TG AR2012(2):Layout 1 · 141 Bangladesh 142 Bhutan 143 Brunei 144 Cambodia 145 China 146 East Timur 147 Hong Kong 148 India 149 Indonesia ... Annual Report 2012 8 Tan Sri Lim Wee

NORTH AMERICA

AFRICA

OCEANIA

LATIN AMERICA

ASIAEUROPE

MIDDLE EAST

THE WORLDIS OUR MARKET

Top Glove Corporation BerhadAnnual Report 2012

1

NORTH AMERICA

1 Canada2 Puerto Rico3 USA

LATIN AMERICA

4 Aruba5 Argentina6 Bahamas7 Barbados8 Belize9 Bolivia10 Brazil11 Chile12 Colombia13 Costa Rica14 Cuba15 Dominica16 Dominican Republic17 Ecuador18 El Salvador19 Grenada20 Guatemala21 Guyana22 Haiti23 Honduras24 Jamaica25 Mexico26 Nicaragua27 Panama28 Paraguay29 Peru30 Saint Lucia31 Suriname32 Trinidad & Tobago33 Uruguay34 Venezuela

OCEANIA

35 Australia36 Fiji37 Guam38 New Zealand39 Papua New Guinea40 Samoa41 Solomon Islands

EUROPE

42 Albania43 Armenia44 Austria45 Azerbaijan46 Belarus47 Belgium48 Bosnia Herzegovina49 Bulgaria50 Croatia51 Cyprus52 Czech Republic53 Denmark54 Estonia55 Finland56 France57 Georgia58 Germany59 Greece60 Hungary61 Iceland62 Ireland63 Italy64 Kosovo65 Latvia66 Liechtenstein67 Lithuania68 Luxembourg69 Macedonia, FYR70 Malta71 Moldova72 Monaco73 Montenegro74 Netherlands75 Norway76 Poland77 Portugal78 Romania79 Russia80 Serbia81 Slovakia82 Slovenia83 Spain84 Sweden85 Switzerland86 Turkey87 Ukraine88 United Kingdom

AFRICA

89 Algeria90 Angola91 Benin92 Botswana93 Burkina Faso94 Burundi95 Cameroon96 Cape Verde97 Central African

Republic98 Chad99 Comoros100 Congo101 Djibouti102 Equatorial Guinea103 Eritrea104 Ethiopia105 Gabon106 Gambia107 Ghana108 Gibraltar109 Guinea110 Ivory Coast111 Kenya112 Lesotho113 Liberia114 Libya115 Madagascar116 Malawi117 Mali118 Mauritania119 Mauritius120 Morocco121 Mozambique122 Namibia123 Niger124 Nigeria125 Rwanda126 Senegal127 Sierra Leone128 Somalia129 South Africa130 Sudan131 Swaziland132 Tanzania133 Togo134 Tunisia135 Uganda136 Zambia137 Zimbabwe

ASIA

138 Afghanistan139 Armenia140 Bahrain141 Bangladesh142 Bhutan143 Brunei144 Cambodia145 China146 East Timur147 Hong Kong148 India149 Indonesia150 Japan151 Kazakhstan152 Korea153 Laos154 Macau155 Malaysia156 Maldives157 Mongolia158 Myanmar159 Nepal160 New Caledonia161 Pakistan162 Palestine163 Philippines164 Singapore165 Sri Lanka166 Taiwan167 Thailand168 Tajikistan169 Turkmenistan170 Uzbekistan171 Vietnam

MIDDLE EAST

172 Bahrain173 Egypt174 Iran175 Iraq176 Israel177 Jordan178 Kuwait179 Lebanon180 Oman181 Palestine182 Qatar183 Saudi Arabia184 Syria185 UAE186 Yemen

TOP GLOVEEXPORTS TO MORE THAN

185 COUNTRIESW O R L D W I D E

VISION

We strive to be the world’s leadingmanufacturer with excellent quality gloveproducts and services that enrich and protecthuman lives.

MISSION

To be a world class glove manufacturerproviding top quality products with excellentservices through continuous improvement andinnovation.

CORPORATE VALUES

• Global customer satisfaction• Do it right first time and every time• Integrity and total commitment• Excellence in quality and competitiveness• Environmental friendly and social

responsibilities

QUALITY POLICY

• Quality and productivity are our business• Continuous improvement and innovation

are our duties• Towards zero defect is our target

BUSINESS ETHICS

• Honesty• Integrity• Transparency

BUSINESS RULES

• Do not lose our shareholders’ money;• Do not lose our health;• Do not lose our temper; and• Do not lose our customers.

CORPORATE VISION AND MISSION


2

TAN SRI LIM WEE CHAIChairman of Top Glove Corporation Berhad

Page

1 Export Markets

2 Corporate Vision and Mission

3 Contents

4 Corporate Structure

5 International Quality Awards & Certifications

6 Corporate Information

7 Board of Directors

8 Directors’ Profile

13 Senior Management Team

14 Six Years Group Financial Review

15 Enhancing Shareholders’ Value

16 Letter to Stakeholders(English, Bahasa Malaysia & Mandarin)

Page

29 Management Discussion & Analysis

32 Corporate Social Responsibility Statement

36 Top Glove Corporate Song

37 Corporate Governance Statement

45 Statement on Internal Control

46 Audit Committee Report

50 Directors’ Responsibility Statement

51 Financial Statements for the financial year ended 31 August 2012

122 List of Properties

130 Analysis of Shareholdings

133 Notice of AGM

137 Form of Proxy

CONTENTS


3

CORPORATE STRUCTURE


4

INTERNATIONAL QUALITY AWARDSAND CERTIFICATIONS


5

NEW LEVELS OF EXCELLENCE

BOARD OF DIRECTORS

Tan Sri Lim Wee ChaiChairman

Tan Sri Dato’ Seri Arshad Bin AyubIndependent Non-Executive Director

Tan Sri Dato’ Dr. Lin See YanIndependent Non-Executive Director

Lee Kim MeowManaging Director

Puan Sri Tong Siew BeeExecutive Director

Lim Hooi SinExecutive Director

Lim Cheong GuanExecutive Director

Sekarajasekaran a/l ArasaratnamIndependent Non-Executive Director

Lim Han BoonIndependent Non-Executive Director

CORPORATE INFORMATION


6

REGISTERED & CORPORATE OFFICE

A-11-01, Empire Subang OfficeJalan SS16/1, 47500 Subang JayaSelangor D.E., Malaysia.Tel : +603-5022 2110Fax : +603-5022 2113E-mails : (i) [email protected]

(ii) [email protected](iii) [email protected](iv) [email protected]

Website : www.topglove.com.my

COMPANY SECRETARIES

Chua Siew Chuan(MAICSA No: 0777689)Chin Mun Yee(MAICSA No: 7019243)Ngian Yoke Fung(MAICSA No: 7049093)

REGISTRAR

Securities Services (Holdings) Sdn BhdLevel 7, Menara Milenium,Jalan Damanlela, Pusat Bandar Damansara,Damansara Heights, 50490 Kuala Lumpur, MalaysiaTel : +603-2084 9000Fax : +603-2094 9940 / 2095 0292

AUDITORS

Ernst & Young Chartered Accountants,Lot 1, 6th Floor, Menara Pertam,Jalan BBP 2, Taman Batu Berendam Putra,Batu Berendam, 75350 Melaka, Malaysia

STOCK EXCHANGE LISTING

Main Market of Bursa Malaysia Securities BerhadStock Code : 7113Stock Name : TOPGLOV

ADR Programme (Depository Receipt Programme), USAADR Symbol : TGLVY

PRINCIPAL BANKERS

• Bank of China Limited• China Construction Bank Corporation• CIMB Bank Berhad• Deutsche Bank (Malaysia) Berhad• Hong Leong Bank Berhad• HSBC Bank Malaysia Berhad• Malayan Banking Berhad• Public Bank Berhad• Standard Chartered Bank Malaysia Berhad• Thai Military Bank Public Company Limited

1 Tan Sri Lim Wee Chai

2 Tan Sri Dato’ Seri Arshad Bin Ayub

3 Puan Sri Tong Siew Bee

4 Lee Kim Meow

5 Tan Sri Dato’ Dr. Lin See Yan

6 Sekarajasekaran a/l Arasaratnam

7 Lim Cheong Guan

8 Lim Hooi Sin

9 Lim Han Boon

Our Business Direction is:

“ TO PRODUCE CONSISTENTLY HIGH QUALITY GLOVES AT EFFICIENT LOW COST ”

BOARD OF DIRECTORS


7

1 89 6 5 7432

Aged 54, a Malaysian citizen, was appointed as the Chairmanof Top Glove Corporation Bhd on 4 September 2000. He isalso the founder of Top Glove Group of Companies which wasestablished in 1991 and was listed on Bursa MalaysiaSecurities Berhad on 27 March 2001.

Tan Sri Lim graduated with a Bachelor of Science Degree withHonours in Physics in 1982 from University Malaya, andobtained his Master of Business Administration in 1985 fromSul Ross State University in Texas, United States.

Tan Sri Lim brings a wealth of experience in the marketing of consumers’ products whilst he was the Sales Manager ofa subsidiary company of OYL Industries Bhd. In 1991, Tan SriLim founded Top Glove Sdn Bhd, a rubber glovemanufacturing and trading business which started with onlythree production lines. Under Tan Sri Lim’s visionarystewardship, Top Glove has since grown to be the world’slargest rubber glove manufacturer, capturing about 25% ofthe world market share. As at August 2012, the companyowns and operates 23 factories with a total of 458 productionlines in Malaysia, Thailand and China. These factories have aproduction capacity of 40 billion pieces of gloves per annum,to meet the demand of over 1,000 customers in more than185 countries.

Tan Sri Lim has been actively involved in many glove industryrelated associations and organisations in Malaysia. He servedas the President of the Malaysian Rubber GloveManufacturers’ Association (MARGMA) from 1997-1999.Prior to that, he served as the Vice-President, HonorarySecretary and Treasurer of MARGMA for the past seven years.In addition, he was also the Director of the Association ofMalaysia Medical Industries (AMMI) and Board Member of the Malaysia Rubber Board in 1998 and 1999. In view ofTan Sri’s vast experience in manufacturing and globalbusiness, he was elected as a Council Member of theFederation of Malaysian Manufacturers (FMM) in 2010 andin 2011, appointed as Council Member of The East AsiaBusiness Council (EABC) by the Minister of InternationalTrade and Industry Malaysia.

In recognition of his vast contribution to the nation’s economicdevelopment, in 2007 he was conferred the DarjahKebesaran Panglima Setia Mahkota (P.S.M.) which carriesthe title “Tan Sri” by the Yang di-Pertuan Agong (King) of Malaysia.

Tan Sri Lim has received about 10 awards for hisachievements, successes and contributions for the industry,the society and the country, like the prestigious accoladeMaster and Country Entrepreneur of Malaysia for the Year, byErnst and Young in 2004; Entrepreneur of the Year at the AsiaPacific Entrepreneurship Awards 2008; The BrandLaureateBrand Icons Leadership Award 2011; and the OutstandingAmerican Alumnus Award of Malaysia in 2012.

Tan Sri Lim’s business rules for the Company are:

i) Do not lose our shareholders’ money;ii) Do not lose our health;iii) Do not lose our temper; andiv) Do not lose our customers.

Tan Sri Lim has strongly practiced the business direction of “To Produce Consistently High Quality Gloves at EfficientLow Cost” and to remind all staff and workers to ensurecontinuous improvement in Quality, Efficiency and Integrityin line with Company's Quality Policy of continuousimprovement and innovation are our duty and business ethicsof honesty, integrity and transparency.

Tan Sri Lim Wee Chai is the spouse of Puan Sri Tong SiewBee and the brother of Mr Lim Hooi Sin, both are theDirectors and Substantial Shareholders of the Company.

He is also a Chairman to the Board of Trustee for Top GloveFoundation.

He has no conflict of interest with the Company and has notbeen convicted of any offences within the past ten (10) yearsother than traffic offences, if any.

DIRECTORS’ PROFILE


8

Tan Sri Lim Wee Chai

Chairman

Aged 84, a Malaysian citizen, wasappointed as an Independent Non-Executive Director of Top GloveCorporation Bhd on 4 September 2000.

He graduated with a Diploma inAgriculture from College of Agriculture,Serdang, Selangor in 1954 and laterobtained a Bachelor of Science (Hons.)Economics and Statistics from Universityof Wales, Aberystwyth, United Kingdom in1958. In 1964, he obtained apostgraduate Diploma in BusinessAdministration from ManagementDevelopment Institute (IMEDE),Lausanne, Switzerland.

Tan Sri Arshad has had a distinguishedcareer in the Malaysian Civil Service, haveheld various senior position in variousMinistries in the Malaysian Governmentfrom 1958 till 1983, including serving asDeputy Governor of Bank NegaraMalaysia (1975 – 1977), Deputy DirectorGeneral in the Economics Planning Unit

of the Prime Minister’s Department (1977– 1978) and as Secretary General in theMinistry of Primary Industries (1978),Ministry of Agriculture (1979 – 1981) andMinistry of Land and RegionalDevelopment (1981 – 1983). He was aMember of Justice Harun’s SalariesCommission for statutory bodies.

Arshad sits on the Board of Directors of three public listed companies, asChairman of Malayan Flour Mills Bhd andTomypak Holdings Berhad and as Directorof Kulim (M) Berhad.

Arshad also sits on the Board of Directorsof several private companies, He is aChairman of PFM Capital Holdings SdnBhd and Zalaraz Sdn Bhd (a familycompany). He sits as Director of BistariJohor Berhad, Land Rover (M) Sdn Bhd,Bata (M) Sdn Bhd, Ladang Moccis SdnBhd, Nakagawa Rubber Industries SdnBhd and Johmewah Maju Paper Mills SdnBhd.

Arshad currently serves as President ofthe Malaysian Rubber ProductsManufactures Association (MRPMA). Heis a Chairman of Board of Directors ofUniversity Malaya and PINTARFoundation, Pro Chancellor of UiTM,Chancellor of KPJ International UniversityCollege of Nursing & Health Sciences,Governor of Tuanku Jaafar College and amember of Tun Razak Foundation, PakRashid Foundation, Lung Foundation ofMalaysia, Lions Education Foundation andMalaysian Malay Businessmen andIndustrialists Association (PERDASAMA).

Tan Sri Dato’ Seri Arshad Bin Ayub doesnot have any family relationship with anyDirector and/or Major Shareholder of theCompany and has no conflict of interestwith the Company. He has not beenconvicted of any offences within the pastten (10) years other than traffic offences,if any.


(Cont’d)


9

Aged 73, a Malaysian citizen, wasappointed as an Independent Non-Executive Director of Top GloveCorporation Bhd on 16 June 2010. Tan SriDato’ Dr. Lin is an independent strategicand financial consultant and a BritishChartered Scientist. He graduated fromthe University of Malaya in Singapore;subsequently received three post-graduate degrees from Harvard University,including a PhD in Economics; alsoprofessionally qualified in UK as aChartered Statistician; and he is alsoFellow of The Royal Statistical Society(London), IMF Institute (Washington DC),an US Eisenhower Fellow, Professor of theEconomics (Adjunct) at Universiti UtaraMalaysia, and Professor of the Business &International Finance (Adjunct) atUniversiti Malaysia Sabah.

Tan Sri Dato’ Dr. Lin has a long anddistinguished history of service with theGovernment of Malaysia and the privatesector in various posts. Prior to 1998, he

was Chairman/President and CEO ofPacific Bank Group and for 14 yearspreviously, Deputy Governor of BankNegara Malaysia (Central Bank ofMalaysia). Having been a central bankerfor 34 years, Tan Sri Dato’ Dr. Lincontinues to serve actively in a diversifiedrange of public, charitable, educational,financial, industrial and commercialinstitutions both locally and abroadincluding Member of the Prime Minister’sEconomic Council Working Group,Member, Competition Appeal Tribunal; as well as Member of a number of keyNational Committees on Higher Education;and Economic Advisor, Associated ChineseChambers of Commerce and Industry ofMalaysia.

In addition, he sits on the Boards ofseveral public listed companies inMalaysia including Fraser & NeaveHoldings Berhad, Genting Berhad, AncomBerhad, JobStreet Corporation Berhad,Wah Seong Corporation Berhad and

KrisAssets Holdings Berhad and also anumber of private business enterprises inMalaysia, Singapore and Indonesia. TanSri Dato’ Dr. Lin is a Governor for the AsianInstitute of Management, Manila; SeniorAdvisor for the Association of HarvardUniversity Alumni Clubs of Asia; andMember of the Asian Shadow FinancialRegulatory Committee. In addition, he is aTrustee of the Tun Ismail Ali Foundation(PNB); Harvard Club of Malaysia Foundation,Malaysian Economic Association Foundation,Prime Minister’s Exchange FellowshipProgram Malaysia and Jeffrey CheahFoundation.

Tan Sri Dato’ Dr. Lin See Yan does nothave any family relationship with anyDirector and/or Major Shareholder of theCompany and has no conflict of interestwith the Company. He has not beenconvicted of any offences within the pastten (10) years other than traffic offences,if any.

Tan Sri Dato’Seri Arshad Bin AyubIndependent Non-Executive Director

Tan Sri Dato’ Dr.

Lin See YanIndependent

Non-Executive Director


10

Aged 53, a Malaysian citizen, wasappointed as an Executive Director on15 October 2003 and subsequently, asthe Managing Director on 7 April 2009.He joined Top Glove in 1997 as theGeneral Manager in charge of themarketing and promotion of theCompany’s products to more than onehundred and eighty five (185) countriesworldwide.

He holds a Bachelor of CommerceDegree from the University of NewSouth Wales, Australia, majoring inAccounting, Finance and InformationSystem, and a Bachelor of Law Degreefrom the University of London, U.K.

Mr Lee has vast experience in financialservices, trading and manufacturingbusiness having worked more than 15 years in established financialinstitutions and with a well knownconglomerate with diversified interest inthe Asean region.

In the last 11 years, Mr. Lee has beenactively contributing to the developmentof the rubber glove industry in Malaysiaas well as the ASEAN region. He was aboard member of the Malaysian RubberBoard (MRB) and the Tun Abdul RazakResearch Centre (TARRC) from 2010 to2011. He is also the immediate pastPresident of the Malaysian RubberGlove Manufacturers’ Association

(MARGMA) and currently, the SecretaryGeneral of the Asean Rubber GloveManufacturers Association (ARGMA).Mr Lee has also served as a Boardmember of the Malaysian RubberExport Promotion Council (MREPC)since 2002.

He does not have any familyrelationship with any Director and / orMajor Shareholder of the Company andhas no conflict of interest with theCompany. He also has not beenconvicted of any offences within thepast ten (10) years other than trafficoffences, if any.

Aged 54, a Malaysian citizen, wasappointed as an Executive Director ofTop Glove Corporation Bhd on 4 September 2000. Prior to the listing ofthe Company, she was the Director andthe Co-Founder of Top Glove Sdn Bhd.

She graduated with a Bachelor ofScience Degree with Honours inComputer Science from UniversitySains Malaysia, Penang in 1983 andlater obtained her Master of BusinessAdministration from Sul Ross StateUniversity, Texas, USA in 1985.

She is responsible for the InformationTechnology Department, HumanResource Department and the GeneralAdministration for the Top Glove Groupof Companies. Prior to this, she wasworking in the banking industry in theinformation technology field for morethan ten (10) years. She was formerlyattached to United Overseas BankBerhad and Utama Bank Berhad.

Puan Sri Tong Siew Bee is the spouseof Tan Sri Lim Wee Chai and sister-in-law of Mr Lim Hooi Sin, both are the

Directors and Substantial Shareholdersof the Company.

She does not have any directorship inother public company and has noconflict of interest with the Company.She has not been convicted of anyoffences within the past ten (10) yearsother than traffic offences, if any.

Lee Kim MeowManaging Director

Puan Sri Tong Siew Bee

Executive Director

DIRECTORS’ PROFILE(Cont’d)


11

Aged 50, a Malaysian citizen and wasappointed as Executive Director of TopGlove Corporation Bhd on 4 September2000. He obtained his Bachelor ofScience Degree in ManagementScience from Oklahoma StateUniversity, USA in 1985, Master ofBusiness Administration Degree (Minorin Applied Statistic) from Arizona StateUniversity, USA in 1986 and CharterFinancial Consultant Diploma fromAmerican College, PA, USA in 1990.

He is a resident of the United States andhas spent fourteen (14) years of hiscareer with MetLife Financial Services,one of the largest insurance & financial

services company in the US. Prior tothis posting, he was a ManagementTrainee, Associate Branch Manager,Regional Marketing Specialist, AgencyDirector and Director of Asian Market.His experience includes productdevelopment, marketing, recruiting,training and supervision of a large highlyproductive sales force. He was aDirector of AAAA (Arizona AsianAmerican Association).

He is the founder of TG Medical USA,Inc. in 1994 with vast experiences in theUnited States glove market. He also sitson the Board of several private limitedcompanies.

Lim Hooi Sin is the brother of Tan SriLim Wee Chai and brother-in-law ofPuan Sri Tong Siew Bee, both areDirectors and Substantial Shareholdersof the Company.

He does not have any directorship inother public company, has no conflict ofinterest with the Company and has notbeen convicted of any offences withinthe past ten (10) years other than trafficoffences, if any.

Aged 47, a Malaysian citizen and wasappointed as an Executive Director of Top Glove Corporation Bhd on 31 August 2006. He joined theCompany as Group Financial Controllerin 2005. He is responsible for theaccounting, treasury, corporate financeand investor relations of Top GloveGroup of Companies.

He graduated from University of Malayawith a Bachelor Degree in Accountingin 1990, and is a member of MalaysianInstitute of Accountants and Malaysian

Institute of Certified Public Accountants.He began his career with PriceWaterhouse in 1990 and subsequentlyheld various key positions in a numberof public listed companies in Malaysia,which the business activities spannedover manufacturing, plantation, tradingand property development.

Currently, Mr Lim is also a Director of Malaysian Investor RelationsAssociation Berhad (MIRA) and Advisorto the Management Committee of Top Glove Foundation.

Lim Cheong Guan does not have anyfamily relationship with any Directorand/or major shareholder of theCompany, has no conflict of interestwith the Company and has not beenconvicted of any offences within thepast ten (10) years other than trafficoffences, if any.

Lim Hooi SinExecutive Director

Lim Cheong Guan

Executive Director


(Cont’d)


12

Aged 84, a Malaysian citizen, wasappointed as an Independent Non-Executive Director of Top GloveCorporation Bhd on 4 September 2000.He was redesignated as SeniorIndependent Non-Executive Director on21 February 2011. He obtained aDiploma in Civil Engineering in 1951 fromTechnical College, Kuala Lumpur. In1960, he passed the MembershipExamination of the Institution of CivilEngineers (ICE), United Kingdom.Subsequently, he graduated with aDiploma in Public Health Engineeringfrom the Imperial College of Science &Technology, United Kingdom in 1968.

From 1951, he was with the Public WorksDepartment as the Technical Assistant ofWaterworks until 1959, thereafter asAssistant Resident Engineer, ExecutiveEngineer and Waterworks Engineer from1960 to 1966. He joined the Ministry ofHealth in 1968 as a Senior Public HealthEngineer and was promoted to ChiefPublic Health Engineer in 1972. In 1980,

he was the Director of EngineeringServices, a position he held until 1983.

Presently, he is the President of ErincoSdn Bhd, a company active in variousfields of environmental engineering. Hiswealth of knowledge gathered from overfifty (50) years of working experience inenvironmental engineering, environmentalrelated studies, design and implementationof environmental engineering projects inMalaysia and Overseas, make him amuch sought out Consultant.

He is also a Fellow of the Institution ofEngineers Malaysia, Member of theInstitution of Civil Engineers, UnitedKingdom, Member of the CharteredInstitution of Water and EnvironmentalManagement, United Kingdom, Memberof the American Society of Civil Engineersand Member of the Association ofConsulting Engineers Malaysia.

He was honoured in 2008 by theAmerican Academy of Environmental

Engineers by being elected as anHonorary Board Certified Engineer inrecognition of his position of eminence inthe environmental engineering field his sustained contributions to theadvancement of environmental engineering.

He was also honoured by the GlobalOrganisation, People of India Origin(GOPIO) International Enterpreneur Awardfor Excellence in 2010 for his innovativeapproach to public health issues.

Sekarajasekaran a/l Arasaratnam doesnot have any family relationship with anyDirector and/or Major Shareholder of theCompany and has no conflict of interestwith the Company.

He does not have any directorships inother public company and has not beenconvicted of any offences within the pastten (10) years other than traffic offences,if any.

Aged 55, a Malaysian citizen and wasappointed to the Board of Directors as anIndependent Non-Executive Director ofTop Glove Corporation Bhd on 21 February 2011.

Mr Lim is an accountant by professionand is currently managing his ownbusiness. Prior to venturing into his ownbusiness, he held various senior positionsin a few companies listed on the MainMarket and ACE Market of BursaMalaysia Securities Berhad.

Mr Lim has more than twenty (20) yearsof experience in areas of transport andmaritime logistics industry having worked

for Kontena Nasional Berhad, KannaltecBerhad, Northport Malaysia Berhad andNCB Holdings Berhad.

He is a member of the Malaysian Instituteof Accountants, the CharteredManagement Institute, United Kingdom,fellow of the Association of CharteredCertified Accountants, United Kingdomand holds a Master of BusinessAdministration Degree from the Universityof South Australia, Australia. He alsoattended the Harvard Business SchoolSenior Management DevelopmentProgram.

Mr Lim is currently a committee memberof Outsourcing Malaysia, a Chapter ofPIKOM, the National ICT Association. MrLim also sits on the Board of Directors ofseveral private companies.

Mr Lim Han Boon does not have anyfamily relationship with any Directorand/or Major Shareholder of the Companyand has no conflict of interest with theCompany.

He does not have any directorship inother Public Company and has not beenconvicted of any offences within the pastten (10) years other than traffic offences,if any.

Sekarajasekaran a/l ArasaratnamIndependent Non-Executive Director

Lim Han BoonIndependent

Non-Executive Director

DIRECTORS’ PROFILE(Cont’d)

Lim Hooi Sin Puan Sri Tong Siew Bee Tan Sri Lim Wee Chai Lee Kim Meow Lim Cheong Guan

SENIOR MANAGEMENT TEAM


13

2nd row (left to right)Dato’ Ir Haji AhmadNoraziah MahmudJeff Lee Chookiad UsahaHue Kon Fah Wu Kin Yeap Wong Chong BanLew Sin ChiangThomas PetermoellerNagappen s/o Kumarasamy

3rd row (left to right)Noor Akilah SaidinPhilip ThomasJeremy LiewLew Choong TeckDorothy ResselSaw Eng KooiTan Chee HoongPuon Tuck SengTan Kim LianAaron Lam

4th row (left to right)Kelvin YongChoong Chen Tang Wilawan SakulsongboonsiriVictor TanEric Hoo Joanna NgShantiLim Siow ChuanMansor Bin DaudLeong Chew Mun

5th row (left to right)Jimmy GanThomas BuriManmeet SinghWendy YeohLooi Guat KianRavi Seah Chong ShewMichelle Ang Habeebullah A/L Hadji MohamedPhattaraporn Chaisiri

2nd row

3rd row

4th row

5th row

31.8.12 31.8.11 31.8.10 31.8.09 31.8.08 31.8.07 Group (RM’000) (RM’000) (RM’000) (RM’000) (RM’000) (RM’000)

Turnover 2,314,454 2,053,916 2,079,432 1,529,077 1,377,931 1,228,778

Earning Before Interest,Depreciation & Taxation 310,002 207,279 364,661 287,484 197,840 175,651

Profit Before Taxation 240,702 145,470 304,961 221,992 134,627 118,644

Taxation 33,417 30,338 54,550 53,922 26,524 29,992

Profit After Tax 207,285 115,132 250,411 168,070 108,103 88,652

Profit Attributable to Owners of the Parent 202,726 113,091 245,231 169,133 110,065 89,560

Net Cash / (Borrowings) 308,468 254,264 299,921 178,023 (65,442) (26,609)

Total Equity / Net Assets 1,279,853 1,146,373 1,116,366 845,977 686,789 640,979

Return on Equity (%) 15.8 9.9 22.0 20.0 16.0 14.0

Net Assets Per Share (RM)* 2.07 1.85 1.81 1.39 1.14 1.07

Basic Earnings Per Share (RM)* 0.33 0.18 0.40 0.28 0.18 0.15

Net Dividend (sen) 16.00 11.00 16.00 22.00 11.00 9.22

Number of Shares in Issue (’000) 618,880 618,513 618,163 303,759 301,065 300,476

Share Price (RM) 5.29 4.86 5.98 6.95 4.06 6.95

Market Capitalisation 3,273,875 3,005,973 3,696,615 2,111,125 1,222,324 2,088,308

* The comparative net assets per share and basic earnings per share have been restated taken into account the effect ofbonus issue on the basis of one new ordinary share for every one existing ordinary share held in FY2010.

SIX YEARS GROUP FINANCIAL REVIEW


14

“The Group registered CompoundedAnnual Growth Rates (CAGR) for NetProfit Attributable to Equity of 32%and Sales Revenue of 31%, since listing in 2001.”

ENHANCING SHAREHOLDERS’ VALUE


15

Turnover(RM million)

Profit Before Tax(RM million)

Profit Attributable toOwners of the Parent

(RM million)Dividend Payout

(RM million)Total Equity(RM million)

07 08 09 10 11 12 07 08 09 10 11 12 07 08 09 10 11 12 07 08 09 10 11 12 07 08 09 10 11 12

2,3

14

.5

2,05

3.9

2,07

9.4

1,52

9.1

1,37

7.9

145.

5

24

0.7

305.

0

222.

0

134.

6

118.

6

20

2.7

99

.0

1,22

8.8

89.6

110.

1

169.

1

245.

2

113.

1

27.4 32

.4

65.9

98.9

68.0

641.

0

686.

8

846.

0

1,11

6.4

1,14

6.4 1,2

79

.9

Tan Sri Lim Wee ChaiChairman of Top Glove Corporation Berhad

Lee Kim MeowManaging Director of

Top Glove Corporation Berhad

Top Glove’s Business Philosophies are:-

1. We work for our CUSTOMERS;2. We take care of the interest of our SHAREHOLDERS;3. We ensure that our EMPLOYEES continue to contribute

positively to the Company and we take good care of the well-being of our employees; and

4. We work closely with our BANKERS, SUPPLIERS, BUSINESSASSOCIATES, GOVERNMENT AUTHORITIES and FRIENDS.

LETTER TO STAKEHOLDERS


16

The Shah Alam Mayor, Datuk Mohd Jaafar together with the Directors of Top Glove officiating theGround Breaking Ceremony of Top Glove Tower on 19 July 2012

Dear Stakeholders,

On behalf of the Board of Directors of TopGlove Corporation Bhd (“Group”), we arepleased to present to you the annualreport for the Group for the financial yearended 31 August 2012 (“FY2012”).

OPERATING ENVIRONMENT

FY2012 has been a good year for theGroup as we registered an improvedbusiness performance with profitablegrowth. In contrast with FY2011, westeered the Group to complete the yearwith a net profit of RM207.3 million,which was 80% higher than in FY2011.The improved performance was due tothe increase in demand for naturalrubber and nitrile gloves from all theregions, competitive pricing, increasedefficiency coupled with the favourablelatex prices and foreign exchangetrends which further enhanced theGroup’s earnings and profit margins.

The average latex price declined by17%, from RM8.92/kg in FY2011 toRM7.36/kg in FY2012 and is expectedto stay below RM7.00/kg in the short

term due to the anticipated reduction indemand from downstream tyre makersaffected by the economic slowdown inChina, the world’s biggest car marketand the growing concerns on Europe’seconomic crisis.

Despite the ongoing economic crisis inEurope, the demand for rubber glovehas remained intact. The healthcaresector continues to be resilient as glovesare deemed as basic necessities. Thereare still steady demand even fromEurope and boundless newopportunities available to the industry,particularly in emerging markets.Demand is set to increase about 8% to10% annually as the healthcarestandards in these markets improve.

This is evidently reflected in theincreased trend in total healthcareexpenditure as a percentage of GrossDomestic Product (“GDP”) in severalcountries. The United States, which isthe largest glove importer, has beenseeing an uptrend in total healthcareexpenditure as a percentage of GDPsince 2000. The United States’healthcare reform will spend more on

healthcare, both per capita and as ashare of GDP, than any other country inthe world. According to the WorldHealth Organization, total healthcareexpenditure in the United States was16.2% of its GDP in 2009, the highestin the world. The United Kingdom andmajor European countries withhealthcare spending of an average of10.1% of GDP are experiencing similartrends, and it is expected that othercountries would raise their hygienestandards eventually. Rising standardsof living in Brazil, China and India withhealthcare spending of 9.0%, 4.6% and4.2% respectively have posted anincreasing healthcare spending trend.These figures reflect tremendous stronggrowth opportunities for the rubberglove industry.

For FY2012, the demand was higher forall market segments with powderedlatex gloves being the most popularamong developing countries whoseend-users are more cost-conscious.Powder-free latex and nitrile gloves werepreferred by developed countriesnamely the United States and Europe.


(Cont’d)


17

Datuk Mohd Jaafar

DELIVERING RESULTS

For the financial year ended 31 August2012, the Group recorded revenue andnet profit of RM2.3 billion and RM207.3million respectively. These represent a13% increase in revenue and 80%increase in net profit over the resultsrecorded in the preceding financial year.

With that, we are pleased to report thatthe Board of Directors has proposed afinal single tier dividend of 9 sen pershare amounting to approximatelyRM55.7 million. The dividend soproposed will be tabled for approval bythe shareholders at the forthcomingFourteenth Annual General Meeting.

The Group had on 14 June 2012declared an interim single tier dividendof 7 sen per share amounting toRM43.3 million in conjunction with the

financial results announcement for thethird quarter ended 31 May 2012.Payment of the interim dividend wasmade on 19 July 2012. On a full yeardividend basis, the 16 sen per sharerepresents an increase of 45% over lastyear’s dividend of 11 sen per share anda total dividend payment ratio ofapproximately 50%.

All the Group’s expansion andacquisitions are internally financed anddespite utilising cash to finance itscapital expenditure of RM145.6 millionas well as dividend payment, theGroup’s balance sheet position as at 31 August 2012 remained healthy witha net cash position of RM308.5 million.Total shareholders’ equity stood atRM1.3 billion and net asset per sharewas RM2.07.

SIGNIFICANT CORPORATE MATTERS

In order to mitigate the volatility of latexprice, moving upstream has alwaysbeen in our plans to acquire land anddiversify into rubber plantation. TheGroup has recently completed theacquisition of 95% equity stake in PTAgro Pratama Sejahtera for RM22.0million which owns 30,773 hectares ofland in Indonesia. With the completionof the acquisition, the Group willproceed with the land preparation forthe first phase of planting.

In line with the Group’s expansion planto increase its global market share, theGroup proposed to acquire 100%equity stake in GMP Medicare Sdn Bhdfrom Matang Manufacturing Sdn Bhdfor RM24.1 million. The acquisition willadd value to our existing operations andperformance of the Group in the future.

LETTER TO STAKEHOLDERS(Cont’d)


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The Directors at the 13th Annual General Meeting

Tan Sri Lim explaining the factory operations during the courtesy visit byYB Dato’ Sri Mustapa bin Mohamed of MITI

Tan Sri Lim receiving an award from Deputy Prime Minister,YB Tan Sri Muhyiddin bin Hassan

As of the end of FY2012, the Group has capacity expansionprojects that are in progress involving an additional 4.8 billionpieces of gloves to cater to the demand for nitrile gloves. ByAugust 2013, the factory expansions and new facilities willhave increased the Group’s capacity to around 44.8 billionpieces of gloves.

The Group marks another new milestone with theconstruction of Top Glove Tower, a 23-storey corporate officebuilding in Setia City, Shah Alam in Malaysia. With theincreasing number of staff and aggressive expansion goingforward, it is a very timely decision to build Top Glove Towerto accommodate all quality and efficient employees to meetfuture corporate office space requirements which is targetedto be completed by December 2014.

CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility (“CSR”) is an integral part ofour business and is firmly embedded in the Group’sphilosophy and strategy. The Group considers itself part ofsociety and therefore obligated to behave as a responsible

corporate citizen. Our CSR commitment is exemplified bynumerous projects that the company organises or supports inthe community that we operate in.

For more information on how we are advancing sustainabledevelopment, please refer to our Corporate SocialResponsibility Statement on page 32.

RESEARCH & DEVELOPMENT AND TECHNOLOGICALADVANCEMENT

Research and development (“R&D”) is a cornerstone for thesuccess of our business. We invest considerable resourcesinto developing new products and services which are marketand customer driven. The research and development processis driven by teams of R&D employees, focused on consistentlyproducing high quality gloves at efficient low cost. By March2013, we will set up an advanced R&D center based atfactory number 25, which is currently under construction.

The 21st century saw a considerable and sudden increase inglobal temperature compared to the last thousand years. The


(Cont’d)


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The Annual Appreciation Dinner of Top Glove held on 16 June 2012

Mr KM Lee delivering a short speech during a staff assembly (everyMonday morning) to motivate all staff for a good start to the week

Mr CG Lim receiving the 1st Malaysia Achievement Award 2012

measured temperature rise is partly attributed to carbondioxide (“CO2”) emissions and other greenhouse gases. AtTop Glove, we have embarked on R&D initiatives to reduceenvironmental impact and reduce energy consumption by 10to 15% annually in our manufacturing processes, such asimproving the overall production oven and boiler efficiencyhence reducing CO2 emissions and encourage factory energyconservation.

The Group has taken further steps to heighten its R&Dinitiatives with the construction of new factories designed toautomate and computerise its production and packingoperations, with the ultimate goal of reducing labour intensivemanpower needs by up to 40% while raising the averageproduction output. With the lines running faster and betterquality gloves produced, this would improve our bottom lineas well.

MOVING FORWARD

For the next phase of growth, Top Glove has planned andcommitted to invest RM3 billion over the next 15 years tofurther expand our production capacity with advanced andhigh technology production facilities as well as invest in R&Dcentre, nitrile latex high technology facilities, investment in newinformation technology systems and other projects which willgenerate an estimated export sales revenue of RM75 billion.

This significant investment plan has been recognised as anEntry Point Project (“EPP”) by the Performance Managementand Delivery Unit (“PEMANDU”) under the EconomicTransformation Programme (“ETP”) by the MalaysianGovernment.

The industry’s challenge currently is the minimum wagepolicy set at RM900 monthly for Peninsula Malaysia whichwill take effect on 1 January 2013. The Group intends toreduce the use of low-skilled labour and improvemanufacturing processes by using more advancedtechnology and systems. The advanced processes includesreducing dependence on manual labour by installing autorobotic arms and auto packing machineries so that thestripping, stacking and counting functions are less reliant onhuman labour.

Besides, we are also focused on achieving a more balancedproduct mix by increasing our production of nitrile gloves toavoid over reliance on natural rubber gloves. Since last year,we have increased our nitrile glove production ratio to 14%from 8% and will continue our future expansion to focus moreon nitrile glove production.

LETTER TO STAKEHOLDERS(Cont’d)


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Top Glove celebrating the monthly “Birthday Lunch Celebration”with staff

Tan Sri Lim and Mr. CG Lim mingling with analysts during theAnalysts, Fund Managers and Media briefing

Thumbs up for the good quarter by Mr. KM Lee, Tan Sri Limand Mr. CG Lim


(Cont’d)


Therefore, production capacity will incorporate new inter-switchable production lines between producing natural rubber glovesand nitrile gloves to buffer against the sudden surge in prices of any of these raw materials.

APPRECIATION

On behalf of the Board of Directors, we wish to convey our heartfelt gratitude to our valued shareholders, customers, vendors,business partners and all the other stakeholders for their continuous support, guidance, feedback and assistance. We aregrateful for all these parties’ unwavering support throughout the years and certainly look forward to their continued confidenceand support in our organisation.

The year’s better performance is undoubtedly attributed to the hard work, discipline and commitment of our dedicatedmanagement team and employees. We are also deeply appreciative of our colleagues on the Board for their perceptive insightsand wise counsel that helped guide us through many challenging years.

Moving forward, we anticipate another year of challenges and opportunities and call upon all stakeholders to lend us their firmsupport as we build upon the good foundation and momentum we have gained.

Thank you.

TAN SRI LIM WEE CHAI LEE KIM MEOWChairman Managing Director

Top Glove Corporation Berhad Top Glove Corporation Berhad31 October 2012 31 October 2012

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Group photo taken during the yearly company trip, 2012

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TINJAUAN OPERASI

TK2012 adalah tahun yang baik bagi Kumpulan keranakami mencatatkan prestasi perniagaan meningkat danpertumbuhan dalam keuntungan. Berbanding denganTK2011, kami mengemudi Kumpulan untuk melengkapkantahun dengan keuntungan bersih sebanyak RM207.3 juta,iaitu 80% lebih tinggi berbanding TK2011. Prestasi yangbertambah baik ini adalah disebabkan oleh peningkatandalam permintaan bagi sarung tangan getah asli dan nitrildari seluruh rantau, harga yang kompetitif, peningkatankecekapan ditambah dengan harga getah lateks dan trendpertukaran matawang asing yang menggalakkan telahmempertingkatkan pendapatan Kumpulan dan marginkeuntungan.

Harga purata pasaran getah lateks menurun sebanyak17%, dari RM8.92/kg pada TK2011 kepada RM7.36/kgdalam TK2012 dan dijangka kekal di bawah RM7.00/kgdalam jangka pendek disebabkan jangkaan penurunanpermintaan daripada sektor pembuatan tayar yang terjejasakibat kelembapan ekonomi di China, yang manamempunyai pasaran kereta yang terbesar di dunia dankebimbangan yang semakin meningkat terhadap krisisekonomik Eropah.

Meskipun krisis ekonomik Eropah masih berlanjutan,permintaan bagi sarung tangan getah tetap kekal tinggi

kerana sektor penjagaan kesihatan terutama sekali sarungtangan dianggap sebagai keperluan asas. Masih terdapatpermintaan kukuh dari Eropah dan peluang baru yang tidakterbatas boleh didapati di dalam industri ini, terutamanyadalam pasaran baru muncul. Permintaan dijangkameningkat kira-kira 8% hingga 10% setiap tahun keranapiawaian penjagaan kesihatan di pasaran ini semakinmeningkat.

Ini jelas terbukti dengan trend peningkatan peratusanjumlah perbelanjaan penjagaan kesihatan Keluaran DalamNegeri Kasar (“KDNK”) di beberapa negara. AmerikaSyarikat, yang merupakan pengimport sarung tanganterbesar di dunia, telah menyaksikan peningkatanperatusan jumlah perbelanjaan penjagaan kesihatan KDNKsejak tahun 2000. Pembaharuan sistem penjagaankesihatan Amerika Syarikat telah memberikan peruntukanyang lebih tinggi terhadap penjagaan kesihatan per kapitaberbanding dengan mana-mana negara lain di dunia.Menurut Pertubuhan Kesihatan Sedunia (“WHO”), jumlahperbelanjaan penjagaan kesihatan di Amerika Syarikatadalah 16.2% daripada KDNK pada tahun 2009, yangtertinggi di dunia. United Kingdom dan negara-negarautama Eropah mencatat perbelanjaan penjagaan kesihatanpurata 10.1% daripada KDNK. Trend dan peningkatan yangsama dijangka dapat dilihat di negara-negara lain yangmenaik taraf kualiti hidup dan standard kebersihan mereka.Peningkatan taraf hidup di Brazil, China dan India dengan

Bagi pihak berkepentingan,Dengan sukacitanya, kami membentangkan prestasiTop Glove Corporation Bhd ("Kumpulan"), bagi tahunkewangan berakhir 31 Ogos 2012 (“TK2012”).

Lawatan oleh YB Dato SriMustapha Bin Mohamed,Minister of InternationalTrade and Industry

PERUTUSAN KEPADA PIHAKBERKEPENTINGAN (samb.)

> letter to stakeholders - Bahasa Malaysia version


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perbelanjaan penjagaan kesihatan sebanyak 9.0%, 4.6%dan 4.2% masing-masing telah mencatatkan trendperbelanjaan penjagaan kesihatan yang semakinmeningkat. Statistik ini mencerminkan peluangpertumbuhan besar yang kukuh bagi industri sarung tangangetah.

Bagi TK2012, permintaan adalah lebih tinggi untuk semuasegmen pasaran dengan sarung tangan getah denganserbuk yang paling popular di kalangan negara-negaramembangun di mana pengguna lebih mementingkan kospengeluaran yang lebih rendah. Manakala sarung tangangetah bebas debu dan nitril adalah pilihan negara-negaramaju seperti Amerika Syarikat dan Eropah.

PRESTASI KEWANGAN

Bagi tahun kewangan berakhir 31 Ogos, 2012, Kumpulanmencatatkan hasil jualan sebanyak RM2.3 bilion dankeuntungan bersih sebanyak RM207.3 juta. Ini mewakilipeningkatan sebanyak 13% dalam hasil jualan danpeningkatan sebanyak 80% dalam keuntungan bersihberbanding keputusan yang dicatatkan pada tahunkewangan sebelumnya.

Dengan ini, kami amat berbesar hati untuk melaporkanbahawa Lembaga Pengarah telah mencadangkan dividenakhir satu peringkat sebanyak 9 sen sesaham, berjumlahkira-kira RM55.7 juta. Dividen yang dicadangkan akandibentangkan untuk kelulusan pemegang saham padaMesyuarat Agung Tahunan Keempat Belas akan datang.

Pada 14 Jun 2012,Kumpulan telah mengisytiharkan divideninterim satu peringkat sebanyak 7 sen sesaham berjumlahRM43.3 juta bersempena dengan pengumuman keputusankewangan bagi suku ketiga yang berakhir pada 31 Mei,

2012. Pembayaran dividen interim telah dibuat pada 19 Julai 2012. Pada dividen asas tahunan penuh, 16 sensesaham mewakili peningkatan 45% dari dividen sebanyak11 sen sesaham pada tahun lepas dengan jumlah dividennisbah pembayaran sebanyak 50%.

Semua pengembangan dan pengambilalihan Kumpulandibiayai secara dalaman. Meskipun dengan pembelanjaanmodel sebanyak RM145.6 juta dan pembayaran dividen,kedudukan kunci kira-kira Kumpulan pada 31 Ogos, 2012kekal sihat dengan kedudukan tunai bersih berjumlahRM308.5 juta. Jumlah ekuiti pemegang saham berjumlahRM1.3 bilion dan aset bersih sesaham adalah RM2.07.

PERKARA PENTING KORPORAT

Dalam usaha untuk mengurangkan kemeruapan hargakomoditi getah, pelan “upstream” sentiasa dalamperancangan kami melalui sektor perolehan tanah dansektor perladangan getah. Kumpulan telah selesaimengambil alih 95% ekuiti PT Agro Pratama Sejahtera yangmemiliki 30,773 hektar tanah di Indonesia dengan bayaransebanyak RM22.0 juta. Kumpulan akan memulakan prosespenyediaan tanah dan penanaman fasa pertama.

Sejajar dengan rancangan pengembangan Kumpulan untukmeningkatkan bahagian pasaran dunia, Kumpulanmencadangkan untuk memperoleh 100% ekuiti GMPMedicare Sdn Bhd dari Matang Manufacturing Sdn Bhdbernilai RM24.1 juta. Pengambilalihan ini akan menambahnilai kepada operasi sedia ada dan prestasi Kumpulan padamasa yang akan datang.

Sehingga akhir TK2012, Kumpulan juga mempunyai projekpengembangan kapasiti yang sedang dijalankan melibatkantambahan 4.8 bilion helai sarung tangan untuk memenuhi

Majlis sambutan Hari Raya Aidilfitri dan Perayaan Kuih Bulan di Top Glove


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permintaan bagi sarung tangan nitril. Menjelang Ogos 2013,pembinaan kilang dan kemudahan baru akanmeningkatkan keupayaan Kumpulan kepada 44.8 bilionhelai sarung tangan.

Kumpulan juga menandakan satu lagi pencapaian barudengan pembinaan Menara Top Glove, sebuah bangunanyang mempunyai 23 tingkat pejabat korporat di Setia City,Shah Alam, Malaysia. Dengan peningkatan bilangankakitangan dan pengembangan agresif di masa hadapan,pembinaan Menara Top Glove adalah satu keputusan yangsangat tepat bagi menampung keperluan ruang pejabatkorporat pada masa akan datang yang akan menempatkansemua pekerja yang berkualiti dan cekap yang dijangka siapmenjelang Disember 2014.

TANGGUNGJAWAB SOSIAL KORPORAT

Tanggungjawab Sosial Korporat (“CSR”) adalah merupakansebahagian daripada perniagaan kami dan ini tegastertanam dalam falsafah dan strategi Kumpulan. Kumpulanmenganggap dirinya sebahagian daripada masyarakat danoleh itu wajib untuk bertindak sebagai warga korporat yangbertanggungjawab. Komitmen CSR kami ditunjukkan dalampelbagai projek anjuran kumpulan atau sokongan yangdiberikan kepada mana-mana komuniti yang beroperasi.

Untuk maklumat lanjut mengenai bagaimana kamimemajukan pembangunan mampan, sila rujuk kepadaPenyata Tanggungjawab Sosial Korporat kami di halaman 32.

PENYELIDIKAN & PEMBANGUNAN DAN KEMAJUANTEKNOLOGI

Penyelidikan dan pembangunan (“R&D”) adalah asasuntuk kejayaan perniagaan kami. Kami melabur banyaksumber untuk membangunkan produk dan perkhidmatanbaru yang didorong pasaran dan pelanggan. Prosespenyelidikan dan pembangunan didorong oleh pasukan

pekerja R&D, memberi tumpuan kepada konsistensi untukmenghasilkan sarung tangan berkualiti tinggi pada kos yangrendah dan cekap. Menjelang Mac 2013, kami akanmenubuhkan pusat R&D yang berpusat di kilangbernombor 25, yang kini sedang dalam proses pembinaan.

Pada abad ke-21 kita akan menyaksikan peningkatan yangbesar dan mendadak dalam suhu dunia jika dibandingkandengan ribuan tahun yang lalu. Kenaikan suhusebahagiannya adalah disebabkan oleh pelepasan karbondioksida (“CO2”) dan gas-gas rumah hijau lain. Di TopGlove, kami telah memulakan inisiatif-inisiatif R&D untukmengurangkan kesan pencemaran alam sekitar danpenggunaan tenaga sebanyak 10% hingga 15% setahundalam proses pembuatan kami, seperti meningkatkanpengeluaran ketuhar keseluruhan dan kecekapan dandangyang mengurangkan pelepasan CO2 dan menggalakkankilang pemuliharaan tenaga.

Kumpulan juga telah mengambil langkah selanjutnya untukmeningkatkan insiatif-inisiatif R&D dengan pembinaanbeberapa kilang baru yang direka khas mengunakan sistemberkomputer yang mana meliputi bahagian operasipengeluaran dan pembungkusan. Matlamat utamaKumpulan ialah untuk mengurangkan keperluan tenagakerja buruh intensif sebanyak 40% dan meningkatkanpengeluaran purata setiap mesin pengeluaran.

MELANGKAH KE HADAPAN

Untuk fasa pertumbuhan, Top Glove telah merancang dankomited untuk melabur sebanyak RM3 bilion dalam tempoh15 tahun yang akan datang. Ini adalah untukmengembangkan kapasiti pengeluaran sarung tangan getahdengan kemudahan mesin pengeluaran sarung tanganyang canggih dan berteknologi tinggi serta pelaburan yangtinggi dalam Pusat R&D, penggunaan nitril getah yangbermutu dan berteknologi tinggi, pelaburan dalam sistemteknologi maklumat baru dan projek-projek lain yang akanmenjana hasil jualan eksport yang dianggarkan sebanyakRM75 bilion.

Pelan pelaburan ini telah diiktiraf sebagai Projek Permulaan(“EPP”) oleh Unit Pengurusan Prestasi dan Perlaksanaan(“PEMANDU”) di bawah Program Transformasi Ekonomi(“ETP”) kerajaan.

Cabaran terkini dalam industri ini adalah dasar gajiminimum yang telah ditetapkan oleh kerajaan sebanyakRM900 sebulan bagi Semenanjung Malaysia yang akanberkuatkuasa mulai 1 Januari 2013. Kumpulan bercadanguntuk mengurangkan penggunaan buruh yangberkemahiran rendah dan memperbaiki proses pembuatandengan menggunakan mesin yang teknologi tinggi dan

Pengarah-pengarah melawati Kilang 6 di Phuket, Thailand

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sistem yang lebih canggih. Proses kemajuan termasuklahpengurangan pergantungan kepada tenaga buruh,pemasangan tangan robot automatik dan penggunaanjentera pembungkusan automatik supaya fungsi pelucutan,penyusunan dan pengiraan sarung tangan getah kurangbergantung kepada tenaga manusia.

Selain itu, kami juga memberi tumpuan kepada pencapaiancampuran produk yang lebih seimbang denganmeningkatkan pengeluaran sarung tangan nitril untukmengelakkan pergantungan berlebihan kepada sarungtangan getah asli. Sejak tahun lepas, terdapat peningkatannisbah pengeluaran sarung tangan nitril kepada 14%daripada 8% dan pada masa depan kami akan memberilebih tumpuan kepada pengeluaran sarung tangan nitril.

Kapasiti pengeluaran akan menggabungkan barisanpengeluaran baru yang sedia bertukar antara menghasilkansarung tangan getah asli dan sarung tangan nitril sebagaipenampan terhadap lonjakan mendadak dalam hargamana-mana bahan-bahan mentah ini.

PENGHARGAAN

Bagi pihak Lembaga Pengarah, kami ingin merakamkanribuan terima kasih kepada para pemegang saham,pelanggan, pembekal, rakan kongsi perniagaan dan semuapihak berkepentingan lain di atas sokongan, bimbingan,maklum balas, dan bantuan yang berterusan. Kami amatberterima kasih atas sokongan padu semua pihak selamaini dan pastinya kami akan terus bergerak kehadapandengan keyakinan dan sokongan berterusan dalamorganisasi kami.

Prestasi tahun ini yang lebih baik sudah pasti dikaitkandengan usaha gigih, disiplin dan komitmen daripadapasukan pengurusan dan dedikasi kakitangan syarikatkami. Kami juga amat menghargai rakan-rakan Lembagayang sudi memberi pandangan dan nasihat yang bergunayang mana dapat membantu membimbing kamimengharungi tahun-tahun yang mencabar.

Menjelang tahun hadapan, kami menjangkakan satu lagitahun yang lebih mencabar tetapi penuh dengan peluangdan berharap semua pihak yang berkepentingan dapatterus memberi sokongan padu bagi membina danmemperolehi asas yang lebih baik.

Terima kasih.

TAN SRI LIM WEE CHAIPengerusiTop Glove Corporation Berhad31 Oktober 2012

LEE KIM MEOWPengarah UrusanTop Glove Corporation Berhad31 Oktober 2012

En Philip Thomas dan En Ravi, ketua-ketua kilang 14menerima anugerah kilang terbaik dari En KM Lee

Kumpulan Pengarah dan Pengurusan Top Glove sempenalawatan ke Kilang 6 di Phuket, Thailand

PERUTUSAN KEPADA PIHAKBERKEPENTINGAN (samb.)

> letter to stakeholders - Bahasa Malaysia version

经营概况

对集团来说，2012财务年可说是很好的一年，因为集团整体的经营和盈利成长表现都有所提高。集团的净利润为马币2亿730万，与2011财务年相比，扬升80%。集团能缔造此佳绩，主要是各地区对于乳胶和丁腈手套需求的增加，售价具有竞争力，生产效率提高，再加上天然乳胶价格和外汇走势有利，从而进一步提高集团的盈利和利润率。

乳胶价格从2011财务年的每公斤马币8.92下降至2012财务年的每公斤马币7.36，平均下降17% 。估计短期内乳胶价格将维持每公斤低于马币7元，因为目前中国为世界上最大的汽车市场，其经济放缓加上日益关注的欧洲经济危机，将会减少轮胎制造商对乳胶的需求。

尽管目前欧洲还在面对经济危机，但乳胶手套需求量依然保持稳健。因为手套被视为生活必需品，医疗保健行业也会持续成长。手套仍有稳定的需求，尤其是在新兴市场所提供新的商机，甚至来自欧洲和无限的行业。基于这些市场的医疗标准逐渐提高，估计每年会增加8%至10%的手套需求量。

依据许多国家的国内生产总值(GDP)的百分比数据显示，各国的医疗保健总开支已有逐渐增加的趋势。美国为全球最大的手套进口商，自2000年起，其医疗保健的总开支占国内生产总值(GDP)的比例，已显示上升趋势。无论是按人口或按国内生产总值计算，美国医疗保健改革的费用将会比世界上其他国家来的高。根据世界卫生组织(WHO) 的资料显示，在2009年，美国的医疗开支总额占其国内生产总值的16.2%，是位居世界最高的。英国和欧洲其他主要国家的国内生产总值的平均10.1%是用于医疗保健，预计其他国家最终也将提高他们的卫生标准。巴西，中国和印度也随着其生活水平的提高显示其日益增加的医疗开支趋势，分别是9%，4.6%和4.2%。这数据反映了乳胶手套行业具有强劲增长的潜能。

在2012财务年，各个市场显示手套的高需求量，有粉乳胶手套在发展中国家最为流行，其手套使用者比较关注成本。无粉乳胶手套和丁腈手套则是先进国家，如美国和欧洲的首选。

财务表现

截至2012年8月31日财政年度，集团的营业额为马币23亿，净盈利为马币2亿730万；与上财务年比较，分别增长了13%和80%。

致权益持有人的信

> letter to stakeholders - Mandarin version


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诸位权益持有人，

我们谨此代表顶级手套集团向诸位权益持有人提呈顶级手套集团截至2012年8月31日财务年度报告.

第十五厂年夜宴

顶级同事于兴化电视台前留影•三八妇女节

第八厂迎中秋•庆国庆

鉴于集团的业绩，董事部建议派发每股9仙终期股息，总额约马币5570万。上述所建议的股息会在即将召开的第14届常年大会中提呈并获股东批准。

集团于2012年6月14日配合公布截至2012年5月31日的第3季度财务成绩，宣布派发每股7仙的中期股息，总额为马币4330万。上述中期股息已在2012年7月19日支付。按全年计算，派息共计马币16仙，与去年全年派息马币11仙比较，增加了45%，这也是大约50%的总派息率。

此外，尽管集团运用了内部资金约马币1亿4560万进行扩充与收购计划和支付股息，截至2012年8月31日的资产负债表状况依然保持稳健，净现金为马币3亿850万。总股东权益为马币13亿，而每股净资产为马币2.07。

集团关键事务

为了减少乳胶价格的波动，集团也进行上游投资活动，收购土地及多元化发展橡胶种植园。集团已完成收购PT AgroPratama Sejahtera 的95%股权，以马币2200万收购位于印尼的30,773公顷的土地。之后，集团将开始进行开发及播种工作。

符合集团的扩充计划以增加全球的市场分额，集团以马币2410万向Matang Manufacturing Sdn. Bhd. 收购其GMPMedicare Sdn. Bhd. 的100%股权。此次收购计划将会为集团在未来的营运和表现增添价值。

截至2012财务年年底，集团进行的产能扩充计划，包括增加48亿只手套以满足丁腈手套的需求量。工厂的扩充和新设施将会把集团的产能在2013年8月时提高至 448亿只手套。

不仅如此，在马来西亚莎阿南实达市建设的一栋23层楼顶级手套大厦，也为集团迈进了另一个新的里程碑。随着职员人数的增加和快速的扩充计划，顶级手套大厦的工程预计会在2014年12月完成，这是一个非常及时的决策，以满足企业未来办公空间的需求及容纳所有的优质且高效率的员工。

企业社会责任 (CSR)

企业社会责任(CSR)是集团业务的一部分，并全面贯彻于集团的经营理念和战略。集团认为自己是社会的一份子，因此，需履行企业社会的责任。并推动企业社会责任的活动,如赞助与支持社会团体组织的相关项目。

欲知更多有关集团的企业社会责任活动，请参阅第32页的企业社会责任报告。

研发与先进科技

研发是集团业务成功的基石。集团以市场和客户为导向，投入大量资源以开发新产品和服务。集团的研发队伍将会专注于持续以低成本生产高品质手套。集团将会在2012年12月建设一个先进的研发中心，该中心将名为25厂，目前仍在建设中。

相比千年前， 21世纪的全球平均气温不断的上升，主要原因是二氧化碳的排放和温室效应。在顶级手套，我们已着手研发举措，以便每年生产过程中减少对环境的影响和降低能源消耗10至15%，如改善生产烘箱和锅炉的运行效率从而减少二氧化碳排放量并鼓励工厂采取积极的能源节约措施。

致权益持有人的信（继续）



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三八妇女节演出合影

不仅如此，集团以减少40%劳工力和提高每条生产线平均产量为最终目标，已在研发工程上采取进一步的措施，新建的工厂都以自动化和电脑化的营运操作进行生产和包装。有了这更快的生产线运行和更优质的手套产品，公司的盈利也会持续增加。

展望未来

为了取得进一步成长，顶级集团计划并承诺以马币30亿，在未来的15年以先进和高科技生产设施，建设研发中心，投资丁腈乳胶高科技设施，信息技术系统和其他计划来扩大产能，估计会营造约马币750亿出口营业额。

该项重大投资计划已获马来西亚隶属首相署的“表现管理与传递单位” 认可并归纳为国家经济转型计划 (EconomicTransformation Programme, ETP) 的启动计划 (Entry PointProject).

各行业目前所面对的挑战是将在2013年实行的马币900元最低工资条例。集团计划改善制造工艺，并采取更先进的技术和系统，以减少对劳工的依赖。先进的工艺技术系统如安装自动点数机和自动包装设备等。

此外，集团也增加生产丁腈手套，以避免过度依赖天然乳胶手套，实现一个着重于更加平衡的产品组合。自去年以来，集团从8％的丁腈手套生产比例增加至14％，未来的扩展计划将会继续着重于生产丁腈手套。

因此，目前新建设的生产线都可以灵活性替换天然乳胶和丁腈手套，以缓冲任何原料价格的飙升。

致谢

我们谨代表董事会衷心感谢全体股东，客户，供应商，商业伙伴和其他权益持有人对集团持续的支持，指导，反馈与协助。我们非常感谢这些年来得到各方支持并期望所有的人可以继续信任和支持我们。

无可否认，今年之所以能取得如此优越的成果，是来自我们努力辛勤工作，有纪律和肯付出的管理团队和员工。我们也非常感谢董事会成员敏锐的洞察力和明智的建议，帮助指导我们渡过这具有许多挑战的一年。

展望未来，我们预计2013年是富有挑战和机遇的一年，并呼吁所有权益相关者给予我们全力支持以让我们更稳固现有的基础及努力发展更辉煌的未来。

丹斯里林伟才李金谋董事主席董事经理顶级手套集团顶级手套集团2012年10月31日 2012年10月31日

致权益持有人的信（继续）



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顶级手套2012年夜宴

OVERVIEW OF BUSINESS AND OPERATIONS

Top Glove Corporation Bhd and its subsidiaries (“Group”) is wellpositioned as a manufacturer of gloves with a diversified productbase ranging from latex, surgical, nitrile, household, clean room,vinyl to polyethylene gloves, earning itself a reputation as a one-stop glove sourcing centre offering an extensive and completerange of high quality, high value added and cost effective rubbergloves. The Group has evolved from a glove manufacturer to a

comprehensive rubber glove manufacturer complemented by upstream activities such as latex concentrate plants and inthe future rubber plantations. With its good and established corporate culture and business direction of producingconsistently high quality gloves at efficient low cost, the Group has embarked on an impressive expansion plan to becomethe world’s largest rubber glove manufacturer today.

The Group currently has 23 manufacturing facilities with 458 production lines which are strategically located in Malaysia(17 factories), Thailand (4 factories, 2 of which are latex concentrate plants) and China (2 factories) to ensure the Group’sproducts are manufactured with the utmost efficiency for its 1,000 customers located in more than 185 countries.

With a current annual production capacity of 40 billion pieces of gloves, the Group commands approximately 25% of theglobal market share and targets to achieve 30% by December 2015 via a combination of organic expansion and merger& acquisition.

REVIEW OF FINANCIALS

For the financial year ended 31 August 2012 (“FY2012”), the Group achieved a commendable 13% higher sales revenueto RM2.31 billion, a record high compared to RM2.05 billion recorded last financial year. Net profit meanwhile surged by80% to RM207.3 million from RM115.1 million a year ago.

The strong growth in sales revenue was attributed to an improvement in sales volume on the back of higher demand fornatural rubber and nitrile gloves from both the emerging and developed markets. As a result, capacity utilization for thefinancial year was higher with the additional production capacity from factory expansion and upgrading exercise.

The product mix by glove type and geographical sales breakdown for FY2012 are as follows:

MANAGEMENT DISCUSSION & ANALYSIS


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Powdered latex54% North America

29%

Europe36%

Latin America19%

Asia9%

Middle East5%

Rest of the World2%Powder free latex

23%Nitrile14%

Vinyl6%

Surgical3%

The committed Senior Management Team of Top Glove

Product mix Revenue by geography

The significant improvement in net profit was attributed to the higher sales volume, more competitive pricing, increasedefficiency and more favourable operating environment which saw the easing of key raw material latex prices as well as astrengthening of USD against RM. Average latex prices declined by 15.1% from a year ago, whilst the USD appreciated by2.0% against Ringgit.

Despite utilizing cash to finance its capital expenditure and dividend payment, the Group continues to generate free cash flowsand is able to maintain its strong balance sheet position with net cash and short term investments of RM308.5 million as at31 August 2012.

CHALLENGES

In the near term, the Group expects the key raw material prices of latex and nitrile to trend at current levels as the ongoing Euro-zone debt crisis, weak growth in rubber consuming countries such as the United States, China and India coupled withrising rubber production in the Asean region will continue to affect the commodities market.

The Group remains buoyant on the longer term outlook for the rubber glove industry due to its recession resilient nature. Beinga necessity item especially in the healthcare and food industry, the demand for rubber gloves will remain robust despite thepossible global economic slowdown.

To address the impact of the impending minimum wage implementation come 1 January 2013, the Group is taking concertedefforts to invest in more automation and research and development to improve the productivity and efficiency of its productionlines, and thereby reduce its dependence on foreign general workers. Amongst the initiatives undertaken are to mechanizeits production and packing operations in its existing and new factories to reduce labour intensive manpower needs as well asincrease productivity.

OUTLOOK

The global demand for both natural rubber and nitrile gloves will continue to grow at a rate of 8% to 10% per annum asgloves are necessities especially in the healthcare industry. The emerging market economies present the greatest potentialfor growth given the low penetration of glove usage in their healthcare industry. To capture this opportunity, the Group willstrategize its marketing efforts to focus on these growth areas whilst continuing to strengthen the team via aggressive talentdevelopment.

MANAGEMENT DISCUSSION & ANALYSIS(Cont’d)


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Range of Product produced by Top Glove

In order to remain competitive in the long run, the Group intends to continue its profitable expansion both organically andvia the merger and acquisition route by using the strength of its balance sheet to create further shareholder value.

Its on-going organic expansion plans are as tabled below, with the objective to achieve a more balanced inter-switchableproduction capacity for both natural latex and nitrile gloves.

No. of production lines Capacity p.a. Target completion

Current: 21 glove factories 458 lines 40.0 bil pcs p.a.

Expansion plan:F18 (Banting, Malaysia) Phase 2 16 lines 1.5 bil pcs p.a. April 2013F25 (Klang, Malaysia) New factory 20 lines 1.8 bil pcs p.a. June 2013F23 (Ipoh, Malaysia) Phase 2 16 lines 1.5 bil pcs p.a. August 2013

Total expansion by August 2013 52 lines 4.8 bil pcs p.a.

Total by August 2013 : 22 glove factories 510 lines 44.8 bil pcs p.a.

Additional capacity will also be added upon completion of the acquisition of 100% equity of GMP Medicare Sdn Bhd,which is pending completion of the remaining conditions stipulated in the conditional Sale and Purchase Agreement.

The Group has recently completed the acquisition of the 95% equity stake in PT. Agro Pratama Sejahtera (“PT Agro”) whichhas a plantation land size of 30,773 hectares in Sumatera, Indonesia. PT Agro holds a 60 years concession license tooperate a rubber plantation, with an option to renew the concession for a further 60 years. This acquisition marks the firstforay by the Group into green field rubber plantation with an investment outlay of RM450 million spread over 13 years tocover the land, planting and maintenance cost up to maturity. With the completion of the acquisition, the Group will proceedwith the land preparation for the first parcel of planting with a gestation period of 6 years. Whilst ensuring long term futureconsistent supply of latex, this upstream venture is expected to mitigate the impact of volatility of rubber prices on theGroup’s financial performance.

Based on recent statistics from the International Rubber Study Group, the supply of natural rubber is projected to exceeddemand in 2013. In line with this projection, the Group expects the raw material latex prices to be range bound betweenRM6 – RM7/kg throughout 2013. With the anticipated potential increase in demand for rubber gloves, the Group expectsFY2013 to be a better year.

MANAGEMENT DISCUSSION & ANALYSIS

(Cont’d)


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Mr KM Lee presenting the market updates to the Directors duringa Board meeting

A section of the crowd during the 13th Annual General Meeting

With another good year, Top Glove continues toacknowledge that success comes with great responsibilityand for that reason Corporate Social Responsibility (“CSR”)is an integral part of the company’s culture. From theimprovement on our products to helping the communities inwhich we operate, we continue to seek ways to enrich thelives of those around us. The way we do business isdesigned to deliver sustainable value to all stakeholders andto the society at large.

Our vision is about a corporation that takes its socialresponsibility to heart. This includes strengthening localcommunities, promoting equal opportunities fordevelopment and career growth for our employees,enhancing our customers’ product experience andrequirements and improving the lives of those around us.This is about our passionate commitment in making a realdifference through our CSR initiatives.

CSR FRAMEWORK

Our CSR framework is based on the tenets of respect foremployees, communities and the environment:

1. Employees > investment in our people and their well-being through ongoing training and also healthprogrammes.

2. Education > enhancing the level of education for futuregeneration with a variety of educational funding suchas scholarships for advancement of higher educationand school expansions.

3. Community > community development throughdonations, sponsorships and other means of assistance.

4. Environment > conservation of the Earth’s resources inour manufacturing processes and participating in“green” activities.

In line with our CSR framework, on 14 June 2009, Top GloveFoundation was officially formed with the objective ofproviding funds for charitable purposes such as donationsto the needy community for educational purposes such asoffering scholarships and advancing education, and forpreserving the environment and serving the community.Since its formation three years ago, the foundation hascontributed to various corporate social responsibility causesfor the community and society. These are the highlights ofsome of the causes supported by us in the FY 2012.

Commitment to Employees

A company is only as good as the people working in it, andfor it. Top Glove is supported by 11,000 strong employeesfrom every single area and department. In Top Glove, wehave 3 generations of employees working together currentlynamely the ‘Baby Boomer’, ‘Gen X’ and ‘Gen Y’. As the‘Baby Boomer’ generation ages, we need to build a strongtalent pool to support our business growth. This is beingdone through an effective hiring process and to create aninnovative programme in managing talent developmentprograms and processes.

In our hiring process, we will always keep in mind that weare hiring future leaders and not just to fulfil our currentmanpower needs. We also believe in skills up-gradingtraining and re-skilling training programmes as this is oureffort to recognise and nurture the very best in ouremployees. Another component in our talent developmentprogramme is to encourage lifelong learning. We alwaysencourage our employees to further their studies byproviding flexi-working hours for those who take up part-time course and for those who are qualified we will sponsortheir course either fully or partially.

Top Glove has long recognised that investing in preventionand the well-being of its employees by creating a ‘culture ofhealth’ that nurtures a long term commitment to a healthy

CORPORATE SOCIALRESPONSIBILITY STATEMENT


32

Top Glove team took part at TheEdge - Bursa Malaysia KualaLumpur Rat Race 2012


(Cont’d)


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lifestyle among our employees can lead to an improvementin work performance, increased energy levels, and a betteroverall quality of work life. As such, numerous healthactivities are being conducted in combating obesity andpromoting a healthy lifestyle for its employees whichincludes regular Body Mass Index (“BMI”) monitoring.

Commitment to Education

Top Glove believes that education plays a major role and isa key attributor to the success of the individual and thenation.

Top Glove grants full scholarships/awards to deservingstudents in recognition of their achievements for highereducation in local public universities.

Top Glove also provides education aid by contributingdonations to public schools for expansion and constructionof new facilities such as multi-purpose hall and field track.Some of the beneficiaries were Yayasan Persatuan AlumniUniversiti Malaya, SJK (C) Chun Yin in Titi, Jelebu, NegeriSembilan, SJK (Chinese) Chung Hua, Klang, SMK (Chinese)Meru Klang, SMK Sg. Binjai, Meru and SJK (Tamil) SetiaAlam.

In its search for deserving recipients, Top Glove carries outa rigorous selection process and criteria which takes intoaccount academic achievements, leadership qualities andthe socio-economic status of their family.

English still remains the language for international business,communication and diplomacy and being fluent in it is anadded advantage that will make a person more marketablein the future. Recognising the importance and in its effortsto raise the country’s English language proficiency, Top

Glove channelled its efforts and funds into sponsoring10,000 copies of The Star’s Newspaper-in-Education (NiE)pullout to three primary schools located within the vicinity ofthe company’s head office and factory headquarters inMeru, Klang. The school beneficiaries were SMK SungaiBinjai, SJK (Tamil) Setia Alam and SJK (Chinese) Tiong HuaKok Bin, Klang.

Commitment to Community

Top Glove always strives to build strong relationships withthe communities in which it operates. The community-driven endeavours exemplify our dedication to make adifference. These are just some highlights:

• Donation to the underprivileged and needy throughvarious organizations. Some of the beneficiaries wereGood Samaritan Home in Selangor, Grace Home for theHomeless and Destitute, Handicapped and DisabledChildren’s Association of Klang Selangor.

• Collaboration with various chamber of commerce toprovide financial support such as The Association ofChinese Chambers of Commerce and Industry ofMalaysia (ACCCIM) and Klang Chinese Chambers ofCommerce and Industry. Top Glove donated to ACCCIMfor the establishment of ACCCIM Socio-EconomicResearch Centre and setting up of ACCCIM SERC Trust.

Commitment to Environment

Top Glove meets the Department of Environment’s (“DOE”)standards and all applicable government environmentallegislation, regulations and other requirements pertaining tothe preservation and protection of the environment.

The Group is aware of its impact on the environment inconducting its business around the world and in themanufacture of its products. We are committed indeveloping and implementing measures and strategies thatpromotes conserving water in our manufacturing processes,pollution prevention and conservation of resources. TheGroup consistently aims to find ways to deploy ecologicallysound practices whilst maintaining its high levels of productquality and shareholder value.

ENVIRONMENT CERTIFICATION ISO 14001

ISO 14001 is a well-established environmental managementsystem and Top Glove has been accredited with thiscertification which we are progressively adopting throughoutthe Group. We prefer working with suppliers who haveobtained ISO 14001 accreditation and this forms part of oursupplier approval process.

Health Campaign and Blood Donation Drive organised for thestaff of Top Glove

WASTE MANAGEMENT

Water:

Each factory has an Industrial Effluent Treatment Plant(“IETS”) to treat the effluent before discharging into theenvironment and it is in compliance with DOE Standard B.The IETS is operated and taken care by IETS specialists toensure that the industrial effluent treatment plant is alwaysin tip top condition and to ensure the treated water is withinthe standards all the time.

Water ConservationApproximately 25% out of the Jabatan Bekalan Air waterconsumption is reused in the production line, housekeeping,toilet flushing and former cleaning. In the near future, TopGlove is pursuing to recycle more waste water from theproduction line with membrane filtration.

Top Glove also collects rainwater from the gutters intostorage tanks for housekeeping, gardening and forproduction after simple treatment.

All factories have adopted this system into their productionto minimize water consumption by maximizing the usage.

Air:

Scrubber systemFactories which produce chlorine gas as a by-product isequipped with a Scrubber System to prevent the evaporatedchlorine from escaping into the environment. This is toprevent any adverse effects on human health and theecosystem. The chlorine gas is neutralized and sprinkledwith alkaline liquid.

Dust CollectorAll factories are installed with a dust collector system tocollect powder during the tumbling process through aducting connected from all the tumblers to the dustcollector. The powder content is non-toxic or detrimental tohealth. However, it is collected to ensure comfortableworking environment and to prevent excessive tiny powderparticles from floating and transferring to the neighboringareas.

Boiler systemThe boiler system is an enclosed system with cyclone tocollect dust and debris from escaping into the environmentduring the biomass burning process. It has an on-line 24hours dust monitoring system directly linked to DOE tomonitor the gas released from the chimney. The boiler is asustainable and environmentally friendly source of heatgenerator because biomass is a renewable source of energyas it reuses the unwanted organic wastes from gettinglandfilled thus, increasing the landfill life-span unlike fossilfuel.

Sludge cake (Scheduled Waste Management SW321):

The sludge cake, classified as Scheduled Waste SW321, iscurrently disposed to only DOE licensed/authorizedcontractor to collect the Scheduled Waste, namely KualitiAlam. Today Kualiti Alam is the only sole authority for allclassification of scheduled waste in Malaysia. Top Glove is inthe midst of negotiating with a cement production companyto use the sludge cake as alternative material for theircement making, another “3R-Green Project”.


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Top Glove lends helping hands to the flood victims via Tzu Chifoundation’s Disaster Relief Fund

Happy Deepavali - The team visited Persatuan PenjagaanKanak-Kanak cacat Klang, Selangor

CORPORATE SOCIALRESPONSIBILITY STATEMENT(Cont’d)


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Working together for the environment

Top Glove organizes ‘Gotong-Royong’ (mutual cooperation)every 3 months, with close collaboration with MajlisPerbandaran Klang, the local town council for Klang to cleanthe drains and the land around the neighbourhood. Thepurpose of the ‘Gotong-Royong’ is to maintain cleanlinessand prevent disease outbreak, ensure healthy working andliving environment, and at the same time cultivate aharmonious relationship between employers andemployees.

Top Glove is practicing segregation source to mainly recyclemetal, paper, plastic, aluminum and glass at work andhome. The recycling campaign is promoted through a 3Renvironment competition between factories once every 3 months. The winning factory has the heaviest wastecollection and highly priced recyclable materials .We alsoencourage employees to gather their recyclable wastes fromhome and to educate them on the importance of 3R and onrecyclable and non-recyclable wastes.

Top Glove practices reusing materials in all departmentsespecially in the Maintenance Department. All old materialsare highly encouraged to be reused before it is scrapped outto the recycling center. Example, reusable mechanical partsare dismantled and reused as spare parts.

Top Glove has a good collaboration with Tzu Chi from thephilanthropic work of Puan Sri Tong Siew Bee, who haseducated the importance of 3R in Top Glove. The recyclablematerials in factories and households are collected in everyTop Glove factory before they are sold to the recycling centerand the sale proceeds are used to fund Tzu Chi’shumanitarian and environmental endeavors.

Our pledge towards Anti-Corruption

Top Glove is committed to complying with the highest ethicalstandards and applicable anti-corruption laws. In early2009, Top Glove has set up a Prevention and Anti-Corruption Committee known as TGPAC with the mainobjective of promoting an anti-corruption mind-set andinstilling honest and transparent practices amongst all TopGlove employees, as well as providing an avenue for itsemployees and the public to lodge complaints of any corruptpractices in the company. This is in line with Top Gloves’core values business principles and policies which reflectits focus on making ethics and anti-corruption an integralpart of Top Gloves’ business operations.

Top Glove prohibits the giving and acceptance of bribes. TopGlove’s management is committed to communicating thevital importance of strong ethics and anti-corruptionpractices to all levels of the organisation as well as ourstakeholders. Therefore, Top Glove employees are alsorequired to sign a pledge every year to vouch that they willnot condone or be involved in any corrupt practices. Everyemployee proudly displays the anti-corruption messagealong with their staff tag. We also pass on our policy to allsuppliers, customers and bankers of not accepting any giftsduring festive occasions. All we ask for is good qualityproducts, good services and competitive pricing. Shouldthey still choose to show their gratitude towards Top Glovefor our support, we would encourage them to donate to Top Glove Foundation where the money will be channelledtowards helping those in need.

Fully aware in order to eradicate corruption, we need thecooperation from all stakeholders and the public. Theinstallation of a hotline on our website is a channel tocommunicate on any information about fraudulent actions andbreaches of ethics directly and anonymously to the company.All information by whistleblowers will be taken seriously andtreated confidentially in accordance with the law.

“Do The Green Thing” : The Company organised quarterly 3Rcollection day to encourage the staff to recycle all re-cyclablewaste

The Star NIE School Sponsorship Programme 2011 : Top Glovechannelled its efforts and funds into sponsoring 10,000 copiesof The Star’s Newspaper-in-Education (NIE) pullout to threeprimary schools located within the vicinity of Meru, Klang


(Cont’d)

TOP GLOVECORPORATE SONG


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CORPORATE GOVERNANCE STATEMENT


37

The Board of Top Glove Corporation Bhd (“the Board”) is committed in ensuring a high standard of corporategovernance is practised as the Board recognises that its existence in the business community relies on thesupport, trust and confidence of our Shareholders, business associates, customers, suppliers, financiers andvarious other group of Stakeholders with whom it interacts and/or conducts business with.

The Board is making a transition from the prevailing regime in adopting the principles and recommendations proposed in theMalaysian Code of Corporate Governance 2012 issued by the Securities Commission, aimed to enhance the effectiveness ofcorporate governance framework.

During the transition period, the Board has applied the principles set out in Malaysian Code on Corporate Governance, revised2007 (“the Code”). The Board further acknowledges the recommended best practices of the Code and continues to evaluatethe status of the practices and the adopted alternatives. Except where specifically identified, the Board has generally compliedwith the best practices set out in the Code.

BOARD OF DIRECTORS

Board Composition and Balance

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

The Board currently comprises nine (9) members, made up of five (5) Executive Directors including the Chairman andManaging Director and four (4) Independent Non-Executive Directors. The roles of the Chairman and the Managing Directorare distinct and separate so as to ensure balance of power and authority. The composition reflects a balance of ExecutiveDirectors and Non-Executive Directors (including Independent Non-Executive Directors) such that no individual or smallgroup of individuals can dominate the Board’s decision making. A brief description of the background of each Director ispresented on pages 8 to 12 of this Annual Report.

The Board has identified Mr. Sekarajasekaran a/l Arasaratnam as the Senior Independent Non-Executive Director of the Boardto whom concerns may be conveyed where it could be inappropriate for the concerns to be dealt with by the Chairman andManaging Director. The Senior Independent Non-Executive Director may be contacted at Tel : +603-5022 2110.

Duties and Responsibilities of the Board

The Chairman is primarily responsible for the orderly conduct of the Board Meetings and ensure effectiveness of the Boardand the Managing Director will assist the Chairman in the effectiveness of implementation of Board policies, making operationaldecisions and monitoring the day-to-day running of the business, including defining the limits of the management’sresponsibilities. The Executive Directors are responsible for the day-to-day operations of the Group whereby operational issuesand problems are discussed, major transactions and matters relating to the Group are reviewed and also to formulateoperational strategies.

The Non-Executive Directors are to deliberate and discuss policies and strategies formulated and proposed by the managementwith the view of the long-term interests of all Stakeholders. They contributed to the formulation of policies, and decision-makingusing their expertise and experience. They also provide guidance and promote professionalism to the management.

The Independent Non-Executive Directors fulfill a pivotal role in corporate accountability; providing independent and unbiasedview, advice and judgement to ensure a balanced and unbiased decision making process to ensure that the long term interestsof all Stakeholders and the community are well protected.

Clear demarcation of duties, responsibilities and authority are being practiced by the Board.

Board Charter

The Board has recently adopted a Board Charter to establish clear functions reserved for the Board and those delegated tothe management, the core areas of the Board Charter are as follows:

(a) Company Goals(b) Board Governance Process(c) Board and Management Relationship(d) Board and Shareholders Relationship(e) Stakeholders Relationship

CORPORATE GOVERNANCE STATEMENT(cont’d)


38

The details of the Board Charter are accessible through the Company’s website at www.topglove.com.my

Board Meetings

The Board meets quarterly to review its quarterly performances and discuss new policies and strategies. Additional meetingswill be called as and when necessary. During the financial year ended 31 August 2012, four (4) Board meetings were heldand the attendance of the Board members is as follows:

Name of Directors No. of Meetings Attended during tenure in office

Tan Sri Lim Wee Chai 4/4Tan Sri Dato’ Seri Arshad Bin Ayub 4/4Tan Sri Dato’ Dr. Lin See Yan 2/4Puan Sri Tong Siew Bee 4/4Lee Kim Meow 4/4Lim Hooi Sin 4/4Sekarajasekaran a/l Arasaratnam 4/4Lim Cheong Guan 4/4Lim Han Boon 4/4

All of the above meetings were held in the Company’s Conference Room at Lot 4969, Jalan Teratai, Batu 6, Off Jalan Meru,41050 Klang, Selangor Darul Ehsan, Malaysia.

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

Supply of Information to the Board

All Directors are provided with an agenda of the meeting and board papers which contain Company’s financial performance,business outlook, various Committees’ reports and disclosures by Directors of their interest in the shares and their interest incontracts, properties and offices pursuant to Section 135 and Section 131 of the Companies Act, 1965 respectively prior tothe Board meeting. The board papers are issued in advance to facilitate informed decision making. The Managing Directorwill lead the presentation of board papers and provide comprehensive explanations of pertinent issues. Any proposals andrecommendations by the management will be deliberated and discussed by the Board before a decision is made. Minutesare prepared on all Board proceedings and will be signed by the Chairman of the meeting in accordance with the provisionof Section 156 of the Companies Act, 1965. The Board is kept updated on the Company’s financial activities and operationson a regular basis.

The Directors are also notified of any corporate announcement released to Bursa Malaysia Securities Berhad (“BursaSecurities”) and the impending restriction on dealing with the securities of the Company prior to the announcement of thequarterly financial results.

All Directors have direct access to the advice and services of the Company Secretaries who are responsible to the Board forensuring that all Board procedures are followed and that applicable laws and regulations are complied with. They have beenissued with the Code of Ethics for Directors and Secretaries. The Company Secretaries also act as the Secretaries for all theBoard Committees.

Directors’ Training

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

During the financial year ended 31 August 2012, the Directors have continued to participate in training programmes to equipthemselves and to effectively discharge their duties as Directors as and when beneficial. The Directors have constantly keptthemselves updated on both local and international affairs, and to changes in regulations affecting the Company throughadvisories from regulatory bodies, the management and through self-reading.


(cont’d)

The Directors are also updated by the Company Secretaries on any changes to legal and governance practices of the Groupand which affect themselves as Directors at every Audit Committee and Board meetings.

It is the Company’s intention that each new Director is given a comprehensive briefing on the Company’s history, operations,financial control system and plant visit to enable him to have first hand understanding of the Company’s operation. Thisorientation programme had been implemented since 31 December 2001.

During the financial year under review, all Directors had collectively or individually attended/participated in the followingseminars/ forum/ conference/ training programmes:

Directors Seminars/Forum/Conference/Training

Tan Sri Lim Wee Chai • Forbes Global Conference• 6th International Rubber Glove Conference & Exhibition• 23rd East Asia Business Council meeting• Investment Forum on China - Malaysia Industrial Park• Dialogue with Member of the CCP Central Committee

Tan Sri Dato’ Seri • The 36th Federation of ASEAN Economic Association (FAEA) ConferenceArshad Bin Ayub • Seminar on Entrepreneur in Higher Education

• Seminar Wakaf Penjana Pembangunan• Asia Pacific Independent Director Conference• IMD Business Forum• PNB Group Quality Initiatives

Tan Sri Dato’ Dr. • Navigating a Changing Anti-Corruption Landscape (UK Bribery Act)Lin See Yan • Overview of Social Media Marketing

• The General Manager as Strategist & Implementer• Directors’ Continuing Education Programme 2012• Listed Company Director Programme Module 4 on Nominating Committee Essentials• Listed Company Director Programme Module 5 on Remuneration Committee Essentials• SID Directors Conference on Corporate Governance• Introduction to the Competition Act 2010

Puan Sri • Forbes Global ConferenceTong Siew Bee • Corporate Social Responsibility Visit to Taiwan Tzu Chi by the Entrepreneur Group

Lee Kim Meow • Anti-Corruption Day Talk by MACC and MII• Jitsu Sales Motivation Training• International Rubber Glove Conference Exhibition (IRGCE)

Lim Hooi Sin • Nomura ASEAN All Access 2012• 6th International Rubber Glove Conference & Exhibition

Sekarajasekaran • E.I.A. Induction Course for Consultanta/l Arasaratnam

Lim Cheong Guan • Corporate Governance Programme on How Transparency Affects Corruption Perception and the Investment Climate in Malaysia• Standard Chartered’s Bank Global Research Briefing• Advocacy Sessions on Disclosure for CEOs & CFOs• Seminar on Renminbi Settlement for Trade and Investment in Malaysia on Future Prospects

of Kuala Lumpur• The International Rubber Technology and Economic Congress 2012

Lim Han Boon • Creating an Environment for Sustained Value in Sourcing• Role of the Audit Committee in Assuring Audit Quality• Spearheading Outsourcing Opportunities in High Tech Industries• Strategic Investment in Faster Growing Economies


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40

Re-election and Re-appointment of Directors

In accordance with the Company’s Articles of Association, all Directors who are appointed by the Board are subject toretirement at the first Annual General Meeting (“AGM”) of the Company subsequent to their appointment. One third (1/3) ofall the other Directors shall retire by rotation at each AGM provided always that all Directors shall retire from office at leastonce in every three (3) years. The Directors retiring from office shall be eligible for re-election by the Shareholders.

Directors standing for re-election/re-appointment at the forthcoming Fourteenth AGM of the Company are Tan Sri LimWee Chai, Lim Hooi Sin, Tan Sri Dato’ Dr. Lin See Yan, Tan Sri Dato’ Seri Arshad Bin Ayub and Mr. Sekarajasekaran a/lArasaratnam.

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

The Board does not impose a limit on the length of service of the Independent Directors as their attributes in terms of skills,experience, professionalism, integrity including core competencies in exercising their objectivity and independent judgementto discharge their responsibilities in good faith in the best interest of the Company are more critical in ascertaining the functionand effectiveness of their independence than the number of years served on the Board.

The Board has adopted an on-going evaluation process to assess the effectiveness of the Board as a whole. In respect of theassessment for the financial year ended 31 August 2012, the Board was satisfied that the Board and the Committees havedischarged their duties and responsibilities effectively.

BOARD COMMITTEES

The Board of Directors has delegated certain responsibilities to several Board Committees, which operates within clearlydefined terms of reference. The Chairman of the various Committees will report to the Board of Directors the outcome of theCommittees meetings and such reports are incorporated in the minutes of the Board of Directorsʼ meetings. The variousCommittees are as below:

Audit Committee

This Committee was established on 5 September 2000. Its role and function is to assist the Board of Directorsʼ in overseeingthe Group’s activities within its clearly defined terms of reference. Best Practices BB Part 2 and Part 4 of the Code andParagraph 15.12 of Bursa Malaysia Securities Berhad Main Market Listing Requirements ("LR of Bursa Securities") spell outthe duties of an Audit Committee. The scope of duties of Top Glove’s Audit Committee includes primarily the duties detailedtherein. Pursuant to Paragraph 15.15 of the LR of Bursa Securities, the Audit Committee Report for the current financial yearcan be found on pages 46 to 49 of this Annual Report which also contain other information as required under the Code.

The Board of Directors shall review the term of office and performance of the Audit Committee and each of its members atleast once every three (3) years to determine whether such Audit Committee and its members have carried out their dutiesin accordance with their terms of reference.

The Board of Directors has full access to both internal and external auditors and receives reports on all audits performed viathis Committee.

Nomination Committee

This Committee was established on 7 November 2001. Its role is to assist the Board of Directors in their responsibilities innominating new nominees to the Board of Directors. The Nomination Committee shall also assess the performance of theDirectors of the Company on an on-going basis. The members of the Nomination Committee are as follows:

1) Tan Sri Dato’ Seri Arshad Bin Ayub Chairman (Independent Non-Executive Director)2) Sekarajasekaran a/l Arasaratnam Member (Independent Non-Executive Director)3) Lim Han Boon Member (Independent Non-Executive Director)

The Nomination Committee is responsible to recommend to the Board of Directors suitable candidates to fill vacancies on theBoard of Directors and Board Committees.


(cont’d)

Remuneration Committee

This Committee was established on 7 November 2001. Its role is to assist the Board of Directors in their responsibilities inassessing the remuneration packages of the Executive Directors. The members of the Remuneration Committee are as follows:

1) Tan Sri Lim Wee Chai Chairman (Executive Chairman)2) Sekarajasekaran a/l Arasaratnam Member (Independent Non-Executive Director)3) Lim Han Boon Member (Independent Non-Executive Director)

The Remuneration Committee review and assess the remuneration packages of the Executive Directors. As forthe Non-executive Directors, the determination of their remuneration is a matter for the Board as a whole, with the Directorsconcerned abstaining from deliberations and votings on their own remuneration.

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

Directors’ Remuneration

The details of the Directorsʼ remuneration comprising remuneration received/ receivable from the Company and subsidiariesduring the financial year ended 31 August 2012 are as follows:

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

Salaries Fees Bonus ESOS Benefit-in-kind TotalRM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Executive 2,898 828 260 210 101 4,297Directors

Non-Executive - 205 - - - 205Directors

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

Range of Remuneration Number of DirectorsExecutive Non-Executive

Below RM50,000 - 3RM50,001 to RM100,000 - 1RM200,001 to RM250,000 1 -RM500,001 to RM550,000 1 -RM550,001 to RM600,000 1 -RM600,001 to RM650,000 1 -RM2,250,001 to RM2,300,000 1 -

The Board of Directors is mindful of the requirement under the Code for the disclosure of individual Directorʼs remunerationin detailed. Having due considered, the Board of Directors is of the view that the accountability and transparency aspects ofthe Code are appropriately served by the above band disclosure.

ESOS Option Committee

The Company, with approval of the Shareholders in its Extraordinary General Meeting (“EGM”) held on 9 January 2008, hadestablished the Employeesʼ Share Option Scheme (“ESOS”) and the Scheme was officially implemented on 1 August 2008.The Company had also obtained its Shareholdersʼ approval on the amendments to the Bye-laws of the ESOS during its AnnualGeneral Meeting held on 10 January 2012.


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42

ESOS Option Committee appointed by the Board on 11 April 2003 continued to oversee the administration as well as toensure proper implementation of the ESOS according to the Bye-laws of the Scheme. Currently the ESOS Option Committeecomprises the following members:

1) Tan Sri Lim Wee Chai : Chairman2) Lee Kim Meow : member3) Lim Cheong Guan : member4) Wu Kin Yeap : member5) Hue Kon Fah : member6) Ngian Yoke Fung : member

RELATIONSHIP WITH THE SHAREHOLDERS

The Company views the timely and equal dissemination of information to Shareholders and Stakeholders as important. It strictlyadheres to the disclosure requirements of Bursa Securities. The Company is cautious not to provide undisclosed materialinformation about the Company to any Shareholder or Stakeholder group prior to the announcement made to Bursa Securities.

In addition to the various announcements made during the year, the timely release of financial results on a quarterly basis inline with the LR of Bursa Securities, the Company provides Shareholders with an overview of the Company’s performance andprogress. During the year, the Executive Directors and senior management had regular dialogues and meetings with both localand overseas institutional investors, fund managers, analysts, research houses and members of the press media to brief themand to keep them updated on the various announcements relating to the Company’s financial performance, major corporateproposals and pertinent issues within the disclosure requirements of Bursa Securities.

The AGM is an important forum where communications with Shareholders can be effectively conducted. Shareholders arenotified of the meeting together with a copy of the Company’s Annual Report at least twenty-one (21) days before the meeting.At each AGM, Shareholders are given ample time and opportunity to ask for more information, without limiting the type ofquestions asked, on the Audited Financial Statements. During the meeting, the Chairman and the Board members areprepared to response to all queries and undertake to provide sufficient clarification on issues and concerns raised by theShareholders. The external auditors are also present to provide their professional and independent clarification on issues andconcerns raised by the Shareholders.

Status of all resolutions proposed at the AGM is submitted to Bursa Securities at the end of the meeting day. The Board hasensured that each item of special business included in the notice of the annual or extraordinary general meeting areaccompanied by a full explanation of the effects of a proposed resolution.

Institutional investors and analysts are welcomed and have equal opportunity to meet our management about performance,corporate governance and other matters related to Shareholders’ interest.

The Company also maintains a website at http://www.topglove.com.my, from which Shareholders and Stakeholders can accessfor information.

ACCOUNTABILITY AND AUDIT

Financial Reporting

Statement of Directors’ Responsibilities in respect of Audited Financial Statements pursuant to Paragraph 15.26(a) of the LRof Bursa Securities.

The Directors are responsible to ensure that financial statements are drawn up in accordance with the provisions of theCompanies Act, 1965 and applicable approved accounting standards in Malaysia. In presenting the financial statements,the Company has used appropriate accounting policies, consistently applied and supported by reasonable and prudentjudgements and estimates and prepared on a going concern basis. The Directors also strive to ensure that financial reportingpresent a balanced and understandable assessment of the Company’s position and prospects.

Quarterly financial statements are reviewed by the Audit Committee and approved by the Board of Directors prior to releaseto Bursa Securities within the stipulated time frame.


(cont’d)

Internal Control

The Board acknowledges its responsibility for maintaining a sound system of internal controls, which provides reasonableassessment of effective and efficient operations, internal financial controls, and compliance with laws and regulations as wellas with internal procedures and guidelines. The internal control system also aims at identifying and managing any risks thatthe Company may encounter in pursuit of its business objectives. A Statement on Internal Control of the Company is set outon page 45 of this Annual Report.

Whistle-Blowing Policy

The Board believes that having a whistle-blowing system in place will strengthens, supports good management and at the sametime demonstrates accountability, good risk management and sound corporate governance practices.

In view thereof, the Audit Committee recommended to the Board for adoption of a Whistle-Blowing Policy in 2010. The Boardaimed to provide a platform and to act as a mechanism for parties to channel their complaints or to provide information onfraud, wrongdoings or noncompliance to any rules or procedures by the employee or management of the Company. Thepolicy outlines when, how and to whom a concern may be properly raised, distinguishes a concern from a personal grievanceand allows the whistleblower the opportunity to raise a concern outside their management line and in confidence. The identityof the whistle-blower is kept confidential and protection is accorded to the whistle-blower against any form of reprisal orretribution. Any concerns raised will be investigated by Top Glove Prevention & Anti-Corruption and Whistle Blowing Committeeand a report and update is provided to the Board of Directors, through the Audit Committee.

Relationship with the Auditors

The external auditors, Messrs. Ernst & Young and Messrs. William C.H. Tan & Associates have continued to report to membersof the Company on their findings which are included as part of the Company’s statutory financial statements.

The Company has thus established a transparent arrangement with the auditors to meet auditors’ professional requirements.From time to time, the auditors highlight to the Audit Committee and the Board of Directors on matters that require AuditCommittee’s and Board’s attention through the issuance of management letters.

COMPLIANCE STATEMENT

The Board has deliberated, reviewed and approved this Statement on Corporate Governance. The Board considers that theStatement on Corporate Governance provides the information necessary to enables shareholders to evaluate how the Codehas been applied. The Board considers and is satisfied that the Company has fulfilled its obligation under the Code, the LRof Bursa Securities and all applicable laws and regulations throughout the financial year ended 31 August 2012.

This Statement is made in accordance with a resolution of the Board of Directors dated 11 October 2012.

OTHER COMPLIANCE INFORMATION

1. Utilisation Of Proceeds

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

2. Recurrent Related Party Transactions

During the financial year, there were no recurrent related party transactions of a revenue or trading nature involving theDirectors and/or Majors Shareholders of the Company.

3. Share Buy-Back

During the financial year, the Company had not purchased any of its own shares.


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4. Depository Receipt Programme

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

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

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

As at 23 October 2012, the total number of Depository Receipts sold under the Depository Receipt Programme amountedto 1,000 shares.

5. Imposition of Sanctions/Penalties

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

6. Non-Audit Fees

During the financial year, the amount of non-audit fees paid to the external auditors amounted to RM111,868.00 [2011 : RM83,927.00].

7. Variation In Results

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

8. Profit Guarantees

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

9. Material Contracts

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

10. Contracts Relating To Loans

There were no material contracts relating to loans entered into by the Company involving Directors and/or substantialShareholders.

11. Options or Convertible Securities

During the current financial year ended 31 August 2012, a total of 366,800 new ordinary shares were issued and allottedpursuant to the exercise of the ESOS. The details of the issued and paid-up share capital of the Company as at 31 August2012 are as follows:

No. of Shares RM

As at 1 September 2011 618,512,962 309,256,481Ordinary shares of RM0.50 each issued pursuant to the ESOS 366,800 183,400

As at 31 August 2012 618,879,762 309,439,881

Other than the above, there was no issuance of convertible securities during the financial year.

STATEMENTS ON INTERNAL CONTROL


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

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

The Audit Committee is also responsible for reviewing and monitoring the effectiveness of the Group’s system of internalcontrol. In this respect, the Company’s Internal Audit Department was set up in the financial year ended 31 August 2003 toundertake the obligation to conduct regular review on the Group’s various operations and reports directly to the AuditCommittee. The external auditors provide assurance in the form of their annual statutory audit of the financial statements.Further areas for improvement identified during the course of the statutory audit by the external auditors are brought to theattention of the Audit Committee through management letters, or discussed at Audit Committee meetings.

The key processes that the Group has established in reviewing the adequacy and integrity of the Group’s system of internalcontrol include the following:

1) Company’s Policies and Procedures, which set out guidelines and the expected standards for the Group’s operations areunder regular review and update so as to maintain its effectiveness at all times.

2) Periodical and/or annual budgeting and target setting and review system for every operation of the Group. Analysis, datacomparison and reporting of variances against targets are presented in the Group’s various management meetings, whichprovide the framework for monitoring and controlling mechanism.

3) Submission of regular, timely and comprehensive flow of information/ reports to the Board and management on all aspectsof the Group’s operations to facilitate the monitoring of performance against strategic plans.

4) Clearly defined organisation structure of the various departments with defined delegation of responsibilities andaccountability. Setting out the decision that needs to be taken and the appropriate approving authority at various levels ofthe management including matters that requires Board’s approval.

5) Setting up monetary limits to the various level of delegated authority in order to minimise the risks of unauthorisedtransactions.

6) Regular internal audit visits by the Company’s Internal Audit Department to assess and provide independent reports andassurance on the state of the internal control system of the Group’s various operations.

7) Continuous training and development programmes covering all level of the Group’s employees to ensure and to maintainthe competency and efficiency of the employees.

8) Undertakes the compliance review functions to ensure adherence to rules and regulations laid down by the variousregulators and authorities.

9) Continue to enhance the control and monitor the worker’s permit renewal via the human resources management computersystem and work closely with Foreign Workers Medical Examination Monitoring Agency on the medical check up of ourforeign workers.

The Board is dedicated towards operating a sound system of internal control and therefore recognised that the system mustcontinuously evolve to support the business and the size of the Group.

There were no material internal control failures, which resulted in material losses or contingencies during the financial year. Themanagement will, when necessary, put in place appropriate action to further enhance the Group’s system of internal control.

Pursuant to paragraph 15.23 of Bursa Malaysia Securities Berhad Main Market Listing Requirements, the external auditorshave reviewed this statement for inclusion in the Annual Report for the financial year ended 31 August 2012 and reported tothe Board that nothing has come to their attention that causes them to believe that this Statement is inconsistent with theirunderstanding of the process adequacy and integrity of the system of internal control.

This statement does not include the state of internal control in associate company, which has not been dealt with as part ofthe Group and was made in accordance with a resolution of the Board of Directors dated 11 October 2012.

45

The Audit Committee of Top Glove Corporation Bhd is pleased to present the Audit Committee Report for the financial yearended 31 August 2012.

1. MEMBERSHIP AND ATTENDANCE

The Audit Committee members and details of attendance of each member at the Audit Committee meetings held duringthe financial year ended 31 August 2012 are as follows:

Composition of Audit Committee Number of Audit Committee MeetingsHeld Attended

Tan Sri Dato’ Seri Arshad Bin Ayub 8 8Chairman / Independent Non-Executive Director

Sekarajasekaran a/l Arasaratnam 8 8Member / Independent Non-Executive Director

Lim Han Boon 8 8Member / Independent Non-Executive Director

2. SUMMARY OF TERMS OF REFERENCE

2.1 Composition of members

The Board shall elect the Audit Committee members from amongst themselves, comprising no fewer than three (3) non-executive directors. The majority of the Audit Committee members shall be independent directors.

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

All members of the Audit Committee shall be financially literate and at least one (1) member of the Audit Committeemust be:

a) a member of the Malaysian Institute of Accountant (“MIA”); orb) if he is not a member of MIA, he must have at least three (3) years of working experience; and

i) he must have passed the examinations specified in Part I of the First Schedule of the Accountants Act1967;or

ii) he must be a member of one of the associations of the accountants specified in Part II of the First Scheduleof the Accountants Act 1967; or

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

No alternate director of the Board shall be appointed as a member of the Audit Committee.

The term of office and performance of the Audit Committee and each of its members shall be reviewed by the Boardat least once every three (3) years to determine whether such Audit Committee and members have carried out theirduties in accordance with their terms of reference.

Retirement and resignation

If a member of the Audit Committee resigns, dies, or for any reason ceases to be a member resulting in non-compliance to the composition criteria as stated in paragraph 2.1 above, the Board shall within three (3) months ofthe event appoint such number of the new members as may be required to fill the vacancy.

AUDIT COMMITTEEREPORT


46

2.2 Meetings

The Audit Committee shall meet regularly, with due notice of issues to be discussed, and shall record its conclusionsin discharging its duties and responsibilities. In addition, the Chairman may call for additional meetings at any timeat the Chairman’s discretion.

Upon the request of the external auditor, the Chairman of the Audit Committee shall convene a meeting of the AuditCommittee to consider any matter the external auditor believes should be brought to the attention of the Directors orShareholders.

Notice of Audit Committee meetings shall be given to all the Audit Committee members unless the Audit Committeewaives such requirement.

The Chairman of the Audit Committee shall engage on a continuous basis with senior management, such as theChairman, the Chief Executive Officer, the Finance Director, the head of internal audit and the external auditors inorder to be kept informed of matters affecting the Company. The Audit Committee shall meet with the internal auditorswithout executive Board members or employees present, whenever deemed necessary.

The Finance Director, the head of internal audit and a representative of the external auditors should normally attendmeetings. Other Board members and employees may attend meetings upon the invitation of the Audit Committee.However, the Audit Committee shall meet with the external auditors without executive Board members or employeespresent at least twice a year and whenever necessary.

Questions arising at any meeting of the Audit Committee shall be decided by a majority of votes of the memberspresent, and in the case of equality of votes, the Chairman of the Audit Committee shall have a second or castingvote.

2.3 Objectives

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

(a) evaluate the quality of the audits performed by the internal and external auditors;(b) provide assurance that the financial information presented by management is relevant, reliable and timely;(c) oversee compliance with laws and regulations and observance of a proper code of conduct; and(d) determine the quality, adequacy and effectiveness of the Group’s control environment.

2.4 Authority

The Audit Committee shall, in accordance with a procedure to be determined by the Board and at the expense ofthe Company:

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

(b) have full and unlimited/unrestricted access to all information and documents/resources which are required toperform its duties as well as to the internal and external auditors and senior management of the Company andGroup.

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

(d) have direct communication channels with the external auditors and person(s) carrying out the internal auditfunction or activity (if any).

(e) where the Audit Committee is of the view that the matter reported by it to the Board has not been satisfactorilyresolved resulting in a breach of Bursa Securities Main Market Listing Requirements, the Audit Committee shallpromptly report such matter to Bursa Securities.


(cont’d)


47

2.5 Roles and responsibilities

The roles and responsibilities of the Audit Committee are as follows:

(a) To consider the appointment of the external auditor, the audit fee and any question of resignation or dismissal;

(b) To discuss with the external auditor before the audit commences, the nature and scope of the audit, and ensureco-ordination where more than one audit firm is involved;

(c) To review with the external auditor his evaluation of the system of internal controls and his audit report;

(d) To review the quarterly and year-end financial statements of the Board, focusing particularly on :

• any change in accounting policies and practices;• significant adjustments arising from the audit;• the going concern assumption; and• compliance with accounting standards and other legal requirements;

(e) To discuss problems and reservations arising from the interim and final audits, and any matter the auditor maywish to discuss (in the absence of management, where necessary);

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

(g) To do the following, in relation to the internal audit function:

• review the adequacy of the scope, functions, competency and resources of the internal audit function, andthat it has the necessary authority to carry out its work;

• review the internal audit programme and results of the internal audit process and, where necessary, ensurethat appropriate actions are taken on the recommendations of the internal audit function;

• review any appraisal or assessment of the performance of members of the internal audit function;• approve any appointment or termination of senior staff members of the internal audit function; and• take cognisance of resignations of internal audit staff members and provide the resigning staff member an

opportunity to submit his reasons for resigning;

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

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

(j) To consider the major findings of internal investigations and management’s response;

(k) To verify the allocation of employees’ share option scheme (“ESOS”) in compliance with the criteria as stipulatedin the by-laws of ESOS of the Company, if any;

(l) To determine the remit of the internal audit function;

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

(n) To consider and examine such other matters as the Audit Committee considers appropriate.

AUDIT COMMITTEEREPORT(cont’d)


48

3. SUMMARY OF ACTIVITIES OF THE AUDIT COMMITTEE

The Audit Committee has discharged its duties as set out in its Terms of Reference. The major areas reviewed anddeliberated by the Audit Committee are as follows:

(a) Reviewed all the four Quarter’s Financial Statements and the annual audited financial statements of the Company atAudit Committee meetings held each quarter before recommending the same for the Board’s approval;

(b) Reviewed the Annual Report to ensure adherence to legal and regulatory reporting requirements and appropriateresolution of all accounting matters requiring significant judgement;

(c) Reviewed and deliberated on the external auditors’ report and recommendations regarding opportunities forimprovement to the significant risk areas, internal control and financial matters areas based on observations madein the course of audit;

(d) Deliberated the best Board practices for meeting the market expectations and protecting shareholders’ interests thatwere highlighted by the external auditors;

(e) Reviewed the related party transactions that are required to be transacted at an arm’s length basis and are notdetrimental to the interest of minority shareholders;

(f) Approved the Internal Auditors’ Annual Audit Plan for 2012 and the Internal Audit Reports issued and auditrecommendations presented by the Internal Audit Manager in Audit Committee meeting in every quarter;

(g) Deliberated the emerging financial reporting issues pursuant to the introduction of new accounting standards andadditional statutory/regulatory disclosure requirements;

(h) Reviewed the measures being taken to fortify the existing risk assessment and management processes; and(i) Verified the allocation of option shares pursuant to the ESOS to eligible employees had been made in accordance with

the criteria of allocation of option shares as set out in the by-laws of the ESOS.

4. SUMMARY OF ACTIVITIES OF THE INTERNAL AUDIT DEPARTMENT

The Company has an Internal Audit Department whose principal objective is to undertake regular reviews of the systemsof controls, procedures and operations so as to provide reasonable assurance that the internal control system is sound,adequate and satisfactory. The Internal Audit Department reports directly to the Audit Committee. Its role is to providethe Committee with independent and objective reports on the state of internal controls of the operating units within theGroup and the extent of compliance by such units with the Group’s established policies and procedures and the regulatoryrequirements of the relevant authorities. The Audit Committee reviews and approves the internal audit plan of the Groupsubmitted by the Senior Manager, Internal Audit.

During the financial year ended 31 August 2012, the areas audited included audits of the various departments coveringall the factories and subsidiaries within the Group. Internal audit reports were issued to the Audit Committee regularly andtabled in the Audit Committee meetings. The reports are also issued to the respective operations management,incorporating audit recommendations and management’s responses with regards to any audit findings on the weaknessesin the systems and controls of the operations. The Internal Audit Department also follows up with management on theimplementation of the agreed audit recommendations.

The costs incurred in maintaining the Internal Audit Function which is performed in-house for the financial year underreview was RM366,660.00 (2011 : RM235,670.00).


(cont’d)


49

The Directors are required under the Companies Act 1965 (“Act”) to prepare financial statements for each financial year inaccordance with applicable approved accounting standards and which give a true and fair view of the state of affairs of theGroup and of the Company at the end of the financial year and of the results and cash flows of the Group and of the Companyat the financial year.

In preparing the financial statements, the Directors have:

• adopted appropriate accounting policies and applied them consistently;

• made judgements and estimates that are reasonable and prudent; and

• prepared the financial statements on a going concern basis.

The Directors are responsible to ensure that the Group and the Company keep proper accounting records which disclose withreasonable accuracy the financial positions and results of the Group and the Company. The Directors are also responsible fortaking reasonable steps to safeguard the assets of the Company and the Group and to prevent and detect fraud and otherirregularities.

DIRECTORS’ RESPONSIBILITYSTATEMENT


50


51

FINANCIAL STATEMENTSfor the financial year ended 31 August 2012Page

52 Directors’ Report

56 Statement by Directors

56 Statutory Declaration

57 Independent Auditors’ Report

59 Income Statements

60 Statements of Comprehensive Income

61 Statements of Financial Position

63 Statements of Changes in Equity

66 Statements of Cash Flows

68 Notes to the Financial Statements

121 Notes to the Financial Statements - Supplementary Information

The directors have pleasure in presenting their report together with the audited financial statements of the Group and of theCompany for the financial year ended 31 August 2012.

Principal activities

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

The principal activities of the subsidiaries are described in Note 14 to the financial statements.

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

Results

Group Company RM’000 RM’000

Profit net of tax 207,285 170,251

Profit attributable to: Owners of the parent 202,726 170,251 Non-controlling interest 4,559 -

207,285 170,251

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

In the opinion of the directors, the results of the operations of the Group and of the Company during the financial year werenot substantially affected by any item, transaction or event of a material and unusual nature.

Dividends

The amount of dividends paid by the Company since 31 August 2011 were as follows:

RM’000

In respect of the financial year ended 31 August 2011: Final single tier dividend of 12%, paid on 19 January 2012 37,113

In respect of the financial year ended 31 August 2012: First interim single tier dividend of 14%, paid on 19 July 2012 43,308

80,421

At the forthcoming Annual General Meeting, a single tier final dividend of 18% on 618,879,762 ordinary shares amountingto RM55,699,178 (9.00 sen per share) in respect of the financial year ended 31 August 2012 will be proposed forshareholders’ approval. The financial statements for the current financial year do not reflect this proposed dividend. Suchdividend, if approved by the shareholders, will be accounted for in equity as an appropriation of retained earnings in thefinancial year ending 31 August 2013.

DIRECTORS’ REPORT


52

Directors

The names of the directors of the Company in office since the date of the last report and at the date of this report are:

Tan Sri Lim Wee Chai Tan Sri Dato’ Seri Arshad bin Ayub Tan Sri Dato’ Dr. Lin See Yan Lee Kim Meow Puan Sri Tong Siew Bee Lim Hooi Sin Sekarajasekaran a/l Arasaratnam Lim Cheong Guan Lim Han Boon

Directors’ benefits

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

Since the end of the previous financial year, no director has received or become entitled to receive a benefit (other thanbenefits included in the aggregate amount of emoluments received or due and receivable by the directors or the fixed salaryof a full-time employee of the Company as shown in Note 9 to the financial statements) by reason of a contract made by theCompany or a related corporation with a director or with a firm of which he is a member, or with a company in which he hasa substantial financial interest.

Directors’ interests

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

Number of ordinary shares of RM0.50 each

1 September 31 August2011 Acquired Sold 2012

Tan Sri Lim Wee Chai- direct 179,061,138 - - 179,061,138- indirect 57,208,004 - (300,000) 56,908,004Tan Sri Dato’ Seri Arshad bin Ayub 1,400,000 - - 1,400,000Lee Kim Meow- direct 1,001,600 40,000 - 1,041,600- indirect 10,000 - - 10,000Puan Sri Tong Siew Bee- direct 9,195,748 - - 9,195,748- indirect 227,073,394 - (300,000) 226,773,394Lim Hooi Sin- direct 10,908,462 - - 10,908,462- indirect 225,360,680 - (300,000) 225,060,680Sekarajasekaran a/l Arasaratnam 12,571,718 - (170,000) 12,401,718Lim Cheong Guan 80,000 - - 80,000

DIRECTORS’ REPORT

(cont’d)


53

Directors’ interests (continued)

Number of options over ordinary shares of RM0.50 each

1 September 31 August2011 Granted Exercised 2012

Tan Sri Lim Wee Chai 420,000 84,000 - 504,000Lee Kim Meow 252,000 50,400 - 302,400Puan Sri Tong Siew Bee 192,000 19,200 - 211,200Lim Hooi Sin 94,400 26,900 - 121,300Lim Cheong Guan 234,000 25,500 - 259,500

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

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

Issue of shares

During the financial year, the Company increased its issued and paid-up share capital from RM309,256,000 toRM309,440,000 by way of issuance of 366,800 ordinary shares of RM0.50 each pursuant to the ESOS at an option pricebetween RM2.01 and RM5.04 per ordinary share.

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

Employee share options scheme

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

The main features and other terms of the ESOS are disclosed in Note 30 to the financial statements.

The Company has been granted exemption by the Companies Commission of Malaysia from having to disclose the names ofemployees who have been granted options to subscribe for less than 86,400 ordinary shares. The list of employees grantedoptions to subscribe for 86,400 or more ordinary shares during the financial year is disclosed in the section on Directors’Interests in this report.

Other statutory information

(a) Before the income statements, statements of comprehensive income and statements of financial position of the Groupand of the Company were made out, the directors took reasonable steps:

(i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of provisionfor doubtful debts and satisfied themselves that there were no known bad debts and that adequate provision havebeen made for doubtful debts; and

(ii) to ensure that any current assets which were unlikely to realise their value as shown in the accounting records in theordinary course of business had been written down to an amount which they might be expected so to realise.

DIRECTORS’ REPORT (cont’d)


54

Other statutory information (continued)

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

(i) it necessary to write off any bad debts or the amount of the provision for doubtful debts inadequate to any substantialextent; and

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

(c) At the date of this report, the directors are not aware of any circumstances which have arisen which would renderadherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading orinappropriate.

(d) At the date of this report, the directors are not aware of any circumtances not otherwise dealt with in this report or financialstatements of the Group and of the Company which would render any amount stated in the financial statementsmisleading.

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

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

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

(f) In the opinion of the directors:

(i) no contingent or other liability has become enforceable or is likely to become enforceable within the period of twelvemonths after the end of the financial year which will or may affect the ability of the Group or of the Company to meetits obligations when they fall due; and

(ii) no item, transaction or event of a material and unusual nature has arisen in the interval between the end of thefinancial year and the date of this report which is likely to affect substantially the results of the operations of theGroup or of the Company for the financial year in which this report is made.

Significant events

Details of significant events are disclosed in Note 38 to the financial statements.

Auditors

The auditors, Ernst & Young, have expressed their willingness to continue in office.

Signed on behalf of the Board in accordance with a resolution of the directors dated 31 October 2012.

Tan Sri Lim Wee Chai Lim Han Boon

Selangor, Malaysia

DIRECTORS’ REPORT

(cont’d)


55

We, Tan Sri Lim Wee Chai and Lim Han Boon, being two of the directors of Top Glove Corporation Bhd., do hereby state that,in the opinion of the directors, the accompanying financial statements set out on pages 59 to 120 are drawn up in accordancewith the Financial Reporting Standards and the Companies Act, 1965 in Malaysia so as to give a true and fair view of thefinancial position of the Group and of the Company as at 31 August 2012 and their financial performance and cash flows forthe year then ended.

The information set out in Note 40 on page 121 of the financial statements have been prepared in accordance with theGuidance on Special Matter No.1, Determination of Realised and Unrealised Profits or Losses in the Context of DisclosurePursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants.

Signed on behalf of the Board in accordance with a resolution of the directors dated 31 October 2012.

Tan Sri Lim Wee Chai Lim Han Boon

Selangor, Malaysia

I, Tan Sri Lim Wee Chai, being the director primarily responsible for the financial management of Top Glove Corporation Bhd.,do solemnly and sincerely declare that the accompanying financial statements set out on pages 59 to 120 are in my opinion,correct and I make this solemn declaration conscientiously believing the same to be true and by virtue of the provisions ofthe Statutory Declarations Act, 1960.

Subscribed and solemnly declared by the abovenamed, Tan Sri Lim Wee Chaiat Klang in the State of Selangoron 31 October 2012 Tan Sri Lim Wee Chai

Before me,

Goh Cheng TeakCommissioner for Oaths

STATEMENT BY DIRECTORSPursuant to Section 169 (15) of the Companies Act, 1965


56

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

Report on the financial statements

We have audited the financial statements of Top Glove Corporation Bhd., which comprise the statements of financial positionof the Group and of the Company as at 31 August 2012, and the income statements, statements of comprehensive income,statements of changes in equity and statements of cash flows of the Group and of the Company for the year then ended, anda summary of significant accounting policies and other explanatory notes, as set out on pages 59 to 120.

Directors’ responsibility for the financial statements

The directors of the Company are responsible for the preparation of financial statements that give a true and fair view inaccordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia, and for such internal control asthe directors determine are necessary to enable the preparation of financial statements that are free from materialmisstatement, whether due to fraud or error.

Auditors’ responsibility

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

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financialstatements. The procedures selected depend on our judgment, including the assessment of risks of material misstatementof the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal controlrelevant to the entity’s preparation of financial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’sinternal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonablenessof accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting Standards andthe Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of theCompany as at 31 August 2012 and of their financial performance and cash flows for the year then ended.

Report on other legal and regulatory requirements

In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:

(a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company andby its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of theAct.

(b) We have considered the financial statements and the auditors’ reports of all the subsidiaries of which we have not actedas auditors, which are indicated in Note 14 to the financial statements.

(c) We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial statementsof the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidatedfinancial statements and we have received satisfactory information and explanations required by us for those purposes.

(d) The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification material to theconsolidated financial statements and did not include any comment required to be made under Section 174(3) of theAct.

INDEPENDENT AUDITORS’ REPORT

to the members of Top Glove Corporation Bhd. (Incorporated in Malaysia)


57

Other matters

The supplementary information set out in Note 40 to the financial statements on page 121 is disclosed to meet the requirementof Bursa Malaysia Securities Berhad. The directors are responsible for the preparation of the supplementary information inaccordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Contextof Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute ofAccountants (“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementaryinformation is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa MalaysiaSecurities Berhad.

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

Ernst & Young Lee Ah Too AF: 0039 2187/09/13(J) Chartered Accountants Chartered Accountant

Melaka, MalaysiaDate: 31 October 2012

INDEPENDENT AUDITORS’ REPORTto the members of Top Glove Corporation Bhd. (Incorporated in Malaysia)(cont’d)


58

Group Company

Note 2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Revenue 4 2,314,454 2,053,916 177,691 84,775Cost of sales (1,929,412) (1,818,767) - -

Gross profit 385,042 235,149 177,691 84,775

Other items of incomeInterest income 5 12,340 10,573 6 7Other income 6 15,634 26,689 - -

Other items of expenseDistribution and selling costs (71,401) (67,121) - -Administrative and general expenses (101,062) (60,495) (7,309) (2,364)Finance costs (113) (242) - -

Share of results of associate 262 917 - -

Profit before tax 7 240,702 145,470 170,388 82,418Income tax expense 10 (33,417) (30,338) (137) (8,000)

Profit net of tax 207,285 115,132 170,251 74,418

Profit attributable to:Owners of the parent 202,726 113,091 170,251 74,418Non-controlling interest 4,559 2,041 - -

207,285 115,132 170,251 74,418

Earnings per share attributable to owners of the parent (sen):Basic 11 32.77 18.29Diluted 11 32.74 18.27

INCOME STATEMENTS

for the financial year ended 31 August 2012


59

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

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Profit net of tax 207,285 115,132 170,251 74,418

Other comprehensive income/(loss):Net gain/(loss) on available-for-sale financial assets:- gain/(loss) on fair value changes 4,597 (1,057) - -

Foreign currency translation 4,039 864 - -

Other comprehensive income/(loss)for the year, net of tax 8,636 (193) - -

Total comprehensive income for the year 215,921 114,939 170,251 74,418

Total comprehensive income attributable to:Owners of the parent 210,917 113,009 170,251 74,418Non-controlling interest 5,004 1,930 - -

215,921 114,939 170,251 74,418

STATEMENTS OF COMPREHENSIVE INCOMEfor the financial year ended 31 August 2012


60


Group Company

Note 2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Assets

Non-current assetsProperty, plant and equipment 12 734,386 660,692 - -Land use rights 13 22,441 19,608 - -Investment in subsidiaries 14 - - 580,503 28,503Investment in associate 15 6,729 7,039 - -Deferred tax assets 16 3,700 - - -Investment securities 17 145 146 - -Goodwill 18 20,113 20,113 - -

787,514 707,598 580,503 28,503

Current assetsInventories 19 179,440 175,532 - -Trade and other receivables 20 293,863 262,129 4,003 463,282Other current assets 21 25,791 4,316 - -Tax recoverable - 13,228 124 180Investment securities 17 144,198 108,512 - -Derivative assets 22 - 2,954 - -Cash and cash equivalents 23 167,246 148,760 874 142

810,538 715,431 5,001 463,604

Total assets 1,598,052 1,423,029 585,504 492,107

Equity and liabilities

Current liabilitiesLoans and borrowings 24 161 157 - -Trade and other payables 25 231,538 194,611 1,043 531Other current liabilities 30,940 34,644 - -Income tax payable 9,054 - - -Derivative liabilities 22 2,663 - - -

274,356 229,412 1,043 531

Net current assets 536,182 486,019 3,958 463,073

STATEMENTS OF FINANCIAL POSITION

as at 31 August 2012


61

Group Company

Note 2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Non-current liabilitiesLoans and borrowings 24 2,815 2,851 - -Deferred tax liabilities 16 41,028 44,393 - -

43,843 47,244 - -

Total liabilities 318,199 276,656 1,043 531

Net assets 1,279,853 1,146,373 584,461 491,576

Equity attributable to owners of the parent

Share capital 26 309,440 309,256 309,440 309,256Share premium 27 174,197 171,780 174,197 171,780Other reserves 28 24,306 14,831 10,331 9,877Retained earnings 29 747,411 625,936 90,493 663

1,255,354 1,121,803 584,461 491,576Non-controlling interest 24,499 24,570 - -

Total equity 1,279,853 1,146,373 584,461 491,576

Total equity and liabilities 1,598,052 1,423,029 585,504 492,107

STATEMENTS OF FINANCIAL POSITIONas at 31 August 2012 (cont’d)


62


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STATEMENTS OF CHANGES IN EQUITY

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63

STATEMENTS OF CHANGES IN EQUITYfor the financial year ended 31 August 2012 (cont’d)


64

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.

Non-distributable DistributableShare

Equity, Share Share option Retainedtotal capital premium reserve earnings

RM’000 RM’000 RM’000 RM’000 RM’000

Company

Opening balance at 1 September 2011 491,576 309,256 171,780 9,877 663

Total comprehensive income 170,251 - - - 170,251

Transactions with ownersIssuance of ordinary shares

pursuant to ESOS 1,204 184 1,020 - -Share options granted under ESOS 1,860 - - 1,860 -Transfer from share option reserve - - 1,406 (1,406) -Share issue expenses (9) - (9) - -Dividends on ordinary shares (Note 37) (80,421) - - - (80,421)

(77,366) 184 2,417 454 (80,421)

Closing balance at 31 August 2012 584,461 309,440 174,197 10,331 90,493

Opening balance at 1 September 2010 502,724 309,081 170,563 10,260 12,820

Total comprehensive income 74,418 - - - 74,418

Transactions with ownersIssuance of ordinary shares

pursuant to ESOS 1,015 175 840 - -Transfer from share option reserve - - 383 (383) -Share issue expenses (6) - (6) - -Dividends on ordinary shares (Note 37) (86,575) - - - (86,575)

(85,566) 175 1,217 (383) (86,575)

Closing balance at 31 August 2011 491,576 309,256 171,780 9,877 663

STATEMENTS OF CHANGES IN EQUITY

for the financial year ended 31 August 2012 (cont’d)


65


Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Operating activities

Profit before tax 240,702 145,470 170,388 82,418 Adjustments for :

Gross dividend - - (176,425) (83,600) Depreciation and amortisation - Property, plant and equipment 68,907 61,343 - - - Amortisation of land use rights 280 224 - - Loss/(gain) on disposal of property, plant and equipment 2,295 (245) - -

Property, plant and equipment written off 739 426 - - Share options granted under ESOS 1,860 - 1,860 - Impairment loss on trade receivables 975 - - - Unrealised foreign exchange loss 509 8,675 - - Impairment loss on investment in: - Associate - 46 - - - Subsidiary - - 4,000 - Share of results of associate (262) (917) - - Net fair value loss/(gain) on derivative 5,617 (1,737) - - Negative goodwill written off - (1,767) - - Reversal of impairment loss on trade receivables - (397) - - Finance costs 113 242 - - Interest income (12,340) (10,573) (6) (7)

Total adjustments 68,693 55,320 (170,571) (83,607)

Operating cash flows before changes in working capital 309,395 200,790 (183) (1,189)

Changes in working capital Increase in inventories (3,908) (6,004) - - Increase in receivables (34,268) (4,423) - (12) (Increase)/decrease in other current assets (21,475) 826 - - Increase in payables 31,175 10,407 512 4

Total changes in working capital (28,476) 806 512 (8)

Cash flows from/(used in) operation 280,919 201,596 329 (1,197) Interest paid (113) (242) - - Income taxes paid (15,240) (28,176) 56 (27)

Net cash flows from/(used in) operating activities 265,566 173,178 385 (1,224)

STATEMENTS OF CASH FLOWSfor the financial year ended 31 August 2012


66

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Investing activities

Purchase of property, plant and equipment (142,717) (141,273) - -Purchase of land use rights (2,940) - - -Purchase of investment securities (31,088) (69,324) - -Interest received 12,340 10,573 6 7Dividends income from subsidiaries - - 176,288 75,600Proceeds from disposal of property, plant and equipment 936 1,752 - -Additional investment in an associate - (336) - -Net cash inflow on acquisition of a subsidiary - 624 - -

Net cash flows (used in)/from investing activities (163,469) (197,984) 176,294 75,607

Financing activities

Additional investment in subsidiaries - - (556,000) -Repayment from subsidiaries - - 459,279 8,310Proceeds from issuance of ordinary shares 1,204 1,015 1,204 1,015Share issue expenses (9) (6) (9) (6)Dividend paid on ordinary shares (80,421) (86,575) (80,421) (86,575)Dividend paid to non-controlling shareholders (5,075) (1,280) - -Repayment of obligations under finance leases (33) (20) - -Repayment of bank loans (119) (658) - -

Net cash flows used in financing activities (84,453) (87,524) (175,947) (77,256)

Net increase/(decrease) in cash and cash equivalents 17,644 (112,330) 732 (2,873)Effects of foreign exchange rate changes 842 (1,840) - -Cash and cash equivalents at 1 September 148,760 262,930 142 3,015

Cash and cash equivalents at 31 August 167,246 148,760 874 142

STATEMENTS OF CASH FLOWS



67


1. Corporate information

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

The principal activities of the Company are investment holding and provision of management services. The principalactivities of the subsidiaries are described in Note 14. There have been no significant changes in the nature of theprincipal activities during the financial year.

2. Summary of significant accounting policies

2.1 Basis of preparation

The financial statements of the Group and of the Company have been prepared in accordance with FinancialReporting Standards and the Companies Act, 1965 in Malaysia. At the beginning of the current financial year, theGroup and the Company adopted new and revised FRS as described fully in Note 2.2.

The financial statements have also been prepared on the historical cost basis except as disclosed in the accountingpolicies below.

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

2.2 Changes in accounting policies

The accounting policies adopted are consistent with those of the previous financial year except that the Group andthe Company adopted, where applicable, the following new and amended FRS and IC Interpretations whichbecame mandatory at the beginning of the current financial year.

• Amendments to FRS 1: Limited Exemption for First-time Adopters • Amendments to FRS 1: Additional Exemptions for First-time Adopters • Amendments to FRS 2: Group Consolidated Share-based Payment Transactions • Amendments to FRS 7: Improving Disclosures about Financial Instruments • IC Interpretation 4: Determining Whether an Arrangement contains a Lease • IC Interpretation 18: Transfers of Assets from Customers • IC Interpretation 19: Extinguishing Financial Liabilities with Equity Instruments • Amendments to IC Interpretation 14: Prepayments of a Minimum Funding Requirement • Improvements to FRS issued in 2010 • TR i-4: Shariah Compliant Sale Contract

Adoption of the above standards and interpretations did not have any effect on the financial performance orposition of the Group and of the Company except as discussed below:

Amendments to FRS 7: Improving Disclosure about Financial Instruments

The amended standard requires enhanced disclosure about fair value measurement and liquidity risk. Fair valuemeasurements related to items recorded at fair value are to be disclosed by source of inputs using a three levelfair value hierarchy (Level 1, Level 2 and Level 3), by class, for all financial instruments recognised at fair value.A reconciliation between the beginning and ending balance for Level 3 fair value measurements is required. Anysignificant transfers between levels of the fair value hierarchy and the reasons for those transfers need to bedisclosed. The amendments also clarify the requirements for liquidity risk disclosures with respect to derivativetransactions and assets used for liquidity management. The fair value measurement disclosures are presented inNote 33. The liquidity risk disclosures are not significantly impacted by the amendments and are presented in Note 34(b).

NOTES TO THE FINANCIAL STATEMENTSfor the financial year ended 31 August 2012


68

2. Summary of significant accounting policies (continued)

2.3 Malaysian Financial Reporting Standards (MFRS Framework)

On 19 November 2011, the Malaysian Accounting Standards Board (“MASB”) issued a new MASB approvedaccounting framework, the Malaysian Financial Reporting Standards (“MFRS Framework”).

The MFRS Framework is to be applied by all Entities Other Than Private Entities for annual periods beginning onor after 1 January 2012, with the exception of entities that are within the scope of MFRS 141 Agriculture (MFRS141) and IC Interpretation 15 Agreements for Construction of Real Estate (IC 15), including its parent, significantinvestor and venturer (herein called ’Transitioning Entities’).

Transitioning Entities will be allowed to defer adoption of the new MFRS Framework for an additional one year.Consequently, adoption of the MFRS Framework by Transitioning Entities will be mandatory for annual periodsbeginning on or after 1 January 2013.

The Group will be required to prepare financial statements using the MFRS Framework in its first MFRS financialstatements for the year ending 31 August 2013. In presenting its first MFRS financial statements, the Group willbe required to restate the comparative financial statements to amounts reflecting the application of MFRSFramework. The majority of the adjustments required on transition will be made, retrospectively, against openingretained profits.

At the date of these financial statements, the Group has not completed its assessment and quantification of thefinancial effects of the differences between the FRS Framework and MFRS Framework. Accordingly, theconsolidated financial performance and financial position as disclosed in these financial statements for the yearended 31 August 2012 could be different if prepared under the MFRS Framework.

The Group considers that it is achieving its scheduled milestones and expects to be in a position to fully complywith the requirements of the MFRS Framework for the financial year ending 31 August 2013.

2.4 Basis of consolidation

The consolidated financial statements comprise the financial statements of the Company and its subsidiaries asat the reporting date. The financial statements of the subsidiaries used in the preparation of the consolidatedfinancial statements are prepared for the same reporting date as the Company. Consistent accounting policies areapplied to like transactions and events in similar circumstances.

All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-grouptransactions are eliminated in full.

Acquisitions of subsidiaries are accounted for by applying the purchase method. Identifiable assets acquired andliabilities and contingent liabilities assumed in a business combination are measured initially at their fair values atthe acquisition date. Adjustments to those fair values relating to previously held interests are treated as a revaluationand recognised in other comprehensive income. The cost of a business combination is measured as the aggregateof the fair values, at the date of exchange, of the assets given, liabilities incurred or assumed, and equityinstruments issued, plus any costs directly attributable to the business combination. Any excess of the cost ofbusiness combination over the Group’s share in the net fair value of the acquired subsidiary’s identifiable assets,liabilities and contingent liabilities is recorded as goodwill on the statement of financial position. The accountingpolicy for goodwill is set out in Note 2.8. Any excess of the Group’s share in the net fair value of the acquiredsubsidiary’s identifiable assets, liabilities and contingent liabilities over the cost of business combination isrecognised as income in profit or loss on the date of acquisition. When the Group acquires a business, embeddedderivatives separated from the host contract by the acquiree are reassessed on acquisition unless the businesscombination results in a change in the terms of the contract that significantly modifies the cash flows that wouldotherwise be required under the contract.

NOTES TO THE FINANCIAL STATEMENTS



69


2.4 Basis of consolidation (continued)

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

Subsidiaries are consolidated from the date of acquisition, being the date on which the Group obtains control, andcontinue to be consolidated until the date that such control ceases.

2.5 Transactions with non-controlling interest

Non-controlling interest represents the equity in subsidiaries not attributable, directly or indirectly, to owners of theCompany, and is presented separately in the consolidated statement of comprehensive income and within equityin 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 areaccounted 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. Anydifference between the amount by which the non-controlling interest is adjusted and the fair value of theconsideration paid or received is recognised directly in equity and attributed to owners of the parent.

2.6 Foreign currency

(a) Functional and presentation currency

The individual financial statements of each entity in the Group are measured using the currency of the primaryeconomic environment in which the entity operates (“the functional currency”). The consolidated financialstatements are presented in Ringgit Malaysia (RM), which is also the Company’s functional currency.

(b) Foreign currency transactions

Transactions in foreign currencies are measured in the respective functional currencies of the Company andits subsidiaries and are recorded on initial recognition in the functional currencies at exchange ratesapproximating those ruling at the transaction dates. Monetary assets and liabilities denominated in foreigncurrencies are translated at the rate of exchange ruling at the reporting date. Non-monetary items denominatedin foreign currencies that are measured at historical cost are translated using the exchange rates as at thedates of the initial transactions. Non-monetary items denominated in foreign currencies measured at fair valueare 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 thereporting date are recognised in profit or loss except for exchange differences arising on monetary items thatform part of the Group’s net investment in foreign operations, which are recognised initially in othercomprehensive income and accumulated under foreign currency translation reserve in equity. The foreigncurrency translation reserve is reclassified from equity to profit or loss of the Group on disposal of the foreignoperation.

Exchange differences arising on the translation of non-monetary items carried at fair value are included in profitor loss for the period except for the differences arising on the translation of non-monetary items in respect ofwhich gains and losses are recognised directly in equity. Exchange differences arising from such non-monetaryitems are also recognised directly in equity.

NOTES TO THE FINANCIAL STATEMENTSfor the financial year ended 31 August 2012 (cont’d)


70


2.6 Foreign currency (continued)

(c) Foreign operations

The assets and liabilities of foreign operations are translated into RM at the rate of exchange ruling at thereporting date and income and expenses are translated at exchange rates at the dates of the transactions. Theexchange differences arising on the translation are taken directly to other comprehensive income. On disposalof a foreign operation, the cumulative amount recognised in other comprehensive income and accumulatedin equity under foreign currency translation reserve relating to that particular foreign operation is recognisedin the profit or loss.

Goodwill and fair value adjustments arising on the acquisition of foreign operations are treated as assets andliabilities of the foreign operations and are recorded in the functional currency of the foreign operations andtranslated at the closing rate at the reporting date.

2.7 Property, plant and equipment

All items of property, plant and equipment are initially recorded at cost. The cost of an item of property, plant andequipment is recognised as an asset if, and only if, it is probable that future economic benefits associated withthe item will flow to the Group and the cost of the item can be measured reliably.

Subsequent to recognition, property, plant and equipment are measured at cost less accumulated depreciationand accumulated impairment losses. When significant parts of property, plant and equipment are required to bereplaced in intervals, the Group recognises such parts as individual assets with specific useful lives anddepreciation, respectively. Likewise, when a major inspection is performed, its cost is recognised in the carryingamount of the property, plant and equipment as a replacement if the recognition criteria are satisfied. All otherrepair and maintenance costs are recognised in profit or loss as incurred.

Freehold land has an unlimited useful life and therefore is not depreciated. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows:

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

Assets under construction 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 incircumstances 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 adjustedprospectively, if appropriate.

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

2.8 Intangible assets - Goodwill

Goodwill is initially measured at cost. Following initial recognition, goodwill is measured at cost less accumulatedimpairment losses.

For the purpose of impairment testing, goodwill acquired is allocated, from the acquisition date, to each of theGroup’s cash-generating units that are expected to benefit from the synergies of the combination.




71


2.8 Intangible assets - Goodwill (continued)

The cash-generating unit to which goodwill has been allocated is tested for impairment annually and wheneverthere is an indication that the cash-generating unit may be impaired, by comparing the carrying amount of thecash-generating unit, including the allocated goodwill, with the recoverable amount of the cash-generating unit.Where the recoverable amount of the cash-generating unit is less than the carrying amount, an impairment lossis recognised in the profit or loss. Impairment losses recognised for goodwill are not reversed in subsequent periods.

Where goodwill forms part of a cash-generating unit and part of the operation within that cash-generating unit isdisposed off, the goodwill associated with the operation disposed off is included in the carrying amount of theoperation when determining the gain or loss on disposal of the operation. Goodwill disposed off in this circumstanceis measured based on the relative fair values of the operations disposed off and the portion of the cash-generatingunit retained.

2.9 Land use rights

Land use rights are initially measured at cost. Following initial recognition, land use rights are measured at costless accumulated amortisation and accumulated impairment losses. The land use rights are amortised over theirlease terms.

2.10 Impairment of non-financial assets

The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If anysuch indication exists, or when an annual impairment assessment for an asset is required, the Group makes anestimate of the asset’s recoverable amount.

An asset’s recoverable amount is the higher of an asset’s fair value less costs to sell and its value in use. For thepurpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiablecash flows (cash-generating units (“CGU”)).

In assessing value in use, the estimated future cash flows expected to be generated by the asset are discountedto their present value using a pre-tax discount rate that reflects current market assessments of the time value ofmoney and the risks specific to the asset. Where the carrying amount of an asset exceeds its recoverable amount,the asset is written down to its recoverable amount. Impairment losses recognised in respect of a CGU or groupsof CGUs are allocated first to reduce the carrying amount of any goodwill allocated to those units or groups of unitsand then, to reduce the carrying amount of the other assets in the unit or groups of units on a pro-rata basis.

Impairment losses are recognised in profit or loss.

An assessment is made at each reporting date as to whether there is any indication that previously recognisedimpairment losses may no longer exist or may have decreased. A previously recognised impairment loss is reversedonly if there has been a change in the estimates used to determine the asset’s recoverable amount since the lastimpairment loss was recognised. If that is the case, the carrying amount of the asset is increased to its recoverableamount. 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. Impairment losson goodwill is not reversed in a subsequent period.

2.11 Subsidiaries

A subsidiary is an entity over which the Group has the power to govern the financial and operating policies so asto obtain benefits from its activities.

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



72


2.12 Associates

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

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

When the Group’s share of losses in an associate equals or exceeds its interest in the associate, the Group doesnot 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 additionalimpairment loss on the Group’s investment in its associates. The Group determines at each reporting date whetherthere is any objective evidence that the investment in the associate is impaired. If this is the case, the Groupcalculates the amount of impairment as the difference between the recoverable amount of the associate and itscarrying value and recognises the amount in profit or loss.

The most recent available audited financial statements of the associates are used by the Group in applying theequity method. Where the dates of the audited financial statements used are not coterminous with those of theGroup, the share of results is arrived at from the last audited financial statements available and managementfinancial statements to the end of the accounting period. Uniform accounting policies are adopted for liketransactions and events in similar circumstances.

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

2.13 Financial assets

Financial assets are recognised in the statements of financial position when, and only when, the Group and theCompany become a party to the contractual provisions of the financial instrument.

When financial assets are recognised initially, they are measured at fair value, plus, in the case of financial assetsnot at fair value through profit or loss, directly attributable transaction costs.

The Group and the Company determine the classification of their financial assets at initial recognition, and thecategories include financial assets at fair value through profit or loss, loans and receivables, held-to-maturityinvestments and available-for-sale financial assets.

(a) Financial assets at fair value through profit or loss

Financial assets are classified as financial assets at fair value through profit or loss if they are held for tradingor are designated as such upon initial recognition. Financial assets held for trading are derivatives (includingseparated embedded derivatives) or financial assets acquired principally for the purpose of selling in the nearterm.




73


2.13 Financial assets (continued)

(a) Financial assets at fair value through profit or loss (continued)

Subsequent to initial recognition, financial assets at fair value through profit or loss are measured at fair value.Any gains or losses arising from changes in fair value are recognised in profit or loss. Net gains or net losseson financial assets at fair value through profit or loss do not include exchange differences, interest and dividendincome. Exchange differences, interest and dividend income on financial assets at fair value through profit orloss are recognised separately in profit or loss as part of other losses or other income.

Financial assets at fair value through profit or loss could be presented as current or non-current. Financialassets that is held primarily for trading purposes are presented as current whereas financial assets that is notheld primarily for trading purposes are presented as current or non-current based on the settlement date.

(b) Loans and receivables

Financial assets with fixed or determinable payments that are not quoted in an active market are classified asloans and receivables.

Subsequent to initial recognition, loans and receivables are measured at amortised cost using the effectiveinterest method. Gains and losses are recognised in profit or loss when the loans and receivables arederecognised or impaired, and through the amortisation process.

Loans and receivables are classified as current assets, except for those having maturity dates later than 12 months after the reporting date which are classified as non-current.

(c) Held-to-maturity investments

Financial assets with fixed or determinable payments and fixed maturity are classified as held-to-maturitywhen the Group has the positive intention and ability to hold the investment to maturity.

Subsequent to initial recognition, held-to-maturity investments are measured at amortised cost using theeffective interest method. Gains and losses are recognised in profit or loss when the held-to-maturityinvestments are derecognised or impaired, and through the amortisation process.

Held-to-maturity investments are classified as non-current assets, except for those having maturity within 12 months after the reporting date which are classified as current.

(d) Available-for-sale financial assets

Available-for-sale financial assets are financial assets that are designated as available for sale or are notclassified in any of the three preceding categories.

After initial recognition, available-for-sale financial assets are measured at fair value. Any gains or losses fromchanges in fair value of the financial assets are recognised in other comprehensive income, except thatimpairment losses, foreign exchange gains and losses on monetary instruments and interest calculated usingthe effective interest method are recognised in profit or loss. The cumulative gain or loss previously recognisedin other comprehensive income is reclassified from equity to profit or loss as a reclassification adjustmentwhen the financial asset is derecognised. Interest income calculated using the effective interest method isrecognised in profit or loss. Dividends on an available-for-sale equity instrument are recognised in profit or losswhen the Group and the Company’s right to receive payment is established.

Investments in equity instruments whose fair value cannot be reliably measured are measured at cost lessimpairment loss.

Available-for-sale financial assets are classified as non-current assets unless they are expected to be realisedwithin 12 months after the reporting date.



74


2.13 Financial assets (continued)

A financial asset is derecognised when the contractual right to receive cash flows from the asset has expired. Onderecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of theconsideration received and any cumulative gain or loss that had been recognised in other comprehensive incomeis recognised in profit or loss.

Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within theperiod generally established by regulation or convention in the marketplace concerned. All regular way purchasesand sales of financial assets are recognised or derecognised on the trade date i.e., the date that the Group andthe Company commit to purchase or sell the asset.

2.14 Impairment of financial assets

The Group and the Company assess at each reporting date whether there is any objective evidence that a financialasset is impaired.

(a) Trade and other receivables and other financial assets carried at amortised cost

To determine whether there is objective evidence that an impairment loss on financial assets has been incurred,the Group and the Company consider factors such as the probability of insolvency or significant financialdifficulties of the debtor and default or significant delay in payments. For certain categories of financial assets,such as trade receivables, assets that are assessed not to be impaired individually are subsequently assessedfor impairment on a collective basis based on similar risk characteristics. Objective evidence of impairment fora portfolio of receivables could include the Group’s and the Company’s past experience of collecting payments,an increase in the number of delayed payments in the portfolio past the average credit period and observablechanges in national or local economic conditions that correlate with default on receivables.

If any such evidence exists, the amount of impairment loss is measured as the difference between the asset’scarrying amount and the present value of estimated future cash flows discounted at the financial asset’soriginal effective interest rate. The impairment loss is recognised in profit or loss.

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assetswith the exception of trade receivables, where the carrying amount is reduced through the use of an allowanceaccount. When a trade receivable becomes uncollectible, it is written off against the allowance account.

If in a subsequent period, the amount of the impairment loss decreases and the decrease can be relatedobjectively to an event occurring after the impairment was recognised, the previously recognised impairmentloss is reversed to the extent that the carrying amount of the asset does not exceed its amortised cost at thereversal date. The amount of reversal is recognised in profit or loss.

(b) Available-for-sale financial assets

Significant or prolonged decline in fair value below cost, significant financial difficulties of the issuer or obligor,and the disappearance of an active trading market are considerations to determine whether there is objectiveevidence that investment securities classified as available-for-sale financial assets are impaired.

If an available-for-sale financial asset is impaired, an amount comprising the difference between its cost (netof any principal payment and amortisation) and its current fair value, less any impairment loss previouslyrecognised in profit or loss, is transferred from equity to profit or loss.

Impairment losses on available-for-sale equity investments are not reversed in profit or loss in the subsequentperiods. Increase in fair value, if any, subsequent to impairment loss is recognised in other comprehensiveincome. For available-for-sale debt investments, impairment losses are subsequently reversed in profit or lossif an increase in the fair value of the investment can be objectively related to an event occurring after therecognition of the impairment loss in profit or loss.




75


2.15 Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on hand, demand deposits, and short-term, highly liquidinvestments that are readily convertible to known amount of cash and which are subject to an insignificant risk ofchanges in value.

2.16 Inventories

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

- Raw materials: purchase costs on a first-in first-out basis.

- Finished goods and work-in-progress: costs of direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. These costs are assigned on a first-in first-out basis.

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

2.17 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 theobligation can be estimated reliably.

Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. If it is no longerprobable 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 thatreflects, where appropriate, the risks specific to the liability. When discounting is used, the increase in the provisiondue to the passage of time is recognised as a finance cost.

2.18 Financial liabilities

Financial liabilities are classified according to the substance of the contractual arrangements entered into andthe definitions of a financial liability.

Financial liabilities, within the scope of FRS 139, are recognised in the statement of financial position when, andonly when, the Group and the Company become a party to the contractual provisions of the financial instrument.Financial liabilities are classified as either financial liabilities at fair value through profit or loss or other financialliabilities.

(a) Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financialliabilities designated upon initial recognition as at fair value through profit or loss.

Financial liabilities held for trading include derivatives entered into by the Group and the Company that do notmeet the hedge accounting criteria. Derivative liabilities are initially measured at fair value and subsequentlystated at fair value, with any resultant gains or losses recognised in profit or loss. Net gains or losses onderivatives include exchange differences.

(b) Other financial liabilities

The Group’s and the Company’s other financial liabilities include trade payables, other payables and loans andborrowings.



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2.18 Financial liabilities (continued)

(b) Other financial liabilities (continued)

Trade and other payables are recognised initially at fair value plus directly attributable transaction costs andsubsequently measured at amortised cost using the effective interest method.

Loans and borrowings are recognised initially at fair value, net of transaction costs incurred, and subsequentlymeasured at amortised cost using the effective interest method. Borrowings are classified as current liabilitiesunless the Group has an unconditional right to defer settlement of the liability for at least 12 months after thereporting date.

For other financial liabilities, gains and losses are recognised in profit or loss when the liabilities arederecognised, and through the amortisation process.

A financial liability is derecognised when the obligation under the liability is extinguished. When an existing financialliability is replaced by another from the same lender on substantially different terms, or the terms of an existingliability are substantially modified, such an exchange or modification is treated as a derecognition of the originalliability and the recognition of a new liability, and the difference in the respective carrying amounts is recognisedin profit or loss.

2.19 Borrowing costs

Borrowing costs are capitalised as part of the cost of a qualifying asset if they are directly attributable to theacquisition, construction or production of that asset. Capitalisation of borrowing costs commences when the activitiesto prepare the asset for its intended use or sale are in progress and the expenditures and borrowing costs areincurred. Borrowing costs are capitalised until the assets are substantially completed for their intended use or sale.

All other borrowing costs are recognised in profit or loss in the period they are incurred. Borrowing costs consistof interest and other costs that the Group and the Company incurred in connection with the borrowing of funds.

2.20 Employee benefits

(a) Defined contribution plans

The Malaysian companies in the Group make contributions to the Employee Provident Fund in Malaysia, adefined contribution pension scheme. Contributions to defined contribution pension schemes are recognisedas an expense in the period in which the related service is performed.

(b) Employee share option plans

Employees of the Group receive remuneration in the form of share options as consideration for servicesrendered. The cost of these equity-settled transactions with employees is measured by reference to the fairvalue of the options at the date on which the options are granted. This cost is recognised in profit or loss, witha corresponding increase in the employee share option reserve over the vesting period. The cumulativeexpense recognised at each reporting date until the vesting date reflects the extent to which the vesting periodhas expired and the Group’s best estimate of the number of options that will ultimately vest. The charge orcredit to profit or loss for a period represents the movement in cumulative expense recognised at the beginningand end of that period.

No expense is recognised for options that do not ultimately vest, except for options where vesting is conditionalupon a market or non-vesting condition, which are treated as vested irrespective of whether or not the marketor non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied.The employee share option reserve is transferred to retained earnings upon expiry of the share options. Whenthe options are exercised, the employee share option reserve is transferred to share capital if new shares areissued, or to treasury shares if the options are satisfied by the reissuance of treasury shares.




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2.21 Leases

(a) As lessee

Finance leases, which transfer to the Group substantially all the risks and rewards incidental to ownership ofthe leased item, are capitalised at the inception of the lease at the fair value of the leased asset or, if lower, atthe present value of the minimum lease payments. Any initial direct costs are also added to the amountcapitalised. Lease payments are apportioned between the finance charges and reduction of the lease liabilityso as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges arecharged to profit or loss. Contingent rents, if any, are charged as expenses in the periods in which they areincurred.

Leased assets are depreciated over the estimated useful life of the asset. However, if there is no reasonablecertainty that the Group will obtain ownership by the end of the lease term, the asset is depreciated over theshorter of the estimated useful life and the lease term.

Operating lease payments are recognised as an expense in profit or loss on a straight-line basis over the leaseterm. The aggregate benefit of incentives provided by the lessor is recognised as a reduction of rental expenseover the lease term on a straight-line basis.

(b) As lessor

Leases where the Group retains substantially all the risks and rewards of ownership of the asset are classifiedas operating leases. Initial direct costs incurred in negotiating an operating lease are added to the carryingamount of the leased asset and recognised over the lease term on the same bases as rental income. Theaccounting policy for rental income is set out in Note 2.22(e).

2.22 Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and therevenue can be reliably measured. Revenue is measured at the fair value of consideration received or receivable.

(a) Sale of goods

Revenue from sale of goods is recognised upon the transfer of significant risk and rewards of ownership ofthe goods to the customer. Revenue is not recognised to the extent where there are significant uncertaintiesregarding recovery of the consideration due, associated costs or the possible return of goods.

(b) Interest income

Interest income is recognised using the effective interest method.

(c) Management fees

Management fees are recognised when services are rendered.

(d) Dividend income

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

(e) Rental income

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



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2.23 Income taxes

(a) Current tax

Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to thetaxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted orsubstantively enacted by the reporting date.

Current taxes are recognised in profit or loss except to the extent that the tax relates to items recognisedoutside profit or loss, either in other comprehensive income or directly in equity.

(b) Deferred tax

Deferred tax is provided using the liability method on temporary differences at the reporting date between thetax 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 atransaction that is not a business combination and, at the time of the transaction, affects neither theaccounting profit nor taxable profit or loss; and

- in respect of taxable temporary differences associated with investments in subsidiaries, associates andinterests in joint ventures, where the timing of the reversal of the temporary differences can be controlledand 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 creditsand unused tax losses, to the extent that it is probable that taxable profit will be available against which thedeductible temporary differences, and the carry forward of unused tax credits and unused tax losses can beutilised except:

- where the deferred tax asset relating to the deductible temporary difference arises from the initialrecognition of an asset or liability in a transaction that is not a business combination and, at the time ofthe transaction, affects neither the accounting profit nor taxable profit or loss; and

- in respect of deductible temporary differences associated with investments in subsidiaries, associatesand interests in joint ventures, deferred tax assets are recognised only to the extent that it is probable thatthe temporary differences will reverse in the foreseeable future and taxable profit will be available againstwhich the temporary differences can be utilised.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent thatit is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred taxasset to be utilised. Unrecognised deferred tax assets are reassessed at each reporting date and are recognisedto the extent that it has become probable that future taxable profit will allow the deferred tax assets to beutilised.

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

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred taxitems are recognised in correlation to the underlying transaction either in other comprehensive income ordirectly in equity and deferred tax arising from a business combination is adjusted against goodwill onacquisition.




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2.23 Income taxes (continued)

(b) Deferred tax (continued)

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off currenttax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the sametaxation authority.

(c) Sales tax

Revenues, expenses and assets are recognised net of the amount of sales tax except:

- Where the sales tax incurred in a purchase of assets or services is not recoverable from the taxationauthority, in which case the sales tax is recognised as part of the cost of acquisition of the asset or as partof 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 ofreceivables or payables in the statements of financial position.

2.24 Segment reporting

For management purposes, the Group is organised into operating segments based on their geographical locationwhich are independently managed by the respective segment managers responsible for the performance of therespective segments under their charge. The segment managers report directly to the management of theCompany who regularly review the segment results in order to allocate resources to the segments and to assessthe segment performance. Additional disclosures on each of these segments are shown in Note 36, including thefactors used to identify the reportable segments and the measurement basis of segment information.

2.25 Share capital and share issuance expenses

An equity instrument is any contract that evidences a residual interest in the assets of the Group and the Companyafter deducting all of its liabilities. Ordinary shares are equity instruments.

Ordinary shares are recorded at the proceeds received, net of directly attributable incremental transaction costs.Ordinary shares are classified as equity. Dividends on ordinary shares are recognised in equity in the period inwhich they are declared.

2.26 Treasury shares

When shares of the Company, that have not been cancelled, recognised as equity are reacquired, the amount ofconsideration paid is recognised directly in equity. Reacquired shares are classified as treasury shares andpresented as a deduction from total equity. No gain or loss is recognised in profit or loss on the purchase, sale,issue or cancellation of treasury shares. When treasury shares are reissued by resale, the difference between thesales consideration and the carrying amount is recognised in equity.

2.27 Contingencies

A contingent liability or asset is a possible obligation or asset that arises from past events and whose existence willbe confirmed only by the occurrence or non-occurrence of uncertain future event(s) not wholly within the controlof the Group.

Contingent liabilities and assets are not recognised in the statements of financial position of the Group.

2.28 Financial guarantee contracts

A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse theholder for a loss it incurs because a specified debtor fails to make payment when due.



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2.28 Financial guarantee contracts (continued)

Financial guarantee contracts are recognised initially as a liability at fair value, net of transaction costs. Subsequentto initial recognition, financial guarantee contracts are recognised as income in profit or loss over the period of theguarantee. If the debtor fails to make payment relating to financial guarantee contract when it is due and theCompany, as the issuer, is required to reimburse the holder for the associated loss, the liability is measured at thehigher of the best estimate of the expenditure required to settle the present obligation at the reporting date andthe amount initially recognised less cumulative amortisation.

3. Significant accounting judgements and estimates

The preparation of the Group’s financial statements requires management to make judgements, estimates andassumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure ofcontingent liabilities at the reporting date. However, uncertainty about these assumptions and estimates could result inoutcomes that could require a material adjustment to the carrying amount of the asset or liability affected in the future.

3.1 Judgements made in applying accounting policies

The management did not make any critical judgment in the process of applying the Group’s accounting policiesthat have a significant effect on the amounts recognised in the financial statements.

3.2 Key sources of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting datethat have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities withinthe next financial year are discussed below.

(a) Useful lives of plant and equipment

The cost of plant and equipment for the manufacture of gloves is depreciated on a straight-line basis over theassets’ estimated economic useful lives. Management estimates the useful lives of these plant and equipmentto be 10 years. These are common life expectancies applied in the gloves manufacturing industry. Changesin the expected level of usage and technological developments could impact the economic useful lives andthe residual values of these assets, therefore future depreciation charges could be revised.

(b) Impairment of goodwill

Goodwill is tested for impairment annually and at other times when such indicators exist. This requires anestimation of the value in use of the cash-generating units to which goodwill is allocated.

When value in use calculations are undertaken, management must estimate the expected future cash flowsfrom the asset or cash-generating unit and choose a suitable discount rate in order to calculate the presentvalue of those cash flows. Further details of the carrying value, the key assumptions applied in the impairmentassessment of goodwill are given in Note 18.

(c) Deferred tax assets

Deferred tax assets are recognised for all unused tax losses, unabsorbed capital allowances and reinvestmentallowances to the extent that it is probable that taxable profit will be available against which the losses, capitalallowances and reinvestment allowances can be utilised. Significant management judgement is required todetermine the amount of deferred tax assets that can be recognised, based upon the likely timing and levelof future taxable profits. The total carrying value of recognised capital allowances and reinvestment allowancesof the Group was RM41,488,000 (2011: RM28,060,000) and the unrecognised tax losses, capital allowancesand reinvestment allowances of the Group was RM46,360,000 (2011: RM63,399,000).




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4. Revenue

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Sales of goods 2,314,454 2,053,916 - -Management fees from subsidiaries - - 1,266 1,175Dividend income from subsidiaries - - 176,425 83,600

2,314,454 2,053,916 177,691 84,775

5. Interest income

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Interest income from:

Available-for-sale-financial assets 10,406 5,878 - -Loans and receivables 1,934 4,695 6 7

12,340 10,573 6 7

6. Other income

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Gain on foreign exchange- realised 5,810 9,784 - -- unrealised - 8,675 - -Gain on disposal of property, plant and equipment - 245 - -Gain on fair value changes of derivatives - 1,737 - -Negative goodwill written off - 1,767 - -Sundry income 9,824 4,481 - -

15,634 26,689 - -



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7. Profit before tax

The following items have been included in arriving at profit before tax:

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Auditors’ remuneration:- Statutory audit

Company’s auditors 305 235 50 50Other auditors 275 170 - -Overprovision in prior year - (5) - -

Reversal of impairment loss on trade receivables - (397) - -Depreciation and amortisation:- Property, plant and equipment 68,907 61,343 - -- Land use rights 280 224 - -Impairment on investment in:- Associate - 46 - -- Subsidiary - - 4,000 -Loss on foreign exchange- realised - - - 93- unrealised 509 - - -Employee benefits expense (Note 8) 225,588 186,696 2,279 1,463Non-executive directors’ remuneration (Note 9) 394 358 205 175Operating lease - Minimum lease payment for

building and machinery 2,260 1,471 7 4Impairment loss on trade receivables 975 - - -Loss on disposal of property, plant and equipment 2,295 - - -Property, plant and equipment written off 739 426 - -

8. Employee benefits expense

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Wages and salaries 205,823 173,118 1,193 1,103Social security costs 2,298 1,707 3 3Pension costs - defined contribution plan 7,233 5,217 136 126Share options granted under ESOS 1,860 - 183 -Other staff related expenses 7,519 6,336 10 3Directors’ fees 855 318 754 228

225,588 186,696 2,279 1,463

Included in employee benefits expense of the Group and of the Company are executive directors’ remuneration amountingto RM6,702,000 (2011: RM5,138,000) and RM1,738,000 (2011: RM990,000) respectively as further disclosed in Note 9.




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9. Directors’ remuneration

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Directors of the Company

Executive:Salaries and other emoluments 2,886 2,709 754 680Pension costs - defined contribution plan 271 263 90 81Social security contributions 1 1 1 1Share options granted under ESOS 210 - 139 -Fees 828 302 754 228Benefits-in-kind 101 81 51 44

4,297 3,356 1,789 1,034

Non-executive:Fees 205 175 205 175

Other directors

Executive:Salaries and other emoluments 2,238 1,726 - -Pension costs - defined contribution plan 176 115 - -Social security contributions 7 6 - -Share options granted under ESOS 58 - - -Fees 27 16 - -Benefits-in-kind 21 18 - -

2,527 1,881 - -

Non-executive:Fees 189 183 - -

Analysis excluding benefits-in-kind:Total executive directors’ remuneration (Note 8) 6,702 5,138 1,738 990Total non-executive directors’ remuneration 394 358 205 175

Total directors’ remuneration 7,096 5,496 1,943 1,165



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10. Income tax expense

Major components of income tax expense

The major components of income tax expense for the years ended 31 August 2012 and 2011 are:

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Current income tax:- Malaysian income tax 44,394 17,166 137 8,000- Foreign tax 4,533 1,744 - -- Real property gain tax 201 - - -- (Over)/under provision in respect of previous years (8,646) 1,395 - -

40,482 20,305 137 8,000

Deferred income tax (Note 16):- Relating to origination and reversal of

temporary differences (2,223) 9,310 - -- (Over)/under provision in respect of previous years (4,842) 723 - -

(7,065) 10,033 - -

Income tax expense recognised in profit or loss 33,417 30,338 137 8,000

Reconciliation between tax expense and accounting profit

The reconciliation between tax expense and the product of accounting profit multiplied by the applicable corporate taxrate for the years ended 31 August 2012 and 2011 are as follows:

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Profit before tax 240,702 145,470 170,388 82,418

Tax at Malaysian statutory tax rate of 25% (2011: 25%) 60,176 36,368 42,597 20,605Different tax rates in other countries 4,613 1,112 - -Adjustments:

Effects of tax incentives claimed by foreign subsidiaries (10,233) (4,957) - -Income not subject to tax (1,252) (4,799) (43,969) (12,605)Non-deductible expenses 464 1,164 1,509 -Effect of income subject to real property gain tax 201 - - -Tax savings from utilisation of previously unrecognised:- Tax losses - (1,225) - -- Reinvestment allowances (1,429) - - -Deferred tax assets not recognised in respect of

current year’s tax losses, unabsorbed reinvestment allowances and unabsorbed capital allowances - 705 - -




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10. Income tax expense (continued)

Reconciliation between tax expense and accounting profit (continued)

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Deferred tax assets recognised in respect ofpreviously unabsorbed capital allowances andreinvestment allowances (5,590) - - -

Share of results of associate (45) (148) - -(Over)/under provision of deferred

tax in respect of previous years (4,842) 723 - -(Over)/under provision of income

tax in respect of previous years (8,646) 1,395 - -

Income tax expense recognised in profit or loss 33,417 30,338 137 8,000

Domestic income tax is calculated at the Malaysian statutory tax rate of 25% (2011: 25%) of the estimated assessableprofit for the year.

Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdiction.

The above reconciliation is prepared by aggregating separate reconciliations for each national jurisdiction.

11. Earnings per share

Basic earnings per share amounts are calculated by dividing profit for the year, net of tax, attributable to owners of theparent by the weighted average number of ordinary shares outstanding during the financial year.

Diluted earnings per share amounts are calculated by dividing profit for the year, net of tax, attributable to owners of the parentby the weighted average number of ordinary shares outstanding during the financial year plus the weighted average numberof ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.

The following reflect the profit and share data used in the computation of basic and diluted earnings per share for theyears ended 31 August:

Group

2012 2011

Profit net of tax attributable to owners of the parent used in thecomputation of basic and diluted earnings per share (RM’000) 202,726 113,091

Weighted average number of ordinary shares for basic earnings per share computation (’000) 618,609 618,373

Effects of dilution - share options (’000) 670 667

Weighted average number of ordinary shares for diluted earnings per share computation (’000) 619,279 619,040

Basic earnings per share (sen) 32.77 18.29

Diluted earnings per share (sen) 32.74 18.27



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12. Property, plant and equipment

* Land and Plant and ** Other Capital work-buildings equipment assets in-progress Total

Group RM’000 RM’000 RM’000 RM’000 RM’000

Cost

At 1 September 2010 256,021 564,350 40,983 19,085 880,439Additions 47,943 37,591 8,830 47,029 141,393Disposals (1,049) (1,020) (1,033) - (3,102)Written off - (831) (221) - (1,052)Reclassification 17,091 12,387 924 (30,402) -Transfer from land use rights (Note 13) 1,952 - - - 1,952Acquisition of subsidiary - - 76 - 76Exchange differences (296) (268) (89) (38) (691)

At 31 August 2011 and1 September 2011 321,662 612,209 49,470 35,674 1,019,015Additions 20,420 56,008 9,161 57,128 142,717Disposals - (12,262) (1,134) - (13,396)Written off - (1,224) (106) (198) (1,528)Reclassification 15,120 38,283 1,214 (54,664) (47)Exchange differences 2,313 4,178 134 225 6,850

At 31 August 2012 359,515 697,192 58,739 38,165 1,153,611

Accumulated depreciation

At 1 September 2010 21,260 258,484 19,828 - 299,572Depreciation charge for the year 3,981 52,921 4,441 - 61,343Disposals - (562) (1,033) - (1,595)Written off - (558) (68) - (626)Acquisition of subsidiary - - 55 - 55Exchange differences (18) (319) (89) - (426)

At 31 August 2011 and1 September 2011 25,223 309,966 23,134 - 358,323Depreciation charge for the year 4,890 58,658 5,359 - 68,907Disposals - (9,094) (1,071) - (10,165)Written off - (694) (95) - (789)Reclassification 2 (30) (19) - (47)Exchange differences 331 2,701 (36) - 2,996

At 31 August 2012 30,446 361,507 27,272 - 419,225

Net carrying amount

At 31 August 2011 296,439 302,243 26,336 35,674 660,692

At 31 August 2012 329,069 335,685 31,467 38,165 734,386

** Other assets comprise motor vehicles, renovation, office furniture and equipment.




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12. Property, plant and equipment (continued)

* Land and buildings

Freehold land Buildings Total RM’000 RM’000 RM’000

Cost

At 1 September 2010 75,624 180,397 256,021Additions 41,012 6,931 47,943Disposals (1,049) - (1,049)Reclassification 14 17,077 17,091Transfer from land use rights (Note 13) - 1,952 1,952Exchange differences (202) (94) (296)

At 31 August 2011 and 1 September 2011 115,399 206,263 321,662Additions 9,591 10,829 20,420Reclassification 2,236 12,884 15,120Exchange differences 245 2,068 2,313

At 31 August 2012 127,471 232,044 359,515

Accumulated depreciation

At 1 September 2010 - 21,260 21,260Depreciation charge for the year - 3,981 3,981Exchange differences - (18) (18)

At 31 August 2011 and 1 September 2011 - 25,223 25,223Depreciation charge for the year - 4,890 4,890Reclassification - 2 2Exchange differences - 331 331

At 31 August 2012 - 30,446 30,446

Net carrying amount

At 31 August 2011 115,399 181,040 296,439

At 31 August 2012 127,471 201,598 329,069

(a) Property, plant and equipment of the Group with the following net carrying amounts are pledged to banks forbanking facilities granted to the Group as referred to in Note 24.

2012 2011RM’000 RM’000

Land and buildings 7,267 7,072

(b) During the financial year, the Group acquired motor vehicle with an aggregate cost of RM Nil (2011: RM120,000)by means of finance leases. The cash outflow on acquisition of property, plant and equipment amounted toRM142,717,000 (2011: RM141,273,000).

The net carrying amounts of motor vehicles held under finance lease arrangements amounted to RM75,000(2011:RM120,000).



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13. Land use rights

Group

2012 2011RM’000 RM’000

Cost

At 1 September 20,996 22,900Additions 2,940 -Transfer to property, plant and equipment (Note 12) - (1,952)Exchange differences 193 48

At 31 August 24,129 20,996

Accumulated amortisation

At 1 September 1,388 1,159Amortisation for the year 280 224Exchange differences 20 5

At 31 August 1,688 1,388

Net carrying amount 22,441 19,608

Amount to be amortised:- Not later than one year 288 224- Later than one year but not later than five years 1,152 897- Later than five years 21,001 18,487

22,441 19,608

The Group has land use rights over twelve plots of land in Malaysia and two plots of land in the People’s Republic of Chinawhere the Group’s manufacturing facilities reside. The land use rights have an average remaining tenure range from 40to 75 years (2011: 41 to 76 years).

14. Investment in subsidiaries

Company

2012 2011RM’000 RM’000

Unquoted shares, at cost:- In Malaysia 581,620 25,620Less: Accumulated impairment losses (4,845) (845)

576,775 24,775- Outside Malaysia 3,728 3,728

580,503 28,503




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14. Investment in subsidiaries (continued)

Details of the subsidiaries are as follows:

Proportion ofCountry of ownership interest (%)

Name incorporation 2012 2011 Principal activities

Held by the Company:

Top Glove Sdn. Bhd. (“TGSB”)* Malaysia 100 100 Manufacturing and trading of gloves

TG Medical Sdn. Bhd. ("TGMSB")# Malaysia 100 100 Manufacturing and trading of gloves

Great Glove Sdn. Bhd.# Malaysia 100 100 Provision of management services

Top Glove Engineering Sdn. Bhd.# Malaysia 100 100 Property investment and trading of machinery

TG Medical (U.S.A.) Inc# United States 100 100 Trading of glovesof America

Top Quality Glove Sdn. Bhd.* Malaysia 100 100 Manufacturing and trading of gloves

Top Care Sdn. Bhd.* Malaysia 100 100 Investment holding

Held through TGSB:

Great Glove (Thailand) Co. Ltd.# Thailand 74 74 Manufacturing of gloves

Top Glove Medical Thailand 100 100 Manufacturing of gloves(Thailand) Co. Ltd.#

Top Glove Technology Thailand 100 100 Producing and selling (Thailand) Co. Ltd.# concentrate latex

B Tech Industry Co. Ltd.# Thailand 100 100 Producing and selling concentrate latex

Top Quality Glove (Thailand) Co Ltd.# Thailand 100 100 Dormant

Top Glove Europe GmbH # Germany 98 98 Trading of gloves

Top Glove (Zhangjiagang) The People’s 100 100 Manufacturing of glovesCo. Ltd.# Republic of

China

Great Glove The People’s 100 100 Manufacturing of gloves(Xinghua) Co. Ltd.# Republic of

China

TG Medical The People’s 100 100 Trading of gloves(Zhangjiagang) Republic ofIncorporated # China



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Held through TGSB (continued):

Top Glove International Sdn. Bhd.# Malaysia 100 100 Dormant

Top Glove Properties Sdn. Bhd. Malaysia 100 100 Property investment(formerly known as TopGlove Academy Sdn. Bhd.)#

Medi-Flex Limited ("Medi-Flex")** Singapore 80 80 Investment holding

Held through TGMSB:

Top Glove Agro Sdn. Bhd.# Malaysia 100 - Dormant

Held through Medi-Flex:

Flexitech Sdn. Bhd. ("Flexitech")* Malaysia 80 80 Manufacturing of gloves

Held through Flexitech:

Techniglove Asia Sdn. Bhd.* Malaysia 80 80 Temporarily ceased operations

Held through Top Care Sdn. Bhd.:

Best Advance Resources Limited British Virgin - 100 Investment holding("Best Advance")*## Island

Best Advance Resources Limited Malaysia 100 - Investment holding("Best Advance")*##

Green Resources Limited* Malaysia 100 - Investment holding

Efficient Plantations Co., Ltd.* Cambodia 100 100 Plantation of rubber trees

Held through Best Advance:

Great Plantations Co., Ltd.* Cambodia 100 100 Plantation of rubber trees

PT. Topglove Indonesia* Indonesia 100^ - Investment holding

* Audited by Ernst & Young, Malaysia ** Audited by member firms of Ernst & Young Global in the respective countries# Audited by firms other than Ernst & Young## During the financial year, the country of incorporation of Best Advance Resources Limited had been re-registered from

British Virgin Island to Labuan, Malaysia. ^ The total equity interests held by the Group is 100% and it is held by the following subsidiaries:

(i) Best Advance Resources Limited 99.99% (ii) Green Resources Limited 0.01%




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Acquisition of Subsidiary

On 23 April 2011, the Company through its wholly owned subsidiary, TGSB acquired 97,500 ordinary shares representing97.50% of the equity interest in Top Glove Europe GmbH (“TG Europe”), a company incorporated in Germany for a cashconsideration of RM425,744, resulting in the Company to become the ultimate holding company of TG Europe.

The fair values of the identifiable assets and liabilities of TG Europe as at the date of acquisition were:

CarryingFair value amount

RM’000 RM’000

Property, plant and equipment 21 21Trade and other receivables 355 355Inventories 2,017 1,410Cash and cash equivalents 1,050 1,050

3,443 2,836

Trade and other payables 1,078 1,078Income tax payable 116 116

1,194 1,194

Net identifiable assets 2,249 1,642

Fair value of net identifiable assets 2,249Less: Minority interests (56)

Group’s interest in the fair value of net identifiable assets 2,193Negative goodwill on acquisition (1,767)

Total cost of acquisition 426

The effect of the acquisition on cash flows is as follows:

RM’000

Consideration settled in cash 426Cash and cash equivalents of subsidiary acquired (1,050)

Net cash inflow on the acquisition (624)



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15. Investment in associate

Group

2012 2011RM’000 RM’000

Unquoted shares at cost 9,013 9,013Share of post-acquisition reserves 217 (45)Foreign currency translation 345 917

9,575 9,885Less: Accumulated impairment losses (2,846) (2,846)

6,729 7,039

Details of the associate are as follows:



Held through subsidiary:

Sonic Clean Pte. Ltd. Singapore 29 29 Provide all kinds of aqueous cleaning services, consumable cleaning and sub-assembly work in clean room environment and investment holding

The summarised financial information of the associate, not adjusted for the porportion of ownership interest held by theGroup, is as follows:

Group

2012 2011RM’000 RM’000

Assets and liabilitiesTotal assets 20,519 20,321

Total liabilities (2,254) (3,609)

ResultsRevenue 18,354 19,860Profit for the year 712 2,238




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16. Deferred tax (assets)/liabilities

Deferred income tax as at 31 August 2012 relates to the following:

Deferred tax Deferred tax assetsliabilities Unabsorbed

capitalProperty, allowances andplant and reinvestment

equipment Provisions allowances TotalGroup RM’000 RM’000 RM’000 RM’000

At 1 September 2010 43,925 (2,550) (7,015) 34,360Recognised in profit and loss 7,390 2,643 - 10,033

At 31 August 2011 51,315 93 (7,015) 44,393Recognised in profit and loss (2,253) (1,455) (3,357) (7,065)

At 31 August 2012 49,062 (1,362) (10,372) 37,328

Presented after appropriate offsetting as follows:

Group

2012 2011RM’000 RM’000

Deferred tax assets (3,700) -Deferred tax liabilities 41,028 44,393

37,328 44,393

Deferred tax assets have not been recognised in respect of the following items:

Group

2012 2011RM’000 RM’000

Unutilised tax losses 17,731 17,323Unabsorbed capital allowances - 1,313Unabsorbed increase in export allowances 3,206 -Unabsorbed reinvestment allowances 25,423 44,763

46,360 63,399



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17. Investment securities

Group

2012 2011RM’000 RM’000

Market value Market valueCarrying of quoted Carrying of quotedamount investments amount investments

CurrentAvailable-for-sale financial assets- Debt securities (quoted in Malaysia) 5,835 5,835 5,973 5,973- Debt securities (quoted outside Malaysia) 138,363 138,363 102,539 102,539

Total current investment securities 144,198 108,512

Non-currentUnquoted investments - golf club membership 145 - 146 -

144,343 108,658

18. Goodwill

Goodwill has been allocated to the Group’s CGUs identified according to the subsidiaries, as follows:

Group

2012 2011RM’000 RM’000

Top Glove (Zhangjiagang) Co. Ltd. 2,378 2,378Top Glove Medical (Thailand) Co. Ltd. 2,946 2,946B Tech Industry Co. Ltd. 14,789 14,789

20,113 20,113

Key assumptions used in value-in-use calculations

The recoverable amount of a CGU is determined based on value-in-use calculations using cash flow projections basedon financial budgets approved by management covering a five years period. The key assumptions used for value-in-usecalculations are as follows:

Gross Margin Discount Rate2012 2011 2012 2011

Top Glove (Zhangjiagang) Co. Ltd. 8% 5% 11% 13%Top Glove Medical (Thailand) Co. Ltd. 13% 10% 11% 13%B Tech Industry Co. Ltd. 7% 7% 11% 13%




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18. Goodwill (continued)

Key assumptions used in value-in-use calculations (continued)

The following describes each key assumptions on which management has based its cash flow projections to undertakeimpairment testing of goodwill:

(i) Budgeted gross margin

The basis used to determine the value assigned to the budgeted gross margins is the average gross marginsachieved in the year immediately before the budgeted year increased for expected efficiency improvements.

(ii) Discount rate

The discount rates used are pre-tax and reflect specific risks relating to the relevant segments.

The Group believes that any reasonably possible change in the above key assumptions applied are not likely to materiallycause recoverable amount to be lower than its carrying amount.

19. Inventories

Group

2012 2011RM’000 RM’000

Cost Raw materials 51,145 45,179Consumables and hardware 15,531 18,618Work-in-progress 17,542 16,147Finished goods 93,016 93,090

177,234 173,034Net realisable valueWork-in-progress 698 -Finished goods 1,508 2,498

179,440 175,532



96

20. Trade and other receivables

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Trade receivablesThird parties 277,982 250,225 - -Less: Allowance for impairment (975) (13) - -

Trade receivables, net 277,007 250,212 - -

Other receivablesAmounts due from subsidiaries - - 3,989 463,268Sundry receivables 9,111 8,826 - -Refundable deposits 7,745 3,091 14 14

16,856 11,917 4,003 463,282

Total trade and other receivables 293,863 262,129 4,003 463,282

Total trade and other receivables 293,863 262,129 4,003 463,282Add: Cash and cash equivalents (Note 23) 167,246 148,760 874 142

Total loans and receivables 461,109 410,889 4,877 463,424

(a) Trade receivables

Trade receivables are non-interest bearing and are generally on 30 to 90 days (2011: 30 to 90 days) terms. Othercredit terms are assessed and approved on a case-by-case basis. They are recognised at their original invoiceamounts which represent their fair values on initial recognition.

Ageing analysis of trade receivables

The ageing analysis of the Group’s trade receivables is as follows:

Group

2012 2011RM’000 RM’000

Neither past due nor impaired 249,994 228,792

1 to 30 days past due not impaired 22,171 16,29431 to 60 days past due not impaired 2,210 2,05361 to 90 days past due not impaired 163 -91 to 120 days past due not impaired 30 -More than 121 days past due not impaired 2,439 3,073

27,013 21,420Impaired 975 13

277,982 250,225




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20. Trade and other receivables (continued)

(a) Trade receivables (continued)

Receivables that are neither past due nor impaired

Trade and other receivables that are neither past due nor impaired are creditworthy debtors with good paymentrecords with the Group and mostly are regular customers that have been transacting with the Group.

None of the Group’s trade receivables that are neither past due nor impaired have been renegotiated during thefinancial year.

Receivables that are past due but not impaired

The Group has trade receivables amounting to RM27,013,000 (2011: RM21,420,000) that are past due at thereporting date but not impaired. These receivables are unsecured in nature.

Receivables that are impaired

The Group’s trade receivables that are impaired at the reporting date and the movement of the allowance accountsused to record the impairment are as follows:

Group

2012 2011RM’000 RM’000

Trade receivables-nominal amounts 975 13Less: Allowance for impairment loss (975) (13)

- -

Movements in the allowance accounts:

Group

2012 2011RM’000 RM’000

1 September (13) (410)Written off 13 -Charge for the year (Note 7) (975) -Reversal of impairment loss - 397

31 August (975) (13)

Trade receivables that are individually determined to be impaired at the reporting date relate to debtors are insignificant financial difficulties and have defaulted on payments. These receivables are not secured by anycollateral or credit enhancements.

(b) Related party balances

Amounts due from subsidiaries are unsecured, non-interest bearing and are repayable upon demand.



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21. Other current assets

Group

2012 2011RM’000 RM’000

Deposits paid for acquisition of a company 21,772 -Prepaid operating expenses 4,019 4,316

25,791 4,316

22. Derivative assets/(liabilities)

2012 2011RM’000 RM’000

Contract/ Contract/Notional NotionalAmount Liabilities Amount Assets

Non-hedging derivatives:

Forward currency contracts 795,564 (2,663) 635,324 2,954

The Group uses forward currency to manage sales transaction exposure. These contracts are not designated as cash flowor fair value hedges and entered into for periods consistent with currency transaction exposure and fair value changesexposure. Such derivatives do not qualify for hedge accounting.

Forward currency contracts are used to hedge the Group’s sales denominated in USD, extending to July 2013 (2011:August 2012).

During the financial year, the Group recognised a loss of RM5,617,000 (2011: gain of RM1,737,000) arising from fairvalue changes of derivative (liabilities)/assets. The fair value changes are attributable to changes in foreign exchangespot and forward rate.

23. Cash and cash equivalents

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Cash on hand and at banks 44,887 65,833 874 142Deposits with licensed banks and

other financial institutions 92,391 43,422 - -Money market funds 29,968 39,505 - -

Cash and cash equivalents 167,246 148,760 874 142




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23. Cash and cash equivalents (continued)

The weighted average effective interest rates and average maturities of deposits with licensed banks and other financialinstitutions at the reporting date were as follows:

Group

2012 2011

Weighted average effective interest rates (%) 2.17 3.56 Average maturities (days) 107 146

There is no maturity period for money market funds as these money are callable on demand.

24. Loans and borrowings

Group

2012 2011Maturity RM’000 RM’000

CurrentSecured:3.25% p.a. fixed rate USD bank loan 2013 125 114Obligations under finance leases (Note 32(c)) 2013 36 43

161 157

Non-currentSecured:3.25% p.a. fixed rate USD bank loan 2014 - 2030 2,776 2,774Obligations under finance leases (Note 32(c)) 2014 - 2015 39 77

2,815 2,851

Total loans and borrowings 2,976 3,008

The remaining maturities of the loans and borrowings as at 31 August 2012 are as follows:

Group

2012 2011RM’000 RM’000

On demand or within one year 161 157More than 1 year and less than 2 years 164 161More than 2 years and less than 5 years 415 4145 years or more 2,236 2,276

2,976 3,008



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24. Loans and borrowings (continued)

Obligations under finance leases

These obligations are secured by a charge over the leased assets (Note 12). The average discount rate implicit in theleases is 3.9% (2011: 1.57%) per annum. These obligations are denominated in the respective functional currencies ofthe relevant entities in the Group.

3.25% p.a. fixed rate USD bank loan

The loan is secured by way of fixed charges over certain property, plant and equipment as disclosed in Note 12.

25. Trade and other payables

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Trade payables 117,005 105,955 - -

Other payablesAccrued operating expenses 37,817 29,237 1,042 519Sundry payables 76,716 59,419 1 12

114,533 88,656 1,043 531

Total trade and other payables 231,538 194,611 1,043 531Add: Loans and borrowings (Note 24) 2,976 3,008 - -

Total financial liabilities carried at amortised cost 234,514 197,619 1,043 531

(a) Trade payables

These amounts are non-interest bearing.The normal trade credit term granted to the Group ranges from 30 to 90days (2011: range from 30 to 90 days).

(b) Other payables

These amounts are non-interest bearing. Other payables are normally settled on an average term of 30 to 90 days(2011: range from 30 to 90 days).




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26. Share capital

Group and Company

Number of ordinary sharesof RM0.50 each Amount

2012 2011 2012 2011’000 ’000 RM’000 RM’000

AuthorisedAt 31 August 800,000 800,000 400,000 400,000

Issued and fully paidAt 1 September 618,513 618,163 309,256 309,081Exercise of ESOS 367 350 184 175

At 31 August 618,880 618,513 309,440 309,256

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

27. Share premium

This is a non-distributable reserve which arose from the issue of the Company’s shares at a premium:

Group and Company

2012 2011RM’000 RM’000

At 1 September 171,780 170,563Issuance of ordinary shares pursuant to ESOS 1,020 840Transfer from share option reserve 1,406 383Share issue expenses (9) (6)

At 31 August 174,197 171,780



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28. Other reserves

Foreign Share Fair valueexchange Legal option adjustment

reserve reserve reserve reserve TotalRM’000 RM’000 RM’000 RM’000 RM’000

Group

At 1 September 2010 791 2,400 10,260 641 14,092Loss on fair value changes - - - (1,057) (1,057)Foreign currency translation 975 - - - 975Transfer to share premium - - (383) - (383)Transfer from retained earnings - 1,204 - - 1,204

At 31 August 2011 1,766 3,604 9,877 (416) 14,831Gain on fair value changes - - - 4,597 4,597Foreign currency translation 3,594 - - - 3,594Share options granted under ESOS - - 1,860 - 1,860Transfer to share premium - - (1,406) - (1,406)Transfer from retained earnings - 830 - - 830

At 31 August 2012 5,360 4,434 10,331 4,181 24,306

Share optionreserve

RM’000Company

At 1 September 2010 10,260Transfer to share premium (383)

At 31 August 2011 9,877Share options granted under ESOS 1,860Transfer to share premium (1,406)

At 31 August 2012 10,331




103

28. Other reserves (continued)

(a) Foreign exchange reserve

The foreign currency translation reserve is used to record exchange differences arising from the translation of thefinancial statements of foreign operations whose functional currencies are different from that of the Group’spresentation currency. It is also used to record the exchange differences arising from monetary items which formpart of the Group’s net investment in foreign operations, where the monetary item is denominated in either thefunctional currency of the reporting entity or the foreign operation.

(b) Legal reserve

This represents a general reserve provided for in respect of subsidiaries incorporated in the People’s Republic ofChina and Thailand.

Under the Wholly Foreign Owned Enterprise (“WFOE”) Law in the People’s Republic of China, at least 10% of thenet profit after taxation in each financial year must be credited to this reserve, until it reaches 50% of the registeredpaid up capital of the subsidiary.

Under the Civil and Commercial Code in Thailand, a company is required to set aside a statutory reserve equal toat least 5% of its net profit each time when the company pays out a dividend, until it reaches 10% of the registeredshare capital of the company.

(c) Share option reserve

The share option reserve represents the equity-settled share options granted to employees. This reserve is madeup of the cumulative value of services received from employees recorded on grant of share options.

(d) Fair value adjustment reserve

Fair value adjustment reserve represents the cumulative fair value changes, net of tax, of available-for-sale financialassets until they are disposed of or impaired.

29. Retained earnings

The Company has elected for the irrevocable option under the Finance Act 2007 to disregard the 108 balance as at 31December 2007. Hence, the Company will be able to distribute dividends out of its entire retained earnings as at 31August 2012 and 2011 under the single tier system.

30. Employee Share Options Scheme (ESOS)

The Company ESOS is governed by the By-Laws which was approved by the shareholders at the Extraordinary GeneralMeeting held on 9 January 2008 and became effective on 1 August 2008.

The main features of the ESOS are as follows:

(a) The ESOS shall be in force for a period of ten years from the date of the receipt of the last of the requisite approvals.

(b) Eligible persons are employees of the Group (including executive directors) who have been confirmed in theemployment of the Group and have served for at least one year before the date of the offer. The eligibility forparticipation in the ESOS shall be at the discretion of the Options Committee appointed by the Board of Directors.



104

30. Employee Share Options Scheme (ESOS) (continued)

(c) The total number of shares to be issued under the ESOS shall not exceed in aggregate 15% of the issued and paidup share capital of the Company at any point of time during the tenure of the ESOS.

(d) The option price for each share shall be the 5-days weighted average market price of the underlying shares at thetime the ESOS Options are granted, with either a premium or a discount of not more than ten percent (10%), orthe par value of the ordinary shares of the Company of RM0.50, whichever is higher.

(e) No option shall be granted for less than 100 shares to any eligible employee.

(f) An option granted under the ESOS shall be capable of being exercised by the grantee by notice in writing to theCompany commencing from the date of the offer but before the expiry on 1 August 2018.

(g) All new ordinary shares issued upon exercise of the options granted under the ESOS will rank pari passu in allrespect with the existing ordinary shares of the Company other than as may be specified in a resolution approvingthe distribution of dividends prior to their exercise dates.

(h) No eligible person shall participate at any time in more than one share option scheme implemented by anycompany within the Group unless otherwise approved by the Options Committee.

(i) The options shall not carry any right to vote at a general meeting of the Company.

The terms of share options outstanding as at end of the financial year are as follows:

2012Number of share options over the ordinary shares of RM0.50 each

Grant Expiry Exercise At beginning At endDate Date Price of year Granted Exercised Lapsed of year

RM ’000 ’000 ’000 ’000 ’000

05.09.2008 01.08.2018 2.01 122.8 - (42.2) (3.4) 77.205.10.2008 01.08.2018 1.99 0.8 - - - 0.805.03.2009 01.08.2018 2.26 260.2 - (101.0) (1.0) 158.206.04.2009 01.08.2018 2.45 0.8 - - - 0.805.06.2009 01.08.2018 2.95 3.2 - (1.2) - 2.005.08.2009 01.08.2018 3.58 2.4 - - - 2.420.08.2009 01.08.2018 3.52 1,203.0 - (51.6) (35.2) 1,116.205.10.2009 01.08.2018 3.60 16.8 - (16.0) - 0.805.11.2009 01.08.2018 4.12 41.4 - - - 41.404.12.2009 01.08.2018 4.60 68.6 - - (6.6) 62.005.01.2010 01.08.2018 5.04 62.7 - (2.0) - 60.705.02.2010 01.08.2018 5.64 88.8 - - (0.8) 88.005.03.2010 01.08.2018 5.79 5,098.8 - - (151.8) 4,947.005.04.2010 01.08.2018 6.97 158.8 - - (28.0) 130.806.05.2010 01.08.2018 6.16 224.0 - - (22.0) 202.005.06.2010 01.08.2018 6.12 324.4 - - (20.8) 303.605.07.2010 01.08.2018 6.85 198.2 - - (18.0) 180.206.08.2010 01.08.2018 6.51 86.6 - - (3.4) 83.205.10.2011 01.08.2018 4.15 - 1,848.7 (152.8) (50.8) 1,645.1

7,962.3 1,848.7 (366.8) (341.8) 9,102.4




105


2011Number of share options over the ordinary shares of RM0.50 each

Grant Expiry Exercise At beginning At endDate Date Price of year Granted Exercised Lapsed of year

RM ’000 ’000 ’000 ’000 ’000

05.09.2008 01.08.2018 2.01 235.2 - (112.4) - 122.805.10.2008 01.08.2018 1.99 0.8 - - - 0.805.03.2009 01.08.2018 2.26 299.8 - (39.6) - 260.206.04.2009 01.08.2018 2.45 0.8 - - - 0.805.06.2009 01.08.2018 2.95 5.2 - (2.0) - 3.205.08.2009 01.08.2018 3.58 2.4 - - - 2.420.08.2009 01.08.2018 3.52 1,398.2 - (194.6) (0.6) 1,203.005.10.2009 01.08.2018 3.60 16.8 - - - 16.805.11.2009 01.08.2018 4.12 41.4 - - - 41.404.12.2009 01.08.2018 4.60 70.6 - (2.0) - 68.605.01.2010 01.08.2018 5.04 62.7 - - - 62.705.02.2010 01.08.2018 5.64 88.8 - - - 88.805.03.2010 01.08.2018 5.79 5,311.4 - - (212.6) 5,098.805.04.2010 01.08.2018 6.97 162.8 - - (4.0) 158.806.05.2010 01.08.2018 6.16 253.4 - - (29.4) 224.005.06.2010 01.08.2018 6.12 367.4 - - (43.0) 324.405.07.2010 01.08.2018 6.85 247.8 - - (49.6) 198.206.08.2010 01.08.2018 6.51 93.1 - - (6.5) 86.6

8,658.6 - (350.6) (345.7) 7,962.3



106


Details of share options exercised during the financial year and the fair value, at exercise date, of ordinary shares issuedare as follows:

Fair value Number Consider-Exercise of ordinary of share ations

Exercise Date price shares options receivedRM RM ’000 RM’000

2012September 2011 - August 2012 2.01 3.92 - 5.44 29.0 58September 2011 - August 2012 2.26 3.92 - 5.44 114.2 258September 2011 - August 2012 2.95 3.92 - 5.44 1.2 4September 2011 - August 2012 3.52 3.92 - 5.44 51.6 182September 2011 - August 2012 3.60 3.92 - 5.44 16.0 58September 2011 - August 2012 5.04 3.92 - 5.44 2.0 10September 2011 - August 2012 4.15 3.92 - 5.44 152.8 634

366.8 1,204Less: Par value of ordinary shares (184)

Share premium 1,020

2011September 2010 - August 2011 2.01 4.68 - 5.88 112.4 225September 2010 - August 2011 2.26 4.68 - 5.88 39.6 90September 2010 - August 2011 2.95 4.68 - 5.88 2.0 6September 2010 - August 2011 3.52 4.68 - 5.88 194.6 685September 2010 - August 2011 4.60 4.68 - 5.88 2.0 9

350.6 1,015Less: Par value of ordinary shares (175)

Share premium 840

Fair value of share options granted during the year

The fair value of share options granted during the year were estimated by using a binomial model, taking into accountthe terms and conditions upon which the options were granted. The fair value of share options measured at grant dateand the assumptions are as follows:

2012 2011

Fair value of share options at the following grant dates (RM)5 October 2011 0.99,1.01 & 1.02 -

Weighted average share price (RM) 4.82 -Weighted average exercise price (RM) 2.90 -Expected volatility (%) 28.48 -Expected life (years) 6.82 -Risk free rate (%) 3.56 -Expected dividend yield (%) 2.06 -




107


Fair value of share options granted during the year (continued)

The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that mayoccur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which mayalso not necessarily be the actual outcome. No other features of the option were incorporated into the measurement offair value.

31. Related party transactions

(a) Sales and purchase of goods

In addition to the related party information disclosed elsewhere in the financial statements, the following significanttransactions between the Group and related parties took place at terms agreed between the parties during thefinancial year:

Company

2012 2011RM’000 RM’000

Gross dividends from subsidiaries 176,425 83,600Management fees from subsidiaries 1,266 1,175

(b) Compensation of key management personnel

There are no other key management personnel other than the executive directors. The remuneration of executivedirectors during the year were as follows:

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Salaries and other emoluments 5,124 4,435 754 680 Pension costs - defined 447 378 90 81 Social security contributions 8 7 1 1 Share options granted underESOS 268 - 139 - Fees 855 318 754 228

6,702 5,138 1,738 990



108

32. Commitments

(a) Capital commiments

Capital expenditure as at the reporting date is as follows:

Group

2012 2011RM’000 RM’000

Approved and contracted for property, plant and equipment 48,795 30,449

(b) Operating lease arrangements

In addition to the land use rights disclosed in Note 13, the Group has entered into commercial leases on certainoffice equipment. These leases have an average tenure of between one and five years.

Future minimum rentals payable under non-cancellable operating leases (excluding land use rights) at thereporting date are as follows:

Group

2012 2011RM’000 RM’000

Future minimum rentals payments:Not later than 1 year 912 933Later than 1 year and not later than 2 years 839 802Later than 2 years and not later than 5 years 1,367 1,860

3,118 3,595

(c) Finance lease commitments

The Group has finance leases for certain items of property, plant and equipment (Note 12). Future minimumlease payments under finance leases together with the present value of the net minimum lease payments are asfollows:

Group

2012 2011RM’000 RM’000

Minimum lease payments:Not later than 1 year 38 43Later than 1 year and not later than 2 years 38 43Later than 2 years and not later than 5 years 3 35

Total minimum lease payments 79 121Less: Amount representing finance charges (4) (1)

Present value of minimum lease payables 75 120




109

32. Commitments (continued)

(c) Finance lease commitments (continued)

Group

2012 2011RM’000 RM’000

Present value of payments:Not later than 1 year 36 43Later than 1 year and not later than 2 years 36 43Later than 2 years and not later than 5 years 3 34

Present value of minimum lease payments 75 120Less: Amount due within 12 months (Note 24) (36) (43)

Amount due after 12 months (Note 24) 39 77

33. Fair values of financial assets and liabilities

Financial instruments that are not carried at fair value and whose carrying amounts are reasonable approximation of fairvalue

The following are classes of financial instruments that are not carried at fair value and whose carrying amounts arereasonable approximation of fair value:

Note

Trade and other receivables 20 Loans and borrowings (current) 24 Trade and other payables 25

The carrying amounts of these financial assets and liabilities are reasonable approximation of fair values, either due totheir short-term nature or that they are floating rate instruments that are re-priced to market interest rates on or near thereporting date.

The carrying amounts of the current portion of loans and borrowings are reasonable approximations of fair values due tothe insignificant impact of discounting.

The fair values of loans and borrowings are estimated by discounting expected future cash flows at market incrementallending rate for similar types of lending, borrowing or leasing arrangements at the reporting date.

Quoted debt securities

Fair value is determined directly by reference to their published market bid price at the reporting date.



110

33. Fair values of financial assets and liabilities (continued)

Derivatives

Forward currency contracts are valued using a valuation technique with market observable inputs. The most frequentlyapplied valuation techniques include forward pricing, using present value calculations. The models incorporate variousinputs including the credit quality of counterparties, foreign exchange spot and forward rates.

Fair value hierarchy

The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuationtechnique:

Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities;

Level 2: Inputs other than quoted prices included in Level 1, that are observable for asset or liability, either directly orindirectly; and

Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs)

GroupAs at 31 August 2012 Level 1 Level 2 Total

RM’000 RM’000 RM’000

Assets measured at fair valueAvailable-for-sale financial assets 144,198 - 144,198

Liabilities measured at fair valueDerivative liabilities at fair value through profit or loss - 2,663 2,663

During the reporting period ended 31 August 2012, there were no transfers between Level 1 and Level 2 fair valuemeasurements.

GroupAs at 31 August 2011 Level 1 Level 2 Total

RM’000 RM’000 RM’000

Assets measured at fair valueAvailable-for-sale financial assets 108,512 - 108,512Derivative assets at fair value through profit or loss - 2,954 2,954

108,512 2,954 111,466

During the reporting period ended 31 August 2012 and 2011, there were no transfers between Level 1 and Level 2 fairvalue measurements.




111

34. Financial risk management objectives and policies

The Group and the Company are exposed to financial risks arising from their operations and the use of financialinstruments. The key financial risks include credit risk, liquidity risk, interest rate risk and foreign currency risk.

The following sections provide details regarding the Group’s and the Company’s exposure to the above-mentioned financialrisks and the objectives, policies and processes for the management of these risks.

(a) Credit risk

Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default onits obligations. The Group’s and the Company’s exposure to credit risk arises primarily from trade and otherreceivables. For other financial assets (including investment securities, cash and bank balances and derivatives),the Group and the Company minimise credit risk by dealing exclusively with high credit rating counterparties.

The Group’s objective is to seek continual revenue growth while minimising losses incurred due to increased creditrisk exposure. The Group trades only with recognised and creditworthy third parties. It is the Group’s policy thatall customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivablebalances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts is notsignificant.

Exposure to credit risk

At the reporting date, the Group’s and the Company’s maximum exposure to credit risk is represented by:

- The carrying amount of each class of financial assets recognised in the statements of financial position, including derivatives with positive fair values.

- A nominal amount of RM26,546,000 (2011: RM20,962,000) relating to a bank guarantee provided by the Company to utilities suppliers.

Financial assets that are neither past due nor impaired

Information regarding trade and other receivables that are neither past due nor impaired is disclosed in Note 20.Deposits with banks and other financial institutions, debt securities and derivatives that are neither past due norimpaired are placed with or entered into with reputable financial institutions or companies with high credit ratingsand no history of default.

Financial assets that are either past due or impaired

Information regarding financial assets that are either past due or impaired is disclosed in Note 20.



112

34. Financial risk management objectives and policies (continued)

(b) Liquidity risk

Liquidity risk is the risk that the Group or the Company will encounter difficulty in meeting financial obligations dueto shortage of funds. The Group’s and the Company’s exposure to liquidity risk arises primarily from mismatchesof the maturities of financial assets and liabilities. The Group’s and the Company’s objective is to maintain abalance between continuity of funding and flexibility through the use of stand-by credit facilities.

Analysis of financial instruments by remaining contractual maturities

The table below summarises the maturity profile of the Group’s and the Company’s liabilities at the reporting datebased on contractual undiscounted repayment obligations.

2012RM’000

On demandor within One to Overone year five years five years Total

Group

Financial liabilitiesTrade and other payables,excluding bank guarantees * 231,538 - - 231,538

Loans and borrowings 161 579 2,236 2,976

Total undiscounted financial liabilities 231,699 579 2,236 234,514

Company

Financial liabilitiesTrade and other payables 1,043 - - 1,043

Total undiscounted financial liabilities 1,043 - - 1,043

2011RM’000


Group

Financial liabilitiesTrade and other payables,excluding bank guarantees * 194,611 - - 194,611

Loans and borrowings 157 575 2,276 3,008

Total undiscounted financial liabilities 194,768 575 2,276 197,619




113


(b) Liquidity risk (continued)

Analysis of financial instruments by remaining contractual maturities (continued)

2011RM’000


Company

Financial liabilitiesTrade and other payables 531 - - 531

Total undiscounted financial liabilities 531 - - 531

* At the reporting date, the counterparties to the bank guarantees does not have a right to demand cash as thedefault has not occurred. Accordingly, financial guarantees under the scope of FRS 139 are not included inthe above maturity profile analysis.

(c) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of the Group’s and the Company’s financialinstruments will fluctuate because of changes in market interest rates.

The Group’s and the Company’s exposure to interest rate risk arises primarily from their loans and borrowings. TheGroup manages its interest rate exposure by maintaining a prudent mix of fixed and floating rate borrowings. TheGroup actively reviews its debt portfolio, taking into account the investment holding period and nature of its assets.This strategy allows it to capitalise on cheaper funding in a low interest rate environment and achieve a certain levelof protection against rate hikes.

(d) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuatebecause of changes in foreign exchange rates.

The Group has transactional currency exposures mainly arising from sales that are denominated in a currencyother than the respective functional currencies of the Group entities, primarily RM, Thailand Baht (“Baht”) andChinese Renminbi (“RMB”). The foreign currencies in which these transactions are denominated are mainlyUnited States Dollars (“USD”) and Australlian Dollars (“AUD”).



114


(d) Foreign currency risk (continued)

The net unhedged financial assets and financial liabilities of the Group companies that are not denominated intheir functional currencies are as follows:

Net financial assets held in non-functional currency Functional currency of USD AUD TotalGroup companies RM’000 RM’000 RM’000

At 31 August 2012:Ringgit Malaysia 14,057 136,018 150,075Thailand Baht 40,882 - 40,882Chinese Renminbi 17,769 - 17,769

72,708 136,018 208,726

At 31 August 2011:Ringgit Malaysia 30,105 116,480 146,585Thailand Baht 32,126 - 32,126Chinese Renminbi 11,080 - 11,080

73,311 116,480 189,791

Sensitivity analysis for foreign currency risk

The following table demonstrates the sensitivity of the Group’s profit net of tax to a reasonably possible change inthe USD and AUD exchange rates against the respective functional currencies of the Group entities, with all othervariables held constant.

2012 2011RM’000 RM’000

USD/RM - strengthened 5% 702 1,505- weakened 5% (702) (1,505)

USD/Baht - strengthened 5% 2,044 1,606- weakened 5% (2,044) (1,606)

USD/RMB - strengthened 5% 888 554- weakened 5% (888) (554)

AUD/RM - strengthened 5% 6,801 5,824- weakened 5% (6,801) (5,824)




115

35. Capital management

The primary objective of the Group’s capital management is to ensure that it maintains a strong credit rating and healthycapital ratios in order to support its business and maximise shareholder value.

The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions. Tomaintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital toshareholders or issue new shares. No changes were made in the objectives, policies or processes during the years ended31 August 2012 and 31 August 2011.

As disclosed in Note 28(b), subsidiaries of the Group incorporated in the People’s Republic of China and Thailand arerequired to set aside a statutory reserve fund under local regulations. This externally imposed capital requirement has beencomplied with by the above-mentioned subsidiaries for the financial years ended 31 August 2012 and 31 August 2011.

The Group monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Groupincludes within net debt, loans and borrowings, trade and other payables, less cash and bank balances. Capital includesequity attributable to the owners of the parent less the fair value adjustment reserve, and the above-mentioned restrictedstatutory reserve fund.

Group Company

Note 2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Loans and borrowings 24 2,976 3,008 - -Trade and other payables 25 231,538 194,611 1,043 531Less: cash and cash equivalents 23 (167,246) (148,760) (874) (142)

Net debt 67,268 48,859 169 389

Equity attributable to the owners of the parent 1,255,354 1,121,803 584,461 491,576

Add: Fair value adjustment reserve 28 (4,181) 416 - -Less: Statutory reserve fund 28 (4,434) (3,604) - -

Total capital 1,246,739 1,118,615 584,461 491,576

Capital and net debt 1,314,007 1,167,474 584,630 491,965

Gearing ratio 5.12% 4.19% 0.03% 0.08%



116

36. Segment information

For management purposes, the Group is organised into business units based on their geographical areas, and has fourreportable operating segments.

Management monitors the operating results of its business units separately for the purpose of making decisions aboutresource allocation and performance assessment. Segment performance is evaluated based on operating profit or losswhich, in certain respects as explained in the table below, is measured differently from operating profit or loss in theconsolidated financial statements. Group financing (including finance costs), income taxes and share of results ofassociate are managed on a group basis and are not allocated to operating segments.

The directors are of the opinion that all inter-segment transactions have been entered into in the normal course of businessand have been established on negotiated and mutually agreed terms.

31 August 2012

The People’sRepublic of

Malaysia Thailand China Others Eliminations Notes ConsolidatedRM’000 RM’000 RM’000 RM’000 RM’000 RM’000

RevenueExternal sales 1,886,484 226,293 80,863 120,814 - 2,314,454Inter-segment sales 57,961 470,273 52,111 - (580,345) A -

Total revenue 1,944,445 696,566 132,974 120,814 (580,345) 2,314,454

ResultsInterest income 19,520 141 17 - (7,338) 12,340Depreciation andamortisation 49,840 13,966 5,113 268 - 69,187

Segment profit/(loss) 191,561 45,760 (33) 3,265 149 B 240,702

AssetsAdditions tonon-current assets 125,596 17,019 2,832 210 - C 145,657

Segment assets 1,175,448 232,427 113,754 45,881 30,542 D 1,598,052

LiabilitiesSegment liabilities 211,815 25,029 19,480 11,793 50,082 E 318,199




117

36. Segment information (continued)

31 August 2011

The People’sRepublic of

Malaysia Thailand China Others Eliminations Notes ConsolidatedRM’000 RM’000 RM’000 RM’000 RM’000 RM’000

RevenueExternal sales 1,707,269 195,402 61,482 89,763 - 2,053,916Inter-segment sales 38,410 522,077 41,395 - (601,882) A -

Total revenue 1,745,679 717,479 102,877 89,763 (601,882) 2,053,916

ResultsInterest income 10,502 59 12 - - 10,573Depreciation andamortisation 43,628 12,080 5,650 209 - 61,567

Segment profit/(loss) 123,762 21,438 (2,822) 2,417 675 B 145,470

AssetsAdditions tonon-current assets 111,092 28,964 1,165 172 - C 141,393

Segment assets 1,021,103 216,584 102,376 42,586 40,380 D 1,423,029

LiabilitiesSegment liabilities 177,247 29,131 13,638 12,247 44,393 E 276,656



118

36. Segment information (continued)

A Inter-segment revenues are eliminated on consolidation.

B The following items are added to/(deducted from) segment profit to arrive at “profit before tax” presented in theconsolidated statement of comprehensive income:

2012 2011

RM’000 RM’000

Share of results of associate 262 917Finance costs (113) (242)

149 675

C Additions to non-current assets consist of:

2012 2011RM’000 RM’000

Property, plant and equipment 142,717 141,393Land used rights 2,940 -

145,657 141,393

D The following items are added to/(deducted from) segment assets to arrive at total assets reported in theconsolidated statement of financial position:

2012 2011RM’000 RM’000

Deferred tax assets 3,700 -Tax recoverable - 13,228Investments in associate 6,729 7,039Goodwill 20,113 20,113

30,542 40,380

E The following items are added to/(deducted from) segment liabilities to arrive at total liabilties reported in theconsolidated statement of financial position:

2012 2011RM’000 RM’000

Income tax payable 9,054 -Deferred tax liabilities 41,028 44,393

50,082 44,393




119

37. Dividends

Group and Company

2012 2011RM’000 RM’000

Recognised during the financial year:

Dividends on ordinary shares:

- Final single tier dividend for 2011: 6.00 sen per share 37,113 - - First interim single tier dividend for 2012: 7.00 sen per share 43,308 - - Final single tier dividend for 2010: 9.00 sen per share - 55,652 - First interim single tier dividend for 2011: 5.00 sen per share - 30,923

80,421 86,575

At the forthcoming Annual General Meeting, a single tier final dividend of 18% on 618,879,762 ordinary sharesamounting to RM55,699,178 (9.00 sen per share) in respect of the financial year ended 31 August 2012 will be proposedfor shareholders’ approval. The financial statements for the current financial year do not reflect this proposed dividend.Such dividend, if approved by the shareholders, will be accounted for in equity as an appropriation of retained earningsin the financial year ending 31 August 2013.

38. Significant events

(a) On 22 June 2012, Best Advance Resources Limited, a wholly-owned sub-subsidiary of the Company, has enteredinto a Conditional Share Sale and Purchase Agreement to acquire 5,700 ordinary shares of Indonesia Rupiah100,000 each in PT Agro Pratama Sejahtera (“PT Agro”), representing 95% of the total issued and paid-up sharesof PT Agro. PT Agro was incorporated under the laws of Republic of Indonesia and is principally involved in rubberforest plantation business. The consideration for the proposed acquisition was agreed at RM22,000,000. The saidtransaction has been completed on 1 October 2012.

(b) On 17 July 2012, the Company has entered into a Conditional Sale and Purchase Agreement to acquire the entireissued and paid-up capital of 24,000,000 ordinary shares of RM1 each in GMP Medicare Sdn. Bhd. (“GMP”).GMP was incorporated in Malaysia and is principally involved in manufacturing and sale of rubber gloves. The totalconsideration for the proposed acquisition was agreed at RM24,130,000.

39. Authorisation of financial statements for issue

The financial statements for the year ended 31 August 2012 were authorised for issue in accordance with a resolutionof the directors on 31 October 2012.



120

40. Supplementary information – Breakdown of realised and unrealised profits and losses

The breakdown of the retained earnings of the Group and of the Company as at 31 August 2012 into realised andunrealised profits and losses is presented in accordance with the directive issued by Bursa Malaysia Securities Berhaddated 25 March 2010 and prepared in accordance with Guidance on Special Matter No. 1, Determination of Realisedand Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad ListingRequirements, as issued by the Malaysian Institute of Accountants.

Group Company

2012 2011 2012 2011RM’000 RM’000 RM’000 RM’000

Total retained earnings of the Company and its subsidiaries- Realised 782,058 665,968 90,493 663- Unrealised (40,499) (35,718) - -

741,559 630,250 90,493 663Less: Consolidated adjustments 5,852 (4,314) - -

Total Group's retained earnings as perconsolidated financial statements 747,411 625,936 90,493 663




121

LIST OFPROPERTIES


122

AUDITED NETDATE OF AGE OF LAND AREA / BOOK VALUE AS

PARTICULARS OF ACQUISITION (A) / BUILDING TENURE DESCRIPTION / BUILD-UP AT 31.08.2012PROPERTY REVALUATION (R) (YEARS) EXISTING USE AREA (RM’000)

A) Top Glove Sdn Bhd1) 18,Jalan Mempari 10, HS (M) 15256, PT 8368, 23/10/97 (A) 15 Freehold Terrace house/ 1,300 square 103

Taman Bayu,Batu 5 ½, Mukim of Kapar, Accommodation feet/ 1,100 Jalan Meru,Klang, District of Klang, for staff square feetSelangor. State of Selangor.

2) 36,Jalan Mempari 1, HS (M) 15297, PT 8411, 13/02/98 (A) 14 Freehold Terrace house/ 1,300 square 101Taman Bayu,Batu 5 ½, Mukim of Kapar, Accommodation feet/ 1,100 Jalan meru, Klang, District of Klang, for staff square feetSelangor. State of Selangor.

3) 11, Jalan Mempari 11, HS (M) 15238, PT 8349 15/09/97 (A) 15 Freehold Terrace house/ 1,300 square 95Taman Bayu, Batu 5 ½, HS (M) 15238, PT 8445 Accommodation feet/ 1,100 Jalan Meru, Klang, Mukim of Kapar, for staff square feetSelangor. District of Klang,

State of Selangor.

4) Lot 4968, Jalan Teratai, EMR 6629, Lot 4968, 13/10/93 (A) 18 Freehold Factory / Glove 3 acres / 6,030Batu 6, Off Jalan Meru, Mukim of Kapar, manufacturing 66,98041050 Klang, Selangor. District of Klang, square feet

State of Selangor.

5) 4, Jalan Seri Kenangan 8, HS (M) 10354, PT 15485, 29/07/95 (A) 17 Freehold Terrace house/ 1,640 square 73Taman Meru 3, Meru, Mukim of Kapar, Accommodation feet/1,40041050 Klang, Selangor. District of Klang, for staff square feet

State of Selangor.

6) 6, Jalan Seri Kenangan 8, HS (M) 10355, PT 15486, 29/07/95 (A) 17 Freehold Terrace house/ 1,640 square 73Taman Meru 3, Meru Mukim of Kapar, Accommodation feet/1,40041050 Klang, Selangor. District of Klang, for staff square feet

State of Selangor.

7) 23, Jalan Seri Kenangan 8, HS (M) 10314, PT 15442, 23/05/96 (A) 16 Freehold Terrace house/ 1,608 square 92Taman Meru 3, Meru, Mukim of Kapar, Accommodation feet/1,35041050 Klang, Selangor. District of Klang, for staff square feet

State of Selangor.

8) 22, Jalan Mempari 1, HS (M) 15304, PT 8419, 15/09/97 (A) 15 Freehold Terrace house/ 1,300 square 103Taman Bayu, Batu 5 ½, Mukim of Kapar, Accommodation feet/1,100Jalan Meru Klang, District of Klang, for staff square feetSelangor. State of Selangor.

9) Lot 5987, Jalan Teratai EMR 8780, Lot No 5987, 18/04/96 (A) 12 Freehold Factory / Glove 2.8 acres/ 5,429Batu 5, Off Jalan Meru, Mukim of Kapar, manufacturing 57,25041050 Klang, Selangor. District of Klang, square feet

State of Selangor.

10) Lot 4969, Jalan Teratai, G.M. 2143, Lot No 4969, 11/10/00 (A) 10 Freehold Factory / Office 3 acres / 8,098Batu 6, Off Jalan Meru, Mukim of Kapar, building 41,27441050 Klang, Selangor. District of Klang, square feet

State of Selangor.

11) Lot 18, 27, 38 & 57, Lot 18, 27, 38 & 57, 22/11/99 (A) 24 Leasehold Factory / Glove 31,192 10,083Medan Tasek, Medan Tasek, Kawasan (expiring on: manufacturing square feet/Kawasan Perindustrian Perindustrian Tasek, Lot 18-30.9.2072 197,675Tasek, Ipoh, Perak. Ipoh, Perak. Lot 27-28.12.2063 square feet

Lot 38-23.12.2069Lot 57-1.10.2064)

12) No. 3,5,7,9,11,13,15, Plot No. 332-344 2/11/2007 (A) 5 Freehold Double storey 1,400 square 1,88917, 19, 21, 23, 25 & 27 (Lot No. 211196- terrace feet/ 1,625Taman Mutiara, Tasek, 2111208) house/Hostel square feetIpoh, Perak. Tasek Mutiara, Ipoh, for workers –

Perak. 13 units

13) Lot 39, Medan Tasek, HS(D) 21524, PT 1002, 08/10/2007 (A) 5 Leasehold Biomass store 3 acres / 1,931Kawasan Perindustrian Mukim Hulu Kinta, (expiring on: 62,657Tasek, Ipoh, Perak. Daerah Kinta, Perak. 28.7.2069) square feet

14) Lot 12, Medan Tasek, PN 00001308, 04/02/2010 (A) 2 Leasehold Factory / Office 213,889 7,696Kawasan Perindustrian Lot 056530, (expiring on: building square feet / Tasek, 31400 Ipoh, Perak. Mukim Hulu Kinta, 05.04.2066) 131,576

Daerah Kinta, Perak. square feet

15) Lot 30 & 42, Persiaran PN 00240047, 25/11/2009 (A) N/A Leasehold Vacant 10 acres / 5,862Tasek, Kawasan Lot 047962 & (expiring on: 2 acresPerindustran Tasek, Ipoh, PN 00244996, Lot 47962 –Perak. Lot 051268 02.02.2063

Mukim Hulu Kinta, Lot 51268 –Daerah Kinta, Perak. 26.09.2068)

16) Plot 7, Medan Tasek, HS(D) 889/68, Lot No. 927, 05/07/2011 (A) 1 Leasehold Factory / Glove 80,937 square 3,079Kawasan Perindustrian Mukim Hulu Kinta, (expiring on: manufacturing feet / 48,352 Tasek, 31400 Ipoh,Perak. Daerah Kinta, Perak 02.05.2067) square feet

17) Lot 4960, Jalan Teratai, GM 2326, Lot No. 4960, 24/09/2003 (A) 7 Freehold Factory / Glove 3 acres/ 7,950Batu 6, Off Jalan Meru, Mukim of Kapar, manufacturing 58,24041050 Klang, Selangor. District of Klang, square feet

State of Selangor.

18) Lot 4970, Jalan Teratai, HS(M) 38148, 20/11/2003 (A) 9 Freehold Factory / Glove 3 acres/ 6,549Batu 6, Off Jalan Meru, PT Nos. 63271, manufacturing 67,92441050 Klang, Selangor. Mukim of Kapar, square feet

District of Klang,State of Selangor.

The landed properties owned by Top Glove as at 31 August 2012 are set out below:

LIST OFPROPERTIES

(cont’d)


123



19) Lot 4967, Jalan Teratai, GM 5584, Lot No. 4967, 19/03/2004 (A) 8 Freehold Factory / Glove 3 acres / 7,610Batu 6, Off Jalan Meru, Mukim of Kapar, manufacturing 58,24041050 Klang, Selangor. District of Klang, square feet

State of Selangor.

20) 21, Jalan Mempari 11, HS(M) 15324, PT 8441, 12/05/2005 (A) 7 Freehold Terrace house/ 1,300 square 114Taman Bayu, Batu 5 ½, HS(M) 15242, PT 8353, Accommodation feet/1,100Jalan Meru, Klang, Mukim Kapar, for staff square feetSelangor. District of Klang,

State of Selangor.

21) 37, Jalan Mempari 1, HS (M) 18522, PT 24689, 12/05/2005 (A) 8 Freehold Terrace house/ 1,300 square 130Taman Bayu, Batu 5 ½, Mukim Kapar, Accommodation feet/1,100Jalan Meru, Klang, District of Klang, for staff square feetSelangor. State of Selangor.

22) 6, Jalan Sg. Binjai, HS (M) 26112 PT 39636, 21/03/2005 (A) 7 Freehold Terrace house/ 1,300 square 139Klang, Selangor. Mukim Kapar, Accommodation feet/1,100

District of Klang, for staff square feetState of Selangor.

23) 21, Jalan Sesenduk 20, GM 7798, Lot No. 37307, 13/05/2005 (A) 7 Freehold Terrace house/ 1,300 square 140Off Taman Meru Jaya, Mukim Kapar, Accommodation feet/1,10041050 Klang, Selangor. District of Klang, for staff square feet

State of Selangor.

24) 23, Jalan Sesenduk 20, GM 7797, Lot No. 37306, 13/05/2005 (A) 7 Freehold Terrace house/ 1,300 square 140Off Taman Meru Jaya, Mukim Kapar, Accommodation feet/1,10041050 Klang, Selangor. District of Klang, for staff square feet

State of Selangor.

25) 27, Lorong Tempinis 1, HS (M) 3773, PT 1286 & 25/05/2005 (A) 7 Freehold Terrace house/ 1,300 square 113Pekan Meru, HS(M) 3685, PT 1285, Accommodation feet/1,10042200 Klang, Selangor. Mukim Kapar, for staff square feet


26) 57, Jalan Sesenduk 5, GM 7330, Lot No. 43375, 19/07/2005 (A) 7 Freehold Terrace house/ 1,300 square 139Taman Meru Utama, Mukim Kapar, Accommodation feet/1,10041050 Klang, Selangor. District of Klang, for staff square feet

State of Selangor.

27) 51, Jalan Sesenduk 5, GM 7327, Lot No. 43372, 19/07/2005 (A) 7 Freehold Terrace house/ 1,300 square 139Taman Meru Utama Mukim Kapar, Accommodation feet/1,10041050 Klang, Selangor. District of Klang, for staff square feet

State of Selangor.


State of Selangor.


State of Selangor.

30) Lot 4947, Jalan Teratai, GM 5101, Lot No. 4947 23/11/2004 (A) 7 Freehold Factory / Glove 3 acres / 7,656Batu 5 ½ Off Jalan Meru, Mukim of Kapar, manufacturing 58,24041050 Klang, Selangor. District of Klang, square feet

State of Selangor.

31) 1,3,5 & 7, Jalan Abadi HS(M) 10598 - 10601 29/04/2006 (A) 6 Freehold Terrace house/ 70,995 6,1021A/KU8, (PT No. 49525 - 49528) Accommodation square feet

for staff

1 – 8, HS(M) 10605- 28476Jalan Abadi 1B/KU8, (PT No. 40356 - 40363)

1,3,5 & 7, Jalan Abadi HS(M) 28477 - 28480 &1C/KU8, 28484 (PT No. 40367 -

40370 & 40374)

60, 62, 64, 66, 67, 69, HS(M) 28481 - 28483 &71, 73, 75 & 77, 28486 - 28491 Jalan Abadi 4/KU8, (PT No. 40371 -

40373 & 40376 - 40381)

49, 51, 53, 55, 57, 59, 62, HS(M) 28492 - 64, 66, 68, 70 & 72, 28497 & 28499 - Jalan Abadi 5/KU8 28504 (PT No. 40382 -

40387 & 40389 - 40394)

46, 48, 50, 52, 54 & 56, HS(M) 28505 - 28510Jalan Abadi 6/KU8, (PT No. 40395Taman Daya Maju, - 40400),41050 Klang, Selangor. Mukim Kapar,


32) 41, Jalan Abadi 3, HS (M) 18218, PT 24467, 02/12/2005 (A) 6 Freehold Terrace house/ 1,098 107Taman Daya Meru, Mukim Kapar, Accommodation square feet41050 Klang, Selangor. District of Klang, for staff

State of Selangor.

33) 25, Jalan Sesenduk 20, GM 7799, Lot 37308, 31/07/2010 (A) 2 Freehold Terrace house/ 121 154Taman Meru Jaya, Mukim of Kapar, Accommodation square meter41050 Klang, Selangor. District of Klang, for staff

State of Selangor.



34) 7, Lorong Abadi 2, GM 16575, Lot 31111, 04/12/2009 (A) 3 Freehold Terrace house/ 111 116Batu 5 ½, Batu 6, Jalan Sungai Accommodation square meterOff Jalan Meru, Binjai, Mukim of Kapar, for staffTaman Daya Meru, District of Klang,41050 Klang, Selangor. State of Selangor.

35) 20, Jalan Sesenduk 19, GM 7804, Lot 37313, 08/02/2010 (A) 2 Freehold Terrace house/ 111 152Taman Meru Jaya, Batu 6 ½, Jalan Sungai Accommodation square meter41050 Klang, Selangor. Binjai, Mukim of Kapar, for staff


36) 31, Jalan Mempari 12, GM 14268 Lot 38295 & 11/03/2010 (A) 2 Freehold Terrace house/ 121 111Taman Bayu, Batu 5, HS (M) 15348 Accommodation square meterJalan Meru, PT No. 8466, Batu 6, for staff41050 Klang, Selangor. Jalan Sungai Binjai,

Mukim of Kapar,District of Klang,State of Selangor.

37) 8, 10, 12, 14, 16, 18, GM 7790,7789,7788, 05/02/2010 (A) 2 Freehold Terrace house/ 190 3,54520, 22, 24, 26, 28, 30, 7787,7786,7785, Accommodation square meter/32, 34, 36, 40, 42, 44 & 7784,7783,7782,7781, for stafff unit46, Jalan Sesenduk 21, 7780,7779,7778,Taman Meru Jaya, 7777,7776,7774,41050 Klang, Selangor. 7773,7772,7771

Lot: 37299,37298,37297, 37296,37295,37294,37293,37292,37291,37290,37289,37288,37287,37286,37285,37283,37282,37281,37280,Mukim of Kapar,District of Klang,State of Selangor.

38) 47, Jalan Sesenduk 7, GM 7295 Lot 43337, 13/08/2010 (A) 2 Freehold Terrace house/ 121 161Taman Meru Utama, Mukim of Kapar, Accommodation square meter41050 Klang, Selangor. District of Klang, for workers

State of Selangor.

39) 46, Jalan Sesenduk 7, GM 12533 Lot 33910, 31/07/2010 (A) 2 Freehold Terrace house/ 121 151Taman Meru Utama, Mukim of Kapar, Accommodation square meterOff Jalan Meru District of Klang, for workers41050 Klang, Selangor. State of Selangor.

40) No.1, 2, Jln Sesenduk 3A, GM 15282,15278, 27/05/2010 (A) 2 Freehold Terrace house/ 1,305 1,315No.1, 2, Jln Sesenduk 3B, 15274,15270,15266 Accommodation square meterNo.1, Jln Sesenduk 3C, Lot 45058,45054,45050, for workersTaman Meru Utama 5, 45046,4504241050 Klang, Selangor. Mukim of Kapar,

Tempat Batu 5 ½,Jln Sg Binjai,District of Klang,State of Selangor.

41) No. 69 Jln Sesenduk 6, GM 7312,7300,7331 25/01/2010 (A) 2 Freehold Terrace house/ 133 square meter 495No. 57 Jln Sesenduk 7 & Lot 43354,43342,43376 Accommodation 193 square meterNo. 59 Jln Sesenduk, Mukim of Kapar, for workers 133 square meterTmn Meru Utama, Tempat Batu 5,41050 Klang, Selangor. Jln Sg Binjai,


42) No. 7, 9, 11, 17, 19 & 21, GM 15248, 15247, 21/04/2010 (A) 2 Freehold Terrace house/ No.7-21 : 1,133Jln Sesenduk 3, 15246, 15244, 15243, Accommodation 110 square No. 5 Jln Sesenduk 3B 15242, 15272, 15265 for workers meter / unit & No. 3 Jln Sesenduk 3C, Lot 45024, 45023, No. 3 & 5 :Tmn Meru Utama 55, 45022, 45020, 45019, 127 square 41050 Klang, Selangor. 45018, 45048, 45041, meter / unit

Mukim of Kapar,Tempat Batu 5,Jln Sg Binjai, District of Klang,State of Selangor.

43) Lot 4991, Jalan Bunga GM 1617, Lot 4991, 19/10/2004 (A) N/A Freehold Vacant 4.3 acres 3,198Raya, Batu 5 ½, Mukim of Kapar,Off Jalan Meru, District of Klang,41050 Klang, Selangor. State of Selangor.

44) Lot 4908, Jalan Teratai, EMR No. 6605, 08/07/1997 (A) 8 Freehold Hostel/ 3 acres / 2,159Batu 5 ½ Off Jalan Meru, Lot No 4908, Accommodation 54,14041050 Klang, Selangor. Mukim of Kapar, for workers square feet


45) Lot 4988 GM 1584, Lot 4988 10/10/2005 (A) 2 Freehold Factory / Glove 3 acres / 8,536Mukim Kapar, Mukim Kapar, manufacturing 12,141Klang, Selangor. District of Klang, square meter

State of Selangor.

46) Lot 4989 GM 703, Lot 4989, 10/10/2005 (A) 2 Freehold Factory / Glove 3 acres / 10,367Mukim Kapar, Mukim Kapar, manufacturing 12,267Klang, Selangor. District of Klang, square meter

State of Selangor.

LIST OFPROPERTIES(cont’d)


124

LIST OFPROPERTIES

(cont’d)


125

47) Lot 4986, Batu 5, GM 1102, Lot 4986, 24/02/06 (A) 1 Freehold Factory / Glove 3 acres / 10,822Jalan Sungai Binjai, Mukim Kapar, manufacturing 12,141Mukim Kapar, Klang, District of Klang, square meterSelangor. State of Selangor.

48) Lot 4987, Batu 5, GM 2619, Lot 4987, 24/05/06 (A) 4 Freehold Factory / Glove 3 acres / 8,177Jalan Teratai, Mukim Kapar, manufacturing 12,141Mukim Kapar, Klang, District of Klang, square meterSelangor. State of Selangor.

49) Lot 4990, Jalan Bunga GM 5116, Lot No. 4990, 05/03/07 (A) 2 Freehold Factory / Glove 3 acres / 10,797Raya, Batu 5 ½, Mukim Kapar, manufacturing 12,267Off Jalan Meru, District of Klang, square meter41050 Klang, Selangor. State of Selangor

50) Lot 4946, Jalan Teratai, GM 2574, Lot No. 4946, 14/01/08 (A) N/A Freehold Vacant 3 acres 2,709Batu 5 ½ Off Jalan Meru, Mukim of Kapar,41050 Klang, Selangor. District of Klang,

State of Selangor.

51) Lot 4949, Jalan Teratai, GM 1728, Lot No. 4949, 18/01/08 (A) N/A Freehold Vacant 3 acres 2,785Batu 5 ½ Off Jalan Meru, Mukim of Kapar,41050 Klang, Selangor. District of Klang,

State of Selangor.

52) Lot 4961, Tempat Batu 5, GM 525, Lot No. 4961, 17/09/08 (A) N/A Freehold Vacant 3 acres 2,968Jalan Binjai, 41050 Klang, Mukim of Kapar,Selangor. District of Klang,

State of Selangor.

53) Lot 4962, Tempat Batu 5, GM 5100, Lot No. 4962, 05/09/08 (A) N/A Freehold Vacant 3 acres 2,585Jalan Binjai, 41050 Klang, Mukim of Kapar,Selangor. District of Klang,

State of Selangor.

54) Lot 5094, GM 4326, Lot No. 5094, 03/10/08 (A) N/A Freehold Vacant 3 acres 2,526Tempat Batu 4 ½, Mukim of Kapar, 5 poleJalan Sungai Binjai, District of Klang,41050 Klang, Selangor. State of Selangor.

55) Lot 5977 & 5975, GM 4436 & 4437, 03/10/08 (A) N/A Freehold Vacant 1.794 & 1,584Tempat Batu 4 ½, Lot 5977 & 5975 0.068Jalan Sungai Binjai, Mukim of Kapar, acres41050 Klang, Selangor. District of Klang,

State of Selangor.

56) Lot 4941, GM 2082, Lot 4941, 01/06/09 (A) N/A Freehold Vacant 3 acres 1,698Tempat Batu 6, Mukim of Kapar,Jalan Sungai Binjai, District of Klang,41050 Klang, Selangor. State of Selangor.

57) Lot 5139, GM 5863, Lot 5139, 07/09/2009 (A) N/A Freehold Vacant 4 acres 3,508Tempat Batu 6, Mukim of Kapar, 2 roodJalan Sungai Binjai, District of Klang, 25 pole41050 Klang, Selangor. State of Selangor.

58) Lot 5140, GM 1657, Lot 5140, 30/11/2009 (A) N/A Freehold Vacant 4 acres 3,645Tempat Batu 6, Mukim of Kapar, 3 roodJalan Sungai Binjai, District of Klang,41050 Klang, Selangor. State of Selangor.

59) Lot 4985, GM 2321, Lot 4985, 18/06/2010 (A) N/A Freehold Vacant 3 acres 3,512Tempat Batu 5, Mukim of Kapar,Jalan Sungai Binjai, District of Klang,41050 Klang, Selangor. State of Selangor.

60) Lot 5060, GM 5108, Lot 5060, 01/09/2010 (A) N/A Freehold Vacant 1.2141 3,359Tempat Batu 5, Mukim of Kapar, hectaresJalan Sungai Binjai, District of Klang,41050 Klang, Selangor. State of Selangor.





65) Lot 5991, GM 5591, Lot 5991, 30/09/2010 (A) N/A Freehold Vacant 1.1331 3,222Tempat Batu 4 ½ , Mukim of Kapar, hectaresJalan Sungai Binjai, District of Klang,41050 Klang, Selangor. State of Selangor.

66) HSD129441, PT 62956, HSD129441, PT 62956, 28/02/2011 (A) N/A Freehold Vacant 131,730 14,288Jalan Bukit Kapar, Mukim of Kapar, square meter41050 Klang, Selangor. District of Klang,

State of Selangor.



67) 6, Jalan Sesenduk 3A, GM 15276, Lot 45052, 01/09/2010 (A) 2 Freehold Terrace house/ 127 168Taman Meru Utama, Mukim of Kapar, Accommodation square meter41050 Klang, Selangor. District of Klang, for staff

State of Selangor.

68) 22, Jalan Sesenduk 19, GM 7805, Lot 37314, 03/09/2010 (A) 2 Freehold Terrace house/ 111 141Taman Meru Utama, Mukim of Kapar, Accommodation square meter41050 Klang, Selangor. District of Klang, for staff

State of Selangor.


State of Selangor.

70) 15, Jalan Abadi 10B/KU8, GM 8996, Lot 48112, 30/10/2010 (A) 2 Freehold Terrace house/ 109 146Taman Daya Maju, Mukim of Kapar, Accommodation square meter41050 Klang, Selangor. District of Klang, for staff

State of Selangor.

71) 22, Jalan Mempari 3, GM 13069, 19/11/2010 (A) 2 Freehold Terrace house/ 100 142Taman Bayu, Lot 342, Sek 1, Accommodation square meter41050 Klang, Selangor. Mukim of Kapar, for staff



State of Selangor.






State of Selangor.




State of Selangor.

78) 30, Jalan Abadi 5, Lot 31191, 12/05/2011 (A) 2 Freehold Terrace house/ 82 118Taman Daya Maju, Mukim of Kapar, Accommodation square meter41050 Klang, Selangor. District of Klang, for staff

State of Selangor.

79) 20, Jalan Sesenduk 4, HSM 17925 PT 24051, 21/07/2011 (A) 2 Freehold Terrace house/ 190 137Taman Meru Utama, Mukim of Kapar, Accommodation square meter41050 Klang, Selangor. District of Klang, for staff

State of Selangor.



126

16, Persiaran SetiaDagang, Bandar SetiaAlam, Seksyen U13,40170 Shah Alam,Selangor.

No.42, Jalan Mempari 10,Batu 5 ½, Jalan Meru,41050 Klang, Selangor.

No. 60, Jln Mempari 10,Taman Bayu, Batu 5 ½,Jalan Meru,41050 Klang, Selangor.

No. 58, Jln Mempari 1,Taman Bayu, Batu 5 ½,Jalan Meru, 41050 Klang, Selangor.

No. 31, Jln Abadi 1,Pekan Meru, 41050 Klang, Selangor.

HSD 277347, Lot 29363,Mukim Bukit Raja, District of Petaling, State of Selangor.

GM 14219, Lot 38256, Sek 1Pekan Meru,District of Klang, State of Selangor.

GM 14210, Lot 38247, Sek 1,Pekan Meru,District of Klang, State of Selangor.

GM 8463, Lot 38208, Sek 1Pekan Meru,District of Klang, State of Selangor.

GM 13956, Lot 31152, 6 Miles Sg. Binjai Road,Mukim Kapar,District of Klang, State of Selangor.

21/09/2011 (A)

07/09/2011 (A)

01/11/2011 (A)

15/11/2011 (A)

15/02/2012 (A)

0

1

1

1

1

Freehold

Freehold

Freehold

Freehold

Freehold

TG Tower Project

Terrace house/Accommodation

for staff


for staff


for staff


for staff

2 acres

121 square meter

121 square meter

121 square meter

139 square meter

10,769

122

124

115

183

80)

81)

82)

83)

84)



LIST OFPROPERTIES

(cont’d)


127



No. 64, Jln Sesenduk 7,Off Jln Meru,41050 Klang, Selangor.

No. 21, Jln Abadi 5,Taman Saujana Meru,41050 Klang, Selangor.

No. 25, Jln Abadi,10D/KU8, Taman DayaMaju, 41050 Klang,Selangor.

No. 47, Jln Abadi 1A/KU8,Taman Daya Maju,41050 Klang, Selangor.

No. 43, Jln Abadi 1A/KU8,Taman Daya Maju, Batu 6 ½, Off Jln Meru,41050 Klang, Selangor.













No. 71, Jln Abadi 1A/KU8,Taman Daya Maju, Batu 6 ½, 41050 Klang,Selangor.

8-2,8-3,8-4,8-5,Setia AvenueJalan Setia Prima (S)U13/5, Setia Alam,Seksyen U13, 40170Shah Alam, Selangor

GM 7303, Lot 43345, Mukim of Kapar,District of Klang, State of Selangor.

GM 16595, Lot 31142, Mukim of Kapar,District of Klang, State of Selangor.

GM 9497, Lot 48131,Mukim of Kapar,District of Klang, State of Selangor.
















GM 290749, Lot No.59640,Mukim Bukit Raja,District of Petaling,State of Selangor.

25/02/2012 (A)

21/03/2012 (A)

22/06/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

19/07/2012 (A)

01/02/2012 (A)

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff


for staff

Building

121 square meter

121square meter

145square meter

130square meter

130square meter

130square meter

130square meter

130square meter

130square meter

130square meter

130square meter

130square meter

130square meter

130square meter

130square meter

130square meter

130square meter

130square meter

920.77square meter

171

95

184

167

167

167

167

167

167

167

167

167

167

167

167

167

167

167

3,546

85)

86)

87)

88)

89)

90)

91)

92)

93)

94)

95)

96)

97)

98)

99)

100)

101)

102)

103)



128



TG Medical Sdn BhdLot 5091, Jalan Teratai,Batu 5, Off Jalan Meru,41050 Klang, Selangor.

19, Jalan Mempari 11,Batu 5 ½, Jalan Meru,Klang, Selangor.

Lot 5972 & 5974, Jalan Teratai, Batu 5, Jalan Meru,41050 Klang, Selangor.

Lot 5104, Jalan Teratai,Batu 5, Off Jalan Meru,41050 Klang, Selangor.

No.1,3,5,7,9 & 11, Jalan Abadi 10D/KU8,Taman Daya Maju, Meru, 41050 Klang, Selangor.

No.1,2,3,4,5,6,7,8,9,10,11& 12, Jalan Abadi 10C/KU8,Taman Daya Maju, Meru,41050 Klang, Selangor.

No.1,2,3,4,5,6,7,8,9,10,11& 12, Jalan Abadi 10A/KU8,Taman Daya Maju, Meru,41050 Klang, Selangor.

No.1,2,3,4,5,6,7,8,9,10,11& 12, Jalan Abadi 10B/KU8,Taman Dayu Maju, Meru,41050 Klang, Selangor.

No.85,87,89,91,93 &95,Jalan Abadi 1/KU8,Taman Daya Maju, Meru,41050 Klang, Selangor.

Top Glove Engineering Sdn BhdLot 213GRN 285705,Pekan Bukit Changgang,Daerah Kuala Langat,State of Selangor.

Lot 214GRN 285705,Pekan Bukit Changgang,Daerah Kuala Langat,State of Selangor.

Lot215GRN 285705,Pekan Bukit Changgang,Daerah Kuala Langat,State of Selangor.

Top Glove Medical(Thailand) Co. Ltd.188, Moo 5,Karnchanawanich Road,Tambon Sumnukgarm,Sadao, Songkhla 90320, Thailand.

Title Deed No. 39553Moo.5 PruteawKarnchanawanich Road,Tambon Samnakkaam,Ampur Sadao, Songkhla90320 Thailand

Nor. Sor. 3 Kor No 637 &638Tambon Sammakaam,Ampur Sadao, Songkhla90320, Thailand

Top Glove (ZhangJiaGang) Co. Ltd.53, Zhenbei Road,Xizhang Street, Fenghuang Town,ZhangJiaGang, 215614 Jiang Su, China.

EMR 6510, Lot No 5091,Mukim of Kapar, District of Klang, State of Selangor.

HS(M) 15241, PT No8352, HS(M) 15325, PT No 8442, Mukim of Kapar, District of Klang, State of Selangor.

EMR 8769, Lot 5972 & 5974, Mukim of Kapar, District of Klang, State of Selangor.

GM 5064, Lot No. 5104,Mukim of Kapar, District of Klang, State of Selangor.

HS (M) 33205 – HS (M) 33252,PT NO. 50423 – PT NO. 50470,Mukim of Kapar, Daerah Klang, State of Selangor.



Lot215GRN 285705,Pekan Bukit Changgang,Daerah Kuala Langat,State of Selangor.

60199, 60200, 60201 &60202, Tambon Sumnakkaam,Ampur Sadao, Songkhla90320, Thailand

Title Deed No. 39553Moo.5 PruteawKarnchanawanich Road,Tambon Samnakkaam,Ampur Sadao, Songkhla90320 Thailand

Nor. Sor. 3 Kor No 637 &638Tambon Sammakaam,Ampur Sadao, Songkhla90320, Thailand

No. 21-7-14, Zhangjiagang City,Xizhang Town, West Road,Southern Side, China.

25/10/95 (A)

08/05/98 (A)

01/07/99 (A)

29/03/04 (A)

12/07/2007

18/04/96 (A)

18/04/96 (A)

18/04/96 (A)

05/10/01 (A)

03/03/2005 (A)

16/11/2010 (A)

10/09/02 (A)

14

14

11

6

5

N/A

N/A

N/A

10

8

N/A

10

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Freehold

Leasehold(Expiring on01.06.2052)

Factory / Glovemanufacturing


for staff




for staff and workers

Land

Land

Land

Factory / Office building

Pond

Vacant

Factory / Officebuilding

3 acres/68,490

square feet

1,300 squarefeet/ 1,100square feet

Approx1.7935 acres/

47,200 square feet

3 acres / 54,600square feet

Approx108.85 square

meter per house

3.39 acres/13716 square

meter


meter


meter

Approx16.06 acres /33189 square

meter

Approx2.8 acres

Approx32 acres

Approx56,405 squaremeter/ 32,173square meter

5,524

95

4,602

6,843

6,666

862

862

863

RM 12,870(Thai Baht128,580)

RM 571(Thai Baht

5,702)

RM 4,922(Thai Baht 49,177)

RM 12,645(RMB 25,631)

B)1)

2)

3)

4)

5)

C)

1)

2)

3)

D)

1)

2)

3)

E)

1)

LIST OFPROPERTIES

(cont’d)


129



TG Medical (U.S.A) INC. 165-167 North Aspan,Avenue, Azusa, CA 91702, USA.

Top Glove Technology(Thailand) Co. Ltd. 188, Moo 5, Tambon Pangla,Ampur Sadao,Songkhla 90170, Thailand.

Great Glove (Xing Hua)Co. Ltd.South Wei Wu Lu, Xinghua EconomicDevelopment Region,Xinghua City, Jiangsu Province, China.

B Tech Industry Co. Ltd.268 M.5 T.KampangphetA.Rattaphum,Songkhla90180, Thailand

FLEXITECH SDN BHDLot 127, Jalan 6, Komplek Olak Lempit,Mukim Tanjung 12, 42700 Banting, Selangor.

Lot 128, Jalan 8, Komplek Olak Lempit,Mukim Tanjung 12, 42700 Banting, Selangor.



Ssessor’s ID #8615 018 010 05 000

Channod No. 52538,52539 & 52540Tambon Pangla,Ampur Sadao,Songkhla, Thailand

South Wei Wu Lu, Zhao Yang Zheng, Xinghua City, China.

1. Nor Sor 3 Kor No. 23612. Nor Sor 4 Jor No. 59433. Nor Sor 4 Jor No. 5944

1. Nor Sor 4 Jor No. 59472. Nor Sor 4 Jor No. 59483. Nor Sor 4 Jor No. 59494. Nor Sor 4 Jor No. 59505. Nor Sor 4 Jor No. 5951

HS(M) 5735, PT4065,Komplek Perabot OlakLempit, Mukim TanjungDua Belas, Daerah KualaLangat, Selangor.




31/03/05 (A)

23/02/06 (A)

13/10/05 (A)

01/08/06(A)

21/08/09 (A)

15/09/05 (A)

02/08/05 (A)

08/01/2009 (A)

08/01/2009 (A)

7

6

7

9

3

7

N/A

4

4

Freehold

Freehold

Leasehold (Expiring on Oct

2056)

Freehold

Freehold

Leasehold (Expiring on

26th Sep 2087)


26th Sep 2087)


26th Sep 2087)


26th Sep 2087)

Warehouse / Officebuilding

Factory / Officebuilding

Factory / Officebuilding, Industrial

usage.

Factory / OfficeBuilding

Waste water pond.

Workers Hostel

UnderConstruction

Production / Office Lot

Production / Office Lot

Approx 47,896square feet/

25,878 square feet

Approx40.4 acres /47,816.68

square meter

86,623.5square meter /

35,656square meter

Approx 44,718square meter /

8,754 square meter

Approx 18.64 acres

Approx 11,735.87square meter /

6,826 square meter

Approx 11,735.87square meter /6,183 square

meter


meter


meter

RM 7,268 (USD 2,324)

RM 15,167(Thai Baht151,531)

RM 16,334(RMB 33,107)

RM 5,258(Thai Baht 52,529)

3,916

3,151

6,127

6,127

F)1)

G)

1)

H)

1)

I)1)

J)1)

2)

3)

4)

Authorised Share Capital : RM400,000,000.00Issued and Fully Paid-Up Capital : RM309,472,781.00Class of Shares : Ordinary Shares of RM0.50 eachVoting Rights : One vote per ordinary share

1. DISTRIBUTION OF SHAREHOLDERS

Size of Holdings No. of Holders % No. of Shares %

1 - 99 89 1.22 2,491 0.00100 - 1,000 2,522 34.43 2,024,386 0.331,001 - 10,000 3,752 51.23 14,316,082 2.3110,001 - 100,000 716 9.78 20,318,727 3.28100,001 - 30,947,277 (less than 5% of Issued Shares) 242 3.30 370,840,438 59.9130,947,278 (5% of Issued Shares) and above 3 0.04 211,443,438 34.16

7,324 100.00 618,945,562 100.00

2. LIST OF SUBSTANTIAL SHAREHOLDERS

The Substantial Shareholders of Top Glove Corporation Berhad ("Top Glove") based on the Register of SubstantialShareholders of the Company and their respective shareholdings are as follows:

No. of Ordinary Shares HeldNo. Substantial Shareholders Direct % Indirect %

1. Tan Sri Lim Wee Chai 179,061,138 28.93 56,908,004* 9.192. Puan Sri Tong Siew Bee 9,195,748 1.49 226,773,394** 36.643. Lim Hooi Sin 10,908,462 1.76 225,060,680*** 36.364. Lim Quee Choo 4,650,000 0.75 231,319,142**** 37.375. Top Glove Holdings Sdn. Bhd. 32,153,794 5.19 - -6. Kumpulan Wang Persaraan 35,047,900 5.66 369,700 0.06

(Diperbadankan)

Note :

* Deemed interested through Puan Sri Tong Siew Bee, Mr. Lim Hooi Sin, Ms. Lim Quee Choo and Top Glove Holding Sdn Bhd’s direct interest in Top Glove.

** Deemed interested through Tan Sri Lim Wee Chai, Mr. Lim Hooi Sin, Ms. Lim Quee Choo and Top Glove Holding Sdn Bhd’s direct interest in Top Glove.

*** Deemed interested through Tan Sri Lim Wee Chai, Puan Sri Tong Siew Bee, Ms. Lim Quee Choo and Top Glove Holding Sdn Bhd’s direct interest in Top Glove.

**** Deemed interested through Tan Sri Lim Wee Chai, Puan Sri Tong Siew Bee, Mr. Lim Hooi Sin and Top Glove Holding Sdn Bhd’s direct interest in Top Glove.

ANALYSIS OF SHAREHOLDINGSAS AT 23 OCTOBER 2012


130

3. DIRECTORS’ SHAREHOLDINGS

The Directors’ Shareholdings of Top Glove based on the Register of Directors’ Shareholdings are as follows:

No. of Ordinary Shares HeldNo. Directors Direct % Indirect %

1. Tan Sri Lim Wee Chai 179,061,138 28.93 56,908,004* 9.192. Tan Sri Dato’ Seri Arshad Bin Ayub 1,400,000 0.23 - -3. Tan Sri Dato’ Dr. Lin See Yan - - - -4. Lee Kim Meow 1,041,600 0.17 10,000**** 0.00165. Puan Sri Tong Siew Bee 9,195,748 1.49 226,773,394** 36.646. Lim Hooi Sin 10,908,462 1.76 225,060,680*** 36.367. Sekarajasekaran a/l Arasaratnam 12,401,718 2.00 - -8. Lim Han Boon - - - -9. Lim Cheong Guan 80,000 0.01 - -

Note :

* Deemed interested through Puan Sri Tong Siew Bee, Mr. Lim Hooi Sin, Ms. Lim Quee Choo and Top Glove Holding Sdn Bhd’s direct interest in Top Glove.

** Deemed interested through Tan Sri Lim Wee Chai, Mr. Lim Hooi Sin, Ms. Lim Quee Choo and Top Glove Holding Sdn Bhd’s direct interest in Top Glove.

*** Deemed interested through Tan Sri Lim Wee Chai, Puan Sri Tong Siew Bee, Ms. Lim Quee Choo and Top Glove Holding Sdn Bhd’s direct interest in Top Glove.

**** Deemed interested through Madam Chung Lee Moy.

The Director’s Share Options Held under the Employees’ Share Option Scheme of the Company are as follows:

No. of Options HeldNo. Directors Direct Indirect

1. Tan Sri Lim Wee Chai 504,000 418,900*2. Tan Sri Dato’ Seri Arshad Bin Ayub - -3. Tan Sri Dato’ Dr. Lin See Yan - -4. Lee Kim Meow 302,400 -5. Puan Sri Tong Siew Bee 211,200 711,700**6. Lim Hooi Sin 121,300 801,600***7. Sekarajasekaran a/l Arasaratnam - -8. Lim Han Boon - -9. Lim Cheong Guan 259,500 -

Note :

* Deemed interested through Puan Sri Tong Siew Bee, Mr. Lim Hooi Sin and Ms. Lim Quee Choo’s options in Top Glove.

** Deemed interested through Tan Sri Lim Wee Chai, Mr. Lim Hooi Sin and Ms. Lim Quee Choo’s options in Top Glove.

*** Deemed interested through Tan Sri Lim Wee Chai, Puan Sri Tong Siew Bee and Ms. Lim Quee Choo’s options in Top Glove.



131

(cont’d)

4. LIST OF THIRTY LARGEST SECURITIES ACCOUNTS HOLDERS

No. Names Shareholdings %

1. Tan Sri Lim Wee Chai 121,984,894 19.712. Tan Sri Lim Wee Chai 54,410,644 8.793. Kumpulan Wang Persaraan (Diperbadankan) 35,047,900 5.664. HSBC Nominees (Asing) Sdn Bhd 25,175,960 4.07

- BBH and CO Boston for Matthews Pacific Tiger Fund5. MFP Capital Corporation 22,223,916 3.596. Citigroup Nominees (Tempatan) Sdn Bhd 19,424,173 3.14

- Employees Provident Fund Board7. Top Glove Holding Sdn Bhd 15,400,000 2.498. HSBC Nominees (Asing) Sdn Bhd 14,404,560 2.33

- Exempt An for JPMorgan Chase Bank, National Association (U.S.A.)9. HSBC Nominees (Asing) Sdn Bhd 8,921,272 1.44

- Exempt An for JPMorgan Chase Bank, National Association (Australia)10. Top Glove Holding Sdn Bhd 7,883,232 1.2711. HSBC Nominees (Asing) Sdn Bhd 6,359,003 1.03

- Exempt An for BNP Paribas Securities Services (Client Assets)12. Puan Sri Tong Siew Bee 5,847,010 0.9413. HSBC Nominees (Asing) Sdn Bhd 5,841,800 0.94

- Exempt An for JPMorgan Chase Bank, National Association (Rep of China)14. Top Glove Holding Sdn Bhd 5,812,962 0.9415. HSBC Nominees (Asing) Sdn Bhd 5,784,800 0.93

- Best Investment Corporation16. Lim Hooi Sin 5,608,832 0.9117. HSBC Nominees (Asing) Sdn Bhd 5,585,612 0.90

- Exempt An for The Bank Of New York Mellon (Mellon ACCT)18. Maybank Nominees (Tempatan) Sdn Bhd 5,496,900 0.89

- Maybank Trustees Berhad for Public Ittikal Fund 19. HSBC Nominees (Asing) Sdn. Bhd. 5,332,395 0.86

- TNTC for Somerset Emerging Markets Small Cap Fund LLC20. Amsec Nominees (Tempatan) Sdn Bhd 5,144,800 0.83

- Amtrustee Berhad for CIMB Islamic Dali Equity Growth Fund21. Lim Hooi Sin 5,144,730 0.8322. HSBC Nominees (Asing) Sdn Bhd 5,144,600 0.83

- Exempt An for JPMorgan Chase Bank, National Association23. HSBC Nominees (Asing) Sdn Bhd 4,508,100 0.73

- Exempt An for JPMorgan Chase Bank, National Association (NORGES BK LEND)24. Sekarajasekaran A/L Arasaratnam 4,483,718 0.7225. Citigroup Nominees (Asing) Sdn Bhd 4,360,500 0.70

- UBS AG26. Amanahraya Trustees Berhad 4,348,400 0.70

- Public Islamic Dividend Fund27. Citigroup Nominees (Tempatan) Sdn Bhd 4,003,700 0.65

- Exempt An for American International Assurance Berhad28. Citigroup Nominees (Asing) Sdn Bhd 3,974,400 0.64

- CBLDN for Stichting Pensioenfonds Metaal En Techniek29. EB Nominees (Tempatan) Sendirian Berhad 3,925,000 0.63

- Pledged Securities Account for Sekarajasekaran A/L Arasaratnam (SFC)30. Cartaban Nominees (Asing) Sdn Bhd 3,852,600 0.62

- SSBT Fund C7KQ for MFS Emerging Markets Portfolio (MET INV STST)



132

(cont’d)

NOTICE OF THE FOURTEENTH ANNUAL GENERAL MEETING


133

NOTICE IS HEREBY GIVEN THAT the Fourteenth Annual General Meeting of the Company will be held at Ballroom 1 (First Floor), Sime Darby Convention Centre, 1A, Jalan Bukit Kiara 1, 60000 Kuala Lumpur, Wilayah Persekutuan on Tuesday,8 January 2013 at 11:30 a.m. for the following purposes:

AGENDA

1. To receive the Audited Financial Statements for the financial year ended 31 August 2012 togetherwith the Reports of the Directors and the Auditors thereon.

2. To approve the declaration of a Single Tier Final Dividend of 9 sen per share (18%) for the financialyear ended 31 August 2012.

3. To approve the payment of Directors’ Fees for the financial year ended 31 August 2012.

4. To re-elect the following Directors who retire pursuant to Article 94 of the Company’s Articles ofAssociation and being eligible, have offered themselves for re-election:

(a) Tan Sri Lim Wee Chai(b) Lim Hooi Sin

5. To pass the following resolution:

“That the following Directors who have attained the age of over seventy (70) years, be and are hereby re-appointed as Directors of the Company and to hold office until the conclusion of the next AnnualGeneral Meeting:

(a) Tan Sri Dato’ Seri Arshad Bin Ayub(b) Mr. Sekarajasekaran a/l Arasaratnam(c) Tan Sri Dato’ Dr. Lin See Yan”

6. To re-appoint Messrs. Ernst & Young as Auditors of the Company until the conclusion of the nextAnnual General Meeting and to authorize the Directors to fix their remuneration.

7. As Special Business

To consider and, if thought fit, with or without any modification, to pass the following resolutions whichwill be proposed as Ordinary / Special Resolutions:

(a) Ordinary Resolution No. 1• Authority To Issue Shares Pursuant To Section 132D Of The Companies Act, 1965

“THAT subject to Section 132D of the Companies Act, 1965 and approvals of the relevantgovernmental/regulatory authorities, the Directors be and are hereby empowered to issue and allotshares in the Company, at any time to such persons and upon such terms and conditions and forsuch purposes as the Directors may, in their absolute discretion, deem fit, provided that theaggregate number of shares issued pursuant to this resolution does not exceed ten per centum(10%) of the issued and paid-up share capital of the Company for the time being and the Directorsbe and are also empowered to obtain the approval for the listing of and quotation for the additionalshares so issued on Bursa Malaysia Securities Berhad; AND THAT such authority shall commenceimmediately upon the passing of this resolution and continue to be in force until the conclusionof the next Annual General Meeting of the Company.”

(Resolution 1)

(Resolution 2)

(Resolution 3)(Resolution 4)

(Resolution 5)(Resolution 6)(Resolution 7)

(Resolution 8)

(Resolution 9)


134

(b) Ordinary Resolution Nos. 2 and 3• Retention of Independent Directors

To retain the following Directors as Independent Non-Executive Directors of the Company inaccordance with Malaysian Code on Corporate Governance 2012:

(a) Tan Sri Dato’ Seri Arshad Bin Ayub(b) Mr. Sekarajasekaran a/l Arasaratnam

(c) Ordinary Resolution No. 4• Proposed Renewal of Authority For Share Buy-Back

“THAT subject to the Companies Act, 1965, the Company’s Memorandum and Articles ofAssociation, Bursa Malaysia Securities Berhad (“Bursa Securities”) Main Market ListingRequirements and the approvals of all relevant governmental and/or regulatory authority (if any),the Company be and is hereby authorised to purchase such amount of ordinary shares of RM0.50each in the Company (“Proposed Share Buy-Back”) as may be determined by the Board fromtime to time through Bursa Securities upon such terms and conditions as the Board may deem fitand expedient in the interest of the Company provided that the aggregate number of sharespurchased pursuant to this resolution shall not exceed ten per centum (10%) of the total issuedand paid-up share capital of the Company;

AND THAT the maximum amount of funds to be utilised for the purpose of the Proposed ShareBuy-Back shall not exceed the aggregate retained profits or share premium account of theCompany based on its audited financial statements for the financial year ended 31 August 2012of RM 747,411,000.00 and RM 174,197,000.00 respectively;

AND THAT at the discretion of the Board, the shares of the Company to be purchased are proposedto be cancelled and/or retained as treasury shares and/or distributed as dividends and/or resoldon Bursa Securities;

AND THAT such authority shall commence immediately upon passing of this resolution until:

(i) the conclusion of the next Annual General Meeting of the Company following the GeneralMeeting at which such resolution was passed at which time it will lapse unless by ordinaryresolution passed at that Meeting, the authority is renewed, either unconditionally or subjectto conditions;

(ii) the expiration of the period within which the next Annual General Meeting after that date isrequired by law to be held; or

(iii) the authority is revoked or varied by ordinary resolution passed by the shareholders of theCompany in General Meeting,

whichever is the earlier;

AND THAT the Board be and is hereby authorised to take such steps to give full effect to theProposed Share Buy-Back with full power to assent to any conditions, modifications, variationsand/or amendments as may be imposed by the relevant authorities and/or to do all such acts andthings as the Board may deem fit and expedient in the best interest of the Company.”

(d) Special Resolution• Proposed Amendments to Articles of Association of the Company

“That, the Proposed Amendments to the Articles of Association of the Company as set out in PartA of the Circular to Shareholders dated 14 November 2012 be and are hereby approved andadopted AND THAT the Board of Directors and Secretaries of the Company be and are herebyauthorised to take all steps as are necessary and expedient in order to implement, finalise and givefull effect to the said Proposed Amendments to the Company’s Articles of Association.”

(Resolution 10)(Resolution 11)

(Resolution 12)

(Resolution 13)

(cont’d)


8. To transact any other ordinary business for which due notice shall have been given.

NOTICE OF DIVIDEND ENTITLEMENT

NOTICE IS ALSO HEREBY GIVEN THAT a Single Tier Final Dividend of 9 sen per share (18%) in respect of the financialyear ended 31 August 2012 will be payable on 24 January 2013 to depositors who are registered in the Record of Depositorsat the close of business on 11 January 2013, if approved by members at the forthcoming Fourteenth Annual General Meetingon 8 January 2013.

A Depositor shall qualify for entitlement only in respect of:

(a) Shares transferred into the Depositor’s Securities Account before 4:00 p.m. on 11 January 2013 in respect of ordinarytransfers; and

(b) Shares bought on Bursa Securities on a cum entitlement basis according to the Rules of Bursa Securities.

By Order of the Board

CHUA SIEW CHUAN CHIN MUN YEE NGIAN YOKE FUNG(MAICSA 0777689) (MAICSA 7019243) (MAICSA 7049093)Company Secretary Company Secretary Company Secretary

Subang Jaya14 November 2012

Explanatory Note to Special Business:

1. Authority pursuant to Section 132D of the Companies Act, 1965

Ordinary Resolution No. 1 is proposed for the purpose of granting a renewed general mandate (“General Mandate”) andempowering the Directors of the Company, pursuant to Section 132D of the Companies Act, 1965, to issue and allot newshares in the Company from time to time provided that the aggregate number of shares issued pursuant to the GeneralMandate does not exceed 10% of the issued and paid-up share capital of the Company for the time being. The GeneralMandate, unless revoked or varied by the Company in General Meeting, will expire at the conclusion of the next AnnualGeneral Meeting of the Company.

The General Mandate will provide flexibility to the Company for allotment of shares for any possible fund raising activities,including but not limited to placement of shares for the purpose of funding future investment project(s), working capitaland/or acquisition(s).

As at the date of this Notice, no new shares in the Company were issued pursuant to the mandate granted to the Directorsat the Thirteenth Annual General Meeting held on 10 January 2012 and which will lapse at the conclusion of theFourteenth Annual General Meeting.

2. Retention as Independent Non-Executive Directors of the Company pursuant to the Malaysian Code on CorporateGovernance 2012

(a) Tan Sri Dato’ Seri Arshad Bin Ayub

Tan Sri Dato’ Seri Arshad Bin Ayub was appointed as Independent Non-Executive Director of the Company on 4 September 2000, and has, therefore served for more than nine (9) years. As at the date of the notice of the AnnualGeneral Meeting, he has served the Company for 12 years. However, he has met the independence guidelines asset out in Chapter 1 of Bursa Securities Main Market Listing Requirements. The Board, therefore, considers him tobe independent and believes that he should be retained as Independent Non-Executive Director.


(cont’d)


135

(b) Mr. Sekarajasekaran a/l Arasaratnam

Mr. Sekarajasekaran a/l Arasaratnam was appointed as Independent Non-Executive Director of the Company on 4September 2000 and redesignated as Senior Independent Non-Executive Director on 21 February 2011, and has,therefore served for more than nine (9) years. As at the date of the notice of the Annual General Meeting, he hasserved the Company for 12 years. However, he has met the independence guidelines as set out in Chapter 1 of BursaSecurities Main Market Listing Requirements. The Board, therefore, considers him to be independent and believesthat he should be retained as Independent Non-Executive Director.

3. Proposed Renewal of Authority for Share Buy-Back

Ordinary Resolution No. 2 is proposed for the purpose of renewing the authority granted by the shareholders of theCompany at the Thirteenth Annual General Meeting held on 10 January 2012. The proposed renewal will allow yourBoard of Directors to exercise the power of the Company to purchase not more than 10% of the issued and paid-upshare capital of the Company at any time within the time period stipulated in Bursa Malaysia Securities Berhad MainMarket Listing Requirements.

4. Proposed Amendments to Articles of Association of the Company

The Special Resolution is intended to streamline the Company’s Articles of Association with the recent amendments tothe Main Market Listing Requirements of Bursa Malaysia Securities Berhad which took effect on 3 January 2012.

Notes:

1. In respect of deposited securities, only members whose names appear in the Record of Depositors on 31 December2012 (General Meeting Record of Depositors) shall be eligible to attend the Meeting.

2. A member of the Company entitled to attend and vote at the Meeting is entitled to appoint one or more proxies to attendand vote in his stead. A proxy may but need not be a member of the Company and a member may appoint any personto be his proxy and the provisions of Sections 149(1) (a), (b), (c) and (d) of the Companies Act, 1965 shall not apply tothe Company. There shall be no restriction as to the qualification of the proxy. A proxy appointed to attend and vote atthe Meeting shall have the same rights as the member to speak at the Meeting.

3. Where a holder appoints two or more proxies, the appointment shall be invalid unless he specifies the proportion of hisshareholdings to be represented by each proxy.

4. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorisedin writing or, if the appointor is a corporation, either under its seal or under the hand of an officer or attorney dulyauthorised.

5. Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company formultiple beneficial owners in one securities account (“omnibus account”), there is no limit to the number of proxieswhich the exempt authorised nominee may appoint in respect of each omnibus account it holds.

6. The instrument appointing a proxy must be deposited at the Secretarial Office of the Company at Level 7, MenaraMilenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur, Wilayah Persekutuannot less than 48 hours before the time for holding the Meeting or at any adjournment thereof.

STATEMENT ACCOMPANYING NOTICE OF ANNUAL GENERAL MEETING

There is no Director standing for election at the Fourteenth Annual General Meeting of the Company.

NOTICE OF THE FOURTEENTH ANNUAL GENERAL MEETING(cont’d)


136

FORM OF PROXY


137

*I/We_____________________________________________________________________________________________________(Name in full)

I/C No. or Company No. _________________________________ of ________________________________________________(New and Old I.C. Nos.) (Address)

_________________________________________________________________________________________________________(Address)

being a *member/members of TOP GLOVE CORPORATION BERHAD hereby appoint:

_________________________________________________________ I/C No. ______________________________________ of(Name in full) (New and Old I.C. Nos.)

_________________________________________________________________________________________________________(Address)

or failing *him/her, _____________________________________________ I/C No. ___________________________________of(Name in full) (New and Old I.C. Nos.)

_________________________________________________________________________________________________________(Address)

or failing *him/her, *the CHAIRMAN OF THE MEETING, as *my/our proxy to attend and vote for *me/us, and on *my/ourbehalf at the Fourteenth Annual General Meeting of the Company to be held at Sime Darby Convention Centre, Ballroom 1(First Floor) of 1A, Jalan Bukit Kiara 1, 60000 Kuala Lumpur, Wilayah Persekutuan on Tuesday, 8 January 2013 at 11:30 a.m.and at any adjournment thereof.

The proportion of *my/our holding to be represented by *my/our proxies are as follows:

First Proxy (1) %

Second Proxy (2) % * Strike out whichever not applicable.

Please indicate with an “X” in the spaces provided below how you wish your votes to be casted. If no specific directionas to voting is given, the Proxy will vote or abstain from voting at his/her discretion.

No. Resolutions For AgainstORDINARY BUSINESS1 To approve the declaration of the Single Tier Final Dividend of 9 sen per share (18%) for the

financial year ended 31 August 2012.2 To approve the payment of Directors’ Fees.3 To re-elect the Director, Tan Sri Lim Wee Chai.4 To re-elect the Director, Mr. Lim Hooi Sin.5 To re-appoint the Director, Tan Sri Dato’ Seri Arshad Bin Ayub.6 To re-appoint the Director, Mr. Sekarajasekaran A/L Arasaratnam.7 To re-appoint the Director, Tan Sri Dato’ Dr. Lin See Yan.8 To re-appoint Messrs. Ernst & Young as Auditors of the Company.SPECIAL BUSINESS9 Authority to issue shares pursuant to Section 132D of the Companies Act, 1965.10 To retain Tan Sri Dato ’ Seri Arshad Bin Ayub as Independent Non-Executive Director.11 To retain Mr. Sekarajasekaran a/l Arasaratnam as Independent Non-Executive Director.12 Proposed Renewal of Authority for Share Buy-Back.13 Proposed Amendments to Articles of Association of the Company.

Signed on this ______ day of _____________ 2012/2013

______________________________Signature of Member/Common Seal

Notes:

1. In respect of deposited securities, only members whose names appear inthe Record of Depositors on 31 December 2012 (General Meeting Recordof Depositors) shall be eligible to attend the Meeting.

2. A member of the Company entitled to attend and vote at the Meeting isentitled to appoint one or more proxies to attend and vote in his stead. Aproxy may but need not be a member of the Company and a member mayappoint any person to be his proxy and the provisions of Sections 149(1)(a), (b), (c) and (d) of the Companies Act, 1965 shall not apply to theCompany. There shall be no restriction as to the qualification of the proxy.A proxy appointed to attend and vote at the Meeting shall have the samerights as the member to speak at the Meeting.

3. Where a holder appoints two or more proxies, the appointment shall beinvalid unless he specifies the proportion of his shareholdings to berepresented by each proxy.

4. The instrument appointing a proxy shall be in writing under the hand of theappointor or of his attorney duly authorised in writing or, if the appointor isa corporation, either under its seal or under the hand of an officer orattorney duly authorised.

5. Where a member of the Company is an exempt authorised nominee whichholds ordinary shares in the Company for multiple beneficial owners in onesecurities account (“omnibus account”), there is no limit to the number ofproxies which the exempt authorised nominee may appoint in respect ofeach omnibus account it holds.

6. The instrument appointing a proxy must be deposited at the SecretarialOffice of the Company at Level 7, Menara Milenium, Jalan Damanlela,Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur,Wilayah Persekutuan not less than 48 hours before the time for holding theMeeting or at any adjournment thereof.

Number of Shares held CDS Account No.

The Company Secretary

TOP GLOVE CORPORATION BERHAD (474423-X)

Secretarial office:

Level 7, Menara Milenium

Jalan Damanlela, Pusat Bandar Damansara

Damansara Heights

50490 Kuala Lumpur, Malaysia

STAMP

1st fold here

Then fold here

Fold this flap for sealing

KLANG HEAD OFFICE (FACTORY 9)Address : Lot 4969, Jalan Teratai, Batu 6,

Off Jalan Meru, 41050 Klang,Selangor D.E., Malaysia

Tel : +603-3392 1992 / 1905Fax : +603-3392 1291 / 8410E-mails : (i) [email protected]

(ii) [email protected](iii) [email protected]

Website : www.topglove.com.my

FACTORY 2Lot 4968, Jalan Teratai, Batu 6, Off Jalan Meru, 41050 Klang, Selangor D.E., Malaysia.Tel : +603-3392 1992 / 1905Fax : +603-3392 2134

FACTORY 3Lot 5091, Jalan Teratai, Batu 5, Off Jalan Meru, 41050 Klang, Selangor D.E., Malaysia.Tel : +603-3392 7880 / 7350Fax : +603-3392 7229 / 9160


FACTORY 5 & 5BLot 18, 27, 38 & 57, Medan Tasek,Kawasan Perindustrian Tasek,31400 Ipoh, Perak D.R., Malaysia.Tel : +605-546 6360 / 547 9271Fax : +605-547 8975

FACTORY 6180/3, Moo 7, Srisonthon Road, Tambon Srisonthon, Amphur Thalang,Phuket 83110, Thailand.Tel : +66-76-272 572-4Fax : +66-76-273 447

FACTORY 7188, Moo 5, Kanchanawanich Road,Tambon Sumnakkham, Ampur Sadao,Songkhla, 90320 Thailand.Tel : +66-74-410-000 Fax : +66-74-410 007 / 008

FACTORY 853, Zhenbei Road, Xizhang Street,Fenghuang Town, Zhangjiagang City,Jiangsu Province 215614, China.Tel : +86-512-5842 2860Fax : +86-512-5842 2870


FACTORY 11Lot 4967, Jalan Teratai, Batu 6, Off Jalan Meru, 41050 Klang, Selangor D.E., Malaysia.Tel : +603-3392 1899 / 5399Fax : +603-3392 1299 / 1399

FACTORY 12Lot 4960, Jalan Teratai, Batu 6, Off Jalan Meru, 41050 Klang, Selangor D.E., Malaysia.Tel : +603-3392 3375Fax : +603-3392 5200

FACTORY 13Lot 4947, Jalan Teratai, Batu 6, Off Jalan Meru, 41050 Klang, Selangor D.E., Malaysia.Tel : +603-3393 1288Fax : +603-3393 1993

SUBANG CORPORATE OFFICEA-11-01, Empire Subang OfficeJalan SS 16/1, 47500 Subang Jaya,Selangor D.E., MalaysiaTel : +603-5022 2110Fax : +603-5022 2113

U.S.A. MARKETING OFFICETG Medical (U.S.A.) Inc.,165, North Aspan Avenue,Azusa CA 91702, U.S.A.Tel : 001-626-969-7838 Fax : 001-626-969-7823E-mail : [email protected]


FACTORY 15South of Weiwu Road, West of Xihuan Road,Xinghua Economic Developing Zone,225700 Jiang Su Province, China.Tel : +86-523-8326 8976Fax : +86-523-8326 8676

FACTORY 16L188, Moo 5, Tambon Pangla, Amphur Sadao, Songkhla 90170 Thailand.Tel : +66-74-410 888Fax : +66-74-410 886

FACTORY 17L268, Moo 5, Tambon Kampangphet,Amphur Rattaphum, Songkhla 90180 Thailand.Tel : +66-74-302888Fax : +66-74-302889 / 302890

FACTORY 18Lot 124 & 126, Jalan Lapan, KompleksPerabot Olak Lempit, 13 KM, Jalan Banting Dengkil, 42700 Banting,Selangor D.E., Malaysia.Tel : +603-3149 1998Fax : +603-3149 3008

FACTORY 19Lot 4987, Jalan Bunga Raya, Batu 6, Off Jalan Meru, 41050 Klang, Selangor D.E., Malaysia.Tel : +603-3392 5900Fax : +603-3392 5910

FACTORY 20Lot 4988, Jalan Bunga Raya, Batu 6, Off Jalan Meru, 41050 Klang, Selangor D.E., Malaysia.Tel : +603-3392 4429Fax : +603-3392 4200

FACTORY 21Lot 4989, D/A Jln. Bunga Raya,Off Jalan Meru, 41050 Klang, Selangor D.E., Malaysia.Tel : +603-3392 4614Fax : +603-3392 5066

FACTORY 22Lot 4990, D/A Jln. Bunga Raya,Off Jalan Meru, 41050 Klang,Selangor D.E., MalaysiaTel : +603-3392 4614Fax : +603-3392 0506

FACTORY 23Lot 12, Persiaran Tasek,Kawasan Perindustrian Tasek,31400 Ipoh, Perak D.R., Malaysia. Tel : +605-546 6360 / 547 9271Fax : +605-547 8975

FACTORY 24Lot 4986, Jalan Bunga Raya, Batu 6,off Jalan Meru, 41050 Klang, Selangor D.E., Malaysia.Tel : +603-3392 5900Fax : +603-3392 5910

CORPORATE OFFICES AND FACTORIES

Documents

TG AR2012(2):Layout 1 · 141 Bangladesh 142 Bhutan 143 Brunei 144 Cambodia 145 China 146 East Timur 147 Hong Kong 148 India 149 Indonesia ... Annual Report 2012 8 Tan Sri Lim Wee