Professional Documents
Culture Documents
200001017334 (519941-H)
2021
Annual Report
Laporan Tahunan
ANNUAL REPORT 2021
CONTENTS
Corporate Profile 2
Corporate Information 7
Sustainability Statement 31 - 34
Analysis of Shareholdings 35 - 36
List of Properties 37 - 38
2 CORPORATE PROFILE
Sungai Petani
(established in year 2009)
Batu Gajah
(established in year 1981)
FACTORIES
IN
Kuantan
Batu Gajah Perdana MALAYSIA (established in year 2003)
(established in year 2009)
Nilai
(established in year 2002)
Senai
(established in year 2002)
NOTICE IS HEREBY GIVEN THAT the Twenty-First Annual General Meeting (“AGM”) of OKA Corporation Bhd
(“OKA” or “Company”) will be held at Lavender Hall – Level 3, Kinta Riverfront Hotel & Suites, Kinta Riverfront,
Jalan Lim Bo Seng, 30000 Ipoh, Perak Darul Ridzuan on Wednesday, 29 September 2021 at 11.00 a.m. for the
following purposes:
AS ORDINARY BUSINESS
1. To receive the Audited Financial Statements for the financial year ended 31 March Please refer to
2021 together with the Reports of the Directors and Auditors thereon. Explanatory Note A
2. To declare a final single-tier dividend of 2.4 sen per share in respect of financial (Resolution 1)
year ended 31 March 2021.
3. To approve the payment of Directors’ fees for the financial year ended 31 March (Resolution 2)
2021.
4. To approve the payment of allowances to Non-Executive Directors up to an amount (Resolution 3)
of RM100,000 from the date of 21st Annual General Meeting until the next Annual
General Meeting.
5. To re-elect the following directors who retire pursuant to Rule 21.8 of the Company’s
Constitution, and being eligible, have offered themselves for re-election:-
(i) Mdm. Quah Seok Keng (Resolution 4)
(ii) Mr. Gan Boon Koo @ Gan Boon Kiu (Resolution 5)
6. To re-elect the following director who retires pursuant to Rule 21.12 of the
Company’s Constitution, and being eligible, has offered himself for re-election:-
Dato’ Sri Kuan Khian Leng, S.S.A.P. (Resolution 6)
7. To re-appoint Messrs KPMG PLT as auditors of the Company and to authorise the (Resolution 7)
Directors to fix their remuneration.
Special Business
To consider and, if thought fit, to pass the following Ordinary Resolution with or
without modifications:-
8. Authority to allot and issue shares pursuant to Sections 75 and 76 of the Companies (Resolution 8)
Act 2016
“That pursuant to Sections 75 and 76 of the Companies Act 2016, the Constitution
of the Company and subject to the approvals of the relevant governmental and/
or regulatory authorities, the Directors be and are hereby empowered to allot and
issue shares in the Company, from time to time, upon such terms and conditions,
for such purposes and to such persons whomsoever as the Directors may, in their
absolute discretion deem fit, provided that the aggregate number of shares issued
does not exceed ten percent (10%) of the total number of issued shares of the
Company for the time being, and that such authority shall continue to be in force
until the conclusion of the next AGM of the Company after the approval was given
or at the expiry of the period within which the next AGM is required to be held after
the approval was given, whichever is earlier unless revoked or varied by an ordinary
resolution of the Company at a general meeting.
And that the Directors be and are also empowered to obtain approval for the listing
of and quotation for the additional shares so issued on Bursa Malaysia Securities
Berhad.”
OKA CORPORATION BHD
NOTICE IS ALSO HEREBY GIVEN that a final single-tier dividend of 2.4 sen per share in respect of the financial
year ended 31 March 2021, if approved by the shareholders at the Twenty-First Annual General Meeting, will be paid
on 17 December 2021 to shareholders whose names appear in the Record of Depositors at the close of business
on 7 December 2021.
A depositor shall qualify for entitlement to the dividend only in respect of:-
a. Shares transferred into the Depositor’s Securities Account before 4.30 p.m. on 7 December 2021 in respect of
ordinary transfers; and
b. Shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of
Bursa Malaysia Securities Berhad.
By Order of the Board
NOTES
1. Appointment of Proxy
1. A member entitled to attend and vote at this general meeting is entitled to appoint a proxy or attorney or
in the case of a corporation, to appoint a duly authorized representative to attend, participate, speak and
vote in his place in accordance with Section 334(1) of the Act. A proxy may but need not be a member
of the Company.
2. A member may appoint not more than two (2) proxies to attend and vote at the same meeting. Where a
member appoints more than one (1) proxy and such appointment shall be invalid unless he specifies the
proportion of his shareholding to be represented by each proxy.
3. Where a member of the Company is an authorised nominee as defined in the Central Depositories Act,
it may appoint not more than two (2) proxies in respect of each securities account it holds with ordinary
shares of the Company standing to the credit of the said securities account and the number of shares to
be represented by each proxy must be clearly indicated.
4. Where a member of the Company is an exempt authorized 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 authorized nominee may appoint in respect of each
omnibus account it holds. An exempt authorized nominee refers to an authorized nominee defined under
the Securities Industry (Central Depositories) Act 1991 which is exempted from compliance with the
provisions of subsection 25A(1) of the said Act.
ANNUAL REPORT 2021
5. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly
authorized in writing or if such appointor is a corporation, under its Seal or the hand of its attorney or by
a duly authorised officer on behalf of the corporation.
6. To be valid this form duly completed must be deposited at the registered office of the Company not less
than 48 hours before the time for holding the meeting or adjourned meeting at which the person named
in the instrument proposes to vote, or, in the case of a poll, not less than twenty-four (24) hours before
the time appointed for the taking of the poll, and in default the instrument of proxy shall not be treated as
valid.
7. By submitting the duly executed Proxy Form, the member consents to the Company (and/or its agents/
service providers) collecting, using and disclosing the personal data therein in accordance with the
Personal Data Protection Act 2010, for the purpose of the meeting or at any adjournment thereof.
8. Only a depositor whose name appears on the Record of Depositors as at 22 September 2021 shall be
entitled to attend the general meeting or appoint a proxy to attend, speak and vote on his behalf.
2. Explanatory Notes On Ordinary Business
Note A
This agenda item is intended for discussion only as under Section 340(1)(a) of the Companies Act, 2016, the
audited financial statements do not require formal approval of shareholders. As such, this agenda item will not
be put forward for voting.
3. Explanatory Notes On Special Business
(i) The proposed Ordinary Resolution No. 8, if passed, will empower the Directors to allot and issue shares in
the Company up to an amount not exceeding in aggregate 10% of the issued share capital of the Company
for the time being and for such purposes as the Directors consider would be in the best interests of the
Company. This would avoid any delay arising from and cost involved in convening a general meeting to
obtain approval of the shareholders for such issuance of shares. This authority, unless revoked or varied
at a general meeting, will expire at the conclusion of the next Annual General Meeting of the Company.
This general mandate is a renewal of the existing mandate and will provide flexibility to the Company for
allotment of shares for any possible fund raising activities, including but not limited to further placing 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 last AGM held on 29 September 2020 which will lapse at the conclusion of the
forthcoming AGM.
(ii) The proposed Ordinary Resolution No. 9 to No. 10 are pursuant to Practice 4.2 of the Malaysian Code of
Corporate Governance 2017 and if passed, will allow Mr. Chok Hooa @ Chok Yin Fatt, PMP, and Mr. Gan
Boon Koo @ Gan Boon Kiu to continue to act as Independent Non-Executive Directors of the Company.
The full details of the Board’s justifications and recommendations for the retention of the above two (2)
Directors as Independent Non-Executive Directors are set out in the Corporate Governance Overview
Statement in the Annual Report 2021.
Shareholders’ approval for Ordinary Resolutions 9 and 10 will be sought through a two-tier voting process.
4. Poll Voting
Pursuant to Paragraph 8.29A(1) of the Listing Requirements, all the Resolutions set out in this Notice will be
put to vote by poll.
OKA CORPORATION BHD
6 STATEMENT ACCOMPANYING
NOTICE OF ANNUAL GENERAL MEETING
PURSUANT TO PARAGRAPH 8.27(2) OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD
No individual is seeking new election as a Director at the forthcoming 21st AGM of the Company
CORPORATE INFORMATION 7
Independent Non-Executive Directors Tricor Investor & Issuing House Services Sdn Bhd
Mr. Chok Hooa @ Chok Yin Fatt, PMP Unit 32-01, Level 32, Tower A
Mr. Gan Boon Koo @ Gan Boon Kiu Vertical Business Suite, Avenue 3
Dato’ Sri Kuan Khian Leng, S.S.A.P. Bangsar South, No.8, Jalan Kerinchi
(Appointed on 23.12.2020) 59200 Kuala Lumpur
Telephone: 03-27839299
Facsimile : 03-27839222
COMPANY SECRETARIES E-mail : is.enquiry@my.tricorglobal.com
Mr. Lau Wai Yeen (MIA 11467)
Ms Low Hor Foong (MAICSA 0763512) REGISTERED OFFICE
6, Lebuhraya Chateau
AUDIT COMMITTEE Off Persiaran Kampar
30250 Ipoh
Chairman Perak Darul Ridzuan
Mr. Chok Hooa @ Chok Yin Fatt, PMP
Telephone: 05-2542741, 05-2542745
Members Facsimile : 05-2532403, 05-2411851
Mr. Gan Boon Koo @ Gan Boon Kiu E-mail : oka@oka.com.my
Encik Sharifuddin Bin Shoib, AMP (Deceased Website : www.oka.com.my
on 28.09.2020
Dato’ Sri Kuan Khian Leng, S.S.A.P. (Appointed on
23.12.2020) SUBSIDIARY COMPANIES
Ong Koon Ann, aged 77, male, a Malaysian, was appointed to the Board on 21 February 2002. He is also the
Managing Director of OKA Concrete Industries Sdn Bhd which was founded in 1981. Graduated from Bolton Institute
of Technology in United Kingdom in 1970, he is a Registered Professional Engineer in Malaysia and Singapore and
a Chartered Engineer by profession.
He is a member of the Institution of Civil Engineers and the Chartered Institution of Highways & Transportation,
United Kingdom; Institution of Engineers Malaysia and Institution of Engineers Singapore.
Before he started OKA Concrete Industries Sdn Bhd, he had served as management consultant in a precast concrete
company in 1974 to 1981. Prior to this, he had worked with consultant and construction companies in the United
Kingdom dealing in highway and power station projects in Singapore and Malaysia.
He does not have any other directorships of public companies.
He is the spouse of Quah Seok Keng and father of Ong Choo Ian. Both Quah Seok Keng and Ong Choo Ian are
Executive Directors of the Company and the latter is also the Group CEO.
He has no conflict of interest and has had no convictions for any offences within the past five years.
Quah Seok Keng, aged 74, female, a Singaporean (Permanent Resident of Malaysia), was appointed to the Board
on 21 February 2002. She is the Executive Director of OKA Concrete Industries Sdn Bhd since its incorporation in
1981. She is involved in financial management and managing the Group’s sales department. She is also currently
overseeing the marketing department of OKA Concrete Industries Sdn Bhd.
She does not have any other directorships of public companies.
She is the spouse of Ir. Ong Koon Ann and mother of Mr. Ong Choo Ian. Ir. Ong Koon Ann is the Executive Chairman
while Mr. Ong Choo Ian is the Executive Director/Group CEO of the Company.
She has no conflict of interest and has had no convictions for any offences within the past five years.
Ong Choo Ian, aged 44, male, a Malaysian, was appointed to the Board on 26 August 2005. He graduated with a
Bachelor Degree in Civil Engineering with Honours and Master of Science in Engineering Business Management
from the University of Warwick, United Kingdom in 1997 and 1998 respectively. He is a graduate member of the
Institution of Civil Engineers, United Kingdom, Institution of Structural Engineers, United Kingdom and the Institution
of Engineers Malaysia.
He joined OKA Concrete Industries Sdn Bhd in 1999 as Purchasing Manager and was promoted to General Manager
– Purchasing in 2003. Currently he sits on the board of all the subsidiary companies within the Group. He was
redesignated as Group Chief Executive Officer with effect from 1 July 2020.
He is the son of Ir. Ong Koon Ann, Executive Chairman and Madam Quah Seok Keng, Executive Director of the
Company.
He has no conflict of interest and has had no convictions for any offences within the past five years.
ANNUAL REPORT 2021
Chok Yin Fatt, aged 74, male, a Malaysian, was appointed to the Board on 12 July 2000. He graduated with
a Bachelor Degree in Business Studies from Curtin University of Technology, Australia and Master in Business
Administration from University of Strathclyde, United Kingdom. He is a Chartered Accountant of the Malaysian
Institute of Accountants, fellow members of CPA Australia and Malaysian Institute of Chartered Secretaries and
Administrators and a member of the Malaysian Institute of Certified Public Accountants.
He has extensive experience in the field of financial management, accounting and corporate secretarial functions.
He was attached to UAC Bhd from 1974 to 1982. In 1982 he joined Yee Lee Corporation Bhd as Chief Accountant
and was promoted to the Board as an Executive Director in 1990.
Presently he also sits on the Board of Spritzer Bhd and other public companies which are not listed on the Bursa
Malaysia Securities Berhad, namely, Yee Lee Corporation Bhd and Yee Lee Organization Bhd. He is the Chairman
of the Audit Committee; member of the Remuneration Committee and Nomination Committee of OKA Corporation
Bhd. He also holds directorships in several private limited companies.
He does not have any family relationship with any director and/or major shareholder of the Company. He has no
conflict of interest and has had no convictions for any offences within the past five years.
Gan Boon Koo, aged 60, male, a Malaysian, was appointed to the Board on 21 February 2002. He obtained his
Diploma in Business Studies (Financial) from the Tunku Abdul Rahman College and is a member of the Association
of Chartered Certified Accountants (UK). He is a Chartered Accountant of the Malaysian Institute of Accountants.
He resigned from his position as General Manager of Finance, Mardec Berhad on 31 January 2016. He was then
offered the position as an Advisor of Mardec Berhad. Prior to this he was the Group Accountant of a public listed
trading company. He has gained extensive experience in corporate finance and restructuring exercises through
his attachment with several public listed companies involved in the property, trading and services and construction
industries from 1989 to 2004.
He was appointed as the Corporate Representative of MPH Group (M) Sdn Bhd on 9th January 2017 and similarly
acts as corporate representative for its other related companies. He joined Bintang Packaging Industries (M) Sdn
Bhd as the Chief Finance Officer on 1 November 2020 overseeing the financial operations of the company.
He is the Chairman of the Remuneration Committee and also a member of the Audit Committee and Nomination
Committee of the Company.
He does not have any family relationship with any director and/or major shareholder of the Company. He has no
conflict of interest and has had no convictions for any offences within the past five years.
Dato’ Sri Kuan Khian Leng, aged 45, male, a Malaysian, was appointed to the Board as an Independent Non-Executive
Director on 23 December 2020. He graduated with a Bachelor in Civil Engineering (First Class Honours) and Master in
Management Science & Operational Research from University of Warwick, United Kingdom. He started his career as a
Civil and Structural Engineer in Sepakat Setia Perunding Sdn Bhd in year 2000. In March 2002, he joined Citibank Berhad
as Assistant Manager and subsequently held several managerial positions in the Marketing, Project Management and
Risk Management departments. In July 2006, he held the position of Business Intelligence Head in Kuwait Finance House
(Malaysia) Berhad.
He served as the Executive Director of Mexter Technology Berhad from June 2007 to December 2015, overseeing
the operations, business development and marketing activities of the company. He is currently the Group Chief
Executive Officer and Executive Director of Fajarbaru Builder Group Bhd, which is involved in large scale construction
and property development. He is also the Secretary-General of Master Builders Association Malaysia (MBAM).
Currently, he is the Chairman of Nomination Committee, a member of the Audit Committee and Remuneration
Committee of the Company. He also holds directorships in several private limited companies.
He does not have any family relationship with any director and/or major shareholder of the Company. He has no
conflict of interest and has had no convictions for any offences within the past five years.
OKA CORPORATION BHD
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Ong Koon Eng, aged 66, male, a Malaysian, is a civil engineer graduated with Honours from Portsmouth in 1977. For
three years he was a District Drainage & Irrigation Department Engineer in Kelantan, in charged and managed all projects
in the district. Later he moved to a construction company as a Project Engineer to manage projects involving piling and
foundation works, drainage and irrigation works and construction of bridges mainly in Kelantan and Terengganu. With
his invaluable experience, he joined OKA Concrete Industries Sdn Bhd in 1983 as a factory engineer to provide technical
assistance and monitor the quality of the products. Subsequently he was appointed the Factory Manager in 1984.
In 2002, he was appointed as General Manager – Factory providing engineering advisory service to subsidiaries in
the Group.
Lau Wai Yeen, aged 51, male, a Malaysian, is a chartered accountant. He holds a Bachelor of Business Degree
in Accounting from Victoria University of Technology Melbourne, Australia and is a member of the CPA Australia
(ASCPA) and Malaysian Institute of Accountants (MIA). Prior to joining the Group, he was an auditor with KPMG
for 4 years.
In 1996, he joined OKA Concrete Industries Sdn Bhd as Administration Manager for 4 years before moving to other
companies and gained wide experience in operations, marketing, training, and finance.
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ONG EE DITH
General Manager – Corporate Affairs
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degree in Bachelor of Arts with Honours in Accounting and Financial Management. In 2002, she obtained her Master
in Business Administration from Preston University, U.S.A. She was appointed as the Company’s General Manager –
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Tey Hock Lim (Terry), aged 45, male, a Malaysian, graduated from the University of Central Oklahoma, USA in 1997
with a degree in Bachelor of Business Administration (Finance).
In 2004, he joined OKA Concrete Industries Sdn Bhd as Marketing and Sales Manager in charge of sales for the
southern region. He was later appointed as the General Manager overseeing Sales & Marketing in 2013.
Prior to joining the Company, he was working in the similar industries for 3 years and gained invaluable experience
in the field of sales and marketing.
ADDITIONAL INFORMATION:
1. Save for Ir. Ong Koon Ann, Mdm. Quah Seok Keng and Mr. Ong Choo Ian, none of the other Key Senior
Management has any directorship in public companies and listed issuers.
2. Save for Mr. Lau Wai Yeen and Mr. Tey Hock Lim, all the other Key Senior Management have family relationship
with the Directors and/or major shareholders of the Company. Mr. Ong Koon Eng is the brother of Ir. Ong Koon
Ann while Ms Ong Ee Dith is the daughter of Ir. Ong Koon Ann and Mdm. Quah Seok Keng.
3. None of the Key Senior Management has:-
(i) any conflict of interest with the Company;
(ii) been convicted of any offence (other than traffic offence) within the past five (5) years; and
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ANNUAL REPORT 2021
The Board of Directors of OKA Corporation Bhd is pleased to present the Audit Committee (“AC”) Report for the
financial year ended 31 March 2021.
The purpose, authority, composition, membership, meetings and responsibilities of the AC are set out in the AC
Charter which can be viewed at the Company’s website: http://www.oka.com.my
The AC comprises the following three (3) Independent Non-Executive Board members:
Chairman
Mr. Chok Hooa @ Chok Yin Fatt, PMP
Independent Non-Executive Director
Members
Mr. Gan Boon Koo @ Gan Boon Kiu
En. Sharifuddin Bin Shoib, AMP (Deceased on 28.09.2020)
Dato’ Sri Kuan Khian Leng, S.S.A.P (Appointed on 23.12.2020)
Independent Non-Executive Directors
Composition
The AC, appointed by the Board from amongst its members, presently comprises three (3) Independent Non-
Executive Directors. The Independent Directors satisfy the test of independence under Paragraph 1.01 of the Listing
Requirements. The Chairman is elected from among the members and is an independent director pursuant to
Paragraph 15.10 of the Listing Requirements.
Mr. Chok Hooa @ Chok Yin Fatt, PMP is a fellow member of CPA Australia and a member of the Malaysian Institute of
Certified Public Accountants whilst Mr. Gan Boon Koo @ Gan Boon Kiu is a member of the Association of Chartered
Certified Accountants (UK). Both Mr. Chok and Mr. Gan are also Chartered Accountants of the Malaysian Institute
of Accountants. The Company is therefore in compliance with Paragraph 15.09(1)(c)(i) of the Listing Requirements.
Meetings
During financial year ended 31 March 2021, five (5) meetings were held. The details of attendance of each AC
members are as follows:
AC Members Attendance
During the financial year ended 31 March 2021, the AC had discharged its duties and responsibilities by carrying out
the following works and activities:-
Financial Reporting
1. Reviewed and recommended for the Board’s approval the quarterly financial results and the draft announcements
pertaining thereto, to ensure that the Company’s quarterly financial reporting and disclosures present a true
and fair view of the Group’s financial position and performance are in compliance with the Malaysian Financial
Reporting Standards, International Financial Reporting Standards and adhered to other legal and regulatory
requirements.
2. Reviewed the annual audited financial statements of the Group and of the Company. The Audit Committee
discussed with the management and the External Auditors the accounting principles and standards that were
applied and their judgement of the items that may affect the financial statements.
3. Reviewed with the management on any significant accounting and reporting issues, including complex or
unusual transactions and highly judgmental areas, and recent professional and regulatory pronouncements,
and understood their impact on the financial statements and steps taken to address the matters.
4. Reviewed the application of the corporate governance principles and the extent of the Group’s compliance with
the Code in conjunction with the preparation of the Corporate Governance Overview Statement and Statement
on Risk Management and Internal Control.
Risk Management and Internal Control
1. Deliberated and reviewed with the Risk Management Committee on the Group’s risk profile, the key risks
identified and the risk management process to ensure that all high and critical risk areas are being addressed.
2. Reviewed with the management and internal auditors on the adequacy and effectiveness of the internal control
system to ensure compliance with the internal controls and procedures set up within the Group and adequate
scope coverage over the activities of the Group.
3. Reviewed and deliberated the internal audit reports and to monitor/follow-up on remedial action.
4. Reviewed the Statement on Risk Management and Internal Control and recommend to the Board for approval
prior to the inclusion in the Company’s Annual Report 2021.
5. Reviewed the adequacy of resource requirements and competencies of outsourced internal audit function to
execute the annual audit plan and the results of the work.
External Audit
1. Reviewed with the External Auditors at the meeting held on 25 February 2021, their audit plan in respect of the
financial year ended 31 March 2021; outlining the auditors’ responsibilities, materiality level of the Group, audit
risk assessment, significant risks and areas of audit focus, fraud responsibilities and representations, internal
control plan, involvement of internal auditors, timing of audit, engagement quality control, independence
policies, procedure and financial reporting and other technical updates.
2. Discussed and considered the significant accounting and auditing issues arising from the interim audit and
final audit with the External Auditors. The AC also met with the External Auditors without the presence of any
Executive Board members and Management to discuss any fraudulent cases and/or problems/issues arising
from the audit.
3. Reviewed and evaluated the performance, competency, professionalism and the confirmation of independence
from the External Auditors. In respect of the financial year ended 31 March 2021, KPMG PLT (“KPMG”) has
confirmed their independence to act as the Company’s External Auditors in accordance with the relevant
professional and regulatory requirements.
The AC, having been satisfied with the performance, independence and suitability of KPMG, recommended to the
Board for approval of the re-appointment of KPMG as the External Auditors for the financial year ending 31 March
2022 at its meeting held on 18 June 2021 at a fee to be determined later.
ANNUAL REPORT 2021
Internal Audit
1. Reviewed and approved the Internal Audit Plan for the financial year ended 31 March 2021 to ensure that the
scope and coverage of the internal audit of the Group is adequate and comprehensive.
2. Reviewed the quarterly internal audit reports and considered the findings and recommendations made including
the Management’s responses and the corrective action, if necessary. The outsourced Internal Auditors
monitored the implementation of Management’s action plans on outstanding issues through follow-up audits to
ensure that all key risks and weaknesses were being properly addressed.
3. Reviewed the adequacy of the scope, performance, competency and resources of the outsourced internal
auditors. The AC, having been satisfied that the outsourced Internal Auditors has maintained a high degree of
independence and professionalism in carrying out their duties as the internal auditors, agreed that the internal
audit function is effective and able to provide value added services to the Group
Other Activities
1. Reviewed on a quarterly basis, any related party transactions entered into by the Company and the Group to
ascertain that the transactions are conducted at arm’s length and on normal commercial terms which are not
more favourable to the related parties than those generally available to the public and are not to the detriment
of the minority shareholders.
2. Reviewed and/or updated the Group’s Code of Conduct, Corporate Disclosure Policy, Whistleblowing Policy,
AC Charter and Anti-Bribery & Corruption Policy and Framework prior to recommendation to the Board for
approval.
3. Reviewed the AC Report, Corporate Governance Overview Statement, and Risk Management and Internal
Control Statement for inclusion in the Annual Report 2021 before recommendation to the Board for approval.
The Group has currently outsourced its Internal Audit Function to an independent professional internal audit service
provider. The Internal Auditors report directly to the AC on the outcome of its appraisal of the governance, risk and
internal controls of the Company.
During the year, the Internal Auditors had carried out their duties with impartiality, proficiency and due professional
care with reference to the International Standards for Professional Practice of Internal Auditing promulgated by the
Institute of Internal Auditors, Inc (USA).
The Internal Auditors adopted a risk-based approach whilst applying the principles of the COSO (Committee of
Sponsoring Organisations of the Treadway Commission) Framework for Internal Control as a guideline for review and
reporting. The audit reviews encompassed the assessment of processes and controls covering human resources
management, finished goods inventory management, Group maintenance management, Group asset management,
machinery maintenance management, engineering spare parts and consumable stocks management, equipment
and machinery retirement and disposal management, Also included were follow-up reviews on implementation of
audit recommendations issued in prior years’ audit reports.
Audit reports incorporating audit observations and recommendations for corrective action on the system and internal
control weaknesses were presented to the Management and thereafter to the Audit Committee for appraisal and
review before presenting to the Board on a quarterly basis. The Management would ensure all remedial actions
had been taken to resolve the audit issues highlighted in the audit reports within a reasonable time frame. The
cost incurred for the outsourced internal audit function in respect of the financial year ended 31 March 2021 was
RM49,914 (including SST).
OKA CORPORATION BHD
The Board of Directors (“the Board”) of OKA Corporation Bhd (“Company” or “OKA”) acknowledges the importance of
practicing good corporate governance practices under the leadership of the Board, as guided by the new Malaysian
Code on Corporate Governance (“MCCG”). It is being applied as a fundamental part of discharging the directors’
responsibilities to protect and to enhance shareholders’ value.
The Board of OKA presents this statement to provide shareholders and investors with an overview of the corporate
governance (“CG”) practices of the Company under the leadership of the Board during the financial year ended
31 March 2021. This statement takes guidance from the key CG principles as set out in the MCCG. The detailed
application for each practice as set out in the MCCG is disclosed in the Corporate Governance Report 2021 (“CG
Report 2021”) which is available on the Company website at http://www.oka.com.my
PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS
The Board is responsible for formulating the strategic plans, and establishing visions and goals for
delivery of long-term values, and ensures effective leadership through oversight on management and
continuously monitoring, overseeing and evaluating the Group’s strategies, policies and performance so
as to protect and to enhance shareholders and other stakeholders’ value.
There is a division of functions between the Board and the Management. The Board is focused on
the Group’s overall governance by ensuring the implementation of strategic plans and objectives are
in line with its vision and missions; and that accountability to the Group and stakeholders is monitored
effectively. The Board does not actively manage but rather oversees the overall management of the
Group which is delegated to the Group Managing Director, Group Chief Executive Officer, Executive
Director and other officers of the Group. The Management supports the Group Managing Director/Group
Chief Executive Officer in managing the financial and general operations of the Group.
To ensure the effective discharge of its function and responsibilities, the Board delegates some of its
authorities and discretion to the properly constituted Board Committees, namely the Audit Committee,
Nomination Committee and Remuneration Committee, which 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. The ultimate responsibility for the final decision on all matters deliberated in these
Committees, however, lies with the Board. Besides that, the Chairman of the relevant Board Committees
also reports to the Board on key issues deliberated by the Board Committees at their respective meetings.
The Board may also delegate specific functions to ad hoc committees as and when required. The powers
delegated to these committees are set out in the Terms of Reference of each of the Committees as
approved by the Board.
1.2 The Chairman
The Chairman is primarily responsible for matters pertaining to the Board and the overall conducts of the
Group. The Chairman is committed to good corporate governance practices and has been leading the
Board towards achieving the Company’s goals. During the financial year, upon the demise of the Non-
Executive Chairman, the Group Managing Director was redesignated as the Executive Chairman.
1.3 Separation of positions of the Chairman and Group Managing Director / Group Chief Executive
Officer
The roles and responsibilities of the Chairman and Group Managing Director/Group Chief Executive
Officer are clearly segregated to ensure a balance of authority, power and accountability. The Chairman
is responsible for ensuring Board effectiveness and conduct whilst the Group Managing Director/Group
Chief Executive Officer lead the Senior Management of the Company in making and implementing the
day-to-day decisions on the business operations, managing resources and risks in pursuing the corporate
objectives of the Group.
The separation of responsibilities between the Chairman and Group Managing Director/Group Chief
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ANNUAL REPORT 2021
The Board is supported by two (2) professionally qualified Company Secretaries. One is a Chartered
Secretary and the other a Chartered Accountant. Both Company Secretaries have the requisite credentials
and are qualified to act as company secretary under Section 235(2) of the Companies Act 2016.
The Company Secretaries play an important advisory role and is a source of information and advice to the
Board and its Committees on issues relating to compliance with laws, rules, procedures and regulations
affecting the Company and Group.
The Board is of the view that the Company Secretaries are competent and have kept themselves abreast
of the evolving regulatory changes and developments through continuous education programmes and
attendance of relevant conferences, seminars and training programmes.
1.5 Meeting Materials
The Board is provided with an agenda, reports and other relevant information for the Board meetings,
covering various aspects of the Group’s operations, so that they have a comprehensive understanding
of the matters to be deliberated upon to enable them to arrive at an informed decision. All scheduled
meetings held during the year were preceded with a formal agenda issued by the Company Secretaries.
Senior management and advisers are invited to attend Board meetings, where necessary, to provide
additional information and insights on the relevant agenda items tabled at Board meetings.
The Company Secretaries attend and ensure that the deliberations and decisions at Board and Board
Committee meetings are well documented in the minutes, including matters where Directors abstained
from voting or deliberation.
2. Demarcation of Responsibilities
The Board is guided by the Board Charter which sets out the roles, functions, authority, responsibilities,
membership, key matters reserved for the Board, relationships with management and other matters.
The Board will review the Board Charter periodically and updates it in accordance with the needs of the
Company and any new regulations that may have an impact on the discharge of the Board’s responsibilities
to endure its effectiveness. The Board Charter can be viewed at the Company’s website at http://www.
oka.com.my
3. Good Business Conduct and Healthy Corporate Culture
The Board has formalised a Directors’ Code of Ethics and Conduct that is incorporated in the Board
Charter, which sets out the standard of conduct expected of Directors, with the aim to cultivate good
ethical conduct that permeates throughout the Group through transparency, integrity, accountability and
corporate social responsibility.
Directors are required to disclose any conflict of interest situations or any material personal interest that
they may have in the affairs of the Group as soon as they become aware of the interest and abstain
themselves from any deliberations on the matter.
OKA CORPORATION BHD
The Company’s Whistleblowing Policy provides a mechanism for its Board members, all levels of
employees, contractors, suppliers, bankers, customers and business associates to report suspected or
instances of wrongdoing in the conduct of its business, whether in matters of financial reporting or other
malpractices, at the earliest opportunity and in an appropriate way.
The Whistleblowing Policy is available on the Company’s website at http://www.oka.com.my
3.3 Anti-bribery & Corruption Policy and Framework
In line with the Corporate Liability Provision under the New Section 17A MACC (Amendment) Act 2018,
the Board has adopted the Anti-bribery & Corruption Policy and Framework developed by the RMC on
24 February 2020. This shows the Group’s commitment in doing businesses ethically and lawfully.
Any forms of bribery and corruption are unacceptable and will not be tolerated. It has always been the
Group’s corporate philosophy and our principle of placing integrity before profits.
Part II – Board Composition
4. Board’s Objectivity
The Board has six (6) members, comprising three (3) Executive Directors and three (3) Independent
Non-Executive Directors for the financial year ended 31 March 2021. The role of Chairman is held by an
Executive Director. This Board composition complies with the Main Market Listing Requirements (“Listing
Requirements”) of Bursa Malaysia Securities Berhad (“Bursa Securities”) to have at least one third (1/3)
of the Board consisting of Independent Directors.
The MCCG requires that at least half of the Board comprises independent directors which the Company
has complied.
4.2 Tenure of Independent Directors
The Nomination Committee and the Board have determined at the annual assessment carried out on
Mr. Chok Hooa @ Chok Yin Fatt, PMP and Mr. Gan Boon Koo @ Gan Boon Kiu, who have served on the
Board for a cumulative term of more than twelve (12) years, that they remain objective and independent
in expressing their views and in participating in deliberations and decision making of the Board and Board
Committees. The length of their services on the Board does not in any ways interfere with their exercise
of independent judgement.
The Board is satisfied with the level of independence demonstrated by all the Independent Non-Executive
Directors and their ability to act in the best interests of the Company.
In accordance with Practice 4.2 of the MCCG, resolutions under the special business to retain Mr. Chok
Hooa @ Chok Yin Fatt, PMP and Mr. Gan Boon Koo @ Gan Boon Kiu, as the Independent Directors will be
tabled in the forthcoming 21st AGM through a two-tier voting process.
4.3 Policy on Independent Director’s Tenure
The Company does not have a policy which limits the tenure of its independent directors to nine (9) years.
The Board Charter has adopted Practice 4.2 of the MCCG to seek shareholders’ approval in the event
the Board desires to retain a director who has served in that capacity for more than nine (9) years as an
Independent Director. If the Board continues to retain the Independent Director after the twelfth (“12”)
year, the Board must seek shareholders’ approval annually through a two (2)- tier voting process.
ANNUAL REPORT 2021
The Nomination Committee is responsible for reviewing and assessing the mix of skills, expertise,
composition, size, experience and effectiveness of the Board, its Committees and Senior Management.
This process ensures that the Board membership accurately reflects the long-term strategic direction and
needs of the company while it determines the skills matrix needed to support the strategic direction and
needs of the Company.
Appointment of Board and Senior Management are based on objective criteria, merit and besides gender
diversity, due regards are placed for diversity in skills, experience, age and cultural background. Please
refer to Profile of the Board of Directors and Key Senior Management’s Profile in this Annual Report for
further information.
4.5 Gender Diversity Policy
The Board acknowledges the importance of gender diversity in the board and senior management and
the recommendation of the MCCG pertaining to the establishment of a gender diversity policy. Hence,
the Board had always been in support of a policy of non-discrimination on the bases of race, religion and
gender. The Board encourages a dynamic and diverse composition by nurturing suitable and potential
candidates equipped with the competency, skills, experience, character, time commitment, integrity and
other qualities in meeting the future needs of the Company. Presently, there is one (1) female director
sitting on the Board.
4.6 New Candidates for Board Appointment
The Nomination Committee is responsible for identifying and recommending suitable candidates for
Board membership and also for assessing the performance of the Directors on an on-going basis.
The process for the appointment of a new director is summarized as follows:-
1. The candidate identified upon the recommendation by the existing Directors, senior management
staff and/or other consultants;
2. In evaluating the suitability of candidates to the Board, the Nomination Committee considers, inter-
alia, the competency, experience, commitment, contribution and integrity of the candidates, and
in the case of candidates proposed for appointment as Independent Non-Executive Directors, the
candidate’s independence;
3. Recommendation to be made by Nomination Committee to the Board if the proposed candidate is
found to be suitable. This includes recommendation for appointment as a member of the various
Board Committees, where necessary; and
4. The final decision as to who shall be appointed as Director remains the responsibility of the full
Board after considering the recommendation of the Nomination Committee.
4.7 Re-election and Re-appointment of Directors
In accordance with the Company’s Constitution (“Constitution”), all newly appointed Directors are subject
to re-election by shareholders at the first annual general meeting (“AGM”) after their appointments. The
Constitution also provides that one third (1/3) of the remaining Directors be subject to re-election by
rotation at each AGM provided always that all Directors shall retire from office at least once in every three
(3) years but shall be eligible for re-election.
The Nomination Committee is responsible for recommending to the Board those Directors who are eligible
to stand for re-election/re-appointment.
OKA CORPORATION BHD
The Nomination Committee has three (3) members comprising exclusively Non-Executive Directors, all of
whom are Independent Directors.
The Nomination Committee meets at least once a year with additional meetings to be convened, if
necessary. During the financial year under review, the Nomination Committee had met on 30 June 2020
and 23 December 2020, attendance by the members was recorded as shown below.
Number of meeting attended
Chairman
Sharifuddin Bin Shoib, AMP 1/1
Independent Non-Executive Director (Deceased on 28.09.2020)
Dato’ Sri Kuan Khian Leng, S.S.A.P. N/A (Note 1)
Independent Non-Executive Director (Appointed on 23.12.2020)
Members
Chok Hooa @ Chok Yin Fatt, PMP 2/2
Independent Non-Executive Director
Gan Boon Koo @ Gan Boon Kiu 2/2
Independent Non-Executive Director
Note 1: No meeting was held after his appointment
The Nomination Committee is responsible for assessing the performance of the existing Directors and
identifying, nominating, recruiting, appointing and orientating new Directors. It assists the Board in
reviewing on an annual basis the overall composition, appropriate balance and size of non-executive
participation and in establishing procedures and processes towards an annual assessment of the
effectiveness of the Board as a whole and contribution of each individual Director and Board Committee
members. All recommendations of the Nomination Committee are subject to the endorsement of the
Board.
The Terms of Reference of the Nomination Committee is available on the Company’s website at http://
www.oka.com.my
5. Overall Board Effectiveness
The Nomination Committee conducted its formal annual evaluation and appraisal on the effectiveness of
the Board, its Committees and the contribution of each director.
The evaluation involves individual Director completing separate performance evaluation sheet regarding
the processes of the Board and its Committees, their effectiveness and where improvements could be
considered. Criteria such as contribution to interaction, quality of output, understanding of roles and
Board Chairman’s role are assessed and evaluated.
These assessments and comments by all Directors were summarized and discussed at the Nomination
Committee meeting which were then reported to the Board at the Board meeting held thereafter. All
assessments and evaluations carried out by the Nomination Committee in the discharge of its duties are
properly documented.
There were no major concerns from the results of the annual assessment. The Nomination Committee,
upon the review carried out, is satisfied that the size of the Board is optimum and that there is an
appropriate mix of experience and expertise in the composition of the Board and its Committees.
ANNUAL REPORT 2021
Based on the annual board assessment and evaluation, the Nomination Committee has recommended
the re-election of Mdm. Quah Seok Keng and Mr. Gan Boon Koo @ Gan Boon Kiu as Directors at the
forthcoming 21st AGM. The Board (saved for the interested directors) is satisfied that these two (2) directors
have continued to contribute to the Board’s effectiveness and have discharged their responsibilities as
directors.
The Directors are aware of the time commitment expected from each of them to attend to the matters
of the Group generally, including attendance at Board, Board Committees and other types of meetings.
None of our Directors are directors of more than three (3) public listed companies. The Board is satisfied
that the present directorships in external organisations held by the Directors do not give rise to any
conflict of interests nor impair their ability to discharge their responsibilities to the Group. The Directors
would notify the Company prior to accepting any new directorship in a public listed company.
The Board has committed to meet at least four (4) times a year, usually before the announcement of
quarterly results to Bursa Securities with additional meetings convened when necessary.
In the intervals between Board meetings, for exceptional matters requiring urgent Board decisions, Board
approvals are obtained via circular resolutions which are supported with information necessary for an
informed decision.
During the financial year ended 31 March 2021, five (5) Board meetings were held and the attendance is
as follows:-
Directors Attendance
All the Directors have attended development and training programmes during the financial year ended 31
March 2021. The conferences, seminars and training programmes attended by the Directors, collectively
or individually were as follows:-
All the Directors have attended development and training programmes during the financial year ended 31
March 2021. The conferences, seminars and training programmes attended by the Directors, collectively
or individually were as follows:- (Cont’d)
The Company aims to set remuneration at levels which are sufficient to attract, retain, motivate and
reward suitably qualified candidates to occupy positions in the Board and Senior Management in order to
run the business successfully taking into consideration all relevant factors including the function, workload
and responsibilities involved.
For the Executive Director and Senior Management, the components of the remuneration package are
linked to corporate and individual performance. For the Non-Executive Directors, they receive a fixed
Director’s fee, meeting and travelling allowance for attending meetings of the Board and its Committees.
Other allowance may also be paid for performance of specific job assignment.
The Board is mindful of the recommendation of MCCG pertaining to the establishment of the remuneration
policy. The Board will take steps towards formalizing remuneration policy to determine the remuneration of
Directors and Senior Management, which takes into account the demands, complexities and performance
of the Company as well as skills and experience required.
OKA CORPORATION BHD
The Remuneration Committee has three (3) members comprising all Independent Non-Executive
Directors.
Number of meeting attended
Chairman
Gan Boon Koo @ Gan Boon Kiu 2/2
Independent Non-Executive Director
Members
Chok Hooa @ Chok Yin Fatt, PMP 2/2
Independent Non-Executive Director
Sharifuddin Bin Shoib, AMP 1/1
Independent Non-Executive Director (Deceased on 28.09.2020)
Dato’ Sri Kuan Khian Leng, S.S.A.P. 1/1
Independent Non-Executive Director (Appointed on 23.12.2020)
Meetings of the Remuneration Committee are held as and when necessary, and at least once a year.
The Committee held two meetings during the financial year ended 31 March 2021 and attendance by the
members was recorded as shown above.
The Remuneration Committee is responsible for setting the policy framework and makes recommendation
to the Board on all elements of remuneration and terms of employment of Executive Directors and Senior
Management. Non-Executive Directors’ remuneration will be a matter to be decided by the Board as a
whole with the Director concerned abstaining from deliberations and voting decisions in respect of his
individual remuneration.
The Remuneration Committee is entrusted to assist the Board, amongst others, to recommend to the Board
the remuneration of Executive Directors by linking rewards to the corporate and individual performance.
The Remuneration Committee shall ensure that the level of remuneration is sufficient to attract and retain
Directors and Senior Management of the quality required to manage the business of the Group.
The current remuneration payable to Non-Executive Directors comprises Directors’ fees and meeting
allowance, based on the number of meetings they are attending for a year which require shareholders’
approval.
The Terms of Reference of the Remuneration Committee is available on the Company’s website at http://
www.oka.com.my
ANNUAL REPORT 2021
The details of the remuneration for Directors of the Company (comprising remuneration received and/or
receivable from the Company) during the financial year ended 31 March 2021 are categorized as follows:-
Directors’ Benefits- Other
Remuneration Salaries Fees Bonus In-kind Emoluments Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Executive Directors
Ong Koon Ann 658 29 280 31 117 1,115
Quah Seok Keng 456 27 128 17 71 699
Ong Choo Ian 418 27 170 22 71 708
Non-Executive
Directors
Sharifuddin Bin Shoib
(Deceased on 28.09.2020) - 15 - - 25 40
Chok Hooa @
Chok Yin Fatt - 27 - - 49 76
Gan Boon Koo @
Gan Boon Kiu - 27 - - 41 68
Dato’ Sri Kuan
Khian Leng (Appointed
on 23.12.2020) - 7 - 11 18
Total 1,532 159 578 70 385 2,724
Directors’ fees and all benefits payable, if any are subject to the approval of shareholders at the forthcoming
Annual General Meeting of the Company.
7.2 Senior Management
The Company has an existing policy whereby the remuneration of employees is classified as confidential.
The remuneration details for senior management are not disclosed as the Board is of the view that it
would not be in the best interest of the Company to disclose the details given the competitiveness in the
market for good senior management. It could also possibly give rise to unnecessary staff rivalry and
disillusionment.
The performance of senior management is evaluated on an annual basis and measured against pre-
determined targets including responsibilities. The Board will ensure that the remuneration for senior
management is appropriately commensurate with their performance, in order to attract, retain and
motivate them to contribute positively towards the Group’s performance.
OKA CORPORATION BHD
The Audit Committee (“AC”) of the Company presently comprises three (3) Independent Non-Executive
Directors. The AC is chaired by Mr. Chok Hooa @ Chok Yin Fatt, AMP who is distinct from the Chairman of the
Board.
The members of the Audit Committee have a mix of commercial, financial, engineering skills, management,
accounting and manufacturing experience. Members of the Committee do attend seminars to keep abreast of
relevant developments in accounting and auditing standards, practices and rules.
The Board has established a formal and transparent arrangement with the external auditors of the Company
through the AC. The AC communicated directly and independently with the external auditors and without the
presence of the Executive Directors.
Further details please refer to Audit Committee Report.
Part II – Risk Management And Internal Control Framework
The Board affirms its overall responsibilities for the Group’s system of internal control which includes the
establishment of an appropriate control environment and framework as well as reviewing its adequacy
and effectiveness. The internal control system has been applied to manage risks within cost levels
appropriate to the significance of the risks. Accompanying these regular reviews and evaluations of
internal control system is a continuous process for identifying, evaluating and managing significant risks
which are faced by the Group.
The Risk Management Committee (“RMC”) oversees the Group’s risk management function. It provides
direction and counsel to the risk management process as well as involves in the evaluation of the structure
for the Group’s risk management processes and support system. In addition, it also reviews and approves
actions developed to mitigate key risks and advises the Board on risk related issues. The RMC will assist
the Board to carry out its sustainability commitment and initiatives as well.
Recommendations from the RMC were forwarded to related departments and this warrants the strategic
and rapid response by the Management to mitigate the impact on its key risks in order to achieve the
Group’s business objectives.
9.2 Features, Adequacy and Effectiveness of Risk Management and Internal Control Framework
The Board has adopted a systematic approach to oversee the actual performance and provides guidance
to the management on measures to improve the business performance and minimize risk impacts. The
Group has an adequate and effective risk management framework, and a sound internal control system
in place. The Group’s risk management function is being assigned to the RMC to monitor and mitigate
the key risks. The Audit Committee will perform a risk oversight role by reviewing the adequacy and
effectiveness of the Group’s system of internal control and risk management function, and advises the
Board accordingly.
The Board is committed towards improving the system of internal control and risk management process to
meet its corporate objectives and to support all types of businesses and operations within the Group. The
Board is of the view that the existing system of internal controls is sound and sufficient to safeguard the
Group’s interest and its business operations. It is also satisfied that the risks taken are at an acceptable
level within the control of the business environment of the Group. The features of risk management and
internal control framework are adequately disclosed in the Audit Committee Report, Corporate Governance
Overview Statement, and Statement on Risk Management and Internal Control of this Annual Report.
ANNUAL REPORT 2021
On 15 January 2021, an annual assessment of the effectiveness and independence of the outsourced internal
audit function has been conducted by the Audit Committee for the financial year ended 31 March 2021. The
Audit Committee has opined that the outsourced internal audit team had carried out their duties objectively,
impartially and independently in accordance with the Internal Audit Charter, International Professional Practice
Framework for Internal Auditing and Code of Ethics for Internal Auditors.
The Audit Committee is satisfied with the outsourced internal audit team whereby they have maintained a high
degree of independence and professionalism in carrying out their duty as the internal auditors.
Besides, the Audit Committee has reviewed the adequacy of resource requirements and competencies of the
audit staff as well as the annual audit plan and their audit works. The Audit Committee has obtained reasonable
assurance that the internal audit function had remained effective and advised the Board accordingly.
The Board is confident that the outsourced internal auditors are competent enough to provide value added
services, and able to meet all its audit objectives. As such, the Board is of the view that the system of
risk management and internal control in place during the financial year ended 31 March 2021 is sound and
sufficient to safeguard the shareholders’ investment as well as other stakeholders’ interests.
The processes of corporate governance, risk management and internal control framework are adequately
disclosed in the Audit Committee Report, Corporate Governance Overview Statement, and Statement on Risk
Management and Internal Control of the Annual Report.
The Board recognises the importance of communication channel between the Board, shareholders and
general public, and at the same time, full compliance with the disclosure requirements as set out in the
Listing Requirements. The annual reports, quarterly results and any announcements on material corporate
exercises are the primary modes of disseminating information on the Group’s business activities and financial
performance.
The Chief Executive Officer, Executive Directors and Chief Financial Officer are the designated spokespersons
for all matters related to the Group and oversee investor relations and where it deems practicable to do so, will
engage with research analysts, fund managers and institutional shareholders based on mutual understanding
of objectives and entertain visits from such groups.
The Board will continue to assess and improve on the reporting and disclosure. The Company further ensures
that shareholders are kept fully informed through information provided on the Company’s website at http://
www.oka.com.my
OKA CORPORATION BHD
The Board regards the AGM and other general meetings as an opportunity to communicate directly with
shareholders and encourages attendance and participation in dialogue. To ensure effective participation of
and engagement with shareholders at the 20th AGM of the Company held on 29 September 2020, all members
of the Board were present at the meeting except En. Sharifudddin Bin Shoib, AMP who passed away a day prior
to the AGM, to respond to the questions raised by the shareholders or proxies. The Chief Executive Officer
chaired the 20th AGM in an orderly manner and allowed the shareholders or proxies to speak at the meeting.
The management and external auditors were also in attendance to respond to the shareholders’ queries.
Further, in line with good corporate governance practice, the notice of the 20th AGM was issued at least 28
days before the AGM date.
Pursuant to Paragraph 8.29A(1) of the Listing Requirements, the Company is required to ensure that any
resolution set out in the notice of general meetings is voted by poll. Hence, all the resolutions set out in the
notice of the Company’s 20th AGM were voted by poll.
Due to the Company having a relatively small number of shareholders and that the Company’s AGM is not held
in remote areas, voting in absentia and remote shareholders’ participation are not facilitated as advocated in
MCCG’s Practice 12.3.
This Corporate Governance Overview Statement was approved by the Board on 26 July 2021.
OTHER INFORMATION
The Company did not raise any funds from any corporate proposals during the financial year ended 31 March
2021.
2. Audit and Non-audit Fees
For the financial year ended 31 March 2021, the amount of audit and non-audit fees paid/payable to the
external auditors and its subsidiaries are as follows:-
Company Group
RM RM
There were no contracts relating to loans made by the Company during the financial year.
4. Material Contracts
There was no material contract which has been entered into by the Group, involving the Directors’ and major
shareholders’ interests, entered into since the end of the previous financial year and at the end of the financial
year.
ANNUAL REPORT 2021
1. Introduction
The Malaysian Code on Corporate Governance requires listed companies to maintain a sound system of risk
management and internal control to safeguard shareholders’ investments and the Group’s assets. Pursuant
to Paragraph 15.26(b) of the Bursa Malaysia Securities Berhad Main Market Listing Requirements and the
Statement on Risk Management and Internal Control: Guidelines for Directors of Listed Issuers, the Board of
Directors of OKA Corporation Bhd (“the Board”) is pleased to make the following statement which outlines the
nature and scope of the risk management and internal control of the Group for the financial year ended 31
March 2021.
2. Board’s Responsibilities
The Board recognises that internal control is an integral part of managing risks in an effort to achieve
corporate objectives. As such, the Board acknowledges its responsibilities in maintaining as well as reviewing
the adequacy and integrity of the Group’s system of risk management and internal control which provides
reasonable assurance of effective and efficient operations, financial controls and compliance with laws and
regulations together with internally set procedures and guidelines safeguarding shareholders’ investments
and the Group’s assets. The Group’s system of risk management and internal control is designed to provide
reasonable but not absolute assurance against risks of material errors, fraud or losses from occurring. In view
of the limitations that are inherent in any system of risk management and internal control, the Group’s system
of risk management and internal control is applied to manage rather than to eliminate the risk of failure in
achieving the business objectives.
3. Internal Audit Function
The Group’s Internal Audit function has been outsourced to a firm of consultants (“Internal Auditors”).
The internal audit function provides assurance of the effectiveness of the system of risk management and
internal control within the Group. The Internal Auditors conduct independent reviews of the key activities within
the Group’s operating units based on a 2-year Audit Plan which was approved by the Board. The Internal
Auditors would report to the Audit Committee on risk and control matters of significance; including suspected
fraud, illegal or irregular acts and material misstatements, if any. Any areas identified for improvements during
the course of audit are also brought up to the attention of the Audit Committee.
The Audit Committee considers the findings from internal audit and management, before reporting and making
recommendations to the Board. The Audit Committee presents its findings to the Board during the quarterly
Board meetings.
4. Risk Management Framework
The process of determining risks forms part of the Group’s internal control environment. As a result, the
following initiatives have been undertaken by the management and the Board:
(a) Pursuant to the new Malaysian Code on Corporate Governance (“MCCG”) issued by the Securities
Commission Malaysia on 26 April 2017, a compliance review of the new Malaysian Code on Corporate
Governance 3rd Edition was conducted by the Internal Auditors. The Board will re-evaluate the existing
risk management practices to ensure that they are appropriate and continues to remain relevant to the
Group’s requirement;
(b) A Risk Management Committee (“RMC”) comprising the Managing and Executive Directors and senior
management was established on 1 October 2003;
(c) Risk management meetings were held twice a year to update the risks and mitigating controls to produce
a detailed risk register. Key risks identified are scored for likelihood of the risks occurring and the
magnitude of its impact;
(d) Recommendations from the RMC were forwarded to related departments;
(e) Audit Committee reviews the findings of the RMC and risk register of the Group.
The Board has in place a process of identifying, evaluating and managing significant risks encountered by the
Group in its achievement of objectives and strategies for the year under review and up to the date of approval
of this Statement.
OKA CORPORATION BHD
Apart from risk management and internal audit, the Board has put in place an organisational structure with
the appropriate lines of responsibility, delegation of authority and accountability. The procedures include the
establishment of limits of authority coupled with the publication of Safety & Health Manual and Quality Manual
which highlights policies on safety and health as well as quality.
Monthly consolidated management accounts and financial analysis are prepared to allow top management to
focus on areas of concern. All access to the assets and records of the Group are safeguarded and controlled
to reduce the risk of unauthorised use.
The Group’s individual operating units are managed by managers who are responsible for the conduct and
performance of their businesses in accordance with the organisation’s goals. The Group’s performance is
monitored by the Group Managing Director, Executive Directors and senior management team. Senior
management meetings were conducted on quarterly basis to share information, monitor the progress of various
operating units and to make decision pertaining to certain operational matters. The Group Managing Director
also reports to the Board on significant changes in the business and the external environment. In addition,
the Board and Audit Committee also review the quarterly results to monitor the Group’s progress towards
achieving its objectives. The Chief Financial Officer provides the Board with quarterly financial information.
Where areas of improvement in the system of risk management and internal control are identified, the Board
considers the recommendations made by the Audit Committee and the Management.
6. Anti-Bribery & Corruption Policy
In line with the Corporate Liability Provision under the New Section 17A MACC (Amendment) Act 2018, the
Board has adopted the Anti-bribery & Corruption Policy and Framework developed by the RMC on 24 February
2020. The Group is committed to conduct business dealings with highest level of integrity and ethics and to
comply fully with applicable laws and regulatory requirements on anti-corruption.
The Anti-bribery & Corruption Policy and Framework are guided by five (5) principles i.e Top level commitment,
Risk assessment, Undertake control measures, Systematic review, Monitoring & enforcement and Training &
communication.
7. Weaknesses In Internal Control That Result In Material Losses
There were no material losses incurred during the financial year under review as a result of weaknesses in
internal control. Management continues to take measures to strengthen the control environment which includes
credit control management, debts recovery and inventory management.
8. Review Of Effectiveness
The Board has received assurance from the Managing Director and Chief Financial Officer that the Group’s
risk management and internal control system is operating adequately and effectively, in all material aspects,
during the financial year under review and up to the date of this Statement. On-going reviews are carried out
by the Board to ensure the effectiveness and adequacy of the Group’s risk management and internal control
system in safeguarding the shareholders’ investments, customers’ interest and Group’s assets. The Board
remains committed and will continue to take measures to strengthen the internal control and risk management
environment towards enhancing the system of internal control to support all types of businesses and operations
within the OKA Corporation Bhd group of companies.
This statement is made in accordance with the resolution of the Board dated 26 July 2021.
ANNUAL REPORT 2021
Amounts in RM'000
unless otherwise stated 2021 2020 2019 2018 2017
Financial Results
Revenue 116,116 119,052 129,175 144,429 166,673
Profit Before Tax 21,641 14,486 14,049 32,117 37,419
Profit After Tax 15,849 11,300 10,921 24,617 28,297
Basic Earnings per Share (Sen) 6.46 4.60 4.45 10.042 11.772
Net dividend per Share (Sen) 4.50 4.00 3.70 5.50 5.50
Statement of Financial Position
Non-current Assets 77,097 75,116 76,224 62,362 62,751
Current Assets 133,928 126,585 123,940 151,1121 138,0191
Total Assets 211,025 201,701 200,164 213,474 200,770
Net Assets per Share (RM) 0.74 0.72 0.71 0.742 0.672
Revenue Profit After Tax
RM (’000) RM (’000)
180,000 28,297 30,000
166,673
144,429 160,000 24,617
129,175
129,175 25,000
119,052
119,052 140,000
116,116 120,000 20,000
100,000 15,849
11,300 15,000
80,000 10,921
60,000 10,000
40,000
5,000
20,000
- -
2017 2018 2019 2020 2021 2017 2018 2019 2020 2021
150,000
100,000
100,000
50,000
50,000
- -
2017 2018 2019 2020 2021 2017 2018 2019 2020 2021
Notes:
1 These figures have been restated following the first-time adoption of MFRS 15, Revenue from Contracts with Customers during the financial
year 2019.
2 The comparative figures for Basic Earnings per Share and Net Assets per Share have been restated to reflect the adjustments arising from the
bonus issue completed during the financial year 2019.
OKA CORPORATION BHD
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Massive stimulus packages were initiated to cushion the economic impact. While economic growth began to pick up in the second
half of 2020 following the easing of lockdowns, the recovery pace in most economies was hampered by uncertainties on the ongoing
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The recovery for global economies was restrained by the prolonged pandemic measurements, in which many countries implemented
various movement restrictions nationwide or in selected localities.
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all businesses.
Financial Review
Amidst the challenges of 2020, the Group recorded a slightly lower revenue of RM116.12 million, a 2% drop as compared with
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performance started improving in the second half year of 2020.
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million, a decrease of RM0.82 million. Administrative expenses decreased from RM10.64 million to RM9.52 million, a decrease of
RM1.12 million.
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S,3*B$V,#)*)-3$D&#$(;,#&$LbV0(cM$O,3$h6Wh$3&)$,3$B".D,#&<$/"$W6hF$3&)$*)$/;&$D#&R*">3$1),)B*,2$'&,#6
f*/;$/;&$*.D#&33*R&$1),)B*,2$D"#.,)B&$,B;*&R&<9$/;&$K#">D$;,3$<&B2,#&<$,$/"/,2$3*)-2&I/*&#$<*R*<&)<$"4$W6XF$3&)$D&#$3;,#&$4"#$
/;&$1),)B*,2$'&,#6$8$3*)-2&I/*&#$*)/&#*.$<*R*<&)<$"4$E6TF$3&)$D&#$3;,#&$;,3$S&&)$<&B2,#&<$,)<$D,*<$")$Fh$+,'$EFET6$5)$,<<*/*")9$/;&$
@",#<$;,3$D#"D"3&<$,$1),2$3*)-2&I/*&#$<*R*<&)<$"4$E6WF$3&)$D&#$3;,#&$/"$S&$D,*<$*)$#&3D&B/$"4$/;&$1),)B*,2$'&,#$&)<&<$jT$+,#B;$EFET9$
subject to shareholders’ approval at the forthcoming Annual General Meeting.
Financial Position
In FYE 2021, the Group’s total assets increased by 5% from RM201.70 million to RM211.03 million mainly due to increase in cash
and cash equivalents by RM0.47 million, attributed by net cash generated from operating activities of RM15.15 million. Net cash used
in investing activities of RM4.87 million involved primarily acquisition of small pieces of land in Nilai and Batu Gajah for consideration
"4$C+T6EF$.*22*")$,)<$C+T6XF$.*22*")$#&3D&B/*R&2'$4"#$4,B/"#*&3^$&]D,)3*")6$!*),)B*)-$,B/*R*/*&3$*)$EFET$#&B"#<&<$,$)&/$B,3;$">/e"O$
of RM9.82 million solely due to dividends paid during the year.
Total liabilities increased by 14% to RM29.29 million as compared to FYE 2020. This was mainly due to increase in payables and
accruals by RM3.46 million.
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*)B#&,3&<$S'$j6jg$/"$C+TGT6[j$.*22*")$,4/&#$)&//*)-I"\$/;&$<*R*<&)<$<&B2,#&<$<>#*)-$/;&$'&,#$"4$C+TF6Fh$.*22*")6
A&3D*/&$/;&$D""#$.,#?&/$3&)/*.&)/$,)<$*.D,B/$"4$/;&$D,)<&.*B9$/;&$K#">D$*3$,S2&$/"$3>3/,*)$*/3$1),)B*,2$D"3*/*")$,3$,$#&3>2/$"4$/;&$
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The management acknowledges that COVID-19 pandemic has caused serious impact on the global economy. With the recent
development and vaccination progress worldwide as well as in the country, the management will still remain vigilant and resilient
upon dealing with challenges and any potential adverse impacts arising from COVID-19 pandemic on the operations of the Group.
VR&)$/;">-;$/;&#&$*3$;*-;&#$&]D&B/,/*")$/;,/$/;&$+,2,'3*,)$K"R&#).&)/$O*22$S""3/$13B,2$3D&)<*)-$*)$*)4#,3/#>B/>#&$D#"J&B/39$&3D&B*,22'$
in underdeveloped areas, there is also concern on the supply of migrant workers in the construction sector, which had been disrupted
since the outbreak of the pandemic. In view of the uncertain market conditions ahead, the Group will continue to adopt measures to
address cost and ensure its market position is not compromised.
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crisis. At this juncture, we have yet to know the full severity of the COVID-19 pandemic as there are still challenges, including the
possibility of recurring movement controls to curb renewed infection and slower-than-expected rollout of vaccines globally. However,
the general sentiment is that the pandemic will have negative impact on the global economy, as the long period of the containment
measures had reduced economic activities on a large scale. We are hopeful that COVID-19 vaccination programme will lead to
lower infected cases and thus facilitates a gradual economic recovery in the second half of year 2021.
ANNUAL REPORT 2021
OKA is committed to creating sustainable stakeholders’ values by integrating positive economic, environmental
and societal concerns into its business strategies and performance. Such values are realised through continuous
balanced assessment and development of its operations, whilst simultaneously conserving and improving the natural
environment and uplifting the socio-economic conditions of employees and communities.
This Statement covers the financial year from 1 April 2020 to 31 March 2021, unless otherwise stated. It has been
prepared in accordance with the Main Market Listing Requirements and Sustainability Reporting Guide and Toolkits
issued by Bursa Malaysia Securities Berhad.
VISION MISSION
• On-going research and development
To be the leading integrated manufacturer of • Committed pool of professional and skilled
precast concrete products in South East Asia personnel
• Serving esteemed customers through 5
branches positioned at strategic locations
throughout the country
Our Group recognises the importance of sustainability as a fundamental aspect of the business. Our Board of
Directors and top management team are directly involved in the planning and strategizing of various sustainability
initiatives. This requires effective governance, leadership and ongoing focus on compliance procedures. We also
ensure the strategic initiatives are systematically crafted, with due attention to our stakeholders, so as to ensure the
sustainability remains as an integral part of every business practice, process and project undertaken.
OKA taken the initiative to incorporate Economic, Environmental and Social (“EES”) considerations in its business
model and risk management (financial and non-financial) practices with the aim of creating long-term sustainable
value.
Key sustainability aspects at OKA are managed across the various business units and overseen by different Business
Unit Head of Department. Underlying all efforts is an overriding commitment towards good governance which lies in
sound business ethics, viable policies and procedures across all areas of the Group.
The Group has instituted its Code of Ethics & Conduct which provides guidance in four key areas for professional
behaviour i.e. transparency, integrity, accountability and corporate social responsibility. In compliance with the laws
and regulations, we have put in place the policies and procedures such as Operation Risk Management and Safety,
Health & Environment Management to ensure the controls on the potential risks are adequate.
We also provide avenues for further mitigation measures, should needs arise, through our outsource internal control
audit function and regularly reviewed by the top management as well as the Whistleblowing Policy, in order to uphold
our commitments to high standards of ethical, moral and legal business conduct.
Following the widespread of COVID-19 pandemic, we adopted strict SOPs, in compliance with various precautionary
measures enforced by the government in order to curb the spread of the virus. The new norm embedded into our
daily operation includes strict site protocols for hygiene and social distancing, constant sanitisation of workplaces,
temperature monitoring and face mask wearing requirement for everyone entering into our offices and premises.
OKA CORPORATION BHD
SUSTAINABILITY GOVERNANCE
Our Board has the overall accountability to ensure sustainability considerations are integrated into the process
of strategic planning and the daily operations of the Group. To ensure the function of the Board is discharged
effectively, the Board is supported by our Risk Management Committee (“RMC”) in overseeing the Group’s risk
management. The RMC is also responsible to determine whether there is a robust process in placed for identifying,
assessing and monitoring key business risks in order to ensure the Group’s business sustainability and safeguard
various stakeholders’ interest.
The RMC is made up of senior management from respective business units, in developing and implementing risk
management strategies in business operations across the Group and update on any new material matters/issues
identified.
GOVERNANCE STRUCTURE
RISK MANAGEMENT
CHAIRMAN
Overseeing, considering, planning and embedding sustainability strategies
Chief Financial Officer
set by the Board and reports to the Board on its progress
RISK MANAGEMENT
COMMITTEE
Responsible for the day-to-day operations of the Group, implementation
Senior Management of
of the risk management policies adopted as well as to update any new
Respective Business Units
material issues to the Risk Management Chairman
MANAGING SUSTAINABILITY
At OKA, we recognise the importance of conducting business responsibilities with due consideration given not
only to the Group’s financial performance, but also the EES aspects. More specifically, in addition to managing
sustainability governance, sustainable product development and environmental stewardship, we also aim to provide
a balance development for our stakeholders.
Given the extremely challenging landscape in year 2020 which has been severely influenced by the detrimental effects
of the COVID-19 pandemic, we have proactively refined our business strategies to ensure business sustainability.
SUSTAINABILITY STRATEGY
The Group still consistently paid sustainable dividends to its shareholders while maintaining prudent investment
and working capital for business growth. It also aims to meet the expectations of investors and other stakeholders.
The Group focuses on meeting customer needs, delivering quality products and improving operational efficiency and
reliability to gain customer trust and satisfaction. We invest heavily on innovative technology and machinery as it
leads to production efficiency and an increase in product quality. OKA products are certified by MS ISO 9001:2015.
Furthermore, our products have attained product certifications by SIRIM QAS, IKRAM QA and UKAS.
ENVIRONMENTAL STEWARDSHIP
STAKEHOLDER ENGAGEMENT
Continuous engagement with our stakeholders allows us to address important matters related to our business
operations. Ongoing communication with our stakeholders allows the Management to understand emerging trends,
differing perspectives and strengthen our relationships to make informed business decisions and deliver on our
commitments. Effective stakeholder engagement allows the Group to better understand the impacts of its business
operations to the economy, environment and society.
OKA identifies and assesses the relevant stakeholders for stakeholder engagement in order to garner insights from
the stakeholders’ perspectives and recognise their needs and expectations on the Group’s sustainability performance
which are an integral part of our sustainability strategy and initiatives.
The Group values its internal and external stakeholder groups through the use of stakeholder analysis, together with
our engagement activities, as follows:
Government & • Legislation & statutory compliance • Advices & consultations and
Regulators • Listing & regulatory compliance regulatory disclosures
• Occupational Safety & Health • Verification/ compliance audit
ANALYSIS OF SHAREHOLDINGS 35
AS AT 12 JULY 2021
ANALYSIS OF SHAREHOLDINGS
SUBSTANTIAL SHAREHOLDERS
Other than as disclosed below, there is no other Director of the Company who has interest, direct or deemed, in the
Company and its related corporations.
Direct Percentage Deemed Percentage
Name of Director interest % interest %
Number of Percentage
No. Name Shares %
LIST OF PROPERTIES 37
As At 31 March 2021
40 DIRECTORS REPORT
FOR THE YEAR ENDED 31 MARCH 2021
The Directors have pleasure in submitting their report and the audited financial statements of the Group and of the
Company for the financial year ended 31 March 2021.
Principal activities
The principal activity of the Company is that of investment holding whilst the principal activities of the subsidiaries
are as stated in Note 6 to the financial statements. There has been no significant change in the nature of these
activities during the financial year.
Subsidiaries
The details of the Company’s subsidiaries are disclosed in Note 6 to the financial statements.
Results
Group Company
RM RM
Profit for the year attributable to owners of the Company 15,848,686 9,576,298
Dividends
Since the end of the previous financial year, the amount of dividends paid by the Company were as follows :
i) In respect of the financial year ended 31 March 2020 as reported in the Directors’ Report of that year :
• an interim single-tier dividend of 2.00 sen per ordinary share totalling RM4,907,907 paid on 30 April 2020.
• a final single-tier dividend of 2.00 sen per ordinary share totalling RM4,907,907 paid on 11 December
2020.
ii) In respect of the financial year ended 31 March 2021 :
• an interim single-tier dividend of 2.10 sen per ordinary share totalling RM5,153,300 paid on 6 May 2021.
A final single-tier dividend recommended by the Directors in respect of the financial year ended 31 March 2021 is
2.40 sen per ordinary share, subject to the approval of shareholders at the forthcoming Annual General Meeting.
* Miss Ong Ee Dith is the daughter of Mr. Ong Koon Ann and Madam Quah Seok Keng. In accordance with
Section 59(11)(c) of the Companies Act 2016, the direct and deemed interests of Miss Ong Ee Dith in the
shares of the Company and of its related corporations (other than wholly-owned subsidiaries) shall be treated
as the interests of Mr. Ong Koon Ann and Madam Quah Seok Keng.
By virtue of their interests in the shares of the Company, Mr. Ong Koon Ann and Madam Quah Seok Keng are also
deemed interested in the shares of all subsidiaries during the financial year to the extent that the Company has an
interest.
Dato’ Sri Kuan Khian Leng holding office at 31 March 2021 did not have any interest in the ordinary shares of the
Company during the financial year.
Directors’ benefits
Since the end of the previous financial year, no Director of the Company has received nor become entitled to receive
any benefit (other than those fees and other benefits included in the aggregate amount of remuneration received or
due and receivable by Directors as shown in the financial statements of the Company) by reason of a contract made
by the Company or a related corporation with the Director or with a firm of which the Director is a member, or with
a company in which the Director has a substantial financial interest, except as disclosed in Note 25 to the financial
statements.
There were no arrangements during and at the end of the financial year which had the object of enabling Directors
of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any
other body corporate.
OKA CORPORATION BHD
Auditors
The auditors, KPMG PLT, have indicated their willingness to accept re-appointment.
The auditors’ remuneration is disclosed in Note 18 to the financial statements.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:
.......................................……………………...
Ong Koon Ann
Director
.......................................……………………...
Ong Choo Ian
Director
Ipoh
Equity
Share capital 12 87,836,442 87,836,442
Reserves 13 93,894,380 88,106,901
Total equity attributable to owners of the Company 181,730,822 175,943,343
Liabilities
Payables and accruals 14 28,208,077 24,752,832
Contract liabilities 15 1,085,713 1,004,642
Total current liabilities 29,293,790 25,757,474
Total liabilities 29,293,790 25,757,474
Total equity and liabilities 211,024,612 201,700,817
Equity
Share capital 12 87,836,442 87,836,442
Reserves 13 2,607,337 3,092,246
Total equity attributable to owners of the Company 90,443,779 90,928,688
Current liability
Payables and accruals 14 5,596,273 5,387,008
Total liability 5,596,273 5,387,008
Total equity and liability 96,040,052 96,315,696
OKA Corporation Bhd is a public limited liability company, incorporated and domiciled in Malaysia and is listed on
the Main Market of Bursa Malaysia Securities Berhad. The address of its registered office and principal place of
business is as follows:
Registered office and principal place of business
6 Lebuhraya Chateau
Off Persiaran Kampar
30250 Ipoh
Perak Darul Ridzuan
The consolidated financial statements of the Company as at and for the financial year ended 31 March 2021
comprise the Company and its subsidiaries (together referred to as the “Group” and individually referred to as
“Group entities”). The financial statements of the Company as at and for the financial year ended 31 March 2021 do
not include other entities.
The principal activity of the Company is that of investment holding and the principal activities of the subsidiaries are
stated in Note 6 to the financial statements.
The financial statements were authorised for issue by the Board of Directors on 26 July 2021.
1. BASIS OF PREPARATION
1.1 Statement of compliance
The financial statements of the Group and the Company have been prepared in accordance with
Malaysian Financial Reporting Standards (“MFRSs”), International Financial Reporting Standards and
the requirements of the Companies Act 2016 in Malaysia.
The following are accounting standards, interpretations and amendments that have been issued by the
Malaysian Accounting Standards Board (“MASB”) but have not been adopted by the Group and the
Company :
MFRSs, interpretations and amendments effective for annual periods beginning on or after 1 June
2020
• Amendment to MFRS 16, Leases - Covid-19-Related Rent Concessions
MFRSs, interpretations and amendments effective for annual periods beginning on or after 1
January 2021
• Amendments to MFRS 9, Financial Instruments, MFRS 139, Financial Instruments: Recognition
and Measurement, MFRS 7, Financial Instruments: Disclosures, MFRS 4, Insurance Contracts and
MFRS 16, Leases - Interest Rate Benchmark Reform - Phase 2
MFRSs, interpretations and amendments effective for annual periods beginning on or after 1 April
2021
• Amendment to MFRS 16, Leases - Covid-19-Related Rent Concessions beyond 30 June 2021
MFRSs, interpretations and amendments effective for annual periods beginning on or after 1
January 2022
• Amendments to MFRS 1, First-time Adoption of Malaysian Financial Reporting Standards (Annual
Improvements to MFRS Standards 2018-2020)
• Amendments to MFRS 3, Business Combinations - Reference to the Conceptual Framework
• Amendments to MFRS 9, Financial Instruments (Annual Improvements to MFRS Standards 2018-
2020)
• Amendments to Illustrative Examples accompanying MFRS 16, Leases (Annual Improvements to
MFRS Standards 2018-2020)
• Amendments to MFRS 116, Property, Plant and Equipment - Proceeds before Intended Use
• Amendments to MFRS 137, Provisions, Contingent Liabilities and Contingent Assets - Onerous
Contracts - Cost of Fulfilling a Contract
• Amendments to MFRS 141, Agriculture (Annual Improvements to MFRS Standards 2018-2020)
OKA CORPORATION BHD
Carrying amounts
At 1 April 2019 59,503,220 8,022,688 2,178,819 1,070,599 70,775,326
At 31 March 2020/
1 April 2020 59,538,618 7,118,069 1,651,579 1,598,641 69,906,907
Accumulated depreciation
At 1 April 2019 - 2,588,458 2,588,458
Depreciation for the year - 375,239 375,239
At 31 March 2020/1 April 2020 - 2,963,697 2,963,697
Depreciation for the year - 380,661 380,661
At 31 March 2021 - 3,344,358 3,344,358
Carrying amounts
At 1 April 2019 46,101,876 13,401,344 59,503,220
Accumulated depreciation
At 1 April 2019/31 March 2020/
1 April 2020/31 March 2021 - 387,213 387,213
Carrying amounts
At 1 April 2019/31 March 2020/
1 April 2020/31 March 2021 1,592,000 11 1,592,011
The Group leases an office building and land that run between 3 years and 99 years.
ANNUAL REPORT 2021
5. INVESTMENT PROPERTY
Group Company
RM RM
At cost
At 1 April 2019/31 March 2020/1 April 2020/31 March 2021 2,847,951 7,635,000
Accumulated depreciation
At 1 April 2019 134,790 -
Depreciation for the year 55,559 -
At 31 March 2020/1 April 2020 190,349 -
Depreciation for the year 55,559 -
At 31 March 2021 245,908 -
Carrying amounts
At 1 April 2019 2,713,161 7,635,000
At 31 March 2020/1 April 2020 2,657,602 7,635,000
At 31 March 2021 2,602,043 7,635,000
Group Company
2021 2020 2021 2020
RM RM RM RM
Included in the above are:
Buildings 2,602,043 2,657,602 - -
Freehold land - - 7,635,000 7,635,000
The fair value of the investment property as at 31 March 2021 is classified as level 3 of the fair value hierarchy.
Based on the Directors’ estimation using the latest available market information and recent experience and
knowledge in the location and category of property being valued, the fair values of the investment properties
of the Group and of the Company are RM3,640,000 (2020 : RM3,472,000) and RM21,071,000 (2020 :
RM21,484,000) respectively.
OKA CORPORATION BHD
6. INTERESTS IN SUBSIDIARIES
Note 2021 2020
RM RM
Company
At cost :
Unquoted shares 28,171,985 28,171,985
Amount due from subsidiaries 6.1 47,103,107 47,571,747
Share-based payments allocated to subsidiaries 1,500,257 1,500,257
76,775,349 77,243,989
ANNUAL REPORT 2021
7. OTHER INVESTMENTS
Group
2021 2020
RM RM
Non-current quoted shares
Fair value through other comprehensive income 11,920 11,920
The capital allowances carry-forwards are available indefinitely for offsetting against future taxable profits,
subject to no substantial changes in shareholdings of the Company under the Income Tax Act, 1967.
As stipulated under the Finance Act 2018, the unutilised tax losses for year of assessment 2018 and prior years
of assessment can be carried forward until year of assessment 2025. Effective from year of assessment 2019
onwards, any unutilised tax losses can only be carried forward for a maximum period of seven (7) consecutive
years of assessment.
The tax loss carry-forwards will expire in the following years of assessment :
2021 2020
RM RM
Year of assessment :
2025 3,655,000 3,890,000
2026 422,000 422,000
2027 631,000 631,000
2028 235,000 -
4,943,000 4,943,000
Deferred tax assets have not been recognised in respect of these items because it is not probable that future
taxable profit will be available against which the Group can utilise the benefits therefrom.
ANNUAL REPORT 2021
Recognised Recognised
in profit At in profit
At or loss 31.3.2020/ or loss At
1.4.2019 (Note 20) 1.4.2020 (Note 20) 31.3.2021
RM RM RM RM RM
Group
Property, plant and equipment (2,129,000) 341,583 (1,787,417) 43,594 (1,743,823)
Provisions 3,841,918 (563,718) 3,278,200 120,000 3,398,200
1,712,918 (222,135) 1,490,783 163,594 1,654,377
9. INVENTORIES - GROUP
2021 2020
RM RM
Raw materials 11,897,041 10,344,510
Finished goods 29,320,932 30,861,554
41,217,973 41,206,064
Note a
The Group recognises loss allowances for expected credit losses on trade receivables, if necessary, based on
probability-weighted estimate of credit losses, taking into consideration historical past due aging for the past
three years.
Note b
Other receivables of the Group and the Company are shown net of impairment loss of RM6,625 (2020 :
RM357,958) and RM Nil (2020 : RM344,333).
Note c
Included in deposits of the Group is an amount of RM10,000 (2020 : RM249,000) representing deposits paid
for the acquisition of land.
Company
Cash and bank balances 18,583 30,878
ANNUAL REPORT 2021
13. RESERVES
Group Company
2021 2020 2021 2020
RM RM RM RM
Retained profits 93,891,000 88,103,521 2,607,337 3,092,246
Fair value reserve 3,380 3,380 - -
93,894,380 88,106,901 2,607,337 3,092,246
16. REVENUE
2021 2020
RM RM
Group
Revenue from contracts with customers 116,115,715 119,052,313
Company
Dividend income 10,000,000 9,800,000
The Group’s revenue from contracts with customers is primarily confined to the domestic market. The Group
recognises its revenue based on a point in time for its revenue from the manufacture and trading of concrete
products.
16.1 Nature of goods and services
The following information reflects the typical transactions of the Group:
The estimated monetary value of Directors’ benefits-in-kind of the Group and the Company is RM70,692 (2020:
RM73,817).
ANNUAL REPORT 2021
22. DIVIDENDS
Dividends recognised by the Company are:
Sen per Total Date of
share amount payment
RM
2021
Final 2020 ordinary - single-tier 2.00 4,907,907 11 December 2020
Interim 2021 ordinary - single-tier 2.10 5,153,300 6 May 2021
10,061,207
2020
Final 2019 ordinary - single-tier 1.90 4,662,509 15 November 2019
Interim 2020 ordinary - single-tier 2.00 4,907,907 30 April 2020
9,570,416
After the end of the reporting period, the following dividend was proposed by the Directors. The dividend will
be recognised in the subsequent financial year upon approval by the shareholders of the Company at the
forthcoming Annual General Meeting.
Sen per
share
Final single-tier dividend 2.40
2020
Financial assets
Other investments 11,920 - 11,920
Receivables (excluding deposits and prepayments) 26,577,290 26,577,290 -
Cash and cash equivalents 52,064,881 52,064,881 -
78,654,091 78,642,171 11,920
Financial liabilities
Payables and accruals 24,752,832 24,752,832 -
Carrying
amount AC
RM RM
Company
2021
Financial assets
Receivables (excluding deposits and prepayments) 10,000,000 10,000,000
Cash and cash equivalents 18,583 18,583
10,018,583 10,018,583
Financial liabilities
Payables and accruals 5,596,273 5,596,273
OKA CORPORATION BHD
2020
Not past due 12,312,138 (689,512) 11,622,626
Past due 1-30 days 6,511,033 (1,264,561) 5,246,472
Past due 31-60 days 6,132,515 (1,862,309) 4,270,206
Past due 61-90 days 4,543,906 (1,823,630) 2,720,276
29,499,592 (5,640,012) 23,859,580
Credit impaired
Past due more than 90 days 9,689,114 (7,101,726) 2,587,388
39,188,706 (12,741,738) 26,446,968
ANNUAL REPORT 2021
The allowance account in respect of receivables is used to record impairment losses. Unless the Group
is satisfied that recovery of the amount is possible, the amount considered irrecoverable is written off
against the receivable directly.
Cash and cash equivalents
The cash and cash equivalents are held with banks and financial institutions. As at the end of the reporting
period, the maximum exposure to credit risk is represented by their carrying amounts in the statements
of financial position.
These banks and financial institutions have low credit risks. In addition, some of the bank balances are
insured by government agencies. Consequently, the Group and the Company are of the view that the loss
allowance is not material and hence, it is not provided for.
Other receivables
Credit risks on other receivables are mainly arising from deposits paid for hostel rented and utilities.
These deposits will be received at the end of each lease terms. The Group manages the credit risk
together with the leasing arrangement.
As at the end of the reporting period, the maximum exposure to credit risk is represented by their carrying
amounts in the statements of financial position.
The movements in the allowance for impairment in respect of other receivables during the year are shown
below.
OKA CORPORATION BHD
Company
Balance at 1 April 2019/31 March 2020/1 April 2020 344,333
Amounts written off (344,333)
Balance at 31 March 2021 -
Inter-company advances
Risk management objectives, policies and processes for managing the risk
The Company provides unsecured loans and advances to subsidiaries. The Company monitors the ability
of the subsidiaries to repay the loans and advances on an individual basis.
Exposure to credit risk, credit quality and collateral
As at the end of the reporting period, the maximum exposure to credit risk is represented by their carrying
amounts in the statements of financial position.
Loans and advances provided are not secured by any collateral or supported by any other credit
enhancements.
Recognition and measurement of impairment loss
Generally, the Company considers loans and advances to subsidiaries to be with low credit risk. The
Company assumes that there is a significant increase in credit risk when a subsidiary’s financial position
deteriorates significantly. As the Company is able to determine the timing of payments of the subsidiaries’
loans and advances when they are payable, the Company considers the loans and advances to be in
default when the subsidiaries are not able to pay when demanded. The Company considers a subsidiary’s
loan or advance to be credit impaired when :
• The subsidiary is unlikely to repay its loan or advance to the Company in full; or
• The subsidiary is continuously loss making and is having a deficit shareholders’ fund.
The Company determines the probability of default for these loans and advances individually using
internal information available.
The following table provides information about the exposure to credit risk and ECLs for subsidiaries’ loans
and advances.
ANNUAL REPORT 2021
Gross Impairment
carrying Loss Net
amount allowance balance
RM RM RM
Company
2021
Low credit risk 57,103,107 - 57,103,107
Credit impaired 624,000 (624,000) -
57,727,107 (624,000) 57,103,107
2020
Low credit risk 57,371,747 - 57,371,747
Credit impaired 564,000 (564,000) -
57,935,747 (564,000) 57,371,747
The movements in the allowance for impairment in respect of subsidiaries’ loans and advances during the
financial year is as follows:
Lifetime ECL
RM
Company
Balance at 1 April 2019 504,000
Net remeasurement of loss allowance 60,000
Balance at 31 March 2020/1 April 2020 564,000
Net measurement of loss allowance 60,000
Balance at 31 March 2021 624,000
Financial guarantees
Risk management objectives, policies and processes for managing the risk
The Company provides guarantees to certain vendors for the supply of goods and services to a subsidiary.
The Company monitors on an on-going basis the results of the subsidiary and repayments made by the
subsidiary.
OKA CORPORATION BHD
Company
2021
Non-derivative financial liabilities
Payables and accruals 5,596,273 - 5,596,273 5,596,273
Corporate guarantee - - 5,092,815 5,092,815
5,596,273 10,689,088 10,689,088
2020
Non-derivative financial liabilities
Payables and accruals 5,387,008 - 5,387,008 5,387,008
Corporate guarantee - - 4,514,798 4,514,798
5,387,008 9,901,806 9,901,806
OKA CORPORATION BHD
The transactions with the Director and subsidiaries have been entered into in the normal course of business
and have been established under negotiated terms.
In the opinion of the Directors, the financial statements set out on pages 44 to 96 are drawn up in accordance with
Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the
Companies Act 2016 in Malaysia so as to give a true and fair view of the financial position of the Group and of the
Company as of 31 March 2021 and of their financial performance and cash flows for the financial year then ended.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:
…....................................………………………
Ong Koon Ann
Director
…....................................………………………
Ong Choo Ian
Director
Ipoh
I, Lau Wai Yeen, the officer primarily responsible for the financial management of OKA Corporation Bhd, do solemnly
and sincerely declare that the financial statements set out on pages 44 to 96 are, to the best of my knowledge and
belief, correct and I make this solemn declaration conscientiously believing the declaration to be true, and by virtue
of the Statutory Declarations Act 1960.
Subscribed and solemnly declared by the abovenamed Lau Wai Yeen, NRIC: 700418-08-6057, MIA CA11467, at
Ipoh in the State of Perak Darul Ridzuan on 26 July 2021.
….........................................
Lau Wai Yeen
Before me:
KONG WAI NGEE
COMMISSIONER FOR OATHS
IPOH
ANNUAL REPORT 2021
I/We
(Full name in block, NRIC/Passport/Company No.)
Tel : of (address) being
member(s) of OKA Corporation Bhd, hereby appoint
Proportion of Shareholdings
Full Name (in Block) NRIC/Passport No.
No. of Shares %
Address
Address
or failing the abovenamed proxies, the Chairman of the Meeting as my/our proxy to vote for me/us and on my/our behalf at the General Meeting
of the Company to be held at Lavender Hall – Level 3, Kinta Riverfront Hotel & Suites, Kinta Riverfront, Jalan Lim Bo Seng, 30000 Ipoh, Perak
Darul Ridzuan on Wednesday, 29 September 2021 at 11.00 a.m. or any adjournment thereof, and to vote as indicated below-
Description of Resolution Ordinary Resolution For Against
F%'3/$/#+()&(!&-)/3&2+G+2%)2 Resolution 1
Approval of payment of Directors’ fees Resolution 2
Approval of payment of allowances to Non-Executive Directors Resolution 3
Re-election of Mr. Mdm. Quah Seok Keng Resolution 4
Re-election of Mr. Gan Boon Koo @ Gan Boon Kiu Resolution 5
Re-election of Dato’ Sri Kuan Khian Leng, S.S.A.P. Resolution 6
H%</11(+)#*%)#&(!&I%..$.4&JKIL&KM5&/.&N"2+#($.&/)2&/"#6($+O+):%&F+$%'#($.&#(&-0%+$& Resolution 7
remuneration
Authority to the Directors to issue shares pursuant to Sections 75 & 76 of the Companies Resolution 8
Act, 2016
Retain Mr. Chok Hooa @ Chok Yin Fatt, PMP as an Independent Non-Executive Director Resolution 9
Retain Mr. Gan Boon Koo @ Gan Boon Kiu as an Independent Non-Executive Director Resolution 10
Please indicate with an “X” in the space provided whether you wish your votes to be cast for or against the resolutions. In the absence of
.1%'+-'&2+$%'#+()?&9("$&1$(09&8+33&G(#%&($&/,.#/+)&/.&6%+)P.&-#4
Notes -
1. A member entitled to attend and vote at this general meeting is entitled to appoint a proxy or attorney or in the case of a corporation, to appoint a duly authorized
representative to attend, participate, speak and vote in his place in accordance with Section 334(1) of the Act. A proxy may but need not be a member of the
Company.
2. A member may appoint not more than two (2) proxies to attend and vote at the same meeting. Where a member appoints more than one (1) proxy and such
!""#$%&'(%&)*+!,,)-()$%.!,$/)0%,(**)+()*"(1$2(*)&+()"3#"#3&$#%)#4)+$*)*+!3(+#,/$%5)&#)-()3("3(*(%&(/)-6)(!1+)"3#768
98) :+(3()!)'('-(3)#4)&+();#'"!%6)$*)!%)!0&+#3$*(/)%#'$%(()!*)/(2%(/)$%)&+();(%&3!,)<("#*$$(*)=1&>)$&)'!6)!""#$%&)%#&)'#3()&+!%)&?#)@AB)"3#7$(*)$%)3(*"(1&)
of each securities account it holds with ordinary shares of the Company standing to the credit of the said securities account and the number of shares to be
represented by each proxy must be clearly indicated.
C8) :+(3() !) '('-(3) #4) &+() ;#'"!%6) $*) !%) (7('"&) !0&+#3$D(/) %#'$%(() ?+$1+) +#,/*) #3/$%!36) *+!3(*) $%) &+() ;#'"!%6) 4#3) '0,&$",() -(%(21$!,) #?%(3*) $%) #%()
securities account (“omnibus account”), there is no limit to the number of proxies which the exempt authorized nominee may appoint in respect of each omnibus
!11#0%&)$&)+#,/*8))=%)(7('"&)!0&+#3$D(/)%#'$%(()3(4(3*)&#)!%)!0&+#3$D(/)%#'$%(()/(2%(/)0%/(3)&+()E(103$&$(*)F%/0*&36)@;(%&3!,)<("#*$$(*B)=1&)GHHG)?+$1+)
is exempted from compliance with the provisions of subsection 25A(1) of the said Act.
5. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly authorized in writing or if such appointor is a
1#3"#3!&$#%>)0%/(3)$&*)E(!,)#3)&+()+!%/)#4)$&*)!&%(6)#3)-6)!)/0,6)!0&+#3$*(/)#I1(3)#%)-(+!,4)#4)&+()1#3"#3!&$#%8
J8) K#)-().!,$/)&+$*)4#3')/0,6)1#'",(&(/)'0*&)-()/("#*$&(/)!&)&+()3(5$*&(3(/)#I1()#4)&+();#'"!%6)%#&),(**)&+!%)CL)+#03*)-(4#3()&+()&$'()4#3)+#,/$%5)&+()'((&$%5)
or adjourned meeting at which the person named in the instrument proposes to vote, or, in the case of a poll, not less than twenty-four (24) hours before the
time appointed for the taking of the poll, and in default the instrument of proxy shall not be treated as valid.
7. By submitting the duly executed Proxy Form, the member consents to the Company (and/or its agents/ service providers) collecting, using and disclosing the
personal data therein in accordance with the Personal Data Protection Act 2010, for the purpose of the meeting or at any adjournment thereof.
8. Only a depositor whose name appears on the Record of Depositors as at 22 September 2021 shall be entitled to attend the general meeting or appoint a proxy
to attend, speak and vote on his behalf.
Please fold along this line
Stamp
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