENDENT AUDITORS’ REPORT

To the members of Bonia Corporation Berhad

Report on the Financial Statements

We have audited the financial statements of Bonia Corporation Berhad, which comprise statements of financial position
as at 30 June 2013 of the Group and of the Company, and statements of profit or loss and other comprehensive income,
statements of changes in equity and statements of cash flows of the Group and of the Company for the financial year then
ended, and a summary of significant accounting policies and other explanatory information, as set out on pages 89 to 185.

Directors’ Responsibility for the Financial Statements

The Directors of the Company are responsible for the preparation of financial statements so as to give a true and fair
view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards, and the
requirements of the Companies Act, 1965 in Malaysia. The Directors are also responsible for such internal control as the
Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.

Auditors’ Responsibility

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial
statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement
of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control
relevant to the entity’s preparation of financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s
internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness
of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion, the financial statements give a true and fair view of the financial position of the Group and of the Company
as of 30 June 2013 and of their financial performance and cash flows for the financial year then ended in accordance with
Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies
Act, 1965 in Malaysia.

Report on Other Legal and Regulatory Requirements

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

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

(b) We have considered the accounts and the auditors’ reports of all the subsidiaries of which we have not acted as auditors,
which are indicated in Note 10 to the financial statements.

(c) We are satisfied that the accounts of the subsidiaries that have been consolidated with the Company’s financial
statements are in form and content appropriate and proper for the purposes of the preparation of the financial statements
of the Group and we have received satisfactory information and explanations required by us for those purposes.

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

87
INDEPENDENT AUDITORS’ REPORT
To the members of Bonia Corporation Berhad (cont’d)

Other Reporting Responsibilities

The supplementary information set out in Note 41 to the financial statements is disclosed to meet the requirement of Bursa
Malaysia Securities Berhad and is not part of the financial statements. The Directors are responsible for the preparation of the
supplementary information in accordance with Guidance on Special Matter No.1, Determination of Realised and Unrealised
Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued
by the Malaysian Institute of Accountants (‘MIA Guidance’) and the directive of Bursa Malaysia Securities Berhad. In our
opinion, the supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and the
directive of Bursa Malaysia Securities Berhad.

Other Matters

As stated in Note 3 to the financial statements, Bonia Corporation Berhad adopted Malaysian Financial Reporting Standards
on 1 July 2012 with a transition date of 1 July 2011. These Standards were applied retrospectively by Directors to the
comparative information in these financial statements, including the statements of financial position as at 30 June 2012 and 1
July 2011, and the statement of profit or loss and other comprehensive income, statement of changes in equity and statement
of cash flows for the financial year then ended 30 June 2012 and related disclosures. We were not engaged to report on the
restated comparative information, and it is unaudited. Our responsibilities as part of our audit of the financial statements of
the Group and of the Company for the financial year ended 30 June 2013 have, in these circumstances, included obtaining
sufficient appropriate audit evidence that the opening balances as at 1 July 2012 do not contain misstatements that materially
affect the financial position as of 30 June 2013 and financial performance and cash flows for the financial year then ended.

This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act,
1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.

BDO Law Kian Huat


AF : 0206 2855/06/14 (J)
Chartered Accountants Chartered Accountant

Kuala Lumpur
8 October 2013

88 BONIA ANNUAL REPORT 2013


STATEMENTS OF FINANCIAL POSITION
As at 30 June 2013

Group
30.6.2013 30.6.2012 1.7.2011
Note RM’000 RM’000 RM’000
ASSETS

Non-current assets

Property, plant and equipment 7 84,352 72,088 71,130


Investment properties 8 47,132 29,452 12,753
Intangible assets 9 66,467 67,771 68,848
Interests in associates 11 2 – 426
Other investments 12 1,168 1,180 950
Deferred tax assets 13 1,630 1,438 735
Other receivables 15 – 4,332 –

200,751 176,261 154,842


Current assets

Inventories 14 110,280 83,958 81,464


Trade and other receivables 15 105,384 89,546 76,680
Current tax assets 735 2,404 4,227
Cash and cash equivalents 16 75,846 71,170 56,037

292,245 247,078 218,408

TOTAL ASSETS 492,996 423,339 373,250

89
STATEMENTS OF FINANCIAL POSITION
As at 30 June 2013 (cont’d)

Group
30.6.2013 30.6.2012 1.7.2011
Note RM’000 RM’000 RM’000
EQUITY AND LIABILITIES

Equity attributable to owners of the parent

Share capital 17 100,786 100,786 100,786


Reserves 18 201,597 168,612 131,276

302,383 269,398 232,062


Non-controlling interests 13,120 14,861 14,925

TOTAL EQUITY 315,503 284,259 246,987

LIABILITIES

Non-current liabilities

Borrowings 19 51,564 34,818 32,926


Trade and other payables 23 5,533 5,755 6,151
Provision for restoration costs 22 222 – –
Deferred tax liabilities 13 7,284 7,428 7,411

64,603 48,001 46,488


Current liabilities

Trade and other payables 23 75,482 65,070 53,138


Borrowings 19 29,281 18,430 18,317
Current tax liabilities 8,127 7,579 8,320

112,890 91,079 79,775

TOTAL LIABILITIES 177,493 139,080 126,263

TOTAL EQUITY AND LIABILITIES 492,996 423,339 373,250

90 BONIA ANNUAL REPORT 2013


STATEMENTS OF FINANCIAL POSITION
As at 30 June 2013 (cont’d)

Company
30.6.2013 30.6.2012 1.7.2011
Note RM’000 RM’000 RM’000
ASSETS

Non-current assets

Property, plant and equipment 7 15,421 15,980 16,403


Investments in subsidiaries 10 145,890 149,021 143,870

161,311 165,001 160,273


Current assets

Trade and other receivables 15 44,919 36,704 24,693


Current tax assets – 1,615 3,418
Cash and cash equivalents 16 11,434 2,213 491

56,353 40,532 28,602

TOTAL ASSETS 217,664 205,533 188,875

EQUITY AND LIABILITIES

Equity attributable to owners of the parent

Share capital 17 100,786 100,786 100,786


Reserves 18 65,839 34,880 31,721

TOTAL EQUITY 166,625 135,666 132,507

LIABILITIES

Non-current liabilities

Borrowings 19 14,890 17,351 18,431


Trade and other payables 23 5,533 5,755 6,151
Deferred tax liabilities 13 6 20 36

20,429 23,126 24,618


Current liabilities

Trade and other payables 23 28,012 44,602 29,765


Borrowings 19 2,565 2,139 1,985
Current tax liabilities 33 – –

30,610 46,741 31,750

TOTAL LIABILITIES 51,039 69,867 56,368

TOTAL EQUITY AND LIABILITIES 217,664 205,533 188,875

The accompanying notes form an integral part of the financial statements.

91
STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the financial year ended 30 June 2013

Group Company
2013 2012 2013 2012
Note RM’000 RM’000 RM’000 RM’000
Revenue 26 632,318 579,812 61,118 18,143
Cost of sales 27 (246,702) (238,330) – –

Gross profit 385,616 341,482 61,118 18,143


Other operating income 6,773 5,507 320 2,207
Selling and distribution expenses (191,177) (151,142) – –
General and administrative expenses (121,853) (122,444) (20,077) (10,889)
Finance costs 28 (7,499) (6,312) (2,071) (2,360)
Share of loss of associates, net of tax (1) (209) – –

Profit before tax 29 71,859 66,882 39,290 7,101


Tax expense 30 (24,291) (21,325) (268) (163)

Profit for the financial year 47,568 45,557 39,022 6,938


Other comprehensive income, net of tax
Items that may be reclassified subsequently
to profit or loss
Fair value loss on available-for-sale financial assets (12) – – –
Foreign currency translations (394) 278 – –

Total comprehensive income 47,162 45,835 39,022 6,938

Profit attributable to:


Owners of the parent 41,348 40,885 39,022 6,938
Non-controlling interests 6,220 4,672 – –

47,568 45,557 39,022 6,938

Total comprehensive income attributable to:


Owners of the parent 41,048 41,012 39,022 6,938
Non-controlling interests 6,114 4,823 – –

47,162 45,835 39,022 6,938

Earnings per ordinary share attributable


to equity holders of the Company (sen)

Basic and diluted: 31 20.51 20.28

The accompanying notes form an integral part of the financial statements.

92 BONIA ANNUAL REPORT 2013


STATEMENTS OF CHANGES IN EQUITY
For the financial year ended 30 June 2013

Non-distributable Distributable
Total
Available- Exchange attributable Non-
Share Share for-sale translation Retained to owners of controlling Total
capital premium reserve reserve earnings the parent interests equity
GROUP Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Balance as at 1 July 2011 100,786 476 – 3,345 127,455 232,062 14,925 246,987

Effect arising from adoption of


MFRS 1 40 – – – (3,345) 3,345 – – –

Restated balance as at 1 July 2011 100,786 476 – – 130,800 232,062 14,925 246,987

Profit for the financial year – – – – 40,885 40,885 4,672 45,557


Foreign currency translations – – – 127 – 127 151 278

Total comprehensive income – – – 127 40,885 41,012 4,823 45,835


Transactions with owners

Dividends paid 32 – – – – (3,779) (3,779) – (3,779)


Change of ownership interest in a
subsidiary – – – – 103 103 (103) –
Dividend paid to non-controlling
interests of subsidiaries – – – – – – (5,834) (5,834)
Ordinary shares capital contributed
by non-controlling interest of a
subsidiary – – – – – – 1,050 1,050

Total transactions with owners – – – – (3,676) (3,676) (4,887) (8,563)

Balance as at 30 June 2012 100,786 476 – 127 168,009 269,398 14,861 284,259

93
94
STATEMENTS OF CHANGES IN EQUITY
For the financial year ended 30 June 2013 (cont’d)

Non-distributable Distributable
Total
Available- Exchange attributable Non-
Share Share for-sale translation Retained to owners of controlling Total
capital premium reserve reserve earnings the parent interests equity
GROUP Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

BONIA ANNUAL REPORT 2013


Balance as at 1 July 2012 100,786 476 – 127 168,009 269,398 14,861 284,259

Profit for the financial year – – – – 41,348 41,348 6,220 47,568


Fair value of available-for-sale
financial assets – – (12) – – (12) – (12)
Foreign currency translations – – – (288) – (288) (106) (394)

Total comprehensive income – – (12) (288) 41,348 41,048 6,114 47,162


Transactions with owners

Dividends paid 32 – – – – (8,063) (8,063) – (8,063)


Dividend paid to non-controlling
interests of subsidiaries – – – – – – (7,855) (7,855)

Total transactions with owners – – – – (8,063) (8,063) (7,855) (15,918)

Balance as at 30 June 2013 100,786 476 (12) (161) 201,294 302,383 13,120 315,503

The accompanying notes form an integral part of the financial statements.


STATEMENTS OF CHANGES IN EQUITY
For the financial year ended 30 June 2013 (cont’d)

Non-distributable Distributable
Share Share Retained Total
capital premium earnings equity
COMPANY Note RM’000 RM’000 RM’000 RM’000
Balance as at 1 July 2011 100,786 476 31,245 132,507

Effect arising from adoption of MFRS 1 40 – – – –

Restated balance as at 1 July 2011 100,786 476 31,245 132,507

Profit for the financial year – – 6,938 6,938


Other comprehensive income, net of tax – – – –

Total comprehensive income – – 6,938 6,938


Transactions with owners

Dividends paid 32 – – (3,779) (3,779)

Total transactions with owners – – (3,779) (3,779)

Balance as at 30 June 2012 100,786 476 34,404 135,666

Profit for the financial year – – 39,022 39,022


Other comprehensive income, net of tax – – – –

Total comprehensive income – – 39,022 39,022


Transactions with owners

Dividends paid 32 – – (8,063) (8,063)

Total transactions with owners – – (8,063) (8,063)

Balance as at 30 June 2013 100,786 476 65,363 166,625

The accompanying notes form an integral part of the financial statements

95
STATEMENTS OF CASH FLOWS
For the financial year ended 30 June 2013

.
Group Company
2013 2012 2013 2012
Note RM’000 RM’000 RM’000 RM’000
CASH FLOWS FROM/(USED IN) OPERATING
ACTIVITIES

Profit before tax 71,859 66,882 39,290 7,101

Adjustments for:
Amortisation of trademarks 9 1,303 1,301 – –
Bad debts written off – 238 – –
Depreciation of property, plant and equipment 7 18,358 14,939 892 875
Dividend income 26 – – (58,983) (16,022)
Fair value adjustments on investment properties 8 (471) 1,033 – –
Gain on disposals of property, plant and equipment (100) (159) – (106)
Impairment losses on:
- investments in subsidiaries 10 – – 3,950 799
- interests in associates 11 – 9,063 – –
- trade and other receivables 134 18 7,365 1,552
- amounts owing by associates 6,130 2 2 2
- property, plant and equipment 7 3,990 – – –
Impairment losses on other
receivables no longer required – – – (1,785)
Interest expense 28 3,535 3,343 1,061 1,144
Accretion of non-current other payable 28 989 1,199 989 1,199
Interest income (557) (516) (319) (280)
Inventories written off 14 51 – – –
Profit received from short term funds (103) (179) – –
Property, plant and equipment written off 7 410 631 – –
Share of loss of associates 1 209 – –
Unrealised loss/(gain) on foreign
currency translations, net 27 34 27 (37)

Operating profit/(loss) before changes in working capital 105,556 98,038 (5,726) (5,558)

Changes in working capital:


Inventories (26,352) (2,130) – –
Trade and other receivables (16,425) (12,299) 1 –
Trade and other payables 9,202 9,847 (1,102) (888)

Cash generated from/(used in) operations 71,981 93,456 (6,827) (6,446)


Tax paid (25,415) (23,033) (330) –
Tax refunded 2,978 1,984 1,695 1,624

Net cash from/(used in) operating activities 49,544 72,407 (5,462) (4,822)

96 BONIA ANNUAL REPORT 2013


STATEMENTS OF CASH FLOWS
For the financial year ended 30 June 2013 (cont’d)

Group Company
2013 2012 2013 2012
Note RM’000 RM’000 RM’000 RM’000
CASH FLOWS (USED IN)/FROM INVESTING
ACTIVITIES

Interest received 557 516 319 280


Dividend received 26 – – 58,983 16,022
Decrease/(Increase) in fixed deposits pledged
to licensed banks 827 (53) – –
Acquisitions of additional shares in subsidiaries 10 – – (819) (5,950)
Acquisitions of associates 11 (3) (4,121) – –
Acquisitions of other investments – (222) – –
Profit received from trust fund accounts 103 179 – –
Purchase of property, plant and equipment 7(a) (28,934) (16,328) (333) (27)
Purchase of trademarks 9 – (95) – –
Purchase of investment properties 8(c) (3,923) (11,321) – –
Proceeds from disposals of property,
plant and equipment 138 182 – 106
Advances to subsidiaries – – (15,581) (11,780)
(Repayments to)/Advances from subsidiaries – – (16,725) 14,167
Loan/advances to an associate (1,390) (9,250) (2) –

Net cash (used in)/from investing activities (32,625) (40,513) 25,842 12,818

CASH FLOWS USED IN FINANCING ACTIVITIES

Interest paid (3,535) (3,343) (1,061) (1,144)


Dividends paid to owners of the parent 32 (8,063) (3,779) (8,063) (3,779)
Dividends paid to non-controlling interests (7,855) (5,834) – –
Repayments of term loans (4,592) (2,196) (1,875) (938)
Drawdowns of term loans 7,509 – – –
Repayments of hire-purchase and lease creditors (1,317) (1,229) (160) (237)
Net (repayments)/financings of trust receipts (1,096) 3,041 – –
Net drawdowns/(repayments) of bankers’ acceptances 6,622 (4,027) – –
Ordinary share capital contributed by non-controlling
interest of a subsidiary – 1,050 – –

Net cash used in financing activities (12,327) (16,317) (11,159) (6,098)

Net increase in cash and cash equivalents 4,592 15,577 9,221 1,898
Effect of exchange rate changes on
cash and cash equivalents (256) (231) – –
Cash and cash equivalents at beginning
of the financial year 67,277 51,931 2,213 315

Cash and cash equivalents at end of the financial year 16(e) 71,613 67,277 11,434 2,213

The accompanying notes form an integral part of the financial statements.

97
NOTES TO THE FINANCIAL STATEMENTS
30 June 2013 (cont’d)

10. INVESTMENTS IN SUBSIDIARIES (cont’d)

The details of the subsidiaries are as follows:

Interest in equity
held
Country of 2013 2012
Name of company incorporation % % Principal activities
Subsidiaries of Bonia Corporation
Berhad

CB Marketing Sdn. Bhd. Malaysia 100 100 Designing, promoting and marketing of
fashionable leather goods

CB Holdings (Malaysia) Sdn. Bhd. Malaysia 100 100 Property investment and management
services

Ataly Industries Sdn. Bhd. Malaysia 100 100 Property investment

Luxury Parade Sdn. Bhd. Malaysia 100 100 Property investment

Eclat World Sdn. Bhd. Malaysia 100 100 Designing, promoting and marketing of
fashionable men’s footwear

CB Franchising Sdn. Bhd. Malaysia 100 100 Franchising of leather goods and apparels

BCB Properties Sdn. Bhd. Malaysia 100 100 Property development

Long Bow Manufacturing Sdn. Bhd. Malaysia 100 100 Manufacturing and marketing of leather
goods

De Marts Marketing Sdn. Bhd. Malaysia 100 100 Designing, promoting and marketing of
fashionable ladies’ footwear

Mcore Sdn. Bhd. Malaysia 60 60 Marketing and distribution of fashionable


leather goods

Future Classic Sdn. Bhd. Malaysia 100 100 Designing, promoting and marketing of
fashionable leather goods

Daily Frontier Sdn. Bhd. Malaysia 100 100 Marketing, distribution and export of
fashionable goods and accessories

Armani Context Sdn. Bhd. Malaysia 100 100 Interior design, advertising and promo-
tion

Banyan Sutera Sdn. Bhd. Malaysia 100 100 Marketing and distribution of fashionable
goods

* Active World Pte. Ltd. Singapore 100 100 Wholesaling and retailing of fashionable
leather goods and apparels

# Kin Sheng Group Limited Hong Kong 100 100 Investment holding

132 BONIA ANNUAL REPORT 2013


NOTES TO THE FINANCIAL STATEMENTS
30 June 2013 (cont’d)

10. INVESTMENTS IN SUBSIDIARIES (cont’d)

The details of the subsidiaries are as follows: (cont’d)

Interest in equity
held
Country of 2013 2012
Name of company incorporation % % Principal activities
Subsidiaries of Bonia Corporation
Berhad (cont’d)

Dominion Directions Sdn. Bhd. Malaysia 100 100 Marketing and distribution of men’s
apparel and accessories

CRG Incorporated Sdn. Bhd. Malaysia 100 100 Investment holding

Mcolours & Design Sdn. Bhd. Malaysia 100 100 Product design, research and
development

Scarpa Marketing Sdn. Bhd. Malaysia 100 100 Wholesaling, retailing and marketing of
fashionable footwear

Alpha Footwear Sdn. Bhd. Malaysia 100 100 Marketing, retailing and distribution of
men’s and ladies’ footwear

* Jeco (Pte) Limited Singapore 70 70 Intellectual property management

Paris RCG Sdn. Bhd. Malaysia 58 58 Managing food and beverage services

Vista Assets Sdn. Bhd. Malaysia 100 100 Marketing and distribution of fashionable
goods and accessories

FR Gallery Sdn. Bhd. Malaysia 100 100 Marketing and distribution of fashionable
goods and accessories

LBJR Marketing Sdn. Bhd. Malaysia 100 100 Marketing and distribution of fashionable
goods and accessories

SBG Holdings Sdn. Bhd. Malaysia 100 – Investment holding

Subsidiaries of Dominion
Directions Sdn. Bhd.

VR Directions Sdn. Bhd. Malaysia 75 75 Marketing and distribution of men’s


apparel and accessories, and ladies’
apparel

SB Directions Sdn. Bhd. Malaysia 100 100 Marketing and distribution of fashionable
accessories

Galaxy Hallmark Sdn. Bhd. Malaysia 100 100 Marketing and distribution of men’s
apparels and accessories

133
NOTES TO THE FINANCIAL STATEMENTS
30 June 2013 (cont’d)

10. INVESTMENTS IN SUBSIDIARIES (cont’d)

The details of the subsidiaries are as follows: (cont’d)

Interest in equity
held
Country of 2013 2012
Name of company incorporation % % Principal activities
Subsidiaries of Dominion
Directions Sdn. Bhd. (cont’d)

New Series Sdn. Bhd. Malaysia 75 75 Marketing and distribution of men’s


apparels

Subsidiary of Banyan Sutera


Sdn. Bhd.
* PT Banyan Cemerlang Indonesia 100 100 Wholesaling of fashionable goods and
accessories

Subsidiaries of CRG Incorporated


Sdn. Bhd.

CR Boutique Sdn. Bhd. Malaysia 100 100 Franchising of leather goods and apparels

CRF Marketing Sdn. Bhd. Malaysia 100 100 Designing, promoting and marketing of
fashionable ladies’ footwear

CRL Marketing Sdn. Bhd. Malaysia 100 100 Designing, promoting and marketing of
fashionable leather goods

CRI Sdn. Bhd. Malaysia 100 100 Marketing and distribution of fashionable
goods and accessories

CRV Sdn. Bhd. Malaysia 100 100 Marketing and distribution of fashionable
goods and accessories

Subsidiaries of SBG Holdings


Sdn. Bhd.

SBL Marketing Sdn. Bhd. Malaysia 100 100 Designing, promoting and marketing of
fashionable leather goods

SBFW Marketing Sdn. Bhd. Malaysia 100 100 Designing, promoting and marketing of
fashionable ladies’ footwear

SB Boutique Sdn. Bhd. Malaysia 100 100 Franchising of leather goods and apparels

SB International Sdn. Bhd. Malaysia 100 – Marketing and distribution of fashionable


goods and accessories

SBA Marketing Sdn. Bhd. Malaysia 100 – Marketing and distribution of fashionable
accessories

SBM Marketing Sdn. Bhd. Malaysia 100 – Designing, promoting and marketing of
fashionable men’s footwear

134 BONIA ANNUAL REPORT 2013


NOTES TO THE FINANCIAL STATEMENTS
30 June 2013 (cont’d)

10. INVESTMENTS IN SUBSIDIARIES (cont’d)

The details of the subsidiaries are as follows: (cont’d)

Interest in equity
held
Country of 2013 2012
Name of company incorporation % % Principal activities
Subsidiary of BCB Properties
Sdn. Bhd.

Apex Marble Sdn. Bhd. Malaysia 60 60 Marketing and distribution of fashionable


goods

Subsidiary of Daily Frontier


Sdn. Bhd.

# Daily Frontier (Vietnam) Company Vietnam 100 – Wholesaling, retailing, importing and
Limited exporting of fashionable products,
accessories and cosmetics

Subsidiaries of Active World


Pte. Ltd.

* Jetbest Enterprise Pte. Ltd. Singapore 100 100 Wholesaling, retailing, importing and
exporting of leather goods and
accessories

* SCRL Pte. Ltd. Singapore 100 100 Wholesaling, retailing and marketing of
fashionable footwear, carrywear and
accessories

* SBLS Pte. Ltd. Singapore 100 100 Wholesaling, retailing and marketing of
fashionable footwear, carrywear and
accessories

* Active Franchise Pte. Ltd. Singapore 100 100 General wholesale trade including
general importers and exporters

* Active Footwear Pte. Ltd. Singapore 100 100 Marketing, retailing and distribution of
fashionable footwear

** Bruno Magli South East Asia Singapore 70 – Wholesaling, retailing and marketing
Pte. Ltd. of leather goods, footwear, and
accessories

* PT Active World Indonesia 100 100 Investment holding

Subsidiaries of Kin Sheng Group


Limited

^ Guangzhou Jia Li Bao Leather China 100 100 Wholesaling, retailing, importing and
Fashion Co. Ltd. exporting of leather goods and
accessories

135
NOTES TO THE FINANCIAL STATEMENTS
30 June 2013 (cont’d)

10. INVESTMENTS IN SUBSIDIARIES (cont’d)

The details of the subsidiaries are as follows: (cont’d)

Interest in equity
held
Country of 2013 2012
Name of company incorporation % % Principal activities
Subsidiaries of Kin Sheng Group
Limited (cont’d)

^ Guangzhou Bonia Fashions China China 100 100 Manufacturing, marketing, retailing of
Co. Ltd. fashionable leather goods, apparels
and accessories

# Kin Sheng International Trading Co. Hong Kong 100 100 General trading and marketing of
Limited fashionable goods

Subsidiary of Jeco (Pte) Limited

* Lianbee-Jeco Pte. Ltd. Singapore 100 100 Retailing, importing and exporting leather
goods and general merchandise

Lianbee-Jeco (M) Sdn. Bhd. Malaysia 100 100 Trading in leather goods and footwear

* Subsidiaries not audited by BDO.


# Subsidiaries audited by BDO Member Firms.
** Audited financial statements of the subsidiary was not issued as it was newly incorporated during the financial year.
^ Audited financial statements of these subsidiaries are not available as they are in the process of members’ voluntary
winding up.

During the financial year:

(i) the Company had incorporated a wholly owned subsidiary, SBG Holdings Sdn. Bhd. in Malaysia, with an authorised
share capital of RM25,000,000 comprising 25,000,000 ordinary shares of RM1.00 each, of which 2 ordinary shares
have been issued and fully paid up.

(ii) the Company had incorporated a wholly owned subsidiary, SB International Sdn. Bhd. in Malaysia, with an authorised
share capital of RM100,000 comprising 100,000 ordinary shares of RM1.00 each, of which 2 ordinary shares have
been issued and fully paid up.

(iii) SBG Holdings Sdn. Bhd., a wholly owned subsidiary of the Company had incorporated a wholly owned subsidiary,
SBA Marketing Sdn. Bhd. in Malaysia, with an authorised share capital of RM100,000 comprising 100,000 ordinary
share of RM1.00 each, of which 2 ordinary share have been issued and fully paid up.

(iv) SBG Holdings Sdn. Bhd., a wholly owned subsidiary of the Company had incorporated a wholly owned subsidiary,
SBM Marketing Sdn. Bhd. in Malaysia, with an authorised share capital of RM100,000 comprising 100,000 ordinary
share of RM1.00 each, of which 2 ordinary share have been issued and fully paid up.

(v) Daily Frontier Sdn. Bhd., a wholly owned subsidiary of the Company had incorporated a wholly owned subsidiary,
Daily Frontier (Vietnam) Company Limited in Vietnam, with a charter capital of VND10,500,000,000 (equivalent to
USD500,000). The charter capital is payable in cash within two (2) years from the date of Investment Certificate of
12 October 2012.

(vi) Active World Pte. Ltd., a wholly owned subsidiary of the Company had incorporated a 70% owned subsidiary, Bruno
Magli South East Asia Pte. Ltd. in Singapore with an issued and paid-up-capital of SGD10.00 divided into 10 ordinary
shares of SGD1.00 each.

136 BONIA ANNUAL REPORT 2013


NOTES TO THE FINANCIAL STATEMENTS
30 June 2013 (cont’d)

32. DIVIDENDS (cont’d)

The Board of Directors has recommended a final single tier dividend of 10% or 5.0 sen per ordinary share of 50.0 sen
each, amounting to RM10,078,593 in respect of the financial year ended 30 June 2013. The aforesaid final dividend
will be proposed for shareholders’ approval in the forthcoming Annual General Meeting. The financial statements for
the current financial year do not reflect these proposed dividends. These dividends, if approved by shareholders, will be
accounted for as an appropriation of retained earnings in the financial year ending 30 June 2014.

33. EMPLOYEE BENEFITS

Group Company
2013 2012 2013 2012
RM’000 RM’000 RM’000 RM’000
Wages, salaries and bonuses 94,937 86,139 4,716 5,029
Contributions to defined contribution plans 9,851 10,203 540 584
Social security contributions 794 643 – –
Other benefits 16,152 12,119 – –

121,734 109,104 5,256 5,613

34. RELATED PARTY DISCLOSURES

(a) Identities of related parties

Parties are considered to be related to the Group if the Group has the ability, directly or indirectly, to control the party
or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where
the Group and the party are subject to common control or common significant influence. Related parties may be
individuals or other entities.

The Company has controlling related party relationship with its direct and indirect subsidiaries.

Related parties other than those disclosed elsewhere in the financial statements and their relationship with the
Group are as follows:

Related party Relationship


Cassardi International Co. Ltd. A company in which a major shareholder of VR Directions Sdn. Bhd., a
subsidiary, Boonnam Boonnamsap has substantial financial interests.

Long Bow Manufacturing (S) Pte. Ltd. A company in which a Director, who is also a major shareholder of the
Company has substantial financial interests.

Bonia International Holdings Pte. Ltd. A company in which a Director, who is also a major shareholder of the
Company has substantial financial interests.

BIH Franchising Limited A company in which a Director, who is also a major shareholder of the
Company has substantial financial interests.

161

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