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Ajinamoto Annual Report 2022 Real

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© © All Rights Reserved
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AJINOMOTO (MALAYSIA) BERHAD

Registration No: 196101000252 (4295-W)

ANNUAL REPORT 2022


02 Corporate Information

04 Management Discussion and Analysis

11 Director's Profile

TABLE 17 Corporate Governance Overview Statement

OF 31 Additional Compliance Information

CONTENT 32
Statement of Directors’ Responsibility in Relation to
the Financial Statements

Statement on Risk Management and Internal


33 Control

36 Audit Committee Report

40 Statistics of Shareholdings

42 Financial Highlights

43 Financial Statements

99 List of Properties

100 Notice of Annual General Meeting

107 Sustainability Statement

Scan this to view our Form of Proxy


Annual Report online.
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE
INFORMATION

04 10 05 11
09 07
02 08 01 03 06

DIRECTORS
01 Tan Sri Dato’ 04 Shunsuke Sasaki 08 Norani Binti Sulaiman
(Dr.) Teo Chiang Liang (Chief Finance Officer)
(Chairman) 09 Noriko Fujimoto
05 Dominic Aw Kian-Wee
02 Koay Kah Ee 10 Takahiro Sato
06 Kamarudin bin Rasid
03 Tomoharu Abe 11 Cheong Heng Choy
(Managing Director 07 Azhan bin Mohamed
/ Chief Executive
Officer)

02
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE
INFORMATION
(cont’d.)

BANKERS SHARE REGISTRAR

MUFG Bank (Malaysia) Berhad


Securities Services (Holdings) Sdn. Bhd.
Malayan Banking Berhad
Level 7, Menara Milenium,
Standard Chartered Bank Malaysia Berhad
Jalan Damanlela,
Pusat Bandar Damansara,
Damansara Heights,
50490 Kuala Lumpur
Tel : 603-2084 9000
AUDITORS Fax: 603-2094 9940 / 603-2095 0292

KPMG PLT

STOCK EXCHANGE LISTING

SOLICITORS Main Market of the Bursa Malaysia Securities


Berhad

Lee, Ling & Partners

SECRETARIES

Chua Siew Chuan


(MAICSA 0777689)
SSM PC No. 201908002648

Yeow Sze Min


(MAICSA 7065735)
SSM PC No. 201908003120

REGISTERED OFFICE

Lot 5710, Jalan Kuchai Lama,


Petaling, 58200 Kuala Lumpur
Tel : 603-7980 6958
Fax: 603-7981 1731

03
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

MANAGEMENT
DISCUSSION & ANALYSIS

Our Business

History & Milestone

Ajinomoto (Malaysia) Berhad (“the Company”) was established in 1961 as distributor of AJI-NO-MOTO® monosodium
glutamate (“MSG”) for Ajinomoto Co., Inc., Japan. In 1965, the Company commenced production of MSG at its
current factory under the AJI-NO-MOTO® brand.

The Company is one of the very first Japanese companies to be set up in Malaysia and has since established itself as
a responsible and reputable food manufacturer and distributor for a variety of food seasoning products that is trusted
by consumers for decades.

In 1965, the Company was recognised and approved as a Halal Food Manufacturer by the Department of Islamic
Development Malaysia (JAKIM) and has since maintained this certification. On 23rd November 2021 the Company
was awarded “The Best Malaysian Halal Certificate Holder” Award under the Large Industry Category by JAKIM at
the National Halal Conference 2021.

The Company will be relocating to its state-of-the-art new factory in Taman Enstek Halal Hub in Negeri Sembilan by
the end of this year.

• Establishment of Production
2 (seasonings and food
Commencement of • Launch of “PAL SWEET” production line) factory
Establishment “AJI-NO-MOTO” Launch of “AJI-EKI” Inauguration of Sweetener • Launch of “AJIMATE” Taste Launch of
of Ajinomoto plant operation (Hydrolysed Effluent Treatment • Launch of Hydrolysed Enhancing Seasoning “SERI-AJI” Menu
(Malaya) Awarded HALAL Vegetable Protein Management Vegetable Protein (HVP) • Awarded “AJI-NO-MOTO” Specific Launch of “Slim
Co., Ltd Certification Liquid) (SALAM) Powder Product Certification Seasoning Up” Sweetener

1961 1965 1971 1982 1989 1993 1996 2000

1963 1968 1978 1988 1992 1994 1998 2003


Corporate name Company name Launch of Launch of Launch of Launch of Awarded Launch of
was changed to was changed to “AJI-SHIO” “AJI-PLUS” “AJI-AROMA” “AJI-MIX” ISO 9001 “TUMIX” Stock
Ajinomoto Ajinomoto Table Topping Blended Flavour Flavour Enhancing Blended Certification Seasoning
(Malaysia) (Malaysia) Berhad Seasoning Enhancer Seasoning Seasoning
Sdn Bhd as the public
company

2021 2020 2019 2017 2014 2012 2011 2010 2008 2006 2005 2004
• Launch of Seri-Aji® • Launch • Launch Hydrolysed Establishment Establishment 50th Launch of Awarded Awarded • Launch of Awarded
Fritter Seasoned "aminoVITAL" "Rasa Sifu" Vegetable of ASEAN of Chicken Anniversary “Ajinomoto OSHAS 18001 ISO 14001 “VONO” HACCP
Flour Jellly Flavoured All in One Protein (HVP) Application Meat of Ajinomoto Brand” Certification Certification Instant Soup Certification
• Launch of Seri-Aji® Drink with Seasoning process Centre Powder Plant (Malaysia) Chicken Stock • Launch of
Banana Fritter Flour Amino Acids improvement Berhad “ACTIVA” TG
Series

04
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

MANAGEMENT
DISCUSSION & ANALYSIS
(cont’d.)

Our Policy

The Company is fully committed to continue to be a global customer-centric halal food manufacturing company and
uphold Ajinomoto Group’s pursuit of wellness and healthy living for the global community so that all can “Eat Well,
Live Well”. It is the Company’s policy to consistently develop and distribute high quality and safe food products that
meet consumers’ needs and satisfaction, and at the same time ensure compliance with international and local laws
and regulations for food manufacturing. As an exemplary corporate citizen and responsible employer, the Company
remains steadfast in conserving the environment, an integral component of the business ecosystem, and is committed to
providing a safe and healthy working environment for all its employees. In creating sustainable value for our shareholders
and other stakeholders, the Company’s business decisions will therefore be guided by Profits, People and Planet (3 Ps).

CERTIFIED TO MS1500:2019 CERTIFIED TO ISO 9001:2015 CERTIFIED TO ISO 14001:2015 CERTIFIED TO ISO 45001:2018 CERTIFIED TO MS 1480:2019
REF. NO.: 1092-02/2004 CERT. NO.: QMS 00504 CERT. NO.: EMS 00368 CERT. NO.: OHS 00302 CERT. NO.: 53-A4-01757
Malaysian Standard on Halal Food Quality Management Systems Environmental Management Systems Occupational Health And Safety Food Safety according to Hazard
General Requirements (“QMS”) (“EMS”) Management Systems Analysis and Critical Control Points
(“OHS”) System
(“HACCP”)

Product Range

Consumer Products

In the past 60 years, the Company has continually develop and launch new products to meet consumer needs and
expectations. Our current range of Umami seasoning and food products, besides MSG, includes chicken stock, all-in-
one seasoning, menu seasoning, pepper, sweetener and flavoured drink with amino acids. The Company continues to
engage with consumers through popular social media platforms and monitor emerging trends and needs for a sustainable
future. Recent engagement through social media includes the placement of “Hi Ajinomoto MY” page on both Facebook
and Instagram and the Company’s interactive and educational live streaming programme in order to touch base with
Malaysian families and communities.

Industrial and Food Service Products

The Company manufactures a wide range of taste and flavour enhancing products as well as binders and texture
improvers for the food manufacturing and food industries, which are marketed under the names TENCHO and ACTIVA®.
These products are widely used in various processed food such as instant noodles, soups, snacks, sauces, dairy products,
processed meat and seafood.

M-CHICKEN FB M-SUPER P M-SUPER KMI


M-2000
1kg 1kg 1kg
1kg Cautions : Hygroscopic product. Please store in cool dry place,
away from direct sunlight and aromatic materials.
Cautions : Hygroscopic product. Please store in cool dry place,
Cautions : Hygroscopic product. Please store in cool dry place,
away from direct sunlight and aromatic materials.
away from direct sunlight and aromatic materials.
Cautions : Hygroscopic product. Please store in cool dry place,
away from direct sunlight and aromatic materials. PROD DATE : 07/05/2018
PROD DATE : 07/05/2018 PROD DATE : 07/05/2018
EXP DATE : 06/05/2019
EXP DATE : 06/05/2019 EXP DATE : 06/05/2019
PROD DATE : 07/05/2018 MS1500:2009
LOT NO. : JT8222
MS1500:2009
1092-02/2004 LOT NO. : JT8222 MS1500:2009
LOT NO. : JT8222
1092-02/2004

EXP DATE : 06/05/2019 S/N : 00001


1092-02/2004 S/N : 00001
S/N : 00001 Manufactured by:
Manufactured by:
MS1500:2009
1092-02/2004 LOT NO. : JT8222 AJINOMOTO (MALAYSIA) BERHAD (4295-W)
Manufactured by: AJINOMOTO (MALAYSIA) BERHAD (4295-W)
AJINOMOTO (MALAYSIA) BERHAD (4295-W) Lot 5710, Jalan Kuchai Lama, Petaling, 58200 Kuala Lumpur, Malaysia.
S/N : 00001 Lot 5710, Jalan Kuchai Lama, Petaling, 58200 Kuala Lumpur, Malaysia. Lot 5710, Jalan Kuchai Lama, Petaling, 58200 Kuala Lumpur, Malaysia. Tel: +603-7980 6958 Fax: +603-7980 6817 URL: http://www.ajinomoto.com.my
Manufactured by: Tel: +603-7980 6958 Fax: +603-7980 6817 URL: http://www.ajinomoto.com.my Tel: +603-7980 6958 Fax: +603-7980 6817 URL: http://www.ajinomoto.com.my
AJINOMOTO (MALAYSIA) BERHAD (4295-W)
Lot 5710, Jalan Kuchai Lama, Petaling, 58200 Kuala Lumpur, Malaysia.
Tel: +603-7980 6958 Fax: +603-7980 6817 URL: http://www.ajinomoto.com.my

TG-SR-MH TG-BW-MH
1kg 1kg
Storage Method : Avoid high temperatures, high humidity and direct sunlight. Storage Method : Avoid high temperatures, high humidity and direct sunlight.

Cautions: * Avoid direct contact with eyes or skin through splashing. Cautions: * Avoid direct contact with eyes or skin through splashing.
* Where necessary, wear such protective items as impermeable * Where necessary, wear such protective items as impermeable
gloves, a dustproof mask and dustproof spectacles. gloves, a dustproof mask and dustproof spectacles.
* Inhalation or contact with the body may trigger an allergic * Inhalation or contact with the body may trigger an allergic
reaction or asthma attack. reaction or asthma attack.
* If contact with eyes or skin results in an abnormal sensation, * If contact with eyes or skin results in an abnormal sensation,
wash away with water. wash away with water.
* If the symptoms are acute, see a doctor. * If the symptoms are acute, see a doctor.
* Product is unstable against oxygen and high temperatures, * Product is unstable against oxygen and high temperatures,
► Packet contain Oxygen Absorber to preserve quality. ► Packet contain Oxygen Absorber to preserve quality.
► Please ensure to open the top (red line) and not the bottom, ► Please ensure to open the top (red line) and not the bottom,
otherwise the Oxygen Absorber will fall out. otherwise the Oxygen Absorber will fall out.
► Once the bag is opened, use all otherwise tightly seal and ► Once the bag is opened, use all otherwise tightly seal and
store in low temperature. store in low temperature.

PROD DATE : 07/05/2018 PROD DATE : 07/05/2018


EXP DATE : 06/05/2019 EXP DATE : 06/05/2019
MS1500:2009
1092-02/2004 LOT NO. : JT8222 MS1500:2009
1092-02/2004 LOT NO. : JT8222
S/N : 00001 S/N : 00001
Manufactured by: Manufactured by:
AJINOMOTO (MALAYSIA) BERHAD (4295-W) AJINOMOTO (MALAYSIA) BERHAD (4295-W)
Lot 5710, Jalan Kuchai Lama, Petaling, 58200 Kuala Lumpur, Malaysia. Lot 5710, Jalan Kuchai Lama, Petaling, 58200 Kuala Lumpur, Malaysia.
Tel: +603-7980 6958 Fax: +603-7980 6817 URL: http://www.ajinomoto.com.my Tel: +603-7980 6958 Fax: +603-7980 6817 URL: http://www.ajinomoto.com.my

05
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

MANAGEMENT
DISCUSSION & ANALYSIS
(cont’d.)

Sales Branches & Overseas Market

The Company’s products are well-received by customers in many countries.

South Korea
China Japan
Jordan Kuwait
Qatar Hong
Bahrain Kong Taiwan
United
Saudi Arabia Myanmar
Guatemala Arab India
Vietnam
Yemen Oman Thailand Phillippines
Nigeria Cambodia
Ghana Sri Lanka Brunei
Colombia Singapore

Maldives
Peru Brazil Indonesia

Mauritius
Australia New Zealand

South Africa

OVERSEAS MARKET
Countries where we export our products to

06
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

MANAGEMENT
DISCUSSION & ANALYSIS
(cont’d.)

Financial Results
Snapshot

Financial Year Ended 31 March 2022 Highlights

NET EARNINGS
SALES PER SHARE

RM 484.7MIL 27.95SEN

PROFIT RETURN
BEFORE TAX ON EQUITY

RM 24.3MIL 3.36%
ORDINARY
DIVIDENDS
TOTAL
PER SHARE
ASSETS (DECLARED)

RM 731.0MIL 8.50SEN
NET SALES BY Malaysia
NET SALES
GEOGRAPHICAL RM279.8 BY BUSINESS
(RM MILLION)
AREA Other Asian Consumer
(RM MILLION) Countries Business
RM117.5 RM347.1
Middle East
RM79.9
Industrial
Business
Others RM137.6
RM7.5

07
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

MANAGEMENT
DISCUSSION & ANALYSIS
(cont’d.)

Operating Environment Financial Condition


The Malaysian, and the global, economy went As at FYE 31.03.2022, Total Assets increased as compared
through another challenging year of the COVID-19 to the preceding financial year but Total Net Assets
pandemic which caused supply disruptions, hike in reduced as compared to that in the preceding financial
commodity prices, freight and transport charges. year due to slower growth in profit in the current financial
Inflation, supply constraints, spike in the prices for year. Net cash generated from operating activities
fuel, etc. will continue to be concerned in the for the current financial year was RM4.0 million against
economic recovery of Malaysia and globally. that of RM73.1 million in the preceding financial year
due to higher operating costs and higher inventory
Financial Review at the year end. The Company held higher inventory
for meeting future demand and factory relocation
For the financial year ended 31 March 2022 preparation. Net cash used for investing activities was
(“FYE 31.03.2022”), revenue was RM484.7 million RM23.6 million as compared to RM135.5 million in the
as compared to the preceding financial year’s preceding financial year. The Company continued to
revenue of RM443.1 million. The 9.4% increase was incur capital expenditure in the new factory construction
due to the higher sales volume of AJI-NO-MOTO®, and manufacturing facilities. Net cash used for financing
TUMIX® and TENCHO industrial products. Profit activities was RM24.2 million for the financial year. This
before tax for the FYE 31.03.2022 was RM24.3 million, was used mainly for dividend payment to shareholders.
a reduction of RM37.0 million compared to RM61.3
million in the preceding financial year. The decrease
in profit before tax was mainly due to the hike in
Dividend
raw material prices and fuel costs, higher freight
The Board of Directors continues to maintain the policy of
and transportation costs, increase in staff costs,
stable and sustainable dividend payout to shareholders.
depreciation, computer hardware and software
The Directors, as announced by the Company on 29
maintenance and other operating expenses.
June 2022, declared a first and final single-tier dividend
of 8.50 sen per ordinary share in respect of FYE 31.03.2022.
Segment Information
Operational Risk
Consumer Business
(1) Operating Environment Risks
Revenue in the Consumer Business segment was
RM347.1 million, improved by 12.0% as compared Exchange Rate Fluctuations
to RM309.9 million in the preceding financial year.
The increase was contributed by higher sales The frequent fluctuations in the exchange rate
volume in AJI-NO-MOTO® and TUMIX® in the between the Malaysian Ringgit and USD have a
domestic market and export to Middle East. Profit significant impact on the increase in export sales and
was RM3.3 million, decreased by RM26.0 million imports of raw materials, hence on the business result.
as compared to the profit of RM29.3 million in the
preceding financial year due to increase in raw Unforeseen Adverse Economic or Political Factors
material prices particularly for AJI-NO-MOTO®,
higher fuel costs, freight and transportation costs, The Company conducts business globally, and
advertising expenses, staff costs, depreciation and various potential economic, political and legal
other operating expenses. impediments overseas such as political instability will
have an adverse impact on business results.
Industrial Business
Price Fluctuations for Raw Materials and Fuels
Industrial Business segment recorded revenue of
RM137.6 million, an improvement of 3.3% against Prices of raw materials and energy resources used
RM133.2 million in the preceding financial year which by the Company fluctuate according to market
was contributed by higher sales volume in TENCHO conditions, especially during the COVID-19 control
industrial products. Profit was RM18.5 million, lower measures enforced locally and in China, coupled
by RM9.6 million as compared to RM28.1 million with the Russia-Ukraine war have caused prices of
in the preceding financial year due to higher raw raw materials and transport costs to rise. Another
material costs, freight and transportation costs, sales threat faced locally and globally is spiraling inflation.
promotion expenses, staff costs, depreciation and These will impact on the manufacturing costs and
other operating expenses. the Company’s profitability.

08
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

MANAGEMENT
DISCUSSION & ANALYSIS
(cont’d.)

(2) Risks Related to Business Activities

Food Safety Matters

The Company, as a reputable food manufacturer, makes extensive efforts to ensure food safety. However, we
accept that there may be unforeseen issues affecting food safety which are beyond the Company’s control and
may have an adverse impact on the Company’s business results.

Laws and Regulations, Litigation, etc.

As the Company conducts business locally and on a global basis, it endeavors to comply with the laws, rules and
regulations of Malaysia and the countries that the Company exports its products to and purchases its raw materials
from. There is possibility of risks arising from unforeseen legal changes. Complying with any such changes may restrict
the Company’s operations and could have an impact on business results.

Outlook

The Company navigated through the second challenging year of the Covid-19 pandemic with much success. It remained
focused on protecting the business, shareholders’, stakeholders’ and consumers’ interests. Coupled with the pandemic
is the escalation of geopolitical tensions which impacted on the market for goods and services. However, the uplifting
of restrictions implemented during the pandemic in Malaysia and the re-opening of international borders is expected to
underpin the recovery of Malaysia and global economic activities which are positive signs for the Company.

Since the declaration of the Covid-19 pandemic, the Company has implemented strict operating procedures and
standards, which are aligned with Government mandates, to ensure a safe and healthy working environment for all its
employees. At the same time, the Company enforced strict hygiene practices, health monitoring with bi-weekly swab
test screening and provided personal protective gear and hand sanitisers at the work place. Following the launch of
Malaysia’s COVID-19 Immunisation Programme in March 2021, the Company actively supported the Programme and
advocated protection from the virus through vaccination, resulting in 100% fully vaccinated employees. This helped to
ensure the uninterrupted operations and delivery of our products and services that fulfill the needs and expectations of
consumers and customers.

With our deep-rooted successful presence in Malaysia for over six decades, the Company has established AJI-NO-MOTO®
UMAMI seasoning and a range of seasoning products as trusted household brands for the daily preparation and cooking
of healthy food for the family, and community. The Company continues to strengthen the Corporate Message of “Eat
Well, Live Well” with AJI-NO-MOTO® by contributing solutions to dietary issues in Malaysia through multiple Ajinomoto
Well-Being Projects for a delicious reduced-salt diet with Umami via, for example, the launch of “Less Salt, UMAMI it”
Campaign. The Company also continued as the main sponsor for the yearly Nutrition Month Malaysia virtual fair that
promotes healthy dietary and active living among Malaysian Society. The Company also promoted the sales of other
seasoning products such as TUMIX®, SERI-AJI®, AJI-SHIO® and RASA SIFU™ by strengthening its distribution coverage and
increased communication and awareness campaigns using digital social media and e-commerce platforms.

As a responsible corporate citizen, the Company continued to engage in social activities and charity projects under
The Ajinomoto Group Creating Shared Value (ASV) initiative to help elderly and children’s homes that face hard times
caused by the COVID-19 pandemic. It is an initiative to promote better health and the well-being of the needy and
underprivileged sector of the community. The Company presented cash as well as AJI-NO-MOTO® and other seasoning
products to Persatuan Rainbow Bridge Malaysia which were channeled to 23 homes in the Klang Valley through Rainbow
Bridge’s food bank. To further support the ASV initiative and promote community spirit, the Company launched a
voluntary donation drive to collect food and daily supplies for flood victims which was distributed by Uncle Kentang
Malaysia Charity Organisation (NGO). The Company also donated groceries to over 400 families under the Perumahan
Rakyat (“PPR”) and Perumahan Awam (“PA”) initiatives for the Klang Valley via Yayasan Food Bank Malaysia (“YFBM”) as
well as sahur meal sponsorship for orphanages.

The Company was one of the main sponsors of the “Malaysia-Japan All-Stars Football Charity Match”, between the
Malaysia-Japan All-Stars and the Malaysia Deaf Tigers. The event was launched by the Minister of Youth & Sports on 11th
December 2021 to raise funds for the Malaysian Sports Association for the Deaf (MSDEAF) and for the training of “Malaysia
Deaf Tigers" football players for both domestic and international competitions. This charity match successfully achieved
the fundraising target of RM300,000.

09
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

MANAGEMENT
DISCUSSION & ANALYSIS
(cont’d.)

Backed by the successful track records of Ajinomoto Co., Inc., Japan in Amino Science, the Company undertook to
support Malaysian sports players to excel in domestic as well as international competitions through aminoVITAL® sports
jelly drink. In addition, the Company launched the ‘Winning Meals' Kachimeshi® sports nutrition programme under ASEAN
Victory Project® student athletes for outstanding sports performance. This programme stressed the importance of a
well-balanced diet with aminoVITAL® sports jelly drink to support muscle endurance and recovery. The aim of these
programmes is to support Malaysian national sportsmen and sportswomen in their efforts to win competitions as well as
preparing individuals for their sporting activities.

For the Industrial Business segment, the Company will continue to leverage on specialty technologies from our parent
company to be one of the “solution-providing group of companies for food and health issues” and expand the sales
of our TENCHO and ACTIVA® products to both the food manufacturing and food service industries. The Company
engaged in initiatives to help resolve customers’ food and health issues by conducting proposals on sodium reduction,
sugar reduction, plant based protein integrated deliciousness solution, clean label requirements and improvement in
maintaining food freshness solution in order to reduce food waste.

In support of efforts to green and protect the environment, the Company conducted a Tree Planting Event on 6th
April 2021 in conjunction with ‘Earth Day Celebration’ at our soon to be opened new factory in Taman Enstek, Negeri
Sembilan. We planted 1,500 trees in a 20,000 square meter area, of which 10% of the area was planted with herb plants
such as citrus, pandan, and piper as well as Malaysia’s national flower, hibiscus. The Company further strengthened its
sustainability initiatives through the establishment of a Sustainability Committee and internal task forces emphasising
operational efficiency and minimising waste through reduction of Carbon Dioxide (“CO2”) emissions and Food Loss. In
its efforts to achieve its goal of zero plastic waste by 2030 the Company introduced the use of mono-material plastic
to replace poly-material plastic for packaging of AJI-NO-MOTO® Umami Seasoning products, hence reducing the use
of plastic packaging materials. The mono-material packaging is made from materials that are environmentally-friendly
comprising 90% of polypropylene (PP). In addition, a ‘Recycling’ logo is displayed at the back of the new mono-material
packaging to encourage consumers to recycle the package after use. The Company has been continually enhancing
its manufacturing processes, reducing unwanted by-products, developing innovative methods to recycle the organic by-
products and utilising more environmentally friendly alternative fuel sources. At the Company’s new factory, solar panels
have been incorporated to facilitate renewable energy generation and rain water harvesting for general cleaning. All
these initiatives are part of The Ajinomoto Group Creating Shared Value (ASV), promotion of global sustainability and
protection of the environment for our future generation.

Ajinomoto (Malaysia) Berhad has positioned The Ajinomoto Group Creating Shared Value (ASV) and its message of “Eat
Well, Live Well” at the core of its decision making process, guided by the Group’s Vision and Mission.

10
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

DIRECTOR’S
PROFILE

TAN SRI DATO' (DR.)


TEO CHIANG LIANG
Chairman, Independent Non-Executive Director
71, Malaysian, Male

Tan Sri Dato' (Dr.) Teo was appointed to the Board


of Ajinomoto (Malaysia) Berhad on 28 June 2001 as
Independent Non-Executive Director. On 4 June 2020,
he was appointed as Chairman of Ajinomoto (Malaysia)
Berhad. At the same time Tan Sri Teo was re-designated
as a member of the Audit Committee from his previous
position as the Chairman, and as the Chairman of the
Remuneration Committee from his previous position
as a committee member. He is also a member of the
Nomination Committee. He attended all five (5) Board
meetings held in the financial year.

Tan Sri Teo graduated with a Bachelor of Arts (Honours)


degree in Business Studies and M.Sc in Management &
Administration from the United Kingdom. He obtained
his training from The Chartered Bank and Pillar Naco
Ltd in UK. Since I975, he joined and served as a Director
of the See Hoy Chan Holdings Group, a well diversified
group of companies with its core businesses in real estate
investment and property development. In 1990, he was
awarded the Certificate in General Insurance by The
Malaysian Insurance Institute and appointed as Principal
Officer for See Hoy Chan (Malaysia) Sdn. Bhd.’s Insurance
Agency business.

Tan Sri Teo was elected Secretary General of the


Malaysian Association of Private Colleges & Universities
from 1997 to 2003 and is currently its Vice-President. He
was appointed as a member of the MSC Education
Advisory Panel in 1998. He is also a Life Member of the
Malaysian Red Crescent Society. In 1998, The Nottingham
Trent University in UK appointed Tan Sri Teo as Professor
of the University and awarded an honorary degree of
Doctor of Business Administration to him in 2001. In 2006,
he was elected as an Exco member of the Malaysian
Crime Prevention Foundation.

Tan Sri Teo does not hold directorships in any other


public company and listed issuer. He has no conflict of
interest with the Company or any family relationship with
any other Director or shareholder of the Company. He
has neither been convicted for any offences within the
past five (5) years other than for traffic offences, if any,
nor received any public sanction or penalty imposed by
regulatory bodies during the financial year.

11
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

DIRECTOR’S
PROFILE
(cont’d.)

Mr. Koay was appointed to the Board of Ajinomoto (Malaysia) Berhad on 15


November 2007. He was re-designated as the Chairman of the Audit Committee
from his previous position as a member of the Audit Committee on 4 June 2020.
He was also re-designated as a member of the Nomination Committee from
his previous position as the Chairman of the Nomination Committee on 4 June
2020. Besides, he was appointed as a member of the Remuneration Committee
on 4 June 2020. He is also the Senior Independent Director of the Company. He
attended all five (5) Board meetings held in the financial year.

He holds a Master in Business Administration from University of Strathclyde, United


Kingdom (UK). He is a fellow member of the Chartered Institute of Management
Accountants (CIMA), UK, fellow member of the Australian Certified Practicing
Accountants (CPA Australia), Chartered Accountant (CA) of the Malaysian
Institute of Accountants (MIA) and Chartered Global Management Accountant
(CGMA) and member of the SOCSO Appellate Board (JRKS) of Ministry of
Human Resources Malaysia.

He is currently the Group Finance Director of a public company listed on the


Main Market of Bursa Malaysia Securities Berhad (“Bursa Securities”). He also sits
on the Board of JF Technology Berhad and Tashin Holdings Berhad, both are
public companies listed on the ACE Market of Bursa Securities.

He has no conflict of interest with the Company or any family relationship with any
other Director or shareholder of the Company. He has neither been convicted
for any offences within the past five (5) years other than for traffic offences, if
KOAY KAH EE any, nor received any public sanction or penalty imposed by regulatory bodies
Independent Non-Executive Director during the financial year.
63, Malaysian, Male

Mr. Abe was appointed to the Board of Ajinomoto (Malaysia) Berhad on 1


July 2020. He attended all five (5) Board Meetings held in the financial year.
He is not a member of any Board Committee.

Mr. Abe graduated from Tohoku University with a Bachelor Degree in Arts &
Letters in March 1992.

He joined Ajinomoto Co., Inc., Japan in 1992 and began his career with the
Tokyo Branch and has held various positions in Japan and overseas within the
Ajinomoto Group of Companies.

He does not hold directorships in any other public company and listed issuer.
He has no conflict of interest with the Company or any family relationship
with any other Director or shareholder of the Company. He has also neither
been convicted for any offences within the past five (5) years other than for
traffic offences, if any, nor received any public sanction or penalty imposed
by regulatory bodies during the financial year.

TOMOHARU ABE
Managing Director,
Chief Executive Officer
54, Japanese, Male

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

DIRECTOR’S
PROFILE
(cont’d.)

Mr. Sasaki was appointed to the Board of Ajinomoto (Malaysia) Berhad on 1 July
2019. He attended all five (5) Board meetings held in the financial year. He is not
a member of any Board Committee.

Mr. Sasaki graduated from Hitotsubashi University with a Bachelor of Social


Sciences Degree from the Faculty of Social Sciences in year 2000.

He joined Ajinomoto Co., Inc., Japan in 2000 and began his career with the Tokyo
Branch and has held various positions in Japan within the Ajinomoto Group of
Companies, with almost 15 years in the areas of finance, treasury, accounting
and tax.

He does not hold directorships in any other public company and listed issuer.
He has no conflict of interest with the Company or any family relationship with
any other Director or shareholder of the Company. He has also neither been
convicted for any offences within the past five (5) years other than for traffic
offences, if any, nor received any public sanction or penalty imposed by
regulatory bodies during the financial year.

SHUNSUKE SASAKI
Executive Director,
Chief Finance Officer
44, Japanese, Male

Mr. Aw was appointed to the Board of Ajinomoto (Malaysia) Berhad on


10 August 2010. He was re-designated as the Chairman of the Nomination
Committee from his previous position as a member of the Nomination
Committee on 4 June 2020. He is also a member of the Audit Committee and
Remuneration Committee. He attended all five (5) Board meetings held in
the financial year.

Mr. Aw holds a Bachelor of Law (Hons) degree from the University of Hull,
North Humberside, England and a Barrister-at-Law (Middle Temple) from the
University of Westminster, London, England.

He was a partner of Mazlan & Associates from 2003 to 2015 and has over 19
years of working experience as an advocate and solicitor.

He also sits on the Board of Perusahaan Sadur Timah Malaysia (Perstima)


Berhad and Gets Global Berhad, which are public companies listed on the
Main Market of Bursa Malaysia Securities Berhad.

He has no conflict of interest with the Company or any family relationship


with any other Director or shareholder of the Company. He has neither been
convicted for any offences within the past five (5) years other than for traffic
offences, if any, nor received any public sanction or penalty imposed by
regulatory bodies during the financial year.

DOMINIC AW KIAN-WEE
Independent Non-Executive Director
51, Malaysian, Male

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

DIRECTOR’S
PROFILE
(cont’d.)

En. Kamarudin was appointed to the Board of Ajinomoto (Malaysia) Berhad on 1


June 2012. He attended all five (5) Board meetings held in the financial year. He
is not a member of any Board Committee.

En. Kamarudin graduated from University Putra Malaysia with a Degree in Food
Science and Technology in 1986.

He joined the Technical Department of Ajinomoto (Malaysia) Berhad in 1987.


Over the years he moved up the corporate ladder and served under various
capacities.

He does not hold directorships in any other public company and listed issuer.
He has no conflict of interest with the Company or any family relationship with
any other Director or shareholder of the Company. He has also neither been
convicted for any offences within the past five (5) years other than for traffic
offences, if any, nor received any public sanction or penalty imposed by
regulatory bodies during the financial year.

KAMARUDIN BIN RASID


Executive Director
61, Malaysian, Male

En. Azhan was appointed to the Board of Ajinomoto (Malaysia) Berhad on 15


September 2018. He attended all five (5) Board meetings held in the financial
year. He is not a member of any Board Committee.

En. Azhan graduated from University Putra Malaysia with a Bachelor of Food
Science and Technology in 1990.

He joined the Production Department of Ajinomoto (Malaysia) Berhad in


February 1991 and over the years, he moved up the corporate ladder and
served under various capacities.

He does not hold directorships in any other public company and listed issuer.
He has no conflict of interest with the Company or any family relationship
with any other Director or shareholder of the Company. He has also neither
been convicted for any offences within the past five (5) years other than for
traffic offences, if any, nor received any public sanction or penalty imposed
by regulatory bodies during the financial year.

AZHAN BIN MOHAMED


Executive Director
58, Malaysian, Male

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

DIRECTOR’S
PROFILE
(cont’d.)

Puan Norani Binti Sulaiman was appointed to the Board of Ajinomoto (Malaysia)
Berhad on 1 July 2020. She attended all five (5) Board meetings held in the
financial year. She is also a member of the Audit Committee, Nomination
Committee and Remuneration Committee.

Puan Norani holds a B.Sc. (Hons) Communications Engineering degree from


the University of Kent, Canterbury, Kent, England. She started her career in
Communications Engineering with Jabatan Telekom Malaysia in 1979. She then
continued her career in 1984 with the Private sector and joined two Multinational
companies established in Malaysia, serving each company for 10 years. She
has also served as a Consultant/ Mentor in the largest Aquaculture company
in Saudi Arabia. She is now an Associate Consultant at Vigorous Vision (M) Sdn
Bhd. Her career in the Public and Private sector in Engineering & Sales/ Marketing
gained her valuable experience.

She does not hold directorship in any other public company and listed issuer.
She has no conflict of interest with the Company or any family relationship
with any other Director or shareholder of the Company. She has also neither
been convicted for any offences within the past five (5) years other than for
traffic offences, if any, nor received any public sanction or penalty imposed by
regulatory bodies during the financial year.

NORANI BINTI SULAIMAN


Independent Non-Executive Director
66, Malaysian, Female

Ms. Fujimoto was appointed to the Board of Ajinomoto (Malaysia) Berhad


on 1 July 2021. She attended all three (3) Board meetings held since her
appointment to the Board. She is not a member of any Board Committee.

Ms. Fujimoto graduated from Ochanomizu University with a Bachelor of Arts


from the Faculty of Letters and Education, Geography in March 1994.

She joined Ajinomoto Co., Inc., Japan in 1994 and began her career with
the Sales Group for Food Service in the Fukuoka branch and has held various
positions in Japan within the Ajinomoto Group of Companies.

She does not hold directorships in any other public company and listed issuer.
She has no conflict of interest with the Company or any family relationship
with any other Director or shareholder of the Company. She has also neither
been convicted for any offences within the past five (5) years other than for
traffic offences, if any, nor received any public sanction or penalty imposed
by regulatory bodies during the financial year.

NORIKO FUJIMOTO
Executive Director
50, Japanese, Female

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

DIRECTOR’S
PROFILE
(cont’d.)

Mr. Sato was appointed to the Board of Ajinomoto (Malaysia) Berhad on 1 July
2021. He attended all three (3) Board meetings held since his appointment to the
Board. He is not a member of any Board Committee.

Mr. Sato graduated from Sophia University with a Master Degree in Mechanical
Engineering in March 1997.

He joined Ajinomoto Co., Inc., Japan in 1997 and began his career with the
Technology and Engineering Laboratories and has held various positions in
Japan and overseas within the Ajinomoto Group of Companies.

He does not hold directorships in any other public company and listed issuer.
He has no conflict of interest with the Company or any family relationship with
any other Director or shareholder of the Company. He has also neither been
convicted for any offences within the past five (5) years other than for traffic
offences, if any, nor received any public sanction or penalty imposed by
regulatory bodies during the financial year.

TAKAHIRO SATO
Executive Director
49, Japanese, Male

Mr. Cheong was appointed to the Board of Ajinomoto (Malaysia) Berhad


on 9 August 2021. He is a member of Nomination Committee, Remuneration
Committee and Audit Committee. He attended all three (3) Board meetings
held since his appointment to the Board.

Mr. Cheong holds a Master of Business Administration from the University of


Bath, England. He is a member of the Malaysian Institute of Accountants and
the Malaysian Institute of Certified Public Accountants. He is also a qualified
company secretary and a charter member of Certified Risk Professional.

He began his career with one of the big four accounting practice and
moved on to the banking and finance sectors and held various key positions
in the banking industry, serving as the Chief Internal Auditor of three major
public listed financial institutions. He had also served as the Chief Financial
Officer of a major public listed banking group and involved in the setting
up of the Integrated Risk Management Division and had overseen Remedial
Management for a major bank.

Mr. Cheong is currently a Director and Principal Consultant of a boutique


consultancy practice, involved in internal control reviews for Initial Public
Offers, conducting outsource internal audit services, setting up of Enterprise
Risk Management and Corporate Governance Framework for many public
listed companies.

He does not hold directorships in any other public company and listed issuer.
He has no conflict of interest with the Company or any family relationship
CHEONG HENG CHOY with any other Director or shareholder of the Company. He has also neither
Independent Non-Executive Director been convicted for any offences within the past five (5) years other than for
64, Malaysian, Male traffic offences, if any, nor received any public sanction or penalty imposed
by regulatory bodies during the financial year.

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT

The Board of Directors of the Company (“the Board”) recognises the importance of maintaining high standards of
corporate governance within the Company as this would serve to protect shareholders’ value while at the same time
preserving the interests of the Company’s other stakeholders. The Board understands that this is not just through achieving
the desired financial performance but also through being ethical and sustainable.

The Board is committed to its policy of managing the affairs of the Company with transparency, accountability and
integrity by ensuring that a sound framework of best corporate governance practices is in place and thus discharging its
responsibility towards protecting and enhancing long-term shareholders’ value and investors’ interest.

In establishing the Company’s Corporate Governance framework, the Board takes cognizance of the Malaysian Code on
Corporate Governance (“MCCG”) that was revised on 28 April 2021. An overview statement on the corporate governance
practices of the Company for the financial year ended 31 March 2022 is appended below. The comprehensive Corporate
Governance Report is published on the Company’s website at www.ajinomoto.com.my.

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS

1.0 Board’s Leadership on Objectives and Goals

1.1 The Board is responsible for the leadership and long-term success of the Company and the delivery of sustainable
value to its stakeholders. In discharging its fiduciary duties and leadership functions, the Board is guided by the
Board Charter, which outlines the duties and responsibilities of the Board, matters reserved for the Board as well as
those which the Board may delegate to the Board Committees, Managing Director (“MD”)/Chief Executive Officer
(“CEO”) and Management.

The Board has reserved a formal schedule of matters for its decision making to ensure that direction and control
of the Company are firmly in its hands. It has set the strategic direction of the Company, exercised oversight on
Management and set the appropriate tone at the top, while providing thought leadership and championing good
governance and ethical practices throughout the Company.

All the Directors of the Company has objectively discharged their fiduciary duties and responsibilities at all times in
the best interests of the Company to oversee the conduct, business activities and development of the Company.
The Board evaluates and determines the training needs of its Directors annually and encourages the Directors to
attend various professional training programmes necessary to keep abreast on issues and challenges arising from the
changing business environment within which the Company operates.

During the financial year ended 31 March 2022, all Directors complied with Paragraph 15.08 of the Bursa Malaysia
Securities Berhad (“Bursa Securities”) Main Market Listing Requirements (“Main LR”) and attended training
programmes as follows:-

Name of Director Training/courses attended


Tan Sri Dato’ (Dr.) Teo Chiang Liang • Digital Disruptions – Winning Strategies for Legacy Companies
Koay Kah Ee • Digital Disruptions – Winning Strategies for Legacy Companies
• Valuation on Mergers and Acquisitions
• 2022 Budget and Tax Updates
• Audit Oversight Board Conversation with Audit Committees
• TCFD Climate Disclosure Training Programme
Tomoharu Abe • Digital Disruptions – Winning Strategies for Legacy Companies
Shunsuke Sasaki • Digital Disruptions – Winning Strategies for Legacy Companies
Dominic Aw Kian-Wee • Digital Disruptions – Winning Strategies for Legacy Companies
• Briefing on the Malaysian Code on Corporate Governance
Kamarudin bin Rasid • Digital Disruptions – Winning Strategies for Legacy Companies
Azhan bin Mohamed • Digital Disruptions – Winning Strategies for Legacy Companies
Norani binti Sulaiman • Digital Disruptions – Winning Strategies for Legacy Companies
Noriko Fujimoto • Mandatory Accreditation Programme
(appointed w.e.f. 1 July 2021) • Digital Disruptions – Winning Strategies for Legacy Companies

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d.)

1.0 Board’s Leadership on Objectives and Goals (cont’d.)

Name of Director Training/courses attended


Takahiro Sato • Mandatory Accreditation Programme
(appointed w.e.f. 1 July 2021) • Digital Disruptions – Winning Strategies for Legacy Companies
Cheong Heng Choy • Mandatory Accreditation Programme
(appointed w.e.f. 9 August 2021) • Digital Disruptions – Winning Strategies for Legacy Companies
• TCFD 101: Getting Started with Climate-Related Financial Reporting
• TCFD 102: Building Experience in Climate-Related Financial
Reporting

The Board with the assistance of Nomination Committee (“NC”), reviews the training programmes for the Board
annually. The Board had approved an in-house training programme entitled ‘Digital Disruptions – Winning Strategies
for Legacy Companies’ for the Board and Senior Management and it was conducted on 24 March 2022.

The Board had five (5) Board Meetings during the financial year ended 31 March 2022.

To enable the Board to discharge its responsibilities in meeting the goals and objectives of the Company, the Board
has, amongst others–

• promoted good corporate governance culture within the Company which reinforces ethical, prudent and
professional conduct;
• reviewed, challenged and decided on Management’s proposals for the Company, and monitor its
implementation;
• ensured that the strategic plan of the Company supports long-term value creation and includes strategies on
economic, environmental and social considerations underpinning sustainability;
• assessed Management performance;
• ensured there is a sound framework for internal controls and risk management;
• recognised the principal risks of the Company’s business and that business decisions involve the taking of
appropriate risks;
• set the risk appetite within which the Board expects Management to operate and ensured that there is an
appropriate risk management framework to identify, analyse, evaluate, manage and monitor significant
financial and non-financial risks;
• ensured that senior management has the necessary skills and experience, and measures are in place to provide
for the orderly succession of Board and senior management;
• ensured that the Company has in place procedures to enable effective communication with shareholders and
other stakeholders; and
• ensured the integrity of the Company’s financial and non-financial reporting.

1.2 The Chairman of the Board has –

• provided leadership for the Board so that the Board can discharge its duties and responsibilities effectively;
• through the Chief Finance Officer and Company Secretaries, set the Board agenda and ensured that Board
members receive complete and accurate information in a timely manner;
• led Board meetings and discussions;
• encouraged active participation and allowed dissenting views to be freely expressed;
• managed the interface between Board and Management;
• ensured appropriate steps are taken to provide effective communication with stakeholders and that their views
are communicated to the Board; and
• led the Board in establishing and monitoring good corporate governance practices in the Company.

1.3 The positions of the Chairman and MD/CEO are held by two different individuals and each has a clear accepted
division of responsibilities to ensure that there is a balance of power and authority to promote accountability. The
Chairman is responsible for instilling good corporate governance practices and leadership, and for ensuring Board
effectiveness. The Chairman leads the Board in its collective oversight of Management, while the MD/CEO has
the overall responsibilities over the Company’s operating units, organisational effectiveness and implementation of
Board policies and decisions. The distinct and separate roles of the Chairman and MD/CEO are clearly defined in the
Board Charter to ensure that no one individual has unfettered powers of decision-making.

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d.)

1.0 Board’s Leadership on Objectives and Goals (cont’d.)

1.4 The Chairman of the Board is also the Chairman of the Remuneration Committee (“RC”) and member of the two (2)
Board Committees, namely the Audit Committee (“AC”) and NC.

The Board took cognizance that having the same person assume the position of chairman of the Board and member
of other board committees gives rise to the risk of self-review and may impair the objectivity of the chairman and the
Board when deliberating on the observations and recommendations put forth by the board committees. However,
Tan Sri Dato’ (Dr.) Teo Chiang Liang is not involved in management and operational matters of the Company, and
he always provides constructive ideas and opinions to the Board and Board Committees respectively and showed
impartiality in his judgement and conduct based on different perspectives as a Board Chairman and member of
Board Committees.

1.5 The Company is supported by two (2) suitably qualified and competent Company Secretaries. Both Company
Secretaries are qualified Chartered Secretaries under Section 235(2)(a) of the Companies Act 2016 registered with
the Companies Commission of Malaysia and are Fellow members of the Malaysian Association of the Institute of
Chartered Secretaries and Administrators (“MAICSA”). The Company Secretaries are external company secretaries
from Securities Services (Holdings) Sdn. Bhd. with vast knowledge and experience from being in public practice and
is supported by a team of competent company secretarial personnel.

The Company Secretaries have –

• together with Management, managed all Board and Board Committee meeting logistics;
• attended and recorded minutes of all Board and Board Committee meetings and facilitated Board
communications either in person or through its representative;
• advised the Board on its roles and responsibilities;
• facilitated Director training and development;
• advised the Board on corporate disclosures and compliance with Company and Securities Commission’s
regulations and Listing Requirements;
• managed processes pertaining to the Sixtieth Annual General Meeting (“60th AGM”); and
• monitored corporate governance developments and advised the Board on governance practices.

The Company Secretaries have and will continue to constantly keep themselves abreast on matters concerning
company law, the capital market, corporate governance, and other pertinent matters, and with changes in the
regulatory environment, through continuous training and industry updates. They have also attended relevant
continuous professional development programmes as required by MAICSA for practicing Chartered Secretaries.

The Board is satisfied with the performance and support rendered by the Company Secretaries to the Board in the
discharge of its function, duties and responsibilities.

1.6 Meeting materials are circulated to Directors at least five (5) business days in advance of Board/Board Committee
meetings. The Minutes of Board/Board Committee meetings are circulated to the respective Chairman of the
meetings in a timely manner for review before they are confirmed and adopted by members of the Board/Board
Committee at their respective meetings.

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d.)

2.0 Demarcation of Responsibilities

2.1 The Board has a Board Charter, which is published on the Company’s website at www.ajinomoto.com.my. The
Board Charter clearly sets out the Board’s strategic intent and identifies the respective roles and responsibilities of
the Board, Board Committees, individual Directors, Senior Independent Director and senior management, as well as
issues and decisions reserved for the Board, the Board’s governance structure and authority, and Terms of Reference
of the Board, Board Committees and senior management. This is to ensure that all Directors and senior management
acting on behalf of the Company are aware of their duties and responsibilities.

As part of its efforts to ensure the effective discharge of its duties, the Board has delegated certain functions and
authorities to three (3) of its Board Committees, namely, AC, NC and RC. These Committees are entrusted with
specific responsibilities to assist the Board in overseeing the Company’s affairs, in accordance with their limits of
authority and respective Terms of Reference, which are published on the Company’s website at www.ajinomoto.
com.my together with the Board Charter. These Terms of Reference are reviewed as and when the need arises,
and were recently amended to reflect the latest compliance requirements as a result of changes in the regulatory
framework. The Board keeps itself abreast of the responsibilities delegated to each Board Committee, and matters
deliberated at each Board Committee meeting through the minutes of the Board Committee meetings and reports
by the respective Board Committee Chairman, at Board meetings.

AC

Details on the AC are in the AC Report contained in this Annual Report.

RC

Details on the RC are contained in the Corporate Governance Report.

NC

The NC was established with clearly defined Terms of Reference, and comprises five (5) Non-Executive Directors, all
of whom are independent pursuant to Paragraph 15.08A(1) of the Main LR of the Bursa Securities, during the financial
year ended 31 March 2022 as follows:-

Name Designation Designation Directorship


Dominic Aw Kian-Wee Chairman Independent Non-Executive Director
Tan Sri Dato’ (Dr.) Teo Chiang Liang Member Independent Non-Executive Director
Koay Kah Ee Member Senior Independent Director
Norani binti Sulaiman Member Independent Non-Executive Director
Cheong Heng Choy Member Independent Non-Executive Director
(appointed w.e.f. 9 August 2021)

The NC is empowered by the Board to oversee the selection and assessment of Directors to be appointed to ensure
that the Board’s composition and skills meet the needs of the Company, and hence, is tasked with the following
duties and responsibilities:-

• To assess and recommend to the Board, candidates for directorships;


• To recommend to the Board the nominees to fill the seats on Board Committees;
• To review Board and senior management succession plans;
• To review training programmes for the Board annually and facilitate board induction and training programmes
for new members of the Board;
• To assess the effectiveness of the Board and the Committees of the Board as a whole, and each individual
Director;
• To review the term of office and performance of the AC and each of its members annually to determine
whether the AC and members have carried out their duties in accordance with their terms of reference;
• To act in line with the directions of the Board;
• To consider and examine such other matters as the NC considers appropriate; and
• To consider any other matters as defined by the Board.

20
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d.)

2.0 Demarcation of Responsibilities (cont’d.)

Activities of the NC

During the financial year ended 31 March 2022, the NC held two (2) meetings to perform the following in the
discharge of its duties and responsibilities: -

• Reviewed the profile and nomination of new Board members;


• Assessed the independence of Independent Directors;
• Reviewed the contribution and performance of each individual Director, the Board as a whole and Board
Committees;
• Reviewed and recommended the re-election and re-appointment of Directors to the Board for recommendation
to the shareholders for approval;
• Reviewed and recommended the retention of Independent Directors to the Board for recommendation to the
shareholders for approval;
• Reviewed the training programmes for the Board; and
• Reviewed the term of office and performance of the AC and each of its members.

In reviewing the profile and nomination of new Board members, the NC takes into consideration the following
criteria:-

• Professional expertise, level of experience, competency and background;


• Time commitment and potential to add value to the Board and the Company as a whole; and
• Promotion of diversity in views and opinions in the Board.

In assessing the performance of the Board, Board Committees and Directors of the Company, the NC takes into
consideration the following:-

• Personal Commitment/Contribution to Interaction


• Understanding of the Company’s Activities
• Compliance to the terms of reference, duties and responsibilities of a director, and of a chairman of the
Company

The attendance of Directors who are members of Board committees during the financial year ended 31 March 2022
is set out below:-

Directors NC AC RC
Non-Executive Directors
Tan Sri Dato’ (Dr.) Teo Chiang Liang 2/2 5/5 2/2
Koay Kah Ee 2/2 5/5 2/2
Dominic Aw Kian-Wee 2/2 5/5 2/2
Norani binti Sulaiman 2/2 5/5 1/1
Cheong Heng Choy * 3/3 1/1
(appointed w.e.f. 9 August 2021)

Note:-
* There was no NC meeting held after the appointment of Mr. Cheong Heng Choy as a member of the NC on 9
August 2021 and hence, he did not attend any NC meeting held in the financial year ended 31 March 2022.

21
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d.)

3.0 Good Business Conduct and Healthy Corporate Culture

3.1 The Board is committed in maintaining a corporate culture that engenders ethical conduct. The Board has formalised
ethical standards by adopting a Code of Conduct, which summarises what the Company must endeavour to
do proactively in order to increase corporate value, and which describes the areas in daily activities that require
caution in order to minimise any risks that may occur. The Company’s Code of Conduct covers ethical behaviour
in all aspects of the Company’s business operations, which includes areas concerning provision of safe, high-quality
products and services, social contribution activities, conservation of the environment, respect for human rights and
ensuring workplace safety, responsibilities to shareholders, fair and transparent transactions and protection and
management of Company’s assets and information.

The said Code of Conduct is published on the Company’s website at www.ajinomoto.com.my.

Employees are made aware that relevant disciplinary actions will be taken for unethical behaviour and gross
misconduct.

3.2 The Board has put in place a whistleblowing policy, which is revised/updated as and when required, to encourage its
employees to report genuine concerns in relation to breach of any legal obligation (including negligence, criminal
activity, breach of contract and breach of the law), miscarriage of justice, danger to health and safety or to the
environment and the cover-up of any of these in the workplace. The whistleblowing policy of the Company provides
guidance on the appropriate communication and feedback channels to facilitate whistleblowing.

The said whistleblowing policy is published on the Company’s website at www.ajinomoto.com.my.

4.0 Sustainability

4.1 The Board promotes sustainability through its strategic oversight and integration of sustainability considerations in the
decision-making process and operations of the Company. This entails taking a holistic view of how the Company
creates value for its shareholders and other stakeholders bearing in mind Economic, Environmental, Social and
Governance (“ESG”) factors. Company’s efforts have been taken in the past years to strengthen sustainability
governance by incorporating the Ajinomoto Group Creating Shared Value (“ASV”) policy into the Company’s
business activities. ASV creates a virtuous cycle (the ASV cycle) that reinvests the economic value created by
resolving social issues through the Company’s business activities in future business activities, which in turn contributes
to the further resolution of social issues. ASV represents a strategic initiative for realising sustainable growth.

The Company has established a Sustainability Working Committee (“SWC”), comprising key individuals and
department heads who are responsible for the day-to-day performance and progress of the sustainability initiatives.
The SWC reports directly to the Chief Production Officer, who is responsible for the Company’s sustainability
strategies, policies and initiatives. Decisions made that are related to ESG matters and driving ESG topics in business
considerations are escalated to the MD/CEO for approval.

The activities of the SWC are supported concurrently by the Environmental Management System (“EMS”)
Committee. EMS Committee is responsible for monitoring and reviewing all environmental-related systems of the
Company, including resource and energy saving, waste management, chemical spillage and emergency response
management, environmental training and awareness, and legal compliance.

Please refer to the Sustainability Report in the Annual Report for further details.

4.2 The Company has engaged with stakeholders in a variety of ways through formal and informal activities. Sustainability
strategies, priorities and targets, and performance are communicated through the Company’s annual report and
corporate website, which contains its sustainability approach and governance, environmental performance,
contributions to society and employee relations, among others.

4.3 The Board, through the NC, assessed the annual training programme attended by the Directors during the financial
year ended 31 March 2022 to ensure that the Directors had and will continue to constantly keep abreast on the
relevant requirements and matters concerning the sustainability, including the latest development in industry as well
as the sustainability issues relevant to the Company.

22
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d.)

4.0 Sustainability (cont’d.)

4.4 While sustainability risks and opportunities have been discussed by senior management and at the Board level, a
formal evaluation process in addressing sustainability considerations will take effect going forward.

4.5 The Chief Production Officer is the designated person within management to manage sustainability strategies and
initiatives in the Company.

The Chief Production Officer ensures alignment of the sustainability targets with the business operations of the
Company. The Chief Production Officer is supported by SWC comprising heads of various departments.

5.0 Board Composition

5.1 The NC is responsible to oversee and review on an on-going basis, the overall composition of the Board in terms
of size, the required mix of skills, experience and other qualities and core competencies for the Directors of the
Company. The effectiveness of the Board as a whole and the contribution and performance of each individual
Director to the effectiveness of the Board and the Board Committees will also be assessed by the NC on an annual
basis.

5.2 Since the commencement of the financial year ended 31 March 2022 up until the resignation of Dato’ Setia
Ramli bin Mahmud (“Dato’ Ramli”) on 31 March 2021, the Board comprised six (6) Executive Directors and five (5)
Independent Non-Executive Directors, which reduced to four (4) Independent Non-Executive Directors upon Dato’
Ramli’s resignation. This composition of six (6) Executive Directors and five (5) Independent Non-Executive Directors
was reinstated upon the appointment of Mr. Cheong Heng Choy as an Independent Non-Executive Director of the
Company on 9 August 2021 up until 31 March 2022.

Although slightly less than half of the Board comprises Independent Directors, the Board is of the view that having
five (5) Independent Non-Executive Directors on the Board provides adequate check and balance of power and
authority and is able to support independent deliberation of the Board and sufficiently enable it to discharge its
duties objectively. Further, as the Chairman of the Board is independent, the Chairman of the Board provides the
strong leadership necessary to marshal the Board’s priorities objectively.

5.3 During the financial year ended 31 March 2022, in line with the MCCG, the Board sought shareholders’ approval
for the retention of its Directors who have served more than a cumulative term of twelve (12) years as Independent
Directors in accordance with the recommendations of the MCCG. Tan Sri Dato’ (Dr.) Teo Chiang Liang, Mr. Koay Kah
Ee and Mr. Dominic Aw Kian-Wee, the Independent Directors of the Company who had each served the Board for
a cumulative term of more than twelve (12) years, were retained as Independent Directors through a two-tier voting
process at the 60th Annual General Meeting of the Company held on 20 September 2021.

The NC and the Board had assessed the independence of Tan Sri Dato’ (Dr.) Teo Chiang Liang, Mr. Koay Kah Ee
and Mr. Dominic Aw Kian-Wee, and had recommended that they be retained as Independent Directors of the
Company as they continue to bring independent and objective judgement to Board deliberations and continue to
meet the following criteria for independence in discharging their roles and functions as Independent Directors of the
Company:-

• fulfilled the criteria under the definition of Independent Director pursuant to Paragraph 1.01 of the Bursa Securities
Main LR;
• not been involved in any business or other relationship which could hinder the exercise of independent
judgement, objectivity or his ability to act in the best interests of the Company;
• no potential conflict of interest, whether business or non-business related with the Company;
• not established or maintained any significant personal or social relationship, whether direct or indirect, with the
MD/CEO and Executive Directors, major shareholders or Management of the Company (including their family
members) other than normal engagements and interactions on a professional level consistent with his duties
and expected of him to carry out his duties as an independent director; and
• not derived any remuneration and other benefits apart from Directors’ fees and hospitalisation and surgical
coverage that are approved by shareholders.

5.4 The Board has not adopted a policy which limits the tenure of its Independent Directors to nine (9) years, being a step
up practice.

23
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d.)

5.0 Board Composition (cont’d.)

5.5 The Board is supportive of the Board and senior management composition diversity recommendation promoted
by the MCCG in order to offer greater depth and breadth to Board discussions and constructive debates at senior
management level.

The Directors and senior management are recruited based on objective criteria, merit and with due regard for
diversity in skills, experience, age, cultural background and gender.

The Board appoints its members through a formal and transparent selection process. The new appointees will be
considered and evaluated by the NC and the NC will then recommend the candidates to be approved and
appointed by the Board. The Company Secretaries will ensure all appointments are properly documented. This
process was applied for the appointment of Ms. Noriko Fujimoto, Mr. Takahiro Sato and Mr. Cheong Heng Choy as
Directors of the Company during the financial year ended 31 March 2022.

The Company is an equal opportunity employer and does not practice discrimination of any form, whether based
on age, gender, race and religion, throughout the organisation.

5.6 Although the Board did not utilise independent sources to identify the new Board members appointed during the
financial year ended 31 March 2022, namely, Ms. Noriko Fujimoto, Mr. Takahiro Sato and Mr. Cheong Heng Choy,
who were recommended by a major shareholder and the current Board member respectively, Board decisions
were still made objectively in the best interests of the Company taking into account their diverse skills, expertise and
potential to contribute to the Board.

The Board will consider utilising independent sources to identify suitably qualified candidates when the need arises
in the future.

5.7 The NC is responsible for making recommendation to the Board on the eligibility of the Directors to stand for re-
election at the AGM. The performance of the retiring Directors who are recommended for re-election at the AGM
has been assessed through the Board and Board Committee evaluation.

5.8 The NC is chaired by Mr. Dominic Aw Kian-Wee, the Independent Director appointed by the Board. The NC Chairman
has led the annual review of Board effectiveness, ensuring that the performance of each individual Director is
independently assessed and will lead the succession planning and appointment of future Board members. On 9
August 2021, Mr. Cheong Heng Choy, an Independent Non-Executive Director was appointed as a member of the
NC.

5.9 The Board recognises that a gender-diverse Board could offer greater depth and breadth whilst the diversity at
key senior management would lead to better decision-making. Currently, there are two (2) female Directors which
represent less than 30% female representation at the Board level.

5.10 The Board practises non-gender discrimination and endeavours to promote workplace diversity and supports the
representation of women in the composition of Board and senior management positions of the Company. The
gender diversity policy of the Board has been incorporated in the Company’s Board Charter.

The Board, assisted by Management, is responsible for developing strategies to meet the objectives of gender
diversity, and monitoring the progress of achieving the objectives through the monitoring, evaluation and reporting
mechanisms. These gender diversity strategies include:-

(a) recruiting from a diverse pool of candidates i.e., from Director’s registry, open advertisement or by the use of
independent search firms for all positions, including senior management;
(b) reviewing succession plans to ensure an appropriate focus on gender diversity;
(c) identifying specific factors to take into account the recruitment and selection processes to encourage gender
diversity;
(d) developing programs to develop a broader pool of skilled and experienced senior management and Board
candidates, including, workplace development programs, mentoring programs and targeted training and
development; and
(e) any other strategies the Board develops from time to time.

24
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d.)

6.0 Overall Effectiveness of the Board

6.1 The Board has, through the NC, conducted the following annual assessments in the financial year ended 31 March
2022:-

(i) Directors’ self-assessment;


(ii) Evaluation on the effectiveness of the Board as a whole and Board Committees;
(iii) Assessment of Independent Directors; and
(iv) Review of the term of office and performance of AC and each of its members.

The annual assessment of individual Directors, Board as a whole and Board Committees are based on a comprehensive
assessment system, which commences with the completion of a set of comprehensive Self-Assessment Form
detailing all assessment criteria to be completed by all Directors for evaluation by the NC. Criteria for the self-
assessment includes self-ratings on the Director’s knowledge, support of the mission and goals of the Company, time
commitment, and active participation on the Board.

Based on the outcome of the evaluation, the Board noted the following:-

• Individual Directors are able to meet the Board of Directors’ expectations in terms of character, experience,
integrity, competency and time commitment in discharging their roles as Directors of the Company.
• Individual Directors are exercised due care and carried out professional duties proficiently.
• The Board and Board Committees had been effective in carrying out their functions and duties.
• All Independent Directors had been and remain independent from management and free from any business
relationship that could materially interfere with their independent judgement.

The Board will consider engaging a professional, experienced and independent party to lend greater objectivity to
the assessments as and when required.

7.0 Level and Composition of Remuneration

7.1 In view that fair remuneration is crucial to attract, retain and motivate Directors and senior management, the Board
has adopted Policies and Procedures to Determine the Remuneration of Directors and senior management which
takes into account the demands, complexities and performance of the Company as well as skills and experience
required to determine the remuneration of Directors and senior management. The said policies and procedures are
available on the Company’s website at www.ajinomoto.com.my.

7.2 The Board has a RC that assists the Board in implementing its policies and procedures on remuneration, which
includes reviewing and recommending the proposed remuneration packages of the Directors of the Company. The
RC also assists the Board to structure and link Directors’ remuneration to the strategic objectives of the Company,
which rewards contribution to the long-term success of the Company in promoting business stability, sustainability
and growth.

The Terms of Reference of the RC is published on the Company’s website at www.ajinomoto.com.my.

The RC is chaired by Tan Sri Dato’ (Dr.) Teo Chiang Liang, the Independent Non-Executive Chairman of the Company.
On 9 August 2021, Mr. Cheong Heng Choy, an Independent Non-Executive Director was appointed as a member of
RC.

The RC currently consists of all Independent Non-Executive Directors, which is in line with the MCCG.

25
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d.)

8.0 Remuneration of Directors and Senior Management

8.1 Remuneration of Directors for the financial year ended 31 March 2022 is as follows:-

Executive Directors

Salaries Defined
Name of and other contribution Benefits
director emoluments Fees* Bonus Gratuity# plan in-kind

Company RM RM RM RM RM RM

Tomoharu Abe 917,151 - 98,885 - - 119,721


Shunsuke Sasaki 915,403 - 98,885 - - 80,235
Kamarudin bin Rasid 364,066 27,000 128,947 10,800 19,728 11,730
Azhan bin Mohamed 233,450 27,000 73,045 10,800 62,624 11,891
Noriko Fujimoto 497,141 - 24,723 - - 56,723
(appointed w.e.f. 1 July 2021)
Takahiro Sato 793,448 - 32,699 - - 61,828
(appointed w.e.f. 1 July 2021)
Hiroki Suzuki 306,043 - 65,920 - - 20,787
(resigned w.e.f. 30 June 2021)
Miki Moriyama 354,985 - 65,920 - - 19,412
(resigned w.e.f. 30 June 2021)

Non-Executive Directors

Other Benefits
Name of director Fees* Gratuity# emoluments^ in-kind

Company RM RM RM RM

Tan Sri Dato’ (Dr.) Teo Chiang Liang 90,000 36,000 31,200 -
Koay Kah Ee 45,000 18,000 20,300 -
Dominic Aw Kian-Wee 35,000 14,000 20,300 -
Norani binti Sulaiman 35,000 14,000 20,900 -
Cheong Heng Choy 23,333 9,333 8,633 -
(appointed w.e.f. 9 August 2021)

* Subject to shareholders’ approval at the 61st AGM of the Company.


^ Meeting, transport allowance and hospitalisation coverage approved by shareholders at the 60th AGM of the
Company.
# Based on the Company’s current remuneration policy, all Malaysian Directors are entitled to receive gratuity
payment upon their resignation or retirement from office. The Company would make a provision for the gratuity
amounts during the Directors’ term of office, and hence, the above gratuity was provided for in the financial
statements for the current financial year but it has not been paid yet.

8.2 Members of senior management of the Company are also Executive Directors of the Company and their detailed
remuneration are disclosed as above.

26
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE B : EFFECTIVE AUDIT AND RISK MANAGEMENT

9.0 Effective and Independent AC

9.1 The Chairman of the AC is chaired by Mr. Koay Kah Ee, an Independent Non-Executive Director, while Tan Sri Dato’
(Dr.) Teo Chiang Liang is Chairman and Independent Non-Executive Director of the Board. Tan Sri Dato’ (Dr.) Teo
Chiang Liang, Mr. Dominic Aw Kian-Wee, an Independent Non-Executive Director and Puan Norani binti Sulaiman,
an Independent Non-Executive Director are the members of the AC. On 9 August 2021, Mr. Cheong Heng Choy, an
Independent Non-Executive Director was appointed as a member of the AC.

This separation of leadership and responsibility ensured that the objectivity of the Board’s review of the AC’s findings
and recommendations are not impaired. This separation is set out clearly in the Terms of Reference of the AC.

Mr. Koay Kah Ee is responsible to ensure the overall effectiveness and independence of the AC. Together with other
members of the AC, they had ensured amongst others that -

a. the AC is fully informed about significant matters related to the Company’s audit and its financial statements
and these matters are addressed;

b. the AC appropriately communicates its insights, views and concerns about relevant transactions and events to
Internal and External Auditors;

c. the AC’s concerns on matters that may have an effect on the financial or audit of the Company are
communicated to the External Auditors; and

d. there is co-ordination between Internal and External Auditors.

9.2 Before appointing a former partner of the external audit firm of the Company as a member of the AC, the AC has
adopted the Policies and Procedures to Assess the Suitability, Objectivity and Independence of External Auditors,
that requires a cooling-off period of at least three (3) years to be observed by the former partner of the external audit
firm of the Company before being appointed as a member of the AC. This is to safeguard the independence of the
audit and preparation of the Company’s financial statements.

9.3 In recommending the appointment or re-appointment of the External Auditors to the Board, the AC has established
Policies and Procedures to Assess the Suitability, Objectivity and Independence of External Auditors (“Policies and
Procedures”) that consider amongst others:-

a. the competence, audit quality, experience and resource capacity of the external auditor and its staff assigned
to the audit;
b. the audit firm’s other audit engagements;
c. the adequacy of the scope of the audit plan;
d. the external auditor’s ability to meet deadlines in providing services and responding to issues in a timely manner
as contemplated in the external audit plan;
e. the nature and extent of the non-audit services rendered and the appropriateness of the level of fees; and
f. obtaining written assurance from the external auditors confirming that they are, and have been, independent
throughout the conduct of the audit engagement in accordance with the terms of all relevant professional and
regulatory requirements.

The assessment to consider the suitability, objectivity and independence of the audit firm is conducted annually.

During the financial year ended 31 March 2022, the AC had assessed the suitability, objectivity and independence of
Messrs. KPMG PLT (“KPMG”) as the proposed new Auditors of the Company in place of the outgoing Auditors, Messrs.
Ernst & Young PLT (“EY”) based on the following criteria set out in the Policies and Procedures of the Company:-
• fees
• competence, audit quality and resource capacity
• non-audit work
• independence

Upon completion of its assessment, the AC was satisfied with KPMG’s technical competency and had recommended
to the Board the appointment of KPMG as External Auditors of the Company in place of EY. The Board had in turn,
recommended the same for shareholders’ approval at the 60th AGM of the Company.

27
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE B : EFFECTIVE AUDIT AND RISK MANAGEMENT (cont’d.)

9.0 Effective and Independent AC (cont’d.)

9.4 The AC comprises solely of Independent Directors in line with step-up practice 9.4 of the MCCG.

9.5 All members of the AC are financially literate and are able to understand the Company’s business and matters
under the purview of the AC including the financial reporting process. They have continuously applied a critical
and probing view on the Company’s financial reporting process, transactions and other financial information, and
effectively challenged Management’s assertions on the Company’s financials. Any inconsistencies or irregularities
in the financial and operational reports would be questioned to ascertain that the Quarterly Report and the annual
Audited Financial Statements taken as a whole provide a true and fair view of the Company’s financial position and
performance.

All members of the AC have also undertaken and will continue to undertake continuous professional development
to keep themselves abreast of relevant developments in accounting and auditing standards, practices and rules as
and when required.

10.0 Risk Management and Internal Control

10.1 The Board is supported by the Risk Management Committee which is guided by the risk framework of Ajinomoto
Co., Inc’s Risk Management Guideline System. The risk management framework serves as a reference for the Risk
Management Committee to identify, assess and monitor the key business risks of the Company in order to safeguard
shareholders’ investment and the Company’s assets.

The Risk Management Committee is chaired by the MD/CEO and includes other key Management staff of the
Company. Periodic Management meetings are conducted to deliberate the risk issues faced by the Company and
the necessary actions to be taken. The MD/CEO presents the risk management report to the Board quarterly for the
Board’s attention.

10.2 The Board via the Risk Management Committee oversees the risk management of the Company. The Risk
Management Committee, with the assistance of the senior management team, assesses the risk tolerance of the
Company, identifies the risk issues faced by the Company and takes appropriate actions to manage the identified
risks within defined parameters.

The Company has Internal Auditors to provide independent assessments on the adequacy, efficiency and
effectiveness of the Company’s internal control system. The Internal Auditors reports directly to the AC and internal
audit plans are tabled to the AC for review and approval by the Board to ensure adequate coverage.

The risk management and internal control are ongoing processes, which are undertaken at each department. The
Company will continuously enhance the existing system of risk management and internal control by taking into
consideration the changing business environment.

The review and periodic testing of the Company’s internal control and risk management framework are conducted
as and when required.

Further details on the features of the risk management and internal control framework, and the adequacy and
effectiveness of this framework, are disclosed in the Statement on Risk Management and Internal Control in this
Annual Report.

10.3 The Board did not establish a Risk Management Committee, which comprises a majority of independent directors as
the current Risk Management Committee made up of the senior management team and chaired by the MD/CEO
has managed the risks faced by the Company effectively and in a timely manner.

28
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE B : EFFECTIVE AUDIT AND RISK MANAGEMENT (cont’d.)

11.0 Effective Governance, Risk Management and Internal Control Framework

11.1 The internal audit function of the Company is carried out by an outsourced professional service firm that assists the AC
and the Board in managing the risks and establishment of the internal control system and processes of the Company
by providing an independent assessment on the adequacy, efficiency and effectiveness of the Company’s risk
management and internal control system and processes. The Internal Auditors reports directly to both the AC and
the Board.

The Internal Auditors has and will continue to keep abreast with developments in the profession, relevant industry
and regulations.

The internal audit function is independent of the operations of the Company and provides reasonable assurance
that the Company’s system of internal control is satisfactory and operating effectively.

Further details of the internal audit function are set out in the Statement on Risk Management and Internal Control
and the AC Report of this Annual Report.

11.2 The internal audit function is outsourced to Tricor Axcelasia Sdn. Bhd. and has confirmed that the internal audit staff
on the engagement are free from any relationships or conflicts of interest, which could impair their objectivity and
independence.

The staff involved in the internal audit reviews possess professional qualifications and/or a university degree. Certain
staff are members of the Institute of Internal Auditors Malaysia. The Engagement Executive Director is Mr. Chang Ming
Chew (“Mr. Chang”) who has diverse professional experience in internal audit, risk management and corporate
governance advisory. He is a Professional Member of the Institute of Internal Auditors Malaysia, a member of the
Malaysian Institute of Accountants and a member of the Association of Chartered Certified Accountants, United
Kingdom. Mr. Chang is a Certified Information Systems Auditor (CISA), Certified Internal Auditor (USA) and has a
Certification in Risk Management Assurance (USA).

The internal audit reviews were conducted using a risk-based approach and was guided by the International
Professional Practice Framework (IPPF).

PRINCIPLE C : INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS

12.0 Continuous Communication between the Company and Stakeholders

12.1 The Board believes that a constructive and effective investor relationship is essential in enhancing shareholder value.
The Board, in its best efforts, always keeps the shareholders and various stakeholders informed of the Company’s
business and corporate development and ensure that the Company’s communication with them is transparent and
timely. Announcements, news, promotions and all relevant updates are posted on the Company’s website regularly.
Shareholders may also communicate with the Company on investor relation matters by posting their enquiries to the
Company through the Company’s web enquiry form on its website. The Company will endeavour to reply to these
enquiries in the shortest possible time.

12.2 The Company is not categorised as “Large companies” under the MCCG and hence, has not adopted integrated
reporting based on a globally recognised framework.

13.0 Conduct of General Meetings

13.1 The Company has provided all shareholders at least twenty-eight (28) days’ notice before the date of the 60th AGM
last year and will give all shareholders at least twenty-eight (28) days’ notice before the date of the 61st AGM this
year.

The Notice of General Meeting provides detailed explanation for the resolutions proposed along with any background
information and reports or recommendation that are relevant, where required and necessary, to enable shareholders
to make informed decisions in exercising their voting rights.

29
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(cont’d.)

PRINCIPLE C : INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS (cont’d.)

13.0 Conduct of General Meetings (cont’d.)

13.2 All the Directors of the Company attended the 60th AGM of the Company held on 20 September 2021. During the 60th
AGM, the MD/CEO presented the financial results and the Company’s business strategy for the new financial year,
after which the Chairman invited questions from the shareholders present. The Board responded to the questions
raised during the 60th AGM.

All the Directors of the Company have and will always endeavour to attend all general meetings and the Chairman
of the AC, NC and RC will provide meaningful response to questions addressed to them.

13.3 In view of the current COVID-19 situation, the Company took the necessary precautions and preventive measures in
complying with the directives issued by the Ministry of Health Malaysia and other relevant authorities. These include
the option of remote shareholder and proxy participation at the AGM.

At the Company’s fully virtual 60th AGM held on 20 September 2021, the Company had leveraged on technology to
facilitate remote shareholders’ participation and electronic voting for the conduct of poll on the resolution.

The entire AGM proceedings and poll voting were conducted entirely through Securities Services e-Portal. The
Administrative Guide with detailed registration and voting procedures were shared with the shareholders and the
same were also published on the Company’s website.

The Company had conducted its voting on all resolutions at the fully virtual 60th AGM held on 20 September 2021 by
online live polling to provide for remote voting and immediate poll results. The Company had engaged SS E Solutions
Sdn. Bhd. to act as the Poll Administrator to provide the electronic polling services, while Commercial Quest Sdn. Bhd.
was the appointed independent scrutineer to verify the poll results.

13.4 At the commencement of 60th AGM, the Chairman of the Board briefed the shareholders, corporate representatives
and proxies present virtually at the meeting of their right to ask questions and vote on the resolutions set out in the
Notice of the 60th AGM dated 20 August 2021.

All the Directors, senior management and the representative of the external auditors were present at the 60th AGM
to provide responses to the questions posed by shareholders via Securities Services e-Portal (“SSeP”) in relation to the
agenda items for the 60th AGM, both prior to and during the meeting.

The shareholders, corporate representatives, and proxies were able to rely on real time submission of typed text to
exercise their rights to speak or communicate in a virtual meeting by submitting questions or remarks in relation to the
agenda items into the text box given in the live stream player within the same SSeP page.

Apart from questions received from Minority Shareholders Watch Group, which were answered accordingly by the
Company at the 60th AGM, the Directors of the Company had actively responded to relevant questions raised by
the shareholders during the 60th AGM of the Company.

The Board also ensure that sufficient opportunities were given to shareholders to raise issues relating to the affairs
of the Company by providing ample time for the Question-and-Answer session during the general meetings of the
Company.

13.5 To ensure effective communication with the shareholders at a fully virtual general meeting, questions posed by
shareholders were displayed on the screen for all the meeting participants’ reference whilst the Chairman read out
and answered the shareholders’ questions.

13.6 The Company’s Key Matters Discussed at the 60th AGM were made available to the shareholders after thirty (30)
business days from the date of the 60th AGM under the “Investors” section of the Company’s corporate website at
www.ajinomoto.com.my.

The Corporate Governance Overview Statement and the Corporate Governance Report are made in accordance with
a resolution of the Board of Directors passed on 29 June 2022.

30
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

ADDITIONAL
COMPLIANCE INFORMATION

1. Utilisation of Proceeds

Not Applicable.

2. Audit and Non-Audit Fees

During the financial year, the amount of audit fees and non-audit fees paid or payable by the Company to the
External Auditors amounted to RM184,300 and RM7,600 respectively.

3. Material Contracts

There are no material contracts entered into by the Company (not being contracts entered into in the ordinary
course of business) involving Directors’ and major shareholders’ interests which were still subsisting, since the end of
the previous financial year.

4. Recurrent Related Party Transactions (“RRPT”) of a Revenue or Trading Nature

The RRPT entered into by the Company during the financial year ended 31 March 2022 were as follows:-

(a) Name of related : Ajinomoto Group of Companies


party

(b) Relationship : Ajinomoto Co., Inc. (“AjiCo.”) is the holding company of the Company and has
presence in over 35 countries worldwide through its subsidiaries and affiliated
companies wherein it owns direct and indirect shareholdings. This group of
companies is referred to Ajinomoto Group of Companies.

Tomoharu Abe, Shunsuke Sasaki, Noriko Fujimoto (appointed w.e.f. 1 July 2021)
and Takahiro Sato (appointed w.e.f. 1 July 2021) who are Executive Directors of
the Company, being persons nominated by AjiCo., are deemed interested in the
Proposed Renewal of RRPT Mandate.

(c) Nature of transaction and transacted value:-

1 April 2021 to
31 March 2022
Nature of Transaction RM’000

Commission income 29
Royalties payable (10,978)
Sales 109,895
Purchases (203,269)
Purchase of assets (16,884)
Other expenses (1,282)
Shared information technology services (2,174)

31
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATEMENT OF
DIRECTORS’ RESPONSIBILITY
IN RELATION TO THE FINANCIAL STATEMENTS

This statement is prepared as required by the Listing Requirements of Bursa Malaysia Securities Berhad.

The Directors are required to prepare financial statements which give a true and fair view of the state of affairs of the
Company as at the end of the financial year and of its result and cash flow for the year then ended.

The Directors consider that in preparing the financial statements,

- the Company has used appropriate accounting policies and are consistently applied;
- reasonable and prudent judgements and estimates have been made; and
- all applicable approved accounting standards in Malaysia have been followed.

The Directors are responsible for ensuring that the Company maintains accounting records that disclose with reasonable
accuracy the financial position of the Company, and which enable them to ensure that the financial statements comply
with the Companies Act 2016.

The Directors have general responsibilities for taking such steps that are reasonably available to them to safeguard the
assets of the Company, and to prevent and detect fraud and other irregularities.

32
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2022

INTRODUCTION

The Board of Directors (“the Board”) of Ajinomoto (Malaysia) Berhad is pleased to present its Statement on Risk
Management and Internal Control for the financial year ended 31 March 2022, which has been prepared pursuant to
paragraph 15.26(b) of Bursa Malaysia Securities Berhad (“Bursa Securities”) Main Market Listing Requirements (“Main LR”)
and in accordance with the principles and recommendations relating to risk management and internal controls provided
in the Malaysian Code on Corporate Governance and as guided by the Statement on Risk Management and Internal
Control: Guidelines for Directors of Listed Issuers. The statement below outlines the nature and scope of risk management
and internal control of the Company during the financial year under review.

BOARD RESPONSIBILITY

The Board acknowledges its responsibility and re-affirms its commitment in maintaining a sound system of internal control
to safeguard shareholders’ investments and the Company’s assets as well as reviewing the adequacy and integrity of
the system of internal control. The responsibility of reviewing the adequacy and integrity of the Company’s system of
internal control is delegated to the Audit Committee, which is empowered by its terms of reference to seek assurance on
the adequacy and integrity of the internal control system through independent reviews carried out by the internal audit
function.

However, as there are inherent limitations in any system of internal control, such system put into effect by Management
can only reduce but cannot eliminate all risks that may impede the achievement of the Company’s business objectives.
Therefore, the internal control system can only provide reasonable and not absolute assurance against material
misstatement or loss.

KEY FEATURES OF THE COMPANY’S INTERNAL CONTROL SYSTEM

1. CONTROL ENVIRONMENT

• Organisation Structure and Authorisation Procedures

The Company maintains a formal organisation structure with well-defined delegation of responsibilities and
accountability within the Company’s Senior Management. It sets out the roles and responsibilities, appropriate
authority limits, review and approval procedures in order to enhance the internal control system of the
Company’s various operations.

• Periodic and Annual Budget

The Company has a comprehensive budgeting and forecasting system. The annual business plan and budget
are approved by the Board and the holding Company. Budgetary control is in place for every operation of
the Company, where actual performance is closely monitored against budgets to identify and to address
significant variances.

• Company Policies and Procedures

The Company has documented policies and procedures that are reviewed and updated to ensure that
it maintains its effectiveness and continues to support the Company’s business activities at all times as the
Company continues to grow.

• Human Resource Policy

Comprehensive guidelines on employment, performance appraisal, training and retention of employees are
in place to ensure that employees of the Company are well trained and equipped with all the necessary
knowledge, skills and abilities to carry out their responsibility effectively.

• Quality of Product

Quality of product is of prime importance to the Board. Compliance to procedures outlined in ISO9001:2015 and
“Hazard Analysis and Critical Control Point” (HACCP) accreditation to underpin quality assurance and control
are strictly adhered to via regular internal and external quality audits.

33
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL
For The Financial Year Ended 31 March 2022
(cont’d.)

• Regular Operational and Management Meetings

Operational meetings are conducted among Senior Management in each month to discuss and review the
business plans, budgets, financial and operational performances of the Company. Weekly meetings of Heads of
Department are also held to monitor performances. The quarterly financial statements containing key financial
results and comparisons are tabled to the Board for their review.

2. RISK MANAGEMENT FRAMEWORK

The Board acknowledges that the Company’s business activities involve some degree of risks and key management
staff and Heads of Department are responsible for managing identified risks within defined parameters and standards.

The Risk Management Committee which adopts the risk framework from the parent company’s Risk Management
Guideline System is chaired by the Managing Director/Chief Executive Officer and includes other key management
staff of the Company. Identifying, evaluating and managing the significant risks faced by the Company is an ongoing
process which is undertaken at each department. During the year under review, this process was carried out through
periodic management meetings held to communicate and deliberate key issues and risks amongst Management
team members and where appropriate, controls are devised and implemented.

The abovementioned practices/initiatives by the Management serves as the ongoing process used to identify, assess
and manage key business, operation and financial risks faced by the Company.

Significant risks identified are escalated to the Board for their attention by the Managing Director/Chief Executive
Officer of the Company. The Board views the key risks which will have significant impact on the Company’s results
are price increase of key raw materials, fluctuation in foreign currency exchange rates, food safety and regulatory
change. Some of the other significant risks that were brought to the attention of the Board during the financial
year were the effects of the COVID-19 pandemic to the business, compliance with Occupational Safety & Health
requirements, unstable supply of packaging materials, short supply of manpower, spread of negative and incorrect
information on the Company and its products in mass media, product quality issue, unstable supply of raw materials,
legal and regulation compliance environmental related issue and interruption of business operations due to
IT malfunctions and natural disaster. Action plans are being developed and taken to manage and monitor the
identified risks.

Following the introduction of the anti-corruption acts and integration of corporate liability provisions into existing
legislation, the Management has taken proactive initiatives not only to ensure compliance but to also inhibit corrupt
practices or actions stemming from within the Company. Control measures that were taken are such as systematic
reviewing and enforcement of Company’s policies, communication of policies through town hall briefings and the
provision of training and workshops to the Company’s staffs.

3. INTERNAL AUDIT FUNCTION

The Company’s internal audit function, which is outsourced to a professional service firm, assists the Board and
the Audit Committee in providing independent assessment of the adequacy, efficiency and effectiveness of the
Company’s internal control system. The Internal Auditor reports directly to the Audit Committee and internal audit
plans are tabled to the Audit Committee for review and approval to ensure adequate coverage.

On a quarterly basis, the results of the internal audit reviews and the recommendations for improvement are
presented to the Audit Committee. In addition, the status of the implementation of corrective actions to address
control weaknesses is also followed up by the internal auditors to ensure that these actions have been satisfactorily
implemented. Senior Management will continue to ensure that appropriate actions are taken to enhance and
strengthen the internal control environment.

Based on the internal audit reviews carried out, none of the weaknesses noted have resulted in any material losses,
contingencies or uncertainties that would require separate disclosure in this annual report.

The costs incurred in maintaining the outsourced internal audit function for the financial year ended 31 March 2022
amounted to RM85,374 (financial year ended 31 March 2021: RM78,466).

34
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATEMENT ON RISK MANAGEMENT


AND INTERNAL CONTROL
For The Financial Year Ended 31 March 2022
(cont’d.)

4. REVIEW BY THE BOARD

The Board’s review of risk management and internal control effectiveness is based on information from:-

• Senior Management within the organisation responsible for the development and maintenance of the risk
management and internal control system.

• The work by the internal audit function which submits reports to the Audit Committee together with the
assessment of the internal controls systems relating to key risks and recommendations for improvement.

The Board considered the system of internal controls described in this statement to be satisfactory and the risks to be
at an acceptable level within the context of the Company’s business environment.

5. INFORMATION AND COMMUNICATION

Information critical to the achievement of the Company’s business objectives are communicated through established
reporting lines across the Company. This is to ensure that matters that require the Board and Senior Management’s
attention are highlighted for review, deliberation and decision on a timely basis.

6. REVIEW OF THE STATEMENT BY EXTERNAL AUDITORS

The external auditors have reviewed this Statement on Risk Management and Internal Control pursuant to the scope
set out in Audit and Assurance Practice Guide (“AAPG”) 3, Guidance for Auditors on Engagements to Report on
the Statement on Risk Management and Internal Control included in the Annual Report issued by the Malaysian
Institute of Accountants (“MIA”) for inclusion in the annual report of the Company for the year ended 31 March 2022,
and reported to the Board that nothing has come to their attention that cause them to believe that the statement
intended to be included in the annual report of the Company, in all material respects:

(a) has not been prepared in accordance with the disclosures required by paragraphs 41 and 42 of the Statement
on Risk Management and Internal Control: Guidelines for Directors of Listed Issuers, or

(b) is factually inaccurate.

AAPG 3 does not require the external auditors to consider whether the Directors’ Statement on Risk Management
and Internal Control covers all risks and controls, or to form an opinion on the adequacy and effectiveness of the
Company’s risk management and internal control system including the assessment and opinion by the Board of
Directors and management thereon. The auditors are also not required to consider whether the processes described
to deal with material internal control aspects of any significant problems disclosed in the annual report will, in fact,
remedy the problems.

7. CONCLUSION

The Board has received assurance from the Managing Director/Chief Executive Officer and Chief Finance Officer
that the Company’s risk management and internal control systems are operating adequately and effectively, in
all material aspects, based on the risk management and internal control systems of the Company. There was no
material control failure that would have any material adverse effect on the financial results of the Company for the
year under review and up to the date of issuance of the financial statements.

Moving forward, the Company will continue to enhance the existing systems of risk management and internal
controls, taking into consideration the changing business environment.

The Board is of the view that the Company’s system of internal control is adequate to safeguard shareholders’
investments and the Company’s assets and has not resulted in any material loss, contingency or uncertainty. The
Board has not identified any circumstances which suggest any fundamental deficiencies in the Company’s system of
internal control. However, the Board is also cognisant of the fact that the Company’s system of internal control and
risk management practices must continuously evolve to meet the changing and challenging business environment.
Therefore, the Board will, when necessary, put in place appropriate action plans to further enhance the system of
internal control. This statement was approved by the Board of Directors on 29 June 2022.

35
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

AUDIT
COMMITTEE REPORT

INTRODUCTION

The Board of Directors (“the Board”) of the Company is pleased to present the report of the Audit Committee for the
financial year ended 31 March 2022.

PURPOSE

The Audit Committee assists the Board in carrying out its responsibilities and meeting the corporate governance
requirements. It reviews the quarterly financial information before recommending to the Board for adoption and release
to Bursa Malaysia Securities Berhad (“Bursa Securities”). In addition to this, the Audit Committee reviews the systems of
internal controls which Management and the Board have established, and makes recommendations to Management
on actions to be taken, if any, based on the reports of the independent Internal and External Auditors.

AUTHORITY, DUTIES AND RESPONSIBILITIES

The Audit Committee is governed by its Terms of Reference, which is available at the Company’s website at www.
ajinomoto.com.my.

COMPOSITION OF THE AUDIT COMMITTEE AND ATTENDANCE OF MEMBERS AT MEETINGS

The composition of the Audit Committee and the attendance of the respective members at each Audit Committee
Meeting during the financial year ended 31 March 2022 are as follows:-

Names Designation Directorship Attendance*

Koay Kah Ee Chairman Independent Non-Executive Director 5/5



Tan Sri Dato’ (Dr.) Teo Chiang Liang Member Independent Non-Executive Director 5/5

Dominic Aw Kian-Wee
Member Independent Non-Executive Director 5/5

Norani binti Sulaiman Member Independent Non-Executive Director 5/5

Cheong Heng Choy Member Independent Non-Executive Director 3/3
(appointed w.e.f. 9 August 2021)

* There were five (5) Audit Committee Meetings held during the financial year ended 31 March 2022. The meetings
were held on 24 May 2021, 29 June 2021, 17 August 2021, 24 November 2021 and 28 February 2022.

Summary of work and discharge of responsibilities of the Audit Committee

During the financial year ended 31 March 2022, the Audit Committee had discharged its functions and carried out its
duties as set out in the Terms of Reference.

The Audit Committee has also met up with the External Auditors without the presence of all the Executive Board members
three (3) times during the financial year, which is beyond the requirement of two (2) times as stipulated in the Audit
Committee’s Terms of Reference, to encourage a greater exchange of free and honest views between both parties.

36
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

AUDIT
COMMITTEE REPORT
(cont’d.)

A summary of the work of the Audit Committee in the discharge of its functions and duties for the financial year and how
it has met its responsibilities during the financial year are as follows:-

1. Financial Results

a) Reviewed the quarterly financial results of the Company focusing particularly on changes in or implementation
of major accounting policy changes, significant and unusual events and compliance with accounting
standards and other legal requirements before recommending them for approval by the Board of Directors for
announcement to Bursa Securities;

b) Reviewed the reports and the audited financial statements of the Company together with the External Auditors
prior to tabling to the Board for approval.

In the review of the annual audited financial statements, the Audit Committee had discussed with Management
and the External Auditors the accounting principles and standards that were applied and their judgement of the
items that may affect the financial statements as well as issues and reservations arising from the statutory audit.

The Audit Committee had met on the following dates during the financial year to deliberate on the financial reporting
matters:-

Date of Meeting Financial Reporting Statement Reviewed

24 May 2021 • Fourth quarter results for the financial year ended 31 March 2021

29 June 2021 • Audited Financial Statements for the financial year ended 31 March 2021

17 August 2021 • First quarter results for the financial year ended 31 March 2022

24 November 2021 • Second quarter results for the financial year ended 31 March 2022

28 February 2022 • Third quarter results for the financial year ended 31 March 2022

2. External Audit

a) Reviewed and approved the External Auditors’ scope of work, fees, and audit plan for the financial year and
made recommendation to the Board for approval on their remuneration;

b) Reviewed and discussed the External Auditors’ audit report, covering the key audit matters (“KAM”) raised and
areas for concern highlighted in the Management letter, including Management’s response to the concerns
raised by the External Auditors, and evaluation of the system of internal controls;

c) Discussed significant accounting and auditing issues, impact of new or proposed changes in accounting
standards and regulatory requirements;

d) Inquired into the assistance given by the Management to the External Auditors; and

e) Assessed the suitability, objectivity and independence of the proposed new External Auditors and made
recommendation to the Board on their appointment.

During the financial year, the Audit Committee had three (3) private meetings with the External Auditors on 24 May
2021, 29 June 2021 and 28 February 2022 without the presence of the Executive Directors and Management of the
Company to discuss any issues that may have arose from the external audit.

During the audit process in the financial year ended 31 March 2022, the issue related to the revenue recognition
was raised by the Company’s External Auditors as KAM. The audit responses to address the abovesaid issue by the
Company’s External Auditors was set out in the Independent Auditors’ Report (“IAR”). For detailed information on
KAM, please refer to the IAR in this Annual Report.

37
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

AUDIT
COMMITTEE REPORT
(cont’d.)

3. Internal Audit

a) Reviewed and approved the internal audit plan for the financial year and the internal audit fees;

b) Reviewed the internal audit issues, recommendations and the Management responses to rectify and improve
the system of internal control;

c) Monitored the implementation of programmes recommended by Internal Auditors arising from its audits in order
to obtain assurance that all key risks and controls have been fully dealt with; and

d) Reviewed the performance of the Internal Auditors pursuant to Paragraph 15.12(1)(e) of the Bursa Securities’
Main Market Listing Requirements (“Main LR”) and the Terms of Reference of the Audit Committee. The areas
being assessed were:-

• Level of understanding of the Company’s business and the industry in which the Company operates

• Frequency of review to test the effectiveness of the financial, operational, compliance controls and
processes of the Company

• Adequacy of manpower, budget and competency

• Recommendation of action plans to monitor risks and internal controls

4. Related Party Transactions (“RPT”)

a) Reviewed the Recurrent RPT of the Company on a quarterly basis.

b) Reviewed the Circular to Shareholders in relation to the Renewal of Existing Shareholder Mandate for Recurrent
RPT.

5. Other matter

a) Reviewed the Audit Committee Report and Statement on Risk Management and Internal Control for disclosure
in the 2022 Annual Report.

Summary of work of the internal audit function

The Company’s internal audit function, which is outsourced to a professional service firm, assists the Board and the Audit
Committee in providing independent assessment of the adequacy, efficiency and effectiveness of the Company’s
internal control system.

A summary of work of the internal audit function for the financial year ended 31 March 2022 is as follows:-

(a) Formulated the internal audit plan and presented the plan for the Audit Committee’s review and approval;

(b) Executed the internal audit reviews covering the following business processes or areas in accordance with the
approved audit plan:-

 Review of Recurrent Related Party Transaction (“RRPT”) Procedures

- Assessing controls over collection of data and reporting of related party transactions
- Assessing adherence to review procedures performed by management for RRPTs entered into by the
Company from the most recent mandate to current period on a sampling basis
- Assessing the procedures performed by management to ascertain that RRPT transactions are entered into
on an arm’s length basis

38
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

AUDIT
COMMITTEE REPORT
(cont’d.)

Summary of work of the internal audit function (cont'd.)

 Project Management (New Plant Construction)

- Project monitoring and reporting


- Variation order management
- Consultant and contractor performance monitoring
- Project hand-over inspection and certifications
- Defect rectification monitoring
- Progress payment

 Production Management

- Production planning
- Production efficiency monitoring
- Rejects and wastages control
- Machine utilisation and downtime monitoring (including maintenance)

 Cybersecurity Management (Cybersecurity Risk)

- Internal network penetration testing


- External network penetration testing
- Wireless network penetration testing

(c) Based on the audit reviews carried out, reported the results of the audit reviews to the Audit Committee every
quarter. The reports highlighted internal control weaknesses identified and corresponding recommendations for
improvements; and

(d) Followed up on the status of implementation of Management action plans carried out and reported the same to the
Audit Committee.

The internal audit reviews carried out during the financial year ended 31 March 2022 did not reveal weaknesses that have
resulted in any material losses, contingencies or uncertainties that would require separate disclosure in this annual report.

39
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATISTICS OF
SHAREHOLDINGS
AS AT 30 JUNE 2022

Issued Share Capital : RM60,798,534.00


Class of Shares : Ordinary Shares
Voting Rights : One vote per ordinary share

ANALYSIS OF SHAREHOLDINGS

No. of No. of
Size of Shareholdings Shareholders % Shares Held %

1 – 99 377 7.53 4,764 0.01


100 – 1,000 2,604 52.03 1,424,620 2.34
1,001 – 10,000 1,731 34.59 6,060,571 9.97
10,001 – 100,000 251 5.01 6,388,858 10.51
100,001 – 3,039,925 (*) 41 0.82 16,291,876 26.80
3,039,926 and above (**) 1 0.02 30,627,845 50.38

TOTAL 5,005 100.00 60,798,534 100.00

Remarks: * Less than 5% of Issued Shares


** 5% and above of Issued Shares

SUBSTANTIAL SHAREHOLDER

The substantial shareholder of Ajinomoto (Malaysia) Berhad and its respective shareholdings based on the Register of
Substantial Shareholders of the Company as at 30 June 2022 is as follows:-

No. of Shares
Direct % Indirect %

Ajinomoto Co., Inc. 30,627,845 50.38 - -

DIRECTORS’ SHAREHOLDINGS

The Directors’ Shareholdings based on the Register of Directors’ Shareholdings of the Company as at 30 June 2022 are as
follows:-

Direct Interest Indirect Interest


No. of No. of
Directors Shares Held % Shares Held %

Tan Sri Dato’ (Dr.) Teo Chiang Liang - - 150,000 (1) 0.25
Koay Kah Ee - - - -
Tomoharu Abe - - - -
Shunsuke Sasaki - - - -
Dominic Aw Kian-Wee - - - -
Kamarudin bin Rasid - - - -
Azhan bin Mohamed - - - -
Norani binti Sulaiman - - - -
Noriko Fujimoto - - - -
Takahiro Sato - - - -
Cheong Heng Choy - - - -

(1)
Deemed interested by virtue of his and/or persons associated with him who has/have more than 20% equity interest
in Teo Soo Cheng Sdn. Bhd. and See Hoy Chan Holdings Sendirian Berhad respectively.

40
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATISTICS
OF SHAREHOLDINGS
AS AT 30 JUNE 2022
(cont’d.)

THIRTY LARGEST SECURITIES ACCOUNT HOLDERS

No. Shareholders No. of Shares %

1. Ajinomoto Co., Inc. 30,627,845 50.38


2. Cartaban Nominees (Asing) Sdn. Bhd. 1,478,600 2.43
BBH and Co. Boston for Fidelity Puritan Trust: Fidelity Series Intrinsic Opportunities Fund
3. Kumpulan Wang Persaraan (Diperbadankan) 1,277,900 2.10
4. Chinchoo Investment Sdn. Berhad 1,210,800 1.99
5. Maybank Nominees (Asing) Sdn. Bhd. 1,131,030 1.86
Bank of East Asia (Nominees) Pte Ltd for The Bank of
East Asia Ltd Singapore (A/C 2-970510)
6. Berjaya Sompo Insurance Berhad 1,125,054 1.85
7. Cartaban Nominees (Asing) Sdn. Bhd.
SSBT Fund F9EX for Fidelity Northstar Fund 827,012 1.36
8. Maybank Nominees (Tempatan) Sdn. Bhd. 701,100 1.15
National Trust Fund (IFM Maybank) (412183)
9. HSBC Nominees (Asing) Sdn. Bhd. 700,000 1.15
Exempt AN for Credit Suisse (SG BR-TST-ASING)
10. Tee Teh Sdn. Berhad 564,508 0.93
11. Seah Mok Khoon 500,000 0.82
12. Amanahraya Trustees Berhad 491,600 0.81
Public Strategic Smallcap Fund
13. Citigroup Nominees (Tempatan) Sdn. Bhd. 453,900 0.75
Urusharta Jamaah Sdn. Bhd. (Maybank 2)
14. Yong Siew Lee 430,000 0.71
15. See Hoy Chan Agencies Sendirian Berhad 391,700 0.64
16. Amanahraya Trustees Berhad 381,200 0.63
Public Smallcap Fund
17. Amanahraya Trustees Berhad 338,800 0.56
Public Islamic Emerging Opportunities Fund
18. Citigroup Nominees (Tempatan) Sdn. Bhd. 303,800 0.50
Employees Provident Fund Board (Aberislamic)
19. Cartaban Nominees (Asing) Sdn. Bhd. 300,000 0.49
SSBT Fund SBG6 for Swedbank Robur Small Cap Emerging Markets
20. Maybank Nominees (Tempatan) Sdn. Bhd. 293,400 0.48
Exempt AN for Maybank Islamic Asset Management Sdn. Bhd. (Resident) (475391)
21. Yee Fook Leong 234,000 0.38
22. Bernard Chang Tze Wah 203,000 0.33
23. Oh Siew Heong 201,300 0.33
24. Key Development Sdn. Berhad 200,000 0.33
25. Seah Heng Lye 200,000 0.33
26. Maybank Securities Nominees (Asing) Sdn. Bhd. 183,938 0.30
Maybank Securities Pte Ltd for Tan Pheck Gee
27. Amanahraya Trustees Berhad 175,400 0.29
Public Select Treasures Equity Fund
28. Goh Beng Choo 165,000 0.27
29. HSBC Nominees (Tempatan) Sdn. Bhd. 161,800 0.27
Exempt AN for Credit Suisse (SG BR-TST-TEMP)
30. Eu Lee Chuan Enterprise Sdn. Berhad 160,000 0.26

TOTAL 45,412,687 74.69

41
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

FINANCIAL
HIGHLIGHTS
FOR THE FINANCIAL YEAR ENDED 31 MARCH

2018 2019 2020 2021 2022


RM’000 RM’000 RM’000 RM’000 RM’000

REVENUE 436,286 447,731 461,689 443,119 484,678



PROFIT BEFORE TAXATION 67,068 72,659 77,747 61,256 24,286

NET PROFIT 56,262 56,581 59,854 46,502 16,996

SHAREHOLDERS FUNDS 437,129 465,335 495,678 512,312 505,986

PER SHARE
o GROSS EARNINGS (Sen) 110.3 119.5 127.9 100.8 39.9
o NET EARNINGS (Sen) 92.5 93.1 98.4 76.5 28.0
o NET ASSET (RM) 7.2 7.7 8.2 8.4 8.3

FINANCIAL RATIOS
Return on Asset (%) 11.56% 10.61% 10.31% 6.39% 2.32%
Return on Equity (%) 12.87% 12.16% 12.08% 9.08% 3.36%
Dividend Payout Ratio (%) 50.25% 50.50% 50.08% 50.01% 30.41%
Net Dividend per share (sen) 46.50 47.00 49.30 38.25 8.50

REVENUE NET PROFIT NET EARNINGS SHAREHOLDERS


PER SHARE FUNDS
RM millions RM millions Sen RM millions

500 60 100 600

550
450

50 80

500
400

450
40 60
350

400

300
30 40 350

250
300

20 20

200 250

200
150 10 10

150

100

0 0 100

2018 2019 2020 2021 2022 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022

42
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

DIRECTORS’
REPORT

The Directors have pleasure in submitting their report and the audited financial statements of the Company for the
financial year ended 31 March 2022.

Principal activities

The principal activities of the Company are manufacturing and selling AJI-NO-MOTO® products, and other seasoning
and food items. There has been no significant change in the nature of these activities during the financial year.

Ultimate holding company

The Company is a subsidiary of Ajinomoto Co., Inc., of which is incorporated in Japan and regarded by the Directors as
the Company’s ultimate holding company, during the financial year.

Results

RM

Profit for the year 16,996,225


Reserves and provisions

There were no material transfers to or from reserves and provisions during the financial year under review.

Dividends

Since the end of the previous financial year, the Company paid a first and final single-tier dividend of 38.25 sen per
ordinary share amounting to RM23,255,439 in respect of the financial year ended 31 March 2021 on 22 October 2021.

In respect of the financial year ended 31 March 2022, the company declared a first and final single-tier dividend of 8.50
sen per ordinary share totalling approximately RM5,167,875 on 29 June 2022.

Directors of the Company

Directors who served during the financial year until the date of this report are:

Tan Sri Dato’ (Dr.) Teo Chiang Liang


Koay Kah Ee
Tomoharu Abe
Shunsuke Sasaki
Dominic Aw Kian-Wee
Kamarudin bin Rasid
Azhan bin Mohamed
Norani binti Sulaiman
Noriko Fujimoto (Appointed on 1 July 2021)
Takahiro Sato (Appointed on 1 July 2021)
Cheong Heng Choy (Appointed on 9 August 2021)
Hiroki Suzuki (Resigned on 30 June 2021)
Miki Moriyama (Resigned on 30 June 2021)

43
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

DIRECTORS’
REPORT
(cont’d.)

Directors’ interests in shares

The interests in the shares of the Company and of its related corporations of those who were Directors at financial year
end as recorded in the Register of Directors’ Shareholdings are as follows:

Number of ordinary shares


At
1.4.2021/
Date of Disposal/ At
appointment Acquired Transfer 31.3.2022

Interests in the Company


Indirect interest:
Tan Sri Dato’ (Dr.) Teo Chiang Liang 150,000 - - 150,000

Interests in the ultimate holding company
- Ajinomoto Co. Inc.
Direct interest:
Tomoharu Abe 3,181 76 - 3,257
Noriko Fujimoto - 20,945 - 20,945
Takahiro Sato - 3,310 - 3,310

None of the other Directors holding office at 31 March 2022 had any interest in the ordinary shares of the Company and
of its related corporations during the financial year.

Directors’ benefits

Since the end of the previous financial year, no Director of the Company has received nor become entitled to receive
any benefit (other than a benefit included in the aggregate amount of remuneration received or due and receivable
by Directors as shown in the financial statements or the fixed salary of a full time employee of the Company or of related
corporations) by reason of a contract made by the Company or a related corporation with the Director or with a firm of
which the Director is a member, or with a company in which the Director has a substantial financial interest.

There were no arrangements during and at the end of the financial year which had the object of enabling Directors of
the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other
body corporate.

Issue of shares and debentures

There were no changes in the issued and paid-up share capital of the Company and no debenture was issued during
the financial year.

Options granted over unissued shares

No options were granted to any person to take up unissued shares of the Company during the financial year.

Indemnity and insurance costs

During the financial year, the Company maintained a Directors’ and Officers’ Liability Insurance for the purpose of Section
289 of the Companies Act 2016. The total insured limit for the Directors’ and Officers’ Liability Insurance effected for the
Directors and Officers of the Company was RM15 million per occurrence and in the aggregate. The insurance premium
for the Company is RM14,450.

There was no indemnity given to or insurance effected for the auditors of the Company during the financial year.

44
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

DIRECTORS’
REPORT
(cont’d.)

Other statutory information

Before the financial statements of the Company were made out, the Directors took reasonable steps to ascertain that:

i) all known bad debts have been written off and adequate provision made for doubtful debts, and

ii) any current assets which were unlikely to be realised in the ordinary course of business have been written down to
an amount which they might be expected so to realise.

At the date of this report, the Directors are not aware of any circumstances:

i) that would render the amount written off for bad debts or the amount of the provision for doubtful debts in the
Company inadequate to any substantial extent, or

ii) that would render the value attributed to the current assets in the financial statements of the Company misleading,
or

iii) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Company
misleading or inappropriate, or

iv) not otherwise dealt with in this report or the financial statements that would render any amount stated in the financial
statements of the Company misleading.

At the date of this report, there does not exist:

i) any charge on the assets of the Company that has arisen since the end of the financial year and which secures the
liabilities of any other person, or

ii) any contingent liability in respect of the Company that has arisen since the end of the financial year.

No contingent liability or other liability of the Company 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
substantially affect the ability of the Company to meet its obligations as and when they fall due.

In the opinion of the Directors, the financial performance of the Company for the financial year ended 31 March 2022
have not been substantially affected by any item, transaction or event of a material and unusual nature nor has any such
item, transaction or event occurred in the interval between the end of that financial year and the date of this report.

Auditors

The auditors, KPMG PLT, have indicated their willingness to accept re-appointment.

The auditors’ remuneration is disclosed in Note 22 to the financial statements.

Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:

Tan Sri Dato’ (Dr.) Teo Chiang Liang Tomoharu Abe


Director Director

Kuala Lumpur
Date: 29 June 2022

45
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATEMENT OF
FINANCIAL POSITION
AS AT 31 MARCH 2022

Note 2022 2021


RM RM

Non-current assets
Property, plant and equipment 3 432,672,282 361,525,438
Intangible assets 4 14,017,961 10,188,132
Right-of-use assets 5 18,081,024 18,253,875
Other receivables 6 1,828,635 1,616,854
Other investments 7 226,000 226,000
Deferred tax assets 17 578,726 4,214,670

Total non-current assets 467,404,628 396,024,969

Current assets
Inventories 8 83,700,934 56,698,168
Trade and other receivables 6 51,492,879 56,276,691
Derivatives assets 9 - 100,395
Current tax assets 4,304,721 -
Liquid investments 10 48,914,051 99,589,931
Cash and cash equivalents 11 75,198,372 118,838,537

Total current assets 263,610,957 331,503,722

Total assets 731,015,585 727,528,691

Equity
Share capital 12 65,102,234 65,102,234
Retained earnings 442,606,072 448,865,286
Other reserves 13 (1,721,828) (1,655,275)

Total equity 505,986,478 512,312,245

Non-current liabilities
Loan and borrowing 14 91,332,596 99,526,827
Retirement benefits 15 15,038,659 13,872,856
Lease liabilities 412,500 269,346

Total non-current liabilities 106,783,755 113,669,029


Current liabilities
Loan and borrowing 14 8,589,987 254,969
Retirement benefits 15 1,349,452 1,273,378
Trade and other payables 16 107,295,600 96,337,772
Derivatives liabilities 9 313,367 442,602
Lease liabilities 696,946 616,876
Current tax liabilities - 2,621,820

Total current liabilities 118,245,352 101,547,417

Total liabilities 225,029,107 215,216,446

Total equity and liabilities 731,015,585 727,528,691

The notes on pages 52 to 94 are an integral part of these financial statements.


46
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATEMENT OF PROFIT OR LOSS


AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2022

Note 2022 2021


RM RM

Revenue 18 484,677,540 443,119,251



Other items of income 19 3,499,963 4,513,466

Items of expenses
Changes in inventories of finished goods and work in progress 5,762,460 2,708,411
Raw materials and packaging materials consumed (250,896,112) (195,508,714)
Finished goods purchased (37,977,166) (38,920,150)
Employee benefits expenses 20 (64,928,800) (60,357,575)
Depreciation of property, plant and equipment 3 (18,363,804) (16,592,499)
Amortisation of intangible assets 4 (2,150,369) (824,194)
Depreciation of right-of-use assets 5 (1,329,651) (1,287,001)
Other operating expenses 23 (92,967,743) (75,595,156)
Finance cost 26 (1,040,059) -

Profit before tax 24,286,259 61,255,839
Tax expense 24 (7,290,034) (14,753,522)

Profit for the year 16,996,225 46,502,317


Other comprehensive (loss)/income
Other comprehensive (loss)/income that will not be reclassified to profit
or loss in subsequent periods:
Actuarial (loss)/gain on defined benefit plans (87,570) 138,817
Tax impact relating to actuarial (loss)/gain on defined benefit plans 21,017 (33,316)

Total other comprehensive (loss)/income for the year (66,553) 105,501

Total comprehensive income for the year 16,929,672 46,607,818


Earnings per share attributable to equity holders of the Company (sen per share)
- Basic 25 27.95 76.49

Net dividend (sen per share) 27 38.25 49.30

The notes on pages 52 to 94 are an integral part of these financial statements.


47
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATEMENT OF CHANGES
IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2022

Non-
Distributable Distributable
Share Other Retained Total
capital reserves earnings equity
Note RM RM RM RM

At 1 April 2020 65,102,234 (1,760,776) 432,336,646 495,678,104

Profit and total comprehensive income for the year - 105,501 46,502,317 46,607,818

Contributions by and distributions to owners
of the Company
Dividends to owners of the Company 27 - - (29,973,677) (29,973,677)

At 31 March 2021/1 April 2021 65,102,234 (1,655,275) 448,865,286 512,312,245

Profit and total comprehensive income
for the year - (66,553) 16,996,225 16,929,672

Contributions by and distributions to owners
of the Company
Dividends to owners of the Company 27 - - (23,255,439) (23,255,439)

At 31 March 2022 65,102,234 (1,721,828) 442,606,072 505,986,478

Note 12 Note 13

The notes on pages 52 to 94 are an integral part of these financial statements.


48
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATEMENT OF
CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2022

Note 2022 2021


RM RM

Cash flows from operating activities


Profit before tax 24,286,259 61,255,839

Adjustments for:
(Reversal)/Provision for short-term accumulating compensated absences 20 (1,964) 442,172
Interest income 19 (1,171,680) (1,661,892)
Distribution from liquid investments 19 (1,181,997) (1,956,977)
Finance cost 26 1,040,059 -
Depreciation of property, plant and equipment 3 18,363,804 16,592,499
Amortisation of intangible assets 4 2,150,369 824,194
Depreciation of right-of-use assets 5 1,329,651 1,287,001
(Reversal)/Allowance for impairment loss on trade receivables, net 22 (16,136) 9,228
Bad debts written off 22 10,000 -
Inventories written off 8 783,884 335,730
Property, plant and equipment written off 1,076,338 730,141
Intangible assets written off - 1,629
Gain on disposal of property, plant and equipment (214,278) (206,489)
Provision for defined benefit plans 20 2,035,712 1,961,056
Unrealised foreign exchange loss 358,254 555,169
Net fair value gain on derivatives 19 (28,840) (100,224)

Operating profit before changes in working capital 48,819,435 80,069,076
Inventories (27,786,650) (3,304,617)
Trade and other receivables (730,088) 16,957,015
Trade and other payables (5,276,830) (1,055,647)

Cash generated from operations 15,025,867 92,665,827
Tax paid (10,556,282) (18,743,824)
Net payments made to retirement benefits (459,949) (797,178)

Net cash generated from operating activities 4,009,636 73,124,825


Cash flows from investing activities
Acquisition of property, plant and equipment 3 (68,139,780) (149,927,839)
Acquisition of intangible assets 4 (5,709,368) (6,107,139)
Proceeds from disposal of property, plant and equipment 677,590 822,190
Prepayment for acquisition of intangible assets - (683,700)
Prepayments for acquisition of property, plant and equipment (529,381) (5,401,598)
Interest received 1,213,515 1,748,187
Interest paid (2,994,329) (359,655)
Distribution from liquid investments 1,036,414 2,665,698
Disposal of liquid investments 50,818,131 21,750,597

Net cash used in investing activities (23,627,208) (135,493,259)

49
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATEMENT OF
CASH FLOWS
For The Year Ended 31 March 2022
(cont’d.)

Note 2022 2021


RM RM

Cash flows from financing activities


Transaction cost paid for borrowing - (500,000)
Payment of lease liabilities (933,576) (890,926)
Proceed from borrowing - 100,000,000
Dividends paid 27 (23,255,439) (29,973,677)

Net cash (used in)/generated from financing activities (24,189,015) 68,635,397


Net (decrease)/increase in cash and cash equivalents (43,806,587) 6,266,963
Effect of exchange rate changes on cash and cash equivalents 166,422 (337,426)
Cash and cash equivalents at 1 April 118,838,537 112,909,000

Cash and cash equivalents at 31 March 11 75,198,372 118,838,537

Cash outflows for leases as a lessee

Included in net cash from operating activities


Payment relating to short-term leases 22 (124,483) (92,500)
Payment relating to leases of low-value assets 22 (96,416) (43,371)
Included in net cash from financing activities:
Payment of lease liabilities (933,576) (890,926)

Total cash outflows for leases (1,154,475) (1,026,797)

The notes on pages 52 to 94 are an integral part of these financial statements.


50
Reconciliation of movements of liabilities to cash flows arising from financing activities

Net Net
changes At changes
(cont’d.)
from 31 March from
At financing Acquisition 2021/ financing Acquisition At
1 April cash of new Other 1 April cash of new Other 31 March
CASH FLOWS

2020 flows lease Derecognition changes 2021 flows lease Derecognition changes 2022
STATEMENT OF

RM RM RM RM RM RM RM RM RM RM RM

Loan and borrowing - 100,000,000 - - (218,204) 99,781,796 - - - 140,787 99,922,583
Lease liabilities 1,145,348 (890,926) 904,800 (273,000) - 886,222 (933,576) 1,234,800 (78,000) - 1,109,446
For The Year Ended 31 March 2022

Total liabilities from


financing activities 1,145,348 99,109,074 904,800 (273,000) (218,204) 100,668,018 (933,576) 1,234,800 (78,000) 140,787 101,032,029

The notes on pages 52 to 94 are an integral part of these financial statements.

51
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


FOR THE FINANCIAL YEAR ENDED 31 MARCH 2022

Ajinomoto (Malaysia) Berhad is a public limited liability company, incorporated and domiciled in Malaysia, and is listed
on the Main Market of Bursa Malaysia Securities Berhad. The address of the principal place of business and registered
office of the Company is as follows:

Principal place of business/Registered office


Lot 5710, Jalan Kuchai Lama,
Petaling, 58200
Kuala Lumpur, Malaysia

The principal activities of the Company are manufacturing and selling AJI-NO-MOTO® products, and other seasoning
and food items. There have been no significant changes in the nature of these activities during the financial year.

The ultimate holding company is Ajinomoto Co., Inc., a company incorporated in Japan.

These financial statements were authorised for issue by the Board of Directors on 29 June 2022.

1. BASIS OF PREPARATION

(a) Statement of compliance

The financial statements of the Company have been prepared in accordance with Malaysian Financial
Reporting Standards (“MFRSs”), International Financial Reporting Standards and the requirements of the
Companies Act 2016 in Malaysia.

The followings are accounting standards, interpretations and amendments of the MFRSs that have been issued
by the Malaysian Accounting Standards Board (“MASB”) but have not been adopted by the Company:

MFRSs, interpretations and amendments effective for annual periods beginning on or after 1 January 2022
• Amendments to MFRS 1, First-time Adoption of Malaysian Financial Reporting Standards (Annual
Improvements to MFRS Standards 2018−2020)
• Amendments to MFRS 3, Business Combinations – Reference to the Conceptual Framework
• Amendments to MFRS 9, Financial Instruments (Annual Improvements to MFRS Standards 2018−2020)
• Amendments to Illustrative Examples accompanying MFRS 16, Leases (Annual Improvements to MFRS
Standards 2018−2020)
• Amendments to MFRS 116, Property, Plant and Equipment − Proceeds before Intended Use
• Amendments to MFRS 137, Provisions, Contingent Liabilities and Contingent Assets − Onerous Contracts −
Cost of Fulfilling a Contract
• Amendments to MFRS 141, Agriculture (Annual Improvements to MFRS Standards 2018−2020)

MFRSs, interpretations and amendments effective for annual periods beginning on or after 1 January 2023
• MFRS 17, Insurance Contracts
• Amendments to MFRS 17, Insurance Contracts – Initial application of MFRS 17 and MFRS 9 – Comparative
Information
• Amendments to MFRS 101, Presentation of Financial Statements – Classification of Liabilities as Current or
Non-current and Disclosures of Accounting Policies
• Amendments to MFRS 108, Accounting Policies, Changes in Accounting Estimates and Errors – Definition of
Accounting Estimates
• Amendments to MFRS 112, Income Taxes – Deferred Tax related to Assets and Liabilities arising from a Single
Transaction

52
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

1. BASIS OF PREPARATION (CONT’D.)

(a) Statement of compliance (cont’d.)

MFRSs, interpretations and amendments effective for annual periods beginning on or after a date yet to be
confirmed
• Amendments to MFRS 10, Consolidated Financial Statements and MFRS 128, Investments in Associates and
Joint Ventures – Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

The Company plans to apply the abovementioned accounting standards, interpretations and amendments:

• from the annual period beginning on 1 April 2022 for those amendments that are effective for annual
periods beginning on or after 1 January 2022, except for amendments to MFRS 1, MFRS 3 and MFRS 141
which are not applicable to the Company.

• from the annual period beginning on 1 April 2023 for the accounting standard and amendments that are
effective for annual periods beginning on or after 1 January 2023, except for MFRS 17 and amendments to
MFRS 17 which are not applicable to the Company.

The initial application of the abovementioned accounting standards and amendments are not expected to
have any material financial impacts to the current period and prior period financial statements of the Company.

(b) Basis of measurement

The financial statements have been prepared on the historical cost basis other than as disclosed in Note 2.

(c) Functional and presentation currency

These financial statements are presented in Ringgit Malaysia (“RM”), which is the Company’s functional
currency.

(d) Use of estimates and judgements

The preparation of the financial statements in conformity with MFRSs requires management to make judgements,
estimates and assumptions that affect the application of accounting policies and the reported amounts of
assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimates are revised and in any future periods affected.

There are no significant area of estimation uncertainty and critical judgements in applying accounting policies
that have significant effect on the amounts recognised in the financial statements other than those disclosed in
the following note:

• Note 5 – Leases – Extension options

53
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

2. SIGNIFICANT ACCOUNTING POLICIES

The accounting policies set out below have been applied consistently to the periods presented in these financial
statements, unless otherwise stated.

(a) Foreign currency transactions

Transactions in foreign currencies are translated to the functional currency of the Company at exchange rates
at the dates of the transactions.

Monetary assets and liabilities denominated in foreign currencies at the end of the reporting period are
retranslated to the functional currency at the exchange rate at that date.

Non-monetary assets and liabilities denominated in foreign currencies are not retranslated at the end of the
reporting date, except for those that are measured at fair value which are retranslated to the functional
currency at the exchange rate at the date that the fair value was determined.

Foreign currency differences arising on retranslation are recognised in profit or loss, except for differences arising
on the retranslation of equity instruments where they are measured at fair value through other comprehensive
income or a financial instrument designated as a cash flow hedge, which are recognised in other comprehensive
income.

(b) Financial instruments

(i) Recognition and initial measurement

A financial asset or a financial liability is recognised in the statement of financial position when, and only
when, the Company becomes a party to the contractual provisions of the instrument.

A financial asset (unless it is a trade receivable without significant financing component) or a financial
liability is initially measured at fair value plus or minus, for an item not at fair value through profit or loss,
transaction costs that are directly attributable to its acquisition or issuance. A trade receivable without a
significant financing component is initially measured at the transaction price.

An embedded derivative is recognised separately from the host contract where the host contract is not
a financial asset, and accounted for separately if, and only if, the derivative is not closely related to the
economic characteristics and risks of the host contract and the host contract is not measured at fair value
through profit or loss. The host contract, in the event an embedded derivative is recognised separately, is
accounted for in accordance with policy applicable to the nature of the host contract.

(ii) Financial instrument categories and subsequent measurement

Financial assets

Categories of financial assets are determined on initial recognition and are not reclassified subsequent to
their initial recognition unless the Company changes its business model for managing financial assets in
which case all affected financial assets are reclassified on the first day of the first reporting period following
the change of the business model.

(a) Amortised cost

Amortised cost category comprises financial assets that are held within a business model whose
objective is to hold assets to collect contractual cash flows and its contractual terms give rise on
specified dates to cash flows that are solely payments of principal and interest on the principal amount
outstanding. The financial assets are not designated as fair value through profit or loss. Subsequent to
initial recognition, these financial assets are measured at amortised cost using the effective interest
method. The amortised cost is reduced by impairment losses. Interest income, foreign exchange
gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is
recognised in profit or loss.

Interest income is recognised by applying effective interest rate to the gross carrying amount except
for credit impaired financial assets (see Note 2(h)(i)) where the effective interest rate is applied to the
amortised cost.
54
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D.)

(b) Financial instruments (cont’d.)

(ii) Financial instrument categories and subsequent measurement (cont’d.)

Financial assets (cont’d.)

(b) Fair value through profit or loss

All financial assets not measured at amortised cost are measured at fair value through profit or loss.
This includes derivative financial assets (except for a derivative that is a designated and effective
hedging instrument). On initial recognition, the Company may irrevocably designate a financial asset
that otherwise meets the requirements to be measured at amortised cost as at fair value through profit
or loss if doing so eliminates or significantly reduces an accounting mismatch that would otherwise
arise.

Financial assets categorised as fair value through profit or loss are subsequently measured at their fair
value. Net gains or losses, including any interest or dividend income, are recognised in the profit or loss.

All financial assets, except for those measured at fair value through profit or loss are subject to impairment
assessment (see Note 2(h)(i)).

Financial liabilities

The categories of financial liabilities at initial recognition are as follows:

(a) Fair value through profit or loss

Fair value through profit or loss category comprises financial liabilities that are derivatives (except for a
derivative that is a financial guarantee contract or a designated and effective hedging instrument),
contingent consideration in a business combination and financial liabilities that are specifically
designated into this category upon initial recognition.

On initial recognition, the Company may irrevocably designate a financial liability that otherwise
meets the requirements to be measured at amortised cost as at fair value through profit or loss:

(a) if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise;

(b) a group of financial liabilities or assets and financial liabilities is managed and its performance
is evaluated on a fair value basis, in accordance with a documented risk management or
investment strategy, and information about the group is provided internally on that basis to the
Company’s key management personnel; or

(c) if a contract contains one or more embedded derivatives and the host is not a financial asset in
the scope of MFRS 9, where the embedded derivative significantly modifies the cash flows and
separation is not prohibited.

Financial liabilities categorised as fair value through profit or loss are subsequently measured at their
fair value with gains or losses, including any interest expense are recognised in the profit or loss.

For financial liabilities where it is designated as fair value through profit or loss upon initial recognition,
the Company recognises the amount of change in fair value of the financial liability that is attributable
to change in credit risk in the other comprehensive income and remaining amount of the change in
fair value in the profit or loss, unless the treatment of the effects of changes in the liability’s credit risk
would create or enlarge an accounting mismatch.

55
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D.)

(b) Financial instruments (cont’d.)

(ii) Financial instrument categories and subsequent measurement (cont’d.)

Financial liabilities (cont’d.)

(b) Amortised cost

Other financial liabilities not categorised as fair value through profit or loss are subsequently measured
at amortised cost using the effective interest method.

Interest expense and foreign exchange gains and losses are recognised in the profit or loss. Any gains
or losses on derecognition are also recognised in the profit or loss.

(iii) Derecognition

A financial asset or part of it is derecognised when, and only when, the contractual rights to the cash flows
from the financial asset expire or transferred, or control of the asset is not retained or substantially all of the
risks and rewards of the ownership of the financial asset are transferred to another party. On derecognition
of a financial asset, the difference between the carrying amount of the financial asset and the sum of the
consideration received (including any new asset obtained less any new liability assumed) is recognised in
profit or loss.

A financial liability or a part of it is derecognised when, and only when, the obligation specified in the
contract is discharged, cancelled or expires. A financial liability is also derecognised when its terms are
modified and the cash flows of the modified liability are substantially different, in which case, a new
financial liability based on modified terms is recognised at fair value. On derecognition of a financial
liability, the difference between the carrying amount of the financial liability extinguished or transferred to
another party and the consideration paid, including any non-cash assets transferred or liabilities assumed,
is recognised in profit or loss.

(iv) Offsetting

Financial assets and financial liabilities are offset and the net amount presented in the statement of financial
position when, and only when, the Company currently has a legally enforceable right to set off the amounts
and it intends either to settle them on a net basis or to realise the asset and liability simultaneously.

(c) Property, plant and equipment

(i) Recognition and measurement

Items of property, plant and equipment are measured at cost less any accumulated depreciation and any
accumulated impairment losses.

Cost includes expenditures that are directly attributable to the acquisition of the asset and any other
costs directly attributable to bringing the asset to working condition for its intended use, and the costs
of dismantling and removing the items and restoring the site on which they are located. The cost of self-
constructed assets also includes the cost of materials and direct labour. For qualifying assets, borrowing
costs are capitalised in accordance with the accounting policy on borrowing costs.

Purchased software that is integral to the functionality of the related equipment is capitalised as part of
that equipment.

When significant parts of an item of property, plant and equipment have different useful lives, they are
accounted for as separate items (major components) of property, plant and equipment.

The gain or loss on disposal of an item of property, plant and equipment is determined by comparing the
proceeds from disposal with the carrying amount of property, plant and equipment and is recognised net
within “other items of income” and “other operating expenses” in profit or loss.

56
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D.)

(c) Property, plant and equipment (cont’d.)

(ii) Subsequent costs

The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount
of the item if it is probable that the future economic benefits embodied within the component will flow to
the Company, and its cost can be measured reliably. The carrying amount of the replaced component is
derecognised to profit or loss. The costs of the day-to-day servicing of plant and equipment are recognised
in profit or loss as incurred.

(iii) Depreciation

Depreciation is based on the cost of an asset less its residual value. Significant components of individual
assets are assessed, and if a component has a useful life that is different from the remainder of that asset,
then that component is depreciated separately.

Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each
component of an item of plant and equipment from the date that they are available for use. Freehold land
is not depreciated. Property, plant and equipment under construction are not depreciated until the assets
are ready for their intended use.

The estimated useful lives for the current and comparative periods are as follows:

• Buildings 4 to 50 years
• Motor vehicles 6 years
• Plant, machinery and equipment 4 to 15 years
• Furniture, fixtures and fittings 10 years

Depreciation methods, useful lives and residual values are reviewed at the end of the reporting period,
and adjusted as appropriate.

(d) Leases

(i) Definition of a lease

A contract is, or contains, a lease if the contract conveys a right to control the use of an identified asset for
a period of time in exchange for consideration. To assess whether a contract conveys the right to control
the use of an identified asset, the Company assesses whether:

• the contract involves the use of an identified asset – this may be specified explicitly or implicitly, and
should be physically distinct or represent substantially all of the capacity of a physically distinct asset.
If the supplier has a substantive substitution right, then the asset is not identified;
• the customer has the right to obtain substantially all of the economic benefits from use of the asset
throughout the period of use; and
• the customer has the right to direct the use of the asset. The customer has this right when it has the
decision-making rights that are most relevant to changing how and for what purpose the asset is used.
In rare cases where the decision about how and for what purpose the asset is used is predetermined,
the customer has the right to direct the use of the asset if either the customer has the right to operate
the asset; or the customer designed the asset in a way that predetermines how and for what purpose
it will be used.

At inception or on reassessment of a contract that contains a lease component, the Company allocates
the consideration in the contract to each lease and non-lease component on the basis of their relative
stand-alone prices. However, for leases of properties in which the Company is a lessee, it has elected not
to separate non-lease components and will instead account for the lease and non-lease components as
a single lease component.

57
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D.)

(d) Leases (cont’d.)

(ii) Recognition and initial measurement

As a lessee

The Company recognises a right-of-use asset and a lease liability at the lease commencement date.
The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or before the commencement date, plus any initial direct costs
incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying
asset or the site on which it is located, less any lease incentives received.

The lease liability is initially measured at the present value of the lease payments that are not paid at
the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot
be readily determined, the Company’s incremental borrowing rate. Generally, the Company uses its
incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:
• fixed payments, including in-substance fixed payments less any incentives receivable;
• variable lease payments that depend on an index or a rate, initially measured using the index or rate
as at the commencement date;
• amounts expected to be payable under a residual value guarantee;
• the exercise price under a purchase option that the Company is reasonably certain to exercise; and
• penalties for early termination of a lease unless the Company is reasonably certain not to terminate
early.

The Company excludes variable lease payments that linked to future performance or usage of the
underlying asset from the lease liability. Instead, these payments are recognised in profit or loss in the period
in which the performance or use occurs.

The Company has elected not to recognise right-of-use assets and lease liabilities for short-term leases that
have a lease term of 12 months or less and leases of low-value assets. The Company recognises the lease
payments associated with these leases as an expense on a straight-line basis over the lease term.

(iii) Subsequent measurement

As a lessee

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement
date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The
estimated useful lives of right-of-use assets are determined on the same basis as those of property, plant
and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and
adjusted for certain remeasurements of the lease liability.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when
there is a change in future lease payments arising from a change in an index or rate, if there is a revision
of in-substance fixed lease payments, or if there is a change in the Company’s estimate of the amount
expected to be payable under a residual value guarantee, or if the Company changes its assessment of
whether it will exercise a purchase, extension or termination option.

When the lease liability is remeasured, a corresponding adjustment is made to the carrying amount of the
right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been
reduced to zero.

58
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D.)

(e) Intangible assets

Intangible assets, that are acquired by the Company, which have finite useful lives, are measured at cost less
any accumulated amortisation and any accumulated impairment losses.

Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the
specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill
and brands, is recognised in profit or loss as incurred.

Intangible assets are amortised from the date that they are available for use. Amortisation is based on the
cost of an asset less its residual value. Amortisation is recognised in profit or loss on a straight-line basis over the
estimated useful lives of intangible assets.

The estimated useful lives for the current and comparative periods are as follows:

• Computer software 5 years

Amortisation methods, useful lives and residual values are reviewed at the end of each reporting period and
adjusted, if appropriate.

(f) Inventories

Inventories are measured at the lower of cost and net realisable value.

The cost of inventories is calculated using the weighted average method, and includes expenditure incurred
in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their
existing location and condition. In the case of work-in-progress and finished goods, cost includes an appropriate
share of production overheads based on normal operating capacity.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of
completion and the estimated costs necessary to make the sale.

(g) Cash and cash equivalents

Cash and cash equivalents consist of cash on hand, balances and deposits with banks and highly liquid
investments which have an insignificant risk of changes in fair value with original maturities of three months or
less, and are used by the Company in the management of their short term commitments.

(h) Impairment

(i) Financial assets

The Company recognises loss allowances for expected credit losses on financial assets measured at
amortised cost. Expected credit losses are a probability-weighted estimate of credit losses.

The Company measures loss allowances at an amount equal to lifetime expected credit loss, except
for cash and bank balance for which credit risk has not increased significantly since initial recognition,
which are measured at 12-month expected credit loss. Loss allowances for trade receivables are always
measured at an amount equal to lifetime expected credit loss.

When determining whether the credit risk of a financial asset has increased significantly since initial
recognition and when estimating expected credit loss, the Company considers reasonable and supportable
information that is relevant and available without undue cost or effort. This includes both quantitative and
qualitative information and analysis, based on the Company’s historical experience and informed credit
assessment and including forward-looking information, where available.

59
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D.)

(h) Impairment (cont’d.)

(i) Financial assets (cont’d.)

Lifetime expected credit losses are the expected credit losses that result from all possible default events
over the expected life of the asset, while 12-month expected credit losses are the portion of expected
credit losses that result from default events that are possible within the 12 months after the reporting date.
The maximum period considered when estimating expected credit losses is the maximum contractual
period over which the Company is exposed to credit risk.

The Company estimates the expected credit losses on trade receivables using a provision matrix with
reference to historical credit loss experience.

An impairment loss in respect of financial assets measured at amortised cost is recognised in profit or loss
and the carrying amount of the asset is reduced through the use of an allowance account.

At each reporting date, the Company assesses whether financial assets carried at amortised cost are
credit-impaired. A financial asset is credit impaired when one or more events that have a detrimental
impact on the estimated future cash flows of the financial asset have occurred.

The gross carrying amount of a financial asset is written off (either partially or full) to the extent that there is
no realistic prospect of recovery. This is generally the case when the Company determines that the debtor
does not have assets or sources of income that could generate sufficient cash flows to repay the amounts
subject to the write-off. However, financial assets that are written off could still be subject to enforcement
activities in order to comply with the Company’s procedures for recovery amounts due.

(ii) Other assets

The carrying amounts of other assets (except for inventories and deferred tax assets) are reviewed at the
end of each reporting period to determine whether there is any indication of impairment. If any such
indication exists, then the asset’s recoverable amount is estimated.

For the purpose of impairment testing, assets are grouped together into the smallest group of assets that
generates cash inflows from continuing use that are largely independent of the cash inflows of other assets
or group of assets or cash-generating units.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair
value less costs of disposal. In assessing value in use, the estimated future cash flows are discounted to their
present value using a pre-tax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset or cash-generating unit.

An impairment loss is recognised if the carrying amount of an asset or its related cash-generating unit
exceeds its estimated recoverable amount.

Impairment losses are recognised in profit or loss. Impairment losses recognised in prior period are assessed
at the end of each reporting period for any indications that the loss has decreased or no longer exists. An
impairment loss is reversed if there has been a change in the estimates used to determine the recoverable
amount since the last impairment loss was recognised. An impairment loss is reversed only to the extent that
the asset’s carrying amount does not exceed the carrying amount that would have been determined, net
of depreciation or amortisation, if no impairment loss had been recognised. Reversals of impairment losses
are credited to profit or loss in the year in which the reversals are recognised.

60
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D.)

(i) Equity instrument

Instruments classified as equity are measured at cost on initial recognition and are not remeasured subsequently.

(i) Ordinary shares

Ordinary shares are classified as equity.

(j) Employee benefits

(i) Short term employee benefits

Short term employee benefit obligations in respect of salaries, annual bonuses, paid annual leave and sick
leave are measured on an undiscounted basis and are expensed as the related service is provided.

A liability is recognised for the amount expected to be paid under short-term cash bonus if the Company
has a present legal or constructive obligation to pay this amount as a result of past service provided by the
employee and the obligation can be estimated reliably.

(ii) Defined contribution plans

The Company’s contributions to statutory pension funds are charged to profit or loss in the financial year to
which they relate. Prepaid contributions are recognised as an asset to the extent that a cash refund or a
reduction in future payments is available.

(iii) Defined benefit plans

The Company has a partly funded defined benefit plan for employees and executives who have served
the required number of years of service. Contributions are made to approved benefit schemes operated
by independent trustees in accordance with a trust deed.

The defined benefit costs and the present value of defined benefit obligations are calculated at the
reporting date by the qualified actuaries using the projected unit credit method.

Re-measurements, comprising of actuarial gains and losses are recognised immediately in the statement
of financial position with corresponding debit or credit to other comprehensive income in the period they
occur. Remeasurements are not classified to profit or loss in subsequent periods.

Past service costs are recognised in profit or loss on the earlier of:

- The date of the plan amendment or curtailment; and


- The date that the Company recognised restructuring related cost.

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset and is
recognised in profit or loss. The Company recognises the following changes in the net defined benefit
obligations in profit or loss:

-
Service costs comprising current service costs, past service costs, gains and losses on curtailments and
non-routine settlements.
- Net interest expense or income.

61
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D.)

(k) Revenue and other income

(i) Revenue

Revenue is measured based on the consideration specified in a contract with a customer in exchange for
transferring goods or services to a customer, excluding amounts collected on behalf of third parties. The
Company recognises revenue when (or as) it transfers control over a product or service to customer. An
asset is transferred when (or as) the customer obtains control of the asset.

The Company transfers control of a good or service at a point in time unless one of the following overtime
criteria is met:

(a) the customer simultaneously receives and consumes the benefits provided as the Company performs;

(b) the Company’s performance creates or enhances an asset that the customer controls as the asset is
created or enhanced; or

(c) the Company’s performance does not create an asset with an alternative use and the Company has
an enforceable right to payment for performance completed to date.

(ii) Interest income

Interest income is recognised as it accrues using the effective interest method in profit or loss.

(l) Provisions

A provision is recognised if, as a result of a past event, the Company has a present legal or constructive obligation
that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle
the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate
that reflects current market assessments of the time value of money and the risks specific to the liability. The
unwinding of the discount is recognised as finance cost.

(m) Borrowing costs

Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying
asset are recognised in profit or loss using the effective interest method.

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which
are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are
capitalised as part of the cost of those assets.

The capitalisation of borrowing costs as part of the cost of a qualifying asset commences when expenditure for
the asset is being incurred, borrowing costs are being incurred and activities that are necessary to prepare the
asset for its intended use or sale are in progress. Capitalisation of borrowing costs is suspended or ceases when
substantially all the activities necessary to prepare the qualifying asset for its intended use or sale are interrupted
or completed.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on
qualifying assets is deducted from the borrowing costs eligible for capitalisation.

62
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D.)

(n) Income tax

Income tax expense comprises current tax and deferred tax. Current tax and deferred tax is recognised in profit
or loss except to the extent that it relates to a business combination or items recognised directly in equity, or
other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax
rates enacted or substantially enacted by the end of the reporting year, and any adjustment to tax payable in
respect of previous financial years.

Deferred tax is recognised using the liability method, providing for temporary differences between the carrying
amounts of assets and liabilities in the statement of financial position and their tax bases. Deferred tax is not
recognised for the initial recognition of assets or liabilities in a transaction that is not a business combination
and that affects neither accounting nor taxable profit or loss. Deferred tax is measured at the tax rates that are
expected to be applied to the temporary differences when they reverse, based on the laws that have been
enacted or substantively enacted by the end of the reporting period.

The amount of deferred tax recognised is measured based on the expected manner of realisation or settlement
of the carrying amount of the assets and liabilities, using tax rates enacted or substantively enacted at the
reporting date. Deferred tax assets and liabilities are not discounted.

Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities
and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on
different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and
liabilities will be realised simultaneously.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available
against which the temporary difference can be utilised. Deferred tax assets are reviewed at the end of each
reporting period and are reduced to the extent that it is no longer probable that the related tax benefit will be
realised.

(o) Earnings per ordinary share

The Company presents basic and diluted earnings per share data for its ordinary shares (“EPS”).

Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the
weighted average number of ordinary shares outstanding during the period, adjusted for own shares held.

(p) Fair value measurement

Fair value of an asset or a liability is determined as the price that would be received to sell an asset or paid
to transfer a liability in an orderly transaction between market participants at the measurement date. The
measurement assumes that the transaction to sell the asset or transfer the liability takes place either in the
principal market or in the absence of a principal market, in the most advantageous market.

For non-financial asset, the fair value measurement takes into account a market participant’s ability to generate
economic benefits by using the asset in its highest and best use or by selling it to another market participant that
would use the asset in its highest and best use.

When measuring the fair value of an asset or a liability, the Company uses observable market data as far as
possible. Fair value is categorised into different levels in a fair value hierarchy based on the input used in the
valuation technique as follows:

Level 1: quoted price (unadjusted) in active markets for identical assets or liabilities that the Company can
access at the measurement date.
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
either directly or indirectly.
Level 3: unobservable inputs for the asset or liability.

The Company recognises transfers between levels of the fair value hierarchy as of the date of the event or
change in circumstances that caused the transfers.

63
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

3. PROPERTY, PLANT AND EQUIPMENT

Plant, Furniture,
machinery fixtures Capital
Freehold Motor and and work in
land Buildings vehicles equipment fittings progress Total
RM RM RM RM RM RM RM

Cost
At 1 April 2020 85,750,210 52,158,375 10,002,705 158,393,101 8,062,325 31,998,147 346,364,863
Additions 5,465 305,034 2,484,802 5,461,398 66,059 209,408,954 217,731,712
Transfers 77,542 4,017 - 95,550 32,600 (209,709) -
Disposals - - (2,300,830) - - - (2,300,830)
Written off - (1,904,460) - (2,674,384) (163,664) - (4,742,508)

At 31 March 2021/1 April 2021 85,833,217 50,562,966 10,186,677 161,275,665 7,997,320 241,197,392 557,053,237
Additions 106,000 5,510,316 2,449,469 828,911 352,926 81,802,676 91,050,298
Transfers - 170,952,561 - 31,158,412 - (202,110,973) -
Disposals - - (1,429,690) - - - (1,429,690)
Written off (596,484) - - (860,618) (6,619) - (1,463,721)

At 31 March 2022 85,342,733 227,025,843 11,206,456 192,402,370 8,343,627 120,889,095 645,210,124


Accumulated depreciation
At 1 April 2021 - 46,556,756 4,142,780 127,328,300 6,604,960 - 184,632,796
Depreciation charge for the year - 2,861,101 1,168,441 11,804,911 758,046 - 16,592,499
Disposals - - (1,685,129) - - - (1,685,129)
Written off - (1,708,711) - (2,165,884) (137,772) - (4,012,367)

At 31 March 2021/1 April 2021 - 47,709,146 3,626,092 136,967,327 7,225,234 - 195,527,799


Depreciation charge for the year - 3,666,784 1,290,977 12,805,182 600,861 - 18,363,804
Disposals - - (966,378) - - - (966,378)
Written off - - - (381,385) (5,998) - (387,383)

At 31 March 2022 - 51,375,930 3,950,691 149,391,124 7,820,097 - 212,537,842

Carrying amounts
At 1 April 2020 85,750,210 5,601,619 5,859,925 31,064,801 1,457,365 31,998,147 161,732,067

At 31 March 2021/1 April 2021 85,833,217 2,853,820 6,560,585 24,308,338 772,086 241,197,392 361,525,438

At 31 March 2022 85,342,733 175,649,913 7,255,765 43,011,246 523,530 120,889,095 432,672,282

The Company’s addition to property, plant and equipment are analysed at below:

2022 2021
RM RM

Cash 68,139,780 149,927,839
Reclassification from other receivables 5,401,598 35,522,443
Accruals 15,413,863 31,639,979

88,955,241 217,090,261
Capitalisation of interest expense (Note 26) 2,095,057 641,451

91,050,298 217,731,712

64
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

4. INTANGIBLE ASSETS

Capital
Computer work in
software progress Total
RM RM RM

Cost
At 1 April 2020 6,775,310 2,127,542 8,902,852
Additions 1,724,196 5,207,656 6,931,852
Written off (9,250) - (9,250)
Transfer 1,438,542 (1,438,542) -

At 31 March 2021/1 April 2021 9,928,798 5,896,656 15,825,454
Additions 2,620,709 3,359,489 5,980,198
Transfer 4,647,296 (4,647,296) -

At 31 March 2022 17,196,803 4,608,849 21,805,652

Accumulated amortisation
At 1 April 2020 4,820,749 - 4,820,749
Charge for the financial year 824,194 - 824,194
Written off (7,621) - (7,621)

At 31 March 2021/1 April 2021 5,637,322 - 5,637,322
Charge for the financial year 2,150,369 - 2,150,369

At 31 March 2022 7,787,691 - 7,787,691

Net carrying amount


At 1 April 2020 1,954,561 2,127,542 4,082,103

At 31 March 2021/1 April 2021 4,291,476 5,896,656 10,188,132

At 31 March 2022 9,409,112 4,608,849 14,017,961

The Company acquired intangible assets by the following means:

2022 2021
RM RM

Cash 5,709,368 6,107,139
Reclassification from other receivables 270,830 -
Accruals - 824,713

5,980,198 6,931,852

65
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

5. RIGHT-OF-USE ASSETS

Leasehold
land Buildings Total
RM RM RM

At 1 April 2020 17,763,728 1,145,348 18,909,076
Additions - 904,800 904,800
Depreciation (396,075) (890,926) (1,287,001)
Derecognition* - (273,000) (273,000)

At 31 March 2021/1 April 2021 17,367,653 886,222 18,253,875
Additions - 1,234,800 1,234,800
Depreciation (396,075) (933,576) (1,329,651)
Derecognition* - (78,000) (78,000)

At 31 March 2022 16,971,578 1,109,446 18,081,024

* Derecognition of the right-of-use assets during the financial year as a result of termination of contracts.

The Company leases a number of buildings that run between 2 years to 3 years, with an option to renew the lease
after that date.

Leasehold land relates to the lease of land with lease terms of between 41 years to 52 years.

5.1 Extension options



The leases of the buildings contain extension options exercisable by the Company up to two years before the
end of the non-cancellable contract period. Where practicable, the Company seeks to include extension
options in new leases to provide operational flexibility.

Potential future lease


Lease liabilities payments not included
recognised in lease liabilities
RM RM

Buildings 125,600 134,400


5.2 Significant judgements and assumptions in relation to leases

The Company assesses at lease commencement by applying significant judgement whether it is reasonably
certain to exercise the extension options. The Company considers all facts and circumstances including their
past practice and any cost that will be incurred to change the asset if an option to extend is not taken, to help
them determine the lease term.

66
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

6. TRADE AND OTHER RECEIVABLES

Note 2022 2021


RM RM

Current
Trade
Trade receivables 26,039,532 25,780,451
Amount due from ultimate holding company 6.1 - 437,796
Amount due from related companies 6.1 19,103,534 20,246,478

45,143,066 46,464,725
Less: Allowance for impairment loss (9,337) (31,033)

Trade receivables, net 45,133,729 46,433,692

Non-trade
Other receivables 2,135,745 791,748
Deposits 814,995 768,244
Prepayments 2,378,550 7,536,640

Prepayments for acquisition of property, plant and equipment 6.2 529,381 5,401,598
Prepayment for acquisition of intangible assets 412,870 683,700
Other prepayments 1,436,299 1,451,342

Staff loans 6.3 1,029,860 746,367



6,359,150 9,842,999

51,492,879 56,276,691

Non-current
Other receivables
Staff loans 6.3 1,828,635 1,616,854

6.1 Amounts due from ultimate holding and related companies

Trade amounts due from ultimate holding and related companies are non-interest bearing and are generally
on 14 to 90 days (2021: 14 to 90 days) terms.

6.2 Prepayments

Prepayments relate to milestone payment made for construction of buildings and equipment purchased of
RM529,381 (2021: RM5,401,598). The prepayments as at 31 March 2021 of RM5,401,598 for construction of buildings
and equipment purchased have been capitalised as property, plant and equipment upon completion and the
transfer of ownership during the year.

6.3 Staff loans

Staff loans are unsecured, bear interest rates at 0% to 2.5% (2021: 0% to 2.5%) per annum. Non-current amounts
have an average maturity of 2.32 years (2021: 2.47 years). These loans are recognised initially at fair value.
The difference between the fair value and the nominal loan amount represents payment for services to be
rendered during the period of the loan and is recorded as part of operating expenses.

67
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

7. OTHER INVESTMENTS

2022 2021
RM RM

At cost:
Transferable club memberships 226,000 226,000

Fair value information

Fair value of other investments is categorised as follows:

2022 2021
RM RM

Level 3
Transferable club memberships 230,000 226,000

The Directors regard the fair value of transferable club memberships as level 3 fair value where such fair value is
estimated with reference made to quotations provided by respective clubs.

8. INVENTORIES

2022 2021
RM RM

At cost:
Raw materials 43,474,960 21,815,699
Consumables 2,577,569 2,996,524
Work-in-progress 3,051,763 573,687
Finished goods 34,596,642 31,312,258

83,700,934 56,698,168

Recognised in profit or loss:


Inventories recognised as cost of sales 329,684,997 281,898,154
Inventories written off 783,884 335,730

68
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

9. DERIVATIVES ASSETS/(LIABILITIES)

The table below shows the fair values of derivative financial instruments, recorded as assets or liabilities, together with
their notional amounts. The notional amount and reference rate or index are the basis upon which changes in the
values of derivatives are measured. The notional amounts indicated the volume of transactions outstanding at the
end of reporting period.

Forward
foreign
exchange Notional
contracts Amount
RM RM

As at 31 March 2022:
Derivative liabilities (313,367) 58,008,492

As at 31 March 2021:
Derivative assets 100,395 16,098,993
Derivative liabilities (442,602) 27,703,500

The Company uses forward currency contracts to manage some of the transaction exposure. These contracts are
not designated as cash flow or fair value hedges and are entered into for periods consistent with currency transaction
exposure and fair value changes exposure.

During the financial year, the Company recognised a net gain of RM28,840 (2021: net gain of RM100,224) arising from
fair value changes of these derivatives. The fair value changes are attributable to changes in foreign exchange spot
and forward rate.

10. LIQUID INVESTMENTS

2022 2021
RM RM

At fair value:
Investment in Islamic money market funds 48,914,051 99,589,931

The liquid investments represent investment in Islamic money market funds, and the average distribution rate is at
1.69% to 2.60% per annum (2021: 2.00% to 2.91% per annum).

11. CASH AND CASH EQUIVALENTS

2022 2021
RM RM

Cash and bank balances 54,174,498 42,637,520
Deposits with licensed banks 21,023,874 76,201,017

75,198,372 118,838,537

69
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

12. SHARE CAPITAL

Number Number
Amount of shares Amount of shares
2022 2022 2021 2021
RM RM

Issued and fully paid ordinary shares with no


par values classified as equity instruments:
At 1 April/31 March 65,102,234 60,798,534 65,102,234 60,798,534

Ordinary shares

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one
vote per share at meetings of the Company.

13. OTHER RESERVES

Defined
benefit
reserves
RM

At 1 April 2020 (1,760,776)


Other comprehensive income:
Defined benefit plans actuarial gain (Note 15) 138,817
Income tax effect (33,316)

At 31 March 2021/1 April 2021 (1,655,275)

Other comprehensive income:


Defined benefit plans actuarial loss (Note 15) (87,570)
Income tax effect 21,017

At 31 March 2022 (1,721,828)

The defined benefit reserves represent the re-measurement of actuarial gains or losses of the defined benefit liabilities
or assets.

70
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

14. LOAN AND BORROWING

2022 2021
RM RM

Non-current
Islamic financing facility - unsecured 91,666,666 100,000,000
Unamortised transaction costs (334,070) (473,173)

91,332,596 99,526,827

Current
Islamic financing facility - unsecured 8,589,987 254,969

99,922,583 99,781,796

The effective interest rate during the financial year for borrowing was 3.14% (2021: 3.16%) per annum.

The borrowing is obtained for capital expenditure purposes. It is unsecured and is repayable in quarterly instalments
commencing from 28 February 2023 to 28 November 2025.

15. EMPLOYEE BENEFITS

Retirement benefits

The Company operates a partly funded, post-employment benefit scheme (“the Scheme”) for its eligible employees.
Under the Scheme, eligible employees are entitled to post-employment benefits varying at 6% and 10% (2021: 6%
and 10%) on basic salaries of eligible staff and the number of completed years of service.

The amounts recognised in the statement of financial position are determined as follows:

2022 2021
RM RM

Present value of defined benefit obligations, representing net liabilities 16,388,111 15,146,234

Analysed as:
Within the next 12 months 1,349,452 1,273,378
Beyond 1 year 15,038,659 13,872,856

16,388,111 15,146,234

The defined benefit plans expose the Company to actuarial risks, such as longevity risk, currency risk, interest rate risk
and market (investment) risk.

71
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

15. EMPLOYEE BENEFITS (CONT’D)

Retirement benefits (cont’d)

Movement in net defined benefit liabilities

In 2022, changes in the defined benefit obligations and fair value of plan assets are as follows:

Defined Fair value Net defined


benefit of plan benefit
Note obligations assets liabilities
RM RM RM

Balance as at 1 April 2021 20,582,005 (5,435,771) 15,146,234

Movement during the financial year:
Service cost 1,373,470 - 1,373,470
Net interest 897,855 (235,613) 662,242

Retirement benefit cost charged to profit or loss 20 2,271,325 (235,613) 2,035,712

Net benefits (paid)/received (345,055) 42,095 (302,960)


Actuarial loss/(gain) recognised in other comprehensive income 366,020 (278,450) 87,570
Transfer to other receivables - 217,605 217,605
Transfer to other payables (639,061) - (639,061)
Contributions by the Company - (156,989) (156,989)

(618,096) (175,739) (793,835)

Balance as at 31 March 2022 22,235,234 (5,847,123) 16,388,111


In 2021, changes in the defined benefit obligations and fair value of plan assets are as follows:

Defined Fair value Net defined


benefit of plan benefit
Note obligations assets liabilities
RM RM RM

Balance as at 1 April 2020 19,253,589 (4,949,861) 14,303,728



Movement during the financial year:
Service cost 1,363,041 - 1,363,041
Net interest 820,730 (222,715) 598,015

Retirement benefit cost charged to profit or loss 20 2,183,771 (222,715) 1,961,056

Net benefits (paid)/received (451,875) 168,559 (283,316)


Actuarial gain recognised in other comprehensive income (22,074) (116,743) (138,817)
Transfer to other receivables - 198,850 198,850
Transfer to other payables (381,406) - (381,406)
Contributions by the Company - (513,861) (513,861)

(855,355) (263,195) (1,118,550)

Balance as at 31 March 2021 20,582,005 (5,435,771) 15,146,234


72
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

15. EMPLOYEE BENEFITS (CONT’D)

Retirement benefits (cont’d)

The principal assumptions used in determining defined benefit obligations of the Company are shown below:

2022 2021
% %

Discount rate 4.80 4.50


Salary increment rate 6.00 6.00

The sensitivity analysis below has been determined based on reasonably possible changes of each significant
assumption on the defined benefit obligations as of the end of the reporting period, assuming if all other assumptions
were held constant.

Defined benefit obligations


Increase Decrease
RM RM

2022
Discount rate (1% movement) 2,198,641 (1,912,796)
Salary increment rate (1% movement) 649,067 (592,836)

Defined benefit obligations


Increase Decrease
RM RM

2021
Discount rate (1% movement) 1,812,616 (1,593,067)
Salary increment rate (1% movement) 509,694 (468,892)

16. TRADE AND OTHER PAYABLES

Note 2022 2021


RM RM

Trade
Trade payables 11,344,207 10,769,070
Amount due to ultimate holding company 16.1 2,531,661 1,148,043
Amount due to related companies 16.1 42,460,585 16,229,444

56,336,453 28,146,557

Non-trade
Other payables 19,044,923 20,555,171
Accruals 23,262,476 36,579,647
Provisions 16.2 6,662,228 6,221,128
Refund liabilities 16.3 882,693 786,797
Amount due to ultimate holding company 16.1 603,742 3,187,045
Amount due to related companies 16.1 503,085 861,427

50,959,147 68,191,215

107,295,600 96,337,772

73
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

16. TRADE AND OTHER PAYABLES (CONT’D)

2022 2021
RM RM

Total trade and other payables 107,295,600 96,337,772
Less: Provisions (6,662,228) (6,221,128)

Total financial liabilities at amortised cost 100,633,372 90,116,644

16.1 Amounts due to ultimate holding company and related companies

These amounts are unsecured, non-interest bearing and have credit terms of 30 to 60 days (2021: 30 to 60
days).

16.2 Provisions

Employee Other
benefits operating
expenses expenses Total
RM RM RM

At 1 April 2020 3,598,229 3,447,768 7,045,997
Provisions made during the year 9,745,534 5,450,569 15,196,103
Provisions used during the year (9,177,525) (6,894,736) (16,072,261)
Provisions reversed during the year 51,288 - 51,288

At 31 March 2021/1 April 2021 4,217,526 2,003,601 6,221,127
Provisions made during the year 9,157,395 6,500,004 15,657,399
Provisions used during the year (8,348,563) (6,773,041) (15,121,604)
Provisions reversed during the year (94,694) - (94,694)

At 31 March 2022 4,931,664 1,730,564 6,662,228

16.3 Refund liabilities

Refund liabilities are the obligations to refund some or all of the consideration received (or receivable) from
the customers and are measured at the amount the Company ultimately expects it will have to return to the
customers.

74
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

17. DEFERRED TAX ASSETS

Deferred tax assets and liabilities are attributable to the following:

Assets Liabilities Net


2022 2021 2022 2021 2022 2021
RM RM RM RM RM RM

Property, plant and equipment - - (5,378,981) (1,125,478) (5,378,981) (1,125,478)


Retirement benefits 3,933,147 3,635,096 - - 3,933,147 3,635,096
Provisions 2,024,560 1,705,052 - - 2,024,560 1,705,052

Tax assets/(liabilities) 5,957,707 5,340,148 (5,378,981) (1,125,478) 578,726 4,214,670

Movement in temporary differences during the year

Deferred tax assets and liabilities are attributable to the following:

Recognised Recognised Recognised Recognised


in profit in other At 31 in profit in other At 31
At or loss comprehensive March 2021/ or loss comprehensive March
1 April 2020 (Note 24) income 1 April 2021 (Note 24) income 2022
RM RM RM RM RM RM RM

Property, plant
and equipment (2,543,609) 1,418,131 - (1,125,478) (4,253,503) - (5,378,981)
Retirement
benefits 3,432,895 235,517 (33,316) 3,635,096 277,034 21,017 3,933,147
Provisions 1,700,127 4,925 - 1,705,052 319,508 - 2,024,560

2,589,413 1,658,573 (33,316) 4,214,670 (3,656,961) 21,017 578,726

18. REVENUE

2022 2021
RM RM

Revenue from contracts with customers
Sale of goods 484,677,540 443,119,251

18.1 Disaggregation of revenue



Geographical markets
Malaysia 279,764,809 258,390,958
Middle East 79,913,351 59,465,136
Other Asian countries 117,523,406 117,642,863
Others 7,475,974 7,620,294

Revenue from contracts with customers 484,677,540 443,119,251

Timing of revenue recognition


At a point in time 484,677,540 443,119,251

75
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

18. REVENUE (CONT’D)

18.2 Performance obligation

The Company is in the business of selling AJI-NO-MOTO® products, and other seasoning and food items.

The performance obligation is satisfied upon shipment of the goods and payment is generally due within 14 to
90 (2021: 14 to 90) days.

19. OTHER ITEMS OF INCOME

2022 2021
RM RM

Gain on disposal of property, plant and equipment 214,278 206,489
Interest income 1,171,680 1,661,892
Distribution from liquid investments 1,181,997 1,956,977
Miscellaneous income 903,168 358,680
Realised foreign exchange gain - 229,204
Net fair value gain on derivatives 28,840 100,224

3,499,963 4,513,466

20. EMPLOYEE BENEFITS EXPENSES

Note 2022 2021


RM RM

Wages and salaries 51,870,093 49,213,906
Gratuity 21,600 21,600
Defined contribution plans 5,616,169 5,262,149
Provision for defined benefit plans 15 2,035,712 1,961,056
Social security costs 511,601 488,097
(Reversal)/Provision for short-term accumulating compensated absences (1,964) 442,172
Other staff related expenses 4,875,589 2,968,595

Total employee benefits expenses 64,928,800 60,357,575

Included in employee benefits expenses of the Company are Executive Directors’ remuneration (excluding benefits-
in-kind) amounting to RM5,128,663 (2021:RM3,628,672) as further disclosed in Note 21.

76
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

21. DIRECTORS’ REMUNERATION

The details of remuneration receivable by Directors of the Company during the year are as follows:

Note 2022 2021


RM RM

Executive:
Salaries and other emoluments 4,381,687 2,924,623
Fees 54,000 54,000
Bonus 589,024 491,326
Gratuity 21,600 21,600
Defined contribution plans 82,352 137,123

Total executive directors’ remuneration (excluding benefits-in-kind) 20 5,128,663 3,628,672
Estimated money value of benefits-in-kind 382,327 356,502

Total Executive Directors’ remuneration (including benefits-in-kind) 5,510,990 3,985,174

Non-executive:
Fees 228,333 237,083
Gratuity 91,333 94,833
Other emoluments 101,333 114,933

Total Non-Executive Directors’ remuneration (excluding benefits-in-kind) 420,999 446,849
Estimated money value of benefits-in-kind - 1,702

Total Executive Directors’ remuneration (including benefits-in-kind) 420,999 448,551

Total Directors’ remuneration 5,931,989 4,433,725

The Directors’ remuneration of the Company, which included the Directors who had resigned during the year is
analysed at below:

2022 2021

Executive directors:
RM200,001 - RM250,000 - 1
RM350,001 - RM400,000 1 1
RM450,001 - RM500,000 2 -
RM500,001 - RM550,000 - 1
RM550,001 - RM600,000 2 -
RM600,001 - RM650,000 - 1
RM700,001 - RM750,000 - 2
RM750,001 - RM800,000 - 1
RM850,001 - RM900,000 1 -
RM1,050,001 - RM1,100,000 1 -
RM1,100,001 - RM1,150,000 1 -

Non-executive directors:
below RM50,000 1 2
RM50,001 - RM100,000 3 3
RM100,001 - RM150,000 - 1
RM150,001 - RM200,000 1 -

77
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

22. PROFIT FOR THE YEAR

2022 2021
RM RM

Profit for the year is arrived at after charging:
Auditors’ remuneration
Statutory audit fees 184,300 202,500
Non-audit fees 7,600 37,000

Material expenses/(income)
Depreciation of right-of-use assets 1,329,651 1,287,001
Inventories written off 783,884 335,730
Bad debt written off 10,000 -
Foreign exchange loss/(gain) :
- Realised 940,036 (229,204)
- Unrealised 358,254 555,169
Net fair value gain on derivatives (28,840) (100,224)
Property, plant and equipment written off 1,076,338 730,141
Intangible assets written off - 1,629
Depreciation of property, plant and equipment 18,363,804 16,592,499
Amortisation of intangible assets 2,150,369 824,194
Gain on disposal of property, plant and equipment (214,278) (206,489)

Expenses arising from leases
Expenses relating to leases of low-value assets 96,416 43,371
Expenses relating to short-term leases 124,483 92,500

Net (gain)/loss on impairment of financial instruments


(Reversal)/allowance for impairment loss on trade receivables (16,136) 9,228

23. OTHER OPERATING EXPENSES

2022 2021
RM RM

Selling and distribution expenses 49,203,534 39,813,854
Administrative and other expenses 43,764,209 35,781,302

92,967,743 75,595,156

78
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

24. TAX EXPENSE

2022 2021
RM RM

Current tax expense
Current income tax 3,944,588 16,026,129
(Over)/Under provision in prior years (311,515) 385,966

3,633,073 16,412,095

Deferred tax expense


Origination and reversal to temporary differences 3,262,841 (1,970,598)
Under provision in prior years 394,120 312,025

3,656,961 (1,658,573)

Total income tax expense 7,290,034 14,753,522

Reconciliation of tax expense

Profit before tax 24,286,259 61,255,839


Income tax calculated using Malaysian tax rate of 24% (2021: 24%) 5,828,702 14,701,401
Non-deductible expenses 1,662,406 97,327
Tax exempt income (283,679) (469,674)
Utilisation of current year’s reinvestment allowances - (273,523)
Under provision of deferred tax in prior years 394,120 312,025
(Over)/Under provision of income tax expenses in prior years (311,515) 385,966

7,290,034 14,753,522

25. EARNINGS PER SHARE

Basic earnings per share is calculated by dividing profit for the year attributable to owners of the Company by the
weighted average number of ordinary shares in issue during the financial year is as follows:

2022 2021
RM RM

Profit for the year attributable to ordinary shareholders of the Company 16,996,225 46,502,317

Number of Number of
shares shares
2022 2021

Weighted average number of ordinary shares at 31 March 60,798,534 60,798,534

79
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

25. EARNINGS PER SHARE (CONT’D)

2022 2021
sen sen

Basic earnings per share 27.95 76.49


There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting
date and the date of completion of these financial statements.

There are no instruments in issuance which have a dilutive effect to the earnings per share of the Company. Therefore,
diluted earnings per share is not disclosed.

26. FINANCE COST

2022 2021
RM RM

Profit payment on Islamic financing 3,135,116 641,451
Less: Finance cost capitalised (Note 3) (2,095,057) (641,451)

1,040,059 -

27. DIVIDENDS

Dividends recognised by the Company:

Sen per Total


share amount Date of payment
RM RM

2022
First and final 2021 ordinary 38.25 23,255,439 22 October 2021

2021
First and final 2020 ordinary 49.30 29,973,677 28 October 2020

In respect of the financial year ended 31 March 2022, the Company declared a first and final single-tier dividend of
8.50 sen per ordinary share totalling approximately RM5,167,875 on 29 June 2022.


28. CAPITAL COMMITMENT

2022 2021
RM RM

Approved and contracted for:
Property, plant and equipment 18,961,181 67,440,251
Intangible assets 1,055,780 3,466,381

20,016,961 70,906,632

80
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

29. CONTINGENT LIABILITIES

2022 2021
RM RM

Unsecured bank guarantees extended to third parties for
capital expenditure and utilities purposes 5,142,896 6,113,220

30. FINANCIAL INSTRUMENTS

30.1 Categories of financial instruments

The table below provides an analysis of financial instruments categorised as follows:

(i) Amortised cost


(ii) Fair value through profit or loss (“FVTPL”)
- Mandatorily required by MFRS 9

Carrying Amortised Mandatorily


amount cost at FVTPL
RM RM RM

2022
Financial assets
Trade and other receivables (excluding prepayments) 50,942,964 48,084,469 2,858,495
Liquid investments 48,914,051 - 48,914,051
Cash and cash equivalents 75,198,372 75,198,372 -

175,055,387 123,282,841 51,772,546


Financial liabilities
Loan and borrowing 99,922,583 99,922,583 -
Derivative liabilities 313,367 - 313,367
Trade and other payables 100,633,372 100,633,372 -

200,869,322 200,555,955 313,367

2021
Financial assets
Trade and other receivables (excluding prepayments) 50,356,905 47,993,684 2,363,221
Liquid investments 99,589,931 - 99,589,931
Cash and cash equivalents 118,838,537 118,838,537 -
Derivative assets 100,395 - 100,395

268,885,768 166,832,221 102,053,547


Financial liabilities
Loan and borrowing 99,781,796 99,781,796 -
Derivative liabilities 442,602 - 442,602
Trade and other payables 90,116,644 90,116,644 -

190,341,042 189,898,440 442,602

81
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

30. FINANCIAL INSTRUMENTS (CONT’D)

30.2 Net gains and losses arising from financial instruments

2022 2021
RM RM

Net gains/(losses) on:
Fair value through profit or loss
– Mandatorily required by MFRS 9 28,840 100,224
Financial assets measured at amortised cost 2,185,257 3,146,807
Financial liabilities measured at amortised cost (1,223,757) (534,507)

990,340 2,712,524

30.3 Financial risk management

The Company has exposure to the following risks from its use of financial instruments:

• Credit risk
• Liquidity risk
• Market risk

30.4 Credit risk

Credit risk is the risk of a financial loss if a customer or counterparty to a financial instrument fails to meet
its contractual obligations. The Company’s exposure to credit risk arises principally from trade and other
receivables. There are no significant changes as compared to prior periods.

Trade receivables

Risk management objectives, policies and processes for managing the risk

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis.
Credit evaluations are performed on customers requiring credit over a certain amount.

At each reporting date, the Company assesses whether any of the trade receivables is credit impaired.

The gross carrying amounts of credit impaired trade receivables are written off (either partially or full) when
there is no realistic prospect of recovery. This is generally the case when the Company determines that the
debtor does not have assets or sources of income that could generate sufficient cash flows to repay the
amounts subject to the write-off. Nevertheless, trade receivables that are written off could still be subject to
enforcement activities.

There are no significant changes as compared to previous year.

Exposure to credit risk, credit quality and collateral

As at the end of the reporting period, the maximum exposure to credit risk arising from receivables is represented
by the carrying amounts in the statement of financial position.

82
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

30. FINANCIAL INSTRUMENTS (CONT’D)

30.4 Credit risk (cont’d)

Trade receivables (cont’d)

Credit risk concentration profile

The Company determines concentrations of credit risk by monitoring the country profile of its trade receivables
on an ongoing basis. The trade receivables concentration profile at the reporting date is as follows:

2022 2021
RM % of total RM % of total

By country:
Malaysia 22,415,262 50% 19,606,514 42%
Indonesia 8,494,813 19% 8,418,738 18%
Middle East 2,720,528 6% 4,291,494 9%
Singapore 607,003 1% 1,340,110 3%
Thailand 4,467,316 10% 4,039,812 9%
Japan 647,399 1% 977,252 2%
Other countries 5,781,408 13% 7,759,772 17%

45,133,729 100% 46,433,692 100%

Recognition and measurement of impairment losses

The Company’s objective is to seek continual revenue growth while minimising losses incurred due to increased
credit risk exposure. The Company trades only with recognised and creditworthy third parties. It is the Company’s
policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In
addition, receivable balances are monitored on an ongoing basis. For export sales, the Company does not
offer credit terms without appropriate approval.

An impairment analysis is performed at each reporting date using a provision matrix to measure Expected
Credit Losses (“ECLs”). The customers with similar loss patterns are grouped together. The provision rates based
on the days past due are then applied to these groupings. The calculation reflects the probability-weighted
outcome, the time value of money and reasonable and supportable information that is available at the
reporting date about past events, current conditions and forecasts of future economic conditions.

The provision matrix is derived based on the Company’s historical observed default rates. The historical
observed default rates are updated at every reporting date.

The following table provides information about the exposure to credit risk and ECLs for trade receivables which
are grouped together as they are expected to have similar risk nature.

As at the end of reporting period, two (2021: two) major customers with respective receivables equals or more
than 10% of the Company’s total trade receivables’ balance and contributed, in aggregate, 24% (2021: 25%)
to the Company’s total trade receivables’ balance.

83
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

30. FINANCIAL INSTRUMENTS (CONT’D)

30.4 Credit risk (cont’d)

Trade receivables (cont’d)

Recognition and measurement of impairment losses (cont’d)

Gross
carrying Expected Net
amount credit loss balance
RM RM RM

2022
Current (not past due) 35,666,336 - 35,666,336
Past due 0-30 days 8,890,288 - 8,890,288
Past due 31-60 days 443,713 - 443,713
Past due 61-90 days 120,841 - 120,841
Past due 91-120 days 12,887 - 12,887
Past due more than 120 days (336) - (336)

45,133,729 - 45,133,729

Credit impaired
Past due more than 365 days 9,337 (9,337) -

45,143,066 (9,337) 45,133,729

2021
Current (not past due) 37,672,333 - 37,672,333
Past due 1-30 days 8,030,683 - 8,030,683
Past due 31-60 days 618,119 - 618,119
Past due 61-90 days 78,191 - 78,191
Past due 91-120 days 29,434 - 29,434
Past due more than 120 days 4,932 - 4,932

46,433,692 - 46,433,692

Credit impaired
Past due more than 365 days 31,033 (31,033) -

46,464,725 (31,033) 46,433,692

The movements in the allowance for impairment in respect of trade receivables during the year are shown as
below:

2022 2021
RM RM

At 1 April 31,033 21,805
Movement during the year:
Provision of expected credit loss 716 19,505
Reversal of expected credit loss (16,852) (10,277)

(Reversal)/Provision of expected credit loss, net (16,136) 9,228


Written off during the year (5,560) -

At 31 March 9,337 31,033

84
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

30. FINANCIAL INSTRUMENTS (CONT’D)

30.4 Credit risk (cont’d)

Cash and cash equivalents

The cash and cash equivalents are held with banks. As at the end of the reporting period, the maximum
exposure to credit risk is represented by their carrying amounts in the statement of financial position.

These banks have low credit risks. In addition, some of the bank balances are insured by government agencies.
Consequently, the Company is of the view that the loss allowance is not material and hence, it is not provided
for.

Other receivables

Credit risks on other receivables are mainly arising from advances paid to suppliers and staff loan. The Company
monitors the exposure to credit risk on individual basis.

As at the end of the reporting period, the maximum exposure to credit risk is represented by their carrying
amounts in the statement of financial position.

As at the end of the reporting period, the Company did not recognise any allowance for impairment losses.

30.5 Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The
Company’s exposure to liquidity risk arises principally from its various payables and loan and borrowing.

The Company maintains a level of cash and bank balances deemed adequate by the management to
ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they fall due.

It is not expected that the cash flows included in the maturity analysis could occur significantly earlier, or at
significantly different amounts.

85
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

30. FINANCIAL INSTRUMENTS (CONT’D)

30.5 Liquidity risk (cont’d)

Maturity analysis

The table below summarises the maturity profile of the Company’s financial liabilities as at the end of the
reporting period based on undiscounted contractual payments:

Contractual
Carrying interest Contractual Under 1-2 2-5
amount rate cash flow 1 year years years
RM % RM RM RM RM

2022
Non-derivative financial
liabilities
Loan and borrowing 99,922,583 3.00-3.02 107,132,192 11,333,333 35,715,525 60,083,334
Trade and other payables 100,633,372 - 100,633,372 100,633,372 - -
Lease liabilities 1,109,446 - 1,109,446 696,946 295,500 117,000

201,665,401 208,875,010 112,663,651 36,011,025 60,200,334

Derivative financial
liabilities
Forward exchange
contracts (gross settled)
Outflow - - 57,798,071 57,798,071 - -
Inflow (313,367) - (58,111,438) (58,111,438) - -

(313,367) (313,367) (313,367) - -

201,352,034 208,561,643 112,350,284 36,011,025 60,200,334

2021
Non-derivative financial
liabilities
Loan and borrowing 99,781,796 2.97-3.02 110,179,000 2,999,260 11,353,333 95,826,407
Trade and other payables 90,116,644 - 90,116,644 90,116,644 - -
Lease liabilities 886,222 - 886,222 616,876 235,346 34,000

190,784,662 201,181,866 93,732,780 11,588,679 95,860,407


Derivative financial
liabilities
Forward exchange
contracts (gross settled)
Outflow - - 43,902,888 43,902,888 - -
Inflow (342,207) - (44,245,095) (44,245,095) - -

(342,207) (342,207) (342,207) - -

190,442,455 200,839,659 93,390,573 11,588,679 95,860,407

86
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

30. FINANCIAL INSTRUMENTS (CONT’D)

30.6 Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and other
prices that will affect the Company’s financial position or cash flows.

30.6.1 Currency risk

The Company is exposed to foreign currency risk on sales, purchases and cash and cash equivalents that are
denominated in a currency other than the functional currency of the Company. The currencies giving rise to
this risk are primarily U.S Dollar (“USD”), Japanese Yen (“JPY”), Euro (“EUR”) and Singapore Dollar (“SGD”).

Risk management objectives, policies and processes for managing the risk

The Company hedged 96% (2021: 98%) and 84% (2021: 84%) of its foreign currency denominated sales and
purchases of raw materials respectively for which firm commitments existed at the reporting date.

The Company uses forward currency contracts to eliminate the currency exposures for which settlement
is anticipated more than one month after the Company has entered into a firm commitment for a sale
or purchase. The forward currency contracts must be in the same currency as the hedged item. It is the
Company’s policy not to enter into forward contracts until a firm commitment is in place. Most of the forward
exchange contracts have maturities of less than one year after the end of the reporting period. Where
necessary, the forward exchange contracts are rolled over at maturity. The Company does not designate
derivatives as hedging instruments under hedge accounting model.

Exposure to foreign currency risk

The Company’s exposure to foreign currency (a currency other than the functional currency of the Company)
risk, based on carrying amounts as at the end of the reporting period are as follows:

Denominated in
USD JPY EUR SGD
RM RM RM RM

2022
Balances recognised in the statement
of financial position
Trade receivables 22,226,871 - - 614,627
Cash and cash equivalents 20,914,866 - - 5,427,836
Trade payables (42,400,881) (888,025) (338,925) -

Net exposure 740,856 (888,025) (338,925) 6,042,463

2021
Balances recognised in the statement
of financial position
Trade receivables 25,175,084 - - 1,351,761
Cash and cash equivalents 15,553,417 - - 2,590,024
Trade payables (17,788,304) (1,419,752) (2,988,307) -

Net exposure 22,940,197 (1,419,752) (2,988,307) 3,941,785

87
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

30. FINANCIAL INSTRUMENTS (CONT’D)

30.6 Market risk (cont’d)

30.6.1 Currency risk (cont’d)

Currency risk sensitivity analysis

The following table demonstrates the sensitivity of the Company’s profit before tax to a reasonably possible
change in the USD, JPY, EUR and SGD exchange rates against the respective foreign currencies using
average of 5 years fluctuations with all other variables held constant.

2022 2021
RM RM
Profit Profit
before tax before tax

USD/RM - strengthened 2% (2021: 2%) 14,817 458,804
- weakened 2% (2021: 2%) (14,817) (458,804)
JPY/RM - strengthened 2% (2021: 2%) (17,761) (28,395)
- weakened 2% (2021: 2%) 17,761 28,395
EUR/RM - strengthened 2% (2021: 2%) (6,779) (59,766)
- weakened 2% (2021: 2%) 6,779 59,766
SGD/RM - strengthened 2% (2021: 2%) 120,849 78,836
- weakened 2% (2021: 2%) (120,849) (78,836)

30.6.2 Interest rate risk

The Company’s fixed rate borrowings are exposed to a risk of change in their fair values due to changes in
interest rates. Short term receivables and payables are not significantly exposed to interest rate risk.

Risk management objectives, policies and processes for managing the risk

The Company does not hedge its interest rate exposure and the management monitors these exposures on
an ongoing basis.

Exposure to interest rate risk

The interest rate profile of the Company’s significant interest-bearing financial instruments, based on carrying
amounts as at the end of the reporting period, was:

2022 2021
RM RM

Fixed rate instruments


Financial asset
Deposits with licensed banks 21,023,874 76,201,017

Financial liabilities
Lease liabilities (1,109,446) (886,222)
Loan and borrowing (99,922,583) (99,781,796)

(101,032,029) (100,668,018)

Interest rate risk sensitivity analysis

Fair value sensitivity analysis for fixed rate instruments

The Company does not account for any fixed rate financial assets and liabilities at fair value through profit
or loss. Therefore, a change in interest rates at the end of the reporting period would not affect profit or loss.

88
30. FINANCIAL INSTRUMENTS (CONT’D)

30.7 Fair value information


(cont’d.)

The carrying amounts of cash and cash equivalents, short term receivables and payables, approximate fair value due to the relatively short term nature
of these financial instruments.

The table below analyses other financial instruments at fair value:

Fair value of financial instruments Fair value of financial instruments


carried at fair value not carried at fair value Total fair Carrying
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total value amount
RM RM RM RM RM RM RM RM RM RM

2022
Financial assets
Liquid investments - 48,914,051 - 48,914,051 - - - - 48,914,051 48,914,051
Staff loans - - 2,858,495 2,858,495 - - - - 2,858,495 2,858,495
For The Financial Year Ended 31 March 2022

- 48,914,051 2,858,495 51,772,546 - - - - 51,772,546 51,772,546


Financial liabilities
NOTES TO THE FINANCIAL STATEMENTS

Derivative financial liabilities - 313,367 - 313,367 - - - - 313,367 313,367


Loan and borrowing - - - - - - 99,195,515 99,195,515 99,195,515 99,922,583

- 313,367 - 313,367 - - 99,195,515 99,195,515 99,508,882 100,235,950

2021
Financial assets
Liquid investments - 99,589,931 - 99,589,931 - - - - 99,589,931 99,589,931
Derivative financial assets - 100,395 - 100,395 - - - - 100,395 100,395
Staff loans - - 2,363,221 2,363,221 - - - - 2,363,221 2,363,221

- 99,690,326 2,363,221 102,053,547 - - - - 102,053,547 102,053,547


Financial liabilities
Derivative financial liabilities - 442,602 - 442,602 - - - - 442,602 442,602
Loan and borrowing - - - - - - 99,363,686 99,363,686 99,363,686 99,781,796

- 442,602 - 442,602 - - 99,363,686 99,363,686 99,806,288 100,224,398

89
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

30. FINANCIAL INSTRUMENTS (CONT’D)

30.7 Fair value information (cont’d)

Level 2 fair value

Level 2 fair value is estimated using inputs other than quoted prices included within Level 1 that are observable
for the financial assets or financial liabilities, either directly or indirectly.

Derivatives

The fair value of forward currency contracts are valued using a valuation technique with market observable
inputs. The most frequently applied valuation techniques include forward pricing using present value calculations.
The models incorporate various inputs including the credit quality of counterparties, foreign exchange spot and
forward rates.

Non-derivative financial liabilities

Fair value, which is determined for disclosure purposes, is calculated based on the present value of future
principal and interest cash flows, discounted at the market rate of interest at the end of the reporting period.

Policy on transfer between levels

The fair value of an asset to be transferred between levels is determined as of the date of the event or change
in circumstances that caused the transfer.

Transfers between Level 1 and Level 2 fair values

There has been no material transfer between Level 1 and 2 fair values during the financial year (2021: no transfer
in either directions).

Level 3 fair value

The following table shows the valuation technique used in the determination of fair values within Level 3.

(a) Financial instruments not carried at fair value

Type Description of valuation technique and inputs used

Loan and Discounted cash flows using a rate based on the current market rate of borrowing of the
borrowing Company at the reporting date.

(b) Financial instruments carried at fair value

Type Description of valuation technique and inputs used

Staff loans Discounted cash flows using a rate based on the current market rate of borrowing at the
reporting date.

90
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

31. CAPITAL MANAGEMENT

The primary objective of the Company’s capital management is to ensure that it maintains a sustainable capital
position in order to support its business and operations.

The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions.
To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return
capital to shareholders or issue new shares. No changes were made in the objectives, policies or processes during
the years ended 31 March 2022 and 31 March 2021.

32. RELATED PARTIES

Identity of related parties

For the purposes of these financial statements, parties are considered to be related to the Company if the Company
has the ability, directly or indirectly, to control or jointly control the party or exercise significant influence over the
party in making financial and operating decisions, or vice versa, or where the Company and the party are subject
to common control. Related parties may be individuals or other entities.

Related parties also include key management personnel defined as those persons having authority and responsibility
for planning, directing and controlling the activities of the Company either directly or indirectly. The Executive
Directors of the Company are the key management personnel. The compensation of key management personnel
during the year is disclosed in Note 21.

The Company has related party relationship with its ultimate holding company, related companies and key
management personnel.

Significant related party transactions

In addition to the transactions detailed elsewhere in the financial statements, the Company had the following
transactions with related parties during the year. Related party transactions have been entered into in the normal
course of business under negotiated terms. The balances related to the below transactions are shown in Note 6 and
Note 16.

2022 2021
RM RM

Transactions with related companies:


Commission income 28,599 23,396
Royalties payable (10,977,511) (9,617,232)
Sales 109,895,496 110,706,573
Purchases (203,269,153) (148,827,089)
Purchase of assets (16,884,383) (1,910,581)
Other expenses (1,282,249) (937,629)
Shared information technology services (2,173,635) (2,765,510)

91
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

33. SEGMENTAL INFORMATION

(a) Business segment

Consumer business segment consists of manufacture and distribution of consumer products including
“Aji-nomoto”, flavour seasoning “Tumix”, menu seasoning “Seri Aji” and other seasonings. Industrial business
segment consists of manufacture and distribution of monosodium glutamate for industry-use, industrial
seasonings and related products.

Consumer Industrial
business business
segment segment Total
RM RM RM

At 31 March 2022
Revenue 347,124,522 137,553,018 484,677,540

Results
Segment profit 3,258,445 18,459,859 21,718,304

Interest income 1,171,680
Distribution from liquid investments 1,181,997
Gain on disposal of property, plant and equipment 214,278

Profit before tax 24,286,259
Tax expense (7,290,034)

Profit for the year 16,996,225

At 31 March 2021
Revenue 309,878,119 133,241,132 443,119,251

Results
Segment profit 29,283,152 28,147,329 57,430,481

Interest income 1,661,892
Distribution from liquid investments 1,956,977
Gain on disposal of property, plant and equipment 206,489

Profit before tax 61,255,839
Tax expense (14,753,522)

Profit for the year 46,502,317

92
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

33. SEGMENTAL INFORMATION (CONT’D)

(a) Business segment (cont’d)

Consumer Industrial
business business
segment segment Total
RM RM RM

At 31 March 2022
Assets
Segment assets 440,635,672 285,496,466 726,132,138

Current tax assets 4,304,721
Deferred tax assets 578,726

Total assets 731,015,585

Liabilities
Segment liabilities 197,500,533 27,528,574 225,029,107

Total liabilities 225,029,107

Other segment information
Capital expenditure 55,696,769 42,568,527 98,265,296
Depreciation of property, plant and equipment 10,408,604 7,955,200 18,363,804
Amortisation of intangible assets 1,218,829 931,540 2,150,369
Depreciation of right-of-use assets 753,646 576,005 1,329,651

At 31 March 2021
Assets
Segment assets 434,639,488 288,674,533 723,314,021

Deferred tax assets 4,214,670

Total assets 727,528,691

Liabilities
Segment liabilities 171,271,588 41,323,038 212,594,626

Current tax liabilities 2,621,820

Total liabilities 215,216,446

Other segment information


Capital expenditure 109,056,449 116,511,915 225,568,364
Depreciation of property, plant and equipment 8,022,042 8,570,457 16,592,499
Amortisation of intangible assets 398,476 425,718 824,194
Depreciation of right-of-use assets 928,891 358,110 1,287,001

93
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTES TO THE FINANCIAL STATEMENTS


For The Financial Year Ended 31 March 2022
(cont’d.)

33. SEGMENTAL INFORMATION (CONT’D)

(b) Geographical segment

Segmental reporting by geographical regions has only been prepared for revenue as the Company’s assets
are located in Malaysia. Sales to external customers disclosed in geographical segments are based on the
geographical location of its customers.

Other
Middle Asian
Malaysia East countries Others Total
RM RM RM RM RM

Revenue
2022 279,764,809 79,913,351 117,523,406 7,475,974 484,677,540

2021 258,390,958 59,465,136 117,642,863 7,620,294 443,119,251


94
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

STATEMENT
BY DIRECTORS
PURSUANT TO SECTION 251(2) OF THE COMPANIES ACT 2016

In the opinion of the Directors, the financial statements set out on pages 46 to 94 are drawn up in accordance with
Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the
Companies Act 2016 in Malaysia so as to give a true and fair view of the financial position of the Company as at 31 March
2022 and of its financial performance and cash flows for the financial year then ended.

Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:

Tan Sri Dato’ (Dr.) Teo Chiang Liang Tomoharu Abe


Director Director

Kuala Lumpur
Date: 29 June 2022

STATUTORY
DECLARATION
PURSUANT TO SECTION 251(1)(B) OF THE COMPANIES ACT 2016

I, Heng Wai Shen, the officer primarily responsible for the financial management of Ajinomoto (Malaysia) Berhad, do
solemnly and sincerely declare that the financial statements set out on pages 46 to 94 are, to the best of my knowledge
and belief, correct and I make this solemn declaration conscientiously believing the declaration to be true, and by virtue
of the Statutory Declarations Act, 1960.

Subscribed and solemnly declared by


the abovenamed Heng Wai Shen, MIA CA 9667, at
Kuala Lumpur in the Federal Territory Heng Wai Shen
on 29 June 2022. MIA: CA 9667

Before me:

Tan Seok Kett


(W530)
Commisioner for Oaths
Kuala Lumpur

95
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

INDEPENDENT AUDITORS’ REPORT


TO THE MEMBERS OF AJINOMOTO (MALAYSIA) BERHAD
(INCORPORATED IN MALAYSIA)

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Ajinomoto (Malaysia) Berhad (“the Company”), which comprise the
statement of financial position as at 31 March 2022, and the statement of profit or loss and other comprehensive income,
statement of changes in equity and statement of cash flows for the financial year then ended, and notes to the financial
statements, including a summary of significant accounting policies, as set out on pages 46 to 94.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Company
as at 31 March 2022, and of its financial performance and cash flows for the financial year then ended in accordance
with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the
Companies Act 2016 in Malaysia.

Basis for Opinion

We conducted our audit in accordance with approved standards on auditing in Malaysia and International Standards
on Auditing. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of
the Financial Statements section of our auditors’ report. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.

Independence and Other Ethical Responsibilities

We are independent of the Company in accordance with the By-Laws (on Professional Ethics, Conduct and Practice)
of the Malaysian Institute of Accountants (“By-Laws”) and the International Ethics Standards Board for Accountants’
International Code of Ethics for Professional Accountants (including International Independence Standards) (“IESBA
Code”) and we have fulfilled our other ethical responsibilities in accordance with the By-Laws and the IESBA code.

Key Audit Matter

Key audit matter is the matter that, in our professional judgement, was of most significance in our audit of the financial
statements of the Company for the current financial year. This matter was addressed in the context of our audit of the
financial statements of the Company as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on the matter.

Revenue recognition

Refer to Note 2(k) - Significant accounting policies: Revenue and other income - Revenue and Note 18 - Revenue

The key audit matter

During the financial year, the Company recognised revenue from sales of goods amounting to RM484,677,540.

We identified revenue recognition to be a key audit matter as revenue represents the most significant amount in the
Company. We consider the high volume of transactions to be a possible cause of higher risk of material misstatements in
respect of the timing and amount of revenue recognised.

How the matter was addressed in our audit

We performed the following audit procedures, among others, around revenue recognition:

• We have evaluated and tested the design, implementation and operating effectiveness on the controls of the
revenue;
• We have developed an expectation of the current year revenue taking into consideration cash receipts, movements
in receivable balances and other transaction costs. We then compared this expectation with actual results;
• We assessed sales transactions taken place before and after the reporting date as well as credit notes issued
subsequent to end of reporting period to ascertain whether the revenue was recognised in the correct accounting
period; and
• We have circularised trade receivables’ confirmation for selected debtors and checked to relevant delivery/
shipping documents when debtors are unresponsive.

96
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

INDEPENDENT AUDITORS’ REPORT


To The Members Of Ajinomoto (Malaysia) Berhad
(Incorporated In Malaysia)
(cont’d.)

Information Other than the Financial Statements and Auditors’ Report Thereon

The Directors of the Company are responsible for the other information. The other information comprises the information
included in the annual report, but does not include the financial statements of the Company and our auditors’ report
thereon.

Our opinion on the financial statements of the Company does not cover the other information and we do not express any
form of assurance conclusion thereon.

In connection with our audit of the financial statements of the Company, our responsibility is to read the annual report and,
in doing so, consider whether the annual report is materially inconsistent with the financial statements of the Company
or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have
performed, we conclude that there is a material misstatement of the annual report, we are required to report that fact.
We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Statements

The Directors of the Company are responsible for the preparation of financial statements of the Company that give a true
and fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards
and the requirements of the Companies Act 2016 in Malaysia. The Directors are also responsible for such internal control
as the Directors determine is necessary to enable the preparation of financial statements of the Company that are free
from material misstatement, whether due to fraud or error.

In preparing the financial statements of the Company, the Directors are responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern
basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no
realistic alternative but to do so.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements of the Company as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with approved standards on auditing in Malaysia and International Standards on Auditing will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.

As part of an audit in accordance with approved standards on auditing in Malaysia and International Standards on
Auditing, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements of the Company, whether due
to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that
is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
internal control of the Company.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the Directors.

• Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based on
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the ability of the Company to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial
statements of the Company or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may
cause the Company to cease to continue as a going concern.

97
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

INDEPENDENT AUDITORS’ REPORT


To The Members Of Ajinomoto (Malaysia) Berhad
(Incorporated In Malaysia)
(cont’d.)

Auditors’ Responsibilities for the Audit of the Financial Statements (cont’d.)

• Evaluate the overall presentation, structure and content of the financial statements of the Company, including the
disclosures, and whether the financial statements of the Company represents the underlying transactions and events
in a manner that achieves fair presentation.

We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding
independence, and communicate with them all relationships and other matters that may reasonably be thought to bear
on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with the Directors, we determine those matters that were of most significance in the
audit of the financial statements of the Company for the current financial year and are therefore the key audit matter.
We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be communicated in our auditors’ report
because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits
of such communication.

Other Matters

1. The financial statements of the Company as at and for the financial year ended 31 March 2021 were audited by
another auditor who expressed an unmodified opinion on those statements on 30 July 2021.

2. This report is made solely to the member of the Company, as a body, in accordance with Section 266 of the
Companies Act 2016 in Malaysia and for no other purpose. We do not assume responsibility to any other person for
the content of this report.

KPMG PLT Chan Kah Mun


(LLP0010081-LCA & AF 0758) Approval Number: 03350/01/2024 J
Chartered Accountants Chartered Accountant

Petaling Jaya, Selangor

Date:

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

LIST OF
PROPERTIES
AS AT 31 MARCH 2022

Properties Existing Use/ Land Tenure Date of Age of Net Book


Description of Area Acquisition/ Building Value
Building/Land Revaluation RM

Land and building 8 & 8A, 1 unit double 1,680 Freehold 1984 46 years 71,525
Lorong 1, Jalan Shahbandar, storey shophouse sq. ft. (Revaluation)
Bandar Penggaram,
Batu Pahat

Land and buildings Lot 5710, Office, 536,376 Leasehold 1984 57 years 8,696,542
Jalan Kuchai Lama, Petaling, warehouse and sq. ft. expiring on (Revaluation)
Kuala Lumpur factory complex 18.12.2067

Land and buildings Lot 5710, Office, 172,640 Leasehold 1984 52 years 3,252,133
Jalan Kuchai Lama, Petaling, warehouse and sq. ft. expiring on (Revaluation)
Kuala Lumpur factory complex 5.7.2067

Land and buildings Lot 5710, Mining pool 238,084 Leasehold 1984 57 years 1,519,978
Jalan Kuchai Lama, Petaling, sq. ft. expiring on (Revaluation)
Kuala Lumpur 2062

Land and buildings Lot 5710, Factory complex 84,380 Leasehold 1992 30 years 1,625,632
Jalan Kuchai Lama, Petaling, sq. ft. expiring on
Kuala Lumpur 15.3.2073

Land and buildings Lot 5710, Office, 36,329 Leasehold 1992 30 years 121,961
Jalan Kuchai Lama, Petaling, warehouse and sq. ft. expiring on
Kuala Lumpur factory complex 6.3.2064

Land and buildings Industrial land 60,848 Leasehold 2003 17 years 2,188,787
Lot 47088, Jalan Kuchai Lama, and store sq. ft. expiring on
Petaling, Kuala Lumpur 20.1.2074

Land & Buildings Land Lot Office, 2,015,206 Freehold 2019 3 years 261,557,459
No. 1402, Bandar Baru Enstek, warehouse and sq.ft.
Daerah Seremban, factory complex
Negeri Sembilan

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTICE OF
ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the Sixty-First (“61st”) Annual General Meeting (“AGM”) of the Company will be held on a
virtual basis hosted on Securities Services e-Portal at https://sshsb.net.my/ at the broadcast venue at Ajinomoto (Malaysia)
Berhad, Lot 5710, Jalan Kuchai Lama, Petaling, 58200 Kuala Lumpur on Tuesday, 30 August 2022 at 10:00 a.m. for the
following purposes:-

AGENDA (Please refer to the


Notes to the Notice
1. To receive the Audited Financial Statements for the financial year ended 31 March 2022 of 61st AGM
together with the Reports of the Directors and the Auditors thereon. No. 1)

2. To approve the payment of Directors’ fees amounting to RM282,333 for the financial year (Resolution 1)
ended 31 March 2022.

3. To approve the payment of Directors’ benefits up to an amount of RM650,000 from 31 August (Resolution 2)
2022 until the date of the next Annual General Meeting of the Company.

4. To re-elect the following Directors who are due to retire pursuant to Clause 120 of the
Company’s Constitution and being eligible, have offered themselves for re-election:-

(a) Tan Sri Dato’ (Dr.) Teo Chiang Liang; (Resolution 3)


(b) Mr. Koay Kah Ee; (Resolution 4)
(c) Mr. Dominic Aw Kian-Wee; and (Resolution 5)
(d) Puan Norani binti Sulaiman. (Resolution 6)

5. To re-appoint Messrs. KPMG PLT as Auditors of the Company until the conclusion of the (Resolution 7)
next Annual General Meeting of the Company and to authorise the Directors to fix their
remuneration.

As Special Business

To consider and if thought fit, with or without any modification, to pass the following Ordinary
Resolutions: -

6. ORDINARY RESOLUTION NO. 1:

- AUTHORITY TO ISSUE SHARES PURSUANT TO THE COMPANIES ACT 2016 (Resolution 8)

“THAT subject always to the Companies Act 2016 (“the Act”), the Constitution of the Company
and the approvals from Bursa Malaysia Securities Berhad (“Bursa Securities”) and any other
relevant governmental and/or regulatory authorities, the Directors be and are hereby
empowered pursuant to the Act, to issue and allot shares in the capital of the Company
from time to time at such price and upon such terms and conditions, for such purposes and
to such person or persons whomsoever the Directors may in their absolute discretion deem fit
provided always that the aggregate number of shares issued pursuant to this resolution does
not exceed ten percent (10%) of the total number of issued shares of the Company for the
time being;

AND THAT the Directors be and are also empowered to obtain the approval for the listing of
and quotation for the additional shares so issued on Bursa Securities; AND FURTHER THAT such
authority shall commence immediately upon the passing of this resolution and continue to be
in force until the conclusion of the next Annual General Meeting of the Company.”

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTICE OF ANNUAL GENERAL MEETING (cont’d.)

7. ORDINARY RESOLUTION NO. 2: (Resolution 9)


- PROPOSED RENEWAL OF EXISTING SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY
TRANSACTIONS OF A REVENUE OR TRADING NATURE

“THAT subject to the provisions of the Bursa Malaysia Securities Berhad Main Market Listing
Requirements, approval be and is hereby given for the Proposed Renewal of Existing
Shareholders’ Mandate for the Company to enter into and to give effect to the category of
the recurrent transactions of a revenue or trading nature from time to time with the Related
Party as specified in Section 2.3 of the Circular to Shareholders dated 28 July 2022, provided
that such transactions are:-

(i) recurrent transactions of a revenue or trading nature;

(ii) necessary for the Company’s day-to-day operations;

(iii) carried out in the ordinary course of business on normal commercial terms which are not
more favourable to the Related Parties than those generally available to the public; and

(iv) not to the detriment of minority shareholders,

(the “Mandate”);

AND THAT such authority shall commence upon the passing of this resolution and shall
continue to be in force until:-

(i) the conclusion of the next Annual General Meeting of the Company following the
general meeting at which such mandate was passed, at which time it will lapse, unless
by a resolution passed at the next Annual General Meeting, the authority is renewed;

(ii) the expiration of the period within which the next Annual General Meeting after that
date it is required to be held pursuant to Section 340(2) of the Companies Act 2016 (but
shall not extend to such extension as may be allowed pursuant to Section 340(4) of the
Companies Act 2016); or

(iii) revoked or varied by resolution passed by the shareholders in a general meeting;


whichever is the earlier;

AND FURTHER THAT the Directors be authorised to complete and do all such acts and
things (including executing all such documents as may be required), as they may consider
expedient or necessary to give effect to the Mandate.”

8. ORDINARY RESOLUTION NO. 3 (Resolution 10)
- RETENTION OF TAN SRI DATO’ (DR.) TEO CHIANG LIANG AS AN INDEPENDENT DIRECTOR

“THAT subject to the passing of Resolution no. 3, Tan Sri Dato’ (Dr.) Teo Chiang Liang who has
served the Board as an Independent Director of the Company for a cumulative term of more
than nine (9) years since 28 June 2001 be and is hereby retained as an Independent Director
of the Company.”

9. ORDINARY RESOLUTION NO. 4 (Resolution 11)
- RETENTION OF MR. KOAY KAH EE AS AN INDEPENDENT DIRECTOR

“THAT subject to the passing of Resolution no. 4, Mr. Koay Kah Ee who has served the Board
as an Independent Director of the Company for a cumulative term of more than nine (9)
years since 15 November 2007 be and is hereby retained as an Independent Director of the
Company.”

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTICE OF ANNUAL GENERAL MEETING (cont’d.)

10. ORDINARY RESOLUTION NO. 5 (Resolution 12)


- RETENTION OF MR. DOMINIC AW KIAN-WEE AS AN INDEPENDENT DIRECTOR

“THAT subject to the passing of Resolution no. 5, Mr. Dominic Aw Kian-Wee who has served
the Board as an Independent Director of the Company for a cumulative term of more than
nine (9) years since 10 August 2010 be and is hereby retained as an Independent Director of
the Company.”

11. To transact any other ordinary business of which due notice shall have been given.

By Order of the Board

CHUA SIEW CHUAN (MAICSA 0777689) (SSM PC NO. 201908002648)


YEOW SZE MIN (MAICSA 7065735) (SSM PC NO. 201908003120)
Company Secretaries

Kuala Lumpur
Dated : 28 July 2022

Explanatory Notes: -

1. Resolutions 3 to 6 - Re-election of Directors who retire by rotation

For the purpose of determining the eligibility of the Director to stand for re-election at the 61st AGM of the Company,
the Board of Directors through its Nomination Committee had reviewed and assessed each of the retiring Directors
from the annual assessment and evaluation of the Board of Directors for the financial year ended 31 March 2022.

Based on the results of the annual evaluations, the Board of Directors is satisfied with the performance and
contributions of the retiring Directors namely, Tan Sri Dato’ (Dr.) Teo Chiang Liang, Mr. Koay Kah Ee, Mr. Dominic Aw
Kian-Wee and Puan Norani binti Sulaiman, and supports the re-election based on the following considerations:

(i) able to meet the Board of Directors’ expectations in terms of character, experience, integrity, competency and
time commitment in discharging their roles as Directors of the Company;
(ii) exercised due care and carried out professional duties proficiently; and
(iii) level of independence demonstrated by the Independent Non-Executive Director, where relevant.

The retiring Directors have consented to their re-election and abstained from deliberations and decisions on their
own eligibility to stand for re-election at the meetings of the Board and Nomination Committee, where relevant.

2. Resolution 8 - Authority to Issue Shares pursuant to the Companies Act 2016

The Company had been granted a general mandate on the authority to issue shares pursuant to the Companies
Act 2016 by its shareholders at the Sixtieth Annual General Meeting of the Company held on 20 September 2021
(hereinafter referred to as the “Previous Mandate”). The Company wishes to renew the said mandate at the 61st
AGM of the Company (hereinafter referred to as the “New Mandate”).

The Previous Mandate granted by the shareholders had not been utilised and hence no proceed was raised
therefrom.

The purpose to seek the New Mandate is to provide flexibility to the Company for allotment of shares for any possible
fund raising activities for the purpose of funding working capital without convening a general meeting as it would be
both time and cost-consuming to organise a general meeting.

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NOTICE OF ANNUAL GENERAL MEETING (cont’d.)

3. Resolution 9 - Proposed Renewal of Existing Shareholders’ Mandate for Recurrent Related Party Transactions of a
Revenue or Trading Nature (hereinafter referred to as “the Proposal”)

The Proposal will enable the Company and its affiliated companies to enter into any of the recurrent related party
transactions of a revenue or trading nature which are necessary for the Company’s day-to-day operations, subject
to the transactions being in the ordinary course of business and on normal commercial terms which are not more
favourable to the related parties than those generally available to the public and are not to the detriment of the
minority shareholders of the Company.

Please refer to the Circular to Shareholders dated 28 July 2022 for more information.

4. Resolution 10 - Retention of Tan Sri Dato’ (Dr.) Teo Chiang Liang as an Independent Director

Tan Sri Dato’ (Dr.) Teo Chiang Liang (“Tan Sri Teo”) was appointed as an Independent Director of the Company on
28 June 2001 and has served the Board for a cumulative term of more than nine (9) years in this capacity. The Board
of Directors of the Company through the Nomination Committee, after having assessed the independence of Tan Sri
Teo, regards him to be independent based amongst others, the following justifications, and recommends that Tan Sri
Teo be retained as an Independent Director of the Company subject to the approval from the shareholders of the
Company through a two-tier voting process as described in the Guidance to Practice 5.3 of the Malaysian Code on
Corporate Governance:-

(a) Tan Sri Teo has fulfilled the definition of an independent director as set out under Paragraph 1.01 of the Bursa
Malaysia Securities Berhad Main Market Listing Requirements

• is not an executive director of the Company or any related corporation of the Company (each corporation
is referred to as “said Corporation”);
• has not been within the last 3 years and is not an officer (except as an independent director) of the
said Corporation (“officer” includes a director, secretary, employee, receiver who is also a manager not
appointed by the Court, and liquidator not appointed by the Court or creditors);
• is not a major shareholder of the said Corporation;
• is not a family member of any executive director, officer or major shareholder of the said Corporation;
• is not acting as a nominee or representative of any executive director or major shareholder of the said
Corporation;
• has not been engaged as an adviser by the said Corporation under such circumstances as prescribed
by the Exchange or is not presently a partner, director (except as an independent director) or major
shareholder, as the case may be, of a firm or corporation which provides professional advisory services to
the said Corporation under such circumstances as prescribed by the Exchange; or
• has not engaged in any transaction with the said Corporation under such circumstances as prescribed by
the Exchange or is not presently a partner, director or major shareholder, as the case may be, of a firm or
corporation (other than subsidiaries of the Company) which has engaged in any transaction with the said
Corporation under such circumstances as prescribed by the Exchange;

(b) Tan Sri Teo has not been involved in any business or other relationship which could hinder the exercise of
independent judgement, objectivity or his ability to act in the best interests of the Company;

(c) Tan Sri Teo has no potential conflict of interest, whether business or non-business related with the Company;

(d) Tan Sri Teo has not established or maintained any significant personal or social relationship, whether direct
or indirect, with the Managing Director/Chief Executive Officer and Executive Directors, major shareholders
or management of the Company (including their family members) other than normal engagements and
interactions on a professional level consistent with his duties and expected of him to carry out his duties as an
independent director; and

(e) Tan Sri Teo does not derive any remuneration and other benefits apart from Directors’ fees that are approved
by shareholders.

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTICE OF ANNUAL GENERAL MEETING (cont’d.)

5. Resolution 11 - Retention of Mr. Koay Kah Ee as an Independent Director

Mr. Koay Kah Ee (“Mr. Koay”) was appointed as an Independent Director of the Company on 15 November 2007
and has served the Board for a cumulative term of more than nine (9) years in this capacity. The Board of Directors
of the Company through the Nomination Committee, after having assessed the independence of Mr. Koay,
regards him to be independent based amongst others, the following justifications, and recommends that Mr. Koay
be retained as an Independent Director of the Company subject to the approval from the shareholders of the
Company through a two-tier voting process as described in the Guidance to Practice 5.3 of the Malaysian Code on
Corporate Governance:-

(a) Mr. Koay has fulfilled the definition of an independent director as set out under Paragraph 1.01 of the Bursa
Malaysia Securities Berhad Main Market Listing Requirements

• is not an executive director of the Company or any related corporation of the Company (each corporation
is referred to as “said Corporation”);
• has not been within the last 3 years and is not an officer (except as an independent director) of the
said Corporation (“officer” includes a director, secretary, employee, receiver who is also a manager not
appointed by the Court, and liquidator not appointed by the Court or creditors);
• is not a major shareholder of the said Corporation;
• is not a family member of any executive director, officer or major shareholder of the said Corporation;
• is not acting as a nominee or representative of any executive director or major shareholder of the said
Corporation;
• has not been engaged as an adviser by the said Corporation under such circumstances as prescribed
by the Exchange or is not presently a partner, director (except as an independent director) or major
shareholder, as the case may be, of a firm or corporation which provides professional advisory services to
the said Corporation under such circumstances as prescribed by the Exchange; or
• has not engaged in any transaction with the said Corporation under such circumstances as prescribed by
the Exchange or is not presently a partner, director or major shareholder, as the case may be, of a firm or
corporation (other than subsidiaries of the Company) which has engaged in any transaction with the said
Corporation under such circumstances as prescribed by the Exchange;

(b) Mr. Koay has not been involved in any business or other relationship which could hinder the exercise of
independent judgement, objectivity or his ability to act in the best interests of the Company;

(c) Mr. Koay has no potential conflict of interest, whether business or non-business related with the Company;

(d) Mr. Koay has not established or maintained any significant personal or social relationship, whether direct or
indirect, with the Managing Director/Chief Executive Officer and Executive Directors, major shareholders
or management of the Company (including their family members) other than normal engagements and
interactions on a professional level consistent with his duties and expected of him to carry out his duties as an
independent director; and

(e) Mr. Koay does not derive any remuneration and other benefits apart from Directors’ fees that are approved by
shareholders.

6. Resolution 12 - Retention of Mr. Dominic Aw Kian-Wee as an Independent Director

Mr. Dominic Aw Kian-Wee (“Mr. Aw”) was appointed as an Independent Director of the Company on 10 August
2010 and has served the Board for a cumulative term of more than nine (9) years in this capacity. The Board of
Directors of the Company through the Nomination Committee, after having assessed the independence of Mr.
Aw, regards him to be independent based amongst others, the following justifications, and recommends that Mr.
Aw be retained as an Independent Director of the Company subject to the approval from the shareholders of the
Company through a two-tier voting process as described in the Guidance to Practice 5.3 of the Malaysian Code on
Corporate Governance:-

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

NOTICE OF ANNUAL GENERAL MEETING (cont’d.)

(a) Mr. Aw has fulfilled the definition of an independent director as set out under Paragraph 1.01 of the Bursa
Malaysia Securities Berhad Main Market Listing Requirements

• is not an executive director of the Company or any related corporation of the Company (each corporation
is referred to as “said Corporation”);
• has not been within the last 3 years and is not an officer (except as an independent director) of the
said Corporation (“officer” includes a director, secretary, employee, receiver who is also a manager not
appointed by the Court, and liquidator not appointed by the Court or creditors);
• is not a major shareholder of the said Corporation;
• is not a family member of any executive director, officer or major shareholder of the said Corporation;
• is not acting as a nominee or representative of any executive director or major shareholder of the said
Corporation;
• has not been engaged as an adviser by the said Corporation under such circumstances as prescribed
by the Exchange or is not presently a partner, director (except as an independent director) or major
shareholder, as the case may be, of a firm or corporation which provides professional advisory services to
the said Corporation under such circumstances as prescribed by the Exchange; or
• has not engaged in any transaction with the said Corporation under such circumstances as prescribed by
the Exchange or is not presently a partner, director or major shareholder, as the case may be, of a firm or
corporation (other than subsidiaries of the Company) which has engaged in any transaction with the said
Corporation under such circumstances as prescribed by the Exchange;

(b) Mr. Aw has not been involved in any business or other relationship which could hinder the exercise of independent
judgement, objectivity or his ability to act in the best interests of the Company;

(c) Mr. Aw has no potential conflict of interest, whether business or non-business related with the Company;

(d) Mr. Aw has not established or maintained any significant personal or social relationship, whether direct or
indirect, with the Managing Director/Chief Executive Officer and Executive Directors, major shareholders
or management of the Company (including their family members) other than normal engagements and
interactions on a professional level consistent with his duties and expected of him to carry out his duties as an
independent director; and

(e) Mr. Aw does not derive any remuneration and other benefits apart from Directors’ fees that are approved by
shareholders.

Notes to the Notice of the 61st AGM:-

1. This Agenda item is meant for discussion only, as the provision of Section 340(1)(a) of the Companies Act 2016
does not require a formal approval of the members/shareholders for the Audited Financial Statements. Hence, this
Agenda item is not put forward for voting.

2. As part of the initiatives to curb the spread of COVID-19, the 61st AGM will be conducted on a virtual basis by way of
live streaming and online remote voting via the Remote Participation and Voting (“RPV”) facilities to be provided by
SS E Solutions Sdn. Bhd. via Securities Services e-Portal’s platform at https://sshsb.net.my. Please read carefully and
follow the procedures provided in the Administrative Guide in order to register, participate and vote remotely via the
RPV facilities.

3. With the RPV facilities, the members, proxies and/or corporate representatives are strongly encouraged to exercise
their rights to participate (including to pose questions to the Chairman, Board of Directors or Management) and vote
at the 61st AGM.

As guided by the Securities Commission Malaysia’s Guidance Note and Frequently Asked Questions on the Conduct
of General Meetings for Listed Issuers and its subsequent amendments, the right to speak is not limited to verbal
communication only but includes other modes of expression. Therefore, all members, proxies and/or corporate
representatives shall communicate with the main venue of the 61st AGM via real time submission of typed texts
through a text box within Securities Services e-Portal’s platform during the live streaming of the 61st AGM as the
primary mode of communication. In the event of any technical glitch in this primary mode of communication,
members, proxies and/or corporate representatives may email their questions to eservices@sshsb.com.my during the
61st AGM. The questions and/or remarks submitted by the members, proxies and/or corporate representatives will be
responded via broadcast by the Chairman, Board of Directors and/or Management during the Meeting.

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NOTICE OF ANNUAL GENERAL MEETING (cont’d.)

4. In respect of deposited securities, only members whose names appear in the Record of Depositors on 23 August 2022
(General Meeting Record of Depositors) shall be eligible to attend, speak and vote at this Meeting.

5. A member of the Company entitled to attend and vote at the Meeting shall be entitled to appoint another person
as his proxy to exercise all or any of his rights to attend, participate, speak and vote in his stead. A member may
appoint more than one (1) proxy in relation to a meeting, provided that the member specifies the proportion of the
member’s shareholdings to be represented by each proxy, failing which the appointment shall be invalid.

6. A proxy need not be a member of the Company. There shall be no restriction as to the qualification of the proxy.
A proxy appointed to attend and vote at the Meeting of the Company shall have the same rights as the members
to attend, participate, speak and vote at the Meeting and upon appointment a proxy shall be deemed to confer
authority to demand or join in demanding a poll.

7. Where a member of the Company is an exempt authorised nominee as defined under the Securities Industry (Central
Depositories) Act 1991 which holds ordinary shares in the Company for multiple beneficial owners in one (1) securities
account (“omnibus account”), there is no limit to the number of proxies which the exempt authorised nominee may
appoint in respect of each omnibus account it holds.

8. The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed or
a duly notarised certified copy of that power or authority, shall be deposited at Securities Services (Holdings) Sdn.
Bhd. of Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala
Lumpur, Wilayah Persekutuan not less than forty-eight (48) hours before the time appointed for holding the Meeting
or adjournment thereof or submitted electronically via Securities Services e-Portal at https://sshsb.net.my not later
than forty-eight (48) hours before the time set for holding the 61st AGM or any adjournment thereof. The lodging
of the Form of Proxy does not preclude a member from attending and voting remotely at the 61st AGM should he
subsequently decides to do so, provided a notice of termination of proxy authority in writing is given to the Company
and deposited at the Registered Office of the Company at Level 7, Menara Milenium, Jalan Damanlela, Pusat
Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur, Wilayah Persekutuan not less than twenty-four (24)
hours before the time stipulated for holding the 61st AGM or any adjournment thereof, and you register for RPV as
guided in the Administrative Guide. Please contact the poll administrator, SS E Solutions Sdn. Bhd., at 03-2084 9000 for
further assistance.

9. The Administrative Guide on the Conduct of a Virtual General Meeting is available for download at https://www.
ajinomoto.com.my

106
SUSTAINABILITY STATEMENT
2022
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

INTRODUCTION

This Report aligns with Ajinomoto (Malaysia) Berhad’s (“AMB” or “the Company”) commitment to create a company that
is sustainable long-term within the context of Ajinomoto Group’s Creating Shared Value (ASV) philosphy. AMB’s approach
to ASV is underpinned by Environmental, Social and Governance (ESG) parameters. The initiatives implemented also
support AMB’s role in helping to shape the world for a better future to “Eat Well, Live Well”.

AMB has been emphasising operational efficiency, minimising waste, and giving due care for the environment through
three focus areas: Reducing Carbon Dioxide (“CO2”) emissions, Reducing Food Loss, and Zero Plastic Waste.

At AMB’s soon to be opened state-of-the-art plant at Taman Enstek Halal Hub in Negeri Sembilan solar panels and rain
water harvesting have been incorporated to facilitate renewable energy generation and general cleaning respectively.
At AMB’s current plant, more environmentally friendly alternative fuel sources have been used. The Company also
transitioned from using poly-material plastic to recyclable mono-material plastic for packaging of its range of monosodium
glutamate (“MSG”) products. Furthermore, our food manufacturing processes have been enhanced, unwanted by-
products reduced, and innovative methods to recycle the organic by-products developed and deployed.

Employee safety, health and wellbeing are AMB’s priority areas as they are considered important assets of the Company.
During the Covid-19 pandemic stringent Standard Operating Procedures (“SOPs”) were enforced to prevent the spread of
the virus at the work place. AMB also introduced ‘Work Style Innovation’ initiative including flexible working arrangement
in order to reduce staffing density at the office. The Company also updated its digitalised human resource management
system to improve the efficiency and productivity of employees’ remote working arrangements.

AMB’s reputation is built upon the bedrock of robust corporate governance practices that emphasise integrity,
transparency and adherence to Government rules and regulations. In-line with the enforcement of corporate liability
for corruption by the Malaysian Anti-Corruption Commission, AMB provided employees with relevant anti-corruption
training. Furthermore, AMB conducted its annual risk management assessment to ensure risks are identified, addressed
and minimised.

Creating long-term sustainable value for shareholders and other stakeholders and care for the environment will continue
to remain on AMB’s radar as a responsible corporate citizen.

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AMB’S KEY ACHIEVEMENTS

GENERAL Establishment of new governance structure for sustainability management

Three key focus area of AMB’s sustainability approach:

● Reducing CO2 Emissions


● Reducing Food Loss
● Zero Plastic Waste

ENVIRONMENT: Expanded the range of MSG products with recyclable mono-material


packaging

2.38% reduction in CO2 emissions intensity compared to FYE 31 March 2021

6.59% reduction in total waste generation compared to FYE 31 March 2021

3% reduction in water consumption intensity compared to FYE 31 March


2021

SOCIAL: Digitalised human resource management system to reduce paper usage

35 employees received human rights training

Invested a total of RM 137,200 to provide an average 11.8 training hours


per employee

Total Social Contributions:


RM 250,000

GOVERNANCE: 69% of employees provided with anti-corruption training

Zero risk of corruption identified in annual risk assessment

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

ABOUT THIS STATEMENT

In line with Ajinomoto Group’s Mission, Vision, and the Ajinomoto Group ASV philosopy AMB is steadfast in embracing
sustainability principles underpinned by ESG parameters in its business decisions and implementation of innovative
manufacturing and business processes. In this sixth annual Sustainability Statement, we are pleased to present our
initiatives and progress in delivering long-term value to our stakeholders and remain resilient.

The above commitments will continue to be relevant and implemented after AMB moves to its new factory at Taman
Enstek in Negeri Sembilan.

Scope of Reporting
Ajinomoto’s sustainability performance from 1 April 2021 to 31 March 2022 (“FYE 31 March 2022”) is highlighted in this
Statement, and the disclosures comprise our Corporate Headquarters’ operation, Manufacturing Facilities, Marketing,
Sales and Distribution Activities.

Framework
The FYE 31 March 2022 Statement is prepared with reference to the following standards and frameworks to ensure our
stakeholders receive a concise, meaningful, and balanced report.

Bursa Malaysia Securities Berhad Main Market Listing


Principle
Requirements, with reference to Bursa Malaysia
Guidelines Sustainability Reporting Guide (2nd Edition)

Reporting
Global Reporting Initiative (“GRI”) Standards
Frameworks

United Nations Sustainability Development Goals


Commitment
("UN SDGs")

Feedback
Our statement is incorporated in the Company’s Annual Report, which can be accessed via AMB’s corporate website at
https://www.ajinomoto.com.my. Kindly reach out to us at https://www.ajinomoto.com.my/contact-us for any feedback
or inquiries you may have.

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ABOUT AJINOMOTO MALAYSIA BERHAD

AMB was founded in 1961 as a distributor of monosodium glutamate (‘MSG”) under the AJI-NO-MOTO® trademark
imported from its parent company in Japan. Construction of AMB’s flagship factory in Kuala Lumpur was completed in
1965 to produce MSG and other food seasoning products. As one of the pioneer and established Japanese companies
to set up in Malaysia, AMB continues to develop and expand its product line. Besides its main product MSG, AMB’s range
of AJI-NO-MOTO® products currently include all-in-one seasoning, chicken stock, sweeteners, flavoured drinks with amino
acids, and flavour-enhancing products serving end consumers and food manufacturing industries.

AMB has invested in a new state-of-the-art factory at Taman Enstek Halal Hub in Negeri Sembilan, slated to be opened
before the end of 2022.

Location of Head Office, Sales Branches and New Factory

Location of Head Office


Alor Setar, Kedah and Sales Branches Kota Kinabalu,
Sabah

Penang

Ipoh, Perak

Kuantan, Pahang

Kuala Lumpur

Taman Enstek,
Negeri Sembilan Head Office

Kuching, Sarawak
Malacca Town,
Malacca Johor Bahru, Sales Branches
Batu Pahat, Johor
Johor
New Factory

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CREATING SHARED VALUE

The ever-changing landscape and unfolding global events warrants a focused yet flexible approach towards a
sustainable future. With decades of collaborative experience and investments, and our reputation, AMB is in a strong
position to provide industry-specific solutions backed by the Group’s track record of achievements especially in amino
sciences. As a globally-recognised food brand, we strive to promote greater wellness for people worldwide through our
amino based products.

Our sustainability strategy is aligned with the Group’s ASV philosophy. The Group identified Health and Well-being, Food
Resources, and Global Sustainability as 21st-century issues. We take cognizance of these challenging issues as we make
headway in our efforts to create long term sustainable value and a resilent furture for the Company, its shareholders and
other stakeholders.

Corporate Message

Eat Well, Live Well

Ajinomoto Group Mission

Contribute to the world’s food and wellness, and to better lives for the
future

Ajinomoto Group Vision

Contribute to greater wellness for people worldwide, unlocking the power


of amino acids to resolve the food and health issues associated with
dietary habits and aging

Ajinomoto Group Creating Shared Value (“ASV”)

With our stakeholders and businesses, we help resolve society’s issues,


leading to the creation of economic value

21st-Century Issues of Human Society

Health and Well-being Food Resources Global Sustainability

ESG Focus Topics

CO2 Emissions Food Loss Project Zero Plastic

AMB Target: AMB Target: AMB Target:


50% CO2 emission reduction by 50% food loss reduction by FYE Zero Plastic Waste by FYE
FYE 31 March 2025 from FYE 31 March 2025 from FYE 31 March 2030
31 March 2019 baseline 31 March 2019 baseline

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CREATING SHARED VALUE


(cont’d.)

Value Creation Model


To drive long-term value creation aligned with our ASV philosophy, we established a value creation model that illustrates
additional benefits we provide to our stakeholders and the wider environment.

Capital Inputs AMB Sustainability Approach Key Outputs

Financial Financial
Our robust cash flow and
1 ✓ Please refer to Financial
balance sheet enable us to Corporate Mission: Statement Section of the
implement our corporate ➢ Contribute to the world’s Annual Report
business strategy. food and wellness, and to
better lives for the future

Manufactured Corporate Vision: Manufactured


Our manufacturing and ➢ Contribute to greater ✓ Markets served: 33
packaging facilities, coupled wellness for people countries
with a distribution network worldwide, unlocking the ✓ Total Production: 34,506
nationwide allow us to tap into power of amino acids to Tonnes
a broad customer base. resolve the food and health
issues associated with
dietary habits and aging
Human Human
We employ a broad and ✓ New hire rate: 11.15%
diverse talent pool to build
an inclusive workforce with a 2 ✓

Turnover rate: 6.84%
Average 11.8 training hours
unique perspectives on multiple per employee
Ajinomoto Group 2030 Vision
business challenges irrespective
We strive to create a sustainable
of race and religion.
food system by achieving the
following outcomes by 2030:
• Reduce our environmental
Intellectual impact by 50% Intellectual
Our business success is propelled • Help extend the healthy ✓ Launch of Seri-Aji® Fried
by innovative products and life expectancy of 1 billion Banana and Fried Fritter
services that meet our customer people Flour and AminoVITAL®
needs, supported by effective products
marketing. Through addressing the 21st-
Century Issues of Human Society:
• Global Sustainability
Natural • Food Resources Natural
We improve the efficiency of • Health and Well-being ✓ 2.38% reduction in CO2
our facilities and minimise the emission intensity
environmental footprint of ✓ 22.95% reduction in food
manufacturing operations. loss compared to baseline
3 year - FYE 31 March 2019
AMB’s ESG Focus Areas ✓ 96.2 tonnes in plastic waste
We adhere to the Group’s 2030 reduction
vision and have identified three
ESG focus areas:
Social and Relationship Social and Relationship
We build close ties with our 1. Reducing CO2 ✓ 81% of suppliers engaged
stakeholders while giving back Emissions are locals
to the community within which ✓ Total social contributions:
we operate. 2. Reducing Food Loss RM 250,000
✓ Total number of
beneficiaries: 2,500 people
3. Zero Plastic Waste and 11 associates

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CREATING SHARED VALUE


(cont’d.)

Key Performance Indicators


Despite the current setback caused by the global Covid-19 pandemic, AMB has continued to create meaningful
impact on the Company’s sustainable development agenda. For this reporting period, we measure our progress in the
Company’s sustainability goals through the key performance indicators outlined below:-

Environmental Social Governance

Reduce CO2 emissions by 10% Maintain zero cases of serious 100% of management trained on
in FYE 31 March 2022, from FYE 31 accidents and zero lost-time anti-bribery and anti-corruption
March 2019 baseline injuries policy

Performance: Performance: Performance:


3.81% reduction in total CO2 Two (2) significant work-related 100% of management participated
emissions compared to baseline injuries were reported, with a lost in AMB’s internal company training
year time injury recorded at 1.27 per on anti-corruption and bribery
million hours worked. practices.

Reduce food loss by 50% in FYE


Provide an average of 10 training
31 March 2025, from FYE 31
hours per employee
March 2019 baseline

Performance: Performance:
22.95% reduction in total food loss An average 11.8 hours of training
compared to baseline year provided to employees throughout
reporting period.

Maintain zero incident of non-


Zero plastic waste by FYE 31 March
compliance pertaining to product
2030
quality and safety

Performance: Performance:
96.2 tonnes of plastic waste Zero non-compliance regarding
reduction achieved during product quality and safety, or
reporting period labelling concerns.

Ensure treated effluent quality


remains below regulatory limits for:
Biological Oxygen Demand
Total Nitrogen

Performance:
All effluent parameters recorded
were below the regulatory limits set
by the Department of Environment.

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CREATING SHARED VALUE


(cont’d.)

Contribution to Sustainable Development Goals (“SDGs”)


As a major food manufacturer with a wide distribution network, we endeavour to inspire positive change, and address
some of the world’s pressing health and environmental issues. Our sustainability initiatives continue to align with the six (6)
SDGs maintained in previous reporting periods.

Goal 3: Good Health • 100% of AMB employees are fully vaccinated against
and Wellbeing COVID-19
• Recorded a lost time injury rate of 1.27 per million hours
worked
• Promoted convenient, delicious and low-salt cooking
through virtual and physical community engagement
activity

• Maintained all treated effluents to below safe


regulatory limits for biological oxygen demand and Goal 6: Clean Water and
total nitrogen parameters Sanitation
• 3% reduction in water consumption intensity
compared to FYE 31 March 2021

• Implementation of flexi-working arrangements as part of


Goal 8: Decent Work the ‘Work Style Innovation’ initiative
and Economic • Maintained the Kiken Yochi Training as AMB’s hazard
Growth identification and control process

• Expanded the range of MSG products with


recyclable mono-plastic packaging Goal 12: Responsible
• Studied and improved upon current recycling
practices for food waste Consumption
• 6.59% reduction in total waste generation and
compared to FYE 31 March 2021 Production

• 2.38% reduction in CO2 emission intensity compared to


Goal 13: Climate
FYE 31 March 2021
Action • Planned installation of solar panels for renewable energy
generation
• Transitioned to natural gas in our manufacturing facility
from fuel oil and liquid petroleum gas

• Zero risk of corruption identified across all


departments in the annual risk assessment.
Goal 16: Peace,
• Over 500 employees received anti-corruption
training in FYE 31 March 2022 Justice and
Strong Institution

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HOW SUSTAINABILITY IS GOVERNED

We have a robust structure for ESG management, with diversity, skills, and experience embedded throughout. The
responsibility for driving sustainability practices throughout AMB ultimately lies with our Managing Director/Chief
Executive Officer (“MD/CEO”). He assumes oversight of AMB’s sustainability initiatives and direction,which are reviewed,
implemented and monitored by the Chief Production Officer (“CPO”).

The CPO is supported by a Sustainability Working Committee (“SWC”), which comprises representatives from nine
departments across AMB. The SWC handles all sustainability-related initiatives at the operational level, and is assisted
concurrently by our Environmental Management System (“EMS”) Committee, which focuses primarily on environmental-
related matters.

This approach ensures a sound management framework from top to bottom, and across all Company functions, as
illustrated below:-

Managing Director / Chief Executive Officer

• Oversees the Company’s sustainability initiatives


• Provides final approval on sustainability-related
matters

Chief Production Officer

• Reports the Company’s sustainability progress


to the MD/CEO
• Reviews and ensures implementation of
sustainability strategies, policies, and initiatives Environmental Management System (“EMS”)
• Presents the annual Sustainability Statement for
Committee
approval by the MD/CEO

• Progressively reviews and evaluates


environmental-related issues
Sustainability Working Committee • Monitors company performance against
mid and long-term ESG goals and targets
• Ensures the Environmental Management
• Implements sustainability initiatives as approved System is implemented and maintained
by the respective officer-in-charge of the effectively
Company • Conducts periodic patrols and audits to assess
• Monitors progress and performance of the effectiveness of EMS implementation at
sustainability initiatives. worksites

Consists of:

Corporate
Safety and Factory Corporate Human
and Business
Environment Admin. Affairs Resources
Comm.

Quality Consumer Supply New


Assurance Marketing Chain Projects

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STAKEHOLDER ENGAGEMENT

Meaningful stakeholder engagement is essential for understanding and addressing stakeholders’ concerns and
expectations in order to develop effective and conducive business strategies. AMB conducts active engagement with
our key stakeholders annually to leverage their insights in evaluating ESG risks and opportunities, prior to making business
decisions.

The six key stakeholder groups for this reporting period remain unchanged from FYE 31 March 2021. The table below
outlines each stakeholders’ key areas of interest, AMB’s response, and methods of engagement for FYE 31 March 2022:-

Key Areas of Interest AMB’s Response Method of Engagement

Customer/ Consumers

• Support Services • Quality assurance evaluations • Daily contact at customer call


• Inventory Supply • Customer satisfaction evaluations centre
Commitment • Daily posts on websites and social
• Product Quality media platforms
• Commodity Pricing • Annual consumer survey
• Daily Sales and technical visits
• Daily consumer promotions

Shareholders/ Investors

• Group financial • Economic performance • Annual general meeting of


performance • Comprehensive corporate governance shareholders
• Business Strategy • Zero incidents of corruption • Analyst meetings on financial
• Governance results when necessary

Suppliers

• Service Delivery • Engaged with 81% local suppliers • Day-to-day business


• Project Scope for raw materials and packaging of communications
• Payment schedules manufactured products • Purchasing Policy and Guideline
• Pricing of services • Conducting supplier evaluations briefings when necessary
• Service and product • Fair and transparent transactions • Annual supplier evaluations and
quality • Ajinomoto Group Shared Policy for audits
Suppliers • Periodic purchasing contracts

Employees

• Governance and policy • Ajinomoto Group Shared Policy on • Annual employee survey
systems Whistle-blowing • Periodic internal meetings and
• Employee welfare • Ajinomoto Group Shared Policy on discussions
• Health, safety and Human Rights • Whistle-blower programmes
wellbeing • Conducted townhall sessions to gather when necessary
• Compensation employee feedback • Regular trainings throughout the
benchmarks • Providing comprehensive benefits to year
• Career development employees • Periodic Food Industry Employee
• Retirement planning • Salary benchmarking and review of Union (“FIEU”) meetings and
wage every three years discussions
• Extensive safety and health trainings • Daily intranet portal
including Kiken Yochi training • Internal newsletter (“SUARA”)
• Total of 8056 training hours, with an and the Ajinomoto Group’s FB
average of 11.8 hours per employee (“Workplace”)
• Implementation of ISO45001:2018 for
OHS Management
• Settlement of Collective Agreements to
maintain industrial harmony

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STAKEHOLDER ENGAGEMENT
(cont’d.)

Key Areas of Interest AMB’s Response Method of Engagement

Regulatory Agencies and Statutory Bodies

• Compliance • Ajinomoto Group Policy on Human • Periodic inspections by regulatory


• Environmental emissions Rights agencies:-
and discharges • Enforce compliance with the following o Department of Environment
• Security issues key laws:- (“DOE”)
• Labour practices and o Environmental Quality Act 1974 o Department of
health issues o Employment Act 1955 Occupational Safety and
o Minimum Wages Act 2018 Health (“DOSH”)
o Malaysian Anti-Corruption o Ministry of Health (“MOH”)
Commission Act 2009 o Department of Islamic
o Prevention and Control of Infectious Development Malaysia
Diseases (Measures within the (“JAKIM”)
Infected Local Areas) Regulation • Active engagements with
2020 agencies and associations
o Food Act 1983 throughout the year
• External certifications and audits by
accredited third parties
• Enforce compliance with the guidelines
set out by the Ministry of International
Trade and Industry (“MITI”) to operate
during the ‘new normal’ period.

Local Communities/ Non-Profit Organisations (“NPOs”)/ Academic Institutions

• Community living • Campaigns to educate communities • Dialogues with neighbourhood


• Food and nutrition issues about nutrition and healthy eating residents when necessary
through advances in amino acids • Regular social contribution and
technologies community service programmes
• Charity activities for needy communities throughout the year
• Provide post-graduate scholarships

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OUR MATERIAL SUSTAINABILITY MATTERS

Materiality is the principle that helps determine which ESG matters are important for the Company to manage or prioritised.

In FYE 31 March 2022, we re-evaluated our material sustainability matters and determined that the twelve (12) material
matters identified from the previous reporting period remained equally relevant to our business operations and stakeholders.

Materiality Assessment Process


Since the Covid-19 pandemic was declared there has been a significant shift in stakeholder expectations for companies
to balance their short and long-term needs. Considering these evolving needs, AMB carried out its annual materiality
assessment to identify, assess, and duly prioritise our material sustainability matters. The materiality assessment process
entails four steps as follows:-

Identification of Material Matters


Relevant material matters for this
reporting year were identified by
the Sustainability Committee

Verification of Materiality Matrix Inputs from Stakeholders


The materiality matrix was Stakeholders ranked each
reviewed and validated by the material sustainability matter in
Sustainability Committee and relation to both the business and
Board of Directors stakeholders via online forms

Analysis of Survey Inputs


Stakeholders’ responses were
collected and tabulated in a
materiality matrix to effectively
visualise the prioritisation of
material matters

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OUR MATERIAL SUSTAINABILITY MATTERS


(cont’d.)

Materiality Matrix
We evaluated the prioritisation of AMB’s management of ESG and generated a materiality matrix to effectively illustrate
the relative importance of all 12 of the Company’s material sustainability matters, as seen below:-
High

Product Responsibility
Increasing Importance to Stakeholders

and Safety

Business Ethics and Integrity


Customer Satisfaction

Occupational Safety and Health


Climate Change and
Emissions
Community Relations and
Contributions Responsible Sourcing Waste Management

Human Rights
Water Consumption and
Conservation
Workplace Diversity and
Medium

Equal Opportunity
Employee Advancement
and Development

Medium High
Increasing Importance to AMB

Responsibility to Our Customers Caring for Our People Upholding Fair Business Practices

Managing Environmental Impacts Creating Value for Local Communities

Increased Priorities:

➢ Business Ethics and Integrity ➢ Climate Change and Emissions


➢ Waste Management ➢ Responsible Sourcing

The material sustainability matters that have increased in priority encompass those related to governance
and environmental topics.

A total of four material sustainability matters saw a significant increase in importance for AMB’s business and stakeholders.
All material sustainability matters relating to governance (‘Business Ethics and Integrity’ and ‘Responsible Sourcing’)
emerged as increased priorities for AMB as ESG-conscious investors and consumers have placed greater emphasis on
making positive and sustainable impacts throughout a company’s value chain.

Acknowledging the importance of ‘Waste Management’ and ‘Climate Change and Emissions’, AMB has implemented
sustainability initiatives in line with the Company’s ESG Focus areas for FYE 31 March 2022, namely, Reducing CO2
Emissions, Reducing Food Loss, and Zero Plastic Waste. We remain committed to reducing our environmental footprint
while maintaining our productivity at optimum levels and ensuring our stakeholders’ interests are safeguarded.

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OUR MATERIAL SUSTAINABILITY MATTERS


(cont’d.)

Mapping of Materiality Matters


The mapping of our material sustainability matters to the relevant GRI indicators and SDGs are represented below:-

Material Sustainability Matters GRI Indicator Stakeholder Groups Relevant UN SDGs

Responsibility to Our Consumers

Product Responsibility and Safety

Our products are manufactured and labelled 416: Customer Health • Customers/
according to regulatory standards to protect and Safety 2016 Consumers
consumers from health risks related to 417: Marketing and • Suppliers
allergens and foodborne illnesses. Labelling 2016 • Regulatory
Agencies and
Statutory Bodies

Customer Satisfaction

Understanding customer satisfaction helps us 2-29: Approach to • Customers/


gauge their likelihood to use and recommend stakeholder Consumers
our products, and also encourages consumer engagement • Shareholders/
loyalty. Investors

Caring For Our People

Occupational Safety and Health

Maintaining a healthy workforce translates 403: Occupational • Employees


into more productive employees who are Health and Safety • Regulatory
better equipped to handle the challenges in 2018 Agencies and
their work environment. Statutory Bodies

Human Rights

Respecting universal human rights and 407: Freedom of • Employees


freedoms inspires confidence in our Association • Regulatory
stakeholders as it indicates that we conduct and Collective Agencies and
a good and legal business. Bargaining 2016 Statutory Bodies
408: Child Labour 2016
409: Forced or
Compulsory Labour
2016
412: Human Rights
Assessment 2016

Employee Advancement and Development

Attracting and retaining talented employees


has a direct and indirect impact on the 404: Training and • Employees
quality of our goods as well as our service Education 2016
delivery to clients.

Workplace Diversity and Equal Opportunity

Having a diverse workforce contributes to a


broad range of experiences and perspectives 401: Employment 2016 • Employees
that can be applied to our business practices. 405: Diversity and Equal
Opportunity 2016

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OUR MATERIAL SUSTAINABILITY MATTERS


(cont’d.)

Material Sustainability Matters GRI Indicator Stakeholder Groups Relevant UN SDGs

Upholding Fair Business Practices

Business Ethics and Integrity

Establishing good business ethics beyond 2-23: Policy • Shareholders/


regulatory requirements helps promote Commitments Investors
accountability in the workplace, and builds 2-26: Mechanisms for • Employees
key stakeholders’ trust in everything we do. seeking advice and • Suppliers
raising concerns • Regulatory
2-27: Compliance Agencies and
with laws and Statutory Bodies
regulations
205: Anti-Corruption
2016

Responsible Sourcing

Our ability to engage and evaluate suppliers 2-6: Activities, value • Suppliers
in the procurement process enables us to chain and • Local
identify and mitigate any risks posed by our other business Communities,
supply chain. relationships NPOs and
204: Procurement Academic
Practices 2016 Institutions

Creating Value for Local Communities

Community Relations and Contributions

Our social contributions and engagement 413: Local Communities • Local


activities strive to create shared values with 2016 Communities,
communities through our products and NPOs and
services. Academic
Institutions
• Customers/
Consumers

Managing Environmental Impacts

Water Consumption and Conservation

Responsible management of our water 303: Water and Effluents • Regulatory


resources within our operations is critical to 2018 Agencies and
mitigating the impacts of potential water Statutory Bodies
scarcity. • Local
Communities,
NPOs and
Academic
Institutions

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OUR MATERIAL SUSTAINABILITY MATTERS


(cont’d.)

Material Sustainability Matters GRI Indicator Stakeholder Groups Relevant UN SDGs

Waste Management

Proper avoidance and disposal of waste 306: Waste 2020 • Regulatory


helps keep the surrounding environment Agencies and
pristine, and reduces the burden on land Statutory Bodies
availability for landfills. • Local
Communities,
NPOs and
Academic
Institutions

Climate Change and Emissions

Reducing operational greenhouse gas 302: Energy 2016 • Regulatory


(“GHG”) emissions is essential to mitigate 305: Emissions 2016 Agencies and
the impact on the overall well-being of our Statutory Bodies
employees, infrastructure, business strategy, • Shareholders/
and supply chain. Investors

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UPHOLDING FAIR BUSINESS PRACTICES

We uphold fair business practices by embracing an ethical business culture, integrity and maintaining high corporate
governance standards in our business operation. Based upon this, employees’ and other stakeholders’ confidence and
trust in the Company and Management is further enhanced.

Business Ethics and Integrity


We adopt a strict viewpoint on corruption given its potential to damage our reputation and stakeholders’ trust. This
stand fortify our adherence to strong business ethics, integrity, and professionalism which are in turn supported by
implementation of the following:

Code of Conduct

The Code addresses the Company’s expectations on the standards of professional conduct when
doing business on behalf of AMB. The Code acts as a central guide and point of reference to
support day-to-day decision-making. The scope of AMB’s Code encompasses a wide range of
issues including environment, human rights, product quality, and business transactions.

Whistleblowing Policy

We have an AMB Whistle-blowing Policy which provides a safe avenue for employees to report
illegal or inappropriate conduct within AMB. The whistle-blower will be protected from potential
reprisals and corrective and preventive measures will be implemented should investigations reveal
improper conduct.

Anti-Corruption and Bribery Policy

The Policy outlines AMB’s zero-tolerance stance for Board members, employees and business
associate to engage with improper solicitation, bribery and other corrupt acts in line with the
Malaysian Anti-Corruption Commission (“MACC”) Act 2009.

These policies are communicated to our employees through onboarding programmes, workshops, and the intranet. To
ensure alignment with the latest government mandates, we review our whistle-blowing and ethical policies periodically
or upon the announcement of new updates. Training provided to employees on anti-corruption and bribery practices is
summarised below:-

No Training Training Hours No. of Participants

1 Anti-Bribery and Corruption – S.17A Corporate Liability Perspective 24 2

2 Anti-Bribery and Anti-Corruption 4 500

AMB’s Grievance Mechanism is communicated to our employees via onboarding programmes and in-house training,
while external stakeholders can access it via our corporate website. We are pleased to state that there were no cases of
grievance, corruption nor misconduct reported through our internal Grievance Mechanism or Whistleblowing channels
respectively during this reporting year.

In addition to the above, we also adopt a proactive approach to identify, analyze, and address any potential corruption
risk within our operations.

This falls under the purview of our Risk Management Committee, which conducts an annual Risk Management Assessment
and report to the Board. No significant risk of corruption was identified for FYE 31 March 2022.

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UPHOLDING FAIR BUSINESS PRACTICES


(cont'd.)

Responsible Sourcing
AMB is committed to responsible sourcing and outsourcing for goods and services as per AMB’s terms and conditions for
appointment of product/material suppliers and service providers (“Suppliers”) which include stringent quality standards
for products and services to be supplied.

Our purchasing principles provide a framework to guide us in selecting our Suppliers. The selection is based on a
comprehensive evaluation; including Suppliers’ facilities, overall product pricing, delivery lead times, and quality. AMB’s
Policy for Suppliers is set in place to ensure appointed suppliers adhere to the following guidelines:-

01 Compliance with Statutory and Regulatory Requirements

02 Respect for Human Beings

03 Occupational Health and Safety with Respect to Labour

04 Adherence to Product and Service Quality and Safety

05 Consideration for the Global Environment

06 Information Security

07 Contributions to Society and Coexistence with the Local Community

We did not engage any new Suppliers for this reporting period but maintained our existing 317 Suppliers such as our
raw material suppliers, original equipment manufacturers (“OEM”), and transport companies, with 81% of them being
local. We spent 31% of our annual procurement budget on local Suppliers in FYE 31 March 2022, which represents a 9%
reduction compared to the previous reporting period. This was due to the increase in bulk MSG products imported from
Ajinomoto Indonesia, which were subsequently packaged in Malaysia.

AMB also conducts yearly Supplier Audits and Supplier Evaluations to assess their product and service quality. Various
sections and departments monitor the Supplier assessment process to ensure that it is transparent, fair, and effective.

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MANAGING ENVIRONMENTAL IMPACTS

Our commitment to environmental stewardship goes beyond regulatory requirements and compliance. Building upon
our sustainability action plan, we have taken a proactive approach towards enhancing ecosystem resilience and human
well-being through 3 key focus areas: Reducing CO2 Emissions, Reducing Food Loss, and Zero Plastic Waste.

Water Consumption and Conservation


Although water is a finite natural resource, we at AMB acknowledge that protecting and conserving water is essential to
ensure the continuous availability of clean water supply. We are constantly on the lookout for novel ways to save water,
and take a holistic approach to water stewardship. With that aim, the Company succeesfully implemented measures to
reduce water consumption intensity, and improve water efficiency at our current plant. At AMB’s soon to be opened
new plant at Taman Enstek, Negeri Sembilan, we have incorporated rain water harvesting for general cleaning purpose
as a means to reduce the consumption of treated piped water.

We monitor our water usage monthly to detect any irregularity in our consumption. To ensure efficient water management,
daily patrols are conducted to identify and rectify any leakage immediately. Our initiatives also include water recycling
to reduce our dependency on freshwater supply.

In line with our initiatives, we successfully reduced our water consumption intensity by 3% compared to last year. However,
our total water consumption increased by 8.61% compared to the previous year due to compliance with the COVID-19
SOPs, which called for frequent cleaning of common areas.

Total Water Consumption (m3) Water Consumption Intensity


(m3/T-Product)
7.1
225,957 224,714 6.7
6.5
6.1
206,899
196,640

FYE 31 FYE 31 FYE 31 FYE 31 FYE 31 FYE 31 FYE 31 FYE 31


March 2019 March 2020 March 2021 March 2022 March 2019 March 2020 March 2021 March 2022

Effluents

In addition to protecting and conserving water resources, we also treat our water before discharging, following Standard
B of Industrial Effluent Regulation 2009. Our Effluent Treatment Plant personnel closely monitor the water quality of water
discharged, supported by the Quality Section. This reporting year saw a 5.96% drop in effluent discharge intensity.

Total Effluent Discharge (m 3) Effluent Discharge Intensity


166,378 (m3/T-Product)
4.9

143,589 141,932 141,538 4.38 4.36

4.1

FYE 31 FYE 31 FYE 31 FYE 31 FYE 31 FYE 31 FYE 31 FYE 31


March 2019 March 2020 March 2021 March 2022 March 2019 March 2020 March 2021 March 2022

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MANAGING ENVIRONMENTAL IMPACTS


(cont'd.)

Daily samplings and online monitoring are conducted to ensure that the water discharged into the environment complies
with internal and regulatory specifications. The Total Nitrogen and BOD values of our treated effluents are consistently
within the regulatory limit of 5 ppm and 10 ppm respectively.

Waste Management
Proper waste management is crucial for legislation compliance, and helps reduce the consumption of natural resources.
We adhere to the 4 R’s (Reduce, Reuse, Recycle, and Recover) principle in our recycling efforts and strive for continuous
improvement in our waste management initiatives to reduce the amount of waste generated, and disposed to landfills.

Plastic waste has been identified as a key opportunity for AMB to reduce its environmental footprint as well as contribute
to our ASV approach for value creation. Our strategic efforts toward ‘Zero Plastic Waste by 2030’ includes:-

1 Reduced reliance on plastic pallets by using


2 Replaced MSG packaging material by using
alternative paper slip-sheet in our manufacturing recyclable mono-plastic material for small SKUs
facilities; thus, reducing 76.2 tonnes of plastic (35g, 72g and 100g); thus, reducing 18 tonnes of
waste plastic waste

3 Conducted feasibility study and introduced


4 Conducted awareness and promotional
thinner packaging material: thus, reducing plastic programme on the hazards of plastic waste in
waste by 2 tonnes society

96.2 tonnes in total plastic waste reduction


We place equal emphasis on reducing food waste, in line with the Company’s ESG approach and target to reduce food
waste by 50% by FYE 31 March 2025 (from FYE 31 March 2019 baseline). To realise this goal, we implemented two broad
range of action:-

Improvements  Enhanced our quality control management to improve process yield and
reduce by-product generation
throughout  Improved machine operator skills to reduce frequency of rejected products
manufacturing  Optimised inventory of raw materials and finished goods through accurate
processes sales forecast

 Studied and improved upon current recycling and composting method for
Recycling of rejected rejected AMB products
products  Identified potential users for animal feed and fertiliser for AMB’s excess
organic material

Total food loss was recorded at 90 tonnes, which is 25 tonnes greater than FYE 31 March 2021 due to the disposal of
old production samples and end of shelf live products in the warehouse, arising from prohibitions and restrictions on
distribution operations during enforcement of the Covid-19 Movement Control Order (“MCO”) restrictions. Of the 90
tonnes of food loss, 55.5 tonnes (61.7%) were recycled as animal feed, with the remaining 34.5 tonnes disposed in landfills.
This represents a 22.95% reduction in food loss compared to the baseline year of 44.78 tonnes.

For FYE 31 March 2022, the total waste generated including food loss amounted to 1,376 tonnes, of which 185 (13.44%)
tonnes were sent for disposal, and 1,191 (86.56%) tonnes were recycled. This is a 6.59% reduction in total waste generation
compared to the previous reporting period as waste management is one of the ESG focus areas. The amount of waste
sent for disposal to landfills has also decreased by 12.26% due to improvements implemented throughout the production
process.

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MANAGING ENVIRONMENTAL IMPACTS


(cont'd.)

Breakdown in Waste Disposal (Tonnes)

219
314

FYE 31 FYE 31
March 2019 March 2020

1418 1450

Recycled Landfilled Recycled Landfilled

212 185

FYE 31 FYE 31
March 2021 March 2022

1261 1191

Recycled Landfilled Recycled Landfilled

Waste Recovary Rate (%)


87 86 87
82

18
13 14 13

FYE 31 March 2019 FYE 31 March 2020 FYE 31 March 2021 FYE 31 March 2022

Recycled Landfilled

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MANAGING ENVIRONMENTAL IMPACTS


(cont'd.)

Climate Change and Emissions


Climate change is a critical global issue, with wide-ranging impacts already being felt globally. A meaningful and sustained
response from the international community is crucial to thoroughly address climate change as well as its associated risks,
and opportunities. In this respect, AMB has committed to an ambitious target of halving our CO2 emissions by FYE 31
March 2030 from FYE 31 March 2019 baseline, in line with the goals of the 12th Malaysia Plan. The Company’s current
initiative to reduce our climate impact across our value chain is steered by this target.

Climate Initiatives and Actions

Effective climate change solutions requires participation from all internal stakeholders. We encourage a ‘green’ mindset
amongst our employees through sustainable office practices such as switching off electrical appliances when not in
use. To drive home the climate change message, we also ran an Energy Awareness campaign and a series of activities
organised to raise awareness and the importance of energy-saving actions in the workplace− both at our corporate
office, as well as when working from home.

The management of climate-related matters falls under our Energy Saving Team's purview which monitors and reviews
AMB’s company-wide energy consumption monthly. We typically discuss potential weaknesses or flaws identified during
reviews and implement corrective measures when necessary.

We are also planning further carbon footprint reduction in our value chain through alternative sourcing of less carbon-
intensive fuel sources, and renewable energy generation, as follows:-

Renewable Energy Generation Alternative Fuel Sourcing

Future plans to invest RM 9.8 million for solar panel To utilise natural gas as an environmentally-friendly
installations to reduce the Company’s burden on the alternative with lower carbon emissions and pollutants.
national grid.
Projected CO2 Reduction:
Projected CO2 Reduction: 1,500 Tonnes Annually
1,700 Tonnes Annually

Refrigerant and other Air Emissions

Refrigerants are widely known for their significant impact on the ozone layer, and for climate change. Our top priority
remains tracking our refrigerant consumption rates, and routinely checking for leaks in our refrigerant distribution system
to ensure minimal impact on the environment.

We also conduct a quarterly third-party assessment of our boiler’s emission points to monitor the emission levels of NO2
and SO2. Our emission levels remain compliant with the regulatory limits outlined in the Environmental Quality (Clean Air)
Regulations 2014.

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MANAGING ENVIRONMENTAL IMPACTS


(cont'd.)

Climate Impacts

In FYE 31 March 2022, our overall electricity and fuel consumption increased by 11.96% across all energy sources, which
led to an increase in GHG emissions amount of 3.01%, compared to the previous reporting period. This increase can be
attributed to our manufacturing facilities resuming operations at full capacity after COVID-19 restrictions were lifted.

FYE 31 March FYE 31 March FYE 31 March FYE 31 March


Energy Source Units
2019 2020 2021 2022
Electricity kWh 19,095,969 19,715,157 18,773,623 20,487,585
Liquefied Petroleum Gas Tonnes 586 554 563 598
Fuel Oil Kilo-litre 4,528 4,561 4,528 4,643
Diesel Kilo-litre 29 30 27 34

Total GHG Emissions (T-CO2)

14,703

14,142
13,797 13,729

FYE 31 March FYE 31 March FYE 31 March FYE 31 March


2019 2020 2021 2022

However, the GHG emissions intensity for the increase in the total production volume decreased by 2.38% compared to
FYE 31 March 2021 due to our persistent efforts to improve production lines efficiency.

Operational GHG Intensity (T-CO2 per T-Product)

0.43
0.42
0.41
0.4

FYE 31 March FYE 31 March FYE 31 March FYE 31 March


2019 2020 2021 2022

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RESPONSIBILITY TO OUR CUSTOMERS

As a household name in food manufacturing, we strive to live up to our motto: ‘Eat Well, Live Well’. We leverage on our
60 years of experience and expertise to offer healthy and quality products for people from all walks of life.

Product Responsibility and Safety


As manufacturer of a renowned food brand in Malaysia, it is imperative for AMB to deliver products that meet the highest
quality and food safety standards. We uphold our consumers’ trust in the AJI-NO-MOTO® brand by implementing a
comprehensive management system that adheres to food safety and quality assurance requirements. As part of our
commitment to providing safe and high-quality products, we conduct annual audits (internal and external) with the
following certification bodies:-

MS 1500:2019 Malaysian Standard on Halal MS 1480:2019 Hazard Analysis and Critical


Food General Requirements Control Point (“HACCP”)
Provides assurance that our products meet Provides identification of hazards and control
the requirement of Islamic laws in terms of measures to manage food safety risks
religious compliance, safety and hygiene throughout supply chain during production

ISO 9001:2015 Quality Management System Good Manufacturing Practice (“GMP”)


Certifies that our management system Ensures adherence to essential principles of
meets the highest industry standards when food hygiene and safety when processing
producing quality products and manufacturing food products

Makanan Selamat Tanggungjawab Industri


Mandatory management system for the
maintenance of food hygiene and process
controls for food safety assurance and
traceability

Similar to the previous reporting period, we maintained the Food Defence and Food Fraud Programme as part of the
HACCP annual audit beyond regulatory requirements. The programme has the following annual objectives:-

Provide awareness training on the standards Adopt proposals and investment plans to
of HACCP, and conduct mock drills enhance security and monitoring
to test staff preparedness efforts during manufacturing processes

As COVID-19 persisted throughout FYE 31 March 2022, we furthered our efforts to digitise the Company’s management
systems. This reporting period saw AMB develop a custom software to manage regulatory information disclosure for our
customers, especially with product compliance. The software implementation ensures that the information we provide to
our customers is both accurate and prompt upon request.

We maintained stringent requirements when assessing all AMB products' quality and food safety. Based on established
parameters, all raw materials and finished goods were inspected at every receiving and production lot. The batch will
be rejected if any raw material or product failed to comply with AMB’s standards. Due to our stringent approach towards
product quality and safety, we recorded zero non-compliance regarding our products' quality and food safety concerns
in FYE 31 March 2022.

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RESPONSIBILITY TO OUR CUSTOMERS


(cont'd.)

‘Ajinomoto Brand’ Labelling

Given the rise in health-conscious consumerism in Malaysia, responsible product marketing and labelling now play a
more prominent role in the lifestyle choices of every Malaysian. We remain resolute to AMB’s commitment in ensuring that
our labels comply with all applicable laws and regulations of Malaysia and the countries we export to, and we compose
package descriptions that are accurate, meaningful, and easily understood.

Key Product Label Information


Ingredient List
01 Allows customers to identify the composition of the
product they are consuming.

Allergen Information
02 Critical for the prevention of health complications (i.e.
01 anaphylaxis) for individuals with food allergies

05 02 Manufacturer/Supplier Certification
03 Provides assurance to consumers that the product has
been inspected and verified for quality
04 03
Safety Information
04 Communicates important information to prevent
customer injury when using the product

Nutritional Value*
05 Assists consumers in making informed purchasing
decisions that cater to their dietary needs

*For applicable products.

For this reporting period, we are currently reassessing and updating our retail product labelling to comply with the updates
as stipulated in the Malaysian Food Regulation (2020) requirements. We will implement labelling revisions required for
export countries as per regulatory changes, or upon customers’ request. For this reporting period, we have zero incidences
of non-compliance relating to our product labelling.

Customer Satisfaction
We continue to establish our
online platform and social media
presence as the primary method
of customer and community
engagement in the ‘new normal’.
Through AMB’s Livestream, we
distributed online survey forms
to gauge current customer
sentiments, and to proactively
identify potential issues relating to
our product or services. From our
customers’ participation in the
livestream, we collected 1,745
customer feedback forms, with a
positive response of approximately
99% of respondents expressing
confidence using AMB products.

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RESPONSIBILITY TO OUR CUSTOMERS


(cont'd.)

We also maintained our GRASP (annual tracking on usage, attitudes and evaluation of communications regarding MSG
and Ajinomoto products) and CONTRAST (Consumer trend research) initiatives.

GRASP CONTRAST
Objective: Objective:
Reveal and understand customers’ attitudes Understand the level of awareness of select brands
towards Mono-Sodium Glutamate (“MSG”) (TUMIX®, RASA SIFU, Seri-Aji® Fried Rice, Seri-Aji®
products and their market penetration, enhancing Seasoned Flour) as well as usage and attitudes for
the image and usage purposes of MSG seasoning products in the markets AMB serves
&
Understand customers’ attitudes towards AJI-NO- Frequency:
MOTO® and study how to foster a more positive Annual
brand image to construct a solid market strategy
Sample size:
Frequency: 550 female participants aged 20 – 49
Annual
Result:
Sample size: Brand Awareness: 45% ~ 67%
300 female participants aged 20 – 39 Brand Usage Experience: 11% ~ 37%

Result:
AJI-NO-MOTO® Brand Awareness: 99%
AJI-NO-MOTO® Usage Experience: 88%

Lastly, we have developed an online consumer page, “Hi Ajinomoto MY”, which is set to increase customer loyalty
by strengthening engagement with consumers via Facebook and Instagram. The page contains information on our
products, campaigns, promotions, and updates on trending content.

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CARING FOR OUR PEOPLE

An engaged and dedicated workforce is fundamental for the longevity of AMB as a progressive entity. By fostering a
healthy and all-inclusive working environment, we create opportunities for our employees to realise their full potential,
regardless of age, gender, race, or ethnicity.

Human Rights
We stand firm as a proponent of human rights across our business operations. We remain staunchly committed to
Ajinomoto Group’s Policy on Human Rights, which adheres to international standards, such as the Universal Declaration
of Human Rights, the International Labour Organisation (“ILO”) Declaration on Fundamental Principles and Rights at Work,
and the UN Global Compact.

We identified the following human rights matters as priorities for the Company:

Elimination of Discrimination Fair Wage and Working Hours


We do not discriminate in terms of gender, age, We ensure all employees and workers are remunerated
race, ethnicity, nationality, religion, disability or sexual according to relevant local laws and do not impose
orientation in our business practices. excess working hours.

Respect for Fundamental Labour Rights Prohibition of Child and Forced Labour
We respect our workers’ rights to collective bargaining We do not engage in child or forced labour in
and freedom of association. We are currently renewing compliance with Malaysian Labour Laws. We strictly
AMB’s collective agreement with the Food Industry abide by government-to-government agreements when
Employees’ Union set to end on June 2022 hiring foreign workers to minimise such risks.

Handling of Personal Information


We comply with proper management and security of
our employees’ personal data as stipulated in the
Personal Data Protection Act 2010.

Our commitment to human rights is outlined during On-Boarding programmes and employee briefings to ensure awareness
of Ajinomoto Group’s Human Rights Policy, and to ensure compliance. In FYE 31 March 2022, 35 employees were trained
and engaged in human rights practices to embed such values in AMB’s work culture.

Workplace Diversity and Equal Opportunity


As a subsidiary company of the Ajinomoto Group, recognised internationally as a manufacturer of food products under
the AJI-NO-MOTO® brand, we take cognizance of the vast benefits of a diverse and engaged workforce for the Company
and its employees. As part of our ongoing efforts to foster an all-inclusive working environment at AMB, we continue to
implement fair and transparent practices throughout our hiring and promotion processes. FYE 31 March saw 727 staff
employed in AMB, with the following distribution:-

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CARING FOR OUR PEOPLE


(cont'd.)

Total Workforce Number: 727

Male - 483 Local - 636


Gender Locality
Female - 244 Non-Local - 91

Senior Management - 12
Below 30 years - 182
Age Employee Management - 69
30 to 50 years - 440
Group Category Executive - 140
Above 50 years - 105
Non-Executive - 506

We enrich the Company’s human capital by attracting fresh talent through numerous comprehensive benefits that
support work-life balance, which include the following:-

Healthcare Hostel Accommodation Life Insurance

Canteen Additional EPF Contribution Dependent Medical Care

Annual Leave Disaster Relief Flexible Work Arrangement*

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CARING FOR OUR PEOPLE


(cont'd.)

Reflecting AMB’s efforts to appeal as an employer of choice, we recorded a new hire and turnover rate of 11.15% and
6.84% respectively for this reporting period, as per the data trend illustrated below:-

New Hire Rate (%) Turnover Rate (%)


11.15%
6.84%
9.60% 6.16%
7.80% 5.17%

FYE 31 FYE 31 FYE 31 FYE 31 FYE 31 FYE 31


March 2020 March 2021 March 2022 March 2020 March 2021 March 2022

In addition to the benefits mentioned above, we also offer paid parental leave to support working parents within AMB,
and allow for their children's care. As of March 2022, twenty-eight (28) employees (twenty male and eight female) took
paid parental leave, all of whom returned to work after their leave ended− of these 28, all but one remained in AMB’s
employment 12 months after their return.

Employee Engagement

Employee engagement is rapidly emerging as a critical indicator for stakeholders to gauge workplace satisfaction
amongst staff. Throughout the COVID-19 pandemic, AMB embraced technology as a means to create meaningful
experiences for our employees:-

Mental Health Talks

The mental well-being of our employees is crucial for maintaining work


productivity as well as healthy personal lives. AMB organised Mental
Health Talks to raise awareness, and provide valuable tips to employees
to help them cope with the ‘new normal’.

Workplace Health Awareness

As an industry leader in amino and food sciences, we are aware of the


importance of supporting the health and well-being of our employees.
Through this initiative, we hope to reduce the risk of burnout and improve
employee morale and productivity.

Nutrition and Health Literacy

We recognised that increased awareness and knowledge on


healthy lifestyles and balanced diets which contributes towards
employee productivity and improves their health as well.

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CARING FOR OUR PEOPLE


(cont'd.)

To align with our shift towards flexible working arrangements, and our corporate office relocation plans in conjunction
with the move to our new factory in Taman Enstek, we implemented several ‘Work Style Innovation’ initiatives to ensure a
smooth transition without delays or disruptions:-

Townhall Sessions Flexi-Working Digitisation

• Details on relocation plans • Flexi-working days (1-5 days • Digitalising our human
weekly) and times (7.30am to resource management
• This platform is for employees 10.00am); depending on the system via cloud servers
to provide valuable feedback nature of each employees’ and online documents
job for operational efficiency
on our planned arrangements
and productivity, as well as
• Enhanced facilities and minimise paper usage
support systems such as VPN
connections, laptops and an
online attendance system

• Encouraging virtual and


hybrid style meetings

In addition, AMB also promotes effective communication in a transparent, clear, and straightforward manner. We aim to
enhance staff engagement and commitment by regularly sharing company news on both the Company’s social media
platform, Workplace, and our internal newsletter, "SUARA".

Meor, Penulis Meor, Writer

ASV Conceptual Diagram

* Materiality items: Factors that have significant impacts (opportunities and risks) on a company’s ability to create
value to the society. For the Ajinomoto Group, the factors is based on the identified global issues (“health and well-
being”, “food resources” and “global sustainability”) and our recent business environment.

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CARING FOR OUR PEOPLE


(cont'd.)

Employee Advancement and Development


One of AMB’s key pillars is cultivating a talented workforce which contributes to retaining our position as a leader in food
manufacturing. We advocate lifelong learning, and encourage our employees to continue developing their knowledge
and skill-base.

Due to the Covid-19 pandemic restrictions, we migrated a majority of our capacity-building efforts online, leveraging off
our previous year’s experience. We used a Competency Matrix and Training Needs Analysis to identify our employees’
knowledge and skills gaps, and allocate sufficient resources for training programmes to address the identified gaps.

We invested approximately RM 137,200 to deliver a diverse range of purposeful training and development programmes
to upskill our employees for this reporting period. Key training programmes that took place in FYE 31 March 2022 are as
follows:

Digital Marketing

With the increased penetration of eCommerce platforms, more consumers have resorted to online platforms
to fulfil their grocery needs. AMB has adapted to this evolving need by training our Marketing Department
staff to enhance their digital marketing skills, and to improve the Company’s online presence. These include
MasterClass and professional certification.

Standards and Certification

We emphasise maintaining the highest level of compliance with all standards and certification bodies. We
provide training for employees updated with the latest requirements. Examples include: ISO 9001, HACCP, ISO
14001, and ISO 45001.

Leadership Skills

We provide the means and opportunities for our employees to develop their leadership and functional skills,
and to enhance their decision-making abilities. We encourage aspiring employees to participate in these
programmes to develop strategic assets that will support the company's long-term growth.

The breakdown in training hours across AMB is depicted below:

Average Training Hours


Total Training Hours per Employee
17,380
33

8,056
6,376
11.3 11.8

FYE 31 FYE 31 FYE 31 FYE 31 FYE 31 FYE 31


March 2020 March 2021 March 2022 March 2020 March 2021 March 2022

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CARING FOR OUR PEOPLE


(cont'd.)

Training Hours
Training Hours by Gender by Employee Category
15.5
38.3 FYE 31 14.2
March 2022 8.9
29.9 16

15.2

FYE 31 13.8

12.8 13.1 March 2021 7.8

10.4 10.9 36

29.5
FYE 31 35.6

March 2020 32.4

FYE 31 FYE 31 FYE 31 88

March 2020 March 2021 March 2022


Non-Executive Executive
Female Male Management Senior Management

Occupational Safety and Health (“OSH”)


Under AMB’s OSH Policy and the Occupational Safety and Health Act 1994, we strive to adopt the best health and safety
practices to achieve AMB’s internal target of zero cases of serious accidents, and zero lost-time through injuries. The OSH
Policy is reviewed annually and encompasses a wide range of areas such as compliance, risk management, employee
communication, and performance review.

AMB’s Safety Health and Environment (“SHE”) Management System is developed according to ISO 45001 standards as a
reinforcement of our commitment to employee health and safety. It serves as a comprehensive management approach
to control the Company's safety risk. Akin to the OSH Policy, the SHE Management System undergoes a third-party audit
annually to verify its effectiveness.

Hazard Identification, Risk Assessment, Risk Control

We established an OSH Committee to oversee all work-related hazard identification, and assessments across AMB
operations. The OSH Committee convenes every quarter to discuss relevant areas of concern and implement OSH-related
initiatives. Section representatives in the OSH Committee are the main avenue by which critical information regarding
workplace hazards is communicated to workers.

As a subsidiary company of the Ajinomoto Group, we utilise the Group’s Kiken Yochi Training (“KYT”), which bolsters our
employees’ ability to identify, assess and rectify workplace hazards which entails monthly patrols, amongst other actions.
We refer to the Hierarchy of Control when implementing risk control measures to minimise worker exposure to hazardous
conditions.

As an added step, AMB has a Stop Work Policy that empowers employees to refrain from working when they believe a
risk situation could potentially cause injury or ill health. Any complaints raised will be investigated with mitigation actions
verified and implemented by the Safety team before resuming operations.

OSH Training

Aimed at improving awareness and competency towards safer work conditions under our Behaviour Based Safety
Programme, we conduct regular health and safety training for workers across our manufacturing and distribution facilities.
Amongst the topics covered are:-

• Chemical Spillage and Handling


• Forklift Theory
• Road Safety Awareness
• Noise Awareness
• Evacuation Drill
• Ergonomics for Work from Home

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CARING FOR OUR PEOPLE


(cont'd.)

AMB’s Performance
LTIFR (Per million hours Worked)
In FYE 31 March 2022, two significant work-related injuries were
recorded out of 1,574,360 total work hours resulting in a Lost 1.42
Time Injury Frequency Rate (“LTIFR”) of 1.27 per million hours
worked; an improvement compared to previous years. We
will maintain our ongoing efforts to achieve our target of zero
LTIFR in the workplace, thereby providing for a safer space
for all. 1.28
1.27

Our Response to COVID-19

As Malaysia adopts the ‘Living with COVID’ Policy,


amendments have been made to the COVID-19 Standard FYE 31 FYE 31 FYE 31
Operating Procedures (“SOPs”) to align with the latest March 2020 March 2021 March 2022
government mandates, and maintain work productivity
without compromising employee health. We continue to
prohibit all staff overseas and outstation business travels, with
virtual meetings as the preferred contact mode.

Although much of the original Government stringent measures have been lifted, we continue to uphold several
workplace practices to safeguard the health of all employees and visitors who enter AMB offices or facilities via the
following measures:

1. Employees are subject to bi-weekly swab tests to detect potential infections as a corporate-wide measure.
2. All visitors and employees who enter AMB premises must complete the entrance procedure for contact tracing
purposes.
3. Personal protection equipment is provided to all who enter the production facilities to avoid product contamination.

Following the launch of Malaysia’s COVID-19 Immunisation Programme in March 2021, we actively supported the
Government and advocated the programme, resulting in 100% fully vaccinated AMB employees:

1. Provided special vaccination leave and in-house vaccination services through clinic collaborations.
2. Encouraged employees to take the COVID-19 booster shots to ensure continued protection
3. Amended our quarantine procedures to reduce the number of quarantine days based on employees' vaccination
status.

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CREATING VALUE FOR LOCAL COMMUNITIES

Aligned with our ASV approach, the Company’s corporate responsibility is focused on bringing shared value to local
communities. From promoting healthy living to providing aid for the underprivileged, we continue to deploy our resources
to support community livelihoods and social programmes.

Community Relations and Contributions


In-line with AMB’s, corporate responsibility, the Company conducted various community engagement and social
activities throughout this reporting period to help improve the livelihood of our community.

During this reporting period, we promoted healthy living under Covid-19 pandemic SOP environment through online
activities to emphasize the need to adopt a “Healthy Eating, Active Living” lifestyle. In FYE 31 March 2022, AMB conducted
an interactive and educational virtual programme called <Together, ‘Eat Well, Live Well’ with Ajinomoto (M) Berhad> via
the Zoom platform to raise awareness among Malaysians regarding the importance and benefits of preparing healthy
yet delicious meals everyday. Through this programme, participants were able to gain more knowledge on Umami and
AJI-NO-MOTO®, and had the opportunity to learn about delicious low-salt cooking through a live cooking presentation.

Together, “Eat Well, Live Well’ with Ajinomoto (M) Berhad Live Stream

The SERI-AJI® Sahur Campaign was conducted to help homemakers prepare easy and balanced diet for Sahur during
Ramadan. We carried out the campaign through social media advertisements, influencer introductions, consumer
contests, display campaigns, nutrition programmes, and corporate responsibility activities at orphanage homes.

SERI-AJI® Sahur Campaign


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CREATING VALUE FOR LOCAL COMMUNITIES


(cont'd.)

Seri-Aji® Fried Banana and Fried Fritter Flour was launched


as part of our plans to expand the range of our products
under the AJI-NO-MOTO® brand and to help Malaysians
cook smart as it introduces convenient, complete, and
delicious seasoning.

In conjunction with Nutrition Month Malaysia (“NMM”)


2021, AMB continued its journey as a prominent sponsor
in spreading awareness on “Healthy Eating, Active
Living” during the NMM virtual event themed "The Key to
Combating Health Threats". During the Covid-19 pandemic
phase, home workouts were highlighted as a means to
boost the immune system in combating COVID-19. Being
in the forefront in AminoScience technology, Ajinomoto in
Japan created aminoVITAL® product to help the public
better prepare physically for sports training, and home
workouts. The aminoVITAL® product contains 3,000 mg of
amino acids with 112kcal per pouch, and helps with muscle
endurance, energy-boosting, and muscle recovery. AMB
launched this product in Malaysia and promoted it through
“Move with aminoVITAL® Challenge” where the public
had the chance to win attractive prizes by sharing their
workout routine snapshot on the aminoVITAL Malaysia’s
Facebook page.

AMB also launched the “Less Salt, Umami It” campaign


to provide solutions to dietary issues in Malaysia under
the "Ajinomoto Well-Being Project" as well as to introduce
delicious reduced-salt diets with Umami. We conducted
activities such as Key Opinion Leader (“KOL”) engagement
sessions, radio advertisements, press interviews, social
media promotions, a consumer campaign, and
e-commerce promotions throughout the campaign Ser-Aji® Fried Banana and Fried Fritter Flour
duration. As for the consumer campaign, the public stood
to win cash prizes by participating in the “Low Sodium
Recipe Challenge”− by uploading pictures of their dishes
and recipes to indicate the amount of salt and AJI-NO-
MOTO® Umami seasonings they had used to prepare the
dishes.

Nutrition Month Malaysia (“NMM”) 2021

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CREATING VALUE FOR LOCAL COMMUNITIES


(cont'd.)

“Less Salt, Umami It” Campaign

To further demonstrate the Company’s ASV’s initiatives, AMB was one of the main sponsors of the “Malaysia-Japan All-
Stars Football Charity Match”. Yakult Malaysia organised this event to raise funds for the Malaysian Sports Association for
the Deaf (“MSDEAF”), and to support the Malaysia’s Tigers’ football players as they prepare for domestic and international
tournaments. Apart from successfully raising RM 300,000, this charity match provided a platform for AMB to support local
athletes’ health and well-being by introducing the aminoVITAL® Apple Jelly Flavoured Drink with Amino Acids to boost
their endurance, and improve their sports performance.

Press Conference of All Stars Football Charity Match in December 2021

The COVID-19 pandemic has impacted our community profoundly. AMB stepped forward and collaborated with food
banks to make contributions to the underprivileged community, and to stamp our commitment to serving and giving

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CREATING VALUE FOR LOCAL COMMUNITIES


(cont'd.)

back to society. We also contributed a total of RM20,000 cash, along with AMB products to Persatuan Kebajikan Rainbow
Bridge Malaysia to be channeled to 23 elderly and children’s homes in Klang Valley through Rainbow Bridge’s food bank.
AMB also donated groceries to over 400 families in the Program Perumahan Rakyat (“PPR”) and Perumahan Awam
(“PA”) areas throughout Klang Valley via Yayasan Food Bank Malaysia (“YFBM”) as well as sahur meal sponsorship to
orphanages.

AMB products distributed to the underprivileged community

AMB upholds the importance of education in human capital development for the community and the Company. In this
regard, AMB has plans to offer full postgraduate scholarship grants in 2023 to study at selected universities in Japan.

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

CONCLUSION

AMB is committed to creating long term sustainable value for our shareholders and other stakeholders within the context
of ESG and to maintain our business resilience. In this respect we firmly stand by our conviction that Profits, People, Planet
(3Ps) are important ingredients for a successful sustainable future. We are thankful for the zeal, support and dedication
shown by AMB employees, enabling us to further our sustainability agenda as we uphold our commitment for society to
“Eat Well, Live Well”.

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

GRI CONTENT INDEX

GRI Indicator Content of Disclosure Reference

General Disclosures

2-1 Organisational details 6

2-2 Entities included in the organisation’s sustainability reporting 5

2-3 Reporting period, frequency and contact point 5

2-6 Activities, value chain and other business relationships 6

2-14 Role of the highest governance body in sustainability reporting 11

2-22 Statement on sustainable development strategy 7

2-23 Policy commitments Throughout

2-24 Embedding policy commitments Throughout

2-26 Mechanisms for seeking advice and raising concerns 19

2-27 Compliance with laws and regulations 13

2-29 Approach to stakeholder engagement 12

2-30 Collective bargaining agreements 30

3-3 Management of material topics Throughout

Economic

204-1 Proportion of spending on local suppliers 20

205-1 Operations assessed for risks related to corruption 19

205-2 Communications and training about anti-corruption 19

205-3 Confirmed incidents of corruption and actions taken 19

Environment

302-1 Energy consumption within the organisation 26

303-5 Water consumption 21

305-1 Direct (Scope 1) GHG emissions 26

305-2 Energy indirect (Scope 2) GHG emissions 26

305-4 GHG emissions intensity 26

306-3 Waste generated 24

306-4 Waste diverted from disposal 24

306-5 Waste directed to disposal 24

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AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W) | ANNUAL REPORT 2022

GRI CONTENT INDEX


(cont'd.)

GRI Indicator Content of Disclosure Reference

Social

401-1 New employee hires and employee turnover 32

401-2 Benefits provided to full-time employee that are not provided to temporary or part-time employee 31

401-3 Parental leave 32

403-1 Occupational health and safety management system 35

403-2 Hazard identification, risk assessment and incident investigation 35

403-4 Worker participation, consultation and communication on occupational health and safety 35

403-5 Worker training on occupational health and safety 36

403-9 Work-related injuries 36

404-1 Average hours of training per year per employee 34

404-2 Programmes for upgrading employee skills and transition assistance programs 34

405-1 Diversity of governance bodies and employees 31

413-1 Operations with local community engagement, impact assessment and development programmes 37

416-1 Assessment of the health and safety impacts of product and service categories 27

416-2 Incidents of non-compliance concerning the health and safety impacts of products and services 27

417-1 Requirements for product and service information and labelling 28

417-2 Incidents of non-compliance concerning product and service information and labelling 28

147
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Number of Ordinary CDS Account No.
[Registration No. 196101000252 (4295-W)] Shares Held
(Incorporated in Malaysia)

PROXY FORM Contact No. Email Address

I / We,
(FULL NAME AND NRIC / PASSPORT NO. / REGISTRATION NO.)

of
(FULL ADDRESS)
being a member of AJINOMOTO (MALAYSIA) BERHAD hereby appoint:-

First Proxy “A”


Full Name (in Block):- NRIC/ Passport No.:- Proportion of
Shareholdings Represented
No. of Shares %
Full Address

*and
*Second Proxy “B”
Full Name (in Block):- NRIC/ Passport No.:- Proportion of
Shareholdings Represented
No. of Shares %
Full Address

100%
*or failing him/her, the CHAIRMAN OF THE MEETING, as *my / our proxy to attend and vote for *me / us and on *my / our behalf at the Sixty-First
Annual General Meeting (“AGM”) of Ajinomoto (Malaysia) Berhad to be held on a virtual basis hosted on Securities Services e-Portal at
https://sshsb.net.my/ at the broadcast venue at Ajinomoto (Malaysia) Berhad, Lot 5710, Jalan Kuchai Lama, Petaling, 58200 Kuala Lumpur on
Tuesday, 30 August 2022 at 10:00 a.m. and at any adjournment thereof.

Mark X under ‘For’ or ‘Against’ for each Resolution if you wish to direct the proxy on how to vote. If no mark is made, the proxy may vote on the
resolution or abstain from voting as the proxy thinks fit. If you appoint two (2) proxies and wish them to vote differently, this should be specified.

My / our proxy / proxies is / are to vote as indicated below:

No. Agenda
1. To receive the Audited Financial Statements for the financial year ended 31 March 2022 together with the Reports of the Directors and
the Auditors thereon. (Note 1)
Resolution For Against
2. To approve the payment of Directors’ fees amounting to RM282,333 for the financial year ended 1
31 March 2022.
3. To approve the payment of Directors’ benefits up to an amount of RM650,000 from 31 August 2
2022 until the date of the next Annual General Meeting of the Company.
3
4(a) To re-elect Tan Sri Dato’ (Dr.) Teo Chiang Liang who is due to retire pursuant to Clause 120 of the
Company’s Constitution.

4(b) To re-elect Mr. Koay Kah Ee who is due to retire pursuant to Clause 120 of the Company’s 4
Constitution.

4(c) To re-elect Mr. Dominic Aw Kian-Wee who is due to retire pursuant to Clause 120 of the 5
Company’s Constitution.
4(d) To re-elect Puan Norani binti Sulaiman who is due to retire pursuant to Clause 120 of the 6
Company’s Constitution.
5. To re-appoint Messrs. KPMG PLT as Auditors of the Company until the conclusion of the next 7
Annual General Meeting of the Company and to authorise the Directors to fix their remuneration.

Special Business
6. Ordinary Resolution No. 1: 8
Authority to Issue Shares pursuant to the Companies Act 2016
7. Ordinary Resolution No. 2: 9
Proposed Renewal of Existing Shareholders’ Mandate for Recurrent Related Party Transactions of
a Revenue or Trading Nature
8. Ordinary Resolution No. 3: 10
Retention of Tan Sri Dato’ (Dr.) Teo Chiang Liang as an Independent Director
9. Ordinary Resolution No. 4: 11
Retention of Mr. Koay Kah Ee as an Independent Director
10. Ordinary Resolution No. 5: 12
Retention of Mr. Dominic Aw Kian-Wee as an Independent Director
* Strike out whichever not applicable

Signed this day of 2022


* Signature of Member/Common Seal
Notes :-
1. This Agenda item is meant for discussion only, as the provision of Section 340(1)(a) of the Companies Act 2016 does not require a formal approval of the members/shareholders for the
Audited Financial Statements. Hence, this Agenda item is not put forward for voting.
2. As part of the initiatives to curb the spread of COVID-19, the 61st AGM will be conducted on a virtual basis by way of live streaming and online remote voting via the Remote Participation
and Voting (“RPV”) facilities to be provided by SS E Solutions Sdn. Bhd. via Securities Services e-Portal’s platform at https://sshsb.net.my. Please read carefully and follow the procedures
provided in the Administrative Guide in order to register, participate and vote remotely via the RPV facilities.
3. With the RPV facilities, the members, proxies and/or corporate representatives are strongly encouraged to exercise their rights to participate (including to pose questions to the Chairman,
Board of Directors or Management) and vote at the 61st AGM.
As guided by the Securities Commission Malaysia’s Guidance Note and Frequently Asked Questions on the Conduct of General Meetings for Listed Issuers and its subsequent amendments,
the right to speak is not limited to verbal communication only but includes other modes of expression. Therefore, all members, proxies and/or corporate representatives shall communicate
with the main venue of the 61st AGM via real time submission of typed texts through a text box within Securities Services e-Portal’s platform during the live streaming of the 61st AGM as the
primary mode of communication. In the event of any technical glitch in this primary mode of communication, members, proxies and/or corporate representatives may email their questions
to eservices@sshsb.com.my during the 61st AGM. The questions and/or remarks submitted by the members, proxies and/or corporate representatives will be responded via broadcast by
the Chairman, Board of Directors and/or Management during the Meeting.
4. In respect of deposited securities, only members whose names appear in the Record of Depositors on 23 August 2022 (General Meeting Record of Depositors) shall be eligible to attend,
speak and vote at this Meeting.
5. A member of the Company entitled to attend and vote at the Meeting shall be entitled to appoint another person as his proxy to exercise all or any of his rights to attend, participate, speak
and vote in his stead. A member may appoint more than one (1) proxy in relation to a meeting, provided that the member specifies the proportion of the member’s shareholdings to be
represented by each proxy, failing which the appointment shall be invalid.
6. A proxy need not be a member of the Company. There shall be no restriction as to the qualification of the proxy. A proxy appointed to attend and vote at the Meeting of the Company
shall have the same rights as the members to attend, participate, speak and vote at the Meeting and upon appointment a proxy shall be deemed to confer authority to demand or join in
demanding a poll.
7. Where a member of the Company is an exempt authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991 which holds ordinary shares in the Company
for multiple beneficial owners in one (1) securities account (“omnibus account”), there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of
each omnibus account it holds.
8. The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed or a duly notarised certified copy of that power or authority, shall be deposited
at Securities Services (Holdings) Sdn. Bhd. of Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur, Wilayah Persekutuan not less
than forty-eight (48) hours before the time appointed for holding the Meeting or adjournment thereof or submitted electronically via Securities Services e-Portal at https://sshsb.net.my not
later than forty-eight (48) hours before the time set for holding the 61st AGM or any adjournment thereof. The lodging of the Form of Proxy does not preclude a member from attending and
voting remotely at the 61st AGM should he subsequently decides to do so, provided a notice of termination of proxy authority in writing is given to the Company and deposited at the
Registered Office of the Company at Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur, Wilayah Persekutuan not less than
twenty-four (24) hours before the time stipulated for holding the 61st AGM or any adjournment thereof, and you register for RPV as guided in the Administrative Guide. Please contact the
poll administrator, SS E Solutions Sdn. Bhd., at 03-2084 9000 for further assistance.
9. The Administrative Guide on the Conduct of a Virtual General Meeting is available for download at https://www.ajinomoto.com.my

Form of Proxy

The Company Secretaries


AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W)
c/o Securities Services (Holdings) Sdn. Bhd.
Level 7, Menara Milenium, Jalan Damanlela,
Pusat Bandar Damansara, Damansara Heights,
50490, Kuala Lumpur, Wilayah Persekutuan
AJINOMOTO (MALAYSIA) BERHAD 196101000252 (4295-W)
Lot 5710, Jalan Kuchai Lama, Petaling, 58200 Kuala Lumpur, Malaysia.
Tel : 603 7980 6958 Fax : 603 7981 1731
www.ajinomoto.com.my

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