Professional Documents
Culture Documents
02 Chairman’s Statement
03 Business Review
14 Board of Directors
15 Management Team
16 Corporate Information
COMPANY PROFILE
Goodpack® Limited is principally engaged in the business of renting its patented, multi-modal,
returnable metal box system, commonly known as Intermediate Bulk Container (IBC). IBC are used for
the packaging, transporting and storage of cargoes. Over the years, Goodpack® has been constantly
designing and improving its fleet of IBC to meet the diverse packaging needs of different industries.
The Company is based in Singapore and through a global network of subsidiaries and regional offices,
Goodpack® provides a comprehensive range of supply chain services and technical support to all its
clients globally.
VISION
Our Vision is to become the world leader in supplying Intermediate Bulk Container with the leading
edge technology and innovative supply chain solutions.
MISSION
Our Mission is to become the most successful global IBC Supply Chain Solutions provider, offering a
complete solution to customers, by consistently delivering the highest level of performance.
Chairman’s Statement
Another Year of Growth revenue growth potential. We have concluded contracts with
few key global synthetic rubber producers and the roll out is
We are pleased to report another year of growth for the expected to materialize in FY2007/08.
Group. For the financial year ended 30 June 2007, the Group
recorded a net profit after tax of USD24.7 million on a turnover The Group has been expanding its presence in new
of USD75.2 million. This represents 29.5% growth over the geographical territories. We incorporated new subsidiaries
previous year’s net profit after tax and a corresponding 26.3% in Europe and South America in FY2006/07 in order to serve
growth in revenue. our large volume customers as well as to penetrate into
new accounts. The proximity to our customers will further
Strategic Achievement optimize our IBC movement and hence the cost efficiency in
delivering our services.
As at 30 June 2007, the Group’s fleet size of IBC was 1.46
million units, making Goodpack undisputedly the world’s The Group has also invested in our own depot facilities in
largest returnable IBC supply chain solution provider. Europe and USA to drive cost effectiveness in serving our
customers.
Enhancing Shareholders’ Value
High crude oil prices, high steel prices, uncertain interest
Our determination is to stay focused in our strategies and to rates and volatile exchange rates remain key challenges to
deliver a consistent growth track record. The shareholders’ the Group. Mitigating strategies are in place to minimize the
value has increased significantly year on year. financial impacts of these challenges.
Earnings per share of the Company increased by 28% from Barring unforeseen circumstances, the Group’s outlook is
4.60 US cents as at 30 June 2006 to 5.88 US cents as at positive, and we anticipate further growth in our business in
30 June 2007. Net asset value per share of the Company the financial year 2007/08.
increased by 44% from 20.66 US cents in FY2005/06 to
29.69 US cents in FY2006/07. The Company’s market A Word of Thanks
capitalization increased from S$655 million as at 30 June
2006 to S$999 million as at 30 June 2007. On behalf of the Board of Directors, I would like to express
my sincere thanks and appreciation to the management team
Dividends and staff for their perseverance and dedication. This has
contributed to the successful execution of strategies and to
The Board of Directors has recommended an ordinary cash achieve the Group’s vision and mission.
dividend (exempt one tier) of SGD2 cents per share and a
special cash dividend (exempt one tier) of SGD1 cent per share In addition, I would like to thank all our valued customers,
be distributed to shareholders for the year under review. suppliers, business associates and shareholders for their
continued support.
The Future is Positive
In line with the Group’s growth plan, the Group will continue David Lam Choon Sen
to focus in the existing product segments that present strong Chairman and Managing Director
59.6
40 40
29.9
20 20
21.6
0 0
2006 2007 2006 2007
60 60
40 40
26.8 24.7
20 20
20.7
19.1
0 0
2006 2007 2006 2007
CASHFLOW The Group is ahead of its IBC fleet expansion programme with
378,000 units of new IBCs added during the financial year.
The Group generated positive cash flow from operations and This brings the Group’s fleet size of IBCs to 1.46 million units
this has been one of the sources of funding for the capital as at 30 June 2007, unparalleled by competitors.
investments in expanding the fleet size of IBCs. Earnings
before interest, tax, depreciation and amortization (“EBITDA”) The Group continues to build up its organization across all
for the financial year was USD37.2 million as compared with levels to support the business expansion in various parts of the
USD27.2 million in previous financial year, a robust 36.8% world. Wholly owned subsidiaries have been incorporated
growth. This represents an improvement of EBITDA margin with our direct presence in Europe and Brazil during the
from 45.6% in FY2006 to 49.4% in FY2007. financial year. These newly incorporated subsidiaries will start
showing positive contribution in FY2007/08.
Despite the Group’s capital expenditure of USD53.8 million to
expand the fleet size of IBCs, the proceeds of USD36.3 million The Group will continue to focus in the existing product
generated on issue of shares due to the near 100% exercise segments that present strong revenue growth potential. To
of 2005 warrants has helped the Group to maintain a low net increase probabilities of trade lane match and to optimize
debt-equity ratio of 0.11 times (2006: 0.38 times). supply chain in order to improve the yield of IBCs remain as
management priorities.
OUTLOOK FOR FINANCIAL YEAR 2007/08
FINANCIAL CALENDAR
Goodpack Limited is committed to ensuring good corporate governance in order to create long term
shareholders’ value. This report below describes the Corporate Governance framework and practices
of the Company with reference to the 2005 Code.
BOARD OF DIRECTORS
The Board of Directors oversees the business affairs of the Group, approving the corporate and
strategic plans, key operational policies, appointment of directors and key managerial personnel,
major funding and investment decisions, acquisition or disposal of assets, declaration of dividends,
reviews of the financial performance, risk management and internal controls of the Group. There are
internal guidelines set for transactions that require approval by the Board. The Board also provides
management with advice on issues raised and at the same time monitors the performance of the
management team. In discharging the Board’s duties, directors rely on, among other things, the
Group’s management staff, external professionals and internal and external auditors.
Certain functions have been delegated by the Board to the following Committees:
• Audit Committee
• Nominating Committee
• Remuneration Committee
These Committees operate under defined terms of reference and operating procedures. The Chairman
of the respective Committees reports the outcome of the Committee meetings to the Board.
The Board meets regularly to oversee the business and affairs of the Group. Board meetings are
conducted in Singapore and attendance by directors are regular. The record of the directors’ attendance
at Board meetings during the financial year ended 30 June 2007 is shown on page 12.
The Board currently comprises two executive directors and four non-executive directors, three of
whom are independent. The Nominating Committee based on the Code’s definition of independence,
reviews the independence of each director annually and confirms that the independent directors
make up at least one third of the Board.
The Board considers that its current size and composition is appropriate for decision making, taking
into account the scope and nature of the Group’s operations.
The Board consists of members with diverse knowledge, expertise and experience. They contribute
valuable direction and insight, drawing from their experience in matters relating to finance, legal,
business and general corporate matters. The profiles of the directors are set out on page 14.
It is the view of the Board that it is in the best interest of the Group to adopt a single leadership
structure, i.e. where the Chairman of the Board and the Managing Director is the same person, so
as to ensure that the decision making process of the Group would not be unnecessarily hindered.
Independent directors have demonstrated high level of commitment in their roles and have ensured
that there is a good balance of power and authority to enable independent exercise of objective
judgement of corporate affairs in the Group by the members of the Board.
The Chairman and Managing Director has executive responsibilities for the Group’s business, as well
as the responsibilities for the workings of the Board. All major decisions made by the Chairman
and Managing Director are reviewed by the Audit Committee. The Nominating Committee reviews
his performance periodically and the Remuneration Committee reviews his remuneration package.
The Audit, Nominating and Remuneration Committees comprise non-executive directors of whom
majority of them are independent. As such the Board is of the opinion that there are adequate
safeguards against an uneven concentration of power and authority in a single individual.
• Leading the Board to ensure its effectiveness on all aspects of its roles and responsibilities and set
its agenda.
• Ensuring that the directors receive necessary information on timely basis and review all resolutions
before they are presented to the Board.
• Ensuring effective communication with shareholders.
• Facilitating the effective contribution of non-executive directors.
• Encouraging constructive relations between executive and non-executive directors and between
the Board and the management.
• Promoting high standards of corporate governance and compliance with SGX-ST Listing Rules.
The Chairman has been instrumental in developing the business of the Group and has also provided
the Group with strong leadership and vision.
Access To Information
The Board receives complete and timely information before all board meetings. The Board has separate
and independent access to the management team and the Company Secretary at all times.
Directors may request for independent professional advice. Such professionals will be selected with
the approval of the Chairman of the Committee requesting such information and at the expense of
the Company.
The Company Secretary attends all Board meetings of the Company and attends to corporate
secretarial administration matters, ensuring that board procedures are followed and that applicable
rules and regulations are complied with.
Accountability
The Board keeps the shareholders updated on the business of the Group through releases of the
Group’s quarterly results, publication of the Company’s Annual Report and timely release of relevant
information through the SGXNET.
The Management currently provides the Board with Management Accounts on quarterly basis which
contain key performance indicators that inform the Directors of the Company’s on-going performance,
position and prospects.
BOARD COMMITTEES
The composition of the NC as at the date of this report is shown on page 12.
• Identify talent to further strengthen the Board through appointment of new directors and review
re-appointment of directors to the Board and various Board Committees.
• Re-nominate independent directors.
• Review the Board structure, size and composition.
• Evaluate the ability of directors with multiple board representations to carry out their duties.
• Assess the effectiveness of the Board and each individual director.
One third of the Board of directors, except the Chairman, are required to retire from office by rotation
and subject to re-election by the shareholders at AGM. In addition, Article 97 of the Company’s
Articles of Association provides that a newly appointed director must retire and submit himself for
re-election at the next AGM following his appointment.
Board Performance
The NC has implemented a board assessment checklist and director assessment checklist to assess
and increase the overall effectiveness of the Board.
Factors taken into consideration for the assessment of each director include attendance at meetings,
adequacy of preparation, participation, industry knowledge and functional expertise. Factors for
assessment of the Board as a whole include the board structure, conduct of meetings, corporate
strategy, risk management and internal controls, measuring performance, compensation, financial
reporting and communication with shareholders. The results of the assessment are used to further
improve areas which are working well and to address any weaknesses.
The NC has met twice to-date to review the independence status of each director and to review the
effectiveness of the Board and the contribution of each director.
The composition of the RC as at the date of this report is shown on page 12. No director is involved
in deciding his own remuneration.
The Group has a remuneration policy comprising a fixed component and a performance-related
variable component. The variable component depends on the performance of each company within
the Group. Performance appraisals are conducted annually.
There is a fixed appointment period in the case of service contract. A portion of the remuneration
packages of the executive directors is performance related. The service contracts do not have
excessively long or with onerous removal clauses.
Non-executive directors are paid directors’ fees that comprise basic fees and additional fees for serving
on any of the Committees. In determining the quantum of such fees, factors such as frequency of
meetings, time spent and responsibilities of directors are taken into account. Such fees as a lump sum
are subject to shareholders’ approval at the AGM.
Disclosure of Remuneration
The breakdown of each individual director’s remuneration earned in % term through fee, basic and
variable remunerations for the year ended 30 June 2007 is shown on page 13.
The remuneration of the top 5 key executives who are not directors of the Company is as follows:
Number of staff
Below S$200,000 4
S$200,000 to S$250,000 1
There are no employees in the Group who are immediate family members of a director whose
remuneration exceeds $150,000 for the financial year ended 30 June 2007.
The composition of the AC as at the date of this report is shown on page 12.
The AC meets periodically to review the effectiveness of the Company’s internal controls which
include the financial and operational control procedures. The AC has the authority to obtain advice
and assistance from outside legal, accounting, or other advisors as deemed necessary to perform its
duties and responsibilities. The AC also ensures that the recommendations from the external auditors
in areas of any non-compliance and internal control weaknesses are duly followed up.
• Reviewing the audit plans of external auditors, their findings and recommendations together
with management’s responses thereto, and co-operation given by the Company’s management
to the external auditors.
• Reviewing the quarterly and annual financial statements of the Group and the external auditors’
report thereon.
• Reviewing interested person transactions.
• Reviewing the non-audit services provided by the external auditor to assess whether the nature
and extent of those services might prejudice the independence and objectivity of the external
auditors.
• Meeting up with the Company’s external and internal auditors, in the absence of management.
• Nominating external auditors.
• Reviewing internal audit functions and procedures.
The AC has full access to the Company’s management and also full discretion to invite any director or
corporate officer to attend meetings. It has also been provided with adequate resources in discharging
its duties.
Internal Controls
The AC has reviewed, with management and the assistance of the external auditors, the major
business risks and the effectiveness of the Group’s internal controls, including financial, operational
and compliance controls.
• employees report any possible improprieties in matters of financial reporting or other matters
that they may encounter ; and
• management’s commitment to protect employees from retaliation in the form of an adverse
personnel action for disclosing what the employee believes evidences certain unlawful, wasteful
or dangerous practices.
Internal Audit
The internal audit function of the Group is outsourced to an accounting/audit firm whose primary line
of reporting is to the Chairman of the AC. The AC considers the independence, skills and experience
of the firm prior to the appointment.
The internal auditors provide support to the AC in their role to assess the effectiveness of the Group’s
overall system of operational and financial controls. Audit plans are jointly proposed by the AC and
the internal auditor.
Besides the release of quarterly financial results, the Company ensures that timely and adequate
disclosure of information on material and price sensitive matters are disclosed through
announcements made via the SGXNET.
Regular discussions were held between the board members/senior management and analysts, bankers,
stakeholders and investors during the year. Presentations based on permissible disclosures were held
to explain the Group’s performance and major development programme.
The Board welcomes the views of the shareholders on matters affecting the Company, whether at
the shareholders’ meetings or on an ad hoc basis. Shareholders are invited to participate in general
meetings with the Board members, management team and external auditors.
Dealings In Securities
The Company has adopted the best practices on dealings in securities which are applicable to all its
officers with respect to the dealings in securities of the Company. The officers are not allowed to deal
in the Company shares on short term considerations and during the period commencing two weeks
before the announcement of the Company’s financial results for each of the first three quarters of its
financial year and one month before the announcement of the Company’s full year financial results.
The Board confirms that there are no interested person transactions entered into during the financial
year which fall under Rule 907 of the Listing Manual of the SGX-ST.
Material Contracts
Save for the service agreements between the executive directors with the Company, there were no
material contracts (including loans) of the Company or its subsidiaries involving the interests of the
managing director, each director or controlling shareholder subsisted at the end of the financial year
or have been entered into since the end of the previous financial year.
a) 14 Feb 1980
Lam Choon Sen, David Executive N.A. N.A. N.A.
b) N.A.
a) 27 Aug 1997
Liew Yew Pin Executive N.A. N.A. N.A.
b) 28 Oct 2005 ü
a) 21 Oct 1999
Tan Bien Chuan Non-executive N.A. N.A. Member
b) 29 Apr 2005 ü
Directors’ Attendance at Board and Committee Meetings for the Year Ended 30 June 2007
Number of Meetings
Name Board AC RC NC
Held Attended Held Attended Held Attended Held Attended
Notes:
(1) Lam Choon Sen, David ceased to be member of RC and NC on 13 November 2006.
(2) Mah Kim Loong, Leslie has been appointed as member of RC and NC on 1 September 2006.
(3) Chen Lai Fong, Tracy has been appointed as member of RC and NC on 13 November 2007.
(4) Liew Yat Fang retired on 30 October 2006.
Breakdown (in % terms) of each individual director’s remuneration earned for the year ended
30 June 2007
Below S$250,000
- 92 8 - 100
Liew Yew Pin
Tan Bien Chuan, Mah Kim Loong, Leslie and Chen Lai Fong, Tracy did not receive any remuneration
during the financial year ended 30 June 2007.
MR LAM CHOON SEN DAVID @ LAM KWOK KWONG is the Chairman and Managing Director of
the Group since February 1980. He is responsible for the overall operations of our Group, in particular,
for the growth and profitability of the Group.
MR LIEW YEW PIN is the Executive Director of Goodpack since August 1997. He is responsible for
the natural rubber market globally. Mr Liew holds a Bachelor degree in Engineering (Electrical and
Electronics) (Hons) from the University of Manchester, Institute of Science and Technology.
MR TAN BIEN CHUAN is the non-Executive Director of Goodpack since October 1999. Mr Tan is
the co-founder and Managing Director of OCBC, Wearnes & Walden Management (Singapore) Pte
Ltd, a venture capital firm. Mr Tan holds a Bachelor of Science and Accounting from the University of
Manchester, United Kingdom and is a member of the Institute of Chartered Accountants in England
and Wales.
MR JOHN WONG WENG FOO is an Independent Director since February 2002. He was a General
Partner at General Atlantic Partners, LLC, a worldwide private equity firm. Prior to joining General
Atlantic, Mr Wong was the Group Managing Director for Hong Leong Corporation. Previously, he also
held such positions as President and Vice Chairman for China Yuchai Ltd and Managing Director of
IBM Singapore, Sri Lanka and Brunei. He was a Trustee of Singapore Management University and a
Director of the Singapore Institute of Management. Mr Wong received an MBA from Brunel University
(UK) and completed the Advanced Management Programme at the University of Hawaii.
MR MAH KIM LOONG, LESLIE is an Independent Director. Mr. Mah is currently the Executive Director
of Eu Yan Sang International Ltd after being their Chief Financial Officer for 4 years. Prior to joining Eu
Yan Sang International Ltd, Mr. Mah was the Executive Director and Company Secretary of Cerebos
Pacific Ltd for 15 years. Prior to his tenure at Cerebos, he was the Finance Director of Harpers Gilfillan
for 10 years. He is also a non-executive independent director of Hotel Properties Ltd. Mr. Mah is a
fellow member of the Institute of Chartered Accountants in England and Wales.
MS CHEN LAI FONG, TRACY was appointed as an Independent Director of Goodpack Limited on 13
November 2006. Ms Chen holds a LL.B (Hons) degree from the National University of Singapore and
is a practicing lawyer specializing in corporate and financial services. She is currently a director of One
Legal LLC, Singapore, a law corporation that she established in 2005.
THOMAS ONG KHIAN CHEONG is the Deputy Group Chief Operating Officer. He joined the Group
in January 1998 as the General Manager.
Thomas held the post of deputy general manager in Freight Intertrans Pte Ltd before moving to a US
Logistics company, Fritz Logistics (S) Pte Ltd as its regional distribution manager in 1995.
An accountant by training, Thomas has more than 20 years of wide ranging experience in finance,
operations, sales and marketing. He also holds a Master of Business Administration from the University
of Leicester.
MR EDWARD CHIU WAI CHI is the Chief Financial Officer of Goodpack Limited. He is responsible
for the group financial management, human resources and MIS. Mr. Chiu has more than 15 years of
experience in financial and general management.
Prior to joining Goodpack Ltd in February 2006, he was the General Manager of Times The Bookshop
Pte Ltd. Previously, he was the executive director of Popular Holdings Ltd and Wywy Marketing Sdn
Bhd. Mr. Chiu is a fellow member of the Association of Chartered Certified Accountants (FCCA) and
holds a M.Sc. degree in Finance from the London School of Economics and Political Sciences.
UTHAI SRICHAI is the Managing Director of Goodpack Manufacturing and is responsible for the
Production and Engineering functions of the Group.
Prior to joining Goodpack Manufacturing in December 1992, Mr Srichai was a project engineer with
Prachongkij Karnchang Co., Ltd, the director in charge of operations in Siam Pokphand Co., Ltd
as well as the Director in charge of projects in TPT Construction Co., Ltd. He holds a Bachelor of
Engineering from King’s Mongkut Institute of Technology in Bangkok.
Prior to joining Goodpack USA in April 1998, he worked in Scholle Corporation for 21 years where
he was involved in various roles ranging from product development to sales and marketing and finally
as the director in charge of global marketing, specializing in IBC and aseptic packaging. He holds a
Bachelor of Science (Food Science) from the University of Illinois, Urbana-Champaign.
Mr Lam Choon Sen David @ Mr John Wong Weng Foo Deloitte & Touche
Lam Kwok Kwong (Chairman) Certified Public Accountants
Executive Chairman & Independent Director
Managing Director 6 Shenton Way, #32-00
DBS Building Tower Two
Mr Mah Kim Loong Leslie
Mr Liew Yew Pin Independent Director Singapore 068809
Executive Director Audit Partner in charge:
Ms Chen Lai Fong Tracy Mr Loi Chee Keong
Mr Tan Bien Chuan Independent Director Appointed on 28 October 2005
Non-executive Director
10 Auditor’s Report
12 Balance Sheets
58 Statement of Directors
59 Statistics of Shareholdings
Proxy Form
The directors present their report together with the audited consolidated financial statements of the
group and balance sheet and statement of changes in equity of the company for the financial year
ended June 30, 2007.
1 DIRECTORS
The directors of the company in office at the date of this report are:
Neither at the end of the financial year nor at any time during the financial year did there subsist
any arrangement whose object is to enable the directors of the company to acquire benefits by
means of the acquisition of shares or debentures in the company or any other body corporate
except under the share option scheme as follows:
Goodpack Limited
market price - the average of the closing prices of the company’s ordinary shares on the Singapore
Exchange Securities Trading Limited (“SGX-ST”) for the three consecutive market days immediately
preceding the date of the grant.
Goodpack Limited
* Mr Lam Choon Sen, David @ Lam Kwok Kwong was deemed to have an interest in the
20,624,000 warrants issued to Goodpack Holdings Pte Ltd (“GHPL”) by virtue of his
66.42% shareholding interest in GHPL.
** Mr Lam Choon Sen, David @ Lam Kwok Kwong was deemed to have an interest in the
17,775,625 warrants issued to Goodpack Holdings Pte Ltd (“GHPL”) by virtue of his
66.42% shareholding interest in GHPL
*** Mr Tan Bien Chuan was deemed to have an interest in the 26,757 warrants issued to
OCBC, Wearnes & Walden Management (Singapore) Pte Ltd (“OWWM(S)”). Mr Tan Bien
Chuan is entitled to exercise more than 20% of the votes attached to the voting shares of
OWWM(S).
The directors of the company holding office at the end of the financial year had no interests in the
share capital and debentures of the company and related corporations as recorded in the register
of directors’ shareholdings kept by the company under Section 164 of the Singapore Companies
Act except as follows:
Shareholdings
Shareholdings in which directors
registered are deemed to
Names of directors and in the names of directors have interests
company in which At beginning At end At beginning At end
interests are held of year of year of year of year
By virtue of Section 7 of the Singapore Companies Act, Mr Lam Choon Sen, David @ Lam Kwok
Kwong is deemed to have an interest in the shares of the subsidiaries of the company.
By virtue of section 7(4A) of the Singapore Companies Act, Mr Tan Bien Chuan is deemed to have
an interest in the shares of OCBC Wearnes & Walden Management (Singapore) Pte Ltd.
The directors’ interests in shares and options of the company as at July 21, 2007 were the same
as those as at June 30, 2007, except for Mr Lam Choon Sen, David @ Lam Kwok Kwong, who
had exercised 2,023,000 share options on July 6, 2007 to subscribe for ordinary shares of the
company.
Shareholdings
Shareholdings in which directors
registered are deemed to
Names of directors and in the names of directors have interests
company in which At June At July At June At July
interests are held 30, 2007 21, 2007 30, 2007 21, 2007
Goodpack Limited
Since the beginning of the financial year, no director has received or become entitled to receive a
benefit which is required to be disclosed under section 201(8) of the Singapore Companies Act,
by reason of a contract made by the company or a related corporation with the director or with a
firm of which he is a member, or with a company in which he has a substantial financial interest
except for salaries, bonuses and other benefits as disclosed in the financial statements.
5 SHARE OPTIONS
The Goodpack Performance Share Option Scheme, as the same may be modified or altered from
time to time (“Scheme”) was approved by shareholders on December 20, 2001. The Scheme has
been modified in year 2004 to allow share options to be issued at a premium (Premium Option)
to the market price at the date of grant with an exercise period of 5 years.
The Scheme shall continue to be in force at the discretion of the Remuneration Committee of
the company (the “Committee”), subject to a maximum period of ten years commencing on
the adoption date, provided always that the Scheme may continue beyond the above stipulated
period with the approval of the company’s shareholders by ordinary resolution in a general
meeting and of any relevant authorities which may then be required.
- on or after the first anniversary of the date of grant for 40% of the ordinary shares subject
to the options;
- on or after the second anniversary of the date of grant for an additional 30% of the
ordinary shares subject to the options; and
- on or after the third anniversary of the date of grant for an additional 30% of the ordinary
shares subject to the options;
except for the grants that were made to the Chairman/Managing Director, Mr Lam Choon Sen,
David @ Lam Kwok Kwong, which will vest on or after the first anniversary of the date of the
respective grants.
Under the Scheme, options to subscribe for ordinary shares in the capital of the company will be
granted to selected executives and directors (executive and non-executive) of the company, its
subsidiaries and associated companies. All options to be issued will have a term no longer than
10 years from the date of the grant, except in the case of premium options and for grants to a
non-executive director, an executive director of an associated company and/or an executive of an
associated company, the term is no longer than 5 years.
The exercise price of a Market Price Option will be the average of the closing prices of the
company’s ordinary shares on the SGX-ST for the three consecutive market days (Market Price)
immediately preceding the date of the grant.
The exercise price of a discounted option will be a price subject to such discount not exceeding
20% of the Market Price as may be determined by the Committee.
The exercise price of a Premium Option will be a price subject to such premium as may be
determined by the Committee.
Options, under the Scheme, may be granted at a premium or subject to a discount to the market
price for the shares prevailing at the date of grant of the respective options, provided that the
maximum discount which may be given shall not exceed 20% of the relevant market price for
the shares applicable to that option and in no event shall the subscription price be less than the
nominal value of the share.
i) The Committee administering the Scheme comprises Mr John Wong Weng Foo, Mr Mah
Kim Loong, Leslie and Ms Chen Lai Fong, Tracy.
ii) All determinations or actions of the Committee with respect to the interpretation and/or
implementation of the Scheme shall be by the affirmative vote of the majority of the
members of the Committee.
iii) The Committee shall have the power, from time to time, to make and vary such regulations
(not being inconsistent with the Scheme) for the implementation and administration of
the Scheme as they think fit.
iv) Any decision of the Committee made pursuant to any provision of the Scheme (other
than a matter to be certified by the Auditors) shall be final and binding (including any
decisions pertaining to the quantum of discount or premium applicable to a Discounted
Option or Premium Option pursuant to the Scheme or to disputes as to the interpretation
of the Scheme or any rule, regulation, procedure thereunder or as to any rights under the
Scheme).
During the financial year, no options to take up unissued shares of the company or its subsidiaries
was granted.
i) There were 5,330,375 unissued ordinary shares under the options granted pursuant to the
Scheme at the end of the financial year. Details of the options to subscribe for ordinary
shares of Goodpack Limited pursuant to the Scheme are as follows:
Options Balance
Balance as at Options lapsed/ as at Subscription
Date of grant July 1, 2006 exercised forfeited June 30, 2007 price Exercise period
January 18, 2002 2,726,000 (1,851,000) - 875,000 $0.511 January 18, 2003 to
January 17, 2012
June 20, 2002 495,000 (495,000) - - $0.520 June 20, 2003 to
June 19, 2012
September 3, 2002 9,375 - - 9,375 $0.503 September 3, 2003 to
September 2, 2012
August 6, 2003 1,590,000 (568,000) - 1,022,000 $0.560 August 6, 2004 to
August 5, 2013
May 20, 2004 4,424,000 (1,000,000) - 3,424,000 $0.943 May 20, 2005 to
May 19, 2014
October 25, 2004 7,000,000 - (7,000,000) - see note below April 1, 2006 to
October 24, 2009
16,244,375 (3,914,000) (7,000,000) 5,330,375
Note:
The options were offered at a premium of 30%, 15% and 0% consecutively based on the market
price of S$1.020.
The subscription prices for these options, depending on when they are exercised, are at S$1.326,
S$1.173 and S$1.020 respectively.
The options carry terms to achieve certain key performance indicators (“KPIs”) set by the Board
of Directors. The options granted were forfeited by the Remuneration Committee on August 29,
2006 because the KPIs were not achieved.
The exercise period in respect of those options granted to the non-executive directors of the
company, apart from the premium options that were granted on October 25, 2004, is a period
commencing after the first anniversary of the date of grant and expiring on the fifth anniversary
of such date of grant.
Except for the options exercised as disclosed above, no other shares of the company or its
subsidiaries were issued during the financial year by virtue of the exercise of options under the
Scheme to take up the unissued shares of the company or its subsidiaries.
ii) No directors were granted share options under the Goodpack Performance Share Option
Scheme except as follows:
Aggregate options Aggregate options Aggregate options
granted since the lapsed since the exercised since the
commencement of commencement of commencement of Aggregate options
Options granted the Scheme to the the Scheme to the the Scheme to the outstanding at
during the end of the end of the end of the end of the
Name of participant financial year financial year financial year financial year financial year
iii) No director/employee received 5% or more of the total number of options available under
the Goodpack Performance Share Option Scheme except for options granted to Lam
Choon Sen, David @ Lam Kwok Kwong and Liew Yew Pin as disclosed above.
iv) There were no options granted at a discount during the financial year.
v) There were no options granted to participants who are controlling shareholders of the
company and their associates except for options granted to Lam Choon Sen, David @ Lam
Kwok Kwong and Liew Yew Pin, as disclosed above.
vi) Lam Choon Sen, David @ Lam Kwok Kwong did not participate in any deliberation or
decision in respect of options granted to him.
There are no unissued shares of the subsidiaries under option at the end of the financial year.
Warrants
Subsequent to the financial year ended June 30, 2007, the company issued 57,423,859 warrants,
on the basis of one warrant for every eight shares held in the share capital of the company subject
to the terms and conditions of the issue as stated in the Deed Poll of the company dated July 4,
2007. Each warrant entitles the holder to subscribe for one new ordinary share in the company
at an exercise price of S$1.38 per share. The warrants shall be exercised at any time commencing
on and including the date immediately following the date falling on six months after the date of
listing, July 19, 2007, of the warrants and expiring on the date immediately preceding the second
anniversary of the date of issue of the warrants. Warrants remaining unexercised after the expiry
date shall lapse and cease to be valid for any purpose.
6 AUDIT COMMITTEE
The Audit Committee comprises three members. The members of the Audit Committee at the
date of this report are:
The Audit Committee has met five times since the last Annual General Meeting (“AGM”) and has
reviewed the following, where relevant, with the executive directors and external auditors of the
company:
b) the accompanying financial statements before their submission to the Board of Directors
of the Company and the external auditors’ report on those financial statements;
c) the quarterly, half-yearly and annual announcements as well as the related press releases
on the results and financial position of the company and the group;
d) the co-operation and assistance given by management to the external auditors; and
The Audit Committee has full access to and has the co-operation of management and has been
given the resources required for it to discharge its function properly. It also has full discretion
to invite any director and executive officer to attend its meetings. The external auditors have
unrestricted access to the Audit Committee.
The Audit Committee has recommended to the directors the nomination of Deloitte & Touche
for re-appointment as external auditors at the forthcoming Annual General Meeting of the
company.
7 AUDITORS
The auditors, Deloitte & Touche, have expressed their willingness to accept re-appointment.
Singapore
September 29, 2007
We have audited the accompanying financial statements of Goodpack Limited (the company) and its
subsidiaries (the group) which comprise the balance sheets of the group and the company as at June
30, 2007, the profit and loss statement, statement of changes in equity and cash flow statement of the
group and the statement of changes in equity of the company for the year then ended, and a summary
of significant accounting policies and other explanatory notes, as set out on pages 12 to 57.
Directors’ Responsibility
The company’s directors are responsible for the preparation and fair presentation of these financial
statements in accordance with Singapore Financial Reporting Standards and the Singapore Companies
Act, Cap. 50 (the “Act”). This responsibility includes: designing, implementing and maintaining internal
control relevant to the preparation and fair presentation of financial statements that are free from
material misstatement, whether due to fraud or error; selecting and applying appropriate accounting
policies; and making accounting estimates that are reasonable in the circumstances.
Auditors’ Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We
conducted our audit in accordance with Singapore Standards on Auditing. Those standards require that
we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures
in the financial statements. The procedures selected depend on the auditor’s judgement, including the
assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error. In making those risk assessments, the auditor considers internal control relevant to the entity’s
preparation and fair presentation of the financial statements in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness
of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting
policies used and the reasonableness of accounting estimates made by directors, as well as evaluating the
overall presentation of the financial statements. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion,
(a) the consolidated financial statements of the group and the balance sheet and statement of
changes in equity of the company are properly drawn up in accordance with the provisions of the
Act and Singapore Financial Reporting Standards so as to give a true and fair view of the state of
affairs of the group and of the company as at June 30, 2007 and of the results, changes in equity
and cash flows of the group and changes in equity of the company for the year ended on that
date; and
(b) the accounting and other records required by the Act to be kept by the company and by those
subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in
accordance with the provisions of the Act.
Singapore
September 29, 2007
Group Company
Note 2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
ASSETS
Current assets
Cash and bank balances 6 9,981 6,160 2,590 2,111
Trade receivables 7 25,383 14,793 42,544 35,163
Other receivables 8 9,302 5,980 4,584 3,200
Inventories 9 1,380 1,368 300 194
Derivative financial instruments 10 - 367 - 367
Total current assets 46,046 28,668 50,018 41,035
Non-current assets
Trade receivables 7 1,114 1,421 949 1,430
Investments in subsidiaries 11 - - 6,802 5,336
Investment in associate 12 4 4 4 4
Available-for-sale investments 13 76 74 76 74
Advance payments for property,
plant and equipment 14 - 20,873 - -
Property, plant and equipment 15 131,840 85,408 175,276 118,460
Goodwill 16 789 - - -
Intangible assets 17 849 936 839 920
Deferred tax assets 22 1,152 1,278 - -
Total non-current assets 135,824 109,994 183,946 126,224
Total assets 181,870 138,662 233,964 167,259
Non-current liabilities
Finance leases 21 - 24 - 10
Bank borrowings 18 13,350 - 13,350 -
Deferred tax liabilities 22 5,801 5,053 5,801 4,707
Total non-current liabilities 19,151 5,077 19,151 4,717
Group
Note 2007 2006
US$’000 US$’000
Attributable to:
Equity holders of the company 24,514 18,460
Minority interests 204 620
24,718 19,080
Attributable
Currency to equity
Balance at July 1, 2005 2,302 22,659 106 13 (2,513) 41,105 63,672 1,133 64,805
Statements of Changes In Equity
Company
Group
2007 2006
US$’000 US$’000
Operating activities
Profit before income tax 26,770 20,717
Adjustments for:
Depreciation expense 7,198 5,494
Amortisation expense 72 64
Recognition of (reversal of) share-based payments expense 60 (66)
Interest income (259) (166)
Interest expense 3,157 908
Dividend income (2) (3)
Gain on sale of available-for-sale investments (15) (10)
Gain on disposal of property, plant and equipment (1,108) (141)
Fair value losses (gains) arising from derivative financial instruments 343 (174)
Intangible assets written off 15 -
Operating cash flows before movements in working capital 36,231 26,623
Investing activities
Proceeds from disposal of property, plant and equipment 11 153
Purchase of property, plant and equipment (53,792) (30,343)
Advance payments for property, plant and equipment 20,873 (20,873)
Proceeds from sale of available-for-sale investments 79 80
Purchase of intangible assets - (25)
Dividend income 2 3
Acquisition of additional interest in a subsidiary (1,429) -
Net cash used in investing activities (34,256) (51,005)
Group
2007 2006
US$’000 US$’000
Financing activities
Warrants issue expenses 3 (9)
Proceeds on issue of shares 36,328 407
(Decrease) Increase in bank borrowings (12,436) 33,793
Restricted fixed deposits 26 (61)
Repayments of obligations under finance leases (25) 24
Dividends paid to minority shareholders of subsidiaries (351) -
Net cash from financing activities 23,545 34,154
1 GENERAL
The company (Registration No. 198000547W) is incorporated in Singapore with its principal
place of business and registered office at 7 Harrison Road, #04-01, Harrison Industrial Building,
Singapore 369650. The company is listed on the Mainboard of the Singapore Exchange Securities
Trading Limited. The financial statements are expressed in United States dollars.
The principal activities of the company are those relating to the leasing of crates and investment
holding.
The principal activities of the significant subsidiaries are disclosed in Note 11 to the financial
statements.
The consolidated financial statements of the group and balance sheet and statement of changes
in equity of the company for the year ended June 30, 2007 were authorised for issue by the
Board of Directors on September 29, 2007.
BASIS OF ACCOUNTING – The financial statements are prepared in accordance with the historical
cost convention, except as disclosed in the accounting policies below, and modified to include
the revaluation of freehold land, and are drawn up in accordance with the provisions of the
Singapore Companies Act and Singapore Financial Reporting Standards (“FRS”).
In the current financial year, the group has adopted all the new and revised FRSs and Interpretations
of FRS (“INT FRS”) issued by the Council on Corporate Disclosure and Governance that are
relevant to its operations and effective for annual periods beginning on or after July 1, 2006.
The adoption of these new/revised FRSs and INT FRSs does not result in changes to the group’s
and company’s accounting policies and has no material effect on the amounts reported for the
current or prior years.
Other than FRS 107 – Financial Instruments: Disclosures, the directors anticipate that the adoption
of the FRS and INT FRS issued but not effective at the date of authorisation of these financial
statements in future periods will have no material impact on the financial statements of the
company and of the group in the period of their initial adoption.
The application of FRS 107 – Financial Instruments: Disclosures and the consequential amendments
to other FRS will not affect any of the amounts recognised in the financial statements, but
will change the disclosures presently made in relation to the company and group’s financial
instruments and the objectives, policies and processes for managing capital.
The results of subsidiaries acquired or disposed of during the year are included in the consolidated
profit and loss statement from the effective date of acquisition or to the effective date of disposal,
as appropriate.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring the
accounting policies used in line with those used by other members of the group. All intra-group
transactions and balances between group enterprises are eliminated on consolidation.
Minority interests in the net assets of consolidated subsidiaries are identified separately from the
group’s equity therein. Minority interests consist of the amount of those interests at the date of
the original business combination (see below) and the minority’s share of changes in equity since
the date of the combination. Losses applicable to the minority in excess of the minority’s interest
in the subsidiary’s equity are allocated against the interests of the group except to the extent that
the minority has a binding obligation and is able to make an additional investment to cover the
losses.
In the company’s financial statements, investments in subsidiaries and associates are carried
at cost less any impairment in net recoverable that has been recognised in the profit and loss
statement.
BUSINESS COMBINATIONS - The acquisition of subsidiaries is accounted for using the purchase
method. The cost of the acquisition is measured at the aggregate of the fair values, at the date
of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued by the
group in exchange for control of the acquiree, plus any costs directly attributable to the business
combination. The acquiree’s identifiable assets, liabilities and contingent liabilities that meet the
conditions for recognition under FRS 103 – Business Combinations are recognised at their fair
values at the acquisition date.
Goodwill arising on acquisition is recognised as an asset and initially measured at cost, being the
excess of the cost of the business combination over the group’s interest in the net fair value of
the identifiable assets, liabilities and contingent liabilities recognised. If, after reassessment, the
group’s interest in the net fair value of the acquiree’s identifiable assets, liabilities and contingent
liabilities exceeds the cost of the business combination, the excess is recognised immediately in
the consolidated profit and loss statement.
The interest of minority shareholders in the acquiree is initially measured at the minority’s
proportion of the net fair value of the assets, liabilities and contingent liabilities recognised.
FINANCIAL INSTRUMENT - Financial assets and financial liabilities are recognised on the group’s
balance sheet when the group becomes a party to the contractual provisions of the instrument.
Financial assets
Investments are recognised and de-recognised on a trade date where the purchase or sale of
an investment is under a contract whose terms require delivery of the investment within the
timeframe established by the market concerned, and are initially measured at fair value, net of
transaction costs except for those financial assets classified as at fair value through profit or loss
which are initially measured at fair value.
Other financial assets are classified into the following specified categories: financial assets “at
fair value through profit or loss”, “held-to-maturity investments”, “available-for-sale” financial
assets and “loans and receivables”. The classification depends on the nature and purpose of
financial assets and is determined at the time of initial recognition.
The effective interest method is a method of calculating the amortised cost of a financial
instrument and of allocating interest income or expense over the relevant period. The effective
interest rate is the rate that exactly discounts estimated future cash receipts or payments through
the expected life of the financial instrument, or where appropriate, a shorter period. Income is
recognised on an effective interest rate basis for debt instruments other than those financial
instruments “at fair value through profit or loss”.
Financial assets are classified as at FVTPL where the financial asset is either held for trading or it
is designated as at FVTPL.
• it has been acquired principally for the purpose of selling in the near future; or
A financial asset other than a financial asset held for trading may be designated as at FVTPL upon
initial recognition if:
• the financial asset forms part of a group of financial assets or financial liabilities or both,
which is managed and its performance is evaluated on a fair value basis, in accordance
with the group’s documented risk management or investment strategy, and information
about the grouping is provided internally on that basis; or
• it forms part of a contract containing one or more embedded derivatives, and FRS 39
permits the entire combined contract (asset or liability) to be designated as at FVTPL.
Financial assets at fair value through profit or loss are stated at fair value, with any resultant gain
or loss recognised in profit or loss. The net gain or loss recognised in profit or loss incorporates
any dividend or interest earned on the financial asset. Fair value is determined in the manner
described in Note 4.
Held-to-maturity investments
Bonds with fixed or determinable payments and fixed maturity dates where the group has a
positive intent and ability to hold to maturity are classified as held-to-maturity investments. Held-
to-maturity investments are recorded at amortised cost using the effective interest method less
impairment, with revenue recognised on an effective yield basis.
Certain shares and debt securities held by the group are classified as being available for sale and
are stated at fair value. Fair value is determined in the manner described in Note 4. Gains and
losses arising from changes in fair value are recognised directly in the revaluation reserve with
the exception of impairment losses, interest calculated using the effective interest method and
foreign exchange gains and losses on monetary assets which are recognised directly in profit
or loss. Where the investment is disposed of or is determined to be impaired, the cumulative
gain or loss previously recognised in the revaluation reserve is included in profit or loss for the
period. Dividends on available-for-sale equity instruments are recognised in profit or loss when
the group’s right to receive payments is established. The fair value of available-for-sale monetary
assets denominated in a foreign currency is determined in that foreign currency and translated
at the spot rate at reporting date. The change in fair value attributable to translation differences
that result from a change in amortised cost of the asset is recognised in profit or loss, and other
changes are recognised in equity.
Trade receivables, loans and other receivables that have fixed or determinable payments that are
not quoted in an active market are classified as “loans and receivables”. Loans and receivables
are measured at amortised cost using the effective interest method less impairment. Interest is
recognised by applying the effective interest rate method, except for short-term receivables when
the recognition of interest would be immaterial.
Cash and cash equivalents comprise cash at bank and fixed deposits (excluding restricted deposits)
and are subject to an insignificant risk of changes in value.
Financial assets, other than those at fair value through profit or loss, are assessed for indicators
of impairment at each balance sheet date. Financial assets are impaired where there is objective
evidence that, as a result of one or more events that occurred after the initial recognition of
the financial asset, the estimated future cash flows of the investment have been impacted. For
financial assets carried at amortised cost, the amount of the impairment is the difference between
the asset’s carrying amount and the present value of estimated future cash flows, discounted at
the original effective interest rate.
The carrying amount of the financial asset is reduced by the impairment loss directly for all financial
assets with the exception of trade receivables where the carrying amount is reduced through the
use of an allowance account. When a trade receivable is uncollectible, it is written off against
the allowance account. Subsequent recoveries of amounts previously written off are credited to
profit or loss. Changes in the carrying amount of the allowance account are recognised in profit
or loss.
With the exception of available-for-sale equity instruments, 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 loss was recognised, the previously recognised impairment loss is
reversed through profit or loss to the extent the carrying amount of the investment at the date
the impairment is reversed does not exceed what the amortised cost would have been had the
impairment not been recognised.
In respect of available-for-sale equity instruments, any subsequent increase in fair value after an
impairment loss, is recognised directly in equity.
Financial liabilities and equity instruments issued by the group are classified according to the
substance of the contractual arrangements entered into and the definitions of a financial liability
and an equity instrument.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of the group
after deducting all of its liabilities. Equity instruments are recorded at the proceeds received, net
of direct issue costs.
Financial liabilities
Financial liabilities are classified as either financial liabilities “at fair value through profit or loss”
or other financial liabilities.
Financial liabilities are classified as at FVTPL where the financial liability is either held for trading
or it is designated as at FVTPL.
• it has been incurred principally for the purpose of repurchasing in the near future; or
A financial liability other than a financial liability held for trading may be designated as at FVTPL
upon initial recognition if:
• the financial liability forms part of a group of financial assets or financial liabilities or both,
which is managed and its performance is evaluated on a fair value basis, in accordance
with the group’s documented risk management or investment strategy, and information
about the grouping is provided internally on that basis; or
• it forms part of a contract containing one or more embedded derivatives, and FRS 39
permits the entire combined contract (asset or liability) to be designated as at FVTPL.
Financial liabilities at fair value through profit or loss are initially measured at fair value and
subsequently stated at fair value, with any resultant gain or loss recognised in profit or loss. The
net gain or loss recognised in profit or loss incorporates any interest paid on the financial liability.
Fair value is determined in the manner described in Note 4.
Trade and other payables are initially measured at fair value, net of transaction costs, and are
subsequently measured at amortised cost, using the effective interest rate method, with interest
expense recognised on an effective yield basis.
Interest-bearing bank loans are initially measured at fair value, and are subsequently measured
at amortised cost, using the effective interest rate method. Any difference between the proceeds
(net of transaction costs) and the settlement or redemption of borrowings is recognised over the
term of the borrowings in accordance with the group’s accounting policy for borrowing costs (see
below).
The effective interest method is a method of calculating the amortised cost of a financial liability
and of allocating interest expense over the relevant period. The effective interest rate is the rate
that exactly discounts estimated future cash payments through the expected life of the financial
liability, or, where appropriate, a shorter period.
The group’s activities expose it primarily to the financial risks of changes in foreign currency
exchange rates and interest rates.
The group uses derivative financial instruments (primarily forward foreign exchange contracts
and interest rate caps) to hedge its risks associated with foreign currency and interest rate
fluctuations. Further details of derivative financial instruments are disclosed in Note 10 to the
financial statements.
The group does not use derivative financial instruments for speculative purposes.
Derivatives are initially recognised at fair value at the date a derivative contract is entered into and
are subsequently remeasured to their fair value at each balance sheet date.
Changes in the fair value of derivative financial instruments that do not qualify for hedge
accounting are recognised in the profit and loss statement as they arise.
Derivatives embedded in other financial instruments or other host contracts are treated as separate
derivatives when their risks and characteristics are not closely related to those of host contracts
and the host contracts are not carried at fair value with unrealised gains or losses reported in the
profit and loss statement.
LEASES - Leases are classified as finance leases whenever the terms of the lease transfer
substantially all the risks and rewards of ownership to the lessee. All other leases are classified as
operating leases.
Rental income from operating leases is recognised on a straight-line basis over the term of the
relevant lease unless another systematic basis is more representative of the time pattern in which
use benefit derived from the leased asset is diminished. Initial direct costs incurred in negotiating
and arranging an operating lease are recognised in the profit and loss statement as and when
incurred as amounts involved are immaterial.
Assets held under finance leases are recognised as assets of the group at their fair value at the
inception of the lease or, if lower, at the present value of the minimum lease payments. The
corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between finance charges and reduction of the lease obligation so
as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges
are charged directly to profit or loss, unless they are directly attributable to qualifying assets,
in which case they are capitalised in accordance with the group’s general policy on borrowing
cost (see below). Contingent rental are recognised as expenses in the periods in which they are
incurred.
Rentals payable under operating leases are charged to profit or loss on a straight-line basis over
the term of the relevant lease unless another systematic basis is more representative of the time
pattern in which economic benefits from the leased asset are consumed. Contingent rentals
arising under operating leases are recognised as an expense in the period in which they are
incurred.
In the event that lease incentives are received to enter into operating leases, such incentives are
recognised as a liability. The aggregate benefit of incentives is recognised as a reduction of rental
expense on a straight-line basis, except where another systematic basis is more representative of
the time pattern in which economic benefits from the leased asset are consumed.
INVENTORIES - Inventories are stated at the lower of cost and net realisable value. Cost comprises
direct materials and, where applicable, direct labour costs and those overheads that have been
incurred in bringing the inventories to their present location and condition. Cost is calculated using
the weighted average method. Net realisable value represents the estimated selling price less all
estimated costs of completion and costs to be incurred in marketing, selling and distribution.
PROPERTY, PLANT AND EQUIPMENT – Freehold land is stated in the balance sheet at their revalued
amounts, being the fair value at the date of revaluation, less any subsequent accumulated
impairment losses. Revaluations are performed with sufficient regularity such that the carrying
amount does not differ materially from that which would be determined using fair values at the
balance sheet date.
Any revaluation increase arising on the revaluation of such land is credited to the property
revaluation reserve, except to the extent that it reverses a revaluation decrease for the same asset
previously recognised in profit or loss, in which case the increase is credited to profit or loss to the
extent of the decrease previously charged to the profit and loss statement. A decrease in carrying
amount arising on the revaluation of such land is charged to profit or loss statement to the extent
that it exceeds the balance, if any, held in the property revaluation reserve relating to a previous
revaluation of that asset.
Plant and equipment are stated at cost less accumulated depreciation and any accumulated
impairment losses.
Depreciation is charged so as to write off the cost or valuation of assets, other than freehold land,
over their estimated useful lives, using the straight-line method, on the following bases:
Buildings - 5%
Leasehold improvements - 331/3%
Intermediate bulk containers - *62/3% (2006:62/3% to 10%)
Furniture and fittings - 20% to 331/3%
Motor vehicles - 20%
Depreciation on intermediate bulk containers (“IBCs”) is computed based on cost less its expected
residual value. Galvanising and retrofitting costs on the IBCs, when incurred, are capitalised and
depreciated using the straight-line method over the remaining useful life of the IBCs.
* During the financial year, the group revised the estimated useful life of older models of IBCs
from 10 years to 15 years following the group’s assets galvanising enhancement programme. This
will align the useful life of all IBCs to 15 years. The revision was made based on an independent
professional advice sought by the group. The revised depreciation rate resulted in a reduction of
depreciation charge of approximately US$2.48 million for the group and US$4.12 million for the
company. The revised depreciation rate is applied prospectively.
Fully depreciated assets still in use are retained in the financial statements.
The estimated useful lives, residual values and depreciation method are reviewed at each year
end, with the effect of any changes in estimate accounted for on a prospective basis.
Assets held under finance leases are depreciated over their expected useful lives on the same
basis as owned assets or, if there is no certainty that the lessee will obtain ownership by the end
of the lease term, the asset shall be fully depreciated over the shorter of the lease term and its
useful life.
The gain or loss arising on disposal or retirement of an item of property, plant and equipment is
determined as the difference between the sales proceeds and the carrying amounts of the asset
and is recognised in the profit and loss statement.
GOODWILL - Goodwill arising on the acquisition of a subsidiary represents the excess of the cost
of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities
and contingent liabilities of the subsidiary recognised at the date of acquisition. Goodwill is
initially recognised as an asset at cost and is subsequently measured at cost less any accumulated
impairment losses.
For the purpose of impairment testing, goodwill is allocated to each of the group’s cash-generating
units expected to benefit from the synergies of the combination. Cash-generating units to which
goodwill has been allocated are tested for impairment annually, or more frequently when there
is an indication that the unit may be impaired. If the recoverable amount of the cash-generating
unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce
the carrying amount of any goodwill allocated to the unit and then to the other assets of the
unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss
recognised for goodwill is not reversed in a subsequent period.
An internally-generated intangible asset is recognised if, and only if, all of the following have
been demonstrated:
• the technical feasibility of completing the intangible asset so that it will be available for use
or sale;
• the intention to complete the intangible asset and use or sell it;
• how the intangible asset will generate probable future economic benefits;
• the availability of adequate technical, financial and other resources to complete the
development and to use or sell the intangible asset; and
• the ability to measure reliably the expenditure attributable to the intangible asset during
its development.
The amount initially recognised for internally-generated intangible assets is the sum of the
expenditure incurred from the date when the intangible asset first meets the recognition criteria
listed above. Where no internally-generated intangible asset can be recognised, development
expenditure is charged to profit or loss in the period in which it is incurred.
Subsequent to initial recognition, internally-generated intangible assets are reported at cost less
accumulated amortisation and accumulated impairment losses.
The intangible assets pertain to development costs incurred for the design, construction and
testing of new models of intermediate bulk containers. These development costs are amortised
on a straight line basis over the useful life of the intermediate bulk containers of 15 years. The
estimated useful life and amortisation method are reviewed at the end of each annual reporting
period, with the effect of any changes in estimate being accounted for on a prospective basis.
Intangible assets with indefinite useful lives and intangible assets not yet available for use are
tested for impairment annually, and whenever there is an indication that the asset may be
impaired.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing
value in use, the estimated future cash flows 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.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than
its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to
its recoverable amount. An impairment loss is recognised immediately in the profit and loss
statement, unless the relevant asset is carried at a revalued amount, in which case the impairment
loss is treated as a revaluation decrease.
Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating
unit) is increased to the revised estimate of its recoverable amount, but so that the increased
carrying amount does not exceed the carrying amount that would have been determined had no
impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of
an impairment loss is recognised immediately in the profit and loss statement, unless the relevant
asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated
as a revaluation increase.
ASSOCIATES - An associate is an entity over which the group has significant influence and that
is neither a subsidiary nor an interest in a joint venture. 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.
PROVISIONS - Provisions are recognised when the group has a present obligation (legal or
constructive) as a result of a past event, it is probable that the group will be required to settle the
obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle
the present obligation at the balance sheet date, taking into account the risks and uncertainties
surrounding the obligation. Where a provision is measured using the cash flows estimated to
settle the present obligation, its carrying amount is the present value of those cash flows.
When some or all of the economic benefits required to settle a provision are expected to be
recovered from a third party, the receivable is recognised as an asset if it is virtually certain that
reimbursement will be received and the amount of the receivable can be measured reliably.
Fair value is measured using the Black-Scholes pricing model. The expected life used in the model
has been adjusted, based on management’s best estimate, for the effects of non-transferability,
exercise restrictions and behavioural considerations.
REVENUE RECOGNITION - Revenue is measured at the fair value of the consideration received
or receivable. Revenue is reduced for estimated customer returns, rebates and other similar
allowances.
Revenue from the leasing of crates is taken up on a time proportionate basis over the period
from when the custody of the crates is released to the customer to the date that the crates are
expected to be available for the next lease.
Revenue from the sale of accessories is recognised when all the following conditions are
satisfied:
• the group has transferred to the buyer the significant risks and rewards of ownership of
the accessories;
• the group retains neither continuing managerial involvement to the degree usually
associated with ownership nor effective control over the accessories sold;
• it is probable that the economic benefits associated with the transaction will flow to the
entity; and
Interest income is accrued on a time basis, by reference to the principal outstanding and at the
effective interest rate applicable, which is the rate that exactly discounts estimated future cash
receipts through the expected life of the financial asset to that asset’s net carrying amount.
Dividend income from investments is recognised when the shareholders’ rights to receive payment
have been established.
DEFERRED CHARGES - Deferred charges relates to freight and handling charges incurred for the
pre-positioning of the IBCs at the beginning of a new leasing cycle. Deferred charges are recognised
when it is probable that the future economic benefits that are attributable to the asset will result
in an inflow of resources and are charged to the profit and loss over the term of the lease.
WARRANT RESERVE - Warrant reserve consists of the subscription price of the warrants issued by
the company. The subscription price in respect of any warrant exercised will be transferred from
the warrant reserve to the share capital account. Upon the expiry of the warrants, the balance
of the warrant reserve will be available to the equity holders of the company.
All other borrowing costs are recognised in the profit and loss statement in the period in which
they are incurred.
RETIREMENT BENEFIT COSTS - Payments to defined contribution retirement benefit plans are
charged as an expense as they fall due. Payments made to state-managed retirement benefit
schemes, such as the Singapore Central Provident Fund, are dealt with as payments to defined
contribution plans where the group’s obligations under the plans are equivalent to those arising
in a defined contribution retirement benefit plan.
EMPLOYEE LEAVE ENTITLEMENT – Employee entitlements to annual leave are recognised when
they accrue to employees. A provision is made for the estimated liability for annual leave as a
result of services rendered by employees up to the balance sheet date.
INCOME TAX - Income tax expense represents the sum of the tax currently payable and deferred
tax.
Deferred tax is recognised on differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used in the computation of taxable
profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are
generally recognised for all taxable temporary differences and deferred tax assets are recognised
to the extent that it is probable that taxable profits will be available against which deductible
temporary differences can be utilised. Such assets and liabilities are not recognised if the
temporary difference arises from goodwill or from the initial recognition (other than in a business
combination) of other assets and liabilities in a transaction that affects neither the taxable profit
nor the accounting profit.
Deferred tax liabilities are recognised for taxable temporary differences arising on investments
in subsidiaries and associates, and interests in joint ventures, except where the group is able to
control the reversal of the temporary difference and it is probable that the temporary difference
will not reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced
to the extent that it is no longer probable that sufficient taxable profits will be available to allow
all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the
liability is settled or the asset realised based on the tax rates (and tax laws) that have been enacted
or substantively enacted by the balance sheet date. Deferred tax is charged or credited to profit
or loss, except when it relates to items charged or credited directly to equity, in which case the
deferred tax is also dealt with in equity.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off
current tax assets against current tax liabilities and when they relate to income taxes levied by the
same taxation authority and the group intends to settle its current tax assets and liabilities on a
net basis.
Current and deferred tax are recognised as an expense or income in profit or loss, except when
they relate to items credited or debited directly to equity, in which case the tax is also recognised
directly in equity, or where they arise from the initial accounting for a business combination. In
the case of a business combination, the tax effect is taken into account in calculating goodwill or
determining the excess of the acquirer’s interest in the net fair value of the acquiree’s identifiable
assets, liabilities and contingent liabilities over cost.
In preparing the financial statements of the individual entities, transactions in currencies other
than the entity’s functional currency are recorded at the rate of exchange prevailing on the date
of the transaction. At each balance sheet date, monetary items denominated in foreign currencies
are retranslated at the rates prevailing on the balance sheet date. Non-monetary items carried
at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on
the date when the fair value was determined. Non-monetary items that are measured in terms
of historical cost in a foreign currency are not retranslated.
For the purpose of presenting consolidated financial statements, the assets and liabilities of
the group’s foreign operations (including comparatives) are expressed in United States dollars
using exchange rates prevailing on the balance sheet date. Income and expense items (including
comparatives) are translated at the average exchange rates for the period, unless exchange rates
fluctuated significantly during that period, in which case the exchange rates at the dates of the
transactions are used. Exchange differences arising, if any, are classified as equity and transferred
to the group’s translation reserve. Such translation differences are recognised in profit or loss in
the period in which the foreign operation is disposed of.
On consolidation, exchange differences arising from the translation of the net investment in
foreign entities (including monetary items that, in substance, form part of the net investment in
foreign entities), and of borrowings and other currency instruments designated as hedges of such
investments, are taken to the foreign currency translation reserve.
Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated
as assets and liabilities of the foreign operation and translated at the closing rate.
In the application of the group’s accounting policies, which are described in note 2, management
is required to make judgements, estimates and assumptions about the carrying amounts of assets
and liabilities that are not readily apparent from other sources. The estimates and associated
assumptions are based on historical experience and other factors that are considered to be
relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised in the period in which the estimate is revised if the revision
affects only that period, or in the period of the revision and future periods if the revision affects
both current and future periods.
As at June 30, 2007, payment of US$Nil (2006 : US$20,873,000) made for IBCs received during
the financial year which were not in accordance with product specifications and agreed to
be returned to the supplier as these IBCs were within the warranty period. These have been
accounted for as advance payment for property, plant and equipment.
The directors had considered the asset recognition criteria as set out in FRS 16, “Property, Plant
and Equipment” and believe that it was appropriate not to recognise these amounts as part of
property, plant and equipment.
Income taxes
The group has recorded deferred tax assets of US$1,084,000 (2006 : US$1,235,000) arising
from temporary differences from tax loss carryforwards of subsidiaries in the group, which are
available for offsetting against future taxable income. The directors are of the opinion that the
subsidiaries will continue to be profitable due to the expected incremental revenue arising from
new major leasing contracts and the reduction in leasing charges from the revised intercompany
arrangement.
In making its judgement, the directors considered the detailed criteria for assessment of the
probability that taxable profit will be available against which the unused tax losses can be utilised
as set out in FRS 12 “Income Taxes” and in particular, whether it is probable that the subsidiaries
will have taxable profits before the unused tax losses expire. Based on a 10-year profit projection
for the subsidiaries, the directors believe that sufficient profits will be generated over the next 10
years for utilisation of the unused tax losses.
The key assumptions concerning the future, and other key sources of estimation uncertainty at
the balance sheet date, that have a significant risk of causing material adjustment to the carrying
amounts of assets and liabilities within the next financial year, are discussed below.
(a) During the financial year, the directors reconsidered the recoverability of certain of its
trade receivables arising from extended hire of its IBCs, which are included in its balance
sheet as at June 30, 2007 of US$1,114,000 (2006 : US$1,920,000) for the group and
US$949,000 (2006 : US$1,414,000) for the company. The group and the company have
agreed to recover these receivables within the next 3 to 7 years through an offsetting
arrangement against other contractual agreements.
(b) As at June 30, 2007, the group and the company have certain trade receivables of
approximately US$439,000 (2006 : US$700,000) arising from claims for damaged IBCs.
The directors have considered the recoverability of these amounts and are of the opinion
that these are recoverable.
The directors are confident that the carrying amount of the above receivables will be recovered
in full and adjustment will be made in future periods in the event that there is objective evidence
of impairment resulting from future loss events.
Management exercises their judgement in estimating the useful lives and residual values of
IBCs.
During the financial year, the group revised the estimated useful life of older models of IBCs from
10 years to 15 years following the group’s assets galvanising enhancement programme. This
will align the useful life of all IBCs to 15 years. The revision was made based on an independent
professional advice sought by the group. The revised depreciation rate resulted in a reduction of
depreciation charge of approximately US$2.48 million for the group and US$4.12 million for the
company. The revised depreciation rate is applied prospectively.
The carrying amounts of the IBCs are reviewed at each balance sheet date to determine whether
there is any indication that these IBCs have suffered an impairment loss. If any such indication
exists, the residual values of the IBCs are determined on the basis of the value in use to determine
the extent of the impairment loss.
The group is exposed to foreign currency risk on sales and purchases that are denominated in
currencies other than United States Dollars. The currencies giving rise to this risk are primarily
Singapore dollars, Euro and Indonesian Rupiah.
To hedge against the volatility of future cash flows caused by changes in foreign currency exchange
rates, the group utilises forward foreign exchange contracts to hedge the group’s exposure to
specific currency risks relating to trade receivables and trade payables.
The company has a number of investments in foreign subsidiaries, whose net assets are exposed
to currency translation risk. Exposure to foreign currency translation risks are managed as far as
possible by natural hedges of matching assets and liabilities.
The group’s exposure to market risk for changes in interest rates relates primarily to the group’s
bank borrowings. The group utilises interest rate caps to hedge the group’s exposure to interest
rate risks relating to interest rate fluctuations.
The group has cash and cash equivalents placed as short-term deposits with reputable banks,
which generate interest income for the group.
Credit risk
Credit risk refers to the risk that debtors will default on their obligations to repay the amounts
owing to the group, resulting in a loss to the group. The group had adopted stringent procedures
in extending credit to customers.
The maximum exposure to credit risk is represented by the carrying amount of each financial
asset in the balance sheet with exposure spread over its top 10 customers. The directors are of
the view that the risk of default by these customers is minimal.
Cash and cash equivalents are held with creditworthy financial institutions.
Liquidity risk
The group maintains sufficient cash and cash equivalents, and internally generated cash flows to
finance their activities. The group finance their liquidity through internally generated cash flows
and minimises liquidity risk by keeping committed credit lines available.
The carrying values of cash and cash equivalents, trade and other current receivables and
payables, approximate their fair values due to the relatively short term maturity of these financial
instruments. The fair values of other classes of financial assets and liabilities are disclosed in the
respective notes to financial statements.
The fair values of financial assets and financial liabilities are determined as follows:
a) the fair value of financial assets and financial liabilities with standard terms and conditions
and traded on active liquid markets are determined with reference to quoted market
prices;
b) the fair value of other financial assets and financial liabilities (excluding derivative
instruments) are determined in accordance with generally accepted pricing models based
on discounted cash flow analysis; and
c) the fair value of derivative instruments are calculated using quoted prices. Where such
prices are not available, discounted cash flow analysis is used, based on the applicable
yield curve of the duration of the instruments for non-optional derivatives, and option
pricing models for option derivatives.
Related parties are entities with common direct or indirect shareholders and/or directors. Parties
are considered to be related if one party has the ability to control the other party or exercise
significant influence over the other party in making financial and operating decisions.
Some of the transactions and arrangements are with related parties and the effect of these on
the basis determined between the parties is reflected in these financial statements.
Certain patents for IBCs are held by one of the company’s directors/shareholders and are used by
the group and the company at no charge.
The remuneration of directors and other members of key management during the financial year
was as follows:
Group
2007 2006
US$’000 US$’000
The remuneration of directors and key management is determined by the remuneration committee
having regard to the performance of the individuals and market trends.
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
Note:
(a) Restricted fixed deposits are secured for bank guarantee facilities (Note 36).
Fixed deposits bear interest at an average rate of 3.29% (2006 : 3.63%) per annum and for an
average tenure of 60 days (2006 : 30 days).
The group’s and company’s cash and cash equivalents that are not denominated in the functional
currencies of the respective entities are as follows:
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
7 TRADE RECEIVABLES
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
Analysed as:
Current 25,383 14,793 42,544 35,163
Non-current 1,114 1,421 949 1,430
26,497 16,214 43,493 36,593
An allowance has been made for estimated irrecoverable amounts from the leasing of IBCs and
sales of accessories to third parties for the group and the company amounting to US$24,000 (2006
: US$396,000). This allowance has been determined by reference to past default experience.
The amount due from subsidiaries included an amount of US$267,400 (2006 : US$3,481,000)
due from a subsidiary which is repayable over 36 equal monthly instalments commencing on
August 1, 2004. The fair values of these trade receivables approximate their carrying amounts
based on discounting the estimated cash flows at a rate of 2.59% (2006: 2.59%) per annum.
As at June 30, 2007, certain trade receivables arising from extended hire of its IBCs of US$1,114,000
(2006 : US$1,920,000) for the group and US$949,000 (2006 : US$1,414,000) for the company
will be recovered within the next 3 to 7 years through an offsetting arrangement against other
contractual agreements. The fair values of these trade receivables approximate their carrying
amounts based on discounting of the estimated cash flows at rates ranging from 2.4% to 6.8%
(2006: 2.4% to 6.8%) per annum.
The group and company’s trade receivables that are not denominated in the functional currencies
of the respective entities are as follows:
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
8 OTHER RECEIVABLES
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
An allowance has been made for estimated irrecoverable amounts for the group and the company
amounting to US$142,000 (2006: US$46,000).
The group and company’s other receivables that are not denominated in the functional currencies
of the respective entities are as follows:
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
9 INVENTORIES
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
The balance for derivative financial instruments for 2007 has been included in other receivables
– “others” as the amount is insignificant.
At the balance sheet date, the total notional amounts of financial derivative contracts which the
group and company are committed to are as follows:
2007 2006
US$’000 US$’000
Forward foreign exchange contracts – with maturity less than one year
2007 2006
US$’000 US$’000
Structured interest rate cap
Notional principal:
Interest rate cap 10,000 10,000
Embedded currency options - 833
11 INVESTMENTS IN SUBSIDIARIES
Company
2007 2006
US$’000 US$’000
The balances with subsidiaries are unsecured, interest-free and repayable on demand unless
stated otherwise.
Proportion of
Country of ownership interest
incorporation and voting
Names of subsidiaries Principal activities and operation power held
2007 2006
% %
(1)
Audited by overseas practices of Deloitte Touche Tohmatsu .
(2)
Audited by Deloitte & Touche, Singapore for consolidation purposes.
12 INVESTMENT IN ASSOCIATE
(1)
Not required to be audited by law of its country of incorporation.
No equity accounting has been performed as the amounts involved are insignificant.
13 AVAILABLE-FOR-SALE INVESTMENTS
The investments above represent investments in listed equity securities that offer the opportunity
for return through dividend income and fair value gains. They have no fixed maturity or coupon
rate. The fair values of these securities are based on quoted market prices.
The available-for-sale investments that are not denominated in the functional currencies of the
respective entities are as follows:
Group and Company
2007 2006
US$’000 US$’000
Singapore dollars 76 74
This represents payments made to a supplier of IBCs for IBCs received during the financial
year which were not in accordance with product specifications and agreed to be returned to
the supplier as these IBCs were within the warranty period. Also, see Note 15 to the financial
statements.
Cost or valuation:
At July 1, 2005 204 385 16 88,506 3,093 554 92,758
Translation differences 15 29 - (52) 73 22 87
Additions - - - 29,985 358 - 30,343
Disposals - - - (24) (21) - (45)
At June 30, 2006 219 414 16 118,415 3,503 576 123,143
Translation differences 48 91 - 238 249 63 689
Additions - 15 3 53,488 274 12 53,792
Disposals - - - (3,937) (24) - (3,961)
At June 30, 2007 267 520 19 168,204 4,002 651 173,663
Represented by:
June 30, 2006
Cost - 414 16 118,415 3,503 576 122,924
Valuation 219 - - - - - 219
Total 219 414 16 118,415 3,503 576 123,143
June 30, 2007
Cost - 520 19 168,204 4,002 651 173,396
Valuation 267 - - - - - 267
Total 267 520 19 168,204 4,002 651 173,663
Accumulated depreciation:
At July 1, 2005 - 197 13 29,828 1,713 333 32,084
Translation differences - 16 - 88 67 19 190
Depreciation - 20 - 5,119 293 62 5,494
Disposals - - - (19) (14) - (33)
At June 30, 2006 - 233 13 35,016 2,059 414 37,735
Translation differences - 52 - 179 279 57 567
Depreciation - 25 3 6,828 279 63 7,198
Disposals - - - (3,665) (12) - (3,677)
At June 30, 2007 - 310 16 38,358 2,605 534 41,823
Carrying amount:
At June 30, 2006 219 181 3 83,399 1,444 162 85,408
At June 30, 2007 267 210 3 129,846 1,397 117 131,840
Intermediate
Leasehold bulk Furniture Motor
improvements containers and fittings vehicles Total
US$’000 US$’000 US$’000 US$’000 US$’000
Company
Cost:
At July 1, 2005 5 154,031 1,813 245 156,094
Additions - 41,496 240 - 41,736
Disposals - (24) - - (24)
At June 30, 2006 5 195,503 2,053 245 197,806
Additions - 69,260 80 - 69,340
Disposals - (3,937) (1) - (3,938)
At June 30, 2007 5 260,826 2,132 245 263,208
Accumulated depreciation:
At July 1, 2005 5 66,810 637 80 67,532
Depreciation - 11,643 141 47 11,831
Disposals - (17) - - (17)
At June 30, 2006 5 78,436 778 127 79,346
Depreciation - 11,955 248 49 12,252
Disposals - (3,665) (1) - (3,666)
At June 30, 2007 5 86,726 1,025 176 87,932
Carrying amount:
At June 30, 2006 - 117,067 1,275 118 118,460
The freehold land of a subsidiary was revalued by an independent professional valuer, Siam
Appraisal and Services Co., Ltd based on open market value with existing use basis and their
estimate of the market value has been recorded in the financial statements.
As at June 30, 2007, the net carrying amount of the freehold land of a subsidiary, had it been carried
at cost less accumulated depreciation, would have been U$145,000 (2006: US$119,000).
As at June 30, 2007, motor vehicles with a net carrying amount of US$117,000 (2006 :
US$162,000) for the group and US$69,000 (2006 : US$118,000) for the company were acquired
under the finance lease agreements (Note 21).
As at June 30, 2007, payments of US$Nil (2006: US$20,873,000) made to a supplier of IBCs for
IBCs received during the financial year which were not in accordance with product specifications
and agreed to be returned to the supplier as these IBCs were within the warranty period (see Note
14). During the year, no depreciation had been provided on these IBCs whilst leasing income of
US$Nil (2006 : US$3,641,000) was earned from these IBCs.
During the financial year, the group revised the estimated useful life of older models of IBCs from
10 years to 15 years following the group’s assets galvanising enhancement programme. This
will align the useful life of all IBCs to 15 years. The revision was made based on an independent
professional advice sought by the group. The revised depreciation rate resulted in a reduction of
depreciation charge of approximately US$2.48 million for the group and US$4.12 million for the
company. The revised depreciation rate is applied prospectively.
16 GOODWILL
The goodwill arose from the acquisition of additional equity interest in a subsidiary during the
financial year. The goodwill is allocated, at acquisition, to the cash generating units (“CGUs”)
that are expected to benefit from business combination.
The recoverable amounts of the CGUs are determined from value in use calculations. The key
assumptions for the value in use calculations are those regarding the discount rates, growth
rates and expected changes to leasing rates and direct costs during the period. Management
estimates discount rates using pre-tax rates that reflect current market assessments of the time
value of money and the risk specific to the CGUs. The growth rates are based on industry growth
forecasts. Changes in leasing rates and direct costs are based on expectations of future changes
in the market.
The management prepares cash flows forecasts based on a growth rate of 10% and the rate
used to discount the future forecast cash flows is 6.8%.
17 INTANGIBLE ASSETS
Group Company
US$’000 US$’000
Development cost, at cost:
At July 1, 2005 994 975
Additions 25 9
At June 30, 2006 1,019 984
Written off (15) (15)
At June 30, 2007 1,004 969
Amortisation:
At July 1, 2005 19 -
Amortisation 64 64
At June 30, 2006 83 64
Amortisation 72 66
At June 30, 2007 155 130
Carrying amount:
At June 30, 2006 936 920
The intangibles pertain to development cost incurred for the design, construction and testing of
new models of IBCs. These development cost are amortised over the useful lives of the IBCs of
15 years.
18 BANK BORROWINGS
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
(a) The short-term loan of US$8 million was raised on June 22, 2007 and was repaid on
August 22, 2007. The loan was unsecured and carried interest at 0.6% over SIBOR rate.
(b) The long-term loan of US$17.5 million was raised on November 13, 2006 and is repayable
over 48 months. The loan was unsecured and carried interest at 1% over SIBOR rate.
(c) In 2006, the short-term loans of $37.9 million represent revolving credit facilities from
banks and were repayable on demand. The loans were unsecured and carried interest at
rates ranging from 4.50% to 6.00% per annum.
The fair value of the group’s bank borrowings approximates their carrying amounts.
19 TRADE PAYABLES
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
The group and company’s trade payables that are not denominated in the functional currencies
of the respective entities are as follows:
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
20 OTHER PAYABLES
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
The group and company’s other payables that are not denominated in the functional currencies
of the respective entities are as follows:
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
21 FINANCE LEASES
Present value
Minimum of minimum
lease payments lease payments
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
Group
Company
It is the group’s policy to lease certain of its plant and equipment under finance leases. The average
lease tenure is 3 years. For the year ended June 30, 2007, the average effective borrowing rate
was 4.3% to 4.8% (2006 : 4.3% to 4.8%) per annum. Interest rates are fixed at the contract
date, and thus expose the group to fair value interest rate risk. All leases are fixed repayment
basis and no arrangements have been entered into for contingent rental payments.
The fair value of the group’s lease obligations approximates their carrying amounts.
The group’s obligations under finance leases are secured by the lessors’ title to the leased
assets.
The group and company’s finance leases that are not denominated in the functional currencies of
the respective entities are as follows:
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
Malaysian ringgit 13 17 - -
Singapore dollar 8 29 8 29
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
The following are the major deferred tax liabilities and assets recognised by the group and the
company and movements thereon during the year:
Accelerated
tax depreciation
US$’000
Company
Tax
Group Provisions losses Others Total
US$’000 US$’000 US$’000 US$’000
The employees of Goodpack Limited and its subsidiaries are members of state-managed retirement
benefit plans. The company and the subsidiaries are required to contribute a specified percentage
of payroll costs to the retirement benefit scheme to fund the benefits. The only obligation of the
group with respect to the retirement benefit plan is to make the specified contributions.
The total expense recognised in the profit and loss statement of US$711,000 (2006: US$436,000)
represents contributions payable to these plans by the group at rates specified in the rules of the
plans. As at June 30, 2007, contributions of US$33,000 (2006: US$34,000) due in respect of
current financial year has not been paid over to the plans. The amounts were paid over subsequent
to the balance sheet date.
24 SHARE CAPITAL
During the financial year, the company issued and allotted 3,914,000 (2006: 1,279,625) ordinary
shares upon the exercise of options granted under Goodpack Performance Share Option
Scheme.
There were 5,330,375 (2006: 16,244,375) unissued ordinary shares under the options granted
pursuant to the Goodpack Performance Share Option Scheme. The details of outstanding share
options are set out in Note 27.
As at June 30, 2007 there were 49,967,653 ordinary shares issued under the warrants issued
on April 19, 2005 and there were 127,437 (2006: 50,095,090) unissued ordinary shares under
warrants which had been transferred to share capital.
Subsequent to the financial year ended June 30, 2007, the company issued 57,423,859 warrants,
on the basis of one warrant for every eight shares held in the share capital of the company subject
to the terms and conditions of the issue as stated in the Deed Poll of the company dated July 4,
2007. Each warrant entitles the holder to subscribe for one new ordinary share in the company
at an exercise price of S$1.38 per share. The warrants shall be exercised at any time commencing
on and including the date immediately following the date falling on six months after the date of
listing, July 19, 2007 of the warrants and expiring on the date immediately preceding the second
anniversary of the date of issue of the warrants. Warrants remaining unexercised after the expiry
date shall lapse and cease to be valid for any purpose.
25 CAPITAL RESERVES
26 REVALUATION RESERVES
Property Investment
revaluation revaluation
reserve reserve Total
US$’000 US$’000 US$’000
Group
Investment
revaluation
reserve
US$’000
Company
The revaluation reserves are not available for distribution to the company’s shareholders.
The Goodpack Performance Share Option Scheme, as the same may be modified or altered from
time to time (“Scheme”) was approved by shareholders on December 20, 2001. The Scheme has
been modified in year 2004 to allow share options to be issued at a premium (premium options)
to the market price at the date of grant with an exercise period of 5 years.
The Scheme shall continue to be in force at the discretion of the Remuneration Committee of
the company (the “Committee”), subject to a maximum period of ten years commencing on
the adoption date, provided always that the Scheme may continue beyond the above stipulated
period with the approval of the Company’s shareholders by ordinary resolution in a general
meeting and of any relevant authorities which may then be required.
- on or after the first anniversary of the date of grant for 40% of the ordinary shares subject
to the options;
- on or after the second anniversary of the date of grant for an additional 30% of the
ordinary shares subject to the options; and
- on or after the third anniversary of the date of grant for an additional 30% of the ordinary
shares subject to the options;
except for the grants that were made to the Chairman/Managing Director, Mr Lam Choon Sen,
David @ Lam Kwok Kwong, which will vest on or after the first anniversary of the date of the
respective grants.
Under the Scheme, options to subscribe for ordinary shares in the capital of the company will be
granted to selected executives and directors (executive and non-executive) of the company, its
subsidiaries and associated companies. All options to be issued will have a term no longer than
10 years from the date of the grant, except in the case of premium options and for grants to a
non-executive director, an executive director of an associated company and/or an executive of an
associated company, the term is no longer than 5 years.
The exercise price of a Market Price Option will be the average of the closing prices of the
company’s ordinary shares on the SGX-ST for the three consecutive market days (Market Price)
immediately preceding the date of the grant.
The exercise price of a Discounted Option will be a price subject to such discount not exceeding
20% of the Market Price as may be determined by the Committee.
The exercise price of a Premium Option will be a price subject to such premium as may be
determined by the Committee.
Options, under the Scheme, may be granted at a premium or subject to a discount to the market
price for the shares prevailing at the date of grant of the respective options, provided that the
maximum discount which may be given shall not exceed 20% of the relevant market price for
the shares applicable to that option and in no event shall the subscription price be less than the
nominal value of the share.
Company
June 30, 2007 June 30, 2006
Number Weighted Number Weighted
of share average of share average
options exercise price options exercise price
S$ S$
Outstanding at the beginning
of the year 16,244,375 0.926 17,574,000 0.896
Exercised during the year (3,914,000) 0.630 (1,279,625) 0.533
Lapsed/forfeited during the year (7,000,000) 1.173 (50,000) 0.560
Outstanding at the end of the year 5,330,375 0.798 16,244,375 0.926
The weighted average share price at the date of exercise for share options exercised during the
year was S$1.686 (2006 : S$1.735). The options outstanding at the end of the year have a
weighted average remaining contractual life of 6.37 years (2006 : 5.39 years).
The group recognised total expense of US$60,000 (2006 : reversal of US$66,000) related to
equity-settled share-based payments transactions during the year.
28 REVENUE
Group
2007 2006
US$’000 US$’000
Also, see Note 15 on leasing income of US$Nil (2006: US$3,641,000) earned from IBCs where no
depreciation has been charged.
Group
2007 2006
US$’000 US$’000
Dividend income 2 3
Net foreign exchange adjustment gain (loss) 271 (276)
Interest income 259 166
Gain on disposal of property, plant and equipment 1,108 141
Gain on sale of available-for-sale investments 15 10
Claims on damaged IBCs recoverable 259 860
Others 303 124
2,217 1,028
Group
2007 2006
US$’000 US$’000
31 FINANCE COSTS
Group
2007 2006
US$’000 US$’000
Group
2007 2006
US$’000 US$’000
Domestic income tax is calculated at 18% (2006 : 20%) of the estimated assessable profit
for the year. Taxation for other jurisdictions is calculated at the rates prevailing in the relevant
jurisdictions.
The total charge for the year can be reconciled to the accounting profit as follows:
Group
2007 2006
US$’000 US$’000
Tax at the domestic income tax rate of 18% (2006 : 20%) 4,819 4,144
Tax effect of expenses that are not deductible in determining
taxable profit (751) (247)
Effect of applying 10% tax rate on offshore leasing income (909) (652)
Foreign withholding tax 424 317
Effect of different tax rates of subsidiaries operating in overseas
jurisdictions (1,672) (1,776)
Others 141 (149)
2,052 1,637
Under the Singapore Income Tax Act Section 43I, certain qualifying offshore leasing income of
the Company is subject to a concessionary income tax rate of 10%.
Basic earnings per ordinary share is calculated based on the group profit attributable to equity
holders of the company of US$24,514,000 (2006 : US$18,460,000) divided by the weighted
average number of ordinary shares of 417,099,472 (2006 : 401,595,000) in issue during the
year.
Fully diluted earnings per ordinary share are based on 420,819,424 (2006 : 411,957,000) ordinary
shares assuming the full exercise of share options and warrants outstanding during the year and
adjusting the weighted average number of ordinary shares to reflect the effect of all potentially
dilutive ordinary shares.
Group
2007 2006
Basic Diluted Basic Diluted
US$’000 US$’000 US$’000 US$’000
Profit attributable to equity holders
of the company 24,514 24,514 18,460 18,460
Group
2007 2006
Basic Diluted Basic Diluted
Number of shares (‘000)
Weighted average number of
ordinary shares 417,099 417,099 401,595 401,595
Effect of potential dilutive ordinary
shares:
share options - 3,720 - 5,352
warrants - - - 5,010
Weighted average number of
ordinary shares used to
compute earnings per share 417,099 420,819 401,595 411,957
35 DIVIDENDS
On November 27, 2006, a tax exempt dividend of S$0.035 per share (total dividend US$9.302
million) was paid to shareholders in respect of the financial year ended June 30, 2006.
In respect of the financial year ended June 30, 2007, the directors propose that a final tax
exempt dividend of S$0.02 per share and a special tax exempt dividend of S$0.01 per share
be paid to shareholders. These dividends are subject to approval by shareholders at the Annual
General Meeting and have not been included as a liability in these financial statements. The total
estimated dividends to be paid amounted to approximately US$9.2 million.
36 CONTINGENT LIABILITIES
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
Group
As at June 30, 2007, the group has contingent liabilities in respect of bank guarantee facilities
amounting to US$618,000 (2006: US$605,000), which are secured against the fixed deposits of
a subsidiary (Note 6).
At the balance sheet date, the outstanding commitments under non-cancellable operating leases
which fall due are as follows:
Group Company
2007 2006 2007 2006
US$’000 US$’000 US$’000 US$’000
Operating lease payments represent rental payable by the group for certain of its office properties
warehouses and IBCs. Leases for the office properties and warehouses are negotiated for an
average term of 3 years and rentals are fixed for an average of 3 years. Leases of the IBCs are
negotiated for an average term of 2 years and rentals are fixed for an arerage of 2 years.
The group and the company lease out its IBCs that is designed for packing and transporting bulk
cargo under operating leases. The leasing arrangements entered into by the group (as lessor)
with its customers, are usually for a period of three to five years, stipulate inter alia, the estimated
number of IBCs for the period covered by the arrangement, the lease price per IBC per trip and
the payment terms. The actual number of IBCs to be leased and the duration of that lease is
dependent on the requirements of these customers, who will issue advices to the group prior to
the actual lease.
The operating leases are cancellable as the leasing agreements allow for the termination of the
leasing arrangement by either the group or the customers serving written notice to the other
party.
Initial direct costs incurred in negotiating and arranging for an operating lease is not significant
and has been recognised in the profit and loss statement as and when incurred.
38 CAPITAL COMMITMENTS
As at June 30, 2007, the company has a commitment in respect of the uncalled capital of
10,000,000 shares of Thai baht 7.50 per share, in a wholly-owned subsidiary, Goodpack (Bangkok)
Company Limited, amounting to US$2,381,000 (2006 : US$1,952,000).
As at June 30, 2007, the group and the company entered into contracts to purchase property,
plant and equipment of US$Nil (2006 : US$22,868,000).
39 SEGMENT INFORMATION
a) Business segments
The group is principally engaged in the marketing and leasing of IBCs and the assets,
liabilities and capital expenditure of the group are employed in this sole business
segment.
b) Geographical segments
Segment revenue and expense: Segment revenue and expense are the operating revenue
and expense reported in the group’s profit and loss statement that are directly attributable
to a segment and the relevant portion of such revenue and expense that can be allocated
on a reasonable basis to a segment.
Segment assets and liabilities: Segment assets include all operating assets used by a
segment and consist principally of operating receivables, inventories and property, plant
and equipment, net of allowances and provisions. Capital additions include the total
cost incurred to acquire property, plant and equipment, and intangible assets directly
attributable to the segment. Segment liabilities include all operating liabilities and consist
principally of accounts payable and accruals.
Investments in associates: Income from associates are allocated as they are specifically
attributable to business segments, and correspondingly the investments in associates are
included as segment assets of the group.
North
Asia America
Pacific and Europe Consolidated
US$’000 US$’000 US$’000
June 30, 2006
The following is an analysis of the carrying amount of segment assets and additions to
property, plant and equipment and intangible assets, analysed by the geographical area in
which the group’s assets are located:
North
Asia America
Pacific and Europe Consolidated
US$’000 US$’000 US$’000
June 30, 2007
In the opinion of the directors, the consolidated financial statements of the group and balance sheet
and statement of changes in equity of the company are drawn up so as to give a true and fair view of
the state of affairs of the group and of the company as at June 30, 2007 and of the results, changes in
equity and cash flows of the group and changes in equity of the company for the financial year then
ended and at the date of this statement there are reasonable grounds to believe that the company will
be able to pay its debts as and when they fall due.
Singapore
September 29, 2007
NO. OF % OF % OF ISSUED
SIZE OF SHAREHOLDINGS SHAREHOLDERS SHAREHOLDERS NO. OF SHARES SHARE CAPITAL
TOP 20 SHAREHOLDERS
NO. OF % OF ISSUED
NO. NAME OF SHAREHOLDERS SHARES SHARE CAPITAL
NOTICE IS HEREBY GIVEN that the 28th Annual General Meeting of Goodpack Limited will be held
at 7 Harrison Road, #06-01 Harrison Industrial Building, Singapore 369650 on Wednesday, 31 October
2007 at 10.00 a.m. for the following purposes: -
AS ORDINARY BUSINESS
1. To receive and adopt the Directors’ Report and Audited Financial Statements for the financial year
ended 30 June 2007 together with the Auditors’ Report thereon. (Resolution 1)
2. To declare a Tax Exempt (one tier) Final Dividend of 2 cents per ordinary share tax exempt (one-
tier) for the financial year ended 30 June 2007 (Resolution 2)
3. To declare a Tax Exempt (one tier) Special Dividend of 1 cent per ordinary share tax exempt (one-
tier) for the financial year ended 30 June 2007. (Resolution 3)
4. To re-elect Mr Liew Yew Pin, a Director retiring pursuant to Article 91 of the Company’s Articles
of Association. (Resolution 4)
5. To re-elect Mr Tan Bien Chuan, a Director retiring pursuant to Article 91 of the Company’s Articles
of Association. (Resolution 5)
Mr Tan Bien Chuan will, upon re-election as Director of the Company, remain as member of Audit
Committee.
6. To re-elect Ms Chen Lai Fong Tracy, a Director retiring pursuant to Article 97 of the Company’s
Articles of Association. (Resolution 6)
Ms Chen Lai Fong Tracy will, upon re-election as Director of the Company, remain as member
of Nominating Committee and Remuneration Committee. Ms Chen is considered Independent
for the purposes of Rule 704(8) of Listing Manual of the Singapore Exchange Securities Trading
Limited.
7. To approve the payment of Directors’ Fees of S$105,000 for the financial year ended 30 June
2007. (30 June 2006: S$38,667) (Resolution 7)
8. To appoint Messrs Deloitte & Touche as auditors of the Company and authorise the Directors to
fix their remuneration. (Resolution 8)
AS SPECIAL BUSINESS
To consider and, if thought fit, to pass the following resolution, with or without modifications, as
Ordinary Resolution:-
“THAT pursuant to Section 161 of the Companies Act, Chapter 50 and Rule 806 of the Listing
Manual of the Singapore Exchange Securities Trading Limited (the “SGX-ST Listing Manual”),
authority be and is hereby given to the Directors of the Company to allot and issue: -
a) shares; or
b) convertible securities; or
c) additional securities issued pursuant to Rule 829 of the Listing Manual; or
d) shares arising from the conversion of the securities in (b) and (c) above,
in the Company (whether by way of rights, bonus or otherwise) at any time to such persons and
upon such terms and conditions and for such purposes as the Directors may, in their absolute
discretion deem fit, provided that:
i) the aggregate number of shares and convertible securities to be issued pursuant to this
Resolution must be not more than 50% of the issued share capital of the Company
(calculated in accordance with (ii) below), of which the aggregate number of shares and
convertible securities issued other than on a pro rata basis to existing shareholders must be
not more than 20% of the issued share capital of the Company (calculated in accordance
with (ii) below);and
ii) for the purpose of determining the number of shares and convertible securities that may
be issued pursuant to (i) above, the percentage of issued share capital shall be calculated
based on the Company’s issued share capital at the date of the passing of this Resolution
after adjusting for new shares arising from the conversion of convertible securities or
employee share options on issue when this Resolution is passed, and any subsequent
consolidation or subdivision of shares.
Unless revoked or varied by ordinary resolution of the shareholders of the Company in general
meeting, this Resolution shall remain in force until the conclusion of the next Annual General
Meeting of the Company or the date by which the next Annual General Meeting of the Company
is required by law to be held, whichever is the earlier. [See Explanatory Note (i)]
10. Authority to allot and issue shares under the Goodpack Performance Share Option Scheme
That approval be and is hereby given to the Directors to offer and grant options in accordance
with the provisions of the Goodpack Performance Share Option Scheme (“the Scheme”) and to
allot and issue from time to time such number of shares in the capital of the Company as may
be required to be issued pursuant to the exercise of options under the Scheme, provided that the
aggregate number of shares to be allotted and issued pursuant to the Scheme shall not exceed
15% of the total issued share capital of the Company from time to time.
[See Explanatory Note (ii)] (Resolution 10)
11. To transact any other business which may properly be transacted at an Annual General
Meeting.
Company Secretaries
Singapore,
9 October 2007
Explanatory Notes:
(i) Ordinary Resolution 9, if passed, will empower the Directors, from the date of the Annual General
Meeting until the date of the next Annual General Meeting of the Company, to issue and allot
shares and convertible securities in the Company, without seeking any further approval from
shareholders in general meeting but within the limitation imposed by the resolution, for such
purposes as the Directors may consider would be in the best interest of the Company. The number
of shares and convertible securities that the Directors may issue and allot under this Resolution
would not exceed 50% of the issued share capital of the Company at the time of the passing of
this Resolution. For issues of shares and convertible securities other than on a pro rata basis to all
existing shareholders of the Company, the aggregate number of shares and convertible securities
to be issued shall not exceed 20% of the issued share capital of the Company at the time of the
passing of this Resolution.
The percentage of issued share capital is based on the Company’s issued share capital at the time
of the passing of this Resolution after adjusting for (a) new shares arising from the conversion or
exercise of convertible securities, (b) new shares arising from exercising share options or vesting of
share awards outstanding or subsisting at the time this Resolution is passed, provided the options
or awards were granted in compliance with the SGX-ST Listing Manual and (c) any subsequent
consolidation or subdivision of shares.
(ii) Ordinary Resolution 10, if passed, will empower the Directors of the Company, from the date
of this Meeting until the next Annual General Meeting, or the date by which the next Annual
General Meeting is required by law to be held or when varied or revoke by the Company in
general meeting, whichever is the earlier, to allot and issue shares in the Company of up to
a number not exceeding in total fifteen per centum (15%) of the issued share capital of the
Company from time to time pursuant to the exercise of the options under the Scheme.
Note:
1. A Member of the Company entitled to attend and vote at the Annual General Meeting is entitled
to appoint not more than two proxies to attend and vote in his/her stead. A proxy need not be a
Member of the Company.
2. The instrument appointing a proxy must be deposited at the Registered Office of the Company at
7 Harrison Road, #04-01 Harrison Industrial Building, Singapore 369650 not less than 48 hours
before the time appointed for the Annual General Meeting.
NRIC/Passport Proportion of
Name Address
Number Shareholdings (%)
NRIC/Passport Proportion of
Name Address
Number Shareholdings (%)
as *my/our *proxy/proxies to attend and to vote for *me/us on *my/our behalf and, if necessary to demand a poll, at the 28th
Annual General Meeting of the Company to be held at 7 Harrison Road, #06-01 Harrison Industrial Building, Singapore 369650
on Wednesday, 31 October 2007 at 10:00 a.m. and at any adjournment thereof. *I/We direct *my/our *proxy/proxies to vote
for or against the Resolutions to be proposed at the Meeting as indicated hereunder. If no specific direction as to voting is
given or in the event of any item arising not summarised below, the *proxy/proxies will vote or abstain from voting at *his/their
discretion.
* Delete accordingly.
** Please indicate your vote “For” or “Against” with a tick (9) within the box provided.
*** If you wish to exercise all your votes “For” or “Against”, please tick (9) within the box provided. Alternatively, please
indicate the number of votes as appropriate.
Dated this day of 2007 Total Number of Shares in: No. of Shares
1. Please insert the total number of Shares held by you. If you have Shares entered against your
name in the Depository Register (as defined in Section 130A of the Singapore Companies Act,
Chapter 50), you should insert that number of shares. If you have Shares registered in your name
in the Register of Members, you should insert that number of Shares. If you have Shares entered
against your name in the Depository Register and the Register of Members, you should insert the
aggregate number of Shares entered against your name in the Depository Register and registered
in your name in the Register of Members. If no number is inserted, the instrument appointing a
proxy or proxies shall be deemed to relate to all the Shares held by you.
2. A member of the Company entitled to attend and vote at a meeting of the Company is entitled
to appoint not more than two proxies to attend and vote on his behalf. Such proxy need not be
a member of the Company.
3. Where a member appoints two proxies, the appointments shall be invalid unless he/she specifies
the proportion of his/her shareholdings (expressed as a percentage of the whole) to be represented
by each proxy.
4. The instrument appointing a proxy or proxies (together with the power of attorney (if any) under
which it is signed or a certified copy thereof) must be deposited at the Company’s Registered
Address at 7 Harrison Road #04-01, Harrison Industrial Building, Singapore 369650, not less
than forty-eight (48) hours before the time of the Meeting.
5. The instrument appointing a proxy or proxies must be under the hand of the appointor or his
attorney duly authorised in writing. Where the instrument appointing a proxy or proxies is
executed by a corporation, it must be executed either under its Common Seal or under the hand
of its attorney or a duly authorised officer.
7. The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is
incomplete, improperly completed, illegible or where the true intentions of the appointor are
not ascertainable from the instructions of the appointor specified in the instrument appointing a
proxy or proxies. In addition, in the case of a member whose Shares are entered against his/her
name in the Depository Register, the Company may reject any instrument of proxy lodged if such
member, being the appointor, is not shown to have Shares entered against his/her name in the
Depository Register 48 hours before the time appointed for holding the meeting, as certified by
The Central Depository (Pte) Limited to the Company.
GOODPACK LIMITED
Company Registration No.: 198000547W
www.goodpack.com