2010 Annual Report - Petron
2010 Annual Report - Petron
2010 Annual Report - Petron
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FINANCIAL HIGHLIGHTS<br />
<strong>2010</strong> 2009 %<br />
RM Million RM Million Change<br />
Revenues 8,427 8,032 5<br />
Profit after taxation 269 146 84<br />
Earnings per ordinary stock unit (sen) 99.5 53.9 85<br />
Gross dividend per ordinary stock unit (sen) 14 12 17<br />
Total assets employed 2,094 2,018 4<br />
Total shareholders’ funds 758 513 48<br />
Sales volume 79 88 (10)<br />
(thousands of barrels per calendar day)<br />
The <strong>Annual</strong> General Meeting provides<br />
shareholders the opportunity to obtain a<br />
better understanding of the Company’s<br />
operations and financial performance.<br />
EMB was recognised as one of three<br />
winners in the Energy & Natural<br />
Resources Industry category in KPMG’s<br />
annual Shareholder Value Awards<br />
Programme. The prestigious awards<br />
recognise companies that deliver the<br />
highest Economic Profit over Invested<br />
Capital and are intended to promote<br />
corporate excellence through enhancing<br />
levels of disclosure and setting<br />
explemplary industry good practice.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong><br />
1
ESSO MALAYSIA BERHAD<br />
Five-Year Summary Charts<br />
REVENUES<br />
(NET OF GOVERNMENT DUTIES)<br />
RM MILLION<br />
PROFIT / (LOSS) AFTER TAX<br />
RM MILLION<br />
12,000<br />
11,735<br />
300<br />
269<br />
10,000<br />
8,000<br />
9,336<br />
9,740<br />
8,032<br />
8,427<br />
200<br />
100<br />
57<br />
146<br />
6,000<br />
0<br />
7<br />
4,000<br />
-100<br />
2,000<br />
-200<br />
0<br />
2006 2007 2008 2009 <strong>2010</strong><br />
-300<br />
(251)<br />
2006 2007 2008 2009 <strong>2010</strong><br />
SALES VOLUME<br />
THOUSANDS OF BARRELS<br />
PER CALENDAR DAY<br />
TOTAL THROUGHPUT<br />
THOUSANDS OF BARRELS<br />
PER CALENDAR DAY<br />
100<br />
93 94<br />
88 88<br />
100<br />
80<br />
60<br />
79<br />
80<br />
60<br />
71<br />
70<br />
61<br />
63<br />
45<br />
40<br />
40<br />
20<br />
20<br />
0<br />
2006<br />
2007 2008 2009 <strong>2010</strong><br />
0<br />
2006 2007 2008 2009<br />
<strong>2010</strong><br />
8 ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
CAPITAL EXPENDITURE<br />
RM MILLION<br />
TOTAL ASSETS EMPLOYED<br />
RM MILLION<br />
Financed by:<br />
100<br />
98<br />
3,000<br />
2,700<br />
80<br />
60<br />
61<br />
57<br />
2,000<br />
2,006<br />
1,754<br />
2,018<br />
2,094<br />
40<br />
38<br />
37<br />
1,000<br />
20<br />
0<br />
2006 2007 2008 2009 <strong>2010</strong><br />
0<br />
2006 2007 2008 2009<br />
<strong>2010</strong><br />
Shareholders’ funds<br />
Trade payables<br />
Notes payable and bank borrowings<br />
Taxes payable, provisions and others<br />
SHAREHOLDERS’ INFORMATION<br />
2006 2007 2008 2009 <strong>2010</strong><br />
Earnings/(loss) per ordinary stock unit (sen) 2.6 21.2 (93.1) 53.9 99.5<br />
Gross dividend per ordinary stock unit (sen) 12 12 12 12 14<br />
Dividend yield (%)<br />
4.3 4.3 5.3 5.2<br />
5.3<br />
Share price (RM)<br />
- Highest<br />
- Lowest<br />
- Average<br />
4.06 3.30 2.81 2.86<br />
2.30 2.02 1.82 1.90<br />
2.78 2.76 2.27 2.32<br />
3.03<br />
2.42<br />
2.64<br />
Number of employees at year-end 327 326 318 299 290<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong><br />
9
ESSO MALAYSIA BERHAD<br />
Board of Directors/ Lembaga Pengarah<br />
En. Abu Bakar Siddik Che Embi<br />
Executive Refinery Director /<br />
Pengarah Eksekutif Penapisan<br />
Absent during photo session<br />
Tidak hadir pada sessi<br />
penggambaran<br />
Allahyarhamah Puan Sri<br />
Junaidah Mohd Said<br />
Joint Secretary /<br />
Setiausaha Bersama<br />
Until / sehingga February 22,<br />
2011<br />
SEATED FROM LEFT TO RIGHT<br />
DUDUK DARI KIRI KE KANAN<br />
Y. Bhg. Tan Sri Dato’ Dr. Syed Jalaludin<br />
Syed Salim<br />
Mr. Hugh W. Thompson<br />
Chairman / Pengerusi<br />
Y. Bhg. Tan Sri Abdul Halim Ali<br />
Y. Bhg. Dato’ Zainal Abidin Putih<br />
STANDING FROM LEFT TO RIGHT<br />
BERDIRI DARI KIRI KE KANAN<br />
Puan Fatimah Merican<br />
Executive Business Services Director /<br />
Pengarah Eksekutif Urusan Perniagaan<br />
Puan Faridah Ali<br />
Executive Retail Business Director /<br />
Pengarah Eksekutif Perniagaan<br />
Jualan Runcit<br />
Mr. Manoj Devadasan<br />
Company Secretary / Setiausaha Syarikat<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong><br />
10 11
ESSO MALAYSIA BERHAD<br />
Profile of Directors<br />
Hugh W. Thompson<br />
Chairman<br />
B. Sc. (Hons.) Geology, University of Aberdeen, Scotland<br />
M.Eng (Petroleum Engineering), Heriot-Watt University, Edinburgh, Scotland<br />
Mr. Hugh W. Thompson, aged 48, a citizen of the United Kingdom, was appointed a Director and<br />
Chairman of the Company on June 4, 2009. He joined ExxonMobil in 1988 and over the past 22 years has<br />
held positions of increasing responsibility in assignments ranging from Engineering and Operations<br />
Management, major project management and strategic business planning. He has spent the majority of<br />
his career with ExxonMobil in international assignments and has worked in Aberdeen and London in the<br />
United Kingdom as well as in Louisiana, Texas and California in the United States of America. He was the<br />
Planning Manager (Planning and Business Analysis) with ExxonMobil Production Company in Houston,<br />
Texas, United States of America before being appointed the Global Planning Manager for the<br />
ExxonMobil Production Company; a position he held until his appointment in 2009 as the Chairman of the<br />
ExxonMobil Subsidiaries in Malaysia.<br />
Fatimah Merican<br />
Executive Business Services Director<br />
Higher National Diploma, Polytechnic of Central London (now University of Westminster) (1976)<br />
Puan Fatimah Merican, aged 56, a Malaysian, was appointed Business Services Director of the<br />
Company on December 1, 2008. She joined ExxonMobil Exploration and Production Malaysia Inc.<br />
(EMEPMI) in 1977. Over her career with the Company she has held various professional and managerial<br />
positions in the local and global Information Technology organisations of ExxonMobil. Fatimah has also<br />
completed a rotational assignment in EMEPMI Public Affairs, and foreign assignments with ExxonMobil<br />
Asia Pacific Pte. Ltd., Singapore and ExxonMobil Limited, Thailand.<br />
Prior to October 1, 2008, Fatimah Merican was Manager, Downstream/Chemical Applications, Business<br />
Line Applications, Information Technology, ExxonMobil Business Support Centre Malaysia Sdn. Bhd. in<br />
Kuala Lumpur. Effective October 1, 2008, she was transferred to Upstream Business Services and<br />
thereafter appointed Business Services Director. In addition, on October 1, <strong>2010</strong>, Fatimah was also<br />
appointed the Tax Manager of ExxonMobil Subsidiaries in Malaysia; that includes Esso Malaysia<br />
Berhad.<br />
Abu Bakar Siddik Che Embi<br />
Executive Refinery Director<br />
B.Sc. (Hons.) Chemical Engineering, Leeds University, United Kingdom<br />
Encik Abu Bakar Siddik Che Embi, aged 58, a Malaysian, was appointed Refinery Director of the<br />
Company on September 1, 2003. He started his career with the Port Dickson Refinery in 1976 and held<br />
various technical, operational and supervisory positions in the Refinery until 1990, when he was assigned<br />
to the Baytown Refinery, Exxon U.S.A., for about three years. In this assignment, he held the position of<br />
Technical Advisor and a number of leadership roles in the Process Department. Following that, he spent<br />
six months with Exxon Company International's Refinery Department in Florham Park, New Jersey as<br />
Refinery Advisor. In 1994, he returned to Malaysia and assumed the position of Deputy Manufacturing<br />
Manager of the Port Dickson Refinery. In 1995, he was promoted to Manufacturing Manager and held this<br />
position until 2003, when he was appointed Refinery Director.<br />
Faridah Ali<br />
Executive Retail Business Director<br />
B.Sc. (Hons.) Accounting, University of East Anglia, Norwich, ACA (England & Wales)<br />
Puan Faridah Ali, aged 46, a Malaysian, was appointed Retail Business Director of the Company on June<br />
13, 2005. She began her career in ExxonMobil Malaysia Sdn. Bhd., and over the years, held supervisory<br />
roles in various functions including financial accounting, costing, planning, financial analysis, human<br />
resources and retail business. In 2000, after the merger of Exxon Corporation and Mobil Corporation in<br />
the United States of America, she assumed the position of Marketing Support Manager and subsequently<br />
Business Analysis and <strong>Report</strong>ing Manager before assuming her current position.<br />
12<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
Y. Bhg. Tan Sri Dato' Dr. Syed Jalaludin Syed Salim<br />
Independent / Non-Executive Director and Member of the Board Audit Committee<br />
P.S.M., D.S.S.A., D.P.M.P., J.S.M. F.A. Sc., B.V.Sc., University of Punjab, M.Phil. and Ph.D.,<br />
University of London, D.Sc., Honoris Causa, University of Hull, U. K., D.Sc., Honoris Causa, Soka<br />
University, Japan, D.Agriculture Technology, Honoris Causa, Thaksin University, Thailand, D.Sc.,<br />
Honoris Causa, Open University Malaysia.<br />
Y. Bhg. Tan Sri Dato' Dr. Syed Jalaludin Syed Salim, aged 67, a Malaysian and a national science<br />
laureate, as well as a founder fellow of the Academy of Sciences Malaysia, was appointed Director of the<br />
Company on February 15, 2000. He had a long illustrious academic carrier in both University of Malaya<br />
and University Putra Malaysia (UPM) before retiring as Vice Chancellor of UPM in 2001. He was<br />
responsible for transforming UPM to become one of the leading centres of higher education. As an<br />
accomplished academician, he has helped found many academic societies and associations, and has<br />
published over 350 papers in journals and proceedings in the fields of animal science, university<br />
management and education. For his meritorious career and services, he has received numerous<br />
awards, decorations and honours nationally as well as internationally. He retired from UPM in April 2001.<br />
He is the Chairman of Bank Kerjasama Rakyat Malaysia Berhad, Kejuruteraan Samudra Timur Berhad,<br />
Taylor's Education Berhad and Halal Industry Development Corporation. He is a Director of TAFI<br />
Industries Berhad and is also the Chancellor of Taylor’s University.<br />
Y. Bhg. Tan Sri Abdul Halim Ali<br />
Independent / Non-Executive Director and Member of the Board Audit Committee<br />
P.M.N., P.J.N., S.P.M.S., S.I.M.P., D.G.S.M., D.H.M.S., D.S.D.K., J.S.M., K.M.N.<br />
B.A. (Hons.), University of Malaya<br />
Y. Bhg. Tan Sri Abdul Halim Ali, aged 67, a Malaysian, was appointed Director of the Company on May<br />
22, 2001. Upon graduation from University of Malaya, he joined the Ministry of Foreign Affairs in 1966.<br />
After several domestic and foreign postings, he was appointed the Malaysian Deputy Permanent<br />
Representative to the United Nations in 1979. He was appointed Ambassador to Vietnam in 1982 and<br />
returned to Malaysia in 1985 to be Deputy Secretary General in the Ministry of Foreign Affairs before<br />
being appointed Ambassador to Austria. In 1991, he again returned to Malaysia to be Deputy Secretary<br />
General I in the Ministry of Foreign Affairs and in 1996 he was promoted to Secretary General. In July<br />
1998, he was appointed Chief Secretary to the Government, the highest ranking civil service post in the<br />
country and was responsible for overseeing and coordinating the policies of the government and their<br />
implementation. He retired as Chief Secretary to the Government in March 2001. He currently is the<br />
Chairman of the Multimedia Development Corporation and Malaysia Building Society Berhad and he is<br />
also a Director of Malakoff Corporation Berhad and IJM Corporation Berhad.<br />
Y. Bhg. Dato' Zainal Abidin Putih<br />
Independent / Non-Executive Director and Chairman of the Board Audit Committee<br />
D.S.N.S., J.P., FCA (ICAEW), CA (M), CPA (M)<br />
Y. Bhg. Dato' Zainal Abidin Putih, aged 65, a Malaysian, was appointed Director of the Company on<br />
March 6, 2003. Upon qualifying from the Institute of Chartered Accountants in England and Wales, he<br />
joined the firm of Hanafiah Raslan & Mohamad, which merged with Ernst & Young in July 2002. He has<br />
extensive experience in audit having worked as a practicing accountant throughout his career<br />
covering many principal industries including banks, insurance, energy, transport, manufacturing,<br />
government agencies, plantations, properties, hotels, investment companies and unit trusts. He also<br />
has a good working knowledge of taxation matters and management consultancy, especially in the<br />
areas of acquisitions, takeovers, amalgamations, restructuring and public listing of companies. He plays<br />
an active role in the community and the corporate world being a Past President of the Malaysian Institute<br />
of Certified Public Accountants. He was also a member of the Malaysian Communication & Multimedia<br />
Commission, a body set up by the Malaysian government to oversee the orderly development of the<br />
multimedia and telecommunication industry in Malaysia. He was the Chairman of Pengurusan<br />
Danaharta Nasional Berhad as well as the Malaysian Accounting Standards Board (MASB). He is<br />
currently the Chairman of Dutch Lady Milk Industries Berhad and Land & General Berhad. He is also<br />
a Director of Tenaga Nasional Berhad and a Director of CIMB Group Holdings Berhad, including its<br />
subsidiaries CIMB Bank Berhad and CIMB Investment Bank Berhad. He is also Chairman of CIMB<br />
Group's subsidiary Southeast Asia Special Asset Management Berhad. He also acts as a Trustee of<br />
the National Heart Institute Foundation.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong><br />
13
ESSO MALAYSIA BERHAD<br />
Corporate Citizenship - Highlights<br />
EMB emerged as a double winner at the STARBiz-ICR<br />
Malaysia Corporate Responsibility Award <strong>2010</strong> in the<br />
‘Workplace’ and ‘Community’ categories. It was one of 21<br />
finalists selected from a shortlist of companies listed on<br />
Bursa Malaysia and was the only company among the<br />
finalists with market capitalisation below RM1 billion to win in<br />
two categories.<br />
orporate citizenship has long been an integral part of our approach as we conduct our business of<br />
providing efficient, affordable and environmentally responsible energy to Malaysia. Being a good<br />
corporate citizen is embedded in every facet of our operations; from ensuring the highest<br />
standards in safety and health, to protecting the environment, operating with the highest business<br />
integrity and contributing to the communities where we work. This section describes the corporate<br />
citizenship efforts and accomplishments of EMB and the other subsidiaries of ExxonMobil in Malaysia.<br />
Upholding Standards In Corporate Governance and Business Integrity<br />
Our efforts to be a good corporate citizen are demonstrated on many fronts, but none is more fundamental than setting<br />
and meeting the highest ethical standards for the way we do business. We support transparency, oppose corruption and<br />
are committed to honest and ethical behaviour wherever we operate.<br />
• Our philosophy on business ethics is enshrined in our Standards of Business Conduct which serves as a guide<br />
toward the highest standards of integrity in all our dealings and every aspect of our operations. These are further<br />
strengthened by each employee’s annual affirmation of their familiarity with the policies and on-going reviews to<br />
assess compliance and identify areas for improvement.<br />
• Our Operations Integrity Management System provides a disciplined framework for controlling and managing<br />
safety, health, security and environmental risks at all our facilities. It is designed to help minimise operational<br />
incidents and meets the requirements of the International Organisation for Standardisation’s standard for<br />
environmental management systems (ISO 14001).<br />
• In <strong>2010</strong>, we conducted refresher training for employees on our business practices to ensure they fully understand<br />
company expectations. Controls clinics were organised to encourage dialogue on the application of guidelines and<br />
policies. We also conducted training for employees who interact with government officials or may do so in the future<br />
to ensure they understand expectations of ethical and honest dealings with governments and obligations to comply<br />
with competition laws and anti-trust legislation of the United States.<br />
14<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
Safety Excellence - The Number One Priority<br />
We are committed to maintaining the highest standards of safety and security in our day-to-day operations in order to<br />
protect the welfare of our employees, contractors, customers and the public.<br />
Our goal is Hurt-Free, Every Site, Every Day. We enforce strict compliance with safety procedures and management<br />
systems to achieve this vision. While these systems provide a valuable framework for achieving safety excellence,<br />
active employee involvement is crucial to maintaining this performance. Safety programmes such as U-See U-Act, Job<br />
Safety Analysis and a Loss Prevention System reinforce the message of personal accountability towards mitigating risks<br />
in our operations. These programmes are extended to our contractors and third-party workers to ensure a common<br />
approach to safety.<br />
• Port Dickson Refinery continued its outstanding safety performance, achieving eight years Lost Time Incident (LTI)<br />
free as at April <strong>2010</strong> and six years Total Recordable Incident (TRI) free as at September <strong>2010</strong>. The Refinery was<br />
awarded the ExxonMobil Refining & Supply Safety Excellence Award (Platinum) for the former and ExxonMobil<br />
Refining & Supply “Nobody Gets Hurt” Special Recognition Award for the latter. The Refinery also received a Gold<br />
Merit Award from the Malaysian Society for Occupational Safety & Health (MSOSH) for its <strong>2010</strong> occupational safety<br />
and health performance.<br />
• Our Distribution terminals achieved flawless operations throughout <strong>2010</strong>, recording zero LTI. Our terminals<br />
business also logged 13.8 years straight without LTI, representing 16.78 million hours worked without incident. Port<br />
Dickson and Bagan Luar Terminals obtained Gold Awards from MSOSH for their exemplary safety performance<br />
during the previous 12 months.<br />
• EMB’s construction services provider, which services ExxonMobil’s Asia Pacific retail business, celebrated eight<br />
years and five million manhours without LTI. In addition, EMB together with ExxonMobil’s retail businesses in the<br />
Asia Pacific region, received the ExxonMobil Fuels Marketing President’s Safety Award, which recognised them for<br />
exceptional overall security, safety, health and environmental performance as well as continuous improvement over<br />
time. For a number of years, ExxonMobil’s Asia Pacific retail sales group has consistently achieved the lowest total<br />
recordable incident rate for a retail business. Showing relentless attention to SSH&E, the team posted best-in-class<br />
employee and contractor recordable rates, a nearly 70% improvement in employee incident rates since 2008, and<br />
zero environmental incidents in the past two years.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 15
ESSO MALAYSIA BERHAD<br />
Environmental Performance - Protect Tomorrow. Today.<br />
Protect Tomorrow<br />
Today<br />
We are committed to operating our business in an environmentally responsible manner that<br />
balances the environmental and economic needs of the communities in which we operate.<br />
In addition to strict compliance with applicable environmental legislation and regulations,<br />
we continuously seek ways to understand and mitigate the impact of our business on the<br />
environment. As part of our Protect Tomorrow. Today. initiative, we take active measures at<br />
all our facilities to reduce emissions, improve energy efficiency, prevent environmental<br />
incidents and minimise our environmental footprint.<br />
Port Dickson Refinery achieved exemplary performance in flare reduction with 55<br />
percent improvement compared to 2009. The site also sustained zero reportable spills<br />
in <strong>2010</strong> for the second year running.<br />
<br />
<br />
Port Dickson Refinery is also a pace setter in energy conservation through its energy<br />
efficiency measures, resulting in some RM5 million in cost savings. The Refinery ranks<br />
in second place among all ExxonMobil refineries throughout Asia Pacific for energy<br />
efficiency.<br />
All our distribution terminal storage tanks for gasoline products are equipped with an<br />
internal floating roof to reduce the release of Volatile Organic Compounds (VOCs) into<br />
the atmosphere. At the same time, we operate a robust Preventive Maintenance<br />
Programme for all storage tanks and pipelines to ensure their integrity is maintained, all<br />
with the goal of zero leaks or spills to the environment.<br />
Product Safety & Stewardship<br />
We are dedicated to minimising the risks and impacts associated with the manufacture and<br />
use of our products, from development through to their end use and ultimate disposal. We<br />
have processes in place to ensure the quality and high standards of our products. We<br />
ensure our products are safely delivered to our customers in all sectors and conduct regular<br />
safety checks of all our equipment. We provide up-to-date product specifications and safe<br />
handling procedures of the products we sell.<br />
Our service station dealers are trained in preventive and responsive safety and<br />
environmental procedures to ensure safety at all our sites and to minimise the impact of any<br />
security or environmental incident that may occur.<br />
Supporting Sustainability<br />
We are committed to supporting our customers’ sustainability efforts by developing<br />
innovative, high-performance products and services that deliver both business and<br />
sustainability related benefits.<br />
<br />
In <strong>2010</strong>, our Lubricants & Specialties business ran a communications campaign with its<br />
distributors to highlight the measures we are taking on sustainability in our business.<br />
Specific initiatives include:<br />
<br />
<br />
<br />
<br />
<br />
<br />
A focus on helping to extend equipment life, and increase efficiencies and<br />
productivity in order to benefit equipment manufacturers and users alike.<br />
Working with engine manufacturers to boost fuel economy and lower emissions.<br />
This also enables marine/truck fleet operators to reduce oil consumption and thus<br />
resulting in cost savings. Our formulations are also designed with increased fuel<br />
economy as a primary goal.<br />
Extending the performance and protection of vehicle engines by developing longer<br />
lasting lubricants. Our longer lasting synthetic motor oils also cut down on used oil<br />
volumes.<br />
Reducing the use of materials through package design enhancements.<br />
Using fully recyclable road bitumen to conserve building materials.<br />
Reducing marine fleet oil consumption with a feed rate optimisation programme.<br />
16<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
A Healthy Workplace, A Healthy Business<br />
We know that the success of our business lies fundamentally in the personal well-being and<br />
professional growth of our employees. During the year, we ran a number of occupational<br />
health programmes and initiatives to reduce the risk of occupational injury or illness and to<br />
raise awareness of the importance of health among employees, contractors and others<br />
involved in our operations.<br />
The Ergo Lead / Ergo Contact Network continued its stewardship of the Office Ergonomics<br />
programme with regular assessment and reviews to ensure that potential injury and<br />
illness among employees related to ergonomic factors were minimised. An Ergo<br />
Resource Centre was also opened during the year to help employees learn more about<br />
preventing illness and injury in the workplace and at home. A Health Week was<br />
organised for employees featuring a series of talks on health topics with<br />
demonstrations and presentations on maintaining a healthy lifestyle.<br />
Nurturing Talent - We recognised the importance of attracting and retaining top performers<br />
from the broadest possible talent pool to meet our business requirements. We put in place<br />
fair and responsive succession plans and opportunities for advancement, keeping pace<br />
with our employees’ progress and achievements in order to identify areas in which they can<br />
contribute and grow. We encourage a healthy work-life balance, and instill respect for this<br />
philosophy among our employees and management.<br />
Equal Treatment - Employees are treated equally regardless of race, religion, gender,<br />
sexual orientation or impairment due to health conditions. We adopt policies that<br />
encourage diversity in the work place and practice zero tolerance of all forms of harassment<br />
in the workplace.<br />
Developing Potential - We strive to provide our employees with the best career<br />
opportunities in our industry, including assignments abroad to help foster individual growth<br />
and achievement. During <strong>2010</strong>, a number of EMB employees were among the 100<br />
Malaysians on international assignments within ExxonMobil.<br />
Active In The Community<br />
ExxonMobil has a long tradition of community involvement via employee volunteerism and<br />
financial contributions. We work with government and non-government bodies and<br />
community leaders to identify areas of need and make positive contributions through<br />
projects that bring sustainable, long-term benefits in the areas of human capital<br />
development, health and safety, energy literacy and corporate governance.<br />
In <strong>2010</strong>, about RM1.3 million was contributed by EMB and other ExxonMobil subsidiaries to<br />
some 35 organisations to support a number of human capital development, environment,<br />
safety and health projects. Some of our contributions include:<br />
ExxonMobil Education & Scholarship Fund for deserving students in Negeri<br />
<br />
Sembilan.<br />
Sports award to recognise outstanding young athletes under the Majlis Sukan<br />
Sekolah-Sekolah Negeri Sembilan (MSSNS) programme.<br />
In addition to financial contributions, EMB employees are very much involved in community<br />
service. Our employees have once again been the driving force behind the success of our<br />
various employee volunteer programmes during the year which aim to make a difference in<br />
the lives of the underprivileged.<br />
ExxonMobil Community Projects Programme: In <strong>2010</strong>, EMB employees were part<br />
of about 650 employees and family members who carried out a total of 14<br />
community projects at various locations. These included arranging a shopping<br />
expedition for children from a local orphanage to help them prepare for the new<br />
school year; and working with children from poor urban communities to help<br />
generate an understanding of what makes strong families and to build their self<br />
worth. At Rumah Alam Darul Aminan Orphanage in Senawang, Port Dickson<br />
Refinery employees and their families carried out a project to upgrade the<br />
orphanage buildings and gardens and organised a day of activities with the<br />
resident children. In total, RM220,000 was spent for the year’s programme.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 17
CORPORATE GOVERNANCE<br />
The Board of Directors of Esso Malaysia Berhad is committed to ensuring that the highest standards of corporate<br />
governance are practised throughout the Company. The Board views this as a fundamental part of its responsibilities to<br />
protect and enhance shareholder value. Accordingly, the Board fully supports the principles laid out in the Malaysian<br />
Code on Corporate Governance.<br />
Exxon Mobil Corporation, as the Company's ultimate holding company, has developed a series of policies and<br />
management systems that are designed to create and support a strong system of corporate governance. The policies<br />
and management systems have been adopted by the Board and are communicated to the Company's employees,<br />
contractors and vendors, so that each has a clear understanding of the Company's expectations.<br />
The policies, which are set out in a Standards of Business Conduct booklet, and the management systems are strictly<br />
enforced. The Foundation Policies include Business Ethics, Conflicts of Interest, Antitrust, Alcohol and Drug Use, Gifts<br />
and Entertainment, Harassment in the Workplace and Outside Directorships. The management systems are designed to<br />
achieve high standards of performance in the areas of safety, operations integrity, internal control and legal and<br />
environmental compliance.<br />
The Board and the Board Audit Committee ensure that the policies and the management systems are fully implemented<br />
and consistently enforced. They are supported by an internal Management Committee and an Audit and Controls<br />
Committee, both led by the Chairman.<br />
The Board<br />
The Board leads and controls the Company. The Board meets at least four times a year, with additional matters resolved<br />
by way of Circular Resolutions as and when necessary. Each Non-Executive Director is independent and brings<br />
invaluable judgment to bear on issues of strategy, performance, resource allocation, risk management and standards of<br />
conduct.<br />
For the year ended December 31, <strong>2010</strong>, four Board and four Board Audit Committee meetings were held. Details of the<br />
Directors' attendance at these meetings are summarised below:<br />
Directors Number of Board Number of Board Audit<br />
Meetings<br />
Committee Meetings<br />
Held Attended Held Attended<br />
Mr. Hugh W. Thompson 4 4 Non-member Non-member<br />
Y. Bhg. Tan Sri Dato' Dr. Syed Jalaludin Syed Salim 4 4 4 4<br />
Y. Bhg. Tan Sri Abdul Halim Ali 4 4 4 4<br />
Y. Bhg. Dato' Zainal Abidin Putih 4 4 4 4<br />
Puan Fatimah Merican 4 4 Non-member Non-member<br />
Encik Abu Bakar Siddik Che Embi 4 3 Non-member Non-member<br />
Puan Faridah Ali 4 4 Non-member Non-member<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 19
ESSO MALAYSIA BERHAD<br />
CORPORATE GOVERNANCE (Continued)<br />
Board Membership<br />
The Board had 7 members as at the end of <strong>2010</strong>, with 3 Independent Non-Executive Directors and 4 Executive Directors<br />
(including the Chairman). Together, the Directors form the mind and management of the Company.<br />
The functional organisation of the Company provides a system and structure of checks and balances in the decision<br />
making process. There is a clear division of responsibilities between the Chairman and each of the other Executive<br />
Directors.<br />
Balance in the Board is achieved and maintained with the composition of both Executive and Independent Non-Executive<br />
Directors. In recognition that the Independent Non-Executive Directors have a primary role in providing unbiased and<br />
independent views, the Company has selectively appointed highly qualified individuals of integrity and character, with<br />
broad experience and proven business and management expertise.<br />
Y. Bhg. Tan Sri Dato' Dr. Syed Jalaludin Syed Salim is the longest serving Independent Non-Executive Director of the<br />
Company. Shareholders are at liberty to approach Y. Bhg. Tan Sri Dato' Dr. Syed Jalaludin Syed Salim, or any of the other<br />
Independent Non-Executive Directors, should there be any concerns relating to the Company and its Management.<br />
Supply of Information<br />
Information regarding the Company's business and affairs is normally provided to the Board by the Company's<br />
management and staff and by the Company's independent auditors. Towards meeting this objective, Board meetings are<br />
structured with a pre-determined agenda. Board papers covering the Company's operational and financial performance,<br />
strategic plans on any significant matters and developments, together with the minutes of the previous Board and Board<br />
Audit Committee meetings, are circulated to the Directors (or Members of the Board Audit Committee, as the case may be)<br />
in advance of each meeting. This allows the Directors time to deliberate on the issues to be raised and discussed at each<br />
meeting. The Board, in addition to having full access to the advice and services of the Company Secretary, has the<br />
authority to retain such outside advisors, including accountants, legal counsels, and other experts, as it deems<br />
appropriate. The fees and expenses of any such advisors will be paid by the Company.<br />
Appointment and Re-election of Directors<br />
In accordance with the Company's Articles of Association, the Board can appoint any person to be a Director as and when it<br />
is deemed necessary. However, consistent with the best practices of the Malaysian Code on Corporate Governance, the<br />
Nominating Committee makes recommendations to the Board prior to such appointments. Any person so appointed shall<br />
hold office until the next <strong>Annual</strong> General Meeting at which time the candidate will be subject to election by the<br />
shareholders. An election of Directors takes place every year, with each Director retiring from office at least once every<br />
three years. Directors retiring by rotation are eligible for re-election by the shareholders at the <strong>Annual</strong> General Meeting.<br />
Remuneration Committee<br />
The Remuneration Committee is responsible for the recommendation of the remuneration of the Executive and the<br />
Independent Non-Executive Directors, for the Board's consideration and decision.<br />
The current members of the Remuneration Committee are as follows:<br />
1. Mr. Hugh W. Thompson (Executive Director) - Chairman<br />
Puan Fatimah Merican (Executive Director) - Alternate Chairman<br />
2. Y. Bhg. Tan Sri Dato' Dr. Syed Jalaludin Syed Salim (Independent Non-Executive Director)<br />
3. Y. Bhg. Dato' Zainal Abidin Putih (Independent Non-Executive Director)<br />
Directors' Remuneration<br />
The remuneration received by the Independent Non-Executive Directors in <strong>2010</strong> was recommended by the Board as a<br />
whole (with the Independent Non-Executive Directors abstaining from participation in the discussions and voting on the<br />
matter) and approved by the shareholders at the <strong>Annual</strong> General Meeting on May 25, <strong>2010</strong>.<br />
With the recommendation of the Remuneration Committee, the Board has adopted Exxon Mobil Corporation's<br />
compensation system to set the remuneration of Executive Directors. The compensation system took into account the<br />
performance of each Executive Director and the competitive environment in which the Company operates. The Executive<br />
Directors took no part in deciding their own remuneration.<br />
20<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
CORPORATE GOVERNANCE (Continued)<br />
An analysis of the aggregate Directors' remuneration incurred by the Company for the year ended December 31, <strong>2010</strong> as<br />
prescribed under Appendix 9C Part A Item 11(a) of the Main Market Listing Requirements of the Bursa Malaysia Securities<br />
Berhad (BMSB) is set out below :<br />
FEES VALUE OF REMUNERATION<br />
TOTAL<br />
(RM) AND OTHERS (RM)<br />
(RM)<br />
EXECUTIVE DIRECTORS - 1,359,779 1,359,779<br />
INDEPENDENT NON-EXECUTIVE 126,000 33,000 159,000<br />
DIRECTORS<br />
An analysis of the number of Directors whose remuneration, incurred by the Company, falls in successive bands of<br />
RM50,000 as prescribed under Appendix 9C Part A Item 11(b) of the Main Market Listing Requirements of the BMSB is set<br />
out below:<br />
Remuneration (RM) Number of Executive Number of Non-Executive<br />
Directors<br />
Directors<br />
Less than 50,000<br />
50,001 - 100,000 3<br />
100,001 - 150,000 1<br />
150,001 - 200,000<br />
200,001 - 250,000 1<br />
250,001- 300,000<br />
300,001 - 350,000 1<br />
350,001 - 400,000<br />
400,001 - 450,000<br />
450,000 - 500,000<br />
500,001 - 550,000<br />
550,001 - 600,000<br />
600,001 - 650,000<br />
650,001 - 700,000 1<br />
The Company has opted not to disclose each Director's remuneration as the Board considers the information to be<br />
sensitive and proprietary.<br />
Nominating Committee<br />
The Nominating Committee is responsible for the recommendation of candidates for Independent Non-Executive<br />
Directors and Executive Directors and the recommendation of Directors for Committees, for the Board's consideration and<br />
decision.<br />
The Nominating Committee is also responsible for the assessment of the effectiveness of individual Directors, Board<br />
Committees and the overall Board on an ongoing basis. These assessments, based on a combination of qualitative and<br />
quantitative factors, were carried out by the Nominating Committee in <strong>2010</strong>. The findings and results of these<br />
assessments by the Nominating Committee were reported to the Board.<br />
The current members of the Nominating Committee are as follows:<br />
1. Mr. Hugh W. Thompson (Executive Director) - Chairman<br />
Puan Fatimah Merican (Executive Director) - Alternate Chairman<br />
2. Y. Bhg. Tan Sri Dato' Dr. Syed Jalaludin Syed Salim (Independent Non-Executive Director)<br />
3. Y. Bhg. Tan Sri Abdul Halim Ali (Independent Non-Executive Director)<br />
The Board when setting up the Nominating Committee in 2003 formed the view, which it still holds today, that the Chairman<br />
of the Company, being an Executive Director, should be a member and Chairman of the Nominating Committee. While the<br />
composition of the Nominating Committee departs from the Best Practices as outlined in the Malaysian Code on Corporate<br />
Governance, compliance with which is not compulsory, the Board is of the view that the inclusion of the Chairman of the<br />
Company provides the Nominating Committee with invaluable perspective on the business and operational needs of the<br />
Company. Such input is needed in the selection and recommendation of suitable candidates for appointment by the Board,<br />
as well as in assessing the performance of the Board, Directors and Committees.<br />
Apart from the Chairman, the Nominating Committee members are all Independent Non-Executive Directors.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 21
Directors' Training<br />
The Board places great emphasis on continuous education for Directors. In this regard, the status of each Director's<br />
continuous education was regularly monitored and reviewed by the Board. The Board had in 2006, adopted the 'Principles<br />
for Training of Directors of the Company' that sets out the philosophies on and the types and modes of training, that the<br />
Directors will undertake in each year, to help them serve the Board more effectively. These same Principles were applied<br />
by the Board in determining the relevant training for Directors of the Company in <strong>2010</strong>.<br />
All Directors on the Board had received or undergone relevant training in <strong>2010</strong>. Further details of the training programmes<br />
attended by the Directors in <strong>2010</strong> are as set out in pages 24 to 26.<br />
The Company reimburses Directors for costs incurred in attending continuous education programmes.<br />
The Directors are also briefed at quarterly Board meetings on any significant changes in laws and regulations that are<br />
relevant to the Company's operations.<br />
Dialogue between the Company and Investors<br />
The Board values and encourages dialogue with the shareholders to establish better understanding of the Company's<br />
objectives and performance. The <strong>Annual</strong> General Meeting provides an appropriate forum for the shareholders to dialogue<br />
with the Board. Additionally, queries from investors and potential investors are dealt with by our Investor Relations. The<br />
Company also has its own website with contact details of a dedicated officer for such purpose. The Company holds open<br />
discussions with investors and analysts upon request. In this regard, the Company disseminates information in strict<br />
adherence to the disclosure requirements of the Main Market Listing Requirements of the BMSB. Material information<br />
relating to the Company is disclosed to the public by way of announcements to the BMSB, as required by the Main Market<br />
Listing Requirements of the BMSB.<br />
<strong>Annual</strong> General Meeting<br />
At the <strong>Annual</strong> General Meeting, the Chairman of the Board reviews the progress and performance of the Company with<br />
the shareholders. A question and answer session is also conducted to allow shareholders the opportunity to question<br />
Management on the Company's business and the proposed resolutions. The Chairman, the Board members and the<br />
external auditors are available at the <strong>Annual</strong> General Meeting to respond to questions.<br />
Accountability and Audit<br />
In announcing the quarterly, semi-annual and annual financial statements to the shareholders and the public, the Board<br />
endeavours to present a balanced and understandable assessment of the Company's financial position and prospects.<br />
The Board Audit Committee assists the Board by ensuring the accuracy and adequacy of the information announced.<br />
Internal Control<br />
ESSO MALAYSIA BERHAD<br />
CORPORATE GOVERNANCE (Continued)<br />
The Directors are responsible for the Company's system of internal controls. The system applies to all financial and<br />
operating activities with the objective of safeguarding the shareholders' investment and the Company's assets. The<br />
internal control system has clear management support, including the involvement of the Board, and is designed to meet<br />
the risks to which the Company is exposed. The Board is satisfied with the design of the control system and believes that<br />
there is compliance with all of the requirements.<br />
Key elements of the Company's internal control system include:<br />
1. a comprehensive and clearly documented System of Management Control Standards Manual that establishes the<br />
core requirements for good controls within the Company. The Manual not only identifies the principal risks faced by<br />
the Company, but also prescribes the appropriate systems to manage these risks. The Manual also specifies the<br />
overall control framework, the required control checks and the required checks on the system's effectiveness,<br />
2. a clearly defined organisational structure with clear lines of accountability and delegation of authority for each level,<br />
3. annual reviews of the control system, including internal and external audits. The results are reviewed with various<br />
levels of management and any major concerns are raised to senior management and the Board Audit Committee,<br />
22<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
CORPORATE GOVERNANCE (Continued)<br />
Internal Control (Continued)<br />
4. key policies covering, among others, Business Ethics, Conflicts of Interest, Antitrust, Alcohol and Drug Use, Gifts<br />
and Entertainment, Harassment in the Workplace and Outside Directorships. They include requirements to comply<br />
with all applicable laws and regulations. These policies are communicated to and acknowledged by employees on<br />
an annual basis,<br />
5. a Controls Integrity Management System to assess and sustain the effectiveness of the organisation's system of<br />
controls; and<br />
6. a yearly representation of compliance to the internal control system and key policies by the managers of each<br />
business unit in the Company. Managers are required to document any outstanding control concerns and the<br />
planned corrective action steps.<br />
It should be noted that systems of internal controls and risk management are designed to manage rather than eliminate<br />
the risk of failure to achieve business objectives, and any system can only provide reasonable and not absolute<br />
assurance against material misstatement or loss.<br />
Statement of Directors' Responsibility for Preparing the Financial Statements<br />
The Directors are required by the Companies Act, 1965 and the Main Market Listing Requirements of the BMSB to<br />
confirm that the financial statements for each financial year have been made out in accordance with the applicable<br />
approved accounting standards and that they give a true and fair view of the results of the business and state of affairs of<br />
the Company for the financial year.<br />
The Directors have carried out their responsibilities by:<br />
selecting suitable accounting policies and applying them consistently;<br />
making judgments and estimates that are reasonable and prudent;<br />
ensuring that all applicable accounting standards have been adhered to; and<br />
basing the financial statements on a going-concern basis, as the Directors have a reasonable expectation, after<br />
having made due enquiries, that the Company has adequate resources to continue in operational existence for the<br />
foreseeable future.<br />
The Directors are responsible for ensuring that the Company keeps accounting records which disclose with reasonable<br />
accuracy, the financial position of the Company, enabling the Directors to ensure that the financial statements comply<br />
with the Companies Act, 1965 and to safeguard the assets of the Company.<br />
Relationship with Auditors<br />
The Board has established a formal and transparent relationship with the auditors of the Company. The role of the Board<br />
Audit Committee in relation to the internal and external auditors is described on pages 27 and 28.<br />
Material Contracts<br />
The Company is not and was not a party to any material contracts involving the Directors' interests during the year.<br />
Further the Company is not and was not a party to any material contracts that are not in its ordinary course of business<br />
involving its major shareholders' interests during the year.<br />
Non-Audit Fees<br />
No non-audit fees were paid or are payable to the external auditors, PricewaterhouseCoopers, by the Company for the<br />
financial year ended December 31, <strong>2010</strong>.<br />
Other Information<br />
i) Family Relationship<br />
None of the Directors have any family relationship with any other Director and/or major shareholder(s) of the<br />
Company.<br />
ii)<br />
Conflicts of Interest<br />
None of the Directors have any conflicts of interest with the Company.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 23
ESSO MALAYSIA BERHAD<br />
CORPORATE GOVERNANCE (Continued)<br />
Other Information(Continued)<br />
iii)<br />
Conviction for offences (excluding traffic offences)<br />
None of the Directors have been convicted for any offences within the past 10 years.<br />
iv) Sanctions and/or penalties<br />
No sanction or penalty has been imposed on the Company, or the Directors or the Management, by<br />
the relevant regulatory bodies.<br />
This Statement is made in accordance with the Board of Directors' resolution dated February 25, 2011.<br />
Training Attended by Directors in <strong>2010</strong><br />
Directors / Training Date in <strong>2010</strong> Organiser<br />
Hugh W. Thompson<br />
Upstream Working Group Feb 22 PETRONAS<br />
Offsite Strategy Planning Mar 2 ExxonMobil<br />
Operations - ALT Effectiveness Workshop Mar 16 ExxonMobil<br />
ESG Drill Apr 1 ExxonMobil<br />
Production Leadership Team Conference Apr 12-15 ExxonMobil -<br />
Houston, USA<br />
<strong>Annual</strong> Safety Forum Apr 19 ExxonMobil<br />
Data Privacy Laws May 20 ExxonMobil<br />
Offsite Strategy Meeting May 26 ExxonMobil<br />
- PUL Alignment Workshop<br />
Asia Oil & Gas Conference Jun 7-8 PETRONAS<br />
- Panel Chairman “ The Roundtable Carbon Agenda”<br />
Upstream Working Group Jun 21 PETRONAS<br />
Visiting Senior Executive Programme Jun 30 Thunderbirds<br />
Offsite External Engagement Strategy Conference - 1 Jul 6 ExxonMobil<br />
Advanced ESG Training Jul 19-21 ExxonMobil<br />
Offsite External Engagement Strategy Conference - 2 Jul 28 ExxonMobil<br />
Upstream Oil & Gas Business in Malaysia Aug 27 ExxonMobil<br />
Upstream Working Group Oct 4 PETRONAS<br />
Economic Transformation Programme Roadmap Oct 24 Govt of Malaysia<br />
Leadership Offsite - Safety Nov 25 ExxonMobil<br />
Tan Sri Dato' Dr. Syed Jalaludin Syed Salim<br />
Data Privacy Laws May 20 ExxonMobil<br />
Banking Insight Programme - Prof. Nabil Jun 8-9 Bank Negara Malaysia<br />
Upstream Oil & Gas Business in Malaysia Aug 27 ExxonMobil<br />
24<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
CORPORATE GOVERNANCE (Continued)<br />
Training Attended by Directors in <strong>2010</strong> (Continued)<br />
Directors / Training Date in <strong>2010</strong> Organiser<br />
Tan Sri Abdul Halim Ali<br />
Enhancing Protection for Directors and Officers Jan 26 IJM Corporation Bhd<br />
in an Escalating Risk Environment<br />
Financial Instruments Seminar Mar 16-17 Malaysia Building<br />
- FRS 101, 139, 132, 7 and IFRIC 15 Society Berhad<br />
Data Privacy Laws May 20 ExxonMobil<br />
Corporate Governance Seminar Mar 25 MSWG<br />
Leaders building Leaders Jul 13 Ministry of Higher Education<br />
Seminar of Competition Bill <strong>2010</strong> Aug 5 Rahmat Lim & Partners<br />
A Contrarian View of Corporate Governance by John Zinkin Sep 30 IJM Corporation Bhd<br />
Upstream Oil & Gas Business in Malaysia Aug 27 ExxonMobil<br />
Dato' Zainal Abidin Putih<br />
Talk on Managing Risks in Mortgage Financing Jan 13 Bank Negara Malaysia<br />
& Cagamas Berhad<br />
Forum on “The Challenges of Implementing FRS 139” Jan 21 Bursa Malaysia<br />
Building Organisational Capability for Strategic May 4 Bank Negara Malaysia<br />
Transformation - Prof. Dave Ulrich<br />
Data Privacy Laws May 20 ExxonMobil<br />
Building Audit Committees for Tomorrow May 20-21 Bank Negara Malaysia<br />
- David Brown (Brown Governance)<br />
Banking Insight Programme - Prof. Nabil Jun 8-9 Bank Negara Malaysia<br />
Advance Risk Management Programme - David Bobker Jun 21-22 Bank Negara Malaysia<br />
Capitalize Investment Opportunity Aug 2-5 IBC Asia - Singapore<br />
- Nuclear Energy Sector in Asia<br />
Khazanah Megatrend Forum <strong>2010</strong> Oct 4-5 Khazanah Nasional<br />
Upstream Oil & Gas Business in Malaysia Aug 27 ExxonMobil<br />
BNM Financial Industry Conference <strong>2010</strong> Nov 3 Bank Negara Malaysia<br />
<strong>Annual</strong> Management Dialogue Nov 26-27 CIMB<br />
Faridah Ali<br />
Data Privacy Laws May 20 ExxonMobil<br />
Work-Life Balance Seminar Jul 8 ExxonMobil<br />
Antitrust Briefing Jul 23 ExxonMobil<br />
Upstream Oil & Gas Business in Malaysia Aug 27 ExxonMobil<br />
Professional Development - Supervisors’ Training Sep 22-23 ExxonMobil<br />
Defensive Driving Oct 6 ExxonMobil/SAMP<br />
Retail Investments Basis Seminar Oct 14 ExxonMobil<br />
Project Management Workshop Oct 20-21 ExxonMobil<br />
Business Practices Review Oct 29 ExxonMobil<br />
DOSS NTI Workshop Dec 2 ExxonMobil<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 25
ESSO MALAYSIA BERHAD<br />
CORPORATE GOVERNANCE (Continued)<br />
Training Attended by Directors in <strong>2010</strong> (Continued)<br />
Directors / Training Date in <strong>2010</strong> Organiser<br />
Fatimah Merican<br />
SH+E Leadership Workshop by John Gelland Feb 4 ExxonMobil<br />
Speakers Coalition Media Training by Ray Thompson Mar 18 ExxonMobil<br />
ESG Drill Apr 1 ExxonMobil<br />
NIEW Gender Series: Women and New Economic Model Apr 9 Ministry of Women,<br />
Family and Community<br />
Development<br />
Data Privacy Laws May 20 ExxonMobil<br />
Offsite Strategy Meeting May 26 ExxonMobil<br />
- PUL Alignment Workshop<br />
Asia Oil & Gas Conference Jun 7-8 PETRONAS<br />
Offsite External Engagement Strategy Conference - 1 Jul 6 ExxonMobil<br />
Offsite External Engagement Strategy Conference - 2 Jul 28 ExxonMobil<br />
Upstream Oil & Gas Business in Malaysia Aug 27 ExxonMobil<br />
First Ladies Summit <strong>2010</strong> Oct 1 Govt of Malaysia<br />
US Security Briefing Oct 14 US Embassy<br />
Energy Outlook Nov 22 David S Reed<br />
& ExxonMobil<br />
Leadership Offsite - Safety Nov 25 ExxonMobil<br />
Abu Bakar Siddik Che Embi<br />
Data Privacy Laws May 20 ExxonMobil<br />
Upstream Oil & Gas Business in Malaysia Aug 27 ExxonMobil<br />
26<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
Meetings and Minutes (Continued)<br />
The Secretary to the Committee shall be appointed by the Committee. The Secretary shall be responsible for the timely<br />
issuance of meeting notices together with meeting agenda and any supporting documents in advance of such meeting, for<br />
recording, keeping and distributing the minutes of meetings and any other duties ordinarily discharged by a secretary of<br />
such Committee.<br />
Authority<br />
The Committee is authorised by the Board:<br />
<br />
<br />
<br />
<br />
<br />
ESSO MALAYSIA BERHAD<br />
Board Audit Committee <strong>Report</strong> (Continued)<br />
to investigate any matter within its terms of reference;<br />
to have the resources which are required to perform its duties;<br />
to have full and unrestricted access to any information pertaining to the Company;<br />
to have unrestricted access to and communication with the external auditors of the Company and internal auditors;<br />
to obtain external legal or other independent professional advice as necessary; and<br />
to convene meetings with the external auditors of the Company, without the attendance of the executive members of<br />
the Committee, whenever deemed necessary.<br />
Duties<br />
The Committee is charged with the following duties:<br />
to review with the external auditors of the Company and internal auditors, the audit plan of the Company, the<br />
respective auditors' evaluation of the Company's system of internal accounting controls and the audit report, the<br />
external auditors' management letter and management's response to such letter, and report the same to the Board;<br />
to review and report to the Board the assistance given by the Company's employees to the external auditors of the<br />
Company and internal auditors;<br />
to review and report to the Board the adequacy of the scope, functions, competency and resources of the internal<br />
<br />
audit function and that it has the necessary authority to carry out its work;<br />
to review and report to the Board the internal audit programme, processes, the results of the internal audit<br />
programme, processes, or investigation undertaken, and whether or not appropriate action has been taken on the<br />
recommendations of the internal audit;<br />
to review and report to the Board the quarterly results and year end financial statements, including the balance sheet<br />
and profit and loss statement, prior to submission of the statements to the Board for approval, focusing particularly on:<br />
- changes in existing accounting policies or implementation of new accounting policies;<br />
- significant and unusual events;<br />
- compliance with accounting standards and other legal requirements; and<br />
- the going concern assumption;<br />
to review and report to the Board any related party transaction and conflict of interest situation that may arise within<br />
the Company;<br />
to review and report to the Board any removal, resignation, appointment and audit fee of the Company's external<br />
<br />
auditors;<br />
to review and report to the Board whether there is reason (supported by grounds) to believe that the Company's<br />
<br />
external auditors are not suitable for reappointment;<br />
<br />
to recommend the nomination of a person or persons as external auditors of the Company;<br />
to report promptly to Bursa Malaysia Securities Berhad (BMSB) matters reported by the Committee to the Board<br />
which have not been satisfactorily resolved resulting in a breach of the Main Market Listing Requirements of BMSB ;<br />
<br />
and<br />
to perform such other functions as may be agreed to by the Committee and the Board.<br />
This Statement is made in accordance with the Board of Directors' resolution dated February 25, 2011.<br />
28<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
REPORT OF THE DIRECTORS<br />
The Directors are pleased to submit the annual report together with the audited financial statements of the Company for the year<br />
ended December 31, <strong>2010</strong>.<br />
PRINCIPAL ACTIVITIES<br />
The Company is a public company incorporated in Malaysia under the Companies Act, 1965 and is listed on the Bursa Malaysia<br />
Securities Berhad. The Company's principal activities are the manufacturing and marketing of petroleum products in Peninsular<br />
Malaysia. There has been no significant change in the nature of the Company's activities during the year.<br />
FINANCIAL RESULTS<br />
RM'000<br />
Net profit attributable to shareholders 268,579<br />
Retained profits brought forward 370,243<br />
Profits available for appropriation 638,822<br />
Dividends paid less income tax at 25% (24,300)<br />
Retained profits carried forward 614,522<br />
DIVIDENDS<br />
The amount of dividends paid since December 31, 2009 are as follows:<br />
RM'000<br />
In respect of the year ended December 31, 2009:<br />
Final dividend per stock unit, paid on June 21, <strong>2010</strong>:<br />
Ordinary – 12 sen gross less income tax at 25% 24,300<br />
The Directors propose that a final dividend of 14 sen less income tax at 25% per ordinary stock unit, amounting to RM28,350,000<br />
be paid for the year ended December 31, <strong>2010</strong>.<br />
RESERVES AND PROVISIONS<br />
All material transfers to or from reserves and provisions during the year are shown in the financial statements.<br />
STATUTORY INFORMATION ON THE FINANCIAL STATEMENTS<br />
Before the statement of comprehensive income and statement of financial position were completed, the Directors took<br />
reasonable steps:<br />
1. to satisfy themselves that all receivables had been properly analysed, that bad debts had been written off where<br />
appropriate and that adequate provision for impairment of receivables had been established; and<br />
2. to ensure that any current assets, which were unlikely to be realised in the ordinary course of business, were written<br />
down to the expected realisable amount.<br />
At the date of this report, the Directors are not aware of any circumstances:<br />
1. which would make the amounts written off for bad debts or the provision for impairment of receivables in the financial<br />
statements of the Company inadequate to any substantial extent; or<br />
2. which would make the values attributed to current assets in the financial statements of the Company misleading; or<br />
3. which would make adherence to the existing method of valuation of assets or liabilities of the Company misleading or<br />
inappropriate.<br />
No contingent or other liability has become enforceable or is likely to become enforceable within the period of twelve months after<br />
the end of the year which, in the opinion of the Directors, will or may affect the ability of the Company to meet its obligations when<br />
they fall due.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 29
ESSO MALAYSIA BERHAD<br />
STATUTORY INFORMATION ON THE FINANCIAL STATEMENTS (Continued)<br />
At the date of this report, there does not exist:<br />
1. any charge on the assets of the Company which has arisen since the end of the year which secures the liability of any<br />
other person; or<br />
2. any contingent liability of the Company which has arisen since the end of the year.<br />
At the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in this report or the financial<br />
statements which would make any amount stated in the financial statements misleading.<br />
In their opinion:<br />
1. the results of the Company's operations during the year were not substantially affected by any item, transaction or event<br />
of a material and unusual nature; and<br />
2. there has not arisen in the interval between the end of the year and the date of this report any item, transaction or event of<br />
a material and unusual nature likely to affect substantially the results of the operations of the Company for the year in<br />
which this report is made.<br />
DIRECTORS<br />
The Directors who have held office during the period since the date of the last report are as follows:<br />
Mr. Hugh W. Thompson<br />
Y. Bhg. Tan Sri Dato' Dr. Syed Jalaludin Syed Salim<br />
Y. Bhg. Tan Sri Abdul Halim Ali<br />
Y. Bhg. Dato' Zainal Abidin Putih<br />
Puan Fatimah Merican<br />
Encik Abu Bakar Siddik Che Embi<br />
Puan Faridah Ali<br />
DIRECTORS' BENEFITS<br />
Since the end of the previous year, no Director has entered into or received or become entitled to receive a benefit (other than<br />
benefits disclosed in notes 8 and 9 to the financial statements) by reason of a contract made by the Company or a related<br />
corporation with the Director or with a firm of which he is a member, or with a company in which he has a substantial financial<br />
interest. All transactions between the Company or a related corporation and companies in which Directors have interests are<br />
conducted on an arms-length, commercial basis in the ordinary course of business.<br />
The Company was not a party to any contract or arrangement during the year and at the end of the year, as envisaged by section<br />
169(6)(f) of the Companies Act, 1965, which would have enabled any of the Directors to acquire benefits through the acquisition of<br />
shares in or debentures of the Company or any other body corporate.<br />
30<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
DIRECTORS' INTERESTS IN SHARES<br />
According to the register of Directors' shareholdings, the interests of Directors who held office at the end of the year in the share<br />
capital of the Company and its related corporations are as follows:<br />
Exxon Mobil Corporation<br />
(Ultimate holding company)<br />
- Number of common stock without par value<br />
held by the following Directors:<br />
As at<br />
As at<br />
01.01.10 Acquired Sold 31.12.10<br />
Mr. Hugh W. Thompson 5,041 6,018 - 11,059<br />
Puan Fatimah Merican 9,852 6,550 (3,308) 13,094<br />
Puan Faridah Ali 437 570 (400) 607<br />
No other Director in office at the end of the year held any interest in the share capital of the Company or its related corporations<br />
during the year.<br />
ULTIMATE HOLDING COMPANY<br />
The Directors regard Exxon Mobil Corporation, a corporation incorporated in the state of New Jersey, United States of America,<br />
as the ultimate holding company of the Company.<br />
AUDITORS<br />
The auditors, PricewaterhouseCoopers, have expressed their willingness to continue in office.<br />
In accordance with a resolution of the Board of Directors dated February 25, 2011.<br />
...............................<br />
Hugh W. Thompson<br />
Chairman<br />
...............................<br />
Fatimah Merican<br />
Director<br />
Kuala Lumpur,<br />
February 25, 2011<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 31
ESSO MALAYSIA BERHAD<br />
STATEMENT OF COMPREHENSIVE INCOME<br />
FOR THE YEAR ENDED DECEMBER 31, <strong>2010</strong><br />
Note <strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
REVENUES 5 8,427,445 8,032,440<br />
COST OF SALES (7,650,829) (7,429,880)<br />
GROSS PROFIT 776,616 602,560<br />
OTHER INCOME 22,229 22,946<br />
OPERATING EXPENSES (344,645) (334,522)<br />
ADMINISTRATIVE AND OTHER EXPENSES (65,311) (67,793)<br />
FINANCE COST 6 (20,432) (22,195)<br />
PROFIT/(LOSS) BEFORE TAX 7 368,457 200,996<br />
TAX (EXPENSE)/BENEFIT 10 (99,878) (55,478)<br />
NET PROFIT/(LOSS) ATTRIBUTABLE TO 268,579 145,518<br />
SHAREHOLDERS<br />
OTHER COMPREHENSIVE INCOME - -<br />
TOTAL COMPREHENSIVE INCOME<br />
ATTRIBUTABLE TO SHAREHOLDERS 268,579 145,518<br />
Earnings/(Loss) per ordinary stock unit (sen) 11 99.5 53.9<br />
Proposed final gross dividend less income tax at 25%<br />
(2009: 25%) per ordinary stock unit (sen) 14.0 12.0<br />
The accompanying notes 1 to 28 form part of these financial statements.<br />
32<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
STATEMENT OF FINANCIAL POSITION<br />
AS AT DECEMBER 31, <strong>2010</strong><br />
Note <strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
NON-CURRENT ASSETS<br />
Property, plant and equipment 12 830,244 806,203<br />
Long-term assets 13 308,714 315,310<br />
Intangible assets - software 14 148 671<br />
TOTAL NON-CURRENT ASSETS 1,139,106 1,122,184<br />
CURRENT ASSETS<br />
Inventories 15 468,109 456,380<br />
Assets held for sale – leasehold land - 2,552<br />
Receivables 16 243,830 143,924<br />
Amounts due from related corporations 19 140,417 181,699<br />
Deposit, cash and bank balances 102,261 75,869<br />
Taxation - 35,234<br />
TOTAL CURRENT ASSETS 954,617 895,658<br />
CURRENT LIABILITIES<br />
Payables 17 142,327 135,467<br />
Retirement benefits obligations 18 1,006 2,721<br />
Amounts due to related corporations 19 396,907 443,040<br />
Borrowings (unsecured) 20 616,307 807,950<br />
Taxation 54,257 -<br />
TOTAL CURRENT LIABILITIES 1,210,804 1,389,178<br />
NET CURRENT LIABILITIES (256,187) (493,520)<br />
LESS: NON-CURRENT LIABILITIES<br />
Retirement benefits obligations 18 50,383 48,449<br />
Deferred taxation 21 75,014 66,972<br />
125,397 115,421<br />
TOTAL NET ASSETS EMPLOYED 757,522 513,243<br />
FINANCED BY:<br />
SHARE CAPITAL 22 135,000 135,000<br />
RESERVES 23 8,000 8,000<br />
RETAINED PROFITS 23 614,522 370,243<br />
SHAREHOLDERS' EQUITY 757,522 513,243<br />
The accompanying notes 1 to 28 form part of these financial statements.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 33
ESSO MALAYSIA BERHAD<br />
STATEMENT OF CHANGES IN EQUITY<br />
FOR THE YEAR ENDED DECEMBER 31, <strong>2010</strong><br />
Issued and fully paid<br />
ordinary stock of<br />
RM0.50 each Non-distributable<br />
Number of capital Distributable<br />
ordinary Nominal redemption retained<br />
stock unit value reserves profits Total<br />
'000 RM'000 RM'000 RM'000 RM'000<br />
At January 1, 2009 270,000 135,000 8,000 249,025 392,025<br />
Net profit - - - 145,518 145,518<br />
Dividends for the year ended<br />
December 31, 2008 (final) - - - (24,300) (24,300)<br />
At December 31, 2009 270,000 135,000 8,000 370,243 513,243<br />
At January 1, <strong>2010</strong> 270,000 135,000 8,000 370,243 513,243<br />
Net profit - - - 268,579 268,579<br />
Dividends for the year ended<br />
December 31, 2009 (final) - - - (24,300) (24,300)<br />
At December 31, <strong>2010</strong> 270,000 135,000 8,000 614,522 757,522<br />
The accompanying notes 1 to 28 form part of these financial statements.<br />
34<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
STATEMENT OF CASH FLOWS<br />
FOR THE YEAR ENDED DECEMBER 31, <strong>2010</strong><br />
Note <strong>2010</strong> 2009<br />
RM’000<br />
RM’000<br />
CASH FLOWS FROM OPERATING ACTIVITIES<br />
Net profit / (loss) attributable to shareholders 268,579 145,518<br />
Adjustments for:<br />
Depreciation on property, plant and equipment 58,767 60,505<br />
Amortisation of intangible assets 523 845<br />
Tax expense / (benefit) 99,878 55,478<br />
Interest income (2,691) (581)<br />
Interest expense / commercial papers profit elements incurred 20,432 22,195<br />
Retirement / separation benefits cost 3,995 4,848<br />
(Gain) / loss on disposal of assets held for sale (659) (769)<br />
(Gain) / loss on disposal of property, plant and equipment 109 (294)<br />
Write-off of property, plant and equipment 3,976 2,763<br />
Unrealised foreign exchange (gain) / loss (7,813) 10,997<br />
Changes in:<br />
(Increase) / decrease in inventories (11,729) (158,336)<br />
(Increase) / decrease in assets held for sale - (2,552)<br />
(Increase) / decrease in receivables (99,843) (88,800)<br />
(Increase) / decrease in amounts due from related corporations 41,282 (7,960)<br />
Increase / (decrease) in amounts due to related corporations (38,430) 199,698<br />
Increase / (decrease) in payables and provisions 6,682 (106,254)<br />
Cash generated from operations 343,058 137,301<br />
Interest / commercial papers profit elements paid (20,495) (23,596)<br />
Interest received 2,691 581<br />
Income taxes paid (37,580) -<br />
Income taxes refunded 35,235 -<br />
Retirement / separation benefits paid (3,666) (3,943)<br />
Net cash from operating activities 319,243 110,343<br />
CASH FLOWS FROM INVESTING ACTIVITIES<br />
Purchase of property, plant and equipment (87,853) (47,096)<br />
(Increase) / decrease in long-term assets 6,596 30,982<br />
Proceeds from disposal of property, plant and equipment 960 992<br />
Proceeds from disposal of assets held for sale 3,211 5,874<br />
Net cash used in investing activities (77,086) (9,248)<br />
CASH FLOWS FROM FINANCING ACTIVITIES<br />
Repayment of borrowings – net (191,643) (17,058)<br />
Dividends paid to shareholders (24,300) (24,300)<br />
Net cash used in financing activities (215,943) (41,358)<br />
NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS 26,214 59,737<br />
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 68,358 8,621<br />
CASH AND CASH EQUIVALENTS AT END OF YEAR 24 94,572 68,358<br />
The accompanying notes 1 to 28 form part of these financial statements.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 35
ESSO MALAYSIA BERHAD<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
1. BASIS OF PREPARATION<br />
The financial statements of the Company are prepared under the historical cost convention except as disclosed in the<br />
summary of significant accounting policies in Note 2. The financial statements comply with the Financial <strong>Report</strong>ing<br />
Standards (FRS) in Malaysia and the provisions of the Companies Act, 1965.<br />
The preparation of financial statements in conformity with the FRS requires the use of certain critical accounting estimates<br />
and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and the disclosure of<br />
contingent assets and liabilities. It also requires the Directors to make judgements that affect the application of the<br />
Company's accounting policies. Although these estimates and judgements are based on the Directors' best knowledge of<br />
current events and actions, actual results may differ.<br />
The financial statements have been approved for issues in accordance with a resolution of the Board of Directors dated<br />
February 25, 2011.<br />
a) Standards, amendments to published standards and interpretations that are applicable to the<br />
Company and are effective<br />
The new accounting standards, amendments to published standards and interpretations to existing<br />
standards effective for the financial period beginning January 1, <strong>2010</strong> and applicable to the Company are as<br />
follows:<br />
• Amendment to FRS 1 First Time Adoption of Financial <strong>Report</strong>ing Standards<br />
• Amendments to FRS 2 Share-Based Payment Vesting Conditions and Cancellations<br />
• FRS 8 Operating Segments and Amendment to FRS 8 Operating Segments<br />
• FRS 101 (Revised) Presentation of Financial Statements<br />
• FRS 123 (Revised) Borrowing Costs<br />
• Amendment to FRS 127 Consolidated and Separate Financial Statements<br />
• Amendments to FRS 132 Financial Instruments: Presentation<br />
• Amendments to FRS 132 Financial Instruments: Presentation (paragraphs 95A, 97AA and 97AB)<br />
relating to classification of the compound financial instrument into its liability and equity elements when<br />
the entity first applies FRS 139 Financial Instruments: Recognition and Measurement<br />
• Amendments to FRSs contained in the document entitled “Improvements to FRSs (2009)”. The<br />
improvements contain amendments to twenty two FRSs which involves changes to presentation,<br />
recognition, or measurement and some are changes to terminology with little effect on accounting<br />
• IC Interpretation 9 and Amendment to IC Interpretation 9: Reassessment of Embedded Derivatives<br />
• IC Interpretation 10: Interim Financial <strong>Report</strong>ing and Impairment<br />
• IC Interpretation 11: FRS 2 Group and Treasury Share Transaction<br />
• IC Interpretation 13: Customer Loyalty Programmes<br />
• IC Interpretation 14: FRS 119 The Limit of a Defined Benefit Asset, Minimum Funding Requirements<br />
and their Interaction<br />
• FRS 7 Financial Instruments: Disclosures and Amendment to FRS 7 Financial Instruments:<br />
Disclosures<br />
• FRS 139 Financial Instruments: Recognition and Measurement and Amendment to FRS 139<br />
Financial Instruments: Recognition and Measurement.<br />
36<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
1. BASIS OF PREPARATION (Continued)<br />
a) Standards, amendments to published standards and interpretations that are applicable to the Company<br />
and are effective (Continued)<br />
The adoption of all the standards and interpretations above do not have any material impact on the financial<br />
position of the Company. All changes in accounting policies have been made in accordance with the adoption of<br />
all the standards which do not result in significant changes in accounting policies and disclosures, except as<br />
disclosed below:<br />
• FRS 8 Operating Segments and Amendment to FRS 8 Operating Segments. FRS 8 replaces FRS 1142004<br />
Segment <strong>Report</strong>ing. The new standard requires a ‘management approach’, under which segment<br />
information is presented on the same basis as that used for internal reporting purposes. The amendment<br />
to the standard clarifies that entities that do not provide information about segment assets to the chief<br />
operating decision-maker will no longer need to report this information. The Company determined that the<br />
operating segment was unchanged as previously identified under 1142004<br />
and additional disclosures about<br />
the segment is shown in Note 25. Comparative information has been presented in conformity with the<br />
transitional requirements of such standard.<br />
• FRS 101 (Revised) Presentation of Financial Statements. It prohibits the presentation of items of income<br />
and expenses (non-owner changes in equity) in the statement of changes in equity. ‘Non-owner changes<br />
in equity’ are to be presented separately from owner changes in equity in a statement of comprehensive<br />
income.<br />
• FRS 123 (Revised) Borrowing Costs. The new standard requires an entity to capitalise borrowing costs<br />
that are directly attributable to the acquisition, construction or production of a qualifying asset. Previously<br />
the Company immediately recognised all borrowing costs as an expense.<br />
• FRS 139 Financial Instruments: Recognition and Measurement and Amendment to FRS 139 Financial<br />
Instruments: Recognition and Measurement. On adoption of FRS 139, the Company measures financial<br />
assets and financial liabilities initially at fair value and subsequently carried at amortised cost using the<br />
effective interest rate method.<br />
The remaining standards and interpretations that are effective for financial period beginning January 1, <strong>2010</strong> are<br />
not applicable to the Company’s operations.<br />
b) Standards, amendments to published standards and interpretations to existing standards that are<br />
applicable to the Company but not yet effective<br />
The new standards, amendments to published standards and interpretations to existing standards applicable to<br />
the Company that will be effective but have not been early adopted by the Company, are as follows:<br />
i) Standards effective from March 1, <strong>2010</strong><br />
• Amendment to FRS 132 Financial Instruments: Presentation (paragraphs 11, 16 and 97E of FRS<br />
132) relating to Classification of Rights Issues. The amendments require that rights issues be<br />
classified as equity regardless of the currency in which the exercise price is denominated, provided<br />
certain conditions are met.<br />
ii) Standards effective from July 1, <strong>2010</strong><br />
• FRS 1 First-time Adoption of Financial <strong>Report</strong>ing Standards. This is a revision to the existing FRS 1<br />
merely to improve the structure of the standard.<br />
• FRS 127 Consolidated and Separate Financial Statements. The revised standard requires the<br />
effects of all transactions with non-controlling interests to be recorded in equity if there is no change<br />
in control and these transactions will no longer result in goodwill or gains and losses.<br />
• IC Interpretation 17: Distributions of Non-cash Assets to Owners. It provides guidance on<br />
accounting for arrangements whereby an entity distributes non-cash assets to shareholders either<br />
as a distribution of reserves or as dividends.<br />
• Amendments to FRS 2 Share-based Payment. It clarifies that contributions of a business on<br />
formation of a joint venture and common control transactions are outside the scope of FRS 2.<br />
• Amendments to FRS 5 Non-current Assets Held for Sale and Discontinued Operations. It clarifies<br />
that all of a subsidiary’s assets and liabilities are classified as held for sale if a partial disposal sale<br />
plan results in loss of control.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 37
ESSO MALAYSIA BERHAD<br />
1. BASIS OF PREPARATION (Continued)<br />
b) Standards, amendments to published standards and interpretations to existing standards that are<br />
applicable to the Company but not yet are effective (Continued)<br />
ii)<br />
Standards effective from July 1, <strong>2010</strong> (Continued)<br />
• Amendment to FRS 138 Intangible Assets. It clarifies that a group of complementary intangible<br />
assets acquired in a business combination is recognised as a single asset if the individual asset<br />
has similar useful lives.<br />
• Amendment to IC 9:Reassessment of Embedded Derivatives. The amendments clarify that the<br />
Interpretation does not apply to embedded derivatives in contracts acquired in a business<br />
combination, businesses under common control or the formation of a joint venture.<br />
iii) Standards effective from January 1, 2011<br />
• Amendment to FRS 1 (Limited Exemption from Comparative FRS 7 Disclosures for First-time<br />
Adopters) relieves first-time adopters of FRS from providing the additional disclosures required<br />
from the amendments to FRS 7.<br />
• Amendments to FRS 7 (Improving Disclosures about Financial Instruments) reinforce existing<br />
principles for disclosures about liquidity risk and require enhance disclosures about fair value<br />
measurements.<br />
• Amendment to FRS 1 (Additional Exemptions for First-time Adopters) exempts oil and gas<br />
entities using the full cost method from retrospective application of FRS for its oil and gas assets.<br />
• Amendments to FRS 2 (Group Cash-Settled Share-based Payment Transactions) clarify that an<br />
entity must account for goods or services received in a share-based payment arrangement<br />
regardless of which entity in the group settles the transaction and whether the settlement is in<br />
shares or cash.<br />
• Amendment to IC Interpretation 4: Determining whether an Arrangement contains a Lease<br />
clarifies that although an arrangement does not take the legal form of a lease, it is a lease when<br />
the fulfilment of the arrangement is dependent on the use of a specific asset and the<br />
arrangement to convey a right to use the asset.<br />
• Amendment to IC Interpretation 18: Transfers of Assets from Customers clarifies that if an entity<br />
receives property, plant and equipment (PPE) and such PPE meet the definition of an asset, it<br />
shall recognise it in accordance with FRS 116 Property, Plant and Equipment.<br />
The Company will apply the above standards, amendments and interpretations from financial period<br />
beginning January 1, 2011. The adoptions of these standards are not expected to have a material impact on<br />
the financial position of the Company.<br />
The remaining standards and interpretations that are issued but not yet effective are not applicable to the<br />
Company’s operations.<br />
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES<br />
Unless otherwise stated, the following accounting policies adopted by the Company are consistent with those adopted in<br />
previous years:<br />
(a)<br />
Property, plant and equipment<br />
Property, plant and equipment are stated at cost or 1982 valuation less accumulated depreciation and impairment.<br />
No valuation has been conducted since 1982.<br />
38<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)<br />
(a)<br />
Property, plant and equipment (Continued)<br />
The Directors applied the transitional provisions of FRS 116 on Property, Plant and Equipment when MASB first issued<br />
the standard in 2000, which allowed property, plant and equipment to be stated at their prevailing valuations less<br />
depreciation. The valuations were determined by independent professional valuers on the following bases:<br />
Land - Open market value based on existing use<br />
Buildings - Depreciated replacement cost<br />
No depreciation is provided on freehold land and capital projects that are in progress. Buildings and improvements and<br />
plant and equipment are depreciated on a straight-line basis to write-off the cost or valuation of the assets to their<br />
residual values, over the term of their estimated service lives. The residual values and service lives are reviewed at<br />
each balance sheet date.<br />
The principal annual rates of depreciation used are as follows:<br />
Buildings and improvements 3% - 5%<br />
Plant and equipment 4% - 10%<br />
Maintenance and repairs are charged to the income statement as incurred. Major renewals and improvements are<br />
capitalised.<br />
Included in the respective property, plant and equipment classifications, is the Company's proportionate share in the<br />
joint venture assets of the Multi Product Pipeline System and related distribution terminal facilities (MPP). The<br />
Company has a 20% participating interest in the MPP. The accounting policy adopted for these jointly controlled assets<br />
is consistent with those adopted for the Company's 100% owned property, plant and equipment.<br />
(b)<br />
Financial assets<br />
The Company’s financial assets are loans and receivables. The Company has loans and receivables which are nonderivative<br />
financial assets with fixed or determinable payments that are not quoted in an active market. They are<br />
included in current assets, except for financial assets with maturities greater than 12 months after the end of the<br />
reporting period. These are classified as non-current assets. Such assets are recognised initially at fair value and<br />
subsequently at amortised cost using the effective interest method, less any impairment losses.<br />
Loans and receivables comprise trade and other receivables, amount due from related corporations and cash and<br />
cash equivalents (Note 2 (f)).<br />
(c)<br />
Impairment of assets<br />
(i)<br />
Non-financial assets<br />
The carrying amounts of assets are reviewed annually to determine whether there is any indication that the<br />
carrying amounts may not be recoverable. If such an indication of impairment exists, the carrying amount of the<br />
asset is assessed and written down immediately to its recoverable amount. The recoverable amount is the higher<br />
of the asset's fair value less costs to sell and value in use and is determined for the cash generating unit to which<br />
the asset belongs. Impairment is measured by the amount the carrying value exceeds the recoverable amount.<br />
Impairment loss and its subsequent reversal are taken to the income statement.<br />
(ii)<br />
Financial assets carried at amortised cost<br />
A financial asset is impaired if objective evidence indicates that a loss event has occurred after the initial<br />
recognition of the asset, and that the loss event had a negative effect on the estimated future cash flows of that<br />
asset that can be estimated reliably.<br />
Objective evidence that financial assets are impaired includes significant financial difficulty of the issuer or<br />
obligor, a breach of contract, such as a default or delinquency by a debtor, restructuring of an amount due to the<br />
Company on terms that the Company would not consider otherwise and indications that a debtor will enter<br />
bankruptcy or receivership.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 39
ESSO MALAYSIA BERHAD<br />
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)<br />
(d)<br />
Operating leases<br />
Leases of assets under which a significant portion of risks and benefits of ownership over the economic life of the<br />
assets are effectively retained by the lessor are classified as operating leases. Prepaid lease rentals on service<br />
station sites made under operating leases are charged to the income statement on a straight-line basis over the<br />
period of the lease. Payments for all other operating leases are charged to the income statement in the year to which<br />
they relate.<br />
(e)<br />
Inventories<br />
Crude oil and petroleum product inventories are valued at the lower of cost and net realisable value. Cost includes all<br />
applicable purchase costs and production overheads and is determined on the first-in first-out (FIFO) basis. Materials<br />
and supplies are valued at cost, determined on a weighted average basis, and a deduction is made for obsolete and<br />
slow moving stocks.<br />
(f)<br />
Cash and cash equivalents<br />
For the purposes of the cash flow statement, cash and cash equivalents include bank balances, deposits held at call<br />
with banks and cash in hand less bank overdrafts. To be included, these items must be readily convertible to cash<br />
and must not be subject to a significant risk of a change in value.<br />
(g)<br />
Provisions<br />
Provisions are recognised when it is probable that an outflow of resources will be required to settle a present legal or<br />
constructive obligation, and when a reliable estimate of the amount can be made. The provisions are reviewed at year<br />
end and adjusted to reflect the current best estimate.<br />
(h)<br />
Employee / separation benefits<br />
(i)<br />
Short-term employee benefits<br />
Wages, salaries, bonuses, and non-monetary benefits are accrued in the year in which the associated<br />
services are rendered by employees of the Company.<br />
(ii)<br />
Retirement benefits<br />
(a)<br />
Defined contribution retirement plan<br />
The Company's contribution to the national defined contribution plan, the Employees Provident Fund,<br />
is recognised in the income statement as incurred.<br />
(b)<br />
Retirement benefits<br />
The Company operates an unfunded defined benefit retirement plan for its regular national<br />
employees. The liability for employees' retirement benefits is determined based on a periodic<br />
independent actuarial reappraisal of the plan assumptions. This is based on the schedule of benefits<br />
stipulated in the Company's retirement benefits plan. The most recent reappraisal was carried out in<br />
December 2009. The projected unit credit method is used to calculate the actuarial plan benefits<br />
based on the estimated years of service and employees' projected compensation during their last year<br />
of employment. The liability recognised in the balance sheet represents the present value of the<br />
defined benefit obligations adjusted for unrecognised actuarial gains or losses and past service cost.<br />
Actuarial gains or losses are amortised on a straight-line basis over the average remaining service life<br />
of employees expected to receive the plan benefits.<br />
(iii)<br />
Separation benefits<br />
Separation benefits are payments due to employees as a result of the separation from employment before the<br />
normal retirement age. The liability for separation benefits is recognised when the Company's commitment is<br />
confirmed without any realistic possibility of withdrawal.<br />
40<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)<br />
(i)<br />
Share capital<br />
Ordinary stock units with discretionary dividends are classified as equity.<br />
(j)<br />
Dividends<br />
Dividends on ordinary stock units are recognised as liabilities when the dividends are approved for payment.<br />
(k)<br />
Trade and other payables<br />
Trade and other payables are obligations to pay for goods or services that have been acquired in the ordinary course<br />
of business from suppliers. Trade and other payables are recognised initially at fair value and subsequently at<br />
amortised cost using the effective interest method.<br />
(l)<br />
Borrowings<br />
Borrowings are recognised initially at fair value, net of transaction costs incurred, and are subsequently carried at<br />
amotised cost. All interest, profit elements on Islamic Commercial Papers (ICP) Programme and other costs incurred<br />
in connection with borrowings are expensed as incurred, except that up-front costs incurred in establishing long-term<br />
facilities are amortised over the facility period. With the adoption of FRS 123 Borrowing Costs, borrowing costs<br />
relating to qualifying assets for which the commencement date for capitalisation is on or after January 1, <strong>2010</strong>, should<br />
be capitalised. The change had no material impact on the financial position of the Company.<br />
(m)<br />
Taxation<br />
The taxation charge in the income statement comprises current and deferred taxes. Current taxes are calculated by<br />
applying current tax rates to the chargeable income for the year.<br />
Deferred taxes are calculated at the balance sheet date on all material temporary differences between the tax bases<br />
of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets and liabilities are<br />
offset when there is a legally enforceable right to offset current tax assets and liabilities, and they relate to income<br />
taxes levied by the same tax authority on either the taxable entity, or different taxable entity where there is an intention<br />
to settle the balances on a net basis.<br />
Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available to absorb the<br />
deductible temporary differences. Tax rates enacted or substantively enacted by the balance sheet date are used to<br />
calculate deferred taxes.<br />
(n)<br />
Revenue recognition<br />
Income from the sale of goods is recognised upon delivery of goods and acceptance by customers net of returns,<br />
discounts and allowances, in accordance with the terms of sale. Interest and other income are recognised on an<br />
accrual basis.<br />
(o)<br />
Research and development<br />
Expenditures on research and development are recognised as expense except when there is sufficient certainty that<br />
the development efforts will result in future economic benefits for the Company, in which case these costs are<br />
capitalised.<br />
(p)<br />
Foreign currencies<br />
The functional currency of the Company is Ringgit Malaysia. Transactions arising in foreign currencies are translated<br />
into Ringgit Malaysia at the approximate rates of exchange on the transaction dates. Transactions uncompleted at the<br />
balance sheet date are translated at the closing exchange rates. Foreign currency exchange gains and losses<br />
resulting from the translation and settlement of foreign currency transactions are included in the income statement.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 41
ESSO MALAYSIA BERHAD<br />
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)<br />
(q)<br />
Segment reporting<br />
Segment reporting is consistent with the internal reporting to the Company’s chief operating decision maker,<br />
represented by a committee responsible for allocating resources and assessing performance of the operating<br />
segment.<br />
(r)<br />
Fair value estimation<br />
The carrying amount of current receivables and payables, carried at amortised cost, approximate their fair values.<br />
3. CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS<br />
The Company makes accounting estimates and assumptions concerning the future which may differ from actual results.<br />
The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amount of<br />
assets and liabilities within the next financial year are:<br />
(a)<br />
Estimated useful lives and residual values of property, plant and equipment<br />
Property, plant and equipment are depreciated on a straight line basis over the term of their useful service lives taking<br />
into account residual values where appropriate. The estimated useful lives of these assets should be reflective of<br />
factors such as service life experience on the facilities and their maintenance programmes. The useful lives and<br />
residual values of assets are reviewed, and adjusted if appropriate, at each balance sheet date. The significant<br />
accounting policy for property, plant and equipment is disclosed in Note 2.<br />
(b)<br />
Retirement Benefits Obligations<br />
The present value of the retirement benefits obligations depends on a number of factors that are determined on an<br />
actuarial basis using a number of assumptions. The assumptions used in determining net cost (income) for the<br />
retirement benefits include the discount rate used to determine the present value of estimated cash outflows<br />
expected to be required to settle the retirement benefits obligations, and salary growth rate. Any changes in these<br />
assumptions will impact the carrying amount of retirement benefits obligations. Refer to Note 18 for the sensitivity of<br />
the overall pension liability to changes in the discount rate and salary growth rate.<br />
4. FINANCIAL RISK MANAGEMENT<br />
a) Market Risk<br />
Given the size and long-term nature of its business, the Company expects that exposure to market risk arising from<br />
changes in currency rate and interest rate will be moderated over time. As such, the Company discourages the use of<br />
financial derivative instruments to manage these risks. The Company believes that the administrative and financial<br />
costs to execute and control the use of derivatives typically outweigh the potential benefits. Any derivative<br />
transaction would require senior management approval and periodic review. Speculative derivative activity is strictly<br />
prohibited.<br />
(i)<br />
Currency risk<br />
The Company’s activities are exposed to currency risk primarily arising from US dollar denominated crude<br />
purchases. A strengthening of the Ringgit would result in a favorable impact to profitability due to credit terms<br />
for payments for crude purchases. The Company has no other significant short-term or long-term<br />
transactions denominated in foreign currencies as at December 31, <strong>2010</strong>.<br />
A 10% depreciation / appreciation of the USD against the Ringgit would result in an approximate decrease /<br />
increase in pre-tax profit of RM39 million (2009: RM41 million) with all other variables held constant.<br />
42<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
4. FINANCIAL RISK MANAGEMENT (Continued)<br />
a) Market Risk (Continued)<br />
(ii)<br />
Interest rate risk<br />
The Company is exposed to fluctuations in market interest rates as the Company’s operations are financed<br />
through a mixture of retained profits and borrowings.<br />
The borrowings are generally based on floating interest rates unless opportunities arise for competitive fixed<br />
rate financing. The Company’s financing arrangements are typically tracked against the Overnight Policy<br />
Rate (OPR) or Kuala Lumpur Interbank Offered Rate (KLIBOR). A rise in the major benchmark rates would<br />
result in a higher interest expense and vice versa. The impact of a 10-basis-point change in interest rate<br />
affecting the Company’s borrowing would not be material to the Company’s financial statements.<br />
b) Credit Risk<br />
Credit risk primarily arises from cash and cash equivalents, and credit exposures to trade customers. The Company<br />
places its surplus cash with a sister affiliate, ExxonMobil Malaysia Sdn. Bhd., which has been assessed as low risk<br />
due to overall strength of ExxonMobil group. From time to time, the Company has deposit placement with<br />
independently rated banks with a minimum rating of AAA by local rating agency, or equivalent.<br />
The Company manages credit exposure to trade customers by strict adherence to a set of credit policies and<br />
procedures whereby customers are thoroughly assessed and risk rated. Daily credit monitoring is an integral part of<br />
the credit management process that is administered within the Company’s financial and operating system. Risk<br />
evaluations are performed internally including reviews of financial positions, business success indicators, past<br />
experience and other factors. Individual risk limits are set based on the internal ratings in accordance with guidelines<br />
set by management. Risk categories are established for individual customers based on internal credit guidelines<br />
ranging from very low to very high risk. The risk categories are intended to reflect the risk of payment default by a<br />
customer and are similar to the rating scales established by external rating agencies.<br />
The Company is consistently in a net current liability position as retail sales to service stations are on cash terms<br />
whilst purchases, which are mostly intercompany in nature, are on credit terms. This improves the Company’s return<br />
on capital employed by effectively reducing its exposure to uncollected trade receivables.<br />
c) Liquidity Risk<br />
The Company manages liquidity risk by maintaining sufficient cash and cash equivalent balance, third party<br />
borrowing facilities and inter-company financing arrangements. The Company reviews its revolving credit facilities<br />
on a periodic basis and continues to receive support from both local and foreign financial institutions. The existing<br />
Islamic Commercial Paper Program has continued enjoying competitive rates relative to other available<br />
arrangements. In addition, the Company has subscribed to the fund pooling arrangements made available by its<br />
sister affiliate, ExxonMobil Malaysia Sdn. Bhd. This inter-company financing arrangement allows the Company to<br />
either draw cash from the pool in the event of a shortfall, or place cash into the pool in the event of excess, at<br />
competitive interest rates on a daily basis.<br />
The Company continues to optimise the mix of its borrowing facilities to maximise financing flexibility whilst reducing<br />
financing cost. These facilities are short-term in nature unless opportunities arise to secure favorable longer term<br />
borrowing facilities.<br />
Liquidity risk may also arise if debtors are not able to settle obligations to the Company within the normal credit term.<br />
To manage this risk, the Company periodically assesses the financial viability of debtors and may require certain<br />
debtors to provide bank guarantees or other security.<br />
d) Capital Risk<br />
The Company’s objective when managing capital is to safeguard the Company’s ability to continue as a going<br />
concern in order to provide returns to shareholders and benefits to other stakeholders.<br />
In the future, in order to maintain an appropriate capital structure, the Company may consider adjusting the amount of<br />
dividends paid to shareholders, returning capital to shareholders, issuing new shares or selling assets to reduce debt.<br />
There were no changes in the Company’s approach to capital management during the year.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 43
ESSO MALAYSIA BERHAD<br />
5. REVENUES<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Related corporations sales 3,145,708 3,443,027<br />
Third party sales 5,252,842 4,563,919<br />
Turnover 8,398,550 8,006,946<br />
Interest income<br />
Related parties 2,579 579<br />
Others 112 2<br />
Licence fees 26,204 24,913<br />
8,427,445 8,032,440<br />
Turnover represents the value of goods sold inclusive of subsidies and net of Government duties and taxes.<br />
6. FINANCE COST<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Interest and profit elements on borrowings (Note 20)<br />
Related parties 13,293 14,318<br />
Others 7,139 7,877<br />
20,432 22,195<br />
7. PROFIT/(LOSS) BEFORE TAX<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
The profit/(loss) before tax is arrived at after<br />
(crediting)/charging the following items:<br />
Depreciation on property, plant and equipment 58,767 60,505<br />
Amortisation of intangible assets 523 845<br />
Auditors' remuneration<br />
- Current 164 164<br />
- Non-recurring 25 -<br />
Inventory write-down to net realisable value - 1,560<br />
Cost of inventories recognised as an expense 7,687,855 7,429,880<br />
Provision for impairment and write-off<br />
of receivables 234 488<br />
Reversal of provision for impairment<br />
of receivables (47) (127)<br />
Foreign exchange (other than on borrowings)<br />
Realised foreign exchange (gain)/loss (34,668) (12,809)<br />
Unrealised foreign exchange (gain)/loss (7,813) 10,997<br />
Rental expense for land and buildings 16,612 15,991<br />
Hire of plant and machinery 184 355<br />
Research and development expense 2,250 4,289<br />
(Gain)/Loss on disposal of property, plant and<br />
equipment 109 (294)<br />
(Gain)/Loss on disposal of assets held for sale (659) (769)<br />
8. EMPLOYEE BENEFITS EXPENSE<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Wages, salaries and bonus 39,056 39,112<br />
Defined contribution retirement plan -<br />
Employees Provident Fund 4,791 4,778<br />
Provision for retirement benefits -<br />
Defined benefit retirement plan (Note 18) 3,937 3,803<br />
Separation benefits 58 1,045<br />
Other employee benefits 5,105 6,406<br />
52,947 55,144<br />
44<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
9. DIRECTORS' REMUNERATION<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Non-Executive Directors:<br />
Fees 126 108<br />
Executive Directors:<br />
Short-term employee benefits 1,048 1,156<br />
Retirement benefits 273 282<br />
Benefits-in-kind 39 49<br />
1,486 1,595<br />
Included in the above is the remuneration of Executive Directors employed by related corporations allocated to the<br />
Company amounting to RM351,000 (2009: RM487,000). The balance represents remuneration for Directors employed by<br />
the Company included in Note 8.<br />
10. TAX EXPENSE/(BENEFIT)<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Current taxation 91,837 -<br />
(Over) / under accrual in prior years<br />
- Income tax - (115)<br />
- Real Property Gains Tax (1) (120)<br />
Deferred taxation (Note 21)<br />
Origination and reversal of temporary differences 8,042 55,713<br />
99,878 55,478<br />
The Company's effective tax rate differs from the statutory tax rate and is reconciled as follows:<br />
<strong>2010</strong> 2009<br />
% %<br />
Statutory tax rate 25 25<br />
Expenses not deductible for tax purposes 2 3<br />
Effective tax rate 27 28<br />
Effective tax rates on non-deductible expenses primarily reflect the varying relationship of the non-deductible expenses<br />
(which are relatively fixed over time) to changing levels of profit or loss from period to period.<br />
11. EARNINGS/(LOSS) PER ORDINARY STOCK UNIT<br />
Earnings per ordinary stock unit is calculated by dividing the net profit or loss attributable to shareholders by the number of<br />
ordinary stock units in issue during the year.<br />
<strong>2010</strong> 2009<br />
Net profit/(loss) attributable to shareholders (RM'000) 268,579 145,518<br />
Number of ordinary stock units in issue ('000) 270,000 270,000<br />
Basic and diluted earnings/(loss) per stock unit (sen) 99.5 53.9<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 45
ESSO MALAYSIA BERHAD<br />
12. PROPERTY, PLANT AND EQUIPMENT<br />
Buildings Plant Capital<br />
Freehold and and project<br />
land improvements equipment in-progress Total<br />
RM'000 RM'000 RM'000 RM'000 RM'000<br />
Net book value<br />
At January 1, <strong>2010</strong> 203,184 144,057 409,717 49,245 806,203<br />
Additions - 9,341 19,031 59,481 87,853<br />
Disposals (52) (55) (805) - (912)<br />
Write-offs - (1,046) (2,876) (54) (3,976)<br />
Transfer to affiliate - - (157) - (157)<br />
Reclassifications - 16,132 26,702 (42,834) -<br />
Depreciation charged to<br />
income statement - (15,542) (43,225) - (58,767)<br />
Net book value<br />
At December 31, <strong>2010</strong> 203,132 152,887 408,387 65,838 830,244<br />
At December 31, <strong>2010</strong><br />
Valuation-1982 57,267 15,361 - - 72,628<br />
Cost-Post 1982 net additions 145,865 335,528 1,101,186 65,838 1,648,417<br />
Accumulated depreciation - (198,002) (692,799) - (890,801)<br />
Net book value 203,132 152,887 408,387 65,838 830,244<br />
Net book value at<br />
December 31, <strong>2010</strong> if assets<br />
had been carried at cost less<br />
depreciation: 153,303 152,887 408,387 65,838 780,415<br />
Net book value<br />
At January 1, 2009 206,084 141,230 440,203 40,661 828,178<br />
Additions - 4,618 2,415 40,063 47,096<br />
Disposals (118) - (60) - (178)<br />
Write-offs - (386) (2,377) - (2,763)<br />
Reclassify to assets<br />
held for sales (2,782) (1,437) (886) - (5,105)<br />
Transfer to affiliate - - (520) - (520)<br />
Reclassifications - 14,638 16,841 (31,479) -<br />
Depreciation charged to<br />
income statement - (14,606) (45,899) - (60,505)<br />
Net book value<br />
At December 31, 2009 203,184 144,057 409,717 49,245 806,203<br />
At December 31, 2009<br />
Valuation-1982 57,267 15,770 - - 73,037<br />
Cost-Post 1982 net additions 145,917 312,600 1,215,105 49,245 1,722,867<br />
Accumulated depreciation - (184,313) (805,388) - (989,701)<br />
Net book value 203,184 144,057 409,717 49,245 806,203<br />
Net book value at<br />
December 31, 2009 if assets<br />
had been carried at cost less<br />
depreciation: 153,355 144,057 409,717 49,245 756,374<br />
Included in the above Property, Plant and Equipment is the net book value for the Company's 20% participating interest in<br />
the joint venture assets of MPP amounting to RM63,576,000 (2009: RM67,705,000).<br />
46<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
13. LONG-TERM ASSETS<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Prepaid lease rentals 273,677 278,446<br />
Deposits 1,706 2,210<br />
Loans and marketing assistance to dealers 28,339 27,922<br />
Others 4,992 6,732<br />
308,714 315,310<br />
Included in the above prepaid lease rentals are leasehold land amounting to RM20,741,000 (2009: RM20,977,000) for the<br />
Company's 20% participating interest in the joint venture assets of MPP.<br />
14. INTANGIBLE ASSETS - SOFTWARE<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
At December 31<br />
Cost 11,070 11,070<br />
Accumulated amortisation (10,922) (10,399)<br />
Net book value 148 671<br />
15. INVENTORIES<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Crude oil 166,333 197,205<br />
Petroleum products 293,238 250,940<br />
Materials and supplies 8,538 8,235<br />
Total inventories at lower of cost and net realisable value 468,109 456,380<br />
16. RECEIVABLES<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Trade receivables 75,546 68,883<br />
Less: Provision for impairment of receivables (3,163) (3,023)<br />
72,383 65,860<br />
Others 171,447 78,064<br />
243,830 143,924<br />
Credit terms of trade receivables range from payment in advance to generally up to 90 days. All the receivables are in<br />
Ringgit Malaysia.<br />
At the balance sheet date, the concentration of credit risk with respect to trade receivables is mainly from Supply and<br />
Industrial customers. The provision for impairment of receivables s considered sufficient to cover collection losses.<br />
Other receivables are generally those of a non-trade nature. Included in the current year balance is an amount of<br />
RM152,939,651 (2009: RM59,573,178) for subsidies receivable from the Government of Malaysia under the Automatic<br />
Pricing Mechanism.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 47
ESSO MALAYSIA BERHAD<br />
16. RECEIVABLES (Continued)<br />
The ageing analysis of these trade receivables is as follows:<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Current 71,863 65,727<br />
Overdue and not impaired:<br />
Less than 3 months 362 35<br />
3 to 6 months - 54<br />
6 to 12 months 96 -<br />
Over 12 months 62 44<br />
Overdue and impaired:<br />
Over 12 months 3,163 3,023<br />
75,546 68,883<br />
Less: Provision for impairment of receivables (3,163) (3,023)<br />
72,383 65,860<br />
As at December 31, <strong>2010</strong>, provisions were made for impaired trade receivables of RM3,163,000 (2009: RM3,023,000).<br />
These primarily relate to a few industrial customers which are in financial difficulty, and represent the amount in excess of<br />
value of collaterals which have been claimed. The Company believes that the unimpaired amounts are still collectable,<br />
based on historic payment behaviour and customers’ credit ratings.<br />
Movements of the provision for impairment of receivables are as follows:<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
At 1 January 3,023 3,182<br />
Provision for impairment 222 -<br />
Receivables written off during the year (35) (32)<br />
Reversal of provision for impairment (47) (127)<br />
At 31 December 3,163 3,023<br />
The maximum exposure to credit risk at the reporting date is the carrying value of receivables mentioned above. The<br />
Company holds collaterals in the form of bank guarantees, letters of credit, cash deposits and other credit enhancements<br />
such as corporate guarantees and registered charges over lands to secure most of these trade receivables.<br />
The Company believes that apart from the above, no impairment is necessary in respect of trade receivables that are not<br />
past due, which relates to customers with good payment records with the Company.<br />
17. PAYABLES<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Trade payables 74,174 73,139<br />
Other payables 68,153 62,328<br />
142,327 135,467<br />
The currency exposure profile of trade payables is as follows:<br />
Ringgit Malaysia 73,555 72,633<br />
US Dollar 619 506<br />
74,174 73,139<br />
The credit terms for the Company's trade and other payables are generally 30 days.<br />
Other payables are generally those of a non-trade nature that arose from transactions other than the purchase of crude and<br />
petroleum products. Included in other payables is an amount of RM1,277,000 (2009: RM1,261,000) for payroll liabilities.<br />
48<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
18. RETIREMENT BENEFITS OBLIGATIONS<br />
The Company operates an unfunded defined benefit retirement plan for its regular national employees. The plan<br />
assumptions are reappraised by an independent actuary every three years. The latest actuarial reappraisal was carried out<br />
in December 2009.<br />
The changes in the provision for retirement benefits under the defined benefit plan during the year were as follows:<br />
At January 1 51,170 50,931<br />
Net expense charged to the income statement 3,937 3,803<br />
Payments to separating employees and retirees (3,608) (2,898)<br />
Employees transferred to affiliated companies (110) (666)<br />
At December 31 51,389 51,170<br />
The amounts recognised in the balance sheet are reconciled as follows:<br />
Present value of unfunded obligations 43,459 40,613<br />
Unrecognised actuarial gains 7,930 10,557<br />
Net liability 51,389 51,170<br />
Reflected on the balance sheet as:<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Current 1,006 2,721<br />
Non-current 50,383 48,449<br />
51,389 51,170<br />
The movement in the present value of unfunded obligations are as follows:<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
At January 1 40,613 40,461<br />
Current service cost 1,918 1,943<br />
Interest cost 2,534 2,570<br />
Actuarial (gain)/loss 2,112 (797)<br />
Benefits paid (3,608) (2,898)<br />
Intercompany transfers (110) (666)<br />
At December 31 43,459 40,613<br />
The expense recognised in the income statement is as follows:<br />
Current service cost 1,918 1,943<br />
Interest cost 2,534 2,570<br />
Net actuarial gains recognised (515) (710)<br />
Total, included in employee benefits expense (Note 8) 3,937 3,803<br />
The charge to the income statement is included in the operating expenses and administrative and other expenses.<br />
The principal actuarial assumptions used were as follows:<br />
<strong>2010</strong> 2009<br />
% %<br />
Discount rate 6.3 6.3<br />
Expected rate of salary increases 5.2 5.2<br />
The discount rate used is based on investment grade private debt securities with tenure approximating the tenure of the<br />
pension liability. The salary growth rate takes into account market factors such as inflation rate.<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 49
ESSO MALAYSIA BERHAD<br />
18. RETIREMENT BENEFITS OBLIGATIONS (Continued)<br />
A 1% higher (lower) discount rate would decrease (increase) the pension liability by approximately RM300,000<br />
(RM300,000).<br />
A 1% higher (lower) salary growth rate would increase (decrease) the pension liability by approximately RM900,000<br />
(RM800,000).<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Present value of unfunded obligations 43,459 40,613<br />
Experience (gain)/loss adjustments on plan liabilities 2,112 (797)<br />
19. AMOUNTS DUE FROM/(TO) RELATED CORPORATIONS<br />
The currency exposure profile of amounts due from related corporations is as follows:<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Ringgit Malaysia 140,253 156,760<br />
US Dollar 164 24,939<br />
140,417 181,699<br />
The currency exposure profile of amounts due to related corporations is as follows:<br />
Ringgit Malaysia (4,145) (11,312)<br />
US Dollar (392,762) (431,728)<br />
(396,907) (443,040)<br />
These balances are unsecured and are generally settled within one month.<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
20. BORROWINGS (UNSECURED)<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Floating interest rate loans from related corporations 366,307 507,950<br />
Short-term notes 250,000 300,000<br />
616,307 807,950<br />
The floating interest rate loans from related corporations comprise the following:<br />
(i)<br />
(ii)<br />
Two US$100 Million facilities with ExxonMobil Services (Labuan) Limited. Each of these facilities is a one-year<br />
facility with an option for annual rollover at each year-end that could extend the facility until 2011. The Company has<br />
rolled-over the total of US$200 Million on these two facilities, including US$100 Million drawdown to-date, for<br />
another year to December 31, 2011. The repayment of this loan is in Ringgit equivalent at the time of the loan<br />
drawdown.<br />
A RM285 Million loan/deposit facility with ExxonMobil Malaysia Sdn. Bhd. (EMMSB). In 2005, a RM185 Million<br />
loan/deposit facility was obtained from ExxonMobil Exploration and Production Malaysia Inc. (EMEPMI). The<br />
facility allows the Company to borrow short-term loans or place short-term deposits with EMEPMI to better manage<br />
cash surpluses and shortages. This is a one-year facility with an option for annual renewal of the facility at each yearend.<br />
In September 2006, EMEPMI assigned its rights and benefits thereunder to EMMSB. In December 2008, the<br />
loan/deposit principal was increased to RM285 Million. The Company has renewed the facility for another year to<br />
December 31, 2011.<br />
50<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
20. BORROWINGS (UNSECURED)(Continued)<br />
The short-term notes were issued under a RM300 Million 7-year Islamic Commercial Papers (ICP) Programme, based on<br />
the principles of Bai' Inah. The ICP Programme which is available until May 2011, allows for the Company to issue shortterm<br />
notes of between 14 days and 12 months tenure through competitive tender by the tender panel members or through<br />
private placement.<br />
Interest rates and profit elements for the Company's borrowings and deposit placements depend on the lenders' cost of<br />
funds, and generally vary with the Kuala Lumpur interbank rates. The interest rates/profit elements on loans and deposits<br />
ranged from 2.0% to 3.2% per annum during the year (2009: 1.8% to 3.7%).<br />
21. DEFERRED TAXATION<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
At January 1 66,972 11,259<br />
Charged/(Credited) to the income statement (Note 10) 8,042 55,713<br />
At December 31 75,014 66,972<br />
The components of deferred tax amounts after appropriate offsetting are as follows:<br />
Deferred tax liabilities:<br />
subject to income tax 75,014 66,972<br />
The components of deferred tax assets and liabilities prior to offsetting are as follows:<br />
Subject to income tax<br />
Deferred tax assets:<br />
Provision for retirement benefits (5,947) (6,291)<br />
Tax losses - (9,452)<br />
Others - (533)<br />
(5,947) (16,276)<br />
Deferred tax liabilities:<br />
Property, plant and equipment 79,391 83,248<br />
Others 1,570 -<br />
80,961 83,248<br />
At year end <strong>2010</strong>, the Company applied the tax rate of 25% on the temporary differences (2009: 25%).<br />
22. SHARE CAPITAL<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Authorised:<br />
300,000,000 ordinary shares of RM0.50 each 150,000 150,000<br />
Issued and fully paid:<br />
270,000,000 ordinary stock units of RM0.50 each 135,000 135,000<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 51
ESSO MALAYSIA BERHAD<br />
23. RESERVES<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Capital redemption reserve (non-distributable) 8,000 8,000<br />
Retained profits (distributable) 614,522 370,243<br />
622,522 378,243<br />
The Company has sufficient tax credits under Section 108 of the Income Tax Act, 1967 (ITA) to frank approximately<br />
RM321,631,335 (2009: RM345,931,335) of the retained profits as at December 31, <strong>2010</strong> if paid out as dividends in 2011.<br />
The Finance Act 2007 introduced a single tier company income tax system which took effect from year of assessment 2008.<br />
Under the single tier system, tax on company profits is a final tax, and dividends distributed to shareholders will be exempted<br />
from tax. All companies will automatically move to the single tier tax system on January 1, 2014 even if they still have a<br />
credit balance in the Section 108 account as at December 31, 2013. As such, the Section 108 tax credit as at December 31,<br />
<strong>2010</strong> is available to the Company until such time the credit is fully utilised or upon expiry of the five-year period on December<br />
31, 2013, whichever is earlier. Additionally, subject to the approval of the tax authorities, the Company has a tax exempt<br />
account available to frank tax exempt dividends up to approximately RM209,000,000 (2009: RM209,000,000).<br />
24. CASH AND CASH EQUIVALENTS<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Deposit with a related corporation (Note 20) 82,651 61,344<br />
Deposit, cash and bank balances 19,610 14,525<br />
Less: Deposit with a licensed bank included in the above (7,689) (7,511)<br />
94,572 68,358<br />
Deposit with a licensed bank represents monies held in accordance with the sale and purchase agreement relating to the<br />
Company's purchase of a participating interest in the MPP. The amount will be utilised for payment to the Inland Revenue<br />
Board in respect of the vendors' real property gains taxes.<br />
25. SEGMENTAL INFORMATION<br />
The Company is organised as one integrated business segment which operates to manufacture and sell petroleum<br />
products. These integrated activities are known across the petroleum industry as the Downstream segment. As such, the<br />
assets and liabilities are disclosed within the financial statements as one segment.<br />
Revenues are mainly derived from the sale of petroleum products to domestic customers including its affiliates and<br />
competitors, and sales to ExxonMobil Asia Pacific Pte. Ltd. (EMAPPL), Singapore. A breakdown of the revenues by<br />
geographical location is as follows:<br />
Singapore 1,344,114 1,559,337<br />
Domestic 7,083,331 6,473,103<br />
Total External Revenues 8,427,445 8,032,440<br />
Approximately RM3,095,359,000 (2009: RM3,215,303,000) of the revenues are derived from two major customers whom<br />
are the related parties to the Company.<br />
All non-current assets of the Company are located in Malaysia.<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
26. SIGNIFICANT RELATED PARTY DISCLOSURES<br />
The Company is a subsidiary of ExxonMobil International Holdings Incorporated, whose ultimate holding company is Exxon<br />
Mobil Corporation. Both corporations are incorporated in the United States of America. Exxon Mobil Corporation is<br />
regarded by the Directors as the ultimate holding company of the Company. Therefore, Exxon Mobil Corporation and its<br />
other subsidiaries are considered as related parties to the Company.<br />
In the normal course of business, the Company undertakes, on an arms-length basis, a variety of transactions with these<br />
related parties. Such transactions include the sales and purchases of products and the sharing of services and facilities at<br />
cost apportioned on a mutually agreed basis.<br />
52<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
26. SIGNIFICANT RELATED PARTY DISCLOSURES (Continued)<br />
In addition to related party disclosures mentioned elsewhere in the financial statements, set out below are other significant<br />
related party transactions. These were transacted with Exxon Mobil Corporation's other subsidiaries.<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Purchases of crude oil from ExxonMobil Exploration<br />
and Production Malaysia Inc. 3,867,192 4,839,305<br />
Purchases of petroleum products from:<br />
ExxonMobil Asia Pacific Pte. Ltd. 2,491,655 1,527,356<br />
ExxonMobil Malaysia Sdn. Bhd. 837,486 773,952<br />
Others 77,836 79,757<br />
Sales of petroleum products to:<br />
ExxonMobil Asia Pacific Pte. Ltd. 1,344,114 1,559,337<br />
ExxonMobil Malaysia Sdn. Bhd. 1,751,245 1,655,966<br />
ExxonMobil Borneo Sdn. Bhd. 50,349 212,808<br />
Others - 14,916<br />
Central management, shared facilities and services costs<br />
mainly with ExxonMobil Asia Pacific Pte. Ltd.,<br />
ExxonMobil Business Support Centre Malaysia Sdn. Bhd.<br />
and ExxonMobil Exploration and Production Malaysia Inc.<br />
Charged from: 114,658 114,683<br />
Charged to: (2,151) (2,318)<br />
112,507 112,365<br />
At year end <strong>2010</strong> and 2009 respectively, the amounts due to and from related corporations are mainly in relation to the above<br />
described transactions.<br />
Directors of the Company who are the key management personnel are also considered as related parties to the Company.<br />
Their compensation is disclosed in Note 9 to the financial statements.<br />
27. COMMITMENTS FOR CAPITAL EXPENDITURES<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
Commitments for the purchase of property, plant<br />
and equipment authorised by the Directors but<br />
not provided for in the financial statements:<br />
Contracted 13,261 15,316<br />
Not contracted 9,082 9,098<br />
22,343 24,414<br />
Included in the above are contracted commitments for the joint venture assets of the MPP amounting to RM2,656,889 (2009:<br />
RM2,758,620).<br />
28. LEASING COMMITMENTS<br />
<strong>2010</strong> 2009<br />
RM'000<br />
RM'000<br />
As at balance sheet date, leasing commitments under<br />
non-cancellable operating leases are as follows:<br />
Within 1 year 12,576 20,314<br />
After 1 year but within 5 years 5,021 8,649<br />
After 5 years 1,451 180<br />
19,048 29,143<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 53
ESSO MALAYSIA BERHAD<br />
29. SUPPLEMENTARY INFORMATION DISCLOSED PURSUANT TO BURSA MALAYSIA SECURITIES BERHAD LISTING<br />
REQUIREMENTS<br />
The following analysis of realised and unrealised retained profits at the legal entity level is prepared in accordance with<br />
Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure<br />
Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants<br />
whilst the disclosure is based on the prescribed format by the Bursa Malaysia Securities Berhad.<br />
Total retained profits:<br />
<strong>2010</strong><br />
RM'000<br />
- realised 681,723<br />
- unrealised (67,201)<br />
Total retained profits 614,522<br />
The disclosure of realised and unrealised profits/(losses) above is solely for compliance with the directive issued by the<br />
Bursa Malaysia Securities Berhad and should not be used for any other purpose.<br />
54<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>
STATEMENT BY DIRECTORS PURSUANT TO<br />
SECTION 169(15) OF THE COMPANIES ACT, 1965<br />
We, Hugh W. Thompson and Dato' Zainal Abidin Putih, two of the Directors of Esso Malaysia Berhad, state that in the opinion of<br />
the Directors, the financial statements set out on pages 32 to 53 are drawn up so as to give a true and fair view of the state of affairs<br />
of the Company as at December 31, <strong>2010</strong> and of the results of the Company and its cash flows for the year ended on that date in<br />
accordance with Financial <strong>Report</strong>ing Standards in Malaysia and the provisions of the Companies Act, 1965.<br />
In accordance with a resolution of the Board of Directors dated February 25, 2011.<br />
...............................<br />
Hugh W. Thompson<br />
.........................................................<br />
Y. Bhg. Dato' Zainal Abidin Putih<br />
Kuala Lumpur,<br />
February 25, 2011<br />
STATUTORY DECLARATION PURSUANT TO<br />
SECTION 169(16) OF THE COMPANIES ACT, 1965<br />
I, Naili Akmal Mohamad, the officer primarily responsible for the financial management of Esso Malaysia Berhad, do solemnly and<br />
sincerely declare that the financial statements set out on pages 32 to 53, are to the best of my knowledge and belief correct and I<br />
make this solemn declaration conscientiously believing the same to be true, and by virtue of the provisions of the Statutory<br />
Declarations Act, 1960.<br />
.......................................<br />
Naili Akmal Mohamad<br />
Subscribed and solemnly declared by the above named Naili Akmal Mohamad at Kuala Lumpur in Malaysia on February 25, 2011<br />
before me,<br />
.......................................<br />
Commissioner for Oaths<br />
Kuala Lumpur<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong> 55
ESSO MALAYSIA BERHAD<br />
INDEPENDENT AUDITORS’ REPORT<br />
TO THE MEMBERS OF ESSO MALAYSIA BERHAD<br />
(Company Number 3927V)<br />
REPORT ON THE FINANCIAL STATEMENTS<br />
We have audited the financial statements of Esso Malaysia Berhad, on pages 32 to 53 which comprise the statement of financial<br />
position as at 31 December <strong>2010</strong>, and the statements of comprehensive income, changes in equity and cash flow for the year<br />
then ended, and a summary of significant accounting policies and other explanatory notes, as set out on Notes 1 to 28.<br />
Directors’ Responsibility for the Financial Statements<br />
The directors of the Company are responsible for the preparation and fair presentation of these financial statements in<br />
accordance with Financial <strong>Report</strong>ing Standards in Malaysia and the Companies Act, 1965. This responsibility includes:<br />
designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements<br />
that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies;<br />
and making accounting estimates that are reasonable in the circumstances.<br />
Auditors’ Responsibility<br />
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in<br />
accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements<br />
and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material<br />
misstatement.<br />
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.<br />
The procedures selected depend on our judgment, including the assessment of risks of material misstatement of the financial<br />
statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the<br />
Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate<br />
in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An<br />
audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates<br />
made by the directors, as well as evaluating the overall presentation of the financial statements.<br />
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.<br />
Opinion<br />
In our opinion, the financial statements have been properly drawn up in accordance with Financial <strong>Report</strong>ing Standards in<br />
Malaysia and the Companies Act, 1965 so as to give a true and fair view of the financial position of the Company as of 31<br />
December <strong>2010</strong> and of its financial performance and cash flows for the year then ended.<br />
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS<br />
In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report that, in our opinion, the accounting<br />
and other records and the registers required by the Act to be kept by the Company have been properly kept in accordance with the<br />
provisions of the Act.<br />
OTHER REPORTING RESPONSIBILITIES<br />
The supplementary information on Note 29 is disclosed to meet the requirement of Bursa Malaysia Securities Berhad and is not<br />
part of the financial statements. The Directors are responsible for the preparation of the supplementary information in<br />
accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of<br />
Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of<br />
Accountants (”MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary<br />
information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia<br />
Securities Berhad.<br />
OTHER MATTERS<br />
This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965<br />
in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.<br />
PRICEWATERHOUSECOOPERS<br />
(No. AF: 1146)<br />
Chartered Accountants<br />
Eric Ooi Lip Aun<br />
No. 1517/06/12(J)<br />
Chartered Accountant<br />
56<br />
Kuala Lumpur<br />
February 25, 2011<br />
ANNUAL REPORT & ACCOUNTS <strong>2010</strong>