A REGIONAL HEALTHCARE PROVIDER YOUR PERSONAL

A REGIONALHEALTHCARE PROVIDERYOUR PERSONAL HEALTH NAVIGATOR

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(Co. Reg. No. 197401556E)

350 Orchard Road

#08-00 Shaw House

Singapore 238868

Tel: (65) 6789 8888 Fax: (65) 6738 4136

Email: [email protected]

Website: www.asiamedic.com.sg

ASIAMEDIC LIMITEDANNUAL REPORT 2012

The Annual Report has been prepared by the Company and reviewed by the Company’s sponsor, Asiasons WFG Capital Pte Ltd (the “Sponsor”), for compliance with

the Listing Manual (Section B: Rules of Catalist) of the Singapore Exchange Securities Trading Limited (the “SGX-ST”). The Sponsor has not independently verifi ed

the contents of the Annual Report including the accuracy or completeness of any of the information disclosed or the correctness of any of the statements made,

opinions expressed or reports contained in the Annual Report.

The Annual Report has not been examined or approved by the SGX-ST. The SGX-ST and the Sponsor assume no responsibility for the contents of the Annual Report

including the correctness of any of the statements made, opinions expressed or reports contained in the Annual Report.

Contact person for the Sponsor: Ms Pauline Sim (Registered Professional, Asiasons WFG Capital Pte Ltd)

Address: 70 Anson Road, #24-01 Hub Synergy Point, Singapore 079905

Telephone number: (65) 6319 4954

Contents01 Our Core Services

02 AsiaMedic’s Business Units

03 Financial Highlights

04 Chairman’s Statement

06 Operations Review

07 Financial Review

09 Board of Directors

10 Key Management

11 Group Structure

12 Corporate Information

13 Statement of Corporate Governance

25 Financial Contents

We are committed to serving our patients and clinical partners towards achieving the best clinical outcomes for early disease detection and preventive health management

COMPETENCE

Commitment to ensuring the highest professional

standards of service and expertise

CONVENIENCE

Commitment to providing timely, appropriate and

personalised healthcare information and continuity

of care in an integrated one-stop wellness and

diagnostic centre

CARE

Commitment to helping our clients navigate their

health risks and needs through practical and

personalised clinical solutions and strategies

CONFIDENCE

Commitment to ensuring patient confi dence

with a focus on safety, consistent processes

and standards based on continuous service and

clinical quality improvement and innovation

Providing holistic solutions through

integrated application of the latest medical

technologies to prevent and detect early

illnesses to achieve positive experiences and

clinical outcomes for our patients

vision

To be a progressive healthcare leader in

defi ning wellness through total health risk

management

mission

Values & Brand Promise

Designed and produced by

(65) 6578 6522

General and sub-specialty CT/MRI

imaging such as Cardiovascular,

Neuroradiological, ENT and

Musculoskeletal imagings.

PET/CT imaging for diagnosis,

staging, localisation and

monitoring progress of cancer.

Collaborative partnership

with local and overseas

medical specialists

and centres in areas of

Cardiology, Oncology,

Orthopaedics, Preventive

Care and many more.

Health Risk Assessments

and Screenings, Anti-

Aging and Health Risk

Management programmes

for optimised healthy

aging and wellness.

Our Core Services

ADVANCED DIAGNOSTIC IMAGING

WELLNESS AND PREVENTIVE MANAGEMENT

COLLABORATIVE HEALTH MANAGEMENT

ASIAMEDIC LIMITED ANNUAL REPORT 2012

01

ASIAMEDIC WELLNESS ASSESSMENT CENTREThe AsiaMedic Wellness Assessment

Centre offers a comprehensive

range of preventive health screening

plans for patients to identify their

health risk factors so that successful

early intervention and behavioural

modification can be implemented.

Staffed by a team of experienced and

caring Medical Health Navigators,

we help patients achieve optimal

well-being with customised lifestyle

solutions that best address their

individual health risk profile. Leveraging

on the latest evidence-based medical

knowledge and technology, the team

is committed to delivering positive

clinical outcomes and experiences

for patients based on AsiaMedic’s

philosophy of early diagnosis, pre-

symptomatic diseases detection and

disease prevention.

ASIAMEDIC ADVANCED IMAGING CENTREThe AsiaMedic Advanced Imaging

Centre is made up of The Orchard

Imaging Centre and The Heart &

Vascular Centre. Equipped with a multi-

slice CT scanner and two Magnetic

Resonance Imaging (MRI) scanners,

the Centre provides an extensive range

of advanced imaging for Cardiology,

Neuroradiology, ENT, Orthopaedics,

etc. Other imaging services include

DEXA, Mammography, Ultrasound

and general X-ray. The Centre uses

an integrated RIS PACS system that

streamlines operations to better

serve patients referred by our clinical

partners.

ASIAMEDIC POSITRON EMISSION TOMOGRAPHY (PET) CENTREAs one of Singapore’s first non-hospital

based PET centres, the AsiaMedic

Positron Emission Tomography (PET)

Centre utilises GE’s Discovery ST

PET/CT scanner for cardiac and

cancer imaging. This system integrates

a PET scanner with a multislice

Computed Tomography (CT) scanner

and is capable of 2D and 3D imaging

that significantly enhances cancer

diagnosis and staging.


02

AsiaMedic’s Business Units

2008 2009 2010 2011 2012

$ $ $ $ $

Revenue 12,256,277 11,336,050 10,659,324 10,556,405 11,885,307

Profi t/(Loss) before taxation 1,241,835 458,148 (55,526) (1,172,092) 52,884

Profi t for the year 1,075,312 463,809 24,467 (1,070,989) 33,923

Net profi t after tax attributable to owners

of parent 1,325,848 782,771 160,018 (805,907) 43,197

Total share capital and reserves 14,764,175 14,657,931 14,481,186 13,674,029 13,715,610

Cents Cents Cents Cents Cents

Earning per share – Basic 0.40 0.23 0.05 (0.24) 0.01

– Diluted 0.39 0.23 0.05 (0.24) 0.01

Dividend per share – Interim – 0.17 – – –

– Final – 0.06 – – –

Net asset value per share 4.27 4.33 4.32 4.00 4.00

10,556,405

11,885,307

201220112009 20102008

0

3,000,000

6,000,000

9,000,000

12,000,000

15,000,000

10,659,324 11,336,050

12,256,277

(805,907)

0

300,000

600,000

900,000

1,200,000

1,500,000

(900,000)

(600,000)

(300,000)

201220112009 20102008

160,018

782,771

1,325,848

43,197

REVENUE($)

NET PROFIT/(LOSS) AFTER TAX ATTRIBUTABLETO OWNERS OF THE PARENT

($)


03

Financial Highlights

DEAR SHAREHOLDERS,

In my first year as the new Non-Executive Chairman,

I am pleased to share that the Group has turned in a

positive set of results for FY2012. The Group’s revenue

improved 13% to S$11.9 million against $10.6 million in

the previous year, on the back of healthy growth from

its core businesses of diagnostic imaging and wellness

management. Net profit improved to S$43,000, reversing

a loss of S$806,000 a year ago. In addition, AsiaMedic

was able to generate positive cash flow of S$1.3 million,

maintaining a healthy balance sheet.

The Group was able to achieve higher sales and return

to profitability despite the decline in revenue contribution

from consultancy and management services due to

completion of projects in Abu Dhabi in January 2012.

These middle east projects on average contributed

10-15% to AsiaMedic’s revenue for FY2011 and FY2010.

This signifies that growth in our Singapore core businesses

has gained strong traction and sustainability.

Our growth strategy going forward remains in developing

additional revenue streams in Singapore and overseas.

In Singapore, we are exploring several opportunities that

are synergistic to our current service offerings. China

and Myanmar are in our plans for regional growth. In

Shanghai, China, the Group, through its wholly owned

subsidiary, AsiaMedic China Co., Ltd, is managing a

post-natal confinement centre and a medical centre. Post-

natal confinement centres are post-delivery rehabilitation

centres where mothers accompany their newborn babies

to stay for one month to receive specialized post-natal

maternal and infant care from trained professionals. With

luxurious furnishings and personalized service, we are

targeting families with high spending power.

In tapping Myanmar’s growth potential, AsiaMedic has

taken a prudent approach in establishing its footprint

through collaboration with local partners. Talks are in

progress to set up an advanced diagnostic centre and a

specialist clinic for international patients.

FY2012 has been an exciting

and busy year, during

which we have expanded

AsiaMedic’s footprint in the

region, and fi ne-tuned our

strategy and operations,

which brought our fi nancial

performance back on track.


04

Chairman’s Statement

Outlook for Singapore’s healthcare industry remains rosy,

underpinned by robust fundamentals such as; Singapore’s

burgeoning population coupled with rapidly greying

demographics, rising affluence and Singapore’s reputation

in the region as a centre of medical excellence.

Another noteworthy achievement for the Group comes in

the form of “Most Transparent Company Award”, Runner-

Up, for the Catalist Category at the Securities Investors

Association (Singapore) (“SIAS”) Investors’ Choice Awards

2012. We are proud to receive recognition for our efforts

in corporate governance and transparency and will remain

committed to open and timely communication with our

shareholders and the investment community.

In summary, FY2012 has been an exciting and busy

year, during which we have expanded AsiaMedic’s

footprint in the region, and fine-tuned our strategy and

operations, which brought our financial performance back

on track. Going ahead, the Group looks forward to new

exciting developments in the capacity expansion for its

flagship centre in Shaw House as well as new services in

Singapore and the region. We believe AsiaMedic is well

set on a course of growth.

In conclusion, the Board expresses its gratitude to

former Non-Executive Chairman, Dr Low Cze Hong

and outgoing Non-Executive Director Dr Khor Chin Kee

for their contributions. I would also like to thank the

Board of Directors for providing sound guidance, our

management and staff for their hard work and dedication,

and business partners for their support. I hereby extend

a warm welcome to our new Independent Director, Mr

Mark Erhart, as he brings along his wealth of healthcare

expertise. Last, but most certainly not least, to thank all

shareholders for their confidence in AsiaMedic.

Tan Wang Cheow

Non-Executive Chairman


05

Chairman’s Statement

FY2012 has been a water-shed year for AsiaMedic,

during which we expanded our footprint overseas, and

re-examined the viability of our existing strategies.

Several initiatives to improve our service offering, pricing

and channel promotions have contributed to the positive

results the Group generated this year.

Space and rental have always been among the key

concerns for our business. The Group successfully

renegotiated an extension of the lease for a total of

15 years at a sustainable rate. Along with the lease

extension, the Group managed to secure another floor at

Shaw House to cater for business expansion. AsiaMedic

will expand by another 8,000 square feet, up from the

14,000 square feet currently. The expansion project

is scheduled to complete by the second half of 2013.

The additional space will enable the Group to bring in

partners that will strengthen and contribute to our local

business.

A thorough review of our processes from customer

acquisition to service delivery have resulted in the

following:

(i) upgraded call system and processes to limit

dropped calls and improve follow-up, resulting in

better utilization of available slots,

(ii) scheduled replacement of key equipment and

parts to minimize service disruption and improve

productivity,

(iii) initiative to automate health screening reports, and

making them available to patients within 2 days or

less, and

(iv) direct viewing of scanned images and reports in

our secured server by referring physicians

Operational improvements, coupled with intensive

marketing focus, contributed to the growth of our group

diagnostic imaging revenue by 35% to S$8.8 million in

FY2012. Sales from the wellness management segment

also registered a growth of 25% to S$3.3 million in

FY2012. Better efficiency and cost control measures

contributed to improved EBITDA margins of 11.8% in

FY2012 against 2.0% in FY2011.

The latest measure curbing the inflow of foreign

workers will continue to raise concerns over manpower

shortages. However, AsiaMedic has begun investing in

several automation projects early and this will mitigate

the impact. Furthermore, many of the staff at AsiaMedic

are Singaporeans or permanent residents, therefore

limiting the impact on the Group.

Overseas, the post-natal care centre in Shanghai, is a

well furnished facility, located on the fifth story of a

hotel in Pudong. The centre currently has an operating

capacity of twenty rooms for mothers and their infants.

AsiaMedic has the options to expand further by taking

up more floors when the need arises. With stringent

cost controls in place, renovations for the facility

was completed for under S$300,000. Meanwhile, the

medical centre opened in November 2012 in Shanghai

is expected to turn profitable this year.

Going forward, we are confident that our new

businesses in Singapore and overseas will transform

AsiaMedic and greatly benefit our customers, partners

and shareholders.

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06

Operations Review

The Group’s revenue increased by 13% to S$11.9 million

for the fi nancial year ended 31 December 2012 (“FY2012”)

compared with S$10.6 million in the previous corresponding

year (“FY2011”) driven by the improved performance from

its local diagnostic imaging and wellness businesses.

Revenue from its healthcare consultancy and management

services in Abu Dhabi decreased due to the completion of

the projects in January 2012.

Staff costs increased due mainly to higher headcount and

the engagement of a CEO during the year. Operating lease

expense increased due mainly to higher rental rates from

the beginning of FY2012. Laboratory and consultancy costs

increased in line with the increase in revenue. The increase

in other operating expenses was mainly due to increase in

marketing expenses and utility charges. Included in other

operating expenses were business development costs for

China and Myanmar amounting to S$145,000. On the other

hand, maintenance and depreciation expenses decreased

in FY2012. Maintenance expenses decreased due mainly

to the disposal of eye equipment in the previous year

while depreciation expense decreased as a result of fi xed

assets becoming fully depreciated. There were no losses on

disposal and impairment of equipment in FY2012.

The share of results of associates FY2012 increased due to

higher contribution from Positron Tracers Pte Ltd (“PTPL”),

coupled with a lower loss from AsiaMedic Eyecare Centre

Pte Ltd (“AMEC”). PTPL’s results improved due to higher

sales. The Group recorded a higher share of AMEC’s loss

in FY2011 because the Group continued to provide fi nancial

support to AMEC.

As a result of the higher revenue and the absence of

disposal and impairment losses, the Group registered a

profi t attributable to equity holders of S$43,000 for FY2012

compared with a loss of S$806,000 for FY2011.


07

Financial Review

The Group’s balance sheet remained healthy. Net current

assets increased from S$8.5 million as at end of FY2011

to $8.8 million. The convertible loan receivables represent

start-up fi nancing provided to the new businesses in

Shanghai, China. The Group obtained hire-purchase and

term loan fi nancing for the purchase of medical equipment

and renovations. During the year, the Group’s cash fl ow

from operating activities increased to S$1.6 million

(FY2011: S$683,000) due to its improved performance. As

a result, cash and cash equivalents balances increased to

S$9.2 million compared with S$7.9 million as at the end

of FY2011.

Increased demand for private healthcare in Singapore

has benefi ted the Group signifi cantly in 2012. We expect

further growth in demand from Singapore’s own growing

and aging population as well as medical visitors from the

surrounding countries. This will continue to strengthen

the Group’s core businesses and present the opportunity to

serve with more locations and a wider range of services.

The regional economies have also done well and are receptive

to foreign investments in healthcare services. The Group will

explore more business opportunities in the region that fi t with

its expertise in advanced imaging and providing healthcare

services to discerning patients.

Barring unforeseen circumstances, the Group is cautiously

optimistic of its prospects in 2013.


08

Financial Review

Mr Tan is the Executive Chairman of SGX mainboard-listed Food Empire

Holdings Limited (“FEHL”). Mr Tan is founder of the FEHL group and has

been instrumental in guiding the group’s business, including taking the group

public in 2000. He is responsible for the achievement of the FEHL group’s

long term goals. His role includes overseeing new business opportunities,

market development and product innovation. He is also actively involved in

the marketing and branding activities.

Mr Solaiman is a director in several companies within the Salim Group.

His involvement in the Salim Group includes the coverage of the Group’s

activities in the petrochemical, chemical, real estate and food industries.

Dr Khor holds a medical degree from the National University of Singapore.

He was the CEO of AsiaMedic Limited from July 2007 to April 2010. Dr Khor

has vast experience in both clinical services and healthcare management.

Mr Ng is the President of International Business at Metro Private Limited.

He is responsible for Metro’s operations in Indonesia. Mr Ng started Metro

Indonesia in 1991 and is the Commissioner of the Indonesian company.

Mr Goh is presently the Chief Financial Offi cer of the National University of

Singapore, Centre For the Arts and is an Independent Director of Indofood

Agri Resources Limited. Widely experienced in regional management and

fi nance, Mr Goh had previously held senior executive positions with large

multinational companies such as Mobil Petrochemicals Asia Pacifi c and

John Hancock International Private Limited.

Mr Erhart is the founder and Managing Director of healthcare-focused investment advisory and consulting fi rm Sentosa Capital Advisors Pte Ltd. He has extensive direct investment and deal experience of the healthcare sector in Europe, Asia and the Middle East. Prior to setting up Sentosa Capital Advisors, Mr Erhart was the Executive Director, Healthcare at Mubadala Development Company from 2006 to 2010; and the Vice President, Corporate Development at Parkway Group Healthcare Pte Ltd from 2002 to 2006.

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MR ARTHUR NG BOON CHYE Independent

Director

MR TAN WANG CHEOW Non-Executive Chairman

and Non-Executive Director

BAcc, National University

of Singapore

MR MARK ERHART Independent Director

B.A., cum laude, Economics

and Finance, University of

Puget Sound J.D.,

University of Washington

School of Law

MR ANDI SOLAIMANNon-Executive Director

BA and MBA, Dury

University (USA)

MR GOH KIAN CHEE Independent Director

B.A. (Hons), Middlesex

University (London, UK)

DR KHOR CHIN KEE Non-Executive

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09

Board of Directors

DR WONG WENG HONG

Chief Executive Offi cer

MBBS, MBA

Dr Wong founded Healthway Medical Group in 1990. By

2007, the company had grown to over 70 clinics in several

parts of Singapore through organic growth and acquisitions.

The company was successfully listed on the Singapore

Exchange with a market capitalisation of nearly S$500 million.

After listing, Dr Wong continued to lead the company to

extend its presence in Singapore and enter the Chinese

market through Shanghai. Dr Wong remained as Managing

Director and Medical Director of the group until February

2011 when he left to head his investment and consultancy

companies.

Besides graduating with MBBS in 1988 from the National

University of Singapore (NUS), Dr Wong obtained an MBA

from Macquarie Graduate School of Management in 2004,

a Graduate Diploma in Occupational Medicine, National

University of Singapore in 2005, Graduate Diploma in Family

Medicine, National University of Singapore in 2006 and a

Post-Graduate Diploma in Andrology and Men’s Health, Edith

Cowan University, Western Australia in 2006.

With over 20 years in the healthcare industry and involvement

in clinical operations and several corporate and fund-raising

exercises, Dr Wong has deep experience and understanding

of the business of healthcare, especially in Singapore and

China.

MR STANLEY WOO

Group Financial Controller

B. Com.

Mr Woo holds a Bachelor of Commerce degree from the

University of Melbourne. As the Group Financial Controller

of AsiaMedic Limited, Mr Woo oversees the Group’s fi nance,

legal, accounting and taxation functions. He has more than 16

years of fi nance and accounting experience. Prior to joining

AsiaMedic, Mr Woo spent 8 years as the Financial Controller

of a public listed manufacturing company. He also has 7 years

of public accounting experience. Mr Woo is a member of the

Institute of Certifi ed Public Accountants of Singapore.

MR JONATHAN JOSEPH TAN

Chief Operating Offi cer

B.Sc Eng, B.A (Hons), MIB, ThD

Mr Tan was previously the General Manager of Healthway

Medical and Assistant Director with The National Healthcare

Group. Prior to Healthcare he was head huntered by Société

Générale dè Surveillance (SGS) as the Division Manager

and Corporate Head of Marketing and was identifi ed as the

top 5% of SGS Managers and sent for higher management

development in Geneva and Lausanne in IMD (Switzerland).

Educated in the US and UK for his undergraduate studies

and post graduate studies under scholarships in Australia,

he was awarded a research scholarship with the Institute of

Defense and Strategic Studies in NTU. He was appointed

as Adjunct Professor and academic advisor for PCEC-CS

College, Shanghai, from 2004-2006 and assist as Adjunct

Lecturer for MDIS, Forte-IRI & Trent Global between 1999 –

2010. He holds fellowships and memberships from American

Association for Political Scientists, Australian Institute of

Management, Institution of Industrial Engineers (US & S’pore),

National Society of Professional Engineers (US), College of

Teachers (UK) and the American Association for Financial

Management.

DR KEVIN CHEN

Consultant Radiologist

General Manager – Advanced Imaging Centre

MB ChB, MRCP, FRCR, FAMS

Dr Kevin Chen graduated from the University of Bristol

Medical School in the UK. He is a member of the Royal

College of Physicians (London), a Fellow of the Royal College

of Radiologists and a Fellow of the Academy of Medicine,

Singapore. Prior to joining AsiaMedic, Dr Chen was a

consultant radiologist at the Singapore General Hospital where

he was a director of the Advanced Imaging Centre and the

SingHealth Centre for Noninvasive Advanced Cardiovascular

Imaging. He has a special interest in cardiovascular imaging

and has completed a Fellowship in this radiological sub-

specialty at the Cleveland Clinic Foundation, Ohio, USA.


10

Key Management

100% DIRECTLY HELD

Wellness Assessment Centre Pte Ltd

AsiaMedic PET/CT Centre Pte Ltd

The Orchard Imaging Centre Pte Ltd

AsiaMedic Heart & Vascular Centre Pte Ltd

AMC Healthcare Pte Ltd

AsiaMedic China Co., Ltd

60% DIRECTLY HELD

AsiaMedic Eye Centre Pte Ltd*

33% DIRECTLY HELD

Positron Tracers Pte Ltd

50% INDIRECTLY HELD

AsiaMedic Eyecare Clinic Pte Ltd*

* Inactive companies


11

Group Structure

BOARD OF DIRECTORS

Mr Tan Wang Cheow

Mr Andi Solaiman

Dr Khor Chin Kee

Mr Arthur Ng Boon Chye

Mr Goh Kian Chee

Mr Erhart Mark Allan

AUDIT COMMITTEE

Mr Goh Kian Chee (Chairman)


Dr Khor Chin Kee

NOMINATING COMMITTEE

Mr Arthur Ng Boon Chye (Chairman)

Mr Andi Solaiman

Mr Goh Kian Chee

REMUNERATION COMMITTEE

Mr Goh Kian Chee (Chairman)


Mr Andi Solaiman

REGISTRAR AND SHARE TRANSFER OFFICE

KCK Corpserve Pte Ltd

333 North Bridge Road

#08-00 K H KEA Building

Singapore 188721

COMPANY SECRETARY

Ms Foo Soon Soo

AUDITORS

Ernst & Young LLP

Public Accountants and

Certifi ed Public Accountants

One Raffl es Quay

North Tower, Level 18

Singapore 048583

Partner-in-charge: Mr Terry Wee

(Appointed with effect from fi nancial year

ended 31 December 2008)

REGISTERED OFFICE

350 Orchard Road

#08-00 Shaw House

Singapore 238868

Tel: (65) 6789 8888

Fax: (65) 6738 4136



PRINCIPAL BANKERS

DBS Bank Ltd

Oversea-Chinese Banking Corporation Limited

Standard Chartered Bank

National Australia Bank Limited

CATALIST SPONSOR

Asiasons WFG Capital Pte Ltd

70 Anson Road #24-01

Hub Synergy Point

Singapore 079905

Note:

Dr Khor retires as a Director on 20 April 2013.

Mr Erhart replaces Dr Khor as Audit Committee member on 20 April 2013.


12

Corporate Information

The Board of Directors of AsiaMedic Limited (the “Company”) is committed to ensuring that high standards of corporate

governance and transparency are practiced for the protection of shareholders’ interests. This report describes the

corporate governance framework and practices of the Company with specific reference made to each of the principles

of the Code of Corporate Governance 2005 (the “Code”). The Company will continue to improve its systems and

corporate governance processes in compliance with the Code.

BOARD MATTERS

The Board’s Conduct of its Affairs

Principle 1

Every company should be headed by an effective Board to lead and control the company. The Board is

collectively responsible for the success of the company. The Board works with Management to achieve this

and the Management remains accountable to the Board.

The Board of Directors (the “Board”) comprises 6 Non-Executive Directors having the appropriate mix of core

competencies and diversity of experience to direct and lead the Company. As at the date of this report, the Board

comprises the following members:

1. Mr Tan Wang Cheow (Non-Executive Chairman)

2. Mr Andi Solaiman (Non-Executive Director)

3. Dr Khor Chin Kee (Non-Executive Director)

4. Mr Arthur Ng Boon Chye (Independent Director)

5. Mr Goh Kian Chee (Independent Director)

6. Mr Mark Erhart (Independent Director)

The primary role of the Board is to protect and enhance long-term shareholders’ value. It sets the corporate strategies of

the Group, and sets directions and goals for the Management. It supervises the Management and monitors performance

of these goals to enhance shareholders’ value. The Board is responsible for the overall corporate governance of the

Group.

Regular meetings are held to deliberate the strategic policies of the Company including significant acquisitions and

disposals, review and approve annual budgets, review the performance of the business and approve the public release

of periodic financial results.

The Board has formed the Audit Committee, the Nominating Committee and the Remuneration Committee (collectively,

the “Board Committees” or individually, a “Board Committee”) to assist in carrying out and discharging its duties and

responsibilities efficiently and effectively.

These Board Committees function within clearly defined terms of reference and operating procedures, which are

reviewed on a regular basis. The effectiveness of each Board Committee is also constantly reviewed by the Board.

Statement of Corporate Governance


13

The following table discloses the number of meetings held for Board and Board Committees and the attendance of all

Directors during the financial year ended 31 December 2012:

BOARD

AUDIT

COMMITTEE

REMUNERATION

COMMITTEE

NOMINATING

COMMITTEE

Number of meetings held 5 2 1 1

Mr Tan Wang Cheow(1) 2 NA NA NA

Mr Arthur Ng Boon Chye 5 2 1 1

Mr Goh Kian Chee 5 2 1 1

Mr Andi Solaiman 5 NA 1 1

Dr Khor Chin Kee 5 2 NA NA

Mr Mark Erhart(1) 2 NA NA NA

Dr Low Cze Hong(2) 2 NA NA NA

(1) Mr Tan Wang Cheow and Mr Mark Erhart were appointed Directors on 13 June 2012.

(2) Dr Low Cze Hong retired on 21 April 2012.

(3) NA – The Directors are non-members of the Board Committee.

While the Board considers Directors’ attendance at Board meetings as important, it should not be the only criterion

to measure their contributions. The Board also takes into account the contributions by Board members in other forms

including periodical reviews, provision of guidance and advice on various matters relating to the Group.

Board Composition and Balance

Principle 2

There should be a strong and independent element on the Board, which is able to exercise objective

judgement on corporate affairs independently, in particular, from Management. No individual or small group

of individuals should be allowed to dominate the Board’s decision making.

The Board now consists of 6 Directors, all of whom are non-Executive and 3 are Independent Directors.

The criterion for independence is based on the definition given in the Code. The Board considers an “independent”

director as one who has no relationship with the Company, its related companies or officers that could interfere, or

be reasonably perceived to interfere, with the exercise of the director’s independent judgement of the conduct of the

Company’s affairs.

The Board is of the view that the current Board members comprise persons whose diverse skills, experience and

attributes provide for effective direction for the Group. The composition of the Board will be reviewed on an annual

basis by the Nominating Committee to ensure that the Board has the appropriate mix of expertise and experience,

and collectively possess the necessary core competencies for effective functioning and informed decision-making.



14

Key information regarding the Directors is given in the ‘Board of Directors’ section of this Annual Report.

Particulars of interests of Directors, who held office at the end of the financial year, in shares, debentures, warrants

and share options in the Company and in related corporations (other than wholly-owned subsidiaries) are set out in

the Directors’ Report of the Annual Report.

Chairman and Chief Executive Officer

Principle 3

There should be a clear division of responsibilities at the top of the company – the working of the Board

and the executive responsibility of the company’s business – which will ensure a balance of power and

authority, such that no one individual represents a considerable concentration of power.

The roles of the Chairman and the Chief Executive Officer (“CEO”) are separate and distinct, each having their own

areas of responsibilities. The Company believes that a distinctive separation of responsibilities between the Chairman

and the CEO will ensure an appropriate balance of power, increased accountability and greater capacity of the Board

for independent decision-making.

Dr Low Cze Hong retired as Non-Executive Chairman of the Company on 21 April 2012. Mr Tan Wang Cheow was

appointed Non-Executive Chairman on 13 June 2012. The Chairman chairs the meetings of the Board and is primarily

responsible for the effective working of the Board.

Dr Wong Weng Hong, the Chief Executive Officer oversees the day-to-day operations of the Group.

Principle 4

There should be a formal and transparent process for the appointment of new directors to the Board.

The Nominating Committee (“NC”) comprises 3 members, a majority of whom are independent. The members of the

NC are:

• Mr Arthur Ng Boon Chye (Chairman and Independent Director)

• Mr Goh Kian Chee (Independent Director)

• Mr Andi Solaiman (Non-Executive Director)

The NC functions under the terms of reference which sets out its responsibilities including:

(a) to make recommendations to the Board on all Board appointments, re-appointments and re-nominations;

(b) to ensure that Independent Directors meet the SGX-ST’s guidelines and criteria; and

(c) to assess the effectiveness of the Board as a whole and the effectiveness and contribution of each Director to

the Board.

The Articles of Association of the Company require one-third of the Board to retire from office at each Annual General

Meeting (“AGM”). Accordingly, the Directors will submit themselves for re-nomination and re-election at regular intervals

of at least once every 3 years.



15

The year of initial appointment and the year of last re-election of the Directors are set out below:

YEAR OF INITIAL

APPOINTMENT/

RE-APPOINTMENT

YEAR OF LAST

RE-ELECTION

Mr Tan Wang Cheow 2012 NA

Mr Arthur Ng Boon Chye 2005 2011

Mr Goh Kian Chee 2006 2012

Mr Andi Solaiman 2006 2010

Dr Khor Chin Kee 2010 2011

Mr Mark Erhart 2012 NA

According to Article 93 of the Company’s Articles of Association, Mr Andi Solaiman will retire at the Company’s

forthcoming AGM and be eligible for re-election.

Dr Khor Chin Kee retires pursuant to Articles 93 and 94 of the Company’s Articles of Association and does not wish

to seek re-election.

Mr Tan Wang Cheow and Mr Mark Erhart retire pursuant to Article 92 of the Company’s Articles of Association and

be eligible for re-election.

Subsequent to the retirement of Dr Khor, the Board will consist of 5 Non-Executive Directors to lead and direct the

Company.

Board Performance

Principle 5

There should be a formal assessment of the effectiveness of the Board as a whole and the contribution by

each director to the effectiveness of the Board.

The NC examines the Board’s size to satisfy that it is appropriate for effective decision making, taking into account

the nature and scope of the Company’s operations.

The NC has reviewed and evaluated the performance of the Board as a whole, taking into consideration the attendance

record at the meetings of the Board and Board Committees and also the contribution of each Director to the

effectiveness of the Board. Notwithstanding that some of the Directors have multiple board representations, the NC is

satisfied that sufficient time and attention are being given by the Directors to the affairs of the Group.



16

Access to Information

Principle 6

In order to fulfill their responsibilities, Board members should be provided with complete, adequate and

timely information prior to board meetings and on an on-going basis.

All Directors are from time to time furnished with information concerning the Company to enable them to be fully

cognizant of the decisions and actions of the Company’s executive Management. The Board has unrestricted access

to the Company’s records and information.

Senior members of Management are available to provide explanatory information in the form of briefings to the Directors

or formal presentations in attendance at Board meetings, or by external consultants engaged on specific projects.

The Board has separate and independent access to the Company Secretary and to other senior management executives

of the Company and of the Group at all times in carrying out their duties. The Company Secretary attends all Board

meetings and meetings of the Board Committees of the Company and ensures that Board procedures are followed and

that applicable rules and regulations are complied with. The minutes of all Board Committees’ meetings are circulated

to the Board.

Each Director has the right to seek independent legal and other professional advice, at the Company’s expense,

concerning any aspect of the Group’s operations or undertakings in order to fulfill their duties and responsibilities as

Directors.

REMUNERATION MATTERS

Procedures for Developing Remuneration Policies

Principle 7

There should be a formal and transparent procedure for developing policy on executive remuneration and

for fixing the remuneration packages of individual directors. No director should be involved in deciding his

own remuneration.

The Remuneration Committee (“RC”) comprises 3 members, all of whom are non-executive and a majority of whom

are Independent Directors, including the Chairman of the RC. The members of the RC are:

• Mr Goh Kian Chee (Chairman and Independent Director)

• Mr Arthur Ng Boon Chye (Independent Director)

• Mr Andi Solaiman (Non-Executive Director)

The RC recommends to the Board a framework of remuneration for the Directors and Executive Officers, and determines

specific remuneration package for each Executive Director. The recommendations will be submitted for endorsement

by the Board.



17

All aspects of remuneration, including but not limited to directors’ fees, salaries, allowances, bonuses and benefits-

in-kind, will be covered by the RC. Each RC member will abstain from voting on any resolution in respect of his

remuneration package.

The RC functions under the terms of reference which sets out its responsibilities:

(a) to recommend to the Board a framework for remuneration for the Directors and key executives of the Company;

(b) to determine specific remuneration packages for each Executive Director; and

(c) to review the appropriateness of compensation for Non-Executive Directors.

The recommendations of the RC will be submitted to the Board for endorsement. The RC will be provided with access

to expert professional advice on remuneration matters as and when necessary. The expenses of such services shall

be borne by the Company.

All aspects of remuneration, including but not limited to directors’ fees, salaries, allowances, bonuses, and benefits-

in-kind shall be reviewed by the RC.

Level and Mix of Remuneration

Principle 8

The level of remuneration should be appropriate to attract, retain and motivate the directors needed to run

the company successfully but companies should avoid paying more than is necessary for this purpose. A

significant proportion of executive directors’ remuneration should be structured so as to link rewards to

corporate and individual performance.

In setting remuneration packages, the Remuneration Committee will take into consideration the pay and employment

conditions within the industry and in comparable companies. The remuneration of Non-Executive Directors is also

reviewed to ensure that the remuneration is commensurate with the contribution and responsibilities of the Directors.

The Company will submit the quantum of directors’ fees for each year to the shareholders for approval at each AGM.



18

Disclosure on Remuneration

Principle 9

Each company should provide clear disclosure of its remuneration policy, level and mix of remuneration,

and the procedure for setting remuneration in the company’s annual report. It should provide disclosure in

relation to its remuneration policies to enable investors to understand the link between remuneration paid

to directors and key executives, and performance.

Details of the remuneration paid/payable to the Directors of the Company for FY2012 are set out below:

Salary Bonus

Directors’

Fees

Allowances

and Other

Benefits

Total

Compensation

% % % % %

DIRECTORS

Below S$250,000

Mr Tan Wang Cheow – – 100 – 100

Mr Arthur Ng Boon Chye – – 100 – 100

Mr Goh Kian Chee – – 100 – 100

Mr Andi Solaiman – – 100 – 100

Dr Khor Chin Kee – – 100 – 100

Mr Mark Erhart – – 100 – 100

Dr Low Cze Hong

(retired on 21 April 2012) – – 100 – 100

Key Executives Remuneration

The Code recommends that the remuneration of at least the top 5 key executives who are not Directors be disclosed

within bands of S$250,000. However, the Company believes that it is not in the best interests of the Company to

disclose the details of the remuneration of its top 5 key executives given the highly competitive industry conditions.

Immediate Family Member of Directors or Substantial Shareholders

No employee of the Company and its subsidiaries was an immediate family member of a Director and/or a Substantial

Shareholder whose remuneration exceeded S$150,000 during FY2012.



19

ACCOUNTABILITY AND AUDIT

Accountability

Principle 10

The Board should present a balanced and understandable assessment of the company’s performance,

position and prospects.

The Board is accountable to the shareholders and is mindful of its obligations to furnish timely information and to

ensure full disclosure of material information to shareholders in compliance with statutory requirements and the Listing

Manual of the SGX-ST, Section B: Rules of Catalist (the “Catalist Rules”).

Price sensitive information will be made available either before the Company meets with any group of investors or

analysts or simultaneously with such meetings. Financial results and annual reports will be announced or issued within

legally prescribed periods.

Audit Committee

Principle 11

The Board should establish an Audit Committee with written terms of reference which clearly set out its

authority and duties.

The Audit Committee (“AC”) comprises 3 members, the majority of whom are Independent Directors. The AC comprises

the following members:

• Mr Goh Kian Chee (Chairman and Independent Director)

• Mr Arthur Ng Boon Chye (Independent Director)

• Dr Khor Chin Kee (Non-Executive Director)

The AC functions under the terms of reference which sets out its responsibilities as follows:

(a) to review the audit plans of both the internal and external auditors;

(b) to review the auditors’ reports and their evaluation of the Company’s and the Group’s system of internal controls;

(c) to review the co-operation given by the Company’s officers to the internal and external auditors;

(d) to review the financial statements of the Company and the Group before submission to the Board;

(e) to nominate and review the appointment of the internal and external auditors;

(f) to review with auditors and Management on the general internal control procedures; and

(g) to review interested person transactions, if any.

The AC has the power to conduct or authorise investigations into any matters within the AC’s scope of responsibility.

The AC is authorised to obtain independent professional advice if it deems necessary in the discharge of its

responsibilities. Such expenses are to be borne by the Company.

Each member of the AC shall abstain from voting on any resolutions in respect of matters he is interested in.



20

The AC has full access to and co-operation of the Management and has full discretion to invite any Director or executive

officer to attend its meetings, and has been given reasonable resources to enable it to discharge its functions.

The AC meets with both the internal and external auditors without the presence of the Management at least once a year.

The AC reviews the independence of the external auditors annually. Where applicable, the AC will review the range

and value of non-audit services performed by the external auditors, Ernst & Young LLP, to satisfy itself that the nature

and extent of such services will not prejudice the independence and objectivity of the external auditors. The AC has

recommended that Ernst & Young LLP be nominated for re-appointment as auditors at the forthcoming AGM.

The external auditors, Ernst & Young LLP, are the auditors for the Company and subsidiaries of the Company. Ernst

& Young LLP are registered with the Accounting and Corporate Regulatory Authority and a suitable audit firm in

accordance with Rule 712 of the Catalist Rules. Positron Tracers Pte Ltd, an associate company, is audited by KPMG

LLP. The Board and the AC are satisfied that the appointment of KPMG LLP would not compromise the standard and

effectiveness of the audit of the Company, and accordingly, Rule 716 of the Catalist Rules has been complied with.

The Company has in place a whistle-blowing framework where staff of the Company can raise concerns about

improprieties.

Internal Controls, Internal Audit and Risk Management

Principle 12

The Board should ensure that the Management maintains a sound system of internal controls to safeguard

the shareholders’ investments and the company’s assets.

The AC will ensure that a review of the effectiveness of the Company’s material internal controls, including financial,

operational and compliance controls and risk management, is conducted annually. In this respect, the AC will

review the audit plans and the findings of the auditors, and will ensure that the Company follows up on the auditors’

recommendations raised, if any, during the audit process.

Principle 13

The company should establish an internal audit function that is independent of the activities it audits.

The Company has engaged Yang Lee & Associates as its internal auditor. The internal auditor reports directly to the

Chairman of the AC on all internal audit matters.

The primary functions of internal audit are to:

(a) assess if adequate systems of internal controls are in place to protect the funds and assets of the Group and

to ensure control procedures are complied with;

(b) assess if operations of the business processes under review are conducted efficiently and effectively; and

(c) identify and recommend improvements to internal control procedures, where required.



21

Risk Management and Internal Controls

The Board is responsible for the governance of risk and sets the tone and direction for the Group in the way risks are

managed in the Group’s businesses. The Board has ultimate responsibility for approving the strategy of the Group in

a manner which addresses stakeholders’ expectations and does not expose the Group to an unacceptable level of

operational, financial and compliance risks. The Board approves the key management policies and ensures a sound

system of risk management and internal controls and monitors performance against them. In addition to determining

the approach to risk governance, the Board sets and instills the right risk focused culture throughout the Group for

effective risk governance.

The Board has approved a Group Risk Management Framework for the identification of key risks within the Group.

A risk assessment exercise was also conducted during the financial year ended 31 December 2012 based on the

requirements of the Group Risk Management Framework.

The Audit Committee assists the Board in its oversight of risk management.

Management’s Responsibilities in Risk Management

The Management reports to the Audit Committee on the Group’s risk profile, the status of risk mitigation action plans

and updates on the following areas:

• Assessment of the Group’s key risks by major business units and risk categories

• Identification of specific risk owners who are responsible for the risks identified

• Description of the processes and systems in place to identify and assess risks to the Group

• Status and changes in action plan undertaken to manage key risks

• Description of the risk monitoring and escalation processes and also the control systems in place

Management is responsible for designing, implementing and monitoring the risk management and internal control

systems in accordance with the policies on risk management and internal controls.

Annual Review of the Group’s Risk Management and Internal Control Systems

The Board with the assistance of the Audit Committee has undertaken an annual assessment on the adequacy and

effectiveness of the Group’s risk management and internal control systems. The assessment considered issues dealt

with in reports reviewed by the Audit Committee and the Board during the year together with any additional information

necessary to ensure that the Board has taken into account all significant aspects of risks and internal controls for the

Group for the financial year ended 31 December 2012.

In order to obtain assurance that the Group’s risks are managed adequately and effectively, the Board had reviewed

an overview of the risks which the Group is exposed to, as well as an understanding of what countermeasures and

internal controls are in place to manage them.



22

The Board has obtained a written confirmation from the Chief Executive Officer and Group Financial Controller by that:

(a) the financial records have been properly maintained and the financial statements give a true and fair view of the

Group’s operations and finances; and

(b) the internal controls established and maintained are adequate in addressing the operational, financial and

compliance risks faced by the Group.

Opinion on Adequacy of the Group’s Internal Controls

Based on the internal controls established and maintained by the Group, work performed by the internal and external

auditors and reviews performed by management, various Board Committees and the Board, the Audit Committee and

the Board are of the opinion that the Group’s internal controls are adequate as at 31 December 2012.

COMMUNICATION WITH SHAREHOLDERS

Principle 14

Companies should engage in regular, effective and fair communication with shareholders.

Principle 15

Companies should encourage greater shareholder participation at Annual General Meetings (“AGMs”) and

allow shareholders the opportunity to communicate their views on various matters affecting the Company.

In line with the continuous obligations of the Company pursuant to the Catalist Rules, the Board’s policy is that all

shareholders be informed of all major developments that impact the Group.

Information is disseminated to shareholders on a timely basis through:

(a) SGXNET announcements and news releases;

(b) Annual Report prepared and issued to all shareholders;

(c) press releases on major developments of the Group;

(d) notices of and explanatory memoranda for the AGMs and extraordinary general meetings (“EGMs”); and

(e) the Company’s website at www.asiamedic.com.sg, where shareholders can access information on the Group.

The Company’s AGMs are the principal forums for dialogue with shareholders. The Chairmen of the AC, RC and NC

are normally available at the meetings to answer any question relating to the work of these Board Committees. The

external auditors shall also be present to assist the Directors in addressing any relevant queries by the shareholders.

Shareholders are encouraged to attend the AGMs and the EGMs to ensure a high level of accountability and to

stay apprised of the Group’s strategy and goals. Notices of the meetings will be advertised in the newspapers and

announced on the SGXNET.



23

SECURITIES TRANSACTIONS

In line with Rule 1204(19) of the Catalist Rules, the Company issues circulars to its directors and employees to remind

them that (1) they should not deal in shares of the Company on short-term considerations or if they are in possession

of unpublished material price-sensitive information; and (2) they are required to report on their dealings in shares of the

Company. The directors and employees are also reminded of the prohibition in dealing in shares of the Company one

month before the release of the half-year and year-end financial results and ending on the date of the announcement

of the relevant results.

INTERESTED PERSON TRANSACTIONS

The Company adopted an internal policy in respect of any transactions with interested persons and has established

procedures for review and approval of the interested person transactions entered into by the Group. The AC has

reviewed the rationale and terms of the Group’s interested person transactions and is of the view that the interested

person transactions are on normal commercial terms and are not prejudicial to the interests of the shareholders.

There are no reportable interested person transactions for FY2012.

MATERIAL CONTRACTS

There were no material contracts entered into by the Company or any of its subsidiary companies involving the interest

of the CEO, Director, or controlling shareholder.

NON-AUDIT FEES AND NON-SPONSOR FEES

There were no non-audit fees and non-sponsor fees paid to auditors and sponsor respectively.



24

The Directors are pleased to present their report to the members together with the audited consolidated financial

statements of AsiaMedic Limited (the “Company”) and its subsidiaries (collectively, the “Group”) and the statement of

financial position and statement of changes in equity of the Company for the financial year ended 31 December 2012.

1. Directors

The Directors of the Company in office at the date of this report are:

Tan Wang Cheow Non-Executive Chairman (appointed in June 2012)

Andi Solaiman Non-Executive Director

Arthur Ng Boon Chye Independent Director

Goh Kian Chee Independent Director

Dr Khor Chin Kee Non-Executive Director

Erhart Mark Allan Independent Director (appointed in June 2012)

In accordance with the Article 93 of the Company’s Articles of Association, Mr Andi Solaiman will retire and,

being eligible, offers himself for re-election.

Dr Khor Chin Kee retires pursuant to Articles 93 and 94 of the Company’s Articles of Association and does not

wish to seek re-election.

Mr Tan Wang Cheow and Mr Erhart Mark Allan retire pursuant to Article 92 of the Company’s Articles of

Association and be eligible for re-election.

Subsequent to the retirement of Dr Khor Chin Kee, the Board will consist of 5 Non-Executive Directors to lead

and direct the Company.

2. Arrangements to enable Directors to acquire shares and debentures

Except as described in paragraph 5 below, neither at the end of nor at any time during the financial year was

the Company a party to any arrangement whose objects are, or one of whose object is, to enable the Directors

of the Company to acquire benefits by means of the acquisition of shares or debentures of the Company or

any other body corporate.

Directors’ Report


25

3. Directors’ interests in shares and debentures

The following Director, who held office at the end of the financial year, had, according to the register of Directors’

shareholdings required to be kept under Section 164 of the Singapore Companies Act, Chapter 50, an interest

in shares and share options of the Company and related corporations as stated below:

Direct interest Deemed interest

Name of Director

At date of

appointment At 31.12.2012

At date of

appointment At 31.12.2012

The Company

Ordinary shares

Tan Wang Cheow 14,091,396 14,091,396 8,467,598 8,467,598

Except as disclosed in this report, no Director who held office at the end of the financial year had interests in

shares, share options or debentures of the Company, or of related corporations, either at the beginning of the

financial year, or date of appointment if later, or at the end of the financial year.

4. Directors’ contractual benefits

Except as disclosed in the financial statements, since the end of the previous financial year, no Director of the

Company has received or become entitled to receive a benefit 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.

5. Options

The Company’s Employees’ Share Option Scheme

The Company’s Employees’ Share Option Scheme (the “ESOS”) was approved by the members of the Company

at Extraordinary General Meeting on 16 December 1993. The ESOS is administered by the Remuneration

Committee comprising the following members:

Goh Kian Chee Chairman

Arthur Ng Boon Chye Member

Andi Solaiman Member

Directors’ Report


26

Other statutory information regarding the ESOS are set out below:

(i) the exercise price of the options is determined at the average of the last dealt prices for the Company’s

shares on the Singapore Exchange Securities Trading Limited (“SGX-ST”) on the 3 consecutive business

days immediately preceding the date of grant of such options;

(ii) the options vest 1 year after the grant date; and

(iii) the options granted expire 4 years after the vesting date unless they have been cancelled.

At the end of the financial year, details of the options granted under the ESOS on the unissued ordinary shares

of the Company are as follows:

Date of grant

of options

Exercise

price per

share

Options

outstanding

at 1.1.2012

Options

granted

Options

exercised

Options

lapsed

Options

outstanding

at

31.12.2012

Number

of option

holders at

31.12.2012

Exercise

period

$

22.08.2007 0.10 935,000 – – (935,000) – –

22.08.2008 to

22.08.2012

Except as disclosed above, there were no unissued shares of the Company or its subsidiaries under options

granted by the Company or its subsidiaries as at the end of the financial year.

Since the commencement of the ESOS till the end of the financial year:

• No options have been granted to the controlling shareholders of the Company and their associates;

• No participant has received 5% or more of the total options available under the ESOS;

• During the financial year ended 31 December 2012, no options have been exercised;

• No options that entitle the holder to participate, by virtue of the options, in any share issue of any other

corporation have been granted; and

• No share options have been granted at a discount.

Directors’ Report


27

6. Audit Committee

The Audit Committee members at the date of this report comprise:

Goh Kian Chee Chairman

Arthur Ng Boon Chye Member

Khor Chin Kee Member

The Audit Committee performs the functions specified in Section 201B of the Singapore Companies Act, Chapter

50, the Listing Manual of the SGX-ST, Section B; Rules of Catalist (the “Catalist Rules”) and the Best Practices

Guide of the SGX-ST.

The functions of the Audit Committee include the following:

(i) To review:

• with the auditors, their audit plan and the auditor’s report;

• the assistance provided by the Company’s officers to the auditors;

• the financial statements of the Company and the consolidated financial statements of the Group

prior to the submission to the Board of Directors of the Company for adoption; and

• Review the nature and extent of non-audit services provided by the external auditors.

(ii) To review Interested Person Transactions (as defined in Chapter 9 of the Catalist Rules); and

(iii) To nominate auditors.

During the year, the Audit Committee met to review the scope of work of the auditors, and the results arising

therefrom. It followed up on outstanding matters contained in these reports, where appropriate.

The consolidated financial statements of the Group were reviewed by the Audit Committee prior to the submission

to the Directors of the Company for adoption. Further, the Audit Committee also reviewed the Group’s interim

and annual announcements and reports before they were submitted to the Board of Directors for approval.

The Audit Committee has recommended to the Board of Directors that Ernst & Young LLP, be nominated as

auditors at the forthcoming Annual General Meeting of the Company.

Further details regarding the Audit Committee are disclosed in the Statement of Corporate Governance.

Directors’ Report


28

7. Auditor

Ernst & Young LLP have expressed their willingness to accept reappointment as auditor.

On behalf of the Board of Directors:

Tan Wang Cheow

Director

Andi Solaiman

Director

Singapore

15 March 2013

Directors’ Report


29

We, Tan Wang Cheow and Andi Solaiman, being two of the Directors of AsiaMedic Limited, do hereby state that, in

the opinion of the Directors,

(i) the accompanying statements of financial position, consolidated statement of comprehensive income, statements

of changes in equity, and consolidated statement of cash flows together with notes thereto are drawn up so as

to give a true and fair view of the state of affairs of the Group and of the Company as at 31 December 2012

and the results of the business, changes in equity and cash flows of the Group and the changes in equity of

the Company for the year ended on that date; and

(ii) at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay its

debts as and when they fall due.

On behalf of the Board of Directors:

Tan Wang Cheow

Director

Andi Solaiman

Director

Singapore

15 March 2013

Statement by Directors


30

Report on the financial statements

We have audited the accompanying consolidated financial statements of AsiaMedic Limited (the “Company”) and its

subsidiaries (collectively, the “Group”) set out on pages 33 to 82, which comprise the statements of financial position

of the Group and the Company as at 31 December 2012, and the statements of changes in equity of the Group and

the Company and the consolidated statement of comprehensive income and consolidated statement of cash flows of

the Group for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s responsibility for the financial statements

Management is responsible for the preparation of financial statements that give a true and fair view in accordance with

the provisions of the Singapore Companies Act, Chapter 50 (the “Act”) and Singapore Financial Reporting Standards,

and for devising and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance

that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly authorised

and that they are recorded as necessary to permit the preparation of true and fair profit and loss accounts and balance

sheets and to maintain accountability of assets.

Auditor’s responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in

accordance with Singapore Standards on Auditing. Those standards require that we comply with ethical requirements

and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from

material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial

statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of

material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the

auditor considers internal control relevant to the entity’s preparation of financial statements that give a true and fair view

in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing

an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of

accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating

the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.


31

Independent Auditor’s ReportFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2012

TO THE MEMBERS OF ASIAMEDIC LIMITED

Opinion

In our opinion, the consolidated financial statements of the Group and the statement of financial position and statement

of changes in equity of the Company are properly drawn up in accordance with the provisions of the Act and Singapore

Financial Reporting Standards so as to give a true and fair view of the state of affairs of the Group and of the Company

as at 31 December 2012 and the results, changes in equity and cash flows of the Group and the changes in equity of

the Company for the year ended on that date.

Report on other legal and regulatory requirements

In our opinion, the accounting and other records required by the Act to be kept by the Company and by those

subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in accordance with the

provisions of the Act.

Ernst & Young LLP

Public Accountants and

Certified Public Accountants

Singapore

15 March 2013


32

Independent Auditor’s ReportFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2012

TO THE MEMBERS OF ASIAMEDIC LIMITED

Note 2012 2011

$ $

(Reclassified)

Revenue 4 11,885,307 10,556,405

Other income 75,375 82,324

Items of expense

Consumables used (945,686) (895,561)

Employee benefits expense 28 (4,819,768) (4,609,823)

Depreciation of property, plant and equipment 9 (1,308,795) (1,366,612)

Operating lease expenses (1,155,922) (1,042,567)

Maintenance of equipment (730,432) (782,625)

Laboratory and consultancy fees (1,580,376) (1,238,338)

Finance costs 5 (40,634) (12,357)

Other operating expenses (1,562,501) (1,284,954)

Loss on disposal of property, plant and equipment – (263,552)

Impairment loss on property, plant and equipment – (401,421)

Share of results of associates 236,316 86,989

Profit/(loss) before income tax 6 52,884 (1,172,092)

Income tax (expense)/credit 7 (18,961) 101,103

Profit/(loss) for the year 33,923 (1,070,989)

Other comprehensive income

Foreign currency translation (36,416) –

Total comprehensive loss for the year (2,493) (1,070,989)

Profit/(loss) attributable to:

Owners of the parent 43,197 (805,907)

Non-controlling interests (45,690) (265,082)

(2,493) (1,070,989)

Cents Cents

Earnings/(loss) per share to owners of the parent

(cents per share)

Basic 8 0.01 (0.24)

Diluted 8 0.01 (0.24)

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


33

Consolidated Statement of Comprehensive IncomeFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2012

Group Company

Note 2012 2011 2012 2011

$ $ $ $

Non-current assets

Property, plant and equipment 9 4,047,531 3,720,303 81,571 76,530

Investment in subsidiaries 10 – – 911,413 911,413

Investment in associates 11 1,576,060 1,339,744 1,955,060 1,415,154

Convertible loan receivables 18 588,661 – – –

6,212,252 5,060,047 2,948,044 2,403,097

Current assets

Inventories 13 73,339 73,930 – –

Trade receivables 14 987,999 1,000,548 1,896,583 3,010,782

Accrued revenue 15 – 86,192 – –

Other receivables 16 435,306 558,421 240,247 212,980

Prepayments 55,978 104,579 20,804 31,461

Cash and cash equivalents 17 9,179,193 7,913,916 7,734,459 6,931,469

10,731,815 9,737,586 9,892,093 10,186,692

Current liabilities

Trade payables 19 318,311 296,299 37,280 59,738

Other payables and accruals 20 1,154,819 954,348 386,142 238,505

Deferred income 21 500 5,687 – –

Obligations under finance leases 23 300,000 – – –

Loans and borrowings 22 161,375 – – –

1,935,005 1,256,334 423,422 298,243

Net current assets 8,796,810 8,481,252 9,468,671 9,888,449

Non-current liabilities

Obligations under finance leases 23 950,000 – – –

Loans and borrowings 22 502,911 – – –

Deferred tax liabilities 12 151,313 132,352 – –

1,604,224 132,352 – –

Net assets 13,404,838 13,408,947 12,416,715 12,291,546

Equity attributable to owners

of the parent

Share capital 24 21,550,530 21,550,530 21,550,530 21,550,530

Treasury shares 25 (2,866) (1,250) (2,866) (1,250)

Accumulated losses (7,795,638) (7,919,181) (9,130,949) (9,301,664)

Employee share option reserve 27 – 43,930 – 43,930

Foreign currency translation reserve 26 (36,416) – – –

13,715,610 13,674,029 12,416,715 12,291,546

Non-controlling interests (310,772) (265,082) – –

Total equity 13,404,838 13,408,947 12,416,715 12,291,546



34

Statements of Financial PositionAS AT 31 DECEMBER 2012

Attributable to owners of the parent

Share

capital

Foreign

currency

translation

reserve

(Note 26)

Treasury

shares

(Note 25)

Accumulated

losses

Employee

share option

reserve

(Note 27)

Total share

capital and

reserves

Non-

controlling

interests(1)

Total

equity

$ $ $ $ $ $ $ $

Group

Balance at 1 January 2011 21,550,530 – – (7,113,274) 43,930 14,481,186 – 14,481,186

Loss for the year – – – (805,907) – (805,907) (265,082) (1,070,989)

Total comprehensive income

for the year – – – (805,907) – (805,907) (265,082) (1,070,989)

Purchase of treasury shares – – (1,250) – – (1,250) – (1,250)

Balance at

31 December 2011

and 1 January 2012 21,550,530 – (1,250) (7,919,181) 43,930 13,674,029 (265,082) 13,408,947

Profit for the year – – – 79,613 – 79,613 (45,690) 33,923

Other comprehensive income

Foreign currency translation – (36,416) – – – (36,416) – (36,416)


for the year – (36,416) – 79,613 – 43,197 (45,690) (2,493)

Expiry of employee share

options – – – 43,930 (43,930) – – –

Purchase of treasury shares – – (1,616) – – (1,616) – (1,616)

Balance at 31 December 2012 21,550,530 (36,416) (2,866) (7,795,638) – 13,715,610 (310,772) 13,404,838

(1) The non-controlling interests as at 31 December 2011 also included one of the Directors of the Company.


35

Statements of Changes in EquityFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2012

Attributable to the owners of the parent

Share

capital

Treasury

shares

(Note 25)

Accumulated

losses

Employee

share option

reserve

(Note 27) Total

$ $ $ $ $

Company

Balance at 1 January 2011 21,550,530 – (8,475,558) 43,930 13,118,902

Loss for the year – – (826,106) – (826,106)


for the year – – (826,106) – (826,106)

Purchase of treasury shares – (1,250) – – (1,250)

Balance at 31 December 2011

and 1 January 2012 21,550,530 (1,250) (9,301,664) 43,930 12,291,546

Profit for the year – – 126,785 – 126,785


for the year – – 126,785 – 126,785

Expiry of employee share options – – 43,930 (43,930) –

Purchase of treasury shares – (1,616) – – (1,616)

Balance at 31 December 2012 21,550,530 (2,866) (9,130,949) – 12,416,715



36

Statements of Changes in EquityFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2012

2012 2011

$ $

Cash flows from operating activities

Profit/(loss) before tax 52,884 (1,172,092)

Adjustments:

Depreciation of property, plant and equipment 1,308,795 1,366,612

Interest expense 35,635 7,765

Loss on disposal of property, plant and equipment – 263,552

Property, plant and equipment written off 1,806 55,762

Impairment loss on property, plant and equipment – 401,421

Fair value loss on convertible loan receivables 2,227 –

Share of results of associates (236,316) (86,989)

Currency realignment (36,416) –

Interest income (53,890) (46,935)

Operating cash flows before changes in working capital 1,074,725 789,096

Changes in working capital:

Decrease/(increase) in inventories 591 (36,020)

Decrease/(increase) in trade and other receivables,

accrued revenue and prepayments 270,457 (145,241)

Increase in trade and other payables 222,483 87,757

Decrease in deferred income (5,187) (12,598)

Cash flows from operations 1,563,069 682,994

Income tax refunded – –

Net cash flows from operating activities 1,563,069 682,994

Cash flows from investing activities

Interest received 53,890 46,935

Purchase of property, plant and equipment (1,637,991) (1,455,970)

Proceeds from disposal of property, plant and equipment 162 171,028

Purchase of convertible loans (590,888) –

Net cash flows used in investing activities (2,174,827) (1,238,007)

Cash flows from financing activities

Interest paid (35,635) (7,765)

Repayment of obligations under hire purchase and loans and borrowings (381,078) (233,397)

Purchase of treasury shares (1,616) (1,250)

Proceeds from hire purchase and loans and borrowings 2,295,364 –

Net cash flows from/(used in) financing activities 1,877,035 (242,412)

Net increase/(decrease) in cash and cash equivalents 1,265,277 (797,425)

Cash and cash equivalents at 1 January 7,913,916 8,711,341

Cash and cash equivalents at 31 December 9,179,193 7,913,916



37

Consolidated Statement of Cash FlowsFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2012

1. Corporate information

AsiaMedic Limited (the “Company”) is a limited liability company incorporated and domiciled in Singapore

and is listed on the Catalist of the Singapore Exchange Securities Trading Limited (“SGX-ST”). The registered

office and principal place of business of the Company is located at 350 Orchard Road, #08-00 Shaw House,

Singapore 238868.

The principal activities of the Company are those relating to investment holding and the provision of management

services. The principal activities of the subsidiaries are set out in Note 10 to the financial statements.

2. Summary of significant accounting policies

2.1 Basis of preparation

The consolidated financial statements of the Group and the statement of financial position and statement

of changes in equity of the Company have been prepared in accordance with Singapore Financial

Reporting Standards (“FRS”).

The financial statements have been prepared on the historical cost basis except as disclosed in the

accounting policies below.

The financial statements are presented in Singapore Dollars (SGD or $).

2.2 Changes in accounting policies

The accounting policies adopted are consistent with those of the previous financial year except in the

current financial year, the Company has adopted all the new and revised standards that are effective for

annual periods beginning on or after 1 January 2012. The adoption of these standards did not have any

effect on the financial performance or position of the Company.


38

Notes to the Financial StatementsFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2012

2. Summary of significant accounting policies (Continued)

2.3 Standards issued but not yet effective

The Group has not adopted the following standards and interpretations that have been issued but not

yet effective:

Description

Effective for

annual periods

beginning

on or after

Amendments to FRS 1 Presentation of Items of Other Comprehensive Income 1 July 2012

Revised FRS 19 Employee Benefits 1 January 2013

FRS 113 Fair Value Measurement 1 January 2013

Amendments to FRS 107 Disclosures – Offsetting Financial Assets and

Financial Liabilities 1 January 2013

Improvements to FRSs 2012 1 January 2013

– Amendment to FRS 1 Presentation of Financial Statements 1 January 2013

– Amendment to FRS 16 Property, Plant and Equipment 1 January 2013

– Amendment to FRS 32 Financial Instruments: Presentation 1 January 2013

Revised FRS 27 Separate Financial Statements 1 January 2014

Revised FRS 28 Investments in Associates and Joint Ventures 1 January 2014

FRS 110 Consolidated Financial Statements 1 January 2014

FRS 111 Joint Arrangements 1 January 2014

FRS 112 Disclosure of Interests in Other Entities 1 January 2014

Amendments to FRS 32 Offsetting Financial Assets and Financial Liabilities 1 January 2014

FRS 110, FRS 111 and FRS 112 Amendments to the transition guidance of

FRS 110 Consolidated Financial Statements, FRS 111 Joint Arrangements

and FRS 112 Disclosure of Interests in Other Entities 1 January 2014

Except for the Amendments to FRS 1, FRS 110, and revised FRS 27, FRS 111, and revised FRS 28 and

FRS 112, the Directors expect that the adoption of the other standards and interpretations above will

have no material impact on the financial statements in the period of initial application. The nature of the

impending changes in accounting policy on adoption of the Amendments to FRS 1, FRS 110 and revised

FRS 27, FRS 111, and revised FRS 28 and FRS 112 are described below.

Amendments to FRS 1 Presentation of Items of Other Comprehensive Income

The Amendments to FRS 1 Presentation of Items of Other Comprehensive Income (OCI) is effective for

financial periods beginning on or after 1 July 2012.

The Amendments to FRS 1 changes the grouping of items presented in OCI. Items that could be

reclassified to profit or loss at a future point in time would be presented separately from items which

will never be reclassified. As the Amendments only affect the presentations of items that are already

recognised in OCI, the Group does not expect any impact on its financial position or performance upon

adoption of this standard.


39



2.3 Standards issued but not yet effective (Continued)

FRS 110 Consolidated Financial Statements and FRS 27 Separate Financial Statements (Revised)

FRS 110 and the revised FRS 27 are effective for financial periods beginning on or after 1 January 2013.

FRS 110 establishes a single control model that applies to all entities (including special purpose entities).

The changes introduced by FRS 110 will require management to exercise significant judgment to

determine which entities are controlled, and therefore are required to be consolidated by the Group,

compared with the requirements that were in FRS 27. Therefore, FRS 110 may change which entities are

consolidated within a group. The revised FRS 27 was amended to address accounting for subsidiaries,

joint controlled entities and associates in separate financial statements.

FRS 111 Joint Arrangements and Revised FRS 28 Investments in Associates and Joint Ventures

FRS 111 Joint Arrangements and Revised FRS 28 Investments in Associates and Joint Ventures are

effective for financial periods beginning on or after 1 January 2014.

FRS 111 classifies joint arrangements either as joint operations or joint ventures. Joint operation is a joint

arrangement whereby the parties that have rights to the assets and obligations for the liabilities whereas

joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have

rights to the net assets of the arrangement.

FRS 111 requires the determination of joint arrangement’s classification to be based on the parties’

rights and obligations under the arrangement, with the existence of a separate legal vehicle no longer

being the key factor. FRS 111 disallows proportionate consolidation and requires joint ventures to be

accounted for using the equity method. The revised FRS 28 was amended to describe the application

of equity method to investments in joint ventures in addition to associates.

The Group currently applies proportionate consolidation for its joint ventures. Upon adoption of FRS

111, the Group expects the change to equity accounting for these joint ventures will affect the Group’s

financial statement presentation.

FRS 112 Disclosure of Interests in Other Entities

FRS 112 Disclosure of Interests in Other Entities is effective for financial periods beginning on or after

1 January 2014.

FRS 112 is a new and comprehensive standard on disclosure requirements for all forms of interests in

other entities, including joint arrangements, associates, special purpose vehicles and other off balance

sheet vehicles. FRS 112 requires an entity to disclose information that helps users of its financial

statements to evaluate the nature and risks associated with its interests in other entities and the effects

of those interests on its financial statements. As this is a disclosure standard, it will have no impact to

the financial position and financial performance of the Group when implemented in 2014.


40



2.4 Basis of consolidation and business combinations

(a) Basis of consolidation

Basis of consolidation from 1 January 2010

The consolidated financial statements comprise the financial statements of the Company and its

subsidiaries as at the end of the reporting period. The financial statements of the subsidiaries used

in the preparation of the consolidated financial statements are prepared for the same reporting

date as the Company. Consistent accounting policies are applied to like transactions and events

in similar circumstances.

All intra-group balances, income and expenses and unrealised gains and losses resulting from

intra-group transactions and dividends are eliminated in full.

Subsidiaries are consolidated from the date of acquisition, being the date on which the Group

obtains control, and continue to be consolidated until the date that such control ceases.

Losses within a subsidiary are attributed to the non-controlling interest even if that results in a

deficit balance.

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

an equity transaction. If the Group loses control over a subsidiary, it:

– De-recognises the assets (including goodwill) and liabilities of the subsidiary at their carrying

amounts at the date when controls is lost;

– De-recognises the carrying amount of any non-controlling interest;

– De-recognises the cumulative translation differences recorded in equity;

– Recognises the fair value of the consideration received;

– Recognises the fair value of any investment retained;

– Recognises any surplus or deficit in profit or loss;

– Re-classifies the Group’s share of components previously recognised in other comprehensive

income to profit or loss or retained earnings, as appropriate.


41



2.4 Basis of consolidation and business combinations (Continued)

(a) Basis of consolidation (Continued)

Basis of consolidation prior to 1 January 2010

Certain of the above-mentioned requirements were applied on a prospective basis. The following

differences, however, are carried forward in certain instances from the previous basis of

consolidation:

– Acquisition of non-controlling interests, prior to 1 January 2010, were accounted for using

the parent entity extension method, whereby, the difference between the consideration and

the book value of the share of the net assets acquired were recognised in goodwill.

– Losses incurred by the Group were attributed to the non-controlling interest until the

balance was reduced to nil. Any further losses were attributed to the Group, unless the non-

controlling interest had a binding obligation to cover these. Losses prior to 1 January 2010

were not reallocated between non-controlling interest and the owners of the Company.

– Upon loss of control, the Group accounted for the investment retained at its proportionate

share of net asset value at the date control was lost. The carrying value of such investments

as at 1 January 2010 have not been restated.

(b) Business combinations

Business combinations from 1 January 2010

Business combinations are accounted for by applying the acquisition method. Identifiable assets

acquired and liabilities assumed in a business combination are measured initially at their fair values

at the acquisition date. Acquisition-related costs are recognised as expenses in the periods in

which the costs are incurred and the services are received.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for

appropriate classification and designation in accordance with the contractual terms, economic

circumstances and pertinent conditions as at the acquisition date. This includes the separation of

embedded derivatives in host contracts by the acquiree.

Any contingent consideration to be transferred by the acquirer will be recognised at fair value at

the acquisition date. Subsequent changes to the fair value of the contingent consideration which

is deemed to be an asset or liability, will be recognised in accordance with FRS 39 either in profit

or loss or as a change to other comprehensive income. If the contingent consideration is classified

as equity, it is not be remeasured until it is finally settled within equity.


42



2.4 Basis of consolidation and business combinations (Continued)

(b) Business combinations (Continued)

Business combinations from 1 January 2010 (Continued)

In business combinations achieved in stages, previously held equity interests in the acquiree are

remeasured to fair value at the acquisition date and any corresponding gain or loss is recognised

in profit or loss.

The Group elects for each individual business combination, whether non-controlling interest in

the acquiree (if any) is recognised on the acquisition date at fair value, or at the non-controlling

interest’s proportionate share of the acquiree’s identifiable net assets.

Any excess of the sum of the fair value of the consideration transferred in the business

combination, the amount of non-controlling interest in the acquiree (if any), and the fair value of

the Group’s previously held equity interest in the acquiree (if any), over the net fair value of the

acquiree’s identifiable assets and liabilities is recorded as goodwill. In instances where the latter

amount exceeds the former, the excess is recognised as gain on bargain purchase in profit or

loss on the acquisition date.

Business combinations prior to 1 January 2010

In comparison to the above mentioned requirements, the following differences applied:

Business combinations are accounted for by applying the purchase method. Transaction costs

directly attributable to the acquisition formed part of the acquisition costs. The non-controlling

interest (formerly known as minority interest) was measured at the proportionate share of the

acquiree’s identifiable net assets.

Business combinations achieved in stages were accounted for as separate steps. Adjustments to

those fair values relating to previously held interests are treated as a revaluation and recognised

in equity.

When the Group acquired a business, embedded derivatives separated from the host contract by

the acquiree were not reassessed on acquisition unless the business combination resulted in a

change in the terms of the contract that significantly modified the cash flows that otherwise would

have been required under the contract.

Contingent consideration was recognised if, and only if, the Group had a present obligation, the

economic outflow was more likely than not and a reliable estimate was determinable. Subsequent

adjustments to the contingent consideration were recognised as part of goodwill.


43



2.5 Transactions with non-controlling interests

Non-controlling interest represents the equity in subsidiaries not attributable, directly or indirectly, to

owners of the Company, and are presented separately in the consolidated statement of comprehensive

income and within equity in the consolidated statement of financial position, separately from equity

attributable to owners of the Company.

Changes in the Company owners’ ownership interest in a subsidiary that do not result in a loss of control

are accounted for as equity transactions. In such circumstances, the carrying amounts of the controlling

and non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary.

Any difference between the amount by which the non-controlling interest is adjusted and the fair value of

the consideration paid or received is recognised directly in equity and attributed to owners of the parent.

2.6 Foreign currency

The Group’s consolidated financial statements are presented in Singapore Dollars, which is also the

functional currency of the Group and Company.

Transactions in foreign currencies are measured in the respective functional currencies of the Company

and its subsidiaries and are recorded on initial recognition in the functional currencies at exchange rates

approximating those ruling at the transaction dates. Monetary assets and liabilities denominated in foreign

currencies are translated at the rate of exchange ruling at the end of the reporting period. Non-monetary

items that are measured in terms of historical cost in a foreign currency are translated using the exchange

rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign

currency are translated using the exchange rates at the date when the fair value was determined.

Exchange differences arising on the settlement of monetary items or on translating monetary items at the

end of the reporting period are recognised in profit or loss except for exchange differences arising on

monetary items that form part of the Group’s net investment in foreign operations, which are recognised

initially in other comprehensive income and accumulated under foreign currency translation reserve in

equity. The foreign currency translation reserve is classified from equity to profit or loss of the Group on

disposal of the foreign operation.

For consolidation purposes, the assets and liabilities of foreign operations are translated into SGD at

the rate of exchange ruling at the end of the reporting period and their profit or loss are translated at

the exchange rates prevailing at the date of the transactions. The exchange differences arising on the

translation are recognised in other comprehensive income. On disposal of a foreign operation, the

component of other comprehensive income relating to that particular foreign operation is recognised in

profit and loss.


44



2.7 Property, plant and equipment

All items of property, plant and equipment are initially recorded at cost. Subsequent to recognition,

property, plant and equipment are measured at cost less accumulated depreciation and accumulated

impairment losses. The cost includes the cost of replacing part of the property, plant and equipment and

borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying

property, plant and equipment. The accounting policy for borrowing costs is set out in Note 2.17. The

cost of an item of property, plant and equipment is recognised as an asset if, and only if, it is probable

that future economic benefits associated with the item will flow to the Group and the cost of the item

can be measured reliably.

When significant parts of property, plant and equipment are required to be replaced in intervals, the

Group recognises such parts as individual assets with specific useful lives and depreciation, respectively.

Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant

and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance

costs are recognised in profit or loss as incurred.

Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows:

Leasehold improvements – 6 years

Furniture, fittings, fixtures and office equipment – 3 to 6 years

Medical equipment – 7 to 10 years

Progress payments included in plant and equipment are not depreciated as these assets are not yet

available for use.

The carrying values of property, plant and equipment are reviewed for impairment when events or changes

in circumstances indicate that the carrying value may not be recoverable.

The residual value, useful life and depreciation method are reviewed at each financial year-end, and

adjusted prospectively, if appropriate.

An item of property, plant and equipment is derecognised upon disposal or when no future economic

benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset is

included in profit or loss in the year the asset is derecognised.

2.8 Impairment of non-financial assets

The Group assesses at each reporting date whether there is an indication that an asset may be impaired.

If any such indication exists, or when an annual impairment assessment for an asset is required, the

Group makes an estimate of the asset’s recoverable amount.


45



2.8 Impairment of non-financial assets (Continued)

An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs to

sell and its value in use and is determined for an individual asset, unless the asset does not generate cash

inflows that are largely independent of those from other assets or group of assets. Where the carrying

amount of an asset or cash-generating unit exceeds its recoverable amount, the asset is considered

impaired and is written down to its recoverable amount. In assessing value in use, the estimated future

cash flows expected to be generated by the asset are discounted to their present value using a pre-tax

discount rate that reflects current market assessments of the time value of money and the risks specific

to the asset. In determining fair value less costs to sell, recent market transactions are taken into account,

if available. If no such transactions can be identified, an appropriate valuation model is used. These

calculations are corroborated by valuation multiples or other available fair value indicators.

The Group bases its impairment calculation on detailed budgets and forecast calculations which are

prepared separately for each of the Group’s cash-generating units to which the individual assets are

allocated. These budgets and forecast calculations are generally covering a period of five years. For longer

periods, a long-term growth rate is calculated and applied to project future cash flows after the fifth year.

Impairment losses of continuing operations are recognised in profit or loss in those expense categories

consistent with the function of the impaired asset, except for assets that are previously revalued where

the revaluation was taken to other comprehensive income. In this case, the impairment is also recognised

in other comprehensive income up to the amount of any previous revaluation.

For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any

indication that previously recognised impairment losses may no longer exist or may have decreased. If

such indication exists, the Group estimates the asset’s or cash-generating unit’s recoverable amount. A

previously recognised impairment loss is reversed only if there has been a change in the estimates used

to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is

the case, the carrying amount of the asset is increased to its recoverable amount. That increase cannot

exceed the carrying amount that would have been determined, net of depreciation, had no impairment

loss been recognised previously. Such reversal is recognised in profit or loss unless the asset is measured

at revalued amount, in which case the reversal is treated as a revaluation increase.

2.9 Subsidiaries

A subsidiary is an entity over which the Group has the power to govern the financial and operating policies

so as to obtain benefits from its activities.

In the Company’s separate financial statements, investments in subsidiaries are accounted for at cost

less any impairment losses.


46



2.10 Associates

An associate is an entity, not being a subsidiary or a joint venture, in which the Group has significant

influence. The associate is equity accounted for from the date the Group obtains significant influence

until the date the Group ceases to have significant influence over the associate.

The Group’s investments in associates are accounted for using the equity method. Under the equity

method, the investment in associates is carried in the statement of financial position at cost plus post-

acquisition changes in the Group’s share of net assets of the associates. Goodwill relating to an associate

is included in the carrying amount of the investment and is neither amortised nor tested individually for

impairment. Any excess of the Group’s share of the net fair value of the associate’s identifiable asset,

liabilities and contingent liabilities over the cost of the investment is deducted from the carrying amount

of the investment and is recognised as income as part of the Group’s share of results of the associate

in the period in which the investment is acquired.

The profit or loss reflects the share of the results of operations of the associates. Where there has been

a change recognised in other comprehensive income by the associates, the Group recognises its share

of such changes in other comprehensive income. Unrealised gains and losses resulting from transactions

between the Group and the associate are eliminated to the extent of the interest in the associates.

The Group’s share of the profit or loss of its associates is shown on the face of profit or loss after tax

and non-controlling interests in the associates.

When the Group’s share of losses in an associate equals or exceeds its interest in the associate, the

Group does not recognise further losses, unless it has incurred obligations or made payments on behalf

of the associate.

After application of the equity method, the Group determines whether it is necessary to recognise an

additional impairment loss on the Group’s investment in its associates. The Group determines at the end

of each reporting period whether there is any objective evidence that the investment in the associate is

impaired. If this is the case, the Group calculates the amount of impairment as the difference between the

recoverable amount of the associate and its carrying value and recognises the amount in profit or loss.

The financial statements of the associates are prepared as of the same reporting date as the Company.

Where necessary, adjustments are made to bring the accounting policies in line with those of the Group.

Upon loss of significant influence over the associate, the Group measures and recognises any retained

investment at its fair value. Any difference between the carrying amount of the associate upon loss of

significant influence and the fair value of the aggregate of the retained investment and proceeds from

disposal is recognised in profit or loss.

In the Company’s separate financial statements, investments in associates are accounted for at cost

less impairment losses.


47



2.11 Financial assets

Initial recognition and measurement

Financial assets are recognised on the statement of financial position when, and only when, the Group

becomes a party to the contractual provisions of the financial instrument. The Group determines the

classification of its financial assets at initial recognition.

When financial assets are recognised initially, they are measured at fair value, plus, in the case of financial

assets not at fair value through profit or loss, directly attributable transaction costs.

Subsequent measurement

Loans and receivables

Non-derivative financial assets with fixed or determinable payments that are not quoted in an active

market are classified as loans and receivables. Subsequent to initial recognition, loans and receivables

are measured at amortised cost using the effective interest method less impairment. Gains and losses are

recognised in profit or loss when the loans and receivables are derecognised or impaired, and through

the amortisation process.

Effective interest method

The effective interest method is a method of calculating the amortised cost of a financial instrument and

of allocating interest income or expense over the relevant period. The effective interest rate is the rate that

exactly discounts estimated future cash receipts or payments through the expected life of the financial

instrument, or where appropriate, a shorter period.

Derecognition

A financial asset is derecognised where the contractual right to receive cash flows from the asset has

expired. On derecognition of a financial asset in its entirety, the difference between the carrying amount

and the sum of the consideration received and any cumulative gain or loss that has been recognised

directly in other comprehensive is recognised in profit or loss.

All regular way purchases and sales of financial assets are recognised or derecognised on the trade date

i.e. the date that the Group commits to purchase or sell the asset. Regular way purchases or sales are

purchases or sales of financial assets that require delivery of assets within the period generally established

by regulation or convention in the marketplace concerned.


48



2.12 Impairment of financial assets

The Group assesses at each end of the reporting period whether there is any objective evidence that a

financial asset is impaired.

Assets carried at amortised cost

For financial assets carried at amortised cost, the Group first assesses individually whether objective

evidence of impairment exists individually for financial assets that are individually significant, or collectively

for financial assets that are not individually significant. If the Group determines that no objective evidence

of impairment exists for an individually assessed financial asset, whether significant or not, it includes the

asset in a group of financial assets with similar credit risk characteristics and collectively assesses them

for impairment. Assets that are individually assessed for impairment and for which an impairment loss is,

or continues to be recognised are not included in a collective assessment of impairment.

If there is objective evidence that an impairment loss on financial assets carried at amortised cost has

been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount

and the present value of estimated future cash flows discounted at the financial asset’s original effective

interest rate. If a loan has a variable interest rate, the discount rate for measuring any impairment loss

is the current effective interest rate. The carrying amount of the asset is reduced through the use of an

allowance account. The impairment loss is recognised in profit or loss.

When the asset becomes uncollectible, the carrying amount of impaired financial assets is reduced directly

or if an amount was charged to the allowance account, the amounts charged to the allowance account

are written off against the carrying value of the financial asset.

To determine whether there is objective evidence that an impairment loss on financial assets has incurred,

the Group considers factors such as the probability of insolvency or significant financial difficulties of the

debtor and default or significant delay in payments.

If in a subsequent period, the amount of the impairment loss decreases and the decrease can be

related objectively to an event occurring after the impairment was recognised, the previously recognised

impairment loss is reversed to the extent that the carrying amount of the asset does not exceed its

amortised cost at the reversal date. The amount of reversal is recognised in profit or loss.


49



2.13 Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on hand, and short term deposits placed with

financial institutions that are readily convertible to known amount of cash and which are subject to an

insignificant risk of changes in value.

2.14 Inventories

Inventories, comprising medical supplies, are stated at the lower of cost and net realisable value. Costs

incurred in bringing the inventories to their present location and condition are accounted for on a first-in,

first-out basis.

Where necessary, allowance is provided for damaged, obsolete and slow moving items to adjust the

carrying value of inventories to the lower of cost and net realisable value.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs

of completion and the estimated costs necessary to make the sale.

2.15 Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of

a past event, it is probable that an outflow of economic resources will be required to settle the obligation

and the amount of the obligation can be estimated reliably.

Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best

estimate. If it is no longer probable that an outflow of economic resources will be required to settle the

obligation, the provision is reversed. If the effect of the time value of money is material, provisions are

discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability.

When discounting is used, the increase in the provision due to the passage of time is recognised as a

finance cost.


50



2.16 Financial liabilities

Initial recognition and measurement

Financial liabilities are recognised on the statement of financial position when, and only when, the Group

becomes a party to the contractual provisions of the financial instrument. The Group determines the

classification of its financial liabilities at initial recognition.

Financial liabilities are recognised initially at fair value and in the case of other financial liabilities, plus

directly attributable transaction costs.

Subsequent measurement

Subsequent to initial recognition, financial liabilities at fair value through profit or loss are measured at

fair value. Any gains or losses arising from changes in fair value of the financial liabilities are recognised

in profit or loss.

After initial recognition, other financial liabilities are subsequently measured at amortised cost using the

effective interest rate method. Gains and losses are recognised in profit or loss when the liabilities are

derecognised, and through the amortisation process.

Derecognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or

expires. When an existing financial liability is replaced by another from the same lender on substantially

different terms, or the terms of an existing liability are substantially modified, such an exchange or

modification is treated as a derecognition of the original liability and the recognition of a new liability, and

the difference in the respective carrying amounts is recognised in profit or loss.

2.17 Borrowing costs

Borrowing costs are capitalised as part of the cost of a qualifying asset if they are directly attributable to

the acquisition, construction or production of that asset. Capitalisation of borrowing costs commences

when the activities to prepare the asset for its intended use or sale are in progress and the expenditures

and borrowing costs are incurred. Borrowing costs are capitalised until the assets are substantially

completed for their intended use or sale. All other borrowing costs are expensed in the period they

occur. Borrowing costs consist of interest and other costs that the Group incurred in connection with

the finance leases.


51



2.18 Interest-bearing loans and borrowings

All loans and borrowings are initially recognised at the fair value of the consideration received less directly

attributable transaction costs.

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised

cost using the effective interest method.

Gains and losses are recognised in the statement of comprehensive income when the liabilities are

derecognised as well as through the amortisation process.

2.19 Employee benefits

(a) Defined contribution plans

The Group participates in the national pension schemes as defined by the laws of the countries in

which it has operations. In particular, the Singapore companies in the Group make contributions

to the Central Provident Fund scheme in Singapore, a defined contribution pension scheme.

Contributions to defined contribution pension schemes are recognised as an expense in the period

in which the related service is performed.

(b) Employee share option scheme

Employees (including senior executives) of the Group receive remuneration in the form of share

options as consideration for services rendered. The cost of these equity-settled share based

payment transactions with employees is measured by reference to the fair value of the options

at the date on which the options are granted which takes into account market conditions and

non-vesting conditions. This cost is recognised in profit or loss, with a corresponding increase in

the employee share option reserve, over the vesting period. The cumulative expense recognised

at each reporting date until the vesting date reflects the extent to which the vesting period has

expired and the Group’s best estimate of the number of options that will ultimately vest. The charge

or credit to profit or loss for a period represents the movement in cumulative expense recognised

as at the beginning and end of that period.

No expense is recognised for options that do not ultimately vest, except for options where vesting

is conditional upon a market or non-vesting condition, which are treated as vested irrespective of

whether or not the market condition or non-vesting condition is satisfied, provided that all other

performance and/or service conditions are satisfied. In the case where the option does not vest

as the result of a failure to meet a non-vesting condition that is within the control of the Group or

the employee, it is accounted for as a cancellation. In such case, the amount of the compensation

cost that otherwise would be recognised over the remainder of the vesting period is recognised

immediately in profit or loss upon cancellation. The employee share option reserve is transferred to

retained earnings upon expiry of the share options. When the options are exercised, the employee

share option reserve is transferred to share capital if new shares are issued, or to treasury shares

if the options are satisfied by the reissuance of treasury shares.


52



2.20 Leases

The determination of whether an arrangement is, or contains a lease is based on the substance of the

arrangement at inception date: whether fulfilment of the arrangement is dependent on the use of a

specific asset or assets or the arrangement conveys a right to use the asset. For arrangements entered

into prior to 1 January 2005, the date of inception is deemed to be 1 January 2005 in accordance with

the transitional requirements of INT FRS 104.

Finance leases, which transfer to the Group substantially all the risks and rewards incidental to ownership

of the leased item, are capitalised at the inception of the lease at the fair value of the leased asset or,

if lower, at the present value of the minimum lease payments. Any initial direct costs are also added to

the amount capitalised. Lease payments are apportioned between the finance charges and reduction

of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability.

Finance charges are charged to profit or loss. Contingent rents, if any, are charged as expenses in the

periods in which they are incurred.

Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset and

the lease term, if there is no reasonable certainty that the Group will obtain ownership by the end of the

lease term.

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

the lease term. The aggregate benefit of incentives provided by the lessor is recognised as a reduction

of rental expense over the lease term on a straight-line basis.

2.21 Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group

and the revenue can be reliably measured. Revenue is measured at the fair value of consideration received

or receivable, excluding discounts, rebates, and sales taxes or duty.

The Group assesses its revenue arrangements to determine if it is acting as principal or agent. The Group

has concluded that it is acting as a principal in all of its revenue arrangements. The following specific

recognition criteria must also be met before revenue is recognised:

(a) Rendering of services

Revenue from the rendering of specialised healthcare services and healthcare consultancy and

management services is recognised as and when services are rendered.

(b) Interest income

Interest income is recognised using the effective interest method.


53



2.22 Taxes

(a) Current income tax

Current income tax assets and liabilities for the current and prior periods are measured at the

amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax

laws used to compute the amount are those that are enacted or substantively enacted by the

end of the reporting period.

Current income taxes are recognised in profit or loss except to the extent that the tax relates to

items recognised outside profit or loss, either in other comprehensive income or directly in equity.

Management periodically evaluates positions taken in the tax returns with respect to situations

in which applicable tax regulations are subject to interpretation and establishes provisions where

appropriate.

(b) Deferred tax

Deferred income tax is provided using the liability method on temporary differences at the end of

the reporting period between the tax bases of assets and liabilities and their carrying amounts for

financial reporting purposes.

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

– Where the deferred tax liability arises from the initial recognition of goodwill or of an asset or

liability in a transaction that is not a business combination and, at the time of the transaction

affects neither the accounting profit nor taxable profit or loss; and

– In respect of taxable temporary differences associated with investments in subsidiaries and

associates, where the timing of the reversal of the temporary differences can be controlled

and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences, carry forward of

unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will

be available against which the deductible temporary differences, and the carry forward of unused

tax credits and unused tax losses can be utilised except:

– Where the deferred tax asset relating to the deductible temporary difference arises from the

initial recognition of an asset or liability in a transaction that is not a business combination

and, at the time of the transaction, affects neither the accounting profit nor taxable profit

or loss; and

– In respect of deductible temporary differences associated with investments in subsidiaries

and associates, deferred income tax assets are recognised only to the extent that it is

probable that the temporary differences will reverse in the foreseeable future and taxable

profit will be available against which the temporary differences can be utilised.


54



2.22 Taxes (Continued)

(b) Deferred tax (Continued)

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and

reduced to the extent that it is no longer probable that sufficient taxable profit will be available to

allow all or part of the deferred income tax asset to be utilised. Unrecognised deferred tax assets

are reassessed at the end of each reporting period and are recognised to the extent that it has

become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the

year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that

have been enacted or substantively enacted at the end of the reporting period.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or

loss. Deferred tax items are recognised in correlation to the underlying transaction either in other

comprehensive income or directly in equity and deferred tax arising from a business combination

is adjusted against goodwill on acquisition.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set

off current income tax assets against current income tax liabilities and the deferred income taxes

relate to the same taxable entity and the same taxation authority.

(c) Sales tax

Revenues, expenses and assets are recognised net of the amount of sales tax except:

– Where the sales tax incurred on a purchase of assets or services is not recoverable from

the taxation authority, in which case the sales tax is recognised as part of the cost of

acquisition of the asset or as part of the expense item as applicable; and

– Receivables and payables that are stated with the amount of sales tax included.

The net amount of sales tax recoverable from, or payable to, the taxation authority is included as

part of receivables or payables in the statement of financial position.


55



2.23 Segment reporting

For management purposes, the Group regards the rendering of specialised healthcare services and

healthcare consultancy and management services as a single segment.

2.24 Share capital and share issuance expenses

Proceeds from issuance of ordinary shares are recognised as share capital in equity. Incremental costs

directly attributable to the issuance of ordinary shares are deducted against share capital.

2.25 Treasury shares

The Group’s own equity instruments, which are reacquired (treasury shares) are recognised at cost

and deducted from equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue

or cancellation of the Group’s own equity instruments. Any difference between the carrying amount of

treasury shares and the consideration received, if reissued, is recognised directly in equity. Voting rights

related to treasury shares are nullified for the Group and no dividends are allocated to them respectively.

2.26 Convertible loan receivables

The Group designated the convertible loan receivables in the balance sheet at fair value through profit and

loss. Gains or losses on the convertible loan receivables are recognised in the statement of comprehensive

income.

2.27 Related parties

A related party is defined as follows:

(a) A person or a close member of that person’s family is related to the Group and Company if that

person:

(i) Has control or joint control over the Company;

(ii) Has significant influence over the Company; or

(iii) Is a member of the key management personnel of the Group or Company or of a parent

of the Company.


56



2.27 Related parties (Continued)

(b) An entity is related to the Group and the Company if any of the following conditions applies:

(i) The entity and the Company are members of the same group (which means that each

parent, subsidiary and fellow subsidiary is related to the others).

(ii) One entity is an associate or joint venture of the other entity (or an associate or joint venture

of a member of a group of which the other entity is a member).

(iii) Both entities are joint ventures of the same third party.

(iv) One entity is a joint venture of a third entity and the other entity is an associate of the third

entity.

(v) The entity is a post-employment benefit plan for the benefit of employees of either the

Company or an entity related to the Company. If the Company is itself such a plan, the

sponsoring employers are also related to the Company;

(vi) The entity is controlled or jointly controlled by a person identified in (a);

(vii) A person identified in (a) (i) has significant influence over the entity or is a member of the

key management personnel of the entity (or of a parent of the entity).

3. Significant accounting judgements and estimates

The preparation of the Group’s financial statements requires management to make judgements, estimates and

assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure

of contingent liabilities at the end of each reporting period. However, uncertainty about these assumptions and

estimates could result in outcomes that could require a material adjustment to the carrying amount of the asset

or liability affected in the future periods.

3.1 Key sources of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation uncertainty at the end

of each reporting period, that have a significant risk of causing a material adjustment to the carrying

amounts of assets and liabilities within the next financial year are discussed below.


57


3. Significant accounting judgements and estimates (Continued)

3.1 Key sources of estimation uncertainty (Continued)

(a) Useful lives of medical equipment

The cost of medical equipment is depreciated on a straight-line basis over the medical equipment’s

estimated economic useful lives. Management estimates the useful lives of these medical

equipment to be within 7 to 10 years. Changes in the expected level of usage and technological

developments could impact the economic useful lives of these assets, therefore future depreciation

charges could be revised. The carrying amount of the Group’s medical equipments was

$3,244,872 (2011: $2,022,337).

(b) Impairment of medical equipment

The Group assesses at each reporting period whether there is an indication that its medical

equipment may be impaired. The assessment requires an estimation of the recoverable amount

of the medical equipment. This requires the Group to make an estimate of the expected cash

flows from the medical equipments and to choose a suitable discount rate in order to calculate

the present value of those cash flows. The carrying value of the Group’s medical equipment was

$3,244,872 (2011: $2,022,337). The Group recorded an impairment loss of $nil (2011: $40,421)

in one of its subsidiaries to reduce medical equipment to the recoverable amount.

(c) Impairment of loans and receivables

The Group assesses at the end of each reporting period whether there is any objective evidence

that a financial asset is impaired. To determine whether there is objective evidence of impairment,

the Group considers factors such as the probability of insolvency or significant financial difficulties

of the debtor and default or significant delay in payments.

Where there is objective evidence of impairment, the amount and timing of future cash flows are

estimated based on historical loss experience for assets with similar credit risk characteristics.

The carrying amounts of the Group’s trade receivables, accrued revenue and other receivables at

the end of the reporting period are disclosed in Notes 14, 15 and 16 to the financial statements

respectively.

(d) Income taxes

Significant assumption is required in determining the provision for income taxes. There are certain

transactions and computations for which the ultimate tax determination is uncertain during the

ordinary course of business. The Group recognises liabilities for expected tax issues based on

estimates of whether additional taxes will be due. Where the final tax outcome of these matters is

different from the amounts that were initially recognised, such differences will impact the income

tax payable and deferred tax liabilities in the period in which such determination is made. The

carrying amount of the Group’s income tax payable and deferred tax liabilities at the end of the

reporting period were $nil (2011: $nil) and $151,313 (2011: $132,352) respectively.


58


4. Revenue

Group

2012 2011

$ $

(Reclassified)

Rendering of services 11,885,307 10,556,405

5. Finance costs

Group

2012 2011

$ $

Interest expense on obligations under finance leases and

loans and borrowings 35,635 7,765

Bank charges 4,999 4,592

40,634 12,357

6. Profit/(loss) before income tax

The following items have been included in arriving at profit/(loss) before income tax:

Group

2012 2011

$ $

Grant income from SME cash grant (30,000) (30,000)

Interest income (53,890) (46,935)

Audit fees:

– Auditors of the Company 97,500 73,500

– Other auditors 6,400 –

Non audit fees – 14,500

Net foreign exchange loss 24,379 32,422

Impairment loss on property, plant & equipment – 401,421

Property, plant and equipment written off 1,806 55,762

Loss on disposal of property, plant and equipment – 263,552

Impairment loss on doubtful other receivables 27,137 –


59


7. Income tax expense/(credit)

The major components of income tax expense/(credit) for the years ended 31 December 2012 and 2011 are:

Group

2012 2011

$ $

Income statement

Current income tax

– Over provision in respect of previous years – (1,634)

Deferred income tax

– Origination and reversal of temporary differences 51,590 (72,073)

– Over provision in respect of previous years (32,629) (27,396)

Tax expense/(credit) recognised in profit or loss 18,961 (101,103)

The reconciliation between the tax expense/(credit) and the product of accounting profit/(loss) multiplied by the

applicable corporate tax rate for the years ended 31 December 2012 and 2011 is as follows:

Group

2012 2011

$ $

Profit/(loss) before tax 52,884 (1,172,092)

Tax at the domestic rate applicable to profits in the countries

where the Group operates 1,909 (199,256)

Adjustments:

Share of results of associates (40,174) (14,788)

Non-deductible expenses 42,910 151,683

Over provision in respect of prior years:

– current income tax – (1,634)

– deferred income tax (32,629) (27,396)

Utilisation of tax benefits previously not recognised (20,115) (117,807)

Deferred tax assets not recognised 65,436 111,491

Effect of partial tax exemption and tax relief – (8,467)

Others 1,624 5,071

Tax expense/(credit) recognised in profit or loss 18,961 (101,103)


60


8. Earnings/(loss) per share

Earnings/(loss) basic per share amounts are calculated by dividing profit/(loss) for the year, net of tax, attributable

to owners of the parent by the weighted average number of ordinary shares outstanding during the financial year.

Diluted earnings/(loss) per share amounts are calculated by dividing profit/(loss) for the year, net of tax,

attributable to owners of the parent by the weighted average number of ordinary shares outstanding during the

financial year plus the weighted average number of ordinary shares that would be issued on the conversion of

all the dilutive potential ordinary shares into ordinary shares.

The following table reflects the profit and share data used in the computation of basic and diluted earnings/(loss)

per share for the years ended 31 December:

Group

2012 2011

$ $

Profit/(loss) for the year attributable to owners of the parent 43,197 (805,907)

Number of

shares

Number of

shares

Weighted average number of ordinary shares

for basic earnings per share computation* 335,248,233 335,323,136

* The weighted average number of shares takes into account the weighted average effect of changes in treasury shares

transactions during the year.


61


9. Property, plant and equipment

Leasehold

improvements

Furniture,

fittings,

fixtures,

and office

equipment

Medical

equipment

Progress

payments Total

$ $ $ $ $

Group

Cost:

At 1 January 2011 1,357,449 1,061,494 10,511,147 – 12,930,090

Additions 174,844 64,418 145,200 1,071,508 1,455,970

Disposals – (2,103) (1,115,460) – (1,117,563)

Write-off (4,708) (18,459) (149,288) – (172,455)

At 31 December 2011 and

1 January 2012 1,527,585 1,105,350 9,391,599 1,071,508 13,096,042

Additions 11,870 244,167 1,381,954 – 1,637,991

Disposals – (335) (200) – (535)

Reclassification 227,680 3,070 840,758 (1,071,508) –

Write-offs – (3,378) (5,000) – (8,378)

At 31 December 2012 1,767,135 1,348,874 11,609,111 – 14,725,120

Accumulated depreciation and

impairment loss:

At 1 January 2011 1,186,463 625,153 6,595,766 – 8,407,382

Depreciation charge for the year 57,373 159,360 1,149,879 – 1,366,612

Impairment loss – – 401,421 – 401,421

Disposals – (2,103) (680,880) – (682,983)

Write-offs (4,605) (15,164) (96,924) – (116,693)

At 31 December 2011 and

1 January 2012 1,239,231 767,246 7,369,262 – 9,375,739

Depreciation charge for the year 110,444 200,091 998,260 – 1,308,795

Disposals – (284) (89) – (373)

Write-offs – (3,378) (3,194) – (6,572)

At 31 December 2012 1,349,675 963,675 8,364,239 – 10,677,589

Net carrying amount:

At 31 December 2011 288,354 338,104 2,022,337 1,071,508 3,720,303

At 31 December 2012 417,460 385,199 3,244,872 – 4,047,531


62


9. Property, plant and equipment (Continued)

Leasehold

improvements

Furniture,

fittings,

fixtures,

and office

equipment Total

$ $ $

Company

Cost:

At 1 January 2011 21,772 215,897 237,669

Additions 5,087 12,763 17,850

Write-offs (4,708) (13,046) (17,754)

At 31 December 2011 and 1 January 2012 22,151 215,614 237,765

Additions – 58,798 58,798

Write offs – (335) (335)

At 31 December 2012 22,151 274,077 296,228

Accumulated depreciation:

At 1 January 2011 11,568 105,736 117,304

Depreciation charge for the year 6,520 52,668 59,188

Write-offs (4,605) (10,652) (15,257)

At 31 December 2011 and 1 January 2012 13,483 147,752 161,235

Depreciation charge for the year 5,239 48,467 53,706

Write offs – (284) (284)

At 31 December 2012 18,722 195,935 214,657

Net carrying amount:

At 31 December 2011 8,668 67,862 76,530

At 31 December 2012 3,429 78,142 81,571

Impairment of assets

During the financial year, the Group wrote off $1,806 (2011: $55,762) of plant and equipment arising from usual

wear and tear of the assets.

During the financial year ended 31 December 2011, the Group assessed the recoverable amount of its medical

equipment and recognised an impairment loss of $401,421 in the statement of comprehensive income. The

recoverable amount was estimated based on value-in-use calculation over the remaining useful lives as at 31

December 2011.

Assets under finance lease

Included in property, plant and equipment are assets with a net carrying amount of $1,358,333 (2011: $nil)

which are under finance lease (Note 23).


63


10. Investment in subsidiaries

Company

2012 2011

$ $

Unquoted shares, at cost 2,599,413 2,599,413

Impairment losses (1,688,000) (1,688,000)

911,413 911,413

Movement in impairment loss on investment in subsidiaries:

At beginning of financial year 1,688,000 1,448,000

Impairment loss recognised during the year – 240,000

At end of financial year 1,688,000 1,688,000

The Company had the following subsidiaries as at 31 December:

Name of subsidiary

(Country of incorporation) Principal activities Cost of investment

Effective equity interest

held by the Group

2012 2011 2012 2011

$ $ % %

Held by the Company

(1) AMC Healthcare Pte Ltd

(Singapore)

Provision of healthcare services

and healthcare consultancy and

management services

548,000 548,000 100 100

(1) AsiaMedic Eye Centre

Pte Ltd (Singapore)

Investment holding 901,629 901,629 60 60

(1) The Orchard Imaging

Centre Pte Ltd

(Singapore)

Provision of imaging and

image-based diagnostic services

503,257 503,257 100 100

(1) Wellness Assessment

Centre Pte Ltd

(Singapore)

Provision of wellness medical

services and treatment and

healthcare consultancy and

management services

300,371 300,371 100 100


64


10. Investment in subsidiaries (Continued)

Name of subsidiary


Effective equity interest

held by the Group

2012 2011 2012 2011

$ $ % %

Held by the Company

(1) AsiaMedic PET/CT

Centre Pte Ltd

(Singapore)


image based diagnostic services

243,109 243,109 100 100

(1) AsiaMedic Heart &

Vascular Centre

Pte Ltd (Singapore)


image-based diagnostic services

103,047 103,047 100 100

2,599,413 2,599,413

Held by the AMC Healthcare Pte Ltd

(2) AsiaMedic China

Co., Ltd (People’s

Republic of China)

Provision of marketing and

consultancy services

956,517 – 100 –

(1) Audited by Ernst & Young LLP, Singapore(2) Audited by Ernst & Young, People’s Republic of China

Impairment testing of investment in subsidiaries

During the financial year ended 31 December 2011, the Group performed an impairment test for all its

subsidiaries which had either suffered losses during the year, carrying accumulated losses or are inactive. The

recoverable amounts of these subsidiaries were determined based on value in use calculations using cash flow

projections from financial budgets approved by management covering a five year period. An impairment loss of

$240,000 was recognised to write down the subsidiaries to their recoverable amount.


65


11. Investment in associates

Group Company

2012 2011 2012 2011

$ $ $ $

Unquoted shares, at cost 231,500 231,500 181,500 181,500

Impairment losses (50,000) (50,000) – (181,500)

181,500 181,500 181,500 –

Loan to an associate 1,773,560 1,773,560 1,773,560 1,773,560

Less: Impairment losses – – – (358,406)

Share of post-acquisition accumulated losses (379,000) (615,316) – –

1,576,060 1,339,744 1,955,060 1,415,154

Loan to an associate is quasi-equity in nature, unsecured, non-interest bearing and is not expected to be repaid

within the next 12 months.

Name of associate


Proportion (%) of

ownership interest

2012 2011 2012 2011

$ $ % %

(1) AsiaMedic Eyecare Clinic

Pte Ltd (Singapore)

Inactive 50,000 50,000 50 50

(2) Positron Tracers Pte Ltd

(Singapore)

Manufacturing and selling of

fludeoxyglucose (FDG) and

other radioactive isotopes

181,500 181,500 33 33

231,500 231,500

(1) Audited by Ernst & Young LLP, Singapore.(2) Audited by KPMG LLP, Singapore.


66


11. Investment in associates (Continued)

The summarised financial information of the associates, not adjusted for the proportion of ownership interest

held by the Group, is as follows:

Group

2012 2011

$ $

Assets and liabilities

Current assets 4,794,337 3,904,318

Non-current assets 599,805 907,314

Total assets 5,394,142 4,811,632

Current liabilities 539,146 545,434

Non-current liabilities 5,374,423 5,374,423

Total liabilities 5,913,569 5,919,857

Results:

Revenue 2,598,675 2,372,047

Profit for the year 592,705 481,402

12. Deferred tax liabilities

Group

2012 2011

$ $

Deferred tax liabilities

Differences in depreciation for tax purposes (151,313) (141,552)

Deferred tax asset

Unabsorbed capital allowances – 9,200

(151,313) (132,352)

At the end of the reporting period, the Group has unutilised tax losses and capital allowances of approximately

$2,513,000 (2011: $2,473,000), and $1,319,000 (2011: $1,417,000) respectively that are available for offset

against future taxable profits of the companies in which the losses and capital allowances arose, for which

no deferred tax asset is recognised due to uncertainty of its recoverability. The use of these tax losses and

allowances is subject to the agreement of the tax authority and compliance with certain provisions of the tax

legislation of Singapore.


67


13. Inventories

Group

2012 2011

$ $

Medical supplies 73,339 73,930

Statement of comprehensive income:

Inventories recognised as an expense 267,319 249,466

14. Trade receivables

Group Company

2012 2011 2012 2011

$ $ $ $

Due from third parties 987,999 1,000,548 – –

Due from subsidiaries – – 5,508,259 6,293,517

Allowance for impairment:

– subsidiaries – – (3,611,676) (3,282,735)

987,999 1,000,548 1,896,583 3,010,782

Trade receivables, net 987,999 1,000,548 1,896,583 3,010,782

Add:

Other receivables (Note 16) 435,306 558,421 240,247 212,980

Cash and cash equivalents (Note 17) 9,179,193 7,913,916 7,734,459 6,931,469

Total loans and receivables 10,602,498 9,472,885 9,871,289 10,155,231

Trade receivables due from third parties are unsecured, non-interest bearing and are generally on 30 – 90 days’

terms. They are recognised at their original invoice amounts which represent their fair values on initial recognition.

Trade receivables due from subsidiaries are unsecured, non-interest bearing, repayable upon demand and are

to be settled in cash.

Included in trade receivables is an amount of $98,324 (2011: $116,875) denominated in United States Dollars.


68


14. Trade receivables (Continued)

Receivables that are past due but not impaired

The Group has trade receivables amounting to $540,022 (2011: $404,861) that are past due at the end of the

reporting period but not impaired. These receivables are unsecured and the analysis of their ageing at the end

of the reporting period is as follows:

Group

2012 2011

$ $

Trade receivables past due:

Less than 30 days 282,009 255,388

30 to 60 days 105,574 108,680

61 to 90 days 44,607 29,146

More than 90 days 107,832 11,647

540,022 404,861

Receivables that are impaired

Trade receivables that are impaired at the end of the reporting period and the movement of the allowance

accounts used to record the impairment is as follows:

Group Company

2012 2011 2012 2011

$ $ $ $

Due from subsidiaries – nominal amounts – – 5,450,579 3,929,576

Less: Allowance for impairment – – (3,611,676) (3,282,735)

– – 1,838,903 646,841

Movement in allowance accounts:

At 1 January – 33,480 3,282,735 2,187,663

Charge for the year – – 328,941 1,195,072

Written off – (33,480) – –

Written back – – – (100,000)

At 31 December – – 3,611,676 3,282,735

Trade receivables that are individually determined to be impaired at the end of the reporting period relate to

debtors that are in significant financial difficulties and have defaulted on payments. These receivables are not

secured by any collateral or credit enhancements.


69


15. Accrued revenue

Accrued revenue relates to fees for consultancy services that have been rendered but not invoiced as of end

of the reporting period.

Included in accrued revenue is an amount of $nil (2011: $86,192) denominated in United States Dollars.

16. Other receivables

Group Company

2012 2011 2012 2011

$ $ $ $

Deposits 374,418 380,389 206,802 212,872

Other debtors 60,888 150,895 33,445 108

Due from an associate – 27,137 – –

435,306 558,421 240,247 212,980

Amount due from an associate is unsecured, non-interest bearing and is repayable upon demand.

Included in other debtors of the Group is an amount of $nil (2011: $145,974) denominated in United States

Dollars.

Receivables that are impaired

The movement of the allowance accounts used to record the impairment is as follows:

Group

2012 2011

$ $

Movement in allowance accounts:

At 1 January 86,863 86,863

Charge for the year 27,137 –

At 31 December 114,000 86,863


70


17. Cash and cash equivalents

Group Company

2012 2011 2012 2011

$ $ $ $

Cash at banks and on hand 1,654,105 2,910,046 209,371 1,927,599

Short term deposits 7,525,088 5,003,870 7,525,088 5,003,870

9,179,193 7,913,916 7,734,459 6,931,469

Cash at banks earn interest at floating rates based on the daily bank deposit rates.

Short term deposits are placed with financial institutions for varying periods of between one month and six

months depending on the immediate cash requirements of the Group, and earn interest at the respective short

term deposit rates ranging from 0.55% to 1.15% (2011: 0.19% to 1.07%) per annum.

Cash and cash equivalents denominated in foreign currencies at the balance sheet date are as follows:

Group Company

2012 2011 2012 2011

$ $ $ $

Chinese Renminbi 44,992 – – –

United States Dollar 260,914 479,233 3,867 245,127

Total 305,906 479,233 3,867 245,127

18. Convertible loan receivables

Group

2012 2011

$ $

Convertible loan A 270,412 –

Convertible loan B 318,249 –

588,661 –

Convertible loan A

The Group entered into a non-interest bearing convertible loan agreement with unrelated third parties (hereafter,

the “borrowers”) on 15 June 2012.

Under the terms of the agreement, the Group granted the borrowers a convertible loan of 1.75 million Chinese

Renminbi (“RMB”), which will be disbursed in a number of tranches, for the purpose of the set up, development

and operation of a medical centre for a period of three years from February 2013, which is the date the final

tranche was disbursed. The Group has the right to convert the loan into a 70% equity interest in the medical

centre at any time during the loan period.


71


18. Convertible loan receivables (Continued)

If the Group does not exercise its right to conversion upon the maturity of the loan, the borrowers shall repay the

Group the outstanding loan of 1.75 million RMB in instalments based on 10% of the medical centre’s quarterly

revenue until the loan is fully recovered.

Convertible loan B

The Group entered into a separate non-interest bearing convertible loan agreement with the same borrowers

on 30 December 2012. Under the terms of the agreement, the Group granted the borrowers a convertible loan

of 1.75 million Chinese Renminbi (“RMB”), which will be disbursed in a number of tranches, for the purpose of

the set up, development and operation of a post natal centre for a period of three years from February 2013,

which is the date the final tranche was disbursed. The Group has the right to convert the loan into a 80% equity

interest in the post natal centre at any time during the loan period.

If the Group does not exercise its right to conversion upon the maturity of the loan, the borrowers shall repay

the Group the outstanding loan of 1.75 million RMB in instalments based on 10% of the post natal centre’s

quarterly revenue until the loan is fully recovered.

During the year, the Group recorded a fair value loss of $2,227 (2011: $nil) pertaining to the convertible loans

in the income statement.

19. Trade payables

Group Company

2012 2011 2012 2011

$ $ $ $

Due to third parties 318,311 296,299 37,280 59,738

Trade payables 318,311 296,299 37,280 59,738

Add:

Other payables and accruals (Note 20) 1,154,819 954,348 386,142 238,505

Obligations under finance leases (Note 23) 1,250,000 – – –

Loans and borrowings (Note 22) 664,286 – – –

Total financial liabilities carried

at amortised cost 3,387,416 1,250,647 423,422 298,243

Trade payables are unsecured, non-interest bearing and are normally settled on 60-day terms.


72


20. Other payables and accruals

Group Company

2012 2011 2012 2011

$ $ $ $

Other payables 598,910 242,676 264,640 17,600

Accrued operating expenses 555,909 711,672 121,502 220,905

1,154,819 954,348 386,142 238,505

Included in other payables and accruals is an amount of $8,919 (2011: $nil) denominated in Chinese Renminbi.

21. Deferred income

Deferred income relates to healthcare services and consultancy fees received in advance from customers.

22. Loans and borrowings

Group

Maturity 2012 2011

$ $

Current

Interest bearing bank loan 2013 161,375 –

Non-current

Interest bearing bank loan 2014 – 2017 502,911 –

664,286 –

The loan bears an effective interest rate of 2.86% per annum and is repayable in 60 equal monthly instalments.

The loan is secured by a corporate guarantee executed by the Company (Note 30b).


73


23. Obligations under finance leases

The Group had finance lease arrangements for certain medical equipment and office equipment as at 31

December 2012. The discount rate implicit in the leases is 2.88% (2011: nil) per annum.

Future minimum lease payments under finance leases together with the present value of the net minimum lease

payments were as follows:

Group

2012 2011

Minimum

payments

Present

value of

minimum

payments

Minimum

payments

Present

value of

minimum

payments

$ $ $ $

Not later than one year 321,705 300,000 – –

Later than one year but not later

than five years 1,018,733 950,000 – –

Total minimum lease payments 1,340,438 1,250,000 – –

Less: Amounts representing finance charges (90,438) – – –

Present value of minimum lease payments 1,250,000 1,250,000 – –

These obligations are secured by a charge over leased assets. The net book value of assets under finance lease

is disclosed in Note 9. The finance lease is also secured by a corporate guarantee by the Company (Note 30b).

Finance lease obligations are repayable in instalments and will fully mature in 2017.

24. Share capital

Group and Company

2012 2011

No. of shares $ No. of shares $

Issued and fully paid ordinary shares:

At 1 January and 31 December 335,325,219 21,550,530 335,325,219 21,550,530

The holders of ordinary shares are entitled to receive dividends as and when declared by the Company. All

ordinary shares carry one vote per share without restrictions. The ordinary shares have no par value.


74


25. Treasury shares

Group and Company

2012 2011

No. of shares $ No. of shares $

At 1 January 50,000 1,250 – –

Acquired during the financial year 50,000 1,616 50,000 1,250

At 31 December 100,000 2,866 50,000 1,250

Treasury share relate to ordinary shares of the Company that is held by the Company.

The Company acquired 50,000 (2011: 50,000) shares in the Company through purchases on the Singapore

Exchange during the financial year. The total amount paid to acquire the shares was $1,616 (2011: $1,250) and

this was presented as a component within shareholders’ equity.

No treasury shares were re-issued by the Company pursuant to its employee share option plan during the

financial year.

26. Foreign currency translation reserve

The foreign currency translation reserve represents exchange differences arising from the translation of the

financial statements of foreign operations whose functional currency is different from that of the Group’s

presentation currency.

27. Employee share option reserve

Employee share option reserve represents the equity-settled share options granted to employees. The reserve

is made up of the cumulative value of services received from employees recorded over the vesting period

commencing from the grant date of equity-settled share options, and is reduced by the expiry or exercise of

the share options.

Employee Share Option Scheme

At the Extraordinary General Meeting held on 16 December 1993, shareholders approved the adoption of the

Employee Share Option Scheme (“ESOS”). The terms and condition of the ESOS were subsequently amended

at the Extraordinary General Meetings of the Company held on 18 September 2000 and 16 October 2003. All

employees who have been in service for one year as at 30 June 2007 are entitled to a grant of share options

of the Company, under ESOS. The employees were offered the share options based on their job grades and

performance grading. ESOS was granted on 22 August 2007. The ESOS expired on 21 August 2012.


75


27. Employee share option reserve (Continued)

Movement of share options during the financial year

The following table illustrates the number and weighted average exercise prices (“WAEP”) of, and movements

in, share options during the financial year:

2012 2011

Number of

share options WAEP

Number of

share options WAEP

$ $

Outstanding at 1 January 935,000 0.10 1,065,000 0.10

Expired (935,000) 0.10 – 0.10

Forfeited – – (130,000) –

Outstanding at 31 December – – 935,000 0.10

Exercisable at 31 December – – 935,000 0.10

28. Employee benefits expense

Group

2012 2011

$ $

Salaries and bonuses 4,123,233 4,014,468

Central Provident Fund contributions 337,864 330,686

Other short-term benefits 358,671 264,669

4,819,768 4,609,823

29. Related party transactions

(a) Sale and purchase of goods and services

In addition to the related party information disclosed elsewhere in the financial statements, the following

significant transactions between the Group and related parties took place at terms agreed between the

parties during the financial year:

Group

2012 2011

$ $

Purchase of consumables from an associate 516,026 516,000


76


29. Related party transactions (Continued)

(b) Compensation of key management personnel

Salaries and bonuses 1,130,656 849,057

Central Provident Fund contributions 35,962 20,604

Other short-term benefits 21,466 155,536

Directors’ fee 139,333 60,000

1,327,417 1,085,197

Comprise amounts paid to:

– Directors of the Company 139,333 60,000

– Other key management personnel 1,188,084 1,025,197

1,327,417 1,085,197

The remuneration of key management personnel are determined by the Remuneration Committee having

regard to the performance of individuals and market trends.

30. Commitments

(a) Operating lease commitments – as lessee

The Group has entered into operating leases of premises for use as office and clinics. The leases have

remaining lease terms of 1 to 3 years.

Future minimum rental payable under non-cancellable operating leases at the end of the reporting period

are as follows:

Group

2012 2011

$ $

Not later than one year 1,185,754 1,287,376

Later than one year but not later than five years 1,158,145 2,479,396

2,343,899 3,766,772


77


30. Commitments (Continued)

(b) Corporate guarantees

The Company has provided a corporate guarantee of $2,460,410 (2011: $nil) to a bank for finance leases

and a term loan taken by a subsidiary.

31. Fair value of financial instruments

Fair value of financial instruments whose carrying amounts are reasonable approximation of fair value

Management has determined that the carrying amounts of trade and other receivables, trade, other payables and

accruals and amounts due from subsidiaries, based on their notional amounts, are reasonable approximation

of fair values due to their short-term nature.

Fair value of financial instruments whose carrying amounts are not reasonable approximation of fair

value

2012 2011

Carrying

amount Fair value

Carrying

amount Fair value

$ $ $ $

Financial liabilities:

Loans and borrowings

– Obligations under finance leases 1,340,438 1,250,000 – –

– Interest bearing loan 703,260 664,285 – –

Management has determined the fair value of obligations under finance lease by discounting expected future

cash flows at current market incremental lending rates for similar types of leasing arrangements.

Management has determined that the non-current loan to an associate forms part of its investment in the

associate. The fair value of the loan is not determinable as the timing of future cash flows arising from the loan

cannot be estimated reliably.

32. Financial risk management objectives and policies

The Group and the Company are exposed to financial risks arising from its operations and the use of financial

instruments. The key financial risks include credit risk, interest rate risk, liquidity risk and foreign currency risk.

The Board of Directors reviews and approves policies and procedures for the management of these risks and

they are summarised below. There has been no change to the Group’s exposure to these financial risks or the

manner in which it manages and measures the risks.


78


32. Financial risk management objectives and policies (Continued)

Credit risk

Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default

on its obligations. The Group’s and Company’s maximum exposure to credit risk is the carrying amount of

loans and receivables as indicated in Note 14. It is the Group’s policy to minimise credit risk by dealing with

creditworthy third parties and financial institutions.

At the end of the reporting period, there were no significant concentrations of credit risk for the Group, while

almost all of the Company’s receivables were balances with subsidiaries.

Trade and other receivables that are neither past due nor impaired are creditworthy debtors with good payment

record with the Group. Cash at bank and short term deposits are placed with or entered into with reputable

financial institutions with high credit ratings.

Information regarding financial assets that are either past due or impaired is disclosed in Note 14.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of the Company’s financial instruments will

fluctuate because of changes in market interest rates. The Company’s exposure to interest rate risk arises

primarily from its cash and cash equivalents placed with reputable banks as well as interest-bearing loans and

borrowings. Interest-bearing loans and borrowings are contracted with the objective of minimising interest

burden by carefully evaluating the relative benefits between fixed rate and variable rate loans whilst maintaining

an acceptable debt maturity profile.

Sensitivity analysis for interest rate risk

At the end of the reporting period if the interest rates had been 100 basis points lower/higher with all other

variables held constant, the Company’s profit net of taxation would have been $15,889 (2011: $nil) higher/lower

arising mainly as a result of lower/higher interest expense on floating rate loans and borrowings and lower/higher

interest income from cash and deposit balances.

Liquidity risk

Liquidity risk is the risk that the Group and the Company will encounter difficulty in meeting financial obligations

due to shortage of funds. The Group and the Company’s exposure to liquidity risk arise primarily from

mismatches of the maturity of financial assets and liabilities. The Group monitors its liquidity risk and maintains

a level of cash and short term deposits deemed adequate by management to finance the Group’s operations

and to mitigate the effects of fluctuations in cash flows. The Group ensures that it has sufficient cash on demand

to meet expected operational expenses, including the servicing of financial obligations.


79



Liquidity risk (Continued)

Analysis of financial instruments by remaining contractual maturities

The table below summarises the maturity profile of the Group’s and the Company’s financial assets and liabilities

at the end of the reporting period based on contractual undiscounted repayment obligations.

One year

or less

One to

five years Total

$ $ $

Group

2012

Financial assets:

Trade receivables 987,999 – 987,999

Other receivables 435,306 – 435,306

Convertible loan receivables – 588,661 588,661

Cash and cash equivalents 9,179,193 – 9,179,193

Total undiscounted financial assets 10,602,498 588,661 11,191,159


Trade payables 318,311 – 318,311

Other payables and accruals 1,154,819 – 1,154,819

Obligations under finance leases 321,705 1,018,733 1,340,438

Loans and borrowings 178,350 524,909 703,259

Total undiscounted financial liabilities 1,973,185 1,543,542 3,516,827

Total net undiscounted financial assets/(liabilities) 8,629,313 (954,881) 7,674,332

2011

Financial assets:

Trade receivables 1,000,548 – 1,000,548



Total undiscounted financial assets 9,472,885 – 9,472,885



Other payables and accruals 954,348 – 954,348

Total undiscounted financial liabilities 1,250,647 – 1,250,647

Total net undiscounted financial assets 8,222,238 – 8,222,238


80



Liquidity risk (Continued)

Analysis of financial instruments by remaining contractual maturities (Continued)

One year

or less

One to

five years Total

$ $ $

Company

2012

Financial assets:








Total undiscounted financial liabilities 423,422 – 423,422


2011

Financial assets:








Total undiscounted financial liabilities 298,243 – 298,243


Foreign currency risk

The Group has transactional currency exposures arising from consultancy and management services that are

denominated in a currency other than functional currency of the Group, primarily United States Dollars (USD).

The Group is also exposed to currency translation risk arising from its net investment in foreign operations in

China. The Group does not engage in any hedging activities.


81



Foreign currency risk (Continued)

Sensitivity analysis for foreign currency risk

The following table demonstrates the sensitivity of the Group’s profit for the year to a reasonably possible change

in USD and RMB against the SGD with all other variables held constant.

Group

2012 2011

$ $

USD/SGD – strengthened 3% (2011: 3%) (8,945) (19,768)

– weakened 3% (2011: 3%) 8,945 19,768

RMB/SGD – strengthened 3% (2011: 3%) (16,056) –

– weakened 3% (2011: 3%) 16,056 –

33. Capital management

The Group reviews and manages its capital structure to ensure optimal capital structure to maximise

shareholder’s returns taking into consideration the future capital requirements of the Group and capital

efficiency, prevailing and projected profitability, projected operating cash flows, projected capital expenditures

and projected strategic investment opportunities. To maintain or adjust the capital structure, the Group may

adjust the dividend payment to shareholders, return capital to shareholders, issue new shares or obtain new

borrowings. No changes were made in the objectives, policies or processes during the years ended 31 December

2012 and 31 December 2011.

34. Comparative figures

The following comparative figures of the Group have been reclassified to provide a meaningful comparison with

the current year’s presentation.

Group

2011

As

reclassified

As

previously

reported

$ $

Revenue 10,556,405 10,454,657

Other operating expenses 1,284,954 1,183,206

35. Authorisation of financial statements for issue

The financial statements for the year ended 31 December 2012 were authorised for issue in accordance with

a resolution of the Directors on 15 March 2013.


82


NOTICE IS HEREBY GIVEN that the Annual General Meeting of AsiaMedic Limited (the “Company”) will be held at

350 Orchard Road, #08-00 Shaw House, Singapore 238868 on Saturday, 20 April 2013 at 9.00 a.m. to transact the

following businesses:

ORDINARY BUSINESS

1. To receive and adopt the Audited Accounts of the Company for the financial year ended 31 December 2012

and the Directors’ and Auditors’ Reports thereon. (Resolution 1)

2. To re-elect Mr Tan Wang Cheow, a Director retiring pursuant to Article 92 of the Company’s Articles of

Association. (Resolution 2)

3. To re-elect Mr Erhart Mark Allan, a Director retiring pursuant to Article 92 of the Company’s Articles of


4. To re-elect Mr Andi Solaiman, a Director retiring pursuant to Article 93 of the Company’s Articles of


Note: Dr Khor Chin Kee retires pursuant to Articles 93 and 94 of the Company’s Articles of Association and does not wish

to seek re-election.

5. To approve the Directors’ Fees of S$139,333 for the financial year ended 31 December 2012 (2011:

S$60,000). (Resolution 5)

6. To re-appoint Ernst & Young LLP as Auditors of the Company and to authorise the Directors to fix their

remuneration. (Resolution 6)

SPECIAL BUSINESS

To consider and if thought fit, pass the following resolutions, with or without modifications:

AS SPECIAL RESOLUTION

7. Renewal of Share Issue Mandate

“That pursuant to Section 161 of the Companies Act, Chapter 50 of Singapore and the Catalist Rules, authority

be and is hereby given to the Directors to:

(a) (i) issue shares in the capital of the Company (“Shares”) whether by way of rights, bonus or otherwise;

and/or

(ii) make or grant offers, agreements or options (collectively, “Instruments”) that might or would

require shares to be issued, including but not limited to the creation and issue of (as well as

adjustments to) options, warrants, debentures or other instruments convertible into Shares; at

any time and upon such terms and conditions and for such purposes and to such persons as the

Directors may in their absolute discretion deem fit;


83

Notice of Annual General Meeting

(b) issue shares in pursuance of any instruments made or granted by the Directors while this Special

Resolution was in force (notwithstanding that the authority conferred by this Special Resolution may have

ceased to be in force), provided that:

(i) the aggregate number of Shares to be issued pursuant to this Special Resolution (including Shares

to be issued in pursuance of Instruments made or granted pursuant to this Special Resolution)

whether on a pro-rata or non pro-rata basis, does not exceed 100% of the total number of

issued shares of the Company (excluding treasury shares) (as calculated in accordance with sub-

paragraph (ii) below);

(ii) for the purpose of determining the aggregate number of Shares that may be issued under sub-

paragraph (i) above, the percentage of issued shares (excluding treasury shares) shall be based

on the total number of issued shares of the Company (excluding treasury shares) at the time of

passing of this Special Resolution, after adjusting for:

(1) new Shares arising from the conversion or exercise of convertible securities; or

(2) new Shares arising from exercising share options or vesting of share awards outstanding

or subsisting at the time which are outstanding or subsisting at the time of passing of this

Special Resolution, provided the options or awards were granted in compliance with Part

VIII of Chapter 8 of the Catalist Rules; and

(3) any subsequent bonus issue, consolidation or subdivision of Shares;

(iii) in exercising the authority conferred by this Special Resolution, the Company shall comply with

the provisions of the Catalist Rules for the time being in force (unless such compliance has been

waived by the SGX-ST, the Monetary Authority of Singapore or the Sponsor) and the Articles of

Association for the time being of the Company; and

(iv) such authority shall, unless revoked or varied by the Company at a general meeting, continue in

force until the conclusion of the next annual general meeting of the Company or the date by which

the next annual general meeting of the Company is required by law to be held, whichever is the

earlier; and

(c) the Directors be and are hereby authorised to do any and all acts which they deem necessary and

expedient in connection with paragraphs (a) and (b) above.”

[See Explanatory Note 1] (Resolution 7)


84


AS ORDINARY RESOLUTION

8. Renewal of the Share Purchase Mandate

“That the Directors of the Company be and are hereby authorised to make purchases of issued and fully-paid

ordinary shares in the capital of the Company (the “Shares”) from time to time (whether by way of market

purchases or off-market purchases on an equal access scheme) of up to ten per cent (10%) of the issued

ordinary shares in the capital of the Company as at the date of passing of this resolution at the price of up to

but not exceeding the Maximum Price, in accordance with the “Guidelines on Share Purchases” set out in the

Annexure to the Appendix of this Annual Report and this mandate shall, unless revoked or varied by the Company

in general meeting, continue in force until the date that the next annual general meeting of the Company is held

or is required by law to be held, whichever is the earlier.

In this Ordinary Resolution, “Maximum Price” means the maximum price at which the Shares can be purchased

pursuant to the Share Purchase Mandate, which shall not exceed the sum constituting five per cent (5%) above

the average closing price of the Shares over the period of five (5) Market Days (“Market Day” being a day

on which the Singapore Exchange Securities Trading Limited (the “SGX-ST”) is open for securities trading) in

which transactions in the Shares on the SGX-ST were recorded, in the case of a market purchase, before the

day on which such purchase is made, and in the case of an off-market purchase on an equal access scheme,

immediately preceding the date of offer by the Company, as the case may be, and adjusted for any corporate

action that occurs after the relevant five (5) day period.”


9. Authority to issue and allot Shares under the AsiaMedic Share Award Scheme

“That the Directors of the Company be and are hereby authorised to offer and grant awards (“Awards”) in

accordance with the provisions of the AsiaMedic Share Award Scheme (the “Scheme”) and to allot and issue

from time to time such number of fully-paid Shares as may be required to be issued pursuant to the vesting of

the Awards under the Scheme provided always that the aggregate number of Shares which may be issued or

transferred pursuant to Awards granted under the Scheme, when added to (i) the number of Shares issued and

issuable and/or transferred and transferable in respect of all Awards granted thereunder; and (ii) all Share issued

and issuable and/or transferred and transferable in respect of all options granted or awards granted under any

other share incentive schemes or share plans adopted by the Company and for the time being in force shall

not exceed twenty five per cent (25%) of the issued share capital (excluding treasury shares) of the Company

on the day preceding the relevant date of Award, and provided also that subject to such adjustments as may

be made to the Scheme as a result of any variation in the capital structure of the Company.”


ANY OTHER BUSINESS

10. To transact any other business which may be properly be transacted at an Annual General Meeting.

Dated this 28th day of March 2013

BY ORDER OF THE BOARD

Foo Soon Soo

Company Secretary


85


Notes:

1. A member of the Company entitled to attend and vote at the Meeting is entitled to appoint a proxy and vote on

his stead.

2. Such proxy need not be a member of the Company.

3. If the appointer is a corporation, the proxy must be executed under seal or the hand of its duly authorised officer

or attorney.

4. The instrument appointing a proxy must be deposited at the registered office of the Company at 350 Orchard

Road, #08-00 Shaw House, Singapore 238868 not later than 48 hours before the time appointed for the Meeting.

Explanatory Notes:

1. Resolution 7, if passed, will empower the Directors of the Company from the date of this meeting until the date

of the next Annual General Meeting of the Company, or the date by which the next Annual General Meeting is

required by law to be held or when varied or revoked by the Company in the general meeting, whichever is the

earlier, to allot and issues shares and/or convertible securities in the Company (whether by way of rights, bonus

or otherwise) at any time. The number of shares that the Directors may allot and issue under this resolution

would not exceed 100 per cent (100%) of the issued capital excluding treasury shares whether on a pro-rata

or non pro-rata basis at the time of the passing of this resolution.

2. Resolution 8, if passed, will empower the Directors, from the date of the above meeting until the next annual

general meeting, to repurchase Shares by way of market purchases or off-market purchases of up to ten per cent

(10%) of the issued ordinary share capital of the Company at such price up to the Maximum Price. Information

relating to this proposed resolution is set out in the Appendix attached to the Annual Report.

3. Resolution 9, if passed, will empower the Directors to offer and grant awards in accordance with the AsiaMedic

Share Award Scheme and to issue shares in the capital of the Company pursuant to the granting of awards

under the Scheme.

This announcement has been prepared by the Company and reviewed by the Company’s sponsor, Asiasons WFG

Capital Pte Ltd (the “Sponsor”), for compliance with the Listing Manual (Section B: Rules of Catalist) of the Singapore

Exchange Securities Trading Limited (the “SGX-ST”). The Sponsor has not independently verified the contents of this

announcement including the accuracy or completeness of any of the information disclosed or the correctness of any

of the statements made, opinions expressed or reports contained in this announcement. This announcement has not

been examined or approved by the SGX-ST. The SGX-ST and the Sponsor assume no responsibility for the contents of

this announcement including the correctness of any of the statements made, opinions expressed or reports contained

in this announcement.





86


Issued & Fully Paid-up Capital : $21,550,529.50

Number & Class of Shares

(Excluding Treasury Shares) : 335,225,219 Ordinary Shares

Voting Rights : One Vote per Ordinary Share

Treasury Shares & Percentage : 100,000 (0.03%)

Distribution of Shareholdings

Size of Shareholdings

No. of

Shareholders % No. of Shares %

1 – 999 13 0.46 4,048 0.00

1,000 – 10,000 1,214 43.19 6,990,980 2.09

10,001 – 1,000,000 1,557 55.39 136,921,197 40.84

1,000,001 and above 27 0.96 191,308,994 57.07

Total 2,811 100.00 335,225,219 100.00

Substantial Shareholders

(As shown in the Register of Substantial Shareholders)

Direct

Interest %

Deemed

Interest %

Grandiflora Pte Ltd 81,340,000 24.26% – –

Anthoni Salim – – 40,670,000 12.13%

Chairul Tanjung – – 40,670,000 12.13%

Tan Wang Cheow 14,091,396 4.20% 8,467,598 2.53%

Tan Guek Ming 8,467,598 2.53% 14,091,396 4.20%

Mr Anthoni Salim and Mr Chairul Tanjung are deemed to be interested in the shares held by Grandiflora Pte Ltd.

Mr Tan Wang Cheow and Mdm Tan Guek Ming are husband and wife. Accordingly, they are deemed to be interested

in the shares held by each other.


87

Statistics of ShareholdingsAS AT 6 MARCH 2013

List of 20 Largest Shareholders

No. Name

No. of

Shares %

1 GRANDIFLORA PTE LTD 81,340,000 24.26

2 RAFFLES NOMINEES (PTE) LTD 14,820,000 4.42

3 TAN WANG CHEOW 14,091,396 4.20

4 WONG WENG HONG 13,400,000 4.00

5 OCBC SECURITIES PRIVATE LTD 9,297,000 2.77

6 TAN GUEK MING 8,467,598 2.53

7 DBS NOMINEES PTE LTD 6,007,000 1.79

8 CITIBANK NOMS S’PORE PTE LTD 5,694,000 1.70

9 TAN AH SOON 4,840,000 1.44

10 PHILLIP SECURITIES PTE LTD 4,376,000 1.31

11 MAYBANK KIM ENG SECS PTE LTD 3,325,000 0.99

12 LEE YUEN SHIH 3,000,000 0.89

13 UNITED OVERSEAS BANK NOMINEES 2,958,000 0.88

14 NG MARY 1,943,000 0.58

15 UOB KAY HIAN PTE LTD 1,878,000 0.56

16 OCBC NOMINEES SINGAPORE 1,762,000 0.53

17 CHEONG SIM ENG 1,700,000 0.51

18 DBSN SERVICES PTE LTD 1,493,000 0.45

19 DB NOMINEES (S) PTE LTD 1,420,000 0.42

20 HUANG JIANKANG 1,300,000 0.39

183,111,994 54.62

SHAREHOLDINGS IN THE HANDS OF THE PUBLIC

Percentage of shareholdings held in the hands of the public is approximately 65%, which is more than 10% of the

issued share capital of the Company (excluding Treasury Shares). Therefore, Rule 723 of Section B: Rules of Catalist

of the SGX-ST Listing Manual is complied with.


88

Statistics of ShareholdingsAS AT 6 MARCH 2013

PROXY FORM

ASIAMEDIC LIMITED(Company Registration No: 197401556E)

(Incorporated in the Republic of Singapore)

IMPORTANT

1. For investors who have used their CPF monies to buy AsiaMedic

Limited’s shares, this Annual Report is forwarded to them at

the request of their CPF Approved Nominees, and is sent solely

FOR INFORMATION ONLY.

2. This proxy form is not valid for use by CPF investors and shall

be ineffective for all intents and purposes if used or purported

to be used by them.

3. CPF investors who wish to vote should contact their CPF

Approved Nominees.

I/We,

of

being *a member/members of ASIAMEDIC LIMITED (the “Company”), hereby appoint

Name Address

NRIC

Passport No.

Proportion of

Shareholdings (%)

And/or (delete as appropriate)

or failing him/her/the Chairman of meeting as *my/our *proxy/proxies, to vote for *me/us on *my/our behalf at the

Annual General Meeting (“AGM”) of the Company to be held at 350 Orchard Road, #08-00 Shaw House, Singapore

238868 on 20 April 2013 at 9.00 a.m. and at any adjournment thereof. The *proxy is/proxies are to vote for or against

the Resolutions to be proposed at the AGM as indicated hereunder. If no specific direction as to voting is given, the

*proxy/proxies will vote or abstain from voting at *his/their discretion, as *he/they will on any other matter arising at

the AGM:

Resolution

No. Ordinary Resolutions For Against

1 To receive and adopt the Audited Accounts of the Company for the

financial year ended 31 December 2012 and the Directors’ and Auditors’

Reports thereon.

2 To re-elect Mr Tan Wang Cheow, a Director retiring pursuant to Article 92

of the Company’s Articles of Association.

3 To re-elect Mr Erhart Mark Allan, a Director retiring pursuant to Article 92

of the Company’s Articles of Association.

4 To re-elect Mr Andi Solaiman, a Director retiring pursuant to Article 93 of

the Company’s Articles of Association).

5 To approve the Directors’ fees of S$139,333 for the financial year ended

31 December 2012 (2011: S$60,000).

6 To re-appoint Ernst & Young LLP as Auditors of the Company and to

authorise the Directors to fix their remuneration.

Special Resolution

7 To authorise the Directors to issue shares pursuant to Section 161 of the

Companies Act, Chapter 50 of Singapore.

Ordinary Resolutions

8 To approve the renewal of the Share Purchase Mandate.

9 To authorise the Directors to issue shares pursuant to the AsiaMedic Share

Award Scheme.

Please indicate with a cross [X] in the space provided whether you wish your vote to be cast for or against the

Resolutions as set out in the Notice of AGM.

Dated this day of 2013.

Signature(s) of Member(s)/Common Seal

* Delete where applicable

Total Number of Shares Held

Notes:

1. A member of the Company entitled to attend and vote at the AGM is entitled to appoint not more than two

proxies to attend and vote in his stead. Such proxy need not be a member of the Company.

2. Where a member of the Company appoints two proxies, he shall specify the proportion of his shareholding

(expressed as a percentage of the whole) to be represented by each such proxy.

3. The instrument appointing a proxy or proxies must be under the hand of the appointer or his attorney duly

authorised in writing. Where the instrument appointing a proxy or proxies is executed by a corporation, it must

be executed under its common seal or under the hand of its attorney or duly authorised officer.

4. A corporation which is a member of the Company may authorise by resolution of its directors or other governing

body such person as it thinks fit to act as its representative at the AGM, in accordance with its Articles of

Association and Section 179 of the Companies Act, Chapter 50 of Singapore.

5. The instrument appointing proxy or proxies, together with the power of attorney or other authority (if any) under

which it is signed, or notarially certified copy thereof, must be deposited at the registered office of the Company

at 350, Orchard Road, #08-00 Shaw House, Singapore 238868 not later than 48 hours before the time set for

the AGM.

6. A member should insert the total number of shares held. If the member has shares entered against his name in

the Depository Register (as defined in Section 130A of the Companies Act, Chapter 50 of Singapore), he should

insert that number of shares. If the member has shares registered in his name in the Register of Members of the

Company, he should insert that number of shares. If the member has shares entered against his name in the

Depository Register and shares registered in his name in the Register of Members of the Company, he should

insert the aggregate number of shares. If no number is inserted, this form of proxy will be deemed to relate to

all the shares held by the member of the Company.

7. The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly

completed or illegible or where the true intentions of the appointor are not ascertainable from the instructions of

the appointor specified in the instrument appointing a proxy or proxies. In addition, in the case of members of

the Company whose shares are entered against their names in the Depository Register, the Company may reject

any instrument appointing a proxy or proxies lodged if such members are not shown to have shares entered

against their names in the Depository Register 48 hours before the time appointed for holding the AGM.

8. A Depositor shall not be regarded as a member of the Company entitled to attend the AGM and to speak and

vote thereat unless his name appears on the Depository Register 48 hours before the time set for the AGM.

This page has been intentionally left blank

This page has been intentionally left blank

The Annual Report has been prepared by the Company and reviewed by the Company’s sponsor, Asiasons WFG Capital Pte Ltd (the “Sponsor”), for compliance with

the Listing Manual (Section B: Rules of Catalist) of the Singapore Exchange Securities Trading Limited (the “SGX-ST”). The Sponsor has not independently verifi ed

the contents of the Annual Report including the accuracy or completeness of any of the information disclosed or the correctness of any of the statements made,

opinions expressed or reports contained in the Annual Report.

The Annual Report has not been examined or approved by the SGX-ST. The SGX-ST and the Sponsor assume no responsibility for the contents of the Annual Report

including the correctness of any of the statements made, opinions expressed or reports contained in the Annual Report.




Contents01 Our Core Services

02 AsiaMedic’s Business Units

03 Financial Highlights

04 Chairman’s Statement

06 Operations Review

07 Financial Review

09 Board of Directors

10 Key Management

11 Group Structure

12 Corporate Information

13 Statement of Corporate Governance

25 Financial Contents

We are committed to serving our patients and clinical partners towards achieving the best clinical outcomes for early disease detection and preventive health management

COMPETENCE

Commitment to ensuring the highest professional

standards of service and expertise

CONVENIENCE

Commitment to providing timely, appropriate and

personalised healthcare information and continuity

of care in an integrated one-stop wellness and

diagnostic centre

CARE

Commitment to helping our clients navigate their

health risks and needs through practical and

personalised clinical solutions and strategies

CONFIDENCE

Commitment to ensuring patient confi dence

with a focus on safety, consistent processes

and standards based on continuous service and

clinical quality improvement and innovation

Providing holistic solutions through

integrated application of the latest medical

technologies to prevent and detect early

illnesses to achieve positive experiences and

clinical outcomes for our patients

vision

To be a progressive healthcare leader in

defi ning wellness through total health risk

management

mission

Values & Brand Promise

Designed and produced by

(65) 6578 6522

A REGIONALHEALTHCARE PROVIDERYOUR PERSONAL HEALTH NAVIGATOR

AS

IAM

ED

IC L

IMIT

ED

AN

NU

AL

RE

PO

RT

20

12

(Co. Reg. No. 197401556E)

350 Orchard Road

#08-00 Shaw House

Singapore 238868

Tel: (65) 6789 8888 Fax: (65) 6738 4136



ASIAMEDIC LIMITEDANNUAL REPORT 2012

Documents

A REGIONAL HEALTHCARE PROVIDER YOUR PERSONAL