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KLSE-Jan09.xls - Listed Companies - Bursa Malaysia

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					                       GOLDIS BERHAD (515802-U)
                              (INCORPORATED IN MALAYSIA)



                INTERIM CONDENSED FINANCIAL STATEMENTS
                         FOR THE YEAR ENDED 31 JANUARY 2009


                                         CONTENTS


Condensed Consolidated Income Statements

Condensed Consolidated Balance Sheet

Condensed Consolidated Statement of Changes in Equity

Condensed Consolidated Cash Flow Statement

Part A - Explanatory Notes Pursuant to FRS 134
  1 Basis of Preparation
  2 Changes in Accounting Policies
  3 Auditors' Report on Preceding Annual Financial Statements
  4 Comments About Seasonal or Cyclical Factors
  5 Unusual Items Due to their Nature, Size or Incidence
  6 Changes in Estimates
  7 Debt and Equity Securities
  8 Dividends
  9 Segment Reporting
 10 Valuation of Property, plant and equipment
 11 Post balance sheet events
 12 Changes in Composition of the Group
 13 Changes in Contingent Liabilities and Contingent Assets
 14 Capital Commitments



Part B - Explanatory Notes Pursuant to Appendix 9B of the Listing Requirements of
Bursa Malaysia Securities Berhad
 15   Review of Performance
 16   Variation of Results against Preceding Quarter
 17   Current Year Prospects
 18   Profit Forecast
 19   Income Tax Expense
 20   Sale of Unquoted Investments and Properties
 21   Quoted Investments
 22   Status of Corporate Proposals Announced
 23   Borrowings and Debt Securities
 24   Off Balance Sheet Financial Instruments
 25   Material Litigation
 26   Dividend payable
 27   Earnings Per Share
 28   Others Disclosure
 29   Authorisation for Issue
                                         GOLDIS BERHAD (515802-U)
                                                  (INCORPORATED IN MALAYSIA)



                              CONDENSED CONSOLIDATED INCOME STATEMENTS
                                            FOR THE YEAR ENDED 31 JANUARY 2009



                                                    Three Months Period Ended         Twelve Months Period Ended
                                                     31.1.09          31.1.08          31.1.09           31.1.08
                                                     RM'000           RM'000           RM'000           RM'000

Revenue                                                  47,578           49,818            210,701            174,727
Cost of sales                                           (30,004)         (30,927)          (148,198)          (117,632)
Gross profit                                             17,574           18,891             62,503             57,095
Other income                                              8,946            6,399             13,197             16,483
Selling and distribution expenses                        (6,899)         (10,562)           (26,115)           (29,888)
Administration expenses                                 (16,815)         (18,563)           (46,677)           (43,583)
Other operating expenses                                                       0
Profit from operations                                    2,806           (3,835)             2,908                107
Finance costs                                            (1,142)          (2,328)            (6,551)            (7,102)
Share of results of associates                           13,829            5,327             50,509             39,293
Share of results of jointly controlled entities               0                0                  0                (95)
Profit before taxation                                   15,493             (836)            46,866             32,203
Taxation                                                 (3,484)            (232)            (3,991)              (256)
Net profit for the financial year                        12,009           (1,068)            42,875             31,947


Attributable to:
Equity holders of the Company                            10,897              261             41,296             31,845
Minority interests                                        1,112           (1,329)             1,579                102
Net profit for the financial year                        12,009           (1,068)            42,875             31,947


Earnings per share (sen)
  Basic                                                    3.37             0.08               12.77               9.86
  Diluted                                                  3.36             0.08               12.75               9.84



Dividend per share (sen)                                   0.00             2.25                0.00               2.25




The condensed consolidated income statements should be read in conjunction with the audited financial statements for the
year ended 31 January 2008 and the accompanying explanatory notes attached to the interim financial statements.
                                GOLDIS BERHAD (515802-U)
                                    (INCORPORATED IN MALAYSIA)

                      CONDENSED CONSOLIDATED BALANCE SHEET
                                        AS AT 31 JANUARY 2009

                                                                  As at                As at
                                                                 31.1.09              31.1.08
                                                                 RM'000               RM'000
Non-current assets
Property, plant and equipment                                          341,384              230,111
Prepaid lease rentals                                                   12,197               11,851
Intangible assets                                                       11,257                9,372
Associates                                                             874,615              824,159
Unquoted investments, at cost                                            1,304                  248
Trade receivables                                                        3,280                5,480
Deferred tax assets                                                      2,404                3,239
                                                                     1,246,441            1,084,460
Current assets
Assets held-for-sale                                                      203                6,872
Inventories                                                            18,108               15,674
Quoted investments                                                      3,004                   61
Amount due from an associate                                               36                   36
Trade and other receivables                                            80,235               93,699
Tax recoverable                                                         2,036                2,863
Deposits, cash and bank balances                                       67,731               75,281
                                                                      171,353              194,486
Less: Current liabilities
Trade and other payables                                               72,530               50,737
Deferred revenue                                                        1,532                  902
Current tax liabilities                                                   735                  469
Hire-purchase and finance lease payables                                1,020                1,252
Interest-bearing bank borrowings                                      192,179              184,958
                                                                      267,996              238,318

Net current assets                                                     (96,643)             (43,832)

Less: Non-current liabilities
Deferred tax liabilities                                                   132                 132
Hire-purchase and finance lease payables                                   305               1,265
Interest-bearing bank borrowings                                        13,209              10,041
Deferred revenue                                                        10,898              10,246
                                                                        24,544              21,684

                                                                     1,125,254            1,018,944

Capital and reserves attributable to equity holders of the
Share capital                                                          323,390              323,334
Share premium                                                          452,226              385,717
Irredeemable Convertible Non-Cumulative Preference Share                 3,500                    -
Exchange fluctuation reserve                                             4,293                 (587)
Capital reserve                                                              -                2,343
Share option reserve                                                     1,307                1,307
Retained earnings                                                      323,741              287,378
                                                                     1,108,457              999,492
Minority interests                                                      16,797               19,452
Total equity                                                         1,125,254            1,018,944

Net assets per share attributable to ordinary equity holders               3.43                 3.09




The condensed consolidated balance sheet should be read in conjunction with the audited financial
statements for the year ended 31 January 2008 and the accompanying explanatory notes attached to the
interim financial statements.
                                                                                      GOLDIS BERHAD (515802-U)
                                                                                            (INCORPORATED IN MALAYSIA)


                                                                    CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
                                                                                       FOR THE YEAR ENDED 31 JANUARY 2009

                                                                                           Attributable to equity holders of the Company
                                                                                     Irredeemable
                                                                                      Convertible
                                                                                                     Exchange
                                                 Share                  Share            Non-                        Capital       Share Option     Retained                          Minority
                                                                                                    Fluctuation                                                        Total                           Total Equity
                                                 Capital              Premium         Cumulative                     Reserve         Reserve        Earnings                          Interest
                                                                                                      Reserve
                                                                                      Preference
                                                                                         Share
                                                  RM'000               RM'000          RM'000         RM'000         RM'000          RM'000          RM'000           RM'000          RM'000             RM'000

At 1 February 2008                                  323,334              385,717              -             (587)         2,343            1,307        287,378          999,492          19,452          1,018,944
Reclassification                                        -                    -                               -           (2,343)             -            2,343              -               -                  -
Issuance during the year                                -                 66,500            3,500            -              -                -              -             70,000             -               70,000
Currency translation differences                        -                    -                -            4,880            -                -              -              4,880             280              5,160
Arising from acquisition from Minority
interest                                                   -                 -                -              -              -                -              -                  -           (4,514)           (4,514)
Employee share option scheme                                   56                9            -              -              -                -              -                 65              -                   65
Profit for the period                                      -                 -                -              -              -                -           41,296           41,296            1,579            42,875
Dividend paid for the financial year ended
                                                           -                 -                -              -              -                -            (7,276)         (7,276)             -              (7,276)
31 January 2008

At 31 January 2009                                  323,390              452,226            3,500          4,293            -              1,307        323,741        1,108,457          16,797          1,125,254



At 1 February 2007                                  321,049              385,387              -           (1,287)         2,343            1,204        261,576          970,272          21,201            991,473
Currency translation differences                        -                    -                -              700            -                -              -                700             (56)               644
Net profit for the financial year                       -                    -                -              -              -                -           31,845           31,845             102              31,947
Total recognised income and expense for the
financial year                                             -                 -                -             700             -                -           31,845           32,545                  46          32,591
Issuance of shares arising from exercise of
                                                                                                                                                                                                               2,615
ESOS                                                   2,285                330               -              -              -               -                -             2,615              -
Options granted to employees of the Group                -                  -                 -              -              -               103              -               103              -                  103
Arising from acquisition of a subsidiary                 -                  -                 -              -              -               -                -               -             (1,795)           (1,795)
Final dividends paid for the financial year
                                                                                                                                                                                                             (6,043)
ended 31 January 2007                                      -                 -                -              -              -                -            (6,043)         (6,043)             -

At 31 January 2008                                  323,334              385,717              -             (587)         2,343            1,307        287,378          999,492          19,452          1,018,944


The condensed consolidated statement of changes in equity should be read in conjunction with the audited financial statements for the year ended 31 January 2008 and the accompanying explanatory notes attached to
the interim financial statements.
                          GOLDIS BERHAD (515802-U)
                                 (INCORPORATED IN MALAYSIA)



              CONDENSED CONSOLIDATED CASH FLOW STATEMENT
                            FOR THE YEAR ENDED 31 JANUARY 2009



                                                                31.1.09           31.1.08
                                                                RM'000            RM'000

Net cash flow from operating activities                              52,786             6,633

Net cash flow (used in) / from investing activities                (127,419)          (16,667)

Net cash used in financing activities                                58,283           53,003

Net (decrease) / increase in cash and cash equivalents              (16,350)          42,969

Effect of foreign exchange rates changes                              2,742                 (4)

Cash and cash equivalents at 1 February                              61,265           18,300

Cash and cash equivalents                                            47,657           61,265


Cash and cash equivalents at end of the financial period
comprise of the following:

Deposits with licensed banks                                         24,120            45,118
Cash and bank balances                                               43,611            30,163
Deposits, cash and bank balances                                     67,731            75,281
Less: Bank overdrafts                                                  (137)             (334)
                                                                     67,594            74,947
Less: Deposits pledged as securities for borrowings                 (19,937)          (13,682)

Cash and cash equivalents                                            47,657           61,265




The condensed consolidated cash flow statement should be read in conjunction with the audited
financial statements for the year ended 31 January 2008 and the accompanying explanatory notes
attached to the interim financial statements.
                               GOLDIS BERHAD (515802-U)
                                       (INCORPORATED IN MALAYSIA)


PART A - EXPLANATORY NOTES PURSUANT TO FRS 134


1 Basis of Preparation

  The interim financial statements are unaudited and have been prepared in accordance with the provisions of the
  Companies Act, 1965 and Financial Reporting Standards, the Malaysian Accounting Standards Board ("MASB")
  Approved Accounting Standards in Malaysia for Entities Other than Private Entities, and paragraph 9.22 of the
  Listing Requirements of Bursa Malaysia Securities Berhad.

  The accounting policies adopted for the interim financial statements are consistent with those adopted for the
  audited financial statements for the financial year ended 31 January 2008 except for the adoption of the new
  accounting standards, amendments to public standards and interpretations to existing standards that are
  effective for the Group's and the Company's financial year beginning on or after 1 February 2008.


  The interim financial statements should be read in conjunction with the audited financial statements for the year
  ended 31 January 2008. These explanatory notes attached to the interim financial statements provide an
  explanation of events and transactions that are significant to an understanding of the changes in the financial
  position and performance of the Group since the year ended 31 January 2008.


2 Changes in accounting policies

  The new accounting standards, amendments to published standards and interpretations to the existing standards
  that are effective for the Group's and the Company's financial year on or after 1 February 2008 are as follows:

    •   FRS 111 "Construction contracts"
    •   FRS 120 "Accounting for Government Grants and Disclosure of Government Assistance"
    •   FRS 112 "Income Taxes"
    •   FRS 107 "Cash Flow Statements"
    •   FRS 118 "Revenue"
    •   FRS 137 "Provisions, Contingent Liabilities and Contingent Assets"
    •   Amendment to FRS 121 "The Effects of Changes in Foreign Exchange Rates - Net Investment in a Foreign
        Operation"
    •   FRS 134 "Interim Financial Reporting"
    •   IC Interpretation 1 "Changes in Existing Decommissioning, Restoration and Similar Liabilities"
    •   IC Interpretation 8 "Scope of FRS 2"

  The adoption of the above standards have no significant impact on the financial statements of the Group and the
  Company for the year under review.


3 Auditors' Report on Preceding Annual Financial Statements

  The auditors have expressed an unqualified opinion on the Company's statutory financial statements for the
  financial year ended 31 January 2008 in their report dated 9 May 2008.


4 Comments About Seasonal or Cyclical Factors

  The Group’s operations were not materially affected by seasonal or cyclical factors except for healthcare
  segment which usually experiences lower sales in the beginning of the year compared to the other segments.
                                GOLDIS BERHAD (515802-U)
                                        (INCORPORATED IN MALAYSIA)


PART A - EXPLANATORY NOTES PURSUANT TO FRS 134
5 Unusual Items Due to their Nature, Size or Incidence

  There were no unusual items affecting assets, liabilities, equity, net income, or cash flows during the financial
  year ended 31 January 2009 except for the changes in accounting policies as disclosed in Note 2.



6 Changes in Estimates

  There were no changes in estimates that have had material effect in the current financial year result.


7 Debt and Equity Securities

  There were no issuances, cancellations, repurchases, resale and repayments of debt and equity securities
  except for the Company issued 56,000 ordinary shares of RM1 each for cash pursuant to the Company's ESOS
  at exercise price of RM1.15 per option.


8 Dividends

  In respect of the financial year ended 31 January 2008, the first and final tax exempt dividend of 2.25 sen per
  share, on 323,389,830 ordinary shares, amounting to RM7,276,271, was paid on 25 July 2008.


9 Segment Reporting
                                                                               3 months ended 12 months ended
                                                                                   31.1.09        31.1.09
  Segment Revenue                                                                  RM'000         RM'000
      Healthcare                                                                        20,546         64,992
      Property investment and development, and hotels                                      -              -
      Information, communication and technology                                         13,595         41,590
      Paper manufacturing                                                               11,735         98,499
      Water treatment                                                                    1,539          4,940
      Aquaculture                                                                          163            662
      Others                                                                               -                18
      Total Revenue                                                                     47,578        210,701

  Segment Results
      Healthcare                                                                           3,961            8,918
      Property investment and development, and hotels                                      2,817           (2,430)
      Information, communication and technology                                           (2,321)          (2,669)
      Paper manufacturing                                                                 (2,217)           2,309
      Water treatment                                                                      1,272           (3,159)
      Aquaculture                                                                           (690)          (2,468)
      Others
        Gain on disposal of investments                                                      -              2,587
        Others                                                                               (16)            (180)
                                                                                             (16)           2,407
       Profit from operations                                                             2,806             2,908
       Finance costs                                                                     (1,142)           (6,551)
       Share of results of associates                                                    13,829            50,509
       Profit before taxation                                                            15,493            46,866
                                 GOLDIS BERHAD (515802-U)
                                         (INCORPORATED IN MALAYSIA)


PART A - EXPLANATORY NOTES PURSUANT TO FRS 134


10 Valuation of Property, plant and equipment

   There were no revaluations of property, plant and equipment during the current quarter. As at 31 January 2009,
   all property, plant and equipment were stated at cost less accumulated depreciation and accumulated
   impairment losses.


11 Post balance sheet events

   There were no material events subsequent to the end of the interim period up to the date of this report except for:

   On 4 February 2009, the Company announced that Macro Kiosk Limited (“MKL”), a subsidiary of the Company
   has served a notice to exercise the Put Option granted in the Shareholders Agreement dated 2 April 2008, to
   require Khun Nattawan Wangpitak, Khun Chutima Kootanasan and Khun Teerawit Tamaka to purchase all of
   MKL’s interest comprising of 8,000 ordinary shares representing 80% equity interest in the capital of Macro
   Publications Limited (“MPL”) for Baht 200,000.00 (equivalent to RM19,361.08 at an exchange rate of RM1.00
   equals to Baht 10.33).


12 Changes in Composition of the Group

   There were no major changes in the composition of the Group during the current quarter except for:
   (i) On 22 May 2008, the Company announced that HOEPharma Holdings Sdn Bhd, a 78.15% owned
         subsidiary of the Company, had entered into a Sale and Purchase Agreement for the disposal of the entire
         issued and paid up capital in Ecofen Marketing Sdn Bhd comprising 500,000 ordinary shares of RM1.00
         each for a cash consideration of RM394,356.28.
   (ii) On 30 September 2008, the Company announced that Sweat Club Sdn Bhd, a wholly-owned subsidiary of
         Goldis commenced a Members’ Voluntary Winding Up pursuant to Section 254(1)(b) of the Companies Act,
         1965.
   (iii) On 21 November 2008, the Company announced that Macro Kiosk Berhad had completed the acquisition of
         the purchase of the entire issued share capital comprising 1 ordinary share of HK$1.00 each in IGM Mobile
         (China) Limited from IGM Asia for a cash consideration of RM1,000,000; and assignment of a content
         provision agreement with Companhia de Telecomunicacoes de Macau S.A.R.L from IGM (Asia Pacific)
         Limited for a cash consideration of RM300,000.

   (iv) On 23 Jan 2009, the Company announced that Goldis Water Sdn Bhd had incorporated a new subsidiary
        named Goldis Water Pte Ltd in Singapore on 22 Januray 2009. The authorised & paid up capital is
        SGD2.00 comprising of 2 ordinary shares of SGD1.00 each for a cash consideration of SGD2.00.



13 Changes in Contingent Liabilities and Contingent Assets

   There were no changes in other contingent liabilities or contingent assets since the last annual balance sheet as
   at 31 January 2008.


14 Capital Commitments
                                                                                                        RM'000
   Approved and contracted for:
   - Property, plant and equipment                                                                           160,000
                                    GOLDIS BERHAD (515802-U)
                                            (INCORPORATED IN MALAYSIA)


PART B - EXPLANATORY NOTES PURSUANT TO APPENDIX 9B OF THE LISTING
REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD


15 Review of Performance

   The Group revenue for the current quarter decreased by RM2.2 million while the profit before taxation for the current
   quarter increased by RM16.3 million respectively as compared to the corresponding quarter in the previous year. The
   decrease in revenue was mainly contributed by the paper manufacturing segment while the increase in profit before
   taxation was attributable to the increase in the share of results of an associate, IGB Corporation Berhad of RM8.5
   million and healthcare segment of RM6.9 million.

   For the current year ended 31 January 2009, the Group revenue and profit before tax increased by RM36.0 million and
   RM14.7 million respectively as compared to the previous year. The increase in revenue was mainly contributed by the
   paper manufacturing segment of RM30.3 million and healthcare segment of RM4.1 million. The increase in profit
   before taxation was mainly contributed by the increase in the share of results of an associate, IGB Corporation Berhad
   of RM11.2 million and healthcare segment of RM6.8 million.


16 Variation of Results against Preceding Quarter

   The Group revenue for the current quarter decreased by RM13.6 million while the profit before taxation increased by
   RM3.9 million as compared to the preceding quarter. The drop in revenue was primarily due to the decrease in
   revenue from the paper manufacturing segment of RM19.9 million. However, it was was offset by an increase in
   revenue from the healthcare segment of RM4.0 million. The increase in profit before taxation was due to the increase
   in the share of results of an associate, IGB Corporation Berhad of RM1.5 million and the healthcare segment of RM1.1
   million.


17 Current Prospects

   Given the uncertainties in the economic conditions, the Board is of the opinion that the performance of the Group for
   financial year ending 31 January 2010 will be challenging.


18 Profit Forecast

   Not applicable as the Group did not publish any profit forecast.


19 Taxation
                                                                                     3 months ended 12 months ended
                                                                                         31.1.09        31.1.09
   Current tax:                                                                          RM'000         RM'000
       Malaysian tax                                                                          (2,553)         (2,371)
       Foreign tax                                                                                14            (390)
                                                                                              (2,539)         (2,761)
   Deferred Tax                                                                                 (945)         (1,230)
                                                                                              (3,484)         (3,991)

   The effective tax rate of the Group for the current quarter is lower than the statutory tax rate is due to certain income
   not subject to tax, utilisation of unutilised tax losses brought forward, and unabsorbed capital allowances in certain
   subsidiaries.
                                    GOLDIS BERHAD (515802-U)
                                            (INCORPORATED IN MALAYSIA)


PART B - EXPLANATORY NOTES PURSUANT TO APPENDIX 9B OF THE LISTING
REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD

20 Sale of Unquoted Investments and Properties

   There were no sale of unquoted investments and/or properties for the quarter under review.


21 Quoted Investments

   Investment in quoted shares:                                                                          RM'000
       At cost                                                                                                3,004
       At book value (net of allowance for diminution in value)                                               3,004
       At market value                                                                                        3,203


22 Status of Corporate Proposals Announced

   There were no corporate proposals announced.


23 Borrowings and Debt Securities

   The borrowings as at 31 January 2009 is as follows:
   Current                                                                                               RM'000
       Secured                                                                                              168,684
       Unsecured                                                                                             23,495
                                                                                                            192,179
   Non-current
      Secured                                                                                                 13,209

   Total                                                                                                     205,388

   The currency exposure profile of bank borrowings is as follows:
                                                                                    Local currency    RM equivalent
                                                                                       (in '000)        (in '000)
       RM                                                                                   137,254           137,254
       USD                                                                                    4,312            15,561
       RMB                                                                                   99,760            52,573
                                                                                                              205,388


24 Off Balance Sheet Financial Instruments

   As at the reporting date, the Group does not have any off balance sheet financial instruments.


25 Material Litigation

   As at the reporting date, there was no material litigation against the Group.


26 Dividend payable

   No dividend on ordinary shares has been proposed and declared for the current financial year ended 31 January 2009.
                                    GOLDIS BERHAD (515802-U)
                                           (INCORPORATED IN MALAYSIA)


PART B - EXPLANATORY NOTES PURSUANT TO APPENDIX 9B OF THE LISTING
REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD


27 Earnings Per Share

   (i) Basic Earnings Per Share
       The basic earnings per share of the Group is calculated by dividing the net profit attributable to ordinary equity
       holders of the Company by the weighted average number of ordinary shares in issue during the financial year.

                                                                                    3 months ended 12 months ended
                                                                                        31.1.09        31.1.09
       Net profit attributable to ordinary equity holders of the Company (RM'000)            10,897          41,296
       Weighted average no. of ordinary shares in issue ('000)                             323,390         323,388
       Basic earnings per share (sen)                                                           3.37          12.77

   (ii) Diluted Earnings Per Share
        For diluted earnings per share of the Group, the weighted average number of ordinary shares in issue is adjusted
        to assume conversion of all dilutive potential ordinary shares. The Group has dilutive potential ordinary shares
        from share options granted to employees.
                                                                                   3 months ended 12 months ended
                                                                                       31.1.09             31.1.09
        Net profit attributable to ordinary equity holders of the Company (RM'000)          10,897               41,296

       Weighted average no. of ordinary shares in issue ('000)                              323,390             323,388
       Adjustments for exercise of ESOS ('000)                                                  629                 629
       Weighted average number of ordinary shares for diluted earnings per
       share ('000)                                                                         324,019             324,017

       Diluted earnings per share (sen)                                                         3.36               12.75


28 Other Disclosure
   On 15 August 2008, a Writ Summon was served on Ecosem Sdn Bhd, a wholly-owned subsidiary of the Company
   claiming the transfer of the 24,000,000 ordinary shares in Ecosem Sdn Bhd to the Company at a price of RM2.00 was
   invalid, void and had no legal effect. The Directors are of the opinion, based on legal advice, that the outcome of the
   summon will not give rise to any claims which may have a material impact to the financial statements. The court has
   fixed the case for further mention on 20 April 2009.



29 Authorisation for Issue

   The interim financial statements were authorised for issue by the Board of Directors in accordance with a resolution of
   the directors on 25 March 2009.

				
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