2001 Annual Report - Kian Joo Can

(Incorporated In Malaysia) 

(3186-P)

C ONTENTS 

Notice of Annual General Meeting 

Statement Accompanying 

Notice of Annual General Meeting 

Corporate Information 

Corporate Structure 

Five Year Financial Highlights 

Profile of Directors 

Corporate Governance 

Directors’ Responsibility Statement 

Audit Committee Report 

Chariman’s Statement 

Financial Statements 

List of Properties 

Analysis of Shareholdings 

Proxy Form 

02 

03 

04 

05 

06 

08 

11 

15 

16 

19 

21 

58 

60 

63

NOTICE OF 

Annual General Meeting 

NOTICE IS HEREBY GIVEN that the 44th Annual General Meeting of Kian Joo Can Factory 

Berhad will be held at the Conference Room, Lot 6, Jalan Perusahaan 1, 68100 Batu Caves, 

Selangor on Wednesday, 19 June 2002 at 3.00 p.m. for the following purposes - 

AGENDA 

1. To receive and adopt the audited financial statements for year 

ended 31 December 2001 together with the Directors and Auditors’ 

Reports thereon. 

2. To approve a Final Dividend of 10% tax exempt in respect of 

financial yearended 31 December 2001. 

3. To approve Directors’ Fees of RM205,000 for the financial year 

ended 31 December 2001. 

Resolution 1 

Resolution 2 

Resolution 3 

4. To re-elect the following directors retiring by rotation in accordance 

with Article 104 of the Company’s Articles of Association 

Dato’ See Teow Chuan 

See Teow Koon 

See Tiau Kee 

5. To re-appoint Messrs Ernst & Young as the Company’s Auditors and 

to authorise directors to fix their remuneration. 

Resolution 4 

Resolution 5 

Resolution 6 

Resolution 7 

6. To transact any other business of the Annual General Meeting. 

By order of the Board, 

Chia Kwok Why (MAICSA 7005833) 

Company Secretary 

Batu Caves, Selangor 

Date: 4 June 2002 

Notes : 

1. A member of the Company entitled to attend and vote at the Meeting may appoint a proxy to attend 

and vote in his stead. A proxy may but need not be a member of the Company and the provisoins of 

Section 149(1)(a) and (b) of the Companies Act, 1965 shall not apply to the Company. 

2. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney 

duly authorised in writingor, if such appointor is a corporation, under its common seal or the hands of 

its attorney. 

3. All forms of proxy should be deposited at the Registered Office of the Company situated at Lot 10, Jalan 

Perusahaan 1, 68100 Batu Caves, Selangor Darul Ehsan not less than 48 hours before the time 

appointed for holding the meeting or any adjournment thereof, failing which the instrument appointing 

a proxy shall not be treated as valid. 

02 . Annual Report / 2001 KIAN JOO CAN FACTORY BERHAD (3186-P)

1. Name of directors who are standing for re-election 

(a) Dato’ See Teow Chuan 

(b) See Teow Koon 

STATEMENT 

ACCOMPANYING 

N otice of 

Annual General Meeting 

(c) 

See Tiau Kee 

Further details of directors standing for re-election, please refer to page 8. 

2. A total of 5 meetings were held in 2001. The date, time and place of the meetings are - 

Date Time Place 

28 Feb 2001 2.00 p.m. Conference Room, Lot 6 Jalan Perusahaan 1 

68100 Batu Caves, Selangor 

29 May 2001 10.30 a.m Conference Room, Lot 6 Jalan Perusahaan 1 


20 Aug 2001 2.00 p.m Conference Room, Lot 6 Jalan Perusahaan 1 


19 Nov 2001 2.00 p.m. Conference Room, Lot 6 Jalan Perusahaan 1 


13 Dec 2001 3.00 p.m. Conference Room, Lot 6 Jalan Perusahaan 1 


3. Details of attendance at Board Meetings held in 2001 - 

Name of Director 

No. of meeting attended 

Y.A.M. Tunku Naquiyuddin Ibni Tuanku Ja’afar 4/5 

Y.A.M. Tunku Dato’ Seri Nadzaruddin Ibni Tuanku Ja’afar 5/5 

Dato’ See Teow Chuan 5/5 

Dato’ See Teow Guan 5/5 

See Teow Koon 4/5 

See Tiau Kee 5/5 

Y.A.M. Raja Dato’ Seri Ashman Shah Ibni Sultan Azlan Shah 4/5 

See Ean Seng 5/5 

Dato Ismail Bin Lebai Kamat (appointed on 9 January 2001) 2/5 

KIAN JOO CAN FACTORY BERHAD (3186-P) 

2001 / Annual Report . 03

CORPORATE 

Information 

DIRECTORS 

Y.A.M. Tunku Naquiyuddin Ibni Tuanku Ja’afar (Chairman/Non-Executive Director) 

Y.A.M. Tunku Dato’ Seri Nadzaruddin Ibni Tuanku Ja’afar (Non-Executive Director) 

Y.A.M. Raja Dato’ Seri Ashman Shah Ibni Sultan Azlan Shah (Independent Non-Executive Director) 

Dato’ See Teow Chuan (Managing Director) 

Dato’ Anthony See Teow Guan (Executive Director) 

See Teow Koon (Executive Director) 

See Tiau Kee (Executive Director) 

See Ean Seng (Independent Non-Executive Director) 

Dato’ Ismail Bin Lebai Kamat (Independent Non-Executive Director) 

AUDIT COMMITTEE 

Dato’ Ismail Bin Lebai Kamat (Chairman) 

Y.A.M. Raja Dato’ Seri Ashman Shah Ibni Sultan Azlan Shah 

See Ean Seng 

SECRETARY 

Chia Kwok Why 

(MAICSA 7005833) 

AUDITORS 

Ernst & Young 

Chartered Accountants 

SOLICITORS 

Shearn Delamore & Co. 

16th Floor, Wisma Hamzah Kwong Hing 

1, Leboh Ampang 

50100 Kuala Lumpur 

Shook Lin & Bok 

20th Floor, Arab-Malaysian Building 

55 Jalan Raja Chulan 


Wan Nadhri Tan & Goh 

Suite 153, 15th Floor 

Wisma Mirama 

Jalan Wisma Putra 


BANKERS 

HSBC Bank Malaysia Berhad 

Bumiputra-Commerce Bank Berhad 

Citibank Berhad 

Deutsche Bank (Malaysia) Berhad 

Public Bank Berhad 

OCBC (Malaysia) Berhad 

RHB Bank Berhad 

Alliance Bank Malaysia Berhad 

Overseas Union Bank (Malaysia) Berhad 

REGISTRARS 

Kian Joo Services Sdn. Bhd. 

Lot 10, Jalan Perusahaan 1 

68100 Batu Caves 

Selangor Darul Ehsan 

Tel : 03-6189 6322 

Fax : 03-6189 8185 

REGISTERED OFFICE 




Tel : 03-6189 6322 

Fax : 03-6189 8185 

04 . Annual Report / 2001 

KIAN JOO CAN FACTORY BERHAD (3186-P)

BINTANG SERIBU SDN. BHD. 

100% 

19% 

FEDERAL METAL PRINTING 

FACTORY SDN. BHD. 

100% 

CORPORATE 

Structure 

GREAT ASIA TIN CANS FACTORY 

CO. SDN. BHD. 

100% 

81% 

METAL-PAK (M) SDN. BHD. 

100% 

KJ CAN (JOHORE) SDN. BHD. 

100% 

KJ CAN (SELANGOR) SDN. BHD. 

100% 

KIAN JOO PACKAGING 

SDN. BHD. 

100% 

(Incorporated In Malaysia) 

(3186-P) 

KJM ALUMINIUM CAN 

SDN. BHD. 

100% 

BOX-PAK (MALAYSIA) 

BERHAD 

54.8% 

MULTI-PET SDN. BHD. 

100% 

KIAN JOO-VISYPAK SDN. BHD. 

50% 

INDASTRI KIAN JOO SDN. BHD. 

100% 

CANCO ENGINEERING & 

MACHINERY SDN. BHD. 

100% 

KIAN JOO SERVICES SDN. BHD. 

100% 

KIAN JOO CAN (VIETNAM) CO. LTD. 

100% 

KIAN JOO CAN FACTORY BERHAD (3186-P) 2001 / Annual Report . 05

FIVE YEAR 

Financial Highlights 2001 2000 

RM’000 

RM’000 

Turnover 494,028 493,378 

Profit Before Taxation 41,907 33,034 

Profit After Taxation And 

Minority Interest 30,183 23,969 

Dividend Rate 20% 20% 

Dividend Net 11,572 11,572 

Paid-up Capital 57,860 57,860 

Shareholders’ Equity 487,853 462,776 

Total Tangible Assets 723,154 723,587 

Total Borrowings 142,468 156,462 

Earnings Per Share (Sen) 26.08 20.71 

Net Assets Backing Per Share 4.22 4.00 

Borrowings/Shareholders’ 

Equity (%) 29 34 

100 

80 

60 

40 

20 

41,907 33,034 49,684 76,345 85,357 

0 

800 

2001 2000 1999 1998 1997 

Profit Before Taxation 

700 

600 

500 

400 

300 

200 

100 

0 

723,154 723,587 664,958 704,282 619,659 

2001 2000 1999 1998 1997 

Total Tangible Assets 



1999 1998 1997 

RM’000 RM’000 RM’000 

FIVE YEAR 

Financial Highlights (Cont’d) 

425,517 425,012 438,151 

49,684 76,345 85,357 

52,920 52,060 55,392 

40% 40% 40% 

23,144 23,144 23,144 

57,860 57,860 57,860 

459,706 429,930 401,014 

664,958 704,282 619,659 

94,131 153,627 91,107 

45.73 44.99 47.87 

3.97 3.72 3.47 

20 36 23 

60 

50 

40 

30 

20 

10 

0 

30,183 23,969 52,920 52,060 55,392 

2001 2000 1999 1998 1997 

Profit After Taxation and Minority Interest 

500 

400 

300 

200 

100 

0 

494,028 493,378 425,517 425,012 438,151 

2001 2000 1999 1998 1997 

Turnover 


PROFILE OF 

Directors 

YAM TUNKU NAQUIYUDDIN IBNI TUANKU JA’AFAR 

YAM Tunku Naquiyuddin Ibni Tuanku Ja’afar, aged 55, a Malaysian, is the Chairman 

of the Company. He was appointed to the Board on 30 November 1999. 

YAM Tunku Naquiyuddin Ibni Tuanku Ja’afar read International Politics at the 

University College of Wales in Aberystwyth and graduated with a Bachelor of Science 

degree with Honours in Economics from the same college. Tunku served in the Ministry 

of Foreign Affairs and was posted as the 2nd Secretary with the Malaysian Embassy 

in Paris. Tunku later headed Antah Holdings Berhad as its Chairman, a position held 

till today, which was vacated for a 5-year period during his tenure as the Regent of 

Negeri Sembilan from 1994 – 1999. Tunku was also a Council Member of the 

Business Council for Sustainable Development, a Geneva-based organization, 

Founder and Head of the Federation of Public Listed Companies, Council Member of 

the Canada-ASEAN Centre and Committee Member of the Kuala Lumpur 

Stock Exchange. 

YAM Tunku Naquiyuddin Ibni Tuanku Ja’afar presently sits on the Boards of Antah 

Holdings Berhad, Carlsberg Brewery Malaysia Berhad and Malayawata Steel Berhad. 

YAM Tunku Naquiyuddin Ibni Tuanku Ja’afar is the brother of YAM Tunku Dato’ Seri 

Nadzaruddin Ibni Tuanku Ja’afar. 

YAM TUNKU DATO’ SERI NADZARUDDIN IBNI TUANKU JA’AFAR 

YAM Tunku Dato’ Seri Nadzaruddin Ibni Tuanku Ja’afar, aged 43, a Malaysian, is the 

Non-Executive Director of the Company. He was appointed to the Board on 1 June 

1994. He holds a Bachelor of Science (Honours) degree in Mathematics. 

From 1982 to 1983, YAM Tunku Dato’ Seri Nadzaruddin Ibni Tuanku Ja’afar worked 

with British Telecommunications in London. In 1985, he joined ESSO Production 

Malaysia Inc. (EPMI) as System Analyst and he was there until March 1988. 

He then left EPMI to become the General Manager of Asia-Pacific Videolab Sdn Bhd 

until April 1990. In May 1990, he joined Antah Holdings Berhad as Executive 

Assistant to the Managing Director and in September 1996, was appointed as 

Director of Antah Holdings Berhad until 22 May 2000. In December 1992, he was 

appointed as an Executive Director of Hwang-DBS (Malaysia) Berhad. In 1st June 

1984, he was appointed as Chairman of Box-Pak (Malaysia) Berhad, a subsidiary 

company of Kian Joo Can Factory Berhad. 

YAM Tunku Dato’ Seri Nadzaruddin Ibni Tuanku Ja’afar was the President of Persatuan 

Broker Niaga Hadapan Malaysia (Malaysia Futures Brokers Association). He is a 

director on the board of MDEX (Malaysia Derivatives Exchange Berhad ). He is also 

the Vice President of the Financial Planning Association of Malaysia (FPAM) on their 

Board of Governors and their Board of Certification and Standards. 

YAM Tunku Dato’ Seri Nadzaruddin Ibni Tuanku Ja’afar is the brother of YAM Tunku 

Naquiyuddin Ibni Tuanku Ja’afar. 

YAM RAJA DATO’ SERI ASHMAN SHAH IBNI SULTAN AZLAN SHAH 

YAM Raja Dato’ Seri Ashman Shah Ibni Sultan Azlan Shah, aged 44, a Malaysian, is 

the Non-Executive Director. He was appointed to the Board on 24 April 1986. He is 

also a member of Audit Committee of the Company. 

YAM Raja Dato’ Seri Ashman Shah Ibni Sultan Azlan Shah was graduated from the 

University of Nottingham, United Kingdom with a B.A. in Economics and subsequently 

he was qualified as Barrister-at-Law from Lincoln’s Inn, London. Thereafter he obtained 

a masters degree in Law from the University of Cambridge, United Kingdom. 

YAM Raja Dato’ Seri Ashman Shah Ibni Sultan Azlan Shah is also a Non-Executive 

Director of KKB Engineering Berhad. 

He does not have any family relationship with any director and/or major 

shareholder of Kian Joo Can Factory Berhad. 



DATO’ SEE TEOW CHUAN 

Dato’ See Teow Chuan, aged 61, a Malaysian, is the Managing Director of the 

Company. He was appointed to the Board on 30 October 1966. He has been with 

Kian Joo Can Factory Berhad for more than 40 years and has acquired extensive 

experience and knowledge in can manufacturing and carton manufacturing business. 

He assumes an active role in the formulation and implementation of the corporate 

strategy of the Company. 

PROFILE OF 

Directors (Cont’d) 

Since 1975, he is the Executive Director of Box-Pak (Malaysia) Berhad, a subsidiary 

company of Kian Joo Can Factory Berhad. He also sits on the Board of other private 

limited companies. 

Dato’ See Teow Chuan, Dato’ Anthony See Teow Guan, Mr See Teow Koon and Mr 

See Tiau Kee are brothers. 

DATO’ ANTHONY SEE TEOW GUAN 

Dato’ Anthony See Teow Guan, aged 56, a Singaporean, is the Executive Director of 

the Company. He was appointed to the Board on 1 January 1972. He completed his 

Senior Cambridge education in Singapore and moved immediately to Malaysia to 

work with the Company. 

He has over 35 years of experience in the packaging industry. In 1974, he initiated 

the set up of Box-Pak (Malaysia) Berhad, a subsidiary company of Kian Joo Can 

Factory Berhad, and serves as the Managing Director. It was listed in the Kuala 

Lumpur Stock Exchange main board in 1996. 

In 1993, he was awarded the “Manager of the Year 1992” by Harvard Business 

School Alumni Club of Malaysia. 

Currently, he is the President of the Malaysian Tin Can Manufacturers Association 

(MTCMA). He also sits on the Board of several private limited companies. 

Dato’ Anthony See Teow Guan, Dato’ See Teow Chuan, Mr See Teow Koon, Mr See 

Tiau Kee are brothers. 

SEE TEOW KOON 

Mr See Teow Koon, age 53, a Malaysian, is the Executive Director of the Company 

He was appointed to the Board on 8 October 1974. 

He completed his technical studies in Singapore Institute of Technology and in 1967, 

he further his studies in Japan specializing in metal printing and can manufacturing. 

Subsequently in 1970 he was appointed as Factory Manager of the Company. 

He has over 35 years of experience in packaging industry in particular metal printing 

and can manufacturing. He is also the Executive Director of Box-Pak (Malaysia) 

Berhad, a subsidiary company of Kian Joo Can Factory Berhad, since 1983. He also 

sits on the Board of several private limited companies. 

Mr. See Teow Koon, Dato’ See Teow Chuan, Dato’ Anthony See Teow Guan and 

Mr See Tiau Kee are brothers. 


PROFILE OF 

Directors (Cont’d) 

SEE TIAU KEE 

Mr. See Tiau Kee, aged 48, a Malaysian, is the Executive Director of the Company. He 

was appointed to the Board on 15 September 1982. 

He started his career as a Quality Executive in Metal-Pak (Malaysia) Sdn. Bhd., a 

wholly owned subsidiary of the Company. Subsequently he was promoted to 

Production Manager in some of the subsidiary companies of Kian Joo Can Factory 

Berhad. He has vast experience in can manufacturing operations and has served 

the Company for 25 years. 

He is also the Executive Director of Box-Pak (Malaysia) Berhad, a subsidiary 

company of Kian Joo Can Factory Berhad since 1983. He also sits on the Board of 

several private limited companies. 

Mr. See Tiau Kee, Dato’ See Teow Chuan, Dato’ Anthony See Teow Guan and Mr See 

Teow Koon are brothers. 

DATO’ ISMAIL BIN LEBAI KAMAT 

Dato’ Ismail bin Labai Kamat, aged 62, a Malaysian, is the Non-Executive Director of 

the Company. He is a member and Chairman of the Audit Committee. He was 

appointed to the Board on 9 January 2001. 

He started his career as an Audit Manager with a Chartered Accountant firm, 

Anderson Shackle & Co, in Melbourne, Australia until 1972. Upon his return to 

Malaysia, he joined Bank Rakyat (Malaysia) Bhd as Manager of Corporate Affairs. 

He was the Chairman of Roxy Electronic Industries (M) Bhd. (now known as 

Technology Resources Bhd) and Air Hitam Tin Dredging (M) Bhd and also a director 

of FSBM Holdings Berhad. He was also the Executive Director of S & P Foods (M) 

Bhd. and Chief Executive Director of HA Securities Sdn Bhd (now known as Jupiter 

Securities Sdn Bhd). 

He is currently a Senior Partner in a Public Accountant firm, Moore Stephens, Ismail 

Chong & Associate (Public Accountants). He was a partner of the firm since 1990. He 

is a member of the Institute Of Chartered Accountants in Australia, Malaysian 

Association of Certified Public Accountants and Malaysian Institute of Accountants. 

He does not have any family relationship with any director. 

SEE EAN SENG 

Mr See Ean Seng, aged 65, a Malaysian, is the Non-Executive Director of the 

Company. He was appointed to the Board on 22 February 1984 and he is also a 

member of the Audit Committee of the Company. 

He has extensive experience in can manufacturing business and also sits on the Board 

of directors of several private limited companies. 

(Save as disclosed, none of the Directors has any conviction of offences within the past 

10 years nor has any personal interest in any business arrangement involving 

the Company). 


The Board of Directors is committed in ensuring that the Group practices good Corporate 

Governance in line with the Malaysian Code on Corporate Governance introduced in 

March 2000. 

Corporate 

Governance 

Statement 

A) DIRECTORS 

I. The Board 

Decisions are made on issues relating to strategy, performance, resources and 

financial matters at Board’s meetings. The executive directors have vast experience 

in the packaging industries and are able to lead and guide the Group. A brief 

profile of each director is presented on pages 8 to 10. 

During the year ended 31 December 2001, 5 Board Meetings were held. The 

following is the record of attendance of the Board Members: 

Directors 

No. of Meetings 

attended 

YAM Tunku Naquiyuddin Ibni Tuanku Ja’afar - Chairman 

(Non-Independent Non-Executive Director) 4/5 

YAM Tunku Dato’ Seri Nadzaruddin Ibni Tuanku Ja’afar 

(Non-Independent Non-Executive Director) 5/5 

YAM Raja Dato’ Seri Ashman Shah Ibni Sultan Azlan Shah 

(Independent Non-Executive Director) 4/5 

Dato’ See Teow Chuan 

(Managing Director) 5/5 

Dato’ Anthony See Teow Guan 

(Executive Director) 5/5 

See Teow Koon 


See Tiau Kee 


See Ean Seng 


Dato’ Ismail Bin Lebai Kamat (appointed on 9 January 2001) 


In the intervals between Board meetings, decisions are made in the monthly management 

meetings held together with the operating heads and the executive directors. 



Corporate 

Governance 

Statement (Cont’d) 

A) DIRECTORS (cont’d) 

The Board is assisted by the following Board Committees 

1. Audit Committee 

The Audit Committee was established on 30 June 1994. Please refer to the Audit 

Committee Report on page 16 to 18. 

2. Remuneration Committee 

The Remuneration Committee was established on 19 November 2001 whose 

members are all non-executive directors. 

Members 

YAM Tunku Naquiyuddin Ibni Tuanku Ja’afar (Chairman) 


(Independent Non-Executive Director) 

Dato’ Ismail Bin Lebai Kamat 

(Independent Non-Executive Director/Audit Committee Chairman) 

The Remuneration Committee shall recommends for the Board’s approval, the 

Executive Director’s remuneration package and to evaluate the effectiveness of the 

contributions made by each member of the Board. 

Directors’ fees are determined by the Board and are based on standard fixed fee and 

are subject to the approval of shareholders at the Annual General Meeting. 

Details of the number of Executive and Non-Executive Directors in remuneration 

bands of RM50,000 for the year ended 31 December 2001 are disclosed in the 

Director’ Report on page 26. 

3. Option Committee 

The Board has set up an Option Committee on 27 February 2002 to administer the 

ESOS which was approved by the shareholders at an Extra Ordinary General 

Meeting held on 31 January 2002. 

Members 

Dato’ Anthony See Teow Guan (Executive Director) 

Alice See Siew Choo (Group Financial Controller) 

Mok Chong Gan (Group Human Resource Manager) 

Key Responsibilities 

The Option Committee is to administer the Employees’ Share Option Scheme (ESOS) 

in accordance with the objectives and regulations as stated in the Bye-Laws. 

II 

Board Balance 

The Board currently has 9 members, comprising 5 Non-Executive Directors and 4 

Executive Directors. Out of the 9 Directors, 3 are Independent Directors, which meets 

the requirement of one-third. The Chairman holds a Non Executive position and is 

primarily responsible for matters pertaining to the Board and overall conduct of 

the Group. 

The Executive Committee (Exco) comprising of Executive Directors and the Group 

Financial Controller oversees the running of the Group and the implementation of the 

Board’s decisions and policies. 



III 

IV 

Appointments to the Board 

The Malaysian Code on Corporate Governance endorses, as good practice, the 

setting up of a Nomination Committee to formalize procedures for appointments to 

the Board. Although the Code states that this procedure may be performed by the 

Board as a whole, as a matter of best practice, it recommends that this 

responsibility be delegated to a committee. 

The appointment of the Nomination Committee has been deferred to a later date. 

Re-election 

The Articles provide that at least one third of the remaining Directors, save for the 

Managing Director, be subject to re-election by rotation at each Annual General 

Meeting. In compliance with the Kuala Lumpur Stock Exchange Listing Requirements, 

which came into force in 2001, the Managing Director will now also be required to 

submit himself for re-election by rotation. The amended Articles of Association which 

was approved by the shareholders at an Extra Ordinary General Meeting held on 

31 January 2002 provides for all Directors to submit themselves for re-election at 

least once every 3 years. 

Corporate 

Governance 


B) INVESTORS RELATIONS AND SHAREHOLDER COMMUNICATION 

To ensure that the shareholders and investors are well informed of the Group, 

information is available to shareholders and investors through various disclosures 

and announcements made to the Kuala Lumpur Stock Exchange which includes the 

quarterly financial results, Annual Reports and where appropriate, Circulars and 

press releases. 

Key management personnel also hold discussion with analysts to provide 

information on the Group’s strategy, performance and major developments. A press 

briefing, attended by the Chairman, is also held after each Annual General Meeting. 

Shareholders and the public can also access information on the Group’s 

background, products and financial performance through the website 

at www.kianjoocan.com.my. 

C) ACCOUNTABILITY AND AUDIT 

I. Financial Reporting 

The Board takes responsibility for presenting a balanced and understandable 

assessment of the Group’s operations and prospects each time it releases its 

quarterly and annual financial statements to shareholders. The Audit Committee 

reviews the information to be disclosed to ensure its accuracy and adequacy. 

A statement by Directors of their responsibilities in preparing the financial statements 

is set out on page 15 of this Report. 

II. 

III. 

Internal Controls 

The Directors recognize their responsibility for the Group’s system of internal controls 

and the need to review its effectiveness regularly in order to safeguard the Group’s 

assets and therefore shareholders’ investments in the Group. Since certain risks and 

threats are externally driven, unforeseen and beyond the Group’s control, the system 

can only provide reasonable assurance against misstatement or loss. 

Relationship with Auditors 

The role of the Audit Committee in relation to the external auditors is described 

on page 17. 



Corporate 

Governance 


D) COMPLIANCE WITH THE CODE 

The Group has substantially complied with the Principles and Best Practices of the 

Code except as disclosed below: 

a) Nomination of a Senior Independent Non- Executive Director The Board does 

not consider it necessary to nominate a recognized Senior Independent 

Non-Executive Director given the separation of the roles of Chairman who is 

a Non Executive Director and the Managing Director. 

b) Details of each director’s remuneration 

The Board is of the view that the transparency and accountability aspects 

applicable to Directors’ Remuneration are appropriately served by the ‘band 

disclosure’ as set out in the Director’s Report on page 26. 



Directors are legally responsible to prepare financial statements for each financial year 

which give a true and fair view of the state of affairs of the Group and of the Company 

at the end of the financial year and of the results of the Group and of the Company for 

the financial year then ended. 

Directors’ 

Responsibility 

Statement 

In preparing those financial statements, the directors have: 

● 

● 

● 

used appropriate accounting policies and applied them consistently; 

made judgements and estimates that are reasonable and prudent; 

stated whether applicable accounting standards have been followed, subject to any 

material departures disclosed and explained in the financial statements. 

The Directors are responsible for ensuring that proper accounting records are kept and 

which disclose with reasonable accuracy the financial position of the Group and of the 

Company and to enable them to ensure that the financial statements comply with the 

Companies Act, 1965. They have a general responsibility for taking such steps as are 

reasonably open to them to safeguard the assets of the Group and of the Company, to 

prevent and detect fraud and other irregularities. 



AUDIT 

COMMITTEE 

Report 

MEMBERSHIPS AND MEETINGS 

The Audit Committee had 4 meetings during the year ended 31 December 2001. The 

members of the Audit Committee and the record of their attendance are as follows: 

Membership 

No. of meetings 

attended 

Dato’ Ismail Bin Lebai Kamat- Appointed as Audit Committee 

Chairman on 9 Jan 2001 




YAM Tunku Dato’ Seri Nadzaruddin Ibni Tuanku Ja’afar 

(Non-Independent Non-Executive Director) 

–Resigned as Audit Committee Chairman on 9 Jan 2001. 1/1 

Mr See Ean Seng 


TERMS OF REFERENCE 

Composition Of Audit Committee 

The Committee shall be appointed by the Board from its members and shall consist of not 

less than 3 members of whom a majority shall not:- 

a) be executive directors of the company or any related company; 

b) comprise a spouse, parent, brother, sister, son or adopted son, daughter 

or adopted daughter or an executive director of the company or of any 

related corporation; or 

c) comprise persons having a relationship which, in the opinion of the Board, 

would interfere with the exercise of independent judgment in carrying out the 

functions of the Committee. 

The Committee shall elect a chairperson from among its members who is not an executive 

director or employee of the company or any related company. 

In the event that a member of the Committee resigns, dies or for any other reason ceases 

to be a member with the result that the number of members is reduced below 3, the Board 

of Directors shall, within 3 months of that event, appoint such number of new members as 

may be required to make up the minimum number of 3 members. 

Terms of Membership 

Members of the Committee shall be appointed for an initial term of 3 years after which 

they will be eligible for reappointment. 

Meetings 

The Committee shall meet at least three times a year. In addition, the chairperson shall 

convene a meeting of the Committee if requested to do so by any members, the 

management or the internal or external auditors to consider any matters within the scope 

and responsibilities of the Committee. 

The minutes of the meetings of the Audit Committee shall be tabled at Board Meetings to 

inform the Board of the activities of the Audit Committee. 


Attendance At Meetings 

The group financial controller, the head of internal audit, and a representative of the 

external auditors shall normally attend meetings. However, the Committee may invite 

any person to be in attendance to assist in its deliberations. 

AUDIT 

COMMITTEE 

Report (Cont’d) 

Secretary To Audit Committee 

Any one of the company secretaries shall be the secretary of the Committee and shall be 

responsible for drawing up the agenda in consultation with the chairperson. The agenda 

together with relevant explanatory papers and documents shall be circulated to 

committee members prior to each meeting. The secretary shall be responsible for 

keeping the minutes of the meeting of the Committee, circulating them to committee 

members and for ensuring compliance with KLSE requirements. 

Quorum 

A quorum shall consist of a majority of committee members who are non- executive directors. 

Authority 

The committee is authorized by the Board to investigate any activity within its terms of 

reference. It has free access to all information and documents it requires for the purpose 

of discharging its functions and responsibilities. The audit committee is also authorized to 

obtain outside legal or other independent professional advice as it considers necessary. 

Duties and Responsibilities 

The duties and responsibilities of the committee shall be: 

a) to review the company’s quarterly and annual financial statements before 

submission to the Board. The review shall focus on: 

- any changes in accounting policies and practices 

- major judgmental areas 

- significant audit adjustments from the external auditors 

- the going concern assumption 

- compliance with accounting standards 

- compliance with stock exchange and legal requirements. 

b) to review with the external auditors their plan, scope and nature of audit for 

the company. 

c) to assess the adequacy and effectiveness of the systems of internal control and 

accounting control procedures of the company by reviewing the external auditors’ 

management letters and management response. 

d) to hear from the external auditors problems and reservations arising from their 

interim and final audits. 

e) to review the internal audit plan, consider the major findings of internal audit, 

fraud investigations and actions and steps taken by management in response to 

audit findings. 

f) to review any related party transactions that may arise within the company. 

g) to consider the appointment of the external auditors, the terms of reference of their 

appointment, and any question of resignation or dismissal. 

h) to undertake such other responsibilities as may be agreed to by the Committee and 

the Board. 

i) to report to the Board its activities, significant results and findings. 



AUDIT 

COMMITTEE 

Report (Cont’d) 

SUMMARY OF ACTIVITIES OF THE INTERNAL AUDIT FUNCTION AND THE 

AUDIT COMMITTEE DURING THE YEAR ENDED 31 DECEMBER 2001 

Internal Audit Function 

The Group has an internal audit department with the principal responsibility to undertake 

regular and systematic reviews of the systems of internal controls to provide reasonable 

assurance that such systems continue to operate effectively and efficiently. 

In attaining such objectives, the following activities were carried out by Internal Audit 

Department in 2001: 

● 

● 

● 

● 

● 

Conducted periodic checks to determine the extent of compliance with established 

policies, procedures and statutory requirements. 

Carried out ad-hoc investigations and special reviews requested by management. 

Recommended improvements to the existing systems of controls by way of issuing 

audit reports to the appropriate level of management for corrective action 

improvements to be taken. 

Taking corrective actions to continuously improve on the controls, processes 

and operations of the Group based on feedback from management and 

recommendations from external auditor. 

Actively involved in the migration of ISO 9002 :1994 to ISO 9001 :2000 for 

certain subsidiaries and being part of the Internal Quality Audit Team. 

Summary of Activities of the Audit Committee 

During the year ended 31 December 2001, the Audit Committee performed its duties 

as set out in its terms of reference. 

The main activities undertaken by the Audit Committee are as follows:- 

● 

● 

● 

● 

● 

● 

● 

● 

● 

Reviewed with the external auditors their scope of work and audit plan for the year. 

Reviewed the results of the external audit, the audit report and the management 

letter, including management’s response. 

Reviewed the internal audit department’s resource requirements, program and plan 

for the year under review. 

Reviewed the internal audit reports and actions taken by the management to improve 

on the internal controls system based on internal audit findings. 

Reviewed the annual report and audited financial statement of the Company and the 

Group before submission to the Board for their consideration and approval. The 

review was to ensure that the audited financial statements were drawn up in 

accordance with the provisions of the Companies Act, 1965 and the applicable 

approved accounting standards approved by MASB. 

Reviewed the quarterly financial result before recommending them for Board’s 

approval. The review and discussions were conducted with the Group Financial Controller. 

Reviewed the Group’s compliance with the Listing Requirements of the KLSE, MASB 

and other relevant legal and regulatory requirements. 

Discussed on significant related party transactions entered into by the Group. 

Reviewed the extent of the Group’s compliance with the provisions set out under the 

Malaysian Code on Corporate Governance for the purpose of the Corporate 

Governance Statements pursuant to the KLSE Listing Requirements. 

Recommended to the Board the prescribed corporate governance principles and 

best practices under the Code. 


CHAIRMAN’S 

Statement 

On behalf of the Board of Directors of 

KIAN JOO CAN FACTORY BERHAD, I am 

pleased to present to you the Annual 

Report and Audited Financial Statements 

for the year ended 31 December 2001. 

PERFORMANCE & FINANCIAL REVIEWS 

Group revenue for the year under review improved marginally at RM494.028 million 

compared with RM493.378 million in the corresponding period. However, Group profit 

before tax improved 27% at RM41.907 million compared with RM33.034 million in 

the preceding year. Profit after tax of RM31.555 million was 43% higher than previous 

year of RM22.009 million. 

The significant improvement in profit was mainly due to higher contribution from the 

corrugated and PET division. Losses from subsidiary companies were also lower during 

the year under review. The rationalisation exercise undertaken by the general cans 

division such as pooling of resources and effort has resulted in improved efficiency 

and productivity. 

Shareholders’ funds increased 5.4% from RM462.776 million in year 2000 to 

RM487.853 million in year 2001. Earnings per share after tax for the Group improved 

26% from 20.7 sen in year 2000 to 26.1 sen in year 2001. Group’s net tangible assets 

per share improved 5.4% to RM4.22 per share compared with RM4.00 per share in the 

preceding year. 



CHAIRMAN’S 


GROUP HIGHTLIGHTS 

On 1 July 2001, the Company acquired the remaining 40% of the issued and paid up 

capital of KJM Aluminium Sdn. Bhd. from its Japanese partners, Mitsubishi 

Corporation, Japan and Mitsubishi Materials Corporation, Japan for a total 

consideration of RM3.6 million. Upon completion of the acquisition, KJM Aluminium 

Sdn Bhd became a wholly owned subsidiary of the Company. 

On 13 August 2001, the Company announced the proposal to establish an Employee 

Share Option Scheme of up to ten per cent of the Company’s issued and paid-up capital. 

The Securities Commission had on the 12 September 2001 approved the Company’s 

proposed ESOS. The shareholders of the Company have approved the ESOS at 

an Extraordinary General Meeting held on 31 January 2002. The implementation of 

the Employees Share Option Scheme would enable our employees to 

participate in the Group’s future growth and to encourage greater sense of 

belonging and dedication towards the Group. 

On 1 February 2002, the Company announced the establishment of a wholly owned 

subsidiary company in Vietnam under the name of Kian Joo Can (Vietnam) Co. Ltd. The 

new subsidiary would mainly be involved in the manufacture of 3pc cans and plastic 

products for the food and beverage industries in Vietnam and is expected to commence 

commercial production towards the end of 2002. 

CURRENT YEAR’S PROSPECT 

The prices of raw material have been moving upward and would likely to trend upward 

due to higher energy cost. Steps have been taken whenever possible to hedge for 

purchases for year 2002 to minimise the impact of higher raw material cost. Baring any 

unforeseen circumstances, the Board of Directors expect profit for the current year to be 

maintained despite the difficult market condition. 

DIVIDENDS 

During the year, the Company declared an interim tax exempt dividend of 10% (5 sen per 

share) and this was paid on 9 November 2001. 

The Board has recommended a second and final tax exempt dividend of 10% (5 sen per 

share), for approval by shareholders at the forthcoming Annual General Meeting. Upon 

approval, the final dividend will be paid on 9 July 2002. 

APPRECIATION 

On behalf of the Board, I wish to thank all our customers, suppliers, bankers, management, 

staff and shareholders for their full support and confidence in the Company. 

Y.A.M. Tunku Naquiyuddin Ibni Tuanku Ja’afar 

CHAIRMAN 

Date: 27 February 2002 



FI N A N C I A L 

s t a t e m e n t s 

Directors’ Report 

Statement by Directors 

Statutory Declaration 

Report of the Auditors 

Balance Sheets 

Income Statements 

Consolidated Statement 

of Changes in Equity 

Statement of Changes in Equity 

Consolidated Cash Flow Statement 

Cash Flow Statement 

Notes to the Financial Statements 

22 

28 

28 

29 

30 

31 

32 

33 

34 

36 

37 



D I R E C T O R S ’ 

R e p o r t 

The Directors have pleasure in presenting their report together with the audited financial statements of the Group and of 

the Company for the year ended 31 December 2001. 

PRINCIPAL ACTIVITIES 

The principal activities of the Company are that of manufacture and distribution of tin cans and investment holding. 

The principal activities of the Group include the manufacture and distribution of tin cans, 2-piece aluminium beverage 

cans, polyethelene terephalate products and corrugated fibreboard cartons, provision of engineering services, letting of 

property and provision of share registration and management services. 

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

FINANCIAL RESULTS 

Group 

RM'000 

Company 

RM'000 

Profit after taxation 31,555 22,929 

Minority interest (1,372) - 

Profit after taxation and minority interest 30,183 22,929 

Dividends (11,572) (11,572) 

Retained profit for the year 18,611 11,357 

All material transfers to or from reserves or provisions during the year are shown in the financial statements. 

In the opinion of the Directors, the results of the operations of the Group and of the Company during the financial year 

have not been substantially affected by any item, transaction or event of a material and unusual nature. 

DIVIDENDS 

The dividends paid or declared by the Company since the date of the last report were as follows:- 

In respect of the financial year ended 31 December 2000 

as shown in the Directors' Report of that financial year:- 

RM'000 

Final dividend of 10%, tax exempt 5,786 

In respect of the financial year ended 31 December 2001:- 

Interim dividend of 10%, tax exempt 5,786 

The Directors now recommend a final dividend of 10%, tax exempt, amounting to RM5,786,000 in respect of the current 

financial year, subject to the approval of shareholders at the forthcoming Annual General Meeting of the Company. 

EMPLOYEES' SHARE OPTION SCHEME 

The Employees' Share Option Scheme ("Scheme") was approved by the shareholders at an Extraordinary General 

Meeting held on 31 January 2002. 



R e p o rt ( c o n t ’ d ) 

EMPLOYEES' SHARE OPTION SCHEME (cont’d) 

The main features of the Scheme are:- 

(a) 

(b) 

(c) 

(d) 

(e) 

(f) 

(g) 

Eligible persons are employees of the Company and its non-listed Malaysian incorporated subsidiary companies 

which are not dormant (including full-time Executive Directors) in the employment of the Group with at least two 

year services as at the offer date. Foreign employees of the Group (save for the Executive Directors) are not entitled 

under the scheme. No employee and Executive Director shall participate at anytime in more than one (1) Employee 

Share Option Scheme implemented by any company within the Group. 

The total number of shares to be offered shall not exceed 10% of the enlarged issued and paid-up ordinary share 

capital of the Company at any point of time during the existence of the Scheme. 

No option shall be granted for less than 1,000 ordinary shares and not more than 400,000 ordinary shares to 

any individual eligible employee. 

The option price shall be at a discount of not more than 10% from weighted average market price of the shares as 

shown in the daily official list issued by the Kuala Lumpur Stock Exchange for the five trading days preceding the 

offer date, or at par value of the shares of the Company, whichever is higher. 

The Scheme shall be in force at the discretion of the Committee appointed by the Board of Directors subject to the 

maximum period of five years from the date of its approval by the Company in a general meeting or the date of 

the last approval by relevant authorities, whichever shall be the latest date subject to any extension as may be 

approved by the aforesaid authorities. 

The maximum allowable allotment for each eligible employee is based on a predetermined scale of maximum 

entitlement for each category and grade of employee. The criteria for the basis of allotment would be based on 

seniority, performance and length of service. 

A grantee will be allowed to exercise not more than 20% of the options granted to him per year. 

No option has been granted as at the date of this report. 

DIRECTORS 

The names of the Directors of the Company in office since the date of the last report and at the date of this report are:- 

Y.A.M. Tunku Naquiyuddin Ibni Tuanku Ja'afar 

Y.A.M. Tunku Dato' Seri Nadzaruddin Ibni Tuanku Ja'afar 

Y.A.M. Raja Dato' Seri Ashman Shah Ibni Sultan Azlan Shah 

Dato' See Teow Chuan 

Dato' Anthony See Teow Guan 

See Teow Koon 

See Tiau Kee 

See Ean Seng 

Y. Bhg Dato' Ismail Bin Lebai Kamat 

Tan Sri Datuk Gnanalingam s/o Gunanath Lingam (Resigned on 16.3.2001) 

(Alternate director to Y.A.M. Raja Dato' Seri Ashman Shah Ibni Sultan Azlan Shah) 

In accordance with Article 104 of the Company's Articles of Association, Dato' See Teow Chuan, See Teow Koon 

and See Tiau Kee retire by rotation and, being eligible, offer themselves for re-election. 




R e p o r t ( c o n t ’ d ) 

DIRECTORS' BENEFITS 

Neither at the end of the financial year, nor at any time during that year, did there subsist any arrangement to which 

the Company is a party, whereby Directors might acquire benefits by means of the acquisition of shares in, or debentures 

of, the Company or any other body corporate. 

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

than a benefit included in the aggregate amount of emoluments received or due and receivable by the Directors shown 

in the financial statements or the fixed salary of a full-time employee of the Company) by reason of a contract made by 

the Company or a related corporation with any Director or with a firm of which the Director is a member or with a 

company in which the Director has a substantial financial interest required to be disclosed by Section 169(8) of the 

Companies Act, 1965. 

DIRECTORS' INTEREST IN SHARES 

The following Directors who held office at the end of the financial year had, according to the register required to be kept 

under Section 134 of the Companies Act, 1965, an interest in shares and debentures of the Company and its related 

corporations, as stated below:- 

Y.A.M. Tunku Naquiyuddin 89,750 - - 89,750 

Ibni Tuanku Ja'afar * 1,020,000 - - * 1,020,000 

Y.A.M. Raja Dato' Seri Ashman Shah 

Ibni Sultan Azlan Shah 498,755 - - 498,755 

Dato' See Teow Chuan 259,309 15,000 - 274,309 

* 43,076,746 - - * 43,076,746 

Dato' Anthony See Teow Guan 250,470 - - 250,470 

* 42,900,040 - - * 42,900,040 

Mr. See Teow Koon 15,744 - - 15,744 

* 42,856,746 - - * 42,856,746 

Mr. See Ean Seng 52,605 17,000 - 69,605 

* 1,453 - - * 1,453 

Mr. See Tiau Kee * 42,761,276 - - * 42,761,276 

Number of ordinary shares of RM1.00 each 

At 

At 

Subsidiary 1.1.01 Bought Sold 31.12.01 

Box-Pak (Malaysia) Berhad 

Y.A.M. Tunku Naquiyuddin 1,769,000 - - 1,769,000 

Ibni Tuanku Ja'afar * 21,940,000 - - * 21,940,000 

Y.A.M. Tunku Dato' Seri Nadzaruddin 

Ibni Tuanku Ja'afar 1,573,000 - - 1,573,000 





DIRECTORS' INTEREST IN SHARES (cont’d) 

Number of ordinary shares of RM1.00 each 

At 

At 

Subsidiary 1.1.01 Bought Sold 31.12.01 

Box-Pak (Malaysia) Berhad 

Y.A.M. Raja Dato' Seri Ashman Shah 10,000 - - 10,000 

Ibni Sultan Azlan Shah * 21,940,000 - - * 21,940,000 

Dato' See Teow Chuan 11,000 42,000 - 53,000 

* 21,944,000 - - * 21,944,000 


* 21,990,000 - - * 21,990,000 

Mr. See Ean Seng 29,000 - - 29,000 

* 21,940,000 - - * 21,940,000 

Mr. See Teow Koon * 21,940,000 - - * 21,940,000 

Mr. See Tiau Kee * 21,940,000 - - * 21,940,000 

Number of warrants 

At 

At 

The Company 1.1.01 Bought Sold 31.12.01 

Y.A.M. Tunku Naquiyuddin 300 - - 300 

Ibni Tuanku Ja'afar - * 139,200 - * 139,200 

Y.A.M. Raja Dato' Seri Ashman Shah 

Ibni Sultan Azlan Shah 66,500 - - 66,500 

Dato' See Teow Chuan 37,000 - - 37,000 

* 5,698,835 - 503,000 * 5,195,835 


* 5,698,835 - 503,000 * 5,195,835 

Mr. See Teow Koon 15,353 - - 15,353 

* 5,698,835 - 503,000 * 5,195,835 

Mr. See Ean Seng 33,500 64,000 - 97,500 

* 200 - - * 200 

Mr. See Tiau Kee * 5,698,835 - 503,000 * 5,195,835 

* Denotes deemed interest which includes interest in shares held by close family members. 

Directors of the Company are deemed to have interest in the shares of the subsidiary companies to the extent Kian Joo 

Can Factory Berhad has an interest by virtue of their interests in the Company as disclosed above. 





DIRECTORS' REMUNERATION 

(i) 

Aggregate remuneration of the Directors of the Company categorised into appropriate components. 

Executive 

RM'000 

The details of the Directors' remuneration for the current financial year are as follows:- 

Non- 

Executive 

RM'000 

Fees 132 135 

Salaries and other emoluments 5,225 - 

Bonus 291 - 

5,648 135 

(ii) 

Number of Directors 

Executive 

The number of Directors of the Company whose total remuneration fall within the respective bands are analysed 

as follows:- 

Non- 

Executive 

Below RM50,000 - 5 

RM650,001 - RM700,000 2 - 

RM950,001 - RM1,000,000 1 - 

RM3,250,001 - RM3,300,000 1 - 

SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR 

Significant events during the financial year are disclosed in Note 26 to the financial statements. 

SIGNIFICANT EVENT SUBSEQUENT TO THE BALANCE SHEET DATE 

Significant event after balance sheet date is disclosed in Note 27 to the financial statements. 

OTHER STATUTORY INFORMATION 

(a) 

Before the balance sheets and income statements of the Group and of the Company were made out, the Directors 

took reasonable steps:- 

(i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of 

provision for doubtful debts and satisfied themselves that all known bad debts had been written off and that 

adequate provision had been made for doubtful debts; and 

(ii) to ensure that any current assets which were unlikely to realise their value as shown in the accounting re c o rds in 

the ord i n a ry course of business had been written down to an amount which they might be expected so to re a l i s e. 





OTHER STATUTORY INFORMATION (cont’d) 

(b) 

At the date of this report, the Directors are not aware of any circumstances which would render:- 

(i) the amount written off for bad debts or the amount of the provision for doubtful debts of the Group and the 

Company inadequate to any substantial extent; and 

(ii) the values attributed to current assets in the financial statements of the Group and of the Company misleading 

(c) 

(d) 

(e) 

At the date of this report, the Directors are not aware of any circumstances which have arisen which would render 

adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading 

or inappropriate. 

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

or financial statements of the Group and of the Company which would render any amount stated in the financial 

statements misleading. 

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

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

year which secures the liabilities of any other person; or 

(ii) any contingent liability in respect of the Group and of the Company which has arisen since the end of the 

financial year. 

(f) 

In the opinion of the Directors:- 

(i) no contingent liability or other liability has become enforceable or is likely to become enforceable within the 

period of twelve months after the end of the financial year which will or may affect the ability of the Group or 

of the Company to meet their obligations as and when they fall due; and 

(ii) no item, transaction or event of a material and unusual nature has arisen in the interval between the end of 

the financial year and the date of this report which is likely to affect substantially the results of the operations 

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

AUDITORS 

The auditors, Ernst & Young, have expressed their willingness to continue in office. 

On behalf of the Board, 

Y.A.M. TUNKU NAQUIYUDDIN ) 

IBNI TUANKU JA'AFAR ) 

) 

) DIRECTORS 

) 

) 

DATO' SEE TEOW CHUAN ) 

Batu Caves, Selangor Darul Ehsan 

27 February 2002 



STATEMENT BY DIRECTORS 

Pursuant to Section 169(15) of the Companies Act, 1965 

We, Y.A.M. TUNKU NAQUIYUDDIN IBNI TUANKU JA'AFAR and DATO' SEE TEOW CHUAN, being two 

of the Directors of KIAN JOO CAN FACTORY BERHAD, do hereby state that in the opinion of the Directors, the 

financial statements set out on pages 30 to 57 are drawn up in accordance with applicable approved accounting 

standards in Malaysia so as to give a true and fair view of:- 

(i) 

the financial position of the Group and of the Company as at 31 December 2001 and of the results of the business 

of the Group and of the Company for the year then ended; and 

(ii) the cash flows of the Group and of the Company for the year ended 31 December 2001. 

On behalf of the Board, 

Y.A.M. TUNKU NAQUIYUDDIN ) 

IBNI TUANKU JA'AFAR ) 

) 

) DIRECTORS 

) 

DATO' SEE TEOW CHUAN ) 

Batu Caves, Selangor Darul Ehsan 


STATUTORY DECLARATION 

Pursuant to Section 169(16) of the Companies Act, 1965 

I, SEE SIEW CHOO, being the person primarily responsible for the financial management of KIAN JOO CAN 

FACTORY BERHAD, do solemnly and sincerely declare that the financial statements set out on pages 30 to 57 are, to 

the best of my knowledge and belief, correct and I make this solemn declaration conscientiously believing the same to 

be true, and by virtue of the provisions of the Statutory Declarations Act, 1960. 

Subscribed and solemnly declared by 

the abovenamed SEE SIEW CHOO 

at Kuala Lumpur in the Federal 

Territory on 27 February 2002 

SEE SIEW CHOO 

Before me, 



REPORT OF THE AUDITORS TO THE MEMBERS OF 

Kian Joo Can Factory Berhad (Incorporated in Malaysia) 

We have audited the financial statements set out on pages 30 to 57. These financial statements are the responsibility of 

the Company's Directors. 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. These standards require that 

we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of 

material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures 

in the financial statements. An audit also includes assessing the accounting principles used and significant estimates 

made by the Directors, as well as evaluating the overall presentation of the financial statements. We believe that our 

audit provides a reasonable basis for our opinion. 

In our opinion:- 

(a) 

the financial statements are properly drawn up in accordance with the provisions of the Companies Act, 1965 and 

applicable approved accounting standards in Malaysia so as to give a true and fair view of:- 

(i) the financial position of the Group and of the Company as at 31 December 2001 and of the results and cash 

flows of the Group and of the Company for the year then ended; and 

(ii) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the financial statements 

of the Group and of the Company. 

(b) 

the accounting and other records and the registers required by the Act to be kept by the Company and by the 

subsidiary companies have been properly kept in accordance with the provisions of the Act. 

We are satisfied that the financial statements of the subsidiary companies that have been consolidated with the 

Company's financial statements are in form and content appropriate and proper for the purpose of the preparation of 

the consolidated financial statements and we have received satisfactory information and explanations required by us for 

those purposes. 

The Auditors' Reports on the financial statements of the subsidiary companies were not subject to any qualification and 

did not include any comment required to be made under Section 174(3) of the Companies Act, 1965. 

ERNST & YOUNG AF: 0039 

Chartered Accountants 

Ong Seng Pheow 1021/03/03 (J/PH) 

Partner 

Kuala Lumpur, Malaysia 




BALANCE SHEETS 

as at 31 December 2001 

Group 

Company 

2001 2000 2001 2000 

NOTE RM'000 RM'000 RM'000 RM'000 

PROPERTY, PLANT AND EQUIPMENT 3 372,499 390,193 62,083 58,815 

INVESTMENTS IN 

- SUBSIDIARY COMPANIES 4 - - 84,843 81,243 

- ASSOCIATED COMPANY 5 20,167 16,772 10,000 10,000 

INVESTMENT 6 450 600 450 600 

GOODWILL ON CONSOLIDATION 7 - - - - 

CURRENT ASSETS 

Inventories 8 110,128 123,226 19,912 28,860 

Trade debtors 9 130,045 139,684 20,243 21,731 

Other debtors, deposits and prepayments 10 26,758 15,667 36,697 32,168 

Amount due from associated company 5 3,051 1,663 2,946 1,620 

Amount due from subsidiary companies 4 - - 211,319 145,628 

Deposits with licensed banks 49,113 22,212 17,986 1,000 

Cash and bank balances 10,943 13,570 319 469 

CURRENT LIABILITIES 

330,038 316,022 309,422 231,476 

Trade creditors 19,414 19,444 6,121 7,119 

Other creditors and accruals 11 28,169 31,681 6,233 6,997 

Hire purchase creditor 12 9 9 - - 

Amount due to subsidiary companies 4 - - 126,546 122,517 

Bank borrowings (unsecured) 13 22,433 35,909 940 792 

Taxation 2,303 1,055 - - 

Proposed dividend 5,786 5,786 5,786 5,786 

78,114 93,884 145,626 143,211 

NET CURRENT ASSETS 251,924 222,138 163,796 88,265 

FINANCED BY:- 

645,040 629,703 321,172 238,923 

SHARE CAPITAL 14 57,860 57,860 57,860 57,860 

SHARE PREMIUM 266 266 266 266 

RESERVES 15 429,727 404,650 141,241 129,884 

487,853 462,776 199,367 188,010 

MINORITY INTEREST 29,433 41,486 - - 

HIRE PURCHASE CREDITOR 12 26 35 - - 

TERM LOANS (UNSECURED) 16 120,000 120,509 120,000 50,000 

DEFERRED TAXATION 17 7,728 4,897 1,805 913 

645,040 629,703 321,172 238,923 

The annexed notes form an integral part of these financial statements. 



INCOME STAT E M E N T S 

for the year ended 31 December 2001 

Group 

Company 


Note RM'000 RM'000 RM'000 RM'000 

REVENUE 18 494,028 493,378 132,998 140,295 

Other operating income 10,281 7,364 4,736 6,838 

Changes in inventories of 

finished goods and 

work-in-progress (5,361) 1,936 (1,609) 659 

Raw materials and 

consumables used (285,737) (297,290) (68,731) (77,969) 

Staff costs (59,732) (62,720) (19,267) (21,640) 

Depreciation of property, 

plant and equipment 3 (39,926) (34,579) (6,569) (5,514) 

Other operating expenses (66,013) (70,054) (14,640) (14,791) 

PROFIT FROM 

OPERATIONS 19 47,540 38,035 26,918 27,878 

Finance costs 20 (10,321) (8,642) (3,430) (961) 

Share of profits from 

associated company 4,688 3,641 - - 

PROFIT BEFORE 

TAXATION 41,907 33,034 23,488 26,917 

TAXATION 21 (10,352) (11,025) (559) 71 

PROFIT AFTER TAXATION 31,555 22,009 22,929 26,988 

MINORITY INTEREST (1,372) 1,960 - - 

PROFIT ATTRIBUTABLE 

TO SHAREHOLDERS 30,183 23,969 22,929 26,988 

EARNINGS PER SHARE 22 

- Basic 26 sen 21 sen 

DIVIDEND PER SHARE 23 10 sen 10 sen 




CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 


Distributable 

Non-distributable reserves 

reserve 

Share Share Revaluation Capital Reserve on Retained 

capital premium reserve reserve consolidation profit Total 

Note RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 

At 1 January 2000 57,860 266 12,357 4,480 4,814 379,929 459,706 

Goodwill written off - - (4,513) * - (4,814) * - (9,327) 

Profit for the year - - - - - 23,969 23,969 

Dividends 23 - - - - - (11,572) (11,572) 

At 31 December 2000 57,860 266 7,844 4,480 - 392,326 462,776 

Negative goodwill 

recognised - - - - 6,466 * - 6,466 

Profit for the year - - - - - 30,183 30,183 

Dividends 23 - - - - - (11,572) (11,572) 

At 31 December 2001 57,860 266 7,844 4,480 6,466 410,937 487,853 

* This represents (gains)/losses not recognised in the income statement. 




STATEMENT OF CHANGES IN EQUITY 


Distributable 

Non-distributable reserves reserve 

Share Share Revaluation Retained 

capital premium reserve profit Total 

Note RM'000 RM'000 RM'000 RM'000 RM'000 

At 1 January 2000 57,860 266 2,276 112,192 172,594 

Profit for the year - - - 26,988 26,988 

Dividends 23 - - - (11,572) (11,572) 

At 31 December 2000 57,860 266 2,276 127,608 188,010 

Profit for the year - - - 22,929 22,929 

Dividends 23 - - - (11,572) (11,572) 

At 31 December 2001 57,860 266 2,276 138,965 199,367 




C O N S O L I D ATED CASH FLOW STAT E M E N T 


2001 2000 

NOTE RM'000 RM'000 

CASH FLOWS FROM OPERATING ACTIVITIES 

Receipt from customers 503,545 499,214 

Payment to suppliers (275,722) (301,964) 

Payment for operating expenses (131,663) (155,279) 

Other receipts 6,276 1,814 

Cash generated from operations 102,436 43,785 

Interest paid (10,321) (8,601) 

Income tax paid (15,780) (14,516) 

Net cash generated from operating activities 76,335 20,668 

CASH FLOWS FROM INVESTING ACTIVITIES 

Acquisition of additional interest of a subsidiary company (3,600) - 

Acquisition of a subsidiary company net of cash acquired (a) - (11,944) 

Dividend received from an associated company - 3,750 

Purchase of property, plant and equipment (b) (22,343) (18,751) 

Proceeds from disposal of property, plant and equipment 951 616 

Proceeds from disposal of investment 150 150 

Proceeds from disposal of an associated company 728 4,196 

Interest received 2,366 1,870 

Net cash used in investing activities (21,748) (20,113) 

CASH FLOWS FROM FINANCING ACTIVITIES 

Repayment of bank borrowings (84,452) (51,531) 

Payment to hire purchase creditor (9) (2) 

Proceeds from term loan and bankers' acceptances 70,000 67,986 

Dividends paid (11,572) (23,144) 

Dividends paid to minority shareholders of a subsidiary company (3,359) (2,600) 

Associated company (advances)/repayments (1,388) 1,510 

Net cash used in financing activities (30,780) (7,781) 

NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 23,807 (7,226) 

CASH AND CASH EQUIVALENTS BROUGHT FORWARD 29,845 37,071 

CASH AND CASH EQUIVALENTS CARRIED FORWARD (c) 53,652 29,845 



C O N S O L I D ATED CASH FLOW STAT E M E N T 

for the year ended 31 December 2001 (c o n t ’ d) 

NOTE 

2000 

RM'000 

(a) 

Analysis of the effects of subsidiary company acquired:- 

Property, plant and equipment 64,547 

Inventories 12,010 

Debtors 11,200 

Creditors (53,077) 

Bank borrowings (32,063) 

Cash and bank balances net of bank overdraft 398 

Net assets acquired 3,015 

Goodwill arising from acquisition of subsidiary 9,327 

Total purchase consideration discharged by cash 12,342 

Add : Cash and cash equivalents acquired (398) 

11,944 

(b) 

Included in purchase of pro p e rt y, plant and equipment during the year was RM22,343,000 (2000: RM18,751,000) 

fully paid for in cash and RM Nil (2000: RM45,000) was financed through hire purchase arrangement. 

(c) 

Cash and cash equivalents comprise the following:- 


RM'000 

RM'000 

Cash and bank balances 10,943 13,570 

Deposits with licensed banks 49,113 22,212 

Bank overdrafts (Note 13) (6,404) (5,937) 

53,652 29,845 




CASH FLOW STAT E M E N T 


CASH FLOWS FROM OPERATING ACTIVITIES 


NOTE RM'000 RM'000 

Receipt from customers 107,849 116,970 

Payment to suppliers (62,390) (72,664) 

Payment for operating expenses (34,679) (31,082) 

Other receipts 3,567 1,119 

Cash generated from operations 14,347 14,343 

Interest paid (3,430) (961) 

Income tax paid (3,379) (6,118) 

Net cash generated from operating activities 7,538 7,264 

CASH FLOWS FROM INVESTING ACTIVITIES 

Dividend received from subsidiary companies 24,906 23,985 

Dividend received from an associated company - 3,750 

Purchase of property, plant and equipment (a) (2,303) (2,846) 

Proceeds from disposal of property, plant and equipment 57 233 

Proceeds from disposal of investment 150 150 

Proceeds from disposal of an associated company 728 4,196 

Investment in subsidiary company (3,600) (12,342) 

Interest received 1,306 980 

Net cash generated from investing activities 21,244 18,106 

CASH FLOW FROM FINANCING ACTIVITIES 

Proceeds from term loan 70,000 50,000 

Dividends paid (11,572) (23,144) 

Associated company (advances)/repayments (1,326) 1,417 

Inter-company repayments 17,402 25,386 

Inter-company advances (86,598) (85,123) 

Net cash used in financing activities (12,094) (31,464) 

NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 16,688 (6,094) 

CASH AND CASH EQUIVALENTS BROUGHT FORWARD 677 6,771 

CASH AND CASH EQUIVALENTS CARRIED FORWARD (b) 17,365 677 

NOTE 

(a) 

(b) 

Purchase of property, plant and equipment during the year was fully paid for in cash. 

Cash and cash equivalents comprise the following:- 


RM'000 

RM'000 

Cash and bank balances 319 469 

Deposits with licensed banks 17,986 1,000 

Bank overdrafts (Note 13) (940) (792) 

17,365 677 




NOTES TO THE FINANCIAL STAT E M E N T S 

31 December 2001 

1. GENERAL 

The Company is a public company limited by shares and is domiciled in Malaysia. 

The registered office and principal place of business is located at Lot 10, Jalan Perusahaan 1, 68100 Batu Caves, 

Selangor Darul Ehsan. 

The principal activities of the Company are that of manufacture and distribution of tin cans and investment holding. 

The principal activities of the Group are that of manufacture and distribution of tin cans, 2-piece aluminium beverage 

cans, polyethelene terephalate products and corrugated fibreboard cartons, provisions of engineering services, 

letting of property and provision of share registration and management services. 

The financial statements are expressed in Ringgit Malaysia. 

The number of employees as at 31 December 2001 for the Group is 2,142 (2000 : 2,161) and for the Company is 

661 (2000 : 721) respectively. 

2. SIGNIFICANT ACCOUNTING POLICIES 

(a) 

Basis of Accounting 

The financial statements of the Group and of the Company are prepared under the historical cost convention 

modified to include the revaluation of certain assets and comply with applicable approved accounting 

standards issued by the Malaysian Accounting Standards Board ("MASB"). Certain properties of the Group 

and of the Company were revalued by the Directors in periods prior to 1998. As permitted by MASB Standard 

No. 15, Property, Plant and Equipment, these assets are stated at their previous revalued amount (subject to 

continuity in depreciation policy and the requirement to write an asset down to its recoverable amount) on the 

basis that the revaluation carried out then, was a one off isolated event and not intended to be the adoption of 

a revaluation policy in place of a cost policy. 

(b) 

Basis of Consolidation 

The consolidated financial statements incorporate the financial statements of the Company and all its subsidiary 

companies. Subsidiary companies are those companies in which the Group has power to exercise control over 

the financial and operating policies so as to obtain benefits from their activities. All the subsidiary companies 

are consolidated using the acquisition method of accounting except those acquisitions of subsidiary companies 

which meet the criteria for merger accounting under MASB Standard No. 21, Business Combinations, are 

accounted under that method. 

(i) Under the acquisition method of accounting, the results of subsidiary companies acquired or disposed of 

during the year are included from the date of acquisition or up to the date of disposal. At the date of 

acquisition, the fair values of the subsidiary companies' net assets are determined and these values are 

reflected in the consolidated financial statements. 

The difference between the acquisition cost and the fair value of assets acquired is reflected as goodwill or 

reserve on consolidation as appropriate. 

Goodwill on consolidation is written off against reserve. 

(ii) Under the merger method of accounting, the results of the subsidiary companies are presented as if the 

companies had been combined through the current and previous financial years. 

All significant intra-group transactions are eliminated in the consolidated financial statements. 




31 December 2001 ( c o n t ’ d ) 

2. SIGNIFICANT ACCOUNTING POLICIES (cont’d) 

(c) 

Associated Companies 

Associated company is a company in which the Company has a long term equity interest of between 20 and 

50 percent and where it exercises significant influence through Board representation. 

The Group equity-accounts for its share of post-acquisition results and reserves of associated companies based 

on the latest audited or management financial statements of the companies concerned. 

The Group's share of results and reserves of associated companies acquired or disposed is included in the 

consolidated financial statements from the date of acquisition and up to the date of disposal. 

(d) 

Depreciation of Property, Plant and Equipment 

All property, plant and equipment are stated at cost/deemed cost less accumulated depreciation. 

Freehold land and capital work-in-progress are not depreciated. Leasehold land is amortised to write off the 

value of leasehold land over the unexpired lease terms ranging from 23 to 89 years. All other property, plant 

and equipment are depreciated on a straight-line basis calculated to write off the assets over their estimated 

useful lives at the following annual rates:- 

% 

Buildings 2 

Plant, machinery and equipment 6 2/3 - 20 

Furniture, fittings and equipment 10 - 33 1/3 

Motor vehicles 20 

(e) 

(f) 

Investment 

Investment in subsidiary companies and other long term investment are stated at cost. They are written down 

only when the Directors are of the opinion that there is a permanent diminution in value. 

Inventories 

Inventories are stated at the lower of cost and net realisable value. 

Raw materials comprise the purchase price including duties and other attributable expenses and are determined 

using the first-in first-out basis. Work-in-progress and finished goods comprise the cost of materials, labour and 

appropriate production overheads and are based on standard cost, which approximates actual cost. In arriving 

at net realisable value, due allowance is made for all obsolete and slow moving items. 

(g) 

Debtors 

Debtors are recognised and carried at original invoiced amount less an allowance for any uncollectible amounts. 

Known bad debts are written off and specific provision is made for any debts considered to be doubtful of collection. 

(h) 

Transactions in Foreign Currencies 

Transactions in foreign currencies are recorded in Ringgit Malaysia at the exchange rates ruling at the time of 

the transaction. Foreign currency assets and liabilities are reported in Ringgit Malaysia at the exchange rates 

ruling at the balance sheet date. All gains or losses on foreign currency transactions are dealt with in the 

income statement. 

The average rates ruling at balance sheet date are as follows:- 


RM 

RM 

One (1) United States Dollar 3.8000 3.8000 

One (1) Singapore Dollar 2.0535 2.1930 

One (1) Hong Kong Dollar 0.4874 0.4873 

One (1) Sterling Pound 5.5100 5.6635 

One (1) Swiss Franc 2.2690 2.3240 

One (1) Japanese Yen 0.0289 0.0332 





2. SIGNIFICANT ACCOUNTING POLICIES (cont’d) 

(i) 

Hire Purchase Transactions 

The cost of assets acquired under hire purchase agreements are included in property, plant and equipment. 

The depreciation policy on these assets is similar to that of the Company's other assets as set out in 2(d) above. 

Outstanding obligations due under the hire purchase agreements after deducting finance costs are included as 

liabilities in the financial statements. The finance costs of the hire purchase rentals are charged to the income 

statement over the period of the respective agreements. 

(j) 

Operating Leases 

Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are 

charged as expenses in the period in which they are incurred. 

(k) 

Provisions 

Provisions are recognised when the Group or the Company has present obligations as a result of a past event, 

and it is probable that an outflow of resources embodying economic benefits will be required to settle the 

obligations and a reliable estimate can be made of the amount of the obligations. 

(l) 

Retirement Benefits 

The Group has a defined retirement scheme and provision is made at contracted rates for benefits that would 

become payable on the retirement of eligible employees. 

(m) Deferred Taxation 

Deferred taxation is provided on timing differences using the liability method except where it can be 

demonstrated with reasonable probability that the tax deferrals will continue in the foreseeable future. 

Deferred tax benefits are recognised only if there is a reasonable expectation of realisation. 

(n) 

Revenue Recognition 

Revenue from sale of goods is recognised when the goods are delivered and accepted by customer. 

Rental income is recognised on the accrual basis unless collectibility is in doubt, in which case it is recognised 

on a receipt basis. 

Revenue from registration and management services are recognised when the services are rendered. 

Interest income from deposits is recognised on an accrual basis. 

Dividend income from subsidiary and associated companies are recognised as and when they are declared or 

proposed while dividends from other investments are recognised when received. 

(o) 

Cash and Cash Equivalents 

Cash comprises cash and bank balances and deposits with licensed banks. Cash equivalents are short-term, 

highly liquid investments that are readily convertible to known amounts of cash and which are subject to an 

insignificant risk of changes in value, against which bank overdraft balances, if any, are deducted. 





3. PROPERTY, PLANT AND EQUIPMENT 

GROUP 

Leasehold land and 

Freehold buildings Plant, 

land and Long Short machinery 

buildings term term and equipment 

NET BOOK VALUE RM'000 RM'000 RM'000 RM'000 

At 1 January 87,654 71,441 2,909 212,078 

Arising from acquisition 

of a subsidiary - - - - 

Additions 92 521 - 11,217 

Disposals - - - (111) 

Reclassification 4,133 - - 1,964 

Depreciation charge (913) (1,463) (89) (34,242) 

At 31 December 90,966 70,499 2,820 190,906 

At 31 December 

Cost 94,049 86,624 3,545 467,559 

Accumulated depreciation (3,083) (16,125) (725) (276,653) 

Net book value 90,966 70,499 2,820 190,906 

ANALYSIS OF COST 

At deemed cost (or valuation) in 

- 1990 740 40,930 1,100 - 

- 1996 - 23,705 - - 

At cost 93,309 21,989 2,445 467,559 

94,049 86,624 3,545 467,559 

The net book value of freehold land and buildings and leasehold land and buildings stated at deemed cost, had the 

properties been disclosed at historical cost less depreciation, would have been:- 

At 31 December 2001 

Freehold 


buildings 

land and Long Short 

buildings term term 

RM'000 RM'000 RM'000 

Cost 323 40,726 729 

Accumulated depreciation - (8,751) (272) 

Net book value 323 31,975 457 





Furniture, 

fittings 

Capital 

and Motor work-in- Total 

equipment vehicles progress 2001 2000 

RM'000 RM'000 RM'000 RM'000 RM'000 

8,153 2,018 5,940 390,193 341,769 

- - - - 64,547 

1,454 584 8,475 22,343 18,796 

- - - (111) (340) 

- - (6,097) - - 

(2,174) (1,045) - (39,926) (34,579) 

7,433 1,557 8,318 372,499 390,193 

23,515 7,311 8,318 690,921 681,764 

(16,082) (5,754) - (318,422) (291,571) 

7,433 1,557 8,318 372,499 390,193 

- - - 42,770 42,770 

- - - 23,705 23,705 

23,515 7,311 8,318 624,446 615,289 

23,515 7,311 8,318 690,921 681,764 





3. PROPERTY, PLANT AND EQUIPMENT 

COMPANY 


Freehold buildings Plant, 

land and Long Short machinery 

buildings term term and equipment 

NET BOOK VALUE RM'000 RM'000 RM'000 RM'000 

At 1 January 22,662 17,199 2,048 12,683 

Additions - - - 1,245 

Transfer from 

subsidiary company - - - 7,534 

Disposal - - - - 

Depreciation charge (133) (311) (65) (4,693) 

At 31 December 22,529 16,888 1,983 16,769 

At 31 December 

Cost 23,437 20,289 2,445 65,840 

Accumulated depreciation (908) (3,401) (462) (49,071) 

Net book value 22,529 16,888 1,983 16,769 

ANALYSIS OF COST 

At deemed cost 

(or valuation) in 

- 1990 740 20,060 - - 

At cost 22,697 229 2,445 65,840 

23,437 20,289 2,445 65,840 

The net book value of freehold land and buildings and long term leasehold land and buildings stated at deemed 

cost, had the properties been disclosed at historical cost less depreciation, would have been:- 

Freehold 

land and 

buildings 

Leasehold 

land and 

buildings 

At 31 December 2001 RM'000 RM'000 

Cost 323 12,566 

Accumulated depreciation - (3,406) 

Net book value 323 9,160 

Long 

term 





Furniture, 

fittings 

Capital 

and Motor work-in- Total 

equipment vehicles progress 2001 2000 

RM'000 RM'000 RM'000 RM'000 RM'000 

3,178 788 257 58,815 61,544 

662 396 - 2,303 2,846 

- - - 7,534 - 

- - - - (61) 

(843) (524) - (6,569) (5,514) 

2,997 660 257 62,083 58,815 

9,077 3,633 257 124,978 115,497 

(6,080) (2,973) - (62,895) (56,682) 

2,997 660 257 62,083 58,815 

- - - 20,800 20,800 

9,077 3,633 257 104,178 94,697 

9,077 3,633 257 124,978 115,497 





3. PROPERTY, PLANT AND EQUIPMENT (cont’d) 

Included in property, plant and equipment are assets acquired under hire purchase arrangements for the Group with 

a net book value of RM46,845 (2000 : RM52,148). 

The leasehold land and buildings of the Group and of the Company revalued in 1990 and 1996 on an open market 

value basis are now carried at deemed cost as permitted by MASB Standard No. 15, Property, Plant and Equipment. 

The tax effect in connection with the surplus arising from the revaluation of freehold land and buildings and leasehold 

land and buildings is not disclosed as there is no intention to dispose off these properties in the foreseeable future. 

4. INVESTMENTS IN SUBSIDIARY COMPANIES 

Company 


RM'000 RM'000 

Quoted shares, at cost 19,155 19,155 

Unquoted shares, at cost 65,688 62,088 

84,843 81,243 

Market value of quoted shares 57,044 43,441 

The amounts due from/(to) subsidiary companies are unsecured, non-interest bearing and have no fixed terms 

of repayment. 

The details of the subsidiary companies are set out in Note 29 to the financial statements. 

5. INVESTMENT IN ASSOCIATED COMPANY 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

Unquoted shares, at cost 10,000 10,000 10,000 10,000 

Share of post acquisition reserves (a) 10,167 6,772 - - 

(b) 20,167 16,772 10,000 10,000 

(a) 

Share of post-acquisition reserves 

As at 1 January 6,772 6,264 - - 

Share of profit after tax 3,395 2,726 - - 

10,167 8,990 

Less: Eliminated upon disposal of 

investment - (2,218) - - 

As at 31 December 10,167 6,772 - - 




5. INVESTMENT IN ASSOCIATED COMPANY (cont’d) 

Group 


RM'000 RM'000 

(b) 

Group's interest in associated company: 

Group's share of net tangible assets (NTA) 20,167 16,772 

The amount due from associated company is trade related, unsecured, non-interest bearing and has no fixed 

term of repayment. 

The details of the associated company are set out in Note 29 to the financial statements. 

6. INVESTMENT 

Group/Company 


RM'000 RM'000 

Debentures at cost (unquoted) 450 600 

7. GOODWILL ON CONSOLIDATION 

Group 


RM'000 RM'000 

At 1 January - - 

Arising from acquisition of a subsidiary company - 9,327 

Written off against 

- Reserve on consolidation (Note 15) - (4,814) 

- Revaluation reserve (Note 15) - (4,513) 

- - 

8. INVENTORIES 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

Raw materials 

- at cost 67,447 65,055 8,892 16,231 

- at net realisable value 86 12,125 - - 

Work-in-progress 

- at cost 7,562 9,942 5,053 6,682 

- at net realisable value 1,592 1,485 74 - 

Finished goods 

- at cost 22,282 21,854 5,893 5,947 

- at net realisable value 1,127 4,643 - - 

Spare parts and consumables 

- at cost 6,513 6,049 - - 

Goods in transit 

- at cost 3,519 2,073 - - 

110,128 123,226 19,912 28,860 





9. TRADE DEBTORS 

Group 

Company 

2000 2000 2001 2000 

RM'000 RM'000 RM'000 RM'000 

Trade debtors 130,260 140,234 20,346 21,731 

Provision for doubtful debts (215) (550) (103) - 

130,045 139,684 20,243 21,731 

10. OTHER DEBTORS, DEPOSITS AND PREPAYMENTS 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

Other debtors 22,823 12,405 10,212 6,786 

Provision for doubtful debts (136) (137) - - 

22,687 12,268 10,212 6,786 

Deposits and prepayments 2,171 2,499 469 366 

Dividends receivable 1,900 900 26,016 25,016 

26,758 15,667 36,697 32,168 

Included in other debtors is an amount recoverable from Inland Revenue Board for the Group of RM19,153,000 

(2000: RM8,362,000) and for the Company of RM9,528,000 (2000: RM5,187,000). 

11. OTHER CREDITORS AND ACCRUALS 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

Other creditors 9,513 7,751 1,567 1,571 

Accrued expenses 13,296 15,034 1,503 2,026 

Provision (Note a) 5,360 6,178 3,163 3,400 

Amounts due to minority shareholders 

of subsidiary company - 2,718 - - 

28,169 31,681 6,233 6,997 

Note 

(a) 

Group 

Retirement Solid waste 

benefit disposal 2001 

RM'000 RM'000 RM'000 

At 1 January 2001 5,808 370 6,178 

Utilised during the year (1,389) (391) (1,780) 

Under provision in previous year 30 183 213 

Current year's provision 231 518 749 

At 31 December 2001 4,680 680 5,360 





11. OTHER CREDITORS AND ACCRUALS (cont’d) 

Note 

(a) Company Retirement 

benefit 

RM'000 

At 1 January 2001 3,400 

Utilised during the year (365) 

Underprovision in previous year 92 

Current year's provison 36 

At 31 December 2001 3,163 

(b) 

Retirement Benefit 

The Group has a defined retirement scheme and provision is made at contracted rates for benefits that would 

become payable on retirement of eligible employees. 

(c) 

Solid Waste Disposal 

The Group has to dispose off solid waste in accordance with environmental requirements. A provision has been 

made for estimated solid waste based on service provider's price quotation. 

12. HIRE PURCHASE CREDITOR 

Group 


RM'000 RM'000 

Amount repayable: 35 44 

Amount payable more than 12 months (26) (35) 

Amount payable within 12 months 9 9 

The commitment terms of more than one year under hire purchase agreement are summarised as follows:- 

Gross amounts payable within: 

Group 


RM'000 

RM'000 

1 year after balance sheet date 12 12 

More than 1 year but not later than 2 years 12 12 

More than 2 years but not later than 5 years 21 33 

45 57 

Less : Unexpired interest (10) (13) 

35 44 

Less : Portion payable within 12 months (9) (9) 

26 35 





13. BANK BORROWINGS (UNSECURED) 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

Bank borrowings: 

- Bankers' acceptances 16,029 20,837 - - 

- Bank overdrafts 6,404 5,937 940 792 

- Term loans 

- current portion (Note 16) - 9,135 - - 

22,433 35,909 940 792 

The bank overdrafts of the Group are secured by a negative pledge on the assets of certain subsidiary companies. 

The bank overdrafts bear interests at 6.90% to 7.30% (2000 : 7.05% to 10.05%) per annum. Bankers' acceptances 

bear interests at rates between 2.90% to 3.00% (2000 : 2.85% to 3.50%) per annum. 

14. SHARE CAPITAL 

Number of 

ordinary shares 

of RM0.50 each 

Group/Company 


RM'000 RM'000 RM'000 RM'000 

Authorised: 

Ordinary shares of RM0.50 each 200,100,000 200,100,000 100,000 100,000 

Issued and fully paid: 

Ordinary shares of RM0.50 each 115,720,117 115,720,117 57,860 57,860 

15. RESERVES 

Group 

Company 


Note RM'000 RM'000 RM'000 RM'000 

Non-distributable reserves: 

Reserves arising from revaluation of: 

Land and buildings 7,844 12,357 2,276 2,276 

Goodwill written-off 7 - (4,513) - - 

7,844 7,844 2,276 2,276 

Capital reserve (Note a) 4,480 4,480 - - 

Reserve on consolidation 6,466 4,814 - - 

Goodwill written-off 7 - (4,814) - - 

6,466 - - - 

Distributable reserve: 

Retained profit (Note b) 410,937 392,326 138,965 127,608 

At 31 December 429,727 404,650 141,241 129,884 





15. RESERVES (cont’d) 

Note 

(a) 

The capital reserve arose as a result of capitalisation of retained profit and revaluation reserve for bonus issue 

by a subsidiary company, Box-Pak (Malaysia) Berhad, in 1996. 

(b) 

Retained Profit 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

At 1 January 392,326 379,929 127,608 112,192 

Retained profit for the year 18,611 12,397 11,357 15,416 

At 31 December 410,937 392,326 138,965 127,608 

Based on estimated tax credits and tax exempt income available, approximately RM61,264,000 

(2000: RM51,540,000) of the retained profit of the Company is available for distribution by way of dividends 

without incurring additional tax liability. Any distribution in excess of this amount will attract tax charge at the 

prevailing statutory tax rate, subject to agreement by the Inland Revenue Board. 

16. TERM LOANS (UNSECURED) 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

Term loan I at 0.5% above the bank's base 

lending rate repayable by sixty monthly 

instalments commencing 

1 March 2001 - 8,330 - - 

Term loan II at 0.5% above the bank's base 

lending rate repayable by sixty monthly 

instalments commencing 1 July 2001 - 71,314 - - 

Term loan III at 6.30% repayable 

by bullet repayment on 

20 September 2003 50,000 50,000 50,000 50,000 

Term loan IV at 5.00% repayable 


12 December 2004 40,000 - 40,000 - 

Term loan V at 5.50% repayable 


12 December 2005 30,000 - 30,000 - 

120,000 129,644 120,000 50,000 

Less : Amounts repayable within 12 months 

- current portion (Note 13) - (9,135) - - 

120,000 120,509 120,000 50,000 





16. TERM LOANS (UNSECURED) (cont’d) 

The commitment terms of more than one year under term loan agreements are summarised as follows:- 

Amounts payable within: 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

1 year after balance sheet date - 9,135 - - 

More than 1 year but not later than 2 years 50,000 16,267 50,000 - 

More than 2 years but not later than 5 years 70,000 104,242 70,000 50,000 

120,000 129,644 120,000 50,000 

The term loans are secured by a negative pledge on the assets of the Company. 

The term loans bear interest at 5.00% to 7.30% (2000 : 6.30% to 7.30%) per annum. 

17. DEFERRED TAXATION 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

At 1 January 4,897 6,976 913 2,509 

Transfer from/(to) income 

statement (Note 21) 2,831 (2,079) 892 (1,596) 

At 31 December 7,728 4,897 1,805 913 

18. REVENUE 

Revenue of the Group represents the invoiced value of industrial and mechanical engineering services rendered and 

goods sold less trade discounts and returns. 

Revenue of the Company re p resents the invoiced value of goods sold less trade discounts and re t u rns and 

dividend income. 

An analysis of revenue is disclosed in Note 28 to the financial statements. 





19. PROFIT FROM OPERATIONS 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

This is arrived at after charging:- 

Directors' emolument 

payable to directors of 

- holding company 3,142 2,869 1,171 1,122 

- subsidiary companies who are not directors 

of the holding company 741 833 - - 

Directors' fees payable to directors of 

- holding company 272 247 205 185 

- subsidiary companies who are not directors 

of the holding company 55 55 - - 

Directors' benefits in kind payable to directors 

of subsidiary companies who are 

not directors of the holding company - 9 - - 

Auditors' remuneration 

- audit fee 153 147 38 38 

- non audit fee 2 32 - 30 

- underprovision in prior year's audit fee 4 13 - 6 

Rental on 

- buildings 448 470 34 49 

- machinery 734 882 273 298 

Provision for doubtful debts 103 627 103 - 

Provision for retirement benefits (Note (a)) 261 5,875 128 3,457 

Inventories written down 988 2,052 513 194 

Bad debts written off 318 193 90 192 

Foreign exchange loss 

- realised 178 47 - 

- unrealised 56 - - - 

Provision for sludge disposal 701 1,190 - - 

Property, plant and equipment written off 55 - - - 

and crediting :- 

Gain on disposal of property, 

plant and equipment 895 276 57 172 

Gain on disposal of investment in an 

associated company 728 843 728 3,061 

Dividend income 

- from quoted subsidiary company - - 4,388 4,388 

- from unquoted subsidiary companies - - 21,146 21,146 

- from associated company - - 1,000 - 

Interest income 2,366 1,841 1,306 980 

Rental receivable 2,266 2,267 796 807 

Inventories written back 1,202 - 194 - 

Recovery of bad debt written off 833 92 - - 

Realised exchange gain 210 293 163 152 

Note (a) 

Included in provision for retirement benefits is amount payable to Directors of RM Nil (2000 : RM4,884,000) for 

the Group and RM Nil (2000 : RM3,071,000) for the Company. 





20. FINANCE COSTS 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

Interest on:- 

- term loans 8,804 7,238 3,350 880 

- bank overdrafts 497 429 32 81 

- bankers' acceptances and trust receipts 1,017 916 48 - 

- others 3 59 - - 

10,321 8,642 3,430 961 

21. TAXATION 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

Taxation based on results for the year: 

Malaysian taxation 

- current year 9,246 12,970 356 1,525 

- deferred taxation (Note 17) 2,831 (2,079) 892 (1,596) 

12,077 10,891 1,248 (71) 

Share of taxation of associated company 1,293 915 - - 

13,370 11,806 1,248 (71) 

Overprovision in prior years (3,018) (781) (689) - 

10,352 11,025 559 (71) 

The effective tax rate of the Group is lower than the statutory tax rate mainly due to certain tax incentive being 

claimed for tax purposes and utilisation of unabsorbed capital allowances by certain subsidiary companies. Tax 

saving arising from such utilisation amounted to approximately RM3,192,000. 

The effective tax rate of the Company is lower than the statutory tax rate mainly due to certain dividend income 

being tax exempt and certain tax incentive being claimed. 

As at 31 December 2001, unutilised reinvestment allowances, unabsorbed capital allowances and unutilised tax 

losses of the Group amounted to approximately RM21,729,000 (2000: RM4,933,000), RM58,647,000 

(2000: RM12,446,000) and RM23,255,000 (2000: RM17,604,000) respectively, which are available for set-off 

against future taxable income subject to agreement of the Inland Revenue Board. 

22. EARNINGS PER SHARE 

(a) 

(b) 

The basic earnings per share is calculated by dividing the Group's profit after taxation and minority interest 

of RM30,183,000 (2000: RM23,969,000) by the weighted average number of ordinary shares in issue during 

the year of 115,720,117 (2000: 115,720,117). 

The fully diluted earnings per ordinary share for the financial year ended 31 December 2001 is not disclosed 

as the effect arising from the possible exercise of warrants is anti-dilutive. 

As at 31 December 2001, the Company has 15,379,029 (2000: 15,379,029) warrants which 

remained unexercised. The warrants shall expire on 22 May 2002. 





23. DIVIDENDS PER SHARE 

Group/Company 


RM'000 RM'000 

Interim dividend of 10%, tax exempt 5,786 5,786 

Proposed dividend:- 

- final dividend of 10%, tax exempt 5,786 5,786 

11,572 11,572 

The dividend per share is calculated by dividing the dividends declared for the year of RM11,572,000 

(2000: RM11,572,000) by the number of ord i n a ry shares in issue at year end of 115,720,117 

(2000: 115,720,117). 

24. SIGNIFICANT RELATED PARTY TRANSACTIONS 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

Sales to subsidiary companies - - (33,906) (37,585) 

Sales to associated company 352 157 - - 

Rental receivable from subsidiary companies - - (780) (792) 

Rental receivable from associate company 2,191 2,191 - - 

Interest income receivable 

rom subsidiary company - - (200) - 

Management fees receivable 

from associated company (1,589) (1,330) 

Purchases from subsidiary companies - - 6,260 9,619 

Purchases from associated company 202 434 - - 

Rental payable to subsidiary company - - 12 12 

Purchase of property, plant and equipment from 

subsidiary company - - 7,534 - 

Apart from the above, the Group also entered into the following related party transactions:- 

Group 

(i) Nature of transaction Identity of related party 2001 2000 

RM'000 

RM'000 

Sales of trading inventories Carlsberg Brewery Malaysia 21,504 28,212 

by a subsidiary company Berhad ("Carlsberg") 

The party is deemed related to the Group by virtue of common directorship held by Y.A.M. Tunku Naquiyuddin 

Ibni Tunku Ja'afar in Carlsberg and the Company. 

Group 

(ii) Nature of transaction Identity of related party 2001 2000 

RM'000 

RM'000 

Sales of trading inventories Hercules Sdn. Bhd. 453 52 

by a subsidiary company ("Hercules") 

The party is deemed related to the Group by virtue of common directorship held by See Leong Chye @ 

Sze Leong Chye in Hercules and a subsidiary company. 

The above transactions were entered into in the normal course of business on terms that the Directors consider 

comparable to those had the transactions been entered into with third parties. 





25. COMMITMENTS 

(a) 

Capital Commitments 

Capital expenditure not provided for in the financial statements is as follows:- 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

Capital expenditure approved 

and contracted for 8,442 4,914 3,300 270 

Capital expenditure approved 

but not contracted for 6,300 - 6,300 - 

(b) 

Operating Lease Commitments 

The future minimum lease payments of the Group and of the Company under non-cancellable operating leases 

are summarised as follows:- 

Group 

Company 


RM'000 RM'000 RM'000 RM'000 

1 year after balance sheet date 504 853 113 203 

More than 1 year but not 

later than five years 155 140 22 108 

26. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR 

(a) 

(b) 

On 1 July 2001, the Company completed its acquisition of the remaining issued and paid up share capital of 

KJM Aluminium Can Sdn. Bhd. comprising 24,000,000 ordinary shares of RM1.00 each from Mitsubishi 

Corporation and Mitsubishi Materials Corporation for a cash consideration of RM3.6 million. As a result of 

the acquisition, KJM Alumium Can Sdn. Bhd. became a wholly-owned subsidiary of the Company. 

On 13 August 2001, Arab-Malaysian Merchant Bank Berhad, on behalf of the Board of Directors of the 

Company, had announced that the Company proposed to establish an employee share option scheme of up 

to ten per cent (10%) of the Company's issued and paid-up share capital ("Proposed ESOS"). Subsequently, 

the Securities Commission had vide its letter dated 12 September 2001 approved the Proposed ESOS. 

Under the Proposed ESOS, eligible employees (including Executive Directors) of the Company and its 

subsidiary companies, but exclude Box-Pak (Malaysia) Berhad will be offered the options to subscribe for new 

ordinary shares of RM0.50 each in the Company. All shares issued pursuant to the exercise of option shall 

rank pari passu in all aspects with all existing issued shares. 

The shareholders have approved the Proposed ESOS at an Extraord i n a ry General Meeting held on 

31 January 2002. 

27. SIGNIFICANT EVENT SUBSEQUENT TO BALANCE SHEET DATE 

On 1 February 2002, the Company announced the establishment of a wholly-owned subsidiary company, Kian Joo 

Can (Vietnam) Co. Ltd. ("KJCV") in Vietnam. The Ministry of Planning and Investment in Vietnam has issued a license 

to KJCV to manufacture metal packaging products for food and beverages industries. 





28. SEGMENTAL REPORTING 

Profit/(loss) 

Total 

Revenue before taxation assets employed 

2001 2000 2001 2000 2001 2000 

RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 

Manufacturing 

- general cans 228,963 224,908 9,316 6,607 353,728 335,921 

- aluminium cans 190,348 197,372 15,196 16,492 240,825 267,266 

Corrugated cartons 51,380 50,593 11,505 7,094 82,775 78,151 

Polyethelene terephalate products 23,207 20,382 1,118 (848) 21,866 21,645 

Property 120 120 76 82 886 900 

Others 10 3 8 (34) 2,907 2,932 

494,028 493,378 37,219 29,393 702,987 706,815 

Associated company 

- polyethelene terephalate products - - 4,688 3,641 20,167 16,772 

494,028 493,378 41,907 33,034 723,154 723,587 

Segmental reporting by geographical location is not applicable as the Group operates principally in the country. 

The transactions were entered into in the normal course of business on terms that the Directors consider comparable 

to those had the transactions been entered into with third parties. 





29. SUBSIDIARY AND ASSOCIATED COMPANIES 

Details of the Company's subsidiary and associated companies are listed below:- 

Country of Nature of 

Company Incorporation Business Equity Interest Held 


% % 

Metal-Pak (Malaysia) Malaysia Can manufacturer 100 100 

Sdn. Bhd. 

Box-Pak (Malaysia) Malaysia Corrugated fibre 54.85 54.85 

Berhad 

board carton manufacturer 

Canco Engineering & Malaysia Industrial and 100 100 

Machinery Sdn. Bhd. 

mechanical 

engineering services 

Indastri Kian Joo Malaysia Letting out of 100 100 

Sdn. Bhd. 

factory building 

Great Asia Tin Cans Malaysia Can manufacturer 100 100 

Factory Co. Sdn. Bhd. 

Bintang Seribu Sdn. Bhd. Malaysia Tinplate cutting 100 100 

operations 

Multi-Pet Sdn. Bhd. Malaysia Polyethelene 100 100 

terephalate 

products manufacturer 

Kian Joo Packaging Malaysia 2-piece aluminium 100 100 

Sdn. Bhd. 

beverage can manufacturer 

KJ Can (Selangor) Malaysia Can manufacturer 100 100 

Sdn. Bhd. 

Federal Metal Printing Malaysia Metal printing 100 100 

Factory Sdn. Bhd. 

and can manufacturer 

KJM Aluminium Can Malaysia 2-piece aluminium 100 60 

Sdn. Bhd. 

retortable can manufacturer 

KJ Can (Johore) Malaysia Can manufacturer 100 100 

Sdn. Bhd. 

Kian Joo Services Malaysia Share registration and 100 100 

Sdn. Bhd. 

management services 

Kian Joo-Visypak Malaysia Polyethelene 50 50 

Sdn. Bhd. 

terephalate products 

manufacturer 





30. COMPARATIVE FIGURES 

The following comparative figures of the financial statements and notes thereto have been restated to conform with 

current year's presentation. 

Group 

As previously 

Company 

As previously 

As restated reported As restated reported 

RM'000 RM'000 RM'000 RM'000 

BALANCE SHEET 

Property, plant and equipment 

- Furniture, fittings and equipment 8,153 11,760 - - 

- Capital work-in-progress 5,940 2,333 - - 

Trade debtors 139,684 139,803 - - 

Other debtors, deposits 

and prepayments 15,667 15,548 - - 

Trade creditors 19,444 20,297 7,119 7,623 

Other creditors and 

accruals 31,681 30,828 6,997 6,493 

INCOME STATEMENT 

Revenue 493,378 494,536 140,295 115,919 

Raw materials consumables used (297,290) (298,394) (77,969) (79,127) 

Changes in inventories of 

finished goods and work-in-progress 1,936 3,669 659 853 

Other operating expenses (70,054) (71,841) (14,791) (14,985) 

Other operating income - - 6,838 32,372 



LIST OF PROPERT I E S 

as at 31 December 2001 

Age of NBV as at 31.12.2001 

Area Expiry Buildings Land Building 

Location Description (sq.m) Tenure Date (Years) (RM'000) (RM'000) 

Lot PT 2 

Jalan Perusahaan 4 

Factory 

Batu Caves Building 11,713 Leasehold 05.09.2074 21 3,192 2,744 

Lot No 28833 To 28836 Factory 

Batu Caves, Selangor Building 9,919 Freehold - 07 2,801 1,504 

Lot No 28829 To 28832 Factory 

Batu Caves, Selangor Building 16,895 Freehold - 06 4,771 4,265 

Lot 6 Jalan Perusahaan 1 Factory 

Batu Caves, Selangor Building 8,514 Leasehold 05.09.2074 13 2,273 3,328 





Lot PT 765, Mukim of 

Kuala Lumpur, 

Land for 

Wilayah Persekutuan Development 1,963 Freehold - - 740 - 

Lot No 3846, Chembong, Land for 

Rembau, Negeri Sembilan Development 4,249 Leasehold 27.06.2049 - 195 - 

Plo 456, Pasir Gudang Land for 

Ind Estate, Johor Development 12,140 Leasehold 04.09.2021 - 730 - 

Lot 123, Phase 3, 

Arab-Malaysian Ind Park Land for 

Nilai, Negeri Sembilan Development 12,553 Freehold - - 2,254 - 

Lot 146 



Lot 147 



Lot 107 



Lot 22 & 24, Sec 16 

Town of Shah Alam 

Factory 

Selangor Building 3,902 Leasehold 31.10.2070 29 996 620 



LIST OF PROPERT I E S 

as at 31 December 2001 ( c o n t ’ d ) 

Age of NBV as at 31.12.2001 

Area Expiry Buildings Land Building 

Location Description (sq.m) Tenure Date (Years) (RM'000) (RM'000) 

Lot 21, Sec 16 

Town of Shah Alam 

Factory 

Selangor Building 1,951 Leasehold 31.10.2070 17 505 305 

PT No 14350 

Mukim of Damansara 

Factory 

Shah Alam, Selangor Building 19,777 Freehold - 03 4,258 9,496 

Lot 10, Lorong 2A 

Cheras Jaya Ind Estate 

Factory 

Balakong, Selangor Building 6,028 Leasehold 14.05.2088 24 814 1,050 

Lot 135 Jalan Kawat 15/18 

Tapak Perusahaan 

Shah Alam, Town of 

Factory 

Shah Alam, Selangor Building 11,427 Leasehold 12.06.2073 25 2,188 2,410 

Lot 3, Jalan Kawat 15/18 

Tapak Perusahaan 

Shah Alam, Town of 

Factory 


Lot 18 Jalan Pengapit 15/19 Factory 






2736 & 2737 

Mukim of Ulu Kinta 

Factory 

District of Kinta, Perak Building 5,344 Leasehold 13.07.2036 23 251 586 

733 Jalan Tampoi Factory 

81200 Johor Bahru Building 16,709 Freehold - 33 8,000 8,023 

23 Jalan Dewani, Lorong 1 

Johor Baru Shophouse 180 Freehold - 21 - 535 

Lot 104, 105 & 106 

Arab-Malaysian Ind Park Factory 

Nilai, Negeri Sembilan Building 39,603 Freehold - 04 8,575 18,826 

HS (D) 80122 PT No 5141 

Mukim Damansara 

Factory 

Daerah Petaling Building 31,142 Freehold - 09 10,727 8,909 



A N A LYSIS OF SHAREHOLDINGS 

as at 23 April 2002 

Authorised Share Capital : RM100,000,000 

Issued & Fully Paid-Up Capital : RM57,860,058.50 sen 

Class Of Shares : Ordinary share of RM0.50 each 

Voting Rights : One vote per ordinary share 

Number of Shareholders : 3,567 

DISTRIBUTION OF SHAREHOLDINGS 

Size of No of % of 

Shareholdings Holders Holders No of Shares % of Shares 

Less than 1,000 125 3.50 56,166 0.05 

1,000-10,000 2,993 83.91 8,007,038 6.92 

10,001-100,000 364 10.20 11,144,418 9.63 

100,001- to less than 5% of issues shares 83 2.33 38,879,219 33.60 

5% and above of issued shares 2 0.06 57,633,276 49.80 

3,567 100.00 115,720,117 100.00 

THIRTY LARGEST SHAREHOLDERS AS AT 23 APRIL 2002 

Name No of Shares % of Shares 

1 Kian Joo Holdings Sdn Bhd - In Liquidation 42,741,276 36.94 

2 Employees Provident Fund Board 14,892,000 12.87 

3 Malaysia National Insurance Berhad 3,852,000 3.33 

4 Malaysia Assurance Alliance Berhad 2,499,000 2.16 

5 Permodalan Nasional Berhad 1,920,000 1.66 

6 Lembaga Tabung Haji 1,873,000 1.62 

7 Malaysia Nominees (Tempatan) Sdn Bhd 1,866,000 1.61 

Amanah SSCM Asset Management Bhd for Amanah Smallcap Fund Bhd 

8 Amanah Raya Nominees (Tempatan) Sdn Bhd 1,506,000 1.30 

Amanah Saham Wawasan 2020 

9 Perbadanan Nasional Berhad 1,160,000 1.00 

10 Amanah Raya Nominees (Tempatan) Sdn Bhd 1,143,000 0.99 

Amanah Saham Malaysia 

11 Universal Trustee (Malaysia) Bhd 1,000,000 0.86 

SBB Premium Capital Fund 

12 Universal Trustee (Malaysia) Bhd 975,000 0.84 

Mayban Balanced Trust Fund 

13 Lembaga Tabung Angkatan Tentera 850,000 0.73 

14 HSBC Nominees (Tempatan) Sdn Bhd 809,500 0.70 

Pledged Secs Account for H.N.Holdings Sdn Bhd 

15 See Leong Chye @ Sze Leong Chye 726,593 0.63 

16 Universal Trustee (Malaysia) Berhad 700,000 0.60 

Mayban Unit Trust Fund 

17 BBMB Securities Nominees (Tempatan) Sdn Bhd 618,000 0.53 

Petroliam Nasional Berhad 

18 Mayban Nominees (Tempatan) Sdn Bhd 583,000 0.50 

Mayban Trustees Berhad for MBF Balanced Fund 

19 Tan Ching Ching 548,000 0.47 

20 John Hancock Life Insurance (Malaysia) Berhad 500,000 0.43 

21 Yong Har Chye 500,000 0.43 

22 CIMSEC Nominees (Tempatan) Sdn Bhd 500,000 0.43 

Carlsberg Brewery Malaysia Berhad 

23 Bidor Tahan Estates Sdn Bhd 500,000 0.43 

24 Raja Ashman Shah Bin Raja Azlan Shah 498,755 0.43 



A N A LYSIS OF SHAREHOLDINGS 

as at 23 April 2002 ( c o n t ’ d ) 

THIRTY LARGEST SHAREHOLDERS AS AT 23 APRIL 2002 (cont’d) 

Name No of Shares % of Shares 


For OSK - UOB Equity Trust (3175) 


For OSK - UOB Small Cap Opportunity Unit Trust 

27 Kurnia Insurans (Malaysia) Bhd 456,000 0.39 

28 Arab-Malaysia Nominees (Tempatan) Sdn Bhd 435,000 0.38 

For Pacific Pearl Fund 

29 Alliancegroup Nominees (Tempatan) Sdn Bhd 414,000 0.36 

PHEIM Asset Management for EPF Board 

30 Koperasi Permodalan FELDA Berhad 413,000 0.36 

SUBSTANTIAL SHAREHOLDERS AS AT 23 APRIL 2002 

Direct Interest 

Indirect Interest 

Name No. of Shares % No. of Shares % No. of Warrants* No. of Option** 

1 Kian Joo Holdings Sdn Bhd 42,741,276 36.94 835 

- In Liquidation 

2 Employees Provident Fund Board 15,699,000 13.57 - 

3 Dato' See Teow Chuan 274,309 0.24 43,076,746 37.22 38,064 400,000 

4 Dato' Anthony See Teow Guan 275,470 0.24 42,905,040 37.08 58,588 400,000 

5 Mr See Teow Koon 15,744 0.01 42,856,746 37.03 16,188 400,000 

6 Mr See Tiau Kee - - 42,767,276 36.95 835 400,000 

DIRECTORS' SHAREHOLDINGS AS AT 23 APRIL 2002 

Direct Interest Indirect Interest 

Name of Director No. of Shares % No. of Shares % No. of Warrants* No. of Option** 

1 YAM Tunku Naquiyuddin 89,750 0.08 1,020,000 0.88 139,500 - 

Ibni Tuanku Ja'afar 

2 YAM Tunku Dato' Seri Nadzaruddin - - - - 

Ibni Tuanku Ja'afar 

3 YAM Raja Dato' Seri Ashman Shah 498,755 0.43 - - 66,500 - 

Ibni Sultan Azlan Shah 

4 Dato' See Teow Chuan 274,309 0.24 43,076,746 37.22 38,064 400,000 

5 Dato' Anthony See Teow Guan 275,470 0.24 42,905,040 37.08 58,588 400,000 

6 Mr See Teow Koon 15,744 0.01 42,856,746 37.03 16,188 400,000 

7 Mr See Tiau Kee - - 42,767,276 36.96 835 400,000 

8 Mr See Ean Seng 89,605 0.08 1,453 - 97,500 - 

9 Dato' Ismail Bin Lebai Kamat - - - - - - 

Note : 

* Wa rrants with right to subscribe for ord i n a ry shares in the Company on the basis of one (1) new share for every one 

warrant held. Expiring on 22 May 2002 

** Options granted pursuant to the Company's Employee Share Option Scheme. 



D A I N R A E C LYSIS T O R S OF ’ SHAREHOLDINGS 

R as e p at o r23 t April 2002 ( c o n t ’ d ) 

DISTRIBUTION OF WARRANT HOLDINGS AS AT 23 APRIL 2002 

Size of No of Warrant % of Warrant No. of Warrants % of Warrants 

Warrant Holdings Holders Holders 

Less than 1,000 297 23.26 101,727 0.66 

1,000 - 10,000 736 57.63 2,540,574 16.52 

10,001 - 100,000 225 17.62 8,196,528 53.30 

100,001 - to lessn 5% of issued shares 19 1.49 4,540,200 29.52 

5% and above of issued shares nil nil nil nil 

1,277 100.00 15,379,029 100.00 

THIRTY LARGEST WARRANT HOLDERS AS AT 23 APRIL 2002 

Name No. of Warrants % of Warrants 

1 Lim Kam Wai 642,000 4.17 

2 BBMB Securities Nominees (Tempatan) Sdn Bhd 430,000 2.80 

Petroleum Research Fund 

3 Mohd Zamani Bin Mat Sharif 397,000 2.58 

4 Hafidzah binti Ridzuan @ Halim 350,000 2.28 

5 Tew Kim Kai 300,000 1.95 

6 Chen Siew Yin 300,000 1.95 

7 Ng Chee Sim 282,000 1.83 

8 Nik Othman Bin Hussain 202,000 1.31 

9 Soh Soon Gee 200,000 1.30 

10 Lim Kam Seng 192,000 1.25 

11 Tok Hock Bang 186,000 1.20 

12 Audrey Lian Wei Li 158,000 1.03 

13 Tina Choy Yin Leng 150,000 0.98 

14 Mohamad Bin Deris 138,000 0.90 

15 PB Securities Nominees (Tempatan) Sdn Bhd 135,000 0.88 

Pledged Securities Account for Yoong Fui Kien 

16 H.N. Holdings Sdn Bhd 131,200 0.85 

17 Low Siew Peng 131,000 0.85 

18 Yap Bee Soon 110,000 0.72 

19 Lim Koong Min 106,000 0.68 

20 John Hancock Life Insurance (Malaysia) Berhad 100,000 0.65 

21 Oh Siew Keow 100,000 0.65 

22 L Senpagavalli A/P N Letchumanan 100,000 0.65 

23 Ong Soon Han 100,000 0.65 

24 Rosemarinah Binti Abd Rahim 100,000 0.65 

25 TA Nominees (Tempatan) Sdn Bhd 100,000 0.65 

Pledged Securities Account for Parmjit Singh A/L Meva Singh 

26 Ng Cheng Leong 100,000 0.65 

27 Tay Yew Meng 100,000 0.65 

28 RHB Nominees (Asing) Sdn Bhd 100,000 0.65 

UOB Kay Hian Private Limited for Lim Kim Hock 

29 Hong Teck Sing 100,000 0.65 

30 Hairani Binti Maning 100,000 0.65 


PROXY FORM 

I/We, 

(Full Name In Capital Letters) 

of 

(Address) 

being a member of Kian Joo Can Factory Berhad hereby appoint *The Chairman of the meeting or 

(Full Name) 

of 

or failing 

(Address) 

him 

(Full Name In Block Letters) 

of 

(Address) 

as my/our proxy to vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at the 

Conference Room, Lot 6, Jalan Perusahaan 1, 68100 Batu Caves, Selangor, Malaysia on Wednesday, 19 June 2002 at 3.00 p.m. 

and at any adjournment thereof. 

Please indicate with an ‘X’ in the spaces provided below how you wish your vote to be cast.on the resolutions specified in the 

Notice of Meeting. 

For 

Against 

1. To receive and adopt the audited financial statements for year 

ended 31 December 2001 together with the 

Directors and Auditors’ Reports thereon. Resolution 1 

2. To approve a Final Dividend of 10% tax exempt in respect of 

financial year ended 31 December 2001. Resolution 2 

3. To approve Directors’ Fees of RM205,000 for the financial year 

ended 31 December 2001. Resolution 3 

4. To re-elect the following directors retiring by rotation in accordance 

with Article 104 of the Company’s Articles of Association 

Dato’ See Teow Chuan Resolution 4 

See Teow Koon Resolution 5 

See Tiau Kee Resolution 6 

5. To re-appoint Messrs Ernst & Young as the Company’s Auditors 

and to authorise directors to fix their remuneration. Resolution 7 

Signed this day of 2002. 

Signature of Member(s) 

Notes : 

1. A member of the Company entitled to attend and vote at the Meeting may appoint a proxy to attend and vote in his stead. A proxy may but need 

not be a member of the Company and the provisoins of Section 149(1)(a) and (b) of the Companies Act, 1965 shall not apply to the Company. 

2. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly authorised in writingor, if such appointor 

is a corporation, under its common seal or the hands of its attorney. 

3. All forms of proxy should be deposited at the Registered Office of the Company situated at Lot 10, Jalan Perusahaan 1, 68100 Batu Caves, 

Selangor Darul Ehsan not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof, failing which the 

instrument appointing a proxy shall not be treated as valid. 



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2001 Annual Report - Kian Joo Can

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