The amount of dividends paid by the Company since 31 January 2014 were as follows:

Transcription

1 DIRECTORS REPORT The directors have pleasure in presenting their report together with the audited financial statements of the Group and of the Company for the financial year ended 31 January PRINCIPAL ACTIVITIES The principal activities of the Company are investment holding and the provision of management services to its subsidiaries. The principal activities of the subsidiaries are described in Note 7 to the financial statements. Other than the acquisitions of new subsidiaries as described in Note 7, there has been no significant change in the nature of these principal activities during the financial year. RESULTS Group RM 000 Company RM 000 Profit for the financial year Attributable to: Equity holders of the Company Non-controlling interests 159, , , ,153 55, , ,153 There was no material transfer to or from reserves or provisions during the financial year other than as disclosed in the financial statements. In the opinion of the directors, the results of the operations of the Group and of the Company during the financial year were not substantially affected by any item, transaction or event of a material and unusual nature. DIVIDENDS The amount of dividends paid by the Company since 31 January 2014 were as follows: In respect of the financial year ended 31 January 2014 as reported in the Directors' Report of that year: RM 000 Final single-tier dividend of 2.80% on 1,711,909,630 ordinary shares (2.80 sen per ordinary shares), declared on 16 May 2014 and paid on 25 July ,933 TA Enterprise berhad Annual Report

2 DIRECTORS REPORT DIRECTORS The directors of the Company in office since the date of the last report and at the date of this report are: Datuk Tiah Thee Kian Datin Tan Kuay Fong Zainab Binti Ahmad Dato' Sri Mohamed Bin Abid U Chin Wei Leong Kam Weng Christopher Koh Swee Kiat Datin Rahmah Binti Mahmood DIRECTORS BENEFITS Neither at the end of the financial year, nor at any time during that year, did there subsist any arrangement to which the Group and the Company was a party, whereby the directors might acquire benefits by means of the acquisition of shares in or debentures of the Group and of the Company or any other body corporate. Since the end of the previous financial year, no director has received or become entitled to receive a benefit (other than benefits included in the aggregate amount of emoluments received or due and receivable by the directors as disclosed in Note 23 to the financial statements or the fixed salary of a full time employee of related corporations) by reason of a contract made by the Group and the Company or a related corporation with any director or with a firm of which the director is a member, or with a company in which the director has a substantial financial interest, other than as disclosed in Note 29 to the financial statements. DIRECTORS INTERESTS According to the register of directors shareholdings, the interests of directors in office at the end of the financial year in shares in the Company and the related corporations during the financial year were as follows: 50 TA Enterprise berhad Annual Report 2015

3 DIRECTORS REPORT DIRECTORS INTERESTS (CONT'D.) The Company Number of Ordinary Shares of RM1.00 Each 1 February 31 January 2014 Bought Sold 2015 Datuk Tiah Thee Kian (a): - direct interest 518,573,800 11,367, ,941,400 Datin Tan Kuay Fong (b): - direct interest 5,296, ,296,000 Dato' Sri Mohamed Bin Abid 100, ,000 Christopher Koh Swee Kiat 16, ,000 Subsidiary - TA Global Berhad ("TA Global") Number of Ordinary Shares of RM0.50 Each 1 February 31 January 2014 Bought Sold 2015 Datuk Tiah Thee Kian (a): - direct interest 634,891, ,891,720 Datin Tan Kuay Fong (b): - direct interest 6,755, ,755,200 Zainab Binti Ahmad 200, ,000 Dato' Sri Mohamed Bin Abid 529, ,880 U Chin Wei 156, ,000 Leong Kam Weng 60, ,000 Christopher Koh Swee Kiat 94, ,200 Datin Rahmah Binti Mahmood 105, ,000 (a) Indirect interest held through his wife, Datin Tan Kuay Fong (b) Indirect interest held through her husband, Datuk Tiah Thee Kian Pursuant to Section 6A(4) of the Companies Act, 1965 in Malaysia, Datuk Tiah Thee Kian and Datin Tan Kuay Fong, by virtue of their interest in the Company, are also deemed to have an interest in the shares of all the Company's subsidiaries to the extent the Company has an interest. Other than above, the directors in office at the end of the financial year did not have any interest in shares in the Company or its related corporations during the financial year. TA Enterprise berhad Annual Report

4 DIRECTORS REPORT OTHER STATUTORY INFORMATION (a) Before the statements of financial position, income statements and statements of comprehensive income of the Group and of the Company were made out, the directors took reasonable steps: (i) (ii) to ascertain that proper 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 there were no known bad debts and that adequate allowance had been made for doubtful debts; and to ensure that any current assets which were unlikely to realise their values as shown in the accounting records in the ordinary course of business had been written down to an amount which they might be expected so to realise. (b) At the date of this report, the directors are not aware of any circumstances which would render: (i) it necessary to write off any bad debt or the amount of the allowance for doubtful debts in respect of the financial statements of the Group and of the Company inadequate to any substantial extent; and (ii) the values attributed to the current assets in the financial statements of the Group and of the Company misleading. (c) (d) (e) At the date of this report, the directors are not aware of any circumstances which have arisen which would render adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate. At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report or financial statements of the Group and of the Company which would render any amount stated in the financial statements misleading. At the date of this report, there does not exist: (i) any charge on the assets of the Group and of the Company which has arisen since the end of the financial year which secures the liabilities of any other person; or (ii) any contingent liability of the Group or of the Company which has arisen since the end of the financial year. 52 TA Enterprise berhad Annual Report 2015

5 DIRECTORS REPORT OTHER STATUTORY INFORMATION (CONT'D.) (f) In the opinion of the directors: (i) (ii) no contingent or other liability has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which will or may affect the ability of the Group and of the Company to meet their obligations when they fall due; and no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the financial year and the date of this report which is likely to affect substantially the results of the operations of the Group or of the Company for the financial year in which this report is made. SIGNIFICANT AND SUBSEQUENT EVENTS The significant and subsequent events of the Group and of the Company are as disclosed in Note 34 to the financial statements. Signed on behalf of the Board in accordance with a resolution of the directors dated 28 May ZAINAB BINTI AHMAD U CHIN WEI Kuala Lumpur, Malaysia TA Enterprise berhad Annual Report

6 STATEMENT BY DIRECTORS PURSUANT TO SECTION 169(15) OF THE COMPANIES ACT, 1965 We, ZAINAB BINTI AHMAD and U CHIN WEI, being two of the directors of TA ENTERPRISE BERHAD, do hereby state that, in the opinion of the directors, the accompanying financial statements set out on pages 58 to 258 are drawn up in accordance with Financial Reporting Standards and the requirements of Companies Act, 1965 in Malaysia, so as to give a true and fair view of the financial positions of the Group and of the Company as at 31 January 2015 and of their financial performance and cash flows for the year then ended. The information set out in Note 42 on page 259 to the financial statements have been prepared in accordance with the Guidance on Special Matter No.1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants and directive of Bursa Malaysia Securities Berhad. Signed on behalf of the Board in accordance with a resolution of the directors dated 28 May ZAINAB BINTI AHMAD U CHIN WEI STATUTORY DECLARATION PURSUANT TO SECTION 169(16) OF THE COMPANIES ACT, 1965 I, CHIN KHAR HIN, being the officer primarily responsible for the financial management of TA ENTERPRISE BERHAD, do solemnly and sincerely declare that the accompanying financial statements set out on pages 58 to 259 are in my opinion 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, Subscribed and solemnly declared by the abovenamed CHIN KHAR HIN at Kuala Lumpur in Wilayah Persekutuan on 28 May 2015 CHIN KHAR HIN Before me, 54 TA Enterprise berhad Annual Report 2015

7 INDEPENDENT AUDITORS REPORT Independent auditors' report to the members of TA Enterprise Berhad (Incorporated in Malaysia) Report on the financial statements We have audited the financial statements of TA Enterprise Berhad, which comprise the statements of financial position as at 31 January 2015 of the Group and of the Company, and the income statement, statements of comprehensive income, statements of changes in equity and statements of cash flows of the Group and of the Company for the year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages 58 to 258. Directors responsibility for the financial statements The directors of the Company are responsible for the preparation of financial statements so as to give a true and fair view in accordance with Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. The directors are also responsible for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. 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 about 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 control relevant to the Company s preparation of the financial statements that give a true and fair view 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 control. An audit also includes evaluating the appropriateness of the 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. TA Enterprise berhad Annual Report

8 INDEPENDENT AUDITORS REPORT Independent auditors' report to the members of TA Enterprise Berhad (Cont'd.) (Incorporated in Malaysia) Opinion In our opinion, the financial statements give a true and fair view of the financial position of the Group and of the Company as at 31 January 2015 and of their financial performance and cash flows for the year then ended in accordance with Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. 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) (b) 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. We have considered the financial statements and the auditors' reports of all the subsidiaries of which we have not acted as auditors, which are indicated in Note 7 to the financial statements, being financial statements that have been included in the consolidated financial statements. (c) We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial statements of the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations required by us for those purposes. (d) The auditors reports on the financial statements of the subsidiaries were not subject to any qualification and did not include any comment required to be made under Section 174(3) of the Act. 56 TA Enterprise berhad Annual Report 2015

9 INDEPENDENT AUDITORS REPORT Independent auditors' report to the members of TA Enterprise Berhad (Cont'd.) (Incorporated in Malaysia) Other reporting responsibilities The supplementary information set out in Note 42 on page 259 is disclosed to meet the requirement of Bursa Malaysia Securities Berhad and is not part of the financial statements. The directors are responsible for the preparation of the supplementary information in accordance with Guidance on Special Matter No.1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants ("MIA Guidance") and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia Securities Berhad. 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. Ernst & Young AF: 0039 Chartered Accountants Sundralingam A/L Navaratnam No. 2984/05/16(J) Chartered Accountant Kuala Lumpur, Malaysia 28 May 2015 TA Enterprise berhad Annual Report

10 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT Note RM 000 RM 000 RM 000 Restated Restated ASSETS Non-current assets Property, plant and equipment 3 1,953,375 1,984,594 2,112,406 Investment properties 4 376, , ,115 Land held for property development 5(a) 728, , ,776 Intangible assets 6 352, , ,405 Investment in associates 8 23,646 24,173 25,229 Investment in joint ventures 9 82,128 88,658 92,622 Deferred tax assets 16 12,430 10,253 8,751 Investment in securities 12(a) 72,506 68, ,112 Receivables , , ,363 3,889,421 3,581,508 3,806,779 Current assets Property development costs 5(b) 231, , ,154 Inventories 10 92,877 47,998 45,178 Tax recoverable 13,370 14,509 9,657 Receivables , , ,317 Investment in securities 12(b) 842, , ,643 Cash and short term deposits , , ,572 2,483,240 2,261,729 1,502,521 Assets under disposal group 27 7, TOTAL ASSETS 6,379,870 5,843,237 5,309,300 The accompanying notes form an integral part of the financial statements. 58 TA Enterprise berhad Annual Report 2015

11 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT Note RM 000 RM 000 RM 000 Restated Restated EQUITY AND LIABILITIES Equity attributable to equity holders of the Company Share capital 14(a) 1,711,910 1,711,910 1,711,910 Reserves 14(b) 125,132 80,571 (19,229) 1,837,042 1,792,481 1,692,681 Non-controlling interests 15 1,250,998 1,239,423 1,230,951 Total equity 3,088,040 3,031,904 2,923,632 Non-current liabilities Deferred tax liabilities , , ,825 Borrowings 17 1,003, , ,115 Payables 18 2,558 2,148 1,735 1,280, ,676 1,212,675 Current liabilities Borrowings 17 1,240,959 1,325, ,283 Payables , , ,590 Derivatives 19 7,815 3,200 1,688 Income tax payable 16,149 11,645 11,432 2,011,058 2,214,657 1,172,993 Liabilities under disposal group Total liabilities 3,291,830 2,811,333 2,385,668 TOTAL EQUITY AND LIABILITIES 6,379,870 5,843,237 5,309,300 The accompanying notes form an integral part of the financial statements. TA Enterprise berhad Annual Report

12 CONSOLIDATED INCOME STATEMENT FOR THE FINANCIAL YEAR ENDED Note RM 000 RM 000 Revenue , ,729 Other income ,865 67,481 Purchase of inventories (44,594) (45,263) Cost of properties and construction materials sold (157,718) (82,783) Hotel operation costs (excluding personnel costs) (122,283) (127,933) Personnel costs 22 (238,501) (212,883) Depreciation 3,4 (69,575) (76,046) Remisiers, agents and commissioned futures broker representatives commission (38,336) (32,710) Foreign exchange gain/(loss), net 24 1,419 (32,743) Other expenses 25 (221,424) (89,012) Profit from operations 273, ,837 Finance costs 26 (48,835) (41,329) Share of losses in associates, net of tax 8 (527) (1,057) Share of losses in joint ventures 9 (3,022) (5,185) Profit before tax 220, ,266 Income tax expense 28 (61,027) (12,145) Profit for the financial year 159, ,121 Profit attributable to: Equity holders of the Company 104, ,032 Non-controlling interests 55,173 42, , ,121 Earnings per share attributable to equity holders of the Company (sen) Basic and diluted, profit for the financial year The accompanying notes form an integral part of the financial statements. 60 TA Enterprise berhad Annual Report 2015

13 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR ENDED RM 000 RM 000 Profit for the financial year 159, ,121 Other comprehensive loss: Items that will be reclassified subsequently to profit or loss: Net loss on foreign currency translation differences (35,535) (34,757) Net loss on exchange differences recognised in equity (8,253) - Available-for-sale financial assets - Net fair value gain 242 4,525 - Reclassification to profit or loss (33) (124) - Income tax effect (293) (166) Other comprehensive loss for the financial year, net of tax (43,872) (30,522) Total comprehensive income for the financial year 115, ,599 Total comprehensive income attributable to: Equity holders of the Company 89, ,212 Non-controlling interests 26,640 26, , ,599 The accompanying notes form an integral part of the financial statements. TA Enterprise berhad Annual Report

14 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED Attributable to equity holders of the Company Non-distributable Exchange Available- Exchange differences Non- Share Share Capital for-sale translation recognised Accumulated controlling Total capital premium reserve reserve reserve in equity losses Total interests equity [Note 14(a)] [Note 14(b)(iv)] [Note 14(b)(iii)] [Note 14(b)(i)][Note 14(b)(ii)] RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 At 1 February ,711,910 63,208 10,267 7, ,988 36,342 (245,822) 1,792,481 1,239,423 3,031,904 Total comprehensive income for the year - Profit for the financial year , ,520 55, ,693 - Other comprehensive loss (334) (6,752) (4,966) - (12,052) (31,820) (43,872) (334) (6,752) (4,966) 104,520 92,468 23, ,821 Transaction with owners Dividend (Note 31) (47,933) (47,933) - (47,933) Distribution equalisation in unit trust fund Dividend to non-controlling interests Business combination with non-controlling interests (14,450) (14,450) ,672 2,672 Total transaction with owners (47,907) (47,907) (11,778) (59,685) At 31 January ,711,910 63,208 10,267 7, ,236 31,376 (189,209) 1,837,042 1,250,998 3,088, TA Enterprise berhad Annual Report 2015

15 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED Attributable to equity holders of the Company Non-distributable Exchange Available- Exchange differences Non- Share Share Capital for-sale translation recognised Accumulated controlling Total capital premium reserve reserve reserve in equity losses Total interests equity [Note 14(a)] [Note 14(b)(iv)] [Note 14(b)(iii)] [Note 14(b)(i)][Note 14(b)(ii)] RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 At 1 February ,711,910 63,208 10,267 3, ,677 35,565 (360,442) 1,692,681 1,230,951 2,923,632 Total comprehensive income for the year -Profit for the financial year , ,032 42, ,121 -Other comprehensive loss ,092 (19,689) (14,820) (15,702) (30,522) ,092 (19,689) , ,212 26, ,599 Transaction with owners Dividend (Note 31) (23,111) (23,111) - (23,111) Dividend to non-controlling interests (12,435) (12,435) Acquisition of non-controlling interests without a change in control (8,399) (7,700) Business combination with non-controlling interests ,919 2,919 Total transaction with owners (22,412) (22,412) (17,915) (40,327) At 31 January ,711,910 63,208 10,267 7, ,988 36,342 (245,822) 1,792,481 1,239,423 3,031,904 The accompanying notes form an integral part of the financial statements. TA Enterprise berhad Annual Report

16 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED CASH FLOWS FROM OPERATING ACTIVITIES Note RM 000 RM 000 Profit before tax 220, ,266 Adjustments for: Depreciation 3,4 69,575 76,046 Amortisation of: - intangible assets deferred leasing costs deferred incentive fee 4,038 4,139 - deferred tenant inducement costs 1,660 1,673 Property, plant and equipment written-off Bad debts written off 25-4,456 Net loss on disposal of property, plant and equipment Net fair value loss/(gain) on fair value through profit or loss ("FVTPL") 25 93,205 (182) Unrealised fair value loss on derivatives 25 4,012 3,009 Provision for liabilities, net 18(ii) 1,058 2,029 Interest expense 26 47,910 40,851 Net (reversal)/allowance for impairment on: - available-for-sale investments 25 1,444 3,085 - amount owing from trade receivables 25 (1,154) (4,188) - amount owing from financial receivables 25 (4,197) (30,682) - purchased goodwill 25-18,794 Net gain on disposal/redemption of investment in securities 21 (24,790) (24,420) Investment securities written-back (25) - Realised fair value gain on derivatives 21 (6,968) (10,015) Net unrealised gain on foreign exchange translation 24 (18,719) (13,110) Balance carried forward 389, , TA Enterprise berhad Annual Report 2015

17 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED Note RM 000 RM 000 CASH FLOWS FROM OPERATING ACTIVITIES (CONT'D.) Balance brought forward 389, ,070 Interest income 20,21 (243,440) (103,317) Gross dividends from quoted and unquoted investments 20,21 (2,560) (719) Share of losses in joint ventures 9 3,022 5,185 Share of losses of associates, net of tax 527 1,057 Operating profit before working capital changes 146, ,276 Decrease/(increase) in property development costs 443,368 (49,789) (Increase)/decrease in inventories, properties and land held for resale (50,927) 2,820 Decrease in receivables 126, ,665 Increase/(decrease) in payables (238,581) (143,772) Increase in net amount due from associated companies (105) (84) Cash generated from operations 426, ,116 Interest received 75,853 31,799 Taxes paid (15,538) (30,454) Net cash generated from operating activities 487, ,461 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant and equipment 3 (47,967) (47,124) Purchase of investment properties 4 (52,538) (756) Purchase of intangible assets 6 (964) (12) Proceeds from disposal of property, plant and equipment 9,138 2,373 Investment in joint ventures - (1,499) Development costs on land held for development 5(a) (14,328) (1,350) Purchase of land held for development 5(a) (317,584) - Purchase of investment securities (2,134,986) (576,373) Proceeds from disposal of investment securities 81,104 17,940 Balance carried forward (2,478,125) (606,801) TA Enterprise berhad Annual Report

18 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED CASH FLOWS FROM INVESTING ACTIVITIES (CONT'D.) Note RM 000 RM 000 Balance brought forward (2,478,125) (606,801) Proceeds from settlement of derivatives 6,968 11,239 Proceeds from redemption of bond/held-for-trading investments 1,557, ,633 Acquisition of a subsidiary 7(iv) (21,416) - Acquisition of non-controlling interests - (7,700) Interest received 112,509 62,617 Interest paid (1,535) (2,078) Dividends received 2, Net cash used in investing activities (821,720) (68,425) CASH FLOWS FROM FINANCING ACTIVITIES Net drawdown of borrowings 299, ,194 (Increase)/decrease in pledged deposits for financing facilities 13 (426) 9 5 Purchase of derivatives - (2,865) Interest paid (44,050) (37,528) Dividend paid 31 (47,933) (23,111) Dividend paid to non-controlling interests (14,450) (12,435) Net cash generated from financing activities 192, ,350 NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS (142,296) 370,386 EFFECTS OF CHANGES IN FOREIGN EXCHANGE RATES 27,464 1,023 CASH AND CASH EQUIVALENTS AT BEGINNING OF FINANCIAL YEAR 575, ,367 CASH AND CASH EQUIVALENTS AT END OF FINANCIAL YEAR 460, ,776 Cash and cash equivalents are as follows: 13 Cash and bank balances 123, ,260 Fixed deposits and placements with licensed financial institutions 337, , , ,776 The accompanying notes form an integral part of the financial statements. 66 TA Enterprise berhad Annual Report 2015

19 STATEMENT OF FINANCIAL POSITION AS AT Note RM 000 RM 000 ASSETS Non-current assets Property, plant and equipment 3 1,217 1,205 Intangible assets Investment in subsidiaries 7 2,241,308 2,176,214 Deferred tax assets 16 3,711 - Investment in securities 12(a) Receivables 11-8,000 2,246,772 2,185,950 Current assets Other receivables 11 1,662 1,491 Due from subsidiaries , ,263 Tax recoverable 2, Cash and cash equivalents 13 20,472 2, , ,868 TOTAL ASSETS 2,538,779 2,419,818 EQUITY AND LIABILITIES Equity attributable to equity holders of the Company Share capital 14(a) 1,711,910 1,711,910 Reserves 14(b) 255, ,925 TOTAL EQUITY 1,967,055 1,900,835 Non-current liabilities Deferred tax liabilities Current liabilities Borrowings , ,000 Other payables 18 18,264 12,070 Due to directors Due to subsidiaries , ,695 Derivatives , ,885 TOTAL LIABILITIES 571, ,983 TOTAL EQUITY AND LIABILITIES 2,538,779 2,419,818 The accompanying notes form an integral part of the financial statements. TA Enterprise berhad Annual Report

20 STATEMENT OF COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR ENDED Note RM 000 RM 000 Revenue ,195 31,431 Other income 21 7,673 8,994 Personnel costs 22 (25,154) (16,654) Depreciation 3 (277) (346) Foreign exchange losses, net 24 (8,325) (17,900) Other expenses 25 (8,492) (5,346) Profit from operations 119, Finance costs 26 (10,580) (9,802) Profit/(loss) before tax 109,040 (9,623) Income tax income/(expense) 28 5,113 (1,484) Profit/(loss) for the financial year, representing total comprehensive income/(loss) for the financial year 114,153 (11,107) The accompanying notes form an integral part of the financial statements. 68 TA Enterprise berhad Annual Report 2015

21 STATEMENT OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED Non-distributable Distributable Share Share Retained capital premium profits Total RM 000 RM 000 RM 000 RM 000 [Note 14(a)] [Note 14(b)] [Note 14(b)] At 1 February ,711,910 63, ,935 1,935,053 Total comprehensive loss for the year - - (11,107) (11,107) Transaction with owners Dividend (Note 31) - - (23,111) (23,111) Total transaction with owners - - (23,111) (23,111) At 31 January ,711,910 63, ,717 1,900,835 At 1 February ,711,910 63, ,717 1,900,835 Total comprehensive income for the year , ,153 Transaction with owners Dividend (Note 31) - - (47,933) (47,933) Total transaction with owners - - (47,933) (47,933) At 31 January ,711,910 63, ,937 1,967,055 The accompanying notes form an integral part of the financial statements. TA Enterprise berhad Annual Report

22 STATEMENT OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED CASH FLOWS FROM OPERATING ACTIVITIES Note RM 000 RM 000 Profit/(loss) before tax 109,040 (9,623) Adjustments for: Depreciation Amortisation of intangible assets Deemed fee income from provision of financial guarantees 21 (2,666) (2,115) Unrealised loss on foreign exchange translation net 24 10,027 17,900 Unrealised fair value loss on derivatives Realised fair value gain on derivatives (883) - Allowance/(reversal) of impairment on: - amount owing from subsidiaries 25 (873) - - investment in subsidiaries 25 1,958 - Net loss on disposal of property, plant and equipment Interest expense 26 10,541 9,658 Interest income 21 (4,997) (6,789) Gross dividend income 20 (142,812) (23,825) Operating loss before working capital changes (19,672) (14,400) Increase in receivables (178) (309) Increase in net amount due to subsidiaries 16, Increase in payables 6,203 6,328 Cash generated from/(used in) operations 3,026 (7,914) Taxes refunded/(paid) 168 (1,462) Net cash generated from/(used in) operating activities 3,194 (9,376) CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant and equipment 3 (429) (93) Purchase of intangible assets 6 (40) (1) Purchase of investment securities - (2,000) Acquisition of non-controlling interests - (4,905) Additional investment in subsidiaries 7(xxi) (500) (2,003) Redemption of investment in preference shares of a subsidiary - 3,000 Proceeds from disposal of property, plant and equipment Proceeds from settlement of derivatives Balance carried forward (22) (6,002) 70 TA Enterprise berhad Annual Report 2015

23 STATEMENT OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED CASH FLOWS FROM INVESTING ACTIVITIES (CONT'D.) Note RM 000 RM 000 Balance brought forward (22) (6,002) Interest received Dividends received 62,115 19,354 Net cash generated from investing activities 62,192 14,283 CASH FLOWS FROM FINANCING ACTIVITIES Interest paid (10,541) (7,349) Interest received 4,905 6,233 Net repayment to subsidiaries (49,399) (75,362) Net drawdown of borrowings 56,000 95,700 Dividend paid 31 (47,933) (23,111) Net cash used in financing activities (46,968) (3,889) NET INCREASE IN CASH AND CASH EQUIVALENTS 18,418 1,018 EFFECTS OF FOREIGN EXCHANGE CHANGES (179) 2 CASH AND CASH EQUIVALENTS AT BEGINNING OF FINANCIAL YEAR 2,233 1,213 CASH AND CASH EQUIVALENTS AT END OF FINANCIAL YEAR 20,472 2,233 Cash and cash equivalents comprise: 13 Cash and bank balances Fixed deposits and placements with a licensed bank 19,782 1,757 20,472 2,233 The accompanying notes form an integral part of the financial statements. TA Enterprise berhad Annual Report

24 1. PRINCIPAL ACTIVITIES AND GENERAL INFORMATION The principal activities of the Company are investment holding and the provision of management services to its subsidiaries. The principal activities of the subsidiaries are described in Note 7. There has been no significant change in the nature of these principal activities during the financial year, other than as disclosed in Note 7. The Company is a public limited liability company, incorporated and domiciled in Malaysia, and is listed on the Main Market of Bursa Malaysia Securities Berhad. The registered office and principal place of business of the Company is located at 34th Floor, Menara TA One, No. 22, Jalan P. Ramlee, Kuala Lumpur. The financial statements were authorised for issue in accordance with a resolution of the Board of Directors on 28 May SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 2.1 Basis of Preparation The financial statements of the Group and of the Company have been prepared in accordance with Financial Reporting Standards ("FRSs") and the requirements of the Companies Act, 1965 in Malaysia. The financial statements have been prepared on historical cost basis, except as disclosed in the accounting policies below. The financial statements are presented in Ringgit Malaysia ("RM") and all values are rounded to the nearest thousand (RM'000), except when otherwise indicated. 72 TA Enterprise berhad Annual Report 2015

25 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.2 Changes in accounting policies The accounting policies adopted are consistent with those of the previous financial year, except as follows: On 1 February 2014, the Group and the Company adopted the following amended FRSs and IC Interpretation applicable for annual financial periods beginning on or after 1 January Amendments to FRS 10, FRS 12 and FRS 127 Investment Entities Amendments to FRS 132 Offsetting Financial Assets and Financial Liabilities Amendments to FRS 136 Recoverable Amount Disclosures for Non-Financial Assets Amendments to FRS 139 Novation of Derivatives and Continuation of Hedge Accounting IC Interpretation 21, Levies Adoption of the above standards and interpretations did not have any effect on the financial performance or position of the Group and the Company, except as discussed below: Amendments to FRS 132 Offsetting Financial Assets and Financial Liabilities These amendments clarify the meaning of "currently has a legally enforceable right to set-off" and the criteria for "simultaneous realisation and settlement" and is applied retrospectively. These amendments have no impact on the Group and the Company, since none of the entities in the Group and the Company has any offsetting arrangements, except for the amounts due to/from related companies, which will require additional disclosures in the financial statements. Amendments to FRS 136 Recoverable Amount Disclosures for Non-Financial Assets The amendments to FRS 136 remove the requirement to disclose the recoverable amount of a cash-generating unit (CGU) to which goodwill or other intangible assets with indefinite useful lives has been allocated when there has been no impairment or reversal of impairment of the related CGU. In addition, the amendments introduce additional disclosure requirements when the recoverable amount is measured at fair value less costs of disposal. These new disclosures include the fair value hierarchy, key assumptions and valuation techniques used which are in line with the disclosure required by FRS 13 Fair Value Measurements. The application of these amendments has had no material impact on the disclosures in the Group s and the Company s financial statements. TA Enterprise berhad Annual Report

26 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.3 Standards issued but not yet effective The Group and the Company have not adopted the following standards and interpretations that have been issued but not yet effective: Description Effective for annual periods beginning on or after Amendments to FRS 119 Defined Benefit Plans: Employee Contributions Annual Improvements to FRSs Cycle Annual Improvements to FRSs Cycle 1 July July July 2014 Annual Improvements to FRSs Cycle 1 January 2016 Amendments to FRS 10 and FRS 128 Sale or Contribution of Assets between an Investor and its Associate or Joint Venture 1 January 2016 Amendments to FRS 11 Accounting for Acquisitions of Interests in Joint Operations 1 January 2016 Amendments to FRS 127 Equity Method in Separate Financial Statements 1 January 2016 Amendments to FRS 10, FRS 12 and FRS 128 Investment Entities: Applying the Consolidation Exception 1 January 2016 Amendments to FRS 101 Disclosure Initiative 1 January 2016 Amendments to FRS 116 and FRS 138 Clarification of Acceptable Methods of Depreciation and Amortisation 1 January 2016 FRS 14 Regulatory Deferral Accounts 1 January 2016 Amendments to FRS 116 and FRS 141 Agriculture : Bearer Plants 1 January 2016 FRS 9 Financial Instruments 1 January TA Enterprise berhad Annual Report 2015

27 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.3 Standards issued but not yet effective (Cont'd.) The directors expects that the adoption of the above standards and interpretations will have no material impact on the financial statements in the period of initial application, except as discussed below: Amendments to FRS 119 Defined Benefit Plans: Employee Contributions The amendments to FRS 119 clarify how an entity should account for contributions made by employees or third parties to defined benefit plans, based on whether those contributions are dependent on the number of years of service provided by the employee. For contributions that are independent of the number of years of service, an entity is permitted to recognise such contributions as a reduction in the service cost in the period in which the service is rendered, instead of allocating the contributions to the periods of service. For contributions that are dependent on the number of years of service, the entity is required to attribute them to the employees periods of service. The directors of the Company do not anticipate that the application of these amendments will have a significant impact on the Group s and the Company s financial statements. Amendments to FRS 10 and FRS 128: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture The amendments clarify that: - - gains and losses resulting from transactions involving assets that do not constitute a business, between investor and its associate or joint venture are recognised in the entity s financial statements only to the extent of unrelated investors interests in the associate or joint venture; and gains and losses resulting from transactions involving the sale or contribution to an associate of a joint venture of assets that constitute a business is recognised in full. The amendments are to be applied prospectively to the sale or contribution of assets occurring in annual periods beginning on or after 1 January Earlier application is permitted. TA Enterprise berhad Annual Report

28 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.3 Standards issued but not yet effective (Cont'd.) Amendments to FRS 11 Joint Arrangements: Accounting for Acquisitions of Interests in Joint Operations The amendments to FRS 11 require that a joint operator which acquires an interest in a joint operations which constitute a business to apply the relevant FRS 3 Business Combinations principles for business combinations accounting. The amendments also clarify that a previously held interest in a joint operation is not remeasured on the acquisition of an additional interest in the same joint operation while joint control is retained. In addition, a scope exclusion has been added to FRS 11 to specify that the amendments do not apply when the parties sharing joint control, including the reporting entity, are under common control of the same ultimate controlling party. These amendments are to be applied prospectively for annual periods beginning on or after 1 January 2016, with early adoption permitted. The Directors of the Company do not anticipate that the application of these amendments will have a material impact on the Group s consolidated financial statements. Amendments to FRS 127: Equity Method in Separate Financial Statements The amendments will allow entities to use the equity method to account for investments in subsidiaries, joint ventures and associate in their separate financial statements. Entities already applying FRS and electing to change to the equity method in its separate financial statements will have to apply this change retrospectively. For first-time adopters of FRS electing to use the equity method in its separate financial statements, they will be required to apply this method from the date of transition to FRS. The amendments are effective for annual periods beginning on or after 1 January 2016, with early adoption permitted. These amendments will not have any impact on the Group s and the Company s financial statements. Amendments to FRS 10, FRS 12 and FRS 128: Investment Entities: Applying the Consolidation Exception The amendments clarify that the exemption from presenting consolidated financial statements applies to a parent entity that is a subsidiary of an investment entity, when the investment entity measures all of its subsidiaries at fair value. The amendments further clarify that only a subsidiary that is not an investment entity itself and provides support services to the investment entity is consolidated. In addition, the amendments also provides that if an entity that is not itself an investment entity has an interest in an associate or joint venture that is an investment entity, the entity may, when applying the equity method, retain the fair value measurement applied by that investment entity associate or joint venture to the investment entity associate s or joint venture s interests in subsidiaries. 76 TA Enterprise berhad Annual Report 2015

29 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.3 Standards issued but not yet effective (Cont'd.) Amendments to FRS 101: Disclosure Initiatives The amendments to FRS 101 include narrow-focus improvements in the following five areas: - Materiality - Disaggregation and subtotals - Notes structure - Disclosure of accounting policies - Presentation of items of other comprehensive income arising from equity accounted investments The Directors of the Company do not anticipate that the application of these amendments will have a material impact on the Group s and the Company s financial statements. Amendments to FRS 116 and FRS 138: Clarification of Acceptable Methods of Depreciation and Amortisation The amendments clarify that revenue reflects a pattern of economic benefits that are generated from operating a business (of which the asset is part) rather than the economic benefits that are consumed through the use of an assets. As a result, a revenue-based method cannot be used to depreciate property, plant and equipment and may only be used in very limited circumstances to amortise intangible assets. The amendments are effective prospectively for annual periods beginning on or after 1 January 2016, with early adoption permitted. These amendments are not expected to have any impact to the Group as the Group has not used a revenue-based method to depreciate its non-current assets. FRS 9 Financial Instruments On November 2014, MASB issued the final version of FRS 9 Financial Instruments which reflects all phases of the financial instruments project and replaces FRS 139 Financial Instruments: Recognition and Measurement and all previous versions of FRS 9. The standard introduces new requirements for classification and measurement, impairment, and hedge accounting. FRS 9 is effective for annual periods beginning on or after 1 January 2018, with early application permitted. Retrospective application is required, but comparative information is not compulsory. The adoption of FRS 9 will have an effect on the classification and measurement of the Group s financial assets, but no impact on the classification and measurement of the Group s financial liabilities. TA Enterprise berhad Annual Report

30 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.3 Standards issued but not yet effective (Cont'd.) Malaysian Financial Reporting Standards ( MFRS Framework ) On 19 November 2011, the Malaysian Accounting Standards Board ( MASB ) issued a new MASB approved accounting framework, the Malaysian Financial Reporting Standards ( MFRS Framework ) in conjunction with its planned convergence of FRSs with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board on 1 January The MFRS Framework is to be applied by all entities other than private entities for annual periods beginning on or after 1 January 2012, with the exception of entities that are within the scope of MFRS 141 Agriculture ( MFRS 141 ) and IC Interpretation 15 Agreements for Construction of Real Estate ( IC 15 ), including its parent, significant investor and venturer (herein called 'Transitioning Entities'). On 4 July 2012, the MASB has allowed Transitioning Entities to defer the adoption of the MFRS Framework to annual period beginning on or after 1 January On 7 August 2013, MASB has decided to extend the transitional period for another year i.e. the adoption of the MFRS Framework by all entities for annual financial period beginning on or after 1 January On 2 September 2014, MASB has extended the transitional period for transitioning entities for annual periods beginning on or after 1 January The extension was given due to the delay of the issuance of the new Revenue Standard. The Group as a transitioning entity, will have to adopt the MFRS Framework for annual periods beginning on or after 1 January Basis of Consolidation The consolidated financial statements comprise the financial statements of the Company and all its subsidiaries, unit trust fund and trusts, of which the entities within the Group are the beneficiaries as at 31 January The financial statements of the subsidiaries, unit trust fund and trusts used in the preparation of the consolidated financial statements are prepared for the same reporting date as the Company, except as disclosed in Note 7. Consistent accounting policies are applied to like transactions and events in similar circumstances. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. 78 TA Enterprise berhad Annual Report 2015

31 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.4 Basis of Consolidation (Cont'd.) Specifically, the Group controls an investee if, and only if, the Group has: (i) (ii) (iii) Power over the investee (i.e existing rights that give it the current ability to direct the relevant activities of the investee); Exposure, or rights, to variable returns from its involvement with the investee; The ability to use its power over the investee to affect its returns. When the Group has less than a majority of the voting rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over the investee, including: (i) (ii) (iii) The contractual arrangement with the other vote holders of the investee; Rights arising from other contractual arrangements; and The Group's voting rights and potential voting rights. The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Subsidiaries are consolidated when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Intragroup transactions, balances and resulting unrealised gains are eliminated on consolidation and the consolidated financial statements reflect external transactions only. Unrealised losses are eliminated on consolidation unless cost cannot be recovered. Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance. Changes in the Group s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group s interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. The resulting difference is recognised directly in equity and attributed to owners of the Company. When the Group loses control of a subsidiary, a gain or loss calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets and liabilities of the subsidiary and any non-controlling interest, is recognised in profit or loss. The subsidiary s cumulative gain or loss which has been recognised in other comprehensive income and accumulated in equity are reclassified to profit or loss or where applicable, transferred directly to retained earnings. The fair value of any investment retained in the former subsidiary at the date control is lost is regarded as the cost on initial recognition of the investment. TA Enterprise berhad Annual Report

32 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.4 Basis of Consolidation (Cont'd.) Non-controlling interests represent the portion of results and net assets in subsidiaries not held by the Group. It is measured at the minorities share of the fair values of the identifiable assets and liabilities of the acquiree at the acquisition date and the minorities' share of changes in the subsidiaries' equity since then. 2.5 Business combinations Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition date fair value and the amount of any non-controlling interests in the acquiree. For each business combination, the Group elects whether to measure the noncontrolling interests in the acquiree either at fair value or at the proportionate share of the acquiree s identifiable net assets. Acquisition-related costs incurred are expensed and included in other expenses. When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree. If the business combination is achieved in stages, the acquisition date fair value of the acquirer s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date through profit or loss. 80 TA Enterprise berhad Annual Report 2015

33 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.6 Investments in subsidiaries Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent changes in the fair value of the contingent consideration which is deemed to be an asset or liability, will be recognised in accordance with FRS 139 Financial Instrusments: Recognition and Measurement either in profit or loss or as a change to other comprehensive income. If the contingent consideration is classified as equity, it will not be remeasured. Subsequent settlement is accounted for within equity. In instances where the contingent consideration does not fall within the scope of FRS 139 Financial Instruments: Recognition and Measurement, it is measured in accordance with the appropriate FRS. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests, and any previous interest hold over the net identifiable assets acquired and liabilities assumed. If this consideration is lower than fair value of the net assets of the subsidiary acquired, the difference is recognised in profit or loss. The accounting policy for goodwill is set out in Note 2.18(i). In the Company's separate financial statements, investment in subsidiaries are stated at cost less impairment losses. The assessment and recognition of impairment of assets are in accordance with the accounting policy referred to in Note On disposal of such investments, the difference between net disposal proceeds and their carrying amounts is included in profit or loss. 2.7 Investments in associates and joint ventures An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee, but is not control or joint control over those policies. A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. The considerations made in determining significant influence or joint control are similar to those necessary to determine control over subsidiaries. The Group s investments in its associate and joint venture are accounted for using the equity method. TA Enterprise berhad Annual Report

34 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.7 Investments in associates and joint ventures (Cont'd.) Under the equity method, the investment in an associate or a joint venture is initially recognised at cost. The carrying amount of the investment is adjusted to recognise changes in the Group s share of net assets of the associate or joint venture since the acquisition date. Goodwill relating to the associate or joint venture is included in the carrying amount of the investment and is neither amortised nor individually tested for impairment. The income statement reflects the Group s share of the results of operations of the associates and joint ventures. Any change in OCI of those investees is presented as part of the Group s OCI. In addition, when there has been a change recognised directly in the equity of the associate or joint venture, the Group recognises its share of any changes, when applicable, in the statement of changes in equity. Unrealised gains and losses resulting from transactions between the Group and the associate or joint venture are eliminated to the extent of the interest in the associate or joint venture. The aggregate of the Group s share of profit or loss of an associate and a joint venture is shown on the face of the statement of profit or loss outside operating profit and represents profit or loss after tax and non-controlling interests in the subsidiaries of the associate or joint venture. The financial statements of the associate or joint venture are prepared for the same reporting period as the Group. When necessary, adjustments are made to bring the accounting policies in line with those of the Group. After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on its investment in its associate or joint venture. At each reporting date, the Group determines whether there is objective evidence that the investment in the associate or joint venture is impaired. If there is such evidence, the Group calculates the amount of impairment as the difference between the recoverable amount of the associate or joint venture and its carrying value, then recognises the loss as Share of profits/losses in associates or Share of profits or losses in joint ventures in the statement of profit or loss. Upon loss of significant influence over the associate or joint control over the joint venture, the Group measures and recognises any retained investment at its fair value. Any difference between the carrying amount of the associate or joint venture upon loss of significant influence or joint control and the fair value of the retained investment and proceeds from disposal is recognised in profit or loss. In the Company s separate financial statements, investments in associates and joint ventures are accounted for at cost less impairment losses. On disposal of such investments, the difference between net disposal proceeds and their carrying amounts is included in profit or loss. 82 TA Enterprise berhad Annual Report 2015

35 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.8 Investments in joint operations A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require the unanimous consent of the parties sharing control. The Group as a joint operator recognises in relation to its interest in a joint operation its: (i) (ii) (iii) (iv) (v) assets, including its share of any assets held jointly; liabilities, including its share of any liabilities incurred jointly; revenue from the sale of its share of the output arising from the joint operation; share of the revenue from the sale of the output by the joint operation; and expenses, including its share of any expenses incurred jointly. The Group accounts for the assets, liabilities, revenues and expenses relating to its interest in a joint operation in accordance with the FRSs applicable to the particular assets, liabilities, revenues and expenses. Profits and losses resulting from transactions between the Group and its joint operation are recognised in the Group s financial statements only to the extent of unrelated investors interests in the joint operation. 2.9 Financial assets Financial assets are recognised in the statements of financial position when, and only when, the Group and the Company become a party to the contractual provisions of the financial instrument. When financial assets are recognised initially, they are measured at fair value, plus, in the case of financial assets not at fair value through profit or loss, directly attributable transaction costs. The Group and the Company determine the classification of their financial assets at initial recognition, and the categories applicable to the Group include financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments and available-for-sale financial assets. Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the marketplace (regular way trades) are recognised or derecognised on the trade date i.e. the date that the Group and the Company commit to purchase or sell the asset. TA Enterprise berhad Annual Report

36 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.9 Financial assets (Cont'd.) (i) Financial assets at fair value through profit or loss ("FVTPL") Financial assets are classified as financial assets at FVTPL if they are held for trading or are designated as such upon initial recognition. Financial assets held for trading are financial assets acquired principally for the purpose of selling or repurchasing in the near term. All financial assets at FVTPL are held for trading. Subsequent to initial recognition, financial assets at FVTPL are measured at fair value. Any gains or losses arising from changes in fair value are recognised in profit or loss. Net gains or net losses on financial assets at FVTPL do not include exchange differences, interest and dividend income. Exchange differences, interest and dividend income on financial assets at FVTPL are recognised separately in profit or loss as part of other losses or other income. Financial assets at FVTPL could be presented as current or non-current. Financial assets that is held primarily for trading purposes are presented as current whereas financial assets that is not held primarily for trading purposes are presented as current or non-current based on the settlement date. (ii) Loans and receivables Non-derivative financial assets with fixed or determinable payments that are not quoted in an active market are classified as loans and receivables. Subsequent to initial recognition, loans and receivables are measured at amortised cost using the effective interest method ("EIR"), less any impairment losses. Gains and losses are recognised in profit or loss when the loans and receivables are derecognised or impaired, and through the amortisation process. Amortisation cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the amortisation process. The EIR amortisation is included in interest income in the statement of profit or loss. The Group's and the Company's loans and receivables include financial receivables, trade and other receivables, cash and short term deposits, amounts due from related companies and associated companies. Loans and receivables are classified as current assets, except for those having maturity dates later than 12 months after the reporting date which are classified as non-current assets. 84 TA Enterprise berhad Annual Report 2015

37 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.9 Financial assets (Cont'd.) (iii) Held-to-maturity investments Non-derivative financial assets with fixed or determinable payments and fixed maturity are classified as held-to-maturity when the Group has the positive intention and ability to hold the investment to maturity. Subsequent to initial recognition, held-to-maturity investments are measured at amortised cost using the effective interest method less any impairment losses. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. Gains and losses are recognised in profit or loss when the held-to-maturity investments are derecognised or impaired, and through the amortisation process. Held-to-maturity investments are classified as non-current assets, except for those having maturity within 12 months after the reporting date which are classified as current. (iv) Available-for-sale ("AFS") financial assets AFS financial assets include equity investments and debt securities. Equity investments classified as AFS are those that are neither classified as held for trading nor designated at fair value through profit or loss. Debt securities in this category are those that are intended to be held for an indefinite period of time and that may be sold in response to needs for liquidity or in response to changes in the market conditions. After initial measurement, AFS financial assets are subsequently measured at fair value with unrealised gains or losses recognised in OCI and credited in the AFS reserve until the investment is derecognised, at which time the cumulative gain or loss is recognised in other operating income, or the investment is determined to be impaired, when the cumulative loss is reclassified from the AFS reserve to the statement of profit or loss in finance costs. Interest earned whilst holding AFS financial assets is reported as interest income using the EIR method. The Group evaluates whether the ability and intention to sell its AFS financial assets in the near term is still appropriate. When, in rare circumstances, the Group is unable to trade these financial assets due to inactive markets, the Group may elect to reclassify these financial assets if the management has the ability and intention to hold the assets for foreseeable future or until maturity. TA Enterprise berhad Annual Report

38 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.9 Financial assets (Cont'd.) (iv) Available-for-sale ("AFS") financial assets (Cont'd.) For a financial asset reclassified from the AFS category, the fair value carrying amount at the date of reclassification becomes its new amortised cost and any previous gain or loss on the asset that has been recognised in equity is amortised to profit or loss over the remaining life of the investment using the EIR. Any difference between the new amortised cost and the maturity amount is also amortised over the remaining life of the asset using the EIR. If the asset is subsequently determined to be impaired, then the amount recorded in equity is reclassified to the statement of profit or loss. Derecognition A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised (i.e., removed from the Group s consolidated statement of financial position) when: - The rights to receive cash flows from the asset have expired; or - The Group and the Company have transferred their rights to receive cash flows from the asset or have assumed an obligation to pay the received cash flows in full without material delay to a third party under a pass-through arrangement; and either (a) the Group and the Company have transferred substantially all the risks and rewards of the asset, or (b) the Group and the Company have neither transferred nor retained substantially all the risks and rewards of the asset, but have transferred control of the asset. When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Group continues to recognise the transferred asset to the extent of the Group s continuing involvement. In that case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay. 86 TA Enterprise berhad Annual Report 2015

39 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.10 Impairment of financial assets The Group assess at each reporting date whether there is any objective evidence that a financial asset or a group of financial assets is impaired. (i) Financial, trade, other receivables, due from associated companies, due from subsidiaries, held-to-maturity investments and other financial assets carried at amortised cost To determine whether there is objective evidence that an impairment loss on financial assets has been incurred, the Group consider factors such as the probability of insolvency or significant financial difficulties of the debtor and default or significant delay in payments. For certain categories of financial assets, such as financial and trade receivables, assets that are assessed not to be impaired individually are subsequently assessed for impairment on a collective basis based on similar risk characteristics. Objective evidence of impairment for a portfolio of receivables could include the Group s past experience of collecting payments, an increase in the number of delayed payments in the portfolio past the average credit period and observable changes in national or local economic conditions that correlate with default on receivables. If any such evidence exists, the amount of impairment loss is measured as the difference between the asset s carrying amount and the present value of estimated future cash flows discounted at the financial asset s original effective interest rate. The impairment loss is recognised in profit or loss. The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of financial receivables, trade receivables, due from associated companies and due from subsidiaries, where the carrying amount is reduced through the use of an allowance account. Interest income continues to be accrued on the reduced carrying amount and is accrued using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. Loans together with the associated allowance are written off when there is no realistic prospect of future recovery and all collateral has been realised or has been transferred to the Group. TA Enterprise berhad Annual Report

40 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.10 Impairment of financial assets (Cont'd.) (i) Financial, trade, other receivables, due from associated companies, due from subsidiaries, held-to-maturity investments and other financial assets carried at amortised cost (Cont'd.) If in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed to the extent that the carrying amount of the asset does not exceed its amortised cost at the reversal date. The amount of reversal is recognised in profit or loss. (ii) Unquoted equity securities and investment in subsidiaries and associates carried at cost If there is objective evidence (such as significant adverse changes in the business environment where the issuer operates, probability of insolvency or significant financial difficulties of the issuer) that an impairment loss on financial assets carried at cost has been incurred, the amount of the loss is measured as the difference between the asset s carrying amount and the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset. Such impairment losses are not reversed in subsequent periods. (iii) Available-for-sale ("AFS") financial assets Significant or prolonged decline in fair value below cost, significant financial difficulties of the issuer or obligor, and the disappearance of an active trading market are considerations to determine whether there is objective evidence that investment securities classified as available-for-sale financial assets are impaired. Significant is evaluated against the original cost of the investment and prolonged against the period in which the fair value has been below its original cost. If an available-for-sale financial asset is impaired, an amount comprising the difference between its cost or amortised cost (net of any principal payment and amortisation) and its current fair value, less any impairment loss previously recognised in profit or loss, is transferred from other comprehensive income to profit or loss. 88 TA Enterprise berhad Annual Report 2015

41 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.10 Impairment of financial assets (Cont'd.) (iii) Available-for-sale financial assets (Cont'd.) Impairment losses on available-for-sale equity investments are not reversed in profit or loss in the subsequent periods. Future interest income continues to be accrued based on the reduced carrying amount of the asset, using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. Increase in fair value, if any, subsequent to impairment loss is recognised in other comprehensive income. For any available-for-sale debt investments, impairment losses are subsequently reversed in profit or loss if an increase in the fair value of the investment can be objectively related to an event occurring after the recognition of the impairment loss in profit or loss Financial Liabilities Financial liabilities are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability. Financial liabilities, within the scope of FRS 139, are recognised in the statement of financial position when, and only when, the Group and the Company become a party to the contractual provisions of the financial instrument. Financial liabilities are classified as financial liabilities at FVTPL, derivatives and other financial liabilities. (i) Financial liabilities at FVTPL Financial liabilities at FVTPL include financial liabilities held for trading and financial liabilities designated upon initial recognition as at FVTPL. Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term. This category also includes derivative financial instruments entered into by the Group and the Company that do not meet the hedge accounting criteria as defined as FRS 139. Derivative liabilities are initially measured at fair value and subsequently stated at fair value, with any resulting gains or losses recognised in profit or loss. Net gains or losses on derivatives include exchange differences. The Group financial liability at FVTPL include forward currency contracts and geared equity accumulators. TA Enterprise berhad Annual Report

42 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.11 Financial Liabilities (Cont'd.) (ii) Derivative financial instruments The Group uses derivative financial instruments, such as forward exchange contract to mitigate certain currency risks, and geared equity accumulators as trading instrument in a view to maximise the Group's performance. Such derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. The Group's criteria for a derivative instrument to be classified as a hedge includes: - the hedge transaction is expected to be highly effective in achieving offsetting changes in fair value or cash flows attributable to the hedge risk; - the effectiveness of the hedge can be reliably measured; - there is adequate documentation of the hedging relationships at the inception of the hedge; and - for cash flow hedges, the forecasted transaction that is a subject of the hedges must be highly probable. When an anticipated future transaction is hedged and the underlying position has not been recognised in the financial statements, any change in the fair value of the hedging instrument is recognised in equity and will be recognised in the profit or loss only in the year when the underlying postion hedged affects the profit or loss or when the hedge designation is revoked. Gains and losses on derivative financial instruments used for hedging of the underlying position that has been recognised in the financial statements are recognised as income or expense on the same basis as the corresponding hedged position. (iii) Other financial liabilities The Group s and the Company's other financial liabilities include trade payables, other payables, due to remisiers, due to directors, due to a joint venturer, borrowings and due to related companies. Trade and other payables are recognised initially at fair value plus directly attributable transaction costs and subsequently measured at amortised cost using the effective interest method. 90 TA Enterprise berhad Annual Report 2015

43 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.11 Financial Liabilities (Cont'd.) (iii) Other financial liabilities (Cont'd.) Borrowings are recognised initially at fair value, net of transaction costs incurred, and subsequently measured at amortised cost using the effective interest method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the amortisation process. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date. (iv) Financial guarantee contract A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse the holder for a loss it incurs because a specified debtor fails to make payment when due. Financial guarantee contracts are recognised initially as a liability at fair value, net of transaction costs. Subsequent to initial recognition, financial guarantee contracts are recognised as income in profit or loss over the period of the guarantee. If the debtor fails to make payment relating to financial guarantee contract when it is due and the Group, as the issuer, is required to reimburse the holder for the associated loss, the liability is measured at the higher of the best estimate of the expenditure required to settle the present obligation at the reporting date and the amount initially recognised less cumulative amortisation. For other financial liabilities, gains and losses are recognised in profit or loss when the liabilities are derecognised, and through the amortisation process. A financial liability is derecognised when the obligation under the liability is discharged, cancelled or expired. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in profit or loss Offsetting of financial instruments Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statement of financial position if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously. TA Enterprise berhad Annual Report

44 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.13 Foreign currencies (i) Functional and presentation currency The consolidated financial statements are presented in Ringgit Malaysia (RM), which is also the Company's functional currency. The individual financial statements of each entity in the Group are measured using the currency of the primary economic environment in which the entity operates ("the functional currency"). (ii) Foreign currency transactions In preparing the financial statements of the individual entities, transactions in currencies other than the entity's functional currency (foreign currencies) are recorded in the functional currencies at rates of exchange approximating those ruling at the date of transaction. At each reporting date, foreign currency monetary items are translated into each entity's respective functional currency at exchange rates approximating those ruling at that date. Non-monetary items initially denominated in foreign currencies, which are carried at historical cost are translated using the historical rate as of the date of acquisition and any nonmonetary items which are carried at fair value are translated using the exchange rate that existed when the values were determined. Exchange differences arising on the settlement of monetary items or on translating monetary items at the reporting date are recognised in profit or loss, except for exchange differences arising on monetary items that form part of the Group's net investment in foreign operation, which are recognised initially in other comprehensive income and accumulated under exchange differences recognised in equity. The exchange differences recognised in equity is reclassified from equity to profit or loss of the Group on disposal of the foreign operation. Exchange differences arising on the translation of non-monetary items carried at fair value are included in profit or loss, for the year except for the differences arising on the translation of non-monetary items in respect of which gains and losses are recognised directly in other comprehensive income or equity. Exchange differences arising from such non-monetary items are also recognised directly in other comprehensive income or equity. 92 TA Enterprise berhad Annual Report 2015

45 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.13 Foreign currencies (Cont'd.) (iii) Foreign operations On consolidation, the assets and liabilities of foreign operations are translated into RM at the rate of exchange ruling at the reporting date and income and expenses are translated at exchange rates at the dates of the transactions. The exchange differences arising on the translation for consolidation are taken directly to other comprehensive income. On disposal of a foreign operation, the cumulative amount recognised in other comprehensive income and accumulated in equity under foreign currency translation reserve relating to that particular foreign operation is recognised in the profit or loss. Goodwill and fair value adjustments arising on the acquisition of foreign operations are treated as assets and liabilities of the foreign operations and are recorded in the functional currency of the foreign operations and translated at the closing rate at the reporting date. The principal exchange rates used for each respective unit of foreign currency to RM ruling at the reporting date are as follows: RM RM Australian Dollar ( A$ ) Canadian Dollar ( C$ ) United States Dollar ( USD ) Hong Kong Dollar ( HKD ) Singapore Dollar ( S$ ) South African Rand ( Rand ) Sri Lankan Rupee ( Rs ) Philippine Peso ( Peso ) Chinese Renminbi ( RMB ) Japanese Yen ("Yen") Euro Dollar ("EUR") British Pound ("GBP") Thai Baht ("THB") TA Enterprise berhad Annual Report

46 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.14 Property, plant and equipment and depreciation Property, plant and equipment are initially recorded at cost. Subsequent costs are included in the asset's carrying amount or are recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the items will flow to the Group and the cost of the items can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial year in which they are incurred. All other repairs and maintenance are charged to profit or loss during the financial year in which they are incurred. Subsequent to recognition, property, plant and equipment except for freehold land and buildings-in-progress are stated at cost less accumulated depreciation and any accumulated impairment losses. The assessment and recognition of impairment losses are in accordance with the accounting policy referred to in Note Freehold land has an unlimited useful life and therefore is not depreciated. Buildings-inprogress are also not depreciated until it is ready for its intended use. Depreciation of other property, plant and equipment is provided on a straight line basis to write off the cost of each asset to its residual value over the estimated useful life at the following annual rates: Long term leasehold land 1% to 2.5% Buildings 2% to 6.67% Lifts and renovations Furniture and fittings Motor vehicles 10% to 33.33% 10% to 33.33% 20% Office equipment and computers 10% to 33.33% The residual values, useful life and depreciation method are reviewed at each financial year-end to ensure that the amount, method and year of depreciation are consistent with previous estimates and the expected pattern of consumption of the future economic benefits embodied in the items of property, plant and equipment and adjusted prospectively, if appropriate. An item of property, plant and equipment is derecognised upon the disposal or when no future economic benefits are expected from its use or disposal. The difference between the net disposal proceeds, if any and the net carrying amount is recognised in profit or loss. 94 TA Enterprise berhad Annual Report 2015

47 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.15 Investment properties Investment properties are properties which are held either to earn rental income or for capital appreciation or both. Such properties are measured initially at cost, including transaction costs. The Group adopts the cost model and subsequent to recognition, investment properties are stated in accordance with the accounting policies applicable to property, plant and equipment referred to in Note Investment properties are derecognised when either they have been disposed of or when the investment property is permanently withdrawn from use and no future economic benefit is expected from its disposal. Any gain or loss on the retirement or disposal of an investment property are recognised in profit or loss the year in which they arise. Any gain or loss on the retirement or disposal of an investment property are recognised in profit or loss the year in which they arise. Transfers are made to or from investment property only when there is a change in use. For a transfer from investment property to owner-occupied property, the deemed cost for subsequent accounting is the fair value at the date of change in use. For a transfer from owner-occupied property to investment property, the property is accounted for in accordance with the accounting policy for property, plant and equipment set out in Note 2.14 up to the date of change in use Development properties Development properties are classifed under two categories, i.e. land held for property development and property development costs. (i) Land held for property development Land held for property development consists of land where no significant development activities have been carried out or where development activities are not expected to be completed within the normal operating cycle. Such land is classified within non-current assets and is stated at cost less any accumulated impairment losses. Cost associated with the acquisition of land includes, the purchase price of land, professional fees, stamp duties, conversion fees and other relevant levies. Where an indication of impairment exists, the carrying amount of the asset is assessed and written down immediately to its recoverable amount. The policy for the recognition and measurement of impairment losses is in accordance with Note Land held for property development is transferred to property development costs within current assets at the point when development activities have commenced and where it can be demonstrated that the development activities can be completed within the normal operating cycle. TA Enterprise berhad Annual Report

48 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.16 Development properties (Cont'd.) (ii) Property development costs Property development costs comprise all costs that are directly attributable to development activities or that can be allocated on a reasonable basis to such activities, less any accumulated impairment losses. The policy for the recognition and measurement of impairment losses is in accordance with Note When the financial outcome of a development activity can be reliably estimated, property development revenue and expenses are recognised in profit or loss by using the percentage of completion method. The percentage of completion is measured by reference to the development costs incurred to date in proportion to the estimated total costs for the property development. The percentage of completion is measured by reference to the development costs incurred to date in proportion to the estimated total costs for the property development. Where the financial outcome of a development activity cannot be reliably estimated, property development revenue is recognised only to the extent of property development costs incurred that is probable will be recoverable. Property development costs on properties sold are recognised as an expense in the year in which they are incurred. Irrespective of whether the outcome of a property development activity can be estimated reliably, when it is probable that total property development cost will exceed the total property development revenue, the expected loss is recognised as an expense immediately. Property development costs not recognised as an expense are recognised as an asset, and are stated at lower of cost and net realisable value. The excess of revenue recognised in profit or loss over billings to purchasers is classified as accrued billings within receivables - current assets and the excess of billings to purchasers over revenue recognised in profit or loss is classified as progress billings within payables - current liabilities. Revenue and profit from completed properties is recognised in accordance with the terms of the sale and purchase agreements. 96 TA Enterprise berhad Annual Report 2015

49 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.17 Construction contracts Where the outcome of a construction contract can be reliably estimated, contract revenue and contract costs are recognised as revenue and expenses respectively by using the percentage of completion method. The percentage of completion is measured by reference to the proportion of contract costs incurred for work performed to date to the estimated total contract costs. Where the outcome of a construction contract cannot be reliably estimated, contract revenue is recognised to the extent of contract costs incurred that it is probable will be recoverable. Contract costs are recognised as expenses in the year in which they are incurred. When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an expense immediately. Contract revenue comprises the initial amount of revenue agreed in the contract and variations in contract work, claims and incentive payments to the extent that it is probable that they will result in revenue and they are capable of being reliably measured. When the total of costs incurred on construction contracts plus, recognised profits (less recognised losses), exceeds progress billings, the balance is classified as amount due from customers on contracts under current assets. When progress billings exceed costs incurred plus, recognised profits (less recognised losses), the balance is classified as amount due to customers on contracts under current liabilities Intangible assets Intangible assets acquired separately in a business combination are measured on initial recognition at cost. The cost of the intangible asset is their fair values as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and any accumulated impairment losses. The useful lives of intangible assets are assessed to be either finite or indefinite. Intangible assets with finite lives are amortised on a straight-line basis over the estimated economic useful lives and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life are reviewed at least at each reporting date. Intangible assets with indefinite useful lives are not amortised but tested for impairment annually or more frequently if the events or changes in circumstances indicate that the carrying value may be impaired. The useful life of an intangible asset with an indefinite life is also reviewed annually to determine whether the useful life assessment continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in profit and loss when the asset is derecognised. TA Enterprise berhad Annual Report

50 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.18 Intangible assets (Cont'd.) (i) Goodwill Goodwill is identified as any excess of the consideration paid over the Group s share of fair value of the identifiable assets, liabilities and contingent liabilities acquired as at the date of acquisition. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group s cashgenerating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured based on the relative values of the disposed operation and the portion of the cash-generating unit retained. (ii) Franchise fee Franchise fee paid to operate a restaurant franchise is recorded at cost and amortised over the franchise period. (iii) Software The Group has developed the following criteria to identify computers software to be classified as equipment or intangible asset: - - Software that is embedded in a computer-controlled equipment, including operating systems that cannot operate without that specific software is an integral part of the related hardware and is treated as equipment; and Application software that is being used on a computer is generally easily replaced and is not an integral part of the related hardware and is classified as intangible asset. 98 TA Enterprise berhad Annual Report 2015

51 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.18 Intangible assets (Cont'd.) (iii) Software (Cont'd.) Software acquired separately are measured on initial recognition at cost. Following initial recognition, software are carried at cost less any accumulated amortisation and any accumulated impairment losses. Due to the risk of technological changes, the useful lives of all software are generally assessed as finite and are amortised on a straight-line basis over the estimated economic useful lives and assessed for impairment whenever there is an indication that the software may be impaired. The amortisation period and the amortisation method for software are reviewed at least at each reporting date. The useful economic life of software classified as intangible assets is 3 years. (iv) Land use rights Land use rights are intially measured at cost. Following initial recognition, land use rights are measured at cost less accumulated amortisation and accumulated impairment losses. The land use rights are amortised over their lease terms. (v) Others The Group recognises in relation to other intangible assets, the following: - Trading rights in the Stock Exchange of Hong Kong Limited, where the useful life of the intangible asset is estimated at 5 years and had been fully amortised as at the reporting date Inventories Land held for resale relates to freehold land stated at cost, including all incidental expenditure incurred in acquiring the land and preparing it for resale, less any accumulated impairment losses. The policy for the recognition and measurement of impairment losses is in accordance with Note Properties held for resale are stated at the lower of cost and net realisable value and relate to development projects which have been completed. Cost is determined on the specific identification basis and includes costs of land, construction and appropriate development expenses. Inventories, which comprise construction materials, food, beverages and other consumables, are stated at the lower of cost (determined on a first-in, first-out basis) and net realisable value. TA Enterprise berhad Annual Report

52 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.19 Inventories (Cont'd.) Net realisable value is the estimated selling price in the ordinary course of business less any estimated costs of completion or costs necessary to make the sale Impairment of non-financial assets The Group and the Company assess at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when an annual impairment assessment for an asset is required, the Group and the Company make an estimate of the asset s recoverable amount. An asset s recoverable amount is the higher of an asset s fair value less costs to sell and its value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows cash-generating units ( CGU ). In assessing value in use, the estimated future cash flows expected to be generated by the asset are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Where the carrying amount of an asset exceeds its recoverable amount, the asset is written down to its recoverable amount. Impairment losses recognised in respect of a CGU or groups of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to those units or groups of units and then, to reduce the carrying amount of the other assets in the unit or groups of units on a pro-rata basis. Impairment losses are recognised in profit or loss except for assets that are previously revalued where the revaluation was taken to other comprehensive income. In this case the impairment is also recognised in other comprehensive income up to the amount of any previous revaluation. An assessment is made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset s recoverable amount since the last impairment loss was recognised. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increase cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised previously. Such reversal is recognised in profit or loss unless the asset is measured at revalued amount, in which case the reversal is treated as a revaluation increase. Impairment loss on goodwill is not reversed in a subsequent period. 100 TA Enterprise berhad Annual Report 2015

53 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.21 Cash and cash equivalents Cash and cash equivalents consist of cash and bank balances and deposits placements maturing in less than three months. They are readily convertible into cash without significant risk of changes in value. Cash and cash equivalents are short term funds excluding monies held in trust and deposits pledged, net of any outstanding bank overdrafts with a maturity of three months or less. The statements of cash flows are prepared using the indirect method Equity instruments Ordinary shares are classified as equity. Dividends on ordinary shares are recognised in equity in the period in which they are declared. Direct expenses incurred in the issuance of equity instruments are recognised directly in equity Provision Provision for liabilities is recognised when the Group and the Company have a present obligation as a result of a past event and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate of the amount can be made. Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. Where the effect of the time value of money is material, the amount of a provision is discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability to the present value of the expenditure expected to be required to settle the obligation. Where discounting is used, the increase in the provision due to the passage of time is recognised as finance cost Revenue recognition Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and to the Company and the revenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duty. The specific recognition criteria described below must also be met before revenue is recognised. TA Enterprise berhad Annual Report

54 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.24 Revenue recognition (Cont'd.) (i) (ii) (iii) (iv) (v) (vi) (vii) Gross brokerage fees in stockbroking subsidiaries are recognised on an accrual basis upon the execution of trade on behalf of clients, computed based on a predetermined percentage of the contract value. Interest earned by the local stockbroking subsidiaries included in service and administrative charges are generally recognised on an accrual basis, except when the receivable is classified as non-performing. Service and processing fees that are not an integral part of the effective interest earned from the loan earned on money lending and Employee Share Option Scheme ("ESOS") financing activities of money lending subsidiaries included in the service and administrative charges are recognised upon the drawdown of loans. Underwriting commission and placement fees in stockbroking subsidiaries are recognised when the right to receive payment is established in accordance with the terms of the placement and/or underwriting agreements. Service charges from the sale of units to unitholders is recognised upon the allotment of the trust units, net of cost of units sold. Manager's fee from unit trust funds and private mandate clients, management fees from subsidiaries and nominee service charges are recognised when the services are performed. Rollover fees and penalty interest for late payments earned from financial receivables are recognised on a receipt basis due to uncertainty over recoverability of income. (viii) Rollover fees earned by the local stockbroking subsidiary are recognised on an accrual basis. Acceptance fees that are not an integral part of the effective interest earned from the loan earned by a money lending subsidiaries are recognised upon the drawdown of loan facility in accordance with the terms of the agreement. (ix) Interest income from fixed deposits with licensed banks are recognised on an accrual basis. Interest income from other sources is recognised on a receipt basis upon physical receipt if there is uncertainty over its realisation. 102 TA Enterprise berhad Annual Report 2015

55 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.24 Revenue recognition (Cont'd.) (x) (xi) (xii) Interest income from financial receivables of money lending and finance subsidiaries is generally recognised on an accrual basis using the effective interest rate method. Interest income from impaired debtor will be recognised based on the discounted present recoverable value (net of any impairment losses) at the effective interest rate of the impaired accounts over the remaining period expected to recover the principal. For impaired share financing accounts with insufficient collateral surplus, interest will not be recognised until the margin account is reclassified as non-impaired account. Dividend income from quoted and unquoted shares are recognised when the Group s or the Company s right to receive payment is established, except when there is substantial uncertainty over the recoverability of income so recognised. In such instances, dividend income is recognised on a receipt basis. Revenue from sale of development properties is accounted for by the percentage of completion method in respect of all property units that have been sold. The percentage of completion is determined by reference to the project costs incurred to date to the total estimated costs where the outcome of the projects can be reliably estimated. (xiii) (xiv) Revenue from construction contracts is accounted for by the percentage of completion method as described in Note Income from disposals of marketable securities and sale of completed properties are recognised upon the transfer of risks and rewards of ownership. (xv) Rental income is recognised on a straight-line basis over the term of the lease when there is reasonable assurance of collection. (xvi) Revenue from rental of hotel rooms, sale of food and beverage and other related income from hotel operations are recognised upon the sale of goods or the delivery of the services to the customers. All such revenue are stated net of the amount of goods and service tax applicable to such revenue. (xvii) Give up execution income are recognised on an accrual basis upon the execution of trade on behalf of clients, computed based on a pre-determined rate of each transaction. (xviii) Property maintenance fee is recognised on a pro-rata basis over the year of maintenance. TA Enterprise berhad Annual Report

56 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.24 Revenue recognition (Cont'd.) (xix) Profit from the sale of units to unitholders is recognised upon the allotment of the trust units, net of cost of units sold. (xx) (xxi) Nominees services charges in subsidiaries are recognised when the services are performed. All other income is recognised on an accrual basis Employee benefits (i) Short term benefits Wages, salaries, bonuses and social security contributions are recognised as expenses in the year in which the associated services are rendered by employees of the Group and the Company. Short term accumulating compensated absences such as paid annual leave are recognised when services are rendered by employees that increase their entitlement to future compensated absences, and short term nonaccumulating compensated absences such as sick leave are recognised when the absences occur. (ii) Defined contribution plans Defined contribution plans are post-employment benefit plans under which the Group and the Company pay fixed contributions into separate entities or funds and will have no legal or constructive obligation to pay further contributions if any of the funds do not hold sufficient assets to pay all employee benefits relating to employee services in the current and preceding financial years. As required by law, companies in Malaysia shall make contributions to the the Employees Provident Fund ( EPF ), the state pension scheme. Some of the Group s foreign subsidiaries make contributions to their respective countries statutory pension schemes. Such contributions are recognised as an expense in profit or loss as incurred. (iii) Termination benefits Termination benefits are payable when employment is terminated before the normal retirement date or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group and the Company recognise termination benefits as a liability and an expense when it is demonstrably committed to either terminate the employment of current employees according to a detailed plan without possibility of withdrawal or providing termination benefits as a result of an offer made to encourage voluntary redundancy. In the case of an offer made to encourage voluntary redundancy, the measurement of termination benefits is based on the number of employees expected to accept the offer. 104 TA Enterprise berhad Annual Report 2015

57 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.26 Borrowings costs Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that in entity incurs in connection with the borrowing of funds Income tax Income tax on the profit or loss for the year comprises current and deferred tax. Current tax liability 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 at the reporting date. Deferred tax is provided for, using the liability method, on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts in the financial statements. In principle, deferred tax liabilities are recognised for all taxable temporary differences and 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 taxable profit will be available against which the deductible temporary differences, unused tax losses and unused tax credits can be utilised. Deferred tax is not recognised if the temporary difference arises from goodwill or reserve arising on consolidation 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 is measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates that have been enacted or substantively enacted at the reporting date. Deferred tax is recognised in profit or loss, except when it arises from a transaction which is recognised directly in other comprehensive income or in equity, in which case the deferred tax is also recognised directly in other comprehensive income or 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. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered. TA Enterprise berhad Annual Report

58 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.28 Leases A lease is recognised as a finance lease if it transfers substantially to the Group all the risks and rewards incidental to ownership. Leases of land and buildings are classified as operating or finance leases in the same way as leases of other assets. The assets attached to the lease of land and buildings are considered separately for the purposes of lease classification. All leases that do not transfer substantially all the risks and rewards are classified as operating leases, with the following exceptions: - (i) Property held under operating leases that would otherwise meet the definition of an investment property is classified as an investment property on a property-byproperty basis and, if classified as investment property, is accounted for as if held under a finance lease. Finance leases - the Group as lessee Assets acquired by way of finance leases are stated at an amount equal to the lower of their fair values and the present value of the minimum lease payments at the inception of the leases, less accumulated depreciation and impairment losses. The corresponding liability is included in the statement of financial position as borrowings. In calculating the present value of the minimum lease payments, the discount factor used is the interest rate implicit in the lease, when it is practicable to determine; otherwise, the Group s incremental borrowing rate is used. Any initial direct costs are also added to the carrying amount of such assets. Lease payments are apportioned between the finance costs and the reduction of the outstanding liability. Finance costs, which represent the difference between the total leasing commitments and the fair value of the assets acquired, are recognised in profit or loss over the term of the relevant lease so as to produce a constant periodic rate of charge on the remaining balance of the obligations for each accounting year, unless they are directly attributable to qualifying assets, in which case they are capitalised in accordance with the Group's policy on borrowing costs as set out in Note The depreciation policy for leased assets is in accordance with that for depreciable property, plant and equipment as set out in Note (ii) Operating leases - the Group and the Company as lessee Operating lease payments are recognised as an expense on a straight-line basis over the term of the relevant lease. The aggregate benefit of incentives provided by the lessor is recognised as a reduction of rental expense over the lease term on a straight-line basis. 106 TA Enterprise berhad Annual Report 2015

59 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.28 Leases (Cont'd.) (iii) Operating leases - the Group as lessor Assets leased out under operating leases are presented on the statements of financial position according to the nature of the assets. Financial lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the Group's net investment outstanding in respect of the leases. Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight-line basis over the lease term Segment reporting For management purposes, the Group is organised into business units based on their products and services. The Group has six reportable segments as disclosed in Note 35(a). The segment managers report directly to the management of the Company who regularly review the segment results in order to allocate resources to the segments and to assess the segment performance. Additional disclosures on each of these segments are shown in Note 35, including the factors used to identify the reportable segments and the measurement basis of segment information. Transfer prices between operating segments are on an arm s length basis in a manner similar to unrelated party transactions Financial Reporting Standards Implementation Committee Consensus 18: Monies Held in Trust By Participating Organisations of Bursa Malaysia Securities Berhad ("FRSIC Consensus 18") On 18 September 2012, the Malaysian Institute of Accountants ( MIA ) issued FRSIC Consensus 18 as a guidance to promote best practices in compliance with the highest standards in financial reporting. Section 111 of Capital Markets and Services Act, 2007 ( CMSA 2007 ) and Rule 405 of the Bursa Securities Rules requires TA Securities Holdings Berhad ("TASH") (being a participating organisation of Bursa Securities) to establish and keep to a minimum one trust account with a licensed financial institution. TASH shall pay into the said trust account all amounts, less any brokerage and other proper charges, received for or on account of a client for: (a) (b) the purchase of securities; and the sale of securities by a client that are yet to be paid to the client. TA Enterprise berhad Annual Report

60 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.30 Financial Reporting Standards Implementation Committee Consensus 18: Monies Held in Trust By Participating Organisations of Bursa Malaysia Securities Berhad ("FRSIC Consensus 18") (Cont'd.) In accordance with Section 113 of CMSA 2007, monies held in the trust account shall not be withdrawn, except for the following purposes: (a) (b) (c) payment to, or in accordance with the written instructions of the client; payment of brokerage and any other proper charges due from the client to the participating organisation; or other payments that is otherwise authorised by the law. Monies held in the trust account shall not be available for payment of debts of the participating organisation or be liable to be paid or taken in execution under an order or process of any court. The provisions contained in Section 113 of CMSA 2007 suggest that the rights of a participating organisation over trust monies do not exist and a participating organisation is prohibited to utilise the monies either for its own economic benefits or settlement of its own liability. The monies are also not available for distribution in the event the participating organisation is liquidated. As such, a participating organisation does not have any control over the trust monies to obtain the future economic benefits embodied in the trust monies. Although a participating organisation is required by CMSA 2007 and Bursa Securities Rules to maintain the trust account, it does not have any contractual or statutory obligation to its clients on the money deposited in the trust account that would result in an outflow of resources embodying economic benefits from the participating organisation. However, a liability will be recognised in the event of a loss of the trust monies which would result in the payment of any compensation by the participating organisations to the client. The Implementation Committee therefore opined that the recognition of the trust monies as part of the participating organisation s assets with corresponding liabilities is inappropriate from the context of FRS. The trust monies maintained by the Group amounting to RM196,128,193 (2014: RM184,393,235) have been excluded accordingly. 108 TA Enterprise berhad Annual Report 2015

61 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.31 Significant accounting estimates and judgements (a) Critical judgements made in applying accounting policies The following are the judgements made by management in the process of applying the Group s accounting policies that have the most significant effect on the amounts recognised in the financial statements. The judgements are made based on historical knowledge and best available current information. (i) Classification between investment properties and property, plant and equipment The Group has developed certain criteria based on FRS 140 Investment Property in making judgement whether a property qualifies as an investment property. Investment property is a property held to earn rentals or for capital appreciation or both. Therefore, an investment property generates cash flows largely independently of the other assets held by an entity. This distinguishes investment property from owner-occupied property. The production or supply of goods or services (or the use of property for administrative purposes) generates cash flows that are attributable not only to property, but also to other assets used in the production or supply process. FRS 116 Property, Plant and Equipment applies to owner-occupied property. 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 would account 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. (ii) Valuation of investment properties In estimating fair value of investment properties, the Group uses market observable data to the extent it is available. Information about the valuation techniques and inputs used in determining the fair value of investment properties are disclosed in Note 4. TA Enterprise berhad Annual Report

62 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.31 Significant accounting estimates and judgements (Cont'd.) (a) Critical judgements made in applying accounting policies (Cont'd.) (iii) Classification of financial instruments The Group and the Company exercise judgment in classifying a financial instrument, or its component parts, on initial recognition as either a financial asset, a financial liability or an equity instrument in accordance with the substance of the contractual arrangement and the definition of a financial asset, a financial liability or an equity instrument. The substance of a financial instrument, rather than its legal form, governs its classification in the statement of financial position. The Group and the Company s financial assets and liabilities are disclosed in Note 2.9 and (iv) Impairment of available-for-sale investments The Group and the Company review its available-for-sale investments at each reporting date to assess whether they are impaired. The Group and the Company also record impairment losses on available-for-sale equity investments when there has been a significant or prolonged decline in the fair value below their cost. The determination of what is significant or prolonged requires judgement. In making this judgement, the Group evaluates, among other factors, historical share price movements and the duration and extent to which the fair value of an investment is less than its cost. (v) Joint arrangements The Group has classified three agreements as joint arrangement in accordance with the requirements of FRS 11. The classification of joint arrangement involves exercising of judgement of following key criteria: (a) Existence of a separate vehicle; (b) Legal form of separate vehicle in giving the parties rights to assets and liabilities; (c) Terms of contractual agreement in giving the parties rights to assets and liabilities; and (d) Other facts and circumstances in giving the parties rights to assets and liabilities. 110 TA Enterprise berhad Annual Report 2015

63 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.31 Significant accounting estimates and judgements (Cont'd.) (a) Critical judgements made in applying accounting policies (Cont'd.) (vi) Joint arrangements (Cont'd.) Joint ventures The West Georgia Project and Kuala Langat Project are structured via separate entities and provide the Group with the rights to the net assets of the entities under the arrangements. Therefore these entities are classified as joint ventures of the Group. The details of the joint ventures is as disclosed in Note 9. Joint operations The Group holds 65% of the equity interest in the Garden's project arrangement. However, the arrangement is not structured through a separate vehicle. Therefore, the arrangement is classified as a joint operation in accordance with policies set out in Note 2.8. Consequently, the Group is required to recognise its share of assets, liabilities, income and expenses on a line-by-line basis. (vii) Operating lease commitments - Group as a lessor The Group has entered into commercial property leases on its investment property portfolio. The Group has determined that it retains all the significant risks and rewards of ownership of these properties which are deemed to be leased out on operating leases. The disclosure about the Group as lessor under operating lease commitments is as disclosed in Note 32. (viii) Consolidation of entity in which the Group holds less than 50% The Group considers that it controls TA Asia Pacific REITs Income Fund even though the Group owns less than 50% of the total fund units. This is because the Group is the single largest unitholder of TA Asia Pacific REITs Income Fund with 27.42% interest. The remaining 72.58% of the units are widely held by many other shareholders, none of which individually hold more than 12% of the fund units. Since 30 October 2013, which is the date of purchase, there is no history of other unitholders collaborating to exercise their rights collectively. TA Enterprise berhad Annual Report

64 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.31 Significant accounting estimates and judgements (Cont'd.) (a) Critical judgements made in applying accounting policies (Cont'd.) (ix) Determination of functional currency The functional currency of the Company have been determined to be in RM. Based on the Company's evaluation, the RM is the currency that most faithfully represents the economic effects of the Group's and the Company's underlying transactions, events and conditions. (x) Derecognition of monies held in trust Based on the Group's assessment, although a participating organisation is required by CMSA 2007 and Bursa Securities Rules to maintain the trust account, it does not have any contractual or statutory obligation to its clients on the money deposited in the trust account that would result in an outflow of resources embodying economic benefits from the participating organisation. The Group therefore opined that the recognition of the trust monies as part of the participating organisation s assets with corresponding liabilities is inappropriate from the context of FRS. (xi) Recognition of trading rights as a result of Revamp of the Participantship Structure by Bursa Malaysia Derivatives Berhad Pursuant to the completion of the revamp of the Participantship Structure of Bursa Malaysia Derivatives Berhad ("BMDB") on 14 April 2014, the noncumulative "A" and "C" Preference Shares of BMDB held by the Group was cancelled via capital reduction exercise and a new non-transferable trading rights was created. The Group exercised its judgment in determining the value of the trading rights at initial recognition. The Group is at the opinion that the value of the trading rights is RM100,000 being the amount required to be paid by any trading participant to conduct its business as a Futures Broker dealing in derivatives. 112 TA Enterprise berhad Annual Report 2015

65 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.31 Significant accounting estimates and judgements (Cont'd.) (b) Key sources of estimation uncertainty The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below: (i) Useful lives of property, plant and Certain assets of the Group and the Company, e.g. renovation, computers, office equipment, electrical installations and motor vehicles may have a historical usage of more than their current estimate of useful economic lives. Nonetheless, the directors are of the opinion that the current estimates are reflective of the future expected usage in view of the likelihood of technology changes, depletion through regular usage, downward pressure on secondary market value of used assets, etc. (ii) Impairment of property, plant and equipment, investment properties, land held for property development, property development costs, land held for resale and properties held for resale The Group and the Company carried out the impairment test based on a variety of estimation for the purpose of determining the fair value and valuein-use of the property, plant and equipment, investment properties, land held for property development, property development cost, land held for resale and properties held for resale. Estimating the value-in-use requires the Group and the Company to make an estimate of the expected future cash flows from the asset and to choose a suitable discount rate in order to calculate the present value of those cash flows. Expected future cash flows are compared to the historical track record for reasonableness. Discount rate is based on the Group and the Company's average cost of fund. (iii) Property development The Group recognises property development revenue and expenses in profit or loss by using the percentage of completion method. The percentage of completion is determined by the proportion that property development costs incurred for work performed to date bear to the estimated total property development costs. TA Enterprise berhad Annual Report

66 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.31 Significant accounting estimates and judgements (Cont'd.) (b) Key sources of estimation uncertainty (Cont'd.) (iii) Property development (Cont'd.) Significant judgement is required in determining the percentage of completion, the extent of the property development costs incurred, the estimated total property development revenue and costs, as well as the recoverability of the development projects. In making the judgement, the Group evaluates based on past experience and by relying on the work of specialists. (iv) Deferred tax assets Deferred tax assets are recognised for all unused tax losses and unabsorbed capital allowances to the extent that it is probable that taxable profit will be available against which the losses and capital allowances can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and level of future taxable profits together with future tax planning strategies. Total amounts of recognised tax losses and capital allowances and unrecognised tax losses and capital allowances of the Group are disclosed in Note 16. (v) Impairment of loans and receivables The Group and the Company assess at each reporting date whether there is any objective evidence that a financial asset is impaired. To determine whether there is objective evidence of impairment, the Group and the Company consider factors such as the probability of insolvency or significant financial difficulties of the debtor and default or significant delay in payments. Where there is objective evidence of impairment, the amount and timing of future cash flows are estimated based on historical loss experience for assets with similar credit risk characteristics. 114 TA Enterprise berhad Annual Report 2015

67 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D.) 2.31 Significant accounting estimates and judgements (Cont'd.) (b) Key sources of estimation uncertainty (Cont'd.) (vi) 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 CGU to which goodwill is allocated. Estimating value-in-use amount requires management to make an estimate of the expected future cash flows from the CGU and to choose a suitable discount rate in order to calculate the present value of those cash flows. A detailed disclosure of the assessment of impairment of goodwill is in Note 6. TA Enterprise berhad Annual Report

68 3. PROPERTY, PLANT AND EQUIPMENT NOTES TO THE FINANCIAL STATEMENTS Furniture Office Group *Land and Lifts and and Motor equipment buildings renovations fittings vehicles and computers Total At 31 January 2015 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Cost At 1 February ,069, ,806 49,993 11, ,321 2,436,912 Effects of foreign exchange translation 3,610 (1,796) 656 (33) (3,410) (973) Additions 10,196 14,445 5, ,838 47,967 Write-offs - (8) (15) - (8) (31) Transferred to investment properties (Note 4) (14,178) (14,178) Disposals - (7,897) (491) (1,154) (5,121) (14,663) Reclassification - 5, (5,914) - Assets under disposal group (Note 27) - - (63) - (558) (621) At 31 January ,068, ,464 55,652 11, ,148 2,454,413 Accumulated Depreciation and Allowance for Impairment At 1 February ,056 96,152 35,082 6, , ,318 Effects of foreign exchange translation (19) (1,982) 469 (30) (2,198) (3,760) Depreciation for the financial year 39,841 1,450 6, ,136 60,507 Write-offs - (2) - - (8) (10) Transferred to investment properties (Note 4) (2,767) (2,767) Disposals - (389) (438) (818) (3,165) (4,810) Reclassification - 1,247 (1,247) - Assets under disposal group (Note 27) - - (63) - (544) (607) Capitalised in property development cost At 31 January ,111 96,476 41,195 6, , ,038 Net Carrying Amount At 31 January ,861,718 15,988 14,457 4,511 56,701 1,953, TA Enterprise berhad Annual Report 2015

69 3. PROPERTY, PLANT AND EQUIPMENT (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS Furniture Office Group *Land and Lifts and and Motor equipment buildings renovations fittings vehicles and computers Total At 31 January 2014 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Cost At 1 February 2013, as previously reported 2,338, ,823 46,174 10, ,268 2,703,765 Transferred to investment properties (Note 4) (186,117) (186,117) At 1 February 2013, as restated 2,152, ,823 46,174 10, ,268 2,517,648 Effects of foreign exchange translation (50,093) (5,392) 1,078 (13) (10,514) (64,934) Additions 21,052 7,578 3,053 1,351 14,090 47,124 Write-offs (181) (181) Transferred to investment properties (Note 4) (53,624) (3,203) (56,827) Disposals (25) - (724) (738) (4,431) (5,918) Reclassification (501) At 31 January 2014, as restated 2,069, ,806 49,993 11, ,321 2,436,912 TA Enterprise berhad Annual Report

70 3. PROPERTY, PLANT AND EQUIPMENT (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS Furniture Office Group (Cont'd.) *Land and Lifts and and Motor equipment buildings renovations fittings vehicles and computers Total At 31 January 2014 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Accumulated Depreciation and Allowance for Impairment At 1 February 2013, as previously reported 211, ,604 28,794 6, , ,696 Transferred to investment properties (Note 4) (78,454) (78,454) At 1 February 2013, as restated 132, ,604 28,794 6, , ,242 Effects of foreign exchange translation (7,495) (5,583) 761 (38) (6,211) (18,566) Depreciation for the financial year 44, ,389 1,023 13,318 66,457 Write-offs (171) (171) Disposals (25) - (696) (288) (2,403) (3,412) Reclassification (166) Capitalised in property development cost ,768 2,768 At 31 January ,056 96,152 35,082 6, , ,318 Net Carrying Amount At 31 January 2014, as restated 1,899,145 5,654 14,911 4,869 60,015 1,984, TA Enterprise berhad Annual Report 2015

71 3. PROPERTY, PLANT AND EQUIPMENT (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS Company Office Furniture equipment and Motor and Renovations fittings vehicles computers Total RM 000 RM 000 RM 000 RM 000 RM January 2015 Cost At 1 February ,479 2,512 2, ,889 Additions Disposals - - (410) - (410) At 31 January ,479 2,512 1,910 1,007 6,908 Accumulated Depreciation and Allowance for Impairment At 1 February ,459 2,491 1, ,684 Depreciation for the financial year Disposals - - (270) - (270) At 31 January ,461 2, ,691 Net Carrying Amount At 31 January ,217 TA Enterprise berhad Annual Report

72 3. PROPERTY, PLANT AND EQUIPMENT (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS Company (Cont'd.) Office Furniture equipment and Motor and Renovations fittings vehicles computers Total RM 000 RM 000 RM 000 RM 000 RM January 2014 Cost At 1 February ,479 2,512 2, ,796 Additions At 31 January ,479 2,512 2, ,889 Accumulated Depreciation and Allowance for Impairment At 1 February ,457 2, ,338 Depreciation for the financial year At 31 January ,459 2,491 1, ,684 Net Carrying Amount At 31 January , , TA Enterprise berhad Annual Report 2015

73 3. PROPERTY, PLANT AND EQUIPMENT (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS * Land and buildings comprise: Long term Freehold leasehold Buildings-inland land Buildings progress Total Group RM 000 RM 000 RM 000 RM 000 RM 000 At 31 January 2015 Cost At 1 February 2014, as restated 426, ,629 1,241,545 1,159 2,069,201 Additions 11-10,185-10,196 Reclassification (40,387) - 40, Transferred to investment properties (Note 4) 44 (8,921) (5,301) - (14,178) Effects of foreign exchange translation 12,665 3,787 (12,842) - 3,610 At 31 January , ,495 1,273,974 1,159 2,068,829 Accumulated Depreciation and Allowance for Impairment At 1 February , , ,056 Depreciation for the financial year - 4,677 35,164-39,841 Transferred to investment properties (Note 4) - (2,078) (689) - (2,767) Effects of foreign exchange translation (371) - (19) At 31 January , , ,111 Net Carrying Amount At 31 January , ,413 1,089,945 1,159 1,861,718 TA Enterprise berhad Annual Report

74 3. PROPERTY, PLANT AND EQUIPMENT (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS * Land and buildings comprise: Long term Freehold leasehold Buildings-inland land Buildings progress Total Group RM 000 RM 000 RM 000 RM 000 RM 000 At 31 January 2014 Cost At 1 February 2013, as previously reported 450, ,753 1,464,173 29,966 2,338,509 Transferred to investment properties (Note 4) (10,565) - (175,552) - (186,117) At 1 February 2013, as restated 440, ,753 1,288,621 29,966 2,152,392 Effects of foreign exchange translation (5,882) 5,876 (50,087) - (50,093) Additions - - 2,930 18,122 21,052 Transferred to investment properties (Note 4) (7,196) - - (46,428) (53,624) Disposal - - (25) - (25) Reclassification (106) (501) (501) At 31 January , ,629 1,241,545 1,159 2,069,201 Accumulated Depreciation and Allowance for Impairment At 1 February 2013, as previously reported - 15, , ,268 Transferred to investment properties (Note 4) - - (78,454) - (78,454) At 1 February 2013, as restated - 15, , ,814 Effects of foreign exchange translation (7,827) - (7,495) Depreciation for the financial year - 4,790 39,972-44,762 Disposal - - (25) - (25) At 31 January , , ,056 Net Carrying Amount At 31 January 2014, as restated 426, ,498 1,091,620 1,159 1,899, TA Enterprise berhad Annual Report 2015

75 3. PROPERTY, PLANT AND EQUIPMENT (CONT'D.) (a) The net carrying amount of certain freehold lands and buildings of certain trusts and a subsidiary pledged to financial institutions for credit facilities granted to the Group at the end of the financial year as disclosed in Note 17 (a)(iv), (b)(i), b(ii) and (d) are as follows: (b) Group RM 000 RM 000 Freehold land 99, ,549 Building 675, , , ,994 The net carrying amount of a leasehold land and building of a subsidiary pledged to a financial institution for credit facilities granted to another subsidiary at the end of the financial year as disclosed in Note 17 (c) are as follows: Group RM 000 RM 000 Leasehold land 351, ,100 Building 197, , , , INVESTMENT PROPERTIES Land Buildings Total Group RM 000 RM 000 RM 000 Cost At 31 January 2013, as previously reported 59, , ,245 Transferred from property, plant and equipment (Note 3) 10, , ,117 At 1 February 2013, as restated 70, , ,362 Additions Transferred from property, plant and equipment (Note 3) 7,196 49,631 56,827 Effects of foreign exchange translation (1,994) (7,936) (9,930) 75, , ,015 At 31 January 2014, as restated Additions 50,470 2,068 52,538 Transferred from property, plant and equipment (Note 3) 8,877 5,301 14,178 Effects of foreign exchange translation At 31 January 2015 (2,441) (9,652) (12,093) 132, , ,638 TA Enterprise berhad Annual Report

76 4. INVESTMENT PROPERTIES (CONT'D.) Group (Cont'd.) Land Buildings Total RM 000 RM 000 RM 000 Accumulated Depreciation and Impairment Loss At 31 January 2013, as previously reported - 117, ,793 Transferred from property, plant and equipment (Note 3) - 78,454 78,454 At 1 February 2013, as restated - 196, ,247 Depreciation for the financial year - 9,589 9,589 Effects of foreign exchange translation - (4,041) (4,041) At 31 January 2014, as restated - 201, ,795 Transferred from property, plant and equipment (Note 3) 2, ,767 Depreciation for the financial year - 9,068 9,068 Reclassification - (114) (114) Effects of foreign exchange translation - (5,058) (5,058) At 31 January , , ,458 Net Carrying Amount At 31 January 2013, as restated At 31 January 2014, as restated At 31 January , , ,115 75, , , , , ,180 Fair Value At 31 January 2014 At 31 January , , TA Enterprise berhad Annual Report 2015

77 4. INVESTMENT PROPERTIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS The titles of certain freehold buildings acquired by a wholly-owned subsidiary in previous financial years are in the midst of being transferred to that subsidiary's name pending the splitting of the master title deeds. The carrying amount of these buildings was RM6,980,298 ( : RM7,220,275 ). Properties pledged as security Certain freehold land and buildings with carrying amount of RM159,241,229 ( : RM168,624,735) located in Canada are pledged to financial institution for credit facilities as disclosed in Note 17 (a)(i), (ii) and (iii). Valuation of investment properties The indicative fair value of the largest investment property in Canada of C$187,690,000 or RM537,882,002 equivalent ( : C$184,605,000 or RM552,504,305 equivalent) was based on its Canada Property Assessment Notice. The carrying amount of this investment property was C$52,776,539 or RM151,247,005 equivalent ( : C$53,509,899 or RM160,149,774 equivalent). The indicative fair value of the three freehold residential properties in Canada of C$3,289,000 or RM9,425,616 equivalent ( : C$3,132,000 or RM9,373,763 equivalent) as at the reporting date was based on their Canada Property Assessment Notice. The carrying amount of these investment properties were C$2,789,526 or RM7,994,224 equivalent ( : C$2,831,688 or RM8,474,959 equivalent). The revenue generated from the investment properties in Canada was C$8,984,645 or RM26,511,890 equivalent (2014: C$8,335,235 or RM25,454,974 equivalent). The direct operating costs of the revenue generating investment properties in Canada were C$6,981,597 or RM20,601,296 equivalent (2014: C$6,998,086 or RM21,371,455 equivalent). The indicative fair value of the residential property in the Philippines of Peso9,000,000 or RM740,700 equivalent ( : Peso9,000,000 or RM664,200 equivalent) as at the reporting date was based on price research on similar property held for sale performed by licensed local property agent. The property was fully depreciated. No revenue was generated from the investment property in the Philipines (2014: Pesos327,360 or RM24,257), while the direct operating costs were Peso26,104 or RM1,945 equivalent (2014: Peso280,714 or RM20,801 equivalent). During the year, a leasehold land and building in Hong Kong that was held as property, plant and equipment was transferred to investment properties as it was decided that the properties would be leased to third parties. The indicative value of these properties of HK$87,372,000 or RM40,890,096 equivalent as at the reporting date were based on the recent offer price by willing buyers in exchange for the properties on arm's length basis. The carrying amount of these properties were HK$18,634,487 or RM8,720,940 equivalent. TA Enterprise berhad Annual Report

78 4. INVESTMENT PROPERTIES (CONT'D.) Valuation of investment properties (Cont'd.) Included in investment properties in Malaysia were certain freehold land and buildings which were classified as investment properties as it was decided that the properties would be leased to third parties. The indicative fair value of these properties of RM403,842,000 ( : 403,842,000) as at reporting date were based on price research on similar properties held for sale. The carrying amount of these properties was RM239,019,246 ( : RM245,694,231). Another freehold land was acquired during the year amounting to RM50,469,886. The indicative fair value of this investment property in Malaysia is RM55,085,673 as at the reporting date was based on recent price research on similar properties held for sale as per the Property Market Report. Three freehold land and buildings in Malaysia were classified as investment properties with a carrying amount of RM7,594,363 ( : RM7,854,309). The indicative fair value of these properties of RM34,380,731 (2014: RM36,716,236) in Malaysia as at the reporting date was based on price research on Property Market Report. The revenue generated from and direct operating costs of the investment properties in Malaysia are RM18,578,060 (2014: RM16,614,493) and RM10,190,132 (2014: RM6,536,684) respectively. The surplus of fair value over carrying amount for all investment properties were not recognised in the financial statements as the Group adopts the historical cost basis in accounting for its investment properties. 5. LAND HELD FOR PROPERTY DEVELOPMENT AND PROPERTY DEVELOPMENT COSTS Group RM 000 RM 000 (a) Land Held for Property Development Cost of land purchased At beginning of financial year 388, ,458 Acquisition of subsidiary 317,584 - Effects of foreign exchange translation (18,194) - At end of financial year 687, ,458 Development costs * At beginning of financial year Additions Effects of foreign exchange translation At end of financial year 29,582 28,232 14,328 1,350 (303) - 43,607 29, TA Enterprise berhad Annual Report 2015

79 5. LAND HELD FOR PROPERTY DEVELOPMENT AND PROPERTY DEVELOPMENT COSTS (CONT'D.) (a) Land Held for Property Development (cont'd) Allowance for impairment losses ^ At beginning/end of financial year Carrying amount at 31 January Group RM 000 RM 000 (2,914) (2,914) 728, ,126 * ^ The capitalised development costs on land held for development comprise mainly the costs incurred in the preparation and submission of development plans that are not considered significant relative to the total estimated property development costs of the land held for property development. The development costs were recognised since the Group has demonstrated the technical feasibility of completing the asset. The allowance for impairment loss of RM2,913,820 provided in prior years was based on an external professional valuation dated 30 June 2008 and was in relation to a 137,486 square feet of freehold land with residential development potential, that was purchased during the financial year ended 31 January 2008 for RM14,800,000. (b) Property Development Costs Freehold land Group RM 000 RM 000 At beginning of financial year 23,756 41,038 Reversal of completed projects (13,371) (16,734) Acquisition of subsidiary 161,430 - Additions 7,237 - Completed unsold units transferred to properties held for resale - (548) Effects of foreign exchange translation (9,663) - At end of financial year 169,389 23,756 Development costs At beginning of financial year 253, ,161 Costs incurred during the financial year 85, ,531 Reversal of completed projects (221,725) (68,602) Completed unsold units transferred to properties held for sale (47,679) (2,477) Effects of foreign exchange translation (6,158) (5,825) At end of financial year 63, ,788 TA Enterprise berhad Annual Report

80 5. LAND HELD FOR PROPERTY DEVELOPMENT AND PROPERTY DEVELOPMENT COSTS (CONT'D.) (b) Property Development Costs (cont'd.) Group RM 000 RM 000 Cumulative costs recognised in income statement At beginning of financial year (80,601) (98,045) Recognised during the year (154,495) (67,892) Reversal of completed units 235,096 85,336 At end of financial year - (80,601) Accumulated impairment losses At 1 February/31 January (1,000) (1,000) Property development costs at At end of financial year 231, , TA Enterprise berhad Annual Report 2015

81 6. INTANGIBLE ASSETS NOTES TO THE FINANCIAL STATEMENTS Land use Purchased Trading rights rights goodwill Software Total Group RM'000 RM'000 RM'000 RM'000 RM'000 At 31 January 2015 Cost At 31 January , ,829 3, ,401 Additions Acquisition of a subsidiary [Note 7(iv)] ,159-64,159 Effect of foreign exchange translation , ,562 At 31 January , ,054 4, ,086 Accumulated amortisation and impairment loss At 31 January ,690 3,459 23,090 Amortisation for the financial year (Note 25) Effect of foreign exchange translation At 31 January ,093 18,690 3,673 23,623 Net carrying amount At 31 January , , ,463 TA Enterprise berhad Annual Report

82 6. INTANGIBLE ASSETS (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS Land use Purchased Trading rights rights goodwill Software Total Group RM'000 RM'000 RM'000 RM'000 RM'000 At 31 January 2014 Cost At 1 February , ,213 3, ,930 Additions Effect of foreign exchange translation (11,384) (1) (10,541) At 31 January , ,829 3, ,401 Accumulated amortisation and impairment loss At 1 February ,898 3,525 Amortisation for the financial year (Note 25) Capitalised in construction costs Impairment loss (Note 25) ,794-18,794 Effect of foreign exchange translation - 64 (104) 1 (39) At 31 January ,690 3,459 23,090 Net carrying amount At 31 January , , , TA Enterprise berhad Annual Report 2015

83 6. INTANGIBLE ASSETS (CONT'D.) Software NOTES TO THE FINANCIAL STATEMENTS Company RM 000 RM 000 Cost At beginning of the year Additions 40 1 At end of the year Accumulated amortisation At beginning of the year Amortisation for the year (Note 25) At end of the year Net carrying amount At 31 January 2015/ The carrying amounts of purchased goodwill are as follows: Group RM'000 RM'000 CGU Hotel properties Westin Melbourne, Australia 150, ,473 Swissotel, Singapore 115, ,860 Movenpick Karon Beach Resort, Thailand 6,816 6,806 Mixed development project Little Bay, Australia 70, , ,139 The purchased goodwill of RM64,158,736 (2014: Nil) is in relation to the acquisition of TA Little Bay Pty. Limited [formerly knowns as CHOF5 Little Bay Pty Limited ("LBPL")] as detailed in Note 7(iv). Impairment test for purchased goodwill The Group carried out a review of the recoverable amount of its purchased goodwill annually based on the assumptions assessed by management for the hotel properties in Australia, Singapore and Thailand. No impairment assessment is done for the mixed development project since the goodwill is still provisional as at 31 January TA Enterprise berhad Annual Report

84 6. INTANGIBLE ASSETS (CONT'D.) Impairment test for purchased goodwill (Cont'd.) During the year, the recoverable amounts of the CGUs have been determined based on fair value less cost to sell method for Swissotel, Singapore and Westin Melbourne, Australia; and value-in-use calculations using profit and cash flow projections from financial budgets approved by management covering a five-year period for Movenpick Karon Beach Resort, Thailand. In the financial year ended 31 January 2014, value-in-use calculations were used for all the impairment assessment of goodwill related to the hotel properties. As at 31 January 2015, the fair value less cost to sell of the following hotels are based on valuations performed by accredited independent valuers. Impairment assessment using fair value less cost to sell Hotel Westin Melbourne, Australia Swissotel, Singapore Impairment assessment using value-in-use Fair value RM' ,686 1,274,847 Valuation techniques used by independent valuer (i) Capitalisation (ii) Discounted cash flow (iii) Sales comparison (i) Discounted cash flow (ii) Sales comparison The pre-tax discount rate applied to the cash flow projections and the terminal yield used to extrapolate cash flows beyond the five-year period are as follows: Pre-tax discount rate Terminal yield % % % % CGU Westin Melbourne, Australia * 7.7 * 5.5 Swissotel, Singapore * 6.6 * 4.9 Movenpick Karon Beach Resort, Thailand * No comparative information as the Group is using fair value less cost to sell in financial year ended 31 January TA Enterprise berhad Annual Report 2015

85 6. INTANGIBLE ASSETS (CONT'D.) Impairment test for purchased goodwill (Cont'd.) NOTES TO THE FINANCIAL STATEMENTS The key performance indicators underlying the discounted cash flows are as below: Impairment assessment using value-in-use Westin Melbourne, Australia Average Revenue per room available Financial year under review Occupancy rate room % A$ A$ January January January January January Swissotel, Singapore Average Revenue per room available Financial year under review Occupancy rate room % S$ S$ January January January January January The key performance indicators underlying the discounted cash flows are as follows: Movenpick Karon Beach Resort, Thailand Average Revenue per room available Financial year under review Occupancy rate room % THB THB January ,786 3, January ,651 3, January ,651 3, January ,651 3, January ,651 3,442 TA Enterprise berhad Annual Report

86 6. INTANGIBLE ASSETS (CONT'D.) Impairment test for purchased goodwill (Cont'd.) The key performance indicators underlying the discounted cash flows are as below (cont'd.): Movenpick Karon Beach Resort, Thailand (Cont'd.) Average Revenue per room available Financial year under review Occupancy rate room % THB THB January ,619 3, January ,651 3, January ,790 3, January ,934 3, January ,082 3,949 The calculations of value-in-use for the CGUs are most sensitive to the following assumptions: (i) Occupancy rates are estimated based on the average percentages achieved by the hotels in their track records, comparison to occupancy rates of comparable hotels in the vicinity and other comparable locations and management's outlook for the hotel and tourism market in the future periods. (ii) (iii) (iv) (v) Average room rate and Revenue per available room are estimated based on the average rate achieved by the hotels in their track record and comparison to prevailing room rates of comparable hotels in the vicinity and other comparable locations. Terminal yield - Terminal yield is estimated based on the professional valuer's interview with investors, their knowledge of the local hotel market including comparison to market expectations for yields from hotel properties. Discount rate is estimated based on market evidence and investors' expectations known to the professional valuer, returns from other forms of investments, etc. With regard to the assessment of value-in-use, management believes that there is unlikely to be any reasonably possible change in the above key assumptions that would cause the carrying value to materially deviate from its recoverable amount. Impairment loss recognised In the previous financial year, goodwill from acquisition of a hotel business in Kunshan China was fully impaired. 134 TA Enterprise berhad Annual Report 2015

87 6. INTANGIBLE ASSETS (CONT'D.) Land use rights NOTES TO THE FINANCIAL STATEMENTS The Group has land use rights over a piece of state-owned land in the People's Republic of China ("PRC") where Swissotel Kunshan, the Group's hotel building is located. The land use rights are transferable and have a remaining tenure of 29 years (2014: 30 years). The net carrying amount of land use rights and building of a subsidiary pledged to a financial institution for credit facilities granted to a subsidiary at the end of the financial year as disclosed in Note 17(d) are as follows: Group RM'000 RM'000 Group Land use rights 8,207 8,071 A building (classified as property, plant and equipment) 173, , , , INVESTMENT IN SUBSIDIARIES Company RM 000 RM 000 At cost Quoted shares in Malaysia 1,601,167 1,601,167 Unquoted shares in Malaysia 683, ,096 Quoted unit trust fund in Malaysia 2,122 2,000 2,286,789 2,222,263 Accumulated impairment losses (54,683) (52,723) 2,232,106 2,169,540 Provision for financial guarantee 9,202 6,674 2,241,308 2,176,214 Fair value of investment in subsidiaries for which there is published price quotation: Quoted shares in Malaysia 1,040, ,700 Quoted unit trust fund in Malaysia 2,222 1,963 1,042, ,663 Impairment losses were provided for based on the excess of the cost of investment over the present value of future cash flows of the subsidiaries and unit trust funds. TA Enterprise berhad Annual Report

88 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (a) Details of the Company's subsidiaries and unit trust fund: Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities TA Centre Berhad Malaysia Investment holding TA Securities Holdings Berhad Malaysia Licensed stockbroker and dealer in securities [Note 7(vi)] TA Nominees (Tempatan) Sdn. Bhd. Malaysia Nominee services ** TA Nominees (Asing) Sdn. Bhd. Malaysia Nominee services TASEC Nominees (Tempatan) Sdn. Bhd. Malaysia Nominee services TASEC Nominees (Asing) Sdn. Bhd. Malaysia Nominee services TA Investment Management Berhad Malaysia Licensed fund manager managing unit trust and private funds ** TA Muamalah Nominees (Tempatan) Malaysia Nominee services for Islamic broking Sdn. Bhd. TA Restaurant and Café Sdn. Bhd. Malaysia Food and beverages 136 TA Enterprise berhad Annual Report 2015

89 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (a) Details of the Company's subsidiaries and unit trust fund (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities ** TA Asset Management Sdn. Bhd. Malaysia Share investment (formerly dormant and ceased operations as a licensed fund management company) ** TA Nominees Sdn. Bhd Malaysia Property investment [Note 7(ix)] TA Capital Sdn. Bhd. Malaysia Money lending ** TA F&B Services Sdn. Bhd. Malaysia Food and beverages (formerly commodities (formerly known as TA Commodities trading) Sdn. Bhd.) TA Futures Sdn. Bhd. Malaysia Licensed futures and options broking TA International Sdn. Bhd. Malaysia Investment holding and management services [Note 7(xi), (xii), (xiii), (xiv), (xv)] Total Ingenious Sdn. Bhd. Malaysia Investment holding [Note 7(vii), (xvi)] TA Enterprise berhad Annual Report

90 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (a) Details of the Company's subsidiaries and unit trust fund (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities l Winner Star Group Limited Hong Kong Dormant **# TA Securities (HK) Limited Hong Kong Ceased operation (formerly stockbroker and [Note 34 (f)] dealer in securities) ** TA International Investment Limited Hong Kong Investment holding ** Ace Fit International Limited Hong Kong Property investment ** TA Ace Fit Investment The People's Property management Management (Kunming) Co. Ltd. Republic of China ** TA Financial Services Pty. Ltd. Australia Investment holding ** TA Ausfinance Limited Australia Share investment 138 TA Enterprise berhad Annual Report 2015

91 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (a) Details of the Company's subsidiaries and unit trust fund (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities TA Antarabangsa Limited The British Investment holding Virgin Islands TA Investment Holdings The Republic Under voluntary liquidation (formerly South Africa Limited of South investment holding) [Note 7(xviii)] Africa TA Antarabangsa Finance The Republic Under voluntary liquidation (formerly dormant South Africa Limited of South and ceased operations as licensed bank [Note 7(xviii)] Africa pursuant to its deregistration on 5 April 2002) TA Development Lanka (Pvt) Ltd. Sri Lanka Dormant [Note 7(xix)] Indian Ocean Lanka (Pvt) Limit Sri Lanka Investment holding [Note 7(xix)] *** Philippine TA Securities, Inc. The Republic Under voluntary suspension (formerly of the stockbroker and dealer in securities) Philippines TA Enterprise berhad Annual Report

92 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (a) Details of the Company's subsidiaries and unit trust fund (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by the Group non-controlling interests Name of subsidiaries Principal activities ** Flamingo Projects Sdn. Bhd. Malaysia Property investment TA Global Berhad [Note 7(xxi)] Malaysia Investment holding In addition, an unit trust fund's financial statement has been consolidated into the Group s financial statements as follows:- Name of Trust Country of inception % of ownership interest % of ownership interest held by held by the Group non-controlling interests TA Asia Pacific REITs Income Fund Malaysia [Note 2.31a (viii)] 140 TA Enterprise berhad Annual Report 2015

93 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (b) Details of the subsidiary companies and trusts of TA Global: Country of incorporation % of ownership % of ownership interest held by interest held by the Group non-controlling interests Name of subsidiaries Principal activities Menara TA Sdn. Bhd. Malaysia Property investment TA Properties Sdn. Bhd. Malaysia Investment holding, property development, property management services and provision of funding facilities to its subsidiaries ** TA Ventures Sdn. Bhd. Malaysia Dormant ** Beta Vector Sdn. Bhd. Malaysia Property investment and development ** Ample Era Sdn. Bhd. Malaysia Property investment and development ** Ample Equities Sdn. Bhd. Malaysia Property investment and development ** Peramah Setia (M) Sdn. Bhd. Malaysia Dormant Orchard Park Sdn. Bhd. Malaysia Property investment and development ** Pure Factor Sdn. Bhd. Malaysia Property investment and development TA Enterprise berhad Annual Report

94 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (b) Details of the subsidiary companies and trusts of TA Global (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities ** Ativo Plaza Sdn. Bhd. Malaysia Property investment and development ** Factor Synergy Sdn. Bhd. Malaysia Property investment and development ** TA Project Management Sdn. Bhd. Malaysia Project management ** ^ Binaprestij Maju Sdn. Bhd. Malaysia General construction (inactive) [Note 7(i)(b)] ** TA Binaprestij Sdn. Bhd. Malaysia General construction TA First Credit Sdn. Bhd. Malaysia Property investment, development and money lending (ceased from 5 October 2012) ** TA Property Management Sdn. Bhd. Malaysia Property management Cosmic Legion Sdn. Bhd. Malaysia Investment holding Sanjung Padu (M) Sdn. Bhd. Malaysia Property investment Parallel Legion Sdn. Bhd. Malaysia Investment holding 142 TA Enterprise berhad Annual Report 2015

95 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (b) Details of the subsidiary companies and trusts of TA Global (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities Fine Legion Sdn. Bhd. Malaysia Investment holding ** ERF Properties Sdn. Bhd. Malaysia Investment holding ** TA Meriah (M) Sdn. Bhd. Malaysia Property investment and development ** Star Winners Sdn. Bhd. Malaysia Property investment and development ** TA Team Stars Sdn. Bhd. Malaysia Property investment and development ** Idaman Parkland Sdn. Bhd. Malaysia Property investment and development ** TA Gemilang Trading Sdn. Bhd. Malaysia Trading in building materials and investment holding TA Ascents (M) Sdn. Bhd. Malaysia Investment holding Astra Dinamik Sdn. Bhd. Malaysia Property investment and development Indo Aman Bina Sdn. Bhd. Malaysia Property investment and development Raintree Amalgamated Sdn. Bhd. Malaysia Investment holding TA Enterprise berhad Annual Report

96 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (b) Details of the subsidiary companies and trusts of TA Global (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities Swiss Liberty Sdn. Bhd. Malaysia Investment holding Crystal Caliber Sdn. Bhd. Malaysia Investment holding ** Golden Artistic Sdn. Bhd. Malaysia Investment holding ** Harmony Sanctuary Sdn. Bhd. Malaysia Property development and investment holding Crystal Ingenious Sdn. Bhd. Malaysia General trading, investment and property development ** Metro Ingenious Sdn. Bhd. Malaysia General trading, investment and property development ** TFC Nominees (Asing) Sdn. Bhd. Malaysia Dormant [Note 7(i)(a)] ** Wales House Nominees Pty. Ltd. Australia Trusteeship ** Ascents Hotel Pty. Ltd. Australia Hotel management services 144 TA Enterprise berhad Annual Report 2015

97 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (b) Details of the subsidiary companies and trusts of TA Global (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities ** TA Covenant Pty. Ltd. Australia Trusteeship ** Wales House Hotel Ltd. Australia Hotel management services ** TA Global Development Pty. Ltd. Australia Project management services ** TA Little Bay Pty. Limited Australia Property development [Note 7(iv)] TA Property Development The Republic Dormant (Philippines), Inc. of the Philippines TA Centre (Proprietary) Ltd. The Republic Under voluntary liquidation (formerly [Note 7(xvii)] of South dormant) Africa ** TA Properties (Canada) Ltd. Canada Bare trustee ** TA Management Ltd. Canada Management services ** TA Development One (Canada) Ltd. Canada Trusteeship TA Enterprise berhad Annual Report

98 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (b) Details of the subsidiary companies and trusts of TA Global (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities ** Aava Whistler Holdings Ltd. Canada Dormant [Note 7(iii)] ** Aava Whistler Hotel Ltd. Canada Hotel management services ** No.205 Cathedral Ventures Ltd. Canada Bare trustee ** TA Canada Holdings Ltd. Canada Investment holding ** TA West Georgia Developments Ltd. Canada Property development ** TA Hotel GP Ltd. [Note 7(v)] Canada Hotel partnership ** Quayside Gem Ltd. Mauritius Investment holding ** Quaywest Ltd. Mauritius Investment Merchant Quay Pte. Ltd. Singapore Dormant (currently under voluntary liquidation) 146 TA Enterprise berhad Annual Report 2015

99 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (b) Details of the subsidiary companies and trusts of TA Global (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities l Merchant Court Pte. Ltd. Singapore Hotel management services l TA Global Trust Pte. Ltd. Singapore Investment holding ** TA Global Kunshan Ltd. Cayman Investment holding Island TAG 194, Ltd. Cayman Investment holding Island TAG 195, Ltd. Cayman Investment holding Island TA Antarabangsa Development Ltd. The British Beneficiary of a trust and provision of funding Virgin Islands facilities ** Shanghai Global Hotel Group Ltd. The British Investment holding Virgin Islands ** Sino Dragon Asset Ltd. The British Investment holding Virgin Islands TA Enterprise berhad Annual Report

100 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (b) Details of the subsidiary companies and trusts of TA Global (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities TA Global Phuket Ltd. The British Investment holding Virgin Islands Accord Delta Investments Ltd. The British Investment holding Virgin Islands Data Choice Investments Ltd. The British Investment holding Virgin Islands Grand Classic Investments Ltd. The British Investment holding Virgin Islands Triumph Time Investments Ltd. The British Investment holding Virgin Islands Able Global Investments Ltd. The British Investment holding Virgin Islands St. Lukes Holdings Ltd. The British Investment holding Virgin Islands 148 TA Enterprise berhad Annual Report 2015

101 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (b) Details of the subsidiary companies and trusts of TA Global (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities Ecovision Investments Ltd. The British Investment holding Virgin Islands Summit Results Ltd. The British Investment holding Virgin Islands Mistletoe Holdings Ltd. The British Investment holding Virgin Islands l Kunshan Mamlaka Hotel The People's Hotel management services Co., Ltd Republic of China ** Siam Resorts Fund Thailand Closed-end property and loan fund ** TA Global (Thailand) Ltd. Thailand Investment holding ** Siam Recovery Holdings Thailand Investment holding Company Ltd. ** Siam Resorts Company Ltd. Thailand Hotel and residential apartment operations TA Enterprise berhad Annual Report

102 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (b) Details of the subsidiary companies and trusts of TA Global (Cont'd.): Country of incorporation % of ownership % of ownership interest held by interest held by non-controlling interests Name of subsidiaries the Group Principal activities ** Maxfine International Limited Hong Kong Investment holding [Note 7(ii)] In addition, some entities within the Group are the beneficiaries of the following trusts where the trusts financial statements have been consolidated into the Group s financial statements: Name of Trust Country of inception % of ownership interest held by the Group % of ownership interest held by non-controlling interests ** TA Properties (Canada) Trust Antigua ** Aava (Canada) Trust Barbados ** Wales House Trust Australia ** Ascents Trust Australia TA Enterprise berhad Annual Report 2015

103 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS ** Audited by firms other than Ernst & Young. l Audited by member firms of Ernst & Young in the respective countries. * This subsidiary filed for dissolution of company with the Bureau of Internal Revenue of Philippines in year This subsidiary commenced member's voluntary winding up in the previous financial years. # This subsidiary ceased operation as stockbroker and dealer in securities during the financial year. ^ In the previous financial year, although the Company did not own more than 50% of the equity shares of Binaprestij Maju Sdn. Bhd., and consequently it did not control more than half of the voting power of these shares, but it has a power to cast the majority votes at meetings of the Board of Directors. Since Binaprestij Maju Sdn. Bhd. is controlled by the Company, it is then consolidated in the financial statements of the Group. The financial year end of Kunshan Mamlaka Hotel Co., Ltd. is 31 December which is not co-terminous with that of the Group. The difference in the accounting period has no material impact to the Group. TA Enterprise berhad Annual Report

104 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) (i) Acquisition of non-controlling interests (a) (b) On 17 February 2014, the Group announced that TA First Credit Sdn. Bhd. ( TAFC ), a wholly-owned subsidiary of TA Global Bhd. ("TA Global") has acquired an additional 1 ordinary share of RM1.00 each representing additional 50% equity interest in TFC Nominees (Asing) Sdn. Bhd. ( TFC Nominees ) for a total consideration of RM1.00. Pursuant to the acquisition, TFC Nominees became a wholly-owned subsidiary of TAFC. On 17 February 2014, the Group announced that TA Properties Sdn. Bhd. ("TAP ), a wholly-owned subsidiary of TA Global, has acquired an additional 490,000 ordinary shares of RM1.00 each representing additional 49% equity interest in Binaprestij Maju Sdn. Bhd. ( Binaprestij ) for a total consideration of RM1.00. Pursuant to the acquisition, Binaprestij became a wholly-owned subsidiary of TAP. (ii) Acquisition of Maxfine International Limited ("Maxfine") On 7 March 2014, the Group announced that ERF Properties Sdn. Bhd., a wholly-owned subsidiary of Cosmic Legion Sdn. Bhd. has acquired 1 share of HK$1.00 each representing 100% equity interest in Maxfine, for a total consideration of HK$1.00. As Maxfine is inactive, it does not have material financial and operational effect to the Group. (iii) Dissolution of Aava Whistler Holdings Ltd. On 15 May 2014, the Group announced that Aava Whistler Holdings Ltd., a whollyowned subsidiary of TA Global which was incorporated in Canada, had been dissolved. As Aava Whistler Holdings Ltd. is inactive, its dissolution does not have material financial and operational effect to the Group. 152 TA Enterprise berhad Annual Report 2015

105 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (iv) Acquisition of TA Little Bay Pty. Limited [formerly knowns as CHOF5 Little Bay Pty Limited ("LBPL")] On 30 May 2014, the Group announced that: (a) Crystal Ingenious Sdn. Bhd. ( CISB ), the wholly-owned subsidiary of TA Global has acquired 100% of the issued shares of TA Little Bay Pty. Limited comprising of 100 ordinary shares for a total consideration of A$3.00. This takes into account all liabilities of TA Little Bay Pty. Limited in respect of the following: (i) (ii) The repayment of the principal amount of A$77.6 million owing by TA Little Bay Pty. Limited to Westpac Banking Corporation ( Westpac ) under the Westpac Note Facility Deed dated 12 April 2011 as amended from time to time between TA Little Bay Pty. Limited, Westpac, CHOF5 Little Bay Finance Pty Limited, CHOF5 and Charter Hall Holdings Pty Ltd ( CHH ); The refund of A$7.7 million to CHOF5 being CHOF5 s voluntary prepayment to Westpac in October 2012; (iii) (iv) TA Antarabangsa Development Ltd ( TAADL ) Mezzanine Loan of A$72.0mil; and CHOF5's existing Mezzanine Loan of A$72.0 million granted to LBPL under the Mezzanine Loan Agreement dated 18 October 2010 between CHOF5 and TA Little Bay Pty. Limited ("CHOF5 Mezzanine Loan") for the provision of debt funding required by LBPL for the development of the Little Bay Cove Residential Project in Sydney, Australia ("the Project"). (b) (c) (d) CISB has purchased the CHOF5 Mezzanine Loan from CHOF5 for a total consideration of A$10.9 million. CHOF5 has novated to CISB all its rights under the CHOF5 Mezzanine Loan and a Deed of Charge dated 20 December 2010 between LBPL and CHOF5. The CHOF5 Mezzanine Loan and TAADL Mezzanine Loan structure will continue to be in place following completion of the acquisition. CHH has novated to TA Global Development Pty Ltd ( TAGDPL ) CHH's interests under the Development Management Agreement dated 18 October 2010 between TAGDPL, CHH and LBPL for the provision of services by TAGDPL and CHH to LBPL relating to the development of the Project. TA Enterprise berhad Annual Report

106 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) (iv) Acquisition of TA Little Bay Pty. Limited [formerly knowns as CHOF5 Little Bay Pty Limited ("LBPL")] (Cont'd.) LBPL (A.C.N ) was incorporated on 4 June 2007 as a proprietary company limited in Victoria, Australia under the Corporations Act Its issued and paid-up share capital comprises 100 ordinary shares of A$0.02 each. LBPL is the registered proprietor and beneficial owner of the Little Bay project land located at Anzac Parade, Little Bay, New South Wales ( the Property ). LBPL was incorporated to hold and develop the Property and its related activities. Pursuant to the completion of acquisition, LBPL became a wholly-owned subsidiary of CISB and TA Global Group. On 30 May 2014, the name of LBPL was simultaneously changed to TA Little Bay Pty. Limited. The Group has obtained the approval from Foreign Investment Review Board for the aforesaid acquisition. The acquisition had contributed the following results to the Group: Revenue Loss for the financial year 2015 RM 000 6,475 (29,060) The assets and liabilities arising from the acquisitions were as follows: Provisional fair value recognised on acquisition RM 000 Acquiree's carrying amount RM 000 Development properties Other receivables Short term funds 479, , ,194 11, , ,727 Trade and other payables 25,476 25,476 Borrowings 236, ,672 Deferred tax liability 44, , ,148 Net assets Total cost of acquisition* Purchased goodwill (Note 6) 183, ,744 64,159 * Out of RM247.7 million cost of acquisition, only RM32.6 million is settled by cash. 154 TA Enterprise berhad Annual Report 2015

107 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (iv) Acquisition of TA Little Bay Pty. Limited [formerly knowns as CHOF5 Little Bay Pty Limited ("LBPL")] (Cont'd.) The net cash flow on acquisition is as follows: Purchase consideration satisfied by cash Less: Cash and cash equivalents of subsidiaries acquired RM ,610 (11,194) 21,416 The acquisition of the assets and liabilities were accounted on a provisional basis, due to the determination of the fair value of assets acquired is still on-going. Since the accounting for the acquisition is not complete, FRS 3 Business Combinations (revised) allows the Group to make adjustments to Purchase Price Allocation ("PPA"), fair value adjustments to the assets and liabilities of the subsidiaries and allocation of goodwill to specific Cash Generating Unit within 12 months from the date of acquisition. The Group should recognise any adjustment on these provisional value upon completion of the PPA within 12 months from the acquisition date. (v) Incorporation of General Partner and Formation of Limited Partnership On 17 September 2014, the Group announced that pursuant to the proposed acquisition of the Trump International Hotel, 1151 West Georgia, Vancouver, B.C. by Maxfine from West Georgia Development Limited Partnership as detailed in Note 34(h)(i), a General Partner has been incorporated and a Limited Partnership has been formed, as follows:- Incorporation of TA Hotel GP Ltd. On 15 September 2014, TA Hotel GP Ltd. (the General Partner ) was incorporated under the Business Corporations Act of British Columbia. The principal activity of TA Hotel GP Ltd. is to operate the Trump Hotel partnership business under the name of TA Hotel Management Limited Partnership ("TAHLP" or "Partnership"). The shareholder of TA Hotel GP Ltd. is TA Management Ltd. ("TAML"), a whollyowned subsidiary of TA Global. The current issued and paid-up capital of TA Hotel GP Ltd. is C$1.00 divided into one (1) common share of C$1.00 each issued to TAML. TA Enterprise berhad Annual Report

108 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) (v) Incorporation of General Partner and Formation of Limited Partnership (Cont'd.) Formation of Limited Partnerhip - TA Hotel Management Limited Partnership On 15 September 2014, TA Hotel GP Ltd. and TAML had formed a Limited Partnership under the name of TAHLP pursuant to the laws of the Province of British Columbia and the Partnership Act of British Columbia. The units in TAHLP have been issued as follows: (a) (b) 100 Class A Units to TAML at C$1.00 per unit; and 1 Class B Units to TA Hotel GP Ltd. At C$1.00 per unit. (vi) Additional investment in TA Investment Management Bhd. ("TA Investment Management") On 30 October 2014, TA Securities Holdings Berhad, a wholly-owned subsidiary of the Company subscribed for 1,000 non-cumulative redeemable preference shares of RM1.00 at a premium of RM each of TA Investment Management, for a total cash consideration of RM1,000,000. (vii) Acquisition of Total Ingenious Sdn. Bhd. ("Total Ingenious") On 31 October 2014, the Company acquired 2 ordinary shares representing 100% equity interest in Total Ingenious for a total cash consideration of RM2.00. Total Ingenious was incorporated on 5 September 2014 as a private limited company in Malaysia pursuant to the Companies Act, The authorised share capital of Total Ingenious is RM400,000 divided into 400,000 shares of RM1.00 each. The current issued and paid-up capital of Total Ingenious is RM2.00. Total Ingenious is currently an investment holding company. (viii) Additional investment in Flamingo Projects Sdn. Bhd. ("Flamingo Projects") On 3 November 2014, the Company subscribed for 24,252 non-cumulative redeemable preference shares of RM1.00 at a premium of RM each of Flamingo Projects, by capitalisation of RM24,252,000 unsecured intercompany loan owing by Flamingo Projects to the Company. 156 TA Enterprise berhad Annual Report 2015

109 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (ix) Additional investment in TA Nominees Sdn. Bhd. ("TA Nominees") On 3 November 2014, the Company subscribed for 2,708 non-cumulative redeemable preference shares of RM1.00 at a premium of RM each of TA Nominees, by capitalisation of RM2,708,000 unsecured intercompany loan owing by TA Nominees to the Company. (x) Redemption of non-cumulative preference shares ("NCRPS") in TA International Sdn. Bhd. ("TA International") On 25 November 2014, the Company redeemed the entire 48,608,688 5% NCRPS, 11,205 1,000% NCRPS and 26,254 5,000% NCRPS in TA International at par value of RM1.00 each together with redemption premium of RM999 each for the 1,000% and 5,000% NCRPS, amounted to RM86,067,688 by acceptance of inter-company balances assigned by TA International. (xi) Disposal of TA Financial Services Pty Ltd. ( TAFS ) to Total Ingenious On 2 December 2014, TA International, a wholly-owned subsidiary of the Company entered into a Sale and Purchase Agreement with Total Ingenious, to dispose 1,325,000 ordinary shares representing 100% of the issued and paid-up capital in TAFS, for a total consideration of RM1,540,437. (xii) Disposal of TA Antarabangsa Ltd ( TAAL ) to Total Ingenious On 2 December 2014, TA International entered into a Sale and Purchase Agreement with Total Ingenious, to dispose 74,631 shares, divided into 1 ordinary share and 74,630 preference shares representing 100% of the issued and paid-up capital in TAAL, for a total consideration of RM105,144,357. (xiii) Disposal of Winner Star Group Limited ("Winner Star") to Total Ingenious On 2 December 2014, TA International entered into a Sale and Purchase Agreement with Total Ingenious, to dispose 1 ordinary share representing 100% of the issued and paid-up capital in Winner Star, for a total consideration of RM1. (xiv) Disposal of Philippine TA Securities Inc. ( PTASI ) to Total Ingenious On 2 December 2014, TA International entered into a Sale and Purchase Agreement with Total Ingenious, to dispose 497,494 common shares representing 100% of the issued and paid-up capital in PTASI, for a total consideration of RM1,943,789. TA Enterprise berhad Annual Report

110 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) (xv) Disposal of TA International Investment Limited ( TAII ) to Total Ingenious On 2 December 2014, TA International and TA Nominees Sdn. Bhd., a wholly-owned subsidiary of the Company, entered into a Sale and Purchase Agreement with Total Ingenious, to dispose 28,126,890 shares divided into 2 ordinary shares and 28,126,888 preference shares, representing 100% of the issued and paid-up capital in TAII, for a total consideration of RM12,227,416. Intercompany disposals/acquisitions of item (xi), (xii), (xiii), (xiv) and (xv) did not have any material financial effects to the Group. (xvi) Additional investment in Total Ingenious On 2 December 2014, the Company subscribed in Total Ingenious' 120,856 noncumulative redeemable preference shares of RM1.00 each at a premium for a total consideration of RM120,856,000. (xvii) Deregistration of TA Centre (Proprietary) Limited ( TA Centre ) On 31 December 2014, the Group announced that TA Centre, a wholly-owned foreign subsidiary of TA Global, has been deregistered by the Commissioner of Companies and Intellectual Property Commission of South Africa. As TA Centre was dormant, its deregistration did not have material financial and operational effect on the Group. (xviii) Deregistration of TA Investment Holdings South Africa Limited ( TA Investment Holdings ) and TA Antarabangsa Finance South Africa Limited ( TA Antarabangsa Finance ) (xix) On 31 December 2014, the Company announced that TA Investment Holdings and TA Antarabangsa Finance, both of which are wholly-owned foreign subsidiaries of the Company, have been deregistered by the Commissioner of Companies and Intellectual Property Commission of South Africa. Striking off of TA Development Lanka (Private) Limited ( TA Development Lanka ) and Indian Ocean Lanka (Private) Limited ( Indian Ocean Lanka ) On 31 December 2014, the Company announced that TA Development Lanka and Indian Ocean Lanka, both of which are wholly-owned foreign subsidiaries of the Company, have been struck off from the register under section 487(3) of the Companies Act No.17 of 1982 of the Register of Companies, Sri Lanka. As TA Development Lanka and Indian Ocean Lanka were dormant, their deregistrations did not have material financial and operational effect on the Group. 158 TA Enterprise berhad Annual Report 2015

111 7. INVESTMENT IN SUBSIDIARIES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (xx) Additional investment in TA Restaurant & Cafe Sdn. Bhd. ("TA Restaurant") On 15 April 2014, the Company subscribed in TA Restaurants' for 500 non-cumulative redeemable preference shares of RM1.00 each at a premium, for a total cash consideration of RM500,000. On 23 January 2015, the Company subscribed for an additional of 447,500 noncumulative redeemable preference shares of RM1.00 each at a premium and 49,998 ordinary shares of RM1.00 each by way of capitalisation of RM2,153,248 unsecured intercompany loan owing by TA Restaurant to the Company. (xxi) Conversion of TA Global s ICPS to Ordinary Shares During the financial year ended 31 January 2015, TA Global issued 262,041,902 ordinary shares as a result of the conversion of ICPS by the ICPS holders. The conversion is satisfied by surrendering one ICPS of RM0.50 each in TA Global for each new TA Global s ordinary share of RM0.50 each. The conversion had resulted in the Company s effective interest in TA Global to decrease from 63.29% to 60.17%. 8. INVESTMENT IN ASSOCIATES Group RM 000 RM 000 Unquoted shares, at cost Share of post acquisition results 22,349 22,349 1,297 1,824 23,646 24,173 TA Enterprise berhad Annual Report

112 8. INVESTMENT IN ASSOCIATES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS The summarised financial information representing the amounts disclosed in the financial statements of the associates are presented below: (i) Summarised statements of financial position Dinar Ehsan Sdn. Bhd. Panca Resmi Sdn. Bhd. Oaxis Sdn. Bhd. Total RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 Non-current assets 39,592 39,592 97,309 97,311 34,772 31, , ,155 Current assets 7,667 7, ,237 8,430 Total assets 47,259 47,259 97,344 97,348 35,307 31, , ,585 Non-current liabilities ,938 17,939 30,217 28,382 48,155 46,321 Current liabilities ,435 12,138 3, ,245 13,648 Total liabilities ,373 30,077 34,034 28,904 65,400 59,969 Net assets 46,266 46,271 66,971 67,271 1,273 3, , ,616 (ii) Summarised statements of comprehensive income Dinar Ehsan Sdn. Bhd. Panca Resmi Sdn. Bhd. Oaxis Sdn. Bhd. Total RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 Revenue Loss for the financial year ( 5 ) (5) (300) (1,006) (1,801) (3,214) (2,106) (4,225) Group's share of losses in associates, net of tax (527) (1,057) 160 TA Enterprise berhad Annual Report 2015

113 8. INVESTMENT IN ASSOCIATES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS The details of the associates, all of which are incorporated in Malaysia, are as follows: Name of associates % of ownership interest held by the Group ^ Financial year end Accounting model applied Principal activities Held by subsidiaries: ** Oaxis Sdn. Bhd. #15.04 # June Equity Housing method development and construction contractor *@ Dinar Ehsan Sdn. Bhd. #15.04 # January Equity Investment method holding *# Panca Resmi Sdn. Bhd. #15.04 # January Equity Property method investment * TFC Nominees (Asing) Sdn.Bhd. [Note 7(i)(a)] January Equity Dormant method ^ equals to the proportion of voting rights held * ** The results of the investment in associates have been accounted for using equity method based on the audited financial statements for the relevant year. The results of the investment in associate has been equity accounted for based on the management accounts for the relevant year. Although the Group holds less than 20% of the voting power in Oaxis Sdn. Bhd., Dinar Ehsan Sdn. Bhd. and Panca Resmi Sdn. Bhd., the Group exercises significant influence by virtue of its right to appoint directors to these companies. Datuk Tian Thee Kian effectively owns 75% of Dinar Ehsan Sdn. Bhd. # Panca Resmi Sdn. Bhd. is a wholly-owned subsidiary of Dinar Ehsan Sdn. Bhd. TA Enterprise berhad Annual Report

114 9. INVESTMENT IN JOINT VENTURES Group RM'000 RM'000 Restated Unquoted shares at cost 96,901 96,901 Share of post acquisition losses (8,254) (5,232) Exchange differences (6,519) (3,011) 82,128 88,658 Details of the Group's joint ventures are as follows: Name Country of incorporation % of ownership interest held by the Group ^ Accounting model applied Principal activities West Georgia Canada Equity Property Development Limited method development Partnership (West Georgia Project) Nusa Lagenda Malaysia Equity Property Development Sdn. method investment Bhd. (Kuala Langat and Project) housing development ^ equals to the proportion of voting rights held Under the contractual arrangements, unanimous consent is required from all parties to the agreements for all relevant activities. The joint arrangements are structured via separate entities and provide the Group with the rights to the net assets of the entities under the arrangements. Therefore, these entities are classified as joint ventures of the Group. These joint ventures have the same reporting year-end as the Group. No quoted market prices are available for the shares of West Georgia Development Limited Partnership and Nusa Lagenda Development Sdn. Bhd. as these companies are private companies. 162 TA Enterprise berhad Annual Report 2015

115 9. INVESTMENT IN JOINT VENTURES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS The summarised financial information representing the amounts disclosed in the financial statements of the joint ventures are presented below: West Georgia Development Limited Partnership Nusa Lagenda Development Sdn. Bhd. Total RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 (i) Summarised statements of financial position Current assets, representing total assets 719, ,547 8,074 8, , ,616 Non-current liabilities 458, , , ,808 Current liabilities 104,311 49, ,397 49,492 Total liabilities 562, , , ,300 Net assets 156, ,326 7,988 7, , ,316 Proportion of the Group's ownership 82,128 88,658 (ii) Summarised statements of comprehensive income Loss for the financial year (6,042) (10,362) ( 2 ) (8) (6,044) (10,370) Group's share of results of the financial year (3,022) (5,185) TA Enterprise berhad Annual Report

116 10. INVENTORIES Group RM 000 RM 000 Properties held for resale, at cost 82,488 37,524 Land held for resale, at cost 6,279 6,279 Construction materials, at cost Food and beverages, at cost 1,696 1,742 Consumables, at cost 2,414 2,371 92,877 47, RECEIVABLES Group Company Non-current RM'000 RM'000 RM'000 RM'000 Restated Financial receivables - Note (i) 288, ,827-8,000 Group Company Current RM'000 RM'000 RM'000 RM'000 Financial receivables - Note (i) 101,930 78, Trade receivables - Note (ii) 480, , Other receivables - Note (iii) 133, ,704 1,662 1,491 Due from subsidiaries - Note (v) , ,263 Due from associated companies - Note (vi) 3,368 3, , , , , TA Enterprise berhad Annual Report 2015

117 11. RECEIVABLES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (i) Financial receivables Non-current Group RM 000 RM 000 Restated Loans and advances to TA Little Bay Pty. Limited [formerly knowns as CHOF5 Little Bay Pty Limited ("LBPL")], a related party [Note (a)] - 242,827 Loan and advances to West Georgia Project 235,041 53,218 Loan and advances to Townline Gardens Inc. 51,189 52,545 Loan receivables 1,922 29, , ,827 Current Loan and advances 400, ,608 Loan receivables 139, ,335 Gross financial receivables 539, ,943 Less: Allowance for impairment (437,529) (443,040) 101,930 78,903 Total financial receivables 390, ,730 Ageing analysis of financial receivables The ageing analysis of the Group's financial receivables is as follows: Group RM'000 RM'000 Restated Neither past due nor impaired 373, ,885 2 to 5 years past due but not impaired More than 5 years past due but not impaired 9,535 9,821 9,588 9,887 Impaired 444, , , ,770 TA Enterprise berhad Annual Report

118 11. RECEIVABLES (CONT'D.) (i) Financial receivables (cont'd.) Financial receivables that are neither past due nor impaired Financial receivables that are neither past due nor impaired are creditworthy debtors with good payment record with the group. None of these receivables have been renegotiated during the financial year. Financial receivables that are past due but not impaired The Group has financial receivables amounting to RM9,587,800 ( : RM9,886,801) that are past due at the reporting date but not impaired. These receivables are secured by collaterals. Financial receivables that are impaired The Group's financial receivables that are impaired at the reporting date and the movement of the allowance accounts used to record the impairment are as follows: Group RM'000 RM'000 Restated Financial receivables - gross amounts 444, ,998 Less: Allowances for impairment (437,529) (443,040) 7,444 7,958 The movements in allowance for impairment is as follows: Group RM'000 RM'000 Restated At beginning of the year 443, ,816 Impairment loss for the year (Note 25) 207 1,123 Reversal of impairment losses (Note 25) (4,404) (22,066) Recovery of interest (Note 20) (1,314) (9,739) Exchange difference - (5,094) At end of the year 437, ,040 Financial receivables that are impaired at the reporting date in money lending subsidiary that has ceased new money lending business from 5 October 2010 relate to debtors that are in significant financial difficulties and have defaulted on payments. Hence, these receivables are impaired after taking into consideration the recoverable amount of underlying collaterals. 166 TA Enterprise berhad Annual Report 2015

119 11. RECEIVABLES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (i) Financial receivables (cont'd.) The Group s receivables bear interest ranging from: Performing loans 6% to 12% per annum 6% to 20% per annum Overdue interests 2% to 4% per annum 2% to 4% per annum The twelve ( : fourteen) largest loan receivables, which contributed 97% ( : 95%) of the net financial receivables, representing the Group s significant concentration of credit risks, are summarised as follows: 2015 Allowance for Gross Impairment Net RM 000 RM 000 RM 000 Twelve largest loan receivables 408,565 (28,769) 379,796 Others 419,046 (408,760) 10, ,611 (437,529) 390, Restated Fourteen largest loan receivables 469,234 (33,531) 435,703 Others 430,536 (409,509) 21, ,770 (443,040) 456,730 Further analysis on interest rates of financial receivables of the Group are disclosed in Note 34(b). (a) Sponsorship Agreement On 18 October 2010, the TA Global's wholly owned subsidiaries, TA Global Development Pty. Ltd. ("TAGD") and TA Antarabangsa Development Ltd. ("TAAD") entered into 50:50 development sponsorship arrangement with Charter Hall Group relating to the development of Little Bay residential project in Sydney, New South Wales, Australia. In accordance with the arrangement, TAGD will provide property development management services in relation to the abovesaid project, whereas TAAD will provide financial assistance to the development of the project. Pursuant to the Group's acquisition of TA Little Bay Pty. Limited from Charter Hall Group, the sponsorship arrangement was discontinued. Further details of the acquisition are disclosed in Note 7(iv). TA Enterprise berhad Annual Report

120 11. RECEIVABLES (CONTD.) (ii) Trade receivables Group RM 000 RM 000 Restated Trade receivables from stockbroking subsidiaries: - Due from Stock Exchange and other clearing house 131 2,242 - Due from brokers 134, ,880 - Due from clients 366, ,024 Due from unit trust funds 8,347 4,651 Due from private fund management client Accrued billings in respect of property development costs - 11,608 Due from customers on contracts - Note (iv) - 7,732 Other trade receivables 28,331 30, , ,770 Less: Allowance for impairment (57,578) (58,743) 480, ,027 Other than the amount due from clients under trade receivables from stockbroking subsidiaries which bear interest ranging from 4.85% to 20.0% (2014: 5.25% to 20.0%) per annum, trade receivables are non-interest bearing and are generally on 30 to 90 days credit terms. They are recognised at their original invoiced amounts which represent their fair values on initial recognition. Ageing analysis of trade receivables The ageing analysis of the Group's trade receivables is as follows: Group RM 000 RM 000 Restated Neither past due nor impaired 439, ,013 1 to 30 days past due but not impaired 17,971 21, to 60 days past due but not impaired 2,283 2, to 90 days past due but not impaired 2,748 3,172 23,002 26,835 Impaired 75,562 77, , ,770 Trade receivables that are neither past due nor impaired Trade receivable that are neither past due nor impaired are creditworthy receivables with good payment records with the Group. None of the receivables have been renegotiated during the financial year. 168 TA Enterprise berhad Annual Report 2015

121 11. RECEIVABLES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (ii) Trade receivables (cont'd.) Trade receivables that are past due but not impaired The Group has trade receivables amounting to RM23,002,000 ( : RM26,835,059) that are past due but not impaired. These receivables are secured in nature. Receivables that are impaired The Group's trade receivables that are impaired at the reporting date and the movement of the allowance accounts used to record the impairment are as follows: Group RM 000 RM 000 Trade receivables - nominal amounts 75,562 77,922 Less: Allowance for impairment (57,578) (58,743) 17,984 19,179 The movements in allowance for impairment is as follows: Group RM 000 RM 000 At beginning of the year 58, ,906 Impairment loss for the year (Note 25) 1,627 2,457 Reversal of impairment losses (Note 25) (2,781) (6,645) Written off - (98,971) Exchange difference (11) ( 4 ) At end of the year 57,578 58,743 Trade receivables that are impaired at the reporting date relate to debtors that are in significant financial difficulties and have defaulted on payments. These receivables are impaired after taking into consideration the recoverable amount of underlying collaterals. Due from stockbroking clients represent amounts receivable from the stockbroking subsidiaries margin clients and non-margin clients and outstanding contracts entered into on behalf of these clients where settlements via the Central Depository System for the Malaysian subsidiary or Central Clearing and Settlement System for the Hong Kong subsidiary have yet to be made at the reporting date. Due from unit trust funds are receivable by TA Investment Management which represents amounts receivable from the cancellation of trust units and manager's fee arising from the management of the unit trust funds. TA Enterprise berhad Annual Report

122 11. RECEIVABLES (CONT'D.) (ii) Trade receivables (cont'd.) Other trade receivables mainly arise from subsidiaries in futures broking, hotel operations, property investment, property development and construction contracts. The Group has no significant concentration of credit risk from exposures to a single debtor or to groups of debtors within its trade receivables. The trade credit term for non-margin clients for the Malaysian stockbroking subsidiary is 3 market days in accordance with the Bursa Malaysia Securities Berhad Fixed Delivery and Settlement System ( FDSS ) trading rules whilst for the Hong Kong stockbroking subsidiary, the trade credit term is 2 market days. The trade credit terms for margin clients for the Malaysian stockbroking subsidiary are set within standard margin agreements. Release of trust units receivable from unit trust funds has a trade credit term of not exceeding 10 days from the date of release. The Group s normal trade credit terms for other trade receivables are assessed and approved on a case-by-case basis. Details of interest-bearing trade receivables of the Group are disclosed in Note 36(b). (iii) Other receivables Group Company RM 000 RM 000 RM 000 RM 000 Incentive fee (Note a) 15,503 16, Other deposits 13,944 8,057 1,175 1,006 Retention monies paid by housebuyers to stakeholder (Note b) 14, Other prepayments 11,259 8, Amount receivable on disposal of investment securities - 16,733 Deferred leasing and financing costs (Note c) 11,527 13, Amount with derivative clearing house (Note d) 67,877 50, Club membership Interest receivables 2,215 1, Due from a joint venture Sundry receivables 11,836 8, , ,775 1,662 1,491 Less: Amortisation of incentive fee (15,503) (12,071) , ,704 1,662 1, TA Enterprise berhad Annual Report 2015

123 11. RECEIVABLES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (iii) Other receivables (cont'd.) The movements in amortisation of incentive fee is as follows: Group RM 000 RM 000 At beginning of the year 12,071 8,885 Amortisation for the year (Note 25) 4,038 4,139 Exchange difference (606) (953) At end of the year 15,503 12,071 (a) (b) (c) (d) Incentive fee relates to initial payment to TA Little Bay Pty. Limited [formerly knowns as CHOF5 Little Bay Pty Limited ("LBPL")] in accordance to the "Umbrella Deed" for the development management services amounting to AUD5,500,000 or RM15,503,400 equivalent ( : A$5,500,000 or RM16,094,100 equivalent), which was fully amortised during the financial year. Retention monies that had been paid by housebuyers to a stakeholder is receivable from the stakeholder upon the expiry of the defects liability period in accordance with the terms of the agreements with the housebuyers and the stakeholder. Deferred leasing costs relate to tenant inducements and leasing commissions paid by a subsidiary that are deferred and amortised over the respective terms of the leases. Deferred financing costs relate to prepaid amounts on a mortgage loan in a trust of which the Group has interest and are amortised over the term of the loan. The amount with derivative clearing house represents unsegregated clearing accounts, security deposits and clearing funds for Kuala Lumpur Composite Index Futures ( FKLI ), Crude Palm Oil Futures ( FCPO ) and clearing funds for FKLI and FCPO placed by a subsidiary licensed to carry on derivatives broking business in Malaysia, which is also a clearing member. The amount is calculated by the clearing house in accordance with its Business Rules with reference to open positions of all derivative contracts where the subsidiary is a party in relation to the other clearing members. These amounts are interest bearing, with weighted average rate of interest earned on unsegregated clearing accounts ranging from 2.00% to 2.66% ( : 1.98% to 2.19%) per annum and 2.01% ( : 2.02%) per annum on the clearing funds. The subsidiary relies on the clearing house to monitor the creditworthiness of other clearing members via its financial and operational requirements for minimum membership standards. The Group and the Company have no significant concentration of credit risk that may arise from exposures to a single debtor or to groups of debtors within its other receivables. TA Enterprise berhad Annual Report

124 11. RECEIVABLES (CONT'D.) (iv) Due from customers on contracts Group RM 000 RM 000 Construction contract costs incurred to date - 131,632 Attributable profits - 11, ,334 Less: Progress billings - (135,602) Due from customers on contracts [Note 11(ii)] - 7,732 (v) Due from subsidiaries Company RM 000 RM 000 Subordinated loan to a subsidiary - 8,000 Unsecured advances to subsidiaries 268, , , ,305 Less: Allowance for impairment (169) (1,042) 267, ,263 Repayable on demand 267, ,263 Due more than 2 year and less than 5 years - 8, , ,263 The amounts due from subsidiaries of the Company are unsecured and interest-free, except for an amount of RM Nil ( : RM8,000,000) due from a derivative trading subsidiary that bore interest of 7% ( : 7%) per annum. The scheduled maturity date of the subordinated loan is on 18 April 2017, unless modified at any request of Bursa Malaysia Derivatives Berhad. Unsecured advances are repayable on demand. (vi) Due from associated companies Group RM'000 RM'000 Due from associated companies 3,895 3,550 Less: Allowance for impairment (527) (296) 3,368 3,254 The amounts due from associated companies are unsecured, interest-free and repayable on demand. 172 TA Enterprise berhad Annual Report 2015

125 12. INVESTMENT IN SECURITIES NOTES TO THE FINANCIAL STATEMENTS Group Company (a) Non-current RM 000 RM 000 RM 000 RM 000 Carrying amount: AFS 1 seat in Philippines Stock Exchange, Inc. ( PSE ) unit of non-cumulative A preference share in Bursa Malaysia Derivatives Berhad ( BMDB ) unit of non-cumulative C preference share in BMDB Quoted securities: - In Malaysia 11,253 10, Outside Malaysia 18,410 16, Unquoted shares: - In Malaysia Quoted units trust in Malaysia Unquoted bonds: - In Malaysia 4,992 4, Outside Malaysia 35,781 34, ,506 68, (b) Current AFS Unquoted bonds: - Outside Malaysia FVTPL Quoted shares: - In Malaysia 2,710 4, Outside Malaysia 203,246 10, Unquoted securities - Outside Malaysia 636, , , , TOTAL 842, , Included in quoted unit trust in Malaysia of the Group is unit trust funds managed by a subsidiary with a market value totalling RM660,884 ( : RM629,375). TA Enterprise berhad Annual Report

126 12. INVESTMENT IN SECURITIES (CONT'D.) Included in the prior year cost of investment in quoted shares in Malaysia of the Group was an amount of RM482,000 representing an unsold 250,000 ordinary shares in Bursa Malaysia Securities Berhad previously distributed to subsidiaries of the Group that were participating organisations of Bursa Malaysia Securities Berhad, arising from the demutualisation of the Kuala Lumpur Stock Exchange. These shares were quoted since 18 March 2005 on the Main Market of Bursa Malaysia Securities Berhad. Pursuant to the completion of the revamp of the participantship structure of BMDB on 14 April 2014, the non-cumulative "A" and "C" Preference Shares of BMDB held by the Company was cancelled via capital reduction exercise. 13. CASH AND SHORT TERM DEPOSITS Group RM 000 RM 000 Cash and bank balances 123, ,260 Fixed deposits and placements with: - Licensed banks 445, ,800 - Licensed investment banks and other financial institutions 14,315 11,858 Cash and short term deposits 583, ,918 Less: Monies held in trust (126,262) (139,702) Pledged for bank guarantees (2,866) (2,440) Assets under disposal group (Note 27) 6,448 - Cash and cash equivalents 460, ,776 Company RM 000 RM 000 Cash and bank balances Fixed deposits and placements with a licensed bank 19,782 1,757 Cash and cash equivalents 20,472 2, TA Enterprise berhad Annual Report 2015

127 13. CASH AND SHORT TERM DEPOSITS (CONT'D.) Included in the cash and short term deposits of the Group are: (i) (ii) (iii) (iv) Monies held in trust of approximately RM126,262,116 ( : RM139,701,782) arising from stockbroking and derivative trading subsidiaries. Fixed deposits of RM1,000,000 ( : RM1,000,000) pledged for bank guarantee facilities granted to the stock broking subsidiary. The said facilities were not utilised as at the reporting date. Fixed deposit of AUD487,926 or RM1,375,366 equivalent ( : AUD491,954 or RM1,439,556 equivalent) of a subsidiary with hotel operations pledged to a financial institution for payroll facilities granted to the subsidiary and a related company. The said facilities were fully utilised as at the reporting date. Fixed deposit of THB3,900,000 or RM433,290 equivalent ( : Nil) of subsidiary with hotel operations pledged to a financial institution for utility facilities granted to the subsidiary. The said facilities were fully utilised as at the reporting date. Included in cash and cash equivalents of the Group is an amount RM13,630,693 (2014: RM25,592,260) held pursuant to Section 7A of the Housing Development (Control and Licensing) Act, 1966 and therefore restricted from use in other operations. The weighted average effective interest rates of deposits at the reporting date are: Group Company % % % % Licensed banks Licensed investment banks and other financial institutions TA Enterprise berhad Annual Report

128 13. CASH AND CASH EQUIVALENTS (CONT'D.) The average maturities of deposits at the reporting date are: Group Company Days Days Days Days Licensed banks Licensed investment banks and other financial institutions Pursuant to FRSIC Consensus 18 and FRS 139, monies in trust on behalf of clients by the Group as at 31 January 2015 of RM196,387,375 ( : RM186,259,189) in respect of the stockbroking business do not constitute part of the Group's assets and was not recognised in the statement of financial position. 14. SHARE CAPITAL AND RESERVES (a) Share Capital Number of ordinary shares of RM1 Each Amount RM 000 RM 000 Authorised At beginning/end of year 4,000,000 4,000,000 4,000,000 4,000,000 Issued and fully paid At beginning/end of year 1,711,910 1,711,910 1,711,910 1,711, TA Enterprise berhad Annual Report 2015

129 14. SHARE CAPITAL AND RESERVES (CONT'D.) (b) Reserves Group Company Notes RM'000 RM'000 RM'000 RM'000 Exchange translation reserve (i) 202, , Exchange differences recognised in equity (ii) 31,376 36, Available-for-sale reserve (iii) 7,254 7, Capital reserve (iv) 10,267 10, Share premium 63,208 63,208 63,208 63,208 (Accumulated losses)/ retained profits (189,209) (245,822) 191, , ,132 80, , ,925 (i) (ii) Exchange translation reserve represents exchange differences arising from the translation of the financial statements of foreign operations whose functional currencies are different from that of the Group's presentation currency. Exchange differences recognised in equity relate to foreign exchange differences arising from designated intra-group monetary items that form part of the Group's net investment in foreign subsidiaries and trusts. (iii) (iv) Available-for-sale reserve represents the cumulative fair value changes, net of tax, of available-for-sale financial assets until they are disposed or impaired. Capital reserve was transferred from the retained profits of a subsidiary, TA Properties Sdn. Bhd., as a result of the disposal of unquoted shares by this subsidiary in prior financial years. TA Enterprise berhad Annual Report

130 15. NON-CONTROLLING INTERESTS NOTES TO THE FINANCIAL STATEMENTS The following tables summarises the information relating to the Group's subsidiaries and trusts that has material non-controlling interests ("NCI"), before any inter-company eliminations. The noncontrolling interests in respect of other subsidiaries, trusts and unit trust fund are not material to the Group. (i) Summarised statements of financial position TA Global Bhd. Total Wales House Trust TA First Credit Sdn. Bhd. Ascents Trust Siam Resorts Fund RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 NCI percentage 39.83% 36.71% 39.83% 36.71% 39.83% 36.71% 39.83% 36.71% 39.83% 36.71% Non-current assets 465, ,144 89,253 85, ,464 66,072 2,774,513 2,689, , ,721 4,089,080 3,470,170 Current assets 125, , , ,605 33,041 32,305 1,182,770 1,081,494 7,732 1,007 1,655,642 1,479,009 Total assets 590, , , , ,505 98,377 3,957,283 3,770, , ,728 5,744,722 4,949,179 Non-current liabilities 42,564 68, , , ,442 72,192 Current liabilities 88,493 74,839 17,835 36, ,345 71, ,817 1,056, ,616 1,239,528 Total liabilities 131, ,873 17,835 36, ,345 71, ,801 1,056,457 1,020 4,377 1,255,058 1,311,720 Net assets 459, , , , ,160 26,563 2,985,482 2,714, , ,351 4,489,664 3,637,459 Net assets attributable to: Equity holders 276, , , , ,107 16,812 1,796,365 1,717, , ,637 2,701,431 2,302,148 Non-controlling interests 183, , , , ,053 9,751 1,189, , , ,714 1,788,233 1,335, , , , , ,160 26,563 2,985,482 2,714, , ,351 4,489,664 3,637,459 (ii) Summarised statements of comprehensive income Wales House Trust TA First Credit Sdn. Bhd. Ascents Trust TA Global Bhd. Siam Resorts Fund Total RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 NCI percentage 39.83% 36.71% 39.83% 36.71% 39.83% 36.71% 39.83% 36.71% 39.83% 36.71% Revenue 23,634 24,171 27,628 33,392 27,897 28, ,490 6,468 19,509 13, , ,649 Profit for the financial year 155,427 26,487 95,033 48,426 98,856 23, ,435 (1,190) 19,877 65, , ,427 Profit attributable to: Equity holders 93,520 16,764 57,181 30,649 59,482 15, ,187 (753) 11,960 41, , ,433 Non-controlling interest 61,907 9,723 37,852 17,777 39,374 8, ,248 (437) 7,917 24, ,298 59,994 Total profit, representing total comprehensive income/(loss) 155,427 26,487 95,033 48,426 98,856 23, ,435 (1,190) 19,877 65, , , TA Enterprise berhad Annual Report 2015

131 15. NON-CONTROLLING INTERESTS (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS The following tables summarises the information relating to the Group's subsidiaries and trusts that has material non-controlling interests ("NCI"), before any inter-company eliminations. The non-controlling interests in respect of other subsidiaries, trusts and unit trust fund are not material to the Group (Cont'd.). (iii) Summarised statements of cash flows Wales House Trust TA First Credit Sdn. Bhd. Ascents Trust TA Global Bhd. Siam Resorts Fund Total RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 NCI percentage 39.83% 36.71% 39.83% 36.71% 39.83% 36.71% 39.83% 36.71% 39.83% 36.71% Net cash generated from / (used in) operating activities 23,686 23,133 3,518 (185) 25,497 25,981 67,044 25,193 13,202 18, ,946 92,636 Net cash (used in) / generated from investing activities - - (2,560) 201 (4,367) (2,266) (45,589) 57, (52,516) 55,102 Net cash used in financing activities (27,380) (19,680) - - (23,441) (22,501) (52,809) (30,222) (13,323) (18,758) (116,952) (91,161) Net changes in cash and cash equivalents (3,694) 3, (2,311) 1,214 (31,354) 52,138 (121) (244) (36,522) 56,578 Cash and cash equivalents at the beginning of the year 3, ,523 1,483 53,513 1, ,625 4,370 Effect of foreign exchange changes 7 (142) (174) (9) 14 (325) Cash and cash equivalents at the end of the year 112 3,799 1, ,523 22,159 53, ,116 60,623 TA Enterprise berhad Annual Report

132 16. DEFERRED TAXATION Group Company RM 000 RM 000 RM 000 RM 000 At beginning of the year 221, , Finalisation of purchase price allocation - (19,556) , ,074 Recognised in income statement (Note 28) (2,547) (14,861) (3,809) (3) Recognised in other comprehensive income Arising from acquisition of of a subsidiary 44, of assets acquired Effects of foreign exchange translation (2,230) 1, Assets under disposal group (Note 27) At end of the year 261, ,461 (3,711) TA Enterprise berhad Annual Report 2015

133 16. DEFERRED TAXATION (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS Group Company RM 000 RM 000 RM 000 RM 000 Presented after appropriate offsetting as follows: Deferred tax assets (12,430) (10,253) (3,711) - Deferred tax liabilities 274, , , ,461 (3,711) 98 The components and movements of deferred tax liabilities and assets during the financial year prior to offsetting are as follows: Deferred Tax Liabilities of the Group Fair value Property, Deferred adjustment plant and leasing for assets equipment costs acquired Others Total RM 000 RM 000 RM 000 RM 000 RM 000 At 1 February ,459 1, ,474 8, ,714 Transfer to deferred tax assets (369) (369) Recognised in income statement (460) 330 (257) Arising from the acquisition of a subsidiary ,574-44,574 Recognised in other comprehensive income Exchange differences - (90) (2,507) 192 (2,405) At 31 January ,999 2, ,284 9, ,221 TA Enterprise berhad Annual Report

134 16. DEFERRED TAXATION (CONT'D.) Deferred Tax Liabilities of the Group (Cont'd.) Fair value Property, Deferred adjustment plant and leasing for assets equipment costs acquired Others Total RM 000 RM 000 RM 000 RM 000 RM 000 At 1 February , ,730 7, ,825 Transfer to deferred tax assets (21) (21) Recognised in income statement (582) 1,470 (13,797) 388 (12,521) Recognised in other comprehensive income Exchange differences - (45) (459) At 31 January ,459 1, ,474 8, , TA Enterprise berhad Annual Report 2015

135 16. DEFERRED TAXATION (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS Deferred Tax Assets of the Group Unused tax losses and Allowance unabsorbed for capital impairment allowances Others Total RM 000 RM 000 RM 000 RM 000 At 1 February 2014 (4) (3,668) (6,581) (10,253) Transfer from deferred tax liabilities Recognised in the income statement (11) (2,680) (401) (3,092) Recognised in other comprehensive income Exchange differences - (52) Assets under disposal group (Note 27) At 31 January (6,400) (6,255) (12,430) At 1 February 2013 (111) (3,031) (5,609) (8,751) Transfer from deferred tax liabilities Recognised in the income statement 107 (742) (1,705) (2,340) Recognised in other comprehensive income Exchange differences At 31 January 2014 (4) (3,668) (6,581) (10,253) Deferred Tax (Assets)/Liabilities of the Company: Accelerated capital allowances Others Total RM 000 RM 000 RM 000 At 1 February Recognised in statement of comprehensive income (3,796) (13) (3,809) At 31 January 2015 (3,796) 85 (3,711) At 1 February Recognised in statement of comprehensive income (3) - (3) At 31 January TA Enterprise berhad Annual Report

136 16. DEFERRED TAXATION (CONT'D.) Deferred Tax Assets of the Group: Deferred tax assets have not been recognised in respect of the following items: Group RM 000 RM 000 Restated Unused tax losses 186, ,944 Unabsorbed capital allowances 280, , , ,170 The unused tax losses and unabsorbed capital allowances of the subsidiaries are available indefinitely for offset against future taxable profits of the subsidiaries in which those items arose, other than the sums as follows that will expire in: Group RM 000 RM 000 Financial year ending 31 January ,290 2, ,324 6, ,784 5, ,057 4, ,169-20,252 20,169 In respect of subsidiaries incorporated in Malaysia, the availability of their unused tax losses for offsetting against future taxable profits of the subsidiaries is subject to no substantial changes in shareholdings of the subsidiaries under Section 44(5A) and (5B) of the Income Tax Act, Deferred tax assets have not been recognised in respect of these items as they cannot be used to offset future taxable profits of other subsidiaries in the Group and they have arisen in subsidiaries that have a recent history of losses. 184 TA Enterprise berhad Annual Report 2015

137 17. BORROWINGS NOTES TO THE FINANCIAL STATEMENTS Group Company RM 000 RM 000 RM'000 RM 000 Long Term Borrowings: Secured Foreign currency denominated bank loans 903, , Revolving credits 99,805 99, ,003, , Short Term Borrowings: Secured Foreign currency denominated bank loans 662, , Bank overdrafts Revolving credits 433, , , ,000 Share of joint operation's loan 43, , Unsecured Revolving credits 100,000 80,000 50,000 50,000 1,240,959 1,325, , ,000 Total Borrowings: Secured Foreign currency denominated bank loans 1,566,639 1,195, Bank overdrafts Revolving credits 533, , , ,000 Share of joint operation's loan 43, , Unsecured Revolving credits 100,000 80,000 50,000 50,000 2,244,682 1,688, , ,000 TA Enterprise berhad Annual Report

138 17. BORROWINGS (CONT'D.) Maturity of borrowings are analysed as follows: Group Company RM 000 RM 000 RM'000 RM 000 Within one year 1,240,959 1,325, , ,000 More than 1 year and less than 2 years 137,105 96, More than 2 years and less than 5 years 855, , years or more 11,220 23, ,244,682 1,688, , ,000 Revolving credits denominated in RM bear interest rates ranging from 2.42% to 4.82% (2014: 2.7% to 4.5%) per annum, of which RM351,805,000 ( : RM300,603,000) are secured by corporate guarantees and certain freehold land and building as disclosed in Note 3. Foreign currency loans denominated in C$, A$, S$, RMB, US$, HKD, EUR and GBP below are secured by certain assets of the Group as disclosed in Notes 3, 4 and 6. (a) Foreign currency loans denominated in C$: (i) (ii) The foreign currency term loan denominated in C$ amounting to C$22,521,440 or RM64,541,943 equivalent ( : C$25,742,853 or RM77,045,785 equivalent) which will mature on 5 December 2020 bears fixed interest rate of 4.79% (2014: 4.79%) per annum, and is repayable in monthly instalments of C$364,412 or RM1,044,332 equivalent ( : C$364,412 or RM1,090,649 equivalent). The term loan is secured against certain freehold land and building as disclosed in Note 4, the assignment of rentals and a general security agreement over a property. The 5-years term loan amounting to C$35,071,930 or RM100,509,137 equivalent ( : C$36,522,889 or RM109,309,354 equivalent) which will mature on 5 June 2016, bears fixed interest rate of 4.26% (2014: 4.26%) per annum. The term loan is repayable in monthly instalments of C$247,111 or RM708,171 equivalent ( : C$247,111 or RM739,578 equivalent). The term loan is secured against certain freehold land and building as disclosed in Note 4, the assignment of rentals and a general security agreement over the properties. 186 TA Enterprise berhad Annual Report 2015

139 17. BORROWINGS (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (a) Foreign currency loans denominated in C$ (Cont'd.): (iii) (iv) The three 5-years term loans amounting to C$1,649,483 or RM4,727,088 equivalent ( : C$1,672,906 or RM5,006,840 equivalent) in aggregate which will mature on March 2015, bear average floating interest rate of 2.70% (2014: 2.90%) per annum. The term loans are repayable in monthly instalments of C$5,952 or RM17,057 equivalent ( : C$5,952 or RM17,814 equivalent). The term loans are secured against certain investment properties as disclosed in Note 4. Short term bank loans and revolving credits amounting to C$43,730,000 or RM125,321,434 equivalent ( : C$23,600,000 or RM70,632,440 equivalent) bear interest rates ranging from 2.42% % (2014: 2.72% to 2.90%) per annum. C$2,980,000 or RM8,540,084 equivalent ( : C$2,500,000 or RM7,482,250 equivalent) is secured by new first all-monies charge over the ordinary shares of a subsidiary and mortgage over a hotel in Singapore, and C$40,750,000 or RM116,781,350 equivalent ( : C$21,100,000 or RM63,150,190 equivalent) is secured against a hotel in Australia, as disclosed in Note 3. (v) Share of joint operation's loan relates to the Group's 65% share of the joint operation's secured loan amounting to C$15,227,362 or RM43,638,574 equivalent ( : C$37,248,663 or RM111,481,524 equivalent). The loan maturity was extended till March 2015 and bears variable interest rates ranging from 2.38% to 4.07% ( : 3.69% to 4.07%) per annum. The loan is secured by corporate guarantees. (vi) Bank overdraft amounting to C$156,068 or RM447,258 equivalent ( : Nil) bears average interest rate of 6.35% ( : Nil) per annum, and is secured against certain investment securities. (b) Foreign currency loans denominated in A$: (i) (ii) The floating rate bill facility amounting to A$15,100,000 or RM42,563,880 equivalent ( : A$23,250,000 or RM68,034,150 equivalent) which will mature on 28 February 2018, bears average interest rate of 4.33% (2014: 3.33%) per annum. The loan is secured against certain freehold land and building as disclosed in Note 3, and a guarantee from Wales House Hotel Limited. Short-term revolving credit amounting to A$20,051,600 or RM56,521,450 equivalent ( : A$2,500,036 or RM7,315,605 equivalent) bears average interest rate of 4.16% (2014: 4.15%) per annum. The revolving credit is secured by new first allmonies charge over the ordinary shares of a subsidiary and mortgage over a hotel in Australia. TA Enterprise berhad Annual Report

140 17. BORROWINGS (CONT'D.) (b) Foreign currency loans denominated in A$ (Cont'd.): (iii) (iv) Bank overdraft amounting to A$109,703 or RM309,230 equivalent bears average interest rate of 5.85% per annum, and is secured against certain investment securities. As a result of the acquisition of TA Little Bay Pty. Limited [formerly known as Charter Hall Opportunity Fund No.5 ( CHOF5 ) Little Bay Pty Ltd.] as disclosed in Note 7(iv), the Group acquired a bank loan denominated in A$ amounting to A$86,933,338 or RM245,047,693 equivalent as at the reporting date. The loan bears average interest rate of 3.51% per annum, and will mature on 30 May The loan is secured by mortgage over certain development properties in Australia. (c) Foreign currency loan denominated in S$: The foreign currency loan denominated in S$ amounting to S$177,700,000 or RM477,479,900 equivalent ( : S$182,800,000 or RM479,228,480 equivalent) which has matured on 30 November 2014, was refinanced till 30 November The loan bears floating interest rate ranging from 1.62% to 1.72% (2014: 1.60% to 1.80%) per annum and is repayable on a quarterly basis of S$2,000,000 or RM5,374,000 equivalent ( : S$1,700,000 or RM4,456,720 equivalent). The term loan is secured by new first all-monies charge over the ordinary shares of a subsidiary and mortgage over a hotel in Singapore. (d) Foreign currency loans denominated in RMB: The two ( : three) foreign currency loans denominated in RMB amounting to RMB32,000,000 or RM18,576,000 equivalent ( : RMB52,000,000 or RM28,709,200 equivalent) which have a series of maturities from 20 December 2015 to 24 April 2016 bear average interest rates of 6.22% (2014: 6.60%) per annum. The loans are secured against a hotel building and land use rights in Kunshan, China as disclosed in Note 6. (e) Foreign currency loans denominated in US$: The short term loans on rollover basis amounting to US$109,674,618 or RM397,899,514 equivalent ( : US$107,596,124 or RM360,070,429 equivalent) bear variable interest rates ranging from 0.41% to 0.80% (2014: 0.40% to 0.70% ) per annum, and are secured against certain investment securities. 188 TA Enterprise berhad Annual Report 2015

141 17. BORROWINGS (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (f) Foreign currency loans denominated in HKD: The short-term loans on rollover basis amounting to HKD8,613,151 or RM4,030,955 equivalent ( : HKD12,504,236 or RM5,389,692 equivalent) are secured against certain investment securities and bear average interest rate of 0.51% ( : 0.50%) per annum. (g) Foreign currency loans denominated in EUR: (h) Foreign currency loans denominated in GBP: 18. PAYABLES Non-current Group RM'000 RM'000 Provision for liabilities - Note (ii) 2,558 2,148 Current The Group has drawndown short-term loans on rollover basis amounting to EUR29,274,746 or RM120,462,653 equivalent during the financial year. The loans are secured against certain investment securities and bear average interest rate of 0.35% per annum. The Group has drawndown short-term loans on rollover basis amounting to GBP16,607,557 or RM90,800,157 equivalent during the financial year. The loans are secured against certain investment securities and bear average interest rate of 0.75% per annum. Group Company RM'000 RM'000 RM'000 RM'000 Trade payables - Note (i) 416, , Provision for liabilities - Note (ii) 3,865 3, Other payables - Note (iv) 269, ,440 18,264 12,070 Due to remisiers - Note (v) 55,586 55, Due to directors - Note (vi) Due to subsidiaries - Note (vii) , , , , , ,885 TA Enterprise berhad Annual Report

142 18. PAYABLES (CONT'D.) (i) Trade payables Group RM 000 RM 000 Restated Trade payables for stockbroking subsidiaries: - Due to brokers 184, ,781 - Due to clients 33,211 70,548 Clients monies 141, ,719 Unrealised gain on clearing accounts on open positions of clients in a derivative trading subsidiary 19,254 9,951 Due to unit trust funds 6,802 7,330 Due to customers on contracts - Note (iii) 4,107 - Other trade payables 27,263 30, , ,644 Trade payables for stockbroking subsidiaries mainly relate to amounts payable to margin and non-margin clients and outstanding contracts entered into on behalf of clients where settlements via the Central Depository System or the Central Clearing and Settlement System for the Malaysian and Hong Kong subsidiaries respectively have yet to be made as at the reporting date. Clients monies relate to monies owing to clients maintained in segregated accounts of derivative broking subsidiaries. Due to unit trust funds arose in a subsidiary that is a manager of unit trust funds in respect of the creation of trust units for resale. The trade credit term for amount payable to non-margin clients in the Malaysian stockbroking subsidiary is 3 market days according to the Bursa Malaysia Securities Berhad FDSS trading rules whilst for the Hong Kong stockbroking subsidiary, the trade credit term is 2 market days. Clients and trust monies have no fixed terms of repayment. The trade credit term for the amount due to unit trust funds is not exceeding 10 days from the date of creation. Trade payables of a derivative broking subsidiary in excess of clients' segregated clearing account balances and unrealised gains/(losses) are repayable upon client's request for withdrawal. The Group s credit terms for other trade payables are determined and approved on a case-by-case basis with the creditors. 190 TA Enterprise berhad Annual Report 2015

143 18. PAYABLES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (ii) Provision for liabilities Group Employee benefits RM 000 RM 000 At beginning of the year 5,550 3,944 Provision included under personnel costs 1,058 2,029 Exchange differences (185) (423) At end of the year 6,423 5,550 Analysed as: Group RM'000 RM'000 Non-current 2,558 2,148 Current 3,865 3,402 6,423 5,550 Provision for employee benefits is in respect of annual leave, long service leave and sick leave in certain Australian subsidiaries when it is probable that settlement will be required and the amount can be measured reliably. (iii) Due to customers on contracts Group RM 000 RM 000 Construction contract costs incurred to date 128,855 - Attributable profits 7, ,758 - Less: Progress billings (140,865) - (4,107) - TA Enterprise berhad Annual Report

144 18. PAYABLES (CONT'D.) (iv) Other payables Group Company RM 000 RM 000 RM 000 RM 000 Other trade related payables 53,468 86, Other interest payable 2,830 2, Amount payable for purchase of investment securities 72, , Other payables 40,718 32,979 14, Stockist profit sharing 11,690 8, Provision for development/ construction cost 37,594 32, Financial guarantees to subsidiaries - - 2,088 2,226 Accruals 50,748 37,571 1,797 9, , ,440 18,264 12,070 Other trade related payables of the Group represent amounts payable arising directly from the Group s daily operations, including tenants' deposits and related payables arising from property investments. (v) Due to remisiers Group RM 000 RM 000 Current accounts 2,258 2,588 Security deposits 53,328 53,403 55,586 55,991 The amounts due to remisiers by the stockbroking subsidiaries are unsecured. The current account balances are interest-free and repayable not later than one month. Security deposits are received as collateral for trading limits granted to the customers of the remisiers. Floating rate interest earned and paid to the remisiers on security deposits placed as deposits with licensed financial institutions ranges from 1.70% to 3.30% ( : 1.70% to 3.10%) per annum. Repayment of security deposits are subject to the terms in the remisiers' agreement. 192 TA Enterprise berhad Annual Report 2015

145 18. PAYABLES (CONT'D.) (vi) Due to directors NOTES TO THE FINANCIAL STATEMENTS Group Company RM 000 RM 000 RM 000 RM 000 Directors of the Company: Current accounts Due to directors of the Company are unsecured, interest-free and repayable on demand. (vii) Due to subsidiaries The amount due to subsidiaries are unsecured, repayable on demand and interest-free. 19. DERIVATIVES Group RM'000 RM'000 Contract/ Contract/ Notional Notional Amount Liabilities Amount Liabilities Non-hedging derivatives: Current Forward currency contracts 94,778 (2,680) - - Geared equity accumulators 152,002 (2,303) 385,803 (3,200) Geared equity decumulators 66,976 (2,832) - - (7,815) (3,200) The Group uses forward currency contracts to manage some of the transaction exposure. These contracts are not designated as cash flow or fair value hedges and are entered into for periods consistent with currency transaction exposure and fair value change exposure. Such derivatives do not qualify for hedge accounting. The Group also invested in geared equity accumulators and decumulators as part of the Group's investment portfolio with a view to maximise the Group's performance. During the financial year, the Group recognised an unrealised loss of RM4,012,000 ( : RM3,200,000) arising from fair value changes of derivative liabilities. The method and assumption applied in determining the fair value of derivatives are disclosed in Note 36(d). TA Enterprise berhad Annual Report

146 20. REVENUE Group Company RM 000 RM 000 RM 000 RM 000 Gross brokerage 82,201 77, Service and administration charges 15,309 12, Underwriting commission and placement fees 10,143 7, Nominee service charges Service charges from sale of units trust 5,563 4, Manager's fee from unit trust fund and private mandate clients 8,035 7, Performance fees from private mandate clients Rollover fees 28,685 25, Acceptance fees Interest income: - placements in financial institutions investments in securities 87,058 55, from a joint operation (Note 29) 788 5, from a joint venture (Note 29) 5, money lending:- recovery of interest (Note 11) 1,314 9, others 11,390 9, Gross dividends from: - subsidiaries (Note 29) ,714 23,639 - unquoted shares in Malaysia quoted shares outside Malaysia 1, Management fees from: - subsidiaries (Note 29) ,383 7,606 - others Sales of properties 196, , Sales of construction materials 2,326 14, Rental income 51,242 47, Hotel room rental and related revenue 463, , Give up execution income 7,750 5, Other revenue 6,000 4, , , ,195 31, TA Enterprise berhad Annual Report 2015

147 21. OTHER INCOME NOTES TO THE FINANCIAL STATEMENTS Included in other income are: Group Company RM 000 RM 000 RM 000 RM 000 Restated Gross dividends from quoted investments: - in Malaysia outside Malaysia Interest income from: - subsidiaries (Note 29) - - 4,905 5,937 - placements in financial institutions 11,272 10, others investment in securities 24,216 6, overdue financial receivables 103,126 4, Rental income from: - a director (Note 29) others 2,081 5, Net gain on disposal/redemption of investment securities 24,790 24, Realised fair value gain on derivatives 6,968 10, Bad debt recovered Deposit forfeited Deemed fee income from provision of financial guarantees - - 2,666 2,115 TA Enterprise berhad Annual Report

148 22. PERSONNEL COSTS Group Company RM 000 RM 000 RM 000 RM 000 Wages, salaries, allowances and bonuses 197, ,577 21,950 14,322 Social security costs 2,771 1, Contribution to Defined Contribution Plan 19,185 17,724 2,583 1,810 Unutilised annual leave 4,234 4, Other staff related expenses 15,046 14, , ,883 25,154 16,654 The above personnel costs include remuneration paid/payable to directors of the Group and of the Company (excluding fees, benefits-in-kind and commission that are not classified as personnel costs) and are disclosed in Note 23 below. 23. DIRECTORS REMUNERATION Directors of the Company Group Company RM 000 RM 000 RM 000 RM 000 Executive: Salaries and other emoluments 2,993 1,577 2,993 1,577 Bonus 1, , Benefits-in-kind ,934 2,057 4,934 2,057 Non-executive: Other emoluments 5,899 4,251 4,712 3,156 Fees Bonus 10,404 8,454 9,890 8,290 Benefits-in-kind ,731 12,975 14,847 11, TA Enterprise berhad Annual Report 2015

149 23. DIRECTORS REMUNERATION (CONT'D.) Other Directors NOTES TO THE FINANCIAL STATEMENTS Group Company RM 000 RM 000 RM 000 RM 000 Executive: Salaries and other emoluments 3,455 2, Bonus 1,805 1, Benefits-in-kind ,303 3, Non-executive: Fees Total 27,060 19,008 19,781 13,744 Total excluding benefits-in-kind 26,850 18,808 19,642 13,613 The number of directors of the Company whose total remuneration (including benefits-in-kind) by the Group during the year fall within the following bands as follows: Number of Directors Executive Directors: RM350,001 - RM400,000-1 RM400,001 - RM500, RM1,600,000 - RM1,700,000-1 RM4,500,000 - RM5,000, Non-Executive Directors: RM50,000 - RM100, RM300,000 - RM400, RM400,001 - RM500,000-1 RM10,000,000 - RM14,500,000* 1 1 The above directors' remuneration is excluding legal or consultancy fees paid to firms where directors have interest as disclosed in Note 29. *Included in the above, is a non-executive director of the Company who is an Executive Director of listed subsidiary company. TA Enterprise berhad Annual Report

150 24. FOREIGN EXCHANGE GAIN/(LOSS), NET Foreign exchange gain/(loss), net comprise: Group Company RM 000 RM 000 RM 000 RM 000 Net realised (loss)/gain on foreign exchange transactions (17,300) (45,853) 1,702 - Net unrealised gain/(loss) on foreign exchange transactions 18,719 13,110 (10,027) (17,900) 1,419 (32,743) (8,325) (17,900) 25. OTHER EXPENSES Included in other expenses are: Group Company RM 000 RM 000 RM 000 RM 000 Auditors remuneration: Parent's auditors: Statutory audit - current year (over)/under provision in prior year Other services - current year Member firms of parent auditors: Statutory audit - current year (over)/under provision in prior year (4) Other firms of auditors: Statutory audit - current year 1, (over)/under provision in prior year (13) Other services - current year TA Enterprise berhad Annual Report 2015

151 25. OTHER EXPENSES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS Group Company RM 000 RM 000 RM 000 RM 000 Legal fees paid to firms in which directors of the Company have interest (Note 29) Property, plant and equipment written off (Note 3) Bad debts written off - 4, Amortisation of: - intangible assets (Note 6) deferred leasing costs deferred incentive fee [Note 11(iii)] 4,038 4, Net fair value loss/(gain) on held for trading investment 93,205 (182) - - Unrealised fair value loss on derivatives 4,012 3, Reversal of impairment losses on: - amount owing from trade receivables (Note 11) (2,781) (6,645) amount owing from financial receivables (Note 11) (4,404) (22,066) amount owing from subsidiaries (Notes 11) - - (1,325) - - investment in subsidiaries - - (49,286) - Impairment losses on: - amount owing from trade receivables (Note 11) 1,627 2, amount owing from financial receivables (Note 11) 207 1, available-for-sale investments 1,444 3, purchased goodwill (Note 6) - 18, amount owing from subsidiaries (Notes 11) ,042 - investment in subsidiaries ,244 - Rental of premises paid to: - subsidiaries (Note 29) - - 2,552 2,549 - others 1,001 1, Management fees charged to: - subsidiaries (Note 29) - - 3,250 1,200 - others 18,812 20, Net loss on disposal of property, plant and equipment TA Enterprise berhad Annual Report

152 26. FINANCE COSTS Included in finance costs are: Group Company RM 000 RM 000 RM 000 RM 000 Interest expense: - Term loan 27,800 26,828 1,409 2,050 - Revolving credit 19,591 13,709 9,132 7,608 - Bank overdraft Other interest ,910 40,851 10,541 9,658 Guarantee and commitment fees ,835 41,329 10,580 9, NET ASSETS UNDER DISPOSAL GROUP On 28 November 2014, the Group announced the decision to dispose the entire equity interest in TA Securities (HK) Limited ("TAHK"), a wholly-owned subsdiary of the Group to China King Sun Finance Group Limited. Further disclosure of the disposal is detailed in Note 34. With TAHK being classified as asset under disposal group, the Hong Kong geographical segment is no longer presented in the segment note. The results of TAHK for the financial year are presented below: RM'000 Revenue 474 Other income 3 9 Personnel costs (1,227) Depreciation (168) Remisiers' commission (39) Net foreign exchange loss ( 8 ) Other expenses (881) Loss before tax (1,810) Income tax expense (113) Loss for the financial year (1,923) 200 TA Enterprise berhad Annual Report 2015

153 27. NET ASSETS UNDER DISPOSAL GROUP (CONT'D.) The major classes of assets and liabilities of TAHK classified as held for sale as at 31 January 2015 are as follows: Note RM'000 Assets Plant and equipment Deferred tax assets Receivables Cash and cash equivalents 13 6,448 7,209 Liabilities Payables Net assets directly associated with disposal group 6,939 The net cash flows incurred by TAHK are, as follows: 2015 RM'000 Net cash generated from operating activities 37,311 Net cash generated from investing activities 14,304 Net cash used in financing activities (60,726) Net decrease in cash and cash equivalents (9,111) 2015 Loss per share attributable to equity holders of the Company (sen) - disposal group Basic and diluted, loss for the financial year (112) 28. INCOME TAX EXPENSE/(INCOME) Group Company RM 000 RM 000 RM 000 RM 000 Current year tax expenses: Malaysian income tax 53,274 26, ,461 Foreign tax 6,738 5, ,012 31, ,461 Deferred tax: Relating to reversal of temporary differences (Note 16) (2,547) (14,861) (3,809) ( 3 ) TA Enterprise berhad Annual Report

154 28. INCOME TAX EXPENSE/(INCOME) (CONT'D.) Group Company RM 000 RM 000 RM 000 RM 000 Under/(over) provided in prior years: Malaysian income tax 2,921 (1,551) (1,462) 26 Foreign tax 641 (3,412) - - 3,562 (4,963) (1,462) 26 61,027 12,145 (5,113) 1,484 Domestic income tax is calculated at the Malaysian statutory tax rate of 25% (2014: 25%) of the estimated assessable income for the year, if any. The domestic statutory tax rate will be reduced to 24% from the current year's rate of 25% effective year of assessment Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions. Reconciliations of income tax expense applicable to profit before tax at the statutory income tax rate to income tax expense at the effective income tax rate of the Group and of the Company are as follows: Group RM'000 RM'000 Profit before tax 220, ,266 Taxation at Malaysian statutory tax rate of 25% (2014: 25%) 55,180 47,817 Effect of different tax rates in other countries (8,413) (32,626) Effect of income not subject to tax (96,932) (28,075) Effect of expenses not deductible for tax purposes 101,557 24,893 Effect of utilisation of previously unrecognised tax losses and unabsorbed capital allowances (3,918) (78) Deferred tax assets not recognised in respect of current year's tax losses, unabsorbed capital allowances and provisions 9,991 5,177 Under/(over) provided in prior years 3,562 (4,963) Tax expense for the year 61,027 12,145 Company Profit/(loss) before tax 109,040 (9,623) Taxation at Malaysian statutory tax rate of 25% (2014: 25%) 27,260 (2,406) Effect of income not subject to tax (36,820) (4,804) Effect of expenses not deductible for tax purposes 5,909 8,607 Deferred tax assets not recognised in respect of provisions - 61 (Over)/under provided in prior years (1,462) 26 Tax expense for the year (5,113) 1, TA Enterprise berhad Annual Report 2015

155 29. SIGNIFICANT RELATED PARTY TRANSACTIONS In addition to the transactions detailed elsewhere in the financial statements, the Group and the Company had the following transactions with related parties during the financial year: Included in revenue (Note 20) are: Group Company RM 000 RM 000 RM 000 RM 000 Gross dividends from subsidiaries: - TA Securities Holdings Berhad , TA Futures Sdn. Bhd ,000 4,425 - TA International Sdn. Bhd , TA Global Berhad ,017 19,214 - TA Capital Sdn. Bhd , TA Asia Pacific REITs Income Fund Management fees received from subsidiaries: - TA Centre Berhad TA Securities Holdings Berhad - - 3,560 4,500 - TA Futures Sdn. Bhd , TA Investment Management Berhad TA Capital Sdn. Bhd , TA Global Berhad - - 3,400 1,300 - TA Restaurant & Café Sdn. Bhd TA Muamalah Nominees (T) Sdn. Bhd TA Nominees (T) Sdn. Bhd TA Nominees (A) Sdn. Bhd TASEC Nominees (T) Sdn. Bhd TASEC Nominees (A) Sdn. Bhd TA International Sdn. Bhd Flamingo Project Sdn. Bhd TA Commodities Sdn. Bhd TA Nominees Sdn. Bhd TA Asset Management Sdn. Bhd TA Enterprise berhad Annual Report

156 29. SIGNIFICANT RELATED PARTY TRANSACTIONS (CONT'D.) Included in revenue (Note 20) are (Cont'd.): Group Company RM 000 RM 000 RM 000 RM 000 Restated Rental income received from a firm where Christopher Koh, a director of the Company has interest Interest income from: - Oaxis Sdn. Bhd., an associated company 7,365 3, The Gardens, joint operation in which the Group has 65% interest 788 5, West Georgia Development Limited Partnership, a joint venture in which the Group has 50% interest 5, Included in other income (Note 21) are: Interest income received from subsidiaries: - TA Futures Sdn. Bhd TA Capital Sdn. Bhd ,073 - TA Global Bhd ,983 2,609 Rental income received from a director: - Datuk Tiah Thee Kian TA Enterprise berhad Annual Report 2015

157 29. SIGNIFICANT RELATED PARTY TRANSACTIONS (CONT'D.) Included in other expenses (Note 25) are: Group Company RM 000 RM 000 RM 000 RM 000 Rental of premises paid to subsidiaries: - Menara TA Sdn. Bhd ,552 2,539 - Pure Factor Sdn. Bhd Management fees paid to a subsidiary: - TA Global Berhad - - 3,250 1,200 Legal fees paid to a firm where Jory Leong, a Director of the Company has interest Legal fees paid to a firm where Christopher Koh, a Director of the Company has interest Details of a subordinated loan granted to TA Futures Sdn. Bhd., a subsidiary, is disclosed in Note 11. The management fees are determined based on the terms and conditions which are mutually agreed between the parties. Other than the management fee, the directors are of the opinion that the other transactions above have been entered into in the normal course of business and have been established on terms and conditions that are not materially different from that obtainable in transactions with unrelated parties. TA Enterprise berhad Annual Report

158 29. SIGNIFICANT RELATED PARTY TRANSACTIONS (CONT'D.) Compensation of key management personnel The remuneration of the directors and other members of the key management staff during the financial year were as follows: Group Company RM 000 RM 000 RM 000 RM 000 Short-term employee benefits, fees, commission and gratuity 26,690 20,791 5,619 2,927 Post-employment benefits: Defined contribution plan 2,899 2, ,589 23,031 6,254 3,238 Included in the total key management personnel are: Directors' remuneration [excluding benefits-in-kind (Note 23)] 26,850 18,808 4,885 2,013 Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any director (whether executive or otherwise) of that entity. 30. EARNINGS PER SHARE Profit attributable to ordinary equity holders of the Company (RM'000) 104, ,032 Weighted average number of ordinary shares in issue ('000) 1,711,910 1,711,910 Basic earnings per share (sen) Basic earnings per share amounts are calculated by dividing profit for the year, net of tax, attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the financial year. As the reporting date, the Group does not have any dilutive potential ordinary shares in issue. 206 TA Enterprise berhad Annual Report 2015

159 31. DIVIDEND Recognised in the financial statements: NOTES TO THE FINANCIAL STATEMENTS Dividend Dividend recognised in respect of year in year ended RM 000 RM 000 RM 000 RM 000 Final dividend for 2013: 1.8% less 25% taxation, on 1,711,909,630 ordinary shares (1.35 sen net per ordinary share) - 23,111-23,111 Final single-tier dividend for 2014: 2.8% on 1,711,909,630 ordinary shares (2.80 sen net per ordinary share) 47,933-47,933-47,933 23,111 47,933 23, COMMITMENTS Group RM 000 RM 000 Approved and contracted for: Property, plant and equipment 18,396 20,692 Joint ventures - 187,056 Acquisition of a residential project - 286,182 Acquisition of a hotel property 286, , ,930 TA Enterprise berhad Annual Report

160 32. COMMITMENTS (CONT'D.) Non-cancellable operating lease commitments - Group as lessee The future aggregate minimum lease payments under non-cancellable operating leases contracted for (excluding land use rights) as at the reporting date but not recognised as liabilities are as follows: Group RM'000 RM'000 Future minimum rentals payable: Not later than 1 year 1,435 1,414 Later than 1 year but not later than 5 years ,216 1,727 The lease payments, including amortisation of land use rights recognised in profit or loss during the financial year are as disclosed in Note 25. Non-cancellable operating lease commitments - Group as lessor The Group sub-leases a portion of the hotel premises for rental income. These leases have a remaining non-cancellable lease term of about 1 year ( : 1 year). Future minimum rentals receivables under non-cancellable operating leases at the reporting date are as follows: Future minimum rentals receivable: Group RM'000 RM'000 Not later than 1 year Later than 1 year but not later than 5 years TA Enterprise berhad Annual Report 2015

161 33. CONTINGENT LIABILITIES NOTES TO THE FINANCIAL STATEMENTS Apart from financial guarantees as disclosed in Note 21, contingencies of the Group as at the date of these financial statements comprise of the following: (i) A withholding tax claim was raised against the Group's subsidiary, Siam Resorts Co., Ltd ( SRC ) by the Phuket Revenue Office, in respect of waived interest for loans extended by the predecessor owner of the Movenpick Resort ( WHT Claim ). Our advisors estimated the amount of the WHT Claim to be about THB 114,351,602. The Group does not admit liability on the WHT Claim by the Phuket Revenue Office and will take appropriate measures upon seeking advice on the matter. Under the relevant provisions of the Tax Covenant in the sale and purchase agreement with the predecessor owner of SRC, the Group has full recourse against the predecessor owner for the WHT Claim and hence, the Group has issued a notice of dispute to the predecessor owner. As a result, no provision has been recognised and this will be reassessed during the next financial quarter. (ii) On 24 December 2014, a Writ of Summons and Statement of Claim Kuala Lumpur High Court Civil Suit No. 22NCVC /2014 ("Suit") was served on TA First Credit Sdn. Bhd. ("TA First Credit"), a wholly-owned subsidiary of TA Global, as the Defendant. The Plaintiffs in this Suit are 164 purchasers of properties in Damansara Idaman. In TA First Credit s opinion as advised by its solicitors, the Plaintiffs' claim is without basis as it is not in accordance with the Sale and Purchase Agreements ( SPAs) and Deed of Mutual Covenants ( DMCs) signed between TA First Credit and the Plaintiffs and the collateral contracts as alleged by the Plaintiffs are without merit. The Plaintiffs' claim is for direct damages of RM10 million, general damages, interest and specific performance. In view of the fact that the claims of the Plaintiffs are not consistent with the provisions of the SPAs and the DMCs and in the absence of merit for the alleged collateral contracts and given that the a majority of the purchasers/residents of Damansara Idaman have failed to pay their monthly maintenance charges and sinking fund contributions, TA First Credit has on 19 January 2015 counterclaimed for: TA Enterprise berhad Annual Report

162 33. CONTINGENT LIABILITIES (CONT'D.) (ii) (Cont'd.) (a) (b) (c) (d) (e) Outstanding maintenance charges and sinking fund amounting to RM747, as at which are due and owing by the purchasers and/or residents of Damansara Idaman; Vesting Order to hand over the management of the Damansara Idaman to the Plaintiffs and/or in the alternative to Damansara Idaman Owners and Residents Association ( DIORA ); the payment of the shortfall amount of RM393, incurred by TA First Credit in providing the maintenance and upkeep of Damansara Idaman for the enjoyment of the purchasers and/or residents of Damansara Idaman; General damages; and Loss of repute/image (RM164 million) suffered by TA First Credit and its related entities pursuant to the false allegations and claims made by the Plaintiffs against TA First Credit. The Group has made no provision for any liability in the financial statements because based on legal advice it is unlikely the Plaintiffs will succeed the Suit against TA First Credit. 34. SIGNIFICANT AND SUBSEQUENT EVENTS (a) Additional investment in subsidiaries (i) (ii) On 3 November 2014, Flamingo Projects issued 24,252 NCRPS of RM1.00 each at a premium of RM999 each to the Company. Further details are disclosed in Note 7(viii). On 3 November 2014, TA Nominees issued 2,708 NCRPS of RM1.00 each at a premium of RM999 each to the Company. Further details are disclosed in Note 7(ix). (iii) (iii) On 2 December 2014, Total Ingenious issued 120,856 NCRPS of RM1.00 each at a premium of RM999 each to the Company. Further details are disclosed in Note 7(xvi). On 15 April 2014 and 23 January 2014 respectively, TA Restaurant issued a total of 448,000 NCRPS and 49,998 ordinary shares of RM1.00 each to the Company. Further details are disclosed in Note 7(xx). 210 TA Enterprise berhad Annual Report 2015

163 34. SIGNIFICANT AND SUBSEQUENT EVENTS (CONT'D.) (a) Additional investment in subsidiaries (cont'd.) (iv) On 5 February 2015, TA Nominees issued 2,662 NCRPS of RM1.00 each at a premium of RM999 each to the Company by capitalisation of RM2,662,000 unsecured intercompany loan owing by TA Nominees to the Company. (v) On 9 April 2015, Flamingo Projects issued 1,474 NCRPS of RM1.00 each at a premium of RM999 each to the Company by capitalisation of RM1,474,000 unsecured intercompany loan owing by Flamingo Projects to the Company. (b) Acquisition of subsidiaries (i) (ii) On 7 March 2014, the Group acquired 1 share representing 100% equity interest in Maxfine, for a total consideration of HK$1.00. Further details are disclosed in Note 7(ii). On 30 May 2014, the Group acquired 100 ordinary shares representing 100% equity interest in TA Little Bay Pty. Limited [formerly knowns as CHOF5 Little Bay Pty Limited ("LBPL")], for a total cash consideration of AU$3.00. Further details are disclosed in Note 7(iv). (iii) On 31 October 2014, the Company acquired 2 ordinary shares representing 100% equity interest in Total Ingenious, for a total cash consideration of RM2.00. Further details are disclosed in Note 7(vii). (c) Acquisition of non-controlling interests (i) (ii) On 17 February 2014, the Group acquired 1 ordinary share of RM1.00 each representing 50% of the equity interest in TFC Nominees for a total consideration of RM1.00. Further details are disclosed in Note 7(i)(a). On 17 February 2014, the Group acquired 490,000 ordinary shares of RM1.00 each representing 49% of the equity interest in Binaprestij for a total consideration of RM1.00. Further details are disclosed in Note 7(i)(b). TA Enterprise berhad Annual Report

164 34. SIGNIFICANT AND SUBSEQUENT EVENTS (CONT'D.) (d) Incorporation of a subsidiary On 15 September 2014, the Group incorporated TA Hotel GP Ltd. with TAML subscribing to 1 common share of C$1.00 each in TA Hotel GP Ltd. Further details are disclosed in Note 7(v). (e) Dissolution/Deregistration/Striking-off of subsidiaries (i) (ii) (iii) (iii) On 15 May 2014, the Group announced that Aava Whistler Holdings Ltd. had been dissolved. Further details are disclosed in Note 7(iii). On 15 May 2014, the Group announced that TA Centre had been deregistered. Further details are disclosed in Note 7(xvii). On 31 December 2014, the Group announced that TA Investment Holdings and TA Antarabangsa Finance had been deregistered. Further details are disclosed in Note 7(xviii). On 31 December 2014, the Group announced that TA Development Lanka and Indian Ocean Lanka had been deregistered. Further details are disclosed in Note 7(xix). (f) Proposed disposal of a subsidiary On 28 November 2014, TA International Sdn. Bhd. and TA Nominees Sdn. Bhd., both wholly-owned subsidiaries of the Company entered into a sale and purchase agreement with China King Sun Finance Group Limited in relation to the proposed disposal of the entire equity interest in TA Securities (HK) Limited ("TAHK") for a total cash consideration of approximately HK$15.8million (equivalent to approximately RM6.8million). TAHK was incorporated on 15 November 1998 as a private limited company in Hong Kong under the Companies Ordinance. The principal activities of TAHK are stockbroking and dealing in securities. The disposal was completed on 17 April TA Enterprise berhad Annual Report 2015

165 34. SIGNIFICANT AND SUBSEQUENT EVENTS (CONT'D.) (g) Acquisition of properties On 25 June 2014, the Group completed the acqusition of a piece of vacant commercial land held under title no. geran 54344, Lot 15207, Bandar Serendah, Daerah Ulu Selangor, Selangor Darul Ehson, pursuant to the Sale and Purchase Agreement dated 26 May 2009 made between TA First Credit Sdn. Bhd. and Europlus Corporation Sdn. Bhd., and the Novation Cum Supplemental Agreement dated 13 February 2014 entered into by TA First Credit Sdn. Bhd. and Metro Ingenious Sdn. Bhd. with Europlus Corporation Sdn. Bhd.. The land was acquired at total cash consideration of RM45,395,885. (h) Proposed acquisition of properties (i) On 28 April 2014, Maxfine entered into a sale and purchase agreement with West Georgia Development Limited Partnership to acquire the Trump International Hotel located at 1151 West Georgia, Vancouver, B.C., Canada, together with all furniture, furnishings fittings and equipment and inventories for a total consideration of C$100 million or RM million equivalent. The proposed acquisition is expected to be completed in June (ii) On 20 March 2015, the Group announced that Metro Ingenious Sdn. Bhd., a wholly-owned subsidiary of TA Global, has entered into a sale and purchase Agreement with Europlus Corporation Sdn. Bhd. to acquire the following two pieces of freehold vacant commercial land, at a total consideration of RM106,860,000. (a) a piece of freehold vacant commercial land measuring approximately 277,969 square metres held under Title No. Geran 56575, Lot 16531, Seksyen 20, Bandar Serendah, Daerah Ulu Selangor, Negeri Selangor. (b) a piece of freehold vacant commercial land measuring approximately 490,238 square metres held under Title No. Geran 56577, Lot 16532, Seksyen 20, Bandar Serendah, Daerah Ulu Selangor, Negeri Selangor. The proposed acquisition is expected to be completed by the second quarter of financial year ending 31 January TA Enterprise berhad Annual Report

166 34. SIGNIFICANT AND SUBSEQUENT EVENTS (CONT'D.) (i) Proposed disposal of an associated company On 24 March 2015, TA Properties Sdn. Bhd., a wholly-owned subsidiary of TA Global entered into a Sale and Purchase Agreement with Zillion Development Sdn. Bhd. in relation to the proposed disposal of the entire 25% equity interest in Oaxis Sdn. Bhd., for a total cash consideration of RM17,174,922. The proposed disposal is expected to be completed by June (j) Conversion of TA Global's ICPS to ordinary shares During the financial year ended 31 January 2015, TA Global issued 262,041,902 ordinary shares pursuant to the conversion of ICPS by the ICPS holders. The conversion is satisfied by surrendering one ICPS of RM0.50 each in TA Global for each new TA Global's ordinary share of RM0.50 each. Further details are disclosed in Note 7(xxi). 35. SEGMENT INFORMATION (a) Business Segment The Group is organised on a worldwide basis into six major business segments: (i) Broking and financial services - stockbroking, fund management, unit trust, derivatives broking and trading; (ii) Investment holding - provision of funding and investment related services; (iii) Credit and lending - provision of finance and related services; (iv) Property investment - investment in residential and commercial properties; (v) Property development - development of residential and commercial properties; and (vi) Hotel operations - operation of hotel and related services. Other business segments include construction, food and beverages and other inactive operations, none of which are of a sufficient size to be reported separately. 214 TA Enterprise berhad Annual Report 2015

167 35. SEGMENTAL INFORMATION (CONT'D.) (a) Business Segment (Cont'd.) Broking Credit and financial Investment and Property Property Hotel services holding lending investment development operations Others Elimination Consolidated RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Revenue External sales 131,332 88,436 47,295 49, , ,606 2, ,251 Inter-segment sales 1, ,162 22,873 26, (282,541) - Total revenue 132, ,598 70,168 75, , ,606 2,649 (282,541) 986,251 Result Net segment results 34,999 (12,973) 147,956 13,207 39,844 89,704 (4,586) - 308,151 Foreign exchange gains/(losses) 1,164 (13,490) 16, (2,751) - - 1,419 Unallocated corporate expenses (36,466) Operating profit 36,163 (26,463) 164,357 13,302 39,844 86,953 (4,586) - 273,104 Finance costs, net (812) (25,081) (3,741) (7,866) (6,055) (5,280) - - (48,835) Share of results of associated companies (77) (450) (527) Share of results of joint ventures (3,022) (3,022) Profit/(loss) before tax 35,351 (51,544) 160,616 2,337 33,339 81,673 (4,586) - 220,720 Income tax expense (61,027) Profit/(loss) for the year 35,351 (51,544) 160,616 2,337 33,339 81,673 (4,586) - 159,693 TA Enterprise berhad Annual Report

168 35. SEGMENTAL INFORMATION (CONT'D.) (a) Business Segment (Cont'd.) (Cont'd.) Broking Credit and financial Investment and Property Property Hotel services holding lending investment development operations Others Elimination Consolidated RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Assets Segment assets 761, , , ,283 1,155,489 2,207,104 16,140-6,248,057 Investment in equity method of associated companies ,479 9, ,646 Investment in joint ventures , ,129 Unallocated corporate assets ,038 Consolidated total assets 761, , , ,891 1,164,656 2,207,104 16,140-6,379,870 Liabilities Segment liabilities 464,025 1,320, , , , ,579 13,276-3,001,461 Unallocated corporate liabilities ,369 Consolidated total liabilities 464,025 1,320, , , , ,579 13,276-3,291, TA Enterprise berhad Annual Report 2015

169 35. SEGMENTAL INFORMATION (CONT'D.) (a) Business Segment (Cont'd.) (Cont'd.) Broking Credit and financial Investment and Property Property Hotel services holding lending investment development operations Others Elimination Consolidated RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Other Information Additions to property, plant and equipment (Note 3) ,184 1,226 40, ,967 Additions to intangible assets (Note 6) TA Enterprise berhad Annual Report

170 35. SEGMENTAL INFORMATION (CONT'D.) (a) Business Segment (Cont'd.) Broking Credit and financial Investment and Property Property Hotel services holding lending investment development operations Others Elimination Consolidated RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Revenue External sales 115,872 56,384 53,653 45, , ,747 15, ,729 Inter-segment sales ,307 6,922 28, (138,869) - Total revenue 115, ,691 60,575 74, , ,747 15,325 (138,869) 870,729 Result Net segment results 27,820 42, ,224 12,731 29,173 79,292 (2,831) - 289,576 Foreign exchange gains/(losses) 919 (22,344) 8,972 (30) - (20,290) 30 - (32,743) Unallocated corporate expenses (17,996) Operating profit 28,739 19, ,196 12,701 29,173 59,002 (2,801) - 238,837 Finance costs, net (789) (19,617) (2,896) (8,784) (3,354) (5,889) - - (41,329) Share of losses in associated companies (236) (821) (1,057) Share of losses in joint ventures (5,185) (5,185) Profit/(loss) before tax 27, ,300 (1,504) 24,998 53,113 (2,801) - 191,266 Income tax expense (12,145) Profit/(loss) for the year 27, ,300 (1,504) 24,998 53,113 (2,801) - 179, TA Enterprise berhad Annual Report 2015

171 35. SEGMENTAL INFORMATION (CONT'D.) (a) Business Segment (Cont'd.) (Cont'd.) Broking Credit and financial Investment and Property Property Hotel services holding lending investment development operations Others Elimination Consolidated RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Assets Segment assets 768, , , , ,230 2,250,010 62,548-5,708,145 Investment in equity method of associated companies ,055 9, ,672 Investment in joint ventures , ,658 Unallocated corporate assets ,762 Consolidated total assets 768, , , , ,847 2,250,010 62,548-5,843,237 Liabilities Segment liabilities 442,192 1,086, , , , ,922 59,255-2,567,974 Unallocated corporate liabilities ,359 Consolidated total liabilities 442,192 1,086, , , , ,922 59,255-2,811,333 TA Enterprise berhad Annual Report

172 35. SEGMENTAL INFORMATION (CONT'D.) (a) Business Segment (Cont'd.) (Cont'd.) Broking Credit and financial Investment and Property Property Hotel services holding lending investment development operations Others Elimination Consolidated RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Other Information Additions to property, plant and equipment (Note 3) 1,402 1,003-4,125 20,454 11,649 8,491-47,124 Additions to intangible assets (Note 6) TA Enterprise berhad Annual Report 2015

173 35. SEGMENTAL INFORMATION (CONT'D.) (b) Geographical Segment (i) Malaysia - NOTES TO THE FINANCIAL STATEMENTS Although the Group's six major business segments are managed on a worldwide basis, they operate in seven principal geographical areas of the world as follows: property development and investment; (ii) Australia - operation of hotels and property development; (iii) Canada - (iv) British Virgin Islands - investment holding; (v) Singapore - operation of a hotel; (vi) China - operation of a hotel; (vii) Thailand - operation of a hotel; stockbroking, investment holding, provision of funding facilities, fund management and unit trust, derivatives broking and trading, property investment - investment in commercial properties and operation of hotel and property development; External revenues Non-current assets # RM'000 RM'000 RM'000 RM'000 Malaysia 294, , , ,542 Australia 209, ,105 1,165,564 1,071,227 Canada 152,797 55, , ,551 British Virgin Islands 88,055 56,206 17,534 17,882 Singapore 150, , , ,555 China 36,609 39, , ,812 Thailand 54,609 69, , ,809 Others 497 1,387 10,521 9, , ,729 3,876,991 3,571,255 # Non-current assets (excluding deferred taxation) consist of the following items as presented in the consolidated statement of financial position: TA Enterprise berhad Annual Report

174 35. SEGMENTAL INFORMATION (CONT'D.) (b) Geographical Segment (Cont'd.) RM'000 RM'000 Property, plant and equipment 1,953,375 1,984,594 Investment properties 376, ,220 Land held for property development 728, ,126 Intangible assets 352, ,311 Investment in associates 23,646 24,173 Investment in joint ventures 82,128 88,658 Investment securities 72,506 68,346 Financial receivables 288, ,827 3,876,991 3,571, FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (a) Information about the extent and nature of the financial instruments, including significant terms and conditions are presented in their respective notes, where applicable. 222 TA Enterprise berhad Annual Report 2015

175 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (b) Interest rate risk The carrying amounts, the effective interest rates as at the reporting date and the remaining maturities of the Group's and the Company's financial instruments that are directly exposed to interest rate risk are tabled below: Interest bearing Interest Within 1 to 2 2 to 3 3 to 4 4 to 5 More than interest Note rates 1 year years years years years 5 years bearing Total Group % RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 Non Fixed rate Unquoted bonds and debt securities in Malaysia ^ , ,000 Available-for-sale financial assets ,772 31,734 73,037 Held-for-trading investments , ,907 72, , ,088 Financial receivables - gross , ,041 51,189 1, , ,611 Trade receivables - gross , , ,953 Fixed deposits placed with licensed banks , ,820 Borrowings , ,321 10,640 11,156 11,697 11, ,051 Floating rate Borrowings ,226, ,832 21, , , ,079,631 ^ Included in fixed rate financial instruments are unquoted bonds and debt securities in Malaysia for which full provision for impairment losses have been made as at the reporting date. TA Enterprise berhad Annual Report

176 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (b) Interest rate risk (Cont'd.) Interest bearing Interest Within 1 to 2 2 to 3 3 to 4 4 to 5 More than interest Note rates 1 year years years years years 5 years bearing Total Group % RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 Non Fixed rate Unquoted bonds and debt securities in Malaysia ^ , ,000 Available-for-sale financial assets ,308 29,038 68,549 Held-for-trading investments , , , ,270 Financial receivables - gross ,335 24,833-52,545 55, , , ,731 Trade receivables - gross , , ,770 Fixed deposits placed with licensed banks , ,658 Borrowings (13,985) (14,638) (111,036) (11,112) (11,651) (23,933) - (186,355) Floating rate Borrowings (1,311,230) (81,805) (8,834) - (99,805) - - (1,501,674) ^ Included in fixed rate financial instruments are unquoted bonds and debt securities in Malaysia for which full provision for impairment losses have been made as at the reporting date. 224 TA Enterprise berhad Annual Report 2015

177 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (b) Interest rate risk (Cont'd.) Interest bearing Non- Interest Within 1 to 2 2 to 3 3 to 4 4 to 5 More than interest Note rates 1 year years years years years 5 years bearing Total Company % RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM' Fixed rate Unquoted bonds and debt securities in Malaysia ^ , ,000 Due from subsidiaries (gross) , , ,015 Fixed deposits and placements , ,782 Floating rate Revolving credits (232,000) (232,000) Fixed rate Unquoted bonds and debt securities in Malaysia ^ , ,000 Due from subsidiaries (gross) , , ,305 Fixed deposits and placements , ,757 Floating rate Revolving credits (176,000) (176,000) ^ Included in fixed rate financial instruments are unquoted bonds and debt securities in Malaysia for which full provision for impairment losses have been made as at the reporting date. TA Enterprise berhad Annual Report

178 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (c) Currency exposure The net unhedged financial assets and liabilities of entities within the Group that are not denominated in their respective functional currencies are as follows: At 31 January Denominating currencies Ringgit United States Australian Canadian Hong Kong Singapore Sterling Euro Other Functional Malaysia Dollars Dollars Dollars Dollars Dollars Pounds Dollars currencies Total Currencies RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Financial receivables Ringgit Malaysia , ,081 Cash and cash equivalents Ringgit Malaysia - 30, ,062 5,199 8, ,474 United States Dollars , ,967 5,190 11, ,072 Hong Kong Dollars ,182 Renminbi ,531 47, ,029 11,143 20, ,482 Available-for-sale investment Ringgit Malaysia , ,680 United States Dollars , ,588 7, , ,072 12,438 Investment heldfor trading United States Dollars ,694-79, , ,977 Balance carried forward: 1 30,531 48, ,110 23,599 27,413 79, ,432 4, , TA Enterprise berhad Annual Report 2015

179 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (c) Currency exposure (Cont'd.) NOTES TO THE FINANCIAL STATEMENTS At 31 January 2015 (Cont'd.) Denominating currencies Ringgit United States Australian Canadian Hong Kong Singapore Sterling Euro Other Functional Malaysia Dollars Dollars Dollars Dollars Dollars Pounds Dollars currencies Total Currencies RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Balance brought forward: 1 30,531 48, ,110 23,599 27,413 79, ,432 4, ,978 Other receivables Ringgit Malaysia - 28, ,434 United States Dollars Hong Kong Dollars , ,856 Trade payables Ringgit Malaysia - (30,899) (30,899) Hong Kong Dollars (30,899) (30,899) Other payables Hong Kong Dollars (3) - - (3) United States Dollars (1) - - (1) (4) - - (4) Long term borrowings Ringgit Malaysia - - (56,521) (116,781) - (455,984) (629,286) Short term borrowings Ringgit Malaysia (8,540) - (21,496) (30,036) United States Dollars - - (309) (447) (4,031) - (90,800) (120,463) - (216,050) - - (309) (8,987) (4,031) (21,496) (90,800) (120,463) - (246,086) TA Enterprise berhad Annual Report

180 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS (c) Currency exposure (Cont'd.) At 31 January Denominating currencies Ringgit United States Australian Canadian Hong Kong Singapore Sterling Euro Other Functional Malaysia Dollars Dollars Dollars Dollars Dollars Pounds Dollars currencies Total Currencies RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Trade receivables Hong Kong Dollars Financial receivables Ringgit Malaysia , ,545 Cash and cash equivalents Ringgit Malaysia - 53,799 1,468 2,436 4,258 3, ,201 United States Dollars ,072 (100) 10,772 2,393 2, ,042 Hong Kong Dollars ,316 Renminbi ,829 1,493 11,508 5,036 15,160 2,727 2,523 1,124 93,437 Available-for-sale investment United States Dollars , ,580 8,007 Balance carried forward: 46 53,829 1,493 64,053 5,038 18,656 2,727 2,523 5, , TA Enterprise berhad Annual Report 2015

181 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (c) Currency exposure (Cont'd.) At 31 January 2014 (Cont'd.) NOTES TO THE FINANCIAL STATEMENTS Denominating currencies Ringgit United States Australian Canadian Hong Kong Singapore Sterling Euro Other Functional Malaysia Dollars Dollars Dollars Dollars Dollars Pounds Dollars currencies Total Currencies RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Balance brought forward: 46 53,829 1,493 64,053 5,038 18,656 2,727 2,523 5, ,069 Investment held- for trading United States Dollars , ,939 Other receivables Ringgit Malaysia - 44, ,253 United States Dollars , ,276 Trade payables Ringgit Malaysia - (85,273) (85,273) Hong Kong Dollars (9) (9) (9) (85,273) (85,282) Other payables Hong Kong Dollars (5) (5) United States Dollars (815) (815) (5) (815) (820) Long term borrowings Ringgit Malaysia (461,402) (461,402) Short term borrowings Ringgit Malaysia - - (7,315) (70,632) - (23,070) (101,017) 32 12,809 (5,822) (6,579) 11,162 (465,793) 2,727 2,523 5,704 (443,237) TA Enterprise berhad Annual Report

182 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (c) Currency exposure The net unhedged financial assets and liabilities of the Company that are not denominated in their respective functional currencies are as follows: At 31 January Denominating currencies United States Canadian Hong Kong Singapore Other Functional Dollars Dollars Dollars Dollars currencies Total Currencies RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Cash and cash equivalents Ringgit Malaysia 9, ,707 Due from subsidiaries Ringgit Malaysia - 12, , ,541 Due to subsidiaries Ringgit Malaysia - - (4,102) - - (4,102) At 31 January Denominating currencies United States Canadian Hong Kong Singapore Other Functional Dollars Dollars Dollars Dollars currencies Total Currencies RM 000 RM 000 RM 000 RM 000 RM 000 RM 000 Cash and cash equivalents Ringgit Malaysia Due to subsidiaries Ringgit Malaysia - (13,474) - (428,841) - (442,315) 230 TA Enterprise berhad Annual Report 2015

183 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (d) Fair values (i) Fair value of financial instruments by classes that are not carried at fair value and whose carrying amounts are not reasonable approximation of fair value. Group Carrying Company Carrying amount Fair value amount Fair value RM 000 RM 000 RM 000 RM 000 Financial Assets At 31 January 2015: Investment in securities (noncurrent) (Note 12) - Unquoted shares in Malaysia 490 # 490 # At 31 January 2014: Investment in securities (noncurrent) (Note 12) - 1 unit of non-cumulative "A" preference shares in BMDB 565 # unit of non-cumulative "C" preference shares in BMDB 56 # Unquoted shares in Malaysia 490 # 490 # # Fair value information has not been disclosed for the Group's investments in equity instruments that are carried at cost because fair value cannot be measured reliably. These equity instruments represent shares in institutions that are not quoted on any market and do not have any comparable industry peers that are listed. TA Enterprise berhad Annual Report

184 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (d) Fair values (Cont'd.) (i) Fair value of financial instruments by classes that are not carried at fair value and whose carrying amounts are not reasonable approximation of fair value (Cont'd.) Group Carrying amount Fair value RM 000 RM 000 Financial Liabilities At 31 January 2015: Borrowings 1,003, ,027 At 31 January 2014: Borrowings 362, ,379 (ii) Financial instruments that are not carried at fair value and whose carrying amounts are reasonable approximation of fair value: 2015 Note Cash and cash equivalents 13 Financial receivables 11(i) Trade receivables 11(ii) Due from subsidiaries 11(v) Due from associated companies 11(vi) Borrowings (current) 17 Trade payables 18(i) Due to remisiers 18(v) Due to directors 18(vi) Derivatives 19 Determination of fair value The carrying amounts of financial assets and liabilities are reasonable approximation of fair values, either due to their short-term nature or that they are floating rate instruments that are re-priced to market interest rates on or near the reporting date. The carrying amounts of short term funds approximate their fair value due to the relatively short term maturities of these instruments. 232 TA Enterprise berhad Annual Report 2015

185 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (d) Fair values (Cont'd.) (ii) Financial instruments that are not carried at fair value and whose carrying amounts are reasonable approximation of fair value (Cont'd.) Determination of fair value (Cont'd.) For financial receivables included in receivables, fair values are the estimated recoverable amounts from the respective loans. For impaired loans, the Group has taken into account the values of their collateral, latest updates from settlement negotiations with customers and the latest outcome from legal proceedings initiated. For quoted equity instruments, fair value is determined directly by reference to their published market bid price at the reporting date. When fair values of publicly traded equity securities are based on quoted market prices, or binding dealer price quotations, in an active market for identical assets without any adjustments, the instruments are included within Level 1 of the hierarchy. The fair values of unquoted bonds and securities outside Malaysia were obtained from a financial institution which is determined based on market observable inputs at reporting date. To the extent that the significant inputs are observable, the Group categorises these investments as Level 2. The fair values of quoted units trust are estimated based on the net asset values of the funds. The fair values of borrowings are estimated using discounted cash flow method based on the expected timing of amounts payable at the applicable rates of interest levied over the tenure of these borrowings. Derivatives are valued using valuation techniques with market observable inputs, commonly used by financial institutions. The valuation incorporate various inputs including the credit quality of counterparties, and foreign exchange spot and forward rates. Among other factors, valuation of geared equity accumulators depends primarily on knockout percentage, discount percentage, variability of the underlying stock, and the overall market trends, commonly used by financial institutions. TA Enterprise berhad Annual Report

186 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (d) Fair values (Cont'd.) (iii) The fair value hierarchy FRS 7 Financial Instruments: Disclosures requires the classification of financial instruments held at fair value according to a hierarchy that reflects the significance of inputs used in making the measurements, in particular, whether the inputs used are observable or unobservable. The following hierarchy is used for determining and disclosing the fair value of financial instruments: Level 1 - Level 2 - Level 3 - Quoted market prices: quoted prices (unadjusted) in active markets for identical assets or liabilities; Valuation techniques using observable inputs: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, whether directly (i.e. prices) or indirectly (i.e. derived from prices), are used; Valuation techniques with significant unobservable inputs: inputs used are not based on observable market data. 234 TA Enterprise berhad Annual Report 2015

187 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (d) Fair values (Cont'd.) (iii) The fair value hierarchy (Cont'd.) The following table shows the Group and the Company s financial assets and liabilities which are measured at fair value analysed by level within the fair value hierarchy: Fair value measurement using Group Quoted prices Significant Significant in active observable unobservable markets inputs inputs 31 January 2015 Date of valuation (Level 1) (Level 2) (Level 3) Total RM'000 RM'000 RM'000 RM'000 Assets measured at fair value: FVTPL investments (Note 12) - Quoted shares in Malaysia - Quoted shares outside Malaysia - Unquoted securities outside Malaysia 31 January , , January , , January , , , , ,088 Available-for-sale investments (Note 12) - Quoted securities in Malaysia 31 January , ,253 - Quoted securities outside Malaysia 31 January , ,410 - Quoted unit trust fund in Malaysia 31 January Unquoted bonds in Malaysia 31 January ,992-4,992 - Unquoted bonds outside Malaysia 31 January ,312-36,312 30,544 41,304-71,848 TA Enterprise berhad Annual Report

188 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (d) Fair values (Cont'd.) (iii) The fair value hierarchy (Cont'd.) The following table shows the Group and the Company s financial assets and liabilities which are measured at fair value analysed by level within the fair value hierarchy (Cont'd.): Fair value measurement using Group Quoted prices Significant Significant in active observable unobservable markets inputs inputs 31 January 2015 Date of valuation (Level 1) (Level 2) (Level 3) Total RM'000 RM'000 RM'000 RM'000 Assets for which fair values are disclosed: Investment properties (Note 4) - commercial properties in Malaysia 31 January , ,030 - commercial properties outside Malaysia 31 January , ,801 - residential properties outside Malaysia 31 January ,166-10, , ,997 Liabilities measured at fair value: Derivatives (Note 19) - forward currency contracts 31 January ,680-2,680 - geared equity accumulators 31 January ,303-2,303 - geared equity decumulators 31 January ,832-2,832-5,135-5,135 Liabilities for which fair values are disclosed: Borrowings (Note 17) - floating rate borrowings 31 January , ,081 - fixed rate borrowings 31 January , , , , TA Enterprise berhad Annual Report 2015

189 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (d) Fair values (Cont'd.) (iii) The fair value hierarchy (Cont'd.) The following table shows the Group and the Company s financial assets and liabilities which are measured at fair value analysed by level within the fair value hierarchy: (Cont'd.) Fair value measurement using Group Quoted prices Significant Significant in active observable unobservable markets inputs inputs 31 January 2014 Date of valuation (Level 1) (Level 2) (Level 3) Total RM'000 RM'000 RM'000 RM'000 Assets measured at fair value: FVTPL investments (Note 12) - Quoted shares in Malaysia - Quoted shares outside Malaysia - Unquoted securities outside Malaysia 31 January , , January , , January , ,597 14, , ,270 Available-for-sale investments (Note 12) - Quoted securities in Malaysia 31 January , ,103 - Quoted securities outside Malaysia 31 January , ,276 - Quoted unit trust fund in Malaysia 31 January Unquoted bonds in Malaysia 31 January ,914-4,914 - Unquoted bonds outside Malaysia 31 January ,597-34,597 27,300 39,511-66,811 TA Enterprise berhad Annual Report

190 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (d) Fair values (Cont'd.) (iii) The fair value hierarchy (Cont'd.) The following table shows the Group and the Company s financial assets and liabilities which are measured at fair value analysed by level within the fair value hierarchy: (Cont'd.) Fair value measurement using Group Quoted prices Significant Significant in active observable unobservable markets inputs inputs 31 January 2014 Date of valuation (Level 1) (Level 2) (Level 3) Total RM'000 RM'000 RM'000 RM'000 Assets for which fair values are disclosed: Investment properties (Note 4) - commercial properties in Malaysia (restated) - commercial properties outside Malaysia - residential properties outside Malaysia 31 January , , January , , January ,038-10, , ,443 Liabilities measured at fair value: Derivatives (Note 19) - geared equity accumulators 31 January ,200-3,200 Liabilities for which fair values are disclosed: Borrowings (Note 17) - floating rate borrowings 31 January , ,066 - fixed rate borrowings 31 January , , , , TA Enterprise berhad Annual Report 2015

191 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (d) Fair values (Cont'd.) (iii) The fair value hierarchy (Cont'd.) The following table shows the Group and the Company s financial assets and liabilities which are measured at fair value analysed by level within the fair value hierarchy: (Cont'd.) Fair value measurement using Company Quoted prices Significant Significant in active observable unobservable markets inputs inputs 31 January 2015 Date of valuation (Level 1) (Level 2) (Level 3) Total RM'000 RM'000 RM'000 RM'000 Assets for which fair values are disclosed: Investment in subsidiaries (Note 7) - Quoted shares in Malaysia 31 January ,040, ,040,759 - Quoted unit trust fund in Malaysia 31 January , ,222 1,042, ,042, January 2014 Assets for which fair values are disclosed: Investment in subsidiaries (Note 7) - Quoted shares in Malaysia 31 January , ,700 - Quoted unit trust fund in Malaysia 31 January , , , ,663 TA Enterprise berhad Annual Report

192 36. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES (CONT'D.) (d) Fair values (Cont'd.) (iv) The following methods and assumptions are used to estimate the fair value of each class of financial instruments: (i) Investment Securities The fair values of publicly traded instruments are determined by reference to their published market bid prices at the close of the business on the reporting date. (ii) Trade and Other Receivables and Payables, Short Term Funds, Due From Associated Companies, Due to Directors, Due to Remisiers and Borrowing, Due to A Joint Venturer and Derivatives. The carrying amounts approximate fair values due to relatively short term maturity of these financial instruments and have carried the commensurate interest rates as appropriate. Prepayments included in other receivables are not considered as financial instruments. 37. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES The Group and the Company are exposed to financial risks arising from their operations and the use of financial instruments. The Group s financial risk management policies seek to ensure that adequate financial resources are available for the development of the Group s businesses whilst managing its credit, liquidity, interest rate, currency, market and cash flow risks. The Group manages and allocates its capital resources centrally to ensure that all business units of the Group maintain the required levels of capital and prudent levels of liquidity at all times. The Board of Directors reviews and agrees policies and procedures for the management of these risks. The audit committee provides independent oversight to the effectiveness of the risk management process. The Group s stockbroking business in Malaysia is supervised by the Securities Commission ( SC ) and Bursa Malaysia Securities Berhad whilst the Group s derivative trading subsidiary in Malaysia is supervised by the SC, BMDB and Bursa Malaysia Derivatives Clearing House Berhad. These subsidiaries are required to comply with minimum capital adequacy requirements. The stockbroking business in Hong Kong is supervised by the Hong Kong Securities and Futures Commission ( HKSFC ) and is required to maintain liquid capital in accordance with the financial resources rules of the HKSFC. The Group s asset management and unit trust businesses in Malaysia are supervised by the SC and are required to adhere to the Guidelines issued by the SC. 240 TA Enterprise berhad Annual Report 2015

193 37. NOTES TO THE FINANCIAL STATEMENTS FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT'D.) The Group s property development activities in Malaysia, in its capacity as housing developers are governed by the Housing Development (Control and Licensing) Act, As licensed housing developers in Malaysia, the relevant subsidiaries are required to maintain Housing Development Accounts for all monies received from the sale of housing accommodation by the Malaysia property arm. The following sections provide details regarding the Group s and the Company s exposure to the above-mentioned financial risks and the objectives, policies and processes for the management of these risks. (a) Credit risk Credit risk is the risk of loss that may arise on outstanding instruments should a counterparty default on its obligations. The Group's and the Company's exposure to credit risk arises primarily from trade, financial and other receivables. The Company's exposure to credit risk also includes financial guarantees given to financial institutions for the borrowings of subsidiaries. Credit risk is controlled by the application of credit approvals, limits and monitoring procedures. Credit risks are minimised and monitored via strictly limiting the Group s associations to business partners with high creditworthiness. A credit approval limit structure approved by the Board of Directors is in place for all lending activities of the Group. Trade and financial receivables are monitored on an ongoing basis via group-wide management reporting procedures. For effective management of non-performing accounts ( NPAs ), a debt recovery unit has been established to focus on formulating and executing recovery action plans for major NPAs. On the whole, NPAs are monitored closely by the Group with greater emphasis being placed on TA Centre Berhad, TASH, TA First Credit Sdn. Bhd., TAAD, TA Securities (HK) Limited and TA Capital Sdn. Bhd. The Group does not have any significant exposure or concentration of credit risk that may arise from exposures to a single debtor or to groups of related debtors other than as disclosed in Note 11 to the financial statements. Information regarding credit enhancements for financial and trade receivables are disclosed in Note 11(i) and Note 11(ii). TA Enterprise berhad Annual Report

194 37. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT'D.) (a) Credit risk (Cont'd.) Credit risk concentration profile The Group determines concentrations of credit risk by monitoring the country and business segment of its trade and financial receivables on an ongoing basis. The credit risk concentration profile of the Group s financial and trade receivables at the reporting date are as follows: By country: Malaysia Singapore Australia Canada Hong Kong Thailand Other countries By business segment: Broking and financial services Investment holding Credit and lending Property investment Property development Hotel operations Others Group RM'000 % of total RM'000 % of total 559, % 570, % 8, % 6, % 9, % 251, % 288, % 107, % % 4, % 3, % 4, % % % 870, % 946, % 452, % 440, % 10, % 10, % 380, % 446, % 1, % 2, % % 12, % 24, % 22, % 1, % 11, % 870, % 946, % Financial assets that are neither past due nor impaired Information regarding financial and trade receivables that are neither past due nor impaired are disclosed in Note 11(i) and Note 11(ii). Deposits with banks and other financial institutions, FVTPL investments and available-for-sale investments that are neither past due nor impaired are placed with or entered into with reputable financial institutions or companies with high credit ratings and no history of default. Financial assets that are either past due or impaired Information regarding financial and trade receivables that are either past due or impaired are disclosed in Note 11(i) and Note 11(ii). 242 TA Enterprise berhad Annual Report 2015

195 37. NOTES TO THE FINANCIAL STATEMENTS FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT'D.) (a) Credit risk (Cont'd.) Collateral Effects of holding collateral The credit risk of financial assets of the Group is mitigated by the collaterals held against the financial assets. All impaired financial and trade receivables are subject to individual assessment impairment review as at the current and previous financial year end. The collateral mitigates credit risk and would reduce the extent of impairment allowance for the assets subject to impairment review. For financial and trade receivables, the Group's individual assessment allowance as at the date of the statement of financial position would have been higher by approximately RM89,050,493 ( : RM58,681,903) without the collateral held. (b) Liquidity risk Liquidity risk is the risk that the Group or the Company will encounter difficulty in meeting financial obligations due to shortage of funds. The Group's and the Company's exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Group seeks to achieve a balance between certainty of funding even in difficult times for the markets and a flexible, cost-effective borrowing structure. The policy, therefore, seeks to ensure that, at a minimum, all projected net borrowing needs are covered by committed facilities. In addition, debt maturities are closely monitored to ensure that the Group is able to meet its obligations as they fall due and any refinancing needs are met with. TA Enterprise berhad Annual Report

196 37. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT'D.) (b) Liquidity risk (Cont'd.) The Group s Treasury Department manages the Group s funding needs and allocates funds in such a manner that all business units maintain optimum levels of liquidity sufficient for their operations without leaving them unutilised. To this end, daily cash flow forecasts are prepared taking into account all major transactions. Any excess funds from operating cash cycles, which are temporary in nature, are invested in deposits as and when available with financial institutions at the most competitive interest rates obtainable. Analysis of financial instruments by remaining contractual maturities The table below summarises the maturity profile of the Group s and the Company s liabilities at the reporting date based on contractual undiscounted repayment obligations. Group Financial liabilities: Trade and other payables Borrowings Total undiscounted financial liabilities Company Financial liabilities: Other payables, excluding financial guarantees* Borrowings Total undiscounted financial liabilities Group Financial liabilities: Trade and other payables Borrowings Total undiscounted financial liabilities RM'000 On demand or within One to five Over five one year years years Total 756,599 21, ,049 1,240, ,503 11,220 2,244,682 1,997,558 1,013,505 11,668 3,022,731 16, , , , , , RM'000 On demand or within One to five Over five one year years years Total 816, ,754 1,331, ,735 24,995 1,721,503 2,148, ,735 24,995 2,538, TA Enterprise berhad Annual Report 2015

197 37. NOTES TO THE FINANCIAL STATEMENTS FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT'D.) (b) Liquidity risk (Cont'd.) Company Financial liabilities: Other payables, excluding financial guarantees* Borrowings Total undiscounted financial liabilities RM'000 On demand or within One to five Over five one year years years Total 9, , , , , ,844 * At the reporting date, the counterparty to the financial guarantees does not have a right to demand cash as the default has not occurred. Accordingly, financial guarantees under the scope of FRS 139 are not included in the above maturity profile analysis. (c) Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of the Group s and the Company s financial instruments will fluctuate because of changes in market interest rates. The Group s and the Company s exposure to interest rate risk arises primarily from their interest-bearing borrowings and investments in fixed income securities. The Group s policy is to borrow principally on a floating rate basis but to retain a proportion of fixed rate debt. The objectives for the mix between fixed and floating rate borrowings are to reduce the impact of an upward change in interest rates while enabling benefits to be enjoyed if interest rates fall. The mix between fixed and floating rate borrowings are monitored and varied according to changes in interest rates to ensure that the Group s cost of financing is kept at the lowest possible. The Group does not generally hedge interest rate risks. Hedging of risks through the use of financial instruments may be adopted should its use results in significant cost savings. Interest rates on investments and borrowings are determined based on prevailing market rates on transaction dates. The Group has a policy to ensure that the rates obtained are competitive. The Group does not hedge its investments in fixed income securities as they have active secondary or resale market to ensure liquidity. TA Enterprise berhad Annual Report

198 37. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT'D.) (c) Interest rate risk (Cont'd.) Sensitivity analysis for interest rate risk The table below demonstrates the sensitivity to a reasonably possible change in interest rates with all other variables held constant, of the Group s profit net of tax (through the impact on interest expense on floating rate borrowings) Effect on Increase/(decrease) in profit net of tax basis points (RM'000) Group Borrowings denominated in: - Ringgit Malaysia +5 (169) - Singapore Dollar Canadian Dollar +10 (126) - Australian Dollar +10 (257) - Renminbi Hong Kong Dollar +35 (14) Effect on Increase/(decrease) in profit net of tax basis points (RM'000) Group Borrowings denominated in: - Ringgit Malaysia +13 (357) - Singapore Dollar +3 (108) - Canadian Dollar +13 (74) - Australian Dollar +25 (184) - Renminbi +13 (28) - Hong Kong Dollar +4 (2) No disclosure of sensitivity analysis for other interest rate as the effect is considered not material to the Group and to the Company. (d) Foreign currency risk Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures primarily with respect to Australian Dollar, Canadian Dollar, United States Dollar, Singapore Dollar, Japanese Yen and Chinese Renminbi. 246 TA Enterprise berhad Annual Report 2015

199 37. NOTES TO THE FINANCIAL STATEMENTS FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT'D.) (d) Foreign currency risk (Cont'd.) Foreign exchange transaction risk's impact on the Group s income statement arises both from external and intra-group trading, investing and funding activities. Currency risks relating to operating activities in the normal course of business of the Group are generally not hedged. Such risks may be naturally hedged through planned course of business and by matching income and expenditure to minimise currency exchange. Currency exposures arising on the holding of monetary assets and liabilities denominated in foreign currencies, mainly intra-group and external loans and deposits with financial institutions, are generally hedged selectively. Hedges may be taken using derivative financial instruments such as forward foreign exchange contracts for foreseeable significant exchange rate fluctuations and are managed by the Group's Treasury Department. The derivative trading subsidiary of the Group in Malaysia receives foreign currency denominated clients monies that are deposited in foreign currency denominated bank accounts maintained in Malaysia. The foreign currencies accepted include United States Dollar and Singapore Dollar and other foreign currencies permitted are Australian Dollar, British Pound, Japanese Yen and Euro. Such currency risk is naturally hedged in the absence of any open positions from such clients. Any gains or losses on conversion of currencies on instructions by customers are normally borne by customers. Foreign exchange translation differences arising on consolidation and those attributable to net investment in foreign subsidiaries are recorded and disclosed in other comprehensive income of the Group. The Group maintains a natural hedge for certain subsidiaries/trust, by borrowing in the currency of the country in which the property or investment is located or by borrowing in currencies that match the future revenue stream to be generated from its investments. International business, by its nature, is subject to risks including, but not limited to: changing economic conditions, changes in global political environment, changes in financial and trade regulations and foreign exchange rate volatility. In general, the Group maintains appropriate reserves to address normal currency fluctuations. The Group's net unhedged financial assets and liabilities that are exposed to foreign currency exposure are disclosed in Note 36(c). Sensitivity analysis for foreign currency risk The following table demonstrates the sensitivity of the Group's and the Company s profit net of tax to a reasonably possible material change in the US$, C$, A$, S$, JPY, GBP, HKD, EURO and RMB exchange rates against the respective functional currencies of the Group entities, with all other variables held constant. TA Enterprise berhad Annual Report

200 37. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT'D.) (d) Foreign currency risk (Cont'd.) USD/RM - strengthened 3% (2014: 1%) - weakened 3% (2014: 1%) C$/RM - strengthened 1% (2014: 2%) - weakened 1% (2014: 2%) A$/RM - strengthened 1% (2014: 9%) - weakened 1% (2014: 9%) S$/RM - strengthened 2% (2014: 1%) - weakened 2% (2011: 1%) JPY/RM - strengthened 3% (2014: 2%) - weakened 3% (2014: 2%) RMB/RM - strengthened 2% (2014: 1%) - weakened 2% (2014: 1%) GBP/RM - strengthened 1% (2014: 2%) - weakened 1% (2014: 2%) HKD/RM - strengthened 3% (2014: 2%) - weakened 3% (2014: 2%) EURO/RM - strengthened 1% (2014: 2%) - weakened 1% (2014: 2%) Group Company Profit net of tax Profit net of tax RM'000 RM' (542) (101) (181) - 2,248 (75) 1 (1) (2,248) 75 (1) 1 (81) (387) - (1) (7,657) (4,044) 3 (1) 7,657 4,044 (3) (81) (67) (1) (3) - - (66) (46) (462) (72) (28) - - No disclosure of sensitivity analysis for other foreign currencies as the effect is considered not material to the Group and to the Company. (e) Market price risk Market price risk is the risk that the fair value or future cash flows of the Group s financial instruments will fluctuate because of changes in market prices (other than interest or exchange rates). 248 TA Enterprise berhad Annual Report 2015

201 37. NOTES TO THE FINANCIAL STATEMENTS FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT'D.) (e) Market price risk (Cont'd.) The Group is exposed to equity price risk arising from its investment in quoted equity instruments. The quoted equity instruments in Malaysia are listed on the Bursa Malaysia Securities Berhad, whereas the quoted equity instruments outside Malaysia are substantially listed on the stock exchange in Japan, Singapore, New York, Australia and Hong Kong. These instruments are classified as FVTPL or available-for-sale financial assets. The Group does not have exposure to commodity price risk. The Group does not use derivative financial instruments to manage equity risk. The risk of loss in value is minimised via thorough analysis before making the investments and continuous monitoring of the performance and risk of the investments made. The Group manages disposal of its investments to optimise returns on realisation. Fair value changes on FVTPL investments will be recognised to the Group's income statement while changes on available-for-sale investments will be recognised to the Group's other comprehensive income. Sensitivity analysis for equity price risk The following table demonstrates the sensitivity of the Group s profit net of tax and equity to a reasonably possible change in the following equity indexes, with all other variables held constant. The analysis is based on the assumption that all equity instruments moved according to the historical correlation with the index. % Increase/ decrease in indexes Effect on profit net of tax RM'000 Effect on equity RM'000 Group - FTSE Bursa Malaysia KLCI ± 3% ± 52 ± Dow Jones ± 4% - ± Hang Seng ± 7% ± 824 ± 40 - FTSE Straits Times ± 3% ± 2 ± S&P/ASX 200 Index ± 5% ± 93 ± 25 - Nikkei 225 ± 5% - ± FTSE 100 Index ± 4% ± 3, Euro Stoxx 50 ± 5% ± 5,461 - TA Enterprise berhad Annual Report

202 37. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT'D.) (e) Market price risk (Cont'd.) Group - FTSE Bursa Malaysia KLCI - Dow Jones - Hang Seng - FTSE Straits Times - S&P/ASX 200 Index - Nikkei 225 % Increase/ decrease in indexes Effect on profit net of tax RM'000 Effect on equity RM'000 ± 3% ± 103 ± 184 ± 5% - ± 348 ± 6% ± ± 5% - ± 125 ± 5% ± ± 10% - ± TA Enterprise berhad Annual Report 2015

203 38. CLASSIFICATION OF FINANCIAL INSTRUMENTS NOTES TO THE FINANCIAL STATEMENTS The Group and the Company's financial assets and financial liabilities are measured on an ongoing basis at either fair value or at amortised cost based on their respective classification. The significant accounting policies in Notes 2.9 and 2.11 describe how the classes of financial instruments are measured, and how income and expenses, including fair value gains and losses, are recognised. The following table analyses the financial assets and liabilities of the Company in the statement of financial position as at 31 January 2015 and 31 January 2014 by the classes of financial instruments to which they are assigned and therefore by the measurement basis. Group Held-to- Available- Fair value through Loans and Other financial maturity for-sale profit or loss receivables liabilities Total RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 Assets Investment in securities - 73, , ,125 Financial receivables , ,930 Trade receivables , ,107 Other receivables * , ,804 Due from associated companies ,368-3, , ,624 Short term funds Total financial assets - 73, ,089 1,279,832-2,194,958 Liabilities Borrowings ,244,682 2,244,682 Trade payables , ,956 Other payables # , , ,586 55, Due to remisiers Due to directors Derivatives - - 7, ,815 Total financial liabilities - - 7,815-2,936,204 2,944,019 TA Enterprise berhad Annual Report

204 38. CLASSIFICATION OF FINANCIAL INSTRUMENTS (CONT'D.) NOTES TO THE FINANCIAL STATEMENTS Group Held-to- Available- Fair value through Loans and Other financial maturity for-sale profit or loss receivables liabilities Total RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 Assets Investment in securities - 68, , ,819 Financial receivables ,903-78,903 Trade receivables , ,027 Other receivables * ,966-85,967 Due from associated companies ,254-3,254 Cash and cash equivalents , ,918 Total financial assets - 68, ,271 1,376,068-2,045,888 Liabilities Borrowings ,688,029 1,688,029 Trade payables , ,644 Other payables # , ,869 Due to remisiers Due to directors ,991 55, Derivatives - - 3, ,200 Total financial liabilities - - 3,200-2,521,653 2,524,853 * Excluding incentive fee, other prepayments and deferred leasing and financing costs. # Excluding accruals and financial guarantees. 252 TA Enterprise berhad Annual Report 2015

205 38. CLASSIFICATION OF FINANCIAL INSTRUMENTS (CONT'D.) Company Other Available- Loans and financial for-sale receivables liabilities Total RM'000 RM'000 RM'000 RM'000 Assets Investment in securities Due from subsidiaries - 267, ,846 Other receivables - 1,662-1,662 Short term funds - 20,472-20,472 Total financial assets , ,470 Liabilities Borrowings , ,000 Other payables # ,379 14,379 Due to directors Due to subsidiaries , ,735 Total financial liabilities , ,234 Company Other Available- Loans and financial for-sale receivables liabilities Total RM'000 RM'000 RM'000 RM'000 Assets Investment in securities Due from subsidiaries - 237, ,263 Other receivables - 1,491-1,491 Short term funds - 2,233-2,233 Total financial assets , ,477 Liabilities Borrowings , ,000 Other payables # Due to directors Due to subsidiaries , ,695 Total financial liabilities , ,522 # Excluding accruals and financial guarantees TA Enterprise berhad Annual Report

206 39. CAPITAL MANAGEMENT The primary objective of the Group s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value. The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No changes were made in the objectives, policies or processes during the years ended 31 January 2015 and 31 January The Group monitors capital using a gearing ratio, which is total borrowings divided by equity attributable to equity holders of the Company. Group Company RM'000 RM'000 RM'000 RM'000 Restated Short term borrowings Long term borrowings Total borrowings Equity attributable to equity holders of the Company Gearing ratio (times) 1,240,959 1,325, , ,000 1,003, , ,244,682 1,688, , ,000 1,837,042 1,792,481 1,967,055 1,900, TA Enterprise berhad Annual Report 2015

207 40. OFFSETTING OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES Financial assets and financial liabilities are offset and the net amounts are reported in the statement of financial position when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis, or realise the asset and settle the liability simultaneously. Financial assets and financial liabilities subject to offsetting, enforceable master netting arrangements or similar agreements are as follows: Group Gross amount of Gross amount Amount Financial recognised offset in the presented in the collateral financial assets/ statement of statement of received/ Net financial liabilities financial position financial position pledged Amount RM'000 RM'000 RM'000 RM'000 RM' January 2015 Financial asset Trade receivables - Due from brokers 185,052 (50,375) 134, ,677 - Due from stockbroking clients 365, ,643 (881,683) (516,040) Financial liability Trade payables - Due to brokers 235,121 (50,375) 184, ,746 - Due to stockbroking clients 33,211-33,211-33,211 TA Enterprise berhad Annual Report

208 40. OFFSETTING OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES (CONT'D.) Gross amount of Gross amount Amount Financial recognised offset in the presented in the collateral financial assets/ statement of statement of received/ Net financial liabilities financial position financial position pledged Amount RM'000 RM'000 RM'000 RM'000 RM'000 Group 31 January 2014 Financial asset Trade receivables - Due from brokers 135,550 (1,670) 133, ,880 - Due from stockbroking clients 355, ,883 (858,830) - Financial liability Trade payables - Due to brokers 134,451 (1,670) 132, ,781 - Due to stockbroking clients 66,291-66,291-66, TA Enterprise berhad Annual Report 2015

209 41. RESTATEMENT OF COMPARATIVE INFORMATION (i) Reconciliation of the statements of financial position of the Group as at 31 January 2014 and 1 February As Effect of previously FRS 132 As reported adoption Reclassifications restated RM'000 RM'000 RM'000 RM'000 Assets Non-current assets Property, plant and equipment 2,090,875 - (106,281) 1,984,594 Investment properties 221, , ,220 Other intangible assets 276,240 - (276,240) - Land use rights 8,071 - (8,071) - Intangible assets , ,311 Investments in joint venture 86,157-2,501 88,658 Financial receivables 380,328 - (380,328) - Receivables , ,827 Current assets Financial receivables 78,903 - (78,903) - Trade receivables 491,697 - (491,697) - Other receivables 111,704 - (111,704) - Due from associated companies 3,254 - (3,254) - Receivables - (1,670) 685, ,888 Liabilities Non-current liabilities Provision for 2,148 - (2,148) - liabilities Payables - - 2,148 2,148 Current liabilities Provision for liabilities 3,402 - (3,402) - Trade payables 398,314 - (398,314) - Other payables 418,440 - (418,440) - Due to remisiers 55,991 - (55,991) - Due to directors (120) - Payables - (1,670) 876, ,597 TA Enterprise berhad Annual Report

210 41. RESTATEMENT OF COMPARATIVE INFORMATION (CONT'D.) (i) Reconciliation of the statements of financial position of the Group as at 31 January 2014 and 1 February 2013 (cont'd.) As Effect of previously FRS 132 As reported adoption Reclassifications restated RM'000 RM'000 RM'000 RM'000 Assets Non-current assets Property, plant and equipment 2,220,069 - (107,663) 2,112,406 Investment properties 178, , ,115 Other intangible assets 306,864 - (306,864) - Land use rights 7,541 - (7,541) - Intangible assets , ,405 Financial receivables 298,363 - (298,363) - Receivables , ,363 Current assets Financial receivables 156,436 - (156,436) - Trade receivables 536,979 - (536,979) - Other receivables 132,080 - (132,080) - Due from associated companies 3,170 - (3,170) - Receivables - (48,348) 828, ,317 Liabilities Non-current liabilities Provision for 1,735 - (1,735) - liabilities Payables - - 1,735 1,735 Current liabilities Provision for liabilities 2,209 - (2,209) - Trade payables 562,457 - (562,457) - Other payables 199,061 - (199,061) - Due to remisiers 59,402 - (59,402) - Due to directors (120) - Due to a jointly controlled entity 47,689 - (47,689) - Payables - (48,348) 870, , TA Enterprise berhad Annual Report 2015

211 42. NOTES TO THE FINANCIAL STATEMENTS SUPPLEMENTARY INFORMATION - BREAKDOWN OF RETAINED PROFITS INTO REALISED AND UNREALISED The breakdown of the retained profits of the Group and of the Company as at 31 January 2015 into realised and unrealised profits is presented in accordance with the directive issued by Bursa Malaysia Securities Berhad dated 25 March 2010 and prepared in accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants and directive of Bursa Malaysia Securities Berhad. Group Company RM'000 RM'000 RM'000 RM'000 Total retained profits/(accumulated losses) of the Company and its subsidiaries: - Realised - Unrealised Total retained profits from associated companies: - Realised - Unrealised Total share of a losses in joint venturer - Realised 1,070, , , ,998 (202,662) (120,850) (57,415) (45,281) 867, , , ,717 1,297 1, ,375 1, (8,254) (5,232) , , , ,717 Less: Consolidation adjustments (1,049,856) (1,094,745) - - Total (accumulated losses)/retained profits as per Statement of Financial Position (189,209) (245,822) 191, ,717 TA Enterprise berhad Annual Report

212 LIST OF MATERIAL PROPERTIES HELD BY TA ENTERPRISE BERHAD GROUP AS AT No. Location Description Existing Use Date of Acquisition Approximate Age of Buildings (years) Carrying Value RM IN MALAYSIA 1 PT34081 & PT34082, PT71 to PT76, Mukim Sungai Buloh, Daerah Petaling, Negeri Selangor Freehold Commercial Land Area : 1,707,734 sq. ft Land Held for Development 20/07/ ,681,604 2 Lot 1261, G.39187, Section 57, Mukim and District of Kuala Lumpur Freehold Menara TA One 37 Storey Office Building Gross Floor Area : 418,502 sq. ft. Land Area : 44,057 sq. ft. TA Corporate Head Office and Rental Income 07/08/ ,940,495 OUTSIDE MALAYSIA 3 Lot E, Block 7, District Lot 185, Land District 36, Plan 22865, West Georgie, Vancouver, Canada Freehold FortisBC Centre 24 Storey Office & Commercial Building Gross floor Area : 400,000 sq. ft. Investment Property with Rental Income 11/08/ ,247, Whistler Way, Whistler BC, Canada. Freehold Aava Whistler Hotel 193 Rooms, 4-Star Gross Floor Area : 96,499 sq. ft. Land Area: 110,355 sq. ft Property with Rental Income 04/09/ ,909, O'Connell Street 2000, Sydney, Australia. Freehold Radisson BLU Plaza Hotel 363 Rooms, 5-Star Gross Floor Area: 301,392 sq. ft. Land Area: 18,514 sq. ft. Property with Rental Income 08/12/ ,487, Collins Street, Melbourne, Victoria 3000, Australia. Freehold The Westin Melbourne 262 Rooms, 5-Star Gross Floor Area: 269,098 sq. ft. Land Area: 32,292 sq. ft. Property with Rental Income 15/12/ ,262,256 7 No. 387, Qianjin Zhong Road, Kunshan, PRC Leasehold (Expiring on 29/6/2043) 387 Rooms, 5-Star Gross Floor Area: 400,611 sq. ft. Land Area: 90,654 sq. ft. Property with Rental Income 28/01/ ,991, Merchant Road, Singapore Leasehold Swissotel Merchant Court 476 Rooms, 4-Star Area 42,358 sq. meter Property with Rental Income 30/11/ ,085, Patak Road, Karon Beach, Phuket, Thailand. Freehold Mövenpick Resort & Spa 300 Rooms, 5-Star Gross Floor Area : 654,908 sq. ft. Land Area: 891,553 sq. ft Property with Rental Income 01/06/ ,682, Anzac Parade, Little Bay, New South Wales, 2036 Australia. Freehold Residential Land Land Area: 1,463,892 sq. ft. Land Held for Development 30/05/ ,638,759 Note: The list of properties above shows the particulars of the top 10 properties in terms of highest net book values as at end of the financial year. 260 TA Enterprise berhad Annual Report 2015

213 Analysis of Shareholdings As At 3 June 2015 Authorised Share Capital : RM4,000,000, Issued and paid-up capital : RM1,711,909, Class of Shares : Ordinary Shares of RM1.00 each Voting Rights : One vote per share Number of Shareholders : 33,135 Size of holdings No. of shareholders / depositors % of shareholders / depositors No. of shares held % of issued capital , ,000 4, ,498, ,001 10,000 19, ,270, , ,000 7, ,714, ,001 - to less than 5% of 1, ,530, issued shares 5% and above of issued shares ,876, Total 33, ,711,909, SUBSTANTIAL SHAREHOLDERS AS PER THE REGISTER OF SUBSTANTIAL SHAREHOLDERS Name No of shares % of issued share capital Direct Indirect Datuk Tiah Thee Kian 530,641,400* *504,876,200 shares are held through TASEC Nominees (Tempatan) Sdn Bhd. DIRECTORS INTERESTS IN SHARES IN THE COMPANY Direct Deemed No. of shares % No. of shares % Datuk Tiah Thee Kian 530,641, Datin Tan Kuay Fong 5,296, Zainab Binti Ahmad Dato Sri Mohamed Bin Abid 100, Peter U Chin Wei Jory Leong Kam Weng Christopher Koh Swee Kiat 16, Datin Rahmah Binti Mahmood Note : The Directors interests in shares in related corporation of the Company are disclosed on pages 50 to 51 in the Annual Report. TA Enterprise berhad Annual Report

214 Analysis Of Shareholdings List Of Top 30 Shareholders As At 3 June 2015 No. Name Normal Holdings Holdings Percentage 1. TASEC NOMINEES (TEMPATAN) SDN BHD TIAH THEE KIAN 504,876, TASEC NOMINEES (ASING) SDN BHD GLOBALBASE ENTERPRISE LTD 74,189, TASEC NOMINEES (ASING) SDN BHD DELROY INVESTMENT HOLDINGS LIMITED 72,032, TA NOMINEES (ASING) SDN BHD FLEET INVESTMENTS MANAGEMENT LIMITED 70,779, TASEC NOMINEES (ASING) SDN BHD GOLDCAPE INTERNATIONAL LIMITED 53,700, GAN THIAN CHIN 26,238, TIAH THEE KIAN 25,765, CITIGROUP NOMINEES (ASING) SDN BHD CBNY FOR DIMENSIONAL EMERGING MARKETS VALUE FUND 21,118, HSBC NOMINEES (ASING) SDN BHD EXEMPT AN FOR CREDIT SUISSE (SG BR-TST-ASING) 16,390, HSBC NOMINEES (ASING) SDN BHD EXEMPT AN FOR BNP PARIBAS WEALTH MANAGEMENT SINGAPORE BRANCH(A/C CLIENTS-FGN) 15,421, HSBC NOMINEES (ASING) SDN BHD TNTC FOR LSV EMERGING MARKETS EQUITY FUND L.P. 13,991, HSBC NOMINEES (ASING) SDN BHD EXEMPT AN FOR JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (U.S.A.) 10,373, CITIGROUP NOMINEES (ASING) SDN BHD CBNY FOR EMERGING MARKET CORE EQUITY PORTFOLIO DFA INVESTMENT DIMENSIONS GROUP INC 10,282, CITIGROUP NOMINEES (ASING) SDN BHD CBNY FOR DFA EMERGING MARKETS SMALL CAP SERIES 9,815, HLB NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR MAH SIEW SEONG 7,848, TASEC NOMINEES (ASING) SDN BHD CHESI ASSETS LIMITED 6,159, CARTABAN NOMINEES (ASING) SDN BHD EXEMPT AN FOR STATE STREET BANK & TRUST COMPANY (WEST CLT OD67) 6,046, LIM PAY KAON 6,020, HSBC NOMINEES (ASING) SDN BHD EXEMPT AN FOR THE BANK OF NEW YORK MELLON (MELLON ACCT) 262 TA Enterprise berhad Annual Report ,629,

215 Analysis Of Shareholdings List Of Top 30 Shareholders As At 3 June 2015 No. Name Normal Holdings Holdings Percentage MERCSEC NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR TIONG NAM LOGISTICS HOLDINGS BERHAD SONG KIM LEE 5,190,000 5,010, LIM PEI LIAM AHAT KIAT 4,810, AMSEC NOMINEES (TEMPATAN) SDN BHD AMTRUSTEE BERHAD FOR PACIFIC PEARL FUND (UT-PM-PPF) 4,086, DB (MALAYSIA) NOMINEE (ASING) SDN BHD SSBT FUND WTAU FOR WISDOMTREE EMERGING MARKETS SMALLCAP DIVIDEND FUND 3,944, HSBC NOMINEES (ASING) SDN BHD EXEMPT AN FOR THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED (PB-HKDIV-ACCL) 3,891, UOB KAY HIAN NOMINEES (TEMPATAN) SDN BHD EXEMPT AN FOR UOB KAY HIAN PTE LTD ( A/C CLIENTS ) 3,873, ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR LOH KUAN FONG ( ) 3,635, CITIGROUP NOMINEES (ASING) SDN BHD EXEMPT AN FOR OCBC SECURITIES PRIVATE LIMITED (CLIENT A/C-NR) 3,495, AMSEC NOMINEES (TEMPATAN) SDN BHD AMTRUSTEE BERHAD FOR PACIFIC DIVIDEND FUND (UT-PM-DIV) 3,355, TEE YEOW 3,050, TOTAL 1,001,020, TA Enterprise berhad Annual Report

216 Administrative Details Twenty-Fifth Annual General Meeting of TA Enterprise Berhad Date : 29 July 2015 Time : a.m. Place : The Auditorium, 10th Floor, Menara TA One, 22 Jalan P. Ramlee, Kuala Lumpur Registration 1. Registration will start at a.m. in Conference Room 1 on the 10th Floor of Menara TA One and will end at a time as directed by the Chairman of the meeting. 2. Please read the signage to ascertain where you should register yourself for the meeting and join the queue accordingly. 3. Please produce your original Identity Card (IC) to the registration staff for verification. Please make sure you collect your IC thereafter. 4. Upon verification, you are required to write your name and sign on the Attendance List placed on the registration table. 5. After registration, please leave the registration area immediately and proceed to the Auditorium. 6. You are not allowed to register on behalf of another person even with the original IC of the other person. 7. The registration counter only handles verification and registration. You may proceed to the Help Desk for any clarification or queries. The Help Desk will be located next to the registration counters in Conference Room 1. General Meeting Record of Depositors 1. Only members whose names appear in the Record of Depositors on 30 June 2015 (General Meeting Record of Depositors) shall be entitled to attend, speak and vote at this Annual General Meeting or appoint proxy/proxies to attend and/or vote on his behalf. Proxy 1. A member entitled to attend and vote is entitled to appoint proxy/proxies, to attend and vote instead of him/her. If you are unable to attend the meeting and wish to appoint a proxy to vote on your behalf, please submit your Form of Proxy in accordance with the notes and instructions printed therein. 2. If you wish to attend the meeting yourself, please do not submit any Form of Proxy for the meeting that you wish to attend. You will not be allowed to attend the meeting together with a proxy appointed by you. 3. If you have submitted your Form of Proxy prior to the meeting and subsequently decided to attend the meeting yourself, please proceed to the Help Desk to revoke the appointment of your proxy. 4. If you wish to submit your Form of Proxy by fax, please fax to the office of the Share Registrar, Tricor Investor Services Sdn Bhd at Fax No Please also ensure that the original Form of Proxy is deposited at the office of the Company s Share Registrar by 27 July 2015 at a.m. Corporate Member 1. Any corporate member who wishes to appoint a representative instead of a proxy to attend this Annual General Meeting should lodge the certificate of appointment under the seal of the corporation, at the office of the Company s Share Registrar by 27 July 2015 at a.m. Annual Report The Annual Report 2015 is available on Bursa Malaysia s website at under Company Announcements and also at the TA Enterprise Berhad s website at If you wish to request for a printed copy of the Annual Report 2015, please forward your request by completing the Request Form provided by us. We will send to you by ordinary post within 4 market days from the date of receipt of verbal or written request. Enquiry 1. If you have queries prior to the meeting, please contact the Company s Secretarial Department at or the Company s Share Registrar at during office hours. 264 TA Enterprise berhad Annual Report 2015