Annual Report 2010 - Morningstar, Inc.

AMPLEFIELD LIMITED

Annual Report 2010

AMPLEFIELD LIMITED(Company Registration No: 198900188N)

CONTENTS

Page

Corporate Data 2

Chairman’s Statement 3

Board of Directors 4

Report on Corporate Governance 6

Review of Operations 11

Report of the Directors 12

Independent Auditors’ Report 14

Statements of Financial Position 16

Consolidated Statement of Comprehensive of Income 17

Consolidated Statement of Changes in Equity 18

Consolidated Statement of Cash Flows 19

Notes to the Financial Statements 20

Statement by Directors 49

Statistics of Shareholders 50

Statistics of Shareholdings 51

Notice of Annual General Meeting 52

Proxy Form

Amplefield Limited2

CORPORATE DATA

Company Registration No. : 198900188N

BOARD OF DIRECTORS : Executive :

Dato Dr Tan Tiong Hong (Executive Chairman)Dato Yap Teiong Choon (Executive Director)

Non Executive :

Mr Albert Saychuan Cheok (Deputy Chairman, Independent)Mr Yak Yew Tho (Independent)Mr Hoh Ming Fatt (Independent)Ms Caroline Tan Mei-Ling (Non Independent)Mr Woon Ooi Jin (Non Independent)

AUDIT COMMITTEE : Mr Albert Saychuan Cheok (Chairman)Mr Yak Yew ThoMr Hoh Ming FattMs Caroline Tan Mei-Ling

SECRETARY : Ms Foo Wai Cheng Cindy Caroline

REGISTERED OFFICE : 7500A Beach Road#09-316 The PlazaSingapore 199591Tel : (+65) 6294 6022Fax : (+65) 6299 2798

BUSINESS OFFICE : Unit A-15M-3, Menara TaipanNo. 6, Jalan P. Ramlee50250 Kuala LumpurMalaysiaTel : (+60) 3-2072 1138Fax : (+60) 3-2072 1127

SHARE REGISTRARS : Boardroom Corporate & Advisory Services Pte. Ltd.50 Raffles PlaceSingapore Land Tower #32-01Singapore 048623

PRINCIPAL BANKERS : MaybankCitibank N.A. Singapore Branch

INDEPENDENT AUDITORS : Lo Hock Ling & Co.Public Accountants andCertified Public Accountants101A Upper Cross Street#11-22 People’s Park CentreSingapore 058358

AUDIT PARTNER-IN-CHARGE : Mrs Pearlyn Chong(from financial year ended 30 September 2010)

Annual Report 2010 3

CHAIRMAN’S STATEMENT

On behalf of the Board of Directors, I present the Annual Report and Financial Statements of AmplefieldLimited and the Group for the financial year ended 30 September 2010.

It has been a volatile year for the computers and hard disk drive industry. Carrying over from the previous year,demand was still strong during the first half of FY2010. However, in the second half of the financial year,demand slowed due to excessive inventory in the market.

I am pleased to report that the Group remained profitable despite lower sales and a challenging environment.The Group’s profit after tax was $2.3 million in FY2010 compared to $2.4 million in FY2009.

The Group’s total comprehensive income for the year has improved to $2.8 million compared to $2.1 million inthe previous financial year.

The Group’s financial position has also improved with net current assets rising from $0.5 million at the beginningto $3.9 million at the end of the financial year. Cash and cash equivalents has also increased from $5 millionto $6 million. The improvement was due mainly from the positive cashflow from operations of the Group for thefinancial year. The Group has sufficient working capital to meet in full its financial obligations as and when theyfall due within the next twelve months from the balance sheet date.

As in previous years, the Board and the Audit Committee have worked closely together to ensure that thecorporate governance process continues to be in line with the recommendations of the Code of CorporateGovernance.

There were fears of a double dip recession or another slowdown earlier. However, the economic indicators fromUSA and Europe have since picked up. Nevertheless the recovery is not expected to be robust so soon.Hence, the Group will continue to focus on broadening our business base and improving the productivity andefficiency in the utilization of our resources.

On behalf of the Board, I would like to extend our thanks to our valued customers, business partners andfinanciers for their continued support. I would also like to express our appreciation to the management andstaff of the Group for their dedication and hard work to see us through an interesting year.

In closing, my personal thanks and gratitude to my fellow directors for their valuable support and contribution,and our shareholders for their support.

Thank you

Dato Dr Tan Tiong HongExecutive Chairman

11 January 2011

Amplefield Limited4

BOARD OF DIRECTORS

Dato Dr Tan Tiong Hong, Executive Chairman

Dato Dr Tan Tiong Hong was appointed to the Board on 13 March 1998 and has been the Executive Chairmanof the Group since 30 April 1998. He is responsible for the working of the Board and ensures its compliancewith the corporate governance process. He schedules meetings at the appropriate dates and set the relevantagenda. Dato Dr Tan was a member of the Malaysian Parliament from 1978 to 1986. During his tenure in theMalaysian Parliament, he held the posts of Deputy Minister of Education and Deputy Minister of Finance in theMalaysian Cabinet, and Deputy Minister in the Malaysian Prime Minister Office. After leaving the MalaysianCabinet, Dato Dr Tan spent six years, from 1986 to 1992, at the Saint Antony’s College, Oxford University, asa Senior Associate Member. From 1993 to 1997, Dato Dr Tan was the Group Managing Director for GuocoChina Investment Limited. Dato Dr Tan’s daughter, Ms Caroline Tan Mei-Ling, is a non-executive director ofthe Company.

Dato Yap Teiong Choon, Executive Director

Dato Yap Teiong Choon was appointed on the Board on 15 October 2003. He is responsible for the day-to-dayoperations of the Group and plays a leading role in developing the business. Dato Yap is an Executive Directorof SHL Consolidated Bhd, a Malaysian public-listed company involved in real estate development and operation.Dato Yap obtained a Bachelor of Commerce degree with double majors in Economics and Accounting in 1976and a Master in Commerce with Honours, majoring in Advance Accounting from the University of Canterbury,New Zealand in 1977. He is a fellow of the Certified Public Accountants, Australia and Institute of CertifiedPublic Accountants of Singapore and a chartered member of the New Zealand Society of Accountants and theMalaysian Institute of Accountants. He began his career at Messrs Hanafiah, Raslan and Mohamad of Malaysiain 1977 and left the accounting profession in 1982. Dato Yap has no family relationship with other directors ormajor shareholders of the Company.

Albert Saychuan Cheok, Deputy Chairman, Independent Director

Mr Albert Saychuan Cheok was appointed to the Board on 25 November 2009. He is an Independent Non-Executive Director and Deputy Chairman of the Company. Mr Cheok is also a member of the Audit Committee.

Mr Cheok graduated from the University of Adelaide, Australia with First Class Honours in Economics in 1975and is a Fellow of the Australian Institute of Certified Public Accountants. He is a banker with over 30 yearsexperience in banking in the Asia-Pacific region. He has served as the Chief Manager at the Reserve Bank ofAustralia from October 1988 to September 1989 before becoming the Deputy Commissioner of Banking ofHong Kong. Subsequently he was the Executive Director in charge of Banking Supervision at the Hong KongMonetary Authority from April 1993 to May 1995. He has also served as the Chairman of Bangkok BankBerhad in Malaysia and Special Advisor to the Asia Commercial Bank in Hong Kong.

Currently, Mr Cheok is the Chairman of Macau Chinese Bank. He is also the Vice Chairman of the Export &Industry Bank in the Philippines. Mr Cheok is also a Director of Oriental Capital Assurance Berhad, EONCAPIslamic Bank Berhad, MIMB Investment Bank Berhad and Metal Reclamation Berhad, all in Malaysia.

Besides, he is also the Chairman of the Auric Pacific Group of Singapore and Chairman of Bowsprit Capital ofSingapore, the Manager of First REIT. Both Auric Pacific Group and First REIT are listed on the SingaporeStock Exchange.

He was also appointed as independent non-executive chairman of Lippo-Mapletree Indonesia Retail TrustManagement Limited, the Manager of Lippo-Mapletree Indonesia Retail Trust on 29 July 2010, which is listedin Singapore. Mr Cheok is a member of the Board of Governors of the Malaysian Institute of CorporateGovernance.

Mr Cheok has no family relationship with other directors or major shareholders of the Company.


BOARD OF DIRECTORS

Hoh Ming Fatt, Independent Director

Mr Hoh Ming Fatt was appointed to the Board on 22 May 2003. He is an Independent Non-Executive Directorof the Company. He is also a member of the Audit Committee, Remuneration Committee and NominatingCommittee. He does not hold any shares in the Company. He started his career as a consultant in an internationalconsulting firm and subsequently was attached with the corporate advisory department of a merchant bankand a stockbroking company in Malaysia. He is presently the proprietor of a consulting practice specialising incorporate and business advisory engagements. Mr Hoh has no family relationship with other directors or majorshareholders of the Company.

Caroline Tan Mei-Ling, Non-independent, Non-Executive Director

Ms Caroline Tan Mei-Ling was appointed to the Board on 15 October 2003. She is a Non-Executive Director ofthe Company and also a member of the Audit Committee. She graduated with a law degree and started hercareer with ING Barings. She also has an MBA from New York University Stern Business School. She is thedaughter of the Executive Chairman, Dato Dr Tan Tiong Hong. She does not directly hold any shares in theCompany.

Yak Yew Tho, Independent Director

Mr Yak Yew Tho was appointed to the Board on 2 February 2006. He is an Independent Director of theCompany. He is also the Chairman of the Audit Committee, Remuneration Committee and Nominating Committee.He does not hold any shares in the Company. He has his early education in Singapore and went on to obtaina Master in Science in Control Engineering from Bradford University, United Kingdom in 1979. He had significantexperience in the manufacturing sector gathered over many years of working as an engineer. Towards the laterpart of his career, he has initiated a start-up company specializing in making control system for the Oil & GasIndustry and had served as the managing director as well as a major shareholder of a company manufacturingcompact discs. Mr Yak has no family relationship with other directors or major shareholders of the Company.

Woon Ooi Jin, Non-independent, Non-Executive Director

Mr Woon was appointed to the Board on 11 February 2010 as a non-independent director. He is also thefinancial controller of the Company and Group. Mr Woon is an accountant by profession and is a member of theMalaysian Institute of Certified Public Accountant and Malaysian Institute of Accountant. He has no familyrelationship with other directors or major shareholders of the Company.

Amplefield Limited6

REPORT ON CORPORATE GOVERNANCE

The Board of Directors of the Company (“the Board”) is committed to achieving high standards of corporategovernance, to promote corporate transparency and protect shareholders’ interests. The Board is pleased toconfirm that the Company has adhered to the principles and guidelines of the new Code of Corporate Governance2005 (the “Code”) where it is applicable and practical.

(A) BOARD MATTERS

Board’s Conduct of its Affairs

The Board assumes stewardship and control of the Group’s resources and takes full responsibility forcorporate governance and the performance of the Group by setting the visions and objectives and bydirecting the policies and strategies. Apart from statutory responsibilities, the Board also:

1. reviews the Group’s financial performance;

2. evaluates the performance and remuneration packages of key management staff;

3. ensures there are in place appropriate and adequate systems of internal controls and risk managementpolicies;

4. approves the budgets or forecasts, investment and divestment proposals; and

5. has in place financial authorization limits for all major capital expenditures which require the Board’sapproval.

The Board carries out these functions directly or through various committees which would makerecommendations to the Board. These committees constituted by the Board are the Nominating Committee,Remuneration Committee and Audit Committee.

Board attendance

The Board scheduled 4 meetings during the financial year. Board meetings may be conducted via tele-conference. The attendance of the Directors at meetings of the Board and Board Committees is asfollows:

Board Audit Nominating RemunerationMeetings Committee Committee Committee

No. of No. of No. of No. of No. of No. of No. of No. ofMeeting Meeting Meeting Meeting Meeting Meeting Meeting Meeting

Name Held Attended Held Attended Held Attended Held Attended

Dato Dr Tan Tiong Hong 4 4 6 6# 1 1 2 2#

Dato Yap Teiong Choon 4 4 6 5# 1 1# 2 2#

Albert Saychuan Cheok 4 4 5 5 1 1# 2 2

Hoh Ming Fatt 4 4 6 6 1 1 2 2

Yak Yew Tho 4 4 6 6 1 1 2 2

Caroline Tan Mei-Ling 4 4 6 6 – – 2 2#

Woon Ooi Jin 1 1 2 2# – – 1 1#

Notes:

# By invitation



Board Composition and Guidance

The Board comprises high caliber individuals who are suitably qualified with the appropriate mix of expertise,experience and knowledge in areas relating to accounts, finance, legal and business.

The Board comprises 7 Directors, namely an Executive Chairman, one Executive Directors and 5 Non-Executive Directors, of whom 3 are considered Independent. The Board consists of a majority of Non-Executive Directors.

Despite a relatively small board, the Board and management recognize the advantage of open andconstructive debate and Non-Executive Directors may challenge and help develop proposals on strategyand also extend guidance to the management, in the best interest of the Group.

The Board reviews the independence of each Director on an annual basis and adopts the Code’s definitionof what constitutes an Independent Director. The Board is satisfied that no individual or small group ofindividuals dominate the Board’s decision making process.

Chairman and Chief Executive Officer

The positions of the Executive Chairman and the Executive Director are separate. Dato Dr Tan TiongHong is the Executive Chairman while Dato Yap Teiong Choon is the Executive Director of the Group.

The Chairman promotes high standards of corporate governance and is responsible for leading the Boardto ensure its effectiveness on all aspects of its role. He ensures that the Directors receive accurate,timely and clear information while at the same time, setting the agenda for Board meetings. The Chairmanhas appointed Non-Executive Directors so as to encourage more interaction between the Directors andthe management and to facilitate effective contribution of Non-Executive Directors.

The Executive Director is responsible for the day-to-day operations of the Group and plays a key role inrunning the Group’s businesses and operations.

Board Membership

The Company has established a Nominating Committee (“NC”) to make recommendations to the Boardon all board appointments. The NC comprises 3 members, all of which are Independent Non-ExecutiveDirectors, namely:

Yak Yew Tho (Chairman) Independent Non-ExecutiveHoh Ming Fatt Independent Non-ExecutiveAlbert Saychuan Cheok Independent Non-Executive

Directors’ performance and independence is reviewed by the NC annually. The Directors submit themselvesfor re-election at regular intervals and the Company’s Articles provide that at least one-third of the Directors,or the number nearest to one-third, to retire by rotation at every AGM.

Board Performance

The NC evaluates the Board’s performance as a whole, and the performance of individual Directors,using objective and appropriate quantitative and qualitative criteria. Assessment parameters include theattendance record at Board and Board Committee meetings, the level of participation at such meetings,the guidance provided to the management and the quality of Board processes and the business strategyand performance of the Group.

Amplefield Limited8


Access to Information

The Board members are provided with complete, adequate and timely information prior to Board meetingsand on an on-going basis and have separate and independent access to the Company’s senior managementat all times.

The Directors also have separate and independent access to the Company Secretary. The role of theCompany Secretary has been defined by the Board to include responsibility for ensuring that Boardprocedures are followed and that applicable rules and regulations are complied with. The Company Secretaryalso ensures good information flows within the Board and its committees and between senior managementand Non-Executive Directors, as well as facilitating orientation and assisting with professional developmentas required. The Articles provide that the appointment and removal of the Company Secretary is subjectto the approval of the Board.

Where decisions to be taken require specialized knowledge or expert opinion, the Board has adopted apolicy to seek independent professional advice at the Company’s expense.

Remuneration Matters

The Remuneration Committee (“RC”) comprises 3 members, all of which are Independent Non-ExecutiveDirectors. The members of the RC are as follows:

Hoh Ming Fatt (Chairman) Independent Non-ExecutiveYak Yew Tho Independent Non-ExecutiveAlbert Saychuan Cheok Independent Non-Executive

The RC sets the remuneration guidelines of the Group for each financial period, reviews the Directors’remuneration and makes recommendations to the Board for endorsement.

Level and Mix of Remuneration

The RC is tasked to determine the remuneration packages of the Directors and management executivesof the Group which is reviewed from time to time to align with market practices. No director is involved inany discussion relating to his/her own remuneration, terms and conditions of service, and the review ofhis/her performance.

Disclosure on Remuneration

Directors’ Remuneration

The remuneration of the Directors for the financial year ended 30 September 2010 are as follows:

Fees(1) BasicName % %

Less than $250,000

Dato Dr Tan Tiong Hong 100 –

Dato Yap Teiong Choon 6.5 93.5

Hoh Ming Fatt 100 –

Yak Yew Tho 100 –

Caroline Tan Mei-Ling 100 –

Woon Ooi Jin 6.0 94.0

(1) Subject to shareholders’ approval as a lump sum at the Annual General Meeting to be held on 27 January 2011.



Remuneration of top five executives who are not directors

The top five executives who are not Directors of the Company fall below the remuneration band of$250,000.00.

The gross remuneration disclosed above is based on gross salaries, allowances and other benefitsaccruing during the financial year.

Remuneration of immediate family members of Director or the CEO

There were no employees who are immediate family members of a Director or the CEO whose remunerationexceeds $150,000.00 during the financial year ended 30 September 2010.

Accountability

In presenting the annual financial statements and announcement of interim results to the shareholders, itis the aim of the Board to provide a balanced and comprehensive assessment of the Group’s performance,position and prospects. The management is committed to provide prompt and thorough disclosures andprovides all members of the Board with management accounts and reports in a timely manner.

Audit Committee

The Audit Committee (“AC”) comprises 4 Non-Executive Directors (of which 3 are Independent Directors)as set out below:-

Albert Saychuan Cheok (Chairman) Independent Non-ExecutiveYak Yew Tho Independent Non-ExecutiveHoh Ming Fatt Independent Non-ExecutiveCaroline Tan Mei-Ling Non-independent Non-Executive

The Board is of the view that the members of the AC are appropriately qualified to discharge theirresponsibilities.

The AC performs the functions as set out in the Code and has the authority to investigate any matterswithin its terms of reference. The AC also has full access to and co-operation by Management and fulldiscretion to invite Directors and/or executive officers to attend its meetings.

The AC meets with the external auditors and reviews the independence of the external auditors annually.Management staff were not present at these meetings unless they were requested to attend.

Internal Controls

The Group’s internal control systems are designed to ensure the reliability of financial information and tosafeguard the assets of the Group.

As part of the annual statutory audit of the financial statements, the external auditors also report to theAC and to the appropriate level of management on any material weaknesses in the Group’s system ofinternal controls and provide recommendation on other significant matters such as risk managementwhich have come to their attention during the course of the audit.

The Board is of the opinion that the internal controls, including financial, operational and compliancecontrols, and risk management systems are adequate.

Amplefield Limited10


Internal Audit

The Group has outsourced its internal audit function with a primary line of reporting to the Chairman of theAC. If the internal audit is required to perform other duties, the Group will take precaution to ensure thatthere is no conflict of interest as far as practicable.

The Group’s internal auditors will conduct reviews of the material internal controls in accordance withtheir audit plans. Any material non-compliance and recommendations for improvements will be reportedto the AC. The AC will then review the actions taken by management on the recommendations made bythe internal auditors in this respect.

The Board is of the opinion that the internal audit functions of the Company and Group are adequate.

Communication with Shareholders

The Company’s policy is to engage in regular, effective and fair communication with shareholders. Allprice sensitive information are released to all parties simultaneously to ensure a level playing field. In theevent that an inadvertent disclosure is made to a selected group, the Company will make the samedisclosure publicly to all others as soon as practicable. Information are disseminated through SGXNETand followed by a news release. Interim and full year results and the Annual Report are announced andissued within the prescribed period.

There are separate resolutions at general meetings on each substantially separate issue.

The Company is in full support of shareholder participation at AGMs. Shareholders are given the opportunityto enquire from Directors and Management on any matters concerning the Company and Group duringgeneral meetings. The external auditors are also invited to attend the AGMs to assist the Directors toaddress shareholders’ queries about the conduct of audit and the preparation and contents of the auditors’report.


REVIEW OF OPERATIONS

The Group’s revenue for the financial year ended 30 September 2010 was $ 7.0 million compared to $15.3million in the previous financial year. The lower revenue was attributable to weaker demand, especially in thesecond half of the financial year as well as moving towards producing higher margin products with lower rawmaterial content. The revenue for the first half of FY2010 was $4.6 million compared to $4.5 million for thecorresponding period in FY2009, while revenue for the second half of the financial year was $2.4 million ascompared to $10.8 million in the second half of FY2009. Meanwhile, the cost of raw materials and consumablesinput have gone down from $9.7 million or 63% of turnover in FY2009 to $1.4 million or 20% of turnover inFY2010.

The Group’s performance for the current year was adversely affected by the volatility in foreign currenciesduring the year. We suffered a foreign currency loss of $0.6 million in FY2010 compared to a gain of $0.046million in FY2009.

On the other hand, the Company benefited from an exceptional gain arising from the waiver of time-barredcreditors amounting to $0.8 million.

Overall, the Group’s profit before tax was $2.1 million compared to $2.5 million in the previous year.

During the financial year, the Company received the revised tax computation in respect of year of assessment1998 to year of assessment 2006 from IRAS which discharged the previous additional assessment of $0.9million. As a result, an over-provision of income tax liabilities of $0.4 million has been recognized during thefinancial year.

The Group’s profit after tax was $2.3 million for FY2010 compared to $2.4 million for FY2009. Its totalcomprehensive income has improved from $2.1 million in FY2009 to $2.8 million in 2010.

The Group’s financial position has also improved with net current assets increasing from $0.5 million at thebeginning of FY2010 to $3.9 million at the end of the financial year. Cash and cash equivalents have alsoincreased from $5 million to $6 million. The improvement was due mainly to the positive cashflow from operationsof the Group for the financial year.


REPORT OF THE DIRECTORS

The directors present their report to the members together with the audited financial statements of the Groupfor the financial year ended 30 September 2010 and the balance sheet of the Company as at 30 September2010.

(1) DIRECTORS

The directors holding office at the date of this report are:

Dato Dr Tan Tiong HongDato Yap Teiong ChoonMr Yak Yew ThoMr Hoh Ming FattMs Caroline Tan Mei-LingMr Albert Saychuan Cheok (Appointed on 25-11-2009)Mr Woon Ooi Jin (Appointed on 11-02-2010)

(2) ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE BENEFITS BY MEANS OF THEACQUISITION OF SHARES AND DEBENTURES

Neither during nor at the end of the financial year was the Company a party to any arrangement whoseobject was to enable the directors of the Company to acquire benefits by means of the acquisition ofshares in, or debentures of, the Company or any other body corporate.

(3) DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES

The directors holding office at the end of the financial year and their interests in shares and debenturesof the Company and related corporations as recorded in the register of directors’ shareholdings kept bythe Company under Section 164 of the Companies Act, Cap. 50 were as follows:-

Ordinary shares registered Ordinary shares inin the name of which Directors are

Directors or nominees deemed to have interests

As at As at01-10-2009/ 01-10-2009/Later date of As at As at Later date of As at As atappointment 30-09-2010 21-10-2010 appointment 30-09-2010 21-10-2010

Amplefield Limited

Dato Dr Tan Tiong Hong 86,000,000 86,000,000 86,000,000 – – –

Dato Yap Teiong Choon 231,557,390 231,557,390 231,557,390 – – –

Mr Yak Yew Tho – – – – – –

Mr Hoh Ming Fatt – – – – – –

Ms Caroline Tan Mei-Ling * – – _ 86,000,000 86,000,000 86,000,000

Mr Albert Saychuan Cheok 840,000 1,000,000 1,000,000 – – –

Mr Woon Ooi Jin – – – – – –

* Ms Caroline Tan Mei-Ling is deemed to have an interest as she is the daughter of Dato Dr Tan Tiong Hong.

Dato Yap Teiong Choon, by virtue of the provisions of Section 7 of the Companies Act, Cap. 50, is deemed to beinterested in the whole of the issued share capital of the subsidiaries of the Company.


REPORT OF THE DIRECTORS

(4) DIRECTORS’ CONTRACTUAL BENEFITS

Since the end of the previous financial year, no director has received or become entitled to receive abenefit by reason of a contract made by the Company or a related corporation with the director or with afirm of which he is a member or with a company in which he has a substantial financial interest, exceptas disclosed in this report and in the consolidated financial statements.

(5) SHARE OPTIONS

There were no share options granted during the financial year to subscribe for unissued shares of theCompany or any corporation in the Group.

(6) SHARE OPTION EXERCISED

During the financial year, there were no shares of the Company or any corporation in the Group issued byexercise of an option to take up unissued shares.

(7) SHARE OPTION OUTSTANDING

There were no unissued shares of the Company or any corporation in the Group under option at the endof the financial year.

(8) AUDIT COMMITTEE

The audit committee performed the functions specified in the Companies Act. The functions performedare detailed in the Report on Corporate Governance.

(9) AUDITORS

The auditors, Messrs. Lo Hock Ling & Co., have expressed their willingness to accept re-appointment.

On behalf of the Board of Directors

Dato Dr Tan Tiong HongDirector

Dato Yap Teiong ChoonDirector

30 December 2010


INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF AMPLEFIELD LIMITED

We have audited the accompanying financial statements of Amplefield Limited (the “Company”) and itssubsidiaries (collectively the “Group”) set out on pages 16 to 48, which comprise the balance sheets (statementsof financial position) of the Group and of the Company as at 30 September 2010, and the consolidated statementof comprehensive income, consolidated statement of changes in equity and consolidated statement of cashflows of the Group for the year then ended, and a summary of significant accounting policies and otherexplanatory notes.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these financial statements in accordancewith the provisions of the Singapore Companies Act, Cap. 50 (the “Act”) and Singapore Financial ReportingStandards. This responsibility includes:

(a) devising and maintaining a system of internal accounting controls sufficient to provide a reasonableassurance that assets are safeguarded against loss from unauthorised use or disposition; and transactionsare properly authorised and that they are recorded as necessary to permit the preparation of true and fairprofit and loss accounts and balance sheets and to maintain accountability of assets;

(b) selecting and applying appropriate accounting policies; and

(c) making accounting estimates that are reasonable in the circumstances.

Auditors’ Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted ouraudit in accordance with Singapore Standards on Auditing. Those standards require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance whether the financialstatements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in thefinancial statements. The procedures selected depend on the auditor’s judgment, including the assessment ofthe risks of material misstatement of the financial statements, whether due to fraud or error. In making thoserisk assessments, the auditor considers internal controls relevant to the entity’s preparation and fair presentationof the financial statements in order to design audit procedures that are appropriate in the circumstances, butnot for the purpose of expressing an opinion on the effectiveness of the entity’s internal controls. An audit alsoincludes evaluating the appropriateness of accounting policies used and the reasonableness of accountingestimates made by management, as well as evaluating the overall presentation of the financial statements.

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


INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF AMPLEFIELD LIMITED

Opinion

In our opinion,

(a) the consolidated financial statements of the Group and the balance sheet of the Company are properlydrawn up in accordance with the provisions of the Act and Singapore Financial Reporting Standards soas to give a true and fair view of the state of affairs of the Group and of the Company as at 30 September2010 and the results, changes in equity and cash flows of the Group for the year ended on that date; and

(b) the accounting and other records required by the Act to be kept by the Company have been properly keptin accordance with the provisions of the Act.

LO HOCK LING & CO.PUBLIC ACCOUNTANTS AND

Singapore, 30 December 2010 CERTIFIED PUBLIC ACCOUNTANTS


STATEMENTS OF FINANCIAL POSITIONas at 30 September 2010

Group Company

Notes 2010 2009 2010 2009$’000 $’000 $’000 $’000

ASSETS

Current assets:Cash and bank balances 3 265 1,150 29 19Fixed deposits with financial institutions 4 5,679 3,867 – –Trade receivables 5 691 2,492 – –Other receivables 6 168 285 11,531 11,901Inventories 7 218 175 – –Prepaid land lease 8 136 140 – –Amount due from associate 10(b) 30 – – –

Total current assets 7,187 8,109 11,560 11,920

Non-current assets:Prepaid land lease 8 3,251 3,406 – –Investments in subsidiaries 9 – – 7,386 7,386Investment in associate 10(a) – – – –Property, plant and equipment 11 3,895 4,422 – 24Investment properties 12 4,058 3,952 – –

Total non-current assets 11,204 11,780 7,386 7,410

Total assets 18,391 19,889 18,946 19,330

LIABILITIES AND EQUITY

Current liabilities:Trade payables 13 410 3,352 – –Other payables 14 1,866 2,787 791 1,658Amount due to associate 10(b) – 5 – –Current tax liabilities 1,045 1,478 934 1,405

Total current liabilities 3,321 7,622 1,725 3,063

Capital and reserves:Share capital 15 20,753 20,753 20,753 20,753Reserves 16 (5,683) (8,486) (3,532) (4,486)

Net equity 15,070 12,267 17,221 16,267

Total liabilities and equity 18,391 19,889 18,946 19,330

The accompanying notes form an integral part of these financial statements.


CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOMEfor the year ended 30 September 2010

GroupNotes 2010 2009

$’000 $’000

Revenue 17 6,978 15,278

Other income 18 420 422

Changes in inventories of finished goods and work-in-progress (135) 152

Raw materials and consumables used (1,408) (9,737)

Employee benefits expense 19 (1,442) (1,425)

Depreciation on property, plant and equipment 11 (657) (716)

Other expenses 20 (2,464) (1,507)

Profit before exceptional items 1,292 2,467

Exceptional items 21 775 –

Profit before tax 2,067 2,467

Income tax expense 22 263 (99)

Profit for the year2,330 2,368

Other comprehensive income, net of tax:

Exchange difference on consolidation 473 (309)

Other comprehensive income for the year, net of tax 473 (309)

Total comprehensive income for the year 2,803 2,059

Profit attributable to:

Equity holders of the parent2,330 2,368

Non-controlling interest – –

2,330 2,368

Total comprehensive income attributable to:

Equity holders of the parent2,803 2,059

Non-controlling interest – –

2,803 2,059

Earnings per share (cents)

- Basic 23 0.34 0.34

- Fully diluted 23 0.34 0.34


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CONSOLIDATED STATEMENT OF CASH FLOWSfor the year ended 30 September 2010

Notes 2010 2009$’000 $’000

CASH FLOWS FROM OPERATING ACTIVITIES


Adjustments for:

Allowance for doubtful debts - non-trade 6 13 –

Property, plant and equipment written off 18 –

Depreciation on property, plant and equipment 11 657 716

Gain on waiver of time-barred creditors 21 (775) –

Interest income (157) (38)

Fair value loss on investment properties 85 –

(159) 678

Operating profit before working capital changes 1,908 3,145

Decrease/(increase) in receivables 2,408 (1,524)

Increase in inventories (39) (91)

(Decrease)/increase in payables (3,228) 1,897

Changes in working capital (859) 282

Cash generated from operations 1,049 3,427

Income tax paid (170) (64)

Net cash from operating activities 879 3,363

CASH FLOWS FROM INVESTING ACTIVITIES

Interest received 157 38

Purchase of property, plant and equipment 24 (107) (185)

Net cash from/(used in) investing activities 50 (147)

CASH FLOWS FROM FINANCING ACTIVITY

Amount due from associate (35) 156

Net cash (used in)/from financing activity (35) 156

Net increase in cash and cash equivalents 894 3,372

Cash and cash equivalents at beginning of the year 5,017 1,792

Effects of exchange rates change on cash and cash equivalents 33 (147)

Cash and cash equivalents at end of the year 25 5,944 5,017


Amplefield Limited

NOTES TO THE FINANCIAL STATEMENTS30 September 2010

20

The following notes form an integral part of these financial statements.

1. GENERAL

The Company (Registration No. 198900188N) is a limited company domiciled and incorporated in theRepublic of Singapore. Its principal place of business is located at Unit A-15M-3, Menara Taipan, No. 6,Jalan P.Ramlee 50250 Kuala Lumpur, Malaysia and registered office is located at 7500A Beach Road,#09-316 The Plaza, Singapore 199591.

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

The principal activities of the subsidiaries and associate are disclosed in notes 9 and 10 respectively.

As at 30 September 2010, the cost of investment in the subsidiary, CAM Mechatronic (Philippines), Inc.(“CMP”), and receivables due from CMP included in the Company’s balance sheet amounted to $2,291,000and $7,935,000 (2009: $2,291,000 and $7,935,000) respectively. The Directors of the Company are ofthe opinion that the Company’s investment in and receivables due from CMP need not be impaired asthey expect the operations of CMP, which is the principal subsidiary of the Group, will continue to beprofitable.

2. SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of Preparation

The financial statements are presented in Singapore dollars (“$” or “SGD”), which is also the functionalcurrency of the Company, and financial information presented in Singapore dollars has been roundedto the nearest thousand ($’000), unless otherwise stated.

The financial statements are prepared in accordance with the historical cost convention except asdisclosed in the accounting policies below, and comply with Singapore Financial Reporting Standards(FRS), including related Interpretations of FRS (“INT FRS”) promulgated by the Accounting StandardsCouncil, as required by the Companies Act.

During the financial year, the Group adopted all the applicable new/revised FRS and INT FRS whichare effective on or before 1 October 2009. The following are the FRS and INT FRS that are relevantto the Group:

· FRS 1 (revised) Presentation of financial statements (effective from 1 January 2009). Therevised FRS 1 separates owner and non-owner changes in equity. The statement of changesin equity includes only details of transactions with owners, with all non-owner changes inequity presented in the statement of other comprehensive income. In addition, the Standardintroduces the statement of comprehensive income which presents income and expenserecognised in the period. This statement may be presented in one single statement (thestatement of comprehensive income) or two linked statements (the income statement and thestatement of comprehensive income). The Group has elected to present this statement asone single statement.

Under the revised FRS 1, where comparative information is restated or reclassified, a restatedbalance sheet is required to be presented as at the beginning of the comparative period. Thereis no restatement of the balance sheet as at 1 October 2008 in the current financial year.



2. SIGNIFICANT ACCOUNTING POLICIES (continued)

(a) Basis of Preparation (continued)

Amendment to FRS 107 Financial Instruments: Disclosures – Improving disclosures aboutfinancial instruments (effective from 1 January 2009). The amendment requires enhanceddisclosures about fair value measurement and liquidity risk. In particular, the amendmentintroduces a three-level hierarchy for fair value measurement disclosures and requires theGroup to provide disclosure about the reliability of fair value measurements. The adoption ofthe amendment results in additional disclosures but does not have any impact on the accountingpolicies and measurement bases adopted by the Group.

FRS 108 Operating Segments requires disclosure of information about the Group’s operatingsegments and replaces the requirement to determine primary and secondary reporting segmentsof the Group. The Group determined that the reportable operating segments are the same asthe business segments previously identified under FRS 14 Segment Reporting. Additionaldisclosures are also required to provide more information on the operating segments.

Other than changes to the financial statements presentation and disclosures as explained above,the adoption of the new/revised FRSs did not have any material effect on the Group’s financialstatements and did not result in substantial changes to the Group’s accounting policies.

(b) FRS and INT FRS not yet effective

The Group and the Company have not adopted the following standards and interpretations that havebeen issued but not yet effective:

Effective forannual periodsbeginning on or

Description after

Improvements to FRSs issued in 2009:

- Amendment to FRS 1 Presentation of Financial Statements 1 January 2010- Amendment to FRS 7 Statement of Cash Flows 1 January 2010- Amendment to FRS 17 Leases 1 January 2010- Amendment to FRS 36 Impairment of Assets 1 January 2010- FRS 39 Financial Instruments: Recognition and Measurement 1 January 2010- Amendment to FRS 105 Non-current Assets Held for Sale and

Discontinued Operations 1 January 2010- Amendment to FRS 108 Operating Segments 1 January 2010- Amendment to FRS 32 Financial Instruments: Presentation

- Classification of Rights Issues 1 February 2010- INT FRS 119 Extinguishing Financial Liabilities with Equity Instruments 1 July 2010- Revised FRS 24 Related Party Disclosures 1 January 2011- Amendments to INT FRS 114 Prepayments of a Minimum

Funding Requirement 1 January 2011- INT FRS 115 Agreements for the Construction of Real Estate 1 January 2011

Management expects that the adoption of the standards and interpretations above will have nomaterial impact on the financial statements in the period of initial application.

Amplefield Limited


22


(c) Significant Accounting Estimates and Judgments

Estimates, assumptions concerning the future and judgments are made in the preparation of thefinancial statements. They affect the application of the Group’s accounting policies, reported amountsof assets, liabilities, income and expenses, and disclosures made. They are assessed on an ongoingbasis and are based on experience and relevant factors, including expectations of future eventsthat are believed to be reasonable under the circumstances.

(A) Key sources of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation uncertaintyat the balance sheet date, that have a significant risk of causing a material adjustment to thecarrying amounts of assets and liabilities within the next financial year are discussed below.

(i) Depreciation of Property, Plant and Equipment

The costs of property, plant and equipment are depreciated on a straight line basis overtheir estimated useful lives. Management estimates the useful lives of these property,plant and equipment to be within 3 to 50 years. The carrying amount of the Group’sproperty, plant and equipment as at 30 September 2010 was $3,895,000 (2009:$4,422,000). Changes in the expected usage and technological developments couldimpact the economic useful lives and the residual values of these assets, thereforefuture depreciation charges could be revised.

(ii) Income Taxes

The Group has exposure to income taxes in numerous jurisdictions. Significant judgmentis required in determining the capital allowances and deductibility of certain expensesduring the estimation of the provision for income tax. There are also claims for which theultimate tax determination is uncertain during the ordinary course of business. The Grouprecognises liabilities for expected tax issues based on estimates of whether additionaltaxes will be due. When the final tax outcome of these matters is different from theamounts that were initially recognised, such differences will impact the income tax anddeferred tax provisions in the period in which such determination is made.

(B) Critical judgments made in applying accounting policies

In the process of applying the Group’s accounting policies, management has made certainjudgments, apart from those involving estimations, which have significant effect on the amountsrecognised in the financial statements.

(i) Impairment of Property, Plant and Equipment

The Group assesses annually whether property, plant and equipment have any indicationof impairment in accordance with the accounting policy. The recoverable amounts ofproperty, plant and equipment have been determined based on value-in-use calculations.These calculations require the use of judgment and estimates.




(c) Significant Accounting Estimates and Judgments (continued)

(B) Critical judgments made in applying accounting policies (continued)

(ii) Impairment on Investment in Subsidiary

Determining whether investment in subsidiary is impaired requires an estimation of thevalue-in-use of that investment. The value-in-use calculation requires the Group toestimate the future cash flows expected from the cash-generating units and an appropriatediscount rate in order to calculate the present value of the future cash flows. Managementhas evaluated the recoverability of the investment based on such estimates.

(iii) Allowance for Bad and Doubtful Debts

The Group makes allowance for bad and doubtful debts based on an assessment of therecoverability of trade and other receivables. Allowances are applied to trade and otherreceivables where events or changes in circumstances indicate that the balances maynot be collectible. The identification of bad and doubtful debts requires the use of judgmentand estimates. Where the expected recoverability is different from the original estimate,such difference will impact carrying value of trade and other receivables and doubtfuldebts expenses in the year in which such estimate has been changed.

(d) Basis of Consolidation

The consolidated financial statements comprise the financial statements of the Company and itssubsidiaries made up to 30 September 2010.

Acquisitions of subsidiaries are accounted for using the purchase method. Subsidiaries areconsolidated from the date of acquisition, being the date on which the Group obtains control, andcontinue to be consolidated until the date that such control ceases.

Intragroup balances, transactions, as well as unrealised profits and losses resulting from intragrouptransactions that are recognised in assets, are eliminated in full. Consolidated financial statementsare prepared using uniform accounting policies for like transactions and other events in similarcircumstances.

A list of the Group’s subsidiaries is shown in note 9 to the financial statements.

The Group treats as subsidiaries those entities in which it holds more than half of the issuedcapital, or where it controls the composition of the board of directors as well as more than half thevoting power.

Investments in subsidiaries are held on a long term basis and stated in the Company’s balancesheet at cost less impairment loss, if any.

(e) Financial Assets

Financial assets are recognised on the balance sheet when the Group becomes a contractual partyto the contractual provisions of the financial instrument.

Amplefield Limited


24


(e) Financial Assets (continued)

Financial assets are derecognised when the rights to receive cash flows from the financial assetshave expired or have been transferred and the Group has transferred substantially all risks andrewards of ownership. On derecognition of a financial asset in its entirety, the difference betweenthe carrying amount and the sum of the consideration received and any cumulative gain or loss thathas been recognised directly in equity is recognised in profit or loss.

Purchases and sales of financial assets are recognised or derecognised on trade-date, that is, thedate on which the Group commits to purchase or sell the asset.

(f) Cash and Cash Equivalents

Cash and cash equivalents comprise cash in hand, cash at bank and bank deposits which aresubject to insignificant risks of changes in value. Cash equivalents are stated at amounts at whichthey are convertible into cash.

(g) Trade and Other Receivables

Trade and other receivables are recognised initially at fair value and subsequently measured atamortised cost using the effective interest method, less allowance for impairment. Receivableswith a short duration are not discounted.

When there is objective evidence that the Group will not be able to collect all amounts due accordingto the original terms of the receivables, an impairment loss is recognised. The amount of theimpairment loss is measured as the difference between the carrying value of the receivable and thepresent value of the estimated future cash flows discounted at the original effective interest rate.The carrying amount of the receivable is reduced directly or through the use of an allowance account.The amount of the loss is recognised in profit or loss.

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can berelated objectively to an event occurring after the impairment was recognised, the previouslyrecognised impairment loss shall be reversed either directly or by adjusting an allowance account.The amount of the reversal shall be recognised in profit or loss.

(h) Inventories

Inventories are stated at the lower of cost (standard cost which approximates the weighted averagecost formula) and net realisable value after adequate allowance has been made for deteriorated,damaged, obsolete or slow-moving inventories. Cost includes all costs of purchase and other costsincurred in bringing the inventories to their present location and condition.

In the case of finished goods and work-in-progress, cost includes direct materials, direct labour andallocation of related production overheads.

Net realisable value represents the estimated selling price less all estimated costs to completionand costs to be incurred in marketing, packing and distribution.




(i) Associate

An associate is an entity in which the Group has a long term equity interest of not less than 20%and not more than 50% and in which the Group has significant influence. Details of the associateare set out in note 9 to the financial statements.

Investment in associate is held on a long term basis and stated in the Company’s balance sheet atcost less impairment loss, if any.

The Group’s interest in the associate is equity accounted for in the consolidated financial statements.The share of the results of the associate is included in profit or loss of the Group, and the share ofthe post-acquisition results is included in the carrying value of the investment shown in the balancesheet of the Group.

(j) Property, Plant and Equipment

All items of property, plant and equipment are initially recorded at cost. The cost of an item ofproperty, plant and equipment is recognised as an asset if, and only if, it is probable that futureeconomic benefits associated with the item will flow to the Group and the cost of the item can bemeasured reliably.

Property, plant and equipment are stated at cost less accumulated depreciation and impairmentloss, if any.

Depreciation is calculated on the straight line basis so as to write off the cost, less the residualvalue, of the assets over their estimated useful lives. The estimated useful lives are as follows:

Leasehold land and buildings 40 years to 50 yearsMotor vehicles 5 years to 8 yearsOffice equipment 3 years to 10 yearsPlant and machinery 6 years to 8 yearsFurniture and fittings 3 years to 10 yearsRenovation 10 years

Fully depreciated assets are retained in the financial statements until they are no longer in use.

The residual values, useful lives and depreciation methods of property, plant and equipment arereviewed and adjusted as appropriate, at each financial year-end.

An item of property, plant and equipment is derecognised upon disposal or when no future economicbenefits are expected from its use or disposal. Any gain or loss arising on derecognition of theassets is included in profit or loss in the year the asset is derecognised.

(k) Investment Property

Investment property comprises property under operating lease that is held for long-term rentalyields and/or for capital appreciation.

Investment property is recognised initially at cost and subsequently carried at fair value, determinedannually by independent professional valuers. Change in fair value is recognised in profit or loss.

Amplefield Limited


26


(k) Investment Property (continued)

Investment property is subject to renovations or improvements at regular intervals. The cost ofmajor renovations and improvements is capitalised as addition and the carrying amounts of thereplaced components are written off to profit or loss. The cost of maintenance, repairs and minorimprovement is charged to profit or loss when incurred.

On disposal of an investment property, the difference between the disposal proceeds and thecarrying amount is recognised in profit or loss.

(l) Financial Liabilities

Financial liabilities are recognised on the balance sheet when the Group becomes a party to thecontractual provisions of the financial instrument.

Financial liabilities are recognised initially at fair value, plus, in the case of financial liabilities otherthan derivatives, directly attributable transaction costs.

Subsequent to initial recognition, all financial liabilities are measured at amortised cost using theeffective interest method, except for derivatives, which are measured at fair value. Financial liabilitieswith a short duration are not discounted.

A financial liability is derecognised when the obligation under the liability is extinguished. For financialliabilities other than derivatives, gains and losses are recognised in profit or loss when the liabilitiesare derecognised, and through the amortisation process. Any gains or losses arising from changesin fair value of derivatives are recognised in profit or loss. Net gains or losses on derivatives includeexchange differences.

(m) Income Taxes

Income tax on the profit or loss for the year comprises current and deferred tax. Income tax isrecognised in profit or loss except to the extent that it relates to items recognised outside profit orloss (either in other comprehensive income or directly to equity), in which case, it is recognised inother comprehensive income or directly to equity accordingly.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enactedor substantially enacted at the balance sheet date, and any adjustment to tax payable in respect ofprevious years.

Deferred income tax is provided using the balance sheet liability method, on all temporary differencesat the balance sheet date arising between the tax bases of assets and liabilities and their carryingamounts in the financial statements. Currently enacted tax rates are used in the determination ofdeferred income tax.

Deferred tax assets are recognised to the extent that it is probable that future taxable profits will beavailable against which the temporary differences can be utilised.

Deferred income tax is provided on all taxable temporary differences arising on investments insubsidiaries and associate, except where the timing of the reversal of the temporary difference canbe controlled, and it is probable that the temporary difference will not reverse in the foreseeablefuture.

Deferred tax is charged or credited to other comprehensive income or directly in equity if the taxrelates to items that are credited or charged, in the same or a different period, to other comprehensiveincome or directly to equity.




(n) Foreign Currency Transactions and Translation

(i) Transactions in Foreign Currencies

Foreign currency transactions are recorded, on initial recognition, in the functional currency ofthe respective companies in the Group by applying to the foreign currency amounts the ratesof exchange prevailing on the transaction dates. Recorded monetary items that are denominatedin foreign currencies as at balance sheet date are translated at the rates ruling on that date.Profit or loss on foreign currency translation is included in profit or loss. Non-monetary assetsand liabilities that are measured in historical cost in a foreign currency are translated using theexchange rates as at the dates of the initial transactions. Non-monetary assets and liabilitiesmeasured at fair value in a foreign currency are translated using the exchange rates at thedate when the fair value was determined.

(ii) Foreign Operations

For consolidation purposes, the assets and liabilities of the foreign operations have beentranslated into Singapore dollars at rates of exchange ruling at the balance sheet date, andincome and expenses are translated at the average exchange rates for the year. All resultingtranslation exchange differences are recognised in other comprehensive income andaccumulated in a separate component of equity as foreign currency translation reserve. Whena foreign operation is disposed of, in part or in full, the relevant amount in the foreign exchangetranslation reserve is reclassified from equity to profit or loss and recognised as a componentof the gain or loss on disposal.

(o) Revenue Recognition

(i) Sales of Goods

Revenue from sale of goods is recognised upon the transfer of significant risks and rewards ofownership of the goods to the customer, which generally coincides with the delivery andacceptance of the goods sold.

(ii) Interest Income

Interest income is recognised on a time-proportion basis, using the effective interest method,unless collectibility is in doubt.

(iii) Rental Income

Rental income from operating leases is recognised on a straight line basis over the leaseterm.

(p) Employee Benefits

(i) Defined Contribution Plans

As required by the law, the Group makes contributions to the state provident funds of therespective countries in which the Group operates. Such contributions are recognised ascompensation expenses in the same period as the employment that gave rise to the contributions.

Amplefield Limited


28


(p) Employee Benefits (continued)

(ii) Short-term Compensated Absences

Employee entitlements to annual leave are recognised when they accrue to employees. Aprovision is made for the estimated liability for employee entitlements to annual leave as aresult of services rendered by employees up to the balance sheet date.

(q) Impairment of Non-Financial Assets

The carrying amounts of the Group’s non-financial assets subject to impairment are reviewed ateach balance sheet date to determine whether there is any indication of impairment. If such indicationexists, the asset’s recoverable amount is estimated. An impairment loss is recognised wheneverthe carrying amount of an asset exceeds its recoverable amount. The recoverable amount is thegreater of the asset’s net selling price and its value in use. The value in use is the present value ofestimated future cash flows expected to arise from the continuing use of the asset and from itsdisposal at the end of its useful life.

An impairment loss on a non-revalued asset is recognised in profit or loss. An impairment loss ona revalued asset is recognised in other comprehensive income to the extent that the impairmentloss does not exceed the amount in the revaluation surplus for that same asset. An impairment loss(except for impairment loss on goodwill) is reversed if there has been a change in the estimatesused to determine the recoverable amount or when there is an indication that the impairment lossrecognised for the asset no longer exists or decreases. An impairment loss is reversed only to theextent that the asset’s carrying amount does not exceed the carrying amount that would have beendetermined if no impairment loss had been recognised.

(r) Goodwill

Goodwill, defined as the excess of the consideration paid over the acquirer’s interest in the fairvalue of the identifiable net assets acquired as at the date of acquisition, is recognised at cost lessany accumulated impairment losses. Where the consideration is lower than the fair value of theidentifiable net assets acquired, the difference is recognised immediately in profit or loss.

Goodwill is tested for impairment annually, as well as when there is any indication that the goodwillmay be impaired. Impairment loss on goodwill is not reversed in a subsequent period.

(s) Provisions

Provisions are recognised when the Group has a present legal or constructive obligation as a resultof past events, it is probable that an outflow of resources will be required to settle the obligation,and a reliable estimate of the amount can be made.




(t) Leases

Operating Leases

Leases whereby the lessor effectively retains substantially all the risks and benefits of ownershipof the leased item are classified as operating leases.

When the Group is the lessor, income arising from such operating lease is recognised on a straightline basis over the lease term.

When the Group is the lessee, operating lease payments are recognised as an expense on astraight line basis over the lease term.

(u) Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifyingassets, being assets that necessarily take a substantial period of time to get ready for their intendeduse or sale, are added to the cost of those assets. Borrowing costs are capitalised until the assetsare ready for their intended use or sale.

All other borrowing costs are recognised as an expense in the period in which they are incurred.

(v) Operating Segment

For management purposes, operating segments are organised based on their products and serviceswhich are independently managed by the respective segment managers responsible for theperformance of the respective segments under their charge. The segment managers are directlyaccountable to the chief executive officer who regularly reviews the segment results in order toallocate resources to the segments and to assess segment performance.

3. CASH AND BANK BALANCES

Cash and bank balances are denominated in the following currencies:

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

Singapore dollars 28 17 28 17

United States dollars 190 1,082 1 2

Philippines peso 33 25 – –

Malaysian ringgit 14 26 – –

265 1,150 29 19

Amplefield Limited


30

4. FIXED DEPOSITS WITH FINANCIAL INSTITUTIONS

Fixed deposits are denominated in United States dollars.

All fixed deposits mature within three months and bear interest at rates ranging from 2.50% to 3.25%(2009: 2.50% to 2.80%) per annum.

5. TRADE RECEIVABLES

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

External parties 691 2,492 – –

Trade receivables are non-interest bearing and are generally on 30 days’ (2009: 30 days’) terms. They arerecognised at their original invoice amounts which represent their fair values on initial recognition.

Management has evaluated the creditworthiness and past collection history of receivables and is satisfiedthat no allowance for receivables that are past due date is necessary.

Trade receivables are denominated in the following currencies:

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

United States dollars 691 2,492 – –

The ageing analysis of trade receivables is as follows:

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

Trade receivables past due

0 to 3 months 691 2,492 – –

4 to 6 months – – – –

more than 6 months – – – –

691 2,492 – –



6. OTHER RECEIVABLES

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

Non-trade receivables due from:

- External parties 47 226 – –

- Subsidiaries – – 11,531 11,901

47 226 11,531 11,901Less: Allowance for doubtful debts

External parties (13) (158) – –

34 68 11,531 11,901Deposits 129 214 – –

Prepayments 5 3 – –

168 285 11,531 11,901

Non-trade receivables and deposits are unsecured, interest-free and expected to be repayable on demand.

Movements in allowance for doubtful debts during the financial year were as follows:

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

At beginning of the year 158 161 – –

Charged to profit or loss 13 – – –

Written off during the year (158) – – –

Translation difference – (3) – –

At end of the year 13 158 – –

Other receivables are denominated in the following currencies:

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

Singapore dollars – – 11,531 11,901



168 285 11,531 11,901

Amplefield Limited


32

7. INVENTORIES

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

Work-in-progress 2 65 – –

Raw materials 169 2 – –

Finished goods 47 108 – –

218 175 – –

The cost of inventories recognised as an expense amounted to $1,543,000 (2009: $9,585,000).

The total carrying amount of inventories approximate their fair value less costs to sell.

8. PREPAID LAND LEASE

This amount represents the total unutilised prepaid operating lease charges relating to the rental offactory land on which the Group is currently carrying out its manufacturing operations. The movementsare analysed below:

Group2010 2009$’000 $’000

Balance at beginning of the year 3,546 –

Charged to profit or loss (190) _

Translation difference 31 –

Transfer from amount due by associate – 3,546

Balance at end of the year 3,387 3,546

Represented by:

Current 136 140

Non-current

- after 1 year but within 5 years 585 401

- after 5 years 2,666 3,005

3,251 3,406

3,387 3,546

In the prior year, an agreement was entered into between the subsidiary CAM Mechatronic (Philippines),Inc. (“CMP”) and its associate, CAM Ventures Development, Inc. (“CVP”) whereby both parties agreed toconvert the amount due by CVP to CMP, totalling $3,546,000 (equivalent to the sum of USD2,000,000and Peso30,000,000), to a long-term prepaid land lease covering a period of twenty years from 1 October2009 to 30 September 2029. The location of this land belonging to CVP is at No. 4 Ring Road, LISP-11,Brgy.La Mesa, Calamba City, Philippines, and is the land on which the Group’s factory buildings arelocated (note 11). The lease rental charges commence on 1 October 2009 and the lease rental chargesfor each subsequent year will increase by 3% over the lease rental charges of the immediate precedingyear.



9. INVESTMENTS IN SUBSIDIARIES

Company2010 2009$’000 $’000

Unquoted equity shares, at cost 7,386 7,386

Less: Impairment loss – –

7,386 7,386

Details of the subsidiaries are described below:

Country of incorporation/ Effective equity

Principal place of interest held Cost of investmentName of subsidiaries activities business by the Group by the Company

2010 2009 2010 2009% % $’000 $’000

Held by the Company

CAM Precision Components Investment Malaysia 100 100 5,095 5,095(Johor) Sdn Bhd * properties and

trading servicesCAM Mechatronic(Philippines), Inc. # Components Philippines 99.9 99.9 2,291 2,291

manufacturing,precisionmachining andprecisionassembly

7,386 7,386

* Audited by Mustapha, Khoo & Co. (Malaysia) # Audited by Pelayo Teodoro Santamaria & Co. (Philippines)

10. INVESTMENT IN ASSOCIATE AND AMOUNT DUE FROM/(TO) ASSOCIATE

Group2010 2009$’000 $’000

(a) Unquoted equity shares, at cost 28 28Less: Share of post-acquisition losses net of currency translation (28) (28)

– –

Amplefield Limited


34

10. INVESTMENT IN ASSOCIATE AND AMOUNT DUE FROM/(TO) ASSOCIATE (continued)

(a) (continued)

Details of the associate are described below:Country of

incorporation/ Effective equityplace of interest held by

Name of associate Principal activities business the Group

2010 2009% %

Held by CAM Mechatronic (Philippines), Inc.

CAM Ventures Development, Inc. * Investment property Philippines 40 40

* Audited by Pelayo Teodoro Santamaria & Co. (Philippines)

The Group’s 40% equity interest in CAM Ventures Development, Inc. (“CVP”) and its subsidiaries isaccounted for under the equity method. Under the equity method, the carrying value of investmentis increased or decreased by the Group’s share of the post acquisition profits or losses and otherreserves of the associate and reduced by dividends received since the date of acquisition. If theGroup’s share of losses of the associate equals or exceeds the carrying amount of the investment,no further losses are recognised and the investment is reported at nil value.

The Group’s unrecognised share of losses of CVP and its subsidiaries for the current financial yearbased on audited accounts as at 30 September 2010 amounted to approximately $33,000 (2009:unrecognised share of losses of $57,000).

The Group’s actual share in the accumulated losses of CVP and its subsidiaries based on auditedaccounts as at 30 September 2010 amounted to approximately $1,815,000 (2009: $1,782,000)which exceeds the total cost of investment by $1,787,000 (2009: $1,754,000).

The summarised financial information of the associate not adjusted for the proportion of ownershipof the Group is as follows:

Group2010 2009$’000 $’000

Assets and LiabilitiesCurrent assets 5 2

Non-current assets 1,844 1,829

Total assets 1,849 1,831

Current liabilities 52 51

Non-current liabilities 6,020 5,885

Total liabilities 6,072 5,936

Results

Revenue 190 143

Loss for the year (83) (142)

(b) Amount due from/to associate is denominated in Philippines peso. The amount owing is non-tradein nature, unsecured, interest-free and is repayable on demand.

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Amplefield Limited


36

11. PROPERTY, PLANT AND EQUIPMENT (continued)

Office Furnitureequipment and fittings Renovation Total

Company $’000 $’000 $’000 $’000

Cost

At 1 October 2008, 30 September 2009and 1 October 2009 179 130 24 333

Written off (179) (130) (24) (333)

At 30 September 2010 – – – –

Accumulated depreciation

At 1 October 2008 173 119 11 303

Charge for the year 1 3 2 6

At 30 September 2009 and1 October 2009 174 122 13 309

Charge for the year 1 2 3 6

Written off (175) (124) (16) (315)

At 30 September 2010 – – – –

Carrying amount

At 30 September 2010 – – – –

At 30 September 2009 5 8 11 24

During the financial year, there was no (2009: no) addition of property, plant and equipment by theCompany.

Included in the leasehold land and buildings of the Group is the following property:

Location Area Description

No. 4 Ring Road, LISP-II, Floor area: 6,485 sq. m 4 blocks of 1-storey industrial buildingsBrgy.La Mesa,Calamba City,Philippines

This represents factory buildings which are owned by the Group. However, the freehold land on whichthese factory buildings are located is owned by an associate of the Group (note 8).

12. INVESTMENT PROPERTIESGroup Company

2010 2009 2010 2009$’000 $’000 $’000 $’000

Balance at beginning of the year 3,952 4,017 – –

Fair value loss recognised in profit or loss (85) – – –

Translation adjustment 191 (65) – –

Balance at the end of the year 4,058 3,952 – –



12. INVESTMENT PROPERTIES (continued)

(a) The investment properties comprise three properties located in Malaysia that are leased to non-related parties under operating leases. Fair value of the investment properties are based on valuationsby an independent valuer who hold a recognised qualification and has relevant experience by referenceto the available market information and indices for similar properties in the same vicinity.

(b) The following are the investment properties of the Group:

Location Area Description Tenure

PLO 292 Land area: 2-storey detached industrial 60 years leaseholdJalan Perak 6,070 sq. m building expiring 20 May 2050Dua,Pasir GudangJohor, Malaysia

PLO 319 Site area: 3-storey administrative block 60 years leaseholdJalan Perak 7,041 sq. m and a single storey factory expiring 20 May 2050Dua, Floor area: building annexedPasir Gudang 2,970 sq. mJohor, Malaysia

PLO 215 Site area: 3-storey administrative block 60 years leaseholdJalan Perak 6,070 sq. m and a single storey factory expiring 22 JanuaryDua, Floor area: building annexed 2049Pasir Gudang 3,089 sq. mJohor, Malaysia

13. TRADE PAYABLES

Trade payables are denominated in the following currencies:

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

United States dollars 405 3,337 – –

Philippines peso – 10 – –


410 3,352 – –

Trade payables are normally on 30 to 60 days (2009: 30 to 60 days) credit terms and are non-interestbearing.

Amplefield Limited


38

14. OTHER PAYABLES

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

Accrued expenses (includingretirement benefits) 383 1,075 107 92

Non-trade payables 1,348 1,577 549 1,431

Amounts owing to directors 135 135 135 135

1,866 2,787 791 1,658

Other payables are denominated in the following currencies:

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

Singapore dollars 784 1,564 705 1,572


Malaysian ringgit 768 929 86 86

1,866 2,787 791 1,658

Non-trade payables and accrued expenses are unsecured, interest-free and are normally settled within90 days or repayable on demand.

The amounts owing to directors are non-trade in nature, unsecured, interest-free and repayable on demand.

15. SHARE CAPITAL

Group and Company

2010 2009 2010 2009

Number of ordinary shares(’000) $’000 $’000

Issued share capital

At beginning and end of year 691,762 691,762 20,753 20,753

The holders of ordinary shares are entitled to receive dividends as and when declared by the Company.All ordinary shares carry one vote per share without restriction and rank equally with regard to the Company’sresidual assets.



16. RESERVES

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

Foreign exchange translation losses (1,725) (2,198) – –

Accumulated losses (3,958) (6,288) (3,532) (4,486)

(5,683) (8,486) (3,532) (4,486)

The foreign exchange translation losses are used to record exchange difference arising from the translationof the financial statements of foreign operations whose functional currencies are different from that of theGroup’s presentation currency.

17. REVENUE

Group2010 2009$’000 $’000

Sale of goods 6,978 15,278

The Group’s revenue is arrived at after elimination of transactions within the Group.

18. OTHER INCOME

Group2010 2009$’000 $’000

Rental income from investment properties 145 334

Interest income 157 38

Gain on foreign exchange – 46

Scrap sales 5 4

Others 113 –

420 422

19. EMPLOYEE BENEFITS EXPENSE

Group2010 2009$’000 $’000

Salaries and related costs 1,412 1,398

Employer’s contribution to defined contribution plans 30 27

Total employee benefits expense 1,442 1,425

Amplefield Limited


40

19. EMPLOYEE BENEFITS EXPENSE (continued)

Employee benefits expense includes key management personnel compensation as disclosed in note26(b) and directors’ remuneration as disclosed below:-

Group2010 2009$’000 $’000

Directors’ remuneration- Directors of the Company 195 150

Directors’ fees- Directors of the Company 61 48

256 198

20. OTHER EXPENSES

Included in other expenses are the following:-

Group2010 2009$’000 $’000

Operating lease expenses 226 201

Selling and distribution expense 36 29

Direct operating expenses arising from investment propertiesthat generated rental income 54 54

Property, plant and equipment written off 18 –

Loss on foreign exchange 626 –

Allowance for doubtful debt - non-trade 13 –

Fair value loss on investment properties 85 –

21. EXCEPTIONAL ITEMS

Group2010 2009$’000 $’000

Gain on waiver of time-barred creditors 775 –



22. INCOME TAX EXPENSE

Group2010 2009$’000 $’000

Provision for current taxation 147 101

Over-provision of taxation in prior years (410) (2)

(263) 99

Reconciliation of income tax expense:


Taxation at statutory rate of 17% 351 419

Tax effects of:

Non-taxable income (132) –

Non-deductible expenses 205 140

Deferred tax assets not recognised 100 5

Realisation of deferred tax assets previously not recognised – (298)

Effects of different tax rates of overseas operations (377) (165)

Over-provision of taxation in prior years (410) (2)

(263) 99

Subject to the agreement with the relevant tax authorities and compliance with certain conditions of therelevant tax legislations in which the subsidiaries operate, the Group has unabsorbed tax loss and capitalallowances totalling approximately $3,330,000 and $2,739,000 (2009: $3,030,000 and $3,075,000)respectively which are available for set-off against future taxable income of the respective subsidiaries.No deferred tax assets in respect of the above amounting to approximately $1,517,250 (2009: $1,587,300),have been recognised due to unpredictability of future profit streams.

23. EARNINGS PER SHARE

The calculation of basic earnings per ordinary share is calculated on the Group’s profit after taxation of$2,330,000 (2009: profit after taxation of $2,368,000) divided by the weighted average number of ordinaryshares of 691,762,326 (2009: 691,762,326) in issue during the year.

Fully diluted earnings per ordinary share is the same as basic earnings per ordinary share as there are noshare options and warrants during the year.

Amplefield Limited


42

24. PURCHASE OF PROPERTY, PLANT AND EQUIPMENT

During the financial year, additions of property, plant and equipment were purchased as follows:

Group2010 2009$’000 $’000

By cash 107 185

By off-setting against trade receivable – 288

107 473

25. CASH AND CASH EQUIVALENTS

Cash and cash equivalents in the consolidated statement of cash flows comprise the following balancesheet amounts:

Group2010 2009$’000 $’000

Cash and bank balances 265 1,150

Fixed deposits with financial institutions 5,679 3,867

5,944 5,017

26. RELATED PARTY DISCLOSURES

Significant transactions with related parties, not otherwise disclosed in the financial statements, are asfollows:-

Group2010 2009$’000 $’000

(a) With associate

Rental expense 190 143

(b) Key management personnel compensation(excluding directors’ remuneration)

Key management personnel compensation is as follows:

Salaries and other short-term employee benefits 116 132

Post employment benefits - contribution to defined contribution plans 12 14

128 146

27. OTHER MATTERS

(i) In 2001, Inland Revenue Authority of Singapore (IRAS) had raised queries relating to the taxassessment for year of assessment 1998, and subsequently issued a notice of additional assessmentfor year of assessment 1998 due to the disallowance of certain expense relating to the disposal ofthe Toa Payoh property. In spite of the Company’s objection letter to IRAS on 1 October 2004,IRAS has not accepted the Company’s tax computation and explanation regarding the issue on theprofit on sale of the Toa Payoh property. The Directors of the Company are seeking valid groundsto contest this assessment and are of the opinion that the above assessment would not be probable.



27. OTHER MATTERS (continued)

(i) (continued)

The total tax liabilities based on revised tax assessments for year of assessment 1998 to year ofassessment 2006 received from IRAS on 30 August 2006 amounted to $1,959,000. The Company’sprovision for tax liabilities as at 30 September 2009 was $1,405,000 and the difference of $534,000has not been provided for in the financial statements as the Directors believe the liability is notprobable.

During the financial year, the Company received the revised tax computation in respect of year ofassessment 1998 to year of assessment 2006 from IRAS which discharged the previous additionalassessment of $898,000 and related penalty abatement of $46,000. As a result, an over-provisionof income tax liabilities of $410,000 has been recognised during the financial year, as disclosed innote 22 to the financial statements. The Company’s provision for tax liabilities as at 30 September2010 was $934,000.

(ii) On 3 May 2010, the Company has entered into a JV Agreement with third parties to subscribe for140,000 shares of US$1.00 each in the share capital of Unique Mix (Singapore) Pte Ltd for a totalsubscription cost of US$140,000. The investment in 140,000 shares represents 40% equity interestof Unique Mix (Singapore) Pte Ltd. The proposed transaction has yet to be completed as at the dateof this report.

28. COMMITMENTS

(a) As at the balance sheet date, the Group has the following commitments under non-cancellableoperating leases where the Group is the lessee:

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

Payable within 1 year 36 – – –

Payable after 1 year but notlater than 5 years 36 – – –

72 – – –

The above operating lease commitments are based on known rental rates as at the date of thisreport and do not include any revision in rates which may be determined by the lessor.

(b) Lease commitments under non-cancellable operating leases where the Group is the lessor:

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

Receivable within 1 year – 175 – –

Receivable after 1 year but not laterthan 5 years – – – –

– 175 – –

Am

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44

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29. SEGMENT INFORMATION (continued)

(b) Business segments

The principal activities of the Group are mainly components manufacturing, precision machiningand precision assembly which have been identified by management as a reportable business segment.This segment accounts for 100% of the Group’s revenue from sales to external customers.Accordingly, the Directors are of the opinion that there is no other business segment in which theGroup is subject to different risks and rewards.

30. FINANCIAL RISK MANAGEMENT

The Group is exposed to a number of risks through its normal operations. The most significant of theseare liquidity risk, interest rate risk, foreign exchange risk and credit risk. The responsibility for managingthese risks is vested in the Group’s Executive Committee which comprises the Executive Directors ofthe Company and senior management of the Group. Operational responsibility for asset and liabilitymanagement is in turn delegated to appropriate management in each operating business unit.

(i) Liquidity risk

Liquidity risk is the risk that the Group or the Company will encounter difficulty in meeting financialobligations due to shortage of funds.

The Group’s funding requirements and liquidity risks are managed with the objective of meeting itsbusiness obligations in a timely manner. The Group through the appropriate management in eachoperating business unit measures and manages its cash flow commitments on a regular basis.Among other things, this also involves monitoring the concentration of funding maturing at any pointin time and from any particular source.

All financial liabilities of the Group and the Company are repayable on demand or will mature withinone year.

(ii) Interest rate risk

Interest rate risk is the risk that changes in market interest rates will have an adverse financialeffect on the Group’s results and the fair value of its financial instruments. The Group does nothave any interest-bearing financial liabilities. Its only exposure to changes in interest rates relatesto interest-earning bank deposits. The Group monitors movements in interest rates to ensure depositsare placed with financial institutions offering optimal rates of return. Management believes that theinterest rate risk exposure is manageable.

The interest rates and terms of maturity of financial assets of the Group are disclosed in note 4 tothe financial statements.

Sensitivity analysis for interest rate risk

The effect of interest rate change on equity and profit is not significant as the Group’s and theCompany’s financial instruments are either at fixed interest rate or are non-interest bearing as at thebalance sheet date.

Amplefield Limited


46

30. FINANCIAL RISK MANAGEMENT (continued)

(iii) Foreign exchange risk

The Group’s equity investment in and intercompany loans to subsidiaries and associate in Malaysiaand the Philippines currently account for most of its foreign exchange risk. Unfortunately under thepresent circumstance, the Group is unable to match funds to reduce this structural foreign currencyexposure.

In Malaysia, the Ringgit peg was replaced by a managed float regime and this has continued toprovide stability to the Ringgit and minimise the foreign exchange risk.

In the Philippines, the Peso has weakened against US Dollars. As most of the Philippines subsidiary’ssales and trade receivables are denominated in US Dollars, the weakening of the Peso against USDollars is favourable to the subsidiary. However, most of the Philippines subsidiary’s purchases ofraw materials are also in US Dollars and this has provided a natural hedge against the exchangerate risk.

The Group does not enter into any derivative transactions to hedge its foreign exchange risk.

The Group’s exposure to foreign currency is as follows:

SGD USD PESO RINGGIT Total$’000 $’000 $’000 $’000 $’000

Group

2010

Fixed deposits with financialinstitutions – 5,679 – – 5,679

Cash and bank balances 28 190 33 14 265

Trade and other receivables – 691 99 94 884

Trade and other payables (784) (405) (314) (773) (2,276)

(756) 6,155 (182) (665) 4,552

Less: Financial liabilitiesdenominated in respectiveentities functional currencies – – 182 665 847

(756) 6,155 – – 5,399

2009

Fixed deposits with financialinstitutions – 3,867 – – 3,867

Cash and bank balances 17 1,082 25 26 1,150

Trade and other receivables – 2,492 108 177 2,777

Trade and other payables (1,564) (3,337) (309) (934) (6,144)

(1,547) 4,104 (176) (731) 1,650Less: Financial liabilities

denominated in respectiveentities functional currencies – – 176 644 820

(1,547) 4,104 – (87) 2,470




(iii) Foreign exchange risk (continued)

Sensitivity analysis for foreign currency risk

The following table demonstrates the sensitivity of the Group’s profit net of tax to a 5% change inthe following currencies exchange rates (against SGD), with all other variables held constant.

Group2010 2009$’000 $’000

Increase/(decrease)

Profit after tax

USD - strengthened 5% (2009: 5%) 308 205- weakened 5% (2009: 5%) (308) (205)

PESO - strengthened 5% (2009: 5%) – –- weakened 5% (2009: 5%) – –

RINGGIT - strengthened 5% (2009: 5%) – (4)- weakened 5% (2009: 5%) – 4

(iv) Credit risk

Credit risk is the risk that a counterparty will default on its contractual obligations resulting infinancial loss to the Group. The Group, through the appropriate management in each operatingbusiness unit, controls this risk through the process of initial approval and granting of credit, subsequentmonitoring of creditworthiness and the active management of credit exposures.

Cash and cash equivalents are placed with financial institutions with good credit ratings.

During the financial year, the Group derived approximately 85% (2009: 80%) of its revenue from amajor customer dealing in the manufacture of hard disk drives components in the Philippines. Inorder to reduce the risk associated with a single major customer and industry, the Group continuesto strive to include more customers in its portfolio.

The credit risk concentration profile of the Group’s trade receivables as at the balance sheet date isas follows:-

Group Company2010 2009 2010 2009$’000 $’000 $’000 $’000

By geographical areas

Singapore – – – –

Malaysia – – – –

Philippines 691 2,492 – –

691 2,492 – –

Amplefield Limited


48


(iv) Credit risk (continued)

Further details of credit risks on trade receivables are disclosed in note 5 to the financial statements.

31. CAPITAL MANAGEMENT

The Group’s objectives when managing capital are:

(a) To safeguard the Group’s ability to continue as a going concern;(b) To support the Group’s stability and growth; and(c) To provide capital for the purpose of strengthening the Group’s risk management capability.

The Group actively and regularly reviews and manages its capital structure to ensure optimal capitalstructure and shareholder returns, taking into consideration the future capital requirements of the Groupand capital efficiency, prevailing and projected strategic investment opportunities. The Group currentlydoes not adopt any formal dividend policy.

There were no changes to the Group’s approach to capital management during the year.

The Company and its subsidiaries are in compliance with all externally imposed capital requirements forthe financial years ended 30 September 2009 and 2010.

32. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

The carrying amounts of cash and cash equivalents, receivables and payables approximate their fairvalue due to their short term nature.

33. AUTHORISATION OF FINANCIAL STATEMENTS

The financial statements and consolidated financial statements of Amplefield Limited and its subsidiariesfor the year ended 30 September 2010 were authorised for issue in accordance with a resolution of thedirectors dated 30 December 2010.


STATEMENT BY DIRECTORS

We, being directors of the Company, do hereby state that in the opinion of the directors,

(a) the financial statements set out on pages 16 to 48 are drawn up so as to give a true and fair view of thestate of affairs of the Company and of the Group as at 30 September 2010, and of the results, changesin equity and cash flows of the Group for the year then ended; and

(b) at the date of this statement, there are reasonable grounds to believe that the Company will be able topay its debts as and when they fall due.

The board of directors has, on the date of this statement, authorised these financial statements for issue.

On behalf of the Board of Directors

Dato Dr Tan Tiong HongDirector

Dato Yap Teiong ChoonDirector

30 December 2010


STATISTICS OF SHAREHOLDERSas at 15 December 2010

SHAREHOLDERS’ INFORMATION AS AT 15 DECEMBER 2010

Issued share capital : $20,752,870

No of shares : 691,762,326

Class of shares : Ordinary share

Voting rights : One vote per share

SUBSTANTIAL SHAREHOLDERS(As recorded in the Register of Substantial Shareholders)

Direct Interest % Deemed Interest %

Dato Dr Tan Tiong Hong 86,000,000 12.43 Nil Nil

Dato Yap Teiong Choon 231,557,390 33.47 Nil Nil

Caroline Tan Mei-Ling Nil Nil 86,000,000 12.43

About 54% of the ordinary shares of the Company are in the hands of the public at all times. Accordingly, theCompany has complied with Rule 723 of the Listing Manual.

The following directors of the Company who held office at the end of the financial year had, accordingly to theregister required to be kept under Section 164 of the Companies Act, Cap. 50, an interest in the ordinary sharesof the Company, as stated below:

No. of shares in which Directors No. of shares in which DirectorsName of Directors have a direct interest % are deemed to have an interest %

Dato Dr Tan Tiong Hong 86,000,000 12.43 Nil –

Dato Yap Teiong Choon 231,557,390 33.47 Nil –

Caroline Tan Mei-Ling Nil – 86,000,000 12.43

Albert Saychuan Cheok 1,000,000 0.14 Nil –


STATISTICS OF SHAREHOLDINGSas at 15 December 2010

DISTRIBUTION OF SHAREHOLDINGS

NO. OFSIZE OF SHAREHOLDINGS SHAREHOLDERS % NO. OF SHARES %

1 - 999 4,463 39.18 2,230,781 0.32

1,000 - 10,000 4,741 41.62 14,274,526 2.06

10,001 - 1,000,000 2,151 18.88 190,884,621 27.60

1,000,001 AND ABOVE 36 0.32 484,372,398 70.02

TOTAL 11,391 100.00 691,762,326 100.00

TWENTY LARGEST SHAREHOLDERS

NO. NAME NO. OF SHARES %

1 CITIBANK NOMINEES SINGAPORE PTE LTD 258,023,448 37.30

2 HSBC (SINGAPORE) NOMINEES PTE LTD 92,881,500 13.43

3 CHOO LANG ENG LIZA 18,125,000 2.62

4 PHILLIP SECURITIES PTE LTD 11,880,500 1.72

5 CIMB SECURITIES (SINGAPORE) PTE LTD 11,353,500 1.64

6 ICBC (SINGAPORE BRANCH) 11,183,500 1.62

7 TAN AH EE 11,001,000 1.59

8 BEYONICS TECHNOLOGY LIMITED 7,781,950 1.12

9 LAM HING SANG 7,500,000 1.08

10 BNP PARIBAS SECURITIES SERVICES 5,388,000 0.78

SINGAPORE PTE LTD

11 UNITED OVERSEAS BANK NOMINEES PTE LTD 4,452,000 0.64

12 LAU LYE TECK 3,825,000 0.55

13 NG HIAN FONG 3,500,000 0.51

14 OCBC SECURITIES PRIVATE LTD 3,301,000 0.48

15 DBS NOMINEES PTE LTD 3,254,500 0.47

16 SAI YEE @ SIA SAY YEE 3,170,000 0.46

17 DMG & PARTNERS SECURITIES PTE LTD 2,990,000 0.43

18 CHONG KUM FATT 2,150,000 0.31

19 LEE KENG CHEONG 1,535,000 0.22

20 KHONG SOO HAR @ KHONG FAN KEE 1,515,000 0.22

TOTAL 464,810,898 67.19


NOTICE OF ANNUAL GENERAL MEETING

(Resolution 1)

(Resolution 2)

(Resolution 3)

(Resolution 4)

(Resolution 5)

(Resolution 6)

(Resolution 7)

AMPLEFIELD LIMITED(Incorporated in the Republic of Singapore)Company Registration No. : 198900188N


NOTICE IS HEREBY GIVEN that an Annual General Meeting of Amplefield Limited (“the Company”) will beheld at Swissotel Merchant Court Singapore, Merchant Court Ballroom, Section A, Lobby Level, 20 MerchantRoad, Singapore 058281 on Thursday, 27 January 2011 at 2.00 pm for the following purposes:

AS ORDINARY BUSINESS

1. To receive and adopt the Directors’ Report and the Audited Accounts for thefinancial year ended 30 September 2010 together with the Auditors’ Reportthereon.

2. To re-elect the following Directors retiring pursuant to Articles 115 and 119 ofCompany’s Articles of Association:-

a. Dato’ Yap Teiong Choon (retiring under Article 115)

b. Caroline Tan Mei-Ling (retiring under Article 115)

c. Woon Ooi Jin (retiring under Article 119)

Dato’Yap Teiong Choon will, upon re-election as a Director of the Company,remain as Executive Director of the Company

Ms Caroline Tan Mei-Ling will, upon re-election as a Director of the Company,remain as a member of the Audit Committee and will be considered non-independent.

Mr Woon Ooi Jin will, upon re-election as a Director of the Company, remain asa non-independent and non-executive director of the Company.

3. To approve the payment of Directors’ fees of $61,458/- for the financial yearended 30 September 2010 (2009: $47,500/-).

4. To re-appoint Lo Hock Ling & Co as the Company’s Auditors and to authorizethe Directors to fix the remuneration.

AS SPECIAL BUSINESS

To consider and, if thought fit, to pass the following resolutions as OrdinaryResolutions, with or without any modifications:

5. That pursuant to Section 161 of the Companies Act, Cap 50, and the listingrules of the Singapore Exchange Securities Trading Limited (“SGX-ST”), theDirectors be empowered to

(a) issue shares in the Company (whether by way of rights, bonus orotherwise);



(b) make or grant offers, agreements or options (collectively, “Instruments”)that might or would require shares to be issued, including but not limitedto the creation and issue of (as well as adjustments to) warrants,debentures or other instruments convertible into shares; and (c)(notwithstanding the authority conferred by the ordinary resolution mayhave ceased to be in force) issue shares in pursuance of any Instrumentmade or granted by the Directors while the ordinary resolution was inforce, provided that:

(a) the aggregate number of shares to be issued pursuant to thisResolution (including shares to be issued in pursuance ofInstruments made or granted pursuant to this Resolution) does notexceed 50 per cent of the issued share capital of the Company, ofwhich the aggregate number of shares to be issued other than ona pro-rata basis to shareholders of the Company (including sharesto be issued in pursuance of Instruments made or granted pursuantto this Resolution) does not exceed 20 per cent of the issued sharecapital of the Company;

(b) In exercising the authority conferred by this Resolution, theCompany shall comply with the provisions of the Listing Manual ofthe SGX-ST for the time being in force (unless such compliance iswaived by the SGX-ST) and the Company’s Articles of Association;and

(c) Unless revoked or varied by the Company in general meeting suchauthority shall continue in force until the conclusion of the nextAnnual General Meeting of the Company or the date by which thenext Annual General Meeting of the Company is required by law tobe held, whichever is the earlier.

By Order of the Board

Foo Wai Cheng Cindy CarolineCompany Secretary

Singapore, 11 January 2011

Explanatory Notes:

(i) Resolution 7 is to empower the Directors to issue shares in the Company and to make or grant instruments convertible intoshares, and to issue shares in pursuance of such instruments up to an amount not exceeding in total 50 per cent of theissued share capital of the Company, with a sub-limit of 20 per cent for shares issued other than on a pro-rata basis toshareholders. For the purpose of determining the aggregate number of shares that may be issued, the percentage of issuedshare capital will be based on the issued share capital of the Company at the time that this resolution is passed, after adjustingfor (a) new shares arising from the conversion or exercise of any convertible securities or share options or vesting of shareawards which are outstanding or subsisting at the time that this resolution is passed, and (b) any subsequent consolidationor subdivision of shares.


This page has been intentionally left blank


Shares in : Number of Shares

(a) Depository Register

(b) Register of Members

Total

AMPLEFIELD LIMITED(Incorporated in the Republic of Singapore)Company Registration No. : 198900188N

ANNUAL GENERAL MEETING

PROXY FORM

I/We (Name)(BLOCK LETTERS)

of (Address)

being a member/members of the abovenamed Company, hereby appoint

NRIC/Passport Proportion ofName Address Number Shareholdings (%)

and/or (delete as appropriate)

or failing him/her, the Chairman of the Meeting as my/our proxy/proxies to vote for me/us on my/our behalf, atthe Annual General Meeting of the Company, to be held on 27 January 2011 at 2.00 p.m. and at any adjournmentthereof. I/We direct my/our proxy/proxies to vote for or against the resolutions to be proposed at the Meetingas indicated hereunder. If no specific direction as to voting is given, the proxy/proxies will vote or abstain fromvoting at his/their discretion, as he/they will on any other matter arising at the Meeting.

To be used on To be used ina show of hands the event of Poll

No. Resolutions Relating To: * For * Against ** For ** Against

1. Adoption of Directors’ Report and Audited Accountsfor the year ended 30 September 2010

2. Re-election of Dato’Yap Teiong Choon

3. Re-election of Caroline Tan Mei-Ling

4. Re-election of Woon Ooi Jin

5. Approval of Directors’ fees

6. Re-appointment of Lo Hock Ling & Co. as Auditors

7. Authority for Directors to allot and issue new shares

* Please indicate your vote “For” or “Against” with a “ ” within the box provided.

** If you wish to exercise all your votes “For” or “Against”, please indicate with a “ ” within the box provided. Alternatively, pleaseindicate the number of votes as appropriate.

Dated this day of 2011.

Signature(s) of Member(s)/Common Seal of Corporate Member

IMPORTANT : PLEASE READ NOTES OVERLEAF

IMPORTANT

1. For investors who have used their CPF monies to buyAmplefield Limited’s shares, this Annual Report is sent tothem at the request of their CPF Approved Nominees solelyFOR INFORMATION ONLY.

2. This Proxy Form is not valid for use by CPF investors andshall be ineffective for all intents and purposes if used orpurported to be used by them.

3. CPF investors who wish to vote should contact their CPFApproved Nominees.


NOTES

1. Please insert the total number of shares held by you. If you have shares entered against your name in the DepositoryRegister(as defined in Section 130A of the Companies Act, Chapter 50 of Singapore), you should insert the number of shares.If you have shares registered in your name in the Register of Members, you should insert that number of shares. If you haveshares entered against your name in the Depository Register and registered in your name in the Register of Members, youshould insert the aggregate number of shares entered against your name in the Depository Register and registered in yourname in the Register of Members. If no number is inserted, the instrument appointing a proxy or proxies shall be deemed torelate to all the shares held by you.

2. The instrument appointing a proxy or proxies must be deposited at the Registered Office of the Company at 7500A BeachRoad #09-316 The Plaza, Singapore 199591, not less than 48 hours before the time appointed for the holding of the AnnualGeneral Meeting or adjourned Meeting.

3. A member of the Company entitled to attend and vote at a Meeting of the Company is entitled to appoint up to two proxies toattend and vote instead of him, and such proxy need not be a member of the Company.

4. When a member appoints two proxies the appointments shall be invalid unless he specifies the proportions of his holdings tobe represented by each proxy.

5. The instrument appointing a proxy or proxies must be under the hand of the appointor or of his attorney duly authorized inwriting. Where the instrument appointing a proxy or proxies is executed by a corporation, it must be executed either under itsseal or under the hand of an officer or attorney duly authorized.

6. A corporation which is a member may authorise by resolution of its directors or other governing body such person as it thinksfit to act as its representative at the Annual General Meeting, in accordance with Section 179 of the Companies Act, Chapter50 of Singapore.

7. The Company may reject this proxy if it is improperly completed or illegible or where the true intentions of the appointor arenot ascertainable from the instructions of the appointor specified in the instrument appointing a proxy or proxies. In addition,in the case of shares entered in the Depository Register, the Company may reject any instrument appointing a proxy orproxies lodged if the member, being the appointor, is not shown to have shares entered against his name in the DepositoryRegister as at 48 hours before the time appointed for holding the Annual General Meeting or adjourned Meeting, as certifiedby The Central Depository (Pte) Limited to the Company.

Designed & Printed by The Financial Press Pte LtdTel : 6533 0795 Fax : 6532 6316

Annual Report 2010 - Morningstar, Inc.

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