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CIHB - Annual Report 2022

This annual report cover features a butterfly to represent change and positivity. In a constantly changing business world, companies must adapt to evolving consumer needs and implement growth strategies. By doing so, the Group was able to increase revenues and profits this year and emerge stronger.

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siranep
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0% found this document useful (0 votes)
172 views

CIHB - Annual Report 2022

This annual report cover features a butterfly to represent change and positivity. In a constantly changing business world, companies must adapt to evolving consumer needs and implement growth strategies. By doing so, the Group was able to increase revenues and profits this year and emerge stronger.

Uploaded by

siranep
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd
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Cover Rationale

This year’s cover features the butterfly, which represents change and positivity.
In a business world that never stays constant, it is key to move with the
times. By adapting to evolving consumer needs and deploying strategies
for continued growth, the Group is able to produce higher revenues and
improved profits this year, and emerge stronger than ever before.
C.I. HOLDINGS BERHAD 197801000889 (37918-A) 1

CONTENTS
Corporate
02 Corporate Information
03 Profile of Directors
09 Group Management Team’s Profile
12 Management Discussion and Analysis
16 Sustainability Statement
22 Corporate Governance Overview Statement
30 Audit Committee Report
33 Statement on Risk Management and Internal Control
36 Directors‘ Responsibility Statement

Financial
37 Directors’ Report and Audited Financial Statements
99 List of Properties
101 Analysis of Shareholdings
104 Additional Compliance Information
105 Notice of Forty-Fourth Annual General Meeting
110 Administrative Guide
Form of Proxy

ANNUAL REPORT 2022


2 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

CORPORATE
INFOMATION
Board Of Directors Nomination Committee
Datuk Seri Johari Bin Abdul Ghani Nor Hishammuddin Bin Dato’ Mohd Nordin
Non-Independent Non-Executive Chairman Chairman, Senior Independent Non-Executive Director
Megat Joha Bin Megat Abdul Rahman Teh Bee Tein
Group Managing Director Independent Non-Executive Director
Datin Mariam Prudence Binti Yusof Datuk Haji Ariffin Bin Imat
Non-Independent Non-Executive Director Independent Non-Executive Director
Dato’ Sukumaran s/o Ramasamy Risk Management Committee
Non-Independent Non-Executive Director
Lee Cheang Mei Teh Bee Tein Chairman
Non-Independent Non-Executive Director Megat Joha Bin Megat Abdul Rahman Member
Nor Hishammuddin Bin Dato’ Mohd Nordin Nor Hishammuddin Bin Dato’ Mohd Nordin Member
Senior Independent Non-Executive Director
Azlan Bin Ahmad Member
Teh Bee Tein Chaw Pei Yee Member
Independent Non-Executive Director
Foo Loke Yean Member
Kasinathan a/l Tulasi
Independent Non-Executive Director Teoh Kar Hoe Member
Datuk Haji Ariffin Bin Imat Khor Chi Yen Risk Coordinator
Independent Non-Executive Director
Group Management Team
Fung Heen Choon
Alternate Director to Lee Cheang Mei Megat Joha Bin Megat Abdul Rahman
Group Managing Director
Audit Committee Fung Heen Choon
Executive Director – Continental Resources Sdn Bhd
Teh Bee Tein
Chairman, Independent Non-Executive Director Lee Cheang Mei
Executive Director – Continental Resources Sdn Bhd
Nor Hishammuddin Bin Dato’ Mohd Nordin
Senior Independent Non-Executive Director Dato’ Sukumaran s/o Ramasamy
Managing Director – Palmtop Vegeoil Products Sdn Bhd
Kasinathan a/l Tulasi
Independent Non-Executive Director Azlan Bin Ahmad
Head of Corporate and Legal Affairs
Remuneration Committee Chaw Pei Yee
Senior Manager – Finance & Administration
Nor Hishammuddin Bin Dato’ Mohd Nordin
Azril Akmar Bin Attan Akmar
Chairman, Senior Independent Non-Executive Director
Chief Executive Officer – Continental Resources Sdn Bhd
Teh Bee Tein Baharuddin Bin Basirun
Independent Non-Executive Director Chief Operating Officer – Continental Resources Sdn Bhd
Datuk Haji Ariffin Bin Imat Foo Loke Yean
Independent Non-Executive Director Chief Executive Officer – Doe Industries Sdn Bhd

Company Secretaries
On Pooi Fong MAICSA 7018189/ SSM PC NO. 202208000204
Tan Lai Hong MAICSA 7057707/ SSM PC NO. 202008002309

Share Registrar Registered Office


Boardroom Share Registrars Sdn. Bhd. Suite A-11-1, Level 11, Hampshire Place Office
[Company No. 199601006647 (378993-D)] 157 Hampshire
11th Floor, Menara Symphony No. 1, Jalan Mayang Sari
No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13 50450 Kuala Lumpur
46200 Petaling Jaya, Selangor Tel: 603–2182 7333
Tel: 603–7890 4700 Fax: 603–2166 7208
Fax: 603–7890 4670 www.cih.com.my
www.boardroomlimited.com
Auditors Principal Bank Listing
BDO PLT (AF 0206) Affin Bank Berhad Main Market of Bursa Malaysia
Level 8 CIMB Bank Berhad Securities Berhad
BDO @ Menara CenTARa Malayan Banking Berhad Stock Name : CIHLDG
360 Jalan Tunku Abdul Rahman RHB Bank Berhad Stock Code : 2828
50100 Kuala Lumpur RHB Islamic Bank Berhad
Tel: 603–2616 2888
Fax: 603–2616 3190

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 3

PROFILE OF DIRECTORS

Datuk Seri Johari Bin


Abdul Ghani
Non-Independent
Non-Executive Chairman

Datuk Seri Johari Bin Abdul Ghani, male, aged 58, a Malaysian, was
appointed to the Board on 6 March 2019. He was re-designated as Non-
Independent Non-Executive Chairman on 30 May 2019. Datuk Seri Johari is
a substantial shareholder of the Company via JAG Capital Holdings Sdn Bhd.
He is a qualified Chartered Accountant under the Chartered Association
of Certified Accountants, United Kingdom. Datuk Seri Johari was a former
Minister of Finance II from 27 July 2016 until 9 May 2018.

Datuk Seri Johari began his career at an international accounting firm,


Peat Marwick & Co. (now known as KPMG). He has been involved in the
corporate world for more than 27 years where he held senior positions in
various companies both listed and unlisted. He is also shareholder of several
companies listed on the Bursa Malaysia Securities Berhad which are involved
in various industries.

Datuk Seri Johari is currently the Chairman and substantial shareholder of KUB
Malaysia Berhad. Further, he is also a substantial shareholder of Media Prima
Berhad, which is listed on Bursa Malaysia Securities Berhad and Central
Cables Berhad, an unlisted public company.

Datuk Seri Johari previously served on a number of Boards including amongst
others, as the Chairman of Langkawi Development Authority (LADA), as
a Director of Khazanah Nasional Berhad, a Trustee of Yayasan Pelaburan
Bumiputera and a member of the National Productivity & Export Council.

He does not have any family relationship with any Director and/or major
shareholder of the Company and there is no business arrangement with the
Company in which he has personal interest.

Other than traffic offences, Datuk Seri Johari does not have any convictions for
offences within the past 5 years and was not subject of any public sanction or
penalty imposed by the relevant regulatory bodies during the financial year, if any.

ANNUAL REPORT 2022


4 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

PROFILE OF DIRECTORS
(continued)

Encik Megat Joha Bin Megat


Abdul Rahman
Group Managing Director

Encik Megat Joha Bin Megat Abdul Rahman, male, aged 59, a Malaysian,
was appointed to the Board on 18 April 2013 as an Executive Director.
Subsequently, he was re-designated as Group Managing Director on 29 July
2015. Currently, he is a member of the Risk Management Committee.

He is a USA trained and qualified accountant who graduated from Boston


University, Massachusetts with a Degree in Accounting & Finance in 1986 and
started his career with Peat Marwick Mitchell, Chicago, USA. Having passed the
USA CPA examination in 1987 in Chicago he returned to join the KPMG Kuala
Lumpur office in 1988.

In 1991, he joined Kumpulan FIMA Berhad where he served in various capacities


as Vice President for the Agro-based group and Business development and as
Executive Director/ Chief Executive Officer for Percetakan Keselamatan Nasional
and Security Printers (M) Sdn Bhd, of FIMA Berhad.

In 1998, Encik Megat Joha joined the Kuala Lumpur Stock Exchange (“KLSE”)
(now known as Bursa Malaysia Securities Berhad) as Investigations Senior
Manager for Market Supervision. In 1999, he led the project team in establishing
the Labuan International Financial Exchange (“LFX”) for the KLSE, and held the
post of Assistant General Manager at LFX till 2002.

In early 2002, he assumed the post of Chief Operating Officer/Executive


Director (Operations) at Mayban Securities Sdn Bhd until late 2005.

His various other stints included being the Group CEO of Majuperak Holdings
Berhad and General Manager of Boustead Sissons Paints Sdn Bhd.

He is currently a Board member of KUB Malaysia Berhad and Central Cable


Berhad. He does not have any family relationship with any Director and/or
major shareholder of the Company and there is no business arrangement with
the Company in which he has personal interest.

Other than traffic offences, Encik Megat Joha does not have any convictions for
offences within the past 5 years and particulars of any public sanction or penalty
imposed by the relevant regulatory bodies during the financial year, if any.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 5

PROFILE OF DIRECTORS
(continued)

YBhg Datin YBhg Dato’


Mariam Sukumaran s/o
Prudence Ramasamy
Binti Yusof Non-Independent
Non-Independent Non-Executive
Non-Executive Director
Director

YBhg Datin Mariam Prudence Binti Yusof, female, aged 69, a YBhg Dato’ Sukumaran s/o Ramasamy (“Dato Kumar”), male,
Malaysian was appointed to the Board on 27 July 2005 as aged 65, a Malaysian was appointed to the Board on 10 June
Non-Independent Non-Executive Director. 2015 as Non-Independent Non-Executive Director.

She graduated with BA (Honours), University of Malaya in After completing his secondary education, Dato’ Kumar began his
1974. She started her career in the field of human resource and career in 1981 as a Plant Manager in Ngo Chew Hong Edible
organisational development with multinational companies, namely Oil Pte Ltd (subsidiary of Mewah International, a listed company in
Motorola (M) Sdn Bhd, Intel (M) Sdn Bhd, Shell Malaysia Sdn the Singapore Stock Exchange) and advanced in several positions
Bhd and Nestle (M) Sdn Bhd. In 1984, she entered the field of in the company before becoming the Chief Executive Officer of
stockbroking and was the Executive Director of Equity Market of the company. This equipped him with extensive knowledge on
MIDF Amanah Investment Bank Bhd, until her retirement. the daily operations of the company including production, finance
and consumer marketing.
Datin Mariam Prudence Yusof other previous appointments include
being a Member of the Kuala Lumpur Stock Exchange Committee Dato’ Kumar left the company in 2011 and was appointed
(KLSE), a Director of Labuan International Financial Exchange Managing Director of Saber Pte Ltd. Dato’ Kumar has 40 years of
Inc. (LFX), a Director of Securities Clearing Automated Network experience in the palm oil industries, specifically in the consumer
Services Sdn Bhd (SCANS) and a Director of Research Institute & pack segment. He is now the Managing Director of Palmtop
Investment Analyst Malaysia (RIIAM) and Trustee of the Bumiputera Vegeoil Products Sdn Bhd. He is a well-known and respected
Training Fund of the Securities Commission. She was also the figure in the industry with good relationships built with edible oil
Chairman of the Membership Committee of the KLSE. She retired producers and suppliers.
from the Board of KLSE and its subsidiaries on 10 April 2004.
Dato’ Kumar possesses vast knowledge in the palm oil industry
In year 2002, she was elected as Chairman of the Association which he had successfully distributed edible oils and fats in retail
of Stockbroking Companies of Malaysia (ASCM) with the primary packings to over 120 countries in Asia, Middle East, Australasia
role of spearheading the demutualization of KLSE to its new entity, and Pacific Islands, Indian sub-continents, Africa, Caribbean
Bursa Malaysia Berhad. Islands, Commonwealth of Independent States region and Europe.

In 2017, Datin Mariam Prudence Yusof was appointed as a Board He has no directorships in other public companies and listed
member of Bursa Malaysia Berhad, Bursa Malaysia Derivatives issuers. He does not have any family relationship with any Director
Berhad, Bursa Malaysia Derivatives Clearing Berhad and and/or major shareholder of the Company and there is no business
resigned from the Board on 1 May 2020. She also serves on the arrangement with the Company in which he has personal interest.
Board of RAM Rating Services Berhad and iFast Capital Sdn Bhd.
Other than traffic offences, Dato’ Kumar does not have any
She is the mother of Encik Azril Akmar Bin Attan Akmar. Save convictions for offences within the past 5 years and particulars of
as disclosed, she does not have any family relationship with any any public sanction or penalty imposed by the relevant regulatory
Director and/or major shareholder of the Company and there is bodies during the financial year, if any.
no business arrangement with the Company in which she has
personal interest.

Other than traffic offences, she does not have any convictions
for offences within the past 5 years and particulars of any public
sanction or penalty imposed by the relevant regulatory bodies
during the financial year.

ANNUAL REPORT 2022


6 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

PROFILE OF DIRECTORS
(continued)

Ms. Encik Nor


Lee Cheang Mei Hishammuddin
Non-Independent Bin Dato’ Mohd
Non-Executive Nordin
Director Senior Independent
Non-Executive
Director

Ms. Lee Cheang Mei (“Joyce Lee”), female, aged 63, a Encik Nor Hishammuddin Bin Dato’ Mohd Nordin, male,
Malaysian, was appointed to the Board on 7 May 2014 as aged 56, a Malaysian, was appointed to the Board as an
an Alternate Director to Mr. Fung Heen Choon. She was re- Independent Non-Executive Director and a member of the
designated as Non-Independent Non-Executive Director of the Audit Committee on 30 May 2001. He was appointed as
Company on 28 February 2018. Senior Independent Non-Executive Director on 29 May 2019.
Currently, he is the Chairman of the Remuneration Committee
She is the co-founder and Managing Director of Continental and Nomination Committee, and also a member of the Risk
Resources Sdn Bhd (173543-U) (“CRSB”), a wholly-owned Management Committee.
subsidiary of the Company. She obtained her Certificate of
Administrative Management from the administration and business He holds a Bachelor of Law (LLB) degree with honours and was
management professional body, Institute of Administrative called to the Malaysian Bar as an Advocate and Solicitor of the
Management, in 1983. She has more than 31 years of experience High Court of Malaya in 1994. He is presently the Managing
in the edible oils industry where her core competency is in the Partner of Messrs Hisham Yoong – K.C. Lim, a legal firm.
marketing and sales of edible oils.
He has no directorships in other public companies and listed
Ms. Joyce Lee began her career as a marketing executive in Felda issuers. He does not have any family relationship with any Director
Marketing Services Sdn Bhd (“Felda”) in 1981 where she was and/or major shareholder of the Company and there is no business
responsible for the export sales of palm oil and its downstream arrangement with the Company in which he has personal interest.
products. During her 7 years tenure with Felda, she successfully
developed the export market for 2 regions, namely Asia (including Other than traffic offences, Encik Nor Hishammuddin does not
Australasia) and the Middle East. Ms. Joyce Lee then joined have any convictions for offences within the past 5 years and
Seacourt Pty Ltd, Australia in 1988 as Marketing Director where particulars of any public sanction or penalty imposed by the
she was responsible to explore and create business opportunities relevant regulatory bodies during the financial year, if any.
as well as marketing of Malaysia’s palm oil and other liquid oil
products to Australian consumers. In 1990, Ms. Joyce Lee left
Seacourt Pty Ltd and co-founded CRSB where she was appointed
Managing Director of CRSB.

Ms. Joyce Lee’s current position as Executive Director of CRSB


is responsible for identifying, developing and directing the
implementation of CRSB’s business strategies to ensure growth
and progress in expanding market presence in the Asia (including
Australasia), Middle East and Africa regions. She is also responsible
for product development, brand and company positioning as well
as ensuring a positive culture and working environment to achieve
optimum employee productivity.

She has no directorships in other public companies and listed


issuers. She does not have any family relationship with any
Director and/or major shareholder of the Company and there
is no business arrangement with the Company in which she has
personal interest.

Other than traffic offences, Ms. Joyce Lee does not have any
convictions for offences within the past 5 years and particulars of
any public sanction or penalty imposed by the relevant regulatory
bodies during the financial year, if any.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 7

PROFILE OF DIRECTORS
(continued)

Ms. Mr. Kasinathan


Teh Bee Tein a/l Tulasi
Independent Independent
Non-Executive Non-Executive
Director Director

Ms. Teh Bee Tein, female, aged 66, a Malaysian, was Mr. Kasinathan a/l Tulasi (“Mr. Sunther”), male, aged 64, a
appointed to the Board on 15 April 2009 as an Independent Malaysian, was appointed to the Board on 8 February 2011 as
Non-Executive Director. Currently, she is the Chairman of the an Independent Non-Executive Director and a member of the
Audit Committee and Risk Management Committee, and also Audit Committee.
a member of the Nomination Committee and Remuneration
Committee. He holds a Bachelor of Law (LL.B) degree with honours from the
University of London (External), and he is also a Barrister (Lincoln’s
Ms. Teh is a member of the Malaysian Institute of Accountants Inn). He started his career as a Legal Executive in Messrs Shah &
(MIA) and also a Fellow of the Association of Chartered Certified Burke, London and read in the chambers of Mr. Philip Waller QC
Accountants-United Kingdom. She has over 30 years experience in London. Mr. Sunther returned to Malaysia and was called to the
in public accounting practice, both in Malaysia and the United Malaysian Bar on 27 September 1991. Upon being called to the
Kingdom. She is currently the Managing Partner of B.T. Teh, Thiang Bar, he joined the legal firm of Messrs Sajali, Amier & Partners. In
& Co.-Chartered Accountants (Petaling Jaya), a partner of Thiang December 1992, Mr. Sunther resigned from Messrs Sajali, Amier
& Co.-Chartered Accountants (Klang) and the Managing Director & Partners to set up the partnership of Messrs A. Zahari Thulasi
of B.T. Teh Tax Services Sdn Bhd. now known as Messrs Affendi Zahari (“the Partnership”). Mr
Sunther resigned from the Partnership on 31 December 2019 and
She has no directorships in other public companies and listed currently a Consultant with Messrs Amir & Rajpal Ghai.
issuers. She does not have any family relationship with any
Director and/or major shareholder of the Company and there He is also currently a Board member of KUB Malaysia Berhad and
is no business arrangement with the Company in which she has Central Cable Berhad. He does not have any family relationship
personal interest. with any Director and/or major shareholder of the Company and
there is no business arrangement with the Company in which he
Other than traffic offences, Ms. Teh does not have any convictions has personal interest.
for offences within the past 5 years and particulars of any public
sanction or penalty imposed by the relevant regulatory bodies Other than traffic offences, Mr. Sunther does not have any
during the financial year, if any. convictions for offences within the past 5 years and particulars
any public sanction or penalty imposed by the relevant regulatory
bodies during the financial year, if any.

ANNUAL REPORT 2022


8 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

PROFILE OF DIRECTORS
(continued)

YBhg Datuk Mr. Fung Heen


Haji Ariffin Choon
Bin Imat (Alternate
Director to Ms. Lee
Independent Cheang Mei)
Non-Executive Independent
Director Non-Executive
Director

YBhg Datuk Haji Ariffin Bin Imat, aged 66, a Malaysian, was Mr. Fung Heen Choon (“Julian Fung”), male, aged 65, was
appointed to the Board as Independent Non-Executive Director appointed to the Board on 7 May 2014 as Non-Independent
on 6 March 2017. He is currently a member of Remuneration Non-Executive Director. On 28 February 2018, he was re-
Committee and Nomination Committee. designated as an alternate director to Ms. Lee Cheang Mei.

He graduated with BEc (Honours) in the field of Applied Economics, He is the co-founder and Executive Director of Continental
University Malaya in 1979, and served for 36 years in the public Resources Sdn Bhd (173543-U) (“CRSB”), a wholly-owned
sector. He started his career as an Administrative and Diplomatic subsidiary of the Company. He obtained his Bachelor of Arts
Officer, and was promoted to the State Development Officer in degree in Economics from North East London Polytechnic, United
1987, and served until he retired on 31 December 2015. Kingdom, in 1982. He has more than 21 years of experience in
the edible oils industry where his core competency is in operations,
He has extensive experience in the implementation and accounting and finance.
monitoring of Government 5-Year Plan development projects and
the implementation of special projects. He is also experienced Mr. Julian Fung began his career as an account assistant in
in managing the relationship and cooperation between central London’s E.F. Hutton Pte Ltd in 1984 and was responsible
agencies, ministries and state governments. for contract reconciliation and producing financial reports. In
1987, Mr. Julian Fung returned to Malaysia and joined Seccon
Throughout 36 years of service, has been awarded the Bintang Management Services Sdn Bhd as Manager and served the
Cemerlang Melaka (B.C.M), Ahli Mangku Negara (A.M.N) and company for a period of 3 years. Mr. Julian Fung was responsible
Panglima Mahkota Wilayah (P.M.W) by His Majesty the Yang Di- for the business development of the company as well as secretarial
Pertuan Agong in conjunction with Federal Territory Day in 2015. and management consultation services to its clients. Mr. Julian
Fung resigned from Seccon Management Services Sdn Bhd in
He has no directorships in other public companies and listed 1990 and co-founded CRSB where he was appointed Executive
issuers. He does not have any family relationship with any Director Director of CRSB, a position he continues to hold till today.
and/or major shareholder of the Company and there is no business
arrangement with the Company in which he has personal interest. Mr. Julian Fung is responsible for managing the administration
and factory operations of CRSB, including evaluation and
Other than traffic offences, he does not have any convictions for implementation of operational expansion plans, licensing, financial
offences within the past 5 years and particulars of any public strategies and cash flow as well as securing trade facilities and
sanction or penalty imposed by the relevant regulatory bodies financing from financial institutions.
during the financial year, if any.
He has no directorships in other public companies and listed
issuers. He does not have any family relationship with any Director
and/or major shareholder of the Company and there is no business
arrangement with the Company in which he has personal interest.

Other than traffic offences, Mr. Julian Fung does not have any
convictions for offences within the past 5 years and particulars of
any public sanction or penalty imposed by the relevant regulatory
bodies during the financial year, if any.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 9

GROUP MANAGEMENT
TEAM’S PROFILE
Encik Megat Joha Bin Megat Abdul Rahman
Group Managing Director
(Please refer to page 4 of Profile of Directors)

Ms. Lee Cheang Mei


Executive Director - Continental Resources Sdn Bhd
(Please refer to page 6 of Profile of Directors)

Mr. Fung Heen Choon


Executive Director - Continental Resources Sdn Bhd
(Please refer to page 8 of Profile of Directors)

Dato’ Sukumaran s/o Ramasamy


Managing Director - Palmtop Vegeoil Products Sdn Bhd
(Please refer to page 5 of Profile of Directors)

Encik Azlan Bin Ahmad


Head of Corporate and Legal Affairs
Encik Azlan Bin Ahmad, aged 54, a Malaysian, holds an LL.B (Hons) degree from the Middlesex University, London and he
qualified as a Barrister-at-Law (Lincoln’s Inn), England. Currently, he is a member of the Risk Management Committee.
He was called to the Malaysian Bar as an Advocate and Solicitor of the High Court of Malaya in 1993 and spent more than
6 years in private legal practice before joining a public listed company in the fast food industry in year 2000 as its Legal
Manager where he served for five years.
He joined the Company’s then subsidiary, Permanis Sdn Bhd in 2005 as its Head of Legal and obtained his qualification
as a Licensed Company Secretary in 2007. He served as the Group Company Secretary for the Company and its group
of companies until July 2016. At the Company, he is responsible for overseeing the Legal and Corporate Secretarial Affairs
department and provides advisory services in the same field to the Company and its subsidiaries.
Apart from Central Cables Berhad, a non-listed public company, he has no directorships in other public companies and listed
issuers. He does not have any family relationship with any Director and/or major shareholder of the Company and there is no
business arrangement with the Company in which he has personal interest.
Other than traffic offences, Encik Azlan does not have any convictions for offences within the past 5 years and particulars of
any public sanction or penalty imposed by the relevant regulatory bodies during the financial year, if any.

Ms. Chaw Pei Yee


Senior Manager - Finance and Administration
Ms. Chaw Pei Yee, aged 57, female, a Malaysian, holds a Master’s Degree in Business from the Victory University of
Technology, Australia. She is a member of the Malaysian Institute of Accountants, the Certified Practising Accountant Australia
and Asean Chartered Professional Accountant. Currently, she is a member of the Risk Management Committee.
She has more than 9 years of experience in the external audit field covering a wide range of industries including property
development, manufacturing, construction, hotel, plantations and investment holdings. Prior to joining the Company, she was an
Accountant of a Public Listed Company in the Property Development sector.
She joined the Company as an Accountant and was appointed as Senior Manager, Finance and Administration on 16 April
2007. She oversees the finance, tax, administration and human resources of the Company.
She has no directorships in other public companies and listed issuers. She does not have any family relationship with any
Director and/or major shareholder of the Company and there is no business arrangement with the Company in which she has
personal interest.
Other than traffic offences, Ms. Chaw does not have any convictions for offences within the past 5 years and particulars of any
public sanction or penalty imposed by the relevant regulatory bodies during the financial year, if any.

ANNUAL REPORT 2022


10 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

GROUP MANAGEMENT
TEAM’S PROFILE
(continued)

Encik Azril Akmar Bin Attan Akmar


Director/Chief Executive Officer of Continental Resources Sdn Bhd

Encik Azril Akmar Bin Attan Akmar, aged 43, male, a Malaysian, holds a Bachelor’s degree in Management (Accounting)
from Universiti Teknologi Malaysia and a Master of Science degree in Investment Management from Pace University,
New York.
He was appointed as a Director of Continental Resources Sdn Bhd (“CRSB”) on 17 September 2021. He was also appointed
as Chief Executive Officer of CRSB on the same date.
He served as the Financial Controller at Palmtop Vegeoil Products Sdn Bhd, a subsidiary of CRSB, from 2015 to 2021. Prior to
that he spent 16 years in various management and executive roles in different industries, including luxury retail and distribution,
oil & gas service provider, and infrastructure works.
Encik Azril Akmar is a graduate of Akademi Tentera Malaysia (now known as Universiti Pertahanan Nasional Malaysia) and
was a commissioned officer in the Malaysian Army. He was the recipient of the Sword of Honour in 2003, conferred by the
Yang Di-Pertuan Agong for best military performance. He was also the recipient of the Academic Prize for best academic
results during his studies at the academy.
He does not hold any directorships in other public companies and listed issuers.
Encik Azril Akmar is the son of Datin Mariam Prudence binti Yusof. Save as disclosed, He does not have any family relationship
with any Director and/or major shareholder of the Company and there is no business arrangement with the Company in which
he has personal interest.
Other than traffic offences, he does not have any convictions for offences within the past 5 years and particulars of any public
sanction or penalty imposed by the relevant regulatory bodies during the financial year, if any.

Encik Baharuddin Bin Basirun


Chief Operating Officer of Continental Resources Sdn Bhd

Encik Baharuddin Bin Basirun, aged 59, male, a Malaysian, was appointed as the Chief Operating Officer of Continental
Resources Sdn Bhd (“CRSB”) on 1 May 2015.
After obtaining a Diploma in Accountancy from Universiti Teknologi MARA (“UiTM”), Shah Alam, Malaysia, he began his
career in 1984, as an Assistant Accountant at Klang Port Authority. In 1986, he furthered his studies pursuing the Chartered
Institute of Management Accountant (CIMA) qualifications at the Accountancy Tutors, London, United Kingdom. In 1992, upon
his return to Malaysia, he joined the privatised Klang Port Management as an Assistant Accountant.
In 1995, he joined PDX Computers Sdn Bhd as a Senior Executive (Finance). Concurrently, he obtained his Bachelors of
Accounting from UiTM and in 1996, he joined Prolink Development Sdn Bhd, as an Assistant Manager (Finance).
In 1997, he joined Konsortium Logistic Berhad (“KLB”), as an Accountant and his last position with KLB was as its Vice President.
In 2004, he joined Ayamas Food Corporation Sdn Bhd (“Ayamas”), as a Senior Manager and in 2007 was promoted to the
position of Deputy General Manager (“DGM”) of KFC Manufacturing Sdn Bhd. His last position prior to joining the Company
was as the DGM of Ayamas. During his 10 years with the QSR Group, he successfully set-up the Logistics Division, warehouse
management system, re-engineering of its manufacturing system and production management system.
Currently, Encik Baharuddin is the Chief Operating Officer of the Edible Oil Products Division and is responsible for managing
the operations and financial of the Group’s Edible Oils Division including production planning, material planning, supply
chain management, quality management, licensing, financial strategies, cash flow, trade facilities and financing from
financial institutions and project manager for Enterprise Resource Planning (ERP) and Manufacturing Execution System (MES)
implementation.
He has no directorships in other public companies and listed issuers. He does not have any family relationship with any
Director and/or major shareholder of the Company and there is no business arrangement with the Company in which he has
personal interest.
Other than traffic offences, Encik Baharuddin does not have any convictions for offences within the past 5 years and
particulars of any public sanction or penalty imposed by the relevant regulatory bodies during the financial year, if any.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 11

GROUP MANAGEMENT
TEAM’S PROFILE
(continued)

Mr. Foo Loke Yean


Chief Executive Officer of Doe Industries Sdn Bhd

Mr. Foo Loke Yean (“Robert Foo”), aged 57, male, a Malaysian, is a Graduate Member of The Chartered Institute of Marketing
and Institute of Commercial Management, United Kingdom. After graduating he continued to pursue Advance Diploma in
Business and Management from West Glamorgan Institute of Higher Education, Wales, United Kingdom. Currently, he is a
member of Risk Management Committee of the holding company, C.I. Holdings Berhad.
Prior to joining Doe Industries Sdn Bhd [197701005750 (36788-T)] (“Doe”) in July 2001, he was with Hume Industries Berhad
– Concrete Division as Sales Manager from 1990 to 2001. He has 26 years’ experience in Building Material Industry.
He joined Doe in 2001 as Sales Manager later promoted in 2007 to General Manager – Sales and Marketing and
subsequently in August 2009 was promoted to Chief Executive Officer of Doe Group of Companies. He is overall in charge
of the Operation and Business Development of Tap ware and Sanitary Ware Division.
He has no directorships in other public companies and listed issuers. He does not have any family relationship with any
Director and/or major shareholder of the Company and there is no business arrangement with the Company in which he has
personal interest.
Other than traffic offences, Mr. Robert Foo does not have any convictions for offences within the past 5 years and particulars
of any public sanction or penalty imposed by the relevant regulatory bodies during the financial year, if any.

ANNUAL REPORT 2022


12 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

MANAGEMENT
DISCUSSION AND ANALYSIS
Overview Of Group’s Business And Operations

Company Profile
The Group is divided into two main divisions, being the Edible Oil Products Division and the Tap and Sanitary Ware Division.
The Edible Oil Products Division focuses on exporting vegetable-based edible oil and fat products in consumer pack form, while
the Tap and Sanitary Ware Division is generally involved in the trading and distribution of sanitary ware and tap fittings to the
property development and retail markets.

Edible Oil Products Division


The Edible Oil Products Division consists of Continental Resources Sdn Bhd [198801006186 (173543-U)] (“CRSB”) and the
Palmtop Group (“Palmtop”).

CRSB has three (3) plants based in Banting, Klang equipped with twenty three (23) packing lines with a rated packing capacity of
348,000 metric tonnes of edible oils per annum and thirty seven (37) oil tanks with a total tankage capacity of 4,000 metric tonnes.

CRSB also has sixteen (16) Jerry-Can (“JC”) blow-moulding machines with a monthly production capacity of 1 million units of jerry
cans in various sizes, i.e., 3L, 5L, 10L, 18L, 20L & 25L. Eleven (11) JC machines at Plant 2 and five (5) JC machines at Plant 3.

As CRSB manufactures its own jerry cans packaging material, there are cost savings of between up to 5% in terms of costs incurred
for purchasing packing materials and their logistics costs. These savings are either shared with our customers or serve to improve
our selling margins. These high-quality jerry cans are packed with cooking oil and exported with very minimal rejections and
customer complaints. Thus, CRSB is in a more competitive position amongst its competitors in the industry to increase profitability
and market share.

Palmtop, in turn, operates two (2) packing plants in Pasir Gudang, Johor which comprises of Palmtop Vegeoil Products Sdn Bhd
[199301012218 (266956-P)], PNC Oil Factory (Malaysia) Sdn Bhd [199501042433 (371637-V)] and Continental Palms Pte Ltd,
a sales & marketing office based in Singapore. It has fifteen (15) packing lines with a rated packing capacity of 316,000 metric
tonnes of edible oils per annum and thirty seven (37) oil tanks with a total capacity of 4,500 metric tonnes.

Tap And Sanitary Ware Division


The Tap and Sanitary Ware Division currently has one (1) assembly and Quality Assurance (“QA”) plant in Senawang, Negeri
Sembilan. While the sales and marketing headquarters is located in Damansara Utama, Petaling Jaya, which also functions as
a distribution centre.

The division is committed to service and promote business partnerships with its retail outlets nationwide, leveraging Original
Equipment Manufacturer (“OEM”) partnerships with local and overseas brands and working closely with major developers and
government agencies to secure orders. It will also emphasise building materials to increase revenue and focus on stringent control
on quality for OEM/trading items. Under the respective brands, the division trades various types of building materials such as roof
tiles, wall and floor tiles, paint, kitchen appliances, precast concrete products and timber plywood through agents.

However, as the building materials industry is currently experiencing difficult times, there are plans to sell the Tap and Sanitary
Ware Division to any party that is keen to expand and tap into the hardware market totalling almost 1,000 dealers. The Group
will then channel all its effort and resources to further drive the edible oil business growth.

Vision
Our group strives to develop, enhance and create a comprehensive portfolio of consumer brands to enable the generation of
sustainable profit growth and reasonable investment returns to our shareholders.

Principal Activities Of Our Group


• Blending and packing of vegetable-based edible oils.
• Marketing, branding and merchandising of various consumer-packed edible oil products in the domestic and international market.
• Trading in a broad range of tap and sanitary ware products.

Key Markets
Asia (including Australasia), Africa and the Middle East regions.

Strategies In Creating Value


• Leveraging core competencies and areas of strategic advantages.
• Identifying compelling market opportunities by maintaining abreast of market developments and evolving customer needs.
• Offering a broad and compelling portfolio of products and brands tailored to customer needs/wants.
• Continual optimisation of business processes.
• Providing opportunities for growth and enrichment to our employees, our business partners and the communities in which we operate.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 13

MANAGEMENT
DISCUSSION AND ANALYSIS
(continued)

Highlights of the Group’s Financial Information for the Past 5 Financial Years

Financial (in RM’000)

2022 2021 2020 2019 2018

Revenue 4,046,102 3,144,549 2,572,493 2,272,914 2,602,701

Profit before Interest and Tax 128,897 127,873 63,584 45,934 58,395

Finance Costs (5,132) (6,796) (10,517) (12,640) (13,095)

Net Profit 119,360 116,090 45,311 27,074 45,034

Shareholders’ Funds 328,793 281,328 227,663 210,392 211,153

Total Assets 1,149,474 849,942 805,076 573,969 588,973

Borrowings 403,899 300,176 375,136 202,057 243,034

Debt/Equity (%) 123 107 165 96 115

Earnings per share (sen) 41.04 43.19 18.59 11.75 19.20

Net Assets per share (RM) 2.03 1.74 1.41 1.30 1.30

Dividend per share (sen) 12 12 10 8 10

Share Performance (RM)

2022 2021 2020 2019 2018

Year high 4.28 3.70 1.55 1.94 2.39

Year low 2.69 1.09 0.82 1.21 1.80

Year close 2.84 3.23 1.20 1.37 1.84

Market capitalisation
(as at financial year end) 460.0 million 523.3 million 194.4 million 221.94 million 298.08 million

Review Of Financial Results And Financial Condition

Revenue
The Group reported a significant increase in revenue of RM4.0 billion for the financial year ended 30 June 2022 (“FY2022”)
compared to the RM3.1 billion recorded in the preceding year’s financial year ended 30 June 2021 (“FY2021”) despite all the
ongoing uncertainties relating to the pandemic and unresolved global trade tensions.

This 29% increase in revenue was attributed to the over 50% increase in average olein prices despite the 12.7% drop in total
shipments of full container loads (“FCLs”) and the 6% strengthening of the USD against the RM.

Profit Before Tax (“PBT”) & Expenses (costs)


The Group’s PBT’s recorded a slight increase to RM123.77 million for the current year from RM121.08 million in the previous financial
year was mainly contributed by the significant increase in commodity prices and premium pricing brought on by high demand for
immediate delivery at market destinations. This is a result from reduced soft oil stocks and rising soyabean oil prices which widened
the premium to olein prices.

Operating expenses incurred an increase from the previous reporting period. This is predominantly due to lower margins, higher
realised and unrealised forex losses and higher expected credit loss on financial assets.

Finance costs decreased by 24% from RM6.8 million to RM5.1 million in the reporting period. This is mainly due to lower utilisation of
trade facilities as part of our efforts to control finance costs by paying cash for certain capital expenditure, wherever possible.

ANNUAL REPORT 2022


14 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

MANAGEMENT
DISCUSSION AND ANALYSIS
(continued)

Assets: Trade Receivables


Trade receivables increased by 36% from RM446.45 million to RM608.93 million or on average being outstanding from 52 days
to 55 days during the year. The slight increase is predominantly linked to higher sales over the reporting period which was also
affected by the various lockdowns at the customers’ market who faced some delays in remitting payment due to documentation
clearance delays at arrival ports.

Assets: Inventories
There was an increase in inventories by 52%, from RM72.22 million in the previous financial year to RM109.64 million. This is in
proportion to the higher revenue and higher commodity prices recorded in the financial year under review.

Assets: Cash And Bank Balances


The Group’s bank balances and deposits placed with licensed banks increased by 29%, from RM187.31 million to RM241.87
million. This was primarily due to higher proceeds arising from increased sales revenue made during the FY2022.

Liabilities: Trade And Other Payables


The Group’s trade and other payables increased 58% to RM286.0 million from RM181.29 million in FY2021. This is consistent
with the higher revenue recorded in the current financial year.

Capital Structure And Capital Resources


The Group remains prudent in maintaining a sound financial position to enable the execution of strategic objectives in creating
value over the coming years. The Group’s borrowings increased by 35%, from RM300.18 million to RM403.90 million during
the year. The Debt/Equity ratio of 107% reported as at 30 June 2021 increased to 123% as at 30 June 2022. Noteworthy to
mention that the debt was mainly for short term financing of no more than 90 days outstanding to purchase raw materials for sales.

Known Trends And Events


With the reopening of the economy as well as the National Recovery Plan being fully enforced. This has contributed to the
improvement of the nation’s economic activity.

The Group’s Edible Oil Products Division clocked in higher revenue with the global shortage of soft oil stocks which widened the
premium of olein prices. This came after Malaysia recorded higher exports when the world’s largest palm oil producer restricted
its palm oil exports due to several measures implemented plus the Russia-Ukraine war which disrupted the global supply chain of
sunflower oil, pushing up demand for palm oil as an alternative. Plus the average crude palm oil (“CPO”) price hiting a record
high of $1,800 per tonne in May 2022. This has undoubtedly benefited the Edible Oil Products Division in increasing sales
exports. As a result, most of our sales orders were done with immediate delivery contracts, which fetched premium pricing at
destination markets.

Malaysia’s Tap and Sanitary Ware market is expected to slow down over the forecast period. The sluggish building and
construction sectors has been severely affected due to the shortage of workers. The high prices for building materials caused
by increases in their basic material prices and higher freight and shipping costs have caused many contractors to renegotiate
their contracts with the property developers which have further delayed progress at sites. However, we still believe we can turn
around the division’s performance given our planned costs cutting measures coupled with the strong demand in the private housing
renovation, Do-It-Yourself (“DIY”) market as well as to the current Mass Rapid Transit (“MRT”) and Light Rail Transit (“LRT”) projects
which are ongoing albeit at a slow pace due to the unavailability of workers at site.

Despite all the challenges and uncertainties during the pandemic and now endemic phase, the Group is proud to state that we
have strived to protect the employees’ future by paying their full take-home salaries, annual bonuses and salary increments without
delay and with no pay cuts.

Review Of Operating Activities

Operating Activities
Despite these challenging times, the Group is satisfied with the current period’s performance. The Group’s Profit Before Interest
and Taxation of RM128.90 million did not differ much from the RM127.87 million recorded in the previous period. This is due
to improved gross profit margins due to favorable selling margins at destination markets as a result of the sharp increases in
prices which resulted in increased immediate delivery contracts. The higher margins and prices are thus less susceptible to price
negotiations with the customers.

Aside from that, there were no further significant developments in the operating activities during the financial year.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 15

MANAGEMENT
DISCUSSION AND ANALYSIS
(continued)

Anticipated Or Known Risks

Foreign Exchange Risk


The Group exports approximately 95% of its products worldwide each year, thereby increasing the risk of exposure to currency
exchange. However, this risk is mitigated by way of forward currency contracts, wherever possible.

Country Risk
To a large extent, financial performance is dependent on political, economic and regulatory environment in the importing
countries. Any adverse developments may result in default of contracts, collection problems leading to bad debts and possible loss
of market share. The Group thus closely monitor the situation on a weekly and at times on a daily basis of the importing countries
to identify, plan and execute counter measures to mitigate such risks.

Future Prospects

Possible Trend And Outlook


The Group will focus on its expansion plans for revenue growth for its edible oil operations and with smart partnership tie-up with
property developers for the tap-ware and sanitary ware divisions to enhance shareholders’ value.

The Edible Oil Products Division is focusing on expanding its customer base as it aspires to maintain a constant flow of reliable
customers from various markets. The Group is also striving towards achieving cost and operational efficiency in its daily operations.
This has resulted in CRSB undergoing a business model restructure which is expected to result in improved future earnings and
margins. Despite downward pressure on CPO prices, palm oil prices are likely to remain high in light of the tight overall edible
oils and fat supply internationally. At the same time, we are consistently focusing on improving margins for our own product
range, predominantly in our own palm olein house brands and non-oil products such as soap-related products, evaporated and
condensed milk and milk powder.

The Tap and Sanitary Ware Division aims to focus on transportation mega projects, healthcare and retail for better profitability.
The Government’s effort to improve intra city public transportation system provides an opportunity for the Division to expand its
market. Having supplied to MRT 2 and currently to LRT 3; these will strengthen the Division’s bid for the upcoming MRT 3 (31
stations) and the Bayan Lepas, Penang LRT (23 stations).

While increased construction of new hospitals and expansions during this endemic phase will provide growth for the Division’s
medical series tap wares and clinical series products. The Division’s good supply track record to hospitals nationwide, will be
an advantage when bidding for such projects. The Division is also investing more R&D efforts into developing products that are
suitable for the healthcare market to increase the profitability.

The retail industry for taps and sanitaryware is poised for better growth as consumers are getting more savvy in DIY skills at home.
The Division will be introducing products with the latest attractive designs and improving the packaging to enlarge this target
market. Online sales are also increasing from current registered portals such as Lazada and FB . The Division will be extending
its digital reach through other planned online sales portals as well. Besides targeting the end user, the Division is also offering
attractive packages to the retailers to increased revenue in the near future.

Dividend Policy
The Group has no dividend policy in place on the account of possible requirements of funds for future expansions and growth.

ANNUAL REPORT 2022


16 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

SUSTAINABILITY STATEMENT

Sustainability is an integral part of the Company and its subsidiaries’ (the “Group”) way of doing business and serves as a guiding coalition
to the decision making and development processes. The Group’s sustainability strategy is determined by the Board of directors, who
oversee corporate sustainability performance. The Group Managing Director oversees the implementation of the Group’s sustainability
approach and ensures that key targets are being met.

The Sustainability Statement outlines the overview of our sustainability practices and performance for the financial year ended 30 June
2022. This includes corporate governance, upholding stakeholders’ interests, promoting a safe, healthy, and harmonious working
environment for all our employees and contributing to the communities in which we operate. The Group recognises the importance of
embedding sustainability into the core strategy and its business operations as a source of competitive advantage to minimise risks as
well as to take advantage of business opportunities.

As the implications of COVID-19 reshape global economies and disrupt businesses, the need for a more comprehensive sustainability
strategy has never been more critical to our collective future. Sustainability offers an opportunity to drive top line economic and
social growth while maintaining long-term competitive advantage by ensuring minimal environmental impact. The Group’s sustainability
framework is focused on the evaluation of the economic, environmental and social risks and opportunities coexistent with the Group’s
corporate governance framework and corporate social responsibilities in line with Bursa Malaysia Securities Berhad’s Sustainability
Reporting Guide.

Materiality
The Group identifies and prioritises the sustainability issues that matter most to the business and stakeholders. An issue is material if two
conditions are met. Firstly, it impacts the business in terms of growth, cost, risks and/or trust. Secondly, it is important to the stakeholders
such as customers, employees, governments, investors, non-governmental organisations (“NGOs”) and suppliers.

In determining if an issue is material, the Group also considers if it is aligned with the Group’s Mission and Vision. The Group uses the
materiality assessment to identify priority sustainability issues across the value chain in ensuring the sustainability and continuity of our
business and reporting on the issues of most interest.

Economic, Environmental And Social (“EES”) Impacts


The Group acknowledges its impacts on the economic conditions of the stakeholders and on economic systems at local, national and
global levels, its impact on living and non-living natural systems, including land, air, water and ecosystems, as well as the impacts the
Group has on the social systems within which it operates.

The Group has developed a list of relevant issues, based on the engagements with internal and external stakeholders. Among others,
the stakeholders considered in the development of the list were:

• Internal – Board of Directors, Group Managing Director, the management and employees.
• External – regulators and government authorities, suppliers, customers, NGOs, shareholders (retail and institutional) and community

Since then, the Group has established an ongoing process whereby emerging concerns raised by stakeholders during any engagement
will be documented and updated in the list.

Outcome Of The Materiality Assessment


The Sustainability Statement describes the Group’s performance based on key non-financial metrics and highlights areas where
sustainability management and processes could be strengthened. This provides a basis for us to continually improve our reporting to
better meet our stakeholders’ expectations.

The findings of the assessment have been plotted in the materiality matrix below based on their EES impact to the Group’s business, and
against their importance to both internal and external stakeholders.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 17

SUSTAINABILITY STATEMENT
(continued)

The assessment yielded 9 material topics, (i) business strategy, (ii) product responsibility, (iii) occupational safety and health, (iv) customers,
(v) supply chain, (vi) environment, (vii) Governance and Ethics, (viii) employees and (ix) local community.

Business Strategy
The Group believes that the most vital part of a business lies within its core strategy. To ensure the smooth running of our operations and
adequate access to financing, we maintain strong relationships with our business partners, suppliers, and relevant authorities.

The Group’s revenues are highly dependent on export sales; therefore, it is important we acknowledge that any lower export sales due
to competitive pricing abroad will impact the bottom line and erode market share. In an effort to reduce costs and improve margins, the
Group constantly seeks to secure competitively priced materials.

Product Responsibility
Customer satisfaction is the Group’s number one priority. We are committed to providing products that meet all regulatory, safety, and
quality standards in order to fulfil our customers’ requirements while ensuring that our suppliers share the same philosophy. Quality
management systems have been implemented to monitor and control the processes from planning and development to production and
after-sales service to comply with all stipulated standards.

The Group’s Edible Oil Products division continuously ensures that it conforms to the various food and quality standards imposed by the
respective Government agencies and licensing bodies in Malaysia and the importing countries. It also adheres to the stringent food
and quality standards set by its customers.

ANNUAL REPORT 2022


18 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

SUSTAINABILITY STATEMENT
(continued)

The Group has been awarded various accreditations shown below:

Certifications and Accreditations


Edible Oil Products Division Tap and Sanitary Ware Division

ISO 22000 Malaysian Standard MS1184:2014


Good Manufacturing Practices (“GMP”) British Standard BS EN 200:2008
Hazard Analysis and Critical Control Points (“HACCP”) Malaysian Standards MS795
HALAL MS1522
KOSHER MS147
MeSTI MS2578
Phytosanitary Certifications BS EN 1213:2000
MS 2545:2014
Malaysian Water-Efficiency Product Labelling Scheme
(“MWEPLS”)

These certifications set out procedures to ensure that the products are safe for consumption.

In addition, to promote the growth and use of sustainable oil palm products through credible global standards and engagement of
stakeholders, the Edible Oil Products Division has become a member of the Roundtable on Sustainable Palm Oil (“RSPO”).

Occupational Safety And Health


All workers, regardless of their occupation or how they are engaged, have the right to a healthy and safe working environment; and
secondly well-designed, healthy and safe work will allow workers to have more productive working lives. The known risks include health
hazards of an unconducive working environment, old machinery, inadequate facilities, oil spillage, and dust, resulting in accidental
injuries, health issues, and fire hazards. As the Group relies heavily on humans and machinery in the plants, any untoward fire incident
may result in the loss of life, injuries, and damage to the machinery.

The health and safety of our employees, partners, and local communities have always been a top priority. All employees must
participate in safety training and exercises to establish a satisfactory level of performance. We make sure that the importance of training
is understood by all employees while ensuring that the safety training is regularly updated to create a safe and secure workplace. This
includes regular morning briefings to production workers, regular inspections on safety equipment, and regular maintenance of the
machinery and facilities. Annual inspections by the fire department are performed to assess and mitigate potential fire and life-safety
hazards. The Group is also adequately insured to minimise any economic impact “loss” in the case of an unfortunate event.

The Health and Safety Committee is tasked to ensure a safe and healthy working environment. Safety policies have been prepared
and are being effectively implemented. The health and safety officer is certified by the National Institute of Occupational Safety and
Health (“NIOSH”). The committee has also undergone the Chemical Health Risk Assessment (“CHRA”), the Noise Mapping, the Medical
Exposure Monitoring, and the audiometric tests according to Occupational Safety and Health Act (“OSHA”) 1994.

The Group did not receive any penalties related to occupational health and safety from relevant authorities in the current reporting year.
There were also no workplace fatality cases reported in the Group.

As Malaysia starts its recovery from COVID-19, most organisations are returning to work. Health, safety and wellbeing cannot be taken
for granted. In the ‘New Normal’, the Group has formulated plans around emerging risks to ensure the health and safety of the Group’s
stakeholders, primarily our employees, supply chain and customers. We have considered what a COVID-safe workplace looks like and
how it can be effectively managed. This has been proven successful upon minimisation of our employees’ risk exposure to COVID-19.

The Group has focused its efforts on prompt and clear communication on the strict and effective Standard Operating Procedures (“SOP”)
and best practices as recommended by the Ministry of Health and the World Health Organisation to employees. Workplace exposure
is also monitored, particularly with the mandated wearing of face masks and the increased frequency of cleaning and sanitisation of
premises. All foreign workers’ living quarters and accommodations are COVID-19 compliant and are being regularly inspected by the
Malaysia’s Ministry of Health. This is consistent with Majlis Perbandaran officials and the National Security Council (“NSC”) directives.
As a result, the Group has been allowed to operate without any closure notice since the pandemic arose. This further emphasises the
commitment of our team as well as cooperation of all parties amongst our operational factories.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 19

SUSTAINABILITY STATEMENT
(continued)

Customers
The main customers of the Group are based abroad. It is evident that the Group’s businesses are highly likely to be jeopardised in the
case of any political or economic instability from the importing countries. The critical sustainability issues identified in this category are
non-payment and default of contracts, foreign exchange risks, and the shortage of USD currency in the importing countries.

To mitigate such risks, the Group continuously monitors the customers’ credit performance and deploys hedging instruments such as
foreign currency forward contracts to cover incoming remittances from the sales contracts. The Group is also becoming less dependent
on sales from any particular countries or regions by spreading sales exposures across many countries and areas to diversify, reduce
and minimise the potential financial impact.

Supply Chain
The Group will face the risk of a production halt if the materials supplies cease to arrive, incur extra costs in terms of overtime, delay
delivery to port (special service request/SSR) and short ship (delays to next shipment).

To mitigate supply chain disruptions risk, the Group monitors the suppliers’ credit limits, credit terms and stock’s availability on a daily
basis. The Group also maintains good rapport with all suppliers to ensure smooth day-to-day operations which may disrupt production
schedules and deliveries. During this endemic period, it is inevitable that there will be the risk of supply shortages and the Group realises
the importance of engaging a few suppliers and is taking strong precaution to not overly rely on a few suppliers for the delivery of its
raw materials.

Environment
The Group actively minimises its business operations’ impact on the environment and manages them in the following areas; raw material
and energy utilisation, waste management, and supply chain optimisation.

The Group has implemented an ongoing product wastage elimination program. We practice product and packaging design optimisation
to reduce raw material wastage and utilisation while also specifying into recycled packaging products. The Group also aims to conserve
energy and production inputs through optimisation of its production processes. All waste management programs are consistent with the
regulations outlined by the Department of Environment.

The Group also promotes its extensive range of water conservation products to help its customers conserve water and energy, which
conform to Malaysia’s Green Building Index (“GBI”) and Singapore’s Water Efficiency Labelling Scheme (“WELS”).

On the supply chain management front, the Group prioritises ISO 14000 (Environmental Management System; EMS) certified suppliers.

The Group’s edible oil products division has also implemented the appropriate procedures to minimise production wastage. Oil
leakages resulting from dented tins, jerry cans, and spoilt PET bottles are rejected and sent to the rework area. The salvaged oil spillage
is then transferred into a dedicated bullet tank and subsequently filtered into a storage tank. Subsequently, any remaining oil spillage will
then flow into the drain and will eventually be collected by the oil trap system and disposed-off only as sludge oil to approved buyers.

Additionally, recyclable items such as rejected jerry cans, PET bottles, plastics, shrink wraps, caps, inserts, carton boxes, and wooden
pallets are then sent to the disposal area for collection by approved buyers and sold as scrap items.

Governance & Ethics


Significant to the Group are its corporate governance and ethics. Directors and company officers play an essential role in establishing
and maintaining the standard of a company’s corporate governance. It is the driver of the operations and performance of a company.
The code of conduct and ethics sets out the Group’s business values and practices whereby the Group takes on the highest ethical
integrity and accountability while maintaining transparency in conducting our business operations. We have a zero-tolerance approach
to any corrupt practices and any other manifestations of dishonest and unethical business practices. There is a whistle-blowing policy
which provides the rights and protection for whistle-blowers to identify and call out misconduct, suspected violation and breaches of
the law.

The Group has also established and enforced the Anti-bribery and Corruption (“ABC”) Policy to create awareness and prevent
corruption cases from occurring. Workshops have been conducted with the Group’s subsidiaries on the Provision on Corporate Liability
(amendment of Section 17A) under the Malaysian Anti-Corruption Commission Act 2009. The purpose of the provision is to criminalise
an organisation if any associated person commits corrupt practices. All complaints are investigated, and such breaches may lead to
disciplinary measures, including dismissal. There were zero recorded cases of corruption as defined under the Provision for the current
reporting year.

A Code of Conduct and Ethics, Whistle Blowing Policy and ABC Policy are included in both our employee handbooks and on our
website —www.cih.com.my— sets out the standards of conduct and personal behaviour which our directors and employees are
required to observe. This is to ensure that the Group’s commitment is upheld.

ANNUAL REPORT 2022


20 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

SUSTAINABILITY STATEMENT
(continued)

Important to the Group and its stakeholders are the accuracy, transparency and timeliness of financial reporting to assist in efficient
decision making. The Group reports its financial performance on a consolidated basis. It engages its stakeholders regularly through
quarterly results announcements and investor updates to keep our shareholders and the investment community updated. The Group’s
financial and operational information can be found on our website, www.cih.com.my.

Employee
The Group recognises its employees as its greatest assets being a major contributor towards achieving the Group’s vision. Consistent with
Malaysia Employment Act 1955 and their collective agreements, the Group prioritises employees’ welfare and personal development
by providing all employees with a rewarding, healthy, safe, and fair workplace. There are no breaches of these regulations for the
current reporting year.

All potential candidates are provided equal employment opportunities to be part of the Group. The Group commits to upholding strong
corporate values and we do not practice discrimination in gender, age, race, religion, culture, or nationality in our recruitment process.
An inclusive workplace is where we acknowledge and respect diversity. We are committed in creating an inclusive environment where
everyone belongs, is valued and is respected. Together we deliver greater outcomes in growing holistically to evolve into a bigger, more
dynamic organization. Chart below shows:

The Group offers their employees a range of benefits. These include an inclusive workplace as well as competitive salaries alongside
benefit packages. Having an employee retention strategy plays a vital role in both attracting and retaining key employees, as well
as in reducing turnover especially in local general workers, resulting in disruption of operations, loss of productivity, and increases in
production costs.

The earlier pandemic had severely impacted many industries in the country with the outbreak of new variants with many companies
implementing cost saving measures including but not limited to salary reductions, no-pay leave, job cuts, or other drastic measures.
However, the Group is proud to announce that we are committed to protect the employees’ future by paying their total take-home
salaries, annual bonuses and salary increments without delay, with no pay cuts whilst not resorting to any employee lay-offs.

This has been consistently demonstrated with excellent cooperation and teamwork between management and employees. As anxiety
about the future intensified, the group fosters to maintain high employee morale during such challenging times. It is important to remember
that the Group assured job security to all its employees.

Local Community
Making a proactive contribution to our communities and wider society has always been fundamental to the Group and the way
we do business. We are a socially aware organisation, continually looking to create shared values including improving the quality
and wellbeing of society. This is embedded within our core values, identity, and culture. Initiatives include sponsorship programs,
philanthropic activity and donation campaigns.

To us, a responsible firm creates positive impact on local community. Year after year, we are dedicated to contributing to society in the
best possible way. We are constantly seeking ways to improve and deepen the impacts of our corporate social responsibility, across all
aspects of our business. We care about the general welfare of the community; this includes promoting water conservation and proper
disposal of industrial waste into common drainage to preserve the surrounding environment.

The Group fulfil its responsibilities to the local community through corporate giving initiatives. We are committed to supporting our
community, making positive contributions through our donations. In January and March 2022, via our Edible Oil Products Division,
we donated 10,087 bottles of 1-liter cooking oil to Taman Maluri community hall in conjunction with the “Bantuan Prihatin
Titiwangsa” programme.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 21

SUSTAINABILITY STATEMENT
(continued)

Our commitment to creating a positive impact begins with commitment to driving societal impact through contributing to a sustainable
and prosperous future for our local community. Many charities and not for profit (“NFP”) organisations face challenges associated with
funding. Yayasan Bena Nusa, who have been actively assisting the poverty-stricken communities since 2011 and particularly so during
this tough pandemic/endemic time received a combined total of RM255,000 donations in April 2022. Of the RM255,000 donation,
RM250,000 was given to the poor and underprivileged area while the remaining RM5,000 was channelled to distribute warm cooked
Iftar (Breaking fast) meals to individuals, who rely on Iftar food donations to break their fast during the month of Ramadhan.

This past year has been uniquely challenging and as our Group, people and community emerge, we are committed to building a
better normal. In April 2022, RM10,000 was donated to Yayasan Ehsan Seputeh to help provide immediate relief to 150 individuals
impacted by the COVID-19 pandemic.

Conclusion
The Group aspires to be a responsible corporation that contributes towards the nation’s agenda for sustainable development. Our
enthusiasm and commitment have enabled us to progress forward this year and we will continue to embed sustainability into our business
strategy, making it inherent within our Group’s culture.

As we further align our decisions and policies, we will be better equipped to meet the challenges of today and those of the future.
We are confident that our people, processes and values will meet these demands, and that we will deliver beyond expectations in the
coming years.

ANNUAL REPORT 2022


22 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
The Board of Directors (the “Board”) of C.I. Holdings Berhad (“CIH” or “the Company”) is committed in ensuring that the Company
and its subsidiaries (the “Group”) practise a high standard of corporate governance in discharging its responsibilities to enhance
shareholders’ value and financial position of the Group.

The Board continues to review its existing corporate governance practices and policies throughout the Group in ensuring full application
of key corporate governance principles as set out in the Malaysian Code on Corporate Governance 2021 (“MCCG”).

This statement which is made pursuant to paragraph 15.25 of the Main Market Listing Requirements (“Listing Requirements”) of Bursa
Malaysia Securities Berhad (“Bursa Securities”), sets out the manner in which the Group has applied the principles and recommendations
of MCCG. It must be read together with the Corporate Governance Report published on CIH’s website at www.cih.com.my.

Principle A : Board Leadership And Effectiveness

I. Board Responsibilities
The Board is cognizant of its responsibilities by ensuring proper control of the economics and financial management of the
Company and validates the strategic directions proposed by the Management for implementation.

The Board acts in the best interests of CIH, honestly, fairly and diligently and in accordance with the duties and obligations
imposed upon it by Constitution of the Company and the law.

The Board also serves as a panel to provide effective guidance on the assessment of principal risks and the appropriate
systems to manage these risks, as well as to review the adequacy and integrity of the Company’s internal control system in
safeguarding shareholder interests and the Company’s assets.

The Board’s role and responsibilities include but are not limited to the following:

• Setting and reviewing the objectives, goals and strategic plans for the Group with a view to maximising shareholders’ value.
• Adopting and monitoring progress of the Company’s strategies, budgets, plans and policies.
• Overseeing the conduct of the Group’s businesses to evaluate whether the businesses are properly managed.
• Identifying principal risks of the Group and ensuring the implementation of appropriate systems to mitigate and manage
these risks.
• Considering Management’s recommendations on key issues including acquisitions, divestments, restructuring, funding and
significant capital expenditure.
• Implementing succession planning for senior management.
• Reviewing the adequacy and integrity of the Group’s internal control systems and management information systems.

To ensure the effective discharge of its functions and responsibilities, the Board has in place, business authority limits which sets
out relevant matters which the Board has delegated to the Management Team led by the Group Managing Director (“GMD”).
These authority limits are reviewed and revised as and when required, to ensure an optimum structure for efficient and effective
decision-making in the Group.

There is a schedule of matters reserved specifically for the Board’s decision, including the conflict of interest issues relating to
a substantial shareholder or a Director, material acquisitions and disposition of assets not in the ordinary course of business,
investments in Capital projects, authority levels, treasury policies, risk management policies as well as key human resource
issues. The Executive Directors and the Management are tasked to ensure compliance with this. These authority limits are
reviewed and revised as and when required, to ensure an optimum structure for efficient and effective decision-making in the
Group. The Business Authority Limits for all the subsidiaries were last reviewed and updated on 21 September 2016 with the
approval from the Board.

It is also the Directors’ responsibility to declare to the Board whether they have any potential or actual conflict of interest in
any transactions or in any contract or proposed contract with the Company or any of its related companies. Where issues
involve conflict of interest, the Directors will abstain from discussion and voting on the matters as well as abstain from any other
decision making process in relation to these transactions.

The Board delegates certain responsibilities to the Board Committees, all of which operate within defined terms of reference.

The roles of the Chairman and GMD remain separate and distinct. The Chairman plays an important leadership role and is
responsible for:

• Leading the Board in setting the values and standards of the Company;
• Maintaining a relationship of trust with and between the Executive and Non-Executive Directors;
• Ensuring the provision of accurate, timely and clear information to Directors;
• Ensuring effective communication with shareholders and relevant stakeholders;
• Arranging regular evaluation of the performance of the Board, its Committees and individual Directors; and
• Facilitating the effective contribution of Non-Executive Directors and ensuring constructive relations be maintained between
Executive and Non-Executive Directors.
ANNUAL REPORT 2022
C.I. HOLDINGS BERHAD 197801000889 (37918-A) 23

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(continued)

The Chairman, in consultation with the GMD and the Company Secretaries, sets the agenda for Board meetings and ensures
that all relevant issues are on the agenda. He ensures that all Directors are properly briefed on issues arising at Board meetings,
sufficient time is allowed for the discussion of complex or contentious issues and, where appropriate, arranging for informal
meetings beforehand to enable thorough preparation for the Board discussion, the issues discussed are forward looking and
concentrates on strategy, every Board resolution is put to vote to ensure the will of the majority prevails and that all Executive
Directors look beyond their executive functions and accept their full share of responsibilities on governance.

The Company is committed to the highest standards of ethics and business conduct and has set in place a Code of Conduct
which governs employees conduct and behaviour in carrying out their duties and responsibilities in the day-to-day business
operations. The Code of Conduct outlines minimum standards expected of employees in dealing with conflicts of interest, supplier
relationships, interests in competitors, external businesses or activities, transactions with the Company, use of the Company’s
property or information, disclosure of information, personal or romantic relationships, laws and regulations, condonation,
business records, illegal or questionable payments and supplier obligations.

The Board Charter was last revised and updated on 23 August 2022 to be in line with MCCG and Listing Requirements, sets
out inter alia, the roles and responsibilities of the Board and Board Committees, the procedures for convening Board meetings,
financial reporting, investor relations and shareholder communication. The Charter which serves as a source of reference for
Directors, will be reviewed and updated periodically in accordance with the needs of the Company and any new regulations
that may have an impact on the discharge of the Board’s responsibilities. The Charter includes a standalone Fit and Proper
Policy which had been put in place to be in line with the Listing Requirements.

The Board Charter and Fit and Proper Policy are made available for reference at the Company’s website at www.cih.com.my/
investor-relations/corporate-governance.

An Employee Handbook, which was adopted by the Group includes the Employee’s Code of Conduct and Whistleblowing
Policy, which is intended to cover protection for staff who raise concerns in relation to irregular and unlawful practices.

In addition to the Code of Conduct, a Whistle Blowing Policy has been put in place. The existence of the whistle blower policy
provides a mechanism and offers protection for employees to report matters such as financial malpractice or impropriety or
fraud, failure to comply with legal obligations or statutes, dangers to health and safety or the environment, criminal activity,
improper conduct or unethical behaviour or any attempts to conceal any of the above. The protection of the employee who
report breaches and non-compliances is in line with the Public Interest Disclosure Act which came into effect in 1999. The policy
is disseminated to subsidiaries and is available for access by employees.

This policy is designed to enable employees of the Company to raise concerns internally and at a high level and to disclose
information which the individual believes shows malpractice or impropriety. This policy is intended to cover concerns which
are in the public interest and may at least initially be investigated separately but might then lead to the invocation of other
procedures e.g. disciplinary. These concerns could include:

• Financial malpractice or impropriety or fraud


• Failure to comply with a legal obligation or Statutes
• Dangers to Health and safety or the environment
• Criminal activity
• Improper conduct or unethical behaviour
• Attempts to conceal any of these

The employees are guided by the Whistleblowing Policy when relying any information in relation to the abovementioned in
writing to designated persons stated in the said policy. Upon receipt of report made together with available evidence, the
investigator is tasked to investigate and take all reasonable steps to ensure that investigations regarding the report and disclosure
are carried out fairly, unbiased and with due regards to the principles of nature justice. The investigator will report the outcome
of the investigation to the GMD or Chairman.

In addition, subsequent to the introduction of Corporate Liability Provision for bribery and corruption under Section 17A of the
Malaysian Anti-Corruption Commission Act 2009 (“MACC Act”), the Board has in 28 May 2020 approved the adoption
of the Anti-Bribery and Corruption (“ABC”) Policy which sets out the policies and procedures towards compliance with the
MACC Act. The ABC Policy will be reviewed periodically to assess its effectiveness, and in any event, at least once every
three (3) years.

The details of the ABC Policy and Whistleblowing Policy are available on the Company’s website at www.cih.com.my/
investor-relations/corporate-governance.

The Board members have full access to the two (2) Companies Secretaries, both are professionally qualified, who play an
advisory role to the Board in relation to the Company’s Constitution, Board’s policies and procedures as well as compliance
with the relevant guidelines, regulatory and statutory requirements, corporate governance and best practices.

ANNUAL REPORT 2022


24 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(continued)

The Company Secretaries are also responsible in organising and attending all Board and Committee Meetings, ensuring
adherence to board policies and procedures and that all statutory records are well maintained at the registered office of the
Company. The Company Secretaries also ensures that the deliberations and decisions made at the Board and Committee
Meetings are well captured and minuted.

II. Board Composition


CIH is led and managed by a competent Board comprising members with vast experience in the fields relevant to the
Company. The breadth and depth of the Board skills are vital for the successful stewardship of CIH’s strategic direction and
operations to maximise shareholder value. Besides having an extensive knowledge and expertise in the real estate investment
and property development, the Board possesses a good mix of skills in business strategies, management, finance, economics,
legal and human resources.

As at 30 June 2022, the Board has ten (10) members, comprising one (1) Executive Director and nine (9) Non-Executive
Directors, of which four (4) of the Non-Executive Directors are Independent Directors, four (4) are Non-Independent Non-
Executive Directors and one (1) Alternate Director. This complies with the Listing Requirements of at least two (2) or one-third
(1/3) of the Board to be independent.

During the financial year ended 30 June 2022, six (6) Board meetings were held to review the Group’s operations, to approve
the quarterly financial results, year-end financial statements and other matters such as the business plan, the direction of the
Group, new investment and business proposals. A summary of the attendance of each Director at the Board meetings held
during the financial year under review is as follows:-

No. of Board
Directors Designation
Meetings Attended

Chairman, Non-Independent
Datuk Seri Johari Bin Abdul Ghani 6/6
Non-Executive Director

Megat Joha Bin Megat Abdul Rahman Group Managing Director 6/6

Datin Mariam Prudence Binti Yusof Non-Independent Non-Executive Director 6/6

Lee Cheang Mei Non-Independent Non-Executive Director 6/6

Dato’ Sukumaran s/o Ramasamy Non-Independent Non-Executive Director 6/6

Nor Hishammuddin Bin Dato’ Mohd Nordin Senior Independent Non-Executive Director 6/6

Teh Bee Tein Independent Non-Executive Director 6/6

Kasinathan a/l Tulasi Independent Non-Executive Director 6/6

Datuk Haji Ariffin Bin Imat Independent Non-Executive Director 4/6

Fung Heen Choon


Non-Independent Non-Executive Director 6/6
(Alternate Director to Lee Cheang Mei)

The Independent Directors provide independent judgment, objectivity and check and balance on the Board. This is to protect
the interests of shareholders, employees, various other stakeholders and the communities where the Company operates.

The Board takes cognisant of the recommendation to have gender diversity on the Board and will through its Nomination
Committee (“NC”) take steps to ensure that women candidates are sought as part of its recruitment exercise. Currently, the
Company has three (3) women directors achieving its target of at least 30% of women participation on the Board.

In maintaining the effectiveness of the Board and the independence of Independent Directors, the Board through its NC
performs annual assessment in order to review that the Board as a whole and to ensure that individual director performed
effectively in discharging their functions and duties as well as to mitigate risks arising from conflict of interests or undue influence
affecting their independence. The assessment is conducted via the Assessment Sheet for each of the Board and the Independent
Directors of the Company. The assessment on independence serves as a form of attestation by the Independent Directors that
they are able to exercise independent judgment, impartiality and objectivity in the best interest of the Company.

In determining the succession planning for the members of the Board, the NC ensures that each nominated candidate has
comprehensive job description covering experience, qualifications and core competencies required of a director and taking
into account the existing skills and expertise of the Board and the anticipated time commitment required before recommending
the appointment as Director to the Board for approval.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 25

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(continued)

Succession planning for the GMD, Executive Directors, Chief Executive Officer of the Group and key management personnel is
deliberated on by the NC and thereafter makes necessary recommendation to the Board for their consideration and approval.

Whilst succession planning for other Senior Management positions is determined by a structured process led by the Human
Resource Department and endorsed by the GMD of the Company, Executive Directors and/or Chief Executive Officer of
the subsidiaries.

The Board, with the support from Company Secretaries would assessed the training needs of each director. The Directors of the
Company attended and participated in various trainings, seminars and forums organised either externally or internally by the
Company in areas of finance, tax, accounting and regulatory updates. Members of the Board constantly, on their own initiatives
update themselves on the development of the aforesaid by way of reading related literatures and publications on the same.

Some of the development and training programmes attended by Directors for the financial year ended 30 June 2022 were
as follows:

Directors Training Programme Organiser Date

Environment, Social and


Governance (ESG) In-house 29 March 2022
Datuk Seri Johari Bin - Terminology, Principles and Structure.
Abdul Ghani
MIA Conference 2022: Malaysian Institution of
- Leading ESG, Charting Sustainability. Accountants (“MIA”) 8-9 June 2022

BDO Tax Budget Webinar 2021. BDO Tax Services


Sdn Bhd 10 November 2021

SC’s Audit Oversight Board (“AOB”) Securities Commission


Megat Joha Bin Conversation with Audit Committees. (“SC”) 6 December 2021
Megat Abdul Rahman
Environment, Social and
Governance (ESG) In-house 29 March 2022
- Terminology, Principles and Structure.

MFT104: AMLA-Risk-Based Approach CHK


(RBA) for the Purpose of Anti-Money Consultancy
Laundering and Countering the Financing 11 August 2021
Sdn Bhd
Datin Mariam Prudence of Terrorism. (“CHK”)
Binti Yusof
MFT003: How 5G Going to Change
the World. CHK 20 August 2021

Technical Training Program of Palm Oil


Dato’ Sukumaran Usage in Food Malaysia Palm Oil Board
7-8 June 2022
s/o Ramasamy - Quality, Food Safety and Nutrition. (“MPOB”)

Nor Hishammuddin MSWG Webinar: Minority Shareholders


Practical Forensics Investigation. Watch Group (“MSWG”) 30 June 2022
Bin Mohd Nordin

SC’s Audit Oversight Board (“AOB”)


Conversation with Audit Committees SC 7 April 2022
Teh Bee Tein
MIA Conference 2022:
MIA 8-9 June 2022
- Leading ESG, Charting Sustainability.

ANNUAL REPORT 2022


26 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(continued)

Directors Training Programme Organiser Date

MIRA Webinar:
- SC Guidelines on Conduct of Directors Malaysian Investor Relations
and Implications to both the Directors Association Berhad 23 September 2021
and Management. (“MIRA”)
Kasinathan a/l Tulasi
Environment, Social and
Governance (ESG) In-house 29 March 2022
- Terminology, Principles and Structure.

MIRA Webinar:
Datuk Haji Ariffin - SC Guidelines on Conduct of Directors
MIRA 23 September 2022
Bin Imat and Implications to both the Directors
and Management.

Technical Training Program of


Lee Cheang Mei Palm Oil Usage in Food MPOB 8 June 2022
- Quality, Food Safety and Nutrition.

III. Remuneration
The Board believes in a competitive and transparent remuneration framework that supports the Directors’ and Senior Management’s
responsibilities and fiduciary duties in managing the Group to achieve its long term objective and enhance stakeholders’ value.

The remuneration of Directors is determined at levels which enable the Company to attract and retain Directors with the relevant
experience and expertise to govern the Group effectively. In the case of Executive Directors, the remuneration is structured to
link rewards to corporate and individual performance based on key performance indicators. For Non-Executive Directors, the
level of remuneration reflects their experience and level of responsibilities.

Non-Executive Directors
Defined Other
Contribution Emoluments/ Benefits
Salary/Fees Bonus Total
Name Plan – EPF Allowances In-Kind
(RM’000) (RM’000) (RM’000)
(RM’000) (RM’000) (RM’000)

Datuk Seri Johari Bin


50 - - 2298 1 2349
Abdul Ghani

Datin Mariam Prudence Binti Yusof 35 - - 12 - 47

Teh Bee Tein 35 - - 37 1 73

Nor Hishammuddin Bin Dato’


35 - - 32 - 67
Mohd Nordin

Kasinathan a/l Tulasi 35 - - 22 - 57

Datuk Haji Ariffin Bin Imat 35 - - 12 - 47

Total 225 - - 2413 2 2640



ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 27

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(continued)

Executive Directors
Defined Other
Benefits
Salary/Fees Bonus Contribution Emoluments/ Total
Name In-Kind
(RM’000) (RM’000) Plan – EPF1 Allowances (RM’000)
(RM’000)
(RM’000) (RM’000)

Megat Joha Bin Megat


876 204 122 50 32 1,284
Abdul Rahman

Lee Cheang Mei 750 175 86 - 32 1,043

Fung Heen Choon 750 175 86 - 21 1,032

Dato’ Sukumaran s/o Ramasamy 2,474 5,534 305 - - 8,313

Total 4,850 6,088 599 50 85 11,672

1 Inclusive of Company’s contribution to employee provident fund and social security organisation contribution.

² Bonus for the financial year ended 30 June 2022 inclusive of employee provident fund.

* Ms. Lee Cheang Mei, Mr. Fung Heen Choon and Dato’ Sukumaran s/o Ramasamy are executive directors of the subsidiaries
and their remuneration are paid out of such subsidiaries.

The remuneration (including salary, bonus, allowances, benefits-in-kind and other emoluments) of top five (5) key Senior
Management personnel on a named basis during the financial year in bands of RM50,000 are set out below:-

Range of Remuneration Key Senior Management


Baharuddin Bin Basirun
RM600,000 – RM650,000
(Chief Operating Officer of Continental Resources Sdn Bhd)
Azlan Bin Ahmad
RM550,000 – RM600,000
(Head-Corporate and Legal Affairs)
Azril Akmar Bin Attan Akmar
RM500,000 – RM550,000 (Chief Executive Officer of Continental Resources Sdn Bhd)

Chaw Pei Yee


RM450,000 – RM500,000 (Senior Manager-Finance and Administration)

Foo Loke Yean


RM300,000 – RM350,000 (Chief Executive Officer of Doe Industries Sdn Bhd)

The disclosures on Practise 7.1 to 7.3 and 8.2 of the MCCG are disclosed in the Corporate Governance Report.

ANNUAL REPORT 2022


28 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(continued)

Principle B : Effective Audit And Risk Management

I. Audit Committee
The Audit Committee (“AC”) comprises three (3) members, all of whom are Non-Executive Directors and is chaired by and
Independent Non-Executive Director. They are:-

Members Designation

Teh Bee Tein (MIA 3454)


Chairman
Independent Non-Executive Director

Nor Hishammuddin Bin Dato’ Mohd Nordin


Member
Senior Independent Non-Executive Director

Kasinathan a/l Tulasi


Member
Independent Non-Executive Director

The role of the AC is to support the Board in overseeing the processes for production of the financial data, review the financial
reports and the internal control of the Group.

The Chairman of the AC is not the Chairman of the Board ensuring that the impairment of objectivity of the Board’s review of the
AC findings and recommendations remain intact. The AC assesses the performance (including independence) and recommends
to the Board annually the appointment or re-appointment of the External Auditors guided by the factors as prescribed under
Paragraph 15.21 of the Listing Requirements of Bursa Securities. The External Auditors confirmed that they are and have been
independent throughout the conduct of the audit engagement in accordance with the independence criteria set out by the
Malaysian Institute of Accountants. The Audit partner in-charge of a public listed company would be rotated (within the audit
firm) every seven (7) years to ensure independence of audit.

The composition of the AC is reviewed by the NC annually and recommended to the Board for approval. In safeguarding an
independent and effective AC whilst taking guidance from the MCCG, the membership for AC consists at least one (1) member
who is financially literate and possesses appropriate level of expertise, experience and strong understanding of the Group’s
business.

The AC had met with the external auditors twice during the financial year ended 30 June 2022 without the presence of the
Management to discuss any key areas or issues which require the attention of the AC and Board. All members of the AC
undertake continuous professional development to keep themselves abreast with the relevant developments in accounting and
auditing standards, practices and rules.

The Terms of Reference of AC sets out its rights, duties, responsibilities and criteria on the composition of AC, which includes
former key audit partner of the Group to observe cooling-off period of at least two (2) years before being able to be appointed
as member of AC.

The Board, with the recommendations of the AC, will ensure that all quarterly announcements and annual reports present a
balanced and understandable assessment of the Group’s financial position and prospect.

The detailed roles, functions, responsibilities and summary of work done by the AC during the financial year ended 30 June
2022 are as set out in the AC Report of this Annual Report.

II. Risk Management and Internal Control Framework


The Board understands that the ultimate responsibility for ensuring a sound internal control systems which provides reasonable
assurance on the effectiveness and efficiency of the systems lies with the Board. The Group’s internal control system is crafted
to manage the risks to achieve Company’s objectives aside from safeguarding the stakeholder’s interest and the Group’s asset.

The internal audit function of the Group is performed in-house and reports to the AC directly in order to ensure that the
independence of the Internal Audit Department is preserved.

The details of the Risk Management and Internal Control Framework are set out in the Statement on Internal Control and Risk
Management of the Annual Report.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 29

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(continued)

III. Internal Audit


The internal audit function is performed in-house whose primary responsibility is to assure the Board, through the AC, that the
internal control systems are functioning as intended.

In providing this assurance, the Internal Audit Department carries out regular audit activities in accordance with its annual audit
plan to review the adequacy and integrity of internal control systems and to identify opportunities for improvement in operational
efficiency. The AC reports to the Board on its activities, significant audit results or findings and necessary recommendations or
actions needed to be taken by management to rectify those issues.

The internal audit function adopts a risk-based approach and prepares its audit plans based on significant risks identified.
The internal audit provides an assessment of the adequacy, efficiency and effectiveness of the Group’s existing internal control
policies and procedures and provides recommendations, if any, for the improvement of the control policies and procedures.
The results of the audit reviews are presented and discussed during the AC meetings. Management is responsible for ensuring
that the necessary corrective actions on reported weaknesses are taken within the required time frame. The action plans
are reviewed and followed up by the internal audit function on a periodical basis to ensure the recommendations are
effectively implemented.

The internal audit plan for each financial year will be approved by the AC and stipulates, amongst others, the internal auditors’
role, scope and authority, organisation status and reporting structure, independence and objectivity and responsibilities.

The Board acknowledges that risk management is an integral part of good governance. Risk is inherent in all business activities.
It is however, not the Group’s objective to eliminate risk totally but to provide structural means to identify, prioritise and mitigate
the risks involved in all the Group’s activities and to balance between the cost and benefits of managing and treating risks, and
the anticipated returns that will be derived therefrom.

Principle C : Integrity In Corporate Reporting And Meaningful Relationship With Stakeholders

I. Communication with Stakeholders


The Board acknowledges the need for shareholders to be informed of all material business matters of the Company.
Announcements to Bursa Securities are made on significant developments and matters of the Group. Financial results are
released on a quarterly basis to provide shareholders with a regular overview of the Group’s performance. The Corporate
Communication Department of the Company also arranges press interviews and briefings, and releases press announcements
to provide information on the Group’s business activities, performance and major developments, as and when necessary.

In addition to published annual report and quarterly results announced to Bursa Securities, the Company has a website at
www.cih.com.my from which investors and shareholders can access for information about the Group. Any enquiries may be
directed to this email address, [email protected].

While the Company endeavours to provide as much information as possible to its shareholders and stakeholders, it is mindful
of the legal and regulatory framework governing the release of material and price-sensitive information.

II. Conduct of General Meetings


The Company’s general meetings serve as a forum for dialogue and interaction with shareholders. Notice of the Annual
General Meeting (“AGM”) and Annual Report are sent to the shareholders at least 28 days before the date of the meeting.
The Board has ensured each item of special business included in the notice of meeting is accompanied by an explanatory
statement on the effects of the proposed resolution.

Notices of general meetings with sufficient information of business to be dealt with thereat are also published in one national
newspaper to provide for wider dissemination of such notice to encourage shareholder participation. At the general meetings,
shareholders have direct access to the Board and are encouraged to participate in the question and answer session.

Resolutions will be voted by way of poll as required under the Listing Requirements of Bursa Securities, and the Company
will make an announcement on the detailed results to Bursa Securities.

In order to help the effort of the Government of Malaysia to curb the spread of coronavirus disease (“COVID-19”) in year
2021, the Group had on 27 October 2021 successfully conducted its Forty-Third AGM entirely via remote participation and
electronic voting. This is in accordance to Section 327 of the Companies Act 2016 and the Constitution of the Company
which allows for General Meetings to be held using any technology or electronic means.

In facilitating greater participation by shareholders at AGMs of the Company, CIH will continue to explore possible means
of leveraging the technology such as to conduct general meetings using electronic communication devices and appointment
of proxy via electronic means as stated in the Company’s Constitution.

This Corporate Governance Statement was approved by the Board of CIH on 23 August 2022.

ANNUAL REPORT 2022


30 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

AUDIT
COMMITTEE REPORT
The Board of Directors (“the Board”) is pleased to present the Audit Committee Report and its activities held throughout the financial
year ended 30 June 2022 in compliance with Paragraph 15.15 of the Main Market Listing Requirements (“Listing Requirements”)
of Bursa Malaysia Securities Berhad (“Bursa Securities”).

1. Members Of The Audit Committee


The Audit Committee (“AC”) currently comprises the following members, all of which are Independent Non-Executive Directors.
In accordance with corporate governance best practice, the AC Chairman has the necessary accounting and finance
qualification. A summary of their respective attendance at the AC meetings held during the financial year are as follows:-

Members No. of Meetings Attended Percentage (%)

Teh Bee Tein (MIA 3454) – Chairman


5/5 100.0%
Independent Non-Executive Director

Nor Hishammuddin Bin Dato’ Mohd Nordin – Member


5/5 100.0%
Senior Independent Non-Executive Director

Kasinathan a/l Tulasi – Member


5/5 100.0%
Independent Non-Executive Director

The AC held five (5) meetings during the financial year ended 30 June 2022. The Group Managing Director and the Head
of Internal Audit attended the AC meetings upon invitation. Other senior management personnel of the Group also attended
the meetings upon invitation by the AC, as and when necessary. The Company’s external auditors attended three (3) meetings
during the financial year where they were invited to discuss matters relating to the statutory audit. They were also given the
opportunity to raise areas of concern without the presence of the Management.

The Chairman of the AC undertakes a continuing process of engagement with the senior executives of the Company and the Group
as well as the external auditors so that the AC is kept up-to-date with all important issues affecting the Company and the Group.

During the year, the AC members attended conferences, seminars and training programmes relevant to their roles
and responsibilities.

The AC has the authority to examine specific issues and report to the Board with its recommendation. The final decision on all
matters, however, lies with the entire Board of the Company.

2. Terms Of Reference
The Terms of Reference of the AC are aligned with the Listing Requirements of Bursa Securities, recommendations of the
Malaysian Code on Corporate Governance 2021 (“MCCG”) and relevant best practices. Necessary revisions will be made
to the Terms of Reference to be in line with the amendments of the Listing Requirements of Bursa Securities.

The Terms of Reference of the AC was last reviewed and updated on 23 August 2022 and is made available on the Company’s
corporate website at www.cih.com.my/investor-relations/corporate-governance.

3. Activities Of The AC
In discharging its duties and responsibilities, the AC had undertaken the following activities and work during the year:-

Financial And Operations Review


(a) Reviewed the quarterly financial results and annual audited financial statements of the Company.

The AC is delegated with the responsibility to ensure that the Group’s statutory accounts are fairly stated and conform to
the relevant regulations and acceptable accounting standards.

The AC focuses particularly on changes in or implementation of major accounting policies, significant and other legal
requirements before recommending them for approval by the Board for announcement to Bursa Securities.

In review of the annual audited financial statements, the AC had discussed with Management and the External Auditors
the accounting principles and standards and the judgements of the items that may affect the financial statements as well as
issues and reservation arising from the statutory audit.

(b) Reviewed the application of corporate governance principles and the extent of the Group’s compliance with the
recommendations set out in the MCCG in conjunction with the preparation of the Corporate Governance and Risk
Management and Internal Control Statements.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 31

AUDIT
COMMITTEE REPORT
(continued)

(c) Pursuant to Sections 131 and 132 of the Companies Act, 2016, a Company may only make a distribution to shareholders
out of profits of the company if the company is solvent.

In this regard, the AC considered the quantum and cash flow impact of dividend payment. The AC reviewed the Statement
of Assets and Liabilities as well as Cash Flow Statement to ensure that the Company meets the solvency requirements before
the distribution of profits was recommended to the Board for approval.

(d) Reviewed the Transparency Report 2020 by Messrs BDO PLT and noted that the requirements of the said report include (1)
audit firm’s legal and governance structure; (2) measures taken by the audit firm to uphold audit quality and manage risks;
and (3) Audit Quality Indicators over a 3-year period.

The AC also took note that the assessment of the competence, audit quality and resource capacity of the external auditors
in relation to the audit and the information presented in the Transparency Report should also be considered in guiding the
decisions on the appointment and re-appointment of the external auditors as set out under Guidance 9.3 of MCCG 2021.

External Audit
(a) Reviewed the independence status and performance of the External Auditors for the financial year ended 30 June 2021.

The AC carried out an annual assessment on the performance of External Auditors covering areas such as calibre, quality
processes, audit team, audit scope, audit communication, audit governance and independence as well as the audit fees
of the External Auditors.

The AC also ensured that the Company obtained written assurance from the External Auditors confirming their independence
throughout their term of engagement for the financial year.

Having satisfied with the independence, suitability and performance of Messrs BDO PLT, the AC recommended to the
Board for approval of the re-appointment of Messrs BDO PLT as External Auditors for the ensuing financial year end of 30
June 2022 at its meeting held last year on 25 August 2021.

(b) Discussed and considered the significant accounting adjustments and auditing issues arising from the interim audit as well
as the final audit with the External Auditors.

During the year under review, the AC had two (2) independent meetings with the External Auditors without the presence of
Management to discuss any problems/issues arising from the final audit and the assistance given by the employees during
the course of audit by External Auditors. The AC was pleased to report that there was no significant matter of disagreement
that arose between the External Auditors and Management.

(c) Reviewed the External Auditors’ audit plan for the financial year end of 30 June 2022, outlining the audit scope, methodology
and timetable, audit materiality, areas of focus, fraud consideration and the risk of management override and also the new
and revised auditors reporting standards.

(d) Reviewed all non-audit services to be performed by the External Auditors to reinforce the independence and objectivity of
the External Auditors.

Internal Audit
(a) Reviewed the Internal Audit Reports and Follow-up Audit Reports on the Company and the Group during the financial
year under review and the audit findings and recommendations to improve any weaknesses or non-compliance and the
respective Management’s responses thereto, particularly on the following:
• Edible Oils Stock Process Review.
• Edible Oils Margin Review.

Through the follow-up reports from Internal Auditors, the AC was able to ensure that the Management’s action plan on
outstanding issues and that all key risks and control weaknesses were properly addressed and implemented.

(b) Reviewed and approved the Internal Audit Plan for financial year ended 30 June 2022 and Internal Audit Plan for financial
year ending 30 June 2023 to ensure that the scope and coverage of the internal audit on the operations of the Group is
adequate and comprehensive and that all the risk areas are audited annually.

Related Party Transactions


The AC reviewed all related party transactions entered into by the Company and the Group, if any to ensure that such
transactions are undertaken on normal commercial terms and that internal control procedures employed are both sufficient
and effective.

ANNUAL REPORT 2022


32 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

AUDIT
COMMITTEE REPORT
(continued)

4. Internal Audit Function


The internal audit function of the Group is performed in-house and reports to the AC. The internal audit function acts independently
on the activities and operations of other operating units. Its principal role is to undertake independent, regular and systematic
reviews of the internal control system so as to provide reasonable assurance that the system continues to operate satisfactorily
and effectively. The costs incurred for the internal audit function in respect of the financial year ended 30 June 2022 was
RM495,500 (financial year ended 30 June 2021: RM489,000).

A summary of the internal audit cost is as follows:

Cost Category RM (‘000) Percentage (%) of Total Cost

Manpower 474,320 95.73

Travelling (inclusive of accommodation) 21,180 4.27

Total 495,500 100.00

During the financial year under review, the internal auditors reviewed and assessed the operational procedures and effectiveness
of internal control on all the subsidiaries of the Group. Compliance tests had also been conducted to ascertain the extent of
compliance with control procedures and guidelines.

The Group Internal Audit undertakes internal audit function based on the internal audit plan. Other than the scheduled
reviews, the Group Internal Audit may undertake special assignments outside the normal scope of its daily activities. Findings
and recommendations for improvement as well as Management’s response were presented to the AC and the Board for
further deliberation.

During the year under review, the AC had three (3) meetings with the Internal Auditors to discuss the Internal Audit Reports. During
the internal audit process, there were no material internal control failures or significant issues discovered during the financial year
under review.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 33

STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL
1. Introduction
This Statement on Risk Management and Internal Control is made in accordance with paragraph 15.26 (b) of Bursa Malaysia
Securities Berhad Listing Requirements and the Statement on Risk Management and Internal Control: Guidelines for Directors of
Listed Issuers, which requires Directors of listed companies to include a statement in their annual reports on the state of their risk
management and internal controls.

The Board of Directors (the “Board”) of C.I. Holdings Berhad is pleased to present the Statement on Risk Management and
Internal Control of the Group for the financial year ended 30 June 2022.

2. The Board’s Responsibility


The Board acknowledges its overall responsibility to maintain a sound system of internal controls and effective risk management
practices in the Group to safeguard shareholders’ investment and the Group’s assets. The Board continuously ensures the
adequacy and integrity of the overall internal control system for the Group.

There are two (2) committees at Board level that support the Board in its risk management and internal control responsibilities:

• Risk Management Committee (“RMC”) which is tasked with overseeing the Group’s risk management and compliance
aspect of the Group; and
• Audit Committee (“AC”) which is tasked with assessing the risk and internal control environment and overseeing financial
reporting, including the internal and external audit.

These committees are empowered by clearly established and approved terms of references in the above-mentioned responsibilities.
Accordingly, the Board is committed to the development and maintenance of an effective risk management framework and
internal control system to safeguard the shareholders’ investments and the Group’s assets.

However, due to the limitations that are inherent in risk management framework and internal control system, the Board recognises
that such systems are designed to manage rather than to eliminate the risk of failure to achieve the Group’s business objectives
and therefore, the system by its nature can only provide reasonable assurance but not absolute assurance against material
misstatement, operational failures, loss or fraud. The concept of reasonable assurance recognises that the cost of control
procedures should not exceed the expected benefits.

3. Risk Management
The Group has a formal risk management framework, which enables the management and the Board to share a common model
for the effective communication and evaluation of all principal risks and controls. The Risk Framework covers a broad variety of
risks, including but not limited to business continuity issues, governance issues, financial issues and operational issues.

The Risk Management Committee (“RMC”) comprises seven (7) members, out of which three (3) are appointed representatives
from the Board, two (2) of which are Independent Non-Executive Directors. The Chairman of the RMC is an Independent Non-
Executive Director. The others are representatives from the various operating subsidiaries. The roles and responsibilities of the
RMC include the following:

(a) To formalise the Group’s Risk Management Policy including objectives, strategy and scope of risk management activities as
well as to ensure the strategy, framework and methodology have been implemented and consistently applied.
(b) To ensure that a well-structured and systematic process exists for the comprehensive identification, assessment and
management of risks faced by the Group.
(c) To ensure that risk management process and culture are embedded throughout the Group.
(d) To ensure that appropriate reporting and feedback are received from management and reporting to the Board on the
Group’s risk profile and any major changes to the risk profile.

A Risk Coordinator was appointed to administer the Risk Management Framework. Under the Risk Management Framework,
risk identification is a line management responsibility, whereby an employee shall recognise and identify the risk arises to the
Risk Owner who is a named individual accountable for all aspects of the risk including assessment, evaluation, monitoring and
reporting. For each risk, we determine the risk source and subsequently determine the cause for each risk, then the consequence
is ascertained and the risk is then classified into either controllable, preventive or inherent. Risk that has been identified and
assessed is categorised broadly under one of the following categories:

• Governance
• Business
• Operational
• Information
• Financial

ANNUAL REPORT 2022


34 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL
(continued)

Risk assessment is an exercise of evaluating risk by considering the likelihood and impact in order to ascertain its relevance
to the business and efficacy of current treatment. The Risk Owner is responsible for the assessment of risk exposure within the
business operations which involves identifying the range of options for treating risk including accepting, mitigating, spreading,
transferring, avoiding or monitoring the risk. Appropriate risk treatment plans are then prepared after assessing each option
followed by implementation of those plans. All the above mentioned are recorded and updated in the Risk Register which is then
used to develop a risk profile for each company.

The Risk Coordinator works in conjunction with the management of each subsidiary to work through the Risk Management
Framework and updates the Risk Register. The results of this exercise are then reported to the RMC, which meets on a half yearly
basis. The RMC reviews and discusses the risk profiles of the various subsidiaries, taking special note of any changes and
developments, the existing controls, action plans in place to manage the risks and any further actions necessary. The RMC then
reports to the Board on a half yearly basis.

In addition, the Group Managing Director and/or Executive Director conduct meetings with senior management of
subsidiaries within the Group on a monthly basis. Amongst others, the key risks facing the respective subsidiaries are discussed
and monitored

Furthermore, the Board has assigned to the Audit Committee the duty of reviewing and monitoring the effectiveness of the
Group’s internal control system, a critical element of effective risk management.

4. Internal Audit Function


The Group has an internal audit function whose primary responsibility is to assure the Board, through the Audit Committee, that
the internal control systems are functioning as intended. In providing this assurance, the Internal Audit Department carries out
regular audit activities in accordance with its annual audit plan to review the adequacy and integrity of internal control systems
and to identify opportunities for improvement in operational efficiency. A comprehensive Audit Report is produced to highlight
audit findings and provide recommendations to Management for comments and action. A follow-up audit would be carried out
to monitor status of completion and compliance to agreed action plan. The Audit Committee reports to the Board on its activities,
significant audit results or findings and necessary recommendations or actions needed to be taken by management to rectify
those issues.

The Internal Auditors perform their tasks in accordance to International Standards for the Professional Practice of Internal Auditing
issued by The Institute of Internal Auditors Malaysia, which apply and uphold the following principles and rules of conduct:

• Integrity
• Objectivity
• Confidentiality
• Competency

5. Other Key Elements Of Internal Control


The Board has put in place other internal control measures including:

(a) An organisation structure with key responsibilities clearly defined for the Board, committees of the Board and the executive
management of the Group’s operating business units.
(b) Authorisation limits established to provide a functional framework of authority for approving expenditures.
(c) Monthly reporting of operating business unit’s performance.
(d) The Board’s review of quarterly reports on each operating business unit.
(e) The human resources function that coordinates the employees’ training and development programmes as well as occupational
health and safety programmes at all levels to enhance competency, work quality, ability and safety.
(f) An enterprise business application software which incorporates several in-built system controls, where upgrades/updates
are implemented when necessary, to assist the management in achieving various internal control objectives.
(g) Data and internal technology policy such as E-mail & Internet Access Policy and System & Data Security Policy. In addition,
the Group has also put in place a back-up system and disaster recovery plan.
(h) The clear documentation and regular review of policies and procedures regulating financial and operating activities.
(i) The comprehensive Employee Handbook and Code of Conduct is in place to ensure employees observe prescribed
standard of business ethics when conducting themselves at work and in their relationship with external parties.
(j) A Whistle Blowing Policy is in place to help ensure conformance to the guidelines set out in the Employee Handbook and
Code of Conduct by enabling the employees of the Company to raise concerns in a responsible and effective manner. The
Whistle Blowing Policy covers concerns such as; financial malpractice or impropriety or fraud, failure to comply with legal
obligations or statutes, dangers to health and safety or the environment, criminal activity, improper conduct or unethical
behaviour or any attempts to conceal any of the above. In addition, the policy outlines safeguards for the whistle blower
including protection and confidentiality. Furthermore, the process for making a disclosure and the process of investigating
an allegation are also outlined in the policy.
(k) Task force unit had been established for specific activities such as disposal of old stocks and promotion of special range
launches for Doe group of companies.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 35

STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL
(continued)

(l) Management of individual subsidiaries and business divisions are continuously assessing for risks within their business
environment and formulate mitigating strategies and/or corrective actions to minimise risks.
(m) An Anti-Bribery and Corruption (“ABC”) Policy was implemented and made effective on 28 May 2020. This policy
is implemented based on the “Guideline on Adequate Procedures” [Governance, Integrity and Anti-Corruption Centre
(GIACC) Guideline]. The Guidelines, which were issued pursuant to Section 17A(5) of the Malaysian Anti-Corruption
Commission Act 2009 (“MACC Act”), set out adequate procedures a commercial organisational needs to put in place as
a defense to a corporate liability charge under the MACC Act.

CIH has adopted and tailored the ABC Policy based on the baseline practices, processes and procedures that the MACC
has clustered the building blocks to having adequate procedures behind five principles:

T = Top Level Commitment


R = Risk Assessment
U = Undertake Control Measures
S = Systematic Review, Monitoring and Enforcement
T = Training and Communication

The Group’s ABC Policy provides guidance to its personnel concerning methods in dealing with improper solicitation,
bribery and other corrupt activities that may arise in its business affairs. This policy acts as a legal defense for the
Group against any criminal liabilities in case of any corrupt practices of its employees and/or any person associated
with the Group.

6. Conclusion
Based on the observations and reports provided to the Board for financial year under review, the Board is of the opinion that
the risk management and internal control that is in place is adequate and effective to safeguard the interest of the Group’s
shareholders, their investments and the Group’s assets.

During the financial year under review, there was no major breakdown in internal controls that caused any material loss. The
Management has taken the necessary measure to improve the risk management and internal control system by continuously
reviewing, monitoring and considering all risks faced by the Group to ensure that the risks are within acceptable levels within
the Group’s business objectives.

ANNUAL REPORT 2022


36 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

DIRECTORS’
RESPONSIBILITY STATEMENT
For The Audited Financial Statements

The Directors are required by the Companies Act, 2016 (“CA”) to prepare financial statements for each financial year which have
been made out in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards, and the
requirements of the CA in Malaysia and the Main Market Listing Requirements of Bursa Malaysia Securities Berhad.

The Directors are responsible to ensure that the financial statements give a true and fair view of the state of affairs of the Group
and of the Company as at the end of the financial year and of the results and cash flows of the Group and of the Company for the
financial year.

In preparing the financial statements, the Directors have:

• Adopted appropriate accounting policies and applied them consistently;


• Made judgements and estimates that are reasonable and prudent; and
• Prepared financial statements on a going concern basis as the Directors have reasonable expectation, having made enquiries,
that the Group and Company have adequate resources to continue in operational existence for the foreseeable future.

The Directors acknowledge the responsibility for ensuring that the Company keeps accounting records which disclose with reasonable
accuracy the financial position of the Group and of the Company and which enable them to ensure that the financial statements
comply with the CA and applicable approved accounting standards.

The Directors have overall responsibilities for taking such steps as are reasonably open to them to safeguard the assets of the Group
to prevent and detect fraud and other irregularities.

ANNUAL REPORT 2022


Directors' Report And
Audited Financial Statements
Contents
38 Directors’ Report
42 Statement By Directors
42 Statutory Declaration
43 Independent Auditors’ Report
46 Statements Of Financial Position
48 Statements Of Profit Or Loss and Other Comprehensive Income
49 Consolidated Statement Of Changes In Equity
50 Statement Of Changes In Equity
51 Statements Of Cash Flows
53 Notes To The Financial Statements
38 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

DIRECTORS’ REPORT

The Directors have pleasure in submitting their report and the audited financial statements of the Group and of the Company for the
financial year ended 30 June 2022.

Principal Activities
The principal activities of the Company are that of investment holding and the provision of management services to its subsidiaries.
The principal activities and the details of the subsidiaries are set out in Note 8 to the financial statements. There have been no
significant changes in the nature of these activities during the financial year.

Results
Group Company
RM’000 RM’000

Profit for the financial year 119,360 47,223

Attributable to:
Owners of the parent 66,487 47,223
Non-controlling interests 52,873 –
119,360 47,223

Dividends
Dividends paid, declared or proposed since the end of the previous financial year was as follows:
Company
RM’000
In respect of financial year ended 30 June 2021:
Final dividend of 12.0 sen per ordinary share, paid on 11 November 2021 19,440

On 23 August 2022, the Board of Directors approved payment of a single tier dividend of 12.0 sen per ordinary share amounting
to RM19,440,000. The financial statements for the current financial year do not reflect this dividend.

Reserves And Provisions


There were no material transfers to or from reserves or provisions during the financial year.

Issue Of Shares And Debentures


The Company did not issue any new shares or debentures during the financial year.

Options Granted Over Unissued Shares


No options were granted to any person to take up unissued shares of the Company during the financial year.

Directors
The Directors who have held office during the financial year and up to date of this report are as follows:
C.I. Holdings Berhad
Datuk Seri Johari Bin Abdul Ghani
Megat Joha Bin Megat Abdul Rahman
Datin Mariam Prudence Binti Yusof
Dato’ Sukumaran s/o Ramasamy
Nor Hishammuddin Bin Dato’ Mohd Nordin
Teh Bee Tein
Kasinathan a/l Tulasi
Datuk Haji Ariffin Bin Imat
Lee Cheang Mei
Fung Heen Choon (Alternate Director to Lee Cheang Mei)

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 39

DIRECTORS’ REPORT
(continued)

Subsidiaries of C.I. Holdings Berhad (excluding those who are already listed above)
Amir Nashrin Bin Johari
Azlan Bin Ahmad
Azril Akmar Bin Attan Akmar (Appointed on 17 September 2021)
Chaw Pei Yee
Foo Loke Yean
Wong Lip Wai
Muhammad Razid Bin Sawall
Ramkrishna Ramier Sankara Raman

Directors’ Interests
The Directors holding office at the end of the financial year and their beneficial interests in ordinary shares of the Company and of
its related corporations during the financial year ended 30 June 2022 as recorded in the Register of Directors’ Shareholdings kept
by the Company under Section 59 of the Companies Act 2016 in Malaysia were as follows:

Number of ordinary shares


Balance at Balance at
1.7.2021 Bought Sold 30.6.2022

Shares in the Company

Direct interests:
Megat Joha Bin Megat Abdul Rahman 1,000,000 – – 1,000,000
Fung Heen Choon 10,557,900 – – 10,557,900
Lee Cheang Mei 11,055,700 – – 11,055,700
Dato’ Sukumaran s/o Ramasamy 3,159,200 391,500 – 3,550,700

Indirect interests:
Datuk Seri Johari Bin Abdul Ghani 53,400,000 – – 53,400,000
Datin Mariam Prudence Binti Yusof 34,344,900 750,000 – 35,094,900
Teh Bee Tein 230,900 – – 230,900

Shares in a subsidiary
Palmtop Vegeoil Products Sdn. Bhd.

Direct interests:
Dato’ Sukumaran s/o Ramasamy 2,475,000 – – 2,475,000

By virtue of Section 8(4) of the Companies Act 2016 in Malaysia, Datuk Seri Johari Bin Abdul Ghani and Datin Mariam
Prudence Binti Yusof are also deemed to be interested in the ordinary shares of all the subsidiaries to the extent that the
Company has an interest.

None of the other Directors holding office at the end of the financial year held any interest in ordinary shares of the Company
and of its related corporations during the financial year.

ANNUAL REPORT 2022


40 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

DIRECTORS’ REPORT
(continued)

Directors’ Benefits
Since the end of the previous financial year, none of the Directors have received or become entitled to receive any benefit (other than
those benefits included in the aggregate amount of remuneration received or due and receivable by the Directors as shown in the
financial statements) by reason of a contract made by the Company or a related corporation with the Director or with a firm of which
the Director is a member, or with a company in which the Director has a substantial financial interest other than deemed benefits
arising from related party transactions as disclosed in Note 30 to the financial statements and remuneration received by certain
Directors as directors and officers of subsidiaries.

There were no arrangements during and at the end of the financial year, to which the Company is a party, which had the object of
enabling the Directors to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body
corporate.

Directors’ Remuneration
Fees and other benefits of the Directors who held for office during the financial year ended 30 June 2022 are as follows:

Group Company
RM’000 RM’000

Fees 375 225


Allowances 135 135
Salaries, bonus and other emoluments 13,118 1,070
Defined contribution plans 599 122
14,227 1,552

Indemnity And Insurance For Directors, Officers And Auditors


The Group and the Company effected Directors’ and Officers’ liability insurance during the financial year to protect the Directors and
the Officers of the Group and of the Company against potential costs and liabilities arising from claims brought against the Directors
and the Officers.

During the financial year, the total amount of indemnity coverage for the Directors and the Officers of the Group and of the Company
was RM10,000,000.

There were no indemnity given to or insurance effected for the Auditors of the Group and of the Company during the financial year.

Other Statutory Information Regarding The Group And The Company

I. As At The End Of The Financial Year


(a) Before the financial statements of the Group and of the Company were prepared, the Directors took reasonable steps:

(i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of provision
for doubtful debts and had satisfied themselves that all known bad debts had been written off and that adequate
provision had been made for doubtful debts; and
(ii) to ensure that any current assets other than debts, which were unlikely to realise their book values in the ordinary course
of business had been written down to their estimated realisable values.

(b) In the opinion of the Directors, the results of the operations of the Group and of the Company during the financial year have
not been substantially affected by any item, transaction or event of a material and unusual nature.

II. From The End Of The Financial Year To The Date Of This Report
(c) The Directors are not aware of any circumstances:

(i) which would render the amounts written off for bad debts or the amount of the provision for doubtful debts in the
financial statements of the Group and of the Company inadequate to any material extent;
(ii) which would render the values attributed to the current assets in the financial statements of the Group and of the
Company misleading; and
(iii) which have arisen which would render adherence to the existing method of valuation of assets or liabilities of the
Group and of the Company misleading or inappropriate.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 41

DIRECTORS’ REPORT
(continued)

Other Statutory Information Regarding The Group And The Company (continued)

II. From The End Of The Financial Year To The Date Of This Report (continued)
(d) In the opinion of the Directors:

(i) there has not arisen any item, transaction or event of a material and unusual nature likely to affect substantially the
results of the operations of the Group and of the Company for the financial year in which this report is made; and
(ii) no contingent or other liability has become enforceable, or is likely to become enforceable, within the period of twelve
(12) months after the end of the financial year which would or may affect the ability of the Group or of the Company
to meet their obligations as and when they fall due.

III. As At The Date Of This Report

(e) There are no charges on the assets of the Group and of the Company which have arisen since the end of the financial year
to secure the liabilities of any other person.

(f) There are no contingent liabilities of the Group and of the Company which have arisen since the end of the financial year.

(g) The Directors are not aware of any circumstances not otherwise dealt with in this report or the financial statements which
would render any amount stated in the financial statements of the Group and of the Company misleading.

Significant Event During The Financial Year


The significant event during the financial year is disclosed in Note 33 to the financial statements.

Auditors
The auditors, BDO PLT (201906000013 (LLP0018825-LCA) & AF 0206), have expressed their willingness to continue in office.

Auditors’ Remuneration
Auditors’ remuneration of the Group and the Company for the financial year ended 30 June 2022 were as follows:

Group Company
RM’000 RM’000

Statutory audit 383 71


Other services 13 13
396 84

Signed on behalf of the Board in accordance with a resolution of the Directors.

........................................................................... .............................................................................
Datuk Seri Johari Bin Abdul Ghani Megat Joha Bin Megat Abdul Rahman
Director Director

Kuala Lumpur
14 September 2022

ANNUAL REPORT 2022


42 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

STATEMENT BY DIRECTORS

In the opinion of the Directors, the financial statements set out on pages 46 to 98 have been drawn up in accordance with
Malaysian Financial Reporting Standards, International Financial Reporting Standards, and the provisions of the Companies Act
2016 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as at 30 June 2022
and of the financial performance and cash flows of the Group and of the Company for the financial year then ended.

On behalf of the Board,

............................................................................ .............................................................................
Datuk Seri Johari Bin Abdul Ghani Megat Joha Bin Megat Abdul Rahman
Director Director

Kuala Lumpur
14 September 2022

STATUTORY DECLARATION
I, Megat Joha Bin Megat Abdul Rahman, being the Director responsible for the financial management of C.I. Holdings Berhad,
do solemnly and sincerely declare that the financial statements set out on pages 46 to 98 are, to the best of my knowledge and
belief, correct and I make this solemn declaration conscientiously believing the same to be true and by virtue of the provisions of the
Statutory Declarations Act, 1960.

Subscribed and solemnly )


declared by the abovenamed at )
Kuala Lumpur this )
14 September 2022 ) Megat Joha Bin Megat Abdul Rahman

Before me:
Mardhiyyah Abdul Wahab (W729)
Commissioner for Oaths

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 43

INDEPENDENT AUDITORS’ REPORT


To The Members Of C.I. Holdings Berhad (Incorporated In Malaysia)

Report on the Audit of the Financial Statements

Opinion
We have audited the financial statements of C.I. Holdings Berhad, which comprise the statements of financial position as at 30
June 2022 of the Group and of the Company, and the statements of profit or loss and other comprehensive income, statements of
changes in equity and statements of cash flows of the Group and of the Company for the financial year then ended, and notes to
the financial statements, including a summary of significant accounting policies, as set out on pages 46 to 98.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Group and of
the Company as at 30 June 2022, and of their financial performance and their cash flows for the financial year then ended in
accordance with Malaysian Financial Reporting Standards (“MFRSs”), International Financial Reporting Standards (“IFRSs”) and the
requirements of the Companies Act 2016 in Malaysia.

Basis for Opinion


We conducted our audit in accordance with approved standards on auditing in Malaysia and International Standards on
Auditing (“ISAs”). Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of
the Financial Statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our opinion.

Independence and Other Ethical Responsibilities


We are independent of the Group and of the Company in accordance with the By-Laws (on Professional Ethics, Conduct and Practice)
of the Malaysian Institute of Accountants (“By-Laws”) and the International Ethics Standards Board for Accountants’ International Code
of Ethics for Professional Accountants (including International Independence Standards) (“IESBA Code”), and we have fulfilled our
other ethical responsibilities in accordance with the By-Laws and the IESBA Code.

Key Audit Matters


Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the Group and of the Company for the current year. These matters were addressed in the context of our audit of the
financial statements of the Group and of the Company as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.

Impairment of trade receivables


As at 30 June 2022, the carrying amount of trade receivables of the Group was RM608,926,000, as disclosed in Note 10 to the
financial statements.

We determined this to be key audit matter because it requires management to exercise significant judgement in assessing expected
credit losses, including determining the probability of default by trade receivables and appropriate forward-looking information.

Audit response
Our audit procedures performed included the following:

(i) understand management’s internal control and assessment process for impairment of trade receivables and assessed the inherent
risk of material misstatement by considering the degree of estimation uncertainty and level of other inherent risk factors associated
with this accounting estimate;
(ii) evaluated management’s assessment and explanations on the individually significant trade receivables that were past due as
at 30 June 2022 with reference to supporting evidence such as payment record of the customers; and
(iii) evaluated the appropriateness of expected credit loss allowance including examining correlation coefficient between the
macroeconomic indicators applied by the Group in calculating probability of default using historical data and forward-looking
information adjustment.

We have determined that there are no key audit matters to communicate in our auditors’ report in respect of the audit of the financial
statements of the Company.

Information Other than the Financial Statements and Auditors’ Report Thereon
The Directors of the Company are responsible for the other information. The other information comprises the information included in
the annual report, but does not include the financial statements of the Group and of the Company and our auditors’ report thereon.

Our opinion on the financial statements of the Group and of the Company does not cover the other information and we do not
express any form of assurance or conclusion thereon.

ANNUAL REPORT 2022


44 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

INDEPENDENT AUDITORS’ REPORT


To The Members Of C.I. Holdings Berhad (Incorporated In Malaysia)
(continued)

Information Other than the Financial Statements and Auditors’ Report Thereon (continued)
In connection with our audit of the financial statements of the Group and of the Company, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the financial statements of the
Group and of the Company or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required
to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Statements


The Directors of the Company are responsible for the preparation of financial statements of the Group and of the Company that give
a true and fair view in accordance with MFRSs, IFRSs and the requirements of the Companies Act 2016 in Malaysia. The Directors
are also responsible for such internal control as the Directors determine is necessary to enable the preparation of financial statements
of the Group and of the Company that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements of the Group and of the Company, the Directors are responsible for assessing the ability of
the Group and of the Company to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the Directors either intend to liquidate the Group or the Company or to cease
operations, or have no realistic alternative but to do so.

Auditors’ Responsibilities for the Audit of the Financial Statements


Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and of the Company as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with approved
standards on auditing in Malaysia and ISAs will always detect a material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with approved standards on auditing in Malaysia and International Standards on Auditing, we
exercise professional judgement and maintain professional scepticism throughout the audit. We also:

(a) Identify and assess the risks of material misstatement of the financial statements of the Group and of the Company, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or
the override of internal control.
(b) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in
the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Group
and of the Company.
(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the Directors.
(d) Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the
ability of the Group or of the Company to continue as a going concern. If we conclude that a material uncertainty exists, we
are required to draw attention in our auditors’ report to the related disclosures in the financial statements of the Group and of
the Company or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group or the Company
to cease to continue as a going concern.
(e) Evaluate the overall presentation, structure and content of the financial statements of the Group and of the Company, including
the disclosures, and whether the financial statements of the Group and of the Company represent the underlying transactions
and events in a manner that achieves fair presentation.
(f) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the
Group to express an opinion on the financial statements of the Group. We are responsible for the direction, supervision and
performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit
findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence,
and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and
where applicable, actions taken to eliminate threats or safeguards applied.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 45

INDEPENDENT AUDITORS’ REPORT


To The Members Of C.I. Holdings Berhad (Incorporated In Malaysia)
(continued)

Auditors’ Responsibilities for the Audit of the Financial Statements (continued)


From the matters communicated with the Directors, we determine those matters that were of most significance in the audit of the
financial statements of the Group and of the Company for the current year and are therefore the key audit matters. We describe
these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing
so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements


In accordance with the requirements of the Companies Act 2016 in Malaysia, we report that the subsidiaries of which we have not
acted as auditors, are disclosed in Note 8 to the financial statements.

Other Matters
This report is made solely to the members of the Company, as a body, in accordance with Section 266 of the Companies Act 2016
in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.

BDO PLT Rejeesh A/L Balasubramaniam


201906000013 (LLP0018825-LCA) & AF 0206 02895/08/2024 J
Chartered Accountants Chartered Accountant

Kuala Lumpur
14 September 2022

ANNUAL REPORT 2022


46 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

STATEMENTS OF FINANCIAL POSITION


As At 30 June 2022

Group Company
2022 2021 2022 2021
Note RM’000 RM’000 RM’000 RM’000

ASSETS
NON-CURRENT ASSETS
Property, plant and equipment 5 72,167 76,353 143 149
Right-of-use assets 6 15,450 18,791 1,032 1,615
Intangible assets 7 17,261 17,261 – –
Investments in subsidiaries 8 – – 54,500 54,500
Other investment 9 10 10 10 10
Trade and other receivables 10 – – – 2,151
104,888 112,415 55,685 58,425

CURRENT ASSETS
Trade and other receivables 10 667,618 466,190 535 1,594
Inventories 11 109,635 72,228 – –
Derivative financial assets 12 19,368 6,844 – –
Current tax assets 6,097 4,956 330 293
Cash and bank balances 13 241,868 187,309 107,453 76,817
1,044,586 737,527 108,318 78,704
TOTAL ASSETS 1,149,474 849,942 164,003 137,129

EQUITY AND LIABILITIES


Equity attributable to owners of the parent

Share capital 14 95,147 95,147 95,147 95,147


Reserves 15 233,646 186,181 66,752 38,969
328,793 281,328 161,899 134,116
Non-controlling interests 8(c) 85,596 74,146 – –
TOTAL EQUITY 414,389 355,474 161,899 134,116

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 47

STATEMENTS OF FINANCIAL POSITION


As At 30 June 2022
(continued)

Group Company
2022 2021 2022 2021
Note RM’000 RM’000 RM’000 RM’000

LIABILITIES
NON-CURRENT LIABILITIES
Borrowings 16 1,942 4,996 – –
Lease liabilities 6 4,555 5,690 465 1,047
Deferred tax liabilities 19 781 1,020 – –
Retirement benefit obligations 20 223 578 – –
7,501 12,284 465 1,047

CURRENT LIABILITIES
Trade and other payables 21 285,998 181,287 1,056 1,398
Derivative financial liabilities 12 36,674 2,848 – –
Borrowings 16 401,957 295,180 – –
Lease liabilities 6 1,592 1,959 583 568
Current tax liabilities 1,363 910 – –
727,584 482,184 1,639 1,966
TOTAL LIABILITIES 735,085 494,468 2,104 3,013
TOTAL EQUITY AND LIABILITIES 1,149,474 849,942 164,003 137,129

The accompanying notes form an integral part of the financial statements.

ANNUAL REPORT 2022


48 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

STATEMENTS OF PROFIT OR LOSS AND


OTHER COMPREHENSIVE INCOME
For The Financial Year Ended 30 June 2022

Group Company
2022 2021 2022 2021
Note RM’000 RM’000 RM’000 RM’000

Revenue 23 4,046,102 3,144,549 52,110 25,668


Cost of sales 24 (3,768,135) (2,966,432) – –

Gross profit 277,967 178,117 52,110 25,668


Other operating income 3,019 27,905 1,665 1,408
Selling and distribution costs (15,220) (15,322) – –
Administrative expenses (102,060) (61,367) (6,344) (6,623)
(Impairment losses)/Reversal of
impairment losses on financial assets, net (34,706) 782 (41) (45)
Other operating expenses (103) (2,242) – –
Finance costs (5,132) (6,796) (45) (59)

Profit before tax 25 123,765 121,077 47,345 20,349


Tax expense 26 (4,405) (4,987) (122) (105)
Profit for the financial year 119,360 116,090 47,223 20,244

Other comprehensive income/(loss) , net of tax:


Items that may be reclassified subsequently to
profit or loss
Gain/(Loss) on foreign currency translations 685 (168) – –
Total comprehensive income 120,045 115,922 47,223 20,244

Profit attributable to:


Owners of the parent 66,487 69,966 47,223 20,244
Non-controlling interests 52,873 46,124 – –
119,360 116,090 47,223 20,244

Total comprehensive income attributable to:


Owners of the parent 66,905 69,865 47,223 20,244
Non-controlling interests 53,140 46,057 – –
120,045 115,922 47,223 20,244

Earnings per ordinary share attributable to equity


holders of the Company (sen):
Basic 27 41.04 43.19

Diluted 27 41.04 43.19

The accompanying notes form an integral part of the financial statements.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 49

CONSOLIDATED STATEMENT OF
CHANGES IN EQUITY
For The Financial Year Ended 30 June 2022

Total
Exchange attributable Non-
translation Retained to owners of controlling Total
Share capital reserve earnings the parent interests equity
Group Note RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

As at 1 July 2021 95,147 55 186,126 281,328 74,146 355,474

Profit for the financial year – – 66,487 66,487 52,873 119,360


Other comperhensive
income, net of tax – 418 – 418 267 685
Total comprehensive income – 418 66,487 66,905 53,140 120,045

Transactions with owners

Dividend paid 28 – – (19,440) (19,440) – (19,440)


Dividend paid to
non-controlling interest
of a subsidiary 8(d) – – – – (41,690) (41,690)
As at 30 June 2022 95,147 473 233,173 328,793 85,596 414,389

As at 1 July 2020 95,147 156 132,360 227,663 40,134 267,797


Profit for the financial year – – 69,966 69,966 46,124 116,090
Other comperhensive
income, net of tax – (101) – (101) (67) (168)
Total comprehensive income – (101) 69,966 69,865 46,057 115,922

Transactions with owners

Dividend paid 28 – – (16,200) (16,200) – (16,200)


Dividend paid to
non-controlling interest
of a subsidiary 8(d) – – – – (12,045) (12,045)
As at 30 June 2021 95,147 55 186,126 281,328 74,146 355,474

The accompanying notes form an integral part of the financial statements.

ANNUAL REPORT 2022


50 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

STATEMENT OF CHANGES IN EQUITY


For The Financial Year Ended 30 June 2022

Share capital Retained earnings Total equity


Company Note RM’000 RM’000 RM’000

As at 1 July 2021 95,147 38,969 134,116

Profit for the financial year – 47,223 47,223


Other comprehensive income,
net of tax – – –
Total comprehensive income – 47,223 47,223

Transaction with owners

Dividend paid 28 – (19,440) (19,440)


As at 30 June 2022 95,147 66,752 161,899

As at 1 July 2020 95,147 34,925 130,072

Profit for the financial year – 20,244 20,244


Other comprehensive income,
net of tax – – –
Total comprehensive income – 20,244 20,244

Transaction with owners

Dividend paid 28 – (16,200) (16,200)


As at 30 June 2021 95,147 38,969 134,116

The accompanying notes form an integral part of the financial statements.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 51

STATEMENTS OF CASH FLOWS


For The Financial Year Ended 30 June 2022

Group Company
2022 2021 2022 2021
Note RM’000 RM’000 RM’000 RM’000

Cash Flows From Operating Activities

Profit before tax 123,765 121,077 47,345 20,349

Adjustments for:

Bad debts written off 103 252 – –


Depreciation of property, plant and equipment 5 9,202 8,888 38 25
Depreciation of right-of-use assets 6 3,595 4,406 583 582
Dividends income from a subsidiary 23 – – (48,510) (22,068)
Fair value adjustments on derivative instruments 12 21,302 (15,517) – –
Impairment losses on:
– trade and other receivables 10 34,989 12 – –
– amounts owing by subsidiaries 10 – – 44 45
Interest expense 5,132 6,796 45 59
Interest income (1,673) (1,555) (1,653) (1,407)
Inventories written off 11 – 5,086 – –
(Gain)/Loss on disposal of:
– property, plant and equipment 108 (334) – –
– right-of-use assets – (47) – –
Gain on termination of lease contracts (3) (1) – –
Property, plant and equipment written off 5 123 7 – –
Provision for retirement benefit obligations 20 (355) 162 – –
Reversal of impairment loss on trade and other receivables 10 (283) (794) – –
Unrealised (gain)/loss on foreign exchange 25 1,527 (827) – –

Operating profit/(loss) before changes in working capital 197,532 127,611 (2,108) (2,415)

Changes in working capital:


Inventories (37,407) (18,728) – –
Trade and other receivables (236,237) (2,921) 19 (19)
Trade and other payables 105,396 42,172 (345) 303

Cash from/(used in) operations 29,284 148,134 (2,434) (2,131)

Tax paid (5,466) (9,224) (169) (198)


Tax refunded 95 1,105 11 –
Contributions paid for retirement benefit 20 – (122) – –

Net cash from/(used in) operating activities 23,913 139,893 (2,592) (2,329)

ANNUAL REPORT 2022


52 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

STATEMENTS OF CASH FLOWS


For The Financial Year Ended 30 June 2022
(continued)

Group Company
2022 2021 2022 2021
Note RM’000 RM’000 RM’000 RM’000

Cash Flows From Investing Activities

Repayments from subsidiaries, net – – 3,149 7,663


Dividend received from a subsidiary – – 48,510 22,068
(Placement)/Withdrawal of deposits with maturity
periods of more than 3 months (500) 500 (500) 500
Interest received 1,673 1,555 1,653 1,407
Proceeds from disposal of:
– property, plant and equipment (14) 334 – –
– right-of-use assets – 47 – –
Purchase of:
– property, plant and equipment 5 (4,530) (7,874) (32) (128)
– right-of-use assets 6(c) (486) (199) – –

Net cash (used in)/from investing activities (3,857) (5,637) 52,780 31,510

Cash Flows From Financing Activities

Dividends paid to shareholders (19,440) (16,200) (19,440) (16,200)


Dividends paid to non-controlling interests in a subsidiary (41,690) (12,045) – –
(Repayments)/Drawdowns of borrowings:
– bankers’ acceptances (3,774) (25,123) – –
– Islamic financing facilities 112,440 (44,580) – –
– term loans (5,930) (5,809) – –
Interest paid (4,999) (6,569) (12) (12)
Payments of lease liabilities (2,091) (2,925) (600) (604)

Net cash from/(used in) financing activities 34,516 (113,251) (20,052) (16,816)

Net increase in cash and cash equivalents 54,572 21,005 30,136 12,365

Effect of exchange rate changes on cash


and cash equivalents (513) 1,382 – –

Cash and cash equivalents at beginning of financial year 172,809 150,422 62,317 49,952

Cash and cash equivalents at end of financial year 13(g) 226,868 172,809 92,453 62,317

The accompanying notes form an integral part of the financial statements.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 53

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022

1. Corporate Information
C.I. Holdings Berhad (“the Company”) is a public limited liability company, incorporated and domiciled in Malaysia, and is
listed on the Main Market of Bursa Malaysia Securities Berhad.

The registered office and principal place of business of the Company are located at Suite A-11-1, Level 11, Hampshire Place
Office, 157 Hampshire, No. 1, Jalan Mayang Sari, 50450 Kuala Lumpur.

The consolidated financial statements for the financial year ended 30 June 2022 comprise the Company and its subsidiaries.
These financial statements are presented in Ringgit Malaysia (“RM”), which is also the functional currency of the Company. All
financial information presented in RM has been rounded to the nearest thousand (“RM’000”), unless otherwise stated.

The financial statements were authorised for issue in accordance with a resolution by the Board of Directors on 14 September 2022.

2. Principal Activities
The principal activities of the Company are that of investment holding and the provision of management services to its
subsidiaries. The principal activities and the details of the subsidiaries are set out in Note 8 to the financial statements. There
have been no significant changes in the nature of these activities during the financial year.

3. Basis Of Preparation
The financial statements of the Group and of the Company have been prepared in accordance with Malaysian Financial
Reporting Standards (“MFRSs”), International Financial Reporting Standards (“IFRSs”) and the provisions of the Companies Act
2016 in Malaysia.

The accounting policies adopted are consistent with those of the previous financial year except for the effects of adoption
of new MFRSs during the financial year. The new MFRSs and Amendments to MFRSs adopted during the financial year are
disclosed in Note 34.1 to the financial statements.

The financial statements of the Group and of the Company have been prepared under the historical cost convention except as
otherwise stated in the financial statements.

4. Operating Segments
C.I. Holdings Berhad has arrived at three (3) reportable segments that are organised and managed separately according to the
business segments, which requires different business and marketing strategies. The reportable segments are summarised as follows:

1. Edible oil Selling, packing and marketing of all types of edible oil.

2. Tap-ware and sanitary ware Manufacture and trading of household fittings and appliances such as water taps,
plumbing accessories and sanitary wares.

3. Investment holding Investment activities.



Others mainly comprised subsidiaries that have ceased operations and remained inactive.

The Group evaluates performance on the basis of profit or loss from operations before tax not including non-recurring losses,
such as restructuring costs and goodwill impairment.

The Directors are of the opinion that all inter-segment transactions have been entered into in the normal course of business and
are based on negotiated and mutually agreed terms.

Segment assets exclude tax assets.

Segment liabilities exclude tax liabilities and retirement benefit obligations. Even though loans and borrowings arise from
financing activities rather than operating activities, they are allocated to the segments based on relevant factors (e.g.
funding requirements).

Inter-segment revenue is priced along the same lines as sales to external customers and is eliminated in the consolidated
financial statements. These policies have been applied consistently throughout the current and previous financial years.

Details are provided in the reconciliations from segment assets and liabilities to the position of the Group.

ANNUAL REPORT 2022


54 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

4. Operating Segments (continued)

Tap-ware and Investment


Edible oil sanitary ware holding Others Total
2022 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue
Total revenue 4,988,947 17,436 52,110 – 5,058,493
Inter-segment revenue (960,270) (11) (52,110) – (1,012,391)

Revenue from external customers 4,028,677 17,425 – – 4,046,102

Interest income 57 27 1,589 – 1,673


Finance costs (5,048) (40) (44) – (5,132)

Net finance (expense)/income (4,991) (13) 1,545 – (3,459)

Depreciation of property, plant and equipment 9,151 13 38 – 9,202


Depreciation of right-of-use assets 2,780 233 582 – 3,595

Segment profit/(loss) before tax 129,934 (1,429) (5,224) 484 123,765

Other material non-cash items:


– Fair value adjustment on derivative instruments 21,302 – – – 21,302
– Impairment losses on financial assets, net 34,787 (81) – – 34,706

Additions to non-current assets other than financial


instruments and deferred tax assets 5,491 23 32 – 5,546

Segment assets 995,317 27,916 120,144 – 1,143,377

Segment liabilities 727,034 3,563 2,115 6 732,718

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 55

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

4. Operating Segments (continued)

Tap-ware and Investment


Edible oil sanitary ware holding Others Total
2021 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue
Total revenue 3,478,276 23,426 25,668 – 3,527,370
Inter-segment revenue (357,125) (28) (25,668) – (382,821)

Revenue from external customers 3,121,151 23,398 – – 3,144,549

Interest income 223 40 1,292 – 1,555


Finance costs (6,664) (73) (59) – (6,796)

Net finance (expense)/income (6,441) (33) 1,233 – (5,241)

Depreciation of property, plant and equipment 8,639 224 25 – 8,888


Depreciation of right-of-use assets 3,585 239 582 – 4,406

Segment profit/(loss) before tax 126,607 (323) (5,193) (14) 121,077

Other material non-cash items:


– Fair value adjustment on derivative instruments (15,517) – – – (15,517)
– Inventories written off 5,086 – – – 5,086

Additions to non-current assets other than financial


instruments and deferred tax assets 15,219 6 129 – 15,354

Segment assets 725,117 29,753 90,116 – 844,986

Segment liabilities 485,602 3,323 3,029 6 491,960

ANNUAL REPORT 2022


56 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

4. Operating Segments (continued)


Reconciliations of reportable segment profit or loss, assets and liabilities to the corresponding amounts of the Group are
as follows:

2022 2021
RM’000 RM’000

Profit for the year


Total profit for reportable segments 123,765 121,077
Tax expense (4,405) (4,987)

Profit for the financial year of the Group per consolidated statement of profit or loss
and other comprehensive income 119,360 116,090

Assets
Total assets for reportable segments 1,143,377 844,986
Current tax assets 6,097 4,956

Assets of the Group 1,149,474 849,942

Liabilities
Total liabilities for reportable segments 732,718 491,960
Deferred tax liabilities 781 1,020
Current tax liabilities 1,363 910
Retirement benefit obligations 223 578

Liabilities of the Group 735,085 494,468

(a) Geographical information

The manufacturing facilities and sales offices of the Group are based in Malaysia.

In presenting information on the basis of geographical areas, segment revenue is based on the geographical location
of customers.

2022 2021
RM’000 RM’000

Revenue from external customers


Malaysia 54,430 70,390
Africa 3,060,193 2,333,285
Asia 729,827 498,974
Other regions 201,652 241,900
4,046,102 3,144,549

(b) There has been no single customer which contributed to revenue equal or more than 10% of the revenue of the Group.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 57

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

5. Property, Plant And Equipment

Balance Reclassification Depreciation Balance


as at from right-of- charge for Foreign as at
1 July Written use asset the financial exchange 30 June
Group 2021 Additions Disposals off Reclassifications (Note 6) year movement 2022
2022 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Carrying amount

Buildings 25,486 – – – – – (1,001) – 24,485


Freehold land 15,199 – – – – – – – 15,199
Plant and
machinery 23,758 198 (121) (103) 574 719 (7,223) – 17,802
Office furniture
and equipment 1,170 159 (1) (2) 32 – (343) 1 1,016
Renovation 6,256 317 – – 803 – (538) 11 6,849
Motor vehicles 297 561 – – – – (97) – 761
Construction-in-
progress 4,187 3,295 – (18) (1,409) – – – 6,055
76,353 4,530 (122) (123) – 719 (9,202) 12 72,167

At 30 June 2022
Accumulated
Cost depreciation Carrying amount
RM’000 RM’000 RM’000

Buildings 32,620 (8,135) 24,485


Freehold land 15,199 – 15,199
Plant and machinery 66,763 (48,961) 17,802
Office furniture and equipment 5,084 (4,068) 1,016
Renovation 10,789 (3,940) 6,849
Motor vehicles 1,567 (806) 761
Construction-in-progress 6,055 – 6,055
138,077 (65,910) 72,167

ANNUAL REPORT 2022


58 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

5. Property, Plant And Equipment (continued)

Balance Depreciation Balance


as at charge for Foreign as at
1 July the financial exchange 30 June
Group 2020 Additions Written off Disposal Reclassifications year movement 2021
2021 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Carrying amount

Buildings 25,593 636 – – 248 (991) – 25,486


Freehold land 15,199 – – – – – – 15,199
Plant and machinery 24,104 2,350 – – 4,180 (6,876) – 23,758
Office furniture
and equipment 1,147 417 (7) * 100 (485) (2) 1,170
Renovation 5,684 1,044 – – 23 (496) 1 6,256
Motor vehicles 64 273 – – – (40) – 297
Construction-in-progress 5,584 3,154 – – (4,551) – – 4,187
77,375 7,874 (7) * – (8,888) (1) 76,353

As at 30 June 2021
Accumulated
Cost depreciation Carrying amount
RM’000 RM’000 RM’000

Buildings 32,620 (7,134) 25,486


Freehold land 15,199 – 15,199
Plant and machinery 63,493 (39,735) 23,758
Office furniture and equipment 4,980 (3,810) 1,170
Renovation 9,644 (3,388) 6,256
Motor vehicles 1,006 (709) 297
Construction-in-progress 4,187 – 4,187
131,129 (54,776) 76,353

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 59

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

5. Property, Plant And Equipment (continued)

Depreciation
Balance as at Written charge for the Balance as at
Company 1 July 2021 Additions Disposal off financial year 30 June 2022
2022 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Carrying amount

Office furniture and equipment 42 32 – – (20) 54


Renovation 104 – – – (16) 88
Motor vehicles 3 – – – (2) 1
149 32 – – (38) 143

As at 30 June 2022
Accumulated
Cost depreciation Carrying amount
RM’000 RM’000 RM’000

Office furniture and equipment 889 (835) 54


Renovation 522 (434) 88
Motor vehicles 9 (8) 1
1,420 (1,277) 143

Depreciation
Balance as at Written charge for the Balance as at
Company 1 July 2020 Additions Disposal off financial year 30 June 2021
2021 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Carrying amount

Office furniture and equipment 41 19 * * (18) 42


Renovation – 109 – – (5) 104
Motor vehicles 5 – – – (2) 3
46 128 * * (25) 149

As at 30 June 2021
Accumulated
Cost depreciation Carrying amount
RM’000 RM’000 RM’000

Office furniture and equipment 868 (826) 42


Renovation 522 (418) 104
Motor vehicles 9 (6) 3
1,399 (1,250) 149

* Disposal and written off of property, plant and equipment with carrying amount less than RM1,000.

ANNUAL REPORT 2022


60 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

5. Property, Plant And Equipment (continued)


(a) All items of property, plant and equipment are initially recorded at cost. After initial recognition, property, plant and
equipment except for freehold land and construction-in-progress are stated at cost less any accumulated depreciation and
accumulated impairment losses, if any.

Freehold land has unlimited useful life and is not depreciated. Construction-in-progress represents mochinery and office
equipment under installation and is stated of cost. Construction-in-progress is not depreciated until such time when the asset
is ready for use.

Depreciation on other property, plant and equipment is calculated to write down the cost of the assets to their residual
values on a straight line basis over their estimated useful lives. The estimated useful lives represent common life
expectancies applied in the various business segments of the Group operates. The principal depreciation annual rates
used are as follows:

Buildings 2% - 13%
Plant and machinery 2% - 25%
Office furniture and equipment 8% - 40%
Renovation 10% - 20%
Motor vehicles 20% - 25%

(b) The carrying amounts of property, plant and equipment of the Group charged to licensed banks for banking facilities
granted to certain subsidiaries at the end of the reporting period as disclosed in Note 16, Note 17 and Note 18 to
the financial statements are as follows:

Group
2022 2021
RM’000 RM’000

Buildings 17,094 17,537


Freehold land 15,199 15,199
Plant and machinery 6,376 6,376
38,669 39,112

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 61

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

6. Leases

The Group as a lessee

Right-of-use assets
Reclassification
to property,
Balance Termination plant and Depreciation Foreign Balance
as at of lease equipment charge for the exchange as at
1 July 2021 Additions contract (Note 5) financial year movement 30 June 2022
Carrying amount RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Land 7,473 – – – (489) – 6,984


Buildings 7,815 – – – (1,589) 12 6,238
Machineries 1,762 273 (97) (719) (968) – 251
Office equipment 23 – – – (7) 1 17
Motor vehicles 1,718 743 – – (542) 41 1,960
18,791 1,016 (97) (719) (3,595) 54 15,450

Balance Balance
as at Termination Reassessment Depreciation Foreign as at
1 July of lease and charge for the exchange 30 June
2020 Additions contract Disposal modification financial year movement 2021
Carrying amount RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Land 7,962 – – – – (489) – 7,473


Buildings 8,845 549 (8) – – (1,573) 2 7,815
Machineries 3,037 407 – – 34 (1,716) – 1,762
Office equipment 1 27 – – – (5) – 23
Motor vehicles 1,859 497 – * – (623) (15) 1,718
21,704 1,480 (8) * 34 (4,406) (13) 18,791

* Disposal of right-of-use assets with carrying amount less than RM1,000.


ANNUAL REPORT 2022


62 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

6. Leases (continued)

The Group as a lessee (continued)

Lease liabilities

Balance Termination Foreign Balance


as at of lease Payments of Accretion exchange as at
1 July 2021 Additions contract lease liabilities of interest movement 30 June 2022
Carrying amount RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Buildings 5,458 – – (984) 61 13 4,548


Machineries 763 273 (100) (699) 21 – 258
Office equipment 22 – – (7) 1 1 17
Motor vehicles 1,406 257 – (401) 50 12 1,324
7,649 530 (100) (2,091) 133 26 6,147

Balance
Balance Termination Reassessment Payments of Foreign as at
as at of lease and lease Accretion exchange 30 June
1 July 2020 Additions contract modification liabilities of interest movement 2021
Carrying amount RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Buildings 5,803 549 (9) – (954) 67 2 5,458


Machineries 1,664 407 – 34 (1,433) 91 – 763
Office equipment – 27 – – (7) 1 1 22
Motor vehicles 1,580 298 – – (531) 68 (9) 1,406
9,047 1,281 (9) 34 (2,925) 227 (6) 7,649

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 63

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

6. Leases (continued)

The Company as a lessee

Right-of-use assets

Balance as at Depreciation Balance as at


1 July 2021 charge for the financial year 30 June 2022
Carrying amount RM’000 RM’000 RM’000

Buildings 1,385 (504) 881


Motor vehicles 230 (79) 151
1,615 (583) 1,032

Balance as at Depreciation Balance as at


1 July 2020 charge for the financial year 30 June 2021
Carrying amount RM’000 RM’000 RM’000

Buildings 1,888 (503) 1,385


Motor vehicles 309 (79) 230
2,197 (582) 1,615

Lease liabilities

Balance as at Payments of Accretion Balance as at


1 July 2021 lease liabilities of interest 30 June 2022
Carrying amount RM’000 RM’000 RM’000 RM’000

Buildings 1,416 (530) 26 912


Motor vehicles 199 (70) 7 136
1,615 (600} 33 1,048

Balance as at Payments of Accretion Balance as at


1 July 2020 lease liabilities of interest 30 June 2021
Carrying amount RM’000 RM’000 RM’000 RM’000

Buildings 1,910 (531) 37 1,416


Motor vehicles 262 (73) 10 199
2,172 (604) 47 1,615

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Represented by:
Current liabilities 1,592 1,959 583 568
Non-current liabilities 4,555 5,690 465 1,047
6,147 7,649 1,048 1,615

ANNUAL REPORT 2022


64 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

6. Leases (continued)
(a) The Group and the Company lease a number of land, buildings, machineries, office equipment and motor vehicles in the
locations, which it operates with fixed periodic rent over the lease term. The Group has certain leases of office equipment and
office buildings with lease term of 12 months or less, and low value leases of office equipment of RM20,000 and below. The
Group applies the “short-term lease” and “lease of low-value assets” exemptions for these leases.

(b) The right-of-use assets are initially measured at cost, which comprise the initial amount of the lease liabilities adjusted for
any lease payments made at or before the commencement date of the leases.

After initial recognition, right-of-use assets are stated at cost less accumulated depreciation and accumulated impairment
losses, if any, and adjusted for any re-measurement of the lease liabilities.

The right-of-use assets are depreciated on a straight-line basis over the earlier of the estimated useful lives of the right-of-use
assets or the end of the lease term. The lease terms of right-of-use assets are as follows:

Land up to 99 years
Buildings 5 years
Machineries 2 to 5 years
Office equipment 5 years
Motor vehicles 5 to 7 years

(c) During the financial year, the Group made the following cash payments to purchase of right-of-use assets:

Group
2022 2021
RM’000 RM’000

Purchase of right-of-use assets 1,016 1,480


Financed by finance lease (530) (1,281)
Cash payments on purchase of right-of-use assets 486 199

(d) Certain land of the Group with a carrying amount of RM2,018,000 (2021: RM2,045,000) have been charged
as securities to banks for loans and borrowings granted to the Group as disclosed in Note 16 and Note 18 to the
financial statements.

(e) The following are the amounts recognised in profit or loss of the Group and of the Company:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Depreciation charge of right-of-use assets (included in


cost of sales and administrative expenses) 3,595 4,406 583 582
Interest expense on lease liabilities (included in
finance costs) 133 227 32 47
Expense relating to short-term leases (included in
administrative expenses) 487 529 – –
Expense relating to leases of low-value assets
(included in administrative expenses) 21 17 – –
Gain arising from termination of lease contracts
(include in other income) (3) (1) – –
4,233 5,178 615 629

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 65

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

6. Leases (continued)
(f) The total cash flows of leases of the Group and of the Company during the financial year, including short term and low value
assets leases amounted to RM2,599,000 and RM600,000 (2021: RM3,471,000 and RM604,000) respectively.

(g) The following table summarises the incremental borrowing rate as at the end of the reporting date and remaining maturity
profile of the lease liabilities of the Group and of the Company at the end of the reporting period based on contractual
undiscount repayment obligations as follows:

Weighted
average On demand
incremental or within Over
borrowing rate one (1) One (1) to five (5)
per annum year five (5) years years Total
% RM’000 RM’000 RM’000 RM’000

Group
30 June 2022

Lease liabilities 3.93% 1,682 3,954 1,100 6,736

30 June 2021

Lease liabilities 3.86% 2,093 3,775 2,420 8,288

Company
30 June 2022

Lease liabilities 2.28% 602 469 – 1,071

30 June 2021

Lease liabilities 2.28% 602 1,071 – 1,673

(h) Management exercises judgement in determining the incremental borrowing rates whenever the implicit rates of interest in a
lease are not readily determinable as well as the lease terms. The incremental borrowing rates used are based on prevailing
market borrowing rates over similar lease terms, of similar value as the right-of-use asset in a similar economic environment.
Lease terms are based on management expectations driven by prevailing market conditions and past experience in exercising
similar renewal and termination options.

ANNUAL REPORT 2022


66 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

7. Intangible Assets

Balance as at Balance as at
Group 1 July 2021 Addition 30 June 2022
2022 RM’000 RM’000 RM’000

Carrying amount
Goodwill 11,242 – 11,242
Trademark 6,019 – 6,019
17,261 – 17,261

As at 30 June 2022
Accumulated Carrying
Cost impairment loss amount
RM’000 RM’000 RM’000

Goodwill 11,242 – 11,242


Trademark 6,019 – 6,019
17,261 – 17,261

Balance as at Balance as at
Group 1 July 2020 Addition 30 June 2021
2021 RM’000 RM’000 RM’000

Carrying amount
Goodwill 11,242 – 11,242
Trademark 19 6,000 6,019
11,261 6,000 17,261

As at 30 June 2021
Accumulated Carrying
Cost impairment loss amount
RM’000 RM’000 RM’000

Goodwill 11,242 – 11,242


Trademark 6,019 – 6,019
17,261 – 17,261

(a) Goodwill

Goodwill is initially measured at cost. After initial recognition, goodwill is measured at cost less accumulated impairment
losses, if any. Goodwill is not amortised but instead tested for impairment annually or more frequently if events or changes
in circumstances indicate that the carrying amount could be impaired.

The recoverable amount of the goodwill associated with the acquisition of Continental Resources Sdn. Bhd. (the “cash
generating unit” or “CGU”) has been determined based on value in use calculations using a cash flow forecast and projections
from financial budgets approved by management covering a five-year period and a terminal value. The pre-tax discount rate
applied to the cash flow forecast and projections, the forecasted growth rates used to extrapolate cash flows for the five-year
period, and the calculations of the value in use for the CGUs are most sensitive to the following assumptions:

(i) Growth rates


The forecasted average annual revenue growth rate from 2023 to 2027 is 2.0%. The average annual revenue growth
rate used in 2021 was 3.0%.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 67

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

7. Intangible Assets (continued)


(a) Goodwill (continued)
(ii) Discount rates
The discount rate applied for cash flow discounting purposes is the pre-tax discount rate of the Group plus a reasonable
premium at the date of the CGU. The discount rate applied on the cash flow projections is 8.9% (2021: 5.3%).

Management is not aware of any reasonably possible changes in the key assumptions that would cause the carring amount
of the CGU to materially exceed its recoverable amount.

Estimating the value-in-use amount requires management to make an estimate of the expected future cash flows from the
CGU and also to choose a suitable discount rate in order to calculate the present value of those cash flows.

(b) Other intangible assets with indefinite useful life



Other intangible assets represent trademark and are recognised only when the identifiability, control and future economic
benefits probability are met. Other intangible assets are initially measured at cost. After initial recognition, other intangible
assets are measured at cost less accumulated impairment losses, if any. The useful life of the trademark is estimated to be
indefinite. In the previous financial year, the settlement of the acquisition of the trademark from a customer of the Group was
made via set off against amount owing by trade receivable.

The recoverable amount of the other intangible assets has been determined based on value in use calculations using a cash
flow forecast and projections from financial budgets approved by management covering a seven-year period. The pre-tax
discount rate applied to the cash flow forecast and projections, the forecasted growth rate used to extrapolate cash flows
for the seven-year period, and the calculations of value in use for the CGUs are most sensitive to the following assumptions:

(i) Growth rate


The forecasted average annual revenue growth rate from 2023 to 2029 is 2.0%. The average annual revenue growth
rate used in 2021 was 4.0%.

(ii) Discount rate


The pre-tax discount rate used was 8.9% (2021:4.3%).

8. Investments In Subsidiaries

Company
2022 2021
RM’000 RM’000

Unquoted shares, at cost 155,230 155,230


Less: Accumulated impairment losses (100,730) (100,730)
54,500 54,500

(a) Investments in subsidiaries, which are eliminated on consolidation, are stated in the separate financial statements of the
Company at cost less impairment losses, if any.

All components of non-controlling interests shall be measured at their acquisition-date fair values, unless another measurement
basis is required by MFRSs. The choice of measurement basis is made on a combination-by-combination basis. Subsequent
to initial recognition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus
the non-controlling interests’ share of subsequent changes in equity.

ANNUAL REPORT 2022


68 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

8. Investments In Subsidiaries (continued)


(b) Details of the subsidiaries are as follows:

Country of Effective interest in equity


incorporation/
Name of company Principal place 2022 2021 Principal activities
of business % %

Continental Resources Sdn. Bhd. Malaysia 100 100 Selling, manufacturing and
packing of edible oils
Doe Industries Sdn. Bhd. Malaysia 100 100 Manufacture and selling of
water taps, showers and
other plumbing fittings
C.I. Building Industries Sdn. Bhd. Malaysia 100 100 Investment holding
C.I. Engineering Sdn. Bhd. Malaysia 100 100 Investment holding
C.I. Edible Oils Sdn Bhd (formerly Malaysia 100 100 Inactive
known as C.I. Management
Sdn. Bhd.)
C.I. Construction Sdn. Bhd. Malaysia 100 100 Inactive
C.I. Marketing Sdn. Bhd. Malaysia 100 100 Inactive
C.I. Halla Environmental Technology Malaysia 100 100 Inactive
Sdn. Bhd.

Subsidiary of Continental Resources Sdn. Bhd.

Palmtop Vegeoil Products Sdn. Bhd. Malaysia 60 60 Selling and packing of


edible oils

Subsidiaries of Palmtop Vegeoil Products Sdn. Bhd.

PNC Oil Factory (Malaysia) Malaysia 60 60 Selling and packing of


Sdn. Bhd. edible oils
Continental Palms Pte. Ltd.* Singapore 60 60 Selling and marketing
of edible oils
Tradekey PT Foods Nigeria Limited* Nigeria 60 60 Inactive
Cebon Pte Ltd* Singapore 60 60 General wholesale trade,
including general importers
and exporters, and trading
on various commodities
Palmtop FZE* Dubai 60 60 Inactive

Subsidiaries of Doe Industries Sdn. Bhd.

Doe Marketing Sdn. Bhd. Malaysia 100 100 Dealership and distribution
of household fittings and
appliances

Potex Industries Sdn. Bhd. Malaysia 100 100 Manufacturing and trading of
ceramic sanitary wares and
related products

Elegant Flow Sdn. Bhd. Malaysia 100 100 Trading of sanitary wares and
related products

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 69

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

8. Investments In Subsidiaries (continued)


(b) Details of the subsidiaries are as follows (continued):

Country of Effective interest in equity


incorporation/
Name of company Principal place 2022 2021 Principal activities
of business % %

Subsidiary of C.I. Building Industries Sdn. Bhd.

C.I. Quarries Sdn. Bhd. Malaysia 100 100 Investment holding

Subsidiaries of C.I. Quarries Sdn. Bhd.

Capital Aim Sdn. Bhd. Malaysia 100 100 Investment holding

C.I. Damansara Quarry Sdn. Bhd. Malaysia – 65 Struck off

Subsidiary of Capital Aim Sdn. Bhd.

C.I. Quarries (Nilai) Sdn. Bhd. Malaysia 100 100 Inactive

Subsidiary of C.I. Engineering Sdn. Bhd.

C.I. Auto Services Sdn. Bhd. Malaysia – 51 Struck off

* Subsidiary not audited by BDO PLT or member firms of BDO International.

(c) Subsidiaries of the Group that have material non-controlling interests (“NCI”) are as follows:

Palmtop Vegeoil
Products Sdn. Bhd.
and its subsidiaries
RM’000

2022

NCI percentage of ownership interest and voting interest (%) 40%


Carrying amount of NCI 85,596

Profit/(Loss) allocated to NCI 52,873

Total comprehensive income allocated to NCI 53,140

Palmtop Vegeoil Other individually


Products Sdn. Bhd. immaterial
and its subsidiaries subsidiaries Total
RM’000 RM’000 RM’000

2021

NCI percentage of ownership interest and voting


interest (%) 40%
Carrying amount of NCI 74,325 (179) 74,146

Profit/(Loss) allocated to NCI 46,127 (3) 46,124

Total comprehensive income allocated to NCI 46,060 (3) 46,057

ANNUAL REPORT 2022


70 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

8. Investments In Subsidiaries (continued)


(d) Summarised financial information before intra-group elimination of a subsidiary that has material NCI as at the end of each
reporting period are as follows:

Palmtop Vegeoil
Products Sdn. Bhd. and
its subsidiaries
2022 2021
RM’000 RM’000

Assets and liabilities

Non-current assets 28,754 32,324


Current assets 794,038 510,645
Non-current liabilities (1,080) (1,229)
Current liabilities (606,630) (355,927)
Net assets 215,083 185,813

Results

Revenue 3,823,471 2,519,908


Profit for the financial year 132,181 115,318
Total comprehensive income 132,850 115,151

Cash flows from operating activities 15,643 85,521


Cash flows used in investing activities (2,054) (1,774)
Cash flows from/(used in) financial activities 12,871 (75,696)

Net increase in cash and cash equivalents 26,460 8,051

Dividends paid to NCI (41,690) (12,045)

9. Other Investment

Group and Company


2022 2021
RM’000 RM’000

Non-current

Club membership 10 10

(a) The club membership were classified as financial assets at fair value through profit or loss pursuant to MFRS 9 Financial
Instruments.

(b) The fair value of club membership of the Group and of the Company is categorised as Level 3 in the fair value hierarchy.
There is no transfer between levels in the hierarchy during the financial year.

(c) The club membership is held by the Company under a subsidiary Director’s name.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 71

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

10. Trade And Other Receivables

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Non-current

Other receivables
Amounts due from subsidiaries – – – 2,151

Current
Trade receivables
Trade receivables 644,890 448,194 – –
Less: Impairment losses (35,964) (1,749) – –

608,926 446,445 – –
Other receivables
Other receivables and deposits 5,961 7,027 222 222
Amounts due from subsidiaries – – 4,198 5,391
5,961 7,027 4,420 5,613

Less: Impairment losses (222) – (3,920) (4,071)

5,739 7,027 500 1,542


614,665 453,472 500 1,542

Prepayments 52,953 12,718 35 52


667,618 466,190 535 1,594

(a) Trade and other receivables, excluding prepayments, are classified as financial assets measured at amortised cost.

(b) The normal trade credit terms granted by the Group in respect of trade receivables ranged from 14 to 90 days (2021: 14
to 90 days) from the date of invoice. They are recognised at their original invoice amounts which represent their fair values
on initial recognition.

(c) Amounts owing by subsidiaries represent advances and payments made on behalf, which are unsecured, interest-free and
payable in cash and cash equivalents, except for an amount owing by a subsidiary as at 30 June 2021 which amounted
to RM2,483,000, which is unsecured, subject to fixed interest rate of nil (2021: 4.0%) per annum and payable in cash and
cash equivalents, as follows:

2022 2021
RM’000 RM’000

Non-current – 1,815
Current – 668
– 2,483

The amounts due from subsidiaries under non-current are receivable after twelve (12) months. The carrying amounts of
the non-current other receivables are reasonable approximation of their fair values due to the insignificant impact of
discounting.

ANNUAL REPORT 2022


72 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

10. Trade And Other Receivables (continued)


(d) Impairment for trade receivables that do not contain a significant financing component are recognised based on the
simplified approach using the lifetime expected credit losses.

The Group has established a provision matrix that is based on its historical credit loss experience, adjusted to reflect current
and forward looking information on macroeconimic factors, which the Group has identified as crude palm oil price index,
unemployment rate, inflation rate and gross domestic product (“GDP”) of the countries which it sells its goods to be the most
relevant factor, affecting the ability of the consumers to settle the receivables.

During this process, the probability of non-payment by the trade receivables is adjusted by forward looking information
and multiplied by the amount of the expected loss arising from default to determine the lifetime expected credit loss for the
trade receivables. For trade receivables, which are reported net, such impairments are recorded in a separate impairment
account with the loss being recognised in the consolidated statements of profit or loss and other comprehensive income.
On confirmation that the trade receivable would not be collectible, the gross carrying value of the asset would be written
off against the associated impairment.

It requires management to exercise significant judgement in determining the probability of default by trade receivables and
appropriate forward looking information.

(e) The loss allowance for trade receivables of the Group is determined as follows:

More than
1 - 90 days 90 days
Current past due past due Total
Group RM’000 RM’000 RM’000 RM’000

2022

Expected loss rate 3.60% 7.65% 78.47%


Gross carrying amount of trade receivables 484,066 152,059 8,765 644,890
Loss allowance (17,450) (11,636) (6,878) (35,964)

466,616 140,423 1,887 608,926

2021

Expected loss rate 0.17% 0.66% 14.07%


Gross carrying amount of trade receivables 385,247 57,831 5,116 448,194
Loss allowance (645) (384) (720) (1,749)

384,602 57,447 4,396 446,445

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 73

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

10. Trade And Other Receivables (continued)


(f) The movements of the impairment loss for trade and other receivables at the end of each reporting period are as follows:

Lifetime ECL
allowance Credit impaired Total
Group RM’000 RM’000 RM’000

Trade receivables

As at 1 July 2021 1,264 485 1,749


Charge for the financial year 27,828 6,939 34,767
Reversal of impairment loss (183) (100) (283)
Written off – (269) (269)

As at 30 June 2022 28,909 7,055 35,964

As at 1 July 2020 2,003 765 2,768


Charge for the financial year 12 – 12
Reversal of impairment loss (751) (43) (794)
Written off – (237) (237)

As at 30 June 2021 1,264 485 1,749

Lifetime ECL
-not credit Lifetime ECL
impaired -credit impaired Total
Group RM’000 RM’000 RM’000

Other receivables and deposits

As at 1 July 2021 * – –
Charge for the financial year 222 – 222
Written off – – –

As at 30 June 2022 222 – 222

As at 1 July 2020 * 385 385


Charge for the financial year * – *
Written off – (385) (385)

As at 30 June 2021 * – –

ANNUAL REPORT 2022


74 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

10. Trade And Other Receivables (continued)


(f) The movements of the impairment loss for trade and other receivables at the end of each reporting period are as follows
(continued):

Lifetime ECL
-not credit Lifetime ECL
impaired -credit impaired Total
Company RM’000 RM’000 RM’000

Other receivables and deposits

As at 1 July 2021 * – *
Charge for the financial year * – *

As at 30 June 2022 * – *

As at 1 July 2020 * – *
Charge for the financial year * – *

As at 30 June 2021 * – *

Amounts due from subsidiaries

As at 1 July 2021 * 4,071 4,071


Charge for the financial year * (38) (38)
Written off – (113) (113)

As at 30 June 2022 – 3,920 3,920

As at 1 July 2020 * 4,026 4,026


Charge for the financial year * 45 45

As at 30 June 2021 * 4,071 4,071

* The effects of expected credit loss is insignificant.

Credit impaired refers to receivables who have defaulted on payments and are in significant financial difficulties as at the
end of the reporting period.

(g) Impairment for other receivables and amounts due from subsidiaries are recognised based on the general approach
within MFRS 9 using the forward looking expected credit loss model. The methodology used to determine the amount
of the impairment is based on whether there has been a significant increase in credit risk since initial recognition of the
financial asset. For those in which the credit risk has not increased significantly since initial recognition of the financial
asset, twelve-month expected credit losses along with gross interest income are recognised. For those in which credit risk
has increased significantly, lifetime expected credit losses along with the gross interest income are recognised. As at the
end of the reporting period, the Group and the Company assess whether there has been a significant increase in credit
risk for financial assets by comparing the risk for default occurring over the expected life with the risk of default since initial
recognition. For those that are determined to be credit impaired, lifetime expected credit losses along with interest income
on a net basis are recognised.

The probabilities of non-payment by other receivables and amounts due from subsidiaries are adjusted by forward
looking information on macroeconomic factors, which the Group has identified as gross domestic product (“GDP”) and
multiplied by the amount of the expected loss arising from default to determine the twelve (12) months or lifetime expected
credit loss for other receivables and amounts due from subsidiaries.

It requires management to exercise significant judgement in determining the probabilities of default by other receivables and
amounts due from subsidiaries, appropriate forward looking information and significant increase in credit risk. The Group
defined significant increase in credit risk based on past due information, i.e. overdue amounts more than twelve (12) months.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 75

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

10. Trade And Other Receivables (continued)


(h) Included in prepayments of the Group are advance payments to suppliers amounting to RM48,138,000 (2021:
RM11,304,000).

(i) At the end of each reporting period, the Group has no significant concentration of credit risk except for trade receivable
from one (1) customer constituting 6% (2021: 11%) of total receivables of the Group. The Group does not anticipate the
carrying amounts recorded at the end of each reporting period to be significantly different from the values that would
eventually be received.

(j) The currency exposure profile of receivables excluding prepayments of the Group and of the Company is as follows:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Euro (“EUR”) 116,667 98,345 – –


United States Dollar (“USD”) 473,321 319,191 – –
Arab Emirates Dirham (“AED”) 26 – – –
Singapore Dollar (“SGD”) 51 221 – –
Chinese Renminbi (“RMB”) 20 – – –
RM 24,570 35,715 500 3,693
614,665 453,472 500 3,693

(k) Sensitivity analysis of RM against foreign currencies at the end of the reporting period of the Group and of the Company,
assuming that all other variables remain constant, are as follows:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Effects of 3% changes to RM against


foreign currencies

Profit after tax


– USD/RM – strengthen 10,792 7,278 – –
– USD/RM – weaken (10,792) (7,278) – –
– EUR/RM – strengthen 2,660 2,242 – –
– EUR/RM – weaken (2,660) (2,242) – –

The exposure of the Group and of the Company to the other currencies are not significant, hence the effects of the changes
in the exchange rates are not presented.

ANNUAL REPORT 2022


76 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

11. Inventories

Group
2022 2021
RM’000 RM’000

At cost
Raw materials 36,567 14,428
Work-in-progress 104 142
Finished goods 72,962 57,656
109,633 72,226
At net realisable value
Raw materials 2 2
109,635 72,228

(a) Inventories are stated at the lower of cost and net realisable value and cost is determined using the weighted average formula.

(b) Inventories of the Group recognised as cost of sales amounted to RM3,744,101,000 (2021: RM2,754,579,000).

(c) The amounts of inventories written off, inventories written back and inventories written down recognised in the statement
of profit or loss are as follows:

Group
2022 2021
RM’000 RM’000

Recognised in cost of sales


Inventories written off – 5,086
Inventories written down – –

Recognised in other income


Inventories written back – –
– 5,086

12. Derivative Financial Instruments

Group
2022 2021
Contract/ Contract/
Notional Notional
amount amount
Net long/ Net long/
(short) Assets Liabilities (short) Assets Liabilities
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Forward foreign exchange contracts 1,255,247 – (12,712) 919,934 5,258 (901)


Commodity forward contracts (49,943) 19,368 (22,828) (10,773) 1,586 (1,947)
Commodity futures contracts 9,112 – (1,134) – – –
19,368 (36,674) 6,844 (2,848)

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 77

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

12. Derivative Financial Instruments (continued)


(a) Derivative financial instruments are classified as fair value through profit or loss and measured at fair value, categorised as
Level 2 of the fair value hierarchy. There is no transfer between levels in the hierarchy during the financial year.
(b) The forward foreign exchange contracts were entered into with the objective of managing the exposure of the Group to
currency risk for receivables, which are denominated in a currency other than the functional currency of the Group.

(c) The commodity forward contracts and commodity future contracts were entered into with the objective of managing the
exposure of the edible oil segment of the Group to adverse price movements in vegetable oil commodity.

(d) The above derivatives are initially recognised at fair value on the date the derivative contract is entered into and are
subsequently re-measured at fair value through profit and loss. The resulting loss from the re-measurement of RM21,302,000
(2021: gain of RM15,517,000) is recognised in profit or loss.

(e) The unexpired foreign currency forward contracts, which have been entered into by the Group for its trade receivables and
trade payables as at end of each reporting period are as follows:

Contractual Equivalent
amount amount Average
in Foreign in Ringgit contractual
Currency Malaysia rate Expiry dates
Group (“FC’000”) (“RM’000”) RM/FC

2022
USD 226,120 977,001 4.32 1.7.2022 to 23.11.2022
EUR 58,500 278,246 4.76 20.7.2022 to 29.12.2022

2021
USD 169,150 703,908 4.16 1.7.2021 to 13.1.2022
EUR 42,600 216,026 5.07 6.7.2021 to 14.12.2021

(f) The financial instruments of the Group, which are subject to price risk along with their contract values and mark-to-market
fair value on closing, plus fair value recognised over the financial year are as follows:

Fair value attributed to price


Contract and notional value changes at period closing
<1 year <1 year
Group RM’000 RM’000

2022
Commodity based
Forward sales contracts 130,262 19,368
Forward purchase contracts (180,205) (22,828)
(3,460)

2021
Commodity based
Forward sales contracts 70,561 1,586
Forward purchase contracts (81,334) (1,947)
(361)

The exposure of the Group to price volatility was solely derived from palm products. If the price of palm products changes
by 3%, profit after tax for the Group would have equally increased or decreased by approximately RM1,139,000 (2021:
RM246,000).

ANNUAL REPORT 2022


78 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

13. Cash And Bank Balances

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Cash and bank balances 202,138 161,009 69,053 51,317


Deposits with licensed banks 39,730 26,300 38,400 25,500
241,868 187,309 107,453 76,817

(a) Cash and bank balances are classified as financial assets measured at amortised cost.

(b) Deposits with licensed banks of the Group and of the Company are subject to interest at rates ranging from 0.07% to 1.99%
per annum and 1.5% to 1.95% per annum (2021: 0.47% to 1.99% per annum and 1.25% to 1.99% per annum) respectively.

(c) Deposits with the licensed banks of the Group and of the Company as at the end of the reporting period have maturity
periods ranging from 8 days to 154 days and 16 days to 149 days (2021: 21 days to 154 days and 28 days to 154
days) respectively.

(d) Deposits with licensed banks of the Group and of the Company are fixed rate instruments. Sensitivity analysis at the end
of the reporting period is not presented as fixed rate instrument is not affected by change in interest rates.

(e) The currency exposure profile of cash and bank balances is as follows:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

RM 161,652 99,870 107,453 76,817


USD 51,772 71,010 – –
SGD 3,086 3,606 – –
EUR 21,027 12,823 – –
Others 4,331 – – –
241,868 187,309 107,453 76,817

(f) Sensitivity analysis of RM against foreign currencies at the end of each reporting period, assuming that all other variables
remain constant, are as follows:

Group
2022 2021
RM’000 RM’000

Effects of 3% changes to RM against foreign currencies

Profit after tax


– EUR/RM – strengthen 479 292
– EUR/RM – weaken (479) (292)
– USD/RM – strengthen 1,180 1,619
– USD/RM – weaken (1,180) (1,619)

The exposure of the Group to the other currencies are not significant, hence the effects of the changes in the exchange
rates are not presented.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 79

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

13. Cash And Bank Balances (continued)


(g) For the purpose of the statements of cash flows, cash and cash equivalents comprise the following as at the end of
each reporting period:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Cash and bank balances 202,138 161,009 69,053 51,317


Deposits with licensed banks 39,730 26,300 38,400 25,500

As reported in statements of
financial position 241,868 187,309 107,453 76,817
Less: Deposits with maturity more than
three (3) months (15,000) (14,500) (15,000) (14,500)
As reported in statements of cash flows 226,868 172,809 92,453 62,317

(h) Included in the bank balances of the Group are cash placed in Islamic accounts, which amounted to RM50,014,000
(2021: RM23,570,000).

(i) No expected credit losses were recognised arising from the deposits with licensed banks because the probability of
default by these licensed banks were negligible.

14. Share Capital

Group and Company


2022 2021
Number Number
of shares of shares
’000 RM’000 ’000 RM’000

Issued and fully paid with no pair value


As at 1 July/30 June 162,000 95,147 162,000 95,147

The owners of the parent are entitled to receive dividends as and when declared by the Company and are entitled to one
(1) vote per ordinary share at meetings of the Company. All ordinary shares rank pari passu with regard to the residual
assets of the Company.

ANNUAL REPORT 2022


80 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

15. Reserves

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Exchange translation reserve 473 55 – –


Retained earnings 233,173 186,126 66,752 38,969
233,646 186,181 66,752 38,969

Exchange translation reserve

The exchange translation reserve is used to record foreign currency exchange differences arising from the translation of the
financial statements of foreign operations whose functional currencies are different from that of the presentation currency
of the Group. It is also used to record the exchange differences arising from monetary items which form part of the net
investment of the Group in foreign operations, where the monetary item is denominated in either the functional currency
of the reporting entity or the foreign operation.

16. Borrowings

Group
2022 2021
Note RM’000 RM’000

Non-current liabilities
Secured:
Term loans 923 4,996
Islamic financing facilities 1,019 –
1,942 4,996

Current liabilities
Secured:
Term loans 2,021 3,878
Bankers’ acceptances 91,898 95,106
Islamic financing facilities 308,038 196,196
401,957 295,180

Total borrowings
Term loans 17 5,101 8,874
Bankers’ acceptances 91,898 95,106
Islamic financing facilities 18 306,900 196,196
403,899 300,176

(a) Borrowings are classified as financial liabilities measured at amortised cost.

(b) The carrying amounts of borrowings are reasonable approximation of their fair values, either due to their short-term nature
or that they are floating rate instruments, which are re-priced to market interest rates on or near the end of the reporting
period. Fair value of the borrowings of the Group are categorised as Level 2 in the fair value hierarchy. There is no transfer
between levels in the hierarchy during the financial year.

(c) Bankers’ acceptances are secured by first legal charges over land and buildings of certain subsidiaries as disclosed in Note
5 and Note 6 to the financial statements. In addition, bankers’ acceptances are guaranteed by corporate guarantee and
indemnity by the Company and a negative pledge on the assets of certain subsidiaries.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 81

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

16. Borrowings (continued)


(d) The following table sets out the carrying amounts, the weighted average effective interest rates as at the end of each
reporting period and the remaining maturities of the borrowings of the Group and of the Company that are exposed to
interest rate risk:

Weighted On
average demand
effective or within One (1) Over
interest rate one (1) to five (5) five (5)
per annum year years years Total
Group % RM’000 RM’000 RM’000 RM’000

30 June 2022
Floating rates
Term loans 5.33% 2,021 923 – 2,944
Bankers’ acceptances 2.05% 91,898 – – 91,898
Islamic financing facilities 1.99% 308,038 826 193 309,057
401,957 1,749 193 403,899

30 June 2021
Floating rates
Term loans 4.99% 3,878 4,654 342 8,874
Bankers’ acceptances 1.50% 95,106 – – 95,106
Islamic financing facilities 1.34% 196,196 – – 196,196
295,180 4,654 342 300,176

(e) The maturity profile of borrowings of the Group and of the Company at the end of each reporting period based on
contractual undiscounted repayment obligations is summarised in the table below:

On
demand
or within One (1) Over
one (1) to five (5) five (5)
year years years Total
Group RM’000 RM’000 RM’000 RM’000

2022
Financial liabilities
Term loans 2,112 926 – 3,038
Bankers’ acceptances 91,898 – – 91,898
Islamic financing facilities 308,038 826 – 308,864
Total undiscounted financial liabilities 402,048 1,752 – 403,800

2021
Financial liabilities
Term loans 4,191 4,971 355 9,517
Bankers’ acceptances 95,106 – – 95,106
Islamic financing facilities 196,196 – – 196,196
Total undiscounted financial liabilities 295,493 4,971 355 300,819

ANNUAL REPORT 2022


82 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

16. Borrowings (continued)


(f) Sensitivity analysis of interest rate at the end of the reporting period, assuming that all other variables remain constant, are
as follows:

Group
2022 2021
RM’000 RM’000
Profit after tax
– Increased by 1.0% (2021: 1.0%) (3,070) (2,281)
– Decreased by 1.0% (2021: 1.0%) 3,070 2,281

(g) The currency exposure profile of borrowings of the Group is as follows:

Group
2022 2021
RM’000 RM’000
USD 208,174 195,628
RM 194,109 104,548
EURO 1,616 –
403,899 300,176

Sensitivity analysis of RM against foreign currency, USD as at the end of the reporting period, assuming that all other
variables remain constant, are as follows:

Group
2022 2021
RM’000 RM’000
Effects of 3% changes to RM against foreign currencies

Profit after tax


– USD/RM - strengthen (4,746) (4,460)
– USD/RM - weaken 4,746 4,460

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 83

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

16. Borrowings (continued)


(h) Reconciliation of liabilities arising from financing activities

The table below details changes in the Group’s and in the Company’s liabilities arising from financing activities, including
both cash and non-cash changes. Liabilities arising from financing activities are those for which cash flows were, or
future cash flows will be, classified in the statements of cash flows of the Group and of the Company as cash flows from
financing activities.

Islamic Lease
Term Bankers’ financing liabilities
loans acceptances facilities (Note 6) Total
Group RM’000 RM’000 RM’000 RM’000 RM’000

2022

As at 1 July 2021 8,874 95,106 196,196 7,649 307,825


Additions – – – 530 530
Cash flows (5,930) (3,774) 112,440 (2,091) 100,645
Non-cash flows:
– Accretion of interest – – – 133 133
– Termination of lease contracts – – – (100) (100)
– Foreign exchange movement – 566 421 26 1,013

As at 30 June 2022 2,944 91,898 309,057 6,147 410,046

2021

As at 1 July 2020 14,683 120,034 240,419 9,047 384,183


Additions – – – 1,281 1,281
Cash flows (5,809) (25,123) (44,580) (2,925) (78,437)
Non-cash flows:
– Accretion of interest – – – 227 227
– Reassessment and modification – – – 34 34
– Termination of lease contracts – – – (9) (9)
– Foreign exchange movement – 195 357 (6) 546

As at 30 June 2021 8,874 95,106 196,196 7,649 307,825


ANNUAL REPORT 2022


84 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

16. Borrowings (continued)


(h) Reconciliation of liabilities arising from financing activities (continued)

Lease liabilities
(Note 6)
RM’000

Company
2022
As at 1 July 2021 1,615
Cash flows (600)
Non-cash flows:
– Accretion of interest 33
As at 30 June 2022 1,048

2021
As at 1 July 2020 2,172
Cash flows (604)
Non-cash flows:
– Accretion of interest 47
As at 30 June 2021 1,615

17. Term Loans

Group
2022 2021
RM’000 RM’000

Secured
Term loans
– non-current 923 4,996
– current 2,021 3,878
2,944 8,874

(a) Term loans of the Group are secured by legal charges over the freehold land, building and plant and machinery of a
subsidiary as disclosed in Note 5 to the financial statements. In addition, the term loans of the Group are guaranteed by
the Company and a negative pledge on the assets of a subsidiary.

(b) Tangible Net Worth of a subsidiary shall be maintained at least RM45,000,000 for certain secured term loans of
the subsidiary.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 85

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

18. Islamic Financing Facilities

Group
2022 2021
RM’000 RM’000

Secured

Islamic trade facilities


– non-current 1,019 196,196
– current 308,038 –
309,057 196,196

Islamic trade facilities of the Group are secured by first legal charge over the land and building of a subsidiary as disclosed
in Note 5 and Note 6 to the financial statements and guaranteed by way of a corporate guarantee by the Company and a
negative pledge on the assets of certain subsidiaries as disclosed in Note 5 to the financial statements.

19. Deferred Tax Liabilities


(a) The deferred tax liabilities are made up of the following:

Group
2022 2021
RM’000 RM’000

As at 1 July 2021/2020 1,020 999


Recognised in profit or loss (Note 26) (239) 21

As at 30 June 2022/2021 781 1,020


(b) The components and movements of deferred tax liabilities during the financial year prior to offsetting are as follows:

Deferred tax liabilities of the Group

Property, plant
and equipment
and right-of-use
assets Others Total
RM’000 RM’000 RM’000

As at 1 July 2020 1,297 (298) 999


Recognised in profit or loss (124) 145 21

As at 30 June 2021/1 July 2021 1,173 (153) 1,020


Recognised in profit or loss (132) (107) (239)

As at 30 June 2022 1,041 (260) 781

ANNUAL REPORT 2022


86 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

19. Deferred Tax Liabilities (continued)


(c) Amounts of temporary differences for which no deferred tax assets have been recognised in the statements of financial
position are as follows:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000
Unabsorbed capital allowances 3,911 3,847 345 352
Unused tax losses
– Expires by 30 June 2028 736 736 736 736
– Expires by 30 June 2030 4,131 4,428 – –
– Expires by 30 June 2031 2,259 645 – –
Other temporary differences 45,465 61 – –
56,502 9,717 1,081 1,088

Deferred tax assets of the Company have not been recognised in respect of these items as these items were derived from
different business sources and it is not probable that taxable profits of the Company from the same business source would
be available against which the deductible temporary differences could be utilised.

Deferred tax assets of certain subsidiaries have not been recognised in respect of these items as it is not probable that
taxable profits of the subsidiaries would be available against which the deductible temporary differences could be utilised.

With effective from 1 January 2022, any unused tax losses shall be deductible for a maximum period of ten (10) consentive
years of assessment immediately following that year of assessment. Any amount which is not deducted at the end of the
period of ten (10) years of assessment shall be disregarded.

The amount and availability of these items to be carried forward up to the periods as disclosed above are subject to the
agreement of the respective local tax authorities..

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 87

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

20. Retirement Benefit Obligations


The Group operates an unfunded defined benefit plan for non-executive staff who are entitled to a payment calculated
by reference to their length of service and earnings. Provision for retirement benefit obligations is calculated based on the
predetermined rate of basic salaries and length of service of the employees.

The amounts recognised in the statement of financial position are determined as follows:

Group
2022 2021
RM’000 RM’000

Present value of unfunded retirement benefit obligations 223 578

Analysed as follows:
Non-current liabilities
– later than five (5) years 223 578

The total expenses recognised in profit or loss are as follows:

Group
2022 2021
RM’000 RM’000

Current service cost – 19


Past service cost 355 119
Interest cost – 24
Expenses recognised in the statement of profit or loss and other comprehensive
income included under administrative expenses 355 162

The movements during the financial year in the amounts recognised in the statement of financial position in respect of the
retirement benefit obligations are as follows:
Group
2022 2021
RM’000 RM’000

As at 1 July 2021/2020 578 538


Recognised in profit or loss (355) 162
Contributions paid – (122)

As at 30 June 2022/2021 223 578

The principal actuarial assumptions used are as follows:

Group
2022 2021
% %

Discount rates 4.2 4.5


Expected rates of salary increases 5.0 5.0
Price inflation 2.5 2.5

ANNUAL REPORT 2022


88 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

21. Trade And Other Payables

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Trade payables 138,729 90,542 – –

Other payables 97,307 47,511 7 1


Accrued liabilities 49,962 43,234 1,049 1,397
147,269 90,745 1,056 1,398
285,998 181,287 1,056 1,398

(a) Trade and other payables of the Group and of the Company are classified as financial liabilities measured at
amortised cost.

(b) Trade payables are non-interest bearing and the normal credit terms granted to the Group in respect of trade payables
ranged from 4 to 120 days (2021: 4 to 120 days) from the date of invoice.

(c) Included in other payables of the Group are advance payments from customers amounting to RM87,294,000 (2021:
RM38,427,000).

(d) Maturity profile of trade and other payables of the Group and of the Company at the end of the reporting period based
on contractual undiscounted repayment obligations is repayable on demand or within one (1) year.

(e) The currency exposure profile of trade and other payables of the Group and of the Company are as follows:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

EUR 11,127 10,918 – –


USD 125,244 65,571 – –
SGD 6,899 5,151 – –
RM 141,991 99,150 1,056 1,398
RMB 244 497 – –
AED 493 – – –
285,998 181,287 1,056 1,398

(f) Sensitivity analysis of RM against foreign currencies at the end of the reporting period of the Group, assuming that all other
variables remain constant, are as follows:

Group
2022 2021
RM’000 RM’000

Effects of 3% changes to RM against foreign currency

Profit after tax


– USD/RM – strengthen (2,856) (1,495)
– USD/RM – weaken 2,856 1,495
– EUR/RM – strengthen (254) (249)
– EUR/RM – weaken 254 249

The exposure to the other currencies are not significant, hence the effects of the changes in the exchange rates are
not presented.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 89

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

22. Commitments

Capital commitments

Group
2022 2021
RM’000 RM’000
Capital expenditure in respect of purchase of property, plant and equipment:
– Approved but not contracted for – –
– Approved and contracted for – 455
– 455

23. Revenue

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000
Revenue from contracts with customers
– Sale of goods 4,046,102 3,144,549 – –
– Management fees from subsidiaries – – 3,600 3,600
4,046,102 3,144,549 3,600 3,600

Revenue from other sources


– Dividend income from a subsidiary – – 48,510 22,068
4,046,102 3,144,549 52,110 25,668

Timing of revenue recognition


Transferred at a point in time 4,046,102 3,144,549 – –
Transferred over time – – 3,600 3,600
Revenue from contracts with customers 4,046,102 3,144,549 3,600 3,600

Disaggregation of revenue from contracts with customers

Revenue from contracts with customers is disaggregated by primary geographical market, major products and service lines and
timing of revenue recognition as disclosed in Note 4 to the financial statements.

(a) Sale of goods

Revenue from sale of goods are recognised at a point in time when the goods have been transferred to the customer and
coincides with the delivery of goods and acceptance by customers.

There is no material right of return and warranty provided to the customers on the sale of goods.

There is no significant financing component in the revenue arising from sale of goods as the sales are made on the normal
credit terms not exceeding twelve (12) months.

(b) Management fees

Management fees is recognised over the period in which the services are rendered.

(c) Dividend income

Dividend income is recognised when the right to receive payment is established.

ANNUAL REPORT 2022


90 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

24. Cost Of Sales


Cost of sales of the Group represents cost of inventories sold and other related expenses.

25. Profit Before Tax


Other than those disclosed elsewhere in the financial statements, profit before tax is arrived at:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000
After charging:

Auditors’ remuneration to BDO PLT:


– statutory audit 312 290 71 65
– non-statutory audit 13 13 13 13
Other auditors’ remuneration:
– statutory audit 71 72 – –
Bad debts written off 103 252 – –
Property, plant and equipment written off 123 7 – –
Interest expense on:
– bank overdraft 10 11 10 10
– term loans 271 508 – –
– bankers’ acceptances 2,659 3,861 – –
– islamic financing facilities 2,056 2,185 – –
– lease liabilities 133 227 33 47
– others 3 4 2 2
Loss on disposal of property, plant and equipment 108 – – –

Net loss on foreign exchange:


– unrealised 1,527 – – –
– realised 1,489 2,584 – –

And crediting:

Interest income received from:


– deposits with licensed banks 535 455 497 392
– short term investments 1,138 1,100 1,092 900
– subsidiaries – – 64 115
– others – – – –
Gain on disposal of property, plant and equipment – 334 – –
Gain on disposal of right-of-use asset – 47 – –
Net gain on foreign exchange:
– realised – 3,284 – –
– unrealised – 827 – –

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 91

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

26. Tax Expense

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000
Malaysian income tax:
Current tax expense 3,901 4,705 135 120
Under/(Over)-provision in prior years 15 (67) (13) (15)
3,916 4,638 122 105

Foreign income tax:


Current tax expense 780 358 – –
Over-provision in prior years (52) (30) – –
4644 4,966 122 105

Deferred tax (Note 19):


Relating to origination and reversal of
temporary differences (450) 33 – –
Under/(Over)-provision in prior years 211 (12) – –
(239) 21 – –

4,405 4,987 122 105

(a) Malaysian income tax is calculated at the statutory tax rate of 24% (2021: 24%) of the estimated taxable profits for the fiscal
year. Tax expense for other taxation authorities are calculated at the rates prevailing in those respective jurisdictions.

(b) A subsidiary of the Group has been granted Principal Hub status, which provides tax incentive to the subsidiary for a period
of ten (10) years. The Principal Hub status commenced in the Year of Assessment 2017 under the Income Tax Act 1967.

(c) The numerical reconciliations between the tax expense and the product of accounting profit multiplied by the applicable tax
rate of the Group and of the Company are as follows:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000
Profit before tax 123,765 121,077 47,345 20,349

Tax at Malaysian statutory income tax rate of


24% (2021: 24%) 29,704 29,058 11,363 4,884

Tax effects in respect of:


– non-allowable expenses 5,525 2,538 677 747
– non-taxable income (1,632) (1,592) (11,904) (5,510)
– different tax rates in foreign jurisdiction (319) (170) – –
– deferred tax assets not recognised 11,230 128 – –
– utilisation of deferred tax assets previously
unrecognised (1) (76) (1) (1)
– tax incentives (40,276) (24,790) – –
4,231 5,096 135 120

Over-provision of income tax in


prior years (37) (97) (13) (15)
Under/(Over)-provision of deferred tax in
prior years 211 (12) – –
4,405 4,987 122 105

ANNUAL REPORT 2022


92 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

26. Tax Expense (continued)


(d) Tax on each component of other comprehensive income is as follows:

Before tax Tax effect After tax


Group RM’000 RM’000 RM’000
2022
Foreign currency translations 685 – 685

2021
Foreign currency translations (168) – (168)

27. Earnings Per Share


(a) Basic

Basic earnings per ordinary share for the financial year is calculated by dividing the profit for the financial year attributable
to equity holders of the parent by the weighted average number of ordinary shares outstanding during the financial year.

Group
2022 2021
RM’000 RM’000
Profit attributable to equity holders of the parent 66,487 69,966

Unit’000 Unit’000
Weighted average number of ordinary shares in issue 162,000 162,000

Sen Sen
Basic earnings per ordinary share 41.04 43.19

(b) Diluted

The Group has no potential ordinary shares in issue as at reporting date and therefore, the diluted earnings per ordinary
share equals basic earnings per ordinary share.

28. Dividends

Group and Company


2022 2021
Dividend Amount of Dividend Amount of
per share dividend per share dividend
sen RM’000 sen RM’000
In respect of the financial year
ended 30 June 2021:

Final single-tier dividend, paid on


11 November 2021 12 19,440 – –

In respect of the financial year ended


30 June 2020:

Final single-tier dividend, paid on


12 November 2020 – – 10 16,200

On 23 August 2022, the Board of Directors approved payment of a single tier dividend of 12.0 sen per ordinary share
amounting to RM19,440,000. The financial statements for the current financial year do not reflect this dividend.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 93

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

29. Employee Benefits

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000
Salaries and wages 40,550 38,653 3,409 3,707
Social security contributions 240 254 13 15
Contributions to defined contribution plan 3,277 2,946 407 446
Defined benefit plan (355) 162 – –
Other benefits 534 685 202 186
44,246 42,700 4,031 4,354

Included in employee benefits of the Group and of the Company is Executive Directors’ and other key management personnel’s
remuneration as disclosed in Note 30(c) to the financial statements.

30. Related Party Disclosures


(a) Identities of related parties

Parties are considered to be related to the Group if the Group has the ability, directly or indirectly, to control the party
or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where the
Group and the party are subject to common control or common significant influence. Related parties could be individuals
or other parties.

Related parties of the Group include the following:

(i) Direct and indirect subsidiaries as disclosed in the Note 8 to the financial statements;
(ii) A corporation in which a Director of the Company has substantial financial interests; and
(iii) Key management personnel are defined as those persons having the authority and responsibility for planning, directing
and controlling the activities of the Group either directly or indirectly. The key management personnel include the
Executive Directors of the Group.
(b) In addition to the transactions and balances detailed elsewhere in the financial statements, the Group and the Company
had the following transactions with related parties during the financial year:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Subsidiaries
Management fee income – – 3,600 3,600
Interest income – – 64 115
Dividend income – – 48,510 22,068

Related party
Management fee expense 480 480 480 480

The related party transactions described above were carried out on agreed contractual terms and conditions and in the
ordinary course of business between the related parties of the Group and of the Company.

ANNUAL REPORT 2022


94 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

30. Related Party Disclosures (continued)


(c) Compensation of key management personnel

Key management personnel are those persons having the authority and responsibility for planning, directing and controlling
the activities of the entity, directly and indirectly, including Directors (whether Executive or otherwise) of the Group and of
the Company.

The remuneration of key management personnel during the financial year was as follows:

Group Company
2022 2021 2022 2021
RM’000 RM’000 RM’000 RM’000

Directors of the Company


Executive Directors:
– Salaries, bonus and allowances 10,838 9,974 1,070 1,274
– Defined contribution plan 599 630 122 147
11,437 10,604 1,192 1,421

Non-Executive Directors:
– Fees 375 395 225 225
– Allowances 135 124 135 124
– Other emoluments 2,280 780 135 124
2,790 1,299 360 349

Total remuneration for Directors


of the Company 14,227 11,903 1,552 1,770

Directors of Subsidiaries
Executive Directors:
– Salaries, bonus and allowances 1,333 505 – –
– Defined contribution plan 116 61 – –
1,249 566 – –

Non-Executive Directors:
– Fees 60 60 225 225
– Allowances – – 135 124
60 60 – –

Total remuneration for Directors


of subsidiaries 1,309 626 1,552 1,770

Other key management personnel of


the subsidiaries:
– Salaries, bonus and allowances 3,112 2,458 – –
– Defined contribution plan 305 286 – –

Total other key management


personnel remuneration 3,417 2,744 – –

Total compensation of key


management personnel 18,953 15,273 1,552 1,770

The estimated monetary value of benefits-in-kind received by the Directors otherwise than in cash from the Group and from
the Company amounted to RM85,000 and RM31,000 respectively (2021: RM85,000 and RM31,000).

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 95

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

31. Financial Guarantee Contracts


The Company has financial guarantee contracts of RM648,318,000 (2021: RM577,698,000) in respect of financial guarantees
given to financial institutions for banking facilities granted to subsidiaries.

Financial guarantees issued are initially measured at fair value. Subsequently, they are measured at higher of the amount of the
loss allowance; and the amount initially recognised less, when appropriate, the cumulative amount of income recognised in
accordance with the principles of MFRS 15 Revenue from Contracts with Customers.

Financial guarantees have not been recognised since the fair value was not material on initial recognition. As at the end of the
reporting period, there was no indication that any subsidiary would default on repayment.

Maturity profile of financial guarantee contracts of the Company at the end of each reporting period based on contractual
undiscounted repayment obligations, is repayable upon any default by the subsidiaries in respect of the guaranteed bank facilities.

The maximum credit risk exposure of the financial guarantee issued is limited to the credit amount utilised of RM300,176,000
(2021: RM300,176,000). The financial guarantees have low credit risk at the end of the year as the financial guarantee is
unlikely to be called by the financial institutions.

32. Capital And Financial Risk Management


(a) Capital management

The primary objective of the capital management of the Group is to ensure that entities of the Group would be able to
continue as a going concern whilst maximising return to shareholders through the optimisation of the debt and equity ratios.

The Group manages its capital structure and makes adjustments to it in response to changes in economic conditions. In
order to maintain or adjust the capital structure, the Group may adjust the dividend payout to shareholders, issue new
ordinary shares and redeem debts, where necessary. No changes were made in the objectives, policies or processes
during the financial years ended 30 June 2021 and 30 June 2022.

The Group monitors capital using a gearing ratio, which is net debt divided by equity. The Group includes within net debt,
borrowings, lease liabilities, trade and other payables, other liabilities, less cash and bank balances. Equity represents
equity attributable to the owners of the parent. The net debt-to-equity ratios as at 30 June 2021 and 30 June 2022 are
as follows:

Group
2022 2021
RM’000 RM’000
Borrowings 403,899 300,176
Lease liabilities 6,147 7,649
Trade and other payables 285,998 181,287
Other liabilities 39,041 5,356

Total liabilities 735,085 494,468


Less: Cash and bank balances (241,868) (187,309)

Net debt 493,217 307,159

Equity 328,535 281,328

Net debt to equity ratio 1.50 1.09

Pursuant to the requirements of Practice Note No. 17/2005 of the Bursa Malaysia Securities, the Group is required to
maintain a consolidated shareholders’ equity of more than twenty-five percent (25%) of the issued and paid-up capital
(excluding treasury shares, if any) and such shareholders’ equity is not less than RM40.0 million. The Company has
complied with this requirement for the financial year ended 30 June 2022.

ANNUAL REPORT 2022


96 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

32. Capital And Financial Risk Management (continued)


(b) Financial risk management objectives and policies

Exposure to credit risk, liquidity and cash flow risk, foreign currency risk, interest rate risk and price fluctuation risk arises
in the normal course of the businesses of the Group. The overall financial risk management objective of the Group is to
minimise potential adverse effects on the financial performance of the Group.

The overall business strategies of the Group, its tolerance of risk and its general risk management philosophy are determined
by management in accordance with prevailing economic and operating conditions. Financial risk management is carried
out through risk reviews, internal control systems and adherence to the financial risk management policies of the Group. The
Group does not have any financial instruments for trading purposes.

The management policies of the Group for managing each of its financial risk are summarised below:

(i) Credit risk



Cash deposits and trade and other receivables could give rise to credit risk which requires the loss to be recognised
if a counterparty fails to perform as contracted. Credit risk refers to the risk that a counterparty would default on its
contractual obligations resulting in financial loss to the Group. The Group has adopted a policy of only dealing with
creditworthy counterparties. The exposure and the creditworthiness of the counterparties of the Group are continuously
monitored and the aggregate value of transactions concluded is spread amongst approved counterparties.

The primary exposure of the Group and of the Company to credit risk arises through its trade receivables and other
receivables. The carrying amount of financial assets as recorded in the financial statements, grossed up for any
impairment losses, represents the maximum exposure to credit risk of the Group.

The credit risk concentration profiles have been disclosed in Note 10 to the financial statements.

(ii) Liquidity and cash flow risk



Liquidity risk is the risk that the Group is unable to service its cash obligations in the future. To mitigate this risk,
management measures and forecasts its cash commitments, monitors and maintains a level of cash and cash equivalents
deemed adequate to finance the operations and development activities of the Group.

Based on management’s assessment, it is not probable that the counterparties to financial guarantee contracts will
claim under the contract. The analysis of financial instruments by remaining contractual maturities has been disclosed
in Note 6, Note 16 and Note 21 to the financial statements respectively.

(iii) Foreign currency risk



Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument would fluctuate because
of changes in foreign exchange rates.

The Group is subject to foreign exchange fluctuations through the import of raw materials and packaging materials
and export of finished goods. The Group monitors the movement in foreign currency exchange rates closely to ensure
its foreign currency risk is minimised.

The foreign currency profile and sensitivity analysis have been disclosed in Note 10, Note 12, Note 13, Note 16 and
Note 21 to the financial statements respectively.

(iv) Interest rate risk



Interest rate risk is the risk that the fair value or future cash flows of the financial instruments of the Group and of the
Company would fluctuate because of changes in market interest rates.

The exposure of the Group to interest rates risk arises primarily from their borrowings. The Group does not use
derivative financial instruments to hedge this risk.

The interest rate profile and sensitivity analysis of interest rate risk have been disclosed in Note 6, Note 13 and Note 16 to
the financial statements respectively.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 97

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

32. Capital And Financial Risk Management (continued)


(b) Financial risk management objectives and policies (continued)

(v) Price fluctuation risk



The edible oil segment of the Group is inversely exposed to price fluctuation risk on sales and purchases of palm oil
commodities. This segment enters into commodity forward contracts with the objective of managing and hedging their
respective exposure to price volatility in the commodity markets.

The objective of the Group on price risk management is to limit the exposure of the Group to fluctuations in market
prices and to achieve expected margins on revenue.

The Group manages its price fluctuation risk by having policies and procedures governing forward positions.

33. Significant Event During The Financial Year


In November 2021, C.I. Damansara Quarry Sdn. Bhd. (“CIDQSB”) and C.I. Auto Services Sdn. Bhd. (“CIASB”), a dormant
indirect owned subsidiaries have completed their voluntary strike off and have ceased to be an indirect owned subsidiaries of
the Company.

ANNUAL REPORT 2022


98 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTES TO THE FINANCIAL STATEMENTS


30 June 2022
(continued)

34. Adoption Of New MFRSs And Amendments To MFRSs

34.1 New MFRSs adopted during the financial year


The Group and the Company adopted the following Standards and Amendments of the MFRS Framework that were
issued by the Malaysian Accounting Standards Board (“MASB”) during the financial year:

Title Effective Date

Interest Rate Benchmark Reform - Phase 2 (Amendments to MFRS 9, MFRS 139, MFRS 7, 1 January 2021
MFRS 4 and MFRS 16)
Covid-19-Related Rent Concessions beyond 30 June 2021 (Amendment to MFRS 16 Leases) 1 April 2021
(early adopted)
* Effective immediately.

The adoption of the above Amendments did not have any material effect on the financial performance or position of the
Group and of the Company.

34.2 New MFRSs that have been issued, but only effective for annual periods beginning on or after 1 January 2022

Title Effective Date

Annual Improvements to MFRS Standards 2018 - 2020 1 January 2022


Amendments to MFRS 3 Reference to the Conceptual Framework 1 January 2022
Amendments to MFRS 116 Property, Plant and Equipment - Proceeds before Intended Use 1 January 2022
Amendments to MFRS 137 Onerous Contracts - Cost of Fulfilling a Contract 1 January 2022
Amendments to MFRS 101 Classification of Liabilities as Current or Non-current 1 January 2023
MFRS 17 Insurance Contracts 1 January 2023
Amendments to MFRS 17 (Initial Application of MFRS 17and MFRS 9 - Comparative Information) 1 January 2023
Amendments to MFRS 101 Presentation of Financial Statements - Disclosure of 1 January 2023
Accounting Policies
Amendments to MFRS 108 Accounting Policies, Changes in Accounting Estimates 1 January 2023
and Errors - Definition of Accounting Estimates
Amendments to MFRS 112 Income Taxes - Deferred Tax related to Assets and Liabilities 1 January 2023
arising from a Single Transaction
Amendments to MFRS 10 and MFRS 128 Sale or Contribution of Assets between an Deferred
Investor and its Associate or Joint Venture

The Group and the Company are in the process of assessing the impact of implementing these Standards and Amendments
since the effects would only be observable in the future financial years.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 99

LIST OF PROPERTIES
Properties Held By The Group As At 30 June 2022

Approximate 2022
Approximate age of Net Book
land area buildings Date of Value
Tenure Location (sq ft) (year) Description acquisition RM’000

Negeri Sembilan Darul Khusus

Leasehold Land with building at 130,680 42 Factory for 10/06/1978 651


99 years HS(D) 658 PT 1342, (Built-up Area) Manufacturing
expiring 2077 Senawang Industrial Estate, Tap wares
Seremban, Negeri Sembilan.

Freehold Land at – Bungalow 03/01/1999 –


(2 individual HS (D) 14031 PT 3272, 43,594 Land for Future
lots) HS (D) 14036 PT 3277, 48,115 Development of
Mukim Si Rusa, Orchard and
Daerah Port Dickson, Building
Negeri Sembilan Darul Khusus.

Melaka

Leasehold Land with building at 93,099 26 Factory for 03/11/1995 4,661


99 years Lot No. 6672 – 6674 (Built-up Area) Manufacturing
expiring 2101 PM No. 567 – 569 Sanitary wares
Lot No. 6667 – 6669
PM No. 571 – 573
Mukim Sungei Baru Tengah,
Daerah Alor Gajah, Melaka.

Selangor Darul Ehsan

Freehold land Land with building at 175,602 17 Industrial land 20/09/2005 13,080
GM 2514, Lot 2239,
Mukim Teluk Panglima Garang,
Lot 2239, Jalan Rajawali,
Batu 9, Kampung Kebun Baru,
42500 Telok Panglima Garang, Kuala
Langat, Selangor Darul Ehsan.

Freehold land Land with building at 88,016 9 Industrial land 30/12/2012 11,634
GM 4406, Lot 11202,
Mukim Teluk Panglima Garang,
Lot 11202, Jalan Rajawali,
Batu 9, Kampung Kebun Baru,
42500 Telok Panglima Garang, Kuala
Langat, Selangor Darul Ehsan.

Freehold land Land with building at 89,984 4 Agricultural 15/03/2019 4,281


GM6505, Lot 11203,
Mukim Teluk Panglima Garang,
Lot 11203, Jalan Rajawali,
Batu 9, Kampung Kebun Baru,
42500 Telok Panglima Garang, Kuala
Langat, Selangor Darul Ehsan.

ANNUAL REPORT 2022


100 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

LIST OF PROPERTIES
Properties Held By The Group As At 30 June 2022
(continued)

Approximate 2022
Approximate age of Net Book
land area buildings Date of Value
Tenure Location (sq ft) (year) Description acquisition RM’000

Johor Darul Takzim

Leasehold Land with building at 87,120 14 Industrial land 20/02/2008 3,499


60 years PTD 115556, HSD 221665,
expiring 2055 Mukim of Plentong,
District of Johor Bahru,
Johor Darul Takzim
PLO 470, Jalan Keluli 1,
81700 Pasir Gudang,
Johor Darul Takzim.

Leasehold Land with building at 99,876 4 Industrial land 30/04/2019 8,862


60 years PTD 110329, HSD 200231,
expiring 2052 Mukim Plentong,
Daerah Johor Bahru,
No.18, Jalan Pekeliling,
Taman Perindustrian Pasir Gudang,
81700 Pasir Gudang,
Johor Darul Takzim.

46,668

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 101

ANALYSIS OF SHAREHOLDINGS
As At 30 August 2022

Issued and fully paid-up share capital : 162,000,000 ordinary shares


Class of shares : Ordinary shares
Voting rights by show of hand : One vote for every member
Voting rights by poll : One vote for every share held

Analysis By Size Of Shareholdings


No. of No. of
Size of Shareholdings Shareholders % Shares %

1 - 99 158 6.56 1,837 0.00


100 - 1,000 853 35.39 675,610 0.42
1,001 - 10,000 1,071 44.44 4,154,141 2.56
10,001 - 100,000 265 11.00 7,808,502 4.82
100,001 to less than 5% of issued shares 61 2.53 84,959,910 52.44
5% and above of issued shares 2 0.08 64,400,000 39.75

Total 2,410 100.00 162,000,000 100.00

Substantial Shareholders As Per The Register Of Substantial Shareholders


Direct No. of Indirect No. of
No. Name Shares Held % Shares Held %

1 JAG Capital Holdings Sdn Bhd 53,400,000 32.96 – –


2 Continental Theme Sdn Bhd 12,922,100 7.98 – –
3 Lee Cheang Mei 11,055,700 6.82 – –
4 Fung Heen Choon 10,557,900 6.52 – –
5 Datuk Seri Johari Bin Abdul Ghani – – 53,400,000 32.961
6 Datin Mariam Prudence Binti Yusof – – 35,094,900 21.662
Notes:
1 Deemed interest by virtue of his substantial shareholding in JAG Capital Holdings Sdn Bhd.
2 Deemed interest through Du Ain Sdn Bhd, Duclos Sdn Bhd, Syed Ibrahim Sdn Bhd, Leasing Corporation Sdn Bhd, Sisma Water Technology Sdn Bhd and Continental
Theme Sdn Bhd.

Directors’ Shareholdings As Per The Register Of Directors’ Shareholdings


Direct No. of Indirect No. of
No. Name Shares Held % Shares Held %

1 Megat Joha Bin Megat Abdul Rahman 1,000,000 0.62 – –


2 Dato’ Sukumaran s/o Ramasamy 3,674,000 2.27 – –
3 Lee Cheang Mei 11,055,700 6.82 – –
4 Fung Heen Choon (Alternate Director to Lee Cheang Mei) 10,557,900 6.52 – –
5 Datuk Seri Johari Bin Abdul Ghani – – 53,400,000 32.961
6 Datin Mariam Prudence Binti Yusof – – 35,094,900 21.662
7 Teh Bee Tein – – 230,900 0.143
Notes:
1 Deemed interest by virtue of his substantial shareholding in JAG Capital Holdings Sdn Bhd.
2 Deemed interest through Du Ain Sdn Bhd, Duclos Sdn Bhd, Syed Ibrahim Sdn Bhd, Leasing Corporation Sdn Bhd, Sisma Water Technology Sdn Bhd and
Continental Theme Sdn Bhd.
3 Indirect interest through shareholdings held by spouse.

ANNUAL REPORT 2022


102 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

ANALYSIS OF SHAREHOLDINGS
As At 30 August 2022
(continued)

List Of Thirty (30) Largest Shareholders As At 30 August 2022

No. Name No. of Shares %


1 Cimsec Nominees (Tempatan) Sdn Bhd 53,400,000 32.96
CIMB Bank for JAG Capital Holdings Sdn Bhd
2 UOB Kay Hian Nominees (Tempatan) Sdn Bhd 11,000,000 6.79
For Continental Theme Sdn Bhd
3 Lee Cheang Mei 8,055,700 4.97

4 Fung Heen Choon 6,457,900 3.99

5 UOB Kay Hian Nominees (Tempatan) Sdn Bhd 5,360,000 3.31


For Duclos Sdn Bhd
6 UOB Kay Hian Nominees (Tempatan) Sdn Bhd 4,686,400 2.89
For Leasing Corporation Sdn Bhd
7 MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd 4,654,810 2.87
Pledged Securities Account for Casa Biz Sdn Bhd (Money Penny Sdn Bhd)
8 UOB Kay Hian Nominees (Tempatan) Sdn Bhd 4,540,000 2.80
For Syed Ibrahim Sdn Bhd
9 Dato’ Sukumaran s/o Ramasamy 3,674,000 2.27

10 MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd 3,669,500 2.27


Pledged Securities Account for Syarifah Anita Ibrahim
11 MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd 3,646,400 2.25
Pledged Securities Account for Syarifah Aminah Ibrahim Binti Syed Ibrahim
12 MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd 3,624,400 2.24
Pledged Securities Account for Azril Akmar Bin Attan Akmar
13 Maybank Nominees (Tempatan) Sdn Bhd 3,580,000 2.21
Pledged Securities Account for Erwin Selvarajah a/l Peter Selvarajah
14 UOB Kay Hian Nominees (Tempatan) Sdn Bhd 3,507,400 2.17
For Sisma Water Technology Sdn Bhd
15 UOB Kay Hian Nominees (Tempatan) Sdn Bhd 3,329,000 2.05
For Du Ain Sdn Bhd
16 Tiger Vest Sdn Bhd 3,009,800 1.86

17 MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd 3,000,000 1.85


Pledged Securities Account for Fung Heen Choon (Money Penny Sdn Bhd)
18 MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd 3,000,000 1.85
Pledged Securities Account for Lee Cheang Mei (Money Penny Sdn Bhd)
19 AllianceGroup Nominees (Tempatan) Sdn Bhd 2,558,000 1.58
Pledged Securities Account for Erwin Selvarajah a/l Peter Selvarajah
20 Cimsec Nominees (Tempatan) Sdn Bhd 1,922,100 1.19
CIMB For Continental Theme Sdn Bhd (PB)
21 HSBC Nominees (Asing) Sdn Bhd 1,532,700 0.95
Exempt An for Bank Vontobel AG
22 MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd 1,106,600 0.68
Pledged Securities Account for RDS Network Sdn Bhd

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 103

ANALYSIS OF SHAREHOLDINGS
As At 30 August 2022
(continued)

No. Name No. of Shares %


23 Maybank Nominees (Tempatan) Sdn Bhd 1,100,000 0.68
Pledged Securities Account for Fung Heen Choon
24 Megat Joha Bin Megat Abdul Rahman 1,000,000 0.62

25 MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd 750,000 0.46


Pledged Securities Account for Leasing Corporation Sdn Bhd
26 HSBC Nominees (Asing) Sdn Bhd 618,700 0.38
Exempt An for Bank Julius Baer & Co. Ltd.
27 HSBC Nominees (Asing) Sdn Bhd 447,900 0.28
Exempt An for Credit Suisse
28 UOB Kay Hian Nominees (Tempatan) Sdn Bhd 398,500 0.25
Exempt An for UOB Kay Hian Pte Ltd
29 Tan Sri Abdul Ghani Bin Abdul Aziz 360,000 0.22

30 Seah Bee Huat 258,000 0.16

144,247,810 89.04

ANNUAL REPORT 2022


104 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

ADDITIONAL
COMPLIANCE INFORMATION
Utilisation of Proceeds Raised From Corporate Proposals
There were no proceeds raised from corporate proposals during the financial year.

Audit Fees
The total amount of audit and non-audit fees paid/payable to the external auditors and their associated companies by the Group
and the Company for the financial year ended 30 June 2022 were tabulated as follows:-

Audit Fees Non-Audit Fees

Group Company Group Company


RM RM RM RM

i) BDO PLT 312,000 71,300 13,000 13,000

ii) BDO Tax Services Sdn Bhd – – 37,000 5,500

312,000 71,300 50,000 18,500

Material Contracts
There were no material contracts entered into by the Company and its subsidiaries involving Directors’ and major shareholders’
interests, either still subsisting at the end of the financial year ended 30 June 2022 or entered into since the end of the previous
financial year.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 105

NOTICE OF FORTY-FOURTH
ANNUAL GENERAL MEETING
Notice Is Hereby Given That the Forty-Fourth Annual General Meeting (“44th AGM”) of the Company will be conducted fully
virtual basis through live streaming from the broadcast venue at the Boardroom, Suite A-11-1, Level 11, Hampshire Place Office, 157
Hampshire, No. 1, Jalan Mayang Sari, 50450 Kuala Lumpur on Wednesday, 26 October 2022 at 9:30 a.m. for the purpose of
considering and if thought fit, passing with or without modifications the resolutions setting out in this notice.

Agenda
As Ordinary Business
1. To receive the Audited Financial Statements for the financial year end 30 June 2022 together with Please refer to
the Directors’ and Auditors’ Reports thereon. Explanatory Note 1

2. To approve the payment of Directors’ fees of RM225,000 for the financial year end 30 June Ordinary Resolution 1
2022.

3. To approve the Directors’ benefits up to an amount of RM191,000 for the period from 27 Ordinary Resolution 2
October 2022 until the next Annual General Meeting of the Company to be held in 2023.

4. To re-elect the following Directors, who retire by rotation in accordance with Clause 100 of the
Company’s Constitution:-
(i) Datuk Seri Johari Bin Abdul Ghani Ordinary Resolution 3
(ii) Nor Hishammuddin Bin Dato’ Mohd Nordin Ordinary Resolution 4
(iii) Kasinathan a/l Tulasi Ordinary Resolution 5

5. To re-appoint Messrs BDO PLT as auditors of the Company and to authorise the Directors to fix Ordinary Resolution 6
their remuneration for the ensuing year.

As Special Business
To consider and, if thought fit, to pass the following ordinary resolutions:-

6. Authority for Directors to issue and allot shares in the Company pursuant to Sections 75 Ordinary Resolution 7
and 76 of the Companies Act, 2016
“THAT subject always to the Companies Act, 2016, the Main Market Listing Requirements of
Bursa Malaysia Securities Berhad, the Constitution of the Company and the approvals of the
relevant government and/or regulatory authorities, the Directors be and are hereby empowered
pursuant to Sections 75 and 76 of the Companies Act, 2016 to issue and allot new shares
in the Company at any time at such price, upon such terms and conditions, for such purposes
and to such person(s) whomsoever as the Directors may in their absolute discretion deem fit and
expedient in the interest of the Company, provided that the aggregate number of shares issued
pursuant to this resolution does not exceed 10% of the total issued share capital of the Company
for the time being.

THAT pursuant to Section 85 of the Companies Act, 2016, read together with Clause 18 of the
Constitution of the Company, approval be and is hereby given to waive the statutory pre-emptive
rights of the shareholders of the Company to be offered new shares ranking equally to the existing
issued shares arising from issuance of new shares pursuant to this Mandate.

AND THAT the Directors be and are also empowered to obtain the approval from Bursa Malaysia
Securities Berhad for the listing of and quotation for the additional shares so issued and that such
authority shall continue to be in force until the conclusion of the next Annual General Meeting of
the Company.”

7. Continuing in Office as Independent Non-Executive Directors Ordinary Resolution 8


7.1 “THAT subject to passing of Ordinary Resolution No. 4, approval be and is hereby given
to Encik Nor Hishammuddin Bin Dato’ Mohd Nordin who has served as an Independent
Non-Executive Director of the Company for a cumulative term of more than nine years, to
continue to act as an Independent Non-Executive Director of the Company.”
7.2 “THAT approval be and is hereby given to Ms. Teh Bee Tein who has served as an Ordinary Resolution 9
Independent Non-Executive Director of the Company for a cumulative term of more than
nine years, to continue to act as an Independent Non-Executive Director of the Company.”
7.3 “THAT subject to passing of Ordinary Resolution No. 5, approval be and is hereby given Ordinary Resolution 10
to Mr. Kasinathan a/l Tulasi who has served as an Independent Non-Executive Director
of the Company for a cumulative term of more than nine years, to continue to act as an
Independent Non-Executive Director of the Company.”

ANNUAL REPORT 2022


106 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTICE OF FORTY-FOURTH
ANNUAL GENERAL MEETING
(continued)

Any Other Business


8. To transact any other business for which due notice shall have been given in accordance with the Company’s Constitution and
the Companies Act, 2016.

BY ORDER OF THE BOARD


C.I. HOLDINGS BERHAD

ON POOI FONG (MAICSA 7018189 / SSM PC NO. 202208000204)


TAN LAI HONG (MAICSA 7057707 / SSM PC NO. 202008002309)
Company Secretaries

Kuala Lumpur
27 September 2022

Notes:
1. The 44th AGM will be conducted on a virtual basis through live streaming and online remote voting via Remote Participation
and Electronic Voting (“RPEV”) facilities provided by Boardroom Share Registrars Sdn Bhd using the online meeting platform
https://meeting.boardroomlimited.my. Please follow the procedures as set in the administrative guide in order to register,
participate and vote remotely via RPEV facilities.

2. The venue of the 44th AGM is strictly for the purpose of complying with Section 327(2) of the Companies Act 2016 which
requires the Chairman of Meeting to be present at the main venue. No shareholders or proxy(ies) shall be physically admitted
to the broadcast venue on the day of the AGM.

3. For the purpose of determining a member who shall be entitled to attend the Meeting, the Company will be requesting Bursa
Malaysia Depository Sdn. Bhd. in accordance with Clause 74 of the Company’s Constitution to issue a General Meeting Record
of Depositors as at 19 October 2022. Only a member whose name appears in the Record of Depositors as at 19 October
2022 shall be entitled to attend the Meeting and to speak and vote thereat.

4. A member of the Company who is entitled to attend and vote at the Meeting is entitled to appoint a proxy or proxies to attend
and vote in his(her) stead. A proxy need not be a member of the Company. A proxy appointed to attend and vote at the Meeting
shall have the same rights as the member to speak at the Meeting.

5. A member of the Company may appoint a proxy or proxies to attend the Meeting. Where a member appoints two or more
proxies, he(she) shall specify the proportion of his(her) shareholdings to be represented by each proxy.

6. The instrument appointing a proxy shall be in writing under the hands of the appointor or of his(her) attorney duly authorised
in writing or if the appointor is a corporation either under its common seal or under the hand of its officer or its duly
authorised attorney.

7. Where a member of the Company is an authorised nominee as defined under the Securities Industry (Central Depositories) Act
1991, it may appoint at least one proxy in respect of each securities account it holds with ordinary shares of the Company
standing to the credit of the said securities account.

8. Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company for multiple
beneficial owners in one securities account (“omnibus account”), there is no limit to the number of proxies which the exempt
authorised nominee may appoint in respect of each omnibus account it holds. The appointment of multiple proxies shall not be
valid unless the proportion of its shareholdings represented by each proxy is specified.

9. To be valid, the Form of Proxy must be completed, signed and deposited at the Company’s registered office at Suite A-11-1, Level
11, Hampshire Place Office, 157 Hampshire, No. 1, Jalan Mayang Sari, 50450 Kuala Lumpur not less than forty-eight (48)
hours before the time set for holding the meeting or adjourned meeting at which the person named in the instrument proposes
to vote and in the case of a poll, not less than twenty-four (24) hours before the time appointed in taking of the poll, and in
default the instrument of proxy shall be treated as valid. Alternatively, the Form of Proxy can be deposited electronically through
Boardroom Smart Investor Portal at https://investor.boardroomlimited.com before the Form of Proxy lodgement cut-off time as
mentioned above.

10. Pursuant to Paragraph 8.29A of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, all resolutions set
out in the Notice will be put to vote on a poll. Independent Scrutineers will be appointed to observe the polling process and to
verity the results of the poll respectively.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 107

NOTICE OF FORTY-FOURTH
ANNUAL GENERAL MEETING
(continued)

Explanatory Notes to the Agenda:

Item 1 of the Agenda


This item of the Agenda is meant for discussion only as the provision of Section 340(1)(a) of the Companies Act, 2016 does not
require a formal approval of the shareholders for the Audited Financial Statements. Hence, this item of the Agenda is not put forward
for voting.

Item 2 of the Agenda


Section 230(1) of the Companies Act, 2016 provides amongst others, that “the fees” of the directors and “any benefits” payable to
the directors of a listed company and its subsidiaries shall be approved at a general meeting.

In this respect, the Company is seeking shareholders’ approval for the payment of Directors’ fees of RM225,000 for the financial
year end 30 June 2022.

Details of the above are set out on page 26 of the Annual Report 2022.

Item 3 of the Agenda


The Company is also seeking shareholders’ approval for the payment of benefits up to an amount of RM191,000 for the period from
27 October 2022 until the next Annual General Meeting of the Company held in 2023.

The estimated amount payable is based on the assumption that the Company maintain its existing Board composition. In the event
the proposed amount is insufficient (e.g. due to more meetings or enlarged Board size), approval will be sought at the next Annual
General Meeting for additional benefits to meet the shortfall.

The proposed payment of benefits comprises meeting and training allowances payable to the Chairman and members of the Board
and Board Committees.

Item 4 of the Agenda


Clause 100 of the Constitution provides that one-third (1/3) of the Directors of the Company for the time being shall retire by rotation
at an Annual General Meeting of the Company provided always that each director shall retire at least once in every three (3) years
but shall be eligible for re-election.

With the current Board size of nine (9) directors, three (3) Directors namely Datuk Seri Johari Bin Abdul Ghani, Mr. Kasinathan
a/l Tulasi and Encik Nor Hishammuddin Bin Dato’ Mohd Nordin being the longest in office since their last election are to retire in
accordance with Clause 100 of the Constitution.

Item 6 of the Agenda


The proposed Ordinary Resolution 7 is to empower the Directors of the Company to issue and allot shares up to an aggregate
amount not exceeding 10% of the issued share capital of the Company for the time being for such purposes as the Directors consider
would be in the best interest of the Company. This authority unless revoked or varied by the Company at a general meeting will
expire at the next Annual General Meeting.

Item 7.1 of the Agenda


The Nomination Committee has assessed the independence of Encik Nor Hishammuddin Bin Dato’ Mohd Nordin who served as
an Independent Non-Executive Director of the Company for a cumulative term of more than nine (9) years, and the Board, upon the
Nomination Committee’s recommendation, had recommend for shareholders’ approval for him to continue to act as an Independent
Non-Executive Director of the Company based on the following justifications:-

(a) He fulfilled the criteria under the definition of Independent Director as stated in the Main Market Listing Requirements of Bursa
Malaysia Securities Berhad and therefore would be able to function as a check and balance and bring an element of objectivity
to the Board of Directors.
(b) He has vast experience in the legal field and was able to provide constructive and independent judgment from the legal
perspective of the business.
(c) He consistently challenged management in an effective and constructive manner.
(d) He actively participated in board discussion and provided an independent voice on the Board.

ANNUAL REPORT 2022


108 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

NOTICE OF FORTY-FOURTH
ANNUAL GENERAL MEETING
(continued)

Item 7.2 of the Agenda


The Nomination Committee has assessed the independence of Ms. Teh Bee Tein who served as an Independent Non-Executive
Director of the Company for a cumulative term of more than nine (9) years, and the Board, upon the Nomination Committee’s
recommendation, had recommend for shareholders’ approval for her to continue to act as an Independent Non-Executive Director of
the Company based on the following justifications:-

(a) She fulfilled the criteria under the definition of Independent Director as stated in the Main Market Listing Requirements of Bursa
Malaysia Securities Berhad and therefore would be able to function as a check and balance and bring an element of objectivity
to the Board of Directors.
(b) She has vast experience in the accounting and audit industry, which enabled her to provide constructive advice, expertise and
independent judgment.
(c) She consistently challenged management in an effective and constructive manner.
(d) She actively participated in board discussion and provided an independent voice on the Board.

Item 7.3 of the Agenda
The Nomination Committee has assessed the independence of Mr. Kasinathan a/l Tulasi who served as an Independent Non-
Executive Director of the Company for a cumulative term of more than nine (9) years, and the Board, upon the Nomination Committee’s
recommendation, had recommend for shareholders’ approval for him to continue to act as an Independent Non-Executive Director
of the Company based on the following justifications:-

(a) He fulfilled the criteria under the definition of Independent Director as stated in the Main Market Listing Requirements of Bursa
Malaysia Securities Berhad and therefore would be able to function as a check and balance and bring an element of objectivity
to the Board of Directors.
(b) He has vast experience in the legal field and was able to provide constructive and independent judgment from the legal
perspective of the business.
(c) He consistently challenged management in an effective and constructive manner.
(d) He actively participated in board discussion and provided an independent voice on the Board.

Pursuant to Practice 5.3 of the Malaysian Code on Corporate Governance published in April 2021, the tenure of an independent
director should not exceed a cumulative term limit of nine (9) years. Upon completion of the nine (9) years, an independent director
may continue to serve on the Board but will be redesignated as a non-independent director. If the Board intends to retain an
independent director beyond nine (9) years, the Board should justify and seek annual shareholders’ approval.

However, in order for an independent director to continue to serve on the Board as an independent director after twelve (12) years,
shareholders’ approval must be sought through a two-tier voting process and the Board must provide justifications for the retention.

Encik Nor Hishammuddin Bin Dato’ Mohd Nordin was appointed to the Board as an Independent Director of the Company on 30
May 2001 and has served as Independent Director for a cumulative term of more than twelve (12) years. In connection thereto, the
retention of Encik Nor Hishammuddin Bin Dato’ Mohd Nordin as Independent Director of the Company is subject to the approval
by the shareholders via a two-tier voting process.

On the other hand, Ms. Teh Bee Tein was appointed to the Board as an Independent Director of the Company on 15 April
2009 and has served as Independent Director for a cumulative term of more than twelve (12) years. In connection thereto, the
retention of Ms. Teh Bee Tein as Independent Director of the Company is subject to the approval by the shareholders via a two-tier
voting process.

Under the two-tier voting process, shareholders’ votes will be cast in the following manner at the same shareholders meeting:
• Tier 1: Only the Large Shareholder(s) of the Company votes; and
• Tier 2: Shareholders other than Large Shareholders votes.

*Large Shareholder means a person who –

• is entitled to exercise, or control the exercise of, not less than 33% of the voting shares in the company;
• is the largest shareholder of voting shares in the company;
• has the power to appoint or cause to be appointed a majority of the directors of the company; or
• has the power to make or cause to be made, decisions in respect of the business or administration of the company, and to give
effect to such decisions or cause them to be given effect to.

The decision for the resolution is determined based on the vote of Tier 1 and a simple majority of Tier 2. If there is more than one
Large Shareholder, a simple majority of votes determine the outcome of Tier 1 vote. The resolution is deemed successful if both Tier
1 and Tier 2 votes support the resolution. However, the resolution is deemed to be defeated where the vote between the two tiers
differs or where Tier 1 voter(s) abstained from voting.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 109

NOTICE OF FORTY-FOURTH
ANNUAL GENERAL MEETING
(continued)

Statement Accompanying Notice Of Annual General Meeting

Pursuant To Paragraph 8.27(2) Of The Main Market Listing Requirements Of Bursa Malaysia Securities Berhad

No notice in writing has been received by the Company nominating any candidate for election as Directors at the 44th AGM of the
Company. The Directors who are due for retirement and seeking for re-election pursuant to the Company’s Constitution are as set out
in the Notice of 44th AGM and their profile are set out in the Directors’ Profile in the Annual Report 2022.

Authority for Directors to issue and allot shares in the Company pursuant to Sections 75 and 76 of the Companies Act, 2016

This is a renewal of the mandate obtained from the shareholders of the Company at the Annual General Meeting of 27 October
2021 and if passed, will empower the Directors of the Company to issue and allot shares up to an aggregate amount not exceeding
10% of the issued share capital of the Company for the time being for such purposes as the Directors consider would be in the best
interest of the Company.

This authority unless revoked or varied by the Company at a general meeting will expire at the next Annual General Meeting.

The renewal of this mandate would provide flexibility to the Company for any possible fund-raising exercise, including but not limited
for further placing of shares, for purpose of funding future investment projects, working capital and/or acquisitions. This authority is
to avoid any delay and cost involved in convening a general meeting to approve such issuance of shares.

As at the date of this Notice, no new shares in the Company were issued pursuant to the mandate granted to the Directors at the
Forty-Third Annual General Meeting held on 27 October 2021 and which will lapse at the conclusion of the 44th AGM to be held
on 26 October 2022.

ANNUAL REPORT 2022


110 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

ADMINISTRATIVE GUIDE

ADMINISTRATIVE GUIDE FOR FULLY VIRTUAL


Forty-Fourth Annual General Meeting Of C.I. Holdings Berhad

Mode of Meeting
1. The Forty-Fourth (“44th”) Annual General Meeting (“AGM”) of C.I. Holdings Berhad will be conducted on a fully virtual basis with
proceedings of the 44th AGM being streamed live from the broadcast venue on the date and time as set out below:

Day, Date and Time of meeting : Wednesday, 26 October 2022 at 9:30 a.m.

Broadcast venue : Boardroom, Suite A-11-1, Level 11, Hampshire Place Office, 157 Hampshire, No. 1, Jalan
Mayang Sari, 50450 Kuala Lumpur

2. Shareholders will be able to access and participate in the proceedings through Remote Participation and Electronic Voting
(“RPEV”) facilities, which will be made available on the online Meeting Platform of Boardroom Share Registrars Sdn Bhd at
https://meeting.boardroomlimited.my (Domain Registration No. with MYNIC - D6A357657).

3. The broadcast venue is only meant to facilitate the conduct of the virtual AGM. No shareholders or proxy(ies) shall be
physically admitted to the broadcast venue on the day of the AGM.

Entitlement to Participate and Vote Remotely


1. A shareholder whose name appears on the Record of Depositors as at Wednesday, 19 October 2022 shall be eligible to
participate the meeting or appoint proxy(ies) to participate on his/ her behalf.

2. If a shareholder is unable to participate at the 44th AGM, he/she may also appoint the Chairman of the meeting as his/her
proxy and indicate the voting instructions in the Proxy Form.

Voting Procedure
1. Voting will be conducted by poll in accordance with Paragraph 8.29A of the Main Market Listing Requirements of Bursa Malaysia
Securities Berhad. The Company has appointed Boardroom Share Registrars Sdn Bhd (“Boardroom”) as the Poll Administrator to
conduct the poll by way of electronic voting (e-Voting) and Boardroom Corporate Services Sdn Bhd as Independent Scrutineer
to verify the poll results.

2. e-Voting for the resolution set out in the Notice of 44th AGM will take place immediately after questions on all resolutions have
been addressed.

3. Members and proxies are required to use one of the following methods to vote remotely:

(a) Scan the QR code provided in the email notification along with your remote participation User ID and Password; or
(b) Navigate to the meeting platform at https://meeting.boardroomlimited.my.

For the purpose of this 44th AGM, e-Voting can be carried out by using either personal smart mobile phones, tablets, personal
computers or laptops.

4. During the AGM, the Chairman will invite the Poll Administrator to brief on the e-Voting housekeeping rules. The voting session
will commence as soon as the Chairman calls for the poll to be opened and until such time when the Chairman announces the
closure of poll.

5. The Scrutineer will verify the poll result reports upon closing of the poll session by the Chairman. Thereafter, the Chairman will
announce and declare whether the resolutions put to vote were successfully carried or otherwise.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 111

ADMINISTRATIVE GUIDE
(continued)

Lodgement of Proxy Form


1. If you are unable to attend the AGM via RPEV facilities and wish to appoint the Chairman of the AGM as your proxy to vote
on your behalf, please deposit your Proxy Form at the Company’s registered office at Suite A-11-1, Level 11, Hampshire Place
Office, 157 Hampshire, No. 1, Jalan Mayang Sari, 50450 Kuala Lumpur, Malaysia not less than forty-eight (48) hours before
the time of holding the AGM, i.e. latest by Monday, 24 October 2022 at 9:30 a.m. Any alteration to the Form of Proxy must
be initialled.

2. Alternatively, the proxy appointment may also be lodged electronically at https://investor.boardroomlimited.com, which is
free and available to all individual shareholders, not less than forty-eight (48) hours before the time of holding the AGM, i.e.
latest by 24 October 2022 at 9:30 a.m. Kindly refer to Step 1 and 2 from RPEV section below.

3. If you wish to participate in the AGM yourself, please do not submit any proxy form for the AGM. You will not be allowed
to participate in the AGM together with a proxy appointed by you.

Revocation of Proxy
If you have submitted your Proxy Form prior to the AGM and subsequently decide to appoint another person or wish to participate
in the AGM yourself, please write in to [email protected] to revoke the earlier appointed proxy(ies) at least
forty-eight (48) hours before the AGM. On revocation, your proxy(ies) will not be allowed to participate in the AGM. In such event,
you should advise your proxy(ies) accordingly.

RPEV
1. All shareholders including (i) individual shareholders; (ii) corporate shareholders; (iii) authorised nominees; and (iv) exempt
authorised nominees shall use the RPEV facilities to participate and vote remotely at the AGM. You will be able to view a live
webcast of the meeting, ask questions and submit your votes in real time whilst the meeting is in progress.

2. Kindly note that the quality of the live streaming is highly dependent on the bandwidth and stability of the internet connection of
the participants. Therefore, kindly ensure that connectivity for the duration of the meeting is maintained.

3. Kindly follow the steps below to request for your login ID and password and usage of the RPEV facilities:

PROCEDURE

Before the day of the AGM Action

1. Register Online with Boardroom [Note: If you have already signed up with Boardroom Smart Investor Portal, you are
Smart Investor Portal not required to register. You may proceed to Step 2.]
(for first time registration only)
a. Access website https://investor.boardroomlimited.com
b. Click <<Register>> to sign up as a user.
c. Complete registration and upload softcopy of MyKAD/Identification Card (front
and back) or Passport in JPEG, PNG or PDF format.
d. Please enter a valid email address and wait for BoardRoom’s email verification.
e. Your registration will be verified and approved within one (1) business day and an
email notification will be provided.

ANNUAL REPORT 2022


112 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

ADMINISTRATIVE GUIDE
(continued)

PROCEDURE

Before the day of the AGM Action

2. Submit request for remote (Note: Registration for remote access will be opened on Wednesday, 19 0ctober
participation 2022. Please note that the closing time to submit your request is not less than forty-
(User ID and Password) eight (48) hours before the time of holding the AGM, i.e. latest 24 October 2022 at
9:30 a.m.)

Individual Members
a. Log in to https://investor.boardroomlimited.com using your user ID and password
from Step 1 above.
b. Select “C.I. HOLDINGS BERHAD ANNUAL GENERAL MEETING” from the list of
Corporate Meetings and click “Enter”.
c. Click on “Register for RPEV”.
d. Read and agree to the Terms & Condition and click “Next”.
e. Enter your CDS Account Number and thereafter submit your request.

Appointment of Proxy
a. Log in to https://investor.boardroomlimited.com using your user ID and password
from Step 1 above.
b. Select “C.I. HOLDINGS BERHAD ANNUAL GENERAL MEETING” from the list of
Corporate Meetings and click “Enter”.
c. Click on “Submit eProxy Form”.
d. Read and accept the General Terms and Conditions by clicking “Next”.
e. Enter your CDS Account Number and number of securities held.
f. Select your proxy – either the Chairman of the meeting or individual named
proxy(ies) and enter the required particulars of your proxy(ies).
g. Indicate your voting instructions – FOR or AGAINST, otherwise your proxy will
decide your vote.
h. Review and confirm your proxy appointment.
i. Click “Apply”.
j. Download or print the eProxy form as acknowledgement.

Corporate Shareholders, Authorised Nominee and Exempt Authorised Nominee


a. Write in to [email protected] by providing the name of
Member, CDS Account Number accompanied with the Certificate of Appointment
of Corporate Representative or Form of Proxy (as the case may be) to submit the
request.
b. Please provide a copy of Corporate Representative’s MyKAD/Identification Card
(front and back) or Passport in JPEG, PNG or PDF format as well as his/her email
address.

3. Email notification a. You will receive notification(s) from Boardroom that your request(s) has been
received and is/are being verified.
b. Upon system verification against the AGM Record of Depositories as at
Wednesday, 19 October 2022, you will receive an email from Boardroom either
approving or rejecting your registration for remote participation.
c. If your registration is approved, you will also receive your remote access user ID
and password in the same email from Boardroom after the closing date.
d. Please note that the closing date and time to submit your request is by 24 October
2022 at 9:30 a.m.

ANNUAL REPORT 2022


C.I. HOLDINGS BERHAD 197801000889 (37918-A) 113

ADMINISTRATIVE GUIDE
(continued)

PROCEDURE

On the day of the AGM Action

4. Login to Meeting Platform a. The Meeting Platfrom will be opened for login at 8:30 a.m. on Wednesday, 26
October 2022 which can be accessed via one of the following methods:-

• Scan the QR Code provided in the email notification; or


• Navigate to the website at https://meeting.boardroomlimited.my

b. Insert the Meeting ID and sign in with the user ID and password provided to you
via the email notification in Step 3 above.

5. Participate [Note: Please follow the User Guides provided in the confirmation email above to
view the live webcast, submit questions and vote. Questions submitted online will be
moderated before being sent to the Chairman to avoid repetition.]

a. If you would like to view the live webcast, select the broadcast icon.
b. If you would like to ask a question during the AGM, select the messaging
icon.
c. Type your message within the chat box, once completed click the send button.

6. Voting a. Once voting has been opened, the polling icon will appear with the
resolutions and your voting choices.
b. To vote simply select your voting direction from the options provided. A confirmation
message will appear to show your vote has been received.
c. To change your vote, simply select another voting direction.
d. If you wish to cancel your vote, please press “Cancel”.

7. End of Participation a. Upon the announcement by the Chairman on the closure of the AGM, the live
webcast will end and the Messaging window will be disabled.
b. You can now logout from the virtual meeting platform.

Submission of Questions
1. Shareholders may submit questions in advance on the AGM resolution commencing from Tuesday, 25 October 2022 and in any
event no later than 9:30 a.m. on Wednesday, 26 October 2022 via Boardroom’s website at https://investor.boardroomlimited.
com using the same user ID and password provided in Step 1 above. Select “C.I. HOLDINGS BERHAD ANNUAL GENERAL
MEETING” from the list of Corporate Meetings and click “Enter”. Thereafter select “Submit Question” to pose questions (“Pre-AGM
Meeting Questions”).

2. Thereafter, on the morning of the AGM, shareholders may also submit questions via the messaging box via online meeting
platform at https://meeting.boardroomlimited.my starting at 8:30 a.m. This meeting platform will remain open throughout the
virtual AGM session.

3. The Board will endeavour to respond to Pre-AGM Meeting Questions and questions submitted from 9:30 a.m. on the day of the
AGM and throughout the meeting. However, not all questions will be answered during the meeting. In such event, the responses
will be posted on the Company’s website as soon as practicable.

Gift Policy
No gift voucher will be given to shareholders/ proxy holders who participate in the AGM.

No Recording or Photography
No recording or photography of the AGM proceedings is allowed without the prior written permission of the Company.

ANNUAL REPORT 2022


114 C.I. HOLDINGS BERHAD 197801000889 (37918-A)

ADMINISTRATIVE GUIDE
(continued)

Digital Copies of AGM Documents


1. As part of our commitment to protect the environment from paper waste, the following documents can be accessed from our
website at http://www.cih.com.my/investor-relations:-

(a) Annual Report 2022;
(b) Corporate Governance Report 2022;
(c) Notice of the 44th AGM;
(d) Form of Proxy; and Administrative Guide.

2. If you wish to receive a copy of the Annual Report 2022, you may request for a printed copy of the abovesaid documents via
e-mail to https://investor.boardroomlimited.com by submitting your full name, NRIC No./Passport No., CDS Account No.,
mailing address, contact number. The printed Annual Report 2022 will be sent to you by ordinary post within four (4) market
days from the date of the receipt of your request. However, we hope you would consider the environment before printing or
requesting for a printed copy of the abovesaid document.

Enquiry
If you have any enquiries prior to the AGM, please contact the following during office hours from Monday to Friday (8:30 a.m. to
5:30 p.m.):-

Boardroom Share Registrars Sdn. Bhd.


Address : 11th Floor, Menara Symphony
No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia
General Line : 603-7890 4700
Fax Number : 603-7890 4670
Email : [email protected]

Personal Data Policy


By registering for the remote participation and electronic voting meeting and/or submitting the instrument appointing a proxy(ies)
and/or representative(s), the member of the Company has consented to the use of such data for purposes of processing and
administration by the Company (or its agents); and to comply with any laws, listing rules, regulations and/or guidelines. The member
agrees that he/she will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a
result of the shareholder’s breach of warranty.

ANNUAL REPORT 2022


FORM OF PROXY
CDS Account No.
C.I. HOLDINGS BERHAD (Company No.: 197801000889 (37918-A))
(Incorporated in Malaysia under the Companies Act, 1965) No. of Shares Held

I/We
(Full name in block letters, NRIC No. / Passport No. / Company No.)
of
Telefon No. Email Address
being a member/members of C.I. HOLDINGS BERHAD, hereby appoint:
Full Name (in block letters) NRIC No. / Passport No. Proportion of Shareholdings
No. of Shares %
Telefon No. Email Address
Address

and/or (delete as appropriate)


Full Name (in block letters) NRIC No. / Passport No. Proportion of Shareholdings
No. of Shares %
Telefon No. Email Address
Address
or failing him/her, the Chairman as *my/our proxy to vote for *me/ us on *my/ our behalf at the Forty-Fourth Annual General Meeting of the Company,
to be held on a fully virtual basis at the broadcast venue at Suite A-11-1, Level 11, Hampshire Place Office, 157 Hampshire, No. 1, Jalan Mayang Sari,
50450 Kuala Lumpur on Wednesday, 26 October 2022 at 9:30 a.m. and at any adjournment thereof.
RESOLUTION NO. ORDINARY BUSINESS FOR AGAINST
Ordinary Resolution 1 To approve the payment of Directors’ fees for the financial year end 30 June 2022
To approve the Directors’ benefits for the period from 27 October 2022 until the next Annual
Ordinary Resolution 2
General Meeting to be held in 2023
Ordinary Resolution 3 To re-elect Datuk Seri Johari Bin Abdul Ghani as Director
Ordinary Resolution 4 To re-elect Encik Nor Hishammuddin Bin Dato’ Mohd Nordin as Director
Ordinary Resolution 5 To re-elect Mr. Kasinathan a/l Tulasi as Director
Ordinary Resolution 6 To re-appoint Messrs BDO PLT as Auditors of the Company
SPECIAL BUSINESS FOR AGAINST
Authority for Directors to issue and allot shares pursuant to Sections 75 and 76 of the
Ordinary Resolution 7
Companies Act, 2016
To retain Encik Nor Hishammuddin Bin Dato’ Mohd Nordin as an Independent Non-
Ordinary Resolution 8
Executive Director
Ordinary Resolution 9 To retain Ms. Teh Bee Tein as an Independent Non-Executive Director
Ordinary Resolution 10 To retain Mr. Kasinathan a/l Tulasi as an Independent Non-Executive Director
(Please indicate with a (“X”) in the appropriate box whether you wish your vote to be cast for or against the resolution. In the absence of specific direction,
your proxy will vote or abstain as he thinks fit.)

Signed this day of ,2022


Signature(s) of Shareholder/Attorney
(if shareholder is a corporation, this part should be executed under seal)

NOTES:
1. The 44th AGM will be conducted on a virtual basis through live streaming and online remote voting via Remote Participation and Electronic Voting (“RPEV”) facilities provided by
Boardroom Share Registrars Sdn Bhd using the online meeting platform https://meeting.boardroomlimited.my. Please follow the procedures as set in the administrative guide in order
to register, participate and vote remotely via RPEV facilities.
2. The venue of the 44th AGM is strictly for the purpose of complying with Section 327(2) of the Companies Act 2016 which requires the Chairman of Meeting to be present at the main
venue. No shareholders or proxy(ies) shall be physically admitted to the broadcast venue on the day of the AGM.
3. For the purpose of determining a member who shall be entitled to attend the Meeting, the Company will be requesting Bursa Malaysia Depository Sdn. Bhd. in accordance with Clause
74 of the Company’s Constitution to issue a General Meeting Record of Depositors as at 19 October 2022. Only a member whose name appears in the Record of Depositors as at
19 October 2022 shall be entitled to attend the Meeting and to speak and vote thereat.
4. A member of the Company who is entitled to attend and vote at the Meeting is entitled to appoint a proxy or proxies to attend and vote in his(her) stead. A proxy need not be a member
of the Company. A proxy appointed to attend and vote at the Meeting shall have the same rights as the member to speak at the Meeting.
5. A member of the Company may appoint a proxy or proxies to attend the Meeting. Where a member appoints two or more proxies, he(she) shall specify the proportion of his(her)
shareholdings to be represented by each proxy.
6. The instrument appointing a proxy shall be in writing under the hands of the appointor or of his(her) attorney duly authorised in writing or if the appointor is a corporation either under
its common seal or under the hand of its officer or its duly authorised attorney.
7. Where a member of the Company is an authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991, it may appoint at least one proxy in respect of
each securities account it holds with ordinary shares of the Company standing to the credit of the said securities account.
8. Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company for multiple beneficial owners in one securities account (“omnibus
account”), there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds. The appointment of multiple proxies
shall not be valid unless the proportion of its shareholdings represented by each proxy is specified.
9. To be valid, the Form of Proxy must be completed, signed and deposited at the Company’s registered office at Suite A-11-1, Level 11, Hampshire Place Office, 157 Hampshire, No.
1, Jalan Mayang Sari, 50450 Kuala Lumpur not less than forty-eight (48) hours before the time set for holding the meeting or adjourned meeting at which the person named in the
instrument proposes to vote and in the case of a poll, not less than twenty-four (24) hours before the time appointed in taking of the poll, and in default the instrument of proxy shall be
treated as valid. Alternatively, the Form of Proxy can be deposited electronically through Boardroom Smart Investor Portal at https://investor.boardroomlimited.com before the Form of
Proxy lodgement cut-off time as mentioned above.
10.Pursuant to Paragraph 8.29A of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, all resolutions set out in the Notice will be put to vote on a poll. Independent
Scrutineers will be appointed to observe the polling process and to verity the results of the poll respectively.
Fold this flap for sealing

Then fold here

STAMP

The Company Secretary


C.I. HOLDINGS BERHAD
(Company no. 197801000889 (37918-A))

Suite A-11-1, Level 11,


Hampshire Place Office,
157 Hampshire,
No. 1, Jalan Mayang Sari,
50450 Kuala Lumpur

1st fold here

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