TNB Iar 2020
TNB Iar 2020
TNB Iar 2020
SUSTAINABLE
TOMORROW
WE ARE TNB
This
05 Thank You From The Board - Statement of Value Added
06 We Are TNB - Distribution of Value Added
07 Our Investment Case - Core Revenue
- Financial Highlights - Our Credit Ratings
- Group Quarterly Financial Performance - Our Shareholding Structure
Report
- Six-Year Group Financial Summary - Generation Fuel Mix
- Six-Year Group Growth Summary - Our Scorecard
- Simplified Group Statement of 16 Our Structure
Financial Position 18 Our International Footprint
This Integrated Report has been prepared to provide a balanced and accurate account of
Tenaga Nasional Berhad (TNB)’s performance and prospects. It outlines our ongoing 10-year
transformational strategy, Reimagining TNB 2025, and describes challenges posed by the operating
environment as well as other key risks impacting the energy industry. The Report is intended
primarily for our shareholders, financiers and investors, but is also relevant to stakeholders who
seek to understand how we create value through good governance, in addition to how we balance
our vision for sustainable growth against environmental and social imperatives.
Our Capitals
Our capitals are the resources and relationships that are essential to our business and which we leverage to create value.
Funds available to Physical assets and Renewable and Our Research Our people, who The strength
TNB to manage our infrastructure that non-renewable and Development are responsible for we derive from
operations, namely enable us to carry environmental capabilities, ensuring we meet maintaining strong
our shareholders’ out our business, resources used by investments into our obligation to relationships with
equity, borrowings namely our plants, TNB to generate new technologies keep the lights our investors,
and income transmission electricity such as and innovation on day after day; employees, trade
and distribution coal, natural gas, that enhance and our Board unions, customers,
networks, fibre liquefied natural our operational of Directors who suppliers and the
optic cable, office gas, water and efficiency and ensure sound community at large
premises and sunlight facilitate our governance
vehicles transition into green
energy
Information disclosed is relevant to our material matters, which have Other than be guided by the International Integrated Reporting
been determined by extensive stakeholder engagement as well as Framework (IIRF), we have referred to the principles and requirements
internal evaluation. These material matters reflect existing and emerging of the Main Market Listing Requirements of Bursa Malaysia Securities
risks and opportunities, which could affect our ability to create value in Berhad (MMLR), the Companies Act 2016, the Malaysian Code on
the short, medium and long term. Corporate Governance 2017 (MCCG), the Corporate Governance
Guide (3rd Edition) issued by Bursa Malaysia, Malaysian Financial
Reporting Standards (MFRS), and International Financial Reporting
Standards (IFRS).
p.3
INTEGRATED ANNUAL REPORT 2020
In this report, we disclose material information relating to the Group covering the year from 1 January 2020 to 31 December 2020. In cases where
material for FY2020 was not available, the most recent material was provided.
Forward-looking Statements
This report contains certain forward-looking statements relating to future performance. Such statements are premised on current assumptions
and circumstances, which could change, hence they necessarily involve uncertainty. Various factors could cause actual results to differ materially
from those expressed or implied by these forward-looking statements.
Targeted Readers
This report is primarily intended to address questions that our shareholders and prospective investors may have. However, the information
provided includes the way we create value for other key stakeholders, including our employees, customers, regulators and the community.
Although we have not presented a Management Discussion & Analysis (MD&A) in this report, key components of the MD&A can be found in the
following pages:
Topic
Pages 6, 18-19 for Pages 38-57 for Pages 23 and 27 for Pages 26-31 for Pages 118-122 for Pages 25 and 31 for
more information more information more information more information more information more information
Our Board acknowledges its responsibility in This report is supplemented by our Sustainability Report.
ensuring the integrity of this Integrated Report,
Report Disclosure Reporting Framework
which in its opinion addresses issues that are
material to the Group’s ability to create value Our Sustainability • Global Reporting Initiative (GRI) Standards: Core
and fairly presents the integrated performance Report details the option
Sustainability manner in which TNB • GRI Electric Utilities Sector Disclosures
of TNB.
Report creates value for our • Bursa Malaysia’s MMLR
stakeholders, focusing • Bursa Malaysia’s Sustainability Reporting Guide 2nd
Feedback
on our economic, Edition
environmental, social • Task Force on Climate-related Financial Disclosures
We welcome feedback to the Report, and
and governance (TCFD)framework
look forward to receiving your comments/ imperatives.
suggestions via email to cosec@tnb.com.my.
We are TNB
05
Thank You From The Board
06
We Are TNB
07
Our Investment Case
- Financial Highlights
- Group Quarterly Financial Performance
- Six-Year Group Financial Summary
- Six-Year Group Growth Summary
- Simplified Group Statement of Financial Position
- Statement of Value Added
- Distribution of Value Added
- Core Revenue
- Our Credit Ratings
- Our Shareholding Structure
- Generation Fuel Mix
- Our Scorecard
16
Our Structure
18
Our International Footprint
p.5
Yet, amid the chaos around us, a group of our very own warga TNB have been working diligently to ensure some semblance of normalcy. They
have ventured into red zones, isolated because of high COVID-19 numbers, to fix breakdowns and to connect MCO posts to the grid. They have
gone into the thick of the viral infection – the hospitals that serve as treatment centres – to install gensets to ensure continuity of supply.
In each instance, they have put aside their own fears in the name of the greater good – to bring relief to those confined to homes with no
electricity; comfort to the police patrolling red zones; and peace of mind to healthcare workers at our hospitals.
Virus or not, breakdowns will happen; and to ensure restoration of supply within 24 hours, they have worked long hours, sometimes alone, to get
the job done.
Frontliners with young children have sent their sons and daughters to live with relatives to avoid any possibility of transmitting the virus to them.
Having done this, some have gone months without seeing their loved ones.
If the pandemic were not enough, towards year end and throughout January, states such as Pahang and Johor were yet again inundated by the
floods. As always, electricity poles and cables were damaged. Despite the risk of further landslides and trees being uprooted, our teams set out
again, braving the elements, to repair and restore service. We had to mobilise teams from various states to manage the flood-engulfed areas.
This meant arduous journeys, sometimes as long as 13 hours because normal routes were under water. Yet, driven by a deep-rooted sense of
duty, they went. They fixed. And they returned.
These men and women embody the values that we hold dear at TNB. Through their dedication and commitment, they have done TNB proud; and
we would like to acknowledge the immense sacrifices they have made in the name of national service. To each and every one of our frontliners,
“Terima Kasih”. We may not be able to thank all of you in person, but would like to do so here. We hope you read this message and know
that, to us, all of you are heroes.
We Are TNB
OUR PURPOSE OUR ASPIRATION
84,526
33,257 14,635
53
Domestic Commercial Industrial Mining Streetlight Others
p.7
INTEGRATED ANNUAL REPORT 2020
WE ARE TNB
FINANCIAL HIGHLIGHTS
2.4%
Profit before taxation and zakat 4,235.4 5,477.7 3,070.5 2,872.5
* Based on
adjusted net profit
Net profit attributable to owners of
the Company 3,592.7 4,529.2 2,675.3 1,965.0
CAPEX
KEY BALANCE SHEET DATA
(RM Million) RM7,850.1
million
Property, plant and equipment 112,596.1 109,966.0 69,528.7 71,345.7
Total assets 181,433.3 178,847.2 173,180.8 172,364.2 Average Coal Price
Total borrowings 49,452.6 45,411.7 22,091.3 19,488.1
Total liabilities 123,983.4 119,565.1 126,425.8 122,869.5
USD60.6
per MT
EBITDA Margin
40.9%
p.8
TENAGA NASIONAL BERHAD
FY2020
RM MILLION Q1 Q2 Q3 Q4 YEAR
FY2019
RM MILLION Q1 Q2 Q3 Q4 YEAR
^ interim dividend
* final dividend and special dividend
p.9
INTEGRATED ANNUAL REPORT 2020
WE ARE TNB
GROUP
Profit before taxation and zakat 8,066.8 8,281.8 2,843.5 5,046.6 5,477.7 4,235.4
SHARE INFORMATION
Share price as at reporting date (RM) 14.74 14.28 15.26 13.60 13.26 10.42
FINANCIAL RATIOS
Return on assets (%) 6.4 5.4 5.3 3.2 2.8 2.4
Return on shareholders’ equity (%) 16.1 13.3 13.2 8.3 8.5 7.4
Effective weighted average cost of funds (%) 5.1 4.7 5.0 5.0 5.1 4.9
Debt-equity (net of cash) ratio 0.33 0.37 0.44 0.50 0.53 0.63
59,052
59,282
7,368
57,989
6,904
50,393
50,940
57,585
57,450
47,417
52,600
44,532
43,976
4,529
3,724
3,593
15,692
2,622
2016 2017 2017* 2018 2019 2020 2016 2017 2017* 2018 2019 2020 2016 2017 2017* 2018 2019 2020
(Restated) (Restated) (Restated)
49,453
178,847
6.4
47,832
153,695
45,412
144,250
142,012
5.4
41,444
132,902
5.3
38,847
34,307
3.2
2.8
2.4
2016 2017 2017* 2018 2019 2020 2016 2017 2017* 2018 2019 2020 2016 2017 2017* 2018 2019 2020
(Restated) (Restated) (Restated)
130.6
122.0
44.8
43.4
10.6
41.6
40.3
9.5
39.5
7.9
79.6
65.6
63.1
5.4
4.9
46.3
2016 2017 2017* 2018 2019 2020 2016 2017 2017* 2018 2019 2020 2016 2017 2017* 2018 2019 2020
(Restated) (Restated) (Restated)
WE ARE TNB
TOTAL ASSETS
31.3%
3.5%
2.7%
1.1%
2020 2019
29.6%
3.6%
61.4%
3.8%
0.9%
Property, Plant and Equipment Inventories
62.1% Trade and Other Receivables Deposits, Bank and Cash Balances
Other Assets
TOTAL LIABILITIES
& EQUITIES 18.8%
2.1%
5.8%
0.02% 5.2%
3.6%
0.04%
3.5%
17.4%
4.3% 7.5%
4.4%
31.12.2020 31.12.2019
20.5%
3.3% 60.3%
28.1% 19.3%
5.3%
15.1%
2020 2019
WE ARE TNB
CORE REVENUE
1.1% 92.7%
0.1%
0.3%
4.6%
2020
1.0%
0.8% 2019
0.2%
5.0% 1.5%
92.7%
TNB SESB LPL TNBI (UK WIND) TNBI (Vortex) Others* Total
RM Million
27.3%
RM46,237.8 117,188.2
Million GWh
1.6%**
32.4%
23.9%
** Others include Agriculture, Mining, Public Lighting, Accrued Revenue, Sales Discount, EGAT, LPL, TNBI (UK WIND & Vortex), Other regulatory adjustment, Relief Package from
Government, SESB Tariff Support Subsidy and Merdeka Incentive
*** Others include Agriculture, Mining, Public Lighting, EGAT, LPL, TNBI (UK WIND & Vortex)
p.14
TENAGA NASIONAL BERHAD
Total
12.9% TNB Government
Foreign Shareholding
Shareholding Agencies
16.4%
Local Corporation & Retail
As at 31 December 2020
70.7
1.5% 25.7%
Other Government Agencies Khazanah Nasional Berhad
7.3%
Kumpulan Wang
Persaraan (Diperbadankan) 18.5%
Permodalan Nasional Berhad
17.7%
Employees Provident Fund Board
20.0%
38.6% Europe
Asia
0.1%
Pacific
41.3%
North America 0.01%
Foreign Africa
Shareholding
Coal 48.9%
Gas 31.0%
Hydro 19.5%
Solar 0.6%
WE ARE TNB
OUR SCORECARD
Equivalent unplanned outage factor(2) 5.05% 3.76% 4.84% 3.84% 7.97% 6.65%
(1)
For Peninsular Malaysia only.
(2)
All Coal, Gas and Hydro power plants under TNB Power Generation Sdn. Bhd.
(3)
TNB conducts its employee engagement survey biennially. The scores for both FY2016 and FY2017 are based on survey conducted in FY2016.
(4)
The respective surveys were not conducted during this four-month Annual Report period.
(5)
Financial Period Ended 31 December 2017 (Restated).
52.3%
6.4%
51.76%
51.42%
50.6%
7.97%
49.9%
6.65%
5.4%
5.3%
5.05%
4.84%
3.2%
3.84%
3.76%
2.8%
2.4%
2016 2017 2017 2018 2019 2020 2016 2017 2017 2018 2019 2020 2016 2017 2017 2018 2019 2020
(Restated) (Restated) (Restated)
p.16
TENAGA NASIONAL BERHAD
Our Structure
TNB POWER
100% 100% REV PROPERTY HOLDINGS SDN. BHD.
GENERATION SDN. BHD.
100% Integrax Berhad 100% TNB Repair and Maintenance Sdn. Bhd. 100% REV Horizon Sdn. Bhd.
100% LBT Two Sdn. Bhd. (Dormant) 100% Tenaga WHR 1 Sdn. Bhd. 100%
TNB INTEGRATED LEARNING
SOLUTION SDN. BHD.
100% Pelabuhan Lumut Sdn. Bhd. 100% TNB REMACO Pakistan (Private) Limited 100% ALLO TECHNOLOGY SDN. BHD.
50% Lumut Maritime 100% Trichy Power Limited (Dormant) 100% TNB Labs Sdn. Bhd.
Less 1 Share
Terminal Sdn. Bhd.
Saudi-Malaysia Operation
100% TNB Connaught Bridge Sdn. Bhd. 30% & Maintenance Services 100% TNEC Construction Sdn. Bhd. (Dormant)
Company Limited
100% TNB Manjung Five Sdn. Bhd. Alimtiaz Operation & 100% Bangsar Energy Systems Sdn. Bhd.
10% Maintenance Company
Limited
Selesa Energy Systems
100% TNB Western Energy Berhad GMR Tenaga Operations and 70%
50% Sdn. Bhd. (Dormant)
Maintenance Private Limited
100% TNB Northern Energy Berhad 100% GSPARX Sdn. Bhd. 77% Airport Cooling Energy Supply Sdn. Bhd.
100% TNB Sepang Solar Sdn. Bhd. 100% TNB-IT SDN. BHD. 70% Cooling Energy Supply Sdn. Bhd.
MALAYSIA TRANSFORMER
100% TNB Bukit Selambau Solar Sdn. Bhd. 100%
MANUFACTURING SDN. BHD.
49% Abraj Cooling LLC
70% Southern Power Generation Sdn. Bhd.* 100% TNB FUEL SERVICES SDN. BHD. 49%
SD Plantation TNBES Renewable
Energy Sdn. Bhd.
UNIVERSITI TENAGA
60% Kapar Energy Ventures Sdn. Bhd. 100% TNB GLOBAL CAPTIVE (L) LTD. 100%
NASIONAL SDN. BHD.
WE ARE TNB
SIMPLE INVESTMENTS
100% TNB TOPAZ ENERGY SDN. BHD. 100% TNB VENTURES SDN. BHD.
PERUSAHAAN OTOMOBIL
20% ELEKTRIK (MALAYSIA) SDN. BHD.
100% TNB ENERGY SERVICES SDN. BHD. 76% Tenaga Cable Industries Sdn. Bhd. (In Winding Up by the Court)
TRUST FOUNDATIONS
49% Metrosphere Hydro Tersat Sdn. Bhd. 83% SABAH ELECTRICITY SDN. BHD.
YAYASAN TENAGA NASIONAL
40% FTJ Bio Power Sdn. Bhd. 100% Elopura Power Sdn. Bhd. (Dormant) RETIREMENT BENEFIT TRUST FUND
DORMANT COMPANIES
20% Jana Landfill Sdn. Bhd. 100% ARUNA SERVICIOS INTEGRALES S.L.U.
30% GMR Energy Limited 95% PT. Tenaga Nusa Bakti (Dormant) 100% TNB DISTRIBUTION SDN. BHD.
50%
SEATRAC SDN. BHD.
(Dormant) MANJUNG ISLAND ENERGY BERHAD
(Subsidiary as defined by MFRS 10, 11 and 12)
The information is as at 22 March 2021.
p.18
TENAGA NASIONAL BERHAD
TENAGA WIND VENTURES UK LTD SABIYA POWER GENERATION & GAMA ENERJI A.S. SHUAIBAH INDEPENDENT WATER &
(100% Equity) WATER DISTILLATION PLANT (30% Equity) POWER PROJECT (IWPP)
Capacity: Capacity: Capacity: (6% Equity)
1,190MW
VORTEX SOLAR INVESTMENTS DOHA WEST WATER
S.A.R.L. (55% Equity) DISTILLATION STATION
WATER DESALINATION ASSETS
Capacity: Total Capacity:
Total Capacity:
365MW 170MW 1,039,000 m3/day
OPERATIONS & MANAGEMENT
SERVICES
Legend: Wind Solar Natural Gas Distillate Hydro Fuel Oil Coal
p.19
INTEGRATED ANNUAL REPORT 2020
WE ARE TNB
600MW
OPERATIONS & MANAGEMENT
SERVICES
1,223MW
22
Chairman’s Letter
To Shareholders
26
President/Chief Executive
Officer’s Review
p.22
TENAGA NASIONAL BERHAD
Chairman’s Letter
to Shareholders
Dear Shareholders
As I write this message, the country – like many others in the world – Internally, we channelled RM1 million to our regional offices for use
is facing a third wave of the COVID-19 pandemic, which has brought in community relief programmes. Meanwhile, staff, retirees and
untold damage to lives and economies everywhere. With movement the Board contributed a total of RM1 million towards Tabung Kilat
restrictions and the need to maintain social distancing, businesses COVID-19 PELITAWANIS, a fund set up by our women’s association,
have shut down. People have lost their jobs while others are working PELITAWANIS, in aid of those affected by the pandemic.
from home. Worst of all, some of us have lost our loved ones.
Recognising that many Malaysians will have been under financial
In these unusual and difficult times, our priority at TNB has been to stress, we sought to lighten their burden via bill discounts. This has
serve the nation and rakyat, while ensuring the safety and well-being seen TNB absorbing RM250 million from residential, industrial and
of our employees. Although electricity demand has been impacted by commercial customers’ bills over a period of nine months from April to
restrictions on business activity, it has been critical to ensure security December 2020. For residential customers, we also offered an Easy
of supply to support all essential services as well as people working Payment Plan entailing a six-month interest-free payment. In addition,
from home. This has meant that our generation, grid and distribution we waived all late payment interest fees and suspended disconnection
network employees, as well as those involved in restoration and activities until end of December 2020.
reconnection, have continued to report for work. Together with those
providing TNB CareLine customer services, security services and Our Performance
mobile generator facilities, they have helped to keep the nation going
– safely and securely. Once again, I would like to express my heartfelt The drop in electricity demand due to the pandemic resulted in a
appreciation for their sense of duty and national service. 4.9% decrease in sales within Peninsular Malaysia, which adversely
impacted our revenue. Our profit after tax (PAT) was also affected, and
Over and above keeping the lights on, TNB has lent our full support to dropped by 18.6% to RM3.62 billion.
the Government’s efforts to contain the pandemic. It gives me pride to
share that we were one of the first corporate entities to come forward Despite the reduced PAT, I’m pleased to share that our performance
to offer aid, initially pledging RM10 million to the Ministry of Health is still sufficiently robust for TNB to continue to honour our dividend
(MOH) and then another RM17.5 million to state health departments policy of 30% to 60% payout based on our adjusted profit after tax,
for ventilators and other medical equipment as well as supplies. We and minority interests (PATAMI). In October 2020, we paid an interim
also invested RM1 million to connect Movement Control Order (MCO) dividend of 22.0 sen per share amounting to RM1.26 billion. Based
booths and posts to electricity; and RM3.6 million to provide mobile on our full-year performance, the Board has approved a final single-
generators for all critical health centres to ensure continuity of supply. tier dividend of 18.0 sen per share and a special dividend of 40.0 sen
per share which will be paid in April 2021. This translates into a total
dividend of 80.0 sen per share, amounting to RM4.56 billion in payout
representing 58.5% of our PATAMI.
p.24
TENAGA NASIONAL BERHAD
18,000
One of our flagship programmes is the
provision of scholarships and study loans by
our Foundation, Yayasan Tenaga Nasional
students since
(YTN). In 2020, its 28th year of implementation,
YTN’s incorporation
we awarded 678 students financial assistance
to pursue secondary and tertiary studies in
Malaysia and overseas. This brings the total
The Upskilling Programme for TNB
number of scholarship recipients to more than
Contractors launched by Dato' Seri Mahdzir
18,000. I am truly proud of this programme and bin Khalid helps our contractors enhance
Planted
would like to highlight the fact that a number their competencies in street lighting, cabling
of senior management who have grown their
careers with TNB started out as our scholars.
10,600 works, metering and many others.
to the Government’s decision towards the end of 2021. Via our proposal,
we seek not only to improve the nation’s electricity infrastructure and
services but also to support the nation’s economic recovery in line
with global trends, and especially the transition towards greener, more
sustainable energy.
Acknowledgements
The nature of the energy sector is such that we work very closely with a
number of stakeholders. Each stakeholder group is important to us, and I
would like to take this opportunity to thank the Government and regulatory
bodies, our suppliers, business partners, financiers and shareholders
for their varied contributions that, together, have provided immense and
invaluable support to TNB.
Along with the changes brought about by the pandemic, the last few
months have also brought changes to TNB’s leadership. I was appointed
Chairman effective 12 May 2020 upon the appointment of my predecessor,
Tan Sri Ahmad Badri Mohd Zahir, as Chairman of the Employees Provident
Fund (EPF). I would like to express my gratitude to the Board for their trust
in appointing me. At the same time, on behalf of the Board, I would like to
acknowledge Tan Sri’s contributions and leadership during his tenure. We
would also like to acknowledge the contributions of our former President
and Chief Executive Officer (CEO), Datuk Seri Amir Hamzah Azizan, who
joins Tan Sri Ahmad Badri at EPF as its CEO starting 1 March 2021. In his
close to two years at TNB, Datuk Seri Amir has contributed significantly
to the Group’s ongoing transformation through strengthened governance
Outlook and operational efficiencies. Meanwhile, we welcome Datuk Ir. Baharin bin
Din as our new President and CEO, and are confident of his ability to build
The year 2021 has begun with an increase in COVID-19 incidence. on the momentum of change at TNB given his deep understanding of the
However, measures taken by the Government, as well as the rollout industry. Datuk Ir. Baharin bin Din has devoted his 35-year career to TNB
of vaccines lend reason for optimism. We believe that the economy and has served in various leadership capacities since 2011. He was our
will pick up compared to 2020 and, with it, demand for electricity will Chief Distribution Network Officer prior to his latest appointment.
increase.
Finally, to all employees, my sincerest appreciation for your hard work and
Our focus during the year will be to continue to support the Government commitment to TNB, and for demonstrating how, by working together, we
and other relevant stakeholders in protecting and eventually rebuilding can achieve a better, sustainable tomorrow.
our economy. We also look to further improve industry efficiencies and
enhance customer experience, while continuing to promote the use
of sustainable energy as we balance the grid system’s security and
affordability.
The year 2020 has been extremely challenging with movement and social made greener cheaper. Leveraging its greater affordability, and the luxury
restrictions necessitated by the pandemic severely curtailing economic of choosing between conventional and sustainable forms of energy,
activity as well as travel, drastically reducing demand for energy. The governments have almost unanimously opted for the latter. As a result,
International Energy Agency (IEA) estimates that global demand would while overall global electricity demand decreased, that for RE has grown.
have dropped by about 6%, equivalent to that for the whole of India, the
world’s third largest energy consuming nation. In Malaysia, along with the 5.6% contraction in gross domestic product
(GDP) in 2020, we experienced a 4.9% drop in energy demand within the
More positively, however, reduced demand has given impetus to the peninsular. This forced us to take more than 1,200 hours of generation
transition towards more sustainable sources of energy. After years of plant downtime, which had repercussions on operating efficiency, fixed cost
investment into renewable energy (RE), prompted by increasing awareness absorption and profitability. Further impacting our bottom line, financial
of the necessity to mitigate climate change, technological advances have instability caused by the pandemic led to a higher bill payment default rate.
p.27
INTEGRATED ANNUAL REPORT 2020
Amid these difficulties, TNB’s response has been to put national interest from the reduction in capacity payment as well as the discount provided to
above all else. We have been fully supportive of all efforts to contain customers in need as a result of the pandemic, led to a 18.6% reduction in
the virus, contributing no less than RM28 million in essential equipment profit after tax (PAT) to RM3.62 billion from RM4.45 billion in 2019.
to hospitals and funds to various organisations. We have also continued
to serve all our customers – especially those under financial strain – Despite the drop in profit, proactive balance sheet management enabled
allocating RM250 million worth of discounts for a nine-month period under TNB to maintain a robust dividend yield of 7.7%, the highest among top 30
the Government’s Prihatin Rakyat Economic Stimulus Package; as well as KLCI companies for the second year running.
easy payment plans.
In contrast to our financial performance, we continued to maintain world-
Of note, the year saw us review our 10-year strategic plan, Reimagining TNB, class operations. As a result of constant improvements to our grid, we
to become a leaner, greener, more efficient organisation that is better able to achieved a System Average Interruption Duration Index (SAIDI) of 44.95
serve the nation and rakyat. Uncertainties and instabilities brought about by minutes per customer per year, compared to 48.13 minutes in 2019; and
the pandemic have made it more imperative for us to provide safe and reliable system minutes of 0.0806, which was 70.2% better than 0.2707 minutes in
electricity supply in an environmentally sustainable manner, at a cost that 2019. Of note, our performance this year has been the best to date; that this
is equitable for all stakeholders. Our strategy refresh has put us in a better should have come amid a global pandemic reflects the commitment and
position to fulfil this critical responsibility. dedication of our employees. To all our employees, and especially those
directly involved in keeping our lights on, syabas!
Highlights: Key Performance Indicators
In spite of the challenges faced, we also managed to further increase the
The RM3.0 billion ICPT adjustment due to lower fuel prices together with the already high level of customer satisfaction attained in 2019, of 81%, by
drop in electricity sales contributed to a 13.7% decrease in revenue, which scoring 86% in our Customer Satisfaction Index (CSI) score, our highest
came in at RM43.98 billion. This, together with negative MFRS16 impact ever. This reflects not only our service reliability but also efforts to go
p.28
TENAGA NASIONAL BERHAD
beyond the norm to serve and show we care. As described in the “Thank You!” message in this report, our people have gone the extra mile to
keep the lights on, not only amid the pandemic but also in areas on the East Coast of the peninsular which were once again inundated by the
annual floods.
Further validation of TNB’s operational excellence has been provided by the World Bank’s Ease of Doing Business (DB) rankings. In the World Bank’s
2020 DB Report, Malaysia was ranked 4th out of 190 nations in terms of the time taken and cost of getting electricity supply, for the second consecutive
year. This marks a significant improvement from our 8th ranking in 2018.
Safety is another one of our headline KPls, and I am pleased to share that we lowered TNB Group’s Lost Time Injury Frequency (LTIF) to 1.29
compared to 1.42 in 2019. However, we sadly recorded one fatality among our staff this year. Although this is an improvement from two fatalities
in 2019, it is still not good enough. We are firmly committed to zero fatalities – not only among our staff but also those of our contractors. And we
will continue to strengthen our safety practices to achieve this.
Strategy Refresh
2020 represented the mid-point of our Reimagining TNB 2016-2025 strategic journey. This, coupled with acceleration of the energy transition in the
global energy space, inspired a study on how TNB can further strengthen our position within the future energy landscape.
As a result of this study, we refreshed our Reimagining strategy. While maintaining the four pillars that drive our sustainable operations, we have
revised our aspiration to be more relevant to the most pressing issues facing the industry, i.e. “To be a leading provider of sustainable energy
solutions in Malaysia and internationally”. We have also incorporated three Strategic Themes that cut across our pillars defining priorities for TNB’s
core business areas. These themes are: Uplift Domestic Core, Diversify Internationally and Energy Transition. Finally, we have added two new
enablers in the foundation of our refreshed framework, i.e. Digital and data analytics; and Culture, capabilities and performance management.
To Be a
Leading Provider
of Sustainable Energy Solutions in
Malaysia and Internationally
Pillars
Future Grid Winning Future
TNB’s core
Generation of the the Proof
businesses Sources Future Customer Regulations
Strategic Themes
Uplift Domestic Core
The most salient change in our refreshed strategy is the emphasis Greening our Portfolio
placed on ensuring we are part of the energy transition that is unfolding
around us. Coal’s biggest advantage is its price. It has been and Along with our strategy refresh, we have set the target of increasing
continues to be the cheapest source of fuel in Malaysia. However, the our RE capacity to 8,300MW by 2025, inclusive of large hydro projects.
price of renewable sources – specifically solar – has been trending As at end 2020, we had achieved 3,398.2MW of RE capacity, of which
downwards. The levelised cost of electricity (LCOE) of solar is now 2,732.3MW is within Malaysia and 665.9MW international. During the
cheaper than gas, and could very well be at par with coal in the near year itself, we commenced operations of our second large scale solar
future. As we approach price parity, our energy transition will not just (LSS) project – a 30MW plant in Bukit Selambau, Kedah. Of note, the
be environmentally sound but also economically viable. plant was completed 114 days ahead of schedule.
Meanwhile, we are investing an increasingly larger portion of our capital Domestically, we will focus on the development of more large hydro,
rooftop solar and dispatchable RE capacity. We are currently in
expenditure (capex) on further enhancements of our grid, which plays
discussion with Suruhanjaya Tenaga (ST) on the terms and conditions
an essential role in supporting Malaysia’s energy transition. We are also
for the Nenggiri large hydro plant, which will have a capacity of
focused on nurturing a Reimagining Culture, in which TNB employees
300MW, while our TNB Renewables Sdn. Bhd. has been shortlisted
fully embrace our aspiration and have the competencies to ensure we
for the development of 50MW of the fourth large-scale solar (LSS4)@
achieve our objectives, as this is fundamental to our strategic plan.
MEnTARI. In the international space, we seek to build our RE portfolio
in the United Kingdom (UK), Europe and South-East Asia (SEA). As a
measure of our commitment, we will establish a dedicated Renewable
RE Capacity
Asset Company (RACo) to grow our RE business through acquisitions;
and RE Developer Company (ReDevCo) to develop greenfield RE
projects as well as provide a pipeline of future operational assets to
RACo. For the UK and Europe region, we will be focused on growing
our RE business, leveraging our existing assets, capabilities and
experience. Whilst in SEA, we will grow TNB’s utility business leveraging
off our strengths and capabilities from our Malaysian home base, but
customising them for each market. Growth in Singapore and Vietnam
is an example of customising for local needs, through our partnership
with Sunseap Group in both markets.
Strengthening & Stabilising Our Grid We also seek to enable customers to participate in the supply and
trading of RE. Other than to generate their own RE, in 2019 we
Our grid is a key enabler to achieving Malaysia’s energy transition. launched myGreen+ and the Malaysian Green Attribute Tracking System
In order to accommodate the injection of RE onto the grid, and its (mGATS). myGreen+ allows customers to subscribe to green energy
distribution, we need to develop a more advanced and digitalised from the grid, facilitated by mGATS, that enables them to purchase
energy super highway – one that has the flexibility as well as reliability Renewable Energy Certificates (REC) directly from RE generators. As
to be able to support bi-directional, intermittent energy flows while of end 2020, we had sold 483,400MWh of RE certificates (RECs) out
preserving voltage stability. Accordingly, we have embarked on a Grid of 748,904MWh tradable units, while 120 customers had signed up for
of the Future journey which will enable the system to accommodate 190MWh under myGreen+. The choices that we are making available
innovative energy solutions as these emerge while having inbuilt to customers have effectively created more prosumers, who are more
cybersecurity as well as resilience against the impact of climate empowered and in control of their consumption.
change. We have allocated RM9 billion per annum from 2021 to 2024
to upgrade our grid, upon the Government’s approval. Meanwhile, our high-speed broadband (HSBB) project under Jalinan
Digital Negara (JENDELA, previously known as the National Fiberisation
Meanwhile, we have been making good progress in adopting smart & Connectivity Plan) is advancing according to plan. Our wholly-owned
grid technologies including distribution automation (DA) and advanced subsidiary Allo Technology Sdn. Bhd. has completed the rollout of HSBB
metering infrastructure (AMI), to better serve our customers. In 2020, we in Melaka, and is currently expanding the network to Perak, Penang,
installed 1,961 substations with DA systems bringing the total number of Kedah and Johor. The total number of premises passed in the year 2020
enabled substations to 17,965. This means some 1.9 million customers was 26,000; and the target is to hit 150,000 by Q2 2021. During the year,
can now enjoy recovery of electricity in as fast as five minutes in the event Allo also signed agreements with Astro and Digi Telecommunications
of outages or breakdowns.We also pushed ahead with the installation for the provision of broadband services riding on its infrastructure.
of smart meters, bringing the total number deployed to date to 891,294,
mainly in Melaka and the Klang Valley. Under our phased plan, we are More generally, we seek to establish better engagement with our
to deploy a total of 1.5 million meters by 2021 and another 2.1 million customers to be able to hear their concerns and ensure these are
by 2024, covering approximately 40% of our customers in Peninsular adequately addressed. We have made available various platforms for
Malaysia. customers to provide feedback – for example via myTNB CareLine and
face-to-face at our outlets – and are encouraging them to use these
Investments into the grid are beginning to gain industry recognition. It communication platforms more proactively.
was encouraging to score 62.5% in SP Group’s Smart Grid Index 2020, a
marked improvement of 10.7% from 51.8% in 2019. SP Group, a Singapore Sustainability
Government-owned electricity and gas distribution company, assesses
energy companies’ performance based on seven key smart grid-related
dimensions. As an energy player, the most important aspect of our
sustainability agenda is to support global efforts to mitigate
Empowering our Customers climate change. We recognise this responsibility; and indeed
today – as we fully embrace the energy transition – it is
integral to our business aspiration.
Any successful energy transition will necessarily involve the participation
of consumers, who need to understand how they are consuming energy
and what they can do to reduce their consumption. Smart meters are key
We believe we have a significant role to play in the Government
towards this end, providing near real-time data through our myTNB web
meeting its objective of reducing the nation’s energy intensity per GDP
portal and mobile app. During the first Movement Control Orders, digital
up to 45% from the 2005 base by the year 2030. Other than promoting
adoption accelerated resulting in 50% of customers becoming users of
RE – both in our own energy mix as well as among our consumers, we
myTNB. Customers are increasingly seeking convenience in their digital
have invested and applied energy efficiency initiatives at some of our
journeys, driving myTNB to become the No.1 ranked app in June 2020.
major buildings, that resulted in marked improvements of up to 5% in
annual electricity consumption for these premises. Meanwhile teams
As a further means to help consumers reduce their energy consumption,
at TNB Research Sdn. Bhd. (TNBR) are conducting studies on solar
we offer advisory and technical services for the installation of energy
PV cooling technology, biogas source from non-POME (Palm Oil Mill
efficient (EE) systems via our subsidiaries TNB Energy Services Sdn
Effluent) organic, and alternative sources for biomass to further explore
Bhd (TNBES) and TNB Energy Corporation Sdn Bhd (TNEC). During
new RE technologies and innovations.
the year, these companies further expanded their client portfolios to
include major organisations such as PETRONAS’ training institute,
INSTEP, and the Kuala Lumpur International Airport (KLIA).
p.31
INTEGRATED ANNUAL REPORT 2020
We also contribute to a low-carbon environment in other ways. For Supply Industry (MESI) 2.0 Reforms, which have been necessitated
example, we are working with Malaysian Green Technology and Climate by the drastic economic slowdown experienced in 2020. We believe
Change Centre (MGTC) to set up more electric vehicle charging that careful planning and execution of industry reforms would serve as
stations nationwide. As at end of 2020, a total of 73 new ChargEV a catalyst in attracting high value, high tech businesses which create
stations had been installed. multiplier effects, including the transition towards a high-income nation
and transformation of human capital in the form of upskilled jobs and
Outlook better wages for the rakyat.
We began the year 2021 with a resurgence in COVID-19 cases. Meanwhile, having refreshed our 10-year strategic plan, TNB will be
However, with appropriate Government intervention, the situation has focusing our attention on the ongoing energy transition, ensuring
stabilised. And, with the rollout of vaccines beginning in February, there that we build our capacities to be able to provide sustainable energy
is good reason to believe that the economy will recover during the solutions in Malaysia and the international markets we are in. The
year. GDP for 2021 has been anticipated at 6.5%-7.5%. Along with the establishment of separate entities to manage our generation and retail
economic recovery, we expect demand for electricity to also recover, operations will support this aspiration.
though the pace of recovery is yet uncertain.
We believe, moreover, that investments towards achieving an effective
Due to the setbacks in 2020, we had suggested an extension of the energy transition will contribute positively to the national economy. It is
Regulatory Period 2 (RP2) for a year. This was approved by the Government, estimated that the RE industry generates 2.5x to 3x more employment
hence RP2 will be effective until end 2021. We have submitted our per dollar of investment than fossil fuel technologies. Through RE
proposal for RP3 to ensure its relevancy to the new normal that has developments, we look forward to playing a key role in the country’s
been shaped by the pandemic. We will also be working with the recovery from the pandemic by creating a viable path towards a low-
Government and regulators on the review to the Malaysian Electricity carbon economy.
Acknowledgements
Datuk Ir. Baharin bin Din expresses his gratitude towards his predecessor,
Datuk Seri Amir Hamzah bin Azizan for his significant contributions in laying
stellar foundations towards energy transition and sustainability. Datuk Ir. Baharin Bin Din
President/Chief Executive Officer
Creating
Continued Value
36 46
Our Value Creation Model Financial Capital
48
Achieving Our Manufactured Capital
Strategic Ambitions
50
38 Natural Capital
Future Generation Sources
52
40 Intellectual Capital
Grid of the Future
54
42 Human Capital
Winning the Customer
56
44 Social and Relationship Capital
Future Proof Regulations
p.34
TENAGA NASIONAL BERHAD
TNB has been the energy provider for the nation for over 71 years.
MALAYSIA ELECTRICITY SUPPLY INDUSTRY (MESI) 2.0 As part of the MESI 2.0 Reforms, there are initiatives introduced
to give green generator access to the transmission and distribution
The electricity sector has been on the infrastructure even though a Third-Party Access (TPA) framework has
yet to be established. This is to promote energy transition towards
path to embark on the next phase of sustainable energy sources. Also, a Green Third-Party Contract (GTPC)
electricity industry transformation based which acts as an interim TPA framework is planned to be rolled out in
on the announced MESI 2.0 Reforms in 2021 which gives access to consumers to source green energy directly
from green sources; to be treated as a pilot with limited quota.
September 2019.
The Government has indicated that a holistic study will be conducted
However, Q1 2020 took a drastic turn globally and to the country, to review the MESI 2.0 Reform initiatives taking into consideration the
with the spread of the COVID-19 pandemic, the enforced MCO by the current circumstances and economic outlook. The Minister of Energy
Government of Malaysia to curb this and the global oil price crash in and Natural Resources (KeTSA) has recently announced that the
March 2020. These unprecedented series of events have raised the review will be aimed at future-proofing the industry without structural
need for the Government to recalibrate their position on various targets, changes, with emphasis on more people-friendly aspects. The focus
plans and programmes, including MESI 2.0 Reforms. would be on preparing MESI to face the challenges from the emergence
of disruptive technologies, especially those involving renewable energy
sources such as solar. This is in line with the Government’s priorities on
reviving the country’s economy impacted by COVID-19 as well as the
well-being and interests of the people.
p.35
INTEGRATED ANNUAL REPORT 2020
Globally, energy transition trends have been gaining significant With respect to IBR implementation, the MCO has impacted the
momentum, charting new pathways toward transformation of the process for RP3 determination, whereby the focus was entirely
energy sector to reduce energy-related greenhouse gas emissions shifted to managing the COVID-19 pandemic and the immediate
in response to growing concerns over climate change and impacts it brings to public health, the economy and society.
environmental sustainability. Historically, driving energy transition
meant facing trade-offs between affordability and environmental Previously, gas pricing to the Power Sector was based on a
sustainability because renewable technologies were much more two-tier price mechanism, with gas volumes below the threshold
expensive than traditional fossil fuels. However, the context has quantity of 1000 mmscfd priced at the Regulated Price, and gas
changed dramatically over the past decade, due to falling prices of volumes above the threshold quantity priced at the ex-Bintulu LNG
renewable technologies, presenting the opportunity for the country Price. In May 2017, the Cabinet decided that a single-tier pricing
to adopt clean energy in an affordable manner. It is clear that the mechanism, called the Reference Market Price (RMP), would be
shift towards renewables is inevitable. In our vision of the future, implemented once the Regulated Gas Price reached market parity.
decarbonisation will be affordable thus enabling greater adoption The RMP, which served as the applicable gas price for all power
of renewables in our energy mix. plants in the Power Sector that procured gas from PETRONAS
Energy & Gas Trading (PEGT), was implemented starting Q1
The Government has indicated its plans to announce a new 2020 due to the convergence of the Regulated Gas Price with the
National Energy Policy in the second quarter of 2021, which RMP at the end of 2019. With the introduction of RMP, the entire
aims to ensure energy sector development is in line with global Power Sector gas volume will be based on market prices which are
energy transition trends, and bring about improvements to the dependent on the movement of global oil prices.
country’s energy governance structure and MESI. These efforts
are timely considering the fast-evolving energy landscape driven As 2020 progressed, the world also saw a significant movement in
by the global energy transition and industry megatrends, which global fuel price which affected both RMP and Coal prices used as
will require us to future-proof the sector. We are fully supportive of the base for RP3 determination. It was noticed that the movement
the Government’s effort in moving forward with Malaysia’s energy of fuel price was very fluid, and it was difficult to establish a solid
transition and achieving its sustainability aspirations, towards foundation to determine the base price.
sustainable economic growth and benefits to the rakyat.
In May 2020, the effect of the pandemic and MCO on the
Intermittency of renewable technologies such as solar poses electricity industry further unfolded where the demand forecast
new challenges in maintaining energy security that is quite for the years 2020 and 2021 reduced by 6-7% from the previous
different from an energy system designed to be heavily reliant on forecast. In light of all these extraordinary circumstances, the
fossil fuels. To prepare our electricity system for the future, TNB Government has decided that the tariff review and implementation
intends to go beyond traditional investments in grid expansion to of RP3 will be delayed by one year, which means that RP3 will
fundamentally modernise and shape Malaysia’s Grid of the Future. only start in 2022. Subsequently, in August 2020, the Energy
This includes digitalising the grid to improve operational efficiency, Commission announced that RP2 will be extended until 31
as well as deploying technologies that enable the energy transition December 2021 in which the base tariff will be maintained at
including renewable energy, distributed energy resources and the 39.45 sen/kWh.
electrification of mobility, appliances, and industry. We believe that
the IBR framework already provides a robust platform to plan and Meanwhile, we have completed our RP3 2022–2024 proposal and
prioritise such future investments. submitted it to the Government in February 2021 for consideration
by the relevant authorities.
RM 57,449.9 RM 49,452.6
4.9
4.7
Top Priorities million million
• Growing TNB’s renewable capacity
• Expansion of capacity into selected Please refer to pages 46-47 for more information FY2020 FY2019 FY2018 FY2017 FY2017 FY2016
restated
international strategic markets with strong
growth prospects
• Improving performance of existing
generation fleet Manufactured Capital Oil
279.70MW
1.89% 736,283.05 Circuit kilometres of transmission
and distribution line1
Please refer to pages 38-39 for more information Renewable Hydro
366.64MW
93,526
2,638.83MW Primary and secondary
2.47% 17.79% substations1
GRID OF THE FUTURE Gas Coal
4,728.25MW 6,819.77MW
31.88%
Please refer to pages 48-49 for more information
45.98%
94,561 Primary and secondary
transformers1
9,364.0
9,072.0
Fuel and Other Operating Costs
8,206.8
Fuel cost Other Operating Shareholders Lenders
Costs Total dividends Financial Cost
7,358.8
6,875.6
RM9,514.4 RM28,534.9 RM5,235.8 RM3,668.7
million million million million
3,014.0
Community
FPE 2017*
(Restated)
8 7,003 7,724
FY2020
FY2016
FY2017
FY2018
FY2019
Adopted Graduate Students Primary and
Schools Assisted Secondary Students
Assisted
Net Profit Attributable to Owners of the
Company - RM3,592.7 mil
6,904.0
Customers
Total Energy Units Sold(3): Customer Accounts:
4,529.2
Peninsular Malaysia Sabah
117,188.2
9.44 0.64
3,723.7
GWh
3,592.7
million million
Total Energy Sold by Region
2,622.3
981.1GWh-International(4)
5,325.3GWh-Sabah(3)
110,881.8GWh-Peninsular Malaysia(3)
FY2020
FY2016
FY2017
FY2018
FY2019
Environment
OVERVIEW
Majority-owned
Coal 2 3,474.00 2,284.40 23,645,820.86
Gas 2 690.00 439.76 7,861.75 1,440.00
Non-Carbon 30 446.03 268.01 774.72
Others 50 250.97 208.30 395.35
Minority-owned
Coal 3 1,650.00 455.37 9,701.00 350.00
Gas 2 1,241.00 362.06 4,029.19
Non-Carbon 12 274.96 82.06 775.03 1,380.00
Others 1 1,190.00 71.40 6,849.68
p.39
INTEGRATED ANNUAL REPORT 2020
Strategy
Under our revised Reimagining TNB 2025, we have identified generation as a key growth area for the five-year period 2021-2025. In order to achieve this, we
have crafted plans for:
Our conventional generation assets, focusing Our international generation assets, focusing Our renewable generation assets, focusing
on: on: on:
• Performance – ensuring high availability • We plan to leverage our UK-based RE • Bidding excellence – using market
and reliability of key assets portfolio to establish Renewable Asset intelligence to offer competitive pricing
• Growth – through expansion of TNB Power Company (RACo) platform with a higher • Cost excellence – better management of
Generation Sdn Bhd (TPGSB)’s portfolio capacity target our operational and financing costs
across the generation value chain in • Develop greenfield RE projects through • Southeast Asia market experience –
Southeast Asia and MENA region a soon to be established RE Developer leveraging our understanding of regional
• Efficiency – delivering operational Company (ReDevCo) and local regulatory environments, market
excellence through plant-level turnaround • Growing our utility business in Southeast structures and partnerships
programmes to maximise returns and Asia – leveraging our core business
HSE performance strengths and capabilities
Developments in 2020
TPGSB was Commencement of our international Continued success of our Flood prevention
established on 1 ambitions through: plant turnaround team in • Conducted 11 ERP at power plants and
October as a wholly- • Acquisition of 100% of our UK- delivering value creation nine drills at state & zone in 2020 against
owned subsidiary of based wind assets and 5% of RM110 million through specific emergencies and scenarios.
TNB. It owns 52% of the controlling stake of our UK-based 60 plant-level initiatives in • Utilisation of inflow forecasting systems
domestic generation solar assets in the early phase 2020. to predict the water level in our Sg Perak
market share as well of Renewable Asset Company hydroelectric scheme using data from the
as two wholly-owned (RACo)’s formation. Malaysian Meteorological Department.
subsidiaries, TNB • Securing access to corporate PPA • Implementation of Integrated Community
REMACO and TNB market in Singapore in partnership based Disaster Management involving
INTEGRAX. with Sunseap and expansion into key stakeholders, to ensure safety
Vietnam solar market through of the public within the vicinity of our
rooftop solar project. hydroelectric plants.
OUTLOOK
The 1440MW Combined Cycle Gas Turbine (CCGT) Southern Power Generation plant is very close to completion following disruption due to the
MCO. Commissioning of Block 1 has been planned for early 2021.
Meanwhile, TPGSB will be focusing on asset & service expansion, turnaround excellence and productivity uplift over the next five years to enhance
the availability and reliability of its generating fleet as it pursues new clean energy growth opportunities & services expansion.
Internationally, we will embark on the next phase of RACo’s formation. In this phase, both our existing UK-based RE assets will be structured under
the RACo with a higher capacity target through acquisitions of operational RE assets leveraging on existing assets, capabilities and experience. We
will also grow our RE and utility businesses in Southeast Asia by entering Vietnam’s solar market with first rooftop solar investment, and extending
our collaboration with Sunseap beyond the Malaysia and Singapore cross-border partnership.
p.40
TENAGA NASIONAL BERHAD
OVERVIEW
Grid Statistics
Strategy
Transmission Network
In ensuring a safe, secure and reliable national grid system, our strategy is to leverage new technology and improve efficiency by creating a self-healing
grid, while making greater use of demand management. Under our refreshed strategy, our Grid of the Future programme has been divided into six
investment categories:
New Grid Connection Self-Healing Grid
Transmission development projects relate to expansion and improvement Self-Healing Grid is to enable support of RE generation, improve network
of the transmission system to cater for new generation plant-up, growth in visibility and allow automated operation and control. Investing in a self-
demand, and plant rehabilitation while mitigating system constraints and healing grid will allow us to maintain our world class availability, system
limitations. minutes performance and system restoration.
Grid refurbishment ultilising asset condition and risk based approach Grid Digital Intelligence Infrastructure (GDII) serves to enhance asset
includes maintenance activities associated with primary and secondary asset management by leveraging data analytics and digital intelligence to drive
replacement and refurbishment, GIS overhaul and midlife refurbishment. operational excellence.
This mitigates workforce safety-related risks while ensuring a clean Smart Tools and Equipment enable routine maintenance tasks to be
environment. conducted more efficiently, through investment in tools and capabilities
that will help automated processes reduce manhours and operation cost.
Distribution Network
We have identified key focus areas to ensure the successful transformation of our distribution grid in order to be able to fulfil its new envisioned roles.
Please refer to Manufacturing Capital for details on Grid of the Future: Developments in 2020.
OUTLOOK
Capex projects in 2021 will focus on meeting customer demand and ensuring system reinforcement for higher reliability and security of our transmission
network. This will include continuation of the 500kV Backbone Projects. We have obtained approval from the regulators to deploy RM6.8 billion worth of
regulated network capex projects, of which 58% is to enable supply provision, and 28% to improve systems performance.
Under the ongoing AMI programme approved by the regulators, we will be installing another 600,000 meters in 2021 in the Klang Valley, to bring the total to
1.5 million smart meters.
p.42
TENAGA NASIONAL BERHAD
OVERVIEW
Customers
10,000,000
529,185
519,308
9,000,000
505,239
488,270
471,943
8,000,000
7,728,407
7,553,229
7,378,425
7,000,000
7,181,846
6,984,366
6,000,000
5,000,000
4,000,000
92,906
99,974
98,479
88,811
96,167
3,000,000
1,453,805
1,510,341
1,553,607
1,575,198
1,590,373
6,535
6,335
6,042
5,824
6,129
1,603
1,553
1,589
1,598
1,991
2,000,000
67,944
70,402
72,554
75,463
77,991
28,321
29,749
30,520
31,654
28,867
1,000,000
14,635
14,459
13,733
14,261
11,721
53
53
38
45
34
0
2020
2020
2020
2020
2020
2020
2016
2016
2016
2016
2016
2016
2019
2019
2019
2019
2019
2019
2018
2018
2018
2018
2018
2018
2017
2017
2017
2017
2017
2017
Strategy
TNB’s focus is to create value for our key stakeholders, namely our customers, our people and our shareholders. Customers will continue to be at the heart of
our retail, and will be empowered with greater convenience and control over their energy usage. Our people will help us to become the customers’ preferred
choice for quality and personalised service, enabled by knowledge, skills and innovative technology. Finally, our shareholders stand to benefit from sustainable
returns of a technology-driven, efficient organisation that also continues to build relationships based on trust.
Developments in 2020
Access to myTNB app and portal was expanded to include Huawei AppGallery
in English and Bahasa Malaysia language options. myTNB user registration
increased from 1.9 million users in 2019 to 4.5 million in 2020.
OUTLOOK
Going forward into 2021, we propose a fit-for-purpose retail regulated revenue approach which is consistent with those adopted by regulators for retail
businesses in other countries and will support the requirements of the retail business to adequately respond to customers.
We are shifting towards a new organisation design, moving from functional specialisation to becoming customer and solutions-focused, supported by an agile
workforce to provide excellent customer experience.
An important part of the focus is improving customer service delivery. Customers are seeking to interact with us digitally, desiring greater visibility and control
over their energy costs.
Increasing customer literacy has become more essential to encourage and drive customers towards channels that will provide greater ease for them and to
inform, educate and engage the customers.
p.44
TENAGA NASIONAL BERHAD
OVERVIEW
30
This rebate is a result of a reduction in actual fuel
costs from July to December 2020, with: 25
20
• Average coal price in the global market at
USD58/MT compared to the benchmark 15
price set in the base tariff at USD75/MT
10
• Power sector gas price of RM21/mmbtu
compared to the benchmark price set in the 5
base tariff of RM27.20/mmbtu
0
Jan 17
Mar 17
May 17
Jul 17
Sep 17
Nov 17
Jan 18
Mar 18
May 18
Jul 18
Sep 18
Nov 18
Jan 19
Mar 19
May 19
Jul 19
Sep 19
Nov 19
Jan 20
Mar 20
May 20
Jul 20
Sep 20
Nov 20
At the 38th ASEAN Ministers on Energy Meeting in November 2020, it was agreed that member nations should strive for 35% RE in installed power capacity
by 2025. This target is set under the ASEAN Plan of Action for Energy Cooperation (APAEC) Phase 2 which will be implemented from 2021 to 2025. It is very
much in keeping with the global energy transition, and TNB’s refreshed strategic blueprint to become “a leading provider of sustainable energy solutions in
Malaysia and internationally”.
Asean Connections
• The Lao PDR-Thailand-Malaysia Power Integration Project (LTM-PIP) is the first multilateral energy trading platform in ASEAN, through which Malaysia
purchases electricity power from Lao PDR via Thailand’s existing transmission grid.
• A tripartite Energy Purchase and Wheeling Agreement (EPWA) was signed in September 2017 among Electricite Du Laos (EDL), Electricity
Generating Authority of Thailand (EGAT) and TNB for the purchase of up to 100 MW of predominantly hydro energy from EDL, Lao PDR via Thailand’s
transmission grid over a 2-year term from 1 January 2018 until 31 December 2019.
• In December 2019, a Supplementary Agreement to EPWA was signed between EDL, EGAT and TNB for the extension of an additional period of
two years from 1 January 2020 until 31 December 2021 for the purchase of up to 300 MW and committed energy of 50GWh.
Up to December 2020, TNB has imported 1.72 GWh of hydro energy from Lao PDR.
• In response to the COVID-19 pandemic, the Malaysian Government announced a series of MCOs beginning from 18 March 2020, to stem the spread of
the virus.
• As one of the founding members of the Corporate Malaysia Against COVID-19 Action Coalition, TNB was among the earliest organisations to step up and
provide both immediate short-term economic relief, in the form of electricity discounts to lessen the rakyat’s burden, and address medium to long-term
stimulus support needed to ensure the nation’s recovery post pandemic.
• As the pandemic wore on, TNB realised there was a need to shift our focus from short-term pandemic relief efforts to ensuring sustainable national
recovery post-pandemic through structural economic changes. Towards this end, we have been proactively collaborating with the Government on six areas
that we believe would help shape a stronger, more resilient economy supported by a future-ready workforce:
Focus Areas
Potential Contribution Potential Contribution Potential Contribution Potential Contribution Potential Contribution Potential Contribution
to GDP to GDP to GDP to GDP to GDP to GDP
Potential Job Creation Potential Job Creation Potential Job Creation Potential Job Creation Potential Job Creation Potential Job Creation
OUTLOOK
We have submitted our proposal for RP3 in February 2021, with negotiation to begin in Q2 2021. We have focused our proposal on efficiency and enhancing
the role of both transmission and distribution grid in order to enable Energy Transition for Malaysia.
p.46
TENAGA NASIONAL BERHAD
Financial Capital
We manage our financial capital prudently in order to support our daily operations and to fulfil our commitments to various stakeholders. The latter
includes ensuring sufficient returns for our shareholders.
OVERVIEW
2020 Highlights
TNB Group’s revenue decreased by 13.7% year-on-year to RM43.98
billion from RM50.94 billion mainly as a result of a drop in electricity sales EBITDA MARGIN (%)
and downward ICPT adjustment due to lower fuel prices. Electricity sales
decreased by 5.1%, accounting for revenue loss of RM1.6 billion, while the
ICPT adjustment amounted to RM3.03 billion, compared to the RM1.92 45
40.9
35
Profit attributable to the owners of the Company for the financial year
36.1
amounted to RM3.59 billion, as compared to RM4.53 billion in the previous 30
33.2
32.6
32.3
financial year. 25
26.5
20
The Group’s Earnings Before Interest, Taxes, Depreciation and Amortisation
15
(EBITDA) was RM17.98 billion with a margin of 40.9% compared to
RM18.40 billion with a margin of 36.1% in 2019. The higher EBITDA margin 10
was mainly contributed by lower operating expenses in 2020 as the Group 5
adapted to curtailed operations in the face of the pandemic.
0
2016 2017 2017* 2018 2019 2020
Meanwhile, the Group recorded a PAT of RM3.62 billion compared to Restated
RM4.45 billion in the previous year. The decrease was due to the impact of
the Malaysian Financial Reporting Standards (MFRS) 16 of RM0.61 billion, * Financial Period Ended 31 December 2017
lower finance income, as well as total discounts amounting to RM0.25 billion
offered to customers under the PRIHATIN economic stimulus package.
BORROWINGS
Our financial standing was reflected in strong credit ratings accorded by both local and international rating agencies – AAA Stable by RAM;
AAAis/AAA Stable by MARC; A3 Stable by Moody’s and BBB+ Stable by S&P. Given these ratings, TNB was able to tap into local and international
funding from the capital market, banks and other financial institutions.
In terms of managing forex and interest rate exposures, we are governed by our Treasury Policy which serves to protect the Group’s profit from
material adverse movements due to rate fluctuations. We have been managing our short-term forex exposures through hedging a minimum of 50% of
known foreign currency exposure up to a 12-month period through forward exchange contracts and natural hedges.
2020 Highlights
RM2.4 billion
40,000
39,282.1
GBP
2,116.91
10,000
billion
1,107.52
1,704.7
5,000
RM37.0 billion
0
2021 2022 2023 2024 2025 and
beyond
p.47
INTEGRATED ANNUAL REPORT 2020
Financial Capital
DIVIDEND POLICY
For the financial year 2020, TNB’s Board of Directors has approved a total dividend payout of RM4.56 billion. This includes a special dividend of 40.0
sen per share on top of a core dividend of 40.0 sen per share bringing the total dividend per share to 80.0 sen, as compared to RM1.00 in 2019.
The core dividend payout, amounting to RM2.28 billion, translates to 58.5% of the Group’s adjusted PATAMI excluding extraordinary, non-recurring
items of RM3.90 billion. This means our payout ratio has hit the higher tier of our 30% to 60% dividend policy for the last four financial years.
In deciding on our dividend, we adhered to the Companies Act 2016 and applied prudent financial risk management by assessing the Group’s solvency
and ability to settle short-term loan obligations.
The Board decided on payment of a special dividend in a show of appreciation to our loyal shareholders for their continuous support.
2020 Highlights
100
50.0
90
80
40.0
70
60
44.0
50
23.0
20.0
40
18.0
30
22.0
30.3
30.0
20
22.0
21.4
10
17.0
10.0
0
2016 2017 2017* 2018 2019 2020
Restated
DIVIDEND DISTRIBUTION (%) Dividend Payout of Group PATAMI (%) Dividend yield (%)
50.0
50
44.0
40
30
24.5
20
10 7.5 7.7
4.3 3.9
2.2 1.4
0
2016 2017 2017* 2018 2019 2020
Restated
Manufactured Capital
We have power and non-power related assets which directly and indirectly impact our ability to operate and keep the lights on efficiently, reliably and safely.
Power Generation Assets • Telom Transfer Tunnel was commissioned 34 days • Commercialisation of 1,440MW Southern
ahead of schedule. This tunnel further increases the Power Generation plant by January 2021
Thermal generation plants: water supply for our Ulu Jelai Hydro plant, improving (Block 1) and February 2021 (Block 2)
• 6 coal fired plant firm capacity by 40% • Expand generation related O&M services
• 12 gas fired • Improvement in our domestic conventional plants EAF to in SEA and MENA region
• 18 oil/distillate fired 87.4% from 81.8% in 2019 • Establish a Renewable Asset Company
• The improved EAF has led to the increase by 85% in our within UK and Europe and grow its asset
Non-carbon plants: domestic conventional plant’s EBIT for 2020 base to 1,000MW
• 13 large hydro • TNB Renewables has been shortlisted by the regulator • Establish a Renewable Developer platform
• 95 RE (mini hydro, solar, wind) in the recently-held LSS@MeNTARI competitive bidding to capture some of the projected 235GW
• Our international solar portfolio continues to achieve in renewables to be added to EU and UK
higher year on year generation (2%) whilst maintaining grids by 2030
portfolio availability above 95% • Explore and venture into renewable energy
• Tenaga Wind Ventures achieved 20% higher generation opportunities in Singapore and Vietnam
in 2020 compared to 2019, whilst maintaining portfolio with Sunseap
availability at 98%
Power Network Assets • Domestic networks achieved best-ever performance • Completion of RM6.8 billion worth of
– with transmission system minutes at 0.0806 minutes network enhancements
• 27,548 circuit km of (2019: 0.27) and SAIDI at 44.95 minutes per customer • 608,706 smart meters to be installed in
transmission network (2019: 48.13) Klang Valley, bringing the cumulative total
• 510 transmission substations • Completed RM5.7 billion worth of domestic network to 1.5 million meters
• 703,311.61 circuit km of enhancements including: • Completion of LED lighting programme,
distribution network - Automation of 1,961 distribution substations, now with targeted cumulative total of 579,080
• 85,127 distribution substations covering 22% of all substations in Peninsular units
Malaysia, benefiting 1.9 million customers • Recertification of ISO 55001
- Installation of 891,294 smart meters
• Completed MV GIS data mapping for all states in
Peninsular Malaysia; and embarked on mobile mapping
for LV assets. The programme is to be accelerated with
the approval of 18 new vendors
• Phase 1 installation of smart meters completed with
300k meters deployed in Melaka
• 157,723 units of LED lights installed under the streetlight
re-lamping project, bringing the cumulative total at year
end to 483,776
• Achieve Smart Grid Index scoring of 62.5%, an increase
of 10.7 percentage points from 2019
Non-Power Assets • Asset enhancement initiatives for selected Cahaya • Value unlocking and digitalization of TNB’s
Resorts & projects planned for 2020 completed 100% real estate assets
• 9.36 million sq ft of office (total • Big savings on operational expenses totaling of RM44.52 • Enhancement of project and facility
of 421 buildings) & operational million (3.32 million from facility management and 41.2M management systems
work space from land management) • HSBB rollout ongoing in Perak, and to
• 18,017 km of fibre optic • Under TNB’s participation in the JENDELA project, commence in Kedah, Penang and Johor
network 26,800 premises were connected and “Ready for with target of passing 126,000 premises
• 4,217 vehicles Service” in Melaka (17,000) and Perak (9,800) • Pilot implementation of electric pickup
• Continuation of TNB’s electric vehicle roadmap with the truck and fully electric aerial platform for
arrival of two units of electric buses for the purpose of operational use
transportation of TNB staff around Klang Valley
p.49
INTEGRATED ANNUAL REPORT 2020
Manufactured Capital
2020 Highlights
100
90
93.26
94.48
89.92
80
87.39
83.35
80.69
70
73.28
71.89
71.29
60
50
40
30
20
10
0
FY2018 FY2019 FY2020
14
14.36
12
11.91
10
10.17
8
6
7.29
3.24
6.63
2.88
4
1.82
5.50
2
0
FY2018 FY2019 FY2020
300
50
250
48.22
267.87
40
48.13
200
44.95
284.15
30
205.31
150
20 100
10 50
0 0
FY2018 FY2019 FY2020 FY2018 FY2019 FY2020
50
0.40 45
0.35 40
35
42.97
0.30
0.35
0.25 30
13.41
25
0.27
0.20
11.28
20
0.08
0.15 15
0.10 10
0.05 5
0 0
FY2018 FY2019 FY2020 FY2018 FY2019 FY2020
p.50
TENAGA NASIONAL BERHAD
Natural Capital
Acknowledging the criticality of global issues such as pollution and climate change, we seek to minimise our environmental footprint while taking
proactive steps to protect and preserve the country’s rich biodiversity.
Protect natural heritage • ISO 14001:2015 certification of TNB’s plant optimisation and • Continuous biodiversity
through biodiversity-enhancing waste minimisation programmes enhancement for Sg Perak
programmes • Continued support of our earlier biodiversity preservation hydroelectric station (Temengor
programmes at Hulu Terengganu Hydroelectric Station and Dam).
Sungai Perak Hydroelectric Station (Temenggor Dam and Pergau • New initiatives in line with
Dam) development of Nenggiri
• Following the gazettement of Taman Perlindungan Ekosistem hydroelectric station to
Sultan Ismail Petra (TPESIP) near Pergau Dam as a State Park in minimise impacts from hydro
March, TNB has been developing a Management Plan and Action dam development towards the
Plan for the park in collaboration with various state agencies surrounding environment.
• Conducted various programmes to help enhance biodiversity • Habitat rehabilitation through
around three hydroelectric stations: Hulu Terengganu, Sg Perak various tree replanting activities
(Temenggor Dam) and Sg Perak (Pergau Dam) especially at sites affected by
For more information, please refer to the Sustainability Statement section TNB operations (example: post
on page 148 of this IAR. construction areas).
Protect the environment through • Reduced water usage by 3% in FY2020 to 7,065.3 megalitres • Environmental KPIs will be
proper effluents & waste • Established centralised TNB waste disposal management system adopted
management For more information, please refer to the Sustainability Statement section
on page 148 of this IAR.
Adoption of sustainable business • GHG emissions intensity is slightly higher compared to FY2019 • Grow RE assets, domestically
practices across our value chain at 0.57, however total GHG emissions mitigated increased 11.3% and internationally
from 5.37 million tCO2e to 5.98 million tCO2e as a result of efforts • Expand Large Scale Solar (LSS)
to promote low-carbon generation, RE and EE solutions and solar PV rooftop installations
• TNB generated 4,821GWh of clean energy in 2020 to boost the solar manufacturing
• Reduced energy consumption at 12 TNB buildings by 4.3%, from sector
23.3 million kWh in 2019 to 22.3 million kWh • Contribute to development
of electric vehicle charging
infrastructure nationwide
• Strengthen R&D and innovation
to roll out technologies that
contribute to climate change
mitigation & adaptation
• Set targets for GHG emissions
Scopes 1 & 2
Contributing to a low-carbon world • Increased total RE generation capacity, including hydro, to Continue to grow our RE generation
3,398.2MW (2019: 3,287.4MW) capacity whilst increasing RE shares
• Enabled the connection of 3,288 distributed generation of our energy mix in line with our
participants (through the Government’s NEM programme) onto strategic plan
the grid, with total capacity of 265.3MW
• Enabled the connection of small-scale renewables capacity
(through the FIT programme) onto the grid, totalling 537MW
p.51
INTEGRATED ANNUAL REPORT 2020
Natural Capital
TNB’s GHG Emissions* Total Water Consumption Across All TNB Operations
Megalitres
tCO2e/MWh million tCO2e
39.28
0.60 37.19 40 10,000
34.03
35
8,047.9
0.58
30 8,000 7,269.3 7,065.3
0.57 0.57 25
0.56
0.56 20 6,000
0.54 15
10 4,000
0.52
5
0.50 0 2,000
FY2018 FY2019 FY2020
Intellectual Capital
As we seek to future proof TNB, it is imperative to continuously enhance our intellectual capital in order to support our operational and technology
needs.
Intellectual Capital
2020 Highlights
140 13.21%
16.52% Digitalisation
120
RE technology
117.4
117.4
100
and sustainability
105.7
98.8
80
81.7
23.87% Energy
60
72.9
infrastructure
40
Energy Policy
20
Energy Quality
0
29.28%
2015 2016 2017 2018 2019 2020
17.12%
We are continuously elevating TNB’s business experiences by enabling multiple new digital initiatives, apart from
supporting ~380 business applications.
Unified
TNB Data Lake Communication TNB Wide Grid
Grid Project Management System
Human Capital
Our people are our most valuable asset, and we seek to nurture a safe as well as empowering work environment that enables them to realise their
full potential.
Strategic partnership with Establish working committee key stakeholder - DOSH and DOE. The objectives are: Achieve zero notice, compound and
regulators • To build smart partnerships and cooperation lawsuit issuance by key stakeholders
• To establish trust, demonstrate trustworthiness, respect stakeholder ideas and abilities and relevant authorities
• To understand the regulators expectations and treat regulators as customers
• To develop and execute strategic engagement programme
• To comply with act and regulations with respect to safety and environment
Creation of Safety • Conducted a Safety Culture Assessment, and developed a Safety Culture Gauge the progress of safety culture
Culture Masterplan. The objective is to close safety gaps in order to achieve a Generative transformation via Safety Culture
Safety Culture, defined as one where safety is ingrained in day-to-day operations Assessment
and activities
• Developed HSE Reward & Recognition programme to motivate safe behaviours HSE Reward & Recognition
promotes practice of safe behaviour
towards achieving Generative Safety
Culture
Employee health & Under our Total Wellness Programme, 16 webinars were held in collaboration with
wellness the Ministry of Health on topics such as healthy minds, exercising and nutrition while
working from home
Talent Management & Development
Training & Development Developed more than 1,400 SMEs through the four technical academies: Generation
Academy, Grid Academy, Distribution Network Academy and Retail Academy
For more information, please refer to the Sustainability Statement section on page 155 of this IAR.
Develop 35 procurement SMEs in line with the Procurement Supply Chain 2.0
Transformation Programme
p.55
INTEGRATED ANNUAL REPORT 2020
Human Capital
2020 Highlights
EMPLOYEE BREAKDOWN BY EMPLOYEE CATEGORY Man Women EMPLOYEE BREAKDOWN BY GENERATION Man Women
16,000 12,000
12,000 9,000
8,000 6,000 5,217
3,764
4,000 3,758 3,000 1,590
3,268 2,430 1,251 1,249
266 70 14 1 244 171
0 0
Non- Executives Management Senior Gen Z Millennials Gen X Baby Boomers
Executives Management
The data above represents annual LTIF for TNB core entities only and not the Group. 2018 2019 2020
At TNB, we strive to establish a diverse and inclusive working environment that creates strong leaders, promotes high performance and develops skilled
and adaptable talents.
p.56
TENAGA NASIONAL BERHAD
We value all our stakeholders and engage with them regularly to understand their needs as well as expectations of TNB in order to serve their interests
in ways that are meaningful.
Investors
Provide the investment • Conducted quarterly analyst briefings and one on one/group engagements totaling Continue to proactively
community with transparent, clear 586 sessions with members of the investment community engage the investment
and holistic picture of the Group’s community to address
performance and prospects any areas of interests with
through proactive engagements regards to the Group’s
performance and strategy
Continuously create long-term moving forward
value for shareholders
Trade Unions
Maintain harmonious relationship 10th Collective Agreements (CA10) between TNB and three Employee Unions (Persatuan Continue to maintain
with unions and involve leaders in Eksekutif TNB, Kesatuan Percantuman Pekerja-Pekerja TNB and Kesatuan Pegawai harmonious relationship
labs, syndications, meetings and Perkhidmatan Sokongan TNB) were concluded and signed by both parties on 30 between company and
field trips October 2020 employees
There were fewer engagement sessions between Management and the Unions in 2020
following the COVID-19 outbreak. Nevertheless, Union concerns were solicited and
addressed prior to the following management decisions:
1. Finalisation of Tenaga Power Generation Sdn Bhd
2. Design of Reimagining Culture outcomes and recommendations
3. Design of our Procurement & Supply Chain transformation programme
4. Finalisation of 7th Edition of Disciplinary Procedures
5. Finalisation of Life Savings Rule policy
6. The way forward on TNB new uniform design
Customers
Forge meaningful relationships • Successfully deployed 891,294 smart meters in Melaka and the Klang Valley
via increased focus towards • Conducted 16 EE awareness sessions targeting institutions of higher learning
customer’s choice and literacy, • In response to high electricity bills during the MCO, customer service officers
quality customer service, provided one-to-one explanations of the calculations and adjustments via TNB
innovative solutions and effective CareLine and TNB Kedai Tenaga
communication and engagement
Vendors/Suppliers
We support local businesses as • 98.7% of net procurement spend RM7.06 billion was on local vendors Complete PSC 2.0
far as possible to spur the local • 38.0% increase in participation in Bumi vendor development programme Transformation Programme
economy • Upskilling Programme was specially designed and engineered by TNB to help our
contractors enhance their competencies and deliverables. Technical Qualification
Cards (KKT) were given to those who completed training programmes, and made it
mandatory for contractors to deploy KKT certificates on-site
Community
Ensure Malaysians in rural and • Installed electricity in 18 locations nationwide with a total of 291 households under Continue to give hope and
remote areas have access to Rural Electrification Programme (BELB) contribute to society at
electricity • Installed 20,634 lights in 6,397 kampung under the Village Street Lighting Project; large
and installed 157,723 LED lights under the Streetlight Replacement Programme
Contribute to higher standard of • Under the Better Bright Shelter Programme, RM687,000 was provided to enhance
living by ensuring Malaysians accommodation space for the families of patients at IJN, Serdang Hospital and
have proper homes to live in Melaka Hospital who have come from outstation
• We built/upgraded 199 homes under the Home for the Needy Programme; and
Uplift marginalised communities rewired 316 homes under the Home Rewiring Programme
through education • Assisted 1,735 students embarking on their tertiary education through our foundation
Yayasan Tenaga Nasional
• Contributed RM6.4 million to eight schools under the Trust Schools Programme
• Provided back-to-school sets worth RM1.36 million to underprivileged students
• Assisted B40 students to take up STEM subjects at Malaysian universities through
TNB’s Dermasiswa My Brighter Future programme
• Contributed total of more than RM2 million towards hockey development in the country
p.57
INTEGRATED ANNUAL REPORT 2020
2020 Highlights
24,546 followers
TNB Instagram
followers
332,858 followers
TNB YouTube
58,500 followers
TNB LinkedIn
189,186 followers
Creating Value
Through Strong
Governance
59 83
Our Board at a Glance Principle A: Board Leadership &
Effectiveness
60
Board of Directors’ Profile 103
Principle B: Effective Audit and
72 Risk Management
Company Secretary’s Profile
111
73 Principle C: Integrity in Corporate
Organisational Structure Reporting and Meaningful
Relationship with Stakeholders
74
Senior Management Profile 118
Statement on Risk Management
82 and Internal Control
Chairman’s Introduction to
Corporate Governance 123
Additional Compliance Information
p.59
INTEGRATED ANNUAL REPORT 2020
Board Composition
6
3
3
1 1
1 Independent
Non-Executive
Non-Independent
Executive
Directors Director
Non-Independent Senior
Non-Executive Directors Independent Non-
(including Chairman) Executive Director
Board Tenure
5 5
4 1
Board Committees
Chairman, Non-Independent
Non-Executive Director*
NATIONALITY
Malaysian
GENDER
Male
AGE
60
Date of Appointment Year(s) of Directorship Date of Last Re-Election Board Meeting Attendance in
12 May 2020 Less than one (1) year 30 June 2020 the Financial Year
8/9 (since appointment date)
NATIONALITY
Malaysian
GENDER
Male
AGE
57
Public Company:
• Nil
p.62
TENAGA NASIONAL BERHAD
Non-Independent Non-Executive
Director*
NATIONALITY
Malaysian
GENDER
Male
AGE
55
Non-Independent Non-Executive
Director*
NATIONALITY
Malaysian
GENDER
Male
AGE
46
Date of Appointment Year(s) of Directorship Date of Last Re-Election Board Meeting Attendance
17/17
22 June 2017 Three (3) years 30 June 2020 in the Financial Year
NATIONALITY
Malaysian
GENDER
Female
AGE
64
Date of Appointment Year(s) of Directorship Date of Last Re-Election Board Meeting Attendance
16/17
2 January 2016 Five (5) years 30 June 2020 in the Financial Year
Listed Issuers:
• S P Setia Berhad
• BIMB Holdings Berhad
Public Company:
• Bank Islam Malaysia Berhad
p.65
INTEGRATED ANNUAL REPORT 2020
JUNIWATI RAHMAT
HUSSIN
NATIONALITY
Malaysian
GENDER
Female
AGE
62
Date of Appointment Year(s) of Directorship Date of Last Re-Election Board Meeting Attendance
16/17
1 June 2017 Three (3) years 14 May 2019 in the Financial Year
GOPALA KRISHNAN
K.SUNDARAM
NATIONALITY
Malaysian
GENDER
Male
AGE
66
Date of Appointment Year(s) of Directorship Date of Last Re-Election Board Meeting Attendance
17/17
4 July 2018 Two (2) years 14 May 2019 in the Financial Year
ONG AI LIN
NATIONALITY
Malaysian
GENDER
Female
AGE
65
Date of Appointment Year(s) of Directorship Date of Last Re-Election Board Meeting Attendance
16/17
1 August 2018 Two (2) years 14 May 2019 in the Financial Year
Other Directorship(s):
Listed Issuers:
• IHH Healthcare Berhad
• RHB Bank Berhad
Public Companies:
• RHB Islamic Bank Berhad
• FIDE Forum
p.68
TENAGA NASIONAL BERHAD
NATIONALITY
Malaysian
GENDER
Female
AGE
58
Date of Appointment(s) Year(s) of Directorship Date of Last Re-Election Board Meeting Attendance
16/17
• 28 April 2020 (Redesignated as Two (2) years 14 May 2019 in the Financial Year
Independent Non-Executive Director)
• 15 March 2019 (Non-Independent
Non-Executive Director)
NATIONALITY
Malaysian
GENDER
Male
AGE
59
DATUK RAWISANDRAN
A/L NARAYANAN
NATIONALITY
Malaysian
GENDER
Male
AGE
57
Other Directorship(s):
Listed Issuer:
• Nil
Public Company:
• Nil
p.71
INTEGRATED ANNUAL REPORT 2020
Non-Independent Non-Executive
Director*
NATIONALITY
Malaysian
GENDER
Male
AGE
38
• Northport (Malaysia) Bhd. (i) Family Relationship with any Director and/or Major Shareholder of TNB:
None of the Directors has any family relationship with any Director and/or Major
Shareholder of TNB.
(iii) Conviction for offences within the past five (5) years and public sanction
or penalty imposed by relevant regulatory bodies during the Financial Year
under review:
Other than traffic offences, none of the Directors has been convicted for any
offences within the past five (5) years nor has been imposed any public sanction
or penalty by the relevant regulatory bodies during the Financial Year under review.
p.72
TENAGA NASIONAL BERHAD
Company Secretary
NATIONALITY
Malaysian
GENDER
Female
AGE
57
Date of Appointment
31 May 2012
Organisational Structure
BOARD OF DIRECTORS
Directorships In Public Companies and Listed Issuers: Directorships In Public Companies and Listed Issuers:
• Nil • Nil
Qualification(s): Qualification(s):
• Master of Business Administration – joint MBA programme between Universiti • Certified Public Accountant of Malaysian Institute of Certified Public Accountants
Tenaga Nasional, Malaysia and Bond University, Australia • Certified Public Accountant of Australian Society of Certified Practising
• Bachelor of Science (Electrical Engineering), Syracuse University, New York, Accountants
United States of America • Member of Malaysian Institute of Accountants
• Certified Professional Engineer of the Board of Engineers (BEM), Malaysia • Bachelor of Commerce (Accounting), University of Wollongong, Australia
• Member of Institution of Engineers, Malaysia
• Qualified Competent Engineer (Up to 33kV) Working Experience:
• Qualified Service Engineer (Up to 33kV) • Prior to joining TNB, Nazmi bin Othman served in various positions in other
companies such as Island & Peninsular Berhad and MRCB as the Financial
Working Experience: Controller of Port Dickson Power Sdn. Bhd., an Independent Power Producer.
• Datuk Ir. Baharin bin Din built his career in TNB serving in various engineering • In 1998, he joined TNB and served in various positions before becoming the
and managerial positions within the Company, including Business Development, Chief Investment Management Officer in 2014.
Network Maintenance, Network Planning, Construction Services, Metering • He was appointed as Chief Financial Officer, Group Finance with effect from
Service and Engineering Services. 1 August 2018. Some of his tasks include monitoring financial related activities,
• He was seconded to the Ministry of Energy, Green Technology and Water to advise the CEO and the Board of Directors on key financial decisions.
(KeTTHA), for two (2) and a half years, where he served as the Deputy Director • He leads Group Finance as an active strategic financial partner in driving TNB’s
for the Electrical Inspectorate Department in Sabah. He then became the business aspirations, and achieving Group’s objectives. Besides this, he also
Director for the Electrical Inspectorate Department in Pahang. ensures continuous improvement and review on key financial areas such as
• He was the Managing Director of Sabah Electricity Sdn. Bhd. from 2007 finance policies & procedures, system efficiency & processes, strategic financial
to 2011, and was promoted to Senior General Manager (Customer Service & risks and staff competency.
Metering) of TNB in December 2011.
• Datuk Ir. Baharin was made Vice President, Distribution, in January 2012 until
July 2018, and was re-designated as Chief Distribution Network Officer from 1
August 2018.
• He was appointed as President/Chief Executive Officer of TNB on 1 March 2021.
p.75
INTEGRATED ANNUAL REPORT 2020
DATO’ NOR AZMAN BIN MUFTI DATUK IR. HUSAINI BIN HUSIN
Managing Director, TNB Power Generation Sdn. Bhd. Chief Grid Officer
Directorships In Public Companies and Listed Issuers: Directorships In Public Companies and Listed Issuers:
• TNB Global Ventures Capital Berhad • Nil
Qualification(s): Qualification(s):
• Master of Engineering Management, Universiti Tenaga Nasional, Malaysia • Master of Business Administration, Ohio University, United States of America
• Bachelor of Engineering (Mechanical), University of Strathclyde, Glasgow, • Bachelor of Engineering and Applied Science (Electrical Engineering), Sussex
Scotland, United Kingdom University, United Kingdom
• Diploma in Mechanical Engineering, University of Technology, Malaysia • Diploma in Electrical Engineering, Brighton Technical College, United Kingdom
DATUK IR. MEGAT JALALUDDIN BIN MEGAT HASSAN WAN NAZMY BIN WAN MAHMOOD
Chief Retail Officer Chief Distribution Network Officer
Directorships In Public Companies and Listed Issuers: Directorships In Public Companies and Listed Issuers:
• Nil • Nil
Qualification(s): Qualification(s):
• Member of Institution of Engineers, Malaysia • Master of Engineering (M.Eng.), Universiti Tenaga Nasional, Malaysia
• Certified Professional Engineer of the Board of Engineers (BEM), • Bachelor of Science. Rensselear Polytechnic Institute, United States of
Malaysia America
• Bachelor of Engineering (Hons.) (Electrical Engineering), University of
Wollongong, Sydney, Australia Working Experience:
• Wan Nazmy’s career in TNB at various engineering and managerial
Working Experience: positions has begun since 1985. These positions include, Assistant
• Datuk Ir. Megat Jalaluddin bin Megat Hassan has served in various Engineer, Assistant District Engineer, District Manager, Principal
positions in TNB. Engineer, General Manager and Senior General Manager. The various
• Prior to this current position, Datuk Ir. Megat served as the Chief scopes that he has served include Business Development, Network
Strategic Officer for six (6) years where he spearheaded corporate Maintenance and Planning, Construction Services, Engineering
and business transformation for the organisation with a remarkable Services, Distribution Network Operations and Asset Management.
achievement and steady profitable growth. • He was appointed to lead TNB’s Business Global Solutions Division as
• As the Chief Retail Officer of Retail Division in TNB, he is responsible the Chief Global Business Solutions, prior to his current appointment as
to deliver the aspirational vision for TNB as a leading retail company of the Chief Distribution Network Officer (CDNO).
the future. • As the newly appointed CDNO, aligning with the national agenda for a
• Among his main tasks are to enable growth of TNB’s new retail business more sustainable nation, Wan Nazmy aspires to spearhead Distribution
covering both core business on the kWh and new products and services Network Division towards materializing the target of Smart Utility 2025,
beyond energy and to deliver quality customer experience by expanding whilst continuing to excel in the Division’s business and operational
TNB digital services. performance.
p.77
INTEGRATED ANNUAL REPORT 2020
Directorships In Public Companies and Listed Issuers: Directorships In Public Companies and Listed Issuers:
• Nil • Nil
Qualification(s):
• Bachelor (Electrical & Electronic), George Washington University, Qualification(s):
Washington DC, United States of America • Bachelor of Science (Hons.) (Electrical Engineering), University of
• Masters in Business Administration, Universiti Tenaga Nasional, Southampton, United Kingdom
Malaysia
Working Experience:
Working Experience: • Datuk Wira Roslan Ab Rahman joined TNB in 1980 and held various
• Wahizan bin Abd Rahman, began his professional career with Lembaga positions within TNB Distributions at district level in Peninsular Malaysia.
Letrik Negara (LLN), now TNB in 1987 and has served in various • He also led the company’s Corporate Services from 2012 to 2020.
positions for the past 34 years. He started his career at Generation • He is currently the Country Coordinator for the Heads of ASEAN Power
Power Plants before moving to Distribution Division where he had stints Utilities/Authorities (HAPUA).
at Distribution Engineering Department as well as managing business • His latest role will focus on TNB’s immediate regulatory objectives
operation in Kuala Lumpur. and managing our stakeholders towards effective outcomes for our
• He was the General Manager for Distribution Putrajaya & Cyberjaya customers.
before shifting to TNB Headquarters to continue his career in Human
Resource Management.
• His experience in Human Resources include serving as General
Manager for Human Resource Planning & Staffing, Senior General
Manager for Human Resource Planning & Development and Senior
General Manager for Human Resource Strategy and Transformation.
• Prior to his appointment as Chief People Officer, he was the Head
for People Strategy & Organisation Effectiveness at Group Human
Resource Division.
p.78
TENAGA NASIONAL BERHAD
Directorships In Public Companies and Listed Issuers: Directorships In Public Companies and Listed Issuers:
• TNB Global Ventures Capital Berhad • Nil
Directorships In Public Companies and Listed Issuers: Directorships In Public Companies and Listed Issuers:
• Nil • Nil
Qualification(s): Qualification(s):
• Bachelor of Science (Computer Science), Australian National University, Australia • MSc. In Engineering Business Management (Integrated Graduate Development
Scheme, IGDS), University of Warwick, United Kingdom/University of Technology,
Working Experience: Malaysia
• Mohamad Ariff bin Zainol started his career in 1986 with LLN/TNB as a Junior IT • B.Eng. (Hons) in Electrical & Electronic Engineering. Brighton Polytechnic, United
System Analyst, Electronic Data Processing Department. Kingdom
• He then moved to Group Internal Audit Department in 1997. Throughout the years, • Post Graduate Diploma In Engineering Business Management (Integrated Manager
he has held several other positions in TNB especially in ICT Division and for the past Development Scheme, IMDS), University of Warwick, United Kingdom/University of
four (4) years, he was assigned to TNB Global Business Solutions as Chief Global Technology, Malaysia
Business Solutions. • Other learning exposure and experiences includes attachment at Melbourne Business
• With over 35 years of experience in the energy industry, his latest task as Chief School (Australia), National University of Singapore and Disney University, Florida,
Corporate Services Officer is to manage and oversee Corporate Services Division, United States of America
which includes Corporate Communications, Security Services, Real Estate Ventures,
and Health, Safety & Environment to support TNB towards achieving its RT strategies. Working Experience:
• Amir Mahmood Abdullah started his career in 1988 with LLN/TNB. He has a vast years
of experiences ranging from Customer Service, Maintenance, Planning, Construction
to Head of few Cost and Profit Centers.
• Among the special projects led by him were the development of online application
system such as Competency Based Performance Management System, Online
Employee Feedback, and Integrated Development of Proton City.
• In 2009, Amir served as Head of TNB Metering and Revenue Management and later,
in 2014, he was appointed as the first Programme Director of TNB’s Smart Meter under
Advanced Metering Infrastructure (AMI) that part of Connected Grid of the Future.
• In 2016, Amir was assigned to Tenaga Cable Industries Sdn. Bhd. (TNB’s Subsidiary)
to transform the loss making cable company into more profitable and sustainable
company.
• In 2018, Amir then served as a Program Director of Procurement Hub Functions and
was later appointed as Chief Procurement Officer in January 2020.
• Amir is one of the talent in TNB’s first batch under Leadership Drive and accredited as
trainers for number of business acumen and competencies.
p.80
TENAGA NASIONAL BERHAD
Directorships In Public Companies and Listed Issuers: Directorships In Public Companies and Listed Issuers:
• Nil • Nil
Qualification(s): Qualification(s):
• Sloan Fellow Master of Business Administration in Leadership and Innovation, • Certified Fraud Examiner (member # 616936), Non-member Association of
Massachusetts Institute of Technology, Cambridge MA, United States of Certified Fraud Examiners
America • Master of Business Administration Stanford Graduate School of Business
• Master of Science (MSc) in Advanced Mechanical Engineering – Imperial California, USA
College of Science, Technology and Medicine, London, United Kingdom • B.A. (Honors) in Engineering Science and Honors Economics, Presidential
• Bachelor of Engineering (BEng) Degree in Mechanical Engineering – University Scholar, John Davis Scholar Dartmouth College New Hampshire, USA
of Warwick, Coventry, United Kingdom
Working Experience:
Working Experience: • Prior to joining TNB, Lim Fu Yen was attached to Ekuiti Nasional Berhad
• Shahazwan Harris has more than 20 years of experience in investments, (Ekuinas) from April 2014 to July 2020.
mergers and acquisitions, portfolio and asset management, corporate strategy • He has an extensive experience in investment and business negotiations with
and restructuring. his last position as Senior Director (Investment) of Ekuinas.
• He started his career at TNB for four (4) years, before joining PA Consulting Group • He joined TNB on 1 July 2020 as the Chief Subsidiary Management Officer
Kuala Lumpur, Malaysia and Jakarta and then Boston Consulting Group, Kuala (CSMO). As CSMO, he oversees for performance improvement of 12 TNB
Lumpur. subsidiaries.
• He then worked at Khazanah Nasional Berhad for 11 years (2005-2016), where • These subsidiaries are divided into different sectors, Manufacturing & Services,
he covered investments across Asia and Europe. After Khazanah, he assumed Power and Telco & Connectivity Solutions (TeCS).
senior advisory roles at Bain & Co (KL/SEA) and Temasek International and
remains on the advisory board of Stashaway.
• He held several board positions in companies such as UMW, Edgenta, Opus
International (NZ) and Malaysia Airlines. He joined TNB from UEM Edgenta,
where he held the position of Chief Strategy Officer.
p.81
INTEGRATED ANNUAL REPORT 2020
(i) None of the members of our Management Team has any family relationship
with any Director and/or Major Shareholder of TNB.
(ii) None of the members of our Management Team has any conflict of interest
with TNB.
(iii) None of the members of our Management Team has been convicted of
any offences (save for minor traffic offences) within the past five (5) years,
nor has been imposed any public sanction or penalty by the relevant
regulatory bodies during the Financial Year under review.
MEMBERSHIP KEY
GEMC
GPC
NORAZNI BINTI MOHD ISA GROUP PEOPLE COMMITTEE
Company Secretary
GMTC
BIC
Her profile is set out in Company Secretary’s Profile on page 72 of the Integrated
BUSINESS INNOVATION COUNCIL
Annual Report.
IBRC
Management Committee(s):
GEMC GPC CRSC INCENTIVE BASED REGULATION COUNCIL
TMSC
CRSC
SESB EC
R&D
This Corporate Governance Overview There is always the ability to improve, and
Statement complements the Corporate each year we take the Board evaluation as
Governance Report, which is available an important opportunity to reflect upon our
online on our website at www.tnb.com.my own performance and agree on meaningful
and further explains how the Board works actions to drive positive change. As set out
in support of fulfilling the Group's purpose in our Board Nomination and Remuneration
of coming together to brighten lives through Committee Report on page 100, I believe
innovative and sustainable solutions for a that we continue to maintain a good Board
better tomorrow. culture of openness, constructive dialogue
and inclusion.
During the Financial Year under review, Our leadership role centres on maintaining
TNB was recognised with the following and overseeing frameworks for strategy, The importance of fulfilling TNB’s core
awards in demonstrating high standard stakeholder engagement, governance, purpose is at the heart of the way in which
of governance conduct throughout the risk management and culture. I hope this the Board is composed, and the Directors’
Company:
overview statement enables shareholders individual and collective skills, knowledge
and other stakeholders to assess the and insights must support both this, and
NATIONAL ANNUAL CORPORATE REPORT effectiveness of these frameworks and the progress towards TNB’s aspiration of being
AWARDS (NACRA) 2020 quality of their outcomes. a leading provider of sustainable energy
EXCELLENCE AWARDS solutions in Malaysia and internationally.
Companies With More Than RM10 Billion In Market Listening to our Stakeholders
Capitalisation Our Board Committees
GOLD Engaging goes to the very core of our
role; within the Boardroom, across each We continue to be supported by the work
34 ANNUAL REPORTS
TH of our businesses and with shareholders of our Committees whose full reports
COMPETITION (ARC) and other stakeholders. COVID-19 has follow across pages 100 and 103 to 107.
INTERNATIONAL AWARDS shown that this engagement and our As noted, key recommendations from
corresponding responses to events must the Board Nomination and Remuneration
Non-Traditional Annual Report
& Interior Design Categories: be dynamic. Since March of 2020, the Committee have centred on people,
Electric Power Company priority of the Board has been TNB’s role in succession and the oversight of alignment
supporting the safe and reliable supply of between pay and performance. The Board
GOLD electricity, while protecting employees and Audit Committee continues to oversee
helping customers. Whilst the long-term matters relating to: the integrity of Financial
Cover Photo & Design: impacts of the pandemic remain unknown, Reporting; the relationship with the External
Electric Power Company
details of our considerations, approach and Auditor; and the effectiveness of the
SILVER mitigations where required, are explained internal audit function. The Board Risk
throughout this Report. Committee maintains its role in overseeing
MSWG – ASEAN CORPORATE the effectiveness of the System of Internal
GOVERNANCE AWARDS 2019 Around the Board table, oversight has been Control and Risk Management. Our other
varied and broad-ranging, covering many Committees provide effective support to
INDUSTRY EXCELLENCE AWARD
of the strategic, financial and operational ensure the Board fulfils its full mandate.
UTILITIES deliberations which are discussed in the
previous pages, in addition to pertinent A Better, Brighter Tomorrow
2019 ASEAN CORPORATE GOVERNANCE matters such as governance developments,
SCORECARD our sustainability ambitions, assessing I write this at a time of considerable
culture and managing risk. To support the uncertainty as brought about by the
ASEAN ASSET CLASS PUBLIC LISTED
COMPANIES (MALAYSIA) related decisions we take, appropriate time COVID-19 pandemic. Ensuring TNB’s
has again been spent understanding our response to the challenges is appropriate
operating environment, shareholder and and effective will be one of the key tasks
stakeholder views, and the complementary for the Board in the coming months. I am
engagement that takes place across the confident however, that TNB has a corporate
Group. culture in and outside of the Boardroom that
will result in the right decisions and actions
to promote the success of the Group for the
Dato’ Seri Mahdzir bin Khalid long term.
Chairman
p.83
INTEGRATED ANNUAL REPORT 2020
The Board of Directors of Tenaga Nasional Berhad (TNB or the Company) The Board of TNB has applied and adopted all practices/recommendations
presents this Corporate Governance Overview Statement that outlines our of MCCG except for Step-Up 7.3 on the disclosure of each Senior
approach to corporate governance and principal governance practices. These Management’s remuneration on a named basis. The Board is supported
practices are reviewed regularly and revised as appropriate to reflect changes in by our Governance Model, which is set out below. The Governance Model
law and developments in corporate governance. comprises the Board, its Committees and the Management Committees.
The Board believes high standards of corporate governance are essential to In line with the MCCG, the Board Charter clearly sets out among others, the
achieving TNB’s business objectives, which are aimed at creating value and roles and responsibilities of the Board, Board Committees, and Directors,
sustainable outcomes for TNB’s shareholders, customers, stakeholders and the which are published on our website at www.tnb.com.my. The Board
communities in which TNB operates. delegates certain roles and responsibilities to its various Committees. The
Committees assist the Board by fulfilling their roles and responsibilities,
This overview provides TNB’s application of the three (3) key corporate focusing on their specific activities, reporting to the Board on decisions and
governance principles as set out in the Malaysian Code on Corporate Governance actions taken, and making any necessary recommendations to the Board
2017 (MCCG) which are Principle A: Board Leadership & Effectiveness, Principle in line with their Terms of Reference (TOR). The Board reviews the TOR of
B: Effective Audit & Risk Management and Principle C: Integrity in Corporate Board Committees, as and when required, which are also available on our
Reporting and Meaningful Relationship with the Stakeholders. corporate website. The Governance Model is also subject to periodic review
to ensure that it continues to remain fit for purpose.
SHAREHOLDERS
TNB BOARD
A F T NR R L I
Board Audit Board Finance Board Tender Board Board Risk Board Long Board Integrity
Committee And Investment Committee Nomination Committee Term Committee
(BAC) Committee (BTC) And (BRC) Incentive (BIC)
(FIC) Remuneration Plan Committee
Committee (BLTIP)
(BNRC)
• Provides entrepreneurial leadership of the Company and direction for Management. Chairman President/CEO
• Has collective responsibility and accountability to shareholders for the long-term
• Leads the Board. • Has day-to-day responsibility for running the Group’s
success of the Group. • Ensures an effective Board, including operations.
• Reviews the performance of Management and the operating and financial performance contribution and challenge from the • Recommends to the Board and implements Group strategy.
of the Group. Directors. • Applies Group policies.
• Ensures that the Group maintains • Promotes TNB’s culture and standards.
• Sets strategy. effective communication with its • Ensures the Directors are properly informed and that
• Determines risk appetite. shareholders. sufficient information is provided to the Board to enable the
• Ensures that appropriate risk management and internal control systems are in place. Directors to form appropriate judgements.
• Sets the Company’s culture, values and behaviours.
• Ensures good governance.
The roles of Chairman and President/CEO are held by two (2) separate individuals
All deliberations and recommendations must be minuted and approved by each Board Committee and confirmed by the Chairman of each Board Committee at their respective Board Committee
meetings.
Board of Dato’ Seri Datuk Seri Amir Dato’ Asri bin Amran Hafiz bin Noraini binti Juniwati Gopala Ong Ai Lin
Directors Mahdzir bin Hamzah bin Hamidin @ Affifudin Che Dan Rahmat Hussin Krishnan
Khalid1 Azizan2 Hamidon3 K.Sundaram
April BOD BTC BNRC Attendance 2/2* (100%) Attendance 2/2^ (100%) Attendance 3/3 (100%)
Dato’ Cheok Lay Leng9 Dato’ Cheok Lay Leng9 Tan Sri Ahmad Badri bin Mohd Zahir12
8 18 5 6 8 8 18 Attendance 8/8^ (100%) Attendance 5/5^ (100%) Attendance 2/2^ (100%)
18 18
Datin Rashidah binti Mohd Sies10
May BOD BAC BRC BTC FIC BNRC BLTIP Attendance 2/2^ (100%)
Gee Siew Yoong11
9 9 15 9 25 Attendance 5/5^ (100%)
25 16 23 19
June BOD BAC BTC FIC BNRC Key Roles and Responsibilities
To oversee the integrity of the financial To review, monitor and make To establish the framework of TNB’s
17 17 16 16 17 17 13
28 22 statements in compliance with legal and recommendations to the Board for approval Procurement & Supply Chain Policy and
regulatory requirements and applicable of the annual and supplementary budgets, Procedures.
July BOD BAC BRC BTC BNRC BLTIP BIC accounting standards. capital budgets and investments of TNB.
To advise the Board regarding the details
27 4 28 11 14 27 To assess the effectiveness of the Group’s To review and evaluate, as may be and implementation of TNB’s Procurement
17 27 internal control framework as well as appropriate, information relating to & Supply Chain Policy and Procedures
Aug internal and external audit functions. the Company’s investable assets, its framework.
BOD BAC BRC BTC FIC BLTIP
investment policies, strategies, objectives
The BAC’s TOR is available on the and activities. To assist the Board in regulating the
10 14 17 17 Company’s website at www.tnb.com.my compliance of Top Management and
To monitor and review investments in Executive Director with TNB’s Procurement
Sept BRC BTC FIC BNRC subsidiaries, and associated companies, to & Supply Chain Policy and Procedures.
evaluate & consider and make appropriate
15 6 13 15 14 recommendations on proposals for any To ensure TNB complies with the applicable
new investments/divestments proposed by laws, regulations, rules and guidelines
Oct the Management. to achieve best business practices in its
BOD BAC BTC FIC BNRC
procurement of equipment, materials,
To provide input on the valuation of works and services.
25 25 10 12 12 9 the proposed investment/divestments
taking into account compliance with the
Nov BOD BAC BRC BTC FIC BIC Investment Policy, risk management
analysis, findings of the due diligence and
21 2 7 8 14 written report from external advisers, as
16 applicable.
Dec BOD BAC BTC FIC BNRC
BAC Meeting Hours 30.50 FIC Meeting Hours 13.17 BTC Meeting Hours 19.25
p.85
INTEGRATED ANNUAL REPORT 2020
Senior Independent Non-Executive Director (SID) Non-Executive Directors Chief Financial Officer Company Secretary
• Provides a sounding board for the Chairman. • Constructively challenge the Management • Has day-to-day responsibility for the • Advises the Board on corporate disclosures
• Acts, if necessary, as a focal point and in all areas. management of the finance function. and compliance with Companies Act 2016,
intermediary for the other Directors. • Scrutinise Management’s performance. • Leads the Group’s finance activities, risks securities regulations and Main Market
• Ensures that any key issues not addressed • Help develop proposals on strategy. and controls. Listing Requirements of Bursa Malaysia
by the Chairman or the Executive • Satisfy themselves on the integrity • Represents TNB externally to stakeholders, Securities Berhad (MMLR).
Management are taken up. of financial information and on the shareholders, customers, suppliers, • Together with the Chairman, keeps the
• Is available to shareholders should they effectiveness of financial controls and risk regulatory and Government authorities and effectiveness of the Company’s and the
have concerns. management systems. the community. Board’s governance processes under review.
• If necessary, the SID can be emailed at • Determine appropriate level of • Provides advice on corporate governance
norainicd.integrity@tnb.com.my remuneration for Senior Management. issues.
• Facilitates the orientation of new Directors
and assists the Directors’ training and
development.
Each Board Committee is entitled to seek information from any employee of the Company and to obtain professional advice as the Board Committee deems appropriate in its discretion.
For this Financial Year under review, based on the Board’s annual evaluation of its Committees, the Board unanimously resolved that each Board Committee and its members has discharged its roles
and responsibilities effectively as guided by its respective TOR.
Ad-hoc committees are also convened to consider matters of special importance or to exercise the delegated authority of the Board.
Dato’ Roslina Dato’ Ir. Nawawi Datuk Azmin bin Ishak Dato’ Cheok Datin Rashidah Gee Siew Tan Sri Ahmad
binti Zainal bin Ahmad6 Rawisandran (Alternate Director to Lay Leng9 binti Mohd Yoong11 Badri bin Mohd
a/l Narayanan7 Dato’ Asri bin Hamidin Sies10 Zahir12
@ Hamidon)8
16/17 94% 2/2 100% 2/2 100% 1/1 100% 11/11 100% 2/4 50% 11/11 100% 7/8 88%
Board Nomination And Board Risk Committee (BRC) Board Long Term Incentive Board Integrity Committee
Remuneration Committee (BNRC) Plan Committee (BLTIP) (BIC) Total Hours of
Board Meetings
Chairman Chairman Chairman Chairman
36.50
Juniwati Rahmat Hussin Ong Ai Lin5 Juniwati Rahmat Hussin Gopala Krishnan K.Sundaram
Attendance 14/14 (100%) Attendance 7/7 (100%) Attendance 4/4 (100%) Attendance 4/4 (100%)
Members Members Members Members
Dato’ Asri bin Hamidin @ Hamidon3 Noraini binti Che Dan Dato’ Asri bin Hamidin @ Hamidon3 Juniwati Rahmat Hussin
Attendance 2/5* (40%) Attendance 5/7 (71%) Attendance 1/2* (50%) Attendance 4/4 (100%)
Amran Hafiz bin Affifudin Juniwati Rahmat Hussin Amran Hafiz bin Affifudin Ong Ai Lin
Attendance 14/14 (100%) Attendance 7/7 (100%) Attendance 4/4 (100%) Attendance 4/4 (100%)
Noraini binti Che Dan
Noraini binti Che Dan Gopala Krishnan K.Sundaram Attendance 4/4 (100%) Amran Hafiz bin Affifudin Overall Percentage
Attendance 14/14 (100%) Attendance 7/7 (100%) Attendance 4/4 (100%)
Azmin bin Ishak
of Board Meetings
Dato’ Ir. Nawawi bin Ahmad 6
Datuk Rawisandran a/l Narayanan 7
Attendance 1/1 (100%) Attended By
Attendance 2/2* (100%) Attendance 1/1* (100%)
Dato’ Ir. Nawawi bin Ahmad6 Directors
Azmin bin Ishak Gee Siew Yoong (No meeting held since his appointment)
93%
Attendance 3/3 (100%) Attendance 3/3^ (100%)
Datin Rashidah binti Mohd Sies10
Tan Sri Ahmad Badri bin Mohd Zahir12 Attendance 0/1^ (0%)
Attendance 2/4^ (50%)
Tan Sri Ahmad Badri bin Mohd Zahir12
Datin Rashidah binti Mohd Sies10 (No meeting held during his tenure/
Attendance 0/3^ (0%) service)
To identify and recommend new nominees To oversee the establishment and To oversee the administration of TNB LTIP To manage disciplinary issues and actions Total Hours
to the Board, Board Committees and implementation of the risk management and the shares granted (LTIP Shares) with regard to employees’ misconduct, of Board & Board
Boards of TNB Group. framework that is embedded into the culture, subject to the By-Laws. except for the hearing of appeal of
processes and structures of the Group and executives of grade M15 and above or Committee
To consider/review the Executive Director
is responsive to changes in the business To approve and determine the manner equivalent grade with regard to disciplinary Meetings
environment. in which the LTIP Shares are granted cases, for which the power lies with the
and Top Management’s succession
152
and subsequently vested to the selected Board.
planning. To approve the Risk Management Framework employees in accordance with the
and policies on behalf of the Board. By-Laws, including inter alia, the To review the disciplinary procedures,
To review Board’s required mix of skills, determination of eligibility, grant level, whenever applicable, subject to the Board’s
experience and other qualities, including To ensure the principles and requirements terms of acceptance of offers, terms of approval.
core competencies which Non-Executive of managing risk are consistently vesting of shares, performance conditions
Directors should bring to the Board. communicated and adopted throughout the and any other terms and conditions
Company. imposed at the discretion of the BLTIP.
To implement the process formulated by
Notes:
the Board to assess the effectiveness of the 1 Appointed as Chairman w.e.f. 12 May 2020. All Directors have
Board, Board Committees, Self and Peer. 2 Resigned w.e.f. 28 February 2021.
3 Appointed as Director, Chairman of BTC and Member of BNRC & BLTIP w.e.f. 1 July 2020.
4 Redesignated as Chairman of FIC and appointed as Member of BTC w.e.f. 12 May 2020 and 1 July 2020 respectively.
complied with the
To determine and recommend to the 5 Redesignated as Chairman of BRC w.e.f. 1 July 2020. minimum attendance
Board the remuneration packages of 6 Appointed as Director and Member of FIC, BNRC & BLTIP w.e.f. 16 October 2020.
Non-Executive Directors/Executive Directors/
7 Appointed as Director and Member of BAC & BRC w.e.f. 16 October 2020.
8 Appointed as Alternate Director to Dato’ Asri bin Hamidin @ Hamidon w.e.f. 1 July 2020.
as stipulated in the
Top Management. The BNRC’s TOR is 9 Appointed as Director and Member of BAC & FIC w.e.f. 2 March 2020 and 28 April 2020 respectively. Resigned as Director and ceased as Member of BAC & FIC w.e.f.
MMLR, of which being
1 October 2020.
available on the Company’s website at 10 Appointed as Director, Chairman of BTC and Member of BNRC & BLTIP w.e.f. 1 May 2020. Resigned as Director and ceased as Chairman of BTC and Member of BNRC
www.tnb.com.my & BLTIP w.e.f. 1 July 2020. present not less than
11 Cessation of office as Director, Chairman of BRC and Member of BTC w.e.f. 30 June 2020.
12 Cessation of office as Chairman and Chairman of FIC w.e.f. 11 May 2020. Ceased as Chairman of BTC and Member of BNRC & BLTIP w.e.f. 12 March 2020. 50% of the Board
^ Reflects the number of meetings attended during the time the Director held office/was Member of Committee.
* Reflects the number of meetings since his/her respective appointment to the Board/relevant Board Committee. meetings held during
the Financial Year.
BNRC Meeting Hours 19.17 BRC Meeting Hours 19.50 BLTIP Meeting Hours 2.25 BIC Meeting Hours 11.67
p.86
TENAGA NASIONAL BERHAD
Board Activities
TNB is built on strong foundations and operates with a clear strategic framework comprising a balanced range of businesses in core markets and a
commitment to efficient operations and disciplined investment. Some of the matters considered by the Board in relation to these strategic priorities are
set out below:
Formulating, The Board plays a pivotal role in reviewing the Company’s strategic direction and approving corporate • Grid of the
strategic initiatives developed by the Management. The Board deliberates annually the Company’s Future
reviewing and
strategic and business plan as proposed by the Management, including the annual capital and • Future
approving the revenue budget for the ensuing year as well as the KPIs. This will ensure that the KPIs correspond
Company’s with the Company’s annual strategic and business plan. The Board reviews and deliberates on the
Proof
strategic Management’s views/assumptions in ensuring the best decisions are reached after considering all Regulations
business plan relevant aspects. • Future
Generation
A separate and informal session between the Board and Top Management, known as the Board Sources
Breakout Session (BBO), is coordinated by the Company Secretary’s Office, as and when the need • Winning the
arises. The BBO is a platform for the Board and Management to deliberate and exchange views as
Customer
well as opinions in formulating strategic plans/issues and to chart the direction of the Group, including
the reporting of its progress.
During the Financial Year under review and this trying time, a few BBOs which had been arranged
were cancelled. Nonetheless the Board and Management managed to hold a BBO session on
24 June 2020 to discuss on Reimagining TNB Strategic Refresh, in line with the Standard Operating
Procedures issued by the Government. The BBO was held with the objectives to reflect on Reimagining
TNB journey and how it has evolved, to share the portfolio view including the COVID-19 implications,
its way forward and to seek guidance from the Board on the refreshed strategy and corporate identity.
The refresh exercise marked the start of TNB new strategic planning process whereby the strategy
review will be undertaken annually and shared with the Board as well as to be tied to individual
business plans for each business entity and support function, annual budgets, target setting and
performance reviews.
With the COVID-19 pandemic, the refresh exercise also identified priority actions and game changers
where TNB can both support the nation’s economic recovery while building new growth engines. In
return, the Management gained constructive inputs/guidance from the Board on the way forward of the
strategic plan process and challenges/impact of COVID-19 towards utility industry in Malaysia. More
information on the Strategic Direction is available in Creating Continued Value on pages 34 to 57 of
the Integrated Annual Report.
Half-year reviews of the business plan and the budget were conducted whereby comparisons of
approved targets against the Company’s actual performance were made.
Following the shareholders’ approval of the Proposed Internal Reorganisation By Way of A Members’
Scheme of Arrangement Under Section 366 of The Companies Act, 2016 (Proposed Internal
Reorganisation) at the Court Convened Meeting duly held on 11 February 2020, the transfers by
TNB of its domestic power generation and electricity retail businesses to its two (2) wholly-owned
subsidiaries, TNB Power Generation Sdn. Bhd. and TNB Retail Sdn. Bhd., were completed on
1 October 2020 and 1 January 2021 respectively. Accordingly, the scheme in relation to the Proposed
Internal Reorganisation was also deemed completed on 1 January 2021. The development of the
Proposed Internal Reorganisation was announced accordingly and these announcements are
available on the Company’s website at www.tnb.com.my besides Bursa Malaysia’s website.
The Proposed Internal Reorganisation is expected to improve the efficiency, agility and performance of
the business segments of TNB Group of Companies (TNB Group or Group) and promote ownership,
entrepreneurship and innovation within the Group. The Proposed Internal Reorganisation is in line
with TNB’s strategic transformation plan, Reimagining TNB, and is envisaged to improve TNB Group’s
performance and returns to shareholders in the medium to long term.
Based on the evaluation for the Financial Year under review, the Board collectively concurred that it
has reviewed the Company’s strategic and financial plan as well as monitored its implementation,
including the setting of suitable KPIs in achieving the Company’s objectives.
p.88
TENAGA NASIONAL BERHAD
Material Matters
Reserved for the Matters Considered by the Board
Board
Identifying
and The Board, through BRC, is responsible for overseeing the effectiveness and adequacy of the Group’s risk management framework
managing
and to ensure that it forms part of the Group’s corporate culture. The BRC’s key responsibilities include approving the risk management
principal
risks framework and policies on behalf of the Board and deliberating the Group’s strategic and key operating risks as well as ensuring
affecting the appropriate mitigations are implemented to manage these risks.
Company
During the Financial Year under review, there were seven (7) BRC sittings. The BRC reviewed the Statement on Risk Management
and Internal Control, which summarises the risk management practices and internal controls implemented by Management. It also
deliberated on Key Risk Indicators that were developed in alignment with BRC’s and Management’s risk appetite.
Due to the COVID-19 pandemic, for the Financial Year under review, the Top Management Risk Forum was not held.
The BRC is assisted by the Chief Risk Officer and the Risk Management Department (RMD) in discharging its duties and responsibilities.
Reviewing the
adequacy and The Board is responsible for ensuring that a sound reporting framework of internal controls and regulatory compliance is in place
integrity of the throughout the Company. Based on the evaluation for the Financial Year under review, the Board collectively concurred that it has
Company’s discharged its roles through the BRC/BAC whereby regular meetings were held in reviewing the effectiveness of the Company’s internal
internal control system.
control system
Overseeing and The President/CEO is responsible for managing the day-to-day operations of the Company and implementing the Group strategies
evaluating the and policies as agreed by the Board. In doing so, he is well supported by the respective Management Committees. The performance of
conduct and Management is measured through the Company’s and Group’s quarterly financial performance. The Board, on a continuous basis, is
performance of
the Company’s
businesses
Succession The Board, assisted by BNRC, is responsible for developing plans to identify the necessary and desirable competencies and skills of
Planning Directors and succession plans to ensure there is appropriate dynamics of skills, experience, expertise and diversity on the Board. In
addition, the Board/BNRC also oversee the appointment as well as succession planning of the Top Management.
During the Financial Year under review, there were several new additions to the Board, duly appointed by the BNRC/Board. With the
departure of Tan Sri Ahmad Badri bin Mohd Zahir, Dato’ Seri Mahdzir bin Khalid was appointed as Chairman with effect from 12 May
2020, an Appointed Director of Minister of Finance (Incorporated) (MoF Inc.), the Special Shareholder of TNB.
Dato’ Asri bin Hamidin @ Hamidon was appointed a Non-Independent Non-Executive Director with effect from 1 July 2020, an Appointed
Director of MoF Inc. His Alternate Director, Azmin bin Ishak was also appointed on 1 July 2020. Other recent appointments to the Board
were Dato’ Ir. Nawawi bin Ahmad and Datuk Rawisandran a/l Narayanan, of whom were appointed as Independent Non-Executive
Directors with effect from 16 October 2020.
Their mix of skills, experience, expertise and qualifications are analysed prior to their respective appointments.
The selection of candidates and appointment of Independent Non-Executive Directors by the Board/BNRC are made with the assistance
of independent consultant, whenever necessary.
During the Financial Year under review, with the establishment of TNB Subsidiary Management Division as an enhancement of Investment
Management Department which previously reports to Group Finance, Lim Fu Yen was appointed as Chief Subsidiary Management
Officer with effect from 1 July 2020.
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INTEGRATED ANNUAL REPORT 2020
Link to Strategy
• Future Proof
The RMD is responsible for the effective implementation of TNB Risk Management Framework for informed decision-making. The Regulations
framework is developed in alignment with ISO 31000:2018.
• Future
The BRC continues to diligently exercise its risk oversight responsibilities by ensuring that risk management is an integral part of strategic Generation
planning and decision making for the achievement of the Group’s strategic outcomes and long-term objectives. Sources
• Grid of the
Based on the evaluation for the Financial Year under review, the Board collectively agreed that it has discharged its roles in identifying
Future
principal risks and in ensuring that the Group has put in place an adequate risk management framework to effectively monitor and manage
the risks of its operational businesses. • Winning the
Customer
• Future Proof
Details of the Company’s internal control system and its effectiveness are provided in the Statement on Risk Management and Regulations
Internal Control in this Integrated Annual Report.
well informed of the progress of Company’s strategic initiatives and critical operational issues as well as the Group’s performance based • Grid of the Future
on approved KPIs. • Future Generation
Sources
• Winning the
Customer
Iwan Azlan bin Mokhtar was appointed as Chief People Officer with effect from 1 November 2020, to lead the Human Resource Division • Winning the
following the retirement of Dato’ Muhammad Razif bin Abdul Rahman. The Board and BNRC, at their respective meetings on 17 March Customer
2021 and 15 March 2021, approved the appointment of Wahizan bin Abd Rahman as Chief People Officer with effect from 1 April 2021, in
place of Iwan Azlan bin Mokhtar following his resignation.
With the completion of Proposed Internal Reorganisation, Dato’ Nor Azman bin Mufti @ Jaafar was made Managing Director, TNB Power
Generation Sdn. Bhd., while Ir. Roslan bin Abd Rahman was appointed as Chief Operating Officer, TNB Power Generation Sdn. Bhd. with
effect from 1 October 2020.
Datuk Ir. Baharin bin Din was appointed by MoF Inc., the Special Shareholder of TNB, as President/CEO for a period of three (3)
years with effect from 1 March 2021 until 29 February 2024 in place of Datuk Seri Amir Hamzah bin Azizan, who resigned following his
acceptance of a new appointment by the Minister of Finance.
The Board/BNRC deliberated on the succession planning for critical positions in TNB, intended to surface and manage the development
of TNB’s future leaders.
The Board is satisfied that BNRC has efficiently discharged its duties pertaining to the nomination, remuneration and succession
management functions as set out in its TOR.
The BNRC annually evaluates the performance of the President/CEO and Top Management, whose remunerations are directly linked to
their respective KPIs. The President/CEO’s remuneration package is reviewed by the BNRC to reflect the contributions made towards the
Group’s achievements for the year. The BNRC’s views and recommendations on this are submitted to the Board for its decision/approval.
Based on the evaluation for the Financial Year under review, the Board collectively concurred that succession planning for the President/
CEO and Top Management as well as for the Company’s future leaders has been appropriately developed.
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TENAGA NASIONAL BERHAD
Board Meetings
The Board schedules meetings on a monthly basis. Additional meetings encourages a limited number of attendees to participate in the Board
are held to discuss specific issues that require deliberation in between discussions preferably online.
the scheduled meetings. The Board held 17 Board meetings during the
Financial Year under review. In the event that a Director is unable to attend a meeting, his/her views are
sought in advance and put to the meeting to facilitate a comprehensive
The calendar for Board and Board Committees meetings is scheduled discussion. Thereupon, each Director makes himself/herself available to
well in advance, which include the BBO, Pre-Board meetings and Annual fellow Directors and may contribute to all major decisions before the Board.
General Meeting (AGM), with dates for the year circulated to the Board in
the month of October of the preceding year to give the Directors ample A comprehensive Board paper comprises of its objectives,
time to plan their attendance. A Pre-Board meeting is held prior to any background, issues, implications, risks, appropriate analysis/statistics,
Board meetings for the Management to provide the Chairman with insights recommendations and other relevant information is prepared to enable
into the papers that will be deliberated. the Board to make informed and effective decisions.
The agenda of Board meetings is drawn up after consultation between During the Financial Year under review, the Board on 3 March 2020,
the Chairman, President/CEO and Company Secretary at the Pre-Board visited the site of Tuanku Muhriz Power Station at Jimah, Port Dickson
meeting. Copies of the agenda and Board papers are circulated to Board following its launch which was officiated by Yang di-Pertuan Besar of
Members via an advanced meeting software which allows the Directors Negeri Sembilan, Tuanku Muhriz ibni Almarhum Tuanku Munawir. Other
to securely access, read and review Board/Committees Documents and than that, no Board nor Board Committee meeting was held at any
collaborate with Directors and Company Secretary electronically or in hard business operating unit or site of major/new projects, as per previous
copies at least five (5) working days prior to the meetings. This permits practice. Nonetheless the progress reports of major/new projects are
prior review by the Directors and if necessary, the provision of further circulated by the Management to the Board and its relevant Committees
information for deliberation at the meeting to ensure informed decision- for deliberation and notation.
making. Any Director may request matters to be included in the agenda.
Decisions of the Board and Board Committees are made by consensus,
2020 has been a difficult and uncertain time for Malaysia and global except under certain circumstances. These decisions and conclusions
communities, as we navigate a changed environment in response to the are recorded in the Board minutes. In the case of a tied vote, the
COVID-19 pandemic. Chairman has a second or casting vote. The Board’s decisions may also
be obtained via circulation depending on the urgency and availability of
Amid the COVID-19 pandemic that hit the country, the fiduciary duties of the the Directors as well as the nature of the proposal/subject matter.
Board remain its utmost priority. The Board and its Committees meetings
have been taking place as per normal, albeit virtually. The Directors may Minutes of the meetings are circulated earlier to all Directors for their
participate in the Board/Committees meetings either online or in person to perusal prior to the meetings. The Directors may request for clarification
ensure the Company’s business/operations remain uninterrupted. Board or raise comments on the minutes prior to their confirmation. After the
meetings across the Group have also been conducted online or in hybrid, Directors’ confirmation, the Chairman of the meeting signs the minutes
whichever is appropriate. as a correct record of the proceedings. The Directors are also informed
immediately of announcements made to Bursa Malaysia Securities
The Top Management and external advisors may be invited to attend Berhad for their notification.
Board meetings to advise the Board when matters under their purview
are being considered, or as otherwise requested by the Board to enable
informed decision-making. In embracing the new norm, the Board
The Board receives accurate, timely and clear information five (5) working days prior to meetings to enable it to effectively discharge its duties and
responsibilities. Thus, it has separate and independent access to information to assist with its deliberations, including the opportunity to request for
supplementary or explanatory information from Management. The Management provides information to the Board on an on-going basis to allow the
Board to effectively discharge its responsibilities.
The Board recognises the importance of independent judgement and constructive debate on all issues under consideration. Where necessary, the
Board collectively and individually is at liberty to obtain external independent or professional advice as deemed appropriate at the Company’s expense
to assist with its decision-making process.
p.91
INTEGRATED ANNUAL REPORT 2020
Board Diversity
TNB strongly supports diversity within its Board of Directors, including gender, age, professional diversity as well as diversity of thought. The Board
currently comprises of individuals from a diverse range of skills, industries, backgrounds and experience, which enables a broad evaluation of all
matters considered by the Board and contributes to collaborative and constructive discussion.
To date, four (4) women Directors remain on the Board, namely Noraini binti Che Dan, Juniwati Rahmat Hussin, Ong Ai Lin and Dato’ Roslina binti
Zainal representing 36% of the Board, exceeding the Government’s target of having 30% women on Board. These women Directors hold significant
positions on the Board and its Committees whereby Noraini binti Che Dan is the Senior Independent Non-Executive Director and Chairman of
BAC, Juniwati Rahmat Hussin is the Chairman of BNRC & BLTIP, Ong Ai Lin is the Chairman of BRC and Dato’ Roslina binti Zainal has brought
technical/engineering insights/expertise to the Board gained through her experience and qualifications.
For the Financial Year under review, the gender mix of the Board and throughout the Company is illustrated by the diagram below:
Male Female
Board Composition
Meanwhile Dato’ Asri bin Hamidin @ Hamidon was appointed to the
Board as a Non-Independent Non-Executive Director by MoF Inc. with
TNB Board currently consists of 11 members; one (1) Executive Director effect from 1 July 2020 and the appointment of his Alternate Director,
and 10 Non-Executive Directors, seven (7) of whom are Independent Azmin bin Ishak took effect on the same day.
Directors. The Independent Directors are considered by the Board to
be independent of Management and free of any business or other The Board recently welcomed Datuk Ir. Baharin bin Din as
relationship or circumstance that could materially interfere with the President/CEO who was appointed to the Board with effect from 1 March
exercise of objective, unfettered or independent judgement. 2021 in place of Datuk Seri Amir Hamzah bin Azizan who resigned
following his acceptance of new appointment by the Minister of Finance.
During the Financial Year under review, the Board/BNRC on 28 April
2020 approved the redesignation of Dato’ Roslina binti Zainal from The Board shall continue to assess and consider the capabilities,
Non-Independent Non-Executive Director to Independent commitment and qualities of candidates to be appointed as Board
Non-Executive Director with effect from 28 April 2020 being satisfied Members in accordance with TNB’s Constitution, taking into account
with her independence test as per Paragraph 1.01 of the MMLR. the required mix of skills, background, experience/expertise/knowledge
relevant to the Company’s strategic plan and business/industry.
Dato’ Roslina binti Zainal is able to bring independent and objective
judgement to the Board deliberations as an Independent Non-Executive The Board may appoint a new Director either to fill a casual vacancy
Director effectively. Her inclusion on the Board has further strengthened or to add to the existing Directors. The MoF Inc., being the Special
the Board’s composition through valuable insights into the Company’s Shareholder of TNB, possesses the right to appoint up to six (6)
business and the future regulatory landscape of the electricity industry. Directors. The Company’s Constitution provides that the Company must
have at least two (2) Directors but not more than 12 Directors.
With the addition of Dato’ Ir. Nawawi bin Ahmad and Datuk Rawisandran
a/l Narayanan as Independent Non-Executive Directors, the Board The Board believes that it presently has an appropriate balance of
comprises a majority of Independent Directors. Their expertise/ skills, experience, knowledge and independence to deliver the Group’s
experience further strengthen the Board’s composition and dynamics. strategy, to enable the Non-Executive Directors to effectively challenge
the views of Management and to satisfy the requirements of good
The Board fulfils Practice 4.1 of MCCG for Large Companies having governance.
a majority of Independent Directors, with the number exceeding the
minimum requirement as prescribed by the MMLR.
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TENAGA NASIONAL BERHAD
The Board/BNRC continuously review the Board Skills Matrix, which serves to identify the skills, knowledge, experience and capabilities desired
of the Board to enable it to meet both current and future challenges of the Company. It reflects the appropriate mix of skills, expertise and
experience required to address existing and emerging business and governance issues, to enable Directors to effectively review Management’s
performance.
The Board Skills Matrix consists of several criteria, namely Leadership/Stewardship, Regulatory Experience & Network, General
Management, Sector/Service Experience, Entrepreneurship and Other Factors relevant/tailored to the Company.
The Board, guided by the matrix, approved the BNRC’s recommendation that in order to strengthen the Board’s composition to be more dynamic,
the skills and gaps that have been identified as critical and need to be filled are technical experience, international business experience and
customer centricity.
The Board agreed that all Directors appointed during the Financial Year under review had met the above required skills.
Re-election of Directors
Juniwati Rahmat Hussin and Gopala Krishnan K.Sundaram, being Directors who are retiring by rotation in accordance with Clause 64(1) of the
Company’s Constitution and being eligible, have offered themselves for re-election.
The Directors appointed during the Financial Year, Dato’ Asri bin Hamidin @ Hamidon, Dato’ Ir. Nawawi bin Ahmad, Datuk Rawisandran a/l
Narayanan and Datuk Ir. Baharin bin Din, shall retire at the forthcoming AGM in accordance with Clause 63(2) of the Company’s Constitution,
and being eligible, have offered themselves for re-election.
The Board recognises that the Directors’ performance is used as a basis in recommending their re-election to the shareholders. This, in turn, is
determined through their annual evaluation and independence assessment, which are assessed by the BNRC before any recommendation is
made to the Board for deliberation and approval.
Based on the annual independence assessment of all Independent Directors who are retiring specifically Juniwati Rahmat Hussin, Gopala
Krishnan K.Sundaram, Dato’ Ir. Nawawi bin Ahmad and Datuk Rawisandran a/l Narayanan, the BNRC/Board are satisfied that these Independent
Directors have complied with the independence criteria as set out by the MMLR and continue to bring independent and objective judgement to
the Board.
Dato’ Asri bin Hamidin @ Hamidon is an Appointed Director by MoF Inc., representing the interest of TNB’s Special Shareholder. He has
exercised the duty of care and diligence as a Director in the best interest of the Company, its shareholders and stakeholders.
All retiring Directors named above, through the BEA including Self and Peer Assessment, have met the performance criteria required of an
effective and high performance Board. Having considered their professionalism, vast experience, material relationship, competency, commitment
and individual contributions in performing their respective duties, the Board and BNRC are satisfied that all Directors who are seeking re-
election at the 31st AGM have met the Board’s expectations by continuously discharging their duties diligently as Directors of the Company.
Following the recent appointment of Datuk Ir. Baharin bin Din as President/CEO with effect from 1 March 2021 by MoF Inc., he shall be
applicable for the next BEA for the Financial Year ending 31 December 2021.
With that, the Board and BNRC collectively resolved to recommend the re-election of each Director who is retiring at the upcoming 31st AGM.
p.93
INTEGRATED ANNUAL REPORT 2020
It is vital for the Board to assess the independence of its Independent Directors. This is done annually with reference to the key criteria developed
by the BNRC inclusive of independence from the Management and the absence of any business relationship which could materially interfere
with, or could reasonably be perceived to materially interfere with, the Independent Director’s judgement. These Directors are also assessed on
their ability to provide strong, valuable contributions to the Board’s deliberations, without interference to and acting in the best interest of TNB.
The BNRC and Board at their meetings on 15 January 2021 and 27 January 2021 respectively, have considered the independence of each
Independent Non-Executive Director in office for the Financial Year under review and concluded that each Independent Non-Executive Director
has met the independence criteria as set out in the MMLR. The Board is generally satisfied that each Independent Non-Executive Director
remains independent in character and judgement and is free from relationships or circumstances which are likely to affect or could appear to
affect the Director’s judgement.
In reaching this conclusion, the Board has considered all relevant facts and circumstances, which include whether the Independent Director:
The Board also concurred that the continuous contributions of these Directors are beneficial to the Board and the Company as a whole.
The independence status of Independent Non-Executive Directors who are standing for re-election is disclosed in the Notice of 31st AGM.
The Board adopts a policy that limits the tenure of its Independent Non-Executive Directors to nine (9) years, pursuant to Step Up 4.3 of MCCG.
Currently, none of the Independent Non-Executive Directors has served the Board for more than nine (9) years.
Board Development
The Directors are conscious of the need to keep themselves properly briefed and informed about current issues. The Directors, on a continuous
basis, attend internal and external training programmes, in ensuring they remain updated with developments of the Company’s business and
industry that may affect their roles and responsibilities.
Induction
Newly-appointed Directors receive appropriate induction and training on the Company’s business, corporate governance and reporting
procedures, on which they are continuously updated. In addition, the Directors are advised on policies and procedures of the Board and Board
Committees’ meetings and their roles/responsibilities.
Each Director shall receive a comprehensive information pack containing the Board Charter, the Non-Executive Directors’ Handbook, the
Company’s Constitution, relevant Acts affecting the Company, the latest Integrated Annual Report, TNB’s Procurement & Supply Chain Policy
and Procedures, Procurement Code of Conduct & Code of Ethics and TNB Corporate Integrity Management System (TCIMS) Handbook in order
to facilitate the discharge of their duties.
p.94
TENAGA NASIONAL BERHAD
New Board Members are provided with the opportunity to experience the Company’s operations first-hand and to meet and discuss all of this
with the Top Management. The Company Secretary facilitates the induction programme by providing the new Board Members with access to
information on areas such as operations, finance, treasury and risk management, as required.
The induction sessions are arranged by the Company Secretary’s Office between the Directors and the respective Top Management to better
assist them in understanding the Company’s core businesses and its whole operation.
A number of sessions were conducted, between the newly appointed Directors, with the respective Top Management.
Details of the induction sessions are as follows:
14 March 2020 • Generation/Energy Ventures Division (GenCo) Overview Briefing by Chief Ventures Officer
• Grid Division Overview Briefing by Chief Grid Officer
• Distribution Network Division Overview Briefing by Chief Distribution Network Officer
• Group Finance Division: MESI 2.0 Developing the Future Electricity Sector Briefing by Chief Financial Officer
• International Asset Group Overview Briefing by Chief International Officer
• Information & Communication Technology Division Overview Briefing by Chief Information Officer
• Group Human Resource Division Overview Briefing by Chief People Officer
• TNB Global Business Solutions Division Overview Briefing by Chief Global Business Solutions
13 May 2020 • Procurement & Supply Chain Division Overview Briefing by Chief Procurement Officer
• Distribution Network Division Overview Briefing by Chief Distribution Network Officer
• Retail Division Overview Briefing by Chief Retail Officer
1 June 2020 • Procurement & Supply Chain Division Overview Briefing by Chief Procurement Officer
• Distribution Network Division Overview Briefing by Chief Distribution Network Officer
• Retail Division Overview Briefing by Chief Retail Officer
27 October 2020 • Information & Communication Technology Division Overview Briefing by Chief Information Officer
• Grid Division Overview Briefing by Chief Grid Officer
• TNB Power Generation Sdn. Bhd. Overview Briefing by Managing Director, TNB Power Generation Sdn. Bhd.
• Strategy & Regulatory Division Overview Briefing by Chief Strategy & Regulatory Officer
28 October 2020 • Distribution Network Division Overview Briefing by Chief Distribution Network Officer
• TNB Global Business Solutions Division Overview Briefing by Chief Global Business Solutions
• Retail Division Overview Briefing by Chief Retail Officer
• Allo Technology Sdn. Bhd. Overview Briefing by Chief Executive Officer, Allo Technology Sdn. Bhd.
• GSPARX Sdn. Bhd. Overview Briefing by Managing Director, GSPARX Sdn. Bhd.
17 November 2020 • Risk Management Department Overview Briefing by Chief Risk Officer
• Group Finance Division Overview Briefing by Chief Financial Officer
• TNB Fuel Services Sdn. Bhd. Overview Briefing by Managing Director, TNB Fuel Services Sdn. Bhd.
18 November 2020 • AMI-Smart Meter, Distribution Network Division Overview Briefing by Project Director, AMI-Smart Meter
• TNB Energy Services Sdn. Bhd. Overview Briefing by Managing Director, TNB Energy Services Sdn. Bhd.
19 November 2020 • TNB Research Sdn. Bhd. Overview Briefing by Managing Director, TNB Research Sdn. Bhd.
• Project Needle, Strategy & Regulatory Division Overview Briefing by Project Director, Project Needle
20 November 2020 • Group Corporate Division Overview Briefing by Chief Corporate Officer
• International Asset Group Overview Briefing by Chief International Officer
• Procurement & Supply Chain Division Overview Briefing by Chief Procurement Officer
4 January 2021 • TNB Renewables Sdn. Bhd.: An Introduction Briefing by Managing Director, TNB Renewables Sdn. Bhd.
In addition, TNB Operational Briefing was held on 12 May 2020 to update Dato’ Seri Mahdzir bin Khalid, the Chairman, on the latest information/
progress of TNB operations, which was attended by Top Management, led by the President/CEO. The briefing was held to extend a warm welcome to
TNB’s new Chairman as well as to introduce him to TNB’s Top Management.
p.95
INTEGRATED ANNUAL REPORT 2020
Professional Training
Directors are encouraged to develop and refresh their knowledge and skills on an ongoing basis with developmental needs reviewed as part of
the annual Board evaluation process and the necessary resources made available should any Director request additional training. Topics covered
at sessions attended by the Directors during the Financial Year under review were COVID-19 impact on the industry, economics, regulatory
developments, risk management, finance, investment, governance, ethics and sustainability that are considered relevant and beneficial for the
Directors to discharge their duties efficiently.
Dato’ Seri Mahdzir bin Khalid attended his Mandatory Accreditation Programme for Directors of Public Listed Companies (MAP) on 15 June 2020
until 17 June 2020, whilst Dato’ Ir. Nawawi bin Ahmad and Datuk Rawisandran a/l Narayanan attended their MAP on 30 November 2020 until 2
December 2020. Azmin bin Ishak attended his MAP on 24 February 2021 until 26 February 2021 as prescribed under Paragraph 15.08 by the MMLR.
The existing Directors attended their MAPs accordingly.
The Company Secretary’s Office facilitates the Board in organising internal and arranging external programmes, training sessions, briefings,
workshops and seminars that are relevant to the Directors. These include the annual Board Development Programme (BDP) which is organised
in-house as part of TNB’s Board Continuing Development Programme.
Due to the COVID-19 pandemic, the Board was encouraged to attend the trainings online.
Details of Directors’ Training, including the Company Secretary’s for the Financial Year ended 31 December 2020:
Dato’ Asri bin Hamidin @ 19-21 January 2020 Majlis Projek Demonstrasi 5G Malaysia
Hamidon
7-9 August 2020 Official Visit By Ministry Of Finance In Conjunction With Budget (Penang)
(Appointed w.e.f. 1 July 2020)
11 September 2020 Engagement Session With Strategy & Regulatory Division
27-28 September 2020 Board Retreat Johor Corporation
1-4 October 2020 TRXC Brain Storming Session
Amran Hafiz bin Affifudin 3 September 2020 Nordic Smart Cities Conference 2020
22-23 September 2020 Progressive Board Review & Directors Global Masterclass
19-23 October 2020 Virtual Conference: 11 th International Greentech & Eco Products Exhibition & Conference Malaysia (IGEM)
27 October 2020 How To Be An Effective NED In A Disruptive World
26-28 October 2020,
Leading Organizations And Change
2&4 November 2020
Virtual Conference: Business Foresight Forum (BFF) 2020, Evolutionary Change To Revolutionary Impact:
18-19 November 2020
Reimagining A New World Post COVID-19
26 November 2020 Virtual Roundtable Series: The Role of Governments, Policy Makers And Finance In Building Green Infrastructure
Noraini binti Che Dan 8 January 2020 Islamic Finance For Board Of Directors Programme
5 February 2020 Tabletop Exercise By FireEye (Cyber Security)
12 March 2020 Section 17A Of MACC Act 2020
5 August 2020 Impact Of COVID-19 Pandemic To The Global And Malaysia Economy
7 September 2020 Seminar Liabiliti Korporat Seksyen 17A
15 September 2020 Sharing Session On Property Development And Digital Transformation Journey
7 October 2020 Islamic Finance For Board Of Directors Programme
Virtual Conference: BFF 2020, Evolutionary Change To Revolutionary Impact: Reimagining A New World Post
18-19 November 2020
COVID-19
26 November 2020 PNB Knowledge Sharing Initiatives Forum
9 December 2020 Integrity Day: United Against Corruption Speak Up For Integrity
Juniwati Rahmat Hussin 22-23 September 2020 Progressive Board Review & Directors Global Masterclass
23-24 September 2020 Executive Compensation Regional Webinar
27 October 2020 How To Be An Effective NED In A Disruptive World
p.96
TENAGA NASIONAL BERHAD
Gopala Krishnan 16 June 2020 The Insolvency Act 1967: Revamping The Bankruptcy Act 1967
K.Sundaram
7 September 2020 Seminar Liabiliti Korporat Akta SPRM
22-23 September Progressive Board Review & Directors Global Masterclass
2020
7 October 2020 Islamic Finance: Maximising Islamic Finance For Financial Inclusion
8 October 2020 Islamic Finance: Mitigating Climate Risk For Islamic Financial Institutions - Why It Matters
15 October 2020 Understanding Board Decision-Making Process
12, 14, 19, 21 Brain-Based Leadership: The Neuroscience Of Personel And Organizational Agility
October 2020
27 October 2020 How To Be An Effective NED In A Disruptive World
2 November 2020 Webinar On Islamic Finance: Mitigating Climate-Risk
18-19 November Virtual Conference: BFF 2020, Evolutionary Change To Revolutionary Impact: Reimagining A New World Post COVID-19
2020
7,9,10 December Virtual Conference: PowerTalk Global Series
2020
11 December 2020 Zoom Meeting: Security Token Offerings - Asian Institute Of International Financial Law
Ong Ai Lin 10 February 2020 Integrated Thinking And Value Creation Awareness
14 April 2020 COVID-19 And Current Economic Reality: Implication For Financial Stability
8 July 2020 Risks: A Fresh Look From The Board Perspective
22-23 September
Progressive Board Review & Directors Global Masterclass
2020
27 October 2020 How To Be An Effective NED In A Disruptive World
18-19 November Virtual Conference: BFF 2020, Evolutionary Change To Revolutionary Impact: Reimagining A New World Post COVID-19
2020
20 November 2020 Malaysia Budget 2021: Pre-Budget Expectations
3 December 2020 Fraud Risk Management Workshop
Dato’ Roslina binti Zainal 6 February 2020 CPR Training
5 June 2020 COVID-19’s Era Rapidly Changing Impact On Asia Pacific Electricity Markets
27 October 2020 How To Be An Effective NED In A Disruptive World
23-25 November Energy: Markets, Policies And Sustainability
2020
18-19 November Virtual Conference: BFF 2020, Evolutionary Change To Revolutionary Impact: Reimagining A New World Post COVID-19
2020
4 December 2020 Energy Transition: Fact Or Fiction
Dato’ Ir. Nawawi bin Ahmad 18-19 November
Virtual Conference: BFF 2020, Evolutionary Change To Revolutionary Impact: Reimagining A New World Post COVID-19
(Appointed w.e.f. 16 October 2020
2020)
30 November,
1-2 December MAP
2020
Datuk Rawisandran a/l 18-19 November Virtual Conference: BFF 2020, Evolutionary Change To Revolutionary Impact: Reimagining A New World Post COVID-19
Narayanan 2020
(Appointed w.e.f. 16 October
2020) 30 November,
1-2 December MAP
2020
Azmin bin Ishak (Alternate 26 February 2020 Seminar Seksyen 17A Akta SPRM 2009 (Pindaan 2018) & Related Party Transactions
Director to Dato’ Asri bin
Hamidin @ Hamidon) 24-26 February MAP
(Appointed w.e.f. 1 July 2020) 2020
29 December 2020 Integrity & Accountability
Dato’ Cheok Lay Leng 20-22 April 2020 MAP
(Resigned w.e.f. 1 October
2020) 22-23 September
2020 Progressive Board Review & Directors Global Masterclass
Datuk Seri Amir Hamzah bin 6 May 2020 A Conversation With YB Tengku Zafrul
Azizan
(Resigned w.e.f. 28 February 2021) 5 August 2020 Bloomberg New Energy Finance Briefing COVID-19 Impact On Energy Transition
18 August 2020 Malaysian Energy Roundtable: Energy Transition Policies
27 October 2020 ACES20: Power Leader On Building Sustainable Power Infrastructure
5 December 2020 Mckinsey’s Youth Leadership Academy 2020
Norazni binti Mohd Isa 29 July 2020 Listing Requirements - Updated Or Outdated
(Company Secretary)
22-23 September Progressive Board Review & Directors Global Masterclass
2020
28 September Practical Guide On Statutory And Fiduciary Duties Of Directors Under Companies Act 2016
2020
29 September Emerging Trends In Corporate Crimes And How To Promote Greater Governance, Integrity In Organisation
2020
7 October 2020 Virtual Meeting - Making It Work
2-3 December MAICSA Annual Governance Conference 2020 - New Decade Governance - Influence : Strategy : Impact
2020
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INTEGRATED ANNUAL REPORT 2020
Board Evaluation
The Board recognises that an objective and well-managed board evaluation process can lead to substantial improvement in Board effectiveness,
bringing significant benefits to the Company. This is achieved through annual performance evaluations, induction programmes for new Board members
and ongoing Board development activities.
In 2020, the Board with the assistance of BNRC, undertook the annual BEA of its own performance, its Committees and Individual Directors, for the
Financial Year under review.
These evaluations were conducted through the BEA questionnaires and the results were subsequently collected and analysed. The BEA questionnaires
towards an Effective Board covered the following parameters:
Based on the 2020 BEA results, it is clear that the effectiveness of both the Chairman and President/
CEO is reflective of the Board’s confidence in them, indicating strong and effective leadership in
steering the Company’s direction.
Each Director completed With the stewardship portrayed by the Chairman and President/CEO, the effectiveness of both
the BEA for the Board and Chairman and President/CEO were recorded as outstanding, on average. The Board agreed that
its respective Committees
including Self and Peer
Datuk Seri Amir Hamzah bin Azizan as President/CEO demonstrated good leadership, has clear vision
Assessment and focused execution plan to ensure the sustainability and competitiveness of TNB internationally
as well as upholding the responsibilities entrusted on TNB by the nation.
Overall, the Board of Directors was rated as Exceed Expectations, scoring four (4) on average,
whereby it has remained highly effective and has consistently met high performance standards and
exceeded expectations.
Whilst the Board Committees and Directors’ Self and Peer were rated as Strongly Agree and
Outstanding respectively, of which both scoring five (5) each in average for all assessment. As
The BEA analysis compared to last year, the Board of Directors Assessment rating remains the same whilst the
was presented to the ratings for Board Committees and Directors’ Self and Peer have improved from four (4) to five
BNRC for deliberation (5), indicating that each Individual Director has delivered outstanding performance and performed
his/her duties diligently.
Each Board Committee remains highly effective in assisting the Board to carry out its respective duties
while the Board Committee Members have fulfilled their roles and responsibilities.
The Board has also identified challenges likely to be faced by the Company for the next financial year.
These include the impact of COVID-19 pandemic on the Company’s business/operations and the
A summarised report economy, managing the regulatory outcome and industry reformation, the progress of Reimagining
of BEA was tabled TNB, the succession planning of Board and Top Management, and TNB’s Environmental, Social
to the Board by the and Governance issues.
Chairman of BNRC with
a view to discuss areas of
improvement In conclusion, the Board and Board Committees are satisfied with their existing composition and are
of the view that, with the current mix of skills, knowledge, experience and strength of the existing
Directors, the Board and respective Board Committees are able to discharge their duties effectively.
The performance of each Director retiring at the next AGM is taken into account by the Board in
determining whether or not the Board should support the re-election of the Director.
p.98
TENAGA NASIONAL BERHAD
The overall objectives of the BNRC are to determine an appropriate remuneration policy that aligns remuneration with strategy to drive the long-term
success of the Company and ensure that the Company may continue to attract, retain and motivate quality leaders.
The remuneration package for the Executive Director is structured to link rewards to corporate and individual performance. It comprises salary,
allowances, bonuses and other customary benefits as accorded by comparable companies. A significant portion of an Executive Director’s compensation
package has been made variable and is determined by performance during the year against individual KPIs in a scorecard aligned with the corporate
objectives as approved by the Board. The Executive Director recuses himself from deliberation and voting on his remuneration at Board meetings.
The BNRC reviews the performance of the Executive Director annually and submits views/recommendations to the Board on adjustments in
remuneration and/or rewards to reflect the Executive Director’s contributions towards the Group’s achievements for the year.
The Company adopts Practice 7.2 of MCCG on the disclosure on named basis, the top five (5) Senior Management’s remuneration components
including salary, bonus, benefits-in-kind and other emoluments in bands of RM50,000. The said disclosure and further details of the Top Management’s
remuneration are available in the TNB Corporate Governance Report 2020.
The Board as a whole shall determine and recommend the remuneration of Non-Executive Directors for shareholders’ approval at the AGM.
The Non-Executive Directors are remunerated through fixed monthly fees, meeting allowances and benefits-in-kind, inclusive of the reimbursement of
utilities bills and business peripherals.
The level of remuneration of Non-Executive Directors reflects the current demanding challenges in discharging their fiduciary duties, roles and
responsibilities, whether individually or collectively, as well as the complexity of the Company’s operations and the industry. The Non-Executive
Directors’ remuneration/benefits remain unchanged, since the last review in 2013.
Based on the review of Non-Executive Directors’ Remuneration by Willis Towers Watson (WTW) in 2018, overall, TNB is at par with the market for most
of the compensation elements that are offered to its Non-Executive Directors. The current remuneration framework of TNB’s Non-Executive Directors
has been retained, and suggested to be reviewed in the next one (1) or two (2) years’ time to ensure its market competitiveness.
p.99
INTEGRATED ANNUAL REPORT 2020
Details of each Director’s remuneration for the Financial Year ended 31 December 2020:
Non-Executive Directors
Dato’ Seri Mahdzir bin Khalid - 229,354.83 31,000.003 22,500.00 3,000.003 - 20,625.60 306,480.43
(Appointed w.e.f. 12 May 2020)
Dato’ Asri bin Hamidin @ Hamidon - 120,000.00 - 20,500.00 - - 263.60 140,763.60
(Appointed w.e.f. 1 July 2020)
Amran Hafiz bin Affifudin - 240,000.004 - 101,500.004 - - 42,130.25 383,630.25
Noraini binti Che Dan - 240,000.00 - 108,000.00 - - 75,614.74 423,614.74
Juniwati Rahmat Hussin - 240,000.00 - 105,000.00 - - 19,237.70 364,237.70
Gopala Krishnan K.Sundaram - 240,000.00 - 77,500.00 - - 34,811.96 352,311.96
Ong Ai Lin - 240,000.00 - 75,000.00 - - 54,375.10 369,375.10
Dato' Roslina binti Zainal - 240,000.00 - 87,000.00 - - 21,419.85 348,419.85
Dato’ Ir. Nawawi bin Ahmad - 50,322.58 - 10,000.00 - - 28,810.59 89,133.17
(Appointed w.e.f. 16 October 2020)
Datuk Rawisandran a/l Narayanan - 50,322.58 - 8,500.00 - - 22,688.45 81,511.03
(Appointed w.e.f. 16 October 2020)
Azmin bin Ishak - - - 12,500.00 - - 22,727.00 35,227.00
(Alternate Director to Dato’ Asri bin
Hamidin @ Hamidon)
(Appointed w.e.f. 1 July 2020)
Tan Sri Leo Moggie - 70,262.08 15,000.003 9,500.00 1,000.003 2,500,000.00 29,800.60 2,625,562.68
(Cessation of Office as Chairman
w.e.f. 12 March 2020)
Tan Sri Ahmad Badri bin Mohd Zahir - 107,097.76 - 27,500.00 - 200,000.00 9,010.10 343,607.86
(Cessation of Office as Chairman
w.e.f. 11 May 2020)
Gee Siew Yoong - 120,000.00 - 39,500.00 - 200,000.00 24,890.12 384,390.12
(Cessation of Office as Director
w.e.f. 30 June 2020)
Datin Rashidah binti Mohd Sies - 40,000.00 - 8,000.00 - 10,000.00 1,972.42 59,972.42
(Appointed w.e.f. 1 May 2020)
(Resigned w.e.f. 1 July 2020)
Dato’ Cheok Lay Leng - 139,354.84 - 43,500.00 - 50,000.00 24,438.93 257,293.77
(Resigned w.e.f. 1 October 2020)
Total 1,710,000.00 2,366,714.67 46,000.00 756,000.00 4,000.00 5,322,954.50 508,692.85 10,714,362.02
Notes
1 Contribution to EPF, Bonus, Car Allowance, Flexi Benefits, Ex-Gratia, LTIP and Gratuity.
2 Utilities Bills, Business Peripherals, Purchase of Handphone, Club Membership, Medical and Travelling Expenses.
3 Payment made by respective subsidiaries.
4 Paid to Khazanah Nasional Berhad, in respect of Director's Fees and Meeting Allowances provided for Amran Hafiz bin Affifudin.
p.100
TENAGA NASIONAL BERHAD
Due to the COVID-19 pandemic, in expressing support and concern for the affected nation and to help the needy,
all Non-Executive Directors agreed and deducted 10% from their Board Fixed Allowance from April to June 2020,
which was channeled to the COVID-19 assistance fund operated by TNB Pelitawanis.
During the Financial Year under review, the Board/BNRC approved the review of the BNRC TOR following the
establishment of Subsidiary Board Member Approval Governance. The Board/BNRC agreed to retain its authority
to recommend new Board Members for strategically important and large subsidiaries and delegate its power to
Group People Committee/L1 Subsidiary Boards accordingly.
The BNRC annually reviews the size, composition and diversity of the Board as well as the mix of existing and
desired competencies of Members, and reports its conclusions to the Board.
Through its annual assessment and recommendations made by the BNRC, the Board believes that its current size
and composition is conducive to appropriate decision-making and incorporates a diversity of perspectives and
skills in order to represent the best interest of the Company as a whole.
In view of the need to ensure proper processes are in place to manage succession issues at the Board level, an
appropriate process for the selection, nomination and appointment of suitable candidates to the Board has been
put in place.
The BNRC is entrusted with the responsibility of assessing and considering the capabilities, commitment and
qualities of candidates to be appointed as Board Members as well as Committee members, taking into account the
required mix of skills, background, experience/expertise/knowledge relevant to the Company’s business, existing
commitment and potential conflict of interest prior to recommending to the Board.
Following each appointment, a letter of appointment will be issued and the Company Secretary shall undertake
the necessary as authorised by the Board, so as to ensure the appointment is in accordance with the statutory
requirements and as prescribed by the MMLR. All necessary information will be obtained from the newly appointed
Director for the Company’s records and for meeting the statutory requirements and other applicable rules and
KEY ROLES & RESPONSIBILITIES regulations.
For detailed roles & responsibilities of the As part of TNB’s commitment to upholding the highest standard of integrity and ethics, each newly appointed
Committee, please refer to “Our Board Director is required to undertake an Integrity Pledge.
Practices” on page 85.
For the details of meeting attendance of BNRC members, kindly refer to page 85.
p.101
INTEGRATED ANNUAL REPORT 2020
In 2017, TNB became one of the first listed corporations to embark - Eight (8) sessions of Fraud and Bribery Risk Management
on the ISO 37001:2016 Anti-Bribery Management System (ABMS) Workshops;
certification. Towards achieving the certification, TNB launched the TNB - Two (2) sessions of ABMS & Corporate Liability Forum for the Board
Corporate Integrity Management System (TCIMS) to drive an integrity of Directors and Top Management with MACC;
based culture and a high level of compliance with local and international - Introduction of Integrity E-learning module to all staff;
anti-bribery standards. TNB, on 15 November 2018, was awarded
- All staff are required to sign the integrity pledge and declare their
with the ABMS Certification from SIRIM and, further in reinforcing this
conflict of interest via Employee Self Services On-line System
culture, launched the TCIMS Handbook.
annually;
TNB has introduced a new Corporate Identity and Core Values & - ISO 37001 Internal Audit carried out by the identified division/
Behaviours which is publicly available and has been communicated to department;
the workforce. First among the TNB Corporate Identity and Core Values - TNB Integrity Health Index (IHI) has been established to access and
& Behaviours is Integrity. The three (3) Behaviours of Integrity are: capture relevant information on different attributes and dimensions
of Integrity Health status and performance of an Integrity Health
3 BEHAVIOURS OF INTEGRITY system;
- IHI score is 78.39%;
- 23 sessions of Integrity & TCIMS Training;
BEHAVIOUR 1 - Issuance of seven (7) integrity bulletins.
We uphold highest ethical standards and do what is
right, all the time
Limits of Authority
TNB’s Code of Ethics also defines how TNB relates to its shareholders, without any fear of intimidation or reprisal. An independent investigation
employees, customers, suppliers and the communities in which it team investigates all reported concerns and, where applicable, provides
operates. It includes TNB’s general principles on business integrity. feedback regarding the investigation’s outcomes.
All employees are expected to conduct business in accordance with
the applicable laws, rules and regulations and in a manner so as to The objectives of the Whistle Blowing Procedure are as follows:
enhance and protect the reputation of TNB. • to detect and address unacceptable conduct;
• to provide employees and contractors with a supportive working
TNB’s Procurement Code of Conduct guides TNB’s Directors and environment in which they feel able to raise issues of legitimate
employees as well as all existing and potential suppliers/contractors concern to them and to TNB; and
including their directors and employees. TNB believes that all supplier/ • to protect people who report unacceptable conduct in good faith.
contractor relationships should be based on principles of good
governance such as integrity, accountability, fairness and a zero- Reporting Channels:
tolerance rule towards bribery and corruption. These principles are • Online Whistle Blowing Information System (WBIS) - wbis.tnb.com.my
enforced in the Procurement Code of Conduct, which is constantly • Email to one (1) of the designated officers by using the Whistle
revised to reflect changes in regulations, reputational demands and Blowing Complaint Form, available in Malay & English:
business challenges.
NAME DESIGNATION E-MAIL ADDRESS
The Procurement & Supply Chain Policy and Procedures provides a set Noraini binti Che Dan Senior Independent norainicd.integrity@
Non-Executive tnb.com.my
of general policy and procedures as guidance in executing procurement
Director
within TNB. The Policy and Procedures enables TNB to obtain the best
value in procurement, adopt leading business practice, advance TNB’s Datuk Lim Tong Kang Chief Risk Officer ltk.integrity@tnb.
com.my
business priorities, add value to customers and uphold good corporate
governance. Norazni binti Mohd Company Secretary noraznii.integrity@
Isa tnb.com.my
TNB’s Code of Ethics and Procurement Code of Conduct are available at Kalivann Palanivelu Chief Integrity kalivann.integrity@
their respective sections of the Company’s website at www.tnb.com.my Development Officer tnb.com.my
To foster ethical and independent decision-making, the Company • Whistle Blowing toll free number: 1-800-888-862
requires Directors with any direct or indirect interest in a proposal or
transaction being considered by the Board or its Committees to declare Anti-Bribery Policy
that interest and recuse himself/herself from the deliberations. The
affected Director will take no part in the decision-making. TNB aims to state its position on bribery and related matters and to
establish key pillars in its structure to protect the Company against any
As initiated by Procurement & Supply Chain Division in collaboration form of bribery.
with Integrity Department to further strengthen our integrity and
transparency in dealing with the Company’s procurement activities, Bribery in all its forms related to TNB’s activities is prohibited. It is the
responsibility of personnel at all levels to act with integrity. TNB holds
at each Board Meeting, each Director shall sign an Integrity Pact,
a ‘No Gifts’ policy, although certain exceptions are allowed. Integrity
declaring his/her interest involving procurement/matters to be discussed
Pledges must be signed by personnel on a regular basis, as well as a
at the Meeting, to prevent corruption, conflict of interest and to maintain
Conflict of Interest declaration. Business Associates acting on behalf of
confidentiality of information. the Company shall be managed carefully. Reporting of misconduct by
personnel or third parties is expected, with protection provided for all
Whistle Blowing Procedure disclosers acting in good faith.
The Whistle Blowing Procedure embodies TNB’s commitment to TNB is committed to enforcing its position, with the Integrity Department
maintaining an open working environment in which employees, taking on this role. The TCIMS will be assessed and updated on a
contractors and members of the public are able to report instances of regular basis to ensure its effectiveness is maintained.
unethical, unlawful or undesirable conduct in a confidential manner
p.103
INTEGRATED ANNUAL REPORT 2020
BOARD AUDIT COMMITTEE The BAC was established to assist the Board to carry out its oversight and fiduciary duties
and responsibilities.
Chairman
BAC’s objectives, authorities and functions are governed by the TOR which was last reviewed
Noraini binti Che Dan in May 2019. The TOR is accessible on the Company’s official website at www.tnb.com.my
Senior Independent Non-Executive Director
Membership and Meetings
Members
As of 31 December 2020, the BAC comprises five (5) Independent Directors, all of whom are
Gopala Krishnan K.Sundaram
Non-Executive Directors. This composition is aligned with Paragraph 15.09 (1) (a) and (b) of
Independent Non-Executive Director the MMLR, which states that the Audit Committee must be composed of not fewer than three
(3) members and all the Audit Committee members must be Non-Executive Directors, with a
Ong Ai Lin
majority of them being Independent Directors.
Independent Non-Executive Director
The BAC continues to fulfil the practice stipulated in the MCCG, whereby the Chairman of
Dato’ Roslina binti Zainal
BAC, Noraini binti Che Dan, is not Chairman of TNB Board.
Independent Non-Executive Director
(Redesignated as Independent
The governance practices are further strengthened as the BAC fulfils the requirements of
Non-Executive Director w.e.f. 28 April 2020)
Paragraph 15.09 (1) (c) of MMLR. Two (2) members of the BAC, Noraini binti Che Dan and
Ong Ai Lin, are members of the Malaysian Institute of Accountants (MIA).
Datuk Rawisandran a/l Narayanan
Independent Non-Executive Director
During the Financial Year 2020, 14 BAC meetings were held. This satisfies Paragraph 8.1 of
(Appointed as Member w.e.f. 16 October 2020)
the BAC TOR which requires the Committee to meet at least six (6) times a year.
Dato’ Cheok Lay Leng
The Company Secretary who is the secretary to the BAC and the Chief Internal Auditor (CIA)
Independent Non-Executive Director
(Appointed as Member w.e.f. 28 April 2020 were in attendance during the meetings. The President/CEO and other officers were invited
and ceased as Member w.e.f. 1 October 2020) to the meetings to deliberate on matters within their purview.
After each meeting, the BAC Chairman submits a report on matters deliberated to the Board
of Directors for information and attention. Matters reserved for the Board’s approval are tabled
at the Board meetings. Action sheets are issued by the Company Secretary on the decisions
made and actions required. These are circulated to Management for their action.
For details of meeting attendance of BAC members, kindly refer to page 84.
Main Activities of BAC · Approved GIA’s FY2021 Annual Audit Plan and reviewed GIA’s
methodology in preparing a risk-based audit plan. In addition to
During Financial Year 2020, the BAC executed various actions to the risks registered in TNB Risk Information System, GIA identified
discharge its responsibilities as outlined in the TOR. A summary of the and analysed new and emerging risks that relate to the Company’s
principal activities performed by the BAC is as follows: strategies and business resilience.
Internal Audit Based on the comprehensive process adopted by GIA, 158 audits
were proposed to be conducted in FY2021 comprising 70 full audits,
i. Internal Audit Reports 78 follow-up audits and 10 surprise audits.
· Deliberated on the internal audit reports for TNB and its The plan was supported with detailed analysis of resource
subsidiaries issued by Group Internal Audit Department requirements including staffing, competencies as well as budgetary
(GIA) on the adequacy and effectiveness of governance, requirements.
risk management, and internal controls, as well as the audit
recommendations and management responses towards the iii. Internal Audit Governance
issues highlighted in the presence of Management. Amongst
the reports presented during the year were corporate · On a quarterly basis, BAC reviewed the overall performance of GIA
governance compliance, smart meter implementation and related to key audit activities and other achievements which include:
billing, management of meter replacement, capital expenditure - Percentage completion of the audit plan
and procurement of advanced metering infrastructure project, - Cycle time of audit completion
fraud and bribery risk (relevant to ISO 37001 certification), - Contribution to the Company in terms of cost saving/recoveries
implementation of Personal Data Protection Act, operation or business process improvements
and maintenance of Billing and Customer Relationship - Status of initiatives to inculcate high performance culture in the
Management (BCRM) system, cloud computing management, department
ICT management, project management, security management, - Status of budget utilisation
financial management, product quality, and procurement and - Summary of trainings attended by auditors
contract management. - Status of auditors’ professional developments/certifications
· Discussed the status of corrective actions (CA) on internal audit
issues as well as actions taken by Management on matters · BAC reviewed and endorsed the KPIs for GIA for FY2021 and
arising from previous meetings. results for FY2019 which were segmented into four (4) Balanced
· Reviewed TNB’s State of Internal Controls (SOIC) on a quarterly Scorecard perspectives, i.e. financial, customer, internal process,
basis. The SOIC presented reflects the audit reports issued by and learning & growth.
GIA and coverage includes the following: · BAC took note of GIA’s Quality Assurance and Improvement
- Audit completion status against the approved audits Programme (QAIP) for FY2020 which was established based on
- Risks reviewed during audits the results of internal assessment performed on GIA’s activities and
- Results of internal control assessment covering areas with processes. The assessment was conducted to fulfil the requirement
critical findings stipulated in the Standards of International Professional Practices
- Status of CA including aging to indicate time taken to Framework (IPPF). Based on the assessment, areas for enhancement
complete the actions have been identified for continuous improvement of the internal audit
activity.
ii. Annual Audit Plan · BAC took note of GIA’s Charter which was reviewed as part of the
annual exercise. There were no changes made to the Internal Audit
· Approved GIA’s revised Financial Year 2020 Annual Audit Plan to Charter as the existing Charter is deemed adequate and consistent
ensure pertinence in view of changes in business environment/ with IPPF requirements.
operations due to COVID-19 pandemic and company restructuring
as well as to meet requests from BAC and management.
p.105
INTEGRATED ANNUAL REPORT 2020
· Reviewed the overall performance of the external auditor for the period · BAC reviewed and endorsed the (i) BAC Report, (ii) Statement
from 1 January 2019 to 31 December 2019. on Internal Audit Function, (iii) Statement of Risk Management
For this purpose, a survey was coordinated by GIA and assessments and Internal Control, (iv) TNB Sustainability Statement, and
on the effectiveness of the external auditor were performed by Members (v) Corporate Governance Overview Statement and Corporate
of BAC and Management. The external auditor’s (i) quality of service; Governance Report for Board’s approval.
(ii) sufficiency of resources; (iii) communication and interaction; and
(iv) independence, objectivity and professional scepticism were assessed. Others
· Reviewed audit fees for quarterly review of the unaudited consolidated
results and annual statutory audit of TNB and its subsidiaries for Board’s · Reviewed the proposal for granting and vesting of performance
approval. shares as well as restricted shares under the Long Term Incentive
· BAC assessed the independence and objectivity of the external Plan (LTIP) for Board’s approval.
auditor by reviewing the fees and list of non-audit services provided · BAC took note of the Integrated Assurance Report for GIA and
by the external auditor to TNB and the Group. The non-audit services other assurance functions in TNB for FY2019. The report includes
carried out by the external auditor were within the threshold set in information pertaining to areas of coverage for audits as well as
TNB Implementation Guideline on Provision of Services by External risks and controls covered by all assurance providers within the
Auditors. Company.
· BAC exercised its rights, as stipulated in the TOR, to hold meetings with · Discussion on other key operational matters, as follows:
the external auditor without the presence of Management to enable - Credit management matters and strategies, specifically on
open discussion with the BAC. Collection Strategy for Revenue Protection.
- Results of ad-hoc reviews performed on TNB’s overseas
During the year, two (2) meetings were held with the external auditor investments to identify improvement opportunities in governance
without Management’s presence i.e. on 28 February 2020 and and controls.
27 August 2020. - Results of strategic review performed on subsidiaries under
Subsidiary Management Division intended to improve
Financial Results performance of the subsidiaries.
- Centralisation and enhancement of TNB’s contract documents/
· Reviewed the quarterly unaudited financial results of the Group and the agreements storage.
draft announcements before recommending them for Board’s approval - Summons/compounds imposed on TNB by regulatory
upon taking into account key developments during the year, significant authorities.
accounting and review matters, and other matters. - Status of action plan on ownership of substation land.
· In March 2020, BAC endorsed and recommended the audited financial
statement of the Company and Group for Financial Year ended
31 December 2019 for Board’s approval.
BOARD RISK COMMITTEE The BRC was established on 5 June 2013 by the Board of Directors (Board) to assist the Board
to carry out its responsibilities. The Board, through the BRC, is responsible for overseeing the
Chairman effectiveness and adequacy of the Group’s risk management framework and to ensure that it
forms part of the Group’s corporate culture.
Ong Ai Lin How The Committee Operates
Independent Non-Executive Director
(Appointed as Chairman w.e.f. 1 July 2020) BRC meetings are pre-determined for the following financial year and are thereafter communicated
to the members with specific meeting agenda prior to each meeting.
Members In the Financial Year 2020, there were seven (7) BRC sittings. Several meetings were held in
a hybrid manner, i.e., face-to-face and virtually, in view of the COVID-19 pandemic. Prior to
Noraini binti Che Dan the meeting, BRC members were provided with papers approved for tabling and updates of
outstanding matters from previous meetings for the members’ perusal.
Senior Independent Non-Executive Director
The Chief Risk Officer and Company Secretary, who is also secretary to the BRC, attended the
Juniwati Rahmat Hussin meetings. Other attendees, internal or external, were invited to deliberate on matters within their
Independent Non-Executive Director purview.
Action sheets were issued by the Company Secretary on decisions made and action required.
Gopala Krishnan K.Sundaram These were circulated to Management for their further action. The BRC Chairman Reports were
Independent Non-Executive Director tabled at the Board meetings for notification and/or further deliberation on matters within the
purview of the Board.
Datuk Rawisandran a/l Narayanan
Main Activities of The BRC
Independent Non-Executive Director
(Appointed as Member w.e.f. 16 October 2020) Principal activities performed by the BRC during the Financial Year 2020 are summarised below:
• Reviewed the Statement of Risk Management and Internal Control, which summarised the
Gee Siew Yoong risk management practices and internal controls implemented by Management. Assurances
Independent Non-Executive Director from the President/CEO and Chief Financial Officer were given to the Board that the Group’s
(Ceased as Member w.e.f. 30 June 2020) risk management and internal control system is operating adequately and effectively, in all
material aspects.
• Deliberated the Group’s key operational risks and key controls taken to manage the risks.
Additional mitigations to strengthen the management of existing and emerging risks were
recommended for further action.
• Reviewed and deliberated Key Risk Indicators (KRIs) that were reported quarterly through
the TNB Risk Dashboard. Relevant business entities reported the status of action taken to
mitigate potential adverse impacts.
• Reviewed reports on risk incidents and deliberated the adequacy and effectiveness of
preventive and corrective action.
Risk Management
The BRC is assisted by the Chief Risk Officer and the Risk Management Department (RMD) in
discharging its duties and responsibilities.
Frameworks
The RMD is responsible for the effective implementation of the TNB Risk Management Framework
for informed decision-making. The objective of the framework is to set out a structured and
consistent approach to risk management across the Group. The framework is developed in
alignment with ISO 31000:2018 Risk Management – Guidelines and is subject to the independent
assurance and assessment of the Group Internal Audit. The TNB Risk Management Framework
consists of seven (7) elements with the purpose of risk management clearly depicted that is to
KEY ROLES & RESPONSIBILITIES create and protect value.
For detailed roles & responsibilities of the In addition, the RMD is the custodian of the TNB Business Continuity Management (BCM)
Committee, please refer to “Our Board Framework that is aligned with ISO 22301:2019 Security And Resilience – Business Continuity
Practices” on page 85.
For the details of meeting attendance of BRC members, kindly refer to page 85.
p.107
INTEGRATED ANNUAL REPORT 2020
Management Systems. The framework provides a structured approach appointed to provide independent assessment of the effectiveness of
in managing business continuity in the Group that enables prompt, BCM implementation in TNB and to benchmark against international
coordinated and effective response to a crisis and maintain continuity of standards and practices in the utility and energy industry.
essential activities as well as protecting human life, assets, reputation and
the environment. The framework is the focal point of reference for business Monitoring & Reporting
entities in formulating and implementing BCM strategies and practices
tailored to respective objectives and critical functions. Risks that are identified or reviewed by business entities are registered
and approved by relevant risk owners in the online and real-time TNB
Implementation of the frameworks Risk Information System (TRIS). The RMD maintains the TRIS, which
functions as a platform for monitoring and reporting. The risk registers
The RMD provides advisory and facilitation to the Group in the in TRIS are accessible for viewing by all employees and additional
implementation of the TNB Risk Management and BCM frameworks. The access rights are assigned to relevant parties. These parties, such as
RMD is also committed to fulfilling specific services contracted through risk owners and risk managers, are responsible for ensuring the quality
Service Level Agreements (SLAs) with business entities in the Group. and relevance of the risk information in TRIS.
In the Financial Year 2020, the RMD continued to provide risk and business In the Financial Year 2020, business entities across the Group submitted
continuity management advisory and facilitation services utilising secured two (2) half-yearly risk reports to the RMD, reporting their risk profiles,
online platforms throughout the period of the COVID-19 pandemic key mitigations, KRIs, lessons learned from risk events and emerging
and Movement Control Orders instituted by the Government. In spite of risks unique to their business. The RMD thereafter collates and
challenges in adapting to the ‘new normal’, the RMD successfully conducted reports the TNB Half-Year Risk Reports to Management as a holistic
meetings and workshops with cooperation from the business entities in the perspective of the Group’s strategic, operational and emerging risks.
assessment of risks and development of business continuity strategies and
plans. KRI that provide early warning signals of increasing risk exposures
and potential risk events are identified, monitored and reported by the
Governance business entities. KRIs are developed in alignment with the risk appetite
of the BRC and Management and are monitored and reported to the
In accordance with the TNB Risk Management Structure, risk matters are BRC, GRMWC and SRMWC. KRIs are reviewed annually to ensure
deliberated by the Group Risk Management Working Committee (GRMWC) relevance to current business objectives, taking into account changes
and Subsidiaries Risk Management Working Committee (SRMWC). in the internal and external context.
These committees function to ensure that a risk environment is firmly
established in each business entity and sufficient resources are committed Training
to the effective implementation and integration of risk management in all
processes. As secretariats of these committees, the RMD, together with Risk management trainings at fundamental and intermediate levels are
the Subsidiary Management Division, collates and reports the KRIs of the conducted by the RMD and administered by TNB Integrated Learning
business entities, lessons learned from risk events and emerging risks for Solution Sdn. Bhd. to increase the risk competency of employees
the committees’ deliberation. across the Group. In the Financial Year 2020, 152 executives completed
the risk management fundamentals training and seven (7) executives
In the Financial Year 2020, the RMD assessed the risk maturity of six (6) the intermediate level.
business entities with the objective of gauging the effectiveness of the
implementation of the TNB Risk Management Framework and providing As training classes and conferences were suspended during the
value-added recommendations for risk management improvements. In Movement Control Orders in the Financial Year 2020, the RMD held
adapting to movement restrictions and standard operating procedures to 30-minute webinars with topics ranging from the principles and
curtail the spread of COVID-19 infections, the RMD introduced a Desktop application of risk management and BCM frameworks, and lessons
Risk Assessment methodology to continue to provide assurance to learned from past risk events and crisis. 16 webinars were successfully
Management and Board of the robustness of the implementation of the conducted and attended by approximately 880 participants.
TNB Risk Management Framework. Desktop Risk Assessments for nine (9)
business entities were completed by the RMD in the Financial Year 2020. Conclusion
The effectiveness of the TNB BCM Framework is tested through drills and The BRC continues to diligently exercise its risk oversight
in the Financial Year 2020, two (2) communication drills and one (1) full- responsibilities by ensuring that risk management is an integral part
scale drill were carried out at the corporate level with involvement from of strategic planning and decision making for the achievement of the
President/CEO and C-suites, supported by BCM practitioners in the Group’s strategic outcomes and long-term objectives.
business entities. The full-scale drill was conducted virtually, in view of
the COVID-19 pandemic situation. Drills to test preparedness of business This statement was made in accordance with the resolution of the
entities in crisis scenarios such as floods, pandemic, cyber security Board of Directors dated 26 February 2021.
intrusions and hydroelectric dam safety, are carried out according to plan
and improvements identified in post-mortem reports are implemented
to close gaps. In addition, in the Financial Year 2020, a third party was
p.108
TENAGA NASIONAL BERHAD
TNB’s internal audit function, which falls under the purview of the GIA, GIA continues to formulate the annual audit plan using a risk-based
has been established by the Board to provide independent, objective approach, taking into consideration TNB’s risk profile, strategic objectives,
assurance and consulting services designed to add value and improve regulatory requirements as well as inputs from BAC and Senior
TNB’s operations. Management.
GIA is currently headed by Rosli bin Mohd Rose, who is the Chief Internal Amongst the key areas reviewed during the Financial Year 2020 were
Auditor (CIA). He joined GIA as the Deputy CIA (Core Business) in corporate governance compliance, whistleblowing management,
2006 and was appointed as the CIA in 2014. He holds a Degree of operations and maintenance, accounting and financial management,
Electrical and Electronic Engineering from Brighton Polytechnic procurement and contract management, project management, smart
(currently known as University of Brighton), United Kingdom and a meter operations, management of meter reading, meter replacement and
Master of Engineering from Universiti Tenaga Nasional, Malaysia. Prior tampering, supply application, IT security and governance, major initiatives
to joining GIA, he had extensive experience in various aspects of TNB management, application of drone technology, product quality, genset
operations such as operations and maintenance, project management, management, asset management, inventory management, disconnection
asset management, human resources, and business development. management, workforce planning, and compliance management.
Additionally, he is an associate member of the Institute of Internal
Auditors Malaysia. The Financial Year 2020 Annual Audit Plan was also reviewed, considering
risks that emerged from the COVID-19 pandemic. Based on the audits
Practices and Framework carried out in Financial Year 2020, amongst the key risks covered are
accident leading to fatality/injuries and property damage, non-compliance
GIA endeavours to enhance and protect organisational value by with related regulatory requirements and Company policies, fraud & bribery
providing risk-based and objective assurance, advice and insight. risk, critical equipment failure causing major blackout, poor performance of
GIA helps TNB to accomplish its objective by bringing a systematic, appointed contractors, loss of business data, slow movement of inventory,
disciplined approach to evaluate and improve the effectiveness of cyber security threat, and inability to deliver Company initiatives and targets.
governance, risk management and control processes.
During the Financial Year 2020, GIA issued a total of 167 reports arising from
GIA is guided by the Internal Control Framework of Committee of 70 planned audits, one (1) ad-hoc audit, 11 surprise audits, one (1) external
Sponsoring Organisation of the Treadway Commission (COSO) and assessment on compliance function and 84 follow-up audits. Internal audit
Control Objectives for Information and Related Technology (COBIT) in reports with significant improvement opportunities were presented to the
assessing and reporting the adequacy and effectiveness of the design BAC for deliberation whilst others were reported in the quarterly reporting
and implementation of the organisation’s overall system of internal to BAC. Subsequently, GIA continuously monitored the implementation of
control, risk management and governance. corrective actions through an online platform, i.e. Audit Management System,
and reported on the status to BAC on a quarterly basis.
Additionally, to effectively manage its functions and perform the audit
engagements, GIA adopts the standards and principles outlined in the In providing value to the Company, the internal auditors’ KPIs include
IPPF issued by the Institute of Internal Auditors (IIA), which comprises value creation in terms of cost saving/recoveries or business process
Core Principles for the Professional Practice of Internal Auditing, improvements. BAC reviews the achievements of GIA on a quarterly basis.
International Standards for the Professional Practice of Internal Auditing,
Definition of Internal Auditing and Code of Ethics. In addition to the audit engagement performed, GIA was also actively
involved in strengthening the compliance functions in the Company
Scope and Coverage through sharing of best practices and knowledge on internal auditing, risk
management and internal controls.
GIA’s responsibilities and scope of internal audit activities are outlined in
the Internal Audit Charter which was approved by the BAC. The Internal
Audit Charter is reviewed annually to ensure relevance and alignment
with the requirements of IPPF.
p.109
INTEGRATED ANNUAL REPORT 2020
Resources
The internal audit activities in Financial Year 2020 were performed in-house by a group of 61 internal auditors with diverse disciplines, as summarised below:
The total cost incurred in managing the internal audit function for Financial Year 2020 was RM14.74 million, comprising mainly staff costs and audit
related spending, as follows:
GIA continuously encourages auditors to equip themselves with sufficient knowledge and skills to ensure a high level of proficiency and due professional
care are demonstrated in fulfilling auditors’ responsibilities.
As at 31 December 2020, there were 21 GIA staff with various professional certifications as shown below:
No. of
Certifications
Certification Obtained
Certified Internal Auditor (CIA) 12
Certified Information System Auditor (CISA) 3
Certification in Risk Management Assurance (CRMA) 4
Professional Engineer 2
CISCO Certified Network Associate (CCNA) 4
Certified Security Analyst (CSA) 1
RedHat Linux Certificate 1
Cybersecurity Certification 1
Certified COBIT 5 4
CPA/ACCA/CIMA/MICPA/MIA 7
Total 39
Note: CPA – Certified Public Accountant, ACCA – Association of Chartered Certified Accountant, CIMA – Chartered Institute of Management
Accountant, MICPA – Malaysian Institute of Certified Public Accountant, MIA – Malaysian Institute of Accountants.
p.110
TENAGA NASIONAL BERHAD
In addition to the above, 31% (19 auditors) are in the midst of pursuing • Held discussions with heads of divisions/departments to seek their
their professional certifications at various levels. views on areas of concern or risks that could impede the achievement
of their business objectives. The input received was incorporated as
GIA commits to ensure that the level of auditors’ skills, knowledge and
part of the Annual Audit Plan for Financial Year 2021.
competencies are maintained as stipulated in GIA’s Charter. These are
accomplished through the following: • Developed and maintained a Quality Assurance and Improvement
Programme (QAIP), which was established based on the results of
• Involvement of auditors in conferences and trainings in the area internal assessment performed on GIA’s activities and processes.
of auditing, strategic initiatives, leadership and communication, The assessment was conducted to fulfil the requirements stipulated
business acumen, data analytics, and personal development. in the Standards of IPPF.
• Conducted in-house briefing session or knowledge sharing on IIA’s • Initiated the first Integrated Assurance Report whereby the
Code of Ethics and IPPF to keep auditors updated on the required objective is to provide assurance on risks and controls reviewed by
practices and rules of conduct. internal audit and other assurance providers such as compliance
• Promote continuous learning through subscription to online training departments and health, safety and environment function. The
modules focusing on audit processes, accounting issues, fraud report was then presented to the BAC and is to be performed
and internal control practices at Gartner’s platform, world’s leading biannually.
research and advisory company. • Conducted knowledge sharing on data analysis to TNB staff
• Implemented rotation among auditors at different levels to provide covering introductory to data analytics, examples of analysis, and
exposure on new audit areas. use of data analytics tools for data visualisation.
• Assisted in transferring auditors to other divisions/departments
As of 31 December 2020, GIA incurred a total cost of RM256,307 on to support Management in strengthening internal controls by
training and conferences.
leveraging the knowledge of the auditors.
Summary of GIA’s Activities In FInancial Year 2020 • Participated in networking sessions with internal audit functions of
other Government Linked Companies such as Petronas, Malaysia
The following were the key activities undertaken by GIA in Financial Year 2020: Airlines Berhad, and Boustead Holdings Berhad.
• Upheld TNB’s value of mindfulness by contributing to needful
• Provided independent and objective assurance on the adequacy communities through GIA’s Corporate Social Responsibility (CSR)
of internal controls implemented to mitigate risk exposures. The programme.
reports on audits performed, which consist of observations and
issues, management responses, deadlines and person in charge
for implementation of corrective actions, have been issued to
respective auditees, Senior Management and BAC.
• Performed follow-up audits on corrective actions agreed by
Management to assess if the actions have been implemented
adequately and in a timely fashion. Starting from July 2020, GIA
has initiated a Corrective Action League Table that is presented to
Top Management on a quarterly basis.
• Presented TNB’s State of Internal Controls to BAC on a quarterly ROSLI BIN MOHD ROSE
basis and coverage includes the following: Chief Internal Auditor
- Audit completion status against the approved audits.
- Risks reviewed during audits.
- Results of internal control assessment covering areas with
critical findings.
- Status of corrective actions including aging to indicate time
taken to complete the actions.
• Coordinated and attended meetings with RMD to deliberate on
emerging risks and relevant mitigation plans. Coordination meetings NORAINI BINTI CHE DAN
were also conducted with the external auditor to discuss audit Chairman, Board Audit Committee
scope/issues to ensure adequate coverage or minimise duplication Senior Independent Non-Executive Director
of effort.
p.111
INTEGRATED ANNUAL REPORT 2020
Principle C: Integrity in Cor porate Repor ting and Meaningful Relationship with Stakeholders
In line with the Group’s commitment to the environment, in promoting sustainable practice as well as to achieve greater cost efficiencies, TNB
encourages its shareholders to go paperless and access the digital copy of TNB’s Integrated Annual Report 2020 for perusal by downloading it from
the Company’s website at www.tnb.com.my
We are also forwarding postcards with QR code, consisting of the Notice of 31st AGM, Administrative Details of the 31st AGM, Integrated Annual Report
2020 and Proxy Form to the shareholders, which are also available at the Company’s website at www.tnb.com.my
Financial Reporting
The Board aims to provide a clear, balanced and comprehensive assessment of the Group’s financial performance and prospects to shareholders,
investors and relevant regulatory authorities via the quarterly financial reports, audited financial statements, annual reports and other reports or
statements as well as through material disclosures made in accordance with the MMLR.
The BAC assists the Board in overseeing the integrity of the Group’s financial reporting, including the operation of the financial reporting processes.
The processes are aimed at providing assurance that the financial statements and related notes are completed in accordance with applicable legal
requirements and accounting standards and give a true and fair view of the Group’s financial position.
Financial Calendar
26 February Unaudited consolidated results for the 29 May Notification to Shareholders on Fully Virtual
2021 fourth (4th) quarter ended 31 December 2020 2020 30th Annual General Meeting and Amended
Notice of Fully Virtual 30th Annual General
Meeting & Proxy Form
Dividends
30 June Fully Virtual 30th Annual General Meeting
Interim Single-Tier Dividend of 22.0 sen per ordinary share 2020
for the Financial Year ended 31 December 2020
30 September
Entitlement Date
2020
14 October 9 April Notice of Fully Virtual 31st Annual General
Payment Date
2020 2021 Meeting and Issuance of Integrated Annual
Report and Audited Financial Statements for
Final and Special Single-Tier Dividends of 18.0 sen and
the Financial Year ended 31 December 2020
40.0 sen per ordinary share respectively for the Financial Year
ended 31 December 2020
10 May Fully Virtual 31st Annual General Meeting
31 March
Entitlement Date 2021
2021
16 April
Payment Date
2021
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INTEGRATED ANNUAL REPORT 2020
Principle C: Integrity in Cor porate Repor ting and Meaningful Relationship with Stakeholders
Investor Engagement Efforts Focused on Building Confidence and IR Calendar of Events for FY2020
Maintaining Transparent and Strong Relationship with the Investment
Community Event
The Board recognises the importance of maintaining a purposeful 7 January CIMB Malaysia
2020 Corporate Day
relationship through effective engagement with shareholders. In
this regard, we have a dedicated Investor Relations (IR) team and
multiple effective communication channels to disseminate timely,
14 January Alliance
relevant and material information to the investment community Corporate Day
2020
enabling existing and potential investors to understand TNB’s strategy,
financial performance and current initiatives taken by the Group.
TNB’s investor engagements focus on building confidence and 28 February Analyst Briefing
maintaining transparent and strong relationships with the investment 2020 4QFY2019 Quarterly
community. Our engagement and communication channels comprise: Results Announcement
Citi Research
• Quarterly and Full-Year Financial Results Announcements 16 April
Teleconference Virtual Pan-
• Engagement sessions with the investment community through 2020
Asia Corporate Forum 2020
One-on-One/Group Meetings and investor conferences
• Annual General Meetings Analyst Briefing
10 June
• IR section in TNB’s website 1QFY2020 Quarterly
2020
• Bursa filings & Press Releases Results Announcement
• Annual Integrated & Sustainability reports
• IR Corporate Days 25 June
• Site Visits to TNB’s power plants 2020 UBS Malaysia Virtual Day
Principle C: Integrity in Cor porate Repor ting and Meaningful Relationship with Stakeholders
Based on IR’s engagement sessions with the investment community, the key areas of interest includes:
In 2020, TNB’s Board of Directors approved a final single-tier dividend of 18.0 sen per share, raising the single-tier dividend total to 40.0 sen per share. This
translates to a dividend payout ratio of 58.5% from the Group’s Adjusted PATAMI, effectively hitting the higher tier of the company’s 30% to 60% dividend
policy consistently for the last four (4) financial years.
In addition, TNB’s Board of Directors also approved a special dividend of 40.0 sen per share, bringing the total dividend per share to 80.0 sen, amounting
to RM4.56 billion.
Analyst coverage
As one of the largest companies on Bursa Malaysia by market capitalisation, we have wide coverage from the investment community with a total of
22 sell-side research analysts covering the stock of which 46% are from foreign research houses.
We maintain strong links with our analysts to ensure that all information which flows to the market is accurate and consistent with the Company’s performance
and latest developments.
Principle C: Integrity in Cor porate Repor ting and Meaningful Relationship with Stakeholders
TNB SHARE PRICE, FBM KLCI INDEX AND VOLUME TRADED IN FY2020
13.0
14 Oct ’20 1,550.0
12.5 Announcement made
to Bursa Malaysia on 1,500.0
interim dividend date
12.0 Closing Share Price:
RM10.08 1,450.0
11.5
1,400.0
11.0
16 Apr ’20
1,350.0
10.5 Announcement made to
Bursa Malaysia on Final 28 Aug ’20
divided date for FY2019 AB 2QFY’20 1,300.0
10.0 Closing Share Price: Closing Share Price:
RM12.24 RM10.86
9.5 1,250.0
9.0 1,200.0
Jan 20
Feb 20
Mar 20
Apr 20
May 20
Jun 20
Jul 20
Aug 20
Sep 20
Oct 20
Nov 20
Dec 20
Note: AB = Analyst Briefing Results Announcement KLCI TNB Share Price
Volume
90.0
85.0
80.0
75.0
70.0
65.0
60.0
55.0
50.0
45.0
40.0
35.0
30.0
25.0
20.0
15.0
10.0
5.0
0.0
Jan 20
Feb 20
Mar 20
Apr 20
May 20
Jun 20
Jul 20
Aug 20
Sep 20
Oct 20
Nov 20
Dec 20
Volume
p.116
TENAGA NASIONAL BERHAD
Principle C: Integrity in Cor porate Repor ting and Meaningful Relationship with Stakeholders
Shareholder Information
As at 31 December 2020, Khazanah Nasional Berhad remained as our largest shareholder, with 25.7% of shareholding. Other Government related
agencies cumulatively holds 45.0% with Permodalan Nasional Berhad at 18.5%, Employees Provident Fund Board at 17.7%, Kumpulan Wang
Persaraan (Diperbadankan) at 7.3% while others at 1.5%. The balance 29.3% are held by other local corporations, Malaysian retail and foreign
shareholders.
Based on the geographical spread of our foreign shareholding, the largest shareholding base is North America at 41.3%, followed by our shareholders
from Asia (excluding Malaysia) and Europe, which accounted for 38.6% and 20.0% of the shares respectively.
Page 14 for more information.
The Board maintains a transparent and professional relationship with the External Auditors, with the BAC responsible for recommending the
appointment or removal of the External Auditors, the approval of their remuneration and the terms of their engagement to the Board.
The Board and the BAC are responsible for reviewing, assessing and monitoring the performance, suitability and independence of External Auditors.
The Board has set a policy on External Auditors which stipulates the guidelines and procedures for the Board and the BAC to assess and monitor the
performance and independence of the External Auditors.
The policy covers Selection and Appointment, Independence, Conflict of Interest, Non-Audit Services, Rotation of Audit Partner (applies to lead audit
engagement partner), Annual Reporting, Annual Assessment and Audit Fees.
The appointed Audit Partner by the External Auditors is subject to rotation at least every five (5) financial years.
The External Auditors can also be engaged to perform non-audit services provided such services do not impair either in fact or appearance, the
auditors’ objectivity, judgment or independence. The External Auditors are required to provide their written assurance of meeting the independence
requirements for each non-audit service undertaken by them for TNB Group.
The prohibition of non-audit services is based on three (3) basic principles, namely that the External Auditors cannot function in the role of Management;
cannot audit their own work; and cannot serve in an advocacy role of TNB Group.
The External Auditors shall observe and comply with the By-Laws of MIA in relation to the provision of non-audit services and, if necessary, apply
safeguards as stipulated in the By-Laws of MIA.
The BAC assists the Board in assessing whether the independence of External Auditors has been maintained, having regard to any non-audit
related services. The BAC considered the provision of non-audit fees by the External Auditors for the non-audit services provided to the Group
and the Company during the Financial Year and concluded that the provision of these fees does not compromise or impair the External Auditors’
independence or objectivity.
p.117
INTEGRATED ANNUAL REPORT 2020
Principle C: Integrity in Cor porate Repor ting and Meaningful Relationship with Stakeholders
The Auditors’ Remuneration including Non-Audit Fees for the Company and the Group for the Financial Year ended 31 December 2020 is as follows:
Group Company
RM ‘Million RM ‘Million
Statutory Audit 4.8 1.8
Audit Related Services 2.2 2.2
Total 7.0 4.0
Non-Audit Services:
- Tax Related Services 0.5 0.0
- Other Non-Audit Services 0.2 0.2
Total 0.7 0.2
The Non-Audit Fees did not exceed 50% of the Audit Fees for the Promoting Sustainability
Financial Year under review, in line with TNB’s External Auditors Policy.
The Board recognises that the Company’s stakeholders are
All services were procured competitively in accordance with TNB’s increasingly interested in understanding its approach and
Procurement & Supply Chain Policy and Procedures and External Auditors performance in embedding sustainability in the organisation.
Policy. Non-audit services can be offered by the External Auditors of the
Group if there are clear efficiencies and value added benefits to the Group. For this Financial Year, TNB has published a Sustainability
Statement which discloses TNB’s efforts and initiatives in
Based on the External Auditors Assessment Results for the Financial managing its material economic, environmental and social risks
Year 2020, overall, the Company was highly satisfied/satisfied by 91.7% and opportunities. The reporting is guided by the Global Reporting
with the services provided by PwC in term of quality, sufficiency of Initiative (GRI) standard. The Sustainability Statement is on pages
resources, communication and interaction and independence, objectivity 125 to 168 of the Integrated Annual Report.
and professional skepticism. All comments made shall be forwarded to
PwC by the Chief Financial Officer and Chief Internal Auditor to further RESPONSIBILITY STATEMENT IN RESPECT OF THE FINANCIAL
improve their services. YEAR UNDER REVIEW
With that, the Board/BAC are satisfied with the quality of service, The Board is fully accountable for ensuring the Audited Financial
sufficiency of resources, communication and interaction and Statements are prepared in accordance with the Companies Act
independence, objectivity and professional skepticism demonstrated by 2016 and the applicable approved accounting standards set out by
PwC in carrying out its duties as External Auditors. the Malaysian Accounting Standards Board so as to present a true
and fair view of the Group’s state of affairs and of the profit or loss
Being satisfied with the External Auditors’ performance, the Board and cash flow as at the end of the accounting period.
recommends their re-appointment for shareholders’ approval at the AGM.
In preparing the Audited Financial Statements, the Directors are
Insider Trading satisfied that the applicable approved accounting standards in
Malaysia have been complied with and reasonable and prudent
The Directors and Top Management of TNB are prohibited from trading judgements and estimates have been made. The Audited Financial
in securities or any kind of price-sensitive information and knowledge Statements are also prepared on a going concern basis as the Board
which have not been publicly announced, in accordance with the MMLR has a reasonable expectation, after having made enquiries, that the
and relevant provisions of the Capital Markets & Services Act 2007. Group has adequate resources to continue its operational existence
Notices on the closed period for trading in TNB’s securities are circulated for the foreseeable future.
on a quarterly basis in advance of each closed period, to Directors and
Top Management who are deemed to be privy to any price-sensitive
information and related actions.
p.118
TENAGA NASIONAL BERHAD
Paragraph 15.26(b) of the MMLR requires a listed issuer to ensure that for non-critical employees, enhancement of ICT facilities for continued
its board of directors makes a statement in its annual report about the productivity and internal communication providing advisory, updates
state of internal control of the listed issuer as a group. Accordingly, the and reminders to comply with safety measures. Special management
TNB Board of Directors is pleased to provide the following statement meetings chaired by the President/CEO were held to make strategic
that has been prepared, and jointly endorsed by the BRC and BAC, decisions and provide direction, as well as communication to the Board
for purposes of disclosure, in accordance with the Statement on Risk and relevant stakeholders.
Management and Internal Control: Guidelines for Directors of Listed
Issuers endorsed by Bursa Malaysia Securities Berhad. The Board and Management are committed towards ensuring the
availability and reliability of electricity supply to the nation whilst
This Statement outlines the nature and scope of the risk management safeguarding the safety and health of employees and their families
and internal control systems within TNB Group during the year under throughout the pandemic.
review. The scope of this disclosure excludes associated companies
and joint ventures. Board & Management Committees
The Board affirms its overall responsibility for the adequacy and The Board and Management continue to ensure the adequacy and
effectiveness of the Group’s risk management and internal control effectiveness of the Group’s risk management and internal control
systems. These systems are designed to manage rather than eliminate systems through various committees executing their responsibilities as
risks and therefore provides reasonable rather than absolute assurance stipulated in the terms of reference.
against material losses, misstatements or other significantly adverse
consequences. The following Board Committees were established to play oversight
roles in promoting governance, transparency and accountability:
COVID-19 Pandemic
• Board Audit Committee
The Group’s risk management and internal control systems were put to • Board Finance and Investment Committee
test to ensure continuity of operations and effective mitigation of risks • Board Tender Committee
in the management of the COVID-19 pandemic. The TNB Business • Board Nomination and Remuneration Committee
Continuity Management (BCM) Framework provided a structured • Board Risk Committee
approach to ensure business continuity by enabling coordinated and • Board Long Term Incentive Plan Committee
prompt responses for continuity of critical operations while protecting • Board Integrity Committee
human life, assets, brand and reputation.
Additionally, the following Management Committees are in place to
Preparatory measures have been taken since January 2020 in view implement and execute the Group’s risk management and internal
of the fast spreading human-to-human transmission of COVID-19 in control systems for the achievement of short-term and long-term
China and neighbouring countries. A taskforce, led by the Chief People business objectives:
Officer and Chief Risk Officer, was formed to enhance the Group’s
preparedness in anticipation of the virus spreading to Malaysia. The • Group Executive Management Committee
corporate BCM secretariat, in collaboration with the Group’s critical • Group People Committee
operations, had enhanced relevant business continuity plans with the • Group Management Tender Committee
following objectives: • Commodity Procurement Executive Committee
• Incentive Based Regulation Council
• Ensure availability and reliability of electricity supply to the nation. • Investment Executive Committee
• Safeguard the safety and health of all employees. • Information and Communication Technology Governance Council
• Effective communication of COVID-19 related matters. • Health, Safety and Environment Steering Committee
• Energy Supply Committee
In addition, a desktop drill was carried out on 31 January 2020 to test the • Sustainability Development Committee
plans and crisis management team’s response to COVID-19 scenarios.
Additional preparatory mitigations include split team arrangement for RISK MANAGEMENT
critical operations, preparations for work from home for non-critical
employees, strict access controls with temperature screening, supply of The Group adopts the principles and guidelines set out in ISO 31000:2018,
masks and sanitisers to employees serving customers and intensified ‘Risk Management – Guidelines’ in the design and implementation of
sanitisation of TNB premises. the TNB Risk Management Framework. The framework was approved
by the BRC in January 2019 for implementation across the Group.
Since March 2020, a crisis response team led by Chief People Officer
as the crisis commander, has been activated to manage the pandemic The objective of the TNB Risk Management Framework is to provide
and ensure continuity of business, especially during the Movement a structured and consistent approach to risk management across the
Control Order implemented nationwide. Decisions were made in relation Group for informed decision-making. The purpose of risk management
to providing care to employees and families affected by COVID-19, is to create and protect value and this is exemplified through each
such as provisions of essential items and groceries while under home element in the TNB Risk Management Framework.
quarantine, issuance of guidelines for split teams and working from home
p.119
INTEGRATED ANNUAL REPORT 2020
In the year under review, the BRC convened seven (7) sittings to
deliberate risk issues and key risk indicators as well as to review the
Leadership & Commitment effectiveness of appropriate systems to manage risks. Business entities
provided assurance to the BRC of their risk management and internal
controls, assisting the Board in its decision-making, especially in the
Business Strategy
Communication
management of potential risks that may prevent TNB from achieving its
Integration
Group/Subsidiaries
Chief In the same manner, six (6) strategic risks that may prevent the Group
Risk Management Working Risk Officer from achieving the Reimagining TNB strategies have been identified.
Committee These risks and key mitigations are described below:
Risk
Management 1. Customer expectations change over time due to changes in their
Divisions, Departments and Department
Subsidiaries values and lifestyles. In striving provide excellent services in relation
to electricity supply and new “beyond kWh” businesses, the inability
Risk Manager Risk Owner
to keep pace with changing customers’ expectations may lead
to lost opportunities and deterioration of customer satisfaction.
Customer analytics and market intelligence initiatives are in place
Assurance (Internal and External Audit)
p.120
TENAGA NASIONAL BERHAD
to mitigate the risk as well as the implementation of integrated key mitigating actions are implemented towards shaping a stable and
communication plans for targeted customers to shape intended sustainable regulatory landscape. Moreover, processes such as red
perception. In addition, the nationwide installation of smart meters flag monitoring, are established to provide early warning of potential
helps improve efficiency of our services and provide new customer risks related to our international investments.
experience through digitalisation.
Review, Monitor and Report
2. As a leading electricity utility for the past 70 years, the Group has
continuously developed employees with the necessary skills and Consequent to the Risk Assessment Process, risks identified are registered
competencies. There is a potential risk of competency mismatch and monitored through the TRIS, an online real-time tool and database
to accelerate planned growth in the Group’s regulated and for risk management that is accessible by all employees. Registered risks
non-regulated businesses. In order to equip employees with are reviewed by respective risk owners with half-year reporting to the
strategic and operational capabilities for the Group to be successful Risk Management Department. Consolidated half-year risk reports are
in a competitive global business environment, leadership deliberated by the Group Risk Management Working Committee.
development programmes are in place and leaders are identified
and placed in pivotal positions to drive Reimagining TNB initiatives. In the year under review, the RMD assessed the risk maturity of six (6)
business entities with the objective of assessing the effectiveness of the
3. In a volatile, uncertain, complex and ambiguous (VUCA) market implementation of the TNB Risk Management Framework. In addition,
environment, the inability to be agile in adapting to changes could due to travelling and movement constraints during the COVID-19
adversely impact the Group’s performance and have resonating pandemic, the RMD introduced a Desktop Risk Assessment to assess the
long-term effects. To stay abreast of changes and enhance market comprehensiveness of the application of the Risk Assessment Process
intelligence, centralised intelligence information databases are in by the business entities. In the year under review, nine (9) Desktop Risk
place and strategic partnerships with relevant sources have been Assessments were completed.
established.
Key Risk Indicators (KRIs) that provide early warning or signals of
4. In driving the Reimagining TNB strategies, there are opportunities increasing risk exposures and potential risk events have been developed
to capitalise and monetise relevant technology and innovations in by business entities. These KRIs are developed in alignment with the
areas such as repowering of power plants, smart grid and smart BRC’s and Management’s risk appetite and their status are reported to the
cities. Strategic affiliations with industry leaders, reputable utilities BRC on a quarterly basis. The KRIs are reviewed annually for relevancy
and engineering organisations to gain market intelligence on the and adequacy, taking into account business objectives and changes in the
latest technologies mitigate the risk of the Group’s inability to internal and external environments.
leverage available and new technology. Additional mitigations in
place are implementing appropriate acceptance processes for Communication
adoption of new technologies and establishing strategic partnership
with the right technology providers. Business entities regularly communicate up-to-date risk information
to internal and external stakeholders, and timely feedback is collated
5. It is vital that stakeholders at all levels, such as the Government, for opportunities for continual improvement. Adapting to the COVID-19
regulators, customers, investors and employees, are engaged and situation, the RMD engaged and communicated with approximately 880
committed to bring about the success of Reimagining TNB strategies. employees through 16 webinars over a period of six (6) months. The
Ineffective engagement and communication to stakeholders could purpose of the webinars was to inculcate a risk-thinking mind-set among
result in failing to win their hearts and minds leading to diminished employees by applying the TNB Risk Management and BCM frameworks
loyalty and lack of trust. In efforts to mitigate this strategic risk, through learning lessons from past risk events.
a comprehensive and integrated strategic communication and
engagement plan has been established and implemented, including INTERNAL CONTROL
assessment of the impact and effectiveness of the content of
messages communicated and the medium or channel utilised. Group Policies and Procedures
6. The Group’s businesses in the local and international fronts are Group-wide policies and procedures have been approved by the Board
governed by rules and regulations set by respective regulatory and Management to ensure ethics and internal control principles and
bodies. Constraints imposed by regulators may become significant mechanisms are embedded in business operations. These policies
hurdles in the pursuit of growth strategies and regulatory constraints and procedures are consistently reviewed to ensure relevance and
could negatively impact the Group’s performance. Working in effectiveness.
tandem with the local Government and regulators, initiatives and
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INTEGRATED ANNUAL REPORT 2020
Among others, the Group policies and procedures in place are: Planning and Performance Management (SPPM) cycle was approved
by the Board. This 5-part cycle integrates the current capital and budget
• TNB Code of Ethics allocation process and performance management cycle. It includes
• TNB Ethics & Integrity Policy the identification of strategy driven KPIs based on long-term business
• TNB Risk Management Policy plans and annual operating plans, and are cascaded to all levels of
• TNB Confidentiality Policy employees. The strategy driven KPI methodology is derived from the
• TNB Asset Management Policy Balanced Scorecard concept that focuses on performance measures
• TNB Limits of Authority from four (4) perspectives, which are financial, customer, internal
• TNB Procurement and Supply Chain Policy and Procedures process and learning and growth.
• TNB ICT Codes of Practice and Guidelines
• TNB Safety & Health Policy Human Resource Management and Development
• TNB Environmental Policy
• TNB Communication Policy Job descriptions and responsibilities of approved positions are clearly
• TNB Personal Data Protection Policy defined and communicated through the internal online platform, People
• TNB Disciplinary Procedures Matters. Workforce requirement planning is carried out and led by Group
• TNB Group Financial Policies and Procedures Human Resource, mirroring the budget planning cycle with the aim of
• TNB Group Human Resource circulars and guidelines optimising staffing levels and increasing productivity. Employee training
needs are regularly assessed and various programmes are in place to
Financial and Operational Control Framework address competency gaps.
TNB Group Financial Policies and Procedures (GFPP) serves as a In the year under review, Group Human Resource continued to roll
compulsory source of reference for the Group in conducting its operations out its Total Wellness Programme aimed at educating and influencing
to manage associated risks. The Group has acted in accordance with employees towards a healthy lifestyle and work life balance. The
generally accepted accounting principles and the Malaysian Financial “Vibrant Living – Healthier. Together” initiative was implemented across
Reporting Standards. Periodic reviews of actual performance versus the Group with six (6) main scopes being healthy eating, no smoking,
budgets, targets, and performance in prior periods for key functions and active lifestyle, basic health screening and mental well-being.
major initiatives are carried out and appropriate mitigating and follow-up
actions are taken. TNB Digital Strategy
The BAC reviews the Group’s quarterly financial performance together The TNB Digital Strategy was established to lay the necessary
with Management, and these are subsequently reported to the Board. The digital foundations and direction in supporting the Reimagining TNB
quarterly reviews enable the BAC to deliberate and assess the Group’s strategies. The digital strategy is implemented through five (5) streams:
financial results and operational performance. (i) identifying the digital vision and value levers for 10 key business
entities; (ii) developing a clear plan on attracting and developing the right
TNB continues to proactively engage with relevant stakeholders for smooth digital talent and for culture change; (iii) enhancing digital architecture
implementation of the IBR framework and Imbalanced Cost Pass-Through readiness to support business imperatives; (iv) establishing a digital
mechanism. The performance of the regulated business is meticulously operating model, factory and skills hub to host critical in-demand skills;
monitored through the IBR performance indicators and dashboards. These and (v) building a governance and value realisation framework.
are reported regularly to relevant decision-making councils and committees
to ensure effective implementation of the IBR framework as well as to the Management Information Systems
Energy Commission in compliance with the IBR guidelines.
Leveraging information and communication technology is vital in
The procedures for critical functions and key activities are documented, promoting effective and efficient business operations as well as timely
communicated to employees and periodically reviewed. Relevant divisions, and accurate communication with internal and external stakeholders.
departments and subsidiaries have been consistently maintaining their Key information systems utilised by the Group for that purpose are:
ISO 9001, ISO 14001, ISO 27001, ISO 37001, ISO 45001 and ISO 55001
certifications. Internal audits are conducted to ensure compliance with • Enterprise Resource Management System (ERMS)
relevant standards and procedures. • Enterprise Human Resources Management System (EHRMS)
• Corporate Geospatial Information System (CGIS)
Strategic Planning and Performance Management Cycle • Supervisory Control and Data Acquisition System (SCADA)
• TNB Outage Management Systems (TOMS)
A holistic strategic planning process is integral in providing focus and • Billing Customer Relation Management (BCRM)
alignment between aspiration, strategies, performance management and • Employee Self Service (ESS)
the desired strategic outcomes. In the year under review, a new Strategic
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TENAGA NASIONAL BERHAD
Super User Privilege Management and Governance, Risk and religious teachings. In addition, a mobile application called HSE Wallet
Compliance systems have been implemented to control and govern has been developed to facilitate the reporting of potential incidents,
access to core systems and servers. This is to ensure that access to notices, compounds or lawsuits by employees. With the convenience of
critical information systems and confidential information is adequately this application in employees’ mobile phones, it encourages employees
monitored and controlled. Annual disaster recovery tests are carried to proactively observe and report any safety risk or non-compliance as
out at the data centres and ICT security assessments are regularly each employee practices the core safety behaviours as a lifestyle.
carried out on systems at the business entities. In addition, various
enhancements are implemented to strengthen cyber security for Customer Experience
Information Technology and Operational Technology systems. In the
event of system failure, various mitigations are in place to minimise With attention to customer centricity, a variety of channels utilising the
disruption to operations. “Click, Call, Come Over” framework is made available to customers.
The framework covers a wide range of touch points that enable quality
Personal Data Protection solutions, services and continuous interaction options to enhance
customer experience. A systematic approach is in place for timely
TNB is committed to safeguarding customers’ privacy rights and resolution of feedback such as service requests, complaints, comments,
personal data. TNB was an active contributor in the development of enquiries and concerns. In addition, the myTNB web portal and free
The Personal Data Protection Code of Practice for The Utilities Sector mobile application are available to customers to manage their electricity
(Electricity), which serves as a guide for the processing and handling account(s) in one (1) location. The myTNB web portal includes an
of customers’ personal data. The code of practice is aligned with the express payment feature for customers to pay electricity bills without
Personal Data Protection Act 2010 (Section 23) (PDPA), which protects needing to log in. In the year under review, there had been a significant
personal information of an individual being processed for commercial increase in the number of registered users and transactions in myTNB
transaction purposes. Our Legal Services Department is committed due to the increased use of digital platforms during the pandemic.
to consistently educating and communicating the requirements of
the PDPA and the Code of Practice across the Group to heighten CONCLUSION
awareness and compliance as well as enhance controls.
The Board has obtained assurances from the President/CEO and Chief
TNB Corporate Integrity Management System Financial Officer that the Group’s risk management and internal control
system is operating adequately and effectively, in all material aspects.
TNB had embarked on an initiative to embed our core value, “Integrity”, Where weaknesses were identified, rectification steps have been put
more deeply across the Group through the implementation of the in place.
TNB Corporate Integrity Management System (TCIMS). The objective
of TCIMS is to improve TNB’s integrity culture, reduce the impact of The Board is of the view that the risk management and internal control
corruption or mismanagement and position TNB at par internationally system in place for the year under review and up to the date of approval
through a strategic and structured integrity management system. In of this statement for inclusion into the annual report, is adequate
addition, TNB is certified with ISO 37001:2016 Anti-Bribery Management and effective to safeguard shareholders’ investment, the interests of
Systems and has put in place a management system designed to help customers, regulators and employees, and the Group’s assets.
prevent, detect and respond to bribery and comply with anti-bribery
laws and voluntary commitments applicable to its activities. In the REVIEW OF THE STATEMENT BY EXTERNAL AUDITOR
year under review, an online Integrity Pledge and Conflict of Interest
declaration was completed by approximately 24,500 employees and As required by Paragraph 15.23 of the MMLR, the external auditors
23 integrity engagement and TCIMS awareness sessions were carried have reviewed this Statement on Risk Management and Internal
out, which were attended by approximately 1,000 employees. Control. Their limited assurance review was performed in accordance
with Audit and Assurance Practice Guide (AAPG) 3 issued by the
Tenaga Safety Culture Malaysian Institute of Accountants. AAPG 3 does not require the
external auditors to form an opinion on the adequacy and effectiveness
The Tenaga Safety Culture programme aims to inculcate safety as of the risk management and internal control systems of the Group.
part of the everyday working culture, transforming it from a mere
compliance activity. It is based on four (4) core behaviours, which This statement is made in accordance with the resolution of the Board
are Assess, Comply, Intervene and Actively Caring. Various initiatives of Directors dated 26 February 2021.
are implemented to instill these core behaviours in each employee,
including the Spiritual Hour initiative to align good safety practices with
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INTEGRATED ANNUAL REPORT 2020
Utilisation of Proceeds Raised from Corporate Proposals by the Company during the Financial Year under review:
A Multicurrency Sukuk Issuance Programme of USD2.5 billion (Or its Equivalent In Other Currencies) by TNB Global
Ventures Capital Berhad with TNB as the Obligor
First issuance on 10 October 2016 USD750.0 million
Total utilisation of proceeds as at 31 December 2020 USD693.7 million
Balance of proceeds as at 31 December 2020 USD56.3 million
Second issuance on 1 November 2018 USD750.0 million
Total utilisation of proceeds as at 31 December 2020 USD393.5 million
Balance of proceeds as at 31 December 2020 USD356.5 million
There were no material contracts entered into by the Company and its Subsidiaries involving the interest of the Directors or Major Shareholders,
either still subsisting at the end of the Financial Year or, if not then subsisting, entered into since the end of the previous Financial Year.
The Group has established appropriate procedures to ensure it complies with the MMLR with regards to related party transactions. All related
party transactions are reviewed by the Group Internal Audit Department, following which a Group-Wide Report is submitted to BAC on quarterly
basis for monitoring purposes. The Group did not seek any mandate of its shareholders pertaining to related party transactions during the
Financial Year under review.
STATEMENT ON COMPLIANCE WITH THE REQUIREMENTS OF BURSA MALAYSIA IN RELATION TO APPLICATION OF PRINCIPLES AND
ADOPTION OF BEST PRACTICES LAID DOWN IN THE MALAYSIAN CODE ON CORPORATE GOVERNANCE 2017
(Pursuant to paragraph 15.25 of the MMLR)
The Board has reviewed, deliberated and approved this Statement. The Board is pleased to report to its shareholders that to the best of its
knowledge, the Company has complied with and shall remain committed to attaining the highest possible standards of corporate governance
through the continuous adoption of the principles and best practices of the MCCG and all other applicable laws.
Signed on behalf of the Board of Directors in accordance with their resolution dated 26 February 2021.
126 153
Sustainability at TNB Our People and Their Value
- TNB’s Sustainability Strategy - Employment Management and
- Spirit of Responsibility Relations
- TNB’s Stakeholder Engagement - Prioritising Health, Safety and
- What Matters to Us Personal Well-Being
- Linking Performance to Global
Agenda 160
- How TNB is Addressing a Global Contributing to Upliftment of
Pandemic Communities
- Community Investments and
140 Promoting Education
Empowering the Nation
- Sustainable Infrastructure and
Ecosystems
- Customer Centricity
147
Environmental Stewardship
- Minimising Environmental
Impacts
- Climate Change
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INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Sustainability Statement
The need to prioritise sustainability has never been more critical for businesses in order to seize
opportunities amidst climate change risks, the COVID-19 pandemic, increased digitalisation and
a rapidly transforming business landscape. As a responsible organisation, we are committed to
embedding sustainability at the core of our decision-making processes and integrating it across our
value chain. We aspire to continue driving sustainable development for our stakeholders by delivering
reliable and affordable energy, embracing innovation and further empowering our people.
• Detailed the materiality assessment process conducted in FY2020 and the materiality
matrix that better reflects our environmental, social and governance & economic (ESG)
What Matters to Us and Linking Our focus
Performance to Global Agendas • Explained the interlinkages of material matters, risks, opportunities and corporate
strategy
• Demonstrated our performance against the UN SDGs, targets and commitments
Sustainability at TNB
TNB’s Sustainability Strategy
As the key electricity provider and distributor for the nation, we take our responsibility to ensure reliable supply and fair tariffs seriously, and we continue
to delicately balance socio-economic considerations with the need to conserve the environment. This is also in line with our aspiration to stay ahead of
industry disruptions which are centred around decarbonisation, decentralisation, digitalisation and deregulation.
Aligned and integrated with TNB's corporate strategy, Reimagining TNB (RT), our sustainability strategy centres on the most material ESG issues and
our contributions to the UN SDGs. Through our efforts in relation to the UN SDGs, we continue to play our role in joining both the private and public sec-
tors to take urgent action in tackling the challenges in sustainable development. TNB has identified four (4) UN SDGs that are most relevant to how we
create value for our business and stakeholders, which are Goal 7 (Affordable and Clean Energy), Goal 8 (Decent Work and Economic Growth), Goal 13
(Climate Action), and Goal 17 (Partnerships for the Goals).
For more information on how we have contributed to the global agenda, please refer to the Linking Our Performance to Global Agenda section on page 136.
Marks our commitment, driven by our Board, Outlines our strategies in relation to
to reinforce ethical business practices and renewable and low-carbon sources of
forward looking culture under the theme energy as stakeholders gravitate towards
“Spirit of Responsibility” decarbonisation to mitigate climate change
Defines our continued aspiration to provide Envisions the grid of the future as being
reliable and efficient energy in the local and highly automated and digitalised, supporting
international Energy Supply Industry (ESI) To be a leading distributed generations and greater energy
for a better and brighter future under the provider of sustainable efficiency among consumers
theme “Empowering the Nation” energy solutions
in Malaysia and
internationally
Environmental Winning the Customer
Social
Future Proof Regulations
Revolves around how we empower our
employees under the theme “Our People Demonstrates how we protect the interests
and their Value” and invest in community of all relevant stakeholders – along the
value chain to ensure sustainability of the
development under the theme “Contributing
system
to Upliftment of Communities” For more information on Reimagining TNB strategy,
please refer to pages 38-45 of the IAR.
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INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Sustainability at TNB
Spirit of Responsibility
It is our priority to ensure the highest standards We are committed to instilling and upholding a high standard of integrity across the Group. Going
beyond compliance to create a culture of excellence, integrity has been determined as a Core Value
of corporate governance and ethics, which is
under Reimagining Culture, defined by the three (3) behaviours:
also outlined in one of our material matters,
“Responsible and Ethical Business
Practices”. TNB’s Governance Model clearly
defines the way in which we operate, and the
Uphold the highest Always seek to achieve
conduct expected from our Board of Directors, Fair, honest and
ethical standards and mutual benefit for the
Board Committees, employees and external transparent - in
do what is right, all the country, company and
parties when representing the organisation. everything we do
time customers
Under this model, ESG considerations are
embedded within TNB’s overall strategies,
decision-making processes, and operations.
Our approach and key FY2020 highlights:
TNB’s Board oversees the group-wide integration
of sustainability and sets the tone from the top • Reimagining Culture was introduced this year in light of TNB’s redefined aspirations
regarding the critical role of sustainability in the and refreshed strategy. It serves to institutionalise a culture of excellence among our
creation and protection of value for stakeholders. people by detailing our six (6) Core Values and Behaviours
The SDC convened twice in FY2020 with the • All employees are required to sign the annual Integrity Pledge, declare any conflict of
following items discussed: interest, and complete the Integrity E-Learning Module. Similarly, we have developed
an E-Learning Module for our vendors
• Review of key stakeholders, material matters
and materiality matrix
• 23 Integrity Engagement Programme (IEP) sessions were conducted across the Group
• Sustainability targets, strategies and and participated by 1,007 employees
initiatives
• Strategic collaboration was formed with the Malaysian Anti-Corruption Commission
• Addressing the interests and concerns of (MACC) and consequently, the TNB-MACC Corruption Prevention Programme was
external and internal stakeholders launched last year to raise awareness of anti-corruption and shape a high-integrity
workforce. Several engagement sessions were conducted under this programme
• Climate change related risks and throughout the year, which included two (2) sessions with the senior management
team and Board of Directors on corporate liability. The sessions were attended by 276
opportunities
participants
For more information on TNB’s Corporate Governance,
please refer to the Creating Value Through Strong For more information please refer to pages 101-102 of this IAR.
Governance section, page 59-123 of this IAR.
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TENAGA NASIONAL BERHAD
Sustainability at TNB
We are dedicated to building strong relationships with key stakeholder groups. Through meaningful interactions with our stakeholders, we can leverage
their insights and address any pressing emerging interests or concerns, keeping us focused on key sustainability matters. Ultimately, this will translate into
the strategic management of sustainability in delivering long-term value for our stakeholders.
Customers Government
Our
Stakeholder Our customers comprise domestic,
commercial and industrial customers, The Malaysian Federal and State
including Small & Medium-sized Governments, parliamentarians,
Enterprises (SMEs) and large municipal councils and regulators
corporations
Areas of Interest • Accessible and reliable supply of electricity • Regulatory and operational compliance
or Concern • Affordable tariffs • Changes in the regulatory framework and electricity
• Energy efficiency supply industry
• Billing and payment platform • Disaster and cyber security management
• New technologies (e.g. smart meters, smart • Nation-building initiatives, including community and
solutions and solar solutions) capability development
• Customer Service • Security and reliability of electricity
• Green Energy/Renewable Energy (RE) • Affordable tariffs
• TNB’s relief packages during COVID-19 crisis • Environmental management
Our Response • Sustainable Infrastructure and Ecosystems, page • Creating Value Through Strong Governance, pages 59-123
140 • Manufactured Capital, page 48
• Social and Relationship Capital, page 56 • Social and Relationship Capital, page 56
• Customer Centricity, page 144 • How TNB is Addressing a Global Pandemic, page 137
• How TNB Is Addressing a Global Pandemic, page • Natural Capital, page 50
137 • How We Are Governed, page 127
• Sustainable Infrastructure and Ecosystems, page 140
• Minimising Environmental Impacts, page 147
• Community Investment and Promoting Education, page
160
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INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Sustainability at TNB
Investors Employees
• Achieving Our Strategic Ambitions, pages 38-45 • How TNB is Addressing a Global Pandemic, pages 59-123
• Financial Capital, page 46 • Human Capital, page 54
• Manufactured Capital, page 48 • Social and Relationship Capital, page 56
• How TNB is Addressing a Global Pandemic, page 137 • Employment Management and Relations, page 153
• Natural Capital, page 50 • Prioritising Health, Safety and Personal Well-Being, page 158
• Human Capital, page 54 • Community Investment and Promoting Education, page 160
• Social and Relationship Capital, page 56
• Sustainable Infrastructure and Ecosystems, page 140
• Customer Centricity, page 144
• Minimising Environmental Impacts, page 147
• Climate Change, page 150
• Employment Management and Relations, page 153
• Prioritising Health, Safety and Personal Well-Being, page 158
Legend:
Daily All the time Ongoing As needed Quarterly Annually Biannually
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TENAGA NASIONAL BERHAD
Sustainability at TNB
Engagement Joint meetings and engagement sessions Engagement sessions with key suppliers
Plaftorm
Negotiations and collective agreements Training and workshops
Collective agreements TNB Vendor Day
One-to-one engagements TNB Vendor Portal
Areas of Interest • Employee welfare and issues • Capability development and knowledge sharing
or Concern • Collective bargaining • Procurement processes
• Employee engagement on TNB’s strategies and • Industry support for business growth
direction • Potential health and safety impacts
Our Response • How TNB is Addressing A Global Pandemic, • Social and Relationship Capital, page 56
page 137 • Human Capital, page 54
• Human Capital, page 54 • How TNB is Addressing a Global Pandemic, page 137
• Employment Management and Relations, page • Sustainable Infrastructure and Ecosystems, page 140
153 • Prioritising Health, Safety and Personal Well-Being,
page 158
Enhance the understanding of major Align the vision with strategies based on
Pursue two-way communication with
issues when engaging with government, mutual trust with employees and trade
customers and communities
investors, vendors and NGOs unions
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INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Sustainability at TNB
Local communities we engage with, in or near areas Consumer associations, think thank groups,
where we operate, including those impacted by our environmental groups and chamber of commerce
operations
• Social and Relationship Capital, page 56 • Achieving Our Strategic Ambitions, pages 38-45
• Achieving Our Strategic Ambitions, pages 38-45 • Intellectual Capital, page 52
• How TNB is Addressing a Global Pandemic, page 137 • Natural Capital, page 50
• Natural Capital, page 50 • Social and Relationship Capital, page 56
• Minimising Environmental Impacts, page 147 • Human Capital, page 54
• Community Investment and Promoting Education, page 160 • Sustainable Infrastructure and Ecosystems, page 140
• Minimising Environmental Impacts, page 147
• How TNB is Addressing a Global Pandemic, page 137
Legend:
Daily All the time Ongoing As needed Quarterly Annually Biannually
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TENAGA NASIONAL BERHAD
Sustainability at TNB
What Matters to Us
TNB’s material matters reflect the key environmental, social and governance & economic (ESG) topics that significantly impact our business and
stakeholders. With an in-depth understanding of our material matters, we can better define our strategies and resource allocation plans, thereby
positioning TNB to implement meaningful actions and anticipate sustainability challenges.
We have previously conducted two (2) materiality assessments involving key internal stakeholder workshops since FY2016. We also undertake
annual reviews with senior management and the SDC to maintain relevance and alignment to TNB’s corporate strategies, industry developments,
emerging risks and opportunities, and stakeholder concerns. This year, we conducted our third materiality assessment through the following
process:
We reviewed our material matters against We circulated an internal survey to our The key stakeholder groups and material
Bursa’s Sustainability Reporting Guide core and non-core business divisions, matters were deliberated at the SDC
(2nd Edition) and the GRI Standards. We business units and subsidiaries for the meeting and discussed with key external
1 2 3
further analysed industry trends, leading purposes of shortlisting and prioritising stakeholders. These have been further
practices from peer benchmarking, media the Group’s key stakeholder groups and validated by the senior management
reviews and feedback from divisions that material matters. Eight (8) key stakeholder team and the Board of Directors.
closely engage external stakeholders. groups were identified, while the material
As a result, a refreshed inventory list matters were prioritised based on TNB’s
of potential sustainability matters was ESG impacts and the level of influence
defined. on the assessments and decisions of
stakeholders.
High
Business
and Financial
Performance
Customer Experience Reliable Energy and
Fair Tariffs
Interest or Concern to Stakeholders
Waste Management
Biodiversity Management
Tax
Low
SUSTAINABILITY STATEMENT
Sustainability at TNB
We have prioritised 18 material matters for FY2020 and mapped them to RT and our direct and indirect contributions to the UN SDGs. These matters
have also been mapped to our six (6) strategic risks that were identified as having the potential to prevent TNB from achieving our RT and objectives.
For more information on TNB’s risk management, please refer to the Statement on Risk Management and Internal Control on page 118 of this IAR.
Sustainability Pillar Material Matters Link to Strategic Risks Alignment to RT and UN SDGs
GOVERNANCE
Spirit of Responsibility Responsible and Ethical Business Practices • Regulatory constraints that can negatively
impact TNB business
• Reinforce ethical and safe Ensuring robust corporate governance in TNB • Ineffective engagement and communication
business culture to stakeholders
ECONOMIC
Empowering the Nation Business and Financial Performance • Inability to keep pace with changing
customers’ expectations
• Provide reliable and efficient Measures taken to achieve business and financial • Inability to leverage on available and new
energy for customers growth technology
• Supply electricity domestically • Regulatory constraints that can negatively
and internationally impact TNB business
Reliable Energy and Fair Tariffs • Inability to keep pace with changing
customers’ expectations
Ensuring the availability, affordability and • Inability to adapt to changing market
reliability of electricity in the short, medium and environment
long-term, including in the event of emergencies • Inability to leverage on available and new
and crises. technology
• Regulatory constraints that can negatively
impact TNB business
Customer Experience • Inability to keep pace with changing
customers’ expectations
Providing exceptional customer experience by • Inability to adapt to changing market
exceeding their expectations and empowering environment
them to become prosumers, while ensuring data • Inability to leverage on available and new
security technology
• Regulatory constraints that can negatively
impact TNB business
Cyber Security Management • Inability to leverage on available and new
technology
Safeguarding digital systems from cyber security
risks, threats and attacks
Legend:
Reimagining Winning the
Future Generation Sources Grid of the Future Customer Future Proof Regulations
TNB Pillar:
Reimagining Capital Allocation and Corporate and Digital and Data Culture, Capabilities and
TNB Enabler: Value Creation Organisation Structure Analytics Performance Management
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TENAGA NASIONAL BERHAD
Sustainability at TNB
Sustainability Pillar Material Matters Link to Strategic Risks Alignment to RT and UN SDGs
ENVIRONMENTAL
Environmental Stewardship Energy Transition and Innovation • Inability to adapt to changing market
environment
• Support transition to a low- Contributing to the national RE target and driving • Inability to leverage on available and new
carbon economy innovation to anticipate changing trends and technology
• Minimise environmental build business resilience • Regulatory constraints that can negatively
impact impact TNB business
• Inability to keep pace with changing
customers’ expectations
Climate Change and Energy Efficiency • Regulatory constraints that can negatively
impact TNB business
Efforts to address climate change impacts and • Inability to leverage on available and new
manage greenhouse gas (GHG) emissions technology
• Inability to keep pace with changing
customers’ expectations
Legend:
Reimagining Winning the
Future Generation Sources Grid of the Future Customer Future Proof Regulations
TNB Pillar:
Reimagining Capital Allocation and Corporate and Digital and Data Culture, Capabilities and
TNB Enabler: Value Creation Organisation Structure Analytics Performance Management
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INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Sustainability at TNB
Sustainability Pillar Material Matters Link to Strategic Risks Alignment to RT and UN SDGs
SOCIAL
Our People and Their Value Safety, Health and Well-being • Regulatory constraints that can negatively
impact TNB businesses
• Foster a favourable working Promoting a working culture that upholds high • Ineffective engagement and communication
environment that boosts standards of occupational health and safety, and to stakeholders
employee morale and protects employee welfare
development
• Protect the safety, health and Capability Development • Competency mismatch to drive strategy
well-being of our employees
Development of technical and leadership skills
for a future ready workforce
Contributing to Upliftment Community Development and Education • Ineffective engagement and communication
of Communities to stakeholders
Channeling investments to community and
• Enrich the lives of educational programmes to advance positive
communities by driving socio-economic impacts
socioeconomic upliftment
Legend:
Reimagining Winning the
Future Generation Sources Grid of the Future Future Proof Regulations
TNB Pillar: Customer
Reimagining Capital Allocation and Corporate and Digital and Data Culture, Capabilities and
TNB Enabler: Value Creation Organisation Structure Analytics Performance Management
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TENAGA NASIONAL BERHAD
Sustainability at TNB
UN SDG 8 Sustain strong revenue growth • Revenue for FY2020: RM43,976.0 • Reskilling employees to be well
Decent Work and 1 that subsequently leads to high million equipped for greater digitalisation
tax and zakat contributions • Tax and zakat for FY2020: RM619.0 and automation
Economic Growth
million • Enhancing digital connectivity to
• Smart meters installed: 891,294 promote inclusive development
We promote sustainable Install 9 million smart meters
business performance and create 2 across Peninsular Malaysia
employment opportunities. in phases under Advanced
Metering Infrastructure (AMI)
initiative by 2026, which
provides an avenue for digital
upskilling and job creation
UN SDG 13 Improve energy efficiency, • Total GHG emissions mitigated: • Contributing to the deployment
Climate Action 1 which aligns with the 5.98 million tCO2e of electric vehicle (EV) charging
Government’s National Energy • Total GHG emissions (Scope 1 and 2): infrastructure nationwide
Efficiency Action Plan 39.28 million tCO2e • Nurturing an ecosystem of energy
• Energy savings from TNB buildings: efficiency
We support Malaysia’s 6,389.57MWh • Expanding on R&D and
commitment to the Paris • GHG emissions intensity: innovation to roll out technologies
Agreement and seek to mitigate 0.57 tCO2e/MWh that contribute to climate change
our GHG emissions and mitigation and adaptation
• Setting targets for the reduction of
environmental impacts, as well GHG emissions (Scope 1 and 2)
as adapt to climate risks.
UN SDG 17 Establish a wide range of • Total contribution to community • Strengthening partnerships and
Partnerships for the
1 partnerships to promote development programmes: RM62.93 collaborations for community
accessible and clean energy million, including RM27.50 million development and environmental
Goals as well as the upliftment of channelled towards donating medical management
communities supplies in light of COVID-19
We continue to form • Partnership with Ministry of Rural
partnerships with key Development to provide electricity
stakeholders with the objectives infrastructure in rural areas
to meet future industry • Partnership with Malaysia Airports
Holdings Bhd (MAHB) to supply
demands and contribute electricity and cooling at the Kuala
positively to the environment Lumpur International Airport (KLIA)
and the community. • Partnerships with Government
agencies and private companies to
create a wider ecosystem for RE and
energy efficiency (EE) investments for
our customers
• Partnership with Malaysian Green
Technology and Climate Change
Centre (MGTC) to install electric
vehicle (EV) charging stations
nationwide
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INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Sustainability at TNB
TNB has the responsibility of powering the nation and ensuring that its critical
infrastructure remains running and functioning even amidst a global pandemic.
“Keeping the lights on” is always our top priority as we continue to innovate and find
effective methods to support our stakeholders in navigating economic recovery.
Our Response to COVID-19: Minister of Energy and Natural Resources, Datuk Seri Dr. Shamsul Anuar bin Nasarah
(third left) and Deputy Minister, Datuk Ali Anak Biju (second right) attended a briefing
Stimulating Our Providing Support session by Datuk Seri Amir Hamzah bin Azizan (left), alongside Datuk Ir. Baharin bin Din
Safeguarding Our
1 Business and the 2 to Customers and 3 Employees
(second left) at our Metro Regional Control Centre (MRCC) building.
Economy Communities
In this time of crisis, Government and industries need to work together to rapidly understand the implications, continue to support lives and livelihoods, and determine actions
to mitigate the immediate impacts while charting a course for rapid and sustainable recovery. With an uncertain global outlook, we face a health and economic crisis where
recovery may even take over two (2) years.
The immediate focus is undoubtedly to contain the pandemic, however, we also need to quickly move to restart the economy and mitigate financial distress. In relation to the
latter, TNB has identified areas of high growth potential where Malaysia can nurture a local industry ecosystem that is globally competitive and improves national productivity.
Therefore, we are focusing on the six (6) game changers to proactively support the government in their action plan for Malaysia’s economic recovery.
Catalysing the Economy We aim to invest RM27 billion in “Grid of the Future” Expected to deliver an estimated GDP impact of RM20 billion
technologies, including important core upgrades and as well as create over 300,000 jobs from 2021-2023.
through Grid of the Future expansions, for 2021-2023.
Building a Global Solar We aim to invest up to 1,400MW in LSS and 75MW in distributed Contributes to the country’s 31% renewable energy target in
Manufacturing Hub for solar generation in Malaysia, to drive the growth of the solar generation mix by 2025. The hub is expected to generate RM6
Malaysia manufacturing sector. billion in GDP and 47,000 jobs over the next two (2) years.
Sustainability at TNB
Electricity
Discount Under Total Benefits
Total Domestic Pakej Rangsangan Bantuan Prihatin
Block Total Maximum Bill (April, May, June
Customers Ekonomi Elektrik (BPE)
2020)
(PRIHATIN)
Free up to RM231 +
301-600kWh RM231.80 2,410,000 15% Free RM77/month
15% Discount
Free RM77/month Free up to RM231 +
601-900kWh RM395.60 916,000 2% + additional 8% discount 10% Discount
Free up to RM231 +
> 900kWh > RM396.15 79,000 2% Free RM77/month
2% Discount
Note:
1. The one-on-one financial assistance was provided on top of existing Economic Stimulus Package and has been reflected in the July 2020 bill
2. If customers had made payments for April, May and June, the excess amount paid in those three months has been credited in the July 2020 bill
3. For electricity consumption between 601-900kWh per month, an additional 8% discount has been given from April until September 2020
Our people have also showcased the community spirit, for example PELITAWANIS,
In light of the COVID-19 pandemic, TNB, through
TNB Women’s Association, raised over RM1 million for the Tabung Kilat COVID-19 PELITAWANIS aims to continue uplifting and brightening
PELITAWANIS to help the B40 community, orphanages, frontliners, nursing homes, the lives of communities in need.
and students stranded at higher education institutions.
p.139
INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Sustainability at TNB
The occupational health and safety of our employees has been of critical priority at TNB during this pandemic. In response, we had rapidly established
the COVID-19 Crisis Response Team (CRT) under Group Human Resources (GHR) Division as part of our Business Continuity Management (BCM). The
CRT also falls within the purview of the COVID-19 Executive Committee for sound governance.
• Assesses the situation upon alert from the Planning team and declares state of crisis
Crisis Commander
• Authorises the action plans during the crisis
(Chief People Officer)
• Declares when crisis is over
• Performs regular training and drills based • TNB Healthcare • Makes the relevant logistical arrangements
on updated HR BCM guidelines • Daily monitoring of the COVID-19 before, during and after the crisis (e.g.
• Assesses and verifies threat situation with situation funding, transportation)
TNB Healthcare • Disseminates information to employees • Gathers and disseminates relevant
• Alerts the Crisis Commander of potential • Liaises with the Ministry of Health information to the CRT
crisis and notifies all CRT members once (MOH) • Settles any outstanding payments during
the crisis is declared • Coordinates all medical-related the recovery period
• Monitors and records key activities and activities
decisions made • CRT Team
• Communicates with affected employees
and their families
• Disseminates information and conducts • Advises on proper HSE practices and Heads of Divisions/Departments:
external communications (e.g. media security controls • Continuously assess the crisis situation
statements, social media), when • Strategises action plans that serve in the with the Crisis Commander
necessary best interest of affected staff • Gathers and disseminates relevant
information to the Crisis Commander
Strategic Actions As our prime concerns are to safeguard our people and ensure business continuity,
01 • Protocols were implemented to monitor employees who tested positive for
COVID-19, while contact-tracing procedures were deployed
we have invested more than RM21.4 million in our COVID-19 Pandemic Management
as at 31 December 2020 covering key initiatives including:
• Most training programmes have been migrated online to a digital learning
delivery to minimise infection risk COVID-19 allowance for TNB frontliners in critical
• PPE has been made available to TNB employees, with priority given to our
frontliners which include personnel in Kedai Tenaga, meter readers, and services (April - June 2020)
security officers at our premises RM18,330,750
• Work-from-home initiative has been implemented, where applicable, to
safely and remotely continue operations Employee return-to-work kits
Communicating With Our People RM815,000
02 • Frequent communication with all employees on COVID-19 information and
safety measures Masks, face shields, hand sanitisers
• Access to counselling services for employees who face mental health
challenges and personal struggles during this period RM1,260,670
• Webinars focused on maintaining mental and physical well-being while
working from home Building disinfection and preparatory measures
With a total capacity of 30MW, the Large Scale Solar (LSS) plant located in Bukit Selambau, Kedah began operations 114 days ahead of schedule.
Developments in the energy industry landscape, along with the shift towards low-carbon generation and grid digitalisation require
TNB to be innovative, cost-effective and efficient to remain competitive.
65.84%
Coal
Gas
29.67%
Hydro
Solar
Others
p.141
INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
As the need for greater climate action becomes more pressing, TNB is progressively transitioning towards cleaner energy with the adoption of efficient
technologies, and expansion of our RE assets.
• Since 2017, we have made significant progress in the development of our LSS plants. This year, we operationalised our second LSS plant at Bukit
Selambau, Kedah, 114 days ahead of schedule and within budget. The plant has a generating capacity of 30MW, thus bringing our domestic capacity
from LSS to 80MW. To date, 248.9GWh of electricity has been delivered to the grid
• Besides our LSS plants, our other significant RE source includes large hydroelectric plants that make up a generating capacity of 2,536.1MW. In
addition to power generation, these plants are designed to be able to control water retention and release, which can help with flood mitigation
• We also channel efforts into securing smaller-scale RE generation assets, such as rooftop solar photovoltaic (PV) panels, mini hydro, biogas and
waste-to-energy plants through existing schemes like Feed-In Tariff (FiT) and Net Energy Metering (NEM). Our solar PV installations, facilitated by
GSPARX, have contributed about 81MW of generating capacity
For more information, please refer to the Manufactured Capital and Natural Capital sections on page 48 and page 50 of this IAR, respectively.
Our international presence comprises energy-related assets, both conventional and RE, in countries such as Turkey, Saudi Arabia, Pakistan, India and the
United Kingdom. We have charted strategic actions to grow our international presence, which is centred around these three ambitions:
In addition to power generation, our international business activities also contribute to water security. The water desalination plant operated by Shuaibah
Independent Water and Power Project in Saudi Arabia, desalinates and supplies water to key cities in the region such as Mekah and Jeddah. We are also
involved in water conveyance through Gama Enerji Anonim Sirketi in Turkey, where we are able to supply raw water to Amman, Jordan. We are proud to
have been playing an active role in providing access to potable water to communities in water stressed nations over the years.
For more information, please refer to the Manufactured Capital section on page 48 of this IAR.
10MW * Solar
3.2MW
22MW comprises LSS
2,536.1MW and solar PV 391MW
rooftop 143.6MW
161MW*
Large hydro
Solar
Local International
Mini hydro Solar
Biomass Hydro
Biogas Wind
131.3MW
p.142
TENAGA NASIONAL BERHAD
We are vigilant in safeguarding the supply of electricity, one of our prime responsibilities to the nation. We leverage our Business Continuity Management
(BCM), asset optimisation initiatives and innovative technologies to not only ensure the continuity of our services but also deliver operational excellence,
encourage business growth and improve energy and cost efficiency.
Business • TNB’s BCM Framework is the basis on which • We initiated COVID-19 preparatory measures as early as January
Continuity divisions, including power plants, customise 2020 when the virus started spreading rapidly in neighbouring
Management and implement their respective business countries. Business continuity plans across the Group were
practices are continuity and emergency response plans enhanced to ensure availability and reliability of electricity supply to
established to • The effectiveness of these plans are tested at the nation while protecting the safety and health of employees and
safeguard human each level of the organisation, from corporate customers
lives, assets and headquarters to zones and states. Drills
For more information on how we have responded to the COVID-19 pandemic,
the environment in a were conducted with various scenarios such please refer to pages 137-139.
crisis or disruption, as wide-area electricity disruptions, cyber
both natural and security intrustions, floods and the pandemic • We initiated the Stakeholders and Community Engagement for
technological • Our Cyber Security Operating Model, Disaster Risk Reduction of TNB’s Hydro Dams Programme (SEP)
ISO/IEC 27001:2013 certified Information in May 2020. The objectives of the SEP are to increase awareness
Security Management System, Payment among surrounding communities and encourage the participation
Card Industry Data Security Standard of local authorities and agencies in managing potential dam-related
certification for online payments, policies and disasters
security controls protect data accessibility
and integrity
For more information on TNB’s flood management
practices, please refer to the Climate Change
section on page 152.
Asset Optimisation • TNB’s Asset Management Plan is an • Preventive Maintenance and Condition-Based Maintenance
is necessary to effective management system that is ensures assets are in optimal condition
maintain and protect ISO 55001:2014 certified. The Plan charts • SAIDI 50 Initiatives focus on reducing frequency and duration of
assets a roadmap to achieve the greatest value outages
from physical assets • Generation Turnaround Programme unlocks asset potential and
• Our Asset Performance Management enhances the performance of TNB’s power plants
System focuses on the management of the • Intelligent Predictive and Diagnostic Monitoring System
asset’s entire lifecycle detects anomalies in operations of major assets thus enabling early
preventive actions
• Drones enhance land planning functions and Geospatial
Information System data, that are needed to manage, operate and
analyse TNB’s network assets
• Automatic Fault Analysis and Fault Location Identification
System enable faster decision-making by operations and
maintenance teams during restoration processes
Innovative • TNB’s initiatives are centred around “Grid • Distributed Generation (DG) infrastructure enhances network
technologies of the Future” technologies, including visibility, transparency and reliability for all DG connection
provide more digitalisation of our grid system for • Advanced Metering Infrastructure (AMI), including smart meters,
accessible products increased flexibility enables remote automated meter readings and detailed load profile
and services information for better load management and control of electricity
consumption
For more information on AMI, please refer to the Customer Centricity section on page 145.
SUSTAINABILITY STATEMENT
We monitor our performance in terms of energy reliability and operational excellence through EAF, EUOF, SAIDI and System Minutes, which can
be found in the Manufactured Capital section on page 49 of this IAR.
We support Malaysia’s business ecosystem by channeling over 95% of our procurement spend on local suppliers. This enables us to promote a
responsible supply chain that abides with our business principles and standards of ethics, encapsulated in our Procurement Code of Conduct and
Procurement and Supply Chain (P&SC) Policy and Procedures.
Given our large number of suppliers, we will be taking further steps to positively influence their ESG practices, with more focus on occupational
health and safety, and human rights. This is reflected in our P&SC 2.0 Transformation Programme launched this year, part of which addresses
nation-building through vendor development.
0.09
mandatory training programmes will be certified
with the Technical Qualification Cards (Kad
7.06
Customer Centricity
We seek to continually strengthen our customers’ trust by providing exceptional service through effective engagement and
offering innovative solutions that empower our customers while ensuring their data privacy.
• Customer Experience
• Climate Change and Energy Efficiency
In FY2020, our Customer Our Customer Feedback Mechanism alerts us on critical issues raised by customers, enabling us to
Satisfaction Index (CSI) take the necessary actions to resolve them efficiently. This year, we added a Service Request and
Complaint (SRC) category in our customer relationship management platform.
score was 86%, an increase
from 81% in the past four (4) In FY2020, we received customer complaints about an increase in electricity bills during the MCO
consecutive years and the period. Understanding the need to quickly clarify and ease their concerns, we held a press conference
and our customer service officers provided one-to-one explanations of the calculations and billing
highest in 20 years adjustments via the TNB CareLine and TNB Kedai Tenaga. As meter reading activities and issuance
of physical bills were suspended during MCO from March to May 2020 to protect the health of our
customers and employees, TNB implemented a prorated billing mechanism to ensure customers
were not overcharged. This mechanism gives lower and fairer billing charges compared to non-
prorated methods as it is based on projections calculated from previous months' usage. However,
we found that there was an increased usage of between 20% to 50% for domestic customers due to
implementation of work-from-home policies that resulted in higher than normal billing charges.
TNB Customer Interaction Channels Cognisant of our customers’ difficulties brought on by COVID-19, we took this opportunity to introduce
targeted assistance:
• Residential customers: Provided relief programmes since the beginning of the MCO in April 2020
Click: through Easy Payment Plan (EPP), embargo on disconnections and waiver of interest on late
• myTNB Mobile Application payments
• myTNB Portal • Commercial and industrial customers: Assistance was extended through Deferment of Project
• Social media (@TNBCareLine) Minimum Monthly Charge (PMMC), Waiver for Top-Up and/or Standby Charges for Co-generators,
Deferment of Connected Load Charge (CLC) and Waiver of Power Factor penalty for Smart Meter
• SMS 1 Phase customers
• Write-in (email)
• Web Chat For more information on how we are helping our customers during the COVID-19 pandemic, please refer to page 138.
SUSTAINABILITY STATEMENT
We took the initiative to introduce innovative solutions to the market and broadened our portfolio of products and services, transcending
‘beyond kWh services’ to provide more choices and experiences to customers.
We have a wide range of smart, energy-efficient solutions being progressively rolled out to our customers.
02 Electricity
Visible (MaEVI)
electricity consumption, automate their
appliances and improve their home
and MaEVI-B security through a mobile application
Even while facing some restrictions during the MCO period,
we managed to deploy 300,000 smart meters in Melaka as at
August 2020, marking the completion of Phase 1. During the
Conditional MCO period, we were permitted to carry out the
installation while making sure we followed the COVID-19 SOP
Guidelines.
We carried out initiatives to promote RE generation and supply among our customer base as a way of supporting the energy transition:
Dato' Nor Azman bin Mufti (seated left) and Datuk Ir. Megat Jalaluddin bin Megat Hassan (seated far right) at a signing ceremony with Mydin mall to install rooftop
solar PV at its branches. (Picture taken in September 2019)
Feed-in
• Equips RE asset owners in Peninsular Malaysia with Feed-in Approvals to supply electricity to the grid at a fixed price
Tariff (FiT)
• To date, 9,478 FiT projects have been commissioned with an installed capacity of 537.02MW
Programme
Net Energy • Allows customers in Peninsular Malaysia to export excess energy produced from their solar PV systems back to the grid
Metering (NEM) • To date, there are 3,288 NEM participants making up a total capacity of 265.27MW
Scheme
• TNB implements beyond-the-meter schemes for Supply Agreement for Renewable Energy (SARE) such as solar
leasing, Power Purchase Agreement (PPA) or a hybrid of both schemes
• In FY2020, 129 contracts were secured by commercial and industrial customers through SARE, while 297 residential
Self-generation customers acquired solar PV panels through direct purchases. This resulted in a total RE generating capacity of
from solar PV approximately 81MW
• In September 2019, GSPARX signed a contract with Mydin Mall Manjoi in Ipoh, to install rooftop solar PV with a
capacity of 340kWp. Since the completion of its installation in October 2020, RM13,600 in electricity bills have been
saved. The project is anticipated to save a total of RM3.24 million over a 25-year period. Following the success of this
partnership, the first of its kind for chain retailers in Malaysia, Mydin Holdings has awarded GSPARX contracts for five
(5) other branches in Peninsular Malaysia, which is expected to contribute to a total of 8.3MWp
• myGreen+ and mGATS were introduced in FY2019 to promote RE development among customers and allow customers
to purchase green energy without having to install RE infrastructure and equipment
myGreen+ and
• To date, there are 120 subscriptions to myGreen+, resulting in 190MWh of electricity consumption
mGATS
• mGATS provides a platform for customers to purchase Renewable Energy Certificates (REC) and this year, TNB
issued 483,400MWh of RECs
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INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Environmental Stewardship
Besides lighting up homes, we grow green ones too and endeavour to continue our conservation efforts towards improved environmental performance.
Given the nature and scale of our business activities, we place great importance on minimising our environmental footprint across
our value chain and assets.
For more information on our waste management, please refer to page 148.
Environmental Stewardship
• Plant optimisation and waste minimisation programmes are certified ISO 14001:2015 compliant and track water
Natural
consumption on a monthly basis at our power plants
Resource
• Water consumption that deviates higher than the norm is investigated and followed up with an action and mitigation
Management
plan
• TNB’s centralised waste management systems comply with regulatory requirements set out by the DOE
• We abide by our Health, Safety and Environment (HSE) Guidelines on Scheduled Waste Management and other
Waste
waste optimisation programmes that focus on domestic waste management at TNB’s premises
Management
• Scheduled waste management practices through internal audits and site inspections for scheduled waste are
necessary for continual improvement
• The International Union for Conservation of Nature (IUCN)’s Red List studies are conducted at Hulu Terengganu
Hydroelectric Station and Sungai Perak Hydroelectric Station (Temengor Dam and Pergau Dam)
Biodiversity
• Collaborations with environmental organisations at these sites ensures the right expertise are leveraged for biodiversity
Management
conservation
• In FY2020, a total of RM6 million was spent on these three (3) sites, respectively
Safeguarding
Nearby • We actively engage with nearby communities, which include Indigenous Peoples or Orang Asli communities, who
Communities, live near our operation sites. We roll out initiatives with the purpose of protecting their well-being and generating
including Orang socioeconomic benefits
Asli
Total Water Consumption Across Scheduled* Waste Generated and • We have witnessed a decrease in
All TNB’s Operations (Megalitres) Diverted from Disposal (Metric Tonnes) scheduled waste generated, out of
which there has been an increase
in scheduled waste diverted from
disposal in FY2020
8,047.9
7,065.3
SUSTAINABILITY STATEMENT
Environmental Stewardship
Hulu Terengganu
Hydroelectric Fish* 0 0 0 0 21 1 1 2.90 million
Station
Sungai Perak
Hydroelectric
Station
Fish* 0 0 0 0 10 1 1 1.80 million
(Temengor Dam)
* There is no quantitative data for terrestrial species in FY2020 as the relevant studies for the site have concluded
Critically Endangered (CE) Endangered (EN) Vulnerable (VU) Near Threatened (NT) Least Concern (LC)
• Forest seedlings from trees and grass were replanted for forest regeneration at sites that have undergone changes in
Hulu environmental conditions. Forest regeneration will enhance the habitat’s function as a wildlife corridor
Terengganu • Conservation efforts for fish species are carried out through various eco-tourism activities such as fish sanctuaries
Hydroelectric (e.g. Kelah Sanctuary), as part of TNBR’s Fish and Fisheries Management, and sport fishing through the catch-and-
Station release methods. These activities also increase tourism in the area, thus enhancing the livelihood of local communities
• Royal Belum State Park formed as part of Temengor catchment and managed by the Perak State Park Cooperation,
Sungai Perak this site also holds various eco-tourism activities
Hydroelectric • With Sungai Tiang being located in the Eco-Cultural Zone of Proposed Eco-Tourism Zone at Royal Belum State Park,
Station eco-tourism activities in the area are managed by Koperasi Orang Asli Kampung Sungai Tiang (KOAST) under a pilot
(Temengor project
Dam) • The Orang Asli community is also involved with nature and heritage conservation efforts at Tasik Temengor, an
important freshwater ecosystem
Sungai Perak • Taman Perlindungan Ekosistem Sultan Ismail Petra (TPESIP) was gazetted as a State Park in March 2020
Hydroelectric
• TNB has developed a Management Plan and Action Plan for TPESIP, and conducted a workshop this year with
Station (Pergau
various state agencies to review and finalise its contents
Dam)
p.150
TENAGA NASIONAL BERHAD
Environmental Stewardship
Climate Change
We embrace innovative solutions that facilitate our climate change mitigation and adaptation efforts, especially on the reduction
of greenhouse gas (GHG) emissions from our operations.
Addressing Climate Change
RELATED MATERIAL MATTER(s):
In line with UN SDG 13 on Climate Action, we have studied the adoption
• Climate Change and Energy Efficiency of the Financial Stability Board’s Task Force on Climate-related Financial
• Energy Transition and Innovation Disclosures (TCFD) framework to anticipate and manage the physical and
transition risks and opportunities to our business, including a consideration
of the financial implications of such risks. We will continue to progressively
disclose our efforts with reference to the four core elements recommended
Recommendations of the TCFD Framework by the TCFD framework: Governance, Strategy, Risk Management and
Metrics & Targets.
Governance
Strategy
Risk Management
Metrics &
Targets
Governance
Strategy
Risk Management
• Metrics and targets to assess and manage identified climate- With the ongoing global energy transition, the future energy source is green and
related risks and opportunities renewable as the world seeks to lower its carbon footprint in order to mitigate
climate change.
p.151
INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Environmental Stewardship
Governance • All matters pertaining to climate change fall under the purview of the SDC, with oversight by the Board
• Principles to guide climate action, particularly on GHG emissions, are covered under our Environmental Policy and
Environmental Management System
For more information, please refer to the Spirit of Responsibility: How We Are Governed section on page 127, and Minimising Environmental
Impacts section on page 147.
Strategy • TNB has identified our key climate-related physical risks, including higher occurrence of floods and storms, which informed
our strategies and action plans
• Our climate change mitigation strategies and approach are centred around expanding low-carbon generation assets, reducing
GHG emissions and managing our energy consumption
• Our low-carbon generation portfolio encompasses both RE assets and conventional assets that have adopted efficient
technology
• We manage our energy consumption through initiatives such as EE improvement programmes for our buildings and power
plants, retrofitting assets, and conducting EE training for employees
• In the immediate term, the 6 game changers comprise strategies to address climate-related risks, including modernising
the grid to be resilient against the impacts of climate change, decarbonising our energy mix through building a global solar
manufacturing hub, fostering a local ecosystem of energy efficiency manufacturers, technology and solution providers, and
rolling out EV infrastructure to support a shift towards electric automotives
• This year, TNB conducted an “Energy Transition” study to assess different scenarios of the energy landscape of Malaysia
by 2030. We then aligned our RT with the scenario that pushes for a green agenda and is driven by national policies and
incentives
For more information, please refer to pages 39 and 137 of this IAR.
Risk • TNB has recently developed a Climate Change Risk Assessment Tool and has preliminarily identified and categorised our
Management climate-related risks into market, policy and legal, technology and physical risks
• Climate-related risk has been identified as a strategic risk to TNB and is being addressed within our ERM Framework
• Our FY2020 materiality assessment, which is largely stakeholder-led, has similarly determined climate change as a priority
material matter
For more information, please refer to the What Matters to Us section on page 132.
• Our GHG Emissions Management System (GEMS), a web-based data input and procession software, is utilised for regular
Metrics &
GHG emissions data collection and analysis
Targets
Our Performance in FY2020
Scope 1 and 2 GHG Emissions* GHG Emissions Intensity* GHG Emissions Mitigated*
(million tCO2e) (tCO2e/MWh) (million tCO2e)
0.19
0.19
0.24
39.09
5.98
37.00
33.79
5.81
5.37
0.57
0.56
0.57
Scope 1 Scope 2
* The data for FY2018 & FY2019 are updated using Global Warming Potential (GWP) from the Intergovernmental Panel on Climate Change
(IPCC) 5th Assessment Report and respective year of Single Buyer emission factor data.
p.152
TENAGA NASIONAL BERHAD
Environmental Stewardship
Metrics and • Despite the increase in GHG emissions attributed to the addition of ultra super critical power plants during the year, our
Targets emissions mitigated increased as a result of enhanced efforts towards expanding low-carbon generation, RE and EE
solutions
• Our EE improvement programmes, along with our work-from-home arrangements, have contributed towards lower energy
consumption in FY2020 across the 12 TNB buildings
FY2018 24,603,872
FY2019 23,278,549
FY2020 22,318,600
• Moving forward, we are looking into setting targets for the reduction of Scope 1 and Scope 2 GHG emissions as well as
implementing a roadmap of climate change mitigation and adaptation actions
We have been taking steps to address both climate change mitigation and adaptation in TNB, including implementing flood mitigation initiatives and conducting
research and development (R&D) on innovative solutions from carbon capture to alternative sources of RE.
Carbon Capture and Utilisation Our flood management practices are implemented under BCM and Integrated Community
Based Disaster Management (ICBDM) programmes, which include:
Our research arm, TNB Research Sdn. Bhd. (TNBR) explores ways to leverage carbon
capture and utilisation (CCU) technologies involving the capture of CO2 emissions from its • Early Warning System, Community-based Training and Stakeholders Engagement
source. Methods of capturing CO2 from thermal power plants have been developed through Programmes: Developed to help evacuation of communities in case of emergencies
absorption and adsorption technologies, where the captured CO2 will then be utilised into related to hydro dams
valuable outputs. • Flood Drills: Conducted annually at all relevant locations in Peninsular Malaysia. Due to
COVID-19, selected flood drills were conducted online this year
We are also exploring the feasibility of photosynthesis from crop plantation as a means to • Flood Mitigation: Built and upgraded infrastructure to better withstand floods, such as
absorb CO2. This is supplemented by a life cycle assessment of CO2 emissions from crop enabling hydro dam water retention and release functions, raising existing substations,
planting, which is a result of change in land use, and activities such as planting, fertilising, erecting raised platforms, building flood barriers, and tailoring normal operating
harvesting and transportation. Subject to these outcomes, TNB may, in the future consider procedures to suit high-risk systems
planting crops with high growth rates and CO2 fixation abilities in areas near CO2 emissions • Flood Analysis and Risk Assessments (FARA): Utilised by our Distribution Network
sources such as coal-fired and gas-fired power plants. Division since 2018 for monitoring of water levels to give advanced warning on floods
occurrences
• Logistical Preparations: Arranged logistical resources ranging from mobile generators,
industrial and marine vehicles emergency lighting and satellite communications
R&D on RE Generation
• Biogas source from non-POME (Palm Oil Mill Effluent) organic: TNBR is collaborating
with other divisions, subsidiaries, and external parties to study the feasibility of biogas
We have implemented our flood management practices to better plants from non-POME organics, i.e. food waste and animal waste. Food waste has
withstand floods by erecting raised platforms at our infrastructures. the potential to become feedstock for biogas plants due to its high organic content.
Promoting a circular economy, co-digestion of food waste and animal waste is
considered one of the promising waste to energy (WtE) solutions to be taken up in
Building Resilience Towards Natural Disasters Malaysia.
Being conscious of the physical risks to our business arising from climate change, particularly • Alternatives for biomass sources: TNBR is still in its early stages of exploring suitable
floods and storms, we have enhanced existing assets to minimise service disruptions and crop alternatives that would ensure a stable source of biomass energy generation.
improve early detection of natural disasters. We also carried out emergency response plan TNBR has also developed a technology that improves the fuel properties of empty
drills to better prepare and this will help in the immediate activation of safety measures for fruit bunches (EFB). While EFB is currently the most talked about biomass resource in
our people and the community. Malaysia, economical and logistical concerns need to be addressed in order to ensure
a stable and continuous supply chain.
p.153
INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Gearing towards stronger growth together, Reimagining Culture redefines our core values, grounding our people with these cornerstones to thrive in our
rapidly evolving business landscape and dynamic transformation. (Picture taken in February 2020)
Our people are essential to TNB’s success. We strive to establish a diverse and inclusive working environment that creates strong
leaders, promotes high performance and develops skilled and adaptable talent.
Conducive Workplace
RELATED MATERIAL MATTER(s):
Our Human Resources (HR) strategy comprises HR Leap 6 and
• Employment Culture
• Capability Building HR Guiding Principles to ensure a robust talent pipeline and
promote a culture of high performance. In FY2020, we further
launched Reimagining Culture to redefine our core values
HR Leap 6 Implements the HR Guiding Principles to drive our business transformation. We catalysed culture
shifts, imperative for our people to thrive in our rapidly evolving
business landscape. A series of workshops and roadshows were
HR Guiding HR Leap 6: HR policies conducted for employees as part of our change management
Principles and process categorised
into 6 pillars initiatives and to obtain their views on TNB’s identity and culture.
Business
PLAN
Driven Our six (6) core values that form the cornerstone of Reimagining
Focused on Culture are:
People Agile
with Care RECRUIT
Workforce
Learning
DEVELOP
Organisation
Clarity of
Actions with Total
Knowledge RETAIN
Motivation
Integrity Collaborative Professionalism
Adaptive
GROW
Mindset
Simplicity of
Processes
with Trust EXIT Legacy
Awards Won
01
Talent attraction, recruitment and retention strategies are necessary to build a strong pipeline.
• Physical and virtual recruitment initiatives were organised to attract talented individuals who share our values
02
Employee benefits are important in ensuring a sense of security in their well-being.
• We offer competitive remuneration and benefits that support work-life balance, including for employees with
families, as well as mental and physical healthcare
03
Listening to our people means having open conversations and encouraging an exchange of ideas.
SUSTAINABILITY STATEMENT
Career development and training contribute to the smooth delivery of TNB’s strategic objectives.
• Our Group-wide Learning & Development Policy, rolled out in FY2020, details strategies towards effective career development for our
employees
• ILSAS will seek out prospective trainees, identify suitable jobs and then equip them with the necessary
skills to perform new types of roles that are increasingly in demand. This programme intends to deliver a
TNB Reskilling Malaysia Programme seamless end-to-end journey for prospective trainees. The courses include:
- Installation, operation and maintenance of grid connected PV system
Conducted by ILSAS and partially funded by TNB, - Installation of smart meters
this is part of our six (6) game changers to assist - Operation and maintenance of power systems
Malaysians, especially unemployed individuals - Maintenance of low voltage electrical facilities
and retrenched workers, gain employment by - Maintenance of medium voltage electrical facilities
participating in training courses required for selected - Other industrial based reskilling courses
industries. All courses under this Programme are • These courses for solar installers, smart meter installers and electricians, were selected based on three
applicable and open to non-TNB employees. criteria:
- Significant job demand within Malaysia’s power sector
- Ability to train workers in a relatively short time frame (for example, two weeks)
- Minimal entry requirements (trainees need only an SPM qualification)
We aim to provide equal opportunities and ensure that all Warga TNB, regardless of their age, gender, religious affiliation and disability are treated fairly
and feel valued at work.
• In FY2020, diversity and inclusivity were highlighted in the recently • As shown on the next page, there is a decrease in employee
revised TNB Core Values, which was deliberated under the turnover from 1,594 in FY2018 to 1,305 in FY2020. This downward
Collaborative value - We embrace diversity and inclusivity, and we trend is attributed to higher morale and employee engagement
value outside in perspectives
• We continue to provide employment opportunities for Persons
• We do not tolerate any form of harassment at the workplace, with Disabilities (PWD). Our inclusive and accessible workplace
whether verbal, physical, sexual or visual, including discriminatory has fostered year-on-year growth in the number of employees with
comments as outlined in our Code of Ethics disabilities at TNB, with an increase of 14% in FY2020
• This year, there has been about a 14% increase of women in senior
management roles for TNB Group, from 83 people in FY2019 to 95
people in FY2020
14.3%
13.6%
79.0% 21.0%
79.0% 21.0%
21.1%
36.6%
41.3%
78.9%
49.1%
45.1%
Men Women > 50 years old 35-50 years old < 35 years old
p.157
INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
Women in Senior Management PWD Employed by Gender (No.) Employees Turnover by Gender (No.) Employees Turnover by Age Group
Roles (%) (No.)
245
1,077
21.7%
876
231
873
251
7
1,406
1,231
7
19.7%
70
59
1,054
6
49
18.4%
113 111
100
461
457
322
2018 2019 2020 2018 2019 2020 2018 2019 2020 2018 2019 2020
We constantly empower our staff by providing various trainings, educating them with the right skills and competencies to ensure the workforce is well-equipped with
the skills necessary for the electricity supply industry.
p.158
TENAGA NASIONAL BERHAD
As a responsible employer, we prioritise the occupational health and safety, and welfare of our employees and workers, recognising their
inherent human rights, beyond being vital to our operations.
RELATED MATERIAL
MATTER(s):
Our implemented policies and management systems are complemented by efforts to instil a safety culture that
encourages shared responsibility values in our employees, workers, suppliers and surrounding communities.
• HSEMS has been progressively • Our Fleet Management Division • We have progressively developed
implemented across divisions and collaborated with GRAB Business modules since 2018, in preparation
subsidiaries since 2019 to provide alternative modes of for the full implementation of our
• Progressive transition from transportation for official travel eHSE online system in 2022. The
OHSAS 18001:2007 to within TNB premises in the Klang most recent modules include:
ISO 45001:2018 Occupational Valley. This initiative is aligned with - Establishing the SHC
Health our prohibition of motorcycle use for online system to improve its
• In FY2020, our Distribution Network any official business travel effectiveness
Division was ISO 45001:2018 • Introduced the Construction - Developing the online Chemical
certified Work Permit (CWP) under Grid Register & Legal Compliances
Development in November 2020 module to improve regulatory
to minimise safety risks at grid compliance
construction sites
• Distribution Network Division
introduced “Nampak Dengar & Rasa
Selamat (NDRS)” programmes
to enhance awareness on early
detection/symptoms of incidents
• HSE Corporate audits are
conducted to measure compliance
with HSEMS elements
p.159
INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
We go beyond our safety standards and policies, channeling our efforts towards engaging our people and establishing a robust safety culture.
Action Description
• Four (4) safety core values: Assess, Comply, Intervene and Actively Caring
• Behaviour Based Safety programme communicates best practices and lessons learned across our operations
Implementing • Reward and recognition programmes to inculcate Potential Incident reporting through HSE Wallet mobile
Safety application
Culture • TNB’s Life-Saving Rules (LSR), comprising nine (9) rules on lifesaving and injury prevention measures, ensure
people on-site as well as those on the road “Get Home Safe”. In FY2020, two (2) employees were terminated as a
result of non-compliance with the LSR
• Work-related hazards, unsafe acts and unsafe conditions can be reported through different platforms:
• Potential Incident Platform
Reporting on
- Safety Quality Audit
Hazards and - Safety Quality Enforcement
Incidents - Safety Representatives Inspection
- Management by Walkabout
• Potential Incidents reporting has been made a KPI to relevant employees with the aim of increasing awareness
and minimising hazards and risks
• Our online platforms, such as Tenaga Safety Information System, capture reports of incidents and near misses
which are then investigated. Corrective actions are implemented to prevent recurrence, while lessons learned are
communicated through channels, for example, stand down session, bulletin, and e-mail
• Appointment of Occupational Health Doctor at TNB panel clinics through partnerships with TNB Healthcare to
improve the reporting and management of occupational health risks
Performance in FY2020 for TNB Group Supporting Employees’ Health and Wellness
We have seen a decrease in the Group-wide Lost Time Injury Frequency We advocate lifestyle practices that contribute to the overall improvement
(LTIF) from 1.42 in FY2019 to 1.29 in FY2020. of our employees’ physical wellness and mental well-being as can be seen
in our initiatives from mobile applications to health screenings. Moving
forward, we will establish a ‘Wellness Statement’ for TNB employees to
Indicators 2018 2019 2020 identify intervention programmes for those in need.
Number of Lost Time Injuries (LTI) 203 138 122
KOMUNITI SIHAT PEMBINA NEGARA PROGRAMME
Number of Lost Days 19,711 14,899 8,763 (“KOSPEN PLUS”)
Lost Days Severity Rate Partnered with Ministry of Health Malaysia on six (6) scopes: A
208.03 153.14 92.72 healthy diet, no smoking, active lifestyle, weight management,
(per million-man hours)
health screening and healthy mind
Unfortunately, we are deeply saddened to report that there were four (4)
fatalities this year from non-electrical work involving one (1) employee HEALTHY CAFETERIA
and three (3) contractors. We have taken immediate measures to mitigate
Eight (8) healthy cafeterias certified by the Ministry of Health to
these events by enhancing our safety procedures and conducting safety
provide greater meal options
awareness and training sessions. These include:
• Enhancing safety management procedures, especially for contractors
• Strengthening competency of contractors’ supervisor BOOKDOC MOBILE APP
• Enforced dispatch inclusion in guideline “Larangan Penggunaan
Over 15,764 employees use BookDoc Mobile App, an online
Motosikal” to further tighten safety measures in TNB
platform that incentivises users to stay active and allow patients to
connect with healthcare professionals
Replacing motorcycles with Grab Business
Our people have walked more than 4.67 billion steps and a total
distance of 3.50 million km
Unfortunately, most of the accidents experienced by our employees
involved the use of motorcycles. As a way of putting safety first, WELLNESS WEBINARS
TNB has rolled out a pilot project in partnership with e-hailing
service provider, Grab, to offer alternative means of transport for 16 webinars were held, in collaboration with Kementerian Kesihatan
Malaysia, covering topics such as healthy minds, exercising and
official travel within the Klang Valley area.
nutrition tips while working from home
p.160
TENAGA NASIONAL BERHAD
We strive to make people’s lives better and brighter by equipping them with necessary skills, sustaining the environment and enhancing
their livelihoods. We engage in a wide range of programmes that seek to leave a long-lasting positive impact on people and communities.
Sustainability &
CSR Malaysia Awards
Company
of the Year Award
Overall Excellence
Global CSR
Awards 2020
Platinum - Best
Environmental
Excellence Award
Silver - Excellence in The Yang di-Pertuan Agong, Al-Sultan Abdullah Ri’ayatuddin Al-Mustafa Billah Shah (in blue shirt) and Raja Permaisuri Agong, Tunku
Provision for Literacy & Hajah Azizah Aminah Maimunah Iskandariah (far right) with the recipients of Projek Baiti Jannati, a CSR project which fundamentally
Education Award aims to provide liveable spaces to those in need.
Economic and
Environment Education
Social
We believe that capability, social and We believe that the future of our planet We believe that education can transform
community development supports and next generation depends on our lives of not just one individual but
liveability and enhances livelihood by responsible behaviour today. families and generations.
uplifting the economic and social quality
of life.
These investments include our contribution of RM27.50 million towards assisting the Government in the nation’s path to economic recovery arising from
COVID-19 impacts.
For more information on how we have responded to the COVID-19 pandemic, please refer to pages 137-139.
p.161
INTEGRATED ANNUAL REPORT 2020
SUSTAINABILITY STATEMENT
We not only advocate for the equal access to electricity, recognising that
it is a basic need for daily life and socioeconomic growth, but we also
seek to improve communities through providing livable spaces with proper
sanitation and opening up opportunities to earn a livelihood. We are proud
to collaborate with the Government in achieving these ambitions, from
ensuring electricity supply in rural areas to building homes for those in
need.
Rural Development
BELB Programme
This year, TNB donated RM277,000 to two (2) villages, Kampung Kuala
Temonyong and Kampung Weng, in Kedah for various projects that would
help improve the residents’ job prospects and income, thus enhance their
standard of living.
In partnership with State Governments, we help refurbish and build new Mangrove Planting Programme
homes through the “Home for the Needy” programme targeted mainly
for single parents, senior citizens and individuals with disabilities. This A significant initiative under our reforestation efforts is our annual mangrove
programme is carried out under two concurrent projects namely, Projek planting that was implemented Group-wide to improve the protection of
Baiti Jannati (PBJ), and Program Mesra Rakyat (PMR). In FY2020, this coastal environments as well as encourage sustainable fisheries in the
programme helped 199 families, which includes 168 families from PBJ, and Janamanjung vicinity. In FY2020, 10,600 mangrove saplings were planted
31 families from PMR, with a total contribution of RM9.9 million for both in Sungai Limau, Manjung with a total spend of RM250,000. This year’s
programmes. initiative was in collaboration with an NGO, Global Environmental Centre
and the Manjung District Office, along with the involvement of the Sungai
Limau community, Sahabat Hutan Bakau Kuala Gula and Sahabat Hutan
Bakau Lekir Sitiawan.
SUSTAINABILITY STATEMENT
At TNB, our commitment to provide access to education is clearly demonstrated through significant investments in our key educational institutions –
UNITEN, LDC and TNB ILSAS, our foundation Yayasan Tenaga Nasional (YTN) – as well as our community programmes.
UNITEN is a private university offering courses in the fields of engineering, computing and informatics, energy economics, business management and
accounting. UNITEN is gaining traction as an energy research hub, facilitated by TNB’s respected industry standing. UNITEN also provides various
funding and scholarships to its students such as:
1 st
in the world for percentage of highly
168th 5 Star
1,651 cited papers among top 1% most
in the QS Asia University
Malaysia Research
graduates cited in Engineering in the U.S. Assessment (MyRA)
Rankings 2021
News & World Report Best Global 2020
Universities for Engineering 2021
ILSAS is not only the official training institute for TNB employees, but it is also considered a premier institution for professionals in the wider power and
utility industry. With the adoption of internationally recognised frameworks including ISO 9001:2015 Quality Management System and the United Kingdom
Accreditation Service (UKAS) standards as well as multiple certifications by renowned organisations, ILSAS is demonstrably committed to offering high
quality training.
ILSAS aims to be the Global Leader Learning Solution Provider and has formulated its business plan for 2019 to 2023 based on three (3) pillars – ILSAS
Vision, ILSAS Mission, and ILSAS Aspiration with the following strategic objectives:
• To build capabilities for current and future organisational strategies by providing learning solutions to increase individual, team and organisational
performance and productivity
• To rapidly respond to growth and embed innovation in products and services
• To position ILSAS for a quantum leap growth as a business entity that is cash positive and sustainable
SUSTAINABILITY STATEMENT
YTN’s main objective is to provide Malaysians from all backgrounds with equal opportunities to obtain higher education qualifications. Governed by a
Board of Trustees and an organisation committee, YTN has been providing financial assistance since 1993 by awarding scholarships and study loans to
deserving candidates in pursuit of tertiary education locally and abroad. With the mission to transform lives through excellent education opportunities, we
have invested over RM1.2 billion in scholarships and helped over 18,000 students since YTN’s incorporation.
Dato’ Seri Mahdzir bin Khalid awarding a certificate to a Yayasan Tenaga Nasional (YTN) scholar a at the Majlis Penganugerahan Biasiswa YTN 2020 in Bangi.
p.166
TENAGA NASIONAL BERHAD
Our Prime Minister, Tan Sri Muhyiddin bin Mohd Yassin, presented a Dermasiswa My Brighter Future scholarship award to a recipient, witnessed by Minister of
Higher Education, Datuk Seri Dr. Noraini binti Ahmad (left), Datuk Seri Dr. Shamsul Anuar bin Nasarah (third right) and Dato’ Seri Mahdzir bin Khalid (right).
MyBF Scholarship was founded by YTN to uplift marginalised youth and promote equitable access to tertiary education, particularly for families
in the B40 bracket registered under the eKasih scheme. The scholarship covers tuition fees, boarding and living expenses of recipients pursuing
tertiary education in Science, Technology, Engineering & Mathematics (STEM) and Technical & Vocational Education & Training (TVET) at any of
selected seven (7) public universities, community colleges and polytechnic institutions in Malaysia.
Student development programmes are conducted by YTN for MyBF recipients throughout the year to help the scholars develop their professional
and entrepreneurial skills, as well as facilitate networking sessions with industry leaders.
SUSTAINABILITY STATEMENT
We typically conduct annual educational development programmes, however, most of our activities for FY2020 were postponed for the safety of the
community and our volunteers due to COVID-19. Mindful of the current restrictions, we continued to assist the community mainly by providing financial
assistance.
B40 Programme
Sekolah Kebangsaan Paka 111, Terengganu
Since the launch of the B40 programme in 2018, we have supported 450
secondary school students from B40 families enrolled at the three (3) schools
Sekolah Menengah Kebangsaan Jeli, Kelantan in Kuala Lumpur: Sekolah Menengah Kebangsaan Bukit Bandaraya, Sekolah
Menengah Kebangsaan Bangsar and Sekolah Menengah Kebangsaan Seri
Pantai. Annually, we channel RM225,000 to fund 150 students, along with
sponsorships to attend self-development programmes such as motivational
Sekolah Kebangsaan Jeli 1, Kelantan camps and outreach programmes organised by TNB. To date, we have
contributed RM675,000 towards this programme.
p.168
TENAGA NASIONAL BERHAD
In FY2019, we introduced the Better Brighter Vision programme in Beyond nurturing academic excellence, our National Hockey
collaboration with Tun Hussein Onn Eye Hospital to provide eye
screening procedures and corrective glasses for primary and secondary Development and Thunderbolts programme supports hockey players
students from B40 families in need. Under this programme, we helped from Sekolah Sukan Bukit Jalil in Kuala Lumpur, Sekolah Sukan
724 students in Kedah, contributing to a total of RM120,000 in FY2020. Tunku Mahkota Ismail in Johor, Sekolah Menengah Kebangsaan
Seberang in Pahang and Sekolah Menengah Kebangsaan Anderson
in Perak. Promising students are coached by TNB employees who are
themselves former national hockey players. Since its inception in 2006,
this programme has successfully nurtured several national hockey
players and in FY2020, we contributed more than RM2 million.
We have been supporting 18 schools through the Pintar School Adoption Programme since 2017 by assisting underperforming schools through
initiatives such as motivational camps, tuition classes, examination seminars & workshops, and hockey trainings. Due to the COVID-19 pandemic,
there was no sponsorship for Pintar School Adoption Programme in FY2020. We will continue our support by channelling sponsorships towards
this programme in FY2021 and beyond.
Financial
Statements
170 Directors’ Report
175 Consolidated Statement of Financial Position
177 Consolidated Statement of Profit or Loss
178 Consolidated Statement of Comprehensive Income
179 Consolidated Statement of Changes in Equity
182 Consolidated Statement of Cash Flows
186 Notes to the Financial Statements
Directors’ Report
The Directors hereby submit their report and the audited financial statements of the Group and of the Company for the financial year ended
31 December 2020.
PRINCIPAL ACTIVITIES
The Group and Company are primarily involved in the business of the generation, transmission, distribution and sales of electricity and those
tabulated in Note 7 to the financial statements, which also includes the details of the subsidiaries of the Group.
There have been no significant changes in these activities during the financial year.
FINANCIAL RESULTS
Group Company
RM’million RM’million
DIVIDENDS
The dividends paid or declared since the previous financial year ended 31 December 2019 were as follows:
RM’million
The Directors have approved a final single tier dividend of 18.0 sen per share and a special single tier dividend of 40.0 sen per share on
5,704,653,871 ordinary shares in respect of the financial year ended 31 December 2020 amounting to a total of RM3,308.7 million. The dividends
will be paid on 16 April 2021.
All material transfers to or from reserves and provisions during the financial year are shown in the financial statements.
p.171
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Directors’ Repor t
ISSUE OF SHARES
During the financial year, the paid-up share capital of the Company increased due to the vesting of Long Term Incentive Plan (‘LTIP’) granted to
eligible employees, details of which are disclosed in Note 35 to the financial statements. The new ordinary shares rank pari passu in all respects
with the existing ordinary shares of the Company.
The Company implemented a LTIP on 30 April 2015 for a period of 10 years. The LTIP is governed by the by-laws, which are approved by the
shareholders at an Extraordinary General Meeting on 18 December 2014.
The main features and details of the number of grants over the shares of the Company are set out in Note 35 to the financial statements.
The Company has been granted an exemption by the Companies Commission of Malaysia via letter dated 8 February 2021 from having to
disclose in this report the names of the persons to whom LTIP have been granted under the scheme and details of their holdings pursuant to
Section 255(1) and Paragraph 5, Part 1, Fifth Schedule of the Companies Act 2016 except for information on employees who were granted the
offering of up to 222,900 and more ordinary shares under the LTIP scheme.
The employees of the Company who were granted the offering of up to 222,900 and more ordinary shares under the LTIP scheme are as follows:
Number of Number of
ordinary ordinary
shares granted shares granted
under PS* under RS** Total
None of the subsidiaries’ employees were granted offering representing 222,900 or more ordinary shares under the LTIP scheme.
p.172
TENAGA NASIONAL BERHAD
Directors’ Repor t
DIRECTORS
The Directors who have held office during the financial year and during the period from the end of the financial year to the date of the report are:
Dato’ Seri Mahdzir bin Khalid Appointed as Chairman w.e.f. 12 May 2020
Datuk Ir. Baharin bin Din Appointed w.e.f. 1 March 2021
Dato’ Asri bin Hamidin @ Hamidon Appointed w.e.f. 1 July 2020
Amran Hafiz bin Affifudin
Noraini binti Che Dan
Juniwati Rahmat Hussin
Gopala Krishnan a/l K.Sundaram
Ong Ai Lin
Dato’ Roslina binti Zainal
Dato’ Ir. Nawawi bin Ahmad Appointed w.e.f. 16 October 2020
Datuk Rawisandran a/l Narayanan Appointed w.e.f. 16 October 2020
Azmin bin Ishak (Alternate Director to Dato’ Asri bin Hamidin @ Hamidon) Appointed w.e.f. 1 July 2020
Tan Sri Ahmad Badri bin Mohd Zahir Cessation of Office as Chairman w.e.f. 11 May 2020
Gee Siew Yoong Cessation of Office as Director w.e.f. 30 June 2020
Datin Rashidah binti Mohd Sies Appointed w.e.f. 1 May 2020 & Resigned w.e.f. 1 July 2020
Dato’ Cheok Lay Leng Resigned w.e.f. 1 October 2020
Datuk Seri Amir Hamzah bin Azizan Resigned w.e.f. 28 February 2021
The Directors of subsidiaries who have held office during the financial year and during the period from the end of the financial year to the date of
the report are set out in the respective subsidiary’s statutory accounts and the said information is deemed incorporated herein by such reference
and made part thereof.
DIRECTORS’ BENEFITS
During and at the end of the financial year, no arrangements subsisted to which the Company is a party, being arrangements with the object or
objects of enabling Directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any
other body corporate, other than as disclosed in the Directors’ interests in shares and debentures.
Since the end of the previous financial year, no Director has received or become entitled to receive a benefit (other than benefits shown under
Directors’ Remuneration below and in Note 34 to the financial statements) by reason of a contract made by the Company or a related corporation
with the Director or with a firm of which the Director is a partner, or with a company in which the Director has a substantial financial interest.
TNB Group and Company have their own Directors and Officers Liability Insurance at a premium of RM375,000 to cover the liability of Directors
and Officers in discharging their duties for the period of 1 November 2020 until 31 October 2021.
p.173
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Directors’ Repor t
According to the Register of Directors’ Shareholdings required to be kept under Section 59 of the Companies Act 2016, none of the Directors
who held office at the end of the financial year held any shares or debentures in the Company or its subsidiaries during the financial year except
as follows:
Number of ordinary shares
As at Vested/ As at
1.1.2020 Acquired (Disposed) 31.12.2020
* 12,200 shares were vested pursuant to vesting of shares under LTIP. The remaining 30,000 shares were acquired through nominees of Cimsec Nominees
(Tempatan) Sdn. Bhd.
DIRECTORS’ REMUNERATION
Group Company
2020 2019 2020 2019
RM RM RM RM
In respect of the Directors or past Directors of the Company, there were benefits receivable by the Directors from the Company and its subsidiaries as Directors’
other emoluments for their services. The estimated monetary value of benefits received by the Directors was RM3,412,000 (2019: RM240,459) for the Group and
Company.
p.174
TENAGA NASIONAL BERHAD
Directors’ Repor t
(a) Before the financial statements of the Group and of the Company were prepared, the Directors took reasonable steps:
(i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of provision for doubtful debts
and satisfied themselves that all known bad debts had been written off and that adequate provision had been made for doubtful debts;
and
(ii) to ensure that any current assets, which were unlikely to be realised in the ordinary course of business, including the values of current
assets as shown in the accounting records of the Group and of the Company had been written down to an amount which the current
assets might be expected so to realise.
(b) At the date of this report, the Directors are not aware of any circumstances:
(i) which would render the amount written off for bad debts or the amount of the provision for doubtful debts inadequate to any substantial
extent; or
(ii) which would render the values attributed to current assets in the financial statements of the Group and of the Company misleading; or
(iii) which have arisen and would render adherence to the existing method of valuation of assets or liabilities of the Group and of the
Company misleading or inappropriate.
(i) there are no charges on the assets of the Group and of the Company which have arisen since the end of the financial year which
secures the liabilities of any other person; and
(ii) there are no contingent liabilities in the Group and in the Company which have arisen since the end of the financial year.
(d) No contingent or other liability of any company in the Group has become enforceable or is likely to become enforceable within the period
of twelve months after the end of the financial year which, in the opinion of the Directors, will or may affect the ability of the Group and its
subsidiaries to meet their obligations when they fall due.
(e) At the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in this report or the financial statements
of the Group and of the Company which would render any amount stated in the respective financial statements misleading.
(i) the results of the operations of the Group and of the Company during the financial year were not substantially affected by any item,
transaction or event of a material and unusual nature, except as disclosed in Notes 48 and 49 to the financial statements; and
(ii) there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a
material and unusual nature likely to affect substantially the results of the operations of the Group and of the Company for the financial
year in which this report is made, except as disclosed in Note 50 to the financial statements.
AUDITORS
The auditors, PricewaterhouseCoopers PLT (LLP0014401-LCA & AF 1146), have expressed their willingness to accept re-appointment as auditors.
Details of the auditors’ remuneration are set out in Note 34 to the financial statements.
This report was approved by the Board of Directors on 17 March 2021. Signed on behalf of the Board of Directors:
DATO’ SERI MAHDZIR BIN KHALID DATUK IR. BAHARIN BIN DIN
CHAIRMAN PRESIDENT/CHIEF EXECUTIVE OFFICER
p.175
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
NON-CURRENT ASSETS
CURRENT ASSETS
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
CURRENT LIABILITIES
NON-CURRENT LIABILITIES
EQUITY
The notes set out on pages 186 to 337 form an integral part of these consolidated financial statements.
p.177
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Sen Sen
The notes set out on pages 186 to 337 form an integral part of these consolidated financial statements.
p.178
TENAGA NASIONAL BERHAD
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Attributable to:
- Owners of the Company 3,117.7 3,147.5 2,270.9 768.1
- Non-controlling interests 22.4 (105.3) 0 0
Total comprehensive income for the financial year 3,140.1 3,042.2 2,270.9 768.1
The notes set out on pages 186 to 337 form an integral part of these consolidated financial statements.
p.179
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Group
At 1 January 2020 11,446.1 (7,763.8) 54,299.5 1,300.3 59,282.1
LTIP:
- Share-based payment expense 32 0 272.2 0 0 272.2
- Reversal of share-based payment expense 32 0 (47.0) 0 0 (47.0)
- Shares issued 32 229.1 (229.1) 0 0 0
Dividends paid:
- Final dividend for FY2019 41 0 0 (1,137.4) 0 (1,137.4)
- Special dividend for FY2019 41 0 0 (2,843.4) 0 (2,843.4)
- Interim dividend for FY2020 41 0 0 (1,255.0) 0 (1,255.0)
Dividend paid to NCI 0 0 0 (2.8) (2.8)
Acquisition of shares from NCI 7 0 0 (11.4) 9.5 (1.9)
Acquisition of Redeemable Preference Shares
from NCI 7 0 0 (244.3) (36.8) (281.1)
Subscription of Redeemable Preference Shares
by NCI 7 0 0 0 225.3 225.3
Acquisition of new subsidiary 7 0 0 0 98.8 98.8
Total transactions with owners 229.1 (3.9) (5,491.5) 294.0 (4,972.3)
At 31 December 2020 11,675.2 (8,242.7) 52,400.7 1,616.7 57,449.9
p.180
TENAGA NASIONAL BERHAD
Group
At 1 January 2019 11,446.1 (6,392.7) 52,784.4 1,214.1 59,051.9
LTIP:
- Share-based payment expense 32 0 232.1 0 0 232.1
- Reversal of share-based payment expense 32 0 (221.5) 0 0 (221.5)
Dividends paid:
- Final dividend for FY2018 41 0 0 (1,308.0) 0 (1,308.0)
- Interim dividend for FY2019 41 0 0 (1,706.1) 0 (1,706.1)
Dividend paid to NCI 0 0 0 (3.6) (3.6)
Acquisition of additional equity by NCI 7 0 0 0 195.1 195.1
Total transactions with owners 0 10.6 (3,014.1) 191.5 (2,812.0)
At 31 December 2019 11,446.1 (7,763.8) 54,299.5 1,300.3 59,282.1
p.181
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Company
At 1 January 2020 11,446.1 (6,510.3) 44,558.9 49,494.7
LTIP:
- Share-based payment expense 0 272.2 0 272.2
- Reversal of share-based payment expense 0 (47.0) 0 (47.0)
- Shares issued 229.1 (229.1) 0 0
Dividends paid:
- Final dividend for FY2019 41 0 0 (1,137.4) (1,137.4)
- Special dividend for FY2019 41 0 0 (2,843.4) (2,843.4)
- Interim dividend for FY2020 41 0 0 (1,255.0) (1,255.0)
Total transactions with owners 229.1 (3.9) (5,235.8) (5,010.6)
At 31 December 2020 11,675.2 (6,918.6) 41,998.4 46,755.0
LTIP:
- Share-based payment expense 0 232.1 0 232.1
- Reversal of share-based payment expense 0 (221.5) 0 (221.5)
Dividends paid:
- Final dividend for FY2018 41 0 0 (1,308.0) (1,308.0)
- Interim dividend for FY2019 41 0 0 (1,706.1) (1,706.1)
Total transactions with owners 0 10.6 (3,014.1) (3,003.5)
At 31 December 2019 11,446.1 (6,510.3) 44,558.9 49,494.7
The notes set out on pages 186 to 337 form an integral part of these consolidated financial statements.
p.182
TENAGA NASIONAL BERHAD
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
FINANCIAL STATEMENTS
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
FINANCIAL STATEMENTS
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The changes in liabilities arising from financing activities have been disclosed in Notes 15, 28 and 29 respectively.
The notes set out on pages 186 to 337 form an integral part of these consolidated financial statements.
p.186
TENAGA NASIONAL BERHAD
1 GENERAL INFORMATION
The Group and Company are primarily involved in the business of the generation, transmission, distribution and sales of electricity and those
tabulated in Note 7 to these financial statements, which also includes the details of the subsidiaries of the Group.
There have been no significant changes in these activities of the Group and Company during the financial year other than as disclosed in
Note 49.
The Company follows the Incentive Based Regulation (‘IBR’) principles for the regulated business.
The Company is a public limited liability company, incorporated and domiciled in Malaysia and is listed on the Main Market of Bursa
Malaysia Securities Berhad.
The address of the registered office of the Company is Pejabat Setiausaha Syarikat, Tingkat 2, Ibu Pejabat Tenaga Nasional Berhad, No.
129, Jalan Bangsar, 59200 Kuala Lumpur, Malaysia.
2 BASIS OF PREPARATION
The financial statements of the Group and Company have been prepared in accordance with the provisions of the Malaysian Financial
Reporting Standards (‘MFRS’), International Financial Reporting Standards (‘IFRS’) and the requirements of the Companies Act 2016 in
Malaysia. The Group has taken into consideration the COVID-19 (Coronavirus) impact and the current economic environment on the basis
of preparation of this financial statements. The Directors continue to consider it appropriate to adopt the going concern basis of accounting
in preparing the financial statements.
The financial statements have been prepared under the historical cost convention, except as disclosed in Note 3 and respective notes in
the financial statements.
The preparation of financial statements in conformity with MFRS requires the use of certain critical accounting estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial
statements, and the reported amounts of revenues and expenses during the reported period. It also requires Directors to exercise their
judgement in the process of applying the Group and Company’s accounting policies. Although these estimates and judgements are based
on the Directors’ best knowledge of current events and actions, actual results may differ. The areas involving a higher degree of judgement
or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4.
(a) Amendments to published standards that are effective and applicable to the Group and Company.
The Group and Company have applied the following amendments to the published standards that are applicable to the Group and
Company for the first time for the financial year beginning on 1 January 2020:
FINANCIAL STATEMENTS
(a) Amendments to published standards that are effective and applicable to the Group and Company. (continued)
The amendments listed above did not have any significant impact on the amounts recognised in prior periods and are not expected
to significantly affect the current or future periods.
(b) New standard and amendments to the published standards that are applicable to the Group and Company but not yet effective.
The Group and Company will apply the new standard and amendments to the published standards in the following periods:
Phase 1 of the Interest Rate Benchmark Reform (Amendments to MFRS 7 and MFRS 9) issued on 31 October 2019 is
applicable for financial year beginning 1 January 2020.
Phase 2 of the Interest Rate Benchmark Reform will be applicable for financial year beginning 1 January 2021 to address
the issues arising post-implementation of Phase 1. The amendments provide better insights on the effects of interest rate
benchmark reform on the Group’s financial instruments and risk management strategy.
Amendments to MFRS 7 require disclosures of the Group’s progress in managing the transition to alternative benchmark rates at
the reporting date, the quantitative information about derivatives and non-derivatives that yet to transition to the alternative rate
and description of changes in Group’s risk management strategy due to the risks of transition to alternative benchmark rates.
Amendments to MFRS 9 require a change in the basis of determining ‘highly probable’ contractual cash flows of a financial
asset or financial liability if both criteria are met: (i) the change is necessary as a direct consequence of the interest rate
benchmark reform; and (ii) the new basis is economically equivalent to the previous basis.
Amendments to MFRS 9 also require to reinstate a discontinued hedging relationship if and only if: (i) the hedging relationship
was discontinued due to the interest benchmark reform and the entity would continue with the hedging relationship if
these amendments had been applied at that time; and (ii) at the beginning of reporting period of initial application, that
discontinued hedging relationship meets the criteria for hedge accounting.
Amendments to MFRS 16 require a lease modification due to the interest rate benchmark reform if the following conditions
are met:
1) the modification is necessary as the direct consequence of interest rate benchmark reform; and
2) the new basis for determining the lease payments is economically equivalent to the previous basis.
These amendments are effective for annual periods beginning on or after 1 January 2021. Earlier application is permitted
and should be disclosed.
These amendments should be applied retrospectively in accordance to MFRS 108, unless given exception by the Standards.
p.188
TENAGA NASIONAL BERHAD
(b) New standard and amendments to the published standards that are applicable to the Group and Company but not yet effective.
(continued)
• Amendments to MFRS 16 on COVID-19 Related Rent Concessions grant exemption for lessees (but not lessors) from
assessing whether a rent concession is a lease modification under MFRS 16. The exemption only applies to rent concessions
that are directly impacted by COVID-19 pandemic and only if all of the following conditions are met:
1) the change in lease payments results in substantially revised consideration that is either the same as, or less than, the
consideration for the lease preceding the change;
2) any reduction in lease payments affects only payments due on or before 30 June 2021; and
3) there is no substantive change to other terms and conditions of the lease.
These amendments should be applied retrospectively. Earlier application is permitted and should be disclosed.
• Amendments to MFRS 3 on Reference to the Conceptual Framework are to update the references, wordings and numbering.
The Conceptual Framework defines a liability as ‘a present obligation of the entity to transfer an economic resource as a
result of past events’.
• Amendments to MFRS 9 in Annual Improvements to MFRS Standards 2018 - 2020 state that the terms of financial liability
considered substantially different if the difference between the financial liability’s discounted present value of cash flows
under new terms compared against the original terms is at least 10%. The discounted cash flows should include the net of
related fees paid and received.
• Amendments to MFRS 116 give broader example for cost of testing to include assessment costs of whether the technical
and physical performance of the asset is capable of being used in production or supply of goods and services, for rental to
others, or for administrative purposes.
In the event when there is an item produced by the property, plant and equipment (‘PPE’) before its intended use, which are
not the ordinary output of the entity’s activities, the amounts of proceeds and costs are to be included in the profit or loss
instead of being capitalised as the costs of PPE.
• Amendments to MFRS 137 ‘Provisions, Contingent Liabilities and Contingent Assets’ (‘MFRS 137’) on Onerous Contracts –
Cost of Fulfilling a Contract clarify that, costs relate directly to a contract comprise the incremental cost and the allocation
of other costs that relate directly to fulfilling the contract. Examples of direct cost are direct labour and material while an
example of allocation cost is depreciation charge of PPE used in fulfilling the contract.
The cumulative effect of the amendments is recognised as an adjustment to the opening balance of retained profits or other
components of equity at the date of initial application.
FINANCIAL STATEMENTS
(b) New standard and amendments to the published standards that are applicable to the Group and Company but not yet effective.
(continued)
• MFRS 17 introduces consistent accounting for all insurance contracts based on a current measurement model. MFRS 17
requires entities that issue insurance contracts to recognise and measure a group of insurance contracts at: (i) a risk-adjusted
present value of future cash flows that incorporates information that is consistent with observable market information; plus
(ii) an amount representing the unearned profit in the group of contracts. Profits from the group of insurance contracts
are recognised over the insurance coverage period. MFRS 17 requires separate presentation in the statement of financial
position on the carrying amount of portfolios of insurance contracts issued that are assets and those that are liabilities
rather than groups of insurance.
For insurance contracts with coverage period of one year or less, MFRS 17 allows an entity to measure the amount relating
to remaining service by allocating the premium over the coverage period.
MFRS 17 shall be applied with transitional reliefs available. If MFRS 17 is applied earlier, that fact should be disclosed as
initial application of MFRS 17.
• Amendments to MFRS 101 on Classification of Liabilities as Current or Non-current state that an entity shall recognise a
liability as current liability when:
• Amendments to MFRS 101 on Disclosure of Accounting Policies state that an entity shall disclose material accounting
policy information which is expected to influence the decisions of the primary users of the financial statements.
• Amendments to MFRS 108 on Definition of Accounting Estimates redefine accounting estimates as monetary amounts in
financial statements that are subject to measurement uncertainty.
• Amendments to MFRS 10 ‘Consolidated Financial Statements’ (‘MFRS 10’) and MFRS 128 on Sale or Contribution of
Assets between an Investor and its Associate or Joint Venture.
The adoption of the above applicable new standards, amendments to published standards, interpretations and improvements to
existing standards are not expected to have a material impact on the financial statements of the Group and Company.
There are no other standards, amendments and improvements to published standards and interpretations to existing standards that
are not effective that would be expected to have a material impact on the Group and Company.
p.190
TENAGA NASIONAL BERHAD
Unless otherwise stated, the following accounting policies have been applied consistently in dealing with items that are considered material in
relation to the financial statements. These policies have been consistently applied to all the years presented, unless otherwise stated.
(i) Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group
is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through
its power to direct the relevant activities of the entity. The existence and effect of potential voting rights are considered only when such
rights are substantive when assessing control.
The amounts due from subsidiaries of which the Company does not expect repayment in the foreseeable future are considered as part
of the Company’s investment in subsidiaries.
In the Company’s separate financial statements, investments in subsidiaries are stated at cost less accumulated impairment losses. On
disposal of such investments, the difference between net disposal proceeds and their carrying amounts is included in the statement of
profit or loss.
The consolidated financial statements comprise the financial statements of the Company and its subsidiaries. The financial statements
of the subsidiaries are prepared for the same reporting date as the Company.
Subsidiaries are consolidated from the date on which the Group obtains control, and continue to be consolidated until the date that such
control ceases. In preparing the consolidated financial statements, intragroup balances, transactions and unrealised gains or losses are
eliminated in full. Uniform accounting policies are adopted in the consolidated financial statements for like transactions and events in
similar circumstances.
The Group applies the acquisition method to account for business combinations. The consideration transferred for acquisition of a
subsidiary is the fair values of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration
transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement and fair value of any
pre-existing equity interest in the subsidiary. Acquisition-related costs are expensed as incurred. Identifiable assets acquired, liabilities
and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the
acquisition date.
In a business combination achieved in stages, the carrying value of the acquirer’s previously held equity interest in the acquiree is
remeasured at its acquisition date, fair value and the resulting gain or loss is recognised in the statement of profit or loss.
The excess of the consideration transferred, the amount of any NCI in the acquiree and the acquisition-date fair value of any previous
equity interest in the acquiree over the fair value of the Group share of the identifiable net assets acquired is recorded as goodwill. If
this is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the gain is recognised in the
statement of profit or loss. Refer to Note 10 for accounting policy on goodwill.
NCI is the equity in a subsidiary not attributable, directly or indirectly, to a parent. On an acquisition-by-acquisition basis, the Group
measures any NCI in the acquiree either at fair value or at the NCI’s proportionate share of the acquiree’s identifiable net assets. At the
end of reporting period, NCI consists of amount calculated on the date of combinations and its share of changes in the subsidiary’s
equity since the date of combination.
All earnings and losses of the subsidiary are attributed to the parent and the NCI, even if the attribution of losses to the NCI results in a
debit balance in the shareholders’ equity.
p.191
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
When the Group ceases to consolidate because of a loss of control, any retained interest in the entity is remeasured to its fair value with the
change in carrying amount recognised in the statement of profit or loss. This fair value becomes the initial carrying amount for the purposes
of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously
recognised in OCI in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This
may mean that amounts previously recognised in OCI are recognised in the statement of profit or loss. Gains or losses on the disposal of
subsidiaries include the carrying amount of goodwill relating to the subsidiaries sold.
Transactions with NCI that do not result in loss of control are accounted for as transactions with equity owners of the Group. A change in
ownership interest results in an adjustment between the carrying amounts of the controlling and NCI to reflect their relative interests in the
subsidiary. Any differences between the amount of the adjustment to NCI and any consideration paid or received are recognised in equity
attributable to owners of the Group.
Assets that are subject to amortisation are reviewed for impairment losses whenever events or changes in circumstances indicate that the
carrying amount may not be recoverable. Impairment loss is recognised in the statement of profit or loss for the amount by which the carrying
amount of the asset exceeds its recoverable amount. The recoverable amount is the higher of fair value less cost to sell and its value in use (‘VIU’).
The VIU is the net present value of the projected future cash flows derived from that asset discounted at an appropriate discount rate. Projected
future cash flows are based on the Group and Company’s estimates calculated based on historical, sector and industry trends, general market
and economic conditions, changes in technology and other available information.
For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows
which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other
than goodwill previously impaired are reviewed for possible reversal of the impairment at each reporting date. Any subsequent increase in
recoverable amount is recognised in the statement of profit or loss.
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is
recognised in the statement of profit or loss as an expense as incurred.
Expenditure on development activities, whereby the application research findings are applied to a plan or design for the production of new or
substantially improved products and processes, is capitalised only when all the following criteria are fulfilled:
(i) it is technically feasible to complete the intangible asset such that it will be available for use or sale;
(ii) management intends to complete the intangible asset and use or sell it;
(iii) there is an ability to use or sell the intangible asset;
(iv) it can be demonstrated how the intangible asset will generate probable future economic benefits;
(v) adequate technical, financial and other resources to complete the development and to use or sell the intangible asset are available; and
(vi) the expenditure attributable to the intangible asset during its development can be reliably measured.
Capitalised development costs are recognised as intangible assets and amortised from the point at which the asset is ready for use on a
straight line method over its useful life.
The expenditure capitalised includes the cost of materials, direct labour and overheads costs that are directly attributable in preparing the
assets for its intended use. Other development expenditure is recognised in the statement of profit or loss as incurred. Development costs
previously recognised as an expense are not recognised as an asset in a subsequent period.
All other significant accounting policies are disclosed in their respective notes.
p.192
TENAGA NASIONAL BERHAD
Estimates and judgements are continuously evaluated by the Directors and are based on historical experience and other factors, including
expectations of future events that are believed to be reasonable under the circumstances.
The Group and Company make estimates and assumptions concerning the future. The resulting accounting estimates will, by definition,
rarely equate to the related actual results. To enhance the information content of the estimates, certain key variables that are anticipated
to have a material impact on the Group and Company’s results and financial position are tested for sensitivity to changes in the underlying
parameters.
The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities
are outlined below:
Revenue for electricity supply activities includes an assessment of electricity supplied to customers between the date of the last meter
reading and the financial year end of the Group and Company (unread and unbilled). An assessment is also made on any factors that
are likely to materially affect the ultimate economic benefits which will flow to the Group and Company, including bill cancellations and
adjustments. These assessments will have a corresponding adjustment to trade receivables. To the extent that the economic benefits
are not expected to flow to the Group and Company, the value of that revenue is not recognised.
Included in the receivables, deposits and prepayments balance is the estimated under/over-recovery of costs under the Imbalance
Cost Pass-Through (‘ICPT’) mechanism. The Group and Company continuously assess the balances by considering factors such as
changes in the applicable regulatory implementation guidelines and political environment, the ability to recover costs through regulated
rates and the status of any pending or potential deregulation legislation. Based on this continuous assessment, the Company believes
the existing balances reflect the best estimates of the Company’s receivable/payable from the Government of Malaysia (‘Government’).
This assessment reflects the current political and regulatory climate, and may be subject to change in the future.
The Group and Company regularly reviewed the estimated useful lives of PPE based on factors such as business plans and strategies,
expected level of usage and future technological developments. Future results of operations could be materially affected by changes
in these estimates brought about by changes in the factors mentioned above. A reduction in the estimated useful lives of PPE would
increase the recorded depreciation and decrease the net book value (‘NBV’) of PPE.
The Group and Company assess impairment of assets whenever the events or changes in circumstances indicate that the carrying
amount of an asset may not be recoverable, i.e., the carrying amount of the asset is more than the recoverable amount. Recoverable
amount is measured at the higher of the fair value less cost to sell for that asset and its VIU.
The Group and Company assess impairment of its investment in subsidiaries and associates whenever the events or changes in
circumstances indicate that the carrying amount may not be recoverable i.e. the carrying amount is more than the recoverable amount.
Recoverable amount is measured at the higher of the fair value less cost to sell and its VIU. The assumptions used, results and
sensitivity of the impairment assessments are disclosed in Note 7 and 9.
The Group tests goodwill for impairment annually in accordance with its accounting policy and whenever events or change in
circumstances indicate that this is necessary within the financial period. This requires an estimation of the VIU of the Group as the
cash generating unit to which the goodwill is allocated. The assumptions used, results and sensitivity of the impairment assessment
of goodwill are disclosed in Note 10 to the financial statements.
p.193
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities
are outlined below: (continued)
(f) Measurement of expected credit loss (‘ECL’) allowance for financial assets
The ECL allowances for financial assets are based on assumptions about risk of default and expected loss rates. The Group and
Company use judgements in making these assumptions and selecting the inputs to the impairment calculation, based on the Group
and Company’s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.
The Group and Company reasonably could have used different estimates in current reporting period as future events often vary and
therefore the estimates require adjustments.
The assumptions and estimates in assessing the ECL on trade receivables have been updated due to the adverse impact of the
COVID-19 pandemic. The estimates are based on existing knowledge and best information available and applied scenarios assuming
the impact of the current COVID-19 pandemic is one-off.
Details of key assumptions and inputs used are disclosed in Note 46.
A contract is, or contains, a lease if the contract conveys a ROU of an identified asset for a period of time in exchange for consideration.
Details of key assumptions and inputs used are disclosed in Note 15.
In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an
extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the
lease term if the lease is reasonably certain to be extended (or not terminated).
• If there are significant penalties to terminate (or not extend), the Group and Company are typically reasonably certain to extend
(or terminate)
• The Group and Company consider other factors including historical lease durations and the costs and business disruption
required to replace the leased asset
The lease term is reassessed if an option is actually exercised (or not exercised) or the Group and Company become obliged to
exercise (or not exercise) it. The assessment of reasonable certainty is only revised if a significant event or a significant change in
circumstances occurs, which affects the assessment, and that is within the control of the lessee.
For certain contracts, there are obligations to remove the assets after the end of the contract and restore the sites to its original
condition. The estimates of the restoration costs are based on quotation from the contractor for a particular asset. The ratio of this
restoration costs to the construction costs of that asset is then applied to the total construction costs of the asset involved. The
restoration cost is recognised as part of the ROU assets value and amortised over the useful life.
Certain financial instruments such as investments and derivative financial instruments are carried on the statement of financial position
at fair value, with changes in fair value reflected in the statement of profit or loss.
Fair values are estimated by reference in part to the published price quotations and in part by using valuation techniques. The fair
value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined by using
valuation techniques.
The Group and Company use its judgement to select a variety of methods and make assumptions that are mainly based on market
conditions existing at the end of each reporting periods, as disclosed in Note 46 to the financial statements.
p.194
TENAGA NASIONAL BERHAD
The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities
are outlined below: (continued)
Income tax is estimated based on the rules governed under the Income Tax Act, 1967.
Differences in determining the capital allowances, deductibility of certain expenses and subsequent utilisation of reinvestment
allowance may arise during the estimation of the provision for income tax between tax calculated at the statement of financial
position date, and the final submission to the tax authority as a result of obtaining further detailed information that may become
available subsequent to the statement of financial position date.
Where the final tax outcome of these matters is different from the amounts that were initially recognised, such differences will
impact the income tax provisions and deferred tax balance in the period in which such determination is made.
The Group and Company have recorded tax recoverable for which the Group and Company believe that there is a reasonable
basis for recognition. Where the final tax outcome of this matter is different from the amount that was initially recorded, such
difference may cause a material adjustment to the carrying amount of the tax recoverable balance recorded in the period in which
such determination is made.
On 23 November 2015, the Inland Revenue Board (‘IRB’) had disallowed the Company’s reinvestment allowance (‘RIA’) claims
for the Years of Assessment 2013 and 2014, and had issued notices of additional assessments (‘Notices’) of RM2,068.2 million
to the Company. The Company had filed an appeal to the Special Commissioners of the Income Tax (‘SCIT’) against the Notices.
On 28 November 2019, the IRB had also disallowed the Company’s RIA claims for the Years of Assessment 2015, 2016 and 2017
by issuing Notices of RM3,977.9 million to the Company. The Company had commenced judicial review application against the
said Notices and the leave application was heard by the High Court on 5 October 2020. Subsequently, the Company was granted
an interim stay against the payment of the disputed tax.
On 13 July 2020, the IRB had also disallowed the Company’s RIA claims for the Years of Assessment 2018 by issuing notice of
additional assessment of RM1,812.5 million to the Company. The Company had commenced judicial review application against
the said Notices and the leave application was heard by the High Court on 21 September 2020 and the High Court had granted
leave to the Company to commence judicial review proceedings against the IRB on 30 September 2020.
On 30 December 2020, the Company and the IRB recorded a consent order in relation to the judicial review filed for the Years
of Assessment 2015, 2016 and 2017. Pursuant to the consent order, the Court had granted a stay of proceedings against the
enforcement of the IRB’s notices of additional assessment and leave to commence judicial review. Subsequently, the High Court
fixed the hearing for the substantive stage on 15 June 2021.
On 21 January 2021, the Company and the IRB recorded a consent order in relation to the judicial review filed for the Year of
Assessment 2018. Pursuant to the consent order, the High Court has granted a stay of proceedings against the enforcement of
the IRB’s notice of additional assessment. The substantive hearing for the judicial review commenced for the Year of Assessment
2018 will be fixed during the case management before the High Court on 31 March 2021.
As at 31 December 2020, the Group and Company recorded a tax recoverable of RM3,522.4 million from the IRB arising from the
resubmission of tax computations for the Years of Assessment 2003 to 2006 and 2008 to 2012 pursuant to the explicit approval
given by the IRB on 21 January 2013 on the eligibility of the Company in claiming the RIA and the payment of RM1,757.3 million
which had been made to IRB in December 2020 in respect of Years of Assessments 2016 and 2017.
In addition, the Group and Company have not recorded the potential additional tax liability arising from the tax impact if the RIA
claimed is disallowed and the Company loses its appeal. The realisation of this tax recoverable and the potential tax liability is
dependent on the outcome of judgement on the RIA claims by the SCIT and by the Kuala Lumpur High Court, including if there
is a subsequent appeal by either party, as disclosed in Note 43 to the financial statements.
p.195
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities
are outlined below: (continued)
The Directors have performed an assessment on the tax recoverable of RM3,522.4 million and the potential tax liability based on
legal view obtained from external legal counsel and the facts surrounding its RIA claims. The Directors have exercised judgement
that there is sufficient evidence and case law to support the Company’s appeal against the Notices.
Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences or unused tax losses can be utilised. This involves judgement regarding the future financial performance
of the particular entity in which the deferred tax asset has been recognised.
The Group and Company provide both Retirement Benefit Plan and Post-Retirement Medical Plan for certain employees. The present
value of the employee benefits obligations depends on a number of factors that are determined on an actuarial basis using certain
assumptions. The key assumptions used in determining the net cost/(income) for the employee benefits include discount rate, medical
claim inflation rate and salary increment rate. Any changes in these assumptions will impact the carrying amount of employee benefits
obligations, as disclosed in Note 25.
• Discount rate
The Group and Company determine the appropriate discount rate at the end of each financial period. This is the interest rate
that should be used to determine the present value of estimated future cash outflows expected to be required to settle the
pension obligations. In determining the appropriate discount rate, the Group and Company consider the interest rates of high-
quality corporate bonds that are denominated in the currency in which the benefits will be paid and that have terms to maturity
approximating the terms of the related employee benefits obligation.
The medical claim inflation rate for general practitioner, hospitalisation, specialist and dialysis medical claims, as determined by
the Group and Company are based on the annualised increase in average claims over the past 3 years.
The salary increment rate for employees receiving the Retirement Benefit Plan as determined by the Group and Company is
based on the average salary increment rate for the past 11 years and considerations for price inflation, real salary increase,
promotions and Collective Agreement (‘CA’) negotiation.
The Group introduced an equity-settled share-based compensation plan under which the entity receives services from employees as
consideration for equity instruments of the Group.
The Group and Company measure the equity-settled share-based payments by reference to the fair value of the equity instruments at
the date which they are granted, and revise the estimated number of shares that are expected to vest at the reporting period.
Estimating fair value for share-based payment transactions requires determining the most appropriate valuation model (i.e. Monte
Carlo simulation model). The estimate requires determining the most appropriate inputs to the valuation model including the expected
life of the share scheme, volatility and dividend yield and making assumptions about them, as disclosed in Note 35 to the financial
statements.
p.196
TENAGA NASIONAL BERHAD
Accounting Policy
PPE are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditure that is directly
attributable to the construction or acquisition of the items and bringing them to the location and condition so as to render them
operational in the manner intended by the Group. The Group allocates the cost of an item of PPE to its significant system and
component parts.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is
probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably.
The carrying amount of the replaced part is derecognised.
The cost of major overhaul/inspection is recognised in the asset’s carrying amount as a replacement and the remaining carrying amount
of the previous major overhaul/inspection is derecognised.
Major spare parts and standby equipment are recognised as assets when the Group expects to use them during more than one period.
Similarly, if the spare parts and servicing equipment can be used only in connection with an item of PPE, they are accounted for as PPE.
Gains or losses on disposal of PPE are determined by reference to their carrying amount and are included in profit or loss.
Other PPE are depreciated on the straight line method to allocate the cost to their residual values over their estimated useful lives,
summarised as follows:
Residual values and useful lives of assets are reviewed and adjusted if appropriate, at the end of the reporting period.
At the end of the reporting period, the Group assesses whether there is any indication of impairment. If such indications exist, an
analysis is performed to assess whether the carrying amount of the asset is fully recoverable. An impairment loss is recognised if the
carrying amount exceeds the recoverable amount (Note 3(c)).
p.197
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Transfers/
Adjustments/
Exchange Acquisition Asset Reclassi-
As at rate of classified as fication/ As at
1.1.2020 adjustments subsidiary held for sale Additions Disposals Write offs 31.12.2020
RM’million RM’million RM’million RM’million RM’million RM’million RM’million RM’million
2020
Group
Cost
Freehold land 2,509.3 0 0 (1.3) 336.1 (0.5) 0 2,843.6
Buildings and civil works 24,309.5 (0.1) 0 (2.1) 7.9 (173.9) (65.6) 24,075.7
26,818.8 (0.1) 0 (3.4) 344.0 (174.4) (65.6) 26,919.3
Plant and machinery 83,494.7 (32.2) 2,540.5 (504.6) 129.4 (114.6) 3,270.9 88,784.1
Lines and distribution
mains 49,192.0 0 0 0 31.8 (18.4) 3,041.8 52,247.2
Distribution services 4,856.4 0 0 0 9.1 0 233.8 5,099.3
Meters 3,270.0 0 0 0 2.9 (20.8) 352.0 3,604.1
Public lighting 1,164.8 0 0 0 0 0.4 511.4 1,676.6
Furniture, fittings and
office equipment 3,029.4 (0.4) 0 (6.0) 484.1 (85.7) 6.1 3,427.5
Motor vehicles 728.0 (0.1) 0 (1.2) 57.8 (13.7) 16.2 787.0
172,554.1 (32.8) 2,540.5 (515.2) 1,059.1 (427.2) 7,366.6 182,545.1
Capital work-in-progress 15,863.1 0 0 (28.5) 6,084.6 (139.3) (6,907.9) 14,872.0
188,417.2 (32.8) 2,540.5* (543.7) #
7,143.7 (566.5) 458.7 197,417.1
Released on
Exchange Asset Charged disposals/
As at rate classified as for the Transfers/ As at
1.1.2020 adjustments held for sale financial year Write offs 31.12.2020
RM’million RM’million RM’million RM’million RM’million RM’million
2020
Group
Accumulated depreciation
Buildings and civil works 7,509.7 0 (2.0) 627.4 22.6 8,157.7
Plant and machinery 36,309.6 2.3 11.8 3,773.8 (142.6) 39,954.9
Lines and distribution
mains 25,816.8 0 0 1,781.0 (14.5) 27,583.3
Distribution services 3,021.7 0 0 186.1 0 3,207.8
Meters 2,093.4 0 0 172.4 (16.2) 2,249.6
Public lighting 465.8 0 0 93.2 0.4 559.4
Furniture, fittings and
office equipment 2,279.6 0 (5.2) 326.3 (82.7) 2,518.0
Motor vehicles 569.0 0 (1.2) 37.1 (14.6) 590.3
78,065.6 2.3 3.4# 6,997.3 (247.6) 84,821.0
Accumulated impairment
losses
Plant and machinery 385.6 0 (385.6)# 0 0 0
p.198
TENAGA NASIONAL BERHAD
Transfers/
Adjustments/
Exchange Reclassi-
As at rate fication/ As at
1.1.2019 adjustments Additions Disposals Write offs 31.12.2019
RM’million RM’million RM’million RM’million RM’million RM’million
2019
Group
Cost
Freehold land 1,883.0 (0.2) 630.2 (29.1) 25.4 2,509.3
Buildings and civil works 22,068.2 (0.3) 20.4 (145.3) 2,366.5 24,309.5
23,951.2 (0.5) 650.6 (174.4) 2,391.9 26,818.8
Released on
Exchange Charged disposals/
As at rate for the Transfers/ As at
1.1.2019 adjustments financial year Write offs 31.12.2019
RM’million RM’million RM’million RM’million RM’million
2019
Group
Accumulated depreciation
Buildings and civil works 6,966.1 0 635.0 (91.4) 7,509.7
Plant and machinery 33,882.9 (0.1) 3,351.2 (924.4) 36,309.6
Lines and distribution mains 24,156.3 0 1,726.8 (66.3) 25,816.8
Distribution services 2,840.0 0 181.7 0 3,021.7
Meters 1,934.6 0 164.4 (5.6) 2,093.4
Public lighting 402.7 0 63.5 (0.4) 465.8
Furniture, fittings and office equipment 2,027.1 0 260.2 (7.7) 2,279.6
Motor vehicles 545.9 0 38.9 (15.8) 569.0
72,755.6 (0.1) 6,421.7 (1,111.6) 78,065.6
FINANCIAL STATEMENTS
Transfers/
Adjustments/
Reclassi-
As at fication/ As at
1.1.2020 Additions Disposals Write offs 31.12.2020
RM’million RM’million RM’million RM’million RM’million
2020
Company
Cost
Freehold land 2,512.1 317.8 (0.5) (270.9) 2,558.5
Buildings and civil works 18,156.7 0 (173.4) (2,725.3) 15,258.0
20,668.8 317.8 (173.9) (2,996.2) 17,816.5
Released on
Charged disposals/
As at for the Transfers/ As at
1.1.2020 financial year Write offs 31.12.2020
RM’million RM’million RM’million RM’million
2020
Company
Accumulated depreciation
Buildings and civil works 6,005.5 420.7 (1,630.1) 4,796.1
Plant and machinery 24,380.2 1,913.8 (3,271.6) 23,022.4
Lines and distribution mains 24,771.8 1,674.4 (14.5) 26,431.7
Distribution services 2,824.4 169.7 0 2,994.1
Meters 2,018.1 170.5 (16.2) 2,172.4
Public lighting 465.8 93.2 (0.4) 558.6
Furniture, fittings and office equipment 1,967.5 290.4 (171.8) 2,086.1
Motor vehicles 460.3 25.8 (35.1) 451.0
62,893.6 4,758.5 (5,139.7) ^
62,512.4
p.200
TENAGA NASIONAL BERHAD
Transfers/
Adjustments/
Reclassi-
As at fication/ As at
1.1.2019 Additions Disposals Write offs 31.12.2019
RM’million RM’million RM’million RM’million RM’million
2019
Company
Cost
Freehold land 1,885.6 630.2 (29.1) 25.4 2,512.1
Buildings and civil works 17,273.1 0 (145.2) 1,028.8 18,156.7
19,158.7 630.2 (174.3) 1,054.2 20,668.8
Released on
Charged disposals/
As at for the Transfers/ As at
1.1.2019 financial year Write offs 31.12.2019
RM’million RM’million RM’million RM’million
2019
Company
Accumulated depreciation
Buildings and civil works 5,709.1 452.9 (156.5) 6,005.5
Plant and machinery 23,507.9 1,885.5 (1,013.2) 24,380.2
Lines and distribution mains 23,210.0 1,628.1 (66.3) 24,771.8
Distribution services 2,658.6 165.8 0 2,824.4
Meters 1,866.3 157.4 (5.6) 2,018.1
Public lighting 402.7 63.5 (0.4) 465.8
Furniture, fittings and office equipment 1,739.9 231.3 (3.7) 1,967.5
Motor vehicles 449.8 26.5 (16.0) 460.3
59,544.3 4,611.0 (1,261.7) 62,893.6
p.201
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
* It relates to the recognition of Vortex Solar Investments S.A.R.L. (‘VSI’) as a subsidiary during the current financial year as disclosed in Note 48.
#
TNB Liberty Power Limited (‘LPL’) had recognised a provision for impairment totalling RM385.6 million in previous financial years. During the current
financial year, management had not identified any impairment indicators on the carrying amount of LPL’s PPE. The carrying value of LPL’s PPE at statement
of financial position date is RM161.5 million (2019: RM196.7 million). The recoverable amount of the PPE of RM161.5 million is determined based on VIU.
The carrying amount of LPL’s PPE has been reclassified as asset held for sale as at 31 December 2020 as disclosed in Note 22.
^
The transfers, adjustments or reclassification includes the PPE amounting to RM3,092.7 million transferred at net book value to TNB Power Generation
Sdn. Bhd. (‘TNBPG’) as disclosed in Note 49.
The title deeds of certain lands are in the process of being registered in the name of the Company and certain subsidiaries.
Net book value of PPE pledged as security for borrowings are disclosed in Note 28.
Inclusive in the capital work-in-progress is interest capitalised during the financial year for the Group and Company of RM466.3 million
(2019: RM950.4 million) and RM259.6 million (2019: RM255.9 million) respectively.
The capitalisation rate used to determine the amount of borrowing cost eligible for capitalisation is 5.5% (2019: 5.4%).
p.202
TENAGA NASIONAL BERHAD
Accounting Policy
A lease is a contract, or part of a contract, whereby the lessor conveys to the lessee the right to control the use of an identified asset
for a period of time in exchange for consideration.
To assess whether a contract conveys the right to control the use of an identified asset, the Group and Company assess whether:
• The contract involves the use of an identified asset – this may be specified explicitly or implicitly, and should be physically distinct
or represent substantially all of the capacity of a physically distinct asset. If the supplier (‘lessor’) has a substantive substitution
right, then the asset is not identified;
• The customer (‘lessee’) has the right to obtain substantially all of the economic benefits from use of the asset throughout the
period of use; and
• The customer (‘lessee’) has the right to direct the use of the asset. In rare cases where the decision about how and for what
purpose the asset is used is predetermined, the customer (‘lessee’) has the right to direct the use of the asset if either the customer
(‘lessee’) has the right to operate the asset; or the customer designed the asset in a way that predetermines how and for what
purpose it will be used.
The Group and Company recognise a ROU asset and a lease liability for all leases conveying the right to control the use of
an identified asset for a period of time.
The ROU assets recognised by the Group and Company are initially recorded at cost, which comprise the following:
The Group and Company lease various buildings, plant and machinery, furniture and fittings, office equipment and motor
vehicles. These leases have tenures between 1 and 25 years. Lease terms are generally negotiated on an individual basis. As
for leasehold land, the remaining period of the respective leases ranges from 4 to 99 years.
The lease liability is initially measured at the present value of the lease payments that are not paid at that date. The lease
payments are discounted using the Group’s incremental borrowing rate.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net
present value of the following lease payments:
• Fixed payments (including in-substance fixed payments), less any lease incentives receivable;
• Variable lease payments that are based on an index or a rate;
• Amounts expected to be payable by the lessee under residual value guarantees;
• The exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and
• Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The Group and Company have elected to recognise ROU assets and lease liabilities for short-term leases that have a lease
term of 12 months or less. The Group and Company have elected not to recognise ROU assets and lease liabilities for leases
of low-value assets.
p.203
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
After initial recognition, the Group and Company measure ROU assets at cost:
A ROU asset and its corresponding lease liability are recognised at the date the leased asset is available for use by the Group
and Company. Each lease payment is allocated between the principal and finance cost. The finance cost is charged to profit
or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for
each period.
The ROU asset is depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis. The Group
and Company recognise the lease payments associated with these leases as an expense on a straight-line basis over the
lease terms.
The Group and Company measure the lease liability by increasing the carrying amount to reflect interest on the lease
liability, reducing the carrying amount to reflect lease payments made, and remeasuring the carrying amount to reflect any
reassessment or lease modifications.
Extension and termination options are included in a number of property and equipment leases across the Group. In
determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise
an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only
included in the lease term if the lease is reasonably certain to be extended (or not terminated).
The assessment of reasonable certainty is reviewed if a significant event or a significant change in circumstances occurs
which affects this assessment and that is within the control of the lessee.
The accounting policy for lessors are disclosed in Note 15. At the end of the reporting period, the Group assesses whether there
is any indication of impairment. If such indications exist, an analysis is performed to assess whether the carrying amount of the
asset is fully recoverable. An impairment loss is recognised if the carrying amount exceeds the recoverable amount (Note 3(c)).
If an arrangement contains lease and non-lease components, the Group and Company apply MFRS 15 to allocate the consideration in
the contract based on the stand-alone selling prices.
p.204
TENAGA NASIONAL BERHAD
ROU Transfers/
Exchange Acquisition classified Adjustments/
As at rate of as held Reclassi- As at
1.1.2020 adjustments subsidiary for sale Additions fication 31.12.2020
RM’million RM’million RM’million RM’million RM’million RM’million RM’million
2020
Group
Cost
Long leasehold land 2,389.4 (0.7) 175.0 (0.1) 18.8 (40.8) 2,541.6
Short leasehold land 24.7 0 0 0 0 0 24.7
Buildings 107.1 0 0 (1.7) 22.1 1.9 129.4
2,521.2 (0.7) 175.0 (1.8) 40.9 (38.9) 2,695.7
ROU Transfers/
Exchange classified Charged Adjustments/
As at rate as held for the Reclassi- As at
1.1.2020 adjustments for sale financial year fication 31.12.2020
RM’million RM’million RM’million RM’million RM’million RM’million
2020
Group
Accumulated depreciation
Long leasehold land 493.0 0.1 0 32.7 0.3 526.1
Short leasehold land 14.0 0 0 0.7 0 14.7
Buildings 43.1 0 (0.1) 38.1 0.4 81.5
550.1 0.1 (0.1) 71.5 0.7 622.3
FINANCIAL STATEMENTS
Transfers/
Adjustments/
As at Reclassi- As at
1.1.2019 Additions fication 31.12.2019
RM’million RM’million RM’million RM’million
2019
Group
Cost
Long leasehold land 2,213.5 23.6 152.3 2,389.4
Short leasehold land 189.7 0 (165.0) 24.7
Buildings 103.0 4.1 0 107.1
2,506.2 27.7 (12.7) 2,521.2
Transfers/
Charged Adjustments/
As at for the Reclassi- As at
1.1.2019 financial year fication 31.12.2019
RM’million RM’million RM’million RM’million
2019
Group
Accumulated depreciation
Long leasehold land 348.9 35.8 108.3 493.0
Short leasehold land 124.2 0.3 (110.5) 14.0
Buildings 0 43.1 0 43.1
473.1 79.2 (2.2) 550.1
Transfers/
Adjustments/
As at Reclassi- As at
1.1.2020 Additions fication 31.12.2020
RM’million RM’million RM’million RM’million
2020
Company
Cost
Long leasehold land 1,452.5 17.1 (233.4) 1,236.2
Short leasehold land 4.5 0 0 4.5
Buildings 91.1 17.3 0 108.4
1,548.1 34.4 (233.4) 1,349.1
Transfers/
Charged Adjustments/
As at for the Reclassi- As at
1.1.2020 financial year fication 31.12.2020
RM’million RM’million RM’million RM’million
2020
Company
Accumulated depreciation
Long leasehold land 359.9 19.9 (69.2) 310.6
Short leasehold land 2.9 0.1 0 3.0
Buildings 36.1 32.1 0 68.2
398.9 52.1 (69.2) 381.8
FINANCIAL STATEMENTS
Transfers/
Adjustments/
As at Reclassi- As at
1.1.2019 Additions fication 31.12.2019
RM’million RM’million RM’million RM’million
2019
Company
Cost
Long leasehold land 1,458.1 1.3 (6.9) 1,452.5
Short leasehold land 4.5 0 0 4.5
Buildings 89.9 1.2 0 91.1
1,552.5 2.5 (6.9) 1,548.1
Charged
As at for the As at
1.1.2019 financial year 31.12.2019
RM’million RM’million RM’million
2019
Company
Accumulated depreciation
Long leasehold land 340.2 19.7 359.9
Short leasehold land 2.7 0.2 2.9
Buildings 0 36.1 36.1
342.9 56.0 398.9
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
* It relates to the recognition of VSI as a subsidiary during the current financial year as disclosed in Note 48.
#
It relates to the reclassification of LPL’s ROU as asset held for sale as at 31 December 2020 as disclosed in Note 22.
^
The transfers, adjustments or reclassification includes the ROU assets amounting to RM163.7 million transferred at net book value to TNBPG as disclosed
in Note 49.
The title deeds of certain leasehold lands classified as ROU assets are in the process of being registered in the name of the Company and
certain subsidiaries.
Net book value of ROU pledged as security for borrowings are disclosed in Note 28.
7 SUBSIDIARIES
Company
Note 2020 2019
RM’million RM’million
At cost:
Unquoted ordinary shares (a)(b)(c)(d)(e)(f) 1,457.9 2,349.5
Redeemable preference shares (g)(h)(i)(j)(k)(l) 2,292.1 8,269.0
Shares/Options granted to employees of subsidiaries (m) 223.0 209.1
3,973.0 10,827.6
Less: Accumulated impairment losses (n) (3,150.2) (4,030.7)
822.8 6,796.9
p.209
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
7 SUBSIDIARIES (CONTINUED)
(a) On 23 April 2020, the Company subscribed to 2 new ordinary shares in REV Property Holdings Sdn. Bhd. (‘REVPH’), a wholly-owned
subsidiary of the Company, for RM2.
On 21 December 2020, the Company subscribed to additional 2 new ordinary shares in REVPH, for RM2.
(b) On 21 September 2020, the Company subscribed to additional 99,998 new ordinary shares in TNBPG, for RM99,998.
(c) On 28 September 2020, the Company acquired additional 1,900,000 new ordinary shares of Southern Power Generation Sdn. Bhd.
(‘SPG’) from a NCI, for cash amounting to RM1.9 million, which had increased the Company’s shareholding in SPG from 51.0% to
70.0% (Note 48).
(d) Upon completion of the approved internal reorganisation, the Company’s ordinary shares held in domestic power generation
subsidiaries amounting to RM1,014.2 million had been transferred to TNBPG on 1 October 2020.
(e) On 21 October 2020, the Company subscribed to additional 99,998 new ordinary shares in TNB Retail Sdn. Bhd., for RM99,998.
(f) On 31 December 2020, the Company subscribed to additional 30,000,000 new ordinary shares issued by TNB Power Daharki Ltd.
(‘TPD’) by conversion of amounts due from TPD amounting to RM120.5 million.
(g) On 27 April 2020, TNB Pasir Gudang Energy Sdn. Bhd. redeemed 1,100,000 units of Redeemable Preference Shares (‘RPS’) from the
Company for RM48.4 million.
(h) On 13 August 2020, Power and Energy International (Mauritius) Ltd. (‘PEIM’) redeemed 25,000 units of RPS from the Company for
RM50.9 million (USD12.2 million).
(i) On 28 September 2020, TNB Janamanjung Sdn. Bhd. redeemed 1,597,223 units of RPS from the Company for RM230.0 million.
(j) On 28 September 2020, the Company subscribed to 599,374,717 new RPS issued by SPG for cash amounting to RM599.4 million.
The Company also acquired additional 36,790,000 RPS for total consideration of RM281.1 million.
(k) Upon completion of the approved internal reorganisation, the Company’s RPS held in domestic power generation subsidiaries
amounting to RM6,823.5 million had been transferred to TNBPG on 1 October 2020.
(l) On 21 December 2020, the Company subscribed to 181,999,998 new RPS issued by REVPH, a wholly-owned subsidiary of the
Company for RM182.0 million.
(m) Upon completion of the approved internal reorganisation, the Company’s shares/options granted to employees of domestic power
generation subsidiaries amounting to RM65.0 million had been transferred to TNBPG on 1 October 2020.
p.210
TENAGA NASIONAL BERHAD
7 SUBSIDIARIES (CONTINUED)
(i) Impairment assessments for TNB Prai Sdn. Bhd. (‘PRAI’) and TNB Connaught Bridge Sdn. Bhd. (‘TNBCB’)
During financial year 2019, the Company had undertaken the impairment assessments of its investments in PRAI and TNBCB.
The assessments were triggered as the power plants in PRAI and TNBCB continued to unable to reach the level of efficiency as
stated in the PPA and expected to generate lower profits due to their contractual obligation to deliver energy at the set tariff.
Based on the impairment assessments, the carrying amount of the Company’s investments in PRAI and TNBCB as at 31 December
2019 exceeded its recoverable amount by RM987.1 million and RM178.4 million respectively, hence impairment losses were
recognised. Following the transfer of the domestic generation business to TNBPG on 1 October 2020 as disclosed in Note 49,
the Company had transferred its ownership and investments in certain subsidiaries including PRAI and TNBCB to TNBPG at net
carrying amounts which were inclusive of the accumulated impairment losses amounting to RM1,165.5 million stated above.
The investment in TPD which was by conversion of amount due from TPD amounting to RM120.5 million had been fully impaired
by the Company during previous financial year.
(iii) Impairment assessment for Power and Energy International (Mauritius) Ltd. (‘PEIM’)
During the financial year, the Company had undertaken the impairment assessment of its investment in PEIM, an investment
holding company. The assessment was triggered by the changes in economic outlook due to COVID-19 experienced by PEIM’s
associate, GMR Energy Limited (‘GEL’), which led to an impairment loss recognised at the Group level (Note 9(b)). Based on
the impairment assessment, the carrying amount of the Company’s investment in PEIM as at 31 December 2020 exceeded its
recoverable amount, hence additional impairment loss of RM149.0 million (2019: RM189.7 million) was recognised in the current
financial year.
The recoverable amount was determined based on VIU calculations, which applied a discounted cash flow model of PEIM for
the period of the remaining useful lives of the respective power plants of GEL Group ranging between 15 to 40 years. The cash
flows used in the calculations are the most recent forecasts and projections approved by the management of PEIM.
p.211
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
7 SUBSIDIARIES (CONTINUED)
(iii) Impairment assessment for Power and Energy International (Mauritius) Ltd. (‘PEIM’) (continued)
The cash flows were discounted using cost of equity based on the risk specific to the investments. The key assumptions take
into account the macroeconomic environment in India.
The Company’s review includes impact assessment of changes in key assumptions. The effects of the movement in the key
assumptions to the recoverable amount are as follows:
Changes in Impact on
assumptions recoverable amount
% Increase Decrease
RM’million RM’million
2020
Plant Availability Factor 5.0 8.8 (8.9)
Plant Load Factor 10.0 154.0 (134.1)
Discount rate 1.0 (48.2) 55.9
2019
Plant Availability Factor 5.0 11.9 (12.1)
Plant Load Factor 10.0 116.1 (121.5)
Discount rate 1.0 (36.0) 41.3
p.212
TENAGA NASIONAL BERHAD
7 SUBSIDIARIES (CONTINUED)
Allo Technology Sdn. Bhd. 100% 100% Information technology related services Malaysia
Malaysia Transformer Manufacturing 100% 100% Principally engaged in the business of Malaysia
Sdn. Bhd. manufacturing, selling and repairing distribution,
power and earthing transformers
REV Property Holdings Sdn. Bhd. 100% - Investment holding company, property asset Malaysia
management and property facility management
Sabah Electricity Sdn. Bhd. (‘SESB’) 83% 83% Business of generation, transmission, distribution Malaysia
and sale of electricity and services in Sabah
and the Federal Territory of Labuan
Tenaga Switchgear Sdn. Bhd. 60% 60% Principally engaged in the business of assembling Malaysia
and manufacturing of high voltage switchgears
and contracting of turnkey transmission
substations
TNB Capital (L) Ltd. 100% 100% Investment holding company Malaysia
TNB Energy Services Sdn. Bhd. 100% 100% Generating, distributing, supplying, dealing, Malaysia
selling of different kinds of energy sources and
related technical services
TNB Engineering Corporation 100% 100% Principally engaged as turnkey contractors, Malaysia
Sdn. Bhd. energy project development specialising in
district cooling system and co-generation
including operation and maintenance works
TNB Fuel Services Sdn. Bhd. 100% 100% Supplying fuel and coal for power generation Malaysia
TNB Global Captive (L) Ltd. 100% 100% Insurance and reinsurance related business Malaysia
TNB Global Ventures Capital Berhad 100% 100% Investment holding company Malaysia
FINANCIAL STATEMENTS
7 SUBSIDIARIES (CONTINUED)
TNB Integrated Learning Solution 100% 100% Providing training courses Malaysia
Sdn. Bhd.
TNB International Sdn. Bhd. 100% 100% Investment holding company Malaysia
TNB Power Daharki Ltd.# 100% 100% Investment holding company Mauritius
TNB Power Generation Sdn. Bhd. 100% 100% To operate generation facilities that produce Malaysia
electric energy
TNB Renewables Sdn. Bhd. 100% 100% Investment and development of Renewable Malaysia
Energy (‘RE’) projects as well as RE related
business
TNB Research Sdn. Bhd. 100% 100% Research and development, consultancy and Malaysia
other services
TNB Retail Sdn. Bhd. 100% 100% Managing customer relationships and responsible Malaysia
for sale of electricity and beyond
TNB Topaz Energy Sdn. Bhd. 100% 100% Investment holding for developing and investing Malaysia
in overseas power generation projects
TNB Ventures Sdn. Bhd. 100% 100% Investment holding company Malaysia
TNBX Sdn. Bhd. 100% 100% To act as the single-fronting Malaysia entity Malaysia
for customers to purchase/obtain solutions
beyond the meter. The solutions comprise non-
regulated products and services such as energy
efficiency, renewable energy and smart cities
Universiti Tenaga Nasional Sdn. Bhd. 100% 100% Providing higher education Malaysia
7 SUBSIDIARIES (CONTINUED)
Global Power Enerjî Sanayî Ve 100% 100% To engage in activities related to building and Turkey
Tîcaret Anonîm îrketî* operating electricity production facilities,
producing electricity and/or capacity and
distributing the generated electricity and/or
capacity to customers and/or to legal entities
with wholesale trade licences or retail sale
licences and to free consumers
Lahad Datu Holdings Sdn. Bhd.* 100% 100% Investment holding company Malaysia
(In members’ voluntary winding up)
REV Horizon Sdn. Bhd. 100% - Property asset management, property project Malaysia
management and facility and property
maintenance
TSG Ormazabal Sdn. Bhd. 36% 36% Assembling, manufacture, test, reconditioning, Malaysia
distribution and other sources of medium
voltage switchgear and control gear for
transmission and distribution of electric power
p.215
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
7 SUBSIDIARIES (CONTINUED)
MAEVI Sdn. Bhd. 70% 70% Providing infrastructure for hosting, data Malaysia
processing services and related activities
research and development on engineering and
technology, export and import of electrical and
electronic goods
Tenaga E Mobility Solutions Sdn. Bhd. 100% 100% Operation of parking facilities for motor vehicles Malaysia
(parking lots), operation of generation facilities
that produce electric energy and engineering
services
Bangsar Energy Systems Sdn. Bhd. 100% 100% Operating an integrated district cooling system Malaysia
for air conditioning systems of office buildings
Cooling Energy Supply Sdn. Bhd. 70% - Operation of the concession to operate, maintain Malaysia
and upgrade an existing district cooling co-
generation plant and to supply electricity and
chilled water to customer
TNEC Operations And Maintenance 100% 100% The company ceased business and has remained Malaysia
Sdn. Bhd. as investment holding company
Tomest Energy Management Sdn. Bhd.* 51% 51% Operating an integrated district cooling system Malaysia
(In members’ voluntary winding up) for air conditioning buildings
Tenaga Investments UK Ltd.# 100% 100% Investment holding company United Kingdom
Vortex Solar Investments S.A.R.L.*^ 55% 50% Investment holding company Luxembourg
Tenaga Wind Ventures UK Ltd.# 100% 100% Investment holding company United Kingdom
p.216
TENAGA NASIONAL BERHAD
7 SUBSIDIARIES (CONTINUED)
Bluemerang Capital Ltd.# 100% 100% Direct investment holding company of assets United Kingdom
involved in generation and sale of power
through renewable energy (wind turbines) in the
UK
GVO Wind Limited# 100% 100% Direct investment holding company of assets United Kingdom
involved in generation and sale of power
through renewable energy (wind turbines) in the
UK
Subsidiaries of Bluemerang
Capital Ltd.
BCL Caslterigg Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
BCL Gwynt Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
BCL Harmeston Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
BCL Murex Bennacott Ltd# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
BLC Hunday Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
Ili (Wellgreen) Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
LE18 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
LE19 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
Murex Bennacott Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
Boghead WT Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
Durpley WT Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind F-1 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
p.217
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
7 SUBSIDIARIES (CONTINUED)
GVO Wind No. 1 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 2 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 3 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 4 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 5 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 6 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 7 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 9 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 10 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 11 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 12 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 13 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 14 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 16 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 20 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 21 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
p.218
TENAGA NASIONAL BERHAD
7 SUBSIDIARIES (CONTINUED)
GVO Wind No. 22 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 23 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 24 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 25 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 27 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 28 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 29 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 30 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 31 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 32 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 35 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 36 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 39 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 40 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 41 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 42 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
p.219
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
7 SUBSIDIARIES (CONTINUED)
GVO Wind No. 43 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO Wind No. 44 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO/CME Wind No. 17 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
GVO/CME Wind No. 18 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
OGPW No.1 Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
Warren WT Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
Weston Town WT Limited# 100% 100% Operation of wind assets for the generation and United Kingdom
sale of electricity in the UK
Vortex Solar UK4 Limited*^ 55% 50% Intermediate holding company England and
Wales
TerraForm UK2 Intermediate Holdings, 55% 50% Intermediate holding company England and
Ltd*^ Wales
TerraForm UK3 Intermediate Holdings 55% 50% Intermediate holding company England and
Limited*^ Wales
Vortex Solar UK Limited*^ 55% 50% Direct investment holding company of assets England and
involved in generation and sale of power Wales
through renewable energy (solar) in the UK
Vortex Solar UK2 Limited*^ 55% 50% Intermediate holding company England and
Wales
Vortex Solar UK3 Limited*^ 55% 50% Intermediate holding company England and
Wales
p.220
TENAGA NASIONAL BERHAD
7 SUBSIDIARIES (CONTINUED)
Cambridge Solar Power Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
SunE Green Holdco2 Ltd*^ 55% 50% Direct investment holding company of assets England and
involved in generation and sale of power Wales
through renewable energy (solar) in the UK
SunE Green Holdco3 Limited*^ 55% 50% Direct investment holding company of assets England and
involved in generation and sale of power Wales
through renewable energy (solar) in the UK
SunE Green Holdco4 Limited*^ 55% 50% Direct investment holding company of assets England and
involved in generation and sale of power Wales
through renewable energy (solar) in the UK
SunE Green Holdco5 Limited*^ 55% 50% Direct investment holding company of assets England and
involved in generation and sale of power Wales
through renewable energy (solar) in the UK
SunE Green Holdco7 Limited*^ 55% 50% Direct investment holding company of assets England and
involved in generation and sale of power Wales
through renewable energy (solar) in the UK
SunE Green Holdco9 Limited*^ 55% 50% Direct investment holding company of assets England and
involved in generation and sale of power Wales
through renewable energy (solar) in the UK
SunE Green Holdco13 Limited*^ 55% 50% Direct investment holding company of assets England and
involved in generation and sale of power Wales
through renewable energy (solar) in the UK
SunE Hill Farm Solar Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
SunE Sundorne Grove Solar Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
Sunsave 11 (Wrockwardine Farm) 55% 50% Operation of solar assets for the generation and England and
Limited*^ sale of electricity in the UK Wales
Sunsave 17 (Castle Combe) Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
Sunsave 31 (Horam) Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
p.221
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
7 SUBSIDIARIES (CONTINUED)
AEE Renewables UK 31 Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
SunE Project1 Ltd*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
Sunsave 10 (Fareham) Ltd*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
Sunsave 15 (Westwood) Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
Sunsave 20 (KnowIton) Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
Boyton Solar Park Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
KS SPV 24 Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
Sunsave 6 (Manston) Ltd*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
MSP Fairwind Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
Sunsave 14 (Fenton) Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
Sunsave 43 (Epwell) Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
p.222
TENAGA NASIONAL BERHAD
7 SUBSIDIARIES (CONTINUED)
Brynteg Solar Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
Daisy No. 1 Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
SE Bury Lane Solar Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
SunE Green Energy Ltd*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
SunE Green Holdco6 Limited*^ 55% 50% Direct investment holding company of assets England and
involved in generation and sale of power Wales
through renewable energy (solar) in the UK
SunE Burthy Farm Solar Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
SunE Little Neath Solar Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
SunE Prestop Park Limited*^ 55% 50% Operation of solar assets for the generation and England and
sale of electricity in the UK Wales
TNB Liberty Power Limited# 100% 100% Operation of power plant and generation of Pakistan
electricity
Jimah East Power Sdn. Bhd. (‘JEP’)& 70% 70% Involved in power generation Malaysia
Kapar Energy Ventures Sdn. Bhd. 60% 60% Generate and deliver electricity energy and Malaysia
(‘KEV’)& generating capacity to TNB
Manjung Island Energy Berhad& - - Special purpose company to raise Islamic Malaysia
securities under the Islamic Securities
Programme
p.223
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
7 SUBSIDIARIES (CONTINUED)
Southern Power Generation 70% 51% Generate and deliver electricity and maintain Malaysia
Sdn. Bhd.& generating capacity to TNB
TNB Bukit Selambau Solar Sdn. Bhd.& 100% 100% Operation of generation facilities that produce Malaysia
electric energy
TNB Connaught Bridge Sdn. Bhd.& 100% 100% Generate and deliver electricity energy and Malaysia
maintain generating capacity to TNB
TNB Janamanjung Sdn. Bhd.& 100% 100% Generate and deliver electricity energy and Malaysia
maintain generating capacity to TNB
TNB Manjung Five Sdn. Bhd.& 100% 100% Generate and deliver electricity energy and Malaysia
maintain generating capacity to TNB
TNB Pasir Gudang Energy Sdn. Bhd.& 100% 100% Carry business of any matter relating to electricity Malaysia
especially the business of generation and
supply of electricity for any purpose in Malaysia
TNB Prai Sdn. Bhd.& 100% 100% Generate and deliver electricity energy and Malaysia
maintain generating capacity to TNB
TNB Repair And Maintenance 100% 100% Providing repair and maintenance services to Malaysia
Sdn. Bhd.& heavy industries and other related services
TNB Sepang Solar Sdn. Bhd.& 100% 100% Operation of generation facilities that produce Malaysia
electric energy
Lekir Bulk Terminal Sdn. Bhd. 100% 100% Development, ownership and management of a Malaysia
dry bulk terminal
p.224
TENAGA NASIONAL BERHAD
7 SUBSIDIARIES (CONTINUED)
TNB Western Energy Berhad 100% 100% Principally engaged in the construction of Malaysia
1,000MW coal fired power plant in Lumut,
Perak, Malaysia
TNB Northern Energy Berhad 100% 100% Principally to construct a 1,071MW gas fired Malaysia
power plant in Seberang Perai Tengah,
Seberang Perai, Pulau Pinang, Malaysia
Tenaga WHR 1 Sdn. Bhd. 100% 100% To carry on the business of establishing, Malaysia
constructing, commissioning, setting up,
operating and maintaining electric power
generation systems, transmission systems/
networks, power systems, generating stations/
plants based on waste heat recovery and/or
power efficiency technology
TNB REMACO Pakistan (Private) 100% 100% Providing repair and maintenance services to Pakistan
Limited# heavy industries and other related services
GSPARX Sdn. Bhd. 100% 100% Invest and develop RE projects for self- Malaysia
consumption/self-generation and its related
business
p.225
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
7 SUBSIDIARIES (CONTINUED)
TNB LABS Sdn. Bhd. 100% 100% Technical and laboratory services, consultancy Malaysia
and other services
Tenaga Cable Industries Sdn. Bhd. 76% 76% Manufacturing and distribution of power and Malaysia
general cables, aluminium rods and related
activities
UNITEN R&D Sdn. Bhd. 100% 100% Providing research and development in areas Malaysia
related to engineering, information technology,
business, accountancy, liberal studies and
other services
Yayasan Canselor Universiti Tenaga - - A trust established under the provision of Malaysia
Nasional Trustees (Incorporation) Act 1952 (Act 258) to
receive and administer funds for educational
and charitable purposes
#
Audited by a member firm of PricewaterhouseCoopers International Limited which is a separate and independent legal entity from PricewaterhouseCoopers
PLT, Malaysia.
* Not audited by PricewaterhouseCoopers PLT.
^
Vortex Solar Investments S.A.R.L. (‘VSI’) was previously recognised as an associate of TNB International Sdn. Bhd. (‘TNBI’) with a shareholding of 50.0%.
TNBI further acquired an additional 5.0% equity interest in VSI on 1 September 2020 which changed the controlling interest from an associate to a
subsidiary of the Group (Note 48). As at 31 December 2020, VSI and its subsidiaries have been disclosed as the subsidiaries of the Group.
&
Upon completion of the approved internal reorganisation, the Company’s net cost of investment in domestic power generation subsidiaries amounting to
RM6,737.2 million were transferred to TNBPG on 1 October 2020 (Note 49).
Capital and other commitments for the subsidiaries are disclosed in Note 42. There are no material contingent liabilities relating to the
subsidiaries.
p.226
TENAGA NASIONAL BERHAD
7 SUBSIDIARIES (CONTINUED)
The NCI is not material to the financial performance, financial position and cash flows of the Group. The NCI information for SPG, SESB and
JEP, which contribute to substantial portion of total NCI is set out below:
Other individually
SPG SESB JEP immaterial NCI Total
2020 2019 2020 2019 2020 2019 2020 2019 2020 2019
RM’million RM’million RM’million RM’million RM’million RM’million RM’million RM’million RM’million RM’million
Carrying amount
of NCI 237.0^ 33.3 270.2 224.8 922.7 904.5* 186.8** 137.7 1,616.7 1,300.3
Total
comprehensive
income/
(expenses)
allocated to NCI 5.7 (5.5) 45.4 (6.7) 18.2 20.8 (46.9) (113.9) 22.4 (105.3)
* Included in the carrying amount of NCI in JEP for financial year 2019 is a subscription of RPS by NCI via conversion of amount due to NCI amounting to
RM195.1 million.
** NCI in relation to the acquisition and recognition of a subsidiary, VSI amounting to RM98.8 million (Note 48).
^
The carrying amount of SPG’s NCI includes subscription of RPS by the NCI amounting to RM225.3 million and purchase of ordinary shares from the NCI
by the Company of RM27.3 million.
The summarised financial information of SPG, SESB and JEP before inter-company eliminations are as follows:
SPG SESB JEP
2020 2019 2020 2019 2020 2019
RM’million RM’million RM’million RM’million RM’million RM’million
FINANCIAL STATEMENTS
8 JOINT ARRANGEMENTS
Accounting Policy
A joint arrangement is an arrangement over which there is contractually agreed sharing of control by the Group with one or more parties
where decisions about the relevant activities relating to the joint arrangement require unanimous consent of the parties sharing control.
The classification of a joint arrangement as a joint operation or a joint venture depends upon the rights and obligations of the parties
to the arrangement. A joint venture is a joint arrangement whereby the joint venturers have rights to the net assets of the arrangement.
Joint operations are joint arrangements whereby the Company has the rights to the assets and obligations for the liabilities. In respect
of its interests in joint operations, the Company shall recognise in its financial statements the assets that it controls and the expenses
and liabilities that it incurs and its share of the income that it earns from the sale of goods or services.
The Group’s interest in joint ventures is accounted for in the consolidated financial statements using the equity method of accounting.
Equity accounting involves recognising in the consolidated statement of profit or loss, consolidated statement of OCI and consolidated
statement of changes in equity, the Group’s share of profits less losses of the joint ventures based on the latest audited financial
statements or management accounts of the joint ventures, made up to the financial year end of the Group. Where necessary, adjustments
are made to the results and net assets of the joint ventures to ensure consistency of accounting policies with those of the Group. The
Group’s investments in joint ventures are recorded at cost inclusive of goodwill and adjusted thereafter for accumulated impairment
losses and the post-acquisition change in the Group’s share of net assets of the joint ventures.
Unrealised gains on transactions between the Group and its joint ventures are eliminated to the extent of the Group’s interest in joint
ventures. Unrealised losses are also eliminated on the same basis but only to the extent of the costs that can be recovered, and the
balances that provide evidence of reduction in net realisable value or an impairment of the asset transferred are recognised in the
consolidated statement of profit or loss.
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
None of the joint ventures are material individually to the financial position, financial performance and cash flows of the Group.
* The Group’s credit policy provides amounts due from joint ventures with a 30 days (2019: 30 days) credit period.
FTJ Bio Power Sdn. Bhd. 40% 40% Generation and distribution of electricity using Malaysia
palm empty fruit bunches as its main fuel
source
Metrosphere Hydro Tersat Sdn. Bhd. 49% 49% Business related in hydro power plant and Malaysia
general trading
Airport Cooling Energy Supply 77% 77% To develop, design, engineer, procure, Malaysia
Sdn. Bhd. construct, finance district cooling projects
in the airport sector, to undertake the
comprehensive operational maintenance of
district cooling projects in the airport sector
and to carry on the business of producing,
distributing, applying, dealing and selling of
chilled water
p.229
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
GMR Tenaga Operations And 50% 50% Operation and maintenance of power plants India
Maintenance Private Limited
TNB Engineering Scale Corporation 60% 60% To carry out design, engineering, Malaysia
Sdn. Bhd. & ERS Energy Sdn. Bhd. procurement, manufacture, construction,
(‘TNEC-ERS’) installation, testing, commissioning and
completion works for a 29MWac Large
Scale Solar Photovoltaic Plant at Kuala
Muda, Kedah
TNB Repair And Maintenance 50% 50% Maintenance works for instrumental & control Kuwait
Sdn. Bhd. & Al-Dhow Engineering systems and mechanical equipment
(‘TNB REMACO & Al-Dhow JV’) services
TNB Repair And Maintenance 50% 50% Operation and maintenance services to Kuwait
Sdn. Bhd. & Kharafi National heavy industries and other related services
(‘TNB REMACO & KN JV’)
9 ASSOCIATES
Accounting Policy
Associates are all entities over which the Group has significant influence but not control or joint control, generally accompanying a
shareholding of between 20.0% and 50.0% of the voting rights.
Investments in associates are accounted for in the consolidated financial statements using the equity method of accounting and are
initially recognised at cost. Equity accounting is discontinued when the Group ceases to have significant influence over the associates.
The Group’s share of its associates’ post-acquisition profits or losses is recognised in the statement of profit or loss, and its share
of post-acquisition movements is recognised in OCI. The cumulative post-acquisition movements are adjusted against the carrying
amount of the investment. When the Group’s share of losses in an associate equals or exceeds its interests in the associate, including
any long term interests that, in substance, form part of the Group’s net investment in the associate, the Group does not recognise
further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate. If the associate
subsequently reports profits, the Group resumes recognising its share of those profits only after its share of the profits equals the share
of losses not recognised. The Group’s investments in associates include goodwill identified on acquisition, net of any accumulated
impairment losses (Note 3(c)).
Profits and losses resulting from upstream and downstream transactions between the Group and its associates are recognised in the
Group’s financial statements only for the unrelated investor’s interests in the associates. The accounting policies of associates have
been changed where necessary to ensure consistency with the policies adopted by the Group.
Dilution of gains and losses in associates are recognised in the consolidated statement of profit or loss.
If the ownership interest in an associate is reduced but significant influence is retained, only a proportionate share of the amounts
previously recognised in OCI is reclassified to profit or loss where appropriate.
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
FINANCIAL STATEMENTS
9 ASSOCIATES (CONTINUED)
(a) In July 2020, the Company had acquired additional 5.0% equity interest in Jimah Energy Ventures Holdings Sdn. Bhd. (‘JEV’) from
Menteri Besar Negeri Sembilan (‘MBNS’) (Incorporation) for RM25.1 million, increasing the total equity held by the Company in JEV to
25.0%. The classification of JEV as an associate remains unchanged.
During the financial year, the Group had undertaken the impairment assessment of its investment in GEL mainly attributable to the
changes in economic outlook for GEL due to COVID-19. Based on the impairment assessment, the carrying value of the Group’s
interest in GEL as at 31 December 2020 exceeded its recoverable amount by RM51.6 million (2019: RM198.3 million), hence additional
impairment loss had been recognised.
The recoverable amount was determined based on VIU calculations, which apply a discounted cash flow model of GEL Group for the
period of the remaining useful lives of the respective power plants of GEL Group which range between 15 to 40 years. The cash flows
used in the calculations are the most recent forecasts and projections approved by the Board of Directors and management of GEL.
The cash flows were discounted using cost of equity based on the risk specific to the investments. The key assumptions take into
account the macroeconomic environment in India.
The Group’s review includes impact assessment of changes in key assumptions. The effects of the movement in the key assumptions
to the recoverable amount are as follows:
Changes in Impact on
assumptions recoverable amount
% Increase Decrease
RM’million RM’million
2020
Plant Availability Factor 5.0 8.8 (8.9)
Plant Load Factor 10.0 154.0 (134.1)
Discount rate 1.0 (48.2) 55.9
2019
Plant Availability Factor 5.0 11.9 (12.1)
Plant Load Factor 10.0 116.1 (121.5)
Discount rate 1.0 (36.0) 41.3
p.232
TENAGA NASIONAL BERHAD
9 ASSOCIATES (CONTINUED)
(c) During the current financial year, the Group acquired an additional 5.0% equity interest in VSI for a consideration of GBP5.1 million
(RM28.4 million). Consequently, the investment in VSI as an associate was deemed disposed resulting in a remeasurement gain of
GBP41.9 million (RM231.3 million) (Note 36). VSI has became a subsidiary of the Group with 55.0% equity interest (Note 7 and 48).
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
* The Group and Company’s credit policy provides amounts due from associates with a 30 days (2019: 30 days) credit period.
The Group has not recognised share of loss amounting to RM251.8 million (2019: profit of RM36.6 million) and cumulative losses of
RM395.3 million (2019: RM143.5 million) in the current financial year for Gama Enerji Anonîm îrketî (‘Gama Enerji’), as the investment
in that associate has been fully written down by the Group.
p.233
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
9 ASSOCIATES (CONTINUED)
In the opinion of the Directors, the associates that are material to the Group are Lumut Maritime Terminal Sdn. Bhd. (‘LMTSB’), JEV and GEL.
The following summarises the financial information of the associates and reconcile the information to the carrying amount of the Group’s
interest in those associates.
Group’s share of net assets 237.8 235.3 240.3 138.1 365.0 447.6
Goodwill 37.8 37.8 0 0 482.9 504.6
Less: Accumulated
impairment losses 0 0 0 0 (554.6) (503.0)
Foreign exchange 0 0 0 0 7.1 0
Carrying amount 275.6 273.1 240.3 138.1 300.4 449.2
p.234
TENAGA NASIONAL BERHAD
9 ASSOCIATES (CONTINUED)
Fibrecomm Network (M) Sdn. Bhd. 49% 49% Provision of fibre optic transmission network Malaysia
services
GB3 Sdn. Bhd. 20% 20% Design, construction, operation and maintenance Malaysia
of a combined cycle power plant, generation
and sale of electrical energy and generating
capacity of the power plant
Teknologi Tenaga Perlis Consortium 20% 20% Operating and maintaining an electricity Malaysia
Sdn. Bhd. generating plant owned by the Company
Gama Enerji Anonîm îrketî 30% 30% To enter into commitments related to energy Turkey
investments and to carry out industrial,
commercial and business activities
Malaysian Shoaiba Consortium 20% 20% Acquiring and hold for investment, shares, stocks, Malaysia
Sdn. Bhd. debentures in Malaysia or elsewhere
Saudi Malaysia Operation and 30% 30% Operation and maintenance of electricity Kingdom of
Maintenance Services Company generation stations and water desalination Saudi Arabia
Limited plants
p.235
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
9 ASSOCIATES (CONTINUED)
Eastern Sabah Power Consortium 50% 50% To develop, construct and operate a gas-fired Malaysia
Sdn. Bhd. (In members’ voluntary power plant and to generate and sell electricity.
winding up)* The company has not commenced its operation
since the date of incorporation
Lumut Maritime Terminal Sdn. Bhd. 50% less 50% less Development of an integrated privatised project Malaysia
1 share 1 share encompassing ownership and operations of
multi-purpose port facilities, operation and
maintenance of a bulk terminal, sales and rental
of port related land and other ancillary activities
GMR Energy Limited 30% 30% Development, operation and maintenance of India
power generation projects and sale of power to
off-takers
Jana Landfill Sdn. Bhd. 20% 20% Generation and distribution of heat and electricity Malaysia
using methane gas from landfill sites
SD Plantation TNBES Renewable 49% 49% To develop, set up, construct, install, operate and Malaysia
Energy Sdn. Bhd. maintain renewable energy or biogas power
plant which uses the palm oil mill effluent as its
main source of fuel
Abraj Cooling LLC 49% 49% Contracting works for the construction of district United Arab
cooling plants Emirates
Gunung Tenaga Sdn. Bhd. 40% 40% Environmental services and research Malaysia
p.236
TENAGA NASIONAL BERHAD
9 ASSOCIATES (CONTINUED)
GEL
(a) Corporate guarantees 329.9 344.8
(b) Bank guarantees outstanding/Letter of credit outstanding 340.9 298.7
(c) Claims against the GEL Group not acknowledged as debts 337.8 1,162.8
(d) Matters relating to income tax under dispute 4.6 50.7
(e) Disputed entry tax liabilities 81.1 84.7
(f) Disputed demand for deposit of fund setup by Water Resource Department 28.8 30.1
(g) Matters related to indirect taxes duty under disputes 32.8 34.0
(h) Dispute on relinquishment charges for modification of transmission lines granted under long term 1.5 0
access
(i) Custom duties refunds 33.1 34.0
In 2010, a subsidiary of GEL was granted a refund of customs duty which was paid earlier towards
the import of plant and machinery. In 2011, the subsidiary received an intimation from the Office of
the Joint Director General of Foreign Trade (‘DGFT’) for cancellation of duty drawback refund order
granted thereby seeking refund of the amount that has been received earlier.
In the opinion of experts, the management is confident that the duty drawback refund granted
earlier was appropriate and that the cancellation of the duty drawback refund is not tenable.
During the financial year ended 31 March 2015, the matter has been transferred to the Hon‘ble
Supreme Court of India and will be concluded along with other similar cases and is pending
finalisation.
(j) Payment of electricity duty towards Chief Electrical Inspectorate, Government of Andhra Pradesh 42.7 44.6
(‘GoAP’)
The associate and a subsidiary received demands from the Chief Electrical Inspectorate, GoAP
for electricity duties on generation and sale of electrical energy since the commencement of
commercial operations date of its plants.
Based on internal assessment and expert legal opinion, the management of GEL is confident that
the provisions of Electricity Duty Act and Rules, 1939 in respect of payment of electricity duty are
not applicable to GEL.
(k) Appeals and disputes 162.8 170.2
GEL is in dispute with its fuel supplier which is currently being heard at the District Civil Court of
Bangalore.
Based on independent legal opinion and internal assessment, the management of GEL is confident
that it has a strong defense against these claims.
(l) Amount payable to vendors 35.4 38.5
GEL Group has an amount payable in foreign currency to certain vendors, which is outstanding for
more than 3 years. The GEL Group has applied for condonation of delay with the Reserve Bank of
India.
(m) General Electric International Inc (‘GE’) Arbitration 5.1 0
GEL has a remaining amount payable in foreign currency to GE for the outstanding invoices
for scheduled maintenance of gas turbines. GEL is in the process of filing the application for
condonation of delay with the Reserve Bank of India.
Total exposure 1,436.5 2,293.1
p.237
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
9 ASSOCIATES (CONTINUED)
Gama Enerji
Letters of guarantee 94.1 111.1
The letters of guarantee are mainly provided to certain regulators within the energy market and
Ministry of Water and Irrigation of Jordan.
Total exposure to the Group 459.2 721.3
10 GOODWILL ON CONSOLIDATION
Accounting Policy
Goodwill arises from a business combination and represents the excess of the aggregate of fair value of consideration transferred, the
amount of any non-controlling interest in the acquiree and the fair value of any previous equity interest in the acquiree over the fair value
of the net identifiable assets acquired and liabilities assumed on the acquisition date. If the fair value of consideration transferred is
less than the fair value of the net identifiable assets of the acquire in the case of a bargain purchase, the resulting gain is recognised in
statement of profit or loss.
Goodwill is recognised in the statement of financial position as non-current asset at cost less accumulated impairment losses and
tested for impairment annually. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each
of the cash generating units (‘CGUs’), or groups of CGUs, that is expected to benefit from synergies of the combination. Each unit or
group of units to which the goodwill is allocated represents the lowest level within the entity at which the goodwill is monitored for
internal management purposes. The carrying value of goodwill is compared to the recoverable amount, which is the higher of VIU and
the fair value less costs of disposal. Any impairment is recognised immediately to the statement of profit or loss and is not subsequently
reversed. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity disposed.
Group
2020 2019
RM’million RM’million
Goodwill in relation to foreign investments and operations amounts to RM223.0 million (2019: RM30.3 million).
p.238
TENAGA NASIONAL BERHAD
Goodwill is tested for impairment on annual basis. The carrying value of goodwill is allocated to the Group’s CGUs. The recoverable amount
of the CGU including goodwill, is determined based on its VIU. This VIU calculation applies a discounted cash flow model using cash flow
projections based on forecast approved by management. The forecasts reflect management’s expectations of revenue growth, operating
costs and margins for the CGUs based on current assessment of market share, expectations of market and industry growth.
The discount rate applied to the cash flow forecast refers to the industry’s pre-tax Weighted Average Cost of Capital (‘WACC’).
The discounted cash flow model used cash flow projections which covered a five-year period and cash flows beyond the projection
years are extrapolated using an estimated terminal growth rate.
The following key assumptions have been applied in the VIU calculation:
2020 2019
% %
Based on the Group’s assessment, no impairment losses were required as at 31 December 2020 as the recoverable amount exceeded
the carrying amount.
The Group’s review includes an impact assessment of changes in key assumptions used. Based on the sensitivity analysis performed,
it was concluded that no reasonable change in the base case assumptions would cause the carrying amount of the CGU to exceed its
recoverable amount.
The discounted cash flow model used cash flow projections which covered a thirty-year period.
The following key assumptions has been applied in the VIU calculation:
2020
%
Based on the Group’s assessment, no impairment losses were required as at 31 December 2020 as the recoverable amount exceeded
the carrying amount.
The Group’s review includes an impact assessment of changes in key assumptions used. The effects of the movement in the key
assumptions to the recoverable amount are as follows:
Changes in Impact on recoverable amount
assumptions Increase Decrease
RM’million RM’million
2020
Revenue growth rate 1.0% 37.8 (37.8)
Pre-tax discount rate 1.0% (227.4) 262.4
p.239
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Accounting Policy
Investment in unquoted debt securities are financial instruments and the accounting policy is disclosed in Note 46.
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
(a) The Unsecured Loan Notes primarily related to the Islamic Medium Term Notes (‘MTN’) facility subscription with a maturity period of
14 years and mature on 5 May 2034.
(b) The Sukuk Prihatin, issued by the Government, is a Commodity Murabahah (via Tawarruq) with a maturity period of 2 years and mature
on 22 September 2022. The profit rate is fixed at 2.0% per annum.
(c) Upon acquisition of additional 5.0% equity interest in VSI, the Group obtained control of VSI and therefore the PEC which was
previously held by the Group as an investment in unquoted debt securities was eliminated during the current financial year. The PEC
bears an interest of 8.0% per annum and has a maturity period of 30 years up to year 2047.
Credit risks relating to debt instruments above are disclosed in Note 46(b) of the financial statements.
12 DEFERRED TAXATION
Accounting Policy
Deferred tax is recognised on temporary difference arising between the tax bases of assets and liabilities and their carrying amounts
in the financial statements including those arising from business combinations. Deferred tax is not recognised on goodwill and those
arising from initial recognition of an asset or liability which at the time of the transaction affects neither accounting nor taxable profit or
loss.
Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences, unused tax losses and unutilised tax credits can be utilised. Deferred tax is recognised on temporary differences
arising on investment in subsidiaries, joint ventures and associates except where the timing of the reversal of the temporary difference
can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
Tax benefit from reinvestment allowance is recognised when the tax credit is utilised and no deferred tax asset is recognised when the
tax credit is receivable.
Deferred tax is measured at the tax rates (and laws) that have been enacted or substantially enacted at the end of the reporting period
and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.
p.240
TENAGA NASIONAL BERHAD
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities
and when the deferred taxes relate to the same tax authority. The following amounts, determined after appropriate offsetting, are shown in
the statement of financial position:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The movements during the financial year relating to deferred tax are as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
FINANCIAL STATEMENTS
The movements during the financial year relating to deferred tax are as follows: (continued)
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The amount of deductible temporary differences, unused tax losses, reinvestment allowance and investment tax allowance for which no
deferred tax assets are recognised in the statement of financial position are as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
No deferred tax assets are recognised from the above due to uncertainty of their recoverability. The unabsorbed capital allowances and investment tax
allowance do not expired under current tax legislation.
* The unutilised tax losses arising from a year of assessment (‘YA’) are allowed to be carried forward for utilisation up to 7 consecutive YAs from that YA. In
addition, any accumulated unabsorbed tax losses brought forward from YA2018 can only be utilised until YA2025.
Accounting Policy
Long term receivables is a financial instrument and the accounting policy is disclosed in Note 46.
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Financial asset
- Other receivables (a) 89.2 115.6 68.2 95.5
Less: Loss allowances (16.5) (23.8) (16.5) (23.8)
72.7 91.8 51.7 71.7
Non-financial assets
- Advance payment to contractors (b) 0.3 14.6 0 0
- Indirect tax (c) 154.8 619.6 0 0
- Prepayment 0 14.0 0 0
227.8 740.0 51.7 71.7
p.242
TENAGA NASIONAL BERHAD
(a) Included in the Group and Company are advances given to staff and other non trade receivables, which are not expected to be
received within 12 months from the statement of financial position date.
(b) Advance payment to contractors primarily relates to construction of plants which will be utilised against milestone payment invoices,
which is more than 12 months.
(c) Included in the Group is indirect tax receivables which are not expected to be received within 12 months from the statement of
financial position date.
Accounting policy
The amounts due from/(to) subsidiaries is a financial instrument and the accounting policy is as disclosed in Note 46.
Company
Note 2020 2019
RM’million RM’million
Non-current
Amounts due from subsidiaries 12,977.3 2,533.4
Less: Loss allowances (1,104.1) (1,887.8)
(a) 11,873.2 645.6
Current
Amounts due from subsidiaries 2,436.8 3,763.9
Less: Loss allowances (538.3) (806.4)
(b) 1,898.5 2,957.5
(a) The amounts due from subsidiaries are mainly related to:
(i) The amounts due from subsidiaries as at 31 December 2020 is inclusive of amounts due from TNBPG amounting to RM11,211.3
million in relation to the approved internal reorganisation (Note 49).
(ii) During the financial year, the amount due from KEV relating to the Redeemable Unsecured Loan Stocks (‘RULS’) has been
transferred to TNBPG upon completion of the approved internal reorganisation. The RULS previously bears interest at 8.0% per
annum on the outstanding nominal value of the principal.
(iii) Amount due from SESB is subject to interest rates of 6.0% (2019: 6.0%) per annum, is unsecured and has no fixed term of
repayment.
(b) Amounts due from/(to) subsidiaries classified as current are unsecured, interest free and repayable on demand.
FINANCIAL STATEMENTS
15 LEASES
Accounting Policy
When the Group and Company act as lessors, they determine at lease inception whether each lease is a finance lease or an
operating lease.
To classify each lease, the Group and Company make an overall assessment of whether the lease transfers substantially all of the
risks and rewards incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; otherwise,
then it is an operating lease.
Operating leases
Leases where the Group and Company retain substantially all the risks and rewards of ownership of the leased assets are
classified as operating leases. The Group and Company recognise lease payments received under operating leases as operating
income on a straight-line basis over the lease term.
Finance leases
If the Group and Company transfer substantially all the risks and rewards incidental to ownership of the leased assets, leases are
classified as finance leases. The Group and Company derecognise the leased assets and recognise the net investment in the lease
as a receivable. The difference between the gross receivable and the present value of the receivable is recognised as unearned
finance income. Lease income is recognised over the term of the lease using the net investment method, which reflects a constant
periodic rate of return.
The accounting policy on ROU assets and lease liabilities for lessees are disclosed in Note 6.
The Group’s finance lease receivables arise predominantly from Cooling Energy Supply Agreement (‘CESA’) and Energy Performance
Contract (‘EPC’).
Group
Present value of minimum
Minimum lease payments lease payments
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The effective interest rate implicit in the finance lease is approximately 9.5% (2019: 9.5%). The carrying amount of the finance lease
receivables approximate to their fair value.
p.244
TENAGA NASIONAL BERHAD
15 LEASES (CONTINUED)
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
(i) The Group and Company’s obligations under lease liabilities arise predominantly from the power purchase agreements with
several Independent Power Producers (‘IPP’).
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The weighted average effective interest rate applicable to the lease liabilities as at the financial year end for Group and Company
is 5.3% (2019: 5.5%) and 5.9% (2019: 5.9%) per annum respectively. The carrying amounts of the lease liabilities approximate
to their fair values.
p.245
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
15 LEASES (CONTINUED)
(ii) This represents future instalments under hire purchase of motor vehicles, repayable as follows:
Group
2020 2019
RM’million RM’million
Hire purchase creditors are effectively secured as the rights to the leased assets revert to the lessors in the event of default.
The weighted average effective interest rate applicable to the hire purchase creditors as at the financial year end is 5.0% (2019:
5.1%) per annum and interest for the financial year is at 2.7% (2019: 2.7%) per annum for the Group. The carrying amounts of
the hire purchase payables approximate to their fair values.
15 LEASES (CONTINUED)
The statement of profit or loss includes the following amounts relating to leases:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The Group and Company’s total cash outflows for leases were RM4,335.9 million (2019: RM4,972.0 million) and RM7,298.6 million
(2019: RM7,392.0 million) respectively.
Accounting Policy
Financial assets at FVOCI are financial instruments and the accounting policy is disclosed in Note 46.
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The Group and Company have irrevocably elected non-trading equity securities above at initial recognition to present its fair value changes
in OCI. The Group and Company consider this classification to be more relevant as these instruments are strategic investments of the Group
and Company and not held for trading purposes.
During the financial year, no dividend income was recognised and no investment was disposed. The details of the financial assets at FVOCI
are as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
FINANCIAL STATEMENTS
Accounting Policy
Financial assets at FVTPL are financial instruments and the accounting policy is disclosed in Note 46.
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Financial assets at FVTPL mainly represent investments in unit trusts and students’ loan.
Credit risks relating to financial assets at FVTPL are disclosed in Note 46(b) to the financial statements.
18 INVENTORIES
Accounting Policy
Inventories are stated at the lower of cost and net realisable value.
Cost of work-in-progress and finished goods comprise raw materials, direct labour and a proportion of the production overheads. Cost
is determined on the weighted average basis and comprises all costs of purchase and other costs incurred in bringing the inventories
to their present location and condition.
Net realisable value is the estimated selling price in the ordinary course of business, less the costs of completion and selling expenses.
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Accounting Policy
Trade and other receivables are amounts due from customers for goods sold or services performed in the ordinary course of business.
Other receivables generally arise from transactions outside the usual operating activities of the Group and Company. If collection is
expected in one year or less (or in the normal operating cycle of the business if longer), they are classified as current assets. If not, they
are presented as non-current assets.
Trade and other receivables are recognised initially at fair value, which is the amount of consideration that is unconditional unless
they contain significant financing components. The Group and Company hold the trade receivables with the objective to collect
the contractual cash flows and therefore measures them subsequently at amortised cost less accumulated impairment losses. The
impairment is determined based on the ECL model and is further disclosed in Note 46.
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The Group and Company’s credit policies provide trade receivables with a range between 30 days to 90 days (2019: 30 days to 90 days)
credit period.
Credit risks relating to receivables are disclosed in Note 46(b)(i) to the financial statements.
(a) Included in deposits and prepayments of the Group and Company is the recoverable amount of contractual obligation of RM1,161.4
million (2019: RM Nil) on the shortfall of committed gas volume to be consumed by the power sector under the Gas Framework
Agreement, which can be utilised to offset against future purchases of gas over and above the committed volume.
(b) Included in rechargeable job orders debtors of the Group and Company is an amount due from the Government amounting to
RM1,084.0 million (2019: RM Nil) for the sales discount given to the customers.
p.249
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
20 CONTRACT BALANCES
Accounting Policy
The Group recognises a contract cost that relates directly to a contract or to an anticipated contract as an asset when the cost
generates or enhances resources of the Group which will be used in satisfying performance obligations in the future and it is
expected to be recovered.
These contract costs are initially measured at cost and amortised on a systematic basis that is consistent with the pattern of
revenue recognition to which the asset relates. An impairment loss is recognised in the profit or loss when the carrying amount
of the contract cost exceeds the expected revenue less expected cost that will be incurred. Where the impairment condition no
longer exists or has improved, the impairment loss is reversed to the extent that the carrying amount of the contract cost does not
exceed the amount that would have been recognised had there been no impairment loss recognised previously.
A contract asset is recognised when the Group and Company’s rights to consideration are conditional on something other than the
passage of time. A contract asset is subject to impairment in accordance to MFRS 9 (Note 46). Typically, the amount will be billed
within 30 days of the supply of electricity for electricity customers and 60 to 180 days for satisfying the performance obligation
for other revenue streams. The amounts of the electricity supplied before the bills are issued is recognised as contract assets.
Payment is expected within 30 days from the billing date for all trade receivables.
A contract liability represents the obligation of the Group and Company to transfer goods or services to a customer for which
consideration has been received (or the amount is due) from the customers.
Contract liabilities primarily relate to contributions paid by electricity customers for the construction of electricity network assets.
The customers’ contribution are expected to be recognised as revenue over a period of 20 years, being the estimated average
useful life of the electricity network assets used to connect the customers to the electricity supply.
Other contract liabilities within the Group are relating to students fees. All other contract liabilities are expected to be recognised
as revenue over the next 12 months.
The Group and Company have recognised the following assets and liabilities related to contracts with customers:
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The Group and Company have recognised the following assets and liabilities related to contracts with customers: (continued)
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Contract assets have increased as the Group and Company have provided more services ahead of the agreed payment schedules for
fixed-price contracts. The Group and Company also recognised a loss allowance for contract assets.
Contract liabilities have increased for the Group and Company due to larger prepayments or contributions received from customers.
The following table shows how much of the revenue recognised in the current financial year relates to carried-forward contract
liabilities and how much relates to performance obligations that were satisfied in a prior financial year:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
FINANCIAL STATEMENTS
The following table shows unsatisfied performance obligations resulting from long term contracts:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Management expects 7.9% (2019: 9.4%) of the transaction price allocated to the unsatisfied contracts will be recognised as revenue
during the next financial year. The remaining 92.1% (2019: 90.6%) will be recognised from financial years 2021 to 2040.
In respect of the supply of electricity, the Group and Company applied the practical expedient to not disclose information related to
the transaction price allocated to the remaining performance obligations, on the basis that revenue is recognised from the satisfaction
of the performance obligations upon the consumption of electricity by the customers.
All contracts for period of one year or less are billed based on services provided. The transaction price allocated to these unsatisfied
contracts is not disclosed.
Accounting Policy
For the purpose of the consolidated statement of cash flows, cash equivalents are held for the purpose of meeting short term cash
commitments rather than for investment or other purposes. Cash and cash equivalents comprise cash in hand, deposits held at call
with financial institutions, other short term investments with original maturity of 3 months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. In the statement of financial
position, bank overdrafts are shown within borrowings in current liabilities.
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The interest rates per annum of bank balances and deposits with licensed banks that were effective as at the end of the reporting date were
as follows:
Group Company
2020 2019 2020 2019
% % % %
Bank balances 0.1 – 1.7 0.1 – 3.3 0.1 – 1.7 0.1 – 3.3
Deposits with licensed banks and financial institution 0.1 – 3.2 0.6 – 3.7 0.1 – 2.3 0.6 – 2.9
Deposits with licensed banks have maturity periods ranging from 1 to 365 days (2019: 1 to 365 days) for the Group and 1 to 90 days
(2019: 1 to 336 days) for the Company.
p.252
TENAGA NASIONAL BERHAD
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
* Debt reserve account relates to deposits placed with licensed financial institution as part of security obligations for bond financing.
** The cash at bank held in trust is in respect of grants received from the Government by a subsidiary for designated capital projects.
22 ASSETS CLASSIFIED AS HELD FOR SALE AND LIABILITIES DIRECTLY ASSOCIATED WITH THE ASSETS HELD FOR SALE
Accounting Policy
Non-current assets or groups of assets are classified as ‘held for sale’ if their carrying amounts will be recovered principally through a
sale transaction rather than through continuing use. Similarly, liabilities directly associated with the disposal group are also presented
separately from other liabilities in the statement of financial position.
Depreciation ceases when an asset is classified as an asset held for sale. Assets held for sale are stated at the lower of carrying amount
and fair value less costs to sell.
During the financial year, the Board of Directors had approved the proposed disposal of TPD and LPL, wholly-owned subsidiaries of the
Group. The proposed disposal is expected to be completed in 2021.
The associated assets and liabilities are presented as held for sale. As at 31 December 2020, the assets and liabilities of the disposal group
are as follows:
TPD LPL Total
RM’million RM’million RM’million
The TPD cost of investment was impaired at the Company during previous financial years.
p.253
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
23 PAYABLES
Accounting Policy
Trade and other payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from
suppliers. Other payables generally arise from transactions outside the usual operating activities of the Group and Company. Trade
and other payables are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the
business if longer). If not, they are presented as non-current liabilities.
Trade and other payables are recognised initially at fair value and subsequently measured at amortised cost, which is the fair value of
the consideration to be paid in the future for the goods and services received.
Provisions are recognised when the Group and Company have a present legal or constructive obligations as a result of past events, it
is probable that an outflow of resources will be required to settle the obligations and reliable estimates of the amounts can be made.
Where the Group and Company expect a provision to be reimbursed by another party, the reimbursement is recognised as a separate
asset but only when the reimbursement is virtually certain. Provisions are not recognised for future operating losses. Where there are
a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of
obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same
class of obligations may be small.
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
(a) Included in trade payables of the Group and Company are obligations amounting to RM3,448.8 million (2019: RM1,385.0 million),
relating to the Electricity Industry Fund under IBR mechanism and contractual obligation amounting to RM1,161.4 million (2019:
RM Nil), relating to shortfall of committed gas volume to be consumed by the power sector under the Gas Framework Agreement.
Credit terms of trade payables of the Group and Company vary from 30 to 60 days (2019: 30 to 60 days) depending on the terms of the
contracts.
The loss allowance on financial guarantee contracts are mainly arising from financial guarantees provided by the Company to an associate
arising from the ECL model (Note 46(b)(iv)).
p.254
TENAGA NASIONAL BERHAD
23 PAYABLES (CONTINUED)
The provisions are mainly in respect of development cost of Eleventh Malaysia Plan (‘RMK-11’), Cess fund contributed for Electricity
Supplies Industry Trust Account (‘AAIBE’) and levy tax.
Accounting Policy
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured at their
fair value at the end of each reporting period.
Fair value changes on derivatives that are not designated or do not qualify for hedge accounting are recognised in the statement of
profit or loss when the changes arise.
Notional
Note amount Liabilities
RM’million RM’million
Non-current liabilities
Outstanding foreign currency contracts
Interest rate swap contracts (b) 1,746.1 (150.2)
Profit rate swap contracts (c) 361.3 (25.5)
2,107.4 (175.7)
p.255
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Notional
Note amount Liabilities
RM’million RM’million
Non-current liabilities
Outstanding foreign currency contracts
Interest rate swap contracts (b) 604.5 (29.7)
Profit rate swap contracts (c) 134.7 (7.5)
739.2 (37.2)
Company
2020
Current liability
Outstanding foreign currency contracts
Forward foreign currency contracts (a) 93.3 (1.3)
2019
Current liabilities
Outstanding foreign currency contracts
Spot foreign currency contracts 18.7 0
Forward foreign currency contracts (a) 11.0 (0.2)
29.7 (0.2)
(a) The Group entered into forward foreign currency contracts with forward rates ranging from RM4.0520 to RM4.1075 (2019: RM4.0602
to RM4.4100) for 1 US Dollar, RM3.9630 (2019: RM3.6600 to RM3.8600) for 100 Japanese Yen.
(b) The Group entered into two Interest Rate Swap (‘IRS’) contracts that entitled the Group to receive interest at floating rates and obliged
to pay interest at fixed rate of 1.3% per annum and 1.7% per annum on aggregate notional principal of GBP30.7 million and GBP89.3
million respectively.
The Group had an additional IRS contract during the current financial year through VSI, which became a subsidiary of the Group
on 1 September 2020 (Note 48). In June 2017, Vortex Solar UK Limited, a wholly-owned subsidiary of VSI has entered into an IRS
contract that entitled the Group to receive interest at floating rates and obligated it to pay interest at fixed rate of 1.37% per annum
on aggregate notional amount principal of GBP212.1 million.
p.256
TENAGA NASIONAL BERHAD
(c) The Group entered into Profit Rate Swap (‘PRS’) contract that entitled TNB Bukit Selambau Solar Sdn. Bhd. to receive profit at floating
rates and obliged to pay profit at fixed rate of 4.31% per annum on aggregate notional principal of RM134.7 million.
In addition, the Group entered into PRS contract with effect from 13 February 2020 that entitled TNB Sepang Solar Sdn. Bhd. to receive
profit at floating rates and obliged to pay profit at fixed rate of 3.15% per annum on aggregate notional principal of RM236.2 million.
Credit risks relating to derivative financial instruments are disclosed in Note 46(b) to the financial statements.
25 EMPLOYEE BENEFITS
Accounting Policy
Wages, salaries, paid annual leave, bonuses, and non-monetary benefits that are expected to be settled wholly within 12 months
after the end of the period in which the employees render the related services are recognised in respect of employees’ services
up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled.
The Group and Company have various post-employment benefit schemes which are either defined contribution or defined benefit
plans. A defined contribution plan is a pension plan under which the Group and Company pay fixed contributions into a separate
entity (a fund) on a mandatory, contractual or voluntary basis and the Group and Company have no legal or constructive obligations
to pay further contributions if the fund does not hold sufficient assets to pay all employees benefits relating to employee services
in the current and prior periods.
The Group and Company’s contributions to the defined contribution plans are charged to the statement of profit or loss in the
financial year to which they relate. Once the contributions have been paid, the Group and Company have no further payment
obligations.
The Group and Company make contributions to the Company’s Retirement Benefit Plan, a defined benefit plan and an approved
fund independent of the Company’s finances. A book provision is also provided by the Group and Company as the contribution
rate required to fund the benefits under the said plan is in excess of the Inland Revenue maximum limit. The Group and Company
also provided for a Post-Retirement Medical Plan for certain employees, which is unfunded.
p.257
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The liability in respect of a defined benefit plan is the present value of the defined benefit obligation at the statement of financial
position date minus the fair value of plan assets. The Group and Company determine the present value of the defined benefit
obligation and the fair value of any plan assets with sufficient regularity such that the amounts recognised in the financial statements
do not differ materially from the amounts that would be determined at the end of the reporting date.
The defined benefit obligation, calculated using the Projected Unit Credit Method, is determined by an independent actuarial
firm, considering the estimated future cash outflows using market yields at the statement of financial position date of high-quality
corporate bonds which have currency and terms to maturity approximating the terms of the related liability.
The current service cost of the defined benefit plan reflects the increase in the defined benefit obligation resulting from employee
services in the current year. It is recognised in the statement of profit or loss as employee benefits expense.
The net interest cost is calculated by applying the discount rate to the net balance of the defined benefits obligation and the fair
value of plan assets. This cost is included in employee benefit expense in the statement of profit or loss. Actuarial gains and
losses arising from experience adjustments and changes in actuarial assumptions are recognised directly to the OCI in the period
in which they arise. The actuarial gains and losses are not subsequently reclassified to the statement of profit or loss.
The Group and Company operate a final salary defined benefit plan. The benefit is made as lump sum payment at retirement
or earlier exits due to death and early retirement. The RBTF has been closed to new entrants since January 2008. Currently,
there is no minimum funding requirement under the law.
The RBTF exposes the Group and Company to risks from interest rates from defined benefit being greater than expected
due to assumptions such as salary increment or turnover rates not being borne out. The RBTF is also exposed to investment
risks in relation to the assets of the plan.
The funding of the RBTF is based on recommendation of the actuary and approved by the Group and Company. The
contributions by the Group and Company are based on 7.0% (2019: 7.0%) of the annual basic salaries of the members. The
employees are not required to contribute to the plan.
The Group and Company expect to contribute 6.0% (2019: 6.0%) of the annual basic salaries of members to the plan in the
next financial year.
The Group and Company operate a post-retirement medical benefits plan in Malaysia. The PRMBS is closed to new entrants.
There is no minimum funding requirement under the current law. The PRMBS is unfunded.
The PRMBS exposes the Group and Company to risk from interest rates and from defined benefit being greater than
expected due to assumptions such as projection of medical benefit costs and mortality not being borne out.
There has not been any settlement or curtailment during the current financial year.
p.258
TENAGA NASIONAL BERHAD
Group
At 1 January 2020 2,653.5 (1,700.9) 952.6 12,472.2 13,424.8
FINANCIAL STATEMENTS
Group
At 1 January 2019 2,658.7 (1,609.1) 1,049.6 10,858.6 11,908.2
Company
At 1 January 2020 2,613.3 (1,703.8) 909.5 11,743.6 12,653.1
FINANCIAL STATEMENTS
Company
At 1 January 2019 2,619.9 (1,609.5) 1,010.4 10,269.4 11,279.8
The latest actuarial revaluation for RBTF and PRMBS was carried out in February 2021. The principal actuarial assumptions used in respect
of defined benefit plans are as follows:
Group Company
RBTF PRMBS RBTF PRMBS
% % % %
2020
Discount rates 3.7 - 4.5 4.1 3.7 4.1
Salary increment rate 5.0 - 6.0 N/A 6.0 N/A
Medical cost inflation:
- Inpatient N/A 5.5 N/A 5.5
- Outpatient N/A 4.5 N/A 4.5
Others:
- Specialist N/A 4.5 N/A 4.5
- Dialysis N/A 5.5 N/A 5.5
2019
Discount rates 4.3 - 11.3 4.5 4.3 4.5
Salary increment rate 5.0 - 11.3 N/A 7.0 N/A
Medical cost inflation:
- Inpatient N/A 5.5 N/A 5.5
- Outpatient N/A 4.5 N/A 4.5
Others:
- Specialist N/A 4.5 N/A 4.5
- Dialysis N/A 5.5 N/A 5.5
The effect of a 1.0% movement in the key assumptions to the defined benefit obligation balances are as follows:
RBTF PRMBS
Increase Decrease Increase Decrease
RM’million RM’million RM’million RM’million
Group
2020
Medical cost trend rate N/A N/A 1,840.4 (1,536.2)
Discount rate (149.6) 166.6 (1,584.1) 1,942.5
Salary increment rate 180.6 (164.9) N/A N/A
2019
Medical cost trend rate N/A N/A 1,737.9 (1,450.5)
Discount rate (161.2) 180.3 (1,490.5) 1,826.5
Salary increment rate 192.2 (174.8) N/A N/A
p.263
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The effect of a 1.0% movement in the key assumptions to the defined benefit obligation balances are as follows: (continued)
RBTF PRMBS
Increase Decrease Increase Decrease
RM’million RM’million RM’million RM’million
Company
2020
Medical cost trend rate N/A N/A 1,711.2 (1,432.0)
Discount rate (149.6) 166.6 (1,477.4) 1,807.1
Salary increment rate 180.6 (164.9) N/A N/A
2019
Medical cost trend rate N/A N/A 1,610.2 (1,347.6)
Discount rate (161.2) 180.3 (1,385.5) 1,693.1
Salary increment rate 192.2 (174.8) N/A N/A
The sensitivity analysis have been provided based on membership data as at 31 December 2020 and considered a change of each principal
assumption in isolation. The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the
previous period.
The weighted average duration of the Group and Company’s liabilities are estimated at approximately 7 and 14 years for RBTF and PRMBS
respectively.
The plan assets for RBTF did not include any ordinary share of the Company.
The Group and Company’s RBTF are conditional on future employment of the members of the plan. The Group and Company’s PRMBS are
not conditional on future employment and has been fully vested as at 31 December 2020.
26 CONSUMER DEPOSITS
Consumers (with the exception of employees and government departments/agencies) are required to deposit a sum sufficient to cover
charges for two months supply of electricity as allowed under the regulation of the Licensee Supply (Amendment) Regulations 2002. In
default of payment of the deposit within the time specified, the supply to the consumer’s installation may be disconnected, subject to certain
conditions laid out in the regulations.
Consumer deposits are classified as current liabilities as the amounts shall be refunded within 30 days upon request for termination of
electricity supply by the consumer.
p.264
TENAGA NASIONAL BERHAD
Accounting Policy
Borrowings are recognised initially at fair value, net of transaction costs incurred. In subsequent periods, borrowings are stated at
amortised cost using the effective interest method, any differences between proceeds (net of transaction costs) and the redemption
value are recognised in the statement of profit or loss over the period of the borrowings.
Borrowings are classified as current liabilities unless the Group and Company have an unconditional right to defer settlement of the
liability for at least 12 months after the statement of financial position date.
Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that
some or all of the facilities will be drawdown. In this case, the fee is deferred until the drawdown occurs. The transaction costs are
amortised over the tenure of the loan and recognised in the statement of profit or loss.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily
take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the
assets are substantially ready for their intended use or sale. All other borrowing costs are recognised in the statement of profit or loss
in the period in which they are incurred.
As for Government loans at an interest rate which is below the market rate of interest, the differential between the initial carrying value
of the loan based on market rate and the Government rate is recognised as a deferred income and is credited to the statement of profit
or loss over the period necessary to match the interest costs.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is
deducted from the borrowing costs eligible for capitalisation.
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The short term borrowings carry interest at rates ranging from 0.8% to 8.0% (2019: 0.8% to 15.8%) per annum for the Group and from 0.8%
to 9.4% (2019: 0.8% to 9.4%) per annum for the Company.
p.265
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
28 BORROWINGS
Accounting Policy
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Secured:
- Term loans (Note (a)) 4,942.1 3,234.0 0 0
- Bonds (Note (b)) 20,006.8 20,584.1 0 0
24,948.9 23,818.1 0 0
Unsecured:
- Term loans (Note (a)) 4,127.5 4,649.5 3,772.3 4,515.2
- Bonds (Note (b)) 18,858.4 15,971.9 17,868.4 14,972.9
- Redeemable Unsecured Loan Stocks (Note (c)) 579.8 549.4 0 0
23,565.7 21,170.8 21,640.7 19,488.1
48,514.6 44,988.9 21,640.7 19,488.1
28 BORROWINGS (CONTINUED)
Group
2020 2019
RM’million RM’million
The Federal Government loans obtained by SESB are secured by the following:
• A debenture creating:
- a first fixed charge over all present and future freehold and leasehold properties including all buildings and fixtures;
and
- a first floating charge over all present and future assets of SESB not effectively charged by way of the fixed charge.
• A deed of assignment transferring all SESB’s present and future rights and interests in all sales proceeds or revenue derived
from the sale of electricity generated from the projects funded.
• A deed of assignment transferring all SESB’s present and future rights and interests in the bank accounts in which the loan
proceeds are credited.
The tenure of the loans ranges from 20 to 25 years with a fixed interest rate applicable during the financial year ranging from 0%
to 4.0% per annum.
On 20 December 2010, TNEC entered into a 15-year RM73.3 million secured loan, bearing interest at a fixed rate of 5.9% per
annum. The loan will mature on 24 December 2025. The principal is payable in 12 annual instalments.
The term loan is secured by a corporate guarantee from the Company. The term loan also requires TNEC to comply with certain
affirmative and restrictive non-financial covenants.
On 2 May 2017, Malaysia Transformer Manufacturing Sdn. Bhd. (‘MTM’) entered into a RM25.0 million financing facilities under
Commodity Murabahah Financing-i with a floating profit rate of 1.6% plus prevailing Kuala Lumpur Interbank Offered Rate
(‘KLIBOR’) per annum and RM50.0 million under Revolving Financing-i with floating profit rate of 0.75% plus prevailing KLIBOR
per annum to partly finance the construction and development of a new plant at Kapar, Klang. The loan will mature on 29 May
2023.
In addition, on 28 August 2017, MTM obtained a RM35.0 million Commodity Murabahah Flexi Term Financing-i for the purpose
of part financing the new factory in Kapar, Klang. The loan will mature on 1 November 2023.
p.267
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
28 BORROWINGS (CONTINUED)
On 19 July 2017, TSS entered into a 20-year secured Term Loan (known as Istisna’ Term Financing-i) for a maximum principal of
RM280.0 million with a KLIBOR floating rate plus prevailing margin of 1.2% per annum (pre-commercial operation date (‘COD’))
and 1.3% per annum (post-COD) to finance the construction of a 50MW solar power plant at Kuala Langat.
The borrowings which are repayable from six months after the COD are required to be settled in full by the final maturity date of
30 June 2037.
(v) Term Loan - TNB Bukit Selambau Solar Sdn. Bhd. (‘TNBBSS’)
On 13 December 2018, TNBBSS obtained a RM135.0 million Islamic Facility Agreement from MUFG Bank (Malaysia) Berhad to
finance the construction of a 30MW solar power plant. The tenure of the facility agreement is up to 20 years with a profit rate for
pre-COD (KLIBOR+1.0%) and post-COD (KLIBOR+0.75%) per annum.
The borrowings are repayable from six months after the COD and is required to be settled in full by the final maturity date of 10
December 2038.
On 28 March 2018, TWV obtained bank loans and overdrafts which are secured by a fixed and floating charges over the assets
held by TWV. TWV entered into a new debt facility of GBP120.0 million for the purpose of refinancing the senior debt facility held
by GVO Wind Limited (‘GVO’) and Bluemerang Capital Limited (‘BCL’). The rate of interest is at a margin of 1.6% over London
Inter-bank Offered Rate (‘LIBOR’) per annum for the short term facility and 1.85% over LIBOR per annum for the long term facility.
The tenure of the loan is for 15 years.
On 22 June 2017, Vortex Solar UK4 Limited (‘VSUK’), wholly-owned subsidiary of VSI obtained a bank loan which is secured by a
fixed and floating charges over the assets held by VSUK for the purpose of refinancing the senior debt facility held by Terraform
UK3 Intermediate Holdings Ltd. VSUK entered into a loan agreement with the total of eight (8) lenders including Santander UK
Plc (‘Santander’) acting as the facility agent for an amount of GBP337.0 million, that will mature in March 2035. The facility bears
interest at a rate per annum equal to LIBOR plus an applicable margin of 1.9% for the first 3 years, 2.1% for subsequent 3 years,
2.3% for subsequent 3 years and thereafter at 2.5% until maturity.
On 25 November 2011, TNBJ obtained a RM4.9 billion Islamic Securities Programme to finance the construction of a 1,010MW
coal-fired power plant. The tenure of the Islamic Securities Programme ranges from 5 to 20 years with profit rates between 3.8%
and 4.9% per annum.
The Islamic Securities Programme was issued by Manjung Island Energy Berhad (‘MIEB’) which is a special purpose vehicle
company incorporated in Malaysia with a paid up capital of RM2.00 ordinary share. All of the issued shares of MIEB are held by
Equity Trust (Malaysia) Berhad as share trustee for the benefit of certain specified charities, under the terms of a declaration of
trust.
p.268
TENAGA NASIONAL BERHAD
28 BORROWINGS (CONTINUED)
The Islamic Securities Programme consists of 2 series and the details of the series are as follows:
On 22 May 2013, TNEB entered into a RM1.6 billion sukuk facility agreement to finance the construction of a 1,071MW gas-fired
power plant. The tenure of the facility agreement is 23 years with profit rates between 3.6% and 4.8% per annum. The sukuk
facility agreement consists of 39 tranches with tenures ranging from 4 to 23 years.
On 5 July 2013, KEV issued a sukuk facility based on the Shariah principles of Ijarah (‘Sukuk Ijarah’) of RM2.0 billion in nominal
value. The tenure of the sukuk ranging from 1 to 13 years with profit rates of 3.8% to 5.0% per annum. The Sukuk proceeds were
utilised for Shariah-compliant purposes, which include refinancing the outstanding Bai’ Bithaman Ajil Islamic Debt Securities
(‘BaIDS’), payment of fees and expenses in relation to the Sukuk Ijarah facility and to meet the general working capital purposes
of KEV.
On 24 January 2014, TWEB entered into a RM3.7 billion sukuk facility agreement to finance the construction of a 1,000MW coal-
fired power plant. The sukuk facility agreement consists of 20 tranches with tenures ranging from 10 to 20 years with profit rates
ranging from 5.1% and 5.8% per annum.
On 4 December 2015, JEP issued a Sukuk Murabahah of RM9.0 billion in nominal value. The proceeds from the Sukuk Murabahah
were utilised by JEP for shariah-compliant purposes in connection with the financing, design, engineering, procurement,
construction, installation, testing, commissioning, ownership, operation and maintenance of a 2,000MW coal-fired power plant
and associated facilities, including the transmission line and interconnection facilities. The tenure of the facility agreement is 23
years with profit rates between 5.0% and 6.8% per annum. The sukuk facility agreement consists of 36 tranches with tenures
ranging from 6 to 23 years.
On 31 October 2017, SPG issued a Sukuk Wakalah of RM3.7 billion in nominal value. The proceeds from the Sukuk Wakalah
were utilised for the following shariah-compliant purposes in connection with the financing, design, engineering, procurement,
construction, installation, testing, commissioning, ownership, operation and maintenance of a 1,440MW gas-fired power plant
and associated facilities, including the interconnection facilities.
The tenure of the facility agreement is 18 years with profit rates between 4.7% and 5.6% per annum. The sukuk facility agreement
consists of 28 tranches with tenures ranging from 4.5 years to 18 years.
p.269
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
28 BORROWINGS (CONTINUED)
On 4 October 2016, TGVC established a USD2.5 billion Multi-Currency Medium Term Note Sukuk Programme to provide flexibility
to Tenaga Nasional Berhad’s fund raising exercise for its future investments.
The Sukuk Programme is unsecured and has the benefit of unconditional and irrecoverable guarantee from Tenaga Nasional
Berhad, to meet the payment obligations of TGVC.
On 19 October 2016, the Company issued a USD750.0 million sukuk for a tenure of 10 years with profit rate of 3.2% per annum.
On 1 November 2018, the Company had a second issuance of USD750.0 million for a tenure of 10 years with a profit rate of 4.9%.
On 6 July 2017, the Company established a RM5.0 billion Islamic Medium Term Note Sukuk Wakalah to finance capital expenditure,
investment, general corporate purpose, working capital requirements and/or refinance any existing financing facilities of the
Issuer and/or its subsidiaries and to defray any fees and expenses of the Sukuk Programme.
On 3 August 2017, the Company issued RM2.0 billion comprise RM500.0 million with 15 years tenure and RM1.5 billion with 20
years tenure, with profit rates of 5.0% and 5.2% respectively.
On 29 August 2018, the Company issued RM3.0 billion comprise RM1.0 billion Sukuk Wakalah with 15 years tenure and RM2.0
billion with 20 years tenure, with profit rates of 4.8% and 5.0% per annum respectively.
On 30 June 2020, the Company established a RM10.0 billion Islamic Medium Term Note Sukuk Wakalah to finance capital
expenditure, investment, general corporate purposes, working capital requirement and/or refinance any existing financing
facilities of the Company and/or subsidiaries and to defray any fees and expenses of Sukuk Wakalah Programme.
On 12 August 2020, the Company issued RM3.0 billion comprises RM750.0 million with 10 years tenure, RM750.0 million with
15 years tenure and RM1.5 billion with 20 years tenure, with profit rates of 2.9%, 3.3% and 3.6% per annum respectively.
On 29 June 2004, KEV issued RM957.6 million of RULS to the Company and Malakoff Corporation Berhad to finance the acquisition
of Stesen Janaelektrik Sultan Salahuddin Abdul Aziz, Kapar.
• The RULS bear an interest of 8.0% per annum on the outstanding nominal value of the RULS. The interest is repayable semi-
annually on the last day of the relevant six months period from the issue date of RULS. The charge in the compounding interest
rate of 0% has been approved by the Board of Directors on 31 October 2016.
• The RULS are repayable from the third year from the issue date of RULS as stipulated in the agreement dated 29 June 2004. The
RULS have to be settled in full by the final maturity date of 8 July 2029.
p.270
TENAGA NASIONAL BERHAD
28 BORROWINGS (CONTINUED)
On 22 December 2017, Kumpulan Wang Persaraan (‘KWAP’) had provided a shareholder loan of GBP46.2 million to VSI through the
subscription of PEC. The financial instrument bears a fixed interest rate of 8.0% per annum and will mature in 2047.
Reconciliation of borrowings from financing activities during the financial year is as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Accounting Policy
Grants from the government are recognised at their fair values where there is a reasonable assurance that the grants will be received
and the Group will comply with all attached conditions.
Government grants relating to costs are deferred and recognised in the statement of profit or loss over the period necessary to match
them with the costs they are intended to compensate.
Government grants relating to construction of PPE are included in non-current liabilities as deferred income and are credited to the
statement of profit or loss on the straight line method over the expected lives of the related assets.
A subsidiary of the Group obtained Government loans at an interest rate which is below the market rate of interest. The differential
between the initial carrying value of the loan based on market rate and the Government rate is recognised as a deferred income and is
credited to the statement of profit or loss over the period necessary to match the interest costs.
p.271
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Group
2020 2019
RM’million RM’million
The government development grants are provided by the Government mainly for the construction of PPE of RM723.0 million (2019: RM768.2
million) and the Government loan below market interest rate is RM211.9 million (2019: RM231.9 million).
30 OTHER LIABILITIES
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
(a) The prepayment by lessee amounting to RM129.1 million and provisions for sales tax and liquidated damages amounting to
RM131.2 million have been classified as liabilities directly associated with assets classified as held for sale during the financial year
as disclosed in Note 22.
(b) Retention monies primarily relates to the vendor retention monies for projects with completion period of more than 12 months.
(c) Included in Others is the provision for restoration cost for certain assets for which there is an obligation to dismantle, remove and
restore the sites at the end of their useful lives amounting RM293.1 million (2019: RM145.6 million).
p.272
TENAGA NASIONAL BERHAD
31 SHARE CAPITAL
Accounting Policy
(a) Classification
Ordinary shares and non-redeemable preference shares with dividends are classified as equity. Other shares are classified as
equity and/or liability according to the economic substance of the particular instrument.
Distributions to holders of a financial instrument classified as an equity instrument are charged directly to equity.
Incremental external costs directly attributable to the issuance of new shares or options are shown in equity as a deduction, net
of tax, from the proceeds.
Dividends are recognised as liability in the period in which they are declared.
(i) The Special Share would enable the Government through the Minister of Finance Incorporated (‘MOF Incorporated’) to ensure
that certain major decisions affecting the operations of the Company are consistent with the Government’s policies. The Special
Shareholder, which may only be the Government or any representative or person acting on its behalf, is entitled to receive notices
of meetings but not to vote at such meetings of the Company. However, the Special Shareholder is entitled to attend and speak
at such meetings.
The Special Shareholder has the right to appoint any person, but not more than six at any time, to be a member of the Board of
Directors of the Company.
p.273
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
(ii) Certain matters, in particular the alteration of the Articles of Association of the Company relating to the rights of the Special
Shareholder, creation and issue of additional shares which carry different voting rights, the dissolution of the Company, substantial
disposal of assets, amalgamations, merger and takeover, require the prior consent of the Special Shareholder.
(iii) The Special Shareholder does not have any right to participate in the capital or profits of the Company.
(iv) The Special Shareholder has the right to require the Company to redeem the Special Share, at par, at any time.
(b) The Company issued and allotted 17,708,000 on 5 June 2020, 12,200 on 13 July 2020 and 44,900 on 9 September 2020 ordinary
shares in the Company to eligible executives or eligible employees, pursuant to the letter of offer dated 28 March 2017, 18 April 2018,
30 April 2019 and 6 July 2020 respectively in accordance with the by-laws of the LTIP scheme of the Company during financial year
ended 31 December 2020.
32 OTHER RESERVES
LTIP reserve relates to reserve created from the corresponding increase in equity from expenses recognised in profit or loss over the
vesting period of the equity-settled shares based compensation plan for the Group’s employees as disclosed in Note 35.
Arising from the remeasurements of the net defined employee benefit liability.
Foreign exchange reserve is used to record exchange differences arising from the translation of the financial statements of foreign
operations whose functional currencies are different from that of the Group’s presentation currency.
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Group
2020
As at the beginning of the financial year 319.3 (7,317.3) (786.7) 20.9 (7,763.8)
Arising in the financial year (3.9) (401.4) (72.3) (1.3) (478.9)
As at the end of the financial year 315.4 (7,718.7) (859.0) 19.6 (8,242.7)
2019
As at the beginning of the financial year 308.7 (6,034.8) (705.0) 38.4 (6,392.7)
Arising in the financial year 10.6 (1,282.5) (81.7) (17.5) (1,371.1)
As at the end of the financial year 319.3 (7,317.3) (786.7) 20.9 (7,763.8)
Employee
LTIP benefits FVOCI
reserve reserve reserve Total
RM’million RM’million RM’million RM’million
Company
2020
As at the beginning of the financial year 319.3 (6,849.8) 20.2 (6,510.3)
Arising in the financial year (3.9) (403.1) (1.3) (408.3)
As at the end of the financial year 315.4 (7,252.9) 18.9 (6,918.6)
2019
As at the beginning of the financial year 308.7 (5,670.4) 37.7 (5,324.0)
Arising in the financial year 10.6 (1,179.4) (17.5) (1,186.3)
As at the end of the financial year 319.3 (6,849.8) 20.2 (6,510.3)
p.275
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
33 REVENUE
Accounting Policy
Revenue which represents income arising in the course of the Group and Company’s ordinary activities is recognised by reference to
each distinct performance obligation promised in the contracts with customers. Revenue from contracts with customers is measured
at its transaction price, being the amount of consideration which the Group and Company expect to be entitled in exchange for
transferring promised goods or services to a customer, net of goods and service tax, returns, rebates and discounts. Transaction price
is allocated to each performance obligation on the basis of the relative stand-alone selling prices of each distinct good or services
promised in the contract. Depending on the substance of the respective contract with the customer, revenue is recognised when the
performance obligation is satisfied, which may be at a point in time or over time.
The Group and Company do not expect any contracts where the period between the transfer of the promised goods or services to
the customer and payment by the customer exceeds one year. As a consequence, the Group and Company do not adjust any of the
transaction prices for the time value of money.
Revenue from the supply of electricity in Peninsular Malaysia is regulated based on certain formulae and parameters as set out in
the regulatory implementation guidance under the IBR framework and as agreed with the regulators.
The contract with customers is for the supply of electricity based on tariff rates as set out in the provision of the Electricity Supply
Act 1990. Collection of the contract consideration from customers is considered probable.
The promise to supply electricity represents a promise to transfer a series of distinct goods that are substantially the same and
that have the same pattern of transfer to the customer. The performance obligation to deliver electricity is satisfied over time as
the customers simultaneously received and consumed the benefits provided by the Group and Company’s performance. Hence,
electricity revenue is recognised over time by the Group and Company when electricity is consumed by customers.
Generally, customers are billed on a monthly basis. As the amount at which the Group and Company have a right to invoice
corresponds directly with the value to the customer, the revenue from electricity sales is also recognised on a monthly basis.
Payment should be made by customers within 30 days from the date the bill is issued. An interest charge will be imposed if
payment is made later than 30 days after the bill date.
Electricity revenue includes an estimated value of the electricity consumed by customers from the date of their last meter reading
and the reporting period end. Accrued unbilled revenues recognised as contract assets are reversed in the following month when
actual billings occur.
ICPT, a mechanism established under the IBR allows the Company to pass through the volatility in fuel and other generation
specific costs (termed as the ‘Single Buyer Generation Cost’) to the consumers, such that the Company remains financially
neutral. The Company’s claims and undertakings under the ICPT mechanism are such that any over or under-recovery of costs
would be payable to or reimbursable from the Government, and would be recognised as part of revenue in the period the costs
are incurred. Actual base tariff billed to the customers remains unchanged.
p.276
TENAGA NASIONAL BERHAD
33 REVENUE (CONTINUED)
Included in the revenue, is the Annual Regulatory Adjustment (‘ARA’) for the over recovery of revenue and other income earned
during the year. The Company has taken into account the principles laid out in the Guidelines on Electricity tariff Determination
under the IBR for Peninsular Malaysia 2018, where the allowed revenue in each year is calculated as the sum of actual revenue
earned and any applicable adjustments, such as those related to the revenue-cap, price-cap and other income adjustment
mechanisms as described in the Guidelines. Other income which is earned from services not directly related to electricity supply,
but which are provided using the assets and/or staff of a licensee is deducted from the revenues to be earned from regulated
tariffs.
Sale of goods is recognised when control of the products has transferred, being when the products are delivered to the
customer and there is no unfulfilled obligation that could affect the customer’s acceptance of the products. Delivery occurs
when the products have been transported to the specific location, the risks of obsolescence and loss have been transferred
to the customer, and either the customer has accepted the products in accordance with the sales contract, the acceptance
provisions have lapsed, or the Group has objective evidence that all criteria for acceptance have been satisfied.
Revenue from these sales is recognised based on the price specified in the contract, net of the estimated discounts.
Accumulated experience is used to estimate and provide for the discounts, using the expected value method, and revenue
is only recognised to the extent that it is highly probable that a significant reversal will not occur. No element of financing
is deemed present as the sales are made with a credit term of an average between 30 to 60 days, which is consistent with
market practice. The Group’s obligation to repair or replace faulty products under the standard warranty terms is recognised
as a provision.
A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional
because only the passage of time is required before the payment is due.
Revenue from providing services is recognised over the period in which the services are rendered. Revenue is recognised
based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided
because the customer received and uses the benefits simultaneously.
In cases of fixed-price contracts, the customer pays the fixed amount based on a payment schedule. If the services rendered
exceed the payments, a contract asset is recognised. If the payments exceed the services rendered, a contract liability is
recognised.
If the contract includes hourly fees, revenue is recognised at the amount to which the Group has a right to invoice. The
amounts are billed within 60 to 180 days from satisfying the performance obligations and payment is expected within 30 days
from the billing date.
p.277
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
33 REVENUE (CONTINUED)
Revenue from construction contracts is recognised over time or at a point in time in accordance with performance obligations
being satisfied. Where revenue is recognised over time, the satisfaction of performance obligation is by reference to the stage of
completion which is assessed by reference to the contract costs incurred over the total estimated costs for each contract as at the
reporting date. Otherwise, revenue is recognised at a point in time when the customer obtains control of the assets. The related
costs are recognised in profit or loss when they are incurred.
Where the contracts include multiple performance obligations, the transaction price will be allocated to each performance
obligation based on the stand-alone selling prices. Where these are not directly observable, they are estimated based on expected
cost plus margin. If contracts include sale of goods as a separate performance obligation, revenue from this sale is recognised at
a point in time when the goods are delivered, the legal title has passed and the customer has accepted the goods.
When the consideration of a construction contract cannot be estimated reliably, contract revenue is recognised only to the extent
of contract costs incurred that are likely to be recoverable. An expected loss on a contract is recognised immediately in the
statement of profit or loss.
Estimates of revenues, costs or extent of progress toward completion are revised if circumstances change. Any resulting increases
or decreases in estimated revenues or costs are reflected in profit or loss in the period in which the circumstances that give rise
to the revision become known by management.
The amounts will be billed within 60 to 180 days from satisfying the performance obligations and payment is expected within 30
days from billing date. Advances received are included in contract liabilities.
Contributions received from customers consist of cash and assets in the form of PPE. It is a capital contributions for the construction
of assets, used to connect the customers to a network or to provide them with the service.
The customers’ contributions are viewed as indirectly related to the promise of providing supply of electricity to the customers.
Supply of electricity and customers’ contributions are not distinct because the customers cannot benefit from these two services
on their own. The connection infrastructures are to fulfil the obligation to supply electricity to the customers. Both the supply of
electricity and customers’ contributions are substantially the same, and have the same pattern of transfer to the customers.
Therefore, connection and the supply of electricity are one performance obligation. It is considered as part of the transaction
price for the overall service provided to the customers and is recognised over time. The customers’ contributions are deferred
and recognised over the period the constructed assets are used to provide electricity to the customers. The contributions are
recognised as contract liabilities and amortised over 20 years, being the estimated average useful life of the assets.
p.278
TENAGA NASIONAL BERHAD
33 REVENUE (CONTINUED)
Disaggregation of revenue from contracts with customers for the Group and Company are categorised as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Sales:
- Electricity* 43,203.3 49,912.2 40,521.3 47,013.0
- Goods and services 440.4 694.6 0 0
Construction contracts 49.3 61.4 0 0
Customers’ contributions 283.0 271.5 237.0 229.3
43,976.0 50,939.7 40,758.3 47,242.3
* Included in the sales of electricity are over-recovery of ICPT amounting to RM3,034.4 million (2019: under-recovery of RM1,917.9 million), other regulatory
adjustments of RM621.0 million (2019: RM1,364.1 million) and SESB’s tariff support subsidy of RM367.9 million (2019: RM362.9 million).
The revenue of the Group and Company are predominantly derived in Malaysia.
34 OPERATING EXPENSES
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Cost of sales:
- Energy cost 23,787.3 30,638.0 23,288.7 29,553.9
- Transmission cost 1,881.6 1,908.5 1,739.4 1,753.4
- Distribution cost 6,420.5 6,377.0 6,091.4 6,037.9
32,089.4 38,923.5 31,119.5 37,345.2
Administrative expenses 2,915.3 2,561.9 1,764.6 1,751.7
Other operating expenses 2,127.7 2,076.1 1,149.6 2,426.4
37,132.4 43,561.5 34,033.7 41,523.3
p.279
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Purchases from Independent Power Producers (‘IPPs’)^ 8,271.3 13,564.6 15,572.8 21,474.7
Fuel costs 9,514.4 10,847.9 1,498.1 2,030.3
Directors’ remuneration:
- Fees and allowances 3.2 3.4 3.1 3.0
- Other emoluments 3.4 0.2 3.4 0.2
Auditors’ remuneration:
- PricewaterhouseCoopers PLT, Malaysia
- Statutory audit 3.7 3.4 1.8 1.5
- Audit related services 2.2 2.2 2.2 2.1
- Member firm of PricewaterhouseCoopers International Limited
- Statutory audit 1.1 0.9 0 0
- Others
- Statutory audit 1.1 0 0 0
- Non-audit services
- Tax related services 0.5 0.2 0 0.1
- Other non-audit services 0.2 2.9 0.2 2.9
Staff costs (Note 35)* 3,825.8 3,747.7 2,771.6 2,782.2
Property, plant and equipment:
- Depreciation 6,997.3 6,421.7 4,758.5 4,611.0
- Written off 27.3 69.3 27.3 69.3
- Abandoned projects 30.8 0.2 30.8 0.2
Right-of-use assets:
- Depreciation 3,625.1 3,767.2 5,465.5 5,093.6
Impairment losses on investment in:
- Subsidiaries 0 0 164.5 1,355.0
- Joint ventures 0 0.5 0 0
- Associates 51.6 198.3 0 0
Inventories:
- Provision for obsolescence 163.7 122.9 105.6 116.7
- Write back of obsolescence (117.9) (89.2) (117.9) (89.2)
- Written off 82.5 38.4 78.2 37.8
Telecommunication expenses 78.1 69.2 77.9 67.4
Expenses arising from leases:
- Low-value assets (Note 15) 25.3 17.3 24.4 16.8
Research and development expenses 88.3 129.4 81.5 129.4
Receipt of Government subsidies# (200.6) (270.1) 0 0
^
These include amounts related to the Electricity Industry Fund amounting to RM23.7 million (2019: RM55.8 million).
* This includes the remuneration of the Executive Directors amounting to RM4.1 million (2019: RM7.8 million) for the Group and Company.
#
This represents the subsidies that SESB received for diesel and medium fuel oil from the Government. The total amount credited in the current year has
been offsetted against energy cost.
The estimated monetary value of benefits received by the Directors was RM3.4 million (2019: RM0.2 million) for the Group and Company.
All non-audit services were procured competitively in accordance with TNB Procurement Policies and Procedures. Non-audit services can
be offered by the external auditors of the Group if there are clear efficiencies and value added benefits to the Group.
p.280
TENAGA NASIONAL BERHAD
35 STAFF COST
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Details of the retirement benefit and post-retirement medical plans of the Group and Company are set out in Note 25 to the financial
statements.
The Group operates an equity-settled share-based compensation plan under which the entity receives services from employees as
consideration for equity instruments of the Group.
The fair value of the employee services received in exchange for the grant of the Company’s shares is recognised as an expense in the
statement of profit or loss over the vesting period of the grant, with a corresponding increase in share-based payment reserve in equity.
The total amount to be expensed over the vesting period is determined by reference to the fair value of the shares granted.
Non-market vesting conditions are included in the assumptions to arrive at the number of shares that are expected to vest. At the end of the
reporting period, the Group and Company revise its estimate of the number of shares that are expected to vest. The impact of the revision of
original estimates, if any, is recognised in the statement of profit or loss, with a corresponding adjustment to share-based payment reserve
in equity.
The fair value of shares granted to employees of subsidiaries is allocated to the subsidiaries.
The Company implemented a LTIP on 30 April 2015 for a period of 10 years. The LTIP is governed by the by-laws, which was approved by
the shareholders at an Extraordinary General Meeting on 18 December 2014. LTIP is intended to allow the Company to award the grant of
new shares to be vested to selected employees for the attainment of identified performance objectives.
p.281
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The LTIP comprises a Restricted Share Grant (‘RS Grant’) and a Performance Share Grant (‘PS Grant’). The main difference in the
features of the RS Grant and the PS Grant is the eligibility of the selected employees in terms of their job grades in the Group and the
performance targets and/or performance conditions to be met prior to the offer and vesting of the grant to the selected employees.
(i) RS Grant
The RS Grant is a restricted share grant for all eligible employees selected on a basis designated by the LTIP Committee. The
RS Grant will be awarded annually to the selected employees to be vested over a period of 3 years on pro-rata basis and
after fulfilment of individual performance targets based on the Group’s performance management system (such as individual
performance rating) and certain performance conditions (such as financial targets) as determined by the LTIP Committee from
time to time at its discretion in accordance with the terms and conditions of the LTIP.
(ii) PS Grant
The PS Grant is a performance share grant for senior executives of the Group and Executive Director as well as key employees
of the Group selected on a basis designated by the LTIP Committee. The PS Grant will be awarded annually to the selected
employees to be vested at the end of the 3-year period and after fulfilment of certain performance targets and/or conditions at
the time of grant and vesting, which may include, among other factors, total shareholders’ return and the long term financial
performance targets/ratios of the Group as determined by the LTIP Committee from time to time at its discretion in accordance
with the terms and conditions of the LTIP. At the point of vesting, the final award of the PS Grant is based on a multiple of
the initial grant whereby the multiple is determined according to the performance targets and/or conditions. In the event the
performance targets and/or conditions are not met by the selected employees, the grant will not be vested to them at the end of
the performance period.
The new ordinary shares to be allotted and issued upon the vesting of the ordinary shares pursuant to the RS Grant and PS Grant
will not be subjected to any retention period or restriction on transfer.
In implementing the LTIP, the grant will be satisfied by way of allotment and issuance of new ordinary shares to the respective RS
and PS grantees upon vesting of the grant.
The LTIP Committee shall decide from time to time at its discretion to determine or vary the terms and conditions of the offer,
such as the eligibility criteria and allocation in each grant, the timing and frequency of the award of the grant, the performance
targets and/or performance conditions to be met prior to the offer and vesting of the grant and the vesting period.
(b) Maximum number of new ordinary shares available under the LTIP
The maximum number of new ordinary shares which may be made available under the LTIP and/or allotted and issued upon vesting of
the new ordinary shares under the LTIP shall not be more than 10.0% of the issued and paid-up ordinary share capital of the Company
(excluding treasury shares) at any point in time during the duration of the LTIP.
p.282
TENAGA NASIONAL BERHAD
The total number of new ordinary shares that may be offered to any one of the selected employees and/or to be vested in any one of the
grantees under the LTIP at any time shall be at the discretion of the LTIP Committee (subject to the by-laws and any applicable law).
(d) Eligibility
Employees of the Group and Company (including the Executive Director) who meet the following criteria as at the date of offer shall
be eligible to be considered as an eligible employee to participate in the LTIP:
The LTIP Committee may determine any other eligibility criteria for the purpose of selecting an eligible employee at any time and from
time to time, at its discretion.
The new ordinary shares to be allotted and issued pursuant to the LTIP shall, upon allotment and issuance, rank equally in all respects
with the then existing issued ordinary shares.
The new ordinary shares to be allotted and issued pursuant to the vesting of the grant under the LTIP shall not be entitled to any
dividends, rights, allotments and/or any other distributions, for which the entitlement date is prior to the date on which the new
ordinary shares are credited into the Central Depository System (‘CDS’) accounts of the respective grantees upon vesting of the grant
under the LTIP.
If the LTIP Committee so decides (but not otherwise), in the event of any alteration in the capital structure of the Company during the
duration of LTIP, which expires on 29 April 2025, such corresponding alterations (if any) may be made to the LTIP in:
(i) The number of unvested new ordinary shares comprised in a grant; and/or
(ii) The method and/or manner in the vesting of the new ordinary shares comprised in a grant.
p.283
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The movement in the total number of share grants during the financial year is as follows:
Group Company
At At At At
1.1.2020 Granted Transferred* Forfeited Vested 31.12.2020 1.1.2020 Granted Transferred* Forfeited Vested 31.12.2020
‘000 ‘000 ‘000 ‘000 ‘000 ‘000 ‘000 ‘000 ‘000 ‘000 ‘000 ‘000
2020
LTIP 3
RS Grant 5,092.4 0 0 (666.3) (4,426.1) 0 3,740.0 0 0 (360.3) (3,379.7) 0
PS Grant 1,576.9 0 0 (1,576.9) 0 0 1,387.4 0 0 (1,387.4) 0 0
LTIP 4
RS Grant 10,282.4 0 0 (972.6) (5,040.4) 4,269.4 7,704.9 0 (557.8) (537.9) (3,949.9) 2,659.3
PS Grant 1,634.8 0 0 (250.8) 0 1,384.0 1,450.1 0 (321.9) (183.3) 0 944.9
LTIP 5
RS Grant 24,783.1 0 0 (1,723.5) (8,286.4) 14,773.2 19,198.4 0 (1,465.7) (1,133.4) (6,606.9) 9,992.4
PS Grant 2,575.3 0 0 (316.3) 0 2,259.0 2,298.8 0 (433.9) (257.5) 0 1,607.4
LTIP 5
Special
Grant
RS Grant 0 36.6 0 0 (12.2) 24.4 0 36.6 0 0 (12.2) 24.4
PS Grant 0 83.4 0 0 0 83.4 0 83.4 0 0 0 83.4
LTIP 6
RS Grant 0 29,755.5 0 (563.5) 0 29,192.0 0 23,662.1 (3,357.4) (409.4) 0 19,895.3
PS Grant 0 3,262.2 0 (131.8) 0 3,130.4 0 2,983.4 (548.5) (113.5) 0 2,321.4
Group Company
At At At At
1.1.2019 Granted Forfeited 31.12.2019 1.1.2019 Granted Forfeited 31.12.2019
‘000 ‘000 ‘000 ‘000 ‘000 ‘000 ‘000 ‘000
2019
LTIP 2
RS Grant 4,565.5 0 (4,565.5) 0 3,573.3 0 (3,573.3) 0
PS Grant 1,600.9 0 (1,600.9) 0 1,429.2 0 (1,429.2) 0
LTIP 3
RS Grant 11,828.0 0 (6,735.6) 5,092.4 8,820.7 0 (5,080.7) 3,740.0
PS Grant 1,913.9 0 (337.0) 1,576.9 1,673.1 0 (285.7) 1,387.4
LTIP 4
RS Grant 18,030.9 0 (7,748.5) 10,282.4 13,685.1 0 (5,980.2) 7,704.9
PS Grant 1,984.7 0 (349.9) 1,634.8 1,758.8 0 (308.7) 1,450.1
LTIP 5
RS Grant 0 25,443.7 (660.6) 24,783.1 0 19,712.3 (513.9) 19,198.4
PS Grant 0 2,704.3 (129.0) 2,575.3 0 2,400.2 (101.4) 2,298.8
The fair value of the share granted is estimated using the Monte Carlo Simulation Model with the following inputs:
Group and Company
LTIP 2 LTIP 3 LTIP 4
RS Grant PS Grant RS Grant PS Grant RS Grant PS Grant
Fair value at grant date RM12.87 - RM12.04^ RM12.33 - RM11.67^ RM13.96 - RM12.60^
RM13.53 RM13.21 RM15.21
Share price at grant date RM13.88 RM13.88 RM13.74 RM13.74 RM15.92 RM15.92
Expected volatility* 18.9% 18.9% 16.5% 16.5% 13.3% 13.3%
Expected dividend yield 2.5% 2.5% 3.6% 3.6% 4.4% 4.4%
Risk-free interest rate** 3.0% 3.3% 3.5% 3.6% 3.4% 3.5%
Grant date 1 April 2016 1 April 2016 28 March 2017 28 March 2017 18 April 2018 18 April 2018
Vesting date 30 April 2019 30 April 2020 30 April 2021
- Tranche 1 2 May 2017 N/A 30 April 2018 N/A 30 April 2019 N/A
- Tranche 2 30 April 2018 N/A 30 April 2019 N/A 5 June 2020 N/A
- Tranche 3 30 April 2019 N/A 5 June 2020 N/A 30 April 2021 N/A
Fair value at grant date RM11.24 - RM10.20^ RM10.00 - RM9.49^ RM10.08 - RM9.08^
RM12.18 RM11.62 RM10.99
Share price at grant date RM12.28 RM12.28 RM11.64 RM11.64 RM11.34 RM11.34
Expected volatility* 14.3% 14.3% 19.3% 19.3% 19.5% 19.5%
Expected dividend yield 4.1% 4.1% 8.6% 8.6% 4.5% 4.5%
Risk-free interest rate** 3.4% 3.4% 2.2% 2.4% 1.7% 2.1%
Grant date 30 April 2019 30 April 2019 6 July 2020 6 July 2020 27 July 2020 27 July 2020
Vesting date 30 April 2022 30 April 2022 28 April 2023
- Tranche 1 5 June 2020 N/A 13 July 2020 N/A 28 April 2021 N/A
- Tranche 2 30 April 2021 N/A 30 April 2021 N/A 28 April 2022 N/A
- Tranche 3 30 April 2022 N/A 30 April 2022 N/A 28 April 2023 N/A
^
Market considerations have been included in the consideration of fair value.
* Expected volatility is based on TNB’s 3 year average daily historical volatility.
** Risk-free interest is based on Malaysian Government Securities yield.
p.285
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Accounting Policy
Other operating income are the non-core revenue received for sales of goods and services rendered by the Group and Company.
Leasing income is accrued, unless collectability is in doubt. Dividend income is recognised when the shareholders’ rights to receive
payment is established. Interest on late payments is the 1.0% late payment interest charge imposed if payment of electricity bill is made
later than 30 days after the bill date in accordance with the Licensee Supply Regulations 1990. Accounting policy on gain on disposals
of PPE are disclosed in Note 5. All others are recognised upon completion of the rendering of services or sales of goods not in the
ordinary course of the Group and Company’s business.
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Other income comprises primarily income from sales of scrap and rechargeable works.
p.286
TENAGA NASIONAL BERHAD
Accounting Policy
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic
environment in which the entity operates (the ‘functional currency’). The financial statements are presented in Ringgit Malaysia
(‘RM’), which is the Company’s functional and presentation currency.
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of
the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of
such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign
currencies are recognised in the statement of profit or loss. However, exchange differences are deferred in OCI when they are
attributable to items that form part of the net investment in a foreign operation.
The results and financial positions of the Group’s entities (none of which has the currency of a hyperinflationary economy) that
have functional currencies which are different from the presentation currency are translated into the presentation currency as
follows:
(i) Assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that
statement of financial position;
(ii) Income and expenses for each statement of profit or loss and OCI are translated at average exchange rates (unless this
average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which
case income and expenses are translated at the rate on the dates of the transactions); and
(iii) All resulting exchange differences are recognised as a separate component of equity.
Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the
foreign operation and translated at the closing rate. Exchange differences arising on these items are recognised in OCI.
On consolidation, exchange differences arising from the translation of the net investment in foreign operations are taken to
shareholders’ equity.
On the disposal of a foreign operation (that is, a disposal of the Group’s entire interest in a foreign operation, or a disposal
involving loss of control over a subsidiary that includes a foreign operation, a disposal involving loss of joint control over a joint
venture that includes a foreign operation, or a disposal involving loss of significant influence over an associate that includes a
foreign operation), the cumulative amount of the exchange differences relating to that foreign operation recognised in OCI, and
accumulated in the separate component of equity, are reclassified from equity to profit or loss, as part of the gain or loss on
disposal.
In the case of a partial disposal that does not result in the Group losing control over a subsidiary that includes a foreign operation,
the proportionate share of accumulated exchange differences recognised in OCI are re-attributed to NCI in that foreign operation,
and are not recognised in profit or loss. For all other partial disposals (that is, reductions in the Group’s ownership interest in
associates or joint ventures that do not result in the Group losing significant influence or joint control) the proportionate share of
the accumulated exchange difference is reclassified to profit or loss.
p.287
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Accounting Policy
Finance income are interests and dividends received from investments or financial instruments.
Investment income earned on the temporary investment of specific borrowing pending their expenditure on qualifying assets is deducted
from the borrowing costs eligible for capitalisation.
Finance income is calculated by applying the effective interest method to the gross carrying amount of a financial asset except for
financial assets that subsequently become credit-impaired. For credit-impaired financial assets the effective interest rate is applied to
the net carrying amount of the financial assets (after deduction of the loss allowances). The accounting policy on fair value changes are
as per disclosed in Note 46.
General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset
are capitalised during the period of time that is required to complete and prepare the asset for its intended use. Qualifying assets are
assets that necessarily takes substantial period of time to get ready for their intended use. Other borrowing costs are expensed in the
period in which they are incurred.
Accounting policy on finance charges for lease liabilities and government grants are disclosed in Note 15 and Note 29, respectively.
p.288
TENAGA NASIONAL BERHAD
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Accounting Policy
Current tax expense is determined by the expected income taxes payable in respect of the taxable profit for the financial year and
is measured using the applicable tax rates according to the tax laws of the countries in which the Company and its subsidiaries
operate and generate the taxable profits.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulations
are subject to interpretation. Provisions are established where appropriate on the basis of amounts expected to be paid to the tax
authorities.
Tax is recognised in the profit or loss except to the extent that it relates to items recognised directly in OCI. In this case, the item
is recognised in OCI, net of tax.
(b) Zakat
The Group and Company recognise its obligation towards the payment of zakat on business income in the statement of profit
or loss. Zakat payment is an obligation and is accrued based on 2.5% of profit before tax and determined according to the
percentage of Muslim shareholding in the Company.
p.289
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The taxation and zakat for the Group and Company comprise:
Group Company
Note 2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Current tax:
- Malaysian corporate income tax 498.8 903.4 310.3 694.8
Deferred tax 12 97.4 110.1 62.1 193.5
Tax expense 596.2 1,013.5 372.4 888.3
Zakat 22.8 19.2 22.8 19.2
619.0 1,032.7 395.2 907.5
The explanation of the relationship between tax expense and profit before taxation and zakat is as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
* The reinvestment allowance incentive was enacted by the Government through the Finance Act 2020.
p.290
TENAGA NASIONAL BERHAD
Group
Defined benefit plan actuarial loss
(Note 25) (529.3) 127.3 (402.0) (1,676.6) 373.0 (1,303.6)
Foreign currency translation
differences (34.3) 0 (34.3) (101.5) 0 (101.5)
Financial assets at FVOCI (1.3) 0 (1.3) (17.5) 0 (17.5)
Share of OCI of associates
accounted for using the equity
method (38.7) 0 (38.7) 19.8 0 19.8
(603.6) 127.3 (476.3) (1,775.8) 373.0 (1,402.8)
Company
Defined benefit plan actuarial loss
(Note 25) (530.4) 127.3 (403.1) (1,551.9) 372.5 (1,179.4)
Financial assets at FVOCI (1.3) 0 (1.3) (17.5) 0 (17.5)
(531.7) 127.3 (404.4) (1,569.4) 372.5 (1,196.9)
Basic earnings per share is calculated by dividing the profit attributable to owners of the Company for the financial year by the
weighted average number of ordinary shares issued during the financial year.
Group
2020 2019
FINANCIAL STATEMENTS
For the purpose of calculating diluted earnings per share, the profit attributable to owners of the Company for the financial year and the
weighted average number of ordinary shares issued during the financial year has been adjusted for the dilutive effects of all potential
ordinary shares such as the LTIP granted to employees.
Group
2020 2019
41 DIVIDENDS
Interim single tier dividend for the financial year 2020 of 22.0 sen per share on 5,704,653,871 ordinary
shares (2019: interim single tier dividend of 30.0 sen per share on 5,686,888,771 ordinary shares) 1,255.0 1,706.1
Approved final single tier dividend for the financial year 2020 of 18.0 sen per share and a special single
tier dividend of 40.0 sen per share on 5,704,653,871 ordinary shares (2019: final single tier dividend
of 20.0 sen per share and a special single tier dividend of 50.0 sen per share on 5,686,888,771
ordinary shares) 3,308.7 3,980.8
4,563.7 5,686.9
Interim dividends are paid and accounted for in shareholders’ equity as an appropriation of retained profits in the financial year.
The Directors have approved a final single tier dividend of 18.0 sen per share and a special single tier dividend of 40.0 sen per share on
5,704,653,871 ordinary shares in respect of the financial year ended 31 December 2020 amounting to a total of RM3,308.7 million. The
dividends will be paid on 16 April 2021.
p.292
TENAGA NASIONAL BERHAD
42 COMMITMENTS
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
The Group and Company lease out its plant and equipment under non-cancellable operating leases. The lessees are required to pay
absolute fixed lease payments during the lease period. Total future minimum lease receivables under non-cancellable operating leases
contracted for at the reporting date but not recognised as receivables, are as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Excluded in non-cancellable operating leases contracted for during the current financial year is operating lease of a subsidiary
amounting to RM224.4 million, which has reclassified as liabilities directly associated with assets classified as held for sale.
p.293
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
43 CONTINGENT LIABILITIES
Accounting Policy
The Group and Company do not recognise contingent assets and liabilities other than those arising from business combinations, but
disclose its existence in the financial statements. A contingent liability is a possible obligation that arises from past events whose
existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Group
and Company or a present obligation that is not recognised because it is not probable that an outflow of resources will be required
to settle the obligation. A contingent liability also arises in the extremely rare case where there is a liability that cannot be recognised
because it cannot be measured reliably. However, contingent liabilities do not include financial guarantee contracts. A contingent asset
is a possible asset that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more
uncertain future events beyond the control of the Group and Company. The Group and Company do not recognise contingent assets
but disclose its existence where inflows of economic benefits are probable, but not certain.
Determination of the treatment of contingent liabilities is based on the Group and Company’s view of the expected outcome of the
contingencies after consulting legal counsel for litigation cases and internal and external experts to the Group and Company for matters
in the ordinary course of business.
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
All third party claims are being resolved and the Directors are of the opinion that their outcomes will not have a material adverse effect on
the financial positions of both the Group and Company.
On 7 December 2016, the Company and the Inland Revenue Board (‘IRB’) entered into a consent judgement before the Kuala Lumpur
High Court to substitute the judicial review proceedings with regard to the notices of additional assessment (‘Notices’) dated 23 November
2015 for the Years of Assessment 2013 and 2014 arising from the disallowance of the Company’s reinvestment allowance claims by filing
an appeal to the Special Commisioners of Income Tax (‘SCIT’). The consent judgement also provides that the IRB will not commence any
proceedings relating to the Notices until this matter is determined by the SCIT and by the High Court, if there is a subsequent appeal by
either party. On 15 December 2016, the Company filed notices of appeal against the Notices to the SCIT according to Section 99(1) of the
Income Tax Act 1967. The appeals have since been registered before the SCIT.
Meanwhile, for the Notices issued for Years of Assessment 2015, 2016 and 2017, on 30 December 2020, both TNB and IRB have recorded
a Consent Order. Pursuant to the Consent Order, the Court has granted a stay of proceedings against the enforcement of the IRB’s notices
of additional assessment and leave to commence judicial review. Subsequently, the High Court has fixed the hearing for the substantive
stage on 15 June 2021.
p.294
TENAGA NASIONAL BERHAD
With regards to the notice of additional assessment for the Year of Assessment 2018, on 21 January 2021, both the Company and IRB have
recorded a Consent Order. Pursuant to the Consent Order, the High Court has granted a stay of proceedings against the enforcement of the
IRB’s notice of additional assessment. The High Court has fixed a case management on 31 March 2021 to receive further instructions from
the Court with regards to the substantive stage.
The Company has obtained legal advice from its tax solicitors on the merits of the cases mentioned above and on this basis, the Directors
are of the opinion that no provision is required in the financial statements for the potential tax liability up to the reporting date.
For the purposes of these financial statements, parties are considered to be related to the Group or the Company if the Group or the
Company has the ability, directly or indirectly, to control the party or exercise significant influence over the party in making financial and
operating decisions, or vice versa, or where the Group or the Company and the party are subject to common control or common significant
influence.
Associate companies are those entities in which the Group has significant influence but not control as disclosed in Note 9.
KMP are defined as those persons having authority and responsibility for planning, directing and controlling the activities of the Group
and Company either directly or indirectly. The KMP of the Group or of the Company includes Executive Directors and Non-Executive
Directors of the Company and certain members of senior management of the Company.
Whenever exist, related party transactions also include transactions with entities that are controlled, jointly controlled or significantly
influenced directly or indirectly by any key management personnel or their close family members.
Government-linked corporations are related to the Group and Company by virtue of the substantial shareholdings of Khazanah
Nasional Berhad (‘KNB’), with 25.7% (2019: 27.3%) equity interest. KNB is a wholly-owned entity of MoF Incorporated which is in turn
owned by the Ministry of Finance. KNB and entities directly controlled by the Government are collectively referred to as government-
related entities to the Group and Company.
The Government and bodies controlled or jointly controlled by the Government of Malaysia are related parties of the Group and
Company. The Group and Company enter into transactions with many of these bodies, which include but are not limited to purchasing
of goods, including use of public utilities and amenities, and the placing of bank deposits.
All the transactions entered into by the Group and Company with the government-related entities are conducted in the ordinary
course of the Group and Company’s businesses on negotiated terms or terms comparable to those with other entities that are not
government-related, except otherwise disclosed elsewhere in the financial statements.
p.295
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The Group and Company are principally involved in the provision of electricity as part of their ordinary operations. These services are carried
out generally on commercial terms that are consistently applied to all customers. These transactions have been established on terms and
conditions that are not materially different from those obtainable in transactions with unrelated parties.
Apart from the individually significant transactions and balances as disclosed elsewhere in the financial statements, the Group and Company
have collectively, but not individually significant transactions with related parties.
In addition to the transactions detailed elsewhere in the financial statements, the Group and Company had the following significant
transactions with the following related parties based on agreed terms during the financial year:
Associate companies KMP
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Group
Income:
- Sales of electricity 1.3 1.2 0 0
- Interest income 9.9 27.6 0 0
- Dividend income 63.7 42.1 0 0
- Leasing income 24.0 25.7 0 0
Expenses:
- Purchase of electricity 2,956.6 3,795.4 0 0
- Finance cost on lease liabilities 364.0 414.3 0 0
- Key management compensations:
- Salaries, allowances and bonuses 0 0 27.9 23.7
- Benefits-in-kind 0 0 3.4 0.2
- Defined contribution retirement plan 0 0 3.6 2.7
- Other staff benefits 0 0 0.4 0.5
- LTIP expense/(reversal) 0 0 8.5 (0.2)
- Leasing expense 18.9 20.9 0 0
In addition to the transactions detailed elsewhere in the financial statements, the Group and Company had the following significant
transactions with the following related parties based on agreed terms during the financial year: (continued)
Subsidiary companies Associate companies KMP
2020 2019 2020 2019 2020 2019
RM’million RM’million RM’million RM’million RM’million RM’million
Company
Income:
- Sales of electricity 33.4 46.6 1.3 1.2 0 0
- Interest income 33.5 44.1 9.9 6.0 0 0
- Dividend income 114.9 59.3 57.6 31.0 0 0
- Rental income 35.3 25.3 0 0 0 0
- Leasing income 1.0 1.2 24.0 25.7 0 0
- Redemption of RPS 110.8 378.4 0 0 0 0
- Project management and consultancy 0 11.9 0 0 0 0
Expenses:
- Purchase of electricity 11,759.1 11,553.9 2,956.6 3,795.4 0 0
- Training fees 4.2 11.8 0 0 0 0
- Finance cost on lease liabilities 2,546.8 1,850.3 364.0 414.3 0 0
- Key management compensations:
- Salaries, allowances and bonuses 0 0 0 0 27.9 23.3
- Benefits-in-kind 0 0 0 0 3.4 0.2
- Defined contribution retirement plan 0 0 0 0 3.6 2.7
- Other staff benefits 0 0 0 0 0.4 0.5
- LTIP expense/(reversal) 0 0 0 0 8.5 (0.2)
- Leasing expense 0 0 18.9 20.9 0 0
45 SEGMENTAL REPORTING
Segmental reporting is not presented as the Group is principally engaged in the generation, transmission, distribution and sales of electricity
and the provision of other related services, which are substantially within a single business segment and this is consistent with the current
practice of internal reporting. The Group operates primarily in Malaysia.
p.297
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
46 FINANCIAL INSTRUMENTS
Accounting Policy
Financial instruments comprise financial assets and financial liabilities. The financial assets and liabilities are offset and presented as
net amount in the statement of financial position. Financial guarantees are part of the financial liabilities and recognised at fair value.
Financial assets
(a) Classification
The Group and Company classify its financial assets in the following categories: at amortised cost (‘AC’), at FVOCI or FVTPL. The
classification depends on the entity’s business model for managing the financial assets and the contractual terms of the cash
flows.
• The asset is held within a business model whose objective is to collect the contractual cash flows; and
• The contractual terms give rise to cash flows that are solely payments of principal and interest.
• Equity securities which are not held for trading, and which the Group and Company have irrevocably elected at initial
recognition to recognise in this category. These are strategic investments and the Group and Company consider this
classification to be more relevant; and
• Debt securities where the contractual cash flows are solely principal and interest and the objective of the Group and
Company’s business model is achieved both by collecting cash flows and selling financial assets.
The Group and Company reclassify debt instruments when and only when its business model for managing those assets changes.
Regular purchases and sales of financial assets are recognised on the trade-date, the date on which the Group and Company
commit to purchase or sell the assets. Financial assets are derecognised when the rights to receive cash flows from the financial
assets have expired or have been transferred and the Group and Company have transferred substantially all the risks and rewards
of ownership.
p.298
TENAGA NASIONAL BERHAD
(c) Measurement
At initial recognition, the Group and Company measure a financial asset at its fair value plus, in the case of a financial asset
not at FVTPL, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of
financial assets carried at FVTPL are expensed in the statement of profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are
solely payment of principal and interest.
• Debt instruments
Subsequent measurement of debt instruments depends on the Group and Company’s business model for managing
the asset and the cash flow characteristics of the asset. There are three measurement categories into which the Group
and Company classify its debt instruments:
- AC: Interest income from financial assets at AC is included in finance income using the effective interest rate
method. Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in other
gains/(losses) together with foreign exchange gains and losses. Impairment losses are presented as a separate
line item in the statement of profit or loss.
- FVOCI: Movements in the carrying amount of debt instruments classified under FVOCI are taken through OCI.
Upon derecognition of the assets, the cumulative gain or loss previously recognised in OCI is recognised to the
statement of profit or loss. The interest income from these financial assets is included in the finance income using
the effective interest rate method. The foreign exchange gains and losses are presented in other gains/(losses)
and impairment expenses are presented as a separate line item in the statement of profit or loss.
- FVTPL: Financial assets that do not meet the criteria for AC or FVOCI are measured at FVTPL. A gain or loss on
debt instruments which are measured at FVTPL are recognised in the profit or loss.
• Equity instruments
The Group and Company have elected to present fair value gains and losses on equity instruments in OCI. The fair
value gains and losses of these instruments will not be reclassified subsequently to the profit or loss. Dividends from
such investments are recognised in the statement of profit or loss as other income. Impairment losses (and reversal of
impairment losses) on equity instruments measured at FVOCI are also reported as other changes in fair value.
p.299
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
(d) Impairment
The Group and Company assess on a forward looking basis the expected credit losses associated with its debt instruments carried
at AC and FVOCI. The impairment methodology applied depends on whether there has been a significant increase in credit risk.
The Group and Company have the following financial instruments that are subject to the ECL model:
While cash and cash equivalents are also subject to the impairment requirements of MFRS 9, the identified impairment loss was
immaterial.
ECL represents a probability-weighted estimate of the difference between the present value of the cash flows according to
the contract and present value of the cash flows the Group and Company are expected to receive, over the remaining life of
the financial instruments. For financial guarantee contracts, the ECL is the difference between the expected payments to be
reimbursed to the holder of the guaranteed debt instrument less any amounts that the Company expects to receive from the
holder, the debtor or any other party.
For trade receivables, the Group and Company apply the MFRS 9 simplified approach, which requires expected lifetime losses
to be recognised from initial recognition of the receivables, except for those which are in default or credit impaired are assessed
individually.
For non trade receivables, at each reporting date the Group and Company measure ECL through a loss allowance at an amount
equal to 12 months ECL if credit risk on a financial instrument or a group of financial instruments has not increased significantly
since initial recognition.
p.300
TENAGA NASIONAL BERHAD
The Group and Company use the three-stage approach for non trade receivables which reflect their credit risks and how the loss
allowances are determined for each of those stages. Summary of the assumptions underpinning the Group and Company’s ECL
model for non trade receivables are as follows:
Types of non trade Stage 1 Stage 2 Stage 3
receivables Low credit risk Significant increase in Credit impaired
(12 months ECL Model) credit risk (Lifetime ECL (Lifetime ECL Model)
Model)
• Intercompany balances Positive operating cash Negative operating cash Dormant/History of default
flows/Net tangible assets flows and net tangible
(Total Assets - Total liabilities (Total Assets -
Liabilities)/Subsidiaries Total Liabilities)/without
with assets under defaulting on loan
construction having repayments
guaranteed long term
revenue contract and
agents
• Amounts due from Positive operating cash Negative operating cash History of default and
associates/joint ventures/ flows/Net tangible assets flows and net tangible currently defaulted
investment in unquoted (Total Assets - Total liabilities (Total Assets -
debt securities Liabilities) Total Liabilities)/No current
default
• Sundry deposits for rental Active contracts Inactive contracts and Inactive contracts and
spaces amounts outstanding less amounts outstanding more
or equal to 12 months than 12 months
• Rental receivables Active contracts and Active contracts and Inactive contracts
(net deposits) amounts outstanding less amounts outstanding more
or equal to 3 months than 3 months
FINANCIAL STATEMENTS
When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when
estimating ECL, the Group and Company consider reasonable and supportable information that is relevant and available without
undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group and Company’s
historical experience and informed credit assessment including forward-looking information, where available. Regardless of the
analysis above, a significant increase in credit risk is presumed if the financial asset is past due in making a contractual payment.
The gross carrying amount of a financial asset is written off (either partially or fully) to the extent that there is no realistic prospect of
recovery. This is generally the case when either the Group or Company determines that the debtor does not have assets or sources
of income that could generate sufficient cash flows to repay the amounts subjected to the write off. However, financial assets
that are written off could still be subject to enforcement activities in order to comply with the Group or Company’s procedures for
recovery of amounts due.
Financial liabilities
The Group and Company classify its financial liabilities in the following categories: at AC or at FVTPL.
Financial assets and liabilities are offset and the net amount presented in the statement of financial position (‘SOFP’) when there is a
legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis, or realise the asset and settle
the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal
course of business and in the event of default, insolvency or bankruptcy.
Financial guarantee contracts are contracts that require the Group or the Company to make specified payments to reimburse the holder
for a loss it incurs because a specified debtor fails to make payments when due, in accordance with the terms of a debt instrument.
Financial guarantee contracts are recognised as a financial liability at the time the guarantee is issued. The liability is initially measured
at fair value and subsequently at the higher of;
(i) The amount determined in accordance with the ECL model; and
(ii) The amount initially recognised less, where appropriate, the cumulative amount of income recognised in accordance with the
principles of MFRS 15.
The fair value of financial guarantees is determined as the present value of the difference in net cash flows between the contractual
payments under the debt instrument and the payments that would be required without the guarantee, or the estimated amount that
would be payable to a third party for assuming the obligations.
Where guarantees in relation to loans or other payables of associates are provided for no compensation, the fair values are accounted
for as contributions and recognised as part of the cost of the investment.
p.302
TENAGA NASIONAL BERHAD
Carrying
amount AC FVTPL FVOCI
RM’million RM’million RM’million RM’million
2020
Group
Financial assets
Investment in unquoted debt securities 265.8 265.8 0 0
Long term receivables 72.7 72.7 0 0
Finance lease receivables 11.2 11.2 0 0
Financial assets at FVOCI 57.6 0 0 57.6
Trade receivables 3,311.2 3,311.2 0 0
Non trade receivables 908.2 908.2 0 0
Amounts due from joint ventures 19.4 19.4 0 0
Amounts due from associates 183.5 183.5 0 0
Financial assets at FVTPL 7,114.4 0 7,114.4 0
Deposits, bank and cash balances 6,441.5 6,441.5 0 0
18,385.5 11,213.5 7,114.4 57.6
Company
Financial assets
Investment in unquoted debt securities 265.8 265.8 0 0
Long term receivables 51.7 51.7 0 0
Financial assets at FVOCI 56.9 0 0 56.9
Trade receivables 2,552.3 2,552.3 0 0
Non trade receivables 178.1 178.1 0 0
Amounts due from subsidiaries 13,771.7 13,771.7 0 0
Amounts due from associates 3.4 3.4 0 0
Financial assets at FVTPL 5,326.6 0 5,326.6 0
Deposits, bank and cash balances 2,395.0 2,395.0 0 0
24,601.5 19,218.0 5,326.6 56.9
p.303
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Carrying
amount AC FVTPL FVOCI
RM’million RM’million RM’million RM’million
2019
Group
Financial assets
Investment in unquoted debt securities 331.8 331.8 0 0
Long term receivables 91.8 91.8 0 0
Finance lease receivables 12.9 12.9 0 0
Financial assets at FVOCI 58.9 0 0 58.9
Trade receivables 3,415.5 3,415.5 0 0
Non trade receivables 686.6 686.6 0 0
Amounts due from joint ventures 10.6 10.6 0 0
Amounts due from associates 155.8 155.8 0 0
Financial assets at FVTPL 8,109.0 0 8,109.0 0
Deposits, bank and cash balances 6,291.7 6,291.7 0 0
19,164.6 10,996.7 8,109.0 58.9
Company
Financial assets
Investment in unquoted debt securities 12.0 12.0 0 0
Long term receivables 71.7 71.7 0 0
Financial assets at FVOCI 58.2 0 0 58.2
Trade receivables 2,183.6 2,183.6 0 0
Non trade receivables 308.7 308.7 0 0
Amounts due from subsidiaries 3,603.1 3,603.1 0 0
Amounts due from associates 2.6 2.6 0 0
Financial assets at FVTPL 7,334.4 0 7,334.4 0
Deposits, bank and cash balances 2,747.3 2,747.3 0 0
16,321.6 8,929.0 7,334.4 58.2
p.304
TENAGA NASIONAL BERHAD
Carrying
amount AC FVTPL
RM’million RM’million RM’million
2020
Group
Financial liabilities
Payables 6,524.3 6,524.3 0
Financial guarantee contracts 282.9 0 282.9
Lease liabilities 28,728.8 28,728.8 0
Amounts due to associates 237.8 237.8 0
Borrowings 49,452.6 49,452.6 0
Derivative financial instruments 177.0 0 177.0
Other liabilities 883.1 883.1 0
86,286.5 85,826.6 459.9
Company
Financial liabilities
Payables 3,896.3 3,896.3 0
Financial guarantee contracts 285.2 0 285.2
Lease liabilities 65,519.1 65,519.1 0
Amounts due to subsidiaries 1,411.9 1,411.9 0
Amounts due to associates 228.1 228.1 0
Borrowings 22,091.3 22,091.3 0
Derivative financial instruments 1.3 0 1.3
Other liabilities 603.5 603.5 0
94,036.7 93,750.2 286.5
p.305
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Carrying
amount AC FVTPL
RM’million RM’million RM’million
2019
Group
Financial liabilities
Payables 7,233.9 7,233.9 0
Financial guarantee contracts 282.9 0 282.9
Lease liabilities 31,306.1 31,306.1 0
Amounts due to associates 286.6 286.6 0
Amounts due to joint ventures 0.1 0.1 0
Borrowings 45,411.7 45,411.7 0
Derivative financial instruments 45.8 0 45.8
Other liabilities 649.9 649.9 0
85,217.0 84,888.3 328.7
Company
Financial liabilities
Payables 4,124.7 4,124.7 0
Financial guarantee contracts 285.8 0 285.8
Lease liabilities 67,438.9 67,438.9 0
Amounts due to subsidiaries 867.7 867.7 0
Amounts due to associates 278.6 278.6 0
Derivative financial instruments 0.2 0 0.2
Borrowings 19,488.1 19,488.1 0
Other liabilities 634.6 634.6 0
93,118.6 92,832.6 286.0
The Group and Company have exposure to the following risks embedded in its financial instruments:
• Credit risk;
• Liquidity risk; and
• Market risk.
Credit risk
Credit risk is the risk of a financial loss to the Group and Company if a customer or counterparty to a financial instrument fails to meet
its contractual obligations. The Group and Company’s exposures to credit risk arise principally from its receivables from customers,
investment in unquoted debt securities, deposits, bank and cash balances and derivative financial instruments. In addition, the
Company’s exposure to credit risk arises principally from loans and advances to subsidiaries and financial guarantees given to banks
in respect of banking facilities granted to certain subsidiaries and an associate.
p.306
TENAGA NASIONAL BERHAD
Contract assets
- recognised in profit or loss (43.8) (56.6) (36.7) (44.0)
- reversed 50.5 89.8 44.0 78.4
Intercompany balances
- recognised in profit or loss 0 0 (290.0) (538.7)
- reversed 0 0 299.1 258.9
FINANCIAL STATEMENTS
Risk management objectives, policies and processes for managing the risk
The Group and Company have a credit policy in place and the exposures to credit risk are monitored on an ongoing basis.
Normally, financial guarantees given by banks, shareholders or directors of customers are obtained, and credit evaluations are
performed on customers requiring credit over a certain amount.
The Group and Company’s credit policy provide trade receivables with a 30 to 90 days (2019: 30 to 90) credit period. The Group
and Company have no major significant concentration of credit risk due to their diverse customer base. An impairment has
been made for estimated unrecoverable amounts, determined by reference to past default experience of individual debtors and
collection portfolios.
The total trade receivables and contract assets and the impairment provided are as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Given the varied nature of the Group and Company’s customer base, the following analysis of trade receivables by type of
customer is considered the most appropriate disclosure of credit concentration.
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Impairment losses
The loss allowance for the trade receivables and the contract assets are as follows:
Individual Expected Collective
Gross impairment loss rate impairment Net
RM’million RM’million % RM’million RM’million
2020
Group
Not past due 1,396.2 (44.3) 0.7 (9.0) 1,342.9
Past due 0-30 days 385.9 (6.9) 0.9 (3.5) 375.5
Past due 31-120 days 888.7 (113.7) 4.4 (34.3) 740.7
Past due 121-240 days 564.9 (96.4) 9.8 (45.9) 422.6
Past due 241-365 days 355.1 (76.5) 62.8 (174.9) 103.7
Past due more than 365 days 1,859.9 (1,099.5) 57.2 (434.6) 325.8
Trade receivables 5,450.7 (1,437.3) (702.2) 3,311.2
Contract assets 3,241.6 (9.0) 1.1 (34.8) 3,197.8
Company
Not past due 1,146.4 (44.1) 0.6 (6.4) 1,095.9
Past due 0-30 days 289.6 (6.7) 1.0 (2.8) 280.1
Past due 31-120 days 743.9 (113.5) 3.0 (19.1) 611.3
Past due 121-240 days 483.5 (96.3) 8.6 (33.3) 353.9
Past due 241-365 days 303.2 (76.4) 67.4 (152.9) 73.9
Past due more than 365 days 1,596.9 (1,093.4) 72.8 (366.3) 137.2
Trade receivables 4,563.5 (1,430.4) (580.8) 2,552.3
Contract assets 3,121.2 (9.0) 0.9 (27.7) 3,084.5
p.309
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The loss allowance for the trade receivables and the contract assets are as follows: (continued)
Individual Expected Collective
Gross impairment loss rate impairment Net
RM’million RM’million % RM’million RM’million
2019
Group
Not past due 1,552.6 (41.9) 0.5 (7.0) 1,503.7
Past due 0-30 days 410.7 (2.8) 4.0 (16.3) 391.6
Past due 31-120 days 837.1 (97.5) 7.4 (54.8) 684.8
Past due 121-240 days 446.9 (42.9) 23.4 (94.5) 309.5
Past due 241-365 days 291.0 (51.6) 57.8 (138.3) 101.1
Past due more than 365 days 1,643.2 (417.9) 65.3 (800.5) 424.8
Trade receivables 5,181.5 (654.6) (1,111.4) 3,415.5
Contract assets 3,564.8 (8.5) 1.4 (48.1) 3,508.2
Company
Not past due 1,240.8 (41.6) 0.6 (6.8) 1,192.4
Past due 0-30 days 325.9 (2.7) 4.1 (13.4) 309.8
Past due 31-120 days 582.1 (97.5) 9.7 (47.2) 437.4
Past due 121-240 days 322.9 (42.6) 31.1 (87.2) 193.1
Past due 241-365 days 207.0 (51.6) 86.0 (133.7) 21.7
Past due more than 365 days 1,182.7 (411.8) 96.2 (741.7) 29.2
Trade receivables 3,861.4 (647.8) (1,030.0) 2,183.6
Contract assets 3,400.8 (8.5) 1.0 (35.5) 3,356.8
p.310
TENAGA NASIONAL BERHAD
The Group and Company apply MFRS 9 simplified approach to measure expected credit losses which uses a lifetime expected
loss allowance for all trade receivables and contract assets.
For certain large customers with high risk of default, the Group and Company assessed the risk of loss of each customer
individually based on their financial information, past trend of payments and external credit ratings, where applicable.
To measure the expected credit losses, trade receivables and contract assets have been grouped based on shared credit risk
characteristics and the days past due. The contract assets that relate to unbilled customers are substantially having the same
risk characteristics as the trade receivables for the same types of contracts. The Group and Company have therefore concluded
that the expected loss rates for trade receivables are a reasonable approximation of the loss rates of the contract assets.
The expected loss rates are based on the payment profiles of sales over a period of 2 to 10 years and the corresponding
historical credit losses experienced within this period. The historical loss rates are adjusted to reflect current and forward-looking
information on macroeconomic factors affecting the ability of the customers to settle the receivables. The Group and Company
have identified growth rates of real Gross Domestic Product (‘GDP’) of Malaysia to be the most relevant factor, and accordingly,
adjusts the historical loss rates based on the expected changes in this factor. As at 31 December 2020, for non-government
customers, a combination of growth rates of real GDP and inflation rates were identified as the most relevant factors.
During the current financial year, as a result of COVID-19, the Group and Company have considered initiatives such as moratorium
period, suspension of disconnection activities, waiver for interest on late payment and some other relief packages introduced by
the Government in assessing the ECL.
On that basis, the loss allowance was determined for both trade receivables and contract assets as reflected in the tables above.
p.311
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The opening loss allowances for trade receivables and contract assets reconcile to the closing loss allowances are as follows:
Trade receivables
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Contract assets
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Trade receivables are secured by deposits in the form of cash and bank guarantees. ECL is not provided on receivable balances
fully secured by deposits. The deposit amounts are reviewed on an individual basis periodically.
Individual receivables which were known to be uncollectible were written off by reducing the carrying amount directly.
Impairment losses on trade receivables and contract assets are presented as net impairment losses within operating profit.
Subsequent recoveries of amounts previously written off are credited against the same line item.
(ii) Investment in unquoted debt securities, deposits, bank and cash balances, derivative financial instruments and financial assets
at FVTPL
Risk management objectives, policies and processes for managing the risk
Investments, deposits, bank and cash balances, derivative financial instruments and financial assets measured at FVTPL are
liquid securities and mainly with reputable financial institutions.
Investment in unquoted debt securities are investment in an associate’s financial instruments. The credit risk of this associate is
monitored on a quarterly basis and the loss allowances are provided for accordingly.
The maximum exposure to credit risk is represented by the carrying amounts in the statement of financial position.
In view of the sound credit rating of counterparties, the Group and Company do not expect any counterparty to fail to meet its
obligations. The Group and Company do not have overdue investments that have not been impaired.
The investments, deposits, cash and bank balances and derivative financial instruments are unsecured.
p.313
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
(ii) Investment in unquoted debt securities, deposits, bank and cash balances, derivative financial instruments and financial assets
at FVTPL (continued)
Bank and cash balances are held with banks and financial institutions which have lower credit risks. In addition, some of the bank
balances are insured by Government agencies. Consequently, the Group and Company are of the view that the loss allowance is
not material and hence, it is not provided for.
The total investment in unquoted debt securities and the impairment provided are as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Impairment losses
The impairment for the remaining investment in unquoted debt securities, deposits, bank and cash balances, derivative financial
instruments and financial assets at FVTPL during the financial year and previous financial year was insignificant.
The loss allowances for investment in unquoted debt securities for the Group and Company using the general 3-stage approach
reconcile to the opening loss allowances for that provision are as follows:
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
2020
As at the beginning of the financial year 0 0 0 0
Impairment loss recognised (37.6) 0 0 (37.6)
As at the end of the financial year (37.6) 0 0 (37.6)
The impact on the carrying value of the investment in unquoted debt securities presented by the stages are as follows:
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
2020
Gross carrying amount 303.4 0 0 303.4
Less: Loss allowances (37.6) 0 0 (37.6)
Net carrying amount 265.8 0 0 265.8
p.314
TENAGA NASIONAL BERHAD
• Intercompany balances
Risk management objectives, policies and processes for managing the risk
The Company provides unsecured loans and advances to subsidiaries. The Company monitors the results of the subsidiaries
regularly.
At the end of the financial year, the maximum exposure to credit risk is represented by their carrying amounts in the
statement of financial position.
The total amounts due from subsidiaries and impairment provided are as follows:
Company
2020 2019
RM’million RM’million
Impairment losses
Generally, the Company considers loans and advances to subsidiaries having low credit risk. The Company assumes that
there is a significant increase in credit risk when a subsidiary’s financial position deteriorates significantly based on stages
determined in the accounting policy part (d) of this note. As the Company is able to determine the timing of payments of
the subsidiaries’ balances when they are payable, the Company considers the amount payable to be in default when the
subsidiaries are not able to pay when demanded. The Company considers a subsidiary’s balances to be impaired when:
At the end of the financial year, there was no indication that the amounts due from the subsidiaries are not recoverable other
than those which have already been impaired. The Company does not specifically monitor the ageing of advances to the
subsidiaries.
p.315
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The loss allowances for intercompany balances using the general 3-stage approach reconcile to the opening loss allowances
for that provision are as follows:
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
2020
As at the beginning of the financial year (261.1) (1,151.5) (1,281.6) (2,694.2)
Impairment loss recognised (155.4) (63.0) (71.6) (290.0)
Impairment loss reversed 19.9 0.5 278.7 299.1
Impairment loss transferred 88.4 800.4 153.9 1,042.7
As at the end of the financial year (308.2) (413.6) (920.6) (1,642.4)
2019
As at the beginning of the financial year (347.0) (96.0) (1,971.4) (2,414.4)
Impairment loss recognised 165.4 (2,032.2) 1,328.1 (538.7)
Impairment loss reversed (79.5) 976.7 (638.3) 258.9
As at the end of the financial year (261.1) (1,151.5) (1,281.6) (2,694.2)
The impact on the carrying value of the intercompany balances presented by the stages are as follows:
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
2020
Gross carrying amount 13,841.4 652.1 920.6 15,414.1
Less: Loss allowances (308.2) (413.6) (920.6) (1,642.4)
Net carrying amount 13,533.2 238.5 0 13,771.7
2019
Gross carrying amount 3,210.3 1,805.4 1,281.6 6,297.3
Less: Loss allowances (261.1) (1,151.5) (1,281.6) (2,694.2)
Net carrying amount 2,949.2 653.9 0 3,603.1
p.316
TENAGA NASIONAL BERHAD
• Other non trade receivables, amounts due from associates and joint ventures
Risk management objectives, policies and processes for managing the risk
Credit risk on other non trade receivables are mainly arising from RJO debtors which are receivables from specific works
requested by customers.
Credit risk also arises from sundry deposits for rental of office spaces from third parties and rental receivables. The Company
manages the credit risk together with the specific leasing arrangements.
Staff advances and staff loans have low credit risk as these are mostly provided to existing staff. These balances are
managed on a monthly basis.
Amounts due from associates and joint ventures are mostly due to transactions within the Group and have a low credit
risks. These balances are managed on a monthly basis.
At the end of the financial year, the maximum exposure to credit risk is represented by their carrying amounts in the
statement of financial position.
The Company receives down payments, LOU or indents for RJO debtors where works are requested by customers.
The Company receives deposits from third parties for rental of office spaces. For staff loans and staff advances, any
repayment is done through monthly payroll deductions.
In cases of RJO debtors arising from accidental damages to the Company’s assets whereby the third party is identifiable,
these amounts are fully impaired as there is very low prospect of recovery.
p.317
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
• Other non trade receivables, amounts due from associates and joint ventures (continued)
The total other non trade receivables, amounts due from associates and amounts due from joint ventures and impairments
provided are as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Impairment losses
Generally, the Group and Company consider other non trade receivables as having low credit risk. The Company assumes
that there is a significant increase in credit risk when there is a history of default in payments.
The loss allowances for other non trade receivables using the general 3-stage approach reconcile to the opening loss
allowances for that provision are as follows:
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
Group
2020
As at the beginning of the financial year (19.3) (0.8) (132.3) (152.4)
Impairment loss recognised (6.0) (0.2) (41.1) (47.3)
Impairment loss reversed 3.0 0.1 20.8 23.9
Impairment loss write back (4.1) (0.2) (27.7) (32.0)
As at the end of the financial year (26.4) (1.1) (180.3) (207.8)
2019
As at the beginning of the financial year (23.5) (1.0) (161.1) (185.6)
Impairment loss recognised 11.7 0.5 (44.1) (31.9)
Impairment loss reversed (7.5) (0.3) 28.2 20.4
Impairment loss written off 0 0 44.7 44.7
As at the end of the financial year (19.3) (0.8) (132.3) (152.4)
p.318
TENAGA NASIONAL BERHAD
• Other non trade receivables, amounts due from associates and joint ventures (continued)
The loss allowances for other non trade receivables using the general 3-stage approach reconcile to the opening loss
allowances for that provision are as follows: (continued)
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
Company
2020
As at the beginning of the financial year (17.6) (0.4) (104.6) (122.6)
Impairment loss recognised (1.1) (0.2) (15.8) (17.1)
Impairment loss reversed 8.7 0 0 8.7
As at the end of the financial year (10.0) (0.6) (120.4) (131.0)
2019
As at the beginning of the financial year (21.5) (0.8) (92.1) (114.4)
Impairment loss recognised 8.7 0.9 (27.9) (18.3)
Impairment loss reversed (4.8) (0.5) 15.4 10.1
As at the end of the financial year (17.6) (0.4) (104.6) (122.6)
p.319
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
• Other non trade receivables, amounts due from associates and joint ventures (continued)
The loss allowances for amounts due from associates using the general 3-stage approach reconcile to the opening loss
allowances for that provision are as follows:
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
Group
2020
As at the beginning of the financial year (7.1) 0 0 (7.1)
Impairment loss recognised (0.2) 0 0 (0.2)
As at the end of the financial year (7.3) 0 0 (7.3)
2019
As at the beginning of the financial year (7.2) 0 0 (7.2)
Impairment loss reversed 0.1 0 0 0.1
As at the end of the financial year (7.1) 0 0 (7.1)
Company
2020
As at the beginning of the financial year 0 0 0 0
Impairment loss recognised (0.2) 0 0 (0.2)
As at the end of the financial year (0.2) 0 0 (0.2)
2019
As at the beginning of the financial year (0.1) 0 0 (0.1)
Impairment loss reversed 0.1 0 0 0.1
As at the end of the financial year 0 0 0 0
p.320
TENAGA NASIONAL BERHAD
• Other non trade receivables, amounts due from associates and joint ventures (continued)
The loss allowances for amounts due from joint ventures using the general 3-stage approach reconcile to the opening loss
allowances for that provision are as follows:
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
Group
2020
As at the beginning of the financial year 0 0 0 0
Impairment loss recognised (28.4) 0 0 (28.4)
Impairment loss reversed 3.6 0 0 3.6
As at the end of the financial year (24.8) 0 0 (24.8)
There was no loss allowances for amounts due from joint ventures in previous financial year.
The impact on the carrying value of other non trade receivables presented by the stages are as follows:
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
Group
2020
Gross carrying amount 932.0 65.9 190.8 1,188.7
Less: Loss allowances (26.4) (1.1) (180.3) (207.8)
Net carrying amount 905.6 64.8 10.5 980.9
2019
Gross carrying amount 729.8 51.6 149.4 930.8
Less: Loss allowances (19.3) (0.8) (132.3) (152.4)
Net carrying amount 710.5 50.8 17.1 778.4
Company
2020
Gross carrying amount 196.3 39.2 125.3 360.8
Less: Loss allowances (10.0) (0.6) (120.4) (131.0)
Net carrying amount 186.3 38.6 4.9 229.8
2019
Gross carrying amount 350.0 43.3 109.7 503.0
Less: Loss allowances (17.6) (0.4) (104.6) (122.6)
Net carrying amount 332.4 42.9 5.1 380.4
p.321
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
• Other non trade receivables, amounts due from associates and joint ventures (continued)
The impact on the carrying value of amounts due from associates presented by the stages are as follows:
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
Group
2020
Gross carrying amount 190.8 0 0 190.8
Less: Loss allowances (7.3) 0 0 (7.3)
Net carrying amount 183.5 0 0 183.5
2019
Gross carrying amount 162.9 0 0 162.9
Less: Loss allowances (7.1) 0 0 (7.1)
Net carrying amount 155.8 0 0 155.8
Company
2020
Gross carrying amount 3.6 0 0 3.6
Less: Loss allowances (0.2) 0 0 (0.2)
Net carrying amount 3.4 0 0 3.4
2019
Gross carrying amount 2.6 0 0 2.6
Less: Loss allowances 0 0 0 0
Net carrying amount 2.6 0 0 2.6
p.322
TENAGA NASIONAL BERHAD
• Other non trade receivables, amounts due from associates and joint ventures (continued)
The impact on the carrying value of amounts due from joint ventures presented by the stages are as follows:
Stage 1 Stage 2 Stage 3 Total
RM’million RM’million RM’million RM’million
Group
2020
Gross carrying amount 44.2 0 0 44.2
Less: Loss allowances (24.8) 0 0 (24.8)
Net carrying amount 19.4 0 0 19.4
2019
Gross carrying amount 10.6 0 0 10.6
Less: Loss allowances 0 0 0 0
Net carrying amount 10.6 0 0 10.6
Risk management objectives, policies and processes for managing the risk
The Company provides financial guarantees to banks in respect of banking facilities granted to certain subsidiaries and an
associate. The Company monitors the ability of the subsidiaries and the associate to service their loans on an individual basis
annually.
The maximum exposure to the Company amounts to RM2,663.5 million (2019: RM3,298.8 million) representing banking facilities
utilised by the subsidiaries and an associate as at the end of the financial year.
The financial guarantees are provided as credit enhancements to the subsidiaries’ and associate’s secured loans.
p.323
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The total financial guarantees and loss allowances provided are as follows:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Impairment losses
The Company assumes that there is a significant increase in credit risk when a subsidiary or associate has indication of defaulting
on its banking facilities. The Company considers a financial guarantee to be credit impaired when the subsidiary or associate is
unlikely to repay its credit obligation to the bank in full.
The Company determines the probability of default of the guaranteed loans individually using internal information available.
Loss allowance has been recognised mainly arising from the financial guarantee provided by the Group in 2016 to support the
loan facility offered to Anadolu Do algaz Elektrik Üretim ve Ticaret A. . (‘ICAN’), a subsidiary of Gama Enerji. The ECL is
determined based on an internal assessment of Gama Enerji’s debt servicing ability taking into account of the current adverse
macroeconomic conditions in Turkey.
The movement in the loss allowances of financial guarantees during the financial year was:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
Liquidity risk
Liquidity risk is the risk that the Group and Company will not be able to meet its financial obligations as they fall due. The Group and
Company’s exposures to liquidity risk arise principally from its various payables, loans and borrowings. The Group and Company
monitor rolling forecasts of the Group and Company’s liquidity requirements.
As of 31 December 2020, the Group and Company’s current liabilities exceeded their current assets by RM998.8 million and RM6,151.9
million respectively.
Cash flow forecasts have been prepared for the next 12 months for both the Group and Company taking into account the expected
revenue growth rates, past performance and one-off transactions expected within the next 12 months. Based on the cash flow
forecasts, the Group and Company are able to generate sufficient internal cash flows from operations for the next 12 months from the
reporting date to meet operational and financing needs as and when they fall due.
In addition, as at 31 December 2020, the Group and Company have undrawn borrowing facilities amounting to RM16,902.0 million and
RM15,612.0 million respectively to support any cash shortfall while maintaining sufficient headroom on its undrawn borrowing facilities
at all times to ensure the Group and Company have the financial flexibility.
Surplus cash of the Group and Company is invested in profit bearing current accounts, money market deposits and other instruments
with appropriate maturities and sufficient liquidity level to provide sufficient headroom as determined by the cash flow forecasts and
to enable the Group and Company to discharge liabilities in the normal course of business.
Hence, as at 31 December 2020, the Group and Company have sufficient financial capacity and available facility to meet its obligations
as and when they fall due within 12 months from the financial statement date.
p.325
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The table below summarises the maturity profiles of the Group and Company’s financial liabilities as at the end of the financial year
based on the undiscounted contractual payments:
Carrying Contractual Below More than
amount cash flows 1 year 1-2 years 3-5 years 5 years
RM’million RM’million RM’million RM’million RM’million RM’million
2020
Group
Non-derivative financial liabilities
Payables 6,524.3 6,524.3 6,524.3 0 0 0
Lease liabilities 28,728.8 39,504.9 4,690.2 3,848.0 9,423.4 21,543.3
Amounts due to associates 237.8 237.8 237.8 0 0 0
Borrowings 49,452.6 63,295.0 6,505.3 2,505.3 8,123.8 46,160.6
Financial guarantee contracts 282.9 282.9 282.9 0 0 0
Other financial liabilities at AC 883.1 890.5 291.2 294.6 7.5 297.2
86,109.5 110,735.4 18,531.7 6,647.9 17,554.7 68,001.1
Derivative financial liabilities
Interest rate swaps 150.2 1,746.1 0 95.2 1,650.9 0
Profit rate swap contracts 25.5 361.3 0 0 361.3 0
Forward exchange contracts (gross settled):
- Outflows 1.3 93.3 93.3 0 0 0
86,286.5 112,936.1 18,625.0 6,743.1 19,566.9 68,001.1
Company
Non-derivative financial liabilities
Payables 3,896.3 3,896.3 3,896.3 0 0 0
Lease liabilities 65,519.1 105,454.3 9,300.5 7,450.9 18,779.0 69,923.9
Amounts due to subsidiaries 1,411.9 1,411.9 1,411.9 0 0 0
Amounts due to associates 228.1 228.1 228.1 0 0 0
Borrowings 22,091.3 30,039.7 4,224.3 881.3 2,558.8 22,375.3
Financial guarantee contracts 285.2 2,663.5 2,663.5 0 0 0
Other financial liabilities at AC 603.5 611.0 297.8 301.3 7.7 4.2
94,035.4 144,304.8 22,022.4 8,633.5 21,345.5 92,303.4
Derivative financial liability
Forward exchange contracts (gross settled):
- Outflows 1.3 93.3 93.3 0 0 0
94,036.7 144,398.1 22,115.7 8,633.5 21,345.5 92,303.4
p.326
TENAGA NASIONAL BERHAD
The table below summarises the maturity profiles of the Group and Company’s financial liabilities as at the end of the financial year
based on the undiscounted contractual payments: (continued)
Carrying Contractual Below More than
amount cash flows 1 year 1-2 years 3-5 years 5 years
RM’million RM’million RM’million RM’million RM’million RM’million
2019
Group
Non-derivative financial liabilities
Payables 7,233.9 7,233.9 7,233.9 0 0 0
Lease liabilities 31,306.1 43,676.9 4,970.8 4,076.9 10,243.9 24,385.3
Amounts due to associates 286.6 286.6 286.6 0 0 0
Amounts due to joint ventures 0.1 0.1 0.1 0 0 0
Borrowings 45,411.7 71,443.1 6,041.6 7,544.1 11,175.9 46,681.5
Financial guarantee contracts 282.9 282.9 282.9 0 0 0
Other financial liabilities at AC 649.9 669.0 326.4 331.2 7.9 3.5
85,171.2 123,592.5 19,142.3 11,952.2 21,427.7 71,070.3
Derivative financial liabilities
Interest rate swap 29.7 604.5 0 0 604.5 0
Spot foreign currency contracts 0 18.7 18.7 0 0 0
Profit rate swap contracts 7.5 134.7 0 0 134.7 0
Forward exchange contracts (gross settled):
- Outflows 8.6 154.2 154.2 0 0 0
85,217.0 124,504.6 19,315.2 11,952.2 22,166.9 71,070.3
Company
Non-derivative financial liabilities
Payables 4,124.7 4,124.7 4,124.7 0 0 0
Lease liabilities 67,438.9 110,886.2 8,734.2 7,453.1 19,328.1 75,370.8
Amounts due to subsidiaries 867.7 867.7 867.7 0 0 0
Amounts due to associates 278.6 278.6 278.6 0 0 0
Borrowings 19,488.1 27,491.7 1,704.3 3,665.8 2,112.0 20,009.6
Financial guarantee contracts 285.8 3,298.8 3,298.8 0 0 0
Other financial liabilities at AC 634.6 653.6 318.8 323.6 7.8 3.4
93,118.4 147,601.3 19,327.1 11,442.5 21,447.9 95,383.8
Derivative financial liabilities
Spot foreign currency contracts 0 18.7 18.7 0 0 0
Forward exchange contracts (gross settled):
- Outflows 0.2 11.0 11.0 0 0 0
93,118.6 147,631.0 19,356.8 11,442.5 21,447.9 95,383.8
p.327
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and other prices will affect the
Group and Company’s financial positions or cash flows.
The Group and Company are exposed to foreign currency risk on sales, purchases and borrowings that are denominated in
currencies other than the respective functional currencies of the Group and Company. The currencies giving rise to this risk are
primarily USD, JPY, GBP and PKR.
Risk management objectives, policies and processes for managing the risk
The Group and Company are required to hedge a minimum of 50.0% of TNB’s known foreign currency exposure up to 12 months
period. The Group and Company use forward exchange contracts and maintain foreign currency floats to hedge its foreign
currency risk.
The currency exposure of financial assets and financial liabilities of the Group and Company at the end of the financial year,
expressed in MYR (if not defined, Malaysian Ringgit) currency units, are as follows:
USD JPY GBP Others
RM’million RM’million RM’million RM’million
2020
Group
Financial assets
Financial assets at FVOCI 0 0 0 0.4
Receivables 8.4 0 1.2 0.8
Deposits, bank and cash balances 2,057.4 0 257.7 3.6
2,065.8 0 258.9 4.8
Financial liabilities
Payables 12.0 0.7 31.0 3.8
Borrowings 7,729.5 2,372.1 2,390.9 0
7,741.5 2,372.8 2,421.9 3.8
Company
Financial assets
Amounts due from subsidiaries 104.7 0 0 0
Deposits, bank and cash balances 2,054.5 0 0 0
2,159.2 0 0 0
Financial liability
Borrowings 7,729.5 2,372.1 0 0
p.328
TENAGA NASIONAL BERHAD
The currency exposure of financial assets and financial liabilities of the Group and Company at the end of the financial year,
expressed in MYR (if not defined, Malaysian Ringgit) currency units, are as follows: (continued)
USD JPY GBP PKR Others
RM’million RM’million RM’million RM’million RM’million
2019
Group
Financial assets
Financial assets at FVOCI 0 0 0 0 0.4
Receivables 0.4 0 0 0 0.4
Deposits, bank and cash balances 2,386.9 0 96.6 0 4.8
2,387.3 0 96.6 0 5.6
Financial liabilities
Payables 11.7 3.7 0 0 6.3
Borrowings 7,873.2 2,414.8 598.7 52.9 0
7,884.9 2,418.5 598.7 52.9 6.3
Company
Financial assets
Amounts due from subsidiaries 104.6 0 0 0 0
Deposits, bank and cash balances 2,375.8 0 96.6 0 0
2,480.4 0 96.6 0 0
Financial liability
Borrowings 7,873.2 2,414.8 0 0 0
p.329
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
A 10.0% strengthening of the foreign currencies against RM at the end of the financial year would have decreased post-tax profit
or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remained constant
and ignores any impact of forecasted sales and purchases.
Profit or loss/equity
2020 2019
RM’million RM’million
Group
USD (682.3) (547.0)
JPY (151.1) (241.3)
GBP (218.3) (10.1)
Company
USD (669.6) (536.5)
JPY (151.1) (240.9)
A 10.0% weakening of the foreign currencies against RM at the end of the financial year would have had equal but opposite effect
on the above currencies to the amounts shown above, on the basis that all other variables remained constant.
Foreign currency risk for the Group and Company which have a functional currency other than USD, JPY and GBP are not
material and hence, sensitivity analysis is not presented.
The Group and Company’s investments in fixed rate debt securities and its fixed rate borrowings are not exposed to a significant
risk of change in their fair values due to changes in interest rates. The Group and Company’s variable rate borrowings are exposed
to a risk of change in cash flows due to changes in interest rates. Investment in equity securities and short term receivables and
payables are not significantly exposed to interest rate risk.
p.330
TENAGA NASIONAL BERHAD
The interest rate profile of the Group and Company’s significant interest-bearing financial instruments, based on carrying amounts
as at the end of the financial year were:
Group Company
2020 2019 2020 2019
RM’million RM’million RM’million RM’million
A 5.0% change in the interest rates of the financial liabilities with floating interest rates at the end of the financial year would have
affected the Group and Company’s profit or loss and equity by RM0.1 million (2019: RM0.1 million). This analysis assumes that
all other variables, in particular foreign currency rates remained constant.
Other price risk arises from the Group and Company’s investments in equity securities, debt securities and unit trust funds.
Risk management objectives, policies and processes for managing the risk
The Group and Company are exposed to price risk because the investments held are classified on the statement of financial
position as FVOCI and FVTPL. The Group and Company mainly invest in unit trust funds, primarily in short term deposits as
underlying instruments with minimal price risk.
The carrying amounts of deposits, bank and cash balances, short term receivables and payables, short term borrowings and short
term derivative financial instruments approximate their fair values and are equivalent to nominal values due to the relatively short term
nature of these financial instruments.
The table below analyses financial instruments carried at fair value and those not carried at fair value for which fair value is disclosed,
together with their fair values and carrying amounts shown in the statement of financial position.
p.331
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The classifications in the fair value hierarchy of the Group and Company’s assets and liabilities measured at fair value are summarised
in the table below:
Fair value of financial instruments Fair value of financial instruments
carried at fair value not carried at fair value Total Carrying
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total fair value amount
RM’million RM’million RM’million RM’million RM’million RM’million RM’million RM’million RM’million RM’million
2020
Group
Financial assets
Investment in unquoted
debt securities 0 0 0 0 0 265.8 0 265.8 265.8 265.8
Long term receivables 0 0 0 0 0 81.6 0 81.6 81.6 72.7
Financial assets at FVOCI 0 57.6 0 57.6 0 0 0 0 57.6 57.6
Financial assets at FVTPL 6,942.5 171.9 0 7,114.4 0 0 0 0 7,114.4 7,114.4
6,942.5 229.5 0 7,172.0 0 347.4 0 347.4 7,519.4 7,510.5
Financial liabilities
Lease liabilities 0 0 0 0 0 25,471.0 0 25,471.0 25,471.0 25,471.0
Borrowings 0 0 0 0 2,164.2 51,194.1 0 53,358.3 53,358.3 49,452.6
Other financial liabilities
at AC 0 0 0 0 0 838.8 0 838.8 838.8 883.1
Derivative financial
instruments 0 177.0 0 177.0 0 0 0 0 177.0 177.0
0 177.0 0 177.0 2,164.2 77,503.9 0 79,668.1 79,845.1 75,983.7
Company
Financial assets
Investment in unquoted
debt securities 0 0 0 0 0 265.8 0 265.8 265.8 265.8
Long term receivables 0 0 0 0 0 72.4 0 72.4 72.4 51.7
Financial assets at FVOCI 0 56.9 0 56.9 0 0 0 0 56.9 56.9
Amounts due from
subsidiaries 0 0 0 0 0 12,108.8 0 12,108.8 12,108.8 11,873.2
Financial assets at FVTPL 5,217.2 109.4 0 5,326.6 0 0 0 0 5,326.6 5,326.6
5,217.2 166.3 0 5,383.5 0 12,447.0 0 12,447.0 17,830.5 17,574.2
Financial liabilities
Lease liabilities 0 0 0 0 0 59,907.7 0 59,907.7 59,907.7 59,907.7
Borrowings 0 0 0 0 2,164.2 22,006.9 0 24,171.1 24,171.1 22,091.3
Other financial liabilities
at AC 0 0 0 0 0 601.5 0 601.5 601.5 603.5
Derivative financial
instruments 0 1.3 0 1.3 0 0 0 0 1.3 1.3
0 1.3 0 1.3 2,164.2 82,516.1 0 84,680.3 84,681.6 82,603.8
p.332
TENAGA NASIONAL BERHAD
The classifications in the fair value hierarchy of the Group and Company’s assets and liabilities measured at fair value are summarised
in the table below: (continued)
Fair value of financial instruments Fair value of financial instruments
carried at fair value not carried at fair value Total Carrying
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total fair value amount
RM’million RM’million RM’million RM’million RM’million RM’million RM’million RM’million RM’million RM’million
2019
Group
Financial assets
Investment in unquoted
debt securities 0 0 0 0 0 331.8 0 331.8 331.8 331.8
Long term receivables 0 0 0 0 0 99.2 0 99.2 99.2 91.8
Financial assets at FVOCI 0 58.9 0 58.9 0 0 0 0 58.9 58.9
Financial assets at FVTPL 7,937.3 171.7 0 8,109.0 0 0 0 0 8,109.0 8,109.0
7,937.3 230.6 0 8,167.9 0 431.0 0 431.0 8,598.9 8,591.5
Financial liabilities
Lease liabilities 0 0 0 0 0 27,902.8 0 27,902.8 27,902.8 27,902.8
Borrowings 0 0 0 0 2,098.8 46,354.4 0 48,453.2 48,453.2 45,411.7
Other financial liabilities
at AC 0 0 0 0 0 658.7 0 658.7 658.7 649.9
Derivative financial
instruments 0 45.8 0 45.8 0 0 0 0 45.8 45.8
0 45.8 0 45.8 2,098.8 74,915.9 0 77,014.7 77,060.5 74,010.2
Company
Financial assets
Investment in unquoted
debt securities 0 0 0 0 0 12.0 0 12.0 12.0 12.0
Long term receivables 0 0 0 0 0 88.4 0 88.4 88.4 71.7
Financial assets at FVOCI 0 58.2 0 58.2 0 0 0 0 58.2 58.2
Amounts due from
subsidiaries 0 0 0 0 0 652.8 0 652.8 652.8 645.6
Financial assets at FVTPL 7,225.3 109.1 0 7,334.4 0 0 0 0 7,334.4 7,334.4
7,225.3 167.3 0 7,392.6 0 753.2 0 753.2 8,145.8 8,121.9
Financial liabilities
Lease liabilities 0 0 0 0 0 62,534.4 0 62,534.4 62,534.4 62,534.4
Borrowings 0 0 0 0 2,098.8 19,055.8 0 21,154.6 21,154.6 19,488.1
Other financial liabilities
at AC 0 0 0 0 0 643.3 0 643.3 643.3 634.6
Derivative financial
instruments 0 0.2 0 0.2 0 0 0 0 0.2 0.2
0 0.2 0 0.2 2,098.8 82,233.5 0 84,332.3 84,332.5 82,657.3
p.333
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The fair value of an asset to be transferred between levels is determined as of the date of the event or change in circumstances
that caused the transfer.
Level 1 fair value is derived from quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can
access at the measurement date.
Level 2 fair value is estimated using inputs other than quoted prices included within Level 1 that are observable for the financial
assets or liabilities, either directly or indirectly.
The fair value is estimated by the difference between the contractual forward price and the current forward price for the residual
maturity of the contract.
Fair value, which is determined for disclosure purpose, is calculated based on the present value of future principal and interest
cash flows, discounted at the market rate of interest at the end of the reporting period.
Level 3 fair values for the financial assets and liabilities are estimated using unobservable inputs.
The interest rates used to discount estimated cash flows, when applicable, ranging between 0.1% to 8.0% (2019: 0.1% to
15.9%).
Although the Group and Company believe that their estimates of fair value are appropriate, the use of different methodologies or
assumptions could lead to different measurements of fair value.
The favourable and unfavourable effects of using reasonably possible alternative assumptions have been calculated by
recalibrating the model values using expected cash flows and risk-adjusted discount rates based on the probability weighted
average of the Group and Company’s ranges of possible outcomes.
p.334
TENAGA NASIONAL BERHAD
The following financial assets and financial liabilities are subject to offsetting arrangements based on Group policies and procedures:
Group Company
Gross Net Gross Net
Gross amounts amounts Gross amounts amounts
amounts set-off in presented in amounts set-off in presented in
recognised the SOFP the SOFP recognised the SOFP the SOFP
RM’million RM’million RM’million RM’million RM’million RM’million
Financial assets
2020
Amounts due from associates 183.5 0 183.5 3.4 0 3.4
Amounts due from subsidiaries 0 0 0 13,883.3 (111.6) 13,771.7
2019
Amounts due from associates 155.8 0 155.8 2.6 0 2.6
Amounts due from subsidiaries 0 0 0 3,962.7 (359.6) 3,603.1
Financial liabilities
2020
Amounts due to associates (237.8) 0 (237.8) (228.1) 0 (228.1)
Amounts due to subsidiaries 0 0 0 (1,728.7) 316.8 (1,411.9)
2019
Amounts due to associates (286.6) 0 (286.6) (278.6) 0 (278.6)
Amounts due to subsidiaries 0 0 0 (1,477.8) 610.1 (867.7)
The Group and Company’s main objective of capital management is to safeguard the Group and Company’s ability to continue as a going
concern in order to provide returns for shareholders and benefits for other stakeholders. The Group and Company will also strive to maintain
an optimal capital structure to reduce the cost of capital.
For the purpose of sustaining or changing the capital structure, the Group and Company may adjust the amount of dividends paid to
shareholders, issue new shares or return capital to shareholders.
In order to be consistent with industry norms, the Group and Company monitor its capital structure on the basis of the gearing ratio. This
ratio is calculated as total borrowings divided by capital employed. Total borrowings include non-current borrowings, current borrowings
and hire purchase as shown in the consolidated statement of financial position. Capital employed is the summation of total equity and total
borrowings.
p.335
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
The Group and Company have met all externally imposed capital requirements.
(a) Subsidiaries acquired by the Group during the financial year ended 31 December 2020 are as follows:
Group’s
effective Effective
Purchase interest acquisition
Note consideration acquired date
RM’million
Name of subsidiaries
Vortex Solar Investments S.A.R.L (‘VSI’) (i) 28.4 55.0% 1 September 2020
Southern Power Generation Sdn. Bhd. (‘SPG’) (ii) 283.0 70.0% 28 September 2020
(i) TNB International Sdn. Bhd. (‘TNBI’), a wholly-owned subsidiary of the Company previously acquired 50.0% of the share capital
of VSI and categorised VSI as an associate. On 1 September 2020, TNBI completed the acquisition of additional 5.0% equity
interest in VSI and subsequently obtained control of VSI resulting in deemed disposal of VSI as an associate (Note 9) and
recognition as a subsidiary of the Group (Note 7). TNBI’s effective interest in VSI as at 31 December 2020 is 55.0%. The
remaining 45.0% stake in VSI owned by KWAP. VSI is an investment holding company and the principal activities of its subsidiary
companies are as disclosed in Note 7.
Refer to 48(b) for details of the effects of the recognition of VSI as a subsidiary of the Group.
The Group’s profit after tax for the financial year ended 31 December 2020 would have been estimated at RM3,576.5 million if
VSI had been consolidated at the beginning of the financial year ended 31 December 2020. From the acquisition date up to 31
December 2020, VSI contributed a loss after tax of RM40.3 million.
(ii) On 28 September 2020, the Company acquired an additional 19.0% equity interest in its subsidiary, SPG and 13.0% Class B RPS
from SIPP Energy Sdn. Bhd. for a total consideration of RM283.0 million.
SPG was incorporated on 12 August 2016 as a special purpose vehicle company for the development of a Combined Cycle Gas
Turbine Power Plant in Pasir Gudang, Johor. Previously, the Company owned 51.0% equity interest in SPG. Upon completion of
the acquisition, the Company holds 70.0% equity interest in SPG and SPG remains as a subsidiary of the Group. The principal
activities of SPG is as disclosed in Note 7.
p.336
TENAGA NASIONAL BERHAD
(b) Details of the assets, liabilities and net cash inflow as at the date of the acquisition of these subsidiaries by the Group during the
financial year ended 31 December 2020 are as follows:
VSI
Book value Fair value
RM’million RM’million
FINANCIAL STATEMENTS
On 29 July 2019, the Board of Directors of the Company had approved a proposed internal reorganisation by way of a members’ scheme
of arrangement under Section 366 of the Companies Act 2016. The proposed internal reorganisation was undertaken to reorganise
the Company’s domestic power generation under a new company, TNB Power Generation Sdn. Bhd. (‘TNBPG’). This is in line with the
Company’s strategic transformation plan, Reimagining TNB, which aims to prepare the Company for the upcoming reforms in the electricity
supply industry in Malaysia.
On 1 October 2020, the Company transferred assets, liabilities and business undertakings (including shares held in certain of its subsidiaries)
to TNBPG for a purchase consideration of RM11,211.3 million. The Company has recognised the purchase consideration as part of amounts
due from subsidiaries in non-current assets as at 31 December 2020.
On 27 January 2021, the Board of Directors had approved the conversion of the amounts due from a subsidiary in respect of TNBPG
totalling RM11,211.3 million, into 60.0% equity and 40.0% shareholder loan. The equity comprises RM225.0 million ordinary shares and
RM6,495.0 million RPS.
In February 2021, the Company had finalised and agreed on the terms of reference of the shareholder loan amounting to RM4,491.3 million,
based on the Islamic financing structure, for a profit rate of 3.75% per annum repayable over 15 years.
p.338
TENAGA NASIONAL BERHAD
Statement by Directors
PURSUANT TO SECTION 251(2) OF THE COMPANIES ACT 2016
We, Dato’ Seri Mahdzir bin Khalid and Datuk Ir. Baharin bin Din, the Directors of Tenaga Nasional Berhad, do hereby state that, in the opinion of
the Directors, the financial statements set out on pages 175 to 337 are drawn up so as to give a true and fair view of the financial position of the
Group and of the Company as at 31 December 2020 and financial performance of the Group and of the Company for the financial year ended
31 December 2020 in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements
of the Companies Act 2016 in Malaysia.
Signed on behalf of the Board of Directors, in accordance with a resolution dated 17 March 2021.
DATO’ SERI MAHDZIR BIN KHALID DATUK IR. BAHARIN BIN DIN
CHAIRMAN PRESIDENT/CHIEF EXECUTIVE OFFICER
Statutory Declaration
PURSUANT TO SECTION 251(1) OF THE COMPANIES ACT 2016
I, Nazmi bin Othman, the Officer primarily responsible for the financial management of Tenaga Nasional Berhad, do solemnly and sincerely
declare that the financial statements set out on pages 175 to 337 are, in my opinion, correct and I make this solemn declaration conscientiously
believing the same to be true, and by virtue of the provisions of the Statutory Declarations Act, 1960.
Subscribed and solemnly declared by the abovenamed Nazmi bin Othman at Kuala Lumpur, Malaysia on 17 March 2021, before me.
FINANCIAL STATEMENTS
Our opinion
In our opinion, the financial statements of Tenaga Nasional Berhad (“the Company”) and its subsidiaries (“the Group”) give a true and fair view
of the financial position of the Group and of the Company as at 31 December 2020, and of their financial performance and their cash flows for
the financial year then ended in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the
requirements of the Companies Act 2016 in Malaysia.
We have audited the financial statements of the Group and of the Company, which comprise the statements of financial position as at
31 December 2020 of the Group and of the Company, and the statements of profit or loss, statements of comprehensive income, statements of
changes in equity and statements of cash flows of the Group and of the Company for the financial year then ended, and notes to the financial
statements, including a summary of significant accounting policies, as set out on pages 175 to 337.
We conducted our audit in accordance with approved standards on auditing in Malaysia and International Standards on Auditing. Our responsibilities
under those standards are further described in the “Auditors’ responsibilities for the audit of the financial statements” section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We are independent of the Group and of the Company in accordance with the By-Laws (on Professional Ethics, Conduct and Practice) of the
Malaysian Institute of Accountants (“By-Laws”) and the International Ethics Standards Board for Accountants’ International Code of Ethics for
Professional Accountants (including International Independence Standards) (“IESBA Code”), and we have fulfilled our other ethical responsibilities
in accordance with the By-Laws and the IESBA Code.
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements of the
Group and of the Company. In particular, we considered where the Directors made subjective judgements; for example, in respect of significant
accounting estimates that involved making assumptions and considering future events that are inherently uncertain. As in all of our audits, we
also addressed the risk of management override of internal controls, including among other matters, consideration of whether there was evidence
of bias that represented a risk of material misstatement due to fraud.
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial statements as a whole,
taking into account the structure of the Group and of the Company, the accounting processes and controls, and the industry in which the Group
and the Company operate.
p.340
TENAGA NASIONAL BERHAD
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the
Group and of the Company for the current financial year. These matters were addressed in the context of our audit of the financial statements
of the Group and of the Company as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matters How our audit addressed the key audit matters
Revenue recognition for sales of electricity We performed the following audit procedures:
Refer to Note 4 – Critical Accounting Estimates and Judgements and • Tested the overall information technology general controls of the
Note 33 – Revenue billing and accounting systems recording the revenue transactions.
Sales of electricity of RM43,203.3 million and RM40,521.3 million is the • Tested the application controls within the billing systems over the:
most significant component of the Group’s and Company’s revenue
respectively for the financial year ended 31 December 2020. - maintenance of tariff rates in the billing systems;
- accuracy of calculation of amounts billed to customers; and
Revenue from sales of electricity is based on the end customers’ - recording of revenue transactions.
consumption and the related tariff rates, which are governed by the
Incentive Based Regulations imposed by the Suruhanjaya Tenaga. • Tested the billings and revenue adjustments on a sampling basis to
assess whether the revenue recognised and revenue adjustments
We focused on the revenue recognition for sales of electricity as it are valid and recorded accurately.
involves the use of complex billing and accounting systems to process
large volumes of data with different tariffs based on respective Based on the above procedures performed, we did not find any
customer categories and consumption. material exceptions.
Reinvestment allowance (‘RIA’) claims We evaluated the Directors’ assessment on the basis of recoverability
of the tax recoverable of RM3,522.4 million and the potential tax
Refer to Note 4 – Critical Accounting Estimates and Judgements and liability by assessing the independent legal confirmation obtained from
Note 43 – Contingent Liabilities management’s external legal counsel.
On 23 November 2015, Inland Revenue Board (‘IRB’) had disallowed Examined the correspondence between the Company and the tax
the Company’s RIA claims for the Years of Assessment 2013 and authority and assessed the matters in dispute based on advice
2014 and had issued notices of additional assessments (‘Notices’) of received from our own tax experts to review the basis of application of
RM2,068.2 million to the Company. The Company had filed an appeal the relevant tax laws.
to the Special Commissioners of the Income Tax (‘SCIT’) against the
Notices. Based on the procedures performed above, we did not find any
material exceptions to the Directors’ judgement in the treatment of the
On 28 November 2019, the IRB had also disallowed the Company’s RIA tax recoverable balance and the potential tax liability.
claims for the Years of Assessment 2015, 2016 and 2017 by issuing
Notices of RM3,977.9 million to the Company. On 5 October 2020,
the Company had commenced judicial review application against
the said Notices. On 30 December 2020, the Company and the IRB
recorded a consent order in relation to the judicial review filed and the
Court had granted a stay of proceedings against the enforcement of
the IRB’s notices of additional assessment and leave to commence
judicial review. Subsequently, the High Court fixed the hearing for the
substantive stage on 15 June 2021.
p.341
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Key audit matters How our audit addressed the key audit matters
On 13 July 2020, the IRB had also disallowed the Company’s RIA
claims for the Years of Assessment 2018 by issuing notice of additional
assessment of RM1,812.5 million to the Company. The Company had
commenced judicial review application against the said Notices and the
leave application was heard by the High Court on 21 September 2020
and the High Court had granted leave to the Company to commence
judicial review proceedings against the IRB on 30 September 2020.
In addition, the Group and Company have not recorded the potential
tax liability arising from the tax impact if the RIA claimed is disallowed
and the Company loses its appeal.
Refer to Note 4 – Critical Accounting Estimates and Judgements and • Obtained an understanding of the terms and conditions of the
Note 25 – Employee Benefits post-employment benefit plans.
As at 31 December 2020, the Group and Company recorded post- • Tested the present value of post-employment benefit plans based
employment benefits of RM13,852.7 million and RM13,079.1 million on the actuarial valuation reports by performing the following:
respectively.
- Discussed with actuary the valuation method used and checked
Management assessed the present value of post-employment benefit that the valuation method is acceptable in accordance with
plans by relying on the actuarial valuation reports from an actuary. MFRS 119 ‘Employee Benefits’;
The actuarial valuation reports estimated the present value of post- - Discussed with actuary on the key assumptions used in
employment benefit plans based on key assumptions that comprised the actuarial valuation and checked the reasonableness by
expected rate of salary increases, medical cost inflation and discount comparing to historical data;
rates. - Checked the reasonableness of the discount rates with the
assistance of our valuation experts by comparing to market
We focused on this area because of the significant estimates made yields of high quality government securities at reporting date;
by management in determining the present value of post-employment - Checked the membership data used in the actuarial models
benefit plans. through inspection of payroll personnel files and other
supporting documents; and
- Compared the fair value of plan assets based on the actuary
report against the trustee’s report.
Key audit matters How our audit addressed the key audit matters
Impairment assessments of non-current assets other than We have assessed management’s impairment assessments. Our
goodwill procedures in relation to management’s impairment assessment
includes the following:
Refer to Note 4 – Critical Accounting Estimates and Judgements and
Note 7 – Subsidiaries • We assessed the reliability of management’s forecast through the
review of past trends of actual financial performances against
Management performed impairment assessments of certain non- previous forecasted results;
current assets of the Company, other than goodwill, which had
impairment indicators. As a result, impairment losses totaling RM149.0 • We assessed the key assumptions used by management in the
million at TNB Company in respect of the Company’s investment in discounted future cash flows projections, in particular, gas price,
Power and Energy International (Mauritius) Ltd. was recognised during plant load factor, plant availability factor and terminal growth rate,
the financial year ended 31 December 2020. by comparing with historical results and market outlook;
We focused on this area as the recoverable amounts of the non-current • We performed sensitivity analysis on discount rates, gas price, plant
assets are determined based on discounted cash flows projections, load factor and plant availability factor and terminal growth rate
which require judgement on the part of management on the future used to evaluate the impact on the impairment assessment; and
financial performance and the key assumptions used, in particular, gas
price, plant load factor, plant availability factor and terminal growth • We assessed the adequacy and reasonableness of the disclosures
rate. in the financial statements.
Information other than the financial statements and auditors’ report thereon
The Directors of the Company are responsible for the other information. The other information comprises the Directors’ Report, Statement on
Risk Management and Internal Control and the Board Risk Committee Report, which we obtained prior to the date of this auditors’ report, and
the remaining Integrated Annual Report 2020 of Tenaga Nasional Berhad, which is expected to be made available to us after that date. Other
information does not include the financial statements of the Group and of the Company and our auditors’ report thereon.
Our opinion on the financial statements of the Group and of the Company does not cover the other information and we do not express any form
of assurance conclusion thereon.
In connection with our audit of the financial statements of the Group and of the Company, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the financial statements of the Group and of the Company or
our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of this auditors’ report, we conclude that
there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
The Directors of the Company are responsible for the preparation of the financial statements of the Group and of the Company that give a true and
fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the
Companies Act 2016 in Malaysia. The Directors are also responsible for such internal control as the Directors determine is necessary to enable
the preparation of financial statements of the Group and of the Company that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements of the Group and of the Company, the Directors are responsible for assessing the Group’s and the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting
unless the Directors either intend to liquidate the Group or the Company or to cease operations, or have no realistic alternative but to do so.
p.343
INTEGRATED ANNUAL REPORT 2020
FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and of the Company as a whole are free
from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is
a high level of assurance, but is not a guarantee that an audit conducted in accordance with approved standards on auditing in Malaysia and
International Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.
As part of an audit in accordance with approved standards on auditing in Malaysia and International Standards on Auditing, we exercise
professional judgement and maintain professional scepticism throughout the audit. We also:
(a) Identify and assess the risks of material misstatement of the financial statements of the Group and of the Company, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide
a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
(b) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the Group’s and of the Company’s internal control.
(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by
the Directors.
(d) Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained,
whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s or on the Company’s
ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’
report to the related disclosures in the financial statements of the Group and of the Company or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events
or conditions may cause the Group or the Company to cease to continue as a going concern.
(e) Evaluate the overall presentation, structure and content of the financial statements of the Group and of the Company, including the
disclosures, and whether the financial statements of the Group and of the Company represent the underlying transactions and events in a
manner that achieves fair presentation.
(f) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to
express an opinion on the financial statements of the Group. We are responsible for the direction, supervision and performance of the group
audit. We remain solely responsible for our audit opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings,
including any significant deficiencies in internal control that we identify during our audit.
We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to
communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable,
actions taken to eliminate threats or safeguards applied.
From the matters communicated with the Directors, we determine those matters that were of most significance in the audit of the financial
statements of the Group and of the Company for the current financial year and are therefore the key audit matters. We describe these matters in
our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine
that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
p.344
TENAGA NASIONAL BERHAD
In accordance with the requirements of the Companies Act 2016 in Malaysia, we report that the subsidiaries of which we have not acted as
auditors, are disclosed in Note 7 to the financial statements.
OTHER MATTERS
This report is made solely to the members of the Company, as a body, in accordance with Section 266 of the Companies Act 2016 in Malaysia
and for no other purpose. We do not assume responsibility to any other person for the content of this report.
Kuala Lumpur
17 March 2021
Additional
Information
346 351
Corporate Information Notice of The 31 st
Annual General Meeting
347
Statistics of Shareholdings 354
Statement Accompanying Notice of
350 The 31st Annual General Meeting
Net Book Value of
Land & Buildings • Proxy Form
p.346
TENAGA NASIONAL BERHAD
Corporate Information
BOARD OF DIRECTORS
DATO’ SERI MAHDZIR BIN KHALID GOPALA KRISHNAN K.SUNDARAM TAN SRI AHMAD BADRI BIN MOHD ZAHIR
Chairman Independent Non-Executive Director Chairman
Non-Independent Non-Executive Director Non-Independent Non-Executive Director
(Appointed w.e.f. 12 May 2020) ONG AI LIN (Cessation of Office as Chairman w.e.f. 11 May 2020)
Independent Non-Executive Director
DATUK IR. BAHARIN BIN DIN GEE SIEW YOONG
President/Chief Executive Officer DATO’ ROSLINA BINTI ZAINAL Independent Non-Executive Director
Non-Independent Executive Director Independent Non-Executive Director (Cessation of Office as Director w.e.f. 30 June 2020)
(Appointed w.e.f. 1 March 2021) (Redesignated as Independent Director
w.e.f. 28 April 2020) DATIN RASHIDAH BINTI MOHD SIES
DATO’ ASRI BIN HAMIDIN @ HAMIDON Non-Independent Non-Executive Director
Non-Independent Non-Executive Director DATO’ IR. NAWAWI BIN AHMAD (Appointed w.e.f. 1 May 2020)
(Appointed w.e.f. 1 July 2020) Independent Non-Executive Director (Resigned w.e.f. 1 July 2020)
(Appointed w.e.f. 16 October 2020)
AMRAN HAFIZ BIN AFFIFUDIN DATO’ CHEOK LAY LENG
Non-Independent Non-Executive Director DATUK RAWISANDRAN A/L NARAYANAN Independent Non-Executive Director
Independent Non-Executive Director (Resigned w.e.f. 1 October 2020)
NORAINI BINTI CHE DAN (Appointed w.e.f. 16 October 2020)
Senior Independent Non-Executive Director DATUK SERI AMIR HAMZAH BIN AZIZAN
AZMIN BIN ISHAK President/Chief Executive Officer
JUNIWATI RAHMAT HUSSIN (Alternate Director to Dato’ Asri bin Hamidin @ Non-Independent Executive Director
Independent Non-Executive Director Hamidon) (Resigned w.e.f. 28 February 2021)
Non-Independent Non-Executive Director
(Appointed w.e.f. 1 July 2020)
ADDITIONAL INFORMATION
Statistics of Shareholdings
As at 26 Februar y 2021
SHARE CAPITAL
Statistics of Shareholdings
As at 26 Februar y 2021
DIRECTORS’ SHAREHOLDINGS
No. of Shares
No. Name of Directors
Direct Interest %
1. Dato' Seri Mahdzir bin Khalid (Appointed w.e.f. 12 May 2020) 0 0.00
2. Datuk Seri Amir Hamzah bin Azizan *62,800 0.00
3. Dato' Asri bin Hamidin @ Hamidon (Appointed w.e.f. 1 July 2020) 0 0.00
4. Amran Hafiz bin Affifudin 0 0.00
5. Noraini binti Che Dan 0 0.00
6. Juniwati Rahmat Hussin 0 0.00
7. Gopala Krishnan K.Sundaram 0 0.00
8. Ong Ai Lin 0 0.00
9. Dato' Roslina binti Zainal 18,400 0.00
10. Dato' Ir. Nawawi bin Ahmad (Appointed w.e.f. 16 October 2020) 0 0.00
11. Datuk Rawisandran a/l Narayanan (Appointed w.e.f. 16 October 2020) 0 0.00
12. Azmin bin Ishak (Appointed w.e.f. 1 July 2020) 0 0.00
(Alternate Director to Dato’ Asri bin Hamidin @ Hamidon)
Notes:
* Khazanah Nasional Berhad
- Registered with Citigroup Nominees (Tempatan) Sdn. Bhd. (4,911,590)
- Registered with CGS - CIMB Nominees (Tempatan) Sdn. Bhd. (4,911,590)
** Registered with Citigroup Nominees (Tempatan) Sdn. Bhd.
*** Registered with AmanahRaya Trustees Berhad
**** Kumpulan Wang Persaraan (Diperbadankan)
- Registered with Citigroup Nominees (Tempatan) Sdn. Bhd. (41,651,734)
ADDITIONAL INFORMATION
Statistics of Shareholdings
As at 26 Februar y 2021
LAND BUILDINGS
Property
List Leasehold Freehold Total
Built-Up Total
No. of Area NBV No. of Area NBV No. of Area NBV Area NBV
Location Lots (sq M) (RM'000) Lots (sq M) (RM'000) Lots (sq M) (RM'000) No. (sq M) (RM'000)
(1) (2) (3) (4) (5) (6) (1+4) (2+5) (3+6) (10) (11) (12)
TENAGA NASIONAL BERHAD
Perlis 51 156,976 1,734 412 88,183 10,061 463 245,159 11,795 62 5,218 19,274
Kedah 298 1,056,663 14,008 783 2,817,145 123,974 1,081 3,873,808 137,982 354 100,912 233,348
Pulau Pinang 194 689,888 84,851 697 985,302 102,281 891 1,675,190 187,132 361 146,020 825,118
Perak 795 6,164,128 326,012 1,106 10,141,273 376,831 1,901 16,305,401 702,843 997 673,973 2,573,333
Selangor 1,001 12,990,123 539,286 1,646 2,687,703 675,519 2,647 15,677,826 1,214,805 1,819 863,058 2,626,391
W. Persekutuan 384 294,806 64,484 531 615,176 208,118 915 909,982 272,602 701 204,732 797,684
N.Sembilan 288 1,806,880 139,686 612 1,108,378 152,314 900 2,915,258 292,000 247 390,386 1,121,014
Melaka 365 640,502 23,052 1,044 251,676 352,721 1,409 892,178 375,773 77 157,173 220,101
Johor 959 3,440,310 432,670 1,307 1,005,893 315,451 2,266 4,446,203 748,121 519 201,293 890,047
Pahang 387 2,737,527 49,650 974 361,944 312,755 1,361 3,099,471 362,405 406 418,452 3,709,035
Terengganu 367 7,008,124 30,537 316 11,009,770 147,649 683 18,017,894 178,186 294 548,265 1,695,003
Kelantan 360 1,288,093 8,027 369 2,296,831 27,412 729 3,584,924 35,439 330 345,767 796,871
Sabah 356 6,261,621 81,418 60 4,501,754 35,524 416 10,763,375 116,942 1,599 651,954 409,130
Total 5,892 51,856,864 2,025,546 9,874 38,662,926 2,843,591 15,766 90,519,790 4,869,137 7,832 4,729,566 15,965,857
The land and buildings comprise power stations, mini hydros, jetties, dams, substations, residential houses, apartments, holiday bungalows, office buildings, warehouses, stores and
workshops.
p.351
INTEGRATED ANNUAL REPORT 2020
ADDITIONAL INFORMATION
NOTICE IS HEREBY GIVEN THAT the Thirty-First Annual General Meeting (31st AGM) of Tenaga Nasional Berhad
(TNB or the Company) will be held on Monday, 10 May 2021 at 10.00 a.m., fully virtual via Remote Participation
and Voting (RPV) at Dewan Seminar, Kompleks Balai Islam An-Nur, Ibu Pejabat Tenaga Nasional Berhad,
No. 129, Jalan Bangsar, 59200 Kuala Lumpur, Malaysia (the Broadcast Venue) to transact the following businesses:
AGENDA
AS ORDINARY BUSINESS:
1. To receive the Audited Financial Statements for the Financial Year ended 31 December 2020 together with the Reports of
the Directors and Auditors thereon.
Please refer to Explanatory Note (a)
2. To re-elect the following Directors who retire by rotation in accordance with Clause 64(1) of the Company’s Constitution
and being eligible offer themselves for re-election:
3. To re-elect the following Directors who were appointed to the Board and retire in accordance with Clause 63(2) of the
Company’s Constitution and being eligible offer themselves for re-election:
4. To approve the payment of the following Non-Executive Directors’ fees from the 31st AGM until the next Annual General
Meeting (AGM) of the Company:
(i) Director’s fee of RM30,000.00 per month for the Non-Executive Chairman;
(ii) Director’s fee of RM20,000.00 per month for each Non-Executive Director;
(iii)Director’s fee of RM7,000.00 and RM5,000.00 per month for TNB Subsidiaries Category II and III respectively to
Non-Executive Chairman. Ordinary Resolution 7
Please refer to Explanatory Note (c)
5. To approve the payment of benefits payable to the Non-Executive Directors (excluding Non-Executive Directors’ fees)
amounting to RM1,968,200.00 from the 31st AGM until the next AGM of the Company. Ordinary Resolution 8
Please refer to Explanatory Note (c)
6. To re-appoint Messrs PricewaterhouseCoopers PLT, having consented to act, as Auditors of the Company, to hold office
until the conclusion of the next AGM and to authorise the Directors to fix their remuneration. Ordinary Resolution 9
Please refer to Explanatory Note (d)
AS SPECIAL BUSINESS:
7. Proposed Grant and Allotment of Shares to Datuk Ir. Baharin bin Din.
“THAT the Board (save for Datuk Ir. Baharin bin Din) be and is hereby authorised at any time and from time to time, to
cause or procure the offering and allocation to Datuk Ir. Baharin bin Din, President/Chief Executive Officer of the Company,
of up to 850,000 ordinary shares in TNB (TNB Shares) under the Long Term Incentive Plan for the Eligible Employees of
TNB and Its Subsidiaries and Executive Directors of TNB (LTIP) as they shall deem fit, which will be vested to him at a
future date, subject to such terms and conditions of the LTIP By-Laws.”
“AND THAT the Board be and is hereby authorised to allot and issue new TNB Shares pursuant to the LTIP to him from
time to time in accordance with the vesting of his Grant.” Ordinary Resolution 10
Please refer to Explanatory Note (e)
p.352
TENAGA NASIONAL BERHAD
“THAT the Board (save for Datuk Ir. Baharin bin Din) be and is hereby authorised at any time and from time to time, to
cause or procure the offering and allocation to Noor Liyana binti Baharin, Electrical Engineer of the Company, being
Person Connected to Datuk Ir. Baharin bin Din, of up to 4,400 TNB Shares under the LTIP as they shall deem fit, which
will be vested to her at a future date, subject to such terms and conditions of the LTIP By-Laws.”
“AND THAT the Board be and is hereby authorised to allot and issue new TNB shares pursuant to the LTIP to her from
time to time in accordance with the vesting of her Grant.” Ordinary Resolution 11
Please refer to Explanatory Note (e)
9. To transact any other business of which due notice shall have been given in accordance with the Companies Act 2016
(Act).
FURTHER NOTICE IS HEREBY GIVEN THAT for the purpose of determining a member who shall be entitled to attend this 31st AGM, the Company shall
be requesting Bursa Malaysia Depository Sdn. Bhd. (Bursa Depository) in accordance with Clause 45(2) of the Company’s Constitution and Section 34(1)
of the Securities Industry (Central Depositories) Act 1991 (SICDA) to issue a General Meeting Record of Depositors (ROD) as at 3 May 2021. Only a
depositor whose name appears on the ROD as at 3 May 2021 shall be entitled to attend the said Meeting or appoint proxy/proxies to attend and/or vote
on his/her behalf.
(a) Agenda No. 1 is meant for discussion only as Section 340(1)(a) of the Act The Board on 15 October 2020 approved, on the appointment of
does not require shareholders’ approval for the Audited Financial Statements. Dato’ Ir. Nawawi bin Ahmad and Datuk Rawisandran a/l Narayanan as
As such, it is not put forward for voting. Independent Non-Executive Directors with effect from 16 October 2020.
Subsequently the Board on 10 February 2021 had approved on the
(b) Ordinary Resolutions 1 to 6 – Proposed Re-election of Directors in appointment of Datuk Ir. Baharin bin Din as President/Chief Executive Officer
accordance with Clauses 64(1) and 63(2) of the Company’s Constitution with effect from 1 March 2021.
Clause 64(1) of the Company’s Constitution provides among others, that Pursuant to Clause 63(2) of the Company’s Constitution, Dato’ Asri bin
one-third (1/3) of the Directors at the time being of whom have been longest in Hamidin @ Hamidon, Dato’ Ir. Nawawi bin Ahmad, Datuk Rawisandran a/l
office shall retire by rotation at the AGM of the Company and shall be eligible Narayanan and Datuk Ir. Baharin bin Din are standing for re-election. Their
for re-election. expertise/experience that they bring to the Board, shall further strengthen the
Board composition and dynamics.
Clause 63(2) of the Company’s Constitution provides among others, that the
Directors shall have power at any time and from time to time to appoint any The BNRC and Board hereby recommend for the re-election of each Director
other person to be a Director of the Company either to fill a casual vacancy or who is retiring at the 31st AGM.
as an addition to the existing Directors. Any Director so appointed shall hold
office only until the next following AGM of the Company and shall then be (c) Ordinary Resolutions 7 & 8 – Non-Executive Directors’ Remuneration
eligible for re-election.
Section 230(1) of the Act stipulates among others that the fees and any
The Board Nomination and Remuneration Committee (BNRC) and Board benefits payable to the Directors of a listed company and its subsidiaries shall
have conducted an independence assessment of all Independent Directors be approved at a general meeting. As agreed by the Board, the shareholders’
including Juniwati Rahmat Hussin and Gopala Krishnan K.Sundaram and are approval shall be sought at the 31st AGM on the Non-Executive Directors’
satisfied that they have complied with the independence criteria as required remuneration of the Company and TNB Subsidiaries Category II and III
by the Main Market Listing Requirements of Bursa Malaysia Securities through two (2) separate resolutions as follows:
Berhad (MMLR) and continue to bring independent and objective judgment to
the Board deliberations. (i) Ordinary Resolution 7 on the payment of Non-Executive Directors’
fees for the Non-Executive Chairman and each Non-Executive Director
The BNRC and Board have also considered the Board Evaluation Assessment from the 31st AGM until the next AGM of the Company.
including the Self and Peer Assessment results of Juniwati Rahmat Hussin
and Gopala Krishnan K.Sundaram and agreed that they have met the (ii) Ordinary Resolution 8 on the payment of benefits payable (excluding
Board’s expectation in terms of experience, expertise, integrity, competency, Non-Executive Directors’ fees) to the Non-Executive Directors from the
commitment and individual contribution by continuously performing their 31st AGM until the next AGM of the Company.
duties diligently as Directors of the Company.
ADDITIONAL INFORMATION
The Non-Executive Directors remuneration remains unchanged of which was last reviewed in 2013. Based on the review of Non-Executive Directors
remuneration by Willis Towers Watson (WTW) in 2018, overall, TNB is at par with the market, for most of the compensation elements that are offered to the
Non-Executive Directors. The current remuneration framework of TNB Non-Executive Directors is retained and suggested to be reviewed in the next one (1) or two (2)
years’ time to ensure its market competitiveness.
The proposed Ordinary Resolution 7 for the payment of fees to Non-Executive Directors of the Company and its subsidiaries from the 31st AGM until the conclusion of the next
AGM is tabled herewith in line with the provision of the Act and best practices of corporate governance to ensure full disclosure.
The Non-Executive Directors remuneration policy of TNB and its subsidiaries is as follows:
In determining the estimated total amount of benefits payable, the Board has considered various factors including the number of scheduled and special meetings for
the Board, Board Committees and boards of subsidiaries along with the number of Non-Executive Directors involved.
Payment of Non-Executive Directors’ benefits payable will be made by the Company and its subsidiaries on a monthly basis and/or as and when incurred, provided
that the proposed Ordinary Resolution 8 be passed at the 31st AGM. The Board is of the view that it is fair and justifiable for the payment of benefits payable to the
Non-Executive Directors be made as and when incurred, after the Non-Executive Directors have discharged their responsibilities and rendered their services to the
Company.
Details of the Directors’ Remuneration for the Financial Year ended 31 December 2020 are enumerated on page 99 of the Corporate Governance Overview Statement
of this Integrated Annual Report.
Based on the External Auditors Assessment Result for the Financial Year under review, the Board Audit Committee and Board are satisfied with the quality of service,
adequacy of resources provided, communication, independence, objectivity and professionalism demonstrated by the External Auditors in carrying out their duties.
Being satisfied with the External Auditors’ performance, the Board recommends their re-appointment for shareholders’ approval at the forthcoming AGM.
(e) Ordinary Resolutions 10 & 11 – Proposed Grant and Allotment of Shares to Datuk Ir. Baharin bin Din and Noor Liyana binti Baharin
Pursuant to Paragraph 6.06 of the MMLR, any offer and issuance of shares to the director, major shareholder or chief executive and persons connected with them
must be approved by the shareholders at the general meeting stating the specific allotment.
The Proposed Grant is the maximum number of TNB Shares that may be vested to Datuk Ir. Baharin bin Din subject to the stretched individual and Company
performance targets set by the Board Long Term Incentive Plan Committee (BLTIP) and Board, upon the vesting exercise. The BLTIP and Board (save for Datuk Ir.
Baharin bin Din) have deliberated on the proposal and concurred that the proposed maximum allowable number of TNB Shares allocation is fair and reasonable, to
link the interest of Executive Director with the long term shareholders’ value enhancement and long term success of the Company.
The proposed Ordinary Resolutions 10 and 11, if passed, are to empower the Directors at any time and from time to time to cause or procure the offering and the allocation
to Datuk Ir. Baharin bin Din and Noor Liyana binti Baharin, being Person Connected to Datuk Ir. Baharin bin Din, respectively such number of TNB Shares as they shall
deem fit, which will be vested to them for the remaining LTIP period until 29 April 2025, subject to such terms and conditions of the LTIP By-Laws, which was approved at
the Extraordinary General Meeting of the Company held on 18 December 2014.
Datuk Ir. Baharin bin Din and Person Connected to him will abstain from voting on Ordinary Resolutions 10 and 11.
p.354
TENAGA NASIONAL BERHAD
NOTES:
1. A member of a Company shall be entitled to appoint another person as his/her proxy to exercise all or any of his/her rights to attend,
participate, speak and vote at a meeting of members of the Company, in accordance with Section 334(1) of the Act.
2. Where a member is an authorised nominee as defined in accordance with the provisions of the SICDA, it may appoint up to two (2)
proxies in respect of each Securities Account it holds with ordinary shares in the Company standing to the credit of the said Securities
Account.
3. A member entitled to participate and vote at the Meeting is entitled to appoint not more than two (2) proxies to participate and vote on
his/her behalf. Where a member appoints two (2) proxies, the appointments shall be invalid unless the proportion of the shareholdings
to be represented by each proxy is specified.
4. The instrument appointing a proxy/Proxy Form shall be in writing under the hand of the appointer or of his attorney duly appointed under
a power of attorney. Where the instrument appointing a proxy/Proxy Form is executed by a corporation, it shall be executed either under
its common seal or under the hand of any officer or attorney duly appointed under a power of attorney.
5. A corporation which is a member may by resolution of its Directors or other governing body authorise such person as it thinks fit to act
as its representative at the Meeting in accordance with Clause 51 of the Company’s Constitution.
6. Duly completed Proxy Form must be deposited at Boardroom Share Registrars Sdn. Bhd., 11th Floor, Menara Symphony, No. 5, Jalan
Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the time appointed
for the taking of the poll or no later than 8 May 2021 at 12.00 p.m.
7. Alternatively, you may lodge the Proxy Form by online via the Boardroom Smart Portal at www.boardroomlimited.my or by fax to
+603-7890 4670 before the abovementioned cut-off time. For further details on proxy lodgement, kindly refer to the Administrative Details
of 31st AGM.
8. Pursuant to Paragraph 8.29A(1) of the MMLR, voting at the 31st AGM of the Company will be conducted by poll.
The Directors who are retiring by rotation in accordance with Clause 64(1) of the Company’s Constitution and seeking for re-election:
The Directors who were appointed to the Board and are retiring in accordance with Clause 63(2) of the Company’s Constitution and seeking
for re-election:
The profiles of the retiring Directors are set out in Board of Directors’ Profile on pages 60 to 71 of this Integrated Annual Report.
Save for Datuk Ir. Baharin bin Din and Dato’ Roslina binti Zainal, who hold 58,000 and 18,400 ordinary shares respectively in the Company, none of the
above Directors has any interest in the securities of the Company or its Subsidiaries.
PROXY FORM
31ST ANNUAL GENERAL MEETING
(Before completing the form, please refer to the notes overleaf)
– –
I/We,______________________________________________________________________________________________________________________________________
(FULL NAME OF SHAREHOLDER AS PER NRIC/CERTIFICATE OF INCORPORATION IN CAPITAL LETTERS)
__________________________________________________________________________________________________________________________________________
(FULL ADDRESS)
Telephone No. _____________________________________________ being a Member of Tenaga Nasional Berhad, hereby appoint:
FULL NAME OF PROXY AS PER NRIC IN CAPITAL LETTERS NO. OF SHARES PERCENTAGE (%)
Proxy
1 or failing him/her
NRIC No./Passport No.:
Proxy
2 or failing him/her
NRIC No./Passport No.:
TOTAL 100%
*the Chairman of the Meeting, as my/our proxy, to attend and vote for me/us and on my/our behalf at the 31ST ANNUAL GENERAL MEETING (31ST AGM) of
TENAGA NASIONAL BERHAD (“TNB” or “the Company”) to be held fully virtual via Remote Participation and Voting (RPV) at Dewan Seminar, Kompleks Balai Islam
An-Nur, Ibu Pejabat Tenaga Nasional Berhad, No. 129, Jalan Bangsar, 59200 Kuala Lumpur, Malaysia (the Broadcast Venue) on MONDAY, 10 MAY 2021 at 10.00 a.m.,
and/or at any adjournment thereof.
ORDINARY BUSINESS
Re-election of the following Directors who retire in accordance with Clause 64(1) of the Company’s Constitution:
Re-election of the following Directors who retire in accordance with Clause 63(2) of the Company’s Constitution:
7. Approval for payment of the following Non-Executive Directors’ fees from the 31st AGM until the next ORDINARY RESOLUTION 7
Annual General Meeting (AGM) of the Company:
(i) Director’s fee of RM30,000.00 per month for the Non-Executive Chairman
(ii) Director’s fee of RM20,000.00 per month for each Non-Executive Director
(iii) Director’s fee of RM7,000.00 and RM5,000.00 per month for TNB Subsidiaries Category II and III
respectively to Non-Executive Chairman
8. Approval for payment of benefits payable to the Non-Executive Directors (excluding Non-Executive ORDINARY RESOLUTION 8
Directors’ fees) from the 31st AGM until the next AGM of the Company
9. Re-appointment of Messrs PricewaterhouseCoopers PLT as Auditors of the Company and to authorise ORDINARY RESOLUTION 9
the Directors to fix their remuneration
SPECIAL BUSINESS
10. Proposed Grant and Allotment of Shares to Datuk Ir. Baharin bin Din ORDINARY RESOLUTION 10
11. Proposed Grant and Allotment of Shares to Noor Liyana binti Baharin ORDINARY RESOLUTION 11
Please indicate with an “X” in the box provided for each Resolution as how you wish your votes to be cast. If no voting instruction is given, the proxy(ies) is/are hereby authorised
to vote or abstain from voting at his/her/their discretion.
*If you do not wish to appoint the Chairman of the Meeting as your proxy/one (1) of your proxies, please strike out the word “the Chairman of the Meeting” and insert the name(s)
of the proxy(ies) you wish to appoint in the blank spaces provided.
1. A member of a Company shall be entitled to appoint another person as his/her proxy to exercise all or any of his/her rights to attend, participate, speak and vote at a meeting of members
of the Company in accordance with Section 334(1) of the Companies Act 2016.
2. Only members whose names appear in the General Meeting Record of Depositors as at 3 May 2021 shall be entitled to attend the Meeting or appoint proxy(ies) to attend and/or vote
on their behalf.
3. Where a member is an authorised nominee as defined in accordance with the provisions of the Securities Industry (Central Depositories) Act 1991, it may appoint up to two (2) proxies
in respect of each Securities Account it holds with ordinary shares in the Company standing to the credit of the said Securities Account.
4. A member entitled to participate and vote at the Meeting is entitled to appoint not more than two (2) proxies to participate and vote on his/her behalf. Where a member appoints two (2)
proxies, the appointments shall be invalid unless the proportion of the shareholdings to be represented by each proxy is specified.
5. The instrument appointing a proxy/Proxy Form shall be in writing under the hand of the appointer or of his attorney duly appointed under a power of attorney. Where the instrument
appointing a proxy/Proxy Form is executed by a corporation, it shall be executed either under its common seal or under the hand of any officer or attorney duly appointed under a power
of attorney.
6. A corporation which is a member may by resolution of its Directors or other governing body authorise such person as it thinks fit to act as its representative at the Meeting in accordance
with Clause 51 of the Company’s Constitution.
7. The Proxy Form may be downloaded from the website at www.tnb.com.my. Duly completed Proxy Form must be deposited to the Boardroom Share Registrars Sdn. Bhd., 11th Floor,
Menara Symphony, No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than 48 hours before the time appointed for the taking
of the poll or no later than 8 May 2021 at 12.00 p.m.
8. Alternatively, you may lodge the Proxy Form by online via the Boardroom Smart Portal at www.boardroomlimited.my or by fax to +603-7890 4670 before the abovementioned cut-off
time. For further details on proxy lodgement, kindly refer to the Administrative Details of 31st AGM.
9. Pursuant to Paragraph 8.29A(1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, voting at the Meeting will be conducted by poll.
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