Dutch Lady

Topics: Board of directors, Non-executive director, Managing director Pages: 274 (31283 words) Published: October 22, 2014
Dutch Lady Milk Industries Berhad

Dutch Lady Milk Industries Berhad is a
subsidiary of Royal FrieslandCampina N.V.

www.frieslandcampina.com

BLUE VALUES
Believe in Growth

Look Forward

Unite as One Team

Excel in Execution

contents
Notice of Annual General Meeting

1

PDPA Notice

4

Corporate Information

5

5-Year Financial Summary

6

Board of Directors and Directors’ Profile

9

Chairman’s Statement

13

Management Discussion and Analysis

15

Statement of Corporate Governance

17

Audit Committee Report

27

Corporate Responsibility

31

Statement on Risk Management and
Internal Control

37

Directors’ Report

41

Statement of Financial Position

43

Statement of Profit or Loss and Other
Comprehensive Income

44

Statement of Changes in Equity

45

Statement of Cash Flows

46

Notes to the Financial Statements

47

Statement by Directors

74

Statutory Declaration

74

Independent Auditors’ Report

75

Recurrent Related Party Transactions
of a Revenue or Trading Nature

76

Additional Compliance Information

77

Analysis of Shareholdings

78

Proxy Form

80

50th
Anniversary
Celebration

Inspiring Tomorrow
50 years strong and counting – we continue
to be the leading dairy company in Malaysia,
thanks to our loyal consumers, customers and
employees. As a means of giving back to society,
the Inspire Tomorrow Fund was launched to
inspire the children of our nation to seek their
fullest and true potential. As a company, we take
this opportunity to celebrate every achievement
and every inspiration.

notice of annual
general meeting
NOTICE IS HEREBY GIVEN that the Fifty-First Annual General Meeting of the Company will be held at Atlanta Ballroom, Level 3, Hotel Armada, Lorong Utara C, Section 52, 46200 Petaling Jaya, Selangor Darul Ehsan on Wednesday, 28 May 2014 at 10 a.m. for the purpose of transacting the following business:AGENDA

(i) the transactions are in the ordinary course of business

and are on terms not more favourable to the Related

Parties than those generally available to the public

and are not to the detriment of the minority shareholders;

AS ORDINARY BUSINESS
To receive the Audited Financial Statements for the financial year

and

ended 31 December 2013, together with the Reports of the Directors and Auditors thereon (Please refer to Explanatory Note 1).

(ii) the aggregate value of such transactions conducted

pursuant to the Shareholders’ Mandate during the

financial year will be disclosed in the Annual Report for

Resolution 1

1. To approve the payment of Directors’ Fees of RM239,400 for

the said financial year;

the financial year ending 31 December 2014, to be made

AND THAT such approval shall continue to be in force until:

payable quarterly,

(a) the conclusion of the next Annual General Meeting (“AGM”)

Resolution 2
2. To re-elect Dato’ Dr. Mhd. Nordin bin Mohd. Nor who retires by

of the Company at which time it will lapse, unless by a

resolution passed at the Meeting the authority is renewed;

or

rotation pursuant to Article 94(a) of the Company’s Articles of Association.

(b) the expiration of the period within which the next AGM

of the Company subsequent to the date it is required to

Resolution 3

be held pursuant to Section 143(1) of the Malaysian

Companies Act, 1965 (“the Act”) (but shall not extend to

3. To re-appoint Ms. Saw Chooi Lee, who was appointed during the

year and retires pursuant to Article 97 of the Company’s

Articles of Association.

4. To re-appoint Messrs KPMG (AF: 0758) as the Company’s

auditors and to authorise the Directors to fix their

143(2) of the Act); or

(c) revoked or varied by resolution passed by the shareholders

Resolution 4...
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