ANNUAL REPORT 2011

Contents
01 Corporate Information 02 Corporate Profile 03 Corporate Structure 03 Our Vision & Mission 04 Chairman’s Statement 06 Directors’ Profiles 09 Statement of Corporate Governance 14 Audit Committee Report 17 Statement of Internal Control 18 Additional Compliance Information 19 Financial Statements 77 List of Properties 79 Analysis of Shareholdings 82 Notice of the Seventh Annual General Meeting
Form of Proxy

Corporate Information
BOARD OF DIRECTORS Dato’ Seri Md Kamal Bin Bilal Independent Non-Executive Chairman Datuk Lo Fui Ming Managing Director/ Chief Executive Officer Lo Ken Hin Executive Director Lo Teck Yong Executive Director Akinori Hotani Executive Director Chang Mei-Lin @ Tina Chang Non-Executive Director Chong Khing Chung Independent Non-Executive Director Chiu Kui Tzu @ Dora Independent Non-Executive Director YB Mejar (K) Datuk Samsudin Bin Yahya Independent Non-Executive Director

COMPANY SECRETARIES Kang Shew Meng Seow Fei San Chong Tzu Khen AUDIT COMMITTEE Chong Khing Chung Chairman Dato‘ Seri Md Kamal Bin Bilal Member YB Mejar (K) Datuk Samsudin Bin Yahya Member NOMINATING COMMITTEE Chiu Kui Tzu @ Dora Chairperson YB Mejar (K) Datuk Samsudin Bin Yahya Member Chong Khing Chung Member REMUNERATION COMMITTEE Chang Mei-Lin @ Tina Chang Chairperson Chiu Kui Tzu @ Dora Member YB Mejar (K) Datuk Samsudin Bin Yahya Member

REGISTERED OFFICE/HEAD OFFICE Lot 4, Block E, Bandar Nam Tung, Jalan Leila, P. O. Box No. 2112, 90724 Sandakan, Sabah. Tel: 089-611133/ 089-611633/ 089-612633 Fax: 089-613633/ 089-618633 RESEARCH AND DEVELOPMENT CENTRE Batu 7, Tanjung Payang, Silam, Lahad Datu, Sabah. Tel: 089-898133 Fax: 089-898133 MARKETING AND DISTRIBUTION OFFICE IN HONG KONG 2nd Floor, Kwun Tong, Wholesale Fish Market, 10 Tung Yuen Street, Yau Tong, Kowloon, Hong Kong. Tel: (852) 25686238 Fax: (852) 25687222

PRINCIPAL BANKER Hong Leong Bank Berhad Lot 1 – 3, Block 18, Mile 4, North Road, Bandar Indah, 90722 Sandakan, Sabah. HSBC Bank Malaysia Berhad 1, Jalan Pelabuhan/Leboh Tiga, 90000 Sandakan, Sabah. Malayan Banking Berhad Lot 28, 29 & 30, Block HS3, Sandakan Harbour Square, 90000 Sandakan, Sabah. AUDITORS Ernst & Young (AF: 0039) Chartered Accountants 16th Floor, Wisma Khoo Siak Chiew, Jalan Buli Sim Sim, 90000 Sandakan, Sabah. STOCK EXCHANGE LISTING ACE Market of Bursa Malaysia Securities Berhad Stock Name: BAHVEST Stock Code: 0098

WEBSITE SHARE REGISTRAR www.borneoaqua.com.my Securities Services (Holdings) Sdn Bhd Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50400 Kuala Lumpur. Tel: 03-20849000 Fax: 03-20949940/ 03-20950292

Borneo Aqua Harvest Berhad (649504-D)

1

Corporate Profile
The Pioneer of Malaysia’s Aquaculture New Frontier
Borneo Aqua Harvest Berhad (“Borneo Aqua”) was incorporated on 16 April 2004 in Malaysia as a private limited company and was converted into a public company on 20 May 2004. Borneo Aqua was listed on the MESDAQ Market of Bursa Malaysia Securities Berhad (now known as ACE Market of Bursa Malaysia Securities Berhad) on 5 September 2005. Borneo Aqua has 4 wholly-owned subsidiaries, namely Plentiful Harvest Sdn Bhd (“Plentiful”), Marine Terrace Sdn Bhd (“Marine”), Salient Horizon Sdn Bhd (“Salient”) and Well Sky Logistics Limited (“Well Sky”). Plentiful was established with the focus on marine fish breeding, hatchery and rearing of marine fish. Marine is principally involved in the rearing of marine fish whilst Well Sky and Salient each owns a live fish carrier for the transport of the Group’s live fish to its customers in Hong Kong, Southern China and other part of Asia Pacific, if required. While other aquaculture companies deal only with certain aspects of aquaculture processes, Borneo Aqua Group is an integrated aquaculture Group which involves in the entire process of sustainable aquaculture i.e. broodstock management, research and development (“R&D”), breeding, hatching, rearing, production of live feed, marketing, transportation of live fishes, distribution of products and provision of training and consultancy services related to the industry. The Group’s integrated approach in producing high value marine fishes with the application of biotechnology has led it to commit to a comprehensive R&D programme and to employ skilled professionals to carry out its objectives. The Group’s unmatched investments in this area had made it well placed to lead the industry in Malaysia and to play a vital role in the aquaculture industry of the Asia Pacific region in the near future. The Group’s R&D team currently comprises expertise from Japan, South Korea and Malaysia. With the dedication of its experienced management team together with the comprehensive R&D programme, the Group is very confident that it will be able to contribute positively to the country’s aquaculture industry to enable it to join the few elite countries as a forefront of marine fish breeding in the Asia Pacific region, in particular for Grouper species, in line with the Government’s inspiration of self sustainability in this sector. In addition, a successful aquaculture industry will contribute to Malaysia’s economic growth by creating employment and reducing import of marine fish fry and fish. Borneo Aqua is certified by SPLAM, a voluntary scheme managed by the Department of Fisheries, Malaysia with the purpose of promoting responsible and eco-friendly aquaculture practices. The aim of this scheme is to ensure safety and quality in aquaculture production. Important elements incorporated in the scheme are ISO 9002, SSOP (Standard Sanitary and Operating Procedures), product standards and specifications. The scheme is also complies with the Aquaculture’s Code of Practice (COP) and Good Agriculture Practices (GAqP) and other terms and conditions as determined by the Malaysian Department of Fisheries. On 18 January 2011, Borneo Aqua was granted the International ISO 9001:2008 Standards for the whole production process and distribution of Grouper species under UKAS Management Systems (from SGS UK LTD) and Standards of Malaysia (from Accredited Certification Body), as well as obtaining the HACCP Codex Alimentarius certificate and is the first Malaysian marine aquaculture company in live marine finfish sector to obtains such certificates. To-date, the Group had succeeded in producing Coral Trout Grouper, Marble Grouper, Humpback Grouper, Coral Rockcod, Barred-Cheek Coral Trout, Tomoto Rockcod Grouper, Camouflage Grouper, Giant Grouper and Malabar Red Snapper for commercial purpose. Through extensive R&D, the Group has also in recent financial years successfully produced and commercialised cross bred Grouper species; Sabah Giant Grouper, Sabah Coral Rockcod, Sabah Camouflage, Sabah Giant Camouflage, and Sabah Giant Rockcod. The Group is currently focusing its R&D activities in the breeding of other high value marine fish, amongst others, Humphead Maori Wrasse, Speckle Yellow Grouper, Speckle Blue Grouper and Speckle White Grouper in addition to cross breeding of various species. Most of the Borneo Aqua Group’s income is tax-exempted as its main subsidiaries, namely Plentiful and Marine have been granted tax incentive under Section 127 of the Income Tax Act, 1967 whereby the two companies are exempted from tax on statutory income from fish breeding, fish fry hatchery and fish rearing activities for a period of 10 years commencing 1 April 2004.

2

Annual Report 2011

hatchery and rearing of marine fish through training and consultancy services to be provided by the Company. the Company will: • enhancing the country’s research and development capabilities in the breeding and hatchery of marine fish through sharing of knowledge with local universities. • creating sub-sector within the aquaculture industry and promoting new down stream industry such as marine fish feed industry and production of value-added fish Borneo Aqua Harvest Berhad (649504-D) 3 . In achieving this business objective. Borneo Aqua intends to be the catalyst to develop the marine fish farming industry in Malaysia and Asia Pacific region. and • improving the living standard of fish farmers and creating job opportunities through rearing of a diversified and high commercial value marine fishes produced by Borneo Aqua. consistent with the economic strategy of both the Sabah State and the Federal Government to promote aquaculture as one of the economic activities for the country. and • establish new and improve on its network of customers for its products. • educating local fish farmers on breeding. • broaden its product base or species of fish through research by a highly trained and motivated R&D team • enhance its R&D capabilities through tie-ups with local or international universities. • provide high quality fishes that are toxic free and reared in clean natural environment. research centres and relevant organisations/bodies. research centres and related organisations/bodies. Borneo Aqua is also committed to be a market leader in breeding and supply of high commercial value marine fish in the Asia Pacific region. and to develop strategic marketing alliances with international wholesaler to increase its distribution capability.Corporate Structure 100% MARINE TERRACE SDN BHD 100% PLENTIFUL HARVEST SDN BHD 100% SALIENT HORIZON SDN BHD 100% WELL SKY LOGISTICS LIMITED Vision & Mission In view of the widening gap between the demand and supply of marine fish in the country as well as in the international markets. Borneo Aqua is committed to further improve and develop the marine aquaculture industry in Malaysia by: products such as fish fillet for export market.

Lahad Datu. nursery and rearing technologies expected to continue to progress Annual Report 2011 . Research and Development (“R&D”) Updates The Group’s R&D team currently comprises expertise from Japan. hatchery and nursery for the sustainable production of high value marine finfish as well as 4 focusing on improving the fish rearing technique to achieve better quality marine finfish.286 million recorded of FYE 2010. This was mainly due to high mortality rate of the Asian Sea Bass. In addition.500. On behalf of the Board of Directors (“Board”). The Group’s hatchery technology and capacity have continued to improve positively and therefore as for FYE2011.263 million for FYE 2011 represents a significant decrease of 87. Business and Financial Review As for the financial year ended 31 March 2011 (“FYE 2011”).191 million representing a decrease of 20. Congratulations to the Group and its management team for being the first Malaysian marine aquaculture company in live marine finfish sector to be granted the International ISO 9001: 2008 Standards certifications for the whole production process and distribution of Grouper species under UKAS Management Systems (from SGS UK LTD) and Standards of Malaysia (from Accredited Certification Body). China. Current capacity and expansion plans The Group currently has about 1. the Group has increased its capacity to 44 hatchery ponds. As R&D is fundamentally the key strategy to ensure sustainable and cost effective aquaculture productions. the Group also foresees that there will be two new marine finfish species to be introduced for commercial trade purpose in the near future.58% as compared to RM35. In line with the expected increase in production and as part of future expansion plans to meet the growing demand of its products. the Group plans to set up a distribution centre for trading live marine finfish in Xiamen.425 broodstocks of over 20 high value species and is progressively increasing the number and species of broodstocks. as well as obtaining the HACCP Codex Alimentarius certificate on 18 January 2011. With the Group’s breeding. The Group will sublease a parcel of 7.263 million respectively for the financial year ended 31 March 2011 (“FYE 2011”). South Korea and Malaysia. the Group plans to acquire an additional live fish carrier with a tonnage capacity of up to 60 tonnes of live fish by December 2011.72% as compared to profit before taxation of RM10. The revenue of RM28. with construction expected to starts in January 2012. The Group will also continuously emphasis on conducting R&D for breeding new cross-bred marine finfish species in order to be at the competitive edge in the market. by financial year ending 31 March 2012. hatchery.5 acres aquaculture land in Silam. one of the new species under the Group’s Research & Development and thus the net realisable value of the Asian Sea Bass fish fry has to be written off for the FYE 2011.Chairman’s Statement Dear fellow shareholders. I am pleased to present you the 2011 Annual Report and Audited Financial Statements of Borneo Aqua Harvest Berhad and its subsidiaries (“the Group”) for the financial year ended 31 March 2011 (“FYE 2011”). With continuous research and development breakthroughs by the Group’s R&D team. 15 nursery centres which can accommodate up to 2. the Group recorded revenue and profit before taxation of RM28.494 million recorded for the financial year 2010 (“FYE 2010”). The profit before taxation of RM1.200 sea cages for the rearing activities.191 million and RM1. Sabah which will be used for hatchery and nursery centres’ expansion purpose. thus the Group emphasis on this division to improve on the broodstock management.000 tails of fish fry at any point in time and 1.

Industry Outlook Aquaculture remains a growing. dedication and commitment throughout the year. together with urbanization. confidence and cooperation given to us.Chairman’s Statement positively over the next few years and the increase in capacity. up from 42. Dato’ Seri Md Kamal bin Bilal Chairman of the Board of Borneo Aqua Harvest Berhad 5 . Thus. it is expected that the global fish food production for human consumption will continuously increase in the future. dietary diversification and health conscious are expected to create additional demand and to continue to shift the composition of food consumption towards fish as source of protein in daily nutrition diet. It provides rural employment and income for much of the Southeast Asia countries. The expansion has mainly been due to the research and development breakthroughs. compliance with consumer demands and improvements in aquaculture policy and governance. especially in Hong Kong and Southern China is expected to increase due to income growth. Aquaculture accounted 45. To my member directors. Recent breakthroughs in the Group’s technology in hatchery operations for our existing key commercial finfish species has enable the Group to increase its production and hence. Thus. I would like to express my gratitude and appreciation for their hard work. the Group is optimistic that the business prospects is in high potential and the demand for our products in the Hong Kong and Southern China markets is expected to grow positively in the future.6% in 2006. bankers. increasing its supply of quality live marine finfish to the industry. population growth. In the past decade. with the fact that the volume of live wildcaught fishes from the ocean is depleting every year and some species even near to extinction. Aquaculture . the aquaculture sector has further expanded. population growth. the Group’s strategy is to focus on the live marine finfish trade in Hong Kong and Southern China and anticipated to expand and increase the trade volumes of our live marine finfish in both markets. Business Prospects Demand for live marine fish. the Group’s annual production of live marine finfish is expected to increase exponentially in the coming financial years. according to the latest report from the State of World Fisheries and Aquaculture Report 2010. Barring unforeseen events.5 million tonnes in 2008. A note of appreciation On behalf of the Board.7% of the world’s fish food production for human consumption in 2008. I would like to express my sincerest appreciation to our valued clients in Hong Kong and China for their continuous support and trading with our company and our business partners. management and staff. Sabah Coral Rockcod and Sabah Giant Camouflage Grouper. Aquaculture is one of the contributors to food securities for developing countries. intensified and diversified. vibrant and important production sector in high protein food. especially for South East Asia countries. The growing future demand for live marine finfish especially in Hong Kong and Southern China is be expected to be met Borneo Aqua Harvest Berhad (649504-D) (cont`d) by marine aquaculture productions. Consequently. Besides that. positive growing trend in fish consumption is expected to continue in the future. confidence and continuous support in Borneo Aqua Harvest Berhad. The global production of food fish from aquaculture for human consumption has reached 52. regulatory authorities for their trust. improving standards of living in terms of dietary preference and health conscious. Last but not least. my heart-felt thanks to all our valued shareholders for your patience. the Group is convinced that the demand for its products in the Hong Kong and Southern China market for next financial year is still promising especially the demand for our cross-bred species – Sabah Giant Grouper. Therefore.

from 1 October 2001 to 16 January 2004. He attended all four (4) Board Meetings of the Company held during the financial year. Dato’ Seri Md Kamal Bin Bilal does not have any family relationship with any other directors or major shareholders of the Company. From 1984 to 2001. Lo Ken Hin Malaysian aged 53. Lo Teck Yong. He was also appointed as Independent NonExecutive Chairman of KBB Resources Berhad and Prime Utilities Berhad in 2003 and 2005 respectively. Datuk Lo Fui Ming is the brother of Mr. is the Managing Director and Chief Executive Officer of Borneo Aqua and was appointed to the Board of Directors of Borneo Aqua on 9 May 2005. In 1980. other than traffic offences. He incorporated Plentiful and Marine for breeding of fish and fish fry to supply to the local and international markets in 2001 and 2002 respectively. other than traffic offences. He has no conflict of interest with the Company and has not been convicted of any offences within the past ten (10) years. he started working in a timber camp in the operations division and was subsequently appointed as Manager. other than traffic offences. he joined Syarikat Lo & Sons and was involved in the timber camp operations. he started his own logging company and was involved in various aspect of the timber industry including timber concession holding. a company listed on the Second Board of Bursa Securities. He was the Managing Director of Cepatwawasan Group Berhad. 6 August 2004 to 1 April 2005 and was appointed as the Non-Executive Deputy Chairman until 21 July 2005. 6 Annual Report 2011 . He attended three (3) out of four (4) Board Meetings of the Company held during the financial year. He also sits on the Board of several other private companies. He has no conflict of interest with the Company and has not been convicted of any offences within the past ten (10) years. He is a substantial shareholder of the Company. is an Executive Director of Borneo Aqua and was appointed to the Board of Directors of Borneo Aqua on 9 May 2005. Dato’ Seri Md Kamal Bin Bilal attended three (3) out of four (4) Board Meetings of the Company held during the financial year. Dora Chiu Kui Tzu and the father of Mr. He entered the job market at the age of 20. Mr. he joined his brother Datuk Lo Fui Ming to form Plentiful to breed fish and fish fry. Datuk Lo Fui Ming Malaysian aged 55. logging contracting. He has been a director of HHC Venture Sdn Bhd (“HHC”) since 2003. serving as a Community Development Officer in the Ministry of National and Rural Development. As the Managing Director and Chief Executive Officer of Borneo Aqua. With over 29 years of experience in the business sector. In 1977. if any. Lo Ken Hin is the brother of Datuk Lo Fui Ming and uncle of Mr. Since 2000. timber trading and timber processing. In 2001. Lo Teck Yong. He is the director in charge of operations for Hatchery Centre and Rearing Centre of the Borneo Aqua Group. Upon completion of his secondary education. he is the driving force of the Group. he is primarily responsible for overseeing the overall business operations and development as well as formulation and implementation of the Borneo Aqua Group’s corporate strategies. He is responsible for overseeing the breeding and hatching operations. he ventured into the automobile industry as a Proton Edar dealer in 1995. In 1995. He was appointed as the Non-Executive Director of The Store Corporation Berhad in 2000 and was re-designated as Independent Non-Executive Chairman in 2001. brother-in-law of Ms. is an Independent Non-Executive Chairman and member of the Audit Committee of Borneo Aqua and was appointed to the Board of Directors of Borneo Aqua on 9 May 2005. Lo Ken Hin. he ventured into the plantation industry. if any. he was the Executive Director for several timber companies. He has no conflict of interest with the Company and has not been convicted of any offences within the past ten (10) years. After gaining 13 years of experience in the Government sector. if any. purchasing and production planning.Directors’ Profiles Dato’ Seri Md Kamal Bin Bilal Malaysian aged 48. he has been the Division Treasurer of the United Malay National Organization’s Kepala Batas division. HHC is principally involved in general contract works for plantation sector.

. he joined Nitto Seimo Corporation Co Ltd (“Nitto”). He has no conflict of interest with the Company and has not been convicted of any offences within the past ten (10) years. which is the sole agent in Taiwan. other than traffic offences. if any. submersible cage and aquaculture system). Borneo Aqua Harvest Berhad (649504-D) 7 ... He has no conflict of interest with the Company and has not been convicted of any offences. a listed company in Japan. other than traffic offences. She attended three (3) out of four (4) Board Meetings of the Company held during the financial year. Japan in 1996. is an Executive Director of Borneo Aqua and was appointed to the Board of Directors of Borneo Aqua on 9 May 2005. water environment control. if any. United Kingdom in 2003. other than traffic offences. and market development. Chang Mei-Lin @ Tina Chang Taiwanese aged 57. He attended all four (4) Board Meetings of the Company held during the financial year. Upon graduation. Upon his graduation in 2003. Republic of China and South Korea to expand his knowledge on fish breeding and marketing of fish and fish fry. which is involved in. He oversees the Group’s overall product marketing and services. He is responsible for the overall implementation of Borneo Aqua Group’s R&D strategies and activities. Mr. then to Manager of Management Department in 1981. He is also responsible for product development and breeding activities of the Group. Ltd. Taiwan. microorganism production.Directors’ Profiles Lo Teck Yong Malaysian aged 30. In 1977. Mr.. is an Executive Director of Borneo Aqua and was appointed to the Board of Directors of Borneo Aqua on 24 March 2006. he has conducted numerous research and has gained extensive experience in marine fish breeding hatchery and rearing of marine fish. Ms Chang Mei-Lin @ Tina Chang does not have any family relationship with any other directors or major shareholders of the Company. Lo Teck Yong is the son of Datuk Lo Fui Ming and nephew of Mr. trading in marine nets and other marine goods. He attended two (2) out of four (4) Board Meetings of the Company held during the financial year. Upon graduation. he embarked on a study tour to a few fish breeding centres in Taiwan. and fish eggs management and control as well as designing and constructing fish cages (net cage. Ltd. Republic of China for Nitto Seimo Co. He obtained a Bachelor of Science Degree majoring in Marine Science and Aquaculture (First Class Honours) from University of Kinki. amongst others. He resigned as a member of the Audit Committee of the Company on 20 May 2008. During his employment with Nitto. He also has vast knowledge in formulation of aquaculture medicine and chemical. she was promoted to Quality Control Manager. He obtained a Bachelor of Science Degree majoring in Marketing from University of Surrey. a post she held until 1991. Lo Ken Hin and Ms. Japan as the Head of Ocean Research and Development Department. In 1988. she joined Fuchi Electronic Co. Republic of China in 1974. Ltd in Japan as an Import and Export Executive. She has no conflict of interest with the Company and has not been convicted of any offences within the past ten (10) years. She obtained a Bachelor Degree in International Trade Business from Ming Chuan University. is a Non-Executive Director of Borneo Aqua and was appointed to the Board of Directors of Borneo Aqua on 9 May 2005. she was promoted to Personal Assistant to the President of the company. (cont`d) Akinori Hotani Japanese aged 37. She was appointed the Chairperson of Remuneration Committee on 10 July 2008. if any. she incorporated Tina International Holding Co. Akinori Hotani does not have any family relationship with any other directors or major shareholders of the Company. He is the director in charge of the marketing division of the Borneo Aqua Group. In July 1991. Dora Chiu Kui Tzu.

YB Mejar (K) Datuk Samsudin Bin Yahya Malaysian aged 56. He has no conflict of interest with the Company and has not been convicted of any offences within the past ten (10) years. other than traffic offences. Bhd. He attended three (3) out of four (4) Board Meetings of the Company held after his appointment during the financial year. He has no conflict of interest with the Company and has not been convicted of any offences within the past ten (10) years. He subsequently has a short stint with a Singapore public listed company in 2006 and is currently the Group Chief Financial Officer of a London AIM public listed company headquartered in Hong Kong. and an active member of the Sandakan Toastmaster Club. she joined Guthrie Engineering Sdn Bhd as a Kardex Clerk cum Parts Supervisor in 1973. if any. She left HSBC in 2002. 8 Annual Report 2011 . He obtained a Bachelor Degree in Accountancy from University of Western Australia in 1990. His wish is to serve the people of Sandakan so he joined UMNO Sekong Branch as a member and later he was elected as Chairman of Sekong branch.Directors’ Profiles Chong Khing Chung Malaysian aged 44. She attended all four (4) Board Meetings of the Company held during the financial year. He attended three (3) out of four (4) Board Meetings of the Company held during the financial year. other than traffic offences. he was engaged in his own business. is an Independent Non-Executive Director of Borneo Aqua and was appointed to the Board of Directors of Borneo Aqua on 26 November 2008. He was appointed a member of Nominating Committee on 10 July 2008. Mdm. In 1982. Lo Teck Yong. In 2004. he was appointed as the Executive Director cum Group Chief Financial Officer of Cepatwawasan Group Bhd. Chong Khing Chung does not have any family relationship with any other directors or major shareholders of the Company. Chiu Kui Tzu @ Dora is the sisterin-law of Datuk Lo Fui Ming and aunty of Mr. He is now one of the Board of Directors for Lembaga Kemajuan Ikan Malaysia (LKM) and currently is the Chairman of Koperasi Kemajuan Perikanan dan Nelayan Sabah (KoNelayan) and also Ramajua Sdn. if any. other than traffic offences. He is a Chartered Member of the Malaysian Institute of Accountants and Certified Practising Accountants (“CPA”) of Australia. She was appointed the Chairperson of Nominating Committee and a member of Remuneration Committee on 10 July 2008. if any. is an Independent Non-Executive Director and Audit Committee Chairman of Borneo Aqua since 9 May 2005. YB Mejar (K) Datuk Samsudin Bin Yahya does not have any family relationship with any other directors or major shareholders of the Company. Mr. Upon completing her secondary education. is an Independent Non-Executive Director of Borneo Aqua and was appointed to the Board of Directors of Borneo Aqua on 9 May 2005. He spent the early part of his career in the accountancy profession before eventually branching out into the capital market. including as the Executive Director (Operations) of Innosabah Securities Bhd. He was appointed Ahli Lembaga Sinora Industries Sdn Bhd from 1997 – 2006 and Ahli Majlis-Majlis Perbandaran Sandakan from 2004 – 2006. She has no conflict of interest with the Company and has not been convicted of any offences. He is currently the Sabah State Assembly Representative for Sekong Constituency for two consecutive years since 2004. she joined Hong Kong and Shanghai Banking Corporation (currently known as HSBC Bank Malaysia Berhad (“HSBC”)). Upon completion of his secondary education. She is a committee member of the Sandakan Hospice Association and the Sabah Cheshire Home Sandakan. holding various positions. (cont`d) Chiu Kui Tzu @ Dora Malaysian aged 57. He was appointed a member of both Nominating Committee and Remuneration Committee on 17 August 2009.

The Board is responsible for the following: • • • • • • Reviewing and adopting a strategic plan for the Group. The Independent Non-Executive Chairman is responsible for the Board’s effectiveness and standard of conduct whilst the Managing Director/Chief Executive Officer has the overall responsibilities to oversee the business and operations. fixing the compensation of and where appropriate. The Board subscribes to and supports the belief that good corporate governance practices are pivotal to enhancing shareholders’ value. The clear division of responsibilities between these two roles will ensure a balance of power and authority. replacing senior management. Succession planning. rules. Developing and implementing an investor relations programme or shareholders communication policy for the Group. skills and expertise to effectively discharge its stewardship responsibilities in spearheading the Group’s growth and future direction. including systems for compliance with applicable laws. The Company has also complied with Paragraph 15. training. Hence. one (1) Non-Executive Director and three (3) Independent Non-Executive Directors. Identify principal risks and ensure the implementation of appropriate systems to manage these risks. provides advice and directions on management and business development issues while providing balance to the management of the Company. Composition and Balance The Company is led by an experienced Board with nine (9) members. Board of Directors Responsibility of the Board of Directors The Board takes full responsibility for the performance of the Group. which requires the Board to have at least two (2) directors or one-third (1/3) of the Board are Independent Directors. Borneo Aqua Harvest Berhad (649504-D) 9 . the Board is fully dedicated to continuously evaluate the Group’s corporate governance practices and procedures to ensure that the principles and best practices in corporate governance are applied and adhered to in the best interests of its stakeholders.Statement of Corporate Governance The Board of Directors (“the Board”) of Borneo Aqua Harvest Berhad (“Borneo Aqua”) recognises and subscribes to the importance of the principles and best practices set out in the Malaysian Code on Corporate Governance (“the Code”) as a key factor towards achieving an optimal governance framework and processes in managing the business and operational activities of the Company. including appointing. and Reviewing the adequacy and the integrity of the Group’s internal control systems and management information systems. The Independent Non-Executive Directors have a responsibility to bring independent objective judgements to bear on the Board’s decisions. one (1) Managing Director/Chief Executive Officer.02 of the ACE Market Listing Requirements of Bursa Malaysia Securities Berhad (“ACE Market Listing Requirements”). comprising one (1) Independent Non-Executive Chairman. regulations. The Board composition represents a mix of knowledge. The Company is in compliance with Part 2 of the Malaysian Code of Corporate Governance which states that at least one-third (1/3) of the Board must be made up of Independent Non-Executive Directors. The Statement below sets out the manner in which the Group has applied the Principles of the Code and the extent of compliance with Best Practices advocated therein. Overseeing the conduct of the Group’s business to evaluate whether the business is being properly managed. three (3) Executive Directors. All independent and Non-Executive Directors do not participate in the day-to-day management of the Group. directives and guidelines. The Board guides the Company on its short and long-term goals. A.

the number nearest to one-third (1/3) with a minimum of one (1). A Director retiring at a meeting shall retain office until the close of the meeting whether adjourned or not. including core competencies which non-executive directors should bring to the board and thereafter. recommend to the Board of Directors the nomination of a person or persons to be a Board member(s) by shareholder(s) or Director(s). iii. An election of Directors shall take place each year. The Committees are composed of Non-Executive Directors. and iv. Besides Board meetings. which are kept in the Minutes Book at the Registered Office. the committees of the board and the contribution of each existing individual director and thereafter. with the majority being Independent Directors. recommend its findings to the board. or if their number is not a multiple of three (3). The remuneration packages of Non-Executive Directors should be determined by the Board of Directors as a whole subject to the shareholders’ approval. shall retire from office and an election of Directors shall take place provided always that each Director shall retire at least once in every three (3) years but shall be eligible for re-election. The proceedings and resolutions reached at each Board meeting are recorded in the minutes of the meetings. The agenda for each Board meeting is circulated to all the Directors for their perusal well in advance of the Board meeting date. the Board exercises control on matters that require its approval through circulation of Directors’ Resolutions. assess the effectiveness of the board as a whole. Board Meeting and Supply of Information The Board meets regularly on a quarterly basis to control and monitor the development of the Group. where necessary. (ii) Remuneration Committee The function of the Remuneration Committee is to recommend to the board. the remuneration packages of Managing Director and Executive Directors of the Company in all its forms. 10 Annual Report 2011 . the Company has established two Committee of Directors (“Committees”) to assist in the performance of certain duties of the Board under a specific terms of reference. directors to fill the seats on board committees. Any appointment of additional director will be made as and when it is deemed necessary by the existing Board with due consideration given to the mix and range of expertise and experience required for an effective Board. The Committees established are as follows: (i) Nominating Committee The functions of the Nomination Committee are as follows: i. The Board considers that the mix of commercial experience from the Non-Executive Directors will complement the Executive Directors and create an effective Board.Statement of Corporate Governance Appointments and Re-election of Directors (cont`d) All appointments of new directors to the Board are properly made with an established and transparent procedure and in compliance with the relevant rules of the relevant authorities. review the required mix of skills and experience and other qualities. The Directors are given sufficient time to obtain further information and explanation. drawing from outside advice as necessary. Additional meetings will be convened as and when required. in order to be briefed properly before the meeting. ii. recommend to the board. at each Annual General Meeting. In line with the Best Practices of the Code. In accordance with the Company’s Articles of Association. recommend its findings to the board. one-third (1/3) of the Directors for the time being.

Borneo Aqua Harvest Berhad (649504-D) 11 .Statement of Corporate Governance Directors Dato’ Seri Md Kamal Bin Bilal Datuk Lo Fui Ming Lo Ken Hin Lo Teck Yong Akinori Hotani Chang Mei-Lin @ Tina Chang Chiu Kui Tzu @ Dora Chong Khing Chung YB Mejar (K) Datuk Samsudin Bin Yahya (cont`d) The summary of attendance at the Board meetings held for the financial year ended 31 March 2011 is as follows: Number of Board Meetings Held Attended 4 3 4 3 4 4 4 4 4 2 4 3 4 4 4 3 4 3 The Board members have access to the advices and services of the Company Secretaries and all information in relation to the Group whether as a full Board or in their individual capacity to assist them in carrying out their duties. and they are encouraged to visit the Company’s hatchery. Every Director will undergo continuous training to equip himself/herself to effectively discharge his/her duties as a director from time to time. Jalan Airport. Lahad Datu respectively to ensure that they have a comprehensive understanding on the Group’s operations in which would assist the Board to make effective decision. Mile 7. when necessary. the Directors may engage independent professionals at the Group’s expense on specialised issues to enable the Board to discharge their duties with adequate knowledge on the matters being deliberated. The Company will provide briefing for new members of the Board. The Board has assessed the training needs of the Directors and encourages the Directors to attend any relevant programmes to further enhance their knowledge to enable them to discharge their responsibility more effectively. Number of Directorship in Other Companies None of the Directors of the Company hold any directorship in other public listed companies except for Dato’ Seri Md Kamal Bin Bilal. nursery and rearing centres at Pulau Palak. Sandakan and Silam. Directors’ Training All the Directors have attended and successfully completed the Mandatory Accreditation Programme as required by Bursa Malaysia Securities Berhad. Where necessary.

12 Annual Report 2011 .000 RM50.920 Executive Directors 3 1 Fees RM 281. a total sum of RM954.000 Range of remuneration Below RM50. The Company also maintains a website (http://www.000 RM200.001 – RM350. The details of the Directors’ remuneration for the financial year ended 31 March 2011 are as follows: Salaries and other emoluments RM Executive Directors Non-Executive Directors 673. The Company always maintains and promotes transparency in our business activities and to continually keep the shareholders and the public well informed on the Company’s activities. which are available publicly on the internet via Bursa Malaysia Securities Berhad’s website at http://www. Remuneration of Directors (cont`d) The Board recognises that the remuneration of an Executive Director shall always be linked to corporate and individual performance. The Group’s Annual General Meeting (“AGM”) is an important forum where communications with shareholders are effectively conducted. Currently.001 – RM200.920 281.my) which provides another communication channel for investors and shareholders to access corporate information and news related to the Group. analysts and public at large. The Company strives to promote and encourage bilateral communication with its shareholders through participation at its general meetings and also ensure timely dissemination of any information to the investors. For the financial year ended 31 March 2011.bursamalaysia. on issues highlighted by the shareholders.000 C. if required. The Board will ensure that each item of special business included in the notices of the AGM or Extraordinary General Meeting is accompanied by a full explanation of the effects of any proposed resolution.920 was paid to the Directors of the Company.Statement of Corporate Governance B. SHAREHOLDERS AND INVESTORS RELATION Non-Executive Directors 4 1 - Recognising the importance of timely dissemination of information to shareholders and other stakeholders.com. The remuneration of Non-Executive Director and Independent Non-Executive Director are related to their experience and level of contribution.borneoaqua. the remuneration of both Executive and Non-Executive Directors are decided by the Board.000 Total RM 673. Shareholders will be notified of the meeting together with a copy of the Company’s Annual Report at least twenty-one (21) days before the meeting. the Board is committed to ensure that the shareholders and other stakeholders are well informed of major development of the Company and the information is communicated timely to them through the following: • • Annual Report. The Independent Non-Executive Chairman and the Board Members are prepared to respond to all queries and undertake to provide sufficient clarification on issues and concerns raised by the shareholders. The external auditors are also present to provide their professional and independent clarification. and Various disclosures and announcements made to Bursa Malaysia Securities Berhad including quarterly results and annual results.com.

DIRECTOR’S RESPONSIBILITY IN RESPECT OF THE ANNUAL FINANCIAL STATEMENTS The Directors are required to prepare the financial statements for each financial year. Borneo Aqua Harvest Berhad (649504-D) 13 . (ii) Internal Control The Board has the responsibility for maintaining a sound system of internal controls which provides reasonable assessments of effective and efficient operations. ACCOUNTABILITY AND AUDIT (i) Financial Reporting (cont`d) The Board has taken reasonable steps to provide a balanced and comprehensive assessment of the Group’s financial performance and prospects. the directors have adopted suitable accounting policies and applied them consistently and made judgements and estimates that are prudent and reasonable. the provisions of the Companies Act. The costs incurred for the internal audit function for the financial year ended 31 March 2011 were RM10.Statement of Corporate Governance D. The Directors also have a general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities. which give a true and fair view of the state of affairs of the Group and of the Company at the end of the financial year. quarterly financial results and research reports. and of the results and cash flow of the Group and of the Company for the financial year then ended. Commencing from financial year 2008. E. internal controls and compliance with laws and regulations. the Board has engaged KPMG to carry out the internal audit function for the Group. regulatory and financial risks. the Directors have ensured that applicable approved accounting standards in Malaysia. primarily through the annual report. 1965 and the ACE Market Listing Requirements have been applied. The functions of the internal auditors are to ensure that adequate system of internal controls exists to assist the management to manage operational. In the preparation of the financial statements. 962. In preparing the financial statements.00 (iii) Relationship with the Auditors The Group’s independent external auditors hold an essential role for the shareholders by enhancing the reliability of the Group’s financial statements and providing assurance of that reliability to users of these financial statements. The Company has always maintained a formal and transparent relationship with its external auditors in seeking professional advice and ensuring compliance with the accounting standards in Malaysia.

whenever deemed necessary. or he must be a member of one of the associations of accountants specified in Part II of the 1st Schedule of the Accountants Act 1967. Rule 15. have the resources which are required to perform its duties. At least one member of the Audit Committee: must be a member of the Malaysian Institute of Accountants. with a majority of them being Independent Directors. he must have at least 3 years’ working experience and:he must have passed the examinations specified in part I of the 1st Schedule of the Accountants Act 1967. and (g) be able to convene meetings with the external auditors excluding the attendance of the executive members of the Company. have direct communication channels with the external auditors and person(s) carrying out the internal audit function or activity (if any). system of internal controls.09 of the ACE Market Listing Requirements. The members of the Audit committee shall elect a chairman. have full and unrestricted access to any information which it requires in the course of performing its duties. Composition The composition of the Audit Committee must fulfil the following requirements: The Audit Committee must be comprised of no fewer than 3 members. The Audit Committee comprises: Name Chairman Chong Khing Chung Member Dato’ Seri Md Kamal Bin Bilal YB Mejar (K) Datuk Samsudin Bin Yahya Terms of Reference Authority The Audit Committee was formed under Chapter 15. The Audit Committee shall in accordance with the procedure determined by the Board and at the cost of the Company:have explicit authority to investigate any matter within its terms of reference.Audit Committee Report The Audit Committee was established to act as a Committee of the Board of Directors (“Board”) with the objective of assisting the Board in the areas of corporate governance. Part C. or • • • • fulfils such other requirements as prescribed by Bursa Malaysia Securities Berhad. (a) (b) (c) (d) (e) Status of Directorship Meeting Held 4 4 Attended 3 3 Independent Non-Executive Director Independent Non-Executive Chairman Independent Non-Executive Director 4 3 14 Annual Report 2011 . have unrestricted access to the Chief Executive Officer and the Chief Financial Officer. All Audit Committee members must be Non-Executive Directors. who shall be an independent director from among their members. (f ) be able to obtain independent/external professional or other advice and to secure the attendance of outsiders with relevant experience and expertise if it considers this necessary. risk management and financial reporting of the Group. or if he is not a member of the Malaysian Institute of Accountants.

the notice to be given of such meetings. the results of the internal audit programme. focusing particularly on: changes in or implementation of major accounting policy changes. procedure or course of conduct that raises questions of management integrity. competency and resources of the internal audit functions and that it has the necessary authority to carry out its works. any letter of resignation from the external auditors of the Company. the quarterly results and year end financial statements. Procedures of the Audit Committee The Audit Committee may regulate its own procedures. the voting and proceedings of such meetings. production and inspection of such minutes.Audit Committee Report Functions of the Audit Committee The functions of the Audit Committee are as follows: (cont`d) 1. and the custody. the adequacy of the scope. significant and unusual events. Borneo Aqua Harvest Berhad (649504-D) 15 . functions. the keeping of minutes. and b) c) d) e) f) g) h) 2. and compliance with accounting standards and other legal requirements. and iii) the external audit report. any related party transactions and conflict of interest situation that may arise within the Group including any transaction. in particular: (a) (b) (c) (d) (e) the calling of meetings. To review the following and report the same to the board of directors: a) with the external auditors: i) the external audit plan. the assistance given by the Company’s employees to the external auditors. prior to the approval by the board of directors. processes. the internal audit programme. Recommend the nomination of a person or persons as external auditors. and whether there is any reason (supported by grounds) to believe that the external auditors is not suitable for reappointment. processes or investigation undertaken and whether or not appropriate action is taken on the recommendations of the internal audit function. ii) the evaluation of the system of internal controls.

unaudited quarterly financial statements including the audited year end financial statements to ensure adequacy of the disclosure of information essential for a fair and true presentation of the financial affairs of the Group before recommending to the Board for approval. and Ensures the outsourced internal audit function has adequate resources. Reviewed significant or unusual events. Ensures management is responsible to internal and external audit recommendations. consisting of people who are adequately skilled. Discussed and reviewed the Group’s audited year end financial statements together with the report of the Audit Committee with the external auditors in relation to the significant matters noted in the course of the audit of the Group’s financial statements as well as new development on accounting standards and regulatory requirements. and Considered the appointment of external auditors and their remunerations. Reviewed the research report.Audit Committee Report Summary of Activities (cont`d) The following activities were carried out by the Audit Committee during the financial year under review: • • • • • Reviewed the audit plan with the external auditors for the statutory audit of the Group’s financial statement for the financial year ended 31 March 2011. • • • • 16 Annual Report 2011 . Reviewed changes in major accounting policies. Reviewed the compliance with accounting standards and other legal requirements.

The Board recognises the importance of sound internal controls and risk management as the platform for the practice of good corporate governance. the Audit committee reviews and discusses with key management on the issues brought up by the Internal Auditors. The Internal Audit function reports directly to the Audit Committee. There is a clearly defined delegation of responsibilities to the Audit Committee of the Board and the management of the holding company and operating units who ensure that appropriate control procedures are in place. considers the effectiveness of the operation of the internal control procedures in the Group during the financial year. Internal Control Framework The Managing Director and senior management team monitor the day-to-day affairs of the Group by attending scheduled meetings both at management and operational levels and review their performance and operation reports. • • • In accordance with the Malaysian Code on Corporate Governance. Board Responsibility The Board is responsible for establishing an appropriate control environment and framework on risk management. legal and regulatory matters of each business unit where plans and targets are established for business planning and budgeting process. financial and operational controls including reviewing its adequacy and integrity. These include technical and operations meetings and management review meetings for the subsidiary companies. Management meetings are regularly held to discuss and report on the operational performance. Thus the framework is expected to provide reasonable but not absolute assurance against material misstatements or losses. The Audit Committee is tasked by the Board with the duty of reviewing the effectiveness of the Group’s system of internal controls. The Audit Committee reviews internal control issues identified by management and evaluates the effectiveness of the Group’s risk management and internal control system. Performance reports such as quarterly financial review and other corporate matters are regularly provided to the directors and discussed at Board Meetings. which outline the Group’s nature and scope of internal control during the year. Whenever necessary. The key elements of the Group’s internal control system are described below: • • • • A well defined organisational structure with clear lines of accountability that sets out the authority delegated to the Board and management committees. Borneo Aqua Harvest Berhad (649504-D) 17 . organisational. carries out regular review of business processes to assess the effectiveness of the internal control and highlights any significant risk that may adversely affect the Group. The Audit Committee. reviews and holds discussion with Management to deliberate on action plans addressing the internal controls issues identified by the external auditors. Due to the inherent limitations in any system of internal controls. the Group has engaged KPMG as Internal Auditors since June 2007. rather than eliminate the risk of failure to achieve business objectives. on behalf of the Board. on behalf of the Board.Statement of Internal Control Introduction The Board is committed to maintain a sound system of internal control of the Group and is pleased to provide the following Statement of Internal Control. the system is designed to manage. business strategy. key information. The Audit Committee.

nursery and rearing centres. Material Contract There was no other material contract entered into by company and/or its subsidiary company which involves Directors’ interests during the financial year ended 31 March 2011. Recurrent Related Party Transactions of Revenue or Trading Nature There was no recurrent related party transactions of revenue or trading nature which had entered by the Group during the financial year ended 31 March 2011. Malaysia with the purpose of promoting responsible and eco-friendly aquaculture practices. a voluntary scheme managed by the Department of Fisheries. warrants or convertible securities issued during the financial year. Profit Guarantee The Company did not issue any profit guarantee during the financial year. 6. 9. SSOP (Standard Sanitary and Operating Procedures). Revaluation Policy The Company did not have a revaluation policy on landed properties. no comparison is made between actual and forecast results. Options. The scheme is also complies with the Aquaculture’s Code of Practice (COP) and Good Agriculture Practices (GAqP) and other terms and conditions as determined by the Malaysian Department of Fisheries. 7. 3. Warrants or Convertible Securities There were no options. 8. Profit Forecast No profit forecast was announced or published by the Group and hence. directors or management by the relevant regulatory bodies during the financial year. The company may consider providing permanent position to those fresh graduates if job vacancy is available. 11. product standards and specifications. Important elements incorporated in the scheme are ISO 9002. Non-audit Fees No non-audit fees were paid to the external Auditors. 5. The aim of this scheme is to ensure safety and quality in aquaculture production. Share Buy-back The Company did not carry out any share buy-back for the financial year under review. Contract Relating to Loan by the Company There was no contract relating to loan by the Company. Imposition of Sanctions and/or Penalties There were no sanctions or penalties imposed on the Company and its subsidiaries. American Depository Receipt (ADR) or Global Depository Receipt (GDR) The Company did not sponsor any ADR or GDR programme during the financial year.Additional Compliance Information 1. Ernst & Young. 4. 18 Annual Report 2011 . 12. The Group has continuously extended more opportunities for fresh graduates from various universities in Malaysia to undergo industrial training at our hatchery. Corporate Social Responsibility Borneo Aqua is certified by SPLAM. 2. 10.

Financial Statements 20 Directors’ Report 23 Statement by Directors 23 Statutory Declaration 24 Independent Auditors’ Report 26 Statements of Comprehensive Income 27 Statements of Financial Position 29 Statements of Changes In Equity 31 Statements of Cash Flows 33 Notes to the Financial Statements .

no Director has received or become entitled to receive a benefit (other than benefits included in the aggregate amount of emoluments received or due and receivable by the Directors or the fixed salary of a full-time employee of the Company as shown in Note 11 to the financial statements) by reason of a contract made by the Company with any director or with a firm of which he is a member. transaction or event of a material and unusual nature. 20 Annual Report 2011 . The principal activities of the subsidiaries are stated in Note 17. nor at any time during that year.Directors’ Report The Directors have pleasure in presenting their report together with the audited financial statements of the Group and of the Company for the financial year ended 31 March 2011. the results of the operations of the Group and of the Company during the financial year were not substantially affected by any item.111 Company RM (629. or with a company in which he has a substantial financial interest.256) There were no material transfers to or from reserves or provisions during the financial year other than as disclosed in the financial statements. Results Group RM Profit/(loss) net of tax 195. There have been no significant changes in the nature of the principal activities during the financial year. Since the end of the previous financial year. Principal Activities The principal activity of the Company is investment holding. In the opinion of the Directors. Directors The names of the Directors of the Company in office since the date of the last report and at the date of this report are: Datuk Md Kamal Bin Bilal Datuk Lo Fui Ming Lo Ken Hin Lo Teck Yong Akinori Hotani Chang Mei-Lin @ Tina Chang Chiu Kui Tzu @ Dora Chong Khing Chung YB Mejar (K) Datuk Samsudin Bin Yahya Directors’ benefits Neither at the end of the financial year. did there subsist any arrangement to which the Company was a party. except as disclosed in Note 27 to the financial statements. whereby the Directors might acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate.

3. Other statutory information (a) Before the statements of comprehensive income and statements of financial position of the Group and of the Company were made out.2011 1.000.021.100) (8. (ii) Borneo Aqua Harvest Berhad (649504-D) 21 .000 126.000 1.100) 218.000 118.000 50.000 1.330 382.702 2.180.2010 Indirect interest: Indirect interest of Datuk Lo Fui Ming in the Company by virtue of shareholding of his child Indirect interest of Lo Ken Hin in the Company by virtue of shareholding of his spouse Number of ordinary shares of RM0.396 7.330 382.2010 Name of directors Direct interest: Datuk Md Kamal Bin Bilal Datuk Lo Fui Ming Lo Ken Hin Lo Teck Yong Akinori Hotani Chang Mei-Lin @ Tina Chang Chiu Kui Tzu @ Dora Chong Khing Chung 2. the Directors took reasonable steps: (i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of provision for doubtful debts and satisfied themselves that there were no known bad debts and that no provision for doubtful debts was necessary. None of the other directors in office at the end of the financial year had any interest in shares in the Company or its related corporations during the financial year.10 each Acquired Sold 31.900 Datuk Lo Fui Ming by virtue of his interest in shares in the Company is also deemed interested in shares of all the Company’s subsidiaries to the extent the Company has an interest.3.4.000 - (181.834.Directors’ Report Directors’ interests (cont`d) According to the register of Directors’ shareholdings.496 7.100) (299. the interests of Directors in office at the end of the financial year in shares in the Company and its related corporations during the financial year were as follows: Number of ordinary shares of RM0.040.10 each Acquired Sold 31.4.180.602 2.339.000 120.563.000 - - 60.000 40.000 50.000) - 2.000 400.021.000 91.729.000 40. and to ensure that any current assets which were unlikely to realise their value as shown in the accounting records in the ordinary course of business had been written down to an amount which they might be expected so to realise.000 - (29.2011 60.

Directors’ Report
Other statutory information (cont’d)

(cont`d)

(b) At the date of this report, the Directors are not aware of any circumstances which would render: (i) it necessary to write off any bad debts or to make any provision for doubtful debts in respect of the financial statements of the Group and of the Company; and the values attributed to the current assets in the financial statements of the Group and of the Company misleading.

(ii)

(c) At the date of this report, the Directors are not aware of any circumstances which have arisen which would render adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate. (d) At the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in this report or financial statements of the Group and of the Company which would render any amount stated in the financial statements misleading. (e) As at the date of this report, there does not exist: (i) any charge on the assets of the Group and of the Company which has arisen since the end of the financial year which secures the liabilities of any other person; or

(ii) any contingent liability of the Group and of the Company which has arisen since the end of the financial year. (f ) In the opinion of the Directors: (i) no contingent or other liability has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which will or may affect the ability of the Group and of the Company to meet their obligations when they fall due; and

(ii) no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the financial year and the date of this report which is likely to affect substantially the results of the operations of the Group and of the Company for the financial year in which this report is made. Auditors The auditors, Ernst & Young, have expressed their willingness to continue in office. Signed on behalf of the Board in accordance with a resolution of the Directors dated 18 July 2011.

DATUK LO FUI MING

LO KEN HIN

22

Annual Report 2011

Statement by Directors

Pursuant to Section 169(15) of the Companies Act, 1965

We, DATUK LO FUI MING and LO KEN HIN, being two of the Directors of BORNEO AQUA HARVEST BERHAD, do hereby state that, in the opinion of the Directors, the accompanying financial statements set out on pages 26 to 75 are drawn up in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as at 31 March 2011 and of their financial performance and cash flows for the year then ended. The information set out in Note 34 to the financial statements have been prepared in accordance with the Guidance on Special Matter No.1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants. Signed on behalf of the Board in accordance with a resolution of the Directors dated 18 July 2011.

DATUK LO FUI MING Sandakan, Malaysia

LO KEN HIN

Statutory Declaration

Pursuant to Section 169(16) of the Companies Act, 1965

I, CHONG TZU KHEN, being the Officer primarily responsible for the financial management of BORNEO AQUA HARVEST BERHAD, do solemnly and sincerely declare that the accompanying financial statements set out on pages 26 to 76 are in my opinion correct, and I make this solemn declaration conscientiously believing the same to be true and by virtue of the provisions of the Statutory Declarations Act, 1960. Subscribed and solemnly declared by the abovenamed CHONG TZU KHEN at Sandakan in the State of Sabah on 18 July 2011 Before me, HAMZAH HJ ABDULLAH (S-088) Commissioner for Oaths Lot 5, Block 24, Lebuh Dua, 90009 Sandakan, Sabah.

CHONG TZU KHEN

Borneo Aqua Harvest Berhad (649504-D)

23

Independent Auditors' Report to the Members of BORNEO AQUA HARVEST BERHAD
(Incorporated in Malaysia)
Report on the financial statements We have audited the financial statements of Borneo Aqua Harvest Berhad, which comprise the statements of financial position as at 31 March 2011 of the Group and of the Company, and the statements of comprehensive income, statements of changes in equity and statements of cash flows of the Group and of the Company for the year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages 26 to 75. Directors’ responsibility for the financial statements The Directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia. This responsibility includes: designing, implementing and maintaining internal 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 approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgment, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the 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 the accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as at 31 March 2011 and of their financial performance and cash flows for the year then ended.

24

Annual Report 2011

Independent Auditors' Report to the Members of BORNEO AQUA HARVEST BERHAD
(Incorporated in Malaysia)
(cont’d)

Report on other legal and regulatory requirements In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following: (a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act. (b) We have considered the financial statements and the auditors’ reports of the subsidiary of which we has not acted as auditors, which is indicated in Note 17 to the financial statements, being financial statements that have been included in the consolidated financial statements. (c) We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial statements of the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations required by us for those purposes. (d) The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and did not include any comment required to be made under Section 174(3) of the Act. Other matters The supplementary information set out in Note 34 on page 76 is disclosed to meet the requirement of Bursa Malaysia Securities Berhad. The directors are responsible for the preparation of the supplementary information in accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants (“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia Securities Berhad. This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.

ERNST & YOUNG AF: 0039 Chartered Accountants Sandakan, Malaysia 18 July 2011

CHONG KET VUI, DUSUN 2944/01/13 (J) Chartered Accountant

Borneo Aqua Harvest Berhad (649504-D)

25

054 - - 8 (3.655) (629.718 (640.364 205.623 9.785) (466.190.400.405.665) (736.555) (1.256) (629.285.776) (1.735) (736.631 (15.256) - (487.834) (1.612) 10.256) (736. 26 Annual Report 2011 .601) (162.277 (111.929.349 2011 RM Company 2010 RM - Revenue Cost of sales Gross profit Other items of income Interest income Other income Other items of expense Selling and distribution costs Administrative expenses Finance costs Other expenses Profit/(loss) before tax Income tax expense Profit/(loss) net of tax Other comprehensive income Total comprehensive income/ (expense) attributable to owners of the parent Earnings per share attributable to owners of the parent (sen per share): Basic 5 6 7 3.398.735) 13 0.030.060.492 (629.92 The accompanying accounting policies and explanatory notes form an integral part of the financial statements.067.607.608 (18.262.956.605) 10.822.122) (142.06 2.474) (2.645.441) 9.160.789 (1.282) 19.493.488) (4.564.070) (249.003 2010 RM 35.678) 195.111 (21.217) 1.044) (3.360 11 44.735) - 9 12 173.Statements of Comprehensive Income For the financial year ended 31 March 2011 Group Note 2011 RM 28.533.

297 Net current assets Non-current liabilities Loans and borrowings Deferred tax liabilities 22 24 27.548.979.346.605 1.645.192.913 63.677.634.980.005.396 8.172 731.356 Total assets Equity and liabilities Current liabilities Loans and borrowings Trade and other payables 98.970 43.120 105.185 2.383 24.885.043 23.985 117.337.807.014.115.181 27.576.246 4.737 Total liabilities Net assets 35.259 25.178.184 172.956 1.705 2.251 1.484 54.584 214.101.863 9.574 26.970 47.589 63.512.214 45.385 928.893 465.371.219.204 2.358 4.240.131.840 6.916 45.773 1.369 319.047.825 43.532 20.366 3.604.938 1.432.715 40.480 53.617 2.244.110.817.703 45.050.496 5.097 16.100.669.801 105.429.619 43.366 120.605.495.821 18.510 1.204 43.619 84.739.2009 (restated) RM Company 2011 RM 2010 RM 14 15 16 17 18 20 38.207.251 319.025 323.997 47.807 Borneo Aqua Harvest Berhad (649504-D) 27 .101 9.455.382 89.135 1.759 23.251 45.765 83.422.619 45.Statements of Financial Position As at 31 March 2011 Group Note 2011 RM Assets Non-current assets Property.125.243.360 22.612.149 1.064.498.927.878.517 29.645.950 11.339 18.676.533 42.575 40.388.824.481 84.456.029 7.660 108.198.435 2.876 54.007 369.120.971.520.666 1.4.440 Current assets Biological assets Inventories Trade and other receivables Prepayments Tax refundable Cash and bank balances 18 19 20 21 26.036.692 319.461 6.933.149.627 36.396 22 23 16.502.160 65.776 2.215 4.888 15.452 84.106. plant and equipment Land use rights Intangible asset Investments in subsidiaries Biological assets Other receivables 2010 (restated) RM As at 1.339.676.744 1.021.497.913 54.120 105.144.082.414 1.389 1.941.065.229 85.732 43.266.950 12.

130.819 (1.878.000.000.819 (391.732 33.807 98.824.356 The accompanying accounting policies and explanatory notes form an integral part of the financial statements.000 13.094) 17.Statements of Financial Position As at 31 March 2011 Group Note 2011 RM Equity attributable to owners of the parent Share capital Share premium Foreign currency translation reserve Retained earnings/ (accumulated losses) Total equity Total equity and liabilities 25 25 26 33.130.338) 45.536.737 45.000 13.605 33.692 83.000.429.130.807.481 45.971 63.130.000 13.634.2009 (restated) RM 2011 RM 2010 RM 33.396 33.000.891.694 54.933.732.110.100.819 (33.179 7.739.082 63.130.082) 45.606) 17.819 (55.097 2010 (restated) RM (cont`d) Company As at 1.000 13.000.000 13. 28 Annual Report 2011 .4.115.020.184 89.819 78.

819 78.082 Borneo Aqua Harvest Berhad (649504-D) 29 .732.130.111 17.130.000 13.000.094) 7. total RM Group At 1 April 2009 Total comprehensive income At 31 March 2010 Total comprehensive income At 31 March 2011 54.971 195.488) (55.692 9.606) (21.785) (33.645.277 17.179 (111.623 63.807.130.891.184 173.819 13.634.000.000.000 33.492 63.694 9.Statements of Changes In Equity For the financial year ended 31 March 2011 Non-Distributable Foreign currency translation reserve RM Distributable Equity.819 13.100.807 Share capital RM Share premium RM Retained earnings RM 33.536.000 33.533.

481 Share capital RM Share premium RM 33.130.000.819 13.000 13.735) (391.737 (629.476.000 33. total RM Company At 1 April 2009 Total comprehensive expense At 31 March 2010 Total comprehensive expense At 31 March 2011 46.Statements of Changes In Equity For the financial year ended 31 March 2011 NonDistributable Retained earnings/ (accumulated losses) RM Equity.000 33.130.819 345.735) 45.739.472 (736.082) (629.256) 45.130.000.338) The accompanying accounting policies and explanatory notes form an integral part of the financial statements.110.819 13.020.256) (1.653 (736.000. 30 Annual Report 2011 .

140) 7.364) 342.625) (486.681 148.026 1.833.265) 4.766.780.804 179 - 542.834 308.632 465.480.968.633 179 16.221) 502.527 16.262.944) 106.388.704 (3.531 976 162.285) 6.054.586 7.787 148.100 1.862 58.655 163. plant and equipment Loss on disposal of broodstock Property written off Unrealised loss/(gain) on foreign exchange Total adjustments Operating cash flows before changes in working capital Changes in working capital Net changes in account with subsidiary companies (Increase)/decrease in trade and other receivables Increase in inventories Increase/(decrease) in trade and other payables Total changes in working capital Cash flows from operations Interest received Interest paid Income taxes paid Net cash flows from operating activities 6 18 16 15 14 16 8 7 9 9 (3.822.405 1.403. plant and equipment Development expenditure written off Finance costs Gain on disposal of property.003) (2.285.641 1.249 (465.862 58.818 930 (41.Statements of Cash Flows For the financial year ended 31 March 2011 Group Note Operating activities Profit/(loss) before tax Adjustments for: Interest income Amortisation of broodstocks Amortisation of development costs Amortisation of land use rights Depreciation of property.433 - 2.758) (5.557.122 (39.735) 2011 RM 2010 RM 2011 RM Company 2010 RM 8.822.725 6.986.830 17.631 976 249.424 4.423 3.168) 7.433 Borneo Aqua Harvest Berhad (649504-D) 31 .565 3.724.339 (66.625) 231.122) (3.465.956.667.789 10.049 5.042.834) (8.230.718 (629.359.094) (2.956.990) (10.041 (11) 300.172 234.871.892.364 (1.829) (8.256) (736.519.665 250.081 11 (1.175) (1.

907) (1. plant and equipment Additions of broodstocks Net cash flows used in investing activities Financing activities Net repayment of revolving credit Repayment of obligations under finance leases Net cash flows used in financing activities Net (decrease)/increase in cash and cash equivalents Effect on foreign exchange rate changes Cash and cash equivalents at 1 April Cash and cash equivalents at 31 March (8.970 10.813.777.090.767) 2011 RM 2010 RM 2011 RM Company 2010 RM (5.901) - - (10.650.106.Statements of Cash Flows For the financial year ended 31 March 2011 (cont’d) Group Note Investing activities Proceed from disposal of broodstock Proceed from disposals of motor vehicle and equipment Purchase of property.367 21 (13.049) (1.237.684.466) (179.901) 113.952) - (5.634 (3.515) (1.904.211 (2.956.134) (225.149 11.639) (4.597) (2. 32 Annual Report 2011 .875.904.451.392) (777.970 The accompanying accounting policies and explanatory notes form an integral part of the financial statements.554) 179 11.443.220) (1.029.185) (663.962 534.133) (1.907) 12.435) (5.767) 9.830) - (3.603 1.830) - (8.

Jointly Controlled Entity or Associate Amendments to FRS 2 Share-based Payment .Notes to the Financial Statements For the financial year ended 31 March 2011 1. Jalan Leila. There have been no significant changes in the nature of the principal activities during the financial year. The principal activity of the Company is investment holding. Block E.1 Basis of preparation The financial statements of the Group and of the Company have been prepared in accordance with Financial Reporting Standards and the Companies Act. The Directors have reviewed the recoverability of the trade receivables and payments made by those customers subsequent to the end of the financial year and are of the opinion that no provision is required in respect of these debts. The debts due from the customers have also exceeded their normal credit period 90 days. the Group has significant concentration of credit risk relating to 1 (2010: 3) overseas customers who representing approximately 38% (2010: 62%) of the total receivables.Vesting Conditions and Cancellations Amendments to FRS 132 Financial Instruments: Presentation Borneo Aqua Harvest Berhad (649504-D) 33 . 3. 2.2. Corporate information Borneo Aqua Harvest Berhad (“the Company”) is a public limited liability company. and is listed on the ACE market of Bursa Malaysia Securities. The financial statements have been prepared on the historical cost basis except as disclosed in the accounting policies below. Bandar Nam Tung. The principal places of business of the Company are located at the sea front of Pulau Palak in Sandakan. the Group and the Company adopted new and revised FRS which are mandatory for financial periods beginning on or after 1 January 2010 as described fully in Note 3. The financial statements are presented in Ringgit Malaysia (RM). The principal activities of the subsidiaries are stated in Note 17 to the financial statements. Sabah. incorporated and domiciled in Malaysia. At the beginning of the current financial year. • • • • • • • • FRS 7 Financial Instruments: Disclosures FRS 8 Operating Segments FRS 101 Presentation of Financial Statements (Revised) FRS 123 Borrowing Costs FRS 139 Financial Instruments: Recognition and Measurement Amendments to FRS 1 First-time Adoption of Financial Reporting Standards and FRS 127 Consolidated and Separate Financial Statements: Cost of an Investment in a Subsidiary. Significant concentration risk As at the end of the financial year. 3. Sabah. The registered office of the Company is located at Lot 4. 90000 Sandakan. Pulau Silam and Pulau Saga in Lahad Datu. the Group and the Company adopted the following new and amended FRS and IC Interpretations mandatory for annual financial periods beginning on or after 1 January 2010. Summary of significant accounting policies 3. 1965 in Malaysia.2 Changes in accounting policies The accounting policies adopted are consistent with those of the previous financial year except as follows: On 1 April 2010.

The Standard also introduces the statement of comprehensive income. The revised FRS 101 was adopted retrospectively by the Group and the Company.2 Changes in accounting policies (cont’d) (cont`d) • • • • • • • Amendments to FRS 139 Financial Instruments: Recognition and Measurement. policies and processes for managing capital (see Note 31). Adoption of the above standards and interpretations did not have any effect on the financial performance or position of the Group and the Company except for those discussed below: FRS 7 Financial Instruments: Disclosures Prior to 1 April 2010. Summary of significant accounting policies (cont’d) 3. FRS 7 introduces new disclosures to improve the information about financial instruments.Notes to the Financial Statements For the financial year ended 31 March 2011 3. In addition. FRS 7 Financial Instruments: Disclosures and IC Interpretation 9 Reassessment of Embedded Derivatives Improvements to FRS issued in 2009 IC Interpretation 9 Reassessment of Embedded Derivatives IC Interpretation 10 Interim Financial Reporting and Impairment IC Interpretation 11 FRS 2 . a statement of financial position is required at the beginning of the earliest comparative period following a change in accounting policy. The statement of changes in equity includes only details of transactions with owners. or in two linked statements.The Limit on a Defined Benefit Asset. 34 Annual Report 2011 . These FRS are. liquidity risk and market risk. The revised Standard separates owner and non-owner changes in equity. Hence. Minimum Funding Requirements and their Interaction FRS 4 Insurance Contracts and TR i-3 Presentation of Financial Statements of Islamic Financial Institutions will also be effective for annual periods beginning on or after 1 January 2010. It requires the disclosure of qualitative and quantitative information about exposure to risks arising from financial instruments. information about financial instruments was disclosed in accordance with the requirements of FRS 132 Financial Instruments: Disclosure and Presentation. the correction of an error or the classification of items in the financial statements.Group and Treasury Share Transactions IC Interpretation 13 Customer Loyalty Programmes IC Interpretation 14 FRS119 . FRS 101 Presentation of Financial Statements (Revised) The revised FRS 101 introduces changes in the presentation and disclosures of financial statements. The Group and the Company have applied FRS 7 prospectively in accordance with the transitional provisions. with all non-owner changes in equity presented as a single line. not applicable to the Group and the Company. the new disclosures have not been applied to the comparatives. The new disclosures are included throughout the Group’s and the Company’s financial statements for the year ended 31 March 2011. either in one single statement. The Group and the Company has elected to present this statement as one single statement. The revised FRS 101 also requires the Group to make new disclosures to enable users of the financial statements to evaluate the Group’s objectives. with all items of income and expense recognised in profit or loss. including sensitivity analysis to market risk. together with all other items of recognised income and expense recognised directly in equity. including specified minimum disclosures about credit risk. however.

No adjustment is required arising from such change of accounting policy. Upon the adoption of FRS 139. the loans and advances are measured at amortised cost of RM1.500. provision for doubtful debts was recognised when it was considered uncollectible. the Company provided financial guarantees to banks in connection with bank loans and other banking facilities granted to its subsidiary.000) As at 1 April 2010 RM • Financial guarantee contracts During the current and prior years. The guarantees were disclosed as contingent liabilities. • Inter-company loans During the current and prior years. an impairment loss is recognised when there is objective evidence that an impairment loss has been incurred. The details of the changes in accounting policies and the effects arising from the adoption of FRS 139 are discussed below: • Impairment of trade receivables Prior to 1 April 2010. The amount of the loss is measured as the difference between the receivable’s carrying amount and the present value of the estimated future cash flows discounted at the receivable’s original effective interest rate. the Company granted interest-free loans and advances to its subsidiary companies. The Company have adopted FRS 139 prospectively on 1 April 2010 in accordance with the transitional provisions. Upon the adoption of FRS 139.2 Changes in accounting policies (cont’d) FRS 139 Financial Instruments: Recognition and Measurement (cont`d) FRS 139 establishes principles for recognising and measuring financial assets. Prior to 1 April 2010. Summary of significant accounting policies (cont’d) 3.500.000 (43. all unexpired financial guarantees issued by the Company are recognised as financial liabilities and are measured at their initial fair value less accumulated amortisation as at 1 April 2010.500. The difference between the fair value and cost of the loans or advances is recognised as an additional investment in the holding company. Subsequent to initial recognition. Borneo Aqua Harvest Berhad (649504-D) 35 .500.644. these loans and advances were recorded at cost in the Company’s financial statements.984.000 (43. the interest-free loans or advances are recorded initially at a fair value that is lower than cost. financial liabilities and some contracts to buy and sell non-financial items. Prior to 1 April 2010.Notes to the Financial Statements For the financial year ended 31 March 2011 3. Upon the adoption of FRS 139. The following are effects arising from the above changes in accounting policies: Increase/(decrease) As at 31 March 2011 RM Company Statements of financial position Investments in subsidiary companies Amounts due from subsidiaries 43. The effects arising from the adoption of this Standard has been accounted for by adjusting the opening balance of retained earnings as at 1 April 2010. the Company did not provide for such guarantees unless it was more likely than not that the guarantees would be called upon. Comparatives are not restated.000) 43. No adjustments to the Company’s allowance for impairment losses as at 1 April 2010 are required arising from such change of accounting policy.

155. for all leases of land. Hence. The Group has applied this change in accounting policy retrospectively and certain comparatives have been restated. all leasehold land held for own use was classified by the Group as operating lease and where necessary.569.2 Changes in accounting policies (cont’d) Amendments to FRS 117 Leases (cont`d) Prior to 1 April 2010.617 2. the minimum lease payments or the up-front payments made were allocated between the land elements in proportion to the relative fair values for leasehold interests in the land element of the lease at the inception of the lease. They also clarify that the present value of the residual value of the property in a lease with a term of several decades would be negligible and accounting for the land element as a finance lease in such circumstances would be consistent with economic position of the lessee. Group 2011 RM Increase/(decrease) in: Property. Summary of significant accounting policies (cont’d) 3.424 (303. The following are effects to be consolidated statement of financial positions as at 31 March 2011 arising from the above change in accounting policy.917 2.266. if title is not expected to pass to the lessee by the end of the lease term.859 (300. The up-front payment represented prepaid lease payments and were amortised on a straight line basis over the lease term. the lessee normally does not receive substantially all of the risks and rewards incidental to ownership.294) Adjustments RM 36 Annual Report 2011 .443 300. plant and equipment Land use rights 40. Hence. plant and equipment Land use rights 1 April 2009 Property. plant and equipment Land use rights The following comparatives have been restated: As previously stated RM Consolidated statement of financial position 31 March 2010 Property.431 303.508.776 2.007 40. the adoption of the amendments to FRS 117 has resulted in certain unexpired land leases to be reclassified as finance leases.193 2.346.424) 40.207.456.Notes to the Financial Statements For the financial year ended 31 March 2011 3.859) 40.294 (298.043. The amendments to FRS 117 leases clarify that leases of land are classified as operating or finance leases in the same way as leases of other assets.584 As restated RM 298.

3 Standards and interpretations issued but not yet effective (cont`d) The Group has not adopted the following standards and interpretations that have been issued but not yet effective: Description Effective for annual periods beginning on or after 1 July 2010 1 July 2010 1 July 2010 1 July 2010 1 July 2010 1 July 2010 1 July 2010 1 July 2010 1 July 2010 1 July 2010 30 August 2010 1 January 2011 1 January 2011 1 January 2011 1 January 2011 1 January 2011 1 January 2011 1 January 2011 1 July 2011 1 July 2011 1 January 2012 1 January 2012 FRS 1: First-time Adoption of Financial Reporting Standards FRS 3: Business Combinations (revised) Amendments to FRS 2: Share-based Payment Amendments to FRS 5: Non-current Assets Held for Sale and Discontinued Operations Amendments to FRS 127: Consolidated and Separate Financial Statements Amendments to FRS 138: Intangible Assets Amendments to IC Interpretation 9: Reassessment of Embedded Derivatives IC Interpretation 12: Service Concession Arrangements IC Interpretation 16: Hedges of a Net Investment in a Foreign Operation IC Interpretation 17: Distributions of Non-cash Assets to Owners Amendments to IC Interpretation 15: Agreements for the Construction of Real Estate Amendments to FRS 1: Limited Exemption from Comparative FRS 7 Disclosures for First-time Adopters Amendments to FRS 1: Additional Exemptions for First-time Adopters Amendments to FRS 2: Group Cash . Summary of significant accounting policies (cont’d) 3. The nature of the impending changes in accounting policy on adoption of the revised FRS 3 and the amendments to FRS 127 are described below: Borneo Aqua Harvest Berhad (649504-D) 37 .Notes to the Financial Statements For the financial year ended 31 March 2011 3. as well as the new disclosures required under the Amendments to FRS 7.Settled Share-based Payment Transactions Amendments to FRS 7: Improving Disclosures about Financial Instruments IC Interpretation 4 : Determining whether an Arrangement Contains a Lease IC Interpretation 18: Transfer of Assets from Customers Improvements to FRSs (2010) issued in November 2010 Amendments to IC Interpretation 14: Prepayments of a Minimum Funding Requirements IC Interpretation 19: Extinguishing Financial Liabilities with Equity Instruments IC Interpretation 15: Agreements for the Construction of Real Estate Amendments to FRS 124: Related Party Disclosure Except for the changes in accounting policies arising from the adoption of the revised FRS 3 and the amendments to FRS 127. the directors expect that the adoption of the other standards and interpretations above will have no material impact on the financial statements in the period of initial application.

The revised FRS 3 introduces a number of changes in the accounting for business combinations occurring after 1 July 2010. Any excess of the Group’s share in the net fair value of the acquired subsidiary’s identifiable assets. embedded derivatives separated from the host contract by the acquiree are reassessed on acquisition unless the business combination results in a change in the terms of the contract that significantly modifies the cash flows that would otherwise be required under the contract. Summary of significant accounting policies (cont’d) 3. the reported results in the period that an acquisition occurs. FRS 112 Income Taxes. and equity instruments issued. of the assets given. at the date of exchange. income and expenses and unrealised gains and losses resulting from intra-group transactions are eliminated in full. When the Group acquires a business. the amended standard changes the accounting for losses incurred by the subsidiary as well as the loss of control of a subsidiary. liabilities and contingent liabilities over the cost of business combination is recognised as income in profit or loss on the date of acquisition. 3.3 Standards and interpretations issued but not yet effective (cont’d) (cont`d) Revised FRS 3 Business Combinations and Amendments to FRS 127 Consolidated and Separate Financial Statements The revised standards are effective for annual periods beginning on or after 1 July 2010. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date.8(a). However. plus any costs directly attributable to the business combination. 3. The cost of a business combination is measured as the aggregate of the fair values. Consistent accounting policies are applied to like transactions and events in similar circumstances. These changes will impact the amount of goodwill recognised. nor will they give rise to a gain or loss. The accounting policy for goodwill is set out in Note 3. All intra-group balances. Other consequential amendments have been made to FRS 107 Statement of Cash Flows. Adjustments to those fair values relating to previously held interests are treated as a revaluation and recognised in other comprehensive income. liabilities and contingent liabilities is recorded as goodwill on the statement of financial position. 38 Annual Report 2011 . and continue to be consolidated until the date that such control ceases. The changes from revised FRS 3 and Amendments to FRS 127 will affect future acquisitions or loss of control and transactions with minority interests. FRS 121 The Effects of Changes in Foreign Exchange Rates. The financial statements of the subsidiaries used in the preparation of the consolidated financial statements are prepared for the same reporting date as the Company.4 Basis of consolidation The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at the reporting date. being the date on which the Group obtains control. Any excess of the cost of business combination over the Group’s share in the net fair value of the acquired subsidiary’s identifiable assets. The Amendments to FRS 127 require that a change in the ownership interest of a subsidiary (without loss of control) is accounted for as an equity transaction. such transactions will no longer give rise to goodwill. The consolidated financial statements are presented in Ringgit Malaysia (RM). and future reported results.5 Foreign currency a) Functional and presentation currency The individual financial statements of each entity in the Group are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”).Notes to the Financial Statements For the financial year ended 31 March 2011 3. Therefore. liabilities incurred or assumed. Furthermore. which is also the Company’s functional currency. FRS 128 Investments in Associates and FRS 131 Interests in Joint Ventures. The standards may be early adopted. Subsidiaries are consolidated from the date of acquisition. the Group does not intend to early adopt. Acquisitions of subsidiaries are accounted for by applying the purchase method.

plant and equipment are required to be replaced in intervals. Borneo Aqua Harvest Berhad (649504-D) 39 . The exchange differences arising on the translation are taken directly to other comprehensive income. and only if. On disposal of a foreign operation. Non-monetary items denominated in foreign currencies that are measured at historical cost are translated using the exchange rates as at the dates of the initial transactions. when a major inspection is performed. The cost of an item of property. Exchange differences arising on the translation of non-monetary items carried at fair value are included in profit or loss for the period except for the differences arising on the translation of non-monetary items in respect of which gains and losses are recognised directly in equity. Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary items denominated in foreign currencies measured at fair value are translated using the exchange rates at the date when the fair value was determined. the Group recognises such parts as individual assets with specific useful lives and depreciation.5 Foreign currency (cont’d) b) Foreign currency transactions (cont`d) Transactions in foreign currencies are measured in the respective functional currencies of the Company and its subsidiaries and are recorded on initial recognition in the functional currencies at exchange rates approximating those ruling at the transaction dates. which are recognised initially in other comprehensive income and accumulated under foreign currency translation reserve in equity. Summary of significant accounting policies (cont’d) 3. Likewise. Exchange differences arising on the settlement of monetary items or on translating monetary items at the reporting date are recognised in profit or loss except for exchange differences arising on monetary items that form part of the Group’s net investment in foreign operations.Notes to the Financial Statements For the financial year ended 31 March 2011 3. Goodwill and fair value adjustments arising on the acquisition of foreign operations are treated as assets and liabilities of the foreign operations and are recorded in the functional currency of the foreign operations and translated at the closing rate at the reporting date. The foreign currency translation reserve is reclassified from equity to profit or loss of the Group on disposal of the foreign operation. plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. plant and equipment Property. its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. When significant parts of property. plant and equipment is recognised as an asset if. respectively. it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. the cumulative amount recognised in other comprehensive income and accumulated in equity under foreign currency translation reserve relating to that particular foreign operation is recognised in the profit or loss. 3. Exchange differences arising from such non-monetary items are also recognised directly in equity.6 Property. All other repair and maintenance costs are recognised in profit or loss as incurred. c) Foreign operations The assets and liabilities of foreign operations are translated into RM at the rate of exchange ruling at the reporting date and income and expenses are translated at exchange rates at the dates of the transactions.

and adjusted prospectively. the difference between the net disposal proceeds and the net carrying amount is recognised in the income statement. All costs incurred on immature broodstocks which are accumulated on a project basis. An item of property.10.Notes to the Financial Statements For the financial year ended 31 March 2011 3. 3.7 Biological assets Biological assets are stated at cost less accumulated amortisation and impairment losses. Maintenance costs of broodstocks after commencement of breeding are recognised in the income statement. Summary of significant accounting policies (cont’d) 3. cost of feeds and medication. depending on the species. which varies between 8 to 10 years. The costs of broodstocks are amortised over the expected reproductive live span of the respective fish. furniture. direct labour cost and an appropriate proportion of farm operating overheads. are capitalised until such time when the broodstocks commence breeding. plant and equipment is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. The residual values. The policy for the recognition and measurement of impairment losses is in accordance with Note 3. Costs incurred on immature broodstocks consist of the acquisition cost of the mother fish. useful life and depreciation method are reviewed at each financial year-end. 40 Annual Report 2011 . plant and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. if appropriate.6 Property. The difference between the net disposal proceeds. Upon the disposal of broodstocks. fittings and equipment Over remaining lease term of land 10 .15 years 10 years 10 years 5 years 15 years 5 years 10 years Capital construction-in-progress are not depreciated as these assets are not yet available for use. net and cages Hatchery ponds Heavy equipment Live fish carrier vessels Motor vehicles Fish pond equipment. if any and the net carrying amount is recognised in income statement. plant and equipment is provided for on a straight line basis to write off the cost of each asset to its residual value over the estimated useful lives as follows: Long term leasehold land Buildings Floating plateform. plant and equipment (cont’d) (cont`d) Depreciation of other property. The carrying values of property.

its intention to complete and its ability to use or sell the asset. 3. including the allocated goodwill. goodwill acquired is allocated. Following initial recognition. Summary of significant accounting policies (cont’d) 3. an impairment loss is recognised in the profit or loss.8 Intangible assets a) Goodwill (cont`d) Goodwill is initially measured at cost. The cash-generating unit to which goodwill has been allocated is tested for impairment annually and whenever there is an indication that the cash-generating unit may be impaired. the Group makes an estimate of the asset’s recoverable amount. to each of the Group’s cash-generating units that are expected to benefit from the synergies of the combination. Where the recoverable amount of the cash-generating unit is less than the carrying amount. 3. If any such indication exists. Borneo Aqua Harvest Berhad (649504-D) 41 . or when an annual impairment assessment for an asset is required. the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Where goodwill forms part of a cash-generating unit and part of the operation within that cash-generating unit is disposed of. The land use rights are amortised over their lease terms. b) Research and development costs Research costs are expensed as incurred. land use rights are measured at cost less accumulated amortisation and accumulated impairment losses. Following initial recognition. Deferred development costs arising from development expenditures on an individual project are recognised when the Group can demonstrate the technical feasibility of completing the intangible asset so that it will be available for use or sale. from the acquisition date. Impairment losses recognised for goodwill are not reversed in subsequent periods.Notes to the Financial Statements For the financial year ended 31 March 2011 3. Goodwill disposed of in this circumstance is measured based on the relative fair values of the operations disposed of and the portion of the cash-generating unit retained. Goodwill and fair value adjustments arising on the acquisition of foreign operation on or after 1 January 2006 are treated as assets and liabilities of the foreign operations and are recorded in the functional currency of the foreign operations and translated in accordance with the accounting policy set out in Note 3. with the recoverable amount of the cash-generating unit.9 Land use rights Land use rights are initially measured at cost. Goodwill and fair value adjustments which arose on acquisitions of foreign operation before 1 January 2006 are deemed to be assets and liabilities of the Company and are recorded in RM at the rates prevailing at the date of acquisition. Deferred development costs have a finite useful life and are amortised over 5 years on a straight line basis.5. goodwill is measured at cost less accumulated impairment losses. how the asset will generate future economic benefits. by comparing the carrying amount of the cash-generating unit.10 Impairment of non-financial assets The Group assesses at each reporting date whether there is an indication that an asset may be impaired. For the purpose of impairment testing. the availability of resources to complete and the ability to measure reliably the expenditures during development.

A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. in the case of financial assets not at fair value through profit or loss. Impairment losses recognised in respect of a CGU or groups of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to those units or groups of units and then.12 Financial assets Financial assets are recognised in the statements of financial position when. An assessment is made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. the Group and the Company become a party to the contractual provisions of the financial instrument. If that is the case. 42 Annual Report 2011 . plus. 3. investments in subsidiaries are accounted for at cost less impairment losses. Such reversal is recognised in profit or loss unless the asset is measured at revalued amount.11 Subsidiaries A subsidiary is an entity over which the Group has the power to govern the financial and operating policies so as to obtain benefits from its activities. to reduce the carrying amount of the other assets in the unit or groups of units on a pro-rata basis. Subsequent to initial recognition. in which case the reversal is treated as a revaluation increase. In the Company’s separate financial statements. Summary of significant accounting policies (cont’d) 3. had no impairment loss been recognised previously. net of depreciation. and through the amortisation process. Where the carrying amount of an asset exceeds its recoverable amount. loans and receivables are measured at amortised cost using the effective interest method. assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units (“CGU”)). the carrying amount of the asset is increased to its recoverable amount. Impairment loss on goodwill is not reversed in a subsequent period. the estimated future cash flows expected to be generated by the asset are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. That increase cannot exceed the carrying amount that would have been determined. Loans and receivables Financial assets with fixed or determinable payments that are not quoted in an active market are classified as loans and receivables.10 Impairment of non-financial assets (cont’d) (cont`d) An asset’s recoverable amount is the higher of an asset’s fair value less costs to sell and its value in use. In assessing value in use. the asset is written down to its recoverable amount. and only when. directly attributable transaction costs.Notes to the Financial Statements For the financial year ended 31 March 2011 3. When financial assets are recognised initially. Gains and losses are recognised in profit or loss when the loans and receivables are derecognised or impaired. Impairment losses are recognised in profit or loss. they are measured at fair value. 3. For the purpose of assessing impairment.

Borneo Aqua Harvest Berhad (649504-D) 43 . highly liquid investments that are readily convertible to known amount of cash and which are subject to an insignificant risk of changes in value. demand deposits. direct labour. A financial asset is derecognised where the contractual right to receive cash flows from the asset has expired. the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised. where the carrying amount is reduced through the use of an allowance account.14 Cash and cash equivalents Cash and cash equivalents comprise cash at bank and on hand. it is written off against the allowance account. The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables. In the case of internally bred live stocks. and short-term. direct labour cost and an appropriate proportion of farm operating overheads accumulated on a project basis. other direct costs and an appropriate share of breeding overheads based on normal operating capacity. If any such evidence exists. Summary of significant accounting policies (cont’d) 3. The impairment loss is recognised in profit or loss.12 Financial assets (cont’d) (cont`d) Loans and receivables are classified as current assets. When a trade receivable becomes uncollectible. Net realisable value represents the estimated selling price less all estimated costs to be incurred in marketing. the difference between the carrying amount and the sum of the consideration received and any cumulative gain or loss that had been recognised in other comprehensive income is recognised in profit or loss.15 Inventories a) Fishery Livestocks Fishery livestocks are stated at the lower of cost (determined on a monthly weighted average basis) and net realisable value. the amount of impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the financial asset’s original effective interest rate. except for those having maturity dates later than 12 months after the reporting date which are classified as non-current. The amount of reversal is recognised in profit or loss. These also include bank overdrafts that form an integral part of the Group’s cash management. 3. the Group and the Company consider factors such as the probability of insolvency or significant financial difficulties of the debtor and default or significant delay in payments. Trade and other receivables and other financial assets carried at amortised cost To determine whether there is objective evidence that an impairment loss on financial assets has been incurred. 3. the previously recognised impairment loss is reversed to the extent that the carrying amount of the asset does not exceed its amortised cost at the reversal date. selling and distribution.13 Impairment of financial assets The Group and the Company assess at each reporting date whether there is any objective evidence that a financial asset is impaired. costs include cost of feeding. 3.Notes to the Financial Statements For the financial year ended 31 March 2011 3. On derecognition of a financial asset in its entirety. Cost of fishery livestocks and fish fry-in-progress include the cost of feeds and medication. If in a subsequent period.

3. Financial liabilities. such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability.15 Inventories (cont’d) b) Consumable Stores (cont`d) Consumable stores are stated at cost. and through the amortisation process. 44 Annual Report 2011 . When discounting is used. where appropriate. Loans and borrowings are recognised initially at fair value. are recognised in the statement of financial position when. the provision is reversed. and the difference in the respective carrying amounts is recognised in profit or loss.16 Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event. Cost includes expenses incurred in bringing the items into stores and is computed using the weighted average method. Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date. Trade and other payables are recognised initially at fair value plus directly attributable transaction costs and subsequently measured at amortised cost using the effective interest method. If the effect of the time value of money is material. 3.Notes to the Financial Statements For the financial year ended 31 March 2011 3. Provision is made for all damaged. For other financial liabilities. A financial liability is derecognised when the obligation under the liability is extinguished. other payables and loans and borrowings. provisions are discounted using a current pre tax rate that reflects. net of transaction costs incurred. the risks specific to the liability. or the terms of an existing liability are substantially modified. within the scope of FRS 139. and subsequently measured at amortised cost using the effective interest method. When an existing financial liability is replaced by another from the same lender on substantially different terms. obsolete and slow-moving items.17 Financial liabilities Financial liabilities are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability. If it is no longer probable that an outflow of economic resources will be required to settle the obligation. and only when. the Group and the Company become a party to the contractual provisions of the financial instrument. it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be estimated reliably. Summary of significant accounting policies (cont’d) 3. gains and losses are recognised in profit or loss when the liabilities are derecognised. Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. the increase in the provision due to the passage of time is recognised as a finance cost. Other financial liabilities The Group’s and the Company’s other financial liabilities include trade payables.

are charged as expenses in the periods in which they are incurred. Borrowing costs are capitalised until the assets are substantially completed for their intended use or sale. Leased assets are depreciated over the estimated useful life of the asset. Financial guarantee contracts are recognised initially as a liability at fair value. the asset is depreciated over the shorter of the estimated useful life and the lease term. which transfer to the Group substantially all the risks and rewards incidental to ownership of the leased item. Subsequent to initial recognition.19 Borrowing costs Borrowing costs are capitalised as part of the cost of a qualifying asset if they are directly attributable to the acquisition. the liability is measured at the higher of the best estimate of the expenditure required to settle the present obligation at the reporting date and the amount initially recognised less cumulative amortisation. construction or production of that asset. Capitalisation of borrowing costs commences when the activities to prepare the asset for its intended use or sale are in progress and the expenditures and borrowing costs are incurred. The aggregate benefit of incentives provided by the lessor is recognised as a reduction of rental expense over the lease term on a straight-line basis. Finance charges are charged to profit or loss. financial guarantee contracts are recognised as income in profit or loss over the period of the guarantee.21 Leases a) As lessee Finance leases. Borneo Aqua Harvest Berhad (649504-D) 45 . 3. If the debtor fails to make payment relating to financial guarantee contract when it is due and the Group. All other borrowing costs are recognised in profit or loss in the period they are incurred. are capitalised at the inception of the lease at the fair value of the leased asset or. 3. at the present value of the minimum lease payments. Operating lease payments are recognised as an expense in profit or loss on a straight-line basis over the lease term. Any initial direct costs are also added to the amount capitalised.20 Employee benefits Defined contribution plans The Group participates in the national pension schemes as defined by the laws of the countries in which it has operations. Contributions to defined contribution pension schemes are recognised as an expense in the period in which the related service is performed. However. if lower. net of transaction costs. a defined contribution pension scheme. Summary of significant accounting policies (cont’d) 3. Borrowing costs consist of interest and other costs that the Group and the Company incurred in connection with the borrowing of funds. Contingent rents. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. if there is no reasonable certainty that the Group will obtain ownership by the end of the lease term. The Malaysian companies in the Group make contributions to the Employee Provident Fund in Malaysia. is required to reimburse the holder for the associated loss. as the issuer.Notes to the Financial Statements For the financial year ended 31 March 2011 3. if any. 3.18 Financial guarantee contracts (cont`d) A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse the holder for a loss it incurs because a specified debtor fails to make payment when due.

The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date. affects neither the accounting profit nor taxable profit or loss. b) Deferred tax Deferred tax is provided using the liability method on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Revenue is measured at the fair value of consideration received or receivable: a) Sale of fish. Deferred tax liabilities are recognised for all temporary differences.23 Income taxes a) Current tax Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. b) Dividend income Dividend income is recognised when the Group’s right to receive payment is established. except: where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and. and in respect of taxable temporary differences associated with investments in subsidiaries. where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future. fish fry and fish eggs Revenue from sale of fish. Summary of significant accounting policies (cont’d) 3. - 46 Annual Report 2011 . Initial direct costs incurred in negotiating an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same bases as rental income. either in other comprehensive income or directly in equity. 3. 3.Notes to the Financial Statements For the financial year ended 31 March 2011 3. at the time of the transaction.21 Leases (cont’d) b) As lessor (cont`d) Leases where the Group retains substantially all the risks and rewards of ownership of the asset are classified as operating leases. fish fry and fish eggs is recognised upon delivery of products to customers during the year less returns and discounts. Current taxes are recognised in profit or loss except to the extent that the tax relates to items recognised outside profit or loss.22 Revenue Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured.

and the carry forward of unused tax credits and unused tax losses can be utilised except: where the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and. carry forward of unused tax credits and unused tax losses. Ordinary shares are recorded at the proceeds received. if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.Notes to the Financial Statements For the financial year ended 31 March 2011 3. 3. Unrecognised deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax assets to be utilised. Ordinary shares are equity instruments. Borneo Aqua Harvest Berhad (649504-D) 47 . Deferred tax assets and deferred tax liabilities are offset. affects neither the accounting profit nor taxable profit or loss. Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Summary of significant accounting policies (cont’d) 3. and in respect of deductible temporary differences associated with investments in subsidiaries. Dividends on ordinary shares are recognised in equity in the period in which they are declared. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled. 3.24 Share capital and share issuance expenses An equity instrument is any contract that evidences a residual interest in the assets of the Group and the Company after deducting all of its liabilities.23 Income taxes (cont’d) b) Deferred tax (cont’d) (cont`d) Deferred tax assets are recognised for all deductible temporary differences.25 Contingencies A contingent liability or asset is a possible obligation or asset that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of uncertain future event(s) not wholly within the control of the Group. - The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. to the extent that it is probable that taxable profit will be available against which the deductible temporary differences. at the time of the transaction. based on tax rates and tax laws that have been enacted or substantively enacted at the reporting date. deferred tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised. Ordinary shares are classified as equity. net of directly attributable incremental transaction costs. Contingent liabilities and assets are not recognised in the statements of financial position of the Group. Deferred tax items are recognised in correlation to the underlying transaction either in other comprehensive income or directly in equity and deferred tax arising from a business combination is adjusted against goodwill on acquisition.

These are common life expectancies applied in the aquaculture industry. Changes in the expected level of usage and technological developments could impact the economic useful lives and the residual values of these assets.012.780 16. Key sources of estimation uncertainty The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.468 360 28. assets and liabilities. However. Management estimates the useful lives of these plant and equipment to be within 5 to 15 years.356 35.608 21. Changes to these estimated reproductive life span could impact the future amortisation charges. a) Useful lives of plant and equipment The cost of plant and equipment is depreciated on a straight-line basis over the assets’ estimated economic useful lives. therefore future depreciation charges could be revised.Notes to the Financial Statements For the financial year ended 31 March 2011 4. Revenue Group 2011 RM Sale of: Fish Fish fry Lobster 11. expenses.481.343. A 5% difference in the expected useful lives of these assets from management’s estimates would result in approximately 1% (2010: 1. The carrying amount of the Company’s plant and equipment at the reporting date is disclosed in Note 14.275 14. uncertainty about these assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amount of the asset or liability affected in the future.493.846. 5. Significant accounting estimates (cont`d) The preparation of the Group’s financial statements requires management to make estimates and assumptions that affect the reported amounts of revenues. Management estimates the expected reproductive life span to be within 8 to 10 years.5%) variance in the Group’s profit for the year.190.631 2010 RM 2011 RM Company 2010 RM 48 Annual Report 2011 . and the disclosure of contingent liabilities at the reporting date. b) Amortisation of broodstocks The cost of broodstocks is amortised on a straight-line basis over their estimated economic useful lives of the respective species of fish.

536 60.902 1.113 1.834 2010 RM 2011 RM Company 2010 RM Borneo Aqua Harvest Berhad (649504-D) 49 .122 311. Interest income Group 2011 RM Interest income 3.126 44.360 2010 RM 2.484 1.574 205.364 2010 RM 11 (cont`d) Company 2011 RM 2010 RM - 7.491.822.477 19.285 1.965 76.956. Other income Group 2011 RM Unrealised gain on foreign exchange Realised gain on foreign exchange Miscellaneous income Hiring income 66.455 1.525 10.529. Finance costs Group 2011 RM Interest expense on: Bank overdrafts Obligations under finance leases Revolving credit Total finance costs 416.928 41.054 2011 RM Company 2010 RM - 8.Notes to the Financial Statements For the financial year ended 31 March 2011 6.

862 6.412 (2010: RM780.944) 106.286 514.726 58.884).499 (166.900 652.285) 281.500 976 249.780.665 287.683. plant and equipment Loss on disposal of broodstock 10.955 (177. Profit/(loss) before tax The following items have been included in arriving at profit/(loss) before tax: Group 2011 RM Amortisation of land use rights (Note 15) Auditors’ remuneration statutory audit other services Amortisation of broodstocks (Note 18) Amortisation of development expenditure (Note 16) Employee benefits expenses (Note 10) Depreciation of property.026 80.786) (10.228.603 26.000 1.269.586 287. Employee benefits expenses Group 2011 RM Wages and salaries Contributions to defined contribution plan Social security contributions Commissions paid Capitalised under: biological assets construction in progress 5.435.277.725 6.862 5.347.277.600 342.000 2010 RM 35.100 2010 RM 4.100 12.726 3.929 (66.681 148.499 13.163 24.423 80.400 300.950 243.977 261.339 2010 RM 58.000 - Company 2011 RM 2010 RM - Included in the employee benefits expenses of the Group are Executive Directors’ remuneration amounting to RM853.465.792 (39.400 976 162.140 799. 50 Annual Report 2011 . plant and equipment (Note 14) Development costs written off (Note 16) Hire of scow Loss/(gain) on foreign exchange Realised Unrealised Non-Executive Directors’ remuneration (Note 11) Property written off Rental expenses Gain on disposal of property.054.556 5.073 11.424 86.655 281.399) 6.787 148.437 - (cont`d) Company 2011 RM 42.Notes to the Financial Statements For the financial year ended 31 March 2011 9.100 4.465.634 1.000 142.000 2.443) 5.000 308.000 2.269.405 248.779 6.

000 23.590) 747.000 11.000 281.000 281.000 11.000 11. Directors’ remuneration (cont`d) The details of remuneration receivable by directors of the Group and Company during the year are as follows: Group 2011 RM Directors of the Company Executive: Salaries Other emoluments Commissions paid 2010 RM 2011 RM Company 2010 RM 612.852 26.920 150. Income tax expense Major components of income tax expense The major components of income tax expense for the years ended 31 March 2011 and 2010 are: Group 2011 RM Deferred tax (Note 24): Origination of temporary differences Income tax expense recognised in profit or loss 2010 RM 2011 RM Company 2010 RM 1.441 - - Borneo Aqua Harvest Berhad (649504-D) 51 .874 (77.000 287.000 1.600 - - 12.602 30.000 3.000 276.891) 826.000 61.000 61.781 895.000 276.284 - - Capitalised under biological assets Total executive directors remuneration Non-executive: Fees (Note 9) Other emoluments Total non-executive directors remuneration Total Directors’ remuneration Directors of subsidiary companies Executive: Salaries Other emoluments (68.678 1.Notes to the Financial Statements For the financial year ended 31 March 2011 11.750 2.107.701 612.000 287.441 640.000 11.920 221.034.810 270.954 824.810 287.000 1.000 270.678 640.284 281.067.067.600 33.

314 13. have been granted tax incentive under Section 127 of the Income Tax Act. Two subsidiary companies.256) Company 2010 RM (736..429 75.314) - (184.441 157.338.591 2.577 (157.706 1.697 35. 1967 whereby they are exempted from tax on statutory income from fish breeding. Bhd. 52 Annual Report 2011 .067. Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions.Notes to the Financial Statements For the financial year ended 31 March 2011 12.614 282. namely Plentiful Harvest Sdn.387) 797.219 534.603 640.184) - Domestic income tax is calculated at the Malaysian statutory tax rate of 25% (2010: 25%) of the estimated assessable profit for the year.735) 315. and Marine Terrace Sdn. Bhd.285.262.950 1.234 170.789 2010 RM 10.718 2011 RM (629. fish fry hatchery and fish rearing activities for a period of 10 years commencing 1 April 2004.571.930) 447.678 (3. Income tax expense (cont’d) Reconciliation between tax expense and accounting profit (cont`d) The reconciliation between tax expense and the product of accounting profit multiplied by the applicable corporate tax rate for the years ended 31 March 2011 and 2010 are as follows: Group 2011 RM Profit/(loss) before tax Tax at Malaysian statutory tax rate of 25% (2010: 25%) Different tax rates in other country Adjustments: Effect of tax exemption on profit Effect of expenses not deductible for tax purposes Deferred tax assets not recognised during the year Income tax expense for the year (13.

attributable to owners of the parent by the weighted average number of ordinary shares outstanding during the financial year.577 Weighted average number of ordinary shares for basic earnings per share computation 330.Notes to the Financial Statements For the financial year ended 31 March 2011 13. The following reflect the profit and share data used in the computation of basic earnings per share for the years ended 31 March: Group 2011 RM Profit net of tax attributable to owners of the parent used in the computation of earnings per share 2010 RM 195.645.000.111 9. diluted earnings per share is same as basic earnings per share.06 2. The Group has no potential ordinary shares in issue as at balance sheet date and therefore.92 Borneo Aqua Harvest Berhad (649504-D) 53 . net of tax. Earnings per share (cont`d) Basic earnings per share amounts are calculated by dividing profit for the year.000 330.000 Basic earnings per share (sen) 0.000.

387 4.686 55.174 71.864 5.971) At 31 March 2010 (restated) 9.316 51.146.375.798 9.554 - 11.836.633 7.624) (4.965 4.227 7.848.259.208.767.171 645. Construction fitting and work-inequipment progress RM RM Group Cost For the financial year ended 31 March 2011 At 1 April 2009: As previously stated Effect of adopting the amendments to FRS 117 6.000 1.321.174 7.950.447.047.271 51.989) (254.864 44.278 Notes to the Financial Statements At 1 April 2010: As previously stated Effect of adopting the amendments to FRS 117 308.600 67.000 7.892 639.202 4.370 1.413.374 3.798 13.681 52.185 (355.202 7.000 7.554 308.141 9.668.672 9.554 645.449 (3.913.141 25.191.068) 6.559 2.600 9.853.767.000 (249.283) (3.279.681 - 52. plant and equipment Long leasehold land RM Hatchery ponds RM Total RM Motor vehicles RM Floating plateforms.168.801.554 .269 7.227 - 308.375.413.572 13.591) (497.342.768.852) 2. net and Buildings cages RM RM Vessels and heavy equipment RM Fish pond equipment.271 1.778) (165.492 13.657) 6.945 11.212.554 (cont`d) As restated Additions Disposals Reclassifications Exchange differences 308.909 3.308.168.655) 7.375.259.801.065.283 48.392 (481. Property.171 5.852) (7.638.848.174 7.514.146.639 (355.554 As restated Additions Scrapped Reclassifications Exchange differences 308.883 (4.013.761) 4.668.665) 639.548.227 (162.554 - Annual Report 2011 At 31 March 2011 308.283 - 48.808.191 16.202.913. furniture.853.208.681 7.171 1.146.717 308.640 (12.554 7.892 110.759 7.355 308.853.451.913.311 (649) 4.576 7.661.684 7.300.600 9.221 10.716 5.606.750) (38) 677.945 404.576 361.168.54 14.864 645.848.316 7.323.514.

667 (47.500. furniture.322.911.970.975.447) (37.719.121 (809) 1.958 2.130 2.130 For the financial year ended 31 March 2011 As restated Depreciation charge for the year Scrapped Exchange differences 5.152 (76) 2.668 565.158.695 440.322.542 7.521. Property.076.668 565.984 547.464 339.871 1.464 339.132) 101.447) 1.999.871 1.802.502.946 1.017) 5.791 782.255 - 7.947 1. Construction fitting and work-inequipment progress RM RM Group Accumulated depreciation At 1 April 2009: As previously stated Effect of adopting the amendments to FRS 117 1.500.737 2.946 1.567 - 11.521.130 7.255 500. plant and equipment (cont’d) Long leasehold land RM Hatchery ponds RM Total RM Motor vehicles RM Floating plateforms.958 818.162 5.094.495 (cont`d) 55 .210 (36.355 3.Borneo Aqua Harvest Berhad (649504-D) 14.292 3.680.565 - Notes to the Financial Statements At 31 March 2010 (restated) 2.719. net and Buildings cages RM RM Vessels and heavy equipment RM Fish pond equipment.652 1.844 (47.

221 3.676.604 7.802.800 7.695 For the financial year ended 31 March 2011 As restated Depreciation charge for the year Disposals Exchange differences 7.493 (246) (823) 2.705 Annual Report 2011 .039) 93.680.076.191.514.348 6.737 2.578) (2) 3.947 1.174. furniture.917 3.113.074.370.536 1.686 38.615 11.502.685 204.859 (cont`d) At 31 March 2011 298.168.204.998 (2.695 2. Construction fitting and work-inequipment progress RM RM Group Accumulated depreciation At 1 April 2010: As previously stated Effect of adopting the amendments to FRS 117 2.542 440.298.737 2.848.456.414 5.766 (2.262 5.567 595.355 3.351 4.56 14.652 1.805 145.864) 16.437 5.904.681 40.593. Property.999. net and Buildings cages RM RM Vessels and heavy equipment RM Fish pond equipment.245 10. plant and equipment (cont’d) Long leasehold land RM Hatchery ponds RM Total RM Motor vehicles RM Floating plateforms.078 3.094.278 4.260 Net carrying amount 7.794.605.052.644.094.567.824) (34.502.264 (34.991 2.947 1.680.695 11.365 1.767 532.294 7.884 525.350.565 - At 31 March 2011 10.542 440.776 Notes to the Financial Statements At 31 March 2010 300.232.999.341 893.652 1.396.355 980.576 5.076.567 - 11.195.573 7.495 4.

801 6.935 3. Property. plant and equipment during the financial year was taken up in the financial statements as follows: Group 2011 RM Recognised in profit or loss Capitalised under biological assets 4.666 4.100 140.959 976 2.911.465.760 Borneo Aqua Harvest Berhad (649504-D) 57 .Notes to the Financial Statements For the financial year ended 31 March 2011 14. plant and equipment (cont’d) (cont`d) Furniture. fitting and equipment RM Company Cost At 1 April 2009 Additions At 31 March 2010 and 1 April 2010 Additions At 31 March 2011 Accumulated depreciation At 1 April 2009 Depreciation charge for the year At 31 March 2010 and 1 April 2010 Depreciation charge for the year At 31 March 2011 Net carrying amount At 31 March 2010 At 31 March 2011 Capitalisation of depreciation Depreciation of property.766 2010 RM 3.760 9.725 130.825 983 976 1.930 5.942 3.605.830 9.780.667 7.

719 31.853 7.511.379 Approvals from authorities The floating plateforms. plant and equipment (cont’d) Assets held under finance leases (cont`d) During the financial year. The Directors are confident that the said approval will be obtained in due course.953 242.350.000) by means of finance leases.005.185). plant and equipment pledged as securities for the Group’s bank loans (Note 22) are as follows: Group 2011 RM Long term leasehold land Buildings Floating platforms.351 3.993.627 3. net and sea cages Hatachery ponds Heavy equipment Motor vehicles Fish pond equipment Construction work-in-progress 298.603. and Pulau Silam and Pulau Saga in Lahad Datu.388 58 Annual Report 2011 .942 2010 RM 159.544 4.001 145.233 5. plant and equipment amounted to RM3.953 Assets pledged as security In addition to assets held under finance leases.192.765.392 (2010: RM4.451. The Group has obtained permission from the relevant authorities to undertake fish rearing activities on the sea front of Pulau Palak.233 297.975 9. written approval from the relevant authorities for undertaking of fish breeding.443.714 32.000 165.859 7. the Group acquired plant and equipment with an aggregate cost of Nil (2010: RM105. fish fry hatchery and fish rearing activities on the sea front of Pulau Silam and Pulau Saga are in the final stages of being obtained.847.155 607.108.451 8.767 200.904.Notes to the Financial Statements For the financial year ended 31 March 2011 14.262 113. the Group’s property.036. The cash outflow on acquisition of property.323 5. staff quarters and fish rearing cages are constructed on the sea front of Pulau Bai and Pulau Palak in Sandakan. The carrying amount of plant and equipment held under finance lease at the reporting date are as follows: Group 2011 RM Heavy equipment Motor vehicles Fish pond equipment 77. 2010 RM 300.348 162.689.000 151. However. Property.294 7.

849 (7.292 (308.861 (5.207.554) 2.160 109.423 163.292 (308.695) 163.469 2. Land use rights (cont`d) Group 2011 RM Cost At 1 April As previously stated Effects of adopting the amendments to FRS 117 At 31 March (restated) Accumulated amortisation At 1 April As previously stated Effects of adopting the amendments to FRS 117 As restated Amortisation for the year (Note 9) At 31 March (restated) Net carrying amount Amount to be amortised: Not later than one year Later than one year but not later than five years Later than five years 58.370.915. Borneo Aqua Harvest Berhad (649504-D) 59 .424 233.584 The prepaid land lease payments of the Group is pledged for borrowings as disclosed in Note 22 to the financial statements.424 221.696 1.554) 2.578 2.679.130) 104.731 58.692 1.370.154 58.149.679.857.423 233.Notes to the Financial Statements For the financial year ended 31 March 2011 15.160 58.207.154 2.040 2.149.584 2010 (restated) RM 2.738 170.738 2.

204 60 Annual Report 2011 .000 43.334 148. Intangible asset (cont`d) Group 2011 RM Development Expenditure Cost At 1 April Written off At 31 March Accumulated amortisation At 1 April Amortisation charge for the year At 31 March Net carrying amount At 31 March 65.204 105.862 599.Notes to the Financial Statements For the financial year ended 31 March 2011 16. Investments in subsidiaries Company 2011 RM Unquoted shares at cost 2010 RM Investments in subsidiary companies At 1 April Effects of adopting FRS 139 At 31 March 43.605.554 819.496 214.554 2010 RM This represents expenditure incurred on development of techniques for improvement of operational efficiencies of fish fry hatchery and fish rearing activities.026) 813.204 43.500.196 813. 17.058 450.862 748.554 813.204 105.605.204 105.580 (6.204 105.358 599.196 148.

Held through a subsidiary Salient Horizon Sdn. Malaysia 100 100 Malaysia Live fish transportation services Live fish transportation services 100 100 Well Sky Logistics Limited # Hong Kong 100 100 # Audited by firm of auditors other than Ernst & Young. Bhd. Bhd. operation of a fish hatchery and fish rearing Fish rearing 100 100 Marine Terrace Sdn.Notes to the Financial Statements For the financial year ended 31 March 2011 17. Country of incorporation Principal activities Proportion (%) of ownership interest 2011 2010 Malaysia Fish breeding. Borneo Aqua Harvest Berhad (649504-D) 61 . Bhd. Investments in subsidiaries (cont’d) The particulars of subsidiary companies are: (cont`d) Name Held by the Company Plentiful Harvest Sdn.

938 24.369. Biological assets (cont`d) Broodstocks RM Group At 31 March 2011 At 1 April 2010 Additions Amortisation charge for the year Sold At 31 March 2011 Non-current Current 4.576.305 (342.970 794.997 4.284.839 2.997 At cost At net realisable value 4.518.175 2.214 5.713.152 16.588) 23.625 2.676.036.343.681) (10.938 26.920 (12.335.713.214 5.787) (116.576.997 18.025 23.676.938 31.942).152 5.708 (300.632.576.308.954.308) 31.787) (12.518.947 (10.941.025 16.022 4.578.588) 18.576.025 20.495.284.Notes to the Financial Statements For the financial year ended 31 March 2011 18.025 18.636 13.022 Maintenance expenditure of immature broodstocks capitalised during the financial year included depreciation charge of RM140.941.676.036.524.576.214 5.713.941.938 23.997 4.997 918.518.022 20.729.152 29.576.997 Fishery livestocks and fish fry RM Total RM 18.941.666 12.082.214 At cost At net realisable value 5.333.025 18.632.681) 4.873.025 19.343.301) 5.007) 26.850 18.036.655 (300.850 23.172 2.576.885.518.313 31.938 26.941.313 26.214 26. 62 Annual Report 2011 .676.022 20.225 (342.036.676.214 At 31 March 2010 At 1 April 2009 Additions Amortisation charge for the year Sold At 31 March 2010 Non-current Current 4.666 (2010: RM130.219.941.036.036.997 4.

20.337.308.629.645.971.Notes to the Financial Statements For the financial year ended 31 March 2011 19.134.432.581 23.376 500 43.432.039.230 181.532 2010 RM - - - 2.385 465.281 Borneo Aqua Harvest Berhad (649504-D) 63 .213 188.507 20.166 341.435 23.342 323.705 1.084 358.645.399 115.210 24.876 22.970 45.484 12.876 43. Trade and other receivables Group 2011 RM Current Trade receivables Third parties Other receivables Amounts due from subsidiaries Deposits Sundry receivables Advances to construction contractors 352.149 1.484 43.106.960 72.865 20.984 500 1.431 11.385 Non-current Amounts due from a subsidiary company Total trade and other receivables (current and non-current) Add: Cash and bank balances (Note 21) Total loans and receivables 146.669.759 There were no inventories stated at net realisable value as at 31 March 2011 and 2010.767 345.172 1.971.533 22.144.661 879.648 1.432.612.480 24.657.172 1.551.633 45.804 20.669.484 1.645.644.665 2010 RM 2011 RM Company 2010 RM 69.539.699 1. Inventories (cont`d) Group 2011 RM At cost Fuel and oil Feeds Chemicals 149.

629. Trade and other receivables (cont’d) (a) Trade receivables (cont`d) Trade receivables are non-interest bearing and are generally on 30 to 90 days (2010: 30 to 90 days) terms. 64 Annual Report 2011 .796. None of the Group’s trade receivables that are neither past due nor impaired have been renegotiated during the financial year.804 2010 RM 11.125 22. This represents part of the net investment in a foreign subsidiary. As at balance sheet date.749. interest-free and have repayable on demand.117. These balances are unsecured in nature.348.164. Aging analysis trade receivables The ageing analysis of the Group’s trade receivables is as follows: Group 2011 RM Neither past due not impaired 1 to 30 days past due not impaired 31 to 60 days past due not impaired 61 to 90 days past due not impaired 14.300) that are past due at the reporting date but not impaired.665 Receivables that are neither past due nor impaired Trade receivables that are neither past due nor impaired are creditworthy debtors with good payment records with the Group.569 (2010: RM8.098 2. the Group has significant concentration of credit risk relating to 1 (2010: 3) customers representing approximately 38% (2010: 62%) of trade receivables.495.612.444 2. interest-free and not repayable within 12 months.256 1. (c) Amount due from a subsidiary company (non-current) The amount was unsecured. (b) Amounts due from subsidiary companies (current) The amounts are unsecured.Notes to the Financial Statements For the financial year ended 31 March 2011 20. Receivables that are past due but not impaired The Group has trade receivables amounting to RM8.946 20.816.551.512. They are recognised at their original invoice amounts which represent their fair values on initial recognition.365 4.235 6.

242.495.970 Cash at banks earns interest at floating rates based on daily bank deposit rates.466 22.480 2010 RM 1.198.242.050 4.440) (2. RM loan at ECOF + 3. cash and cash equivalents comprise the following at the reporting date: Group 2011 RM Cash and bank balances Bank overdrafts (Note 22) Cash and cash equivalents 22.533 (cont`d) Company 2011 RM 12.467 Borneo Aqua Harvest Berhad (649504-D) 65 .389 22.389 85.337.480 (13.101 179.000 829.149 Company 2010 RM 11.Notes to the Financial Statements For the financial year ended 31 March 2011 21.337. 2010 RM 465.a.077) (13.904. 22.388. For the purpose of the consolidated statement of cash flow.597) 2010 RM 1.054 6.440 17.907) 2011 RM 12.688 16.312 6.495.366 85.0% p.029.5% p.077 2.284.970 11.970 63.336 13.5% p.533 (4.777. Loans and borrowings Group 2011 RM Current Secured: Obligations under finance leases (Note 28(b)) Bank overdrafts (Note 21) Revolving credit RM loan at COF + 2.580.a.192.149 2010 RM 11.a.170.149 12. Cash and bank balances Group 2011 RM Cash at banks and on hand 465.956 Non-current Secured: Obligations under finance leases (Note 28(b)) RM loan at COF + 2.000.345 Total loans and borrowings 22.

66 Annual Report 2011 . debenture incorporating fixed and floating.467 Obligations under finance leases These obligations are secured by a charge over the leased assets (Note 29(b)). present and future assets of a subsidiary. RM bank loan at COF + 2.a. plant and equipment of a subsidiary.580.902. Bank overdrafts Bank overdrafts are denominated in RM.a.345 Revolving credits Revolving credits are rollovered on a monthly basis subject to bank’s review and bear interests at COF + 2. and joint and several guarantees by certain Directors of the Company. present and future assets of a subsidiary. present and future assets of a subsidiary.284. present and future charges over all the property.a. This loan is secured by: i) ii) iii) iv) legal charges over all the fixed and floating. present and future charges over all the property.982.Notes to the Financial Statements For the financial year ended 31 March 2011 22. corporate guarantee by the Company.278 22.5% p.22% p. and are secured by: i) ii) iii) iv) legal charges over all the fixed and floating. bear interest at BLR + 1.198.053 22.5% p. plant and equipment of a subsidiary.a. present and future charges over all the property.388.a. debenture incorporating fixed and floating. and joint and several guarantees by certain Directors of the Company. plant and equipment of a subsidiary.). corporate guarantee by the Company. 2010 RM 22. (2010: 6. and secured by: i) ii) iii) iv) legal charges over all the fixed and floating. corporate guarantee by the Company.336 22.101 2. Loans and borrowings (cont’d) (cont`d) The remaining maturities of the loans and borrowings as at 31 March 2011 and 2010 are as follows: 2011 RM On demand or within one year More than 1 year and less than 2 years More than 2 years and less than 5 years 5 years or more 16. debenture incorporating fixed and floating. The average discount rate implicit in the leases is 6.173 2.956 63.63% p.19% p. and joint and several guarantees by certain Directors of the Company.307.915 2.

619 (a) Trade payables These amounts are non-interest bearing. plant and equipment of the subsidiary which their market values upon realisation are higher than the outstanding loan and borrowing amounts.251 319.728 319.284.312 250.263.345 6.161 1. Borneo Aqua Harvest Berhad (649504-D) 67 .259 22. Trade payables are normally settled on an average term of 2 months (2010: average term of 2 months).467 537.Notes to the Financial Statements For the financial year ended 31 March 2011 23.286 84. the subsidiary will be able to meet their short term loans and borrowings obligations as and when they are due as they are in net current assets positions.251 - 78.906) are negligible as the probability of the financial guarantees being called upon is remote due to the following factors:(a) most of the outstanding loans and borrowings are adequately secured by properties.991 1.019. (b) for short term loans and borrowings which are not secured by properties. Other payables are normally settled on an average term of 6 months (2010: average term of 6 months).268 Total trade and other payables Add: Loans and borrowings (Note 22) Total financial liabilities carried at amortised cost 9.849 788.331 107.726 24.580.979.191.497.077. Trade and other payables Group 2011 RM Trade payables Third parties Other payables Accruals Sundry payables 789. (c) Financial guarantees The fair value of financial guarantees provided by the Company to the banks to secure banking/credit facilities granted to a subsidiary as disclosed in Note 22 with nominal amount of RM22.619 - 32.709.008 2.383 22.787.495.260 1. (b) Other payables These amounts are non-interest bearing.222 2010 RM (cont`d) Company 2011 RM 2010 RM - - 211.333 6.077 (2010: RM22.619 84.920 319. plant and equipment of the subsidiary.998.251 84.

727) 3.601 143.616 26.067.986.588) 1.980.082 1.842. for which no deferred tax asset is recognised due to uncertainty of it recoverability.975) (1.642) 640.Notes to the Financial Statements For the financial year ended 31 March 2011 24.508 3.444 227.000) that are available for offset against future taxable profits of the companies in which the losses arose.270.830) 1.863 Unrecognised tax losses: At the reporting date.185 (191. Deferred Tax As at 1 April 2009 RM Deferred tax liabilities: Property.109) 10. the Group has tax losses of approximately RM3.279 (180. plant and equipment Fishery livestocks Recognised in profit or loss (Note 12) RM As at 31 March 2010 RM (cont`d) Recognised in profit or loss (Note 12) RM As at 31 March 2011 RM 1.083 2.828 201.752) (144.907 1.744 (405.254) (1.000 (2010: RM2.467 882.590 Deferred tax assets: Unabsorbed capital and agriculture allowances Unutilised tax losses (529.171 2.727 (241.339.698.441 (934.318.125.678 (1.638 3.947. The availability of unused tax losses for offsetting against future taxable profits of the respective subsidiaries in Malaysia are subject to no substantial changes in shareholdings of those subsidiaries under Income Tax Act.991) (848.942.248.999 855.187.104.379) 163.045 371.089.070.643) (155.545 4. 68 Annual Report 2011 .264) (318.897) 1.047. 1967 and guidelines issued by the tax authority.

000 8. the following significant transactions between the Group and related parties took place at terms agreed between the parties during the financial year: 2011 RM Group Remuneration for employment services provided by close members of the family of Directors: Salaries.000.10 each 2011 2010 Authorised At beginning and end of year 500. wages and bonuses Contributions to defined contribution plan Social security contributions 75.819 Number of ordinary shares of RM0.000 9. Foreign currency translation reserve The foreign currency translation reserve represent exchange differences arising from the translation of the financial statements of foreign operations whose functional currencies are different from that of the Group’s presentation currency. Related party transactions (a) Sale and purchase of goods and services In addition to the related party information disclosed elsewhere in the financial statements.640 820 81.775 72.000.460 2010 RM Borneo Aqua Harvest Berhad (649504-D) 69 .000 (cont`d) Amount Total share capital and share premium RM 46.130. 26. All ordinary shares carry one vote per share without restrictions and rank equally with regard to the Company residual assets.000.819 Share premium RM 13. Share capital and share premium Number of ordinary shares of RM0.000 500.130.10 each Share capital Share capital (Issued and (Issued and fully paid) fully paid) RM At 1 April 2010 and 31 March 2011 330.000 33.000 50.000 775 84. 27.000 Amount 2011 RM 2010 RM 50.000.000 The holders of ordinary shares are entitled to receive dividends as and when declared by the company.Notes to the Financial Statements For the financial year ended 31 March 2011 25.000.000.

000 2010 RM 276.145.474 2010 RM 918.114 256.000 281.000 Group 2011 RM Approved but not contracted for: Construction of fish net Construction of labour quarters Construction of ponds and cages Construction of office building with training centre.000 281.000 287.342 439.203.954 1.000 734.000 11.286 2010 RM 70 Annual Report 2011 .781 1. Related party transactions (cont’d) (b) Compensation of key management personnel Group 2011 RM Short-term employee benefits Other emoluments Breeding commissions 905.520 150.772 221.145.303 Included in the total key management personnel are: Directors’ remuneration 28.Notes to the Financial Statements For the financial year ended 31 March 2011 27.750 75.303 1.000 287.000 772.887 600.000 11.511.393 1. Commitments (a) Capital commitments Capital expenditure as at the reporting date is as follows: 1.830 30.474 (cont`d) Company 2011 RM 270.203.280 8.000 76. fish fry packing and distribution centre and a jetty Construction of building 138.

336 22.336) 22.Notes to the Financial Statements For the financial year ended 31 March 2011 28.054 85.403 (13.364 22.439 (179.390 (63.505 88. Commitments (cont’d) (b) Finance lease commitments (cont`d) The Group has finance leases for certain items of plant and equipment and furniture and fixtures (Note 14).390 189.050) 85.534 66.054 179.439 2010 RM Borneo Aqua Harvest Berhad (649504-D) 71 .053 264.364 22.336 22.479) 85. Future minimum lease payments under finance leases together with the present value of the net minimum lease payments are as follows: Group 2011 RM Minimum lease payments: Not later than 1 year Later than 1 year and not later than 2 years Later than 2 years and not later than 5 years Total minimum lease payments Less: Amounts representing finance charges Present value of minimum lease payments Present value of payments: Not later than 1 year Later than 1 year and not later than 2 years Later than 2 years and not later than 5 years Present value of minimum lease payments Less: Amount due within 12 months (Note 22) Amount due after 12 months (Note 22) 63.964) 264.869 (3.050 63.505 278.389 66. but have purchase options at nominal values at the end of the lease term. These leases do not have terms of renewal.

The following sections provide details regarding the Group’s and Company’s exposure to the above-mentioned financial risks and the objectives. The estimated loss exposure if the party guaranteed were to default. Amounts due from subsidiaries and finance lease obligations The fair values of these financial instruments are estimated by discounting expected future cash flows at market incremental lending rate for similar types of lending. Fair value of financial instruments Determination of fair value (cont`d) Financial instruments that are not carried at fair value and whose carrying amounts are reasonable approximation of fair value The following are classes of financial instruments that are not carried at fair value and whose carrying amounts are reasonable approximation of fair value: Note Trade and other receivables (current) Trade and other payables (current) Loans and borrowings (current) Loans and borrowings (non-current) 20 23 22 22 The carrying amounts of these financial assets and liabilities are reasonable approximation of fair values. The audit committee provides independent oversight to the effectiveness of the risk management process. Financial guarantees Fair value is determined based on probability weighted discounted cash flow method. The exposure on the portion that is not expected to be recovered due to the guaranteed party’s default. either due to their short-term nature or that they are floating rate instruments that are re-priced to market interest rates on or near the reporting date. the Group’s policy that no derivatives shall be undertaken. The Board of Directors reviews and agrees policies and procedures for the management of these risks. borrowing or leasing arrangements at the reporting date. The key financial risks include credit risk. The probability has been estimated and assigned for the following key assumptions: The likelihood of the guaranteed party defaulting within the guaranteed period. borrowing or leasing arrangements at the reporting date. which are executed by the Group Finance Department overseen by an Executive Director. 30. Financial risk management objectives and policies The Group and the Company are exposed to financial risks arising from their operations and the use of financial instruments. The carrying amounts of the current portion of loans and borrowings are reasonable approximations of fair values due to the insignificant impact of discounting. interest rate risk and foreign currency risk. 72 Annual Report 2011 . policies and processes for the management of these risks.Notes to the Financial Statements For the financial year ended 31 March 2011 29. It is. liquidity risk. and has been throughout the current and previous financial year. The fair values of current loans and borrowings are estimated by discounting expected future cash flows at market incremental lending rate for similar types of lending.

the Group does not offer credit terms without the approval of Managing Director. approximately 73% (2010: 99%) of the Group’s loans and borrowings and approximately 73% (2010: 99%) of the Company’s loans and borrowings (Note 22) will mature in less than one year based on the carrying amount reflected in the financial statements. almost 38% (2010: 62%) of the Group’s trade receivables were due from overseas customers. the Group’s and the Company’s maximum exposure to credit risk is represented by: The carrying amount of each class of financial assets recognised in the statements of financial position.906) relating to corporate guarantees provided by the Company to the banks to secure banking facilities granted to a subsidiary. Exposure to credit risk At the reporting date.077 (2010: RM22. It is the Group’s policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition. Financial risk management objectives and policies (cont’d) a) Credit risk (cont`d) Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default on its obligations. For other financial assets (including cash and bank balances). the Group and the Company minimise credit risk by dealing exclusively with high credit rating counterparties. Borneo Aqua Harvest Berhad (649504-D) 73 . The Group’s and the Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of stand-by credit facilities. the Group maintains sufficient levels of cash or cash convertible investments to meet its working capital requirements. At the reporting date. In addition. b) Liquidity risk Liquidity risk is the risk that the Group or the Company will encounter difficulty in meeting financial obligations due to shortage of funds. the Group strives to maintain available banking facilities at a reasonable level to its overall debt position. As part of its overall liquidity management. As far as possible. Financial assets that are neither past due nor impaired Information regarding trade and other receivables that are neither past due nor impaired is disclosed in Note 20. the Group raises committed funding from financial institutions and balances its portfolio with some short term funding so as to achieve overall cost effectiveness. The Group’s objective is to seek continual revenue growth while minimising losses incurred due to increased credit risk exposure. Credit risk concentration profile At the reporting date.Notes to the Financial Statements For the financial year ended 31 March 2011 30. For transactions that do not occur in the country of the relevant operating unit.495.019. The Group’s and the Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Group trades only with recognised and creditworthy third parties. Financial assets that are either past due or impaired Information regarding financial assets that are either past due or impaired is disclosed in Note 20. and A nominal amount of RM22. receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts is not significant. The Group’s and the Company’s exposure to credit risk arises primarily from trade and other receivables.

307 33. the counterparty to the financial guarantees does not have a right to demand cash as the default has not occurred.792 Total RM 7. arising mainly as a result of lower/higher interest expense on floating rate loans and borrowings.497.282. with all other variables held constant.251 319.533 26. The assumed movement in basis points for interest rate sensitivity analysis is based on the currently observable market environment. 74 Annual Report 2011 . 2011 One to five years RM On demand or within one year RM Group Financial liabilities: Trade and other payables Loans and borrowings Total undiscounted financial liabilities Company Financial liabilities: Trade and other payables. The Group’s and the Company’s exposure to interest rate risk arises primarily from their loans and borrowings.774 7.384.384. if interest rates had been 25 basis points lower/higher.259 24.774 9. The Group’s policy is to manage interest cost using a mix of fixed and floating rate debts. Financial risk management objectives and policies (cont’d) b) Liquidity risk Analysis of financial instruments by remaining contractual maturities (cont`d) The table below summarises the maturity profile of the Group’s and the Company’s liabilities at the reporting date based on contractual undiscounted repayment obligations.785. the Group’s profit net of tax would have been RM13.251 - 319. Accordingly.667. excluding financial guarantees * Total undiscounted financial liabilities * 9. All of the Group’s and the Company’s financial assets and liabilities at floating rates are contractually re-priced at intervals of at least one month (2010: at least one month) from the reporting date.259 16.251 At the reporting date. Sensitivity analysis for interest rate risk At the reporting date.170.251 319.566 319. c) Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of the Group’s and the Company’s financial instruments will fluctuate because of changes in market interest rates.Notes to the Financial Statements For the financial year ended 31 March 2011 30.497.140 higher/lower. financial guarantees under the scope of FRS 139 are not included in the above maturity profile analysis.

694 31. Authorisation of financial statements for issue The financial statements for the year ended 31 March 2011 were authorised for issue in accordance with a resolution of the directors on 18 July 2011. 33. The Group manages its capital structure and makes adjustments to it. To maintain or adjust the capital structure. At the reporting date. policies or processes during the years ended 31 March 2011 and 31 March 2010.694) 434. 32.Notes to the Financial Statements For the financial year ended 31 March 2011 30. Segmental Information No segmental information is being presented as the Group is operating principally in one industry and within the country. in light of changes in economic conditions. with all other variables held constant. 2011 RM Profit net of tax HKD/RM .216). Borneo Aqua Harvest Berhad (649504-D) 75 . the Group may adjust the dividend payment to shareholders. Hong Kong Dollar (HKD). return capital to shareholders or issue new shares.881 (2010: RM91.strengthened 5% (2010: 5%) . Approximately 39% (2010: 59%) of the Group’s sales are denominated in foreign currencies whilst almost 39% (2010: 59%) of costs are denominated in the respective functional currencies of the Group.weakened 5% (2010: 5%) (434. primarily RM. The Group is exposed to currency translation risk arising from its net investment in a Hong Kong subsidiary. No changes were made in the objectives. The Group’s trade receivable balances at the reporting date have similar exposures. The Group has transactional currency exposures arising from sales or purchases that are denominated in a currency other than the respective functional currencies of Group. The Group also hold cash and cash equivalents denominated in foreign currencies for working capital purposes. The Group’s net investment in Hong Kong is not hedged as currency position in Hong Kong Dollar is considered to be long-term in nature. Capital management The primary objective of the Group’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value. Financial risk management objectives and policies (cont’d) d) Foreign currency risk (cont`d) Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. Sensitivity analysis for foreign currency risk The following table demonstrates the sensitivity of the Group’s profit net of tax to a reasonably possible change in the HKD exchange rates against the respective functional currencies of the Group entities. such foreign currency balances (mainly in HKD) amounted to RM172.

381 3.338) Less: Consolidation adjustments Retained earnings as per financial statements 76 Annual Report 2011 .120. Supplementary information – breakdown of retained earnings into realised and unrealised The breakdown of the retained earnings of the Group and of the Company as at 31 March 2011 into realised and unrealised profits is presented in accordance with the directive issued by Bursa Malaysia Securities Berhad dated 25 March 2010 and prepared in accordance with Guidance on Special Matter No. 1.118.655) (1. Group RM Total retained earnings of the Company and its subsidiaries .683) (162.082 (857.Notes to the Financial Statements For the financial year ended 31 March 2011 (cont`d) 34.Unrealised Company RM 14.732. Determination of Realised and Unrealised Profits of Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements.997.020.020.663 18.338) (1.962) 17.Realised .044 (385. as issued by the Malaysian Institute of Accountants.

Block E.14 305.12.2080 3.484 31 Years 999 Years freehold expiring on 02. Sandakan. ft. Sandakan.38 NT 073026472 Kampung Sungai Kayu. Sandakan. Owned/ Plentiful Harvest Sdn Bhd 228. Sabah CL 075375665 Kampung Sungai Kayu.2035 13.12.12.69 acres CL 075371087 Kampung Sungai Kayu.List of Properties The summary of the information on landed properties owned by our Group is as follows: Approximate Audited Net Approximate Land Area / Status/ Book Value age of Building Tenure / Approximate Registered as at 31 (Years) / Expiry Date Total BuiltOwner March 2011 CF Status of Lease up Area RM Sq.2911 1.09.2079 99 years leasehold land expiring on 31. Sabah 206.135 Not applicable 5. District of Sandakan. Sandakan. Sabah A parcel of Owned/ aquaculture land Plentiful which is currently Harvest Sdn used for hatchery Bhd operation A parcel of aquaculture land which is currently used for hatchery operation Owned/ Plentiful Harvest Sdn Bhd 69.15 107. District of Sandakan. District of Sandakan. Sabah. Address Description of Property / Existing Use CL 075402256 Airport Road. Jalan Leila. Sabah A parcel of Subleased / aquaculture land Datuk Lo which is currently Fui Ming used for hatchery operation A parcel of aquaculture land which is currently vacant A parcel of aquaculture land which is currently vacant A parcel of aquaculture land which is currently used for hatchery operation An intermediate 4-storey shophouse which is currently used for Borneo Aqua's office Owned/ Plentiful Harvest Sdn Bhd Owned/ Plentiful Harvest Sdn Bhd Owned/ Plentiful Harvest Sdn Bhd 437.756 Not applicable 99 years leasehold land expiring on 31.00 CL 075487053 Kampung Sungai Kayu. 90000. Sandakan.2095 99 years leasehold land expiring on 31.12.32 TL 077537092 Lot 4.2077 10. Sabah 521.715 Not applicable Sublease for 30 years expiring on 22.12. District of Sandakan. Bandar Nam Tung.2078 13. District of Sandakan.140 Not applicable 99 years leasehold land expiring on 31.12.936 Not applicable 99 years leasehold land expiring on 31. Sabah CL 075382106 Kampung Sungai Kayu. Sandakan. Sandakan. District of Sandakan.200 sq ft Borneo Aqua Harvest Berhad (649504-D) 77 .606 Not applicable 15.

Lahad Datu.List of Properties (cont`d) Address Description of Property / Existing Use Approximate Audited Net Approximate Land Area / Status/ Book Value age of Building Tenure / Approximate Registered as at 31 (Years) / Expiry Date Total BuiltOwner March 2011 CF Status of Lease up Area Sq.11.07. Sandakan.000 Not applicable Sublease for 30 years expiring on 30. RM NT113077026 KG. ft. District of Lahad Datu. 400. District of Sandakan.28 acres NT073026150 Kampung Sungai Kayu.388 Not applicable Sublease for 30 years expiring on 31. Sabah. Terusan.2037 3.2038 8. Sabah A parcel of Subleased / aquaculture land Datuk Lo Fui which is currently Ming used for nursery operation A parcel of Subleased/Jali aquaculture land ni Bte Intang which is currently used for nursery operation 270.789 78 Annual Report 2011 .

1965.00 (1) (2) (3) Note: (1) Deemed interest by virtue of his daughter's interest pursuant to Section 134 of the Companies Act.000 100. OF HOLDINGS 689 44.44 100.000 224.000 40.095 115.11 7.000 1.500 330.180.00 19 63 398 288 127 4 899 LIST OF DIRECTORS’ SHAREHOLDINGS AS PER THE REGISTER OF DIRECTORS’ SHAREHOLDINGS AS AT 8 JULY 2011 No.000 RM 33. 1965.62 2.12 - % 0. (3) Deemed interest by virtue of her child's interest pursuant to Section 134 of the Companies Act.04 0.834.000 % 0.000 10. OF HOLDERS 1 99 100 1.46 60.228. 1965.36 % - Borneo Aqua Harvest Berhad (649504-D) 79 .66 27.01 0.001 16.000 50.01 44.499.000 8. of Shares Direct 2.001 100.92 100.83 0.07 0.47 6.330 118.414.602 2.000 Ordinary Shares of 10 sen each fully paid One vote per share ANALYSIS BY SIZE OF SHAREHOLDINGS AS AT 8 JULY 2011 NO. (2) Deemed interest by virtue of his spouse's interest pursuant to Section 134 of the Companies Act.Analysis of Shareholdings Authorised Capital Issued and Fully Paid-Up Capital Classes of Shares Voting Rights : : : : RM 50.500.02 0.000 91.000 No.000.000 - Name 1 2 3 4 5 6 7 8 9 Dato' Seri Md Kamal Bin Bilal Datuk Lo Fui Ming Lo Ken Hin Lo Teck Yong Dora Chiu Kui Tzu Chong Khing Chung Chang Mei-Lin @ Tina Chang Akinori Hotani YB Mejar (K) Datuk Samsudin Bin Yahya % 0.13 0.602 38.000 382.001 10.71 3.27 32.000.021.00 0. of Shares Indirect 60.040.400 21.000 No.00 NO.90 34.000.01 0.396 7. of Shares Direct 91.000.13 0.900 27.963.455 2. of Shares Indirect - Name 1 2 3 4 Datuk Lo Fui Ming Leong Kam Heng Lembaga Tabung Haji Joymore Capital Investment Ltd % 27.000 AND ABOVE (**) TOTAL REMARK : * -LESS THAN 5% OF ISSUED HOLDINGS : ** -5% AND ABOVE OF ISSUED HOLDINGS % 2.861 200.83 11.400 11. LIST OF SUBSTANTIAL SHAREHOLDERS' SHAREHOLDINGS AS PER THE REGISTER OF SUBSTANTIAL SHAREHOLDERS AS AT 8 JULY 2011 No.327.02 0.04 14.112.55 8.984.834.999 (*) 16.

000.12 2.26 1.452.91 80 Annual Report 2011 .23 9.000.000 3.000 9.18 2.505.330 3.55 2.79 2.02 0. OF HOLDINGS 33.202 9.000 1.900.600 % 10.000 13.000 6.24 3.068.00 2.11 15 16 17 6.35 18 19 20 21 22 23 24 4.193.200.200.900 32.600 7.300 3.370.94 3.000 7.300 2.AMBANK (M) BERHAD FOR LO FUI MING (SMART) LO FUI MING LIM NYUK SANG @ FREDDY LIM HSBC NOMINEES (ASING) SDN BHD EXEMPT AN FOR JPMORGAN CHASE BANK.164.000.003.000 4.000.000 14.759.408.11 1.27 1.300 4.93 0.651.000.52 1.200 27. NATIONAL ASSOCIATION (NORGES BK LEND) KENANGA NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR LO FUI MING (CHAM) EB NOMINEES (TEMPATAN) SENDIRIAN BERHAD PLEDGED SECURITIES ACCOUNT FOR YONG LOONG CHEN (SFC) FONG YOKE LIN LO TECK YONG ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR LO TECK YONG (8040429) CITIGROUP NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR LEONG KAM HENG (473525) CITIGROUP NOMINEES (ASING) SDN BHD EXEMPT AN FOR UBS AG SINGAPORE (FOREIGN) NO.47 6.988 14.85 8.01 1.059.000 10.700 8.400 21.26 4.952.620.201.500 4.900 5.09 3.21 1.963.000 3.36 4.Analysis of Shareholdings (cont’d) THE 30 LARGEST SECURITIES ACCOUNT HOLDERS AS AT 8 JULY 2011 (WITHOUT AGGREGATING SECURITIES FROM DIFFERENT SECURITIES ACCOUNTS BELONGING TO THE SAME PERSON) HOLDER NAME 1 2 3 4 5 6 7 8 9 10 11 12 13 14 KENANGA NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR LO FUI MING KENANGA NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR LEONG KAM HENG LEMBAGA TABUNG HAJI JOYMORE CAPITAL INVESTMENT LIMITED MARIA SHERRY SUKENDY MARINE TREASURE HOLDINGS GROUP LIMITED EB NOMINEES (TEMPATAN) SENDIRIAN BERHAD PLEDGED SECURITIES ACCOUNT FOR LO FUI MING (SFC) LO FUI MING CIMSEC NOMINEES (TEMPATAN) SDN BHD CIMB BANK FOR LO FUI MING (MY0033) FORTINA INVESTMENTS LIMITED KENANGA NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR CHAM HING KOK KENANGA NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR LO FUI MING (CHIN) JETSON OVERSEAS LIMITED AMSEC NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT .000.

500 2.61 0.72 27 28 29 30 2.Analysis of Shareholdings (cont’d) THE 30 LARGEST SECURITIES ACCOUNT HOLDERS AS AT 8 JULY 2011 HOLDER NAME 25 26 KENANGA NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR CHIN LIH LIH HSBC NOMINEES (ASING) SDN BHD EXEMPT AN FOR BNP PARIBAS WEALTH MANAGEMENT SINGAPORE BRANCH (A/C CLIENTS-FGN) MD KAMAL BIN BILAL GOH KEAT HIN HDM NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR CHEE NYUN JIN (M02) KENANGA NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR LEONG KAM HENG NO.000.000 2.927.58 Borneo Aqua Harvest Berhad (649504-D) 81 .800 0.000.66 0.528.180.77 0.000 1.700 % 0.000 2.61 0. OF HOLDINGS 2.387.

Menara Milenium. The instrument of proxy shall be deposited at the Company’s Share Registrar’s Office at Securities Services (Holdings) Sdn. Where a member appoints two (2) proxies.. 50490 Kuala Lumpur. Level 7. To re-elect the following Directors retiring in accordance with Article 93 of the Company’s Articles of Association: i) Mr. To transact any other business for which due notice shall have been given in accordance with the Companies Act. Damansara Heights. A proxy may but need not be a member of the Company and the provisions of Section 149 (1)(b) of the Act shall not apply to the Company. To receive the Audited Financial Statements of the Company for the financial year ended 31 March 2011 together with the Directors’ and Auditors’ Reports thereon. 1965 to issue shares in the Company at any time until the conclusion of the next Annual General Meeting upon such terms and conditions and for such purposes as the Directors may in their absolute discretion deem fit provided that the aggregate number of shares to be issued pursuant to this Resolution does not exceed 10% of the issued share capital of the Company for the time being. KM1.AUTHORITY TO ISSUE SHARES “THAT subject always to the approvals of the relevant governmental and/or regulatory authorities.00 a. for the following business: AGENDA 1. 26 August 2011 at 11. Executive Parlour. 2. 4.” 5.Notice of the Seventh Annual General Meeting NOTICE IS HEREBY GIVEN THAT the Seventh Annual General Meeting of the Company will be held at Sabah Hotel. Lo Teck Yong ii) Madam Chang Mei-Lin @ Tina Chang iii) Madam Chiu Kui Tzu @ Dora To appoint Auditors and to authorise the Directors to fix their remuneration. Pusat Bandar Damansara. if the appointor is a corporation. The instrument appointing a proxy must be in writing under the hand of the appointor or his attorney duly authorised in writing or. (b) 82 Annual Report 2011 . Bhd. not less than forty-eight (48) hours before the time for holding the meeting. either under seal or at the hand of an officer or attorney duly authorised. the Directors be and are hereby authorised pursuant to Section 132D of the Companies Act. to pass the following resolutions. Level 6. Jalan Damanlela.m. with or without modifications:AS ORDINARY RESOLUTION . 90000 Sandakan. 5 BY ORDER OF THE BOARD CHONG TZU KHEN KANG SHEW MENG SEOW FEI SAN Secretaries Selangor 29 July 2011 Notes:(a) A member shall be entitled to appoint up to two (2) proxies to attend and vote at the same meeting. Jalan Utara. As Special Business to consider and if thought fit. Resolution No. Sabah on Friday. 1 2 3 4 3. 1965. the appointment shall be invalid unless he specifies the proportions of his holdings to be represented by each proxy.

working capital and/or acquisitions. including but not limited to further placing of shares. if passed. unless revoked or varied by the Company in a general meeting. As at the date of this Notice. This authorisation will. will empower the Directors of the Company to issue and allot not more than 10% of the issued share capital of the Company subject to the approvals of all the relevant governmental and/or other regulatory bodies and for such purposes as the Directors consider would be in the interest of the Company. Borneo Aqua Harvest Berhad (649504-D) 83 . no new shares in the Company were issued pursuant to the authority granted to the Directors at the Sixth Annual General Meeting held on 17 September 2010 and which will lapse at the conclusion of the Seventh Annual General Meeting. The authority will provide flexibility to the Company for any possible fund raising activities. expire at the next Annual General Meeting of the Company.Notice of the Seventh Annual General Meeting Explanatory Note on Special Business (cont`d) • RESOLUTION 5 The proposed Ordinary Resolution 5. for purpose of funding future investment project(s).

This page has been intentionally left blank 84 Annual Report 2011 .

Signed this day of . 3 ORDINARY RESOLUTION NO. 26 August 2011 at 11. of being (a) Member(s) of BORNEO AQUA HARVEST BERHAD (649504-D) hereby appoint of (BLOCK LETTERS) or failing him. 2 ORDINARY RESOLUTION NO. Jalan Utara. . 2011 Signature / Seal of Member Notes: (a) A member shall be entitled to appoint up to two (2) proxies to attend and vote at the same meeting. The instrument appointing a proxy must be in writing under the hand of the appointor or his attorney duly authorised in writing or. not less than forty-eight (48) hours before the time for holding the meeting. and at any adjournment thereof and to vote as indicated below:- FOR ORDINARY RESOLUTION NO. 5 AGAINST Please indicate with an “X” in the space above on how you wish to cast your vote. Level 7. Jalan Damanlela.Form of Proxy No of Shares Held I/We NRIC No. your proxy will vote or abstain as he/she thinks fit. the appointment shall be invalid unless he specifies the proportions of his holdings to be represented by each proxy. KM1. Where a member appoints two (2) proxies. Executive Parlour. Menara Milenium. 50490 Kuala Lumpur.00 a. Damansara Heights.Bhd.. if the appointor is a corporation. THE CHAIRMAN OF THE MEETING as my/our proxy to vote for me/us on my/our behalf at the Seventh Annual General Meeting of the Company to be held at Sabah Hotel. (b) The instrument of proxy shall be deposited at the Company’s Share Registrar’s Office at Securities Services (Holdings) Sdn. 1 ORDINARY RESOLUTION NO./Company No. 90000 Sandakan. Level 6. In the absence of specific directions. either under seal or at the hand of an officer or attorney duly authorised. Sabah on Friday. Pusat Bandar Damansara. 4 ORDINARY RESOLUTION NO. A proxy may but need not be a member of the Company and the provisions of Section 149 (1)(b) of the Act shall not apply to the Company.m.

Damansara Heights. 50490 Kuala Lumpur. Menara Milenium. Pusat Bandar Damansara. fold here . Jalan Damanlela.fold here Affix stamp here BORNEO AQUA HARVEST BERHAD (649504-D) c/o Level 7.

Tel : 089-611133 / 089-611633 / 089-612633 Fax : 089-613633 / 089-618633 . 90724 Sandakan. P.Box No. Block E. Malaysia. Bandar Nam Tung. Sabah. Jalan Leila.Lot 4.O. 2112.

Sign up to vote on this title
UsefulNot useful