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KFC HOLDINGS (MALAYSIA)

1 BHD 65787-T Annual Report 2011


KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
After 38 years of Finger Lickin Good, we have changed
our tagline to simply So Good. So Good reflects our
commitment to product, place, people, price and promotion.
So Good is that great experience of a good meal shared
between family and friends. At KFC, it is all about building a
brand that brings people together and creates that So Good
moments. Thus, the choice of the cover illustrates So Good
which is what the brand is all about.

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Contents
ShareholdersOverview
Financial Highlights 6
Notice of Annual General Meeting 9
Statement Accompanying Notice of Annual General Meeting 14

Our Performance in 2011


Corporate Statement 18
Review of Operations 32

Reliable Corporate Citizen


Corporate Social Responsibility 48

The Corporation
Board of Directors 60
Top Management Committee 76
Head of Division 77
Shariah Advisory Council 80
Corporate Information 81
Group Structure 82

Accountability
Corporate Governance Statement 84
Audit Committee Report 93
Statement on Internal Control 97
Additional Compliance Information 100

Financial Statements
Directors Report 127
Statements of Financial Position 131
Statements of Comprehensive Income 132
Consolidated Statement of Changes in Equity 133
Statement of Changes in Equity 135
Statements of Cash Flows 137
Notes to the Financial Statements 139
Statement by Directors 204
Statutory Declaration 204
Independent Auditors Report 205
List of Properties Held 207
Analysis of Shareholdings 220
Analysis of Warrant Holdings 223

Form of Proxy

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
What We Bring To The Table...
we bring
a So Good
Family Meal...
...with a side of
Happiness.

Bringing families together is at the heart of everything that we do.


We take great pride in knowing that enjoying a sumptuous meal
together not only opens line of communications, but in addition
is a healthy and complete feast for the entire family to enjoy.
We ensure the quality of all our food, taking great care in each
step of the way to deliver wholesome, delicious and healthy
products for all.
Financial Highlights

2007 2008 2009 2010 2011


RM 000 RM 000 RM 000 RM 000 RM 000

REVENUE
KFC Malaysia 1,043,438 1,284,429 1,365,542 1,496,907 1,655,340
KFC Singapore 280,200 330,771 342,666 368,586 409,126
KFC Brunei 11,679 13,676 15,469 16,347 20,424
KFC India - - - 6,232 19,813
Integrated Poultry 316,985 445,018 484,132 533,397 586,706
Education - - - 1,068 4,725
Ancillary 78,069 105,894 89,622 99,821 102,646

Total 1,730,371 2,179,788 2,297,431 2,522,358 2,798,780


Profit Before Tax 150,624 167,457 190,015 221,833 215,493
Profit After Tax 105,543 120,350 132,797 159,702 146,571
Net Profit Attributable to
Owners of the Company 104,269 118,535 130,403 156,848 144,005
EBITDA 224,160 241,986 281,326 312,785 330,606
Property, Plant and Equipment 593,599 678,900 773,241 999,984 1,228,459
Total Assets 1,006,128 1,154,407 1,290,470 1,583,032 1,838,226
Total Borrowings 122,987 141,055 116,436 152,547 254,249
Share Capital (Number) 793,099 793,099 793,099 793,231 793,266
Shareholders Equity 602,021 692,158 791,757 990,247 1,074,215
Return on Shareholders
Equity (%) 17.32 17.13 16.47 15.84 13.41
Return on Total Assets (%) 10.36 10.27 10.11 9.91 7.83
Gearing Ratio (Net Debts/
Shareholders Equity) (%) - 6.22 - 2.10 14.08
Basic Earnings Per Share (Sen) 13.15 14.95 16.44 19.78 18.18
Net Assets Per Share (RM) 0.76 0.87 1.00 1.25 1.36
Gross Dividend Per Share (Sen) 20 22 24 15.5 3
Share Price as at 31 December (RM) 6.40 7.45 7.40 3.82 3.84

NO. OF RESTAURANTS
KFC Malaysia 403 436 475 515 539
KFC Singapore 69 73 77 77 80
KFC Brunei 7 8 9 9 12
KFC India - - - 7 13
Kedai Ayamas 20 25 35 49 75
RasaMas Malaysia 22 34 40 39 25
RasaMas Brunei - 2 3 3 2

521 578 639 699 746

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Financial Highlights

Revenue Profit Before Tax


RM (Million) RM (Million)

2007 1,730 2007 151

2008 2,180 2008 167

2009 2,297 2009 190

2010 2,522 2010 222

2011 2,799 2011 215


0

500

1000

1500

2000

2500

3000

50

100

150

200

250

Total Assets Shareholders Equity


RM (Million) RM (Million)

2007 1,006 2007 602

2008 1,154 2008 692

2009 1,290 2009 792

2010 1,583 2010 990

2011 1,838 2011 1,074


0

400

800

1200

1600

2000

250

500

750

1000

1250

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Financial Highlights

Total KFC Restaurants


No. of Restaurants

2007 403
69
7

2008 436
73
8

2009 475
77
9

2010 515
77
9
7

2011 KFC Malaysia


539
80 KFC Singapore
12 KFC Brunei
13
KFC India
0

100

200

300

400

500

600

Total Ayamas OutletS


No. of Outlets

2007 20
22

2008 25
34
2

2009 35
40
3

2010 49
39
3

2011 75 Kedai Ayamas


25
RasaMas Malaysia
2
RasaMas Brunei
0

15

30

45

60

75

90

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notice of Annual General Meeting

NOTICE IS HEREBY GIVEN that the 32nd Annual General Meeting of KFC Holdings (Malaysia) Bhd will be
held at Level 3, Wisma KFC, No 17, Jalan Sultan Ismail, 50250 Kuala Lumpur on Tuesday, 22 May 2012 at
11:30 a.m. for the following purposes:-

AGENDA

1. To receive and adopt the Audited Financial Statements of the Company for the year
ended 31 December 2011 and the Reports of the Directors and Auditors thereon. Resolution 1

2. To approve the payment of Directors fees in respect of the financial year ended
31 December 2011. Resolution 2

3. (a) To re-elect the following Directors retiring pursuant to Article 89 of the Companys
Articles of Association:

(i) Ahamad bin Mohamad Resolution 3


(ii) Datuk Ismee bin Ismail Resolution 4
(iii) Hassim bin Baba Resolution 5

(b) To re-elect the following Director retiring pursuant to Article 96 of the Companys
Articles of Association:

(i) YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum Sultan Salahuddin Abdul Aziz
Shah Alhaj Resolution 6

4. To re-appoint Messrs KPMG as Auditors of the Company and to authorize the Directors
to fix their remuneration. Resolution 7

5. As special business:

To consider and, if thought fit, to pass the following resolutions: -

(a) Ordinary Resolution - Authority to allot and issue shares pursuant to Section
132D of the Companies Act 1965 (the Act)

THAT pursuant to Section 132D of the Act, full authority be and is hereby given to
the Directors to issue shares of the Company from time to time upon such terms and
conditions and for such purposes as the Directors may in their absolute discretion
deem fit provided that the aggregate number of shares to be issued pursuant to
this resolution does not exceed ten percent (10%) of the issued share capital of the
Company and that such authority shall continue in force until the conclusion of the
next Annual General Meeting (AGM) of the Company, and that the Directors be
and are hereby empowered to obtain the approval of the Bursa Malaysia Securities
Berhad (Bursa Securities) for the listing and quotation for the new shares to be
issued. Resolution 8

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notice of Annual General Meeting

(b) Ordinary Resolution - Proposed Renewal of the Share Buy-Back Authority

THAT subject to the Act, rules, regulations and orders made pursuant to the Act,
provisions of the Companys Memorandum and Articles of Association and the
Listing Requirements of Bursa Securities (Listing Requirements) and any other
relevant authority, the Company be and is hereby authorized to purchase and/or
hold such amount of ordinary shares of RM0.50 each in the Companys issued and
paid-up share capital (Proposed Renewal of the Share Buy-Back Authority) through
Bursa Securities upon such terms and conditions as the Directors may deem fit in the
interest of the Company provided that:-

(a) the aggregate number of shares so purchased and/or held pursuant to this
ordinary resolution (Purchased Shares) does not exceed ten percent (10%) of
the total issued and paid-up share capital of the Company at any one time; and

(b) the maximum amount of funds to be allocated for the Purchased Shares shall
not exceed the aggregate of the retained profits and/or share premium of the
Company;

AND THAT the Directors be and are hereby authorized to decide at their discretion
either to retain the Purchased Shares as treasury shares (as defined in Section 67A
of the Act) and/or cancel the Purchased Shares and/or to retain the Purchased
Shares as treasury shares for distribution as share dividends to the shareholders
of the Company and/or be resold through Bursa Securities in accordance with the
relevant rules of Bursa Securities and/or cancelled subsequently and/or to retain part
of the Purchased Shares as treasury shares and/or cancel the remainder and to deal
with Purchased Shares in such other manner as may be permitted by the Act, rules,
regulations, guidelines, requirements and/or orders of Bursa Securities and any other
relevant authorities for the time being in force;

AND THAT the Directors be and are hereby empowered to do all acts and things
(including the opening and maintaining of a central depositories account(s) under
the Securities Industry (Central Depositories) Act, 1991) and to take such steps
and to enter into and execute all commitments, transactions, deeds, agreements,
arrangements, undertakings, indemnities, transfers, assignments, and/or guarantees
as they may deem fit, necessary, expedient and/or appropriate in the best interest
of the Company in order to implement, finalise and give full effect to the Proposed
Renewal of the Share Buy-Back Authority with full powers to assent to any conditions,
modifications, variations (if any) as may be imposed by the relevant authorities;

AND FURTHER THAT the authority conferred by this ordinary resolution shall be
effective immediately upon passing of this ordinary resolution and shall continue in
force until the conclusion of the next AGM of the Company or the expiry of the period
within which the next AGM of the Company is required by law to be held (whichever is
earlier), unless earlier revoked or varied by ordinary resolution of the shareholders of
the Company in general meeting, but shall not prejudice the completion of purchase(s)
by the Company before that aforesaid expiry date and in any event in accordance
with provisions of the Listing Requirements and other relevant authorities. Resolution 9

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notice of Annual General Meeting

(c) Ordinary Resolution - Proposed Renewal of Existing Shareholders Mandate


for Recurrent Related Party Transactions (RRPT) of a Revenue and/or
Trading Nature and New Mandate for Additional RRPT of a Revenue and/or
Trading Nature (Proposed Shareholders Mandate for RRPT)

THAT authority be and is hereby given in line with Paragraph 10.09 of the Listing
Requirements, for the Company, its subsidiaries or any of them to enter into any of the
transactions falling within the types of the RRPT, particulars of which are set out in the
Circular to Shareholders dated 27 April 2012 (the Circular), with the Related Parties
as described in the Circular, provided that such transactions are of revenue and/or
trading nature, which are necessary for the day-to-day operations of the Company
and/or its subsidiaries, within the ordinary course of business of the Company and/
or its subsidiaries, made on an arms length basis and on normal commercial terms
which those generally available to the public and are not detrimental to the minority
shareholders of the Company;

AND THAT such authority shall commence immediately upon the passing of this
Ordinary Resolution until:-

(i) the conclusion of the next AGM of the Company following the general meeting
at which the ordinary resolution for the Proposed Shareholders Mandate for the
RRPT is passed, at which time it shall lapse, unless the authority is renewed by a
resolution passed at the next AGM; or

(ii) the expiration of the period within which the next AGM after the date it is required
by law to be held; or

(iii) revoked or varied by ordinary resolution passed by the shareholders of the


Company at a general meeting of the Company,

whichever is earlier.

AND FURTHER THAT the Directors of the Company be authorized to complete


and do all such acts and things (including executing all such documents as may be
required) as they may consider expedient or necessary to give effect to the Proposed
Shareholders Mandate for RRPT. Resolution 10

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notice of Annual General Meeting

6. To transact any other ordinary business of which due notice shall have been given.

FURTHER NOTICE IS HEREBY GIVEN THAT for the purpose of determining a member
who shall be entitled to attend this 32nd AGM, the Company shall be requesting Bursa
Malaysia Depository Sdn Bhd in accordance with Article 64 of the Companys Articles of
Association and Paragraph 7.16 of the Listing Requirements to issue a General Meeting
Record of Depositors (ROD) as at 14 May 2012. Depositors whose names appear on the
ROD as at 14 May 2012 are entitled to attend, speak and vote at the said meeting.

BY ORDER OF THE BOARD

IDHAM JIHADI BIN ABU BAKAR, ACIS (MAICSA 7007381)


HENG AI LENG (MAICSA 7017245)

Company Secretaries

Kuala Lumpur
27 April 2012

Notes:

1. A member of the Company entitled to be present and vote at the above AGM may appoint a proxy or proxies to be present and
vote instead of him. A Proxy may but need not be a member of the Company.

2. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly authorized in writing or
if the appointor is a corporation, either under its common seal or under the hand of an officer or attorney duly authorised.

3. A member of the Company may appoint more than two (2) proxies to attend the AGM. Where a member of the Company appoints
two (2) or more proxies, the appointment shall be invalid unless the member specifies the proportion of his shareholdings to be
represented by each proxy.

4. Where a member of the Company is an authorized nominee as defined under the Securities Industry (Central Depositories) Act,
1991, he may appoint at least one (1) proxy in respect of each securities account he holds with ordinary shares of the Company
standing to the credit of the said securities account.

5. Where a member of the Company is an exempt authorized nominee as defined under the Securities Industry (Central Depositories)
Act, 1991, there will be no limit to the number of proxies which the exempt authorized nominee may appoint.

6. Any alteration made in this form should be initialed by the person who signs it.

7. The Proxy Form and the Power of Attorney or other authority, if any, under which it is signed or a notarially certified copy of that
power of authority must be deposited at Tricor Investor Services Sdn Bhd, Level 17, The Gardens North Tower, Mid Valley City,
Lingkaran Syed Putra, 59200 Kuala Lumpur not less than forty-eight (48) hours before the time for holding the meeting or any
adjournment thereof.

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notice of Annual General Meeting

Explanatory Notes on Special Business

1. Resolution Pursuant to Section 132D of the Companies Act 1965


The Ordinary Resolution proposed under item 5(a), if passed, will give the Directors of the Company, from the date of the above
General Meeting, authority to issue and allot ordinary shares from the unissued share capital of the Company being for such
purposes as the Directors consider would be in the interest of the Company. This authority will, unless revoked or varied at a
General Meeting, expire at the conclusion of the next AGM of the Company.

The Company had, at the 31st AGM held on 27 April 2011, obtained its shareholders approval for the general mandate for
issuance of shares pursuant to Section 132D of the Act. The Company did not issue any new shares pursuant to this mandate
obtained as at the date of this notice. The Ordinary Resolution 8 proposed under item 5(a) of the Agenda is a renewal of the general
mandate for issuance of shares by the Company under Section 132D of the Act. At this juncture, there is no decision to issue
new shares. If there should be a decision to issue new shares after the general mandate is obtained, the Company will make an
announcement in respect of the purpose and utilisation of proceeds arising from such issue.

The authority will provide flexibility to the Company for any possible fund raising activities, including but not limited to further placing
of shares, for purpose of funding future investment project(s), working capital and/or acquisitions.

2. Resolution pursuant to the Proposed Renewal of the Share Buy-Back Authority


This resolution proposed under item 5(b) will empower the Directors of the Company to purchase the Companys shares up to
ten percent (10%) of the issued and paid-up share capital of the Company by utilizing the funds allocated which shall not exceed
the total retained earnings and share premium of the Company. This authority will, unless revoked or varied at a General Meeting,
expire at the conclusion of the next AGM of the Company.

Further information on the Proposed Renewal of the Share Buy-Back Authority are set out in the Circular to Shareholders of the
Company which is dispatched together with the Companys Annual Report for the year ended 2011.

3. Resolution pursuant to the Proposed Shareholders Mandate for RRPT


This resolution proposed under item 5(c) will enable the Company, its subsidiaries or any one of them to enter into any recurrent
transactions of a revenue or trading nature which are necessary for the Company and/or its subsidiaries day-to-day operations,
subject to the transactions being in the ordinary course of business, made at arms length and on normal commercial terms and
are not to the detriment of the minority shareholders of the Company.

Further information on the Proposed Shareholders Mandate for RRPT are set out in the Circular to Shareholders of the Company
which is dispatched together with the Companys Annual Report for the year ended 2011.

13
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Statement Accompanying Notice of
Annual General Meeting

1. DIRECTORS WHO ARE STANDING FOR RE-ELECTION AT THE ANNUAL GENERAL MEETING

(a) The Directors retiring by rotation pursuant to Article 89 of the Articles of Association are:-

(i) Ahamad bin Mohamad


(ii) Datuk Ismee bin Ismail
(iii) Hassim bin Baba

(b) The Director retiring by rotation pursuant to Article 96 of the Articles of Association is:-
(i) YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum Sultan Salahuddin Abdul Aziz Shah Alhaj

The details of the directors seeking re-election are set out in the Directors Profiles which appear on pages
62 to 71 of the Annual Report.

2. DETAILS OF ATTENDANCE AT BOARD MEETINGS HELD IN THE FINANCIAL YEAR ENDED


31 DECEMBER 2011

There were six (6) Board Meetings held during the financial year ended 31 December 2011 and the following
are the details of the Board attendance:-

Name of Directors No of Meetings Attended

1. Kamaruzzaman bin Abu Kassim 6/6



2. Ahamad bin Mohamad 6/6

3. Jamaludin bin Md Ali 6/6

4. Hassim bin Baba 6/6

5. Kua Hwee Sim 6/6

6. Tan Sri Dato Dr Yahya bin Awang 6/6



7. Datuk Ismee bin Ismail 3/6

8. Datin Paduka Siti Sadiah binti Sheikh Bakir 4/6

9. YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum 3/4


Sultan Salahuddin Abdul Aziz Shah Alhaj
(Appointed on 1 June 2011)

3. THE 32ND ANNUAL GENERAL MEETING WILL BE HELD AT LEVEL 3, WISMA KFC, NO 17, JALAN
SULTAN ISMAIL, 50250 KUALA LUMPUR ON TUESDAY, 22 MAY 2012 AT 11.30 A.M.

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
we bring
Cheery Smiles...
16
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
17
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
...with a splash of
Mouth-watering
Varieties.

At our restaurants, we are proud to provide our customers with only


the best value everyday. From our meals for one, to meals shared
with family and friends, you will find a delicious meal that suits you
at a great price.

18
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
19
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

The Group Continuously


Achieves Spectacular
Growth

CONSOLIDATING ACHIEVEMENTS Against this background, 2011 was yet another year of
outstanding achievement for KFCH. Most importantly,
Fellow stakeholders, a fundamentally stellar financial performance has
enabled the Group to continue making major capital
The growth achieved by the KFC Holdings (Malaysia) investments that will secure the future of the Group
Bhd (KFCH) Group between 2006 and 2010 was for years to come, while maintaining a healthy bottom
phenomenal. In just five years, the number of KFC line for the period under review.
outlets increased from 443 to more than 600, as
the Group not only entrenched its leadership of In short, for KFCH, after five years of remarkable
the Malaysian food service sector but expanded growth, 2011 was a story of consolidation that has
its network in Singapore, Brunei and into India. positioned the Group to take the next leap forward in
Moreover, this massive increase in outlets was 2012 and beyond.
matched by a consistent and spectacular growth in
both revenues and profits.

18
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

From Left to Right :


AHAMAD BIN MOHAMAD
Deputy Chairman
KAMARUZZAMAN BIN
ABU KASSIM
Chairman
jamaludin BIN md alI
Managing Director

ECONOMIC BACKGROUND

The global economy remained fragile throughout


2011. The still unfolding financial turmoil in Europe
began to impact developing and other high-income
countries. In certain parts of the world, this effectively
depressed stock markets and pushed up borrowing
costs, while capital flows to developing nations fell
sharply.

Towards the year end, these conditions dampened


Southeast Asias growth outlook and started to
weigh down on the near-term prospects for the
Malaysian economy.

19
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

Nevertheless, in 2011 the Malaysian economy


remained resilient, achieving GDP growth of 5.1%,
underpinned by strong domestic demand and an
improvement in the external sector arising from firm
regional demand.

However, growth moderated in the last quarter on


account of external developments, while towards the
year end both manufacturing sector sentiment and
consumer sentiment declined, albeit slightly.

In Singapore, GDP stood at 4.9%, with a healthy


7.6% growth in the manufacturing sector offsetting
a contraction in the electronics cluster and slower
growth in the precision engineering and chemicals
clusters. The Accommodation & Food Services and
Other Services industries grew by 5.8% and 6.7%
respectively on the back of healthy visitor inflows.

GDP growth in India fell to around 7% in 2011, with


the economy hampered by a mix of domestic and
global events, including the Eurozone crisis, a rising
fiscal deficit, high inflation and a lack of policy reforms
to help industry and agriculture. 2011 Key Financial Highlights:

DELIVERING RESULTS Revenue of all KFC restaurants of the Group


climbed 11.5% to RM2,104.7 million
Against this background, although all the Groups Revenue at KFC Malaysia hit RM1,655.3 million,
business segments experienced inflationary 10.6% up on last year, and achieved Same Store
pressures with higher food, commodity and energy Sales Growth of 4.6%
costs, KFCH once again achieved commendable KFC Singapore achieved 11% revenue growth to
sales growth. Total revenue for the year increased to RM409.1 million
a record high of RM2,798.8 million, up 11% on the KFC Brunei advanced its revenue to RM20.5
RM2,522.4 million achieved in 2010. million, a 25% increase on 2010s figure
KFC India generated RM19.8 million of revenue,
Not surprisingly however, given the strategic 217.9% higher than the previous year
decision to make major capital investments, profit KFC Marketing Sdn Bhd (KFC Marketing) posted
before tax (PBT) dipped 2.8% to RM215.5 million a 23.3% jump in revenue to RM273.1 million
from RM221.8 million the year before. Specifically, Kedai Ayamas sales shot up 41.1% to RM77.7
the Group invested some RM104.2 million during the million
year in vital supply chain facilities, while its operations KFC Events Sdn Bhd (KFC Events) reported
in KFC India and KFCH International College incurred RM4.1 million in revenue arising from commission
initial start-up cost as they build the critical mass that generated from RM41 million sales, contributed
will soon carry them from break-even to profit. by catering, site selling and voucher marketing of
KFC, Pizza Hut, RasaMas and Kedai Ayamas to
In addition, the 2010 profit included a net surplus various corporate clients
from revaluation of properties of RM6.7 million. On Revenue (including intercompany sales) at the
a comparable basis, the Groups PBT therefore Groups Integrated Poultry segment improved to
improved slightly by 0.2% or RM 0.4 million against RM1,472 million, a 13.8% gain on 2010
the prior year.

20
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

Dividends

The Group declared a total interim dividend of 3 sen


less tax of 25% per ordinary share for the financial
year ended 31 December 2011. No final dividend
was proposed for the financial year 2011.

INVESTING IN STRONG FOUNDATIONS

KFCHs expansion in 2011 was dedicated to three


vital aspects of the Groups operations: regional
Major Initiatives expansion; people and supply chain.

Implemented During Investing in Expansion

the Year Included the 2011 saw KFCs Malaysian network expand by

Construction of Nine another 24 outlets. With the rapid growth of the KFC
restaurant chain in Malaysia, our nation can now

Drive-Thru Outlets in boast one of the highest ratios of KFC restaurants


per capita in the world.
Peninsular Malaysia, Major initiatives implemented during the year
and the Penetration of included the construction of nine drive-thru outlets in
Peninsular Malaysia, and the penetration of KFC into
KFC into Small Towns small towns especially in the east coast of Peninsular
Malaysia, Sabah and Sarawak.
Especially in the East
Two new outlets were opened in Kelantan, in
Coast of Peninsular Kota Bharu and Koh Lanas. Other small towns in

Malaysia, Sabah and Peninsular Malaysia that welcomed KFC included


Padang Serai, Pekan Changlun and Kuala Nerang

Sarawak. in Kedah and Sabak Bernam in Selangor. Meanwhile


three new outlets were launched in Sabah and
Sarawak in Kota Kinabalu, Kunak and Betong.

Meanwhile, KFCH has built a strong presence in


Singapore and Brunei, and in 2011 increased its
network by three outlets in each country.

But the biggest opportunities lie with the Groups


more recent venture into India, where in 2011 the
number of outlets grew to 13. The potential of the
Indian market is tremendous, but this is a volume
game and it will need more than 50 outlets before the
Indian operations achieve profitability. KFCHs 2011
investment of RM12.9 million in its Indian network
therefore represents the foundation of a long-term
plan for ongoing, aggressive expansion that before
long will start to pay dividends in the future.

21
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

KFCHs subsidiaries are also poised for continual


expansion. Ayamas Shoppe Sdn Bhd entered into a Kedai Ayamas
joint venture agreement with Rastamas Trading Sdn
Bhd (Rastamas) to form a joint venture company, Commenced
Ayamas Shoppe (Sabah) Sdn Bhd to kick-start
Kedai Ayamas operations in Sabah. Rastamas is the its East Malaysian
biggest poultry integrator in Sabah. The first Kedai
Ayamas commenced its East Malaysia operations in
Operations in Tawau
Tawau in April 2011. There are currently three Kedai
Ayamas outlets in Sabah.
in April 2011.
Investing in the Supply Chain
There are Currently
The rapid growth of KFCHs restaurant business in
Three Kedai Ayamas
Malaysia has resulted in an increasing demand for
chicken related products. To meet this demand, in
Outlets in Sabah.
2011 the Group continued to invest RM104.2 million
in facilities to increase the capacity of its upstream
operations. This will stand KFCH in good stead as
even more people flock to its restaurants.

In August 2011, the Group invested RM25 million in a


breeder farm and hatchery in Sidam Kiri, Kedah. The
19-hectare breeder farm will produce 25% of the total
Day-Old-Chicks (DOC) generated by the Groups five
company-owned farms. The new hatchery has the
capacity to produce one million DOC per month.
Combined with the other company-owned hatchery
in Salak Tinggi which produces three million DOC per
month, total output of DOC will rise to four million per
month, making KFCH self-sufficient in DOC supply.

The Group has also built new broiler farms in


Sedenak. The first phase, completed in 2010, has a
capacity of 400,000 broilers per cycle. The second

22
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

phase was completed in mid 2011, with a capacity of The Logistics division opened its new warehouse
600,000 broilers per cycle, increasing the combined in Port Klang in November 2011. The new RM7.5
capacity of both phases to one million broilers per million facility, at 300,000 square feet, is nearly seven
cycle. The total investment cost for the two phases times the size of its previous warehouse in Glenmarie,
came to RM22 million. Shah Alam.

The KFCH-owned broiler farms in Sedenak and The Group also purchased a site at the Bukit Minyak
Mantin currently supplies broilers to the Groups Industrial Area in Penang and plans to relocate its IPI
processing plants in Port Klang, Bukit Mertajam Plant there from its present location in Bukit Mertajam.
and Johor. They supply 16% of the Groups total Once approval has been granted by the Land Office,
broiler requirements by producing 580,000 broilers construction will take approximately two and a half
per month, with the remaining 84% coming from years. The new plant will be able to process 40,000
contract farms. In 2011, the Group also invested in birds per day, which, when added to the existing two
new broiler houses using a cages system, which plants, will bring the Groups processing capacities
will increase capacity by a further two million broilers to 160,000 birds per day.
per year.
Investing in People
In addition, end of April 2012 saw the commissioning
of a new RM27.7 million sausage plant which It is essential for KFCH to constantly deliver, maintain
increases the output of sausage production from and enhance its customer service. But delivering
430 metric tonnes to 800 metric tonnes per month. consistent customer service depends on recruiting
quality staff a task that in recent years has become
Meanwhile, Region Food Industries Sdn Bhd (RFI) increasingly challenging.
invested RM2.4 million to boost production capacity
of its sachet line to meet current demand. This raises To tackle this issue, in 2010 the Group acquired
the maximum sachet production capacity from 325 Paramount International College in Puchong and
metric tonnes per month to 650 metric tonnes per set about transforming it into what is now known
month. as KFCH International College. In 2011, the Group
purchased a 4.5-hectare parcel of land within the
Bandar Dato Onn township in Johor for the Colleges
second campus. The Johor campus located in the
Iskandar Development Region will be developed in
phases, with completion due in 2017, at which time
its intake capacity will be 12,000 students per year.

The first phase of the development of the Bandar


Dato Onn campus which was completed in March
2011 and the upgrading of its Puchong campus
facilities incurred a total investment cost of RM25
million. As a result, the two campuses now provide
a conducive learning environment for students,
with state-of-the-art teaching and learning facilities,
including kitchen labs, a demo kitchen, a pastry lab,
a sensory lab, a computer lab, an English language
lab, a modern library and an auditorium.

As of December 2011, the total enrolment at the


Puchong and Johor campuses was 681 students.

The Groups vision for KFCH International College is


for it to be Malaysias premier educational institution
specialising in the hospitality and food services
industries, particularly restaurant management,
culinary arts, hotel management, tourism
management and event management.

23
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

The College has obtained full Malaysian Qualifications RESTRUCTURING THE BUSINESS
Agency (MQA) accreditation for its Diploma in
Business Administration, Diploma in Information On 14 December 2011, Johor Corporation (JCorp),
Technology and Diploma in Hotel Management, plus the Groups ultimate holding corporation, in
provisional accreditation for its Diploma in Restaurant partnership with CVC Capital Partners Asia III Limited
Management, Diploma in Culinary Arts, Diploma (CVC), made a formal offer via a special purpose
in Event Management and Diploma in Tourism vehicle, Massive Equity Sdn Bhd (MESB), to acquire
Management. The College is now preparing the MQA substantially all the business and undertakings of the
documentation for two new additional programmes, Groups holding company, QSR Brands Bhd (QSR),
namely Diploma in Food Science & Technology and and the entire business and undertaking of KFCH.
Diploma in Halal Toyyibban & Food Safety. JCorp holds 51% equity interest in MESB while CVC
owns the balance 49%.
The curriculum is expanding as well. The College
has offered its first three-month Halal Executive At present, JCorp holds a 55% equity interest in
Program, completion of which earns a certificate Kulim (Malaysia) Berhad, which controls 56% of
from the Halal Industry Development Corporation QSR, which in turn owns 51% of KFCH.
(HDC). The College is currently collaborating with
HDC to develop a comprehensive programme in this The conditional offer by MESB to acquire the entire
subject. KFCHs businesses and undertakings, including
all assets and liabilities, is for an aggregate cash
In future, the College will act as a crucially important consideration equivalent to:
conduit to provide KFCH with a reliable source of
skillful manpower. RM4.00 per ordinary share of KFCH of RM0.50
each multiplied by the total outstanding KFCH
shares (less treasury shares, if any) at a date to be
determined later; and

RM1.00 per KFCH warrant multiplied by the total


outstanding number of KFCH warrants in issue at
a date to be determined later.

24
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

The proposed acquisitions of QSR and KFCH are require improvement and provide a basis to develop
inter-conditional, and subject to the execution of programmes to improve operations. The Balanced
the Sale & Purchase Agreement. The proposed Score Card also helps management to align strategic
acquisition offer is also subject to approval by both goals across the whole enterprise and thus maintain
KFCH shareholders and Yum! Brands, Inc. (Yum!). a more unified focus, allowing separate business units
to align towards improving the Groups performance.
Upon completion of the exercise, the Board intends
to return the cash proceeds to all KFCH shareholders
and warrantholders via a capital repayment
exercise.

ACCELERATING PERFORMANCE EXCELLENCE

Performance goals must be measurable if they are


to be met, and thus KFCH has defined a framework
of Key Performance Indicators (KPIs) to establish
goals, monitor progress, and boost performance.
Every organisational unit and each staff member
has an appropriate set of KPIs against which to
measure achievement, and there are also indicators
to establish guidance for less concrete values such
as service quality and leadership skill. The KPI
system has given the Group a supremely useful
tool for analysing and quantifying new processes
and procedures, and modifying them for greater
efficiency if necessary.

The Balanced Score Card methodology for the


managements control of its restaurant operations
complements the KPI framework. This is another
tool that the Group uses to identify areas that

25
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

The Groups holding company, QSR organises a BOOSTING QUALITY


popular annual event, Quality Day or better known as
Hari Mekar. Hari Mekar brings teams of employees KFCH undertakes a range of initiatives to identify
together for one day every December to take part in areas that are not operating at optimal levels. Teams
competitions. It is a vibrant forum in which staff pitch convene and collaborate to find ways to standardise
their best ideas for new methods and projects to procedures, implement new methods and tools, and
increase productivity and reduce costs. The winners adopt industry-standard best practices to achieve
of the QSR Hari Mekar then progress to the JCorp peak efficiency.
Hari Mekar, where they compete against teams
from JCorp and all its subsidiaries. They also go on For the period of 2007-2011, these efforts generated
to represent the Group at the Malaysia Productivity significant collective cost savings for the Group which
Corporation (MPC) Awards. includes savings realized from the Best Practices
project. The cost savings for projects that began
At the JCorp Hari Mekar, these teams vie for prizes in 2011 proved to be positive and is expected to
in three categories: Innovative Creative Circle (ICC), produce higher savings when the projects are rolled
Poster Design, and Cempaka (Suggestions & Ideas) out to other business areas and outlets.
and in 2011 three KFCH teams emerged as winners.
Optimus Prime won for the ICC Cross Functional IMPROVING GOVERNANCE
category, Golden Dream won for ICC Technical,
while Eagle won for the Cempaka category. The KFCHs success depends on the integrity and conduct
overall winner at the JCorp Hari Mekar for the fifth of its people, and the Group is totally committed to
consecutive year was KFCHs holding company, conducting business in a responsible, accountable
QSR. and ethical manner. In 2011, further efforts were
dedicated to improving stewardship and governance
Subsequently, at the MPC Awards, Optimus Prime processes for the benefit of stakeholders.
achieved second place in the Service Sector
category at national level.

In 2011, KFC employees participated in a series of


workshops organised by Yum! in areas including
Marketing, Finance, Restaurant Excellence, and
Human Resource. These sessions provided an
opportunity for personnel in all the Yum! markets
regionwide to share best practices and improvements
to operational efficiency.

26
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

For several years, the Group participated in the


JCorp Remuneration and Nomination Committee
which ensured transparency both to staff and to
external stakeholders. In 2011, KFCH formed its
own Remuneration and Nomination Committee with
a more specific and focused mandate.

To empower staff at every level of the organisation


to address governance issues, the Group continued
to implement the Work Ethics Declaration Form, by
which employees can safely and anonymously report
suspected ethical violations.

Further, KFCH has two additional mechanisms in


place to allow personnel to raise concerns with the
higher management. The Voice of Champions and
Voice of Managers surveys allow team members
and managers to express what they feel about their
working environment, and their feedback provides
insights on what needs to be done to make the
restaurant a better place to work. Both surveys are
carried out in a confidential manner, and the survey
results are distributed to the Operations Leaders
who then develop constructive actions to address
employees concerns.
pillars championing the halal cause, improving
Multi-directional annual performance appraisals educational standards, encouraging entrepreneurial
are another area in which the Group incorporates development, promoting a healthy lifestyle, fostering a
transparency and encourages constructive feedback. sense of national unity, and helping the less fortunate
Traditionally, managers write unilateral evaluations YAB conducts a wide range of initiatives to benefit
of the employees reporting to them. In contrast, both stakeholders and the wider community.
KFCH employees at every level participate in peer
performance appraisals, and reverse appraisals give One of the Groups most successful CSR campaigns
staff an opportunity to evaluate the managers to in 2011 raised RM2.1 million for the famine-stricken
whom they report. around the world. To mark its fifth year of participation
in the World Hunger Relief Programme, a joint effort
TAKING SOCIAL RESPONSIBILITY TO HEART with Yum! and the United Nations World Food
Program, KFCH together with its holding company
KFCH has always believed that with success QSR, organised a 5km charity walk in Putrajaya, and
comes responsibility. This is why Corporate Social over 10,000 people took part.
Responsibility (CSR) remains a Group priority. From
enhancing products and services to reaching out ACHIEVING RECOGNITION
to the communities in which it operates, KFCH
continues to seek ways to enrich the lives of those 2011 was a year of significant recognition for KFCH
around us. and its subsidiaries.

In 2010, KFCH and its holding company, KFC received the 2010/2011 BrandLaureate Award
QSR, established Yayasan Amal Bistari (YAB), for the Best Brand in Brand Strategy. KFC also
a nongovernmental, non-profit foundation that won a series of Yum!s 2011 Franchise Awards
coordinates all QSR and KFCHs CSR activities, for Development Excellence (KFC Malaysia) and
endeavours and programmes. Based on six CSR Advertising Excellence (KFC Singapore).

27
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

Ayamas had an outstanding year as well. The In 2012, KFC is launching a vigorous programme of
Malaysia Womens Weekly magazine recognised initiatives to boost its market leadership position. Of
two Ayamas products in their Domestic Diva Awards these strategies, the overall driver is the So Good
2011. The Breaded Drummets & Midwings won the campaign, designed to bring the Group ever closer
Straight from the Fridge: Best Ready-to-Fry-Frozen to achieving its vision to be the leading integrated
Meat category, and Ayamas QuikBurger took the food services group in the Asia Pacific region, based
prize for the Best Processed Meat. BrandLaureate on consistent quality products and exceptional
selected Ayamas as their winner of the 2010/2011 customer-focused service.
Best Brand in Consumer Chicken-Based Products
Award. The Ayamas Chicken Satay emerged at the Launched in April 2012, the So Good campaign
top of the MIFT Product Innovation Platinum Award aims to deliver an experience that is so loved by
2011 Competition in Malaysia. customers that they describe it as So Good. It
also provides an opportunity to relaunch the brand,
STRATEGISING 2012 refocus on the basics, generate internal pride, and
strengthen the relationship between the brand and
Operational Excellence its customers.

In the years ahead KFCH will be further expanding With the systematic improvements that the customers
its network of restaurants, focusing especially will experience, the campaign will enhance the total
on opening new drive-thru outlets, which offer customer experience at the restaurants in terms
exceptional convenience to people leading busy of the Five Ps: product, place, people, price and
lives who need a quick and tasty meal. At the same promotion.
time, the Group will be enhancing its restaurant
ambiance to provide a more contemporary feel and Meanwhile, to improve customer service, all
create a pleasant place for families and friends to managers and staff will be recertified, and staff will
get together. KFCH will also be expanding into small go through the Learning Zone. The new Learning
towns to increase its market coverage. Zone initiative gives Restaurant Managers and
team members access to web-based training. This
In tandem with its network expansion, the Group provides a virtual classroom and online meetings as
will be improving its KFC restaurants service quality well as online assessments, tests and surveys.
and speed by investing in new IT Infrastructure. A
new Kitchen Display System (KDS), which positions A staff competition will also be held, which will
packers at each cashier counter and cuts service time, recognise and reward the best cooks and cashiers.
especially during peak periods, will be introduced at
high sales volume restaurants in Malaysia in early
2012. A self-service order kiosk is currently being
tested to further reduce queue time.

28
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

Other initiatives will also be effected to address the Upstream Business


challenges of 2012. To reaffirm product superiority
against all its competitors, KFC will leverage its To meet the ever-growing demands of KFCH
strengths Chicken On Bone (COB), freshly prepared restaurants, the Group will continue to grow its
in-store meals, signature recipes, and products upstream business by investing in plants and
tailored for different times of day, namely breakfast, increasing product capacity.
lunch, snacking and dinner.
As well as catering to its internal market, the
Meanwhile, KFCH is looking into the viability of a Group will be growing its external market share.
KFC home delivery service. If this proves promising, KFC Marketing now aims to introduce a variety of
the service will begin in the third quarter of 2012. renowned international brands to Malaysia so as to
become one of the nations biggest trading houses.
Overseas Expansion To this end, in 2011 it clinched a number of exclusive
deals with such brands as Kewpie, Divella, Leggos,
Overseas expansion is high on KFCHs agenda. In Mission and Simplot and is continually pursuing
Singapore, the Group plans to leverage on product additional businesses in the domestic, Asian and
excellence and a series of imaginative campaigns Middle Eastern markets.
and menu enhancements to bolster the market
share. In Brunei, the Group will be opening two new
in-line restaurants and two drive-thrus, as well as
refreshing the image of the KFC Berakas facilities.

But the biggest opportunities lie in the vast Indian


market where KFCH aims to get closer to achieving
critical mass by opening 16 new outlets in 2012. By
offering an appealing range of vegetarian options
alongside its traditional menu, the Group is confident
that it will quickly make KFC one of Mumbai and
Punes most popular restaurant chains. The long-term
prospects for the Indian venture are outstanding.

29
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

Looking ahead, the demand for raw chicken,


chicken parts and further processed chicken
(such as nuggets, sausages, etc.) will continue to
be boosted by Kedai Ayamas. Kedai Ayamas is
the pioneer brand in Malaysia to sell chicken and
chicken-based products through a network of air-
conditioned stores, and the first to offer an array of
chicken roasters and light, chicken-based snacks.
The Kedai Ayamas chain markets high quality, halal,
branded chicken that is hygienically processed and
packed in the companys own plants.

In 2011, SKU numbers increased to 902 from 507 the


year before, and in 2012, the target is to reach 1060.
Kedai Ayamas also launched its delivery service in
December 2010, which is now available at 40 outlets
in the Klang Valley as well as most stores in Johor
and Melaka. In 2012, the service will be extended
to Seremban and selected stores in Penang, Ipoh
and Kedah. By the year end the total number of
outlets offering delivery is expected to have risen to
67. Kedai Ayamas will also be making further inroads
into Brunei in the coming year.

KFCH International College

By capitalising on its state-of-the-art facilities and


outstanding academic foundation, the Group aims to
grow the number of students at KFCH International
College from 681 in 2011 to 2000 in 2012, at which
point the College will break even. 40 agents have
been appointed to facilitate growth by recruiting LOOKING AHEAD
students both locally and internationally. In addition,
an international marketing office has been set up The global economic outlook still appears uncertain
to boost recruitment of international students. The in view of the lingering debt crisis in Europe, although
College will be offering a number of new courses there are nascent signs of recovery in the US economy
by collaborating with other accredited local and judging by the improving job market and corporate
overseas universities. KFCH International College earnings released thus far. The positive data from
aims to achieve University College Status by 2015. US appears to outweigh concerns in Europe at this
moment and, if sustainable, will be pivotal to win
Profit Centres back investors and consumers confidence in the
global economy.
Although consolidation is a priority, the Group is also
aiming to turn its Logistics division into a profit centre
in the future. The new double-storey warehouse
facility in Port Klang, with its vast square footage,
16 loading bays and advanced equipment, currently
serves 921 of the Groups restaurants and outlets
but has the capacity to serve third parties as well as
the other Groups subsidiaries.

30
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Statement

The Malaysian economy will be sustained by the EXPRESSING GRATITUDE


implementation of projects under the Governments
ETP as well as private capital spending. Together with In 2011, KFCH once again consistently delivered top
the incentives announced during the 2012 Budget, quality products and customer service. On behalf of
this is expected to boost consumer confidence and the Board, we offer each of our employees heartfelt
stimulate domestic demand, and GDP growth of congratulations and gratitude.
5% is expected in 2012.
We also profoundly appreciate the support we
The economies of the other markets where the Group received from customers, investors, financiers,
operates, namely Brunei and India, are still robust suppliers and various governmental and regulatory
with relatively healthy GDP growth. The Singapore authorities. We are equally grateful to Yum! for their
economy on the other hand is expected to grow continued confidence and for the guidance received
between 1%-3%. The Group plans to continue from them throughout the year.
growing in these markets through the sustained
development and refurbishment of stores and the Finally, on a personal note, we would like to
delivery of operational excellence. thank our colleagues on the Board and the entire
management team for their outstanding contribution.
The food sector is relatively healthy but faces Their commitment to the long term growth of the
inflationary cost pressures. The Group expects profit business has again produced results the Group
margins to be tight and it plans to generate earnings can be proud of. The KFCH Board of Directors
growth by continuing to drive topline aggressively grew from eight members to nine last year, and
through new and repeat customer purchases. It we offer a warm welcome to the newest member,
will strive to develop and introduce new winning YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum
products, launch successful promotions that provide Sultan Salahuddin Abdul Aziz Shah Alhaj, whose
value for its consumers, invest in new facilities and appointment took effect on 1 June 2011.
refurbish existing ones, and improve customer service
and experience. The Group is also continuously
seeking better cost efficiencies as well as improving
productivity in all its business segments.

While the operating costs of the KFCH International KAMARUZZAMAN BIN ABU KASSIM
College remain high, the College is confidently Chairman
expected to break even in 2012, and the Group
anticipates starting to reap the rewards of its recent
major capital investments in the coming years.

All in all, the Board is confident of maintaining the


Groups current growth for the year. AHAMAD BIN MOHAMAD
Deputy Chairman

JAMALUDIN BIN MD ALI


Managing Director

31
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

Customers Remain
the Groups
Number One Priority

INTRODUCTION

Groupwide, 2011 was a year of commendable


achievement. The KFC network continued to expand
in Malaysia, Singapore, Brunei as well as India, and
an imaginative programme of enticing new menu
items, irresistible special promotions and appealing
outlet enhancements continued to draw ever larger
crowds.

Subsidiaries also made considerable progress,


particularly the Integrated Poultry Operations and
Ancillary Operations, while the KFCH International
College has already attracted more than 800
students to date, many of whom are expected to join
the Group as staff members in due course.

KFC MALAYSIA

In 2011, KFC Malaysia revenue jumped to RM


1,655.3 million, 10.6% up on the RM1,496.9 million
recorded the year before.

The Malaysian team achieved this success with a


combination of compelling marketing and promotional
campaigns and irresistible new products to draw
customers into the outlets. Simultaneously, a range
of service enhancements and facilities upgrades
improved comfort and efficiency, whether customers
are eating in, taking away or driving through.
jamaludin bin md alI
Managing Director

32
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

The division initiated three projects during the year KFC also installed a Self-Order Service Kiosk on a
to increase operational efficiency. A new Kitchen trial basis at Wisma KFC, which further cuts queue
Display System (KDS) had its trial run at Wisma time by allowing customers to use the kiosk to place
KFC. The KDS is effectively a packing monitor, and their orders, then collect their food and pay at the
its use has resulted in much improved service time, counter. Initial results have been encouraging.
especially during lunch and dinner time. Having
packers at each cash counter during peak periods The Groups third quality initiative was the
have meant shorter queues and higher transaction development of two customer service squads.
counts. In early 2012, the KDS will be rolled out to This concept clarified managerial roles in the
our high sales volume restaurants in Malaysia. restaurants by establishing the Customer Mania

33
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

Squad, involving cashiers and dining staff, and the was a very successful limited time offer, accounting
Product Champion Squad for the cooks and backup for about 10% of the total sales for the promotional
staff. Each manager is accountable for recruiting, period.
training, engaging and energising his or her squad
to deliver the most effective service. The goal is to In April 2011, the spotlight shone on the new So
achieve higher training levels and a better working Good tagline. But this is not just a tagline the
environment in the restaurants. objective is for customers to be so delighted with
KFCs food and service that they cannot help but
To keep the menu vibrant, eight new items were exclaim that it is So Good! The marketing team
introduced throughout the year, each product pitched a 5-star campaign to spread the word, and
launch celebrated with a well-advertised promotion. a new Chicken Chop with Mushroom Gravy was the
Offerings such as the Fish Donut, Chicken Chop anchor product.
with Mushroom Gravy, Quarter Chicken with Black
Pepper Sauce, Ol Pocketful, Tom Yum Crunch, The Group also focused its attention on breakfast,
Double Zinger Burger and Krushers with new flavours offering customers a different experience during
enticed customers eager for variety. the morning hours by providing a Breakfast Corner
with free coffee refills, daily newspaper and radio
The Group implemented a comprehensive marketing playing in the background. The breakfast menu
programme in 2011. The large number of promotions was rejuvenated by the introduction of the new a.m.
throughout the year meant that customers could
always find something exciting happening at KFC,
and via several channels, customers were informed
of the latest events. The year kicked off with a
celebration to mark the opening of KFCs 500th
restaurant. As an expression of gratitude to loyal
customers, KFC Malaysia offered a Celebration
Combo, which came with a limited edition 24-karat
gold-inscribed Celebration Mug.

Chinese New Year followed soon after, and the


outlets introduced the Fish Donut, either a la carte
or in a combo meal with two pieces of chicken. This

34
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

Cheezy Egg Bun Combo, an improved a.m. Chicken renovated 18 restaurants during the year. 24 new
Porridge Combo, and an a.m. Riser Combo. outlets expanded the networks reach further, and
KFC aimed to better accommodate the needs of
KFC Malaysia honoured the fasting month of busy customers by increasing the number of outlets
Ramadan and the Hari Raya holidays in July and offering drive-thru service.
August 2011 by offering a delectable Quarter
Chicken with Black Pepper Sauce. With 539 restaurants in total 455 in Peninsular
Malaysia and 84 in East Malaysia the Group
In November, the team kicked off a season of kids retained its market dominance. KFC remains
marketing efforts and got into the spirit of the Happy Malaysias largest restaurant chain. Another 15 new
Feet 2 movie release. As parents and children flocked restaurants are planned in 2012.
to the cinemas, they also celebrated the beginning of
the school holidays by feasting on the KFC Happy KFC SINGAPORE
Feet 2 Combo. In mid-December, promotional offers
continued to entice parents and children with the Singapores economic growth, especially in early
Ben 10 and PowerPuff Girls Chicky Meals. Both of 2011, and an increased store count led KFC
these offerings included movie-themed buckets and Singapore to achieve record sales of RM409.1
collectible figurines. million, up RM40.5 million (or 11%) on 2010.

Reflecting the commitment to provide customers To celebrate Chinese New Year, the menu featured
a fresh and inviting dining ambience, the Group the new KFC Fortune Feast signature food in a
collectible bucket with complementary cushion
covers. The Egg Tart (first launched in 2010) made
another appearance, this time transformed for the
festive season. The Mandarin Orange Egg Tarts were
sold individually and in colourful boxes of six.

KFC Singapore officially launched its So Good


tagline in February. This campaign highlighted fresh
preparation techniques that sets KFC apart from
its competitors. All KFCs cooks were recertified
to ensure consistently excellent quality. Special
promotions and a So Good photo contest engaged
Singaporeans in the celebration.

35
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

2011 was a year of exceptional product innovation. In 2011, KFC Singapore collected RM336,380 for
Blueberry Pancakes injected novelty and renewed victims of the continuing famine in the Horn of Africa,
interest in the KFC breakfast menu. The Ultimate a 12% increase over 2010.
Boxes were introduced in January 2011, and in
April, the box meal range was expanded to include The final campaign of 2011 returned to the So
the Ultimate Roasta Box. In conjunction with the Good tagline, using television and digital media
highly anticipated Transformers 3 Dark of the Moon to convey the warm emotional connection that
movie, the team launched a new big eat targeting Singaporeans have with KFC, sharing authentic
Transformers fans with hearty appetites. A series of customer testimonials.
collectible action figures and a limited edition beach
mat added to the campaigns popular appeal. In KFC Singapore was the proud recipient of the Caring
July, chicken and two cheeses merged to create Employer Award from Singapore Compact CSR and
the Cheesy Crunch, which was received with great the Leader Award from Enabling Employers Network,
enthusiasm. as well as four Markies awards from Marketing
Magazine.
In August, the Group focused on publicity for the
KFC a.m. breakfast offerings. Singaporeans have 2011 ends with a count of 80 stores, which includes
embraced online media, and they responded warmly six new openings or relocations, offset by three
to the I a.m. campaign, which invited them to share closures.
via Facebook how KFC a.m. touches their lives. The
four most inspiring stories were made into three- The Group predicts that 2012 will present challenges
minute webisodes and shown online and on TV. in the area of employment, as Singapores
The new KFC Singapore Facebook page now has unemployment hit a low of 2% in 2011. Competition
over 130,000 fans and counting! During this period, for market share will also increase as new restaurant
customers were delighted by the Double Chocolate chains open outlets on the island. As always, the
Egg Tart boasting the perfect blend of egg tart with staff will respond to challenges positively and are
dark and milk chocolate. confident that a programme of imaginative campaigns
and products will continue to draw Singaporeans to
In October, KFC added a seventh wonder to its range KFC.
of six Snackers a pasta shrimp flavour. For every
Snackers and meal coupon purchase, RM0.48 was
donated to the World Hunger Relief Programme.

36
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

In June, customers stayed cool with a new range


of Kafeccino iced coffee drinks. The Frappe, Iced
Kapuccino and Iced Mochaccino start with a base of
strong, cold coffee then gain extra allure from vanilla
cookie crumble, whipped cream, and chocolate.

Catering to the 40% of Indians who are vegetarian,


KFC India launched two new meatless combos in
August. The Veg Rizo Meal comprises of flavourful
rice and spicy gravy, served with three veg strips and
a regular Pepsi. The Veg Zing Kong Box contained
a spicy, crunchy Veg Zinger, three veg strips, regular
fries, a regular Pepsi and a chocolate.

Targeting young working adults, the September


launch of the Fiery Grilled featured a unique
KFC BRUNEI combination of KFCs signature spices grilled with
the steam roast technology in a combi oven. This
KFC Brunei expanded from nine to 12 restaurants offering accounted for 15% of total sales during the
in 2011, and total revenue surged 25% to RM20.5 launch period.
million.
Currently, KFC India has 16 outlets, of which three
The Brunei team came up with a full calendar of were opened in early 2012.
new product releases, activities, and premiums to
keep KFC in the public eye. Seven intriguing new RASAMAS & KEDAI AYAMAS
products such as the Fish Donut and Tom Yum
Chicken successfully caught popular attention, and RasaMas reduced the number of outlets in Malaysia
the team joined corporate marketing partners for ten and Brunei from 42 to 27 during 2011. With fewer
assorted month-long activities and promotions. KFC restaurants in service, 2011s sales of RM19 million
Brunei also pursued a very energetic programme of were 23% down on 2010.
in-house training, with staff attending nine different
seminars.

Expansion plans for 2012 include two new in-


line restaurants, two drive-thrus, and image
enhancements for the KFC Berakas facilities.

KFC INDIA

In its second year of operations, KFC India reported


revenue of RM19.8 million, an impressive increase
on 2010 sales of RM13.6 million.

To capitalise on the Indian passion for Cricket, KFC


India was an Official Partner in the 2011 ICC World
Cup. The staff got into the spirit by wearing special
tournament t-shirts, and customers took advantage
of the limited time offer of meals served in a cricket-
themed Fan Bucket.

37
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

The Integrated
Poultry Operations
Segment Saw
Another Year of
Growth in 2011.
Revenue Including
Intercompany Sales
Advanced 13.8%
from 2010, Climbing
to RM1,472 Million.
More positively, vigorous marketing campaigns used
varied media and creative tactics to reach consumers
throughout 2011. RasaMas devised a new menu in
February, and in April commenced a campaign to
celebrate the brands Typically Malaysian identity.
The redesigned website came online in April,
and by July, the visitor count exceeded 10,000.
The marketing team maximized the use of social
media Twitter, Facebook, blog and website as
well as e-mail and SMS to publicise 16 promotions
throughout the year, including Chinese New Year and
Ramadan specials, new product announcements as
well as coupon offers.

Meanwhile, Kedai Ayamas sales jumped by 41.1%


to RM77.7 million, and the new Kedai Ayamas
(Sabah) contributed an additional RM743,000 to the
2011 revenue stream. The store count increased
from 49 at the beginning of 2011 to 75 at the end
of the year.

40 outlets now offer delivery services, and August


saw the installation of e-pay terminals in the
branches to give customers yet another level of
convenience. 2011s new products included the
Percik Roaster, and Ayamas re-launched the highly

38
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

popular Auspicious and Spicy Siam roasters on Under the Groups Breeder Farm and Hatchery
a limited-time basis during the festive seasons. In division, the breeder farms produce eggs which
addition, corporate partners Digi and Bank Rakyat are sent to hatcheries to be hatched into Day-Old-
helped publicise two other innovative special offers. Chicks (DOC). In 2011, the division produced 38.6
million DOCs with a value of RM48.8 million.
INTEGRATED POULTRY OPERATIONS
KFC Marketing
The Integrated Poultry Operations segment saw
another year of growth in 2011. Revenue including KFC Marketing Sdn Bhd (KFC Marketing) was
intercompany sales advanced 13.8% from 2010, incorporated in 2001 as a sales, marketing and
climbing to RM1,472 million. trading arm for KFC Holdings (Malaysia) Bhd
(KFCH) and external markets, both domestically
Ayamas Food Corporation Sdn Bhd (AFCSB) and internationally. With a vision to be the preferred
processing plants contributed greatly to the increase, distributor of superior quality halal brands, the
up by 8.5% on 2010 levels. The Groups expanding subsidiary performed exceptionally well in 2011, with
restaurant chains and stores KFC, RasaMas and sales growing by 23.3% to reach RM273.1 million.
Kedai Ayamas continue to increase their order Sales to the domestic open market increased once
volumes, thus boosting internal sales figures. again, and open market export sales also jumped to
RM15.9 million in 2011.
2011 was not without challenges, as rising chicken
prices made an impact upon the Groups In addition to the Groups own products, KFC
performance. Demand for chicken products, Marketing distributes third-party international brands
however especially processed foods such as such as Simplot, Divella, Mission, Kewpie and
sausage, nuggets, etc. continues to rise steadily, Leggos. Datuk Redzuawan bin Ismail, better known
so this subsidiary took steps toward greater self- as Chef Wan, now acts as brand ambassador for
sufficiency and expansion into niche markets. KFC Marketing, further strengthening the companys
position.

39
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

Ayamazz Roti Impit

Ayamazz Sdn Bhd was established in 2009 as a


wholly owned subsidiary of KFCH. It began by selling
quick, affordable chicken dishes from push-carts
in Malaysias college, university and polytechnic
campuses. Each push-cart is independently
operated, and the Ministry of Higher Education
has recognised the Ayamazz Roti Impit business
model as a successful means of nurturing young
entrepreneurs.

2011 was the second year that Ayamazz Roti Impit


hot dog carts have plied Peninsular Malaysias
higher education campuses, and there was a
commendable 330.4% rise in gross sales, which
reached RM581,000. Usahawan Bistari Ayamas

Looking forward, Ayamazz has collaborated with Jati Usahawan Bistari Ayamas Sdn Bhd (UBASB) is a
Bestari Sdn Bhd and other companies to expand wholly-owned subsidiary of KFC Marketing, and is
its business by more aggressively marketing and a key element in the Groups CSR commitment to
promoting the programme and by establishing more assist those in need. UBASB was established in
Ayamazz Roti Impit kiosks nationwide, including in 2009 to bring the Ayamas brand to the lower-income
Sabah and Sarawak. The business model has also market sector.
grown to include kiosks, flip-counters, and hawker
vans, and the goal for 2012 is to add 100 new open UBASBs business model engages housewives,
market outlets by the end of the year. single mothers and other lower income individuals
who are interested in business to become Sudut
Ayamas operators. Parallel objectives are to provide
an opportunity for the operators to generate extra
income and to inculcate entrepreneurship among
their children and family members. The Sudut
Ayamas operators are the front-line stocking and
sales agents for the UBASB products. Although they
are packaged differently and sold at lower prices, the
products all maintain Ayamas hygiene, quality and
halal certification.

The pilot project was introduced in Pasir Gudang,


Johor in collaboration with the local city council and
Johor Corporations Waqaf Dana Niaga. At the end
of 2011, there were 819 Sudut Ayamas operators all
over Malaysia.

UBASBs success has attracted the attention and


support of several Government agencies such as
Majlis Agama Islam Negeri, Majlis Amanah Rakyat
(MARA), Jabatan Tenaga Kerja (JTK), Jabatan
Kebajikan Masyarakat (JKM), the Ministry of

40
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

International Trade and Industry (MITI), Yayasan


Pembangunan Keluarga (YPK), FELDA and also 2011 was the Second
Pusat Pemulihan Dalam Komuniti (PDK). With
the support of these partners, UBASB expects to
Year that Ayamazz Roti
continue on its rapid growth curve. Impit Hot Dog Carts
Feedmill Division have Plied Peninsular
The Feedmill operations made good progress in Malaysias Higher
the past year. Sales revenue for 2011 rose 8.6% to
RM208 million. Increased broiler production to meet
Education Campuses,
the Groups chicken requirements translated to
137,000 metric tonnes of feed milled, an increase
and there was a
of 1,000 metric tonnes over the previous years Commendable 330.4%
production. Estimates of broiler requirements
for 2012 are higher still, and feed volume is also Rise in Sales, which
expected to grow.
Reached RM581,000.
Breeder Farms & Hatchery

In 2011, the revenue achieved by the Breeder


Farms and Hatchery division rose to RM93.8 million.
Meanwhile, the division considerably boosted its
production by investing in additional facilities.

ANCILLARY OPERATIONS

During the year under review, the Groups ancillary


operations made further commendable progress.

Sauce Manufacturing

Region Food Industries Sdn Bhd (RFI), which


manufactures sauces both for the Group and for
external markets under the brand name Life,
reported an impressive sales growth of 12.5% from
RM89.9 million to RM101.1 million in 2011.

At RM46.2 million, internal sales accounted for


45.8% of the revenue, a rise of 9% over the previous
year. Meanwhile, external domestic sales of RM38.6
million and export sales of RM16.3 million contributed
38.1% and 16.1% of the revenue respectively.

41
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

Bakery & Commissary In addition to continuing upgrades to existing


equipment in 2012, the Bakery division will initiate
In 2011, the Bakery division recorded sales of RM31.2 the planning phase of a new bakery line to support
million. It also achieved a 7.7% increase in bun KFC and Pizza Hut business expansion. Likewise,
production and introduced the Butter Scotch Bun to the Commissarys ongoing improvements will
the KFC product line. The rectangular Butter Scotch include primary and secondary wash and spin-dry
Bun has a rich butter caramel and milk flavour and is equipment, which will both enhance quality and
already proving a popular addition to the KFC menu. reduce costs.
Meanwhile, a new pizza dough line a 700 square
metre facility providing dough for 42 PHD outlets to Tepak Marketing
date began operations in February 2011.
Tepak Marketing Sdn Bhd (Tepak), a wholly owned
The renewal of the Bakerys HACCP (Hazard subsidiary of KFCH produces, markets, and sells
Analysis Critical Control Point) and ISO 9001:2008 beverages and nutritional drinks for the domestic and
certifications demonstrated its continued high export markets. In addition to various tea products
production standards. In compliance with HACCP sold in packets, pot bags and sachets, Tepak also
requirements, the Bakery completed a flooring manufactures carbonated drinks in PET bottles and
upgrade in November 2011. aluminium cans.

The Commissary division generated sales of RM1.7 Tepaks revenue declined by 5.4% to RM23.6 million
million plus a 4.3% increase in coleslaw production, in 2011, mainly due to the restructuring of production
amounting to over two million packets in total. The and delivery by Unilever, one of the companys largest
coleslaw facilities also received flooring upgrades in customers.
April and May 2011 to meet Yum! requirements.

42
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

GROUP LOGISTICS DIVISION HUMAN CAPITAL DEVELOPMENT

The Logistics division under KFC Manufacturing KFCH currently employs over 28,000 people in
Sdn Bhd expanded its dry stock storage capacity in Malaysia, Singapore, Brunei and India, making it
2011 in line with the growing number of restaurants one of the largest food sector employers in the
and stores. The Groups original 45,000 square foot region. The Groups active and holistic approach to
warehouse was in Glenmarie. 2011 saw it shift to employee recruitment, training, and retention reflects
a new double-storey warehouse complex offering the value it places on its staff.
300,000 square feet at Jalan Gerudi, Port Klang.
During 2011, KFCH used a variety of recruitment
The new facility offers 16 loading bays, five receiving methods to fill vacant and newly-created positions.
bays, space for nearly 17,000 pallets, and new The Group participated in numerous job fairs and
heavy equipment. The transition went smoothly, advertised its requirements in newspapers, leaflet
and the new warehouse was fully operational on and email campaigns, flyers and restaurant postings.
1 November 2011. It now serves over 921 stores It also offered referral incentives to current staff.
and restaurants in Malaysia, Brunei and Cambodia.
In future, the Logistics division plans to extend its KFCH is committed to retaining valued employees,
facilities and services to third parties, thus becoming and thus offers a variety of training, advancement
a profit centre. and recognition opportunities, including organised
activities and sports tournaments, conventions, and
KFCH INTERNATIONAL COLLEGE award ceremonies.

The KFCH International College now spans two The Group invested RM7.2 million in training and
campuses in Puchong and Johor Bahru. At present, development programmes in 2011. This figure is
over 800 students are enrolled in nine diploma equivalent to 5.25% of total employee compensation
programmes, including a variety of hospitality- and illustrates the importance of training to the
related disciplines, as well as Early Childhood organisation.
Education, Business Administration, and Information
Technology. On average, KFCHs full-time employees received
67 hours of training over the year, and nearly 8,000
During the year, the College achieved a revenue of staff participated in training. Opportunities included
RM4.3 million from its diploma programmes and a in-house soft skills training, and public programmes
further RM325,675 from short courses. on a range of topics designed to build technical,
financial, business and management abilities.

43
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

Furthermore, 40 students were sponsored in full- At the Annual Long Service Awards, KFCH recognises
time diploma courses at the two KFCH International employees who have served the company and its
College campuses and 23 more in various part-time customers for ten years or more with awards of BSN
programmes offered by other institutions. savings bonds of RM500-RM1000 each. In 2011,
the Group distributed some RM160,000 in savings
Yum! Learning Zone offers an additional training bonds to 257 long-term employees.
medium for KFC employees. Through this new
initiative, managers and team members at the In 2012, the OSH unit will begin a General OSHA
restaurants have access to web-based training, 1994 Compliance Audit. All operating units will be
including virtual classrooms, online meetings, and subject to the audit, which is in preparation for the
electronic assessments, tests and surveys. full JKKP Audit. As part of the Groups unflagging
efforts to improve workplace safety, the Accident
The Group continues to place great emphasis on Prevention Programme will also be revamped in the
Occupational Safety and Health (OSH) training, and coming year.
four particular activities dominated 2011s efforts.
A proactive Hazard Identification, Risk Assessment HALAL COMMITMENT
and Risk Control (HIRARC) exercise was conducted
for the restaurant operations, poultry farm and KFCH guarantees full halal compliance in all of
office-based employees in Wisma KFC. A new, the Groups markets. Every aspect of our food
comprehensive Safety and Health Manual was manufacturing processes, including raw materials
published for the Farm and Hatchery division, and procurement, preparation, packaging, storage
the Procedures for Reporting of Accidents in the and utensils follow strict controls. The Group
Workplace were enhanced. The new procedures pays keen attention to any products acquired
cover not only reporting and documenting accidents from foreign suppliers, requiring that they be halal
but also aspects of investigation for the purpose of certified within the source country and accepts only
preventing recurrence. Finally, the Department of certificates recognized by the Department of Islamic
Safety and Health (JKKP) Audit Kit for the restaurant Development Malaysia (JAKIM).
division was improved to assist employees as they
prepare for the OSHA 1994 compliance audit.

Effective organisations perform regular employee


appraisals to identify areas for growth and to
recognise successful achievements. KFCH updated
its evaluation forms last year to include reverse peer
appraisals.
44
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Review of Operations

Esteemed scholars from Islamic institutions LOOKING FORWARD


comprise the KFCH Shariah Advisory Council, which
inspects every stage of the food production chain. KFCH continues to prosper as families and friends
The Council examines equipment, ingredients, and get together to relish the Groups products in ever
preparation methods, touring all of the Groups increasing numbers. Whether eating out or at home,
facilities, restaurants and factories. Once the internal customers of all ages demonstrate their delight with
Council is satisfied, JAKIM is requested to repeat the menus. Superb service has won their loyalty, and
the entire inspection process. After that, all of the the Groups commitment to corporate responsibility
Groups products bear the official JAKIM stamp has strengthened the bond with the communities in
indicating full halal compliance. which it operates across the region. KFCH moves
forward upon a solid financial foundation, with a clear
KFCHs internal Shariah and Halal Department vision of future goals as well as the determination to
reports directly to the Shariah Advisory Council. achieve them. In 2012, all the Groups stakeholders
The department plays a vital role in the Groups can be confident of celebrating yet another year of
halal commitment, creating a deeper understanding success.
of halal principles for all stakeholders both within
KFCH and beyond via training exercises and media
campaigns. The department strives to develop
mutually beneficial relationships with relevant NGOs,
and it acts as the first response unit for the Groups
Shariah Advisory Council.

45
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
we bring
Balance
to a Healthy
Lifestyle... 46
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
47
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
...with a spoonful of
Responsibility.

There is more to KFCH than just great food. We take action


to strengthen communities, develop employees potential, offer
greater opportunities for employment and education and help
preserve our environment. It is our belief that each decision affects
the greater community at large. As such, we take our Corporate
Social Responsibilities to heart and are passionate about effecting a
change for the good. 48
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
49
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Social Responsibility

Corporate Social As part of the Groups commitment to


contributing to the wellbeing of the
Responsibility (CSR) communities in which it operates, KFCH
embraces its responsibility through
Plays an Increasingly extensive activities within the region.The
Important Role in the Group also never loses sight of the fact
that each decision has an impact on both
Malaysian Business employees and customers.
Arena, and KFC
The Group takes CSR very much to heart.
Holdings (Malaysia) As a corporation, KFCH realises the
Bhd (KFCH) has Made impact it makes within its community
and the vital role in sharing and
it an Integral Part of the promoting its CSR principles.As KFCH
Groups Culture. takes action to strengthen communities,
develop employees potential, offer
greater opportunities for employment
and education, as well as preserve the
environment, it is with the belief that the
benefits extend to everyone involved.

48
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Social Responsibility

COMMUNITY Tabung Penyayang KFC

KFCH has always striven to build strong relationships Established in 1997, Tabung Penyayang KFC is a
with the communities in which it operates, and the vehicle for the Groups various CSR programmes to
CSR initiatives in this area highlight the Groups help the needy. Funds are collected for these initiatives
dedication. In certain cases, aid takes the form of in two ways. First, KFC donates to the fund ten cents
purely philanthropic donations to organisations from every Chicky Meal sold. Second, collection
such as the Kiwanis Down Syndrome Foundation, boxes are placed at strategic locations in every
the Cancerlink Foundation, Rumah KFC Bakti KFC restaurant in Malaysia, thereby encouraging
Semantan, and the Kuala Lumpur Society of the customers to add their own contributions. In 2011,
Deaf, now known as the Malaysian Federation of the Tabung Penyayang made regular contributions to a
Deaf. On other occasions, the Group joins community variety of charities.
members by sponsoring and participating in a variety
of events and activities. Be the Movement Charity Walk

KFCS Feeding Programme 2011 marks the fifth year that KFC and Pizza Hut
participated in the World Hunger Relief Programme.
KFCs Projek Penyayang, one of the Groups most On 29 October, the Group organised the Step Out,
rewarding and beneficial initiatives, is now in its Stop Hunger 5km charity walk in Putrajaya. Over
18th year. Organised four times a year, usually in 10,000 people joined this event, which also featured
conjunction with festive seasons, this programme a games carnival, musical concerts and various
sees the distribution of free meals to various charity contests as well as other activities. Over RM2.1
homes. In 2011, 150 homes with over 12,000 less million was collected and distributed to the famine-
fortunate residents throughout Malaysia benefited stricken around the world as well as local charities.
from this programme. By the end of the year, over
48,000 KFC meals were shared.

49
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Social Responsibility

KFC Hearing Impaired Community Care Stores Football Association of Johor

26 years ago, KFC launched a pioneering effort In 2011, KFC commenced sponsorship of this
of which it is still immensely proud of. Indeed, the sporting association, joining the teams royal
Hearing Impaired Community Care Stores have patron, DYMM Sultan Ibrahim Ibni Almarhum Sultan
attracted worldwide recognition. Malaysia now Iskandar, Sultan of Johor, in supporting the team as
boasts four KFC restaurants run entirely by speech- it represented the state in national competitions.
and hearing-impaired staff, offering 60 members of
this community independence and empowerment. International Childrens Day
KFCs Hearing-Impaired Community Care Stores
are located in Sentul Raya (Kuala Lumpur), Tanjung KFCs involvement with International Childrens
Aru (Sabah), Saujana (Sarawak) and Taman Masai Day began in 1994. On 22 October, the Group
(Johor). contributed to the 2011 celebration, which was held
at Sri Pentas. YB Dato Sri Shahrizat binti Abdul
Buka Puasa with Orphans Jalil, Minister of Women, Family and Community
Development officiated at the event, where over
On 10 August 2011, KFC Malaysia contributed 6,000 children enjoyed the Kids Parade, board
duit raya, KFC vouchers and food to a buka puasa games, cake decorating competition, colouring
gathering in Batu Pahat, Johor. DYMM Sultan contests and more.
Ibrahim Ibni Almarhum Sultan Iskandar, Sultan of
Johor, officiated at the event which brought joy to
over 200 orphans from the surrounding areas.

50
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Social Responsibility

International Kite Festival Utusan Sepaktakraw



KFC Malaysia was the main sponsor of the For the second year in a row, KFC sponsored the
International Kite Festival, organised by the Pasir KFC-Utusan Sepaktakraw tournament. The Grand
Gudang (Johor) City Council in February 2011. Finale, held at The Curve, Petaling Jaya, was
As visitors enjoyed the colourful kites in the sky, attended by YB Dato Ahmad Shabery bin Cheek,
they were also able to sample KFC, RasaMas and Minister of Youth and Sports.
Ayamazz Roti Impit meals at the venue.

51
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Social Responsibility

Malaysian Yacht Association and procedures adhering to halal requirements, and


employees are devoted to maintaining the most
Since 2007, KFC has been very active in Malaysian rigorous standards.
yachting, contributing every year to the Malaysian
Yacht Association. In 2011, the Association held The Halal Food Standards Realisation (HAFSTAR)
regattas around Malaysias coasts and islands, programme was developed by the Halal Development
including Langkawi, Penang and Terengganu. Corporation (HDC) and the Department of Standards
The regattas attracted international participation (SIRIM) to promote Malaysian halal standards. KFCH
with entrants from countries such as Australia, is an active participant in the programmes events
New Zealand, Brazil, Mexico, USA, South Korea, which occur all over Malaysia and provide a forum
Cambodia, Sri Lanka, India and Hong Kong. for discussion and education.

MARKETPLACE In April 2011, KFCH set up an exhibitors booth at


the Malaysian International Halal Showcase (MIHAS),
Halal Initiatives Malaysias largest food and beverage exhibition. The
fair drew over 16,000 people and gave the Group an
One of the most essential aspects of the Groups excellent opportunity to share its halal-certified foods
continued success is its insistence upon strict halal and services with an international audience.
compliance. Customers rely upon all KFCH products

52
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Social Responsibility

WORKPLACE Restaurant Managers Convention

KFCH is currently one of the largest employers in The KFC Restaurant Managers Convention was held
the food sector industry in the region, with a team at Nexus Karambunai Resort in Sabah. For their roles
of over 24,000. The Group acknowledges the in Making KFC So Good (which was the theme of
substantial role personnel have played in its success,
the 2011 convention), the managers celebrated
and to reward the hard work and fuel the personal
each others accomplishments at award ceremonies
and professional development of its staff, various
and enjoyed some well-earned relaxation on outings
events are organised throughout the year. The Group
believes that each individual plays an important role to the Mount Kinabalu foothills and nearby Mamutik
in contributing to the success of the company. To Island.
reward its staff for their dedication, commitment and
hard work, various activities were organised.

53
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Social Responsibility

National Ayamas Challenge Champs Challenges

In 2011, Kedai Ayamas and RasaMas introduced a The 2011 National Champs Challenge took place
nationwide initiative for staff with the aim of setting from 26-27 April at the KFC Subang 2 Drive-Thru.
and maintaining superior standards in customer 11 teams competed: nine teams from Peninsular
service by way of a fun-filled competition. More than Malaysia and one team each from Sabah and
60 employees in 16 teams took part in the inaugural Sarawak. At the end of the event, the five best team
competition. The finals were held in December at members and manager were chosen to represent
Wisma KFC, and the winning teams and individuals Malaysia in the Regional Champs Challenge in
won a range of trophies and prizes. Jakarta, Indonesia in November 2011. Ten teams
competed at this event, and the Malaysian team
came home with five individual and executional
awards.

54
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Social Responsibility

Hari Mekar Quality Day Gerak Kemas

The Groups holding company, QSR organises its KFCH introduced its own 5 Sigma (5S) initiative at
popular annual event, Quality Day or better known as Wisma KFC in 2009. The goal of this programme,
Hari Mekar. Every December, Hari Mekar brings teams known as Gerak Kemas (GK), is to ensure office
of employees together for one day to compete in cleanliness by discarding unwanted items like empty
quality-related contests. It is a vibrant forum in which boxes and obsolete documents. GK has since
employees present their ideas for new methods and become an annual spring cleaning event at Wisma
projects to increase productivity and reduce costs. KFC. In 2010, staff successfully incorporated the
The winners of the QSR Hari Mekar proceed to the Hazard Hunt as part of the GK programme, whereby
JCorp Hari Mekar, where they compete against employees identify potential hazards in the office
teams from JCorp and all its subsidiaries. They also environment. This in turn raised the endeavour from
go on to represent QSR at the Malaysia Productivity 5S to 6 Sigma (6S).
Corporation (MPC) Awards. The overall winner at the
JCorp Hari Mekar for the fifth consecutive year was In 2011, the 6S audit was launched, involving all
KFCHs holding company, QSR. personnel in Wisma KFC. The Gerak Kemas Audit
Committee carried out two separate audit sessions
Bank Negara Malaysia GP2000 during the year. The aim of these exercises is to
inculcate the 6S culture amongst all staff and to
In 2011, Bank Negara Malaysia organised the promote a sense of mutual responsibility for safety
GP2000 programme. The programmes objective is and cleanliness in their office environment.
for participating companies to provide training and
employment opportunities for 200 recent graduates THE ENVIRONMENT
from low-income backgrounds. KFCH joined the
programme in 2011, and as of 1 June, had selected KFCH is concerned with the impact that its
four candidates. By the end of the training period, operations have upon the environment. The Group
all four candidates were accepted as permanent consistently aims to find ways to deploy ecologically
employees. sound practices whilst maintaining its high levels of
product quality and shareholder value.

55
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Social Responsibility

Ayamas Port Klang Bakery & Commissary

Since 1998, Ayamas Port Klang has operated its own The Bakery and Commissary divisions, based at
waste water treatment facility. The final discharge Kompleks KFC Glenmarie, also operate their own
earns the Malaysian Department of Environment waste water treatment plant. Releasing treated water
(DOE) rating of Standard B. The Group has since which meets the DOE Standard B rating, it employs
invested approximately RM5 million in upgrading a Biological Treatment System, which consists of
the facility a number of times. The facility uses two an Up-Flow Anaerobic Sludge Bed (UASB) and
different waste water processes, a Continuous Alternative Intermittent Cyclic Reactor (AICAR).
Processor and a Sequential Batch Reactor (SBR)
process. At present, the plant treats approximately Region Food Industries
2,000 cubic metres of waste water discharge per
day. In 2004, Region Food Industries Sdn Bhd (RFI), the
Groups sauce manufacturing division, deployed its
Ayamas Bandar Tenggara, Johor own waste water treatment plant. The final discharge
meets the DOEs Standard B rating, and the plant
In 2009, the Group opened its second waste water treats about 250 cubic metres of waste water per
treatment facility at Ayamas Bandar Tenggara, Johor. day using a continuous biological and chemical
This facilitys final discharge is in compliance with the process. In 2009, to reduce its environmental impact,
DOE Standard A. Built at a cost of RM2 million, this RFI also upgraded its burner to enable its production
waste water facility uses only the SBR process, and it machinery to use natural gas instead of diesel.
treats 800 cubic metres of final discharge waste water
per day.

56
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Social Responsibility

LOOKING AHEAD In the years ahead, KFCH will continue to fulfill its
role as a responsible corporate citizen by working
In partnership with its holding company, QSR, KFCH in close cooperation with the communities in which
has set up the Yayasan Amal Bistari (YAB) to form the it operates because, in the final analysis, the most
framework and oversee funding of all CSR initiatives effective way to enhance the lives and environments of
by both QSR and KFCH. Under the YAB umbrella, those communities is through the direct involvement
it has succeeded in boosting the effectiveness and of the Group and its people.
organisation of its CSR endeavours by creating
awareness of the Groups activities.

57
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
we bring
Freshness
and Quality
to your Dining
Experience...
58
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
59
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
...with a dash of
Tender
Loving Care.

At our restaurants, we have one mission: To serve only the best


food. We start with the finest ingredients that is delivered fresh from
our farms all the way onto your plate. Easy? No. But it only takes
one bite to remember why all that extra effort is worthwhile. Because
fresh tastes better. 60
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
61
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Board of Directors

From Left to Right :

HASSIM BIN BABA


DATIN PADUKA SITI SADIAH BINTI SHEIKH BAKIR
YAM TENGKU SULAIMAN SHAH ALHAJ IBNI ALMARHUM
SULTAN SALAHUDDIN ABDUL AZIZ SHAH ALHAJ
DATUK ISMEE BIN ISMAIL
AHAMAD BIN MOHAMAD

60
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Board of Directors

From Left to Right :

KAMARUZZAMAN BIN ABU KASSIM


JAMALUDIN BIN MD ALI
KUA HWEE SIM
TAN SRI DATO DR YAHYA BIN AWANG

61
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Profile of Directors

62
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Profile of Directors

Kamaruzzaman bin Abu Kassim, Malaysian, aged


48, is a Non Independent Non Executive Director and
Chairman of KFC Holdings (Malaysia) Bhd (KFCH).
He was appointed to the Board and Chairman of
the Company on 12 January 2011. He is currently
the President & Chief Executive Officer of Johor
Corporation (JCorp).

He graduated with a Bachelor of Commerce


majoring in Accountancy from the University of
Wollongong, New South Wales, Australia in 1987.
He embarked on his career as an Audit Assistant
with Messrs K.E Chen & Associates in May 1988
and later joined Coopers & Lybrand (currently known
as PricewaterhouseCoopers) in Johor Bahru. In
December 1992, he left the firm to join JCorp as
Deputy Manager, Corporate Finance Department.
He was later promoted to become the Executive
Director at Damansara Realty Berhad (a company of
which JCorp is the majority shareholder) in 1999 until
September 2006. He was appointed as the Chief
Operating Officer of JCorp on 1 August 2006 and
was later appointed as the Senior Vice President of
JCorp on 1 January 2009. He was appointed as the
President & Chief Executive Officer of JCorp on 1
December 2010.

He is also the Chairman of Damansara Realty


Berhad, Kulim (Malaysia) Berhad, KPJ Healthcare
Berhad, QSR Brands Bhd and Director of Waqaf An-
Nur Corporation Berhad. He also sits as Chairman
and Director of several other JCorp Group of
Companies.

He is the Chairman of the Nomination and


Remuneration Committee of the Company.
Other than as disclosed, he does not have any
family relationship with any director and/or major
shareholder of the Company. He has no personal
interest in any business arrangement involving KFCH.
Kamaruzzaman bin Abu Kassim He has not been convicted for any offences.
Chairman
Non Independent
Non Executive Director He attended all six (6) Board Meetings of the
Company held during the financial year ended
31 December 2011.

63
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Profile of Directors

AHAMAD BIN MOHAMAD


Deputy Chairman
Non Independent Non Executive Director

Ahamad bin Mohamad, Malaysian, aged 58, is a He is the Chairman of the Executive Committee
Non Independent Non Executive Director and the of KFCH. He is also the Director of Waqaf An-
Deputy Chairman of KFC Holdings (Malaysia) Bhd Nur Corporation Berhad, an Islamic endowment
(KFCH). He was appointed to the Board on 27 June institution that spearheads JCorp Groups CSR
2006 and as Deputy Chairman on 2 July 2006. programmes, including the unique Corporate Waqaf
Concept initiated by JCorp.
He graduated with a Bachelor of Economics
(Honours) degree in 1976 from the University of He is a member of the Nomination and Remuneration
Malaya. He joined Johor Corporation (JCorp) in Committee of the Company. Other than as disclosed,
June 1979 as a Company Secretary for various he does not have any family relationship with any
companies within the JCorp Group. He was involved director and/or major shareholder of the Company.
in many of JCorps projects; among others are the He has no personal interest in any business
Johor Specialist Hospital, prefabricated housing arrangement involving KFCH. He has not been
project and the Kotaraya Complex in Johor Bahru. He convicted for any offences.
is presently the Managing Director of Kulim (Malaysia)
Berhad, a member of the Board of Directors of KPJ He attended all six (6) Board Meetings of the
Healthcare Berhad and New Britain Palm Oil Limited Company held during the financial year ended
(Papua New Guinea). He was appointed as a Director 31 December 2011.
of QSR Brands Bhd (QSR) on 7 June 2006 and
as the Deputy Chairman of QSR on 8 June 2006.
He is also a Chairman and Director of several other
companies within the JCorp Group.

64
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Profile of Directors

JAMALUDIN BIN MD ALI


Managing Director

Jamaludin bin Md Ali, Malaysian, aged 54, is the He is a member of the Executive Committee of
Managing Director of KFC Holdings (Malaysia) Bhd KFCH. He is also active as the Director of Waqaf
(KFCH). He was appointed to the Board on 27 June An-Nur Corporation Berhad, an Islamic endowment
2006 and as Managing Director on 2 July 2006. institution that spearheads JCorp Groups CSR
programmes, including the unique Corporate Waqaf
He graduated with a Bachelor of Economics Concept initiated by JCorp.
(Honours) degree from University of Malaya in
1982 and Master of Business Administration from He is a member of the Nomination and Remuneration
University of Strathclyde, Glasgow Scotland in Committee of the Company. Other than as disclosed,
1987. He started his career with Malayan Banking he does not have any family relationship with any
Berhad as Trainee Officer in 1982 and later served as director and/or major shareholder of the Company.
International Fund Manager in Permodalan Nasional He has no personal interest in any business
Berhad in 1991. He joined Johor Corporation arrangement involving KFCH. He has not been
(JCorp) in 1992 and was appointed the Managing convicted for any offences.
Director of Johor Capital Holdings Sdn Bhd in
1998. Before his appointment as the Managing He attended all six (6) Board Meetings of the
Director of KFCH, he was the Group Chief Operating Company held during the financial year ended
Officer of JCorp since 2001. He sits on the board of 31 December 2011.
various companies within the JCorp Group. He was
appointed as a Director of QSR Brands Bhd (QSR)
on 7 June 2006 and was appointed the Managing
Director of QSR on 8 June 2006. He is also the Chief
Executive Officer of KFCH.

65
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Profile of Directors

KUA HWEE SIM


Independent Non Executive Director

Kua Hwee Sim, Malaysian, aged 59, was appointed QSR and a member of Audit Committee of Kulim
to the Board of KFC Holdings (Malaysia) Bhd (KFCH) (Malaysia) Berhad. As a professional Accountant she
on 27 June 2006. She is currently an Independent also provides financial training for companies within
Non Executive Director of KFCH. Malaysia.

She is a Fellow of the Association of Chartered She is also the Chairman of the Audit Committee of
Certified Accountant (UK) and a Registered KFCH. Other than as disclosed, she does not have
Accountant of Malaysia and Singapore. She has any family relationship with any director and/or major
more than thirty five years of corporate and financial shareholder of the Company. She has no personal
experience in several industries within Malaysia interest in any business arrangement involving KFCH.
and overseas. She is currently a Director of Kulim She has not been convicted for any offences.
(Malaysia) Berhad, which is of the Johor Corporations
subsidiaries listed on the Main Board of the Bursa She attended all six (6) Board Meetings of the
Malaysia Securities Berhad. She was appointed as Company held during the financial year ended
a Director of QSR Brands Bhd (QSR) on 7 June 31 December 2011.
2006. She is the Chairman of Audit Committee of

66
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Profile of Directors

DATIN PADUKA SITI SADIAH BINTI


SHEIKH BAKIR
Non Independent Non Executive Director

Datin Paduka Siti Sadiah binti Sheikh Bakir, She is a member of the Malaysia Productivity Council
Malaysian, aged 59 was appointed to the Board of KFC (MPC) Consultative Panel on Healthcare since 2001
Holdings (Malaysia) Bhd (KFCH) on 1 January 2010 and a member of the National Patient Safety Council,
as a Non Independent Non Executive Director. Datin Ministry of Health since 2003. In 2009, she was
Paduka was also appointed as a Non Independent Non appointed as a member of the Malaysian Healthcare
Executive Director of QSR Brands Bhd on 1 January Travel Council, Ministry of Health.
2010.
Datin Paduka was a Board member of MATRADE from
Datin Paduka has served as the Managing Director of 1999 to 2010 and an Independent Non-Executive
KPJ Healthcare Berhad (KPJ) since 1 March 1993. She Director of Bursa Malaysia from 2004 to April 2012.
graduated with a Bachelor of Economics from University
of Malaya in 1974, and holds an MBA from Henley In 2010, Datin Paduka was named the CEO of The
Management College, University Reading, London, Year 2009 by The New Straits Times Press and the
United Kingdom. American Express. In 2011, Datin Paduka achieved
three more awards, namely the Asia Leading Woman
Her career with Johor Corporation (JCorp) commenced CEO of The Year at the Women in Leadership (WIL)
in 1974 and she is directly involved with JCorps Forum Asia, the Masterclass Woman CEO of The
Healthcare Division since 1978. Datin Paduka was Year by the Global Leadership Awards and the
appointed as the Chief Executive of Kumpulan BrandLaureate Transformational Corporate Leader
Perubatan (Johor) Sdn Bhd (KPJSB) from 1989 until the Brand iCon Leadership Awards 2011 from The Asia
listing of KPJ in November 1994. Pacific Brands Foundation.

Datin Paduka is the Chairman of various hospitals Other than as disclosed, she does not have any family
and companies in the KPJ Group, as well as MIT relationship with any director and/or major shareholder
Insurance Brokers Sdn Bhd. She is a Non Independent, of the Company. She has no personal interest in any
Non Executive Director of Kulim (Malaysia) Bhd, QSR business arrangement involving KFCH. She has not
Brands Bhd (QSR), and Damansara REIT Managers been convicted of any offences.
Sdn Bhd. Datin Paduka is also a Director of Waqaf An-
Nur Corporation Bhd, a non-governmental organisation She attended four (4) out of six (6) Board Meetings
dedicated to the provision of healthcare services to the of the Company held during the financial year ended
less fortunate. 31 December 2011.

Committed to promoting excellence in healthcare, Datin


Paduka is the President of the Malaysian Society for
Quality in Health (MSQH), elected since its inception in
1997 to date.
67
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Profile of Directors

DATUK ISMEE BIN ISMAIL


Non Independent Non Executive Director

Datuk Ismee bin Ismail, Malaysian, aged 47, was Datuk Ismee is a director of BIMB Holdings Berhad,
appointed to the Board of KFC Holdings (Malaysia) Syarikat Takaful Malaysia Berhad and TH Plantations
Bhd (KFCH) on 1 March 2009 as a Non Independent Berhad. He is a member of the Nomination and
Non Executive Director. He is a Fellow member of the Assessment Committee and Remuneration
Chartered Institute of Management Accountants and Committee of BIMB Holdings Berhad. He was
a member of the Malaysian Institute of Accountants. appointed as a Director of Johor Corporation on 1
November 2010.
Datuk Ismee is presently the Group Managing
Director and Chief Executive Officer of Lembaga Other than as disclosed, he does not have any
Tabung Haji. Prior to that, he was the Chief Executive family relationship with any director and/or major
Officer of ECM Libra Securities and a Director of ECM shareholder of the Company. He has no personal
Libra Capital Sdn Bhd. He has also served several interest in any business arrangement involving KFCH.
organisations namely as Senior General Manager of He has not been convicted for any offences.
Finance, Lembaga Tabung Haji; Chief Accountant at
Pengurusan Danaharta Nasional Berhad; General He attended three (3) out of six (6) Board Meetings
Manager of Business Development at Arab Malaysian of the Company held during the financial year ended
Development Berhad and has held several finance- 31 December 2011.
related positions at Shell Malaysia.

68
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Profile of Directors

YAM Tengku Sulaiman Shah


Alhaj Ibni Almarhum Sultan
Salahuddin Abdul Aziz Shah
Alhaj
Independent Non Executive Director

YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum Securities Berhad. In 1997, he relinquished his
Sultan Salahuddin Abdul Aziz Shah Alhaj, position in SP Setia Berhad. YAM Tengku Sulaiman
Malaysian, aged 62 was appointed to the Board of Shah was also appointed as the Chief of Ceremony
KFC Holdings (Malaysia) Bhd (KFCH) on 1 June for the State of Selangor by his late father H.R.H.
2011 as an Independent Non Executive Director. The Sultan of Selangor in 1978 which carries the
YAM Tengku Sulaiman Shah was also appointed title Y.A.M. Tengku Panglima DiRaja Selangor, he is
as an Independent Non Executive Director of QSR also a member of The Council of the Royal Court of
Brands Bhd on 1 June 2011. Selangor (Dewan DiRaja).

YAM Tengku Sulaiman Shah has completed YAM Tengku Sulaiman Shah was formerly a Director
Wellingborough Primary & Secondary School at of Malaysian Resources Corporation Berhad,
Northamptonshire, United Kingdom and at Greylands Samanda Holdings Berhad, MCB Holdings Berhad,
College Bembridge, Isle of Wright. SIME UEP Properties Berhad and Bina Goodyear
Berhad.
Since 1970, YAM Tengku Sulaiman Shah became
actively involved in business particularly in the YAM Tengku Sulaiman Shah is currently a Director
building construction and housing development. He of Cosway Corporation Bhd and Baneng Holdings
started his career with a world known advertising Berhad.
company called Ogilvy & Mather. Throughout his
stint from 1971-1975, he gained wide knowledge in Other than as disclosed, he does not have any
the advertising and branding industry. His motivation family relationship with any director and/or major
drives him to be more enterprising and the ultimate shareholder of the Company. He has no personal
goal is to be a major player in the construction interest in any business arrangement involving KFCH.
industry. He has not been convicted for any offences.

YAM Tengku Sulaiman Shah with his other partners He attended three (3) out of four (4) Board Meetings
formed Syarikat Pembinaan Setia Sdn Bhd which convened subsequent to his appointment as a
is now known as SP Setia Berhad a public listed Director of the Company on 1 June 2011, out of a
company in the Main Board of Bursa Malaysia total of six (6) Board Meetings of the Company held
during the financial year ended 31 December 2011.

69
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Profile of Directors

Tan Sri Dato Dr Yahya bin Awang


Independent Non Executive Director

Tan Sri Dato Dr Yahya bin Awang, Malaysia, aged Tan Sris many professional achievements include
62 was appointed to the Board of KFC Holdings performing open-heart surgery on Tun Dr Mahathir
(Malaysia) Bhd (KFCH) on 2 May 2008 as an Mohamad in 1989; pioneering the establishment
Independent Non Executive Director. of The National Heart Institute of Malaysia in 1992;
and performing the first heart transplant in Malaysia
One of the Colombo Plan Scholars, Tan Sri graduated in 1998. Tan Sri is author of many scholarly and
from Monash University in Australia with a Bachelor of professional articles and has made numerous
Medicine and Bachelor of Surgery (MBBS) degree presentations to professional audiences.
in 1974. In 1980, Tan Sri was appointed as a Fellow
of the Royal College of Surgeons and Physicians of Tan Sri is currently the Consultant Cardiothoracic
Glasgow (FRCS). Surgeon at Damansara Heart Centre, Damansara
Specialist Hospital. He is also Chairman of the
Moving to London in 1981, Tan Sri worked as Surgical National Transplant Registry and a council member
Registrar in the Department of Cardiothoracic Surgery of the Association of Thoracic and Cardiovascular
at Brampton Hospital before returning to Malaysia Surgeons of Asia.
to take up the role of Cardiothoracic Surgeon at
General Hospital. In 1985, he was appointed Head He is a member of the Audit Committee and a member
and Senior Consultant Cardiothoracic Surgeon at of the Nomination and Remuneration Committee of
General Hospital. KFCH. Other than as disclosed, he does not have
any family relationship with any director and/or major
From 1992 until 2002, Tan Sri held the position shareholder of the Company. He has no personal
of Head and Senior Consultant Cardiothoracic interest in any business arrangement involving KFCH.
Surgeon at Malaysias National Heart Institute, and He has not been convicted for any offences.
from 1998 to 2002, he was also Medical Director of
the Institute. He attended all six (6) Board Meetings of the
Company held during the financial year ended
31 December 2011.

70
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Profile of Directors

Hassim bin Baba


Independent Non Executive Director

Hassim bin Baba, Malaysian, aged 66, was shareholder of the Company. Save as disclosed, he
appointed as an Independent Non Executive has no personal interest in any business arrangement
Director of KFC Holdings (Malaysia) Bhd (KFCH) involving KFCH. He has not been convicted for any
on 29 April 2005. He graduated with a Diploma offences.
in Business Administration from the then MARA
Institute of Technology (MIT), Malaysia and He attended all six (6) Board Meetings of the
passed the Securities Institute of Australia and Company held during the financial year ended
London Chartered Institute of Company Secretaries 31 December 2011.
examinations and qualified as an Australia Securities
Analyst and Chartered Company Secretary.

He is a member of the Audit Committee of KFCH.


Other than as disclosed, he does not have any
family relationship with any director and/or major

71
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Board of Directors Kentucky Fried Chicken
Management Pvt Ltd (Kfc Singapore)

AHAMAD BIN MOHAMAD JAMALUDIN BIN MD ALI MICHAEL GIAN


Chairman Director Chief Executive Officer

72
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Board of Directors Mumbai Chicken Pvt Ltd
Pune Chicken Restaurants Pvt Ltd (Kfc India)

AHAMAD BIN MOHAMAD


Chairman

JAMALUDIN BIN MD ALI


Director

MOHD ZAM BIN MUSTAMAN


Director

MOHAMMAD BIN ALWI


Director

73
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Board of Directors KFC (B) Sdn Bhd
(Kfc Brunei Darussalam)

AHAMAD BIN MOHAMAD NELKY GOH YANG TERAMAT MULIA


Deputy Chairman Managing Director PADUKA SERI PENGIRAN
ANAK PUTERI HAJAH AMAL
JEFRIAH BINTI ALMARHUM
SULTAN HAJI OMAR ALI
SAIFUDDIEN SAADUL KHAIRI
WADDIEN
Director

74
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Board of Directors KFC (B) Sdn Bhd (KFC Brunei Darussalam)

JAMALUDIN BIN MD ALI DATUK TAN CHENG KIAT GOH THIAM FATT
Director Director Director

75
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Top Management Committee

1 2 3

4 5 6

7 1. JAMALUDIN BIN MD ALI 2. SHEIK SHARUFUDDIN BIN


Managing Director SHEIK MOHD
Executive Director

3. AZIZAH BINTI ABDUL 4. MOHD ZAM BIN


RAHMAN MUSTAMAN
Director Director
Integrated Poultry & Food Legal Advisory, Development
Manufacturing & Corporate Services

5. ALAN AU 6. MJ LING
Deputy President, Senior Vice President
KFC Peninsular Malaysia Pizza Hut Malaysia & KFC
East Malaysia
7. EDMUND LOONG
Senior General Manager,
Group Finance

76
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Head of Division

1 2 3

4 5

1. FOO PENG PENG 2. DR KOOI ENG TIONG 3. AZAMI BIN MUSTAPHA


Managing Director President Vice President
KFC Marketing Sdn Bhd Poultry Integration Ayamas Food Corporation

4. MOHD IZANI BIN HASSAN 5. ROSNIZA BINTI BAHARUM


Senior General Manager General Manager
Group Properties, Technical & Group Corporate Communications
Maintenance

77
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Head of Division

6 7 8

6. MOHD ROSLAN BIN 7. SHARIFAH MUSAINAH 8. ZAITON BINTI IBRAHIM


MOHD SALUDIN BINTI SYED ALWI Chief Executive Officer
General Manager General Manager KFCH International College
Shariah & Halal Compliance Group Human Resources

9. HISHAMUDDIN BIN
HAMIDON
General Manager
Kedai Ayamas & RasaMas

78
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Head of Division

10 11 12

10. MICHEAL GIAN 11. MOHAMMAD BIN ALWI 12. NELKY GOH
Chief Executive Officer Chief Executive Officer Managing Director
KFC & Pizza Hut Singapore KFC India KFC Brunei

79
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Shariah Advisory Council

1 2 3

4 5 6

7 1. KAMARUZZAMAN 5. PROF. DATUK DR. SIDEK


BIN ABU KASSIM BIN BABA

2. AHAMAD BIN MOHAMAD 6. JAMALUDIN BIN MD ALI

3. TAN SRI DATO ABDUL 7. MOHD ROSLAN


KADER BIN TALIP BIN MOHD SALUDIN

4. DATO HAJI NOOH


BIN GADOT

80
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Information

Board of Directors Company Secretaries

1. Kamaruzzaman bin Abu Kassim Idham Jihadi bin Abu Bakar


Chairman (MAICSA 7007381)
Non Independent Non Executive Director
Heng Ai Leng
2. Ahamad bin Mohamad
(MAICSA 7017245)
Deputy Chairman
Non Independent Non Executive Director
Auditors
3. Jamaludin bin Md Ali
Managing Director/Chief Executive Officer KPMG, Chartered Accountants
Level 10, KPMG Tower, 8 First Avenue
4. Kua Hwee Sim
Bandar Utama, 47800 Petaling Jaya
Independent Non Executive Director
Selangor
5. Datin Paduka Siti Sadiah binti Sheikh Bakir
Non Independent Non Executive Director Principal Bankers

6. Datuk Ismee bin Ismail


Affin Islamic Bank Berhad
Non Independent Non Executive Director
AmIslamic Bank Berhad
7. YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum Bank Muamalat Malaysia Berhad
Sultan Salahuddin Abdul Aziz Shah Alhaj CIMB Bank Berhad
Independent Non Executive Director DBS Bank Ltd
HSBC Amanah Malaysia Berhad
8. Tan Sri Dato Dr Yahya bin Awang
Malayan Banking Berhad
Independent Non Executive Director
9. Hassim bin Baba Solicitors
Independent Non Executive Director
M/s Azmi & Associates
Executive Committee M/s Kadir, Andri & Partners
M/s Zainal Abidin & Co
1. Ahamad bin Mohamad
Chairman Registered Office

2. Jamaludin bin Md Ali Level 11, Menara JCorp, No 249 Jalan Tun Razak
Member 50400 Kuala Lumpur
3. Sheik Sharufuddin bin Sheik Mohd Tel No: 03-2787 2787
Member Fax No: 03-2787 2777

SHariah Advisory Council Registrar & Transfer Office

Kamaruzzaman bin Abu Kassim Pro Corporate Management Services Sdn Bhd
Ahamad bin Mohamad Suite 12B, Tingkat 12
Tan Sri Dato Abdul Kader bin Talip Menara Ansar
Dato Haji Nooh bin Gadot No 65 Jalan Trus
Prof. Datuk Dr. Sidek bin Baba 80000 Johor Bahru, Johor
Jamaludin bin Md Ali Tel No: 07-226 7476
Mohd Roslan bin Mohd Saludin (Secretary) Fax No: 07-222 3044

Audit Committee Stock Exchange Listing

1. Kua Hwee Sim Bursa Malaysia Securities Berhad, Main Board


Chairman
2. Tan Sri Dato Dr Yahya bin Awang
Member
3. Hassim bin Baba
Member

81
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Group Structure

100%
Kentucky Fried
Chicken (Malaysia)
Sdn Bhd
- KFC restaurants

100% 100%
KFC (Peninsular SPM Restaurants
Malaysia) Sdn Bhd Sdn Bhd
- KFC restaurants - Meals on wheels
- Commissary - Property holding

100%
KFC (Sarawak) Sdn Bhd
- KFC restaurants

90% 51%
KFC (Sabah) Sdn Bhd KFC (B) Sdn Bhd
- KFC restaurants - KFC restaurants

KFC Holdings (Malaysia) Bhd 100% 100%


KFC Events Sdn Bhd Rasamas Sdn Bhd
- Sales of food products (Brunei)
vouchers - Restaurants

100%
Cilik Bistari Sdn Bhd
- Sale of board games

70%
Yayasan Amal Bistari
- Corporate foundation

100%
KFCH Education (M)
Sdn Bhd
- College/Learning institute

100%
KFCIC Assets Sdn Bhd
- Property holding

100% 89.2%
Roasters Chicken Rasamas Tebrau
Sdn Bhd Sdn Bhd
- Investment holding - Restaurant (Intrapreneur)

55% 89.1%
Tepak Marketing Rasamas Taman
Sdn Bhd Universiti Sdn Bhd
- Contract packing - Restaurant (Intrapreneur)

100%
Region Food
Industries Sdn Bhd
- Sauce manufacturing

82
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Group Structure

100% 100%
WQSR Holdings (S) Kentucky Fried
Pte Ltd Chicken Management
- Investment holding Pte Ltd
- KFC restaurants
100% 100% 100%
KFC India Holdings Mauritius Food KFCH Restaurants
Sdn Bhd Corporation Pvt Ltd Private Limited
- Investment holding - Investment holding - KFC restaurants

100% 100% 100%


Integrated Poultry Pune Chicken Kernel Foods Private
Industry Sdn Bhd Restaurants Private Limited
- Poultry processing plant Limited - KFC restaurants
- KFC restaurants
100% 100%
Ayamas Integrated Ladang Ternakan
Poultry Industry Sdn Putihekar (N.S.)
Bhd Sdn Bhd
- Breeder and broiler farms - Breeder farm
- Hatchery
- Feedmill 100%
MH Integrated Farm
100% Berhad
Rasamas Holdings - Property holding
Sdn Bhd
- Restaurants

100% 65%
Ayamas Shoppe Ayamas Shoppe
Sdn Bhd (Sabah) Sdn Bhd
- Convenience food store - Convenience food store

100%
KFC Manufacturing
Sdn Bhd
- Trading
- Bakery

100% 100%
Ayamas Food Pintas Tiara Sdn Bhd
Corporation Sdn Bhd - Property holding
- Poultry processing &
further processing plants 100% 90%
KFC Marketing Sdn Bhd Ayamazz Sdn Bhd
- Sales & marketing of - Push Cart
food products
100%
Usahawan Bistari
Ayamas Sdn Bhd
- Sudut Ayamas

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Governance Statement

1. INTRODUCTION

The Board of Directors (the Board) of KFC Holdings (Malaysia) Bhd (KFCH or the Company)
subscribes to and supports the Malaysian Code on Corporate Governance (Revised 2007) (the Code) as
a minimum basis for practices on corporate governance. The Board further recognizes that the principles
of integrity, transparency and professionalism are key components for the Groups continued growth and
success. These will not only safeguard and enhance shareholders value but will at the same time ensure
that the interests of other stakeholders are protected.

The Board is pleased to report to the shareholders in particular and other stakeholders in general on the
manner the Company has applied the principles of corporate governance as set out in Part 1 of the Code
as well as the extent of its compliance with the Best Practices as set out in Part 2 of the Code.

2. THE BOARD OF DIRECTORS



2.1 Composition, Size and Effectiveness of the Board

The Board is led and managed by an experienced and effective Board with a wide range of knowledge
and expertise. The Board is primarily assigned for charting the strategic direction of the Group.

On 1 June 2011, the Company welcomed the appointment of YAM Tengku Sulaiman Shah Alhaj Ibni
Almarhum Sultan Salahuddin Abdul Aziz Shah Alhaj as our new Independent Non Executive Director.
With the changes, the Board currently has 9 members comprising the following:-

One (1) Executive Director

Four (4) Non Independent Non Executive Director

Four (4) Independent Non Executive Director

The Company is in compliance with the Bursa Malaysia Securities Berhads Listing Requirements
which require at least two directors or one-third of the total number of Directors, whichever is higher, to
be Independent Directors. The Board retains full and effective control of the Company. The Managing
Director has direct responsibilities for business operations whilst non-executive directors have the
necessary skill and experience to bring independent judgments to bear on the issues relating to
strategy, performance and resources. Key matters, such as approval of annual and interim results,
acquisitions and disposals, material agreements, major capital expenditures, budgets and long term
plans would require Boards approval.

The Board views that the number and composition of the current Board members are sufficient and
well-balanced for the Company to carry out its duties effectively, whilst providing assurance that no
individual or small group of individuals can dominate Boards decision making.

To ensure that there is balance of power and authority, the roles of the Chairman/Deputy Chairman
and Managing Director are separated and clearly defined. The Chairman/Deputy Chairman is
primarily responsible for the orderly conduct and effectiveness of the Board, including but not
limited to organizing information necessary for the Board to deal with the agenda of meetings,
whilst the Managing Directors primary task is to report, communicate and recommend key strategic
and operational matters and proposals to the Board for decision making purposes as well as to
implement policies and decisions approved by the Board. The Independent Directors and Non-
Independent Non Executive Directors are from varied business and professional backgrounds and
bring with them a wealth of experience that is brought to bear favourably in board decisions and
policy formations. Together, the Directors bring a wide range of business and financial experience
relevant to the direction of the expanding Group.

Other than the Chairman and the Managing Director, the shareholders or stakeholders may convey any
concerns that they may have to the Chairperson of the Audit Committee who is also an Independent
Non Executive Director.

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Governance Statement

2.2 Principal Duties and Responsibilities

The Board assumes six principal stewardships responsibilities:-

a. Reviewing and adopting a strategic plan for the Company.

The Board will review and approve the 5-year strategic plan for the Group.

The strategic and business plan for the period 2012 2016 was tabled, discussed and approved
by the Board at its meeting held on 14 December 2011.

Additionally, on an ongoing basis as the need arises, the Board will assess whether projects,
purchases and sale of equity as well as other strategic consideration being proposed at Board
meetings during the year are in line with the objectives and broad outline of the adopted strategic
plans.

b. Overseeing the conduct of the Companys business to evaluate whether the business is being
properly managed.

At Board meetings, all key operations matters will be discussed and expert advice will be sought
if necessary.

The performances of the various companies and operating units within the Group represent
the major element of the Board agenda. Where and when available, data are compared against
national trends and performance of similar companies.

The Group uses Key Performance Indicator (KPI) system as the primary driver and anchor to
its performance management system, of which is continually refined and enhanced to reflect the
changing business circumstances.

The Organisational Chart and the Group Authority Limits and Guidelines define, amongst others,
the limits to management responsibilities. At the end of each financial year the Board will set KPI
that should be achieved by the management for the next financial year.

c. Identifying principal risks and ensure the implementation of appropriate systems to manage
these risks.

The Group has set up a Risk Management Committee for this purpose to assist the Board.

The principal objectives of the Enterprise Risk Management are, amongst others, to meet the
strategies, goal and objectives of the Group; to safeguard financial and non-financial assets of
the Group; to allocate and optimize the use of resources and to comply with policies, procedures,
guidelines, laws and regulations. For further information of the Risk Management Committee,
please refer to page 90 of the Annual Report.

d. Succession planning, including appointing, training, fixing the compensation of and where
appropriate, replacing senior management.

The Boards responsibility in this aspect is being closely supported by the Group Human
Resource division. More importantly, after several years of continuous efforts in emphasizing
and communicating the importance of succession planning, the subject has now become an
ongoing agenda being reviewed at various high-level management and operational meetings of
the Group.

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KFC Holdings (Malaysia) BHD (65787-T)
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Corporate Governance Statement

e. Developing and implementing an investor relations programme or shareholder communications


policy for the Company.

Various strategies and approaches are employed by the Group so as to ensure that investors
and shareholders are well-informed about the Group affairs and developments.

f. Reviewing the adequacy and the integrity of the Companys internal controls and management
information systems, including compliance with applicable laws, regulations, rules, directives
and guidelines.

The Boards function as regard to fulfilling the above responsibility is supported and reinforced
through the various Committees established at both the Board and Managements level. Aided
by an independent function of the Group Internal Audit Division, the active functioning of these
Committees through their regular meetings and discussions would provide a strong check and
balance and reasonable assurance on the adequacy of the Groups internal controls. Details on
the Group Internal Audit functions are further discussed in the Internal Control Statement and
Audit Committee Report in this Annual Report.

At the same time, the Board also ensures the sustenance of a dynamic and robust corporate
climate focused on strong ethical values. This emphasizes active participation and dialogues on a
structured basis involving key people at all levels, as well as ensuring accessibility to information and
transparency on all executive action. The Group has established a formal avenue for all employees
to report directly to the Managing Director of any misconduct or unethical behaviour conducted by
any employees of the Group. The corporate climate is also continuously nourished by value-centred
programmes for team-building and active subscription to core values.

2.3 Board Meetings and Supply Of Information

Operations Meetings are held once a month during which the Managing Director and Divisional
Directors will be briefed by management on all operational aspects of the Group. During the
meetings, they will be furnished with information on the progress of the operating units i.e. activities,
performance, planned projects and problems arising so as to enable the former to participate in
problem solving and decision-making process. The Group has also established a Top Management
Committee wherein Divisional Directors and Top Senior Executives will meet weekly to, amongst
others, set the management direction of the Group and provide the general management and
corporate leadership. The Top Management Committee is also to facilitate collective decision-
making at the top management level of the Companys stratum. The terms of reference of the Top
Management Committee is set out on page 76.

All Board meetings for the ensuing year are scheduled by December in the year before so as to
allow Directors to plan ahead. Board Meetings are held at least 4 times a year. Apart from the regular
scheduled meetings, additional meetings are convened as and when necessary to deliberate and
approve ad-hoc, urgent and important issues.

The specific agendas tabled for the Boards deliberation are the key financial and operational results
and performances of the Group, Company and its subsidiaries, strategic and corporate initiatives
such as approval of corporate plans and budgets, acquisitions and disposals of material assets,
major investments and changes to management and control structure of the Group, including key
policies, procedures and authority limits. The total number of Board Meetings held during the financial
year was six (6) and all Directors have complied with the minimum 50% attendance as required
by Paragraph 15.05 of the Listing Requirements. The Directors are provided with adequate Board
Papers together with the agenda and minutes of the previous meeting on a timely manner prior to the
Board Meeting so as to give the Directors time to deliberate on the issues to be raised at the meeting.
All deliberations and conclusions of the Board meetings are duly recorded and minutes kept by the
Company Secretary.

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Governance Statement

The Board recognizes the importance of providing timely, relevant and up-to-date information in
ensuring an effective decision making process by the Board. In this regard, the Board is provided
with not just quantitative information but also those of qualitative nature that is pertinent and of a
quality necessary to allow the Board to effectively deal with matters that are tabled in the meeting.
All Directors have access to information within the Company and to the advice and services of the
Company Secretaries. The Directors may also obtain independent professional advice, in furtherance
of their duties.

In between meetings, the Managing Director meets regularly with the Chairman and other Board
members (where necessary) to keep them abreast of current development. Circular Resolutions are
used for determination of matters arising in between meetings.

2.4 Appointment and re-election of Directors

The number and composition of Board membership are reviewed on a regular basis appropriate to
the prevailing size, nature and complexity of the Groups business operations so as to ensure the
relevance and effectiveness of the Board.

The Board is responsible to the shareholders. All Directors appointed during the financial year retire
at the Annual General Meeting (AGM) of the Company in the period of appointment and are eligible
for re-election. In compliance with Paragraph 7.26(2) of the Listing Requirements, all directors shall
retire once at least in every 3 years.

In accordance with Article 89 of the Articles of Association of the Company, the following directors
retire by rotation at the forthcoming Annual General Meeting and being eligible, offer themselves for
re-election:-

(i) Ahamad bin Mohamad


(ii) Datuk Ismee bin Ismail
(iii) Hassim bin Baba

In accordance with Article 96 of the Articles of Association of the Company, YAM Tengku
Sulaiman Shah Alhaj Ibni Almarhum Sultan Salahuddin Abdul Aziz Shah Alhaj retires at the
forthcoming Annual General Meeting and being eligible, offers himself for re-election.

2.5 Directors Remuneration

The Board believes that the levels of remuneration offered by the Group are sufficient to attract
Directors of calibre and with sufficient experience and talents to contribute to the performance of the
Group. The remuneration framework for Executive Director has an underlying objective of attracting
and retaining director needed to run the Company successfully. Remuneration packages of Executive
Director are structured to commensurate with corporate and individuals performance. The Non-
Executive Directors are remunerated based on fixed annual fees approved by the shareholders of the
Company.

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Governance Statement

The details on the remuneration of the directors are as follows:

Fees/
Allowances/
Basic Other Benefits
Salary Emoluments Bonus -in-kind Total
RM RM RM RM RM
Executive Director

Jamaludin bin Md Ali 621,156 178,348 298,080 131,141 1,228,725

Non-Executive
Directors

Kamaruzzaman bin Abu
Kassim - 115,000 - - 115,000
Ahamad bin Mohamad - 84,000 - 26,867 110,867
YAM Tengku Sulaiman Shah
Alhaj Ibni Almarhum Sultan
Salahuddin Abdul Aziz
Shah Alhaj - 33,667 - - 33,667
Kua Hwee Sim - 69,000 - - 69,000
Datin Paduka Siti Sadiah
binti Sheikh Bakir - 56,000 - - 56,000
Tan Sri Dato Dr Yahya bin
Awang - 65,000 - - 65,000
Datuk Ismee bin Ismail - 54,500 - - 54,500
Hassim bin Baba - 65,000 - - 65,000
*Tan Sri Dato Muhammad Ali
bin Hashim - 4,167 - - 4,167
Total 621,156 724,682 298,080 158,008 1,801,926
* Resigned with effect from 12 January 2011

2.6 Directors Training

The Company complies with the requirements set out in the amendments to the Listing Requirements
in that it regularly assess the training needs of its directors to ensure that they are equipped with the
requisite knowledge and competencies to make effective contribution to the boards functioning. All
Directors have successfully completed the Mandatory Accreditation Programme (MAP) prescribed
by Bursa Malaysia. The Continuous Education Programme (CEP) was repealed by Bursa Malaysia
with effect from 1 January 2005 and Directors who are required to fulfill this programme complied
with the deadline before due date. Nevertheless the Directors are encouraged to continue attending
various training programmes that are relevant to the discharge of their responsibilities.

Among the training programmes, seminars and briefings attended during the year are as follows:-

1. Updates of FRS 2010/2011 New & Revised FRSs, Amendments, Interpretations and the New
Bursa Listing Requirements

2. Budget 2012 Proposals & Recent Development

3. Johor Corporation Directors Conference 2011

4. MSWG & ICGN Dialogue Session

5. Corporate Governance Program - Assessing the Risk and Control Environment

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Governance Statement

Apart from this requirement, all new directors who are appointed from among the Groups Senior
Executives must attend an internally-administered directors course and pass the examination set
prior to being eligible for appointment to the Board. All new directors will be given comprehensive
briefing of the Groups history, operations and financial control systems in order to provide them
with first-hand knowledge of the Groups operations. In the light of increasing complexities in global
markets as well as within the industry, in financial reporting and in shareholders expectations, training
is an ongoing process in an effort to help Directors stay abreast of relevant new developments.

3. Board And Management Committees



The Group has formed several committees to facilitate the operations of the Group. Each committee
has written terms of reference defining their scope, powers and responsibilities. The list of committees
includes, amongst others:-

Board Committees:

i. Audit Committee

Pursuant to paragraph 15.15 of the Listing Requirements of Bursa Securities, the Audit Committee
Report for the financial year, which sets out the composition, terms of reference and a summary of
activities of the Audit Committee, is contained on pages 93 to 96 of this Annual Report.

ii. Nomination and Remuneration Committee (NRC)

The Board has on 21 February 2011 resolved to establish its own NRC. With the establishment of the
Companys NRC, the functions and responsibilities previously vested with JCorp Group NRC are now
assumed by the Companys NRC. The Board is of the view that the composition of the NRC meets
the objectives and principles of the corporate governance.

The NRC is established primarily to:-

A. Nomination

1. Identify and recommend candidates for Board directorship;


2. Recommend directors to fill the seats on Board Committee;
3. Evaluate the effectiveness of the Board and Board Committee (including the size and
composition) and contributions of each individual director;
4. Ensure an appropriate framework and plan for Board succession.

B. Remuneration

1. Provide assistance to the Board in determining the remuneration of executive directors,


senior management and Chief Executive Officer. In fulfilling these responsibilities, the NRC
is to ensure that executive directors and applicable senior management of the Company:

Are fairly rewarded for their individual contribution to overall performance;


Are compensated reasonably in light of the Companys objectives; and
Are compensated similar to other companies.

2. Establish the Managing Director/Chief Executive Officers goals and objectives; and
3. Review the Managing Director/Chief Executive Officers performance against the goals and
objectives set.

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KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Corporate Governance Statement

Membership

The NRC shall consist of the following:-

1. Kamaruzzaman bin Abu Kassim


Chairman

2. Ahamad bin Mohamad


Deputy Chairman

3. Tan Sri Dato Dr Yahya bin Awang


Independent Non Executive Director

4. Jamaludin bin Md Ali


Managing Director/Chief Executive Officer

iii. Risk Management Committee

The Board has established the Risk Management Committee (RMC) and the Enterprise Risk
Management (ERM) framework. The RMC is chaired by the Chief Risk Officer who is also the
Executive Director Group Finance. The principal objectives of the ERM are, amongst others, to
meet the strategies, goal and objectives of the Group; to allocate and optimize the use of resources
and to comply with policies, procedures, guidelines, laws and regulations.

The Audit Committee will oversee the effectiveness of ERM process across the Group whereby the
Board retains the overall risk management responsibility.

The principal roles and responsibilities of RMC:

Create a high-level risk strategy (policy) aligned with Groups strategic business objectives;
Communicate board vision, strategy, policy, responsibilities, and reporting lines to all employees
across the Group;
Identify and communicate to the Board the critical risks (present or potential) the Group faces,
their changes, and the management action plans to manage the risks;
Perform risk oversight and review risk profiles and organisational performance;
Aggregating the Groups risk position and yearly reporting to the Board on the risk situation/
status;
Set performance measures for the Group; and
Provide guidance to the business units on the Groups and business units risk appetite and
capacity, and other criteria which, when exceeded, trigger an obligation to report upward to the
Board.

Management Committees:

i. Top Management Committee (TMC)

1. The terms of reference and objectives of the TMC are as follows:-

(a) Manages the Group in all aspects of business;


(b) Implements strategic business plans and policies as approved by the Board of Directors
(c) Identifies, formulates and prioritizes strategic issues and charts strategic directions for
action by the Management and staff

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Corporate Governance Statement

2. The members of the TMC comprise the following: -

1. Managing Director
2. Executive Director Group Finance
3. Director Integrated Poultry & Food Manufacturing
4. Director Legal Advisory, Corporate Services & Property
5. Deputy President KFC Peninsular Malaysia
6. Senior General Manager Group Finance
7. Senior Vice President Pizza Hut Malaysia & KFC East Malaysia

Decisions taken will be by majority.

Appointment of members is by the Exco.

3. Meetings are to be held on every Thursday or as and when it deems necessary basis.

ii. Agreement Committee

The principal term of reference of the Agreement Committee is to assist the Group in preparing and
reviewing the terms and conditions of legal documents for corporate and/or commercial transactions
to be entered into by the Group.

iii. Asset Committee

The principal term of reference of the Asset Committee is to acquire properties of existing rented
premises as well as procuring/disposing of suitable sites for outlets expansion and other operations
of the Group.

iv. Tender Committee

The principal term of reference of the Tender Committee is to review and evaluate tenders of purchases
and expenditures and to make such appropriate recommendations to the relevant Committees for
approval.

4. SHAREHOLDER RELATIONSHIP

In line with the Groups commitment to observe the highest level of accountability and transparency to its
stakeholders, the Group continually ensures that it maintains a high level of disclosure and communication
with its shareholders and stakeholders through various practicable and legitimate channels. The Group
is duty-bound to keep the shareholders and investors informed of any major developments and changes
affecting the Group.

The management holds discussions and dialogues with analysts and investors on a regular basis. During
the discussions and dialogues, presentations based on permissible disclosures are made to the analysts
and investors to provide details on the Group i.e. financial performance, any major developments and
future plans. Apart from the mandatory requirement to make public announcements via the Bursa
Securities, the Group also disseminates information through press releases on corporate events, product
launches and any significant developments of the Group.

In addition to the above, the Group has an interactive web-site available at http:www.kfcholdings.com.my
to communicate with investors and the investing public. The web-site is being used as a forum to answer
inquiries and provide information on the activities of the Group.

The Annual General Meeting is the principal forum for dialogue and interaction with the shareholders of
the Company. Besides the usual agenda of the Annual General Meeting, the Board presents the progress
and performance of the business. Thereafter, the shareholders are presented with the opportunity to
participate in question and answer sessions with the Directors.

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KFC Holdings (Malaysia) BHD (65787-T)
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Corporate Governance Statement

5. ACCOUNTABILITY AND AUDIT

5.1 Financial Reporting

In presenting the annual financial statement and quarterly announcements to the shareholders, the
Board aims to present a balanced and understandable assessment of the Groups position and
prospects. This also applies to other price-sensitive public reports and reports to regulators. Timely
release of announcements reflects the Boards commitment to provide up-to-date and transparent
information on the Groups performance.

In the preparation of the financial statement, the Directors have taken the necessary steps to
ensure that the Group had used all the applicable Financial Reporting Standards, provisions of the
Companies Act, 1965 and relevant provisions of laws and regulations in Malaysia and the respective
countries in which the subsidiaries operate, consistently, and that the policies are supported by
reasonable and prudent judgment and estimates. The Audit Committee assists the Board in ensuring
the accuracy, adequacy and completeness of the information to be disclosed. The Statement by
Directors pursuant to Section 169 of the Companies Act 1965 is set out on page 204 of the Annual
Report.

The quarterly reports, prior to tabling to the Board for approval will be reviewed and approved by the
Audit Committee.

5.2 Internal Control

The Groups Statement on Internal Control is set out on page 97 of this Annual Report.

5.3 Relationship with the Auditors

The Board through the Audit Committee has maintained a formal procedure of carrying out an
independent review of all quarterly reports, annual audited financial statements, External Auditors
audit plan, report, internal control issues and procedures. The Audit Committee meets with the
External Auditors without the presence of the Executive Board and Senior Management at least twice
a year. During the year, two meetings have been conducted without the presence of the management.
Representatives from the External Auditors are also invited to attend every Annual General Meeting.

The Groups internal audit department, reporting to the Audit Committee performs regular reviews
of business processes to assess the effectiveness of internal controls and highlight significant risks
impacting the Group. The Audit Committee conducts annual reviews on the adequacy of the internal
audit departments scope of work and resources.

The Report of the Audit Committee is set out on pages 93 to 96 of the Annual Report.

5.4 Statement of Directors Responsibilities in respect of the Audited Financial Statements

The provisions of the Companies Act, 1965 require the directors to be responsible in preparing the
financial statements for each financial year which gives a true and fair view of the state of affairs of
the Group and the Company at the end of the financial year and of the results and cash flows for
the financial year then ended. In complying with these requirements, the directors are responsible
for ensuring that proper accounting records are maintained and suitable accounting policies are
adopted and applied consistently. In cases whereby judgment and estimates were required, the
directors have ensured that these were made prudently and reasonably.

The Directors also ensured that all applicable accounting standards have been followed and confirmed
that the financial statements have been prepared on a going concern basis.

In addition, the Directors are also responsible for safeguarding the assets of the Company by taking
reasonable steps to prevent and detect fraud and other irregularities.

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Members of the Audit Committee

The Audit Committee presently comprises three members who are all independent non-executive directors
as follows:

1. Kua Hwee Sim


2. Tan Sri Dato Dr. Yahya bin Awang
3. Hassim bin Baba

Kua Hwee Sim is the Chairperson of the Committee as appointed by the Board.

Attendance of Meetings

The Committee convened four meetings during the financial year ended 31 December 2011 and details of
attendance of each member are as follows:

Date of Meetings

Audit Committee Members 16 Feb 18 May 16 Aug 16 Nov


Kua Hwee Sim
Tan Sri Dato Dr. Yahya bin Awang
Hassim bin Baba

- attended the meeting

The Managing Director, Divisional Directors, Head of Finance and Head of Internal Audit attended the audit
committee meetings at the invitation of the Committee. The external auditors also attended two of the meetings
where they held private discussion with the Committee without the presence of Management.

SUMMARY OF ACTIVITIES

The Committee carried out the following activities during the financial year in accordance to its terms of
reference:

a. Reviewed the quarterly result announcements prior to the approval of the Board.

b. Reviewed the audited financial statements prior to the approval of the Board.

c. Reviewed the external auditors fees, scope of work and audit plan prior to the commencement of audit.

d. Discussed with the external auditors on significant matters arising from their examination of the financial
statements, including compliance with applicable accounting standards.

e. Reviewed the external auditors Management Letter and evaluated Managements response.

f. Reviewed and approved the internal audit plan and the key performance indicators (KPIs) of the internal
audit function for the year.

g. Reviewed and monitor the adequacy of scope, function, competency and resources of the internal audit
function towards the achievement of the internal audit plan and its KPIs.

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h. Deliberated on the key internal audit findings and appraised Managements response to the observations
and recommendations including following-up on Managements implementation of the recommendations.

i. Reviewed the related party transactions entered into by the Group.

j. Reviewed the key risks identified in the Enterprise Risk Management report.

k. Reviewed the operations report prepared by Management including pertinent matters on taxation, legal
and regulatory compliance.

TERMS OF REFERENCE

Composition

i. The members shall be appointed by the Board from among its numbers and their appointment shall be
concurrent with their tenure on the Board.

ii. The Committee shall comprise not less than three members and all the members must be non-executive
directors with a majority of them being independent directors.

iii. In the event a member retires or ceases to be a member resulting in the number reducing to below three,
the Board shall within three months appoint new members to make up the minimum number of three
members.

iv. At least one member of the Committee must be a member of the Malaysian Institute of Accountants or must
have the necessary experience and recognised qualifications or such other requirements as prescribed or
approved by Bursa Malaysia Securities Berhad.

v. No alternate director shall be appointed as an Audit Committee member.

Chairperson

The Chairperson shall be an independent non-executive director appointed by the Board.

Secretary

The Company Secretary shall act as the Secretary of the Committee.

Review of performance

The term of office and performance of the Committee and each of its members shall be reviewed by the Board
at least once every three years.

Meetings

The Committee shall meet not less than four times a year. Additional meetings may be called at any time at
the discretion of the Chairperson.

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Quorum

The quorum for Audit Committee meetings shall be two members and the majority of the members present
shall be independent non-executive directors.

Attendance

The Head of Finance and Head of Internal Audit would normally attend meetings. Other board members,
senior management and external auditors may attend meetings upon the invitation of the Committee.

Authority

The Committee is empowered by the Board:

i. To have explicit authority to investigate any matter within its terms of reference.

ii. To have full and unrestricted access to all records, information, properties and personnel.

iii. To have direct communication channels with the external and internal auditors.

iv. To be able to obtain independent professional advice and to secure the attendance of outsiders with the
relevant experience and expertise if the Committee considers this necessary.

v. To be able to convene meetings with the external auditors, the internal auditors, or both, excluding the
attendance of other directors and employees, whenever deemed necessary.

Duties and Responsibilities

i. To consider the appointment of the external auditors, their audit fee and any questions of resignation or
dismissal.

ii. To discuss with the external auditors prior to the commencement of audit, the nature and scope of the audit
and ensure co-ordination where more than one audit firm is involved.

iii. To review the quarterly, half-yearly and year-end financial statements prior to the approval of the Board,
focusing on:

Compliance with accounting standards and other legal requirements.


Any changes in the accounting policies and practices.
Significant issues arising from the audit.
The going concern assumption.

iv. To discuss problems and reservations arising from the interim and final audits, and any significant matters
the external auditor may wish to discuss (in the absence of Management where necessary).

v. To review the external auditors Management Letter and Managements response.

vi. To do the following with regard to the internal audit function:

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Review the adequacy of scope, function, competency and resources of the internal audit function and
that it has the necessary authority to carry out its work.

Review the internal audit programme and the results of audit work and where necessary ensure that
appropriate action is taken on the recommendations of the internal auditors.

Review the coordination of external audit and internal audit.

Review any major discoveries of audit investigations and Managements response.

Approve the appointment of senior staff members of internal audit function, review performance
appraisals and be informed of resignations and providing the resigning staff an opportunity to submit
his/her reason for resigning.

vii. To review any related party transaction and conflict of interest situation that may arise within the Company
or Group including any transaction, procedure or course of conduct that raises questions of Managements
integrity.

viii. Where the Committee is of the view that a matter reported by it to the Board has not been satisfactorily
resolved resulting in a breach of the Listing Requirements, the Committee shall promptly report such matter
to Bursa Malaysia.

ix. To undertake any other responsibilities as may be agreed by the Committee and the Board.

INTERNAL AUDIT FUNCTION

The internal audit function is undertaken by the Group Internal Audit Department (GIAD). It reports directly to
the Committee and assists the Committee in discharging its duties and responsibilities.

GIAD is adequately staffed by experienced and qualified auditors and it incurred an estimated cost of RM1.8
million during the financial year. GIADs scope of work is spelt out in the annual audit plan that is approved
by the Committee. The plan covers all the operating divisions and support functions of the Group including
the foreign operations in Singapore, Brunei and India. GIADs performance is measured against the approved
KPIs.

In every audit assignment, GIAD conducted risk assessments, reviewed the adequacy and effectiveness of the
system of internal controls and reviewed the extent of compliance with the Groups policies and procedures
and regulatory requirements. GIAD also reviewed the key business processes with the objective of improving
the efficiency and effectiveness of the Groups operations.

During the financial year, GIAD tabled 47 audit reports to the Committee for deliberation and followed-up to
ensure pertinent audit recommendations are implemented by Management.

KUA HWEE SIM


Chairperson

96
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Statement on Internal Control

This Statement on Internal Control has been prepared in compliance with the Listing Requirements of Bursa
Malaysia Securities Berhad (Bursa Malaysia) and in accordance with the Guidance for Directors of Public
Listed Companies.

BOARD RESPONSIBILITY

The Board recognises the importance of maintaining a sound system of internal controls and risk management
practices within the Group and affirms its responsibility to review the adequacy and effectiveness of these
systems and processes on a regular basis. The system of internal controls is designed to provide reasonable
assurance on the effectiveness and efficiency of operations, reliability of financial reporting and compliance
with applicable laws and regulations. It is also meant to effectively manage business risks towards the
achievement of objectives so as to enhance the value of shareholders investments and to safeguard the
Groups assets.

However, as in any system of internal control, it is designed to manage rather than eliminate the risk of failure
to achieve business objectives and therefore, it can only provide reasonable and not absolute assurance
against material misstatement or loss.

INTERNAL CONTROL FRAMEWORK

The key components of the Groups internal control framework are as follows:

Board and Management Committees

The Group has established several committees to assist the Board and Management in discharging their
responsibilities and the objectives of these committees are clearly spelt out in their terms of reference.

The Executive Committee (Exco) is established to formulate strategic business plans, directions and
policies for the Group and makes appropriate recommendations for the approval of the Board. The Top
Management Committee (TMC) is established to manage all aspects of the Groups business and to
oversee the implementation of the approved business plans and policies.

Other committees such as Tender Committee, Agreement Committee and Risk Management Committee
are established to ensure that Management abides by approved policies and procedures and best practices
in the evaluation and award of tendered purchases, drafting of legal documentation and implementation of
risk management practices to safeguard the Groups interests.

Organisation Structure

The Board has established a formal organisation structure for the Group with delineated lines of authority,
responsibility and accountability. It has put in place suitably qualified and experienced management
personnel to head the Groups diverse operating units into delivering results and their performance are
measured against the Key Performance Indicators that are approved by the Board.

Authority Limits

The Board has established authority limits for approving revenue and capital expenditures for each level of
management and also established cheque signatories for approving payments. Major capital investments,
acquisitions and disposals exceeding a certain threshold must be referred to the Board or relevant committee
for approval.

97
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Statement on Internal Control

Enterprise Risk Management

The Enterprise Risk Management (ERM) framework adopted by the Group is a structured and disciplined
approach to align its strategy, processes, people, technology and knowledge in evaluating and managing
business risks. This involves updating of principal risks across all the operating divisions periodically and
timely reporting of these risks to the attention of the Audit Committee and the Board.

At the Group level, Risk Management Committee (RMC) is entrusted to deliberate the ERM agendas. It
comprises senior management and is chaired by the Chief Risk Officer (CRO) who is also the Executive
Director. RMC functions within the authority of its charter and the risk policy and guidelines approved by
the Board.

RMC is supported by the Risk Management Department. It is responsible for the ongoing development
of the ERM process which includes coordination with the respective risk management units in monitoring
risks, formulating risk treatment plans and conducting risk management trainings and awareness for risk
owners.

During the year, the Group continuously carried out a series of risk assessment exercises via interviews and/
or workshops with senior/line management across the Group to identify priorities, evaluate and rate all key
risks and controls affecting the Group in achieving its business objectives. These risk assessment exercises
also cover foreign operations in Singapore, Brunei and India. The result from these exercises was presented
to the Audit Committee and the Board.

Audit Committee

The Board recognises that the Audit Committee forms an integral part of the Groups internal control and
risk management framework and in promoting good corporate governance. The Committee performs
an important oversight role in maintaining the integrity of the Groups system of internal control and risk
management practices. The Committee is assisted by the internal auditors and has access to the external
auditors and the CRO. The activities of the Committee and internal audit function are reported in the Audit
Committee Report on pages 93 to 96.

OTHER KEY ELEMENTS OF INTERNAL CONTROL

Complementing the broad internal control and risk management framework are various control processes
that have been implemented by the Group. Some of the key control processes are as follows:

Budgets

Annual budgets are prepared by each operating division and consolidated by Group Finance Department.
These are thoroughly reviewed before they are tabled to TMC, Exco and the Board for approval.

Performance Monitoring

The Groups performance is monitored by the Group Finance Department which prepares monthly
management accounts that compares against the approved budget. The monthly management accounts
are reviewed and deliberated by Management in its monthly operation meetings and a copy is extended to
Exco for review.

98
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Statement on Internal Control

The Board monitors the Groups performance by reviewing the quarterly results and operations and examines
the announcement made to Bursa Malaysia. These are usually reviewed by the Audit Committee before they
are tabled to the Board.

Human Resource

There are policies and procedures for recruitment, performance appraisals and promotion to ensure that
suitably qualified and competent personnel across all levels of management are hired and retained. The
Group is also dedicated to continuously develop employees with the relevant and appropriate skills by
conducting regular training programmes that are tailored for restaurant excellence as well as corporate and
leadership programmes for the supporting staff.

Procurement

There is a centralised and coordinated procurement function for major purchases of assets and inventory,
project development and maintenance expenditures which enables the Group to leverage on economies of
scale and ensures adherence to authority limits, policies and procedures. Aided by an integrated purchasing,
inventory and accounting system, the Group is capable of keeping track of the accuracy, integrity and
recording of its assets and expenditures. Significant capital and revenue expenditures exceeding a certain
value are subjected to tender procedures and appraised by the Tender Committee before they are approved
by the Board or relevant committee.

Regulatory and Halal Compliance

The Group adheres strictly to health, safety and environmental regulations and complies with halal standards
and is subjected to regular inspections by the relevant authorities. Quality Assurance Department conducts
product safety and quality audits at restaurants and the entire supply chain on an ongoing basis. The Group
has also established a Shariah Advisory and Compliance Department to perform regular halal audits and to
liaise closely with the government agencies on halal related matters.

CONCLUSION

The Board is of the view that the present system of internal control is adequate for the Group to manage its
risks and to achieve its business objectives. The Board is committed in ensuring that the Group continuously
reviews the internal control system so that it is effective in enhancing shareholders investments and
safeguarding the Groups assets.

KAMARUZZAMAN BIN ABU KASSIM JAMALUDIN BIN MD ALI


Chairman Managing Director

99
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

1. NON-AUDIT FEES

The amount of non-audit fees paid and payable to the external auditors and their affiliated company by
the Group for the financial year ended 31 December 2011 is as follows:-

RM000

KPMG 38
KPMG Tax Services Sdn Bhd 22

Total 60

2. MATERIAL CONTRACTS

Other than those disclosed in the financial statements on pages 198 to 199, there are no material
contract including contracts relating to any loans entered into by the Group and its subsidiaries involving
Directors and major shareholders interest.

3. DISCLOSURE OF THE RESTRICTIVE COVENANT CLAUSE IN THE INTERNATIONAL FRANCHISE


AGREEMENTS (IFA) GOVERNING KFC FRANCHISE

KFCH group operates KFC restaurants in Malaysia, Singapore and Brunei under the International
Franchise Agreements entered into with the Franchisor. The right to develop KFC restaurants in Malaysia,
Singapore and Brunei is granted to KFCH by the Franchisor under the Development Agreements entered
into with the Franchisor.

Any occurrence of events of default under the International Franchise Agreements may lead to the
termination of the KFC franchise by the Franchisor. The International Franchise Agreements and/or
Development Agreements are also subject to renewal.

The International Franchise Agreements also contain a covenant which requires the consent of the
Franchisor for any direct or indirect acquisition by any third party competitor of QSR and/or KFCH or
any third party holding twenty percent (20%) or more of QSR and/or KFCH, failing which the Franchisor
may terminate the International Franchise Agreements and/or adopt any of the remedies specified in the
International Franchise Agreements. As KFCH is listed on Bursa Securities and the respective shares are
freely traded, any person, whether individually or together with persons acting in concert, could possibly
acquire more than twenty percent (20%) of the voting shares of KFCH without obtaining the consent of
the Franchisor. As such, if the Franchisor does not consent to any such acquisition, the Franchisor may
terminate the International Franchise Agreements or choose not to renew the International Franchise
Agreements upon the expiry. A similar covenant also applies to KFCH Restaurants Private Limited
(formerly known as Mumbai Chicken Private Limited) and Pune Chicken Restaurants Private Limited in
respect of the rights to operate KFC business in Mumbai and Pune, India granted by Yum! Restaurants
(India) Private Limited.

100
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

4. RECURRENT RELATED PARTY TRANSACTIONS OF REVENUE AND/OR TRADING NATURE


(RRPT)

The aggregate value of the RRPT conducted pursuant to the shareholders mandate during the financial
year under review between the Company and/or its subsidiary companies with related parties are set out
below: -

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

- Ayamas Pizza Hut Ayamas and PHR is a Interested 35,166


Food Restaurants KFC Marketing wholly owned Directors
Corporation Sdn Bhd sale of prime subsidiary of Kamaruzzaman
Sdn Bhd (PHR) cut chicken QSR Brands bin Abu
(Ayamas) and further Bhd (QSR). Kassim,
Kampuchea processed QSR is the Ahamad bin
- KFC Food products holding Mohamad,
Marketing Corporation to PHR, company of Jamaludin bin
Sdn Bhd Co Ltd Kampuchea, KFC Holdings Md Ali,
(KFC (Kampuchea) PH Singapore (Malaysia) Bhd Kua Hwee Sim,
Marketing) and PHD (KFCH). Kulim Datin Paduka
Pizza Hut (Malaysia) Siti Sadiah
Singapore Berhad binti Sheikh
Pte Ltd (PH (Kulim) is Bakir and
Singapore) the holding Datuk Ismee
company of bin Ismail
PHD Delivery QSR. Johor
Sdn Bhd Corporation Interested
(PHD) (JCorp) is Major
the holding Shareholders
corporation of QSR/QSR
Kulim. Ventures Sdn
Bhd (QSR
Kampuchea is Ventures)
a subsidiary of Kulim
QSR.
JCorp

PH Singapore
is a wholly
owned
subsidiary of
Multibrand
QSR Holdings
Pte Ltd which
is wholly owned
by QSR.

PHD is a
wholly owned
subsidiary of
PHR.

101
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

KFC PHR KFCM sale PHR is a Interested 62,466


Manufacturing of packaging wholly owned Directors
Sdn Bhd Kampuchea materials, subsidiary of Kamaruzzaman
(KFCM) spare parts QSR. bin Abu
PHD and bakery Kassim,
products Kampuchea is Ahamad bin
to PHR, a subsidiary of Mohamad,
Kampuchea QSR. Jamaludin bin
and PHD Md Ali,
PHD is a Kua Hwee Sim,
wholly owned Datin Paduka
subsidiary of Siti Sadiah
PHR. binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

KFC (Peninsular PHR KFCPM sale PHR is a Interested 937


Malaysia) Sdn of vegetables, wholly owned Directors
Bhd (KFCPM) Kampuchea salad and subsidiary of Kamaruzzaman
coleslaw QSR. bin Abu
PHD to PHR, Kassim,
Kampuchea Kampuchea is Ahamad bin
and PHD a subsidiary of Mohamad,
QSR. Jamaludin bin
Md Ali,
PHD is a Kua Hwee Sim,
wholly owned Datin Paduka
subsidiary of Siti Sadiah
PHR. binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

102
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

Region Food PH Singapore RFISB sale PH Singapore Interested 1,126


Industries Sdn of chilli and is a wholly Directors
Bhd (RFISB) PHR tomato owned Kamaruzzaman
sauces to PH subsidiary of bin Abu
Singapore and Multibrand Kassim,
PHR QSR Holdings Ahamad bin
Pte Ltd which Mohamad,
is wholly owned Jamaludin bin
by QSR. Md Ali,
Kua Hwee Sim,
PHR is a Datin Paduka
wholly owned Siti Sadiah
subsidiary of binti Sheikh
QSR. Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

103
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

- SPM PHR Payment of PHR is a Interested 1,090


Restaurants monthly rental wholly owned Directors
Sdn Bhd by PHR to subsidiary of Kamaruzzaman
(SPM) SPM, KFC(M) QSR. bin Abu
and KFCPM for Kassim,
- Kentucky the following Ahamad bin
Fried Chicken properties:- Mohamad,
(Malaysia) Jamaludin bin
Sdn Bhd 1. KFCPM Md Ali,
(KFC(M)) - Lot PT Kua Hwee Sim,
15144, Jalan Datin Paduka
- KFCPM Kepong Siti Sadiah
Batu, 6 , binti Sheikh
52100 Kuala Bakir and
Lumpur Datuk Ismee
(5,617 sq ft) bin Ismail
2. KFCPM Lot
PT 6878 Interested
Jalan 8/27A, Major
Wangsa Shareholders
Maju, 53300 QSR/QSR
Kuala Ventures
Lumpur Kulim
(5,793 sq ft)
JCorp
3. SPM 9
Jalan Taiping,
41400 Klang
(3,300 sq ft)
4. SPM 1 &
1.1 Jalan
Niaga, Pusat
Perniagaan,
Jalan Mawai
81900 Kota
Tinggi (2,273
sq ft)
5. KFC(M)
Lot 14083
Jalan Kuchai
Lama,
58200 Kuala
Lumpur
(4,467 sq ft)

Tenancy
Agreements
for the above
properties are
for a period of 3
years.

104
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relatioship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

- KFCH JKing Sdn Bhd KFCH, KFCM, JKing is a Interested 43


(JKing) KFC(M) and subsidiary Directors
- KFCM KFCPM of Johor Kamaruzzaman
purchase of Franchise bin Abu
- KFC(M) apparels from Development Kassim,
JKing Sdn Bhd which Ahamad bin
- KFCPM in turn is a Mohamad,
wholly owned Jamaludin bin
subsidiary of Md Ali, Datin
JCorp. Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

- Ayamas Rajaudang Ayamas, Rajaudang is Interested 6,891


Trading KFCPM, a subsidiary Directors
- KFCPM Sdn Bhd Rasamas of Rajaudang Kamaruzzaman
(Rajaudang) Holdings and Aquaculture bin Abu
- Rasamas KAY purchase Sdn Bhd which Kassim,
Holdings of processed in turn is a Ahamad bin
Sdn Bhd chicken and subsidiary of Mohamad,
(Rasamas rice from Johor Ventures Jamaludin bin
Holdings) Rajaudang Sdn Bhd. Md Ali, Datin
Johor Ventures Paduka Siti
- Ayamas Sdn Bhd is a Sadiah binti
Shoppe Sdn wholly owned Sheikh Bakir
Bhd (KAY) subsidiary of and Datuk
Johor Capital Ismee bin
Holdings Sdn Ismail
Bhd which
in turn is a Interested
wholly owned Major
subsidiary of Shareholder
JCorp. JCorp

105
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relatioship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

- RFISB Rajaudang RFISB, KFCM Rajaudang is Interested NIL


and Tepak sale a subsidiary Directors
- KFCM of sauce, Deli of Rajaudang Kamaruzzaman
Pai, Sardine Aquaculture bin Abu
- Tepak Roll and Zippie Sdn Bhd which Kassim,
Marketing drinks to in turn is a Ahamad bin
Sdn Bhd Rajaudang subsidiary of Mohamad,
(Tepak) Johor Ventures Jamaludin bin
Sdn Bhd. Md Ali, Datin
Johor Ventures Paduka Siti
Sdn Bhd is a Sadiah binti
wholly owned Sheikh Bakir
subsidiary of and Datuk
Johor Capital Ismee bin
Holdings Sdn Ismail
Bhd which
in turn is a Interested
wholly owned Major
subsidiary of Shareholder
JCorp. JCorp

- KFC Hotel Selesa KFC Marketing Hotel Selesa Interested 14


Marketing JB Sdn Bhd and Tepak JB is a Directors
(Hotel Selesa sale of chicken wholly owned Kamaruzzaman
- Tepak JB) products and subsidiary of bin Abu
Zippie products JCorp Hotels Kassim,
to Hotel Selesa and Resorts Ahamad bin
JB Sdn Bhd Mohamad,
(formerly known Jamaludin bin
as Kumpulan Md Ali, Datin
Penambang
Paduka Siti
(Johor) Sdn
Sadiah binti
Bhd) which
Sheikh Bakir
in turn is a
and Datuk
wholly owned
Ismee bin
subsidiary of
Ismail
JCorp.

Interested
Major
Shareholder
JCorp

106
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

KFCH Metro Parking KFCHs Metro Parking Interested 138


(M) Sdn payment of is a subsidiary Directors
Bhd (Metro season parking of Sindora Kamaruzzaman
Parking) fees to Metro Berhad bin Abu
Parking at (Sindora). Kassim,
Wisma KFC. Sindora is a Ahamad bin
The parking wholly owned Mohamad,
facility at subsidiary of Jamaludin bin
Wisma KFC is Kulim. Md Ali,
managed by Kua Hwee Sim,
Metro Parking Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholders
Kulim
JCorp

KFCH Metro Parking Monthly rental Metro Parking Interested 210


received by is a subsidiary Directors
KFCH from of Sindora. Kamaruzzaman
Metro Parking bin Abu
for rental of the Kassim,
parking lots Ahamad bin
located at the Mohamad,
basements and Jamaludin bin
Levels 4 to 8 of Md Ali,
Wisma KFC Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
Kulim
JCorp

107
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationhip Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

KFCH Group Pro Corporate KFCH Groups Pro Corporate Interested 541
Management payment of is a wholly Directors
Services Sdn share registrar owned Kamaruzzaman
Bhd (Pro and secretarial subsidiary of bin Abu
Corporate) services fees to JCorp Hotels Kassim,
Pro Corporate and Resorts Ahamad bin
Sdn Bhd Mohamad,
(formerly known Jamaludin bin
as Kumpulan Md Ali, Datin
Penambang Paduka Siti
(Johor) Sdn Sadiah binti
Bhd) which Sheikh Bakir
in turn is a and Datuk
wholly owned Ismee bin
subsidiary of Ismail
JCorp.
Interested
Major
Shareholder
JCorp

- KFCH Teraju Fokus KFCH, Ayamas, JCorp owned Interested 312


Sdn Bhd Rasamas 30% equity Directors
- Ayamas (Teraju Fokus) Holdings, interest in Kamaruzzaman
KFCH Teraju Fokus. bin Abu
- KFCPM Education Kassim,
and KFCPMs Ahamad bin
- Rasamas payment to Mohamad,
Holdings Teraju Fokus for Jamaludin bin
the provision Md Ali, Datin
- KFCH of security Paduka Siti
Education services by Sadiah binti
Teraju Fokus Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

108
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

KFCH Group JCorp KFCH Groups JCorp is Interested 268


payment to the holding Directors
JCorp for the corporation Kamaruzzaman
transportation, of QSR via bin Abu
administrative its direct Kassim,
and secretarial and indirect Ahamad bin
services shareholdings Mohamad,
(through Kulim). Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

- KFCH - TMR KFCH, KFCPM TMR is a Interested 1,246


Urusharta and Rasamas subsidiary of Directors
- KFCPM (M) Sdn Bhd Holdings Damansara Kamaruzzaman
(TMR) payment to Assets bin Abu
- Rasamas TMR for the Sdn Bhd Kassim,
Holdings provision of (Damansara Ahamad bin
building and Assets) which Mohamad,
maintenance in turn is a Jamaludin bin
services wholly owned Md Ali, Datin
subsidiary of Paduka Siti
JCorp. Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

109
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationhip Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

- RFISB Pro RFISB and Pro Interested 55


Communication Ayamas Communication Directors
- Ayamas Sdn Bhd ( Pro purchase of is a subsidiary Kamaruzzaman
Communication) signboard of Johor bin Abu
from Pro Franchise Kassim,
Communication Development Ahamad bin
Sdn Bhd which Mohamad,
in turn is a Jamaludin bin
wholly owned Md Ali, Datin
subsidiary of Paduka Siti
JCorp. Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

KFCPM Bistari Young KFCPM Bistari Young, Interested 124


Entrepreneur purchase of a subsidiary of Directors
Sdn Bhd Catur Bistari Johor Ventures Kamaruzzaman
(Bistari board games Sdn Bhd which bin Abu
Young) from Bistari in turn is a Kassim,
Young wholly owned Ahamad bin
subsidiary of Mohamad,
Johor Capital Jamaludin bin
Holdings Md Ali, Datin
Sdn Bhd. Paduka Siti
Johor Capital Sadiah binti
Holdings Sheikh Bakir
Sdn Bhd is a and Datuk
wholly owned Ismee bin
subsidiary of Ismail
JCorp.
Interested
Major
Shareholder
JCorp

110
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

KFCH Group Pro Office KFCH Groups Pro Office is a Interested 1,926
Solutions Sdn payment to subsidiary of Directors
Bhd (Pro Pro Office for Sindora. Kamaruzzaman
Office) the provision bin Abu
of courier and Kassim,
mailing room Ahamad bin
services Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
Kulim
JCorp

- Ayamas Epasa Shipping Ayamas EPASA is a Interested 69


Agency Sdn and Tepaks subsidiary of Directors
- Tepak Bhd (EPASA) payment to Sindora Kamaruzzaman
EPASA for bin Abu
the provision Kassim,
of forwarding Ahamad
services bin Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
Kulim
JCorp

111
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relatioship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

- KFC(M) Tepak Tepak sale Tepak is a Interested 182


of tea and subsidiary of Directors
- KFCM Zippie drinks to KFCH. Sindora Kamaruzzaman
KFC(M), KFCM owns 20% bin Abu
- KAY and KAY whilst JCorp Kassim,
owns 19.99%. Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

KFC Events PHR Payment of PHR is a Interested 786


Sdn Bhd (KFC commissions wholly owned Directors
Events) by PHR to subsidiary of Kamaruzzaman
KFC Events QSR. bin Abu
for the sale of Kassim,
vouchers Ahamad bin
Mohamad,
Jamaludin bin
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

112
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

KFCPM Metro Parking KFCPMs Metro Parking Interested 6


monthly rental is a subsidiary Directors
payment to of Sindora. Kamaruzzaman
Metro Parking bin Abu
for storage Kassim,
space located Ahamad bin
at Level 1 Mohamad,
(Car Park), Jamaludin bin
Persada Johor
Md Ali,
International
Kua Hwee Sim,
Convention
Datin Paduka
Centre, Jalan
Siti Sadiah
Abdullah
binti Sheikh
Ibrahim, 80000
Bakir and
Johor Bahru,
Johor (264 Datuk Ismee
sq ft) bin Ismail

Interested
Major
Shareholders
Kulim
JCorp

KFC Marketing Hotel Selesa KFC Marketing Hotel Selesa is Interested 20


Sdn Bhd sale of chicken a wholly owned Directors
(Hotel Selesa) products to subsidiary of Kamaruzzaman
Hotel Selesa JCorp Hotels bin Abu
and Resorts Kassim,
Sdn Bhd Ahamad bin
(formerly known Mohamad,
as Kumpulan Jamaludin bin
Penambang Md Ali, Datin
(Johor) Sdn Paduka Siti
Bhd) which Sadiah binti
in turn is a Sheikh Bakir
wholly owned and Datuk
subsidiary of Ismee bin
JCorp. Ismail

Interested
Major
Shareholder
JCorp

113
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relatioship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

- KFCPM Tepak Tepak sale Tepak is a Interested 56


of tea and subsidiary of Directors
- KFC packing service KFCH. Sindora Kamaruzzaman
Marketing to KFCPM and owns 20% bin Abu
Tepak KFC Marketing whilst JCorp Kassim,
- KFC owns 19.99%. Ahamad bin
Marketing KFC Mohamad, 30
Marketings Jamaludin bin
payment to Md Ali,
Tepak for Kua Hwee Sim,
transportation Datin Paduka
services Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

KFCPM Puteri Hotels Payment of Puteri Hotels is Interested 138


Sdn Bhd monthly rental a wholly owned Directors
(Puteri Hotels) by KFCPM subsidiary of Kamaruzzaman
to Puteri JCorp Hotels bin Abu
Hotels for the and Resorts Kassim,
Exhibition Food Sdn Bhd Ahamad bin
& Beverages, (formerly known Mohamad,
Level 1, as Kumpulan Jamaludin bin
Persada Johor Penambang Md Ali, Datin
International (Johor) Sdn Paduka Siti
Convention Bhd) which Sadiah binti
Centre, Jalan in turn is a Sheikh Bakir
Abdullah wholly owned and Datuk
Ibrahim, subsidiary of Ismee bin
80000 Johor JCorp. Ismail
Bahru, Johor
(2,660.54 sq ft) Interested
Major
Tenancy Shareholder
Agreement JCorp
for the above
property is for
a period of 3
years.

114
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

KFC Marketing Puteri Hotels KFC Marketing Puteri Hotels is Interested 97


sale of chicken a wholly owned Directors
products to subsidiary of Kamaruzzaman
Puteri Hotels JCorp Hotels bin Abu
and Resorts Kassim,
Sdn Bhd Ahamad bin
(formerly known Mohamad,
as Kumpulan Jamaludin bin
Penambang
Md Ali, Datin
(Johor) Sdn
Paduka Siti
Bhd) which
Sadiah binti
in turn is a
Sheikh Bakir
wholly owned
and Datuk
subsidiary of
Ismee bin
JCorp.
Ismail

Interested
Major
Shareholder
JCorp

- KFCH IPPJ Sdn Bhd KFCH, KFCPM, IPPJ is a Interested 120


(IPPJ) KFC(M) and subsidiary of Directors
- KFCPM Tepaks JCorp. Kamaruzzaman
payment to bin Abu
- KFC(M) IPPJ for the Kassim,
provision of Ahamad bin
- Tepak seminars and Mohamad,
trainings Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

115
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relatioship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

Rasamas - Damansara Payment of - Damansara Interested


Holdings Assets monthly rental Assets is a Directors
by Rasamas wholly owned Kamaruzzaman
- TPM Holdings to subsidiary of bin Abu
Management Damansara JCorp. Kassim,
Sdn Bhd Assets and Ahamad bin
(TPM) TPM for the - TPM is Mohamad,
following a related Jamaludin bin
properties:- company to Md Ali, Datin
JCorp. JCorp Paduka Siti
1. Damansara owned 0.61% Sadiah binti 43
Assets - through its Sheikh Bakir
L2-35A, subsidiary. and Datuk
Aras Lereng Ismee bin
Bukit, Plaza Ismail
Kotaraya,
Jalan Trus, Interested
80000 Johor Major
Bahru, Shareholder
Johor (784 JCorp
sq ft)
2. TPM - Lot 80
5B-03(A),
Ground
Floor,
Terminal
Larkin
Sentral,
81100 Johor
Bahru,
Johor (1,660
sq ft)

Tenancy
Agreements
for the above
properties are
for a period of
3 years.

116
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

- RFISB Tepak Tepak sale of Tepak is a Interested NIL


lemon grass to subsidiary of Directors
- KFCM RFISB. Tepaks KFCH. Sindora Kamaruzzaman
provision owns 20% bin Abu
of packing whilst JCorp Kassim,
services owns 19.99%. Ahamad bin
of KFCs Mohamad,
condiment to Jamaludin bin
KFCM.
Md Ali,
Kua Hwee Sim,
Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
QSR/QSR
Ventures
Kulim
JCorp

KFC Marketing Tanjung Tuan KFC Marketing Tanjung Tuan Interested 8


Hotel Sdn Bhd sale of chicken Hotel is a Directors
(Tanjung Tuan products to wholly owned Kamaruzzaman
Hotel) Tanjung Tuan subsidiary of bin Abu
Hotel. JCorp Hotels Kassim,
and Resorts Ahamad bin
Sdn Bhd Mohamad,
(formerly known Jamaludin bin
as Kumpulan Md Ali, Datin
Penambang Paduka Siti
(Johor) Sdn Sadiah binti
Bhd) which Sheikh Bakir
in turn is a and Datuk
wholly owned Ismee bin
subsidiary of Ismail
JCorp.
Interested
Major
Shareholder
JCorp

117
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationhip Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

KAY Rajaudang KAY sale Rajaudang is Interested 607


of chicken a subsidiary Directors
products to of Rajaudang Kamaruzzaman
Rajaudang. Aquaculture bin Abu
Sdn Bhd which Kassim,
in turn is a Ahamad bin
subsidiary of Mohamad,
Johor Ventures Jamaludin bin
Sdn Bhd. Md Ali, Datin
Johor Ventures Paduka Siti
Sdn Bhd is a Sadiah binti
wholly owned Sheikh Bakir
subsidiary of and Datuk
Johor Capital Ismee bin
Holdings Sdn Ismail
Bhd which
in turn is a Interested
wholly owned Major
subsidiary of Shareholder
JCorp. JCorp

Rasamas IPPJ Rasamas IPPJ is a Interested NIL


Holdings Holdings sale subsidiary of Directors
of its variant JCorp. Kamaruzzaman
chicken bin Abu
products to Kassim,
IPPJ Ahamad bin
Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

118
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

KFCH Akademi KFCHs Akademi JCorp Interested 133


JCorp Sdn payment to is a subsidiary Directors
Bhd (Akademi Akademi of JCorp. Kamaruzzaman
JCorp) JCorp for the bin Abu
provision of Kassim,
training and Ahamad bin
seminars Mohamad,
Jamaludin bin
Md Ali, Datin
Paduka Siti
Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

- KFCPM The Secret of KFCPMs TSSG is a Interested 6


Secret Garden purchase of wholly owned Directors
- KFCM Sdn Bhd TSSG products subsidiary of Kamaruzzaman
(TSSG) (toiletries) for Kulim. bin Abu
souvenirs. Kassim,
Ahamad bin
KFCMs Mohamad, 115
purchase of Jamaludin bin
TSSG products Md Ali,
as inventory for Kua Hwee Sim,
re-sale Datin Paduka
Siti Sadiah
binti Sheikh
Bakir and
Datuk Ismee
bin Ismail

Interested
Major
Shareholders
Kulim
JCorp

119
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationhip Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

Usahawan Pro Usahawan Pro Interested 18


Bistari Ayamas Communication Bistari Communication Directors
Sdn Bhd purchase of is a subsidiary Kamaruzzaman
(Usahawan marketing of Johor bin Abu
Bistari) materials Franchise Kassim,
(billboards, Development Ahamad bin
signages, Sdn Bhd which Mohamad,
banners, in turn is a Jamaludin bin
posters and wholly owned Md Ali, Datin
etc) from Pro subsidiary of Paduka Siti
Communication JCorp. Sadiah binti
Sheikh Bakir
and Datuk
Ismee bin
Ismail

Interested
Major
Shareholder
JCorp

- KFCPM Rajaudang KFCPM, KFCM Rajaudang is Interested 1,028


and KAY a subsidiary Directors
- KFCM sale of used of Rajaudang Kamaruzzaman
cooking oil to Aquaculture bin Abu
- KAY Rajaudang Sdn Bhd which Kassim,
in turn is a Ahamad bin
subsidiary of Mohamad,
Johor Ventures Jamaludin bin
Sdn Bhd. Md Ali, Datin
Johor Ventures Paduka Siti
Sdn Bhd is a Sadiah binti
wholly owned Sheikh Bakir
subsidiary of and Datuk
Johor Capital Ismee bin
Holdings Sdn Ismail
Bhd which
in turn is a Interested
wholly owned Major
subsidiary of Shareholder
JCorp. JCorp

120
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

KFCH 1. Pro Biz 1. KFCH 1. Pro Biz Interested 33


Education Solution Educations Solution is a Directors
(M) Sdn Bhd Sdn Bhd payment subsidiary of Kamaruzzaman
(formerly known (Pro Biz of monthly Damansara bin Abu
as Paramount Solution) rental of Assets. Kassim,
Holdings (M) office space Ahamad bin
Sdn Bhd) located at Mohamad,
(KFC College/ Lot 1B, Jamaludin bin
Education) Podium
Md Ali,
Menara
Kua Hwee Sim,
Ansar, No
Datin Paduka
65 Jalan
Siti Sadiah
Trus, 80000
binti Sheikh
Johor
Bakir and
Bahru,
Johor (395 Datuk Ismee
sq ft) to Pro bin Ismail
Biz Solution
Interested
2. Pro 2. KFCH 2. Pro Major 36
Communi- Educations Communi- Shareholders
cation payment of cation is a Kulim
promotion subsidiary JCorp
and of Johor
advertising Franchise
fees (printed Development
marketing Sdn Bhd
materials like which in turn
billboards, is a wholly
signages, owned
banners subsidiary of
and poster JCorp.
etc) to Pro
Communi-
cation

121
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationhip Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

3. Pro Office 3. KFCH 3. Pro Office is NIL


Educations a subsidiary
payment to of Sindora.
Pro Office
for the
provision of
courier and
mailing room
services.

4. Sovereign 4. KFCH 4. Sovereign is 133


Multimedia Educations a subsidiary
Resources payment of Johor
Sdn Bhd of rental Ventures
(Sovereign) cost of Sdn Bhd
computers which in turn
to Sovereign is a wholly
owned
subsidiary
of Johor
Capital
Holdings
Sdn Bhd.
Johor
Capital
Holdings
Sdn Bhd
is a wholly
owned
subsidiary of
JCorp.

5. TSSG 5. KFCH 5. TSSG is 2


Educations a wholly
purchase of owned
souvenir and subsidiary of
gifts from Kulim
TSSG

122
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationship Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

MH Integrated 1. EPA 1. MH Int 1. EPA is Interested 70


Berhad (MH Manage- payment of a wholly Directors
Int) ment Sdn manage- owned Kamaruzzaman
Bhd (EPA) ment and subsidiary of bin Abu
admini- Kulim. Kassim,
strative Ahamad bin
services for Mohamad,
the palm oil Jamaludin bin
businesses Md Ali,
and palm Kua Hwee Sim,
oil estate Datin Paduka
manage- Siti Sadiah
ment to EPA binti Sheikh
Bakir and
2. Extreme 2. MH Int 2. Extreme Datuk Ismee NIL
Edge purchase of Edge is bin Ismail
Sdn Bhd computer a wholly
(Extreme equipments owned Interested
Edge) from subsidiary of Major
Extreme EPA. Shareholders
Edge. MH Kulim
Int payment JCorp
for the
computer
services
provided
by Extreme
Edge

3. Edaran 3. MH Int 3. Edaran is a 109


Badang purchase of subsidiary of
Sdn Bhd hardwares, EPA.
(Edaran) spare parts
for motor
vehicles and
furniture
from Edaran

4. Kulim 4. MH Int 4. Kulim 12


Nursery Sdn purchase Nursery is a
Bhd (Kulim of oil palm subsidiary of
Nursery) seedling and Kulim.
bio compost
from Kulim
Nursery

123
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

KFCH or
subsidiary Nature of Relationhip Aggregate
of KFCH Name of relationship of KFCH Value of
involved in the Related Nature of with KFCH Group with Transaction
Recurrent RPT Parties Transactions Group related parties RM000

SPM Damansara Payment of Damansara Interested 1,918


Assets monthly rental Assets is a Directors
by SPM to wholly owned Kamaruzzaman
Damansara subsidiary of bin Abu
Assets for the JCorp. Kassim,
4 storey office Ahamad bin
building located Mohamad,
at HS(D) Jamaludin bin
484887 PTD Md Ali, Datin
156353, Mukim Paduka Siti
Tebrau, District Sadiah binti
of Johor Bahru, Sheikh Bakir
Johor (approx and Datuk
87,178 sq ft) Ismee bin
for the college Ismail

Tenancy Interested
Agreement Major
for the above Shareholder
property is for JCorp
a period of 3
years.

Tepak Bistari Young Payment Bistari Young, Interested 19


to Tepak a subsidiary of Directors
for packing Johor Ventures Kamaruzzaman
services Sdn Bhd which bin Abu
in turn is a Kassim,
wholly owned Ahamad bin
subsidiary of Mohamad,
Johor Capital Jamaludin bin
Holdings Md Ali, Datin
Sdn Bhd. Paduka Siti
Johor Capital Sadiah binti
Holdings Sheikh Bakir
Sdn Bhd is a and Datuk
wholly owned Ismee bin
subsidiary of Ismail
JCorp.
Interested
Major
Shareholder
JCorp

Total 118,427

124
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Additional Compliance Information

5. SHARE BUY-BACK

During the financial year ended 31 December 2011, the Company bought back a total of 2,078,000 of
its own shares for a total consideration of RM7,933,666.94. These shares are presently held as treasury
shares. None of the shares purchased has been resold or cancelled during the financial year.

Details of the shares purchased during the year are as follows:-

Lowest Highest
purchase purchase Average
Date of No of shares price price purchase Purchase
purchase purchased (RM) (RM) price (RM) Consideration (RM)

3 May 2011 128,200 3.68 3.71 3.6989 475,963.84
4 May 2011 130,000 3.66 3.73 3.7027 483,139.46
5 May 2011 40,000 3.69 3.72 3.7010 148,677.54
6 May 2011 116,400 3.69 3.71 3.7013 432,453.06
9 May 2011 57,800 3.70 3.72 3.7123 215,479.03
10 May 2011 178,400 3.74 3.70 3.7201 666,055.94
11 May 2011 77,400 3.72 3.75 3.7333 290,110.98
12 May 2011 51,800 3.73 3.80 3.7613 195,673.31
13 May 2011 22,000 3.84 3.85 3.8429 85,161.43
18 July 2011 220,000 3.84 3.94 3.8752 855,557.40
19 July 2011 175,000 3.83 3.90 3.8691 679,526.91
20 July 2011 105,000 3.87 3.90 3.8933 410,345.53
26 July 2011 186,000 3.88 3.94 3.9102 729,897.28
27 July 2011 67,300 3.93 3.98 3.9620 267,722.53
28 July 2011 14,500 3.93 3.97 3.9521 57,724.48
29 July 2011 40,000 3.94 3.95 3.9450 158,478.74
1 August 2011 73,000 3.95 3.99 3.9851 292,072.32
2 August 2011 79,000 3.95 3.98 3.9684 314,738.17
3 August 2011 40,200 3.87 3.88 3.8725 156,344.23
8 August 2011 205,000 3.60 3.68 3.6390 748,656.79
9 August 2011 10,000 3.48 3.48 3.4800 35,054.24
11 August 2011 16,000 3.69 3.69 3.6900 59,471.96
12 August 2011 10,000 3.78 3.78 3.7800 38,076.14
17 August 2011 25,000 3.90 3.94 3.9196 98,705.34
19 August 2011 10,000 3.83 3.83 3.8300 38,580.29
Total 2,078,000 7,933,666.94

125
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Financial Statements
Directors Report 127

Statements of Financial Position 131

Statements of Comprehensive Income 132

Consolidated Statement of Changes in Equity 133

Statement of Changes in Equity 135

Statements of Cash Flows 137

Notes to the Financial Statements 139

Statement by Directors 204

Statutory Declaration 204

Independent Auditors Report 205

List of Properties Held 207

Analysis of Shareholdings 220

Analysis of Warrant Holdings 223

Form of Proxy
Directors Report
for the year ended 31 December 2011

The Directors have pleasure in submitting their report and the audited financial statements of the Group and
of the Company for the year ended 31 December 2011.

Principal Activities

The Company is principally engaged in investment holding whilst the principal activities of the subsidiaries
are as stated in Note 6 to the financial statements. There has been no significant change in the nature of
these activities during the financial year.

Results

Group Company
RM000 RM000

Profit attributable to:


Owners of the Company 144,005 95,621
Non-controlling interests 2,566 -

146,571 95,621

Reserves And Provisions

There were no material transfers to or from reserves and provisions during the year under review except as
disclosed in the financial statements.

Dividends

Since the end of the previous financial year, the Company paid:

i) a second interim dividend of 5.5 sen per ordinary share less tax at 25% on 31 March 2011, totalling
RM32,722,000 (4.1 sen net per ordinary share) in respect of the year ended 31 December 2010; and

ii) an interim dividend of 3.0 sen per ordinary share less tax at 25% on 7 October 2011, totalling
RM17,802,000 (2.3 sen net per ordinary share) in respect of the year ended 31 December 2011.

The Directors do not propose any final dividend for the year ended 31 December 2011.

Directors of the Company

Directors who served since the date of the last report are:

Kamaruzzaman bin Abu Kassim (Chairman)


Ahamad bin Mohamad (Deputy Chairman)
YAM Tengku Sulaiman Shah Alhaj ibni Almarhum
Sultan Salahuddin Abdul Aziz Shah Alhaj (Appointed on 1 June 2011)
Jamaludin bin Md Ali (Managing Director/Chief Executive Officer)
Kua Hwee Sim
Datin Paduka Siti Sadiah binti Sh Bakir
Tan Sri Dato Dr Yahya bin Awang
Datuk Ismee bin Ismail
Hassim bin Baba

127
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
DirectorsReport
for the year ended 31 December 2011

Directors interests

The interests in the shares and warrants of the Company and of its related corporations (other than wholly-
owned subsidiaries) of those who were Directors at year end (including the interests of the spouses or
children of the Directors who themselves are not Directors of the Company) as recorded in the Register of
Directors Shareholdings are as follows:

Number of ordinary shares of RM0.50 each


At At
1.1.2011 Acquired Disposed 31.12.2011

Direct interest
Company
Ahamad bin Mohamad 172,000 - (172,000) -
Hassim bin Baba 400 - - 400

Number of ordinary shares of RM1.00 each


At At
1.1.2011 Acquired Disposed 31.12.2011

Immediate holding company


QSR Brands Bhd
Datin Paduka Siti Sadiah binti Sh Bakir 1,000 - - 1,000
Hassim bin Baba 32 - - 32

Number of ordinary shares of RM0.25 each


At At
1.1.2011 Acquired Disposed 31.12.2011

Intermediate holding company


Kulim (Malaysia) Berhad
Ahamad bin Mohamad 229,600 733,800 - 963,400
Datin Paduka Siti Sadiah binti Sh Bakir 69,500 208,500 - 278,000

Number of warrants
At At
1.1.2011 Acquired Disposed 31.12.2011

Company
Hassim bin Baba 16 - - 16

Immediate holding company


QSR Brands Bhd
Hassim bin Baba 32 - - 32

Intermediate holding company


Kulim (Malaysia) Berhad
Ahamad bin Mohamad - 114,800 (114,800) -
Datin Paduka Siti Sadiah binti Sh Bakir - 34,750 - 34,750

None of the other Directors holding office at 31 December 2011 had any interest in the ordinary shares and
warrants of the Company and of its related corporations during the financial year.

128
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
DirectorsReport
for the year ended 31 December 2011

Directors benefits

Since the end of the previous financial year, no Director of the Company has received nor become entitled
to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or
due and receivable by Directors as shown in the financial statements) by reason of a contract made by the
Company or a related corporation with the Director or with a firm of which the Director is a member, or with
a company in which the Director has a substantial financial interest.

There were no arrangements during and at the end of the financial year which had the object of enabling
Directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the
Company or any other body corporate.

Issue of shares

During the financial year, the Company increased its issued and paid-up share capital from 793,230,984 to
793,266,104 ordinary shares of RM0.50 each by the issuance of 35,120 new ordinary shares of RM0.50
each upon the conversion of 35,120 warrants at the exercise price of RM3.00 per new ordinary share.

There were no other changes in the authorised, issued and paid-up share capital of the Company during
the financial year.

Treasury shares

During the financial year, the Company repurchased 2,078,000 of its issued ordinary shares from the
open market at an average price of RM3.82 per share. The total consideration paid for the repurchase
including transaction costs was RM7,933,667. The shares repurchased are being held as treasury shares in
accordance with Section 67A of the Companies Act, 1965.

As at 31 December 2011, the Company held as treasury shares a total of 2,078,000 of its 793,266,104
issued ordinary shares. Such treasury shares are held at a carrying amount of RM7,933,667 and further
details are disclosed in Note 11 to the financial statements.

Warrants

The main features of the warrants are disclosed in Note 11 to the financial statements.

Options granted over unissued shares

No options were granted to any person to take up unissued shares of the Company during the year.

Other statutory information

Before the statements of financial position and statements of comprehensive income of the Group and of
the Company were made out, the Directors took reasonable steps to ascertain that:

i) all known bad debts have been written off and adequate provision made for doubtful debts, and

ii) any current assets which were unlikely to be realised in the ordinary course of business have been
written down to an amount which they might be expected so to realise.

At the date of this report, the Directors are not aware of any circumstances:

i) that would render the amount written off for bad debts, or the amount of the provision for doubtful debt,
in the Group and in the Company inadequate to any substantial extent, or

129
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
DirectorsReport
for the year ended 31 December 2011

Other statutory information (contd)

ii) that would render the value attributed to the current assets in the financial statements of the Group and
of the Company misleading, or

iii) which have arisen which render adherence to the existing method of valuation of assets or liabilities of
the Group and of the Company misleading or inappropriate, or

iv) not otherwise dealt with in this report or the financial statements, that would render any amount stated
in the financial statements of the Group and of the Company misleading.

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

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

ii) any contingent liability in respect of the Group or of the Company that has arisen since the end of the
financial year.

No contingent liability or other liability of any company in the Group has become enforceable, or is likely
to become enforceable within the period of twelve months after the end of the financial year which, in the
opinion of the Directors, will or may substantially affect the ability of the Group and of the Company to meet
their obligations as and when they fall due.

In the opinion of the Directors, the financial performance of the Group and of the Company for the financial
year ended 31 December 2011 have not been substantially affected by any item, transaction or event of a
material and unusual nature nor has any such item, transaction or event occurred in the interval between the
end of that financial year and the date of this report.

Significant events

Details of the significant events are disclosed in Note 31 to the financial statements.

Auditors

The auditors, Messrs KPMG, have indicated their willingness to accept re-appointment.

Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:

Kamaruzzaman bin Abu Kassim


Chairman

Jamaludin bin Md Ali


Managing Director/Chief Executive Officer

Kuala Lumpur

Date: 7 March 2012

130
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Statements of Financial Position
as at 31 December 2011

Group Company
2011 2010 2011 2010
Note RM000 RM000 RM000 RM000

Assets
Property, plant and equipment 3 1,228,459 999,984 24,687 24,106
Intangible assets 4 74,034 73,596 - -
Investment properties 5 910 910 - -
Investments in subsidiaries 6 - - 513,260 395,072
Other investments 7 24,282 22,400 24,282 22,400

Total non-current assets 1,327,685 1,096,890 562,229 441,578

Inventories 8 234,322 200,797 - -


Trade and other receivables 9 173,270 153,633 171,713 170,362
Cash and cash equivalents 10 102,949 131,712 1,812 3,975

Total current assets 510,541 486,142 173,525 174,337

Total assets 1,838,226 1,583,032 735,754 615,915

Equity
Share capital 11 396,633 396,615 396,633 396,615
Reserves 11 101,562 111,406 3,892 11,309
Retained earnings 11 576,020 482,226 222,370 177,099

Total equity attributable to


owners of the Company 1,074,215 990,247 622,895 585,023

Non-controlling interests 17,265 15,025 - -

Total equity 1,091,480 1,005,272 622,895 585,023

Liabilities
Loans and borrowings 12 188,504 105,845 46,400 -
Deferred tax liabilities 13 74,022 51,795 1,255 779
Employee benefits 14 2,700 2,913 - -

Total non-current liabilities 265,226 160,553 47,655 779

Trade and other payables 15 400,848 357,164 62,204 10,113


Current tax liabilities 14,626 12,697 - -
Loans and borrowings 12 65,745 46,702 3,000 20,000
Employee benefits 14 301 644 - -

Total current liabilities 481,520 417,207 65,204 30,113

Total liabilities 746,746 577,760 112,859 30,892

Total equity and liabilities 1,838,226 1,583,032 735,754 615,915

The notes on pages 139 to 202 are an integral part of these financial statements.

131
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Statements of Comprehensive Income
for the year ended 31 December 2011

Group Company
2011 2010 2011 2010
Note RM000 RM000 RM000 RM000

Revenue 16 2,798,780 2,522,358 115,867 51,337
Cost of sales (1,310,546) (1,167,928) - -

Gross profit 1,488,234 1,354,430 115,867 51,337


Other income 26,613 24,905 33,213 40,644
Administrative expenses (145,736) (127,365) (33,830) (38,569)
Selling and marketing expenses (1,140,157) (1,017,561) - -
Other expenses (6,759) (8,212) (382) -

Results from operating activities 222,195 226,197 114,868 53,412


Finance costs 17 (6,702) (4,364) (969) (994)

Profit before tax 18 215,493 221,833 113,899 52,418


Income tax expense 20 (68,922) (62,131) (18,278) (10,389)

Profit for the year 146,571 159,702 95,621 42,029

Other comprehensive (expense)/income,


net of tax
Foreign currency translation differences
for foreign operations (2,529) (947) - -
Fair value of available-for-sale financial assets 599 1,521 599 1,521
Net surplus arising from revaluation
of properties - 89,843 - 2,252

Total other comprehensive (expense)/


income for the year (1,930) 90,417 599 3,773

Total comprehensive income for the year 144,641 250,119 96,220 45,802

Profit attributable to:
Owners of the Company 144,005 156,848 95,621 42,029
Non-controlling interests 2,566 2,854 - -

Profit for the year 146,571 159,702 95,621 42,029

Total comprehensive income


attributable to:
Owners of the Company 142,075 247,265 96,220 45,802
Non-controlling interests 2,566 2,854 - -

Total comprehensive income for the year 144,641 250,119 96,220 45,802

Basic earnings per ordinary share (sen) 21 18.18 19.78

Diluted earnings per ordinary share (sen) 21 18.05 19.64

The notes on pages 139 to 202 are an integral part of these financial statements.

132
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Attributable to owners of the Company
Non-distributable Distributable
Non-
Share Share Warrants Fair value Translation Revaluation Treasury Retained controlling Total
capital premium reserve reserve reserve reserve shares earnings Total interests equity
Group Note RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

At 1 January 2010 198,275 18,736 - - 2,072 25,169 - 547,505 791,757 12,491 804,248

Foreign currency translation


differences for foreign operations - - - - (947) - - - (947) - (947)
Fair value of available-for-sale
financial assets - - - 1,521 - - - - 1,521 - 1,521
Net surplus arising from
revaluation of properties - - - - - 89,843 - - 89,843 - 89,843

Total other comprehensive income/


(expense) for the year - - - 1,521 (947) 89,843 - - 90,417 - 90,417
Profit for the year - - - - - - - 156,848 156,848 2,854 159,702

133
Total comprehensive income

Annual Report 2011


for the year - - - 1,521 (947) 89,843 - 156,848 247,265 2,854 250,119

Deferred tax on revaluation

KFC Holdings (Malaysia) BHD (65787-T)


surplus 13 - - - - - (10,508) - - (10,508) - (10,508)
Transfer from revaluation
reserve - - - - - (214) - 214 - - -
for the year ended 31 December 2011

Increase in non-controlling
interests - - - - - - - - - 96 96
Issuance of share capital
- bonus issue 11 198,274 (18,721) - - - - - (179,553) - - -
- conversion of warrants 11 66 348 (17) - - - - - 397 - 397
Issuance of warrants - - 4,124 - - - - (4,124) - - -
Dividends to shareholders 22 - - - - - - - (38,664) (38,664) - (38,664)
Dividends of subsidiaries - - - - - - - - - (416) (416)

Total contribution from/


(distribution to) owners 198,340 (18,373) 4,107 - - (10,722) - (222,127) (48,775) (320) (49,095)
Consolidated Statement of Changes in Equity

At 31 December 2010 396,615 363 4,107 1,521 1,125 104,290 - 482,226 990,247 15,025 1,005,272
Attributable to owners of the Company
Non-distributable Distributable
Non-
Share Share Warrants Fair value Translation Revaluation Treasury Retained controlling Total
capital premium reserve reserve reserve reserve shares earnings Total interests equity
Group Note RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

At 1 January 2011 396,615 363 4,107 1,521 1,125 104,290 - 482,226 990,247 15,025 1,005,272

Foreign currency translation


differences for foreign operations - - - - (2,529) - - - (2,529) - (2,529)
Fair value of available-for-sale
financial assets - - - 599 - - - - 599 - 599
Total other comprehensive income/
(expense) for the year - - - 599 (2,529) - - - (1,930) - (1,930)
Profit for the year - - - - - - - 144,005 144,005 2,566 146,571

Total comprehensive income


for the year - - - 599 (2,529) - - 144,005 142,075 2,566 144,641

134
Annual Report 2011
Transfer from revaluation
reserve - - - - - (313) - 313 - - -
Reversal of deferred tax 13 - - - - - 245 - - 245 - 245

KFC Holdings (Malaysia) BHD (65787-T)


Increase in non-controlling
interests - - - - - - - - - 619 619
Issuance of share capital
for the year ended 31 December 2011

- conversion of warrants 11 18 92 (5) - - - - - 105 - 105


Treasury shares acquired - - - - - - (7,933) - (7,933) - (7,933)
Dividends to shareholders 22 - - - - - - - (50,524) (50,524) - (50,524)
Consolidated Statement of Changes in Equity

Dividends of subsidiaries - - - - - - - - - (945) (945)

Total contribution from/


(distribution to) owners 18 92 (5) - - (68) (7,933) (50,211) (58,107) (326) (58,433)

At 31 December 2011 396,633 455 4,102 2,120 (1,404) 104,222 (7,933) 576,020 1,074,215 17,265 1,091,480
Non-distributable Distributable
Share Share Warrants Fair value Revaluation Treasury Retained Total
capital premium reserve reserve reserve shares earnings equity
Company Note RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

At 1 January 2010 198,275 18,721 - - 3,352 - 357,216 577,564

Fair value of available-for-sale financial assets - - - 1,521 - - - 1,521


Net surplus arising from revaluation of properties - - - - 2,252 - - 2,252

Total other comprehensive income for the year - - - 1,521 2,252 - - 3,773
Profit for the year - - - - - - 42,029 42,029

Total comprehensive income for the year - - - 1,521 2,252 - 42,029 45,802

Deferred tax on revaluation surplus 13 - - - - (76) - - (76)


Transfer from revaluation reserve - - - - (195) - 195 -
Issuance of share capital
- bonus issue 11 198,274 (18,721) - - - - (179,553) -

135
- conversion of warrants 11 66 348 (17) - - - - 397

Annual Report 2011


Issuance of warrants - - 4,124 - - - (4,124) -
Dividends to shareholders 22 - - - - - - (38,664) (38,664)

KFC Holdings (Malaysia) BHD (65787-T)


Total contribution from/(distribution to) owners 198,340 (18,373) 4,107 - (271) - (222,146) (38,343)
for the year ended 31 December 2011

At 31 December 2010 396,615 348 4,107 1,521 5,333 - 177,099 585,023


Statement of Changes in Equity
Non-distributable Distributable
Share Share Warrants Fair value Revaluation Treasury Retained Total
capital premium reserve reserve reserve shares earnings equity
Company Note RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

At 1 January 2011 396,615 348 4,107 1,521 5,333 - 177,099 585,023

Fair value of available-for-sale financial assets - - - 599 - - - 599


Profit for the year - - - - - - 95,621 95,621

Total comprehensive income for the year - - - 599 - - 95,621 96,220

Transfer from revaluation reserve - - - - (174) - 174 -


Reversal of deferred tax 13 - - - - 4 - - 4
Issuance of share capital
- conversion of warrants 11 18 92 (5) - - - - 105
Treasury shares acquired - - - - - (7,933) - (7,933)
Dividends to shareholders 22 - - - - - - (50,524) (50,524)

136
Total contribution from/(distribution to) owners 18 92 (5) - (170) (7,933) (50,350) (58,348)

Annual Report 2011


At 31 December 2011 396,633 440 4,102 2,120 5,163 (7,933) 222,370 622,895

KFC Holdings (Malaysia) BHD (65787-T)


for the year ended 31 December 2011
Statement of Changes in Equity

The notes on pages 139 to 202 are an integral part of these financial statements.
Statements of Cash Flows
for the year ended 31 December 2011

Group Company
2011 2010 2011 2010
Note RM000 RM000 RM000 RM000

Cash flows from operating activities

Profit before tax 215,493 221,833 113,899 52,418


Adjustments for:
Amortisation of franchise fees 4 5,061 6,736 - -
Depreciation of property, plant and
equipment 3 103,350 86,590 1,890 1,536
Finance costs 17 6,702 4,364 969 994
Loss/(Gain) on disposal of property,
plant and equipment 5,008 3,920 382 (118)
Dividend income from subsidiaries - - (114,115) (50,938)
Interest income (441) (402) (6,380) (5,997)
Impairment loss on:
Goodwill on consolidation - 17 - -
Property, plant and equipment - 10,913 - -
Reversal on impairment loss of property,
plant and equipment - (17,651) - -

Operating profit/(loss) before changes in


working capital 335,173 316,320 (3,355) (2,105)
Changes in working capital:
Inventories (32,764) (28,349) - -
Trade and other payables 42,480 35,380 (3,898) 1,902
Employee benefits (556) 57 - -
Trade and other receivables (12,098) (12,953) (1,195) 1,051
Subsidiaries - - (10,689) 75,142
Related companies (5,980) 8,401 (32) -

Cash generated from/(used in) operations 326,255 318,856 (19,169) 75,990


Interest paid (6,702) (4,364) (969) (994)
Taxes paid (45,990) (49,979) (1,557) (473)

Net cash generated from/(used in)


operating activities 273,563 264,513 (21,695) 74,523

Cash flows from investing activities

Purchase of property, plant and


equipment 3 (338,706) (220,085) (4,337) (1,885)
Proceeds from disposal of property,
plant and equipment 2,307 2,390 1,238 960
Purchase of other investments (1,283) (20,879) (1,283) (20,879)
Acquisition of subsidiaries, net of cash
acquired 30 136 (9,513) - (14,000)
Additional investment in subsidiaries - - (50,429) (25,522)
Franchise fees 4 (4,681) (5,039) - -
Interest received 441 402 6,380 5,997
Dividends received from subsidiaries - - 96,915 42,683

Net cash (used in)/generated from


investing activities (341,786) (252,724) 48,484 (12,646)

137
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Statements of Cash Flows
for the year ended 31 December 2011

Group Company
2011 2010 2011 2010
Note RM000 RM000 RM000 RM000

Cash flows from financing activities



Issuance of shares 105 397 105 397
Purchase of treasury shares 11 (7,933) - (7,933) -
Proceeds from bank borrowings 150,143 68,193 49,400 -
Repayment of bank borrowings (48,441) (33,105) (20,000) (20,000)
Dividends paid to shareholders of
the Company 22 (50,524) (38,664) (50,524) (38,664)
Dividends paid to non-controlling
interests of subsidiaries (945) (416) - -

Net cash generated from/(used in)


financing activities 42,405 (3,595) (28,952) (58,267)

Net (decrease)/increase in cash and


cash equivalents (25,818) 8,194 (2,163) 3,610
Effect of exchange rate fluctuation on
cash held (2,945) 69 - -
Cash and cash equivalents at 1 January 131,712 123,449 3,975 365

Cash and cash equivalents at


31 December 102,949 131,712 1,812 3,975

Cash and cash equivalents

Cash and cash equivalents included in the statements of cash flows comprise the following statement of
financial position amounts:

Group Company
Note 2011 2010 2011 2010
RM000 RM000 RM000 RM000

Deposits placed with licensed banks 10 23,446 52,893 177 125


Cash and bank balances 10 79,503 78,819 1,635 3,850

102,949 131,712 1,812 3,975

The notes on pages 139 to 202 are an integral part of these financial statements.

138
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

KFC Holdings (Malaysia) Bhd is a public limited liability company, incorporated and domiciled in Malaysia
and is listed on the Main Board of Bursa Malaysia Securities Berhad. The addresses of the principal place
of business and registered office of the Company are as follows:

Principal place of business


Level 17 Wisma KFC
No. 17 Jalan Sultan Ismail
50250 Kuala Lumpur

Registered office
Level 11 Menara JCorp
No. 249 Jalan Tun Razak
50400 Kuala Lumpur

The consolidated financial statements of the Company as at and for the year ended 31 December 2011
comprise the Company and its subsidiaries (together referred to as the Group). The financial statements of
the Company as at and for the year ended 31 December 2011 do not include other entities.

The Company is principally engaged in investment holding whilst the principal activities of the subsidiaries
are as stated in Note 6 to the financial statements.

The immediate and intermediate holding companies are QSR Brands Bhd (QSR) and Kulim (Malaysia)
Berhad, both are public listed companies listed on the Main Board of Bursa Malaysia Securities Berhad
and the ultimate holding corporation is Johor Corporation, a body corporate established under the Johor
Corporation Enactment Act 1968 (No. 4 of 1968) (as amended by Enactment No. 5 of 1995). All companies
are incorporated in Malaysia.

The financial statements were approved by the Board of Directors on 7 March 2012.

1. Basis of preparation

(a) Statement of compliance

These financial statements of the Group and the Company have been prepared in accordance with
Financial Reporting Standards (FRSs), generally accepted accounting principles and the Companies
Act, 1965 in Malaysia.

The following are accounting standards, amendments and interpretations of the FRS framework
that have been issued by the Malaysian Accounting Standards Board (MASB) but have not been
adopted by the Group and the Company:

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 July 2011

IC Interpretation 19, Extinguishing Financial Liabilities with Equity Instruments


Amendments to IC Interpretation 14, Prepayments of a Minimum Funding Requirement

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 January 2012

FRS 124, Related Party Disclosures (revised)


Amendments to FRS 1, First-time Adoption of Financial Reporting Standards Severe
Hyperinflation and Removal of Fixed Dates for First-time Adopters
Amendments to FRS 7, Financial Instruments: Disclosures Transfers of Financial Assets
Amendments to FRS 112, Income Taxes Deferred Tax: Recovery of Underlying Assets

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 July 2012

Amendments to FRS 101, Presentation of Financial Statements Presentation of Items of


Other Comprehensive Income

139
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

1. Basis of preparation (contd)

(a) Statement of compliance (contd)

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 January 2013

FRS 10, Consolidated Financial Statements


FRS 11, Joint Arrangements
FRS 12, Disclosure of Interests in Other Entities
FRS 13, Fair Value Measurement
FRS 119, Employee Benefits (2011)
FRS 127, Separate Financial Statements (2011)
FRS 128, Investments in Associates and Joint Ventures (2011)
IC Interpretation 20, Stripping Costs in the Production Phase of a Surface Mine
Amendments to FRS 7, Financial Instruments: Disclosures - Mandatory Date of FRS 9
and Transition Disclosures

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 January 2014

Amendments to FRS 132, Financial Instruments: Presentation - Offsetting Financial Assets


and Financial Liabilities

FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 January 2015

FRS 9, Financial Instruments (2009)


FRS 9, Financial Instruments (2010)

The Groups and Companys financial statements for annual period beginning on 1 January 2012
will be prepared in accordance with the Malaysian Financial Reporting Standards (MFRSs) issued
by the MASB and International Financial Reporting Standards (IFRSs). As a result, the Group and
the Company will not be adopting the above FRSs, Interpretations and amendments.

(b) Basis of measurement

The financial statements have been prepared on the historical cost basis except for the following
assets as explained in their respective accounting policy notes:

Note 2(c) Financial instruments


Note 2(d) Property, plant and equipment
Note 2(g) Investment properties

(c) Functional and presentation currency

These financial statements are presented in Ringgit Malaysia (RM), which is the Companys
functional currency. All financial information is presented in RM and has been rounded to the
nearest thousand, unless otherwise stated.

(d) Use of estimates and judgements

The preparation of financial statements in conformity with FRSs requires management to make
judgements, estimates and assumptions that affect the application of accounting policies and the
reported amounts of assets, liabilities, income and expenses. Actual results may differ from these
estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the period in which the estimate is revised and in any future periods
affected.

140
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

1. Basis of preparation (contd)

(d) Use of estimates and judgements (contd)

There are no significant areas of estimation uncertainty and critical judgements in applying accounting
policies that have significant effect on the amounts recognised in the financial statements other
than those disclosed in the following notes:

Note 4 - measurement of recoverable amounts of cash-generating units


Note 5 - valuation of investment properties
Note 13 - recognition of unutilised tax losses and capital allowances
Note 14 - employee benefits
Note 28 - contingent liabilities

2. Significant accounting policies

The accounting policies set out below have been applied consistently to the periods presented in these
financial statements, and have been applied consistently by Group entities, unless otherwise stated.

(a) Basis of consolidation

(i) Subsidiaries

Subsidiaries are entities, including unincorporated entities, controlled by the Group. Control
exists when the Group has the ability to exercise its power to govern the financial and operating
policies of an entity so as to obtain benefits from its activities. In assessing control, potential
voting rights that presently are exercisable are taken into account.

Investments in subsidiaries are measured in the Companys statement of financial position at


cost less impairment losses, unless the investment is held for sale or distribution. The cost of
investments includes transaction costs.

The accounting policies of subsidiaries are changed when necessary to align them with the
policies adopted by the Group.

(ii) Accounting for business combinations

Business combinations are accounted for using the acquisition method from the acquisition
date, which is the date on which control is transferred to the Group.

The Group has changed its accounting policy with respect to accounting for business
combinations.

From 1 January 2011 the Group has applied FRS 3, Business Combinations (revised) in
accounting for business combinations. The change in accounting policy has been applied
prospectively in accordance with the transitional provisions provided by the standard and
does not have impact on earnings per share.

Acquisitions on or after 1 January 2011

For acquisitions on or after 1 January 2011, the Group measures goodwill at the acquisition
date as:

the fair value of the consideration transferred; plus


the recognised amount of any non-controlling interests in the acquiree; plus
if the business combination is achieved in stages, the fair value of the existing equity
interest in the acquiree; less
the net recognised amount (generally fair value) of the identifiable assets acquired and
liabilities assumed.

141
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(a) Basis of consolidation (contd)

(ii) Accounting for business combinations (contd)

Acquisitions on or after 1 January 2011 (contd)

When the excess is negative, a bargain purchase gain is recognised immediately in profit or
loss.

The consideration transferred does not include amounts related to the settlement of pre-
existing relationships. Such amounts are generally recognised in profit or loss.

Costs related to the acquisition, other than those associated with the issue of debt or equity
securities, that the Group incurs in connection with a business combination are expensed as
incurred.

Any contingent consideration payable is recognised at fair value at the acquisition date. If
the contingent consideration is classified as equity, it is not remeasured and settlement is
accounted for within equity. Otherwise, subsequent changes to the fair value of the contingent
consideration are recognised in profit or loss.

Acquisitions between 1 January 2006 and 1 January 2011

For acquisitions between 1 January 2006 and 1 January 2011, goodwill represents the excess
of the cost of the acquisition over the Groups interest in the recognised amount (generally fair
value) of the identifiable assets, liabilities and contingent liabilities of the acquiree. When the
excess was negative, a bargain purchase gain was recognised immediately in profit or loss.

Transaction costs, other than those associated with the issue of debt or equity securities, that
the Group incurred in connection with business combinations were capitalised as part of the
cost of the acquisition.

Acquisitions prior to 1 January 2006

For acquisitions prior to 1 January 2006, goodwill represents the excess of the cost of
the acquisition over the Groups interest in the fair values of the net identifiable assets and
liabilities.

(iii) Accounting for acquisitions of non-controlling interests

The Group treats all changes in its ownership interest in a subsidiary that do not result in a loss
of control as equity transactions between the Group and its non-controlling interest holders.
Any difference between the Groups share of net assets before and after the change, and any
consideration received or paid, is adjusted to or against Group reserves.

(iv) Non-controlling interests

Non-controlling interests at the end of the reporting period, being the equity in a subsidiary
not attributable directly or indirectly to the equity holders of the Company, are presented in the
consolidated statement of financial position and statement of changes in equity within equity,
separately from equity attributable to the owners of the Company. Non-controlling interests in
the results of the Group is presented in the consolidated statement of comprehensive income
as an allocation of the profit or loss and the comprehensive income for the year between non-
controlling interests and the owners of the Company.

Since the beginning of the reporting period, the Group has applied FRS 127, Consolidated
and Separate Financial Statements (revised) where losses applicable to the non-controlling
interests in a subsidiary are allocated to the non-controlling interests even if doing so causes
the non-controlling interests to have a deficit balance. This change in accounting policy is
applied prospectively in accordance with the transitional provisions of the standard and does
not have impact on earnings per share.

142
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(a) Basis of consolidation (contd)

(iv) Non-controlling interests (contd)

In the previous financial years, where losses applicable to the non-controlling interests exceed
their interests in the equity of a subsidiary, the excess, and any further losses applicable to
the non-controlling interests, were charged against the Groups interest except to the extent
that the non-controlling interests had a binding obligation to, and was able to, make additional
investment to cover the losses. If the subsidiary subsequently reported profits, the Groups
interest was allocated with all such profits until the non-controlling interests share of losses
previously absorbed by the Group had been recovered.

(v) Transactions eliminated on consolidation

Intra-group balances and transactions, and any unrealised income and expenses arising from
intra-group transactions, are eliminated in preparing the consolidated financial statements.

(b) Foreign currency

(i) Foreign currency transactions

Transactions in foreign currencies are translated to the respective functional currencies of


Group entities at exchange rates at the dates of the transactions.

Monetary assets and liabilities denominated in foreign currencies at the reporting period are
retranslated to the functional currency at the exchange rate at that date.

Non-monetary assets and liabilities denominated in foreign currencies are not retranslated at
the end of the reporting date except for those that are measured at fair value are retranslated to
the functional currency at the exchange rate at the date that the fair value was determined.

Foreign currency differences arising on retranslation are recognised in profit or loss, except
for differences arising on the retranslation of available-for-sale equity instruments or a financial
instrument designated as a cash flow hedge of currency risk, which are recognised in other
comprehensive income.

(ii) Operations denominated in functional currencies other than Ringgit Malaysia

The assets and liabilities of operations in functional currencies other than RM, including
goodwill and fair value adjustments, are translated to RM at exchange rates at the end of
the reporting period, except for goodwill and fair value adjustments arising from business
combinations before 1 January 2006 which are reported using the exchange rates at the dates
of the acquisitions. The income and expenses of foreign operations are translated to RM at
exchange rates at the dates of the transactions.

Foreign currency differences are recognised in other comprehensive income and accumulated
in the foreign currency translation reserve (FCTR) in equity. However, if the operation is a non-
wholly-owned subsidiary, then the relevant proportionate share of the translation difference is
allocated to the non-controlling interests. When a foreign operation is disposed off, in part or
in full, the relevant amount in the FCTR is transferred to profit or loss as part of the profit or
loss on disposal.

In the consolidated financial statements, when settlement of a monetary item receivable from
or payable to a foreign operation is neither planned nor likely in the foreseeable future, foreign
exchange gains and losses arising from such a monetary item are considered to form part of a
net investment in a foreign operation and are recognised in other comprehensive income, and
are presented in the FCTR in equity.

143
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(c) Financial instruments

(i) Initial recognition and measurement

A financial instrument is recognised in the statements of financial position when, and only when,
the Group or the Company becomes a party to the contractual provisions of the instrument.

A financial instrument is recognised initially, at its fair value plus, in the case of a financial
instrument not at fair value through profit or loss, transaction costs that are directly attributable
to the acquisition or issue of the financial instrument.

An embedded derivative is recognised separately from the host contract and accounted for as
a derivative if, and only if, it is not closely related to the economic characteristics and risks of
the host contract and the host contract is not categorised at fair value through profit or loss.
The host contract, in the event an embedded derivative is recognised separately, is accounted
for in accordance with the policy applicable to the nature of the host contract.

(ii) Financial instrument categories and subsequent measurement

The Group and the Company categorise financial instruments as follows:

Financial assets

(a) Held-to-maturity investments

Held-to-maturity investments category comprises debt instruments that are quoted in an
active market and the Group or the Company has the positive intention and ability to hold
them to maturity.

Financial assets categorised as held-to-maturity investments are subsequently measured


at amortised cost using the effective interest method.

(b) Loans and receivables

Loans and receivables category comprises debt instruments that are not quoted in an
active market, trade and other receivables and cash and cash equivalents.

Financial assets categorised as loans and receivables are subsequently measured at


amortised cost using the effective interest method.

(c) Available-for-sale financial assets

Available-for-sale category comprises investment in equity and debt securities instruments


that are not held for trading.

Investments in equity instruments that do not have a quoted market price in an active
market and whose fair value cannot be reliably measured are measured at cost. Other
financial assets categorised as available-for-sale are subsequently measured at their
fair values with the gain or loss recognised in other comprehensive income, except for
impairment losses, foreign exchange gains and losses arising from monetary items and
gains and losses of hedged items attributable to hedge risks of fair value hedges which
are recognised in profit or loss. On derecognition, the cumulative gain or loss recognised
in other comprehensive income is reclassified from equity into profit or loss. Interest
calculated for a debt instrument using the effective interest method is recognised in profit
or loss.

All financial assets are subject to review for impairment (see Note 2(j)(i)).

Financial liabilities

All financial liabilities are subsequently measured at amortised cost.

144
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(c) Financial instruments (contd)

(iii) Derecognition

A financial asset or part of it is derecognised when, and only when the contractual rights to the
cash flows from the financial asset expire or the financial asset is transferred to another party
without retaining control or substantially all risks and rewards of the asset. On derecognition of
a financial asset, the difference between the carrying amount and the sum of the consideration
received (including any new asset obtained less any new liability assumed) and any cumulative
gain or loss that had been recognised in equity is recognised in profit or loss.

A financial liability or a part of it is derecognised when, and only when, the obligation specified
in the contract is discharged or cancelled or expires. On derecognition of a financial liability,
the difference between the carrying amount of the financial liability extinguished or transferred
to another party and the consideration paid, including any non-cash assets transferred or
liabilities assumed, is recognised in profit or loss.

(d) Property, plant and equipment

(i) Recognition and measurement

Items of property, plant and equipment are stated at cost / valuation less any accumulated
depreciation and any accumulated impairment losses.

Cost includes expenditures that are directly attributable to the acquisition of the asset and
any other costs directly attributable to bring the asset to working condition for its intended
use, and the costs of dismantling and removing the items and restoring the site on which they
are located. For qualifying assets, borrowing costs are capitalised in accordance with the
accounting policy on borrowing costs.

The cost of property, plant and equipment recognised as a result of a business combination is
based on fair value at acquisition date. The fair value of property is the estimated amount for
which a property could be exchanged between a willing buyer and a willing seller in an arms
length transaction wherein the parties had each acted knowledgeably, prudently and without
compulsion. The fair value of other items of plant and equipment is based on the quoted
market prices for similar items and replacement cost where appropriate.

Where significant parts of an item of property, plant and equipment have different useful
lives, they are accounted for as separate items (major components) of property, plant and
equipment.

The gains and losses on disposal of an item of property, plant and equipment are determined
by comparing the proceeds from disposal with the carrying amount of property, plant and
equipment and are recognised net within other income or other expenses respectively in
profit or loss. When revalued assets are sold, the amounts included in the revaluation surplus
reserve are transferred to retained earnings.

Property, plant and equipment under the revaluation model



The Group revalues its property comprising land and building every five (5) years and at shorter
intervals whenever the fair value of the revalued assets is expected to differ materially from
their carrying value.

Surplus arising from revaluation are dealt with in profit or loss to the extent of a previous
decrease for the same property and the net surplus is then dealt with in the revaluation reserve
account. Any deficit arising is offset against the revaluation reserve to the extent of a previous
increase for the same property. In all other cases, a decrease in carrying amount is recognised
in profit or loss.

145
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(d) Property, plant and equipment (contd)

(ii) Subsequent costs

The cost of replacing part of an item of property, plant and equipment is recognised in the
carrying amount of the item if it is probable that the future economic benefits embodied within
the part will flow to the Group and its cost can be measured reliably. The carrying amount of
the replaced part is derecognised to profit or loss. The costs of the day-to-day servicing of
property, plant and equipment are recognised in profit or loss as incurred.

(iii) Depreciation

Depreciation is calculated over the depreciable amount, which is the cost of an asset, or other
amount substituted for cost, less its residual value.

Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful
lives of each part of an item of property, plant and equipment. Leased assets are depreciated
over the shorter of the lease term and their useful lives unless it is reasonably certain that the
Group will obtain ownership by the end of the lease term. Freehold land is not depreciated.

The estimated useful lives for the current and comparative periods are as follows:

Buildings 20 - 50 years
Leasehold land 45 - 999 years
Leasehold improvements and renovation 10 years
Plant and machinery 10 years
Motor vehicles 5 years
Restaurant and office equipment 5 - 10 years

No depreciation is provided for crockery, cutlery and utensils. Subsequent replacements are
written off to profit or loss as and when incurred.

Depreciation methods, useful lives and residual values are reassessed at the end of the
reporting period.

(e) Leased assets

(i) Finance lease

Leases in terms of which the Group or the Company assumes substantially all the risks and
rewards of ownership are classified as finance leases. On initial recognition of the leased
asset is measured at an amount equal to the lower of its fair value and the present value of
the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in
accordance with the accounting policy applicable to that asset.

Minimum lease payments made under finance leases are apportioned between the finance
expense and the reduction of the outstanding liability. The finance expense is allocated to
each period during the lease term so as to produce a constant periodic rate of interest on the
remaining balance of the liability. Contingent lease payments are accounted for by revising the
minimum lease payments over the remaining term of the lease when the lease adjustment is
confirmed.

Leasehold land which in substance is a finance lease is classified as property, plant and
equipment.

146
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(e) Leased assets (contd)

(ii) Operating lease


Leases, where the Group does not assume substantially all the risks and rewards of ownership
are classified as operating leases and, except for property interest held under operating lease,
the leased assets are not recognised on the statement of financial position. Property interest
held under an operating lease, which is held to earn rental income or for capital appreciation
or both, is classified as investment property.

Payments made under operating leases are recognised in profit or loss on a straight-line basis
over the term of the lease unless another systematic basis is more representative of the time
pattern in which economic benefits from the leased asset are consumed. Lease incentives
received are recognised in profit or loss as an integral part of the total lease expense, over
the term of the lease. Contingent rentals are charged to profit or loss in the reporting period in
which they are incurred.

(f) Intangible assets

(i) Goodwill

Goodwill arises on business combinations is measured at cost less any accumulated


impairment losses. In respect of equity-accounted investees, the carrying amount of goodwill
is included in the carrying amount of the investment and an impairment loss on such an
investment is not allocated to any asset, including goodwill, that forms part of the carrying
amount of the equity-accounted investee.

(ii) Other intangible assets



Intangible assets, other than goodwill, that are acquired by the Group, which have finite
useful lives, are measured at cost less any accumulated amortisation and any accumulated
impairment losses.

(iii) Subsequent expenditure

Subsequent expenditure is capitalised only when it increases the future economic benefits
embodied in the specific asset to which it relates. All other expenditure, including expenditure
on internally generated goodwill and brands, is recognised in profit or loss as incurred.

(iv) Amortisation

Goodwill with indefinite useful lives are not amortised but are tested for impairment annually
and whenever there is an indication that it may be impaired.

The restaurants initial and renewal franchise fees are stated at cost and are amortised on a
straight-line basis over ten (10) years.

Amortisation methods, useful lives and residual values are reviewed at the end of each
reporting period and adjusted, if appropriate.

147
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(g) Investment properties

(i) Investment properties carried at fair value



Investment properties are properties which are owned or held under a leasehold interest to
earn rental income or for capital appreciation or for both, but not for sale in the ordinary
course of business, use in the production or supply of goods or services or for administrative
purposes.

Investment properties are measured initially at cost and subsequently at fair value with any
change therein recognised in profit or loss for the period in which they arise. Where the fair
value of the investment property under construction is not reliably determinable, the investment
property under construction is measured at cost until either its fair value becomes reliably
determinable or construction is complete, whichever is earlier.

Cost includes expenditure that is directly attributable to the acquisition of the investment
property. The cost of self-constructed investment property includes the cost of materials and
direct labour, any other costs directly attributable to bringing the investment property to a
working condition for their intended use and capitalised borrowing costs.

An investment property is derecognised on its disposal, or when it is permanently withdrawn


from use and no future economic benefits are expected from its disposal. The difference
between the net disposal proceeds and the carrying amount is recognised in profit or loss in
the period in which the item is derecognised.

(ii) Reclassification to / from investment property

When an item of property, plant and equipment is transferred to investment property following
a change in its use, any difference arising at the date of transfer between the carrying amount
of the item immediately prior to transfer and its fair value is recognised in other comprehensive
income and accumulated in equity as revaluation reserve. However, if a fair value gain
reverses a previous impairment loss, the gain is recognised in profit or loss. Upon disposal
of an investment property, any surplus previously recorded in equity is transferred to retained
earnings; the transfer is not made through profit or loss.

When the use of a property changes such that it is reclassified as property, plant and
equipment or inventories, its fair value at the date of reclassification becomes its deemed cost
for subsequent accounting.

(iii) Determination of fair value

An external, independent valuation firm, having appropriate recognised professional


qualifications and recent experience in the location and category of property being valued,
values the Groups investment property portfolio every twelve (12) months.

The fair values are based on market values, being the estimated amount for which a property
could be exchanged on the date of the valuation between a willing buyer and a willing seller in
an arms length transaction wherein the parties had each acted knowledgeably, prudently and
without compulsion.

In the absence of current prices in an active market, the valuations are prepared by considering
the aggregate of the estimated cash flows expected to be received from renting out the
property. A yield that reflects the specific risks inherent in the net cash flows then is applied to
the net annual cash flows to arrive at the property valuation.

Valuations reflect the remaining economic life of the property. When rent reviews or lease
renewals are pending with anticipated reversionary increases, it is assumed that all notices
and where appropriate counter-notices have been served validly and within the appropriate
time.

148
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(h) Inventories

Inventories are measured at the lower of cost and net realisable value. The cost of inventories is
based on the first-in first-out principle and includes expenditure incurred in acquiring the inventories
and bringing them to their existing location and condition.

In the case of livestocks, cost includes the original cost of bringing the inventories to its present
location and condition.

In the case of finished goods, cost includes an appropriate share of production overheads based
on normal operating capacity.

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

The fair value of inventories acquired in a business combination is determined based on its
estimated selling price in the ordinary course of business less the estimated costs of completion
and sale, and a reasonable profit margin based on the effort required to complete and sell the
inventories.

(i) Cash and cash equivalents



Cash and cash equivalents consist of cash on hand, balances and deposits with banks. For
the purpose of the cash flow statement, cash and cash equivalents are presented net of bank
overdrafts and pledged deposits.

(j) Impairment

(i) Financial assets

All financial assets (except for investments in subsidiaries) are assessed at each reporting date
whether there is any objective evidence of impairment as a result of one or more events having
an impact on the estimated future cash flows of the asset. Losses expected as a result of
future events, no matter how likely, are not recognised. For an equity instrument, a significant
or prolonged decline in the fair value below its cost is an objective evidence of impairment.

An impairment loss in respect of loans and receivables and held-to-maturity investments is


recognised in profit or loss and is measured as the difference between the assets carrying
amount and the present value of estimated future cash flows discounted at the assets original
effective interest rate. The carrying amount of the asset is reduced through the use of an
allowance account.

An impairment loss in respect of available-for-sale financial assets is recognised in the profit


or loss and is measured as the difference between the assets acquisition cost (net of any
principal repayment and amortisation) and the assets current fair value, less any impairment
loss previously recognised. Where a decline in the fair value of an available-for-sale financial
asset has been recognised in the other comprehensive income, the cumulative loss in other
comprehensive income is reclassified from equity and recognised to profit or loss.

An impairment loss in respect of unquoted equity instrument that is carried at cost is recognised
in profit or loss and is measured as the difference between the assets carrying amount and the
present value of estimated future cash flows discounted at the current market rate of return for
a similar financial asset.

Impairment losses recognised in profit or loss for an investment in an equity instrument


classified as available for sale is not reversed through profit or loss.

149
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(j) Impairment (contd)

(i) Financial assets (contd)



If, in a subsequent period, the fair value of a debt instrument increases and the increase
can be objectively related to an event occurring after the impairment loss was recognised in
profit or loss, the impairment loss is reversed, to the extent that the assets carrying amount
does not exceed what the carrying amount would have been had the impairment not been
recognised at the date the impairment is reversed. The amount of the reversal is recognised in
profit or loss.

(ii) Non-financial assets

The carrying amounts of non-financial assets (except for inventories, deferred tax asset and
assets arising from employee benefits) are reviewed at the end of each reporting period to
determine whether there is any indication of impairment. If any such indication exists, then
the assets recoverable amount is estimated. For goodwill, and intangible assets that have
indefinite useful lives or that are not yet available for use, the recoverable amount is estimated
each period at the same time.

For the purpose of impairment testing, assets are grouped together into the smallest group
of assets that generates cash inflows from continuing use that are largely independent of
the cash inflows of other assets (known as cash-generating unit). The goodwill acquired in a
business combination, for the purpose of impairment testing, is allocated to a cash-generating
unit or a group of cash-generating units that are expected to benefit from the synergies of the
combination.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its
fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted
to their present value using a pre-tax discount rate that reflects current market assessments of the
time value of money and the risks specific to the asset or cash-generating unit.

An impairment loss is recognised if the carrying amount of an asset or its related cash-
generating unit exceeds its estimated recoverable amount.

Impairment losses are recognised in profit or loss. Impairment losses recognised in respect
of cash-generating units are allocated first to reduce the carrying amount of any goodwill
allocated to the cash-generating unit or the group of cash-generating units and then to reduce
the carrying amount of the other assets in the cash-generating unit (or a group of cash-
generating units) on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment
losses recognised in prior periods are assessed at the end of each reporting period for any
indications that the loss has decreased or no longer exists. An impairment loss is reversed if
there has been a change in the estimates used to determine the recoverable amount since
the last impairment loss was recognised. An impairment loss is reversed only to the extent
that the assets carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no impairment loss had been recognised.
Reversals of impairment losses are credited to profit or loss in the financial year in which the
reversals are recognised.

150
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(k) Equity instruments

Instruments classified as equity are measured at cost on initial recognition and are not remeasured
subsequently.

(i) Issue expenses

Costs directly attributable to issue of instruments classified as equity are recognised as a


deduction from equity.

(ii) Repurchase of share capital



When share capital recognised as equity is repurchased, the amount of the consideration paid,
including directly attributable costs, is recognised as a deduction from equity. Repurchased
shares that are not subsequently cancelled are classified as treasury shares and are presented
as a deduction from total equity.

Where treasury shares are distributed as share dividends, the cost of the treasury shares is
applied in the reduction of the share premium account or distributable reserves, or both.

Where treasury shares are sold or reissued subsequently, the difference between the sales
consideration net of directly attributable costs and the carrying amount of the treasury shares
is recognised in equity, and the resulting surplus or deficit on the transaction is presented in
share premium.

(l) Borrowing costs

Borrowing costs that are not directly attributable to the acquisition, construction or production of
a qualifying asset are recognised in profit or loss using the effective interest method.

Borrowing costs directly attributable to the acquisition, construction or production of qualifying


assets, which are assets that necessarily take a substantial period of time to get ready for their
intended use or sale, are capitalised as part of the cost of those assets.

The capitalisation of borrowing costs as part of the cost of a qualifying asset commences when
expenditure for the asset is being incurred, borrowing costs are being incurred and activities that
are necessary to prepare the asset for its intended use or sale are in progress. Capitalisation of
borrowing costs is suspended or ceases when substantially all the activities necessary to prepare
the qualifying asset for its intended use or sale are interrupted or completed.

Investment income earned on the temporary investment of specific borrowings pending their
expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

(m) Employee benefits

(i) Short-term employee benefits

Short term employee benefit obligations in respect of salaries, annual bonuses, paid annual
leave and sick leave are measured on an undiscounted basis and are expensed as the related
service is provided.

A liability is recognised for the amount expected to be paid under short term cash bonus
or profit-sharing plans if the Group has a present legal or constructive obligation to pay
this amount as a result of past service provided by the employee and the obligation can be
estimated reliably.

The Groups contributions to statutory pension funds are charged to the profit or loss in the
year to which they relate. Once the contributions have been paid, the Group has no further
payment obligations.

151
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(m) Employee benefits (contd)

(ii) Defined benefit plans

The Groups net obligation in respect of defined benefit retirement plans is calculated separately
for each plan by estimating the amount of future benefit that employees have earned in return
for their service in the current and prior periods; that benefit is discounted to determine the
present value. Any unrecognised past service costs and the fair value of any plan assets are
deducted. The discount rate is the yield at the reporting period on seven (7)-year high quality
corporate bonds that have maturity dates approximating the terms of the Groups obligations
and that are denominated in the same currency in which the benefits are expected to be paid.
The calculation is performed by a qualified actuary conducted every two (2) years with the
last actuarial report dated 13 January 2012 using the projected unit credit method. When the
calculation results in a benefit to the Group, the recognised asset is limited to the net total of
any unrecognised past service costs and the present value of any future refunds from the plan
or reductions in future contributions to the plan.

In order to calculate the present value of economic benefits, consideration is given to any
minimum funding requirements that apply to any plan in the Group. An economic benefit is
available to the Group if it is realisable during the life of the plan, or any settlement of the plan
liabilities.

When the benefits of a plan are improved, the portion of the increased benefit relating to past
service by employees is recognised in the profit or loss on a straight-line basis over the average
period until the benefits become vested. To the extent that the benefits vest immediately, the
expense is recognised immediately in profit or loss.

The Group recognises all actuarial gains and losses arising from defined benefit plans in
other comprehensive income and all expenses related to defined benefit plans in personnel
expenses in profit or loss.

The Group recognises gains and losses on the curtailment or settlement of a defined benefit
plan when the curtailment or settlement occurs. The gain or loss on curtailment comprises
any resulting change in the fair value of plan assets, change in the present value of defined
benefit obligation and any related actuarial gains and losses and past service cost that had
not previously been recognised.

(n) Provisions

A provision is recognised if, as a result of a past event, the Group has a present legal or constructive
obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will
be required to settle the obligation. Provisions are determined by discounting the expected future
cash flows at a pre-tax rate that reflects current market assessments of the time value of money
and the risks specific to the liability. The unwinding of the discount is recognised as finance cost.

Contingent liabilities

Where it is not probable that an outflow of economic benefits will be required, or the amount cannot
be estimated reliably, the obligation is disclosed as a contingent liability, unless the probability
of outflow of economic benefits is remote. Possible obligations, whose existence will only be
confirmed by the occurrence or non-occurrence of one or more future events are also disclosed as
contingent liabilities unless the probability of outflow of economic benefits is remote.

152
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(o) Revenue and other income

Revenue from the sale of goods is measured at fair value of the consideration received or receivable,
net of returns and allowances, trade discounts and volume rebates. Revenue is recognised when
the significant risks and rewards of ownership have been transferred to the buyer, recovery of the
consideration is probable, the associated costs and possible return of goods can be estimated
reliably, and there is no continuing management involvement with the goods.

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

(i) Sale of restaurant food and beverages

Sales revenue represents retail sales at the Groups restaurants and is recognised at the point
of sales. The Group recognises sales revenue net of sales tax and service charge.

(ii) Dividend income

Dividend income is recognised in profit or loss when the right to receive payment is
established.

(iii) Interest income

Interest income is recognised as it accrues, using the effective interest method in profit or loss
except for interest income arising from temporary investment of borrowings taken specifically
for the purpose of obtaining a qualifying asset which is accounted for in accordance with the
accounting policy on borrowing costs.

(p) Income tax

Income tax expense comprises current and deferred tax. Current tax and deferred tax are
recognised in profit or loss except to the extent that it relates to a business combination or items
recognised directly in equity or other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year,
using tax rates enacted or substantively enacted by the end of the reporting period, and any
adjustment to tax payable in respect of previous financial years.

Deferred tax is recognised using the liability method, providing for temporary differences between
the carrying amounts of assets and liabilities in the statement of financial position and their tax
bases. Deferred tax is not recognised for the following temporary differences: the initial recognition
of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business
combination and that affects neither accounting nor taxable profit or loss. Deferred tax is measured
at the tax rates that are expected to be applied to the temporary differences when they reverse,
based on the laws that have been enacted or substantively enacted by the end of the reporting
period.

Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax
liabilities and assets, and they relate to income taxes levied by the same tax authority on the same
taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets
on a net basis or their tax assets and liabilities will be realised simultaneously.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be
available against which the temporary difference can be utilised. Deferred tax assets are reviewed
at the end of each reporting period and are reduced to the extent that it is no longer probable that
the related tax benefit will be realised.

Unutilised reinvestment allowance and investment tax allowance are treated as tax base of assets
and are recognised as a reduction of tax expense as and when they are utilised.

153
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

2. Significant accounting policies (contd)

(q) Earnings per share

The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic
EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company
by the weighted average number of ordinary shares outstanding during the period, adjusted for
own shares held. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary
shareholders and the weighted average number of ordinary shares outstanding for the effects of all
dilutive potential ordinary shares, which comprise convertible notes and share options granted to
employees.

(r) Operating segments

An operating segment is a component of the Group that engages in business activities from
which it may earn revenues and incur expenses, including revenues and expenses that relate
to transactions with any of the Groups other components. An operating segments operating
results are reviewed regularly by the chief operating decision maker, which in this case is the Chief
Executive Officer of the Group, to make decisions about resources to be allocated to the segment
and to assess its performance, and for which discrete financial information is available.

154
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
3. Property, Plant and Equipment
Leasehold
improve- Plant Restaurant
Freehold Leasehold ments and and Motor and office
land land Buildings renovation machinery vehicles equipment Total
Group RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Cost/Valuation
At 1 January 2010 172,759 78,559 220,943 215,154 191,689 36,685 358,583 1,274,372
Additions 16,297 3,357 2,468 74,577 24,612 3,612 95,162 220,085
Acquisition of subsidiaries - - 3,227 178 - 118 2,018 5,541
Disposals/Write off (768) - (1,242) (10,943) (1,235) (3,440) (18,470) (36,098)
Effect of movement in exchange rates - - (104) (1,535) - (78) (1,191) (2,908)
Revaluation surplus 38,619 28,113 18,830 - - - - 85,562
At 31 December 2010/1 January 2011 226,907 110,029 244,122 277,431 215,066 36,897 436,102 1,546,554
Additions 26,571 11,928 34,763 83,827 55,583 8,286 117,748 338,706
Acquisition of subsidiaries - - - - 11 - 12 23
Disposals/Write off (692) - - (13,977) (221) (7,952) (15,432) (38,274)

155
Effect of movement in exchange rates - - (548) 1,342 - 18 770 1,582

Annual Report 2011


Reclassification - - 3,544 (3,778) - - 234 -
At 31 December 2011 252,786 121,957 281,881 344,845 270,439 37,249 539,434 1,848,591

KFC Holdings (Malaysia) BHD (65787-T)


Representing:
At cost 26,571 11,928 69,839 344,845 270,439 37,249 539,434 1,300,305
At valuation 226,215 110,029 212,042 - - - - 548,286
Notes to the Financial Statements

At 31 December 2011 252,786 121,957 281,881 344,845 270,439 37,249 539,434 1,848,591
3. Property, Plant and Equipment (contd)
Leasehold
improve- Plant Restaurant
Freehold Leasehold ments and and Motor and office
land land Buildings renovation machinery vehicles equipment Total
Group RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Depreciation and impairment loss


At 1 January 2010:
Accumulated depreciation - 3,376 36,598 88,224 107,986 24,895 148,682 409,761
Accumulated impairment losses 58,733 7,271 22,823 1,276 - - 1,267 91,370

58,733 10,647 59,421 89,500 107,986 24,895 149,949 501,131


Depreciation for the year - 927 5,164 22,894 16,015 3,504 38,086 86,590
Acquisition of subsidiaries - - 249 64 - 100 1,123 1,536
Disposals/Write off - - (1,242) (9,986) (1,167) (2,976) (14,417) (29,788)
Effect of movement in exchange rates - - (13) (988) - (45) (846) (1,892)
Reversal of impairment loss (2,265) (6,298) (2,444) - - - - (11,007)

156
At 31 December 2010:

Annual Report 2011


Accumulated depreciation - 4,303 40,756 101,484 122,834 25,478 173,895 468,750
Accumulated impairment losses 56,468 973 20,379 - - - - 77,820

KFC Holdings (Malaysia) BHD (65787-T)


Balance carried forward 56,468 5,276 61,135 101,484 122,834 25,478 173,895 546,570
Notes to the Financial Statements
3. Property, Plant and Equipment (contd)
Leasehold
improve- Plant Restaurant
Freehold Leasehold ments and and Motor and office
land land Buildings renovation machinery vehicles equipment Total
Group RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Depreciation and impairment loss


Balance brought forward 56,468 5,276 61,135 101,484 122,834 25,478 173,895 546,570
Depreciation for the year - 1,947 5,371 28,222 17,380 3,859 46,571 103,350
Acquisition of subsidiaries - - - - 2 - 3 5
Disposals/Write off - - - (12,224) (193) (6,962) (11,580) (30,959)
Effect of movement in exchange rates - - (673) 1,075 - 37 727 1,166
Reclassification - - 716 (732) - - 16 -

At 31 December 2011:
Accumulated depreciation - 6,250 46,170 117,825 140,023 22,412 209,632 542,312
Accumulated impairment losses 56,468 973 20,379 - - - - 77,820

157
Annual Report 2011
56,468 7,223 66,549 117,825 140,023 22,412 209,632 620,132

Carrying amounts

KFC Holdings (Malaysia) BHD (65787-T)


At 1 January 2010 114,026 67,912 161,522 125,654 83,703 11,790 208,634 773,241

At 31 December 2010/1 January 2011 170,439 104,753 182,987 175,947 92,232 11,419 262,207 999,984

At 31 December 2011 196,318 114,734 215,332 227,020 130,416 14,837 329,802 1,228,459
Notes to the Financial Statements
Notes to the Financial Statements

3. Property, Plant and Equipment (contd)


Leasehold
improve-
Freehold ments and Motor Office
land Buildings renovation vehicles equipment Total
Company RM000 RM000 RM000 RM000 RM000 RM000

Cost/Valuation
At 1 January 2010 14,647 2,260 558 2,870 4,639 24,974
Additions - - 82 499 1,304 1,885
Disposals/Write off (769) - - (722) (55) (1,546)
Revaluation surplus 1,938 314 - - - 2,252

At 31 December 2010/
1 January 2011 15,816 2,574 640 2,647 5,888 27,565
Additions - - - 1,125 3,212 4,337
Disposals/Write off (692) - - (1,354) (75) (2,121)
Transfer to subsidiary - - (82) - (219) (301)

At 31 December 2011 15,124 2,574 558 2,418 8,806 29,480

Representing:
At cost - - 558 2,418 8,806 11,782
At valuation 15,124 2,574 - - - 17,698

At 31 December 2011 15,124 2,574 558 2,418 8,806 29,480

Depreciation
At 1 January 2010 - 212 185 1,019 1,211 2,627
Depreciation for the year - 52 65 515 904 1,536
Disposals/Write off - - - (662) (42) (704)

At 31 December 2010/
1 January 2011 - 264 250 872 2,073 3,459
Depreciation for the year - 61 60 392 1,377 1,890
Disposals/Write off - - - (429) (72) (501)
Transfer to subsidiary - - (16) - (39) (55)

At 31 December 2011 - 325 294 835 3,339 4,793

Carrying amounts
At 1 January 2010 14,647 2,048 373 1,851 3,428 22,347

At 31 December 2010/
1 January 2011 15,816 2,310 390 1,775 3,815 24,106

At 31 December 2011 15,124 2,249 264 1,583 5,467 24,687

158
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

3. Property, Plant and Equipment (contd)

3.1 Impairment loss

In 2010, the Group had recognised impairment loss of RM11,377,000 as a result of the valuation
conducted in that year. Impairment loss of RM10,913,000 had been recognised in other expenses,
while the remaining RM464,000 had been recognised in the revaluation reserve.

3.2 Security

At 31 December 2011, properties with a carrying amount of RM45,424,000 (2010: RM85,130,000)


were pledged as securities for term loans (Note 12).

3.3 Property, plant and equipment under the revaluation model

The Groups freehold land, leasehold land and buildings were revalued on 15 December 2010 by
an independent professional qualified valuer using the open market value method. Had the free-
hold land, leasehold land and buildings been carried under the cost model, their carrying amounts
would have been included in the financial statements of the Group as at 31 December 2011 as
follows:

Net
Accumulated carrying
Cost depreciation amount
Group RM000 RM000 RM000

At 31 December 2011
Freehold land 158,570 - 158,570
Leasehold land 85,365 5,368 79,997
Buildings 210,116 56,118 153,998

454,051 61,486 392,565

At 31 December 2010
Freehold land 159,184 - 159,184
Leasehold land 85,365 3,836 81,529
Buildings 210,116 51,466 158,650

454,665 55,302 399,363

Company
At 31 December 2011
Freehold land 10,287 - 10,287
Buildings 2,172 476 1,696

12,459 476 11,983

At 31 December 2010
Freehold land 10,901 - 10,901
Buildings 2,172 414 1,758

13,073 414 12,659

159
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

3. Property, Plant and Equipment (contd)

3.4 Title deeds

The titles of certain properties are either in process of being transferred to the Group and the Com-
pany or are pending the issuance of strata titles by the relevant authorities.

3.5 Leasehold Land

Included in the carrying amounts of leasehold land at 31 December were:

Group
2011 2010
RM000 RM000

Leasehold land with unexpired lease period of more than 50 years 113,741 103,507
Leasehold land with unexpired lease period of less than 50 years 993 1,246

114,734 104,753

4. Intangible assets

Goodwill on Franchise
consolidation fees Total
Group RM000 RM000 RM000

Cost
At 1 January 2010 44,965 48,782 93,747
Additions 6,636 5,039 11,675
Write off - (2,008) (2,008)

At 31 December 2010/1 January 2011 51,601 51,813 103,414


Additions 818 4,681 5,499

At 31 December 2011 52,419 56,494 108,913

Accumulated amortisation
At 1 January 2010 1,566 23,507 25,073
Amortisation for the year - 6,736 6,736
Impairment Loss 17 - 17
Write off - (2,008) (2,008)

At 31 December 2010/1 January 2011 1,583 28,235 29,818


Amortisation for the year - 5,061 5,061

At 31 December 2011 1,583 33,296 34,879

Carrying amounts
At 1 January 2010 43,399 25,275 68,674

At 31 December 2010/1 January 2011 50,018 23,578 73,596

At 31 December 2011 50,836 23,198 74,034

160
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

4. Intangible assets (contd)

Impairment testing for cash-generating units (CGU) containing goodwill

For the purpose of impairment testing, goodwill is allocated to the Groups operating divisions which
represent the lowest level within the Group at which the goodwill is monitored for internal management
purposes.

The aggregate carrying amounts of goodwill allocated to each unit are as follows:

2011 2010
Group RM000 RM000

Restaurants 22,658 22,658
Integrated poultry 21,115 20,297
Ancillary 7,063 7,063

50,836 50,018

The recoverable amounts of the CGUs were determined based on value-in-use calculations using pre-
tax cash flow projections based on financial budgets approved by management covering a ten (10)-year
period. The growth rate used to extrapolate the cash flows beyond the ten (10)-year period was 4%
(2010: 4%). The growth rate does not exceed the average historical growth rate over the long term for
the industry.

Key assumption and value-in-use calculation

Value in use was determined by discounting the future cash flows generated from the continuing use of
the units and was based on the following assumptions:

There will be no material changes in the structure and principal activities of the Group.
Raw material price inflation - there will not be any significant increase in the prices and supply of
raw materials, wages and other related costs, resulting from industrial dispute, adverse changes
in the economic conditions or other abnormal factors, which will adversely affect the operations of
the Group.
Statutory income tax rate - the tax rate for Malaysia was 25% and Singapores tax rate is 17%.
There will be no material changes in the present legislation or regulations, rates and bases of du-
ties, levies and other taxes affecting the Groups activities.
Interest rates - the interest rates on the existing financing facilities will prevail.
Foreign exchange rate - the foreign exchange rate will not be substantially and adversely different
from the current rate.
Growth rate used to extrapolate segment beyond the ten (10) year-period is 4% which is in line with
the estimated GDP growth rate of the country.
A pre-tax discount rate of 9.93% was applied in determining the recoverable amount of the unit.
The discount rate was estimated based on the weighted average cost of capital of the Group.

Based on the assessment above, the recoverable amount was determined to be higher than the carry-
ing amount, thus no impairment loss was recognised.

Sensitivity analysis were performed on the cash flow projections based on the following criteria:

i. 40% decrease of the projected sales growth rate of 4%;


ii. 200 basis points increase on pre-tax discount rate of 9.93%; and
iii. 10% decrease in gross profit margin.

Each sensitivity analysis is used on the basis that all other variables remain constant. The result of the
sensitivity analysis does not have an impact on the carrying amount of goodwill on consolidation.

161
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

5. Investment properties

Group
2011 2010
RM000 RM000

At 1 January 910 898
Change in fair value recognised in profit or loss - 12

At 31 December 910 910

Included in the above are:


Leasehold land with unexpired lease period of more than 50 years 590 590
Buildings 320 320

910 910

The rental income earned by the Group for the year ended 31 December 2011 from its investment
properties, all of which are leased out under operating leases, amounted to RM70,500 (2010:
RM69,000). There were no direct operating expenses (including repair and maintenance) arising from
the investment properties.

6. Investments in subsidiaries
Company
2011 2010
RM000 RM000

At cost:
Unquoted shares
- in Malaysia 474,234 433,805
- outside Malaysia 35,322 25,322

509,556 459,127
Less: Accumulated impairment losses
- in Malaysia (64,055) (64,055)

445,501 395,072
Advances receivable 67,759 -

513,260 395,072

The advances receivable from Rasamas Holdings Sdn Bhd and Ayamas Shoppe Sdn Bhd are interest
free and are determined to form part of the Companys net investments in subsidiaries, as repayment
of these amounts are neither fixed nor expected in the near term.

162
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

6. Investments in subsidiaries (contd)

Details of the subsidiaries are as follows:


Effective
ownership
Country of interest
Name of subsidiaries incorporation Principal activities 2011 2010
% %

Held by the Company:



Ayamas Food Corporation Malaysia Poultry processing 100.0 100.0
Sdn Bhd and further processing
plants
Investment holding

Ayamas Integrated Poultry Malaysia Breeder and broiler 100.0 100.0
Industry Sdn Bhd farms
Hatchery
Feedmill
Investment holding

Ayamas Shoppe Sdn Bhd Malaysia Poultry retail and 100.0 100.0
convenience
food store chain
Investment holding

Cilik Bistari Sdn Bhd Malaysia Sale of board games 100.0 100.0

Integrated Poultry Industry Malaysia Poultry processing plant 100.0 100.0
Sdn Bhd

Kentucky Fried Chicken Malaysia Restaurants 100.0 100.0


(Malaysia) Sendirian
Berhad

KFC Events Sdn Bhd Malaysia Sales of food products 100.0 100.0
vouchers

KFCH Education (M) Sdn Bhd Malaysia College/learning institute 100.0 100.0
(formerly known as
Paramount Holdings (M)
Sdn Bhd)

KFCIC Assets Sdn Bhd Malaysia Property holding 100.0 100.0


(formerly known as
Paramount Management
Sdn Bhd)

KFC India Holdings Sdn Bhd Malaysia Investment holding 100.0 100.0

KFC Manufacturing Sdn Bhd Malaysia Bakery 100.0 100.0


Trading in
consumables
Investment holding

163
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

6. Investments in subsidiaries (contd)

Details of the subsidiaries are as follows (contd):


Effective
ownership
Country of interest
Name of subsidiaries incorporation Principal activities 2011 2010
% %

Held by the Company (contd):




KFC (Peninsular Malaysia) Malaysia Restaurants 100.0 100.0
Sdn Bhd Commissary
Investment holding

KFC (Sarawak) Sdn Bhd Malaysia Restaurants 100.0 100.0

Rasamas Holdings Sdn Bhd Malaysia Restaurants 100.0 100.0

Region Food Industries Sdn Bhd Malaysia Sauce manufacturing 100.0 100.0
plant

Roasters Chicken Sdn Bhd Malaysia Investment holding 100.0 100.0



WP Properties Holdings Sdn Bhd Malaysia Investment holding 100.0 100.0

KFC (Sabah) Sdn Bhd Malaysia Restaurants 90.0 90.0

Tepak Marketing Sdn Bhd Malaysia Contract packing 55.0 55.0

WQSR Holdings (S) Pte Ltd* Singapore Investment holding 100.0 100.0

Asburys (Malaysia) Sdn Bhd Malaysia Dormant 100.0 100.0

Bakers Street Sdn Bhd Malaysia Dormant 100.0 100.0

Cemerlang Sinergi Sdn Bhd Malaysia Dormant 100.0 100.0

Efinite Revenue Sdn Bhd Malaysia Dormant 100.0 100.0

Gratings Solar Sdn Bhd Malaysia Dormant 100.0 100.0

KFC (East Malaysia) Sdn Bhd Malaysia Dormant 100.0 100.0



KFC Restaurants Holdings Malaysia Dormant 100.0 100.0
Sdn Bhd

Rangeview Sdn Bhd Malaysia Dormant 100.0 100.0

Restoran Keluarga Sdn Bhd Malaysia Dormant 100.0 100.0

Signature Chef Dining Services Malaysia Dormant 100.0 100.0
Sdn Bhd

Signature Chef Foodservice & Malaysia Dormant 100.0 100.0
Catering Sdn Bhd

Hiei Food Industries Sdn Bhd Malaysia Dormant 81.0 81.0

Yayasan Amal Bistari Malaysia Dormant 70.0 70.0

164
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

6. Investments in subsidiaries (contd)

Details of the subsidiaries are as follows (contd):


Effective
ownership
Country of interest
Name of subsidiaries incorporation Principal activities 2011 2010
% %

Held through subsidiaries:

KFC Marketing Sdn Bhd Malaysia Sales and marketing 100.0 100.0
of food products

Ladang Ternakan Putihekar Malaysia Breeder farm 100.0 100.0
(N.S.) Sdn Bhd

MH Integrated Farm Berhad Malaysia Property holding 100.0 100.0

Pintas Tiara Sdn Bhd Malaysia Property holding 100.0 100.0

SPM Restaurants Sdn Bhd Malaysia Meals on wheels 100.0 100.0
Property holding

Usahawan Bistari Ayamas Malaysia Operation of 100.0 100.0
Sdn Bhd Sudut Ayamas

Ayamas Farms & Hatchery Malaysia Broiler farm 90.0 90.0


Sdn Bhd

Ayamazz Sdn Bhd Malaysia Push-cart selling 90.0 100.0
food and refreshment

Southern Poultry Farming Malaysia Broiler farm 90.0 -
Sdn Bhd

Ventures Poultry Farm Malaysia Broiler farm 90.0 -
Sdn Bhd

Rasamas Tebrau Sdn Bhd Malaysia Restaurant 89.2 89.2

Rasamas Taman Universiti Malaysia Restaurant 89.1 89.1
Sdn Bhd

Ayamas Feedmill Sdn Bhd Malaysia Broiler farm 85.0 85.0

Synergy Poultry Farming Malaysia Broiler farm 84.8 -
Sdn Bhd

Semangat Juara Sdn Bhd Malaysia Broiler farm 75.0 75.0



Ayamas Shoppe (Sabah) Malaysia Convenience food store 65.0 -
Sdn Bhd

Kentucky Fried Chicken Singapore Restaurants 100.0 100.0
Management Pte Ltd*

Kernel Foods Private Limited* India Restaurants 100.0 100.0

KFCH Restaurants Private Limited India Restaurants 100.0 100.0
(formerly known as
Mumbai Chicken
Private Limited)*

165
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

6. Investments in subsidiaries (contd)

Details of the subsidiaries are as follows (contd):


Effective
ownership
Country of interest
Name of subsidiaries incorporation Principal activities 2011 2010
% %

Held through subsidiaries (contd):



Mauritius Food Corporation Pvt Ltd* Mauritius Investment holding 100.0 100.0

Pune Chicken Restaurants India Restaurants 100.0 100.0


Private Limited*

KFC (B) Sdn Bhd* Brunei Restaurants 45.9 45.9
Darussalam

Rasamas Sdn Bhd* Brunei Restaurants 45.9 45.9
Darussalam

Agrotech Farm Malaysia Dormant 100.0 -
Solutions Sdn Bhd

Ayamas Contract Malaysia Dormant 100.0 100.0
Farming Sdn Bhd

Ayamas Franchise Sdn Bhd Malaysia Dormant 100.0 100.0

Ayamas Marketing (M) Sdn Bhd Malaysia Dormant 100.0 100.0

Ayamas Selatan Sdn Bhd Malaysia Dormant 100.0 100.0

Chippendales (M) Sdn Bhd Malaysia Dormant 100.0 100.0

Rasamas Bangi Sdn Bhd Malaysia Dormant 100.0 100.0

Rasamas Batu Caves Sdn Bhd Malaysia Dormant 100.0 100.0

Rasamas Endah Parade Sdn Bhd Malaysia Dormant 100.0 100.0

Rasamas Larkin Sdn Bhd Malaysia Dormant 100.0 100.0

Rasamas Mergong Sdn Bhd Malaysia Dormant 100.0 100.0

Restoran Sabang Sdn Bhd Malaysia Dormant 100.0 100.0

Seattles Best Coffee Sdn Bhd Malaysia Dormant 100.0 100.0

Wangsa Progresi Sdn Bhd Malaysia Dormant 100.0 100.0



Rasamas BC Sdn Bhd Malaysia Dormant 90.0 90.0

Rasamas Bukit Tinggi Malaysia Dormant 90.0 90.0
Sdn Bhd

166
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

6. Investments in subsidiaries (contd)

Details of the subsidiaries are as follows (contd):


Effective
ownership
Country of interest
Name of subsidiaries incorporation Principal activities 2011 2010
% %

Held through subsidiaries (contd):



Rasamas Butterworth Malaysia Dormant 90.0 90.0
Sdn Bhd

Rasamas Kota Bharu Malaysia Dormant 90.0 90.0
Sdn Bhd

Rasamas Melaka Sdn Bhd Malaysia Dormant 90.0 90.0

Rasamas Nilai Sdn Bhd Malaysia Dormant 90.0 90.0

Rasamas Subang Sdn Bhd Malaysia Dormant 90.0 90.0

Rasamas Wangsa Maju Malaysia Dormant 90.0 90.0
Sdn Bhd

Rasamas Terminal Larkin Malaysia Dormant 89.2 89.2
Sdn Bhd

Yes Gelato Sdn Bhd Malaysia Dormant 80.0 80.0

Ayamas Food Corporation Singapore Dormant 100.0 100.0
(S) Pte Ltd*

Ayamas Shoppe (S) Pte Ltd* Singapore Dormant 100.0 100.0

Helix Investments Limited Hong Kong Dormant 100.0 100.0

Ayamas Shoppe (Brunei) Brunei Dormant 45.9 45.9
Sendirian Berhad* Darussalam

* Audited by other member firms of KPMG International

Acquisition of subsidiaries by the Company

(i) During the year, the Company had acquired a number of subsidiaries pursuant to the re-organisa-
tion of its group structure (refer Note 31(i)).

(ii) During the year, the Company had contributed to Yayasan Amal Bistaris capital contribution of
RM700,000.

(iii) During the year, the Company had subscribed for an additional 9,500,000 ordinary shares of
RM1.00 each in KFCH Education (M) Sdn Bhd (formerly known as Paramount Holdings (M) Sdn
Bhd) at par.

167
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

7. Other investments

Unquoted Quoted
shares shares in
Total in Malaysia Malaysia
Group RM000 RM000 RM000

2011
Non-current
Available-for-sale financial assets 24,282 - 24,282

Held-to-maturity investment 4,500 4,500 -
Less: Impairment loss (4,500) (4,500) -
- - -

24,282 - 24,282

Representing item:
At fair value 24,282 - 24,282

Market value of quoted investments 24,282 - 24,282



2010
Non-current
Available-for-sale financial assets 22,400 - 22,400

Held-to-maturity investments 4,500 4,500 -
Less: Impairment loss (4,500) (4,500) -
- - -

22,400 - 22,400

Representing item:
At fair value 22,400 - 22,400

Market value of quoted investments 22,400 - 22,400



Company
2011
Non-current
Available-for-sale financial assets 24,282 - 24,282

Representing item:
At fair value 24,282 - 24,282

Market value of quoted investments 24,282 - 24,282



2010
Non-current
Available-for-sale financial assets 22,400 - 22,400

Representing item:
At fair value 22,400 - 22,400

Market value of quoted investments 22,400 - 22,400

168
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

8. Inventories
Group
2011 2010
RM000 RM000

At cost:
Raw materials 33,209 39,205
Groceries, poultry and consumables 80,267 66,290
Equipment and spare parts 20,262 21,439
Advertising materials 3,748 2,514
Livestock 17,826 13,458
Finished goods 79,010 57,891

234,322 200,797

9. Trade and other receivables


Group Company
2011 2010 2011 2010
Note RM000 RM000 RM000 RM000

Trade
Trade receivables 65,854 46,450 - -

Non-trade
Amounts due from subsidiaries 9.1 - - 162,107 163,661
Amounts due from related companies 9.1 12,558 6,578 32 -
Other receivables 9.2 16,387 16,420 2,476 1,284
Deposits 9.3 67,277 74,534 5,291 5,288
Current tax assets 11,194 9,651 1,807 129

107,416 107,183 171,713 170,362

173,270 153,633 171,713 170,362

9.1 Amounts due from subsidiaries and related companies

The non-trade receivables due from subsidiaries and related companies are unsecured, interest
bearing at 4.13% (2010: 3.79%) per annum and repayable on demand.

9.2 Other receivables

Included in the other receivables of the Group are lease considerations paid to related companies
amounting to RM1,943,000 (2010: RM2,029,000) which comprised of the lease of a vacant land
at Terminal Larkin Sentral, Johor Bahru for a term of fifteen (15) years expiring on 16 March
2023 (2011: RM801,000; 2010: RM851,000) and the lease of a portion of a single-storey
building erected in Tg. Leman, Johor for a period of thirty (30) years (2011: RM1,142,000;
2010: RM1,178,000), respectively. Both these leased properties are now occupied with KFC
restaurants.

9.3 Deposits

Included in the deposits of the Group and of the Company is a deposit paid to a related company
amounting to RM5,228,000 (2010: RM5,228,000) for purchase of a leasehold industrial land at
Bandar Tenggara, Kulai, Johor Darul Takzim.

169
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

10. Cash and cash equivalents


Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Deposits placed with licensed banks 23,446 52,893 177 125


Cash and bank balances 79,503 78,819 1,635 3,850

102,949 131,712 1,812 3,975



11. Share capital and reserves

11.1 Share capital


Group and Company
Number Number
Amount of shares Amount of shares
2011 2011 2010 2010
RM000 000 RM000 000

Ordinary shares of RM0.50 each
Authorised 1,000,000 2,000,000 1,000,000 2,000,000

Issued and fully paid
At 1 January 396,615 793,231 198,275 198,275
Issued during the year
- share split - - - 198,275
- bonus issue - - 198,274 396,549
- conversion of warrants 18 35 66 132

At 31 December 396,633 793,266 396,615 793,231

The holders of ordinary shares are entitled to receive dividends as declared from time to time and
are entitled to one vote per share at meetings of the Company.

11.2 Reserves
Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Non-distributable
Share premium 455 363 440 348
Warrants reserve 4,102 4,107 4,102 4,107
Fair value reserve 2,120 1,521 2,120 1,521
Translation reserve (1,404) 1,125 - -
Revaluation reserve 104,222 104,290 5,163 5,333
Treasury shares (7,933) - (7,933) -

101,562 111,406 3,892 11,309


Distributable
Retained earnings 576,020 482,226 222,370 177,099

677,582 593,632 226,262 188,408



The movement in each category of the reserves are disclosed in the statements of changes in
equity.

170
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

11. Share capital and reserves (contd)

11.2 Reserves (contd)

The nature and purpose of each category of reserves are as follows:

(a) Share premium

This reserve comprises the premium paid on subscription of shares in the Company over
and above the par value of the shares.

(b) Warrants 2010/2015

A total of 31,723,949 new free warrants were issued by the Company in conjunction with
the issuance of bonus shares on 15 September 2010. Each warrant entitles the holder the
right to subscribe for a new ordinary share of RM0.50 each in the Company at an exercise
price of RM3.00 per new ordinary share. As at the year end, the number of outstanding
warrants was 31,556,573 (2010: 31,591,693). The warrants will expire on 14 September
2015.

(c) Fair value reserve

The fair value reserve relates to the fair valuation of financial assets categorised as available-
for-sale until the investments are derecognised or impaired.

(d) Translation reserve

The translation reserve is used to record exchange differences arising from the translation
of the financial statements of foreign operations whose functional currencies are different
from that of the Groups presentation currency. It is also used to record the exchange
differences arising from monetary items which form part of the Groups net investment in
foreign operations, regardless of the currency of the monetary items.

(e) Revaluation reserve

The revaluation reserve relates to the revaluation of the Groups land and buildings.

(f) Treasury shares

This amount relates to the acquisition cost of treasury shares net of the proceeds received
on their subsequent sale or issuance.

The shareholders of the Company, by an ordinary resolution passed in a general meeting


held on 27 April 2011 approved the Companys resolution to repurchase its own ordinary
shares. The Directors of the Company are committed to enhancing the value of the Company
for its shareholders and believe that the repurchase plan can be applied in the best interests
of the Company and its shareholders.

During the financial year, the Company repurchased 2,078,000 of its issued ordinary shares
from the open market at an average price of RM3.82 per share. The total consideration paid
for the repurchase shares were RM7,933,667 which were financed by internally generated
funds. The shares repurchased are being held as treasury shares in accordance with Section
67A of the Companies Act, 1965.

Of the total 793,266,104 (2010: 793,230,984) issued and fully paid ordinary shares as at 31
December 2011, 2,078,000 (2010: Nil) were held as treasury shares by the Company. As at
31 December 2011, the number of outstanding ordinary shares in issue net of the treasury
shares was therefore 791,188,104 ordinary shares of RM0.50 each.

171
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

11. Share capital and reserves (contd)

11.2 Reserves (contd)

(g) Section 108 tax credit

Subject to agreement by the Inland Revenue Board, the Company has Section 108 tax
credit and tax-exempt income to frank all of its distributable reserves at 31 December 2011
if paid out as taxable dividends.

The Finance Act, 2007 introduced a single tier company income tax system with effect from
1 January 2008. As such, the remaining Section 108 tax credit as at 31 December 2011 will
be available to the Company until such time the credit is fully utilised or upon expiry of the
six-year transitional period on 31 December 2013, whichever is earlier.

12. Loans and borrowings


Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Current
Term loans - secured 369 20,557 - 20,000
- unsecured 23,376 15,463 - -
Bankers acceptance - unsecured 34,000 5,682 - -
Revolving credit - unsecured 8,000 5,000 3,000 -

65,745 46,702 3,000 20,000



Non-current
Term loans - secured 46,708 1,610 46,400 -
- unsecured 141,796 104,235 - -

188,504 105,845 46,400 -

254,249 152,547 49,400 20,000

172
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

12. Loans and borrowings (contd)

12.1 Terms and debt repayment schedule

Year of Carrying Under 1 1-2 2-5 Over 5


Maturity amount year years years years
Group RM000 RM000 RM000 RM000 RM000

2011
Term loans
- secured 2013 677 369 308 - -
- secured 2018 46,400 - 580 13,340 32,480
- unsecured 2013 9,093 7,275 1,818 - -
- unsecured 2014 49,500 2,000 2,000 45,500 -
- unsecured 2015 71,679 14,101 16,802 40,776 -
- unsecured 2016 34,900 - 6,970 27,930 -
Bankers acceptance
- unsecured 2012 34,000 34,000 - - -
Revolving credit
- unsecured 2012 8,000 8,000 - - -

254,249 65,745 28,478 127,546 32,480

2010
Term loans
- secured 2011 20,154 20,154 - - -
- secured 2013 1,046 369 369 308 -
- secured 2022 212 13 14 48 137
- secured 2031 755 21 23 75 636
- unsecured 2013 23,187 9,275 9,275 4,637 -
- unsecured 2014 45,000 - - 45,000 -
- unsecured 2015 51,511 6,188 10,872 34,451 -
Bankers acceptance
- unsecured 2011 5,682 5,682 - - -
Revolving credit
- unsecured 2011 5,000 5,000 - - -

152,547 46,702 20,553 84,519 773

Company
2011
Term loans
- secured 2018 46,400 - 580 13,340 32,480
Revolving credit
- unsecured 2012 3,000 3,000 - - -

49,400 3,000 580 13,340 32,480

2010
Term loans
- secured 2011 20,000 20,000 - - -

12.2 Security

The term loans granted to the Group and the Company are secured by the following:

(a) First and third party charges over certain land and buildings (Note 3);
(b) Corporate guarantee of a related company; and
(c) Debenture on a subsidiarys assets.

173
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

13. Deferred tax liabilities

Recognised deferred tax liabilities

Deferred tax liabilities are attributable to the following:

Assets Liabilities Net


2011 2010 2011 2010 2011 2010
Group RM000 RM000 RM000 RM000 RM000 RM000

Deferred tax liabilities


Property, plant and equipment - - 70,570 41,300 70,570 41,300
Revaluation of land and buildings - - 16,410 16,655 16,410 16,655
Employee benefit plans (750) (889) - - (750) (889)
Provisions (780) (292) - - (780) (292)
Tax losses and capital allowances
carry-forward (6,399) (4,979) - - (6,399) (4,979)
Unutilised reinvestment allowance (5,029) - - - (5,029) -

Tax (assets)/liabilities (12,958) (6,160) 86,980 57,955 74,022 51,795

Company
Property, plant and equipment - - 1,120 640 1,120 640
Revaluation of land and buildings - - 135 139 135 139

Tax liabilities - - 1,255 779 1,255 779

In recognising the deferred tax assets attributable to unutilised tax losses carry-forward and unutilised
capital allowances carry-forward, the Directors made an assumption that there will not be any substantial
change (more than 50%) in the shareholders before these assets are utilised. If there is substantial
change in the shareholders, unutilised tax losses carry-forward and unutilised capital allowances carry-
forward amounting to approximately RM3,948,000 (2010: RM4,365,000) and RM21,648,000 (2010:
RM15,554,000) respectively will not be available to the Group, resulting in an increase in net deferred
tax liabilities of RM6,399,000 (2010: RM4,979,000).

Unrecognised deferred tax assets

Deferred tax assets have not been recognised in respect of the following items:

Group
2011 2010
RM000 RM000

Tax losses carry-forward 16,550 13,356
Unutilised capital allowances carry-forward 27,747 28,024
Property, plant and equipment (5,973) (5,766)

38,324 35,614

At 25% 9,581 8,904

174
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

13. Deferred tax liabilities (contd)



Deferred tax assets have not been recognised in respect of these items because it is not probable that
future taxable profit will be available against which the Group can utilise the benefits there from.

Tax losses carry-forward and unabsorbed capital allowance do not expire under current legislation.
Included in tax losses carry-forward and unabsorbed capital allowances are amounts of RM16,550,000
(2010: RM13,356,000) and RM27,747,000 (2010: RM28,024,000), respectively, representing tax losses
carry-forward and unabsorbed capital allowances, pertaining to certain dormant subsidiaries, which will
not be available to the Group if there is a substantial change in shareholders (more than 50%) in these
subsidiaries.

The comparative figures have been restated to reflect the revised taxable temporary differences of the
tax losses carry-forward and unabsorbed capital allowances available to the Group.

175
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
13. Deferred tax liabilities (contd)

Movement in temporary differences during the year

Recognised Recognised
Acquisition in profit in profit
At of or loss Recognised At or loss Recognised At
1.1.2010 subsidiaries (Note 20) in equity 31.12.2010 (Note 20) in equity 31.12.2011
Group RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Property, plant and equipment 30,200 31 11,069 - 41,300 29,270 - 70,570


Revaluation of land and buildings 6,147 - - 10,508 16,655 - (245) 16,410
Employee benefit plans (890) - 1 - (889) 139 - (750)
Provisions (210) - (82) - (292) (488) - (780)
Tax losses and capital allowances carry-forward (2,307) - (2,672) - (4,979) (1,420) - (6,399)
Unutilised reinvestment allowance - - - - - (5,029) - (5,029)

176
32,940 31 8,316 10,508 51,795 22,472 (245) 74,022

Annual Report 2011


Company

KFC Holdings (Malaysia) BHD (65787-T)


Property, plant and equipment 394 - 246 - 640 480 - 1,120
Revaluation of land and buildings 63 - - 76 139 - (4) 135

457 - 246 76 779 480 (4) 1,255


Notes to the Financial Statements
Notes to the Financial Statements

14. Employee benefits

Retirement benefits
Group
2011 2010
RM000 RM000

Present value of unfunded obligations


- current 301 644
- non-current 2,700 2,913

3,001 3,557

Certain subsidiaries operate an unfunded, defined Retirement Benefit Scheme (the Scheme) for its
eligible employees. Under the Scheme, eligible employees are entitled to retirement benefits calculated
by reference to their length of service and earnings. Provision for retirement benefits was calculated
based on the predetermined rate of basic salaries and length of service.

Movement in the present value of the defined benefit obligations

Group
2011 2010
RM000 RM000

Defined benefit obligations at 1 January 3,557 3,500


Current service costs and interest (see below) 86 270
Benefits paid by the plan (642) (213)

Defined benefit obligations at 31 December 3,001 3,557

Expense recognised in profit or loss

Current service costs 126 138


Interest on obligation 155 164
Overprovided in prior years (195) (32)

86 270

The expense was recognised in administrative expenses.

Actuarial assumptions

Principal actuarial assumptions at the end of reporting period (expressed as weighted averages):

Group
2011 2010

Discount rate at 31 December 5.1% 5.6%
Future salary increases 4.0% 4.0%

177
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

15. Trade and other payables


Group Company
2011 2010 2011 2010
Note RM000 RM000 RM000 RM000

Trade
Trade payables 192,092 154,958 - -

Non-trade
Amounts due to subsidiaries 15.1 - - 55,989 -
Other payables 82,237 75,097 936 1,608
Accrued expenses 104,530 110,452 5,279 8,505
Duties and other taxes payables 21,989 16,657 - -

208,756 202,206 62,204 10,113

400,848 357,164 62,204 10,113

15.1 Amounts due to subsidiaries

The non-trade payables due to subsidiaries are unsecured, interest free and repayable on
demand.

16. Revenue

Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Sales of goods 2,797,028 2,521,959 - -
Gross dividends
- subsidiaries - - 114,115 50,938
- others 1,752 399 1,752 399

2,798,780 2,522,358 115,867 51,337

17. Finance costs



Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Interest expense of financial liabilities
- loans, bankers acceptances and others 6,702 4,225 969 994
- related company - 139 - -

6,702 4,364 969 994

178
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

18. Profit before tax

Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Profit before tax is arrived at after charging:
Amortisation of franchise fees 5,061 6,736 - -
Auditors remuneration:
- Statutory audit
KPMG Malaysia 440 352 50 50
KPMG Affiliates 341 254 - -
- Other services 60 75 16 40
Depreciation of property, plant and
equipment 103,350 86,590 1,890 1,536
Impairment loss on:
- goodwill in consolidation - 17 - -
- property, plant and equipment - 10,913 - -
- trade receivables 198 - - -
Loss on disposal of property, plant and
equipment 5,008 3,920 382 -
Rental of land and buildings 162,390 145,533 2,897 3,129
Staff costs (including key management
personnel)
- Contributions to Employees Provident Fund 38,555 34,066 1,712 1,833
- Other employee benefits 136,586 129,262 2,784 4,778
- Retirement benefits 86 270 - -
- Fees 564 556 508 475
- Salaries and wages 292,884 250,902 13,383 11,296

and after crediting:


Franchise fees income 297 282 - -
Gain on disposal of property, plant and
equipment - - - 118
Interest receivable
- deposits with licensed banks 433 401 - -
- subsidiaries - - 6,380 5,997
- others 8 1 - -
Rental income
- related company 1,089 814 - -
- others 1,224 1,201 837 783
Reversal of impairment loss:
- trade receivables 45 32 - -
- property, plant and equipment - 17,651 - -

179
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

19. Key management personnel compensation

The key management personnel compensation are as follows:

Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Directors:
Fees 564 556 508 475
Remuneration 1,142 1,088 1,136 1,078
Benefits-in-kind 158 220 158 220

Total Directors remuneration 1,864 1,864 1,802 1,773

Other key management personnel:


Short-term employee benefits 3,014 2,988 2,095 2,057

Total short-term employee benefits 4,878 4,852 3,897 3,830



Other key management personnel comprises persons other than the Directors of the Group, having
authority and responsibility for planning, directing and controlling the activities of the entity either directly
or indirectly.

20. Income tax expense

Recognised in profit or loss



Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Major components of income tax


expense include:

Current income tax expense


Malaysian - current year 57,306 59,680 19,260 11,015
- prior year (11,758) (7,594) (1,462) (872)
Overseas - current year 3,650 1,729 - -
- prior year (2,748) - - -

Total current income tax 46,450 53,815 17,798 10,143

Deferred tax expense


Origination of temporary differences 14,008 6,456 480 246
Underprovided in prior years 8,464 1,860 - -

Total deferred tax 22,472 8,316 480 246

Total income tax expense 68,922 62,131 18,278 10,389

180
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

20. Income tax expense (contd)

Reconciliation of effective tax expense

Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Profit before tax 215,493 221,833 113,899 52,418

Tax at Malaysian tax rate of 25% 53,873 55,458 28,475 13,105


Effect of tax rates in foreign jurisdictions (3,568) (2,439) - -
Non-deductible expenses 24,179 16,279 2,552 2,636
Income not subject to tax (1,781) (2,860) (11,287) (4,480)
Utilisation of previously unrecognised tax
losses, unabsorbed capital allowances
and unutilised reinvestment allowances 681 (103) - -
Change in unrecognised temporary
differences 1,580 1,530 - -

74,964 67,865 19,740 11,261


Overprovided in prior years (6,042) (5,734) (1,462) (872)

Total income tax expense 68,922 62,131 18,278 10,389

Tax recognised directly in equity

Revaluation of property, plant and equipment - 10,508 - 76

21. Earnings per ordinary share

Basic earnings per ordinary share

The calculation of basic earnings per ordinary share at 31 December 2011 was based on the profit
attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding
calculated as follows:

Group
2011 2010

Profit for the year attributable to shareholders (RM000) 144,005 156,848

Weighted average number of ordinary shares in issue (000) 792,184 793,132

Basic earnings per share (sen) 18.18 19.78

181
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

21. Earnings per ordinary share (contd)

Diluted earnings per ordinary share

The calculation of diluted earnings per ordinary share at 31 December 2011 was based on the profit
attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding
after adjustment for the effects of all dilutive potential ordinary shares, calculated as follows:

Group
2011 2010

Profit for the year attributable to shareholders (RM000) 144,005 156,848

Weighted average number of ordinary shares in issue (000) 792,184 793,132


Effect of conversion of warrants (000) 5,783 5,337

Weighted average number of ordinary shares (diluted) (000) 797,967 798,469

Diluted earnings per ordinary share (sen) 18.05 19.64

22. Dividends

Dividends recognised in the current year by the Company were:

Sen Total
per share amount Date of
2011 (net of tax) RM000 payment

Second interim 2010 ordinary 4.1 32,722 31 March 2011


Interim 2011 ordinary 2.3 17,802 7 October 2011

Total amount 50,524

2010
Final 2009 ordinary 12.0 23,793 27 May 2010
First interim 2010 ordinary 7.5 14,871 30 September 2010

Total amount 38,664

The Directors do not propose any final dividend for the year ended 31 December 2011.

182
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

23. Operating segments

The Group has three reportable segments, as described below, which are the Groups strategic busi-
ness units. The strategic business units offer different products and services, and are managed sepa-
rately because they require different technology and marketing strategies. For each of the strategic
business units, the Groups Top Management Committee (TMC) reviews internal management reports
on a monthly basis. The following summary describes the operations in each of the Groups reportable
segments:

Restaurants - KFC restaurants operation


Integrated Poultry - Breeder and broiler farms, hatchery, feedmill, poultry procesing and
further processing, convenient food store chain and Rasamas
restaurants
Ancillary - All other activities other than the above reportable segments

Performance is measured based on segment profit before tax and interest as included in the internal
management reports that are reviewed by the Groups TMC. Segment profit is used to measure per-
formance as management believes that such information is the most relevant in evaluating the results
of certain segments relative to other entities that operate within these industries.

Segment assets

The total of segment asset is measured based on all assets (including goodwill) of a segment, as in-
cluded in the internal management reports that are reviewed by the Groups TMC.

Segment liabilities

The total of segment liability is measured based on all liabilities of a segment, as included in the internal
management reports that are reviewed by the Groups TMC.

Segment capital expenditure

Segment capital expenditure is the total cost incurred during the financial year to acquire property, plant
and equipment, and intangible assets other than goodwill.

183
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
23. Operating segments (contd)

Restaurants Integrated Poultry Ancillary Eliminations Consolidated
2011 2010 2011 2010 2011 2010 2011 2010 2011 2010
RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Business segments
Total external revenue 2,104,703 1,888,072 586,706 533,397 107,371 100,889 - - 2,798,780 2,522,358
Inter-segment revenue - - 321,128 287,882 293,870 261,425 (614,998) (549,307) - -

Total segment revenue 2,104,703 1,888,072 907,834 821,279 401,241 362,314 (614,998) (549,307) 2,798,780 2,522,358

Segment results 222,341 208,882 8,964 10,383 (9,110) 6,932 222,195 226,197

Unallocated expenses - -

Results from operating activities 222,195 226,197

184
Annual Report 2011
Finance costs (6,702) (4,364)
Income tax expense (68,922) (62,131)

KFC Holdings (Malaysia) BHD (65787-T)


Profit for the year 146,571 159,702
Notes to the Financial Statements
23. Operating segments (contd)

Restaurants Integrated Poultry Ancillary Eliminations Consolidated
2011 2010 2011 2010 2011 2010 2011 2010 2011 2010
RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000 RM000

Business segments
Segment assets 875,252 772,754 571,734 455,415 391,240 354,863 - - 1,838,226 1,583,032

Total assets 1,838,226 1,583,032

Segment liabilities 275,788 234,151 250,693 183,109 146,243 108,705 - - 672,724 525,965
Unallocated liabilities 74,022 51,795

Total liabilities 746,746 577,760

Capital expenditure and

185
franchise fees 180,350 163,014 121,723 47,382 41,314 14,728 - - 343,387 225,124

Annual Report 2011


Depreciation/Amortisation 72,642 62,701 25,123 23,108 10,646 7,517 - - 108,411 93,326

KFC Holdings (Malaysia) BHD (65787-T)


Impairment loss - 4,110 - 6,671 - 149 - - - 10,930
Notes to the Financial Statements
Notes to the Financial Statements

23. Operating segments (contd)

Malaysia Foreign Consolidated


2011 2010 2011 2010 2011 2010
RM000 RM000 RM000 RM000 RM000 RM000

Geographical segments
Revenue from external
customers 2,349,056 2,130,653 449,724 391,705 2,798,780 2,522,358

Non-current assets 1,170,985 967,208 105,864 79,664 1,276,849 1,046,872

Segment assets 1,655,380 1,411,788 182,846 171,244 1,838,226 1,583,032

Capital expenditure and


franchise fees 294,958 190,123 48,429 35,001 343,387 225,124

24. Financial instruments

24.1 Categories of financial instruments

The table below provides an analysis of the various categories of financial instruments:

(a) Loans and receivables (L&R);


(b) Available-for-sale financial assets (AFS); and
(c) Other financial liabilities measured at amortised cost (OL).

Carrying
amount L&R AFS
Note RM000 RM000 RM000

2011
Financial assets
Group
Other investments 7 24,282 - 24,282
Trade and other receivables
(excluding current tax assets) 9 162,076 162,076 -
Cash and cash equivalents 10 102,949 102,949 -

289,307 265,025 24,282

Company
Other investments 7 24,282 - 24,282
Trade and other receivables
(excluding current tax assets) 9 169,906 169,906 -
Cash and cash equivalents 10 1,812 1,812 -

196,000 171,718 24,282

186
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

24. Financial instruments (contd)



24.1 Categories of financial instruments (contd)

Carrying
amount OL
Note RM000 RM000

2011
Financial liabilities
Group
Loans and borrowings 12 254,249 254,249
Trade and other payables 15 400,848 400,848

655,097 655,097

Company
Loans and borrowings 12 49,400 49,400
Trade and other payables 15 62,204 62,204

111,604 111,604

Carrying
amount L&R AFS
Note RM000 RM000 RM000

2010
Financial assets
Group
Other investments 7 22,400 - 22,400
Trade and other receivables
(excluding current tax assets) 9 143,982 143,982 -
Cash and cash equivalents 10 131,712 131,712 -

298,094 275,694 22,400

Company
Other investments 7 22,400 - 22,400
Trade and other receivables
(excluding current tax assets) 9 170,233 170,233 -
Cash and cash equivalents 10 3,975 3,975 -

196,608 174,208 22,400

2010
Financial liabilities
Group
Loans and borrowings 12 152,547 152,547
Trade and other payables 15 357,164 357,164

509,711 509,711

Company
Loans and borrowings 12 20,000 20,000
Trade and other payables 15 10,113 10,113

30,113 30,113

187
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

24. Financial instruments (contd)

24.2 Net gains and losses arising from financial instruments

Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Net (losses)/gains arising on:
Available-for-sale financial assets
- recognised in other
comprehensive income 599 1,521 599 1,521
Loans and receivables 288 434 6,380 5,997
Financial liabilities measured
at amortised cost (6,702) (4,364) (969) (994)

(5,815) (2,409) 6,010 6,524

24.3 Financial risk management

The Group has exposure to the following risks from its use of financial instruments:

Credit risk
Liquidity risk
Market risk

24.4 Credit risk

Credit risk is the risk of a financial loss to the Group if a customer or counterparty to a financial
instrument fails to meet its contractual obligations. The Groups exposure to credit risk arises
principally from its receivables from customers. The Companys exposure to credit risk arises
principally from loans and advances to subsidiaries and financial guarantees given to banks for
credit facilities granted to subsidiaries.

Receivables

Risk management objectives, policies and processes for managing the risk

The Group trades only with recognised and trustworthy third parties. It is the Groups policy that
all customers who wish to trade on credit terms are subject to credit verification procedures. In
addition, receivable balances are monitored on an ongoing basis and the Groups exposure to
bad debt is not significant. For transactions that are not denominated in the functional currency
of the relevant operating unit, the Group does not offer credit terms without the specific approval
of the Head of Credit Control.

Exposure to credit risk, credit quality and collateral

The Group does not have any significant exposure to any individual customer or counterparty
nor does it have any major concentration of credit risk related to any financial instruments.

As the Groups transactions are substantially on cash basis, its credit risk is minimal.

188
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

24. Financial instruments (contd)

24.4 Credit risk (contd)

Receivables (contd)

The ageing of receivables as at the end of the reporting period was:

Individual
Group Gross impairment Net
RM000 RM000 RM000

2011
Not past due 32,069 - 32,069
Past due 0 30 days 21,876 - 21,876
Past due 31 120 days 10,432 - 10,432
Past due more than 120 days 2,503 (1,026) 1,477

66,880 (1,026) 65,854

2010
Not past due 24,208 - 24,208
Past due 0 30 days 1,005 - 1,005
Past due 31 120 days 20,477 - 20,477
Past due more than 120 days 2,112 (1,352) 760

47,802 (1,352) 46,450

The movements in the allowance for impairment losses of receivables during the financial year were:

Group
2011 2010
RM000 RM000

At 1 January 1,352 1,639


Impairment loss recognised 198 -
Impairment loss reversed (45) (32)
Impairment loss written off (479) (255)

At 31 December 1,026 1,352

Financial guarantees

Risk management objectives, policies and processes for managing the risk

The Company provides unsecured financial guarantees to banks in respect of banking facilities
granted to certain subsidiaries. The Company monitors on an ongoing basis the results of the
subsidiaries and repayments made by the subsidiaries.

Exposure to credit risk, credit quality and collateral

The maximum exposure to credit risk amounted to RM231,911,000 (2010: RM141,958,000)


representing the outstanding banking facilities of the subsidiaries as at the end of the reporting
period.

As at the end of the reporting period, there was no indication that any subsidiary would default
on repayment.

The financial guarantees provided were not recognised since the fair value on initial recognition
was not material.
189
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

24. Financial instruments (contd)

24.4 Credit risk (contd)

Inter company balances

Risk management objectives, policies and processes for managing the risk

The Company provides unsecured loans and advances to subsidiaries. The Company monitors
the results of the subsidiaries regularly.

Exposure to credit risk, credit quality and collateral

As at the end of the reporting period, the maximum exposure to credit risk was represented by
their carrying amounts in the statement of financial position.

Impairment losses

As at the end of the reporting period, there was no indication that the loans and advances to
the subsidiaries are not recoverable.

24.5 Liquidity risk

The Group manages its debt maturity profile, operating cash flows and the availability of funding
so as to ensure that all refinancing, repayment and funding needs are met. As part of its overall
prudent liquidity management, the Group maintains sufficient levels of cash or cash convertible
investments to meet its working capital requirements. In addition, the Group strives to maintain
available banking facilities of a reasonable level to its overall debt position. As far as possible,
the Group raises committed funding from both capital markets and financial institutions and
prudently balances its portfolio with some short term funding so as to achieve overall cost
effectiveness.

190
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
24. Financial instruments (contd)

24.5 Liquidity risk (contd)


Maturity analysis
The table below summarises the maturity profile of the Groups financial liabilities as at the end of the reporting period based on undiscounted contractual payments:
Carrying Contractual Contractual Under 1 1 - 2 2 5 More than
amount interest rate cash flows year years years 5 years
Group Note RM000 % RM000 RM000 RM000 RM000 RM000

2011
Term loans
- secured 12 47,077 3.97 71,249 5,866 6,208 25,129 34,046
- unsecured 12 165,172 4.14 186,962 31,663 34,520 120,779 -
Bankers acceptance unsecured 12 34,000 3.54 34,240 34,240 - - -
Revolving credit unsecured 12 8,000 3.72 8,024 8,024 - - -
Trade and other payables 15 400,848 - 400,848 400,848 - - -

191
655,097 701,323 480,641 40,728 145,908 34,046

Annual Report 2011


Company
2011

KFC Holdings (Malaysia) BHD (65787-T)


Term loans
- secured 12 46,400 3.97 70,481 5,449 5,857 25,129 34,046
Revolving credit unsecured 12 3,000 3.72 3,009 3,009 - - -
Trade and other payables 15 62,204 - 62,204 62,204 - - -
Notes to the Financial Statements

111,604 135,694 70,662 5,857 25,129 34,046


24. Financial instruments (contd)

24.5 Liquidity risk (contd)


Maturity analysis (contd)
Carrying Contractual Contractual Under 1 1 - 2 2 5 More than
amount interest rate cash flows year years years 5 years
Group Note RM000 % RM000 RM000 RM000 RM000 RM000

2010
Term loans
- secured 12 22,167 4.10 22,988 20,769 502 606 1,111
- unsecured 12 119,698 3.52 143,573 30,829 24,147 88,597 -
Bankers acceptance unsecured 12 5,682 3.23 5,866 5,866 - - -
Revolving credit unsecured 12 5,000 3.47 5,015 5,015 - - -
Trade and other payables 15 357,164 - 357,164 357,164 - - -

509,711 534,606 419,643 24,649 89,203 1,111

192
Company

Annual Report 2011


2010
Term loans

KFC Holdings (Malaysia) BHD (65787-T)


- secured 12 20,000 4.08 20,094 20,094 - - -
Trade and other payables 15 10,113 - 10,113 10,113 - - -

30,113 30,207 30,207 - - -


Notes to the Financial Statements
Notes to the Financial Statements

24. Financial instruments (contd)

24.6 Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest
rates and other prices which will affect the Groups financial position or cash flows.

24.6.1 Currency risk

The foreign currency risk of the Group arises from subsidiaries operating in foreign countries,
which generate revenue and incur costs denominated in foreign currencies. The currency
exposure is primarily Singapore Dollars (SGD), Indian Rupees (Rs), Brunei Dollars (B$) and US
Dollars (USD).

The Group is exposed to foreign currency risk on purchases that are denominated in a currency
other than the respective functional currencies of Group entities. The currencies giving rise to this
risk are primarily US Dollars.

Risk management objectives, policies and processes for managing the risk

The Group does not enter into any hedging activities. Hence, is not exposed to any hedging
risk.

Exposure to foreign currency risk

The Groups exposure to foreign currency (a currency which is other than the currency of the
Group entities) risk, based on carrying amounts as at the end of the reporting period was:

Denominated in
Group SGD Rs B$ USD
RM000 RM000 RM000 RM000

2011
Trade and other receivables 976 382 - -
Term loans - unsecured - (11,700) - (31,779)
Trade and other payables (37,341) (742) (1,017) -

Exposure in the statement of


financial position (36,365) (12,060) (1,017) (31,779)

2010
Trade and other receivables 1,064 16 11 -
Term loans - unsecured - - - (18,511)
Trade and other payables (35,987) (1,622) (935) -

Exposure in the statement of


financial position (34,923) (1,606) (924) (18,511)

Currency risk sensitivity analysis

The exposure to currency risk of Group entities which functional currency is other than RM is not
material and hence, sensitivity analysis is not presented.

193
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

24. Financial instruments (contd)

24.6 Market risk (contd)

24.6.2 Interest rate risk

The Groups interest rate risk arises primarily from interest-bearing borrowings. Borrowings at
floating rates expose the Group to cash flow interest rate risk. Borrowings obtained at fixed rates
expose the Group to fair value interest rate risk.

Risk management objectives, policies and processes for managing the risk

The Group manages its interest rate exposure by maintaining a mix of fixed and floating rate
borrowings.

Exposure to interest rate risk

The interest rate profile of the Groups and the Companys significant interest-bearing financial
instruments, based on carrying amounts as at the end of the reporting period was:

Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Fixed rate instruments


Financial assets 23,446 52,893 177 125
Financial liabilities (42,000) (10,682) (3,000) -

(18,554) 42,211 (2,823) 125

Floating rate instruments


Financial liabilities (212,249) (141,865) (46,400) (20,000)

Interest rate risk sensitivity analysis

(a) Fair value sensitivity analysis for fixed rate instruments

The Group does not account for any fixed rate financial assets and liabilities at fair value
through profit or loss, and the Group does not designate derivatives as hedging instruments
under a fair value hedged accounting model. Therefore, a change in interest rates at the end
of the reporting period would not affect profit or loss.

(b) Cash flow sensitivity analysis for variable rate instruments

A change of 50 basis points (bp) in interest rates at the end of the reporting period would
have increased/(decreased) equity and post-tax profit or loss by the amounts shown below.
This analysis assumes that all other variables, in particular foreign currency rates, remained
constant.

Profit or loss Profit or loss


50 bp 50 bp 50 bp 50 bp
increase decrease increase decrease
2011 2011 2010 2010
RM000 RM000 RM000 RM000

Group
Floating rate instruments 796 (796) 532 (532)

Company
Floating rate instruments 174 (174) 75 (75)

194
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

24. Financial instruments (contd)

24.6 Market risk (contd)

24.6.3 Other price risk

Equity price risk arises from the Groups investments in equity securities.

Risk management objectives, policies and processes for managing the risk

Management of the Group monitors the equity investments on a portfolio basis. Material
investments within the portfolio are managed on an individual basis and all buy and sell decisions
are approved by the Risk Management Committee of the Group.

24.7 Fair value of financial instruments

The carrying amounts of cash and cash equivalents, short term receivables and payables and
short term borrowings approximate fair values due to the relatively short term nature of these
financial instruments.

The fair values of other financial assets and liabilities, together with the carrying amounts shown
in the statement of financial position, were as follows:

2011 2010
Carrying Fair Carrying Fair
Group amount value amount value
Note RM000 RM000 RM000 RM000

Quoted shares
- in Malaysia 7 24,282 24,282 22,400 22,400
Term loans - non-current
- secured 12 (46,708) (46,708) (1,610) (1,610)
- unsecured 12 (141,796) (141,796) (104,235) (104,235)

Company
Quoted shares
- in Malaysia 7 24,282 24,282 22,400 22,400
Term loans - non-current
- secured 12 (46,400) (46,400) - -

The following summarises the methods used in determining the fair value of financial instruments
reflected in the above table.

Investments in equity securities

The fair values of financial assets that are quoted in an active market are determined by reference
to their quoted closing bid price at the end of the reporting period.

195
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

24. Financial instruments (contd)

24.7 Fair value of financial instruments (contd)

Non-derivative financial liabilities

Fair value, which is determined for disclosure purposes, is calculated based on the present value
of future principal and interest cash flows, discounted at the market rate of interest at the end of
the reporting period.

Interest rates used to determine fair value

The interest rates used to discount estimated cash flows, where applicable, were as follows:

2011 2010

Group
Loans and borrowings 2.72% - 10.75% 2.55% 5.15%

Company
Loans and borrowings 3.97% 4.08%

24.7.1 Fair value hierarchy

Comparative figures were not presented for 31 December 2010 by virtue of the exemption
provided in paragraph 44G of FRS 7.

The table below analyses financial instruments carried at fair value, by valuation method. The
different levels have been defined as follows:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the
asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3: Inputs for the asset or liability that are not based on observable market data
(unobservable inputs).

Level 1 Level 2 Level 3 Total


Group and Company RM000 RM000 RM000 RM000

2011
Financial assets
Quoted shares in Malaysia 24,282 - - 24,282

25. Capital management

The Groups objectives when managing capital is to maintain a strong capital base and safeguard the
Groups ability to continue as a going concern, so as to maintain investor, creditor and market confidence
and to sustain future development of the business. The Directors monitor and determine to maintain an
optimal debt-to-equity ratio that complies with debt covenants and regulatory requirements.

196
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

25. Capital management (contd)



During 2011, the Groups strategy, which was unchanged from 2010, was to maintain the debt-to-
equity ratio at the lower end range within 0.5:1 to 1:1. The debt-to-equity ratios at 31 December 2011
and at 31 December 2010 were as follows:

Group
2011 2010
RM000 RM000

Total borrowings (Note 12) 254,249 152,547
Less: Cash and cash equivalents (Note 10) (102,949) (131,712)

Net debt 151,300 20,835

Total equity attributable to owners of the Company 1,074,215 990,247

Debt-to-equity ratios 0.14 0.02

There were no changes in the Groups approach to capital management during the financial year.

Under the requirement of Bursa Malaysia Practice Note No. 17/2005, the Company is required to
maintain a consolidated shareholders equity equal to or not less than the 25 percent of the issued and
paid-up capital (excluding treasury shares) and such shareholders equity is not less than RM40 million.
The Company had complied with this requirement.

The Group is also required to maintain a maximum debt-to-equity ratio of 2.0 to comply with a bank
covenant, failing which, the bank may call an event of default. The Group has complied with this
covenant.

26. Operating leases

Leases as lessee

Non-cancellable operating lease rentals were payable as follows:

Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Less than one year 94,827 97,729 2,885 2,884


Between one and five years 105,816 120,156 5,769 8,654
More than five years - 632 - -

200,643 218,517 8,654 11,538


The Group and the Company has entered into non-cancellable operating lease agreements for the
use of land and buildings. These leases have an average term of fifteen (15) years with no renewal or
purchase option included in the contracts. Certain contracts include escalation clauses or contingent
rental arrangements computed based on sales achieved while others include fixed rentals for an average
of three (3) years. There are no restrictions placed upon the Group and the Company by entering into
these leases.

197
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

27. Capital commitments


Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Property, plant and equipment


Authorised but not contracted for 290,939 284,315 2,556 2,720
Contracted but not provided for 18,920 17,627 922 922

309,859 301,942 3,478 3,642

28. Contingent liabilities


Company
2011 2010
RM000 RM000

Unsecured
Corporate guarantees in favour of various financial institutions in respect
of credit facilities extended to and performance by certain subsidiaries 231,911 141,958

29. Related parties

For the purposes of these financial statements, parties are considered to be related to the Group or
the Company if the Group or the Company has the ability, directly or indirectly, to control the party or
exercise significant influence over the party in making financial and operating decisions, or vice versa, or
where the Group or the Company and the party are subject to common control or common significant
influence. Related parties may be individuals or other entities.

Key management personnel are defined as those persons having authority and responsibility for planning,
directing and controlling the activities of the Group either directly or indirectly. The key management
personnel includes all the Directors of the Group, and certain members of senior management of the
Group.

The significant related party transactions of the Group and the Company, other than key management
personnel compensation (disclosed in Note 19), were as follows:

Transaction value
for year ended
31 December
Group 2011 2010
RM000 RM000

Ultimate holding corporation
Rendering of services 268 116

Holding companies
Sale of goods - 3

Related companies
Gross dividends 1,752 399
Sale of goods 100,473 96,836
Purchase of goods 7,654 14,725
Purchase of apparels 43 -
Purchase of balloons 8 8
Purchase of printing, publication materials 109 69
Purchase of souvenir and gifts 8 9
Rendering of services 5,027 7,597
Interest payable - 139
Allocation of expenses 6,087 5,831
Management fees income 2,993 4,061
Equipment rental payable 133 224

198
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

29. Related parties (contd)



Transaction value
for year ended
31 December
Group 2011 2010
RM000 RM000

Related companies (contd)
Forwarding services payable 69 66
Rental income 1,300 1,235
Rental payable 2,218 340
Commission income 786 767
Purchase of property, plant and equipment 830 202
Sale of used cooking oil 1,028 951

Related parties
Rendering of services 312 165
Purchase of goods 524 -

Company
Ultimate holding corporation
Rendering of services 103 64

Subsidiaries
Gross dividends 114,115 50,938
Management fees income 22,986 29,670
Interest receivable 6,380 5,997

Related companies
Gross dividends 1,752 399
Management fees income 2,993 4,061
Rendering of services 2,521 2,250
Rental income 210 210
Purchase of souvenir and gifts 5 4
Purchase of equipment 27 -

Related parties
Rendering of services 35 26

There were no material outstanding balances as at reporting period other than that disclosed in
Note 9 and Note 15.

There was no impairment loss provided in respect of these balances outstanding at year end.

199
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

30. Acquisitions of subsidiaries by the Group

Acquisition of subsidiaries in 2011

(i) On 1 November 2010, the Company announced that it had via its wholly-owned subsidiary,
Ayamas Food Corporation Sdn Bhd, entered into Sale and Purchase of Shares Agreements for the
acquisition of:

a. 90.0% of the issued and paid-up share capital of Southern Poultry Farming Sdn Bhd;
b. 84.8% of the issued and paid-up share capital of Synergy Poultry Farming Sdn Bhd;
c. 90.0% of the issued and paid-up share capital of Ventures Poultry Farm Sdn Bhd; and
d. 100% of the issued and paid-up share capital of Agrotech Farm Solutions Sdn Bhd

for a total cash consideration of RM1,111,951. These acquisitions were completed on 14 January
2011.

(ii) On 11 March 2011, the Company announced that it had via its wholly-owned subsidiary, Ayamas
Shoppe Sdn Bhd, incorporated a company, ie. Ayamas Shoppe (Sabah) Sdn Bhd pursuant to the
Joint Venture Agreement dated 27 October 2010 with Rastamas Trading Sdn Bhd for the purpose
of operating Kedai Ayamas business in Sabah.

Disposal of interest in subsidiary in 2011

(iii) On 2 August 2011, the Company announced that it had through KFC Marketing Sdn Bhd entered
into a Sale and Purchase of Shares incorporating Shareholders Agreement with Ayamazz Sdn Bhd
and Mohamed Hashim bin Mohd Kamil (Intrapreneur).

The agreement enables the Intrapreneur to subscribe/purchase ordinary shares representing


up to 25% equity interest in Ayamazz Sdn Bhd arising from the implementation of the Groups
Intrapreneur Scheme.

During the year, the Group disposed off 10% of its interest in Ayamazz Sdn Bhd for a cash
consideration of RM50,000.

These acquisitions have the following effect on the Groups assets and liabilities on acquisition date:

Recognised
values on
acquisition
RM000

Property, plant and equipment 18
Inventories 761
Trade and other receivables 16
Cash and cash equivalents 1,248
Current tax assets 74
Trade and other payables (1,204)
Non-controlling interests (619)

Net identifiable assets and liabilities 294


Intangible assets arising from acquisition 818

Consideration paid, satisfied in cash 1,112


Cash and cash equivalents acquired (1,248)

Net cash inflow (136)

200
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

30. Acquisitions of subsidiaries by the Group (contd)



Book value at the date of these acquisitions were determined based on the applicable FRSs immediately
before these acquisitions. The book value at the date of acquisition of identifiable assets and liabilities
recognised on acquisition approximates the fair values of their carrying amounts. The fair values are
provisional and may be used for a period of 12 months from acquisition. The effect of net profits and
net assets contributed by these companies is not material in relation to the consolidated net profit and
net assets of the Group for the year.

Acquisition of subsidiaries in 2010

(i) On 18 September 2009, the Company announced that it had entered into a Share Sale Agreement for
the acquisition of the entire equity interest in KFCIC Assets Sdn Bhd (formerly known as Paramount
Management Sdn Bhd) and KFCH Education (M) Sdn Bhd (formerly known as Paramount Holdings
(M) Sdn Bhd), comprising 500,000 ordinary shares each and the entire equity interest in Gratings
Solar Sdn Bhd comprising 200,000 ordinary shares, at a total cash consideration of RM6.5 million.
The acquisition was completed on 29 January 2010.

(ii) On 16 July 2010, the Company announced that it had jointly with QSR Brands Bhd established a
non-governmental and non-profitable company, i.e. Yayasan Amal Bistari for the primary purposes
of regulating and driving all Corporate Responsibility endeavours and programmes.

(iii) On 4 October 2010, the Company announced that it had acquired the entire issued and paid-up
share capital of Cemerlang Sinergi Sdn Bhd and Efinite Revenue Sdn Bhd comprising 2 ordinary
shares of RM1.00 each and at a total cash consideration of RM2.00, for each of the companies.

(iv) On 27 October 2010, the Company via its wholly-owned subsidiary, Ayamas Shoppe Sdn Bhd,
acquired the entire issued and paid-up share capital of Ayamas Shoppe (S) Pte Ltd comprising 2
ordinary shares of SGD1.00 each for a total cash consideration of SGD2.00.

(v) On 18 November 2010, the Company announced that it had via its subsidiary, KFC (B) Sdn Bhd,
incorporated a subsidiary in Brunei, i.e. Ayamas Shoppe (Brunei) Sendirian Berhad.

(vi) On 13 December 2010, the Company announced that it had via its subsidiary, Pune Chicken
Restaurants Private Limited, entered into a Share Purchase Agreement for the acquisition of the
entire equity interest in Kernel Foods Private Limited for a cash consideration of Rs. 12,00,000/-
(Rupees Twelve Lacs only) amounted to approximately RM83,565.

These acquisitions have the following effect on the Groups assets and liabilities on acquisition date:

Recognised
values on
acquisition
RM000

Property, plant and equipment 4,005


Inventories 109
Trade and other receivables 549
Cash and cash equivalents (bank overdraft) (385)
Loans and borrowings (1,023)
Deferred tax liabilities (31)
Trade and other payables (597)
Current tax liabilities (39)
Non-controlling interests (96)

Net identifiable assets and liabilities 2,492


Intangible assets arising from acquisition 6,636

Consideration paid, satisfied in cash 9,128


Cash and cash equivalents acquired (bank overdraft) 385

Net cash outflow 9,513

201
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

30. Acquisitions of subsidiaries by the Group (contd)

Acquisition of subsidiaries in 2010 (contd)

The effect of net profits and net assets contributed by these companies is not material in relation to the
consolidated net profit and net assets of the Group for the year.

Acquisition-related costs

The Groups acquisition-related costs in relation to external legal fees have been included in other
expenses in the Groups consolidated statement of comprehensive income and are not material to the
Groups net profit for the year.

31. Significant events

(i) On 19 September 2011, the Company announced the re-organisation of its group structure
resulting in the Company purchasing the following subsidiaries:

Cost
Target Companies Vendor RM000

KFC (Sarawak) Sdn Bhd KFC (East Malaysia) Sdn Bhd 2,198
KFC (Sabah) Sdn Bhd KFC (East Malaysia) Sdn Bhd 4,363
KFC (Peninsular Malaysia) Sdn Bhd KFC Restaurants Holdings Sdn Bhd 9,250
Kentucky Fried Chicken (Malaysia) KFC Restaurants Holdings Sdn Bhd 2,406
Sendirian Berhad
Asburys (Malaysia) Sdn Bhd KFC Restaurants Holdings Sdn Bhd 1,145
WQSR Holdings (S) Pte Ltd KFC Restaurants Holdings Sdn Bhd 10,000
KFC (East Malaysia) Sdn Bhd KFC Restaurants Holdings Sdn Bhd 6,038
Ayamas Shoppe Sdn Bhd Ayamas Food Corporation Sdn Bhd 1,829
Rasamas Holdings Sdn Bhd Ayamas Food Corporation Sdn Bhd 3,000

40,229

(ii) Reference is made to the announcement made by the Company in relation to the letter of offer by
Massive Equity Sdn Bhd (MESB) dated 14 December 2011, wherein MESB stated its intention to
acquire the entire business and undertaking of KFC, including all assets and liabilities of KFC, at an
aggregate cash consideration equivalent to:-

(a) RM4.00 per ordinary share of RM0.50 each held in KFC (KFC Share) multiplied by the total
outstanding KFC Shares (less treasury shares, if any) at a date to be determined later; and

(b) RM1.00 per warrant of KFC (KFC Warrant) multiplied by the total outstanding number of KFC
Warrants in issue at a date to be determined later.

(hereinafter referred to as the KFC Offer)

MESB had also on even date made an offer to acquire substantially all the business and undertaking
of QSR Brands Bhd (QSR), including substantially all of the assets and liabilities of QSR (QSR
Offer). The KFC Offer and the QSR Offer are inter-conditional.

The Company had on 21 December 2011 announced that the Board (save for the Interested
Directors under the KFC Offer) had considered, inter-alia, the views of the Main Adviser and
the Independent Adviser and all other relevant aspects of the KFC Offer. Pursuant thereto, the
Independent Directors of KFC had agreed to accept the KFC Offer subject to further negotiations
and mutual agreement on terms and conditions to be incorporated into the definitive sale and
purchase agreement.

The KFC Offer is in the midst of being implemented for Shareholders and Warrantholders approval,
with the details to be announced in due course.

202
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Notes to the Financial Statements

32. Supplementary information on the breakdown of realised and unrealised


profits or losses

Pursuant to Paragraph 2.06 and 2.23 of Bursa Malaysia Main Market Listing Requirements, the
breakdown of the retained earnings of the Group and of the Company as at 31 December, into realised
and unrealised profits were as follows:

Group Company
2011 2010 2011 2010
RM000 RM000 RM000 RM000

Total retained earnings of the Company
and its subsidiaries:
- realised 588,019 471,260 223,490 177,739
- unrealised (57,612) (35,140) (1,120) (640)

530,407 436,120 222,370 177,099
Add: Consolidation adjustments 45,613 46,106 - -

Total retained earnings 576,020 482,226 222,370 177,099


The determination of realised and unrealised profits is based on the Guidance of Special Matter No.1,
Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to
Bursa Malaysia Securities Berhad Listing Requirements, issued by Malaysian Institute of Accountants
on 20 December 2010.

203
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Statement by Directors
pursuant to Section 169(15) of the Companies Act, 1965

In the opinion of the Directors, the financial statements set out on pages 131 to 202 are drawn up in
accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia so as to give a
true and fair view of the financial position of the Group and of the Company at 31 December 2011 and of
their financial performance and cash flows for the financial year then ended.

In the opinion of the Directors, the information set out in Note 32 to the financial statements has been compiled
in accordance with the Guidance of Special Matter No.1, Determination of Realised and Unrealised Profits
or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements,
issued by the Malaysian Institute of Accountants, and presented based on the format prescribed by Bursa
Malaysia Securities Berhad.

Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:

Kamaruzzaman bin Abu Kassim


Chairman

Jamaludin bin Md Ali


Managing Director/Chief Executive Officer

Kuala Lumpur

Date: 7 March 2012

Statutory Declaration
pursuant to Section 169(16) of the Companies Act, 1965

I, Sheik Sharufuddin bin Sheik Mohd, being the Officer primarily responsible for the financial management
of KFC Holdings (Malaysia) Bhd, do solemnly and sincerely declare that the financial statements set out on
pages 131 to 203 are, to the best of my knowledge and belief, correct and I make this solemn declaration
conscientiously believing the same to be true, and by virtue of the provisions of the Statutory Declarations
Act, 1960.

Subscribed and solemnly declared by the above named in Kuala Lumpur on 7 March 2012.

Sheik Sharufuddin bin Sheik Mohd

Before me:
Faridah binti Abdul Hamid (W420)
Commissioner for Oaths

204
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Independant AuditorsReport
to the members of KFC Holdings (Malaysia) Bhd

Report on the Financial Statements

We have audited the financial statements of KFC Holdings (Malaysia) Bhd, which comprise the statements
of financial position as at 31 December 2011 of the Group and of the Company, and the statements of
comprehensive income, changes in equity and cash flows of the Group and of the Company for the year
then ended, and a summary of significant accounting policies and other explanatory information, as set out
on pages 131 to 202.

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 in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia,
and for such internal control as the Directors determine are necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.

Auditors Responsibility

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

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

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

Opinion

In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting
Standards and the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial
position of the Group and of the Company as of 31 December 2011 and of their financial performance and
cash flows for the year then ended.

205
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Independant AuditorsReport
to the members of KFC Holdings (Malaysia) Bhd

Report on Other Legal and Regulatory Requirements

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

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

b) We have considered the accounts and the auditors reports of all the subsidiaries of which we have not
acted as auditors, which are indicated in Note 6 to the financial statements.

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

d) The audit reports on the accounts of the subsidiaries did not contain any qualification or any adverse
comment made under Section 174(3) of the Act.

Other Reporting Responsibilities

Our audit was made for the purpose of forming an opinion on the financial statements taken as a whole. The
information set out in Note 32 to the financial statements has been compiled by the Company as required
by the Bursa Malaysia Securities Berhad Listing Requirements. We have extended our audit procedures to
report on the process of compilation of such information. In our opinion, the information has been properly
compiled, in all material respects, in accordance with the Guidance of Special Matter No.1, Determination of
Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities
Berhad Listing Requirements, issued by the Malaysian Institute of Accountants and presented based on the
format prescribed by Bursa Malaysia Securities Berhad.

Other Matters

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

KPMG Johan Idris


Firm Number: AF 0758 Approval Number: 2585/10/12(J)
Chartered Accountants Chartered Accountant

Petaling Jaya

Date: 7 March 2012

206
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

AGRICULTURAL PROPERTIES

SELANGOR

Geran 24766 Lot 1462, Mukim Beranang 15/12/2010 22 Freehold - 63 acres Breeder farm 13,043
Daerah Hulu Langat

HS (D) 20746 PT153 15/12/2010 13 Leasehold 25/01/2105 32 acres Breeder farm & hatchery 9,684
Bandar Baru Salak Tinggi, District of Sepang

KEDAH

Geran 34780 Lot 1908, Mukim Sidam Kiri 27/11/2011 9 Freehold - 47.28 acres Breeding farm & hatchery 15,249

207
Daerah Kuala Muda, Kedah

Annual Report 2011



NEGERI SEMBILAN

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011

Geran 22067 Lot 3468, Mukim Linggi 15/12/2010 21 Freehold - 55 acres Breeder farm 5,222
Daerah Port Dickson

Geran 6348 PT 2149, Mukim Lenggeng 15/12/2010 21 Freehold - 20 acres Breeder farm 2,939
List of Properties Held

Daerah Seremban

Lot 559 Mukim Gemencheh, Daerah Tampin 15/12/2010 15 Freehold - 30,557 Breeder farm 4,805

HS (D) 5977-5980 PT 924-927 15/12/2010 - Freehold - 20 acres Vacant land for future expansion 1,362
Mukim Titian Bintangor, Daerah Rembau

Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

MELAKA

Lots 1375-1397, 1689 and 1706 15/12/2010 21 Freehold - 151 acres Breeder farm 9,760
Mukim Ayer Paabas, Daerah Alor Gajah

PM 1026 Lot 2294, Mukim Machap 15/12/2010 16 Leasehold 27/05/2038 6 acres Contract broiler farming 203
Daerah Alor Gajah

JOHOR

Mukim of Mersing, District of Johor 15/12/2010 - Freehold - 855 acres Vacant land and oil palm estate 44,000

Part of Lot land held under PTD 9374 02/11/2011 1 Leasehold 16/08/2081 400 acres Broiler farms 33,007

208
HSD 14897 Mukim Bukit Batu

Annual Report 2011


Daerah Kulai Jaya, Johor

COMMERCIAL PROPERTIES

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011


List of Properties Held

PERLIS

9 Persiaran Putra Timur Satu 15/12/2010 17 Leasehold 25/09/2092 2,660 Double-storey intermediate 368
02000 Kuala Perlis shophouse for storage and
accommodation
KEDAH

Lot No 269 Pekan Dindong 15/12/2010 17 Freehold - 3,260 3-storey intermediate shopoffice 443
07000 Kuah Langkawi for warehouse, commissary and
staff hostel

Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

KEDAH (contd)

45 Arked Pokok Asam, Langkawi Mall 15/12/2010 16 Freehold - 4,077 Double-storey corner shophouse 648
07000 Kuah, Langkawi for restaurant

46 & 47 Lengkok Cempaka 1 15/12/2010 13 Freehold - 7,220 3-storey corner and intermediate 475
Persiaran Cempaka, 08000 Amanjaya shopoffices for restaurant and hostel

No. 5 Bangunan Joota Brothers 10/10/2011 21 Freehold - 1,240 2-storey shopoffice for restaurant 495
Jalan Sungai Korok, 06000 Jitra

PULAU PINANG

209
34 Jalan Mahsuri, 11950 Bandar Bayan Baru 15/12/2010 19 Leasehold 15/05/2090 7,176 Double-storey shophouse 2,656

Annual Report 2011


for restaurant

3A-G-18 Blok 3A, Kompleks Bukit Jambul 15/12/2010 15 Freehold - 2,972 Ground floor of a shopping complex 2,431

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011

Jalan Rumbia, 11900 Pulau Pinang for restaurant


List of Properties Held


Unit No G-103 Megamal Pinang 15/12/2010 15 Leasehold 04/07/2094 3,342 Ground floor of a shopping complex 1,683
2828 Jalan Baru, Bandar Perai Jaya for restaurant
13600 Seberang Perai Tengah

Parcel No S-C1-05, Pusat Bandar 15/12/2010 8 Freehold - 2,798 Double-storey intermediate 247
Nibong Tebal, 14300 Pulau Pinang shophouse for restaurant

1-5G, 1-6G & 1-9G, Eden Parade 15/12/2010 11 Freehold - 4,397 3 adjoining ground and mezzanine 1,512
Jalan Sungai Emas, 11100 Batu Ferringhi floors of a shopping complex
for restaurant


Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

PULAU PINANG (contd)

GF-12A Queensbay Mall 15/12/2010 6 Freehold - 5,870 Ground floor of a shopping complex 6,848
100 Persiaran Bayan Indah for restaurant
11900 Bayan Lepas, Pulau Pinang

Geran No. 23532 Lot 599 15/12/2010 - Freehold - 30,453 Plot of land with a colonial heritage 9,600
Seksyen 5 Bandar Georgetown bungalow
No.10-A Jln Masjid Negeri
11600 Daerah Timor Laut, Penang

PERAK

210
79 Jalan Dato Lau Pak Khuan 15/12/2010 41 Freehold - 4,980 Double-storey intermediate 589

Annual Report 2011


Ipoh Garden, 31400 Ipoh shophouse for restaurant

65 Jalan Dato Onn Jaafar, 30300 Ipoh 15/12/2010 25 Freehold - 19,375 6-storey commercial building for 1,750

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011

restaurant and staff hostel


List of Properties Held

158 Jalan Idris, 31900 Kampar 15/12/2010 27 Freehold - 7,542 3-storey shopoffice for restaurant 589

PTD 217643 Jalan Kuala Kangsar 15/12/2010 - Freehold - 43,561 Vacant land for restaurants 6,717
Daerah Hulu Kinta, Klebang, Ipoh

SELANGOR

18A Ground Floor, Jalan SS6/3 15/12/2010 23 Freehold - 1,490 Ground floor of a 5-storey 801
Kelana Jaya, 47301 Petaling Jaya shophouse for retail outlet
Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

SELANGOR (contd)

60 & 62 Jalan PJS 11/28A, Bandar Sunway 15/12/2010 16 Leasehold 11/03/2095 15,237 2 units of 4-storey shopoffice 4,719
46150 Petaling Jaya & 28/12/2092 for restaurant, office and hostel

9 Jalan Taiping, 41400 Klang 15/12/2010 31 Freehold - 12,202 4-storey corner shophouse 1,963
for restaurant and staff hostel

18 & 20 Jalan Sulaiman, 43000 Kajang 15/12/2010 30 Freehold - 17,088 4-storey shophouse for restaurant 4,667

Lot PT 12209, Mukim Damansara 15/12/2010 - Leasehold 01/11/2092 95,788 Vacant land for restaurant 7,902
Daerah Petaling

211
2105 Jalan 3/1, Bandar Baru Sungai Buloh 15/12/2010 22 Leasehold 13/03/2087 2,423 Double-storey shophouse for 639

Annual Report 2011


47000 Sungai Buloh restaurant

Lot C1-091, Kompleks Galaxy Ampang 15/12/2010 8 Leasehold 20/10/2084 4,108 Concourse level of shopping centre 1,466

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011

Jalan Dagang 5, Taman Dagang for restaurant


List of Properties Held

68000 Ampang

Lot PT 5665, Pekan Puchong Perdana 15/12/2010 - Leasehold 28/05/2108 5,000 Vacant land for restaurant 3,959
Daerah Petaling

Blok B Jalan Prima 5/5 15/12/2010 9 Freehold - 5,968 4-storey shopoffice 4,181
Persiaran Prima Utama, Taman Puchong Prima
47100 Puchong
Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

W.P. KUALA LUMPUR



Lot 14083 Jalan Kuchai Lama 15/12/2010 6 Leasehold 08/02/2064 8,052 Single-storey building for restaurant 6,660
58200 Kuala Lumpur

437 Jalan Ipoh, 51200 Kuala Lumpur 15/12/2010 29 Freehold - 13,294 5-storey corner lot commercial 3,969
building for restaurant & staff training

140 Jalan Raja Laut, 50350 Kuala Lumpur 15/12/2010 39 Freehold - 6,437 4-storey intermediate shophouse 2,488
for restaurant and staff hostel

Lot PT 16805, Jalan Prima 1, Metro Prima 15/12/2010 11 Leasehold 28/04/2096 11,000 Double-storey building for restaurants 10,933
Off Jalan Kepong, 52100 Kuala Lumpur

212
Annual Report 2011
Lot PT 6878, Jalan 8/27A Wangsa Maju 15/12/2010 9 Leasehold 19/04/2083 11,768 Single-storey building for restaurants 12,738
53300 Kuala Lumpur

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011

No. 23 & 24 Jalan 54, Desa Jaya Kepong 15/12/2010 29 Leasehold 08/03/2081 13,587 2 adjoining units of 4-storey 3,619
List of Properties Held

52100 Kepong shophouse for restaurant

NEGERI SEMBILAN

26 Jalan Dato Sheikh Ahmad 15/12/2010 27 Freehold - 3,000 Double-storey corner shophouse 812
70000 Seremban for retail outlet and staff hostel

20 & 21 Jalan Dato Sheikh Ahmad 15/12/2010 31 Freehold - 7,812 2 adjoining units of 4-storey 2,136
70000 Seremban shophouse for restaurant and hostel
Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

NEGERI SEMBILAN (contd)



24 & 26 Jalan Bunga Raya 7 15/12/2010 17 Freehold - 5,456 2 units of a double-storey 498
Pusat Perniagaan Senawang shophouse for restaurant
Taman Tasik Jaya, 70400 Senawang

1 Jalan Mahajaya 15/12/2010 15 Leasehold 31/01/2085 9,164 3-storey corner shophouse 1,126
Kawasan Penambakan Laut for restaurant and staff hostel
Bandar Port Dickson, 71009 Negeri Sembilan

Lot Nos PT 8241 to 8249 & 8262 15/12/2010 - Freehold - 119,946 Vacant land (for shoplot and 3,400
Mukim Rantau, Daerah Seremban commercial complex)
Negeri Sembilan

213
PT 12172, Jalan BBN 1/1F Putra Point 15/12/2010 15 Freehold - 5,386 3-storey shophouse for restaurant 423

Annual Report 2011


Bandar Baru Nilai, 71800 Nilai

KFC Holdings (Malaysia) BHD (65787-T)


Lot 3363 Mukim Rasah 22/03/2011 - Freehold - 43,906 Vacant commercial land 2,343
as at 31 December 2011

District of Seremban, Negeri Sembilan


List of Properties Held

MELAKA

9 Jalan PPM 9, Plaza Pandan Malim 15/12/2010 14 Leasehold 09/06/2095 5,818 4-storey intermediate shophouse 621
75250 Melaka for restaurant and staff hostel

555 Plaza Melaka, Jalan Hang Tuah 15/12/2010 25 Freehold - 9,990 4 -storey corner shophouse 1,182
75300 Melaka with mezzanine floor for restaurant

PM 222 Lot No. 4260, Mukim Bukit Katil 15/12/2010 - Leasehold 14/09/2077 42,851 Vacant land for restaurants 3,123
Daerah Melaka Tengah
Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

MELAKA (contd)

No. 37 Jalan BBP1 04/01/2011 9 Leasehold 28/06/2108 1,389 Ground floor of a 2-storey 381
Taman Batu Berendam Putra shopoffice for restaurant
75350 Batu Berendam, Melaka

JOHOR

11 Jalan Sri Perkasa 2/1 15/12/2010 15 Leasehold 13/04/2094 4,620 3-storey intermediate shophouse 371
Taman Tampoi Utama, 81200 Johor Bahru for restaurant and staff hostel

1 & 1-1 Jalan Niaga, Pusat Perniagaan 15/12/2010 12 Leasehold 14/05/2085 2,926 Corner unit of double-storey 910
Jalan Mawai, 81900 Kota Tinggi shophouse for restaurant

214
Annual Report 2011
HS(D) 367670 PTD 104984 15/12/2010 - Freehold - 75,229 Vacant commercial land 4,100
Damansara Aliff 2, Mukim Tebrau, Johor Bahru

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011

Lot 590 & Lot 591, PTD 171459 Taman Perling 15/12/2010 - Freehold - 45,000 Vacant land for restaurant 8,400
List of Properties Held

Mukim Pulai, 81200 Johor

No.1 & 1A Jalan Resam 13 15/12/2010 2 Freehold - 6,987 3-storey corner shophouse 853
Taman Bukit Tiram

No. 3, 3A & 3B Jalan Resam 13 15/12/2010 2 Freehold - 4,620 3-storey intermediate shophouse 528
Taman Bukit Tiram

No. 43 Jalan Sejambak 14, Taman Bukit Dahlia 07/12/2011 - Leasehold 30/06/2103 3,080 Vacant land for restaurant 509
81700 Pasir Gudang, Johor
Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

JOHOR (contd)

No. 2 Jalan Bandar 1 11/11/2011 1 Leasehold 16/07/2101 5,280 3-storey shopoffice for restaurant 669
Pusat Bandar Baru Ayer Hitam
86100 Ayer Hitam, Johor

No. 1 Jalan Bandar 1 11/11/2011 1 Leasehold 16/07/2101 9,936 3-storey shopoffice for restaurant 1,279
Pusat Bandar Baru Ayer Hitam
86100 Ayer Hitam, Johor

Part of PTD 84134, Bandar Dato Onn 16/06/2011 - Freehold - 2 acres Vacant commercial land 5,904
Johor Bahru

215
Part of C9 Taman Damansara Aliff 25/05/2011 1 Freehold - 41,295 Single storey building for KFC 6,171

Annual Report 2011


Tampoi, Johor Bahru and Pizza Hut restaurants

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011

TERENGGANU
List of Properties Held


10 Persiaran Melor, Kijal Beach Resort 15/12/2010 17 Leasehold 25/11/2101 3,300 Double-storey intermediate 406
24100 Kijal shophouse for restaurant

PAHANG

Retail 1 & 2 Ground Floor 15/12/2010 7 Leasehold 29/08/2106 2,878 2 contiguous parcels of ground 1,146
Bangunan Baru UMNO Pekan, 26600 Pekan floor retail lots within a 6-storey
commercial complex
Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

SABAH

Lot 25 Block 3 Bornion Centre, Jalan Kolam 15/12/2010 27 Leasehold 15/05/2915 5,710 3-storey corner shophouse 1,345
88300 Kota Kinabalu for restaurant and hostel

SINGAPORE

18 Yung Ho Road, Singapore 618591 15/12/2010 36 Leasehold 16/12/2036 2,912 Purpose Built single-storey building 5,294
for restaurant

BRUNEI

EDR BD 44812 Lot 51759 17/02/2011 - Freehold - 0.494 acres Vacant land for restaurant 1,122

216
Kampong Sengkurong

Annual Report 2011


Mukim Sengkurong, Brunei

INDUSTRIAL PROPERTIES

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011
List of Properties Held

PULAU PINANG

2718 Jalan Seladang Alma 15/12/2010 23 Freehold - 47,376 Single-storey factory with 3,744
14000 Bukit Mertajam double-storey office block
for processing plant

29 & 31 Lorong IKS, Juru 3, IKS Juru 15/12/2010 15 Freehold - 5,960 2 adjoining units of a 1-storey 1,359
14100 Simpang Ampat semi-detached factories for
Seberang Perai Selatan commissary and warehouse


Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

PULAU PINANG (contd)

Lot 1136 Mukim 602, Seberang Perai Tengah 10/02/2011 - Freehold - 8.231 acres Vacant land for processing plant 8,909
Penang

SELANGOR

Lot 5 Jalan 51A/223, 46675 Petaling Jaya 15/12/2010 24 Leasehold 18/11/2067 27,930 Single-storey detached factory 7,256
with 4-storey office block

Lot 20153 Jalan Pelabuhan Utara 15/12/2010 25 Leasehold 17/12/2086 124,031 Land and factory buildings for 39,511
42000 Pelabuhan Klang primary processing and further
processing plants

217
17, 19 & 21 Jalan Pemaju U1/15 15/12/2010 14 Freehold - 169,200 Industrial complex 39,062

Annual Report 2011


Seksyen U1, HICOM-Glenmarie Industrial Park
40150 Shah Alam

KFC Holdings (Malaysia) BHD (65787-T)



as at 31 December 2011

Lot 166 Jalan Pemaju U1/15 15/12/2010 - Freehold - 205,603 Vacant land for future expansion 21,600
List of Properties Held

Seksyen U1, HICOM-Glenmarie Industrial Park of industrial complex


40150 Shah Alam

1, 3 & 6 Lorong Gerudi 1 15/12/2010 17 Leasehold 15/03/2087 312,594 Single & double-storey warehouse 71,929
Off Jalan Pelabuhan Utara buildings and 4-storey office building
42000 Pelabuhan Klang

KEDAH

Mukim of Sungai Petani/Sungai Pasir 15/12/2010 - Freehold - 45,900 Vacant industrial/residential land, 13,124
District of Kedah square residential and commercial properties
metres

Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

JOHOR

PLO 398 Kilang Siapbina PKENJ 15/12/2010 21 Leasehold 18/04/2050 24,057 Land and factory buildings for 2,149
Jalan Perak, Kawasan Perindustrian contract manufacturing
Pasir Gudang, 81770 Pasir Gudang and warehouse

SABAH

Lot 43A Karamunsing Warehouse 15/12/2010 26 Leasehold 22/01/2901 11,832 3-storey corner warehouse and office 2,103
88000 Kota Kinabalu

Lot 5 Lorong Tembaga Tiga 15/12/2010 11 Leasehold 29/05/2101 18,287 1-storey semi-detached warehouse 1,469
Kawasan MIEL KKIP Selatan

218
Kota Kinabalu Industrial Park Menggatal

Annual Report 2011


88450 Kota Kinabalu

RESIDENTIAL PROPERTIES

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011


List of Properties Held

W.P. KUALA LUMPUR



90 Pinggir Zaaba, Taman Tun Dr Ismail 15/12/2010 20 Freehold - 5,388 Double-storey detached house 2,978
60000 Kuala Lumpur

NEGERI SEMBILAN

Unit Nos 1D, 1E, 1F, 1G & 2D 15/12/2010 14 Leasehold 27/07/2094 3,251 5 units of condominium for staff 953
Marina Bay Admiral Cove, 71000 Port Dickson training and recreation

Date of Age of Net Book
Valuation/ building Value
Location Acquisition (year) Tenure Expiry Date Area (sq ft) Description (RM000)

PAHANG

Unit No 3556 Block B 15/12/2010 24 Freehold - 1,399 Condominium for staff training and 318
Awana Golf & Country Resort recreation
69000 Genting Highlands

Unit No A7-22 (P) 15/12/2010 17 Freehold - 2,386 Condominium for staff training and 299
Amber Court Villa DGenting Resort recreation
69000 Genting Highlands

Unit No B1-22 (P) 15/12/2010 17 Freehold - 2,429 Condominium for staff training and 304
Amber Court Villa DGenting Resort recreation
69000 Genting Highlands

219

Annual Report 2011


Unit No B1-16 Level 16 15/12/2010 17 Freehold - 1,214 Condominium for staff training and 141
Amber Court Villa DGenting Resort recreation
69000 Genting Highlands

KFC Holdings (Malaysia) BHD (65787-T)


as at 31 December 2011
List of Properties Held
Analysis of Shareholdings
as at 2 April 2012

Authorised Share Capital : RM1,000,000,000


Issued & Fully Paid-Up Capital : RM396,633,552 less RM1,039,000 Treasury Shares = RM395,594,552
Class of Shares : Ordinary Share of RM0.50 each

Voting Right of Shareholders

Every member of the Company present in person or by proxy shall have one vote on a show of hand and in
the case of a poll shall have one vote for every share of which he/she is the holder.

DISTRIBUTION OF SHAREHOLDERS

No. of No. of
Size of Shareholdings Shareholders % Shares %

Less than 100 8,921 55.37 49,647 0.01


100 1000 2,186 13.57 1,714,904 0.22
1,001 10,000 4,189 26.00 17,081,256 2.16
10,001 100,000 689 4.28 19,328,844 2.44
100,001 to less than 5% of Issued Capital 123 0.76 169,437,853 21.41
5% and above of Issued Capital 3 0.02 583,576,600 73.76

TOTAL 16,111 100.00 791,189,104 100.00

SUBSTANTIAL SHAREHOLDERS

Direct Indirect
No. of KFCH No. of KFCH
Shareholder Shares held % Shares held %

QSR Brands Bhd 175,719,600 22.21 *i


228,320,000 28.86
QSR Ventures Sdn Bhd 228,320,000 28.86
Kulim (Malaysia) Berhad 6,157,800 0.78 *ii
404,039,600 51.07
Johor Corporation 343,000 0.04 *iii
410,197,400 51.85
Lembaga Tabung Haji 181,200,600 22.9 - -

Notes:
*i
Deemed interested via interest in QSR Ventures Sdn Bhd pursuant to Section 6A of the Companies Act
1965 (the Act).
*ii
Deemed interested via interest in QSR Brands Bhd pursuant to Section 6A of the Act.
*iii
Deemed interested via interest in Kulim (Malaysia) Berhad pursuant to Section 6A of the Act.

DIRECTORS DIRECT AND INDIRECT INTERESTS IN THE COMPANY AND ITS RELATED
CORPORATIONS

Save as disclosed below, none of the Directors has any interest, direct or indirect, in the Company and its
related corporations.

In the Company
Direct Indirect
Director No. of Shares % No. of Shares %

Hassim bin Baba 100 * - -

Notes
* Insignificant

220
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Analysis of Shareholdings
as at 2 April 2012

In the immediate holding company QSR Brands Bhd

Direct Indirect
Director No. of shares % No. of shares %

Hassim bin Baba 32 * - -
Datin Paduka Siti Sadiah binti Sheikh Bakir 1,000 * - -

Notes
* Insignificant

In the intermediate holding company Kulim (Malaysia) Berhad

Direct Indirect
Director No. of shares % No. of shares %

Ahamad bin Mohamad 963,400 0.08 - -
Datin Paduka Siti Sadiah binti Sheikh Bakir 278,000 0.02 - -

LIST OF TOP THIRTY (30) SHAREHOLDERS AS AT 2 APRIL 2012

Name No. of Shares %


1 OSK Noms (T) Sdn Bhd - A/C Bank Muamalat Malaysia Berhad for
QSR Ventures Sdn Bhd 228,320,000 28.86
2 Lembaga Tabung Haji 181,200,600 22.90
3 QSR Brands Bhd 174,056,000 22.00
4 Malaysia Noms (T) Sdn Bhd - A/C Great Eastern Life Assurance
(Malaysia) Berhad (PAR 1) 22,089,700 2.79
5 AmanahRaya Trustees Berhad - A/C Public Islamic Dividend Fund 14,024,000 1.77
6 Mayban Noms (T) Sdn Bhd - A/C Mayban Trustees Berhad for
Public Ittikal Fund (N14011970240) 11,725,200 1.48
7 AmanahRaya Trustees Berhad - A/C Public Islamic Select
Treasures Fund 9,318,400 1.18
8 DB (Malaysia) Nom (A) Sdn Bhd - A/C Exempt An for Deutsche
Bank AG London (Prime Brokerage) 8,906,300 1.13
9 AmanahRaya Trustees Berhad - A/C Amanah Saham Didik 7,889,200 1.00
10 AmanahRaya Trustees Berhad - A/C Public Islamic Equity Fund 6,161,700 0.78
11 Kulim (Malaysia) Berhad 6,157,800 0.78
12 AmanahRaya Trustees Berhad - A/C Public Islamic Select
Enterprises Fund 5,689,700 0.72
13 HSBC Noms (A) Sdn Bhd - A/C Exempt An for Morgan Stanley &
Co. International PLC 3,891,904 0.49
14 AmanahRaya Trustees Berhad - A/C Public Islamic Optimal
Growth Fund 3,534,000 0.45

221
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Analysis of Shareholdings
as at 2 April 2012

LIST OF TOP THIRTY (30) SHAREHOLDERS AS AT 2 APRIL 2012 (contd)

Name No. of Shares %


15 Citigroup Noms (T) Sdn Bhd - A/C Exempt An for Eastspring
Investments Berhad 3,320,400 0.42
16 CIMB Commerce Trustee Berhad - A/C Public Focus Select Fund 3,093,600 0.39
17 CIMB Group Noms (T) Sdn Bhd - A/C CIMB Bank Berhad (EDP 2) 2,802,100 0.35
18 HSBC Noms (A) Sdn Bhd - A/C Exempt An for Credit Suisse Securities
(Europe) Limited (CLTAC N-Treaty) 2,588,100 0.33
19 Malaysia Noms (T) Sdn Bhd - A/C Great Eastern Life Assurance
(Malaysia) Berhad (PAR 2) 2,508,600 0.32
20 Lembaga Tabung Angkatan Tentera 2,253,700 0.28
21 Citigroup Noms (A) Sdn Bhd - A/C CBNY for DFA Emerging Markets
Small Cap Series 2,239,200 0.28
22 Malaysia Noms (T) Sdn Bhd - A/C Great Eastern Life Assurance
(Malaysia) Berhad (LSF) 2,217,000 0.28
23 HSBC Noms (A) Sdn Bhd - A/C HSBC-FS I for Lim Asia Arbitrage
Fund Inc. 2,114,200 0.27
24 Mayban Noms (T) Sdn Bhd - A/C Etiqa Takaful Berhad (Family PRF EQ) 2,012,300 0.25
25 Citigroup Noms (A) Sdn Bhd A/C GSI for Orvent Master Fund
(Bermuda) Ltd. 2,000,000 0.25
26 HSBC Noms (A) Sdn Bhd - A/C DZ PrivatBk for Uniasiapacific 2,000,000 0.25
27 AmanahRaya Trustees Berhad - A/C Public Islamic Sector Select Fund 1,988,000 0.25
28 QSR Brands Bhd 1,663,600 0.21
29 Mayban Noms (T) Sdn Bhd - A/C Etiqa Insurance Berhad (Life Non-Par FD) 1,600,000 0.20
30 DB (M) Nom (A) Sdn Bhd - A/C Deutsche Bank AG London 1,516,200 0.19
Total 718,881,504 90.86

222
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Analysis of Warrant Holdings
as at 2 April 2012

Exercise Price : RM3.00 per Ordinary Share


Exercise Period : 15 September 2010 up to 14 September 2015

DISTRIBUTION OF WARRANT HOLDERS

No. of No. of
Size of Warrantholdings No. of Warrantholders % Warrants %

Less than 100 1,497 37.63 27,283 0.09


100 1000 1,322 33.23 425,086 1.35
1,001 10,000 917 23.05 4,345,127 13.77
10,001 100,000 229 5.76 6,136,253 19.45
100,001 to less than 5% of Issued Capital 10 0.25 2,825,848 8.95
5% and above of Issued Capital 3 0.08 17,795,976 56.39

TOTAL 3,978 100.00 31,555,573 100.00

DIRECTORS DIRECT AND INDIRECT INTERESTS IN THE COMPANY AND ITS RELATED
CORPORATIONS

Save as disclosed below, none of the Directors has any interest, direct or indirect, in the Company and its
related corporations.

In the Company

Direct Indirect
Director No. of warrants % No. of warrants %

Hassim bin Baba 16 * - -

Notes
* Insignificant

In the immediate holding company QSR Brands Bhd

Direct Indirect
Director No. of warrants % No. of warrants %

Hassim bin Baba 32 * - -

Notes
* Insignificant

In the intermediate holding company Kulim (Malaysia) Berhad

Direct Indirect
Director No. of warrants % No. of warrants %

Datin Paduka Siti Sadiah
binti Sheikh Bakir 34,750 0.02 - -

223
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
Analysis of Warrant Holdings
as at 2 April 2012

LIST OF TOP THIRTY (30) WARRANT HOLDERS AS AT 2 APRIL 2012

Name No. of Warrants %


1 OSK Noms (T) Sdn Bhd - A/C Bank Muamalat Malaysia Berhad for
QSR Ventures Sdn Bhd 9,132,800 28.94
2 QSR Brands Bhd 6,870,476 21.77
3 HSBC Noms (A) Sdn Bhd - Exempt An for Credit Suisse Securities
(Europe) Limited (CLTACT N-TREATY) 1,792,700 5.68
4 Lembaga Tabung Haji 1,060,808 3.36
5 Johor Corporation 645,000 2.04
6 Yeow Ho Huat 202,800 0.64
7 Lau Sow Chun 145,100 0.46
8 Mayban Secs Noms (T) Sdn Bhd - A/C Ea Chaw Giap 136,900 0.43
9 Goh Tai Meng 135,640 0.43
10 Gunasundari a/p Muniandy 135,000 0.43
11 Lee Chee Kuen 134,600 0.43
12 Wong Jen Way 120,000 0.38
13 Mayban Noms (T) Sdn Bhd - A/C Wong Yiik Hook 110,000 0.35
14 Sim Beng Moe 100,000 0.32
15 Ong Swee Keng 100,000 0.32
16 DB (Malaysia) Nom (T) Sendirian Berhad - A/C Deutsche Trustees Malaysia
Berhad for Eastspring Investments Dana Al-Islah 93,600 0.30
17 CimSec Noms (T) Sdn Bhd - A/C for Toh Lay Fan (Penang-CL) 91,900 0.29
18 Kiew Kuay Fong 90,000 0.29
19 Tay Soo Khoon 88,000 0.28
20 Loh Chee Yau 85,000 0.27
21 Public Noms (T) Sdn Bhd - A/C Choo Hon Leng (E-SPG) 80,000 0.25
22 AIBB Noms (T) Sdn Bhd - A/C Hussin bin Abdol 80,000 0.25
23 Goh Yock San @ Goo Yock San 75,040 0.24
24 HLG Nom (T) Sdn Bhd - A/C Hong Leong Bank Bhd for Mah Nyok Ha 73,000 0.23
25 Mayban Noms (T) Sdn Bhd - A/C Etiqa Insurance Berhad (Life Non-Par FD) 70,576 0.22
26 Abdul Aziz bin Abdul Kadir 67,300 0.21
27 QSR Brands Bhd. 66,544 0.21
28 Sentral Bina Jaya Sdn. Bhd. 65,900 0.21
29 Oh Chee Wah 65,000 0.21
30 Gan Siew Lian 63,000 0.20
Total 21,976,684 69.64

224
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011
KFC Holdings (Malaysia) Bhd (65787-T)
Form of Proxy No. of ordinary shares CDS account no. of authorised
32nd Annual General Meeting Nominee

I/ We, ...............................................................................................................................................................................
(Full name and NRIC No. / Company No. in capital letters)

of .....................................................................................................................................................................................
(Full address in capital letters and telephone no.)

..................................................................................................................................................................................................................................................

being a member/ members of KFC Holdings (Malaysia) Bhd (Company), hereby appoint .................................................
..................................................................................................................................................................................................................................................
(Name of proxy as per NRIC, in capital letters)

NRIC No ........................................................................... (new) ............................................................................. (old)

of .....................................................................................................................................................................................
(Full address in capital letters)

or failing him/her ...............................................................................................................................................................


(Name of proxy as per NRIC, in capital letters)

NRIC No ........................................................................... (new) ............................................................................. (old)

of .....................................................................................................................................................................................
(Full address in capital letters)

or failing him/her, the Chairman of the meeting as my/ our proxy to vote for me/ us and on my/ our behalf at the 32nd
Annual General Meeting (AGM) of the Company to be held at Level 3, Wisma KFC, No 17, Jalan Sultan Ismail, 50250
Kuala Lumpur on Tuesday, 22 May 2012 at 11:30 a.m. or any adjournment thereof in respect of my/ our holdings of shares
in the manner indicated below:
FOR AGAINST
Resolution 1 Financial Statements and Reports
Resolution 2 Payment of Directors Fees
Re-election of Directors:-
Resolution 3 Ahamad bin Mohamad
Resolution 4 Datuk Ismee bin Ismail
Resolution 5 Hassim bin Baba
Resolution 6 YAM Tengku Sulaiman Shah Alhaj Ibni Almarhum Sultan Salahuddin
Abdul Aziz Shah Alhaj
Resolution 7 Re-appointment of Messrs KPMG as Auditors of the Company
Resolution 8 Resolution pursuant to Section 132D of the Companies Act 1965
Resolution 9 Resolution pursuant to the Proposed Renewal of the Share Buy-
Back Authority
Resolution 10 Resolution pursuant to the Proposed Shareholders Mandate for the
recurrent related party transactions of a revenue or trading nature
with related parties
(Please indicate with a () in the appropriate box whether you wish your vote to be cast for or against the resolution. In the absence of specific direction, your
proxy will vote or abstain as he thinks fit. However, if more than one proxy is appointed, please specify the number of shares represented by each proxy, failing
which the appointment shall be invalid)

....................................................................
Signature(s)/ Common Seal of Shareholder(s) Dated this ............. day of. ............ 2012
Notes:

1. A member of the Company entitled to be present and vote at the above AGM may appoint a proxy or proxies to be present and vote instead of him.
A Proxy may but need not be a member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 need not be complied
with.
2. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly authorized in writing or if the appointor is a
corporation, either under its common seal or under the hand of an officer or attorney duly authorised.
3. A member of the Company may appoint more than two (2) proxies to attend the AGM. Where a member of the Company appoints two (2) or more
proxies, the appointment shall be invalid unless the member specifies the proportion of his shareholdings to be represented by each proxy.
4. Where a member of the Company is an authorized nominee as defined under the Securities Industry (Central Depositories) Act, 1991, he may appoint
at least one (1) proxy in respect of each securities account he holds with ordinary shares of the Company standing to the credit of the said securities
account.
5. Where a member of the Company is an exempt authorized nominee as defined under the Securities Industry (Central Depositories) Act, 1991, there
will be no limit to the number of proxies which the exempt authorized nominee may appoint.
6. Any alteration made in this form should be initialed by the person who signs it.
7. The Proxy Form and the Power of Attorney or other authority, if any, under which it is signed or a notarially certified copy of that power of authority
must be deposited at Tricor Investor Services Sdn Bhd, Level 17, The 225 Gardens North Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala
KFC Holdings (Malaysia) BHD (65787-T)
Lumpur not less than forty-eight (48) hours before the time for holding the meeting
Annual Report 2011 or any adjournment thereof.
AFFIX
STAMP
HERE

TRICOR INVESTOR SERVICES SDN BHD


Level 17, The Gardens North Tower
Mid Valley City, Lingkaran Syed Putra
59200 Kuala Lumpur
KFC HOLDINGS (MALAYSIA) BHD (65787-T)
Level 17, Wisma KFC, No. 17, Jalan Sultan Ismail, 50250 Kuala Lumpur
Tel : +603 2026 3388 Fax: +603 2078 8088
126
KFC Holdings (Malaysia) BHD (65787-T)
Annual Report 2011

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