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Top Glove Corporation Bhd 1


Annual Report 2015
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CORPORATE VISION AND MISSION

TAN SRI DR LIM WEE CHAI Chairman of Top Glove Corporation Bhd

VISION MISSION
We strive to be the worldʼs leading To be a world class glove manufacturer
manufacturer with excellent quality glove providing top quality products with
products and services that enrich and excellent services through continuous
protect human lives. improvement and innovation.

CORPORATE VALUES QUALITY POLICY


● Quality and productivity are
● Global customer satisfaction
our business
● Do it right first time and every time
● Continuous improvement
● Integrity and total commitment
and innovation are our duties
● Excellence in quality and
● Towards zero defect is our target
competitiveness
● Compliance with customersʼ and
● Environmental friendly and social
regulatory requirements is
responsibilities
our responsibility

BUSINESS RULES BUSINESS ETHICS


● Do not lose our shareholdersʼ money; ● Honesty
● Do not lose our health; ● Integrity
● Do not lose our temper; and ● Transparency
● Do not lose our customers.

2 Top Glove Corporation Bhd


Annual Report 2015
CONTENTS

PAGE OUR BUSINESS OFFICES


GLOBAL PRESENCE
1 Export Markets
2 Corporate Vision and Mission
3 Contents
4 Corporate Structure
5 International Quality Awards &
Certifications
MALAYSIA
6 Corporate Information
7 Board of Directors
8 Directors’ Profile
16 Senior Management Team
THAILAND
17 Financial Highlights
18 6 Years Financial Review
19 Enhancing Shareholders’ Value
20 Letter to Stakeholders and
Management Discussion & Analysis CHINA
(English, BM & Mandarin)
36 Sustainability Statement
40 Financial Calendar
41 Top Glove Corporate Song USA
42 Corporate Governance Statement
63 Other Compliance Information
65 Statement on Risk Management
and Internal Control GERMANY
69 Audit Committee Report
76 Directors’ Responsibility Statement
77 Financial Statements for the financial
year ended 31 August 2015 INDONESIA
161 List of Properties
173 Analysis of Shareholdings
176 Notice of the 17th
Annual General Meeting SINGAPORE
181 Administrative Details for the 17th AGM &
Extraordinary General Meeting
183 Form of Proxy

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CORPORATE STRUCTURE

4 Top Glove Corporation Bhd


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INTERNATIONAL QUALITY AWARDS


AND CERTIFICATIONS

Top Glove Corporation Bhd 5


Annual Report 2015
CORPORATE INFORMATION

BOARD OF DIRECTORS
Tan Sri Dr Lim Wee Chai Tan Sri Rainer Althoff Lim Cheong Guan
Chairman Independent Non-Executive Executive Director
Director
Tan Sri Dato’ Seri Utama Dato’ Lim Han Boon
Arshad Bin Ayub Lee Kim Meow Independent Non-Executive Director
Independent Non-Executive Managing Director
Director Datuk Noripah Binti Kamso
Puan Sri Tong Siew Bee Independent Non-Executive Director
Tan Sri Mohd Sidek Executive Director
Bin Haji Hassan Sharmila Sekarajasekaran
Senior Independent Lim Hooi Sin Independent Non-Executive Director
Non-Executive Director Executive Director

REGISTERED & CORPORATE OFFICE STOCK EXCHANGE LISTING


Level 21, Top Glove Tower, Main Market of Bursa Malaysia Securities Berhad
16, Persiaran Setia Dagang, Setia Alam, Stock Code : 7113
Seksyen U13, 40170 Shah Alam, Stock Name : TOPGLOV
Selangor D.E., Malaysia. Listing Date : 27 March 2001
Tel. : +603-3362 3098
Fax : +603-3362 3860 ADR Programme (Depository Receipt Programme), USA
E-mails : (i) sales@topglove.com.my ADR Symbol : TGLVY
(ii) invest@topglove.com.my
(iii)whistleblower@topglove.com.my
(iv)media@topglove.com.my REGISTRAR
Website: www.topglove.com.my
Securities Services (Holdings) Sdn Bhd
Level 7, Menara Milenium,
SENIOR INDEPENDENT Jalan Damanlela, Pusat Bandar Damansara,
NON-EXECUTIVE DIRECTOR Damansara Heights, 50490 Kuala Lumpur, Malaysia
Tel. : +603-2084 9000
Tan Sri Mohd Sidek Bin Haji Hassan Fax : +603-2094 9940 / 2095 0292
Tel. : +603-3362 3098 E-mail : info@sshsb.com.my
E-mail : sidekhassan@topglove.com.my

PRINCIPAL BANKERS
CHARTERED SECRETARIES
• Bank of China Limited
Chua Siew Chuan • BNP Paribas Malaysia Berhad
(MAICSA No: 0777689) • CIMB Bank Berhad
Chin Mun Yee • Deutsche Bank (Malaysia) Berhad
(MAICSA No: 7019243) • Hong Leong Bank Berhad
• HSBC Bank Malaysia Berhad
Ngian Yoke Fung
• Industrial and Commercial Bank of China
(MAICSA No: 7049093)
(Malaysia) Berhad
Tel. : +603-3362 3098
• Malayan Banking Berhad
E-mail : yfngian@topglove.com.my
• Mizuho Bank (Malaysia) Berhad
• OCBC Bank (Malaysia) Berhad
• Public Bank Berhad
AUDITORS • Standard Chartered Bank Malaysia Berhad
• Siam Commercial Bank Public Company Limited
Ernst & Young Chartered Accountants
• Sumitomo Mitsui Banking Corporation
Level 16-1, Jaya 99, Tower B,
Malaysia Berhad
99 Jalan Tun Sri Lanang,
• The Bank of Nova Scotia Berhad
75100 Melaka, Malaysia.

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BOARD OF DIRECTORS

Our Business Direction is:

“TO PRODUCE CONSISTENTLY HIGH QUALITY


GLOVES AT EFFICIENT LOW COST”

6 7 9 10 11
8

5 4 1 2 3

1 Tan Sri Dr Lim Wee Chai 6 Dato’ Lim Han Boon

2 Puan Sri Tong Siew Bee 7 Sharmila Sekarajasekaran

3 Tan Sri Rainer Althoff 8 Datuk Noripah Binti Kamso

4 Tan Sri Dato’ Seri Utama Arshad Bin Ayub 9 Lee Kim Meow

5 Tan Sri Mohd Sidek Bin Haji Hassan 10 Lim Cheong Guan

11 Lim Hooi Sin

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DIRECTORS’ PROFILE

Tan Sri Dr Lim Wee Chai


Chairman

Nationality/ Age Malaysian/ 57

Date of Appointment 4 September 2000 (Founder of Top Glove Group of Companies)

Length of Service 15 years 3 months


(as at 16 November 2015)

Date of Last Re-election 8 January 2015

Board Committees • Chairman of ESOS Option Committee


• Member of Remuneration Committee

Board meeting attended 6/6


in the Financial Year

Qualification(s) • Doctor of Philosophy in Management from Universiti Selangor


• Master of Business Administration from Sul Ross State University in
Texas, United States
• Bachelor of Science Degree with Honours in Physics from University
Malaya, Malaysia

Directorship of Public • Trustee of Top Glove Foundation


Companies

Present Appointment(s) • Vice President of the Federation of Malaysian Manufacturers (FMM) since 2013
• Council Member of the East Asia Business Council (EABC)
• Honorary President of the Malaysia-China Chamber of Commerce since 2012
• Honorary Advisor of the Klang Chinese Chamber of Commerce since 2011
• Honorary Advisor of the Lim Association of Malaysia since 2011
• Board Member of University of Malaya and Employees Provident Fund since 2015

Past Appointment and Tan Sri Dr Lim has been actively involved in many glove industry related
Working Experience associations and organisations in Malaysia. He served as the President of
the Malaysian Rubber Glove Manufacturersʼ Association (MARGMA) from
1997-1999. Prior to that, he served as the Vice-President, Honorary Secretary
and Treasurer of MARGMA for the past seven years. In addition, he was also
the Director of the Association of Malaysia Medical Industries (AMMI) and
Board Member of the Malaysia Rubber Board in 1998 and 1999.

Family Relationship with Spouse of Puan Sri Tong Siew Bee and the brother of Mr Lim Hooi Sin, both are
any Director and/or the Directors and Substantial Shareholders of the Company. He is also the father
Substantial Shareholder of of Mr Lim Jin Feng, a Substantial Shareholders of the Company.
the Company

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DIRECTORS’ PROFILE
(CONT’D)

Tan Sri Dato’ Seri Utama Arshad Bin Ayub


Independent Non-Executive Director

Nationality/ Age Malaysian/ 87


Date of Appointment 4 September 2000
Length of Service 15 years 3 months
(as at 16 November 2015)

Date of Last 8 January 2015


Re-appointment (Pursuant to Section 129(6) of the Companies Act 1965)
Board Committees • Chairman of Audit Committee
• Chairman of Nomination Committee
Board meeting attended 6/6
in the Financial Year
Qualification(s) • Postgraduate Diploma in Business Administration from Management
Development Institute (IMEDE) (Now IMD), Lausanne, Switzerland
• Bachelor of Science (Hons.) Economics and Statistics from University of
Wales, Aberystwyth, United Kingdom
• Diploma in Agriculture from College of Agriculture, Serdang, Malaysia
Directorship of • Chairman of Malayan Flour Mills Bhd
Public Companies • Chairman of Tomypak Holdings Berhad
• Chairman of Karex Berhad
• Director of Kulim (M) Berhad
Present Appointment(s) • Chairman of Board of Directors of University of Malaya
• Pro Chancellor of UiTM
• Chancellor of KPJ International University College of Nursing & Health Sciences
• Chancellor INTI International University College
• Governor of Tuanku Jaafar College
Past Appointment and • President of the Malaysian Rubber Products Manufactures Association (MRPMA)
Working Experience • Chairman of Malaysian Rubber Export Promotion Council (MREPC)
• Member of Lembaga Getah Malaysia
Had a distinguished career in the Malaysian Civil Service, had held various senior
position in various Ministries in the Malaysian Government from 1958 till 1983,
including serving as Deputy Governor of Bank Negara Malaysia (1975 to 1977),
Deputy Director General in the Economics Planning Unit of the Prime Minister’s
Department (1977 to 1978) and as Secretary General in the Ministry of Primary
Industries (1978), Ministry of Agriculture (1979 to 1981) and Ministry of Land and
Regional Development (1981 to 1983). Tan Sri Arshad was a Member of Justice
Harun’s Salaries Commission for statutory bodies.

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DIRECTORS’ PROFILE
(CONT’D)

Tan Sri Mohd Sidek Bin Haji Hassan


Senior Independent Non-Executive Director

Nationality/ Age Malaysian/ 64


Date of Appointment 14 March 2013
(Re-designated as Senior Independent Non-Executive Director on 14 October 2014)
Length of Service 2 years 8 months
(as at 16 November 2015)

Date of Last Re-election 7 January 2014


Board Committees • Chairman of Risk Management Committee
• Member of Nomination Committee
Board meeting attended 5/6
in the Financial Year
Qualification(s) • Masters of Business Administration (MBA) from New Hampshire College,
United states of America
• Bachelor of Economics (Honours) Degree in Public Administration from
the University of Malaya
Directorship of Public • Chairman of Petroliam Nasional Berhad
Companies • Director of Malayan Flour Mills Berhad
Present Appointment(s) Nil
Past Appointment and Tan Sri Sidek began his career in the Administrative and Diplomatic Service on
Working Experience 15 April 1974 as an Assistant Director at the International Trade Division of
Ministry of Trade and Industry. He was later appointed as Assistant Trade
Commissioner at the Malaysian Embassy in Tokyo, Japan, from May 1977 until
July 1980. From August 1980 until 1985, he served in the Implementation
Coordination Unit (ICU) of the Prime Minister’s Department, initially as a Principal
Assistant Director, then later promoted to Deputy Director, Project Analysis
Sector and subsequently as the Deputy Director of Research in the same department.

Tan Sri Sidek has expansive working experience within the Ministry of
International Trade and Industry. During his service in the ministry, he was
Malaysia’s Trade Commissioner in Sydney, Australia, Deputy Director in the
Policy and Research Division, Deputy Director (Operations) in the International
Trade Division, Minister Counselor of Economic Affairs at the Embassy of
Malaysia, Washington D.C., United States, and the Director of Multilateral
Relations Division. He was appointed as Deputy Secretary-General (Trade) on
19 January 2001 and thereon as the Secretary-General of the Ministry of
International Trade and Industry on 24 October 2004. He was appointed as the
12th Chief Secretary to the Government of Malaysia by the Yang Di-Pertuan
Agong on 3 September 2006 and was in the office until 23 June 2012.

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DIRECTORS’ PROFILE
(CONT’D)

Tan Sri Rainer Althoff


Independent Non-Executive Director

Nationality/ Age Malaysia Permanent Resident/ 69

Date of Appointment 14 March 2013

Length of Service 2 years 8 months


(as at 16 November 2015)

Date of Last Re-election 7 January 2014

Board Committees Member of Risk Management Committee

Board meeting attended 6/6


in the Financial Year

Qualification(s) Master degree (Diploma) in Electronics and Electrical Engineering from


Bergische University of Wuppertal, Germany

Directorship of Nil
Public Companies

Present Appointment(s) • Member of the Rotary Club Kuala Lumpur DiRaja since 2001
• Chairman of Coriant Malaysia Sdn. Bhd. since 2013
• Trustee of Jeffrey Cheah Foundation since 2011
• Member of International Advisory Panel to the Board of Directors of CIMB
Bank since 2009
• Managing Director of ALC International since 2009

Past Appointment and Has experience in the field of electrical engineering spans for more than 40 years.
Working Experience He has spent most of his working life with Siemens AG. Tan Sri Rainer was the
President and CEO of Siemens Malaysia Sdn Bhd and also the spokesperson
for Siemens for all Siemens operations and affiliate companies in Malaysia for
almost 11 years.

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DIRECTORS’ PROFILE
(CONT’D)

Lee Kim Meow


Managing Director

Nationality/ Age Malaysian/ 56

Date of Appointment 15 October 2003

Date of Re-designated 7 April 2009


as Managing Director

Length of Service 12 years 1 months


(as at 16 November 2015)

Date of Last Re-election 7 January 2014

Board Committees • Member of Risk Management Committee


• Member of ESOS Option Committee

Board meeting attended 6/6


in the Financial Year
Qualification(s) • Bachelor of Law Degree from University of London, U.K.
• Bachelor of Commerce Degree from University of New South Wales,
Australia majoring in Accounting, Finance and Information System

Directorship of Public Trustee of Top Glove Foundation


Companies

Present Appointment(s) • Chairman of the Asean Rubber Glove Manufacturers Association (ARGMA)
since 2013
• Board member of the Malaysian Rubber Export Promotion Council (MREPC)
since 2002

Past Appointment and Vast experience in financial services, trading and manufacturing business having
Working Experience worked more than 15 years in established financial institutions and with a well
known conglomerate with diversified interest in the Asean region.

In the last 14 years, Mr Lee has been actively contributing to the development of
the rubber glove industry in Malaysia as well as the ASEAN region. He was a
board member of the Malaysian Rubber Board (MRB) and the Tun Abdul Razak
Research Centre (TARRC) from 2010 to 2011; and a past President of the
Malaysian Rubber Glove Manufacturersʼ Association (MARGMA).

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DIRECTORS’ PROFILE
(CONT’D)

Puan Sri Tong Siew Bee Lim Hooi Sin


Executive Director Executive Director

Nationality/ Age : Malaysian/ 57 Nationality/ Age : Malaysian/ 53

Date of Appointment : 4 September 2000 Date of Appointment : 4 September 2000


(Co-Founder of Top Glove Group of Companies)
Length of Service : 15 years 3 months
(as at 16 November 2015)
Length of Service : 15 years 3 months
(as at 16 November 2015)
Date of Last Re-election : 8 January 2013
Date of Last Re-election : 7 January 2014 Board Committees : Nil

Board Committees : Nil Board meeting attended in the Financial Year : 6/6

Board meeting attended in the Financial Year : 5/6 Qualification(s) :


• Charter Financial Consultant Diploma from
Qualification(s) : American College, PA, USA
• Master of Business Administration from Sul Ross State • Master of Business Administration Degree (Minor in
University in Texas, USA Applied Statistic) from Arizona State University, USA
• Bachelor of Science Degree with Honours in • Bachelor of Science Degree in Management
Computer Science from University Sains Malaysia Science from Oklahoma State University, USA

Directorship of Public Companies : Nil Directorship of Public Companies : Nil

Present Appointment(s) : Nil


Present Appointment(s) : Nil
Past Appointment and Working Experience :
Past Appointment and Working Experience : Spent fourteen (14) years of his career with MetLife
Worked in the banking industry in the information Financial Services, one of the largest insurance &
technology field for more than ten (10) years, she was financial services company in the US. Prior to this
formerly attached to United Overseas Bank Berhad and posting, he was a Management Trainee, Associate
Utama Bank Berhad. Branch Manager, Regional Marketing Specialist,
Agency Director and Director of Asian Market. His
Family Relationship with any Director and/or experience includes product development, marketing,
Substantial Shareholder of the Company : recruiting, training and supervision of a large highly
Spouse of Tan Sri Dr Lim Wee Chai and sister in-law of productive sales force. He was a Director of AAAA
Mr Lim Hooi Sin, both are the Directors and Substantial (Arizona Asian American Association). He is also the
Shareholders of the Company. She is also the mother founder of TG Medical USA, Inc. in 1994 with vast
of Mr Lim Jin Feng, a Substantial Shareholders of the experiences in the United States glove market. He also
Company. sits on the Board of several private limited companies.

Family Relationship with any Director and/or


Substantial Shareholder of the Company :
Brother of Tan Sri Dr Lim Wee Chai and brother in-law
of Puan Sri Tong Siew Bee, both are Directors and
Substantial Shareholders of the Company.

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DIRECTORS’ PROFILE
(CONT’D)
The World’s Largest
Rubber Glove Manufacturer

Lim Cheong Guan Dato’ Lim Han Boon


Executive Director Independent Non-Executive Director

Nationality/ Age : Malaysian/ 50 Nationality/ Age : Malaysian/ 58

Date of Appointment : 31 August 2006 Date of Appointment : 21 February 2011

Length of Service : 9 years 3 months Length of Service : 4 years 9 months


(as at 16 November 2015) (as at 16 November 2015)

Date of Last Re-election : 8 January 2015 Date of Last Re-election : 8 January 2015

Board Committees : Board Committees :


• Member of Risk Management Committee • Chairman of Remuneration Committee
• Member of ESOS Option Committee • Member of Audit Committee
• Member of Nomination Committee
Board meeting attended in the Financial Year : 6/6 • Member of Risk Management Committee

Qualification(s) : Board meeting attended in the Financial Year : 6/6


• Member of Malaysian Institute of Accountants
• Member of Malaysian Institute of Certified Public Qualification(s) :
Accountants • Attended the Harvard Business School Senior
• Bachelor Degree in Accounting, University of Malaya Management Development Program
• Master of Business Administration Degree from the
Directorship of Public Companies : University of South Australia, Australia
Director of Malaysian Investor Relations Association • Member of the Chartered Management Institute,
Berhad (MIRA) since year 2008 United Kingdom
• Member of the Malaysian Institute of Accountants
Present Appointment(s) : • Fellow of the Association of Chartered Certified
Advisor to the Management Committee of Top Glove Accountants, United Kingdom
Foundation since year 2008
Directorship of Public Companies : Nil
Past Appointment and Working Experience :
Began his career with Price Waterhouse in 1990 and Present Appointment(s) :
subsequently held various key positions in a number of Treasurer of Outsourcing Malaysia, a Chapter of
public listed companies in Malaysia, which the business PIKOM, the National ICT Association
activities spanned over manufacturing, plantation,
trading and property development. Past Appointment and Working Experience :
Has more than twenty (20) years of experience in areas
of transport and maritime logistics industry having
worked for Kontena Nasional Berhad, Kannaltec
Berhad, Northport Malaysia Berhad and NCB Holdings
Berhad.

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DIRECTORS’ PROFILE
(CONT’D)
The World’s Largest
Rubber Glove Manufacturer

Datuk Noripah Binti Kamso Sharmila Sekarajasekaran


Independent Non-Executive Director Independent Non-Executive Director

Nationality/ Age : Malaysian/ 58 Nationality/ Age : Malaysian/ 47


Date of Appointment : 18 March 2015 Date of Appointment : 18 March 2015
Length of Service : 8 months Length of Service : 8 months
(as at 16 November 2015) (as at 16 November 2015)
Date of Last Re-election : Nil
Date of Last Re-election : Nil
Board Committees : Member of Audit Committee
Board Committees :
Board meeting attended in the Financial Year : 4/4 • Member of Remuneration Committee
Qualification(s) : • Member of Audit Committee
• Master in Business Administration, Marshall University, Board meeting attended in the Financial Year : 4/4
Huntington,West Virginia, USA.
• Bachelor of Science, Northern Illinois University, Qualification(s) :
Dekalb, Illinois, USA. • Barrister-At-Law, Middle Temple
• Diploma in Business Studies, Institute Technology • Advocate & Solicitor, High Court of Malaya
Mara, Malaysia • B.A. Law & Economics (Hons.), Keele University, UK
Directorship of Public Companies : Directorship of Public Companies : Nil
• Director of Malaysia Debt Ventures Berhad
• Director of BIMB Investment Management Berhad Present Appointment(s) :
Present Appointment(s) : • Consultant in the Legal, Operations and Industry
• Global Practitioner in Residence in Principal Financial Development Departments of the RIM Group
Group Centre for Global Citizenship. In this role she is • Partner of Jerald Gomez & Associates since 2011,
based in Drake University, Des Moines, Iowa, USA areas of practice are Intellectual Property, Banking
• Adjunct Professor of University Utara Malaysia Litigation, Corporate Advisory and Family & Estate
• Board member of FIMM (Federation of Investment Claims
Managers Malaysia)
Past Appointment and Working Experience :
Past Appointment and Working Experience : Began her career as legal assistant in year 1998 with
Began her career as Development Officer, Project Division with
Messrs. Chooi & Co., and joined Messrs. Tay &
Urban Development Authority (“UDA”) from 1980 to 1983 and
joined Bank of Commerce (M) Berhad as Senior Corporate Partners as Senior Legal Assistant in the Intellectual
Banker from 1983 to 1986. She joined the CIMB group since year Property Department in 2000.
1993 to 2014 and held various key positions in CIMB Group.
She joined the RIM Group in year 2005 and held
Datuk Noripah Kamso was the former Advisor of CIMB various positions in the RIM Group.
Islamic. She was the founding Chief Executive of CIMB-
Principal Islamic Asset Management Sdn Bhd. Since 2008,
she has successfully established a global platform for the firm
to extend its reach to UK, Europe, GCC, Asia, USA and
Australia. Under her stewardship as the CEO of CIMB- Note :
Principal Asset Management Berhad since 2004, it evolved Save as disclosed, all other Directors have no
from a Malaysian company to a regional asset management family relationship with any Director and/or
house with offices in Malaysia, Indonesia and Singapore. She Substantial Shareholder of the Company, have no
pioneered the listing of the world’s first Regional ASEAN conflict of interest with the Company and have not
Exchange Traded Fund, “CIMB ASEAN 40 ETF” listed in
been convicted of any offence within the past 10
Singapore in 2007.
years other than traffic offences, if any.
She was the Council Member of the Federation of Investment
Managers Malaysia (FIMM) and the Past President of the
Malaysian Futures Brokers Association (MFBA).
Top Glove Corporation Bhd 15
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SENIOR MANAGEMENT TEAM

Lim Hooi Sin Puan Sri Tong Siew Bee Tan Sri Dr Lim Wee Chai Lee Kim Meow Lim Cheong Guan
2nd row
3rd row
4th row
5th row

2nd row (left to right) 3rd row (left to right) 4th row (left to right) 5th row (left to right)
Wong Chong Ban Tan Chee Hoong Tan Kian Guan Jimmy Gan
Datoʼ Ir Haji Ahmad Ravi Apple Lau Ngian Yoke Fung
Aaron Lam Nagappen s/o Kumarasamy Jaturong Jongsiri Aileen Choh
Jeremy Liew Lew Choong Teck Wilawan Sakulsongboonsiri Wendy Yeoh
Hue Kon Fah Chookiad Usaha Mansor Bin Daud Looi Guat Kian
Wu Kin Yeap Chee Yih Tzuen Thomas Buri Ong Ah Chye
Eric Hoo Puon Tuck Seng Seah Chong Shew Chen Chew Lan
Lew Sin Chiang Dorothy Ressel Edwyn Poon Chang Chee Keong
Thomas Petermoeller Leong Chew Mun Shanti Phattaraporn Chaisiri
Noraziah Mahmud Noor Akilah Saidin Michelle Ang See Sook Fong
Hew Hein Hwei Chan Siew Lan

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FINANCIAL HIGHLIGHTS

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6 YEARS FINANCIAL REVIEW

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ENHANCING SHAREHOLDERS’ VALUE

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LETTER TO STAKEHOLDERS AND


MANAGEMENT DISCUSSION & ANALYSIS

Tan Sri Dr Lim Wee Chai Lee Kim Meow


Chairman Managing Director
Top Glove Corporation Bhd Top Glove Corporation Bhd

TOP GLOVE’S BUSINESS


PHILOSOPHIES ARE:
1. We work for our CUSTOMERS;
2. We take care of the interest of our SHAREHOLDERS;
3. We ensure that our EMPLOYEES continue to contribute
positively to the Company and we take good care of the
well-being of our employees; and
4. We work closely with our BANKERS, SUPPLIERS,
BUSINESS ASSOCIATES, GOVERNMENT
AUTHORITIES and FRIENDS.

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LETTER TO STAKEHOLDERS AND


MANAGEMENT DISCUSSION & ANALYSIS
(CONT’D)

DEAR FELLOW STAKEHOLDERS,


ON BEHALF OF THE BOARD OF DIRECTORS OF TOP GLOVE CORPORATION BHD (“TOP
GLOVE”), WE ARE PLEASED TO PRESENT OUR ANNUAL REPORT FOR THE FINANCIAL
YEAR ENDED 31 AUGUST 2015 (“FY2015”).

Thumbs up for our top performance: The Top Glove Board of Directors strike a pose after a Board meeting

Business Landscape FY2014, and a portion of the savings was passed on to


our customers. However, while tailwinds are welcome,
The financial year ended 31 August 2015 was a we do not depend on temporal factors to boost our
milestone year for Top Glove. Notably, we delivered our performance. The only way to enduring success is
most stellar performance for the Group since our listing through an unwavering focus on quality and cost
on Bursa Malaysia in 2001, setting a new all-time high for efficiency, as crystalised in our time-tested Business
the glove industry as well, in terms of revenue and profit. Direction To produce consistently high quality gloves at
efficient low cost. This has always been our focus, and
The extraordinary performance in revenue and profit it has once again proven to be the correct way forward.
came on the back of quality, efficiency, automation,
computerisation and R&D improvement initiatives Nonetheless, the business environment remained
which we have been pursuing aggressively and are challenging on several fronts. Competition continued
now bearing fruit. We also noted robust demand to intensify in the nitrile glove segment, as major
growth in nitrile gloves from developed countries, while industry players continued to expand their capacity to
demand for natural rubber gloves from emerging leverage the ever-growing demand. We also had to
markets continued to rise steadily. contend with the rise in the cost of chemicals and an
upward revision in the natural gas tariff. However,
Our China operations which we successfully turned quality and cost efficiency enhancements via
around in the last financial year have also continued to automation, computerisation and technology
be profitable and contribute positively to our bottomline. transformation initiatives which the Group embarked on
Meanwhile, intermittent outbreaks of infectious served to mitigate the impact of these headwinds.
diseases such as Ebola, MERS, various strains of bird
flu and swine flu, continued to highlight the importance In the wake of rising healthcare awareness and
of preventive measures and personal protective standards the world over, gloves remain an
equipment in the healthcare industry. indispensable item to the healthcare sector. Global
demand is estimated to be at 180 billion pieces per
Our results were further strengthened by the prevailing annum for 2015 and is expected to continue growing
tailwind environment, which saw the progressive by an average of 5% to 6% every year. Glove demand
strengthening of the US Dollar and a general softening is expected to grow particularly fast in developing
of raw material prices. Average latex prices dropped countries where usage is relatively low but rapidly on
by 17% to RM3.94/kg while average nitrile latex prices the rise.
decreased by 2.8% to USD1.05/kg compared with

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Charting A Historical High

We concluded FY2015 on a positive note, in which Top Glove achieved the highest Revenue for any year of
RM2.51 billion, representing a 10.3% increase over FY2014.

Setting a new high for the Group and glove industry as well, Top Glove delivered an unprecedented Profit Before
Tax of RM363.5 million, up 68.1% versus FY2014, while Profit After Tax registered at RM281.2 million, an upturn
of 53.2% compared with FY2014, topping the previous record high growth of RM250.4 million in FY2010.

The Group also recorded robust growth in sales volume (quantity) of 8%, having strengthened its presence in
developed markets, where nitrile glove sales increased by more than 27% versus FY2014. Sales of nitrile gloves
made up 28% of our total sales in FY2015 and in 4QFY15 alone, accounted for 32%. Over a 6-year period from
2011 to 2015, Top Glove’s nitrile glove sales volume surged by 646%. Meanwhile, natural rubber glove sales
continued to rise steadily.

The Group also continued to outperform Malaysian exports. While total exports of natural rubber gloves from
Malaysia decreased by 9.5% in the first half of the calendar year 2015 (1HCY2015) compared with 2HCY2014,
exports from Top Glove’s Malaysian operations (TGM) rose by 5.2% within the same period. Meanwhile, nitrile
glove exports from TGM went up by 24.5%, exceeding that of Malaysia which grew by 15%, in 1HCY2015 versus
2HCY2014.

Notwithstanding our strong focus on nitrile gloves which is strategically aligned with market trends, we believe in
maintaining a diversified product range. This will reduce our dependency on any one type of glove and mitigate
the impact of an increase in raw material prices, while also position us to leverage the demand in both developed
and emerging markets.

Our product mix by glove type and geographical breakdown of revenue for FY2015 are depicted below:

The exceptionally good performance was largely attributed to continuous internal quality and cost efficiency
improvements, which the Group had embarked on, in particular, concerted efforts in automation and reengineering.
Upgrading initiatives resulting in newer and more efficient production lines, as well as glove quality enhancements
also contributed to good margins. A sustained turnaround in its China operations had a positive effect on the
Group's results as well. In addition, Top Glove also benefitted from a strong US Dollar and weak raw material
prices. However, in line with industry norms, it has shared out exchange rate gains and lower raw material costs
with customers and also adjusted its selling prices several times during the year.

Top Glove's financials remain sound and as at 31 August 2015, the Group maintained a healthy balance sheet
and a positive net cash position of RM180.1 million.

Meanwhile, total shareholders’ equity was RM1.61 billion and net asset per share stood at RM2.60.

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Tan Sri Dr Lim Wee Chai escorts D.Y.M.M. Sultan of We are the champions: Tan Sri Dr Lim and Mr KM Lee
Selangor on a factory visit, following the grand launch of present the Best Factory Award to Mr Hue (F12) and the
Top Glove Tower runner up award to Mr Ravi (F14)

In line with its commitment to create shareholder value, Top Glove Tower, the Group’s 23-storey corporate
The Board of Directors also proposed a Single Tier headquarters in Setia Alam, completed in April 2015,
Final Dividend of 12 sen, as well as a Special Single was officiated by D.Y.M.M. Sultan of Selangor in a
Tier Final Dividend of 3 sen, bringing the total proposed recent grand opening ceremony on 1 October 2015. A
dividend payout to 23 sen, a 44% increase over last Grade A and Green Building Index (GBI) Certified Gold
year’s dividend payout, subject to shareholders' office and retail building, constructed to CONQUAS and
approval at the upcoming AGM in January 2016. The QLASSIC quality standards, it will house Top Glove's
total dividend payout for FY2015 amounted to key departments, towards enhancing quality,
approximately RM142.8 million, representing a 51% communication and operational efficiency.
dividend payout ratio.
In line with its commitment to increase shareholder
The Group achieved commendable operational value, the Group has also proposed to undertake a
enhancements, with the commissioning of Factory 29 bonus issue of up to 630,697,962 new Top Glove
in February 2015, a new and technologically more shares on the basis of 1 Bonus Share for every existing
advanced and efficient facility, dedicated to the Top Glove share held on the entitlement date.
production of nitrile gloves. This has considerably
boosted Top Glove’s nitrile glove capacity, enabling it to Top Glove is also embarking on establishing an
cater for the consistently growing demand from employees’ share grant plan of up to 15% of the issued
developed countries, where usage is now expanding to and paid-up share capital (excluding treasury shares)
the non-medical sector. of the Company for eligible employees, as part of its
multi-pronged approach to reward its people.
Corporate Developments
Following the retirement of its Independent Non-
On the back of strong demand, Top Glove will continue Executive Director, Tan Sri Dato’ Dr. Lin See Yan and
to aggressively pursue capacity expansion, building long-serving Independent Non-Executive Director Mr
new optimised facilities that feature faster, more Sekarajasekaran a/l Arasaratnam, Top Glove appointed
efficient and technologically-advanced production lines 2 new female directors, Datuk Noripah Kamso and Ms
towards better profitability. In progress and on track, Sharmila Sekarajasekaran, in line with its commitment
are expansion plans for Factory 27 in Lukut, Port to board diversity in terms of gender, age and ethnicity.
Dickson (to commence operation by February 2016) This will also see Top Glove fulfilling the requirement
and Factory 6 in Thailand (to commence operation by for a 30% female representation in the Board in line with
August 2016), as well as the construction of a new the government guideline to achieve this by 2016.
facility, Factory 30 (to commence operation by February
2017) which will respectively bring the number of In addition, Top Glove also garnered top honours at the
production lines and capacity to 540 and 52.4 billion Asean Business Awards Malaysia (ABAM) 2015, where
gloves per annum. To complement organic expansion, it was presented with the AEC Priority Integration
Top Glove is also keenly pursuing M&A opportunities Sector Excellence Award in Rubber-based Products, in
that synergise with its current business, in similar or recognition of its stellar global success. In conjunction
related industries. with MREPC’s 15th anniversary, Top Glove also
emerged Malaysia’s Largest Exporter of Rubber Gloves

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(CONT’D)

and Malaysia’s Largest Exporter of Rubber Products as just meet, but go beyond our customers’ expectations.
well as Malaysia’s Top 5 Exporters of Rubber Gloves, A few notable products launched in the past year to
for its outstanding export performance in the period cater for the market’s increasingly stringent and
2012 to 2014. Most recently, we were also accorded the specialised requirements include accelerator-free nitrile
2015 Frost & Sullivan Asia Pacific Medical Glove gloves and nitrile surgical gloves.
Company of the Year and the ASEAN Corporate
Governance Outstanding Achievement Awards. Our R&D activities are not only focused on developing
new and improved glove products to extend our product
Top Glove has also overseen the smooth pipeline, but much effort has also gone into the setting-
implementation of GST across its Malaysian up of testing facilities. The R&D Centre at Top Glove
operations. As an export business, the Group expects functions as a knowledge repository, providing technical
the impact of GST which took effect in 1 April 2015, to know-how and testing services for manufacturing
be minimal as its products are zero-rated. Top Glove purposes and our customers. In addition, Top Glove
is also working closely with the authorities on establishes strong R&D partnerships with universities
processing refunds. and research institutions to facilitate more R&D
initiatives for the glove manufacturing industry.
Corporate Citizenship and Social Responsibility
R&D is an integral part of Top Glove’s DNA and the
Top Glove is a firm advocate of responsible business many teams engaging in this important area will
practices, and our commitment to sustainability continue to upgrade quality and develop innovations
permeates every level of the organisation. that support the sustainable growth of Top Glove.

Corporate Responsibility initiatives at Top Glove focus Moving Forward


on four key areas of environment, employees, ethics
and community, issues which are close to heart for our We have had a good year in which much has been
stakeholders and essential for the continued success achieved. However, there remains much more for us
of our business. to do. Indeed, we are not content to rest on our laurels
but are now aspiring towards higher goals.
To discover more about how we are positively impacting
the community and environment around us, please see Having firmly entrenched ourselves as the world’s
our Sustainability Statement on page 36 to page 39. largest rubber glove manufacturer, we have now set our
sights on becoming the world’s largest nitrile glove
R&D and Technological Advancement manufacturer. This will now be our top priority, one
which we believe we are well-placed to achieve in view
With rapid technology advancements and evolving of our significantly improved nitrile competency. We are
industry standards, the glove manufacturing industry also ever-passionate about growing our people, on
remains intensely competitive. This renders innovation whom much of this company’s success turns. To this
crucial for future success, of which Research and end, Top Glove continues to provide enriching
Development (R&D) is a key driver. opportunities that move employees beyond their
comfort zone, supported with a robust training and
Top Glove has invested intensively in the pursuit of
R&D, the result of which we have witnessed a
tremendous leap forward in terms of new innovative
products, improved manufacturing processes, and
breakthroughs in technologies, which translates into
better profits and lower manufacturing costs.

Our focus is now also on developing and protecting new


technologies that will improve our manufacturing process,
for which yearly KPIs have been established. Accordingly,
R&D personnel aggressively research patent-worthy
innovations that will help move our manufacturing process
forward as we take our business to the next level. In
FY2015 alone, Top Glove successfully filed eight patents
on new inventions and technologies.

Our R&D Department strives to deliver top quality Tan Sri Dr Lim delivers a welcome speech at Top
Glove’s 24th Anniversary Appreciation Dinner 2015
products befitting the Top Glove name, which do not

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development system. People remain our strongest competitive edge and equipping them with the skills and
capabilities that will enable them to take our business to greater heights is foremost on our agenda.

Our industry remains one with high growth potential and our efforts in pursuing market expansion both in emerging
and developed countries will continue with tenacity. We are mindful that the business terrain may prove challenging
in the year ahead, but believe that opportunities always abound for those who are alert and ready to work for
them.

As we continue to focus on quality, innovation, automation, prudent cost control and efficiency, we are confident
we will be well-able to continue delivering a solid performance in the year ahead.

In Appreciation

Top Glove’s extraordinary performance is testament to the steadfast commitment of its employees and the
visionary leadership of its management, to whom we would like to record our sincere gratitude. Our achievements
today are a credit to your hard work and your many contributions do not go unnoticed.

We also wish to express our deep appreciation to our valued shareholders, customers, vendors and business
associates for your support and strong confidence in the Group over the years, without which we would not have
attained the level of success we enjoy today.

Last but not least, we also would like to convey our thanks to our fellow board members for their insightful and
judicious guidance as we strive to deliver excellence in all we do. We take this opportunity to express our
appreciation to our Independent Non-Executive Directors Tan Sri Dato’ Dr. Lin See Yan and Mr Sekarajasekaran
a/l Arasaratnam who retired from the Board earlier this year, for their service. We also welcome our newest board
members, Datuk Noripah Kamso and Ms Sharmila Sekarajasekaran and are confident they will be instrumental
in helping steer the company forward.

The path ahead is paved with tremendous opportunities and indeed, challenges. We are truly privileged to have
the support of so many talented individuals who will be embarking on this exciting journey with us, as we work to
maintain our upward momentum and keep delivering strong results.

Thank you.

TAN SRI DR LIM WEE CHAI LEE KIM MEOW


Chairman Managing Director
Top Glove Corporation Bhd Top Glove Corporation Bhd
30 October 2015 30 October 2015

Staff and Management pose for a group photo after the Top Glove Leadership Summit 2015

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PARA PIHAK BERKEPENTINGAN,


BAGI PIHAK LEMBAGA PENGARAH TOP GLOVE CORPORATION BHD (“TOP GLOVE”),
KAMI DENGAN SUKACITANYA MEMBENTANGKAN LAPORAN TAHUNAN BAGI TAHUN
KEWANGAN BERAKHIR 31 OGOS 2015 (“TK2015”).

D.Y.M.M. Sultan Selangor telah merasmikan Top Glove Tower dalam acara besar-besaran pada 1 Oktober 2015

Landskap Perniagaan Keputusan kami telah diperkukuhkan lagi oleh situasi


persekitaran yang positif, di mana Dolar AS semakin
Tahun kewangan berakhir 31 Ogos 2015 adalah tahun menaik dan harga bahan mentah pada keseluruhan
yang bersejarah bagi Top Glove. Terutamanya, kami semakin menurun. Harga purata latek getah menyusut
telah mencapai prestasi paling cemerlang kami sejak sebanyak 17% kepada RM3.94/kg manakala harga
penyenaraian Kumpulan di Bursa Malaysia pada tahun purata latek nitril menurun sebanyak 2.8% kepada
2001 dan juga mencatatkan paras tinggi baru bagi US$1.05/kg berbanding TK2014, dan sebahagian
industri sarung tangan getah dari segi Hasil Jualan dan daripada penjimatan ini dikongsi dengan para
Keuntungan. pelanggan. Walau bagaimanapun, sementara situasi
positif ini dialu-alukan, kami tidak bergantung kepada
Pencapaian prestasi yang luar biasa dalam Hasil Jualan faktor tersebut bagi meningkatkan prestasi kami. Satu-
and Keuntungan adalah dengan adanya inisiatif satunya cara untuk mengekalkan kejayaan kami adalah
penambahbaikan dari segi kualiti, kecekapan, automasi, melalui tumpuan yang tidak berbelah-bahagi kepada
pengkomputeran dan R&D yang telah kami lakukan kualiti dan kecekapan kos, seperti yang dinyatakan
secara agresif, dan kini membuahkan hasil. Kami juga dalam Hala Tuju Perniagaan kami iaitu Untuk
melihat pertumbuhan dari segi permintaan yang kekal menghasilkan sarung tangan berkualiti tinggi secara
teguh bagi sarung tangan nitril dari negara-negara maju, konsisten pada kos yang rendah dan cekap. Ini
manakala permintaan bagi sarung tangan getah asli dari sentiasa menjadi tumpuan kami dan ia sekali lagi
pasaran baru terus meningkat dengan mantap. terbukti sebagai cara yang betul maju ke hadapan.

Operasi di China yang berjaya kami pulihkan dalam Namun, persekitaran perniagaan kekal mencabar dalam
tahun kewangan lalu, juga terus menghasilkan pelbagai aspek. Persaingan terus meningkat dalam
keuntungan, menyumbang secara positif kepada segmen sarung tangan nitril, di mana pemain industri
pendapatan kami. utama terus mengembangkan kapasiti mereka untuk
memanfaatkan permintaan yang semakin meningkat.
Sementara itu, kemunculan wabak penyakit berjangkit
seperti Ebola, MERS, pelbagai jenis selesema burung Kami juga perlu berhadapan dengan kenaikan kos bahan
dan selesema khinzir, terus menekankan kepentingan kimia dan semakan semula tarif gas asli. Walaupun
langkah-langkah pencegahan dan alat pelindung diri begitu, peningkatan kualiti dan kecekapan kos melalui
dalam industri penjagaan kesihatan. automasi, pengkomputeran dan inisiatif transformasi
teknologi yang dilaksanakan oleh Kumpulan berhasil bagi
mengurangkan kesan angin sakal ini.

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Berikutan peningkatan kesedaran dan piawaian secara global, sarung tangan kekal menjadi barang yang amat
diperlukan dalam sektor penjagaan kesihatan. Permintaan global dianggarkan 180 bilion keping setahun bagi
tahun 2015 dan dijangka terus berkembang pada kadar purata 5% hingga 6% setiap tahun. Permintaan sarung
tangan dijangka berkembang pesat terutama di negara-negara membangun, di mana penggunaan adalah rendah
tetapi pantas meningkat.

Mencatatkan Pencapaian Tertinggi Bersejarah

Kami mengakhiri TK2015 dengan positif, di mana Top Glove berjaya mencapai Hasil Jualan tertinggi bagi mana-
mana tahun sebanyak RM2.51 bilion, iaitu peningkatan sebanyak 10.3% berbanding TK2014.

Menetapkan tahap ketinggian yang baru bagi Kumpulan dan industri sarung tangan, Top Glove mencatatkan
Keuntungan Sebelum Cukai yang sebanyak RM363.5 juta, meningkat 68.1% berbanding TK2014, manakala
Keuntungan Selepas Cukai mencatatkan RM281.2 juta, meningkat sebanyak 53.2% berbanding TK2014, dengan
cemerlangnya melebehi rekod terdahulu sebanyak RM250.4 juta pada TK2010.

Kumpulan juga mencatatkan pertumbuhan yang kukuh dalam volum jualan (kuantiti) sebanyak 8%, setelah
mengukuhkan kehadirannya di pasaran maju, di mana jualan sarung tangan nitril meningkat lebih 27% berbanding
TK2014. Jualan sarung tangan nitril terdiri daripada 28% jumlah jualan kami pada TK2015 dan menyumbang 32%
dalam 4STK15. Dalam tempoh 6 tahun dari 2011 hingga 2015, jumlah jualan sarung tangan nitril Top Glove telahpun
melonjak sebanyak 646%. Sementara itu, jualan sarung tangan getah asli terus meningkat dengan mantap.

Eksport Kumpulan juga terus melebihi jumlah eksport Malaysia. Walaupun jumlah eksport sarung tangan getah
asli dari Malaysia menurun sebanyak 9.5% pada separuh pertama tahun kalendar 2015 berbanding dengan
separuh kedua tahun kalendar 2014, eksport daripada operasi Malaysia Top Glove (TGM) telah meningkat
sebanyak 5.2%, dalam tempoh yang sama. Sementara itu, eksport sarung tangan nitril dari TGM naik sebanyak
24.5%, melebihi eksport sarung tangan nitril Malaysia yang meningkat sebanyak 15%, dalam separuh pertama
tahun kalendar 2015, berbanding separuh kedua tahun kalendar 2014.

Walau apapun tumpuan kami kukuh terhadap sarung tangan nitril selaras dengan trend pasaran, kami yakin
dalam mengekalkan rangkaian produk yang pelbagai. Ini akan mengurangkan kebergantungan kepada mana-
mana satu jenis sarung tangan dan juga mengurangkan kesan kenaikan harga bahan mentah, di samping
membolehkan kami memanfaatkan permintaan dalam kedua-dua pasaran maju dan baru muncul.

Campuran jenis sarung tangan serta pecahan pendapatan mengikut geografi bagi TK2015 seperti lampiran di bawah:

Prestasi yang sangat baik ini disebabkan oleh peningkatan dalam kualiti dan kecekapan kos yang berterusan,
khususnya usaha bersepadu bahagian automasi dan penambahbaikan kejuruteraan. Inisiatif menaik taraf
mengakibatkan talian pengeluaran yang lebih baru serta cekap, dan peningkatan kualiti sarung tangan yang juga
turut menyumbang kepada peningkatan margin. Pemulihan secara berterusan dalam operasi di China juga
memberi impak positif ke atas keputusan Kumpulan. Di samping itu, Top Glove juga mendapat manfaat daripada

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kenaikan Dolar AS dan penurunan harga bahan


mentah. Walau bagaimanapun, selaras dengan norma
industri, ia telah berkongsi keuntungan daripada kadar
pertukaran dan penurunan harga bahan mentah
dengan para pelanggan, dan juga menyelaras semula
harga jualan beberapa kali sepanjang tahun.

Kewangan Top Glove kekal kukuh dan pada 31 Ogos


2015, Kumpulan mengekalkan kunci kira-kira yang
sihat serta kedudukan tunai bersih yang positif
berjumlah RM180.1 juta.

Sementara itu, jumlah ekuiti pemegang saham adalah


RM1.61 bilion dan aset bersih sesaham berjumlah RM2.60.

Selaras dengan komitmen dalam mewujudkan nilai


pemegang saham, Lembaga Pengarah mengemukakan Pengarah-pengarah Top Glove selepas taklimat
cadangan Dividen Akhir Satu Peringkat iaitu 12 sen, mengenai keputusan syarikat kepada pengurus dana,
serta Dividen Khas Akhir Satu Peringkat sebanyak 3 sen, penganalisis dan pihak media pada awal tahun 2015
menjadikan jumlah pembayaran dividen yang
dicadangkan kepada 23 sen, peningkatan 44% Top Glove Tower, ibu pejabat korporat Kumpulan
berbanding tahun lepas yang sama, tertakluk kepada setinggi 23 tingkat di Setia Alam, yang siap dibina pada
kelulusan para pemegang saham pada Mesyuarat April 2015, juga telah dirasmikan oleh D.Y.M.M. Sultan
Agung Tahunan yang akan datang pada Januari 2016. Selangor dalam satu majlis besar-besaran baru-baru
Jumlah pembayaran dividen bagi TK2015 berjumlah ini pada 1 Oktober 2015. Suatu bangunan pejabat dan
kira-kira RM142.8 juta, mewakili bayaran nisbah dividen komersial Gred A yang menepati Indeks Bangunan
sebanyak 51%. Hijau (IBH) bertaraf peringkat Emas, ianya dibina
mematuhi standard kualiti CONQUAS and QLASSIC
Kumpulan telah mencapai penambahbaikan operasi yang diiktiraf antarabangsa dan bertujuan untuk
yang memberangsangkan dengan pentauliahan Kilang menempatkan jabatan-jabatan utama Top Glove,
29 pada Februari 2015, yang merupakan kemudahan kearah meningkatkan kualiti, komunikasi dan
baru serta berteknologi maju dan cekap, khusus untuk kecekapan operasi.
pengeluaran sarung tangan nitril. Ini telah jauh
meningkatkan kapasiti sarung tangan nitril Top Glove, Selaras dengan komitmen untuk meningkatkan nilai
membolehkan ia menampung permintaan yang pemegang saham, Kumpulan juga telah
semakin meningkat secara konsisten daripada negara- mencadangkan perlaksanaan pemberian bonus
negara maju, di mana penggunaannya kini telah sebanyak 630,697,962 saham baru Top Glove atas
berkembang kepada sektor bukan perubatan. dasar 1 Saham Bonus bagi setiap saham sedia ada
Top Glove yang dipegang dari tarikh kelayakan.
Perkembangan Korporat
Top Glove juga sedang mewujudkan pelan geran
Berikutan permintaan yang semakin kukuh, Top Glove saham pekerja sehingga 15% daripada modal saham
akan terus melaksanakan pengembangan kapasiti terbitan dan berbayar (berkecualian saham treasuri)
secara agresif, membina kemudahan optimum baru Syarikat bagi kakitangan yang layak, sebagai salah
dengan talian pengeluaran lebih pantas, cekap dan satu daripada pelbagai caranya untuk memberi
berteknologi, maju kearah keuntungan yang lebih baik. ganjaran kepada pekerja.

Sedang dijalankan dan mengikut jadual, adalah Berikutan persaraan Pengarah Bebas Bukan Eksekutif,
rancangan pengembangan bagi Kilang 27 di Lukut, Tan Sri Dato’ Dr Lin See Yan dan yang telah lama
Port Dickson (mula beroperasi pada Februari 2016) berkhidmat, Pengarah Bebas Bukan Eksekutif Encik
dan Kilang 6 di Thailand (mula beroperasi pada Ogos Sekarajasekaran A/L Arasaratnam, Top Glove melantik 2
2016), serta pembinaan kemudahan baru Kilang 30 pengarah wanita berwajah baru iaitu Datuk Noripah
(mula beroperasi pada Februari 2017) yang masing- Kamso dan Cik Sharmila Sekarajasekaran, sejajar
masing akan membawa jumlah talian dan kapasiti dengan komitmen dalam memperluaskan kepelbagaian
pengeluaran kepada 540 dan 52.4 bilion sarung tangan lembaga pengarahnya dari segi jantina, umur dan etnik.
setahun. Bagi melengkapkan pertumbuhan organik, Ini juga akan memastikan Top Glove memenuhi keperluan
Top Glove juga akan terus mencari peluang M&A, syarat perwakilan wanita sebanyak 30% dalam lembaga,
sinergi dengan perniagaan semasa, dalam industri selaras dengan garis panduan kerajaan untuk mencapai
yang sama atau berkaitan. matlamat ini pada tahun 2016 kelak.

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Tan Sri Dr Lim dan Encik KM Lee bergambar dengan penerima anugerah kakitangan terbaik di Majlis Makan
Malam Ulangtahun dan Penghargaan 2015

Di samping itu, Top Glove juga mendapat anugerah mengetahui lebih lanjut mengenai bagaimana kami
tertinggi di Asean Business Awards Malaysia (ABAM) memberi kesan positif kepada masyarakat dan alam
2015, di mana ia telah disampaikan anugerah AEC sekitar di sekeliling kita, sila lihat Penyata Tanggungjawab
Priority Integration Sector Excellence Award in Rubber- Korporat kami di halaman 36 hingga 39.
based Products, sebagai pengiktirafan terhadap
kejayaan globalnya yang cemerlang. Bersempena Penyelidikan & Pembangunan (R&D) dan Kemajuan
ulang tahun MREPC ke-15, Top Glove juga Teknologi
dianugerahkan Malaysia’s Largest Exporter of Rubber
Gloves, Malaysia’s Largest Exporter of Rubber Dengan kemajuan teknologi yang pesat dan piawaian
Products serta Malaysia’s Top 5 Exporters of Rubber industri berkembang, industri pembuatan sarung
Gloves memandangkan prestasi eksportnya yang tangan masih amat kompetitif. Ini telah menjadikan
cemerlang sepanjang tempoh 2012 hingga 2014. Baru- inovasi tersangat penting bagi kejayaan masa depan,
baru ini, kami juga telah diberikan anugerah 2015 Frost di mana penyelidikan dan pembangunan (R&D) adalah
& Sullivan Asia Pacific Medical Glove Company of the pemacu utama.
Year dan ASEAN Corporate Governance Outstanding
Achievement Awards. Top Glove telah melabur secara intensif dalam R&D, lalu
kami telah menyaksikan lonjakan besar ke hadapan dari
Top Glove juga telah menyelia pelaksanaan GST di segi produk baru yang inovatif, penambahbaikan proses
keseluruh operasinya di Malaysia. Sebagai pembuatan dan kejayaan dalam teknologi, yang
pengeksport, Kumpulan menjangkakan GST, yang membawa kepada keuntungan yang lebih baik dan kos
telah berkuat kuasa pada 1 April 2015, akan memberi pengeluaran yang lebih rendah.
kesan yang minimum kerana produk yang dieksport
adalah berkadar sifar. Top Glove juga bekerjasama Tumpuan kami kini juga terhadap pembangunan dan
rapat dengan pihak berkuasa ke atas proses pendaftaran teknologi baru yang akan meningkatkan
pembayaran balik. proses pengeluaran kami, untuk yang mana petunjuk
prestasi utama (KPI) tahunan telah ditubuhkan. Oleh
Kewarganegaraan Korporat dan Tanggungjwab itu, kakitangan R&D telah secara agresif melaksanakan
Sosial penyelidikan inovasi yang boleh dipatenkan, demi
meningkakan proses pembuatan sementara kami
Top Glove adalah penyokong kuat amalan perniagaan berusaha membawa perniagaan kami ke tahap yang
yang bertanggungjawab, dan komitmen kami kepada seterusnya. Pada FY2015, Top Glove berjaya
kemampanan meresap setiap peringkat organisasi. memfailkan lapan paten ciptaan dan teknologi baru.

Inisiatif Tanggungjawab Korporat di Top Glove memberi Jabatan R&D berusaha menyampaikan produk
tumpuan kepada empat bidang utama, iaitu alam sekitar, berkualiti tinggi bersesuaian dengan nama Top Glove,
pekerja, etika dan masyarakat, isu-isu yang bermakna yang tidak hanya mencapai tetapi mampu melangkaui
kepada pemegang kepentingan kami dan wajib untuk jangkaan pelanggan kami. Beberapa produk utama
kejayaan berterusan bagi perniagaan kami. Untuk yang dilancarkan pada tahun lalu demi memenuhi

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> LETTER TO STAKEHOLDERS : BAHASA MALAYSIA VERSION (SAMB.)

keperluan yang semakin padat dan pasaran khusus,


termasuk sarung tangan nitril “accelerator-free” dan
sarung tangan pembedahan nitril.

Aktiviti R&D kami bukan sahaja tertumpu kepada


pengeluaran produk sarung tangan yang baru dan
melanjutkan saluran paip produk secara meluas, tetapi
banyak usaha juga telah terlibat untuk menubuhkan
kemudahan ujian. Pusat R&D di Top Glove berfungsi
sebagai wadah pengetahuan, menyediakan kepakaran
teknikal dan perkhidmatan ujian bagi tujuan pengeluaran
dan juga untuk pelanggan kami. Di samping itu, Top Glove
berjaya menetapkan perkongsian R&D yang kukuh
dengan universiti-universiti dan institusi penyelidikan bagi
memudahkan lebih banyak inisiatif R&D bagi industri
Kilang-kilang kami dilengkapi dengan mesin yang pengeluaran sarung tangan.
paling maju demi menghasilkan sarung tangan yang
berkualiti pada kos yang efisyen serta rendah R&D adalah merupakan bahagian mustahak perniagaan
kami dan pasukan-pasukan yang terlibat dalam bidang
yang penting ini akan terus meningkatkan kualiti dan
membangunkan inovasi demi menyokong pertumbuhan
yang mampan bagi Top Glove.

Selangkah ke Hadapan

Kami telah menikmati tahun yang baik di mana banyak


yang telah dicapai. Walau bagaimanapun, masih
banyak lagi yang kami perlu laksanakan.
Sesungguhnya, kami tidak berpuas hati dengan
kejayaan setakat ini, tetapi kini memasang azam baru
ke arah matlamat yang lebih baik.

Setelah teguh berakar diri sebagai pengeluar sarung


tangan getah terbesar di dunia, kami kini telah
menetapkan matlamat untuk menjadi pengeluar
terbesar sarung tangan nitril di dunia. Ini sekarang akan
menjadi keutamaan kami, dan kami yakin Top Glove
Pembarisan tahunan Polis Bantuan Top Glove berkedudukan baik untuk mencapai matlamat ini,
memandangkan kecekapan nitril kami yang telah
meningkat dengan ketara.

Kami juga sentiasa bersemangat untuk membangunkan


pekerja kita, dimana merekalah sebab utama syarikat ini
berjaya sebegini. Bagi tujuan ini, Top Glove akan terus
memberi peluang untuk bekerja di luar zon selesa mereka,
disokong dengan latihan dan sistem pembangunan yang
mantap. Pekerja kekal menjadi daya saing kuat kami dan
melengkapkan mereka dengan kemahiran dan
keupayaan adalah agenda utama kami.

Industri kita tetap menjadi salah satu industri yang


mempunyai potensi pertumbuhan yang tinggi dan
usaha kami dalam perkembangan di pasaran baru
muncul dan negara maju, akan berterusan dengan
sesungguhnya. Kami sedar bahawa persekitaran
perniagaan akan terbukti mencabar bagi tahun
Top Glove terus melabur dalam R&D agar kekal hadapan, tetapi percaya bahawa peluang sentiasa
berdaya saing terbuka kepada mereka yang peka dan bersedia untuk
bekerja keras.

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> LETTER TO STAKEHOLDERS : BAHASA MALAYSIA VERSION (SAMB.)

Dengan tumpuan tidak berbelah-bahagi kepada kualiti, inovasi, automasi, kawalan kos berhemah dan kecekapan,
kami yakin mampu terus mencapai prestasi yang kukuh dalam tahun akan datang.

Penghargaan

Prestasi luar biasa Top Glove adalah bukti komitmen teguh para pekerja dan para pemimpin yang berwawasan,
dan kami ingin merakamkan penghargaan ikhlas kami. Pencapaian syarikat hari ini adalah pujian kepada kerja
keras dan sumbangan anda, yang tidak akan diabaikan.

Kami juga ingin merakamkan setinggi-tinggi penghargaan kepada para pemegang saham, pelanggan, pembekal
dan rakan perniagaan di atas sokongan dan keyakinan yang kukuh dalam Kumpulan selama ini, tanpanya kami
tidak akan mampu mencapai tahap kejayaan yang dinikmati hari ini.

Akhir sekali, kami juga ingin mengucapkan ribuan terima kasih kepada ahli lembaga pengarah bagi panduan
berwawasan dan bijaksana mereka yang telah membimbing Kumpulan ke arah kecemerlangan. Kami mengambil
kesempatan ini untuk merakamkan penghargaan kepada Pengarah Bebas Bukan Eksekutif kami, Tan Sri Dato'
Dr Lin See Yan dan Encik Sekarajasekaran a/l Arasaratnam yang bersara daripada Lembaga pada awal tahun
ini, untuk perkhidmatan mereka. Kami juga mengalu-alukan ahli-ahli lembaga terbaru kami, Datuk Noripah Kamso
dan Cik Sharmila Sekarajasekaran serta yakin mereka akan memainkan peranan penting dalam membantu
mengemudi syarikat ke hadapan.

Zaman hadapan diturap dengan peluang yang hebat dan sememangnya, cabaran. Kami benar-benar bertuah
mendapat sokongan daripada begitu ramai individu yang berbakat, sementara kami berusaha untuk mengekalkan
momentum positif kami dan terus menyampaikan keputusan yang kukuh.

Terima kasih.

TAN SRI DR LIM WEE CHAI LEE KIM MEOW


Pengerusi Pengarah Urusan
Top Glove Corporation Bhd Top Glove Corporation Bhd
30 Oktober 2015 30 Oktober 2015

Gambar berkumpulan yang diambil semasa rombongan tahunan syarikat pada tahun 2015

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诸位权益持有人,
我们谨此代表顶级手套集团向诸位权益持有人呈报顶级手套集团截至
2015年8月31日的财务年度报告。

顶级手套2015年度答谢晚宴

商业概述

截至2015年8月31日财务年是顶级手套迈向另一个新的里程碑。这也是集团在大马交易所上市后创下最佳的业绩
,同时也为手套行业的营业额和利润创下新高。

表现特出的营业额和利润主要归功于集团积极提升品质、自动化和研发的计划。与此同时,我们也留意到发达国
家对丁腈手套的需求量增加,而新兴市场对天然乳胶手套的需求也持续稳步上升。

集团位于中国的业务也成功在上个财务年继续呈现盈利,并对集团作出正面的贡献。

与此同时,间歇性爆发的传染疾病如埃博拉,MERS,禽流感和猪流感等病毒的出现也显示了预防措施和个人防
护设备在医疗保健行业的重要性。

美元走强和较低的原材料价格有助于我们的业绩表现。与2014财务年相比,天然乳胶的价格下降了17% 至平均
每公斤马币3.94, 而丁腈乳胶价格则下跌了2.8%至平均每公斤美金1.05, 与此同时,我们也将部分节约成本惠利于
消费者。虽然顺境利于我们,但是集团不会依赖这暂时性的因素来提高我们的表现。专注于手套品质和成本效益
才是持久成功的唯一途径。持续有效地生产高品质低成本的手套也是集团的业务方针经得起时间考验,也再次证
明了集团正朝向正确的方向前进。

商业环境仍存有各方面的挑战。丁腈手套的竞争持续加剧,尤其当其他手套业者也持续扩展以应付不断增长的需
求量。我们也面对化学物品的成本和天然气价格的调长。然而,集团通过自动化,电脑化和科技化的转型计划来
加强品质和成本效益。这也有助于减轻被不利因素的影响。

医疗保健意识和标准在全球不断地提升,手套仍然是一个不可或缺的物品。手套的全球需求量预计持续以每年平
均增长5至6%,而达到在2015年的1800亿只。发展中国家对手套的需求预料将快速地上升,虽然使用率较低。

创下历史中的新高

在2015财务年,集团成功取得最高营业额。与2014财务年相比,营业额上升了10.3% 至马币25亿1000万。

集团也成功创下了手套行业内的新高。与2014财务年相比,税前盈利上升了68.1% 至马币3亿6350万;而净利润则
上升了53.2%至马币2亿8120万。此外,2015财务年的净利润也超越了2010财务年的马币2亿5040万的最佳表现。

集团的销售量也取得了8% 增长。与2014财务年相比,丁腈手套销售额增长超过27%。在2015财务年,丁腈手套
的销售量占据了总销售额的28%;而2015财务年第4季度则占据了32%。从2011年至2015年的6年时光,集团的
丁腈手套的销售量激增了646%。与此同时,天然乳胶手套的销售也持续稳定上升。

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集团也持续在马来西亚出口商中表现优越。与2014下半年相比,虽然2015上半年的马来西亚乳胶手套出口总额
下降了9.5%,然而顶级手套在马来西亚的业务(TGM)出口量却上升了5.2%。

尽管我们把重点注重于与市场趋势一致的丁腈手套,我们还是认为维持多元化的产品系列是必要的。这将减少
我们对任何手套的依赖和减轻原材料价格上涨的影响,同时也令我们能够充分利用源自于发达国家和新兴市场
的需求。

在2015财务年,集团的销售产品分类和营业额分析描述如下:

集团取得如此优越的表现主要归功于内部所实施的改进措施如自动化和设备提升及研发。除此之外,集团也投入
最新及效率更高的生产线,同时提升手套品质也促成更好的利润率。中国业务的持续好转也是为集团带来正面的
贡献。此外,集团也从美元走强和较低的原材料价格中获益。然而,为了符合行业规范,集团也数次调整了手套
的售价,并和客户共享了从外汇和较低的原材料成本收益。

截至2015年8月31日,顶级手套维持马币1亿8010元的净现金,同时也保持健康的资产负债表。

同时,总股东权益为马币16亿1000万,每股净资产为马币2.60。

为了实现对股东的承诺,顶级手套集团的董事会建议派发每股12仙终期股息,以及每股3仙特别股息,全年总派
息为23仙,与去年相比,股息增长了44%。这将在即将召开的股东常年大会中提呈与批准。2015财务年的总派
息为马币1亿4280万,并占了派息比率的51%。

设有最先进技术和更高效率的第29厂已在2015年2月正式启用,并生产丁腈手套。这将提高丁腈手套的产能,以
便能够满足需求量不断增长的发展中国家。丁腈手套的使用量也扩展至非医疗领域。

企业发展

在强劲的手套需求下,集团将继续扩充产能并设立更快速、更高效率和最先进技术的生产线,使集团取得更好的
盈利。目前,旗下有2间工厂正进行扩展计划,如:位于波德申芦骨第27厂 (将于2016年2月开始营运) 及位于泰
国第6厂 (将于2016年8月开始营运) ;另外,位于巴生的第30厂正在兴建中 (将于2017年2月开始营运)。这将促
使集团的总生产线提高至 540条,年总产能则提高至 524亿只手套。另一方面,集团会持续对任何有潜力 且与手
套行业有关的公司和工厂寻求併购机会, 迈向多元化扩展。

位于莎阿南实达城23层楼高的顶级手套大厦已在2015年4月落成,并在2015年10月1日由雪兰莪州苏丹沙拉弗丁
主持开幕仪式。此大厦拥有A级及绿色建筑指数认证的办公和零售大楼,并依据国际认可的CONQUAS和
QLASSIC 的质量标准而建立。良好的工作环境有助集团的关键部门提高工作质量及营运效率。

为了实现对股东的承诺,集团也建议于授权期发行高达630,697,962新股于每股现有的顶级股份1红股。

集团也着手设立发行高达15%的雇员股份计划以及发行缴足股本(不包括库存股份)给予符合资格的员工,通过
多管齐下的措施奖励我们的员工。

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随着独立非执行董事丹斯里拿督林西彦博士及长期担任独立非执行董事的Sekarajasekaran A / L Arasaratnam
先生的荣休,集团委任了2位新任女董事,分别是Datuk Noripah Kamso 和Sharmila Sekarajasekaran女士,
以符合多元化政策,拥有不同性别、年龄和种族的董事会,这将使集团董事会在2016年达到女性決策人占30%的
规定,并符合了政府的指标。

另外,顶级手套也在2015年取得了马来西亚东盟企业奖(ABAM)的最高荣誉,与以乳胶产品为基础的AEC优
先整合行业优秀奖一起颁发,以表扬全球性的成功。与此同时,顶级手套也因为在2012至2014年期间以卓越的
出口业绩而荣获成为马来西亚最大的乳胶手套出口商和马来西亚最大的乳胶产品出口商以及马来西亚前5名乳胶
手套出口商的奖项。此奖项在马来西亚橡胶出口促进委员会 (MREPC) 第15周年庆的晚宴上颁发。最近,我们也
授予Frost & Sullivan,2015年度亚太区医疗手套公司与东盟公司治理优秀成果奖。

顶级手套也监督确保消费税在其马来西亚的业务上实施顺利。作为一家出口企业,集团预料在 2015年4月1日实
行的消费税对我们的影响不大,因为手套是零税率。集团也与关税局密切合作,处理索回进项税。

企业公民与企业社会责任

顶级手套集团倡导负责任的商业实践,我们承诺要把此商业实践持续发展并渗透到集团的各个阶层。

顶级手套的企业社会责任着重在四个关键领域:环境,员工,道德标准和社会,这都是权益持有人所关注的,也
是使我们的业务继续取得成功的关键。

欲知更多有关集团的企业社会责任活动,请参阅第36页至39页的可持续发展报告。

科技研发的进步

随着科技和手套行业的标准不断地进步,手套制造业的竞争依然激烈。创新是未来取得成功的关键,而研发是主
要的驱动力。

除此之外,可以从新的创新产品到生产过程的改进,和突破的技术中见证顶级手套集团不断地投资在研发以及追
求更大的突破。研发使集团取得更高的利润和降低生产成本。

我们也注重发展与保护新技术以改进我们的生产过程,并对此设立年度关键绩效指标。因此,研发人员持续注重
在可申请专利的研发,这将有助于推动我们生产过程,并把我们的业务提升至更高的水平。在2015财务年,集团
成功申请了八项新发明和新技术的专利权。

我们的研发部门致力提供高品质的产品,不仅仅满足客户,并超越客户的期望。在过去的一年内已持续推出特殊
的产品以迎合严格要求和特殊要求的市场, 包括无加速剂丁腈手套和丁腈手术手套。

我们的研发活动不仅专注在开发新的和改进的手套产品以及扩充生产线,也付出很大的努力在设置检测设施。研
发中心在集团就如一个知识库,为制造业和我们的客户提供技术和测试服务。另外,顶级手套也与大学和科研机
构建立更密切的研发合作伙伴关系,为手套制造业促进更多的研发活动。

研发是集团的DNA的组成部分。许多团队参与于这个重要的领域将会不断提高产品质量和开发新产品以支持顶级
手套持续发展。

顶级手套(兴化)有限公司向全市侨界空巢老人送温暖,
顶级手套(兴化)同事合影
贺新春

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致权益持有人的信函及管理层讨论与分析
> LETTER TO STAKEHOLDERS : MANDARIN VERSION (继续)

展望未来

虽然我们在今年取得亮眼的业绩,但我们仍然有许多能够进步的空间。事实上,我们并不满足于现况,我们仍然
对未来有着崇高的目标。

集团已经巩固我们作为全球最大的乳胶手套制造商的地位。如今,集团的首要任务是把目光投向成为全球最大的
丁腈手套制造商。鉴于我们在生产丁腈手套上有很大的改进,我们相信我们有能力和条件达成此目标。

集团的成功归功于我们致力投资在人才的发展。为此,顶级手套继续提供更多机会让员工超越自己的舒适区,并
持续给予员工培训和发展作为支持。我们的目标是让员工拥有最强的竞争力、技术和能力,以便把我们的业务带
上更高一层楼。

手套行业仍然具有高增长的潜力。同时,我们也努力追求新兴市场和发达国家的市场的扩展。我们也留意到企业
的形势可能在未来具有挑战性,但我们相信机会永远只留给有做准备的人。

随着我们不断地专注于品质、创新、自动化、成本控制和效率,我们有信心能继续在未来取得优越的表现。

鸣谢

顶级手套的特出表现证明了员工的贡献和富有远见的管理层领导,我们衷心感谢大家。今天集团的成就归功于你
们的努力,你们的许多贡献将不会被忽视。

我们也衷心感谢全体股东、客户、供应商和商业伙伴们给予本集团无限的支持与信任。有你们的支持,我们才会
有今天的成就。

最后,我们也衷心感谢董事会的远见和明确的指导以让我们持续提供卓越的表现。我们借此机会对在今年年首荣
休的独立非执行董事丹斯里拿督林西彦博士及长期担任独立非执行董事的Sekarajasekaran A / L Arasaratnam
先生 致于万分谢意。与此同时,我们也欢迎新任女董事,Datuk Noripah Kamso 和Sharmila Sekarajasekaran
女士,并有信心在他们带领下公司将向前迈进。

未来的路有许多的机会,也具有挑战。我们非常荣幸能拥有如此多人才与我们并肩,我们会努力保持进步及持续
交出亮眼的成绩。

谢谢。

丹斯里林伟才博士 李金谋
董事主席 董事经理
顶级手套集团 顶级手套集团
2015年10月 30 日 2015年10月30 日

顶级手套着重于员工们工作与生活平衡

Top Glove Corporation Bhd 35


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SUSTAINABILITY STATEMENT

“We have a clear responsibility to channel our resources and


expertise towards the betterment of the society in which we operate
and live.”
Tan Sri Dr Lim Wee Chai, Chairman, Top Glove Corporation Bhd

All geared up and glove-ing it at the Bursa Bull Charge 2015!

Businesses today play a crucial role in ensuring a sustainable future. At Top Glove, our approach to sustainability
is centered on the preservation of natural resources, protecting the environment and building communities in
which we serve. Alongside this, our focus is also on inspiring people to adopt green practices and conserve
resources towards a more sustainable world. With this in mind, Corporate Responsibility initiatives at Top Glove
focus on four key areas of environment, employees, ethics and community.

ENVIRONMENT

We recognise the conduct of business activities can impact communities and are mindful of our duty to uphold
environmentally responsible practices. Central to our business decisions is the creation of a better, more
sustainable future to which end, the following initiatives are in place to conserve, restore and replace the natural
resources expended in our daily operations.

Establishing an Environmental Policy

Top Glove has an Environmental Policy which clearly articulates our commitment to and measures taken for the
preservation of our environment.

Environmental Management System

Several factories are in the process of being ISO 14001 certified to ensure a robust Environmental Management
System is implemented, with Factories 5, 12 and 23 having successfully obtained certification.

Identifying Alternative Fuel, Energy and Resources

Minimising the depletion of non-renewable resources remains a foremost priority. With this in mind:
• 30% of our factories are powered by biomass, a renewable source of energy
• Heat exchangers are employed to reuse heat energy consumption

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SUSTAINABILITY STATEMENT
(CONT’D)

The annual Blood Donation Campaign is one of Book sales are organised to inculcate a love for
many ways we give back to society at Top Glove reading and continuous learning amongst staff

• More advanced energy efficient systems are Water Efficiency


implemented at new factories, like the SCADA
system which auto-controls the heat energy more Water is essential to the glove production process and
precisely, thereby reducing wastage. conserving this important resource is of utmost
• A new patented technology that allows direct importance. To ensure an uninterrupted supply of water,
heating of wet tanks has also been employed consumption is minimised by adopting the 3R (Reduce,
to replace conventional infrared or thermal Reuse, Recycle) System, while On-Site Detention
oil/steam heating, thereby enabling very (OSD) tanks and rain harvesting tanks are also
precise temperature control with minimum heat employed. In addition, we are exploring more
loss to the surroundings. We have also underground and surface water from clean water
implemented a heat recovery project on a mass sources, which can be channelled to the factory.
scale for wastewater discharge, boiler flue gas,
gas engines and air compressors. Waste Segregation and Recycling
• We patented a new design for conveyor chains
which reduces electricity consumption, minimises All solid waste is segregated into scrap metal, paper,
tension in the lines and prolongs chain life with plastic, wood pallets, containers and other recyclables
minimum breakdown of the production lines. for recycling and reuse, with minimum solid wastes
• Energy efficiency improvement projects will disposed to landfills.
continue to be effected, through the
introduction of the latest technology to chillers, Environmental Facilities and Improvements
air compressors, burners, CHP and boilers.
• At least 65% of gloves produced are natural rubber We have allocated up to RM2 million per factory, for
gloves, the main component for which is a renewable, environmental facilities such as Industrial Effluent
naturally biodegradable and environmentally-friendly Treatment Systems, scrubbers and dust collectors. We
resource. will also continue to upgrade our wastewater treatment
facility through the introduction of the latest
Transportation technologies that will minimise final waste/sludge
discharge to the environment such as dissolved air
As transportation is a major contributor to climate flotation (DAF), pipe flow flocculators and sludge
change, our manufacturing facilities in Klang are decanters.
strategically located within 500 meters of each other,
substantially minimising fuel consumption and Other Initiatives
enabling efficient inter-factory transportation. Video-
conferencing facilities are also available for all multi- Our newly constructed corporate office, Top Glove
location meetings thereby reducing the need to Tower is a Grade A and Green Building Index (GBI)
commute for outstation-based staff. certified Gold office building, featuring high
performance glazing, rainwater harvesting, an efficient
chiller plant system design and LED lights for optimum
energy and water efficiency.

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SUSTAINABILITY STATEMENT
(CONT’D)

We are gradually replacing all old air conditioners and


refrigerators with 5-Star Energy Rated machines to
enhance energy efficiency. Retrofit fluorescent lamps
are also being substituted with LED lamps, while
inverters for energy saving and newer energy-efficient
pumps are being installed as well.

EMPLOYEES

We are privileged to be the employer of choice to


10,000 committed individuals across Malaysia,
Thailand, China, Indonesia, Germany and the USA,
and every effort is made to nurture this diverse talent
pool to ensure our people realise their full potential.
Top Glove brings Raya cheer to children at a shelter home.
Talent Recruitment and Attraction
Performance Management and Reward
We hire well-rounded talents and provide opportunities
for these future leaders to flourish and contribute Top Glove adopts a system of meritocracy which
positively within the Group. promotes ownership and accountability through set
KPIs and ensures good performance is well-rewarded.
Learning and Development Our compensation structure incorporates both fixed and
variable elements, as well as short and long term
As a learning organisation, Top Glove strives to create a components (basic salary, benefits, incentives and an
culture of continuous learning and development. Our Employee Share Option Scheme), thereby giving us a
motto, Must Know, Must Do and Must Teach is embedded competitive edge in the market. The many
into every component of the company’s operations. developmental opportunities available within the
company also serve to attract and retain talent.
Our employees receive on-the-job coaching and
training, as well as professional classroom Healthy Staff Programmes
development. This is to ensure they are equipped with
competencies needed for their present job as well as Top Glove champions a healthy lifestyle and is committed
future advancement. To facilitate training, we have also to creating a culture of good health among employees.
set up an in-house training center with a capacity of
over 200 delegates, as well as a state-of-the-art A total of 7 health talks by our resident nutritionists and
auditorium at Top Glove Tower that can be used for external healthcare specialists were conducted in 2015
seminars and functions. on topics such as the prevention of coronary heart
disease and combating obesity, as well as the
Besides the conventional learning approach, our importance of a healthy diet. In 2015, the Company
training platform includes online management and self- introduced additional programs aimed at enhancing
development, book reading, breakfast talks and employee health and well-being, such as Top Glove’s
educational/inspirational movie screenings on Biggest Weight Loser which offered employees cash
Saturdays. Our 2015 training calendar comprised 160 rewards for healthy weight loss.
sessions, focusing on key areas of Soft Skills, Technical
Skills, Internal Quality Audits, Safety and Health and Our efforts to ensure a healthy workforce also include
Risk Management. quarterly measurement of employees’ Body Mass Index
(BMI) and twice-weekly free Yoga classes conducted
In 2015, a series of new programs was also initiated. on Company premises. Health counselling is also
The Good to Great Program [G2G] series for example available to all employees.
has new and current employees coming together to
learn from each other through fun activities that Promoting Diversity
promote good teamwork.Upskilling programs such as
the Sharing is Caring series cater for junior employees, We recognise that organisational success turns on the
enabling them to learn best practices that are key to ability to embrace and realise the benefits of diversity
achieving our business aspirations. Sharing sessions in the workplace. Top Glove is privileged to draw on the
by subject matter experts from other well-managed talents of a 10,000-strong workforce that is well-
companies are also regularly organised as represented in terms of age and gender.
benchmarking initiatives.

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SUSTAINABILITY STATEMENT
(CONT’D)

As at September 2015, 54.9% of the total workforce in COMMUNITY


the Company comprised women, while 23% of senior
management positions were held by women. 45% of In 2015, Top Glove Foundation contributed a total of
the Engineering Department workforce within the RM1.25 Million in the form of scholarships and
Company was also female. donations to charitable organisations, healthcare-
related groups, religious associations, schools and
Top Glove has also taken its commitment to diversity to universities, underscoring the company’s commitment
the Board level and fulfills the requirement for a 30% to corporate citizenship.
female representation in the Board, in line with the
government guideline to achieve this by 2016. Top Glove Foundation has to date, offered 22
scholarships to students for the pursuit of law,
GOOD BUSINESS ETHICS engineering, medicine, accounting and economics
degrees at local public universities. Since 2011, Top
Top Glove believes companies which operate by a set Glove has also been in collaboration with the Malaysian
of good values are well-positioned to thrive, inspiring Rubber Export Promotion Council (MREPC) to co-
the trust of their stakeholders and business associates, sponsor 8 students pursuing tertiary education in local
whilst attracting quality employees. Its commitment to public universities.
uphold ethical practices is enshrined in the company’s
Business Ethics Honesty, Integrity and Transparency. Annual visits to various homes in Klang during festive
seasons like Hari Raya, Chinese New Year, Deepavali
In 2009, the Top Glove Prevention and Anti-Corruption and Christmas are also organised, whereby donations
Committee (TGPAC) was established to ensure the both in cash and kind are given out to the less
conduct of ethical business interactions with business privileged. An annual blood donation campaign is also
partners and the Government. The Committee also a staple event on our calendar, aimed at collecting
aims to advocate an anti-corruption mindset amongst blood from healthy blood donors to save lives.
all its employees. It also provides an avenue for Top
Glove’s employees and the public to lodge complaints As part of its on-going service to the community, Top
of any corrupt practices within the company. Glove also undertakes road and drainage repairs as
well as street lighting maintenance, within the vicinity of
Top Glove ensures that a CTOS check is conducted on its facilities. In FY2015 alone, a total of RM 680,000
all business associates to ascertain that they have good was invested in improving various facilities for the
credit standing and at the same time, safeguard Top community. Additionally, Top Glove’s strong 24-hour
Glove from potential financial risks. Additionally, auxiliary police (Polis Bantuan) presence also
employees are required to conduct an SSM search to enhances security for residents within the area.
gather more corporate/financial information on business
associates. All suppliers and other business associates Doing Well by Doing Good
who have financial dealings with Top Glove are also
required to sign a letter of enforcement every six The discharge of our corporate responsibility is a duty
months to affirm their strict adherence to our practice and more so, a privilege. We count ourselves fortunate
of non-corruption. to be able to give back to and effect positive changes
across our communities; only then can we say we have
Top Glove was also among the first to sign the truly succeeded as a business. In the spirit of
Corporate Integrity Pledge and Anti-Corruption continuous improvement, we are constantly reviewing
Principles for Corporations, an initiative by the our approach to CR and challenging ourselves to
Malaysian government in March 2011. Internally, it also contribute more, to ensure that we are able to meet
organised its own Top Glove Anti-Corruption Day during needs as they arise.
which all senior management signed the Top Glove
Corporate Integrity Pledge. All Top Glove employees
are required to sign a pledge every year to vouch that
they will not condone or be involved in any corrupt
practices, as well.

Top Glove spreads some Christmas joy at the Handicapped


and Disabled Children’s Association of Klang, Selangor.

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FINANCIAL CALENDAR

40 Top Glove Corporation Bhd


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TOP GLOVE CORPORATE SONG

Top Glove Corporation Bhd 41


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CORPORATE GOVERNANCE STATEMENT

The Board of Directors of Top Glove Corporation Bhd ("the Board") is committed in ensuring a high
standard of corporate governance is practised whilst pursuing its corporate objectives in enhancing the
shareholders’ value and competitiveness. The Board is mindful of the importance of governance and
acknowledges to continue delivering sustainable performance and instilling best corporate governance
practices in building a sustainable business.

Corporate Governance Overview

Under the leadership of the Board, there have been four (4) significant developments in Board governance and
administration for Top Glove (“Top Glove or “Company”) in the financial year ended 31 August 2015 (“FY2015”),
as follows:

(a) Two (2) female Directors, namely, Datuk Noripah Kamso and Ms Sharmila Sekarajasekaran, have been
appointed on Board to enhance the Board Diversity;
(b) Succession Planning was a new agenda introduced to the Nomination Committee and hence the Board for
a structured development of the Company and or Group;
(c) The Board met for the first time to discuss the Company Business Strategy and review its vision and mission
statement; and
(d) A Dividend Policy was formalised by the Board to declare and pay annual Dividends of not less than 50% of
its Profit after Tax and Minority Interest.

A testament to Top Glove’s commitment on corporate governance, Top Glove was ranked 58 in Malaysia in the
Malaysia-ASEAN Corporate Governance Index 2014 administered by Minority Shareholder Watchdog Group.

Another testament by Bursa Malaysia Berhad on the Analysis of Corporate Governance Disclosure in Annual
Reports, Top Glove scored in average 74% across six (6) Principles evaluated, which was above the average
scores of 63.7% for 300 listed issuers.

The Group will continue to endeavours its efforts in evaluating its governance practices in response to the evolving
best practices and the changing requirements. The Board is pleased to present the Corporate Governance
Statement for FY2015 outlining the application of the principles and recommendations as set out in the following
guides:

(a) Companies Act, 1965 (“CA 1965”);


(b) Main Market Listing Requirements (“Main LR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”);
(c) Malaysian Code on Corporate Governance 2012 (“the MCCG 2012”); and
(d) Second Edition of Corporate Governance Guide issued by Bursa Malaysia Berhad (“The CG Guide”)

The Group has noted the principles and recommendations of the above-mentioned guides and will further review
its corporate governance practices to bring the same in line with the recommendations under those guides.

As part of its efforts to enhance its practices, Top Glove has also taken the initiative to benchmark itself against
leading corporate governance standards of reputable Malaysia Public Listed Companies.

PRINCIPLE 1: ESTABLISH CLEAR ROLES AND RESPONSIBILITIES


The responsibilities of the Board, which should be set out in a Board Charter, include Management oversight,
setting strategic direction premised on sustainability and promoting ethical conduct in business dealings.

Top Glove is led by experienced Board comprising members who are specialised in the glove manufacturing and
various business sectors supported by a wide range of other professionals in the economics, engineering and
accounting sectors. This wide spectrum of skills and experience provide the strength that is needed to lead the
Company to meet its objectives and enable the Company to rest in the firm control of an accountable and
competent Board.

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

Board Charter

Board Charter established clearly the functions reserved for the Board, Directors’ roles and responsibilities and
those delegated to the Management. It is a reference and induction literature in providing the Board members
and Management insight into the functions of the Board.

The core areas of the Board Charter are as follows:

(a) Company Goals, Mission and Vision;


(b) Board Governance Process;
(c) Board and Management Relationship;
(d) Board and Shareholders Relationship; and
(e) Stakeholders Relationship.

The Charter was adopted in year 2012 and will be reviewed from time to time to ensure its consistency with the
Board’s objectives and current laws and practices.

The Board Charter is accessible through the Company’s website at http://www.topglove.com.my/pdf/


TopGlove_BoardCharter.pdf

Board Committees

The Board Committees are entrusted with specific responsibilities to oversee the Group’s affairs, with authority
to act on behalf of the Board in accordance with their respective Terms of Reference.

To keep the Board abreast of the decisions and discussions made by each Board Committee, although the duties
have been delegated to respective Board Committees, the Committees would report to the Board during the
Board Meetings and table the minutes of the Board Committees at the Board Meetings.

Board Composition and Balance

The Board currently comprises eleven (11) members, made up of five (5) Executive Directors including the
Chairman and Managing Director and six (6) Independent Non-Executive Directors (“INED”). The roles of the
Chairman and the Managing Director are distinct and separate so as to ensure balance of power and authority.
The composition reflects a balance of Executive Directors and Non-Executive Directors (including INEDs);
ensuring that all Board discussions or decisions have the benefit of predominantly outside views and experiences,
and that the majority Directors are free from interests and influences that may create a conflict with their duty to
the Company.

To further entrench independence, the Board consist of majority of INEDs on Board, which is in line with the
recommendation 3.5 of the MCCG 2012, where the Chairman is a Non-Independent Chairman. The majority
number of INEDs helps to ensure effective check and balance of the Board function as the INEDs are often the
carers of the minority shareholders in providing constructive feedbacks to the proposals for the Company.

During the FY 2015, Datuk Noripah binti Kamso and Ms Sharmila Sekarajasekaran were appointed as INEDs in
place of Tan Sri Lin See Yan and Mr Sekarajasekaran a/l Arasaratnam, whom had retired during the FY 2015.

Board Mix and Skillsets Matrix

The Board is ultimately responsible for the oversight and review of the management, administration, compliance
and overall governance of Top Glove. Consequently, the Board has been evaluated based on the following matrix,
which captures the key skills of the Board members which it believed are critical to succeeding in its objectives.

The Board presently possesses the following blend of skills, which are the appropriate mix of skills and experience
required for the Board:

(a) Strategy Entrepreneurship;


(b) Legal;

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(CONT’D)

(c) Corporate Governance, Risk Management & Internal Control;


(d) Audit, Accounting, Financial Reporting & Taxation;
(e) Human Capital;
(f) Sales & Marketing; and
(g) Production & Quality Assurance.

The evaluation result allows the Nomination Committee to address the evaluation assessment and the training
need of Directors effectively.

Independence

The importance of INEDs has not been neglected. The Board recognises the significant contribution by them to
the Company in bringing independent and objective judgement to the Board in decision making.

The Independence is as prescribed under the Main LR which states that INEDs should be independent and free
from any business or other relationships that could interfere with the exercise of independent judgement or the
ability to act in the best interests of the Company and is willing to express his/her opinion at the Board free of
concern about his/her position or the position of any third party. Nevertheless, none of the INEDs engage in the
day-to-day management of the Company, participate in any business dealings or are involved in any other
relationships with the Company (other than in situations permitted by the applicable regulations).

An annual independency assessment has been carried out to ensure the independency of all INEDs. The
assessment is based on the provisions of the Main LR, covering a list of questions on independency, including a
self-declaration of any involvement or relation which could interfere an independent judgement and ability to act
in the best interests of the Company. An independent confirmation is obtained based on the independency
assessment before the appointment of INED and INEDs are assessed annually to re-affirm their independence
based on the provisions of the Main LR.

During the FY 2015, the Board was satisfied that none of the INEDs had any relationships that could materially
interfere with, or be perceived to materially interfere with their unfettered and independent judgement and ability
to act in the best interests of the Company.

Time Commitment

Paragraph 15.06 of Main LR provides that directors of listed company may not hold more than five (5) directorship
in listed companies. None of the Board members of Top Glove serve in more than five (5) listed companies.

The Executive Directors of the Company also do not serve as a director on other listed companies.

Key information on Directors

A brief description of the background of each Director is presented on pages 8 to 15 of this Annual Report. The
Directors proposed for re-election and re-appointment are stated in the Notice of Annual General Meeting (“AGM”).

No alternate Director has been appointed in respect of any of the Directors.

Senior Independent Non-Executive Director

Tan Sri Mohd Sidek bin Haji Hassan is the Senior INED of the Board, appointed since 2014 with recommendation
from the Nomination Committee.

The role of SINED is defined in the Board Charter adopted. Generally, a SINED is whom concerns may be
conveyed where it could be inappropriate for the concerns to be dealt with by the Chairman and Managing Director.
Our SINED may be contacted at Tel: +603-3362 3098.

Duties and Responsibilities of the Board

The Non-Executive Directors are to deliberate and discuss policies and strategies formulated and proposed by

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(CONT’D)

Management with the view of the long-term interests of all stakeholders. They contributed to the formulation of
policies, and decision-making using their expertise and experience. They also provide guidance and promote
professionalism to the Management.

The INEDs fulfilled a pivotal role in corporate accountability; providing independent and unbiased view, advice
and judgement to ensure a balanced and unbiased decision making process to ensure that the long term interests
of all stakeholders and the community are well protected.

Succession Planning

The Board is responsible for reviewing candidates for key positions namely, the Executive Chairman, Managing
Director, Executive & Non-Executive Directors and all head of divisions; the succession planning to ensure all
candidates appointed to senior management positions are of sufficient caliber. The Board had during the year,
adopted a Succession Planning Policy to ensure that there are platforms in place to provide for the orderly
succession of senior management.

The Succession Planning Policy is available online at the Company’s website at https://www.topglove.com.my/
about-us/corporate-governance/SuccessionPlanningPolicy

Ethical Standards, the Codes and Policy

The Directors’ Code of Conduct (“the Directors’ Code”) was adopted by the Board in September 2013.

Directors are expected to conduct themselves with the highest ethical standards, to behave ethically and
professionally at all times to promote and protect reputation and performance of the Company.

The Directors’ Code covers the principles of conflict of interest, insider dealings, Integrity, compliance to law and
etc.

Part of the enforcement, Directors are required to submit their declaration adhering and observing to the provisions
in the Directors’ Code annually.

The Directors’ Code is accessible through the Company’s website at http://www.topglove.com.my/


pdf/TopGlove_DirectorsCodeOfConduct.pdf

Employee’s Code of Conduct and Ethics (“the Employee’s Code”) is a manual applicable to employees of Top
Glove Group of Companies. It guides the employee’s conduct in the workplace, business conduct when dealing
with external parties, key issues such as bribery, conflict of interests, insider trading as well as data integrity and
retention. The Employee’s Code is disseminated to Top Glove’s employees through its intranet.

The Employee’s Code is accessible through the Company’s website at http://www.topglove.com.my/


pdf/TopGlove_EmployeeCodeOfEthics.pdf

The Board believed that having a Whistle-Blowing Policy and Procedure in place will strengthens, supports
good management and at the same time demonstrates accountability, good risk management and sound
corporate governance practices. A Whistle-Blowing Policy was adopted by the Board, recommended by the Audit
Committee (“AC”) in year 2010.

The Board aimed to provide a platform and to act as a mechanism for parties to channel their complaints or to
provide information on fraud, wrongdoings or non-compliance to any rules or procedures by the employee or
Management of the Company. The Whistle-Blowing Policy outlines when, how and to whom a concern may be
properly raised, distinguishes a concern from a personal grievance and allows the whistle-blower the opportunity
to raise a concern outside their management line and in confidence. The identity of the whistle-blower is kept
confidential and protection is accorded to the whistle-blower against any form of reprisal or retribution. Any
concerns raised will be investigated by Top Glove Prevention & Anti-Corruption and Whistle Blowing Committee
and a report and update is provided to the Board, through the AC.

The Whistle-Blowing Policy is accessible through the Company’s website at http://www.topglove.com.my/


pdf/TopGlove_WhistleBlowingPolicy.pdf

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(CONT’D)

Sustainability and Corporate Social Responsibility

The Board takes strong commitment to business sustainability and contribute positively to the well-being of
stakeholders. The detail Sustainability Report can be found on pages 36 to 39 of this Annual Report.

Qualified and Competent Company Secretaries

The Board has direct access to the advice and services of the Company Secretaries who are experienced,
competent and knowledgeable on the laws and regulations, as well as directives issued by the regulatory
authorities. The Company Secretaries are responsible to the Board for ensuring that all governance matters and
Board procedures are followed and that applicable laws and regulations are complied with. These include
obligations on Directors relating to disclosure of interests and disclosure of any conflicts of interest in transactions
with the Group. The Company Secretaries also highlights all compliance and governance issues which they feel
ought to be brought to the Board’s attention.

The Company Secretaries also facilitate the communication of key decisions and policies between the Board,
Board Committees and senior management. In ensuring the uniformity of Board conduct and effective Boardroom
practices throughout the Group, the Company Secretaries have oversight on overall corporate secretarial functions
of the Group, both in Malaysia and the region where the Group operates.

All Company Secretaries of Top Glove are persons with Chartered Secretaries qualifications and are qualify to
act as chartered secretaries under Section 139A of the CA 1965. The Companies Secretaries had and will
constantly keep themselves abreast, through continuous training on the regulatory changes and development in
corporate governance.

Independent Professional Advice

The Directors, whether as a group or individually, are entitled to take independent professional advice at the
expense of the Company, in furtherance of their duties and in the event that circumstances warrant the same.
The Company has in place guidelines allowing the Directors to seek independent professional advice through
the Board Charter.

Diversity Policy and Targets

The Company takes diversity not only in Boardroom but also workplace as it is an essential measure of good
governance, critically attributing to a well-functioning organisation and sustainable development of the Company.
Diversity encapsulates not only gender but also age and ethnicity, if well-managed, can drive performance and
strengthen governance.

Despite of the importance of Boardroom diversity, the Board is of the view that the selection criteria of a Director,
based on effective blend of competencies, skills, extensive experience and knowledge in areas identified by the
Board, should remain a priority, not to compromise on qualification, experience and capabilities.

A Board Diversity Policy was adopted by the Board on 14 October 2014 to set out the principles of Top Glove to
maintain a Board with a diversity of Directors.

A copy of Diversity Policy is accessible through the Company’s website at http://www.topglove.com.my/


pdf/TG_BoardDiversityPolicy.pdf

As for the target set out under the Corporate Governance Blueprint 2011 for women participation on Board to
reach 30% by year 2016, the Board, having deliberated, on the same, decided not to set specific targets but
Nomination Committee (“NC”) will endeavour working towards achieving the said target and shall ensure sufficient
number of women candidates be included in the pool of candidates evaluated for new appointments to the Board.

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(CONT’D)

Below sets the summary of the gender, ethnicity and age mix of our Management Team, excluding workers:

A) Gender (data compiled as at 15 September 2015)

Category Total Headcount Male Employees Female Employees

Headcount % Headcount %

All Staff 1,714 760 44.34 954 55.66

Management staff 225 102 45.33 123 54.67


(Manager & above)

Directors on Board 11 8 72.73 3 27.27

B) Ethnicity

Category Total Malay Chinese Indian Others


Headcount
Headcount % Headcount % Headcount % Headcount %

All Staff 1,714 779 45.45 355 20.71 174 10.15 406 23.69

Management staff 225 40 17.78 147 65.33 17 7.56 21 9.33


(Manager & above)

Directors on Board 11 3 27.27 6 54.55 1 9.09 1 9.09

C) Age

Category Total 70 & Above 60 to 69 50 to 59 40 to 49 30 to 39 20 to 29 Below 20


Headcount
Headcount % Headcount % Headcount % Headcount % Headcount % Headcount % Headcount %

All Staff 1,714 - - 9 1 74 4 201 12 429 25 993 58 8 0

Management 225 - - 8 4 24 11 75 33 92 41 26 11 - -
staff (Manager
& above)

Directors 11 1 9 2 18 7 64 1 9 - - - - - -
on Board

PRINCIPLE 2: STRENGTHEN COMPOSITION


The Board should have transparent policies and procedures that will assist in the selection of Board members.
The Board should comprise members who bring value to Board deliberations.

Nomination Committee

The NC was established to assist the Board in nominating suitable candidates to the Board. NC shall assess the
performance of the Directors of the Company on an on-going basis. The members of the NC are as follows:

1) Tan Sri Dato’ Seri Utama Arshad Bin Ayub (INED) – Chairman
2) Tan Sri Mohd Sidek Bin Haji Hassan (SINED)
3) Dato’ Lim Han Boon (INED)

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

The Board noted the CG Guide proposes SINED to chair the NC; the Board concurred that the current NC
composition is effective for the Company.

Board Membership Criteria

In reviewing and recommending to the Board any new Director appointments, the NC considers:

(a) Age, skills, knowledge, expertise, experience, professionalism, integrity, capabilities and such other factors
which would contribute to the Board’s collective skills;
(b) Competing time commitments if the candidate has multiple board representations;
(c) Composition requirements for the Board and Committees; and
(d) Independence. For appointment of an INED.

Boardroom Appointments

The selection, nomination and appointment of suitable candidates to the Board follow a transparent process.

Review of candidates for Board appointment has been delegated to the NC. NC is also responsible to review the
existing composition of the Board, identifying the gaps and subsequently review and recommend to the Board a
suitable candidate with the relevant skillsets, expertise and experience.

Top Glove’s Boardroom appointment process is as follows:

NC conducts
annual NC identifies Evaluation on Interviews the Final Board approves
assessment and the “Potential the “Potential shortlisted recommendation the appointment
review, identify Candidates” Candidates” candidates to the Board of Director
gaps/ vacancy

The appointment of Datuk Noripah Binti Kamso and Ms Sharmila Sekarajasekaran on 18 March 2015, followed
the above process. The appointments were recommended by the NC having reviewed the set skill, expertise and
experience possessed by the two (2) mentioned Directors, to fill the gaps.

Board Induction/ Orientation Programme

The Board’s Induction/ Orientation is a programme co-ordinated by the Company Secretary together with the
Executive Director (Finance) with the objectives of providing newly appointed Directors the necessary information
and overview to assist them in understanding the operations, corporate strategies, current issues and challenges,
structure and management of the Company; as well as on-site briefings or site visits for better understanding of
the operations aspect of the Company.

Datuk Noripah Binti Kamso and Ms Sharmila Sekarajasekaran, both have undergone the Induction/ Orientation
programme and Board Charter to understand the following aspects of the Company:

(a) Company vision, mission and philosophies;


(b) Overview of Group Strategy, Finance & Corporate Finance, Procurement, Human Resource and Internal Audit
(“IA”);
(c) Risk Management and regulatory issues and updates;
(d) Corporate, Board and Governance Structure; and
(e) On-site briefings on the operations of factories.

Board, Committees and Individual Director Assessment

NC conducts review annually its required mix of skills and experience and other qualities, including core
competencies which the Directors should bring to the Board.

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

The Directors have always been assessed annually and feedback to the Board on the effectiveness of the Board
as a whole; Director self and peers’ evaluation, contribution of each individual Director; independency of INED
and assess the Board’s mix and skillset. As for AC, an effectiveness evaluation as a whole and member self and
peers’ evaluation, IA function and the External Auditors performance and independence, were assessed.

The NC is entrusted with the responsibility carrying out annual Board Effectiveness Evaluation and to authorise
the evaluation process to ensure it meets the objectivity, including to review and approve all the evaluation
forms/questionnaires, review the results of the evaluation and finally to convey the results to the respective parties
for improvement and enhancement.

The evaluations were facilitated by the Company Secretary making references to the guides available and the
good corporate governance compliance companies. Evaluations are done on the Board Structure, Operations,
Roles & Responsibilities, training, meeting administration and conduct at meetings, engagement and
communication with shareholders, Board Committees and peers’ review.

The results of the evaluations indicated that the Board comprised high competent Directors and has been effective
in discharging its oversight responsibilities. Suggested areas for improvement were in respect of the succession
planning for the senior management staff and reviewing the Company’s overall Strategic Plans. The results and
comments from the Directors, concerning the Board as a whole and the general performance of the Directors,
were also presented to the Board upon reviewed by the NC.

Re-election and Re-appointment of Directors

In accordance with the Company's Articles of Association, all Directors who are appointed by the Board are subject
to retirement at the first AGM of the Company subsequent to their appointment. One third (1/3) of all the other
Directors shall retire by rotation at each AGM provided always that all Directors shall retire from office at least
once in every three (3) years. The Directors retiring from office shall be eligible for re-election by the shareholders.

The Directors due for re-election by rotation pursuant to Article 94 of the Articles of Association of the Company
at the forthcoming AGM are Mr Lee Kim Meow, Puan Sri Tong Siew Bee and Mr Lim Hooi Sin. Their profiles are
set out on pages 12 and 13 of this Annual Report.

Datuk Noripah binti Kamso and Ms Sharmila Sekarajasekaran are due for re-election by rotation pursuant to
Article 100 of the Articles of Association of the Company at the forthcoming AGM. Their profiles are set out on
page 15 of this Annual Report.

Pursuant to Section 129 of the CA 1965, Directors who have attained or are over the age of seventy (70) years
shall retire at every AGM and may offer themselves for re-appointment to hold office until the next AGM.

The Director’s who is due for retirement and re-appointment in accordance to Section 129 of the CA 1965 at the
forthcoming AGM is Tan Sri Dato’ Seri Utama Arshad Bin Ayub. His profile is set out on page 9 of this Annual Report.

The Board believes in having a healthy mix of age and experience and therefore does not prescribe a minimum
or maximum age limit for its Board members apart from what is prescribed under Section 129 of the CA 1965.

The Board does not impose a limit on the length of service of the INEDs as their attributes in terms of skills,
experience, professionalism, integrity including core competencies in exercising their objectivity and independent
judgement to discharge their responsibilities in good faith in the best interest of the Company are more critical in
ascertaining the function and effectiveness of their independence than the number of years served on the Board.
The on-going evaluation also further ensure the effectiveness of the Board as a whole in discharging their duties
and responsibilities despite the duration of service for one (1) INED has exceeded nine (9) years.

Activities of Nomination Committee

During the year, the NC met four (4) times and resolved the following key activities:

(a) Reviewed the annual assessment/ evaluation forms of the Board and Board Committees;
(b) Deliberated on the findings of the Board’s and Committees’ assessment and reported the findings in Board
meeting;

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

(c) Deliberated the appointment and retirement of Directors;


(d) Discussed on the re-designation of SINED;
(e) Reviewed and recommended the adoption of Succession Planning Policy and Diversity Policy for the Board’s
approval;
(f) Recommended to the Board to hold a Corporate Strategy Meeting to deliberate on the strategy and business
planning of the Company; and
(g) Review the Succession Planning of the Directors and senior management.

The Board through the NC also reviewed its required mix of skills and experience and other qualities, including
core competencies which the Directors should bring to the Board. The Board has also implemented a process to
be carried out by the NC annually for continuous assessment and feedback to the Board on the effectiveness of
the Board as a whole, the Board Committees and the contribution of each individual Director. During the
deliberation of the performance of a particular Director who is also a member of the NC, that member abstains
from the discussions in order to avoid any conflict of interests.

Remuneration Committee

The Remuneration Committee (“RC”) was established to assist the Board in their responsibilities in assessing
the Directors’ fees, allowances and other benefits of the Board. The members of the RC are as follows:

1) Dato’ Lim Han Boon (INED) ~ Chairman


2) Tan Sri Dr Lim Wee Chai (Executive Chairman) ~ Member
3) Sharmila Sekarajasekaran (INED) ~ Member
(Appointed on 18 March 2015)
4) Sekarajasekaran a/l Arasaratnam (INED)
(Retired on 18 March 2015)

The remuneration of the Executive Directors is structured to align with the business strategy and long-term
objectives of the Company and to link rewards to individual performance and performance of the Group.

Directors’ Remuneration

A Remuneration Policy was adopted by the Board in October 2015. The Remuneration Policy was adopted to
link the level of remuneration to the experience and level of responsibilities undertaken by a Non-Executive
Director and to structure the component parts of remuneration so as to link rewards to corporate and individual
performance of Executive Directors.

The details of the Directors’ remuneration comprising remuneration received/ receivable from the Company and
subsidiaries during the FY 2015 are as follows:

(a) Aggregate remuneration of Directors categorised into appropriate components are as follows:

Salaries Fees Bonus Employees’ Share Benefit-in-kind Total


Option Scheme
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Executive 3,446 865 528 190 98 5,127


Directors

Non-Executive - 395 - - - 395


Directors

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

(b) Directors' remuneration are broadly categorised into the following bands:

Range of Remuneration Number of Directors

Executive Non-Executive

RM50,000 and below - 4


RM50,001 to RM100,000 - 4
RM250,001 to RM300,000 1 -
RM550,001 to RM600,000 1 -
RM650,001 to RM700,000 1 -
RM800,001 to RM850,000 1 -
RM2,750,001 to RM2,800,000 1 -

Employees’ Share Option Scheme Committee

The Company, with approval from shareholders in its Extraordinary General Meeting held on 9 January 2008,
had established the Employees’ Share Option Scheme (“ESOS”) and the ESOS was officially implemented on 1
August 2008. The Company had also obtained its shareholders’ approval on the amendments to the By-laws of
the ESOS during its AGM held on 10 January 2012.

ESOS Committee appointed by the Board on 11 April 2003 continued to oversee the administration as well as to
ensure proper implementation of ESOS according to the By-laws of ESOS. Currently, the ESOS Committee
comprises the following members:

1) Tan Sri Dr Lim Wee Chai – Chairman


2) Lee Kim Meow – Member
3) Lim Cheong Guan – Member
4) Wu Kin Yeap – Member
5) Hue Kon Fah – Member
6) Ngian Yoke Fung – Member

During the FY 2015, the ESOS Committee had considered and approved the vesting of options and offer factors
under the ESOS to the eligible employees of the Group.

PRINCIPLE 3 : REINFORCE INDEPENDENCE


The Board should have policies and procedures to ensure effectiveness of INEDs.

Review of Directors’ Independence

The NC reviews the independence of Directors annually according to the criteria on independence set out in the
Main LR and Practice Notes of Main LR on independence. In addition to the annual review by the NC of the
Directors’ independence, each INED also submits an annual declaration regarding his/her independence.

All of the INEDs are also independent from the substantial shareholders of the Company, not being substantial
shareholders themselves nor directly associated with any substantial shareholder.

Tenure of Independent Directors

Top Glove has not established term limits for the INEDs as the Board believes that term limit does not in any way
interfere with their exercise of independent judgement and ability to act in the best interest of the Company.
Moreover, the term limit has the disadvantage of causing to lose the contributions of INEDs.

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

The Board is mindful of the recommendation of the MCCG 2012 on limiting the tenure of INED to nine (9) years
of service. However, the Board may, in appropriate cases and subject to the assessment of the NC on an annual
basis, retain an INED who has served a consecutive or cumulative term of nine (9) years to continue to serve as
INED subject to shareholders’ approval.

Currently, the Company has one (1) long-serving INED, Tan Sri Dato’ Seri Utama Arshad Bin Ayub, whose tenure
is more than nine (9) years. The NC has reviewed and recommended to the Board for Tan Sri Dato’ Seri Utama
Arshad Bin Ayub to continue to act as INED of the Company, who has been contributing and providing invaluable
insight into the Company’s business, thereby increasing his contribution to Top Glove.

The Nomination Committee was of the view that the INED has have carried out his responsibilities in good faith
in the best interest of the Company and has safeguarded the interests of the minority shareholders of the
Company. There are significant advantages to be gained from the long-serving INED who possesses tremendous
insight and knowledge of the Company’s affairs.

Chairman and Managing Director

The Chairman, Tan Sri Dr Lim Wee Chai is primarily responsible for the orderly conduct of the Board meetings
and ensure effectiveness of the Board and the Managing Director, Mr Lee Kim Meow will assist the Chairman in
the effectiveness of implementation of Board policies, making operational decisions and monitoring the day-to-
day running of the business, including defining the limits of the Management's responsibilities.

Whereas, the Executive Directors are responsible for the day-to-day operations of the Group whereby operational
issues and problems are discussed, major transactions and matters relating to the Group are reviewed and also
to formulate operational strategies.

PRINCIPLE 4 : FOSTER COMMITMENT


Directors should devote sufficient time to carry out their responsibilities, regularly update their knowledge and
enhance their skills.

Board Meetings ~ Time Commitment

The Board meeting calendar scheduling the meeting dates of the Board, Board Committees and AGM for each
financial year were fixed in advance for the whole year to ensure all Directors’/ Committees Members’ dates are
booked and also enable Management’s planning for the whole financial year.

The Board meets quarterly to review its quarterly performances and discuss new policies and strategies. Additional
meetings will be called as and when necessary. During the FY 2015, six (6) Board Meetings were held and the
attendance of the Board and Committees members is as follows:

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

Name of Directors Board of Board Committees


Directors
AC@ RMC* NC RC

Tan Sri Dr Lim Wee Chai (Chairman) 6/6 2/2


(100%) (100%)§
Tan Sri Dato’ Seri Utama 6/6 8/8 4/4
Arshad Bin Ayub (100%) (100%)# (100%)#
Tan Sri Mohd Sidek Bin Haji Hassan 5/6 4/4 3/3
(83%) (100%)# (100%)§
Tan Sri Rainer Althoff 6/6 4/4
(100%) (100%)§
Puan Sri Tong Siew Bee 5/6
(83%)
Lee Kim Meow 6/6 4/4
(100%) (100%)§
Lim Hooi Sin 6/6
(100%)
Lim Cheong Guan 6/6 4/4
(100%) (100%)§
Dato’ Lim Han Boon 6/6 8/8 4/4 4/4 2/2
(100%) (100%)§ (100%)§ (100%)§ (100%)#
Datuk Noripah Binti Kamso 4/4 2/3
(appointed on 18 March 2015) (100%) (67%)§
Sharmila Sekarajasekaran 4/4
(appointed on 18 March 2015) (100%)
Tan Sri Dato’ Dr. Lin See Yan 2/2
(retired on 8 January 2015) (100%)
Sekarajasekaran a/l Arasaratnam 2/2 5/5 1/1 2/2
(retired on 18 March 2015) (100%) (100%)§ (100%)§ (100%)§

Total no. of Meetings : 6 8 4 4 2

Note:
# : Chairman
§ : Member
@ : AC had eight (8) meetings, includes two (2) meetings with External Auditors (without Executive Directors’
and Management’s presence) and one (1) meeting with Internal Auditors (without Executive Directors’ and
Management’s presence).
: Risk Management Committee
*
The above meetings were held either in the Company's Conference Room at Lot 4969, Jalan Teratai, Batu 6, Off
Jalan Meru, 41050 Klang, Selangor Darul Ehsan or A-11-01, Empire Subang Office, Jalan SS16/1, 47500 Subang
Jaya, Selangor Darul Ehsan.

In the intervals between Board meetings, any matters requiring urgent Board’s decisions or approvals will be
sought via circular resolutions which are supported with all the relevant information and explanations required for
an informed decision to be made and the same for the Board Committees.

The Board decisions made at the Board meetings shall be by a majority as prescribed by the Articles of Association
of the Company.

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

During the FY2015, some of the Board agenda items are as follows:

(a) Quarterly Unaudited Consolidated Results;


(b) Half-year financial performance report;
(c) Business Plan;
(d) Proposals and updates on investment projects;
(e) Corporate Proposals;
(f) Regulatory updates;
(g) Investor relations updates;
(h) Capital structure review and balance sheet management; and
(i) Sustainability initiatives of the Group and reporting.

All AC members are financially literate. Dato’ Lim Han Boon is a member of Malaysian Institute of Accountants,
the Chartered Management Institute, UK and fellow of Association of Chartered Certified Accountant, UK, fulfilled
the financial expertise as required by the Main LR.

Our Executive Director (Finance) and General Manager, Finance attend all meetings of the AC, other than
meetings held between the AC and External Auditors (without Executive Directors’ and Management’s presence).
The AC met with the External Auditors (without Executive Directors’ and Management’s presence) twice during
the FY 2015.

Further details on the summary of activities of the AC during the FY 2015 and its term of reference are set out
separately in the AC Report on pages 69 to 75 of this Annual Report.

Supply of Information to the Board

All Directors are provided with an agenda of the meeting and board papers which contain the Company's financial
performance, business outlook, various Committees' reports and disclosures by Directors of their interest in the
shares and their interest in contracts, properties and offices pursuant to Section 135 and Section 131 of the CA
1965 respectively prior to the Board meeting. The board papers are issued in advance to facilitate informed
decision making. The Managing Director and Executive Directors would lead the presentation of board papers
and provide comprehensive explanations of pertinent issues. Any proposals and recommendations by the
Management will be deliberated and discussed by the Board before a decision is made. Minutes are prepared on
all Board proceedings and will be signed by the Chairman of the meeting in accordance with the provision of
Section 156 of the CA 1965. The Board is kept updated on the Company's financial activities and operations on
a regular basis.

The Notices of the Board and Committees’ meetings were sent in average twelve (12) days prior to meetings and
had at all times endeavour to deliver the meeting papers within five (5) days.

The Directors are also notified of any corporate announcement released to Bursa Securities and the impending
restriction on dealing with the securities of the Company prior to the announcement of the quarterly financial
results.

All Directors and Company Secretaries have been issued with Code of Conducts for Directors and Secretaries.
The Company Secretaries also act as the Secretaries for all the Board Committees.

Directors’ Training

All the Board members have attended the Mandatory Accreditation Programme and are mindful that they shall
receive appropriate training which may be required from time to time to keep abreast with current developments
of the industry as well as new statutory and regulatory requirements.

The newly appointed INEDs, Datuk Noripah Binti Kamso and Ms Sharmila Sekarjasekaran had completed the
Mandatory Accreditation Programme in April 2015 and May 2015 respectively. Both individuals attended the
induction programme organised by the Company Secretary to be familiarised with the Group’s business and
governance process. They were also familiarised with operations through briefings by the relevant Management
teams.

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

During the FY2015, the Directors have continued to participate in training programmes to equip themselves and
to effectively discharge their duties as Directors as and when beneficial. The Directors have constantly kept
themselves updated on both local and international affairs, and to changes in regulations affecting the Company
through advisories from regulatory bodies, the Management and through self-reading.

The Directors are also updated by the Company Secretary on any changes to legal and governance practices of
the Group and which affect themselves as Directors at every AC and Board meetings.

It is the Company’s intention that each new Director is given a comprehensive briefing on the Company's history,
operations, financial control system and plant visit to enable him/her to have first-hand understanding of the
Company's operation.

During the FY 2015, all Directors had collectively or individually attended/participated in the following seminars/
forum/ conference/ training programmes:

Directors Seminars/Forum/Conference/Training attended Date

Tan Sri Dr Lim • 18th China International Fair for investment 7 to 10 September 2014
Wee Chai & Trade at Xiamen
• Forbes Global Conference, Singapore 28 to 30 October 2014
• ASEAN Business Club Delegation to KL launch of 1 December 2014
LTB report 2014 & Press Conference
• Bank Negara Malaysia 2014 Annual Report / 12 March 2015
Financial Stability & Payment System Report Briefing
• UBS Special event for client, family office summit 20 May 2015
Asia at Hong Kong
• FMM Selangor Entrepreneurship & Innovation Conference 21 March 2015
• FMM CEO Forum ~ Overcoming Business Challenges 31 July to 1 August
2015
• Special Dialogue with H.E. Nguyen Tan Dung, 8 August 2015
Prime Minister of Vietnam
• Top Glove Leadership’s Summit 15 August 2015

Tan Sri Dato’ • Revisiting Directors’ Statutory Obligations 21 May 2015


Seri Utama • KPMG Corporate Governance: 11 May 2015
Arshad Bin Ayub Balancing Rules and Practices
• Board Chairman Series part 2 : Leadership Excellence 27 July 2015
from The Chair

Tan Sri Mohd Sidek • Governance, Director Duties and Regulatory Updates 25 February 2015
Bin Haji Hassan Seminar 2015
• “Trouble in the Boardroom?” 5 March 2015
• 7th Annual Corporate Governance Summit 9 June 2015
• CG Breakfast Series with Directors: “The Board’s 4 August 2015
Response in Light of Rising Shareholder Engagements”
• Top Glove Leadership’s Summit 15 August 2015

Tan Sri Rainer Althoff • Top Glove Leadership’s Summit 15 August 2015
• Master Class Building & Sustaining Competitive Advantage 20 August 2015

Puan Sri • CG Breakfast Series with Directors: “The Board’s 4 August 2015
Tong Siew Bee Response in Light of Rising Shareholder Engagements”
• Top Glove Leadership’s Summit 15 August 2015

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

Directors Seminars/Forum/Conference/Training attended Date

Lee Kim Meow • 7th International Rubber Glove Conference and 2 to 4 September 2014
Exhibition: Beyond Just Infection Control
• Siemens Sharing Session @ Siemens’ Office 28 October 2014
• FMM Integrity Seminar : Delivering Business value 29 January 2015
Through Integrity
• Team Building Workshop 7 January 2015
• Samsung Benchmarking Program to Korea 4 March 2015
• ASEAN Rubber Glove Manufacturers’ Association 14 March 2015
Conference at Hadyai
• Health Talk : Keeping the Glory or Our Crown 15 July 2015
by Dr Cheng Yuin Yin
• Private Meeting of Vietnam & Dialogue Session 8 August 2015
• Top Glove Leadership’s Summit 15 August 2015

Lim Hooi Sin • 7th International Rubber Glove Conference 2 to 4 September 2014
and Exhibition: Beyond Just Infection Control
• Knowledge Sharing Event: Building Trust with Investors 14 May 2015
in a Digital-Social Age
• Top Glove Leadership’s Summit 15 August 2015

Lim Cheong Guan • JP Morgan Asia Pacific Conference 3 to 4 September 2014


• Board Chairman Series: The Role of the Chairman 6 November 2014
• Daiwa Investment Conference Hong Kong 2014 18 to 19 November
2014
• Panelist in Malaysia Anti-Corruption Commission's 9 December 2014
(MACC) Open Day 2014 Anti-Corruption Forum
• HSBC Asian Outlook Strategies For Success 2015 19 January 2015
• ASEAN Capital Market CEO Summit: ASEAN 12 February 2015
Consumerism and Connectedness: Paths to Prosperity
• Bank Negara Malaysia's 2014 Annual Report/ 12 March 2015
Financial Stability & Payment Systems Reports Briefing
• Invest Malaysia 2015 24 April 2015
• Macquarie ASEAN Corporate Day 2015 16 to 17 April 2015
• Invest Malaysia Tokyo 2015 29 to 30 June 2015
• Top Glove Leadership’s Summit 15 August 2015
• GST Conference 24 August 2015
• ESG Workshop for FTSE4 Good Bursa Malaysia Index 25 August 2015
• UOB Kay Hian Corporate Roadshow 2015 27 to 28 August 2015

Dato’ Lim • Asia Pacific Outsourcing Summit 22 to 23 September


Han Boon 2014
• Smart Sourcing Summit 15 October 2014
• 6th World Business Ethics Forum 25 to 26 October 2014
• Risk Management and Internal Control for ACs 30 October 2014
– Post Workshop Discussion
• AC Institute Breakfast Roundtable 12 November 2014
• Revisiting Directors’ Statutory Obligations 21 May 2015
• Board Chairman Series Part 2: Leadership 27 July 2015
Excellence from the Chair
• CG Breakfast Series with Directors “The Board’s 4 August 2015
Response in Light of Rising Shareholder Engagements”
• Top Glove Leadership’s Summit 15 August 2015
• Exclusive Talk by Mark Coopersmith 27 August 2015

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(CONT’D)

Directors Seminars/Forum/Conference/Training attended Date

Datuk Noripah • Mandatory Accreditation Programme for Directors 8 to 9 April 2015


Binti Kamso of Public Listed Companies
• Audit Oversight Board Conversation with AC 7 May 2015
• Revisiting Directors’ Statutory Obligations 21 May 2015

Sharmila • Mandatory Accreditation Programme for Directors 6 to 7 May 2015


Sekarajasekaran of Public Listed Companies
• Revisiting Directors’ Statutory Obligations 21 May 2015
• Directors Corporate Governance Series: 10 August 2015
Building Effective Finance Function:
From Reporting to Analytics to Strategic Input
• Top Glove Leadership’s Summit 15 August 2015

PRINCIPLE 5 : UPHOLD INTEGRITY IN FINANCIAL REPORTING


The Board should ensure financial statements are a reliable source of information.

Financial Reporting

The Board is committed to provide a balanced, fair and comprehensive assessment of the Company’s state of
affairs in its financial statements. To ensure this, adequate financial processes are in place, aimed at keeping the
Group’s accounting records and transactions in accordance with accepted accounting standards. This also helps
to safeguard the preparation of annual financial statements which present a true and fair view of the state of
affairs of the Group and the Company at the reporting dates.

The Board is also committed to ensure that it presents a balanced and comprehensive assessment of the
operation and financial results of the Group on a quarterly basis. It releases the quarterly financial report upon
the Board’s approval and in any event not later than two (2) months after the end of each quarter of its financial
year for public announcement together with the required disclosure of the Main LR.

These quarterly reports are published in a condensed format with full financial statements prepared.

The AC was established to assist the Board in overseeing the Group's activities within its clearly defined terms of
reference. Principle 5 of the MCCG 2012 and Paragraph 15.12 of the Main LR spelled out the duties of the AC.
The scope of duties of the Top Glove's AC includes primarily the duties detailed therein. Pursuant to Paragraph
15.15 of the Main LR, the AC Report for the current FY 2015 can be found on pages 69 to 75 of this Annual Report
which also contain other information as required under the MCCG 2012.

The Directors’ Responsibility Statement for the Audited Financial Statements of the Company is set out on page
76 of this Annual Report. The details of the Company’s and Group’s Financial Statements for the FY 2015 can be
found on pages 77 to 160 of this Annual Report.

The Board shall review the term of office and performance of the AC and each of its members at least once every
three (3) years to determine whether such AC and its members have carried out their duties in accordance with
their terms of reference.

The Board has full access to both Internal and External Auditors and receives reports on all audits performed via
the AC.

External Auditors and its Independence

The AC maintains a transparent and professional relationship with the External Auditors of the Company.

The AC is assigned to assess, review and supervise the performance, suitability and independence of External
Auditors. An External Auditors Assessment Policy was adopted by the AC which outlined the guidelines and
procedures for the AC to assess and review the External Auditors.

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

The AC invites the External Auditors to attend all its meetings and as and when required. The External Auditors
had met the AC eight (8) times during reporting year. During the meetings, the External Auditors highlight and
discuss the nature, scope of the audit, audit programme, internal controls and issues that may require the attention
of the AC or the Board.

The AC had met with the External Auditors separately without the presence of Executive Directors and
Management twice (2) during FY 2015 on any matters relating to the Group and its audit activities.

The External Auditors Assessment Policy adopted by the Company restricts the type of non-audit services that
can be provided by the External Auditors of the Group and the approval process related to them. Under this policy,
only non-audit services which are able to provide clear efficiencies and value-added benefits to the Group were
accepted by the AC. The External Auditors Assessment Policy in place also ensures the External Auditors’
independence and the provision of non-audit work does not impede the External Auditors audit works.

The AC remains confident that the objectivity and independence of the External Auditors are not in any way
impaired by reason of the non-audit services provided to the Group.

The External Auditors have confirmed to the AC that they are, and have been, independent throughout the conduct
of the audit engagement in accordance with the independence criteria set out by the Malaysian Institute of
Accountants.

Details of statutory audit, audit-related and non-audit fees paid/payable in the FY 2015 to the External Auditors
are set out below:

Type of Fee Total (RM)

(a) Audit fee


(i) E&Y Malaysia 230,000
(ii) Member firms of E&Y international 5,566
(iii) Review of subsidiaries work papers 20,000

(b) Other audit services rendered by E&Y Malaysia


(i) Review of statement of internal control 10,000
(ii) IT annual review 30,000

(c) Tax and Tax Related Fee


(i) Annual Tax filing 36,000
(ii) Others 15,000
346,566

PRINCIPLE 6 : RECOGNISE AND MANAGE RISKS


The Board should establish a sound risk management framework and internal controls system.

Risk Management and Internal control

The Board has established a framework to formulate and review risk management policies and risk strategies. Information
on the Group’s internal control is presented in the Statement on Risk Management and Internal Control.

Risk Management Committee

The members of the Risk Management Committee (“RMC”) are as follows:

1) Tan Sri Mohd Sidek Bin Haji Hassan (SINED) - Chairman


2) Tan Sri Rainer Althoff (INED)
3) Dato’ Lim Han Boon (INED)
4) Lee Kim Meow (Managing Director)
5) Lim Cheong Guan (Executive Director)

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

The primary responsibility and purpose of the RMC is to assist the Board in fulfilling its responsibility with respect
to review and monitor Group’s risk management framework and activities. RMC reports to the Board regarding
the Group’s risk exposures, including review risk assessment model used to monitor the risk exposures and
Management’s views on the acceptable and appropriate level of risks faced by the Group’s Business Unit.

Internal Audit

The IA Department carries out the IA function, which reports directly to the AC on its activities based on the
approved annual IA plan.

The Board acknowledges its responsibility for maintaining a sound system of internal controls, which provides
reasonable assessment of effective and efficient operations, internal financial controls, and compliance with laws
and regulations as well as with internal procedures and guidelines.

The AC had met with the Internal Auditors separately without the presence of Executive Directors and
Management twice (2) during the FY 2015 on any matters relating to the Group and IA activities.

The appointment, resignation and dismissal of the Head of IA is reviewed and approved by the AC and the Head
of IA has unfettered access to the AC, the Board and the Management.

An IA Charter was adopted in year 2013 aimed to formalise the Mission Statement of the Top Glove’s IA
department and established its position within the Company to ensure its access to various records, departments
and activities, its responsibility and independence.

The Mission Statement of IA is to provide an independent, objective assurance and consulting activity designed
to add value and improve Top Glove’s operations and internal controls and assist the Company to accomplish its
effectiveness of risk management, control and governance processes.

An overview of the state of internal control within the Group, which includes the risk and key internal control
structures, are set out in the Statement on Risk Management and Internal Control on pages 65 to 68 of this Annual
Report.

PRINCIPLE 7: ENSURE TIMELY AND HIGH QUALITY DISCLOSURE


Companies should establish corporate disclosure policies and procedures to ensure comprehensive, accurate
and timely disclosures.

Corporate Disclosure

The Board reviews and approves all quarterly and other important announcements. The Company announces its
quarterly and full year results within the mandatory period. The financial statements and press releases including
material and price sensitive information are disseminated and publicly released via BURSA LINK on a timely basis
to ensure effective dissemination of information relating to the Group.

The Board has formalised a set of Corporate Disclosure Policy to ensure that communications to the public
regarding the Group are timely, factual, accurate and complete. The said Policy outlines the central principles
and practices in communicating with the investors, shareholders, media and regulators.

Effective Dissemination of Information

An effective communication channel between the Board, stakeholders, institutional investors and the investing public
at large is essential to provide a clear and complete picture of the Group’s performance and development, in a
comprehensive, timely and continuing disclosure manner. Essentially, the Board is fully committed in maintaining a
high standard in the dissemination of relevant and material information on the development of the Group.

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

The Company had always been providing as much information on a voluntary basis in addition to complying with
the Main LR through media releases. The Board is mindful of the legal and regulations governing the release of
materials and sensitive information so as not to mislead the shareholders. Therefore, information that is price-
sensitive or any undisclosed material information about the Group is not disclosed to any party until it is already
for simultaneous distributions.

The Company has been using the following formal channels to communicate with shareholders and stakeholders:

(a) Annual Report

The Annual Report remains a major channel of communication disclosing information not only on the Group’s
business, financials and additional information such as the Company’s mission and vision, operations
performance, outlooks and senior management team. The Board places great importance on the content of
the Annual Report to ensure the accuracy of the information as the Annual Report is a vital source of
information for investors, shareholders and the general public.

Management constantly improved the contents of Annual Report to incorporate developments amongst others,
in corporate governance and Reports of Committees. The Chairman and Executive Director (Finance) oversee
the production of the Annual Report and reviews its contents before it is published.

Annual Reports of the Company are available online at the Company’s website at
http://www.topglove.com.my/index.php/annual-report

Corporate related queries may be referred to the Company Secretary, Ngian Yoke Fung (Tel: +603-3362
3098, Fax: +603-3362 3860, e-mail: yfngian@topglove.com.my).

(b) Announcements to Bursa Securities

All announcements are made via BURSA LINK. Examples of announcements are the quarterly financial
results, circulars, corporate exercise, corporate changes and others. The Board is entrusted to review and
approve the announcements ensuring its full compliance with regulatory authorities’ disclosure requirements.

All announced announcements are also made available on Top Glove’s own corporate website.

Filings and announcements to Bursa Securities are available online at the Company’s website at
http://www.topglove.com.my/index.php/investor-relations/bursa-announcements

Announcements related queries may be referred to the Company Secretary, Ngian Yoke Fung (Tel: +603-
3362 3098, Fax: +603-3362 3860, e-mail: yfngian@topglove.com.my).

(c) Quarterly Results and Analyst Briefings

Analyst briefing via conference call will usually be held immediately after release of quarterly results to Bursa
Securities or an actual briefing will be held a week after the release of the quarter results chaired by the
Chairman, Managing Director and Executive Director (Finance). This briefing provides an avenue for the fund
managers and research analysts to have dialogue with the Group’s Management to facilitate receiving a
balanced and complete view of the Group’s performance and challenges at the most timely manner.

(d) Investor Relations

The Investor Relations (“IR”) team has been scheduling regular engagement sessions with investors and is
usually attended by Executive Director (Finance) and IR team.

The IR team also attends to conferences, non-deal roadshows, and one-on-one meetings with equity analysts,
fund managers and institutional shareholders to provide updates on the Company’s quarterly financial
performance, corporate and regulatory developments as well as to discuss strategic matters and address
issues that the investing community may have with respect to the business or operations of the Company.
Some of the investor conferences and roadshows attended by our IR team were as follows:

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

• JP Morgan Asia Pacific Conference - September 2014


• Daiwa Investment Conference Hong Kong 2014 - November 2014
• CLSA ASEAN Forum Bangkok 2015 - March 2015
• Nomura ASEAN Corporate Day Hong Kong 2015 - March 2015
• UBS ASEAN Conference - April 2015
• Macquarie ASEAN Corporate Day 2015 - April 2015
• Invest Malaysia 2015 - April 2015
• Equity Tracker Club Session - June 2015
• Invest Malaysia Tokyo 2015 - June 2015
• UOB Kay Hian Corporate Roadshow 2015 - August 2015

Investor queries pertaining to financial performance or developments may be directed to the Executive Director of
Top Glove, Mr Lim Cheong Guan (Tel: +603-3362 3089, Fax: +603-3362 3860, e-mail: invest@topglove.com.my)

(e) Company website

The Group has established a comprehensive website at www.topglove.com.my which includes a dedicated
section on IR to further enhance shareholder communication.

The Group has also included a Corporate Governance section on its website where information such as the
Board Charter, Directors’ Code, Employee’s Code, Succession Planning Policy, Corporate Disclosure Policy,
Whistle-Blowing Policy and various good governance compliance statements are made available to the
shareholders and public at http://www.topglove.com.my/index.php/about-us/corporate-governance

To better serve stakeholders of the Group, a feedback page on the website provides an avenue for
stakeholders to suggest improvements to the Group via email: invest@topglove.com.my. In addition,
stakeholders who wish to reach the respective divisions of the Group can do so through the ‘Contact Us’.

PRINCIPLE 8: STRENGTHEN RELATIONSHIP BETWEEN COMPANY AND SHAREHOLDERS


The Board should facilitate the exercise of ownership rights by shareholders.

Encourage shareholder participation at general meetings

The Company despatches Annual Report to all shareholders of the Company, includes the notice of AGM, which
notice is also advertised in the newspaper and released via BURSA LINK. The notices of AGMs and the Annual
Reports are sent out to shareholders at least twenty one (21) days before the date of the meeting in accordance
with the Company’s Articles of Association.

At Top Glove, a member of the Company entitled to attend and vote at the meeting is entitled to appoint one (1)
or more proxies to attend and vote in his stead. A proxy may but need not be a member of the Company and a
member may appoint any person to be his proxy and the provisions of Sections 149(1) (a), (b), (c) and (d) of the
CA, 1965 shall not apply to the Company. There shall be no restriction as to the qualification of the proxy. A proxy
appointed to attend and vote at the meeting shall have the same rights as the member to speak at the meeting.

The AGM is the principal forum for dialogue with shareholders.

At each AGM, a presentation is given by the Chairman and Managing Director to explain the Group’s strategy,
performance and major developments to shareholders. The Board encourages shareholders to participate in the
question and answer sessions at all general meetings. The Directors also shared with the shareholders of the
Company’s responses to questions by Minority Shareholder Watchdog Group, submitted in advance of the AGM.

Status of all resolutions proposed at the AGM is submitted to Bursa Securities at the end of the meeting day. The
Board has ensured that each item of special business included in the notice of the AGM is accompanied by a full
explanation of the effects of a proposed resolution.

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CORPORATE GOVERNANCE STATEMENT


(CONT’D)

Encourage poll voting

At the last AGM of the Company, no substantive resolutions were put forth for shareholders’ approval, except the
routine resolutions pertaining to receiving of audited financial statements, re-appointment and re-election of
Directors, payment of dividends and Directors’ fees and re-appointment of Auditors. In view thereof, all resolutions
were voted on by show of hands by shareholders.

The Board will consider adopting electronic voting to facilitate greater shareholder participation at general
meetings, and to ensure accurate and efficient outcomes of the voting process.

Effective communication and proactive engagement

The Company endeavours to maintain an open and transparent channel of communication with its stakeholders,
institutional investors and the investing public at large with the objective of providing as clear and complete picture
of the Group’s performance and financial position as possible.

At the last AGM, the Chairmen of the AC, NC and RC and the External Auditors were present and will endeavour
to be present at the forthcoming AGM to assist the Directors in addressing queries raised by the shareholders.
Based on the past, the Company’s AGM have been well attended. It has always been the practice for the Chairman
to provide ample time for the questions and answers sessions in the AGM.

Shareholders were given a copy of suggestion form to invite shareholders to feedback and comment for notation
by the Management for consideration. A help desk was also set up to assist and answer any queries raised by
shareholders by our officers.

During the year, the Company also had regular meetings with analysts and institutional fund managers,
participated roadshows and investors conferences, both domestically and internationally; and hosted
teleconferences with investors and analysts.

COMPLIANCE STATEMENT

The Board has deliberated, reviewed and approved this Statement on Corporate Governance. The Board
considers that the Statement on Corporate Governance provides the information necessary to enable
shareholders to evaluate how the MCCG 2012 has been applied. The Board considers and is satisfied that the
Company has fulfilled its obligation under the MCCG 2012, the Main LR and all applicable laws and regulations
throughout the FY 2015.

This Statement is made in accordance with a resolution of the Board of Directors dated 15 October 2015.

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OTHER COMPLIANCE INFORMATION

1. Utilisation Of Proceeds

The Company did not raise funds through any corporate proposal during the financial year.

2. Recurrent Related Party Transactions

During the financial year, there were no recurrent related party transactions of a revenue or trading nature
involving the Directors and/or substantial shareholders of the Company.

3. Share Buy-Back

The shares bought back and retained as treasury shares during the financial year are set out as below:

Monthly No. of Shares Purchase Price per Share Average Cost Total Cost*
Breakdown Purchased and (RM) per Share
Retained as
Treasury Shares Lowest Highest (RM) (RM)

December 2014 2,847,700 4.25 4.60 4.40 12,533,856.79


January 2015 476,700 4.53 4.62 4.59 2,188,153.37

Total 3,324,400 4.43 14,722,010.16

* The total cost paid for the repurchase was excluding transaction costs.

4. Depository Receipt Programme

A Sponsored Level-1 ADR Programme (Depository Receipt Programme) for shares of the Company was registered
with the Securities and Exchange Commission of the United States of America since 27 December 2005.

Under the Depository Receipt Programme, a maximum of 5% of the total issued and paid-up capital of the
Company will be traded in the Depository Receipts in the United States of America, in the ratio of four (4)
shares to one (1) Depository Receipt.

The Depository Bank for the Depository Receipt Programme is The Bank of New York and the sole custodian
of the Company's shares for the Depository Receipt Programme is Malayan Banking Berhad, Kuala Lumpur.

As at 30 September 2015, the total number of Depository Receipts sold under the Depository Receipt
Programme was amounted to 71,636 shares.

5. Imposition of Sanctions/Penalties

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

6. Non-Audit Fees

During the financial year, the amount of non-audit fees paid to the External Auditors amounted to RM51,000.00.

7. Variation In Results

There was no material variance between the results of the financial year and the unaudited results previously
announced. The Company did not make any release on the profit estimate, forecast or projections for the
financial year.

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OTHER COMPLIANCE INFORMATION


(CONT’D)

8. Profit Guarantees

During the financial year, there were no profit guarantees given by the Company.

9. Material Contracts

During the financial year, there were no material contracts entered into by the Company and its subsidiaries
involving Directors’ and/or substantial shareholders’ interests.

10. Contracts Relating To Loans

There was no material contracts relating to loans entered into by the Company involving Directors and/or
substantial shareholders.

11. Insider Trading

During the financial year ended 31 August 2015, there was no insider trading reported.

12. Options or Convertible Securities

During the current financial year ended 31 August 2015, a total of 3,520,100 new ordinary shares were issued
and allotted pursuant to the exercise of the Employees’ Share Option Scheme (“ESOS”). The details of the
issued and paid-up share capital of the Company as at 31 August 2015 are as follows:

No. of Shares RM

As at 1 September 2014 620,664,062 310,332,031.00


Ordinary shares of RM0.50 each issued pursuant to the ESOS 3,520,100 1,760,050.00

As at 31 August 2015 624,184,162 312,092,081.00

Other than the above, there were no issuance of convertible securities and new ESOS option granted during
the financial year.

The number of ESOS option exercised by the directors are disclosed in page 80 of this Annual Report.

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STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL
THE BOARD’S RESPONSIBILITIES

The Board is committed to establish a sound, efficient and effective system of internal control covering not only
financial controls but also operational control and risk management to safeguard Shareholders’ investment and
the Group’s assets. There is an on-going review process by the Board to ensure the adequacy and integrity of
the system. Such a system is designed to identify and to manage the Group’s risk within the acceptable risk
profile, rather than eliminate the risk of failure. Accordingly, the system can only provide reasonable and not
absolute assurance against material misstatement, loss or fraud.

RISK MANAGEMENT FRAMEWORK

The Board regards risk management as an integral part of business operations. The Board explicitly assumes
the responsibility of identifying principal risks and ensuring implementation of a risk management system, and
reviewing the adequacy and integrity of the Group’s internal control and management information system. To
fulfill its oversight responsibility, the Board as a whole or through delegation to the Risk Management Committee
(“RMC”), should review the adequacy, integrity and implementation of appropriate systems for risk management
and internal controls.

RMC’S RESPONSIBILITIES

The primary responsibility and purpose of the RMC is to assist the Board in fulfilling its responsibility with respect
to review and monitor the Group’s risk management framework and activities.

The members of the RMC are as follows:

1) Tan Sri Mohd Sidek Bin Haji Hassan : Chairman


2) Tan Sri Rainer Althoff : Member
3) Dato’ Lim Han Boon : Member
4) Lee Kim Meow : Member
5) Lim Cheong Guan : Member

RMC reports to the Board of Directors regarding the Group’s risk exposures, including review of risk assessment
model used to monitor the risk exposures and Management’s views on the acceptable and appropriate level of
risks faced by Group’s Business Unit.

THE RISK MANAGEMENT PROCESS

The Group had formed a Risk Working Committee (“RWC”) in May 2013 to assess risk contained at the respective
business unit level by complying with the Risk Management Framework laid down by the RMC. The RWC consists
of standing members comprising Executive Director as Chairman and key Management Staff, and submits its
Risk Management Report to the RMC on a quarterly basis.

The RWC, subject to the general supervision of RMC, has in the past one year conducted the following:

• Identified risks and corresponding controls in place to mitigate these risks for each significant business
process;
• Compiled Risk Management Report and submitted to RMC for review, deliberation and recommendation for
approval by the Board;
• Presented and discussed Extreme and High Risks identified to RMC members during quarterly RMC
meetings;
• Followed-up on queries and suggestions raised by the RMC and reported the status of follow-up to the RMC.

The RWC assessed risks contained in the Group by referring to risk categorisation laid down in the Risk
Management Framework. The Group has categorised risks into Business, Information, Production, Credit,
Financial, Operational, System and Human Resource.

Top Glove Corporation Bhd 65


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STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL
(CONT’D)

The key risk areas for 2015 are outlined below:

(a) Technology

An inability to leverage rapid technological advancements to improve production efficiency represents a threat
to the Group’s competitiveness. To mitigate this risk, the Group continuously invests in Research &
Development and allocates a sufficient budget for machine and equipment upgrades. New factories were
designed and built with the current technology to ensure competitiveness in the marketplace. It also ensures
change-readiness through constant market surveillance and intelligence, which enables the Group to continue
producing consistently high quality gloves at efficient low cost.

(b) Production

Interruptions to production is a risk that can cause a temporary shutdown of factory operations resulting in
financial losses to the Group. The three major risks i.e. fire, water and flood identified by the RWC as being
able to cause interruption to production, were closely monitored by respective Risk Owners, with risk mitigation
plans proposed and implemented as follows:

a. Explored alternative water source;


b. Treated tube wells water, built on-site retention for rain water and recycled water to reduce water usage;
c. Strengthened fire prevention controls, improved housekeeping and cleaning routine and performed daily
checks on high risk areas;
d. Cleaned main drainage system periodically to prevent flooding during the rainy season.

(c) Energy

The Group has to absorb any increase in the cost of energy that would result in higher production costs. To
mitigate this risk, the Group embarked on energy efficiency improvement projects at factories to reduce energy
consumption to stay competitive and efficient.

(d) Information

The Group’s businesses may be vulnerable to security breaches to key systems, assets and facilities resulting
from acts of vandalism or sabotage. Potential disruptions to operational systems or destruction of facilities
from such security breaches and attacks, could adversely affect the Group’s reputation, its businesses, or
financial result. To mitigate this risk, the Group had been continuously upgrading and enhancing the Group
system security.

THE INTERNAL CONTROL PROCESS

The Group’s internal control mechanism is embedded in the various work processes and procedures at
appropriate levels in the Group. The Management Team led by the Managing Director and Executive Director
comprising experienced personnel with vast specialised industry experience, is assigned with the responsibility
of managing the Group. They are accountable for the conduct and performance of their operations within their
respective businesses. The Management Team monitors the day-to-day affairs of the Group through review of
performance and operations reports, as well as attending management meetings. Any significant issues are
immediately brought to the attention of the Executive Director, Managing Director and Chairman, who in turn will
bring these matters before the Board.

The Audit Committee (“AC”) is also responsible for reviewing and monitoring the effectiveness of the Group’s
internal control system. In this respect, the Group’s Internal Audit Department was set up in the financial year
ended 31 August 2003 to undertake the obligation to conduct regular reviews on the Group’s various operations
and reports directly to the AC.

The external auditors provide assurance in the form of their annual statutory audit of the financial statements.
Further areas for improvement identified during the course of the statutory audit by the external auditors are
brought to the attention of the AC through management letters, or discussed at AC meetings.

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STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL
(CONT’D)

THE INTERNAL AUDIT FUNCTION

The internal audit function is headed by Mr. Chin Wen Jye and provided by the Group’s internal audit department
(“GIA”) based on the annual audit plan approved by AC. GIA work practices is governed by the Internal Audit
Charter which is approved by the AC. The scope of work of GIA encompasses the examination and evaluation of
the adequacy, existence and effectiveness of the system of internal control, risk management framework and
corporate governance of the Group, which include, inter alia, the following:

• Reviewing the reliability and integrity of financial and operating information and the means used to identify,
measure, classify and report such information;
• Evaluating the system established to ensure compliance with policies, plans, procedures, laws, and
regulations which could have significant impact on operations;
• Examining the means of safeguarding assets and, as appropriate, verifying the existence of such assets;
• Assessing the economy and efficiency with which resources are employed;
• Appraising operations to ascertain whether results are consistent with established objectives and goals and
whether the operations are being carried out as planned;
• Reporting significant issues related to the business and operational processes for controlling the activities of
the Group together with recommendations for improvements by issuing periodic audit reports summarizing
results of audit activities and follow-up reports on a timely basis to the AC and Management; and
• Assisting in the investigation of suspected fraudulent activities and notifying the AC of the results.

During the financial year, no significant control weaknesses were identified. A number of minor control weaknesses
identified which were mainly related to operational controls had been reported to the AC periodically. Furthermore,
GIA works closely with and briefs salient audit issues to Top Management during bi-monthly internal audit
meetings. Relevant Heads of Factories or Heads of Departments will be called to attend these meetings to explain
to the Managing Director and Executive Director and develop action plans with timelines to rectify issues where
the factories or departments are found not complying with Group’s Procedures, Guidelines and Direction by the
factories or departments. Subsequent follow-up audits conducted by GIA also revealed that measures had been
or are being taken by the Management Team to address these weaknesses.

REVIEW OF EFFECTIVENESS

The Board is dedicated to operating a sound system of internal control and recognises that the system must
continuously evolve to support the business and the size of the Group.

The process for identifying, evaluating and managing risk as outlined in this statement has been in place for the
year under review and up to the date of approval of this statement. During the financial year, a number of
improvements to internal controls were put in place/implemented. There have been no significant material internal
control failures, which have resulted in material losses or contingencies.

The Board has also received assurance from the Chairman, Managing Director and Executive Director (Finance)
that the Group’s risk management and internal control system is operating adequately and effectively, in all
material aspects, based on the risk management and internal control system of the Group.

This statement does not include the state of internal control in associate companies, which has not been dealt
with as part of the Group and was made in accordance with a resolution of the Board of Directors dated
15 October 2015.

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STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL
(CONT’D)

REVIEW OF THE STATEMENT BY EXTERNAL AUDITORS

The External Auditors have performed limited assurance procedures on this Statement on Risk Management and
Internal Control pursuant to the scope set out in Recommended Practice Guide (“RPG”) 5, Guidance for Auditors
on Engagements to Report on the Statement on Risk Management and Internal Control included in the Annual
Report issued by the Malaysia Institute of Accountants (“MIA”) for inclusion in the Annual Report of the Group for
the year ended 31 August 2015, and reported to the Board that nothing has come to their attention that causes
them to believe the statement intended to be included in the Annual Report is not prepared, in all material respects,
in accordance with the disclosures required by paragraph 41 and 42 of the Guidelines, nor is the Statement
factually inaccurate.

RPG 5 does not require the External Auditors to consider whether the Directors’ Statement on Risk Management
and Internal Control covers all risk and controls, or to form an opinion in the adequacy and effectiveness of the
Group’s risk management and internal control system including the assessment and opinion by the Directors and
management thereon. The report from External Auditors was made solely for, and directed solely to the Board of
Directors in connection with their compliance with the listing requirements of Bursa Malaysia Securities Berhad
and for no other purposes or parties. The External Auditors do not assume responsibility to any person other than
the board of directors in respect of any aspect of this report.

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AUDIT COMMITEE REPORT

The Audit Committee (“AC”) of Top Glove Corporation Bhd is pleased to present the AC Report for the financial
year ended 31 August 2015 (“FY2015”).

AUDIT COMMITTEE COMPOSITION AND ATTENDANCE

In FY2015, the AC had met eight (8) times, two (2) of which was meeting with the External Auditors, without
Executive Directors’ and Management’s presence and one (1) of which was meeting with the Internal Auditors
(without Executive Directors’ and Management’s presence). The composition and the attendance record of AC
members are as follows:

Directors Directorship Meeting Attendance

Tan Sri Dato’ Seri Utama Arshad Bin Ayub Independent Non-Executive Director 8/8 (100%)
(Chairman of AC)

Dato’ Lim Han Boon Independent Non-Executive Director 8/8 (100%)

Datuk Noripah Binti Kamso Independent Non-Executive Director 2/3 ( 63%)


(Appointed w.e.f. 18 March 2015)

Sharmila Sekarajasekaran Independent Non-Executive Director -


(Appointed w.e.f. 15 October 2015)

Sekarajasekaran a/l Arasaratnam Independent Non-Executive Director 5/5 (100%)


(Retired w.e.f. 18 March 2015)

The Board shall elect the AC members from amongst themselves, comprising no fewer than three (3) Non-
Executive Directors. The majority of the AC members shall be Independent Directors.

In this respect, the Board adopts the definition of “Independent Director” as defined under Bursa Malaysia
Securities Berhad (“Bursa Securities”) Main Market Listing Requirements (“MMLR”).

All members of the AC shall be financially literate and at least one (1) member of the AC must be:

(a) a member of the Malaysian Institute of Accountant (“MIA”); or


(b) if he is not a member of MIA, he must have at least three (3) years of working experience; and

i) he must have passed the examinations specified in Part I of the First Schedule of the Accountants Act
1967; or
ii) he must be a member of one of the associations of the accountants specified in Part II of the First
Schedule of the Accountants Act 1967; or

(c) fulfills such other requirements as prescribed or approved by Bursa Securities.

THE MEMBERS

Tan Sri Dato’ Seri Utama Arshad Bin Ayub (“Tan Sri Arshad”), the Chairman of AC, has distinguished career in
the Malaysian Civil Service, held various positions, including Deputy Governor of Bank Negara Malaysia, Deputy
Director General in the Economics Planning Unit in Prime Minister’s Department. Nevertheless, Tan Sri Arshad
has other directorships in few public listed companies where he is also the Chairman and member of AC.

Dato’ Lim Han Boon is a member of MIA, the Chartered Management Institute, UK and fellow of Association of
Chartered Certified Accountant, UK, fulfills the financial expertise as required by the MMLR. He also has vast
working experience in area of corporate finance.

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(CONT’D)

Datuk Noripah Binti Kamso has vast experience in the Banking and Investment industry. She was the former
Advisor of CIMB Islamic and was the founding Chief Executive of CIMB-Principal Islamic Asset Management Sdn
Bhd. Under her stewardship as the Chief Executive Officer of CIMB-Principal Asset Management Berhad since
2004, it evolved from a Malaysian company to a regional asset management house with offices in Malaysia,
Indonesia and Singapore. She pioneered the listing of the world’s first Regional ASEAN Exchange Traded Fund,
“CIMB ASEAN 40 ETF” listed in Singapore in 2007.

Sharmila Sekarajasekaran was appointed as Audit Committee member on 15 October 2015.

During the reporting year, the AC had constantly engaged with the External Auditors and the Senior Manager of
Internal Audit to keep abreast with the key audit issues and audit concerns of the Company affecting the Company.

The Company Secretaries acts as the secretaries to the AC. Minutes of each AC meeting are noted by the Board
via distribution to each Board member and the Chairman of the AC reports key issues at each Board meeting.

The performance of AC would be assessed annually through an AC evaluation by the Nomination Committee
and the Board reviews the term of office of the AC members once every three (3) years. During the FY 2015, the
Board is satisfied that the AC and its members have been able to discharge their functions, duties and
responsibilities in accordance with the terms of reference (“TOR”) of the AC.

Notice of AC meetings shall be given to all the AC members unless the AC waives such requirement. All notice
of meeting was issued in average of twelve (12) days and meeting papers be delivered by hand within five (5)
days and the remaining papers were be sent electronically within two (2) days.

The Finance Director, the Head of Internal Audit and a representative of the External Auditors should normally attend
the AC meetings. Other Board members and employees may attend meetings upon the invitation of the AC.

AUDIT COMMITTEE’S TERMS OF REFERENCE

The AC had discharged its function and carried out its duties as set out in the TOR, appended herewith as
Appendix A.

The TOR of the AC is accessible through the Company’s website at https://www.topglove.com.my


/index.php/about-us/corporate-governance

SUMMARY OF ACTIVITIES FOR THE FINANCIAL YEAR

1. Financial Reporting

(a) Reviewed all the four (4) Quarter’s Financial Statements and the annual Audited Financial Statements of
the Company at the AC meetings. Discussion focused particularly on any change in accounting policies
and practices, significant adjustments arising from the audit, the going concern assumption; and
compliance with accounting standards and other legal requirements. Upon reviewed, the AC will
recommend the same for the Board’s approval.

(b) Reported its findings on the financial and Management performance, and other material matters to the Board.

2. Internal Audit

(a) Reviewed and approved the Annual Audit Plan for FY2015 proposed by the Internal Auditors to ensure
the adequacy of the scope, coverage of work and that it has the necessary authority to carry out its work.

(b) Reviewed the Internal Audit programme and results of Internal Audit together with the recommendations
from Internal Auditors. The AC will consider Internal Auditors’ recommendations taken into account the
Management’s responses and upon which will approve Internal Auditors’ proposals for rectification and
implement the recommendations for improvement.

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(CONT’D)

(c) Undertook assessment of the performance of the Internal Audit Function and reviewing its effectiveness
of the audit process and assessed the performance of the overall Internal Audit department.

(d) Held separate meeting to discuss the result of assessment with the Internal Auditors and other areas of
Internal Audit’s concern, without the presence of Executive Directors and Management.

(e) Conducted exit interview with the Head of Internal Audit to understand the reason of resignation.

(f) Conducted interview with the potential candidate to fill the vacancy as the Head of Internal Audit.

3. External Audit

(a) Discussed with the External Auditors before the audit commences, the nature and scope of the audit,
and ensure co-ordination where more than one (1) audit firm is involved; as well as the External Auditors’
evaluation of the system of internal controls and audit report.

(b) Discussed and deliberated on the External Auditors’ report and recommendations regarding opportunities
for improvement to the significant risk areas, internal control and financial matters areas based on
observations made in the course of interim and final audit.

(c) Held two (2) private meetings with the External Auditors without the presence of the Executive Directors
and Management.

(d) Undertook an annual assessment on the suitability and the independence of the External Auditors
pursuant to the Company’s External Auditors’ Policy.

(e) Reviewed the performance of the External Auditors and recommended its re-appointment and
remuneration to the Board.

4. Related Party Transactions

Reviewed if there is any related party transaction that is required to be transacted at an arm’s length basis
and is not detrimental to the interest of minority shareholders.

5. Annual Reporting

Reviewed the AC Report, Statement of Risk Management and Internal Control and Corporate Governance
Statement to ensure adherence to legal and regulatory reporting requirements and appropriate resolution of
all accounting matters requiring significant judgement.

6. Others

(a) Reviewed the progress of all investment projects of the Company.

(b) Deliberated the emerging financial reporting issues pursuant to the introduction of new accounting
standards and additional statutory/regulatory disclosure requirements.

(c) Considered and discussed acquisition and corporate exercise of the Company for the Board’s approval.

(d) Verified the allocation of employees’ share option scheme (“ESOS”) in compliance with the criteria as
stipulated in the by-laws of ESOS of the Company.

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(CONT’D)

TRAINING

During the FY 2015, all the AC members have attended various seminars, training programmes and conferences.
The list of trainings attended is disclosed in the Corporate Governance Statement on pages 55 to 57 of this Annual
Report.

INTERNAL AUDIT FUNCTION

The Company has an Internal Audit department whose principal objective is to undertake regular reviews of the
systems of controls, procedures and operations so as to provide reasonable assurance that the internal control
system is sound, adequate and satisfactory. The Internal Audit department reports directly to the AC. Its role is to
provide the AC with independent and objective reports on the state of internal controls of the operating units within
the Group and the extent of compliance by such units with the Group’s established policies and procedures and
the regulatory requirements of the relevant authorities. The AC reviews and approves the Internal Audit plan of
the Group submitted by the Internal Audit Manager.

During the FY 2015, the areas audited included audits of the various departments covering all the factories and
subsidiaries within the Group. Internal Audit reports were issued to the AC regularly and tabled in the AC meetings.
The reports are also issued to the respective operations management, incorporating audit recommendations and
Management’s responses with regards to any audit findings on the weaknesses in the systems and controls of
the operations. The Internal Audit department also follows up with Management on the implementation of the
agreed audit recommendations.

The costs incurred in maintaining the Internal Audit Function which is performed in-house for the financial year
under review was RM543,387.00 (2014: RM 501,472.00).

RISK MANAGEMENT

The Board and Management have embarked on the risk management culture and endeavour to ensure that the
Group’s employees have a good understanding and application of risk management principles towards cultivating
a sustainable risk management culture. The Board undertakes to conduct regular risk awareness sessions at the
operational level to promote the understanding of risk management principles and practices across different
functions within the Group.

RISK MANAGEMENT COMMITTEE COMPOSITION AND ATTENDANCE

In FY2015, the Risk Management Committee (“RMC”) had met four (4) times. The composition and the attendance
record of the RMC members are as follows:

Directors Directorship Meeting Attendance

Tan Sri Mohd Sidek Bin Haji Hassan Senior Independent 4/4 (100%)
(Chairman of RMC) Non-Executive Director

Tan Sri Rainer Althoff Independent Non-Executive Director 4/4 (100%)

Dato’ Lim Han Boon Independent Non-Executive Director 4/4 (100%)

Lee Kim Meow Managing Director 4/4 (100%)

Lim Cheong Guan Executive Director 4/4 (100%)

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AUDIT COMMITEE REPORT


(CONT’D)

RISK MANAGEMENT COMMITTEE’S TERM OF REFERENCE

The RMC had discharged its function and carried out its duties as set out in the TOR, appended herewith as
Appendix B.

The TOR of the RMC is accessible through the Company’s website at https://www.topglove.com.my
/index.php/about-us/corporate-governance

This is elaborated in details under a separate statement called “Statement on Risk Management and Internal
Control” on pages 65 to 68 of this Annual Report.

APPENDIX A
Terms of Reference of Audit Committee ~ Key Summary

The key roles of AC in performing its duties and discharging its responsibilities are summarised as follows:

1. Objectives

The principal objectives of the AC are to assist the Board in discharging its statutory duties and responsibilities
relating to accounting and reporting practices of the holding company and each of its subsidiaries. In addition,
the AC shall:

(a) evaluate the quality of the audits performed by the Internal and External Auditors;

(b) provide assurance that the financial information presented by Management is relevant, reliable and timely;

(c) oversee compliance with laws and regulations and observance of a proper code of conduct; and

(d) determine the quality, adequacy and effectiveness of the Group's control environment.

2. Authority

The AC shall, in accordance with a procedure to be determined by the Board and at the expense of the
Company:

(a) have explicit authority to investigate any matter within its TOR, the resources to do so, and full access to
information. All employees shall be directed to co-operate as requested by members of the AC.

(b) have full and unlimited/unrestricted access to all information and documents/resources which are required
to perform its duties as well as to the Internal and External Auditors and senior management of the
Company and Group.

(c) obtain independent professional or other advice and to invite outsiders with relevant experience to attend,
if necessary.

(d) have direct communication channels with the External Auditors and person(s) carrying out the Internal
Audit Function or activity (if any).

(e) where the AC is of the view that the matter reported by it to the Board has not been satisfactorily resolved
resulting in a breach of the MMLR, the AC shall promptly report such matter to Bursa Securities.

3. Duties and Responsibilities

The duties and responsibilities of the AC are as follows:

(a) To consider the appointment and re-appointment of the External Auditor, the audit fee and any question
of resignation or dismissal;

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(CONT’D)

(b) To discuss with the External Auditor before the audit commences, the nature and scope of the audit, and
ensure co-ordination where more than one (1) audit firm is involved;

(c) To review with the External Auditor his evaluation of the system of internal controls, audit plan, audit report
and assistance given by the employees of the Company to the External Auditor; To review the quarterly
results and year-end financial statements of the Board, prior to the approval by the Board of Directors,
focusing particularly on:

• any changes in or implementation of accounting policies and practices;


• significant and unusual events;
• significant adjustments arising from the audit;
• the going concern assumption; and
• compliance with accounting standards and other legal requirements.

(d) To discuss problems and reservations arising from the interim and final audits, and any matter the Auditor
may wish to discuss (in the absence of Management, where necessary);

(e) To review the external auditor’s management letter and management’s response;

(f) To do the following, in relation to the Internal Audit Function:

• review the adequacy of the scope, functions, competency and resources of the Internal Audit Function,
and that it has the necessary authority to carry out its work;
• review the Internal Audit programme, processes and results of the Internal Audit process and, where
necessary, ensure that appropriate actions are taken on the recommendations of the Internal Audit
Function;
• review any appraisal or assessment of the performance of members of the Internal Audit Function;
• approve any appointment or termination of senior staff members of the Internal Audit Function; and
• take cognisance of resignations of Internal Audit staff members and provide the resigning staff
member an opportunity to submit his reasons for resigning.

(g) To consider any related party transactions and conflict of interest situation that may arise within the
Company or Group including any transaction, procedure or course of conduct that raises questions of
Management integrity;

(h) To report its findings on the financial and Management performance, and other material matters to the Board;

(i) To consider the major findings of internal investigations and Management’s response;

(j) To verify the allocation of ESOS in compliance with the criteria as stipulated in the by-laws of ESOS of
the Company, if any;

(k) To determine the remit of the Internal Audit Function;

(l) To consider other topics as defined by the Board;

(m) To consider and examine such other matters as the AC considers appropriate; and

(n) To review the Annual Statement on Risk Management and Internal Control to be published in the Annual Report.

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AUDIT COMMITEE REPORT


(CONT’D)

APPENDIX B
Terms of Reference of Risk Management Committee ~ Key Summary

The key roles of RMC in performing its duties and discharging its responsibilities are summarised as follows:

1. Objectives

The principal objective of the RMC is to assist the Board of Directors in their responsibilities to identify, assess
and monitor key business risks to safeguard shareholders’ investments and the Company’s assets.

2. Authority

The RMC shall, in accordance with a procedure or process to be determined by the Board of Directors and
at the expense of the Company, have authority to make decisions on whether the Company has acted in
good faith in relation to its contracts and make recommendations to the Board in an advisory capacity.

3. Duties and Responsibilities

The duties and responsibilities of the RMC are as follows:

(a) Review and monitor Group’s risk management framework and activities;

(b) Report to Board of Directors regarding the Group’s risk exposures, including review risk assessment
model used to monitor the risk exposures and Management’s views on the acceptable and appropriate
level of risks faced by Group’s Business Unit.

(c) To review and discuss with Top Management and Internal Audit department, every quarterly:

• the key guidelines and policies governing the Group’s significant processes for risk assessment and
risk management;
• the validity of the identified risks and ensuring that appropriate actions are taken to mitigate the risks;
• the adequacy of infrastructure, resources and system for risk management, the staff responsible for
implementing risk management system perform those duties efficiently and effectively; and
• the periodical risk rating report and risk management activities.

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DIRECTORS’ RESPONSIBILITY STATEMENT

The Directors are required under the Companies Act 1965 to prepare financial statements for each financial year
in accordance with applicable approved accounting standards and 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 and of the results and cash flows of the
Group and of the Company at the financial year.

In preparing the financial statements, the Directors have:

(a) adopted appropriate accounting policies and applied them consistently;


(b) made judgements and estimates that are reasonable and prudent; and
(c) prepared the financial statements on a going concern basis.

The Directors are responsible to ensure that the Group and the Company keep proper accounting records which
disclose with reasonable accuracy the financial positions and results of the Group and the Company. The Directors
are also responsible for taking reasonable steps to safeguard the assets of the Company and the Group and to
prevent and detect fraud and other irregularities.

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FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015

PAGE
78 Directors’ Report

82 Statement by Directors

82 Statutory Declaration

83 Independent Auditors’ Report

85 Income Statements

86 Statements of Comprehensive Income

87 Statements of Financial Position

89 Statements of Changes in Equity

92 Statements of Cash Flows

94 Notes to the Financial Statements

160 Notes to the Financial Statements


- Supplementary Information

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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 August 2015.

Principal activities

The principal activities of the Company are investment holding and provision of management services.

The principal activities of the subsidiaries are described in Note 19 to the financial statements.

There have been no significant changes in the nature of the principal activities during the financial year.

Results

Group Company
RM’000 RM’000

Profit net of tax 281,192 288,688

Profit attributable to:


Owners of the parent 279,781 288,688
Non-controlling interest 1,411 -

281,192 288,688

There were no material transfers to or from reserves or provisions during the financial year other than as disclosed
in the financial statements.

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

Dividends

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

RM’000

In respect of the financial year ended 31 August 2014:


Final single tier dividend of 18%, paid on 29 January 2015 55,565

In respect of the financial year ended 31 August 2015:


First interim single tier dividend of 16%, paid on 15 July 2015 49,419

104,984

At the forthcoming Annual General Meeting, a single tier final dividend of 24% on 620,859,762 ordinary shares
amounting to RM74,503,171 (12.00 sen per share) in respect of the financial year ended 31 August 2015 will be
proposed for shareholders’ approval. The financial statements for the current financial year do not reflect this
proposed dividend. Such dividend, if approved by the shareholders, will be accounted for in equity as an
appropriation of retained earnings in the financial year ending 31 August 2016.

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DIRECTORS’ REPORT
(CONT’D)

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:

Tan Sri Dr Lim Wee Chai


Tan Sri Dato’ Seri Utama Arshad bin Ayub
Tan Sri Mohd Sidek bin Haji Hassan
Tan Sri Rainer Althoff
Lee Kim Meow
Puan Sri Tong Siew Bee
Lim Hooi Sin
Lim Cheong Guan
Dato’ Lim Han Boon
Datuk Noripah Binti Kamso (appointed on 18 March 2015)
Sharmila Sekarajasekaran (appointed on 18 March 2015)
Tan Sri Dato’ Dr Lin See Yan (retired on 8 January 2015)
Sekarajasekaran a/l Arasaratnam (retired on 18 March 2015)

Directors’ benefits

Neither at the end of the financial year, nor at any time during that year, did there subsist any arrangement to
which the Company was a party, whereby the directors might acquire benefits by means of the acquisition of
shares in or debentures of the Company or any other body corporate, other than those arising from the share
options granted under the Employee Share Options Scheme (“ESOS”).

Since the end of the previous financial year, no director has received or become entitled to receive a benefit (other
than benefits included in the aggregate amount of emoluments received or due and receivable by the directors
or the fixed salary of a full-time employee of the Company as shown in Note 13 to the financial statements) by
reason of a contract made by the Company or a related corporation with a director or with a firm of which the
director is a member, or with a company in which the director has a substantial financial interest.

Directors’ interests

According to the register of directors’ shareholdings, the interests of directors in office at the end of the financial
year in shares and options over shares in the Company during the financial year were as follows:

Number of ordinary shares of RM0.50 each


1 September 31 August
2014 Acquired Sold 2015

Tan Sri Dr Lim Wee Chai


- direct 179,061,138 4,659,500 - 183,720,638
- indirect 55,934,904 32,251,894 36,803,794 51,383,004
Puan Sri Tong Siew Bee
- direct 13,845,748 600 4,650,000 9,196,348
- indirect 221,150,294 36,910,794 32,153,794 225,907,294
Lee Kim Meow
- direct 441,600 53,500 160,000 335,100
- indirect 10,000 - - 10,000
Lim Hooi Sin
- direct 9,935,362 97,200 - 10,032,562
- indirect 225,060,680 36,813,894 36,803,794 225,070,780
Lim Cheong Guan - 119,700 - 119,700
Tan Sri Dato’ Seri Utama Arshad bin Ayub 1,200,000 - 400,000 800,000

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DIRECTORS’ REPORT
(CONT’D)

Number of options over ordinary shares of RM0.50 each


1 September 31 August
2014 Granted Exercised 2015

Tan Sri Dr Lim Wee Chai 672,000 - - 672,000


Puan Sri Tong Siew Bee 259,200 - - 259,200
Lee Kim Meow 403,200 - 50,400 352,800
Lim Hooi Sin 161,600 - 94,400 67,200
Lim Cheong Guan 326,700 - 117,000 209,700

Tan Sri Dr Lim Wee Chai, Puan Sri Tong Siew Bee and Lim Hooi Sin by virtue of their interest in shares of the
Company are also deemed interested in shares of all the subsidiaries to the extent the Company has an interest.

The other directors in office at the end of the financial year had no interest in shares in the Company or its related
corporations or in share options in the Company during the financial year.

Issue of shares

During the financial year, the Company increased its issued and paid-up share capital from RM310,332,000 to
RM312,092,000 by way of issuance of 3,520,100 ordinary shares of RM0.50 each pursuant to the exercise of
ESOS at an option price between RM2.01 and RM6.97 per ordinary share.

The new ordinary shares issued during the financial year ranked pari passu in all respects with the existing
ordinary shares of the Company.

Treasury shares

During the financial year, the Company repurchased 3,324,000 of its issued ordinary shares from the open market
at the average price of RM4.43 per share. The total consideration paid for the repurchase including transaction
costs was RM14,722,000. The shares repurchased are being held as treasury shares in accordance with Section
67A of the Companies Act 1965. Further relevant details are disclosed in Note 34 to the financial statements.

Employee share options scheme

The Company’s ESOS is governed by the by-laws which was approved by the shareholders at the Extraordinary
General Meeting held on 9 January 2008 and became effective on 1 August 2008.

The main features and other terms of the ESOS are disclosed in Note 37 to the financial statements.

Other statutory information

(a) Before the income statements, statements of comprehensive income and statements of financial position of
the Group and of the Company were made out, 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 all known bad debts had been written off and
that adequate provision had been made for doubtful debts; and

(ii) to ensure that any current assets 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.

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DIRECTORS’ REPORT
(CONT’D)

Other statutory information (continued)

(b) At the date of this report, the directors are not aware of any circumstances which would render:

(i) the amount written off for bad debts or the amount of the provision for doubtful debts in the financial
statements of the Group and of the Company inadequate to any substantial extent; and

(ii) the values attributed to the current assets in the financial statements of the Group and of the Company
misleading.

(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) At the date of this report, there does not exist:

(i) any charge on the assets of the Group or of the Company which has arisen since the end of the financial
year which secures the liabilities of any other person; or

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

(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 or 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 or of the Company for the financial year in which this report is made.

Subsequent events

Details of subsequent events are disclosed in Note 46 to the financial statements.

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 30 October 2015.

Lee Kim Meow Dato’ Lim Han Boon

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statement BY directors
PURSUANT TO SECTION 169[15] OF THE COMPANIES ACT, 1965

We, Lee Kim Meow and Dato’ Lim Han Boon, being two of the directors of Top Glove Corporation Bhd., do hereby
state that, in the opinion of the directors, the accompanying financial statements set out on pages 85 to 159 are
drawn up in accordance with Malaysian Financial Reporting Standards, International Financial Reporting
Standards and the requirements of 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 August 2015 and of their financial performance and
cash flows for the year then ended.

The information set out in Note 48 on page 160 of 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 30 October 2015.

Lee Kim Meow Dato’ Lim Han Boon

STATUTORY DECLARATION
PURSUANT TO SECTION 169[16] OF THE COMPANIES ACT, 1965
I, Lee Kim Meow, being the director primarily responsible for the financial management of Top Glove Corporation
Bhd., do solemnly and sincerely declare that the accompanying financial statements set out on pages 85 to 160
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, Lee Kim Meow
at Klang in the State of Selangor
on 30 October 2015 Lee Kim Meow

Before me,

Goh Cheng Teak


Commissioner for Oaths

82 Top Glove Corporation Bhd


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INDEPENDENT AUDITORS’ REPORT


TO THE MEMBERS OF TOP GLOVE CORPORATION BHD.
[INCORPORATED IN MALAYSIA]

Report on the financial statements

We have audited the financial statements of Top Glove Corporation Bhd., which comprise the statements of
financial position of the Group and of the Company as at 31 August 2015, and the income statements, 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 85 to 159.

Directors’ responsibility for the financial statements

The directors of the Company are responsible for the preparation of financial statements so as to give a true and
fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards
and the requirements of the Companies Act, 1965 in Malaysia. The directors are also responsible for such internal
control as the directors determine is necessary to enable the preparation of financial statements that are free
from material misstatement, whether due to fraud or error.

Auditors’ responsibility

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on our 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 of financial statements that give a true and fair
view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the 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 give a true and fair view of the financial position of the Group and of the
Company as at 31 August 2015 and of their financial performance and cash flows for the year then ended in
accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the
requirements of the Companies Act, 1965 in Malaysia.

Top Glove Corporation Bhd 83


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INDEPENDENT AUDITORS’ REPORT


TO THE MEMBERS OF TOP GLOVE CORPORATION BHD.
[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 all the subsidiaries of which we
have not acted as auditors, which are indicated in Note 19 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
material to the consolidated financial statements and did not include any comment required to be made under
Section 174(3) of the Act.

Other reporting responsibilities

The supplementary information set out in Note 48 to the financial statements on page 160 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 has been prepared, in all material
respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia Securities Berhad.

Other matters

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

Ernst & Young Ong Chee Wai


AF: 0039 2857/07/16(J)
Chartered Accountants Chartered Accountant

Kuala Lumpur, Malaysia


Date: 30 October 2015

84 Top Glove Corporation Bhd


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INCOME STATEMENTS
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015

Group Company
Note 2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Revenue 8 2,510,510 2,275,366 293,467 62,732


Cost of sales (1,955,610) (1,891,915) - -

Gross profit 554,900 383,451 293,467 62,732

Other items of income


Interest income 9 23,920 10,307 752 13
Other income 10 18,697 32,464 86 23

Other items of expense


Distribution and selling costs (82,127) (70,158) - -
Administrative and general expenses (135,973) (138,794) (5,617) (4,729)
Finance costs (4,170) (4,226) - -

Share of results of associates (11,709) 3,266 - -

Profit before tax 11 363,538 216,310 288,688 58,039


Income tax expense 14 (82,346) (32,745) - 4

Profit net of tax 281,192 183,565 288,688 58,043

Profit attributable to:


Owners of the parent 279,781 180,523 288,688 58,043
Non-controlling interest 1,411 3,042 - -

281,192 183,565 288,688 58,043

Earnings per share attributable to


owners of the parent (sen):
Basic 15 45.22 29.09
Diluted 15 45.17 29.05

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

Top Glove Corporation Bhd 85


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STATEMENTS OF COMPREHENSIVE INCOME


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Profit net of tax 281,192 183,565 288,688 58,043

Other comprehensive income/(loss):


Net movement on available-for-sale
financial assets (1,132) (584) - -
Net movement on cash flow hedge (Note 35) - 31,393 - -
Foreign currency translation 36,664 (4,461) - -

Other comprehensive income for the year,


net of tax 35,532 26,348 - -

Total comprehensive income for the year 316,724 209,913 288,688 58,043

Total comprehensive income attributable to:


Owners of the parent 314,456 206,759 288,688 58,043
Non-controlling interest 2,268 3,154 - -

316,724 209,913 288,688 58,043

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

86 Top Glove Corporation Bhd


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STATEMENTS OF FINANCIAL POSITION


AS AT 31 AUGUST 2015

Group Company
Note 2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Assets

Non-current assets
Property, plant and equipment 16 1,026,490 995,242 - -
Land use rights 17 40,315 42,068 - -
Investment properties 18 111,178 - - -
Investment in subsidiaries 19 - - 580,503 580,503
Investment in associates 20 5,140 20,058 - -
Deferred tax assets 21 8,762 12,825 - -
Investment securities 22 145 145 - -
Goodwill 23 22,805 22,805 - -

1,214,835 1,093,143 580,503 580,503

Current assets
Inventories 24 252,115 207,377 - -
Trade and other receivables 25 380,700 288,863 134,672 2,841
Other current assets 26 24,148 2,770 6 -
Tax recoverable - - 2 -
Investment securities 22 669,672 154,322 31,337 -
Derivative financial instruments 27 - 2,662 - -
Cash and bank balances 28 146,460 184,030 12,137 638

1,473,095 840,024 178,154 3,479

Total assets 2,687,930 1,933,167 758,657 583,982

Equity and liabilities

Current liabilities
Loans and borrowings 29 530,333 178,179 - -
Trade and other payables 30 326,174 267,006 2,065 16,197
Other current liabilities 31 29,625 38,112 - -
Income tax payable 25,348 2,530 - -
Derivative financial instruments 27 9,211 - - -

920,691 485,827 2,065 16,197

Net current assets/(liabilities) 552,404 354,197 176,089 (12,718)

Top Glove Corporation Bhd 87


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STATEMENTS OF FINANCIAL POSITION


AS AT 31 AUGUST 2015 (CONT’D)

Group Company
Note 2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Non-current liabilities
Loans and borrowings 29 105,693 2,540 - -
Deferred tax liabilities 21 47,153 47,250 - -

152,846 49,790 - -

Total liabilities 1,073,537 535,617 2,065 16,197

Net assets 1,614,393 1,397,550 756,592 567,785

Equity attributable to
owners of the parent

Share capital 32 312,092 310,332 312,092 310,332


Share premium 33 200,302 180,673 200,302 180,673
Treasury shares 34 (14,722) - (14,722) -
Other reserves 35 53,709 21,520 7,714 10,200
Retained earnings 36 1,056,583 880,864 251,206 66,580

1,607,964 1,393,389 756,592 567,785


Non-controlling interest 6,429 4,161 - -

Total equity 1,614,393 1,397,550 756,592 567,785

Total equity and liabilities 2,687,930 1,933,167 758,657 583,982

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

88 Top Glove Corporation Bhd


Annual Report 2015
Attributable to owners of the parent
Equity
attributable Non-distributable Distributable
to owners of Foreign Share Fair value Cash flow Non-
Equity, the parent Share Share Treasury exchange Legal option adjustment hedge Retained controlling
total total capital premium shares reserve reserve reserve reserve reserve earnings interest
2015 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group

Opening balance at
1 September 2014 1,397,550 1,393,389 310,332 180,673 - 6,485 3,781 10,200 1,054 - 880,864 4,161
TG AR15 9 (X).qxp_Layout 1 11/12/15 3:39 PM Page 89

Total comprehensive
income 316,724 314,456 - - - 35,807 - - (1,132) - 279,781 2,268

Transactions with
owners
Issuance of
ordinary shares
pursuant to ESOS 17,637 17,637 1,760 15,877 - - - - - - - -
Share options granted
under ESOS 2,188 2,188 - - - - - 2,188 - - - -
Transfer from share
option reserve - - - 3,752 - - - (3,752) - - - -
Transfer to retained
earnings - - - - - - - (922) - - 922 -
Purchase of treasury
shares (14,722) (14,722) - - (14,722) - - - - - - -
Dividends on ordinary
shares (Note 44) (104,984) (104,984) - - - - - - - - (104,984) -

Total transactions
with owners (99,881) (99,881) 1,760 19,629 (14,722) - - (2,486) - - (104,062) -

Closing balance at
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015
STATEMENTS OF CHANGES IN EQUITY

31 August 2015 1,614,393 1,607,964 312,092 200,302 (14,722) 42,292 3,781 7,714 (78) - 1,056,583 6,429

Annual Report 2015


Top Glove Corporation Bhd
89
Attributable to owners of the parent
Equity

90
attributable Non-distributable Distributable
to owners of Foreign Share Fair value Cash flow Non-
Equity, the parent Share Share Treasury exchange Legal option adjustment hedge Retained controlling
total total capital premium shares reserve reserve reserve reserve reserve earnings interest
2014 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group

Opening balance at
1 September 2013 1,357,841 1,331,852 310,110 180,174 - 11,058 4,434 11,054 1,638 (31,393) 844,777 25,989

Annual Report 2015


Total comprehensive
income 209,913 206,759 - - - (4,573) - - (584) 31,393 180,523 3,154
TG AR15 9 (X).qxp_Layout 1 11/12/15 3:39 PM Page 90

Top Glove Corporation Bhd


Transactions with owners
Issuance of ordinary shares
pursuant to ESOS 1,977 1,977 222 1,755 - - - - - - - -
Share options granted
under ESOS 873 873 - - - - - 873 - - - -
Transfer from share
option reserve 2,981 2,981 - 474 - - - (474) - - 2,981 -
Accretion of interest in a
subsidiary (73,181) (48,778) - - - - - - - - (48,778) (24,403)
Share issue expenses (2) (2) - (2) - - - - - - - -
Transfer to retained
earnings (2,981) (2,981) - (1,728) - - (653) (1,253) - - 653 -
Dividends paid to non-
controlling interest (579) - - - - - - - - - - (579)
Dividends on ordinary
shares (Note 44) (99,292) (99,292) - - - - - - - - (99,292) -
STATEMENTS OF CHANGES IN EQUITY

Total transactions
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

with owners (170,204) (145,222) 222 499 - - (653) (854) - - (144,436) (24,982)

Closing balance at
31 August 2014 1,397,550 1,393,389 310,332 180,673 - 6,485 3,781 10,200 1,054 - 880,864 4,161

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
TG AR15 9 (X).qxp_Layout 1 11/12/15 3:39 PM Page 91

STATEMENTS OF CHANGES IN EQUITY


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

Non-distributable Distributable
Share
Equity, Share Share Treasury option Retained
total capital premium shares reserve earnings
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Company

Opening balance at
1 September 2014 567,785 310,332 180,673 - 10,200 66,580

Total comprehensive income 288,688 - - - - 288,688

Transactions with owners


Issuance of ordinary shares
pursuant to ESOS 17,637 1,760 15,877 - - -
Share options granted under ESOS 2,188 - - - 2,188 -
Transfer from share option reserve - - 3,752 - (3,752) -
Transfer to retained earnings - - - - (922) 922
Purchase of treasury shares (14,722) - - (14,722) - -
Dividends on ordinary shares
(Note 44) (104,984) - - - - (104,984)

Total transactions with owners (99,881) 1,760 19,629 (14,722) (2,486) (104,062)

Closing balance at 31 August 2015 756,592 312,092 200,302 (14,722) 7,714 251,206

Opening balance at
1 September 2013 606,186 310,110 180,174 - 11,054 104,848

Total comprehensive income 58,043 - - - - 58,043

Transactions with owners


Issuance of ordinary shares
pursuant to ESOS 1,977 222 1,755 - - -
Share options granted under ESOS 873 - - - 873 -
Transfer from share option reserve 2,981 - 474 - (474) 2,981
Share issue expenses (2) - (2) - - -
Transfer to retained earnings (2,981) - (1,728) - (1,253) -
Dividends on ordinary shares
(Note 44) (99,292) - - - - (99,292)

Total transactions with owners (96,444) 222 499 - (854) (96,311)

Closing balance at 31 August 2014 567,785 310,332 180,673 - 10,200 66,580

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

Top Glove Corporation Bhd 91


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STATEMENTS OF CASH FLOWS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Operating activities

Profit before tax 363,538 216,310 288,688 58,039


Adjustments for :
Gross dividends - - (289,400) (59,950)
Depreciation and amortisation
- Property, plant and equipment 96,616 90,863 - -
- Land use rights 695 708 - -
- Investment properties 1,469 - - -
Loss on disposal of property,
plant and equipment 48 12,677 - -
Bad debts written off 2,052 - - -
Gain on disposal of investment securities (911) (6,962) - -
Property, plant and equipment written off 1,872 2,009 - -
Share options granted under ESOS 2,188 873 2,188 873
Unrealised foreign exchange gain (8,360) (1,856) - -
Gain on disposal of a subsidiary - (10,537) - -
Gain on disposal of land use rights (811) (494) - -
Share of results of associates 11,709 (3,266) - -
Net fair value loss/(gain) on derivative 11,873 (2,394) - -
Finance costs 4,170 4,226 - -
Interest income (23,920) (10,307) (752) (13)

Total adjustments 98,690 75,540 (287,964) (59,090)


Operating cash flows before changes
in working capital 462,228 291,850 724 (1,051)
Changes in working capital
(Increase)/decrease in inventories (44,738) 12,308 - -
(Increase)/decrease in receivables (49,700) 1,289 - 10
(Increase)/decrease in other current assets (21,475) 1,086 (6) -
Increase in payables 49,611 45,065 633 205

Total changes in working capital (66,302) 59,748 627 215

Cash flows from operations 395,926 351,598 1,351 (836)


Interest paid (4,170) (4,226) - -
Income taxes (paid)/refunded (55,562) (38,852) (2) 525

Net cash flows generated from/(used in)


operating activities 336,194 308,520 1,349 (311)

92 Top Glove Corporation Bhd


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STATEMENTS OF CASH FLOWS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Investing activities

Purchase of property, plant and equipment (205,642) (192,238) - -


Purchase of land use rights (50) (171) - -
Purchase of investment properties (6,139) - - -
Purchase of investment securities (424,114) (212,027) - -
Proceeds from disposal of investment securities 47,018 216,256 - -
Proceeds from disposal of land use rights 2,428 1,675 - -
Decrease/(increase) in bank balances
pledged with banks 53,038 (35,757) - -
Interest received 23,920 10,307 752 13
Dividend income from subsidiaries - - 163,900 59,950
Dividend income from associate 3,983 - - -
Proceeds from disposal of property,
plant and equipment 3,715 3,815 - -
Additional investment in a subsidiary - (73,181) - -
(Advances to)/repayment from subsidiaries - - (21,096) 36,728
Net cash inflow on disposal of a subsidiary - 21,020 - -

Net cash flows (used in)/generated


from investing activities (501,843) (260,301) 143,556 96,691

Financing activities

Proceeds from issuance of ordinary shares 17,637 1,977 17,637 1,977


Purchase of treasury shares (14,722) - (14,722) -
Share issue expenses - (2) - (2)
Dividends paid on ordinary shares (104,984) (99,292) (104,984) (99,292)
Dividends paid to non-controlling shareholders - (579) - -
Repayment of obligations under finance leases (18) (75) - -
Proceeds from loans and borrowings 364,122 130,129 - -

Net cash flows generated from/(used in)


financing activities 262,035 32,158 (102,069) (97,317)

Net increase/(decrease) in cash and


cash equivalents 96,386 80,377 42,836 (937)
Effects of foreign exchange rate changes 2,878 2,705 - -
Cash and cash equivalents at 1 September 187,664 104,582 638 1,575

Cash and cash equivalents at 31 August (Note 28) 286,928 187,664 43,474 638

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

Top Glove Corporation Bhd 93


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015

1. Corporate information

Top Glove Corporation Bhd. (“the Company”) is a public limited liability company incorporated and domiciled
in Malaysia, and is listed on the Main Market of Bursa Malaysia Securities Berhad. The principal place of
business of the Company is located at Lot 4969, Jalan Teratai, Batu 6, Off Jalan Meru, 41050 Klang, Selangor.

The principal activities of the Company are investment holding and provision of management services. The
principal activities of the subsidiaries are described in Note 19. There have been no significant changes in
the nature of the principal activities during the financial year.

2. Basis of preparation

These financial statements of the Group and of the Company have been prepared in accordance with
Malaysian Financial Reporting Standards (“MFRS”) as issued by the Malaysian Accounting Standards Board
(“MASB”), International Financial Reporting Standards (“IFRS”) as issued by the International Accounting
Standards Board and the requirements of the Companies Act, 1965 in Malaysia.

The financial statements have also been prepared on a historical basis, unless otherwise indicated in the
accounting policies below.

The financial statements are presented in Ringgit Malaysia (RM) and all values are rounded to the nearest
thousand (RM’000) except when otherwise indicated.

3. Basis of consolidation

The consolidated financial statements comprise the financial statements of the Company and of its
subsidiaries as at 31 August 2015. Control is achieved when the Group is exposed, or has rights, to variable
returns from its involvement with the investee and has the ability to affect those returns through its power
over the investee. Specifically, the Group controls an investee if and only if the Group has:

- Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities
of the investee);
- Exposure, or rights, to variable returns from its involvement with the investee; and
- The ability to use its power over the investee to affect its returns.

When the Group has less than a majority of the voting or similar rights of an investee, the Group considers
all relevant facts and circumstances in assessing whether it has power over an investee, including:

- The contractual arrangement with the other vote holders of the investee;
- Rights arising from other contractual arrangements; and
- The Group’s voting rights and potential voting rights.

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there
are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the
Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets,
liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in profit
or loss from the date the Group gains control until the date the Group ceases to control the subsidiary.

Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders
of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling
interests having a deficit balance. When necessary, adjustments are made to the financial statements of
subsidiaries to bring their accounting policies into line with the Group’s accounting policies. All intra-group
assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of
the Group are eliminated in full on consolidation.

94 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

3. Basis of consolidation (continued)

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity
transaction.

If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities,
non-controlling interest and other components of equity while any resultant gain or loss is recognised in profit
or loss. Any investment retained is recognised at fair value.

4. Summary of significant accounting policies

4.1 Business combinations and goodwill

Business combinations are accounted for using the acquisition method. The cost of an acquisition is
measured as the aggregate of the consideration transferred, measured at acquisition date fair value and
the amount of any non-controlling interest in the acquiree. For each business combination, the Group
elects whether it measures the non-controlling interest in the acquiree either at fair value or at the
proportionate share of the acquiree’s identifiable net assets. Acquisition-related costs are expensed as
incurred and included in administrative expenses.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for
appropriate classification and designation in accordance with the contractual terms, economic
circumstances and pertinent conditions as at the acquisition date. This includes the separation of
embedded derivatives in host contracts by the acquiree.

If the business combination is achieved in stages, the previously held equity interest is re-measured at
its acquisition date fair value and any resultant gain or loss is recognised in profit or loss. It is then
considered in the determination of goodwill.

Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the
acquisition date. Contingent consideration classified as an asset or liability that is a financial instrument
and within the scope of MFRS 139 Financial Instruments: Recognition and Measurement, is measured
at fair value with changes in fair value recognised either in profit or loss or as a change to OCI. If the
contingent consideration is not within the scope of MFRS 139, it is measured in accordance with the
appropriate MFRS. Contingent consideration that is classified as equity is not re-measured and
subsequent settlement is accounted for within equity.

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred
and the amount recognised for non-controlling interests, and any previous interest held, over the net
identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess
of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all
of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the
amounts to be recognised at the acquisition date. If the re-assessment still results in an excess of the fair
value of net assets acquired over the aggregate consideration transferred, then the gain is recognised in
profit or loss.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the
purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date,
allocated to each of the Group’s cash-generating units that are expected to benefit from the combination,
irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is
disposed of, the goodwill associated with the disposed operation is included in the carrying amount of
the operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances
is measured based on the relative values of the disposed operation and the portion of the cash-generating
unit retained.

Top Glove Corporation Bhd 95


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

4. Summary of significant accounting policies (continued)

4.1 Business combinations and goodwill (continued)

Business combinations involving entities under common control are accounted for by applying the pooling
on interest method. The assets and liabilities of the combining entities are reflected at their carrying
amounts reported in the consolidated financial statements of the controlling holding company. Any
difference between the consideration paid and the share capital of the “acquired” entity is reflected within
equity as merger reserve. The statement of comprehensive income reflects the results of the combining
entities for the full year, irrespective of when the combination takes place. Comparatives are presented
as if the entities have always been combined since the date the entities had come under common control.

4.2 Current versus non-current classification

Assets and liabilities in the statement of financial position are presented based on current/non-current
classification. An asset is current when it is:

- Expected to be realised or intended to be sold or consumed in the normal operating cycle;


- Held primarily for the purpose of trading;
- Expected to be realised within twelve months after the reporting period, or
- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at
least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is current when:

- It is expected to be settled in the normal operating cycle;


- It is held primarily for the purpose of trading;
- It is due to be settled within twelve months after the reporting period; or
- There is no unconditional right to defer the settlement of the liability for at least twelve months after
the reporting period.

All other liabilities are classified as non-current.

Deferred tax assets and liabilities are classified as non-current assets and liabilities.

4.3 Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement is based
on the presumption that the transaction to sell the asset or transfer the liability takes place either:

- In the principal market for the asset or liability; or


- In the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible to by the Group.

The fair value of an asset or a liability is measured using the assumptions that market participants would
use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to
generate economic benefits by using the asset in its highest and best use or by selling it to another market
participant that would use the asset in its highest and best use.

Valuation techniques that are appropriate in the circumstances and for which sufficient data are available,
are used to measure fair value, maximising the use of relevant observable inputs and minimising the use
of unobservable inputs.

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FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

4. Summary of significant accounting policies (continued)

4.3 Fair value measurement (continued)

All assets and liabilities for which fair value is measured or disclosed in the financial statements are
categorised within the fair value hierarchy, described as follows, based on the lowest level input that is
significant to the fair value measurement as a whole:

Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities

Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value
measurement is directly or indirectly observable

Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value
measurement is unobservable

For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group
determines whether transfers have occurred between levels in the hierarchy by re-assessing
categorisation (based on the lowest level input that is significant to the fair value measurement as a whole)
at the end of each reporting period.

Policies and procedures are determined by senior management for both recurring fair value measurement
and for non-recurring measurement.

External valuers are involved for valuation of significant assets and significant liabilities. Involvement of
external valuers is decided by senior management. Selection criteria include market knowledge,
reputation, independence and whether professional standards are maintained. The senior management
decides, after discussions with the external valuers, which valuation techniques and inputs to use for
each case.

At each reporting date, the senior management analyses the movements in the values of assets and
liabilities which are required to be re-measured or re-assessed according to the accounting policies of
the Group. For this analysis, the senior management verifies the major inputs applied in the latest
valuation by agreeing the information in the valuation computation to contracts and other relevant
documents.

The senior management, in conjunction with the external valuers, also compares the changes in the fair
value of each asset and liability with relevant external sources to determine whether the change is
reasonable.

For the purpose of fair value disclosures, classes of assets and liabilities are determined based on the
nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained
above.

4.4 Transactions with non-controlling interest

Non-controlling interest represents the equity in subsidiaries not attributable, directly or indirectly, to
owners of the Company, and is presented separately in the consolidated statement of comprehensive
income and within equity in the consolidated statement of financial position, separately from equity
attributable to owners of the Company.

Changes in the Company owners’ ownership interest in a subsidiary that do not result in a loss of control
are accounted for as equity transactions. In such circumstances, the carrying amounts of the controlling
and non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary.
Any difference between the amount by which the non-controlling interest is adjusted and the fair value of
the consideration paid or received is recognised directly in equity and attributed to owners of the parent.

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4. Summary of significant accounting policies (continued)

4.5 Foreign currencies

(a) Functional and presentation currency

The Group’s and the Company’s financial statements are presented in Ringgit Malaysia which is also
the Company’s functional currency. Each entity in the Group determines its own functional currency
and items included in the financial statements of each entity are measured using that functional
currency.

(b) Transactions and balances

Transactions in foreign currencies are initially recorded by the Group entities at the functional currency
spot rates at the date the transaction first qualifies for recognition. Monetary assets and liabilities
denominated in foreign currencies are translated at the functional currency spot rates at the reporting
date.

Differences arising on settlement or translation of monetary items are recognised in profit or loss with
the exception of monetary items that are designated as part of the hedge of the Group’s net
investment of a foreign operation. These are recognised in OCI until the net investment is disposed
of, at which time, the cumulative amount is reclassified to profit or loss. Tax charges and credits
attributable to exchange differences on those monetary items are also recorded in OCI.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated
using the exchange rates at the dates of the initial transactions. Non-monetary items measured at
fair value in a foreign currency are translated using the exchange rates at the date when the fair value
is determined. The gain or loss arising on translation of non-monetary items measured at fair value
is treated in line with the recognition of gain or loss on change in fair value of the item (i.e., translation
differences on items whose fair value gain or loss is recognised in OCI or profit or loss are also
recognised in OCI or profit or loss, respectively).

Any goodwill arising on the acquisition of a foreign operation and any fair value adjustments to the
carrying amounts of assets and liabilities arising on the acquisition are treated as assets and liabilities
of the foreign operation and translated at the spot rate of exchange at the reporting date.

(c) Group companies

On consolidation, the assets and liabilities of foreign operations are translated into RM at the rate of
exchange prevailing at the reporting date and their income statements are translated at exchange
rates prevailing at the dates of the transactions. The exchange differences arising on translation for
consolidation are recognised in OCI. On disposal of a foreign operation, the component of OCI relating
to that particular foreign operation is recognised in profit or loss.

4.6 Revenue and other income recognition

Revenue and other income are recognised to the extent that it is probable that the economic benefits will
flow to the Group and the Company and the revenue and other income can be reliably measured,
regardless of when the payment is being made. Revenue and other income are measured at the fair
value of the consideration received or receivable, taking into account contractually defined terms of
payment and excluding taxes or duty. The Group and the Company have concluded that they are the
principals in all of their revenue arrangements since they are the primary obligors in all the revenue
arrangements, have pricing latitude and are also exposed to inventory and credit risks.

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4. Summary of significant accounting policies (continued)

4.6 Revenue and other income recognition (continued)

The specific recognition criteria described below must also be met before revenue is recognised.

(a) Sale of goods

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership
of the goods have passed to the buyer, usually on delivery of the goods.

(b) Dividend income

Dividend income is recognised when the Group’s and the Company’s right to receive payment is
established.

(c) Management fees

Management fees are recognised when services are rendered.

(d) Interest income

For all financial instruments measured at amortised cost and interest bearing financial assets
classified as available for sale, interest income or expense is recorded using the effective interest
rate (EIR), which is the rate that exactly discounts the estimated future cash payments or receipts
through the expected life of the financial instrument or a shorter period, where appropriate, to the net
carrying amount of the financial asset or liability. Interest income is included in finance income in
profit or loss.

(e) Rental income

Rental income is accounted for on a straight-line basis over the lease terms. The aggregate costs of
incentives provided to lessees are recognised as a reduction of rental income over the lease term on
a straight-line basis.

4.7 Employee benefits

(a) Short term benefits

Wages, salaries, bonuses and social security contributions are recognised as an expense in the year
in which the associated services are rendered by employees. Short term accumulating compensated
absences such as paid annual leave are recognised when services are rendered by employees that
increase their entitlement to future compensated absences. Short term non-accumulating
compensated absences such as sick leave are recognised when the absences occur.

(b) Defined contribution plans

The Group makes contributions to the Employees Provident Fund in Malaysia, a defined contribution
pension scheme. Contributions to defined contribution pension schemes are recognised as an
expense in the period in which the related service is performed.

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4. Summary of significant accounting policies (continued)

4.7 Employee benefits (continued)

(c) Employee share option plans

Employees of the Group receive remuneration in the form of share options as consideration for
services rendered. The cost of these equity-settled transactions with employees is measured by
reference to the fair value of the options at the date on which the options are granted. This cost is
recognised in profit or loss. The cumulative expense recognised at each reporting date until the
vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate
of the number of options that will ultimately vest. The charge or credit to profit or loss for a period
represents the movement in cumulative expense recognised at the beginning and end of that period.

No expense is recognised for options that do not ultimately vest, except for options where vesting is
conditional upon a market or non-vesting condition, which are treated as vested irrespective of
whether or not the market or non-vesting condition is satisfied, provided that all other performance
and/or service conditions are satisfied.

When the options are exercised, the employee share option reserve is transferred to share premium
if new shares are issued.

The employee share option reserve is transferred to retained earnings upon forfeiture or expiry of
the share options.

4.8 Taxes

(a) Current income tax

Current income tax assets and liabilities for the current period are measured at the amount expected
to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute
the amount are those that are enacted or substantively enacted, at the reporting date in the countries
where the Group operates and generates taxable income.

Current income tax relating to items recognised directly in equity is recognised in equity and not in
the income statement. Management periodically evaluates positions taken in the tax returns with
respect to situations in which applicable tax regulations are subject to interpretation and establishes
provisions where appropriate.

(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.

Deferred tax liabilities are recognised for all temporary differences, except:

(i) 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, at the time of the transaction,
affects neither the accounting profit nor taxable profit or loss; and

(ii) in respect of taxable temporary differences associated with investments in subsidiaries and
associates, 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.

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4. Summary of significant accounting policies (continued)

4.8 Taxes (continued)

(b) Deferred tax (continued)

Deferred tax assets are recognised for all deductible temporary differences, carry forward of unused
tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available
against which the deductible temporary differences, and the carry forward of unused tax credits and
unused tax losses can be utilised, except:

(i) 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,
at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and

(ii) in respect of deductible temporary differences associated with investments in subsidiaries,


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.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the
extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of
the deferred tax asset to be utilised. Unrecognised deferred tax assets are 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 recovered.

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

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss.
Deferred tax items are recognised in correlation to the underlying transaction either in other
comprehensive income or directly in equity.

Deferred tax assets and deferred tax liabilities are offset 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.

4.9 Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that
necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as
part of the cost of the asset. All other borrowing costs are expensed in the period they occur. Borrowing
costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

4.10 Property, plant and equipment

Property, plant and equipment are stated at cost, net of accumulated depreciation and/or accumulated
impairment losses, if any. Such cost includes the cost of replacing component parts of the property,
plant and equipment and borrowing costs for long-term construction projects if the recognition criteria
are met.

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4. Summary of significant accounting policies (continued)

4.10 Property, plant and equipment (continued)

When significant parts of property, plant and equipment are required to be replaced at intervals, the
Group derecognises the replaced part, and recognises the new part with its own associated useful life
and depreciation. Likewise, when a major inspection is performed, its cost is recognised in the carrying
amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other
repair and maintenance costs are recognised in the profit or loss as incurred. The present value of the
expected cost for the decommissioning of the asset after its use is included in the cost of the respective
asset if the recognition criteria for a provision are met.

Freehold land has an unlimited useful life and therefore is not depreciated. Capital work-in- progress
are not depreciated as these assets are not available for use. Depreciation is computed on a straight-
line basis over the estimated useful lives of the assets as follows:

Buildings 20 to 50 years
Plant and equipment 10 years
Other assets 5 to 10 years

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

The assets’ residual values, useful lives and methods of depreciation are reviewed at each financial
year end and adjusted prospectively, if appropriate.

4.11 Investment properties

Investment properties are initially measured at cost, including transaction costs. Subsequent to initial
recognition, investment properties are stated at cost less accumulated depreciation and any
accumulated impairment losses. The depreciation policy for investment properties are in accordance
with that for property, plant and equipment as described in Note 4.10.

Investment properties are derecognised either when they have been disposed of or when they are
permanently withdrawn from use and no future economic benefit is expected from their disposal. The
difference between the net disposal proceeds and the carrying amount of the asset is recognised in
profit or loss in the period of derecognition.

Transfers are made to (or from) investment property only when there is a change in use. For a transfer
from investment property to owner-occupied property, the deemed cost for subsequent accounting is
the carrying amount at the date of change in use. For a transfer from owner-occupied property to
investment property, the property is accounted for in accordance with the accounting policy for property,
plant and equipment set out in Note 4.10 up to the date of change in use.

4.12 Leases

The determination of whether an arrangement is, or contains, a lease is based on the substance of the
arrangement at the inception date, whether fulfilment of the arrangement is dependent on the use of a
specific asset or assets or the arrangement conveys a right to use the asset, even if that right is not
explicitly specified in an arrangement.

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4. Summary of significant accounting policies (continued)

4.12 Leases (continued)

(a) Group as lessee

Finance leases which transfer to the Group substantially all the risks and benefits incidental to
ownership of the leased item, are capitalised at the commencement of the lease at the fair value of
the leased property or, if lower, at the present value of the minimum lease payments. Lease
payments are apportioned between finance charges and reduction of the lease liability so as to
achieve a constant rate of interest on the remaining balance of the liability. Finance charges are
recognised in finance costs in profit or loss.

A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable
certainty that the Group will obtain ownership by the end of the lease term, the asset is depreciated
over the shorter of the estimated useful life of the asset and the lease term.

Operating lease payments are recognised as an operating expense in the profit or loss on a straight-
line basis over the lease term.

Land use rights are initially measured at cost. Following initial recognition, land use rights are
measured at cost less accumulated amortisation and accumulated impairment losses. The land use
rights are amortised over their lease terms as follows:

Leasehold lands 50 to 100 years

(b) Group as lessor

Leases in which the Group do not transfer substantially all the risks and benefits of ownership of
the asset are classified as operating leases. 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. Contingent rents are recognised as revenue in the period in which
they are earned.

4.13 Investment in subsidiaries

A subsidiary is an entity over which the Group has all the following:

(i) Power over the investee (i.e. existing rights that give it the current ability to direct the relevant
activities of the investee);

(ii) Exposure, or rights, to variable returns from its investment with the investee; and

(iii) The ability to use its power over the investee to affect its returns.

In the Company’s separate financial statements, investments in subsidiaries are accounted for at cost
less impairment losses. On disposal of such investments, the difference between net disposal proceeds
and their carrying amounts is included in profit or loss.

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4. Summary of significant accounting policies (continued)

4.14 Investment in associates

An associate is an entity, not being a subsidiary or a joint venture, in which the Group has significant
influence. An associate is equity accounted for from the date the Group obtains significant influence
until the date the Group ceases to have significant influence over the associate.

The Group’s investments in associates are accounted for using the equity method. Under the equity
method, the investment in associates is measured in the statement of financial position at cost plus
post-acquisition changes in the Group’s share of net assets of the associates. Goodwill relating to
associates is included in the carrying amount of the investment. Any excess of the Group’s share of the
net fair value of the associate’s identifiable assets, liabilities and contingent liabilities over the cost of
the investment is excluded from the carrying amount of the investment and is instead included as income
in the determination of the Group’s share of the associate’s profit or loss for the period in which the
investment is acquired.

When the Group’s share of losses in an associate equals or exceeds its interest in the associate, the
Group does not recognise further losses, unless it has incurred obligations or made payments on behalf
of the associate.

After application of the equity method, the Group determines whether it is necessary to recognise an
additional impairment loss on the Group’s investment in its associates. The Group determines at each
reporting date whether there is any objective evidence that the investment in the associate is impaired.
If this is the case, the Group calculates the amount of impairment as the difference between the
recoverable amount of the associate and its carrying value and recognises the amount in profit or loss.

The financial statements of the associates are prepared as of the same reporting date as the Company
unless it is impracticable to do so. When the financial statements of associates used in applying the
equity method are prepared as of a different reporting date from that of the Company, adjustments are
made for the effects of significant transactions or events that occur between that date and the reporting
date of the Company. When necessary, adjustments are made to bring the accounting policies in line
with those of the Group.

In the Company’s separate financial statements, investments in associates are stated at cost less
impairment losses. On disposal of such investments, the difference between net disposal proceeds and
their carrying amounts is included in profit or loss.

4.15 Inventories

Inventories are stated at the lower of cost and net realisable value. Costs incurred in bringing the
inventories to their present location and condition are accounted for as follows:

- Raw materials, packing materials and consumables: purchase costs on a weighted average basis.

- Former: purchase costs on a first in, first out basis.

- Finished goods and work-in-progress: costs of direct materials and labour and a proportion of
manufacturing overheads based on normal operating capacity, excluding borrowing costs. These
costs are assigned on a weighted average basis.

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs
of completion and the estimated costs necessary to make the sale.

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4. Summary of significant accounting policies (continued)

4.16 Impairment of non-financial assets

At each reporting date, an assessment is made as to whether there is an indication that an asset may
be impaired. If any indication exists, or when annual impairment testing for an asset is required, the
asset’s recoverable amount is estimated. An asset’s recoverable amount is the higher of an asset’s or
cash-generating unit’s (CGU) fair value less costs of disposal and its value in use. Recoverable amount
is determined for an individual asset unless the asset does not generate cash inflows that are largely
independent of those from other assets or groups of assets. When the carrying amount of an asset or
CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its
recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset. In determining fair value less costs of disposal, recent market transactions are
taken into account. If no such transactions can be identified, an appropriate valuation model is used.
These calculations are corroborated by valuation multiples, quoted share prices for publicly traded
companies or other available fair value indicators.

Impairment calculation are based on detailed budgets and forecast calculations, which are prepared
separately for each CGU to which the individual assets are allocated. These budgets and forecast
calculations generally cover a period of five years. For longer periods, a long-term growth rate is
calculated and applied to project future cash flows after the fifth year.

Impairment losses of continuing operations, including impairment on inventories, are recognised in profit
or loss in expense categories consistent with the function of the impaired asset.

Goodwill is tested for impairment annually at reporting date and when circumstances indicate that the
carrying value may be impaired. Impairment is determined by assessing the recoverable amount of
each CGU (or group of CGUs) to which the goodwill relates. When the recoverable amount of the CGU
is less than its carrying amount, an impairment loss is recognised. Impairment losses relating to goodwill
cannot be reversed in future periods.

For assets other than goodwill, an assessment is made at each reporting date to determine whether
there is an indication that previously recognised impairment losses no longer exist or have decreased.
If such indication exists, the recoverable amount of the asset or CGU is estimated. A previously
recognised impairment loss is reversed only if there has been a change in the assumptions used to
determine the asset’s recoverable amount since the last impairment loss was recognised. The reversal
is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed
the carrying amount that would have been determined, net of depreciation, had no impairment loss been
recognised for the asset in prior years. Such reversal is recognised in profit or loss.

4.17 Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.

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4. Summary of significant accounting policies (continued)

4.18 Financial assets

(a) Initial recognition and measurement

Financial assets are classified, at initial recognition, as financial assets at fair value through profit or
loss, loans and receivables, held-to-maturity investments, available-for-sale financial assets, or as
derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial assets
are recognised initially at fair value plus, in the case of financial assets not recorded at fair value
through profit or loss, transaction costs that are attributable to the acquisition of the financial asset.

Purchases or sales of financial assets that require delivery of assets within a time frame established
by regulation or convention in the marketplace (regular way trades) are recognised on the trade
date, i.e., the date that the Group commits to purchase or sell the asset.

The Group’s financial assets include cash and short-term deposits, trade and other receivables,
investment securities and derivative assets.

(b) Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in four categories:

(i) Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss include financial assets held for trading and
financial assets designated upon initial recognition at fair value through profit or loss. Financial
assets are classified as held for trading if they are acquired for the purpose of selling or
repurchasing in the near term. This category includes derivative financial instruments entered
into by the Group that are not designated as hedging instruments in hedge relationships as
defined by MFRS 139. Derivatives, including separated embedded derivatives are also classified
as held for trading unless they are designated as effective hedging instruments. Financial assets
at fair value through profit and loss are carried in the statement of financial position at fair value
with changes in fair value recognised in finance income or finance costs in the profit or loss.

Derivatives embedded in host contracts are accounted for as separate derivatives and recorded
at fair value if their economic characteristics and risks are not closely related to those of the
host contracts and the host contracts are not held for trading or designated at fair value through
profit or loss. These embedded derivatives are measured at fair value with changes in fair value
recognised in profit or loss. Re-assessment only occurs if there is either a change in the terms
of the contract that significantly modifies the cash flows that would otherwise be required or a
reclassification of a financial asset out of fair value through profit or loss.

The Group and the Company have designated derivatives that do not qualify for hedge
accounting and money market funds as at fair value through profit or loss.

(ii) Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments
that are not quoted in an active market. After initial measurement, such financial assets are
subsequently measured at amortised cost using the effective interest rate method (EIR), less
impairment. Amortised cost is calculated by taking into account any discount or premium on
acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included
in finance income in the profit or loss. The losses arising from impairment are recognised in
profit or loss in finance costs for loans and in cost of sales or other operating expenses for
receivables. The category generally applies to trade and other receivables.

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4. Summary of significant accounting policies (continued)

4.18 Financial assets (continued)

(b) Subsequent measurement (continued)

(ii) Loans and receivables (continued)

Loans and receivables of the Group and Company comprise trade and other receivables (other
than prepaid operating expenses and tax recoverable), due from related companies and cash
and bank balances.

(iii) Held-to-maturity investments

Non-derivative financial assets with fixed or determinable payments and fixed maturities are
classified as held-to-maturity when the Group has the positive intention and an ability to hold
them to maturity. After initial measurement, held-to-maturity investments are measured at
amortised cost using the EIR, less impairment. Amortised cost is calculated by taking into
account any discount or premium on acquisition and fees or costs that are an integral part of
the EIR. The EIR amortisation is included as finance income in profit or loss. The losses arising
from impairment are recognised in profit or loss as finance costs.

The Group and the Company did not have any held-to-maturity investments during the years
ended 31 August 2015 and 2014.

(iv) Available-for-sale (AFS) financial investments

AFS financial investments include equity investments and debt securities. Equity investments
classified as AFS are those that are neither classified as held for trading nor designated at fair
value through profit or loss. Debt securities in this category are those that are intended to be
held for an indefinite period of time and that may be sold in response to needs for liquidity or in
response to changes in the market conditions.

After initial measurement, AFS financial investments are subsequently measured at fair value
with unrealised gains or losses recognised in OCI and credited in the AFS reserve until the
investment is derecognised, at which time the cumulative gain or loss is recognised in other
operating income, or the investment is determined to be impaired, when the cumulative loss is
reclassified from the AFS reserve to profit or loss in finance costs. Interest earned whilst holding
AFS financial investments is reported as interest income using the EIR method.

The Group evaluates whether the ability and intention to sell its AFS financial assets in the near
term is still appropriate. When, in rare circumstances, the Group is unable to trade these financial
assets due to inactive markets, the Group may elect to reclassify these financial assets if the
management has the ability and intention to hold the assets for foreseeable future or until
maturity.

For a financial asset reclassified from the AFS category, the fair value carrying amount at the
date of reclassification becomes its new amortised cost and any previous gain or loss on the
asset that has been recognised in equity is amortised to profit or loss over the remaining life of
the investment using the EIR. Any difference between the new amortised cost and the maturity
amount is also amortised over the remaining life of the asset using the EIR. If the asset is
subsequently determined to be impaired, then the amount recorded in equity is reclassified to
profit or loss.

All quoted debts securities and golf club membership of the Group and the Company are
designated as AFS financial investments.

Top Glove Corporation Bhd 107


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

4. Summary of significant accounting policies (continued)

4.18 Financial assets (continued)

(c) Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial
assets) is primarily derecognised (i.e. removed from the statements of financial position) when:

- The rights to receive cash flows from the asset have expired;

- The Group has transferred its rights to receive cash flows from the asset or has assumed an
obligation to pay the received cash flows in full without material delay to a third party under a
‘pass-through’ arrangement; and either (a) the Group has transferred substantially all the risks
and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all
the risks and rewards of the asset, but has transferred control of the asset.

When the Group has transferred its rights to receive cash flows from an asset or has entered into a
pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards
of ownership. When it has neither transferred nor retained substantially all of the risks and rewards
of the asset, nor transferred control of the asset, the Group continues to recognise an associated
liability. The transferred asset and the associated liability are measured on a basis that reflects the
rights and obligations that the Group has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured
at the lower of the original carrying amount of the asset and the maximum amount of consideration
that the Group could be required to repay.

(d) Impairment of financial assets

The Group assesses at each reporting date whether there is any objective evidence that a financial
asset or a group of financial assets is impaired. An impairment exists if one or more events that has
occurred since the initial recognition of the asset (an incurred ‘loss event’), has an impact on the
estimated future cash flows of the financial asset or the group of financial assets that can be reliably
estimated.

Evidence of impairment may include indications that the debtors or a group of debtors is
experiencing significant financial difficulty, default or delinquency in interest or principal payments,
the probability that they will enter bankruptcy or other financial reorganisation and where observable
data indicate that there is a measurable decrease in the estimated future cash flows, such as
changes in arrears or economic conditions that correlate with defaults.

Financial assets carried at amortised cost

For financial assets carried at amortised cost, the Group first assesses whether objective evidence
of impairment exists individually for financial assets that are individually significant, or collectively
for financial assets that are not individually significant. If the Group determines that no objective
evidence of impairment exists for an individually assessed financial asset, whether significant or
not, it includes the asset in a group of financial assets with similar credit risk characteristics and
collectively assesses them for impairment. Assets that are individually assessed for impairment and
for which an impairment loss is, or continues to be, recognised are not included in a collective
assessment of impairment.

The amount of any impairment loss identified is measured as the difference between the asset’s
carrying amount and the present value of estimated future cash flows (excluding future expected
credit losses that have not yet been incurred). The present value of the estimated future cash flows
is discounted at the financial asset’s original effective interest rate.

108 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

4. Summary of significant accounting policies (continued)

4.18 Financial assets (continued)

(d) Impairment of financial assets (continued)

The carrying amount of the asset is reduced through the use of an allowance account and the loss
is recognised in profit or loss. Interest income (recorded as finance income in profit or loss) continues
to be accrued on the reduced carrying amount and is accrued using the rate of interest used to
discount the future cash flows for the purpose of measuring the impairment loss. Loans together
with the associated allowance are written off when there is no realistic prospect of future recovery
and all collateral has been realised or has been transferred to the Group. If, in a subsequent year,
the amount of the estimated impairment loss increases or decreases because of an event occurring
after the impairment was recognised, the previously recognised impairment loss is increased or
reduced by adjusting the allowance account. If a write-off is later recovered, the recovery is credited
to finance costs in profit or loss.

Available-for-sale (“AFS”) investments

For AFS financial investments, an assessment is made at each reporting date whether there is
objective evidence that an investment or a group of investments is impaired.

In the case of equity investments classified as AFS, objective evidence would include a significant
or prolonged decline in the fair value of the investment below its cost. ‘Significant’ is evaluated
against the original cost of the investment and ‘prolonged’ against the period in which the fair value
has been below its original cost. When there is evidence of impairment, the cumulative loss
(measured as the difference between the acquisition cost and the current fair value, less any
impairment loss on that investment previously recognised in profit or loss) is removed from other
comprehensive income and recognised in the statement of profit or loss. Impairment losses on
equity investments are not reversed through profit or loss; increases in their fair value after
impairment are recognised in other comprehensive income.

In the case of debt instruments classified as AFS, the impairment is assessed based on the same
criteria as financial assets carried at amortised cost. However, the amount recorded for impairment
is the cumulative loss measured as the difference between the amortised cost and the current fair
value, less any impairment loss on that investment previously recognised in profit or loss.

Future interest income continues to be accrued based on the reduced carrying amount of the asset,
using the rate of interest used to discount the future cash flows for the purpose of measuring the
impairment loss. The interest income is recorded as part of finance income. If, in a subsequent year,
the fair value of a debt instrument increases and the increase can be objectively related to an event
occurring after the impairment loss was recognised in profit or loss, the impairment loss is reversed
through profit or loss.

4.19 Financial liabilities

(a) Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through
profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments
in an effective hedge, as appropriate.

All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings
and payables, net of directly attributable transaction costs.

The Group’s financial liabilities include trade and other payables, loans and borrowings, derivative
liabilities and financial guarantee contracts.

Top Glove Corporation Bhd 109


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

4. Summary of significant accounting policies (continued)

4.19 Financial liabilities (continued)

(b) Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below:

(i) Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading
and financial liabilities designated upon initial recognition as at fair value through profit or loss.

Financial liabilities are classified as held for trading if they are acquired for the purpose of selling
in the near term. This category includes derivative financial instruments entered into by the
Group that are not designated as hedging instruments in hedge relationships as defined by
MFRS 139. Separated embedded derivatives are also classified as held for trading unless they
are designated as effective hedging instruments.

Gains or losses on liabilities held for trading are recognised in profit or loss.

The Group and the Company have designated derivatives that do not qualify for hedge
accounting as at fair value through profit or loss.

(ii) Other financial liabilities

The Group’s and the Company’s other financial liabilities include trade payables, other payables
and loans and borrowings.

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.

Loans and borrowings are recognised initially at fair value, net of transaction costs incurred,
and subsequently measured at amortised cost using the effective interest rate method. Gains
and losses are recognised in the profit or loss when the liabilities are derecognised as well as
through the effective interest rate method (EIR) amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and
fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance
costs in profit or loss.

(c) Financial guarantee contracts

Financial guarantee contracts issued by the Group are those contracts that require a payment to
be made to reimburse the holder for a loss it incurs because the specified debtor fails to make a
payment when due in accordance with the terms of a debt instrument. Financial guarantee contracts
are recognised initially as a liability at fair value, adjusted for transaction costs that are directly
attributable to the issuance of the guarantee. Subsequently, 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 recognised less cumulative amortisation.

110 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

4. Summary of significant accounting policies (continued)

4.19 Financial liabilities (continued)

(d) Derecognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled,
or expired. When an existing financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are substantially modified, such an
exchange or modification is treated as the derecognition of the original liability and the recognition
of a new liability. The difference in the respective carrying amounts is recognised in profit or loss.

(e) Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the consolidated
statement of financial position if there is a currently enforceable legal right to offset the recognised
amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities
simultaneously.

4.20 Derivative financial instruments

(a) Initial recognition and subsequent measurement

The Group uses forward foreign currency contracts to hedge its foreign currency risks. Such
derivative financial instruments are initially recognised at fair value on the date on which a derivative
contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as
financial assets when the fair value is positive and as financial liabilities when the fair value is
negative.

Any gains or losses arising from changes in the fair value of derivatives are taken directly to the
profit or loss, except for the effective portion of cash flow hedges, which is recognised in other
comprehensive income.

For the purpose of hedge accounting, hedges are classified as cash flow hedges when hedging
exposure to variability in cash flows that is either attributable to a particular risk associated with a
recognised asset or liability or a highly probable forecast transaction or the foreign currency risk in
an unrecognised firm commitment.

At the inception of a hedge relationship, the Group formally designates and documents the hedge
relationship to which the Company wishes to apply hedge accounting and the risk management
objective and strategy for undertaking the hedge. Such hedges are expected to be highly effective
in achieving offsetting changes in fair value or cash flows and are assessed on an ongoing basis to
determine that they actually have been highly effective throughout the financial reporting periods
for which they were designated.

Hedges which meet the strict criteria for hedge accounting are accounted for as described below:

Cash flow hedges

The effective portion of the gain or loss on the hedging instrument is recognised directly as other
comprehensive income in the cash flow hedge reserve, while any ineffective portion is recognised
immediately in the profit or loss as other operating expenses.

Amounts recognised as other comprehensive income are transferred to the profit or loss when the
hedged transaction affects profit or loss, such as when the hedged financial income or financial
expenses is recognised or when a forecast sales occurs. Where the hedged item is the cost of a
non-financial asset or non-financial liability, the amounts recognised as other comprehensive income
are transferred to the initial carrying amount of the non-financial asset or liability.

Top Glove Corporation Bhd 111


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

4. Summary of significant accounting policies (continued)

4.20 Derivative financial instruments (continued)

(a) Initial recognition and subsequent measurement (continued)

If the forecast transaction or firm commitment is no longer expected to occur, the cumulative gain
or loss previously recognised in equity is transferred to the profit or loss. If the hedging instrument
expires or is sold, terminated or exercised without replacement or rollover, or if its designation as a
hedged is revoked, any cumulative gain or loss previously recognised in other comprehensive
income remains in other comprehensive income until the forecast transaction or firm commitment
affects profit or loss.

The Group uses forward currency contracts as hedges of its exposure to foreign currency risk in
forecasted transactions and firm commitments. Refer to Note 27 for more details.

4.21 Cash and short-term deposits

Cash and short-term deposits in the statement of financial position comprise cash at banks and on hand
and short-term deposits with a maturity of three months or less.

Money market funds are investments in extremely short-term money market securities, undergo only
minor value fluctuations and can be readily converted within one day into known amounts of cash.

For the purpose of the statement cash flows, cash and cash equivalents consist of cash and short-term
deposits and money market funds as defined above.

4.22 Share capital and share issuance expenses

An equity instrument is any contract that evidences a residual interest in the assets of the Group and of
the Company after deducting all of their liabilities. Ordinary shares are equity instruments and are
recorded at the proceeds received, net of directly attributable incremental transaction costs.

4.23 Cash dividend and non-cash distribution to equity holders of the Group

The Company recognises a liability to make cash or non-cash distributions to equity holders of the parent
when the distribution is authorised and the distribution is no longer at the discretion of the Company. A
distribution is authorised when it is approved by the shareholders and a corresponding amount is
recognised directly in equity.

Non-cash distributions are measured at the fair value of the assets to be distributed with fair value re-
measurement recognised directly in equity.

Upon distribution of non-cash assets, any difference between the carrying amount of the liability and
the carrying amount of the assets distributed is recognised in profit or loss.

4.24 Provisions

Provisions are recognised when there is a present obligation (legal or constructive) as a result of a past
event and it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation. When it is
expected that some or all of a provision to be reimbursed, for example, under an insurance contract,
the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually
certain. The expense relating to a provision is presented in the statements of profit or loss net of any
reimbursement.

112 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

4. Summary of significant accounting policies (continued)

4.24 Provisions (continued)

If the effect of the time value of money is material, provisions are discounted using a current pre tax
rate that reflects, where appropriate, the risks specific to the liability. When discounting is used, the
increase in the provision due to the passage of time is recognised as a finance cost.

4.25 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.

Contingent liabilities and assets are not recognised in the statements of financial position of the Group
and of the Company.

4.26 Segment reporting

For management purposes, the Group is organised into operating segments based on their geographical
location which are independently managed by the respective segment managers responsible for the
performance of the respective segments under their charge. The segment managers report directly to
the management of the Company who regularly review the segment results in order to allocate resources
to the segments and to assess the segment performance. Additional disclosures on each of these
segments are shown in Note 43, including the factors used to identify the reportable segments and the
measurement basis of segment information.

5. New and amended standards and interpretations

The accounting policies adopted are consistent with those of the previous financial year except as follows:

On 1 September 2014, the Group and the Company adopted the following new and amended MFRSs and IC
Interpretation mandatory for annual financial periods beginning on or after 1 September 2014:

Effective for annual periods


Description beginning on or after

Amendments to MFRS 132: Offsetting Financial Assets and


Financial Liabilities 1 January 2014
Amendments to MFRS 10, MFRS 12 and MFRS 127: Investment Entities 1 January 2014
Amendments to MFRS 136: Recoverable Amount Disclosures for
Non-Financial Assets 1 January 2014
Amendments to MFRS 139: Novation of Derivatives and Continuation
of Hedge Accounting 1 January 2014
IC Interpretation 21 Levies 1 January 2014
Amendments to MFRS 119: Defined Benefit Plans: Employee Contributions 1 July 2014
Annual Improvements to MFRSs 2010 – 2012 Cycle 1 July 2014
Annual Improvements to MFRSs 2011 – 2013 Cycle 1 July 2014

Adoption of the above standards and interpretation did not have any effect on the financial performance or
position of the Group and the Company.

Top Glove Corporation Bhd 113


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

6. New and amended standards issued but not yet effective

The standards and interpretations that are issued but not yet effective up to the date of issuance of the Group
and the Company financial statements are discussed below. The Group and the Company intends to adopt
these standards if applicable, when they become effective.

Effective for annual periods


Description beginning on or after

Annual Improvements to MFRSs 2012 – 2014 Cycle 1 January 2016


Amendments to MFRS 116 and MFRS 138: Clarification of
Methods of Depreciation and Amortisation 1 January 2016
Amendments to MFRS 141 Agriculture: Bearer Plants 1 January 2016
Amendments to MFRS 10 and MFRS 128: Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture 1 January 2016
Amendments to MFRS 11: Accounting for Acquisitions of Interests in Joint
Operations 1 January 2016
Amendments to MFRS 127: Equity Method in Separate Financial Statements 1 January 2016
Amendments to MFRS 101: Disclosure Initiatives 1 January 2016
Amendments to MFRS 10, MFRS 12 and MFRS 128: Investment Entities:
Applying the Consolidation Exception 1 January 2016
MFRS 14 Regulatory Deferral Accounts 1 January 2016
MFRS 15 Revenue from Contracts with Customers 1 January 2018
MFRS 9 Financial Instruments 1 January 2018

The directors expect that the adoption of the above standards and interpretations will have no material impact
on the financial statements in the period of initial application except as disclosed below:

Amendments to MFRS 127: Equity Method in Separate Financial Statements

The amendments will allow entities to use the equity method to account for investments in subsidiaries, joint
ventures and associate in their separate financial statements. Entities already applying MFRS and electing
to change to the equity method in its separate financial statements will have to apply this change
retrospectively. For first-time adopters of MFRS electing to use the equity method in its separate financial
statements, they will be required to apply this method from the date of transition to MFRS. The amendments
are effective for annual periods beginning on or after 1 January 2016, with early adoption permitted.

MFRS 15 Revenue from Contracts with Customers

MFRS 15 establishes a new five-step models that will apply to revenue arising from contracts with customers.
MFRS 15 will supersede the current revenue recognition guidance including MFR 118 Revenue, MFRS 111
Construction Contracts and the related interpretations when it becomes effective.

The core principle of MFRS 15 is that an entity should recognise revenue which depict the transfer of promised
goods or services to customers in an amount that reflects the consideration to which the entity expects to be
entitled in exchange for those goods or services.

Under MFRS 15, an entity recognises revenue when (or as) a performance obligation is satisfied, i.e. when
“control” of the goods or services underlying the particular performance obligation is transferred to the
customer.

Either a full or modified retrospective application is required for annual periods beginning on or after 1 January
2018 with early adoption permitted. The Group is currently assessing the impact of MFRS 15 and plans to
adopt the new standard on the required effective date.

114 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

6. New and amended standards issued but not yet effective (continued)

MFRS 9 Financial Instruments

In November 2014, MASB issued the final version of MFRS 9 Financial Instruments which reflects all phases
of the financial instruments project and replaces MFRS 139 Financial Instruments: Recognition and
Measurement and all previous versions of MFRS 9. The standard introduces new requirements for
classification and measurement, impairment and hedge accounting. MFRS 9 is effective for annual periods
beginning on or after 1 January 2018, with early application permitted. Retrospective application is required,
but comparative information is not compulsory. The adoption of MFRS 9 will have an effect on the classification
and measurement of the Group’s financial assets, but no impact on the classification and measurement of
the Group’s financial liabilities.

7. Significant accounting judgments, estimates and assumptions

The preparation of financial statements requires management to make judgments, estimates and assumptions
that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent
liabilities, at the end of the reporting period. However, uncertainty about these assumptions and estimates
could result in outcomes that require a material adjustment to the carrying amount of the asset or liability
affected in future periods.

7.1 Judgments made in applying accounting policies

In the process of applying the Group’s accounting policies, management has not made any critical
judgments, apart from those involving estimations, which could have a significant effect on the amounts
recognised in the financial statements.

Classification between investment properties and property, plant and equipment

The Group has developed certain criteria based on MFRS 140 in making judgment whether a property
qualifies as an investment property. Investment property is a property held to earn rentals or for capital
appreciation or both.

Some properties comprise a portion that is held to earn rentals or for capital appreciation and another
portion that is held for use in the production or supply of goods or services or for administrative purposes.
If these portions could be sold separately (or leased out separately under a finance lease), the Group
would account for the portions separately. If the portions could not be sold separately, the property is an
investment property only if an insignificant portion is held for use in the production or supply of goods or
services or for administrative purposes. Judgment is made on an individual property basis to determine
whether ancillary services are so significant that a property does not qualify as investment property.

7.2 Estimates and assumptions

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 described below. The Group based its assumptions
and estimates on parameters available when the financial statements were prepared. Existing
circumstances and assumptions about future developments, however, may change due to market
changes or circumstances arising beyond the control of the Group. Such changes are reflected in the
assumptions when they occur.

Top Glove Corporation Bhd 115


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

7. Significant accounting judgments, estimates and assumptions (continued)

7.2 Estimates and assumptions (continued)

(a) Impairment of goodwill

Goodwill is tested for impairment annually and at other times when such indicators exist. This required
an estimation of the value in use of the cash-generating units to which goodwill is allocated.

When value in use calculations are undertaken, management must estimate future cash flows from
the cash-generating unit and choose a suitable discount rate in order to calculate the present values
of those cash flows. Further details of the carrying value, the key assumptions applied in the
impairment assessment and sensitivity analysis to changes in the assumptions are disclosed in Note
23.

(b) Impairment of loans and receivables

The impairment loss on trade receivables of the Group is based on the evaluation of collectability
and ageing analysis of the receivables and on management’s judgment. A considerable amount of
judgement is required in assessing the ultimate realisation of these receivables, including the current
credit-worthiness and the past collection history on each receivables. If the financial conditions of the
receivables of the Group were to deteriorate, additional provision may be required.

(c) Useful lives of plant and equipment

The cost of plant and equipment for the manufacture of gloves is depreciated on a straight-line basis
over the assets’ estimated economic useful lives. Management estimates the useful lives of these
plant and equipment to be 10 years. These are common life expectancies applied in the gloves
manufacturing industry. Changes in the expected level of usage and technological developments
could impact the economic useful lives and the residual values of these assets, therefore future
depreciation charges could be revised.

(d) Taxes

Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws,
and the amount and timing of future taxable income. Differences arising between the actual results
and the assumptions made, or future changes to such assumptions, could necessitate future
adjustments to tax income and expense already recorded.

The Group establishes provisions, based on reasonable estimates, for possible consequences of
audits by the tax authorities of the respective countries in which it operates. The amount of such
provisions is based on various factors, such as experience of previous tax audits and differing
interpretations of tax regulations by the taxable entity and the responsible tax authority. Such
differences of interpretation may arise on a wide variety of issues depending on the conditions
prevailing in the Group and its respective subsidiaries’ domicile. As the Group assesses the probability
for litigation and subsequent cash outflow with respect to taxes as remote, no contingent liability has
been recognised.

Deferred tax assets are recognised for all unutilised tax losses and unused tax credits to the extent
that it is probable that taxable profit will be available against which the losses and credits can be
utilised. Significant management judgment is required to determine the amount of deferred tax assets
that can be recognised, based upon the likely timing and the level of future taxable profits together
with future tax planning strategies.

The amount of deferred tax assets recognised in respect of unutilised tax losses, capital allowances,
export allowances and reinvestment allowances and the amounts of such losses and allowances for
which deferred tax assets were not recognised are disclosed in Note 21.

116 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

8. Revenue

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Sales of goods 2,510,510 2,275,366 - -


Management fees from subsidiaries - - 4,067 2,782
Dividend income from subsidiaries - - 289,400 59,950

2,510,510 2,275,366 293,467 62,732

9. Interest income

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Interest income from:

Available-for-sale financial assets 20,064 8,382 - -


Loans and receivables 3,856 1,811 752 13
Others - 114 - -

23,920 10,307 752 13

10. Other income

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Gain on foreign exchange


- unrealised 8,360 1,856 - -
Net gain on fair value changes of derivatives - 2,394 - -
Fair value gain on financial asset
at fair value through profit or loss 1,263 - 86 -
Rental income 772 114 - -
Gain on disposal of investment securities 911 6,962 - -
Gain on disposal of land use rights 811 494 - -
Gain on disposal of subsidiary (Note 19) - 10,537 - -
Sundry income 6,580 10,107 - 23

18,697 32,464 86 23

Top Glove Corporation Bhd 117


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

11. Profit before tax

The following items have been included in arriving at profit before tax:

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Auditors’ remuneration:
- Statutory audit
Company's auditors
- Current year 221 233 58 55
- Under provision in prior year 1 1 - -
Other auditors
- Current year 288 258 - -
- Under provision in prior year 8 - - -
Depreciation and amortisation:
- Property, plant and equipment 96,616 90,863 - -
- Land use rights 695 708 - -
- Investment properties 1,469 - - -
Bad debts written off 2,052 - - -
Direct operating expenses arising
from investment properties
- Rental generating properties 161 - - -
Net loss on foreign exchange
- realised 7,097 18,520 - -
Net loss on fair value changes of derivatives 11,873 - - -
Employee benefits expense (Note 12) 288,256 272,137 3,944 3,700
Non-executive directors’ remuneration
(Note 13) 396 567 395 353
Operating lease - Minimum lease payment
for building and machinery 1,010 771 - -
Loss on disposal of property,
plant and equipment 48 12,677 - -
Property, plant and equipment written off 1,872 2,009 - -

12. Employee benefits expense

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Wages and salaries 264,774 252,116 2,590 2,484


Social security costs 2,585 1,601 2 2
Pension costs - defined contribution plan 10,243 10,476 294 271
Share options granted under ESOS 2,188 873 165 149
Other staff related expenses 7,574 6,215 28 7
Directors’ fees 892 856 865 787

288,256 272,137 3,944 3,700

Included in employee benefits expense of the Group and of the Company are executive directors’
remuneration amounting to RM7,754,000 (2014: RM7,435,000) and RM3,585,000 (2014: RM3,118,000)
respectively as further disclosed in Note 13.

118 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

13. Directors’ remuneration

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Directors of the Company

Executive:
Salaries and other emoluments 3,614 3,209 2,322 2,070
Pension costs - defined contribution plan 359 333 269 248
Social security contributions 1 1 1 1
Share options granted under ESOS 190 17 128 12
Fees 865 826 865 787
Benefits-in-kind 98 74 49 49

5,127 4,460 3,634 3,167

Non-executive:
Fees 395 353 395 353

Other directors

Executive:
Salaries and other emoluments 2,433 2,766 - -
Pension costs - defined contribution plan 184 238 - -
Social security contributions 7 7 - -
Share options granted under ESOS 74 8 - -
Fees 27 30 - -
Benefits-in-kind 58 43 - -

2,783 3,092 - -

Non-executive:
Fees 1 214 - -

Analysis excluding benefits-in-kind:


Total executive directors’ remuneration
(Note 12) 7,754 7,435 3,585 3,118
Total non-executive directors’ remuneration (Note 11) 396 567 395 353

Total directors’ remuneration 8,150 8,002 3,980 3,471

Top Glove Corporation Bhd 119


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

14. Income tax expense

Major components of income tax expense

The major components of income tax expense for the years ended 31 August 2015 and 2014 are:

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Current income tax:


- Malaysian income tax 68,484 35,929 - -
- Foreign tax 7,129 2,777 - -
- Real property gain tax 80 115 - -
- Under/(over)provision in respect of
previous years 2,687 (3,452) - (4)

78,380 35,369 - (4)

Deferred income tax (Note 21):


- Relating to origination and
reversal of temporary differences 7,708 (3,776) - -
- Relating to reduction in Malaysia
income tax rate (837) - - -
- (Over)/underprovision in respect of
previous years (2,905) 1,152 - -

3,966 (2,624) - -

Income tax expense recognised in


profit or loss 82,346 32,745 - (4)

Reconciliation between tax expense and accounting profit

The reconciliation between tax expense and the product of accounting profit multiplied by the applicable
corporate tax rate for the years ended 31 August 2015 and 2014 are as follows:

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Profit before tax 363,538 216,310 288,688 58,039

120 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

14. Income tax expense (continued)

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Tax at Malaysian statutory tax rate


of 25% (2014: 25%) 90,885 54,078 72,172 14,510
Adjustments:
Different tax rates in other countries (1,396) (1,327) - -
Effects of tax incentives claimed by
foreign subsidiaries (661) (1,979) - -
Income not subject to tax (6,673) (8,244) (72,253) (14,988)
Effect of change in tax rate (1,069) (230) - -
Non-deductible expenses 10,828 842 81 478
Effect of income subject to
real property gain tax 80 115 - -
Deferred tax assets not recognised in
respect of current year’s tax losses and
unabsorbed capital allowance 545 5,669 - -
Deferred tax assets recognised
in respect of previously unabsorbed
capital allowance and reinvestment
allowance (9,922) (9,307) - -
Deferred tax assets recognised
in respect of current year’s unabsorbed
export allowance (227) (3,756) - -
Share of results of associates 2,927 (816) - -
Utilisation of unabsorbed loss and
capital allowance (2,753) - - -
(Over)/underprovision of deferred tax
in respect of previous years (2,905) 1,152 - -
Under/(over)provision of income tax in
respect of previous years 2,687 (3,452) - (4)

Income tax expense recognised in


profit or loss 82,346 32,745 - (4)

Domestic income tax is calculated at the Malaysian statutory tax rate of 25% (2014: 25%) of the estimated
assessable profit for the year. The Malaysian statutory tax rate will be reduced to 24% from the current year’s
rate of 25%, effective year of assessment 2016. The computation of deferred tax as at 31 August 2015 has
reflected these changes.

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

The above reconciliation is prepared by aggregating separate reconciliations for each national jurisdiction.

Top Glove Corporation Bhd 121


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

15. Earnings per share

Basic earnings per share amounts are calculated by dividing profit for the year, net of tax, attributable to
owners of the parent by the weighted average number of ordinary shares outstanding during the financial
year, excluding treasury shares held by the Company.

Diluted earnings per share amounts are calculated by dividing profit for the year, net of tax, attributable to
owners of the parent by the weighted average number of ordinary shares outstanding during the financial
year plus the weighted average number of ordinary shares that would be issued on the conversion of all the
dilutive potential ordinary shares into ordinary shares.

The following reflects the profit and share data used in the computation of basic and diluted earnings per
share for the years ended 31 August 2015 and 2014:

Group
2015 2014

Profit net of tax attributable to owners of the parent used in the


computation of basic and diluted earnings per share (RM’000) 279,781 180,523

Weighted average number of ordinary shares for basic


earnings per share computation (‘000) 618,644 620,475
Effects of dilution - share options (‘000) 800 1,028

Weighted average number of ordinary shares for diluted


earnings per share computation (‘000) 619,444 621,503

Basic earnings per share (sen) 45.22 29.09

Diluted earnings per share (sen) 45.17 29.05

16. Property, plant and equipment

Capital
* Land and Plant and ** Other work-in-
buildings equipment assets progress Total
Group RM’000 RM’000 RM’000 RM’000 RM’000

Cost

At 1 September 2013 467,432 822,312 68,288 80,327 1,438,359


Additions 51,098 52,839 11,775 76,526 192,238
Reclassification (8,558) 54,233 13,489 (59,164) -
Written off (46) (4,233) (633) - (4,912)
Disposals (3,381) (40,464) (1,760) (256) (45,861)
Disposal of a subsidiary (13,780) - (237) - (14,017)
Exchange differences (3,239) (5,856) (232) (170) (9,497)

122 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

16. Property, plant and equipment (continued)

Capital
* Land and Plant and ** Other work-in-
buildings equipment assets progress Total
Group RM’000 RM’000 RM’000 RM’000 RM’000

Cost

At 31 August 2014 and


1 September 2014 489,526 878,831 90,690 97,263 1,556,310
Additions 33,816 64,220 13,014 94,689 205,739
Transfer to investment
properties (Note 18) (14,002) - - (92,506) (106,508)
Reclassification 13,605 15,100 117 (28,822) -
Written off - (5,058) (725) (1) (5,784)
Disposals (1,127) (12,950) (618) (801) (15,496)
Exchange differences 21,045 42,811 2,890 614 67,360

At 31 August 2015 542,863 982,954 105,368 70,436 1,701,621

Accumulated depreciation

At 1 September 2013 52,009 424,912 32,636 - 509,557


Depreciation charge for the year 5,938 74,304 10,621 - 90,863
Disposals (4) (27,912) (1,453) - (29,369)
Written off (2) (2,370) (531) - (2,903)
Reclassification (4,737) 2,450 2,287 - -
Disposal of a subsidiary (2,925) - (160) - (3,085)
Exchange differences (276) (3,368) (351) - (3,995)

At 31 August 2014 and


1 September 2014 50,003 468,016 43,049 - 561,068
Depreciation charge for the year 6,235 78,140 12,241 - 96,616
Disposals (129) (11,036) (568) - (11,733)
Written off - (3,288) (624) - (3,912)
Exchange differences 2,633 28,452 2,007 - 33,092

At 31 August 2015 58,742 560,284 56,105 - 675,131

Net carrying amount

At 31 August 2014 439,523 410,815 47,641 97,263 995,242

At 31 August 2015 484,121 422,670 49,263 70,436 1,026,490

** Other assets comprise motor vehicles, computer and software system, office equipment, signage, small
value of assets, fire extinguisher, furniture and equipment.

Top Glove Corporation Bhd 123


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

16. Property, plant and equipment (continued)

* Land and buildings

Freehold
land Buildings Total
RM’000 RM’000 RM’000

Cost

At 1 September 2013 164,997 302,435 467,432


Additions 44,905 6,193 51,098
Reclassification 1,788 (10,346) (8,558)
Written off - (46) (46)
Disposals (3,242) (139) (3,381)
Disposal of a subsidiary - (13,780) (13,780)
Exchange differences (448) (2,791) (3,239)

At 31 August 2014 and 1 September 2014 208,000 281,526 489,526


Additions 32,893 923 33,816
Transfer to investment properties (14,002) - (14,002)
Reclassification 3,497 10,108 13,605
Disposals - (1,127) (1,127)
Exchange differences 3,566 17,479 21,045

At 31 August 2015 233,954 308,909 542,863

Accumulated depreciation

At 1 September 2013 - 52,009 52,009


Depreciation charge for the year - 5,938 5,938
Disposals - (4) (4)
Written off - (2) (2)
Disposal of a subsidiary - (2,925) (2,925)
Reclassification - (4,737) (4,737)
Exchange differences - (276) (276)

At 31 August 2014 and 1 September 2014 - 50,003 50,003


Depreciation charge for the year - 6,235 6,235
Disposals - (129) (129)
Exchange differences - 2,633 2,633

At 31 August 2015 - 58,742 58,742

Net carrying amount

At 31 August 2014 208,000 231,523 439,523

At 31 August 2015 233,954 250,167 484,121

124 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

16. Property, plant and equipment (continued)

(a) Property, plant and equipment of the Group with the following net carrying amounts are pledged to banks
for banking facilities granted to the Group as referred to in Note 29.

2015 2014
RM’000 RM’000

Land and buildings 22,257 16,988

(b) The net carrying amounts of motor vehicles held under finance lease arrangements amounted to RM Nil
(2014: RM138,000) as disclosed in Note 29.

17. Land use rights

Group
2015 2014
RM’000 RM’000

Cost
At 1 September 2014/2013 44,655 48,032
Additions 50 171
Disposals (1,810) (1,185)
Disposal of a subsidiary - (2,085)
Exchange differences 588 (278)

At 31 August 43,483 44,655

Accumulated amortisation
At 1 September 2014/2013 2,587 2,385
Amortisation for the year 695 708
Disposals (193) (4)
Disposal of a subsidiary - (452)
Exchange differences 79 (50)

At 31 August 3,168 2,587

Net carrying amount 40,315 42,068

Amount to be amortised:
- Not later than one year 727 648
- Later than one year but not later than five years 2,908 2,593
- Later than five years 36,680 38,827

40,315 42,068

Top Glove Corporation Bhd 125


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

18. Investment properties

Group
2015 2014
RM’000 RM’000

Freehold land and building


Cost
At 1 September 2014/2013 - -
Transfer from property, plant and equipment (Note 16) 106,508 -
Additions 6,139 -

At 31 August 112,647 -

Accumulated depreciation
At 1 September 2014/2013 - -
Depreciation charge for the year (Note 11) 1,469 -

At 31 August 1,469 -

Net carrying amount 111,178 -

Fair value of investment properties (Note 40) 124,184 -

19. Investment in subsidiaries

Company
2015 2014
RM’000 RM’000

Unquoted shares, at cost:


- In Malaysia 581,620 581,620
Less: Accumulated impairment losses (4,845) (4,845)

576,775 576,775
- Outside Malaysia 3,728 3,728

580,503 580,503

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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

19. Investment in subsidiaries (continued)

Details of the subsidiaries are as follows:

Proportion of
Country of ownership interest (%)
Name incorporation 2015 2014 Principal activities

Held by the Company:

Top Glove Sdn. Bhd. Malaysia 100 100 Manufacturing and trading
(“TGSB”)* of gloves

TG Medical Sdn. Bhd. Malaysia 100 100 Manufacturing and trading


(“TGMSB”)# of gloves

Great Glove Sdn. Bhd.# Malaysia 100 100 Provision of


management services

Top Glove Engineering Malaysia 100 100 Property investment


Sdn. Bhd.#

TG Medical (U.S.A.) Inc.# United States 100 100 Trading of gloves


of America

Top Quality Glove Sdn. Bhd.* Malaysia 100 100 Manufacturing and trading
of gloves

Top Care Sdn. Bhd.* Malaysia 100 100 Investment holding

GMP Medicare Sdn. Bhd.* Malaysia 100 100 Manufacturing and trading
of gloves

Held through TGSB:

Great Glove(Thailand) Thailand 74 74 Manufacturing and trading


Co. Ltd.# of gloves

Top Glove Medical Thailand 100 100 Manufacturing and trading


(Thailand) Co. Ltd.# of gloves

Top Glove Technology Thailand 100 100 Producing and selling


(Thailand) Co. Ltd.# concentrate latex

B Tech Industry Thailand 100 100 Producing and selling


Co. Ltd.# concentrate latex

Top Quality Gloves Thailand 100 100 Dormant


(Thailand) Co Ltd.#

Top Glove Europe GmbH # Germany 98 98 Trading of gloves

Great Glove The People’s 100 100 Manufacturing and trading


(Xinghua) Co. Ltd.# Republic of China of gloves

TG Medical (Zhangjiagang) The People’s 100 100 Trading of gloves


Incorporated # Republic of China

Top Glove Corporation Bhd 127


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

19. Investment in subsidiaries (continued)

Proportion of
Country of ownership interest (%)
Name incorporation 2015 2014 Principal activities

Held through TGSB


(continued):

Top Glove International Malaysia 100 100 Dormant


Sdn. Bhd.#

Top Glove Properties Malaysia 100 100 Property investment


Sdn. Bhd.#

Medi-Flex Limited Singapore 100 100 Investment holding


(“Medi-Flex”)**

BestStar Enterprise Ltd.* The British 100 100 Investment holding


Virgin Islands

Flexitech Sdn. Bhd. Malaysia 100 100 Manufacturing and trading


(“Flexitech”)* of gloves

Held through TGMSB

Top Glove Agro Sdn. Bhd.# Malaysia 100 100 Dormant

Held through Flexitech:

Techniglove Asia Sdn. Bhd.* Malaysia 100 100 Temporarily ceased


operations

Held through Top Care Sdn. Bhd.:

Best Advance Resources Malaysia 100 100 Investment holding


Limited (“Best Advance”)*

Green Resources Limited Malaysia 100 100 Investment holding


(“Green Resources”)*

Efficient Plantations Co., Ltd.* Cambodia 100 100 Dormant

Held through Best Advance:

Great Plantations Co., Ltd.* Cambodia 100 100 Dormant

PT. Topglove Indonesia Indonesia 100 100 Investment holding


(“PT Top Glove”)# ^

Held through PT Top Glove:

PT. Agro Pratama Sejahtera# Indonesia 95 95 Plantation of rubber trees

* Audited by Ernst & Young, Malaysia


** Audited by member firms of Ernst & Young Global in the respective countries
# Audited by firms other than Ernst & Young

128 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

19. Investment in subsidiaries (continued)

^ The total equity interests held by the Group is 100% and it is held by the following subsidiaries:

2015 2014

(i) Best Advance Resources Limited 99.90% 99.90%


(ii) Green Resources Limited 0.10% 0.10%

(a) Disposal of a subsidiary in prior year

On 13 June 2014, the Group disposed of its 100% equity interest in Top Glove (Zhangjiagang) Co. Ltd.
for a total consideration of RM21,510,000.

The disposal had the following effects on the financial position of the Group as at the end of the year:

2014
RM’000

Property, plant and equipment 10,932


Land use rights 1,633
Cash and bank balances 490
Trade and other payables (2,107)

Net assets disposed 10,948


Attributable goodwill (Note 23) 2,378
Transfer from foreign exchange reserve (2,353)

10,973
Total disposal proceeds 21,510

Gain on disposal to the Group 10,537

Disposal proceeds settled by:


Cash 21,510

Cash inflow arising from disposal:


Cash consideration 21,510
Cash and bank balances of the subsidiary disposed (490)

Net cash inflow to the Group 21,020

(b) As at reporting date, the Group did not have any material non-controlling interests.

Top Glove Corporation Bhd 129


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

20. Investment in associates

Group
2015 2014
RM’000 RM’000

Unquoted shares at cost 21,217 21,217


Share of post-acquisition reserves (10,699) 1,011
Dividend received from associate (3,983) -
Foreign currency translation 1,451 676

7,986 22,904
Less: Accumulated impairment losses (2,846) (2,846)

5,140 20,058

Details of the associates are as follows:

Proportion of
Country of ownership interest (%)
Name incorporation 2015 2014 Principal activities

Held through Medi-Flex:

Sonic Clean Pte. Ltd. Singapore 37 37 Provide all kinds of


(“Sonic Clean”) aqueous cleaning
services, consumable
cleaning and sub-
assembly work in clean
room environment and
investment holding

Held through TGSB:

Value Add Sdn. Bhd. Malaysia 27 27 Investment holding


(“Value Add”)

The summarised financial information of the associates, not adjusted for the proportion of ownership interest
held by the Group, is as follows:

Group
2015 2014
RM’000 RM’000

Assets and liabilities


Total assets 241,406 253,387
Total liabilities (233,791) (186,306)

Net assets 7,615 67,081

Results
Revenue 28,050 28,588
(Loss)/profit for the year (50,540) 12,163

130 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

20. Investment in associates (continued)

Reconciliation of the summarised financial information presented above to the carrying amount of
the Group’s interest in associates:

2015 2014
RM’000 RM’000

Net assets of associates as at 1 September 2014/2013 67,081 55,541


(Loss)/profit for the year (50,540) 12,163
Dividend paid (12,630) -
Other comprehensive income/(loss) 3,704 (623)

Net assets of associates as at 31 August 7,615 67,081

Group’s share of net assets 7,986 22,904

21. Deferred tax (assets)/liabilities

Deferred income tax as at 31 August 2015 relates to the following:

Deferred tax liabilities Deferred tax assets


Unabsorbed
export
allowance,
business losses,
capital
Property, allowances and
plant and reinvestment Cash flow
equipment Provisions allowances hedges Total
Group RM’000 RM’000 RM’000 RM’000 RM’000

At 1 September 2013 43,862 3,559 (10,372) (10,465) 26,584


Recognised in profit or loss 10,239 1,442 (14,305) - (2,624)
Recognised in other
comprehensive income - - - 10,465 10,465

At 31 August 2014 54,101 5,001 (24,677) - 34,425


Recognised in profit or loss 528 5,468 (2,030) - 3,966

At 31 August 2015 54,629 10,469 (26,707) - 38,391

Presented after appropriate offsetting as follows:

Group
2015 2014
RM’000 RM’000

Deferred tax assets (8,762) (12,825)


Deferred tax liabilities 47,153 47,250

38,391 34,425

Top Glove Corporation Bhd 131


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

21. Deferred tax (assets)/liabilities (continued)

Deferred tax assets have not been recognised in respect of the following items:

Group
2015 2014
RM’000 RM’000

Unutilised tax losses 53,217 93,581


Unabsorbed capital allowances - 8,165
Unabsorbed increase in export allowances 27,841 -
Unabsorbed reinvestment allowances 20,569 20,568

101,627 122,314

22. Investment securities

Group Company
2015 2014 2015 2014
Current RM’000 RM’000 RM’000 RM’000

Available-for-sale financial assets


- Debt securities (quoted outside Malaysia) 527,956 96,402 - -

Fair value through profit or loss financial assets


- Money market funds (quoted in Malaysia) (Note 28) 141,716 57,920 31,337 -

Total current investment securities 669,672 154,322 31,337 -

Non-current

Unquoted investments - golf club membership 145 145 - -

669,817 154,467 31,337 -

Investment securities of the Group amounting to RM208,859,000 (2014: RM71,400,000) are pledged to bank
for credit facility granted to the Group as disclosed in Note 29.

23. Goodwill

Goodwill has been allocated to the Group’s CGUs identified according to the subsidiaries, as follows:

Group
2015 2014
RM’000 RM’000

Top Glove Medical (Thailand) Co. Ltd. 2,946 2,946


B Tech Industry Co. Ltd. 14,789 14,789
GMP Medicare Sdn. Bhd. 5,070 5,070

22,805 22,805

132 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

23. Goodwill (continued)

Group
2015 2014
RM’000 RM’000

Movement in goodwill:

As at 1 September 2014/2013 22,805 25,183


Disposal of a subsidiary (Note 19(a)) - (2,378)

As at 31 August 22,805 22,805

Key assumptions used in value-in-use calculations

The recoverable amount of a CGU is determined based on value-in-use calculations using cash flow
projections based on financial budgets approved by management covering a five years period. The key
assumptions used for value-in-use calculations are as follows:

Gross Margin Discount Rate


2015 2014 2015 2014

Top Glove Medical (Thailand) Co. Ltd. 10% 10% 5% 8%


B Tech Industry Co. Ltd. 7% 7% 5% 8%
GMP Medicare Sdn. Bhd. 16% 20% 5% 8%

The following describes each key assumption on which management has based its cash flow projections to
undertake impairment testing of goodwill:

(i) Budgeted gross margin

The basis used to determine the value assigned to the budgeted gross margins is the average gross
margins achieved in the year immediately before the budgeted year increased for expected efficiency
improvements.

(ii) Discount rate

The discount rates used are post-tax and reflect specific risks relating to the relevant segments.

The Group believes that any reasonably possible change in the above key assumptions applied are not likely
to materially cause recoverable amount to be lower than its carrying amount.

Top Glove Corporation Bhd 133


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

24. Inventories

Group
2015 2014
RM’000 RM’000

Cost
Raw materials 52,956 41,219
Consumables and hardware 20,148 22,159
Work-in-progress 26,465 36,021
Finished goods 145,903 105,708

245,472 205,107
Net realisable value
Work-in-progress 1,790 -
Finished goods 4,853 2,270

252,115 207,377

During the year, the amount of inventories recognised as an expense of the Group amounted to RM1,956 million
(2014: RM1,892 million).

25. Trade and other receivables

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Trade receivables
Third parties 365,117 268,842 - -
Less: Allowance for impairment (975) (975) - -

Trade receivables, net 364,142 267,867 - -

Other receivables
Amounts due from subsidiaries - - 134,658 2,827
Sundry receivables 10,254 12,258 14 14
Refundable deposits 6,304 8,738 - -

16,558 20,996 134,672 2,841

Total trade and other receivables 380,700 288,863 134,672 2,841

Total trade and other receivables 380,700 288,863 134,672 2,841


Add: Cash and bank balances (Note 28) 146,460 184,030 12,137 638

Total loans and receivables 527,160 472,893 146,809 3,479

(a) Trade receivables

Trade receivables are non-interest bearing and are generally on 30 to 90 days (2014: 30 to 90 days)
terms. Other credit terms are assessed and approved on a case-by-case basis. They are recognised at
their original invoice amounts which represent their fair values on initial recognition.

134 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

25. Trade and other receivables (continued)

(a) Trade receivables (continued)

Ageing analysis of trade receivables

The ageing analysis of the Group’s trade receivables is as follows:

Group
2015 2014
RM’000 RM’000

Neither past due nor impaired 314,700 224,455

1 to 30 days past due not impaired 41,806 25,905


31 to 60 days past due not impaired 5,579 899
61 to 90 days past due not impaired - 562
91 to 120 days past due not impaired 1 2,039
More than 121 days past due not impaired 2,056 14,007

49,442 43,412
Impaired 975 975

365,117 268,842

Receivables that are neither past due nor impaired

Trade and other receivables that are neither past due nor impaired are creditworthy debtors with good
payment records with the Group and mostly are regular customers that have been transacting with the
Group.

None of the Group’s trade receivables that are neither past due nor impaired have been renegotiated
during the financial year.

Receivables that are past due but not impaired

The Group has trade receivables amounting to RM49,442,000 (2014: RM43,412,000) that are past due
at the reporting date but not impaired. These receivables are unsecured in nature.

Receivables that are impaired

The Group’s trade receivables that are impaired at the reporting date and the movement of the allowance
accounts used to record the impairment are as follows:-

Group
2015 2014
RM’000 RM’000

Trade receivables-nominal amounts 975 2,802


Less: Allowance for impairment loss (975) (975)

- 1,827

Top Glove Corporation Bhd 135


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

25. Trade and other receivables (continued)

(a) Trade receivables (continued)

Movements in the allowance accounts:

Group
2015 2014
RM’000 RM’000

1 September/31 August 975 975

Trade receivables that are individually determined to be impaired at the reporting date relate to debtors
are in significant financial difficulties and have defaulted on payments. These receivables are not secured
by any collateral or credit enhancements.

(b) Related party balances

Amounts due from subsidiaries are unsecured, non-interest bearing and are repayable upon demand.

26. Other current assets

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Prepaid operating expenses 8,189 2,625 - -


Goods and service tax refundable 13,302 - 6 -
Advances to suppliers for raw materials 2,609 - - -
Advances to suppliers for
property, plant and equipment 48 145 - -

24,148 2,770 6 -

27. Derivative financial instruments and hedging activities

Group
2015 2014
RM’000 RM’000
Contract/ Contract/
Notional Fair value Notional Fair value
amount liabilities amount assets

Forward currency contracts 211,888 (9,211) 275,334 2,662

At 31 August 2015, the Group held forward currency contracts designated as hedges of expected future sales
to customers for which the Group has firm commitments. Forward currency contracts are used to hedge the
Company’s sales denominated in USD and EURO for which firm commitments existed at the reporting date,
extending to January 2016 (2014: December 2014).

During the financial year, the Group recognised a loss of RM11,873,000 (2014: gain of RM2,394,000) in the
profit or loss arising from ineffectiveness recognised in the profit or loss.

136 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

28. Cash and bank balances

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Cash on hand and at banks 144,876 176,058 12,137 638


Deposits with licensed banks and
other financial institutions 1,584 7,972 - -

Cash and bank balances 146,460 184,030 12,137 638


Add: Cash and cash equivalents
included in fair value through profit
or loss financial assets (Note 22) 141,716 57,920 31,337 -
Less: Deposits pledged with banks (1,248) (54,286) - -

Cash and cash equivalents 286,928 187,664 43,474 638

Cash at banks and deposits with licensed banks and other financial institutions of the Group amounting to
RM1,248,000 (2014: RM54,286,000) are pledged to banks for credit facilities granted to the Group as
disclosed in Note 29.

The weighted average effective interest rates and average maturities of deposits with licensed banks and
other financial institutions at the reporting date were as follows:

Group
2015 2014

Weighted average effective interest rates (%) 1.79 1.50


Average maturities (days) 8 7

29. Loans and borrowings

Group
2015 2014
Maturity RM’000 RM’000

Current
Unsecured:
Import loan at 2.50% p.a. 2016 211 -
Revolving credit at 0.79% to 1.08% p.a.
(2014: 0.84% to 1.32% p.a.) 2016 170,084 142,132
Revolving credit at 0.80% p.a. 2016 44,626 -
Revolving credit at 1.10% p.a. 2016 4,210 -
Revolving credit at 1.00% p.a. 2016 46,310 -
Bank loans:
- USD loan at 0.75% to 1.45% p.a. 2016 10,457 -
- Thai Baht loan at 2.15% to 2.19% p.a. 2016 23,414 -
- Term loan at 1.08% p.a. 2016 21,976 -

321,288 142,132

Top Glove Corporation Bhd 137


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

29. Loans and borrowings (continued)

Group
2015 2014
Maturity RM’000 RM’000

Secured:
Bank loans:
- USD loan at 0.80% to 1.11% p.a. (2014: 0.65% to 0.94% p.a.) 2016 173,927 35,895
- British Pound loan at 1.15% p.a. 2016 12,574 -
- Euro loan at 0.75% to 0.95% p.a. 2016 22,359 -
- Fixed rate USD bank loan at 3.25% p.a. 2016 185 134
Obligations under finance leases (Note 39(c)) 2015 - 18

209,045 36,047

530,333 178,179

Non-current

Unsecured:
- Term loan at 1.08% p.a. 2017 - 2021 102,492 -

Secured:
Bank loan:
- 3.25% p.a. fixed rate USD bank loan 2017 - 2030 3,201 2,540

105,693 2,540

Total loans and borrowings (Note 30) 636,026 180,719

The remaining maturities of the loans and borrowings as at 31 August 2015 are as follows:

Group
2015 2014
RM’000 RM’000

On demand or within one year 530,333 178,179


More than 1 year and less than 2 years 22,167 138
More than 2 years and less than 5 years 66,329 291
5 years or more 17,197 2,111

636,026 180,719

Obligations under finance leases

This obligation was secured by a charge over the leased asset as disclosed in Note 16. The prior year average
discount rate implicit in the leases was 3.45% per annum.

3.25% p.a. fixed rate USD bank loan

The loan is secured by way of fixed charges over certain property, plant and equipment as disclosed in Note 16.

Other secured bank loans

The loans are secured by way of charges over investment securities and cash at banks of the Group as
disclosed in Note 22 and 28.

138 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

30. Trade and other payables

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Trade payables 179,782 131,233 - -

Other payables
Amounts due to subsidiaries - - - 14,765
Accrued operating expenses 49,525 61,400 2,032 1,432
Sundry payables 96,867 74,373 33 -

146,392 135,773 2,065 16,197

Total trade and other payables 326,174 267,006 2,065 16,197


Add: Loans and borrowings (Note 29) 636,026 180,719 - -

Total financial liabilities carried at


amortised cost 962,200 447,725 2,065 16,197

(a) Trade payables

These amounts are non-interest bearing. The normal trade credit term granted to the Group ranges from
30 to 90 days (2014: 30 to 90 days).

(b) Other payables

These amounts are non-interest bearing. Other payables are normally settled on an average term of 30
to 90 days (2014: 30 to 90 days).

(c) Amounts due to subsidiaries

These amounts are unsecured, non-interest bearing and repayable on demand.

31. Other current liabilities

These amounts represent advances received from customers for goods purchased.

Top Glove Corporation Bhd 139


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

32. Share capital

Group and Company


Number of ordinary shares
of RM0.50 each Amount
2015 2014 2015 2014
‘000 ‘000 RM’000 RM’000
Authorised
At 31 August 800,000 800,000 400,000 400,000

Issued and fully paid


At 1 September 2014/2013 620,664 620,220 310,332 310,110
Exercise of ESOS 3,520 444 1,760 222

At 31 August 624,184 620,664 312,092 310,332

The new ordinary shares ranked pari passu in all respects with the existing ordinary shares of the Company.

33. Share premium

This is a non-distributable reserve which arose from the issue of the Company’s shares at a premium:

Group and Company


2015 2014
RM’000 RM’000

At 1 September 2014/2013 180,673 180,174


Issuance of ordinary shares pursuant to ESOS 15,877 1,755
Transfer from share option reserve 3,752 474
Transfer to retained earnings - (1,728)
Share issue expenses - (2)

At 31 August 200,302 180,673

34. Treasury shares

This amount relates to the acquisition cost of treasury shares net of the proceeds received on their subsequent
sale or issuance.

The shareholders of the Company, by an ordinary resolution passed in an annual general meeting held on 8
January 2015, renewed their approval for the Company’s plan to repurchase its own shares. The Directors
of the Company are committed in enhancing the value of the Company to its shareholders and believe that
the Share Buy Back can be applied in the best interests of the Company and its shareholders.

During the financial year, the Company repurchased 3,324,000 of its issued ordinary shares from the open
market at the average price of RM4.43 per share. The total consideration paid for the repurchase including
transaction costs was RM14,722,000. The shares repurchased are being held as treasury shares in
accordance with Section 67A of the Companies Act 1965.

Of the total 624,184,000 issued and fully paid ordinary shares as at 31 August 2015, 3,324,000 are held as
treasury shares by the Company. As at 31 August 2015, the number of outstanding ordinary shares in issue
and fully paid is therefore 620,860,000 ordinary shares of RM0.50 each.

140 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

35. Other reserves

Foreign Share Fair value Cash flow


exchange Legal option adjustment hedge
reserve reserve reserve reserve reserve Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group

At 1 September 2013 11,058 4,434 11,054 1,638 (31,393) (3,209)


Reclassification during the year
to profit or loss - - - (1,630) 31,393 29,763
Gain on fair value changes - - - 1,046 - 1,046
Net gain during the year of
not-yet matured contract - - - - (219) (219)
Reclassification adjustment - - - - 219 219
Foreign currency translation (2,220) - - - - (2,220)
Gain reclassified to profit or loss
on disposal of foreign operation (2,353) - - - - (2,353)
Share options granted under ESOS - - 873 - - 873
Transfer to retained earnings - (653) (1,253) - - (1,906)
Transfer to share premium - - (474) - - (474)

At 31 August 2014 6,485 3,781 10,200 1,054 - 21,520


Foreign currency translation 35,807 - - - - 35,807
Loss on fair value changes - - - (1,132) - (1,132)
Share options granted under ESOS - - 2,188 - - 2,188
Transfer to retained earnings - - (922) - - (922)
Transfer to share premium - - (3,752) - - (3,752)

At 31 August 2015 42,292 3,781 7,714 (78) - 53,709

Share option
reserve
RM’000
Company

At 1 September 2013 11,054


Share options granted under ESOS 873
Transfer to share premium (474)
Transfer to retained earnings (1,253)

At 31 August 2014 10,200


Share options granted under ESOS 2,188
Transfer to share premium (3,752)
Transfer to retained earnings (922)

At 31 August 2015 7,714

Top Glove Corporation Bhd 141


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

35. Other reserves (continued)

(a) Foreign exchange reserve

The foreign currency translation reserve is used to record 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. It is also used to record the exchange differences arising from
monetary items which form part of the Group’s net investment in foreign operations, where the monetary
item is denominated in either the functional currency of the reporting entity or the foreign operation.

(b) Legal reserve

This represents a general reserve provided for in respect of subsidiaries incorporated in the People’s
Republic of China and Thailand.

Under the Wholly Foreign Owned Enterprise (“WFOE”) Law in the People’s Republic of China, at least
10% of the net profit after taxation in each financial year must be credited to this reserve, until it reaches
50% of the registered paid up capital of the subsidiary.

Under the Civil and Commercial Code in Thailand, a company is required to set aside a statutory reserve
equal to at least 5% of its net profit each time when the company pays out a dividend, until it reaches
10% of the registered share capital of the company.

(c) Share option reserve

The share option reserve represents the equity-settled share options granted to employees. This reserve
is made up of the cumulative value of services received from employees recorded on grant of share
options.

(d) Fair value adjustment reserve

Fair value adjustment reserve represents the cumulative fair value changes, net of tax, of available-for-
sale financial assets until they are disposed of or impaired.

(e) Cash flow hedge reserve

The cash flow hedge reserve represents the cumulative portion of gains and losses arising on changes
in fair value of hedging instruments entered into for cash flow hedges. The cumulative deferred gain or
loss arising on changes in the fair value of the hedging instruments that are recognised and accumulated
under the heading of cash flow hedging reserve will be reclassified to profit or loss only when the hedged
transaction affects the profit or loss, or is included as a basis adjustment to the non-financial hedged item,
consistent with the relevant accounting policy.

36. Retained earnings

The Company may distribute dividends out of its entire retained earnings as at 31 August 2015 and 2014
under the single tier system.

142 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

37. Employee Share Options Scheme (ESOS)

The Company ESOS is governed by the By-Laws which was approved by the shareholders at the
Extraordinary General Meeting held on 9 January 2008 and became effective on 1 August 2008.

The main features of the ESOS are as follows:

(a) The ESOS shall be in force for a period of ten years from the date of the receipt of the last of the requisite
approvals.

(b) Eligible persons are employees of the Group (including executive directors) who have been confirmed in
the employment of the Group and have served for at least one year before the date of the offer. The
eligibility for participation in the ESOS shall be at the discretion of the Options Committee appointed by
the Board of Directors.

(c) The total number of shares to be issued under the ESOS shall not exceed in aggregate 15% of the issued
and paid up share capital of the Company at any point of time during the tenure of the ESOS.

(d) The option price for each share shall be the 5-days weighted average market price of the underlying
shares at the time the ESOS Options are granted, with either a premium or a discount of not more than
ten percent (10%), or the par value of the ordinary shares of the Company of RM0.50, whichever is higher.

(e) No option shall be granted for less than 100 shares to any eligible employee.

(f) An option granted under the ESOS shall be capable of being exercised by the grantee by notice in writing
to the Company commencing from the vest date but before the expiry on 1 August 2018.

(g) All new ordinary shares issued upon exercise of the options granted under the ESOS will rank pari passu
in all respect with the existing ordinary shares of the Company other than as may be specified in a
resolution approving the distribution of dividends prior to their exercise dates.

(h) No eligible person shall participate at any time in more than one share option scheme implemented by
any company within the Group unless otherwise approved by the Options Committee.

(i) The options shall not carry any right to vote at a general meeting of the Company.

Top Glove Corporation Bhd 143


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

37. Employee Share Options Scheme (ESOS) (continued)

The terms of share options outstanding as at end of the financial year are as follows:

2015

Number of share options over the ordinary shares of RM0.50 each


Grant Expiry Exercise At beginning At end
Date Date Price of year Granted Exercised Lapsed of year
RM ‘000 ‘000 ‘000 ‘000 ‘000

5.9.2008 1.8.2018 2.01 16.8 - (10.8) (1.0) 5.0


5.10.2008 1.8.2018 1.99 0.8 - - - 0.8
5.3.2009 1.8.2018 2.26 43.4 - (35.0) - 8.4
6.4.2009 1.8.2018 2.45 0.8 - - - 0.8
5.9.2009 1.8.2018 3.52 546.0 - (331.3) - 214.7
5.10.2009 1.8.2018 3.60 0.8 - - - 0.8
5.11.2009 1.8.2018 4.12 29.8 - (13.4) - 16.4
4.12.2009 1.8.2018 4.60 24.6 - (6.0) (16.6) 2.0
5.1.2010 1.8.2018 5.04 35.6 - (20.4) (7.2) 8.0
5.2.2010 1.8.2018 5.64 65.2 - (23.8) (5.0) 36.4
5.3.2010 1.8.2018 5.79 4,076.7 - (957.4) (222.0) 2,897.3
5.4.2010 1.8.2018 6.97 114.8 - (3.6) (22.0) 89.2
6.5.2010 1.8.2018 6.16 142.8 - (5.4) (12.6) 124.8
5.6.2010 1.8.2018 6.12 231.4 - (66.0) (57.8) 107.6
5.7.2010 1.8.2018 6.85 118.0 - (10.4) (15.6) 92.0
6.8.2010 1.8.2018 6.51 65.3 - (9.3) (10.3) 45.7
5.10.2011 1.8.2018 4.15 748.7 - (333.9) (21.6) 393.2
3.4.2013 1.8.2018 5.51 2,053.6 - (769.7) (240.4) 1,043.5
2.8.2014 1.8.2018 4.64 2,734.4 - (923.7) (383.8) 1,426.9

11,049.5 - (3,520.1) (1,015.9) 6,513.5

2014

5.9.2008 1.8.2018 2.01 30.2 - (13.4) - 16.8


5.10.2008 1.8.2018 1.99 0.8 - - - 0.8
5.3.2009 1.8.2018 2.26 50.2 - (6.6) (0.2) 43.4
6.4.2009 1.8.2018 2.45 0.8 - - - 0.8
5.6.2009 1.8.2018 2.95 2.0 - (2.0) - -
5.8.2009 1.8.2018 3.58 0.4 - (0.4) - -
5.9.2009 1.8.2018 3.52 676.2 - (84.3) (45.9) 546.0
5.10.2009 1.8.2018 3.60 0.8 - - - 0.8
5.11.2009 1.8.2018 4.12 34.8 - (5.0) - 29.8
4.12.2009 1.8.2018 4.60 31.6 - (4.0) (3.0) 24.6
5.1.2010 1.8.2018 5.04 43.6 - (3.0) (5.0) 35.6
5.2.2010 1.8.2018 5.64 83.8 - - (18.6) 65.2
5.3.2010 1.8.2018 5.79 4,690.9 - (102.6) (511.6) 4,076.7
5.4.2010 1.8.2018 6.97 128.4 - - (13.6) 114.8
6.5.2010 1.8.2018 6.16 171.6 - - (28.8) 142.8
5.6.2010 1.8.2018 6.12 267.4 - - (36.0) 231.4
5.7.2010 1.8.2018 6.85 149.0 - - (31.0) 118.0
6.8.2010 1.8.2018 6.51 76.1 - - (10.8) 65.3
5.10.2011 1.8.2018 4.15 975.4 - (180.7) (46.0) 748.7
3.4.2013 1.8.2018 5.51 2,441.4 - (42.1) (345.7) 2,053.6
2.8.2014 1.8.2018 4.64 - 2,734.4 - - 2,734.4

9,855.4 2,734.4 (444.1) (1,096.2) 11,049.5

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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

37. Employee Share Options Scheme (ESOS) (continued)

Details of share options exercised during the financial year and the fair value, at exercise date, of ordinary
shares issued are as follows:

Fair value Number of Consider-


Exercise of ordinary share ations
Exercise Date price shares options received
RM RM ‘000 RM’000
2015

September 2014 - August 2015 2.01 4.26 - 8.50 10.8 21.7


September 2014 - August 2015 2.26 4.26 - 8.50 35.0 79.1
September 2014 - August 2015 3.52 4.26 - 8.50 331.3 1,166.2
September 2014 - August 2015 4.12 4.26 - 8.50 13.4 55.2
September 2014 - August 2015 4.60 4.26 - 8.50 6.0 27.6
September 2014 - August 2015 5.04 4.26 - 8.50 20.4 102.8
September 2014 - August 2015 5.64 4.26 - 8.50 23.8 134.2
September 2014 - August 2015 5.79 4.26 - 8.50 957.4 5,543.3
September 2014 - August 2015 6.97 4.26 - 8.50 3.6 25.1
September 2014 - August 2015 6.16 4.26 - 8.50 5.4 33.2
September 2014 - August 2015 6.12 4.26 - 8.50 66.0 403.9
September 2014 - August 2015 6.85 4.26 - 8.50 10.4 71.2
September 2014 - August 2015 6.51 4.26 - 8.50 9.3 60.5
September 2014 - August 2015 4.15 4.26 - 8.50 333.9 1,385.7
September 2014 - August 2015 5.51 4.26 - 8.50 769.7 4,241.0
September 2014 - August 2015 4.64 4.26 - 8.50 923.7 4,286.0

3,520.1 17,637
Less: Par value of ordinary shares (1,760)

Share premium 15,877

2014

September 2013 - August 2014 2.01 4.50 - 4.88 13.4 26.9


September 2013 - August 2014 2.26 4.50 - 4.88 6.6 14.9
September 2013 - August 2014 2.95 4.50 - 4.88 2.0 5.9
September 2013 - August 2014 3.58 4.50 - 4.88 0.4 1.4
September 2013 - August 2014 3.52 4.50 - 4.88 84.3 296.7
September 2013 - August 2014 4.12 4.50 - 4.88 5.0 20.6
September 2013 - August 2014 4.60 4.50 - 4.88 4.0 18.4
September 2013 - August 2014 5.04 4.50 - 4.88 3.0 15.1
September 2013 - August 2014 5.79 4.50 - 4.88 102.6 594.1
September 2013 - August 2014 4.15 4.50 - 4.88 180.7 749.9
September 2013 - August 2014 5.51 4.50 - 4.88 42.1 232.6

444.1 1,977
Less: Par value of ordinary shares (222)

Share premium 1,755

Top Glove Corporation Bhd 145


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

37. Employee Share Options Scheme (ESOS) (continued)

Fair value of share options granted during the year

The fair value of share options granted during the year were estimated by using a binomial model, taking into
account the terms and conditions upon which the options were granted. The fair value of share options
measured at grant date and the assumptions are as follows:

2015 2014

Fair value of share options at the following grant dates (RM)


2 August 2014 - 0.85,
0.88, 0.89,
0.91 & 0.92
Weighted average share price (RM) - 5.70
Weighted average exercise price (RM) - 4.40
Expected volatility (%) - 25.41
Expected life (years) - 4.00
Risk free rate (%) - 3.54
Expected dividend yield (%) - 3.35

The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns
that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future
trends, which may also not necessarily be the actual outcome. No other features of the option were
incorporated into the measurement of fair value.

38. Related party transactions

(a) Sales and purchase of goods

In addition to the related party information disclosed elsewhere in the financial statements, the following
significant transactions between the Group and related parties took place at terms agreed between the
parties during the financial year:

Company
2015 2014
RM’000 RM’000

Gross dividends from subsidiaries 289,400 59,950


Management fees from subsidiaries 4,067 2,782

146 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

38. Related party transactions (continued)

(b) Compensation of key management personnel

There are no other key management personnel other than the executive directors. The remuneration of
executive directors during the year were as follows:

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Salaries and other emoluments 6,047 5,975 2,322 2,070


Pension costs - defined contribution plan 543 571 269 248
Social security contributions 8 8 1 1
Share options granted under ESOS 264 25 128 12
Fees 892 856 865 787

7,754 7,435 3,585 3,118

39. Commitments

(a) Capital commitments

Capital expenditure as at the reporting date is as follows:

Group
2015 2014
RM’000 RM’000

Property, plant and equipment:


Approved and contracted for 90,026 107,154

(b) Operating lease arrangements

In addition to the land use rights disclosed in Note 17, the Group has entered into commercial leases on
certain office equipment. These leases have an average tenure of between one and five years.

Future minimum rentals payable under non-cancellable operating leases (excluding land use rights) at
the reporting date are as follows:

Group
2015 2014
RM’000 RM’000

Future minimum rentals payments:


Not later than 1 year 862 851
Later than 1 year and not later than 2 years 203 665
Later than 2 years and not later than 5 years 157 219

1,222 1,735

Top Glove Corporation Bhd 147


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NOTES TO THE FINANCIAL STATEMENTS


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39. Commitments (continued)

(c) Finance lease commitments

The Group has finance leases for certain items of property, plant and equipment as disclosed in Note 16.
Future minimum lease payments under finance leases together with the present value of the net minimum
lease payments are as follows:

Group
2015 2014
RM’000 RM’000

Minimum lease payments:


Not later than 1 year - 19

Total minimum lease payments - 19


Less: Amount representing finance charges - (1)

Present value of minimum lease payables - 18

Present value of payments:


Not later than 1 year - 18

Present value of minimum lease payments - 18


Less: Amount due within 12 months (Note 29) - (18)

Amount due after 12 months (Note 29) - -

40. Fair value of financial instruments

Determination of fair value

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 25


Loans and borrowings (current) 29
Loans and borrowings (non-current) 29
Trade and other payables 30

The carrying amounts of these financial assets and liabilities are reasonable approximation of fair values,
either due to their short-term nature or that they are floating rate instruments that are re-priced to market
interest rates on or near the reporting date.

148 Top Glove Corporation Bhd


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40. Fair value of financial instruments (continued)

The fair values of loans and borrowings are estimated by discounting expected future cash flows at market
incremental lending rate for similar types of lending, borrowing or leasing arrangements at the reporting date.

Quoted debt securities

Fair value is determined directly by reference to their published market bid price at the reporting date.

Derivatives

Forward currency contracts are valued using a valuation technique with market observable inputs. The most
frequently applied valuation techniques include forward pricing, using present value calculations. The models
incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward
rates.

Investment properties

For investment properties, the Group used the fair value which has been determined based on prior
transaction and third party pricing information.

Fair value hierarchy

The following table provides the fair value measurement hierarchy of the Group’s assets and liabilities as at
reporting date:

Quoted
prices in Significant Significant
active observable unobservable
market inputs inputs
Group (Level 1) (Level 2) (Level 3) Total
As at 31 August 2015 RM’000 RM’000 RM’000 RM’000

Current

Assets measured at fair value


Available-for-sale financial assets 527,956 - - 527,956
Fair value through profit or loss financial
assets 141,716 - - 141,716

Liabilities measured at fair value


Derivative liabilities - (9,211) - (9,211)

Non-current

Assets measured at fair value


Unquoted investment - golf club membership - - 145 145

Assets for which fair values are disclosed:


Investment properties - - 124,184 124,184

Top Glove Corporation Bhd 149


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

40. Fair value of financial instruments (continued)

Quoted
prices in Significant Significant
active observable unobservable
market inputs inputs
Group (Level 1) (Level 2) (Level 3) Total
As at 31 August 2014 RM’000 RM’000 RM’000 RM’000

Current

Assets measured at fair value


Available-for-sale financial assets 96,402 - - 96,402
Fair value through profit or loss financial
assets 57,920 - - 57,920
Derivative asset - 2,662 - 2,662

Non-current

Assets measured at fair value


Unquoted investment - golf club membership - - 145 145

Company
As at 31 August 2015

Current

Assets measured at fair value


Fair value through profit or loss 31,337 - - 31,337

During the reporting period ended 31 August 2015 and 2014, there were no transfers between Level 1 and
Level 2 fair value measurements.

41. Financial risk management objectives and policies

Financial liabilities comprise loans and borrowings, trade and other payables, and financial guarantee
contracts. The main purpose of these financial liabilities is to finance the Group’s and the Company’s
operations and to provide guarantees to support their operations. Financial assets include trade and other
receivables, debts securities and cash and short-term deposits that derive directly from their operations.

The Group is exposed to market risk, credit risk and liquidity risk. The Group’s senior management oversees
the management of these risks and ensures that the Group’s financial risk activities are governed by
appropriate policies and procedures and that financial risks are identified, measured and managed in
accordance with the Group’s policies and risk objectives. All derivative activities for risk management purposes
are carried out by senior management who have the appropriate skills, experience and supervision. It is the
Group’s policy that no trading in derivatives for speculative purposes may be undertaken. The Board of
Directors reviews and agrees policies for managing each of these risks, which are summarised below:

150 Top Glove Corporation Bhd


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FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

41. Financial risk management objectives and policies (continued)

(a) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because
of changes in market prices. Market risk comprises interest rate risk, foreign exchange currency risk and
other price risk such as equity price risk. Financial instruments affected by market risk include trade and
other receivables, trade and other payables, loans and borrowings, deposits, available-for-sales and
derivative financial instruments.

(b) Credit risk

Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty
default on its obligations. The Group’s and the Company’s exposure to credit risk arises primarily from
trade and other receivables. For other financial assets (including investment securities, cash and bank
balances and derivatives), the Group and the Company minimise credit risk by dealing exclusively with
high credit rating counterparties.

The Group’s objective is to seek continual revenue growth while minimising losses incurred due to
increased credit risk exposure. The Group trades only with recognised and creditworthy third parties. It
is the Group’s policy that all customers who wish to trade on credit terms are subject to credit verification
procedures. In addition, receivable balances are monitored on an ongoing basis with the result that the
Group’s exposure to bad debts is not significant.

Exposure to credit risk

At the reporting date, 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,
including derivatives with positive fair values.

Credit risk concentration profile

The Group has no significant concentration of credit risk that may arise from exposure to a single debtor
or to groups of debtors.

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 25. Deposits with banks and other financial institutions, debt securities and derivatives that are
neither past due nor impaired are placed with or entered into with reputable financial institutions or
companies with high credit ratings and no history of default.

Financial assets that are either past due or impaired

Information regarding financial assets that are either past due or impaired is disclosed in Note 25.

(c) Liquidity risk

Liquidity risk is the risk that the Group or the Company will encounter difficulty in meeting financial
obligations due to shortage of funds. The Group’s and the Company’s exposure to liquidity risk arises
primarily from mismatches of the maturities of financial assets and liabilities. The Group’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.

Top Glove Corporation Bhd 151


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

41. Financial risk management objectives and policies (continued)

(c) Liquidity risk (continued)

Analysis of financial instruments by remaining contractual maturities

The table below summarises the maturity profile of the Group’s and the Company’s liabilities at the
reporting date based on contractual undiscounted repayment obligations.

2015
On demand or One to Over
within one year five years five years Total
RM’000 RM’000 RM’000 RM’000
Group

Financial liabilities
Trade and other payables,
excluding bank guarantees * 326,174 - - 326,174
Loans and borrowings 530,333 91,555 17,465 639,353

Total undiscounted financial liabilities 856,507 91,555 17,465 965,527

Company

Financial liabilities
Trade and other payables
excluding bank guarantees * 2,065 - - 2,065

Total undiscounted financial liabilities 2,065 - - 2,065

2014
On demand or One to Over
within one year five years five years Total
RM’000 RM’000 RM’000 RM’000
Group

Financial liabilities
Trade and other payables,
excluding bank guarantees * 267,006 - - 267,006
Loans and borrowings 178,179 724 2,469 181,372

Total undiscounted financial liabilities 445,185 724 2,469 448,378

Company

Financial liabilities
Trade and other payables
excluding bank guarantees * 16,197 - - 16,197

Total undiscounted financial liabilities 16,197 - - 16,197

* At the reporting date, the counterparties to the bank guarantees do not have a right to demand cash
as the default has not occurred. Accordingly, financial guarantees under the scope of MFRS 139 are
not included in the above maturity profile analysis.

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FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

41. Financial risk management objectives and policies (continued)

(d) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of the Group’s and the Company’s
financial instruments will fluctuate because of changes in market interest rates.

The Group’s and the Company’s exposure to interest rate risk arises primarily from their loans and
borrowings. The Group manages its interest rate exposure by maintaining a prudent mix of fixed and
floating rate borrowings. The Group actively reviews its debt portfolio, taking into account the investment
holding period and nature of its assets. This strategy allows it to capitalise on cheaper funding in a low
interest rate environment and achieve a certain level of protection against rate hikes.

Sensitivity analysis for interest rate risk

At the reporting date, if interest rates had been 10 basis point lower/higher, will all other variables held
constant, the Group’s profit before tax would have been RM633,000 (2014: RM178,000) higher/lower,
arising mainly as a result of lower/higher interest expense on floating rate loans and borrowings. The
assumed movement in basis points for interest rate sensitivity analysis is based on the currently
observable market environment.

(e) Market price risk

The Group’s quoted investment securities are susceptible to market price risk arising from uncertainties
about future values of the investment securities. The Company manages the market price risk through
diversification and by placing limits on individual and total debt instruments. Reports on the investment
portfolio are submitted to the Company’s senior management on a regular basis. The Company’s Board
of Directors reviews and approves all investment decisions.

At the reporting date, the exposure to quoted investment securities at fair value was disclosed in Note 22.

Sensitivity analysis for equity price risk

The following table demonstrates the sensitivity of the Group’s debt investments to reasonably possible
price movements in investments classified as available-for-sale at the reporting date:

Group
2015 2014
RM’000 RM’000

Debt investments - strengthened 5% (2014: 5%) 26,398 4,820


- weakened 5% (2014: 5%) (26,398) (4,820)

(f) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in foreign exchange rates.

The Group has transactional currency exposures mainly arising from revenue that are denominated in a
currency other than the respective functional currencies of the Group entities, primarily RM, Thailand
Baht (“Baht”), Chinese Renminbi (“RMB”) and Australian Dollars (“AUD”). The foreign currencies in which
these transactions are denominated are mainly United States Dollars (“USD”) and Euro.

Top Glove Corporation Bhd 153


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

41. Financial risk management objectives and policies (continued)

(f) Foreign currency risk (continued)

The net unhedged financial assets and financial liabilities of the Group companies that are not
denominated in their functional currencies are as follows:

Net financial assets/(liabilities)


held in non-functional currency
USD Euro Total
RM’000 RM’000 RM’000

Functional currency of Group companies

At 31 August 2015:
Ringgit Malaysia (296,846) (946) (297,792)
Thailand Baht 7,417 (451) 6,966
Chinese Renminbi 18,176 - 18,176
Australian Dollars 169,060 622 169,682

(102,193) (775) (102,968)

At 31 August 2014:
Ringgit Malaysia (96,256) 895 (95,361)
Thailand Baht 11,918 - 11,918
Chinese Renminbi 12,254 - 12,254
Australian Dollars (12,470) - (12,470)

(84,554) 895 (83,659)

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 USD and EURO exchange rates against the respective functional currencies of the Group
entities, with all other variables held constant.

2015 2014
RM’000 RM’000

USD/RM - strengthened 5% (2014: 5%) (14,842) (4,813)


- weakened 5% (2014: 5%) 14,842 4,813
USD/Baht - strengthened 5% (2014: 5%) 371 596
- weakened 5% (2014: 5%) (371) (596)
USD/RMB - strengthened 5% (2014: 5%) 909 613
- weakened 5% (2014: 5%) (909) (613)
USD/AUD - strengthened 5% (2014: 5%) 8,453 (624)
- weakened 5% (2014: 5%) (8,453) 624
EURO/RM - strengthened 5% (2014: 5%) (47) 45
- weakened 5% (2014: 5%) 47 (45)
EURO/Baht - strengthened 5% (23) -
- weakened 5% 23 -
EURO/AUD - strengthened 5% 31 -
- weakened 5% (31) -

154 Top Glove Corporation Bhd


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

42. Capital management

The primary objective of the Group’s capital management is to ensure that it maintains a strong credit rating
and healthy capital ratios in order to support its business and maximise shareholder value.

The Group manages its capital structure and makes adjustments to it, in light of changes in economic
conditions. To maintain or adjust the capital structure, the Group may adjust the dividend payment to
shareholders, return capital to shareholders or issue new shares. No changes were made in the objectives,
policies or processes during the years ended 31 August 2015 and 31 August 2014.

As disclosed in Note 35(b), subsidiaries of the Group incorporated in the People’s Republic of China and
Thailand are required to set aside a statutory reserve fund under local regulations. This externally imposed
capital requirement has been complied with by the above-mentioned subsidiaries for the financial years ended
31 August 2015 and 31 August 2014.

The Group monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The
Group includes within net debt, loans and borrowings, trade and other payables, less cash and bank balances.
Capital includes equity attributable to the owners of the parent less the fair value adjustment reserve and the
above-mentioned restricted statutory reserve fund.

Group Company
Note 2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Loans and borrowings 29 636,026 180,719 - -


Trade and other payables 30 326,174 267,006 2,065 16,197
Other current liabilities 31 29,625 38,112 - -
Less: cash and cash
equivalents 28 (286,928) (187,664) (43,474) (638)

Net debt 704,897 298,173 - 15,559

Equity attributable to the


owners of the parent 1,607,964 1,393,389 756,592 567,785
Add/(less):
- Fair value adjustment reserve 35 78 (1,054) - -
- Statutory reserve fund 35 (3,781) (3,781) - -

Total capital 1,604,261 1,388,554 756,592 567,785

Capital and net debt 2,309,158 1,686,727 756,592 583,344

Gearing ratio 30.53% 17.68% 0.00% 2.67%

Top Glove Corporation Bhd 155


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

43. Segment information

For management purposes, the Group is organised into business units based on their geographical areas,
and has five reportable operating segments.

Management monitors the operating results of its business units separately for the purpose of making
decisions about resource allocation and performance assessment. Segment performance is evaluated based
on operating profit or loss which, in certain respects as explained in the table below, is measured differently
from operating profit or loss in the consolidated financial statements. Group financing (including finance costs),
income taxes and share of results of associate are managed on a group basis and are not allocated to
operating segments.

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

31 August 2015

The The
People’s British
Republic Virgin
Malaysia Thailand of China Islands Others Eliminations Notes Consolidated
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue
External sales 2,072,889 186,437 95,589 - 155,595 - 2,510,510
Inter-segment
sales 67,317 272,589 2,404 - - (342,310) A -

Total revenue 2,140,206 459,026 97,993 - 155,595 (342,310) 2,510,510

Results
Interest income 7,801 74 9 20,111 - (4,075) 23,920
Depreciation and
amortisation 78,876 15,200 3,798 - 906 - 98,780
Segment profit 329,400 23,548 6,145 15,366 4,958 (15,879) B 363,538

Assets
Additions to
non-current
assets 197,613 12,814 1,050 - 451 - C 211,928
Segment assets 1,718,000 229,427 72,205 538,205 93,386 36,707 D 2,687,930

Liabilities
Segment liabilities 706,132 55,383 10,967 208,877 19,677 72,501 E 1,073,537

Other segment
information
Capital commitments 62,878 27,148 - - - - 90,026

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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

43. Segment information (continued)

31 August 2014

The The
People’s British
Republic Virgin
Malaysia Thailand of China Islands Others Eliminations Notes Consolidated
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Revenue
External sales 1,842,211 213,163 101,961 - 118,031 - 2,275,366
Inter-segment
sales 40,762 326,207 3,222 - - (370,191) A -

Total revenue 1,882,973 539,370 105,183 - 118,031 (370,191) 2,275,366

Results
Interest income 7,403 87 114 7,479 - (4,776) 10,307
Depreciation and
amortisation 72,441 14,758 3,493 - 879 - 91,571
Segment profit/(loss) 196,858 23,463 (18,499) 15,150 298 (960) B 216,310

Assets
Additions to
non-current
assets 186,158 5,678 92 - 481 - C 192,409
Segment assets 1,380,871 202,787 59,334 160,896 73,591 55,688 D 1,933,167

Liabilities
Segment liabilities 396,226 31,452 9,043 35,905 13,211 49,780 E 535,617

Other segment
information
Capital commitments 103,796 3,358 - - - - 107,154

A Inter-segment revenues are eliminated on consolidation.

B The following items are added to/(deducted from) segment profit to arrive at “profit before tax” presented
in the consolidated statement of comprehensive income.

2015 2014
RM’000 RM’000

Share of results of associates (11,709) 3,266


Finance costs (4,170) (4,226)

(15,879) (960)

Top Glove Corporation Bhd 157


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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

43. Segment information (continued)

C Additions to non-current assets consist of:

2015 2014
RM’000 RM’000

Property, plant and equipment 205,739 192,238


Land used rights 50 171
Investment properties 6,139 -

211,928 192,409

D The following items are added to segment assets to arrive at total assets reported in the consolidated
statement of financial position:

2015 2014
RM’000 RM’000

Deferred tax assets 8,762 12,825


Investments in associates 5,140 20,058
Goodwill 22,805 22,805

36,707 55,688

E The following items are added to segment liabilities to arrive at total liabilities reported in the consolidated
statement of financial position:

2015 2014
RM’000 RM’000

Income tax payable 25,348 2,530


Deferred tax liabilities 47,153 47,250

72,501 49,780

44. Dividends

Group and Company


2015 2014
RM’000 RM’000

Recognised during the financial year:

Dividends on ordinary shares:

- Final single tier dividend for 2014: 9.00 sen per share 55,565 -
- First interim single tier dividend for 2015: 8.00 sen per share 49,419 -
- Final single tier dividend for 2013: 9.00 sen per share - 55,848
- First interim single tier dividend for 2014: 7.00 sen per share - 43,444

104,984 99,292

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FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

44. Dividends (continued)

At the forthcoming Annual General Meeting, a single tier final dividend of 24% on 620,859,762 ordinary shares
amounting to RM74,503,171 (12.00 sen per share) in respect of the financial year ended 31 August 2015 will
be proposed for shareholders’ approval. The financial statements for the current financial year do not reflect
this proposed dividend. Such dividend, if approved by the shareholders, will be accounted for in equity as an
appropriation of retained earnings in the financial year ending 31 August 2016.

45. Contingent liabilities

A nominal amount of RM387,000,000 (2014: RM146,000,000) relating to corporate guarantees provided by


the Company to banks for its subsidiaries’ loans and borrowings.

The fair value of the corporate guarantees granted by the Company to banks in respect of loans and
borrowings obtained by its subsidiaries is not material as the difference in borrowing rates charged by the
banks is not significant in the absence of such guarantees.

46. Subsequent events

On 15 October 2015, the Company proposed to undertake the following corporate exercises:

(i) a bonus issue of up to 630,697,962 new ordinary shares of RM0.50 each in the Company on the basis
of one new ordinary share of RM0.50 each for every one existing ordinary share held;

(ii) the establishment of an employees’ share grant plan of up to 15% of the issued and paid-up share capital
of the Company (excluding treasury shares) for the eligible employees and executive directors of the
Company and its subsidiaries;

(iii) an increase in the authorised share capital of the Company from RM400,000,000 to RM800,000,000
through the creation of 800,000,000 shares of RM0.50 each; and

(iv) amendments to the Memorandum and Articles of Association of the Company to facilitate the
implementation of the proposed increase in authorised share capital.

The above proposals are subject to the approvals by the relevant authorities and the shareholders of the
Company in general meeting.

47. Authorisation of financial statements for issue

The financial statements for the year ended 31 August 2015 were authorised for issue in accordance with a
resolution of the directors on 30 October 2015.

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NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

48. Supplementary information – Breakdown of realised and unrealised profits and losses

The breakdown of the retained earnings of the Group and of the Company as at 31 August 2015 into realised
and unrealised profits and losses is presented in accordance with the directive issued by Bursa Malaysia
Securities Berhad dated 25 March 2010 and prepared in accordance with Guidance on Special Matter No. 1,
Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa
Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants.

Group Company
2015 2014 2015 2014
RM’000 RM’000 RM’000 RM’000

Total retained earnings of the Company


and its subsidiaries
- Realised 1,101,909 903,708 251,206 66,580
- Unrealised (30,031) (32,569) - -

1,071,878 871,139 251,206 66,580


Less: Consolidated adjustments (15,295) 9,725 - -

Total Group’s retained earnings as per


consolidated financial statements 1,056,583 880,864 251,206 66,580

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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

A) TOP GLOVE SDN BHD


1) 18, Jalan Mempari 10, HS (M) 15256, PT 8368, 23/10/1997 (A) 18 Freehold Terrace house/ 1,300 square 98
Taman Bayu, Batu 5½, Mukim of Kapar, Accommodation feet/1,100
Jalan Meru, Klang, District of Klang, for staff square feet
Selangor. State of Selangor.

2) 36, Jalan Mempari 1, HS (M) 15297, PT 8411, 13/02/1998 (A) 17 Freehold Terrace house/ 1,300 square 97
Taman Bayu, Batu 5½, Mukim of Kapar, Accommodation feet/1,100
Jalan Meru, Klang, District of Klang, for staff square feet
Selangor. State of Selangor.

3) 11, Jalan Mempari 11, HS (M) 15238, PT 8349, 15/09/1997 (A) 18 Freehold Terrace house/ 1,300 square 92
Taman Bayu, Batu 5½, HS (M) 15238, PT 8445, Accommodation feet/1,100
Jalan Meru, Klang, Mukim of Kapar, for staff square feet
Selangor. District of Klang,
State of Selangor.

4) Lot 4968, Jalan Teratai, EMR 6629, Lot 4968, 13/10/1993 (A) 21 Freehold Factory/Glove 3 acres/66,980 5,770
Batu 6, Off Jalan Meru, Mukim of Kapar, manufacturing square feet
41050 Klang, Selangor. District of Klang,
State of Selangor.

5) 4, Jalan Seri Kenangan 8, HS (M) 10354, PT 15485, 29/07/1995 (A) 20 Freehold Terrace house/ 1,640 square 61
Taman Meru 3, Meru, Mukim of Kapar, Accommodation feet/1,400
41050 Klang, Selangor. District of Klang, for staff square feet
State of Selangor.

6) Lot 5136, 6 Miles, GM 3057, Lot 5136, 15/08/2014 (A) N/A Freehold Vacant 1.8843 hectares 12,529
Jalan Sungai Binjai, Mukim of Kapar,
41050 Klang, Selangor. District of Klang,
State of Selangor

7) 23, Jalan Seri Kenangan 8, HS (M) 10314, PT 15442, 23/05/1996 (A) 19 Freehold Terrace house/ 1,608 square 77
Taman Meru 3, Meru, Mukim of Kapar, Accommodation feet/1,350
41050 Klang, Selangor. District of Klang, for staff square feet
State of Selangor.

8) 22, Jalan Mempari 1, HS (M) 15304, PT 8419, 15/09/1997 (A) 18 Freehold Terrace house/ 1,300 square 98
Taman Bayu, Batu 5½, Mukim of Kapar, Accommodation feet/1,100
Jalan Meru Klang, District of Klang, for staff square feet
Selangor. State of Selangor.

9) Lot 5987, Jalan Teratai, EMR 8780, Lot No 5987, 18/04/1996 (A) 15 Freehold Factory/Glove 2.8 acres/ 5,283
Batu 5, Off Jalan Meru, Mukim of Kapar, manufacturing 57250 square feet
41050 Klang, Selangor. District of Klang,
State of Selangor.

10) Lot 4969, Jalan Teratai, G.M. 2143, Lot No 4969, 11/10/2000 (A) 13 Freehold Factory/Office 3 acres/ 7,768
Batu 6, Off Jalan Meru, Mukim of Kapar, building 41,274 square feet
41050 Klang, Selangor. District of Klang,
State of Selangor.

11) Lot 18, 27, 38 & 57, Lot 18, 27, 38 & 57, 22/11/1999 (A) 27 Leasehold Factory/Glove 311,192 9,901
Medan Tasek, Kawasan Medan Tasek, Kawasan (expiring on: manufacturing square feet/
Perindustrian Tasek, Perindustrian Tasek, Lot 18-30.9.2072 197,675
Ipoh, Perak. Ipoh, Perak. Lot 27-28.12.2063 square feet
Lot 38-23.12.2069
Lot 57-1.10.2064)

12) No. 3, 5, 7, 9, 11,13, 15, 17, 19, Lot 375847 - 375859 02/11/2007 (A) 8 Freehold Double story 1,400 square 1,800
21, 23, 25 & 27, Tasek Mutiara, terrace house/ feet/1,625
Taman Mutiara, Tasek, Ipoh, Perak. Hostel for workers square feet
Ipoh, Perak. - 13 units

13) No. 29, Jln Abadi 1, GM 13955, Lot 31151, 05/12/2013 (A) 2 Freehold Terrace house/ 139 square meter 138
Taman Daya Meru, Mukim Kapar. Accommodation
Batu 5 ½, Jalan Meru, for staff
41050 Klang Selangor.

14) Lot 12, Medan Tasek, PN 00001308, 04/02/2010 (A) 5 Leasehold Factory/Office 213,889 square 10,109
Kawasan Perindustrian Lot 056530, (expiring on: building feet/
Tasek, 31400 Ipoh, Perak. Mukim Hulu Kinta, 05.04.2066) 131,576 square
Daerah Kinta, Perak. feet

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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

15) Lot 30 & 42, Persiaran PN 00240047, 25/11/2009 (A) N/A Leasehold Vacant 10 acres 4,855
Tasek, Kawasan Lot 047962, (expiring on:
Perindustrian Tasek, Mukim Hulu Kinta, Lot 47962
Ipoh, Perak. Daerah Kinta, Perak. - 02.02.2063

16) Plot 7, Medan Tasek, HS (D) 889/68, 05/07/2011 (A) 4 Leasehold Factory/Glove 80,937 square 2,899
Kawasan Perindustrian Lot No. 927, (expiring on: manufacturing feet/
Tasek, 31400 Ipoh, Mukim Hulu Kinta, 02.05.2067) 48,352 square
Perak. Daerah Kinta, Perak. feet

17) Lot 4960, Jalan Teratai, GM 2326, Lot No. 4960, 24/09/2003 (A) 10 Freehold Factory/Glove 3 acres/ 7,639
Batu 6, Off Jalan Meru, Mukim of Kapar, manufacturing 58,240 square
41050 Klang, Selangor. District of Klang, feet
State of Selangor.

18) Lot 4970, Jalan Teratai, HS (M) 38148, 20/11/2003 (A) 12 Freehold Factory/Glove 3 acres/ 6,589
Batu 6, Off Jalan Meru, PT Nos. 63271, manufacturing 67,924 square
41050 Klang, Selangor. Mukim of Kapar, feet
District of Klang,
State of Selangor.

19) Lot 4967, Jalan Teratai, GM 5584, Lot No. 4967, 19/03/2004 (A) 11 Freehold Factory/Glove 3 acres/ 7,287
Batu 6, Off Jalan Meru, Mukim of Kapar, manufacturing 58,240 square
41050 Klang, Selangor. District of Klang, feet
State of Selangor.

20) 21, Jalan Mempari 11, HS (M) 15324, PT 8441, 12/05/2005 (A) 10 Freehold Terrace house/ 1,300 square 104
Taman Bayu, Batu 5 ½ , HS (M) 15242, PT 8353, Accommodation feet/
Jalan Meru, Klang, Mukim Kapar, for staff 1,100 square
Selangor. District of Klang, feet
State of Selangor.

21) 37, Jalan Mempari 1, HS (M) 18522, PT 24689, 12/05/2005 (A) 10 Freehold Terrace house/ 1,300 square 119
Taman Bayu, Batu 5 ½ , Mukim Kapar, Accommodation feet/
Jalan Meru, Klang, District of Klang, for staff 1,100 square
Selangor. State of Selangor. feet

22) 26, Jalan Abadi 10A/KU8, HS (M) 26112, PT 39636, 21/03/2005 (A) 10 Freehold Terrace house/ 1,300 square 126
Taman Daya Maju, Mukim Kapar, Accommodation feet/
41050 Klang, Selangor. District of Klang, for staff 1,100 square
State of Selangor. feet

23) 21, Jalan Sesenduk 20, GM 7798, Lot No. 37307, 13/05/2005 (A) 10 Freehold Terrace house/ 1,300 square 127
Off Taman Meru Jaya, Mukim Kapar, Accommodation feet/
41050 Klang, Selangor. District of Klang, for staff 1,100 square
State of Selangor. feet

24) 23, Jalan Sesenduk 20, GM 7797, Lot No. 37306, 13/05/2005 (A) 10 Freehold Terrace house/ 1,300 square 127
Off Taman Meru Jaya, Mukim Kapar, Accommodation feet/
41050 Klang, Selangor. District of Klang, or staff 1,100 square
State of Selangor. feet

25) 27, Lorong Tempinis 1, HS (M) 3773, PT 1286 & 25/05/2005 (A) 10 Freehold Terrace house/ 1,300 square 103
Pekan Meru, HS (M) 3685, PT 1285, Accommodation feet/
42200 Klang, Selangor. Mukim Kapar, for staff 1,100 square
District of Klang, feet
State of Selangor.

26) 57, Jalan Sesenduk 5, GM 7330, Lot No 43375, 19/07/2005 (A) 10 Freehold Terrace house/ 1,300 square 127
Taman Meru Utama, Mukim Kapar, Accommodation feet/
41050 Klang, Selangor. District of Klang, for staff 1,100 square
State of Selangor. feet

27) 51, Jalan Sesenduk 5, GM 7327, Lot No 43372, 19/07/2005 (A) 10 Freehold Terrace house/ 1,300 square 127
Taman Meru Utama, Mukim Kapar, Accommodation feet/
41050 Klang, Selangor. District of Klang, for staff 1,100 square
State of Selangor. feet

28) 67, Jalan Sesenduk 6, GM 7311, Lot No 43353, 19/07/2005 (A) 10 Freehold Terrace house/ 1,300 square 119
Taman Meru Utama, Mukim Kapar, Accommodation feet/
41050 Klang, Selangor. District of Klang, for staff 1,100 square
State of Selangor. feet

29) 65, Jalan Sesenduk 6, GM 7310, Lot No 43352, 19/07/2005 (A) 10 Freehold Terrace house/ 1,300 square 119
Taman Meru Utama, Mukim Kapar, Accommodation feet/
41050 Klang, Selangor. District of Klang, for staff 1,100 square
State of Selangor. feet

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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

30) Lot 4947, Jalan Teratai, GM 5101, Lot No 4947, 23/11/2004 (A) 11 Freehold Factory/Glove 3 acres/ 7,596
Batu 5 ½ Off Jalan Meru, Mukim Kapar, manufacturing 58,240 square
41050 Klang, Selangor. District of Klang, feet
State of Selangor.

31) 1, 3, 5 & 7, HS(M) 10598 - 10601 29/04/2006 (A) 9 Freehold Terrace house/ 70,995 square 5,785
Jalan Abadi 1A/KU8, (PT No. 49525 - 49528) Accommodation feet
for staff
1 - 8, HS(M) 10605 - 28476
Jalan Abadi 1B/KU8, (PT No. 40356 - 40363)

1, 3, 5 & 7, HS(M) 28477 - 28480 &


Jalan Abadi 1C/KU8, 28484 (PT No. 40367 -
40370 & 40374)

60, 62, 64, 66, 67, 69, 71, HS(M) 28481 - 28483 &
73, 75 & 77, 28486 - 28491
Jalan Abadi 4/KU8, (PT No. 40371 - 40373 &
40376 - 40381)

49, 51, 53, 55, 57, 59, HS(M) 28492 - 28497 &
62, 64, 66, 68, 70 & 72, 28499 - 28504
Jalan Abadi 5/KU8 (PT No. 40382 - 40387 &
40389 - 40394)

46, 48, 50, 52, 54 & 56, HS(M) 28505 - 28510


Jalan Abadi 6/KU8, (PT No. 40395 - 40400),
Taman Daya Maju, Mukim Kapar,
41050 Klang, District of Klang,
Selangor. State of Selangor.

32) 41, Jalan Abadi 3, HS (M) 18218, PT 24467, 02/12/2005 (A) 9 Freehold Terrace house/ 1,098 square 98
Taman Daya Meru, Mukim Kapar, Accommodation feet
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

33) 25, Jalan Sesenduk 20, GM 7799, Lot 37308, 31/07/2010 (A) 5 Freehold Terrace house/ 121 square meter 145
Taman Meru Jaya, Mukim Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

34) 7, Lorong Abadi 2, GM 16575, Lot 31111, 04/12/2009 (A) 6 Freehold Terrace house/ 111 square meter 108
Batu 5 ½, Off Jalan Meru, Batu 6, Jalan Sungai Accommodation
Taman Daya Meru, Binjai, Mukim Kapar, for staff
41050 Klang, Selangor. District of Klang,
State of Selangor.

35) 20, Jalan Sesenduk 19, GM 7804, Lot 37313, 08/02/2010 (A) 5 Freehold Terrace house/ 111 square meter 142
Taman Meru Jaya, Batu 6 ½ , Jalan Sungai Accommodation
41050 Klang, Selangor. Binjai, Mukim of Kapar, for staff
District of Klang,
State of Selangor.

36) 31, Jalan Mempari 12, GM 14268, Lot 38295 & 11/03/2010 (A) 5 Freehold Terrace house/ 121 square meter 104
Taman Bayu, Batu 5, HS(M) 15348, Accommodation
Jalan Meru, PT No. 8466, Batu 6, for staff
41050 Klang, Selangor. Jalan Sungai Binjai,
Mukim of Kapar,
District of Klang,
State of Selangor.

37) 8, 10, 12, 14, 16, 18, 20, GM 7790,7789,7788, 05/02/2010 (A) 5 Freehold Terrace house 190 square meter/ 3,322
22, 24, 26, 28, 30, 32, 34, 7787,7786,7785,7784, Accommodation unit
36, 40, 42, 44 & 46, 7783,7782,7781,7780, for staff
Jalan Sesenduk 21, 7779,7778,7777,7776,
Taman Meru Jaya, 7774,7773,7772,7771,
41050 Klang, Selangor. Lot: 37299,37298,37297,
37296,37295,37294,
37293,37292,37291,
37290,37289,37288,
37287,37286,37285,
37283,37282,37281,
37280, Mukim of Kapar,
District of Klang,
State of Selangor.

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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

38) 47, Jalan Sesenduk 7, GM 7295, Lot 43337, 13/08/2010 (A) 5 Freehold Terrace house/ 121 square meter 151
Taman Meru Utama, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for workers
State of Selangor.

39) 46, Jalan Sesenduk 7, GM 12533, Lot 33910, 31/07/2010 (A) 5 Freehold Terrace house/ 121 square meter 141
Taman Meru Utama, Mukim of Kapar, Accommodation
Off Jalan Meru, District of Klang, for workers
41050 Klang, Selangor. State of Selangor.

40) No.1, 2, Jln Sesenduk 3A, GM 15282, 15278, 15274, 27/05/2010 (A) 5 Freehold Terrace house/ 1,305 square meter 1,233
No.1, 2, Jln Sesenduk 3B, 15270, 15266, Accommodation
No.1, Jln Sesenduk 3C, Lot 45058, 45054, 45050, for workers
Taman Meru Utama 5, 45046, 45042
41050 Klang, Selangor. Mukim of Kapar,
Tempat Batu 5 ½,
Jln Sg Binjai,
District of Klang,
State of Selangor.

41) No.69 Jln Sesenduk 6, GM 7312, 7300, 7331, 25/01/2010 (A) 5 Freehold Terrace house/ 133 square meter 463
No.57 Jln Sesenduk 7, & Lot 43354, 43342, 43376, Accommodation 193 square meter
No.59 Jln Sesenduk 5, Mukim of Kapar, for workers 133 square meter
Tmn Meru Utama, Tempat Batu 5,
41050 Klang, Selangor. Jln Sg Binjai,
District of Klang,
State of Selangor.

42) No.7, 9, 11, 17, 19 & 21, GM 15248, 15247, 15246, 21/04/2010 (A) 5 Freehold Terrace house/ No.7-21 : 932
Jln Sesenduk 3, 15244, 15243, 15242, Accommodation 110 square meter/
No.5 Jln Sesenduk 3B & 15272, 15265, for workers unit
No.3 Jln Sesenduk 3C, Lot 45024, 45023, 45022, No.3&5 :
Tmn Meru Utama 55, 45020, 45019, 45018, 127 square meter/
41050 Klang, Selangor. 45048, 45041, unit
Mukim of Kapar,
Tempat Batu 5,
Jln Sg Binjai,
District of Klang,
State of Selangor.

43) Lot 4908, Jalan Teratai, EMR No. 6605, 08/07/1997 (A) 8 Freehold Hostel/ 3 acres/54,140 2,009
Batu 5 ½ Off Jalan Meru, Lot No 4908, Accommodation square feet
41050 Klang, Selangor. Mukim of Kapar, for workers
District of Klang,
State of Selangor.

44) Lot 4988, GM 1584, Lot 4988, 10/10/2005 (A) 5 Freehold Factory/Glove 3 acres/12,141 8,179
5 ½ Mile S.Binjai Road, Mukim Kapar, manufacturing square meter
Klang, Selangor. District of Klang,
State of Selangor.

45) Lot 4989, GM 703, Lot 4989, 10/10/2005 (A) 5 Freehold Factory/Glove 3 acres/ 10,104
Mukim Kapar, Mukim Kapar, manufacturing 12,267 square
Klang, Selangor. District of Klang, meter
State of Selangor.

46) Lot 4986, Batu 5, GM 1102, Lot 4986, 24/02/2006 (A) 4 Freehold Factory/Glove 3 acres/12,141 10,445
Jalan Sungai Binjai, Mukim Kapar, manufacturing square meter
Mukim Kapar, District of Klang,
Klang, Selangor. State of Selangor.

47) Lot 4987, 5 Mile Sungai GM 2619, Lot 4987, 24/05/2006 (A) 6 Freehold Factory/Glove 3 acres/12,141 8,251
Binjai Road, Mukim Kapar, Mukim Kapar, manufacturing square meter
Klang, Selangor. District of Klang,
State of Selangor.

48) Lot 4990, Jalan Bunga GM 5116, Lot No. 4990, 05/03/2007 (A) 5 Freehold Factory/Glove 3 acres/ 9,961
Raya, Batu 5 ½, Mukim of Kapar, manufacturing 12,267 square
Off Jalan Meru, District of Klang, meter
41050 Klang, Selangor. State of Selangor.

49) Lot 4946, Jalan Teratai, GM 2574, Lot No. 4946, 14/01/2008 (A) N/A Freehold Vacant 3 acres 2,744
Batu 5 ½ Off Jalan Meru, Mukim of Kapar,
41050 Klang, Selangor. District of Klang,
State of Selangor.

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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

50) Lot 4949, Jalan Teratai, GM 1728, Lot No 4949, 18/01/2008 (A) N/A Freehold Vacant 3 acres 3,062
Batu 5 ½ Off Jalan Meru, Mukim of Kapar,
41050 Klang, Selangor. District of Klang,
State of Selangor.

51) Lot 4962, Tempat Batu 5, GM 5100, Lot No 4962, 05/09/2008 (A) N/A Freehold Vacant 3 acres 3,526
Jalan Binjai, Mukim of Kapar,
41050 Klang, Selangor. District of Klang,
State of Selangor.

52) Lot 5094, Tempat Batu 4½, GM 4326, Lot No 5094, 03/10/2008 (A) N/A Freehold Vacant 3 acres 2,532
Jalan Sungai Binjai, Mukim of Kapar, 5 pole
41050 Klang, Selangor. District of Klang,
State of Selangor.

53) Lot 5977 & 5975, GM 4436 & 4437, 03/10/2008 (A) N/A Freehold Vacant 1.794 & 0.068 1,584
Tempat Batu 4 ½, Lot 5977 & 5975, acres
Jalan Sungai Binjai, Mukim of Kapar,
41050 Klang, Selangor. District of Klang,
State of Selangor.

54) Lot 4941, GM 2082, Lot 4941, 01/06/2009 (A) N/A Freehold Vacant 3 acres 1,698
Tempat Batu 6, Mukim of Kapar,
Jalan Sungai Binjai, District of Klang,
41050 Klang, Selangor. State of Selangor.

55) Lot 5139, GM 5863, Lot 5139, 07/09/2009 (A) N/A Freehold Vacant 4 acres 3,647
Tempat Batu 6, Mukim of Kapar, 2 rood
Jalan Sungai Binjai, District of Klang, 25 pole
41050 Klang, Selangor. State of Selangor.

56) Lot 5140, GM 1657, Lot 5140, 30/11/2009 (A) N/A Freehold Vacant 4 acres 3,838
Tempat Batu 6, Mukim of Kapar, 3 rood
Jalan Sungai Binjai, District of Klang,
41050 Klang, Selangor. State of Selangor.

57) Lot 4985, GM 2321, Lot 4985, 18/06/2010 (A) N/A Freehold Land - Factory 3 acres 4,233
Tempat Batu 5, Mukim of Kapar, F29/ Glove
Jalan Sungai Binjai, District of Klang, Manufacturing
41050 Klang, Selangor. State of Selangor.

58) Lot 5060, GM 5108, Lot 5060, 01/09/2010 (A) N/A Freehold Vacant 1.2141 hectares 3,451
Tempat Batu 5, Mukim of Kapar,
Jalan Sungai Binjai, District of Klang,
41050 Klang, Selangor. State of Selangor.

59) Lot 5061, GM 5105, Lot 5061, 01/09/2010 (A) N/A Freehold Vacant 1.2141 hectares 3,451
Tempat Batu 5, Mukim of Kapar,
Jalan Sungai Binjai, District of Klang,
41050 Klang, Selangor. State of Selangor.

60) Lot 4956, GM 2580, Lot 4956, 19/11/2010 (A) N/A Freehold Male Hostel 1.2141 hectares 17,186
Tempat Batu 6, Mukim of Kapar,
Jalan Sungai Binjai, District of Klang,
41050 Klang, Selangor. State of Selangor.

61) Lot 5013, GM 153, Lot 5013, 15/07/2011 (A) N/A Freehold Vacant 1.2141 hectares 4,060
Tempat Batu 5, Mukim of Kapar,
Jalan Sungai Binjai, District of Klang,
41050 Klang, Selangor. State of Selangor.

62) Lot 5062, GM 5592, Lot 5062, 30/09/2010 (A) N/A Freehold Vacant 1.2141 hectares 3,698
Tempat Batu 5, Mukim of Kapar,
Jalan Sungai Binjai, District of Klang,
41050 Klang, Selangor. State of Selangor.

63) Lot 5991, GM 5591, Lot 5991, 30/09/2010 (A) N/A Freehold Vacant 1.1331 hectares 3,278
Tempat Batu 4½ , Mukim of Kapar,
Jalan Sungai Binjai, District of Klang,
41050 Klang, Selangor. State of Selangor.

64) HSD129441, PT 62956, HSD129441, PT 62956, 28/02/2011 (A) N/A Freehold Vacant 131,730 square 14,288
Jalan Bukit Kapar, Mukim of Kapar, meter
41050 Klang, Selangor. District of Klang,
State of Selangor.

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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

65) 6, Jalan Sesenduk 3A, GM 15276, Lot 45052, 01/09/2010 (A) 4 Freehold Terrace house/ 127 square meter 157
Taman Meru Utama, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

66) 22, Jalan Sesenduk 19, GM 7805, Lot 37314, 03/09/2010 (A) 5 Freehold Terrace house/ 111 square meter 132
Taman Meru Utama, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

67) 55, Jalan Sesenduk 7, GM 7299, Lot 43341, 29/10/2010 (A) 5 Freehold Terrace house/ 121 square meter 151
Taman Meru Utama, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

68) 15, Jalan Abadi 10B/KU8, GM 8996, Lot 48112, 30/10/2010 (A) 5 Freehold Terrace house/ 109 square meter 137
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

69) Lot 4953, 5 Miles, GM 2645, Lot 4953, 27/02/2014 (A) N/A Freehold Vacant 1.2141 hectares 9,286
Jalan Sungai Binjai, Mukim of Kapar,
41050 Klang, Selangor. District of Klang,
State of Selangor.

70) 16, Jalan Sesenduk 4, GM 12550, Lot 33929, 19/11/2010 (A) 5 Freehold Terrace house/ 190 square meter 144
Taman Meru Utama, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

71) Lot 5105, 4 ½ Miles, GM 5076, Lot 5105, 19/11/2013 (A) N/A Freehold Vacant 4.344 Acres/ 13,650
Jalan Sungai Binjai, Mukim of Kapar, 1.7579 hectares
41050 Klang, Selangor. District of Klang,
State of Selangor.

72) 25, Jalan Mempari 9, GM 13014, Lot 307, 15/12/2010 (A) 5 Freehold Terrace house/ 109 square meter 133
Taman Bayu, Sek 1, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

73) 22, Jalan Sesenduk 4, GM 13456, Lot 33926, 30/12/2010 (A) 5 Freehold Terrace house/ 190 square meter 134
Taman Meru Utama, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

74) 26, Jalan Mempari 1, GM 8479, Lot 38225, 31/12/2010 (A) 5 Freehold Terrace house/ 121 square meter 101
Taman Bayu, Sek 1, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

75) 14, Jalan Sesenduk 4, GM 12551, Lot 33930, 06/01/2011 (A) 5 Freehold Terrace house/ 190 square meter 145
Taman Meru Utama, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

76) 30, Jalan Abadi 5, Lot 31191, 12/05/2011 (A) 5 Freehold Terrace house/ 82 square meter 111
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

77) 20, Jalan Sesenduk 4, HSM 17925, PT 24051, 21/07/2011 (A) 5 Freehold Terrace house/ 190 square meter 129
Taman Meru Utama, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

78) No.42, Jalan Mempari 10, GM 14219, Lot 38256, 07/09/2011 (A) 4 Freehold Terrace house/ 121 square meter 115
Batu 5½, Jalan Meru, Sek 1, Pekan Meru, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

79) No. 60, Jln Mempari 10, GM 14210, Lot 38247, 01/11/2011 (A) 4 Freehold Terrace house/ 121 square meter 116
Taman Bayu, Batu 5½, Sek 1, Pekan Meru, Accommodation
Jalan Meru, District of Klang, for staff
41050 Klang, Selangor. State of Selangor.

166 Top Glove Corporation Bhd


Annual Report 2015
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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

80) No. 58, Jln Mempari 1, GM 8463, Lot 38208, 15/11/2011 (A) 4 Freehold Terrace house/ 121 square meter 108
Taman Bayu, Batu 5½, Sek 1, Pekan Meru, Accommodation
Jalan Meru, District of Klang, for staff
41050 Klang, Selangor. State of Selangor.

81) No. 31, Jln Abadi 1, GM 13956, Lot 31152, 15/02/2012 (A) 4 Freehold Terrace house/ 139 square meter 172
Pekan Meru, 6 Miles Sg. Binjai Road, Accommodation
41050 Klang, Selangor. Mukim Kapar, for staff
District of Klang,
State of Selangor.

82) No. 64, Jln Sesenduk 7, GM 7303, Lot 43345, 25/02/2012 (A) 4 Freehold Terrace house/ 121 square meter 160
Off Jln Meru, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

83) No. 21, Jln Abadi 5, GM 16595, Lot 31142, 21/03/2012 (A) 4 Freehold Terrace house/ 121 square meter 90
Taman Saujana Meru, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

84) No. 25, Jln Abadi 10D/KU8, GM 9497, Lot 48131, 22/06/2012 (A) 3 Freehold Terrace house/ 145 square meter 172
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

85) No. 47, Jln Abadi 1A/KU8, GM 17487, Lot 59975, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

86) No. 43, Jln Abadi 1A/KU8, GM 17485, Lot 59973, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
Batu 6 ½, Off Jln Meru, District of Klang, for staff
41050 Klang, Selangor. State of Selangor.

87) No. 45, Jln Abadi 1A/KU8, GM 17486, Lot 59974, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

88) No. 49, Jln Abadi 1A/KU8, GM 17488, Lot 59976, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

89) No. 51, Jln Abadi 1A/KU8, GM 17489, Lot 59977, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

90) No. 53, Jln Abadi 1A/KU8, GM 17490, Lot 59978, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

91) No. 55, Jln Abadi 1A/KU8, GM 17491, Lot 59979, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

92) No. 57, Jln Abadi 1A/KU8, GM 17492, Lot 59980, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

93) No. 59, Jln Abadi 1A/KU8, GM 17493, Lot 59981, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

94) No. 61, Jln Abadi 1A/KU8, GM 17494, Lot 59982, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

95) No. 63, Jln Abadi 1A/KU8, GM 17495, Lot 59983, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

96) No. 65, Jln Abadi 1A/KU8, GM 17496, Lot 59984, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

97) No. 67, Jln Abadi 1A/KU8, GM 17497, Lot 59985, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

98) No. 69, Jln Abadi 1A/KU8, GM 17498, Lot 59986, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
41050 Klang, Selangor. District of Klang, for staff
State of Selangor.

99) No. 71, Jln Abadi 1A/KU8, GM 17499, Lot 59987, 19/07/2012 (A) 3 Freehold Terrace house/ 130 square meter 157
Taman Daya Maju, Mukim of Kapar, Accommodation
Batu 6 ½, 41050 Klang, District of Klang, for staff
Selangor. State of Selangor.

100) 8-2, 8-3, 8-4, 8-5, GM 290749, Lot No. , 01/02/2012 (A) 3 Freehold Building 920.77 square 3,358
Setia Avenue, 59640 Mukim Bukit Raja, meter
Jalan Setia Prima (S), District of Petaling,
U13/5, Setia Alam, State of Selangor.
Seksyen U13, 40170,
Shah Alam Selangor.

101) No 6, Lorong Abadi 3 HS (M) 20392, PT 25898, 30/10/2012 (A) 3 Freehold Terrace house/ 111.483 square 119
Pekan Meru, Taman Mukim Kapar. Accommodation meter
Saujana Meru, for staff
41050 Klang Selangor.

102) No 24, Lorong Hamzah HS (D) 35605, PT 19713. 28/09/2012 (A) 3 Freehold Terrace house/ 120.75 square 111
Alang 77B, Off Jalan Kapar, Accommodation meter
Batu 9 1/2,Taman Jaya, for staff
42200 Kapar, Selangor.

103) No. 40, Jln Mempari 10, HS (M) 15228, PT 8339, 12/10/2012 (A) 3 Freehold Terrace house/ 121 square meter 119
Taman Bayu, Batu 5 ½, Mukim Kapar. Accommodation
Jalan Meru, 41050 Klang for staff
Selangor.

104) No 28, Jln Mempari 12, HS (M) 15355, PT 8473. 04/02/2013 (A) 3 Freehold Terrace house/ 105 square meter 101
5th Miles, Jln Meru, Accommodation
41050 Klang, Selangor. for staff

105) Lot 4981, 5 Miles, GM 5117, Lot 4981, 06/06/2013 (A) N/A Freehold Vacant 1.2141 hectares 4,526
Jalan Sungai Binjai, Mukim of Kapar,
41050 Klang, Selangor. District of Klang,
State of Selangor.

106) Lot 4982, 5 Miles, GM 4325, Lot 4982, 01/01/2013 (A) N/A Freehold Vacant 1.2141 hectares 718
Jalan Sungai Binjai, Mukim of Kapar,
41050 Klang, Selangor. District of Klang,
State of Selangor.

107) Lot 4983, 5 Miles, GM 593, Lot 4983, 01/01/2013 (A) N/A Freehold Vacant 1.2141 hectares 612
Jalan Sungai Binjai, Mukim of Kapar,
41050 Klang, Selangor. District of Klang,
State of Selangor.

108) Lot 4984, 5 Miles, GM 2445, Lot 4984, 01/01/2013 (A) N/A Freehold Vacant 1.2141 hectares 839
Jalan Sungai Binjai, Mukim of Kapar,
41050 Klang, Selangor. District of Klang,
State of Selangor.

109) Lot 4991, Jalan Bunga HSM 39325, PT64593, 19/10/2004 (A) 2 Freehold Factory/Glove 4.3 acres 3,242
Raya, Batu 5 ½ , Mukim of Kapar, manufacturing PT64593
Off Jalan Meru, District of Klang,
41050 Klang, Selangor. State of Selangor.

168 Top Glove Corporation Bhd


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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

110) Top Glove Tower HST 277347, PT29363, 10/08/2015 (A) 1 Freehold Top Glove Tower 52,215 sf 923
No. 16, Persiaran Setia Mukim Bukit Raja, Level 20 - 22
Dagang, Setia Alam, District of Petaling,
Seksyen U13, 40170, State of Selangor.
Shah Alam, Selangor,
Malaysia.

B) TG MEDICAL SDN BHD


1) Lot 5091, Jalan Teratai, EMR 6510, Lot No 5091, 25/10/1995 (A) 20 Freehold Factory/Glove 3 acres/ 6,260
Batu 5, Off Jalan Meru, Mukim of Kapar, manufacturing 68,490
41050 Klang, Selangor. District of Klang, square feet
State of Selangor.

2) 19, Jalan Mempari 11, HS(M) 15241, PT No 8352, 08/05/1998 (A) 17 Freehold Terrace house/ 1,300 square 90
Batu 5½, Jalan Meru, HS(M) 15325, PT No 8442, Accommodation feet/1,100
Klang, Selangor. Mukim of Kapar, for staff square feet
District of Klang,
State of Selangor.

3) Lot 5972 & 5974, EMR 8769, 01/07/1999 (A) 16 Freehold Factory/Glove Approx 3,396
Jalan Teratai, Lot 5972 & 5974, manufacturing 1.7935 acres/
Batu 5, Jalan Meru, Mukim of Kapar, 47,200
41050 Klang, Selangor. District of Klang, square feet
State of Selangor.

4) Lot 5104, Jalan Teratai, GM 5064, Lot No. 5104, 29/03/2004 (A) 11 Freehold Factory/Glove 3 acres/ 54,600 6,613
Batu 5, Off Jalan Meru, Mukim of Kapar, manufacturing square feet
41050 Klang, Selangor. District of Klang,
State of Selangor.

5) No.1, 3, 5, 7, 9 & 11, HS (M) 33205 - 12/07/2007 (A) 8 Freehold Terrace house/ Approx 6,419
Jalan Abadi 10D/KU8, HS (M) 33252, Accommodation 108.85 square
Taman Daya Maju, Meru, PT NO. 50423 - for staff meter per house
41050 Klang, Selangor. PT NO. 50470, and workers
Mukim of Kapar,
No.1, 2, 3, 4, 5, 6, 7, Daerah Klang,
8, 9, 10, 11 & 12, State of Selangor.
Jalan Abadi 10C/KU8,
Taman Daya Maju, Meru,
41050 Klang, Selangor.

No.1, 2, 3, 4, 5, 6, 7,
8, 9, 10, 11 & 12,
Jalan Abadi 10A/KU8,
Taman Daya Maju, Meru,
41050 Klang, Selangor.

No.1, 2, 3, 4, 5, 6, 7,
8, 9, 10, 11 & 12,
Jalan Abadi 10B/KU8,
Taman Dayu Maju, Meru,
41050 Klang, Selangor.

No.85, 87, 89, 91, 93 & 95,


Jalan Abadi 1/KU8,
Taman Daya Maju, Meru,
41050 Klang, Selangor.

C) TOP GLOVE
ENGINEERING SDN BHD
1) Lot 213, Lot 213, 18/04/1996 (A) N/A Freehold Land 3.39 acres/ 862
GRN 285705, GRN 285705, 13,716 square
Pekan Bukit Changgang, Pekan Bukit Changgang, meter
Daerah Kuala Langat, Daerah Kuala Langat,
State of Selangor. State of Selangor.

2) Lot 214, Lot 214, 18/04/1996 (A) N/A Freehold Land 3.39 acres/ 862
GRN 285705, GRN 285705, 13,711 square
Pekan Bukit Changgang, Pekan Bukit Changgang, meter
Daerah Kuala Langat, Daerah Kuala Langat,
State of Selangor. State of Selangor.

3) Lot 215, Lot 215, 18/04/1996 (A) N/A Freehold Land 3.39 acres/ 863
GRN 285705, GRN 285705, 13,708 square
Pekan Bukit Changgang, Pekan Bukit Changgang, meter
Daerah Kuala Langat, Daerah Kuala Langat,
State of Selangor. State of Selangor.

Top Glove Corporation Bhd 169


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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

4) Lot 216, Lot 216, 12/06/2012 (A) N/A Freehold Land 19.83 acres 8,292
GRN 285708, GRN 285708,
Pekan Bukit Changgang, Pekan Bukit Changgang,
Daerah Kuala Langat, Daerah Kuala Langat,
State of Selangor. State of Selangor.

5) Lot 217, Lot 217, 12/06/2012 (A) N/A Freehold Land 7.91 acres 3,305
GRN 285709, GRN 285709,
Pekan Bukit Changgang, Pekan Bukit Changgang,
Daerah Kuala Langat, Daerah Kuala Langat,
State of Selangor. State of Selangor.

6) Lot 218, Lot 218, 12/06/2012 (A) N/A Freehold Land 6.77 acres 2,828
GRN 285710, GRN 285710,
Pekan Bukit Changgang, Pekan Bukit Changgang,
Daerah Kuala Langat, Daerah Kuala Langat,
State of Selangor. State of Selangor.

D) TOP GLOVE MEDICAL


(THAILAND) CO. LTD.
1) 188, Moo 5, 60199, 60200, 60201 & 28/02/2003 (A) 11 Freehold Land, Factory, 9,504 square RM 9,187
Karnchanawanich Road, 60202, Office & Building meter (Thai Baht 75,337)
Tambon Sumnukgarm, Tambon Sumnukkaam
Sadao, Songkhla 90320, Ampur Sadao, 90320,
Thailand. Songkhla, Thailand.

28/02/2003 (A) 10 Freehold Hostel 1,200 square RM 1,499


meter (Thai Baht 12,295)

01/12/2011 (A) 3 Freehold Factory Building 5,134.5 square RM 3,307


meter (Thai Baht 27,120)

01/12/2011 (A) 3 Freehold Hostel 882 square RM 1,323


meter (Thai Baht 10,850)

2) Title Deed no.39553 Title Deed no.39553 03/03/2005 (A) N/A Freehold Pond Approx RM 695
Moo.5 Pruteaw Moo.5 Pruteaw 2.8 acres (Thai Baht 5,702)
Karnchanawanich Road, Karnchanawanich Road,
Tambon Samnakkaa, Tambon Samnakkaa,
Ampur Sadao, Sonkhla Ampur Sadao, Sonkhla
90320 Thailand. 90320 Thailand.

3) Nor. Sor. 3 Kor No 637 Nor. Sor. 3 Kor No 637 16/11/2010 (A) N/A Freehold Land Approx RM 5,997
& 638 & 638 32 acres (Thai Baht 49,177)
Tambon Sammakkaam, Tambon Sammakkaam,
Ampur Sadao, Songkhla Ampur Sadao, Songkhla
90320, Thailand. 90320, Thailand.

E) TG MEDICAL (U.S.A) INC.


1) 165-167 North Aspan, Ssessor’s ID #8615 31/03/2005 (A) 10 Freehold Warehouse/ Approx RM 14,000
Avenue, Azusa, 018 010 Office building 47,896 square (USD 3,320)
CA 91702, USA. feet/25,878
square feet

2) 153-155 North Aspan, Ssessor’s ID #8615 31/07/2013 (A) N/A Freehold Warehouse/ Approx RM 8,257
Avenue, Azusa, 018 011 Office building 53,143 square (USD 1,967)
CA 91702, USA. feet/25,950
square feet

F) TOP GLOVE TECHNOLOGY


(THAILAND) CO. LTD.
1) 188, Moo 5, Channod No. 52538, 23/02/2006 (A) 8 Freehold Factory/Office Approx RM 17,497
Tambon Pangla, 52539 & 52540, building 40.4 acres/ (Thai Baht
Ampur Sadao, Tambon Pangla, 47,816.68 143,477)
Songkhla 90170, Thailand. Ampur Sadao, square meter
Songkhla, Thailand.

G) Great Glove (Xing Hua)


Co. Ltd.
1) South Wei Wu Lu, South Wei Wu Lu, 13/10/2005 (A) 10 Leasehold Factory/Office 112,234.48 RM 19,063
Xinghua Economic Zhao Yang Zheng, (Expiring building, square meter/ (RMB 28,818)
Development Region, Xinghua City, China. on Sept 2056) Industrial 30,646.96
Xinghua City, usage. square meter
Jiangsu Province, China.

170 Top Glove Corporation Bhd


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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

2) No. 20, Tian Shui Yuan South Wei Wu Lu, 31/07/2007 (A) 8 Leasehold Accommodation 153.1 square RM 1,530
Tian Shui Hua Ting, Zhao Yang Zheng, (Expiring on for Staff meter/342.23 (RMB 2,313)
Xinghua Economic Xinghua City, China. 15th Jan 2074) square meter
Development Region,
Xinghua City,
Jiangsu Province, China.

H) B TECH INDUSTRY CO. LTD.


1) 268 M.5 T.Kampangphet 1. Nor Sor 3 Kor No. 2361 01/08/2006(A) 12 Freehold Factory/ Office Approx 44,718 RM 6,095
A.Rattaphum,Songkhla 2. Nor Sor 4 Jor No. 5943 building square meter/ (Thai Baht 49,977)
90180, Thailand. 3. Nor Sor 4 Jor No. 5944 8,754 square meter

4. Nor Sor 4 Jor No. 5947 21/08/2009 (A) 6 Freehold Waste water Approx 18.64
5. Nor Sor 4 Jor No. 5948 pond. acres
6. Nor Sor 4 Jor No .5949
7. Nor Sor 4 Jor No. 5950
8. Nor Sor 4 Jor No. 5951

I) FLEXITECH SDN BHD


1) Lot 127, Jalan 6, HS (M) 5735, PT4065, 15/09/2005 (A) 10 Leasehold Workers Hostel Approx 11,735.87 3,713
Komplek Olak Lempit, Komplek Perabot Olak (Expiring on square meter/
Mukim Tanjung 12, Lempit, Mukim Tanjung 26th Sep 2087) 6,826 square
42700 Banting, Selangor. Dua Belas, Daerah meter
Kuala Langat, Selangor.

2) Lot 128, Jalan 8, HS (M) 5719, PT4049, 02/08/2005 (A) 3 Leasehold Production/ Approx 11,735.87 11,144
Komplek Olak Lempit, Komplek Perabot Olak (Expiring on Warehouse square meter/
Mukim Tanjung 12, Lempit, Mukim Tanjung 26th Sep 2087) 6,183 square
42700 Banting, Selangor. Dua Belas, Daerah meter
Kuala Langat, Selangor.

3) Lot 124, Jalan 8, HS (M) 5721, PT4051, 08/01/2009 (A) 10 Leasehold Production/ Approx 12,140.56 5,321
Komplek Olak Lempit, Komplek Perabot Olak (Expiring on Office Lot square meter/
Mukim Tanjung 12, Lempit, Mukim Tanjung 26th Sep 2087) 10,172 square
42700 Banting, Selangor. Dua Belas, Daerah meter
Kuala Langat, Selangor.

4) Lot 126, Jalan 8, HS (M) 5720, PT4050, 08/01/2009 (A) 10 Leasehold Production/ Approx 12,140.56 5,321
Komplek Olak Lempit, Komplek Perabot Olak (Expiring on Office Lot square meter/
Mukim Tanjung 12, Lempit, Mukim Tanjung 26th Sep 2087) 6,813 square
42700 Banting, Selangor. Dua Belas, Daerah meter
Kuala Langat, Selangor.

5) No. 11, Jalan Emas 28, GRN 108819, Lot 630, 29/04/2013(A) 10 Freehold Accommodation Approx 130 220
Bandar Sungai Emas, Seksyen 5 Pekan Sungai for Staff square meter
42700 Banting, Selangor. Manggis, Mukim Tanjong
Duabelas, Daerah
Kuala Langat, Selangor.

6) No. 7, Jalan Emas 28, GRN 108817, Lot 628, 19/06/2013(A) 10 Freehold Accommodation Approx 130 231
Bandar Sungai Emas, Seksyen 5 Pekan Sungai for Staff square meter
42700 Banting, Selangor. Manggis, Mukim Tanjong
Duabelas, Daerah
Kuala Langat, Selangor.

J) TOP QUALITY GLOVE


SDN. BHD.
1) Lot 2604, GRN 47717, Lot 2604, 25/01/2013 (A) N/A Freehold Land Approx. 1.9526 2,040
Mukim Tanjong Dua belas, Mukim Tanjong Duabelas, hectares/4 acres
Daerah Kuala Langat, Daerah Kuala Langat, 3 rood 12.0 pole.
Selangor. Selangor.

2) Lot 2605, GRN 47718 Lot 2605, 25/01/2013 (A) N/A Freehold Land Approx. 2.031 2,122
Mukim Tanjong Dua belas, Mukim Tanjong Duabelas, hectares/5 acres
Daerah Kuala Langat, Daerah Kuala Langat, 0 rood 03.0 pole.
Selangor. Selangor.

3) Lot 2615, GRN 47724, Lot 2615, 25/01/2013 (A) N/A Freehold Land Approx. 1.7376 1,815
Mukim Tanjong Dua belas, Mukim Tanjong Duabelas, hectares/4 acres
Daerah Kuala Langat, Daerah Kuala Langat, 1 rood 07.0 pole.
Selangor. Selangor.

4) Lot 2616, GRN 47725, Lot 2616, 25/01/2013 (A) N/A Freehold Land Approx. 2.0942 2,188
Mukim Tanjong Dua belas, Mukim Tanjong Duabelas, hectares/5 acres
Daerah Kuala Langat, Daerah Kuala Langat, 0 rood 28.0 pole.
Selangor. Selangor.

Top Glove Corporation Bhd 171


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LIST OF PROPERTIES
FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2015 (CONT’D)

AUDITED NET
DATE OF AGE OF BOOK VALUE
PARTICULARS OF ACQUISITION(A)/ BUILDING DESCRIPTION/ LAND AREA/ AS AT 31.8.2015
PROPERTY REVALUATION(R) (YEARS) TENURE EXISITING USE BUILD-UP AREA (RM’000)

5) Lot 4961, Tempat Batu 5, GM 525, Lot No 4961, 17/09/2008 (A) 2 Freehold Factory/Glove 3 acres 12,235
Jalan Binjai, 41050 Klang, Mukim of Kapar, Manufacturing
Selangor. District of Klang,
State of Selangor.

6) Lot 5135, Jalan Dahlia, GM 5061, Lot No 5135, 10/07/2014 (A) N/A Freehold Land Approx. 4.656 11,504
Off Jalan Meru. Mukim of Kapar, acres
District of Klang, (202,827 sqft)
State of Selangor.

K) GMP MEDICARE
SDN BHD
1) Lot 4991, HSM 39325, PT64593, 01/08/2013 (A) 2 Freehold Factory/Glove 75,669 ft2 (Ground 13,551
Jalan Bunga Raya, Mukim of Kapar, Manufacturing floor = 74,593ft2,
Batu 5 ½, Off Jalan Meru, District of Klang, Mezzanine floor =
41050 Klang, Selangor. State of Selangor. 1,076 ft2

2) Lot 2431, Lot 11558, 06/12/2012 (A) Phase Freehold Factory/Glove 16.7 acres/ 13,522
Mukim Port Dickson, (Baki Lot 2431, PA50813) 1 - 19yrs Manufacturing 2,2000 meter
Sendayan, 71100 Siliau, Mukim Port Dickson, Phase square
Port Dickson, Daerah Port Dickson, 2 - 13yrs
Negeri Sembilan. Negeri Sembilan.

3) Lot 4985, GM 2321, Lot 4985, 18/06/2010 (A) 1 Freehold Factory/Glove 3 acres 9,504
Tempat Batu 5, Mukim of Kapar, Manufacturing
Jalan Sungai Binjai, District of Klang,
41050 Klang, Selangor. State of Selangor.

L) TOP GLOVE PROPERTIES


SDN BHD
1) 16, Persiaran Setia Dagang, HSD 277347, PT29363, 21/09/2011 (A) 2 Freehold Office Tower 2 acres 111,178
Bandar Setia Alam, Mukim Bukit Raja,
Seksyen U13, 40170, District of Petaling,
Shah Alam, Selangor. State of Selangor.

2) 18, Persiaran Setia Dagang, H.S.(D) 293019, PT32307, 07/06/2015 (A) N/A Freehold Vacant 6,070.30 Sqt Meter 20,817
Bandar Setia Alam, Mukim Bukit Raja,
Seksyen U13, 40170, District of Petaling,
Shah Alam, Selangor. State of Selangor.

M) PT AGRO PRATAMA
SEJAHTERA
1) The City Tower, 12th Floor Bangka Belitung Province 01/10/2012 2 Land Concession Industrial Forest 30,773 hectares 22,678
1 N, JL MH Thamrin No. 81, for 60 Years Plantation
Jakarta Pusat 10310, Including
Indonesia. Planting and
Tapping of
Rubber Trees

172 Top Glove Corporation Bhd


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ANALYSIS OF SHAREHOLDINGS
AS AT 29 OCTOBER 2015
SHARE CAPITAL
Authorised Share Capital : RM400,000,000.00
Issued and Fully Paid-Up Capital : RM312,786,781.00
Adjusted Issued and Fully Paid-up Capital : RM311,124,581.00 (excluding 3,324,400 treasury shares)
Class of Shares : Ordinary Shares of RM0.50 each
Voting Rights : One vote per ordinary share

1. DISTRIBUTION OF SHAREHOLDINGS

Size of Shareholdings No. of Holders % No. of Shares %

1 - 99 122 1.93 2,660 0.00


100 - 1,000 2,444 38.73 1,667,238 0.27
1,001 - 10,000 2,683 42.51 10,192,785 1.64
10,001 - 100,000 728 11.54 22,394,264 3.60
100,001 - 31,112,457 (less than 5% of Issued Shares) 332 5.26 460,353,527 73.98
31,112,458 (5% of Issued Shares) and above 2 0.03 127,638,688 20.51

6,311 100.00 622,249,162 100.00

2. SUBSTANTIAL SHAREHOLDERS

The Substantial Shareholders of Top Glove Corporation Bhd ("Top Glove") based on the Register of
Substantial Shareholders of the Company and their respective shareholdings are as follows:

No. of Ordinary Shares Held

No. Name Direct %^ Indirect %^

1. Tan Sri Dr Lim Wee Chai 183,720,638 29.53 51,450,204* 8.27


2. Puan Sri Tong Siew Bee 9,196,348 1.48 225,974,494** 36.32
3. Lim Hooi Sin 10,099,762 1.62 225,070,780*** 36.17
4. Firstway United Corp 32,153,794 5.17 - -
5. Lim Jin Feng 300 ~ 225,070,780**** 36.17

Note :

^ Calculated based on 622,249,162 Shares (issued and paid up share capital of 625,573,562 Shares
less Treasury Shares of 3,324,400).
* Deemed interested through Puan Sri Tong Siew Bee, Lim Hooi Sin, Lim Jin Feng and Firstway United
Corp's direct interest in Top Glove.
** Deemed interested through Tan Sri Dr Lim Wee Chai, Lim Hooi Sin, Lim Jin Feng and Firstway United
Corp's direct interest in Top Glove.
*** Deemed interested through Tan Sri Dr Lim Wee Chai and Puan Sri Tong Siew Bee and their direct
interest in Firstway United Corp.
**** Deemed interested through Tan Sri Dr Lim Wee Chai and Puan Sri Tong Siew Bee and their direct
interest in Firstway United Corp.
~ Negligible.

Top Glove Corporation Bhd 173


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ANALYSIS OF SHAREHOLDINGS
AS AT 29 OCTOBER 2015
(CONT’D)

3. DIRECTORS' SHAREHOLDINGS
The Directors' Shareholdings of Top Glove based on the Register of Directors' Shareholdings are as follows:

No. of Ordinary Shares Held

No. Name Direct %^ Indirect %^

1. Tan Sri Dr Lim Wee Chai 183,720,638 29.53 51,450,204* 8.27


2. Tan Sri Dato' Seri Utama Arshad Bin Ayub 554,900 0.09 - -
3. Tan Sri Mohd Sidek Bin Haji Hassan - - - -
4. Tan Sri Rainer Althoff - - - -
5. Lee Kim Meow 335,100 0.05 10,000**** ~
6. Puan Sri Tong Siew Bee 9,196,348 1.48 225,974,494** 36.32
7. Lim Hooi Sin 10,099,762 1.62 225,070,780*** 36.17
8. Lim Cheong Guan 75,200 0.01 - -
9. Dato' Lim Han Boon - - - -
10. Datuk Noripah Binti Kamso - - - -
11. Sharmila Sekarajasekaran - - - -

Note :
^ Calculated based on 622,249,162 Shares (issued and paid up share capital of 625,573,562 Shares
less Treasury Shares of 3,324,400).
* Deemed interested through Puan Sri Tong Siew Bee, Lim Hooi Sin, Lim Jin Feng and Firstway United
Corp's direct interest in Top Glove.
** Deemed interested through Tan Sri Dr Lim Wee Chai and Puan Sri Tong Siew Bee and Firstway United
Corp's direct interest in Top Glove.
*** Deemed interested through Tan Sri Dr Lim Wee Chai and Puan Sri Tong Siew Bee and their direct
interest in Firstway United Corp.
**** Deemed interested through Madam Chung Lee Moy.
~ Negligible.

The Directors' Share Options held under the Employees’ Share Option Scheme of the Company are as follows:

No. of Options Held

No. Name Direct Indirect

1. Tan Sri Dr Lim Wee Chai 672,000 264,000*


2. Tan Sri Dato' Seri Utama Arshad Bin Ayub - -
3. Tan Sri Mohd Sidek Bin Haji Hassan - -
4. Tan Sri Rainer Althoff - -
5. Lee Kim Meow 352,800 -
6. Puan Sri Tong Siew Bee 259,200 676,800**
7. Lim Hooi Sin - 931,200***
8. Lim Cheong Guan 184,200 -
9. Dato' Lim Han Boon - -
10. Datuk Noripah Binti Kamso - -
11. Sharmila Sekarajasekaran - -

Note :
* Deemed interested through Puan Sri Tong Siew Bee, Lim Jin Feng and Lim Hooi Sin's options in Top Glove.
** Deemed interested through Tan Sri Dr Lim Wee Chai, Lim Jin Feng and Lim Hooi Sin's options in Top Glove.
*** Deemed interested through Tan Sri Dr Lim Wee Chai and Puan Sri Tong Siew Bee's options in Top Glove.

174 Top Glove Corporation Bhd


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ANALYSIS OF SHAREHOLDINGS
AS AT 29 OCTOBER 2015
(CONT’D)

4. THIRTY LARGEST REGISTERED SHAREHOLDERS ACCORDING TO THE RECORD OF DEPOSITORS

No. Names Shareholdings %

1. Tan Sri Dr Lim Wee Chai 95,484,894 15.35


2. Cimsec Nominees (Asing) Sdn. Bhd.
- CIMB Bank for Firstway United Corp 32,153,794 5.17
3. Cimsec Nominees (Tempatan) Sdn. Bhd.
- CIMB Bank for Tan Sri Dr Lim Wee Chai 30,900,000 4.97
4. MFP Capital Corporation 22,223,916 3.57
5. Citigroup Nominees (Tempatan) Sdn. Bhd.
- UBS AG Singapore for Tan Sri Dr Lim Wee Chai 20,000,000 3.21
6. Cartaban Nominees (Tempatan) Sdn Bhd
- Standard Chartered Bank Singapore Branch (Private Bank)
for Tan Sri Dr Lim Wee Chai 14,000,000 2.25
7. HSBC Nominees (Asing) Sdn Bhd
- Exempt An for The Bank of New York Mellon (Mellon Acct) 13,973,400 2.25
8. Citigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board 13,515,873 2.17
9. Maybank Nominees (Tempatan) Sdn. Bhd.
- DBS Bank for Tan Sri Dr Lim Wee Chai 12,500,000 2.01
10. Kumpulan Wang Persaraan (Diperbadankan) 11,229,200 1.80
11. Amsec Nominees (Tempatan) Sdn. Bhd.
- Amtrustee Berhad for CIMB Islamic Dali Equity Growth Fund (UT-CIMB-DALI) 11,206,400 1.80
12. Cartaban Nominees (Asing) Sdn Bhd
- Exempt An for RBC Investor Services Trust (Clients Account) 9,518,661 1.53
13. HSBC Nominees (Asing) Sdn. Bhd.
- Exempt An for JPMorgan Chase Bank, National Association (U.S.A.) 9,400,259 1.51
14. DB (Malaysia) Nominee (Asing) Sdn. Bhd.
- State Street Australia Fund Remi for Retail Employees Superannuation Trust 8,890,136 1.43
15. Citigroup Nominees (Asing) Sdn. Bhd.
- CBHK for Hostplus Pooled Superannuation Trust (Northcape Cap) 8,733,065 1.40
16. Sekarajasekaran A/L Arasaratnam 7,670,118 1.23
17. Citigroup Nominees (Asing) Sdn. Bhd.
- UBS AG 6,987,905 1.12
18. Cartaban Nominees (Tempatan) Sdn Bhd
- Exempt An for Eastspring Investments Berhad 5,901,700 0.95
19. Puan Sri Tong Siew Bee 5,847,010 0.94
20. Amanahraya Trustees Berhad
- Public Islamic Select Treasures Fund 5,569,800 0.90
21. HSBC Nominees (Asing) Sdn Bhd
- HSBC Bk Plc for Saudi Arabian Monetary Agency 5,172,200 0.83
22. Lim Hooi Sin 5,144,730 0.83
23. Citigroup Nominees (Asing) Sdn. Bhd.
- Exempt An for Citibank New York (Norges Bank 14) 5,058,800 0.81
24. Citigroup Nominees (Tempatan) Sdn Bhd
- Exempt An for AIA Bhd. 4,847,200 0.78
25. Lim Hooi Sin 4,797,332 0.77
26. Tan Sri Dr Lim Wee Chai 4,650,000 0.75
27. Citigroup Nominees (Asing) Sdn. Bhd.
- CBNY for DFA Emerging Markets Small Cap Series 4,640,460 0.75
28. Cartaban Nominees (Asing) Sdn. Bhd.
- SSBT Fund ZVE4 for State Street Active Emerging Markets
Select Securities Lending QIB Common Trust Fund 4,612,600 0.74
29. HSBC Nominees (Asing) Sdn Bhd
- Exempt An for BNP Paribas Securities Services (Client Assets) 4,509,017 0.72
30. Citigroup Nominees (Asing) Sdn. Bhd.
- Exempt An for Citibank New York (Norges Bank 9) 4,470,700 0.72

Total 393,609,170 63.26

Top Glove Corporation Bhd 175


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NOTICE OF THE SEVENTEENTH


ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the Seventeenth Annual General Meeting (“17th AGM”) of the Company will
be held at TG Grand Ballroom 2, Level 9, Top Glove Tower of 16, Persiaran Setia Dagang, Setia Alam, Seksyen
U13, 40170 Shah Alam, Selangor Darul Ehsan, Malaysia on Wednesday, 6 January 2016 at 11:30 a.m. for the
following purposes:

AGENDA

1. To receive the Audited Financial Statements for the financial year ended 31 August 2015
together with the Reports of the Directors and the Auditors thereon.

2. To approve the declaration of a Single Tier Final Dividend of 12 sen per share (24%) and
Special Single Tier Final Dividend of 3 sen per share (6%) for the financial year ended
31 August 2015. (Resolution 1)

3. To approve the payment of Directors’ Fees for the financial year ended 31 August 2015. (Resolution 2)

4. To re-elect the following Directors who retire pursuant to Article 94 of the Company’s
Articles of Association and being eligible, have offered themselves for re-election:

(a) Lee Kim Meow; (Resolution 3)


(b) Puan Sri Tong Siew Bee; and (Resolution 4)
(c) Lim Hooi Sin. (Resolution 5)

5. To re-elect the following Directors who retire pursuant to Article 100 of the Company’s
Articles of Association and being eligible, have offered themselves for re-election:

(a) Datuk Noripah Binti Kamso; and (Resolution 6)


(b) Sharmila Sekarajasekaran. (Resolution 7)

6. To pass the following resolution pursuant to Section 129(6) of the Companies Act, 1965:

“That Tan Sri Dato’ Seri Utama Arshad Bin Ayub who has attained the age of over seventy
(70) years, be and is hereby re-appointed as Director of the Company and to hold office
until the conclusion of the next Annual General Meeting.” (Resolution 8)

7. To re-appoint Messrs. Ernst & Young as Auditors of the Company until the conclusion of
the next Annual General Meeting and to authorise the Directors to fix their remuneration. (Resolution 9)

8. As Special Business

To consider and, if thought fit, with or without any modification, to pass the following
resolutions which will be proposed as Ordinary Resolutions:

(a) Ordinary Resolution No. 1

Authority To Issue Shares Pursuant To Section 132D Of The Companies Act, 1965

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

176 Top Glove Corporation Bhd


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NOTICE OF THE SEVENTEENTH


ANNUAL GENERAL MEETING
(CONT’D)

(b) Ordinary Resolution No. 2

Retention of Independent Director

“THAT subject to the passing of Resolution No. 8, approval be and is hereby given to
retain Tan Sri Dato’ Seri Utama Arshad Bin Ayub who has served as Independent Non-
Executive Director of the Company for more than nine (9) years in accordance with
Malaysian Code on Corporate Governance 2012.” (Resolution 11)

(c) Ordinary Resolution No. 3

Proposed Renewal of Authority For Share Buy-Back

“THAT subject to the Companies Act, 1965, the Company’s Memorandum and Articles
of Association, Bursa Malaysia Securities Berhad (“Bursa Securities”) Main Market
Listing Requirements and the approvals of all relevant governmental and/or regulatory
authority (if any), the Company be and is hereby authorised to purchase such amount
of ordinary shares of RM0.50 each in the Company (“Proposed Share Buy-Back”) as
may be determined by the Board from time to time through Bursa Securities upon
such terms and conditions as the Board may deem fit and expedient in the interest of
the Company provided that the aggregate number of shares purchased pursuant to
this resolution shall not exceed ten per centum (10%) of the total issued and paid-up
share capital of the Company;

AND THAT the maximum amount of funds to be utilised for the purpose of the
Proposed Share Buy-Back shall not exceed the aggregate retained profits or share
premium account of the Company based on its audited financial statements for the
financial year ended 31 August 2015 of RM251,206,000.00 and RM200,302,000.00
respectively;

AND THAT at the discretion of the Board, the shares of the Company to be purchased
are proposed to be cancelled and/or retained as treasury shares and/or distributed
as dividends and/or resold on Bursa Securities;

AND THAT such authority shall commence immediately upon passing of this resolution
until:

(i) the conclusion of the next Annual General Meeting of the Company following the
General Meeting at which such resolution was passed at which time it will lapse
unless by ordinary resolution passed at that Meeting, the authority is renewed,
either unconditionally or subject to conditions;

(ii) the expiration of the period within which the next Annual General Meeting after
that date is required by law to be held; or

(iii) the authority is revoked or varied by ordinary resolution passed by the


shareholders of the Company in General Meeting,

whichever is the earlier;

AND THAT the Board be and is hereby authorised to take such steps to give full effect
to the Proposed Share Buy-Back with full power to assent to any conditions,
modifications, variations and/or amendments as may be imposed by the relevant
authorities and/or to do all such acts and things as the Board may deem fit and
expedient in the best interest of the Company.” (Resolution 12)

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

Top Glove Corporation Bhd 177


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NOTICE OF THE SEVENTEENTH


ANNUAL GENERAL MEETING
(CONT’D)

NOTICE OF DIVIDEND ENTITLEMENT

NOTICE IS ALSO HEREBY GIVEN THAT a Single Tier Final Dividend of 12 sen per share and Special Single Tier
Final Dividend of 3 sen per share in respect of the financial year ended 31 August 2015 will be payable on 28
January 2016 to depositors who are registered in the Record of Depositors at the close of business on 13 January
2016, if approved by members at the forthcoming Seventeenth AGM on 6 January 2016.

A Depositor shall qualify for entitlement only in respect of:

(a) Shares transferred into the Depositor’s Securities Account before 4:00 p.m. on 13 January 2016 in respect
of ordinary transfers; and

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

By Order of the Board

CHUA SIEW CHUAN CHIN MUN YEE NGIAN YOKE FUNG


(MAICSA 0777689) (MAICSA 7019243) (MAICSA 7049093)
Chartered Secretary Chartered Secretary Chartered Secretary

SHAH ALAM
16 November 2015

NOTES TO THE NOTICE OF THE SEVENTEENTH ANNUAL GENERAL MEETING:

Proxy

1. In respect of deposited securities, only members whose names appear in the Record of Depositors on
28 December 2015 (General Meeting Record of Depositors) shall be eligible to attend the Meeting.

2. A member of the Company entitled to attend and vote at the Meeting is entitled to appoint one or more proxies
to attend and vote in his stead. A proxy may but need not be a member of the Company and a member may
appoint any person to be his proxy and the provisions of Sections 149(1) (a), (b), (c) and (d) of the Companies
Act, 1965 shall not apply to the Company. There shall be no restriction as to the qualification of the proxy. A
proxy appointed to attend and vote at the Meeting shall have the same rights as the member to speak at the
Meeting.

3. Where a holder appoints two or more proxies, the appointment shall be invalid unless he specifies the
proportion of his shareholdings to be represented by each proxy.

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

5. Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the
Company for multiple beneficial owners in one securities account (“omnibus account”), there is no limit to the
number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it
holds.

6. The instrument appointing a proxy must be deposited at the office of the Share Registrar, Securities Services
(Holdings) Sdn Bhd at Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara
Heights, 50490 Kuala Lumpur, Wilayah Persekutuan not less than 48 hours before the time appointed for
holding the Meeting or at any adjournment thereof.

178 Top Glove Corporation Bhd


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NOTICE OF THE SEVENTEENTH


ANNUAL GENERAL MEETING
(CONT’D)

Audited Financial Statements for financial year ended 31 August 2015

7. The Audited Financial Statements under Agenda 1 is meant for discussion only as the provision of Section
169(1) of the Companies Act 1965 does not require the Audited Financial Statements to be formally approved
by the shareholders. As such, this item is not put forward for voting.

Declaration of Single Tier Final Dividend of 12 sen per share (24%) and Special Single Tier Final Dividend of
3 sen per share (6%) for financial year ended 31 August 2015

8. In accordance with Article 153 of the Company’s Articles of Association, the Company in General Meeting
may declare dividends, but no dividend shall exceed the amount recommended by the Directors. A Single
Tier Final Dividend of 12 sen per share (24%) and Special Single Tier Final Dividend of 3 sen per share (6%)
based on 622,249,162 ordinary shares (the adjusted issued capital after netting 3,324,400 treasury shares)
as at the date of the Notice amounting to RM74,669,899.44 and RM18,667,474.86 in respect of the financial
year ended 31 August 2015 is proposed for shareholders' approval. The actual amount of final dividend per
ordinary share would be dependent on the actual number of ordinary shares as at the Book Closure Date.
Pursuant to Paragraph 8.26 of the Bursa Securities Main Market Listing Requirements, the Single Tier Final
Dividend and Special Single Tier Final Dividend, if approved, shall be paid not later than three (3) months from
the date of the shareholders’ approval.

Determination and Payment of Directors’ fees

9. Article 105 of the Company’s Articles of Association provides that fees payable to Directors shall not be
increased except pursuant to a resolution passed at a General Meeting. Therefore, shareholders’ approval is
required for the determination and payment of Directors’ fees amounting to RM1,259,700.00 for the financial
year ended 31 August 2015.

Re-election of Directors who retire by rotation pursuant to Article 94

10. Article 94 of the Company’s Articles of Association provides that one third (1/3) of the Directors of the Company
for the time being shall retire by rotation at an AGM of the Company. All the Directors shall retire from office
once at least in each three (3) years but shall be eligible for re-election.

The profiles of the Directors who are standing for re-election as per Agenda 4 of the Notice of Seventeenth
AGM are stated on pages 12 and 13 of this Annual Report.

Re-election of Directors who retire by rotation pursuant to Article 100

11. Article 100 of the Company’s Articles of Association provides that the Directors shall have power at any time
and from time to time to appoint any other person to be a Director of the Company either to fill a casual
vacancy or as an addition to the existing Directors but so that the total number of Directors shall not at any
time exceed the maximum number fixed by the Company’s Articles of Association. Any Director so appointed
shall hold office only until the next AGM of the Company when he shall retire but shall then be eligible for re-
election but he shall not be taken into account in determining the Directors who are to retire by rotation at the
meeting.

The profiles of the Directors who are standing for re-election as per Agenda 5 of the Notice of Seventeenth
AGM are stated on page 15 of this Annual Report.

Re-appointment of Director who has attained the age of over seventy (70) years pursuant to Section 129
(6) of the Companies Act, 1965

12. Tan Sri Dato’ Seri Utama Arshad Bin Ayub, who has attained the age of over 70 years, has offered himself for
re-appointment as Director of the Company and to hold office until the conclusion of the next AGM. The re-
appointment, shall take effect if the proposed Ordinary Resolution 8 is passed by a majority of not less than
three-fourths of such members as being entitled to vote in person or, where proxies are allowed, by proxy at
this Seventeenth AGM.

The profile of the Director who is standing for re-appointment is stated on page 9 of this Annual Report.

Top Glove Corporation Bhd 179


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NOTICE OF THE SEVENTEENTH


ANNUAL GENERAL MEETING
(CONT’D)

Re-appointment of Auditors

13. The Audit Committee and the Board have considered the re-appointment of Messrs. Ernst & Young as Auditors
of the Company and collectively agreed that Messrs. Ernst & Young has met the relevant criteria prescribed
by Paragraph 15.21 of Bursa Securities Main Market Listing Requirements.

EXPLANATORY NOTE TO SPECIAL BUSINESS:

1. Authority pursuant to Section 132D of the Companies Act, 1965.

Ordinary Resolution No. 1 is proposed for the purpose of granting a renewed general mandate (“General
Mandate”) and empowering the Directors of the Company, pursuant to Section 132D of the Companies Act,
1965, to issue and allot new shares in the Company from time to time provided that the aggregate number of
shares issued pursuant to the General Mandate does not exceed 10% of the issued and paid-up share capital
of the Company for the time being. The General Mandate, unless revoked or varied by the Company in
General Meeting, will expire at the conclusion of the next AGM of the Company.

The General Mandate will provide flexibility to the Company for allotment of shares for any possible fund
raising activities, including but not limited to placement of shares for the purpose of funding future investment
project(s), working capital and/or acquisition(s).

As at the date of this Notice, no new shares in the Company were issued pursuant to the mandate granted
to the Directors at the Sixteenth AGM held on 8 January 2015 and which will lapse at the conclusion of the
Seventeenth AGM.

2. Retention as Independent Non-Executive Director of the Company pursuant to the Malaysian Code
on Corporate Governance 2012 (Ordinary Resolution No. 2)

Tan Sri Dato’ Seri Utama Arshad Bin Ayub was appointed as Independent Non-Executive Director of the
Company on 4 September 2000, and has, therefore served for more than nine (9) years. As at the date of the
Notice of the AGM, he has served the Company for fifteen (15) years. However, he has met the independence
guidelines as set out in Chapter 1 of Bursa Securities Main Market Listing Requirements. The Board, therefore,
considers him to be independent and believes that he should be retained as Independent Non-Executive
Director.

3. Proposed Renewal of Authority for Share Buy-Back

Ordinary Resolution No. 3 is proposed for the purpose of renewing the authority granted by the shareholders
of the Company at the Sixteenth AGM held on 8 January 2015. The proposed renewal will allow your Board
of Directors to exercise the power of the Company to purchase not more than 10% of the issued and paid-up
share capital of the Company at any time within the time period stipulated in Bursa Securities Main Market
Listing Requirements.

STATEMENT ACCOMPANYING NOTICE OF ANNUAL GENERAL MEETING

There is no Director standing for election at the Seventeenth AGM of the Company.

180 Top Glove Corporation Bhd


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ADMINISTRATIVE DETAILS FOR THE 17TH AGM


AND EXTRAORDINARY GENERAL MEETING
Event 17th AGM Extraordinary General Meeting (“EGM”)

Day & Date : Wednesday, 6 January 2016 Wednesday, 6 January 2016

Time : 11.30 a.m. 12.30 p.m. or immediately upon the conclusion or


adjournment of the 17th AGM, whichever is later

Venue of Meeting : TG Grand Ballroom 2, Level 9, Top Glove Tower of 16, Persiaran Setia Dagang, Setia
Alam, Seksyen U13, 40170 Shah Alam, Selangor Darul Ehsan, Malaysia

Time & Place : From 9.00 a.m. onwards


of Registration Level 2, Top Glove Tower of 16, Persiaran Setia Dagang, Setia Alam, Seksyen U13,
40170 Shah Alam, Selangor Darul Ehsan, Malaysia

Proxy Form : Share Registrar Office at Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar
Place of Damansara, Damansara Heights, 50490 Kuala Lumpur, Wilayah Persekutuan (The Share
Lodgement Registrar will provide a box at the ground floor of its office building for drop in of proxy forms.)

Last Date & : Monday, 4 January 2016 Monday, 4 January 2016 at 12.30 p.m.
Time of at 11.30 a.m.
Lodgement

REGISTRATION PROCESS FOR 17th AGM & EGM FOR SHAREHOLDERS AND PROXIES
1. Registration will remain open until the conclusion or adjournment of the 17th AGM or EGM or such time as
may be determined by the Chairman of the meetings.
2. Please produce your original National Registration Identification Card (“NRIC”)/ Passport at the registration counters
for verification and sign the attendance list. Kindly ensure you collect your NRIC/Passport upon completion.
3. Upon verification and registration, you will be given an identification wristband to be secured around your
wrist and a gift bag (up to a maximum of 2 gift bags per person). Kindly also inform the registration officer
should you wish to stay for lunch after the meetings.
4. Usage of identification wristband:
a) Only person with identification wristband will be allowed to enter the meeting hall.
b) Only person with identification wristband will be allowed to enter the refreshment area and lunch venue.
There will be no replacement in the event that you lose or misplace your identification wristband.
5. After registration, please exit the registration area immediately and proceed to the refreshment area located
at the same floor as the registration. The meeting hall located at Level 9, Top Glove Tower is only open for
admission at 11.00 a.m.
6. No person will be allowed to register on behalf of another person even with the original NRIC/Passport of
that other person.
7. Registration counters will only handle verification of identities and registrations. Please proceed to Help Desk
if you have any other enquires or need clarifications.

PARKING
Parking is free at Top Glove Tower ONLY. Please produce your parking ticket during registration for validation.

HELP DESK
Please proceed to Help Desk for the following matters:
1. Registration of Corporate Member.
2. Revocation of Proxy’s Appointment.
3. Any clarifications or queries or feedbacks.

RECORD OF DEPOSITORS FOR ATTENDANCE AT 17th AGM AND EGM


For the purpose of determining members who shall be entitled to attend the 17th AGM and EGM, the Company shall
request Bursa Malaysia Depository Sdn. Bhd. to issue a General Meeting Record of Depositors (“ROD”) as at 28
December 2015. Only depositors whose names appear on the ROD as at 28 December 2015 shall be entitled to attend,
speak and vote at the said meetings or appoint proxies to attend, speak and vote on depositors’ behalf.

Top Glove Corporation Bhd 181


Annual Report 2015
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ADMINISTRATIVE DETAILS FOR THE 17TH AGM


AND EXTRAORDINARY GENERAL MEETING
(CONT’D)

PROXY
1. A member entitled to attend, speak and vote is entitled to appoint one (1) or more proxies to attend, speak and vote
on his/her behalf. If you are unable to attend the 17th AGM and EGM and wish to appoint a proxy to vote on your
behalf, please submit your Proxy Form in accordance with the notes and instructions printed therein.
2. If you wish to personally attend the 17th AGM and EGM, please do not submit any Proxy Form. You will not
be allowed to attend the aforesaid meetings together with a proxy appointed by you.
3. If you have submitted your Proxy Form prior to the meetings and subsequently decided to personally attend
the meetings, please proceed to the Help Desk to revoke the appointment of your proxy.

CORPORATE MEMBER
Any corporate member who wishes to appoint a representative instead of a proxy to attend the 17th AGM and
EGM should submit the original certificate of appointment under the seal of the corporation to the office of the
Share Registrar at any time before the time appointed for holding the meetings or to the Help Desk staff on the
meeting day for the Company’s records. You will NOT be allowed to attend the meetings if you fail to produce the
original certificate of appointment.

ENQUIRIES FOR 17TH AGM/ EGM AND 2015 ANNUAL REPORT


Please email to agm2016@topglove.com.my, if you have queries in relation to the AGM/ EGM, form of proxy,
administrative details of the meetings and 2015 Annual Report. The said email account is set up to attend to AGM/
EGM enquiries and will be valid from 16 November 2015 to 6 January 2016.

Alternatively, you may contact our Share Registrar at Tel: +603-2084 9000, during office hours:
1. Mr. Wong Piang Yoong (email: piang.yoong.wong@sshsb.com.my)
2. Encik Mohd Hisham Hashim (hishamh@sshsb.com.my)

MAP TO TOP GLOVE TOWER

182 Top Glove Corporation Bhd


Annual Report 2015
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FORM OF PROXY

*I/We ________________________________________________________________________________________
(Name in full)
I/C No. or Passport No. or Company No. ______________________________ of _____________________________
(New and Old I.C. Nos.) (Address)
______________________________________________________________Tel:_____________________________
(Address)
being a *member/members of TOP GLOVE CORPORATION BHD hereby appoint:
______________________________________________ I/C No./Passport No. ____________________________ of
(Name in full) (New and Old I.C. Nos.)
______________________________________________________________Tel:_____________________________
(Address)
or failing *him/her, __________________________________ I/C No./Passport No. _________________________ of
(Name in full) (New and Old I.C. Nos.)

______________________________________________________________Tel:_____________________________
(Address)

or failing *him/her, *the CHAIRMAN OF THE MEETING, as *my/our proxy to attend and vote for *me/us, and on *my/our
behalf at the Seventeenth Annual General Meeting of the Company to be held at TG Grand Ballroom 2, Level 9, Top
Glove Tower of 16, Persiaran Setia Dagang, Setia Alam, Seksyen U13, 40170 Shah Alam, Selangor Darul Ehsan,
Malaysia on Wednesday, 6 January 2016 at 11:30 a.m. and at any adjournment thereof.
The proportion of *my/our holding to be represented by *my/our proxies are as follows:

First Proxy: % Second Proxy: %


* Strike out whichever not applicable.

Please indicate with an “X” in the spaces provided below how you wish your votes to be casted. If no specific direction
as to voting is given, the Proxy will vote or abstain from voting at his/her discretion.

No. Resolutions For Against


ORDINARY BUSINESS
1 To approve the declaration of the Single Tier Final Dividend of 12 sen per share (24%) and
Special Single Tier Final Dividend of 3 sen per share (6%) for the financial year ended
31 August 2015.
2 To approve the payment of Directors’ Fees.
3 To re-elect the Director, Mr. Lee Kim Meow.
4 To re-elect the Director, Puan Sri Tong Siew Bee.
5 To re-elect the Director, Mr. Lim Hooi Sin.
6 To re-elect the Director, Datuk Noripah Binti Kamso.
7 To re-elect the Director, Ms. Sharmila Sekarajasekaran.
8 To re-appoint the Director, Tan Sri Dato’ Seri Utama Arshad Bin Ayub.
9 To re-appoint Messrs. Ernst & Young as Auditors of the Company.
SPECIAL BUSINESS
10 Authority to issue shares pursuant to Section 132D of the Companies Act, 1965.
11 To retain Tan Sri Dato’ Seri Utama Arshad Bin Ayub as the Independent Non-Executive
Director.
12 Proposed Renewal of Authority for Share Buy-Back.

Signed on this _____ day of __________ 2015/2016 Number of Shares held CDS Account No.

Signature of Member/Common Seal


Notes:
1. In respect of deposited securities, only members whose names appear in 4. The instrument appointing a proxy shall be in writing under the hand of the
the Record of Depositors on 28 December 2015 (General Meeting Record appointor or of his attorney duly authorised in writing or, if the appointor is
of Depositors) shall be eligible to attend the Meeting. a corporation, either under its seal or under the hand of an officer or attorney
duly authorised.
2. A member of the Company entitled to attend and vote at the Meeting is
entitled to appoint one or more proxies to attend and vote in his stead. A 5. Where a member of the Company is an exempt authorised nominee which
proxy may but need not be a member of the Company and a member may holds ordinary shares in the Company for multiple beneficial owners in one
appoint any person to be his proxy and the provisions of Sections 149(1) securities account (“omnibus account”), there is no limit to the number of
(a), (b), (c) and (d) of the Companies Act, 1965 shall not apply to the proxies which the exempt authorised nominee may appoint in respect of
Company. There shall be no restriction as to the qualification of the proxy. each omnibus account it holds.
A proxy appointed to attend and vote at the Meeting shall have the same
rights as the member to speak at the Meeting. 6. The instrument appointing a proxy must be deposited at the office of the
Share Registrar, Securities Services (Holdings) Sdn. Bhd. at Level 7,
3. Where a holder appoints two or more proxies, the appointment shall be Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara
invalid unless he specifies the proportion of his shareholdings to be Heights, 50490 Kuala Lumpur, Wilayah Persekutuan not less than 48 hours
represented by each proxy. before the time appointed for holding the Meeting or at any adjournment
thereof.

Top Glove Corporation Bhd 183


Annual Report 2015
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Fold this flap for sealing

Then fold here

STAMP

The Share Registrar


TOP GLOVE CORPORATION BHD (474423-X)
c/o: Securities Services (Holdings) Sdn. Bhd.
Level 7, Menara Milenium
Jalan Damanlela, Pusat Bandar Damansara
Damansara Heights
50490 Kuala Lumpur, Malaysia

1st fold here


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