Notes to the Financial Statements - Cahaya Mata Sarawak Bhd

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150 Notes to the Financial Statements For the fi nancial year ended 31 December 2011 37. Retained earnings Prior to the year of assessment 2008, Malaysian companies adopted the full imputation system. In accordance with the Finance Act 2007 which was gazetted on 28 December 2007, companies shall not be entitled to deduct tax on dividend paid, credited or distributed to its shareholders, and such dividends will be exempted from tax in the hands of the shareholders (“single tier system”). However, there is a transitional period of six years, expiring on 31 December 2013, to allow companies to pay franked dividends to their shareholders under limited circumstances. Companies also have an irrevocable option to disregard the 108 balance and opt to pay dividends under the single tier system. The change in the tax legislation also provides for the 108 balance to be locked-in as at 31 December 2007 in accordance with Section 39 of the Finance Act 2007. The Company did not elect for the irrevocable option to disregard the 108 balance. Accordingly, during the transitional period, the Company may utilise the credit in the 108 balance as at 31 December 2007 to distribute cash dividend payments to ordinary shareholdings as defi ned under the Finance Act 2007. The Company has tax exempt profi ts available for distribution of approximately RM104 million (2010: RM104 million) as at 31 December 2011, subject to agreement of the Inland Revenue Board. As at 31 December 2011, the Company has suffi cient credit in the 108 balance to pay franked dividends out of its entire retained earnings. 38. Employee benefi ts Employees’ share option scheme The Company implemented an ESOS which came into effect on 23 June 2010. The ESOS is governed by the bylaws which were approved by the shareholders on 27 May 2010. The salient features of the ESOS are as follows: (a) the total number of new shares which may be made available under the scheme shall not exceed ten percent (10%) of the total issued and paid-up share capital of the Company at any point of time during the existence of the ESOS; (b) eligible persons are confi rmed employees including full-time executive directors of the Group; (c) the aggregate number of new shares to be offered to selected employees in accordance with the ESOS shall be determined at the discretion of the ESOS Committee. No option shall be granted for less than 100 shares; (d) the option price may be at a discount of not more than ten percent (10%) from the fi ve (5) days weighted average market price of the underlying shares preceding the date of offer or at par value of the ordinary shares of the Company, whichever is higher; (e) the ESOS shall be in force for a period of fi ve (5) years and extendable to ten (10) years from the date of the fi rst offer; (f) the ESOS Committee may, at its discretion, at any time before and after an option is granted, limit the maximum number or percentage of exercisable options within the option period; and (g) the exercise of the options is subjected to vesting conditions being met by respective grantees. These vesting conditions may be affected by, inter-alia, performance targets being achieved before the options can be exercised. The vesting conditions, if any, shall be determined by the ESOS Committee whose decision shall be fi nal and binding. Cahya Mata Sarawak Berhad
38. Employee benefi ts (contd.) Notes to the Financial Statements For the fi nancial year ended 31 December 2011 Details of share options under ESOS are as follows: (a) Movement of share options during the fi nancial year The following table illustrates the number and weighted average exercise price (“WAEP”) of, and movements in, share options during the fi nancial year: 2011 2010 No. of No. of options WAEP options WAEP (‘000) (RM) (‘000) (RM) Outstanding at 1 January 20,197 2.20 - - Granted - - 20,197 2.20 Exercised (35 ) 2.20 - - Cancelled (1,037 ) 2.20 - - Outstanding at 31 December 19,125 2.20 20,197 2.20 Exercisable at 31 December 3,801 2.20 - 2.20 Details of share options outstanding at the end of the period: Exercise Price RM/Share 31.12.2011/31.12.2010 Exercise period First offer 2.20 23.6.2010 to 22.6.2015 Options exercisable in a particular year but not exercised can be carried forward to the subsequent years provided that no options shall be exercised beyond the date of expiry of the Scheme. The aggregate maximum allocation of share options to executive directors and senior management of the Group and the Company shall not exceed 50%. The actual allocation of share options to executive directors and senior management is 20.6% as at 31 December 2011. The weighted average fair value of options granted during the previous fi nancial year was RM0.93. (b) Share options exercised during the fi nancial period 2011 Weighted average share price at the date of exercise of 2010 the options exercised (RM) 2.19 - Proceeds received on exercise of options over ordinary shares (RM’000) 77 - Annual Report 2011 151
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Playing Our Role In Nation-building
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CONTENTS 2 3 4 8 13 14 15 20 Perfor
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Revenue (RM’000) Profi t before t
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“ Dear Shareholders, Group Chairm
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Whilst the opportunities for the Gr
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10 Mar 4 May 19 May 26 May 27 Jun 2
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24 Feb 1 Jul 19 Oct 30 Nov 24 Feb 1
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Board of Directors Tan Sri Dato’
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Y Bhg Dato’ Richard Alexander Joh
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Y Bhg Datu Michael Ting Kuok Ngie M
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DAVID LING KOAH WI Group General Co
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Segmental Analysis Segment Revenue
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Clinker CMS Cement owns East Malays
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Quarrying CMS Quarries Sdn Bhd and
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Construction & Road Maintenance The
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The Isthmus Property Development Th
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Education CMS Education Sdn Bhd own
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Strategic Investment: K&N Kenanga H
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CORPORATE RESPONSIBILITY
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Engagement & Communication Performa
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CMS Concrete Products Clay bricks m
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CMS Employees Volunteer in ‘Doing
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CSR Highlights Saving Lives Health
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Statement of Corporate Governance T
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Employees’ Share Option Scheme (
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Prior to each Board meeting, the Di
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Statement of Corporate Governance T
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Communicating with Shareholders and
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Responsibility The Board recognises
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Composition The Group Audit Committ
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Authority i. The Committee is autho
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Utilisation of Proceeds raised from
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FINANCIALS
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The directors have pleasure in pres
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Issue of Shares During the fi nanci
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Statement by Directors Pursuant to
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Independent Auditors’ Report To t
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ASSETS Group Company Note 2011 2010
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Statements of Changes In Equity For
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Statements of Cash Flows For the fi
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Statements of Cash Flows For the fi
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Notes to the Financial Statements F
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Page 101 and 102: Notes to the Financial Statements F
Page 107 and 108: 5. Interest income Notes to the Fin
Page 109 and 110: 8. Profi t before tax Notes to the
Page 111 and 112: 10. Directors’ remuneration (cont
Page 113 and 114: 12. Earnings per share (a) Basic ea
Page 115 and 116: 13. Property, plant and equipment (
Page 119 and 120: 14. Prepaid land lease payments Cos
Page 123 and 124: 18. Goodwill Notes to the Financial
Page 129 and 130: 19. Investments in subsidiaries (co
Page 131 and 132: 20. Investments in associates (cont
Page 135 and 136: 22. Deferred tax (contd.) Notes to
Page 137 and 138: 24. Trade and other receivables (co
Page 139 and 140: 25. Other current assets Notes to t
Page 141 and 142: 28. Cash and bank balances (contd.)
Page 143 and 144: 30. CMS Income Securities (contd.)
Page 145 and 146: 30. CMS Income Securities (contd.)
Page 147 and 148: 32. Trade and other payables Notes
Page 151: 36. Other reserves (contd.) Company
Page 155 and 156: 39. Commitments (contd.) Notes to t
Page 157 and 158: 40. Contingencies (contd.) (b) Othe
Page 159 and 160: 41. Related party transactions (con
Page 165 and 166: 45. Segment information Notes to th
Page 169 and 170: 46. Dividends Notes to the Financia
Page 171 and 172: OTHER INFORMATION
Page 173 and 174: Name of Direct Indirect % of Substa
Page 175 and 176: List of Properties As at 31 Decembe
Page 177 and 178: ** Land owned by third party Revalu
Page 179 and 180: Construction & Road Maintenance CMS
Page 181 and 182: 1. To receive the Audited Financial
Page 183 and 184: Names of Directors who are standing
Page 185 and 186: Form of Proxy No. of Shares Held: C
Page 188: CAHYA MATA SARAWAK BERHAD (Company
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Notes to the Financial Statements - Cahaya Mata Sarawak Bhd

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