selected design saddle - 早报 · 2013. 5. 13. · niamke joseph p.t. bumi jaya, indonesia board...

ContentsCorporate Profile .....................................................................................................................................................................Corporate Data ........................................................................................................................................................................Chairman’s Message ...............................................................................................................................................................CEO’s Statement .....................................................................................................................................................................Corporate Structure ..................................................................................................................................................................Corporate Directorship .............................................................................................................................................................Board of Directors and Key Management ................................................................................................................................Group Financial Highlights ......................................................................................................................................................Operations Overview ...............................................................................................................................................................Corporate Governance .............................................................................................................................................................

Report of the Directors .............................................................................................................................................................Statement of Directors .............................................................................................................................................................Independent Auditors’ Report ...................................................................................................................................................Balance Sheets ........................................................................................................................................................................Consolidated Profit and Loss Statement .................................................................................................................................Statements of Changes in Equity .............................................................................................................................................Consolidated Cash Flow Statement .........................................................................................................................................Notes to Financial Statements ................................................................................................................................................Major Properties .......................................................................................................................................................................Statistics of Shareholdings .......................................................................................................................................................Notice of Annual General Meeting ...........................................................................................................................................Proxy Form

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Financial Contents

GMG GLOBAL LIMITED ANNUAL REPORT 2008Page 1

ANNUAL REPORT 2008GMG GLOBAL LIMITEDPage 2

Corporate Profile

GMG Global LtdGMG is a Singapore-headquartered plantation group dedicated to long-term investments in Central and West Africa as well as Indonesia. It is an integrated producer of natural rubber engaged in the planting, growing, tapping, processing, marketing and exporting of natural rubber. The Group’s emphasis is on producing premium products for Europe, US and Asia markets.

Currently, it operates in four countries, namely (i) Singapore where it maintains its corporate headquarters and marketing/sales arm, (ii) Cameroon, where its wholly-owned subsidiary, GMG International, SA owns a 90% stake in Hevecam, which owns an industrial rubber plantation with processing facility of over 50,000 metric tons annual capacity on a land concession of 41,000 hectares since December 1996, (iii) Cote d’Ivoire, where its 51.2% subsidiary, Tropical Rubber Cote d’Ivoire, owns and operates a processing facility of 36,000 metric tons annual capacity and a rubber plantation on a land concession of 1,560 hectares (Anguededou Plantation) since 1995, and (iv) South Kalimantan, Indonesia, where its 51% subsidiary (since April 2007), P.T. Bumi Jaya, owns and operates a processing facility of 30,000 metric tons annual capacity. As a leading producer of high quality natural rubber, it focuses on centrifuged latex and tyre-grade rubber and two supplementary products - block rubbers of latex and skim. With total annual production above 60,000 metric tons, it accounts for approximately 60% and 12% of Cameroon’s and Cote d’Ivoire’s annual rubber exports, respectively. In Cote d’Ivoire, it is the second largest buyer of smallholders’ rubber, a position it has developed over recent years. Its Indonesian operation started production in late August 2007.

Both the Hevecam and Anguededou Plantations were acquired from the respective governments under State privatisation programmes. The State of Cameroon and the State of Cote d’Ivoire remain as a 10% and 20% shareholder in Hevecam and Tropical Rubber Cote d’Ivoire, respectively. P.T. Bumi Jaya is a 51% joint-venture with local partners in Indonesia.

GMG is a member of the Sinochem Group of companies.

“GMG is an integrated producer of natural rubber engaged in the planting, growing, tapping, processing, marketing and exporting of natural rubber”


Corporate Data

Board of Directors Executive: Elson Ng Keng Kwang President & Chief Executive Officer Jeffrey Gondobintoro Vice President & Chief Operating Officer

Li Xuetao Vice President

Non-Executive: Xian Ming Chairman

Qin Hengde

Ong Kian Min Independent

Tay Puan Siong Independent

Audit Committee: Tay Puan Siong Chairman

Ong Kian Min

Qin Hengde

Nominating Committee: Ong Kian Min Chairman

Tay Puan Siong

Xian Ming

Remuneration Committee: Ong Kian Min Chairman

Tay Puan Siong

Xian Ming

Company Secretaries: Yvonne Choo

Hazel Chia Luang Chew

Registered Office: 55 Market Street #03-01 Singapore 048941 Tel. No.: 6220 8638 Fax No.: 6323 0737 Co. Reg. No.: 199904244E

Share Registrar: Boardroom Corporate & Advisory Services Pte Ltd 3 Church Street #08-01 Samsung Hub Singapore 049483 Tel. No.: 6536 5355 Fax No.: 6536 1360

Auditors Deloitte & Touche LLP Cerified Public Accountants 6 Shenton Way #32-00 DBS Building Tower Two Singapore 068809

Partner-in-charge: Patrick Tan Hak Pheng (appointed on June 1, 2008)


Chairman’s Message

I am pleased to present GMG Global Ltd’s Annual Report for FY2008.FY2008 has been a successful year for the Group and we have achieved the following major milestones

Sinochem became the major shareholder of the GroupSinochem International Corporation (“Sinochem”), China’s leading natural rubber player, acquired a majority 51% stake in GMG through its wholly-owned subsidiary, Sinochem International (Overseas) Pte. Ltd. Sinochem is a diversified international group specializing in the trading, manufacturing and transportation of chemicals, plastics, rubber and metallurgy products and has been listed on the Shanghai Stock Exchange since March 2000.

Upgraded to SGX Main BoardGMG upgraded to SGX Mainboard on November 4, 2008 to be in line with the Group’s plan to gain a broader platform for future growth and also to promote GMG to a more diverse group of investors who share the Group’s vision and excitement.

Looking AheadWe believe that Asia will be the growth region and that GMG will derive economies of scale and increase competitiveness as the Group now has a ready-made access to a robust PRC market through Sinochem’s existing established network. GMG will also continue to engage cooperation with its current clients and partners, and to seek new niches in its European and American markets. GMG also seeks to grow and expand its operations by accelerating existing business plans and formulating new expansion plans in Africa and Asia, which include new land-bank and other developments in Africa as well as new investment opportunities for processing facilities in the South-East Asian region and Africa.

DividendI am very pleased to report that the Board has proposed a first and final one-tier tax exempt dividend payout of 0.5 cents per ordinary share.

AppreciationI would like to thank Mr. Yudson Gondobintoro, former Chairman of the Board, and Mr. Danny Lo, former board member, for their outstanding contributions to GMG. We are delighted to welcome Mr. Qin Hengde and Mr. Li Xuetao from Sinochem to the Board

Last but not least, to our shareholders, business partners, Board of Directors, management and staff, I thank you for your support and commitments.

Xian MingChairman of the Board


CEO’s Statement

2008 has been an eventful year for GMG. The entry of Sinochem into GMG as a major shareholder will lead us to a larger platform, providing the impetus for us to fine-tune strategies and critical processes to achieve competitive benefits and a stronger market position. We also see a strengthening of our Executive Management Team.

Commodities environment2008 had been a challenging year for economies and businesses across the globe. Commodities, including natural rubber in 2008 went on a rollercoaster ride through the global economic crisis. The year started on a positive note for natural rubber as the prices were on an uptrend and moved from an average of US$2,650 per ton in first quarter to US$2,950 per ton in the second quarter and peaked to US$2,972 per ton by the third quarter. With oil and other commodities dipping sharply towards the end of the year, natural rubber prices crashed to a low of an average US$1,177 per ton in Decemeber of FY2008.

Strong performanceThe Group registered a sterling performance with a turnover of S$245.6 million for the FY2008. The Group’s net profit attributable to shareholders for the year stood at S$41.1 million due to higher rubber prices and record tonnage sold with the contributions from P.T. Bumi Jaya.

Future prospects and plansThe Group is currently looking for additional land in Cameroon to undertake new plantings. In addition, Hevecam will be undertaking a progressive re-planting programme in future to expand its plantation size.

With a robust balance sheet and strong cash position, the Group will be looking for feasible opportunities towards more land-bank and processing facilities for expanding the natural rubber business.

Ongoing corporate social responsibilityThe Group strongly believes in corporate social responsibility. Over the years, GMG has been actively engaged in the betterment of the African employees in Cameroon and Cote d’Ivoire via the provision of housing, social amenities, kindergarten, primary & secondary schools, hospital and medical care including John’s Hopkins research, micro-finance, economart, funeral assistance as well as providing support to smallholders.

AppreciationOn behalf of the Board, I would like to express my appreciation to our shareholders, customers and business associates for your continuing support. I would also like to thank our management and staff for your contributions in the growth of GMG. Your professionalism, loyalty and hardwork have brought GMG to its current vigour.

Elson Ng Keng KwangPresident and CEO

Corporate Structure

90%

51.2%

100%

100%

100%51%

GMG Global Ltd(Singapore)

GMG International SA(Cameroon)

Hevecam SA(Cameroon)

GMG Holdings Ltd(Singapore)

P.T. Bumi Jaya(Indonesia)

Green VenturesCameroon SA(Cameroon)

GMG Services Pte Ltd(Singapore)

GMG Investment (S) Pte Ltd(Singapore)

Tropical RubberCote d’lvoire

(Cote d’Ivoire)

100%

100%


Corporate Directorship

GMG GLOBAL LTD(Re-constituted on September 5, 2008)Xian MingElson Ng Keng KwangJeffrey Gondobintoro Li Xuetao Qin HengdeOng Kian Min Tay Puan Siong

GMG Holdings LtdElson Ng Keng KwangDanny Lo Kan YuLi Xuetao

GMG Investment (S) Pte LtdJeffrey GondobintoroLi Xuetao Ma Deyou

GMG Services Pte Ltd Mark Weston ChamberlinJeffrey GondobintoroElson Ng Keng KwangDanny Lo Kan YuWong Wai Bun

GMG International SA, Cameroon Jeffrey GondobintoroElson Ng Keng KwangDanny Lo Kan Yu

Hevecam SA, CameroonNyokwedi Malonga ElieElson Ng Keng KwangJeffrey GondobintoroDanny Lo Kan YuAlain YoungJean Marc SeymanBiloa GatienZang Martial Valery

Green Ventures Cameroon SAMark Weston ChamberlinJeffrey GondobintoroElson Ng Keng KwangLi XuetaoAlain Young

Tropical Rubber Cote d’IvoireBiley Joseph-DesireElson Ng Keng KwangJeffrey GondobintoroDanny Lo Kan YuAlain YoungLi Xuetao Ma DeyouAkue Nicole-RaymondeYace Come SergeMeite SouleymaneKoffi Ahoutou EmmanuelNiamke Joseph

P.T. Bumi Jaya, IndonesiaBoard of Commissioners: Djoko Nirmala LabbaikaElson Ng Keng KwangLi Xuetao

Board of Directors:Jeffrey GondobintoroTjhaja Gondosetiawan



Board of Directors and Key Management

Xian Ming, 45,Non-Executive ChairmanMr. Xian was appointed as Non-Executive Chairman on September 5, 2008, and is currently a member of the Nominating Committee and Remuneration Committee.

Mr. Xian has served Sinochem in various general management and executive positions since 1991 in departments like Sinochem Liaoning (Organic Chemicals), Risk Management, Sinochem Storage and Transportation Company, President Office and Operations Management Department, Export Department, etc. Since November 2003, Mr. Xian serves as Vice-President in Sinochem International Corporation, as Director and a member of Audit Committee (up to December 2007) as well as Chairman of Sinochem International (Overseas) Pte Ltd, Singapore. Mr. Xian holds a Bachelor of Diesel Locomotive from Dalian Railway Institute, a Bachelor of Economics from University of International Business and Economics, Beijing (August 1993) and a Master degree of Change Management from BI Norwegian School of Management - Fudan University (June 2005).

Elson Ng Keng Kwang, 59, FCIB, FCIS, FCMIExecutive DirectorMr. Ng has been an Executive Director, President & Chief Operating Officer since July 23, 1999 and was last re-elected a Director on April 27, 2007. He was appointed President & Chief Executive Officer on September 9, 2003. Mr. Ng is also an Executive Director of GMG Holdings Ltd, Director of GMG International SA, Cameroon, Hevecam SA, Cameroon, Green Ventures Cameroon SA, Tropical Rubber Cote d’Ivoire, GMG Services Pte Ltd and a Commissioner of P.T. Bumi Jaya, Indonesia. Mr. Ng joined the Group in January 1998 as President & Chief Operating Officer.

Mr. Ng is a Fellow of the United Kingdom based Chartered Institute of Bankers (FCIB), Institute of Chartered Secretaries & Administrators (FCIS) and the Chartered Management Institute (FCMI) as well as a graduate of the Pacific Rim Bankers Program, Stanford/NUS Executive Program, University of Hawaii-Advanced Management Program and the University of Michigan-Southeast Asia Business Program.

Mr. Ng worked for over 30 years with various local and foreign banks, and attended executive management training in both Australia and USA. He spent 17 years with Wells Fargo Bank, NA, San Francisco and Bank of Hawaii, Honolulu in general management positions in the region. At Bank of Hawaii, he held positions such as Senior Vice President and Country Manager of the South and Southeast Asia Region (including India), General Manager of the Singapore Offshore Branch, Regional General Manager of its Hong Kong Branch (including China and Taiwan) and Managing Director of Hawaii Financial Corporation (HK) Ltd.

Mr. Ng was appointed to the Board of Trustees of AFRASIA Business Council (a TICAD’s initiative) in April 2005, and serves as the Chairman of its Investments & Trade Commission. Over the last few years, Mr. Ng has been on the panel for UNDP/TICAP/INWENT/WORLD BANK’s forums on Africa developments in Mauritius, Cameroon, Paris, Bonn and Tanzania. Mr. Ng also sits in the Board of Trustees of PK Fokam Institution of Excellency, Cameroon.

ElsonNg Keng Kwang David Li XuetaoOng Kian MinXian MingTay Puan Siong

Jeffrey GondobintoroQin Hengde

Board of Directors


Jeffrey Gondobintoro, 38, Executive Director Mr. Jeffrey Gondobintoro was appointed Executive Director and Chief Operating Officer on September 9, 2003 and was last re-elected a Director on April 28, 2006. He was appointed as Managing Director of GMG Investment (S) Pte Ltd with effective from January 2, 1998 and was a Director since January 28, 1994. Mr. Jeffrey Gondobintoro is also Chairman and Director of GMG International SA, Cameroon, Director of Hevecam SA, Cameroon and Tropical Rubber Cote d’Ivoire, Green Ventures Cameroon SA, GMG Services Pte Ltd and President Director of P.T. Bumi Jaya, Indonesia.

Since 1995, he has been involved in the marketing and management of natural rubber plantation and in the setting up and management of natural rubber processing plant of the Group. In 2007, he spearheaded the Indonesian growth strategy and successfully concluded the Group’s 51% joint-venture in P.T. Bumi Jaya, Indonesia, which began operations in late August 2007.

Mr. Jeffrey Gondobintoro holds a Bachelor of Business Admistration from University of Denver, USA (1994).

Li Xuetao, 38,Executive Director Mr. Li joined the Group on September 5, 2008 and was appointed an Executive Director and Vice-President of GMG Global Ltd on September 5, 2008. He was appointed Joint-Managing Director of GMG Investment (S) Pte Ltd, Director of GMG Holdings Ltd, Green Ventures Cameroon SA, Tropical Rubber Cote d’Ivoire and a Commissioner of P.T. Bumi Jaya, Indonesia. He is also a Director of Sinochem International (Overseas) Pte Ltd, Singapore.

Mr. Li has 15 years of experience in tyres export and distribution, synthetic rubber distribution and natural rubber trading, marketing and processing. He served from January 2003 to August 2008, as the General Manager (Rubber Business Division) of Sinochem International Corporation, and was involved in the whole management of the rubber business line. He was also the Vice-President of Sinochem International Corporation before joining the Group.

Mr. Li assists the Group’s Chief Executive Officer in the Group’s strategy management, as well as formulating policities and procedures including implementation. As the Joint-Managing Director of GMG Investment (S) Pte Ltd, he jointly manages the day-to-day business matters of GMG Investment (S) Pte Ltd, Tropical Rubber Cote d’Ivoire, P.T. Bumi Jaya and Hevecam SA, Cameroon as well as managing its marketing and sales strategy.

Mr. Li holds a Bachelor of Economics from University of International Business and Economics, Beijing (August 1993) and a Master degree of Change Management from BI Norwegian School of Management - Fudan University (June 2005).

ElsonNg Keng Kwang Danny Lo Kan Yu

Jeffrey Gondobintoro

Dino Ma Deyou Mark Weston Chamberlin

David Li Xuetao

Board of Directors and Key Management cont’d

Executive Management Team


Tay Puan Siong, JP, 60,Independent Non-Executive Director Mr. Tay has been an Independent Non-Executive Director since November 19, 1999 and was last re-elected a Director on April 27, 2007. Mr. Tay is the Chairman of the Audit Committee and a member of both the Nominating Committee and Remuneration Committee.

Mr. Tay was an Executive Vice-President of Singapore Bus Service (1978) Ltd (1971 – 1996) and Executive Deputy Chairman of L&M Group Investments Ltd (1996 – 1999). He is currently a Non-Executive Director of three other companies listed on the SGX. At Stamford Tyres Corporation Limited, he is Chairman of the Audit Committee and a member of the Nominating Committee. At Superior Multi-Packaging Limited, he is Chairman of the Executive Resource and Compensation Committee and member of the Audit Committee. At Times Publishing Limited, he is Chairman of the Audit Committee and a member of Executive Committee.

Mr. Tay holds a Bachelor of Business Administration (1971) from the then University of Singapore, and attended the Harvard Business School Program for Management Development in 1984 and is a member of the Chartered Institute of Logistics and Transport.

Mr. Tay has been a Justice of the Peace since 1994.


Ong Kian Min, 48,Independent Non-Executive Director Mr Ong has been an Independent Non-Executive Director since November 19, 1999 and was last re-elected a Director on April 30, 2008. He is the Chairman of the both the Nominating Committee and Remuneration Committee and a member of the Audit Committee.

Mr Ong was called to the Bar of England and Wales in 1988 and to the Singapore Bar the following year. In addition to practising as a consultant with Drew & Napier LLC, a leading Singapore law firm, he is a senior adviser of Alpha Advisory Pte. Ltd. (a financial and corporate advisory firm) and an executive director of Katana Asset Management Pte. Ltd. In his 19 years’ of legal practice, he focused on corporate and commercial law such as mergers and acquisitions, joint ventures, restructuring and corporate finance. Mr Ong also serves as an independent director and chairs most of the audit committees of several other SGX-ST listed companies.

Mr Ong was awarded the President’s Scholarship and Police Force Scholarship in 1979. He holds a Bachelor of Laws (Honours) external degree from the University of London and a Bachelor of Science (Honours) degree from the Imperial College of Science and Technology in England. Mr Ong has been a Member of Parliament of Singapore since January 1997, and serves as Deputy Chairman of the Government Parliamentary Committee (GPC) for Transport.

Qin Hengde, 38,Non-Executive DirectorMr. Qin was appointed as Non-Executive Director and a member of the Audit Committee of GMG Global Ltd on September 5, 2008.

Mr. Qin is also the Vice-President and Chief Financial Officer of Sinochem International Corporation. By virtue of his excellent leadership and a wealth of experience, Mr. Qin has been the Director of the Finance Department and the Chief Accountant of Hubei Hongqi Electrician Group and the Chief Accountant of National Investment Resource Development Co., Ltd (a Public Company). In 2002, he joined D’Long International Strategic Investment Co., Ltd and was the Deputy General Manager of the Investment Management Department.

Mr. Qin holds a Bachelor of Accounting from Nanjing University of Science & Technology and further obtained his Master of Science in Management Engineering from Huazhong University of Science & Technology (2002).



Danny Lo Kan Yu, 61, Vice-PresidentMr. Lo has been an Executive Director and Chief Financial Officer since July 23, 1999 and was last re-elected a Director on April 26, 2006. Mr. Lo is also Executive Director of GMG Holdings Ltd and Director of GMG International SA, Cameroon, Hevecam SA, Cameroon, Tropical Rubber Cote d’Ivoire and GMG Services Pte Ltd.

Mr. Lo stepped down from his Executive Directorship of the Group on September 5, 2008 upon the formation of a new Board pursuant to the entry of Sinochem as the major shareholder. Mr. Lo continues to hold the position of Chief Financial Officer.

Mr. Lo is a member of the Institute of Certified Public Accountants in Singapore and the Institute of Chartered Accountants in England and Wales. He was trained at Deloittes Haskins & Sells in England.

Mr. Lo was the Chief Financial Officer of the Cathay Organization Group of companies in Singapore from 1984 to 1995. He had provided consultancy services to the GMG Group from 1995 to 1999 through RML Management Consultants.

Mr. Lo is also appointed an Independent Non-Executive Director of Creative Master Bermuda Ltd, a company listed on the SGX Mainboard since December 19, 2003.

Mark Weston Chamberlin, 42,Vice-PresidentMr. Chamberlin joined the GMG Group of companies in March 2008 as Managing Director of GMG Services Pte Ltd as well as a member of the GMG Global Ltd’s Executive Management Team. He is also appointed Chairman and Director of Green Venture Cameroon SA with the responsibility of initiating and activating the Group’s Rubber Wood activity.

Mr. Chamberlin graduated with a degree in Business Economics in 1993 from the University of California at Los Angeles. He worked in a management consulting company before moving to Guam to head a regional cellular telecommunications company. He has served 4 years in the US Army and was formally a Director with the Guam Chamber of Commerce, the American Red Cross and the Governor of Guam’s Advisory board for tourism development.

Ma Deyou, 40,Vice-PresidentMr. Ma joined the Group on September 5, 2008 as a Vice-President in charge of the business development, and as Director of GMG Investment (S) Pte Ltd and Tropical Rubber Cote D’Ivoire.

Mr. Ma worked as a Senior Manager of Dalian Junan Real Estate Development Co., Ltd prior to 1998, after which he moved to Sichuan province as the assistant of Chief Executive Officer of Sichuan Hushan Electrical Co., Ltd, a listed company in Shenzhen Stock Exchange. From 2002 to 2004, Mr. Ma worked for D’Long International Strategic Investment Co., Ltd based in Shanghai and was mainly involved in investment and merger and acquisition works. Mr. Ma worked for Sinochem International Shanghai from June 2004 to September 2008 as the key person for the implementation and action for industrial investment in natural rubber processing and plantation. He has completed various acquisitions which have enhanced the competitive advantage of Sinochem’s rubber business.

Mr. Ma holds a Master degree of Structure of Engineering from Dalian University of Technology (Liaoning Province) in 1996.


HEVECAM SA, CAMEROONAlain T. Young, 56,Director and Chief Executive OfficerMr. Young joined the Group in July 2007, as Director and Chief Executive Officer (Director General) of Hevecam SA, Cameroon and Director General of GMG International SA, Cameroon. He was appointed as Director of Tropical Rubber Cote d’Ivoire and Green Ventures Cameroon SA in 2008.

Mr. Young acquired extensive leadership and general management capabilities and held various management positions with multinationals in USA, Canada, Middle East, and Africa (Ivory Coast, Cameroon and Uganda).

His business experiences of 28 years cover a wide spectrum of business activities, in the fields of petroleum product distribution, oil field equipment maintenance, corrugated box manufacturing, truck assembly, steel mills, electronic high-tech and banking.

Mr. Young also has experience in the African markets having worked in Ivory Coast (1999 - 2001), Cameroon (2001 - 2004) and Uganda (2004 – 2007), where he served respectively as Chief Financial Officer, Managing Director and Country Chairman of Chevron Inc., a large US multinational operating in the Petroleum and Energy Industry.

Mr. Young holds a Bachelor of Finance and Accounting from Concordia University, Montreal (Canada). He is also a professional member of the Certified Management Accountant (CMA) association of Canada.

Other Key Management

Song Wei, 38,Senior Group Management AccountantMs. Song joined the Group on September 5, 2008 as the Senior Group Management Accountant assisting the Chief Financial Officer.

Ms. Song started work as a Finance Department Computer Programmer in 1991 with Shanghai Science & Technology University. After that, she has worked for Sinochem Pudong Trading Co Ltd from 1993 in its Finance Department as General Manager, and then as General Manager of Sinochem International (Holding) Risk Management and Audit Department (May 2001 – April 2004), Senior Operations Manager of its Business Development (April 2004 – April 2005) and as Chief Financial Officer of Sinochem Logistics Department (April 2006 – August 2008).

Ms. Song holds a Bachelor of Management Information System from Shanghai Finance & Economics University (1991) and an Executive Master in Business Administration from Fudan University, Shanghai (2007). Ms. Song also received various management and financial training covering cost management, project finances control, etc.


Other Key Management cont’d

Jean-Marc Seyman, 62, Director Mr. Seyman, former Chief Executive Officer (Director General) of Hevecam SA, Cameroon and Director General of GMG International SA, Cameroon, remains as a Director of Hevecam SA, Cameroon and is responsible for the Group’s future new plantation development project in Cameroon, Africa.

A graduate in Economic Studies from CNAM (France), he has over 30 years of experience and an established reputation in the natural rubber industry. He has spent 20 years with Paris-based Safic-Alcan and held various executive management positions in Paris and Kuala Lumpur and also served an 8 year term in Singapore as its Group’s Managing Director for Far East. He last served Safic-Alcan in Paris as its Vice-President & Group Director of rubber/latex operations. He has also held several other positions including Chief Executive Officer of Fine Shine Group in USA and Contech Nigeria Ltd in Lagos managing plastic packaging operations, chemical trading, plastic resins distribution and marketing of natural rubber. He has an in-depth international natural rubber experience both in terms of management and marketing.

Yeo Siang Cher, 50, Chief Financial OfficerMr. Yeo joined the Group in October 2007 as Chief Financial Officer of Hevecam SA, Cameroon.

Prior to his appointment to the Group, he has served as Chief Financial Officer, Group Financial Controller and Financial Director in multinational companies spread across the semiconductor, precision engineering, building and construction and financial industries. Mr. Yeo has been in the industry for more than 25 years and brings with him vast experience having first worked as a Cost Accountant and then heading the finance and IT Departments of these companies. Notable amongst the multinationals are Advance Micro Devices, Applied Materials and other locally listed companies being Chartered Semiconductor and Broadway Industrial Group.

Mr. Yeo is a Fellow member of the Chartered Institute of Management Accountants (CIMA), UK and a member of the Institute of Certified Public Accountants (ICPAS) Singapore.


TROPICAL RUBBER COTE d’IVOIREJoseph Desire Biley, 57, Director and Chief Executive Officer Mr. Biley is the President Director General of Tropical Rubber Cote d’Ivoire.

A graduate from ESSEC (Ecole Supérieure des Sciences Economiques et Commerciales) in Paris and from IMD (International Management Development Institute) in Lausanne, Mr. Biley has been a Director of Tropical Rubber Cote d’Ivoire since its incorporation in 1995.

Mr. Biley joined the Group as President Director General of Tropical Rubber Cote d’Ivoire in 1997. Prior to that, he was the Director of Public Affairs in Nestle, in-charge of Regional Development. Over the past 23 years, he has held positions such as Assistant to Managing Director, Division Leader, Finance and Administration Deputy Manager, Finance and Control Manager, Operations Director within the Nestle Group in Cote d’Ivoire.

Mr. Biley is also the President of the Board of Directors of the Ivorian Association for Standardization, Chairman of the National Federation of Industries and Services of Cote d’Ivoire, Vice-Chairman of the National Board of Employers in Cote d’Ivoire, Rapporteur of the Worldbank’s Task Force on Internal and External competitiveness listed in the who’s who 100 in Cote d’Ivoire. He was recently appointed by the profession (APROMAC) to chair the Ivorian Rubber Development Fund with the initiative to spearheading the development of additional 300,000 hectares of new plantations and plantations access roads in Cote d’Ivoire.

M. Rajasegar R. S. Maniam, 52,Head of Plantation DepartmentMr. Raja joined the Group in August 2005 as the New Development HQ Project Manager of Hevecam SA, Cameroon. He was appointed as the Head of Plantation Department in January 2008.

Prior to joining the Group, he served as a Senior Plantation Manager with Lyman Agro Division in West Kalimantan, Indonesia. He has been in the plantation industry for more than 26 years and has vast management experience in tropical tree crops which include natural rubber, oil palm, cocoa and coconut. He started his planting career in January 1982 with the London based plantation group Harrisons & Crosfield, which later became the giant plantation group Golden Hope Plantations Berhad, and spent over 21 years with the group serving in many locations in Peninsular Malaysia and North Borneo.

Mr. Raja is a member of the Incorporated Society of Planters.

Mr. Raja holds a Bachelor of Science majoring in Chemistry (1980) from the University of Madras in South India.



P.T. BUMI JAYA, INDONESIATjahaja Gondosetiawan, 39, Director Mr. Tjahaja Gondosetiawan has been a Director of P.T. Bumi Jaya since 2005. He remains as a Director following the Group’s successful acquisition of a 51% stake in P.T. Bumi Jaya in April 2007.

A graduate in Business Administration from the University of Southern California, Los Angeles, USA, he has served as Director and Managing Director between 1991 through 2005 in various Indonesian companies covering various industries such as sugar machinery supplier, freight forwarding business, cement plant, hotel & property development, railway container transportation and logistics management services.

He is currently responsible for managing the daily operations of P.T. Bumi Jaya.


Group Financial Highlights

2004 2005 2006 20070

350

50

100

150

200

250

Total Shareholder Equity (million SGD)

226.58 231.94

284.66309.76

300

2004 2005 2006 20070

50

10

20

30

40

Net Profit (million SGD)

6.2111.84

42.96

22.05

2004 2005 2006 2007

50

0

150

100

250

Turnover (million SGD)

95.55 103.02

175.93 166.40


200

2008

245.65

2008

41.13

2008

343.57

Operations Review

GMG GLOBAL LIMITED ANNUAL REPORT 2008

Total turnover for the Group for the year ended 31 December 2008 registered an increase of 48% over the previous year to S$245.6 million. The impressive growth in revenue was propelled both by comparatively higher rubber prices during most of FY2008 and higher tonnage of rubber sold from the Group’s business divisions.

As compared to 53,205 metric tons of rubber sold in FY2007, the Group sold 62,802 metric tons of rubber in FY2008. The higher tonnage was mainly due to the maiden full year contribution from the new factory at Kalimantan, Indonesia. This also helped to offset the decrease in tonnage sold from the African operations. In Cameroon, mainly the wet weather adversely affected output and in Cote d’Ivoire the lower tonnage was mainly due to loss of one of its raw material suppliers earlier in 2008.

Cost of sales and operating expenses stood at $185.9 million for the year compared with $130.9 million in the previous year. This increase was mainly due to the increase in prices for raw material purchases at Cote d’Ivoire and Kalimantan along with the first time expenditure reported for the new factory at Kalimantan. However, the increase in costs remained mostly in line with the increase in revenue.

As such, profit before tax registered an increase of $25.9 million to $57.3 million from $31.4 million in the previous year.

HEVECAM SA, CAMEROONHevecam’s 2008 field production was comparable to that of 2007 at 22,234 metric tons versus 21,117 metric tons previous year, though below initial expectation. Major challenges faced were: (a) lingering and unseasonal wet weather affecting area’s tree tapping activities and collection process, (b) general decline in tree yields and (c) longer than expected learning curve and implementation difficulties encountered with the installation of RRIMFLOW technology (an innovative stimulation in addition to a tree bark conservation technique).

Overall, Hevecam’s factory production was 24,828 metric tons (versus 23,952 metric tons in 2007), compared to shipments of 22,206 metric tons (2007 shipments of 24,762 metric tons). There was a net reduction in export shipments of 2,556 metric tons (due to delayed shipments as per customers’ request) and this quantity was carried forward to year 2009. The increased factory production originated from increased purchasing activities from local smallholders and neighboring Central Africa country. Hevecam has completed its 2,000 hectares new planting programme initiated in 2005.

In 2009, it plans to open an additional 300 hectares of new tapping area thus bringing tapping coverage to approximately 17,000 hectares. The implementation of the newly introduced RRIMFLOW and stimulation technique will continue to be a main priority to sustain and increase tree yields. Greater emphasis will be placed on building its outside sourcing of natural rubber from smallholders and neighboring country to prepare itself for the future gradual replanting programme.

Hevecam will be instituting measures to contain expenditures at all production levels. Negotiations are continuing with government authorities in pursuing and concluding the additions to its land-bank for future expansions.

Page 17

Operations Review cont’dTROPICAL RUBBER, COTE d’IVOIRE (TRCI)TRCI has experienced another successful year and has expanded its production capacity from 25,000 metric tons to 36,000 metric tons, via the installation of a new processing line by the end of year. This is to position itself to meet future demand, as it plans to enhance its rubber procurement activities with co-operatives, smallholders and out-growers. For the year, internal field productions increased by 14% due to additional hectares of maturing trees opened for tapping. Total external rubber sourced during the year was 20,584 metric tons and constituted 93% of TRCI’s 22,150 metric tons of raw material supplies. As a result, the company maintained its position as the second largest buyer of smallholders’ rubber in Cote d’Ivoire. It continues to be a committed supporter of smallholders’ training programme. Quantities exported accounted for 22,495 metric tons though below the 24,996 metric tons in 2007.

Moving into 2009, in line with its expansion strategy, TRCI is in process of opening a few new collection centres and has plans to explore acquisition opportunities in rubber processing plants in the State. Emphasis will continue to be placed on social responsibility and corporate citizenship in order to contribute to sustainable development in the regions where it operates.

The State is making huge efforts to organize free, transparent and fair elections to bring an end to the years of political crisis, and to pave the beginning of a new period of growth and prosperity enabling Cote d’Ivoire as the gateway to West Africa.

PT. BUMI JAYA, INDONESIAIn its first full year of activity, PT Bumi Jaya experienced rapid growth due to the strong smallholders’ supply and international demand for rubber during the first three quarters of 2008. The average monthly sales tonnage for the first nine months was 1,603 metric tons, a jump of 39% from its 2007 start-up period. Despite the slowdown faced during the last quarter, the company still recorded an average monthly sales tonnage of 1,225 metric tons. Its total export for the year was 18,101 metric tons.

The strengthened US dollar in 2008 has benefitted the company as its rubber supplies were in Indonesian rupiahs, but overall performance was impacted by its US dollars borrowing from the Group. Likewise, the negative impact of the strong oil prices during the major part of the year had affected its fuel operating cost.



Operations Review cont’d

2008 OVERVIEW OF THE NATURAL RUBBER (NR) PRICESThe year started with strong NR demand and high prices. However, resulting from the global economic meltdown which triggered a sharp fall in the overall commodity prices, NR demand was affected from September onwards. The fall in demand was attributable to the falling auto sales in the US and European regions. As for China, the largest producer of tyres, the tyre industry remained reasonably stable; though more adverse impact was seen in the last three months of 2008.

In the first quarter of 2008, NR prices were at an average of US$2,650 per ton and went on an uptrend to reach US$2,950 per ton in the second quarter and peaked at US$2,972 per ton in the third quarter before collapsing to a six-year low in December to around US$1,177 per ton. Since then there has been a slight rebound and prices have stabilized at around US$1,300 per ton in February 2009. The NR price trend in 2008 was more synchronised with price movements in other commodities and the US dollar, rather than the supply and demand dynamics.

On the supply side, there was weakening witnessed along with the fall in demand. Moreover, the three largest NR producing countries, Indonesia, Malaysia and Thailand have accelerated their replanting programmes that will result in decrease in production. These factors coupled with adverse weather conditions and lower yields in some plantations, helped keep a fine line between the NR supply and demand figures globally.

The volatility and low NR prices have caused concern to the three major producer countries, i.e. Thailand, Indonesia and Malaysia and they have resolved through the IRCO to reduce their exports in an attempt to remove 915,000 tons from the market in 2009 via supply and export curtailment. Vietnam, the world’s fifth largest producer has stated that it intends to reduce supply by 30% or 200,000 tons in 2009.

OUTLOOK FOR 2009Moving ahead in 2009, the Group’s performance is highly dependent on:

• the global economic stability, market prices of natural rubber and production volumes which could have an impact on sales;• the yields from the plantations;• the weather conditions that could impact on production both from internal and external supply sources;• the fluctuations of the Euro currency and United States currency which has a direct impact on the Group’s operating costs and profitability;• the stability of the operations cost and any implementation of new fiscal measures in Cameroon, Ivory Coast and Indonesia;• the capability to maintain current raw material supplies from smallholders, co-operatives and out-growers; and• the political conditions in countries where the group operates

Due to the current global economic slowdown, natural rubber prices had fallen to approximately US$1,300 per ton as at February 19, 2009. While natural rubber prices, like other commodities, have declined significantly since last quarter of 2008, and are expected to remain volatile in 2009, the Directors remain confident in the longer term fundamentals of the natural rubber industry and the growth expectations in Asia. However, the uncertainty of demand for rubber by tyre manufacturers and other users will be a concern over the immediate to medium term.

Source: Bloomberg

GMG GLOBAL LIMITED

Corporate GovernanceThe Board of Directors (the “Board”) is committed to maintaining a high standard of corporate governance within the Company & its subsidiaries (the “Group”) and confirms that the Company has adhered to the principles and guidelines as set out in the Code of Corporate Governance 2005 (the “Code”) and where applicable, has specified and explained the areas of non-compliance.

1. Board Mattersa) Board Composition

Presently, the Board comprises seven Directors as follows:

Executive Directors:Mr. Elson Ng Keng KwangMr. Jeffrey GondobintoroMr. Li Xuetao

Non-Executive Directors:Mr. Xian Ming ChairmanMr. Qin Hengde Mr. Ong Kian Min IndependentMr. Tay Puan Siong Independent

The Board is of the view that its current size is appropriate, taking into account the nature and scope of operations of the Group.

As a group, the Directors bring with them a broad range of expertise and experience in areas such as accounting, finance, legal, business and management experience, industry knowledge, strategic planning experience and customer-based experience and knowledge. The diversity of the Directors’ experience allows for the useful exchange of ideas and views. The profile of all Board members is set out in the section entitled ‘Board of Directors’.

The Non-Executive Directors constructively challenge Management and assist in the development of proposals on strategy.

b) Chairman and Executive DirectorsCurrently, the roles of the Chairman and Chief Executive Officer (CEO) are separated. They each perform separate functions to ensure that there is an appropriate balance of power and authority, and that accountability and independent decision-making are not compromised.

The Chairman who is non-executive manages the business of the Board and in consultation with the Executive Directors, sets Board meetings at appropriate intervals during the year. The Chairman is also responsible for the workings of the Board and ensures the integrity and effectiveness of the governance process of the Board.

The CEO and Executive Directors manage the Group’s day-to-day operations. The Chairman is also responsible for the exercise of control of the quality, quantity and timeliness of information flow between the Board and Management.

All major decisions made by the CEO and Executive Directors are endorsed by the Board.

c) Role of the Board of Directors

The Board sets broad and overall business objectives of the Group, provides guidance to Management, deals with major transactions that require the Board’s approval and monitors the performance of management. Board’s approval is required for matters likely to have a material impact on the Group’s operations as well as matters other than in the ordinary course of business.

The Board met 7 times in FY2008 and as and when deemed appropriate. Management meets regularly to attend to operational matters. The Company’s Articles of Association provide for meetings to be held via telephone or other means of communication (such as video conferencing).

To assist in the execution of its responsibilities, the Board has established the following Board Committees:

Audit CommitteeNominating CommitteeRemuneration Committee

ANNUAL REPORT 2008

Corporate Governance

Details of Directors’ attendance at Board and Board committees’ meetings held in FY2008 are summarized in the table below:

Meeting of Board Audit Committee Nominating Committee

Remuneration Committee

No. of Meetings Held @

No. of Meetings Attended







Xian Ming (i) 3 3 - - - - - -

Elson Ng Keng Kwang 7 7 - - - - - -

Jeffrey Gondobintoro 7 6 - - - - - -

Qin Hengde (ii) 3 3 1 1 - - - -

Li Xuetao (iii) 3 3 - - - - - -

Danny Lo Kan Yu (iv) 4 4 - - - - - -

Yudson Gondobintoro (v) 4 4 3 3 2 2 2 2

Ong Kian Min 7 7 4 4 2 2 2 2

Tay Puan Siong 7 7 4 4 2 2 2 2

Notes:

@ Number of meetings held during the period the Director was a member of the Board and/or relevant Board Committee.

(i) Appointed as Chairman and Non-Executive Director as well as a member of the Nominating and Remuneration Committees on September 5, 2008.

(ii) Appointed as Non-Executive Director and a member of the Audit Committee on September 5, 2008.

(iii) Appointed as Executive Director on September 5, 2008.

(iv) Resigned as Executive Director on September 5, 2008.

(v) Resigned as Chairman and Non-Executive Director and ceased as a member of the Audit, Nominating and Remuneration Committees on September 5, 2008.

All Directors have independent access to the Group’s senior management and the Company Secretary. All Directors are provided with complete and adequate information prior to Board meetings and on an ongoing basis. The Company Secretary provides secretarial support to the Board, ensure adherence to Board procedures and relevant rules and regulations which are applicable to the Company. The Company Secretary attends all Board meetings.

Should Directors, whether as a group or individually, need independent professional advice to fulfill their duties, such advice will be obtained from a professional entity of the Director’s choice and the cost of such professional advice will be borne by the Company.

All newly appointed directors would be provided with background information on the Group’s history, business operations and policies to ensure that they are familiar with the Group structure, its business and operations. During the year under review, there were 3 new appointments to the Board.

The Company relies on Directors to update themselves on new laws, regulations and changing commercial risks.

The Board provides shareholders with a detailed and balanced explanation and analysis of the Company’s performance, position and prospects in the Company’s quarterly and full-year financial results.

Management provides the Board with management accounts of the Group’s performance, position and prospects on a regular basis.

GMG GLOBAL LIMITED


d) Board Committees(i) Audit Committee (“AC”)The AC comprises three Non-Executive Directors, a majority of whom are Independent Non-Executive Directors. The members of the AC as at the date of this report are:

Mr. Tay Puan Siong ChairmanMr. Ong Kian MinMr. Qin Hengde

The Board is of the view that the AC members have adequate financial management expertise and experience to discharge the AC’s functions.

The AC met 4 times in FY2008 and as and when deemed appropriate to carry out its functions which are set out in Note 9 of the Report of the Directors.

The AC has full access to and co-operation of Management, and full discretion to invite any Director or Executive Officer to attend its meetings and has been given adequate resources to enable it to discharge its functions.

The AC has reviewed the non-audit services provided by the external auditors, Deloitte & Touche LLP and is of the opinion that the provision of such services does not affect their independence.

Annually, the AC meets with the external auditors and internal auditor without the presence of Management.

The AC had recommended the re-appointment of Deloitte & Touche LLP as external auditors at the forthcoming Annual General Meeting.

The Company has in place a whistle-blowing programme where employees may in confidence, report possible improprieties which may cause financial or non financial loss of the Company. The objective is to ensure that arrangements are in place, for the independent investigation of such concerns and for appropriate follow-up action.

(ii) Nominating Committee (“NC”)The NC, regulated by a set of written terms of reference, comprises three members, a majority of whom are Independent Non-Executive.

The members of the NC as at the date of this report are:

Mr. Ong Kian Min ChairmanMr. Tay Puan SiongMr. Xian Ming

The NC is chaired by Mr Ong Kian Min, an Independent Non-Executive Director not associated with a substantial shareholder.

The NC reviews and makes recommendations to the Board on all nominations for new appointments and re-appointments to the Board, as well as makes recommendations to the Board for the continuation of services of any director who has reached the age of seventy (70) years, where appropriate. The NC also ascertains the independence of Directors under the Code’s definition of what constitutes an independent director and evaluates the Board’s performance on an annual basis.

In FY2008, the NC had adopted a Process for Selection and Appointment of New Directors. This provides the procedure for identification of potential candidates, evaluation of candidates’ skills, knowledge and experience, assessment of candidates’ suitability and recommendation for nomination to the Board.

The NC had reviewed the independence of each Director for FY2008 in accordance with the Code’s definition of Independence and is satisfied that one-third of the Board comprised Independent Non-Executive Directors.

In accordance with the Company’s Articles of Association, each Director is required to retire at least once in every three years by rotation and all newly appointed Directors will have to retire at the next Annual General Meeting following their appointments. The retiring Directors are eligible to offer themselves for re-election. The NC had recommended the re-appointment of the following Directors who will be retiring at the forthcoming Annual General Meeting:

(i) Xian Ming(ii) Qin Hengde(iii) Li Xuetao(iv) Jeffrey Gondobintoro

The Board has also accepted the NC’s recommendation and accordingly, the above-mentioned Directors will be offering themselves for re-election.

ANNUAL REPORT 2008


(iii) Remuneration Committee (“RC”)The RC, regulated by a set of written terms of reference, comprises three members, a majority of whom are Independent Non-Executive Directors.:

The members of the RC as at the date of this report are:

Mr. Ong Kian Min ChairmanMr. Tay Puan SiongMr. Xian Ming

The RC reviews and recommends to the Board (a) the remuneration packages of all Directors and senior executives of the Group, (b) directors’ fees for Independent Non-Executive Directors, which are subject to shareholders’ approval at the Annual General Meeting, and (c) all service contracts of the Executive Directors. The RC also has access to external professional advice on remuneration matters, if required.

The RC had recommended to the Board an amount of S$122,500 as directors’ fees for the year ending December 31, 2009 to be paid quarterly in arrears. The Board will table this at the forthcoming Annual General Meeting for shareholders’ approval.

Directors’ fees payable to the Independent Non-Executive Directors are set in accordance within a remuneration framework and in consideration of the contribution, effort, time incurred and responsibilities of the Independent Non-Executive Directors.

Executive Directors and Non-Executive Directors do not receive Directors’ fees for the year ending December 31,2009.

The remuneration for the Executive Directors and senior executives comprises a basic salary plus any other fixed allowances and an annual performance bonus which is tied to the Group’s performance and individual performance

The number of Directors of the Company whose remuneration falls within bands of S$250,000 is as follows:

Year ended 31.12.2008 Year ended 31.12.2007S$750,000 to S$1,000,000 2 -S$500,000 to S$749,999 1 2S$250,000 to S$499,999 - 1Below S$250,000 4 3

Although the Code recommends the disclosure of the names of individual Directors and key executives within the bands of S$250,000, the Board is of the opinion that details of remuneration of individual Director and key executives are confidential and hence disclosure of such information would not be in the interest of the Company. With the exception of Mr. Jeffrey Gondobintoro and Mr. Mark Weston Chamberlin, there is no employee in the Company or the Group who is related to a Director whose remuneration exceeds S$150,000 during the financial year under review. Mr. Jeffrey Gondobintoro is the brother of Mr. Yudson Gondobintoro, former Non-Executive Chairman, who had resigned on September 5, 2008. Mr. Mark Weston Chamberlin is the brother-in-law of Mr. Jeffrey Gondobintoro and Mr. Yudson Gondobintoro.

Following the take-over by Sinochem International (Overseas) Pte. Ltd, the Executive Directors had on September 5, 2008 and January 1, 2009 entered into new service agreements for a periods of 3 years. The service agreement provides for termination by the Executive Directors or the Company upon giving not less than 3 months’ notice in writing.

For the financial year under review, the Company does not have any long-term incentive or share option scheme in place.

GMG GLOBAL LIMITED


2. Internal Audit (“IA”)The Group has in place an internal auditor to undertake the IA function. The internal auditor reports primarily to the Chairman of the AC. The internal auditor has adopted the Standards for the Professional Practice of Internal Auditing set by The Institute of Internal Auditors.

The AC, on an annual basis, will assess the effectiveness of the IA by examining the scope of the IA work and its independence of the areas reviewed the internal auditor’s report and his relationship with the external auditors.

The AC will also meet the internal auditor without the presence of Management annually.

3. Communication with ShareholdersIn line with continuous disclosure obligations, the Company is committed to regular and proactive communication with its shareholders. It is the Board’s policy that the shareholders be informed of all major developments that impact the Group.

Information is communicated to the shareholders on a timely basis through:

(a) SGXNET releases and press releases on major developments of the Group;

(b) financial statements containing a summary of the financial information and affairs of the Group for each quarter and full-year via SGXNET;

(c) annual reports that are sent to all shareholders; and

(d) notices of and explanatory notes for annual general meetings and extraordinary general meetings.

At the Annual General Meeting, shareholders are given opportunities to voice their views and seek clarifications. There are separate resolutions on each substantially separate issue.

The Chairmen of the AC, RC and NC as well as the external auditors will be present and available at the forthcoming Annual General Meeting to address any queries raised by the shareholders.

4. Securities TransactionsThe Group has adopted an internal code of conduct to provide guidance to its officers regarding dealings in the Company’s securities. The Directors and officers of the Company and its subsidiaries have been informed not to deal in the Company’s shares whilst in possession of price sensitive information and during the periods commencing at least two weeks before the announcement of the Company’s results for each of the first three quarters of its financial year and one month before the announcement of the Company’s full-year results and ending on the day of the announcement of the relevant results.

5. Interested Person TransactionsThe Company has adopted an internal policy governing procedures for the identification, approval and monitoring of interested person transactions. All interested person transactions are subject to review by the AC.

Details of interested person transactions and their aggregate value for the twelve months from January 1, 2008 to December 31, 2008 were as follows:

Name of interested person Aggregate valueGMG Exim USA $874,753PT Asuransi Rama Satria Wibawa $259,244Alpha Advisory Pte Ltd $979,301Drew & Napier LLC $260,718

The Company does not have a shareholders’ mandate for the interested person transactions.

6. Material ContractsThere were no material contracts during the financial period as required to be reported under Rule 1207(8).

ANNUAL REPORT 2008


7. Financial Risk and Managementa) Financial risk management objectives and policies

The Group has documented risk management policies. These policies set out the Group’s overall business strategies and its risk management philosophy. The Group’s overall risk management programme seeks to minimize potential adverse effects of financial performance of the Group. Risk management is carried out by the relevant risk officers under the policies approved by the Board.

The Group’s activities are exposed to a variety of financial risks, including the effects of changes in world rubber prices, foreign currency exchange and interest rates. The Group uses derivative financial instruments such as forward foreign exchange contracts and forward commodity (natural rubber) contracts to reduce certain exposures. The Group does not hold derivative financial instruments for speculative purposes.

Market riskMarket risk arises from the volatility of world rubber prices. From time to time, the Group enters into forward commodity (natural rubber) contracts to manage this risk, and restricts to not more than 10% of the annual sales tonnage.

Foreign exchange riskThe Group transacts business in various foreign currencies, including the United States dollar, Indonesian Rupiah, Euro and CFA Francs, which is pegged to the Euro, and is therefore exposed to foreign exchange risk. The Group uses forward contracts to manage its exposure to foreign currency risk in the local reporting currency.

The Company has a number of investments in foreign subsidiaries, whose net assets are exposed to currency translation risk.

Interest rate riskThe primary source of the interest rate risk of the Group and Company relates to interest bearing bank deposits, bank borrowings, long-term loans and finance leases. Interest bearing bank deposits are short term in nature and with the current interest rate level, any variations in the interest rates will not have a material impact on the net income of the Group and Company. The interest rates on bank borrowings, long-term loans and finance leases which are fixed and are disclosed in Notes 15, 18 and 19 to the financial statements.

Credit riskThe Group’s principal financial assets are cash and bank balances and trade and other receivables.

The credit risk on liquid funds and derivative financial instruments is limited because the counterparties have high credit ratings.

Group’s credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances for doubtful receivables. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows.

The Group has significant trade receivables from two outside party customers amounting to $10,834,368 (2007 : $16,453,642) or 63% (2007 : 70%) of total trade receivables balance as at the year end.

Liquidity riskThe Group maintains sufficient cash and cash equivalents, and internally generated funds to finance its activities.

GMG GLOBAL LIMITED

Report of The DirectorsThe directors present their report together with the audited consolidated financial statements of the group and balance sheet and statement of changes in equity of the company for the financial year ended December 31, 2008.

1 DIRECTORSThe directors of the company in office at the date of this report are:

Elson Ng Keng KwangJeffrey GondobintoroOng Kian MinTay Puan SiongXian Ming (Appointed on September 5, 2008)Qin Hengde (Appointed on September 5, 2008)Li Xuetao (Appointed on September 5, 2008)

2 CORPORATE GOVERNANCEThe company is committed to maintaining a high standard of corporate governance within the group. Good corporate governance establishes and maintains a legal and ethical environment in the group which strives to preserve the interests of all stakeholders.

3 BOARD OF DIRECTORSThe Board oversees the business affairs of the group, approves the financial objectives and the strategies to be implemented by management and monitors standards of performance and issues of policy, both directly and through its committees.

The Board comprises 7 directors, 3 of whom hold executive positions:

Executive Directors:

Elson Ng Keng Kwang (President and Chief Executive Officer)Jeffrey Gondobintoro (Chief Operating Officer and Vice President)Li Xuetao (Vice President)

Non-Executive Directors:

Xian Ming (Non-Executive Chairman)Qin HengdeOng Kian MinTay Puan Siong

The Board meets at least four times and as and when deemed appropriate. The Board approves the group’s strategic plans, key business initiatives, major investments and funding decisions; it reviews the group’s financial performance and evaluates the performance and determines the compensation of senior management. These functions are carried out by the Board directly or through committees of the Board which have been set up to support its work.

4 SECURITIES TRANSACTIONSThe group has issued a Policy on Share Dealings to all employees of the group, setting out the implications of insider trading and the recommendations by the Singapore Exchange Securities Trading Limited. The group has adopted a code of conduct to provide guidance to its officers with regard to dealing in the company’s shares.

5 ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE BENEFITS BY MEANS OF THE ACQUISITION OF SHARES AND DEBENTURESNeither at the end of the financial year nor at any time during the financial year did there subsist any arrangement whose object is to enable the directors of the company to acquire benefits by means of the acquisition of shares or debentures in the company or any other body corporate.

ANNUAL REPORT 2008

Report of The Directors

6 DIRECTORS’ INTERESTS IN SHARES AND DEBENTURESThe directors of the company holding office at the end of the financial year had no interests in the share capital and debentures of the company and related corporations as recorded in the register of directors’ shareholdings kept by the company under Section 164 of the Singapore Companies Act except as follows:

Shareholdingsregistered in the

names of directors

Shareholdings inwhich directors are

deemed to have an interest

Names of directors and company in which interests are held At beginning

of yearAt endof year

At beginningof year

At endof year

GMG Global Ltd(Ordinary shares)Elson Ng Keng Kwang 2,500,000 1,187,040 - -Jeffrey Gondobintoro 5,380,000 2,554,500 1,226,707,875 582,444,449

By virtue of Section 7 of the Singapore Companies Act, Mr Jeffrey Gondobintoro is deemed to have an interest in the ordinary shares of all the subsidiaries held by the company.

The directors’ interests in the shares of the company as at January 21, 2009 were the same as at December 31, 2008.

7 DIRECTORS’ RECEIPT AND ENTITLEMENT TO CONTRACTUAL BENEFITSSince the beginning of the financial year, no director has received or become entitled to receive a benefit which is required to be disclosed under Section 201(8) of the Singapore Companies Act, by reason of a contract made by the company or a related corporation with the director or with a firm of which he is a member, or with a company in which he has a substantial financial interest except for salaries, bonuses and other benefits as disclosed in the financial statements. Certain directors received remuneration from related corporations in their capacity as a director and/or executives of those related corporations.

There were also certain other transactions (shown in the financial statements) with corporations in which certain directors have an interest.

8 SHARE OPTIONS(a) Options to take up unissued shares

During the financial year, no option to take up unissued shares of the company or any corporation in the group was granted.

(b) Options exercisedDuring the financial year, there were no shares of the company or any corporation in the group issued by virtue of the exercise of an option to take up unissued shares.

(c) Unissued shares under optionAt the end of the financial year, there were no unissued shares of the company or any corporation in the group under option.

9 AUDIT COMMITTEEThe Audit Committee of the company is chaired by Mr Tay Puan Siong, an independent non-executive director, and includes Mr Ong Kian Min, also an independent non-executive director, and Mr Qin Hengde, a non-executive director. The Audit Committee has met four times since the last Annual General Meeting (“AGM”) and has reviewed the following, where relevant, with the executive directors and external and internal auditors of the company:a) the audit plans and results of the internal auditors’ examination and evaluation of the group’s systems of internal accounting controls;

b) the group’s financial and operating results and accounting policies;

c) the financial statements of the company and the consolidated financial statements of the group before their submission to the directors of the company and external auditors’ report on those financial statements;

d) the quarterly and annual announcements as well as the related press releases on the results and financial position of the company and the group;

e) the co-operation and assistance given by the management to the group’s external auditors; and

f) the re-appointment of the external auditors of the group.

GMG GLOBAL LIMITED

Report of The DirectorsThe Audit Committee has full access to and has the co-operation of the management and has been given the resources required for it to discharge its function properly. It also has full discretion to invite any director and executive officer to attend its meetings. The external and internal auditors have unrestricted access to the Audit Committee.

The Audit Committee has recommended to the directors the nomination of Deloitte & Touche LLP for re-appointment as external auditors of the group at the forthcoming AGM of the company.

10 AUDITORSThe auditors, Deloitte & Touche LLP, have expressed their willingness to accept re-appointment.

ON BEHALF OF THE DIRECTORS

...........................................……Elson Ng Keng Kwang

...........................................…….Jeffrey Gondobintoro

March 15, 2009

ANNUAL REPORT 2008

Statement of DirectorsIn the opinion of the directors, the consolidated financial statements of the group and the balance sheet and statement of changes in equity of the company as set out on pages 31 to 67 are drawn up so as to give a true and fair view of the state of affairs of the group and of the company as at December 31, 2008, and of the results, changes in equity and cash flows of the group and changes in equity of the company for the financial year then ended, and at the date of this statement there are reasonable grounds to believe that the company will be able to pay its debts when they fall due.

ON BEHALF OF THE DIRECTORS

...........................................……Elson Ng Keng Kwang

...........................................…….Jeffrey Gondobintoro

March 15, 2009

GMG GLOBAL LIMITED

Independent Auditors’ Report

We have audited the financial statements of GMG Global Ltd (the “company”) and its subsidiaries (the “group”) which comprise the balance sheets of the group and the company as at December 31, 2008, the profit and loss statement, statement of changes in equity and cash flow statement of the group and the statement of changes in equity of the company for the year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages 31 to 67.

Management’s Responsibility for the Financial StatementsManagement is responsible for the preparation and fair presentation of these financial statements in accordance with the provisions of the Singapore Companies Act, Cap. 50 (the “Act”) and Singapore Financial Reporting Standards. This responsibility includes: devising and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly authorised and that they are recorded as necessary to permit the preparation of true and fair profit and loss accounts and balance sheets and to maintain accountability of assets; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors’ ResponsibilityOur responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Singapore Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements 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 entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

OpinionIn our opinion,a) the consolidated financial statements of the group and the balance sheet and statement of changes in equity of the company are properly

drawn up in accordance with the provisions of the Act and Singapore Financial Reporting Standards so as to give a true and fair view of the state of affairs of the group and of the company as at December 31, 2008 and of the results, changes in equity and cash flows of the group and changes in equity of the company for the year ended on that date; and

b) the accounting and other records required by the Act to be kept by the company and by those subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act.

Deloitte & Touche LLPPublic Accountants andCertified Public AccountantsSingapore

Patrick Tan Hak PhengPartnerAppointed on June 1, 2008

March 15, 2009

ToThe Members Of GMG Global Ltd

ANNUAL REPORT 2008

Group Company

Note 2008 2007 2008 2007

$ $ $ $

ASSETS

Current AssetsCash and bank balances 7 33,522,419 7,505,886 155,573 92,929Fixed deposits 7 39,039,748 31,596,815 276,916 357,048Trade receivables 8 17,244,358 23,860,020 - -Other receivables and prepayments 9 16,964,437 12,266,027 17,166,957 9,490,619Derivative financial instruments 10 2,211,492 73,838 - - Inventories 11 29,565,103 28,109,284 - - Total current assets 138,547,557 103,411,870 17,599,446 9,940,596

Non-current assetsInvestment in subsidiaries 12 - - 184,727,046 184,727,046Deferred tax assets 20 14,979 37,957 - - Plantation assets 13 252,889,036 257,880,006 - - Property, plant and equipment 14 27,152,960 23,441,932 799,894 312,403Total non-current assets 280,056,975 281,359,895 185,526,940 185,039,449

Total assets 418,604,532 384,771,765 203,126,386 194,980,045

LIABILITIES AND EQUITY

Current liabilitiesBank borrowings 15 - 378 - - Trade payables 16 5,567,997 8,381,499 - - Other payables 17 15,944,469 14,338,003 22,014,313 19,831,837Current portion of long-term loans 18 21,018,625 13,745,791 - - Current portion of finance leases 19 142,812 129,324 63,334 83,643Derivative financial instruments 10 - 753,800 - - Income tax payable 7,726,690 5,276,266 2,690 2,690Total current liabilities 50,400,593 42,625,061 22,080,337 19,918,170

Non-current liabilitiesLong-term loans 18 22,482,836 31,098,290 - - Finance leases 19 659,607 250,186 317,114 46,138Deferred tax liabilities 20 1,492,790 1,039,430 18,990 18,990Total non-current liabilities 24,635,233 32,387,906 336,104 65,128

Capital, reserves and minority interestsShare capital 21 169,616,006 169,616,006 169,616,006 169,616,006Capital reserves 22 9,795,262 9,603,615 - - Currency translation reserve 924,136 9,174,164 - - Retained earnings 122,982,427 87,095,468 11,093,939 5,380,741Equity attributable to equity holders of the company

303,317,831 275,489,253 180,709,945 174,996,747

Minority interests 40,250,875 34,269,545 - -Total equity 343,568,706 309,758,798 180,709,945 174,996,747

Total liabilities and equity 418,604,532 384,771,765 203,126,386 194,980,045

Balance SheetsDecember 31, 2008

See accompanying notes to financial statements.

GMG GLOBAL LIMITED

Note 2008 2007$ $

Revenue 23 245,645,055 166,398,041

Cost of sales (155,531,811) (107,075,012)

Gross profit 90,113,244 59,323,029

Other income 24 1,362,211 1,378,919Administrative expenses (11,965,440) (8,878,778)Distribution costs (8,293,281) (6,064,869)Other expenses (10,126,099) (8,900,560)Finance costs 25 (3,432,394) (3,272,679)Foreign currency exchange loss (3,306,183) (1,511,985)Fair value gain (loss) on financial derivatives 2,988,584 (681,781)

Profit before tax 57,340,642 31,391,296

Income tax expense 26 (8,859,263) (4,110,370)

Profit for the year 27 48,481,379 27,280,926

Attributable to:

Equity holders of the company 41,130,118 22,051,721Minority interests 7,351,261 5,229,205

48,481,379 27,280,926

Earnings per ordinary share (cents)- Basic and fully diluted 28 2.04 1.09

Consolidated Profit And Loss StatementYear ended December 31, 2008

See accompanying notes to financial statements.

ANNUAL REPORT 2008

Stat

emen

ts O

f Cha

nges

In

Equ

ityYe

ar en

ded

Dece

mbe

r 31,

2008

See a

ccom

pany

ing no

tes to

finan

cial s

tatem

ents.

Shar

eca

pita

lCa

pita

lre

serv

es

Curre

ncy

trans

latio

nre

serv

eRe

tain

edea

rnin

gs

Equi

ty

attri

buta

ble t

o eq

uity

hol

ders

of

the c

ompa

nyMi

norit

y in

tere

sts

Tota

l$

$$

$$

$$

Grou

pBa

lance

at Ja

nuar

y 1, 2

007

169,6

16,00

65,4

15,14

72,5

67,15

179

,335,2

4025

6,933

,544

27,72

6,627

284,6

60,17

1Ex

chan

ge di

ffere

nces

arisi

ng on

tran

slatio

n of fo

reign

oper

ation

s rec

ognis

ed

dire

ctly i

n equ

ity

-

-

6,607

,013

-

6,6

07,01

3 28

7,772

6,8

94,78

5Pr

ofit fo

r the

year

-

-

-

22,0

51,72

1 2

2,051

,721

5,22

9,205

2

7,280

,926

Total

reco

gnise

d inc

ome a

nd ex

pens

e f

or th

e yea

r

-

-6,6

07,01

322

,051,7

21

28,65

8,734

5,5

16,97

7

34,17

5,711

Divid

ends

paid

(Note

33)

-

-

-

(1

0,103

,025)

(1

0,103

,025)

(6

32,44

8)

(10,7

35,47

3)Ca

pital

contr

ibutio

n by m

inority

inter

est in

subs

idiar

y -

-

-

-

-

1,658

,389

1,658

,389

Tran

sfer f

rom

retai

ned e

arnin

gs to

capit

al re

serve

s (No

te 22

)

-

4,188

,468

-

(4,1

88,46

8)

-

-

-

Balan

ce at

Dec

embe

r 31,

2007

169

,616,0

06

9,603

,615

9,174

,164

87,09

5,468

27

5,489

,253

34

,269,5

45 3

09,75

8,798

Exch

ange

diffe

renc

es ar

ising

on tr

ansla

tion o

f fore

ign op

erati

ons r

ecog

nised

d

irectl

y in e

quity

-

-

(8

,250,0

28)

-

(8

,250,0

28)

(731

,041)

(8

,981,0

69)

Profi

t for t

he ye

ar

-

-

-

4

1,130

,118

41,1

30,11

8 7

,351,2

61

48,4

81,37

9To

tal re

cogn

ised i

ncom

e and

expe

nse

for

the y

ear

-

-

(8,25

0,028

)41

,130,1

18

32,88

0,090

6,6

20,22

0

39,50

0,310

Divid

ends

paid

(Note

33)

-

-

-

(5

,051,5

12)

(5,05

1,512

) (6

38,89

0)

(5,69

0,402

)Tr

ansfe

r fro

m re

taine

d ear

nings

to ca

pital

rese

rves (

Note

22)

-

1

91,64

7

-

(191

,647)

-

-

-

Balan

ce at

Dec

embe

r 31,

2008

169

,616,0

06

9,795

,262

92

4,136

122

,982,4

27

303,3

17,83

1

40,25

0,875

343

,568,7

06

Shar

eca

pita

lRe

tain

edea

rnin

gsTo

tal

$$

$Co

mpan

yBa

lance

at Ja

nuar

y 1, 2

007

169,6

16,00

6 10

,606,6

14

180,2

22,62

0Di

viden

ds pa

id (N

ote 33

) -

(10,1

03,02

5)

(10,1

03,02

5)Pr

ofit fo

r the

year

-

4,87

7,152

4

,877,1

52Ba

lance

at D

ecem

ber 3

1, 20

07 16

9,616

,006

5,3

80,74

1 1

74,99

6,747

Divid

ends

paid

(Note

33)

-

(5

,051,5

12)

(5,05

1,512

)Pr

ofit fo

r the

year

-

10,76

4,710

1

0,764

,710

Balan

ce at

Dec

embe

r 31,

2008

169,6

16,00

6

11,09

3,939

180

,709,9

45

GMG GLOBAL LIMITED

Note 2008 2007$ $

Operating activitiesProfit before tax 57,340,642 31,391,296Adjustments for:

Depreciation of property, plant and equipment 4,103,424 4,580,440Depreciation of plantation assets 4,464,294 4,280,372(Gain) loss on disposal of property, plant and equipment (353,504) 54,515Interest expense 3,432,394 3,272,679 Allowance for inventories 3,448,449 - Interest income (1,295,047) (1,233,211)Allowance for doubtful other receivables 251,676 49,271Fair value (gain) loss on financial derivatives (2,988,584) 681,781Property, plant and equipment written off - 34,167

Operating cash flows before movements in working capital 68,403,744 43,111,310

Trade receivables 6,439,738 (753,472)Other receivables and prepayments (4,194,902) (3,045,005)Inventories (2,908,264) (5,694,159)Trade payables (2,462,924) 1,451,394Other payables (3,414,641) (1,657,031)

Cash generated from operations 61,862,751 33,413,037

Interest paid (2,603,472) (4,639,785)Interest received 1,295,047 1,233,211Income tax paid (5,934,873) (5,587,432)

Net cash from operating activities 54,619,453 24,419,031

Investing activitiesProceeds on disposal of property, plant and equipment 388,912 211,786Purchase of plantation assets and property, plant and equipment A (13,124,007) (17,690,041)

Net cash used in investing activities (12,735,095) (17,478,255)

Financing activitiesCapital contribution by minority interest in subsidiary - 1,658,389Dividends paid (5,051,512) (10,103,025)Dividends paid to minority interest of subsidiary (638,890) (632,448)Proceeds from long-term loans 742,365 18,944,408Repayment of long-term loans (2,684,069) (15,569,948)Finance leases (263,839) (155,263)Bills payable - (978,093)Movement in pledged fixed deposits 16,048 (414,299)

Net cash used in financing ac

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