COMPUTER FORMS (MALAYSIA) BERHAD

(Company No. 4423-H) (Incorporated in Malaysia)

 

Summary of Key matters discussed at the 54th Annual General Meeting of the Company held at Bukit Kiara Equestrian and Country Resort, Dewan Berjaya, Jalan Bukit Kiara, Off Jalan Damansara, 60000 Kuala Lumpur, Malaysia on Tuesday, 20 September 2016 at 10.00 a.m.

 

OPENING

 

Meeting started at 10.00 a.m. with a welcome address from the Chairman.

 

The Chairman informed the shareholders that subsequent to the dispatch of the Company’s 2016 Annual Report on 29 July 2016, Mr Ou Wee Sun, previously an Independent Non-Executive Director of the Company, has resigned from the Board on 18 August 2016 and as such, the proposed Ordinary Resolution 4(b) would not be tabled to the meeting for voting.

 

AGENDA ITEM 1

AUDITED FINANCIAL STATEMENTS OF THE GROUP AND THE COMPANY FOR THE FINANCIAL YEAR ENDED 31 MARCH 2016 TOGETHER WITH the Reports OF THE Directors and Auditors THEREON

 

 

This item is meant for discussion only, and is not a business which requires a resolution to be put forward for voting by the shareholders.

 

The audited financial statements of the Group and the Company for the financial year ended 31 March 2016, together with the Reports of the Directors and Auditors thereon were received and noted by the shareholders.

 

The key questions raised by shareholders and the corresponding answers by Directors on this item are as follows :

 

The Board was referred to page 26 of the Annual Report on “5 Years Group Financial Highlights” which showed the deteriorating  performance of the Group from year 2012 to year 2016. How does the Group plan to revive its performance, and when could the Company consider paying dividend to  its shareholders.

 

On the declining revenue of the Group for the past 5 financial years from 2012, the Board explained that the Group was involved in 4 main business activities; printing of business forms, exercise books, flexible packaging as well as the provisions of data print services, 2 segments of which, i.e. the business forms and exercise book printing businesses were having flat/negative growth due to continuous stiff competitive pressure from other bigger market players coupled with softening demand from schools for the exercise books. However, the other 2 segments of data print services and flexible packaging printing businesses were growing positively, in particular the flexible packaging business which had reached its maximum operating capacity over the last 2 to 3 years. As such, going forward, despite facing intense competitive pressure, the Group would continue to focus on and expand the flexible packaging business and take steps to increase the production efficiency as part of the Group’s effort to address the business sector’s thinning margin.

 

The Board also explained that the Company had not been paying dividend for many years as the Group had given priority in paring down its bank loans from about RM55 million to approximately RM2.8 million as at 31 March 2016.

 

 

On whether the Board was looking into any new businesses to improve the performance of the Group, the Board responded that the Group’s main printing businesses had been experiencing tough times during the past 2 to 3 years which had resulted in some sectors to start incurring small losses.  As much as the shareholders were concerned, the Board was also not satisfied with the weakening performance of the Group. The Directors would continue with its concerted effort to look out for any potential new business which could enhance the performance of the Group. In reviewing the business proposals, the Board would take into consideration the size of the Group and the current resources available and, more importantly, the sustainability, future prospects and earnings potential of the business. The Board would also look into the exit plan for the non-performing printing segment to prevent the Group from making further losses whilst trying to improve the margin of the existing printing business to turnaround the Group.

 

The Board further confirmed that the Net Asset per share of the Company was RM1.29 as at 31 March 2016.

 

AGENDA ITEM 2

ORDINARY RESOLUTION 1

- DIRECTORS’ FEES OF RM144,000 FOR THE FINANCIAL YEAR ENDED 31 MARCH 2016

 

 

The Board explained that the increase of fees of RM36,000 from the previous financial year was an adjustment to narrow the gap of the Non-Executive Directors’ fees from the average market of the similar industry as well as to commensurate with their level of responsibilities and involvement.

 

AGENDA ITEM 3

ORDINARY RESOLUTION 2 (a)

ORDINARY RESOLUTION 2 (b)

- RE-ELECTION OF MR LEE YU-JIN AND DATO’ WONG HOK YIM AS DIRECTORS OF

  THE COMPANY

 

 

No question was raised by the shareholders on this item.

 

AGENDA ITEM 4

ORDINARY RESOLUTION 3

RE-APPOINTMENT OF PCCO PLT AS AUDITORS OF THE COMPANY

 

 

No question was raised by the shareholders on this item.

 

AGENDA ITEM 5

ORDINARY RESOLUTION 4(a)

RETENTION OF DATO’ THOR POH SENG AS INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE COMPANY

 

 

No question was raised by the shareholders on this item.

 

POLL RESULTS

 

All resolutions tabled at the Meeting were carried