Haw Par Corporation Limited Annual Report 2000hawpar.listedcompany.com/misc/ar2000.pdf · The Directors recommend the payment of a second and final dividend of 10 cents (10%) per

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Haw Par Corporation Limited

Contents

Corporate Profile 1

Chairman’s Statement 2

Board of Directors 4

Corporate Data 5

Group Financial Highlights & Charts 6

Five-year Group Statistical Record & Charts 8

Our Heritage 10

Our Products 14

Group Companies 16

Operations Review 17

Financial Review 25

Investor Information 30

Corporate Governance 31

Statutory Reports and Accounts 33

Statistics of Shareholdings 77

Statistics of Warrantholdings 78

Management Listing 79

Group Offices 81

Additional Information 83

Notice of Annual General Meeting 85

Proxy Form 87

2001

7 March

4 May

22 May

31 May to 1 June

15 June

1 August

31 December

Financial Calendar

Announcement of results for the year ended 31 December 2000

Despatch of 2000 Annual Reports and Accounts

32nd Annual General Meeting

Proposed closure of Registers (for second and final dividend entitlement)

Proposed payment of 2000 second and final dividend

Announcement of half-year results for the period up to 30 June 2000

Financial year-end

Corporate Profile

Haw Par Corporation Limited has been listed on the Singapore Exchange Limited since 1969. It is an associated

company of the United Overseas Bank.

The Group's business operations are located in the ASEAN region, China and Australia. Its core healthcare and

leisure businesses promote healthy lifestyles through location-based recreational centres (oceanariums and bowling

centres), health products, dietary supplements and pharmaceuticals.

Haw Par's renowned ointment Tiger Balm and product extensions like Tiger Balm Soft, Tiger Medicated Plaster and

Tiger Muscle Rub are manufactured and marketed through Haw Par Healthcare Limited, a listed subsidiary. These

products are used throughout the world to invigorate the body as well as to soothe away aches and pains.

Besides healthcare and leisure products, the Group also has interests in investment properties and power generation.

It manages its own portfolio of long-term and short-term investments in securities.

The Group's primary corporate strategy is to expand its core healthcare and leisure businesses in the growth

economies of the world, building where possible synergies between its health and leisure sectors to cater to

healthy lifestyles.

We are pleased to bring you the Millennium Edition of our Annual Report, whichcommemorates the last year of the 20th century. In addition to regular comprehensivereview of the year, this special edition traces our history and highlights our leadingproducts. We hope our shareholders will keep it as a collector’s item.

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Hong HaiPresident & Chief Executive Officer

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H aw P a r C o r p o r a t i o n L i m i t e d 1

Chairman’s Statement

Group PerformanceGroup earnings for the year increased by 2% over 1999 to $41.7 million despite

challenging market conditions. The Group's turnover of $158.1 million in 2000 was

6% below the previous year because we ceased to account for the turnover of Asian

Computer Services following its merger with UIC Technologies last October.

The healthcare division enjoyed higher sales and interest income whilst the leisure

division turned in lower profits as a result of increased operating costs for new

attractions in Underwater World Singapore. Property income was adversely affected

by the depressed market for office premises in Malaysia, but this was offset by

higher contribution from the refurbished Haw Par Centre. Investment income was

flat as higher dividend income helped to cushion lower results in share dealings.

The extraordinary loss of $12.8 million included a provision, made as a matter of

prudence, for the diminution in value of the Group's long-term investment in

Camerlin(BVI).

DividendsThe Directors recommend the payment of a second and final dividend of 10 cents

(10%) per ordinary share less Singapore income tax of 24.5% for the financial year

ended 31 December 2000.

Together with the first and interim dividend of 5 cents (5%) per ordinary share less

tax of 25.5% paid in August 2000, the total dividend for financial year 2000 would be

15 cents (same as 1999), amounting to a total dividend payment of $21.4 million

(1999: $21.0 million).

Group Operating HighlightsHaw Par Healthcare launched the new Tiger Balm Soft in Singapore, targeting at

younger consumers, with encouraging response. Tiger Balm Japan was incorporated

as a joint venture company with Ryukakusan, an established manufacturer and

distributor of over-the-counter medicine in Japan, to develop and market a new range

of products under the Tiger brand.

During the year, the Group also entered into a joint venture agreement to develop a

US$6.8 million modern aquarium in Pattaya, Thailand, featuring exotic marine and fish

displays against a tropical setting. The aquarium is scheduled for completion in 2002.

Prospects in 2001The slowdown in the United States economy is expected to impact on our markets.

However, the Directors will try to maintain the contributions from the healthcare and

leisure business in the current year.

AcknowledgementBoard Director Mr Tan Eng Joo has decided not to offer himself for re-election this

year. I wish to record the Board's appreciation to Mr Tan for his wise counsel in the

past few years.

I also wish to express my appreciation to management and staff for their dedicated

efforts, our customers and business associates for their support, and my fellow Board

Directors for their guidance during the year.

Wee Cho YawChairman

Wee Cho YawChairman

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Chairman ’s Statement


Board Of Directors

from left to right

Tan Eng JooAudit Committee Member

Lim Kee Ming

Wee Ee LimDeputy President

Lee Suan YewAudit Committee Member

Hong HaiPresident & Chief Executive Officer

Wee Cho YawChairman

Sat Pal Khattar

Hwang Soo JinAudit Committee Chairman

Chng Hwee HongExecutive Director & Chief Operating Officer


Corporate Data

Directors

Wee Cho YawChairman

Hong HaiPresident &

Chief Executive Officer

Wee Ee LimDeputy President

Chng Hwee HongExecutive Director &

Chief Operating Officer

Hwang Soo Jin

Lee Suan Yew

Lim Kee Ming

Sat Pal Khattar

Tan Eng Joo

Audit Committee

Hwang Soo JinChairman

Lee Suan Yew

Tan Eng Joo

Investment Committee

Wee Cho YawChairman

Hong Hai

Wee Ee Lim

Chng Hwee Hong

Executive Committee

Hong HaiChairman

Wee Ee Lim

Chng Hwee Hong

Administering Committee

Wee Cho YawChairman

Hwang Soo Jin

Sat Pal Khattar

Auditors

Ernst & YoungKevin Kwok KhienAudit Partner-in-charge

Bankers

Standard Chartered Bank Ltd

The Hong Kong & ShanghaiBanking Corporation Ltd

United Overseas Bank Ltd

Registrar

Lim Associates (Pte) Ltd10 Collyer Quay

#19-08 Ocean Building

Singapore 049315

Registered Office

178 Clemenceau Avenue

#08-00 Haw Par Glass Tower

Singapore 239926

Telephone: 337 9102

Facsimile: 336 9232

Telex: HAWPAR RS 21567

Company Secretary

Ong Sian Hin


Group Financial Highlights

% Increase/2000 1999 (Decrease)

Results ($’000)

Group turnover:

1st half 82,906 81,572 1.6

2nd half 75,214 86,455 (13.0)

158,120 168,027 (5.9)

Profit before taxation:

1st half 36,993 30,598 20.9

2nd half 21,364 29,548 (27.7)

58,357 60,146 (3.0)

Profit before extraordinary items (Earnings):

1st half 29,060 20,806 39.7

2nd half 12,675 20,141 (37.1)

41,735 40,947 1.9

Extraordinary items (12,824) (10,965) (17.0)

Profit after extraordinary items 28,911 29,982 (3.6)

Balance sheet ($’000)

Shareholders’ funds 548,423 523,967 4.7

Net assets 574,570 548,328 4.8

Short and long-term borrowings 211,777 218,884 (3.2)

Debt/Equity (%) 38.6 41.8 (7.6)

Per share

Earnings

– before extraordinary items (cents) 22.1 21.8 1.4

– after extraordinary items (cents) 15.3 15.9 (3.8)

Dividend, net (cents) 11.3 11.1 1.8

Dividend cover (times) 2.0 2.0 –

Shareholders’ funds ($) 2.89 2.78 4.0

Net tangible assets ($) 2.87 2.75 4.3

Employees

Number of employees 577 691 (16.5)

Group turnover per employee ($’000) 274 243 12.8

Pre-tax profit per employee ($’000) 101 87 16.2


Group Financial Highlights

Pre-tax Contribution (by Business Segment)

Net Assets Employed (by Business Segment)

Turnover (by Markets)

Leisure (15.3%)

Others (0.9%)

Healthcare (27.3%)Property (12.9%)

Investments (43.6%)

Investments (53.7%)Leisure (5.6%)

Others (1.1%)

Healthcare (14.8%)

Property (24.8%)

Europe(3.2%)

America (6.3%)

Africa & Middle East (2.9%)

Singapore (49.8%) Asia (29.8%)

Australasia (8.0%)


2000 1999 1998 1997 1996

Results ($’000)

Group turnover 158,120 168,027 170,854 182,500 175,923

Operating profit 57,714 59,155 36,000 43,239 48,783

Associates’ contribution 643 991 441 8,757 8,759

Profit before taxation 58,357 60,146 36,441 51,996 57,542

Profit after taxation 44,714 43,762 23,662 32,409 41,980

Profit before extraordinary items (Earnings) 41,735 40,947 16,593 25,193 32,912

Extraordinary items (12,824) (10,965) (287) 15,262 4,217

Profit after extraordinary items 28,911 29,982 16,306 40,455 37,129

Net dividend proposed/paid 21,373 21,026 15,257 15,186 15,008

Per share

Earnings

– before extraordinary items (cents) 22.1 21.8 8.9 13.6 18.0

– after extraordinary items (cents) 15.3 15.9 8.7 21.6 20.1

Dividend, net (cents) 11.3 11.1 8.1 8.1 8.1

Dividend cover (times) 2.0 2.0 1.1 1.7 2.2

Balance sheet ($’000)

Shareholders’ funds 548,423 523,967 526,357 626,739 612,601

Minority interests 26,147 24,361 53,955 47,577 41,212

Interest of preference shareholders

in a subsidiary company – – – – 5,999

574,570 548,328 580,312 674,316 659,812

Fixed assets 31,666 38,676 37,406 42,754 42,241

Investment properties 184,294 170,828 186,622 316,640 284,132

Trademarks 3,373 3,357 3,352 3,431 3,355

Associated companies 5,794 7,237 7,194 101,325 95,183

Long term investments 329,340 358,453 357,059 307,511 280,225

Deferred expenditure 952 947 1,291 163 311

Net current assets 22,751 72,252 92,868 18,695 172,055

Long term liabilities (3,600) (103,422) (105,480) (116,203) (217,690)

Net assets 574,570 548,328 580,312 674,316 659,812

Statistics

Operating profit to turnover (%) 36.5 35.2 21.1 23.7 27.7

Pre-tax return on shareholders’ funds (%) 10.6 11.5 6.9 8.3 9.4

Shareholders’ funds per share ($) 2.89 2.78 2.81 3.35 3.32

Net tangible assets per share ($) 2.87 2.75 2.78 3.33 3.30

Debt/Equity (%) 38.6 41.8 44.2 52.0 48.0

Number of shareholders 8,780 9,405 9,770 9,722 9,881

Employees

Number of employees 577* 691 713 719 633

Group turnover per employee ($’000) 274 243 240 254 278

Pre-tax profit per employee ($’000) 101 87 51 72 91

Five-Year Group Stat ist ica l Record

* excludes Asian Computer Services.


Ten-Year Charts

Earnings and Gross Dividends

1991 1992 1993 1994 1995 1996 1997 1998 1999 20000

5.0

10.0

15.0

20.0

25.0cents

Earnings per share

Gross Dividend per share

Net Tangible Assets (NTA) per share (book value versus market value)

1991 1992 1993 1994 1995 1996 1997 1998 1999 20000

1.00

2.00

3.00

4.00

5.00

6.00

7.00$

NTA per share (market value)

NTA per share (book value)

Note: NTA per share (market value) includes the market value of the Group’s investments and properties.

NTA per share (book value) includes the book value of the Group’s properties, which are revalued annually since 1995.


Our Heritage

The tale of Haw Par goes back to the 19th century.

It could very well begin with "Once upon a time…"

such is its story book quality.

Legendary Beginnings

The history of the legendary brothers Haw and Par and the origins of their

genius trace back to Rangoon (Yangon), Burma, where it all began.

Their father, Aw Chu Kin, the young son of a herbalist in Amoy, a west Fukien

province, left for Rangoon in the 1800s to seek his fortune.

His first stop was Singapore where he lived for several days in a kongsi

house in the Chinese quarter of Telok Ayer Street before leaving for Penang. Rangoon

beckoned and soon he was on his way. Aw Chu Kin set up his own Chinese doctor

("sinseh") shop with a little help from his uncle, and Eng Aun Tong, or the Hall of

Everlasting Peace, was founded in 1870. Uncle turned matchmaker and a bride was

soon found for Aw Chu Kin.

Boon Haw, the "gentle tiger" was born in 1882 and Boon Par, the"gentle leopard" in

1888. Tiger and Leopard were despatched to an English language school where Boon

Haw's singular talent was in street fights. The final straw came when he beat up his

teacher. Chu Kin bundled off the problem son to China to grandfather's village whilst

the less spirited Boon Par stayed put in Rangoon.

In 1908, father Chu Kin died, leaving the family practice to Boon Par, having despaired

of Boon Haw's rebel-rousing ways. The gentle leopard, finding the responsibility too

much to bear, later asked for his older brother's return from China to carry on the

family business in Rangoon.

"I will learn all I can about Western medicine, you can prescribe Chinese medicine,"

Boon Par said to his brother. "Together we won't lose a single patient. He can choose

between east and west and the fee will stay with us."

Tiger Balm

On this astute promise the brothers Haw and Par built an empire and a legendary

fortune out of a formula for a cure-all ointment sold in a little jar. Today,

Tiger Balm is sold in over a hundred countries, arguably the world’s best-

known analgesic ointment.

The origins of that formula can be traced back to the time of the

Chinese emperors who sought relief for aches and pains from the

stresses of court hearings, and the strains of the imperial harem.

The balm would have died with the dynasties had it not been for

Aw Chu Kin, who breathed new life into the ancient recipe.

To perfect and exploit their late father's recipe, the sons took

over their mother's kitchen. Boon Par, the quiet

leopard, toiled whilst Boon Haw, the gregarious

tiger organised. Together they produced Ban

Kim Ewe, Ten Thousand Golden Oil, panacea

for all ills. No customer left the Aw sinseh shop without a little

bottle of this golden ointment. True to the Tiger's predatory

instincts, Boon Haw sought out every Chinese shop in town and

talked them into stocking his salve.

From right top 1:

Aw Boon Haw.

From right top 2:

Aw Boon Par.

From right bottom:

Ban Kim Ewe,

Ten Thousand

Golden Oil.

Our Heritage

H aw P a r C o r p o r a t i o n L i m i t e d 1 1

From right top:

The original Eng Aun Tong

factory in Neil Road.

From left:

The custom-made car

with a “tiger” head.

From right bottom:

Haw Par Villa was

famous for its depiction

of Chinese mythology.

Boon Haw's next logical step was a trademark:

what else but his own name, and Tiger Balm was

born. By 1920 Aw Boon Haw, not yet 40, was

the richest Chinese in Rangoon. Ever the risk-

taker, Boon Haw ventured south to Malaya and

Singapore in spite of brother Boon Par's

reservation. The sights and sounds of bustling

commerce in the Malayan towns and

Singapore's port made his heart beat fast and

his head race. Studying the Singapore currency

he saw the image of a snarling tiger in the

watermark. That clinched it.

The tiger tycoon moved into Singapore in 1926 and Eng Aun Tong found a spanking

new home in the busiest port in the region. A new and larger factory was built along

Neil Road where production was ten times more than that of Rangoon's. Aw Boon

Haw plied small towns in Malaya in his custom-made car which had a head fabricated

like a tiger. When the kampong folks crowded round, he would

distribute samples of Tiger Balm and its sister products and win still

more customers.

A new mansion, Haw Par Villa, was built on a hill in Pasir Panjang,

surrounded by unique gardens depicting Chinese mythology for the

younger, quieter Boon Par in 1937. Also known as Tiger Balm Gardens,

it was free to the public. (Tiger Balm Gardens was later donated to the

Singapore government by the Aw family, put on public tender for re-building as a

theme park under the name Haw Par Villa. This theme park is no longer associated

with the Haw Par group).

With factories and distributorships firmly established in Malaya, Hong

Kong, Batavia, cities in China and Thailand, and with wealth and status

long achieved, Boon Haw next channelled his energy into diversification, which would

include publishing and banking.

During the Japanese Occupation Boon Haw was in Hong Kong and carried on business

from there while Boon Par shut the factory in Singapore and returned to Burma where

he died in 1944. After the war Aw Boon Haw returned to Singapore, reopened his

factory and newspapers, repaired his homes and gardens and established the Chung

Khiaw Bank in 1950. He placed the management of the bank under the leadership of

his son-in-law, Lee Chee Shan. Aw Boon Haw died in 1954 at the age of 72 from a

heart attack on his way to Hong Kong following a major operation in Boston.

Aw Boon Haw's nephew, Aw Cheng Chye, assumed control of the family business

and became Chairman of Haw Par Brothers (Private) Limited and Sin Poh (Star

News) Amalgamated (Private) Limited, and took over the management of Chung

Khiaw Bank from his brother-in-law Lee

Chee Shan in 1953. In 1969, most of

the fami ly bus iness went into a

company that was listed on the stock

exchanges of Singapore and Malaya as

Haw Par Brothers International Limited

(later renamed Haw Par Corporation

Limited).

Our Heritage

H aw P a r C o r p o r a t i o n L i m i t e d1 2

From left top:

Aw Cheng Chye.

From right middle:

Richard Tarling.

From right bottom:

The young Wee Cho Yaw

became Chairman in 1978.

The Slater Walker Saga (1971 – 1976)Eager to expand his business empire, Aw Cheng Chye invited

British investment group Slater Walker Securities Limited to take

a stake in Haw Par. On 8th June 1971, following secret negotiations,

Slater Walker took control of Haw Par, then brought it through

some five years of high profile corporate manoeuvres that made

it the fifth largest company on the local stock exchange.

It was however not to last. Massive irregularities and personal

interests were involved, and the empire came to a spectacular collapse.

During this period, Tiger Balm was franchised to the main Asian territories for 20

years to Jack Chia Limited. Haw Par also acquired Scott and English, Drug Houses of

Australia, and Kwan Loong, but divested itself of major operating businesses like the

Chinese Paper Sin Chew Jit Poh and the well-networked Chung Khiaw Bank.

Haw Par emerged from the Slater Walker saga in tatters. Michael Fam was brought in

by the government to steer the company back to its feet (1975 – 1977), and former

Haw Par chairman, Richard Tarling, was sentenced to jail.

Recent HistoryThere followed a period of uncertainty as three corporate heavyweights battled for

the control of Haw Par: the Hong Leong group with a 7% stake, Jack Chia Limited with

16%, and the United Overseas Bank (UOB) headed by chairman Wee Cho Yaw holding

17%. There was street talk of a pact between Hong Leong and Jack Chia to control

Haw Par jointly. On 3rd June 1981, UOB purchased a large block to bring its stake to

over 30% and emerged victorious. This stake has grown over the years to 43%.

Under the prudent stewardship of chairman Wee Cho Yaw, the group grew steadily in

assets, with its 5.9% in UOB making up over half of the market worth of its assets, as

well as a number of other strategic investments in related companies. Today, the

group’s strategic investments make up 54% of the book value of its assets (73% of its

market value), with investment properties making up another 25% and operating

businesses 21%.

A number of chief executives followed after Michael Fam left the scene: George Magnus

(1976 – 1978), Stacey Ellis (1978 – 1983), Loo Siew Poh (1984 – 1988), Charlie Phua

(1988 – 1990), and Hong Hai (since 1990). In the last 10 years Haw Par has sharpened

its focus and divested itself of most non-core operating businesses, including textiles

(Mandarin Textiles Ltd), commodity trading, travel (Haw Par Travel), engineering

(Pioneer Diecasting), computers (Asian Computer Services), electronics, as well as

its stake in Sony (Singapore) Pte Ltd. Sales turnover fell as a result of these

divestments, but earnings rose by a hefty 120%. Today, Haw Par is no longer the

diversified conglomerate that it was in the seventies and eighties, but a company

with strategic investments, investment properties, and two core operating businesses,

Healthcare and Leisure, that promote healthy lifestyles.

The company’s balance sheet is among the strongest of public-listed companies in

Singapore. Subsidiary Haw Par Healthcare Limited has attained virtually uninterrupted

growth in earnings ever since it was listed on the main board of the Singapore Stock

Exchange in 1988, with increasing product offerings that go well beyond the original

ointment in the little jar, as well as the leading position in the manufacture and

supply of generic drugs in Singapore.

With its strong financial position and focused businesses, the future looks bright

indeed for both Haw Par Corporation and Haw Par Healthcare.

Our Heritage


DHA has over 200 products for doctors.

DHA �� 200�� !"#$%&

Our Products�=�=�=�

Our Products �� !Healthcare

The Tiger and Kwan Loong brand

range of products are generally

used throughout the world to

warm up and invigorate the

body and soothe away

aches and pains.

DHA manufactures and distributes a

wide range of prescription and over-

the-counter ethical pharmaceutical

products which include analgesics,

antacids, antibiotics, antidiarrhoeals,

a n t i - f u n g a l s , a n t i h i s t a m i n e s ,

corticosteroid creams, cough and cold

preparations, vitamins and minerals.

�� !�� !�� !�� !�� !

Tiger Liniment , the liquid alternative to

Tiger Balm. �� !"�#$%&'

Tiger Balm Soft is a new product with fragrance for the younger

generation.�� !"#$%&'()*+

The original world-renowned

Tiger Balm Ointment.

�� !"#$%&'

Tiger Muscle Rub warms up and invigorates the body

for active sports and soothes the aches away.

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Kwan Loong Medicated Oil,

the traditional favourite

for colds and aches.

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German version of Tiger Medicated Plasters.

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�=�=�=�Our Products

Leisure ��

Underwater World Singapore (UWS),

the popular attraction on Sentosa Island,

showcases exotic and rare marine

animals. The latest addition features a

Dolphin Lagoon with pink Indo-Pacific

Humpback dolphins in a natural

environment.

Golden Bowl is a chain of bowling

centres owned and managed by Haw Par

Recreation.

Property ��

In Singapore, Haw Par Technocentre,

Setron Building, Haw Par Centre and Haw

Par Glass Tower have a total net lettable

area of 41,162 square metres, whilst

Menara Haw Par in Malaysia has 15,659

square metres.

Power Generators �� !�� !�� !�� !�� !

Scott & English Limited is a major supplier of

diesel generator sets with over 50 years of

experience in marketing its own high quality and

certified Cumford-Turbo and Stargen brands of

diesel generators.

These products are formulated

to treat various ai lments

including body pains, fever,

gastric and digestion problems,

bacterial infection, flu, allergy,

hair loss and vitamin deficiency.

Healthcare �� !�� !�� !�� !�� !

Regro, the popular hair

restorer from DHA.

Regro�� !"#$%&'(

Cough syrup Dhasedyl is a

common prescription drug.

Dhasedyl�� !"#�� !

Indo-Pacific Humpback dolphins.�� !"#$%&Golden Bowl family

entertainment centre.

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Haw Par Technocentre.

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Power Generators. �� !


healthcare subsidiary companies

Haw Par Healthcare Limited

Drug Houses of Australia (Asia) Pte Ltd

Tiger Balm (Malaysia) Sdn Bhd

Haw Par Tiger Balm (Philippines), Inc.

Tiger Medicals (Taiwan) Ltd

Xiamen Tiger Medicals Co., Ltd

PT Haw Par Healthcare Indonesia

Haw Par Medicals (India) Private Limited

Haw Par Tiger Balm (Thailand) Limited

Tiger Balm Japan Co., Ltd

othersScott & English Limited

UIC Technologies Pte Ltd (associated company)

property subsidiary companies

Haw Par Properties (Singapore) Private Limited

Haw Par Centre Private Limited

Setron Limited

Haw Par Land (Malaysia) Sdn Bhd

investments subsidiary companies

Haw Par Securities (Private) Limited

Haw Par Investment Holdings Private Limited

Haw Par Equities Pte Ltd

Straits Maritime Leasing Private Limited

Pickwick Securities Private Limited

Haw Par Capital Pte Ltd

M&G Maritime Services Pte Ltd

Haw Par International Limited

leisure subsidiary companies

Haw Par Leisure Pte Ltd

Underwater World International Pte Ltd

Underwater World Singapore Pte Ltd

Underwater World Pattaya Ltd

Haw Par Recreation (Malaysia) Sdn Bhd

PGF International Pty Limited

PGF New Zealand Limited

Group Companies

Group Companies


Operations Review

Healthcare 18

Leisure 20

Property 22

Investments &Power Generation 23

People & The Community 24

Healthcare�=�=�=�

Tiger Brand Products �� !�� !�� !�� !�� !

Healthcare �� !

During the year, in line with the company’s

strategy to widen its product offering,

we launched a new version of Tiger Balm – Tiger

Balm Soft – in Singapore. This new product is

targeted at younger consumers, featuring a

herbal fragrance and a softer texture which

makes application over large areas of the

body easier. Initial acceptance from the trade

and consumers of this product was very

encouraging. Advertising and promotions over television, newspapers, and

magazines were endorsed by television celebrity Phyllis Quek. Tiger Balm Soft will

be launched in Hong Kong in 2001.

Tiger Balm Plaster (Medizinisches Pflaster) was launched in Germany in August

2000. The acceptance by the trade and German consumers was gratifying despite

the fierce competition from existing brands like ABC Plasters and Evai Plasters.

Tiger Balm Plaster was also launched into Greece in December 2000. Supported by

television and print advertising, this product took off well. It will also be introduced

to Switzerland in early 2001 and then later to the United Kingdom. These product

introductions will further strengthen the Tiger brand image.

New markets for Tiger Balm included Russia to which a first shipment was made in

December 2000. Initial pipelining has been encouraging for our distributor,

Euromedica Pulse. A first time order of Tiger Balm was shipped to our distributor

Ipeca for Venezuela in March 2001. We hope to make shipments to Uruguay, Paraguay

and Argentina in 2001 when our registrations have been approved. A new distributor,

lban llac Ticaret ve Sanayi AS, was appointed for Turkey in 2001.

During the year, the Company set up a joint venture company in Japan called

Tiger Balm Japan to strengthen our product development activities in Japan.

This company will develop products both in the Japan market and other Asian

markets. In Taiwan, a new

distributor Maywufa Company

Ltd was appointed. As a result

we expect better penetration

of supermarket outlets.

Sales have grown rapidly in the

United States in recent years.

We are now exploring with our

distributor, Prince of Peace, ways

to expand the business further.

From right top:

TV celebrity Phyllis Quek

endorses Tiger Balm Soft.

�� !"#$%&�� !"#$%&'

From left middle:

Quality and Good

Manufacturing Practice

go into the production

of Tiger Balm.

�� !"#$%&'�� !"#$%&'(

From right bottom:

Haw Par President Hong Hai (left)

with Kenneth Yeung of Prince of Peace

in USA.

�� !"#$%&�� !"


�=�=�=�Healthcare

Ethical Pharmaceutical Products �� !�� !�� !�� !�� !

Established in 1969, wholly-owned subsidiary Drug Houses of Australia (Asia) Pte Ltd

(DHA), is the largest generic drugs manufacturer in Singapore. DHA has maintained its

leading position as a supplier of generic drugs in Singapore. In the year 2000, 70% of

the sales were from the local market, comprising private clinics, hospitals, polyclinics,

pharmacies, medical halls, wholesalers and various institutions under the Ministry of

Health. Export markets included Hong Kong, Malaysia, Myanmar, Brunei, Afghanistan,

Maldives, Bangladesh, Sri Lanka, Papua New Guinea and the Fiji islands.

Sales increased 5% compared to 1999, helped by a 33% increase in Hong Kong.

DHA continues to develop new export markets, and is also actively looking for other

trading items to supplement its product range.

Five new products were introduced during the year and another six items are in the

pipeline for launch in 2001/2002.

In addition to regular training programmes for the manufacturing staff, DHA

implemented training programmes for sales staff and streamlined invoice-processing

procedures in the year 2000. This led to further improvements in customer service.

DHA also contract manufactures Tiger Balm and Kwan Loong products for Haw Par

Healthcare. During the year, Health Authorities inspectors from Germany and

Singapore as well as the Japanese distributor for Tiger brand products audited our

manufacturing operations. The operations complied with their Good Manufacturing

Practice requirements.

From right top:

Tablet Deduster.

�� !"

From right bottom:

Computerised checking

of correct labelling.

�� !"#$%&'

�� !"#�� !"#$%&'()*

�� !"#$%&'()*+,-.��

�� !"#$%&'()*+",&-.

�� !�� !"#$%& qáÖÉê

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�� !"#$%&'(")

�� !"�� !�� !=Eae^F=��

�� !"�� !"#$�� !��

�� !"�� !"#$%&'(

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The Hong Kong economy was buoyant in the year under review, and sales accordingly

improved. We expect to step up advertising and promotion activities in Hong Kong

this year to try to boost sales further.

Our main and international website www.tigerbalm.com has been well visited by

many people from all over the world.


Leisure�=�

Leisure ��

Haw Par Leisure Pte Ltd (HPL) develops and manages location based entertainment

centres and oceanariums. The company’s strategy for growth is to expand its

oceanarium business in Asia.

To coincide with the Year of the

Dragon, Underwater World

Singapore (UWS) launched a

‘Dragon Family’ exhibit in

January 2000. The exhibit

featured eight ‘dragons’ of the

water – the Leafy Seadragon,

Weedy Seadragon, Dragon

Moray Eel, Chinese Water

Dragon, Dragon Wrasse, Red

Dragon Fish, Mandarin Dragonet and Spiny Lobster (‘Dragon Prawn’).

In March 2000, UWS opened the Dolphin Lagoon officially to the public. Many special

children and adults from charitable organisations such as the Spastic Children’s

Association, Children’s Cancer Foundation, Dover Park Hospice and Methodist

Welfare Services had the opportunity to visit the oceanarium and interact with the

pink dolphins at the Dolphin Lagoon.

In July 2000, UWS supported the Singapore Shark Conservation Campaign by

providing the venue for the media

conference with local celebrities

and ‘Jaws’ author, Peter Benchley.

UWS a lso par t i c ipated in the

Creative Classroom programme

organised by Discovery Channel

and Singapore Cable Vision to raise

awareness on the conservation of

sharks for the students.

An ‘Amazon Journey’ exhibit was

launched in October 2000. On display

is a variety of exotic animals from the

Amazon River, such as the giant

arapaima, pacus, piranhas, electric

eels, freshwater stingrays and poison

dart frogs.

Oceanariums

From right top:

Our “Meet-the-Dolphins”

sessions bring delight

to one and all.

�� !"#$%&�� !"

From left bottom:

Feeding sessions of

the sharks are popular

with visitors.

“�� ! ”�� !�� !"#

��


�=�Leisure

During the year, PGF has experienced domestic volume increases in most product

categories. The launch of Optima Custom Logo Headwear and Apparel at the end of

Year 2000 added considerably to the PGF image.

PGF also launched its own website during 2000, the address being www.pgf.com.

HPL’s wholly-owned subsidiary, Haw Par

Recreat ion (Malays ia) Sdn Bhd,

owns and manages a chain of bowling

centres in Malaysia under the brand

name Golden Bowl. They are located in

Malacca, Puchong, Klang and Seremban.

These centres provide clean and

conducive environments for customers

and are equipped with state-of-the-art

automatic scoring systems. The company

will continue to identify suitable

locations for new centres.

From right top:

Signing of joint venture

agreement for Underwater

World Pattaya.

�� !"#$%&�� !"#

From left middle:

Wholesome family

entertainment at

Golden Bowl.

�� !"#$%&�� !"#$

Golf ��

Family Entertainment Bowling Centres �� !"#$%&�� !"#$%&�� !"#$%&�� !"#$%&�� !"#$%&

�� !"#�� !"#$%!&#$'()*+,-�� !"#$%&'

�� !"#$%&�� !"#$%�� !"#$%&'()*+,�

�� !"#$%&'()*+,-.

�� !�� !"#�� !"#$%&'()%*+,�� !"

�� !"dçäÇÉå=_çïä�� !"#$%&'(

A subsidiary of HPL entered into a joint

venture agreement to develop a modern

underwater world/aquarium attraction in

Pattaya, Thailand. The attraction will

feature exotic marine and freshwater fish

displays against a tropical setting, with

a state-of-the-art 135 metre acrylic

tunnel. The aquarium is scheduled for

completion in 2002.


Property�=�

Haw Par Centre and Haw Par Glass Tower,

both office buildings, together offer a total

net lettable area of some 13,677 square

metres. Whilst Haw Par Centre continues to

enjoy high occupancy with a tenant list of

reputable and established firms, the

adjacent Haw Par Glass Tower is expected

to appeal to new tenants following a recent

refurbishment costing some $5 million.

Haw Par Technocentre and Setron Building,

both leasehold industrial buildings, account

for a total net lettable area of some 27,485

square metres.

The Group's two other leasehold industrial

buildings, Haw Par Tiger Balm Building and Scott & English Building, yield a further

17,820 square metres of total net lettable floor space.

The Group's property portfolio comprises 75,116 square metres of commercial and

industrial space in Singapore, Malaysia and Hong Kong.

Menara Haw Par, a 32-storey freehold commercial building in Kuala Lumpur, has a

net lettable area of 15,659 square metres. Occupancy rates fell during the year owing

to an office glut situation in Malaysia which persists in 2001.

Three office/industrial units at the Westlands Centre with a net lettable area of 475

square metres.

Property ��

From left:

The redeveloped

Haw Par Centre is

a modern office complex.

�� !"#$%&�� !

Singapore ��

Malaysia �� !�� !�� !�� !�� !

Hong Kong ��

�� !"#$�� !"#$%�� !" TRINNS�� !"#$%&'

�� !"#$%&'()*+�� !"#$�� !"#$��

�� !"��#


�� !"#$Investment & Power Generation

The Group has substantial investments in various forms of securities and actively

manages its surplus funds under the guidance of the Investment Committee.

Overall, the Group’s investments have grown significantly over the years and unrealised

valuation surplus stood at a healthy $550 million at the end of 2000.

Scott & English Limited (S&E) is a supplier of diesel generating sets with over 50

years experience in the design, assembly, installation and supply of its own high

quality and ISO 9001 certified brands like Cumford-Turbo and Stargen power

generation equipment/systems to more than 40 countries around the world.

S&E is the authorised Generator Set Original Equipment Manufacturer (GOEM) for

established engine manufacturers including Cummins (USA), Perkins (UK), Volvo-

Penta (Sweden), MTU (Germany), Deutz (Germany) and other reputable engines.

In 2000, S&E set up its Shanghai Representative Office and obtained a licence from

the Ministry of Information Industry of the People’s Republic of China as the qualified

generator sets supplier to supply its diesel generator sets to China Telecommunication

Industry. In the same year, S&E was also awarded two prestigious projects in Singapore

– the Novena Square and Singapore Exchange Centre – to supply and install Cumford-

Turbo diesel generator sets and switchgear.

The company is on the lookout for strategic partners to grow its scope of business.

From right:

Highly qualified

technician conducts

regular maintenance of

power generator.

�� !"#$%&'

Investments ��

�� !"#$%&'()*+�� !"#$%&'()*�� !"#$

�� OMMM�� !"#$%&'()*&+, R� RMMM��

�� !"#$%&' ()RM�� !"#$%&'()*+�� !"

�� QM�� !"#$%&'()*+,-./

Power Generation �� !


People & The Community�=�=�=�=�

As par t o f i t s cont r ibut ion to

community serv ice , the Group

continued to support charitable

organisations and the local performing

arts. Sponsorships in various forms

were made to the Community Chest of

Singapore, Dover Park Hospice,

Methodist Welfare Services, Spastic

Children’s Association, AWWA Elderly

Care Services and the Singapore

Lyric Opera.

In support of the preservation of wildlife and

endangered animals, the Group continues to

sponsor the Malayan tiger exhibits at the Night

Safari and the Persian leopards at the Singapore

Zoological Gardens.

People & The Community

The Human Resource Department

continues to emphasise staff training

and development programmes.

During the year, an e-Business

workshop was organised for top

management staff in the Group.

Activities to promote team spirit

and camaraderie amongst staff

were planned on a regular basis.

Among the activities organised by

the Sports Club in 2000 were a

weekend cruise, inter-company bowling competition, a trip to Penang and the

Annual Dinner & Dance.

From right top:

Staff performance to usher

in the Millennium.

�� !"#$%&�� !

From right bottom:

Sponsorship of the Tigers

(“Haw”) & Leopards (“Par”)

at the Night Safari &

Singapore Zoological Gardens.

�� !"#$%#&'(�� “ � ” � “ � ”

Human Resource �� !�� !�� !�� !�� !

Community Relations �� !�� !�� !�� !�� !

�� !"#$%&'(�� !"#$

�� !�� !"#$%�� !"#$

�� !"#$%"&

�� !"


Financial Review

Overall FinancialPerformance 26

Return onAssets Employed 26

Segmental Performance 27

Financial Position 29

Financial Review

Overall FinancialPerformance & Return onAssets EmployedOverall Financial Performance

Group earnings increased by 2% over last year to $41.7 million

whilst pre-tax profit dipped 3% to $58.4 million. The Group

enjoyed a lower effective tax rate as a result of a special tax-

exempt dividend income but also saw lower profits in the

second half of the year from reduced investment income.

Interest expenses increased by 16% to $7.4 million mainly as

a result of higher bank borrowing rates.

Group turnover of $158.1 million was 6% below last year due

mainly to a shortfall of $10.2 million as a result of not

accounting for the turnover of Asian Computer Services

following its merger with UIC Technologies in October 2000.

The extraordinary loss of $12.8 million includes a provision

of $13.6 million for a diminution in value of the long term

investment in Camerlin (BVI) and closure costs of $2.0 million for certain leisure

businesses, offset by a gain of $2.6 million on the disposal of the 20% interest in

an associated company, Mundo Submarino.

Return on Assets EmployedThe Group applies a Return on Assets Employed (ROA) measure to evaluate the

performance of its business segments.

In 2000, overall Group ROA was maintained at 7.5%. Healthcare and Leisure

divisions reported improved ROAs as a result of higher profits and efficient

utilisation of assets respectively. However, lower profits caused a slight decrease

in the ROAs of the property and investments divisions.

Segment Profits Before Tax

30.0

25.0

20.0

15.0

10.0

5.0

0

$million

Healthcare

1999

15.3

10.99.6 8.5

8.1

28.0 27.3

17.1

Leisure Property Investments

2000

Return on Assets Employed

0

5.0

10.0

15.0

20.0%

HealthcareGroup

1999

7.6

15.115.7

10.2 10.65.9 5.7

6.7 6.5

7.5

Leisure Property Investments

2000


Financial Review

Healthcare (Sales by Markets)

Underwater World Singapore (Number of Visitors)

Segmental PerformanceHealthcare division recorded a 12% increase in pre-tax profit to $17.1 million on a

slight rise in turnover of 2% to $58.6 million. Sales of Tiger brand products to the

Americas, mainly U.S. and Canada, saw strong growth of 33%

whilst those to Europe and Middle East were maintained.

However sales to Asia were down 6% due to difficult market

conditions in certain countries such as Japan, China and Taiwan.

Overall, the higher sales were also helped by the launch of new

products such as Tiger Balm Soft and Tiger Medicated Plaster.

Generic drug sales improved by 5% to $11.0 million due to better

demand from the Singapore and Hong Kong markets.

The increase in pre-tax profit was contributed by higher

interest income and sales with gross margin and expenses

maintained close to previous year’s level. Higher interest

income was achieved through higher returns of about 4.0%

on its cash deposits and short term investments placed with

professional fund managers.

Leisure division achieved a 5% increase in turnover to $37.4 million but pre-tax

profit decreased by 12% to $9.6 million. The number of visitors to Underwater

World Singapore (UWS) decreased to 1.59 million versus 1.63 million for the

previous year. However, it was able to increase turnover by $2.4 million mainly

through an increase in its entry ticket price to reflect the addition of a new

attraction, Dolphin Lagoon.

Pre-tax profit for leisure division decreased mainly due to increase in operating

costs for new attractions in UWS and lower contribution from the bowling centres

in Malaysia as a result of closure costs for one of its centres.

50.0

40.0

30.0

20.0

10.0

0

1999

10.0

5.2 5.1 4.4 4.5

0.6 0.9

2000

AmericaAsia Europe Middle East Others

39.438.2

7.5

$million

2.0

1.5

1.0

0.5

0

million

1998 1999 2000

1.55 1.63 1.59


Financial Review

Segmental Performance (cont’d)

Property income was affected by the

depressed market for office premises in

Malaysia but this was offset by the higher

contribution from the refurbished Haw

Par Centre. The Group’s properties in

Singapore general ly enjoyed high

occupancy rates but its only office

building in Malaysia saw a sharp decline.

There are plans to refurbish and enhance

the image of the building to improve its

occupancy rate.

Investment income was flat as higher

dividend income of $35.5 million offset

losses incurred on sale of short term

investments of $3.8 million. The Group

received a special tax-exempt dividend income of $16.0 million from its

investment in shares of United Overseas Bank.

The Group’s investment portfolio ended the year with a healthy surplus of about

$550 million in market value over book value.

Other operations, comprising power generation and information technology,

were affected by lower sales and margins due to stiff market competition.

Property (Building Occupancy Rates)

Investments (Market Value vs Book Value)

1,400

1,200

1,000

800

600

400

200

0

$million

1999 2000

38.2

485.6

1,136.5

464.0

1,012.3

Book Value Market Value

100.0

80.0

60.0

40.0

20.0

0

38.2

1999

2000

Haw ParCentre

Haw Par Glass Tower

Haw ParTechnocentre

Setron Building

Menara Haw Par

41.7

92.3

73.467.4

91.3 92.089.8

99.5

67.1

41.3

%


Shareholders’ Funds & Borrowings

700

600

500

400

300

200

100

0

Short -term & Long-term Borrowings Shareholders Funds

1999 2000

218.9

524.0

211.8

548.4

41.8% 38.6%

$million

Financial Review

Financial Position

As at 31 December 2000, the shareholders’ funds of the Group amounted to $548.4

million, an increase of $24.4 million from a year ago. The increase was attributed

mainly to net profit after dividend of $7.5 million, revaluation surplus for

investment properties of $13.8 million and share capital and premium for new

shares issued of $1.9 million. The shareholders’ funds per share accordingly

increased to $2.89 from $2.78 in the previous year.

The short and long term borrowings of the Group decreased by $7.1 million to

$211.8 million whilst cash and deposits with banks increased by $20.1 million

to $96.7 million. The positive cash flow position was contributed mainly by net

cash generated from operations of $39.2 million and proceeds received from

maturity of bonds of $14.6 million less payment of dividends to shareholders

of $21.1 million.


Investor Information

Share Price & Trading Volume1996 1997 1998 1999 2000

Share Price ($)

last done 3.18 2.18 1.85 3.04 3.62

high 3.58 3.36 2.25 3.20 3.76

low 2.83 1.97 1.02 1.78 2.00

Per share

Earnings (cents) 18.0 13.6 8.9 21.8 22.1

Dividends, net (cents) 8.1 8.1 8.1 11.1 11.3

Dividend cover (times) 2.2 1.7 1.1 2.0 2.0

Net tangible assets ($) 3.30 3.33 2.78 2.75 2.87

10,000

9,000

8,000

7,000

4,000

3,000

2,000

1,000

0

6,000

5,000

Volume ('000)

Trading Volume Share Price

1996 1997 1998 1999 2000

Share Price ($)

4.50

4.00

3.50

3.00

2.50

2.00

1.50

1.00

0.50

0


The Company is committed to ensuring high standards of corporate governance for

the protection of shareholders’ interests and to promote investor confidence.

Board of DirectorsThe Board comprises nine Directors, of whom three are executive and six are non-

executive. It meets at least four times a year.

The Board oversees the businesses and affairs of the Group, approves the strategic

plans, key operational and financial matters and major investments of the Group, and

reviews its financial performance. Through Board meetings and various committees,

the Board monitors the performance of the Group and safeguards its assets.

Audit CommitteeThe Audit Committee comprises three Directors, all of whom are non-executive and

independent of management.

The Committee meets with management and the external and internal auditors at

least twice a year. The functions of the Committee, among other things, include:

1. reviewing the audit plans of the internal and external auditors; the Group’s draft

interim and annual financial statements as well as announcements prior to

submission to the Board for adoption; and related party transactions;

2. considering the internal and external auditors’ reports and to make

recommendations if appropriate; and

3. recommending the appointment of external auditors and the fees payable.

Investment CommitteeThe Investment Committee comprises four Directors, of whom three are executive

and one is non-executive. It meets fortnightly to review the Group’s portfolio and

strategic investments and major investment decisions, and supervises the investment

department on investment strategies.

Executive CommitteeThe Executive Committee comprises three executive Directors. It meets when

necessary to review the management of the Group’s operations and the progress of

corporate development projects.

Administering CommitteeThe Administering Committee comprises three non-executive Directors. It approves

the quantum of share options to be granted to eligible managerial staff, based on

their performance and contribution to the Group.

Dealings in Securities of the CompanyThe Company prohibits dealings in securities of the Company by officers while in

possession of unpublished material price-sensitive information in relation to those

securities. It has also adopted the Best Practices Guide on Dealings in Securities

issued by the Singapore Exchange Securities Trading Limited, which prohibits officers

from dealing in securities of the Company during the period commencing one month

before the announcement of the Company’s annual or half-year results, as the case

may be, and ending on the date of announcement of the relevant results.

Corporate Governance

Corporate Governance


Statutory Reports and Accounts

Repor t o f the Directors 34

Statement by Directors 41

Audi tor ’s Repor t 42

Prof i t and Loss Accounts 43

Ba lance Sheets 44

Statements o f Recogn i sed Ga ins and Losses 45

Conso l idated Cash F low Sta tement 46

Notes to the F inanc ia l S ta tements 48

3 4 Haw Par Corporat ion L imited

The Directors present their report together with the audited financial statements of the Group and of the Company

for the year ended 31 December 2000.

Principal Activities

The Company is the owner of the “Tiger” trademarks and the holding company for the Group. Its principal activities

are licensing of the “Tiger” trademarks, provision of management and support services to members of the Group

and owning investments for long term holding purposes.

The principal activities of the Group are as follows:

(a) manufacturing, marketing and trading healthcare products;

(b) trading in sports and leisure-related products and services, information technology products and services

and power generation equipment; and

(c) investment in property, investment holding and dealing in securities.

There have been no significant changes in the nature of these activities during the financial year.

Results for the Financial Year

(In Singapore dollars) Group Company$’000 $’000

Profit after taxation 44,714 26,274

Minority interests (2,979) –

Earnings for the year 41,735 26,274

Extraordinary items (12,824) (1,071)

Net profit for the year 28,911 25,203

Transferred to statutory reserve (23) –

Profit attributable to shareholders 28,888 25,203

In the opinion of the Directors, the results of the Group and of the Company have not been affected by any item,

transaction or event of a material and unusual nature during the financial year other than the extraordinary items

as disclosed in note 7 to the financial statements.

There were no material transfers to or from reserves during the financial year other than those disclosed in note

8 to the financial statements. There were no material transfers to or from provisions during the financial year

except for normal amounts set aside for such items as depreciation, provisions for doubtful debts, stocks, property,

plant and equipment and income tax as disclosed in the financial statements.

Issue of Shares and Debentures

(a) Share capital of the Company

During the financial year, the Company increased its issued ordinary share capital to $189,687,526 by the

issue of the following shares of $1.00 each fully paid:

(i) 448,758 shares at $1.84 each for cash by virtue of the exercise of Warrants 2001; and

(ii) 427,500 shares for cash at a premium of $624,205 by virtue of the exercise of share options, pursuant to

The Haw Par Corporation Group Executives’ Share Option Scheme.

Repor t o f the Directors

3 5Haw Par Corporat ion L imited

Issue of Shares and Debentures (cont’d)

(b) Share capital of subsidiary companies

(i) During the financial year, Recreational Investment (1992) Pte Ltd issued:

• 50,145,455 ordinary shares of $1.00 each at par by conversion of loans due to the Company into

capital; and

• 732,543 ordinary shares of $1.00 each at par for cash to fund working capital.

(ii) During the financial year, Haw Par Healthcare Limited issued 129,000 ordinary shares for cash at a premium

of $0.90 (average) by virtue of the exercise of share options.

(c) 2% Term Loan (with embedded bond call option) and Warrant Issue due 2001

Under a Transferable Term Loan Facility and Subscription Agreement dated 18 April 1996, the Company was

granted an unsecured term loan of $100,000,000 at a fixed interest rate of 2% per annum, maturing on 24 July

2001. In consideration of the grant by the lender of the said facility, the Company:

(i) issued 18,045,499 warrants (“Warrants 2001”) to registered shareholders of the Company on the basis of

1 Warrant 2001 for every 10 shares held at $0.85 per warrant. The Warrants 2001 were constituted under a

Deed Poll dated 17 June 1996 and each Warrant 2001 entitles the holder to subscribe at any time on or

before 24 July 2001 for one new ordinary share of $1.00 each in the share capital of the Company at an

exercise price of presently $1.84 per share.

(ii) granted to the lender a bond call option pursuant to which it may from time to time require the Company

to issue 2% unsecured bonds due July 2001 (“Bonds 2001”) in such principal amounts not exceeding in

aggregate the outstanding amount of the term loan. The Bonds 2001 when issued shall be for a term

equivalent to the unexpired period of the term loan and will result in a corresponding reduction in the

outstanding amount of the loan. The Bonds 2001, when issued, will either be retained by the lender or

placed privately by the lender with financial institutions and sophisticated investors. The Bonds 2001,

which were constituted under a Trust Deed dated 17 June 1996, will be redeemed at 100% of their principal

amount on 24 July 2001.

Up to the end of the financial year, $5,000,000 Bonds 2001 have been issued by the Company by virtue of

the exercise of the bond call option.

Options on Shares in the Company

The particulars of share options and warrants of the Company are as follows:

(a) Under The Haw Par Corporation Group Executives’ Share Option Scheme (“the Scheme”), options to take up

1,039,000 unissued shares of $1.00 each in the Company were outstanding as at 31 December 2000:

Number of shares covered by the options

Balance at1.1.00 or

Date of later date Balance at Exercise Exercisegrant of grant Cancelled Exercised 31.12.00 Price Period

17.4.95 34,500 12,000 22,500 – $2.83 17.4.1996 – 16.1.2000

17.5.96 226,000 6,000 100,000 120,000 $3.46 17.5.1997 – 16.2.2001

13.5.97 336,000 31,000 – 305,000 $3.22 13.5.1998 – 12.2.2002

19.5.98 198,000 – 164,000 34,000 $1.86 19.5.1999 – 18.2.2003

16.4.99 305,000 1,000 141,000 163,000 $2.39 16.4.2000 – 15.1.2004

28.4.00 457,000 40,000 – 417,000 $2.65 28.4.2001 – 27.1.2005

1,556,500 90,000 427,500 1,039,000

Details of options granted prior to 2000 have been disclosed in the Directors’ Reports for the respective years.



Options on Shares in the Company (cont’d)

In 2000, options to take up 457,000 unissued shares in the Company at the price of $2.65 per share were

granted pursuant to the Scheme. The Directors who were granted such options are disclosed under the

information on Directors’ interests in this report.

During the financial year, 427,500 shares were issued by virtue of the exercise of options and options to take

up 90,000 unissued shares were cancelled, the details of which are set out above.

The Committee administering the Scheme comprises Mr Wee Cho Yaw, Mr Sat Pal Khattar and Mr Hwang

Soo Jin. No options have been granted to controlling shareholders or their associates or parent group

employees. Save as set out below, no employee received 5 per cent or more of the total number of options

available under the Scheme.

The information on Directors of the Company participating in the Scheme is as follows:

Hong Hai Wee Ee Lim Chng Hwee Hong

Options granted during the financial year 80,000 36,000 48,000

Aggregate options granted since commencement

of the Scheme to the end of the financial year 780,000 234,000 390,000

Aggregate options exercised since commencement

of the Scheme to the end of the financial year 425,000 80,000 168,000

Aggregate options that have expired since

the commencement of the Scheme 135,000 32,000 40,000

Aggregate options outstanding

as at the end of the financial year 220,000 122,000 182,000

The Scheme expired on 17 April 2001, but options already granted under the Scheme remain exercisable

until the end of the relevant option period.

(b) During the financial year, 448,758 new shares were issued at a subscription price of $1.84 per share by virtue of the

exercise of 448,758 Warrants 2001. There were 16,049,224 outstanding Warrants 2001 as at 31 December 2000.

Options on Shares in Subsidiary Company

The particulars of share options of a subsidiary company are as follows:

Haw Par Healthcare Limited (“HPH”)

Under The Haw Par Healthcare Group Executives’ Share Option Scheme (“the HPH Scheme”), options to take up

365,000 unissued shares of $0.20 each in HPH were outstanding as at 31 December 2000:

Number of shares covered by the options

Balance at1.1.00 or

Date of later date Balance at Exercise Exercisegrant of grant Cancelled Exercised 31.12.00 Price Period

17.4.95 36,000 36,000 – – $1.70 17.4.1996 – 16.1.2000

17.5.96 90,000 – – 90,000 $2.40 17.5.1997 – 16.2.2001

13.5.97 96,000 – – 96,000 $1.74 13.5.1998 – 12.2.2002

19.5.98 39,000 – 24,000 15,000 $1.01 19.5.1999 – 18.2.2003

16.4.99 137,000 5,000 105,000 27,000 $1.12 16.4.2000 – 15.1.2004

28.4.00 149,000 12,000 – 137,000 $1.41 28.4.2001 – 27.1.2005

547,000 53,000 129,000 365,000



Options on Shares in Subsidiary Company (cont’d)

In 2000, options to take up 149,000 unissued shares in HPH at the price of $1.41 per share were granted pursuant

to the HPH Scheme.

During the financial year, 129,000 shares were issued by virtue of the exercise of options and options to take up

53,000 unissued shares were cancelled, the details of which are set out above.

The HPH Scheme expired on 17 April 2001, but options already granted under the HPH Scheme remain exercisable

until the end of the relevant option period.

Dividends

(In Singapore dollars)

During the financial year, the following dividends were paid by the Company:

$’000

(a) Final dividend of 10% less tax of 25.5% in respect of the previous year

as proposed in the report of the Directors of that year 14,076

(b) An interim dividend of 5% less tax of 25.5% in respect of the year under review 7,041

21,117

The Directors are recommending a final dividend of 10% less tax of 24.5%

in respect of the year ended 31 December 2000 14,322

Directors

(a) The following Directors are in office at the date of this report:

Wee Cho Yaw (Chairman)

Hong Hai (President & Chief Executive Officer)

Wee Ee Lim (Deputy President)

Chng Hwee Hong (Executive Director & Chief Operating Officer)

Hwang Soo Jin

Lee Suan Yew

Lim Kee Ming

Sat Pal Khattar

Tan Eng Joo

(b) The Directors holding office at 31 December 2000 had no interests in the shares, warrants, share options in or

debentures of the Company and/or its subsidiary companies as recorded in the register of Directors’

shareholdings kept by the Company under Section 164 of the Companies Act, Cap. 50 except as follows:

Holdings registered in the Holdings in which Directors arenames of Directors as at deemed to have an interest as at

1.1.2000 31.12.2000 21.1.2001 1.1.2000 31.12.2000 21.1.2001

Interest in the Company’s shares of $1.00 each

Wee Cho Yaw 275,000 275,000 275,000 257,070 4,815,070 4,815,070

Hong Hai 120,000 120,000 120,000 – – –

Wee Ee Lim 35,200 83,200 115,200 257,070 4,615,070 4,615,070

Chng Hwee Hong 32,400 52,400 60,400 – – –

Hwang Soo Jin 22,000 30,000 30,000 – – –

Sat Pal Khattar 55,000 55,000 55,000 14,520 14,520 14,520

Tan Eng Joo 50,000 50,000 50,000 – – –




Directors (cont’d)

Holdings registered in the Holdings in which Directors arenames of Directors as at deemed to have an interest as at

1.1.2000 31.12.2000 21.1.2001 1.1.2000 31.12.2000 21.1.2001

Warrants 2001 convertible into the Company’s shares of $1.00 each

Wee Cho Yaw 27,500 27,500 27,500 25,773 25,773 25,773

Wee Ee Lim 3,520 3,520 3,520 25,773 25,773 25,773

Chng Hwee Hong 3,240 – – – – –

Hwang Soo Jin 2,200 – – – – –

Sat Pal Khattar 5,500 5,500 5,500 1,452 1,452 1,452

Tan Eng Joo 4,000 – – – – –

Options to subscribe for the Company’s shares of $1.00 each

Hong Hai 260,000 220,000 220,000 – – –

Wee Ee Lim 134,000 122,000 90,000 – – –

Chng Hwee Hong 178,000 182,000 154,000 – – –

Interest in Haw Par Healthcare Limited’s shares of $0.20 each

Wee Cho Yaw 50,000 50,000 50,000 – – –

Hong Hai 100,000 200,000 200,000 – – –

Wee Ee Lim 23,000 23,000 23,000 – – –

Hwang Soo Jin 10,000 33,000 33,000 – – –

Sat Pal Khattar 50,000 50,000 50,000 – – –

Tan Eng Joo 40,000 50,000 50,000 – – –

(c) Neither at the end of the financial year, nor at any time during the year, did there subsist any arrangements to

which the Company is a party, whereby Directors might acquire benefits by means of the acquisition of

shares, warrants, share options in or debentures of the Company or any other body corporate, other than

pursuant to The Haw Par Corporation Group Executives’ Share Option Scheme.

(d) Since the end of the previous financial year, no Director has received or has become entitled to receive

benefits required to be disclosed by Section 201(8) of the Companies Act, Cap. 50 by reason of a contract

made by the Company or its subsidiary companies with the Director or with a firm of which he is a member or

with a company in which he has a substantial financial interest except those disclosed in notes 4, 26 and 27

to the financial statements.

Subsidiary Companies

(a) Disposal of subsidiary companies by the Company:

Interest Net tangibleName of subsidiary company disposed asset/ (liability) Consideration

% $ $

Asian Computer Services Pte Ltd 100 5,156,014

4,818,458

Newtech Business Systems Pte Ltd 100 (120,169)


Subsidiary Companies (cont’d)

(b) Incorporation of subsidiary companies by subsidiary companies:

Group’s Total shareName of subsidiary company interest therein capital issued Consideration

% $

Haw Par Healthcare Limited(immediate parent company)Tiger Balm Kabushiki Kaisha 60 JPY 10,000,000 96,099

Underwater World Attractions Pte Ltd(formerly known as Eng Aun Tong Pte Ltd)(immediate parent company)Underwater World (Thailand) Ltd 49 THB 10,000 201

Underwater World (Thailand) Ltd(immediate parent company)Underwater World Pattaya Ltd 46.6 THB100,000,000 * 1,125,875

(called up THB 51,000,000)

* As at the end of the financial year, only 51% of the total issued share capital has been called. Accordingly, the consideration of

$1,125,875 paid by the Group as at the end of the financial year represents its share of the called up share capital.

Underwater World (Thailand) Ltd and Underwater World Pattaya Ltd are considered as subsidiary companies

on the basis that the Group has the power to cast the majority of the votes at the board meetings.

(c) The subsidiary companies, Tiger Balm (Hong Kong) Limited and The Proshop Sdn Bhd, were liquidated/

struck-off during the financial year.

(d) The subsidiary companies, Recreational Investment (1992) Pte Ltd and Spa Development Pte Ltd, were placed

under voluntary liquidation after the financial year end.

(e) The subsidiary company, Regina Haw Par Pte Ltd, was liquidated after the financial year end.

Asset Values of the Group and the Company

Before the profit and loss account and balance sheet of the Company were made out, the Directors took

reasonable steps:

(a) to ascertain that proper action had been taken in relation to bad and doubtful debts and have satisfied

themselves that all known bad debts had been written off and that adequate provisions had been made for

doubtful debts; and

(b) to ensure that any current assets which were unlikely to realise their book value in the ordinary course of

business had been written down to their estimated realisable values.

At the date of this report, the Directors are not aware of any circumstances which would render the amounts

written off for bad debts or the amounts provided for doubtful debts in the Group inadequate to any substantial

extent or the values attributable to current assets in the consolidated financial statements of the Group misleading.

Other Circumstances Affecting the Financial Statements

At the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in this report

or the financial statements of the Group and of the Company which would render any amount stated in the

consolidated financial statements of the Group and the financial statements of the Company misleading.



Unusual Items After the Financial Year

In the opinion of the Directors, no item, transaction or event of a material and unusual nature has arisen in the

interval between the end of the financial year and the date of this report which is likely to affect substantially the

results of the Group and of the Company for the financial year in which this report is made.

Charges and Contingent Liabilities

No contingent or other liability has become enforceable or is likely to become enforceable within the period of

twelve months after the end of the financial year which, in the opinion of the Directors, will or may affect the

ability of the Group and of the Company to meet their obligations as and when they fall due.

As at the date of this report:

(a) there are no material contingent liabilities which have arisen since the end of the financial year in respect of

any corporation in the Group and the Company other than in the normal course of business; and

(b) there are no charges on the assets of any corporation in the Group and the Company which have arisen since

the end of the financial year which secure the liabilities of any other person.

Audit Committee

The Audit Committee carried out its functions in accordance with the Companies Act, Cap. 50, which included a

review of the financial statements of the Group and the Company for the year and the auditors’ report thereon.

The Audit Committee has recommended to the Board of Directors the re-appointment of Ernst & Young, Certified

Public Accountants, as external auditors of the Company.

Auditors

Ernst & Young have expressed their willingness to accept re-appointment as auditors of the Company and a

resolution proposing their re-appointment will be submitted at the Annual General Meeting.

On behalf of the Board,

Wee Cho Yaw

Chairman

Hong Hai

President & Chief Executive Officer

Singapore

7 March 2001



We, Wee Cho Yaw and Hong Hai, being two of the Directors of Haw Par Corporation Limited do hereby state that,

in the opinion of the Directors:

(i) the balance sheets, profit and loss accounts, statements of recognised gains and losses, and consolidated

cash flow statement together with the notes thereto, set out on pages 43 to 76, are drawn up so as to give a

true and fair view of the state of affairs of the Company and of the Group as at 31 December 2000, and the

results of the Company and the Group, and the cash flow of the Group, for the year ended 31 December 2000;

and

(ii) at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay

its debts as and when they fall due.

On behalf of the Board,

Wee Cho Yaw

Chairman

Hong Hai

President & Chief Executive Officer

Singapore

7 March 2001

Sta tement by Directors

Pursuant to Section 201(15)


We have audited the financial statements of Haw Par Corporation Limited set out on pages 43 to 76. The financial

statements comprise the balance sheets of the Company and the Group as at 31 December 2000, the profit and

loss accounts and the statements of recognised gains and losses of the Company and the Group and the cash

flow statement of the Group for the year then ended 31 December 2000, and the notes thereto. These financial

statements are the responsibility of the Company’s Directors. Our responsibility is to express an opinion on

these financial statements based on our audit.

We conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require that we

plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of

material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and

disclosures in the financial statements. An audit also includes assessing the accounting principles used and

significant estimates made by the Directors, as well as evaluating the overall financial statement presentation.

We believe that our audit provides a reasonable basis for our opinion.

In our opinion,

(a) the financial statements are properly drawn up in accordance with the provisions of the Singapore Companies

Act (“Act”) and Singapore Statements of Accounting Standard and so as to give a true and fair view of:

(i) the state of affairs of the Company and of the Group as at 31 December 2000, the results of the Company

and of the Group and the cash flows of the Group for the year ended on that date; and

(ii) the other matters required by Section 201of the Act to be dealt with in the financial statements and

consolidated financial statements;

(b) the accounting and other records, and the registers required by the Act to be kept by the Company and by

those subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in

accordance with the provisions of the Act.

We have considered the financial statements and auditors’ reports of all subsidiaries of which we have not acted

as auditors, being financial statements included in the consolidated financial statements. The names of those

subsidiaries audited by our associated firms and those audited by other firms are stated in Note 33.

We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial

statements of the Company are in form and content appropriate and proper for the purposes of the preparation

of the consolidated financial statements and we have received satisfactory information and explanations as

required by us for those purposes.

The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and

in respect of subsidiaries incorporated in Singapore did not include any comment made under Section 207(3) of

the Act.

ERNST & YOUNG

Certified Public Accountants

Singapore

7 March 2001

Audi tor ’s Repor t

to the members of Haw Par Corporation Limited


The accounting policies and explanatory notes on pages 48 to 76 form an integral part of the financial statements.

(In Singapore dollars) Group Company

Notes 2000 1999 2000 1999

$’000 $’000 $’000 $’000

Turnover 2 158,120 168,027 – 1,383

Cost of sales (76,106) (84,073) – (1,355)

Gross profit 82,014 83,954 – 28

Other income 3 38,302 38,959 47,283 31,523

Sales and marketing expenses (27,221) (29,789) – –

Warehouse and delivery expenses (1,403) (1,429) – –

Manufacturing and operating expenses (4,599) (4,441) – –

General and administrative expenses (22,005) (21,747) (5,117) (5,212)

Profit from operations 4 65,088 65,507 42,166 26,339

Finance costs 5 (7,374) (6,352) (5,312) (5,344)

Share of results of associated companies 643 991 – –

Profit before taxation 58,357 60,146 36,854 20,995

Taxation 6 (13,643) (16,384) (10,580) (6,242)

Profit after taxation 44,714 43,762 26,274 14,753

Minority interests (2,979) (2,815) – –

Earnings for the year 41,735 40,947 26,274 14,753

Extraordinary items 7 (12,824) (10,965) (1,071) (98)

Net profit for the year 28,911 29,982 25,203 14,655

Transferred to statutory reserve 8 (23) (25) – –

Profit attributable to shareholders 8 28,888 29,957 25,203 14,655

Earnings per share for earningsbefore extraordinary items 10

– Basic 22.1 cts 21.8 cts

– Diluted 21.4 cts 21.2 cts

Earnings per share for earningsafter extraordinary items 10



Pro f i t and Loss Accounts

for the year ended 31 December 2000



Notes 2000 1999 2000 1999

$’000 $’000 $’000 $’000

Non-current assets

Property, plant and equipment 11 31,666 38,676 339 383

Investment properties 12 184,294 170,828 – –

Trademarks 13 3,373 3,357 2,000 2,000

Subsidiary companies 14 – – 405,821 431,294

Associated companies 15 5,794 7,237 4,818 –

Long term investments 16 329,340 358,453 42,022 40,350

Deferred expenditure 17 952 947 – –

555,419 579,498 455,000 474,027

Current assets

Stocks and work-in-progress 18 16,134 17,999 – –

Debtors 19 32,487 35,248 243 870

Tax recoverable 12,383 10,702 7,671 5,733

Short term investments 20 134,669 127,099 – –

Deposits with banks and financial institutions 79,962 65,017 5 5

Cash and bank balances 16,690 11,496 873 366

292,325 267,561 8,792 6,974

Current liabilities

Creditors 21 32,400 46,363 2,805 3,013

Taxation 12,222 17,286 – –

Short term borrowings 22 210,630 117,594 164,697 87,662

Proposed dividend, net 14,322 14,066 14,322 14,066

269,574 195,309 181,824 104,741

Net current assets/(liabilities) 22,751 72,252 (173,032) (97,767)

Non-current liabilities

Deferred taxation 23 2,453 2,132 – –

Long term loans 24 1,147 101,290 – 100,000

(3,600) (103,422) – (100,000)

Net assets 574,570 548,328 281,968 276,260

Capital and reserves

Share capital 25 189,688 188,811 189,688 188,811

Reserves 8 358,735 335,156 92,280 87,449

Share capital and reserves 548,423 523,967 281,968 276,260

Minority interests 26,147 24,361 – –

574,570 548,328 281,968 276,260


Ba lance Sheets

as at 31 December 2000



Notes 2000 1999 2000 1999

$’000 $’000 $’000 $’000

Recognised in revaluation reserve 8

Surplus/(deficit) on revaluation of

investment properties 13,832 (13,481) – –

Adjustments on currency realignment 165 45 – –

Recognised in revenue reserve 8

Goodwill paid on additional investment

in subsidiary companies (200) (751) – –

Dilution of interest in a subsidiary

company (75) (38) – –

Recognised in foreign currencytranslation reserve 8

Exchange differences on translation

of the financial statements of

foreign entities (net) 939 227 – –

Reversal to profit and loss accounts on

disposal of a subsidiary company and

an associated company 315 – – –

Net gains/(losses) not recognised inthe profit and loss accounts 14,976 (13,998) – –

Net profit for the year 28,911 29,982 25,203 14,655

Total recognised gains and losses 43,887 15,984 25,203 14,655


Sta tements o f Recogn i sed Ga ins and Losses




2000 1999

$’000 $’000

Cash flows from operating activities:

Profit before taxation 58,357 60,146

Adjustments for:

Depreciation of property, plant and equipment 5,965 5,473

Amortisation of trademarks 57 65

Amortisation of deferred expenditure 320 348

Amortisation of long term investment 9 –

Loss on sale of property, plant and equipment 435 4

Share of results of associated companies (643) (991)

Investment and interest income (40,434) (16,785)

Loss/(profit) on sale of short term investments 3,844 (19,395)

Finance costs 7,374 6,352

Write back of property tax – 94

Compensation from settlement of legal case (834) (1,538)

Deferred expenditure written off 13 6

Currency realignment (918) 791

Operating profit before working capital changes 33,545 34,570

Decrease in stocks 334 1,953

(Increase)/decrease in debtors (708) 432

(Decrease)/increase in creditors (7,252) 4,112

Net proceeds received from settlement of legal case 437 2,369

Cash generated from operations 26,356 43,436

Interest paid (7,244) (6,953)

Investment and interest income received 39,910 16,864

Taxation paid (19,855) (18,836)

Net cash provided by operating activities 39,167 34,511

Cash flows from investing activities:

Proceeds from sale of an associated company 3,928 –

Proceeds from sale of property, plant and equipment 2,923 41

Proceeds from sale of long term investments 72 4,956

Proceeds from sale of short term investments 224,720 151,843

Proceeds from liquidation of an associated company – 40

Acquisition of a subsidiary company – (31,781)

Advances to a corporation (2,121) (3,142)

Dividends from associated companies – 363

Purchase of long term investments – (10,677)

Purchase of property, plant and equipment (2,166) (3,573)

Purchase of trademarks (47) (64)

Purchase of short term investments (231,759) (185,672)

Deferred expenditure incurred (337) (2)

Refurbishment of investment properties (3,628) (4,004)

Proceeds received from maturity of short term investments 14,567 –

Purchase of remaining stake of a subsidiary company (715) –

Redemption of preference shares in a long term investment 899 –

Redemption of preference shares in an associated company 958 –

Cash outflow from disposal of subsidiary companies (747) –

Net cash provided by/(used in) investing activities 6,547 (81,672)

Conso l ida ted Cash F low Sta tement




2000 1999

$’000 $’000

Cash flows from financing activities:

Payment of dividends to shareholders of the Company (21,117) (19,443)

Proceeds from issue of share capital 1,878 2,623

Proceeds from issue of share capital to minority shareholders of

subsidiary companies 1,084 66

Net repayment of short term borrowings (6,654) (13,549)

Payment of dividends to minority shareholders of subsidiary companies (420) (371)

Net cash used in financing activities (25,229) (30,674)

Net increase/ (decrease) in cash and cash equivalents 20,485 (77,835)

Cash and cash equivalents at beginning of year (note 30) 75,143 152,978

Cash and cash equivalents at end of year (note 30) 95,628 75,143

Summary of effects of subsidiary companies disposed of during the financial year:

Property, plant and equipment (307)

Stocks (1,531)

Debtors (7,802)

Bank and cash balances (747)

Creditors 5,351

(5,036)

Sales consideration * 4,818

Loss on disposal of subsidiary companies at Group level (218)

Cash proceeds from disposal of subsidiary companies –

Cash and cash equivalents disposed (747)

Cash outflow (net) (747)

* Sales consideration is in the form of equity shares in an associated company, UIC Technologies Pte Ltd.


Conso l ida ted Cash F low Sta tement




Summary of Significant Accounting Policies

(a) Basis of Preparation

The financial statements have been prepared in accordance with Singapore Statements of Accounting Standardand the applicable provisions of the Companies Act. In addition, they have been prepared on a historicalcost basis modified by revaluation of certain investment properties and unquoted shares in subsidiary

companies. The financial statements are expressed in Singapore dollars.

(b) Basis of Consolidation

The consolidated financial statements incorporate the financial statements of the Company and all itssubsidiary companies for the year ended 31 December 2000. The accounting year of the Company and all itssubsidiary companies ends on 31 December except for Haw Par Medicals (India) Private Limited (“HPMI”)which has an accounting year ending 31 March as required by the laws of its country of incorporation. Theconsolidated financial statements incorporate HPMI’s audited financial statements as of 31 March and theunaudited management financial statements to 31 December.

The Group’s subsidiary companies are shown in note 33.

Subsidiary companies comprise those companies in which the Group holds more than one half of the votingpower and/or controls the majority composition of the Board of Directors and/or is in a position to exercisecontrolling influence on their financial and operating policies.

The results of subsidiary companies acquired during the year are included from the respective dates ofacquisition; the results of subsidiary companies disposed of are included up to the respective dates of disposal.The excess of the cost of control of a subsidiary company over the book value of the net underlying assetsacquired is dealt with as goodwill arising on consolidation. Such goodwill is written off against reserves inthe year of acquisition. Where the consideration for cost of control of a subsidiary company is the allotmentof shares of the Company, credited as fully paid, the difference between the nominal value of the shares soallotted and the value of the consideration less related expenses is credited to share premium account.

(c) Revenue Recognition

Revenue from the sale of products are recognised upon passage of title to the customer which generallycoincides with their delivery and acceptances. Service revenue is recognised upon rendering of services.Rental income is recognised when due.

(d) Associated Companies

Associated companies are those companies other than subsidiary companies in which the Group holds notless than 20% of the equity as a long term investment, has representation on the Board of Directors and is ina position to exercise significant influence on their management. Investment in associated companies arestated at cost in the Company’s balance sheet unless, in the opinion of the Directors, there has been permanentdiminution in value, in which event they would be written down to a valuation fixed by the Directors. TheGroup’s associated companies are shown in note 33.

The Group’s share of the results of associated companies, based on audited financial statements and/ormanagement financial statements, is included in the consolidated profit and loss account. On acquisition ofan associated company, any difference between the cost of acquisition and the Group’s share of the fairvalues of the net identifiable assets of the associated company is dealt with as goodwill arising on consolidationand written off against reserves in the year of acquisition.

The attributable retained post-acquisition reserves of associated companies are added to investments shownin the Group’s balance sheet. Where the audited financial statements are not co-terminous with those of theGroup, the share of profits is arrived at from the last audited financial statements available and unauditedmanagement financial statements to the end of the Group’s accounting period.

Dividend income from associated companies is accrued on the basis of the dates dividends are declared by

the investee companies.

Notes to the F inanc ia l S ta tements

31 December 2000



Summary of Significant Accounting Policies (cont’d)

(e) Subsidiary Companies

Shares in subsidiary companies are stated at cost unless, in the opinion of the Directors, there has been

permanent diminution in value, in which event they would be written down to a valuation fixed by the Directors.

(f) Long Term Investments

Long term investments are those investments (other than in associated companies) which are not held for

trading. They are stated at cost unless, in the opinion of the Directors, there has been a permanent diminution

in value, in which event they would be written down to a valuation fixed by the Directors. Realised profits and

losses upon disposal of these investments are dealt with in the profit and loss account as extraordinary items.

Dividend income from long term investments is accrued on the basis of the dates dividends are declared by

the investee companies. Interest income from long term investments is accounted for on an accrual basis.

(g) Short Term Investments

Short term investments comprise marketable securities. Collectively, the marketable securities are valued at

the lower of cost less amounts written off and net realisable value. Realised profits and losses and unrealised

net losses in respect of marketable securities are taken to the profit and loss account.

Dividend income from short term investments is accounted for on the basis of the dates dividends are paid

by the investee companies. Interest income on marketable securities is accounted for on an accrual basis.

(h) Property, Plant and Equipment

Property, plant and equipment are stated at cost less accumulated depreciation. The cost of an asset comprises

its purchase price and any directly attributable costs of bringing the asset to working condition for its intended

use. Expenditure for additions, improvements and renewals are capitalised and expenditure for maintenance

and repairs are charged to the profit and loss account.

Profits or losses on disposal of property, plant and equipment, except properties, are included in the operating

profit for the year. Profits or losses on the disposal of properties are treated as extraordinary items in the

profit and loss account.

(i) Investment Properties

Investment properties are held for the primary purpose of producing rental income.

Investment properties are revalued annually by the Directors based on periodic independent professional

valuation on an open market value basis. The net surplus or deficit on revaluation is taken to the revaluation

reserve except when the total revaluation reserve is insufficient to cover any deficit, then such deficit will be

charged to the profit and loss account as an extraordinary item. Upon disposal of an investment property,

the related remaining revaluation surplus is credited to the profit and loss account as part of the gain on sale

of investment property.

For properties under development, the land component is stated at annual valuation whereas the development

expenditure are stated at cost, which includes cost of construction, related overhead expenditure and financing

charges incurred during the period of construction.


31 December 2000




(j) Depreciation

Depreciation of property, plant and equipment is calculated on cost on the straight line basis over their

estimated useful lives. No depreciation is provided on project-in-progress. The estimated useful lives are:

Leasehold land – Over the term of the lease

Leasehold buildings – 50 years or over the term of the lease,

whichever is lower

Lifts, escalators and electrical installations – 10 to 20 years

Plant, machinery and equipment – 10 years

Computer equipment – 4 years

Fixtures and fittings, office equipment and vehicles – 5 years

Marine livestock – 5 years

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

During the year, the Group changed the estimated useful life of its computer equipment from six to four years.

The effect of this change in accounting estimate on the Group’s and the Company’s results is insignificant.

(k) Finance Costs

Finance costs are recognised as expenses in the period in which they are incurred.

(l) Trademarks

The “Tiger” and “Kwan Loong” (“Double Lion”) trademarks are stated at cost. As the current economic value

of these trademarks exceeds cost, it is considered appropriate not to provide for amortisation of these

trademarks. The “PGF” trademarks and licences are amortised over a period of not exceeding 20 years.

(m) Stocks and Work-In-Progress

Stocks are valued at the lower of cost and net realisable value. Cost is arrived at on the first-in-first-out and

weighted average bases. In arriving at the net realisable value, due allowance is made for all deteriorated,

damaged, obsolete and slow moving stocks. Cost of finished stocks and work-in-progress includes direct

materials, labour and the appropriate proportion of variable and fixed manufacturing overheads.

(n) Foreign Currencies

Foreign currency monetary assets and liabilities are converted into Singapore dollars at rates of exchange

closely approximating those ruling at the balance sheet date. Profit and loss account items, where applicable,

are converted at rates closely approximating those ruling at the transaction dates.

All foreign exchange profits and losses arising from conversion are included in the profit and loss account.

Those relating to capital transactions are reflected as extraordinary items.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and

liabilities of the company expressed in Singapore dollars using the exchange rate at the date of the transaction.

For inclusion in the consolidated financial statements, all assets and liabilities and results of foreign subsidiary

and associated companies are translated into Singapore dollars at rates of exchange closely approximating

those ruling at the balance sheet date. Exchange differences arising from such currency translations together

with unrealised gains and losses on the translation of intercompany loans are dealt with through the Group’s

foreign currency translation reserve.


31 December 2000




(o) Deferred Taxation

Deferred tax is accounted for under the liability method whereby the charge for the year is based on the disclosed

book profit after adjusting for all permanent differences. The amount of taxation deferred on account of all

timing differences net of carried forward losses is reflected in the deferred taxation account. Future income tax

benefits arising from unutilised tax losses and capital allowances are recognised in the financial statements

only if there is reasonable assurance that they will be utilised against future taxable profits.

(p) Deferred Expenditure

Deferred expenditure comprises pre-production and preliminary expenses, technology fee paid in advance

for the use of a third party’s technology and advertising and product registration expenses. Pre-production

and preliminary expenses are written off to the profit and loss account on a straight line basis over a 3-year

period commencing from the date of commercial production. Technology fee expense paid in advance for

the use of a third party’s technology is written off on a straight line basis over the contract period which is five

years. Advertising and product registration expenses are written off to the profit and loss account on a

straight line basis over a 3-year and 5-year period respectively.

(q) Leases

Where the Group is the lessee

Leases where the lessor effectively retains substantially all the risk and benefits of ownership of the leased

term, are classified as operating leases. Operating lease payments were recognised as an expense in the

profit and loss accounts on a straight line basis over the lease term.

Where the Group is the lessor

The Group owns certain investment properties, which are tenanted on operating lease terms. These are

classified as investment properties (note 12) on the balance sheet.

Operating lease rental income is recognised in the profit and loss account on a straight line basis over the

respective lease terms.

(r) Cash and Cash Equivalents

Cash and cash equivalents consist of cash at bank and in hand less bank overdrafts and trust receipts but

exclude secured bank overdrafts which are used for financing activities.


31 December 2000



1. Corporate Information

The Company, which is incorporated in Singapore, is the owner of the “Tiger” trademarks and the holdingcompany for the Group. Its principal activities are licensing of the “Tiger” trademarks, provision of managementand support services to members of the Group and owning investments for long term holding purposes.

The registered address of Haw Par Corporation Limited is located at 178 Clemenceau Avenue, #08-00,Haw Par Glass Tower, Singapore 239926.

The principal activities of the Group are as follows:

(a) manufacturing, marketing and trading in healthcare products;

(b) trading in sports and leisure-related products and services, information technology products and servicesand power generation equipment; and

(c) investment in property, investment holding and dealing in securities.

There have been no significant changes in the nature of these activities during the financial year.

The number of employees of the Group and of the Company at 31 December 2000 was 577 and 38 respectively

(1999: 691 and 44).

2. Turnover

Turnover of the Group represents invoiced sales and services, rental income but excludes dividend and interestincome and intra-group transactions. Turnover of the Company represented invoiced sales from trading of“Tiger” products but excludes dividend and interest income. With effect from 1 October 1999, trading of“Tiger” products by the Company ceased upon grant of exclusive distribution rights for certain relevantterritories, to a subsidiary company as referred to note 13 to the financial statements.

Group Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Sales of goods and services 144,325 155,254 – 1,383

Rental income 13,795 12,773 – –

158,120 168,027 – 1,383

3. Other Income

Gross dividends from:Quoted equity investments 35,477 12,148 – –Unquoted equity investments – 130 – 130Subsidiary companies:

Quoted – – 7,144 6,804Unquoted – – 32,339 16,372

Interest income from:Deposits 1,518 1,930 7 10Quoted debentures 2,847 1,912 – –Subsidiary companies – – 4,034 4,341Others 592 665 421 431

Compensation from settlement of legal case 834 1,538 – –Net (loss)/profit on sale of short term investments (3,844) 19,395 – –Service, licence and rental fee 779 935 – 206Miscellaneous income 99 306 – –Management fee from subsidiary companies – – 2,541 2,457Royalty income from subsidiary company – – 797 772

38,302 38,959 47,283 31,523


31 December 2000



4. Profit from Operations

Group Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Profit from operations is stated after:

Crediting:Net exchange gain 15 – – 71

Charging:Depreciation of property, plant and equipment 5,965 5,473 186 158

Net exchange loss – 607 295 –

Net loss on sale of property, plant and equipment 435 4 (8) –

Amortisation of trademarks 57 65 – –

Amortisation of deferred expenditure 320 348 – –

Amortisation of long term investments 9 – – –

Staff costs 22,645 23,334 2,142 2,313

Remuneration of the Directors of the Company 1,463 1,209 1,425 1,171

Auditors’ remuneration:

Auditors of the Company

fees 433 436 130 120

underprovision in respect of prior years 2 – 10 –

non audit fees 178 163 30 50

Other auditors

fees 60 100 – –

non audit fees – 35 – –

Net provision for stock obsolescence 66 289 – –

Pursuant to the requirements of the Singapore Exchange Listing Manual, the remuneration of Directors of the

Company is as follows:

Number of Directors in remuneration bands

2000

Executive Non-ExecutiveDirectors Directors Total

$500,000 and above 1 – 1

$250,000 to $499,999 2 – 2

$0 to $249,999 – 6 6

Total 3 6 9

5. Finance Costs

Group Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Interest on advances from subsidiary companies – – 236 828

Interest on bank overdrafts 26 18 6 8

Interest on other bank borrowings 7,348 6,334 5,070 4,508

7,374 6,352 5,312 5,344


31 December 2000



6. TaxationGroup Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Current taxationCurrent year

Singapore 12,660 15,714 11,080 6,242

Overseas 968 657 – –

13,628 16,371 11,080 6,242

Prior years under/(over) provision

Singapore (535) 1,945 (500) –

Overseas 17 (13) – –

(518) 1,932 (500) –

Deferred taxationCurrent year

Singapore 672 182 – –

Overseas (387) (45) – –

285 137 – –

Prior years over provision in Singapore – (2,318) – –

Associated companies 248 262 – –

13,643 16,384 10,580 6,242

The current year tax charge for the Group was lower than that derived by applying the corporate rate of Singapore

tax because of a special tax-exempt dividend income, offset by losses in certain subsidiary companies and

non-deductible expenses. The 1999 tax charge for the Group is higher than that derived by applying the

corporate rate of Singapore tax because of losses in certain subsidiary companies and non-deductible expenses.

The tax charge for the Company is higher than that derived by applying the corporate rate of Singapore tax

because of non-deductible expenses.

The Group and the Company have not made any provision for Singapore income tax on income earned outside

Singapore and not received therein. If all income earned by the Group and the Company in 2000 and prior

years were to be received in Singapore, the tax that would become payable thereon at the prevailing tax rate

will be approximately $9.11 million for both the Group and the Company (1999: $9.29 million for both the

Group and the Company).

Prior years’ tax losses and capital allowances realised by certain subsidiary companies during the year amounted

to approximately $2.68 million (1999: $3.54 million).

As at 31 December 2000, there were estimated unutilised tax losses amounting to $35.13 million (1999: $30.11

million) available for set-off in the future for certain subsidiary companies. No credit has been recognised in

their financial statements for these unutilised losses and capital allowances.


31 December 2000



7. Extraordinary Items

The following have been credited/(debited) to the profit and loss account as extraordinary items:

Group Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Gain on disposal of an associated company 2,641 – – –Loss on disposal of subsidiary companies (218) – (1,079) –Write back of excess provision made on disposal

of a subsidiary company in prior years – 54 – –Gain on liquidation of a subsidiary company 2 2 8 (90)Writeback/(provision) for write-down in carrying

value of property, plant and equipment 239 (2,500) – –Gain/(loss) on sale of long term investments 72 (7,718) – (8)Loss on liquidation of an associated company – (3) – –Provision for diminution of investment

in an associated company – (800) – –Provision for closure costs of subsidiary companies (2,000) – – –Provision for diminution in value of

long term investments (13,560) – – –

(12,824) (10,965) (1,071) (98)

8. Reserves

Non-distributable reserves

Statutory reserve

Balance at 1 January 150 138 – –

Transferred from profit and loss accounts 23 25 – –

Transfer to revenue reserve – (13) – –

Balance at 31 December 173 150 – –

Share premium

Balance at 1 January 7,371 6,128 7,371 6,128

Premium on exercise of share options 624 317 624 317

Premium on exercise of warrants 377 926 377 926

Balance at 31 December 8,372 7,371 8,372 7,371

Capital reserve

Balance at 1 January 16,492 16,463 38 38

Share premium of a subsidiary company 64 29 – –

Balance at 31 December 16,556 16,492 38 38


31 December 2000



8. Reserves (cont’d)

Group Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Revaluation reserve

Balance at 1 January 64,149 77,585 – –

Adjustments on currency realignment 165 45 – –

Surplus/(deficit) on revaluation

of investment properties 13,832 (13,481) – –

Reversal to revenue reserve arising from

disposal of an associated company (114) – – –

Balance at 31 December 78,032 64,149 – –

Total non-distributable reserves 103,133 88,162 8,410 7,409

The statutory reserve is legally required to be set aside in the countries of incorporation of certain subsidiary

companies. Those laws, restrict the distributability and use of the reserves.

The capital reserve relates to non-distributable profits arising on sale of long term investments as required by

the respective subsidiary companies’ Articles of Association and share premiums arising from issuance of

share capital of certain subsidiary companies.

Distributable reserves

Revenue reserve


Goodwill paid on additional

investment in subsidiary companies (200) (751) – –

Dilution of interest in a subsidiary company (75) (38) – –

Transferred from statutory reserve – 13 – –

Transferred from asset revaluation reserve

due to disposal of an associated company 114 – – –

Profit attributable to shareholders 28,888 29,957 25,203 14,655

Dividends, net (note 9) (21,373) (21,026) (21,373) (21,026)


Foreign currency translation reserve

Balance at 1 January (2,994) (3,221) – –

Net movement 939 227 – –

Reversal to profit and loss accounts on disposal of a

subsidiary company and an associated company 315 – – –

Balance at 31 December (1,740) (2,994) – –

Total distributable reserves 255,602 246,994 83,870 80,040

Total reserves 358,735 335,156 92,280 87,449


31 December 2000



31 December 2000


9. Dividends, Net

Group and Company

2000 1999

$’000 $’000

First interim dividend of 5% (1999: 5%) less tax of 25.5% (1999: 26%) 7,041 6,960

Proposed final dividend of 10% (1999: 10%) less tax of 24.5% (1999: 25.5%) 14,322 14,066

Additional dividends paid in respect of the previous year on additional

shares issued in the year from exercise of share options 10 –

21,373 21,026

Dividend per share (net) 11.3 cts 11.1 cts

10. Earnings Per Share

Group

2000 1999

$’000 $’000

EarningsEarnings before extraordinary items 41,735 40,947

Extraordinary items (12,824) (10,965)

Earnings after extraordinary items 28,911 29,982

’000 ’000Number of sharesWeighted average number of ordinary shares for calculation

of basic earnings per share 189,063 188,036

Dilution adjustment for share options 152 101

Dilution adjustment for Warrants 2001 6,115 5,149

Adjusted weighted average number of shares for calculation of

diluted earnings per share 195,330 193,286

Earnings per shareFor earnings before extraordinary items



For earnings after extraordinary items





11. Property, Plant and EquipmentPlant,

Leasehold equipment,land & furniture Marine Project-in

building & vehicles livestock progress Total$’000 $’000 $’000 $’000 $’000

GroupCostAt 1 January 2000 33,465 65,625 1,734 668 101,492Exchange adjustments (1) 276 – – 275Subsidiaries disposed off – (5,364) – – (5,364)Additions 317 1,657 132 60 2,166Disposals/written off (9,808) (1,768) – – (11,576)

At 31 December 2000 23,973 60,426 1,866 728 86,993

DepreciationAt 1 January 2000 13,604 45,712 1,000 – 60,316Exchange adjustments (1) 61 – – 60Subsidiaries disposed off – (5,057) – – (5,057)Charge for 2000 1,527 4,229 209 – 5,965Disposals/written off (4,749) (1,208) – – (5,957)

At 31 December 2000 10,381 43,737 1,209 – 55,327

Charge for 1999 1,715 3,639 119 – 5,473

Provision for write-down in carrying valueAt 1 January 2000 2,500 – – – 2,500Amounts utilised (2,261) – – – (2,261)Amounts written back (239) – – – (239)

At 31 December 2000 – – – – –

Net book value:At 31 December 2000 13,592 16,689 657 728 31,666

At 31 December 1999 17,361 19,913 734 668 38,676

Equipment,furniture & vehicles

$’000CompanyCostAt 1 January 2000 2,053Additions 90Transfer from/(to) subsidiary companies, net 17Disposals/written off (68)

At 31 December 2000 2,092

DepreciationAt 1 January 2000 1,670Charge for 2000 186Transfer from/(to) subsidiary companies, net (35)Disposals/written off (68)

At 31 December 2000 1,753

Charge for 1999 158

Net book value:At 31 December 2000 339

At 31 December 1999 383


31 December 2000



12. Investment PropertiesGroup

2000 1999

$’000 $’000

Completed properties at valuation:

Freehold properties 17,198 18,884

Leasehold properties 167,096 151,944

184,294 170,828

All investment properties of the Group were stated at Directors’ valuation based on open market valuation at

31 December 2000 carried out by independent professional valuers, DTZ Debenham Tie Leung (SEA) Pte Ltd,

Khong & Jaafar Sdn Bhd, and DTZ Debenham Tie Leung Limited.

The details of the Group’s investment properties are as follows:

Investment properties Description Tenure of land Independent valuer Valuation date

Haw Par Glass Tower 8-storey office 99-year DTZ Debenham 31 December 2000178 Clemenceau building on a land lease from Tie Leung (SEA)Avenue area of 899 square 2 June 1970 Pte LtdSingapore 239926 metres. The net

lettable area is 3,426square metres.

Haw Par Centre 6-storey office 99-year DTZ Debenham 31 December 2000180 Clemenceau building on a lease from Tie Leung (SEA)Avenue land area of 2,787 1 September Pte LtdSingapore 239922 square metres. 1952

The net lettablearea is 10,251square metres.

Setron Building 8-storey industrial 60-year DTZ Debenham 31 December 200010 Dundee Road building on a land lease from Tie Leung (SEA)Singapore 149455 area of 6,567 1 November Pte Ltd

square metres. 1972The net lettablearea is 11,763square metres.

Haw Par Technocentre 7-storey industrial 99-year DTZ Debenham 31 December 2000401 Commonwealth building on a land lease from Tie Leung (SEA)Drive area of 8,131 square 1 March 1963 Pte LtdSingapore 149598 metres. The net

lettable area is 15,722square metres.

Menara Haw Par 32-storey office Freehold Khong & Jaafar 31 December 2000Lot 242, Jalan Sultan building on a land Sdn BhdIsmail, 50250 area of 2,637 squareKuala Lumpur metres. The netMalaysia lettable area is 15,659

square metres.

Westlands Centre 3 units of office/ 999-year lease DTZ Debenham 31 December 2000Units 1405 – 1407 industrial space with Tie Leung LimitedWestlands Centre a net lettable area20 Westlands Road of 475 square metres.Quarry Bay Hong Kong


31 December 2000



13. Trademarks

Group Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

“Tiger” trademarks, at cost 2,000 2,000 2,000 2,000

“Kwan Loong” (“Double Lion”) trademarks,

at cost (HK$5.58 million) 1,239 1,194 – –

“PGF” trademarks and licences, at net book value 134 163 – –

3,373 3,357 2,000 2,000

Analysis of movement of trademarks:


Exchange adjustments 26 6 – –

Additions 47 64 – –

Amortisation during the year (57) (65) – –


The Company and its wholly owned subsidiary company, Haw Par Brothers International (HK) Ltd (together

“the Licensors”), licensed to Haw Par Healthcare Limited (“HPH”), another subsidiary company, the exclusive

right to manufacture, distribute, market and sell “Tiger” and “Kwan Loong” products worldwide for the period

up to 31 December 2012. These licensing arrangements are renewable upon expiry for a further period of 25

years on terms to be mutually agreed between the Licensors and HPH.

14. Subsidiary Companies

Company

2000 1999

$’000 $’000

Ordinary shares:

Quoted shares, at cost 11,682 11,682

Unquoted shares, at cost 271,675 225,779

Unquoted shares, at Directors’ valuation

– 1977 3 3

– 1986 1,249 1,249

284,609 238,713

Provision for diminution in value (1,842) (1,842)

282,767 236,871

Advances to subsidiary companies 210,712 294,695

Advances from subsidiary companies (87,658) (100,272)

123,054 194,423

Total 405,821 431,294

Market value of quoted shares 88,449 86,181

Advances to or from subsidiary companies are unsecured and are not expected to be repaid within the next 12

months. Certain advances to or from subsidiary companies bear interest at a range of 2.00% to 2.92% (1999:

1.92% to 2.68%) per annum.


31 December 2000



15. Associated Companies

Group Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Unquoted:

Ordinary shares, at cost 4,898 3,536 4,818 –

Preference shares, at cost 11,199 12,157 – –

16,097 15,693 4,818 –

Share of post acquisition losses (10,303) (7,834) – –

Goodwill written off – (622) – –

5,794 7,237 4,818 –

16. Long Term Investments

Quoted investments:

Shares in corporations, at cost 274,711 274,711 – –

Interest bearing bonds 9,011 25,777 – –

Other investments 2,399 2,399 – –

286,121 302,887 – –

Unquoted investments:

Shares in corporations, at cost 27,437 28,336 12,821 13,270

Others 643 652 502 502

Provision for diminution in value

of shares in corporations (13,560) – – –

14,520 28,988 13,323 13,772

Long term loan 28,699 26,578 28,699 26,578

Total long term investments 329,340 358,453 42,022 40,350

Market value:

Shares in corporations 673,134 756,769 – –

Interest bearing bonds 9,176 25,763 – –

Other investments 2,767 3,569 – –

685,077 786,101 – –

Long term loan relates to a shareholder’s loan to a corporation in which the Group has a long term equity

interest. It bears interest at 1.5% (1999: 1.5%) per annum, is unsecured and is not expected to be repaid within

the next 12 months.


31 December 2000



17. Deferred Expenditure

Group

2000 1999

$’000 $’000

Preliminary and pre-production expenses

Balance at 1 January 67 171

Exchange adjustments 1 8

Additions 64 2

Amortisation during the year (47) (108)

Amounts written off (13) (6)

Balance at 31 December 72 67

Advance technology transfer fee

Balance at 1 January 880 1,120

Amortisation during the year (240) (240)

Balance at 31 December 640 880

Advertising and product registration expenses

Balance at 1 January – –

Additions 273 –

Amortisation during the year (33) –

Balance at 31 December 240 –

Total deferred expenditure 952 947

Preliminary and pre-production expenses relate to pre-operating expenses and expenditure incurred for new

plant projects and new product development. Advance technology transfer fee represents fee paid in advance

for the use of a third party’s technology. Advertising and product registration expenses relate to production

costs of a 3-year television advertisement and clinical expenses for product registration.

18. Stocks and Work-In-Progress

Manufacturing stocks 7,203 7,554

Finished stocks 5,176 5,364

Trading stocks 3,517 4,486

Stocks-in-transit 238 595

16,134 17,999

Stocks are stated after deducting provision for

slow moving and obsolete stocks of 1,055 1,315

Analysis of provision for slow moving and obsolete stocks:

Balance at 1 January 1,315 1,905

Exchange adjustments (61) 18

Subsidiaries disposed off (198) –

Amounts utilised (67) (897)

Amounts written back (33) (10)

Charge to profit and loss accounts 99 299

Balance at 31 December 1,055 1,315


31 December 2000



19. DebtorsGroup Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Trade debtors 24,969 31,072 – –Bills receivable – 109 – –Provision for doubtful debts (i) (1,031) (1,220) – –

Net trade debtors 23,938 29,961 – –

Other debtors 8,561 5,298 243 870Provision for doubtful debts (i) (12) (11) – –

Net other debtors (ii) 8,549 5,287 243 870

Total debtors 32,487 35,248 243 870

GroupTrade Others Trade Others

2000 2000 1999 1999

$’000 $’000 $’000 $’000

(i) Analysis of provision for doubtful debts:Balance at 1 January 1,220 11 1,206 714Exchange adjustments (7) – 12 –Subsidiaries disposed off (279) – – –Amounts utilised (43) – (265) (703)Amounts written back (15) – (61) –Charge to profit and loss accounts 155 1 328 –

Balance at 31 December 1,031 12 1,220 11

Bad debts written off directly to profit and loss accounts 4 – 14 –

(ii) Net other debtors are furtheranalysed as follows:

Sundry debtors, prepayments and deposits 7,508 4,038 116 870Interest receivable 721 1,143 – –Amounts due from associated companies 320 106 127 –

8,549 5,287 243 870

Amounts due from associated companies are unsecured, interest-free and have no fixed terms of repayment

except for an amount of $0.12 million (1999: nil) which bears interest at 4.5% per annum (1999: nil).

20. Short Term InvestmentsGroup

2000 1999

$’000 $’000

Quoted, at cost:Shares in corporations 88,713 83,551Debentures 45,956 42,810Other investments – 738

134,669 127,099


31 December 2000



20. Short Term Investments (cont’d)

Group

2000 1999

$’000 $’000

Market value:

Shares in corporations 238,247 252,242

Debentures 45,761 42,297

Other investments – 252

284,008 294,791

21. Creditors

Group Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Trade creditors 6,450 15,376 60 63

Bills payable 1,005 458 – –

Accrued advertisement and promotion expenses 4,223 4,768 – –

Accrued interest expenses 1,495 1,365 1,327 1,327

Accrued construction costs 1,643 6,826 – –

Sundry accruals 7,352 7,637 1,134 1,499

Other creditors 4,528 5,572 284 124

Rental deposits 2,340 3,024 – –

Dividends payable to minority shareholders 1,364 1,337 – –

Provision for closure costs of subsidiary companies 2,000 – – –

32,400 46,363 2,805 3,013

22. Short Term Borrowings

2% Term Loan/Bonds 2001 – unsecured (Note 24) 100,000 – 100,000 –

Bank overdrafts – unsecured – 112 – –

Term loans – unsecured 109,606 116,224 64,697 87,662

Trust receipts – unsecured 1,024 1,258 – –

210,630 117,594 164,697 87,662

Interest on bank overdrafts and loans is payable at the prevailing bank prime and base lending rates and

money market rates.

23. Deferred Taxation

Group

2000 1999

$’000 $’000

Excess of net book value over tax written down

value of property, plant and equipment 2,153 2,117

Unabsorbed tax losses (333) (320)

Others 633 335

2,453 2,132


31 December 2000



24. Long Term LoansGroup Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

2% Term Loan – unsecured 95,000 95,000 95,000 95,000

2% Bonds 2001 – unsecured 5,000 5,000 5,000 5,000

100,000 100,000 100,000 100,000

Reclassified to current liabilities (Note 22) (100,000) – (100,000) –

Others – unsecured 1,147 1,290 – –

1,147 101,290 – 100,000

The $95.00 million 2% Term Loan and $5.00 million Bonds 2001 together with 18,045,499 warrants were issuedpursuant to a Transferable Term Loan Facility and Subscription Agreement dated 18 April 1996 and will matureon 24 July 2001. Accordingly, they have been reclassified as current liabilities.

Accounting Treatment under SAS 32 (2000): “Financial Instruments: Disclosures Presentation” (effectivefor financial periods beginning on or after 1 October 2000) [This is equivalent to International AccountingStandard 32: “Financial Instruments: Disclosure & Presentation” (“IAS 32”)]

The above term loan and bonds (“Term Loan/Bonds”) are recorded in the financial statements at their principalvalues while no value is attributed to the warrants. If the Group were to early adopt the accounting treatmentprescribed in SAS 32 (2000), the value of the Term Loan/ Bonds instrument will be classified into its componentparts. The total consideration of $100.00 million on initial recognition would be ascribed as follows:

$’000

Present value of Term Loans/Bonds 84,508

Value of warrants 15,492

100,000

The discount of $15.49 million being the difference between the principal amount of the Term Loans/Bondsand its present value on initial recognition, would have been amortised over 5 years (the duration of the TermLoan/Bonds) using the discount method.

If SAS 32 (2000) had been early adopted when presenting these financial statements, the profits after taxationfor the year of the Group and the Company would have been reduced by approximately $3.31 million (1999:$3.14 million). The net assets of the Group and the Company would have been increased by approximately $1.96million (1999: $5.27 million) representing the allocated value of the warrants less cumulative discount amortised.

25. Share CapitalGroup and Company

2000 1999

$’000 $’000

(a) Authorised:

300,000,000 ordinary shares of $1.00 each 300,000 300,000

(b) Issued and fully paid:

189,687,526 ordinary shares of $1.00 each

Balance at 1 January 188,811 187,431

Issued 448,758 (1999: 1,102,420) shares by virtue of exercise of Warrants 2001 449 1,102

Issue of 427,500 (1999: 278,000) shares by virtue of exercise of share options 428 278

Balance at 31 December 189,688 188,811


31 December 2000



25. Share Capital (cont’d)

Unexercised warrants as at 31 December 2000 were as follows:

16,049,224 warrants entitling the holders to subscribe at any time during the period 1 January 2001 to 24 July

2001, both dates inclusive, for the same number of shares in the Company at an exercise price of presently

$1.84 per share.

Unissued shares under The Haw Par Corporation Group Executives’ Share Option Scheme as at 31 December

2000 were as follows:

(i) 120,000 shares at $3.46 per share, exercisable from 17 May 1997 to 16 February 2001.

(ii) 305,000 shares at $3.22 per share, exercisable from 13 May 1998 to 12 February 2002.

(iii) 34,000 shares at $1.86 per share, exercisable from 19 May 1999 to 18 February 2003.

(iv) 163,000 shares at $2.39 per share, exercisable from 16 April 2000 to 15 January 2004.

(v) 417,000 shares at $2.65 per share, exercisable from 28 April 2001 to 27 January 2005.

26. Professional Fees

Professional fees of $2,293 (1999: $nil) were paid by the Company and $5,186 (1999: $5,365) by the Group to

a firm of which one Director is a member.

27. Related Party Transactions

(a) The following were the significant intercompany transactions entered with subsidiary companies:

Company

2000 1999

$’000 $’000

Purchases from a subsidiary company – (1,356)

Rental of premises paid (318) (318)

Management fees received/receivable 2,541 2,457

Royalty income received/receivable 797 772

(b) The Company is regarded by United Overseas Bank Limited (“UOB”) as an associated company. The UOB

Group of companies provides banking, fund management and other related services to the Company and

its subsidiary companies. The following were the significant transactions between the Group and UOB

Group of companies during the financial year on normal commercial terms agreed by the parties concerned:

Group Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Interest income earned from fixed deposits 2,211 2,426 7 10

Interest expenses paid on bank loans

and overdrafts (7,052) (6,043) (4,758) (4,209)

Fund management fees (86) (41) – –

(c) Other transactions entered into by the Company with related parties are disclosed in notes 3, 4 and 26.


31 December 2000



28. Contingent Liabilities

Unsecured contingent liabilities relating to guarantees, claims and bills of exchange comprise:

Group Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000In respect of guarantees given to banks in

connection with facilities granted to:– subsidiary companies – – 46,694 32,346– a corporation in which the Group

has a long term equity interest 8,660 10,002 8,660 10,002In respect of guarantees, claims and bills of exchange 841 1,727 – –

9,501 11,729 55,354 42,348

29. Commitments

Capital commitments authorised andcontracted but not provided forin the financial statements 200 945 – –

Capital commitment authorised butnot contracted and not provided forin the financial statements 214 – – –

414 945 – –

Operating lease commitments

As a lessee

The Group leases certain offices, warehouses, and other premises under non-cancellable lease arrangements.Some premises are further sub-leased to third parties under non-cancellable sub-lease agreements.

Group

2000 1999

$’000 $’000

Rental expense 2,125 1,936Sublease income recognised in profit and loss account 494 422Future minimum sublease income receivable 381 357

Future minimum rentals payable under non-cancellable leases as of 31 December were as follows:

Within one year 1,267 1,170Between one year and five years 2,599 2,466After five years 3,206 3,469

7,072 7,105

30. Cash and Cash Equivalents

Cash and cash equivalents included in the consolidated statement of cash flows comprised the followingbalance sheet amounts:

Cash and bank balances 16,690 11,496Deposits with banks and financial institutions 79,962 65,017Bank overdrafts – unsecured – (112)Trust receipts – unsecured (1,024) (1,258)

95,628 75,143


31 December 2000



31. Segmental Reporting

(a) Business segments

Leisureproducts Power Corporate

Healthcare and generation Property andproducts services and IT rental investments Eliminations Consolidated

$’000 $’000 $’000 $’000 $’000 $’000 $’000

Revenue and expenses

2000

Sales to external

customers 58,635 37,420 48,270 13,795 – – 158,120

Inter-segment sales – – 64 558 – (622) –

Other income 3,312 610 238 1,296 59,061 (26,215) 38,302

Total revenue 61,947 38,030 48,572 15,649 59,061 (26,837) 196,422

Segment results 17,089 9,275 604 10,225 57,484 (25,330) 69,347

Unallocated expenses (4,259)

Profit from operations 65,088

Finance costs (7,374)

Share of results of associated companies 643

Taxation (13,643)

Minority interests (2,979)

Earnings for the year 41,735

Revenue and expenses

1999

Sales to external

customers 57,212 35,801 62,241 12,773 – – 168,027

Inter-segment sales – – 140 697 – (837) –

Other income 2,568 1,737 236 2,022 52,189 (19,793) 38,959

Total revenue 59,780 37,538 62,617 15,492 52,189 (20,630) 206,986

Segment results 15,338 11,577 1,974 10,371 41,164 (10,469) 69,955

Unallocated expenses (4,448)

Profit from operations 65,507

Finance costs (6,352)

Share of results of an associated company 991

Taxation (16,384)

Minority interests (2,815)

Earnings for the year 40,947


31 December 2000



31. Segmental Reporting (cont’d)

(a) Business segments (cont’d)



$’000 $’000 $’000 $’000 $’000 $’000 $’000

Assets and liabilities

2000

Segment assets 125,513 48,817 11,938 192,347 561,965 (111,013) 829,567

Investment

in associated

companies – 1,039 – – 4,755 – 5,794

Total assets 125,513 49,856 11,938 192,347 566,720 (111,013) 835,361

Tax recoverable 12,383

Total assets per balance sheet 847,744

Segment liabilities 13,677 8,851 3,225 4,502 212,558 – 242,813

Taxation 12,222

Proposed dividend, net 14,322

Dividends payable to minority shareholders (note 21) 1,364

Deferred taxation 2,453

Total liabilities per balance sheet 273,174

Assets and liabilities

1999Segment assets 118,694 53,332 25,486 179,000 575,161 (122,553) 829,120

Investment

in associated

companies – 7,237 – – – – 7,237

Total assets 118,694 60,569 25,486 179,000 575,161 (122,553) 836,357

Tax recoverable 10,702

Total assets per balance sheet 847,059

Segment liabilities 12,889 7,108 10,855 10,756 222,302 – 263,910

Taxation 17,286

Proposed dividend, net 14,066

Dividends payable to minority shareholders (note 21) 1,337

Deferred taxation 2,132

Total liabilities per balance sheet 298,731


31 December 2000



31. Segmental Reporting (cont’d)

(a) Business segments (cont’d)



$’000 $’000 $’000 $’000 $’000 $’000 $’000

Other segment information

2000

Capital expenditure 822 1,140 154 1,264 217 (237) 3,360

Depreciation 1,260 2,745 706 1,130 124 – 5,965

Amortisation 302 84 – – – – 386

Other segment information

1999

Capital expenditure 440 2,733 319 9,323 37 – 12,852

Depreciation 1,130 2,678 585 924 156 – 5,473

Amortisation 297 116 – – – – 413

(b) Geographical segments

OtherAsia Other

Singapore countries countries Eliminations Consolidated$’000 $’000 $’000 $’000 $’000

2000Sales to external customers 78,747 47,093 32,280 – 158,120

Other income/ (losses) 41,444 (3,165) 23 – 38,302

Total revenue 120,191 43,928 32,303 – 196,422

Segment assets 811,355 92,756 6,875 (75,625) 835,361

Capital expenditure 3,268 92 – – 3,360

1999Sales to external customers 82,588 52,654 32,785 – 168,027

Other income 35,967 2,972 20 – 38,959

Total revenue 118,555 55,626 32,805 – 206,986

Segment assets 788,159 112,657 14,010 (78,469) 836,357

Capital expenditure 12,744 42 66 – 12,852


31 December 2000



32. Statutory Information Required by Paragraph 7 of the Ninth Schedule of the Companies Act,Cap. 50

Liabilities payable Debts payableby the Company to the Company

2000 1999 2000 1999

$’000 $’000 $’000 $’000

Not later than 2 years 185,494 204,749 40,200 43,426

Later than 2 years and not later than 5 years 83,988 100,264 207,125 284,450

Later than 5 years – – – –

33. Subsidiary and Associated CompaniesEffective

Cost to equity interest Company held by Group

Country of Principal 2000 1999 2000 1999Subsidiary companies incorporation activities $’000 $’000 % %

Leisure products and services

@ Recreational Investment Singapore Investment 50,878 – 100.0 100.0(1992) Pte Ltd holding

* Haw Par Leisure Pte Ltd Singapore Investment 7,576 7,576 100.0 100.0holding

* Sports Services Ltd Singapore Dormant – – 100.0 100.0

* Jubedan Pte Ltd Singapore Investment – – 100.0 100.0

holding

* South River Singapore Investment – – 100.0 100.0Development Pte Ltd holding

* Underwater World Singapore Investment – – 100.0 100.0

International Pte Ltd holding

* Underwater World Singapore Owning & operating – – 100.0 100.0Singapore Pte Ltd oceanariums

* PGF International Australia Importation, assembly – – 100.0 100.0Pty. Limited + and merchandising

of golf clubs &accessories

* PGF New Zealand New Assembly & wholesale – – 100.0 100.0

Limited + Zealand marketing of golfclubs, bags, balls& accessories

* Haw Par Recreation Malaysia Management & – – 100.0 100.0

(Malaysia) Sdn Bhd + operation ofrecreation centres

* Lifestyle Sports Sdn Bhd + Malaysia Dormant – – 100.0 100.0

* S.M. Sports Sdn. Bhd. + Malaysia Dormant – – 100.0 100.0

* P.G.F. Golf Equipment Singapore Dormant – – 100.0 100.0

(S.E.A.) Pte Ltd

* Haw Par Eng Aun Tong Singapore Dormant – – 100.0 100.0(Singapore) Pte Ltd(formerly known as The

Proshop Private Limited)


31 December 2000



33. Subsidiary and Associated Companies (cont’d)

EffectiveCost to equity interest

Company held by GroupCountry of Principal 2000 1999 2000 1999

Subsidiary companies incorporation activities $’000 $’000 % %

Leisure products and services

* The Proshop Sdn Bhd + Malaysia Struck off in 2000 – – – 100.0

* Sovereign Marketing Singapore Dormant – – 100.0 100.0Pte Ltd

Underwater World Singapore Investment 200 – 100.0 100.0Attractions Pte Ltd holding(formerly known asEng Aun Tong Pte Ltd)

* Underwater World Thailand Investment – – 49.0** –(Thailand) Ltd + holding

* Underwater World Thailand Owning & – – 46.6** –Pattaya Ltd + operating

oceanariums

*@ Spa Development Pte Ltd Singapore Dormant – – 100.0 100.0

Healthcare products

Haw Par Healthcare Singapore Manufacturing, 11,682 11,682 75.1 75.2Limited marketing &

distributinghealthcare productsunder licence

* Drug Houses of Singapore Manufacturing, – – 75.1 75.2Australia (Asia) marketing &Pte Ltd distributing

pharmaceuticalproducts

* Tiger Balm (Hong Kong) Hong Kong Liquidated in 2000 – – – 75.2Limited +

* Tiger Balm (Malaysia) Malaysia Manufacturing, – – 75.1 75.2Sdn. Bhd.+ marketing &

distributingpharmaceuticalproducts

* Haw Par Tiger Balm Thailand Marketing & – – 36.8** 36.8**(Thailand) Limited + distributing


* Haw Par Tiger Balm Philippines Marketing & – – 75.1 75.2(Philippines), Inc + distributing


* HPH Property Sdn Bhd + Malaysia Dormant – – 75.1 75.2

* Tiger Medicals Taiwan Marketing & – – 75.1 75.2(Taiwan) Ltd ++ distributing



31 December 2000







Healthcare products

* Xiamen Tiger The People’s Manufacturing, – – 75.1 75.2

Medicals Co., Ltd ++ Republic marketing &

of China distributing

pharmaceutical

products

* PT Haw Par Healthcare Indonesia Manufacturing, – – 75.1 75.2

Indonesia + marketing &

distributing

pharmaceutical

products

* Tiger Balm Kabushiki Japan Manufacturing, – – 45.1 –

Kaisha # marketing &

distributing

pharmaceutical

products

* Haw Par Medicals India Marketing & – – 45.1 45.1

(India) Private Limited + distributing

pharmaceutical

products

* Regina Haw Par Pte Ltd Singapore Liquidated in 2001 – – 37.6** 37.6**

* Kwan Loong Industries Malaysia Dormant – – 100.0 100.0

Sdn. Bhd. +

* Kwan Loong Oils Hong Kong Dormant – – 100.0 100.0

(HK) Ltd. +

* Drug Houses of Australia, Malaysia Dormant – – 75.1 75.2

Far East Sdn. Bhd. +

Industrial products

Scott & English Limited Singapore Assembly of 1,249 1,249 100.0 100.0

diesel engines &

generator sets

* Haw Par Industries Singapore Assembly of – – 100.0 100.0

Private Limited diesel engines &

generator sets

* Cumford Turbo Sales Singapore Assembly of – – 100.0 100.0

& Service Pte Ltd diesel engines &

generator sets

* Haw Par Tiger Balm Hong Kong Dormant – – 100.0 100.0

(Hong Kong) Limited+


31 December 2000







Information technology products & services

Asian Computer Services Singapore Trading in information – 4,682 – 90.0

Pte Ltd (Disposed technology products

in 2000) and services

Newtech Business Singapore Trading in information – 500 – 100.0

Systems Pte Ltd technology products

(Disposed in 2000) and services

Property

Haw Par Properties Singapore Property 2,561 2,561 100.0 100.0

(Singapore) development

Private Limited including owning

& letting properties

Haw Par Centre Singapore Owning & letting – – 100.0 100.0

Private Limited properties

* Sovereign Sports Hong Kong Owning & letting – – 100.0 100.0

Limited + properties

Haw Par Land Malaysia Owning & letting 217 217 100.0 100.0

(Malaysia) Sdn. Bhd. + properties

Setron Limited Singapore Property 40,746 40,746 100.0 100.0

development,

including owning

& letting properties

Haw Par Realty Singapore Dormant 2,827 2,827 100.0 100.0

Private Limited

Head office/Investment

Haw Par Equities Pte Ltd Singapore Investment & 10,000 10,000 100.0 100.0

dealing in

securities

Haw Par Securities Singapore Investment & 4,449 4,449 100.0 100.0

(Private) Limited dealing in

securities

Pickwick Securities Singapore Investment 21,000 21,000 100.0 100.0

Private Limited holding

Haw Par Investment Singapore Investment 25,000 25,000 100.0 100.0

Holdings Private holding

Limited


31 December 2000






Subsidiary companies incorporation activities $’000 $’000 %

Head office/Investment

* Haw Par International Hong Kong Investment & – – 100.0 100.0

Limited + dealing in securities

* Haw Par Brothers Hong Kong Investment – – 100.0 100.0

International (H.K.) holding

Limited +

Haw Par Hong Kong Hong Kong Investment – – 100.0 100.0

Limited + holding

* Haw Par (Channel Channel Investment – – 100.0 100.0

Islands) Limited + Islands holding

Haw Par Capital Singapore Investment 20,000 20,000 100.0 100.0

Pte Ltd holding

Straits Maritime Leasing Singapore Investment & 80,000 80,000 100.0 100.0

Private Limited dealing in securities

& investment

holding

Edco Equity Pte Ltd Singapore Dormant – – 100.0 100.0

M & G Maritime Singapore Investment & – – 100.0 100.0

Services Pte. Ltd. dealing in securities

& investment

holding

U S E Enterprises Pte Ltd Singapore Investment holding 5,691 5,691 100.0 100.0

Haw Par Trading Pte Ltd Singapore Investment & – – 100.0 100.0

dealing in securities

& investment holding

Haw Par Countertrade Singapore Dormant 500 500 100.0 100.0

Pte Ltd

Haw Par Management Philippines Dormant 2 2 100.0 100.0

(Phil.), Inc. +

Haw Par (Australia) Australia Dormant 31 31 100.0 100.0

Pty Limited +

284,609 238,713


31 December 2000







Associated companies incorporation activities $’000 $’000 % %

* Brunswick Haw Par Singapore Dormant – – 50.0 50.0

Holdings Pte Ltd

* Mundo Submarino SA ++ Spain Owning and – – – 20.0

(Disposed in 2000) operating

oceanarium

UIC Technologies Pte Ltd Singapore Investment

holding 4,818 – 40.0 –

4,818 –

Notes

(i) Companies indicated with a (*) are indirectly held by Haw Par Corporation Limited.

(ii) Companies indicated with a (+) are audited by associated firms of Ernst & Young, Singapore.

(iii) Companies indicated with a (++) are audited by other firms.

(iv) The Group considers companies indicated with a (**) as subsidiary companies as the Group has the power to cast the

majority of the votes at the board meetings.

(v) All the above subsidiary companies operate in their respective countries of incorporation with the exception of Haw Par

(Channel Islands) Limited which operates in Hong Kong.

(vi) No audit was performed on companies indicated with a (@) as these companies were placed in voluntary liquidation in

January 2001.

(vii) Company indicated with a (#) is not required to be audited under the laws of its country of incorporation.

34. Comparative Figures

The presentation and classification of items in the financial statements have been changed to conform to the

requirements of SAS 1 (Revised 1999) – “Presentation of Financial Statements”, SAS 15 (Revised 1999) –

Leases and SAS 23 (Revised 1999) – “Segmental Reporting” which became effective for the financial year

ended 31 December 2000. Also, in applying SAS 1 (Revised 1999), the Group’s attributable share of its associated

companies’ turnover, which is not material, has been excluded. Additional line items have been included

in the profit and loss accounts and a new statement of recognised gains and losses has been presented

as required by SAS 1 (Revised 1999). Segmental information has also been analysed to include additional

information on liabilities, capital expenditure and non-cash expenses by segments. Comparative figures have

been adjusted to provide proper comparison with current year’s presentation.

31 December 2000


S ta t i s t i c s o f Shareho ld ings

as at 4 April 2001

Distribution of Shareholdings

No. of No. ofSize of Holdings Shareholders % Shares %

1 – 1,000 3,959 46.43 1,363,554 0.72

1,001 – 10,000 4,001 46.93 11,875,646 6.25

10,001 – 1,000,000 554 6.50 19,723,527 10.38

1,000,001 and above 12 0.14 157,039,104 82.65

Total: 8,526 100.00 190,001,831 100.00

Twenty Largest Shareholders

No. Name No. of Shares %

1 Tye Hua Nominees (Pte) Ltd 81,974,174 43.14

2 DBS Nominees Pte Ltd 16,143,905 8.50

3 HSBC (Singapore) Nominees Pte Ltd 15,114,625 7.95

4 United Overseas Bank Nominees Pte Ltd 12,201,696 6.42

5 UOB Kay Hian Pte Ltd 10,597,964 5.58

6 Raffles Nominees Pte Ltd 7,639,342 4.02

7 Wee Investments Private Limited 4,746,730 2.50

8 Citibank Nominees Singapore Pte Ltd 3,859,882 2.03

9 Oversea-Chinese Bank Nominees Pte Ltd 1,423,658 0.75

10 Kheng Ho Huat Company (Private) Ltd 1,230,670 0.65

11 Overseas Union Bank Nominees Pte Ltd 1,067,117 0.56

12 DB Nominees (S) Pte Ltd 1,037,889 0.55

13 G K Goh Stockbrokers Pte Ltd 958,989 0.50

14 Lie Tjoei Tjoe 726,000 0.38

15 Phillip Securities Pte Ltd 688,870 0.36

16 NTUC Income Insurance Co-operative Limited 463,000 0.24

17 Yeo Seng Kia 373,000 0.20

18 Wang Jung Hsin 359,000 0.19

19 Singapore Warehouse Co Pte Ltd 320,000 0.17

20 Tan Proprietary (Pte) Ltd 300,000 0.16

Total: 161,226,511 84.85

Substantial Shareholders

Name No. of Shares %

United Overseas Bank Limited 81,974,174 43.14

Peter Cundill Associates (Bermuda) Ltd 23,723,000* 12.49

Wee Cho Yaw 15,689,070** 8.26

Wee Ee Lim 15,329,270** 8.07

Wee Investments Private Limited 15,214,070 8.01

Wee Ee Cheong 15,214,070** 8.01

Wee Ee Chao 15,214,070** 8.01

Universal Select Managers Fund 12,300,000 6.47

Notes :* Peter Cundill & Associates (Bermuda) Ltd (“PC&A”) is deemed to have an interest in the 12,300,000 shares held by Universal

Select Managers Fund (“Universal”). PC&A acts as investment counsel to Universal.

** Messrs Wee Cho Yaw, Wee Ee Cheong, Wee Ee Chao and Wee Ee Lim are deemed to have an interest in the 15,214,070 shares

held by Wee Investments Private Limited.


S ta t i s t i c s o f Warrantho ld ings

as at 4 April 2001

Distribution of Warrantholdings

No. of No. ofSize of Holdings Warrantholders % Warrants %

1 – 1,000 2,168 84.79 622,788 3.91

1,001 – 10,000 336 13.14 1,024,019 6.43

10,001 – 1,000,000 51 1.99 3,641,128 22.85

1,000,001 and above 2 0.08 10,646,984 66.81

Total: 2,557 100.00 15,934,919 100.00

Twenty Largest Warrantholders

No. Name No. of Warrants %

1 Tye Hua Nominees (Pte) Ltd 6,908,517 43.35

2 UOB Kay Hian Pte Ltd 3,738,467 23.46

3 United Overseas Bank Nominees Pte Ltd 742,230 4.66

4 Raffles Nominees Pte Ltd 490,647 3.08

5 Wee Investments Private Limited 430,773 2.70

6 HSBC (Singapore) Nominees Private Limited 188,109 1.18

7 Chan Sek Keong 113,000 0.71

8 Tong Chew Heng 112,000 0.70

9 Lie Tjoei Tjoe 100,000 0.63

10 DB Nominees (S) Pte Ltd 98,000 0.62

11 Phillip Securities Pte Ltd 97,836 0.61

12 Keppel Securities Pte Ltd 70,000 0.44

13 Wee Hian Kok 70,000 0.44

14 Kheng Ho Huat Company (Private) Ltd 69,467 0.44

15 Chin Kian Fong 65,000 0.41

16 G K Goh Stockbrokers Pte Ltd 62,218 0.39

17 Chin Kiam Hsung 52,360 0.33

18 Chew Chong Kee 51,200 0.32

19 Armstrong Robert Victor 44,600 0.28

20 DBS Nominees Pte Ltd 42,411 0.27

Total: 13,546,835 85.02


Management L i s t ing

Corporate Office

• Hong HaiPresident& Chief Executive Officer

• Wee Ee LimDeputy President

• Chng Hwee HongExecutive Director& Chief Operating Officer

• Ong Sian HinGroup Financial Controller &Group Company Secretary

• Tarn Sien HaoDeputy General Manager(Corporate Development)

• Teo Thin YienGroup Internal Audit Manager

• Theresa YeoGroup Human Resource Manager

• Law Lan HuaGroup Finance Manager

• Soon Seow YenAssistant Manager(Financial Control)

Healthcare

• Han Ah KuanDirector & General Manager,Haw Par Healthcare Limited

• Ling Ming ChuanDirector & General Manager,Haw Par Healthcare Limited

• Danny Y K LowFinancial Controller,Haw Par Healthcare Limited

• Goh Bee LeongGeneral Manager,Drug Houses of Australia (Asia) Pte Ltd

• Darryl KuekDeputy General Manager,Haw Par Healthcare Limited

• Govindasamy AnnamalaiManager,PT Haw Par Healthcare Indonesia

• Adrian LeeManager,Tiger Balm (Malaysia) Sdn Bhd

• Teo Hee ChaiRegional Manager(Europe & Africa),Haw Par Healthcare Limited

• Tham Yuen HoiManager,Xiamen Tiger Medicals Co Ltd

Leisure

• Chng Hwee HongExecutive Director,Haw Par Leisure Pte Ltd

• Lee Tak MengDirector & General Manager,Underwater World Singapore Pte Ltd

• Bruce MackayCuratorial Director,Underwater World International Pte Ltd

• Kwek Meng TiamDirector & Deputy General Manager(Operations),Underwater World Singapore Pte Ltd

• Katherine Yuen Chi KwanFinancial Controller,Underwater World Singapore Pte Ltd

• David HongSenior Projects Manager,Underwater World Singapore Pte Ltd

• Grant SwanGeneral Manager,PGF International Pty. Limited &PGF New Zealand Limited

• Ho Kah WahFinancial Controller &Company Secretary,PGF International Pty. Limited

• Joe WhitakerFinancial Controller,PGF New Zealand Limited

• Ho Lee ChinFinancial Controller &Company Secretary,Haw Par Recreation (M) Sdn Bhd

• James TanSenior Regional Manager,Haw Par Leisure Pte Ltd

Head Office Executives, Subsidiary Heads & Finance Managers


Management L i s t ing

Head Office Executives, Subsidiary Heads & Finance Managers

Scott & English

• William AwGeneral Manager,Scott & English Limited

• Charles WeeFinancial Controller,Scott & English Limited

• David LoiGeneral Sales Manager,Scott & English Limited

Property

• Loo Jin WeeProperty Manager,Haw Par Properties (Singapore)Private Limited

Investments

• Paul ChowSenior Investments OfficerHaw Par Securities(Private) Limited


• PT Haw Par Healthcare IndonesiaJalan MercedesNo 105, Gunung PutriCiteureup, BogorPO Box 24/CibinongJakarta, IndonesiaT: 6221 867 1036F: 6221 867 1037

• Haw Par Tiger Balm(Thailand) Limited280 Charoenkrung RoadKweng SamphanthawongSamphanthawong DistrictBangkok 10100Thailand

• Haw Par Tiger Balm(Philippines), Inc.Marsman Distribution CenterManalac AvenueTaguig,Metro Manila,Philippines

• Haw Par Medicals (India)Private Limited11-B Dhanraj Mahal 3rd FloorApollo BunderBombay 400039India

• Tiger Medicals (Taiwan) LtdLotus Building 14th Floor,136 Jen Ai Road Sec 3Taipei, Taiwan, ROC

• Tiger Balm Japan Co., Ltd15-2, 1-Chome,Higashi Kanda,Chiyoda-ku, TokyoJapan

Healthcare

• Haw Par Healthcare LimitedDrug Houses of Australia(Asia) Pte Ltd2 Chia Ping Road #09-00Haw Par Tiger Balm BuildingSingapore 619968T: 265 2777 F: 265 4703Tlx: RS 25997

• Tiger Balm (Malaysia) Sdn BhdPLO 95 No.6Jalan Firma 1/1Tebrau Industrial Estate81100 Johor BahruMalaysiaT: 07-354 9616F: 07-354 9630

• Haw Par Healthcare Limited(Representative Office)Victoria HouseGrover StreetTunbridge WellsKent TNI 2QBEnglandT: 44 1892 535728F: 44 1892 544481

• Xiamen Tiger Medicals Co., Ltd2/F No 17 Building,Yi Bin Road,Taiwan Industrial Estate,Huli District, Zipcode 361 006,Xiamen, ChinaT: 86 592 562 0201F: 86 592 562 0202

Corporate Office

• Haw Par Corporation Limited178 Clemenceau Avenue#08-00 Haw Par Glass TowerSingapore 239926T: 337 9102 F: 336 9232Tlx: HAWPAR RS 21567

Group Of f i ces


Leisure

• Singapore

Haw Par Leisure Pte Ltd178 Clemenceau Avenue#08-00 Haw Par Glass TowerSingapore 239926T: 337 9102 F: 338 0543

Underwater World SingaporePte Ltd80 Siloso Road, Sentosa,Singapore 098969T: 275 0030 F: 275 0036Email: [email protected]: http://www.underwaterworld.com.sg

• Malaysia

Haw Par Recreation (M) Sdn Bhd9th Floor,Menara Haw Par, Lot 242Jalan Sultan Ismail, 50250Kuala Lumpur, MalaysiaT: 03-230 4799F: 03-230 2788

• Australia

PGF International Pty. Limited11-21 Mandible StreetAlexandra, NSW 2015AustraliaT: 02-9319 5041F: 02-9698 5272URL: http://www.pgf.com

• New Zealand

PGF New Zealand Limited130b Shortland StreetAranui, ChristchurchNew ZealandT: 03-388 6086F: 03-388 6326

Power Generation

• Scott & English Limited2 Sixth Lok Yang Road,Scott & English BuildingSingapore 628100T: 265 5388F: 264 1511Tlx: CDSNS RS 25559Email: [email protected]

• Scott & English Limited(Shanghai Representative Office)Rm 2305 North TowerShanghai Stock ExchangeBuilding528 South Pu Dong RoadPu Dong New DistrictShanghai 200120People’s Republic of ChinaT: 86-21-68810375F: 86-21-68810375Email: [email protected]

Property & Investments

• Haw Par Properties(Singapore)Private Limited

• Haw Par Securities(Private) Limited

178 Clemenceau Avenue#08-00 Haw Par Glass TowerSingapore 239926T: 337 9102 F: 338 2573

• Haw Par Land (Malaysia)Sdn Bhd9th Floor, Menara Haw Par,Lot 242, Jalan Sultan Ismail50250, Kuala LumpurMalaysiaT: 02-03-230 1855F: 02-03-230 6078

• Haw Par International LimitedUnited Overseas Bank Bldg,54-58 Des Voeux RoadCentral, Hong KongT: 852-2842 5662F: 852-2810 5773

Group Of f i ces


Healthcare Products

• Tiger Brand productsTiger Balm,Tiger Balm Soft,Tiger Medicated Plaster,Tiger Indomethacin Plaster,Tiger Muscle Rub,Tiger Liniment,Balashin Sai &Tiger Headache Cure

• Kwan Loong Brand productsKwan Loong Medicated OilKwan Loong Refresher

Ethical Products

• Analgesics/AntipyreticsBifen, Dhamol, Pacofen,Picapan

• Antacids & AntiulcerantsAlusorb, Cementin, Dhalumag,Famotin, Magsil, Ulcertec,Zendhin, Magalon

• AntiasthmaticsDhatalin, Dhatifen, Zenmolin

• AntibioticsAroxin, Dhacillin, Dhatracin,Dhatrin, Erythro, Trizine,Wanmycin, Cloxcin

• Anti-plateletTipidin

• AntispasmodicsDhacopan

• AntidiarrhealsDhamotil, Kaolin & Pectin,Loperamil

• AntifungalsGrisuvin, Ketozole

• Antihistamines/AntiallergicsChlormine, Chlorpheniramine,Rhiniramine

• AntimalarialsChloroquine

• AntiparkinsonismCardopar

• Antirheumatics &Anti-inflammatory AnalgesicsDifenac, Soden, Napan

• AntiviralsZoral

• AntihypertensivesHypernol, Inpanol, Cardium

• Corticosteroid Creams/Oral PreparationsBetasone, Dermacort, Dhacort,Dhasolone, Dhabesol

• Cough & Cold PreparationsColinctus, Decofam,Dhacodine, Dhasedyl,Dhasedyl DM, Fedac, FedacCompound, Procodin,Phenexpect, Phenexpect CD,Promethazine, Vasican

• DermatologicalsRegro (hair growth lotion),Dhalgesic, Calamine &Hydrocortisone

• DiureticsHydrochlorothiazide, Frusemide

• Anti-infectives withCorticosteroidsConazole

• LaxativesLiquid Paraffin CompoundEmulsion

• Mouth/Throat PreparationsDequalinium, Pharynx, GlycerinThymol Gargle

• AntidiabeticsGlibenclamide, Metformin,Tolbutamide, Glipizide

• Vitamins & MineralsCalcium Lactate, Energyn-T,Ferrous Fumarate, Folic Acid,Vitamin B Complex, Vitamin BForte, Vorange, Vitamin C

• Rehydration SaltsOral Rehydration Salts,Repalyte

• AntiemeticsDhaperazine, Dimenate,Doridone, Metoclopramide

• AntithyroidsPropylthiouracil

• Gout PreparationsAllopurinol

Addi t iona l In format ion

on Major Products and Services


• Stargen (Singapore)Diesel Generator Sets

• Minigen (Singapore)Diesel Generator Sets

Consumer Products

• Heatrae Sadia (UK)Instant Water Heaters &Hot Water Dispensers

• Crystal 118 (Malaysia)Instant Water Heaters

Leisure Products

• Optima (Australia)Golf Clubs & Accessories

• PGF (Australia)Golf Clubs & Accessories,IZOD Club Clothing,Fisher Golf Putters

Leisure Facilities

• Family EntertainmentBowling Centres(Malaysia)Golden Bowl MelakaGolden Bowl PuchongGolden Bowl KlangGolden Bowl Seremban

• OceanariumsUnderwater World SingaporeDolphin LagoonUnderwater World Pattaya

Power Generation/GeneralEngineering Products

• Cumford-Turbo (Singapore)Diesel Generator Sets

• Cummins (USA)Diesel Engines & Parts

• Perkins (UK)Diesel Engines & Parts

• Detroit (USA)Diesel Engines & Parts

• Deutz (Germany)Diesel Engines & Parts

• MTU (Germany)Diesel Engines & Parts

• MAN (Germany)Diesel Engines & Parts

• Fleetguard (USA)Filters

• Hospower (Singapore)Automotive & Diesel EngineAdditive

• Volvo Penta (Sweden)Diesel Engines & PartsIndustrial & Marine

• Iveco (Italy)Diesel Engines & Parts

• John Deere (USA)Diesel Engines & Parts

• Marathon (USA)Alternators

• Leroy-Somer (France)Alternators

• Newage Stamford (UK)Alternators

• Mecc Alte (Italy)Alternators

Property

• Haw Par Centre180 Clemenceau AvenueSingapore 239922– commercial buildingsix-storey leasehold

• Haw Par Glass Tower178 Clemenceau AvenueSingapore 239926– commercial buildingeight-storey leasehold

• Haw Par Technocentre401 Commonwealth DriveSingapore 149598– industrial buildingseven-storey leasehold

• Haw Par Tiger Balm Building2 Chia Ping RoadSingapore 619968– industrial buildingnine-storey leasehold

• Scott & English Building2 Sixth Lok Yang RoadSingapore 628100– industrial buildingthree-storey leasehold

• Setron Building10 Dundee RoadSingapore 149455– industrial buildingeight-storey leasehold

• Menara Haw ParLot 242, Jalan Sultan Ismail,50250 Kuala Lumpur, Malaysia– commercial buildingthirty-two storey freehold

• Westlands CentreUnit 1405-1407Westlands Centre,20 Westlands RoadQuarry Bay, Hong Kong– office & industrial units999-year lease

Addi t iona l In format ion

on Major Products and Services


Notice is hereby given that the Thirty-Second Annual General Meeting of the Company will be held atthe 61st Storey, UOB Plaza 1, 80 Raffles Place, Singapore 048624 on 22 May 2001 at 2.00 p.m. toconsider and, if thought fit, pass the following resolutions:

As Ordinary Business

To receive and adopt the Financial Statements and the Reports of the Directors and Auditors for

the financial year ended 31 December 2000.

To declare a Second and Final Dividend of 10% less income tax for the financial year ended 31

December 2000.

To re-appoint the following persons, who are retiring pursuant to Section 153(6) of the Companies Act, Cap. 50,

as Directors of the Company to hold office until the next Annual General Meeting of the Company:

Mr Lim Kee Ming

Mr Wee Cho Yaw

To re-elect the following persons, who are retiring pursuant to Article 98 of the Company’s Articles of Association,

as Directors of the Company:

Mr Hwang Soo Jin

Mr Chng Hwee Hong

To approve Directors’ fees of $160,000 for the financial year ended 31 December 2000 (1999: $100,000).

To re-appoint Messrs Ernst & Young as Auditors of the Company for the ensuing year and authorise

the Directors to fix their remuneration.

As Special Business

"That pursuant to Section 161 of the Companies Act, Cap. 50, approval be and is hereby given to

the Directors to allot and issue from time to time such number of shares in the Company as may

be required to be issued pursuant to the exercise of options under The Haw Par Corporation

Group Executives’ Share Option Scheme (the “Scheme”), provided that the aggregate number of

shares to be issued pursuant to this resolution shall not exceed 5 per cent of the issued share

capital of the Company from time to time.”

“That pursuant to Section 161 of the Companies Act, Cap. 50, approval be and is hereby given to

the Directors to issue shares in the Company at any time to such persons, upon such terms and

conditions and for such purposes as the Directors may in their absolute discretion deem fit,

provided that the aggregate number of shares to be issued pursuant to this resolution shall not

exceed 10 per cent of the issued share capital of the Company for the time being”.

By Order of the Board

Ong Sian HinCompany Secretary

Singapore, 4 May 2001

Not ice o f Annua l Genera l Meet ing

Resolution 1

Resolution 2

Resolution 3

Resolution 4

Resolution 5

Resolution 6

Resolution 7

Resolution 8

Resolution 9

Resolution 10


Notes to Resolutions 2, 5, 9 and 10

Together with the interim dividend of 5% less income tax paid on 31 August 2000, the total dividend

for the financial year ended 31 December 2000 would be 15% less income tax (1999: 15%).

Mr Hwang Soo Jin will, upon re-election, continue as an independent member and chairman of

the Audit Committee of the Company.

is to empower the Directors to allot and issue shares pursuant to The Haw Par Corporation

Group Executives’ Share Option Scheme (the “Scheme”), which was approved at the Extraordinary

General Meeting of the Company held on 15 August 1990. A copy of the Regulations of the Scheme

is available for inspection by shareholders during normal business hours at the registered office

of the Company at 178 Clemenceau Avenue #08-00, Haw Par Glass Tower, Singapore 239926.

is to empower the Directors to issue shares in the Company (other than on a bonus or rights

issue) up to an amount not exceeding 10 per cent of the issued share capital of the Company for

the time being. Such authority will continue in force until the conclusion of the next Annual

General Meeting of the Company or the date by which the next Annual General Meeting of the

Company is required by law to be held, whichever is earlier.

Notes

(1) A member entitled to attend and vote at the meeting is entitled to appoint one or two proxies to attend and vote in his/her stead.

A proxy need not be a member of the Company.

(2) To be effective, the Proxy Form must be deposited at the registered office of the Company at 178 Clemenceau Avenue #08-00,

Haw Par Glass Tower, Singapore 239926, not less than 48 hours before the time set for holding the meeting.

Not ice o f Annua l Genera l Meet ing

Resolution 2

Resolution 5

Resolution 9

Resolution 10


HAW PAR CORPORATION LIMITED(Incorporated in the Republic of Singapore)

THIRTY-SECOND ANNUAL GENERAL MEETING(Before completing this form, please read the notes behind.)

I/We,

Name:

Address:

being a Member of the Company, hereby appoint,

Name:

Address:

NRIC/Passport No.:

Proportion of my/our shareholding (%):

Name:

Address:

NRIC/Passport No.:

Proportion of my/our shareholding (%):

as my/our proxy/ proxies to attend and vote for me/us and on my/our behalf at the Thirty-Second Annual General

Meeting of the Company to be held on 22 May 2001 at 2.00 p.m. and at any adjournment thereof.

(Please indicate with a “X” in the spaces provided whether you wish your votes to be cast for or against theResolutions. In the absence of specific directions, your proxy/ proxies will vote or abstain as he/she thinksfit and as he/she will on any other matter arising at the Annual General Meeting.)

For Against

Resolution 1 Adoption of Financial Statements and Reports of the Directorsand Auditors for the financial year ended 31 December 2000

Resolution 2 Declaration of Second and Final Dividend for the financialyear ended 31 December 2000

Resolution 3 Re-appointment – Mr Lim Kee Ming

Resolution 4 Re-appointment – Mr Wee Cho Yaw

Resolution 5 Re-election – Mr Hwang Soo Jin

Resolution 6 Re-election – Mr Chng Hwee Hong

Resolution 7 Approval of Directors’ fees for the financialyear ended 31 December 2000

Resolution 8 Re-appointment of Ernst & Young as Auditors

Resolution 9 Authority to issue shares – Share Option Scheme

Resolution 10 Authority to issue shares – Section 161 of theCompanies Act, Cap. 50

Signature or Common Seal of Member

Date:

Proxy Form

Number of shares held:Scrip-based:Scripless:

Important

1. For investors who have used their CPF monies to buy HawPar Corporation Limited’s shares, the report is forwardedto them at the request of their CPF Approved Nomineesand is sent solely FOR INFORMATION ONLY.

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

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Notes

1. Please insert at the top right hand corner of this Proxy Form the number of scrip-based shares in the Company registered in your

name in the Register of Members and the number of scripless shares in the Company entered against your name in the Depository

Register maintained by The Central Depository (Pte) Limited (“CDP”) in respect of shares in your Securities Account with CDP.

If no number is inserted, this Proxy Form shall be deemed to relate to all the shares held by you.

2. A member entitled to attend and vote at the meeting is entitled to appoint one or two proxies to attend and vote in his/her stead. A

proxy need not be a member of the Company.

3. A member is not entitled to appoint more than two proxies to attend and vote on his/her behalf. Where a member appoints two

proxies, the appointments shall be invalid unless he/she specifies the proportion of his/her shareholding (expressed as a percentage

of the whole) to be represented by each proxy.

4. To be effective, this Proxy Form must be deposited at the registered office of the Company at 178 Clemenceau Avenue #08-00,

Haw Par Glass Tower, Singapore 239926, not less than 48 hours before the time set for holding the meeting.

5. This Proxy Form must be signed by the appointor or by his/her attorney. In the case of a corporation, this form must be executed under

its common seal or signed by its duly authorised attorney or officer. In the case of joint holders, all holders must sign this form.

6. Any alteration made in this Proxy Form should be initialled by the person who signs it.

7. The Company shall be entitled to reject this Proxy Form if it is incomplete, improperly completed or illegible or where the true

intentions of the appointor is not ascertainable from the instructions of the appointor specified in the form. In the case of members

whose shares are entered against their names in the Depository Register, the Company may reject any proxy form lodged if such

members are not shown to have the corresponding number of shares in the Company against their names in the Depository

Register as at 48 hours before the time set for holding the meeting or the adjourned meeting, as appropriate.

Proxy Form

Documents

Haw Par Corporation Limited Annual Report 2000hawpar.listedcompany.com/misc/ar2000.pdf · The Directors recommend the payment of a second and final dividend of 10 cents (10%) per