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30. COMMITMENTS Group Company 2004 2003 2004 2003 RM’000 RM’000 RM’000 RM’000 Acquisition of investment in Subsidiaries 364,000 1,722 50,000 1,722 Subscription to a Subsidiary’s Rights Issue — — — 109,000 Capital expenditure contracted 166,000 265,000 — — Capital expenditure authorised but not contracted 86,000 90,000 11,500 6,600 616,000 356,722 61,500 117,322 31. CONTINGENT ASSET A Subsidiary has lodged appeals against the valuations adopted by the Government on the compulsory acquisitions of 1,996 hectares of estate land. The disputes on the quantum of any additional compensation have not been settled and the potential benefit if any, has not been included in these financial statements. 32. CONTINGENT LIABILITIES (i) There is a pending claim against a Subsidiary for goods sold, delivered and invoiced together with costs and interest. The Subsidiary had denied the claim and filed a counterclaim together with further cost and interests. The Directors, in consultation with legal counsel, are of the opinion that the claim is without merit and no provision is required. (ii) Pursuant to a claim initiated by the Company against a debtor for the recovery of debts, a counterclaim was subsequently filed by the debtor seeking specific damages for a sum of RM50 million, cost and interest, and that several agreements and debentures entered into previously be declared null and void. The Directors, in consultation with legal counsel, are of the opinion that the counterclaim is without merit and has no likelihood of success. 135
136 Notes to the Financial Statements 33. SIGNIFICANT RELATED PARTY TRANSACTIONS Significant related party transactions other than those disclosed elsewhere in the financial statements are as follows: Group Company 2004 2003 2004 2003 RM’000 RM’000 RM’000 RM’000 Purchase of goods from Kao (Malaysia) Sdn Bhd, an Associate Purchase of goods from Johan Ceramics Berhad, 17,149 16,436 — — a subsidiary of LTAT 13,833 19,625 — — Purchase of goods from UAC Berhad, an Associate 24,443 24,670 — — Agricultural research and advisory services paid to Applied Agricultural Resources Sdn Bhd, an Associate Insurance premium paid to Royal & 3,059 2,925 — — Sun Alliance Insurance (M) Berhad, an Associate Insurance commission received from Royal & 5,226 4,742 180 58 Sun Alliance Insurance (M) Berhad, an Associate Stockist commission received from Riche 1,080 1,280 — — Monde Sdn Bhd, an Associate Sale of development property to UMW Toyota Motor Sdn Bhd, a subsidiary of UMW Holdings Berhad 2,523 2,759 — — in which our Director, Lt. Gen (R) Dato’ Yusof Din is a director Sale of development property to UAC Berhad, an 10,924 — — — Associate Purchase of estate property from Boustead — 9,575 — — Plantations Berhad, a Subsidiary Sale of freehold residential property — — 53,053 — to Boustead Weld Court Sdn Bhd, a Subsidiary Professional fees paid to MAA Arkitek in which a — — — 26,000 Subsidiary’s director, Dato’ Ghazali Mohd Ali is a member 4,207 3,336 — —
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22 corporate governance 38 chairman
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2 Board of Directors
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4 Directors’ Profile Y. Bhg. Gen.
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6 TOP Y. Bhg. Lt. Gen. (R) Dato’
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8 Y. Bhg. Dato’ (Dr.) Megat Abdul
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10 Corporate Information Directors
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12 Senior Management Team En. Danie
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14 Senior Management Team En. Andre
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16 THE BOARD OF DIRECTORS OF BOUSTE
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18 TERMS OF REFERENCE OF THE AUDIT
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20 ACTIVITIES DURING THE FINANCIAL
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22 corporate governance THE BOARD O
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24 Corporate Governance COMPOSITION
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26 Corporate Governance INFORMATION
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28 Corporate Governance Remuneratio
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30 Corporate Governance DIRECTORS
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32 Statement on Internal Control BO
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34 Statement on Internal Control IN
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36 1,300 1,040 780 520 260 0 Five Y
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38 chairman’s statement DEAR SHAR
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40 ECONOMIC LANDSCAPE On the broade
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42 FINANCIAL PERFORMANCE The facts
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44 Although the privatisation of Bo
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46 In addition, other programmes we
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48 OUTLOOK AND PROSPECTS On a Group
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50 chief executive’s review DEAR
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52 Chief Executive’s Review CORPO
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54 In 2004, the division registered
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56 In addition, our commercial clon
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58 The appeal of this design lies i
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60 Year 2004 was an exceptional yea
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62 Up north in Bukit Mertajam, Jern
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64 The division’s contribution of
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66 The division recorded strengthen
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68 TRADING Boustead Global Trade Ne
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70 improving supply and demand tren
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72 Directors’ Report The Director
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74 Directors’ Report DIRECTORS’
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76 Directors’ Report EMPLOYEES’
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78 Directors’ Report OTHER STATUT
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80 Statement by Directors and Statu
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82 Auditors’ Report We are satisf
Page 85 and 86: 84 Balance Sheets For the year ende
Page 87 and 88: 86 Statements of Changes in Equity
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Page 91 and 92: 90 Cash Flow Statements For the yea
Page 93 and 94: 92 Accounting Policies (c) ASSOCIAT
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Page 101 and 102: 100 Notes to the Financial Statemen
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Page 141 and 142: 140 Boustead Group Group Interest %
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Page 145 and 146: 144 Recurrent Related Party Transac
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Page 149 and 150: 148 Group Property Portfolio Age of
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Page 159 and 160: 158 ORDINARY BUSINESS NOTICE IS HER
Page 161 and 162: 160 Notice of Annual General Meetin
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Page 169: Boustead Management Services Sdn Bh
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