Padini IAR 2024
Padini IAR 2024
Padini IAR 2024
I N T E G R AT ED ANNU AL REPO RT
2 0 2 4
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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MATERIALITY
SCOPE AND BOUNDARIES
We assessed our material matters in the financial,
The report disclosures encompass all business entities economic, environmental, social and governance
in which the Group has full control in Malaysia as well aspects on a yearly basis though our risk assessment
as Group’s subsidiaries in Hong Kong, Cambodia and framework to ensure that the matters continued to be
Thailand. This report covers information and activities for applicable and relevant. Our strategic response to these
the reporting period from 1 July 2023 to 30 June 2024, material matters is reflected throughout this report and
unless otherwise stated. in our sustainability statement.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FORWARD-LOOKING STATEMENT
NAVIGATION ICONS
This report contains forward-looking statements characterised using
words and phrases such as “might”, “forecast”, “anticipate”, “may”,
“believe”, “predict”, “expect”, “continue”, “will”, “estimate”, “target” and OUR CAPITALS
other similar expressions. As the business environment is constantly
changing, all forward-looking statements are subject to uncertainties that
could cause actual results to differ from those reflected in them. Therefore,
these statements should not be construed as absolute guarantees or
predictions of the Group’s future outcomes. Readers of this integrated Natural Capital Human Capital
report are advised not to place undue reliance on them.
Community Giving
Shopping Malls
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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WHO WE ARE
INSIDE THIS
REPORT
1 Who We Are 4 Our Value Creation 7 Financial Statements
04 Corporate Profile 44 Our Business Model 112 Directors’ Report
06 Corporate Milestones 48 Our Value Creation 119 Statement by Directors
08 Brands Portfolio Model 119 Statutory Declaration
10 Corporate Information 52 Our Business Risks and 120 Independent Auditors’
11 Corporate Structure Mitigation Report
12 Award and Recognition 54 Our Progress: 125 Statements of Financial
14 Our Presence Sustainability Journey Position
127 Statements of Profit or
Loss and Other
Proxy form
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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WHO WE ARE
CORPORATE
PROFILE
Founded in 1971, Padini Holdings Berhad
(“Padini” or “the Group”) initially established
its presence in the apparel industry as a sole
proprietorship, primarily catering to departmental
stores within Malaysia. Progressively, driven by a
vision, we have transformed from manufacturing
and wholesaling to distribution and retailing by
creating our very own brands catering to specific
consumer niches.
Despite our growth in size, we have consistently QUICK FACTS ABOUT PADINI
strived and will continue to strive, to focus our
efforts to have the best valued products, whilst
practicing responsibility and sustainability. PUBLIC 153 APPROX
LISTED IN OWN STORES 3,400
BURSA GLOBALLY EMPLOYEES
MALAYSIA GLOBALLY
SINCE 1998
Corporate Profile
(Cont’d)
We have to focus our efforts to have the best valued Our aim is to go beyond merely meeting customer’s
products in the market with the best shopping experience expectations and fulfilling our brands’ promises by
we can offer, whilst practicing responsibility and offering fashionable, affordable and high-quality products,
sustainability. accompanies by outstanding service that delivers
exceptional value.
OUR CULTURE
• Accountable, dare to • Simplify everything • Adaptability to change, • Believe in vision, core
face challenges, systematically, set react swiftly to the purpose and values of
responsible and make priority for optimum dynamic environment Padini and consistently
best judgement to fulfill efficiency and delivery quality in practising these
brand promise and work beliefs
exceed customer
satisfaction
Self-
Simplicity Speed Consistency
Confidence
Learning
Teamwork Culture Communication
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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WHO WE ARE
CORPORATE MILESTONES
2024 2023
Comfortable and Sustainability series were
durable series were launched
launched;
Expanded e-Commerce
in Singapore
Corporate Milestones
(Cont’d)
1975 1971
PADINI was founded and entered the Started with Hwayo Garments Manufacturer
retail industry Company as small ladies garment and
wholesaling to deparmental stores
OUR BRANDS
PORTFOLIO
Modern and simple work wear essentials Casual wear Comfort and laidback style
campus-wear
Trendy yet comfortable Fashion forward for girls and ladies New-born and toddler wear
Children footwear and bags Ladies footwear and bags Ladies’ accessories
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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WHO WE ARE
(Men’s boardshort) (Adult sport and active wear) (Adult casual wear)
(Adult tee shirts and denim bottom) (Ladies’ shoe, lounge wear and undies) (Men’s work wear)
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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WHO WE ARE
CORPORATE
INFORMATION
BOARD OF DIRECTORS
CORPORATE
STRUCTURE
AWARD AND
RECOGNITION
2004 (PADINI) & 2005 (VINCCI) Anugerah Nasional 2019 MRCA Billion Dollar Club Award by Malaysia
Kreativiti & Inovasi by Malaysia Design & Innovation Retail Chain Association
Centre
2006, 2007, 2013 and 2024 Forbes Asia’s 200 Best Under A Billion
Forbes Asia Top 200 Mid and Small Size Public Listed Company
OUR
PRESENCE
Since its establishment in 1971, Padini has expanded its reach and evolved into a global brand with an international
presence across multiple countries. We now have one hundred forty (140) stores in Malaysia and various overseas
markets including Cambodia, Thailand, Bahrain, Brunei, Oman, Qatar and the United Arab Emirates.
As of 30 June 2024
As our initiative is to build our online presence, we are also available online via our e-Commerce site Padini.com.
In the financial year 2021, we launched Padini mobile application to provide frictionless e-shopping experience to
our customers and continuous improvement on the application is made from time to time. Our own website is not
restricted to only locals, but also expanded to Singapore.
While we may have grown in size, we will continue to strive to offer the best fashion, quality and value to our customers.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
FIVE YEARS
GROUP FINANCIAL HIGHLIGHTS
Deposits, cash and bank balances 791,040 605,315 808,853 523,758 441,474
Interest bearing borrowings 13,495 3,994 379 653 2,546
Net assets per share (sen) 168.9 158.1 135.4 121.9 116.4
Changes in net assets per share (sen) 10.8 22.7 13.5 5.5 3.9
Changes in net assets per share (%) 6.8% 16.7% 11.1% 4.7% 3.4%
Basic earnings per share (sen) 22.28 33.85 23.42 8.22 11.43
Changes in basic earnings per share
(11.6) 10.4 15.2 (3.2) (12.9)
(sen)
Changes in basic earnings per share
(34.2%) 44.5% 185.1% (28.1%) (53.1%)
(%)
1,918,847
1,822,129 295,891
1,354,679 1,319,097
205,110
1,029,387 196,738
107,321
74,146
2020 2021 2022 2023 2024 2020 2021 2022 2023 2024
1,111,110 168.9
1,040,088 158.1
891,050 135.4
801,786 121.9
765,780 116.4
2020 2021 2022 2023 2024 2020 2021 2022 2023 2024
33.85
11.5 11.5
23.42 10.0
22.28
7.5
11.43
8.22
2.5
2020 2021 2022 2023 2024 2020 2021 2022 2023 2024
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
BUSINESS
HIGHLIGHTS
Business Highlights
(Cont’d)
Vincci
Plaza The Exchange TRX
New Opening
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
NON-FINANCIAL
HIGHLIGHTS
(The information presented is derived from the period of 1 July 2023 to 30 June 2024)
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
CHAIRMAN'S
STATEMENT
Group Performance Overview
During the year, Padini had experienced delay in certain shipments arising from unrest caused by the embattled
government of Bangladesh. Padini was able to manage this supply chain issue by having sufficient inventory level
and buffer lead time.
The following section in the Management Discussion and Analysis provides a more comprehensive view on Padini’s
performance, as well as the risks and challenges the Group is exposed to.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
Chairman's Statement
(Cont’d)
Continuing geopolitical tensions amongst the global As part of the Board renewal process, Padini has brought
powers have significant adverse effects on global in a new Independent Non-Executive Director, Mr Ng
economic growth, trade flows, supply chain disruptions, Chee Hoong, who we are confident, will be able to
inflation, interest rates and currency volatility. The positively contribute his skills, experience and views to
central banks of the major G7 countries have clearly further strengthen the bench strength in dealing with the
demonstrated their resolve to stem inflation with future needs and sustainability of the Group. The Board
significant interest rate increases to curtail demand for of Directors wishes to extend a very warm welcome to
goods and services. Coupled with sustained high energy Mr Ng.
costs, especially in Europe, it is a major concern that
weak, and possibly recessionary, economic conditions We look forward to working collaboratively and achieving
are triggered in many countries. new milestones together.
MESSAGE FROM
MANAGING DIRECTOR
“We see it as our responsibility to work with integrity, transparency and
honesty. Our journey is not finite. It will continue on as an ever-changing
quest for improvement and reduced impact.”
We are honoured to present the Integrated Annual Report of Padini Holdings Berhad Group for the financial year
2024. As Managing Director and Chairman of Sustainability Committee, I work closely with my team to provide
dedicated focus to manage sustainability strategically, including the integration of sustainability considerations in
the operations of the Group.
We believe that with the continuous sustainable journey ahead, we will sustain through global changes and challenges.
We believe that Padini not only upholds responsibility in accomplishment in business activities, but we are also mindful
in focusing on communication with stakeholders in ethical and sustainable ways. With that, we have revisited the fifteen
(15) identified sustainability material matters in the previous year which are vital to our business and stakeholders.
As we move forward, we intend to inculcate our sustainability governance and embed into our day-to-day lives’ good
sustainability practices within the Group. With this, the Board of Directors has endorsed the Group’s sustainability
agenda as one of the key priorities and will strive to promote environmental, social and governance (“ESG”) practices
in our strategies. We ensure that the Group complies with applicable laws and regulations, and we promote open
and transparent discussions, as well as constructive challenges on the Board and across the Group. We continually
strive to ensure best practices are being maintained and that governance is integral to our strategy and decision-
making processes for the benefit of our shareholders and other stakeholders.
Human capital is one of the important resources that Padini has placed high priority on. Being a responsible corporate
who would like to take part in the growth progression of the nation, we placed emphasis on local hiring and helping
vulnerable members of our communities, wherever we can, to make a difference. Salary reduction or retrenchment
are never on our list thus far, regardless how tough conditions that we may have.
I am also pleased to share that we have improved the diversity of our overall company. In the financial year 2020,
‘Live to Contribute’ was launched as our company’s initiative for an Inclusive Society. We continue this meaningful
initiative by working closely with Non-Governmental Organisations and government agency such as National Blood
Bank and Department for the Development of Persons with Disabilities, we have provided employment opportunities
to the Person with Disabilities to demonstrate their full potential, a platform to better display their abilities and thereby
encouraging and inspiring others in the society. This certainly would not work without the support of our internal
team members, and such training was conducted to ensure a smooth transition working with our new members. We
also continue to encourage our employees to volunteer and contribute to our community through our philanthropy
programmes. We have taken a step further by sending some of our staff to learn sign languages to strengthen
communications with our less abled staff.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
APPRECIATION
PROFILE OF
DIRECTORS
Datuk Lee Say Tshin MR YONG PANG CHAUN
71 years of age, Malaysian, Male 73 years of age, Malaysian, Male
Datuk Lee was appointed to the Board on 1 July 2023. Mr Yong was appointed to the Board on 26 March 1992.
Datuk Lee graduated from the University of Malaya with An entrepreneur with extensive hands–on experience in
a Bachelor of Economics (Honours) in 1975. the textiles and apparel industry, he has been and still is
primarily responsible for the achievements of the Group.
He is an accomplished banker with over forty-eight
(48) years of experience in banking industry, having After completing his secondary education, he joined
held various positions in HSBC Bank Malaysia Berhad, a textile merchant in Singapore where he gained
including Managing Director of Strategic Business considerable experience in the textile trade. Returning to
Development prior to his retirement in 2013. He is Malaysia several years later, he set up the Company’s first
currently the Vice Chairman, Strategic Initiatives for HSBC subsidiary in 1971 to manufacture ladies fashion. From
Bank Malaysia Berhad. Datuk Lee also a Council Member there, other businesses were set up and since then he
of the Malaysia-China Business Council. has always set the strategies for the development of the
Group. The recent success of the Group’s brands and
Other than his directorship with Padini Holdings Berhad, the presence that the brands command in the domestic
he is also the Independent Non-Executive Chairman of market today are attestations to his entrepreneurial skills.
CJ Century Logistics Holdings Berhad and Independent His ability to analyse fashion trends and to react quickly
Non-Executive Director of Alpha IVF Group Bhd. and IGB to take advantage of changes in market conditions and
REIT Management Sdn. Bhd. consumers’ preferences, has resulted in the Group being
provided with tremendous opportunities for continued
For the financial year under review, he has attended all growth. Today, he continues to manage the strategies
five (5) meetings of the Board of Directors. and plans for the Group’s future.
Profile of Directors
(Cont’d)
Mr Andrew Yong was appointed to the Board on 3 Mr Benjamin Yong was appointed to the Board on 15
December 2015. July 2016.
He graduated from the California State University, After graduating with a Bachelor’s Degree in Arts, Media &
Northridge, Los Angeles, California with a Bachelor’s Communication from the University of Melbourne, Victoria,
Degree in Computer Science. From April 2006 to May Australia in 2005, Mr Benjamin Yong started his career
2008, he worked as a AS400 programmer contracted as a Merchandising Assistant with Padini Merchandising
to Patimas PSG and a system operator in Prudential department in September of the same year. He was
services. promoted to the position of Merchandiser in 2007 and
appointed as the Brand Manager for Padini Workwear
He joined Padini in June 2008 as IT manager in Padini in 2009. He is now the Head of Design, Merchandising
Dot Com Sdn. Bhd. managing all IT operations, system and Retail of the Group and is responsible for the overall
implementations and IT assets for the Group. He was management, development and organisation of the
promoted to General Manager – Operations in August design, merchandising, retail and branding activities for
2015 and oversees, manage and direct overall operations the brands assigned to him.
of support departments of the Group.
Other than his directorship with Padini Holdings Berhad,
Other than his directorship with Padini Holdings Berhad, he is not serving as a director in any other public
he is not serving as a director in any other public companies.
companies.
For the financial year under review, he has attended all
For the financial year under review, he has attended all five (5) meetings of the Board of Directors.
five (5) meetings of the Board of Directors.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
Profile of Directors
(Cont’d)
Ms Chew was appointed to the Board on 20 February Ms Sung was appointed to the Board on 23 May 2018.
2017.
She is currently holding the position of Group Chief
She graduated from Parsons School of Design, New York Financial Officer in Padini Holdings Berhad. She is a
with a Bachelor’s Degree in Business Administration, member of the Malaysian Institute of Accountants and
majoring in Design & Management. She worked as a Fellow of Chartered Certified Accountant, UK.
merchandising assistant in Calvin Klein Jeans, New York
in year 2005. She has more than twenty (20) years of experience in
audit and assurance, listing and corporate advisory work.
She joined Vincci in August 2005 as Design & Prior joining Padini in May 2017, she was an audit partner
Merchandising Executive till July 2007. From August 2007 in a large international accounting firm and was also the
till June 2009, she was redesignated as Trend Developer technical partner of the firm. Apart from audit, she has
cum Merchandiser, who managed the Research & wide range of experience covering due diligence review,
Development department. She was promoted to Brand business advisory work and technical support to corporate
Manager for Vincci Accessories & Vincci + in July 2009 exercises engagements varying from reverse takeover,
till December 2013. From January 2014 till present, she initial public offerings and others. Her client portfolio
is the Brand Manager for the entire Vincci group. includes local and international companies covering a
broad spectrum of industries.
Other than her directorship with Padini Holdings Berhad,
she is not serving as a director in any other public She is currently a member of the ACCA Malaysian
companies. Advisory Committee since February 2022.
For the financial year under review, she has attended all Other than her directorship with Padini Holdings Berhad,
five (5) meetings of the Board of Directors. she is not serving as a director in any other public
companies.
For the financial year under review, she has attended all
five (5) meetings of the Board of Directors.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
Profile of Directors
(Cont’d)
Mr Christopher Yong was appointed to the Board on 1 Ms Tan was appointed to the Board on 21 September
September 2023. 2021.
He graduated from Monash University, Victoria Australia She holds a LL.B. (Hons) from the University of
in 2009, Mr Christopher Yong started his career in Brands Manchester. She also holds a Postgraduate Diploma
Outlet as an Assistant Merchandising Manager. He was in EU Competition Law and LL.M (Master of Laws) in
promoted as a Merchandiser in 2010 and subsequently a International Commercial Law.
Senior Merchandiser in 2011. Mr Christopher Yong took a
Managerial role in 2014 in Brands Outlet as an Assistant She is a practising corporate lawyer at Messrs Skrine,
Merchandising Manager and was then promoted to where she commenced legal practice after her admission
a Brand Manager for Brands Outlet in 2015. His role to both English and Malaysian Bar. She has been a
as a Brand Manager includes merchandise planning, partner of Messrs Skrine since 2018 and has been in
marketing strategies, outlet operations, outlet design, practice for over ten (10) years. Throughout her practice,
stock distribution, leasing, advertising and promotions, she has been involved in advising on numerous exercises
social media and overall strategic planning. for international and local companies ranging from
mergers and acquisitions, to business reorganisations,
Other than his directorship with Padini Holdings Berhad, corporate governance and regulatory compliance. She
he is not serving as a director in any other public is also the Co-Head of Skrine’s Competition Practice
companies. and has in-depth knowledge and experience in this area.
For the financial year under review, he has attended Other than her directorship with Padini Holdings Berhad,
all four (4) meetings of the Board of Directors since his she is also the founder and currently a director of SESO
appointment. Berhad, a public company (a non-profit enterprise which
aims to combat food waste and food poverty).
For the financial year under review, she has attended all
five (5) meetings of the Board of Directors.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
Profile of Directors
(Cont’d)
Ms Tan was appointed to the Board on 1 July 2022. Mr Timothy Tan was appointed to the Board on 1 July
2023.
She is a member of Malaysian Institute of Certified
Public Accountants, Malaysian Institute of Accountants, He holds a Bachelor of Business from University of
Chartered Tax Institute of Malaysia, ASEAN Federation Technology Sydney, Australia. He also holds Diploma in
of Accountants and Financial Planning Association of Marketing Communication from International Advertising
Malaysia. Association and Diploma in Marketing Research from
Marketing Research Society of Australia.
She joined one of the Big Four accounting firm in Malaysia
in 1990 and obtained her professional qualification there. Mr Timothy Tan started his career as a Worksite Marketing
Executive with Allianz Life Insurance (M) Berhad from
Ms Tan has over thirty (30) years in the area of auditing, 2003 – 2004. In 2004, he Joined Kawan Food Berhad as
corporate advisory, accounting, taxation, financial due the Head of Export and he was promoted to the position
diligence and mergers and acquisitions. She is currently of Director of International Business of Kawan Food
the Managing Partner of Total International Associates, Berhad. In 2015, Mr Timothy was further promoted to
an audit firm based at Kuala Lumpur. the position of the Group Managing Director and he held
this position until 2020. He is currently a consultant for
Other than her directorship with Padini Holdings Berhad, International Business.
she is also a Non-Independent Non-Executive Director
of Euro Holdings Berhad. Other than his directorship with Padini Holdings Berhad,
he is not serving as a director in any other public
For the financial year under review, she has attended all companies.
five (5) meetings of the Board of Directors.
For the financial year under review, he has attended all
five (5) meetings of the Board of Directors.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
Profile of Directors
(Cont’d)
Mr Ng was appointed to the Board on 1 January 2024. Mr Lee was appointed to the Board on 6 January 2014.
Other than his directorship with Padini Holdings Berhad, Other than his directorship with Padini Holdings Berhad,
he is also an Independent Non-Executive Director he is not serving as a director in any other public
of Tan Chong Motor Holdings Berhad. He was also companies.
the Independent Non-Executive Director of Pestech
International Berhad and SSF Home Group Berhad For the financial year under review, he has attended all
and retired on 26 March 2024 and 10 October 2024, three (3) meetings of the Board of Directors prior to his
respectively. retirement from the board.
Profile of Directors
(Cont’d)
He graduated from the University of Malaya with a Bachelor of Accounting (1st Class Hons). He is a member of the
Malaysian Institute of Accountants (“MIA”). He was formerly a member of the Examination Committee of the Certified
Credit Professional (Business) of the Asian Institute of Chartered Bankers (“AICB”) (formerly known as Institut Bank-
Bank Malaysia). In recognition of his contributions and services rendered to AICB and the banking Industry, he was
elected by the Council as an Associate Fellow of AICB.
He started his career in 1980 with SGV-Kassim Chan Sdn Bhd, a management consultancy firm, conducting financial
feasibility and marketing studies, review of operational processes and financial training.
From 1984 to 1987, he was with Malaysian Resources Corporation Berhad, a diversified listed group with businesses
in the manufacturing, trading, credit & leasing, credit card, construction and property development areas, in charge
of the corporate planning, accounting and tax, information technology and general administration areas.
Since 1988 up to his retirement in the financial year 2015, he has been with the banking sector, heading varied areas
of marketing, branch management, credit evaluation, credit operations and risk management with Overseas Union
Bank (M) Bhd and Ambank (M) Bhd. Customer segment handled is mainly in business banking.
Other than his directorship with Padini Holdings Berhad, he is also an independent non-executive director of New
Hoong Fatt Holdings Berhad.
For the financial year under review, he has attended all three (3) meetings of the Board of Directors prior to his
retirement from the board.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
Profile of Directors
(Cont’d)
Other Information
i. Family Relationship
Mr Yong Pang Chaun is the spouse of Ms Chong Chin Lin who is the substantial shareholder of the Company.
Mr Andrew Yong Tze How, Mr Benjamin Yong Tze Jet and Mr Christopher Yong Tze-Yao are sons of Mr Yong
Pang Chaun and Ms Chong Chin Lin. Ms Chew Voon Chyn is the niece of Mr Yong Pang Chaun as well as
cousin to Mr Andrew Yong Tze How, Mr Benjamin Yong Tze Jet and Mr Christopher Yong Tze-Yao. None of
the other Directors above have any family relationship with one another. Mr Yong Pang Chaun and Ms Chong
Chin Lin are the major shareholders in the company by virtue of their interest in Yong Pang Chaun Holdings
Sdn Bhd which owns a 43.74% interest in the shares in the Company as at 30 June 2024.
The Proposed ESOS had been approved at the Annual General Meeting (41st AGM) on 25 November 2022.
However, some of the other resolutions relating to the proposed allocations thereto were not carried.
Pursuant to Paragraph 6.42 of the Main Market Listing Requirements of Bursa Securities, the implementation
of the ESOS is effective from 3 March 2023.
As of the reporting date, no ESOS option has been offered to eligible Executive Directors and employees of
the Company and its subsidiaries.
The proposed Bonus Issue of Shares will be tabled for the shareholders’ approval at the 43rd Annual General
Meeting.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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FY2024 HIGHLIGHTS & LEADERSHIP
DIRECTORS' RESPONSIBILITY
STATEMENT
IN RESPECT OF THE ANNUAL AUDITED FINANCIAL STATEMENTS
Pursuant to paragraph 15.26 (a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad
and as required by Companies Act 2016 in Malaysia, the Directors are responsible for the preparation of financial
statements which give a true and fair view of the financial position of the Company and its subsidiaries as at the end
of the financial year, and of the financial performance and cash flows for the financial year then ended.
In ensuring the preparation of these financial statements of Padini Holdings Berhad, the Directors have ensured
the following:-
The Directors are responsible for ensuring that proper accounting and other records are kept which disclose with
reasonable accuracy the financial position of the Company and ensuring that the financial statements comply with
the provisions of the Companies Act 2016.
The Directors are also responsible for taking reasonable steps to safeguard the assets of the Group, and to prevent
and detect fraud and other such irregularities.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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MANAGEMENT DISCUSSION & ANALYSIS
MANAGEMENT DISCUSSION
& ANALYSIS
The following management discussion & analysis is a review of the business and operation,
discussion of the financial results and condition, performance of operating segments, risk and
uncertainties and future outlook of Padini. This management discussion & analysis should be
read in conjunction with the company’s audited financial statements and the accompanying
notes for the financial year ended 30 June 2024.
Padini’s vision is to be the best fashion company ever in Malaysia and the region. Our mission is to exceed
customers’ expectations and our brands’ promise. Forward planning, creativity, innovation, teamwork, resources
and infrastructure development and consistent execution of strategies are required to achieve the aforesaid
vision and mission. With the key enablers progressively put in place, the Group has continued to forge ahead
notwithstanding the challenging economic environment.
Retail has always been and will continue to be ever changing and evolving. Attaining new customers is a
good way to grow and getting existing customers to return is the lifeblood of any business. Consumers always
have high expectations and have their pick when it comes to buying a product. We need to be ever iridescent
in the eyes of consumers, to attract and retain their interest and increase the traffic to our retail stores and
e-Commerce. As always, a good understanding of consumers’ needs, and speed of delivery are of the utmost
importance. The latest fashion trends need to be made available in store in the shortest time possible, at the
right price, before it loses its appeal. Apart from that, post-purchase customer experience is also important to a
business, how we treat our customers after their purchases determine the customers’ satisfaction completion.
The question lies in who can execute this and execute it well, every time. Padini is learning every day to improve
the lead time in every step by improving the efficiency and processes.
While we are confident on the longer-term outlook, the immediate focus is on adapting to the changes of the
market conditions, including challenges from cost inflationary pressure, volatile market sentiment, shopping
behavior and meeting the customers’ needs; prudent cost management at all operational levels and provide
products that are good in value by increasing the efficiency throughout our value and supply chain.
While the Covid-19 pandemic in previous years undoubtedly brought significant challenges and disruption to
business, it has also created new opportunities on acceleration of the digital transformation. In the post pandemic
era, retailers need to continue to leverage the right technology to offer value-for-money products and services
that can be purchased conveniently through multiple channels. Moving to digital and finding the right model for
the online channel and distribution in the retail industry is a key success factor in digital retailing. However, we
believe our customers appreciate that the touch-n-feel and brick and mortar is an important platform to create
wonderful experiences which would not be replicated in the digital world. We believe in working towards the
direction where the brick and mortar model and online retail model complement each other to provide a richer
shopping experience for our customers.
We have yet to see significant contribution from the sales to Singapore via our own digital retailing platform.
Although the contribution is relatively small during the year, we are still positive to the long-term contribution
from Singapore.
Process automation is another by-product arising from digitalisation. We are taking steps to improve automation
in our warehouse operations. This is one of the key developments in the financial years 2023, 2024 and 2025.
We have invested approximately RM20 million in these improvements during the financial years 2023 and
2024.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
34
MANAGEMENT DISCUSSION & ANALYSIS
In addition, Padini is investing in a Radio Frequency Identification (“RFID”) system for inventory tracking and
management. RFID hardware and software have been installed at our warehouse and outlets and are currently
in the testing phase before the official launch, and we are expecting the project to go live in the financial year
2025. We believe this total investment of more than RM10 million will lead to better efficiency in inventory
management, eliminate limitations arising from shortage of workers, reduce human error and inventory losses.
To improve the efficiency of stock movement and logistics in both East Malaysia and Peninsular Malaysia, the
Group plans to establish logistics hubs in East Malaysia, southern region and northern region. A warehouse
which costs RM5 million in the southern region had been purchased subsequent to the financial year end.
This development is anticipated between the financial years 2025 and 2029. The Group believes these hubs
will help shorten lead times for stock transitions, improve top line growth and reduce carbon emissions.
Padini will continue to leverage technology on our business growth and setting business strategy in all aspects.
The following presents the Group’s financial and business review for the financial year ended 30 June 2024
(“2024”), compared to the financial year ended 30 June 2023 (“2023”).
Revenue and gross profit The other income of the Group increased by RM9.0
million or 33.8%, rising from RM26.6 million to
For the financial year under review, the Group has RM35.6 million as compared to the financial year
performed well, despite the challenging business 2023. This increase is primarily due to the accretion
environment. The Group recorded consolidated of discount from deposits for leases of RM4.3
revenue of RM1.92 billion, representing an increase million and incentive of RM3.7 million received
of 5.3% over the previous financial year’s amount from the landlord to cover specific costs, such
of RM1.82 billion. Despite a revenue increase, as renovation etc. during the financial year under
profit before tax dropped by approximately RM99.2 review.
million or 33.5% from the previous financial year’s
RM295.9 million. The decrease is partially due to Operating expenses
rising staff costs and the decrease in the gross profit
margin. Consequently, the total comprehensive Operating expenses before finance costs for the
income for the financial year attributable to financial year under review amounted to RM508.6
the owners of the Company decreased by million (2023: RM426.7 million) which is increased
approximately 34.2% or RM76.1 million, compared by RM81.8 million or 19.2% as compared to last
to the amount of RM222.7 million achieved in the financial year.
previous financial year.
The increase is primarily a result of a RM45.4 million
The gross profit margin for the financial year rise in salaries and employee incidental expenses
decreased by 3.2%. The margin fluctuates due due to salary increments and adjustments made
to various factors, including sales mix, types of in the second half of the financial year 2023.
promotion, types of product offer for sales, varied Depreciation increased by RM27.6 million due
purchase cost and other related influences. to the opening of thirteen (13) stores during the
financial year under review. In addition, the increase
Other income in depreciation is also due to the renovation of
eleven (11) stores, compared to five (5) stores
The primary factor contributing other income stream in the last financial year. Besides these, we have
from interest income obtained from local financial increased spending on advertising and promotion
institutions, constituting 55.5% of the total other by approximately RM3 million to enhance brand
income during the financial year 2024. visibility. In addition, security expenses have been
increased by approximately RM4 million to ensure
safeguarding of our assets at the outlets.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
35
MANAGEMENT DISCUSSION & ANALYSIS
The Group’s finance costs increased to RM25.4 Tax expense of the Group decreased from RM73.2
million from RM21.7 million mainly attributable to million to RM50.1 million which is in line with the
the increase in interest expense on lease liabilities decrease in profit reported in 2024. The Group’s
resulting from total thirteen (13) stores that were effective tax rate in 2024 was 25% (2023: 25%)
opened during the financial year 2024 as compared which approximates to statutory income tax rate
to eight (8) stores in the financial year 2023. In of 24%.
addition, the increase in finance costs was also
due to increased hire purchase borrowing for
warehouse automation which led to a rise in hire
purchase interest expenses by RM0.3 million.
The Group’s domestic operations continued to be the main driver of its revenues and profits, and garments,
shoes and fashion accessories remain the main products of the Group.
In the financial year 2024, the domestic market contributed approximately 96.6% of the Group's consolidated
revenue (2023: 96.8%), while the overseas market contributed 3.4% (2023: 3.2%).
In the domestic market, our products are sold through numerous retail stores, consignment counters, as well
as internal and external online portals.
In the multi-brand Padini Concept Stores and single-brand stores, our products are carried under the following
brand names; Vincci, Vincci Accessories, Vincci Mini, Padini Authentics, PDI, Padini, Seed, Miki, and P&Co, all
of which are owned by the Group. All the aforementioned brands are widely known by Malaysian consumers
and are easily available in the major shopping malls in Malaysia. In addition to those, the Group also utilises a
number of house brands to market the value-for-money merchandise that it offers for sale in its Brands Outlet
stores.
For the financial year under review, the individual performance of the five (5) trading subsidiaries are indicated
in the table below.
All trading subsidiaries in the domestic market were in profitable position for the financial year 2024.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
36
MANAGEMENT DISCUSSION & ANALYSIS
The following table provides a summary of the Group’s domestic retail network, analysed according to our
brands, and markets, as at the various dates indicated.
As at As at As at As at As at
Brands – Domestic Market
30.6.2024 30.6.2023 30.6.2022 30.6.2021 30.6.2020
In the domestic sector, the Group had as at 30 June 2024, a total of one hundred forty (140) retail stores
divided into twenty-eight (28) single-brand stores, forty-nine (49) Padini Concept Stores, fifty-two (52) Brands
Outlet stores and eleven (11) consignment counters. Except for six (6) Padini Concept Stores and six (6)
Brands Outlet stores which are located in Sabah and Sarawak, the rest of the stores are located throughout
Peninsular Malaysia.
The Group had in the financial year of 2024 opened six (6) Padini Concept Stores, one (1) Brands Outlet store
and five (5) Free-standing stores. There were one (1) Padini Concept Stores and six (6) Free-standing stores
closed during the financial year as part of the strategy to maximise return on equity and streamline operation.
Of the six (6) free-standing stores that were closed during the financial year, five (5) were in the same shopping
mall and were closed with the intention of converting them into Padini Concept Stores.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
37
MANAGEMENT DISCUSSION & ANALYSIS
During the financial year under review, eleven (11) stores were temporarily closed for renovation and relocation
for the purpose optimising the store layout and enhance customers’ shopping experience. These eleven (11)
stores have been reopened during the financial year. Additionally, another five (5) stores were temporarily
closed as of year-end for renovation, with plans to reopen them in the first quarter of the financial year 2025.
As at 30 June 2024, the total gross floor area operated by the Group in Malaysia was about 1,412,000 square
feet (2023: 1,362,000 square feet), of which 737,000 square feet (2023: 697,000 square feet) and 619,000
square feet (2023: 610,000 square feet) respectively were for the Padini Concept Stores and Brands Outlet
stores, whilst the balance were for our single-brand stores.
For the overseas market, our presence is established through either managed by our own management (“own-
managed overseas stores”) or licensees (“Franchise stores”) arrangements.
For own-managed overseas stores, products are sold through retail stores and external online portals such as
Shopee and Facebook live. In the financial year 2023, we discontinued our Facebook live sales in Cambodia
to achieve greater cost efficiency. The number of own-managed overseas stores are as follows:-
As at As at As at As at As at
30.6.2024 30.6.2023 30.6.2022 30.6.2021 30.6.2020
Cambodia
Brands Outlet 3 3 2 2 2
Padini Concept Stores 3 3 2 2 2
Total 6 6 4 4 4
Thailand
VNC 7 7 7 7 7
Revenue generated from own-managed overseas outlets accounted for 2.5% (2023: 2.4%) of the Group’s
consolidated revenue, which increased by RM4.2 million from RM43.0 million to RM47.2 million as compared
to the financial year 2023.
As at 30 June 2024, the total gross floor area operated by the own-managed overseas stores was about 77,000
square feet (2023: 77,000 square feet). During the financial year, no new stores were opened or closed in
Cambodia. In Thailand, one (1) Free-standing store was opened and one (1) was closed during the financial
year under review.
In absolute value terms, sales generated from overseas markets had increased by approximately RM7.0 million
(2023: RM4.9 million) as compared to last financial year, mainly due to the increase in sales of own-managed
oversea business.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
38
MANAGEMENT DISCUSSION & ANALYSIS
The Group’s consolidated revenue derived from licensees amounted to 0.9% (2023: 0.8%). The following are
retail stores managed by licensees (Franchise stores), all these stores are selling shoes and fashion accessories
carried under the Vincci (or VNC) label.
As at As at As at As at As at
Locations
30.6.2024 30.6.2023 30.6.2022 30.6.2021 30.6.2020
ASEAN:
Brunei 1 1 1 1 1
Myanmar _ 3 3 3 3
Indonesia _ _ _ _ 8
UAE 12 15 15 14 15
Oman 3 4 4 3 3
Qatar 1 1 1 2 2
Bahrain 2 2 1 1 1
Total 19 26 25 24 33
The decrease in the number of overseas franchisee stores managed by licensees was mainly due to expiry of
contract and management decided not to renew it. Franchisee in Myanmar and Padini have mutually agreed
to terminate the franchise agreement amicably by end of October 2023.
Digital platform
We have embarked on the e-Commerce journey since end of 2015 and building from zero base with the
objective to have a marketing channel ready to meet our customers’ needs at the appropriate time. We initiated
this journey with the development of a user-friendly online shopping website called Padini.com, offering a
convenient platform for customers to browse and purchase fashion products.
Lockdown restriction resulting from the catastrophic pandemic has had a profound impact on how customers
behave which shaped the business platform to a new era. In the financial years 2020 and 2021, the Group
had started selling its products via Facebook live, Lazada and Shopee platforms for both domestic and own-
managed overseas businesses. With the aim of achieving greater cost efficiency, we have made the decision
to discontinue our Shopee and Facebook live sales for Malaysia operation during the financial year 2023
and discontinued selling on Lazada platform in August 2024. Online shopping has experienced a growth, but
technology or digital is more than just shopping online, it is important to find a balance between reaching out
to existing customers and attaining new customers by creating brand awareness. The introduction of Padini
Mobile App helps the Group to continue to deliver better in-person shopping experience while maintaining
social distancing of customers. In addition, the Group had been involved in different social media channels
for brand awareness such as Facebook, TikTok and Instagram. In the financial year 2024, the Group started
to be active on Xiaohongshu.
We will continue to explore more online portals to sell our products. While the sales contribution to the Group
revenue is minimal, this is an essential progression for regional expansion and bringing Padini onto another
level.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
39
MANAGEMENT DISCUSSION & ANALYSIS
–* –* 66,600
180,445#^ –* –*
517,684 –* 8,110
–* –* 5,323
293,690 –* 22,372
18,578 –* –*
878,879 –* –*
# as at 12 July 2024
* Indicates that Padini has not engaged this social media channel in the respective country
^ The group existed LazMall in August 2024 to better align with business strategy
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
40
MANAGEMENT DISCUSSION & ANALYSIS
Total assets and liabilities of the Group stood at RM1.8 billion (2023: RM1.7 billion) and RM0.7 billion (2023:
RM0.6 billion) respectively. The increase in total assets is primarily driven by the increase in property, plant
and Equipment as well as the right-of-use assets as a result from the increase in number of stores opened.
Total liabilities showed a marginal increase, primarily because of the increase in lease liabilities which is in
tandem with the increase in the number of stores opened during the financial year under review.
Liquidity Indicators
As at As at As at As at As at
30.6.2024 30.6.2023 30.6.2022 30.6.2021 30.6.2020
The Group’s capital expenditure and working capital are mainly financed by cash generated from its operation.
Liquidity ratio attempts to measure Group’s ability to pay off its short-term debt obligations. This is done by
comparing the Group’s current assets with its short-term liabilities. For a healthy and financially sound company,
its acid test should exceed one (1). It means that the current assets are not highly dependent on inventories
and the Group has the ability to pay its current liabilities as and when they fall due.
The Group has healthy liquidity indicators during the financial years under review. Both liquidity ratios and acid
test ratios indicate a healthy cash reserve position, which has improved over the years. The Group has been
keeping a relatively low level of liabilities for the financial years under review. The gearing ratio has risen from
0.38% to 1.21% primarily attributed to the inclusion of hire purchase borrowings for warehouse automation
during the financial year under review.
Capital Management
There was no change in the share capital of the Company during the financial year. There was no major capital
investment during the financial year, other than disclosed in Note 5 to the financial statements for the capital
expenditure incurred during the financial year.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
41
MANAGEMENT DISCUSSION & ANALYSIS
The Group’s business activities, operations, financial results and growth prospects are subject to the risks and
uncertainties in the market place that it operates. There are inherent risks arising from unfavourable changes
in general economic and business conditions and rising costs that could result in different outcomes from the
planned result.
The following risks are not exhaustive and there may be other risks which are not known to the Group. The
risks and uncertainties that could potentially have an impact on the information disclosed are difficult to predict.
The outlook for the domestic economy is projected Other than local economic and social developments,
to be challenging in 2024 and 2025. The impact apparel players in Malaysia are also impacted by
on consumer spending will very much depend on penetration of international players, which is the
the delicate balancing act of the Government in trend of borderless trading that promotes free
supporting the people via financial aids, tax system, trade among countries. International players may
aside to control the budget deficit versus the aim to have greater resources and business models that
put more disposable income into the hands of the provide a better shopping experience. Competition
rakyat in the face of global uncertainties. Market emerges in many ways, such as product quality,
confidence and sentiment and employment are the price comparison, product variety and speed of
important elements in spending level and spending delivery of trendy apparel to market and product
pattern. life cycle and distribution channels. This is the
era that consumers have higher expectations on
Trading conditions are expected to remain uncertain what a company is able to deliver, quality, value
and challenging for retailers for the second half of proposition, convenience, newness and innovation.
2024 and 2025. Downside risks include inflation,
political stability, tighter global financial conditions The fashion industry is also evolving into an
and uncertainty over the government ‘s fiscal important phase of digital adoption by the consumer,
situation. There will be lingering concerns over the continuous growth of e-Commerce leading to
unemployment, recession, rising cost of living and changes in consumer consumption patterns.
its impact on consumer sentiment as consumers Incorporating technology into a brand can be a
remain cautious and selective in their spending. powerful marketing tool in driving consumer habits.
The availability of technology and the myriads
The Group seeks to limit these risks through, among of choices and information at the consumers’
others, prudent management policies, continuous disposal have made it even more challenging for
review and evaluation of the Group’s operation retailers to stay relevant to their customers. With
and strategies, close working relationships with the ease of reaching out information at consumers’
the stakeholders, continuous quality customer fingertips, consumers are becoming less brand
services, human resource development and loyal. Consumers will switch brands when there
technology upgrades. are offers with better prices and better value.
The direction of our business will continue to focus The country’s competitive retail landscape is also
on offering more value for money clothing and witnessing signs of consolidation while at the
accessories to all levels of the income group. We same time, addition of new retail space as well
believe affordable clothing will continue to be a as continuous transformation and modernisation
necessity. of retail formats happen. Shopping landscape
has changed from heavily on traditional business
model, to a complex journey across online
and offline touchpoints. Spending habits and
purchase decisions of consumers have also been
greatly affected by new communication channels,
especially social media, video streaming and peer
reviews.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
42
MANAGEMENT DISCUSSION & ANALYSIS
It is very important to have a robust supply chain for the Group to ensure good product varieties, good quality
of products and speedy supply. Poor management in this area is a big risk to the survival of the Group.
Besides maintaining a good relationship with existing good suppliers, sourcing new suppliers that can meet
our requirements is also one of the important key performance indicators for our Sourcing department. Basic
factors to consider while sourcing new suppliers include pricing, quality, lead time, quality workmanship,
production capacity and suppliers’ ethical operation. The Group also further evaluates the environment, social
and governance footprint of the supplier, such as ethical labour practices, sustainability of material used and
production line.
Poor supply chain performance can lead to many problems that deteriorate profit and are detrimental to the
reputation of the Group. This includes insufficiency and discontinuity of bestselling products, keeping excessive
inventory, inefficient logistics arrangement and poor sourcing choices. This is a continuous effort and the
performance is reviewed on a regular basis.
4. DIVIDENDS
In respect of the financial year under review, the following dividends were declared and paid:
• a first interim dividend of 2.5 sen per ordinary share (single tier) amounting to RM16,447,736.97 for the
financial year ended 30 June 2024 that was declared on 25 August 2023 and was paid on 29 September
2023.
• a second interim dividend of 2.5 sen per ordinary share (single tier) amounting to RM16,447,736.94 for
the financial year ended 30 June 2024 that was declared on 30 November 2023 and was paid on 29
December 2023.
• a third interim dividend of 2.5 sen per ordinary share (single tier) amounting to RM16,447,736.94 for the
financial year ended 30 June 2024 that was declared on 27 February 2024 and was paid on 29 March
2024.
• a fourth interim dividend of 2.5 sen per ordinary share (single tier) amounting to RM16,447,736.94 for
the financial year ended 30 June 2024 that was declared on 30 May 2024 and was paid on 28 June
2024.
• a special dividend of 1.5 sen per ordinary share (single tier) amounting to RM9,868,641.88 for the
financial year ended 30 June 2024 that was declared on 30 May 2024 and was paid on 28 June 2024.
The Board does not intend to establish a fixed dividend policy at this point of time. The Board strives to provide
consistent dividend streams to shareholders whilst ensuring to retain flexibility of cash flows to meet its business
operation needs as well as its expansion plan.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
43
MANAGEMENT DISCUSSION & ANALYSIS
Due to the difficulties in predicting the financial impacts of the risks and uncertainties on the business, the
Group undertakes no obligation to publicly update any of the forward-looking statements in the event that any
unforeseen circumstances arise which might affect them.
In tandem with the global environment, the year ahead will be an arduous journey riddled with uncertainties
in all aspects, as the direction of global economy is uncertain and unpredictable.
Locally, business in Malaysia is expected to be challenging because of the inflation affecting consumer
purchasing power. The Group remains optimistic on the long-term sustainability of the business and are
focusing our effort to further rationalise the retail business by optimising the working capital and measures to
control the operating costs while extending and exploring various sales channels.
As at the date of report, we plan to have nine (9) stores to be refurbished and four (4) new stores to be opened
and one (1) store to be closed in Malaysia during the financial year 2025. For overseas market, we are planning
to close one (1) store in Thailand. We will actively monitor the market condition and evaluate our business
strategy on a regular basis to maximise the returns.
To maintain, or even improve, our merchandising, pricing and promotional strategies will continue to be focused
on being relevant to our customers; concentration will still be on design, quality and affordability, where we
strive to bring the best value to our customers in the shortest time-to-market possible. The latest fashion trends
need to be made available in store in the shortest time possible, at the right price, before it loses its appeal.
Whilst we are still very much centered on the brick-and-mortar business, a lot of effort has been put in to
grow our online business by increasing the awareness of our products in our online channels and improving
the infrastructure for e-Commerce. Developing new online shopping experiences and enhancing shopping
convenience to our consumers is a continuous effort of the e-Commerce division. We believe digital retailing of
the Group will bring a positive impact to the Group both as a complementary business channel and for future
growth.
While we are not expecting major contributions from the stores and online platforms in Cambodia and Thailand,
online sales to Singapore and our mobile app in the financial year 2025, we envisage the Group will continue
to grow with improving our product quality and enhancing the buying experience of our customers.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
44
OUR VALUE CREATION
OUR
BUSINESS MODEL
We operate within the buy and sell business model, wherein we engage in designing and purchase a diverse range of
our own brand products including apparel, accessories, and footwear from our various suppliers or manufacturers. At
present, our third-party manufacturers are based in China, India, Malaysia, Thailand and Bangladesh. Subsequently,
we sell these products through our retail channels, including physical stores and online platforms. Our business
strategically offers our products to cater to diverse customer preferences and market demands, while continuously
monitoring trends to stay relevant in the fashion industry.
As a buy and sell retailer, we take charge of designing and managing inventory, supply chain logistics, as well as
retail operations to ensure a seamless shopping experience for our customers. By sourcing products from different
suppliers, we can maintain a diverse product portfolio, providing customers with ample choices in terms of styles,
designs, ages, gender at affordable price points.
PLANNING
1. Design and Merchandising
PLANNING (cont'd)
2. Sourcing
The Sourcing department team sources product and material suppliers, negotiates pricing, and request products
samples. They procure materials from an approved list of vendors, negotiates the best price and terms, and
present recommendations to the Management for new products planning. The Sourcing department is important
because it is responsible for finding reliable suppliers, negotiating favourable terms, and securing cost-effective
materials, which directly impact product quality, availability and overall business profitability.
PRODUCTION
3. Quality Control (“QC”)
QC team works with suppliers to ensure the products meet the quality standards and conducts inspection on
manufactured products before delivering them to the customers.
SALES
4. Logistic and Warehouse Management
Our Logistic department collaborates closely with the Design and Merchandising department, Sales and
Operations department, Sourcing department and third-party logistic companies. They coordinate stock
purchase, stock keeping, returns and collection from stores as well as packing and preparing shipments for
timely delivery to Padini stores. They play a vital role in streamlining operations, reducing costs, meeting
customer demand, and seeks third-party transportation services providers to deliver goods from warehouse
to stores, all of which are essential for the success and growth of Padini.
The warehouse department of Padini Group manages stock movement and oversees third-party warehouses.
They inspect incoming goods to ensure they match the purchase order. Warehouse department efficient
management of stock movement, quality control and collaboration with other departments play an important
role in optimising costs.
5. Marketing
Our Marketing and Advertising & Promotion teams are responsible for executing advertising, promotion and
publicity plans for products and services. This includes organising campaigns, product price promotions,
discounts, and customer engagement programme in shopping malls. Furthermore, the Marketing department
ensures the corporate image of Padini Group is consistent through corporate identity guidelines. This involves
maintaining uniformity in brand logos, signboards, fonts, and displays across all retail outlets to project a
cohesive brand image.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
46
OUR VALUE CREATION
sales (cont'd)
Our Sales and Operations team ensures the efficient operation of Padini stores. They manage staffing, sales,
cost control and order placement. They work to align the Company’s budget to individual stores and region
based on historical sales and market demand. In addition, the Team also collaborates closely with Design and
Merchandising to set sales targets and plan product volumes. Regular store visits are conducted to monitor
efficiency of stores and provide recommendations for improvements. Furthermore, the department conducts
quality checks on garment, footwear and accessories to ensure they meet the required standards. They also
handle customer complaints and provide feedback.
7. e-Commerce
Our customer relationship team handles customers complaints and queries to ensure customers’ needs are
addressed. This department plays an important role for building strong customer relationships, enhancing
brand reputation by keeping customers satisfied and engaged.
Furthermore, our loyalty programme membership was established with the goal of enhancing customer
satisfaction and encourage continued engagement with our valued customers.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
48
OUR VALUE CREATION
OUR
VALUE CREATION MODEL
VISION: To Be The Best Fashion Company Ever
We have to focus our efforts to have the best valued products in the market with the best shopping experience
we can offer, whilst practising responsibility and sustainability.
INPUTS
INTELLECTUAL CAPITAL
NATURAL CAPITAL
MANUFACTURED CAPITAL
• Market’s reach of one hundred thirty-five (135) stores in Malaysia and thirteen (13) stores in Thailand
and Cambodia
• We have three (3) inhouse and three (3) outsourced warehouses’ facilities dedicated to storing our
inventory
HUMAN CAPITAL
Sustainable CORE
Product CULTURES: Market
Responsive
Differentiation
Teamwork Consistency
STRENGHTENING Community
BUSINESS Speed Simplicity Giving
GROWTH
Mission:
To Exceed Customers’
Expectations and Our
Brands’ Promise
Communication Learning culture
Strengthening Empowering
Value Chain Talents
Self-confidence
OUTPUTS
INTELLECTUAL CAPITAL
• Developed diverse brands portfolio that cater fashion-conscious consumers of both genders and all
ages including Padini, Seed, Padini Authentics, PDI, P&Co, Miki, Vincci, Vincci Mini, Vincci Accessories
and Brands Outlet.
NATURAL CAPITAL
MANUFACTURED CAPITAL
HUMAN CAPITAL
OUTCOMES
CUSTOMERS
EMPLOYEES
SUPPLIERS
SHOPPING MALLS
Sustainable
Product Market Strengthening Empowering Community
Differentiation Responsive Value Chain Talents Giving
ECONOMIC
ENVIRONMENTAL
SOCIAL
• Compliance • Substantial loss due to fraud • Zero tolerance for internal fraud
and bribery. and bribery activities.
• Significant penalties • Practicing transparent reporting
and fines resulting from on sustainability performance and
regulatory violations and progress toward goals.
lawsuits.
• Relationship with supplier • Supply chain disruption and • Regular meetings with suppliers
• Customer satisfaction sub-standard product quality. to have better understanding of
• Customer satisfaction on requirements and needs.
product quality. • Performed Quality control at
factories and visit factories
periodically.
• Closely monitor international
shipping information.
OUR PROGRESS:
SUSTAINABILITY JOURNEY
We have to focus our efforts to have the best valued products in the market with the best shopping experience we
can offer, whilst practising responsibility and sustainability. To achieve this, we have developed three (3) strategic
pillars towards sustainability, “Earth Consciousness”, “Caring from the Heart” and “Integrity in action”.
a. Earth Consciousness
Accountable to environmental, contributing to the preservation of natural resources and biodiversity while
fostering a more sustainable and resilient fashion industry.
c. Integrity in action
Responsible for ethical behavior, governance and compliance.
We have embarked on our sustainability journey, with a responsibility to further explore and implement sustainable
practices.
Sustainability Strategic
2030 Target 2024 Performance
Pillar
Earth Consciousness 1. Reduce greenhouse gas Padini has contributed to reduction of GHG
(GHG) emissions emission through few methods as below:
1. Solar System Installation, offsetting the
equivalent of 3,276 tonnes of carbon dioxide
(tCO2e) emissions.
2. Procured eco-friendly products and
packaging.
3. Promoting Recycling Campaign at our
outlets.
4. Outsource logistics to third parties to
maximise effectiveness and efficiency.
Integrity in action 1. Increase locally Approximately 11% of Padini’s products are locally
procured products/ procured. In progress.
services
2. All suppliers completed 99% of suppliers completed, in progress.
supplier environmental
and social risk
assessments
3. No cases of bribery, Achieved and to be maintained
corruption and fraud
4. Whistleblowing; Achieved and to be maintained
Anti-Bribery and Anti-
Corruption training for
all employees annually
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
57
SUSTAINABILITY STATEMENT
OUR
SUSTAINABILITY APPROACH
Sustainability is embedded in our culture at Padini. We strive to ensure that the people who make our products work
in safe, fair and legal conditions. We are committed to minimising our environmental footprint and are dedicated to
supporting the communities where we operate. We do this by collaborating throughout our value chain and across
the supply chain, business and civil society to address systemic challenges. We also seek to engage our employees
and customers across all our brands in our effort to build a more sustainable world. Our commitment to sustainable
practices enables us to balance our business opportunities and risks in the economic, environmental and social realms.
This vision is not only necessary from a social and environmental perspective, but it also makes good business
sense. Long-term investments in sustainability provide us with long-term business opportunities that will keep Padini
Group relevant and successful in our rapidly changing world.
We know that achieving our vision will not be easy, but our openness to tackling challenges keeps us alert to
opportunity. We are strongly positioned to make a positive impact, in part because of our continuing partnership with
stakeholders who help set and shape our sustainability work.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
58
SUSTAINABILITY STATEMENT
SUSTAINABILITY
GOVERNANCE
We have implemented a governance structure to ensure that our Global Sustainability programme both meets our
company’s social and environmental goals to support our business.
Our sustainability programme is chaired by the Managing Director along with the support of the Sustainability
Committee members, where committee members are made up of management representatives from various key
functions. While the Sustainability Committee is responsible for the formulation of sustainability policies, it also develops
action plans in relation to these policies. In addition, the Sustainability Committee also monitors the implementation
of sustainability initiatives in Padini and recommending the approach to manage material matters for approval by
the Board of Directors (“BOD”).
Good corporate governance means having structures and processes in place to ensure that decisions and actions
are in the best interests of stakeholders. The Board of Directors, supported by the Sustainability Management
Committee, is accountable for all sustainability matters in Padini Group. This committee comprises members of senior
management who oversee the formulation and implementation of sustainability strategy and related matters. The
Board of Directors reviews and assesses the strategic directions required to achieve the Group’s goals for long-term
sustainable growth. The Managing Director with the help of the Sustainability Management Committee oversees
the activities executed by the various divisions of the Group to ensure conformity to the strategies and objectives.
Padini Board of
Directors
Sustainability Managing
Management Director
Committee
STAKEHOLDER
ENGAGEMENT
We have a long history of stakeholder engagement and are committed to engaging in constructive and meaningful
dialogue with stakeholders. Effective communication helps us build trust, leverage on their expertise and gain insights
into the most pressing issues. Stakeholder engagement helps us reaffirm the most material issues and devise ways
to address them within the Group.
We engage with a diverse group of stakeholders comprising employees, customers, shareholders, NGOs, suppliers,
industry groups and local communities. Positive, bilateral dialogue builds informed relationships that promote
transparency and accountability. Stakeholders’ views on a wide range of topics are useful and have influenced our
sustainability strategy in several key areas. Stakeholders also help us test new ideas while solving industry-wide
challenges. We also share our perspective on key issues, highlight areas of importance and help them understand
the Group’s journey more clearly. The salient issues for each stakeholder group and our engagement with each
during the financial year 2024 are presented below:
Stakeholder Engagement
(Cont’d)
The United Nations Sustainable Development Goals (“SDGs”) is an internationally recognised framework that aims
to address the three (3) elements of economic growth, social inclusion, and environmental protection as part of a
broader attempt to eradicate poverty and strengthen peace and freedom.
There are seventeen (17) goals, accompanied by one hundred sixty-nine (169) specific targets. Businesses, alongside
governments, are encouraged to implement actions in support of these goals to achieve the framework’s ambitious
goals by 2030. We kept all seventeen (17) SDGs in mind, whenever practicable when it comes to determining our
approach and strategy so that we could align our activities with the broader global sustainability agenda:
Source: https://www.un.org/sustainabledevelopment/sustainable-development-goals/
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SUSTAINABILITY STATEMENT
MATERIALITY
ASSESSMENT
Materiality, in sustainability terms, is not limited to matters that may have a significant financial impact on our
organisation but also includes matters that may impinge on our ability to meet present and future needs. Our
definition of materiality is drawn from the guidelines provided by Bursa Malaysia where material issues are defined
as such if they:
We aim to acknowledge the needs and interests of our communities. We have identified six (6) key stakeholder
groups in the past. We have decided to have shopping malls as a separate stakeholder in addition to our employees,
shareholders, business partners, external interest groups and customers. Our goal is to understand and address the
different needs of each group to build a sustainable and successful business. One way which we have done is by
including our stakeholders while conducting our materiality analysis. Through the materiality assessment process,
we have identified fifteen (15) issues material to us. Each of these initiatives has been grouped under the relevant
sustainability prongs that manage our EES impact.
IDENTIFICATION
PRIORITISATION
Analysis of
overarching VALIDATION
trends and Presentation of
identification of relevant issues REVIEW
relevant issues to internal Matters
at any point in and external prioritised are
stakeholders in validated by Stakeholders’
the value chain
order to validate seeking input conclusions
and prioritise and verification regarding
them with relevant processes
subject matter and results
experts are taken into
consideration
1. To identify the most material sustainability issues for Padini in terms of business value, risks and opportunities
for long-term planning.
2. To understand how sustainability and key business issues intersect.
3. To inform future sustainability commitments and resource allocation.
4. To support Padini’s engagement with external stakeholders.
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SUSTAINABILITY STATEMENT
Materiality Assessment
(Cont’d)
Economic
Environmental
4. Responsible Sourcing Managing the Group’s supply chain addressing social and
environmental issues.
5. Energy Consumption To optimise energy consumption of the Group.
6. Responsible Design and Creativity Design products with creativity using eco-friendly raw
materials.
Social
High Social
100%
Environmental
MATRIX
Economic
MATERIALITY
Employee Development
Responsible Design & Creativity
Sustainability of the
Data Privacy Business Strategy
Attracting and Developing Talents
Responsible Marketing
ECONOMIC:
BUSINESS PERFORMANCE AND REGULATORY
At Padini, our economic performance is defined as the generation of sustainable financial and
economic returns, while creating value for stakeholders to ensure sustainability of our business. Our
economic performance is a testament to the effectiveness of our assets and capital management.
It is how we translate our fiduciary accountability to our investors and moral responsibility to our
stakeholders into tangible value. We strive towards long-term profitability, combining a visionary
strategy with prudent asset and capital management.
Group Performance Overview for the past five (5) financial year (“FY”)
1,918,847
1,354,679 1,319,097
1,029,387
205,110 295,891
196,738
107,321 74,146
The performance of the Group in the first half of FY2022 was affected by Covid-19 pandemic, there was approximately
two (2) months where our outlets were not allowed to open for business. However, as relaxing from lockdown and
endemic approaching, the results rebounded from second half of FY2022 onwards.
Padini has demonstrated a continuous upward trend for revenue from FY2021 to FY2024, with an increase of 28.1%
from FY2021 to FY2022, a robust increase of around 38.1% from FY2022 to FY2023 and continue growth with a
slower pace of 5.3% from FY2023 to FY2024.
Profitability had increased in tandem with the increased in revenue and gross profit margin, from RM74.1 million to
RM205.1 million from FY2021 to FY2022, follow up with another increase from RM205.1 million to RM295.9 million,
with a surge of approximately 176.6% and 44.3% respectively. There’s decline of profit before tax from FY2023
to FY2024 despite the increase in revenue comparing year-on-year, this is mainly drop in gross profit margin and
partially caused by the increase of staff cost.
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SUSTAINABILITY STATEMENT
REGULATORY COMPLIANCE
Our business practices are governed by integrity, honesty and full compliance with applicable laws. Our group stands
for lawful and ethical business practices and zero tolerance for unethical or illegal conduct. To ensure our behaviour
and communications are aligned with our values, we have developed clear compliance policies that are captured in
our Code of Conduct which must be signed by all our employees before they start work at Padini.
Padini has also complied with the new requirements on Corporate Liability Section 17(A) of MACC Amendment Act
2018 which took effect on 1 June 2020. We have communicated Padini’s corporate integrity pledge and our bribery
policy with our vendors and our employees prior to the effective date and it is posted in our corporate website.
WHISTLEBLOWING POLICY
ANTI-BRIBERY POLICY
ANTI-CORRUPTION POLICY
Annually, it is compulsory for all Padini employees to attend training on the Whistleblowing Policy and Anti-Bribery
and Anti-Corruption policy, whereby a quiz will be done at the end of training session.
We encourage employees, suppliers and stakeholders to report any illegal or unacceptable behaviour or
noncompliance. Whistleblowing practice is encouraged and is open to any employee, supplier or third-party, with
the assurance that any report will be properly investigated and treated with confidentiality.
Some non-exhaustive examples of key regulations that were applicable include Listing Requirements, Capital Markets
and Services Act, Companies Act 2016, Malaysian Anti-Corruption Commission (Amendment) Act 2018, Employment
Act 1955, Personal Data Protection Act 2010, and Occupational Safety and Health Act 1994.
Except for the following incident which consists of penalty or fine of RM10,000 or more or equivalent in each incidence
(nearest thousand):
The above situations have been carefully assessed and analysed to avoid repetitive issues in the future.
In every country, the lowest paid employee category earns at least the minimum wage. In Padini, our salary package
is set with the consideration of the basic living standard in each city apart from meeting the statutorily required
minimum wage. This is so that our employees can afford the basics (food, water, healthcare, clothing, electricity,
and education) for themselves and their dependents. Following by the Amendment in Employment Act on salary
adjustment threshold which took effective from 1 January 2023, Padini has reviewed existing employment contracts
and policies to ensure the compliance of the Employment Act amendments.
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SUSTAINABILITY STATEMENT
ENVIRONMENTAL:
CARING FOR NATURE
1. SUSTAINABLE PROCUREMENT
1.1
At Padini, we focus on long-lasting relationships with our external suppliers and working with them
collaboratively and transparently, while setting clear objectives for addressing social and environmental
issues. In each partnership, we take a long-term view, evaluate technological and manufacturing expertise
while committing to a shared vision of making the world a better place through our business. We expect
our partners and their factories to apply best practices in quality control, labour management, worker
safety and environmental impact reduction.
We are gradually improving our supply chain management. Our supplier code of conduct continues to
provide a solid foundation for our work and is an integral part of our company risk and human rights due
diligence framework. The guidelines ensure our requirements are met, drives continuous improvement
and informs our core social sustainability strategy. We believe that by having long-term cooperation with
our business partners, it will also lead to better efficiency when it comes to streamlining our operational
processes and hence shortened production lead time.
1.2
Padini Group respects human rights at every stage of its supply chain and works to procure materials
responsibly with regard to communities and the environment. Accordingly, the Group is teaming up with
our partner factories to create guidelines for promoting responsible procurement. Our sourcing team vets
and monitors suppliers to ensure that suppliers do not employ child labour or operate under sweatshop
conditions. While we do not conduct official audits to verify these, our team conducts regular visits to
our supply chain periodically to verify quality control systems, manufacturing conditions, environmental
initiatives and other activities.
During the visits, the teams hold meetings to discuss solutions to various issues and work with factory
management to review the volume and schedules of production orders in consideration of available
production capacity to help ensure that certain ethical requirements are maintained. We conveyed our
messages to our suppliers on certain matters, for instance, we do not accept child or forced labour; we
would like to see safe and hygienic condition in the manufacturing floors; we would like our suppliers to
have fair pay and work hours; no discrimination in the employment and some other ethical requirements.
We constantly encourage automation and other innovation to improve workplace conditions and elevate
the productivity of our suppliers.
Each one of our suppliers is at a different stage of their sustainability journey, with some just beginning
the process and a handful at the other end showing real innovation and leadership. We have a set of
code of conduct which most of our core suppliers have acknowledged and signed. For any areas of
non-compliance or areas for improvement, our approach is to work with our suppliers on improving their
processes, and to provide the best outcome for workers and the environment.
We understand that production methods that are more sustainable may cost slightly more, but they can
also spark innovation and protect businesses from supply-chain shocks and reputation risks, resulting
in greater resilience and profitability in the long term. A balance needs to be struck between the cost of
compliances and sustainability practice versus the financial performance of the Group. We believe that
as the new generation gains purchasing power, their high expectations that businesses will operate in
a sustainable manner could have an influence on the future shopping trends.
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SUSTAINABILITY STATEMENT
2. SUSTAINABLE PRODUCT
At Padini, we are aware of the environmental problems caused by the fashion industry. We aim to work
towards sustainable production processes and to reduce negative environmental impact, through continuous
improvement of the supply chain. In the previous year, Padini had successfully launched eco-friendly products
featuring materials like organic cotton, recycled cotton, sustainable cotton, and recycled polyester. In the financial
year 2024, Padini focused on expanding its selection of eco-friendly products, extending beyond apparel and
footwear to include bags. Additionally, Padini is actively seeking new sustainable materials, such as bamboo
and Sorona fabric, to enhance its eco-friendly product line.
The usage of conventional cotton being one of the most chemical intensive crops will be reduced as we
will release products using organic cotton. Organic cotton, which is grown without harmful chemicals as
compared to conventional grown cotton reducing the usage of water, energy and toxic chemicals which
help to reduce impact on land, air and water.
Recycled cotton is an eco-friendly alternative than conventional cotton, where it uses post-consumer
or post-industrial cotton waste and reprocessed into new yarns or fabric. This not only helps to divert
textile waste from landfills, at the same time reducing water and electricity usage compared to producing
conventional cotton.
Sustainable cotton refers to cotton that is produced and sourced in a manner that minimises its
environmental and social impact. It focuses on reducing water consumption, promote ecological balance
Fand conserve biodiversity.
approximately
261,800 units of apparels with 100% organic cotton
58,200 units of apparels with 95% organic cotton
20,000 units of apparels with 33%-60% organic cotton
17,000 units of apparels with 20% recycled cotton
3,200 units of apparels with 70% sustainable cotton
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SUSTAINABILITY STATEMENT
Compared to virgin polyester, recycled polyester fabric can reduce energy consumption and generates
fewer carbon dioxide (“CO2”) emissions in the manufacturing process. Recycled polyester which is made
from recycled plastic provide a better way to divert the plastic from our landfills as well as reducing the
extraction of crude oil and natural gas if compared to using the virgin plastic.
Apparels: Footwear:
approximately approximately
6,600 units with 93%-100% recycled polyester 27,300 units with 40% recycled polyester
6,400 units with 58%-62% recycled polyester 22,300 units with 58% recycled polyester
29,700 units 40%-49% recycled polyester
53,700 units 30%-36% recycled polyester Bags:
108,200 units 14%-20% recycled polyester approximately
2,700 units with 40% recycled polyester
2.5 Bamboo
Bamboo is a fast growing and renewable resources where it can grow rapidly and self-regenerate without
the need for replanting. Besides, bamboo also requires less water to grow compared to conventional
cotton and its biodegradable itself, thus reduces environmental footprint at the end of its lifecycle.
Apparels:
approximately
12,500 units with 49% bamboo
4,500 units with 40% bamboo
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SUSTAINABILITY STATEMENT
In the financial year 2024, there is a total of approximately 648,700 units of eco-friendly footwears and
garments being procured and launched into the market. This is approximately 1.4% out of total quantity
purchased during the year. We will continue our efforts for sourcing products or materials that conform
to environmental sustainability.
3. SUSTAINABLE OPERATION
A dedication to reducing the impacts of our owned and operated stores, distribution centres and offices means
reducing our operational greenhouse gas emissions and waste production and working with our logistics and
procurement partners to identify practices that are more efficient and have lower environmental impact.
3.1 Logistics
Our logistic is fully outsourced to third party to achieve maximum efficiency and effectiveness in terms
of company resources. Noting that logistics is a significant source of environmental stress, especially in
the form of carbon emissions, we aim to better plan out the routes of our distribution trucks to improve
our transportation efficiency while reducing our carbon emissions in the long run.
3.2 In-Stores
Packaging plays an important role in protecting our product during transport and reducing product waste
through damage. We recognise that it has a major impact on our environment. We are working hard to
minimise this impact by reducing and reusing packaging where possible and increasing and investing
in using materials that are renewable, recycled, recyclable, compostable and sustainably certified. With
99% of in-store waste coming from product packaging, reusing or recycling pose challenges given that
our stores are located in shopping malls and large buildings. “No plastic bag” campaign for in-store
purchases is implemented in-store to raise awareness among our customers while minimising the use
of plastic bags.
To further provide a sustainable solution to reduce plastic waste pollution, all plastic bags used in-stores
are Oxo-Biodegradable as certified by SIRIM ECO 001. When discarded in the natural environment, the
presence of heat and oxygen will trigger a chemical reaction causing molecular breakdown into lower
molecular mass, drastically shortening the degradation period from centuries to months. While at Vincci
stores, we have already started using recycled and sustainable paper bags and recycled shoe boxes
for our customers. The recycled paper bag and recycled shoe box are made of recycled waste paper
and SGS tested to ensure its environmentally friendly and safe to be used by our customers. We have
initiated the use of recycled paper bag which is responsibly sourced to protect forests and using water-
based ink which is free from harmful additives and chemical toxins.
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Recycling campaign
Padini has launched recycling campaign in both Padini Concept Stores and Brands Outlet stores where
there is recycle bin for old apparels and footwears. Customers are encouraged to donate any apparel
and footwear from any brands and all the items will be given second chance. During the financial year
2024, approximately 18,400kg of apparel and footwear has been collected from recycle bin placed
at twenty-five (25) outlets in Malaysia. These items were handed over to Life Line Clothing Malaysia
(“LLCM”) for the purpose of being reused, regenerated, recycled, or upcycled.
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SUSTAINABILITY STATEMENT
Since the previous year, Padini made strides in enhancing some of the store’s lighting by transitioning
from Compact Discharge Metal Halide Technology (“CDMT”) to energy-efficient LED technology. This
strategic move aimed to improve energy efficiency, reducing maintenance costs and embrace a more
sustainable and advanced lighting solution for the stores.
LED lighting offers greater energy efficiency and longer lifespan compared to CDMT lighting. This dual
advantage benefits both company and environment, as it leads to lower energy consumption, reduce
electricity costs and decrease maintenance costs.
For every outlet that undergoes renovation and for each new outlet that opens, Padini ensures the
implementation of LED lighting throughout the premises. In the financial year 2024, we upgraded
seven (7) of our existing store’s lighting fixtures with LED lighting solutions, resulting in energy saving
in term of 49% wattage of lighting’s usage for each store. Additionally, all twelve (12) stores opened in
Malaysia during the financial year under review were equipped with LED lighting. As a result, by the end
of financial year 2024, there were seventy-eight (78) or 60.5% of our stores in Malaysia were equipped
with energy-efficient LED lighting. 60.5% is calculated based on our total of one hundred twenty-nine
(129) retail stores, excluding the eleven (11) consignment counters.
For our office buildings, a ‘Turn off before you take off’ campaign has been
implemented to encourage our employees to turn off their computers, laptops
and monitors if they are going to be away from their desk for a break or a
long period of time. Majority of the office lighting that are not in used will also
be switched off during lunch hours and past business hours. On top of that,
‘Turn off before
regular maintenance is also conducted on all office equipment to keep them
you take off’
running efficiently.
Campaign
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SUSTAINABILITY STATEMENT
To reward our staff who choose eco-friendly cars such as hybrid or electric
vehicles, parking spots that are near the office lift lobbies were set aside to
Hybrid/ provide greater convenience. The electric car parking spaces are also equipped
Electrical with eight (8) units of charging stations.
Vehicle
Charging
Station
Since the installation of solar system, a total of 4.2gWh clean energy has
been produced and it’s estimated to offset three thousand two hundred and
seventy-six (3,276) tonnes equivalent of carbon dioxide (tCO2e) emissions.
Of the 4.2gWh produced, 2.9gWh was used to reduce energy consumption
Solar systems in our daily operations, while the remaining 1.3gWH of clean power was sold.
installations
in Office and The graph below illustrates the net energy consumption of Padini’s office and
Warehouse warehouse in Malaysia, alongside a comparison to the net energy consumption
after sale of clean power (in kWh).
400,000
200,000
-
FY2020 FY2021 FY2022 FY2023 FY2024
Net Energy consumption Net Energy consumption after sale of clean power
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SUSTAINABILITY STATEMENT
SOCIAL:
CARING FROM THE HEART
“ GO O D P E O P L E M A K E G O O D BU S I N E S S.”
People are at the heart of everything we do. From our employees, customers, our
suppliers and manufacturers, we endeavour to have a positive impact on every
person who has contact with Padini.
1. OUR EMPLOYEES
We have cultivated a work environment in which our employees are constantly challenged to do their best. We
have a strong brand identity that we’ve built through a creative approach. In return, we provide our employees
with a unique work culture that is open and friendly and promotes a happy workplace.
Operating openly, respectfully and honestly ensures everyone can be instrumental in helping steer the business
towards future opportunities and growth. We live, create and work in a world surrounded by like-minded people
and by peers that inspire us.
At Padini, people are the key to our success. We believe that our people play a vital role in our customers’
experience. This year, to make our Core Value – ‘Live to Contribute’ alive, we encourage equal participation
by including a diverse Group of people to be part of our team. Employment opportunities are provided to the
Person with Disabilities to demonstrate their full potential, a platform to better display their abilities and thereby
encouraging and inspiring others in the society.
Apart from that, Human Resources & Training is dedicated in recruiting the disabled to be part of our team. With
the support from the Ministry of Women, Family & Community Development, we have managed to engage with
the Department for the Development of Persons with Disabilities (“DDPWDs”) to work on the hiring programme.
An assessment has also been done to our office compound to ensure that it is disabled-friendly.
To ensure smooth transition, an internal training program called Mesra OKU Training has been organised to
better prepare our internal team members when it comes to working with our new members. We have also
continued our engagement with Malaysia Federation of The Deaf (“MFD”) in providing Sign Language training
with a total of 20 classes, 1.5 - 2 hours per class in 2024 as a medium of communication with the disabled
community. Other than beginner class, we have offered advanced Sign Language training to some of our
internal staff, so as they can communicate better with the needy.
We strongly believe both employees, with and without disabilities benefit equally from a diverse work setting.
As a result, employees are more likely to feel comfortable and happy in an environment where inclusivity is a
priority.
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SUSTAINABILITY STATEMENT
The graph below shows the percentage of permanent and temporary employees by region:
1%
The pie chart below illustrates the age composition of Padini employees by region:
16 - 18 years,
41 - 50 1% 16 - 18 > 51
> 51
years, years, years,
years
, 41 - 50
3%
7% years 2%
2% 19 - 20 41 - 50
19 - 20 years, 1% , years , years,
5% 31 - 40
years 11% 15%
14% ,
31 - 40
21 - 30
years,
years, 21 - 30
25%
60% years,
31 - 40
21 - 30 years, years , 54%
71% 29%
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SUSTAINABILITY STATEMENT
59% 56%
93%
41% 44%
7%
54%
61% 67%
46%
39%
33%
It is also one of Padini’s priorities to hire and train competent local employees to work in the offices and
facilities that we operate. As a homegrown Malaysian company, recruiting and developing local talent with
local knowledge first has always been our strategy. We seek to develop local resources and content to benefit
the community by increasing the availability of talent, competence and capability of the local workforce going
forward, with approximate to 100% of our total employees being local hires.
As a responsible organisation, we believe in caring and training our people to be the best that they can be.
We recognise that a comfortable workplace which provides all the necessary opportunities and incentives is
critical for our people to grow professionally and personally so that they can contribute both to the company
and to the society.
To achieve that, we carry out training and internal promotions as a means of developing and maximising our
human capital, strengthening teamwork and building loyalty among our employees. Regular and structured
training is provided to all levels of employees, from incoming recruits to frontline service employees, supervisors,
right up to top management levels.
Annually, we allocate a portion of our budget to employee training and development. In the financial year
2024, Padini has invested a total of approximately RM499,000 for all trainings, including in-house education,
training programmes and external trainings for its employees. Training mostly covered job-specific topics such
as effective communication, coaching skills, leadership, etc.
In addition to in-house training programmes, we provide support to our employees to seek external courses and
certifications to upgrade their skills. For those wishing to upgrade their skills and competencies, grants, loans,
paid study leaves, time off for examinations as well as numerous in-house training programmes are provided.
In the financial year 2024, approximately RM208,000 was spent on external training and certification. Over
the year and across the Group, a total of one hundred and twenty-one (121) internal and external trainings
have been organised.
JUNE 2024
Effective Performance
Management
Communication Skill
FEBRUARY 2024
Implementation Of E-Invoicing
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SUSTAINABILITY STATEMENT
OCTOBER 2023
JULY 2023
SEPTEMBER 2023
Our policies relating to recruitment, career prospects and rewards are merit-based.
Events such as festive dinners were conducted to recognise the efforts and hard work of our people, as well
as foster family spirit and a sense of belonging to the company. During the year, awards presented to our
employees included Best Employee Award, Medical Reward, Outstanding Team Award and Perfect Attendance
Award. Apart from certifications, cash and gift vouchers were also rewarded as a token of appreciation to our
employees’ contribution to the company. Each and every contribution from our employees are recognised and
rewarded with career progression opportunities.
Apart from that, all our confirmed employees are also entitled
to generous employee discounts, ranging from 20% to 40%
for the purchase of Padini’s products, or up to RM2,000 per
quarter.
We firmly believe that a healthy workforce is a motivated and productive one. We always prioritise our employees'
health and continuously implement a range of projects and actions to support and protect their well-being.
This includes addressing health-related issues, promoting manageable workloads and providing comfortable
working environments designed to maximise productivity, creativity and collaboration.
All our full-time employees are provided at the Group’s costs, with Personal Accident, Hospitalisation & Surgery
and Term Life insurance coverage. The purpose of these insurance coverage is to ensure that in the event
of illnesses, injury, disablement, or even death, a reasonably sized financial cushion is made available to the
affected employee or their families to help reduce the trauma of the unforeseen situations.
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During the financial year 2024, the following programmes were conducted for the benefit and bonding of the
employees:
Physical Fitness
• Badminton
• Yoga
• Zumba
• Cardio Boxing
Competitive Sports Event
• Federation of Malaysian Manufacturers (FMM) Bowling Tournament 2023
• Padini Bowling Tournament 2023 @ Ipoh Bowl, Ipoh
• Padini Badminton Tournament 2024 @ TJH Sport Centre, Shah Alam
Health & Wellness
• Mental Health Talk: Understanding Stress & Managing Emotions
• Mental Health Talk: Building A Resilience
• Educational Health Talk: Cancer Awareness with Cancer Research Malaysia
• Hearing Talk: Cakna Pendengaran with Hospital Canselor Tuanku Muhriz
• Hearing Screening by Eartistic Shah Alam
• Physiotherapy Service by Eartistic Shah Alam
• Pathlab Health Screening
• VitaHealth Health Screening
• VitaHealth Health Talk
• Anytime Fitness Corporate Membership
• Hair Scalp Screening by Miracle Hair
• Dental Screening by ST Tiew Dental
• Eye Screening by Vista Eye Specialist
• Basic-to-Complete Eye Check by Season Optical Group
• Spine and Nerve Screening by Aim’s Chiropractic
Diversity & Inclusion
• International Day of Persons with Disabilities Celebration
• International Women’s Day Masterclass Session with Ms. Daphne Robert, Corporate Trainer
• Freshly baked cakes by Huckleberry in aid of Rumah Juara by The Glad Shop
Strategic Financial Management
• Perbadanan Tabung Pendidikan Tinggi Nasional Roadshow
• Financial Literacy with Agensi Kaunseling dan Pengurusan Kredit (AKPK
Food & Beverage Deals
• Bites Food Sale - Yakult, Delfi, Five Senses Enterprise Sdn Bhd, Milky Ways
Beauty & Lifestyle
• Make-up and Grooming Session by Elianto
• Perfume, Layering and Personalities by Avon
• Henna Arts by Qilahennaaa
• Nail salon by Nail Gurau
• Beauty and Health Product Sales by Nurraysa
• Perfume, Home Fragrances and Candle Sales by I-Scent
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International Day of Persons with Mental Health Program Cancer Awareness Talk
Disabilities
Nursing Room
Flexible Lactation Breaks
Maternity Parking
We are proud to have a strong representation of female employees through every level of our company. To
ensure smooth transitions back to work for our new mums, we have furbished a dedicated nursery room. Flexible
lactation breaks are also allocated to allow our new mums to schedule lactations around their work duties. We
believe that by having a supportive work environment, where new mums feel comfortable and encouraged
to breastfeed and express during the workday, can reduce some of the stress inherent to juggling work and
motherhood, and therefore increase productivity at work. We have also provided designated parking locations
for expectant mothers to gain access to the office or warehouse through parking closer to the entrance.
At Padini, we value transparency and take our employees’ feedback into consideration to make Padini a
better place to work. We therefore promote and practice open communication across all levels of employees
and departments through various regular interactive sessions between employees and senior management.
All employees are encouraged to bring up their work-related concern directly to the attention of the senior
management. Padini’s Human Resource and Training Department is tasked with ensuring that our labour
practices are in compliance with the latest statutes and legislations. By identifying and understanding our
employees’ needs, we can improve their well-being.
We also believe in the adage, “charity begins at home”. The care that we demonstrate to employees extends
to their families in times of crisis. The management is always sympathetic to employees in their time of need,
and we provide financial aid in the event of passing of staff or a staff’s family member, and those who require
funding for medical treatment. We have provided the above through our Employees Assistance Programme.
The Safety and Health Committee in Padini functions to assist Padini to formulate safety measures, guidelines,
rules and safety systems of works. In case of any occupational accidents or dangerous occurrence, committee
member will take part in investigating and recommend corrective actions.
In the financial year 2024, we recorded sixteen (16) minor injuries in Malaysia, two (2) in Thailand and no
reported cases in Cambodia. Most of these incidents occurred while employees were organising stock in stores.
To reduce the number of accidents, we have provided more efficient equipment such as trolleys, conducted
instructions training and issued an internal memo to keep staff alert on safety concerns.
As a company, we represent a significant fraction of the local apparel industry. Knowing that we can make a
difference in creating positive impact, we aim to utilise our platform to create opportunities for our employees,
for young adults seeking to begin their career, and to nurture our local talents in reaching their goals and fulfil
their greatest potential. Believing that ‘Today’s youth will lead us tomorrow’, education and practical training
become one of our priorities in Padini.
Besides internal training programmes, we also encourage our employees to improve their personal skills
through sponsorships for study and training programmes.
Since financial year 2009, Padini had, on an annual basis conducted training programmes for graduates. The
programmes had initially targeted graduates interested in pursuing management career opportunities in the
retail apparel industry as well as graduates who are keen to obtain some practical working experience by
serving as interns. The programmes were modified later to focus more exclusively on preparing participants
for careers in the apparel retail trade, with details as follows:
Introduced in August of 2022, SLDN is an industry-oriented programme that merges workplace and institutional
training. Collaboration with Department of Skills Development (“DSD”) from Human Resource Ministry and
Vision Diagnostic Sdn Bhd. Conducted over approximately one (1) year period, this programme comprised
both classroom and on-the-job training at our stores and learning included retail operation such as stock
arrangement, customer services, cashiering etc. Upon completion of both designated hands-on training and
final test conducted at the end of training programme, DSD will award successful apprentices with national
skills qualification.
As part of our effort to help employees advance their careers, we allow employees to directly inform human
resources about their career ambitions, as well as an internal recruitment system that lets employees apply for
a transfer to another store or head office department. We made it our priority to first look internally for staffing
before opting out for external recruitment as we strongly believe that this results in lifting the morale, induce
motivation and better retention among our employees.
In the view of enhancing the overall well-being, engagement, and satisfaction levels of Padini employees across
various departments, we have conducted annual Employee Engagement Survey. The survey covers several
key areas, including employee’s job satisfaction, their perception to Padini as a whole and other benefits. It
also examines the quality of working relationships with immediate supervisor, team leaders and colleagues,
ensuring a focus on teamwork and communication. The survey results are reviewed in management meetings
to analyse key issues and guide future strategic planning. Padini remains committed to enhance the positive
working environment, address employee need and foster a culture of inclusivity and collaboration.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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SUSTAINABILITY STATEMENT
2. OUR COMMUNITY
Donations of both monetary and in kind were made from proceeds derived from a variety of fund-raising activities
conducted by the Kelab Kebajikan Syarikat Padini Holdings Berhad (formerly Caring From The Heart), a group
consisting of employee volunteers from Padini. A total of approximately RM221,000 in cash and in kind were
donated to the vulnerable group. Padini has been engaging with Orang Kurang Upaya (“OKU”) as caterers
for inhouse training food and beverages, in hope to promote inclusivity and provide meaningful opportunities
for individuals with disabilities.
In the financial year 2024, Padini has been active in making positive impacts to the community through a
variety of philanthropic initiatives. Approximately one thousand nine hundred (1,900) cartons or equivalent
to approximately twenty-nine thousand (29,000) pieces of assorted Padini merchandises were donated in
the financial year 2024. A total of nineteen (19) NGOs has benefited from the donation of assorted Padini
Merchandises, and donation in cash and kind. The nineteen (19) NGOs are as follows:
Hari Raya Celebration at Rumah Chinese New Year Celebration at Christmas Donation to
Nur Sakinah Pertubuhan Rumah Anak Yatim Pertubuhan Kebajikan Yesuvin
Berkat Kasih (House of Love) Mahligai
During the financial year 2024, we had collected and sold for recycling, a total of approximately 4,600kg of
used paper, plastic and paper products with the proceeds amounting to nearly RM1,800. While negligible, the
sum was utilised in part to fund Padini’s philanthropic activities.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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SUSTAINABILITY STATEMENT
3. OUR CUSTOMER
CORPORATE GOVERNANCE
OVERVIEW STATEMENT
The Board of Directors (“the Board”) of Padini Holdings Berhad has always been committed to ensure the fulfillment
of the highest standards of Corporate Governance as set out in the Malaysian Code on Corporate Governance (“the
Code” or “MCCG”) and is proactive to ensure Principles and Recommendations are practised throughout the Group.
The Board believes that strong corporate governance is essential in safeguarding and enhancing shareholders'
value and for long-term sustainability and growth.
The Board is pleased to present the Corporate Governance Overview Statement (“this Statement”) which seeks to
provide shareholders and investors vital insights into the corporate governance (“CG”) practices of the Group to the
investors for the financial year of 2024.
The revised Malaysian Code on Corporate Governance issued on 28 April 2021 (“MCCG 2021”) supersedes
the Malaysian Code on Corporate Governance 2017. This statement describes the approaches that the Group
has taken with respect to the principles or practices of the MCCG 2021 and the extent of compliance with the
Recommendations of the MCCG 2021, the Main Market Listing Requirements (“Listing Requirements”) of Bursa
Malaysia Securities Berhad (“Bursa Securities”) and Bursa Malaysia’s Corporate Governance Guide (“CG Guide”).
The detailed application for each practice as set out in the MCCG 2021 is disclosed in the CG report, which is
available in the Group’s website, at https://corporate.padini.com
1. BOARD OF DIRECTORS
The Board has established a Board Charter which clearly sets out the principal roles of the Board, and
responsibilities of the Board, Board Chairman, Managing Director and Board Committees.
The Board Charter is periodically reviewed by the Board and updated taking into consideration the
needs of the Group as well as any development in relevant rules, regulations and laws that may have
an impact on the discharge of the Board’s duties and responsibilities.
The Board is also committed to conducting business in accordance with the highest standards of
business ethics and complying with applicable laws, rules and regulations. The Code of Conduct
and Ethics reinforces the Group’s core value on integrity by providing guidance on moral and ethical
behaviour that is expected from all employees.
The Board has established policies and procedures on whistleblowing which provide an avenue for
employees of the Group to raise concerns or disclose any improper conduct within the Group.
The Board Charter and Code of Conduct of the Board are made available for reference in the Group
website at https://corporate.padini.com
Governance of Sustainability
The Board reviewed the practices under MCCG 2021 and to continuously ensures that there is an
effective governance framework for Group’s sustainability. Group’s sustainability works to address
Group’s material sustainability risks and opportunities are still ongoing. To kept abreast on sustainability
issues which are relevant to the Group’s business operations, several training programmes had been
organised for the Board as well as employees.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
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GOVERNANCE
The Board is accountable and responsible for the overall performance and affairs of the Group by
overseeing and appraising the Group’s strategies and policies in achieving the objectives and long-term
goals of the Group.
In line with the practice of good corporate governance, the Board has established and implemented
various processes to assist members of the Board in the discharge of their roles and responsibilities.
The Board’s roles and responsibilities include the following: -
1. Establishing and reviewing the Group’s long-term direction through formulation of business
objectives and strategies.
2. Approving the Group’s annual business plans, annual budget and carries out periodic review of
the achievements by the various operating divisions against their respective business target.
3. Promoting a sound corporate governance culture which reinforces ethical, business integrity,
commitment to values, delivering sustainable values and managing shareholders’ and stakeholders’
expectation.
4. Ensuring the Group has appropriate business risk management process.
5. Ensuring that there is in place an appropriate succession plan for members of the Board and
senior management.
6. To be accountable to its shareholders and stakeholders who may be affected by the Group’s
decision.
Independent Female
Non-Executive 36%
Executive
Directors Directors
Male
55% 45%
64%
There are currently eleven (11) members in the Board, comprising five (5) Independent Non-Executive
Directors and six (6) Non-Independent Executive Directors. The current Board composition complies
with the Listing Requirements but departed from MCCG 2021 in which the Board comprises a majority
non-independent directors. A brief profile of each Board member is as set out in the Integrated Annual
Report 2024 “Profile of Directors”.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
92
GOVERNANCE
There is a clear division of responsibility between the Chairman and the Managing Director to ensure
that there is a balance of power and authority, such that no one individual has unfettered powers of
decision-making. The position of Chairman is held by Datuk Lee Say Tshin (appointed from 1 January
2024 onwards) and Mr Chia Swee Yuen (from 1 July 2023 to 31 December 2023), both Independent
Non-Executive Directors, while the position of Managing Director is held by Mr Yong Pang Chaun.
The Chairman is responsible in leading the Board in its collective oversight of Management whilst the
Managing Director is responsible to implement the policies and strategies approved by the Board for the
purposes of running the business and the day-to-day management of the Group.
In promoting diversity, gender and opportunities, the Board, on the recommendation of the Nominating
and Remuneration Committee (“NRC”), has adopted a diversity policy on the Board and workforce
of the Group. The Board, via the NRC conducts regular reviews of its composition with the aim to
ensure it achieves a diverse Board which is able to unearth a breadth of perspectives. The Group
takes into account the benefits of having different facets of diversity including gender, professional
background, skills and experience in sourcing for suitable candidates for its Board. In appointing an
appropriate individual to the Board, the NRC considers and recommends to the Board the suitable
candidate after evaluating the candidate’s skills, knowledge, competencies, expertise and experience,
time commitment, professionalism, integrity and diversity.
In line with the Government’s aspiration to have at least 30% women representation in decision-making
positions of Malaysian public companies, the Company currently has four (4) female members on the
Board, representing more than 33% of the total Board Members. The Group also ensures diversity in
its management level by having strong female representation at the management level which could
potentially be a pipeline for future candidates to be appointed as Directors or Senior Management.
On 31 December 2023, Mr Lee Peng Khoon and Mr Chia Swee Yuen resigned from the Board after
serving as Independent Non-Executive Directors of the Company for a cumulative term of more than
nine (9) years. On 1 January 2024, an additional Independent Non-Executive Director, Mr Ng Chee
Hoong, had been appointed. This is in line with the Board’s refresh practice undertaken upon review of
the current board composition which ensures appropriate representation and robust deliberation and
decision making by the Board.
As of 31 August 2023, Ms. Chong Chin Lin has opted to step down from her role as an Executive
Director of the Group, marking the conclusion of her extensive tenure. Mr. Christopher Yong Tze-Yao
was appointed as the new Executive Director on 1 September 2023.
The Board is further supported by two (2) qualified and competent Group Secretaries. The Group
Secretaries manage all Board meetings, Board Committees and the group subsidiaries meetings and
ensure accurate and proper records of the proceedings and resolutions passed, are maintained in the
statutory records at the registered office of the Group. The Group Secretaries regularly update the Board
on new regulations issued by the regulatory authorities.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
93
GOVERNANCE
To ensure the effectiveness in discharging its duties and responsibilities, the Board has delegated
its power to the relevant Board Committees such as the Audit and Risk Committee (“ARC”) and the
Nominating and Remuneration Committee (“NRC”). Each committee operates its functions within their
approved terms of reference by the Board which are reviewed by the Board as and when necessary.
During the financial year, the Nominating and Remuneration Committee, carried out the following
reviews and discussions in discharging their functions and duties:-
(1) The results of the performance and evaluation of (i) the Directors and the Board and (ii) the Audit
Committee and its members, for the year ended 30 June 2023;
(2) Re-election of Directors retiring at the Annual General Meeting in accordance with Clause 103(1)
and Clause 110 of the Company’s Constitution;
(3) Retention of Independent Directors;
(4) Appointments of an Executive Director and an Independent Director;
(5) Composition of the Board Committees;
(6) Extension of the period of service of the Managing Director;
(7) Directors’ fee for the financial year ended 30 June 2024;
(8) Directors’ Benefits payable for the period from 1 July 2023 to the Annual General Meeting to be
held in 2024;
(9) Revision of the remuneration of an Executive Director;
(10) Revision of the remuneration of the Independent Non-Executive Directors;
(11) The results of the Key Performance Indications (“KPI”) for the year ended 30 June 2023, the
detailed KPI for the financial year 2023/2024 and the Mid Year Report on KPI for the financial year
2023/2024;
(12) Trainings attended by Directors to-date and their further training needs and requirements; and
(13) Establishment of a training program for members of the Audit and Risk Committee.
All the above matters were subsequently brought to the attention of the Board of Directors for discussion
and approval where necessary.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
94
GOVERNANCE
The Board meets regularly, at least once in every quarter, to review the Group’s operations and to
approve the quarterly reports and annual financial statements. Additional meeting would be convened
when urgent and important decision needs the Board’s review and consideration between scheduled
meetings. During the financial year under review, five (5) meetings of the Board were held, and all
Directors have complied with the requirement in respect of Board Meeting attendance as provided in the
Listing Requirements.
BOARD
MEETINGS
DIRECTORS POSITION ATTENDED
1 Datuk Lee Say Tshin Chairman, Independent Non-Executive Director 5/5
2 Mr Yong Pang Chaun Managing Director 5/5
3 Mr Andrew Yong Tze How Executive Director 5/5
4 Mr Benjamin Yong Tze Jet Executive Director 5/5
5 Ms Chew Voon Chyn Executive Director 5/5
6 Ms Sung Fong Fui Executive Director 5/5
7 Mr Christopher Yong Tze-Yao Executive Director 4/4#
8 Ms Tan Shi Wen Independent Non-Executive Director 5/5
9 Ms Tan Poh Ling Independent Non-Executive Director 5/5
10 Mr Timothy Tan Heng Han Independent Non-Executive Director 5/5
11 Mr Ng Chee Hoong Independent Non-Executive Director 2/2*
12 Ms Chong Chin Lin Executive Director 1/1^
13 Mr Chia Swee Yuen Chairman, Independent Non-Executive Director 3/3+
14 Mr Lee Peng Khoon Independent Non-Executive Director 3/3+
#
Mr Christopher Yong Tze-Yao was appointed to the Board on 1 September 2023
* Mr Ng Chee Hoong was appointed to the Board on 1 January 2024
^
Ms Chong Chin Lin resigned from the Board on 31 August 2023
+
Mr Chia Swee Yuen and Mr Lee Peng Khoon resigned from the Board on 31 December 2023
The Directors attended courses, seminars, conferences and talks to enhance their skill sets and
knowledge to enable them to carry out their duties and discharge their responsibilities as Directors of
the Company. Additionally, the Directors kept themselves updated with the changes in the business
and regulations through sharing and discussion in official Board meetings and unofficially through small
group discussions among the Directors.
The Board had undertaken an assessment of the trainings attended by the Directors and the training
needs and requirements. The Board will continue to identify training topics that can further enhance its
knowledge in the latest development relevant to the Group.
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (cONT’D)
Datuk Mr Mr Mr Ms Ms Mr Mr
Lee Yong Andrew Benjamin Chew Sung Christopher Ms Tan Ms Tan Timothy Mr Ng Mr Chia Mr Lee
TRAINING/ Say Pang Yong Yong Tze Voon Fong Yong Tze- Shi Poh Tan Heng Chee Swee Peng
No. COURSES Tshin Chaun Tze How Jet Chyn Fui Yao Wen Ling Han Hoong Yuen* Khoon*
1 Cloud Audit
Automation for the √
Future
2 Mandatory
Accreditation
Programme Part II: √ √ √ √ √ √ √ √ √ √ √ √
Leading for Impact
(LIP)
3 Implementation of
√ √ √ √ √ √ √ √ √ √
E-Invoicing
4 Mastering The AI
Managerial Toolset:
√ √ √ √ √ √ √ √ √ √
A Deep Dive into
ChatGPT
5 Mandatory
Accreditation √
Programme (MAP)
6 Budget 2024
conducted by Vialto √
Partners
7 Board Oversight of
Climate Risks and √
Opportunities
8
Transfer Pricing
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
96
The training programmes attended in financial year 2024 are as follows (Cont’d):-
Datuk Mr Mr Mr Ms Ms Mr Mr
Lee Yong Andrew Benjamin Chew Sung Christopher Ms Tan Ms Tan Timothy Mr Ng Mr Chia Mr Lee
TRAINING/ Say Pang Yong Yong Tze Voon Fong Yong Tze- Shi Poh Tan Heng Chee Swee Peng
No. COURSES Tshin Chaun Tze How Jet Chyn Fui Yao Wen Ling Han Hoong Yuen* Khoon*
9 Advocacy Sessions
for Directors and
CEOs of Main √ √
Market Listed
Issuers
10 Developments and
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
Impacts of ESG on √
Corporate Malaysia
11 Financial Reporting
on Impact of Climate √
Corporate Governance Overview Statement
Change Effects
12 The IFRS S1 and
S2: Reporting,
√
management and
value creation
13 27th Annual
Competition √
Conference
14 SMP Forum 2023 √
15 Perfoming An
ISAudit - Module 2 √
(ISA 300 & ISA 315)
GOVERNANCE
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (cONT’D)
The training programmes attended in financial year 2024 are as follows (Cont’d):-
Datuk Mr Mr Mr Ms Ms Mr Mr
Lee Yong Andrew Benjamin Chew Sung Christopher Ms Tan Ms Tan Timothy Mr Ng Mr Chia Mr Lee
TRAINING/ Say Pang Yong Yong Tze Voon Fong Yong Tze- Shi Poh Tan Heng Chee Swee Peng
No. COURSES Tshin Chaun Tze How Jet Chyn Fui Yao Wen Ling Han Hoong Yuen* Khoon*
16 Case Studies
in Revenue
Recognition -
Principles and
Requirements
√
for Recognising
Revenue from
Contracts with
Customers including
key considerations
17 Preparing MPERS
Compliant Financial √
Statements
18 Audit Quality and
√
Documentation
19 Sustainability for
Corporate Directors: √
A Prerequisite
20 National Tax
√
Conference 2023
21 Webinar on ISQM
1: Challenges
Faced, Obstacles √
Overcame and
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
Lessons Learnt
(Cont’d)
Corporate Governance Overview Statement
97
98
The training programmes attended in financial year 2024 are as follows (Cont’d):-
Datuk Mr Mr Mr Ms Ms Mr Mr
Lee Yong Andrew Benjamin Chew Sung Christopher Ms Tan Ms Tan Timothy Mr Ng Mr Chia Mr Lee
TRAINING/ Say Pang Yong Yong Tze Voon Fong Yong Tze- Shi Poh Tan Heng Chee Swee Peng
No. COURSES Tshin Chaun Tze How Jet Chyn Fui Yao Wen Ling Han Hoong Yuen* Khoon*
22 KPMG ESG
Talk: Addressing
challenges in √
implementing ISSB
Standards
23 Practical Auditing
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
Methodology for √
SMPs
24 Budget 2024 √
Seminar
Corporate Governance Overview Statement
25 2024 National √
Budget Briefing
26 Simplifying √
e-Invoicing
27 Conflict of Interest
("COI") & Related
Party Transactions
- Disclosure
Obligations of
Directors & Key √
officers on COI
under the Main
Market Listing
Requirements of
Bursa
GOVERNANCE
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (cONT’D)
The training programmes attended in financial year 2024 are as follows (Cont’d):-
Datuk Mr Mr Mr Ms Ms Mr Mr
Lee Yong Andrew Benjamin Chew Sung Christopher Ms Tan Ms Tan Timothy Mr Ng Mr Chia Mr Lee
TRAINING/ Say Pang Yong Yong Tze Voon Fong Yong Tze- Shi Poh Tan Heng Chee Swee Peng
No. COURSES Tshin Chaun Tze How Jet Chyn Fui Yao Wen Ling Han Hoong Yuen* Khoon*
28 Audit Quality
Enhancement
√
Programme for
SMPs
29 The Journey to Net
√
Zero
30 Briefing on the
Amendments to the
ACE Market Listing
Requirements of
Bursa Securities
relating to √
Enhanced
Sustainability
Reporting
Framework and
Conflict of Interest
31 Fighting Financial
√
Crimes
32 Connect with Our
√
Value
(Cont’d)
Corporate Governance Overview Statement
99
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
100
GOVERNANCE
The Group has in place a remuneration framework and procedures to determine the remuneration of the
Directors which is clear and transparent, designed to attract and retain the right talent in the Board taking
into consideration factors such as their fiduciary obligations and responsibilities, time commitment, and
the Group’s performance and market conditions. Each individual Director abstained from discussion on
his/her own remuneration/fees.
The objective of the Group’s remuneration policies is to provide fair and competitive remuneration to its
Board and senior management personnel in order for the Group to benefit by attracting and retaining a
high-quality team.
A summary remuneration of the Directors for the financial year ended 2024 distinguishing between
Executive and Non-Executive Directors in aggregate, with categorisation into appropriate components
are set out below in Ringgit Malaysia (RM):
Group
Company
The Audit and Risk Committee was established by the Board to provide assistance to the Board of Directors
in overseeing the financial reporting process, monitoring the accuracy and integrity of the Group’s annual and
quarterly financial statements. The Audit and Risk Committee also reviews and evaluates the performance of
external audit and internal audit in ensuring efficiency and effectiveness of the Group’s operation, adequacy
of internal control system, compliance with established policies and procedures, transparency in decision-
making process and accountability of financial and management information.
The Group’s current Audit and Risk Committee is made up of four (4) independent Non-Executive Directors.
The Chairman of the Audit and Risk Committee is Mr. Ng Chee Hoong, who was appointed on 1 January
2024. Prior to him, Ms Tan Poh Ling served as the Chairman from 1 February 2023 until 31 December
2023 and was then redesignated as a member from 1 January 2024. Both individuals are Independent Non-
Executive Directors and neither serves as the Chairman of the Board so as not to impair the objectivity of the
Board’s view of the Audit and Risk Committee’s findings and recommendations.
Please refer to the Audit and Risk Committee Report for further details.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
102
GOVERNANCE
The Board acknowledges that risk management is an integral part of good management practices. The Board
has in place risk management and internal control systems which enable Management to identify, assess,
prioritise and manage risks on a continuous and systematic basis.
The Group’s risk management and internal control systems are designed to meet the Group’s particular
needs, to efficiently and effectively manage risks that may impede the achievement of the Group’s business
objectives, and to provide information for accurate reporting and ensure compliances with regulatory and
statutory requirements. This system, by its nature, can only provide reasonable but not absolute assurance
against material misstatement, fraud or loss. Any major changes to risks or emerging significant risk of the
business units in the Group together with the appropriate actions and/or strategies to be taken, will be brought
to the attention of the Board by the Management.
The Board strives to maintain an open and transparent channel of communication with its shareholders,
institutional investors and the investing public at large with the objective of providing as clear and complete
picture of the Group’s performance and position as possible. Such information is communicated on a timely
basis through the following channels:
• The various private and group meetings with financial analysts, fund managers, private and institutional
inventors;
• The various disclosures and announcements on Bursa Securities’ website including quarterly and
annual results;
• The annual report;
• The AGM; and
• The Group’s website, https://corporate.padini.com
The Group’s General Meetings remain the main channel of communication with the Group’s shareholders,
in particular private investors. The Board will ensure the suitability of the venue and timing of meetings and
undertake other measures to encourage shareholders’ participation in the meetings. In view of new normal
practice brought about by the Covid-19 pandemic, Padini had held its virtual General Meeting in the previous
financial years. As the country has entered the endemic phase of Covid-19 pandemic, the Board has decided
to shift back to physical platform which facilitates two-way communication flow during general meeting. At
each General Meeting, shareholders are given the opportunity to seek clarification on any matter pertaining to
the business activities and financial performance of the Group.
Shareholders are entitled to appoint proxy/proxies to vote on their behalf in their absence. This is in line with
the amendments of the Listing Requirements in mandating poll voting for all resolutions set out in the notice
of general meetings. The Group shall ensure, through its Polling Agent, that all valid proxy or corporate
representatives or attorney appointments are properly received and recorded.
The Directors are required by the Companies Act 2016 to prepare the financial statements for each financial
year which give a true and fair view of the state of affairs of the Group and of the Company at the end of the
financial year. In preparing the financial statements, the Directors have ensured that the applicable approved
accounting standards in Malaysia, the provisions of the Companies Act 2016 and the Listing Requirements
of Bursa Securities have been applied. The Directors are responsible for taking such steps to safeguard the
assets of the Group and to prevent and detect fraud and other irregularities.
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103
GOVERNANCE
3. SENIOR MANAGEMENT
The Group has disclosed the information regarding the top senior management’s remuneration from an
alternate perspective which is intended to achieve a similar outcome.
A remuneration package of senior management is established to ensure a good balance between attracting,
retaining and motivating staff. The total remuneration package of the top ten (10) senior management has
been disclosed in practice 8.2 of the Corporate Governance Report. Corporate Governance Report is available
via an announcement on the website of Bursa Securities. This has excluded the remuneration of Executive
Directors which has been declared under the Directors’ Remuneration.
Fixed remuneration refers to basic salary and other fixed income which commensurate with the role, position,
experience, qualifications and responsibility of an individual. Variable remuneration refers to discretionary
bonus which is cash based and does not consist of non-cash instruments. The pool of the variable remuneration
is determined by the Group’s financial performance, achievement of key performance indicators and overall
economic outlook.
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104
GOVERNANCE
REPORT OF THE
AUDIT AND RISK COMMITTEE
The Board of Directors of Padini Holdings Berhad is pleased to present the Audit and Risk Committee Report of the
Board for the financial year ended 30 June 2024.
The present members of the Audit and Risk Committee of the Company are:
Terms of Reference
The details of the terms of reference of the Audit and Risk Committee are available for reference at http://corporate.
padini.com.
The details of attendance of each Audit and Risk Committee member in the Audit and Risk Committee meetings
held during the financial year ended 30 June 2024 are as follows:-
α
Mr Ng Chee Hoong was appointed as a Chairman of the Audit and Risk Committee on 1 January 2024
* Datuk Lee Say Tshin resigned as a Member of the Audit and Risk Committee on 1 January 2024
^
Mr Lee Peng Khoon resigned as a Member of the Audit and Risk Committee on 31 December 2023
The Group’s Consolidated Financial Statements are prepared by finance personnel with the appropriate level of
qualifications and expertise. The Committee reviews any published financial information including the Integrated
Annual Report and quarterly financial reports. The Committee reports its views to the Board to assist in its approval
of the results announcements and the Integrated Annual Report.
The Committee also reviews reports by the Statutory Auditors on year-end audit procedures which highlight any
issues identified from the work undertaken on the audit. The significant issues that the Committee considered in
relation to the significant financial issue impacting Financial Statements 2024 are discussed by the Committee
during the meeting.
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105
GOVERNANCE
During the financial year, the Audit and Risk Committee carried out the following in discharging their function and
duties:
1. Financial Reporting
• Reviewed the quarterly results and annual audited financial statements of the Group and of the Company
before recommending to the Board for release to Bursa Securities. The review focused primarily on:
i. changes in or implementation of major accounting policy changes;
ii. significant matters highlighted including financial reporting issues, significant judgements made
by management, significant and unusual events or transactions, and how these matters are
addressed; and
iii. compliance with accounting standards and other legal requirements.
• Discussed with Management and the statutory auditors, amongst others, on the quarterly financial
results and annual audited financial statements regarding the accounting principles and standards
that were applied and their judgement exercised on the items that may affect the financial results and
statements; and
• Review of any related party transactions.
2. External Audit
• Reviewed with the statutory auditors, their audit plan for the financial year ended 30 June 2024 to
ensure that their scope of work adequately covers the activities of the Group;
• Reviewed the results and issues arising from their audit of the annual financial statements and their
resolution of such issues as highlighted in their presentation to the Committee;
• Reviewed the statutory auditor’s report;
• The Audit and Risk Committee met with the statutory auditors once during the year, without the presence
of management, to review key issues within their sphere of interest and responsibility. During the private
session with the statutory auditors, it was noted that there were no major concerns from the statutory
auditors;
• Reviewed audit and non-audit fees for services awarded to the statutory auditors. Generally, the Group’s
statutory auditors is prohibited from providing any services that would conflict with their statutory
responsibilities, or which would otherwise compromise their objectivity or independence. During the
financial year, BDO PLT’s audit fee amounted to RM260,100 and BDO PLT’s non-audit fees was
RM6,900; and
• Reviewed and assessed the performance, suitability and independence of the statutory auditors based
on, amongst others, the quality of service, sufficiency of resources, communication and interaction,
as well as independence, objectivity and professional skepticism. The statutory auditors provide
an annual confirmation of their independence in accordance with the terms of all professional and
regulatory requirements. The Audit and Risk Committee was satisfied with the performance and the
audit independence of the statutory auditors. Accordingly, it was recommended to the Board to re-
appoint BDO PLT as auditors of the Company. A resolution for their re-appointment will be tabled for
approval at the forthcoming Annual General Meeting.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
106
GOVERNANCE
During the financial year, the Audit and Risk Committee carried out the following in discharging their function and
duties (Cont’d):
3. Internal Audit
• Reviewed the reports by internal auditors, representations made, and corrective actions taken by the
management in addressing and resolving issues as well as ensuring that all issues were adequately
addressed on a timely basis. During the financial year, four (4) new reports and four (4) follow-up
reports were presented to the Audit and Risk Committee focusing on the following matters:
Vincci Sales Operation
Management and Controls on Goods Return to Vendors for all Brands
Project Management (including Costing Negotiation and Control) for proposed new outlets
Finance Management and General Accounting
Sourcing and Quality Control Management
Project Development and Implementation for Information Technology Projects
• Reviewed the follow-up reports from the internal audit and to ensure the issues were appropriately
addressed on a timely basis;
• The Audit and Risk Committee meets with the internal auditors once during the year, without the
presence of management, to review key issues within their sphere of interest and responsibility. During
the private session with the internal auditors, it was noted that there were no major concerns from the
internal auditors.
• Reviewed the effectiveness of the audit process and assessed the performance of the overall Internal
Audit function.
• Reviewed the internal audit plan for the financial years ended 30 June 2023 and 2024.
• Reviewed the adequacy, scope, function, competency and resources of Internal Audit function.
4. Risk Assessment
• The Group has implemented an Enterprise Risk Management (“ERM”) framework for the Group. During
this financial year, the Committee continues to review the risk management policy and guidelines, and
the risk appetite of the Group.
• Reviewed the report and updated the Risk Register from the Risk Management Committee. The Risk
Management Committee is responsible for overseeing all risk management activities, reviewing key
risks inherent in the organisation, establishing internal controls necessary to manage these risks and
reporting its findings to the Audit and Risk Committee. For detailed information, please refer to the
Statement on Risk Management and Internal Control in the Integrated Annual Report of the Group.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
107
GOVERNANCE
The Group has outsourced its internal audit function to an independent external party, Baker Tilly Monteiro Heng
Governance Sdn. Bhd. which reports directly to the Committee. The Committee reviews internal audit and monitors
its relationship with the Internal Auditors, including plans and performance. It reviews and assesses the quarterly
Internal Audit reports together with management’s actions on findings to gain assurance as to the effectiveness of
the internal control framework throughout the Group.
The Group’s annual professional fee for internal audit services charged by the outsourced internal auditors is
RM72,000.
Statutory Auditors
The Committee is responsible to the Board for recommendations on the appointment, re-appointment and removal
of the Statutory Auditors. As part of this process the Committee assesses annually the independence and objectivity
of the Statutory Auditors considering relevant professional and regulatory requirements and the relationship with the
Statutory Auditors as a whole, including the provision of any non-audit services. The Committee also assesses the
Statutory Auditors’ performance and effectiveness during the exercise of their duties.
The Statutory Auditors attended three (3) meetings of the Committee of which the activities are as disclosed under
‘Summary of the Work of the Audit and Risk Committee’.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
108
GOVERNANCE
The Group has implemented an Enterprise Risk Management (‘ERM’) system to manage the risks and opportunities
related to the achievement of strategic objectives. The ERM framework that the Group adopts consists of six (6) elements.
Periodic discussions are held internally with each division and the consolidated risk register and action plans are updated
accordingly. The updated consolidated risk register and major matters are then discussed at the Board meetings.
Evaluation: The Group shall periodically measure risk management framework performance against its purpose,
implementation plans, indicators and expected behaviour, and determine whether it remains suitable to support
achieving the objectives of the Group.
Improvement: The Group shall continually monitor and adapt the risk management framework to address external
and internal changes. As relevant gaps or improvement opportunities are identified, the Group shall develop plans
and tasks and assign them to those accountable for implementation.
A Risk Appetite Statement that articulates the levels question, and that there is sufficient oversight over the
and types of risk the Group is willing to accept in the alternatives used so that risks can be minimised. Where
pursuit of its value or meet its strategic objectives is management agrees to implement the internal auditors’
then developed and adopted. Management reviewed recommendations, the Audit and Risk Committee and
the existence of new risks and evaluated the relevance the Board then seek a timeline for adoption and keep
of the existing risk profile. Any significant risks will be themselves apprised of the progress of the process of
discussed and reported to the Board of Directors on a adoption.
quarterly basis.
On the matter of internal control, especially in relation to
The internal audit forms an integral part of the risk risks of financial loss arising from fraud, collusion and/or
management process and assists the Board to assess negligence, currently the activities of the Group, except
that the system of internal controls is in place and for the payroll function, are controlled and monitored
relevant for the Group’s business. As such, the internal via an enterprise resource planning (“ERP”) solution
audit function is involved in reviewing the adequacy and provided by SAP. Payroll processes are automated and
operating effectiveness of the internal control processes controlled via Bossnet payroll software as a platform to
and risk practices and validating the results of these manage payroll transactions such as salary, allowances,
processes/practices. EPF, Socso and tax filing. All activities involving the
procurement of assets (whether for trade or otherwise),
The internal audit has proposed to the Audit and Risk and contracting for services, are all documented and
Committee an audit plan covering the period from recorded according to the protocols of the said ERP,
2024 to 2026 in August 2024 and involving eight (8) which in most cases involve various duties performed
auditable areas whose risk impact has been assessed separately and in rigid sequence by several persons
as between medium to high. The internal audit plan attached to various departments. The underlying
was subsequently tabled and adopted by the Audit and principle at work here is that the party that initiates an
Risk Committee. The Audit and Risk Committee has order for procurement must not be the one who will
subsequently reviewed the audit plan on an annual receive the items later on directly from the suppliers. A
basis, with changes made where required in line with disinterested third party is tasked to receive such items,
the current developments. acknowledge the receipt and proceed to record the
transaction into the system. In addition to that, where
As a matter of practice, the internal auditors engage practicable, at least one more other party would be
with our managers and executives to find out about the inserted between the one who initiated a procurement
policies and practices already in place for a selected and the one who would receive the items procured.
process, performs tests, determines the adequacy and
effectiveness of existing controls, and then presents a Overall, a review of the system of risk management and
summary of observations requiring remedial measures internal control already in place showed that it is both
together with recommendations for improvement adequate and effective in managing the business risks
to management for their response. Subsequent to faced as well as the risk of fraudulent behaviours. The
management’s response, an audit report is prepared internal audit function has always been properly instituted
and forwarded to the Audit and Risk Committee for and is progressive in keeping with the developments and
consideration and deliberation with the internal auditors changing needs of the Group’s business as it grows. The
in attendance. employees, including management, of the Group are
subject to the activities of the internal audit function and
Acting on the audit report and the responses and opinions are aware of the objectives of risk management and the
given by the internal auditors and management, the Audit need for the various checks and balances put in place
and Risk Committee is then ready to bring the pertinent to achieve effective internal control. The Group also has
risk management or internal control issues to the Board in place a formal code of conduct and whistle-blowing
for further consideration. Where the internal auditors’ policy, both of which have been widely disseminated
recommendations have not been adopted, the Board to the employees. A summary of the code of conduct
then seeks to satisfy itself that the alternative policies and the whistle-blowing policy are posted on Padini’s
or processes adopted are appropriate for strategic or corporate website.
practical reasons specific to the business activity in
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
110
GOVERNANCE
Statements
112 DIRECTORS’ REPORT
119 STATEMENT BY DIRECTORS
119 STATUTORY DECLARATION
120 INDEPENDENT AUDITORS’ REPORT
125 STATEMENTS OF FINANCIAL POSITION
127 STATEMENTS OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME
128 CONSOLIDATED STATEMENT OF CHANGES IN
EQUITY
129 STATEMENT OF CHANGES IN EQUITY
130 STATEMENTS OF CASH FLOWS
133 NOTES TO THE FINANCIAL STATEMENTS
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
112
FINANCIAL STATEMENTS
DIRECTORS’
REPORT
The Directors have pleasure in submitting their report and the audited financial statements of the Group and of the
Company for the financial year ended 30 June 2024.
PRINCIPAL ACTIVITIES
The principal activity of the Company is investment holding. The principal activities of the subsidiaries are mainly
dealers in garments, ancillary products, ladies’ shoes and accessories as well as provision of management services
and electronic commerce. The principal activities and the details of the subsidiaries are disclosed in Note 9 to the
financial statements. There have been no significant changes in the nature of the activities of the Company and its
subsidiaries during the financial year.
RESULTS
Group Company
RM’000 RM’000
DIVIDENDS
Dividends paid, declared or proposed by the Company since the end of the previous financial year were as follows:
Company
RM’000
First interim single tier dividend of 2.50 sen per ordinary share,
paid on 29 September 2023 16,448
Second interim single tier dividend of 2.50 sen per ordinary share,
paid on 29 December 2023 16,448
Third interim single tier dividend of 2.50 sen per ordinary share,
paid on 29 March 2024 16,448
Fourth interim single tier dividend of 2.50 sen per ordinary share,
paid on 28 June 2024 16,448
Special single tier dividend of 1.50 sen per ordinary share,
paid on 28 June 2024 9,868
75,660
The Directors do not recommend the payment of any final dividend for the financial year ended 30 June 2024.
On 27 August 2024, the Board of Directors declared a first interim single tier dividend of 2.50 sen per ordinary share of
approximately RM16,448,000 in respect of the financial year ending 30 June 2025 and will be paid to the shareholders
on 27 September 2024, whose names appear on the Record of Depositors of the Company at the close of business on
13 September 2024. The financial statements for the current financial year do not reflect this declared dividend. This
dividend will be accounted for in equity as an appropriation of retained earnings in the next financial year.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
113
FINANCIAL STATEMENTS
Directors’ Report
(Cont’d)
There were no material transfers to or from reserves or provisions during the financial year.
The Company did not issue any new shares or debentures during the financial year.
On 25 November 2022, the Company established an Employees’ Share Option Scheme (“ESOS”) for the granting of
ESOS to eligible Executive Directors and employees of the Group. The ESOS was implemented on 3 March 2023.
The ESOS is administered by the ESOS Committee and governed by the By-Laws of the ESOS.
(a) The total number of new ordinary shares in the Company, which may be made available under the ESOS
shall not exceed in aggregate 15% of the total number of issued ordinary shares of the Company (excluding
treasury shares, if any) at any one time during the duration of the ESOS;
(b) The ESOS shall be in force for a duration of five (5) years from the effective date;
(c) Subject to the discretion of the ESOS Committee, an employee or an Executive Director of the Group who fulfils
the relevant conditions of the By-Laws of the ESOS shall be eligible to participate in the ESOS (“Eligible Person”);
(d) The number of the options to be offered to an Eligible Person in accordance with the ESOS shall be determined
based on, inter alia, the Eligible Person’s position, job performance, job grade, seniority, length of service,
fulfilment of the relevant eligibility criteria, and/or such other matters as the ESOS Committee deems fit and the
offer shall be valid for acceptance by an Eligible Person for a period of thirty (30) days from the date of offer;
(e) Subject to any adjustments made under the By-Laws of the ESOS and pursuant to the listing requirements of
Bursa Malaysia Securities Berhad, the exercise price shall be determined by the ESOS Committee and shall
be based on the five-day (“5-day”) volume weighted average market price (“5D-VWAMP”) of ordinary shares
in the Company (“Padini Shares”) immediately preceding the date of offer, with a discount, if any, provided that
the discount shall not be more than 10% of the said 5D-VWAMP of Padini Shares;
(f) Not more than 10% of the total number of ordinary shares in the Company to be issued under the ESOS shall
be allocated to any Eligible Person, who, either singly or collectively through persons connected with the
Eligible Person, holds 20% or more of the total number of issued shares of the Company (excluding treasury
shares, if any); and
(g) Not more than 50% of the total number of ordinary shares in the Company to be issued under the ESOS
shall be allocated, in aggregate, to the Executive Directors and senior management of the Group (excluding
dormant subsidiaries within the Group) who are Eligible Persons.
There was no ESOS offered to eligible Executive Directors and employees of the Group since its implementation.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
114
FINANCIAL STATEMENTS
Directors’ Report
(Cont’d)
DIRECTORS
The Directors who have held office during the financial year and up to the date of this report are as follows:
Pursuant to Section 253 of the Companies Act 2016 in Malaysia, the list of Directors of the subsidiaries during the
financial year and up to the date of this report is as follows:
In accordance with Article 103(1) of the Company’s Constitution, Benjamin Yong Tze Jet, Sung Fong Fui and Tan Poh
Ling retire by rotation at the forthcoming Annual General Meeting and, being eligible, offer themselves for re-election.
In accordance with Article 110 of the Company’s Constitution, Ng Chee Hoong retires at the forthcoming Annual
General Meeting and being eligible, offers himself for re-election.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
115
FINANCIAL STATEMENTS
Directors’ Report
(Cont’d)
DIRECTORS’ INTERESTS
The Directors holding office at the end of the financial year and their beneficial interests in the ordinary shares of the
Company and of its related corporations during the financial year ended 30 June 2024 as recorded in the Register of
Directors’ Shareholdings kept by the Company under Section 59 of the Companies Act 2016 in Malaysia were as follows:
Direct interests:
Yong Pang Chaun 9,691,960 – – 9,691,960
Andrew Yong Tze How 32,000 – – 32,000
Benjamin Yong Tze Jet 144,300 – – 144,300
Christopher Yong Tze-Yao^ 51,900 18,100 (10,000) 60,000
Indirect interests:
Yong Pang Chaun 291,211,690 18,100 (10,000) 291,219,790
Chew Voon Chyn 5,000 – – 5,000
Sung Fong Fui 35,000 5,000 – 40,000
By virtue of Section 8(4) of the Companies Act 2016 in Malaysia, Yong Pang Chaun is also deemed to be interested
in the ordinary shares of all the subsidiaries to the extent that the Company has an interest.
None of the other Directors holding office at the end of the financial year held any interest in the ordinary shares of
the Company and of its related corporations during the financial year.
DIRECTORS’ BENEFITS
Since the end of the previous financial year, none of the Directors have received or become entitled to receive any
benefit (other than those benefits included in the aggregate amount of remuneration received or due and receivable
by the Directors) by reason of a contract made by the Company or a related corporation with the Director or with a
firm of which the Director is a member, or with a company in which the Director has a substantial financial interest
other than the remuneration received by certain Directors from subsidiaries as Directors of the subsidiaries.
There were no arrangements during and at the end of the financial year, to which the Company is a party, which
had the object of enabling the Directors to acquire benefits by means of the acquisition of shares in or debentures
of the Company or any other body corporate.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
116
FINANCIAL STATEMENTS
Directors’ Report
(Cont’d)
DIRECTORS’ REMUNERATION
Directors’ remuneration of the Group and of the Company for the financial year ended 30 June 2024 were as follows:
Group Company
RM’000 RM’000
9,095 607
The Group and the Company effected Directors’ liability insurance during the financial year to protect the Directors
and officers of the Group and of the Company against potential costs and liabilities arising from claims brought
against the Directors and officers. The total amount of insurance premium paid by the Group and the Company for
the financial year ended 30 June 2024 was RM14,913.
There were no indemnity given to or insurance effected for the auditors of the Group and of the Company during
the financial year.
(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 had satisfied themselves that all known bad debts had
been written off and that provision need not be made for doubtful debts; and
(ii) to ensure that any current assets other than debts, which were unlikely to realise their book values
in the ordinary course of business had been written down to their estimated realisable values.
(b) In the opinion of the Directors, the results of the operations of the Group and of the Company during the
financial year have not been substantially affected by any item, transaction or event of a material and
unusual nature.
(II) FROM THE END OF THE FINANCIAL YEAR TO THE DATE OF THIS REPORT
(i) which would render the amount written off for bad debts inadequate to any material extent or
necessitate the making of provision for doubtful debts in the financial statements of the Group and
of the Company;
(ii) which would render the values attributed to current assets in the financial statements of the Group
and of the Company misleading; and
(iii) which have arisen which would render adherence to the existing method of valuation of assets or
liabilities of the Group and of the Company misleading or inappropriate.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
117
FINANCIAL STATEMENTS
Directors’ Report
(Cont’d)
OTHER STATUTORY INFORMATION REGARDING THE GROUP AND THE COMPANY (Cont’d)
(II) FROM THE END OF THE FINANCIAL YEAR TO THE DATE OF THIS REPORT (Cont’d)
(i) there has not arisen 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; and
(ii) no contingent or other liability has become enforceable, or is likely to become enforceable, within
the period of twelve (12) months after the end of the financial year which would or may affect the
ability of the Group and of the Company to meet their obligations as and when they fall due.
(e) There are no charges on the assets of the Group and of the Company which have arisen since the end
of the financial year to secure the liabilities of any other person.
(f) There are no contingent liabilities of the Group and of the Company which have arisen since the end of
the financial year.
(g) The Directors are not aware of any circumstances not otherwise dealt with in this report or the financial
statements which would render any amount stated in the financial statements of the Group and of the
Company misleading.
(a) On 19 July 2024, Padini Dot Com Sdn. Bhd., a wholly-owned subsidiary of the Company, entered into a Sale
and Purchase Agreement to acquire a freehold land and building for a total cash consideration of RM5,000,000.
(b) On 27 August 2024, the Group announced to Bursa Securities the proposed issuance of up to 328,954,750
new ordinary shares in Padini (“Padini Shares”) (“Bonus Shares”) on the basis of one (1) Bonus Share for
every two (2) existing Padini Shares held on the Entitlement Date (“Proposed Bonus Issue of Shares”). The
Proposed Bonus Issue of Shares has not been completed as at the date of this report.
AUDITORS
The auditors, BDO PLT (201906000013 (LLP0018825-LCA) & AF 0206), have expressed their willingness to
continue in office.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
118
FINANCIAL STATEMENTS
Directors’ Report
(Cont’d)
AUDITORS’ REMUNERATION
Auditors’ remuneration of the Group and of the Company for the financial year ended 30 June 2024 were as follows:
Group Company
RM’000 RM’000
Statutory audit
- BDO PLT 260 56
- Other auditors 59 –
Non-statutory audit
- BDO PLT 7 7
326 63
Kuala Lumpur
18 October 2024
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
119
FINANCIAL STATEMENTS
STATEMENT BY
DIRECTORS
In the opinion of the Directors, the financial statements set out on pages 125 to 183 have been drawn up in
accordance with Malaysian Financial Reporting Standards, IFRS Accounting Standards, and the provisions of the
Companies Act 2016 in Malaysia so as to give a true and fair view of the financial position of the Group and of the
Company as at 30 June 2024 and of the financial performance and cash flows of the Group and of the Company
for the financial year then ended.
Kuala Lumpur
18 October 2024
STATUTORY
DECLARATION
I, Sung Fong Fui (CA 22177), being the Director primarily responsible for the financial management of Padini
Holdings Berhad, do solemnly and sincerely declare that the financial statements set out on pages 125 to 183 are,
to the best of my knowledge and belief, correct and I make this solemn declaration conscientiously believing the
same to be true and by virtue of the provisions of the Statutory Declarations Act, 1960.
Before me
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
120
FINANCIAL STATEMENTS
INDEPENDENT AUDITORS’
REPORT
TO THE MEMBERS OF PADINI HOLDINGS BERHAD
Opinion
We have audited the financial statements of Padini Holdings Berhad, which comprise the statements of financial
position as at 30 June 2024 of the Group and of the Company, and the statements of profit or loss and other
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 material accounting
policy information, as set out on pages 125 to 183.
In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Group
and of the Company as at 30 June 2024, and of their financial performance and their cash flows for the financial year
then ended in accordance with Malaysian Financial Reporting Standards (“MFRSs”), IFRS Accounting Standards
and the requirements of the Companies Act 2016 in Malaysia.
We conducted our audit in accordance with approved standards on auditing in Malaysia and International Standards
on Auditing (“ISAs”). 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.
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.
As at 30 June 2024, the carrying amount of inventories of the Group was RM288,212,000, which comprised
completed garments, shoes and accessories, as disclosed in Note 12 to the financial statements.
We determined this to be a key audit matter because it requires management to exercise significant judgements
in writing down inventories to their net realisable values, which involve significant management estimates,
which are derived from expectations of current market prices and future demand.
Audit response
a. obtained an understanding of the procedures and controls in relation to the assessment by the
management on the identification and write down of slow moving and obsolete inventories;
b. analysed the inventories turnover period and assessed the appropriateness of the write down of inventories by
the management through verifications to the latest sales invoices for selected samples from inventory ageing;
c. performed computer-assisted audit techniques on the lower of cost and net realisable value of inventories;
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
121
FINANCIAL STATEMENTS
1. Carrying amount of inventories at lower of cost and net realisable value (Cont’d)
e. evaluated assessment of management that write down of inventories were appropriate by verifying
actual margins and testing the selling prices of inventories sold from sales invoices subsequent to the
end of the reporting period.
As at 30 June 2024, the carrying amounts of right-of-use assets and lease liabilities of the Group were
RM509,818,000 and RM550,419,000 respectively, as disclosed in Note 6 to the financial statements.
We determined this to be a key audit matter because it requires management to exercise significant
judgements for specific assumptions applied in determining right-of-use assets and lease liabilities as well as
lease reassessments and modifications. The specific assumptions include the determination of appropriate
discount rates, variable lease payments and assessment of lease terms, including renewal and termination
options of the leases.
Audit response
a. obtained an understanding of the design and implementation of key controls pertaining to the recognition
of leases;
b. assessed the appropriateness of the assumptions applied in determining variable lease payments,
lease reassessments and modifications based on the lease contracts and relevant inputs;
c. assessed the appropriateness of the discount rates applied in determining lease liabilities based on the
lease contracts and relevant inputs;
d. assessed the appropriateness of the assumptions applied in determining the lease terms of the lease
liabilities, including renewal and termination options of the leases; and
e. verified the accuracy of the underlying lease data by agreeing a representative sample of leases to
original contracts or other supporting information.
We have determined that there are no key audit matters to communicate in our report in respect of the audit of the
financial statements of the Company.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
122
FINANCIAL STATEMENTS
The Directors of the Company are responsible for the other information. The other information comprises the
information included in the annual report, but 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, 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 financial statements of the Group and of the
Company that give a true and fair view in accordance with MFRSs, IFRS Accounting 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 ability of the Group and of the Company 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.
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 ISAs 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 ISAs, 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
internal control of the Group and of the Company.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
123
FINANCIAL STATEMENTS
As part of an audit in accordance with approved standards on auditing in Malaysia and ISAs, we exercise professional
judgement and maintain professional scepticism throughout the audit. We also (Cont’d):
(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 ability of the Group or of the Company 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.
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 9 to the financial statements.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
124
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
18 October 2024
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
125
FINANCIAL STATEMENTS
STATEMENTS OF
FINANCIAL POSITION
AS AT 30 JUNE 2024
Group Company
2024 2023 2024 2023
Note RM’000 RM’000 RM’000 RM’000
ASSETS
Non-current assets
Current assets
Group Company
2024 2023 2024 2023
Note RM’000 RM’000 RM’000 RM’000
Equity attributable to
owners of the parent
LIABILITIES
Non-current liabilities
448,361 379,048 – –
Current liabilities
Group Company
2024 2023 2024 2023
Note RM’000 RM’000 RM’000 RM’000
CONSOLIDATED STATEMENT OF
CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2024
STATEMENT OF
CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2024
Non-
distributable Distributable
Share Retained Total
capital earnings equity
Company Note RM’000 RM’000 RM’000
STATEMENTS OF
CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2024
Group Company
2024 2023 2024 2023
Note RM’000 RM’000 RM’000 RM’000
Adjustments for:
Accretion of discount from
deposits for leases 27 (4,256) – – –
Amortisation of
intangible assets 7 1,483 1,462 – –
Bad debts written off 27 1 2 – –
Deposits written off 27 11 – – –
Depreciation of property,
plant and equipment 5 24,202 16,518 1,134 1,435
Depreciation of right-
of-use assets 6.1 117,977 98,074 – –
Dividend income 24 – – (73,450) (73,450)
Fair value loss on
investment property 8 644 236 – –
Gain on disposals of property,
plant and equipment 27 (375) (23) – –
Interest expense 26 25,428 21,745 – –
Interest income 27 (19,754) (16,845) (477) (320)
Inventory losses 12 4,505 5,747 – –
Inventories written off 12 2,592 1,434 – –
Inventories written down, net 104 1,753 – –
Loss on reassessments and
modifications of leases 6.1(c) 1,222 94 – –
Property, plant and
equipment written off 27 79 124 – –
Reversal of provision
for restoration costs 18(b) (5,842) (3,474) – –
Unrealised (gain)/loss on
foreign exchange, net (503) (3,471) – 554
Group Company
2024 2023 2024 2023
Note RM’000 RM’000 RM’000 RM’000
Net increase/(decrease) in
cash and cash equivalents 188,393 (211,317) (1,106) (3,268)
Lease
liabilities
(Note 6)
Group RM’000
Cash flows:
- Payments of lease interest (24,095)
- Payments of lease liabilities (104,162)
Non-cash flows:
- Additions 98,333
- Interest expense 24,095
- Lease reassessments and modifications 97,939
- Foreign exchange differences 100
Cash flows:
- Payments of lease interest (20,190)
- Payments of lease liabilities (84,492)
Non-cash flows:
- Additions 37,533
- Interest expense 20,190
- Lease reassessments and modifications 113,113
- Foreign exchange differences 810
NOTES TO THE
FINANCIAL STATEMENTS
30 JUNE 2024
1. CORPORATE INFORMATION
Padini Holdings Berhad (“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 registered office of the Company is located at 3rd Floor, No. 17, Jalan Ipoh Kecil, 50350 Kuala Lumpur.
The principal place of business of the Company is located at No. 19, Jalan Jurunilai U1/20, Hicom Glenmarie
Industrial Park, 40150 Shah Alam, Selangor Darul Ehsan.
The consolidated financial statements for the financial year ended 30 June 2024 comprise the Company
and its subsidiaries. These financial statements are presented in Ringgit Malaysia (“RM”), which is also the
functional currency of the Company. All the financial information presented in RM has been rounded to the
nearest thousand (“RM’000”), unless otherwise stated.
The financial statements were authorised for issue in accordance with a resolution by the Board of Directors
on 18 October 2024.
2. PRINCIPAL ACTIVITIES
The principal activity of the Company is investment holding. The principal activities of the subsidiaries
are mainly dealers in garments, ancillary products, ladies’ shoes and accessories as well as provision of
management services and electronic commerce. The principal activities and the details of the subsidiaries are
disclosed in Note 9 to the financial statements. There have been no significant changes in the nature of the
activities of the Company and its subsidiaries during the financial year.
3. BASIS OF PREPARATION
The financial statements of the Group and of the Company have been prepared in accordance with Malaysian
Financial Reporting Standards (“MFRSs”), IFRS Accounting Standards and the provisions of the Companies
Act 2016 in Malaysia.
The accounting policies adopted are consistent with those of the previous financial year except for the effects
of adoption of new MFRSs during the financial year. The new MFRS and Amendments to MFRSs adopted
during the financial year are disclosed in Note 34.1 to the financial statements.
The financial statements of the Group and of the Company have been prepared under the historical cost
convention except as otherwise stated in the financial statements.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
134
FINANCIAL STATEMENTS
4. OPERATING SEGMENTS
The Company and its subsidiaries are principally engaged in the retailing of garments industry.
The Group has arrived at three (3) reportable segments, as described below, which are the strategic business
units of the Group. For management purposes, the Group is organised into business units based on their
products and services. For each of the strategic business units, the Managing Director and Executive Directors
of the Group collectively (the “Chief Operating Decision Maker” or “CODM”) of the Group review internal
management reports at least on a quarterly basis.
The performance of the reportable segments are measured based on segment profit before tax.
The accounting policies of operating segments are the same as those described in the financial statements.
Inter-segment revenue is priced along the same line as sales to external customers and is eliminated in the
consolidated financial statements. These policies have been applied consistently throughout the current and
previous financial years.
Segment results, assets and liabilities include items directly attributable to a segment. Segment capital
expenditure is the total costs incurred during the financial year to acquire segment assets that are expected
to be used for more than one year.
4. OPERATING SEGMENTS (cont’d)
Revenue
Total revenue 73,450 1,928,035 159,681 – – 2,161,166
FINANCIAL STATEMENTS
Segment profit/(loss) before tax 77,813 174,449 18,714 (1,030) (73,208) 196,738
Revenue
Total revenue 73,450 1,830,576 130,725 – – 2,034,751
Inter-segment revenue (73,450) (8,447) (130,725) – – (212,622)
Depreciation of property,
plant and equipment (1,435) (13,534) (1,459) (327) 237 (16,518)
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
Segment profit/(loss) before tax 76,727 281,196 11,800 (629) (73,203) 295,891
Geographical segments
In presenting on the basis of geographical areas, revenue is based on the geographical location of customers
and non-current assets are based on the geographical location of the assets of the Group.
Major customers
There are no major customers with revenue equal or more than ten percent (10%) of the Group revenue. As
such, information on major customers is not presented.
* The amounts of non-current assets do not include other investments and deferred tax assets.
138
At cost
Balance as at 1 July 2023 12,240 42,861 8,934 179,279 1,326 110,949 355,589
Additions – – – 29,514 724 22,778 53,016
Disposals – – – – (988) (20) (1,008)
Written off – – – (20,393) – (9,046) (29,439)
Reclassifications* – – – – 1,386 – 1,386
Foreign exchange differences – – 97 46 – 49 192
Balance as at 30 June 2024 12,240 42,861 9,031 188,446 2,448 124,710 379,736
Notes to the Financial Statements
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
Accumulated depreciation
Carrying amount
Balance as at 30 June 2024 12,240 29,554 4,927 36,640 815 30,913 115,089
* The assets previously acquired under hire purchase arrangements were reclassified from right-of-use assets as the lease liabilities for those
assets have been fully settled during the financial year.
FINANCIAL STATEMENTS
5. PROPERTY, PLANT AND EQUIPMENT (cONT’D)
At cost
Balance as at 1 July 2022 12,240 42,861 8,383 177,566 1,328 108,802 351,180
Additions – – – 16,201 – 10,151 26,352
Disposals – – – (77) – (2) (79)
Written off – – – (15,017) (2) (8,400) (23,419)
Foreign exchange differences – – 551 606 – 398 1,555
Balance as at 30 June 2023 12,240 42,861 8,934 179,279 1,326 110,949 355,589
Accumulated depreciation
Carrying amount
Balance as at 30 June 2023 12,240 30,411 5,205 21,100 171 17,126 86,253
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
(Cont’d)
Notes to the Financial Statements
139
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
140
FINANCIAL STATEMENTS
At cost
Accumulated depreciation
Balance as at 1 July 2023 – 11,753 3,457 4,398 19,608
Charge for the financial year – 833 – 301 1,134
Written off – – (12) –* (12)
Carrying amount
At cost
Accumulated depreciation
Carrying amount
(a) All items of property, plant and equipment are initially measured at cost. After initial recognition,
property, plant and equipment are stated at cost less accumulated depreciation and any accumulated
impairment losses.
Depreciation is calculated to write off the cost of the assets to their residual values on a straight-line basis
over their estimated useful lives. The estimated useful lives represent common life expectancies applied
in the industry within which the Group operates. The principal depreciation periods are as follows:
Lease
Balance reassessments Foreign Balance
as at and exchange as at
Group 1 July 2023 Additions Depreciation modifications Reclassifications* differences 30 June 2024
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Carrying amount
Retail shop, signage
and storage spaces 411,861 91,157 (111,964) 98,295 – 90 489,439
Hostel – 143 (42) – – – 101
Motor vehicles 940 1,275 (375) – (20) – 1,820
Notes to the Financial Statements
Lease
Balance reassessments Foreign Balance
as at and exchange as at
Group 1 July 2022 Additions Depreciation modifications differences 30 June 2023
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Carrying amount
Retail shop, signage and storage spaces 357,734 33,875 (94,017) 113,604 665 411,861
Motor vehicles 423 836 (319) – – 940
Office equipment 612 2,938 (924) 48 – 2,674
Renovation cost 3,924 6,023 (2,814) (633) 18 6,518
* The assets previously acquired under hire purchase arrangements were reclassified to property, plant and equipment as the lease liabilities
for those assets have been fully settled during the financial year.
FINANCIAL STATEMENTS
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
143
FINANCIAL STATEMENTS
(a) The right-of-use assets represent non-cancellable operating lease agreements entered into by the
Group for the use of retail shop, signage and storage spaces, hostel, office equipment and other
assets, which are acquired under hire purchase agreements.
The right-of-use assets are initially measured at cost, which comprise the initial amount of the lease
liabilities adjusted for any lease payments made at or before the commencement date of the leases.
After initial recognition, right-of-use assets are stated at cost less accumulated depreciation and
any accumulated impairment losses, and adjusted for any remeasurement of the lease liabilities.
The right-of-use assets are depreciated on the straight-line basis over the earlier of the estimated
useful lives of the right-of-use assets or the end of the lease term. The lease terms of right-of-use
assets are as follows:
(b) The Group has certain leases of retail shop, signage and storage spaces with lease term of 12
months or less, and low value leases of office equipment of RM20,000 and below. The Group
applies the “short-term lease” and “lease of low-value assets” exemptions for these leases.
Group
2024 2023
RM’000 RM’000
184,466 167,636
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
144
FINANCIAL STATEMENTS
(d) The following are total cash outflows for leases of the Group as a lessee:
Group
2024 2023
RM’000 RM’000
41,172 49,278
Included in net cash used in financing activities:
Payments of lease interest 24,095 20,190
Payments of lease liabilities 104,162 84,492
128,257 104,682
169,429 153,960
(e) Certain lease rentals are subject to variable lease payments, which are determined based on a
percentage of sales generated from outlets.
The Group has entered into tenancy agreements for the lease of retail shop, signage and storage
spaces, which contain variable lease payments based on predetermined revenue thresholds.
The Group has determined that these contingent features are not embedded derivatives to be
separately accounted for due to the economic characteristics and risk of these contingent rental
features are closely related to the economic characteristics and risk of the underlying tenancy
agreements. There are no leverage features contained within these contingent rental features.
(f) During the financial year, the Group made the following cash payments to purchase right-of-use assets:
Group
2024 2023
RM’000 RM’000
Group
2024 2023
RM’000 RM’000
Represented by:
550,419 458,209
550,419 458,209
(a) The movements of lease liabilities during the financial year are as follows:
Group
2024 2023
RM’000 RM’000
(b) The Group determines the lease term of a lease as the non-cancellable period of the lease,
together with periods covered by an option to extend or to terminate the lease if the Group is
reasonably certain to exercise the relevant option. Management exercises significant judgement in
determining whether these extension options are reasonably certain to be exercised. Management
has considered the relevant facts and circumstances that create an economic incentive for the
Group to either exercise the option to extend the lease, or to exercise the option to terminate
the lease. Any differences in expectations from the original estimates would impact the carrying
amount of the lease liabilities of the Group.
(c) The Group has lease contracts that include extension and termination options. These options are
negotiated by the Group to provide flexibility in managing the leased-asset portfolio and align with
the business needs of the Group.
(d) The possibility for the Group to exercise the termination options is unlikely after taking into
consideration of relevant facts and circumstances including past experience, cost and economic
incentive that will be involved to exercise the termination options.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
146
FINANCIAL STATEMENTS
(e) The following table sets out the carrying amounts, the weighted average incremental borrowing
rates and the remaining maturities of the lease liabilities of the Group:
Weighted
average
incremental One to Two to
borrowing rate Within two five Over
Group per annum one year years years five years Total
% RM’000 RM’000 RM’000 RM’000 RM’000
30 June 2024
Lease liabilities 3.39 - 9.51 110,287 94,098 206,931 139,103 550,419
30 June 2023
Lease liabilities 3.50 - 9.51 91,292 88,808 179,597 98,512 458,209
(f) Management exercises significant judgement in determining the incremental borrowing rate
whenever the implicit rate of interest in a lease is not readily determinable as well as the lease
term. The incremental borrowing rates used are based on prevailing market borrowing rates over
similar lease terms, of similar values as the right-of-use assets in a similar economic environment.
Lease terms are based on management expectations driven by prevailing market conditions and
past experience in exercising similar renewal and termination options.
(g) The table below summarises the maturity profile of the lease liabilities of the Group at the end of
the reporting period based on contractual undiscounted repayment obligations:
On demand
or within One to Over five
Group one year five years years Total
RM’000 RM’000 RM’000 RM’000
30 June 2024
Lease liabilities 131,944 348,468 150,479 630,891
30 June 2023
Lease liabilities 109,490 309,326 107,624 526,440
The Group has entered into non-cancellable lease agreements on an investment property for terms of one (1)
year (2023: one (1) to two (2) years).
The Group has aggregate future minimum lease receivable as at the end of the reporting period as follows:
Group
2024 2023
RM’000 RM’000
77 241
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
147
FINANCIAL STATEMENTS
7. INTANGIBLE ASSETS
System,
applications Computer
Group and products software Total
RM’000 RM’000 RM’000
At cost
Accumulated amortisation
Carrying amount
Balance as at 30 June 2024 427 2,819 3,246
At cost
Accumulated amortisation
Carrying amount
Intangible assets are initially measured at cost. After initial recognition, intangible assets are carried at cost
less accumulated amortisation and any accumulated impairment losses.
System, applications and products (“SAP”) and computer software that do not form an integral part of the
related hardware are treated as intangible assets with finite lives and are amortised over their estimated useful
lives. The estimated useful lives represent common life expectancies applied in the industry within which the
Group operates. The principal amortisation periods are as follows:
SAP 15 years
Computer software 5 years
8. INVESTMENT PROPERTY
Group
2024 2023
RM’000 RM’000
Workshop, at valuation
(a) Investment property is initially measured at cost, including transaction costs. After initial recognition,
investment property is measured at fair value, which reflects market conditions at the end of the reporting
period and changes in fair value are included in profit or loss.
(b) Rental income generated from the rental of investment property of the Group during the financial year
amounted to RM228,000 (2023: RM182,000).
(c) Direct operating expenses arising from the investment property generating rental income during the
financial year are as follows:
Group
2024 2023
RM’000 RM’000
(d) The fair value of investment property of the Group is categorised as follows:
30 June 2024
Workshop – – 4,951 4,951
30 June 2023
Workshop – – 5,539 5,539
(i) There was no transfer between levels in the hierarchy during the financial year.
(ii) The Level 3 fair value of investment property is RM4,951,000 or equivalent to HKD8,170,000
(2023: RM5,539,000 or equivalent to HKD9,240,000). The Level 3 fair value of investment property
is determined by an external and independent property valuer, who is a member of The Hong
Kong Institute of Surveyors. The property valuer provides the fair value of the investment property
of the Group annually. Changes in Level 3 fair value are analysed by the management annually
after obtaining valuation report from the property valuer.
(e) The following table shows the valuation technique and significant unobservable inputs used in
determining the fair value measurement of investment property as well as the inter-relationship between
key unobservable inputs and fair value:
Income capitalisation Capitalisation rate of 4.4% (2023: The higher the capitalisation rate, the
method 3.9%) lower the fair value.
Market rent per square feet of The higher the market rent, the higher
HKD19 or equivalent to RM12 the fair value.
(2023: HKD19 or equivalent to
RM11)
(f) Investment property of the Group is mainly used to generate rental income. However, the fair value of
the investment property reflects the highest and best use of the said property should the investment
property be disposed. Currently, management does not intend to dispose of the investment property and
the existing use of the investment property remains for rental purposes.
9. INVESTMENTS IN SUBSIDIARIES
Company
2024 2023
RM’000 RM’000
At cost:
- Unquoted shares 278,336 278,336
Less: Impairment losses (955) (955)
277,381 277,381
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
150
FINANCIAL STATEMENTS
(a) Investments in subsidiaries, which are eliminated on consolidation, are stated in the separate financial
statements of the Company at cost less impairment losses.
Country of
Effective equity
incorporation/
interest
Principal place
Name of company of business 2024 2023 Principal activities
% %
Mikihouse Children’s Wear Malaysia 100 100 Dealers of children’s garments and
Sdn. Bhd. (“Mikihouse”) accessories
Padini (Cambodia) Cambodia 100 100 Dealers of ladies’ shoes, garments
Co., Ltd. and ancillary products
(“Padini Cambodia”) #
Padini (Thailand) Co., Ltd. Thailand 100 100 Dealers of ladies’ shoes, garments
(“Padini Thailand”) # and ancillary products
Padini Corporation Malaysia 100 100 Dealers of garments and ancillary
Sdn. Bhd. products
(“Padini Corporation”)
Padini Dot Com Sdn. Bhd. Malaysia 100 100 Provision of management services
(“Padini Dot Com”) and electronic commerce
Padini International Limited Hong Kong 100 100 Dealers of ladies’ shoes and
(“PIL”) # ancillary products
Seed Corporation Malaysia 100 100 Dealers of garments and ancillary
Sdn. Bhd. (“Seed”) products
The New World Garment Malaysia 100 100 Dormant
Manufacturers
Sdn. Bhd. (“The New
World Garment”)
Vincci Holdings Sdn. Bhd. Malaysia 100 100 Dormant
(“Vincci Holdings”)
Vincci Ladies’ Specialties Malaysia 100 100 Dealers of ladies’ shoes and
Centre Sdn. Bhd. accessories
(“Vincci”)
Yee Fong Hung (Malaysia) Malaysia 100 100 Dealers of garments and ancillary
Sendirian Berhad (“Yee products
Fong Hung”)
Subsidiary of PIL
Padini (Thailand) Co., Ltd. Thailand 82.2 82.2 Dealers of ladies’ shoes, garments
(“Padini Thailand”)# ^ and ancillary
#
Subsidiaries not audited by BDO PLT or BDO Member Firms.
^
The remaining 13.4% and 4.4% (2023: 13.4% and 4.4%) shareholdings are held by the Company
and Padini Dot Com respectively.
(c) In the previous financial year, the Company subscribed for additional 20,000 ordinary shares in the
share capital of Padini Thailand for a total cash consideration of RM2,704,000. The effective equity
interest held by the Group in Padini Thailand remained at 100%.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
151
FINANCIAL STATEMENTS
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
Non-current
Equity security
- Unquoted shares in Malaysia 560 560 560 560
Club membership 64 64 – –
Investments in structured product – 30,000 – –
Current
30,000 – – –
(a) The equity security is classified as financial asset at fair value through other comprehensive income
while the club membership and investments in structured product are classified as financial assets at
fair value through profit or loss.
(b) The fair value of unquoted shares in Malaysia is estimated based on the price to book valuation model.
Management obtained the industry price to book ratio from observable market data, discounted the
price to book ratio for illiquidity, and multiplied the discounted price to book ratio with the book value per
share of the investee to derive the estimated fair value. Management believes that the estimated fair
value resulting from this valuation model is reasonable and the most appropriate as at the end of the
reporting period.
The fair value of club membership is determined by reference to the prevailing offer price of the club
membership price.
The fair value of investments in structured product is estimated based on future cash flows that are
derived from the expected applicable yield of the investments in structured product and discounted at
rates that reflect the credit risk of the financial institution.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
152
FINANCIAL STATEMENTS
(c) The fair value of other investments of the Group and of the Company are categorised as follows:
Group
30 June 2024
Other investments
- Unquoted shares in Malaysia – – 560 560
- Club membership – – 64 64
- Investments in structured product – – 30,000 30,000
30 June 2023
Other investments
- Unquoted shares in Malaysia – – 560 560
- Club membership – – 64 64
- Investments in structured product – – 30,000 30,000
Company
30 June 2024
Other investment
- Unquoted shares in Malaysia – – 560 560
30 June 2023
Other investment
- Unquoted shares in Malaysia – – 560 560
There was no transfer between levels in the hierarchy during the financial year.
(d) The following table shows the significant unobservable inputs used in determining the fair value measurements
of other investments as well as the inter-relationship between key unobservable inputs and fair values:
(e) Sensitivity analysis of market risk for other investments is not disclosed as it is not material to the Group
and the Company.
(f) The Group holds a forty percent (40%) interest in Cassardi Corporation Sdn. Bhd. (“Cassardi”) for which
the Group has determined that it does not have significant influence over Cassardi as:
(i) The Group does not have any representative on the board of directors of Cassardi, and is therefore
unable to participate in policy-making process of Cassardi;
(ii) There are no material transactions between the Group and Cassardi; and
(iii) There is no interchange of managerial personnel and provision of essential technical information
between the Group and Cassardi.
Based on the above, the Group considers that it does not have the power to exercise significant influence
and has treated its interest in Cassardi as a simple investment in unquoted shares in Malaysia.
(a) Deferred tax assets and liabilities are made up of the following:
Group
2024 2023
RM’000 RM’000
12,123 12,645
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
154
FINANCIAL STATEMENTS
(b) The components and movements of deferred tax assets and liabilities during the financial year are as
follows:
Other
deductible
Contract Lease temporary
liabilities liabilities differences Total
RM’000 RM’000 RM’000 RM’000
Offsetting (541)
Offsetting (339)
Other
deductible/
Property, (taxable)
plant and temporary
equipment differences Total
RM’000 RM’000 RM’000
Offsetting 541
(b) The components and movements of deferred tax assets and liabilities during the financial year are as
follows: (Cont’d)
Other
deductible/
Property, (taxable)
plant and temporary
equipment differences Total
RM’000 RM’000 RM’000
Offsetting 339
(c) The amounts of temporary differences for which no deferred tax assets have been recognised in the
statements of financial position are as follows:
Group
2024 2023
RM’000 RM’000
28,142 26,793
Deferred tax assets of certain subsidiaries have not been recognised in respect of these items as it is not
probable that future taxable profits of the subsidiaries would be available against which the deductible
temporary differences could be utilised.
The amount and availability of these items to be carried forward up to the periods as disclosed above are
subject to the agreement of the respective local and foreign tax authorities. Unutilised tax losses of the
subsidiaries incorporated in Malaysia can be carried forward up to ten (10) consecutive years of assessment
immediately following the year of assessment under the tax legislation of Inland Revenue Board (“IRB”).
Unabsorbed capital allowances do not expire under the tax legislation of IRB.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
156
FINANCIAL STATEMENTS
12. INVENTORIES
Group
2024 2023
RM’000 RM’000
At cost
Completed garments, shoes and accessories 284,512 428,161
288,212 433,232
(a) Inventories are stated at the lower of cost and net realisable value. Cost of inventories of the Group is
determined using the weighted average method.
(b) During the financial year, inventories of the Group recognised as cost of sales amounted to
RM1,199,464,000 (2023: RM1,073,800,000). The amounts of inventory losses, inventories written back,
inventories written down and inventories written off recognised as cost of sales during the financial year
are as follows:
Group
2024 2023
RM’000 RM’000
7,201 8,934
(c) Inventories are written down to net realisable value when events or changes in circumstances indicate
that the carrying amounts may not be recoverable. Management exercises significant judgements and
makes significant estimates in writing down inventories to their net realisable values, which involve
management specifically analyses future demand, coupled with the assessment of the estimated net
selling prices of the inventories to evaluate the adequacy of the write down for obsolete or slow moving
inventories. Where expectations differ from the original estimates, the differences would impact the
carrying amount of inventories.
(d) During the financial year, the Group wrote back RM1,812,000 (2023: RM89,000) in respect of inventories
written down in the previous financial year that were subsequently not required as the Group was able
to sell those inventories above their carrying amounts.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
157
FINANCIAL STATEMENTS
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
Trade receivables
Third parties 19,237 9,654 – –
Other receivables
Third parties 310 1,475 – –
Deposits 27,574 29,149 71 71
27,884 30,624 71 71
(a) Trade and other receivables, net of prepayments are classified as financial assets measured at amortised
cost.
(b) Trade receivables are non-interest bearing and the normal trade credit terms granted by the Group
range from 2 to 60 days (2023: 2 to 60 days) from the date of invoice. They are recognised at their
original invoice amounts, which represent their fair values on initial recognition.
(c) Included in deposits of the Group are security and utility deposits on leases of RM19,847,000, which are
amortised through accretion of discount at annual rates of 3.50% to 4.75% over the lease terms.
(d) Impairment for trade receivables that do not contain a significant financing component is recognised
based on the simplified approach using the lifetime expected credit losses.
Lifetime expected credit losses are the expected credit losses that result from all possible default events
over the expected life of the asset. The maximum period considered when estimating expected credit
losses is the maximum contractual period over which the Group is exposed to credit risk.
The Group uses a provision matrix to measure the expected credit losses of trade receivables using the flow
rate method based on grouping of customers sharing similar credit risk characteristics, historical credit loss
experience and observable data such as current changes and future forecasts in economic conditions.
During this process, the probability of non-payment by trade receivables is adjusted by forward looking
information and multiplied by the amount of the expected loss arising from default to determine the lifetime
expected credit losses for the trade receivables. For trade receivables, which are reported net, such
impairments are recorded in a separate impairment account with the loss being recognised in the statements
of profit or loss and other comprehensive income. On confirmation that the trade receivable would not be
collectable, the gross carrying value of the asset would be written off against the associated impairment.
The Group has identified the Gross Domestic Product (“GDP”), unemployment rate, inflation rate and
consumer price index as the key macroeconomic factors of the forward looking information.
(e) Lifetime expected loss provision for trade receivables of the Group is as follows:
Lifetime
Gross expected Net
carrying credit carrying
Group amount losses amount
RM’000 RM’000 RM’000
30 June 2024
Collective assessment
Current 17,236 –* 17,236
Past due
1 to 30 days 1,952 –* 1,952
31 to 60 days 28 –* 28
More than 90 days 21 –* 21
2,001 –* 2,001
19,237 –* 19,237
30 June 2023
Collective assessment
Current 7,761 –* 7,761
Past due
1 to 30 days 1,673 –* 1,673
31 to 60 days 192 –* 192
61 to 90 days 2 –* 2
More than 90 days 26 –* 26
1,893 –* 1,893
9,654 –* 9,654
The collective assessment of impairment of trade receivables shares similar credit risk characteristics,
industries and geographical location. The individual assessment of impairment of trade receivables is
separately assessed when it is probable that cash due will not be received in full.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
159
FINANCIAL STATEMENTS
(f) The credit risk exposures relating to trade receivables of the Group at the end of the reporting period are
summarised as follows:
Group
2024 2023
RM’000 RM’000
Collateral obtained represents downpayments received from customers for the sale of goods.
During the financial year, the Group did not renegotiate the terms of any trade receivables.
(g) Impairment for other receivables and amounts due from subsidiaries are recognised based on the general
approach within MFRS 9 using the forward looking expected credit loss model. The methodology used
to determine the amount of the impairment is based on whether there has been a significant increase
in credit risk since initial recognition of the financial asset by comparing the risk of default occurring
over the expected life with the risk of default since initial recognition. For those in which the credit risk
has not increased significantly since initial recognition of the financial asset, twelve-month (“12-month”)
expected credit losses along with gross interest income are recognised. For those in which credit risk
has increased significantly, lifetime expected credit losses along with the gross interest income are
recognised. For those that are determined to be credit impaired, lifetime expected credit losses along
with interest income on a net basis are recognised.
Lifetime expected credit losses are the expected credit losses that result from all possible default events
over the expected life of the asset, while 12-month expected credit losses are the portion of expected
credit losses that result from default events that are possible within the twelve (12) months after the end
of the reporting period. The maximum period considered when estimating expected credit losses is the
maximum contractual period over which the Group and the Company are exposed to credit risk.
The Group and the Company defined significant increase in credit risk based on the operating
performance of the receivables, payment trends and past due information, i.e. overdue amounts more
than 120 days.
The probability of non-payment by other receivables and amounts due from subsidiaries are adjusted by
forward looking information and multiplied by the amount of the expected loss arising from default to determine
the 12-month or lifetime expected credit loss for other receivables and amounts due from subsidiaries.
The Group and the Company have identified the GDP, unemployment rate, inflation rate and consumer
price index as the key macroeconomic factors of the forward looking information.
(h) The currency exposure profile of trade and other receivables excluding prepayments is as follows:
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
47,121 40,278 71 71
Sensitivity analysis of RM against major foreign currencies at the end of the reporting period, assuming
that all other variables remain constant, is as follows:
Group
2024 2023
Profit Profit
after tax Equity after tax Equity
RM’000 RM’000 RM’000 RM’000
Effects of 5% changes to RM
against foreign currencies
Thailand Baht
-strengthen by 5% 69 – 76 –
- weaken by 5% (69) – (76) –
The exposure to foreign currency risk of other currencies is not presented as changes in exchange rates
would not materially affect profit after tax and equity of the Group.
(i) At the end of the reporting period, approximately eighty-eight percent (88%) (2023: eighty-eight percent
(88%)) of the trade receivables of the Group were owed by five (5) major customers (2023: five (5) customers).
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
161
FINANCIAL STATEMENTS
Company
2024 2023
RM’000 RM’000
(a) Amounts due from subsidiaries are classified as financial assets measured at amortised cost.
(b) Amounts due from subsidiaries mainly represent advances and payments made on behalf, which are
unsecured, interest-free and repayable within the next twelve (12) months in cash and cash equivalents.
(c) Impairment for amounts due from subsidiaries is recognised based on general approach within MFRS
9 using the forward looking expected credit loss model as disclosed in Note 13(g) to the financial
statements.
No expected credit loss is recognised arising from amounts due from subsidiaries as it is negligible.
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
(a) Cash and bank balances are classified as financial assets measured at amortised cost.
(b) Fixed deposits with licensed banks of the Group have maturity period of 90 days (2023: 90 days), with
interest at rates ranging from 3.45% to 3.70% (2023: 3.50% to 3.58%) per annum.
(c) The weighted average effective interest rate of cash at banks as at the end of the reporting period is as
follows:
Group Company
2024 2023 2024 2023
% % % %
(d) The interest rate profile of the cash and bank balances at the end of the reporting period is as follows:
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
Sensitivity analysis for fixed rate cash and bank balances at the end of the reporting period is not
presented as fixed rate instruments are not affected by changes in interest rates.
Sensitivity analysis of interest rate for floating rate instruments at the end of the reporting period,
assuming that all other variables remain constant, is as follows:
Group
2024 2023
Profit Profit
after tax Equity after tax Equity
RM’000 RM’000 RM’000 RM’000
Company
2024 2023
Profit Profit
after tax Equity after tax Equity
RM’000 RM’000 RM’000 RM’000
(e) The currency exposure profile of cash and bank balances is as follows:
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
(e) (Cont’d)
Sensitivity analysis of RM against major foreign currencies at the end of the reporting period, assuming
that all other variables remain constant, is as follows:
Group
2024 2023
Profit Profit
after tax Equity after tax Equity
RM’000 RM’000 RM’000 RM’000
Effects of 5% changes to RM
against foreign currencies
Thailand Baht
- strengthen by 5% 144 – 250 –
- weaken by 5% (144) – (250) –
The exposure to foreign currency risk of other currencies is not presented as changes in exchange rates
would not materially affect profit after tax and equity of the Group.
(f) No expected credit loss is recognised arising from cash at banks and fixed deposits with licensed banks
because the probability of default by these financial institutions is negligible.
(g) For the purpose of the statements of cash flows, cash and cash equivalents comprise the following as
at the end of the reporting period:
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
As reported in statements
of cash flows 791,040 602,123 22,603 23,709
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
164
FINANCIAL STATEMENTS
Ordinary shares
The owners of the parent are entitled to receive dividends as and when declared by the Company and are
entitled to one (1) vote per ordinary share at meetings of the Company. All ordinary shares rank pari passu
with regard to the residual assets of the Company.
17. RESERVES
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
Non-distributable
Foreign currency
translation reserve 7,798 7,711 – –
Distributable
(a) The foreign currency translation reserve is used to record foreign currency exchange differences arising
from the translation of the financial statements of foreign operations whose functional currencies are
different from that of the presentation currency of the Group. It is also used to record the exchange
differences arising from monetary items, which form part of the net investment of the Group in the
foreign operations, where the monetary item is denominated in either the functional currency of the
reporting entity or the foreign operation.
(b) On 25 November 2022, the Company established an Employees’ Share Option Scheme (“ESOS”) for
the granting of ESOS to eligible Executive Directors and employees of the Group. The ESOS was
implemented on 3 March 2023.
The ESOS is administered by the ESOS Committee and governed by the By-Laws of the ESOS.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
165
FINANCIAL STATEMENTS
(b) (Cont’d)
(i) The total number of new ordinary shares in the Company, which may be made available under
the ESOS shall not exceed in aggregate 15% of the total number of issued ordinary shares of the
Company (excluding treasury shares, if any) at any one time during the duration of the ESOS;
(ii) The ESOS shall be in force for a duration of five (5) years from the effective date;
(iii) Subject to the discretion of the ESOS Committee, an employee or an Executive Director of the
Group who fulfils the relevant conditions of the By-Laws of the ESOS shall be eligible to participate
in the ESOS (“Eligible Person”);
(iv) The number of the options to be offered to an Eligible Person in accordance with the ESOS shall
be determined based on, inter alia, the Eligible Person’s position, job performance, job grade,
seniority, length of service, fulfilment of the relevant eligibility criteria, and/or such other matters as
the ESOS Committee deems fit and the offer shall be valid for acceptance by an Eligible Person
for a period of thirty (30) days from the date of offer;
(v) Subject to any adjustments made under the By-Laws of the ESOS and pursuant to the listing
requirements of Bursa Malaysia Securities Berhad, the exercise price shall be determined by the
ESOS Committee and shall be based on the five-day (“5-day”) volume weighted average market
price (“5D-VWAMP”) of ordinary shares in the Company (“Padini Shares”) immediately preceding
the date of offer, with a discount, if any, provided that the discount shall not be more than 10% of
the said 5D-VWAMP of Padini Shares;
(vi) Not more than 10% of the total number of ordinary shares in the Company to be issued under the
ESOS shall be allocated to any Eligible Person, who, either singly or collectively through persons
connected with the Eligible Person, holds 20% or more of the total number of issued shares of the
Company (excluding treasury shares, if any); and
(vii) Not more than 50% of the total number of ordinary shares in the Company to be issued under the
ESOS shall be allocated, in aggregate, to the Executive Directors and senior management of the
Group (excluding dormant subsidiaries within the Group) who are Eligible Persons.
There was no ESOS offered to eligible Executive Directors and employees of the Group since its
implementation.
Group
2024 2023
RM’000 RM’000
Non-current
Provision for restoration costs 7,529 11,450
Current
Provision for restoration costs 1,840 1,848
9,369 13,298
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
166
FINANCIAL STATEMENTS
(a) Provision for restoration costs comprise estimates of reinstatement costs for lease outlets upon the
expiry of tenancy agreements. The liabilities for restoration costs are recognised at present value of the
compounded future expenditure estimated using current price and discounted using discount rate of
3.88% (2023: 4.75%).
(b) The reconciliation of movements in the carrying amount of the provision for restoration costs is as
follows:
Group
2024 2023
RM’000 RM’000
(c) The Group estimates provision for restoration costs based on historical costs incurred per square feet
of rent area. The estimated provision for restoration costs is reviewed periodically and is updated if
expectations differ from previous estimates due to changes in cost factors. Where expectations differ
from the original estimates, the differences would impact the carrying amount of provision for restoration
costs of the Group.
The Group operates an unfunded, defined Retirement Benefit Scheme (“Scheme”) for its eligible employees
of its wholly-owned subsidiary, Padini (Thailand) Co., Ltd.. Under the Scheme, eligible employees are entitled
to retirement benefits of 400 days of final salary upon attainment of the retirement age of 60.
Group
2024 2023
RM’000 RM’000
Analysed as:
Later than 5 years 65 58
Analysed as:
Non-current liabilities 65 58
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
167
FINANCIAL STATEMENTS
The movements during the financial year in the amounts recognised in the statements of financial position in
respect of the retirement benefit obligations are as follows:
Group
2024 2023
RM’000 RM’000
Balance as at 1 July 58 53
Balance as at 30 June 65 58
Certain assumptions are used in the computation of provision for employee benefits and due to the long term
nature of this Scheme, such estimates are subject to uncertainty.
Group
2024 2023
% %
The discount rate is determined by reference to the Government Bond of Thailand yields with more than 10
years of maturity.
Significant assumption used in determining the provision for employee benefits is the discount rate. The
sensitivity analysis of the significant assumption at the end of the reporting period, assuming that all other
variables remain constant, is as follows:
2024 2023
Increase Decrease Increase Decrease
Group RM’000 RM’000 RM’000 RM’000
A 1% increase/decrease in
discount rate will decrease/
increase the provision for
employee benefits (4) 16 (2) 19
The sensitivity analysis presented above may not be representative of the actual change in provision for
employee benefits as it is unlikely that the change in assumptions would occur in isolation of one another as
some assumptions may be correlated.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
168
FINANCIAL STATEMENTS
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
Trade payables
Third parties 106,347 92,333 – –
Other payables
Third parties 34,670 23,311 536 419
Accruals 10,533 9,584 62 63
Financial guarantee contracts – – –* –
(a) Trade and other payables are classified as financial liabilities measured at amortised cost.
(b) Trade payables are non-interest bearing and the normal trade credit terms granted to the Group range
from 30 to 90 days (2023: 30 to 90 days) from date of invoice.
(c) Included in other payables of the Group are advance payments received from customers against
confirmed purchase orders amounting to RM6,000 (2023: RM4,000).
(d) Included in other payables of the Group is an amount owing to a financial institution in respect of supply
chain solutions obtained to facilitate efficient payment processing amounting to RM13,679,000 (2023:
Nil). The Group is required to repay the financial institution no later than the expiry of the credit terms
that are originally granted by the trade payables.
(e) The Company provides financial guarantees to financial institutions for banking facilities obtained by
the subsidiaries. Financial guarantee contracts issued are initially measured at fair value. Subsequently,
they are measured at higher of:
(ii) the amount initially recognised less, when appropriate, the cumulative amount of income
recognised in accordance to the principles of MFRS 15 Revenue from Contracts with Customers.
No financial guarantee contracts have been recognised at the end of the reporting period as there was
no utilisation of any banking facilities by the subsidiaries during the financial year.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
169
FINANCIAL STATEMENTS
(f) The currency exposure profile of trade and other payables is as follows:
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
Sensitivity analysis of RM against major foreign currencies at the end of the reporting period, assuming
that all other variables remain constant, is as follows:
Group
2024 2023
Profit Profit
after tax Equity after tax Equity
RM’000 RM’000 RM’000 RM’000
Effects of 5% changes to RM
against foreign currencies
Thailand Baht
- strengthen by 5% (14) – (22) –
- weaken by 5% 14 – 22 –
The exposure to foreign currency risk of other currencies is not presented as changes in exchange rates
would not materially affect profit after tax and equity of the Group.
(g) The maturity profile of the trade and other payables of the Group and of the Company at the end of the
reporting period based on contractual undiscounted repayment obligations is repayable on demand or
within one (1) year.
21. BORROWING
Group
2024 2023
RM’000 RM’000
Current liability
Secured
Bank overdraft – 3,192
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
170
FINANCIAL STATEMENTS
(b) Bank overdraft of the Group was secured by a corporate guarantee by the Company.
(c) The weighted average effective interest rate of the borrowing as at the end of the reporting period was
as follows:
Group
2024 2023
% %
(d) The interest rate profile of the borrowing as at end of the reporting period was as follows:
Group
2024 2023
RM’000 RM’000
Sensitivity analysis of interest rate for the floating rate instrument at the end of the reporting period was
not presented as it was not material to the Group.
(e) The table below summarises the maturity profile of the borrowing of the Group at the end of the reporting
period based on contractual undiscounted repayment obligations:
On demand
Or within One to five Over five
one year years years Total
Group RM’000 RM’000 RM’000 RM’000
30 June 2023
(f) The following table sets out the remaining maturity of the borrowing of the Group:
Within
1 year 1-2 years 2-5 years Total
Group RM’000 RM’000 RM’000 RM’000
30 June 2023
(g) Borrowing was denominated in USD. Sensitivity analysis of RM against foreign currency for borrowing
at the end of the reporting period was not presented as it was not material to the Group.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
171
FINANCIAL STATEMENTS
Group
2024 2023
RM’000 RM’000
(a) The contract liabilities represent the deferred revenue from customer loyalty points outstanding as at
the end of the reporting period. Revenue from customer loyalty points is recognised at a point in time
upon redemption or expiry of customer loyalty points. The validity of the customer loyalty points is six (6)
months (2023: six (6) months to one (1) year).
(b) The reconciliation of movements in the carrying amount of the contract liabilities is as follows:
Group
2024 2023
RM’000 RM’000
Group
2024 2023
RM’000 RM’000
(d) Revenue expected to be recognised in the future relating to performance obligations that are unsatisfied
(or partially unsatisfied) at the end of the reporting period is as follow:
Group
2024 2023
RM’000 RM’000
Capital commitments not provided for in the financial statements are as follows:
Group
2024 2023
RM’000 RM’000
5,014 23,450
24. REVENUE
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
Other revenue
Dividend income – – 73,450 73,450
Revenue from sale of goods is recognised at a point in time when the goods have been transferred to
the customers and coincide with the delivery of goods and acceptance by customers.
The contracts for the sale of goods provide customers with a right of return the goods within a specified
period. No refund liability is recognised arising from the right of return as it is negligible.
There is no significant financing component in the revenue arising from sale of goods as the sales are
made on the normal credit terms not exceeding twelve (12) months.
The Group’s loyalty points programme allows customers to accumulate points that can be redeemed for
products.
The loyalty points give rise to a separate performance obligation as they provide a material right to the
customer. A portion of the transaction price is allocated to the loyalty points awarded to customers based
on relative stand-alone selling price and recognised as a contract liability until the points are redeemed.
Revenue is recognised at a point in time upon redemption or expiry of the customer loyalty points by the
customer.
When estimating the stand-alone selling price of the loyalty points, the Group considers the likelihood that
the customer will redeem the points. The Group updates its estimates of the points that will be redeemed
on a regular basis and any adjustments to the contract liability balance are charged against revenue.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
173
FINANCIAL STATEMENTS
(d) Disaggregation of revenue from contracts with customers has been presented in the operating segments
as disclosed in Note 4 to the financial statements, which has been presented based on geographical
location and business units based on their products from which the sales transactions originated.
Group
2024 2023
RM’000 RM’000
1,223,743 1,104,374
Others represent inventory losses, inventories written back, inventories written down and inventories written
off.
Group
2024 2023
RM’000 RM’000
25,428 21,745
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
174
FINANCIAL STATEMENTS
Other than those disclosed elsewhere in the financial statements, profit before tax is arrived at:
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
After charging:
Auditors’ remuneration:
BDO PLT Malaysia
- Statutory audit
- current year 260 246 56 53
- Non-statutory audit 7 7 7 7
Other auditors
- Statutory audit
- current year 59 55 – –
Bad debts written off 1 2 – –
Deposits written off 11 – – –
Fair value loss on
investment property 644 236 – –
Loss on foreign exchange:
- realised 141 261 – –
- unrealised 21 566 – 554
Loss on reassessments and
modifications of leases 1,222 94 – –
Property, plant and
equipment written off 79 124 – –
Rental of equipment 211 243 – –
Rental of premises 40,961 49,035 – –
And crediting:
(a) Interest income is recognised as it accrues, using the effective interest method.
(b) Rental income is accounted for on a straight-line basis over the lease term of an ongoing lease.
(c) Royalty income is recognised on an accrual basis in accordance with the substance of the relevant
agreements.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
175
FINANCIAL STATEMENTS
Group
2024 2023
RM’000 RM’000
228,311 182,875
(a) Included in the employee benefits of the Group are Executive and Non-Executive Directors’ remuneration
amounting to RM9,095,000 (2023: RM6,695,000).
(b) The estimated monetary value of benefits-in-kind received by the Directors otherwise than in cash from
the Group amounted to RM142,000 (2023: RM127,000).
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
532 (1,165) – –
(a) The Malaysian income tax is calculated at the statutory tax rate of 24% (2023: 24%) of the estimated
taxable profit for the fiscal year.
(b) Tax expenses for other taxation authorities are calculated at the rates prevailing in the respective
jurisdictions.
(c) The numerical reconciliation between the tax expense and the product of accounting profit multiplied by
the applicable tax rates of the Group and of the Company are as follows:
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
Group
2024 2023
Before Tax After Before Tax After
tax effect tax tax effect tax
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Foreign currency
translations 87 – 87 2,007 – 2,007
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
177
FINANCIAL STATEMENTS
30. DIVIDENDS
The Directors do not recommend the payment of any final dividend for the financial year ended 30 June 2024.
On 27 August 2024, the Board of Directors declared a first interim single tier dividend of 2.50 sen per ordinary
share of approximately RM16,448,000 in respect of the financial year ending 30 June 2025 and will be paid to
the shareholders on 27 September 2024, whose names appear on the Record of Depositors of the Company
at the close of business on 13 September 2024. The financial statements for the current financial year do
not reflect this declared dividend. This dividend will be accounted for in equity as an appropriation of retained
earnings in the next financial year.
(a) Basic
Basic earnings per ordinary share for the financial year is calculated by dividing the profit for the financial
year by the weighted average number of ordinary shares outstanding during the financial year.
Group
2024 2023
(b) Diluted
The diluted earnings per ordinary share for the current and previous financial years equal to basic
earnings per ordinary share because there were no potential dilutive ordinary shares as at the end of
the reporting period.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
178
FINANCIAL STATEMENTS
Parties are considered to be related to the Group if the Group 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 and the party are subject to common control or common
significant influence. Related parties could be individuals or other parties.
The Company has controlling related party relationships with its direct and indirect subsidiaries.
The Group also has related party relationship with the following party:
Yong Pang Chaun Holdings Sdn. Bhd. Corporate shareholder of the Company with equity
(“YPCH”) interest of 43.74% (2023: 43.74%) and where a Director of
the Company, namely Yong Pang Chaun has substantial
financial interests. Yong Pang Chaun, Andrew Yong Tze
How, Benjamin Yong Tze Jet and Christopher Yong Tze-
Yao are also the Directors of YPCH.
In addition to the transactions detailed elsewhere in the financial statements, the Company had the
following transactions with related parties during the financial year:
Company
2024 2023
RM’000 RM’000
The related party transactions described above were carried out on terms and conditions not materially
different from those obtainable from transactions with unrelated parties.
Information regarding outstanding balances arising from related party transactions as at 30 June 2024
is disclosed in Note 14 to the financial statements.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
179
FINANCIAL STATEMENTS
Key management personnel are those persons having the authority and responsibility for planning,
directing and controlling the activities of the entity, directly and indirectly, including any Director (whether
executive or otherwise) of the Group and of the Company.
The remuneration of Directors, who are the only key management personnel of the Group and of the
Company, during the financial year were as follows:
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
Non-executive Directors
Fees 573 473 573 473
Short term employee benefits 34 30 34 30
Executive Directors
Short term employee benefits 7,736 5,703 – –
Contributions to defined
contribution plans 752 489 – –
8,488 6,192 – –
The estimated monetary value of benefits-in-kind provided to the Directors of the Group was RM142,000
(2023: RM127,000).
The primary objective of the capital management of the Group is to ensure that it maintains a strong
capital base in order to support its business operations and to provide fair returns for shareholders and
benefits for other stakeholders. The overall strategy of the Group remains unchanged from the financial
year ended 30 June 2023.
The Group manages its capital structure and makes adjustments to it in response to changes in
economic conditions. In order to maintain or adjust the capital structure, the Group may, from time to
time, adjust the dividend payment to shareholders, return capital to shareholders or issue new share,
where necessary. No changes were made in the objectives, policies or processes during the financial
years ended 30 June 2024 and 30 June 2023.
The Group monitors capital using a gearing ratio, which is calculated as net debt divided by total capital
plus net debt. Net debt represents borrowing, lease liabilities, trade and other payables, less cash and
bank balances. Total capital represents equity attributable to the owners of the parent.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
180
FINANCIAL STATEMENTS
The gearing ratio of the Group and of the Company at the end of the reporting period are as follows:
Group Company
2024 2023 2024 2023
RM’000 RM’000 RM’000 RM’000
Borrowing – 3,192 – –
Lease liabilities owing
to financial institutions 13,495 802 – –
13,495 3,994 – –
** The gearing ratio for the Company is not presented as the Company does not have borrowing at
the end of the reporting period.
Pursuant to the requirements of Practice Note No. 17/2005 of the Bursa Malaysia Securities Berhad,
the Group is required to maintain a consolidated shareholders’ equity of more than twenty-five percent
(25%) of the issued and paid-up capital and such shareholders’ equity is not less than RM40.0 million.
The Company has complied with this requirement for the financial year ended 30 June 2024.
The Group is not subject to any other externally imposed capital requirements.
The financial risk management objective of the Group is to optimise value creation for shareholders
whilst minimising the potential adverse impact arising from credit risk, liquidity and cash flow risk, interest
rate risk, foreign currency risk and market risk.
The Group operates within an established risk management framework and clearly defined guidelines that
are regularly reviewed by the Board of Directors and does not trade in derivative financial instruments.
Financial risk management is carried out through risk review programmes, internal control systems,
insurance programmes and adherence to the Group’s financial risk management policies. The Group is
exposed mainly to credit risk, liquidity and cash flow risk, interest rate risk, foreign currency risk and market
risk. Information on the management of the related exposures of these risks is detailed below.
Credit risk is the risk that a counterparty would default on its contractual obligations resulting in
financial loss to the Group.
Cash deposits, trade and other receivables and financial guarantees given to banks for banking
facilities granted to subsidiaries may give rise to credit risk, which requires the loss to be recognised
if a counterparty fails to perform as contracted. The counterparties are reputable institutions and
organisations. It is the policy of the Group to monitor the financial standing of these counterparties
on an ongoing basis to ensure that the Group is exposed to minimal credit risk.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
181
FINANCIAL STATEMENTS
The primary exposure of the Group to credit risk arises through its trade receivables. The trading
terms of the Group with its customers are mainly on credit, except for walk-in customers at its
outlets and certain export franchisees, where deposits in advance are normally required. The
credit period is generally for a period of two (2) days, extending up to two (2) months for major
customers. Each customer has a maximum credit limit and the Group seeks to maintain strict
control over its outstanding receivables via a credit control department to minimise credit risk.
Overdue balances are reviewed regularly by senior management.
The credit risk concentration profile has been disclosed in Note 13 to the financial statements.
The maximum exposure to credit risk in relation to financial guarantee contracts provided as credit
enhancements is represented by the outstanding banking facilities of the subsidiaries, if any, as at
the end of the reporting period.
The Company assumes that there is a significant increase in credit risk when the financial positions
of the subsidiaries deteriorate significantly. The Company considers a financial guarantee to be
credit impaired when:
(a) the subsidiaries are unlikely to repay their credit obligations to the banks in full; or
(b) the subsidiaries are continuously loss making and are having deficit shareholder’s fund.
The Company determines the probability of default by subsidiaries on the guaranteed banking
facilities using available internal information.
Liquidity and cash flow risk is the risk that the Group and the Company will encounter difficulty
in meeting obligations associated with financial liabilities that are settled by delivering cash or
another financial assets as and when they fall due.
The Group actively manages its debt maturity profile, operating cash flows and availability of
funding so as to ensure that all operating, investing and financing needs are met. In executing its
liquidity risk management strategy, the Group monitors and maintains a level of cash and cash
equivalents deemed adequate to finance the activities of the Group.
The analysis of financial instruments by remaining contractual maturities has been disclosed in
Notes 6, 20 and 21 to the financial statements respectively.
Interest rate risk is the risk that the fair value or future cash flows of the financial instruments of the
Group and of the Company would fluctuate because of changes in market interest rates.
The primary interest rate risk of the Group and of the Company relates to interest-earning cash
at banks and fixed deposits with financial institutions and borrowing. The floating rate deposits of
the Group and of the Company are exposed to a risk of change in cash flows due to changes in
interest rates. The Group does not use derivative financial instruments to hedge its risk.
The interest rate profile and sensitivity analysis of interest rate risk have been disclosed in Notes
15 and 21 to the financial statements respectively.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
182
FINANCIAL STATEMENTS
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument
would fluctuate because of changes in foreign exchange rates.
The Group and the Company are exposed to foreign currency risk on transactions that are
denominated in currencies other than the functional currencies of the operating entities.
The Group also holds cash and bank balances denominated in foreign currencies for working
capital purposes. At the end of the reporting period, such foreign currencies balances amounted
to RM76,749,000 (2023: RM66,835,000) for the Group.
The currency exposure profile and sensitivity analysis of foreign currency risk have been disclosed
in Notes 13, 15, 20 and 21 to the financial statements respectively.
Market risk is the risk that the fair value or future cash flows of the financial instruments of the Group
would fluctuate because of changes in market prices (other than interest or exchange rates).
The sensitivity analysis of market risk has been disclosed in Note 10 to the financial statements.
The Group and the Company adopted the following Standard and Amendments to MFRSs of the
MFRS Framework that were issued by the Malaysian Accounting Standards Board (“MASB”) during the
financial year:
The adoption of the above Standard and Amendments to MFRSs did not have any material effect on the
financial performance or position of the Group and of the Company.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
183
FINANCIAL STATEMENTS
34.2 New MFRSs that have been issued, but only effective for annual periods beginning on or after 1
January 2024
The following are Standards and Amendments to MFRSs of the MFRS Framework that have been
issued by the MASB but have not been early adopted by the Group and the Company:
The Group and the Company are in the process of assessing the impact of implementing these Standards
and Amendments to MFRSs, since the effects would only be observable for future financial years.
(a) On 19 July 2024, Padini Dot Com Sdn. Bhd., a wholly-owned subsidiary of the Company, entered into a
Sale and Purchase Agreement to acquire a freehold land and building for a total cash consideration of
RM5,000,000.
(b) On 27 August 2024, the Group announced to Bursa Securities the proposed issuance of up to 328,954,750
new ordinary shares in Padini (“Padini Shares”) (“Bonus Shares”) on the basis of one (1) Bonus Share for
every two (2) existing Padini Shares held on the Entitlement Date (“Proposed Bonus Issue of Shares”).
The Proposed Bonus Issue of Shares has not been completed as at the date of this report.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
184
OTHER INFORMATION
DIRECTORS’
SHAREHOLDINGS AND INTERESTS
AS AT 20 SEPTEMBER 2024
In addition to the direct/indirect interests disclosed above, Yong Pang Chaun is deemed to be interested in shares
of the subsidiary companies to the extent the Company has an interest by virtue of his interests in the shares of the
Company.
* Indirect interests via his spouse, Chong Chin Lin’s and sons’ (Andrew Yong Tze How, Benjamin Yong Tze Jet
and Christopher Yong Tze-Yao) shareholdings in the Company.
^^
Indirect interest via her spouse, Kumarason A/L Chandran’s shareholdings in the Company.
##
Indirect interest via her spouse, Ng Yun Vui’s shareholdings in the Company.
^
Negligible
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
185
OTHER INFORMATION
ANALYSIS OF
SHAREHOLDINGS
AS AT 20 SEPTEMBER 2024
4 Employees Provident Incorporated Citigroup Nominees (Tempatan) Sdn Bhd 26,621,236 – 4.05 –
Fund Board in Malaysia - Employees Provident Fund Board
Citigroup Nominees (Tempatan) Sdn Bhd 2,623,000 – 0.40 –
- Employees Provident FD BD (NOMURA)
Citigroup Nominees (Tempatan) Sdn Bhd 1,992,100 – 0.30 –
- Employees Provident FD BD (ARIM)
Citigroup Nominees (Tempatan) Sdn Bhd 3,289,000 – 0.50 –
- EMPLYS PRVNT FD BD (CGS CIMB-SBL)
Citigroup Nominees (Tempatan) Sdn Bhd 13,475,064 – 2.05 –
- Employees Provident Fund Board-IC
Citigroup Nominees (Tempatan) Sdn Bhd 1,587,100 – 0.24 –
- EMPLYS PRVNT FD BD (RHB ISLAMIC)IC
5 Kumpulan Wang Incorporated Kumpulan Wang Persaraan (Diperbadankan) 65,343,167 – 9.93 –
Persaraan in Malaysia
(Diperbadankan) Kumpulan Wang Persaraan (Diperbadankan) – 1,404,000 – 0.21
- Fund Managers
Note : All names listed above as substantial shareholders are the beneficial owners even though they may not be the registered holders.
** Those whose names are preceded by a double asterisk are deemed to have an interest in the shares by virtue of Section 8 of the Companies Act, 2016.
# Indirect interests via his spouse, Chong Chin Lin’s and sons’ (Andrew Yong Tze How, Benjamin Yong Tze Jet and Christopher Yong Tze-Yao)
shareholdings in the Company.
* Indirect interests via her spouse, Yong Pang Chaun’s and sons’ (Andrew Yong Tze How, Benjamin Yong Tze Jet and Christopher Yong Tze-Yao)
shareholdings in the Company.
^ Negligible
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
(Cont’d)
Analysis of Shareholdings
187
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
188
OTHER INFORMATION
Analysis of Shareholdings
(Cont’d)
Analysis of Shareholdings
(Cont’d)
LIST OF
GROUP PROPERTIES
AS AT 30 JUNE 2024
Net
Land Area/ Carrying
Built-up Approximate Amount @
Description / Area Age of 30.06.2024
Location Existing Use (sq. ft.) Tenure Buildings (RM)
No. 21, Lot 116, Jalan U1/20 2-storey Office 45,962 / Freehold 28.5 years 10,326,493
Glenmarie Industrial Park cum warehouse: 68,536
40000 Shah Alam Corporate
Date of Acquisition: Headquarters &
11 June 1998 central warehouse
No. 19, Lot 115, Jalan U1/20 4-storey Office 45,962/ Freehold 18 years 11,850,531
Glenmarie Industrial Park cum warehouse: 116,337
40150 Shah Alam Corporate
Date of Acquisition: Headquarters &
08 August 2003 central warehouse
No. 15, Lot 112, Jalan U1/20 4-storey Central 75,003/ Freehold 14 years 19,173,402
Glenmarie Industrial Park Warehouse with 1 180,070
40150 Shah Alam Basement Car park
Date of Acquisition:
24 March 2006
Lots LG 028 & 044 Retail shoplots: 1455 / 1455 Freehold 51 years 9,165,000
Lower Ground Floor utilised by a
Sungei Wang Plaza subsidiary as a free-
Kuala Lumpur standing retail outlet
Date of last revaluation:
1982
PERFORMANCE
DATA TABLE
The following performance data table was generated from the Bursa ESG Reporting Platform and included in the
Report as mandated by Bursa Malaysia's enhanced sustainability reporting requirements within the Main Market
Listing Requirements.
Indicator Measurement Unit 2024
Bursa (Anti-corruption)
Indicator Measurement Unit 2024
Bursa C1(a) Percentage of employees who
Bursa (Anti-corruption)
have received training on anti-corruption by
employee category
Bursa C1(a) Percentage of employees who
have received training on anti-corruption by
Management Percentage 100.00
employee category
Executive Percentage 100.00
Management Percentage 100.00
Non Executive Percentage 100.00
Executive Percentage 100.00
Bursa C1(b) Percentage of operations Percentage 100.00
Non Executive Percentage 100.00
assessed for corruption-related risks
Bursa C1(b) Percentage of operations Percentage 100.00
Bursa C1(c) Confirmed incidents of Number 0
assessed for corruption-related risks
corruption and action taken
Bursa C1(c) Confirmed incidents of Number 0
Bursa (Community/Society)
corruption and action taken
Bursa C2(a) Total amount invested in the MYR 220,709.00
Bursa (Community/Society)
community where the target beneficiaries
are external
Bursa C2(a)to the listed
Total amount issuer
invested in the MYR 220,709.00
community where the target beneficiaries
Bursa C2(b) Total number of beneficiaries of Number 19
are external to the listed issuer
the investment in communities
Bursa C2(b) Total number of beneficiaries of Number 19
Bursa (Diversity)
the investment in communities
Bursa C3(a) Percentage of employees by
Bursa (Diversity)
gender and age group, for each employee
category
Bursa C3(a) Percentage of employees by
gender and age group, for each employee
Age Group by Employee Category
category
Management Under 30 Percentage 0.00
Age Group by Employee Category
Management Between 30-50 Percentage 85.96
Management Under 30 Percentage 0.00
Management Above 50 Percentage 14.04
Management Between 30-50 Percentage 85.96
Executive Under 30 Percentage 35.58
Management Above 50 Percentage 14.04
Executive Between 30-50 Percentage 57.26
Executive Under 30 Percentage 35.58
Executive Above 50 Percentage 7.16
Executive Between 30-50 Percentage 57.26
Non Executive Under 30 Percentage 67.50
Executive Above 50 Percentage 7.16
Non Executive Between 30-50 Percentage 31.69
Non Executive Under 30 Percentage 67.50
Non Executive Above 50 Percentage 0.81
Non Executive Between 30-50 Percentage 31.69
Gender Group by Employee Category
Non Executive Above 50 Percentage 0.81
Management Male Percentage 40.35
Gender Group by Employee Category
Management Female Percentage 59.65
Management Male Percentage 40.35
Executive Male Percentage 28.22
Management Female Percentage 59.65
Executive Female Percentage 71.78
Executive Male Percentage 28.22
Non Executive Male Percentage 42.76
Executive Female Percentage 71.78
Non Executive Female Percentage 57.24
Non Executive Male Percentage 42.76
Bursa C3(b) Percentage of directors by
Non Executive Female Percentage 57.24
gender and age group
Bursa C3(b) Percentage of directors by
Male Percentage 63.64
gender and age group
Female Percentage 36.36
Male Percentage 63.64
Under 30 Percentage 0.00
Female Percentage 36.36
Between 30-50 Percentage 63.64
Under 30 Percentage 0.00
Above 50 Percentage 36.36
Between 30-50 Percentage 63.64
Bursa (Energy management)
Above 50 Percentage 36.36
Bursa C4(a) Total energy consumption Megawatt 832.41
Bursa (Energy management)
Bursa (Health and safety)
Bursa C4(a) Total energy consumption Megawatt 832.41
Bursa C5(a) Number of work-related Number 0
Bursa (Health and safety)
fatalities
Bursa C5(a) Number of work-related Number 0
Bursa C5(b) Lost time incident rate ("LTIR") Rate 2.03
fatalities
Bursa C5(c) Number of employees trained Number 274
Bursa C5(b) Lost time incident rate ("LTIR") Rate 2.03
on health and safety standards
Bursa C5(c) Number of employees trained Number 274
Bursa (Labour practices and standards)
on health and safety standards
Bursa C6(a) Total hours of training by
Bursa (Labour practices and standards)
employee category
Bursa C6(a) Total hours of training by
Management Hours 646
employee category
Executive Hours 5,391
Management Hours 646
Non Executive Hours 9,731
Executive Hours 5,391
Bursa C6(b) Percentage of employees that Percentage 0.41
Non Executive Hours 9,731
are contractors or temporary staff
Bursa C6(b) Percentage of employees that Percentage 0.41
Bursa C6(c) Total number of employee
are contractors or temporary staff
turnover by employee category
Bursa C6(c) Total number of employee
Management Number 6
turnover by employee category
Executive Number 101
Management Number 6
Non Executive Number 714
Executive Number 101
Bursa C6(d) Number of substantiated Number 0
Non Executive Number 714
complaints concerning human rights
violations
Bursa C6(d) Number of substantiated Number 0
complaints concerning human rights
Bursa (Supply chain management)
violations
Bursa (Water)
Bursa C9(a) Total volume of water used Megalitres 10.720000
Remarks:
Section C2(b) - The data here refers to number of non-governmental organization (NGOS) benefited
Section C4(a) - Total energy consumption of Padini office and warehouse in Malaysia
Section C9(a) - Total volume of water usage of Padini office and warehouse in Malaysia
GRI
CONTENT INDEX
This report has been prepared with reference to GRI standards for the period of 1 July 2023 - 30 June 2024.
Page
GRI Standard Section Title Number
GRI 2 General Disclosures 2021
1. The Organisation and its reporting practices
2-1 Organisational details Who We Are Corporate Profile 04-05
Corporate information 10-11
2-2 Entities included in sustainability About This Report About This Report 01-02
reporting Sustainability Statement Sustainability Approach 57
2-3 Reporting period, frequency and About This Report About This Report 01-02
contact point
2-4 Restatement of information No restatement of information reported from previous reporting
period
2. Activities and workers
2-6 Activities, value chain and other Our Value Creation Our Business Model 44-46
business relationships Our Value Creation Model 48-51
2-7 Employees Sustainability Statement Our Employees 75-77
3. Governance
2-9 Governance structure and Governance CGOS: Board of Directors 90-93
composition Sustainability Statement Sustainability Governance 58
2-10 Nomination and selection of the Governance CGOS: Board of Directors 90-93
highest governance body Sustainability Statement Sustainability Governance 58
2-11 Chair of the highest governance Governance CGOS: Board of Directors 90-93
body Sustainability Statement Sustainability Governance 58
2-12 Role of the highest governance Governance CGOS: Board of Directors 90-93
body in overseeing the Sustainability Statement Sustainability Governance 58
management of impacts Stakeholder Engagement 59-60
Materiality Assessment 62-64
2-13 Delegation of responsibility for Governance CGOS: Board of Directors 90-93
managing impact Sustainability Statement Sustainability Governance 58
2-14 Role of highest governance body Sustainability Statement Sustainability Governance 58
in sustainability reporting
2-15 Conflicts of interest FY2024 Highlights & Profile of Directors 24-31
Leadership
Governance CGOS: Board of Directors 90-93
Sustainability Statement Sustainability Governance 58
2-16 Communication of critical concern Governance Communication with 102
Stakeholders
2-17 Collective knowledge of the Governance CGOS:Board of Directors 94-99
highest governance body
2-18 Evaluation knowledge of the Governance CGOS: Board of Directors 90-93
highest governance body
2-19 Remuneration policies Governance CGOS: Board of Directors 100-101
This report has been prepared with reference to GRI standards for the period of 1 July 2023 - 30 June 2024 (Cont’d).
Page
GRI Standard Section Title Number
GRI 2 General Disclosures 2021 (cont’d)
4. Strategy, policies and practices
2-22 Statement on sustainable Sustainability Statement Our Sustainability 57
development strategy Approach
Our Progress: 54-56
Sustainability Journey
2-25 Process to remediate negative Our Value Creation Our Value Creation Model 48-51
impacts Our Business Risks and 52-53
Mitigation
2-26 Mechanisms for seeking advice Sustainability Statement Our Progress: 54-56
and raising concerns Sustainability Journey
Stakeholders Engagement 59-60
Governance Communication with 102
Stakeholders
This report has been prepared with reference to GRI standards for the period of 1 July 2023 - 30 June 2024 (Cont’d).
Page
GRI Standard Section Title Number
GRI 205: Anti-corruption 2016
205-1 Operations assessed for risks Sustainability Statement Regulatory Compliance 67
related to corruption Governance Report of the Audit and 104-107
Risk Committee
205-2 Communication and training about Sustainability Statement Regulatory Compliance 67
anti-corruption policies and Governance Anti-Corruption and 110
procedures Bribery Practices
GRI 302: Energy 2016
302-1 Energy consumption with in the Sustainability Statement Sustainable Operation 73-74
organisation
GRI 303: Water and Effluents 2018
303-5 Water consumption Sustainability Statement Sustainable Product 69-71
This report has been prepared with reference to GRI standards for the period of 1 July 2023 - 30 June 2024 (Cont’d).
Page
GRI Standard Section Title Number
GRI 405: Diversity and Equal Opportunity 2016
405-1 Diversity of governance bodies Sustainability Statement Our Employees 75-77
and employees
405-2 Ratio of basic salary and Sustainability Statement Our Employees 75-77
remuneration of women to men
GRI 406: Non-discrimination 2016
406-1 Incidents of discrimination and Sustainability Statement Our Employees 75-78
corrective action taken
GRI 408: Child Labor 2016
408-1 Operations and suppliers at Sustainability Statement Sustainable Procurement 68
significant risk for incidents of child
labor
GRI 413: Local Communities 2016
413-1 Operations with local community Sustainability Statement Our Community 87-88
engagement, impact assessments,
and development programs
NOTICE OF
ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the Forty Third Annual General Meeting (“43rd AGM”) of the Company will be held
at Glenmarie Ballroom, Glenmarie Hotel & Golf Resort Malaysia, No. 1, Jalan Usahawan U1/8, Seksyen U1, 40250
Shah Alam, Selangor Darul Ehsan on Wednesday, 27 November 2024 at 10:00 a.m. for the following purposes:-
AGENDA
Ordinary Business
1. To lay before the Meeting the Audited Financial Statements for the financial year
ended 30 June 2024 and the Reports of the Directors and Auditors thereon.
2. To approve payment of Directors’ fee of RM523,000 in respect of the financial (Ordinary Resolution 1)
year ending 30 June 2025.
3. To approve the payment of Directors’ benefits (excluding Directors’ Fees) up to an (Ordinary Resolution 2)
amount of RM50,000 payable to the Independent Directors from 1 July 2024 until
the next Annual General Meeting of the Company to be held in the year 2025.
4. To re-elect the following Directors who are retiring in accordance with Clause
103(1) of the Company’s Constitution:-
i) Mr Benjamin Yong Tze Jet (Ordinary Resolution 3)
ii) Ms Sung Fong Fui (Ordinary Resolution 4)
iii) Ms Tan Poh Ling (Ordinary Resolution 5)
5. To re-elect the following Director who is retiring in accordance with Clause 110 of
the Company’s Constitution:-
i) Mr Ng Chee Hoong (Ordinary Resolution 6)
6. To re-appoint Messrs BDO PLT as the Auditors of the Company and to authorise (Ordinary Resolution 7)
the Directors to fix their remuneration.
Special Business
7. To consider and if thought fit, to pass the following as an ordinary resolution, with
or without modification :-
PROPOSED BONUS ISSUE OF UP TO 328,954,750 NEW ORDINARY SHARES
OF PADINI (“PADINI SHARES” OR “SHARES”) (“BONUS SHARES”) ON THE
BASIS OF ONE (1) BONUS SHARE FOR EVERY TWO (2) EXISTING PADINI
SHARES HELD ON THE ENTITLEMENT DATE TO BE DETERMINED AND
ANNOUNCED AT A LATER DATE (“ENTITLEMENT DATE”) (“PROPOSED
BONUS ISSUE”)
“That subject to the approvals being obtained from all the relevant regulatory (Ordinary Resolution 8)
authorities and/or parties (where applicable), including the approval from Bursa
Malaysia Securities Berhad (“Bursa Securities”) for the listing of and quotation
for the Bonus Shares on the Main Market of Bursa Securities, authority be
and is given to the Board of Directors of the Company (“Board”) to issue up
to 328,954,750 Bonus Shares in the share capital of the Company, on the
basis of 1 Bonus Share for every 2 existing Padini Shares held by the entitled
shareholders of the Company whose names appear in the Record of Depositors
of the Company as at the close of business on the Entitlement Date.
And that the Bonus Shares in respect of the Proposed Bonus Issue will be issued
as fully paid Padini Shares at nil consideration, without any capitalisation from
the Company’s reserves.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
198
OTHER INFORMATION
And that the Board be and is hereby authorised to deal with fractional entitlements
arising from the Proposed Bonus Issue, if any, in such a manner as the Board may in
its absolute discretion deem fit and expedient and in the best interest of the Company.
And that the Bonus Shares will, upon allotment and issuance, rank equally in all
respects with the existing Padini Shares save and except that the Bonus Shares
will not be entitled to any dividends, rights, allotments and/ or any other forms of
distribution, unless the Bonus Shares were allotted on or prior to the Entitlement
Date of such dividends, rights, allotments and/ or any other forms of distribution.
And that the Board be and is hereby authorised to sign and execute all documents
and to do all acts, deeds and things as may be required to give effect to and to
complete the Proposed Bonus Issue with full power to assent to any conditions,
variations, modifications and/ or amendments in any manner as may be required
or permitted by any relevant authorities and to deal with all matters relating thereto
and to take all such steps and do all acts, deeds and things for and on behalf of
the Company in any manner as they may deem fit or necessary or expedient to
implement, finalise and give full effect to the Proposed Bonus Issue.”
8. To transact any other business of which due notice shall have been received.
FURTHER NOTICE IS HEREBY GIVEN THAT for the purpose of determining a member who shall be entitled to
attend this 43rd AGM, the Company shall be requesting Bursa Malaysia Depository Sdn. Bhd. (“Bursa Depository”)
in accordance with Clause 71 of the Company’s Constitution and Section 34 (1) of the Securities Industry (Central
Depositories) Act 1991 to issue a General Meeting Record of Depositors as at 20 November 2024. Only a depositor
whose name appears on the Record of Depositors as at 20 November 2024 shall be entitled to attend the said
meeting or appoint proxy/proxies to attend and/or vote on his/her behalf.
Selangor
25 October 2024
Notes:
(i) A member of the Company entitled to attend and vote at the above meeting, is entitled to appoint a proxy to
attend and vote in his/her stead. A proxy may but need not be a member of the Company and a member may
appoint any person to be his/her proxy without limitation.
(ii) Where a member appoints more than one proxy, the appointment shall be invalid unless he/she specifies the
proportions of his/her holdings to be represented by each proxy.
(iii) The instrument appointing a proxy shall be in writing under the hand of the appointor or of his/her attorney duly
authorised in writing or, if the appointor is a corporation, either under the corporation’s seal or under the hand
of an officer or attorney duly authorised.
(iv) The instrument appointing a proxy must be completed and deposited at the office of the Poll Administrator,
Securities Services (Holdings) Sdn Bhd. at Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar
Damansara, Damansara Heights, 50490 Kuala Lumpur, Malaysia not less than forty eight (48) hours before
the time appointed for holding the meeting or adjourned meeting (or in the case of a poll, not less than twenty
four (24) hours before the time appointed for the taking of the poll). Members can also have the option to
submit the proxy appointment electronically via Securities Services ePortal at website https://sshsb.net.my
before the proxy form submission cut-off time as mentioned in the above. For further information on the
electronic submission of proxy form, kindly refer to the Administrative Guide.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
199
OTHER INFORMATION
Notes:
A. The Audited Financial Statements are for discussion only as they do not require shareholders’ approval
pursuant to Section 340(1) of the Companies Act 2016. Hence, this matter will not be put for voting.
B. The benefits payable to the Directors (excluding Directors’ Fees) comprises meeting allowances payable to the
Independent Directors. The estimated meeting allowances payable to the Directors from 1 July 2024 until the
next Annual General Meeting of the Company to be held in the year 2025, are calculated based on the number
of scheduled meetings for Board of Directors, Board Committees and general meetings of the Company.
Ordinary Resolution 8, if passed, will give authority to the Directors of the Company to issue up to 328,954,750
Bonus Shares in the share capital of the Company, on the basis of 1 Bonus Share for every 2 existing Padini
Shares held by the entitled shareholders of the Company whose names appear in the Record of Depositors
as at the close of business on an entitlement date to be determined and announced later by the Board.
Further explanatory notes on Ordinary Resolution 8 is set out in the Circular to Shareholders dated 25 October 2024.
The details of the Directors who are standing for re-election at the 43rd AGM are set out in the Directors’
Profile of the Company’s 2024 Integrated Annual Report. No individual other than the retiring Directors are
seeking election as Directors at the 43rd AGM.
The retiring Directors have been assessed by the Nominating and Remuneration Committee and the Board of
Directors. The Directors recommended the retiring Directors for re-election at the 43rd AGM after considering
their experience, integrity, competence, performance and commitment in discharging their roles as Directors
of the Company.
By registering for the meeting and/or submitting an instrument appointing proxy(ies) and/or representative(s) to
attend, speak and vote at this AGM and/or any adjournment thereof, a member of the Company (i) consents to
the collection, use and disclosure of the member’s personal data by the Company (or its agents) for the purpose
of processing and the administration by the Company (or its agents) of proxies and representatives appointed for
this AGM (including any adjournment thereof) and the preparation and compilation of the attendance lists, minutes
and other documents relating to this AGM (including any adjournment thereof), and in order for the Company (or its
agents) to comply with any applicable laws, listing rules, regulations and/or guidelines (collectively, the “Purpose”);
(ii) warrants that the member has obtained the prior consent of such proxy(ies) and/or representative(s) for the
collection, use and disclosure of the proxy(ies) and/or representative(s) personal data by the Company for the
Purpose; and (iii) agrees that the member will indemnify the Company (or its agents) in respect of any penalties,
liabilities, claims, demands, losses and damages as a result of the member’s breach of warranty.
Note : The term “processing” and “personal data” shall have the meaning as defined in the Personal Data Protection
Act, 2010.
PADINI HOLDINGS BERHAD 197901005918 (50202-A)
200
OTHER INFORMATION
ADMINISTRATIVE GUIDE
FOR SHAREHOLDERS
PARKING
• Parking is complimentary at the open car park of Glenmarie Hotel & Golf Resort Malaysia.
REGISTRATION
• Registration will start at 8.30 am and will remain open until the Chairman of the Meeting announces that the
registration will be closed to facilitate the commencement of the poll or such time as may be determined by the
Chairman of the Meeting.
• Please read the signage placed around Glenmarie Ballroom as to where you should register yourself for the
Meeting and join the queue accordingly.
• Please produce your original Identity Card (IC) or Passport (for foreigners) to the registration staff for verification.
No photocopy of IC or Passport will be accepted. Please make sure you collect your IC or Passport thereafter.
• You will be given an identification wristband printed with passcode upon registration and will only be allowed to
enter the meeting hall if you are wearing the identification wristband. Please retain the identification wristband
for voting. There will be no replacement in the event you lose or misplace the identification wristband.
• You will also be given one (1) food coupon upon registration. This food coupon entitles you to a meal box at
the Foyer of the meeting hall. Each shareholder/ proxy will be given ONE (1) coupon only. There will be no
replacement in the event you lose or misplace the food coupon.
• No person will be allowed to register on behalf of another person even with the original IC or passport of that
other person.
• The registration counter will only handle verification of identity and registration.
HELP DESK
PROXY
• A member entitled to attend and vote is entitled to appoint proxy/proxies, to attend and vote on his/her behalf. If
you are unable to attend the 43rd AGM and wish to appoint a proxy to vote on your behalf, please submit your
proxy form in accordance with the notes and instructions printed therein.
• If you wish to attend the 43rd AGM yourself, please do not submit any proxy form. You will not be allowed to
attend the 43rd AGM together with a proxy appointed by you.
• If you wish to submit your Proxy Form by facsimile, please lodge the proxy form with the office of our Poll
Administrator, Securities Services (Holdings) Sdn Bhd (“SSH”) no later than 25 November 2024 at 10.00 a.m.
The proxy appointment may also be lodged electronically via Securities Services ePortal at website https://
sshsb.net.my no later than 25 November 2024 at 10.00 a.m. For further information on the electronic lodgement
of Proxy Form, kindly refer to the Notes of Proxy Form.
• If you have submitted your proxy form prior to the 43rd AGM and subsequently decided to attend the 43rd AGM
yourself, please proceed to the Help Desk to revoke the appointment of your proxy.
CORPORATE MEMBER
• Any corporate member who wishes to appoint a representative instead of a proxy to attend the 43rd AGM
should submit the original certificate of appointment under the seal of the corporation to the Office of the Poll
Administrator at any time before the time appointed for holding the 43rd AGM or to the registration staff on the
Meeting day for the Company’s records.
• The voting at the 43rd AGM will be conducted by poll in accordance with Paragraph 8.29A of Bursa Malaysia
Securities Berhad Main Market Listing Requirements. The Company has appointed SSH as Poll Administrator
to conduct the poll by way of electronic voting (evoting) and a scrutineer has been appointed to verify the poll
results.
• E-voting for each of the resolutions as set out in the Notice of 43rd AGM will take place only upon the conclusion
of the deliberations of all the businesses to be transacted at the 43rd AGM. The registration for attendance will
be closed, to facilitate commencement of the poll.
• Each shareholder/proxy will be directed to the e-voting kiosk for voting using laptop where he/she must produce
the identification wristband issued to him/her during registration for the 43rd AGM.
• Only shareholders whose names appear in the General Meeting Record of Depositors as at 20 November 2024
shall be entitled to attend, speak and vote at the 43rd AGM or appoint a proxy(ies) on his/her behalf.
PROXY FORM
I/We,______________________________________________________________________________________
(Full name in Block Letters and NRIC/Passport/Company No.)
of________________________________________________________________________________________
(Address)
Full Name (in Block Letters) and address NRIC/Passport No. % of Shareholding
and
Full Name (in Block Letters) and address NRIC/Passport No. % of Shareholding
or failing him/her, the CHAIRMAN OF THE MEETING as my/our proxy, to vote for me/us on my/our behalf at the Forty Third Annual
General Meeting of the Company to be held at Glenmarie Ballroom, Glenmarie Hotel & Golf Resort Malaysia, No. 1, Jalan Usahawan U1/8,
Seksyen U1, 40250 Shah Alam, Selangor Darul Ehsan on Wednesday, 27 November 2024 at 10:00 a.m. or at any adjournment thereof.
FOR AGAINST
Ordinary Resolution 1 Directors’ Fee for the financial year ending 30 June 2025
Ordinary Resolution 2 Directors’ Benefits
Ordinary Resolution 3 Re-election of Mr Benjamin Yong Tze Jet
Ordinary Resolution 4 Re-election of Ms Sung Fong Fui
Ordinary Resolution 5 Re-election of Ms Tan Poh Ling
Ordinary Resolution 6 Re-election of Mr Ng Chee Hoong
Ordinary Resolution 7 Re-appointment of Auditors
Ordinary Resolution 8 Proposed Bonus Issue
(With reference to the agenda set forth in the Notice of Meeting, please indicate with an “X” in the space provided above how you wish
your votes to be cast on the resolutions specified. If no specific direction as to the voting is given, the Proxy will vote or abstain at his/her
discretion.)
_____________________________
Signature of Member / Common Seal
Notes:
(i) A member of the Company entitled to attend and vote at the above meeting, is entitled to appoint a proxy to attend and vote in his/her stead. A proxy
may but need not be a member of the Company and a member may appoint any person to be his/her proxy without limitation.
(ii) Where a member appoints more than one proxy, the appointment shall be invalid unless he/she specifies the proportions of his/her holdings to be
represented by each proxy.
(iii) The instrument appointing a proxy shall be in writing under the hand of the appointor or of his/her attorney duly authorised in writing or, if the appointor
is a corporation, either under the corporation’s seal or under the hand of an officer or attorney duly authorised.
(iv) The instrument appointing a proxy must be completed and deposited at the office of the Poll Administrator, Securities Services (Holdings) Sdn Bhd. at
Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur, Malaysia not less than forty eight
(48) hours before the time appointed for holding the meeting or adjourned meeting (or in the case of a poll, not less than twenty four (24) hours before
the time appointed for the taking of the poll). Members can also have the option to submit the proxy appointment electronically via Securities Services
ePortal at website https://sshsb.net.my before the proxy form submission cut-off time as mentioned in the above. For further information on the electronic
submission of proxy form, kindly refer to the Administrative Guide.
AFFIX
STAMP
PADINI HOLDINGS BERHAD
(Registration No. 197901005918 (50202-A))
C/O The Poll Administrator