CALENDAR OF EVENTS - malaysiastock.biz file26 2009 annual report BUILDING PASSION FOR EXCELLENCE CALENDAR OF EVENTS (cont’d) SIGNATUREKITCHEN CORPORATE CALENDAR July 2008 – June

252009 annual reportBUILDING PASSION FOR EXCELLENCE

CALENDAROF EVENTS


262009 annual report BUILDING PASSION FOR EXCELLENCE

CALENDAR OF EVENTS (cont’d)

SIGNATUREKITCHEN CORPORATE CALENDARJuly 2008 – June 2009

4 – 7 June 2009Vietnam Architecture Exhibition 2009 (VIETARC)Ho Chi Minh, Vietnam

Vietnam Architecture Exhibition (VIETARC) 2009 is a professional architecture exhibition event organized by the Ho Chi Minh City Association of Architects in conjunction with Gia Phuc Media Joint Stock Company and with sponsorship from the Vietnam Association of Architects. This event aims to create an annual professional forum for architects and design companies which are operating within or planning to enter the Vietnam market.

Signature’s presence at VIETARC was to explore business avenues and to source for opportunities among Vietnamese architects, master planners, contractors, engineers, interior designers, and real estate developers, in line with Signature’s strategy to focus on expansion in Vietnam. VIETARC was a resounding success with the organizers reporting a very good turn-out.

9 – 17 May 2009Interzum Trendspotting MissionEurope

An internal team consisting of senior management visited Interzum – the premier international exhibition for suppliers of the furniture industry – to observe and immerse themselves within the latest trends and technology in international furnishing and interior design.

This trend-spotting mission was done in conjunction with an invitation from key European kitchen industry players in Germany and Italy to exchange ideas. This delegation also had the opportunity to learn from the sharing of technology by these companies and design incubators as well as their internal research and development processes, in order to keep Signature abreast of international trend movements.



11 April 2009 Come to Class with Amy Beh cooking workshopKota Damansara Showroom Cooking Studio

Organised by Flavours magazine in conjunction with the US Potato Board, the Come to Class with Amy Beh cooking workshop featured popular The Star food columnist Amy Beh, whose recipe columns have been immensely popular. This event was a good opportunity to take SignatureKitchen offering out of the typical showroom setting and into a practical, highly conducive environment, as well as lift SignatureKitchen’s profile among mainstream media.

21 March 2009 Johor Bahru Showroom LaunchJohor Bahru

The SignatureKitchen Johor Bahru showroom launch was a first for Signature as it featured the subsidised sale of household products from TLC (Truly Loving Company), a pioneering socially-responsible Malaysian business which devotes its profits to charity. TLC products were offered to attendees for only RM1, and coupled with the launch this created a lot of awareness for the showroom and the products on offer. Word of mouth of the launch also drew crowds from around the neighbourhood on that day.




27 February 2009 SIB Corporate Annual DinnerKuala Lumpur Convention Centre (Ballroom 1 & 2) Signature International Berhad’s corporate annual dinner was an inspirational, motivational, yet entertaining night for staff, partners, and key corporate clientele. 650 guests including staff attended the dinner, which was themed Starry, Starry Night. Highlights of the evening included international percussionists and also performances by Signature staff that both entertained and reaffirmed strong teamwork bonds.

5 – 8 March 2009 Philippine International Furniture ShowSMX Convention Centre Signature explored further offshore opportunities via the Philippine International Furniture Show (PIFS), one of the best furniture exhibitions in the ASEAN furniture industry circuit. The Philippines has built a reputation as the “Milan of Asia” by producing remarkable quality furniture and furnishings that are based on its rich cultural traditions, diversity and heritage.

The Group’s presence was chiefly to create awareness for the SignatureKitchen brand, as well as to look for dealers to create further presence in the Philippines.





26 February 2009 Kota Damansara Showroom“LOVE TO EAT, EAT TO LOVE” – Berjaya Hotels & Resorts and SignatureKitchen Shares Tips On Love and Life With Love Me ‘Do! Top 3 CouplesKota Damansara Showroom

Love me DO!, is an online public voting wedding contest where the winning couple gets a beach wedding reception of their dreams at Berjaya Langkawi Beach & Spa Resort. In the contest, mini contests including tips on love and life were done through activities such as “Love to Eat, Eat to Love”, an on-hands kitchen experience sponsored by SignatureKitchen. Signature’s sponsorship of this event aimed to showcase the kitchen beyond a purely practical function towards one that a couple could spend quality time in furthering the Signature lifestyle experience.

This event was held in conjunction with SignatureKitchen’s Basic Series launch which primary market is newlyweds.



21 December 2008 Christmas PartyThe Cove, Penang Signature went out of the box to create a stunning, exclusive private party at The Cove, Penang, an upscale condominium development. Set in one of the luxury apartment units with SignatureKitchen fittings, the Christmas party was an excellent opportunity to thank clients for their business, while also showcasing SignatureKitchen solutions to potential clients among the invited guests.




18 December 2008 Sg Long Showroom LaunchSg Long Showroom

The SignatureKitchen Sungai Long showroom was opened at the end of 2008. The presence at Sungai Long branch will create further inroads into Klang Valley fringes and open up potential markets in the Kajang area.

15 & 22 November 2008 Get Cheesy Cooking WorkshopKota Damansara Showroom Cooking Studio

The Get Cheesy Cooking Workshop aimed to bring the kitchen out of its conventional functions and to expand the versatility of Signature’s products into users’ lifestyles. Featuring “Cheesecake Queen” Catherine Lau, this workshop offered three new recipes apart from Ms Lau’s highly popular Cheesecake Seductions.

The workshop on the 15th attracted such a good response that an additional session was added for the following weekend.

17 December 2008 Annual General MeetingSime Darby Convention Centre

The Signature International Berhad Annual General Meeting (AGM) was held at the Sime Darby Convention Centre in December 2008, and marked a milestone as being the first AGM since the Company’s public listing.

8 November 2008 Ho Chi Minh, VietnamNew Showroom Launch

SignatureKitchen’s initial foray into Vietnam was first marked by the launch of the new showroom in Ho Chi Minh City.SignatureKitchen hopes to expand on opportunities presented by Vietnam’s largest metropolis via this on-ground presence.





17 October 2008 Melbourne, AustraliaThe Wine and Dine Event

SignatureKitchen hosted a wine and dine event, for the affluent, trend-sensitive property estate individuals in Victoria, Australia. It was a successful event in building networks and gaining inroads into both consumer and developing property projects information in Australia.

10 – 14 September 2008 Auckland Home ShowAuckland, New Zealand

The Auckland Home Show is the leading home products exhibition in New Zealand, featuring solutions for home exteriors and interiors. Held at the ASB Showgrounds, Greenlane, the exhibition is a popular event yearly.

SignatureKitchen’s presence at the home show was meant to showcase kitchen solutions for the home-centric market which is one of the defining factors of the New Zealand market. SignatureKitchen aimed to create more awareness of its on-ground presence during the exhibition.




3 & 4 August 2008 Colmar Tropicale, Bukit Tinggi

The annual Signature Convention was held at Colmar Tropicale, Bukit Tinggi for staff bonding, extra-office interaction and the sharing of ideas, opinions and experiences in an informal, relaxed setting. The convention provided the opportunity for the Group to update delegates on the company, to reinforce the company vision, and to reward staff for their commitment and hard work throughout the year.

9 August 2008 Feast the SensesRizgun International Hotel, Brunei

SignatureKitchen sponsored full kitchen fittings for Chef Wan’s Feast the Senses show, a live celebrity chef show with 150 attendees featured in Brunei Darussalam. The show allowed ample airtime and prominence of SignatureKitchen products on Bruneian prime airtime.



29 July 2008 Signature Durian Fest 2008 Kota Damansara Showroom

The Signature Durian Fest 2008 was a fun-filled afternoon for invited guests, which were mostly customers, to savour a large variety of delicious durian species. This was also an excellent opportunity to invite customers to the newly-renovated Kota Damansara showroom. Marquees were set up along the length of the entire showroom to cater to the excellent turnout.



26 July 2008 Hartamas Showroom LaunchSri Hartamas, KL

The launch of the Hartamas showroom in July 2008 marked the entry of SignatureKitchen in a high-demand, upmarket segment of the Klang Valley with prestigious residential developments in and around Sri Hartamas, Mont Kiara and the new Solaris area. The launch aimed to create awareness of the new showroom while showcasing the latest in kitchen designs for a style-conscious and discerning market.

3 - 6 July 2008 ARCHIDEX 2008Kuala Lumpur Convention Center

ARCHIDEX is recognized as the region’s annual premier exhibition for the architecture, interior design and building industry. Held over four days, several key activities and events will be featured, which serves as the key point as thousands of architects, interior designers and the building industry professionals from around the world will congregate in Kuala Lumpur. There will also be networking opportunities with the local architectural and for the interior design fraternity.




The Board of Directors (“the Board”) of Signature International Berhad (“the Company” or “SIB”) is fully committed to promote and achieve the highest standard of corporate governance and to ensure that the principles and best practices in corporate governance as detailed in the Malaysian Code on Corporate Governance (“the Code”) are practised and adopted in SIB and its subsidiaries (“the Group”).

The Board continuously evaluates the Group’s corporate governance practices and procedures with a view to adopt and implement the principles and best practices as recommended by the Code, wherever applicable, as a fundamental part of discharging its duties and responsibilities to protect and enhance shareholders’ value. The Board believes that good corporate governance results in creation of long term value and benefits for all shareholders.

SECTION 1: THE BOARD OF DIRECTORS

The Board takes full responsibilities for the performance of the Group and guides the Group towards achieving its short and long term objectives, setting corporate strategies for growth and new business development while providing advice and direction to the Management to enable the Group to achieve its corporate goals and objectives.

Composition of the Board and Board Balance

The Board members are professional from diverse disciplines, tapping their respective qualifications and experiences in business, commercial, and financial aspects. Together, they bring a wide range of experience and expertise which are vital towards the effective discharge of the Board’s responsibilities for the successful direction and growth of the Group. A brief profile of each Director is presented on pages 4 to 7 of this Annual Report.

The Board currently consists of seven (7) members, comprising of two (2) Executive Directors and five (5) Non-Executive Directors (of whom three are independent). This is in line with the Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”), which require that at least two (2) or one-third (1/3) of the Board members, whichever is the higher, to be Independent Directors.

The Independent Directors also have the necessary skill and experience to bring an independent judgement to bear the issues of strategy, performance, resources including key appointments and standards of conduct.

The Independent Directors are independent of Management and majority shareholders. They provide independent views and judgement and at the same time, safeguard the interests of parties such as minority shareholders. No individual or group of individuals dominates the Board’s decision making and the number of directors fairly reflects the investment of the shareholders.

The roles of the Chairman and the Managing Director are separated. The Chairman is responsible to ensure that the Board functions properly with good corporate governance practices and procedures, whist the Managing Director is responsible for the day-to-day operations and business activities of the Group in accordance with the standard practices set out in the Board Charter. This is to ensure a balance of power and authority.

The Board does not consider it necessary to nominate a Senior Independent Non-Executive Director to whom concerns may be conveyed. All members of the Board have demonstrated that they are always available to members and stakeholders. All issues can be openly discussed during Board meetings. The Company is not marred with conflicts and controversies and also has not received any notice of matters of concern from stakeholders since its listing.

All the Directors have given their undertaking to comply with the Listing Requirements of Bursa Securities and the Independent Directors have confirmed their independence in writing.

CORPORATEGOVERNANCE STATEMENT


Board Responsibilities

Having recognised the importance of an effective and dynamic Board, the Board’s members are guided by the area of responsibilities as outlined:-

• ReviewingandadoptingstrategicplanfortheGroup;

• OverseeingtheconductoftheGroup’sbusinessestoevaluatewhetherthebusinessesareproperlymanaged;

• IdentifyingtheprincipalrisksandkeyperformanceindicatorsoftheGroup’sbusinessesandensuringthatappropriatesystemsareimplementedand/orstepsaretakentomanagetheserisks;

• Developingand implementingan investorsrelationsprogrammeorshareholdercommunicationpolicy for theGroup;and

• ReviewingtheadequacyandtheintegrityoftheGroup’sinternalcontrolsystemsandmanagementinformationsystems,including systems for compliance with applicable laws, regulations, rules, directives and guidelines.

Appointments to the Board

Nomination Committee

The Nomination Committee comprises the following members:

Name of Director Designation Directorship

Dato’ Anuar bin Othman Chairman Independent Non-Executive Chairman

Yap Khong Member Independent Non-Executive Director

*Dr. Lim Yin Chow Member Non-Independent Non-Executive Director

* Appointed as Non-Independent Non-Executive Director on 18 June 2009

The Nomination Committee’s primary responsibilities include:

(a) leadingtheprocessforBoardappointmentsandmakingrecommendationstotheBoard;

(b) assessingDirectorsonanon-goingbasis;and

(c) annually reviewing the required skills and core competencies of Non-Executive Directors, including familiarization with the Company’s operations.

Re-Election of Directors

In accordance with the Company’s Articles of Association, all Directors including the Managing Director shall retire from the office once at least every three (3) years, but shall be eligible for re-election. This provision is in line with Paragraph 7.26(2) of the Main Market Listing Requirements of Bursa Securities. Directors who are appointed by the Board during the financial year are subject to re-election by shareholders at the Annual General Meeting following their appointment.

CORPORATEGOVERNANCE STATEMENT (cont’d)


Director’s Training

The Group acknowledges the fact that continuous education is vital for the Board Members to gain insight into the state of economy, technological advances in the core business, latest regulatory updates, and management strategies. In compliance with the Listing Requirements and the relevant Practice Note issued by Bursa Securities, all Directors have completed their Mandatory Accreditation Programme (“MAP”) prescribed by Bursa Securities.

During the financial year ended 30 June 2009, all the Directors have attended the following trainings:

Name of Directors Title of Training Date

Dato’ Anuar bin Othman Investor Relations: Managing Strategic Issues in a Challenging Environment

18 June 2009

Mr. Tan Kee Choong Profit-Making Module Training 20-22 May 2009

Mr. Chooi Yoey Sun Investor Relations: Managing Strategic Issues in a Challenging Environment

18 June 2009

Mr. Wong Maw Chuan Investor Relations: Managing Strategic Issues in a Challenging EnvironmentAnnual conference on corporate and regulatory updates

18 June 2009

6 & 7 July 2008

Mr. Yap Kwong Investor Relations: Managing Strategic Issues in a Challenging Environment

18 June 2009

En. Nik Mohd Iskandar bin Nik Hassan

Investor Relations: Managing Strategic Issues in a Challenging Environment

18 June 2009

Dr. Lim Yin Chow(appointed on 18 June 2009)

Investor Relations: Managing Strategic Issues in a Challenging Environment

18 June 2009

The Directors are also aware of their duty to undergo appropriate training from time to time to ensure that they are equipped to carry out their duties effectively. The Board is mindful therefore of the need to keep abreast of changes in both the regulatory and business environments as well as with new developments within the industry in which the Group operates. Whenever the need arises, the Company provides briefings of new recruits to the Board, to ensure that they have a comprehensive understanding on the operations of the Group and the Company.

Supply of Information

The Board has a formal schedule of matters for decision-making to ensure that the direction and control of the Group is firmly in its hands.

Prior to each Board meeting, a full agenda together with relevant reports and comprehensive Board papers would be distributed to all Directors in a timely basis to enable the Directors to consider the matters to be deliberated and where necessary, obtain further information.

Proceedings of Board meetings are duly recorded and signed by the Chairman of the meeting.

Every Director has full and timely access to all Group Information, records, documents and property to enable them in discharge their duties and responsibilities effectively. The directors, whether collectively or individually, may seek independent professional advice in furtherance of their duties at the Company’s expense, if required.



Board Meetings

The Board meets on a quarterly basis with additional meetings held whenever necessary. There were five (5) Board meetings held during the financial year ended 30 June 2009 and the details of attendance are as follows:-

Directors

Meetings attended by the Directors / Total Number of Meeting

held during the financial year ended 30 June 2009 % of Attendance

Executive Directors

Mr. Tan Kee Choong 5/5 100%

Mr. Chooi Yoey Sun 5/5 100%

Non-Executive Directors

Dato’ Anuar bin Othman 5/5 100%

Mr. Wong Maw Chuan 5/5 100%

Mr. Yap Khong 5/5 100%

En. Nik Mohd Iskandar bin Nik Hassan 4/5 80%

*Dr. Lim Yin Chow -nil- -nil-

*Dr. Lim Yin Chow did not attend any Board meetings for FY2009 as there was no meeting held between the date of his appointment on 18 June 2009 and the financial year end.

During the financial year ended 30 June 2009, five (5) Board meetings were convened on 25 August 2008, 17 October 2008, 17 November 2008, 18 February 2009 and 27 May 2009.

Board Committees

The Board has established the following Committees to assist the Board in discharging its duties and responsibilities effectively:

• AuditCommittee• NominationCommittee• RemunerationCommittee

The terms of reference of each Board Committee are set out in Board Charter and have been approved by the Board. These Committees have the authority to examine particular issues and report to the Board with their recommendations. However, the ultimate responsibility for the final decision on all matters lies with the Board.

Audit Committee

The report of the Audit Committee is set out on pages 45 to 48 of this Annual Report.

Nomination Committee

The details of the Nomination Committee are set out on page 38 of this Annual Report.



Remuneration Committee

Members of the Remuneration Committee are as follows:-

i. Dato’ Anuar bin Othman (Chairman/Independent Non-Executive Chairman)ii. Mr. Yap Khong (Member/Independent Non-Executive Director) iii. Mr. Chooi Yoey Sun (Member/Executive Director )

SECTION 2: DIRECTOR’S REMUNERATION

(a) Remuneration Procedure

The remuneration of directors is formulated to be competitive and realistic, emphasis being placed on performance and calibre, with aims to attract, motivate and retain Directors with the relevant experience, expertise and quality needed to assist in managing the Group effectively.

The level of remuneration for the Executive Directors is determined by the Remuneration Committee after giving due consideration to the compensation levels for comparable positions among other similar Malaysian public listed companies. The determination of the remuneration package of Non-Executive Directors, including Non-Executive Chairman should be a matter for the Board as a whole. The individuals concerned should abstain from discussing their own remuneration.

The Remuneration Committee’s primary responsibilities include establishing, reviewing and recommending to the Board the remuneration packages of each individual Executive Directors and the Company Secretary.

The Remuneration Committee is also responsible for recommending the remuneration for the senior management and that the remuneration should reflect the responsibility and commitment that goes with it.

(b) Remuneration Package

The details of the remuneration of the Directors of the Company are as follows:-

Executive Directors Non-Executive Directors

(RM’000) (RM’000)

Emoluments 942 -

Directors’ fees - 150

The number of Directors whose remuneration falls into the following bands is as follows:-

Range of Remuneration Executive Directors Non-Executive Directors

Below RM50,000 - 5

RM400,000 to RM480,000 2 -



SECTION 3: SHAREHOLDERS

Dialogue between Company and Investors

The Board maintains an effective communications policy that enables both the Board and the management to communicate effectively with its shareholders, stakeholders and the public. The policy effectively interprets the operations of the Group to the shareholders and accommodates feedback from shareholders, which are factored into the Group’s business decision.

The Board communicates information on the operations, activities and performance of the Group to the shareholders, stakeholders and the public through the following:-

i. the Annual Report, which contains the financial and operational review of the Group’s business, corporate information, financialstatements,andinformationonAuditCommitteeandBoardofDirectors;

ii. variousannouncementsmadetotheBursaSecurities,whichincludeannouncementsonquarterlyresults;

iii. theCompanywebsiteathttp://www.signaturekitchen.com.my/;

iv. regular meetings with research analysts and fund managers to give them a better understanding of the business conductedbytheGroupinparticular,andoftheindustryinwhichtheGroup’sbusinessoperates,ingeneral;and

v. participation in surveys and research conducted by professional organisations as and when such requests arise.

The Annual General Meeting

The Annual General Meeting serves as an important means for shareholders communication. Notice of the Annual General Meeting and Annual Reports are sent to shareholders twenty one days prior to the meeting.

At each Annual General Meeting, the Board presents the progress and performance of the Group’s business and encourages attendance and participation of shareholders during questions and answers sessions. The Chairman and the Board will respond to all questions raised by the shareholders during the Annual General Meeting.



SECTION 4: ACCOUNTABILITY AND AUDIT

Financial Reporting

The Board aims to provide and present a clear, balance and comprehensive assessment of the Group’s financial performance and prospects through the quarterly announcement of results to the Bursa Securities as well as the Chairman’s statement, review of operations and annual financial statements in the Annual Report. The Audit Committee assists the Board in ensuring accuracy and adequacy of information by overseeing and reviewing the financial statements and quarterly announcements prior to the submission to Bursa Securities.

The Directors are responsible to ensure that the annual financial statements are drawn up in accordance with the applicable approved accounting standards in Malaysia and Companies Act, 1965. A Statement by the Directors of their responsibilities in preparing the financial statements is set out separately on page 56 of this Annual Report.

Internal Control and Risk Management

The Board acknowledges their responsibilities for the internal control system of the Group, covering not only financial controls but also controls relating to operations, compliance and risk management. Information of the Group’s internal control and risk management is presented in the Statement of Internal Control set out on pages 49 to 50 of the Annual Report.

Relationship with Auditors

The Board establishes formal and transparent arrangements for maintaining an appropriate relationship with the Group’s Auditors, both internal and external. Whenever the need arises, the Auditors would highlight to the Audit Committee and the Board from time to time on matters that require the Board’s attention.

This Corporate Governance Statement is made in accordance with the resolution of the Board dated 28 October 2009.



1) The utilization of IPO proceed of RM22,113 million was revised vide an announcement on 25 August 2008. The status of the revised utilization of the proceeds is as follows :

Details of the proposed utilization of proceeds

Revised utilization Utilized to date

Balance to be utilized

Intended Timeframe for

utilization (from date of listing)

RM’000 RM’000 RM’000

Leasing of new leasehold land 3,287 (3,287) - Within 12 monthsConstruction of new factory, machinery and equipment

8,000 (8,000) - Within 18 months

Working capital 9,140 (9,140) - Within 12 monthsEstimated listing expenses 1,686 (1,686) - Within 2 monthsTotal 22,113 22,113 -

2) Share buy-backs There was no share buy-backs by the Company during the financial year ended 30 June 2009.

3) Options, warrants or convertible securities There were no options, warrants or convertible securities issued by the Company since incorporation.

4) American Depository Receipt (ADR) or Global Depository Receipt (GDR) Programme The Company did not sponsor any ADR or GDR Programme during the financial year ended 30 June 2009.

5) Sanctions and/or penalties imposed on the listed issuer and its subsidiaries, directors or management by the relevant regulatory bodies

There were no sanctions and/or penalties imposed on the Company and its subsidiaries, Directors or management by the relevant regulatory bodies during the financial year.

6) Non-audit fees There were no non-audit fees paid to the External Auditors, Messrs. Horwath by the Group during the financial year

under review.

7) Variation in Results There were no variations of 10% or more between the audited results of the Group for the financial year ended

30 June 2009 and the unaudited results announced on 26 August 2009.

8) Profit Forecast/Profit Guarantee The Company did not provide any profit forecast/guarantee in any public documents during the financial year ended

30 June 2009.

9) Material Contracts with Related Parties There were no material contracts entered into by the Company and its subsidiaries involving directors’ and major

shareholders’ interest which were still subsisting as at the end of the financial year under review or which were entered into since the end of the previous financial year except as disclosed in note 41 of page 99 of the Financial Statements.

10) Recurrent Related Parties Transactions At the Second Annual General Meeting of the Company held on 17 December 2008, the Company had obtained the

approval for the proposed shareholders’ ratification and proposed shareholders’ mandate for recurrent related party transactions of a revenue or trading nature and provision of financial assistance, which are necessary for its day-to-day operations and in the ordinary course of its business, with related parties. The said mandate took effect on 17 December 2008 and will continue until the conclusion of the forthcoming Annual General Meeting of the Company.

At the forthcoming Annual General Meeting to be held on 17 December 2009, the Company intends to seek its shareholders’ approval to renew the existing mandate for recurrent related party transactions of a revenue or trading nature. The details of the shareholders’ mandate to be sought will be furnished in the Circular to Shareholders dated 19 November 2009 attached to this Annual Report.

11) Revaluation Policy of Landed Properties The revaluation policy for landed properties is detailed in Note 5(g) – Property, Plant and Equipment and Note 5(i) –

Investment Properties of page 74 and 75 of the Financial Statements.

ADDITIONAL COMPLIANCE STATEMENT


The Board of Directors of Signature International Berhad is pleased to present the Audit Committee Report for the financial year ended 30 June 2009.

COMPOSITION OF THE AUDIT COMMITTEE

The present members of the Audit Committee of the Company are:

i. Mr. Wong Maw Chuan / Independent Non-Executive Director (Chairman)ii. Dato’ Anuar bin Othman / Independent Non-Executive Chairman (Member)iii. Mr. Yap Khong / Independent Non-Executive Director (Member)

TERMS OF REFERENCE OF AUDIT COMMITTEE

(a) Terms of Membership

The Audit Committee shall be appointed by the Board of Directors amongst its members and consist of at least three (3) members, of whom all must be Non-Executive Directors with a majority of them being Independent Directors. The Chairman, who shall be elected by the Audit Committee, must be an independent director.

TheCommitteeshallincludeonememberwhoisamemberoftheMalaysianInstituteofAccountants(“MIA”);orifheis not a member of the MIA, he must have at least three (3) years’ working experience and he must have passed the examinationsspecifiedinPart IoftheFirstScheduleoftheAccountantsAct1967;orhemustbeamemberofone oftheassociationsofaccountantsspecifiedinPartIIoftheFirstScheduleoftheAccountantsAct1967;orhemusthold a degree/master/doctorate in accounting or finance and have at least 3 years’ post qualification experience inaccountingorfinance;orhemusthaveat least7years’experiencebeingachieffinancialofficerofacorporation or having the function of being primarily responsible for the management of the financial affairs of a corporation or fulfils such other requirements as prescribed or approved by Bursa Malaysia Securities Berhad.

In the event of any vacancy in the Audit Committee resulting in the non-compliance with the Listing Requirements of Bursa Securities, the Board shall appoint a new member within three (3) months.

The Board of Directors shall review the term of office and the performance of an Audit Committee and each of its members at least once in every three (3) years.

No alternate Director shall be appointed as a member of the Audit Committee.

(b) Meetings and Quorum of the Audit Committee

In order to form a quorum in respect of a meeting of the Audit Committee, the majority of the members present must be independent directors. The Company Secretary shall act as secretary of the Audit Committee and shall be responsible, in conjunction with the Chairman, for drawing up the agenda and circulating it prior to each meeting.

The Audit Committee met five (5) times during the financial year ended 30 June 2009. The details of the attendance of the meetings are disclosed under the heading ‘Attendance of Audit Committee Meetings’ on page 47 of this Annual Report.

The Audit Committee may require the attendance of any management staff from the Finance/Accounts Department or other departments deemed necessary together with a representative or representatives from the external auditors and/or internal auditors.

In all five (5) meetings, the Group Financial Controller was present to report on the results of the Group as well as to answer questions posed by the Audit Committee in relation to the results to be announced. During these Audit Committee meetings, representatives from the Internal Auditors had also been present to provide updates on the progress of internal audit work that have been conducted to date, and to also provide comments and recommendations, where applicable to improve the risk management framework supporting the activities of the Group.

AUDITCOMMITTEE REPORT


TERMS OF REFERENCE OF AUDIT COMMITTEE (CONT’D)

(b) Meetings and Quorum of the Audit Committee (cont’d)

In any event, should the external auditors request, the Chairman of the Audit Committee shall convene a meeting of the committee to consider any matter the external auditors believe should be brought to the attention of the Director or shareholders.

(c) Functions of the Audit Committee

The duties and responsibilities of the Audit Committee include the following:-

i. Toconsidertheappointmentoftheexternalauditor,theauditfeeandanyquestionsofresignationordismissal;

ii. To discuss with the external auditor before the audit commences, the nature and scope of the audit, and ensure co-ordinationwheremorethanoneauditfirmisinvolved;

iii. To discuss with the external auditor on the evaluation of the system of internal controls and the assistance given bytheemployeestotheexternalauditors;

iv. To review and report to the Board if there is reason (supported by grounds) to believe that the external auditor

isnotsuitableforreappointment;

v. To review the quarterly and year-end financial statements of the Company and Group prior to the approval of the Board, focusing particularly on:• Changesinorimplementationofmajoraccountingpoliciesandpractices;• Significantadjustmentsarisingfromtheaudit;• Thegoingconcernassumption;and• Compliancewithaccountingstandardsandotherlegalrequirements.

vi. To discuss problems and reservations arising from the interim and final audit, and any matter the auditors may wish todiscuss(intheabsenceofmanagementwherenecessary);

vii. Toreviewtheexternalauditor’smanagementletterandmanagement’sresponse;

viii. To do the following in relation to the internal audit function: • reviewtheadequacyofthescope,functions,competencyandresourcesoftheinternalauditfunction,and

thatithasthenecessaryauthoritytocarryoutitswork;• reviewtheinternalauditprogrammeandtheresultsoftheinternalauditprocessesorinvestigationundertaken

and where necessary to ensure that appropriate action is taken on the recommendations of the internal audit function;

• reviewanyappraisalorassessmentoftheperformanceoftheinternalauditfunction;• approveanyappointmentorterminationofseniorstaffmembersoftheinternalauditfunction;• inform itself of resignations of internal audit staff members and provide the resigning staff member

an opportunity to submit his reasons for resigning.

ix. To review any related party transactions and conflict of interest situation that may arise within the Company or the Group;

x. Toconsiderthemajorfindingsofinternalinvestigationsandthemanagement’sresponse;and

xi. To consider any other functions or duties as may be agreed by the Committees and the Board.

AUDITCOMMITTEE REPORT (cont’d)


TERMS OF REFERENCE OF AUDIT COMMITTEE (CONT’D)

(d) Rights of the Audit Committee

The Audit Committee has ensured that it shall, wherever necessary and reasonable for the performance of its duties and in accordance with a procedure determined by the Board:-

i. haveauthoritytoinvestigateanymatterwithinitstermsofreference;

ii. havetheresourceswhicharerequiredtoperformitsduties;

iii. havefullandunrestrictedaccesstoanyinformationpertainingtotheCompanyandGroup;

iv. have direct communication channels with the external auditors and person(s) carrying out the internal audit function oractivity(ifany);

v. beabletoobtainindependentprofessionalorotheradvicewhenneeded;and

vi. be able to convene meetings with the external auditors, the internal auditors or both, excluding the attendance of other directors and employees of the Group, whenever deemed necessary.

(e) Procedure of Audit Committee

The Audit Committee regulates its own procedures by:-

i. thecallingofmeetings;

ii. thenoticetobegivenofsuchmeetings;

iii. thevotingandproceedingsofsuchmeetings;

iv. thekeepingofminutes;and

v. the custody, protection and inspection of such minutes.

(f) Review of the Audit Committee

The Board of Directors shall ensure that the term of office and performance of the Audit Committee and each of its members are being reviewed at least once in every three years to determine whether such an Audit Committee and members have carried out their duties in accordance with their terms of reference.

(g) Attendance of Audit Committee Meetings

The details of attendance of each Audit Committee member in the Audit Committee meetings held during the financial year ended 30 June 2009 are as follows:-

Directors

Meeting attended by the Directors/Total Number of Meeting held during the

financial year ended 30 June 2009 % of Attendance

Mr. Wong Maw Chuan 5/5 100%

Dato’ Anuar bin Othman 5/5 100%

Mr. Yap Khong 5/5 100%



(h) Summaries of Activities of the Audit Committee

During the financial year up to the date of this Report, the Audit Committee carried out the following activities in discharging their duties and responsibilities:

i. Control

• Evaluatedtheoveralleffectivenessofthesystemofinternalcontrolthroughthereviewoftheresultsofworkperformed by the internal and external auditors and discussions with key management.

ii. Financial Results

• Review quarterly results and audited annual financial statements of the Group and Company beforerecommending to the Board for release to Bursa Malaysia Securities Berhad (“Bursa Securities”). The review should focus primarily on: a) majorjudgementalareas,significantandunusualevents;b) significantadjustmentsresultingfromaudit;c) thegoingconcernassumptions;d) compliancewithapplicableapprovedaccountingstandardsinMalaysia;ande) compliance with Listing Requirements of Bursa Securities and other regulatory requirements.

iii. External Audit

• Reviewedwiththeexternalauditor,theirauditplanforthefinancialyearended30June2009toensurethattheirscopeofworkadequatelycoverstheactivitiesoftheGroup;

• ReviewedtheresultsandissuesarisingfromtheirauditoftheannualfinancialstatementsandtheirresolutionofsuchissuesashighlightedintheirreporttotheCommittee;and

• ReviewedtheirperformanceandIndependencebeforerecommendingtotheBoardtheirreappointmentandremuneration.

iv. Internal Audit

• Reviewedwiththeinternalauditor,theirauditplanforthefinancialyearended30June2009ensuringthatprincipalriskareaswereadequatelyidentifiedandcoveredtheplan;

• Reviewed the recommendations by internal audit, representations made and corrective actions taken by the management in addressing and resolving issues as well as ensuring that all issues were adequately addressedonatimelybasis;

• Reviewed thecompetenciesof the internalauditors toexecute theplan, theauditprogramsused in theexecutionoftheinternalauditworkandresultsoftheirwork;and

• Reviewedtheadequacyofthetermsofreferenceofinternalaudit.



INTRODUCTION

Paragraph 15.26 (b) of the Listing Requirements of Bursa Malaysia Securities Berhad (“Listing Requirements”) requires the Board of Directors of public listed companies to include in the Annual Report a “statement about the state of internal control of the listed issuer as a group”. The Board is committed to maintaining a sound system of internal control in the Group and is please to provide the following statement which outlines the nature and scope of internal controls of the Group during the financial year.

BOARD OF DIRECTORS’ RESPONSIBILITIES

The Board of Directors acknowledges its responsibility and reaffirms its commitment in recognizing the importance of effective and sound system of internal control to enhance good corporate governance. The internal control covers financial controls, operational and compliance controls and risk management. However, the system of internal control is designed to manage rather than eliminate the risk of failure to achieve business objectives.

It should be noted that any system of internal control implemented can only provide reasonable and not absolute assurance against material misstatement, fraud or loss. In pursuing this objective, the management’s role is to ensure the implementation and compliance of those internal controls in its day-to-day operations.

The internal audit function which report directly to the Audit Committee, undertakes an objective, independent and systematic review of the systems of internal control so as to provide reasonable assurance that such systems continue to operate satisfactorily and effectively. To the effect, the Board also ensures that the external auditors review the statement on internal control and report the results thereof to the Board.

The Board has considered the system of internal control in operation during the financial year and the key elements of the system are as follows:-

Control Environment

The Group’s internal control is maintained through an organisational structure with clearly defined responsibilities, lines of reporting and authority levels, supported by operating procedures and job descriptions. These controls are subject to periodic review and their continued suitability for implementation.

Internal policies and procedures for areas reviewed are in place and are regularly updated to resolve operational deficiencies. Instances of non-compliance with such policies and procedures are reported thereon by its internal auditors to the Board via the Audit Committee.

Risk Assessment

The Board maintains an on-going process of identification, evaluation and management of significant risks. The process is regularly reviewed by the Board and has been in place during the year under review. Risk assessment exercise was carried out by the Board and management to identify and evaluate significant risks faced by the Group. Key risk areas made known to the Board and management are reviewed by the internal auditors based on audit plan devised.

A 3-year audit plan was adopted following the risk assessment exercise to continuously review the effectiveness of the Group’s system of internal control. The internal audit function adopts a risk-based approach and prepare its plan and strategy based on the risk profile of the Group’s operations as assessed by the management. The internal auditor reports its findings and recommendations on risk control procedures to the Audit Committee on a quarterly basis. The Audit Committee and management shall be required to review the audit plan as and when required to take into account any changes in the risks that the Group may be exposed to as its objectives and environment in which it operates are continuously evolving.

Control Activities

The Board reviews and approves the annual budget prepared by management. Results are compared against budget and explanations for significant variances are reported to the Board periodically. The Board and management are working towards ensuring completion of corrective actions in response to recommendations highlighted in the audit reports.

STATEMENT OF INTERNAL CONTROL


Information & Communication

The Board receives periodic reports on operations and financial performance of various divisions of the Group which provide them with information needed for decision-making.

Monitoring

The Board, the Audit Committee and management monitor the effectiveness of the Group’s internal control system. The Group has outsourced its internal audit function to an external party, CEOPE Consulting Group, which is independent of the activities it audits. The outsourced internal auditors review the audit areas based on the approved internal audit plan which will cover major operating subsidiaries. The internal audit focuses on regular and systematic reviews of the systems of financial and operational control in anticipating potential risk exposures over key business processes and proper conduct of the business of the Group.

Results of the audit including comments from management are reported directly to the Audit Committee periodically, who reports to the Board. The effectiveness of the system of internal control is also monitored on an ongoing basis by the Audit Committee, who receives reports from the internal auditors. Improvements are made to the internal control system, where necessary, in response to recommendations. The corrective actions were followed up and reports were updated to reflect the latest position.

CONCLUSION

The Board has appraised the effectiveness, adequacy and integrity of the system of internal control in operation during the financial year through the monitoring process set out above. However, it must be made clear that any system of internal control, no matter how well designed, implemented and monitored, does not eliminate the possibility of human error, collusion or the deliberate circumvention of control procedures. The Board remains committed towards operating a sound system of internal control and therefore acknowledge that the system must continuously evolve to support the Group.

The Statement of Internal Control is made in accordance with the resolution of the Board dated 28 October 2009.

STATEMENT OF INTERNAL CONTROL (cont’d)

Directors’ Report 52Statement by Directors 56Statutory Declaration 56Independent Auditors’ Report 57Balance Sheets 59Income Statements 61Statements of Changes in Equity 62Cash Flow Statements 65Notes to the Financial Statements 67

FINANCIALSTATEMENTS



The directors hereby submit their report and the audited financial statements of the Group and of the Company for the financial year ended 30 June 2009.

PRINCIPAL ACTIVITIES

The Company is principally engaged in the business of investment holding whilst the principal activities of its subsidiaries are set out in Note 6 to the financial statements. There have been no significant changes in the nature of these activities during the financial year.

RESULTS

The Group The Company

RM’000 RM’000

Profit after taxation for the financial year 20,301 6,755

Attributable to:-

Equity holders of the Company 19,895 6,755

Minority interests 406 -

20,301 6,755

DIVIDENDS

Since the end of the previous financial year, the Company paid a first and final single tier dividend of 5 sen per ordinary share amounting to RM4,000,000 in respect of the previous financial year as proposed in the directors’ report of that financial year.

The directors recommend the payment of a first and final single tier dividend of 8 sen per ordinary share amounting to RM6,400,000 to be approved by the shareholders at the forthcoming Annual General Meeting. This dividend will be accounted for as an appropriation of retained profits in the period when it is approved by the shareholders.

RESERVES AND PROVISIONS

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

ISSUES OF SHARES AND DEBENTURES

During the financial year,

(a) therewerenochangesintheauthorisedandissuedandpaid-upsharecapitaloftheCompany;and

(b) there were no issues of debentures by the Company.

OPTIONS GRANTED OVER UNISSUED SHARES

During the financial year, no options were granted by the Company to any person to take up any unissued shares in the Company.

DIRECTORS’ REPORT


BAD AND DOUBTFUL DEBTS

Before the financial statements of the Group and of the Company were made out, the directors took reasonable steps to ascertain that action had been taken in relation to the writing off of bad debts and the making of allowance for doubtful debts, and satisfied themselves that all known bad debts had been written off and that adequate allowance had been made for doubtful debts.

At the date of this report, the directors are not aware of any circumstances that would require the further writing off of bad debts, or the additional allowance for doubtful debts in the financial statements of the Group and of the Company.

CURRENT ASSETS

Before the financial statements of the Group and of the Company were made out, the directors took reasonable steps to ascertain that any current assets other than debts, which were unlikely to be realised in the ordinary course of business, including their value as shown in the accounting records of the Group and of the Company, have been written down to an amount which they might be expected so to realise.

At the date of this report, the directors are not aware of any circumstances which would render the values attributed to the current assets in the financial statements of the Group and of the Company misleading.

VALUATION METHODS

At the date of this report, the directors are not aware of any circumstances which have arisen which render adherence to the existing methods of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate.

CONTINGENT AND OTHER LIABILITIES

The contingent liability is disclosed in Note 44 to the financial statements. At the date of this report, there does not exist:-

(a) any charge on the assets of the Group and of the Company that has arisen since the end of the financial year which securestheliabilitiesofanyotherperson;or

(b) any contingent liability of the Group and of the Company which has arisen since the end of the financial year.

No contingent or other liability of the Group and of the Company has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which, in the opinion of the directors, will or may substantially affect the ability of the Group and of the Company to meet their obligations when they fall due.

CHANGE OF CIRCUMSTANCES

At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report or the financial statements of the Group and of the Company which would render any amount stated in the financial statements misleading.

ITEMS OF AN UNUSUAL NATURE

The results of the operations of the Group and of the Company during the financial year were not, in the opinion of the directors, substantially affected by any item, transaction or event of a material and unusual nature.

There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to affect substantially the results of the operations of the Group and of the Company for the financial year.

DIRECTORS’ REPORT (cont’d)



DIRECTORS

The directors who served since the date of the last report are as follows:-

DATO’ ANUAR BIN OTHMAN TAN KEE CHOONG CHOOI YOEY SUN WONG MAW CHUAN YAP KHONG NIK MOHD ISKANDAR BIN NIK HASSAN LIM YIN CHOW (APPOINTED ON 18.06.2009)

DIRECTORS’ INTERESTS

According to the register of directors’ shareholdings, the interests of directors holding office at the end of the financial year in shares in the Company and its related corporations during the financial year are as follows:-

NUMBER OF ORDINARY SHARES OF RM0.50 EACH

AT1.7.2008/

* DATE OFAPPOINTMENT BOUGHT SOLD

AT30.6.2009

Direct Interests

Tan Kee Choong 21,800,000 - - 21,800,000

Chooi Yoey Sun 21,685,500 - - 21,685,500

Nik Mohd Iskandar Bin Nik Hassan 364,081 - (45,000) 319,081

Indirect Interest

Lim Yin Chow 12,006,600 - - 12,006,600

By virtue of their interests in shares in the Company, Tan Kee Choong and Chooi Yoey Sun are deemed to have interests in shares in its subsidiaries to the extent of the Company’s interest, in accordance with Section 6A of the Companies Act 1965.

None of the other directors holding office at the end of the financial year had any interest in shares in the Company or its related corporations during the financial year.

DIRECTORS’ BENEFITS

Since the end of the previous financial year, no director has received or become entitled to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by directors as shown in the financial statements, or the fixed salary of a full-time employee of the Company) by reason of a contract made by the Company or a related corporation with 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 except for any benefits which may be deemed to arise from transactions entered into in the ordinary course of business with companies in which certain directors have substantial financial interests as disclosed in Note 41 to the financial statements.

Neither during nor at the end of the financial year was the Group or the Company a party to any arrangements whose object is to enable the directors to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate.


SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR

The significant events during the financial year are disclosed in Note 48 to the financial statements.

SIGNIFICANT EVENT SUBSEQUENT TO THE BALANCE SHEET DATE

The significant event subsequent to the balance sheet date is disclosed in Note 49 to the financial statements.

AUDITORS

The auditors, Messrs. Horwath have expressed their willingness to continue in office.

SIGNED IN ACCORDANCE WITH A RESOLUTION OF THE DIRECTORSDATED 28 OCTOBER 2009

Tan Kee Choong

Chooi Yoey Sun



STATEMENT BY DIRECTORS

We, Tan Kee Choong and Chooi Yoey Sun, being two of the directors of Signature International Berhad, state that, in the opinion of the directors, the financial statements set out on pages 59 to 105 are drawn up in accordance with Financial Reporting Standards and the Companies Act 1965 in Malaysia so as to give a true and fair view of the state of affairs of the Group and of the Company at 30 June 2009 and of their results and cash flows for the financial year ended on that date.

SIGNED IN ACCORDANCE WITH A RESOLUTION OF THE DIRECTORSDATED 28 OCTOBER 2009

Tan Kee Choong Chooi Yoey Sun

STATUTORY DECLARATION

I, Tan Kee Choong, I/C No. 620318-05-5595, being the director primarily responsible for the financial management of Signature International Berhad, do solemnly and sincerely declare that the financial statements set out on pages 59 to 105 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 byTan Kee Choong, I/C No. 620318-05-5595, at Kuala Lumpur in the Federal Territoryon this 28 OCTOBER 2009

Before me Tan Kee Choong


REPORT ON THE FINANCIAL STATEMENTS

We have audited the financial statements of Signature International Berhad, which comprise the balance sheets as at 30 June 2009 and the income statements, statements of changes in equity and cash flow statements of the Group and of the Company for the financial year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages 59 to 105.

Directors’ Responsibility for the Financial Statements

The directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Standards and the Companies Act 1965 in Malaysia. This responsibility includes designing, implementing and maintaining internal controls relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error, selecting and applying appropriate accounting policies, and making accounting estimates that are reasonable in the circumstances.

Auditors’ Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal controls relevant to the Company’s preparation and fair presentation of the financial statements 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 Company’s internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting Standards and the Companies Act 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as of 30 June 2009 and of their financial performance and cash flows for the financial year then ended.

Report on Other Legal and Regulatory Requirements

In accordance with the requirements of the Companies Act 1965 in Malaysia, we also report the following:-

(a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act.

(b) We have considered the financial statements and the auditors’ report of the subsidiary of which we have not acted as auditors, which is indicated in Note 6 to the financial statements.

(c) We are satisfied that the financial statements of the subsidiaries that have been consolidated with the Company’s financial statements are in form and content appropriate and proper for the purposes of the preparation of the financial statements of the Group and we have received satisfactory information and explanations required by us for those purposes.

(d) The audit reports on the financial statements of the subsidiaries did not contain any qualification or any adverse comment made under Section 174(3) of the Act.

INDEPENDENT AUDITORS’ REPORTTO THE MEMBERS OF SIGNATURE INTERNATIONAL BERHAD (Incorporated in Malaysia)

Company No : 754118-K


INDEPENDENT AUDITORS’ REPORT (cont’d)TO THE MEMBERS OF SIGNATURE INTERNATIONAL BERHAD (Incorporated in Malaysia)Company No : 754118-K

Other Matters

This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.

Horwath Lee Kok WaiFirm No: AF 1018 Approval No: 2760/06/10 (J)Chartered Accountants Partner

Kuala Lumpur28 OCTOBER 2009


BALANCE SHEETS at 30 June 2009


2009 2008 2009 2008

Note RM’000 RM’000 RM’000 RM’000

ASSETS

NON-CURRENT ASSETS

Investment in subsidiaries 6 - - 29,937 29,937

Property, plant and equipment 7 19,366 13,113 - -

Prepaid land lease payments 8 6,285 6,526 - -

Investment properties 9 3,445 4,528 - -

Other investment 10 321 321 - -

Goodwill on consolidation 11 370 - - -

29,787 24,488 29,937 29,937

CURRENT ASSETS

Inventories 12 9,603 7,626 - -

Amount owing by contract customers 13 10,839 11,392 - -

Trade receivables 14 43,089 33,377 - -

Other receivables, deposits and prepayments 15 2,225 1,517 1 1

Amount owing by subsidiaries 16 - - 18,040 6,722

Tax refundable 805 - 35 -

Short-term investments 17 3,312 - 3,312 -

Fixed deposits with licensed banks 18 8,494 21,134 4,301 19,400

Cash and bank balances 19 10,660 6,348 3,184 89

89,027 81,394 28,873 26,212

TOTAL ASSETS 118,814 105,882 58,810 56,149

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


BALANCE SHEETSat 30 June 2009 (cont’d)



2009 2008 2009 2008

Note RM’000 RM’000 RM’000 RM’000

EQUITY AND LIABILITIES

EQUITY

Share capital 20 40,000 40,000 40,000 40,000

Share premium 21 11,582 11,582 11,582 11,582

Revaluation reserve 22 1,309 1,257 - -

Merger deficit 23 (28,567) (28,567) - -

Retained profits 24 59,035 43,140 7,176 4,421

Foreign currency translation

reserve 25 (88) - - -

SHAREHOLDERS' EQUITY 83,271 67,412 58,758 56,003

MINORITY INTERESTS 820 568 - -

TOTAL EQUITY 84,091 67,980 58,758 56,003

NON-CURRENT LIABILITIES

Deferred tax liabilities 26 558 800 - -

Long-term borrowings 27 3,397 3,972 - -

3,955 4,772 - -

CURRENT LIABILITIES

Amount owing to contract

customers 13 4,752 2,583 - -

Trade payables 28 13,963 15,926 - -

Other payables and accruals 29 8,826 12,797 52 102

Provision for taxation 2,025 625 - 44

Short-term borrowings 30 1,202 1,199 - -

30,768 33,130 52 146

TOTAL LIABILITIES 34,723 37,902 52 146

TOTAL EQUITY AND LIABILITIES 118,814 105,882 58,810 56,149


The Group The Company2009 2008 2009 2008

Note RM’000 RM’000 RM’000 RM’000

Revenue 33 158,420 110,193 9,023 6,081Cost of Sales (113,153) (76,204) - -

Gross Profit 45,267 33,989 9,023 6,081Other Income 1,630 2,308 440 210

46,897 36,297 9,463 6,291

Selling And Distribution Expenses (4,456) (4,773) - - Administrative Expenses (11,335) (9,456) (411) (226)Other Expenses (3,542) (1,424) - - Finance Costs (846) (909) * *

Profit Before Taxation 34 26,718 19,735 9,052 6,065Income Tax Expense 35 (6,417) (4,278) (2,297) (1,636)

Profit After Taxation 20,301 15,457 6,755 4,429

Attributable To:- Equity Holders of The Company 19,895 15,113 6,755 4,429- Minority Interests 406 344 - -

20,301 15,457 6,755 4,429

Earnings Per Share:- Basic (Sen) 36 24.9 21.9- Diluted (Sen) 36 Not Applicable Not Applicable

* - Less than RM1,000

Note: In the previous financial year, the subsidiaries’ results for the full financial year were consolidated in the Group results using the merger accounting principles.

INCOME STATEMENTSfor the financial year ended 30 June 2009



STATEMENTS OF CHANGES IN EQUITYfor the financial year ended 30 June 2009


Attributable To Equity Holders Of The Company

Non-Distributable Distributable

NoteShare

CapitalShare

PremiumRevaluation

ReserveMergerDeficit

ExchangeTranslation

ReserveRetained

Profits

TotalShareholders’

EquityMinorityInterests

TotalEquity

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

The Group

Balance at 1.7.2008 40,000 11,582 1,257 (28,567) - 43,140 67,412 568 67,980

Acquisition of subsidiaries - - - - - - - 24 24

Effect of changes in statutory tax rate - - 52* - - - 52 - 52

Exchange differences on retranslation of net assets of overseas subsidiaries - - - - (88)* - (88) # (88)

Profit after taxation for the financial year - - - - - 19,895 19,895 406 20,301

Dividend declared to minority interests by a subsidiary - - - - - - - (178) (178)

Dividend paid 37 - - - - - (4,000) (4,000) - (4,000)

Balance at 30.6.2009 40,000 11,582 1,309 (28,567) (88) 59,035 83,271 820 84,091

# - Less than RM1,000

* - represents surplus/expenses not recognised in the income statement.


Attributable To Equity Holders Of The Company

Non-Distributable Distributable

ShareCapital

SharePremium

RevaluationReserve

MergerDeficit

(Accumulated)(Loss)/

RetainedProfits

TotalShareholders’

EquityMinorityInterests

TotalEquity

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

The Group

Balance at 1.7.2007 # - - - (8) (8) - (8)

Shares issued pursuant to the listing scheme:

- acquisition of subsidiaries 29,937 - 1,257 * (28,567) 28,035 30,662 224 30,886

- debt settlement 1,218 - - - - 1,218 - 1,218

- public issue 8,845 13,268 - - - 22,113 - 22,113

Listing expenses - (1,686)* - - - (1,686) - (1,686)

Profit after taxation for the financial year - - - - 15,113 15,113 344 15,457

Balance at 30.6.2008 40,000 11,582 1,257 (28,567) 43,140 67,412 568 67,980

# - RM2


STATEMENTS OF CHANGES IN EQUITYfor the financial year ended 30 June 2009 (cont’d)



The CompanyShare

Capital

Non-Distributable

SharePremium

Distributable(Accumulated

Loss)/Retained

Profit Total

Equity

Note RM’000 RM’000 RM’000 RM’000

Balance as at 1.7.2007 # - (8) (8)

Shares issued pursuant to the listing scheme:-

- acquisition of subsidiaries 29,937 - - 29,937

- debt settlement 1,218 - - 1,218

- public issue 8,845 13,268 - 22,113

Listing expenses - (1,686)* - (1,686)

Profit after taxation for the financial year - - 4,429 4,429

Balance at 30.6.2008/1.7.2008 40,000 11,582 4,421 56,003

Dividend paid 37 - - (4,000) (4,000)

Profit after taxation for the financial year - - 6,755 6,755

Balance at 30.6.2009 40,000 11,582 7,176 58,758

# - RM2



STATEMENTS OF CHANGES IN EQUITYfor the financial year ended 30 June 2009 (cont’d)



2009 2008 2009 2008

RM’000 RM’000 RM’000 RM’000

CASH FLOWS FROM/(FOR) OPERATING ACTIVITIES

Profit before taxation 26,718 19,735 9,052 6,065

Adjustments for:-

Allowance for doubtful debts 947 24 - -

Amortisation of prepaid land lease payments 241 400 - -

Bad debts written off 201 - - -

Depreciation of property, plant and equipment 1,066 1,128 - -

Plant and equipment written off 36 - - -

Interest expense 382 355 - -

Loss on disposal of investment properties 64 - - -

Dividend income - - (9,023) (6,081)

Dividend income from short-term investments (137) - (137) -

Fair value adjustment for investment properties (247) (1,078) - -

Gain on disposal of short-term investments (92) - (92) -

Gain on disposal of property, plant and equipment (33) (170) - -

Gain on foreign exchange - unrealised (103) (68) - -

Fair value gain on short-term investments (81) - (81) -

Interest income (246) (323) (130) (210)

Write-back of allowance for doubtful debts - (271) - -

Operating profit/(loss) before working capital changes 28,716 19,732 (411) (226)

Net decrease/(increase) amount owing by contract customers 2,722 (6,460) - -

Increase in inventories (1,938) (1,215) - -

(Increase)/Decrease in trade and other receivables (11,459) (12,794) - 3

(Decrease)/Increase in trade and other payables (6,753) 13,331 (50) 98

CASH FROM/(FOR) OPERATIONS 11,288 12,594 (461) (125)

Interest paid (382) (355) - -

Income tax paid (6,012) (4,050) (2,378) (11)

NET CASH FROM/(FOR) OPERATING ACTIVITIES CARRIED FORWARD 4,894 8,189 (2,839) (136)

CASH FLOW STATEMENTSfor the financial year ended 30 June 2009



CASH FLOW STATEMENTSfor the financial year ended 30 June 2009 (cont’d)



2009 2008 2009 2008

Note RM’000 RM’000 RM’000 RM’000

BALANCE BROUGHT FORWARD 4,894 8,189 (2,839) (136)

CASH FLOWS FOR INVESTING ACTIVITIESPurchase of property, plant and equipment 38 (6,870) (1,992) - - Purchase of short-term investments (18,137) - (18,137) - Purchase of investment properties (44) (748) - - Acquisition of subsidiaries 39 52 - - - Prepaid land lease payments - (3,296) - - Proceeds from disposal of investment properties 1,310 - - - Proceeds from disposal of property, plant and

equipment 195 780 - - Proceeds from disposal of short-term

investments 15,000 - 15,000 - Interest received 244 323 130 210Advances to subsidiaries - - (2,295) (1,004)

NET CASH FOR INVESTING ACTIVITIES (8,250) (4,933) (5,302) (794)

CASH FLOWS (FOR)/FROM FINANCING ACTIVITIES

Proceeds from issuance of shares - 22,113 - 22,113Proceeds from issuance of shares

to minority interests 24 - - - Listing expenses - (1,686) - (1,686)Repayment of term loans (369) (360) - - Repayment of hire purchase obligations (692) (620) - - Repayment to directors - - - (8)Dividend received from

short-term investments 137 - 137 - Dividend paid 37 (4,000) - (4,000) -

NET CASH FROM FINANCING ACTIVITIES (4,900) 19,447 (3,863) 20,419

EFFECT OF FOREIGN ExCHANGE TRANSLATION (72) - - -

NET INCREASE IN CASH AND CASH EQUIVALENTS (8,328) 22,703 (12,004) 19,489

CASH AND CASH EQUIVALENTS AT BEGINNING OF THE FINANCIAL YEAR 27,482 4,779 19,489 *

CASH AND CASH EQUIVALENTS AT END OF THE FINANCIAL YEAR 40 19,154 27,482 7,485 19,489

* - less than RM1,000


1. GENERAL INFORMATION

The Company is a public company limited by shares and is incorporated under the Companies Act 1965 in Malaysia. The domicile of the Company is Malaysia. The registered office and principal place of business are as follows:-

Registered office : Suite 13A.01 (A), Level 13A, Wisma Goldhill, 67, Jalan Raja Chulan, 50200 Kuala Lumpur.

Principal place of business : Lot 24, Jalan Teknologi, Taman Sains Selangor 1, Kota Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan.

The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of the directors dated 28 October 2009.

2. PRINCIPAL ACTIVITIES

The Company is principally engaged in the business of investment holding whilst the principal activities of its subsidiaries are set out in Note 6 to the financial statements. There have been no significant changes in the nature of these activities during the financial year.

3. FINANCIAL RISK MANAGEMENT POLICIES

The Group’s financial risk management policy seeks to ensure that adequate financial resources are available for the development of the Group’s business whilst managing its market, credit, liquidity and cash flow risks. The policies in respect of the major areas of treasury activity are as follows:-

(a) Market Risk

(i) Foreign Currency Risk

The Group is exposed to foreign exchange risk on sales and purchases that are denominated in foreign currencies.

Foreign currency risk is monitored closely and managed to an acceptable level. (ii) Interest Rate Risk

The Group obtains financing through banking and hire purchase facilities. Its policy is to obtain the most favourable interest rates available.

Surplus funds are placed with licensed financial institutions at the most favourable interest rates.

(iii) Price Risk The Group does not have any quoted investments and hence is not exposed to any price risks.

(b) Credit Risk

The Group’s exposure to credit risks, or the risk of counterparties defaulting, arises mainly from receivables. The maximum exposure to credit risks is represented by the total carrying amount of these financial assets in the balance sheet reduced by the effects of any netting arrangements with counterparties.

NOTES TO THE FINANCIAL STATEMENTSfor the financial year ended 30 June 2009

NOTES TO THE FINANCIAL STATEMENTSfor the financial year ended 30 June 2009 (cont’d)


3. FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)

(b) Credit Risk (cont’d)

The Group’s concentration of credit risks relates to the amounts owing by two customers which constituted approximately 34% of its trade receivables at the balance sheet date.

The Group manages its exposure to credit risk by the application of credit approvals, credit limits and monitoring procedures on an ongoing basis.

(c) Liquidity and Cash Flow Risk

The Group’s exposure to liquidity and cash flow risks arises mainly from general funding and business activities.

It practises prudent liquidity risk management by maintaining sufficient cash balances to meet its obligations as and when they fall due.

4. BASIS OF PREPARATION

The financial statements of the Group and of the Company are prepared under the historical cost convention and modified to include other bases of valuation as disclosed in other sections under significant accounting policies, and in compliance with Financial Reporting Standards (“FRS”) and the Companies Act 1965 in Malaysia.

The Group has not adopted the following FRSs and IC Interpretations that have been issued as at the date of authorisation of these financial statements but are not yet effective for the Group:-

(a) FRS issued and effective for financial periods beginning on or after 1 July 2009:

FRS 8 Operating Segments

FRS 8 replaces FRS 1142004 Segment Reporting and requires a “management approach”, under which segment information is presented on the same basis as that used for internal reporting purposes. The adoption of this standard only impacts the form and content of disclosures presented in the financial statements of the Group.

(b) FRS issued and effective for financial periods beginning on or after 1 January 2010:-

FRS 4 Insurance Contracts FRS 7 Financial Instruments: Disclosures FRS 101 (Revised 2009) Presentation of Financial Statements FRS 123 Borrowing Costs FRS 139 Financial Instruments: Recognition and Measurement

The Group considers financial guarantee contracts entered to be insurance arrangements and accounts for them under FRS 4. In this respect, the Group treats the guarantee contract as a contingent liability until such a time as it becomes probable that the Group will be required to make a payment under the guarantee. The adoption of FRS 4 is expected to have no material impact on the financial statements of the Group.

The possible impacts of FRS 7 and FRS 139 on the financial statements upon their initial applications are not disclosed by virtue of the exemptions given in these standards.

The adoption of FRS 101 (Revised 2009) will only impact the form and content of the presentation of the Group’s financial statements in the next financial year. There will be no financial impact on the financial statements upon the adoption of this standard.



4. BASIS OF PREPARATION (CONT’D)

The possible impact of FRS 123 on the financial statements upon its initial application is not disclosed as the existing accounting policies of the Group are consistent with the requirements under this new standard.

(c) Amendments issued and effective for financial periods beginning on or after 1 January 2010:-

Amendments to FRS 1 Cost of an Investment in a Subsidiary, Jointly Controlled Entity or Associate and FRS 127 Amendments to FRS 2 Vesting Conditions and Cancellations Amendments to FRS 7 Improvements to Accounting for Financial Instruments FRS132, FRS139 and IC Interpretation 9 Amendments of FRSs Annual Improvements to FRSs (2009)

The possible impacts of amendments to FRS 7, FRS 132, FRS 139 and IC Interpretation 9 on the financial statements upon their initial applications are not disclosed by virtue of the exemptions given in these standards.

The Annual Improvements to FRSs (2009) is expected to have no material impact on the financial statements of the Group upon their initial application.

The other amendments are not relevant to the Group’s operations.

(d) IC Interpretations issued and effective for financial periods beginning on or after 1 January 2010:-

IC Interpretation 9 Reassessment of Embedded Derivatives IC Interpretation 10 Interim Financial Reporting and Impairment IC Interpretation 11 FRS 2: Group and Treasury Share Transactions IC Interpretation 13 Customer Loyalty Programmes IC Interpretation 14 FRS 119: The Limit on a Defined Benefit Asset, Minimum Funding Requirements and

their Interaction

The above IC Interpretations are not relevant to the Group’s operations except for IC Interpretation 10. IC Interpretation 10 prohibits the impairment losses recognised in an interim period on goodwill, investments in equity instruments and financial assets carried at cost to be reversed at a subsequent balance sheet date. This interpretation is expected to have no material impact on the financial statements of the Group upon its initial application.

5. SIGNIFICANT ACCOUNTING POLICIES

(a) Critical Accounting Estimates And Judgements

Estimates and judgements are continually evaluated by the directors and management and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The estimates and judgements that affect the application of the Group’s accounting policies and disclosures, and have a significant risk of causing a material adjustment to the carrying amounts of assets, liabilities, income and expenses are discussed below:-

(i) Depreciation of Property, Plant and Equipment

The estimates for the residual values, useful lives and related depreciation charges for the property, plant and equipment are based on commercial and production factors which could change significantly as a result of technical innovations and competitors’ actions in response to the market conditions.



5. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)

(a) Critical Accounting Estimates And Judgements (cont’d)

(i) Depreciation of Property, Plant and Equipment (cont’d)

The Group anticipates that the residual values of its property, plant and equipment will be insignificant. As a result, residual values are not being taken into consideration for the computation of the depreciable amount.

Changes in the expected level of usage and technological development could impact the economic useful lives and the residual values of these assets, therefore future depreciation charges could be revised.

(ii) Income Taxes

There are certain transactions and computations for which the ultimate tax determination may be different from the initial estimate. The Group recognises tax liabilities based on its understanding of the prevailing tax laws and estimates of whether such taxes will be due in the ordinary course of business. Where the final outcome of these matters is different from the amounts that were initially recognised, such difference will impact the income tax and deferred tax provisions in the period in which such determination is made.

(iii) Impairment of Goodwill

The Group determines whether goodwill is impaired at least on an annual basis. This requires an estimation of the value-in-use of the cash-generating units (“CGU”) to which goodwill is allocated. Estimating a 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.

Information relating to goodwill is disclosed in Note 11 to the financial statements.

(iv) Impairment of Assets

When the recoverable amount of an asset is determined based on the estimate of the value-in-use of the cash-generating unit to which the asset is allocated, the management is required to make an estimate of the expected future cash flows from the cash-generating unit and also to apply a suitable discount rate in order to determine the present value of those cash flows.

(v) Classification between Investment Properties and Owner-Occupied Properties

The Group determines whether a property qualifies as an investment property, and has developed criteria in making that judgement. Investment property is a property held to earn rentals or for capital appreciation or both.

Some properties comprise a portion that is held to earn rentals or for capital appreciation and another portion that is held for use in the production or supply of goods or services or for administrative purposes. If these portions could be sold separately or leased out separately under a finance lease, the Group accounts for the portions separately. If the portions could not be sold separately, the property is an investment property only if an insignificant portion is held for use in the production or supply of goods or services or for administrative purposes.

Judgement is made on an individual property basis to determine whether ancillary services are so significant that a property does not qualify as investment property.




(a) Critical Accounting Estimates And Judgements (Cont’d)

(vi) Contracts

Contracts accounting requires reliable estimation of the costs to complete the contract and reliable estimation of the stage of completion.

(i) Contract Revenue

Contract accounting requires that variation claims and incentive payments only be recognised as contract revenue to the extent that it is probable that they will be accepted by the customers. As the approval process often takes some time, a judgement is required to be made of its probability and revenue recognised accordingly.

(ii) Contract Costs

Using experience gained on each particular contract and taking into account the expectations of the time and materials required to complete the contract, management estimates the profitability of the contract on an individual basis at any particular time.

(vii) Allowance for Doubtful Debts of Receivables

The Group makes allowance for doubtful debts based on an assessment of the recoverability of receivables. Allowances are applied to receivables where events or changes in circumstances indicate that the carrying amounts may not be recoverable. Management specifically analyses historical bad debt, customer concentrations, customer creditworthiness, current economic trends and changes in customer payment terms when making a judgement to evaluate the adequacy of the allowance for doubtful debts of receivables. Where the expectation is different from the original estimate, such difference will impact the carrying value of receivables.

(viii) Allowance for Inventories

Reviews are made periodically by management on damaged, obsolete and slow-moving inventories. These reviews require judgement and estimates. Possible changes in these estimates could result in revisions to the valuation of inventories.

(ix) Fair Value Estimates for Certain Financial Assets and Liabilities

The Group carries certain financial assets and liabilities at fair value, which require extensive use of accounting estimates and judgement. While significant components of fair value measurement were determined using verifiable objective evidence, the amount of changes in fair value would differ if the Group uses different valuation methodologies. Any changes in fair value of these assets and liabilities would affect profit and equity.

(b) Financial Instruments

Financial instruments are recognised in the balance sheet when the Group has become a party to the contractual provisions of the instruments.

Financial instruments are classified as liabilities or equity in accordance with the substance of the contractual arrangement. Interest, dividends, gains and losses relating to financial instruments classified as a liability are reported as an expense or income. Distributions to holders of financial instruments classified as equity are charged directly to equity.




(b) Financial Instruments (cont’d)

Financial instruments are offset when the Group has a legally enforceable right to offset and intends to settle either on a net basis or to realise the asset and settle the liability simultaneously.

Financial instruments recognised in the balance sheet are disclosed in the individual policy statement associated with each item.

(c) Functional and Foreign Currency

(i) Functional and Presentation Currency

The functional currency of each of the Group’s entities are measured using the currency of the primary economic environment in which that entity operates.

The consolidated financial statements are presented in Ringgit Malaysia (“RM”) which is the Group’s functional and presentation currency.

(ii) Transactions and Balances

Transactions in foreign currency are converted into the respective functional currencies on initial recognition, using the exchange rates approximating those ruling at the transaction dates. Monetary assets and liabilities at the balance sheet date are translated at the rates ruling as of that date. Non-monetary assets and liabilities are translated using exchange rates that existed when the values were determined. All exchange differences are taken to the income statement.

(iii) Foreign Operations

The results and financial position of all the Group entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows:-

• assetsandliabilitiesforeachbalancesheetpresentedaretranslatedattheclosingrateatthedate

ofthebalancesheet;

• incomeandexpensesforincomestatementaretranslatedattheaverageexchangeratesfortheyear,whichapproximatestheexchangeratesatthedatesofthetransactions;and

• all resultingexchangedifferencesare recognisedasa separatecomponentof equity, asa foreigncurrency translation reserve. On disposal, accumulated translation differences are recognised in the consolidated income statements as part of the gain or loss on sale.

(d) Basis of Consolidation

The consolidated financial statements incorporate the financial statements of the Company and its subsidiaries made up to 30 June 2009.

A subsidiary is defined as an enterprise in which the Company has the power, directly or indirectly, to exercise control over the financial and operating policies so as to obtain benefits from its activities.




(d) Basis of Consolidation (Cont’d)

Under the purchase method, the results of the subsidiaries acquired or disposed of are included from the date of acquisition or up to the date of disposal. At the date of acquisition, the fair values of the subsidiaries’ net assets are determined and these values are reflected in the consolidated financial statements. The cost of acquisition is measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree, plus any costs directly attributable to the business combination.

Subsidiaries acquired which have met the criteria for pooling of interest are accounted for using merger accounting principles. When the merger method is used, the cost of investment in the Company’s books is recorded at the nominal value of shares issued. The difference between the carrying value of the investment and the nominal value of the shares of the subsidiaries is treated as a merger deficit or merger reserve as applicable. The results of the subsidiaries being merged are included for the full financial year.

Intragrouptransactions,balancesandunrealisedgainsontransactionsareeliminated;unrealisedlossesarealsoeliminated unless cost cannot be recovered. Where necessary, adjustments are made to the financial statements of subsidiaries to ensure consistency of accounting policies with those of the Group.

Minority interests are measured at the minorities’ share of the post acquisition fair values of the identifiable assets and liabilities of the acquired subsidiary. Separate disclosure is made for minority interest.

Minority interests are presented in the consolidated balance sheet of the Group within equity, separately from the Company’s equity holders, and are separately disclosed in the consolidated income statement of the Group.

(e) Goodwill on Consolidation

Goodwill on consolidation represents the excess of the fair value of the purchase consideration over the Group’s share of the fair values of the identifiable net assets of the subsidiaries at the date of purchase.

Goodwill is measured at cost less accumulated impairment losses, if any. The carrying value of goodwill is reviewed for impairment annually. The impairment value of goodwill is recognised immediately in the consolidated income statement. An impairment loss recognised for goodwill is not reversed in a subsequent period.

If, after reassessment, the Group’s interest in the fair values of the identifiable net assets of the subsidiaries

exceeds the cost of the business combination, the excess is recognised immediately in the consolidated income statement.

(f) Investments

(i) Investments in Subsidiaries

Investments in subsidiaries are initially stated at cost in the balance sheet of the Company and are reviewed for impairment at the end of the financial year if events or changes in circumstances indicate that their carrying values may not be recoverable.

On the disposal of the investments in subsidiaries, the difference between the net disposal proceeds and the carrying amount of the investments is taken to the income statement.




(f) Investments (cont’d)

(ii) Marketable Securities

Marketable securities are initially carried at cost and subsequently revalued to the market value, determined on an aggregate portfolio basis by category of investment. Cost is arrived at on the weighted average basis. Market value is calculated by reference to stock exchange quoted selling prices at the close of business at the balance sheet date. Gains or losses arising from changes in the fair values of the marketable securities are included in the income statement in the year in which they arise.

On the disposal of the investments in marketable securities, the difference between the net disposal proceeds and the carrying amount of the investments is taken to the income statement.

(iii) Other Investments

Other investments held on a long-term basis are stated at cost less allowance for diminution in value.

On the disposal of these investments, the difference between the net disposal proceeds and the carrying amount of the investments is taken to the income statement.

(g) Property, Plant and Equipment

Property, plant and equipment are stated at cost or revalued amount less accumulated depreciation or amortisation and impairment losses, if any.

Depreciation is calculated under the straight-line method to write off the cost of the assets over their estimated useful lives. Depreciation of an asset does not cease when the asset becomes idle or is retired from active use unless the asset is fully depreciated. The principal annual rates used for this purpose are:-

Buildings Over the remaining lease period of 27 - 30 years

Plant and machinery, tools and factory equipment 10%Motor vehicles 20%Furniture and fittings, renovation and signboard 10%Showroom and office equipment 10%Computers 40%

Properties are revalued periodically, at least once in every three to five years. Surpluses arising from the revaluation of the properties, net of deferred taxation, where applicable, are credited to a revaluation reserve. Deficits arising from the revaluation, to the extent that they are not supported by any previous revaluation surpluses, are charged to the income statement.

The depreciation method, useful life and residual values are reviewed, and adjusted if appropriate, at each balance sheet date to ensure that the amount, method and period of depreciation are consistent with previous estimates and the expected pattern of consumption of the future economic benefits embodied in the items of the property, plant and equipment.

Capital work-in-progress represents assets under construction, and which are not ready for commercial use at the balance sheet date. Capital work-in-progress is stated at cost, and is transferred to the relevant category of assets and depreciated accordingly when the assets are completed and ready for commercial use.

Cost of capital work-in-progress includes direct cost, related expenditure and interest cost on borrowings taken to finance the construction of acquisition of the assets to the date that the assets are completed and put into use.




(g) Property, Plant and Equipment (cont’d)

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected from its use. Any gain or loss arising from derecognition of the asset is included in the income statement in the year the asset is derecognised.

(h) Impairment of Assets

The carrying amounts of assets, other than those to which FRS 136 - Impairment of Assets does not apply, are reviewed at each balance sheet date for impairment when there is an indication that the assets might be impaired. Impairment is measured by comparing the carrying values of the assets with their recoverable amounts. The recoverable amount of the assets is the higher of the assets’ net selling price and their value-in-use, which is measured by reference to discounted future cash flow.

An impairment loss is charged to the income statement immediately unless the asset is carried at its revalued amount. Any impairment loss of a revalued asset is treated as a revaluation decrease to the extent of a previously recognised revaluation surplus for the same asset.

In respect of assets other than goodwill, and when there is a change in the estimates used to determine the recoverable amount, a subsequent increase in the recoverable amount of an asset is treated as a reversal of the previous impairment loss and is recognised to the extent of the carrying amount of the asset that would have been determined (net of amortisation and depreciation) had no impairment loss been recognised. The reversal is recognised in the income statement immediately, unless the asset is carried at its revalued amount. A reversal of an impairment loss on a revalued asset is credited directly to the revaluation surplus. However, to the extent that an impairment loss on the same revalued asset was previously recognised as an expense in the income statement, a reversal of that impairment loss is recognised as income in the income statement.

(i) Investment Properties

Investment properties are properties held either to earn rental income or for capital appreciation or for both. Initially investment properties are measured at cost including transaction costs. Subsequent to initial recognition, investment properties are stated at fair value. Gains or losses arising from changes in the fair values of investment properties are included in the income statement in the year in which they arise.

Investment properties are derecognised when they have either been disposed of or when the investment property is permanently withdrawn from use and no future benefit is expected from its disposal.

On the derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount is charged to the income statement.

(j) Prepaid Land Lease Payments

Leases of land under which the lessor has not transferred all the risks and benefits of ownership are classified as operating leases. Lease prepayment for land use rights is stated at cost less accumulated amortisation and impairment losses, if any. Amortisation is charged to the income statement on a straight-line basis over the lease terms.

(k) Assets under Hire Purchase

Assets acquired under hire purchase are capitalised in the financial statements and are depreciated in accordance with the policy set out in Note 5(g) above. Each hire purchase payment is allocated between the liability and finance charges so as to achieve a constant rate on the finance balance outstanding. Finance charges are allocated to the income statement over the periods of the respective hire purchase agreements.




(l) Revaluation Reserve

Surpluses arising from the revaluation of properties are credited to the revaluation reserve account. Deficits arising from the revaluation, to the extent that they are not supported by any previous revaluation surpluses, are charged to the income statement.

In the year of disposal of the revalued asset, the attributable remaining revaluation surplus is transferred from the revaluation reserve account to retained profits.

(m) Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is determined on the first-in-first out basis, and comprises the purchase price and incidentals incurred in bringing the inventories to their present location and condition. Cost of finished goods and work-in-progress includes cost of materials, labour and an appropriate proportion of production overheads.

Net realisable value represents the estimated selling price less the estimated costs of completion and the estimated costs necessary to make the sale.

Where necessary, due allowance is made for all obsolete, damaged and slow-moving items.

(n) Receivables

Receivables are carried at anticipated realisable value. Bad debts are written off in the period in which they are identified. An estimate is made for doubtful debts based on a review of all outstanding amounts at the balance sheet date.

(o) Amounts Owing By/To Contract Customers

The amounts owing by/to contract customers are stated at cost plus profits attributable to contracts in progress less progress billings and allowance for foreseeable losses, if any. Cost includes direct materials, labour and applicable overheads.

(p) Cash and Cash Equivalents

Cash and cash equivalents comprise cash in hand, bank balances, demand deposits, deposits pledged with financial institutions, bank overdrafts and short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

(q) Payables

Payables are stated at cost which is the fair value of the consideration to be paid in the future for goods and services received.

(r) Interest-bearing Borrowings

Interest-bearing borrowings are recorded at the amount of proceeds received, net of transaction costs.

All borrowing costs are charged to the income statement as expenses in the period in which they are incurred.




(s) Income Taxes

Income taxes for the year comprise current and deferred tax.

Current tax is the expected amount of income taxes payable in respect of the taxable profit for the year and is measured using the tax rates that have been enacted or substantively enacted at the balance sheet date.

Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements.

Deferred tax liabilities are recognised for all taxable temporary differences other than those that arise from goodwill or excess of the acquirer’s interest in the net fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities over the business combination costs or from the initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction, affects neither accounting profit nor taxable profit.

Deferred tax assets are recognised for all deductible temporary differences, unused tax losses and unused tax credits to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences, unused tax losses and unused tax credits can be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realised or the liability is settled, based on the tax rates that have been enacted or substantively enacted at the balance sheet date.

Deferred tax is recognised in the income statement, except when it arises from a transaction which is recognised directly in equity, in which case the deferred tax is also charged or credited directly in equity, or when it arises from a business combination that is an acquisition, in which case the deferred tax is included in the resulting goodwill or excess of the acquirer’s interest in the net fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities over the business combination costs. The carrying amounts of deferred tax assets are reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the deferred tax assets to be utilised.

(t) Equity Instruments

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax from proceeds.

Dividends on ordinary shares are recognised as liabilities when approved for appropriation.

(u) Employee Benefits

(i) Short-term Benefits

Wages, salaries, paid annual leave, bonuses and non-monetary benefits are accrued in the period in which the associated services are rendered by employees of the Group.

(ii) Defined Contribution Plans

The Group’s contributions to defined contribution plans are charged to the income statement in the period to which they relate. Once the contributions have been paid, the Group has no further liability in respect of the defined contribution plans.




(v) Related Parties

A party is related to an entity if:-

(i) directly, or indirectly through one or more intermediaries, the party:- • controls,iscontrolledby,orisundercommoncontrolwith,theentity(thisincludesparents,subsidiaries

andfellowsubsidiaries);• hasaninterestintheentitythatgivesitsignificantinfluenceovertheentity;or• hasjointcontrolovertheentity;

(ii) thepartyisanassociateoftheentity;(iii) thepartyisajointventureinwhichtheentityisaventurer;(iv) thepartyisamemberofthekeymanagementpersonneloftheentityoritsparent;(v) thepartyisaclosememberofthefamilyofanyindividualreferredtoin(i)or(iv);(vi) the party is an entity that is controlled, jointly controlled or significantly influenced by, or for which significant

votingpowerinsuchentityresideswith,directlyorindirectly,anyindividualreferredtoin(iv)or(v);or(vii) the party is a post-employment benefit plan for the benefit of employees of the entity, or of any entity that

is a related party of the entity.

Close members of the family of an individual are those family members who may be expected to influence, or be influenced by, that individual in their dealings with the entity.

(w) Contingent Liabilities and Contingent Assets

A contingent liability is a possible obligation that arises from past events and whose existence will only be confirmed by the occurrence of one or more uncertain future events not wholly within the control of the Group. It can also be a present obligation arising from past events that is not recognised because it is not probable that an outflow of economic resources will be required or the amount of obligation cannot be measured reliably.

A contingent liability is not recognised but is disclosed in the notes to the financial statements. When a change in the probability of an outflow occurs so that the outflow is probable, it will then be recognised as a provision.

A contingent asset is a probable asset that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain events not wholly within the control of the Company.

(x) Revenue Recognition

(i) Contracts

Revenue on contracts is recognised on the percentage of completion method unless the outcome of the contract cannot be reliably determined, in which case revenue on contracts is only recognised to the extent of contract costs incurred that are recoverable. Foreseeable losses, if any, are provided for in full as and when it can be reasonably ascertained that the contract will result in a loss.

The stage of completion is determined based on the proportion that the contract costs incurred for work performed to date bear to the estimated total contract costs.

(ii) Sale of Goods

Revenue is recognised upon delivery of goods and customers’ acceptance and where applicable, net of returns and trade discounts.




(x) Revenue Recognition (cont’d)

(iii) Services

Revenue is recognised upon rendering of services and when the outcome of the transaction can be estimated reliably. In the event the outcome of the transaction could not be estimated reliably, revenue is recognised to the extent of the expenses incurred that are recoverable.

(iv) Rental Income

Rental income is recognised on an accrual basis.

(v) Interest Income

Interest income is recognised on an accrual basis, based on the effective yield on the investment.

Interest income on late payment is recognised on a receipt basis.

(vi) Dividend Income

Dividend income from the investment in subsidiaries is recognised upon declaration by the subsidiaries.

Dividend income from the other investments is recognised when the right to receive payment is established.

(y) Segmental Information

Segment revenue and expenses are those directly attributable to the segments and include any joint venture and expenses where a reasonable basis of allocation exists. Segment assets include all assets used by a segment and consist principally of property, plant and equipment (net of accumulated depreciation, where applicable), other investments, inventories, receivables and cash and bank balances.

Most segment assets can be directly attributed to the segments on a reasonable basis. Segment assets do not include income tax assets, whilst segment liabilities do not include income tax liabilities and borrowings from financial institutions.

Segment revenue, expenses and results include transfers between segments. The prices charged on inter-segment transactions are based on normal commercial terms. These transfers are eliminated on consolidation.



6. INVESTMENT IN SUBSIDIARIES

The Company

2009 2008

RM’000 RM’000

Unquoted shares, at cost 29,937 29,937

The details of the subsidiaries are as follows:-

Name of CompanyCountry of

IncorporationEffective

Equity Interest Principal Activities

2009 2008

Direct subsidiaries:-

Signature Cabinet Sdn. Bhd. Malaysia 100% 100% Design, marketing and distribution of kitchen systems, wardrobe systems and built-in kitchen appliances.

Signature Aluminium Sdn. Bhd. Malaysia 60% 60% Manufacturing of glass and aluminium products.

Signature Obicorp Sdn. Bhd. Malaysia 100% 100% Marketing and distribution of built-in kitchen appliancesand white goods.

Indirect subsidiaries:-

Signature Manufacturing Sdn. Bhd. Malaysia 100% 100% Manufacturing of kitchen systems and wardrobe systems.

Signature Kitchen Sdn. Bhd. Malaysia 100% 100% Retailing of kitchen systems,wardrobe systems andbuilt-in kitchen appliances.

Signature Kitchen Industries Sdn. Bhd. Malaysia 100% 100% Ceased operations.

Fabriano Sdn. Bhd. Malaysia 100% 100% Investment holding.

Equal Strategy Pte. Ltd. The British Virgin lslands

100% 100% Investment holding.

Signature Kitchen (NZ) Limited * New Zealand 100% - Retailing of kitchen systems,wardrobe systems andbuilt-in kitchen appliances.

Signature Global Marketing Pte. Ltd. The Republicof Singapore

90% - Retailing of kitchen systems,wardrobe systems andbuilt-in kitchen appliances.

* Not audited by Messrs Horwath.



7. PROPERTY, PLANT AND EQUIPMENT

At1.7.2008

AcquisitionOf A

Subsidiary Additions Reclassifications Disposals Written

OffDepreciation

Charge

ForeignExchange

DifferencesAt

30.6.2009

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

(Note 39)

The Group

Net Book Value

Buildings 7,332 57 5,915 - - - (263) (5) 13,036

Plant and machinery, tools and factory equipment 1,320 84 27 - (10) - (170) (8) 1,243

Motor vehicles 2,874 26 562 - (26) - (274) (1) 3,161

Furniture and fittings, renovation and signboard 341 11 274 - - (36) (58) (1) 531

Showroom and office equipment 1,168 17 447 (31) (125) - (207) (1) 1,268

Computers 78 - 113 31 (1) - (94) - 127

13,113 195 7,338 - (162) (36) (1,066) (16) 19,366



7. PROPERTY, PLANT AND EQUIPMENT (CONT’D)

At1.7.2007

(Arising From

Merger) Additions

Transfer To

InvestmentProperties Disposals

DepreciationCharge

At 30.6.2008

RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

(Note 9)

The Group

Net Book Value

Buildings 6,873 715 - - (256) 7,332

Capital work-in-progress 958 - (958) - - -

Plant and machinery, tools and factory equipment 1,314 608 - (443) (159) 1,320

Motor vehicles 2,370 853 - (67) (282) 2,874

Furniture and fittings, renovation and signboard 291 94 - - (44) 341

Showroom and office equipment 1,054 516 - (93) (309) 1,168

Computers 118 45 - (7) (78) 78

12,978 2,831 (958) (610) (1,128) 13,113

At At Accumulated Net Book

Cost Valuation Depreciation Value

RM’000 RM’000 RM’000 RM’000

The Group

At 30.6.2009

Buildings 6,737 7,106 (807) 13,036

Plant and machinery, tools and factory equipment 1,686 - (443) 1,243

Motor vehicles 4,531 - (1,370) 3,161

Furniture and fittings, renovation and signboard 719 - (188) 531

Showroom and office equipment 2,447 - (1,179) 1,268

Computers 482 - (355) 127

16,602 7,106 (4,342) 19,366



7. PROPERTY, PLANT AND EQUIPMENT (CONT’D)

At At Accumulated Net Book

Cost Valuation Depreciation Value

RM’000 RM’000 RM’000 RM’000

The Group

At 30.6.2008

Buildings 770 7,106 (544) 7,332

Plant and machinery, tools and factory equipment 1,891 - (571) 1,320

Motor vehicles 4,579 - (1,705) 2,874

Furniture and fittings, renovation and signboard 487 - (146) 341

Showroom and office equipment 2,292 - (1,124) 1,168

Computers 248 - (170) 78

10,267 7,106 (4,260) 13,113

The total net book value of the motor vehicles of the Group acquired under hire purchase terms at the balance sheet date amounted to approximately RM2,885,000 (2008 - RM2,608,000).

Buildings of the Group with a total net book value amounting to approximately RM6,377,000 (2008 - RM6,619,000) at the balance sheet date have been pledged to financial institutions as security for banking facilities granted to the Group.

The net book value of the buildings of the Group at the balance sheet date, had these assets been carried at cost less accumulated depreciation, would have amounted to approximately RM5,583,000 (2008 - RM5,791,000).

8. PREPAID LAND LEASE PAYMENTS

The Group

2009 2008

RM’000 RM’000

At cost:-

Short leasehold land 7,216 7,216

Accumulated amortisation (931) (690)

6,285 6,526

Accumulated amortisation:-

At 1.7.2008/2007 (Arising from merger) (690) (290)

Amortisation for the financial year (241) (400)

At 30.6.2009/2008 (931) (690)

Prepaid land lease payments which represent short leasehold land with a total net book value amounting to approximately RM3,262,000 (2008 - RM3,393,000) at the balance sheet date have been pledged to financial institutions as security for banking facilities granted to the Group.



9. INVESTMENT PROPERTIES

The Group

2009 2008

RM’000 RM’000

At 1.7.2008/2007 (Arising from merger) 4,528 1,744

Addition 44 748

Transfer from property, plant and equipment (Note 7) - 958

Fair value adjustment 247 1,078

Disposal (1,374) -

At 30.6.2009/2008 3,445 4,528

Investment properties comprise the following:-

Leasehold buildings, at fair value:

- apartments 589 1,418

- condominiums 2,856 3,110

3,445 4,528

Fair value adjustment relates to the difference between the carrying value and the fair value of the investment properties. The fair value is based on the prevailing market prices of the investment properties.

10. OTHER INVESTMENT

The Group

2009 2008

RM’000 RM’000

Unquoted shares outside Malaysia, at cost 321 321

On 21 February 2007, the Group acquired a 32% equity interest in Signature Kitchen India Private Limited, a company incorporated in India.

The Group does not consider this investment as an associate as the Group has no significant influence over its financial and operating policy decisions.

11. GOODWILL ON CONSOLIDATION

The Group

2009 2008

RM’000 RM’000

At 1.7.2008/2007 - -

Acquisition of subsidiaries (Note 39) 370 -

At 30.6.2009/2008 370 -



11. GOODWILL ON CONSOLIDATION (CONT’D)

Goodwill on consolidation arose from the acquisition of Signature Kitchen (NZ) Limited during the financial year. Goodwill on consolidation is stated at cost and reviewed for impairment annually. During the financial year, the Group

assessed the recoverable amount of the goodwill on consolidation, and determined that the goodwill on consolidation is not impaired.

The recoverable amount of a cash-generating unit (“CGU”) is determined based on the value-in-use calculations. These calculations use post-tax cash flow projection based on financial budget approved by management covering a period of one year.

Management determined the budgeted growth rate based on its expectations of market development and are discounted at pre-tax discount rate of 12%.

12. INVENTORIES

The Group 2009 2008

RM’000 RM’000

At Cost:-Raw materials, parts and accessories 3,456 4,775Work-in-progress 833 -Goods-in-transit 187 -Finished goods 5,127 2,851

9,603 7,626

None of the inventories is carried at net realisable value.

13. AMOUNTS OWING BY/(TO) CONTRACT CUSTOMERS

The Group 2009 2008

RM’000 RM’000

Amount owing by:-Contract costs incurred to date 47,018 20,082Attributable profits 13,730 7,656

60,748 27,738Progress billings (49,909) (16,346)

10,839 11,392

Amount owing to:-Contract costs incurred to date 83,350 29,715Attributable profits 31,632 10,937

114,982 40,652Progress billings (119,734) (43,235)

(4,752) (2,583)



13. AMOUNTS OWING BY/(TO) CONTRACT CUSTOMERS (CONT’D)

The foreign currency exposure profile of the net amount owing by the contract customers at the balance sheet date is as follows:-

The Group

2009 2008

RM’000 RM’000

United States Dollar 917 2,890

United Arab Emirates Dirham 338 -

14. TRADE RECEIVABLES

The Group

2009 2008

RM’000 RM’000

Trade receivables 36,481 29,770

Retention sum 8,286 4,337

44,767 34,107

Allowance for doubtful debts (1,678) (730)

43,089 33,377

Allowance for doubtful debts:-

At 1.7.2008/2007 (Arising from merger) (730) (977)

Addition during the financial year (947) (24)

Write-back during the financial year - 271

Foreign exchange differences (1) -

At 30.6.2009/2008 (1,678) (730)

The Group’s normal trade credit terms range from 30 to 90 days. Other credit terms are assessed and approved on a case-by-case basis.

The foreign currency exposure profile of the trade receivables at the balance sheet date is as follows:-

The Group

2009 2008

RM’000 RM’000

Singapore Dollar 11 -

United States Dollar 1,782 2,229



15. OTHER RECEIVABLES, DEPOSITS AND PREPAYMENTS Included in the other receivables, deposits and prepayments is an amount of approximately RM137,000

(2008 - RM433,000) representing advances granted to a foreign affiliated company.

The amount owing is unsecured, interest-free and repayable on demand. The amount owing is to be settled in cash.

The foreign currency exposure profile of the other receivables, deposits and prepayments at the balance sheet date is as follows:-

The Group

2009 2008

RM’000 RM’000

Euro 91 -


New Zealand Dollar - 433

16. AMOUNT OWING BY SUBSIDIARIES

The amount owing by the subsidiaries is non-trade in nature, unsecured, interest-free and repayable on demand. The amount owing is to be settled in cash.

17. SHORT-TERM INVESTMENTS

The Group/The Company

2009 2008

RM’000 RM’000

Unit trust fund, at cost 3,231 -

Fair value gain 81 -

3,312 -

Market value of unit trust fund at 30 June 3,312 -

18. FIxED DEPOSITS WITH LICENSED BANKS

Included in the fixed deposits was an amount of approximately RM158,000 (2008 - RM932,000) at the balance sheet date which have been pledged to a licensed bank as security for banking facilities granted to the Group.

The effective interest rates of the fixed deposits ranged from 1.85% to 2.00% (2008 - 3.10% to 3.50%) per annum at the balance sheet date. The fixed deposits have maturity periods ranging from 1 to 30 days (2008 - 30 days).



19. CASH AND BANK BALANCES

The foreign currency exposure profile of the cash and bank balances at the balance sheet date is as follows:-

The Group 2009 2008

RM’000 RM’000

Euro 25 25New Zealand Dollar 22 -Singapore Dollar 143 -United States Dollar 354 22

20. SHARE CAPITAL

The Company 2009 2008 2009 2008

Number Of Shares’000 ’000 RM’000 RM’000

Ordinary Shares Of RM0.50 Each:-AuthorisedAt 1.7.2008/2007 200,000 200 100,000 100Created during the financial year - 199,800 - 99,900

At 30.6.2009/2008 200,000 200,000 100,000 100,000

Issued And Fully Paid-UpAt 1.7.2008/2007 80,000 * 40,000 #Allotment of shares pursuant to the:- acquisition of subsidiaries - 59,873 - 29,937- debt settlement - 2,436 - 1,218- public issue - 17,691 - 8,845

At 30.6.2009/2008 80,000 80,000 40,000 40,000

# - RM2 * - 4 ordinary shares

21. SHARE PREMIUM

The Group/The Company 2009 2008

RM’000 RM’000

At 1.7.2008/2007 11,582 - Premium arising from public issue - 13,268Listing expenses - (1,686)

At 30.6.2009/2008 11,582 11,582

The share premium is not distributable by way of cash dividends and may be utilised in the manner set out in Section 60(3) of the Companies Act 1965.



22. REVALUATION RESERVE

The Group

2009 2008

RM’000 RM’000

At 1.7.2008/2007 1,257 1,257

Effect of changes in statutory tax rate (Note 26) 52 -

At 30.6.2009/2008 1,309 1,257

The revaluation reserve represents the surplus arising from the revaluation of the short leasehold properties and is not distributable by way of cash dividends.

23. MERGER DEFICIT

The merger deficit was related to the subsidiaries which were consolidated under the merger method of accounting.

The merger deficit arose from the difference between the carrying value of the investment and the nominal value of the shares of the subsidiaries upon consolidation using merger accounting principles.

24. RETAINED PROFITS

The Company had elected for the single tier tax system in the previous financial year.

Therefore, at the balance sheet date, the Company will be able to distribute dividends out of its entire retained profits under the single tier tax system.

25. FOREIGN CURRENCY TRANSLATION RESERVE

The foreign currency translation arose from the translation of the financial statements of foreign subsidiaries and is not distributable by way of cash dividends.

26. DEFERRED TAx LIABILITIES

The Group

2009 2008

RM’000 RM’000

At 1.7.2008/2007 (Arising from merger) 800 688

Recognised in revaluation reserve (Note 22) (52) -

Recognised in income statement for the financial year (Note 35) (190) 112

At 30.6.2009/2008 558 800



26. DEFERRED TAx LIABILITIES (CONT’D)

The components of the deferred tax liabilities/(assets) are as follows:-

The Group

2009 2008

RM’000 RM’000

Deferred tax liabilities:-

Accelerated capital allowances over depreciation 553 312

Revaluation of properties 384 488

Others 40 -

977 800

Deferred tax assets:-

Allowance for doubtful debts (407) -

Others (12) -

(419) -

558 800

27. LONG-TERM BORROWINGS

The Group

2009 2008

RM’000 RM’000

Hire purchase payables (Note 31) 1,089 1,349

Term loans (Note 32) 2,308 2,623

3,397 3,972

28. TRADE PAYABLES

The normal trade credit terms granted to the Group range from 30 to 90 days.

The foreign currency exposure profile of the trade payables at the balance sheet date is as follows:-

The Group

2009 2008

RM’000 RM’000

Euro 853 145

New Zealand Dollar 127 -


United States Dollar 6 74



29. OTHER PAYABLES AND ACCRUALS


2009 2008 2009 2008

RM’000 RM’000 RM’000 RM’000

Deposits received from customers 6,276 11,331 - -

Dividend payable to minority interests by a subsidiary 178 - - -

Other payables and accruals 2,372 1,466 52 102

8,826 12,797 52 102

The foreign currency exposure profile of the other payables and accruals at the balance sheet date is as follows:-

The Group

2009 2008

RM’000 RM’000

New Zealand Dollar 244 -

Thai Baht 6 7

United States Dollar 566 247

30. SHORT-TERM BORROWINGS

The Group

2009 2008

RM’000 RM’000

Hire purchase payables (Note 31) 608 552

Term loans (Note 32) 594 647

1,202 1,199



31. HIRE PURCHASE PAYABLES

The Group

2009 2008

RM’000 RM’000

Minimum hire purchase payments:

- not later than one year 688 637

- later than one year but not later than five years 1,201 1,458

- later than five years 47 10

1,936 2,105

Future finance charges (239) (204)

Present value of hire purchase payables 1,697 1,901

Current (Note 30):

- not later than one year 608 552

Non-current (Note 27):

- later than one year but not later than five years 1,051 1,341

- later than five years 38 8

1,089 1,349

1,697 1,901

The hire purchase payables bore effective interest rates ranging from 4.26% to 11.95% (2008 - 2.39% to 9.00%) per annum at the balance sheet date.

32. TERM LOANS

The Group

2009 2008

RM’000 RM’000

Current portion (Note 30):

- repayable within one year 594 647

Non-current portion (Note 27):

- repayable between one and two years 595 575

- repayable between two and five years 1,704 1,785

- repayable after five years 9 263

Total non-current portion 2,308 2,623

2,902 3,270



32. TERM LOANS (CONT’D)

Details of the repayment terms are as follows:-

Number of Date of The Group

Term Monthly Monthly Commencement Amount Outstanding

Loan Instalment Instalment of Repayment 2009 2008

RM RM’000 RM’000

1 22,677 120 1 January 2005 1,291 1,512

2 4,603 120 1 January 2005 262 297

3 20,728 120 1 August 2005 1,349 1,461

2,902 3,270

The term loans bore an effective interest rate of 6.35% (2008 - 4.50% to 7.55%) per annum at the balance sheet date.

The term loans are secured by:-

(i) afirstlegalchargeovercertainshortleaseholdlandandbuildings;and(ii) a corporate guarantee of the Company.

33. REVENUE


2009 2008 2009 2008

RM’000 RM’000 RM’000 RM’000

Dividend income - - 9,023 6,081

Sale of goods 50,813 56,758 - -

Contract revenue 107,607 53,435 - -

158,420 110,193 9,023 6,081



34. PROFIT BEFORE TAxATION


2009 2008 2009 2008

RM’000 RM’000 RM’000 RM’000

Profit before taxation is arrived at after charging/(crediting):-

Allowance for doubtful debts 947 24 - -

Amortisation of prepaid land lease payments 241 400 - -

Audit fee:

- current financial year 94 39 20 2

- underprovision in the previous financial year 37 - 16 -

Bad debts written off 201 - - -

Depreciation of property, plant and equipment 1,066 1,128 - -

Directors’ fee 150 100 150 100

Directors’ non-fee emoluments 942 808 - -

Plant and equipment written off 36 - - -

Interest expense:

- bank guarantee 58 56 - -

- bank overdraft 13 24 - -

- hire purchase 86 59 - -

- term loans 225 216 - -

Loss on disposal of investment properties 64 - - -

Preliminary expenses 19 - - -

Rental of plant and machinery 5 30 - -

Rental of premises 1,007 1,442 - -

Staff costs 11,854 11,099 - -

Dividend income from short-term investments (137) - (137) -

Fair value adjustment for investment properties (247) (1,078) - -

Fair value gain on short-term investments (81) - (81) -

Gain on disposal of property, plant and equipment (33) (170) - -

Gain on disposal of short-term investments (92) - (92) -

(Gain)/Loss on foreign exchange:

- realised (131) 36 - -

- unrealised (103) (68) - -

Interest income (246) (323) (130) (210)

Rental income (90) (79) - -

Write-back of allowance for doubtful debts - (271) - -



35. INCOME TAx ExPENSE


2009 2008 2009 2008

RM’000 RM’000 RM’000 RM’000

Current tax:

- for the current financial year 6,930 4,213 2,325 1,636

- overprovision in the previous financial year (323) (47) (28) -

6,607 4,166 2,297 1,636

Deferred tax (Note 26):

- for the current financial year (200) 76 - -

- underprovision in the previous financial year 10 36 - -

(190) 112 - -

6,417 4,278 2,297 1,636

During the current financial year, the statutory tax rate was reduced from 26% to 25%, as announced in the Malaysian Budget 2008.

Taxation for other jurisdiction is calculated at the rates prevailing in the respective jurisdictions.

A subsidiary of the Company has been granted the Pioneer Status incentive under Section 41 of the Promotions of Investments Act, 1986 by the Ministry of International Trade And Industry, Malaysia which qualifies the subsidiary for 70% exemption from income tax on its statutory income from pioneer activities for five years from 1 February 2006 to 31 January 2011.

As gazetted in the Finance Act 2009, certain subsidiaries of the Company will no longer enjoy the preferential tax rate of 20% on their chargeable income of up to RM500,000 effective from year of assessment 2009. Therefore, the corporate tax rate applicable to these subsidiaries for the current financial year is 25%.

In the previous financial year, the corporate tax rate of certain subsidiaries of the Company on the first RM500,000

of chargeable income was 20%. The tax rate applied to the balance of the chargeable income was 26%.



35. INCOME TAx ExPENSE (CONT’D)

A reconciliation of income tax expense applicable to the profit for the financial year at the statutory tax rate to income tax expense at the effective tax rate of the Group and of the Company is as follows:-


2009 2008 2009 2008

RM’000 RM’000 RM’000 RM’000

Profit before taxation 26,718 19,735 9,052 6,065

Tax at the statutory tax rate of 25% (2008 - 26%) 6,679 5,131 2,263 1,577

Tax effects of:-

Non-deductible expenses 371 898 62 59

Non-taxable gains (71) (302) - -

Pioneer income not subject to tax (582) (1,072) - -

Deferred tax assets not recognised during the financial year 333 - - -

Reversal of previously not recognised deferred tax assets - (216) - -

(Over)/Underprovision in the previous financial year:

- current tax (323) (47) (28) -

- deferred tax 10 36 - -

Differential in tax rates - (150) - -

Tax for the financial year 6,417 4,278 2,297 1,636

No deferred tax asset is recognised in the balance sheet for the following items:-

The Group

2009 2008

RM’000 RM’000

Unutilised tax losses 1,331 -

36. EARNINGS PER SHARE

The basic earnings per share (“EPS”) is arrived at by dividing the Group’s profit attributable to the equity holders of the Company of RM19,895,000 by the number of ordinary shares in issue during the financial year of 80,000,000.

The fully diluted earnings per share for the Group is not presented as there were no potential dilutive ordinary shares outstanding at the balance sheet date.



37. DIVIDEND

The Company

2009 2008

RM’000 RM’000

Paid:

In respect of financial year ended 30 June 2008:

- a first and final single tier dividend of 5 sen per

ordinary share 4,000 -

The directors recommend the payment of a first and final single tier dividend of 8 sen per ordinary share amounting to RM6,400,000 to be approved by the shareholders at the forthcoming Annual General Meeting. This dividend will be accounted for as an appropriation of retained profits in the period when it is approved by the shareholders.

38. PURCHASE OF PROPERTY, PLANT AND EQUIPMENT

The Group

2009 2008

RM’000 RM’000

Cost of property, plant and equipment purchased 7,338 2,831

Amount financed through hire purchase (468) (839)

Cash disbursed for purchase of property, plant and equipment 6,870 1,992

39. SUMMARY OF EFFECTS OF ACQUISITION OF SUBSIDIARIES

During the financial year, the Group:-

(a) acquired the entire issued and paid-up share capital of Signature Kitchen (NZ) Limited (“SKNZ”) for a total purchase considerationofNZ$100;and

(b) subscribed for 90,000 ordinary shares of SGD1 each representing a 90% equity interest in Signature Global Marketing Pte. Ltd. for a total consideration of SGD90,000.

The acquired businesses contributed revenue of approximately RM865,000 and net loss of approximately RM1,151,000 to the Group for the financial year from 1 July 2008 to 30 June 2009.



39. SUMMARY OF EFFECTS OF ACQUISITION OF SUBSIDIARIES (CONT’D)

The details of net assets acquired and cash flow arising from the acquisition of a subsidiary during the financial year are as follows:-

The Group

2009

RM’000

Property, plant and equipment 195

Inventories 39

Trade and other receivables 6

Cash and bank balances 53

Trade and other payables (641)

Borrowings (21)

Fair value of net assets acquired (369)

Goodwill on acquisition 370

Total purchase consideration *

Less: Cash and bank balances of the subsidiary (53)

Net cash inflow from acquisition of a subsidiary (52)

In the previous financial year, the Company acquired the entire issued and paid-up share capital of Signature Cabinet Sdn. Bhd., Signature Aluminium Sdn. Bhd. and Signature Obicorp Sdn. Bhd. for a total purchase consideration of RM27,379,019, RM2,221,845 and RM335,732 respectively. The total purchase consideration which amounted to RM29,936,596 was discharged by the issuance of 59,873,192 new ordinary shares of RM0.50 each in the Company, which is the par value.

* - Less than RM1,000 The details of the assets and liabilities of the subsidiaries accounted under the merger method of accounting as at the

date of merger were as follows:-

The Group

2008

RM’000

Non-current assets 20,357

Current assets 32,633

Non-current liabilities (4,882)

Current liabilities (11,924)

Fair value of net assets acquired 36,184



40. CASH AND CASH EQUIVALENTS

For the purpose of the cash flow statements, cash and cash equivalents comprise the following:-

The Group The Company 2009 2008 2009 2008

RM’000 RM’000 RM’000 RM’000

Fixed deposits with licensed banks 8,494 21,134 4,301 19,400Cash and bank balances 10,660 6,348 3,184 89

19,154 27,482 7,485 19,489

41. RELATED PARTY DISCLOSURES

(a) For the purpose of the financial statements, the Group and the Company have related party relationships with:-

(i) itssubsidiariesanddirectors;(ii) thedirectorswhoarethekeymanagementpersonnel;and(iii) entities controlled by the directors.

(b) In addition to the information disclosed elsewhere in the financial statements, the Group and the Company carried out the following transactions with its related parties during the financial year:-


RM’000 RM’000 RM’000 RM’000

(i) SubsidiariesDividend income receivable - - 9,023 6,081

(ii) Entities controlled by a directorSales 15,388 8,266 - -

(iii) Key management personnel (including directors)

Short-term employee benefits 1,795 1,697 150 100

42. DIRECTORS’ REMUNERATION

The aggregate amount of emoluments received and receivable by the directors of the Group and the Company during the financial year are as follows:-


RM’000 RM’000 RM’000 RM’000

Executive directors:- salaries and other emoluments 942 808 - -

Non-executive directors:- fees 150 100 150 100

1,092 908 150 100



42. DIRECTORS’ REMUNERATION (CONT’D) The number of directors of the Company whose total remuneration received from the Group during the financial year fell

within the following bands are analysed as follows:-


2009 2008 2009 2008

Executive directors:

- RM400,000 - RM480,000 2 2 - -

Non-executive directors:

- Below RM50,000 4 4 4 4

6 6 4 4

43. CAPITAL COMMITMENTS

The Group

2009 2008

RM’000 RM’000

Property, plant and equipment:-

Approved and contracted for 709 4,983

Approved but not contracted for - 2,643

709 7,626

44. CONTINGENT LIABILITY

The Group/The Company

2009 2008

RM’000 RM’000

Unsecured:-

Corporate guarantee given to licensed banks for credit facilities granted to:

- the subsidiaries 5,506 8,569

- a related party 377 1,500

5,883 10,069



45. SEGMENTAL REPORTING

(a) Business Segments

DesignManufactureAnd Retail OfKitchen And

WardrobeSystems

MarketingAnd

DistributionOf White

Goods

ManufactureOf Glass

AndAluminium

Products Others Eliminations The Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

The Group2009

REVENUE:External revenue 143,404 4,453 10,563 - - 158,420Inter-segment revenue 32,671 5,443 1,828 9,023 (48,965) -

Total revenue 176,075 9,896 12,391 9,023 (48,965) 158,420

RESULTSSegment results 24,552 1,606 1,436 9,025 (9,055) 27,564Finance costs (785) (34) (27) * - (846)

Profit from ordinary activities before taxation 26,718

Income tax expense (6,417)

Profit from ordinary activities after taxation 20,301

Minority interests (406)

Net profit attributable to equity holders of the Company 19,895

OTHER INFORMATIONSegment assets 93,294 5,431 6,725 12,560 118,010Unallocated assets 804

118,814

Segment liabilities 26,088 1,053 4,929 70 32,140Unallocated liabilities 2,583

34,723Amortisation of prepaid

land lease payments 241 - - - 241Depreciation 870 16 180 - 1,066Capital expenditure:- Property, plant and

equipment 6,914 30 394 - 7,338- Investment properties 44 - - - 44Fair value adjustment

for investment properties 247 - - - 247




45. SEGMENTAL REPORTING (CONT’D)

(a) Business Segments (Cont’d)

DesignManufactureAnd Retail OfKitchen And

WardrobeSystems

MarketingAnd

DistributionOf White

Goods

ManufactureOf Glass

AndAluminium

Products Others Eliminations The Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

The Group2008

REVENUE:External revenue 98,033 5,213 6,947 - - 110,193Inter-segment revenue 33,453 1,783 3,101 - (38,337) -

Total revenue 131,486 6,996 10,048 - (38,337) 110,193

RESULTSSegment results 18,514 995 1,156 4,479 (4,500) 20,644Finance costs (881) (14) (14) * - (909)

Profit from ordinary activities before taxation 19,735

Income tax expense (4,278)

Profit from ordinary activities after taxation 15,457

Minority interests (344)

Net profit attributable to equity holders of the Company 15,113

OTHER INFORMATIONSegment assets 75,240 3,372 5,972 20,390 104,974

Segment liabilities 30,343 419 4,683 124 35,569Unallocated liabilities 1,425

36,994

Amortisation of prepaid land lease payments 400 - - - 400

Depreciation 1,005 20 99 4 1,128Capital expenditure:- Property, plant and

equipment 2,635 - 196 - 2,831- Prepaid land lease

payments 3,296 - - - 3,296- Investment properties 748 - - - 748Fair value adjustment for

investment properties 1,078 - - - 1,078




45. SEGMENTAL REPORTING (CONT’D)

(b) Geographical Segments

Malaysia Export The Group

RM’000 RM’000 RM’000

The Group

2009

Revenue 140,008 18,412 158,420

2008

Revenue 94,382 15,811 110,193

The Group’s assets are mainly located in Malaysia and the cost to acquire property, plant and equipment are in Malaysia.

46. FOREIGN ExCHANGE RATES

The applicable closing foreign exchange rates used (expressed on the basis of one unit of foreign currency to RM equivalent) for the translation of foreign currency balances at the balance sheet date are as follows:-

The Group

2009 2008

RM RM

Euro 4.98 5.16

New Zealand Dollar 2.29 -

Singapore Dollar 2.44 -

Thai Baht 0.10 0.10

United Arab Emirates Dirham 0.96 -

United States Dollar 3.54 3.27

47. FAIR VALUES OF FINANCIAL INSTRUMENTS

Fair value is defined as the amount at which the financial instrument could be exchanged in a current transaction between knowledgeable willing parties in an arm’s length transaction, other than in a forced sale or liquidation.

The following methods and assumptions are used to estimate the fair value of each class of financial instruments:-

(a) Cash and Cash Equivalents and Short-Term Receivables/Payables

The carrying amounts approximated their fair values due to the relatively short-term maturity of these investments.

(b) Hire Purchase Payables and Long-Term Borrowings

The carrying amounts approximated the fair values of these instruments. The fair values of the hire purchase payables and the long-term borrowings are determined by discounting the relevant cash flows using the current interest rates at the balance sheet date.



47. FAIR VALUES OF FINANCIAL INSTRUMENTS (CONT’D)

(c) Unquoted Investments

For unquoted investments, it is not practicable to determine the fair values because of the lack of quoted market prices and the assumptions used in valuation models to value these investments cannot be reasonably determined.

(d) Contingent Liability

The nominal amount and net fair value of the financial instruments not recognised in the balance sheet of the Group and Company are as follows:-

The Company

Nominal Net Fair

Amount Value

Note RM’000 RM’000

At 30 June 2009

Contingent liability 44 5,883 *

At 30 June 2008

Contingent liability 44 10,069 *

* The net fair value of the contingent liability is estimated to be minimal as the related parties are expected to fulfil its obligations.

48. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR

The details of the significant events during the financial year are as follows:-

(a) On 10 September 2008, Equal Strategy Pte. Ltd. (“ESPL”), a wholly-owned indirect subsidiary of the Company acquired the entire equity interests of Signature Kitchen (NZ) Limited (“SKNZ”) for a total consideration of NZ$100.

(b) On 10 April 2009, Fabriano Sdn. Bhd., a wholly-owned subsidiary of the Company subscribed 90,000 ordinary shares of SGD1 each representing a 90% equity interest in Signature Global Marketing Pte. Ltd. for a total consideration of SGD90,000.

49. SIGNIFICANT EVENT SUBSEQUENT TO THE BALANCE SHEET DATE

On 11 September 2009, the Company subscribed 2 ordinary shares of RM1 each representing a 100% equity interests in Kubiq Sdn. Bhd. (“KUBIQ”) for a total cash consideration of RM2.



50. COMPARATIVE FIGURES

The following comparative figures have been reclassified to conform with the presentation of the current financial year:-


As Restated

AsPreviouslyReported

As Restated

AsPreviouslyReported

RM’000 RM’000 RM’000 RM’000

Balance Sheets (Extract):-

Amount owing by contract customers 11,392 10,484 - -

Fixed deposits with licensed banks 21,134 932 19,400 -

Cash and bank balances 6,348 26,550 89 19,489

Amount owing to contract customers (2,583) (1,675) - -


LISTOF PROPERTIES

LocationDescription /

Use Tenure

Approximate age of buildings at 30 June 2009

Total Area (square feet)

Carrying Amount at 30 June 2009

(RM’000)

Year of Acquisition /Valuation / Fair Value

PROPERTY, PLANT AND EQUIPMENT

Lot 24, Jalan Teknologi, Taman Sains Selangor 1, Kota Damansara, 47810 Petaling Jaya, Selangor, Malaysia

Head Office and Factory Building

Leasehold 30 years Expires 2034

3 years 98,043 6,377 2007

Lot 2, Jalan Teknologi, Taman Sains Selangor 1, Kota Damansara, 47810 Petaling Jaya,Selangor, Malaysia

Factory Building in progress


2 years n/a 6,612 2008

PREPAID LAND LEASE


Head Office and Factory Land


n/a 174,240 3,262 2007


Factory land Leasehold 30 years Expires 2037

n/a 145,377 3,023 2008

INVESTMENT PROPERTIES

B10-08, 10TH Floor, Block B, Marina Court, Api-Api Centre Kota Kinabalu, Sabah

Residential Apartment


4 years 1,223 574 2008

C-18-6, Floor 18, Block C,East Lake ResidencePekan Serdang, Daerah Petaling, Selangor

Service Apartment


2 years 2,000 580 2008

B-38-1, Level 28, The CoveLot 46, Bandar Tanjung BungahNorth East District, Penang

Residential Apartment

Freehold 2 years 5,829 2,291 2008


Authorised share capital : RM100,000,000 Issued and fully paid up share capital : RM40,000,000Class of shares : Ordinary shares of RM0.50 eachVoting rights by show of hand : One vote for every memberVoting rights by poll : One vote for every share held

DISTRIBUTION OF SHAREHOLDINGS

Shareholders ShareholdingsSize of Shareholdings Number % Number %

1 – 99 11 1.91 319 0.00100 - 1,000 162 28.17 149,642 0.191,001 - 10,000 289 50.26 1,479,500 1.8510,001 - 100,000 82 14.26 2,523,441 3.15100,001 - 3,999,999 (*) 28 4.87 22,354,998 27.944,000,000 and above (**) 3 0.52 53,492,100 66.87

TOTAL 575 100.00 80,000,000 100.00

Notes:* - less than 5% of issued shares** - 5% and above of issued shares

LIST OF DIRECTORS’ SHAREHOLDINGS

No. of Shares held

Name of Directors Direct Indirect %

Tan Kee Choong 20,800,000 - 26.00

Chooi Yoey Sun 20,685,500 - 25.86

Dato’ Anuar bin Othman - - -

Wong Maw Chuan - - -

Yap Khong - - -

Nik Mohd Iskandar bin Nik Hassan 299,481* - 0.37

Dr. Lim Yin Chow - 12,006,600^ 15.01

Notes:* - held through nominee companies^ - deemed interested by virtual of his interest in HSC Healthcare Sdn Bhd pursuant to Section 6A of the Companies Act,

1965

ANALYSIS OF SHAREHOLDINGS as at 23 October 2009


LIST OF SUBSTANTIAL SHAREHOLDERS

No. of Shares held

Name of Shareholders Direct Indirect %

Tan Kee Choong 20,800,000 - 26.00

Chooi Yoey Sun 20,685,500 - 25.86

HSC Healthcare Sdn Bhd 12,006,600 - 15.01

LIST OF THIRTY LARGEST SHAREHOLDERS

No. Name of Shareholders No. of Shares held %

1. Tan Kee Choong 20,800,000 26.00

2. Chooi Yoey Sun 20,685,500 25.86

3. HSC Healthcare Sdn Bhd 12,006,600 15.01

4. Malaysia Nominees (Tempatan) Sendirian BerhadGreat Eastern Life Assurance (Malaysia) Berhad

2,690,000 3.36

5. Billennium Capital Sdn Bhd 2,160,500 2.70

6. HSBC Nominees (Tempatan) Sdn BhdHSBC (M) Trustee Bhd for OSK-UOB Small Cap Opportunity Unit Trust

1,584,100 1.98

7. Tan Theng Liang 1,550,000 1.94

8. CIMSEC Nominees (Tempatan) Sdn BhdPledged Securities Account for Mohd Anwar bin Haji Abdul Wahab

1,500,000 1.88

9. Nor Junior bin Md Nor 1,434,600 1.79

10. Ching You Lin 1,320,000 1.65

11. Wong Jee Shyong 1,217,000 1.52

12. Tan Ting Huat 1,121,500 1.40

13. A.A. Anthony Nominees (Asing) Sdn BhdPledged Securities Account for Wong Eu Hong

1,013,500 1.27

14. Mayban Securities Nominees (Tempatan) Sdn BhdPledged Securities Account for Yoong Fui Kien

946,000 1.18

15. Universal Trustee (Malaysia) BerhadTA Islamic Fund

830,200 1.04

ANALYSIS OF SHAREHOLDINGSas at 23 October 2009 (cont’d)


LIST OF THIRTY LARGEST SHAREHOLDERS (CONT’D)

No. Name of Shareholders No. of Shares held %

16. HSBC Nominees (Tempatan) Sdn BhdHSBC (M) Trustee Bhd for OSK-UOB Growth and Income Focus Trust

704,600 0.88

17. HSBC Nominees (Tempatan) Sdn BhdHSBC (M) Trustee Bhd for OSK-UOB Smart Treasure Fund

562,900 0.70

18. HSBC Nominees (Tempatan) Sdn BhdHSBC (M) Trustee Bhd for OSK-UOB Emerging Opportunity Unit Trust

522,100 0.65

19. BHLB Trustee BerhadTA Growth Fund

496,200 0.62

20. A.A. Anthony Nominees (Tempatan) Sdn BhdPledged Securities Account for Fitri Adlina binti Abdul Karim

428,000 0.54

21. BHLB Trustee BerhadTA Small Cap Fund

373,600 0.47

22. Malaysia Nominees (Tempatan) Sendirian BerhadGreat Eastern Life Assurance (Malaysia) Berhad

310,000 0.39

23. OSK Nominees (Tempatan) Sdn BerhadPledged Securities Account for Nik Mohd Iskandar bin Nik Hassan

299,400 0.37

24. OSK Nominees (Tempatan) Sdn BerhadPledged Securities Account for Wong Hoong Wai

193,000 0.24

25. UOBM Nominees (Tempatan) Sdn BhdUOB-OSK Asset Management Sdn Bhd for Uni Aggressive Fund

191,800 0.24

26. HSBC Nominees (Tempatan) Sdn BhdHSBC (M) Trustee Bhd for OSK-UOB Smart Balanced Fund

187,500 0.23

27. Lim Chin Tong 180,000 0.23

28. Tee Beng Chee 168,000 0.21

29. Mayban Nominees (Tempatan) Sdn BhdPledged Securities Account for Foo Moong Nah

150,000 0.19

30. Mohd Anwar bin Haji Abdul Wahab 117,498 0.15

TOTAL 75,744,098 94.68

ANALYSIS OF SHAREHOLDINGSas at 23 October 2009 (cont’d)


NOTICE IS HEREBY GIVEN that the Third Annual General Meeting of the Company will be held at Greens II, Main Wing, 1st Floor, Jalan Kelab Tropicana, Off Jalan Tropicana Utama, Persiaran Tropicana, Tropicana Golf & Country Resort, 47410 Petaling Jaya, Selangor Darul Ehsan on Thursday, 17 December 2009 at 9.30 a.m. for the following purposes:-

AGENDA

AS ORDINARY BUSINESS:

1. To receive the Audited Financial Statements for the financial year ended 30 June 2009 together with the Reports of the Directors and Auditors thereon.

Resolution 1

2. To approve the payment of Directors’ fees for the financial year ended 30 June 2009. Resolution 2

3. To approve the declaration of a first and final single tier dividend of 8 sen per share in respect of the financial year ended 30 June 2009

Resolution 3

4. To re-elect the following Directors who are retiring in accordance with Article 129 of the Company’s Articles of Association:

(a) Dato’ Anuar bin Othman(b) Tan Kee Choong

Resolution 4Resolution 5

5. To re-elect Dr. Lim Yin Chow who is retiring in accordance with Article 134 of the Company’s Articles of Association.

Resolution 6

6. To re-appoint Messrs. Horwath as Auditors of the Company for the ensuing year and to authorise the Directors to fix their remuneration.

Resolution 7

AS SPECIAL BUSINESS:

7.

To consider and if thought fit, pass the following Ordinary Resolutions:-

Authority to Issue Shares Pursuant to Section 132D of the Companies Act, 1965.

“That pursuant to Section 132D of the Companies Act, 1965, the Articles of Association of the Company and subject to the approvals of the relevant governmental and/or regulatory authorities, the Directors be and are hereby empowered to issue shares in the Company, at any time to such persons and upon such terms and conditions and for such purposes as the Directors may, in their absolute discretion, deem fit, provided that the aggregate number of shares to be issued does not exceed ten percent (10%) of the issued share capital of the Company for the time being AND THAT the Directors be and are also empowered to obtain the approval for the listing of and quotation for the additional shares so issued on Bursa Malaysia Securities Berhad (“Bursa Securities”) AND THAT such authority shall continue to be in force until the conclusion of the next Annual General Meeting of the Company.”

Resolution 8

NOTICE OFANNUAL GENERAL MEETING


8. Proposed Renewal of Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature (“Proposed Renewal of Shareholders’ Mandate”) and Proposed Shareholders’ Mandate for Provision of Financial Assistance

“THAT, subject to the Main Market Listing Requirements of Bursa Securities, approval be and is hereby given to the Company and its subsidiaries to enter into recurrent related party transactions of a revenue or trading nature and for the provision of financial assistance with/to those Related Parties as set out in Section 2.4 of the Circular to Shareholders of the Company dated 19 November 2009, which are necessary for its day-to-day operations and are carried out in the ordinary course of business on the basis that such recurrent related party transactions and financial assistance are entered into/extended based on terms which are not more favourable to the Related Parties involved than generally available to the public and are not detrimental to the minority shareholders of the Company.

AND THAT such approval shall continue to be in force until:-

(a) the conclusion of the next Annual General Meeting (“AGM”) of the Company, at which time it will lapse,unlesstheauthorityisrenewedatthenextAGM;

(b) the expiration of the period within which the next AGM is required to be held pursuant to Section 143(1) of the Companies Act, 1965 (but shall not extend to such extension as may be allowed pursuanttoSection143(2)oftheCompaniesAct,1965);or

(c) revoked or varied by ordinary resolution passed by the shareholders in a general meeting,

whicheveristheearlier;

AND FURTHER THAT the Directors of the Company be authorised to complete and do all acts and things (including executing all such documents as may be required) as they may consider expedient or necessary to give effect to the Proposed Renewal of Shareholders’ Mandate and Proposed Shareholders’ Mandate for Provision of Financial Assistance.”

Resolution 9

9. To transact any other business for which due notice shall have been given.

NOTICE OFANNUAL GENERAL MEETING (cont’d)


NOTICE OF DIVIDEND ENTITLEMENT

NOTICE IS ALSO HEREBY GIVEN that a first and final single tier dividend of 8 sen per share for the financial year ended 30 June 2009, if approved at the Third Annual General Meeting, will be paid on Wednesday, 3 February 2010 to Depositors whose names appear in the Record of Depositors on Monday, 18 January 2010.

A Depositor shall qualify for entitlement to the dividend only in respect of:

(a) Shares transferred to the Depositor’s Securities Account before 4.00 p.m. on Monday, 18 January 2010 in respect of ordinarytransfers;and

(b) Shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to Rules of the Bursa Malaysia Securities Berhad.

By Order of the Board

DATO’ TANG SWEE GUAN MIA 5393Secretary

Kuala Lumpur 19 November 2009

Notes:-

(i) A member entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy/proxies who need not be a member/members of the Company, an advocate, an approved Company auditor, or a person approved by the Registrar to attend and vote in his/her stead.

(ii) A member may appoint not more than two (2) proxies to attend the same meeting. Where a member appoints two proxies, the proxies shall not be valid unless the member specifies the proportion of his shareholding to be represented by each proxy. 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.

(iii) The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing, or if the appointor is a corporation, either under its common seal or the hand of its officer or its duly authorised attorney.

(iv) The instrument appointing a proxy shall be deposited at the Registered Office of the Company at Suite 13A.01(A), Level 13A, Wisma Goldhill, 67 Jalan Raja Chulan, 50200 Kuala Lumpur, not less than forty-eight (48) hours before the time for holding the meeting or at any adjournment thereof.

ExPLANATORY NOTE ON SPECIAL BUSINESS

Ordinary Resolution 8Authority to Issue Shares Pursuant to Section 132D of the Companies Act, 1965

The proposed Ordinary Resolution 8, if passed, will empower the Directors to issue shares up to an aggregate amount not exceeding 10% of the issued and paid-up 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 without having to convene separate general meetings. This authority, unless revoked or varied at a general meeting, will expire at the conclusion of the next Annual General Meeting.

No shares had been issued and allotted by the Company since obtaining the said authority from its shareholders at the last Annual General Meeting held on 17 December 2008.



Ordinary Resolution 9Proposed Renewal of Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature (“Proposed Renewal of Shareholders’ Mandate”) and Proposed Shareholders’ Mandate for Provision of Financial Assistance

The proposed Ordinary Resolution 9, if passed, will enable the Company and its subsidiaries to enter into recurrent related party transactions of a revenue or trading nature and for the provision of financial assistance with/to those Related Parties, particulars of which are set out in the Circular to Shareholders of the Company dated 19 November 2009. Please refer to the Section 2 of the Circular to Shareholders dated 19 November 2009 which is dispatched together with this Annual Report.



Details of Directors Standing for Re-Election

Directors who are standing for re-election at the Third Annual General Meeting of Signature International Berhad:-

(i) The Directors retiring pursuant to Article 129 of the Company’s Articles of Association:-

(a) Dato’ Anuar bin Othman(b) Tan Kee Choong

(ii) The Director retiring pursuant to Article 134 of the Company’s Articles of Association:-

(a) Dr. Lim Yin Chow

Further details of the above Directors are set out in the Directors’ Profile on pages 4 to 7 of this Annual Report.

STATEMENT ACCOMPANYINGNOTICE OF ANNUAL GENERAL MEETING

FORM OF PROXY

I/We of

being a member(s) of Signature International Berhad hereby appoint

of

or failing him/her,

of

or failing him/her, *the Chairman of the Meeting as my/our proxy(ies), to vote for me/us on my/our behalf at the Third Annual General Meeting of the Company to be held at Greens II, Main Wing, 1st Floor, Jalan Kelab Tropicana, Off Jalan Tropicana Utama, Persiaran Tropicana, Tropicana Golf & Country Resort, 47410 Petaling Jaya, Selangor Darul Ehsan on Thursday, 17 December 2009 at 9.30 a.m. and at any adjournment thereof.

My/our proxy/proxies is/are to vote as indicated below:

No. Resolutions For Against

1. To receive the Audited Financial Statements

2. To approve the payment of Directors’ fees

3. To declare a first and final single tier dividend of 8 sen per share

4. To re-elect Dato’ Anuar bin Othman as Director

5. To re-elect Tan Kee Choong as Director

6. To re-elect Dr. Lim Yin Chow as Director

7. To re-appoint Horwath as Auditors of the Company

Special business

8. Authority to issue shares pursuant to Section 132D of the Companies Act, 1965

9.Proposed Renewal of Shareholders’ Mandate and Proposed Shareholders’ Mandate for Provision of Financial Assistance

(Please indicate with an “X” in the appropriate boxes on how you wish your vote to be cast. If no specific direction as to voting is given, the proxy will vote or abstain at his discretion.)

Signed this day of , 2009

Signature of Shareholder

* Strike out whichever not applicable

Notes:-(i) A member entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy/proxies who need not be a member/members

of the Company, an advocate, an approved Company auditor, or a person approved by the Registrar to attend and vote in his/her stead.

(ii) A member may appoint not more than two (2) proxies to attend the same meeting. Where a member appoints two proxies, the proxies shall not be valid unless the member specifies the proportion of his shareholding to be represented by each proxy. 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.

(iii) The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing, or if the appointor is a corporation, either under its common seal or the hand of its officer or its duly authorised attorney.

(iv) The instrument appointing a proxy shall be deposited at the Registered Office of the Company at Suite 13A.01(A), Level 13A, Wisma Goldhill, 67 Jalan Raja Chulan, 50200 Kuala Lumpur, not less than forty-eight (48) hours before the time for holding the meeting or at any adjournment thereof.

No. of Share held

For appointment of two proxies, the shareholdings to be represented by the proxies:

Proxies % of shares

Proxy 1

Proxy 2

Total 100%

SIGNATURE INTERNATIONAL BERHAD(Company No. 754118-K) (Incorporated in Malaysia)

AFFIXSTAMP

To: SIGNATURE INTERNATIONAL BERHAD Suite 13A.01(A) Level 13A, Wisma Goldhill, 67, Jalan Raja Chulan, 50200 Kuala Lumpur, Malaysia.

Then fold here

1st fold here

COVER RATIONALE

Signature International Group is an entity made from building blocks. Just like the bricks and mortar, steel, concrete and glass that make up the physical structures we work in, Signature’s foundation is also forged from the building blocks of our people, products, and most importantly, our passion. When put together, these blocks form the bigger picture just like on the cover - one which emphasises our pride in the excellence of our work and the international quality we are achieving.

Building blocks are small, but many of them can build even the tallest skyscraper when stacked with patience and persistence.

This is what Signature aims to do.

INTERNATIONAL PRESENCE

CHINAOMAN

SIGNATURE INTERNATIONAL BERHAD

EXCELLENCEfor

www.signaturekitchen.com.my

SIGNATURE INTERNATIONAL BERHAD (754118-K)

Lot 24, Jalan Teknologi,Taman Sains Selangor 1,Kota Damansara, PJU 5,47810 Petaling Jaya,Selangor Darul Ehsan, Malaysia.

T : 603 6286 7000F : 603 6286 7001E : [email protected]

BUILDING

CONTENTS

Vision & Mission 1

Corporate Information 2

Corporate Structure 3

Board of Directors’ Profile 4

Financial Highlights 8

Chairman’s Statement 9

Managing Director’s Review of Financial Results & Operations 13

Projects Portfolio 19

Corporate Social Responsibility 22

Calendar of Events 25

Corporate Governance Statement 37

Additional Compliance Statement 44

Audit Committee Report 45

Statement of Internal Control 49

Financial Statements 51

List of Properties 106

Analysis of Shareholdings 107

Notice of Annual General Meeting 110

Statement Accompanying Notice ofAnnual General Meeting 114

Form of Proxy 115

ANNUAL REPORT 2009

Documents

CALENDAR OF EVENTS - malaysiastock.biz file26 2009 annual report BUILDING PASSION FOR EXCELLENCE CALENDAR OF EVENTS (cont’d) SIGNATUREKITCHEN CORPORATE CALENDAR July 2008 – June