FY 2011 Annual Report - Sheng Siong
FY 2011 Annual Report - Sheng Siong
FY 2011 Annual Report - Sheng Siong
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46 <strong>Sheng</strong> <strong>Siong</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2011</strong><br />
Notes to the Financial Statements<br />
These notes form an integral part of the financial statements.<br />
The financial statements were authorised for issue by the Board of Directors on 30 March 2012.<br />
1 Domicile and activities<br />
<strong>Sheng</strong> <strong>Siong</strong> Group Ltd. (the “Company”) was incorporated on 10 November 2010 in the Republic of Singapore<br />
and has its registered office at 6 Mandai Link, Singapore 728652.<br />
The Company was formerly known as <strong>Sheng</strong> <strong>Siong</strong> Group Pte. Ltd.. On 4 July <strong>2011</strong>, the Company converted<br />
into a public company limited by shares and changed its name to <strong>Sheng</strong> <strong>Siong</strong> Group Ltd.. The Company<br />
was listed on the Main Board of the Singapore Exchange Securities Trading Limited (“SGX-ST”) on 17 August<br />
<strong>2011</strong>.<br />
The principal activity of the Company is that of investment holding. The principal activities of the subsidiaries<br />
are set out in Note 7 below. The immediate and ultimate holding company during the financial year is <strong>Sheng</strong><br />
<strong>Siong</strong> Holdings Pte Ltd, incorporated in the Republic of Singapore.<br />
The financial statements of the Company as at and for the year ended 31 December <strong>2011</strong> comprise the<br />
Company and its subsidiaries (together referred to as the “Group” and individually as “Group entities”).<br />
2 Restructuring exercise<br />
Pursuant to the listing of the Company, <strong>Sheng</strong> <strong>Siong</strong> Group Pte. Ltd. undertook a group restructuring exercise<br />
(the “Restructuring Exercise”) with <strong>Sheng</strong> <strong>Siong</strong> Supermarket Pte. Ltd. (“SS Supermarket”), CMM Marketing<br />
Management Pte. Ltd. (“CMM Marketing”) and <strong>Sheng</strong> <strong>Siong</strong> Supermarket (Malaysia) Sdn. Bhd. (“SS Malaysia”)<br />
which were entities under common control:<br />
i. Acquisition of 100% of the entire equity interest in SS Supermarket and CMM Marketing<br />
Pursuant to a share swap agreement on 17 March <strong>2011</strong>, the Company acquired from Mr. Lim Hock<br />
Chee, Mr. Lim Hock Eng, and Mr. Lim Hock Leng the entire 100% of the issued share capital of SS<br />
Supermarket and CMM Marketing, comprising 5,000,000 ordinary shares each for an aggregate<br />
purchase consideration as listed below which was satisfied by the issuance and allotment of the following<br />
number of new shares in the capital of the Company, credited as fully paid:<br />
Aggregate purchase Number of<br />
Subsidiaries<br />
consideration<br />
new shares<br />
($’000) (’000)<br />
SS Supermarket $55,842 20,108<br />
CMM Marketing $22,392 9,892<br />
$78,234 30,000<br />
On 17 March <strong>2011</strong>, Mr. Lim Hock Chee, Mr. Lim Hock Eng and Mr. Lim Hock Leng directed that an<br />
aggregate of 12,600,000 shares be issued and allotted to <strong>Sheng</strong> <strong>Siong</strong> Holdings Pte Ltd.<br />
The purchase consideration was based on the net asset values of SS Supermarket and CMM Marketing<br />
as shown in their management accounts as at 30 September 2010 adjusted for (planned) capital<br />
reduction of $10,000,000 in each company.